6-K 1 phi_6-k_2q2023.htm 6-K 6-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

August 3, 2023

 

PLDT INC.

(Translation of registrant’s name into English)

 

Ramon Cojuangco Building

Makati Avenue, Makati City

Philippines

(Address of registrant’s principal executive office)

 

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 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

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

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No

 

 

 

 

 


 

SIGNATURES

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, thereto duly authorized.

 

Registrant: PLDT Inc.

 

 

 

 

 

Signature and Title:

/s/ Alfredo S. Panlilio

 

Alfredo S. Panlilio

 

President and Chief Executive Officer

 

 

 

 

Signature and Title:

/s/ Danny Y. Yu

 

Danny Y. Yu

 

Senior Vice President

 

(Principal Financial Officer)

 

 

 

 

Signature and Title:

/s/ Gil Samson D. Garcia

 

Gil Samson D. Garcia

 

First Vice President

 

(Principal Accounting Officer)

 

 

 

 

 

 

 

 

Date: August 3, 2023

 

 


 

 

SEC Number

PW-55

File Number

 

 

 

 

 

PLDT Inc.

 

(Company’s Full Name)

 

Ramon Cojuangco Building

Makati Avenue, Makati City

 

(Company’s Address)

 

 

(632) 82500254

 

(Telephone Number)

 

 

Not Applicable

 

(Fiscal Year Ending)

(month & day)

 

 

SEC Form 17-Q

 

Form Type

 

 

Not Applicable

 

Amendment Designation (if applicable)

 

 

June 30, 2023

 

Period Ended Date

 

 

Not Applicable

 

(Secondary License Type and File Number)

 


 

August 3, 2023

 

The Philippine Stock Exchange, Inc.

6/F Philippine Stock Exchange Tower

28th Street corner 5th Avenue

Bonifacio Global City, Taguig City

 

Attention: Ms. Alexandra D. Tom Wong

Officer-In-Charge - Disclosure Department

 

Securities & Exchange Commission

Secretariat Building, PICC Complex

Roxas Boulevard, Pasay City

 

Attention:

 

Mr. Vicente Graciano P. Felizmenio, Jr.

 

 

Director – Markets and Securities Regulations Dept.

 

Philippine Dealing & Exchange Corporation

29th Floor, BDO Equitable Tower

8751 Paseo de Roxas, Makati City 1226

 

Attention: Atty. Marie Rose M. Magellan-Lirio

Head - Issuer Compliance and Disclosure Department

 

Gentlemen:

 

In accordance with Section 17(b) of the Securities Regulation Code and SRC Rule 17.3, we submit herewith a copy of SEC Form 17-Q with Management’s Discussion and Analysis and accompanying unaudited consolidated financial statements for the six months (6) months ended June 30, 2023.

 

This submission shall also serve as our compliance with Section 17.1 of the Securities Regulation Code regarding the filing of reports on significant developments.

 

Very truly yours,

 

 

 

 

 

/s/ Marilyn A. Victorio-Aquino

 

MARILYN A. VICTORIO-AQUINO

 

Corporate Secretary

PLDT Inc.

 

 

 


 

COVER SHEET

 

SEC Registration Number

P

W

-

5

5

 

 

 

 

 

 

 

Company Name

P

L

D

T

 

I

N

C

.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Principal Office (No./Street/Barangay/City/Town/Province)

R

A

M

O

N

 

C

O

J

U

A

N

G

C

O

 

B

U

I

L

D

I

N

G

 

 

 

 

 

 

 

M

A

K

A

T

I

 

A

V

E

N

U

E

 

M

A

K

A

T

I

 

C

I

T

Y

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Form Type

 

 

 

Department requiring the report

 

 

 

Secondary License Type, If Applicable

 

 

1

7

-

Q

 

 

 

 

 

 

 

M

S

R

D

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COMPANY INFORMATION

 

Company’s Email Address

 

Company’s Telephone Number/s

 

Mobile Number

 

 

gdgarcia@pldt.com.ph

 

(02) 8816-8056

 

 

 

 

 

No. of Stockholders

 

Annual Meeting

Month/Day

 

Fiscal Year

Month/Day

 

 

11,415

as at June 30, 2023

 

Every 2nd Tuesday in June

 

December 31

 

CONTACT PERSON INFORMATION

The designated contact person MUST be an Officer of the Corporation

Name of Contact Person

 

Email Address

 

Telephone Number/s

 

Mobile Number

Gil Samson D. Garcia

 

gdgarcia@pldt.com.ph

 

(02) 8816-8056

 

 

 

Contact Person’s Address

11/F Ramon Cojuangco Bldg. Makati Ave., Makati City

Note: In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.

 

 

 

 


 

SECURITIES AND EXCHANGE COMMISSION

 

SEC FORM 17-Q

QUARTERLY REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE (“SRC”) AND

SRC 17 (2) (b) THEREUNDER

1.

For the quarterly period ended

June 30, 2023

2.

SEC Identification Number

PW-55

3.

BIR Tax Identification No.

000-488-793-000

4.

PLDT Inc.

Exact name of registrant as specified in its charter

5.

Republic of the Philippines

Province, country or other jurisdiction of incorporation or organization

6.

Industry Classification Code:

(SEC Use Only)

7.

Ramon Cojuangco Building, Makati Avenue, Makati City

     0721

Address of registrant’s principal office

Postal Code

8.

(632) 8816-8056

Registrant’s telephone number, including area code

9.

Not Applicable

Former name, former address, and former fiscal year, if changed since last report

10.

Securities registered pursuant to Sections 8 of the SRC

Title of Each Class

Number of Shares of Common Stock Outstanding

Common Capital Stock, Php5 par value

216,055,775 shares as at June 30, 2023

11.

Are any or all of these securities listed on the Philippine Stock Exchange?

Yes [ X ]

No [ ]

12.

Check whether the registrant

(a)

has filed all reports required to be filed by Section 17 of the Code and SRC Rule 17 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the Corporation Code of the Philippines, during the preceding 12 months (or for such shorter period the registrant was required to file such reports):

Yes [ X ]

No [ ]

(b)

has been subject to such filing requirements for the past 90 days.

Yes [ X ]

No [ ]

 

 

 


 

TABLE OF CONTENTS

 

PART I –

 

FINANCIAL INFORMATION

 

1

Item 1.

 

Consolidated Financial Statements

 

1

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

1

 

 

Financial Highlights and Key Performance Indicators

 

2

 

 

Performance Indicators

 

3

 

 

Overview

 

4

 

 

Management’s Financial Review

 

5

 

 

Results of Operations

 

7

 

 

Consolidated

 

8

 

 

Revenues

 

8

 

 

Expenses

 

10

 

 

Other Income (Expenses) – Net

 

10

 

 

Net Income (Loss)

 

11

 

 

EBITDA

 

11

 

 

Core Income

 

12

 

 

Telco Core Income

 

12

 

 

Wireless

 

12

 

 

Revenues

 

12

 

 

Service Revenues

 

13

 

 

Non-Service Revenues

 

16

 

 

Expenses

 

17

 

 

Other Income (Expenses) – Net

 

18

 

 

Provision for Income Tax

 

19

 

 

Net Income

 

19

 

 

EBITDA

 

19

 

 

Core Income

 

19

 

 

Fixed Line

 

20

 

 

Revenues

 

20

 

 

Service Revenues

 

20

 

 

Non-Service Revenues

 

21

 

 

Expenses

 

21

 

 

Other Income (Expenses) – Net

 

22

 

 

Provision for Income Tax

 

23

 

 

Net Income

 

23

 

 

EBITDA

 

23

 

 

Core Income

 

23

 

 

Others

 

23

 

 

Revenues

 

23

 

 

Expenses

 

23

 

 

Other Income (Expenses) – Net

 

24

 

 

Net Income (Loss)

 

24

 

 

Core Income (Loss)

 

24

 

 

Liquidity and Capital Resources

 

24

 

 

Operating Activities

 

25

 

 

Investing Activities

 

26

 

 

Financing Activities

 

26

 

 

Changes in Financial Conditions

 

28

 

 

Off-Balance Sheet Arrangements

 

29

 

 

Equity Financing

 

29

 

 

Contractual Obligations and Commercial Commitments

 

29

 

 

Quantitative and Qualitative Disclosures about Market Risks

 

30

 

 

Impact of Inflation and Changing Prices

 

31

PART II –

 

OTHER INFORMATION

 

32

 

 

Related Party Transactions

 

33

ANNEX –

 

Aging of Accounts Receivable

 

A-1

 

 

Financial Soundness Indicators

 

A-2

 

 

SIGNATURES

 

S-1

 

 


 

 

img246629783_0.jpg 

 

 

 

PART I – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Our consolidated financial statements as at June 30, 2023 (unaudited) and December 31, 2022 (audited) and for the six months ended June 30, 2023 and 2022 (unaudited) and related notes (pages F-1 to F-178) are filed as part of this report on Form 17-Q.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

In the following discussion and analysis of our financial condition and results of operations, unless the context indicates or otherwise requires, references to “we,” “us,” “our” or “PLDT Group” mean PLDT Inc. and its consolidated subsidiaries, and references to “PLDT” or “the Company” mean PLDT Inc., not including its consolidated subsidiaries (please see Note 2 – Summary of Significant Accounting Policies to the accompanying unaudited consolidated financial statements for the list of these subsidiaries, including a description of their respective principal business activities and PLDT’s direct and/or indirect equity interest).

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited consolidated financial statements and the related notes. Our unaudited consolidated financial statements, and the financial information discussed below, have been prepared in accordance with Philippine Financial Reporting Standards (“PFRS”) which is virtually converged with International Financial Reporting Standards as issued by the International Accounting Standards Board. PFRS differs in certain significant respects from generally accepted accounting principles (“GAAP”) in the U.S.

The financial information appearing in this report and in the accompanying unaudited consolidated financial statements are stated in Philippine Peso. Unless otherwise indicated, in this report and in the accompanying unaudited consolidated financial statements, the exchange rate used to convert the U.S. Dollar amounts into the Philippine Peso was Php55.37 to US$1.00, the Philippine Peso-U.S. Dollar exchange rate as quoted through the Bankers Association of the Philippines as at June 30, 2023.

Some information in this report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. We have based these forward-looking statements on our current beliefs, expectations and intentions as to facts, actions and events that will or may occur in the future. Such statements generally are identified by forward-looking words such as “believe,” “plan,” “anticipate,” “continue,” “estimate,” “expect,” “may,” “will” or other similar words.

A forward-looking statement may include a statement of the assumptions or bases underlying the forward-looking statement. We have chosen these assumptions or bases in good faith. These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the risk factors. When considering forward-looking statements, you should keep in mind the description of risks and other cautionary statements in this report. You should also keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as at the date on which we made it. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the statements in this report after the date hereof. In light of these risks and uncertainties, you should keep in mind that actual results may differ materially from any forward-looking statement made in this report or elsewhere.

1


 

 

img246629783_0.jpg 

 

 

 

Financial Highlights and Key Performance Indicators

 

 

 

Six months ended June 30,

 

 

Increase (Decrease)

 

 

 

2023

 

 

2022(1)

 

 

Amount

 

 

%

 

(amounts in million Php, except for EBITDA margin and earnings per common share)

 

 

 

 

 

 

 

 

 

Consolidated Income Statement

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

104,038

 

 

 

100,787

 

 

 

3,251

 

 

 

3

 

Expenses

 

 

78,340

 

 

 

97,095

 

 

 

(18,755

)

 

 

(19

)

Other income (expenses) – net

 

 

(924

)

 

 

17,980

 

 

 

(18,904

)

 

 

(105

)

Income before income tax

 

 

24,774

 

 

 

21,672

 

 

 

3,102

 

 

 

14

 

Net income

 

 

18,507

 

 

 

16,977

 

 

 

1,530

 

 

 

9

 

     Continuing operations

 

 

18,536

 

 

 

17,038

 

 

 

1,498

 

 

 

9

 

     Discontinued operations

 

 

(29

)

 

 

(61

)

 

 

32

 

 

 

52

 

Core income

 

 

16,599

 

 

 

16,042

 

 

 

557

 

 

 

3

 

     Continuing operations

 

 

16,628

 

 

 

16,103

 

 

 

525

 

 

 

3

 

     Discontinued operations

 

 

(29

)

 

 

(61

)

 

 

32

 

 

 

52

 

Telco core income

 

 

17,562

 

 

 

17,109

 

 

 

453

 

 

 

3

 

EBITDA

 

 

49,719

 

 

 

44,736

 

 

 

4,983

 

 

 

11

 

     Continuing operations

 

 

49,758

 

 

 

44,744

 

 

 

5,014

 

 

 

11

 

     Discontinued operations

 

 

(39

)

 

 

(8

)

 

 

(31

)

 

 

388

 

EBITDA margin(2)

 

 

50

%

 

 

46

%

 

 

 

 

 

 

Reported earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

85.27

 

 

 

77.56

 

 

 

7.71

 

 

 

10

 

Diluted

 

 

85.27

 

 

 

77.56

 

 

 

7.71

 

 

 

10

 

Reported earnings per common share from continuing operations:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

85.40

 

 

 

77.84

 

 

 

7.56

 

 

 

10

 

Diluted

 

 

85.40

 

 

 

77.84

 

 

 

7.56

 

 

 

10

 

Core earnings per common share(3):

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

76.69

 

 

 

74.12

 

 

 

2.57

 

 

 

3

 

Diluted

 

 

76.69

 

 

 

74.12

 

 

 

2.57

 

 

 

3

 

Core earnings per common share from continuing operations:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

76.82

 

 

 

74.40

 

 

 

2.42

 

 

 

3

 

Diluted

 

 

76.82

 

 

 

74.40

 

 

 

2.42

 

 

 

3

 

 

 

 

June 30,

 

 

December 31,

 

 

Increase (Decrease)

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

(amounts in million Php, except for net debt to equity ratio)

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Statements of Financial Position

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

624,627

 

 

 

624,162

 

 

 

465

 

 

 

 

Property and equipment

 

 

313,415

 

 

 

292,745

 

 

 

20,670

 

 

 

7

 

Cash and cash equivalents and short-term investments

 

 

16,452

 

 

 

25,594

 

 

 

(9,142

)

 

 

(36

)

Total equity attributable to equity holders of PLDT

 

 

113,844

 

 

 

108,727

 

 

 

5,117

 

 

 

5

 

Long-term debt, including current portion

 

 

268,069

 

 

 

249,580

 

 

 

18,489

 

 

 

7

 

Net debt(4) to equity ratio

 

2.20x

 

 

2.05x

 

 

 

 

 

 

 

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PLDT Global One Aviation Company, Inc. ("PG1") effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries.
See Note 2
Summary of Significant Accounting Policies Discontinued Operations and Note 11 Investments in Associates and Joint Ventures Investment in Associates Investment in PG1 to the accompanying unaudited consolidated financial statements for further discussion.
(2)
EBITDA margin for the period is measured as EBITDA divided by service revenues.
(3)
Core earnings per common share (“EPS”) for the period is measured as core income divided by the weighted average number of outstanding common shares for the period.
(4)
Net debt is derived by deducting cash and cash equivalents, short-term investments and debt instruments at amortized cost from total debt (long-term debt, including current portion).

2


 

 

img246629783_0.jpg 

 

 

 

 

 

Six months ended June 30,

 

 

Change

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

(amounts in million Php, except for operational data)

 

 

 

 

 

 

 

 

 

Consolidated Statements of Cash Flows

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

 

42,905

 

 

 

37,736

 

 

 

5,169

 

 

 

14

 

Net cash used in investing activities

 

 

(46,603

)

 

 

(16,783

)

 

 

(29,820

)

 

 

(178

)

Payment for purchase of property and equipment, including
   capitalized interest

 

 

(56,544

)

 

 

(49,044

)

 

 

(7,500

)

 

 

(15

)

Net cash used in financing activities

 

 

(5,032

)

 

 

(6,307

)

 

 

1,275

 

 

 

(20

)

Operational Data

 

 

 

 

 

 

 

 

 

 

 

 

Number of mobile subscribers

 

 

62,953,818

 

 

 

69,398,133

 

 

 

(6,444,315

)

 

 

(9

)

Prepaid

 

 

60,891,135

 

 

 

67,365,162

 

 

 

(6,474,027

)

 

 

(10

)

Postpaid

 

 

2,062,683

 

 

 

2,032,971

 

 

 

29,712

 

 

 

1

 

Number of broadband subscribers

 

 

3,901,553

 

 

 

4,082,223

 

 

 

(180,670

)

 

 

(4

)

Fixed Line broadband

 

 

3,294,012

 

 

 

3,200,872

 

 

 

93,140

 

 

 

3

 

Fixed Wireless broadband

 

 

607,541

 

 

 

881,351

 

 

 

(273,810

)

 

 

(31

)

Number of fixed line subscribers

 

 

3,823,629

 

 

 

3,821,296

 

 

 

2,333

 

 

 

 

Total number of subscribers

 

 

70,679,000

 

 

 

77,301,652

 

 

 

(6,622,652

)

 

 

(9

)

Number of employees:

 

 

15,987

 

 

 

17,609

 

 

 

(1,622

)

 

 

(9

)

Fixed Line

 

 

11,665

 

 

 

12,714

 

 

 

(1,049

)

 

 

(8

)

LEC

 

 

10,244

 

 

 

10,795

 

 

 

(551

)

 

 

(5

)

Others

 

 

1,421

 

 

 

1,919

 

 

 

(498

)

 

 

(26

)

Wireless

 

 

4,322

 

 

 

4,895

 

 

 

(573

)

 

 

(12

)

 

 

Exchange Rates – per US$

 

Month end
rates

 

 

Weighted
average rates
during the year

 

June 30, 2023

 

 

55.37

 

 

 

55.24

 

December 31, 2022

 

 

55.82

 

 

 

54.52

 

June 30, 2022

 

 

54.97

 

 

 

52.15

 

December 31, 2021

 

 

50.97

 

 

 

49.28

 

 

Performance Indicators

We use a number of non-GAAP performance indicators to monitor financial performance. These are summarized below and discussed later in this report.

EBITDA

EBITDA for the period is measured as net income excluding depreciation and amortization, amortization of intangible assets, asset impairment on noncurrent assets, financing costs – net, interest income, equity share in net earnings (losses) of associates and joint ventures, foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net, provision for (benefit from) income tax and other income (expenses) – net. EBITDA is monitored by management for each business unit separately for purposes of making decisions about resource allocation and performance assessment. EBITDA is presented because our management believes that it is widely used by investors in their analysis of our performance and can assist them in their comparison of our performance with those of other companies in the technology, media and telecommunications sector. We also present EBITDA because it is used by some investors as a way to measure a company’s ability to incur and service debt, make capital expenditures and meet working capital requirements. Companies in the technology, media and telecommunications sector have historically reported EBITDA as a supplement to financial measures in accordance with PFRS. EBITDA should not be considered as alternative to net income as an indicator of our performance, nor should EBITDA be considered as an alternative to cash flows from operating activities, as a measure of liquidity or as an alternative to any other measure determined in accordance with PFRS. Unlike net income, EBITDA does not include depreciation and amortization, or financing costs and, therefore, does not reflect current or future capital expenditures or the cost of capital. We compensate for these limitations by using EBITDA as only one of several comparative tools, together with PFRS-based measurements, to assist in the evaluation of operating performance. Such PFRS-based measurements include income before income tax, net income, and operating, investing and financing cash flows. We have significant uses of cash flows, including capital expenditures, interest payments, debt principal repayments, taxes and other non-recurring charges, which are not reflected in EBITDA. Our

3


 

 

img246629783_0.jpg 

 

 

 

calculation of EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

Core Income and Telco Core Income

Core income for the period is measured as net income attributable to equity holders of PLDT (net income less net income attributable to noncontrolling interests), excluding foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net (excluding hedge costs), asset impairment on noncurrent assets, other non-recurring gains (losses), net of tax effect of aforementioned adjustments, as applicable, and similar adjustments to equity share in net earnings (losses) of associates and joint ventures. Core income results are monitored by management for each business unit separately for purposes of making decisions about resource allocation and performance assessment.

Meanwhile, telco core income for the period is measured as net income attributable to equity holders of PLDT (net income less net income attributable to noncontrolling interests), excluding foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net (excluding hedge costs), asset impairment on noncurrent assets, non-recurring gains (losses), net of tax effect of aforementioned adjustments, as applicable, and similar adjustments to equity share in net earnings (losses) of associates and joint ventures, adjusted for the effect of the share in Voyager Innovations Holdings, Pte. Ltd. (“VIH”) losses, asset sales, and accelerated depreciation. Telco core income is used by the management as a basis for determining the level of dividend payouts to shareholders and one of the bases for granting incentives to employees.

Core income and telco core income should not be considered as alternatives to income before income tax or net income determined in accordance with PFRS as an indicator of our performance. Unlike net income, core income and telco core income do not include certain items, among others, foreign exchange gains and losses, gains and losses on derivative financial instruments, impairments on non-current assets and non-recurring gains and losses. We compensate for these limitations by using core income and telco core income as few out of several comparative tools, together with PFRS-based measurements, to assist us in the evaluation of our operating performance. Such PFRS-based measurements include income before income tax and net income. Our calculation of core income may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

Overview

We are one of the leading telecommunications and digital services providers in the Philippines, in terms of both subscribers and revenues, serving the fixed line, wireless and broadband markets. Through our three principal business segments, Wireless, Fixed Line and Others, we offer a diverse range of telecommunications and digital services across our extensive fiber optic backbone and wireless and fixed line networks.

As at June 30, 2023, we serve 70.7 million customers through the provision of mobile, fixed line and data services. In addition to the business units discussed below, we have found it beneficial to view our business from a customer-served perspective. Accordingly, we also assign metrics along the following marketing verticals: Home, Individual, Enterprise and International.

Our three business units are as follows:

Wireless Our wireless business focuses on driving the growth of our data services while managing our legacy business of voice and short messaging services (“SMS”). We generate data revenues across all segments of our wireless business, whether through the access of mobile internet via smartphones, mobile broadband using pocket WiFi or home WiFi using fixed wireless broadband devices. We provide the following mobile telecommunications services through our wireless business: (i) mobile services, (ii) fixed wireless broadband services, and (iii) MVNO and other services.
Fixed Line We are the leading provider of fixed line telecommunications services throughout the Philippines, servicing retail, corporate and SME clients. Our fixed line business group offers data, voice and miscellaneous services. We also provide other fixed line services such as data center, cloud, cyber security services and managed information technology through PLDT’s subsidiary, ePLDT.

4


 

 

img246629783_0.jpg 

 

 

 

Others Our other business consists primarily of our interests in digital platforms and other technologies, including our interest in VIH.

Management’s Financial Review

In addition to consolidated net income, we use EBITDA, core income and telco core income to assess our operating performance. Set forth below is a reconciliation of our consolidated net income to our consolidated EBITDA, and a reconciliation of our consolidated net income to our consolidated core income and consolidated telco core income for the six months ended June 30, 2023 and 2022.

The following table shows the reconciliation of our consolidated net income to our consolidated EBITDA for the six months ended June 30, 2023 and 2022:

 

 

 

2023

 

 

2022(1)

 

 

 

(amounts in million Php)

 

Net income from continuing operations

 

 

18,536

 

 

 

17,038

 

Net income from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated net income

 

 

18,507

 

 

 

16,977

 

Add (deduct) adjustments to continuing operations:

 

 

 

 

 

 

Depreciation and amortization

 

 

23,950

 

 

 

40,694

 

Financing costs – net

 

 

6,552

 

 

 

5,418

 

Provision for income tax

 

 

6,238

 

 

 

4,634

 

Equity share in net losses of associates and joint ventures

 

 

1,325

 

 

 

1,400

 

Amortization of intangible assets

 

 

110

 

 

 

100

 

Other non-recurring expenses

 

 

 

 

 

258

 

Interest income

 

 

(486

)

 

 

(269

)

Foreign exchange losses (gains) – net

 

 

(551

)

 

 

4,283

 

Gains on derivative financial instruments – net

 

 

(727

)

 

 

(2,184

)

Other income – net

 

 

(5,189

)

 

 

(26,628

)

     Net loss on debt modification

 

 

 

 

 

294

 

     Gain on dilution in VIH

 

 

 

 

 

(572

)

     Income from prescription of preferred shares redemption liability

 

 

 

 

 

(7,839

)

     Gain on sale and leaseback of telecom towers - gross of expenses

 

 

(3,640

)

 

 

(17,443

)

     Others

 

 

(1,549

)

 

 

(1,068

)

Total adjustments

 

 

31,222

 

 

 

27,706

 

 

 

 

 

 

 

 

EBITDA from continuing operations

 

 

49,758

 

 

 

44,744

 

EBITDA from discontinued operations

 

 

(39

)

 

 

(8

)

Consolidated EBITDA

 

 

49,719

 

 

 

44,736

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 Summary of Significant Accounting Policies Discontinued Operations and Note 11 Investments in Associates and Joint Ventures Investment in Associates Investment in PG1 to the accompanying unaudited consolidated financial statements for further discussion.

 

5


 

 

img246629783_0.jpg 

 

 

 

The following table shows the reconciliation of our consolidated net income to our consolidated core income and telco core income for the six months ended June 30, 2023 and 2022:

 

 

 

2023

 

 

2022(1)

 

 

 

(amounts in million Php)

 

Net income from continuing operations

 

 

18,536

 

 

 

17,038

 

Net income from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated net income

 

 

18,507

 

 

 

16,977

 

Add (deduct) adjustments to continuing operations:

 

 

 

 

 

 

Manpower rightsizing program

 

 

1,767

 

 

 

4,830

 

Net loss on debt modification, net of amortization of debt discount

 

 

89

 

 

 

383

 

Core income adjustment on equity share in net loss (income) of associates and joint ventures

 

 

73

 

 

 

(216

)

Impairment of investments

 

 

70

 

 

 

50

 

Accelerated depreciation

 

 

 

 

 

16,487

 

Other non-recurring expenses

 

 

 

 

 

258

 

Income from prescription of preferred shares redemption liability

 

 

 

 

 

(7,839

)

Net income attributable to noncontrolling interests

 

 

(56

)

 

 

(191

)

Foreign exchange losses (gains) – net

 

 

(555

)

 

 

4,282

 

Gains on derivative financial instruments – net, excluding hedge costs

 

 

(847

)

 

 

(2,311

)

Gain on sale and leaseback of telecom towers - net of expenses

 

 

(3,037

)

 

 

(16,537

)

Net tax effect of aforementioned adjustments

 

 

588

 

 

 

(131

)

Total adjustments

 

 

(1,908

)

 

 

(935

)

Core income from continuing operations

 

 

16,628

 

 

 

16,103

 

Core loss from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated core income

 

 

16,599

 

 

 

16,042

 

 

 

 

 

 

 

 

Core income from continuing operations

 

 

16,628

 

 

 

16,103

 

Add (deduct) adjustments:

 

 

 

 

 

 

Share in VIH losses

 

 

1,164

 

 

 

1,594

 

Gain on asset sales, net of tax

 

 

 

 

 

(487

)

Gain on dilution in VIH

 

 

(230

)

 

 

(101

)

Total adjustments

 

 

934

 

 

 

1,006

 

Telco core income

 

 

17,562

 

 

 

17,109

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 Summary of Significant Accounting Policies Discontinued Operations and Note 11 Investments in Associates and Joint Ventures Investment in Associates Investment in PG1 to the accompanying unaudited consolidated financial statements for further discussion.

6


 

 

img246629783_0.jpg 

 

 

 

Results of Operations

The following table shows the contribution by each of our business segments to our consolidated revenues, expenses, other income (expense), income (loss) before income tax, provision for (benefit from) income tax, net income (loss)/segment profit (loss), EBITDA, EBITDA margin, core income and telco core income for the six months ended June 30, 2023 and 2022. In each of the six months ended June 30, 2023 and 2022, majority of our revenues are derived from our operations within the Philippines. Our revenues derived from outside the Philippines consist primarily of revenues from incoming international calls to the Philippines.

 

 

 

Wireless

 

 

Fixed Line

 

 

Others

 

 

 

Inter-segment
Transactions

 

 

Consolidated

 

 

 

(amounts in million Php, except for EBITDA margin)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

51,589

 

 

 

59,606

 

 

 

 

 

 

 

(7,157

)

 

 

104,038

 

Expenses

 

 

41,247

 

 

 

44,287

 

 

 

7

 

 

 

 

(7,201

)

 

 

78,340

 

Other income (expenses) – net

 

 

1,390

 

 

 

(1,069

)

 

 

(1,278

)

 

 

 

33

 

 

 

(924

)

Income (loss) before income tax

 

 

11,732

 

 

 

14,250

 

 

 

(1,285

)

 

 

 

77

 

 

 

24,774

 

Provision for (benefit from) income tax

 

 

2,764

 

 

 

3,481

 

 

 

1

 

 

 

 

(8

)

 

 

6,238

 

Net income (loss)/Segment profit (loss)

 

 

8,968

 

 

 

10,769

 

 

 

(1,286

)

 

 

 

85

 

 

 

18,507

 

     Continuing operations

 

 

8,968

 

 

 

10,769

 

 

 

(1,286

)

 

 

 

85

 

 

 

18,536

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(29

)

EBITDA

 

 

25,803

 

 

 

28,896

 

 

 

(7

)

 

 

 

(4,934

)

 

 

49,719

 

     Continuing operations

 

 

25,803

 

 

 

28,896

 

 

 

(7

)

 

 

 

(4,934

)

 

 

49,758

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(39

)

EBITDA margin(1)

 

 

55

%

 

 

49

%

 

 

 

 

 

 

 

 

 

50

%

Core income (loss)

 

 

6,535

 

 

 

11,238

 

 

 

(1,159

)

 

 

 

14

 

 

 

16,599

 

     Continuing operations

 

 

6,535

 

 

 

11,238

 

 

 

(1,159

)

 

 

 

14

 

 

 

16,628

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(29

)

Telco core income (loss)

 

 

6,535

 

 

 

11,008

 

 

 

5

 

 

 

 

14

 

 

 

17,562

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended June 30, 2022(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

52,012

 

 

 

70,446

 

 

 

 

 

 

 

(21,671

)

 

 

100,787

 

Expenses

 

 

54,367

 

 

 

64,009

 

 

 

8

 

 

 

 

(21,289

)

 

 

97,095

 

Other income (expenses) – net

 

 

13,053

 

 

 

17,128

 

 

 

(810

)

 

 

 

(11,391

)

 

 

17,980

 

Income (loss) before income tax

 

 

10,698

 

 

 

23,565

 

 

 

(818

)

 

 

 

(11,773

)

 

 

21,672

 

Provision for (benefit from) income tax

 

 

2,138

 

 

 

2,442

 

 

 

(78

)

 

 

 

132

 

 

 

4,634

 

Net income (loss)/Segment profit (loss)

 

 

8,560

 

 

 

21,123

 

 

 

(740

)

 

 

 

(11,905

)

 

 

16,977

 

     Continuing operations

 

 

8,560

 

 

 

21,123

 

 

 

(740

)

 

 

 

(11,905

)

 

 

17,038

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(61

)

EBITDA

 

 

25,640

 

 

 

26,555

 

 

 

(8

)

 

 

 

(7,443

)

 

 

44,736

 

     Continuing operations

 

 

25,640

 

 

 

26,555

 

 

 

(8

)

 

 

 

(7,443

)

 

 

44,744

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(8

)

EBITDA margin(1)

 

 

53

%

 

 

38

%

 

 

 

 

 

 

 

 

 

46

%

Core income (loss)

 

 

3,758

 

 

 

25,436

 

 

 

(1,004

)

 

 

 

(12,087

)

 

 

16,042

 

     Continuing operations

 

 

3,758

 

 

 

25,436

 

 

 

(1,004

)

 

 

 

(12,087

)

 

 

16,103

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(61

)

Telco core income (loss)

 

 

3,758

 

 

 

25,335

 

 

 

103

 

 

 

 

(12,087

)

 

 

17,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

(423

)

 

 

(10,840

)

 

 

-

 

 

 

 

14,514

 

 

 

3,251

 

Expenses

 

 

(13,120

)

 

 

(19,722

)

 

 

(1

)

 

 

 

14,088

 

 

 

(18,755

)

Other income (expenses) – net

 

 

(11,663

)

 

 

(18,197

)

 

 

(468

)

 

 

 

11,424

 

 

 

(18,904

)

Income (loss) before income tax

 

 

1,034

 

 

 

(9,315

)

 

 

(467

)

 

 

 

11,850

 

 

 

3,102

 

Provision for (benefit from) income tax

 

 

626

 

 

 

1,039

 

 

 

79

 

 

 

 

(140

)

 

 

1,604

 

Net income (loss)/Segment profit (loss)

 

 

408

 

 

 

(10,354

)

 

 

(546

)

 

 

 

11,990

 

 

 

1,530

 

     Continuing operations

 

 

408

 

 

 

(10,354

)

 

 

(546

)

 

 

 

11,990

 

 

 

1,498

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32

 

EBITDA

 

 

163

 

 

 

2,341

 

 

 

1

 

 

 

 

2,509

 

 

 

4,983

 

     Continuing operations

 

 

163

 

 

 

2,341

 

 

 

1

 

 

 

 

2,509

 

 

 

5,014

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(31

)

Core income (loss)

 

 

2,777

 

 

 

(14,198

)

 

 

(155

)

 

 

 

12,101

 

 

 

557

 

     Continuing operations

 

 

2,777

 

 

 

(14,198

)

 

 

(155

)

 

-

 

 

12,101

 

 

 

525

 

     Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32

 

Telco core income (loss)

 

 

2,777

 

 

 

(14,327

)

 

 

(98

)

 

 

 

12,101

 

 

 

453

 

 

(1)
EBITDA margin for the period is measured as EBITDA divided by service revenues.
(2)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 11 Investments in Associates and Joint Ventures Investment in

7


 

 

img246629783_0.jpg 

 

 

 

Associates Investment in PG1 and Note 2 Summary of Significant Accounting Policies Discontinued Operations to the accompanying unaudited consolidated financial statements for further discussion.

On a Consolidated Basis

Consolidated

Revenues

We reported consolidated revenues of Php104,038 million for the six months ended June 30, 2023, an increase of Php3,251 million, or 3%, as compared with Php100,787 million in the same period in 2022, primarily due to higher revenues, net of intersegment transactions, from data and voice services in our Fixed Line business segment, partially offset by lower revenues, net of intersegment transactions, from mobile and fixed wireless broadband services in our Wireless business segment.

Our consolidated service revenues of Php99,251 million for the six months ended June 30, 2023, increased by Php2,751 million, or 3%, from Php96,500 million in the same period in 2022. Our consolidated non-service revenues of Php4,787 million for the six months ended June 30, 2023, increased by Php500 million, or 12%, from Php4,287 million in the same period in 2022.

Consolidated service revenues, net of interconnection costs of Php4,720 million, amounted to Php94,531 million for the six months ended June 30, 2023, an increase of Php879 million, or 1%, from Php93,652 million in the same period in 2022.

8


 

 

img246629783_0.jpg 

 

 

 

The following table shows the breakdown of our consolidated revenues by service for the six months ended June 30, 2023 and 2022:

 

 

 

Wireless

 

 

Fixed Line

 

 

Inter-
segment
Transactions

 

 

Consolidated

 

 

 

 

 

 

(amounts in million Php)

 

 

 

 

For the six months ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Service Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Wireless

 

 

47,022

 

 

 

 

 

 

(344

)

 

 

46,678

 

Mobile

 

 

46,165

 

 

 

 

 

 

(324

)

 

 

45,841

 

Fixed Wireless broadband

 

 

837

 

 

 

 

 

 

 

 

 

837

 

MVNO and others

 

 

20

 

 

 

 

 

 

(20

)

 

 

 

Fixed Line

 

 

 

 

 

59,386

 

 

 

(6,813

)

 

 

52,573

 

Voice

 

 

 

 

 

12,977

 

 

 

(751

)

 

 

12,226

 

Data

 

 

 

 

 

46,230

 

 

 

(5,933

)

 

 

40,297

 

Home broadband

 

 

 

 

 

25,272

 

 

 

(13

)

 

 

25,259

 

Corporate data and ICT

 

 

 

 

 

20,958

 

 

 

(5,920

)

 

 

15,038

 

Miscellaneous

 

 

 

 

 

179

 

 

 

(129

)

 

 

50

 

Total Service Revenues

 

 

47,022

 

 

 

59,386

 

 

 

(7,157

)

 

 

99,251

 

Non-Service Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Sale of computers, phone units, mobile handsets and broadband data modems

 

 

4,567

 

 

 

218

 

 

 

 

 

 

4,785

 

Point-product sales

 

 

 

 

 

2

 

 

 

 

 

 

2

 

Total Non-Service Revenues

 

 

4,567

 

 

 

220

 

 

 

 

 

 

4,787

 

Total Revenues

 

 

51,589

 

 

 

59,606

 

 

 

(7,157

)

 

 

104,038

 

For the six months ended June 30, 2022(1)

 

 

 

 

 

 

 

 

 

 

 

 

Service Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Wireless

 

 

47,940

 

 

 

 

 

 

(419

)

 

 

47,521

 

Mobile

 

 

46,781

 

 

 

 

 

 

(360

)

 

 

46,421

 

Fixed Wireless broadband

 

 

1,100

 

 

 

 

 

 

 

 

 

1,100

 

MVNO and others

 

 

59

 

 

 

 

 

 

(59

)

 

 

 

Fixed Line(1)

 

 

 

 

 

70,231

 

 

 

(21,252

)

 

 

48,979

 

Voice

 

 

 

 

 

22,995

 

 

 

(11,787

)

 

 

11,208

 

Data

 

 

 

 

 

47,027

 

 

 

(9,326

)

 

 

37,701

 

Home broadband

 

 

 

 

 

23,801

 

 

 

(17

)

 

 

23,784

 

Corporate data and ICT

 

 

 

 

 

23,226

 

 

 

(9,309

)

 

 

13,917

 

Miscellaneous

 

 

 

 

 

209

 

 

 

(139

)

 

 

70

 

Total Service Revenues

 

 

47,940

 

 

 

70,231

 

 

 

(21,671

)

 

 

96,500

 

Non-Service Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Sale of computers, phone units, mobile handsets and broadband data modems

 

 

4,072

 

 

 

159

 

 

 

 

 

 

4,231

 

Point-product sales

 

 

 

 

 

56

 

 

 

 

 

 

56

 

Total Non-Service Revenues

 

 

4,072

 

 

 

215

 

 

 

 

 

 

4,287

 

Total Revenues

 

 

52,012

 

 

 

70,446

 

 

 

(21,671

)

 

 

100,787

 

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 11 Investments in Associates and Joint Ventures Investment in Associates Investment in PG1 and Note 2 Summary of Significant Accounting Policies Discontinued Operations to the accompanying unaudited consolidated financial statements for further discussion.

 

The following table shows the breakdown of our consolidated revenues by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

51,589

 

 

 

50

 

 

 

52,012

 

 

 

52

 

 

 

(423

)

 

 

(1

)

Fixed Line

 

 

59,606

 

 

 

57

 

 

 

70,446

 

 

 

70

 

 

 

(10,840

)

 

 

(15

)

Inter-segment transactions

 

 

(7,157

)

 

 

(7

)

 

 

(21,671

)

 

 

(22

)

 

 

14,514

 

 

 

67

 

Consolidated

 

 

104,038

 

 

 

100

 

 

 

100,787

 

 

 

100

 

 

 

3,251

 

 

 

3

 

 

Our consolidated revenues are further segmented by market, based on the type of customers served. “Home” refers to household subscribers, “Individual” covers mobile wireless individual customers, “Enterprise” encompasses business-based customers, corporate or micro, small and medium enterprises, and “International” refers to international carrier customers.

9


 

 

img246629783_0.jpg 

 

 

 

The following table shows our consolidated revenues by market segment for each of our business segments for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022(1)

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

 

Wireless

 

 

46,678

 

 

 

45

 

 

 

47,521

 

 

 

47

 

 

 

(843

)

 

 

(2

)

Individual

 

 

40,209

 

 

 

39

 

 

 

40,369

 

 

 

40

 

 

 

(160

)

 

 

 

Home

 

 

837

 

 

 

1

 

 

 

1,100

 

 

 

1

 

 

 

(263

)

 

 

(24

)

Enterprise

 

 

4,823

 

 

 

4

 

 

 

5,249

 

 

 

5

 

 

 

(426

)

 

 

(8

)

International

 

 

809

 

 

 

1

 

 

 

803

 

 

 

1

 

 

 

6

 

 

 

1

 

Fixed Line

 

 

52,573

 

 

 

51

 

 

 

48,979

 

 

 

50

 

 

 

3,594

 

 

 

7

 

Home

 

 

29,310

 

 

 

28

 

 

 

28,162

 

 

 

28

 

 

 

1,148

 

 

 

4

 

Enterprise

 

 

18,670

 

 

 

18

 

 

 

17,605

 

 

 

18

 

 

 

1,065

 

 

 

6

 

International

 

 

4,567

 

 

 

4

 

 

 

3,171

 

 

 

3

 

 

 

1,396

 

 

 

44

 

Others

 

 

26

 

 

 

 

 

 

41

 

 

 

 

 

 

(15

)

 

 

(37

)

Total Service Revenues

 

 

99,251

 

 

 

95

 

 

 

96,500

 

 

 

96

 

 

 

2,751

 

 

 

3

 

Wireless

 

 

4,567

 

 

 

5

 

 

 

4,072

 

 

 

4

 

 

 

495

 

 

 

12

 

Individual

 

 

3,798

 

 

 

4

 

 

 

3,301

 

 

 

3

 

 

 

497

 

 

 

15

 

Home

 

 

44

 

 

 

 

 

 

111

 

 

 

 

 

 

(67

)

 

 

(60

)

Enterprise

 

 

720

 

 

 

1

 

 

 

649

 

 

 

1

 

 

 

71

 

 

 

11

 

International

 

 

5

 

 

 

 

 

 

11

 

 

 

 

 

 

(6

)

 

 

(55

)

Fixed Line

 

 

220

 

 

 

 

 

 

215

 

 

 

 

 

 

5

 

 

 

2

 

Home

 

 

95

 

 

 

 

 

 

78

 

 

 

 

 

 

17

 

 

 

22

 

Enterprise

 

 

125

 

 

 

 

 

 

137

 

 

 

 

 

 

(12

)

 

 

(9

)

Total Non-Service Revenues

 

 

4,787

 

 

 

5

 

 

 

4,287

 

 

 

4

 

 

 

500

 

 

 

12

 

Total Revenues

 

 

104,038

 

 

100

 

 

 

100,787

 

 

100

 

 

 

3,251

 

 

 

3

 

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 11 Investments in Associates and Joint Ventures Investment in Associates Investment in PG1 and Note 2 Summary of Significant Accounting Policies Discontinued Operations to the accompanying unaudited consolidated financial statements for further discussion.

Expenses

Consolidated expenses decreased by Php18,755 million, or 19%, to Php78,340 million for the six months ended June 30, 2023 from Php97,095 million in the same period in 2022, primarily due to lower expenses related to depreciation and amortization, selling, general and administrative expenses, asset impairment, and provisions, partially offset by higher interconnection costs, and cost of sales and services.

The following table shows the breakdown of our consolidated expenses by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

41,247

 

 

 

53

 

 

 

54,367

 

 

 

56

 

 

 

(13,120

)

 

 

(24

)

Fixed Line

 

 

44,287

 

 

 

56

 

 

 

64,009

 

 

 

66

 

 

 

(19,722

)

 

 

(31

)

Others

 

 

7

 

 

 

 

 

 

8

 

 

 

 

 

 

(1

)

 

 

(13

)

Inter-segment transactions

 

 

(7,201

)

 

 

(9

)

 

 

(21,289

)

 

 

(22

)

 

 

14,088

 

 

 

66

 

Consolidated

 

 

78,340

 

 

 

100

 

 

 

97,095

 

 

 

100

 

 

 

(18,755

)

 

 

(19

)

Other Income (Expenses) – Net

Consolidated other expenses – net amounted to Php924 million for the six months ended June 30, 2023, a change of Php18,904 million as against consolidated other income – net of Php17,980 million in the same period in 2022, primarily due to the combined effects of the following: (i) lower other income – net from our Wireless business segment mainly on account of a lower gain on sale and leaseback of telecom towers, and from our Fixed Line business segment, owing mainly to the income from prescription of preferred shares redemption liability in 2022; (ii) lower net gains on derivative financial instruments from our Fixed Line and Wireless business segments;
(iii) higher net financing costs from our Fixed Line business segment; (iv) net foreign exchange gains from our Fixed Line and Wireless business segments in 2023 as against net foreign exchange losses in 2022; and (v) lower equity share in net losses from our Other business segment.

10


 

 

img246629783_0.jpg 

 

 

 

The following table shows the breakdown of our consolidated other income (expenses) – net by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

1,390

 

 

 

13,053

 

 

 

(11,663

)

 

 

(89

)

Fixed Line

 

 

(1,069

)

 

 

17,128

 

 

 

(18,197

)

 

 

(106

)

Others

 

 

(1,278

)

 

 

(810

)

 

 

(468

)

 

 

(58

)

Inter-segment transactions

 

 

33

 

 

 

(11,391

)

 

 

11,424

 

 

 

100

 

Consolidated

 

 

(924

)

 

 

17,980

 

 

 

(18,904

)

 

 

(105

)

Net Income (Loss)

Consolidated net income increased by Php1,530 million, or 9%, to Php18,507 million for the six months ended June 30, 2023 from Php16,977 million in the same period in 2022, primarily due to higher net income from our Wireless business segment, partially offset by lower net income from our Fixed Line business segment, and higher net loss from our Other business segment. Our consolidated basic and diluted EPS increased to Php85.27 for the six months ended June 30, 2023 from Php77.56 in the same period in 2022. Our weighted average number of outstanding common shares was approximately 216.06 million for each of the six months ended June 30, 2023 and 2022.

The following table shows the breakdown of our consolidated net income (loss) by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

8,968

 

 

 

49

 

 

 

8,560

 

 

 

50

 

 

 

408

 

 

 

5

 

Fixed Line

 

 

10,769

 

 

 

58

 

 

 

21,123

 

 

 

124

 

 

 

(10,354

)

 

 

(49

)

Others

 

 

(1,286

)

 

 

(7

)

 

 

(740

)

 

 

(4

)

 

 

(546

)

 

 

(74

)

Inter-segment transactions

 

 

85

 

 

 

 

 

 

(11,905

)

 

 

(70

)

 

 

11,990

 

 

 

101

 

Continuing operations

 

 

18,536

 

 

 

100

 

 

 

17,038

 

 

 

100

 

 

 

1,498

 

 

 

9

 

Discontinued operations

 

 

(29

)

 

 

 

 

 

(61

)

 

 

 

 

 

32

 

 

 

52

 

Consolidated

 

 

18,507

 

 

 

100

 

 

 

16,977

 

 

 

100

 

 

 

1,530

 

 

 

9

 

EBITDA

Our consolidated EBITDA amounted to Php49,719 million for the six months ended June 30, 2023, an increase of Php4,983 million, or 11%, as compared with Php44,736 million in the same period in 2022, primarily due to higher EBITDA from our Fixed Line and Wireless business segments.

The following table shows the breakdown of our consolidated EBITDA by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

25,803

 

 

 

52

 

 

 

25,640

 

 

 

57

 

 

 

163

 

 

 

1

 

Fixed Line

 

 

28,896

 

 

 

58

 

 

 

26,555

 

 

 

59

 

 

 

2,341

 

 

 

9

 

Others

 

 

(7

)

 

 

 

 

 

(8

)

 

 

 

 

 

1

 

 

 

13

 

Inter-segment transactions

 

 

(4,934

)

 

 

(10

)

 

 

(7,443

)

 

 

(16

)

 

 

2,509

 

 

 

34

 

Continuing operations

 

 

49,758

 

 

 

100

 

 

 

44,744

 

 

 

100

 

 

 

5,014

 

 

 

11

 

Discontinued operations

 

 

(39

)

 

 

 

 

 

(8

)

 

 

 

 

 

(31

)

 

 

(388

)

Consolidated

 

 

49,719

 

 

 

100

 

 

 

44,736

 

 

 

100

 

 

 

4,983

 

 

 

11

 

 

Our consolidated EBITDA, excluding MRP and expenses related to the sale of our telecom assets, amounted to Php52,128 million for the six months ended June 30, 2023, an increase of Php1,568 million, or 3%, as compared with Php50,480 million in the same period in 2022.

11


 

 

img246629783_0.jpg 

 

 

 

Core Income (Loss)

Our consolidated core income amounted to Php16,599 million for the six months ended June 30, 2023, an increase of Php557 million, or 3%, as compared with Php16,042 million in the same period in 2022, mainly on account of higher EBITDA excluding MRP, lower depreciation and amortization and lower equity share in net losses of associates and joint ventures, partially offset by higher financing costs and provision for income tax. Our consolidated basic and diluted core EPS increased to Php76.69 for the six months ended June 30, 2023 from Php74.12 in the same period in 2022.

The following table shows the breakdown of our consolidated core income by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

6,535

 

 

 

39

 

 

 

3,758

 

 

 

23

 

 

 

2,777

 

 

 

74

 

Fixed Line

 

 

11,238

 

 

 

68

 

 

 

25,436

 

 

 

159

 

 

 

(14,198

)

 

 

(56

)

Others

 

 

(1,159

)

 

 

(7

)

 

 

(1,004

)

 

 

(6

)

 

 

(155

)

 

 

(15

)

Inter-segment transactions

 

 

14

 

 

 

 

 

 

(12,087

)

 

 

(76

)

 

 

12,101

 

 

 

100

 

Continuing operations

 

 

16,628

 

 

 

100

 

 

 

16,103

 

 

 

100

 

 

 

525

 

 

 

3

 

Discontinued operations

 

 

(29

)

 

 

 

 

 

(61

)

 

 

 

 

 

32

 

 

 

52

 

Consolidated

 

 

16,599

 

 

 

100

 

 

 

16,042

 

 

 

100

 

 

 

557

 

 

 

3

 

Telco Core Income

 

Our consolidated telco core income amounted to Php17,562 million for the six months ended June 30, 2023, an increase of Php453 million, or 3%, as compared with Php17,109 million in the same period in 2022, mainly due to higher EBITDA excluding MRP, and lower depreciation and amortization, partially offset by higher financing costs and provision for income tax.

The following table shows the breakdown of our consolidated telco core income by business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Wireless

 

 

6,535

 

 

 

37

 

 

 

3,758

 

 

 

22

 

 

 

2,777

 

 

 

74

 

Fixed Line

 

 

11,008

 

 

 

63

 

 

 

25,335

 

 

 

148

 

 

 

(14,327

)

 

 

(57

)

Others

 

 

5

 

 

 

 

 

 

103

 

 

 

1

 

 

 

(98

)

 

 

(95

)

Inter-segment transactions

 

 

14

 

 

 

 

 

 

(12,087

)

 

 

(71

)

 

 

12,101

 

 

 

100

 

Consolidated

 

 

17,562

 

 

 

100

 

 

 

17,109

 

 

 

100

 

 

 

453

 

 

 

3

 

 

On a Business Segment Basis

Wireless

Revenues

We generated revenues of Php51,589 million from our Wireless business segment for the six months ended
June 30, 2023, a decrease of Php423 million, or 1%, from Php52,012 million in the same period in 2022.

The following table summarizes our total revenues by service from our Wireless business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Service Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mobile

 

 

46,165

 

 

 

89

 

 

 

46,781

 

 

 

90

 

 

 

(616

)

 

 

(1

)

Fixed Wireless broadband

 

 

837

 

 

 

2

 

 

 

1,100

 

 

 

2

 

 

 

(263

)

 

 

(24

)

MVNO and others(1)

 

 

20

 

 

 

 

 

 

59

 

 

 

 

 

 

(39

)

 

 

(66

)

Total Wireless Service Revenues

 

 

47,022

 

 

 

91

 

 

 

47,940

 

 

 

92

 

 

 

(918

)

 

 

(2

)

Non-Service Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sale of mobile handsets and broadband data modems

 

 

4,567

 

 

 

9

 

 

 

4,072

 

 

 

8

 

 

 

495

 

 

 

12

 

Total Wireless Revenues

 

 

51,589

 

 

 

100

 

 

 

52,012

 

 

 

100

 

 

 

(423

)

 

 

(1

)

 

12


 

 

img246629783_0.jpg 

 

 

 

(1)
Includes service revenues generated by MVNOs of PLDT Global subsidiaries and facility service fees.

Service Revenues

 

Our wireless service revenues decreased by Php918 million, or 2%, to Php47,022 million for the six months ended June 30, 2023 as compared with Php47,940 million in the same period in 2022, primarily due to lower revenues from mobile, fixed wireless broadband, and MVNO and other services. As a percentage of our total wireless revenues, service revenues accounted for 91% and 92% for the six months ended June 30, 2023 and 2022, respectively.

Wireless service revenues, net of interconnection costs of Php391 million, amounted to Php46,631 million for the six months ended June 30, 2023, a decrease of Php875 million, or 2%, from Php47,506 million in the same period in 2022.

Mobile Services

Our mobile service revenues amounted to Php46,165 million for the six months ended June 30, 2023, a decrease of Php616 million, or 1%, from Php46,781 million in the same period in 2022, primarily due to the favorable impact of election-related activities in 2022, as well as the continued albeit easing inflation. Mobile service revenues accounted for 98% of our wireless service revenues in each of the six months ended June 30, 2023 and 2022.

 

The following table shows the breakdown of our mobile service revenues for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Mobile Services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Data

 

 

36,608

 

 

 

79

 

 

 

35,811

 

 

 

77

 

 

 

797

 

 

 

2

 

Voice

 

 

5,987

 

 

 

13

 

 

 

7,443

 

 

 

16

 

 

 

(1,456

)

 

 

(20

)

SMS

 

 

2,614

 

 

 

6

 

 

 

2,936

 

 

 

6

 

 

 

(322

)

 

 

(11

)

Inbound roaming and others(1)

 

 

956

 

 

 

2

 

 

 

591

 

 

 

1

 

 

 

365

 

 

 

62

 

Total

 

 

46,165

 

 

 

100

 

 

 

46,781

 

 

 

100

 

 

 

(616

)

 

 

(1

)

 

(1)
Refers to other non-subscriber-related revenues consisting primarily of inbound international roaming fees and facility service fees.

Data Services

Mobile revenues from our data services, which include mobile internet, mobile broadband and other data services, increased by Php797 million, or 2%, to Php36,608 million for the six months ended June 30, 2023 from Php35,811 million in the same period in 2022 due to higher mobile internet revenues driven mainly by the continued strength of our mobile network, as cited by Ookla as the Philippines' Best Mobile Network during the first half of 2023, and promotion of data offers such as Power All, Double Giga and Smart Signature, which cater to the needs of prepaid subscribers looking for data flexibility as consumers shift from working and studying from home to a more hybrid work and school environment, partially offset by lower mobile broadband revenues.

Data services accounted for 79% and 77% of our mobile service revenues for the six months ended June 30, 2023 and 2022, respectively.

The following table shows the breakdown of our mobile data service revenues for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022(1)

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Data Services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mobile internet(2)

 

 

34,624

 

 

 

95

 

 

 

33,558

 

 

 

94

 

 

 

1,066

 

 

 

3

 

Mobile broadband

 

 

1,538

 

 

 

4

 

 

 

1,752

 

 

 

5

 

 

 

(214

)

 

 

(12

)

Other data

 

 

446

 

 

 

1

 

 

 

501

 

 

 

1

 

 

 

(55

)

 

 

(11

)

Total

 

 

36,608

 

 

 

100

 

 

 

35,811

 

 

 

100

 

 

 

797

 

 

 

2

 

 

13


 

 

img246629783_0.jpg 

 

 

 

(1)
Certain amounts for the six months ended June 30, 2022 were reclassified to conform with the current year presentation.
(2)
Includes revenues from web-based services, net of discounts and content provider costs.

Mobile Internet

Mobile internet service revenues increased by Php1,066 million, or 3%, to Php34,624 million for the six months ended June 30, 2023 from Php33,558 million in the same period in 2022, primarily due to the increase in mobility and consumer adoption of our mobile data offerings such as Power All, Double Giga, Giga Power, Magic Data, TNT's Affordaloads, and Smart Postpaid's Unli 5G plans.

Smart continues to drive GigaLife App, which now supports more payment solutions for top-up and SIM registration services. Smart also has Smart Live App, which provides its subscribers exclusive video access to live sports streaming such as the UAAP, PBA, PVL and NBA TV Philippines channel, as well as pay-per-view (“PPV”) concerts. In February 2023, Smart kicked off its FIBA World Cup campaign by streaming the FIBA games on the Smart Live App. Smart also launched "Live More Today" brand campaign, which helped deliver Smart's stronger brand promise and connect with its subscribers.

Mobile internet services accounted for 75% and 72% of our mobile service revenues for the six months ended June 30, 2023 and 2022, respectively.

Mobile Broadband

Mobile broadband revenues amounted to Php1,538 million for the six months ended June 30, 2023, a decrease of Php214 million, or 12%, from Php1,752 million in the same period in 2022, primarily due to lower mobile broadband subscriber base.

Mobile broadband services accounted for 3% and 4% of our mobile service revenues for the six months ended June 30, 2023 and 2022, respectively.

Other Data

Revenues from our other data services, which include value-added services (“VAS”) and domestic leased lines, decreased by Php55 million, or 11%, to Php446 million for the six months ended June 30, 2023 from Php501 million in the same period in 2022. The decrease was primarily due to lower revenues from VAS via direct carrier billing, driven by the game publishers and tollways payment provider's shift to digital payment solutions.

Voice Services

Mobile revenues from our voice services, which include all voice traffic, decreased by Php1,456 million, or 20%, to Php5,987 million for the six months ended June 30, 2023 from Php7,443 million in the same period in 2022, due to subscribers’ shift to alternative calling options, digital teleconferencing solutions, and other OTT services. In view of these new digital solutions and to improve its voice service, Smart has been provisioning its mobile users for Voice over LTE (“VoLTE”) and Voice over Wifi (“VoWiFi”) services which routes the voice calls through digital channels and offer better voice quality. Mobile voice services accounted for 13% and 16% of our mobile service revenues for the six months ended June 30, 2023 and 2022, respectively.

Domestic voice service revenues decreased by Php1,248 million, or 18%, to Php5,513 million for the six months ended June 30, 2023 from Php6,761 million in the same period in 2022, mainly due to lower traffic from domestic outbound voice services.

International voice service revenues decreased by Php208 million, or 30%, to Php474 million for the six months ended June 30, 2023 from Php682 million in the same period in 2022 resulting from the declining trend of international inbound voice traffic due to subscribers’ shift to application-based form of communications and other OTT services.

14


 

 

img246629783_0.jpg 

 

 

 

SMS Services

Mobile revenues from our SMS services, which include all SMS-related services, decreased by Php322 million, or 11%, to Php2,614 million for the six months ended June 30, 2023 from Php2,936 million in the same period in 2022, mainly due to the decline in SMS volumes arising from the increased adoption of alternative messaging solutions such as OTT services, social media, and messenger application, partially offset by the increase in Application-to-Person (“A2P”) service revenues. Mobile SMS services accounted for 6% of our mobile service revenues in each of the six months ended June 30, 2023 and 2022.

Inbound Roaming and Others

Mobile revenues from inbound roaming and other services increased by Php365 million, or 62%, to Php956 million for the six months ended June 30, 2023 from Php591 million in the same period in 2022 mainly due to higher revenues from inbound roaming services driven by the increase in international travel and higher revenues from other subscriber-related income.

The following table shows the breakdown of our mobile service revenues by service type for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Mobile service revenues

 

 

46,165

 

 

 

46,781

 

 

 

(616

)

 

 

(1

)

By service type

 

 

 

 

 

 

 

 

 

 

 

 

Prepaid

 

 

36,533

 

 

 

37,189

 

 

 

(656

)

 

 

(2

)

Postpaid

 

 

8,676

 

 

 

9,001

 

 

 

(325

)

 

 

(4

)

Inbound roaming and others

 

 

956

 

 

 

591

 

 

 

365

 

 

 

62

 

 

Prepaid Mobile Revenues

Revenues generated from our prepaid mobile services amounted to Php36,533 million for the six months ended June 30, 2023, a decrease of Php656 million, or 2%, as compared with Php37,189 million in the same period in 2022. The decrease in revenues from our prepaid mobile services was attributed to lower SMS, voice and VAS revenues, partially offset by the growth in data revenues. Nevertheless, prepaid data revenues excluding VAS increased by 2% for the six months ended June 30, 2023 as compared with the same period in 2022, driven by TNT's "Pinakamalakas" network campaign and continued promotions of prepaid offers such as Power All, Double Giga and Affordaloads. Prepaid mobile service revenues accounted for 79% and 80% of mobile service revenues for the six months ended June 30, 2023 and 2022, respectively.

Postpaid Mobile Revenues

Revenues generated from our postpaid mobile services amounted to Php8,676 million for the six months ended June 30, 2023, a decrease of Php325 million, or 4%, as compared with Php9,001 million in the same period in 2022. The decrease in revenues from our postpaid mobile services was attributed to lower voice, SMS and mobile broadband services. Postpaid mobile service revenues accounted for 19% of mobile service revenues in each of the six months ended June 30, 2023 and 2022.

In April 2022, we implemented the rebranding of Individual Sun Postpaid into Smart Postpaid. Sun subscribers retained their existing Sun numbers, SIM and plan inclusions while enjoying the services and perks of a Smart subscriber such as Smart 5G, access to GigaLife App, Smart notifications and billing, and other Smart add-ons and features. The subscribers may also avail of the Signature plan which provides the subscribers with a better experience, access to the fastest mobile network, better plan packages and latest devices.

Subscriber Base, ARPU and Churn Rates

 

In October 2022, R.A. No. 11934, or the SIM Registration Act took effect which mandates that all SIMs be registered. The law aims to address the proliferation of text scams in the country, as well as other crimes committed through text messages. Under the law, the telcos are required to collect the full name, date of birth, complete

15


 

 

img246629783_0.jpg 

 

 

 

address, gender, valid government IDs and the attestation of the end users. Smart officially launched its registration portal on December 27, 2022. The original deadline for mandatory SIM registration was April 26, 2023, which was subsequently extended until July 25, 2023. Smart registered over 52.5 million of Smart’s subscribers as at July 30, 2023.

The following table shows our mobile subscriber base as at June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023(1)

 

 

2022

 

 

Amount

 

 

%

 

Mobile subscriber base

 

 

 

 

 

 

 

 

 

 

 

 

Smart(2)

 

 

25,506,553

 

 

 

27,641,951

 

 

 

(2,135,398

)

 

 

(8

)

Prepaid

 

 

23,486,725

 

 

 

25,679,480

 

 

 

(2,192,755

)

 

 

(9

)

Postpaid

 

 

2,019,828

 

 

 

1,962,471

 

 

 

57,357

 

 

 

3

 

TNT

 

 

37,404,410

 

 

 

41,685,682

 

 

 

(4,281,272

)

 

 

(10

)

Sun Postpaid

 

 

42,855

 

 

 

70,500

 

 

 

(27,645

)

 

 

(39

)

Total mobile subscribers

 

 

62,953,818

 

 

 

69,398,133

 

 

 

(6,444,315

)

 

 

(9

)

 

(1)
In view of the SIM Registration Act, beginning 1Q 2023, our policy is to recognize a prepaid mobile subscriber only when the subscriber activates and uses the SIM card and is considered inactive if the subscriber does not reload within 120 days after expiration of the last reload.
(2)
Includes mobile broadband subscribers.

 

The average monthly churn rates for Smart Prepaid subscribers was 3.9% and 4.6% for the six months ended June 30, 2023 and 2022, respectively, while the average monthly churn rates for TNT subscribers were 4.3% and 4.4% for the six months ended June 30, 2023 and 2022, respectively.

The average monthly churn rates for Smart Postpaid subscribers were 1.4% and 1.3% for the six months ended June 30, 2023 and 2022, respectively. The average monthly churn rates for Sun Postpaid subscribers were 3.5% and 2.9% for the six months ended June 30, 2023 and 2022, respectively.

The following table summarizes our average monthly ARPUs for the six months ended June 30, 2023 and 2022:

 

 

 

Gross(1)

 

 

Increase (Decrease)

 

 

Net(2)

 

 

Increase (Decrease)

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in Php)

 

Prepaid

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart

 

 

124

 

 

 

119

 

 

 

5

 

 

 

4

 

 

 

108

 

 

 

102

 

 

 

6

 

 

 

6

 

TNT

 

 

99

 

 

 

97

 

 

 

2

 

 

 

2

 

 

 

89

 

 

 

84

 

 

 

5

 

 

 

6

 

Postpaid

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart

 

 

725

 

 

 

794

 

 

 

(69

)

 

 

(9

)

 

 

684

 

 

 

755

 

 

 

(71

)

 

 

(9

)

Sun

 

 

531

 

 

 

621

 

 

 

(90

)

 

 

(14

)

 

 

530

 

 

 

621

 

 

 

(91

)

 

 

(15

)

 

(1)
Gross monthly ARPU is calculated by dividing gross mobile service revenues for the period, including interconnection income, but excluding inbound roaming revenues, gross of discounts, and content provider costs, by the average number of subscribers in the period.
(2)
Net monthly ARPU is calculated by dividing gross mobile service revenues for the period, including interconnection income, but excluding inbound roaming revenues, net of discounts, and content provider costs, by the average number of subscribers in the period.

Fixed Wireless Broadband

Revenues from our Fixed Wireless Broadband services amounted to Php837 million for the six months ended June 30, 2023, a decrease of Php263 million, or 24%, from Php1,100 million in the same period in 2022 primarily due to shift in customer demand from wireless broadband to home fiber.

MVNO and Others

Revenues from our MVNO and other services amounted to Php20 million for the six months ended June 30, 2023, a decrease of Php39 million, or 66%, from Php59 million in the same period in 2022.

Non-Service Revenues

Our wireless non-service revenues consist of sale of mobile handsets, broadband data routers, tablets and accessories. Our wireless non-service revenues increased by Php495 million, or 12%, to Php4,567 million for the

16


 

 

img246629783_0.jpg 

 

 

 

six months ended June 30, 2023 from Php4,072 million in the same period in 2022, primarily due to higher sale of postpaid mobile handsets.

Expenses

Expenses associated with our Wireless business segment amounted to Php41,247 million for the six months ended June 30, 2023, a decrease of Php13,120 million, or 24%, from Php54,367 million in the same period in 2022. The decrease was attributable to lower expenses related to depreciation and amortization, selling, general and administrative, provisions, asset impairment and interconnection costs, partially offset by higher cost of sales and services. As a percentage of our total wireless revenues, expenses associated with our Wireless business segment accounted for 80% and 105% for the six months ended June 30, 2023 and 2022, respectively.

The following table summarizes the breakdown of our total wireless-related expenses for the six months ended June 30, 2023 and 2022 and the percentage of each expense item in relation to the total:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Selling, general and administrative expenses

 

 

18,761

 

 

 

46

 

 

 

19,711

 

 

 

36

 

 

 

(950

)

 

 

(5

)

Depreciation and amortization

 

 

15,368

 

 

 

37

 

 

 

27,762

 

 

 

51

 

 

 

(12,394

)

 

 

(45

)

Cost of sales and services

 

 

6,251

 

 

 

15

 

 

 

5,609

 

 

 

11

 

 

 

642

 

 

 

11

 

Interconnection costs

 

 

391

 

 

 

1

 

 

 

434

 

 

 

1

 

 

 

(43

)

 

 

(10

)

Provisions

 

 

349

 

 

 

1

 

 

 

663

 

 

 

1

 

 

 

(314

)

 

 

(47

)

Asset impairment

 

 

127

 

 

 

 

 

 

188

 

 

 

 

 

 

(61

)

 

 

(32

)

Total

 

 

41,247

 

 

 

100

 

 

 

54,367

 

 

 

100

 

 

 

(13,120

)

 

 

(24

)

Selling, general and administrative expenses decreased by Php950 million, or 5%, to Php18,761 million, primarily due to lower expenses related to compensation and employee benefits, professional and other contracted services, selling and promotions, insurance and security services, communication, training and travel, and taxes and licenses, as a result of our continuous optimization efforts, partly offset by higher expenses related to repairs and maintenance, and rent.

Depreciation and amortization charges decreased by Php12,394 million, or 45%, to Php15,368 million, mainly on account of lower depreciation due to shortened life of 3G technology-related equipment in 2022 resulting from the

17


 

 

img246629783_0.jpg 

 

 

 

migration to faster speed LTE and 5G technologies, partly offset by higher amortization of capitalized leases arising from the sale and leaseback of telecom towers.

Cost of sales and services increased by Php642 million, or 11%, to Php6,251 million, primarily due to SIM registration and higher SIM printing costs, as well as higher cost of mobile handsets.

Interconnection costs decreased by Php43 million, or 10%, to Php391 million, primarily due to lower interconnection charges on international voice services and A2P transactions.

Provisions decreased by Php314 million, or 47%, to Php349 million, primarily due to lower provision for inventory obsolescence, partly offset by higher provision for expected credit losses.

Asset impairment decreased by Php61 million, or 32%, to Php127 million primarily due to impairment charges in 2022 related to certain network equipment damaged by Typhoon Odette.

Other Income (Expenses) – Net

The following table summarizes the breakdown of our total wireless-related other income (expenses) – net for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Other Income (Expenses) – Net:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange gains (losses) – net

 

 

445

 

 

 

(1,900

)

 

 

2,345

 

 

 

123

 

Interest income

 

 

335

 

 

 

184

 

 

 

151

 

 

 

82

 

Gains on derivative financial instruments – net

 

 

100

 

 

 

852

 

 

 

(752

)

 

 

(88

)

Financing costs – net

 

 

(4,404

)

 

 

(4,501

)

 

 

97

 

 

 

2

 

Other income – net

 

 

4,914

 

 

 

18,418

 

 

 

(13,504

)

 

 

(73

)

Total

 

 

1,390

 

 

 

13,053

 

 

 

(11,663

)

 

 

(89

)

 

18


 

 

img246629783_0.jpg 

 

 

 

Our Wireless business segment’s other income – net amounted to Php1,390 million for the six months ended June 30, 2023, a decrease of Php11,663 million, or 89%, from Php13,053 million in the same period in 2022, primarily due to the combined effects of the following: (i) lower other income – net by Php13,504 million mainly due to the lower gain on sale and leaseback of telecom towers, which decreased by Php13,803 million, or 79%, to Php3,640 million in 2023 from Php17,443 million in 2022; (ii) lower net gains on derivative financial instruments by Php752 million mainly due to the appreciation of the Philippine peso relative to the U.S. dollar in 2023 as against the depreciation of the Philippine peso to the U.S. dollar in 2022; (iii) lower net financing costs by Php97 million;
(iv) higher interest income by Php151 million; and (v) net foreign exchange gains of Php445 million in 2023 as against net foreign exchange losses of Php1,900 million in 2022 mainly on account of revaluation of net foreign currency-denominated liabilities due to the appreciation of the Philippine peso relative to the U.S. dollar in 2023 as against the depreciation of the Philippine peso to the U.S. dollar in 2022.

Provision for Income Tax

Provision for income tax amounted to Php2,764 million for the six months ended June 30, 2023, an increase of Php626 million, or 29%, from Php2,138 million in the same period in 2022, primarily due to higher net income before tax, lower optional standard deduction gain from Digitel Mobile Philippines, Inc. ("DMPI") in 2023, and local tax deficiency settlement made by Smart Broadband Inc. in 2023 for which no tax benefit has been realized.

Net Income

As a result of the foregoing, our Wireless business segment’s net income increased by Php408 million, or 5%, to Php8,968 million for the six months ended June 30, 2023 from Php8,560 million in the same period in 2022.

EBITDA

Our Wireless business segment’s EBITDA increased by Php163 million, or 1%, to Php25,803 million for the six months ended June 30, 2023 from Php25,640 million in the same period in 2022. EBITDA margin increased to 55% in the six months ended June 30, 2023 from 53% in the same period in 2022.

Core Income

Our Wireless business segment’s core income increased by Php2,777 million, or 74%, to Php6,535 million for the six months ended June 30, 2023 from Php3,758 million in the same period in 2022, mainly on account of lower depreciation and amortization excluding depreciation of assets with reduced estimated useful life, partially offset by higher provision for income tax.

19


 

 

img246629783_0.jpg 

 

 

 

Fixed Line

Revenues

Revenues generated from our Fixed Line business segment amounted to Php59,606 million for the six months ended June 30, 2023, a decrease of Php10,840 million, or 15%, from Php70,446 million in the same period in 2022.

The following table summarizes our total revenues by service from our Fixed Line business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Service Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Data

 

 

46,230

 

 

 

78

 

 

 

47,027

 

 

 

67

 

 

 

(797

)

 

 

(2

)

Voice

 

 

12,977

 

 

 

22

 

 

 

22,995

 

 

 

33

 

 

 

(10,018

)

 

 

(44

)

Miscellaneous

 

 

179

 

 

 

 

 

 

209

 

 

 

 

 

 

(30

)

 

 

(14

)

 

 

 

59,386

 

 

 

100

 

 

 

70,231

 

 

 

100

 

 

 

(10,845

)

 

 

(15

)

Non-Service Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sale of computers, phone units and point-product sales

 

 

220

 

 

 

 

 

 

215

 

 

 

 

 

 

5

 

 

 

2

 

Total Fixed Line Revenues

 

 

59,606

 

 

 

100

 

 

 

70,446

 

 

 

100

 

 

 

(10,840

)

 

 

(15

)

 

Service Revenues

Our fixed line service revenues decreased by Php10,845 million, or 15%, to Php59,386 million for the six months ended June 30, 2023 from Php70,231 million in the same period in 2022, primarily due to lower revenues from our voice, data and miscellaneous services.

Fixed line service revenues, net of interconnection costs of Php5,087 million, amounted to Php54,299 million for the six months ended June 30, 2023, a decrease of Php1,717 million, or 3%, from Php56,016 million in the same period in 2022.

Data Services

 

Our data services, which include Home broadband, corporate data, and ICT portfolio with data center, cloud, cyber security, and managed IT offerings, posted revenues of Php46,230 million for the six months ended June 30, 2023, a decrease of Php797 million, or 2%, from Php47,027 million in the same period in 2022, primarily due to lower corporate data and leased lines, and ICT services, partially offset by higher revenues from home broadband services. The percentage contribution of this service segment to our fixed line service revenues accounted for 78% and 67% for the six months ended June 30, 2023 and 2022, respectively.

The following table shows information of our data service revenues for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Increase

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Data service revenues

 

 

46,230

 

 

 

47,027

 

 

 

(797

)

 

 

(2

)

Home broadband

 

 

25,272

 

 

 

23,801

 

 

 

1,471

 

 

 

6

 

Corporate data and ICT

 

 

20,958

 

 

 

23,226

 

 

 

(2,268

)

 

 

(10

)

 

Home Broadband

Home broadband data revenues amounted to Php25,272 million for the six months ended June 30, 2023, an increase of Php1,471 million, or 6%, from Php23,801 million in the same period in 2022. This growth is driven by increasing demand for broadband services, including fixed wired (PLDT Home Fibr), which we are providing through the nationwide roll-out of its fiber-to-the-home (“FTTH”) network and its existing copper network, which is progressively being upgraded to fiber. Home broadband revenues accounted for 55% and 51% of fixed line data service revenues for the six months ended June 30, 2023 and 2022, respectively. PLDT’s FTTH nationwide

20


 

 

img246629783_0.jpg 

 

 

 

network roll-out has reached over 17.2 million homes passed as of June 30, 2023, while the number of ports has grown to about 6.1 million.

Corporate Data and ICT

Corporate data services amounted to Php17,638 million for the six months ended June 30, 2023, a decrease of Php1,790 million, or 9%, as compared with Php19,428 million in the same period in 2022, mainly due to lower leased line revenues owing from the reduction in rate with our Wireless business. Excluding intersegment transactions, corporate data services would have increased by Php848 million, or 7%, to Php12,657 million for the six months ended June 30, 2023 from Php11,809 million in the same period in 2022. Corporate data revenues accounted for 38% and 41% of our total data service revenues for the six months ended June 30, 2023 and 2022, respectively.

ICT revenues decreased by Php478 million, or 13%, to Php3,320 million for the six months ended
June 30, 2023 from Php3,798 million in the same period in 2022, mainly due to lower intersegment revenues with our Wireless business. Excluding intersegment transactions, ICT services would have increased by Php273 million, or 13%, to Php2,381 million for the six months ended June 30, 2023 from Php2,108 million in the same period in 2022. The percentage contribution of this service segment to our total data service revenues accounted for 7% and 8% for the six months ended June 30, 2023 and 2022, respectively.

Voice Services

Revenues from our voice services decreased by Php10,018 million, or 44%, to Php12,977 million for the six months ended June 30, 2023 from Php22,995 million in the same period in 2022, primarily due to lower revenues from international services of PLDT Global resulting from the transfer of load business to Wireless business segment. The percentage contribution of voice service revenues to our fixed line service revenues accounted for 22% and 33% for the six months ended June 30, 2023 and 2022, respectively.

Miscellaneous Services

Miscellaneous service revenues are derived mostly from rentals and management fees. These service revenues decreased by Php30 million, or 14%, to Php179 million for the six months ended June 30, 2023 from Php209 million in the same period in 2022.

Non-service Revenues

Non-service revenues increased by Php5 million, or 2%, to Php220 million for the six months ended June 30, 2023 from Php215 million in the same period in 2022, primarily due to higher sale of broadband routers and WiFi mesh, partially offset by lower sale of managed ICT equipment, as well as lower point-product sales.

Expenses

Expenses related to our Fixed Line business segment totaled Php44,287 million for the six months ended June 30, 2023, a decrease of Php19,722 million, or 31%, as compared with Php64,009 million in the same period in 2022. The decrease was primarily due to lower interconnection costs, depreciation and amortization, selling, general and administrative, cost of sales and services, and asset impairment, partially offset by higher provisions. As a percentage of our total fixed line revenues, expenses associated with our Fixed Line business segment accounted for 74% and 91% for the six months ended June 30, 2023 and 2022, respectively.

21


 

 

img246629783_0.jpg 

 

 

 

The following table shows the breakdown of our total fixed line-related expenses for the six months ended June 30, 2023 and 2022 and the percentage of each expense item in relation to the total:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

2023

 

 

%

 

 

2022

 

 

%

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

 

22,519

 

 

 

51

 

 

 

26,592

 

 

 

42

 

 

 

(4,073

)

 

 

(15

)

Depreciation and amortization

 

 

13,560

 

 

 

31

 

 

 

19,993

 

 

 

31

 

 

 

(6,433

)

 

 

(32

)

Interconnection costs

 

 

5,087

 

 

 

11

 

 

 

14,215

 

 

 

22

 

 

 

(9,128

)

 

 

(64

)

Provisions

 

 

1,667

 

 

 

4

 

 

 

1,405

 

 

 

2

 

 

 

262

 

 

 

19

 

Cost of sales and services

 

 

1,450

 

 

 

3

 

 

 

1,715

 

 

 

3

 

 

 

(265

)

 

 

(15

)

Asset impairment

 

 

4

 

 

 

 

 

 

89

 

 

 

 

 

 

(85

)

 

 

(96

)

Total

 

 

44,287

 

 

 

100

 

 

 

64,009

 

 

 

100

 

 

 

(19,722

)

 

 

(31

)

 

Selling, general and administrative expenses decreased by Php4,073 million, or 15%, to Php22,519 million primarily due to lower expenses related to compensation and employee benefits on account of lower MRP, selling and promotions, professional and other contracted services, insurance and security services, rent, and other miscellaneous expenses, partly offset by higher expenses related to taxes and licenses, and communication, training and travel.

Depreciation and amortization charges decreased by Php6,433 million, or 32%, to Php13,560 million, mainly driven by additional depreciation in 2022 due to the shortened life of copper-based technology, resulting from the migration to FTTH, and the modernization of network equipment.

 

Interconnection costs decreased by Php9,128 million, or 64%, to Php5,087 million, primarily due to lower international interconnection costs of PLDT Global mainly due to the transfer of load business to Wireless business segment.

Provisions increased by Php262 million, or 19%, to Php1,667 million, primarily due to higher provision for expected credit losses, mainly from Home's trade receivables.

Cost of sales and services decreased by Php265 million, or 15%, to Php1,450 million, primarily due to lower cost of services, partly offset by higher cost of WiFi mesh and routers.

Asset impairment decreased by Php85 million, or 96%, to Php4 million primarily due to impairment charges in 2022 on certain network equipment damaged by Typhoon Odette in 2022.

Other Income (Expenses) – Net

The following table summarizes the breakdown of our total fixed line-related other income (expenses) – net for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Other Income (Expenses) – Net:

 

 

 

 

 

 

 

 

 

 

 

 

Gains (Losses) on derivative financial instruments – net

 

 

627

 

 

 

1,332

 

 

 

(705

)

 

 

(53

)

Interest income

 

 

165

 

 

 

78

 

 

 

87

 

 

 

112

 

Foreign exchange gains (losses) – net

 

 

119

 

 

 

(2,526

)

 

 

2,645

 

 

 

105

 

Equity share in net earnings (losses) of associates and joint ventures

 

 

(110

)

 

 

99

 

 

 

(209

)

 

 

(211

)

Financing costs – net

 

 

(3,258

)

 

 

(2,973

)

 

 

(285

)

 

 

(10

)

Other income – net

 

 

1,388

 

 

 

21,118

 

 

 

(19,730

)

 

 

(93

)

Total

 

 

(1,069

)

 

 

17,128

 

 

 

(18,197

)

 

 

(106

)

 

Our Fixed Line business segment’s other expenses – net amounted to Php1,069 million for the six months ended June 30, 2023, a change of Php18,197 million from other income – net Php17,128 million in the same period in 2022, primarily due to the combined effects of the following: (i) lower other income – net by Php19,730 million mainly due to lower dividend income from Wireless business segment, and income from prescription of preferred shares redemption liability of Php7,839 million in 2022; (ii) lower net gains on derivative financial instruments by

22


 

 

img246629783_0.jpg 

 

 

 

Php705 million mainly due to the appreciation of the Philippine peso relative to the U.S. dollar in 2023 as against the depreciation of the Philippine peso to the U.S. dollar in 2022; (iii) higher net financing costs by Php285 million; (iv) equity share in net losses of associates and joint ventures of Php110 million in 2023 as against equity share in net earnings of associates and joint ventures of Php99 million in 2022; (v) higher interest income by Php87 million; and (vi) net foreign exchange gains of Php119 million in 2023 as against net foreign exchange losses of Php2,526 million in 2022 on account of the revaluation of net foreign currency-denominated liabilities due to the appreciation of the Philippine peso relative to the U.S. dollar in 2023 as against the depreciation of the Philippine peso to the U.S. dollar in 2022.

Provision for Income Tax

Provision for income tax amounted to Php3,481 million for the six months ended June 30, 2023, an increase of Php1,039 million, or 43%, from Php2,442 million in the same period in 2022, primarily due to higher taxable income. Net income before tax in 2022 included significant non-taxable income from the dividends recognized from our Wireless subsidiaries.

Net Income

As a result of the foregoing, our Fixed Line business segment registered a net income of Php10,769 million for the six months ended June 30, 2023, a decrease of Php10,354 million, or 49%, as compared with Php21,123 million in the same period in 2022.

EBITDA

Our Fixed Line business segment’s EBITDA increased by Php2,341 million, or 9%, to Php28,896 million for the six months ended June 30, 2023 from Php26,555 million in the same period in 2022. EBITDA margin increased to 49% for the six months ended June 30, 2023 from 38% in the same period in 2022.

Core Income

Our Fixed Line business segment’s core income decreased by Php14,198 million, or 56%, to Php11,238 million for the six months ended June 30, 2023 from Php25,436 million in the same period in 2022, primarily due to lower other miscellaneous income.

Others

Revenues

Revenues generated from our Other business segment amounted to nil for the six months ended June 30, 2023 and 2022.

Expenses

Expenses related to our Other business segment amounted to Php7 million for the six months ended June 30, 2023 from Php8 million in the same period in 2022.

23


 

 

img246629783_0.jpg 

 

 

 

Other Income (Expenses) – Net

The following table summarizes the breakdown of other income (expenses) – net for Other business segment for the six months ended June 30, 2023 and 2022:

 

 

 

 

 

 

 

 

 

Change

 

 

 

2023

 

 

2022

 

 

Amount

 

 

%

 

 

 

(amounts in million Php)

 

Other Income (Expenses) – Net:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

4

 

 

 

7

 

 

 

(3

)

 

 

(43

)

Foreign exchange gains (losses) – net

 

 

(72

)

 

 

76

 

 

 

(148

)

 

 

(195

)

Equity share in net losses of associates and joint ventures

 

 

(1,215

)

 

 

(1,499

)

 

 

284

 

 

 

19

 

Other income – net

 

 

5

 

 

 

606

 

 

 

(601

)

 

 

(99

)

Total

 

 

(1,278

)

 

 

(810

)

 

 

(468

)

 

 

(58

)

 

Our Other business segment’s other expenses – net amounted to Php1,278 million for the six months ended June 30, 2023, an increase of Php468 million, or 58%, from Php810 million in the same period in 2022, primarily due to the combined effects of the following: (i) lower other income – net by Php601 million mainly due to VIH gain on dilution in 2022; (ii) net foreign exchange losses of Php72 million in 2023 as against net foreign exchange gains of Php76 million in 2022; and (iii) lower equity share in net losses of associates and joint ventures by Php284 million mainly due to lower equity share in net losses in VIH.

Net Loss

As a result of the foregoing, our Other business segment registered a net loss of Php1,286 million for the six months ended June 30, 2023, higher by Php546 million, or 74%, from Php740 million in the same period in 2022.

Core Loss

Our Other business segment’s core loss amounted to Php1,159 million for the six months ended June 30, 2023, a decrease of Php155 million, or 15%, from Php1,004 million in the same period in 2022.

Liquidity and Capital Resources

The following table shows our consolidated cash flows for the six months ended June 30, 2023 and 2022, as well as our consolidated capitalization and other consolidated selected financial data as at June 30, 2023 and December 31, 2022:

 

 

 

Six months ended June 30,

 

 

 

2023

 

 

2022

 

 

 

(amounts in million Php)

 

Cash Flows

 

 

 

 

 

 

Net cash flows provided by operating activities

 

 

42,905

 

 

 

37,736

 

Net cash flows used in investing activities

 

 

(46,603

)

 

 

(16,783

)

Payment for purchase of property and equipment, including capitalized interest

 

 

(56,544

)

 

 

(49,044

)

Net cash flows used in financing activities

 

 

(5,032

)

 

 

(6,307

)

Net increase (decrease) in cash and cash equivalents

 

 

(9,026

)

 

 

15,030

 

 

24


 

 

img246629783_0.jpg 

 

 

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(amounts in million Php)

 

Capitalization

 

 

 

 

 

 

Long-term portion of interest-bearing financial liabilities – net of current portion:

 

 

 

 

 

 

Long-term debt

 

 

234,623

 

 

 

217,288

 

 

 

 

 

 

 

 

Current portion of interest-bearing financial liabilities:

 

 

 

 

 

 

Long-term debt maturing within one year

 

 

33,446

 

 

 

32,292

 

Total interest-bearing financial liabilities

 

 

268,069

 

 

 

249,580

 

Total equity attributable to equity holders of PLDT

 

 

113,844

 

 

 

108,727

 

 

 

 

381,913

 

 

 

358,307

 

 

 

 

 

 

 

 

Other Selected Financial Data

 

 

 

 

 

 

Total assets

 

 

624,627

 

 

 

624,162

 

Property and equipment

 

 

313,415

 

 

 

292,745

 

Cash and cash equivalents

 

 

16,185

 

 

 

25,211

 

Short-term investments

 

 

267

 

 

 

383

 

 

Our consolidated cash and cash equivalents and short-term investments totaled Php16,452 million as at
June 30, 2023. Principal sources of consolidated cash and cash equivalents in 2023 were cash flows from operating activities amounting to Php42,905 million, proceeds from availment of long-term debt of Php25,500 million, proceeds from disposal of property of equipment of Php9,673 million, mainly proceeds from the sale and leaseback of telecom towers, interest received of Php471 million and proceeds from maturity of short-term investments of Php440 million. These funds were used principally for: (1) purchase of property and equipment, including capitalized interest, of Php56,544 million; (2) cash dividends paid of Php12,736 million; (3) short-term and long-term debt principal and interest payments of Php6,687 million and Php4,479 million, respectively; (4) settlement of obligations under lease liabilities of Php5,570 million; and (5) settlement of derivative financial instruments of Php800 million.

 

Our consolidated cash and cash equivalents and short-term investments totaled Php45,283 million as at June 30, 2022. Principal sources of consolidated cash and cash equivalents in 2022 were proceeds from disposal of property of equipment of Php39,490 million, mainly proceeds from the sale and leaseback of telecom towers, cash flows from operating activities amounting to Php37,736 million, proceeds from availment of short-term and long-term debts of Php10,000 million and Php5,000 million, respectively, proceeds from the release of preferred redemption fund of Php7,839 million, and proceeds from maturity of short-term investments of Php2,775 million. These funds were used principally for: (1) purchase of property and equipment, including capitalized interest, of Php49,044 million; (2) long-term debt principal and interest payments of Php11,896 million and Php4,430 million, respectively; (3) cash dividend payment of Php9,064 million; (4) payment for purchase of short-term investments of Php6,767 million; (5) settlement of obligations under lease liabilities of Php3,743 million; and (6) payment for acquisition of investments in associates and joint ventures of Php3,303 million, mainly PCEV’s additional investment in VIH’s preferred shares.

 

Operating Activities

 

Our consolidated net cash flows provided by operating activities increased by Php5,169 million, or 14%, to Php42,905 million for the six months ended June 30, 2023 from Php37,736 million in the same period in 2022 primarily due to lower prepayments, lower payments of pension and other employee benefits, and higher operating income, partially offset by higher level of settlement of accrued expenses and other current liabilities, and accounts payable, and lower level of collection of accounts receivables.

 

Cash flows provided by operating activities of our Wireless business segment increased by Php10,232 million, or 37%, to Php37,591 million for the six months ended June 30, 2023 from Php27,359 million in the same period in 2022, primarily due to lower prepayments, lower level of settlement of accounts payable, and lower payments of pension and other employee benefits, partially offset by lower level of collection of accounts receivable. Cash flows provided by operating activities of our Fixed Line business segment increased by Php6,963 million, or 36%, to Php26,320 million for the six months ended June 30, 2023 from Php19,357 million in the same period in 2022, primarily due to higher level of collection of accounts receivable, lower payments of pension and other employee benefits, lower level of settlement of accounts payable, higher operating income, and lower prepayments, partially offset by higher level of settlement of accrued expenses and other current liabilities. Cash flows used in operating

25


 

 

img246629783_0.jpg 

 

 

 

activities of our Other business segment amounted to Php989 million for the six months ended June 30, 2023 as against cash flows provided by operating activities of Php2,748 million in the same period in 2022, primarily due to higher level of settlement of accounts payable and lower level of collection of receivables.

Investing Activities

Consolidated net cash flows used in investing activities amounted to Php46,603 million for the six months ended June 30, 2023, an increase of Php29,820 million from Php16,783 million in the same period in 2022, primarily due to the combined effects of the following: (1) lower proceeds from disposal of property and equipment by Php29,817 million, mainly proceeds from the sale and leaseback of telecom towers; (2) higher payment for purchase of property and equipment, including capitalized interest, by Php7,500 million; (3) net proceeds from maturity of short-term investments of Php116 million in 2023 as against net payment for purchase of short-term investments of Php3,992 million in 2022; and (4) lower payment for acquisition of investments in associates and joint ventures by Php3,232 million, mainly PCEV’s additional investment in VIH’s preferred shares in 2022.

 

Our consolidated payment for purchase of property and equipment, including capitalized interest, in 2023 totaled Php56,544 million, an increase of Php7,500 million, or 15%, as compared with Php49,044 million in the same period in 2022. Smart’s payment for purchase of property and equipment, including capitalized interest, increased by Php14,129 million, or 65%, to Php35,712 million for the six months ended June 30, 2023 from Php21,583 million in the same period in 2022. Smart’s capex spending was primarily focused on LTE (4G) coverage and capacity expansion, and rollout of new sites and 5G base stations in key business areas and dense communities nationwide. PLDT’s payment for purchase of property and equipment, including capitalized interest, decreased by Php6,801 million, or 26%, to Php19,425 million for the six months ended June 30, 2023 from Php26,226 million in the same period in 2022. PLDT’s capex spending was used to finance fixed line install, rollout, expansion and modernization of fiber optic transport network and backbone resiliency, and expansion of our international submarine cable network. The balance represents other subsidiaries’ capital spending.

As part of our growth strategy, we may from time to time, continue to make acquisitions and investments in companies or businesses.

Financing Activities

On a consolidated basis, cash flows used in financing activities amounted to Php5,032 million for the six months ended June 30, 2023, a decrease of Php1,275 million, or 20%, from Php6,307 million in the same period in 2022, primarily due to the combined effects of the following: (1) higher proceeds from availment of long-term debt by Php20,500 million; (2) lower payment of long-term debt by Php9,209 million; (3) higher cash dividends paid by Php3,672 million; (4) proceeds from the release of preferred shares redemption fund of Php7,839 million in 2022; and (5) payment of short-term debt of Php4,000 million in 2023 as against proceeds from availment of short-term debt of Php10,000 million in 2022.

Debt Financing

 

Proceeds from availment of long-term debt for the six months ended June 30, 2023 amounted to Php25,500 million mainly from PLDT, Smart and ePLDT’s drawings related to financing of capital expenditure requirements. Payments of principal amounted to Php6,687 million while payments of interest on our total debt amounted to Php4,473 million for the six months ended June 30, 2023.

 

Our consolidated long-term and short-term debts increased by Php18,489 million, or 7%, to Php268,069 million as at June 30, 2023 from Php249,580 million as at December 31, 2022 primarily due to drawings from our long-term facilities, partially offset by debt amortizations and the revaluation of foreign currency-denominated debt. As at June 30, 2023, PLDT’s long-term and short-term debt level increased by Php9,276 million, or 6%, to Php166,092 million from Php156,816 million as at December 31, 2022, Smart’s long-term and short-term debt level increased by Php6,235 million, or 7%, to Php98,999 million from Php92,764 million as at December 31, 2022, and ePLDT's long-term debt level at Php2,978 million.

26


 

 

img246629783_0.jpg 

 

 

 

See Note 20 – Interest-bearing Financial Liabilities – Long-term Debt to the accompanying unaudited consolidated financial statements for a more detailed discussion of our long-term and short-term debts.

Debt Covenants

Our consolidated debt instruments contain restrictive covenants, including covenants that require us to comply with specified financial ratios and other financial tests, calculated in conformity with PFRS, at relevant measurement dates, principally at the end of each quarterly period. We have complied with all of our maintenance financial ratios as required under our loan covenants and other debt instruments.

As at June 30, 2023 and 2022, we are in compliance with all of our debt covenants.

See Note 20 – Interest-bearing Financial Liabilities – Compliance with Debt Covenants to the accompanying unaudited consolidated financial statements for a more detailed discussion of our debt covenants.

Financing Requirements

We believe that our available cash, including cash flows from operations, will provide sufficient liquidity to fund our projected operating, investment, capital expenditures and debt service requirements for the next 12 months; however, we may finance a portion of these from external sources if we consider it prudent to do so.

The following table shows the dividends declared to shareholders for the six months ended June 30, 2023 and 2022:

 

 

 

Date

 

Amount

 

Class

 

Approved(1)

 

Record

 

Payable

 

Per Share

 

 

Total

 

 

 

 

 

 

 

 

 

(in million Php, except per share amount)

 

For the six months ended June 30, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

 

 

 

 

Regular Dividend

 

March 23, 2023

 

April 11, 2023

 

April 24, 2023

 

45

 

 

 

9,722

 

Special Dividend

 

March 23, 2023

 

April 11, 2023

 

April 24, 2023

 

14

 

 

 

3,025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred

 

 

 

 

 

 

 

 

 

 

 

Series IV Cumulative Non-convertible
   Redeemable Preferred Stock
(1)

 

January 31, 2023

 

February 27, 2023

 

March 15, 2023

 

 

 

 

 

12

 

 

 

May 4, 2023

 

May 19, 2023

 

June 15, 2023

 

 

 

 

 

12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Voting Preferred Stock

 

March 2, 2023

 

March 17, 2023

 

April 15, 2023

 

 

 

 

 

3

 

 

 

June 13, 2023

 

June 28, 2023

 

July 15, 2023

 

 

 

 

 

3

 

Charged to Retained Earnings

 

 

 

 

 

 

 

 

 

 

 

12,777

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

 

 

 

 

Regular Dividend

 

March 3, 2022

 

March 17, 2022

 

April 4, 2022

 

42

 

 

 

9,075

 

 

 

 

 

 

 

 

 

 

 

 

 

 

         Preferred

 

 

 

 

 

 

 

 

 

 

 

 

Series IV Cumulative Non-convertible
   Redeemable Preferred Stock
(1)

 

January 25, 2022

 

February 21, 2022

 

March 15, 2022

 

 

 

 

 

12

 

 

 

May 5, 2022

 

May 20, 2022

 

June 15, 2022

 

 

 

 

13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

           Voting Preferred Stock

 

March 3, 2022

 

March 23, 2022

 

April 15, 2022

 

 

 

 

 

2

 

 

 

June 14, 2022

 

June 30, 2022

 

July 15, 2022

 

 

 

 

 

2

 

Charged to Retained Earnings

 

 

 

 

 

 

 

 

 

 

 

9,104

 

 

(1)
Dividends were declared based on total amount paid up.

Our dividends declared after June 30, 2023 are as follows:

 

 

 

Date

 

Amount

 

Class

 

Approved

 

Record

 

Payable

 

Per Share

 

 

Total

 

 

 

 

 

 

 

 

 

(in million Php, except per share amount)

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

         Regular dividend

 

August 3, 2023

 

August 17, 2023

 

September 1, 2023

 

49

 

 

 

10,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred

 

 

 

 

 

 

 

 

 

 

 

 

Series IV Cumulative Non-convertible
   Redeemable Preferred Stock
(1)

 

August 3, 2023

 

August 18, 2023

 

September 15, 2023

 

 

 

 

 

12

 

Charged to Retained Earnings

 

 

 

 

 

 

 

 

 

 

 

10,599

 

 

(1) Dividends were declared based on total amount paid up.

27


 

 

img246629783_0.jpg 

 

 

 

See Note 19 – Equity to the accompanying unaudited consolidated financial statements for further details.

Changes in Financial Conditions

 

Assets

Our total assets amounted to Php624,627 million as at June 30, 2023, an increase of Php465 million from Php624,162 million as at December 31, 2022, primarily due to higher noncurrent assets by Php3,813 million, or 1%, partially offset by lower current assets by Php3,348 million, or 4%.

Noncurrent Assets

Property and equipment increased by Php20,670 million, or 7%, mainly due to capital expenditures, partially offset by depreciation and disposal for the period including sale to tower companies.

Right-of-use assets decreased by Php650 million, or 2%, mainly due to depreciation for the period, partially offset by the leaseback of telecom assets sold to tower companies.

Investments in associates and joint ventures decreased by Php1,298 million, or 3%, mainly due to equity share in net losses of VIH and other associates and joint ventures.

Deferred income tax assets decreased by Php3,396 million, or 19%, mainly due to lower deferred tax on unearned revenues and pension and other employee benefits.

Other noncurrent assets decreased by Php11,513 million, or 8%, mainly due to lower advances to suppliers and contractors.

Current Assets

Cash and cash equivalents decreased by Php9,026 million, or 36%, mainly due to the combined effects of cash flows provided by operating activities of Php42,905 million, cash flows used in investing activities of Php46,603 million, and cash flows used in financing activities of Php5,032 million.

Short-term investments decreased by Php116 million, or 30%, mainly due to maturity of investments, partially offset by the purchase of short-term investments.

Inventories and supplies decreased by Php577 million, or 16%, mainly due to net issuances of commercial inventories.

Assets classified as held-for-sale increased by Php7,382 million, or 84%, mainly due to the completion of additional telecom assets for sale and leaseback.

 

Other current assets decreased by Php1,011 million, or 2%, mainly due to lower receivables.

Liabilities

Our total liabilities amounted to Php505,616 million as at June 30, 2023, a decrease of Php4,585 million, or 1%, from Php510,201 million as at December 31, 2022, primarily due to lower current liabilities by Php22,692 million, or 9%, partially offset by higher noncurrent liabilities by Php18,107 million, or 7%.

Noncurrent and current interest-bearing financial liabilities increased by Php18,489 million, or 7%, primarily due to drawings from our long-term facilities, partially offset by debt amortizations and the revaluation of foreign currency-denominated debt.

28


 

 

img246629783_0.jpg 

 

 

 

Other noncurrent liabilities increased by Php772 million, or 2%, primarily due to higher pension and other employee benefits and lease liabilities – net of current portion due to near maturing portion reclassified as current.

 

Accounts payable decreased by Php20,496 million, or 19%, primarily due to lower payables to suppliers and contractors.

 

Accrued expenses and other current liabilities decreased by Php3,350 million, or 3%, primarily due to lower accrued utilities and taxes, partially offset by liabilities related to telecom towers for sale and leaseback.

 

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements that have or are reasonably likely to have any current or future effect on our financial position, results of operations, cash flows, changes in stockholders’ equity, liquidity, capital expenditures or capital resources that are material to investors.

Equity Financing

On August 2, 2016, the PLDT Board of Directors approved the amendment of our dividend policy, reducing our dividend payout rate to 60% of our core earnings per share as regular dividends. This was in view of our elevated capital expenditures to build-out a robust, superior network to support the continued growth of data traffic, plans to invest in new adjacent businesses that will complement the current business and provide future sources of profits and dividends, and management of our cash and gearing levels. Starting in 2019, we based our dividend payout on telco core income. In declaring dividends, we take into consideration the interest of our shareholders, as well as our working capital, capital expenditures and debt servicing requirements. The retention of earnings may be necessary to meet the funding requirements of our business expansion and development programs. However, in the event that no investment opportunities arise, we may consider the option of returning additional cash to our shareholders in the form of special dividends of up to the balance of our core earnings or to undertake share buybacks. We were able to pay out approximately 100% of our core earnings for seven consecutive years from 2007 to 2013, approximately 90% of our core earnings for 2014, 75% of our core earnings for 2015, 60% of our core earnings for 2016, 2017 and 2018, 60% of our telco core income for 2019, 2020, 2021 and 2022. The accumulated equity in the net earnings of our subsidiaries, which form part of our retained earnings, are not available for distribution unless realized in the form of dividends from such subsidiaries. Dividends are generally paid in Philippine pesos. In the case of shareholders residing outside the Philippines, PLDT’s transfer agent in Manila, Philippines, as the dividend-disbursing agent, converts the Philippine peso dividends into U.S. dollars at the prevailing exchange rate and remits the dollar dividends abroad, net of any applicable withholding tax.

Our subsidiaries pay dividends subject to the requirements of applicable laws and regulations and availability of unrestricted retained earnings, without any restriction imposed by the terms of contractual agreements. Notwithstanding the foregoing, the subsidiaries of PLDT may, at any time, declare and pay such dividends depending upon the results of operations and future projects and plans, the respective subsidiary’s earnings, cash flow, financial condition, capital investment requirements and other factors.

Consolidated cash dividend payments amounted to Php12,736 million for the six months ended June 30, 2023 as compared with Php9,064 million paid to shareholders in the same period in 2022.

Contractual Obligations and Commercial Commitments

Contractual Obligations

Various Trade and Other Obligations

PLDT Group has various obligations to suppliers for the acquisition of phone and network equipment, contractors for services rendered on various projects, foreign administrations and domestic carriers for the access charges, shareholders for unpaid dividends distributions, employees for benefits and other related obligations, and various business and operational related agreements. Total obligations under these various agreements amounted to

29


 

 

img246629783_0.jpg 

 

 

 

approximately Php156,677 million and Php178,219 million as at June 30, 2023 and December 31, 2022, respectively. See Note 23 – Accounts Payable and Note 24 – Accrued Expenses and Other Current Liabilities to the accompanying unaudited consolidated financial statements.

Commercial Commitments

Major Capital Expenditure Vendors

 

During the last quarter of 2022 up to the first half of 2023, we have engaged in discussions with the major capital expenditure vendors of PLDT and Smart regarding the status of the capital expenditure commitments and related outstanding balances. These discussions resulted in a number of Settlement and Mutual Release Agreements, or SMRAs, signed between us and the vendors, taking into consideration our program priorities and current business requirements. As a result of the signing of the SMRAs, the remaining significant commitment in respect of major capital expenditure vendors of PLDT and Smart amounted to about Php33,000 million, net of advances, as at March 23, 2023. As at June 30, 2023, the commitment related to the major capital expenditure vendors increased to Php41,300 million, net of advances, owing to new purchase orders issued in the first half of 2023.

Other Capital Expenditure Vendors

 

For the other capital expenditure vendors, we are currently in ongoing negotiations. Any adjustments as a result of these discussions shall be taken up in our consolidated financial statements as they occur.

 

We have no outstanding commercial commitments, in the form of letters of credit, as at June 30, 2023 and December 31, 2022.

Quantitative and Qualitative Disclosures about Market Risks

The main risks arising from our financial instruments are liquidity risk, foreign currency exchange risk, interest rate risk and credit risk. The importance of managing those risks has significantly increased in light of the considerable change and volatility in both the Philippine and international financial markets. Our Board of Directors reviews and approves policies for managing each of these risks. We also monitor the market price risk arising from all financial instruments.

For further discussions of these risks, see Note 28 – Financial Assets and Liabilities to the accompanying unaudited consolidated financial statements.

The following table sets forth the estimated consolidated fair values of our financial assets and liabilities recognized as at June 30, 2023 and December 31, 2022 other than those whose carrying amounts are reasonable approximations of fair values:

 

 

 

Fair Values

 

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(amounts in million Php)

 

Noncurrent Financial Assets

 

 

 

 

 

 

Debt instruments at amortized cost

 

 

383

 

 

 

573

 

Other financial assets – net of current portion

 

 

3,504

 

 

 

3,278

 

Total noncurrent financial assets

 

 

3,887

 

 

 

3,851

 

Noncurrent Financial Liabilities

 

 

 

 

 

 

Interest-bearing financial liabilities

 

 

221,302

 

 

 

201,703

 

Customers’ deposits

 

 

1,436

 

 

 

1,449

 

Deferred credits and other noncurrent liabilities

 

 

178

 

 

 

307

 

Total noncurrent financial liabilities

 

 

222,916

 

 

 

203,459

 

 

30


 

 

img246629783_0.jpg 

 

 

 

The following table sets forth the amount of gains (losses) recognized for the financial assets and liabilities for the six months ended June 30, 2023 and three months ended March 31, 2023:

 

 

 

June 30,

 

 

March 31,

 

 

 

2023

 

 

2023

 

 

 

(amounts in million Php)

 

Profit and Loss

 

 

 

 

 

 

Interest income

 

 

486

 

 

 

278

 

Gains on derivative financial instruments – net

 

 

727

 

 

 

(640

)

Accretion on financial liabilities

 

 

(179

)

 

 

(89

)

Interest on loans and other related items

 

 

(5,722

)

 

 

(2,700

)

Other Comprehensive Income

 

 

 

 

 

 

Net fair value losses on cash flow hedges – net of tax

 

 

(740

)

 

 

(197

)

 

Impact of Inflation and Changing Prices

Inflation can be a significant factor in the Philippine economy and we are continually seeking ways to minimize its impact. The average inflation rate in the Philippines for the six months ended June 30, 2023 and 2022 were 7.2% and 4.4%, respectively. The BSP’s latest estimates indicate that the average inflation will be at 5.4% in 2023, while the average inflation forecast in 2024 is 2.9%. This is partly driven by the decline in global oil and non-oil prices. The risks to the inflation outlook are continuing constraints in the supply of key food items, the adverse impact of El Niño on food and electricity prices, and the effects of potential increases in transport fares and minimum wages. Alternatively, a weaker global economic recovery may cause inflation for 2023 and 2024 to be lower than the forecasts.

 

31


 

 

img246629783_0.jpg 

 

 

 

PART II – OTHER INFORMATION

Class Action Suit Against PLDT

On February 6, 2023, plaintiff Sophia Olsson filed a putative class action in the United States District Court for the Central District of California (the "Court") against PLDT and certain current and former directors and officers ("U.S. Class Action"). On April 7, 2023, Ms. Olsson and another individual, Kevin Douglas, each represented by a different law firm, submitted separate motions to the Court to serve as lead plaintiff in the U.S. Class Action. On May 1, 2023, the Court granted Mr. Douglas’s motion to serve as the lead plaintiff.

 

On May 8, 2023, Mr. Douglas (“Plaintiff”) filed a joint stipulation and proposed order providing that PLDT accepts service of the complaint and establishing a schedule for Plaintiff to file an amended complaint and for PLDT to move to dismiss or otherwise respond to the amended complaint. The schedule provides that: (i) Plaintiff will amend the complaint by July 7, 2023; (ii) PLDT will move to dismiss or otherwise respond to the amended complaint by September 5, 2023; (iii) Plaintiff will file an opposition to any motion to dismiss by November 6, 2023; and (iv) PLDT will file a reply brief in further support of any motion to dismiss by December 6, 2023.

 

On July 7, 2023, Plaintiff filed an amended complaint. The amended complaint alleges that PLDT and certain of its current and former directors and officers (collectively, the “Defendants”) made materially false and misleading statements regarding PLDT’s capital expenditures and internal controls during the period April 23, 2020 through December 19, 2022. The amended complaint asserts claims under Sections 10(b) and 20(a) of the United States Securities and Exchange Act of 1934 (and related rules) but does not specify the amount of the purported damages.

 

Due to the early stage of this matter, uncertainties related to the potential amounts to be claimed by Plaintiff, and the inherent unpredictability of litigation, PLDT is unable to determine if any liability will arise or provide an estimate of any potential liability. The Company will continue to vigorously defend itself against the allegations in the amended complaint.

Proposed Acquisition of Sky Cable Corporation (“Sky Cable”)

On March 16, 2023, PLDT entered into a Sale and Purchase Agreement with Sky Vision Corporation, ABS-CBN Corporation and Lopez, Inc. for the proposed acquisition by PLDT of 100% of Sky’s total issued and outstanding capital stock for the aggregate purchase price of Php6,750 million, subject for any adjustment in accordance with the provisions in the Sale and Purchase Agreement. The closing of the transaction shall be subject to compliance with certain conditions precedent which include, among others, the termination or cessation of operations by Sky Cable of its PayTV and cable business, obtaining all applicable government approvals and clearances, obtaining all required consents and corporate actions. On closing, PLDT will pay the purchase price for 100% of Sky Cable's shares.

 

On March 28, 2023, PLDT filed its notice with the Philippine Competition Commission regarding the purchase of Sky Cable's broadband business.

Sale and Leaseback of Telecom Towers

In 2022 and in the first half of 2023, Smart and DMPI signed sale and purchase agreements with tower companies (the “TowerCos”) in connection with the sale of telecom towers and related passive telecommunications infrastructure. Concurrent with the execution of the sale and purchase agreements, Smart has also entered into Master Service Agreements (“MSA”) with the TowerCos where Smart has agreed to leaseback the towers sold in the transaction for a period of 10 years. In addition to space, the TowerCos will also be responsible for providing operations and maintenance services as well as power to the sites. The sale and leaseback will be complemented by a new tower build commitment over the next few years. The closing of the agreements are on a staggered basis depending on satisfaction of closing conditions, according to the number of towers transferred.

The proceeds of the sale will be used to prepay debt, fund major cash requirements for operations and capital expenditures resulting in debt avoidance, and pay special dividends.

Through this landmark deal, Smart and DMPI pioneered tower sharing in the Philippines and in support of the Philippine Department of Information and Communications Technology’s goal of improving tower density. In

32


 

 

img246629783_0.jpg 

 

 

 

addition, this arrangement will further solidify Smart’s superior network quality, enhance customer experience and give rise to significant operating and cost efficiencies.

For updates relating to the above discussion, please see Note 9 – Property and Equipment to the accompanying unaudited consolidated financial statements in Item 7. “Financial Statements”.

Investment of PCEV in Maya Bank

 

On February 17, 2023, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 8.0 million Common B shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

 

On May 30, 2023, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 5.3 million Common B Shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

 

Cybersecurity

Pursuant to Philippine laws, the Company has notified the relevant regulatory authorities that, in the second quarter of 2023, it experienced cybersecurity attacks on its network and systems and, with the help of leading cybersecurity experts here and abroad, the Company was able to contain the effects of such cybersecurity attacks on network and systems performance. Upon detection of the incidents, the Company immediately activated relevant security protocols, and worked around the clock to protect its network and systems.

The Company is analyzing and enhancing its network and systems to introduce further security measures, and fortify its network environment. Further, it has retained external cybersecurity experts to ensure that it deploys the latest technology, and adopts global best practices to detect and prevent cybersecurity attacks.

 

Other Matters

For updates on matters relating to the (1) Department of Labor and Employment (“DOLE”) Compliance Order to PLDT, and other pending cases, see Note 27 – Provisions and Contingencies; and (2) Petition against the Philippine Competition Commission, see Note 11 – Investment in Associates and Joint Ventures, to the accompanying unaudited consolidated financial statements.

For a detailed discussion of the related party transactions, see Note 24 – Related Party Transactions to the accompanying unaudited consolidated financial statements.

33


 

 

img246629783_0.jpg 

 

 

 

ANNEX I – AGING OF ACCOUNTS RECEIVABLE

The following table shows the aging of our consolidated receivables as at June 30, 2023:

 

Type of Accounts Receivable

 

Total

 

 

Current

 

 

31-60
Days

 

 

61-90
Days

 

 

Over 91
Days

 

 

 

(amounts in million Php)

 

Retail subscribers

 

 

18,454

 

 

 

10,926

 

 

 

811

 

 

 

170

 

 

 

6,547

 

Corporate subscribers

 

 

14,331

 

 

 

4,192

 

 

 

2,263

 

 

 

663

 

 

 

7,213

 

Foreign administrations

 

 

1,108

 

 

 

516

 

 

 

60

 

 

 

30

 

 

 

502

 

Domestic carriers

 

 

267

 

 

 

158

 

 

 

67

 

 

 

10

 

 

 

32

 

Dealers, agents and others

 

 

6,427

 

 

 

2,569

 

 

 

41

 

 

 

21

 

 

 

3,796

 

Total

 

 

40,587

 

 

 

18,361

 

 

 

3,242

 

 

 

894

 

 

 

18,090

 

Less: Allowance for expected credit losses

 

 

15,492

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Receivables - net

 

 

25,095

 

 

 

 

 

 

 

 

 

 

 

 

 

 

A-1


 

 

img246629783_0.jpg 

 

 

 

ANNEX II – Financial Soundness Indicators

The following table shows our financial soundness indicators as at June 30, 2023 and December 31, 2022:

 

 

 

2023

 

 

2022

 

Current Ratio(1)

 

0.35:1.0

 

 

0.33:1.0

 

Acid Test Ratio(2)

 

0.19:1.0

 

 

0.21:1.0

 

Solvency Ratio(3)

 

0.37:1.0

 

 

0.46:1.0

 

Net Debt to Equity Ratio(4)

 

2.20:1.0

 

 

2.05:1.0

 

Net Debt to EBITDA Ratio(5)

 

2.54:1.0

 

 

2.38:1.0

 

Net Debt to EBITDA (ex-MRP) Ratio(6)

 

2.48:1.0

 

 

2.24:1.0

 

Total Debt to EBITDA Ratio(7)

 

2.71:1.0

 

 

2.66:1.0

 

Asset to Equity Ratio(8)

 

5.49:1.0

 

 

5.74:1.0

 

Interest Coverage Ratio(9)

 

2.02:1.0

 

 

1.92:1.0

 

Profit Margin(10)

 

 

6

%

 

 

5

%

Return on Assets(11)

 

 

2

%

 

 

2

%

Return on Equity(12)

 

 

11

%

 

 

9

%

EBITDA Margin(13)

 

 

50

%

 

 

48

%

 

(1)
Current ratio is measured as current assets divided by current liabilities (including current portion – LTD, unearned revenues and mandatory tender option liability.)
(2)
Acid test ratio is measured as total of cash and cash equivalents, short-term investments and trade and other receivables divided by total current liabilities.
(3)
Solvency ratio is measured as adding back non-cash expenses to the net income after tax divided by total debt (long-term debt, including current portion.)
(4)
Net Debt to equity ratio is measured as total debt (long-term debt, including current portion) less cash and cash equivalents, short-term investments and debt instruments at amortized cost divided by total equity attributable to equity holders of PLDT.
(5)
Net Debt to EBITDA ratio is measured as total debt (long-term debt, including current portion) less cash and cash equivalents, short-term investments and debt instruments at amortized cost divided by EBITDA for the last 12-month period.
(6)
Net Debt to EBITDA ex-MRP ratio is measured as total debt (principal amount of long-term debt, including current portion, i.e., excluding debt issuance cost) less cash and cash equivalents, short-term investments and debt instruments at amortized cost divided by EBITDA, excluding MRP and expenses related to the sale of our telecom assets, for the last 12-month period.
(7)
Total Debt to EBITDA ratio is measured as total debt (long-term debt, including current portion) divided by EBITDA for the last 12-month period.
(8)
Asset to equity ratio is measured as total assets divided by total equity attributable to equity holders of PLDT.
(9)
Interest coverage ratio is measured by EBIT, or earnings before interest and taxes for the year, divided by total financing cost for the last 12-month period.
(10)
Profit margin is derived by dividing net income for the year with total revenues for the last 12-month period.
(11)
Return on assets is measured as net income for the last 12-month period divided by average total assets.
(12)
Return on Equity is measured as net income for the last 12-month period divided by average total equity attributable to equity holders of PLDT.
(13)
EBITDA margin for the period is measured as EBITDA divided by service revenues for the last 12-month period.

EBITDA for the period is measured as net income for the year excluding depreciation and amortization, amortization of intangible assets, asset impairment on noncurrent assets, financing cost, interest income, equity share in net earnings (losses) of associates and joint ventures, foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net, provision for (benefit from) income tax and other income (expenses) – net for the year.

A-2


 

SIGNATURES

Pursuant to the requirements of the Securities Regulation Code, the registrant has duly caused this report for the first half of 2023 to be signed on its behalf by the undersigned thereunto duly authorized.

 

Registrant: PLDT Inc.

 

 

 

 

 

Signature and Title:

/s/ Alfredo S. Panlilio

 

Alfredo S. Panlilio

 

President and Chief Executive Officer

 

 

 

 

Signature and Title:

/s/ Danny Y. Yu

 

Danny Y. Yu

 

Senior Vice President

 

(Principal Financial Officer)

 

 

 

 

Signature and Title:

/s/ Gil Samson D. Garcia

 

Gil Samson D. Garcia

 

First Vice President

 

(Principal Accounting Officer)

 

 

 

 

Date: August 3, 2023

 

 

S-1


 

 

img246629783_1.jpg 

 

PLDT INC. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

AS AT JUNE 30, 2023 (UNAUDITED) AND DECEMBER 31, 2022 (AUDITED)

AND FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022 (UNAUDITED)

 

 

 

 

 

F-1


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As at June 30, 2023 and December 31, 2022

(in million pesos)

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

ASSETS

 

Noncurrent Assets

 

 

 

 

 

 

Property and equipment (Notes 9 and 21)

 

 

313,415

 

 

 

292,745

 

Right-of-use assets (Note 10)

 

 

28,213

 

 

 

28,863

 

Investments in associates and joint ventures (Note 11)

 

 

50,248

 

 

 

51,546

 

Financial assets at fair value through profit or loss (Note 27)

 

 

491

 

 

 

432

 

Debt instruments at amortized cost – net of current portion (Note 12)

 

 

395

 

 

 

596

 

Investment properties (Notes 6 and 13)

 

 

1,008

 

 

 

1,015

 

Goodwill and intangible assets (Note 14)

 

 

64,445

 

 

 

64,549

 

Deferred income tax assets – net (Note 7)

 

 

14,240

 

 

 

17,636

 

Derivative financial assets – net of current portion (Note 27)

 

 

27

 

 

 

81

 

Prepayments – net of current portion (Notes 18, 24 and 25)

 

 

69,678

 

 

 

81,053

 

Contract assets – net of current portion (Note 5)

 

 

586

 

 

 

662

 

Other financial assets – net of current portion (Note 27)

 

 

3,741

 

 

 

3,489

 

Other non-financial assets – net of current portion

 

 

159

 

 

 

166

 

Total Noncurrent Assets

 

 

546,646

 

 

 

542,833

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents (Note 15)

 

 

16,185

 

 

 

25,211

 

Short-term investments (Note 27)

 

 

267

 

 

 

383

 

Trade and other receivables (Note 16)

 

 

25,095

 

 

 

26,255

 

Inventories and supplies (Note 17)

 

 

2,991

 

 

 

3,568

 

Current portion of contract assets (Note 5)

 

 

1,532

 

 

 

1,571

 

Current portion of derivative financial assets (Note 27)

 

 

4

 

 

 

 

Current portion of debt instruments at amortized cost (Note 12)

 

 

200

 

 

 

 

Current portion of prepayments (Notes 18 and 24)

 

 

14,045

 

 

 

14,696

 

Current portion of other financial assets (Notes 19 and 27)

 

 

308

 

 

 

206

 

Current portion of other non-financial assets

 

 

1,201

 

 

 

668

 

 

 

 

61,828

 

 

 

72,558

 

Assets classified as held-for-sale (Notes 9 and 10)

 

 

16,153

 

 

 

8,771

 

Total Current Assets

 

 

77,981

 

 

 

81,329

 

TOTAL ASSETS

 

 

624,627

 

 

 

624,162

 

 

 

 

 

 

 

 

EQUITY AND LIABILITIES

 

Equity

 

 

 

 

 

 

Non-voting serial preferred stock (Note 19)

 

 

360

 

 

 

360

 

Voting preferred stock (Note 19)

 

 

150

 

 

 

150

 

Common stock (Note 19)

 

 

1,093

 

 

 

1,093

 

Treasury stock (Note 19)

 

 

(6,505

)

 

 

(6,505

)

Capital in excess of par value (Note 19)

 

 

130,312

 

 

 

130,312

 

Retained earnings (Note 19)

 

 

24,473

 

 

 

18,799

 

Other comprehensive loss (Note 6)

 

 

(36,039

)

 

 

(35,482

)

Total Equity Attributable to Equity Holders of PLDT

 

 

113,844

 

 

 

108,727

 

Noncontrolling interests (Note 19)

 

 

5,167

 

 

 

5,234

 

TOTAL EQUITY

 

 

119,011

 

 

 

113,961

 

 

See accompanying Notes to Consolidated Financial Statements.

 

F-2


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (continued)

As at June 30, 2023 and December 31, 2022

(in million pesos)

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

Noncurrent Liabilities

 

 

 

 

 

 

Interest-bearing financial liabilities – net of current portion (Note 20)

 

 

234,623

 

 

 

217,288

 

Lease liabilities – net of current portion (Note 10)

 

 

32,269

 

 

 

31,958

 

Deferred income tax liabilities – net (Note 7)

 

 

171

 

 

 

204

 

Derivative financial liabilities – net of current portion (Note 27)

 

 

78

 

 

 

190

 

Customers’ deposits (Note 27)

 

 

2,243

 

 

 

2,313

 

Pension and other employee benefits (Note 25)

 

 

2,172

 

 

 

1,745

 

Deferred credits and other noncurrent liabilities (Notes 5 and 21)

 

 

9,750

 

 

 

9,501

 

Total Noncurrent Liabilities

 

 

281,306

 

 

 

263,199

 

Current Liabilities

 

 

 

 

 

 

Accounts payable (Note 22)

 

 

84,691

 

 

 

105,187

 

Accrued expenses and other current liabilities (Notes 23 and 26)

 

 

89,216

 

 

 

93,545

 

Current portion of interest-bearing financial liabilities (Note 20)

 

 

33,446

 

 

 

32,292

 

Current portion of lease liabilities (Note 10)

 

 

10,250

 

 

 

10,477

 

Dividends payable (Note 19)

 

 

1,762

 

 

 

1,821

 

Current portion of derivative financial liabilities (Note 27)

 

 

481

 

 

 

960

 

Income tax payable

 

 

1,369

 

 

 

982

 

 

 

 

221,215

 

 

 

245,264

 

Liabilities associated with assets classified as held-for-sale (Note 10)

 

 

3,095

 

 

 

1,738

 

Total Current Liabilities

 

 

224,310

 

 

 

247,002

 

TOTAL LIABILITIES

 

 

505,616

 

 

 

510,201

 

TOTAL EQUITY AND LIABILITIES

 

 

624,627

 

 

 

624,162

 

 

See accompanying Notes to Consolidated Financial Statements.

F-3


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED INCOME STATEMENTS

For the Six Months Ended June 30, 2023 and 2022

(in million pesos, except earnings per common share amounts which are in pesos)

 

 

 

For the Six Months Ended

 

 

For the Three Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2023

 

 

2022(1)

 

 

2023

 

 

2022(1)

 

 

 

(Unaudited)

 

 

(Unaudited)

 

REVENUES FROM CONTRACTS WITH CUSTOMERS

 

 

 

 

 

 

 

 

 

 

 

 

Service revenues (Note 5)

 

 

99,251

 

 

 

96,500

 

 

 

49,525

 

 

 

48,849

 

Non-service revenues (Note 5)

 

 

4,787

 

 

 

4,287

 

 

 

2,151

 

 

 

2,113

 

 

 

 

104,038

 

 

 

100,787

 

 

 

51,676

 

 

 

50,962

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses (Note 5)

 

 

39,833

 

 

 

44,803

 

 

 

19,582

 

 

 

21,444

 

Depreciation and amortization (Notes 9 and 10)

 

 

23,950

 

 

 

40,694

 

 

 

12,271

 

 

 

28,151

 

Cost of sales and services (Note 5)

 

 

7,690

 

 

 

6,405

 

 

 

3,643

 

 

 

3,286

 

Interconnection costs

 

 

4,720

 

 

 

2,848

 

 

 

2,101

 

 

 

1,252

 

Asset impairment (Note 5)

 

 

2,147

 

 

 

2,345

 

 

 

1,045

 

 

 

1,269

 

 

 

 

78,340

 

 

 

97,095

 

 

 

38,642

 

 

 

55,402

 

 

 

 

25,698

 

 

 

3,692

 

 

 

13,034

 

 

 

(4,440

)

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSES) – NET (Note 5)

 

 

(924

)

 

 

17,980

 

 

 

(482

)

 

 

14,185

 

INCOME BEFORE INCOME TAX FROM CONTINUING
   OPERATIONS

 

 

24,774

 

 

 

21,672

 

 

 

12,552

 

 

 

9,745

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PROVISION FOR INCOME TAX (Note 7)

 

 

6,238

 

 

 

4,634

 

 

 

3,090

 

 

 

1,881

 

NET INCOME FROM CONTINUING OPERATIONS (Note 4)

 

 

18,536

 

 

 

17,038

 

 

 

9,462

 

 

 

7,864

 

NET LOSS FROM DISCONTINUED OPERATIONS
   
(Notes 2, 4 and 8)

 

 

(29

)

 

 

(61

)

 

 

(4

)

 

 

(41

)

NET INCOME (Note 4)

 

 

18,507

 

 

 

16,977

 

 

 

9,458

 

 

 

7,823

 

ATTRIBUTABLE TO:

 

 

 

 

 

 

 

 

 

 

 

 

Equity holders of PLDT (Note 8)

 

 

18,451

 

 

 

16,786

 

 

 

9,436

 

 

 

7,707

 

Noncontrolling interests

 

 

56

 

 

 

191

 

 

 

22

 

 

 

116

 

 

 

 

18,507

 

 

 

16,977

 

 

 

9,458

 

 

 

7,823

 

Earnings Per Share Attributable to Common Equity Holders
   of PLDT
(Notes 4 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

85.27

 

 

 

77.56

 

 

 

43.61

 

 

 

35.61

 

Diluted

 

 

85.27

 

 

 

77.56

 

 

 

43.61

 

 

 

35.61

 

Earnings Per Share from Continuing Operations Attributable to
   Common Equity Holders of PLDT
(Notes 4 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

85.40

 

 

 

77.84

 

 

 

43.63

 

 

 

35.80

 

Diluted

 

 

85.40

 

 

 

77.84

 

 

 

43.63

 

 

 

35.80

 

 

(1)
Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PLDT Global One Aviation Company, Inc., or PG1, effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 – Summary of Significant Accounting Policies – Discontinued Operations and Note 11 – Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.
See accompanying Notes to Consolidated Financial Statements.

F-4


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the Six Months Ended June 30, 2023 and 2022

(in million pesos)

 

 

 

For the Six Months Ended

 

 

For the Three Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

NET INCOME

 

 

18,507

 

 

 

16,977

 

 

 

9,458

 

 

 

7,823

 

OTHER COMPREHENSIVE INCOME (LOSS) – NET OF TAX
   
(Note 6)

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation differences of subsidiaries

 

 

90

 

 

 

137

 

 

 

106

 

 

 

100

 

Net transactions on cash flow hedges:

 

 

(740

)

 

 

(1,255

)

 

 

(543

)

 

 

(867

)

Net fair value losses on cash flow hedges (Note 27)

 

 

(987

)

 

 

(1,670

)

 

 

(670

)

 

 

(1,154

)

Income tax related to fair value adjustments charged directly
   to equity (Note 7)

 

 

247

 

 

 

415

 

 

 

127

 

 

 

287

 

Net other comprehensive loss to be reclassified to profit or loss
   in subsequent periods

 

 

(650

)

 

 

(1,118

)

 

 

(437

)

 

 

(767

)

Actuarial gains on defined benefit obligations:

 

 

88

 

 

 

112

 

 

 

87

 

 

 

3

 

Remeasurement in actuarial gains on defined benefit obligations
   (Note 25)

 

 

88

 

 

 

148

 

 

 

86

 

 

 

30

 

Income tax related to remeasurement adjustments (Note 7)

 

 

 

 

 

(36

)

 

 

1

 

 

 

(27

)

Share in the other comprehensive loss of associates and joint ventures
   accounted for using the equity method (Note 11)

 

 

 

 

 

(1

)

 

 

 

 

 

 

Net other comprehensive income not to be reclassified to profit
   or loss in subsequent periods

 

 

88

 

 

 

111

 

 

 

87

 

 

 

3

 

Total Other Comprehensive Loss – Net of Tax

 

 

(562

)

 

 

(1,007

)

 

 

(350

)

 

 

(764

)

TOTAL COMPREHENSIVE INCOME

 

 

17,945

 

 

 

15,970

 

 

 

9,108

 

 

 

7,059

 

ATTRIBUTABLE TO:

 

 

 

 

 

 

 

 

 

 

 

 

Equity holders of PLDT

 

 

17,894

 

 

 

15,788

 

 

 

9,085

 

 

 

6,953

 

Noncontrolling interests

 

 

51

 

 

 

182

 

 

 

23

 

 

 

106

 

 

 

17,945

 

 

 

15,970

 

 

 

9,108

 

 

 

7,059

 

 

See accompanying Notes to Consolidated Financial Statements.

F-1


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Six Months Ended June 30, 2023 and 2022

(in million pesos)

 

 

 

Preferred
Stock

 

 

Common
Stock

 

 

Treasury
Stock

 

 

Capital in
Excess of
Par Value

 

 

Retained
Earnings

 

 

Other
Comprehensive
Loss

 

 

Total Equity
Attributable to
Equity Holders
of PLDT

 

 

Noncontrolling
Interests

 

 

Total
Equity

 

Balances as at January 1, 2023

 

 

510

 

 

 

1,093

 

 

 

(6,505

)

 

 

130,312

 

 

 

18,799

 

 

 

(35,482

)

 

 

108,727

 

 

 

5,234

 

 

 

113,961

 

Cash dividends (Note 19)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(12,777

)

 

 

 

 

 

(12,777

)

 

 

 

 

 

(12,777

)

Total comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,451

 

 

 

(557

)

 

 

17,894

 

 

 

51

 

 

 

17,945

 

Net income (Note 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,451

 

 

 

 

 

 

18,451

 

 

 

56

 

 

 

18,507

 

Other comprehensive loss (Note 6)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(557

)

 

 

(557

)

 

 

(5

)

 

 

(562

)

Distribution charges on perpetual notes
   (Note 19)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(118

)

 

 

(118

)

Balances as at June 30, 2023 (Unaudited)

 

 

510

 

 

 

1,093

 

 

 

(6,505

)

 

 

130,312

 

 

 

24,473

 

 

 

(36,039

)

 

 

113,844

 

 

 

5,167

 

 

 

119,011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances as at January 1, 2022

 

 

510

 

 

 

1,093

 

 

 

(6,505

)

 

 

130,312

 

 

 

34,243

 

 

 

(36,437

)

 

 

123,216

 

 

 

4,249

 

 

 

127,465

 

Restatement in beginning balances

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(83

)

 

 

 

 

 

(83

)

 

 

 

 

 

(83

)

Balances as at January 1, 2022 (as restated)

 

 

510

 

 

 

1,093

 

 

 

(6,505

)

 

 

130,312

 

 

 

34,160

 

 

 

(36,437

)

 

 

123,133

 

 

 

4,249

 

 

 

127,382

 

Cash dividends (Note 19)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,104

)

 

 

 

 

 

(9,104

)

 

 

 

 

 

(9,104

)

Total comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,786

 

 

 

(998

)

 

 

15,788

 

 

 

182

 

 

 

15,970

 

Net income (Note 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,786

 

 

 

 

 

 

16,786

 

 

 

191

 

 

 

16,977

 

Other comprehensive loss (Note 6)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(998

)

 

 

(998

)

 

 

(9

)

 

 

(1,007

)

Distribution charges on perpetual notes
   (Note 19)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(118

)

 

 

(118

)

Acquisition and dilution of noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

395

 

 

 

 

 

 

395

 

 

 

171

 

 

 

566

 

Balances as at June 30, 2022 (Unaudited)

 

 

510

 

 

 

1,093

 

 

 

(6,505

)

 

 

130,312

 

 

 

42,237

 

 

 

(37,435

)

 

 

130,212

 

 

 

4,484

 

 

 

134,696

 

 

See accompanying Notes to Consolidated Financial Statements.

F-2


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended June 30, 2023 and 2022

(in million pesos)

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Income before income tax and noncontrolling interest from continuing operations

 

 

24,774

 

 

 

21,672

 

Income before income tax and noncontrolling interest
   from discontinued operations (Note 2)

 

 

(29

)

 

 

(54

)

Income before income tax (Note 4)

 

 

24,745

 

 

 

21,618

 

Adjustments for:

 

 

 

 

 

 

Depreciation and amortization (Notes 9 and 10)

 

 

23,966

 

 

 

40,736

 

Interest on loans and other related items – net (Note 5)

 

 

4,734

 

 

 

4,441

 

Asset impairment (Note 5)

 

 

2,147

 

 

 

2,350

 

Accretion on lease liabilities (Notes 5, 10 and 28)

 

 

1,586

 

 

 

661

 

Equity share in net losses of associates and joint ventures (Notes 5 and 11)

 

 

1,325

 

 

 

1,400

 

Pension benefit costs

 

 

606

 

 

 

910

 

Incentive plan (Notes 5 and 25)

 

 

463

 

 

 

679

 

Accretion on financial liabilities (Notes 5 and 20)

 

 

179

 

 

 

176

 

Amortization of intangible assets (Notes 5 and 14)

 

 

110

 

 

 

100

 

Impairment of investments (Note 11)

 

 

70

 

 

 

50

 

Gains on dilution of shares (Note 11)

 

 

 

 

 

(572

)

Income from prescription of preferred redemption liability (Note 19)

 

 

 

 

 

(7,839

)

Gains on disposal of property and equipment (Notes 5 and 9)

 

 

(346

)

 

 

(170

)

Interest income (Note 5)

 

 

(487

)

 

 

(269

)

Foreign exchange (gains) losses – net (Notes 5 and 27)

 

 

(554

)

 

 

4,282

 

Gains on derivative financial instruments – net (Notes 5 and 27)

 

 

(727

)

 

 

(2,184

)

Gain on sale and leaseback of telecom towers (Note 9)

 

 

(3,640

)

 

 

(17,443

)

Others

 

 

(1,407

)

 

 

(948

)

Operating income before changes in assets and liabilities

 

 

52,770

 

 

 

47,978

 

Decrease (increase) in:

 

 

 

 

 

 

Prepayments

 

 

7,356

 

 

 

(763

)

Contract assets

 

 

(5

)

 

 

(71

)

Trade and other receivables

 

 

(1,071

)

 

 

3,207

 

Other financial and non-financial assets

 

 

121

 

 

 

(1,474

)

Inventories and supplies

 

 

1,779

 

 

 

117

 

Increase (decrease) in:

 

 

 

 

 

 

Customer's deposits

 

 

(70

)

 

 

7

 

Pension and other employee benefits

 

 

(2,476

)

 

 

(7,956

)

Other noncurrent liabilities

 

 

(31

)

 

 

(155

)

Accounts payable

 

 

(10,230

)

 

 

(5,016

)

Accrued expenses and other current liabilities

 

 

(3,866

)

 

 

4,015

 

Net cash flows generated from operations

 

 

44,277

 

 

 

39,889

 

Income taxes paid

 

 

(1,372

)

 

 

(2,153

)

Net cash flows from operating activities

 

 

42,905

 

 

 

37,736

 

 

See accompanying Notes to Consolidated Financial Statements.

F-3


 

PLDT INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

For the Six Months Ended June 30, 2023 and 2022

(in million pesos)

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES

 

 

 

 

 

 

Proceeds from:

 

 

 

 

 

 

Disposal of property and equipment (Note 9)

 

 

9,673

 

 

 

39,490

 

Maturity of short-term investments

 

 

440

 

 

 

2,775

 

Disposal of investments in associates and joint ventures (Note 11)

 

 

 

 

 

32

 

Interest received

 

 

471

 

 

 

262

 

Payments for:

 

 

 

 

 

 

Purchase of investment in debt securities (Note 12)

 

 

 

 

 

(175

)

Acquisition of investments in associates and joint ventures (Note 11)

 

 

(71

)

 

 

(3,303

)

Purchase of short-term investments

 

 

(324

)

 

 

(6,767

)

Interest capitalized to property and equipment (Notes 5 and 9)

 

 

(988

)

 

 

(945

)

Purchase of property and equipment (Note 9)

 

 

(55,556

)

 

 

(48,099

)

Increase in other financial and non-financial assets

 

 

(248

)

 

 

(53

)

Net cash flows used in investing activities

 

 

(46,603

)

 

 

(16,783

)

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES

 

 

 

 

 

 

Proceeds from:

 

 

 

 

 

 

Availments of long-term debt (Notes 20 and 28)

 

 

25,500

 

 

 

5,000

 

Availments of short-term debt (Notes 20 and 28)

 

 

 

 

 

10,000

 

Return of preferred shares redemption fund (Note 19)

 

 

 

 

 

7,839

 

Collections from derivative financial instruments (Notes 27 and 28)

 

 

 

 

 

157

 

Payments for:

 

 

 

 

 

 

Distribution charges on perpetual notes (Note 19)

 

 

(118

)

 

 

(118

)

Debt issuance costs (Notes 20 and 28)

 

 

(142

)

 

 

(52

)

Settlements of derivative financial instruments (Notes 27 and 28)

 

 

(800

)

 

 

 

Long-term debt (Notes 20 and 28)

 

 

(2,687

)

 

 

(11,896

)

Short-term debt (Notes 20 and 28)

 

 

(4,000

)

 

 

 

Interest – net of capitalized portion (Notes 5, 20 and 28)

 

 

(4,479

)

 

 

(4,430

)

Obligations under lease liabilities (Notes 10 and 28)

 

 

(5,570

)

 

 

(3,743

)

Cash dividends (Notes 19 and 28)

 

 

(12,736

)

 

 

(9,064

)

Net cash flows used in financing activities

 

 

(5,032

)

 

 

(6,307

)

NET EFFECT OF FOREIGN EXCHANGE RATE CHANGES
   ON CASH AND CASH EQUIVALENTS

 

 

(296

)

 

 

384

 

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

 

 

(9,026

)

 

 

15,030

 

CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD (Note 15)

 

 

25,211

 

 

 

23,833

 

CASH AND CASH EQUIVALENTS AT END OF THE PERIOD (Note 15)

 

 

16,185

 

 

 

38,863

 

 

See accompanying Notes to Consolidated Financial Statements.

F-4


 

PLDT INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.
Corporate Information

PLDT Inc. (formerly Philippine Long Distance Telephone Company), which we refer to as PLDT, the Parent Company, or the Company, was incorporated under the old Corporation Law of the Philippines (Act 1459, as amended) on November 28, 1928, following the merger of four telephone companies under common U.S. ownership. PLDT has a perpetual corporate term pursuant to Section 11 of the Revised Corporation Code of the Philippines (Republic Act No. 11232), which entitles existing corporations to have a perpetual existence, unless the corporation, upon a vote of its stockholders representing a majority of its outstanding capital stock, notifies the Philippine Securities and Exchange Commission, or Philippine SEC, that the corporation elects to retain its specific corporate term pursuant to its articles of incorporation. While PLDT’s amended Articles of Incorporation states that its corporate term is limited to 50 years from the date of incorporation on November 28, 1928, and another term of 50 years from November 28, 1978, PLDT has not elected to retain such specific corporate term. In 1967, effective control of PLDT was sold by the General Telephone and Electronics Corporation, then a major shareholder since PLDT’s incorporation, to a group of Filipino businessmen. In 1981, in furtherance of the then existing policy of the Philippine government to integrate the Philippine telecommunications industry, PLDT purchased substantially all of the assets and liabilities of the Republic Telephone Company, which at that time was the second largest telephone company in the Philippines. In 1998, certain subsidiaries of First Pacific Company Limited, or First Pacific, and its Philippine affiliates (collectively the First Pacific Group and its Philippine affiliates), acquired a significant interest in PLDT. On March 24, 2000, NTT Communications Corporation, or NTT Communications, through its wholly-owned subsidiary NTT Communications Capital (UK) Ltd., became PLDT’s strategic partner with approximately 15% economic and voting interest in the issued and outstanding common stock of PLDT at that time. Simultaneous with NTT Communications’ investment in PLDT, the latter acquired 100% of Smart Communications, Inc., or Smart. On March 14, 2006, NTT DOCOMO, Inc., or NTT DOCOMO, acquired from NTT Communications approximately 7% of PLDT’s then outstanding common shares held by NTT Communications with NTT Communications retaining ownership of approximately 7% of PLDT’s common shares. Since March 14, 2006, NTT DOCOMO has made additional purchases of shares of PLDT, and together with NTT Communications beneficially owned approximately 20% of PLDT’s outstanding common stock as at June 30, 2023. NTT Communications and NTT DOCOMO are part of the group of companies of Nippon Telegraph and Telephone Corporation. On February 28, 2007, Metro Pacific Asset Holdings, Inc., a Philippine affiliate of First Pacific, completed the acquisition of an approximately 46% interest in Philippine Telecommunications Investment Corporation, or PTIC, a shareholder of PLDT. This investment in PTIC represented an attributable interest of approximately 6% of the then outstanding common shares of PLDT and thereby raised First Pacific Group’s and its Philippine affiliates’ beneficial ownership to approximately 28% of PLDT’s outstanding common stock as at that date. Since then, First Pacific Group’s beneficial ownership interest in PLDT decreased by approximately 2%, mainly due to the holders of Exchangeable Notes, which were issued in 2005 by a subsidiary of First Pacific and exchangeable into PLDT shares owned by First Pacific Group, who fully exchanged their notes. First Pacific Group and its Philippine affiliates had beneficial ownership of approximately 26% in PLDT’s outstanding common stock as at June 30, 2023. On October 26, 2011, PLDT completed the acquisition of a controlling interest in Digital Telecommunications Phils., Inc., or Digitel, from JG Summit Holdings, Inc., or JGSHI, and its affiliates, or JG Summit Group. As payment for the assets acquired from JGSHI, PLDT issued approximately 27.7 million common shares. In November 2011, JGSHI sold 5.81 million and 4.56 million PLDT shares to a Philippine affiliate of First Pacific and NTT DOCOMO, respectively, pursuant to separate option agreements that JGSHI had entered into with a Philippine affiliate of First Pacific and NTT DOCOMO, respectively. As at June 30, 2023, the JG Summit Group beneficially owned approximately 11% of PLDT’s outstanding common shares.

F-5


 

On October 16, 2012, BTF Holdings, Inc., or BTFHI, a wholly-owned company of the Board of Trustees for the Account of the Beneficial Trust Fund, or PLDT Beneficial Trust Fund, created pursuant to PLDT’s Benefit Plan, subscribed to 150 million newly issued shares of Voting Preferred Stock of PLDT, or Voting Preferred Shares, at a subscription price of Php1.00 per share for a total subscription price of Php150 million pursuant to a subscription agreement between BTFHI and PLDT dated October 15, 2012. As a result of the issuance of Voting Preferred Shares, the voting power of the NTT Group (NTT DOCOMO and NTT Communications), First Pacific Group and its Philippine affiliates, and JG Summit Group was reduced to 12%, 15% and 7%, respectively, as at June 30, 2023. See Note 19 – Equity – Preferred Stock – Voting Preferred Stock.

The common shares of PLDT are listed and traded on the Philippine Stock Exchange, Inc., or PSE. On October 19, 1994, an American Depositary Receipt, or ADR, facility was established, pursuant to which Citibank N.A., as the depositary, issued American Depositary Shares, or ADSs, with each ADS representing one PLDT common share with a par value of Php5.00 per share. Effective February 10, 2003, PLDT appointed JP Morgan Chase Bank as successor depositary for PLDT’s ADR facility. The ADSs are listed on the New York Stock Exchange, or NYSE, in the United States and are traded on the NYSE under the symbol “PHI”. There were approximately 15.5 million ADSs outstanding as at June 30, 2023.

PLDT and our Philippine-based fixed line and wireless subsidiaries operate under the jurisdiction of the Philippine National Telecommunications Commission, or NTC, which jurisdiction extends, among other things, to approving major services offered and certain rates charged to customers.

We are the largest and most diversified telecommunications company in the Philippines which delivers data and multi-media services nationwide. We have organized our business into business units based on our products and services and have three reportable operating segments which serve as the bases for management’s decision to allocate resources and evaluate operating performance. Our principal activities are discussed in Note 4 – Operating Segment Information.

Our registered office address is Ramon Cojuangco Building, Makati Avenue, Makati City, Philippines. Information on our structure is provided in Note 2 – Summary of Significant Accounting Policies – Basis of Consolidation. Information on other related party relationships of the PLDT Group is provided in Note 24 – Related Party Transactions.

Our consolidated financial statements as at June 30, 2023 and December 31, 2022, and for the six months ended June 30, 2023 and 2022 were approved and authorized for issuance by the Board of Directors on August 3, 2023, as reviewed by the Audit Committee on July 31, 2023.

Amendments to the By-Laws of PLDT

 

On March 25, 2021, the Board of Directors approved the amendments to the By-Laws of PLDT to conform with the provision of Republic Act No. 11232, known as the Revised Corporation Code of the Philippines. On September 9, 2022, the Amended By-Laws of PLDT was approved by the Philippine SEC.

2.
Summary of Significant Accounting Policies

Basis of Preparation

Our consolidated financial statements have been prepared in accordance with Philippine Financial Reporting Standards, or PFRSs, as issued by the Philippine Financial and Sustainability Reporting Standards Council, or FSRSC.

Our consolidated financial statements have been prepared under the historical cost basis, except for financial instruments at fair value through profit or loss, or FVPL, and investment properties that are measured at fair values.

Our consolidated financial statements include adjustments consisting only of normal recurring adjustments, necessary to present fairly the results of operations for the interim periods. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of the results of operations that may be expected for the full year.

F-6


 

Our consolidated financial statements are presented in Philippine Peso, PLDT’s functional currency, and all values are rounded to the nearest million, except when otherwise indicated.

Our consolidated financial statements provide comparative information in respect of the previous period.

F-7


 

Basis of Consolidation

Our consolidated financial statements include the financial statements of PLDT and the following subsidiaries (collectively, the “PLDT Group”) as at June 30, 2023 and December 31, 2022:

 

 

 

 

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

Place of

 

 

 

Percentage of Ownership

 

Name of Subsidiary

 

Incorporation

 

Principal Business Activity

 

Direct

 

 

Indirect

 

 

Direct

 

 

Indirect

 

Wireless

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart:

 

Philippines

 

Cellular mobile services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

Smart Broadband, Inc., or SBI, and Subsidiary

 

Philippines

 

Internet broadband distribution services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Primeworld Digital Systems, Inc., or PDSI

 

Philippines

 

Internet broadband distribution services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

I-Contacts Corporation

 

Philippines

 

Operations support servicing business

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Far East Capital Limited, or FECL(a)

 

Cayman Islands

 

Cost effective offshore financing and risk
   management activities for Smart

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

PH Communications Holdings Corporation

 

Philippines

 

Investment company

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Connectivity Unlimited Resource Enterprise, Inc.

 

Philippines

 

Cellular mobile services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Francom Holdings, Inc.

 

Philippines

 

Investment company

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Chikka Holdings Limited, or Chikka, and Subsidiaries,
   or Chikka Group
(a)

 

British Virgin Islands

 

Content provider, mobile applications development and services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Wifun, Inc.

 

Philippines

 

Software developer and selling of WiFi access equipment

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

PLDT Global, Inc.

 

Philippines

 

Cross-border digital platforms and other allied services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

ACeS Philippines Cellular Satellite Corporation, or ACeS Philippines(a)

 

Philippines

 

Satellite information and messaging services

 

 

88.5

 

 

 

11.5

 

 

 

88.5

 

 

 

11.5

 

Digitel Mobile Philippines, Inc., or DMPI,
   (a wholly-owned subsidiary of Digitel)

 

Philippines

 

Cellular mobile services

 

 

 

 

 

99.6

 

 

 

 

 

 

99.6

 

Fixed Line

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT Clark Telecom, Inc., or ClarkTel

 

Philippines

 

Telecommunications services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

PLDT Subic Telecom, Inc., or SubicTel

 

Philippines

 

Telecommunications services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

PLDT Global Corporation, or PLDT Global, and Subsidiaries

 

British Virgin Islands

 

Telecommunications services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

Smart-NTT Multimedia, Inc.(a)

 

Philippines

 

Data and network services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

PLDT-Philcom, Inc., or Philcom, and Subsidiaries, or Philcom Group

 

Philippines

 

Telecommunications services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

Talas Data Intelligence, Inc.

 

Philippines

 

Business infrastructure and solutions; intelligent data
   processing and implementation services and data
   analytics insight generation

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

Multisys Technologies Corporation, or Multisys(b)

 

Philippines

 

Software development and IT solutions services

 

 

 

 

 

50.7

 

 

 

 

 

 

50.7

 

 

(a)
Ceased commercial operations.
(b)
On July 29, 2022, PLDT Global Investments Holdings, Inc., or PGIH, acquired additional 227 common shares of Multisys, thereby increasing its ownership from 45.73% to 50.72%.

 

 

 

 

 

F-8


 

 

 

 

 

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

Place of

 

 

 

Percentage of Ownership

 

Name of Subsidiary

 

Incorporation

 

Principal Business Activity

 

Direct

 

 

Indirect

 

 

Direct

 

 

Indirect

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ePLDT, Inc., or ePLDT:

 

Philippines

 

Information and communications infrastructure for
   internet-based services, e-commerce, customer
   relationship management and IT related services

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

IP Converge Data Services, Inc., or IPCDSI, and Subsidiary,
   or IPCDSI Group

 

Philippines

 

Information and communications infrastructure for
   internet-based services, e-commerce, customer
   relationship management and IT related services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Curo Teknika, Inc., or Curo

 

Philippines

 

Managed IT outsourcing

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

ABM Global Solutions, Inc., or AGS, and Subsidiaries,
   or AGS Group
(a)

 

Philippines

 

Internet-based purchasing, IT consulting and professional services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

ePDS, Inc., or ePDS(a)

 

Philippines

 

Bills printing and other related value-added services, or VAS

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

netGames, Inc.(a)

 

Philippines

 

Gaming support services

 

 

 

 

 

57.5

 

 

 

 

 

 

57.5

 

MVP Rewards Loyalty Solutions, Inc., or MRSI(a)

 

Philippines

 

Full-services customer rewards and loyalty programs

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

VITRO, Inc., or Vitro(c)

 

Philippines

 

Information and communications infrastructure for
   internet-based services, e-commerce, customer
   relationship management and IT related services

 

 

 

 

 

100.0

 

 

 

 

 

 

100.0

 

Digitel

 

Philippines

 

Telecommunications services

 

 

99.6

 

 

 

 

 

 

99.6

 

 

 

 

Digitel Information Technology Services, Inc.(a)

 

Philippines

 

Internet services

 

 

 

 

 

99.6

 

 

 

 

 

 

99.6

 

PLDT-Maratel, Inc., or Maratel

 

Philippines

 

Telecommunications services

 

 

98.0

 

 

 

 

 

 

98.0

 

 

 

 

Bonifacio Communications Corporation, or BCC

 

Philippines

 

Telecommunications, infrastructure and related VAS

 

 

75.0

 

 

 

 

 

 

75.0

 

 

 

 

Pilipinas Global Network Limited, or PGNL, and Subsidiaries

 

British Virgin Islands

 

International distributor of Filipino channels and content

 

 

64.6

 

 

 

 

 

 

64.6

 

 

 

 

Others

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PGIH

 

Philippines

 

Investment company

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

PLDT Digital Investments Pte. Ltd., or PLDT Digital, and Subsidiaries

 

Singapore

 

Investment company

 

 

100.0

 

 

 

 

 

 

100.0

 

 

 

 

Mabuhay Investments Corporation, or MIC(d)

 

Philippines

 

Investment company

 

 

67.0

 

 

 

 

 

 

67.0

 

 

 

 

PLDT Communications and Energy Ventures, Inc., or PCEV

 

Philippines

 

Investment company

 

 

 

 

 

99.9

 

 

 

 

 

 

99.9

 

 

(a)
Ceased commercial operations.

(c) On February 2, 2022, the Philippine SEC approved the incorporation of Vitro, a wholly-owned subsidiary of ePLDT.

(d) Ceased commercial operations. On August 9, 2022, the Philippine SEC approved MIC's application for amendment of its Articles of Incorporation to shorten its corporate term until
September 30, 2023.

 

F-9


 

Subsidiaries are fully consolidated from the date of acquisition, being the date on which PLDT obtains control, and continue to be consolidated until the date that such control ceases. We control an investee when we are exposed, or have rights, to variable returns from our involvement with the investee and when we have the ability to affect those returns through our power over the investee.

The financial statements of our subsidiaries are prepared for the same reporting period as PLDT. We prepare our consolidated financial statements using uniform accounting policies for like transactions and other events with similar circumstances.

Profit or loss and each component of other comprehensive income are attributed to the equity holders of PLDT and to the noncontrolling interests, even if this results in the noncontrolling interests having a deficit balance.

A change in the ownership interest of a subsidiary, without loss of control, is accounted for as an equity transaction and impact is presented as part of other equity reserves.

If PLDT loses control over a subsidiary, it: (a) derecognizes the assets (including goodwill) and liabilities of the subsidiary; (b) derecognizes the carrying amount of any noncontrolling interest; (c) derecognizes the cumulative translation differences recorded in equity; (d) recognizes the fair value of the consideration received; (e) recognizes the fair value of any investment retained; (f) recognizes any surplus or deficit in profit or loss; and (g) reclassifies the Parent Company’s share of components previously recognized in other comprehensive income to profit or loss or retained earnings, as appropriate.

Corona Virus, or COVID-19, Pandemic

On March 8, 2020, Presidential Proclamation No. 922 was issued, declaring a State of Public Health Emergency throughout the Philippines due to COVID-19. In a move to contain the COVID-19 pandemic, on March 12, 2020, the Office of the President of the Philippines issued a memorandum directive to impose stringent social distancing measures in the National Capital Region, or NCR, effective March 15, 2020. On March 16, 2020, Presidential Proclamation No. 929 was issued, declaring a State of Calamity throughout the Philippines for a period of six months from March 17, 2020 (at midnight), and imposed an enhanced community quarantine, or ECQ, throughout the island of Luzon until April 12, 2020. On March 24, 2020, Republic Act No. 11469, otherwise known as the “Bayanihan to Heal As One Act”, was signed into law, declaring a state of national emergency over the entire country, and authorizing the President of the Philippines to exercise certain powers necessary to address the COVID-19 pandemic. On April 7, 2020, the Office of the President of the Philippines released a memorandum extending the ECQ over the entire Luzon island until April 30, 2020. On May 1, 2020, the Government further extended the ECQ over, among others, certain portions of Luzon, including Metro Manila, until May 15, 2020, while easing restrictions in other parts of the country. On May 11, 2020, the Inter-Agency Task Force for the Management of Emerging Infectious Diseases, or IATF, placed high-risk local government units under modified ECQ, or MECQ, from May 16, 2020 until May 31, 2020, where certain industries were allowed to operate under strict compliance with minimum safety standards and protocols.

For the duration of the pandemic, the government placed certain provinces, Highly Urbanized Cities, or HUCs, and independent component cities, or ICCs, on varying levels of community quarantine (i.e. ECQ, MECQ, generral community quarantine).

On September 15, 2020, Republic Act No. 11494 or the “Bayanihan to Recover As One Act” took effect, providing for COVID-19 response and recovery interventions and providing mechanisms to accelerate the recovery and bolster the resiliency of the Philippine economy, providing funds therefore and for other purposes. Apart from authorizing the President to exercise powers necessary to undertake certain COVID-19 response and recovery interventions, Republic Act No. 11494 also affirmed the existence of a continuing national emergency, in view of unabated spread of the COVID-19 virus and the ensuing economic disruption therefrom.

On September 16, 2020, Presidential Proclamation No. 1021 was issued, extending the State of Calamity throughout the Philippines due to COVID-19 for a period of one-year effective September 13, 2020 to September 12, 2021.

On September 3, 2021, the IATF approved the shift in the policy in classifying provinces, HUCs, and ICCs for

F-10


 

purposes of community quarantine, wherein the new classification framework focuses on the imposition of granular lockdown measures and having an alert-level system (alert level 1 to 4), with each alert level limiting restrictions only to identified high-risk activities. The National Capital Region was designated as the pilot area of implementation, effective September 16, 2021. Effective October 20, 2021, the pilot area of implementation of the alert level systems was expanded to selected provinces, HUCs and ICCs outside of NCR. On November 11, 2021, the President issued Executive Order No. 151, Series of 2021, approving the nationwide implementation of the Alert Level System for COVID-19 Response. On March 24, 2022, the IATF, through IATF Resolution No. 165, Series of 2022, adopted the policy of including component cities and municipalities in the Alert Level System for purposes of alert level classification.

On September 12, 2022, President Ferdinand Marcos, Jr. issued Proclamation No. 57, Series of 2022, further extending the declared state of calamity due to COVID-19 throughout the Philippines, effective September 13, 2022 to December 31, 2022. On the same date, the Office of the President of the Philippines, through the Executive Secretary, issued Executive Order No. 3, Series of 2022, which, allowed the voluntary wearing of face masks in open spaces and non-crowded outdoor areas with good ventilation provided that not-fully vaccinated individuals, senior citizens and immunocompromised individuals are highly encouraged to wear their masks, and physical distancing will be observed at all times. Said Executive Order also provided that face masks shall continue to be worn in indoor private or public establishments, including in public transportation by land, air, or sea, and in outdoor settings where physical distancing cannot be maintained.

On October 28, 2022, Executive Order No. 7, Series of 2022, was issued, repealing Executive Order No. 3, Series of 2022. Executive Order No. 7, Series of 2022, provided that the wearing of face masks in indoor and outdoor settings shall be voluntary except in certain settings and that mask wearing was still encouraged for certain individuals. It also provided that the minimum public health standards to effectively prevent and minimize the spread of COVID-19 in the country shall continue to be implemented.

These and other measures have affected and caused disruption to businesses and economic activities, and their impacts on businesses continue to evolve. See Note 2 – Summary of Significant Accounting Policies – Leases – COVID-19 Related Rent Concessions, Note 3 – Estimating allowance for expected credit losses, Note 5 – Income and expenses – Contract balances and Note 10 – Leases.

Precautionary measures at our stores such as provision for foot bath, regular sanitization and disinfection, temperature check, wearing of face masks, installation of commercial-grade air filters, and other observance of social distancing are in place. PLDT Home rolled out Call to Apply service, a virtual and convenient way to apply for a PLDT Home service, transact and talk to any PLDT Sales and Service Centers representatives, as well as the QR codes that directed customers to an online service application platform. In cases where our service teams need to enter customers’ homes or business premises, we have equipped them with protective gear such as face masks and gloves. Members of our service teams have also been trained in the proper health protocols for before, during, and after site visits, including maintaining proper social distances with customers at all times.

We have taken steps to minimize the risk of exposure of our employees to the COVID-19 disease. We have also rolled-out the vaccination program, which also covers booster doses, for our employees and their dependents and household members who were enrolled in the program.

On July 21, 2023, Proclamation No. 297, Series of 2023, was signed, lifting the State of Public Health Emergency throughout the Philippines due to COVID-19. All prior Orders, Memoranda, and issuances that were effective only during the State of Public Health Emergency are deemed withdrawn, revoked or cancelled and no longer in effect.

Total expenses related to our COVID-19 measures amounted to nil and Php354 million for the six months ended June 30, 2023 and 2022, respectively.

F-11


 

Sun Prepaid Rebranding to Smart Prepaid

On October 21, 2020, Smart and DMPI entered into a Rebranding Agreement wherein Sun Prepaid subscribers were rebranded as Smart Prepaid subscribers. The brand consolidation under Smart aims to capitalize on Smart’s robust mobile data network to provide superior mobile data experience to all Sun subscribers and achieve cost efficiency in brand management. As a result of the rebranding, PLDT reassessed the useful life of the Sun Trademark arising from the acquisition of Digitel in 2011 amounting to Php4,505 million. The Sun Trademark, which had been previously projected to be of continued use and accordingly estimated to be with indefinite life, was fully amortized as at July 2021.

Post-rebranding, the ownership of Sun Prepaid subscribers remains under DMPI. Under the terms of the agreement, Smart will settle a fixed fee representing DMPI’s proportionate share on the distributed subscriber revenues. This transaction was eliminated in our consolidated financial statements.

On April 25, 2022, the Sun Postpaid subscribers were also rebranded to Smart Postpaid subscribers. This aims to provide a better postpaid experience, access to the fastest mobile data network, bigger packages and the latest devices to all Sun subscribers.

See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Estimating useful lives of intangible assets with finite lives.

Loss of Control of PLDT over PG1

On February 28, 2022, PLDT signed a of Deed of Assignment under which investors led by Philex Mining Corporation, Metro Pacific Corporation, or MPIC, and Roxas Holdings, Inc. separately acquired a total of Php44.7 million worth of equity interest of PG1 from PLDT. In addition, PG1 appointed a new director bringing the total number of directors to nine. As a result, PLDT’s ownership was diluted from 65.3% to 47.6% and retained four out of nine total board seats which resulted in a loss of control. Consequently, PLDT accounted for its remaining interest in PG1 as an investment in associate. A gain on deconsolidation amounting to Php376.7 million was recognized as part of "Other Income (Expenses) Net" in our consolidated income statement for the year ended December 31, 2022. See Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Investment in PG1.

Investment of PGIH in PCEV

On March 22, 2022, the PGIH Board of Directors approved the investment of US$20 million in the common stock of PCEV at a subscription price of Php13 thousand per share to participate in the growth of the Voyager business.

On April 11, 2022, PGIH remitted US$20 million, or Php1,031 million, to PCEV as deposit for future subscription pending the application of PCEV for capital increase with the Philippine SEC.

Investment in Class C Convertible Preference Shares in Voyager Innovations Holdings Pte. Ltd., or VIH

On April 7, 2022, PCEV participated in the new round of fundraise for VIH amounting to US$62 million. Leading the round was the new investor SIG Venture Capital. Also participating in the round were the other existing shareholders Kohlberg Krans Roberts & Co., Inc., or KKR, Tencent Holdings Limited, or Tencent, International Finance Corporation, or IFC, IFC EAF and IFC Financial Institutions Growth Fund, as well as new investors including Singapore-based global investor EDBI and investment holding company, First Pacific. Thereafter, PCEV’s ownership in VIH was diluted from 38.45% to 36.82%.

VIH raised US$210 million in new funds propelling VIH’s valuation to nearly US$1.4 billion. VIH used the fresh funds to support the launch and acceleration of digital banking services powered by Maya Bank and other new services such as crypto, to be seamlessly integrated and offered across Maya’s consumer and enterprise platforms.

F-12


 

On August 12, 2022, a new investor signed a subscription agreement with VIH resulting in further dilution of PCEV's equity interest from 36.82% to 36.63%. See related disclosures on gain on dilution on Note 5 – Other Income (Expenses).

Smart Broadband, Inc.’s Franchise Extended for another 25 Years

On April 8, 2022, the Philippine President approved Republic Act No. 11678, an act renewing for another 25 years the franchise granted to SBI. This allows SBI to continue constructing, installing, establishing, maintaining, leasing and operating wire and/or wireless telecommunication systems throughout the Philippines. SBI’s original franchise under Republic Act No. 8337 expired on November 11, 2022, and the renewal for another 25 years will expire on November 11, 2047.

Acquisition of Additional Interest in Multisys Technologies Corporation, or Multisys

On July 29, 2022, PGIH acquired additional 227 common shares of Multisys from the existing holder, representing a 4.99% interest, for a total consideration of Php248 million, of which Php100 million was paid on the same day. In August 2022, PGIH paid Php136 million of the balance of consideration. The remaining balance of Php12 million is still outstanding as at June 30, 2023. As of and following this acquisition, PGIH owns 2,307 common shares representing 50.72% equity interest in Multisys, which is considered a controlling interest, and in accordance with the Restated Shareholders’ Agreement that the parties signed on the same date, PGIH is entitled to nominate three out of the five directors in Multisys who shall manage and control the operation of Mutisys. Consequently, the results of operations and financial position of Multisys are consolidated with the PLDT Group starting in the fourth quarter of 2022.

See Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Acquisition of Additional Interest in Multisys/Business Combination.

Proposed Acquisition of Sky Cable Corporation, or Sky Cable

On March 16, 2023, PLDT entered into a Sale and Purchase Agreement with Sky Vision Corporation, ABS-CBN Corporation and Lopez, Inc. for the proposed acquisition by PLDT of 100% of Sky Cable Corporations’ total issued and outstanding capital stock, for the aggregate purchase price of Php6,750 million subject for any adjustment in accordance with the provisions in the Sale and Purchase Agreement. The closing of the transaction shall be subject to compliance with certain conditions precedent which include, among others, the termination or cessation of operations by Sky Cable of its PayTV and cable business, obtaining all applicable government approvals and clearances, obtaining all required consents and corporate actions. On closing, PLDT will pay the purchase price for 100% of Sky Cable's shares.

On March 28, 2023, PLDT filed a notice with the Philippine Competition Commission, or PCC, regarding the purchase of Sky Cable’s broadband business.

Discontinued Operations

In 2022, ePLDT was in discussion to wind down certain of its subsidiaries. For the business exit plan, a cross functional team was created composed of employees and leaders from ePLDT and subsidiaries. The winding down of the business started in 2022 and is expected to be completed in 2023. Consequently, the operations of the discontinued ePLDT subsidiaries were classified as discontinued operations.

The results of the operations of the discontinued ePLDT subsidiaries, net of intercompany transactions, for the six months ended June 30, 2023 and 2022 are as follows:

 

F-13


 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Revenues

 

 

99

 

 

 

579

 

Expenses:

 

 

 

 

 

 

Compensation and employee benefits

 

 

116

 

 

 

249

 

Depreciation and amortization (Notes 3, 9 and 10)

 

 

16

 

 

 

42

 

Repairs and maintenance

 

 

10

 

 

 

40

 

Taxes and licenses

 

 

5

 

 

 

8

 

Professional and other contracted services

 

 

4

 

 

 

8

 

Cost of services

 

 

3

 

 

 

258

 

Insurance and security services

 

 

3

 

 

 

6

 

Communication, training and travel

 

 

2

 

 

 

6

 

Selling and promotions

 

 

 

 

 

9

 

Asset impairment

 

 

 

 

 

5

 

Rent

 

 

 

 

 

(6

)

Miscellaneous operating income (expenses)

 

 

(5

)

 

 

4

 

 

 

 

154

 

 

 

629

 

Net operating loss

 

 

(55

)

 

 

(50

)

 

 

 

 

 

 

 

Other income (expenses):

 

 

 

 

 

 

Foreign exchange gains – net

 

 

3

 

 

 

1

 

Interest income

 

 

1

 

 

 

 

Financing costs

 

 

(1

)

 

 

(6

)

Others

 

 

23

 

 

 

1

 

 

 

 

26

 

 

 

(4

)

Loss before income tax from discontinued operations

 

 

(29

)

 

 

(54

)

Provision for income tax (Notes 3 and 7)

 

 

 

 

 

(7

)

Loss after tax from discontinued operations (Note 8)

 

 

(29

)

 

 

(61

)

Loss per share (Note 8):

 

 

 

 

 

 

Basic – Income from discontinued operations

 

 

(0.13

)

 

 

(0.28

)

Diluted – Income from discontinued operations

 

 

(0.13

)

 

 

(0.28

)

ePLDT is in the process of determining the disposal of the remaining assets of the discontinued ePLDT subsidiaries, whether to repurpose the assets or to dispose by sale. As at June 30, 2023 and December 31, 2022, below are the assets and liabilities of the discontinued ePLDT subsidiaries, net of intercompany transactions, which are included in our consolidated statements of financial position:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Assets:

 

 

 

 

 

 

Property and equipment (Notes 3 and 10)

 

 

5

 

 

 

11

 

Right-of-use assets (Notes 3 and 10)

 

 

62

 

 

 

77

 

Deferred income tax assets – net (Note 7)

 

 

1

 

 

 

1

 

Goodwill and intangible assets

 

 

56

 

 

 

56

 

Other financial assets – net of current portion

 

 

17

 

 

 

15

 

Cash and cash equivalents

 

 

210

 

 

 

240

 

Short-term investments

 

 

9

 

 

 

9

 

Other assets

 

 

175

 

 

 

326

 

 

 

 

535

 

 

 

735

 

Liabilities

 

 

 

 

 

 

Lease liabilities – net of current portion (Notes 3 and 10)

 

 

3

 

 

 

32

 

Accounts payable

 

 

86

 

 

 

108

 

Accrued expenses and other current liabilities

 

 

317

 

 

 

498

 

Current portion of lease liabilities

 

 

57

 

 

 

78

 

Other liabilities

 

 

4

 

 

 

24

 

Income tax payable

 

 

4

 

 

 

4

 

 

 

 

471

 

 

 

744

 

Net assets (liabilities) directly associated with disposal group

 

 

64

 

 

 

(9

)

 

F-14


 

The net cash flows generated by the discontinued ePLDT subsidiaries, net of intercompany transactions for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Operating activities

 

 

(20

)

 

 

(70

)

Investing activities

 

 

14

 

 

 

(5

)

Financing activities

 

 

(31

)

 

 

(34

)

Net effect of foreign exchange rate changes on cash and cash equivalents

 

 

7

 

 

 

1

 

Net cash outflow

 

 

(30

)

 

 

(108

)

Amended Standards

The accounting policies adopted are consistent with those of the previous financial year, except that we have adopted the following amended standards starting January 1, 2023.

Amendments to Presentation of Financial Statements and PFRS Practice Statement 2, Making Materiality Judgements, Disclosure of Accounting Policies

The amendments provide guidance and examples to help entities apply materiality judgements to accounting policy disclosures. The amendments aim to help entities provide accounting policy disclosures that are more useful by:

a.
Replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies; and
b.
Adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.

We are currently assessing the impact of the amendments to our disclosures on accounting policies.

Amendments to PAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, Definition of Accounting Estimates

The amendments introduce a new definition of accounting estimates and clarify the distinction between changes in accounting estimates and changes in accounting policies and the correction of errors. Also, the amendments clarify that the effects on an accounting estimate of a change in an input or a change in a measurement technique are changes in accounting estimates if they do not result from the correction of prior period errors.

The amendments will have no significant impact on our consolidated financial statements.

Amendments to PAS 12, Income Taxes, Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction

The amendments narrow the scope of the initial recognition exception under PAS 12, so that it no longer applies to transactions that give rise to equal taxable and deductible temporary differences.

The amendments also clarify that where payments that settle a liability are deductible for tax purposes, it is a matter of judgement (having considered the applicable tax law) whether such deductions are attributable for tax purposes to the liability recognized in the financial statements (and interest expense) or to the related asset component (and interest expense).

The amendments will have no impact on our consolidated financial statements.

F-15


 

Summary of Significant Accounting Policies

The following is the summary of significant accounting policies we applied in preparing our consolidated financial statements. These policies have been consistently applied to all the years presented, unless otherwise stated.

Business Combinations and Goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value, and the amount of any noncontrolling interest in the acquiree. For each business combination, we elect whether to measure the components of the noncontrolling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred and included in selling, general and administrative expenses.

When we acquire a business, we assess the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, the previously held equity interest is remeasured at its acquisition date fair value and any resulting gain or loss is recognized in profit or loss. The fair value of previously held equity interest is then included in the amount of total consideration transferred.

Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Contingent consideration that is classified as equity is not remeasured and subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability that is a financial instrument within the scope of PFRS 9 is measured at fair value with the changes in fair value recognized in profit or loss. In accordance with PFRS 9, other contingent consideration that is not within the scope of PFRS 9 is measured at fair value at each reporting date with changes in fair value recognized in profit or loss.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for noncontrolling interests and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, we reassess whether we correctly identified all of the assets acquired and all of the liabilities assumed and review the procedures used to measure the amounts to be recognized at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain on a bargain purchase is recognized in profit or loss.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, we report in our consolidated financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, which is no longer than one year from the acquisition date, the provisional amounts recognized at acquisition date are retrospectively adjusted to reflect new information obtained about facts and circumstances that existed as of the acquisition date and, if known, would have affected the measurement of the amounts recognized as of that date. During the measurement period, we also recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date and, if known, would have resulted in the recognition of those assets and liabilities as of that date.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of our cash-generating units, or CGUs, that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

Where goodwill acquired in a business combination has yet to be allocated to identifiable CGUs because the initial accounting is incomplete, such provisional goodwill is not tested for impairment unless indicators of impairment exist and we can reliably allocate the carrying amount of goodwill to a CGU or group of CGUs that are expected to benefit from the synergies of the business combination.

F-16


 

Where goodwill has been allocated to a CGU and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative values of the disposed operation and the portion of the CGU retained.

Investments in Associates

An associate is an entity in which we have significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control of those policies. The existence of significant influence is presumed to exist when we hold 20% or more, but less than 50% of the voting power of another entity. Significant influence is also exemplified when we have one or more of the following: (a) a representation on the board of directors or the equivalent governing body of the investee; (b) participation in policy-making processes, including participation in decisions about dividends or other distributions; (c) material transactions with the investee; (d) interchange of managerial personnel with the investee; or (e) provision of essential technical information.

Investments in associates are accounted for using the equity method of accounting and are initially recognized at cost. The cost of the investments includes directly attributable transaction costs. The details of our investments in associates are disclosed in Note 11 – Investments in Associates and Joint Ventures – Investments in Associates.

Under the equity method, an investment in an associate is carried at cost plus post acquisition changes in our share of net assets of the associate. Goodwill relating to an associate is included in the carrying amount of the investment and is not amortized nor individually tested for impairment. Our consolidated income statements reflect our share in the financial performance of our associates. Where there has been a change recognized directly in the equity of the associate, we recognize our share in such change and disclose this, when applicable, in our consolidated statement of comprehensive income and consolidated statement of changes in equity. Unrealized gains and losses resulting from our transactions with and among our associates are eliminated to the extent of our interests in those associates.

Our share in the profits or losses of our associates is included under “Other income (expenses)” in our consolidated income statement. This is the profit or loss attributable to equity holders of the associate and therefore is profit or loss after tax and net of noncontrolling interest in the subsidiaries of the associate.

When our share of losses exceeds our interest in an associate, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that we have an obligation or have made payments on behalf of the investee.

Our reporting dates and that of our associates are identical and our associates’ accounting policies conform to those used by us for like transactions and events in similar circumstances. When necessary, adjustments are made to bring such accounting policies in line with our policies.

After application of the equity method, we determine whether it is necessary to recognize an additional impairment loss on our investments in associates. We determine at the end of each reporting period whether there is any objective evidence that our investment in associate is impaired. If this is the case, we calculate the amount of impairment as the difference between the recoverable amount of our investment in the associate and its carrying value and recognize the amount in our consolidated income statements.

Upon loss of significant influence over the associate, we measure and recognize any retained investment at its fair value. Any difference between the carrying amounts of our investment in the associate upon loss of significant influence and the fair value of the remaining investment and proceeds from disposal is recognized in our consolidated financial statements.

F-17


 

Joint Arrangements

Joint arrangements are arrangements with respect to which we have joint control, established by contracts requiring unanimous consent from the parties sharing control for decisions about the activities that significantly affect the arrangements’ returns. They are classified and accounted for as follows:

Joint operation – when we have rights to the assets, and obligations for the liabilities, relating to an arrangement, we account for each of our assets, liabilities and transactions, including our share of those held or incurred jointly, in relation to the joint operation in accordance with the PFRS applicable to the particular assets, liabilities and transactions.
Joint venture – when we have rights only to the net assets of the arrangements, we account for our interest using the equity method, the same as our accounting for investments in associates.

The financial statements of the joint venture are prepared for the same reporting period as our consolidated financial statements. Where necessary, adjustments are made to bring the accounting policies of the joint venture in line with our policies. The details of our investments in joint ventures are disclosed in Note 11 – Investments in Associates and Joint Ventures – Investments in Joint Ventures.

Adjustments are made in our consolidated financial statements to eliminate our share of unrealized gains and losses on transactions between us and our joint venture. Our investment in the joint venture is carried at equity method until the date on which we cease to have joint control over the joint venture.

Upon loss of joint control over the joint venture, we measure and recognize our retained investment at fair value. Any difference between the carrying amount of the former joint venture upon loss of joint control and the fair value of the remaining investment and proceeds from disposal is recognized in profit or loss. When the remaining investment constitutes significant influence, it is accounted for as an investment in an associate with no remeasurement.

Current Versus Noncurrent Classifications

We present assets and liabilities in our consolidated statements of financial position based on current or noncurrent classification.

An asset is current when it is:

Expected to be realized or intended to be sold or consumed in the normal operating cycle;
Held primarily for the purpose of trading;
Expected to be realized within twelve months after the reporting period; or
Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as noncurrent.

A liability is current when:

It is expected to be settled in the normal operating cycle;
It is held primarily for the purpose of trading;
It is due to be settled within twelve months after the reporting period; or
There is no unconditional right to defer the settlement of the liability for at least twelve months after the period.

The terms of the liquidity that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

All other liabilities are classified as noncurrent.

F-18


 

Deferred income tax assets and liabilities are classified as noncurrent assets and liabilities, respectively.

Foreign Currency Transactions and Translations

Our consolidated financial statements are presented in Philippine Peso, which is also the Parent Company’s functional currency. The Philippine Peso is the currency of the primary economic environment in which we operate. This is also the currency that mainly influences the revenue from and cost of rendering products and services. Each entity in our Group determines its own functional currency and items included in the separate financial statements of each entity are measured using that functional currency.

The functional and presentation currency of the entities under the PLDT Group (except for the subsidiaries discussed below) is the Philippine Peso.

Transactions in foreign currencies are initially recorded by entities under our Group at the respective functional currency rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rate of exchange prevailing at the end of the reporting period. All differences arising on settlement or translation of monetary items are recognized in our consolidated income statement except for foreign exchange differences that qualify as capitalizable borrowing costs for qualifying assets. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The gain or loss arising from transactions of non-monetary items measured at fair value is treated in line with the recognition of this gain or loss on the change in fair value of the items (i.e., translation differences on items whose fair value gain or loss is recognized in other comprehensive income or profit or loss are also recognized in other comprehensive income or profit or loss, respectively).

The functional currency of the FECL Group, PLDT Global and certain of its subsidiaries, PGNL and certain of its subsidiaries and Chikka and certain of its subsidiaries is the U.S. Dollar; the functional currency of Chikka Pte. Ltd., or CPL, and ABM Global Solutions Pte. Ltd., or AGSPL, is the Singaporean Dollar; the functional currency of PT Advance Business Microsystems Global Solutions, or AGS Indonesia, is the Indonesian Rupiah; and the functional currency of PLDT Malaysia Sdn Bhd is the Malaysian Ringgit. As at the reporting date, the assets and liabilities of these subsidiaries are translated into Philippine Peso at the rate of exchange prevailing at the end of the reporting period, and income and expenses of these subsidiaries are translated monthly using the weighted average exchange rate for the month. The exchange differences arising on translation are recognized as a separate component of other comprehensive income as cumulative translation adjustments. Upon disposal of these subsidiaries, the amount of deferred cumulative translation adjustments recognized in other comprehensive income relating to subsidiaries is recognized in our consolidated income statement.

When there is a change in an entity’s functional currency, the entity applies the translation procedures applicable to the new functional currency prospectively from the date of the change. The entity translates all assets and liabilities into the new functional currency using the exchange rate at the date of the change. The resulting translated amounts for non-monetary items are treated as the new historical cost. Exchange differences arising from the translation of a foreign operation previously recognized in other comprehensive income are not reclassified from equity to profit or loss until the disposal of the operation.

Foreign exchange gains or losses of the Parent Company and our Philippine-based subsidiaries are treated as taxable income or deductible expenses in the period such exchange gains or losses are realized.

Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign operation and translated at the closing rate as at reporting date.

Assets Classified as Held-for-Sale

We classify assets as held-for-sale if their carrying amounts will be recovered principally through a sale transaction rather than through continuing use. Assets classified as held-for-sale are measured at the lower of their carrying amount and fair value less costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset (disposal group), excluding finance costs and income tax expense.

F-19


 

The criteria for held for sale classification is regarded as met only when the sale is highly probable, and the asset is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from the date of the classification.

Property, plant and equipment and intangible assets are not depreciated or amortized once classified as held -or-sale.

Assets and liabilities classified as held for sale are presented separately as current items in the consolidated statement of financial position.

Additional disclosures are provided in Note 9 – Property and Equipment – Sale and Leaseback of Telecom Towers and Note 10 – Leases. All other notes to the financial statements include amounts for continuing operations, unless indicated otherwise.

Financial Instruments

Financial Instruments – Initial recognition and subsequent measurement

Classification of financial assets

Financial assets are classified in their entirety based on the contractual cash flows characteristics of the financial assets and our business model for managing the financial assets. We classify our financial assets into the following measurement categories:

Financial assets measured at amortized cost;
Financial assets measured at FVPL;
Financial assets measured at financial instruments at fair value through other comprehensive income, or FVOCI, where cumulative gains or losses previously recognized are reclassified to profit or loss; and
Financial assets measured at FVOCI, where cumulative gains or losses previously recognized are not reclassified to profit or loss.

Contractual cash flows characteristics

In order for us to identify the measurement of our debt financial assets, a solely payments of principal and interest, or SPPI, test needs to be initially performed in order to determine whether the contractual terms of the financial asset gives rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Once a debt financial asset passed the SPPI test, business model assessment, which identifies our objective of holding the financial assets – hold to collect or hold to collect and sell, will be performed. Otherwise, if the debt financial asset failed the test, such will be measured at FVPL.

In making the assessment, we determine whether the contractual cash flows are consistent with a basic lending arrangement, i.e., interest includes consideration only for the time value of money, credit risk and other basic lending risks and costs associated with holding the financial asset for a particular period of time. In addition, interest can include a profit margin that is consistent with a basic lending arrangement. The assessment as to whether the cash flows meet the SPPI test is made in the currency in which the financial asset is denominated. Any other contractual terms that introduce exposure to risks or volatility in the contractual cash flows that is unrelated to a basic lending arrangement, such as exposure to changes in equity prices or commodity prices, do not give rise to contractual cash flows that are solely payments of principal and interest on the principal amount outstanding.

Business model

F-20


 

Our business model is determined at a level that reflects how groups of financial assets are managed together to achieve a particular business objective. Our business model does not depend on management’s intentions for an individual instrument.

Our business model refers to how we manage our financial assets in order to generate cash flows. Our business model determines whether cash flows will result from collecting contractual cash flows, collecting contractual cash flows and selling financial assets or neither.

Financial assets at amortized cost

A financial asset is measured at amortized cost if: (i) it is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. These financial assets are initially recognized at fair value plus directly attributable transaction costs and subsequently measured at amortized cost using the effective interest rate, or EIR, method, less any impairment in value. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees and costs that are an integral part of the EIR. The amortization is included in ‘Other income (expenses) – net’ in our consolidated income statements and is calculated by applying the EIR to the gross carrying amount of the financial asset, except for (i) purchased or originated credit-impaired financial assets and (ii) financial assets that have subsequently become credit-impaired, where, in both cases, the EIR is applied to the amortized cost of the financial asset. Losses arising from impairment are recognized in ‘Asset impairment’ in our consolidated income statements.

Our financial assets at amortized cost include debt instruments at amortized cost, cash and cash equivalents, portions of short-term investments, trade and other receivables, and portions of other financial assets as at June 30, 2023 and December 31, 2022. See Note 12 – Debt Instruments at Amortized Cost, Note 15 – Cash and Cash Equivalents, Note 16 – Trade and Other Receivables and Note 27 – Financial Assets and Liabilities.

Financial assets at FVOCI (debt instruments)

A financial asset is measured at FVOCI if: (i) it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and (ii) its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. These financial assets are initially recognized at fair value plus directly attributable transaction costs and subsequently measured at fair value. Gains and losses arising from changes in fair value are included in other comprehensive income within a separate component of equity. Impairment losses or reversals, interest income and foreign exchange gains and losses are recognized in profit and loss. Upon derecognition, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss. This reflects the gain or loss that would have been recognized in profit or loss upon derecognition if the financial asset had been measured at amortized cost. Impairment is measured based on the expected credit loss, or ECL, model.

As at June 30, 2023 and December 31, 2022, there were no financial assets at FVOCI (debt instruments) with recycling of cumulative gains or losses.

Financial assets at FVPL

Financial assets at FVPL are measured at fair value. Included in this classification are derivative financial assets, equity investments held for trading and debt instruments with contractual terms that do not represent solely payments of principal and interest. Financial assets held at FVPL are initially recognized at fair value, with transaction costs recognized in our consolidated income statements as incurred. Subsequently, they are measured at fair value and any gains or losses are recognized in our consolidated income statements.

Additionally, even if the asset meets the amortized cost or the FVOCI criteria, we may choose at initial recognition to designate the financial asset at FVPL if doing so eliminates or significantly reduces a measurement or recognition inconsistency (an accounting mismatch) that would otherwise arise from measuring financial assets on a different basis.

F-21


 

Trading gains or losses are calculated based on the results arising from trading activities of the PLDT Group, including all gains and losses from changes in fair value for financial assets and financial liabilities at FVPL, and the gains or losses from disposal of financial investments.

Our financial assets at FVPL include portions of short-term investments, derivative financial assets, equity investments and redemption trust fund as at June 30, 2023 and December 31, 2022. See Note 27 – Financial Assets and Liabilities.

Classification of financial liabilities

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

Financial liabilities are subsequently measured at amortized cost, except for the following:

Financial liabilities measured at FVPL;
Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when we retain continuing involvement;
Financial guarantee contracts;
Commitments to provide a loan at a below-market interest rate; and
Contingent consideration recognized by an acquirer in accordance with PFRS 3.

A financial liability may be designated at FVPL if it eliminates or significantly reduces a measurement or recognition inconsistency (an accounting mismatch) or:

If a host contract contains one or more embedded derivatives; or
If a group of financial liabilities or financial assets and liabilities is managed and its performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Where a financial liability is designated at FVPL, the movement in fair value attributable to changes in our own credit quality is calculated by determining the changes in credit spreads above observable market interest rates and is presented separately in other comprehensive income.

Our financial liabilities at FVPL include derivative financial liabilities and liability from redemption of preferred stock as at June 30, 2023 and December 31, 2022. See Note 19 – Equity – Redemption of Preferred Stock, Note 23 – Accrued Expenses and Other Current Liabilities and Note 27 – Financial Assets and Liabilities.

Our other financial liabilities include interest-bearing financial liabilities, lease liabilities, customers’ deposits, dividends payable, certain accounts payable and certain accrued expenses and other current liabilities and certain deferred credits and other noncurrent liabilities, (except for statutory payables) as at June 30, 2023 and December 31, 2022. See Note 10 – Leases, Note 20 – Interest-bearing Financial Liabilities, Note 21 – Deferred Credits and Other Noncurrent Liabilities, Note 22 – Accounts Payable, Note 23 – Accrued Expenses and Other Current Liabilities and Note 27 – Financial Assets and Liabilities.

F-22


 

Reclassifications of financial instruments

We reclassify our financial assets when, and only when, there is a change in the business model for managing the financial assets. Reclassifications shall be applied prospectively and any previously recognized gains, losses or interest shall not be restated. We do not reclassify our financial liabilities.

We do not reclassify our financial assets when:

A financial asset that was previously a designated and effective hedging instrument in a cash flow hedge or net investment hedge no longer qualifies as such;
A financial asset becomes a designated and effective hedging instrument in a cash flow hedge or net investment hedge; and
There is a change in measurement on credit exposures measured at FVPL.

Offsetting of Financial Instruments

Financial assets and liabilities are offset, and the net amount is reported in the consolidated statements of financial position if, and only if, there is a currently enforceable legal right to offset the recognized amounts; and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously. We assess that it has a currently enforceable right of offset if the right is not contingent on a future event and is legally enforceable in the normal course of business, event of default, and event of insolvency or bankruptcy of the Group and all of the counterparties.

Impairment of Financial Assets

We recognize ECL for debt instruments that are measured at amortized cost and FVOCI.

No ECL is recognized on financial assets at FVPL.

ECLs are measured in a way that reflects the following:

An unbiased and probability-weighted amount that is determined by evaluating a range of possible outcomes;
The time value of money; and
Reasonable and supportable information that is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions.

Financial assets migrate through the following three stages based on the change in credit quality since initial recognition:

Stage 1: 12-month ECL – not credit impaired

For credit exposures where there have not been significant increases in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of lifetime ECLs that represent the ECLs that result from default events that are possible within the 12-months after the reporting date are recognized.

Stage 2: Lifetime ECL – not credit-impaired

For credit exposures where there have been significant increases in credit risk since initial recognition on an individual or collective basis but are not credit-impaired, lifetime ECLs representing the ECLs that result from all possible default events over the expected life of the financial asset are recognized.

Stage 3: Lifetime ECL – credit-impaired

F-23


 

Financial assets are credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of those financial assets have occurred. For these credit exposures, lifetime ECLs are recognized and interest revenue is calculated by applying the credit-adjusted EIR to the amortized cost of the financial asset.

Loss Allowances

Loss allowances are recognized based on 12-month ECL for debt instruments that are assessed to have low credit risk at the reporting date. A financial asset is considered to have low credit risk if:

The financial instrument has a low risk of default;
The counterparty has a strong capacity to meet its contractual cash flow obligations in the near term; and
Adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the counterparty to fulfill its contractual cash flow obligations.

We consider a debt instrument to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘investment grade’, or when the exposure is less than 30 days past due.

The loss allowances recognized in the period is impacted by a variety of factors, as described below:

Transfers between Stage 1 and Stage 2 and 3 due to the financial instruments experiencing significant increases (or decreases) of credit risk or becoming credit-impaired in the period, and the consequent “step up” (or “step down”) between 12-month and lifetime ECL;
Additional allowances for new financial instruments recognized during the period, as well as releases for financial instruments derecognized in the period;
Impact on the measurement of ECL due to changes in probability of defaults, or PDs, loss given defaults, or LGDs, and exposure at defaults, or EADs, in the period, arising from regular refreshing of inputs to models;
Impacts on the measurement of ECL due to changes made to models and assumptions;
Unwinding of discount within ECL due to passage of time, as ECL is measured on a present value basis; and
Financial assets derecognized during the period and write-offs of allowances related to assets that were written off during the period.

Write-off Policy

We write-off a financial asset measured at amortized cost, in whole or in part, when the asset is considered uncollectible, and we have exhausted all practical recovery efforts and concluded that we have no reasonable expectations of recovering the financial asset in its entirety or a portion thereof. We write-off an account when all of the following conditions are met:

The asset is in past due for over 90 days, or is already an item-in-litigation with any of the following:
a)
No properties of the counterparty could be attached
b)
The whereabouts of the client cannot be located
c)
It would be more expensive for the Group to follow-up and collect the amount, hence we have ceased enforcement activity, and
d)
Collections can no longer be made due to insolvency or bankruptcy of the counterparty;
Expanded credit arrangement is no longer possible;
Filing of legal case is not possible; and
The account has been classified as ‘Loss’.

F-24


 

Simplified Approach

The simplified approach, where changes in credit risk are not tracked and loss allowances are measured at amounts equal to lifetime ECL, is applied to ‘Trade and other receivables’ and ‘Contract assets’. We have established a provision matrix for billed trade receivables and a vintage analysis for contract assets and unbilled trade receivables that is based on historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

Derecognition of Financial Assets and Liabilities

Financial assets

A financial asset (or where applicable as part of a financial asset or part of a group of similar financial assets) is primarily derecognized when: (1) the right to receive cash flows from the asset has expired; or (2) we have transferred the right to receive cash flows from the asset or have assumed an obligation to pay the received cash flows in full without material delay to a third party under a “pass-through” arrangement; and either: (a) we have transferred substantially all the risks and rewards of the asset; or (b) we have neither transferred nor retained substantially all the risks and rewards of the asset, but have transferred control of the asset.

When we have transferred the right to receive cash flows from an asset or have entered into a “pass-through” arrangement and have neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, a new asset is recognized to the extent of our continuing involvement in the asset.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that we could be required to repay.

When continuing involvement takes the form of a written and/or purchased option (including a cash-settled option or similar provision) on the transferred asset, the extent of our continuing involvement is the amount of the transferred asset that we may repurchase, except that in the case of a written put option (including a cash-settled option or similar provision) on an asset measured at fair value, the extent of our continuing involvement is limited to the lower of the fair value of the transferred asset and the option exercise price.

Financial liabilities

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or has expired.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the carrying amount of a financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in consolidated income statement.

The financial liability is also derecognized when equity instruments are issued to extinguish all or part of the financial liability. The equity instruments issued are recognized at fair value if it can be reliably measured, otherwise, it is recognized at the fair value of the financial liability extinguished. Any difference between the fair value of the equity instruments issued and the carrying value of the financial liability extinguished is recognized in consolidated income statement.

Derivative Financial Instruments and Hedge Accounting

Initial recognition and subsequent measurement

We use derivative financial instruments, such as long-term currency swaps, foreign currency options, forward currency contracts and interest rate swaps to hedge our risks associated with foreign currency fluctuations and

F-25


 

interest rates. Such derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

The fair value of forward currency contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The fair value of long-term currency swaps, foreign currency options, forward currency contracts and interest rate swap contracts is determined using applicable valuation techniques. See Note 27 – Financial Assets and Liabilities.

Any gains or losses arising from changes in fair value on derivatives during the period that do not qualify for hedge accounting are taken directly to the “Other income (expense) – Gains (losses) on derivative financial instruments – net” in our consolidated income statements.

For the purpose of hedge accounting, hedges are classified as: (1) fair value hedges when hedging the exposure to changes in the fair value of a recognized financial asset or liability or an unrecognized firm commitment (except for foreign currency risk); or (2) cash flow hedges when hedging exposure to variability in cash flows that is either attributable to a particular risk associated with a recognized financial asset or liability, a highly probable forecast transaction or the foreign currency risk in an unrecognized firm commitment; or (3) hedges of a net investment in a foreign operation.

At the inception of a hedge relationship, we formally designate and document the hedge relationship to which we wish to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how we will assess the hedging instrument’s effectiveness in offsetting the exposure to changes in the hedged item’s fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are assessed on an on-going basis to determine that they actually have been highly effective throughout the financial reporting periods for which they are designated. In a situation when that hedged item is a forecast transaction, we assess whether the transaction is highly probable and presents an exposure to variations in cash flows that could ultimately affect our consolidated income statements.

Hedges which meet the criteria for hedge accounting are accounted for as follows:

Fair value hedges

The change in the fair value of a hedging instrument is recognized in our consolidated income statements as financing cost. The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognized in our consolidated income statements.

For fair value hedges relating to items carried at amortized cost, any adjustment to carrying value is amortized through profit or loss over the remaining term of the hedge using the EIR method. EIR amortization may begin as soon as adjustment exists and no later than when the hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged.

If the hedged item is derecognized, the unamortized fair value is recognized immediately in our consolidated income statements.

When an unrecognized firm commitment is designated as a hedged item, the subsequent cumulative change in the fair value of the firm commitment attributable to the hedged risk is recognized as an asset or liability with a corresponding gain or loss recognized in our consolidated income statements.

Cash flow hedges

The effective portion of the gain or loss on the hedging instrument is recognized in other comprehensive income, while any ineffective portion is recognized immediately in our consolidated income statements. See Note 27 – Financial Assets and Liabilities for more details.

Amounts taken to other comprehensive income are transferred to our consolidated income statement when the hedged transaction affects our consolidated income statement, such as when the hedged financial income or

F-26


 

financial expense is recognized or when a forecast transaction occurs. Where the hedged item is the cost of a non-financial asset or non-financial liability, the amounts taken to other comprehensive income are transferred to the initial carrying amount of the non-financial asset or liability.

If the forecast transaction or firm commitment is no longer expected to occur, amounts previously recognized in other comprehensive income are transferred to our consolidated income statement. If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a hedge is revoked, amounts previously recognized in other comprehensive income remain in other comprehensive income until the forecast transaction or firm commitment occurs.

We use an interest rate swap agreement to hedge our interest rate exposure and a long-term principal only-currency swap, and long-term foreign currency options agreement to hedge our foreign exchange exposure on certain outstanding loan balances. See Note 27 – Financial Assets and Liabilities.

Current versus noncurrent classification

Derivative instruments that are not designated as effective hedging instruments are classified as current or noncurrent or separated into a current and noncurrent portion based on an assessment of the facts and circumstances (i.e., the underlying contracted cash flows).

Where we expect to hold a derivative as an economic hedge (and does not apply hedge accounting) for a period beyond 12 months after the reporting date, the derivative is classified as noncurrent (or separated into current and noncurrent portions) consistent with the classification of the underlying item.

Embedded derivatives that are not closely related to the host contract are classified consistent with the cash flows of the host contract.

Derivative instruments that are designated as effective hedging instruments are classified consistently with the classification of the underlying hedged item. The derivative instrument is separated into a current portion and a noncurrent portion only if a reliable allocation can be made.

We recognize transfers into and transfers out of fair value hierarchy levels as at the date of the event or change in circumstances that caused the transfer.

Property and Equipment

Property and equipment, except for land, is stated at cost less accumulated depreciation and amortization and any accumulated impairment losses. Land is stated at cost less any impairment in value. The initial cost of property and equipment comprises its purchase price, including import duties and non-refundable purchase taxes and any directly attributable costs of bringing the property and equipment to its working condition and location for its intended use. Such cost includes the cost of replacing component parts of the property and equipment when the cost is incurred, if the recognition criteria are met. When significant parts of property and equipment are required to be replaced at intervals, we recognize such parts as individual assets with specific useful lives and depreciate them accordingly. Likewise, when a major inspection is performed, its cost is recognized in the carrying amount of the property and equipment as a replacement if the recognition criteria are satisfied. All other repairs and maintenance costs are recognized as expense as incurred. The present value of the expected cost for the decommissioning of the asset after use is included in the cost of the asset if the recognition criteria for a provision are met.

Depreciation and amortization commence once the property and equipment are available for their intended use and are calculated on a straight-line basis over the estimated useful lives of the assets. The estimated useful lives used in depreciating our property and equipment are disclosed in Note 9 – Property and Equipment.

The residual values, estimated useful lives, and methods of depreciation and amortization are reviewed at least at each financial year-end and adjusted prospectively, if appropriate.

An item of property and equipment and any significant part initially recognized are derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on

F-27


 

derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in consolidated income statement when the asset is derecognized.

Property under construction is stated at cost less any impairment in value. This includes cost of construction, plant and equipment, capitalizable borrowing costs and other direct costs associated to construction. Property under construction is not depreciated until such time that the relevant assets are completed and available for its intended use.

Property under construction is transferred to the related property and equipment when the construction or installation and related activities necessary to prepare the property and equipment for their intended use have been completed, and the property and equipment are ready for operational use.

Borrowing Costs

Borrowing costs are capitalized if they are directly attributable to the acquisition, construction or production of a qualifying asset. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. Capitalization of borrowing costs commences when the activities to prepare the asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. Capitalization of borrowing costs shall be suspended during extended periods in which it suspends active development of a qualifying asset. Borrowing costs are capitalized until the assets are substantially completed for their intended use or sale.

All other borrowing costs are expensed as incurred. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

Asset Retirement Obligations

We are legally required under various lease agreements to dismantle the installation in leased sites and restore such sites to their original condition at the end of the lease contract term. We recognize the liability measured at the present value of the estimated costs of these obligations and capitalize such costs as part of the balance of the related item of property and equipment. The amount of asset retirement obligations is accreted and such accretion is recognized as interest expense. See Note 10 – Leases and Note 21 – Deferred Credits and Other Noncurrent Liabilities.

Investment Properties

Investment properties are initially measured at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value, which reflects market conditions at the reporting date. Gains or losses arising from changes in the fair values of investment properties are included in our consolidated income statement in the period in which they arise, including the corresponding tax effect. Fair values are determined based on an amount evaluation performed by a Philippine SEC accredited external independent valuer applying a valuation model recommended by the International Valuation Standards Committee.

Investment properties are derecognized when they are disposed of or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. Any gain or loss on the retirement or disposal of an investment property is recognized in our consolidated income statement in the year of retirement or disposal.

Transfers are made to or from investment property only when there is a change in use. For a transfer from investment property to owner-occupied property, the deemed cost for subsequent accounting is the fair value at the date of change in use. If owner-occupied property becomes an investment property, we account for such property in accordance with the policy stated under property and equipment up to the date of change in use. The difference between the carrying amount of the owner-occupied property and its fair value at the date of change is accounted for as revaluation increment recognized in other comprehensive income. On subsequent disposal of the investment property, the revaluation increment recognized in other comprehensive income is transferred to retained earnings.

F-28


 

Intangible Assets

Intangible assets acquired separately are measured at cost on initial recognition. The cost of intangible assets acquired from business combinations is initially recognized at fair value on the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. The useful lives of intangible assets are assessed at the individual asset level as either finite or indefinite.

Intangible assets with finite lives are amortized over the economic useful life using the straight-line method and assessed for impairment whenever there is an indication that the intangible assets may be impaired. At the minimum, the amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in our consolidated income statements.

Intangible assets with indefinite useful lives are not amortized but are tested for impairment annually either individually or at the CGU level. The useful life of an intangible asset with an indefinite life is reviewed annually to determine whether the indefinite life assessment continues to be supportable. If not, the change in the useful life assessment from indefinite to finite is made on a prospective basis.

The estimated useful lives used in amortizing our intangible assets are disclosed in Note 14 – Goodwill and Intangible Assets.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in our consolidated income statements when the asset is derecognized.

Internally generated intangibles are not capitalized, and the related expenditures are charged against operations in the period in which the expenditures are incurred.

Inventories and Supplies

Inventories and supplies, which include cellular and landline phone units, materials, spare parts, terminal units and accessories, are valued at the lower of cost and net realizable value.

Costs incurred in bringing inventories and supplies to its present location and condition are accounted for using the weighted average cost method. Net realizable value is determined by either estimating the selling price in the ordinary course of business, less the estimated cost to sell or determining the prevailing replacement costs.

Impairment of Non-Financial Assets

We assess at each reporting period whether there is an indication that an asset may be impaired. If any indication exists, or when the annual impairment testing for an asset is required, we make an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or CGU’s fair value less costs of disposal and its value in use, or VIU. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent from those of other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing the VIU, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining the fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. Impairment losses are recognized in our consolidated income statements.

For assets, excluding goodwill and intangible assets with indefinite useful life, an assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, we make an estimate of the recoverable amount. A

F-29


 

previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. If this is the case, the carrying amount of the asset is increased to its recoverable amount. The increased amount cannot exceed the carrying amount that would have been determined, net of depreciation and amortization, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in our consolidated income statements. After such reversal, the depreciation and amortization charges are adjusted in future years to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining economic useful life.

The following assets have specific characteristics for impairment testing:

Property and equipment, right-of-use, or ROU, assets, and intangible assets with finite useful lives

For property and equipment and ROU assets, we assess for impairment on the basis of impairment indicators such as evidence of internal obsolescence or physical damage. For intangible assets with finite useful lives, we assess for impairment whenever there is an indication that the intangible assets may be impaired. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Impairment of non-financial assets, Note 9 – Property and Equipment, Note 10 – Leases and Note 14 – Goodwill and Intangible Assets for further disclosures relating to impairment of non-financial assets.

Investments in associates and joint ventures

We determine at the end of each reporting period whether there is any objective evidence that our investments in associates and joint ventures are impaired. If this is the case, the amount of impairment is calculated as the difference between the recoverable amount of the investments in associates and joint ventures, and its carrying amount. The amount of impairment loss is recognized in our consolidated income statements. See Note 11 – Investments in Associates and Joint Ventures for further disclosures relating to impairment of non-financial assets.

Goodwill

Goodwill is tested for impairment annually as at December 31 and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each CGU, or group of CGUs, to which the goodwill relates. When the recoverable amount of the CGU, or group of CGUs, is less than the carrying amount of the CGU, or group of CGUs, to which goodwill has been allocated, an impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods.

See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Impairment of non-financial assets and Note 14 – Goodwill and Intangible Assets for further disclosures relating to impairment of non-financial assets.

Intangible asset with indefinite useful life

Intangible asset with indefinite useful life is not amortized but is tested for impairment annually either individually or at the CGU level, as appropriate. We calculate the amount of impairment as being the difference between the recoverable amount of the intangible asset or the CGU, and its carrying amount and recognize the amount of impairment in our consolidated income statements. Impairment losses relating to intangible assets can be reversed in future periods.

See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Impairment of non-financial assets and Note 14 – Goodwill and Intangible Assets for further disclosures relating to impairment of non-financial assets.

Debt Instruments at Amortized Cost

F-30


 

Debt instruments at amortized cost includes investment in debt securities that consists of time deposits and government securities which are carried at amortized cost using the EIR method. Interest earned from these securities is recognized under “Other income (expenses) – net – Interest income” in our consolidated income statements.

Cash and Cash Equivalents

Cash includes cash on hand and in banks. Cash equivalents, which include temporary cash investments, are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less from the date of acquisition, and for which there is an insignificant risk of change in value.

Short-term Investments

Short-term investments are money market placements, which are highly liquid with maturities of more than three months but less than one year from the date of acquisition.

Fair Value Measurement

We measure financial instruments such as derivatives, financial assets at FVPL, assets classified as held-for-sale and non-financial assets such as investment properties and pension plan assets, at fair value at each reporting date. The fair values of investment properties are disclosed in Note 13 – Investment Properties. The fair values of the pension plan assets are disclosed in Note 25 – Pension and Other Employee Benefits. The fair values of financial instruments measured at amortized cost are disclosed in Note 27 – Financial Assets and Liabilities.

Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: (i) in the principal market for the asset or liability; or (ii) in the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible to us.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

We use valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in our consolidated financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole: (i) Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities; (ii) Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable; and (iii) Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognized in our consolidated financial statements on a recurring basis, we determine whether transfers have occurred between levels in the hierarchy by reassessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

F-31


 

We determine the policies and procedures for both recurring fair value measurement, such as investment properties and unquoted FVPL financial assets, and for non-recurring measurement, such as assets held for distribution in discontinued operation.

External valuers are involved for valuation of significant assets, such as investment properties. Involvement of external valuers is decided upon annually. Selection criteria include market knowledge, reputation, independence and whether professional standards are maintained. At each reporting date, we analyze the movements in the values of assets and liabilities which are required to be remeasured or reassessed as per our accounting policies. For this analysis, we verify the major inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant documents.

We, in conjunction with our external valuers, also compare the changes in the fair value of each asset and liability with relevant external sources to determine whether the change is reasonable. This includes a discussion of the major assumptions used in the valuations. For the purpose of fair value disclosures, we have determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

Revenues from contracts with customers

Revenue is recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration which we expect to be entitled to in exchange for those goods or services. IFRS 15 prescribes a five-step model to be followed in the recognition of revenue, wherein we take into consideration the performance obligations which we need to perform in the agreements we have entered into with our customers. Revenue is measured by allocating the transaction price, which includes variable considerations, to each performance obligation on a relative stand-alone selling price basis, taking into account contractually defined terms of payment and excluding value-added tax, or VAT, or overseas communication tax, or OCT, where applicable. Transaction prices are adjusted for the effects of a significant financing component if we expect, at contract inception, that the period between the transfer of the promised goods or services to the customer and when the customer pays for that good or service will be more than one year.

When allocating the total contract transaction price to identified performance obligations, a portion of the total transaction price may relate to service performance obligations which were not satisfied or are partially satisfied as of end of the reporting period. In determining the transaction price allocated, we do not include nonrecurring charges and estimates for usage, nor do we consider arrangements with an original expected duration of one year or less.

When determining our performance obligations, we assess our revenue arrangements against specific criteria to determine if we are acting as principal or agent. We consider both the legal form and the substance of our agreement, to determine each party’s respective roles in the agreement. We are a principal and record revenue on a gross basis if we control the promised goods or services before transferring them or rendering those to the customer. However, if our role is only to arrange for another entity to provide the goods or services, then we are an agent and will need to record revenue at the net amount that we retain for our agency services.

The disclosures of significant accounting judgments, estimates and assumptions relating to revenues from contracts with customers are provided in Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Identifying performance obligations.

Our revenues are principally derived from providing the following telecommunications services: cellular voice and data services in the wireless business; and local exchange, international and national long distance, data and other network, and information and communications services in the fixed line business.

F-32


 

Services may be rendered separately or bundled with goods or other services. The specific recognition criteria are as follows:

i.
Single Performance Obligation (POB) Contracts

Postpaid service arrangements include fixed monthly charges (including excess of consumable fixed monthly service fees) generated from cellular voice, short messaging services, or SMS, and data services through the postpaid plans of Smart Signature, and Infinity brands, from local exchange services primarily through landline and related services, and from fixed line and other network services primarily through broadband and leased line services, which we recognize on a straight-line basis over the customer’s subscription period. Services provided to postpaid subscribers are billed throughout the month according to the billing cycles of subscribers. Services availed by subscribers in addition to these fixed fee arrangements are charged separately at their stand-alone selling prices and recognized as the additional service is provided or as availed by the subscribers.

Our prepaid service revenues arise from the usage of airtime load from channels and prepaid cards provided from Prepaid Home WiFi, Sulit Talk, Landline Plus products, Smart, TNT and SmartBro. Proceeds from over-the-air reloading channels and prepaid cards are initially recognized as contract liability and realized upon actual usage of the airtime value for voice, SMS, mobile data and other VAS, prepaid unlimited and bucket-priced SMS and call subscriptions, net of bonus credits from load packages purchased, such as free additional call minutes, SMS, data allocation or airtime load, or upon expiration, whichever comes earlier.

We also consider recognizing revenue from the expected expiry of airtime load in proportion to the pattern of rights exercised by the customer if we expect to be entitled to that expired amount. If we do not expect to be entitled to an expired amount based on historical experience with the customers, then we recognize the expected expired amount as revenue when the likelihood of the prepaid customer exercising its remaining rights becomes remote.

Interconnection fees and charges arising from the actual usage of airtime value or subscriptions are recorded as incurred.

Revenue from international and national long-distance calls carried via our network is generally based on rates which vary with distance and type of service (direct dial or operator-assisted, paid or collect, etc.). Revenue from both wireless and fixed line long distance calls is recognized as the service is provided. In general, non-refundable upfront fees, such as activation fees, that do not relate to the transfer of a promised good or service, are deferred and recognized as revenue throughout the estimated average length of the customer relationship, and the related incremental costs incurred are similarly deferred and recognized as expense over the same period, if such costs generate or enhance resources of the entity and are expected to be recovered.

Activation fees for both voice and data services are also considered as a single performance obligation together with monthly service fees, recognized over the customer subscription period. Activation fees for both voice and data services are also considered as a single performance obligation together with monthly services fees, recognized over the customer subscription period.

F-33


 

ii.
Bundled Contracts

In revenue arrangements, which involve bundled sales of mobile devices and accessories (non-service component), and telecommunication services (service component), the total transaction price is allocated based on the relative stand-alone selling prices of each distinct performance obligation. Stand-alone selling price is the price at which we sell the good or service separately to a customer. However, if goods or services are not currently offered separately, we use the adjusted market or cost-plus margin method to determine the stand-alone selling price to be used in the transaction price allocation. We adjust the transaction price for the effects of the time value of money if the timing of the payment and delivery of goods or services do not coincide, effects of which are considered as containing a significant financing component.

Activation services and installation services for voice and data services that are not a distinct performance obligation are considered together with monthly voice and data services as a single performance obligation, recognized over the customer subscription period since the subscriber cannot benefit from the installation services on its own or together with other resources that are readily available to the subscriber. The related incremental costs are recognized in the same manner in our consolidated income statements, if such costs are expected to be recovered. On the other hand, custom built installation services provided to data services subscribers are considered a distinct separate performance obligation and is recognized when services are rendered.

Revenues from the sale of non-service component are recognized at the point in time when the goods are delivered while revenues from telecommunication services component are recognized over on a straight-line basis over the contract period when the services are provided to subscribers.

Significant Financing Component

The non-service component included in contracts with customers have significant financing component considering the period between the time of the transfer of control over the mobile device and the customer’s payment of the price of the mobile device, which is more than one year.

The transaction price for such contracts is determined by discounting the amount of promised consideration using the appropriate discount rate. We concluded that there is a significant financing component for those contracts where the customer elects to pay in arrears considering the length of time between the transfer of mobile device to the customer and the customer’s payment, as well as the prevailing interest rates in the market adjusted with customer credit spread.

Customer Loyalty Program

We launched a new customer loyalty program called Giga Points. Points are earned through subscription of promo, purchase of load, and payment of bill for postpaid subscribers. Points are also earned through other activities such as daily login in the Giga App. These points can be used to redeem items such as giga promos, bill rebates, content subscription, discounts, exclusive tickets, and more.

Our contract with customer for revenue-related activity includes a promise to provide future telco services or rights to third party services in the form of earning points. We consider this revenue-related earning as performance obligation and the transaction price is allocated to each performance obligation. For earnings on non-revenue activity, we recognize a financial liability upon redemption of the points from third party partners.

iii.
International and Domestic Long Distance Contracts

Interconnection revenues for call termination, call transit and network usages are recognized in the period in which the traffic occurs. Revenues related to local, long distance, network-to-network, roaming and international call connection services are recognized when the call is placed, or connection is provided, and the equivalent amounts charged to us by other carriers are recorded under interconnection costs in our consolidated income statements. Inbound revenue and outbound charges are based on agreed transit and termination rates with other foreign and local carriers.

F-34


 

Variable consideration

We assessed that a variable consideration exists in certain interconnection agreements where there is a monthly aggregation period and the rates applied for the total monthly traffic will depend on the total traffic for the month. We also consider whether contracts with carriers contain volume commitment or tiering arrangement whereby the rate being charged will change upon meeting certain volume of traffic. We estimate the amount of variable consideration to which we are entitled and include in the transaction price some or all of the amount of variable consideration estimated arising from these agreements, unless the impact is not material.

iv.
Others

Revenues from VAS include streaming and downloading of games, music, video contents, loan services, messaging services, applications and other digital services which are only arranged for by us on behalf of third-party content providers. The amount of revenue recognized is net of content provider’s share in revenue. Revenue is recognized at a point in time upon service availment. We act as an agent for certain VAS arrangements.

Revenue from server hosting, co-location services and customer support services are recognized over the period that the services are performed.

Contract Balances

Contract assets

A contract asset is recognized when a performance obligation is satisfied, but the payment is conditional not only on the passage of time. The other conditions attached to realizing that recognized contract asset usually relate to the entity’s fulfillment of other performance obligations in the contract. Refer to accounting policies on impairment of financial assets in section Financial instruments – initial recognition and subsequent measurement.

Trade receivables

A receivable is recognized if an amount of consideration that is unconditional is due from the customer (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies on impairment of financial assets in section Financial instruments – initial recognition and subsequent measurement.

Contract liabilities and unearned revenues

A contract liability is the obligation to transfer goods or services to a customer for which we have received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before we transfer goods or services to the customer, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities and unearned revenues are recognized as revenue when we perform under the contract.

Incremental costs to obtain contracts

We often give commissions and incentives to sales agents for meeting certain volumes of new connections and corresponding value of plans contracted. These costs are incremental costs to obtain a contract as we would have not incurred these costs if the contract had not been obtained. These costs are capitalized as an asset if these are expected to be recovered. Any capitalized incremental costs to obtain would be amortized and recognized as expense over customer subscription period. The capitalized incremental costs are subject to regular impairment assessment.

F-35


 

Interest income

Interest income is recognized as it accrues on a time proportion basis taking into account the principal amount outstanding and the EIR.

Dividend income

Revenue is recognized when our right to receive the payment is identified.

Expenses

Expenses are recognized as incurred.

Provisions

We recognize a provision when we have a present obligation, legal or constructive, as a result of a past event, and when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When we expect some or all of a provision to be reimbursed, the reimbursement is recognized as a separate asset, but only when the reimbursement is virtually certain to be received if the entity settles the obligation. The expense relating to any provision is presented in our consolidated income statements, net of any reimbursements. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as interest expense in our consolidated income statements.

Retirement Benefits

PLDT and certain of its subsidiaries are covered under Republic Act No. 7641 otherwise known as “The Philippine Retirement Law”.

Defined benefit pension plans

PLDT has separate and distinct retirement plans for itself and majority of its Philippine-based operating subsidiaries, administered by the respective Funds’ Trustees, covering permanent employees. Retirement costs are separately determined using the projected unit credit method. This method reflects services rendered by employees to the date of valuation and incorporates assumptions concerning employees’ projected salaries.

Retirement costs consist of the following:

Service cost;
Net interest on the net defined benefit asset or obligation; and
Remeasurements of net defined benefit asset or obligation.

Service cost (which includes current service costs, past service costs and gains or losses on curtailments and non-routine settlements) is recognized as part of “Selling, general and administrative expenses – Compensation and employee benefits” account in our consolidated income statements. These amounts are calculated periodically by an independent qualified actuary.

Net interest on the net defined benefit asset or obligation is the change during the period in the net defined benefit asset or obligation that arises from the passage of time which is determined by applying the discount rate based on the government bonds to the net defined benefit asset or obligation. Net defined benefit asset is recognized as part of “Advances and other noncurrent assets” and net defined benefit obligation is recognized as part of “Pension and other employee benefits” in our consolidated statements of financial position.

F-36


 

Remeasurements, comprising actuarial gains and losses, return on plan assets and any change in the effect of the asset ceiling (excluding net interest on defined benefit obligation) are recognized immediately in other comprehensive income in the period in which they occur. Remeasurements are not classified to profit or loss in subsequent periods.

The net defined benefit asset or obligation comprises the present value of the defined benefit obligation (using a discount rate based on government bonds, as explained in Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Estimating pension benefit costs and other employee benefits), net of the fair value of plan assets out of which the obligations are to be settled directly. Plan assets are assets held by a long-term employee benefit fund or qualifying insurance policies and are not available to our creditors nor can they be paid directly to us. Fair value is based on market price information and in the case of quoted securities, the published bid price and in the case of unquoted securities, the discounted cash flow using the income approach. The value of any defined benefit asset recognized is restricted to the asset ceiling which is the present value of any economic benefits available in the form of refunds from the plan or reductions in the future contributions to the plan. See Note 25 – Pension and Other Employee Benefits – Defined Benefit Pension Plans for more details.

Defined contribution plans

Smart maintains a defined contribution plan that covers all regular full-time employees under which it pays fixed contributions based on the employees’ monthly salaries and provides for qualified employees to receive a defined benefit minimum guarantee. The defined benefit minimum guarantee is equivalent to a certain percentage of the monthly salary payable to an employee at normal retirement age with the required credited years of service based on the provisions of Republic Act No. 7641.

Accordingly, Smart accounts for its obligation under the higher of the defined benefit obligation related to the minimum guarantee and the obligation arising from the defined contribution plan.

For the defined benefit minimum guarantee plan, the liability is determined based on the present value of the excess of the projected defined benefit obligation over the projected defined contribution obligation at the end of the reporting period. The defined benefit obligation is calculated annually by a qualified independent actuary using the projected unit credit method. Smart and certain of its subsidiaries determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then net defined benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense (income) and other expenses (income) related to the defined benefit plan are recognized in our consolidated income statement.

The defined contribution liability, on the other hand, is measured at the fair value of the defined contribution assets upon which the defined contribution benefits depend, with an adjustment for margin on asset returns, if any, where this is reflected in the defined contribution benefits.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in our other comprehensive income.

When the benefits of the plan are changed or when the plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in our profit or loss. Gains or losses on the settlement of the defined benefit plan are recognized when the settlement occurs. See Note 25 – Pension and Other Employee Benefits – Defined Contribution Plans for more details.

Employee benefit costs include current service cost, net interest on the net defined benefit obligation, and remeasurements of the net defined benefit obligation. Past service costs and actuarial gains and losses are recognized immediately in our consolidated income statement.

F-37


 

The long-term employee benefit liability comprises the present value of the defined benefit obligation (using a discount rate based on government bonds) at the end of the reporting period and is determined using the projected unit credit method. See Note 25 – Pension and Other Employee Benefits – Other Long-term Employee Benefits for more details.

Other Long-term Employee Benefits

Transformation Incentive Plan, or TIP

In 2017, the Board of Directors of PLDT approved the TIP which intended to provide incentive compensation to key officers, executives and other eligible participants who are consistent performers and contributors to our strategic and financial goals, based on the achievement of telco core income targets. The program was divided into two cycles. Cycle 1 covered the performance period from 2017 to 2019, was in the form of PLDT common shares of stocks and later modified to a mix of equity shares and cash grants, and was released in three annual grants. Cycle 2 covered the performance period from 2020 to 2021, was settled in cash and was released in 2022. TIP was administered by the Executive Compensation Committee, or ECC.

Long-term Incentive Plan, or LTIP

On December 23, 2021, the ECC approved the LTIP covering the years 2022 to 2026, covering two cycles, based on the achievement of telco core income targets, with additional performance metrics on Customer Experience and Sustainability to impact the LTIP pay-out. Cycle 1 covers performance period from 2022 to 2024. Payout will be based on the achievement of performance targets. Cycle 2 covers performance period from 2025 and 2026, and is subject to the ECC’s further evaluation and approval of the final terms.

This other long-term employee benefit liability was recognized and measured using the projected unit credit method and was amortized on a straight-line basis over the vesting period.

Please see Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Estimating pension benefit cost and other employee benefits.

Leases

We assess at contract inception whether the contract is, or contains, a lease that is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for a consideration.

As a Lessee. We apply a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. We recognize lease liabilities to make lease payments and ROU assets representing the right to use assets to the underlying assets.

ROU assets

We recognize ROU assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). ROU assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of ROU assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless it is reasonably certain that we obtain ownership of the leased asset at the end of the lease term, the recognized ROU assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. ROU assets are subject to impairment. Refer to the accounting policies in impairment of non-financial assets section.

F-38


 

Lease liabilities

At the commencement date of the lease, we recognize lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised and payments of penalties for terminating a lease, if the lease term reflects exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, we use the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset.

Short-term leases and leases of low-value assets

We apply the short-term lease recognition exemption to our short-term leases of machinery and equipment (i.e., those leases that have a lease term ending within 12 months or less from the commencement date and do not contain a purchase option). We also apply the lease of low-value assets recognition exemption to leases that are considered of low value (i.e., below Php250 thousand). Lease payments on short-term leases and leases of low-value assets are recognized as expense in our consolidated income statement on a straight-line basis over the lease term.

COVID-19 Related Rent Concessions

Beginning April 1, 2021, we applied the practical expedient where rent concessions as a result of the COVID-19 pandemic that meets all of the criteria below shall not be considered as a lease modification and accounted for any change in lease payments resulting from the COVID-19 related rent concession in the same way we would account for a change that is not a lease modification, i.e., as a variable lease payment. We continued to apply this for rent concessions beyond June 30, 2021.

a)
The rent concession is a direct consequence of COVID-19;
b)
The change in lease payments results in a revised lease consideration that is substantially the same as, or less than, the lease consideration immediately preceding the change;
c)
Any reduction in lease payments affects only payments originally due on or before June 30, 2022; and
d)
There is no substantive change to other terms and conditions of the lease.

Lessors have granted forgiveness on lease payments as an effect of the COVID-19 pandemic. The rent concessions for PLDT amounted to nil and Php131 thousand for the six months ended June 30, 2023 and 2022, respectively. The rent concessions for Smart and DMPI amounted to nil for the six months ended June 30, 2023 and 2022.

As a Lessor. Leases in which we do not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income is accounted for on a straight-line basis over the lease term and is included in revenue in our consolidated income statements due to its operating nature. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized over the lease term on the bases as rental income.

Sale and Leaseback. If we transfer an asset to another entity (the buyer-lessor) and leases that asset back from the buyer-lessor, we account for the transfer contract and the lease by applying the requirements of PFRS 16. We first apply the requirements for determining when a performance obligation is satisfied in PFRS 15 to determine whether the transfer of an asset is accounted for as a sale of that asset.

F-39


 

For transfer of an asset that satisfies the requirements of PFRS 15 to be accounted for as a sale of the asset, we measure the right-of-use asset arising from the leaseback at the proportion of the previous carrying amount of the asset that relates to the right of use retained by us. Accordingly, we recognize only the amount of any gain or loss that relates to the rights transferred to the buyer-lessor.

If the transfer of an asset does not satisfy the requirements of PFRS 15 to be accounted for as a sale of the asset, we continue to recognize the transferred asset and recognize a financial liability equal to the transfer proceeds. We account for the financial liability applying PFRS 9.

Income Taxes

Current income tax

Current income tax assets and liabilities for the current and prior years are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the end of the reporting period where we operate and generate taxable income.

Current income tax relating to items recognized directly in equity is recognized in equity and not in our consolidated income statement. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred income tax

Deferred income tax is provided on all temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the end of the reporting period.

Deferred income tax liabilities are recognized for all taxable temporary differences except: (1) when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and (2) with respect to taxable temporary differences associated with investments in subsidiaries, associates and interest in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred income tax assets are recognized for all deductible temporary differences, the carryforward benefits of unused tax credits from excess minimum corporate income tax, or MCIT, over regular corporate income tax, or RCIT, and unused net operating loss carry over, or NOLCO. Deferred income tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and carryforward benefits of unused tax credits and unused tax losses can be utilized, except: (1) when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and (2) with respect to deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred income tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount of deferred income tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax assets to be utilized. Unrecognized deferred income tax assets are reassessed at the end of each reporting period and are recognized to the extent that it has become probable that future taxable profit will allow the deferred income tax assets to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted as at the end of the reporting period.

F-40


 

Deferred income tax relating to items recognized in “Other comprehensive income” account is included in our consolidated statements of comprehensive income and not in our consolidated income statements.

Deferred income tax assets and liabilities are offset, if a legally enforceable right exists to offset current income tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority.

Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date, would be recognized subsequently if new information about facts and circumstances changed. The adjustment would either be treated as a reduction to goodwill (as long as it does not exceed goodwill) if it is incurred during the measurement period or in our consolidated income statement.

VAT

Revenues, expenses and assets are recognized net of the amount of VAT, if applicable. When VAT from sales of goods and/or services (output VAT) exceeds VAT passed on from purchases of goods or services (input VAT), the excess is recognized as payable in our consolidated statements of financial position. When VAT passed on from purchases of goods or services (input VAT) exceeds VAT from sales of goods and/or services (output VAT), the excess is recognized as an asset in our consolidated statements of financial position to the extent of the recoverable amount.

Contingencies

Contingent liabilities are not recognized in our consolidated financial statements. Unless the possibility of an outflow of resources embodying economic benefits is probable and measurable, they are disclosed in the notes to our consolidated financial statements . On the other hand, contingent assets are not recognized in our consolidated financial statements but are disclosed in the notes to our consolidated financial statements when an inflow of economic benefits is probable.

Segment Information

PLDT and its subsidiaries are organized into three business segments. Such business segments are the bases upon which we report our primary segment information. Financial information on business segments is presented in Note 4 – Operating Segment Information.

Events After the End of the Reporting Period

Post reporting period events up to the date of approval of the Board of Directors that provide additional information about our financial position at the end of the reporting period (adjusting events) are reflected in our consolidated financial statements. Post reporting period events that are not adjusting events are disclosed in the notes to our consolidated financial statements when material.

Equity

Preferred and common stocks are measured at par value for all shares issued. Incremental costs incurred directly attributable to the issuance of new shares are shown in equity as a deduction from proceeds, net of tax. Proceeds and/or fair value of considerations received in excess of par value are recognized as capital in excess of par value in our consolidated statement of changes in equity and consolidated statements of financial position.

Treasury stocks are our own equity instruments which are reacquired and recognized at cost and presented as reduction in equity. No gain or loss is recognized in our consolidated income statements on the purchase, sale, reissuance or cancellation of our own equity instruments. Any difference between the carrying amount and the consideration upon reissuance or cancellation of shares is recognized as capital in excess of par value in our consolidated statement of changes in equity and consolidated statements of financial position.

F-41


 

Change in the ownership interest of a subsidiary, without loss of control, is accounted for as an equity transaction and any impact is presented as part of capital in excess of par value in our consolidated statement of changes in equity.

Retained earnings represent our net accumulated earnings less cumulative dividends declared.

Other comprehensive income comprises of income and expense, including reclassification adjustments that are not recognized in our consolidated income statement as required or permitted by PFRS.

Standards Issued But Not Yet Effective

The standards that are issued, but not yet effective, up to the date of issuance of the consolidated financial statements are listed below. We will adopt these standards and amendments to existing standards which are relevant to us when these become effective.

Effective beginning on or after January 1, 2024

Amendments to PAS 1, Classification of Liabilities as Current or Noncurrent

The amendments clarify:

a.
That only covenants with which an entity must comply on or before reporting date will affect a liability's classification as current or non-current;
b.
That classification is unaffected by the likelihood that an entity will exercise its deferral right; and
c.
That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and must be applied retrospectively. We are currently assessing the impact the amendments will have on current practice.

Amendments to PFRS 16, Lease Liability in a Sale and Leaseback

The amendments specify how a seller-lessee measures the lease liability arising in a sale and leaseback transaction in a way that it does not recognize any amount of the gain or loss that relates to the right of use retained.

The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and must be applied retrospectively. Earlier adoption is permitted and that fact must be disclosed.

The amendments will have no significant impact on our consolidated financial statements.

F-42


 

Effective beginning on or after January 1, 2025

PFRS 17, Insurance Contracts

PFRS 17 is a comprehensive new accounting standard for insurance contracts covering recognition and measurement, presentation and disclosure. Once effective, PFRS17 will replace PFRS 4, Insurance Contracts. This new standard on insurance contracts applies to all types of insurance contracts (i.e., life, non-life, direct insurance and reinsurance), regardless of the type of entities that issue them, as well as to certain guarantees and financial instruments with discretionary participation features. A few scope exceptions will apply.

The overall objective of PFRS 17 is to provide an accounting model for insurance contracts that is more useful and consistent for insurers. In contrast to the requirements in PFRS 4, which are largely based on grandfathering previous local accounting policies, PFRS 17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects. The core of PFRS 17 is the general model, supplemented by:

1.
A specific adaptation for contracts with participation features (the variable fee approach); and
2.
A simplified approach (the premium allocation approach) mainly for short-duration contracts.

On December 15, 2021, the FSRSC amended the mandatory effective date of PFRS 17 from January 1, 2023 to January 1, 2025. This is consistent with Circular Letter No. 2020-62 issued by the Insurance Commission which deferred the implementation of PFRS 17 by two years after its effective date as decided by the FSRSC.

PFRS 17 is effective for reporting periods beginning on or after January 1, 2025, with comparative figures required. Early application is permitted.

The standard will have no significant impact on our consolidated financial statements.

 

3.
Management’s Use of Accounting Judgments, Estimates and Assumptions

The preparation of our consolidated financial statements in conformity with PFRS requires us to make judgments, estimates and assumptions that affect the reported amounts of our revenues, expenses, assets and liabilities and disclosure of contingent liabilities at the end of each reporting period. The uncertainties inherent in these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the assets or liabilities affected in the future years.

Judgments and estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Judgments, key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next reporting period are consistent with those applied in the most recent annual financial statements. Selected critical judgments and estimates applied in the preparation of the consolidated financial statements are discussed below:

Judgments

In the process of applying our accounting policies, management has made judgments, apart from those involving estimations which have the most significant effect on the amounts recognized in our consolidated financial statements.

F-43


 

Revenue Recognition

Identifying performance obligations

We identify performance obligations by considering whether the promised goods or services in the contract are distinct goods or services. A good or service is distinct when the customer can benefit from the good or service on its own or together with other resources that are readily available to the customer and our promise to transfer the good or service to the customer is separately identifiable from the other promises in the contract.

Revenues earned from multiple element arrangements offered by our fixed line and wireless businesses are split into separately identifiable performance obligations based on their relative stand-alone selling price in order to reflect the substance of the transaction. The transaction price represents the best evidence of stand-alone selling price for the services we offer since this is the observable price we charge if our services are sold separately. We account for customer contracts in accordance with PFRS 15 and have concluded that the service (telecommunication service) and non-service components (handset or equipment) may be accounted for as separate performance obligations. The handset or equipment is delivered first, followed by the telecommunication service (which is provided over the contract/lock-in period of generally two years). Revenue attributable to the separate performance obligations are based on the allocation of the transaction price relative to the stand-alone selling price.

Installation fees for voice and data services that are not custom built for the subscribers are considered as a single performance obligation together with monthly service fees, recognized over the customer subscription period since the subscriber cannot benefit from the installation services on its own or together with other resources that are readily available to the subscriber. On the other hand, installation fees of data services that are custom built for the subscribers are considered as a separate performance obligation and is recognized upon completion of the installation services. Activation fees for both voice and data services are also considered as a single performance obligation together with monthly service fees, recognized over the customer subscription period.

Principal versus agent consideration

We enter into contracts with our customers involving multiple deliverable arrangements. We determined that we control the goods before they are transferred to customers, and we have the ability to direct the use of the inventory. The following factors indicate that we control the goods before they are being transferred to customers.

We are primarily responsible for fulfilling the promise to provide the specified equipment;
We bear inventory risk on our inventory before it has been transferred to the customer;
We have discretion in establishing the prices for the other party’s goods or services and, therefore, the benefit that we can receive from those goods or services is not limited. It is incumbent upon us to establish the price of our services to be offered to our subscribers; and
Our consideration in these contracts is the entire consideration billed to the service provider.

Based on the foregoing, we are considered the principal in our contracts with other service providers except for certain VAS arrangements. We have the primary obligation to provide the services to the subscriber.

F-44


 

Timing of revenue recognition

We recognize revenues from contracts with customers over time or at a point in time depending on our evaluation of when the customer obtains control of the promised goods or services and based on the extent of progress towards completion of the performance obligation. For the telecommunication service which is provided over the contract period of two or more years, revenue is recognized monthly as we provide the service because control is transferred over time. For the device which is sold at the inception of the contract, revenue is recognized at the time of delivery because control is transferred at a point in time.

Identifying methods for measuring progress of revenue recognized over time

We determine the appropriate method of measuring progress which is either through the use of input or output methods. Input method recognizes revenue on the basis of the entity’s efforts or inputs to the satisfaction of a performance obligation while output method recognizes revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date.

Revenue from telecommunication services is recognized through the use of input method wherein recognition is over time based on the customer subscription period since the customer simultaneously receives and consumes the benefits as the seller renders the services.

Significant financing component

We concluded that the handset component included in contracts with customers has a significant financing component considering the period between the time of the transfer of control over the handset and the customer’s payment of the price of the handset, which is more than one year.

In determining the interest to be applied to the amount of consideration, we concluded that the interest rate is the market interest rate adjusted with credit spread to reflect the customer credit risk that is commensurate with the rate that would be reflected in a separate financing transaction between us and our customer at contract inception.

Estimation of stand-alone selling price

We assessed that the service and non-service components represent separate performance obligations and thus, the amount of revenues should be recognized based on the allocation of the transaction price to the different performance obligations based on their stand-alone selling prices. The stand-alone selling price is the price at which we sell the good or service separately to a customer. However, if goods or services are not currently offered separately, we use the adjusted market or cost-plus margin method to determine the stand-alone selling price to be used in the revenue allocation.

In terms of allocation of transaction price between performance obligations, we assessed that allocating the transaction price using the stand-alone selling prices of the services and handset will result in more revenue allocated to non-service component. The stand-alone selling price is based on the price in which we regularly sell the non-service and service component in a separate transaction.

Financial Instruments

Evaluation of business models in managing financial instruments

We determine our business model at the level that best reflects how we manage groups of financial assets to achieve our business objective. Our business model is not assessed on an instrument-by-instrument basis, but a higher level of aggregated portfolios and is based on observable factors such as:

a.
How the performance of the business model and the financial assets held within that business model are evaluated and reported to the entity’s key management personnel;
b.
The risks that affect the performance of the business model (and the financial assets held within that business model) and, in particular, the way those risks are managed; and
c.
The expected frequency, value and timing of sales are also important aspects of our assessment.

F-45


 

The business model assessment is based on reasonably expected scenarios without taking ‘worst case’ or ‘stress case’ scenarios into account. If cash flows after initial recognition are realized in a way that is different from our original expectations, we do not change the classification of the remaining financial assets held in that business model, but incorporates such information when assessing newly originated or newly purchased financial assets going forward.

We have determined that for cash and cash equivalents, short-term investments, investment in debt securities and other long-term investments, and trade and other receivables, the business model is to collect the contractual cash flows until maturity.

PFRS 9, however, emphasizes that if more than an infrequent number of sales are made out of a portfolio and those sales are more than insignificant in value, of financial assets carried at amortized cost, we should assess whether and how such sales are consistent with the objective of collecting contractual cash flows.

Definition of default and credit-impaired financial assets

We define a financial instrument as in default, which is fully aligned with the definition of credit-impaired, when it meets one or more of the following criteria:

Quantitative criteria

For trade receivables and all other financial assets subject to impairment, default occurs when the receivable becomes 90 days past due, except for trade receivables from Corporate subscribers, which are determined to be in default when the receivables become 120 days past due.

Qualitative criteria

The counterparty meets unlikeliness to pay criteria, which indicates the counterparty is in significant financial difficulty. These are instances where:

a.
The counterparty is experiencing financial difficulty or is insolvent;
b.
The counterparty is in breach of financial covenant(s);
c.
An active market for that financial assets has disappeared because of financial difficulties;
d.
Concessions have been granted by us, for economic or contractual reasons relating to the counterparty’s financial difficulty;
e.
It is becoming probable that the counterparty will enter bankruptcy or other financial reorganization; and
f.
Financial assets are purchased or originated at a deep discount that reflects the incurred credit losses.

The criteria above have been applied to all financial instruments, except FVPL, held by us and are consistent with the definition of default used for internal credit risk management purposes. The default definition has been applied consistently to the ECL models throughout our expected loss calculation.

Significant increase in credit risk

At each reporting date, we assess whether there has been a significant increase in credit risk for financial assets since initial recognition by comparing the risk of default occurring over the expected life between the reporting date and the date of initial recognition. We consider reasonable and supportable information that is relevant and available without undue cost or effort for this purpose. This includes quantitative and qualitative information and forward-looking analysis.

F-46


 

An exposure will migrate through the ECL stages as asset quality deteriorates. If, in a subsequent period, asset quality improves and also reverses any previously assessed significant increase in credit risk since origination, then the loss allowance measurement reverts from lifetime ECL to 12-month ECL.

Using our judgment and, where possible, relevant historical experience, we may determine that an exposure has undergone a significant increase in credit risk based on particular qualitative indicators that we consider are indicative of such and whose effect may not otherwise be fully reflected in its quantitative analysis on a timely basis.

As a backstop, we consider that a significant increase in credit risk occurs no later than when an asset is more than 30 days past due. Days past due are determined by counting the number of days since the earliest elapsed due date in respect of which full payment has not been received. Due dates are determined without considering any grace period that might be available to the counterparty.

Exposures that have not deteriorated significantly since origination, or where the deterioration remains within our investment grade criteria, or which are less than 30 days past due, are considered to have a low credit risk. The provision for credit losses for these financial assets is based on a 12-month ECL. The low credit risk exemption has been applied on debt investments that meet the investment grade criteria of the PLDT Group.

Determination of functional currency

The functional currencies of the entities under the PLDT Group are the currency of the primary economic environment in which each entity operates. It is the currency that mainly influences the revenue from and cost of rendering products and services.

The presentation currency of the PLDT Group is the Philippine Peso. Based on the economic substance of the underlying circumstances relevant to the PLDT Group, the functional currency of all entities under the PLDT Group is the Philippine Peso, except for (a) FECL Group, PLDT Global and certain of its subsidiaries, PGNL and certain of its subsidiaries and Chikka and certain of its subsidiaries, which use the U.S. Dollar; (b) CPL and AGSPL, which use the Singaporean Dollar; (c) AGS Indonesia, which uses the Indonesian Rupiah; and (d) PLDT Malaysia Sdn Bhd, which use the Malaysian Ringgit.

Determining the lease term of contracts with renewal and termination options – Company as a Lessee

Upon adoption of PFRS 16, we applied a single recognition and measurement approach for all leases, except for short-term leases and leases of ‘low-value’ assets. See Section Leases for the accounting policy.

We determine the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

We, as the lessee, have the option, under some of our lease agreements to lease the assets for additional terms. We apply judgment in evaluating whether it is reasonably certain to exercise the option to renew. That is, we consider all relevant factors that create an economic incentive for us to exercise the renewal. After the commencement date, we reassess the lease term if there is a significant event or change in circumstances that is within our control and affects our ability to exercise or not to exercise the option to renew or to terminate (e.g., a change in business strategy).

We included the renewal period as part of the lease term for leases such as poles and leased circuits due to the significance of these assets to our operations. These leases have a non-cancellable period (i.e., one to 30 years) and there will be a significant negative effect on our provision of services if a replacement is not readily available. Furthermore, the periods covered by termination options are included as part of these lease term only when they are reasonably certain not to be exercised.

See Note 10 – Leases for information on potential future payments relating to periods following the exercise date of extension and termination options that are not included in the lease term.

F-47


 

Total depreciation of ROU assets from continuing operations recognized in our consolidated income statements amounted to Php3,111 million and Php2,679 million for the six months ended June 30, 2023 and 2022, respectively, while that from discontinued operations amounted to Php14 million and Php29 million for the six months ended June 30, 2023 and 2022, respectively. Total lease liabilities amounted to Php42,519 million and Php42,435 million as at June 30, 2023 and December 31, 2022, respectively. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations, Note 10 – Leases and Note 27 – Financial Assets and Liabilities.

Sale and Leaseback of Telecom Towers

The accounting for sale and leaseback transaction depends on whether the transfer of the asset qualifies as a sale. We applied judgment to determine whether the transfer of asset is accounted for as a sale based on the requirements for determining when a performance obligation is satisfied in PFRS 15. We also applied estimates and judgment in determining many aspects, among others, the passive telecom assets and land lease as unit of accounts, the fair value of the towers sold, the measurement of the ROU assets retained by us and determining an appropriate discount rate to calculate the present value of the minimum lease payments.

Assets classified as held-for-sale

The criteria for held-for-sale classification is regarded as met only when the sale is highly probable, and the asset is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn.

Smart and DMPI entered into sale and purchase agreements with certain tower companies in connection with the sale of telecom towers and related passive telecom infrastructure. The closing of the agreements will be on a staggered basis depending on the satisfaction of closing conditions based on the number of towers transferred and is expected to be completed in 2023. With this agreement, we believe that certain conditions were met that qualified the related assets to be reclassified as held-for-sale.

Accounting for investments in MediaQuest Holdings, Inc., or MediaQuest, through Philippine Depositary Receipts, or PDRs

ePLDT made various investments in PDRs issued by MediaQuest in relation to its direct interest in Satventures, Inc., or Satventures, and indirect interest in Cignal TV, Inc., or Cignal TV.

Based on our judgment, at the PLDT Group level, ePLDT’s investments in PDRs gives ePLDT a significant influence over Satventures and Cignal TV as evidenced by provision of essential technical information and material transactions among PLDT, Smart, Satventures and Cignal TV, and thus are accounted for as investments in associates using the equity method.

See related discussion on Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Investment of ePLDT in MediaQuest PDRs.

Accounting for investment of PCEV in Maya Bank, Inc., or Maya Bank

The shareholders’ agreement of Voyager Finserve Corporation, or VFC, and Paymaya Finserve Corporation, or PFC, (collectively known as the Bank HoldCos) requires affirmative vote of at least one director nominated by both PCEV and VIH to direct the relevant activities of the Bank HoldCos. The Bank HoldCos were incorporated for the sole purpose of holding shares or equity investments in Maya Bank. Because of the contractual arrangement between the parties, the investments in the Bank HoldCos are accounted as joint venture.

See Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Investment of PCEV in Maya Bank.

F-48


 

Assessment of loss of control over PG1

PLDT assesses the consequences of changes in the ownership interest in a subsidiary that may result in a loss of control as well as the consequence of losing control of a subsidiary during the reporting period. Whether or not PLDT retains control over the subsidiary depends on an evaluation of a number of factors that indicate if there are changes to one or more of the three elements of control. When PLDT has less than majority of the voting rights or similar rights to an investee, the Company considers all relevant facts and circumstances in assessing whether it has power over an investee, including, among others, representation on its board of directors, voting rights, and other rights of other investors, including their participation in significant decisions made in the ordinary course of business.

As a result of the acquired equity interest of Philex Mining Corporation, MPIC, and Roxas Holdings, Inc. in PG1, PLDT’s ownership interest was diluted to 47.6%. In addition, PG1 appointed a new director bringing the total number of PG1 directors to nine. PLDT retained four out of nine total board seats. Consequently, as at February 28, 2022, PLDT lost its control over PG1 and accounted for its remaining interest as investment in associate. See Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Investment of PLDT in PG1.

As at June 30, 2023 and December 31, 2022, PLDT holds 47.6% interest over PG1.

Accounting for investments in Vega Telecom Inc., or VTI, Bow Arken Holdings Company, or Bow Arken, and Brightshare Holdings, Inc., or Brightshare

On May 30, 2016, PLDT acquired a 50% equity interest in each of VTI, Bow Arken and Brightshare. See related discussion on Note 11 – Investments in Associates and Joint Ventures – Investments in Joint Ventures. Based on the Memorandum of Agreement, PLDT and Globe Telecom, Inc., or Globe, each has the right to appoint half the members of the Board of Directors of each of VTI, Bow Arken and Brightshare, as well as the (i) co-Chairman of the Board; (ii) co-Chief Executive Officer and President; and (iii) co-Controller where any matter requiring their approval shall be deemed passed or approved if the consents of both co-officers holding the same position are obtained. All decisions of each Board of Directors may only be approved if at least one director nominated by each of PLDT and Globe votes in favor of it.

Based on these rights, PLDT and Globe have joint control over VTI, Bow Arken and Brightshare, which is defined in PFRS 11, Joint Arrangements, as a contractually agreed sharing of control of an arrangement and exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control. Consequently, PLDT and Globe classified the joint arrangement as a joint venture in accordance with PFRS 11 given that PLDT and Globe each has the right to 50% of the net assets of VTI, Bow Arken and Brightshare and their respective subsidiaries.

Accordingly, PLDT accounted for the investment in VTI, Bow Arken and Brightshare using the equity method of accounting in accordance with PAS 28. Under the equity method of accounting, the investment is initially recognized at cost and adjusted thereafter for the post-acquisition change in the investor’s share of the investee’s net assets. See Note 11 – Investments in Associates and Joint Ventures – Investment in Joint Ventures – Investments of PLDT in VTI, Bow Arken and Brightshare.

Material partly-owned subsidiaries

Our consolidated financial statements include additional information about subsidiaries that have noncontrolling interest, or NCI, that are material to us, see Note 6 – Components of Other Comprehensive Loss. We determined material partly-owned subsidiaries as those with balance of NCI greater than 5% of the total equity as at June 30, 2023 and December 31, 2022.

F-49


 

Material associates and joint ventures

Our consolidated financial statements include additional information about associates and joint ventures that are material to us. See Note 11 – Investments in Associates and Joint Ventures. We determined material associates and joint ventures as those investees where our carrying amount of investments is greater than 5% of the total investments in associates and joint ventures as at June 30, 2023 and December 31, 2022.

Determining Taxable Profit, Tax Bases, Unused Tax Losses, Unused Tax Credits and Tax Rates

We assess whether we have any uncertain tax position and applies significant judgment in identifying uncertainties over our income tax treatments. We determined based on our assessment that it is probable that our income tax treatments (including those for the subsidiaries) will be accepted by the taxation authorities.

Estimates and Assumptions

The key estimates and assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities recognized in our consolidated financial statements within the next financial year are discussed below. We based our estimates and assumptions on parameters available when our consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond our control. Such changes are reflected in the assumptions when they occur.

Leases – Estimating the incremental borrowing rate, or IBR

In calculating the present value of lease payments, we use the IBR at the lease commencement date if the interest rate implicit in the lease is not readily determinable. IBR is the rate of interest that a lessee would have to pay to borrow over a similar term, similar security, the funds necessary to obtain an asset of a similar value to the ROU asset in a similar economic environment.

We use benchmark rates from partner banks based on the tenor of our loan borrowings plus a spread adjustment based on our credit worthiness.

Our lease liabilities amounted to Php42,519 million and Php42,435 million as at June 30, 2023 and December 31, 2022, respectively. See Note 10 – Leases.

Loss of control over VIH – Fair value measurement of interest retained

A deemed disposal occurs where the proportionate interest of PLDT in a subsidiary is reduced other than by an actual disposal, for example, by the issuance of shares to a third-party investor by the subsidiary. When PLDT no longer has control, the remaining interest is measured at fair value as at the date the control was lost. In determining the fair value of PLDT’s retained interest in VIH, we take into account recent transactions and all the facts and circumstances surrounding the transactions such as timing, transaction size, transaction frequency, and motivations of the investors. We carefully assess the accounting implications of the stipulation in the shareholders’ agreements and consider whether such a transaction has been made at arm’s length. See Note 11 – Investments in Associates and Joint Ventures – Investments in Associates – Investment of PCEV in VIH.

F-50


 

Impairment of non-financial assets

PFRS requires that an impairment review be performed when certain impairment indicators are present. In the case of goodwill and intangible assets with indefinite useful life, at a minimum, such assets are subject to an impairment test annually and whenever there is an indication that such assets may be impaired. This requires an estimation of the VIU of the CGUs to which these assets are allocated. The VIU calculation requires us to make an estimate of the expected future cash flows from the CGU and to choose a suitable discount rate in order to calculate the present value of those cash flows. See Note 14 – Goodwill and Intangible Assets – Impairment Testing of Goodwill for the key assumptions used to determine the VIU of the relevant CGUs.

Determining the recoverable amount of property and equipment, ROU assets, investments in associates and joint ventures, goodwill and intangible assets, prepayments and other noncurrent assets, requires us to make estimates and assumptions in the determination of future cash flows expected to be generated from the continued use and ultimate disposition of such assets. Future events could cause us to conclude that property and equipment, ROU assets, investments in associates and joint ventures, intangible assets and other noncurrent assets associated with an acquired business are impaired. Any resulting impairment loss could have a material adverse impact on our financial position and financial performance.

The preparation of estimated future cash flows involves significant estimations and assumptions of future market conditions. While we believe that our assumptions are appropriate and reasonable, significant changes in our assumptions may materially affect our assessment of recoverable values and may lead to future impairment charges under PFRS.

See Note 4 – Operating Segment Information, Note 5 – Income and Expenses – Asset Impairment, and Note 9 – Property and Equipment.

The carrying values of our property and equipment, ROU assets, investments in associates and joint ventures, investment properties, goodwill and intangible assets, and prepayments are separately disclosed in Note 9 – Property and Equipment, Note 10 – Leases, Note 11 – Investments in Associates and Joint Ventures, Note 13 – Investment Properties, Note 14 – Goodwill and Intangible Assets and Note 18 – Prepayments, respectively.

Estimating useful lives of property and equipment

We estimate the useful lives of each item of our property and equipment based on the periods over which our assets are expected to be available for use. Our estimation of the useful lives of our property and equipment is also based on our collective assessment of industry practice, internal technical evaluation and experience with similar assets. The estimated useful lives of each asset are reviewed every year-end and updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence and legal or other limitations on the use of our assets. It is possible, however, that future results of operations could be materially affected by changes in our estimates brought about by changes in the factors mentioned above. The amounts and timing of recorded expenses for any period would be affected by changes in these factors and circumstances. A reduction in the estimated useful lives of our property and equipment would increase our recorded depreciation and decrease the carrying amount of our property and equipment.

In 2019, Smart shortened its estimated useful lives of certain network, technology and other equipment, the most significant of which were the 2G technology-related equipment in preparation for the shutdown of said technology. The shutdown was part of our strategy to address increasing demand for data and data centric applications by moving to faster speed long-term evolution, or LTE, and 5G technologies. As a result, Smart recognized additional depreciation expense of Php87 million, Php1,397 million and Php1,458 million for the years ended December 31, 2022, 2021 and 2020, respectively.

In 2020, Smart shortened its estimated useful lives of certain network, technology and other equipment, the most significant of which are the 3G technology-related equipment in preparation for the shutdown of said technology. The shutdown is the next phase of our strategy to migrate to faster speed LTE and 5G technologies. Smart also shortened the estimated useful lives of certain network equipment as a result of transformation and cost re-engineering initiatives. The management re-evaluated these 3G technology-related equipment in May 2022, and it was determined that the number of 3G devices in the market continued to decline resulting to low 3G traffic. Furthermore, the demands of the subscribers are shifting to LTE and 5G which offers faster high-speed data services. The remaining number of the 3G subscribers are negligible and

F-51


 

will not result to further re-assessment of the EUL for the 3G technology assets. As a result, Smart recognized additional depreciation expense of Php9,421 million, Php1,406 million and Php3,035 million for the years ended December 31, 2022, 2021 and 2020, respectively.

In 2022, Smart conducted an enterprise-wide network asset physical verification activity wherein certain assets have been identified, which are expected not to be utilized moving forward. As a result, Smart recognized additional depreciation expense of Php3,044 million.

In 2022, certain software and related services were upgraded as a result of IT system updates for the data link repository program of the data transformation. These replaced software and services that are due to expire to support various projects like e-load, rating and charging Online Charging System, System Application Products, value-added services and software and services related to Trident. As a result, we recognized additional depreciation expense of Php2,122 million.

In 2022, PLDT embarked on the redevelopment of its Makati Offices to transform both Ramon Cojuangco Building and Makati General Office into a modern, ecologically sustainable, and open campus-type headquarters. Part of the renovation is the moveout and modernization of network equipment. As a result, PLDT and Smart recognized additional depreciation expense of Php1,798 million and Php46 million, respectively, in the second quarter of 2022.

In addition, PLDT accelerated the depreciation of certain network equipment as a result of technology transformation and modernization program to continuously enable the delivery and fulfillment of more advanced, more resilient and much more intelligent network to provide best quality of customer experience and continuously meet the intensified demands on infrastructure and is expected to grow exponentially in the future. The following are the 2022 PLDT initiatives:

PLDT stopped selling copper facilities to subscribers and stopped investing on infrastructure to Vectored Very High-Speed Digital Subscribers, or VVDSL, and migrating to Fiber Optic facilities as new offering to new subscribers. As a result, PLDT recognized additional depreciation expense amounting to Php9,711 million in 2022.
PLDT continued network upgrades, and fortification of fiber optic cables to utilize better physical routes to increase the reach, capacity and network compatibility with higher bandwidth transport equipment by replacing the old existing aerial and underground fiber cables that are no longer viable as they cannot deliver and meet service requirements for our subscribers. As a result, PLDT recognized additional depreciation expense amounting to Php3,215 million in 2022.
PLDT replaced the legacy Optical Line Terminal, or OLT, which delivers internet connectivity to our subscriber with OLT that has more advanced and much higher capacity fiber access equipment. As a result, PLDT recognized additional depreciation expense amounting to Php786 million in 2022.
Both PLDT and Smart carried out the modernization of some key core network equipment and facilities through significant upgrades and expansion of hardware for more flexibility and better equipped for other functionalities. As a result, PLDT and Smart recognized additional depreciation expenses amounting to Php525 million and Php1,334 million, respectively, in 2022.
Furthermore, both PLDT and Smart laid out the Transport Network Transformation, a new system ready to serve the traffic of existing and incoming subscribers of fixed and wireless business with enhanced reliability, footprint and operational simplicity. This replaced the legacy network system that resulted in PLDT and Smart recognizing additional depreciation expenses amounting to Php14,128 million and Php5,074 million, respectively, in 2022.

The total depreciation and amortization of property and equipment from continuing operations amounted to Php20,839 million and Php38,015 million for the six months ended June 30, 2023 and 2022, respectively, while that from discontinued operations amounted to Php2 million and Php13 million for the six months ended June 30, 2023 and 2022, respectively. Total carrying values of property and equipment, net of accumulated depreciation and amortization, amounted to Php313,415 million and Php292,745 million as at June 30, 2023 and December 31, 2022, respectively. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations, Note 4 – Operating Segment Information and Note 9 – Property and Equipment.

F-52


 

Estimating useful lives of intangible assets with finite lives

Intangible assets with finite lives are amortized over their expected useful lives using the straight-line method of amortization. At a minimum, the amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in our consolidated income statements.

The total amortization of intangible assets with finite lives amounted to Php110 million and Php100 million for the six months ended June 30, 2023 and 2022, respectively. Total carrying values of intangible assets with finite lives amounted to Php1,284 million and Php1,388 million as at June 30, 2023 and December 31, 2022, respectively. See Note 4 – Operating Segment Information, Note 5 – Income and Expenses – Selling, General and Administrative Expenses and Note 14 - Goodwill and Intangible Assets.

Investment Properties

We carry our investment properties at fair value, with changes in fair value being recognized in the consolidated income statement. Investment properties have been determined based on appraisal performed by an independent firm of appraisers, an industry specialist in valuing these types of investment properties.

The valuation for land was based on a market approach valuation technique while the valuation for building and land improvements was based on a cost approach valuation technique using current material and labor costs for improvements based on external and independent reviewers. See Note 13 – Investment Properties.

Recognition of deferred income tax assets

We review the carrying amounts of deferred income tax assets at the end of each reporting period and reduce these to the extent that these are no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. Our assessment on the recognition of deferred income tax assets on deductible temporary differences is based on the level and timing of forecasted taxable income of the subsequent reporting years. This forecast is based on our past results and future expectations on revenues and expenses as well as future tax planning strategies. Based on this, management expects that we will generate sufficient taxable income to allow all or part of our deferred income tax assets to be utilized.

Based on the above assessment, our consolidated unrecognized deferred income tax assets amounted to Php637 million and Php748 million as at June 30, 2023 and December 31, 2022, respectively. Total consolidated provision for deferred income tax amounted to Php3,551 million while total consolidated benefit from deferred income tax amounted to Php649 million for the six months ended June 30, 2023 and 2022, respectively. Total consolidated recognized net deferred income tax assets amounted to Php14,240 million and Php17,636 million as at June 30, 2023 and December 31, 2022, respectively. See Note 4 – Operating Segment Information and Note 7 – Income Taxes.

Estimating allowance for ECLs

a.
Measurement of ECLs

ECLs are derived from unbiased and probability-weighted estimates of expected loss, and are measured as follows:

Financial assets that are not credit-impaired at the reporting date: as the present value of all cash shortfalls over the expected life of the financial asset discounted by the EIR. The cash shortfall is the difference between the cash flows due to us in accordance with the contract and the cash flows that we expect to receive; and
Financial assets that are credit-impaired at the reporting date: as the difference between the gross carrying amount and the present value of estimated future cash flows discounted by the EIR.

F-53


 

We leverage existing risk management indicators (e.g. internal credit risk classification and restructuring triggers), credit risk rating changes and reasonable and supportable information which allow us to identify whether the credit risk of financial assets has significantly increased.

b.
Inputs, assumptions and estimation techniques
General approach for cash in bank, short-term investments, debt securities, financial assets at FVOCI and advances and other noncurrent assets

The ECL is measured on either a 12-month or lifetime basis depending on whether a significant increase in credit risk has occurred since initial recognition. We consider the probability of our counterparty to default its obligation and the expected loss at default after considering the effects of collateral, any potential value when realized and time value of money. We consider the impact of the COVID-19 pandemic on the operations and financial standing of the counterparties during our assessment on significant increase in credit risk. Based on our assessment, there is no significant increase in credit risk and the ECL for these financial assets under general approach are measured on a 12-month basis.

The assumptions underlying the ECL calculation are monitored and reviewed on a quarterly basis.

Simplified approach for trade and other receivables and contract assets

The simplified approach does not require the tracking of changes in credit risk, but instead requires the recognition of lifetime ECL. For trade receivables and contract assets, we use the simplified approach for calculating ECL. We have considered similarities in underlying credit risk characteristics and behavior in determining the groupings of various customer segments.

We used historically observed default rates and adjusted these historical credit loss experience with forward-looking information. At every reporting date, the historical default rates are updated and changes in the forward-looking estimates are analyzed.

There have been no significant changes in the estimation techniques used for calculating ECL on trade and other receivables and contract assets.

Incorporation of forward-looking information

We incorporated forward-looking information into both our assessment of whether the credit risk of an instrument has increased significantly since its initial recognition and our measurement of ECL.

To do this, management considered a range of relevant forward-looking macro-economic assumptions and probability weights for the determination of unbiased general industry adjustments and any related specific industry adjustments that support the calculation of ECLs.

The macro-economic factors are aligned with information used by us for other purposes such as strategic planning and budgeting.

The probability weights used in the calculation of ECLs cover a range of possible outcomes and consider the severity of the impact of COVID-19 and the expected timing/duration of the recovery from the pandemic.

We have identified and documented key drivers of credit risk and credit losses of each portfolio of financial instruments and, using an analysis of historical data, has estimated relationships between macro-economic variables and credit risk and credit losses.

Predicted relationship between the key indicators and default and loss rates on various portfolios of financial assets have been developed based on analyzing historical data over the past three to eight years. The methodologies and assumptions including any forecasts of future economic conditions are reviewed regularly.

We have not identified any uncertain event that it has assessed to be relevant to the risk of default occurring but where we are not able to estimate the impact on ECL due to lack of reasonable and supportable information.

F-54


 

Total provision for expected credit losses on trade and other receivables from continuing operations amounted to Php1,945 million and Php1,565 million for the six months ended June 30, 2023 and 2022, respectively, while that from discontinued operations amounted to nil and Php5 million for the six months ended June 30, 2023 and 2022, respectively. Trade and other receivables, net of allowance for expected credit losses, amounted to Php25,095 million and Php26,255 million as at June 30, 2023 and December 31, 2022, respectively. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations, Note 5 – Income and Expenses and Note 16 – Trade and Other Receivables.

Total impairment losses for contract assets amounted to Php131 million and Php99 million for the six months ended June 30, 2023 and 2022, respectively. Contract assets, net of allowance for expected credit losses, amounted to Php2,118 million and Php2,233 million as at June 30, 2023 and December 31, 2022, respectively. See Note 5 – Income and Expenses – Contract Balances.

Grouping of instruments for losses measured on collective basis

A broad range of forward-looking information were considered as economic inputs such as the gross domestic product, or GDP, inflation rate, unemployment rates, export rates, G20 GDP and G20 inflation rates. For expected credit loss provisions modelled on a collective basis, grouping of exposures is performed on the basis of shared risk characteristics, such that risk exposures within a group are homogeneous. In performing this grouping, there must be sufficient information for the PLDT Group to be statistically acceptable. Where sufficient information is not available internally, then we have considered benchmarking internal/external supplementary data to use for modelling purposes. The characteristics and any supplementary data used to determine groupings are outlined below.

Trade receivables – Groupings for collective measurement

a.
Retail subscribers;
b.
Corporate subscribers;
c.
Foreign administrations and domestic carriers; and
d.
Dealers, agents and others

The following credit exposures are assessed individually:

All stage 3 assets, regardless of the class of financial assets; and
The cash and cash equivalents, investment in debt securities and financial assets at FVOCI, and other financial assets.

Estimating pension benefit costs and other employee benefits

The cost of defined benefit and present value of the pension obligation are determined using the projected unit credit method. An actuarial valuation includes making various assumptions which consists, among other things, discount rates, rates of compensation increases and mortality rates. Further, our accrued benefit cost is affected by the fair value of the plan assets. Key assumptions used to estimate fair value of the unlisted equity investments included in the plan assets consist of revenue growth rate, direct costs, capital expenditures, discount rates and terminal growth rates. See Note 25 – Pension and Other Employee Benefits. Due to complexity of valuation, the underlying assumptions and its long-term nature, a defined benefit obligation is highly sensitive to changes in assumptions. While we believe that our assumptions are reasonable and appropriate, significant differences in our actual experience or significant changes in our assumptions may materially affect our cost for pension and other retirement obligations. All assumptions are reviewed every year-end.

The net consolidated pension benefit costs from continuing operations amounted to Php602 million and Php899 million for the six months ended June 30, 2023 and 2022, respectively, while that from discontinued operations amounted to Php4 million and Php11 million for the six months ended June 30, 2023 and 2022, respectively. The prepaid benefit costs amounted to Php3,522 million and Php1,598 million as at June 30, 2023 and December 31, 2022, respectively. The accrued benefit costs amounted to Php457 million and Php482 million

F-55


 

as at June 30, 2023 and December 31, 2022, respectively. See Note 5 – Income and Expenses – Compensation and Employee Benefits, Note 18 – Prepayments and Note 25 – Pension and Other Employee Benefits.

TIP

In 2017, the Board of Directors of PLDT approved the TIP which intended to provide incentive compensation to key officers, executives and other eligible participants who are consistent performers and contributors to our strategic and financial goals, based on the achievement of telco core income targets. The program was divided into two cycles. Cycle 1 covered the performance period from 2017 to 2019, was in the form of PLDT common shares of stocks and later modified to a mix of equity shares and cash grants, and was released in three annual grants. Cycle 2 covered the performance period from 2020 to 2021, was settled in cash and was released in 2022. TIP was administered by the ECC.

LTIP

On December 23, 2021, the ECC approved the LTIP covering the years 2022 to 2026, covering two cycles, based on the achievement of telco core income targets, with additional performance metrics on Customer Experience and Sustainability to impact the LTIP pay-out. Cycle 1 covers performance period from 2022 to 2024. Payout will be based on the achievement of performance targets. Cycle 2 covers performance period from 2025 and 2026, and is subject to the ECC’s further evaluation and approval of the final of the terms.

This other long-term employee benefit liability was recognized and measured using the projected unit credit method and was amortized on a straight-line basis over the vesting period.

The expense accrued for the LTIP amounted to Php463 million and Php679 million for the six months ended June 30, 2023 and 2022, respectively.

The accrued incentive payable amounted to Php1,761 million and Php1,294 million as at June 30, 2023 and December 31, 2022, respectively. See Note 5 – Income and Expenses – Compensation and Employee Benefits and Note 25 – Pension and Other Employee Benefits – Other Long-term Employee Benefits.

Provision for asset retirement obligations

Provision for asset retirement obligations is recognized in the period in which this is incurred if a reasonable estimate can be made. This requires an estimation of the cost to restore or dismantle on a per square meter basis, depending on the location, and is based on the best estimate of the expenditure required to settle the obligation at the future restoration or dismantlement date, discounted using a pre-tax rate that reflects the current market assessment of the time value of money and, where appropriate, the risk specific to the liability. Total provision for asset retirement obligations amounted to Php1,314 million and Php1,514 million as at June 30, 2023 and December 31, 2022, respectively. See Note 21 – Deferred Credits and Other Noncurrent Liabilities.

Provision for legal contingencies and tax assessments

We are currently involved in various legal proceedings and tax assessments. Our estimates of the probable costs for the resolution of these claims have been developed in consultation with our counsel handling the defense in these matters and are based upon our analysis of potential results. We currently do not believe these proceedings could materially reduce our revenues and profitability. It is possible, however, that future financial position and performance could be materially affected by changes in our estimates or effectiveness of our strategies relating to these proceedings and assessments. See Note 26 – Provisions and Contingencies.

Based on management’s assessment, appropriate provisions were made; however, management has decided not to disclose further details of these provisions as they may prejudice our position in certain legal proceedings.

F-56


 

Determination of fair values of financial assets and financial liabilities

When the fair value of financial assets and financial liabilities recorded in our consolidated statements of financial position cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the discounted cash flows model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

Other than those whose carrying amounts are reasonable approximations of fair values, total fair values of noncurrent financial assets and noncurrent financial liabilities as at June 30, 2023 amounted to Php3,887 million and Php222,916 million, respectively, while the total fair values of noncurrent financial assets and noncurrent financial liabilities as at December 31, 2022 amounted to Php3,851 million and Php203,459 million, respectively. See Note 27 – Financial Assets and Liabilities.

4.
Operating Segment Information

Operating segments are components of the PLDT Group that engage in business activities from which they may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of PLDT Group). The operating results of these operating segments are regularly reviewed by the Management Committee to make decisions about how resources are to be allocated to each of the segments and to assess their performances, and for which discrete financial information is available.

For management purposes, we are organized into business units based on our products and services. We have three reportable operating segments as follows:

Wireless – mobile telecommunications services provided by Smart and DMPI, our mobile service providers; SBI and PDSI, our wireless broadband service providers; and certain subsidiaries of PLDT Global, our mobile virtual network operations, or MVNO, provider;
Fixed Line – fixed line telecommunications services primarily provided by PLDT. We also provide fixed line services through PLDT’s subsidiaries, namely, ClarkTel, BCC and PLDT Global and certain subsidiaries; data center, cloud, cyber security services, managed information technology services and resellership through ePLDT and its subsidiaries; distribution of Filipino channels and content through PGNL and its subsidiaries; and software development and IT solutions provided by Multisys; and
Others – PCEV, PGIH, PLDT Digital and its subsidiaries, our investment companies.

See Note 2 – Summary of Significant Accounting Policies for further discussion.

The chief operating decision maker, which we refer to as the Management Committee monitors the operating results of each business unit separately for purposes of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on net income for the period; earnings before interest, taxes, and depreciation and amortization, or EBITDA; EBITDA margin; core income and telco core income. Net income for the period is measured consistent with net income in our consolidated financial statements.

EBITDA for the period is measured as net income excluding depreciation and amortization, amortization of intangible assets, asset impairment on noncurrent assets, financing costs – net, interest income, equity share in net earnings (losses) of associates and joint ventures, foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net, provision for (benefit from) income tax and other income (expenses) – net.

EBITDA margin for the period is measured as EBITDA divided by service revenues.

F-57


 

Core income for the period is measured as net income attributable to equity holders of PLDT (net income less net income attributable to noncontrolling interests), excluding foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net (excluding hedge costs), asset impairment on noncurrent assets, other non-recurring gains (losses), net of tax effect of aforementioned adjustments, as applicable, and similar adjustments to equity share in net earnings (losses) of associates and joint ventures. Core income results are monitored by management for each business unit separately for purposes of making decisions about resource allocation and performance assessment.

Telco core income for the period is measured as net income attributable to equity holders of PLDT (net income less net income attributable to noncontrolling interests), excluding foreign exchange gains (losses) – net, gains (losses) on derivative financial instruments – net (excluding hedge costs), asset impairment on noncurrent assets, non-recurring gains (losses), net of tax effect of aforementioned adjustments, as applicable, and similar adjustments to equity share in net earnings (losses) of associates and joint ventures, adjusted for the effect of the share in VIH losses, asset sales, and accelerated depreciation. Telco core income is used by the management as a basis for determining the level of dividend payouts to shareholders and one of the bases for granting incentives to employees.

Segment revenues, segment expenses and segment results include transfers between business segments. These transfers are eliminated in full upon consolidation.

F-58


 

Core earnings per common share, or core EPS, for the period is measured as core income divided by the weighted average number of outstanding common shares. See Note 8 – Earnings Per Common Share for the weighted average number of common shares.

EBITDA, EBITDA margin, core income, telco core income and core EPS are non-PFRS measures.

The amounts of segment assets and liabilities and segment profit or loss are based on measurement principles that are similar to those used in measuring the assets and liabilities and profit or loss in our consolidated financial statements, which is in accordance with PFRS. The segment revenues, net income, and other segment information of our reportable operating segments for the six months ended June 30, 2023 and 2022, and as at June 30, 2023 and December 31, 2022 are as follows:

 

F-59


 

 

 

Wireless

 

 

Fixed Line

 

 

Others

 

 

Inter-
segment
Transactions

 

 

Consolidated

 

 

 

(in million pesos, except for EBITDA margin)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

External customers

 

 

51,245

 

 

 

52,793

 

 

 

 

 

 

 

 

 

104,038

 

Service revenues

 

 

46,678

 

 

 

52,573

 

 

 

 

 

 

 

 

 

99,251

 

Non-service revenues

 

 

4,567

 

 

 

220

 

 

 

 

 

 

 

 

 

4,787

 

Inter-segment transactions

 

 

344

 

 

 

6,813

 

 

 

 

 

 

(7,157

)

 

 

 

Service revenues

 

 

344

 

 

 

6,813

 

 

 

 

 

 

(7,157

)

 

 

 

Non-service revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

51,589

 

 

 

59,606

 

 

 

 

 

 

(7,157

)

 

 

104,038

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Results

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

15,368

 

 

 

13,560

 

 

 

 

 

 

(4,978

)

 

 

23,950

 

Asset impairment

 

 

476

 

 

 

1,671

 

 

 

 

 

 

 

 

 

2,147

 

Interest income

 

 

335

 

 

 

165

 

 

 

4

 

 

 

(18

)

 

 

486

 

Equity share in net losses of associates and joint ventures

 

 

 

 

 

(110

)

 

 

(1,215

)

 

 

 

 

 

(1,325

)

Financing costs – net

 

 

4,404

 

 

 

3,258

 

 

 

 

 

 

(1,110

)

 

 

6,552

 

Provision for (benefit from) income tax

 

 

2,764

 

 

 

3,481

 

 

 

1

 

 

 

(8

)

 

 

6,238

 

Net income (loss) / Segment profit (loss)

 

 

8,968

 

 

 

10,769

 

 

 

(1,286

)

 

 

85

 

 

 

18,507

 

Continuing operations

 

 

8,968

 

 

 

10,769

 

 

 

(1,286

)

 

 

85

 

 

 

18,536

 

Discontinued operations (Notes 2 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(29

)

EBITDA

 

 

25,803

 

 

 

28,896

 

 

 

(7

)

 

 

(4,934

)

 

 

49,719

 

Continuing operations

 

 

25,803

 

 

 

28,896

 

 

 

(7

)

 

 

(4,934

)

 

 

49,758

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(39

)

EBITDA margin

 

 

55

%

 

 

49

%

 

 

 

 

 

 

 

 

50

%

Core income (loss)

 

 

6,535

 

 

 

11,238

 

 

 

(1,159

)

 

 

14

 

 

 

16,599

 

Continuing operations

 

 

6,535

 

 

 

11,238

 

 

 

(1,159

)

 

 

14

 

 

 

16,628

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(29

)

Telco core income

 

 

6,535

 

 

 

11,008

 

 

 

5

 

 

 

14

 

 

 

17,562

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets and liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating assets

 

 

299,219

 

 

 

259,514

 

 

 

13,774

 

 

 

(12,368

)

 

 

560,139

 

Investments in associates and joint ventures

 

 

41

 

 

 

43,219

 

 

 

6,988

 

 

 

 

 

 

50,248

 

Deferred income tax assets – net

 

 

6,396

 

 

 

6,353

 

 

 

53

 

 

 

1,438

 

 

 

14,240

 

Total assets

 

 

305,656

 

 

 

309,086

 

 

 

20,815

 

 

 

(10,930

)

 

 

624,627

 

Operating liabilities

 

 

236,516

 

 

 

273,533

 

 

 

1,329

 

 

 

(5,933

)

 

 

505,445

 

Deferred income tax liabilities

 

 

 

 

 

171

 

 

 

 

 

 

 

 

 

171

 

Total liabilities

 

 

236,516

 

 

 

273,704

 

 

 

1,329

 

 

 

(5,933

)

 

 

505,616

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures, including capitalized interest (Note 9)(1)

 

 

20,821

 

 

 

19,981

 

 

 

 

 

 

 

 

 

40,802

 

 

(1) Net of additions subject to sale and leaseback from tower companies.

 

F-60


 

 

 

Wireless

 

 

Fixed Line

 

 

Others

 

 

Inter-
segment
Transactions

 

 

Consolidated

 

 

 

(in million pesos, except for EBITDA margin)

 

June 30, 2022 (Unaudited)(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

External customers

 

 

51,593

 

 

 

49,194

 

 

 

 

 

 

 

 

 

100,787

 

Service revenues

 

 

47,521

 

 

 

48,979

 

 

 

 

 

 

 

 

 

96,500

 

Non-service revenues

 

 

4,072

 

 

 

215

 

 

 

 

 

 

 

 

 

4,287

 

Inter-segment transactions

 

 

419

 

 

 

21,252

 

 

 

 

 

 

(21,671

)

 

 

 

Service revenues

 

 

419

 

 

 

21,252

 

 

 

 

 

 

(21,671

)

 

 

 

Non-service revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

 

52,012

 

 

 

70,446

 

 

 

 

 

 

(21,671

)

 

 

100,787

 

 

 

 

 

Results

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

27,762

 

 

 

19,993

 

 

 

 

 

 

(7,061

)

 

 

40,694

 

Asset impairment

 

 

851

 

 

 

1,494

 

 

 

 

 

 

 

 

 

2,345

 

Interest income

 

 

184

 

 

 

78

 

 

 

7

 

 

 

 

 

 

269

 

Equity share in net gains (losses) of associates and joint ventures

 

 

 

 

 

99

 

 

 

(1,499

)

 

 

 

 

 

(1,400

)

Financing costs – net

 

 

4,501

 

 

 

2,973

 

 

 

 

 

 

(2,056

)

 

 

5,418

 

Provision for (benefit from) income tax

 

 

2,138

 

 

 

2,442

 

 

 

(78

)

 

 

132

 

 

 

4,634

 

Net income (loss) / Segment profit (loss)

 

 

8,560

 

 

 

21,123

 

 

 

(740

)

 

 

(11,905

)

 

 

16,977

 

Continuing operations

 

 

8,560

 

 

 

21,123

 

 

 

(740

)

 

 

(11,905

)

 

 

17,038

 

Discontinued operations (Notes 2 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(61

)

EBITDA

 

 

25,640

 

 

 

26,555

 

 

 

(8

)

 

 

(7,443

)

 

 

44,736

 

Continuing operations

 

 

25,640

 

 

 

26,555

 

 

 

(8

)

 

 

(7,443

)

 

 

44,744

 

Discontinued operations (Notes 2 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(8

)

EBITDA margin

 

 

53

%

 

 

38

%

 

 

 

 

 

 

 

 

46

%

Core income (loss)

 

 

3,758

 

 

 

25,436

 

 

 

(1,004

)

 

 

(12,087

)

 

 

16,042

 

Continuing operations

 

 

3,758

 

 

 

25,436

 

 

 

(1,004

)

 

 

(12,087

)

 

 

16,103

 

Discontinued operations (Notes 2 and 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(61

)

Telco core income (loss)

 

 

3,758

 

 

 

25,335

 

 

 

103

 

 

 

(12,087

)

 

 

17,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets and liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating assets

 

 

310,549

 

 

 

257,976

 

 

 

10,768

 

 

 

(24,313

)

 

 

554,980

 

Investments in associates and joint ventures

 

 

40

 

 

 

43,304

 

 

 

8,202

 

 

 

 

 

 

51,546

 

Deferred income tax assets – net

 

 

6,871

 

 

 

9,280

 

 

 

53

 

 

 

1,432

 

 

 

17,636

 

Total assets

 

 

317,460

 

 

 

310,560

 

 

 

19,023

 

 

 

(22,881

)

 

 

624,162

 

Operating liabilities

 

 

246,170

 

 

 

272,489

 

 

 

1,630

 

 

 

(10,292

)

 

 

509,997

 

Deferred income tax liabilities

 

 

 

 

 

204

 

 

 

 

 

 

 

 

 

204

 

Total liabilities

 

 

246,170

 

 

 

272,693

 

 

 

1,630

 

 

 

(10,292

)

 

 

510,201

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2022 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures, including capitalized interest (Note 9)

 

 

18,450

 

 

 

27,504

 

 

 

 

 

 

 

 

 

45,954

 

 

F-61


 

(2) Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1 effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations and Note 11 - Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.

 

 

 

F-62


 

The following table shows the reconciliation of our consolidated net income to our consolidated EBITDA for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022(1)

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Net income from continuing operations

 

 

18,536

 

 

 

17,038

 

Net loss from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated net income

 

 

18,507

 

 

 

16,977

 

Add (deduct) adjustments to continuing operations:

 

 

 

 

 

 

Depreciation and amortization (Notes 9 and 10)

 

 

23,950

 

 

 

40,694

 

Financing costs – net (Note 5)

 

 

6,552

 

 

 

5,418

 

Provision for income tax (Note 7)

 

 

6,238

 

 

 

4,634

 

Equity share in net losses of associates and joint ventures (Note 11)

 

 

1,325

 

 

 

1,400

 

Amortization of intangible assets (Note 14)

 

 

110

 

 

 

100

 

Other non-recurring expenses

 

 

 

 

 

258

 

Interest income (Note 5)

 

 

(486

)

 

 

(269

)

Foreign exchange losses (gains) – net (Notes 5 and 27)

 

 

(551

)

 

 

4,283

 

Gains on derivative financial instruments – net (Note 27)

 

 

(727

)

 

 

(2,184

)

Other expenses – net

 

 

(5,189

)

 

 

(26,628

)

Net loss on debt modification (Note 5)

 

 

 

 

 

294

 

Gain on dilution in VIH

 

 

 

 

 

(572

)

Income from prescription of preferred shares redemption liability (Note 19)

 

 

 

 

 

(7,839

)

Gain on sale and leaseback of telecom towers – gross of expenses (Note 9)

 

 

(3,640

)

 

 

(17,443

)

Others

 

 

(1,549

)

 

 

(1,068

)

Total adjustments

 

 

31,222

 

 

 

27,706

 

 

 

 

 

 

 

 

EBITDA from continuing operations

 

 

49,758

 

 

 

44,744

 

EBITDA from discontinued operations

 

 

(39

)

 

 

(8

)

Consolidated EBITDA

 

 

49,719

 

 

 

44,736

 

 

(1) Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1
effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations and Note 11 - Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.

F-63


 

The following table shows the reconciliation of our consolidated net income to our consolidated core income and telco core income for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022(1)

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Net income from continuing operations

 

 

18,536

 

 

 

17,038

 

Net loss from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated net income

 

 

18,507

 

 

 

16,977

 

Add (deduct) adjustments to continuing operations:

 

 

 

 

 

 

Manpower rightsizing program, or MRP (Note 5)

 

 

1,767

 

 

 

4,830

 

Net loss on debt modification – net of amortization of debt discount/premium

 

 

89

 

 

 

383

 

Core loss (income) adjustment on equity share in net earnings (losses)
   of associates and joint ventures

 

 

73

 

 

 

(216

)

Impairment of investments (Note 11)

 

 

70

 

 

 

50

 

Accelerated depreciation

 

 

 

 

 

16,487

 

Other non-recurring expenses

 

 

 

 

 

258

 

Income from prescription of preferred shares redemption liability (Note 19)

 

 

 

 

 

(7,839

)

Net income attributable to noncontrolling interests

 

 

(56

)

 

 

(191

)

Foreign exchange losses (gains) – net (Notes 5 and 27)

 

 

(555

)

 

 

4,282

 

Gains on derivative financial instruments – net, excluding hedge costs
   (Note 27)

 

 

(847

)

 

 

(2,311

)

Gain on sale and leaseback of telecom towers – net of expenses (Note 9)

 

 

(3,037

)

 

 

(16,537

)

Net tax effect of aforementioned adjustments

 

 

588

 

 

 

(131

)

Total adjustments

 

 

(1,908

)

 

 

(935

)

 

 

 

 

 

 

 

Core income from continuing operations

 

 

16,628

 

 

 

16,103

 

Core loss from discontinued operations

 

 

(29

)

 

 

(61

)

Consolidated core income

 

 

16,599

 

 

 

16,042

 

 

 

 

 

 

 

 

Core income from continuing operations

 

 

16,628

 

 

 

16,103

 

Add (deduct) adjustments:

 

 

 

 

 

 

Share in VIH losses

 

 

1,164

 

 

 

1,594

 

Gain on dilution in VIH

 

 

 

 

 

(487

)

Gain on asset sales – net of tax (Note 5)

 

 

(230

)

 

 

(101

)

Total adjustments

 

 

934

 

 

 

1,006

 

Telco core income

 

 

17,562

 

 

 

17,109

 

 

(1) Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1
effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations and Note 11 - Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.

F-64


 

The following table shows the reconciliation of our consolidated basic and diluted core EPS to our consolidated basic and diluted EPS attributable to common equity holder of PLDT for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022(1)

 

 

 

Basic

 

 

Diluted

 

 

Basic

 

 

Diluted

 

 

 

(Unaudited)

 

Core EPS from continuing operations

 

 

76.82

 

 

 

76.82

 

 

 

74.40

 

 

 

74.40

 

Core EPS from discontinued operations

 

 

(0.13

)

 

 

(0.13

)

 

 

(0.28

)

 

 

(0.28

)

Consolidated core EPS

 

 

76.69

 

 

 

76.69

 

 

 

74.12

 

 

 

74.12

 

Add (deduct) adjustments to continuing operations:

 

 

 

 

 

 

 

 

 

 

 

 

Gain on sale and leaseback of telecom towers – net of expenses

 

 

10.81

 

 

 

10.81

 

 

 

58.53

 

 

 

58.53

 

Gains on derivative financial instruments –
   net, excluding hedge costs

 

 

2.94

 

 

 

2.94

 

 

 

8.02

 

 

 

8.02

 

Foreign exchange losses (gains) – net

 

 

1.93

 

 

 

1.93

 

 

 

(14.86

)

 

 

(14.86

)

Income from prescription of preferred redemption liability

 

 

 

 

 

 

 

 

27.21

 

 

 

27.21

 

Other nonrecurring expenses

 

 

 

 

 

 

 

 

(0.90

)

 

 

(0.90

)

Accelerated depreciation

 

 

 

 

 

 

 

 

(57.23

)

 

 

(57.23

)

Net loss on debt modification – net of amortization of debt
   discount/premium

 

 

(0.31

)

 

 

(0.31

)

 

 

(1.33

)

 

 

(1.33

)

Impairment of investments

 

 

(0.32

)

 

 

(0.32

)

 

 

(0.23

)

 

 

(0.23

)

Core loss (income) adjustment on equity share in net earnings
   (losses) of associates and joint ventures

 

 

(0.34

)

 

 

(0.34

)

 

 

1.00

 

 

 

1.00

 

MRP

 

 

(6.13

)

 

 

(6.13

)

 

 

(16.77

)

 

 

(16.77

)

Total adjustments

 

 

8.58

 

 

 

8.58

 

 

 

3.44

 

 

 

3.44

 

EPS from continuing operations attributable to common equity
   holders of PLDT (Note 8)

 

 

85.40

 

 

 

85.40

 

 

 

77.84

 

 

 

77.84

 

EPS from discontinued operations attributable to common
   equity holders of PLDT (Note 8)

 

 

(0.13

)

 

 

(0.13

)

 

 

(0.28

)

 

 

(0.28

)

Consolidated EPS attributable to common equity holders of PLDT
   (Note 8)

 

 

85.27

 

 

 

85.27

 

 

 

77.56

 

 

 

77.56

 

 

(1) Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1
effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations and Note 11 - Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.

The following table presents our revenues from external customers by category of products and services for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Wireless services

 

 

 

 

 

 

Service revenues:

 

 

 

 

 

 

Mobile

 

 

45,841

 

 

 

46,421

 

Home broadband

 

 

837

 

 

 

1,100

 

MVNO and others

 

 

 

 

 

 

 

 

 

46,678

 

 

 

47,521

 

Non-service revenues:

 

 

 

 

 

 

Sale of mobile handsets and broadband data modems

 

 

4,567

 

 

 

4,072

 

Total wireless revenues

 

 

51,245

 

 

 

51,593

 

Fixed line services

 

 

 

 

 

 

Service revenues:

 

 

 

 

 

 

Voice

 

 

12,226

 

 

 

11,208

 

Data

 

 

40,297

 

 

 

37,701

 

Miscellaneous

 

 

50

 

 

 

70

 

 

 

 

52,573

 

 

 

48,979

 

Non-service revenues:

 

 

 

 

 

 

Sale of computers, phone units and SIM cards

 

 

218

 

 

 

159

 

Point-product-sales

 

 

2

 

 

 

56

 

 

 

 

220

 

 

 

215

 

Total fixed line revenues

 

 

52,793

 

 

 

49,194

 

Total revenues

 

 

104,038

 

 

 

100,787

 

Disclosure of the geographical distribution of our revenues from external customers and the geographical location of our total assets are not provided since majority of our consolidated revenues are derived from our operations within the Philippines.

F-65


 

There is no revenue transaction with a single external customer that accounted for 10% or more of our consolidated revenues from external customers for the six months ended June 30, 2023 and 2022.

5.
Income and Expenses

Revenues from Contracts with Customers

Disaggregation of Revenue

We derived our revenue from the transfer of goods and services over time and at a point in time in the following major product lines. This is consistent with the revenue information that is disclosed for each reportable segment under PFRS 8, Operating Segments. See Note 4 – Operating Segment Information.

Set out is the disaggregation of PLDT Group’s revenues from contracts with customers from our continuing operations for the six months ended June 30, 2023 and 2022:

 

Revenue Streams

 

Wireless

 

 

Fixed Line

 

 

Others

 

 

Inter-
segment
Transactions

 

 

Consolidated

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Type of good or service

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service revenue

 

 

47,022

 

 

 

59,386

 

 

 

 

 

 

(7,157

)

 

 

99,251

 

Non-service revenue

 

 

4,567

 

 

 

220

 

 

 

 

 

 

 

 

 

4,787

 

Total revenues from contracts with customers

 

 

51,589

 

 

 

59,606

 

 

 

 

 

 

(7,157

)

 

 

104,038

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timing of revenue recognition

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transferred over time

 

 

47,022

 

 

 

59,386

 

 

 

 

 

 

(7,157

)

 

 

99,251

 

Transferred at a point time

 

 

4,567

 

 

 

220

 

 

 

 

 

 

 

 

 

4,787

 

Total revenues from contracts with customers

 

 

51,589

 

 

 

59,606

 

 

 

 

 

 

(7,157

)

 

 

104,038

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2022 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Type of good or service

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service revenue

 

 

47,940

 

 

 

70,231

 

 

 

 

 

 

(21,671

)

 

 

96,500

 

Non-service revenue

 

 

4,072

 

 

 

215

 

 

 

 

 

 

 

 

 

4,287

 

Total revenues from contracts with customers

 

 

52,012

 

 

 

70,446

 

 

 

 

 

 

(21,671

)

 

 

100,787

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Timing of revenue recognition

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transferred over time

 

 

47,940

 

 

 

70,231

 

 

 

 

 

 

(21,671

)

 

 

96,500

 

Transferred at a point time

 

 

4,072

 

 

 

215

 

 

 

 

 

 

 

 

 

4,287

 

Total revenues from contracts with customers

 

 

52,012

 

 

 

70,446

 

 

 

 

 

 

(21,671

)

 

 

100,787

 

Remaining performance obligations are associated with our wireless and fixed line subscription contracts. As at June 30, 2023, excluding the performance obligations for contracts with original expected duration of less than one year, the aggregate amount of the transaction price allocated to remaining performance obligations was Php38,632 million, of which we expect to recognize approximately 29% in 2023 and 71% in 2024 and onwards. As at December 31, 2022, excluding the performance obligations for contracts with original expected duration of less than one year, the aggregate amount of the transaction price allocated to remaining performance obligations was Php47,049 million, of which we recognized approximately 55% in 2023 and expect to recognize 45% in 2024 and onwards.

Contract Balances

Contract balances as at June 30, 2023 and December 31, 2022 consists of the following:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Trade and other receivables (Note 16)

 

 

40,587

 

 

 

39,916

 

Contract assets

 

 

2,176

 

 

 

2,278

 

Contract liabilities and unearned revenues (Notes 21 and 23)

 

 

17,950

 

 

 

17,114

 

 

F-66


 

The increase in gross trade and other receivables of Php671 million as at June 30, 2023 was primarily due to lower group collection rate.

The decrease of Php102 million in contract assets as at June 30, 2023 was due to more subscribers availing devices with cash out or amortization resulting to a lower PFRS adjustment.

The increase of Php836 million in contract liabilities and unearned revenues as at June 30, 2023 was mainly due to installation fees charged for new contracts.

Set out below is the movement in the allowance for expected credit losses of contracts assets for the six months ended June 30, 2023 and for the year ended December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

45

 

 

 

55

 

Provisions

 

 

13

 

 

 

4

 

Reclassification

 

 

 

 

 

(14

)

Balances at end of the period

 

 

58

 

 

 

45

 

Changes in the contract liabilities and unearned revenues accounts for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

17,114

 

 

 

13,621

 

Deferred during the period

 

 

73,734

 

 

 

123,218

 

Recognized as revenue during the period

 

 

(72,898

)

 

 

(119,725

)

Balances at end of the period

 

 

17,950

 

 

 

17,114

 

The contract liabilities and unearned revenues accounts as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Unearned revenues from prepaid contracts

 

 

5,959

 

 

 

5,842

 

Leased facilities

 

 

5,055

 

 

 

4,938

 

Short-term advances for installation services

 

 

4,724

 

 

 

4,180

 

Advance monthly service fees

 

 

2,185

 

 

 

2,136

 

Long-term advances from equipment

 

 

27

 

 

 

18

 

Total contract liabilities and unearned revenues

 

 

17,950

 

 

 

17,114

 

 

 

 

 

 

 

 

Contract liabilities:

 

 

 

 

 

 

Noncurrent (Note 21)

 

 

279

 

 

 

204

 

Current (Note 23)

 

 

20

 

 

 

5

 

 

 

 

 

 

 

 

Unearned revenues:

 

 

 

 

 

 

Noncurrent (Note 21)

 

 

7,961

 

 

 

7,411

 

Current (Note 23)

 

 

9,690

 

 

 

9,494

 

Unearned revenues on leased circuits pertain to prepayments for various leased circuit contracts. See Note 24 – Related Party Transactions.

As at June 30, 2023, the noncurrent and current portion of contract liabilities and unearned revenues amounted to Php8,240 million and Php9,710 million, respectively, while as at December 31, 2022, the noncurrent and current portion of contract liabilities and unearned revenues amounted to Php7,615 million and Php9,499 million, respectively.

F-67


 

Incremental Costs to Obtain Contracts

As at June 30, 2023, the noncurrent and current portion of capitalized commissions amounted to Php5,194 million and Php1,221 million, respectively, while as at December 31, 2022, the noncurrent and current portion of capitalized commissions amounted to Php5,125 million and Php1,161 million, respectively. See Note 18 – Prepayments. The amortization of capitalized commissions amounted to Php605 million and Php3 million for the six months ended June 30, 2023 and 2022, respectively.

Selling, General and Administrative Expenses

Selling, general and administrative expenses from our continuing operations for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Repairs and maintenance (Notes 13, 17 and 24)

 

 

14,563

 

 

 

13,618

 

Compensation and employee benefits

 

 

13,429

 

 

 

17,909

 

Professional and other contracted services (Note 24)

 

 

3,967

 

 

 

4,531

 

Selling and promotions (Note 24)

 

 

2,706

 

 

 

3,121

 

Taxes and licenses

 

 

2,514

 

 

 

2,342

 

Rent (Notes 10 and 24)

 

 

1,032

 

 

 

1,110

 

Insurance and security services (Note 24)

 

 

622

 

 

 

848

 

Communication, training and travel (Note 24)

 

 

558

 

 

 

567

 

Amortization of intangible assets (Note 14)

 

 

110

 

 

 

100

 

Other expenses

 

 

332

 

 

 

657

 

Total selling, general and administrative expenses

 

 

39,833

 

 

 

44,803

 

Compensation and Employee Benefits

Compensation and employee benefits for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Salaries and other employee benefits

 

 

10,597

 

 

 

11,501

 

MRP

 

 

1,767

 

 

 

4,830

 

Pension benefit costs (Note 25)

 

 

602

 

 

 

899

 

Incentive plan (Note 25)

 

 

463

 

 

 

679

 

Total compensation and employee benefits

 

 

13,429

 

 

 

17,909

 

Over the past several years, we have been implementing the MRP in line with our continuing efforts to reduce the cost base of our businesses. The decision to implement the MRP was a result of challenges faced by our businesses as significant changes in technology, increasing competition, and shifting market preferences have reshaped the future of our businesses. The MRP is being implemented in compliance with the Labor Code of the Philippines and all other relevant labor laws and regulations in the Philippines.

Cost of Sales and Services

Cost of sales and services for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Cost of computers, mobile handsets and broadband data modems (Note 17)

 

 

5,444

 

 

 

4,515

 

Cost of services (Note 17)

 

 

2,055

 

 

 

1,181

 

Cost of point-product-sales (Note 17)

 

 

191

 

 

 

709

 

Total cost of sales and services

 

 

7,690

 

 

 

6,405

 

 

F-68


 

Asset Impairment

Asset impairment for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Trade and other receivables (Note 16)

 

 

1,945

 

 

 

1,565

 

Contract assets

 

 

131

 

 

 

99

 

Inventories and supplies (Note 17)

 

 

71

 

 

 

503

 

Property and equipment (Note 9)

 

 

 

 

 

178

 

Total asset impairment

 

 

2,147

 

 

 

2,345

 

Other Income (Expenses) – Net

Other income (expenses) – net for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Gain on sale and leaseback of telecom towers – gross of expenses (Note 9)

 

 

3,640

 

 

 

17,443

 

Gains on derivative financial instruments – net (Note 27)

 

 

727

 

 

 

2,184

 

Foreign exchange gains (losses) – net (Note 27)

 

 

551

 

 

 

(4,283

)

Interest income

 

 

486

 

 

 

269

 

Gain on sale of property and equipment (Note 9)

 

 

346

 

 

 

170

 

Income from prescription of preferred shares redemption liability (Note 21)

 

 

 

 

 

7,839

 

Loss on debt modification(1)

 

 

 

 

 

294

 

Equity share in net losses of associates and joint ventures (Note 11)

 

 

(1,325

)

 

 

(1,400

)

Financing costs – net

 

 

(6,552

)

 

 

(5,418

)

Others – net (Notes 11 and 13)

 

 

1,203

 

 

 

882

 

Total other income (expenses) – net

 

 

(924

)

 

 

17,980

 

 

(1) PLDT and Smart renegotiated terms of selected outstanding Philippine Peso loans in 2022. Under PFRS 9, the difference of the current carrying value and the present value of the modified cash flows of the loan should be recognized as a gain or loss on debt modification.

Interest Income

Interest income for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Interest income on cash and cash equivalents (Note 15)

 

 

237

 

 

 

85

 

Interest income arising from revenue contracts with customers

 

 

215

 

 

 

137

 

Interest income on financial instruments at amortized cost (Note 12)

 

 

24

 

 

 

28

 

Interest income on financial instruments at FVPL

 

 

6

 

 

 

7

 

Interest income – others

 

 

5

 

 

 

12

 

Total interest income

 

 

486

 

 

 

269

 

 

F-69


 

Financing Costs – Net

Financing costs – net for the six months ended June 30, 2023 and 2022 consist of the following:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Interest on loans and other related items (Notes 20 and 27)

 

 

5,722

 

 

 

5,386

 

Accretion on lease liabilities (Note 10)

 

 

1,585

 

 

 

655

 

Accretion on financial liabilities

 

 

179

 

 

 

176

 

Financing charges

 

 

54

 

 

 

146

 

Capitalized interest (Notes 9 and 28)

 

 

(988

)

 

 

(945

)

Total financing costs – net

 

 

6,552

 

 

 

5,418

 

 

F-70


 

6. Components of Other Comprehensive Loss

Changes in other comprehensive loss under equity of our consolidated statements of financial position for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

Foreign
currency
translation
differences of
subsidiaries

 

 

Net loss on
financial
assets at FVPL
– net of tax

 

 

Net
transactions
on cash flow
hedges
– net of tax

 

 

Revaluation
increment on
investment
properties
– net of tax

 

 

Actuarial
gains (losses)
on defined
benefit
plans
– net of tax

 

 

Share in the
other
comprehensive
loss of
associates and
joint ventures
accounted for
using the
equity method

 

 

Fair value
changes of
financial
instrument
at FVOCI

 

 

Total other
comprehensive
loss
attributable
to equity
holders
of PLDT

 

 

Share of
noncontrolling
interests

 

 

Total other
comprehensive
loss – net of tax

 

 

 

(in million pesos)

 

Balances as at January 1, 2023

 

 

149

 

 

 

(9

)

 

 

(3,287

)

 

 

544

 

 

 

(32,856

)

 

 

(20

)

 

 

(3

)

 

 

(35,482

)

 

 

25

 

 

 

(35,457

)

Other comprehensive income
   (loss)

 

 

95

 

 

 

 

 

 

(740

)

 

 

 

 

 

88

 

 

 

-

 

 

 

 

 

 

(557

)

 

 

(5

)

 

 

(562

)

Balances as at June 30, 2023
   (Unaudited)

 

 

244

 

 

 

(9

)

 

 

(4,027

)

 

 

544

 

 

 

(32,768

)

 

 

(20

)

 

 

(3

)

 

 

(36,039

)

 

 

20

 

 

 

(36,019

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances as at January 1, 2022

 

 

366

 

 

 

(9

)

 

 

(1,965

)

 

 

544

 

 

 

(35,356

)

 

 

(14

)

 

 

(3

)

 

 

(36,437

)

 

 

15

 

 

 

(36,422

)

Other comprehensive income
   (loss)

 

 

146

 

 

 

 

 

 

(1,255

)

 

 

 

 

 

112

 

 

 

(1

)

 

 

 

 

 

(998

)

 

 

(9

)

 

 

(1,007

)

Balances as at June 30, 2022
   (Unaudited)

 

 

512

 

 

 

(9

)

 

 

(3,220

)

 

 

544

 

 

 

(35,244

)

 

 

(15

)

 

 

(3

)

 

 

(37,435

)

 

 

6

 

 

 

(37,429

)

Revaluation increment on investment properties pertains to the difference between the carrying value and fair value of property and equipment transferred to investment property at the time of change in classification.

F-71


 

7.
Income Taxes

Corporate Income Tax

The major components of consolidated net deferred income tax assets and liabilities recognized in our consolidated statements of financial position as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Net deferred income tax assets

 

 

14,240

 

 

 

17,636

 

Net deferred income tax liabilities

 

 

171

 

 

 

204

 

The components of our consolidated net deferred income tax assets and liabilities as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Net deferred income tax assets:

 

 

 

 

 

 

Unearned revenues

 

 

4,059

 

 

 

6,305

 

Lease liability over ROU assets under PFRS 16

 

 

3,975

 

 

 

3,693

 

Accumulated provision for expected credit losses

 

 

3,300

 

 

 

2,814

 

Unamortized past service pension costs

 

 

2,428

 

 

 

3,229

 

Unrealized foreign exchange gains

 

 

1,247

 

 

 

1,509

 

NOLCO

 

 

907

 

 

 

165

 

Pension and other employee benefits

 

 

643

 

 

 

1,304

 

Accumulated write-down of inventories to net realizable values

 

 

479

 

 

 

544

 

Excess MCIT over RCIT

 

 

273

 

 

 

103

 

Derivative financial instruments

 

 

113

 

 

 

248

 

Fixed asset impairment/depreciation due to shortened life of property and equipment

 

 

105

 

 

 

115

 

Taxes and duties capitalized

 

 

(147

)

 

 

(129

)

Customer list and trademark

 

 

(251

)

 

 

(197

)

Capitalized charges and others

 

 

(2,891

)

 

 

(2,067

)

Total deferred income tax assets – net

 

 

14,240

 

 

 

17,636

 

Net deferred income tax liabilities:

 

 

 

 

 

 

Investment property

 

 

240

 

 

 

240

 

Unrealized foreign exchange gains

 

 

4

 

 

 

10

 

Others

 

 

(73

)

 

 

(46

)

Total deferred income tax liabilities

 

 

171

 

 

 

204

 

Changes in our consolidated net deferred income tax assets (liabilities) as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Net deferred income tax assets – balances at beginning of the period

 

 

17,636

 

 

 

13,385

 

Net deferred income tax liabilities – balances at beginning of the period

 

 

(204

)

 

 

(169

)

Net balances at beginning of the period

 

 

17,432

 

 

 

13,216

 

Movement charged directly to other comprehensive income (loss)

 

 

210

 

 

 

(148

)

Benefit from (provision for) deferred income tax

 

 

(3,551

)

 

 

4,175

 

Others

 

 

(22

)

 

 

189

 

Net balances at end of the period

 

 

14,069

 

 

 

17,432

 

Net deferred income tax assets – balances at end of the period

 

 

14,240

 

 

 

17,636

 

Net deferred income tax liabilities – balances at end of the period

 

 

(171

)

 

 

(204

)

 

F-72


 

The impact of the change in tax rates in our deferred income tax assets and liabilities under the CREATE law is included in the deferred income tax assets charged directly to other comprehensive income and provision for deferred income tax.

The analysis of our consolidated net deferred income tax assets as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Deferred income tax assets:

 

 

 

 

 

 

Deferred income tax assets to be recovered after 12 months

 

 

8,775

 

 

 

15,336

 

Deferred income tax assets to be recovered within 12 months

 

 

5,465

 

 

 

2,300

 

Net deferred income tax assets

 

 

14,240

 

 

 

17,636

 

The analysis of our consolidated net deferred income tax liabilities as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Deferred income tax liabilities:

 

 

 

 

 

 

Deferred income tax liabilities to be settled after 12 months

 

 

(178

)

 

 

(221

)

Deferred income tax liabilities to be settled within 12 months

 

 

7

 

 

 

17

 

Net deferred income tax liabilities

 

 

(171

)

 

 

(204

)

Provision for (benefit from) income tax for the six months ended June 30, 2023 and 2022 consist of:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Current

 

 

2,687

 

 

 

5,283

 

Deferred (Note 3)

 

 

3,551

 

 

 

(649

)

 

 

 

6,238

 

 

 

4,634

 

The impact of the application of MCIT amounting to nil and Php5 million for the six months ended June 30, 2023 and 2022, respectively, was considered in the provisions for current and deferred income taxes.

F-73


 

The reconciliation between the provision for income tax at the applicable statutory tax rate and the actual provision for corporate income tax for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Provision for (benefit from) income tax at the applicable statutory tax rate:

 

 

 

 

 

 

Continuing operations

 

 

6,193

 

 

 

5,418

 

Discontinued operations (Note 2)

 

 

(7

)

 

 

(27

)

 

 

 

6,186

 

 

 

5,391

 

Tax effects of:

 

 

 

 

 

 

Equity share in net loss of associates and joint ventures

 

 

331

 

 

 

80

 

Nondeductible expenses

 

 

37

 

 

 

18

 

Loss not subject to income tax

 

 

11

 

 

 

19

 

Special deductible items and income subject to lower tax rate

 

 

(45

)

 

 

(78

)

Income subject to final tax

 

 

(124

)

 

 

(77

)

Difference between Optional Standard Deduction, OSD, and itemized deductions

 

 

(238

)

 

 

(446

)

Net movement in unrecognized deferred income tax assets and other adjustments

 

 

80

 

 

 

(266

)

 

 

 

6,238

 

 

 

4,641

 

 

 

 

 

 

 

 

Actual provision for income tax:

 

 

 

 

 

 

Continuing operations

 

 

6,238

 

 

 

4,634

 

Discontinued operations (Note 2)

 

 

 

 

 

7

 

 

 

 

6,238

 

 

 

4,641

 

The breakdown of our consolidated deductible temporary differences, carryforward benefits of unused tax credits from excess of MCIT over RCIT, and NOLCO (excluding those not recognized due to the adoption of the OSD method) for which no deferred income tax assets were recognized and the equivalent amount of unrecognized deferred income tax assets as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

NOLCO

 

 

1,113

 

 

 

592

 

Accumulated provision for expected credit losses

 

 

1,111

 

 

 

1,042

 

Fixed asset impairment

 

 

175

 

 

 

1,271

 

Pension and other employee benefits

 

 

50

 

 

 

101

 

Provisions

 

 

33

 

 

 

(114

)

Accumulated write-down of inventories to net realizable values

 

 

20

 

 

 

13

 

Unearned revenues

 

 

18

 

 

 

16

 

Excess MCIT over RCIT

 

 

15

 

 

 

15

 

Lease liability over ROU assets under PFRS 16

 

 

3

 

 

 

38

 

Unrealized foreign exchange losses

 

 

(32

)

 

 

(25

)

 

 

2,506

 

 

 

2,949

 

Unrecognized deferred income tax assets

 

 

637

 

 

 

748

 

DMPI and ePLDT availed of the OSD method in computing their taxable income. This assessment is based on projected taxable profits at a level where it is favorable to use OSD method. These companies are also expected to avail of the OSD method in the foreseeable future. Thus, certain deferred income tax assets of DMPI and ePLDT amounting to Php56 million and Php135 million as at June 30, 2023 and December 31, 2022, respectively, were not recognized.

Our consolidated deferred income tax assets have been recorded to the extent that such consolidated deferred income tax assets are expected to be utilized against sufficient future taxable profit. Deferred income tax assets shown in the preceding table were not recognized as we believe that future taxable profit will not be sufficient to realize these deductible temporary differences and carryforward benefits of unused tax credits from excess of MCIT over RCIT, and NOLCO in the future.

F-74


 

The breakdown of our consolidated excess MCIT and NOLCO as at June 30, 2023 are as follows:

 

Date Incurred

 

Expiry Date

 

MCIT

 

 

NOLCO

 

 

 

 

 

(in million pesos)

 

December 31, 2020

 

December 31, 2023

 

 

14

 

 

 

 

December 31, 2021

 

December 31, 2024

 

 

1

 

 

 

 

December 31, 2021

 

December 31, 2026

 

 

 

 

 

81

 

December 31, 2022

 

December 31, 2025

 

 

103

 

 

 

1,015

 

June 30, 2023

 

December 31, 2026

 

 

170

 

 

 

3,621

 

 

 

 

 

288

 

 

 

4,717

 

NOLCO incurred by foreign affiliates which can be
   carried over indefinitely

 

 

 

 

 

 

 

26

 

 

 

 

 

288

 

 

 

4,743

 

Consolidated tax benefits

 

 

 

 

288

 

 

 

1,186

 

Consolidated unrecognized deferred income tax assets

 

 

 

 

(15

)

 

 

(279

)

Consolidated recognized deferred income tax assets

 

 

 

 

273

 

 

 

907

 

The excess MCIT totaling Php288 million as at June 30, 2023 can be deducted against future RCIT liability. The excess MCIT that was deducted against RCIT amounted to nil and Php5 million for the six months ended June 30, 2023 and 2022, respectively. No excess MCIT expired for the six months ended June 30, 2023 and 2022.

NOLCO totaling Php4,743 million as at June 30, 2023 can be claimed as deduction against future taxable income. The NOLCO claimed as deduction against taxable income amounted to Php129 million and Php217 million for the six months ended June 30, 2023 and 2022, respectively. No excess NOLCO expired for the six months ended June 30, 2023 and 2022.

Republic Act No. 11494 Bayanihan to Recover as One Act, or Bayanihan II

Republic Act No. 11494, otherwise known as the Bayanihan to Recover as One Act, or Bayanihan II, was signed by the President on September 11, 2020. It contains the government’s second wave of relief measures to address the health and economic crises stemming from the COVID-19 outbreak.

As part of mitigating the costs and losses stemming from the disruption of economic activities, Bayanihan II extends the carry-over of the NOLCO incurred in 2021 as deductions from gross income for the next five consecutive taxable years immediately following the year of the loss. Hence, NOLCO incurred in 2021 amounting to Php81 million, which ordinarily can be carried over until December 31, 2024, is extended until December 31, 2026.

Registration with Clark Special Economic Zone

ClarkTel is registered with Clark Special Economic Zone, or Economic Zones, under Republic Act No. 7227 otherwise known as the Bases Conversion and Development Act of 1992. As registrant, ClarkTel is entitled to all the rights, privileges and benefits established thereunder including tax and duty-free importation of capital equipment and a special income tax rate of 5% of gross income, as defined in Republic Act No. 7227.

Our consolidated income derived from non-registered activities within the Economic Zones is subject to the RCIT rate at the end of the reporting period. See Note 19 – Equity.

F-75


 

8. Earnings Per Common Share

The following table presents information necessary to calculate the EPS for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022(1)

 

 

 

Basic

 

 

Diluted

 

 

Basic

 

 

Basic

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Net income attributable to equity holders of PLDT from:

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

 

18,480

 

 

 

18,480

 

 

 

16,847

 

 

 

16,847

 

Discontinued operations (Notes 2 and 4)

 

 

(29

)

 

 

(29

)

 

 

(61

)

 

 

(61

)

Consolidated net income attributable to common shares (Note 4)

 

 

18,451

 

 

 

18,451

 

 

 

16,786

 

 

 

16,786

 

Dividends on preferred shares (Note 19)

 

 

(30

)

 

 

(30

)

 

 

(29

)

 

 

(29

)

Consolidated net income attributable to common equity holders
   of PLDT

 

 

18,421

 

 

 

18,421

 

 

 

16,757

 

 

 

16,757

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands, except per share amounts which are in pesos)

 

Outstanding common shares at beginning of period

 

 

216,056

 

 

 

216,056

 

 

 

216,056

 

 

 

216,056

 

Weighted average number of common shares

 

 

216,056

 

 

 

216,056

 

 

 

216,056

 

 

 

216,056

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EPS from continuing operations (Note 4)

 

 

85.40

 

 

 

85.40

 

 

 

77.84

 

 

 

77.84

 

EPS from discontinued operations (Notes 2 and 4)

 

 

(0.13

)

 

 

(0.13

)

 

 

(0.28

)

 

 

(0.28

)

EPS attributable to common equity holders of PLDT (Note 5)

 

 

85.27

 

 

 

85.27

 

 

 

77.56

 

 

 

77.56

 

 

(1) Certain amounts for the six months ended June 30, 2022 were adjusted to reflect the loss of control of PG1
effective February 28, 2022, and the discontinued operations of certain ePLDT subsidiaries. See Note 2 - Summary of Significant Accounting Policies - Discontinued Operations and Note 11 - Investments in Associates and Joint Ventures - Investments in Associates - Investment in PG1 for further discussion.

Basic EPS amounts are calculated by dividing our consolidated net income for the period attributable to common equity holders of PLDT (consolidated net income adjusted for dividends on all series of preferred shares, except for dividends on preferred stock subject to mandatory redemption) by the weighted average number of common shares issued and outstanding during the year.

Diluted EPS amounts are calculated in the same manner assuming that, at the beginning of the year or at the time of issuance during the year, all outstanding options are exercised, and convertible preferred shares are converted to common shares, and appropriate adjustments to our consolidated net income are effected for the related income and expenses on preferred shares. Outstanding stock options will have a dilutive effect only when the average market price of the underlying common share during the year exceeds the exercise price of the stock option.

Convertible preferred shares are deemed dilutive when required dividends declared on each series of convertible preferred shares divided by the number of equivalent common shares, assuming such convertible preferred shares are converted to common shares, decreases the basic EPS. As such, the diluted EPS is calculated by dividing our consolidated net income attributable to common shareholders (consolidated net income, adding back any dividends and/or other charges recognized for the year related to the dilutive convertible preferred shares classified as liability, less dividends on non-dilutive preferred shares except for dividends on preferred stock subject to mandatory redemption) by the weighted average number of common shares excluding the weighted average number of common shares held as treasury shares, and including the common shares equivalent arising from the conversion of the dilutive convertible preferred shares and from the mandatory tender offer for all remaining Digitel shares.

Where the effect of the assumed conversion of the preferred shares and the exercise of all outstanding options have an anti-dilutive effect, basic and diluted EPS are stated at the same amount.

F-76


 

9.
Property and Equipment

Changes in property and equipment account for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

F-77


 

 

 

Cable
and
wire
facilities

 

 

Central
equipment

 

 

Network
facilities

 

 

Buildings

 

 

Vehicles,
furniture
and other
network
equipment

 

 

Information
origination
and termination
equipment

 

 

Land
improvements

 

 

IT
systems
and
platforms

 

 

Security
platforms

 

 

Property
under
construction

 

 

Total

 

 

 

(in million pesos)

 

As at December 31, 2021 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

229,160

 

 

 

5,896

 

 

 

327,195

 

 

 

26,838

 

 

 

40,586

 

 

 

62,595

 

 

 

4,451

 

 

 

27,099

 

 

 

355

 

 

 

56,510

 

 

 

780,685

 

Accumulated depreciation, impairment and
   amortization

 

 

(157,627

)

 

 

(3,144

)

 

 

(208,606

)

 

 

(19,422

)

 

 

(35,347

)

 

 

(34,745

)

 

 

(288

)

 

 

(18,593

)

 

 

(177

)

 

 

 

 

 

(477,949

)

Net book value

 

 

71,533

 

 

 

2,752

 

 

 

118,589

 

 

 

7,416

 

 

 

5,239

 

 

 

27,850

 

 

 

4,163

 

 

 

8,506

 

 

 

178

 

 

 

56,510

 

 

 

302,736

 

Year Ended December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value at beginning of the year

 

 

71,533

 

 

 

2,752

 

 

 

118,589

 

 

 

7,416

 

 

 

5,239

 

 

 

27,850

 

 

 

4,163

 

 

 

8,506

 

 

 

178

 

 

 

56,510

 

 

 

302,736

 

Additions (Note 4)

 

 

194

 

 

 

265

 

 

 

3,656

 

 

 

31

 

 

 

731

 

 

 

6,389

 

 

 

28

 

 

 

8

 

 

 

 

 

 

85,508

 

 

 

96,810

 

Telecom assets additions subject to subsequent
   sale and leaseback from tower companies

 

 

 

 

 

 

 

 

16,841

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,841

 

Disposals/Retirements

 

 

(5

)

 

 

 

 

 

(6,529

)

 

 

(1

)

 

 

(158

)

 

 

 

 

 

(7

)

 

 

(20

)

 

 

 

 

 

(7,976

)

 

 

(14,696

)

Reclassifications

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11

)

 

 

 

Reclassifications to assets classified as held-for-sale

 

 

 

 

 

 

 

 

(12,372

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,641

)

 

 

(16,013

)

Impairment losses recognized during the year
   from continuing operations (Note 5)

 

 

(112

)

 

 

 

 

 

(66

)

 

 

 

 

 

(104

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(282

)

Impairment losses recognized during the year
   from discontinued operations (Note 5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(27

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(27

)

Transfers and others

 

 

32,323

 

 

 

666

 

 

 

24,155

 

 

 

724

 

 

 

412

 

 

 

8,445

 

 

 

120

 

 

 

8,092

 

 

 

21

 

 

 

(74,958

)

 

 

 

Translation differences charged directly
   to cumulative translation adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

2

 

Adjustments

 

 

7

 

 

 

512

 

 

 

 

 

 

(2

)

 

 

(240

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5

)

 

 

272

 

Acquisition through business combinations

 

 

 

 

 

 

 

 

 

 

 

23

 

 

 

77

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

100

 

Depreciation and amortization from
   continuing operations (Note 3)

 

 

(32,994

)

 

 

(580

)

 

 

(42,311

)

 

 

(1,544

)

 

 

(1,756

)

 

 

(7,898

)

 

 

(32

)

 

 

(5,789

)

 

 

(66

)

 

 

 

 

 

(92,970

)

Depreciation and amortization from
   discontinued operations (Note 3)

 

 

 

 

 

(9

)

 

 

 

 

 

(1

)

 

 

(18

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(28

)

Net book value at end of the year

 

 

70,957

 

 

 

3,606

 

 

 

101,963

 

 

 

6,646

 

 

 

4,157

 

 

 

34,786

 

 

 

4,272

 

 

 

10,798

 

 

 

133

 

 

 

55,427

 

 

 

292,745

 

As at December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

261,429

 

 

 

7,338

 

 

 

328,729

 

 

 

26,788

 

 

 

40,572

 

 

 

77,429

 

 

 

4,591

 

 

 

35,095

 

 

 

377

 

 

 

55,427

 

 

 

837,775

 

Accumulated depreciation, impairment and amortization

 

 

(190,472

)

 

 

(3,732

)

 

 

(226,766

)

 

 

(20,142

)

 

 

(36,415

)

 

 

(42,643

)

 

 

(319

)

 

 

(24,297

)

 

 

(244

)

 

 

 

 

 

(545,030

)

Net book value

 

 

70,957

 

 

 

3,606

 

 

 

101,963

 

 

 

6,646

 

 

 

4,157

 

 

 

34,786

 

 

 

4,272

 

 

 

10,798

 

 

 

133

 

 

 

55,427

 

 

 

292,745

 

Six Months Ended June 30, 2023
   (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value at beginning of the period

 

 

70,957

 

 

 

3,606

 

 

 

101,963

 

 

 

6,646

 

 

 

4,157

 

 

 

34,786

 

 

 

4,272

 

 

 

10,798

 

 

 

133

 

 

 

55,427

 

 

 

292,745

 

Additions (Note 4)

 

 

7,976

 

 

 

90

 

 

 

3,530

 

 

 

12

 

 

 

214

 

 

 

3,742

 

 

 

8

 

 

 

68

 

 

 

 

 

 

25,162

 

 

 

40,802

 

Telecom assets additions subject to subsequent
   sale and leaseback from tower companies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,962

 

 

 

10,962

 

Disposals/Retirements

 

 

 

 

 

 

 

 

(48

)

 

 

 

 

 

(67

)

 

 

 

 

 

(221

)

 

 

(6

)

 

 

 

 

 

 

 

 

(342

)

Reclassifications

 

 

 

 

 

 

 

 

 

 

 

3

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

 

Reclassifications to assets classified as held-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11,535

)

 

 

(11,535

)

Transfers and others

 

 

841

 

 

 

1,454

 

 

 

11,789

 

 

 

1,787

 

 

 

91

 

 

 

204

 

 

 

68

 

 

 

2,012

 

 

 

10

 

 

 

(18,256

)

 

 

 

Translation differences charged directly
   to cumulative translation adjustments

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Adjustments

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,615

 

 

 

1,618

 

Depreciation and amortization from
   continuing operations (Notes 2, 3 and 5)

 

 

(4,484

)

 

 

(347

)

 

 

(8,158

)

 

 

(528

)

 

 

(714

)

 

 

(4,359

)

 

 

(27

)

 

 

(2,157

)

 

 

(65

)

 

 

 

 

 

(20,839

)

Depreciation and amortization from
   discontinued operations (Notes 2, 3 and 5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2

)

Net book value at end of the period

 

 

75,292

 

 

 

4,803

 

 

 

109,076

 

 

 

7,920

 

 

 

3,683

 

 

 

34,373

 

 

 

4,100

 

 

 

10,715

 

 

 

78

 

 

 

63,375

 

 

 

313,415

 

As at June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

269,909

 

 

 

8,848

 

 

 

343,805

 

 

 

28,576

 

 

 

40,426

 

 

 

81,375

 

 

 

4,447

 

 

 

37,201

 

 

 

387

 

 

 

63,375

 

 

 

878,349

 

F-78


 

Accumulated depreciation, impairment and amortization

 

 

(194,617

)

 

 

(4,045

)

 

 

(234,729

)

 

 

(20,656

)

 

 

(36,743

)

 

 

(47,002

)

 

 

(347

)

 

 

(26,486

)

 

 

(309

)

 

 

 

 

 

(564,934

)

Net book value

 

 

75,292

 

 

 

4,803

 

 

 

109,076

 

 

 

7,920

 

 

 

3,683

 

 

 

34,373

 

 

 

4,100

 

 

 

10,715

 

 

 

78

 

 

 

63,375

 

 

 

313,415

 

F-79


 

Interest capitalized to property and equipment that qualified as borrowing costs amounted to Php988 million and Php945 million for the six months ended June 30, 2023 and 2022, respectively. See Note 5 – Income and Expenses – Financing Costs – Net. The average interest capitalization rate used was approximately 4% for each of the six months ended June 30, 2023 and 2022.

Our net foreign exchange differences, which qualified as borrowing costs, amounted to Php7 million and Php297 million for the six months ended June 30, 2023 and 2022, respectively.

The cost of fully depreciated property and equipment that are still being used in the PLDT Group’s operations amounted to Php90,860 million and Php83,055 million as at June 30, 2023 and December 31, 2022, respectively.

As at June 30, 2023, the estimated useful lives of our property and equipment are as follows:

 

Cable and wire facilities

 

5 – 15 years

Central equipment

 

3 – 15 years

Network facilities

 

3 – 15 years

Buildings

 

25 – 50 years

Vehicles, furniture and other network equipment

 

3 – 15 years

Information origination and termination equipment

 

5 – 15 years

Land improvements

 

10 years

IT systems and platforms

 

3 – 5 years

Security platforms

 

3 – 5 years

Leasehold improvements

 

3 – 10 years or the term of the lease, whichever is shorter

See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Estimating useful lives of property and equipment.

Sale and Leaseback of Telecom Towers

On April 19, 2022, Smart and DMPI signed Sale and Purchase Agreements with a subsidiary of Edotco Group and a subsidiary of EdgePoint, or the TowerCos, in connection with the sale of 5,907 telecom towers and related passive telecommunication infrastructure for Php77 billion. Out of the total towers, 2,973 towers located primarily in Luzon, Visayas and Mindanao were acquired by Edotco Towers, Inc., a subsidiary of Edotco Group, and 2,934 towers located in Luzon were acquired by Comworks Infratech Corp., subsidiary of EdgePoint.

Concurrent with the execution of the Sale and Purchase Agreements, Smart also entered into Master Service Agreements, or MSAs, with the TowerCos wherein Smart agreed to leaseback the towers sold in the transaction for a period of 10 years. In addition to space, the TowerCos are responsible for providing operations and maintenance services, as well as power to the sites. The sale and leaseback with the TowerCos is complemented by a commitment to place service orders for a total of 1,000 Build-To-Suit, or BTS, sites before December 31, 2025 and 50 committed BTS sites each year for five years starting January 1, 2026, or another total of 500 BTS sites. Thus, total committed BTS sites with the TowerCos is 1,500. The closing of the agreements are on a staggered basis depending on the satisfaction of closing conditions based on the number of towers transferred. The first closing commenced in June 2022, with the final closing in 2023.

On the same day that the telecom towers were sold, the MSAs covering the leaseback arrangements for those towers became effective. As at December 31, 2022, we have completed the sale of 4,665 telecom towers representing 79% of the towers portfolio subject to the sale. As a result, we received total proceeds of Php60,492 million, and recognized gain on sale and leaseback amounting to Php25,234 million.

In 2023, we completed additional sale of 517 telecom towers for a total consideration of Php7,094 million. We recognized gain on sale and leaseback for these transactions totaling to Php3,018 million. The total completed sale and leaseback transaction to date is at 88% of the towers portfolio subject to the sale of Edotco and Comworks.

Meanwhile, on December 15, 2022 and March 16, 2023, Smart and DMPI signed a new set of Sale and Purchase Agreements, with Unity Digital Infrastructure, or Unity, and Frontier Tower Associates Philippines Inc., or Frontier, respectively, in connection with the sale of 1,662 telecom towers and related passive telecom

F-80


 

infrastructure for a total of Php21,309 million. Out of the total towers, 650 towers located primarily in Visayas and Mindanao were acquired by Unity and 1,012 towers located in Luzon were acquired by Frontier.

Concurrent with the execution of the Sale and Purchase Agreements, Smart also entered into MSAs with Unity and Frontier wherein Smart has agreed to leaseback the towers sold in the transaction for a period of 10 years. In addition to space, Unity and Frontier will also be responsible for providing operations and maintenance services, as well as power to the sites. The sale and leaseback with Unity is complemented by a commitment to place service orders for a total of 220 BTS sites within the next two to four years. Meanwhile, the sale and leaseback with Frontier includes a commitment to place service orders for 550 points of service within the next three to four years, of which 400 are co-locations and the balance for new BTS sites. With these additional sites from Unity and Frontier, total commitment with all TowerCos is for 2,270 sites. The closing of the agreements are on a staggered basis depending on the satisfaction of closing conditions based on the number of towers transferred.

On May 15, 2023, we completed the first sale of 135 telecom towers to Unity for a consideration of Php1,903 million (excluding taxes), with net book value of Php1,180 million. We recognized gain on sale and leaseback for this transaction, amounting to Php622 million.

The following summarizes the completed sale of Smart and DMPI telecom towers as at 2023:

 

Closing Date

 

Number of Tower
Assets Sold

 

 

Cash Consideration
(excluding taxes)

 

 

Net Book Value
of Tower Assets

 

 

 

 

 

 

(in million pesos)

 

June 1, 2022

 

 

3,012

 

 

 

39,228

 

 

 

12,937

 

August 1, 2022

 

 

1,013

 

 

 

13,190

 

 

 

5,253

 

September 1, 2022

 

 

151

 

 

 

1,801

 

 

 

1,606

 

October 3, 2022

 

 

259

 

 

 

3,529

 

 

 

1,377

 

December 9, 2022

 

 

230

 

 

 

2,744

 

 

 

1,701

 

February 10, 2023

 

 

287

 

 

 

4,054

 

 

 

1,348

 

March 15, 2023

 

 

95

 

 

 

1,133

 

 

 

513

 

April 18, 2023

 

 

135

 

 

 

1,907

 

 

 

888

 

May 15, 2023

 

 

135

 

 

 

1,903

 

 

 

1,180

 

 

 

 

5,317

 

 

 

69,489

 

 

 

26,803

 

The remaining telecom towers with net book value of Php13,145 and Php7,125 million, subject to sale and purchase agreement until 2023, were reclassified from “Property and equipment” to “Assets classified as held-for-sale” under current assets in our consolidated statement of financial position as at June 30, 2023 and December 31, 2022, respectively.

 

 

F-81


 

10.
Leases

Group as a Lessee

We have lease contracts for various items of sites, buildings, leased circuits and poles used in our operations. We considered in the lease term the non-cancellable period of the lease together with the periods covered by an option to extend and option to terminate the lease.

Our consolidated estimated useful lives of ROU assets as at June 30, 2023 are as follows:

 

Sites

 

1 – 30 years

International leased circuits(1)

 

1 – 20 years

Poles(2)

 

3 – 12 years

Domestic leased circuits

 

1 – 10 years

Office buildings

 

1 – 25 years

Co-located sites(3)

 

3 – 11 years

 

(1)
As at December 31, 2022, the estimated useful life ranges from 1-11 years.
(2)
As at December 31, 2022, the estimated useful life ranges from 2-12 years.
(3)
As at December 31, 2022, the estimated useful life ranges from 3-7 years.

F-82


 

Our consolidated rollforward analysis of ROU assets as at June 30, 2023 and December 31, 2022 are as follows:

 

F-83


 

 

 

Sites

 

 

International
Leased
Circuits

 

 

Poles

 

 

Domestic
Leased
Circuits

 

 

Office
Buildings

 

 

Co-located
Sites

 

 

Sale and Leaseback Adjustment

 

 

Total

 

 

 

(in million pesos)

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the year

 

 

23,093

 

 

 

4,257

 

 

 

3,631

 

 

 

1,732

 

 

 

1,669

 

 

 

10

 

 

 

 

 

 

34,392

 

Additions (Note 28)

 

 

32,735

 

 

 

402

 

 

 

116

 

 

 

851

 

 

 

165

 

 

 

5

 

 

 

 

 

 

34,274

 

Business combination

 

 

90

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90

 

Currency translation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

1

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5

)

 

 

 

 

 

 

 

 

(5

)

Asset retirement obligation

 

 

(1,412

)

 

 

 

 

 

 

 

 

 

 

 

(95

)

 

 

 

 

 

 

 

 

(1,507

)

Modifications

 

 

(7

)

 

 

(106

)

 

 

432

 

 

 

(8

)

 

 

1

 

 

 

 

 

 

(12,776

)

 

 

(12,464

)

Terminations

 

 

(12,196

)

 

 

(294

)

 

 

 

 

 

(139

)

 

 

(316

)

 

 

 

 

 

 

 

 

(12,945

)

Balances at end of the year

 

 

42,303

 

 

 

4,259

 

 

 

4,179

 

 

 

2,436

 

 

 

1,420

 

 

 

15

 

 

 

(12,776

)

 

 

41,836

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the year

 

 

(8,666

)

 

 

(2,014

)

 

 

(1,629

)

 

 

(966

)

 

 

(1,030

)

 

 

(6

)

 

 

 

 

 

(14,311

)

Terminations

 

 

4,931

 

 

 

150

 

 

 

 

 

 

71

 

 

 

293

 

 

 

 

 

 

 

 

 

5,445

 

Charge from asset retirement obligation

 

 

1,545

 

 

 

 

 

 

 

 

 

 

 

 

103

 

 

 

 

 

 

 

 

 

1,648

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

 

 

 

 

 

 

5

 

Currency translation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

 

 

 

(1

)

Modifications

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10

)

 

 

 

 

 

 

 

 

(10

)

Business combination

 

 

(33

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(33

)

Depreciation from continuing operations (Notes 2, 3 and 5)

 

 

(3,803

)

 

 

(832

)

 

 

(875

)

 

 

(475

)

 

 

(313

)

 

 

(3

)

 

 

640

 

 

 

(5,661

)

Depreciation from discontinued operations (Notes 2, 3 and 5)

 

 

(21

)

 

 

 

 

 

 

 

 

 

 

 

(34

)

 

 

 

 

 

 

 

 

(55

)

Balances at end of the year

 

 

(6,047

)

 

 

(2,696

)

 

 

(2,504

)

 

 

(1,370

)

 

 

(987

)

 

 

(9

)

 

 

640

 

 

 

(12,973

)

Net book value as at December 31, 2022 (Audited)

 

 

36,256

 

 

 

1,563

 

 

 

1,675

 

 

 

1,066

 

 

 

433

 

 

 

6

 

 

 

(12,136

)

 

 

28,863

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the period

 

 

42,303

 

 

 

4,259

 

 

 

4,179

 

 

 

2,436

 

 

 

1,420

 

 

 

15

 

 

 

(12,776

)

 

 

41,836

 

Additions (Note 28)

 

 

6,438

 

 

 

137

 

 

 

55

 

 

 

18

 

 

 

158

 

 

 

31

 

 

 

 

 

 

6,837

 

Asset retirement obligation

 

 

99

 

 

 

 

 

 

 

 

 

 

 

 

(9

)

 

 

 

 

 

 

 

 

90

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14

)

 

 

 

 

 

 

 

 

(14

)

Modifications

 

 

(54

)

 

 

(29

)

 

 

(584

)

 

 

(64

)

 

 

(3

)

 

 

 

 

 

 

 

 

(734

)

Terminations

 

 

455

 

 

 

(4

)

 

 

(30

)

 

 

 

 

 

(111

)

 

 

 

 

 

(1,375

)

 

 

(1,065

)

Reclassification to ROU assets classified as held-for-sale

 

 

(4,194

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,194

)

Balances at end of the period

 

 

45,047

 

 

 

4,363

 

 

 

3,620

 

 

 

2,390

 

 

 

1,441

 

 

 

46

 

 

 

(14,151

)

 

 

42,756

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the period

 

 

(6,047

)

 

 

(2,696

)

 

 

(2,504

)

 

 

(1,370

)

 

 

(987

)

 

 

(9

)

 

 

640

 

 

 

(12,973

)

Reclassification to ROU assets classified as held-for-sale

 

 

1,394

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,394

 

Modifications

 

 

(7

)

 

 

76

 

 

 

3

 

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

75

 

Terminations

 

 

84

 

 

 

 

 

 

10

 

 

 

 

 

 

106

 

 

 

 

 

 

(145

)

 

 

55

 

Charge from asset retirement obligation

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

17

 

 

 

 

 

 

 

 

 

20

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

 

 

 

 

 

 

 

 

 

11

 

Depreciation from continuing operations (Notes 2 and 3)

 

 

(2,503

)

 

 

(427

)

 

 

(465

)

 

 

(269

)

 

 

(167

)

 

 

(4

)

 

 

724

 

 

 

(3,111

)

Depreciation from discontinued operations (Notes 2 and 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14

)

 

 

 

 

 

 

 

 

(14

)

Balances at end of the period

 

 

(7,076

)

 

 

(3,047

)

 

 

(2,956

)

 

 

(1,639

)

 

 

(1,031

)

 

 

(13

)

 

 

1,219

 

 

 

(14,543

)

Net book value as at June 30, 2023 (Unaudited)

 

 

37,971

 

 

 

1,316

 

 

 

664

 

 

 

751

 

 

 

410

 

 

 

33

 

 

 

(12,932

)

 

 

28,213

 

 

F-84


 

The following amounts are recognized in our consolidated income statements for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Depreciation expense of ROU assets from continuing operations

 

 

3,111

 

 

 

2,679

 

Depreciation expense of ROU assets from discontinued operations (Notes 2 and 3)

 

 

14

 

 

 

29

 

Interest expenses on lease liabilities from continuing operations

 

 

1,585

 

 

 

655

 

Interest expenses on lease liabilities from discontinued operations

 

 

1

 

 

 

6

 

Variable lease payments (included in general and administrative expenses)
   from continuing operations

 

 

321

 

 

 

424

 

Variable lease payments (included in general and administrative expenses)
   from discontinued operations (Notes 2 and 3)

 

 

 

 

 

(6

)

Expenses relating to short-term leases
   (included in general and administrative expenses) (Note 5)

 

 

710

 

 

 

686

 

Expenses relating to leases of low-value assets
   (included in general and administrative expenses) (Note 5)

 

 

1

 

 

 

1

 

Total amount recognized in consolidated income statements

 

 

5,743

 

 

 

4,474

 

Our consolidated rollforward analysis of lease liabilities as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

42,435

 

 

 

21,686

 

Additions (Note 28)

 

 

6,931

 

 

 

34,277

 

Accretion on lease liabilities from continuing operations (Notes 2, 3 and 5)

 

 

1,585

 

 

 

2,057

 

Accretion on lease liabilities from discontinued operations (Notes 2, 3 and 5)

 

 

1

 

 

 

7

 

Business combination

 

 

 

 

 

46

 

Reclassification to lease liabilities classified as held-for-sale

 

 

 

 

 

(1,668

)

Foreign exchange gains (losses) – net

 

 

(15

)

 

 

215

 

Lease modifications

 

 

(834

)

 

 

317

 

Termination

 

 

(2,014

)

 

 

(6,171

)

Settlement of obligations

 

 

(5,570

)

 

 

(8,331

)

Balances at end of the period (Notes 3 and 28)

 

 

42,519

 

 

 

42,435

 

Less current portion of lease liabilities (Note 27)

 

 

10,250

 

 

 

10,477

 

Noncurrent portion of lease liabilities (Note 27)

 

 

32,269

 

 

 

31,958

 

We had total cash outflows for leases of Php5,570 million and Php3,743 million for the six months ended June 30, 2023 and 2022, respectively. We also had non-cash additions to ROU assets of Php6,837 million and Php34,274 million as at June 30, 2023 and December 31, 2022, respectively. We had non-cash additions to lease liabilities of Php6,931 million and Php34,277 million as at June 30, 2023 and December 31, 2022, respectively. The future cash outflows relating to leases that have not yet commenced are disclosed in Note 28 – Notes to the Statements of Cash Flows.

We have entered into several lease contracts that include automatic extension and termination options. These options are negotiated by us to provide flexibility in managing the leased-asset portfolio and align with our business needs. However, in some of these lease contracts, we did not impute the renewal period in our assessment of the lease terms of these contracts since said renewal period is not yet reasonably estimable at the time of transition or commencement date of the lease, see Note 3 – Managements Use of Accounting Judgments, Estimates and Assumptions – Determining the lease term of contracts with renewal and termination options – Company as a Lessee.

As disclosed in Note 9 – Property and Equipment, on the sale and leaseback of telecom towers, Smart and DMPI signed Sale and Purchase Agreements with the TowerCos in connection with the sale of 7,569 telecom towers and related passive telecom infrastructure, with the concurrent execution of MSAs with the TowerCos where Smart has agreed to leaseback the towers sold in the transaction for a period of 10 years.

F-85


 

In 2022 and in the first half of 2023, the MSAs covering the leaseback arrangements of 4,665 and 652 telecom towers, respectively, became effective. As a result, we recognized cumulative lease liability of Php31,745 million as at June 30, 2023. We also recognized cumulative ROU assets of Php17,454 million as at June 30, 2023. The difference between lease liability and ROU assets represents the rights retained by the PLDT Group over the telecom assets leased back from the tower companies.

Including the related accounts on Unity and Frontier, the ROU assets relating to leasehold land with net book value of Php3,008 million and Php1,646 million, and the related lease liabilities amounting to Php3,095 million and Php1,738 million were respectively reclassified as “Assets classified as held-for-sale” under current assets and “Liabilities associated with assets classified as held-for-sale” under current liabilities in our consolidated statement of financial position as at June 30, 2023 and December 31, 2022, respectively.

Common Tower Pilot, or CTP, Program

In January 2020, Smart partnered with several TowerCos duly-accredited by the Department of Information and Communications Technology and launched the CTP Program with the objective of faster new site roll-outs and reduced upfront CAPEX spending.

In the same year, Smart entered into MSAs with these TowerCos. Under the agreement, the TowerCos will handle site acquisition and permitting, site development works, construction and permanent electrification of the towers. Effective 30 days after the sites are Ready For Telecommunication Installation, or RFTI, Smart will be liable to settle a monthly fixed fee covering rental and maintenance costs for a contract term of 15 years. The monthly fee will be subject to agreed escalation rates with the TowerCos. As anchor tenant, Smart will also be entitled to colocation discounts when additional tenants come on board.

Upon launching of the program, the original CTP commitment covered 200 sites. This was later on increased to 936 BTS sites. As at December 31, 2022, Smart has issued service orders, or SOs, corresponding to 464 BTS sites.

As at June 30, 2023, a total of 307 BTS sites are classified as RFTI, out of which 110 BTS sites are ready for service.

Group as a Lessor

We have entered into operating leases on our investment property portfolio consisting of certain office buildings and business offices. See Note 13 – Investment Properties. These leases have term of five years. All leases include a clause to enable upward revision of the rental charge on annual basis according to prevailing market conditions. The lessee is also required to provide a residual guarantee on the properties. Rental income recognized by us amounted to Php28 million and Php26 million for the six months ended June 30, 2023 and 2022, respectively.

Future minimum rentals receivable under non-cancellable operating leases expected within one year amounted to Php28 million and Php57 million as at June 30, 2023 and December 31, 2022, respectively.

 

 

F-86


 

11.
Investments in Associates and Joint Ventures

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Carrying value of investments in associates:

 

 

 

 

 

 

MediaQuest PDRs

 

 

9,736

 

 

 

9,855

 

VIH

 

 

6,724

 

 

 

7,959

 

Appcard, Inc., or Appcard

 

 

114

 

 

 

108

 

PG1

 

 

34

 

 

 

 

Asia Outsourcing Beta Limited, or Beta

 

 

 

 

 

 

AF Payments, Inc., or AFPI

 

 

 

 

 

 

 

 

16,608

 

 

 

17,922

 

Carrying value of investments in joint ventures:

 

 

 

 

 

 

VTI, Bow Arken and Brightshare

 

 

33,599

 

 

 

33,584

 

Telecommunications Connectivity, Inc., or TCI

 

 

41

 

 

 

40

 

PFC

 

 

 

 

 

 

VFC

 

 

 

 

 

 

 

 

33,640

 

 

 

33,624

 

Total carrying value of investments in associates and joint ventures

 

 

50,248

 

 

 

51,546

 

Changes in the cost of investments for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

63,020

 

 

 

61,986

 

Additions during the period

 

 

73

 

 

 

3,514

 

Disposals

 

 

 

 

 

(2,421

)

Translation and other adjustments

 

 

(3

)

 

 

(59

)

Balances at end of the period

 

 

63,090

 

 

 

63,020

 

Changes in the accumulated impairment losses for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

2,805

 

 

 

2,755

 

Additions during the period (Note 4)

 

 

70

 

 

 

50

 

Balances at end of the period

 

 

2,875

 

 

 

2,805

 

 

F-87


 

Changes in the accumulated equity share in net earnings (losses) of associates and joint ventures as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

(8,669

)

 

 

(5,867

)

Share in the other comprehensive loss of associates and joint ventures
   accounted for using the equity method

 

 

 

 

 

(6

)

Disposals

 

 

 

 

 

(37

)

Equity share in net earnings (losses) of associates and joint ventures:

 

 

(1,325

)

 

 

(3,304

)

VTI, Bow Arken and Brightshare

 

 

15

 

 

 

74

 

PG1

 

 

8

 

 

 

(124

)

Appcard

 

 

6

 

 

 

(2

)

TCI

 

 

 

 

 

1

 

VFC

 

 

 

 

 

(1

)

Multisys

 

 

 

 

 

(95

)

PFC

 

 

(1

)

 

 

(2

)

MediaQuest PDRs

 

 

(118

)

 

 

(129

)

VIH

 

 

(1,235

)

 

 

(3,026

)

Translation and other adjustments

 

 

27

 

 

 

545

 

Balances at end of the period

 

 

(9,967

)

 

 

(8,669

)

Investments in Associates

Investment of ePLDT in MediaQuest PDRs

In 2012, ePLDT made deposits totaling Php6 billion to MediaQuest, an entity wholly-owned by the PLDT Beneficial Trust Fund, for the issuance of PDRs by MediaQuest in relation to its indirect interest in Cignal TV. Cignal TV is a wholly-owned subsidiary of Satventures, which is a wholly-owned subsidiary of MediaQuest incorporated in the Philippines. The Cignal TV PDRs confer an economic interest in common shares of Cignal TV indirectly owned by MediaQuest, and when issued, will provide ePLDT with a 40% economic interest in Cignal TV.

Cignal TV operates a direct-to-home, or DTH, Pay-TV business under the brand name “Cignal TV”, which is the largest DTH Pay-TV operator in the Philippines.

In June 2013, ePLDT’s Board of Directors approved additional Php3.6 billion investment by ePLDT in PDRs to be issued by MediaQuest in relation to its interest in Satventures. The Satventures PDRs confer an economic interest in common shares of Satventures owned by MediaQuest and provide ePLDT with a 40% economic interest in Satventures.

The PLDT Group’s financial investment in PDRs of MediaQuest is part of the PLDT Group’s overall strategy of broadening its distribution platforms and increasing the PLDT Group’s ability to deliver multimedia content to its customers across the PLDT Group’s broadband and mobile networks.

ePLDT’s aggregate value of investment in MediaQuest PDRs amounted to Php9,736 million and Php9,855 million as at June 30, 2023 and December 31, 2022, respectively. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Accounting for investment in MediaQuest through PDRs.

F-88


 

The table below presents the summarized financial information of Satventures and subsidiaries as at June 30, 2023 and December 31, 2022, and for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Statements of Financial Position:

 

 

 

 

 

 

Noncurrent assets

 

 

21,955

 

 

 

21,910

 

Current assets

 

 

8,406

 

 

 

8,612

 

Noncurrent liabilities

 

 

2,012

 

 

 

2,418

 

Current liabilities

 

 

12,137

 

 

 

11,706

 

Equity(1)

 

 

16,212

 

 

 

16,398

 

Carrying amount of interest in Satventures

 

 

9,736

 

 

 

9,855

 

Additional Information:

 

 

 

 

 

 

Cash and cash equivalents

 

 

674

 

 

 

688

 

Current financial liabilities(2)

 

 

2,150

 

 

 

986

 

Noncurrent financial liabilities(2)

 

 

806

 

 

 

1,148

 

 

(1)
Including Php1 billion deposit for preferred stock subscriptions by MediaQuest in 2021.
(2)
Excluding trade, other payables and provisions.

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Income Statements:

 

 

 

 

 

 

Revenues

 

 

4,199

 

 

 

5,910

 

Depreciation and amortization

 

 

645

 

 

 

691

 

Interest income

 

 

(22

)

 

 

 

Interest expense

 

 

128

 

 

 

103

 

Provision for (benefit from) income tax

 

 

(102

)

 

 

29

 

Net income (loss) / Total comprehensive income (loss)

 

 

(185

)

 

 

107

 

Equity share in net earnings (losses) of Satventures

 

 

(118

)

 

 

68

 

Investment of PCEV in VIH

Consolidation of the Digital Investments of Smart under PCEV

On February 27, 2018, the Board of Directors of PCEV approved the consolidation of the various Digital Investments under PCEV, which was carried out through the following transactions:

(i)
PCEV entered into a Share Purchase Agreement with Voyager Innovations, Inc., or Voyager, to purchase 53.4 million ordinary shares of VIH representing 100% of the issued and outstanding ordinary shares of VIH, for a total consideration of Php465 million;
(ii)
VIH entered into a Share Purchase Agreement with Smart to purchase all of its 170 million common shares of Voyager for a total consideration of Php3,527 million; and
(iii)
PCEV entered into a Subscription Agreement with VIH to subscribe to additional 95.9 million ordinary shares of VIH, with a par value of SG$1.00 per ordinary share, for a total subscription price of SG$96 million, or Php3,806 million, which was settled on April 13, 2018.

Loss of Control over VIH

In 2018, PLDT, as the ultimate Parent Company of PCEV, VIH, Vision Investment Holdings Pte. Ltd., or Vision, an entity indirectly controlled by KKR, Cerulean Investment Limited, or Cerulean, an entity indirectly owned and controlled by Tencent, International Finance Corporation, or IFC, and IFC Emerging Asia Fund, or IFC EAF, a fund managed by IFC Asset Management Company, or IFC AMC, entered into subscription agreements to subscribe VIH’s Convertible Class A preferred shares with a total subscription price amounting to US$215 million. As a result, PCEV’s ownership was diluted to 48.74% and retained two out of five BOD seats in VIH, which resulted in a loss of control. Consequently, PCEV accounted for its remaining interest in VIH as an investment in an associate.

F-89


 

On June 17, 2020, VIH appointed a new director, representing IFC, bringing the total number of BOD seats in VIH to six. PCEV still holds two out of the six BOD seats after the appointment of the new director.

Investment in Class B Convertible Preference Shares

On June 11, 2021, PCEV, KKR, Tencent, and IFC Financial Institutions Growth Fund, a fund managed by IFC AMC, entered into a new subscription agreement with VIH to subscribe to US$120.8 million Class B convertible preferred shares of VIH. PCEV paid a total consideration of US$25 million or Php1,218 million for 15.6 million VIH convertible preferred shares and resulting to another equity interest dilution from 41.87% to 38.45%.

Investment in Class C Convertible Preference Shares

On April 7, 2022, PCEV participated in the new round of fundraise for VIH amounting to US$62 million. Leading the round was the new investor SIG Venture Capital. Also participating in the round were the other existing shareholders KKR, Tencent, IFC, IFC EAF and IFC Financial Institutions Growth Fund, as well as new investors including Singapore-based global investor EDBI and investment holding company, First Pacific. Thereafter, PCEV’s ownership in VIH was diluted from 38.45% to 36.82%.

On August 12, 2022, a new investor signed a subscription agreement with VIH resulting in further dilution of PCEV's equity interest from 36.82% to 36.63%. See related disclosures on gain on dilution on Note 5 – Other Income (Expenses).

The following summarizes the subscription agreements entered into by PCEV with VIH:

 

Date

 

Number of Shares Sold

 

Number
of Shares

 

 

Total Consideration

 

 

PCEV's Equity Interest

 

 

 

 

 

(in millions)

 

 

(in million pesos)

 

 

 

 

March 14, 2018

 

Acquisition of Ordinary Shares

 

 

53.4

 

 

 

465

 

 

 

100

%

March 14, 2018

 

Subscription of Ordinary Shares

 

 

95.9

 

 

 

3,806

 

 

 

100

%

December 31, 2020

 

Conversion of notes to Class A2 preference shares

 

 

7.9

 

 

 

544

 

 

 

44

%

March 12, 2021

 

Exercise of warrants to subscribe Class A2 preference shares

 

 

6.7

 

 

 

447

 

 

 

42

%

June 11, 2021

 

Subscription to Class B convertible preferred shares

 

 

15.6

 

 

 

1,218

 

 

 

38

%

April 7, 2022

 

Subscription to Class C convertible preferred shares

 

 

27.2

 

 

 

3,252

 

 

 

37

%

PCEV’s percentage equity interest in VIH stood at 36.63% each as at June 30, 2023 and December 31, 2022.

The summarized financial information of VIH as at June 30, 2023 and December 31, 2022, and for the six months ended June 30, 2023 and 2022 is shown below:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Statements of Financial Position:

 

 

 

 

 

 

Noncurrent assets

 

 

4,056

 

 

 

3,514

 

Current assets

 

 

12,353

 

 

 

18,599

 

Noncurrent liabilities

 

 

502

 

 

 

252

 

Current liabilities

 

 

8,044

 

 

 

10,850

 

Equity

 

 

7,863

 

 

 

11,011

 

Carrying amount of interest in VIH

 

 

6,724

 

 

 

7,959

 

Additional Information:

 

 

 

 

 

 

Cash and cash equivalents

 

 

5,536

 

 

 

6,410

 

Current financial liabilities(1)

 

 

7,997

 

 

 

10,740

 

 

(1) Excluding statutory payables and accrued taxes.

F-90


 

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Income Statements:

 

 

 

 

 

 

Revenues

 

 

4,481

 

 

 

3,765

 

Depreciation and amortization

 

 

163

 

 

 

123

 

Interest income

 

 

71

 

 

 

35

 

Provision for income tax

 

 

 

 

 

 

Net loss / Total comprehensive loss

 

 

(3,372

)

 

 

(3,807

)

Equity share in net losses of VIH(1)

 

 

(1,235

)

 

 

(1,465

)

 

(1) 2023 and 2022 amounts include impact of 2022 and 2021 audit adjusting entries, respectively.

The carrying value of PCEV’s investment in VIH as at June 30, 2023 and December 31, 2022 are as follows.

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

VIH Equity(1)

 

 

6,342

 

 

 

9,714

 

PCEV's noncontrolling interests

 

 

36.63

%

 

 

36.63

%

Share in net assets of VIH

 

 

2,323

 

 

 

3,558

 

Goodwill arising from acquisition

 

 

4,401

 

 

 

4,401

 

Carrying amount of interest in VIH

 

 

6,724

 

 

 

7,959

 

 

(i)
VIH Equity is net of Php1,521 million and Php1,297 million Stock Option in 2023 and 2022, respectively.

Investment of PLDT Capital Pte. Ltd., or PLDT Capital, in AppCard

On October 9, 2015, PLDT Capital entered into a Convertible Preferred Stock Purchase Agreement with AppCard for US$5 million. AppCard, a Delaware Corporation, is engaged in the business of developing, marketing, selling and servicing digital loyalty program platforms.

Investment of PLDT Capital in Beta

On February 5, 2013, PLDT entered into a Subscription and Shareholders’ Agreement with Asia Outsourcing Alpha Limited, or Alpha, wherein PLDT, through its indirect subsidiary PGIC, acquired from Alpha approximately 20% equity interest in Beta for a total cost of approximately US$40 million, which consists of preferred shares of US$39.8 million and ordinary shares of US$0.2 million. On various dates in 2013 and 2014, PGIC has bought and transferred-in a net in total of 27 ordinary shares and 9,643 preferred shares to certain employees of Beta for a total net payment of US$51 thousand. In 2014, Beta has divested its healthcare BPO business. PGIC received a total cash distribution of US$41.8 million from Beta through redemption of 35.3 million preferred shares and repayment of loan from PGIC. The equity interest of PGIC in Beta remained at 20% after the transfer with economic interest of 18.32%.

Alpha and Beta are both exempted limited liability companies incorporated under the laws of Cayman Islands and are both controlled by CVC Capital Partners. Beta has been designated to be the ultimate holding company of the SPi Technologies, Inc. and Subsidiaries.

On July 22, 2016, Asia Outsourcing Gamma Limited, or AOGL, entered into a Sale and Purchase Agreement with Relia, Inc., one of the largest BPO companies in Japan, relating to the acquisition of AOGL’s Customer Relationship Management, or CRM, business under the legal entity SPi CRM, Inc. and Infocom Technologies, Inc., wholly-owned subsidiaries of SPi Technologies, Inc., for a total purchase consideration of US$190.9 million. AOGL is a wholly-owned subsidiary of Beta and the direct holding company of SPi Technologies, Inc. and Subsidiaries. The transaction was completed on September 30, 2016. As a result of the sale, PGIC received a cash distribution of US$11.2 million from Beta through redemption of its preferred shares and portion of its ordinary shares.

F-91


 

On May 19, 2017, AOGL entered into a Sale and Purchase Agreements with Partners Group, a global private markets investment manager, relating to the acquisition of SPi Global, a wholly-owned subsidiary of AOGL, for an enterprise value of US$330 million. The transaction was completed on August 25, 2017. As a result of the sale, PGIC received a total cash distribution of US$57.05 million from Beta on various dates in 2017 and 2018 through redemption of a portion of its ordinary shares.

On May 14, 2021, PGIC entered into an Instrument of Transfer with its affiliate, PLDT Capital, relating to the acquisition of PGIC’s 554 ordinary shares (or 18.32% full economic interest) in Beta for a purchase consideration of US$0.68 million. PGIC received the cash consideration from PLDT Capital also on May 14, 2021.

The transfer of shares to PLDT Capital was completed on May 25, 2021.

On May 17, 2022, PLDT Capital received a cash distribution of US$1.2 million from Beta through redemption of all its ordinary shares, resulting in the full divestment of the investment in Beta.

Investment in PG1

On February 28, 2022, PLDT signed a Deed of Assignment under which investors led by Philex Mining Corporation, Metro Pacific Corporation, or MPIC, and Roxas Holdings, Inc. separately acquired a total of Php44.7 million worth of equity interest in PG1 from PLDT. In addition, PG1 appointed a new director bringing the total number of directors to nine. As a result, PLDT’s ownership was diluted from 65.3% to 47.6% and retained four out of nine total board seats which resulted in a loss of control. Consequently, PLDT accounted for its remaining interest in PG1 as an investment in associate. See the related discussion on Note 2 – Summary of Significant Accounting Policies - Loss of Control of PLDT over PG1.

The carrying value of investment in PG1 amounted to Php34 million as at June 30, 2023, while nil as at December 31, 2022, as the equity share in net losses of PG1 is recognized only up to the extent of its carrying value. The excess of the equity share in net losses over its carrying value amounted to nil and Php3 million as at June 30, 2023 and December 31, 2022, respectively.

The summarized financial information of PG1 as at June 30, 2023 and December 31, 2022, and for the six months ended June 30, 2023 and 2022 is shown below:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Statements of Financial Position:

 

 

 

 

 

 

Noncurrent assets

 

 

3,198

 

 

 

3,283

 

Current assets

 

 

97

 

 

 

123

 

Noncurrent liabilities

 

 

3,146

 

 

 

3,146

 

Current liabilities

 

 

990

 

 

 

847

 

Deficit

 

 

841

 

 

 

587

 

 

 

 

 

 

 

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Income Statements:

 

 

 

 

 

 

Revenues

 

 

29

 

 

 

50

 

Depreciation and amortization

 

 

112

 

 

 

107

 

Net loss / Total comprehensive loss

 

 

(232

)

 

 

(117

)

Equity share in net losses of PG1

 

 

(110

)

 

 

(56

)

Investment of Smart in AFPI

In 2013, Smart, along with other conglomerates MPIC and Ayala Corporation, or Ayala, embarked on a venture to bid for the Automated Fare Collection System, or AFCS, a project of the Department of Transportation and Communications, or DOTC, and Light Rail Transit Authority, to upgrade the Light Rail Transit 1 and 2, and Metro Rail Transit ticketing systems.

F-92


 

In 2014, AFPI, the joint venture company, was incorporated in the Philippines and registered with the Philippine SEC. Smart initially subscribed to Php503 million equivalent to 503 million shares at a subscription price of Php1.00 per share representing 20% equity interest, and participated in subsequent capital calls, thereafter. MPIC and Ayala Group signed a ten-year concession agreement with the DOTC to build and implement the AFCS project.

Smart infused additional capital for the following years:

 

Date

 

Number of Shares
Acquired

 

Subscription
Price

 

 

Subscription
Price

 

 

 

 

 

(in million pesos)

 

 

 

 

March 29, 2019

 

70 Preferred Shares

 

 

1.00

 

 

 

70

 

March 11, 2020

 

60 Preferred Shares

 

 

1.00

 

 

 

60

 

March 30, 2021

 

60 Preferred Shares

 

 

1.00

 

 

 

60

 

March 29, 2022

 

50 Preferred Shares

 

 

1.00

 

 

 

50

 

February 15, 2023

 

70 Preferred Shares

 

 

1.00

 

 

 

70

 

Smart retained its 20% equity interest in AFPI as at June 30, 2023 and December 31, 2022.

The summary of investments in AFPI made by Smart as at June 30, 2023 and December 31, 2022 is shown below:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Common shares

 

625.7

 

 

625.7

 

Preferred shares

 

 

434.2

 

 

 

364.2

 

Smart’s investment in AFPI has been fully impaired as at June 30, 2023. Share in net cumulative losses were not recognized as it does not have any legal or constructive obligation to pay for such losses and have not made any payments on behalf of AFPI.

No dividends were received from our associates for the six months ended June 30, 2023 and 2022.

We have no outstanding contingent liabilities or capital commitments with our associates as at June 30, 2023 and December 31, 2022.

F-93


 

Investments in Joint Ventures

Investments of PLDT in VTI, Bow Arken and Brightshare

On May 30, 2016, the PLDT Board approved the Company’s acquisition of 50% equity interest, including outstanding advances and assumed liabilities, in the telecommunications business of San Miguel Corporation, or SMC, with Globe acquiring the other 50% interest. On the same date, PLDT and Globe executed: (i) a Share Purchase Agreement with SMC to acquire the entire outstanding capital, including outstanding advances and assumed liabilities, in VTI (and the other subsidiaries of VTI), which holds SMC’s telecommunications assets through its subsidiaries, or the VTI Transaction; and (ii) separate Share Purchase Agreements with the owners of two other entities, Bow Arken (the parent company of New Century Telecoms, Inc.) and Brightshare (the parent company of eTelco, Inc.), which separately hold additional spectrum frequencies through their respective subsidiaries, or the Bow Arken Transaction and Brightshare Transaction, respectively. We refer to the VTI Transaction, Bow Arken Transaction and Brightshare Transaction collectively as the SMC Transactions.

The consideration in the amount of Php52.8 billion representing the purchase price for the equity interest and assigned advances of previous owners to VTI, Bow Arken and Brightshare was paid in three tranches: 50% upon signing of the Share Purchase Agreements on May 30, 2016, 25% on December 1, 2016 and the final 25% on May 30, 2017. The Share Purchase Agreements also provide that PLDT and Globe, through VTI, Bow Arken and Brightshare, would assume liabilities amounting to Php17.2 billion from May 30, 2016. In addition, the Share Purchase Agreements contain a price adjustment mechanism based on the variance in these assumed liabilities to be agreed among PLDT, Globe and previous owners on the results of the confirmatory due diligence procedures jointly performed by PLDT and Globe. On May 29, 2017, PLDT and Globe paid the previous owners the net amount of Php2.6 billion in relation to the aforementioned price adjustment based on the result of the confirmatory due diligence. See Note 27 – Financial Assets and Liabilities – Commercial Commitments.

As part of the SMC Transactions, PLDT and Globe acquired certain outstanding advances made by the former owners of VTI, Bow Arken and Brightshare to VTI, Bow Arken and Brightshare or their respective subsidiaries. The largest amounts of the advances outstanding to PLDT since the date of assignment to PLDT amounted to Php11,359 million: (i) Php11,038 million from VTI and its subsidiaries; (ii) Php238 million from Bow Arken and its subsidiaries; and (iii) Php83 million from Brightshare and its subsidiaries.

On February 28, 2017, PLDT and Globe each subscribed to 2.8 million new preferred shares to be issued out of the unissued portion of the existing authorized capital stock of VTI, at a subscription price of Php4 thousand per subscribed share (inclusive of a premium over par of Php3 thousand per subscribed share) or a total subscription price for each of Php11,040 million (inclusive of a premium over par of Php8,280 million). PLDT and Globe’s assigned advances from SMC which were subsequently reclassified to deposit for future subscription of each amounting to Php11,040 million were applied as full subscription payment for the subscribed shares.

Also, on the same date, PLDT and Globe each subscribed to 800 thousand new preferred shares of the authorized capital stock of VTI, at a subscription price of Php4 thousand per subscribed share (inclusive of a premium over par of Php3 thousand per subscribed share), or a total subscription price for each Php3,200 million (inclusive of a premium over par of Php2,400 million). PLDT and Globe each paid Php148 million in cash for the subscribed shares upon execution of the relevant agreement. The remaining balance of the subscription price of PLDT and Globe were fully paid as at December 29, 2017.

On December 15, 2017, PLDT and Globe each subscribed to 600 thousand new preferred shares of the authorized capital stock of VTI, at a subscription price of Php5 thousand per subscribed share (inclusive of a premium over par of Php4 thousand per subscribed share), for a total subscription price of Php3,000 million (inclusive of a premium over par of Php2,400 million). PLDT and Globe each paid Php10 million in cash for the subscribed shares upon execution of the agreement. The remaining balance of the subscription price was paid via conversion of advances amounting to Php2,990 million as at December 31, 2017.

The amount of the advances outstanding of PLDT, to cover for the assumed liabilities and working capital requirements of the acquired companies, amounted to Php69 million each as at June 30, 2023 and December 31, 2022.

F-94


 

Purchase Price Allocation

PLDT has engaged an independent valuer to determine the fair value adjustments relating to the acquisition. As at May 30, 2016, our share in the fair value of the intangible assets, which includes spectrum, amounted to Php18,885 million and goodwill of Php17,824 million has been determined based on the results of an independent valuation. Goodwill arising from this acquisition and carrying amount of the identifiable assets and liabilities, including deferred tax liability, and the related amortization through equity in net earnings were retrospectively adjusted accordingly.

The table below presents the summarized financial information of VTI, Bow Arken and Brightshare as at June 30, 2023 and December 31, 2022, and for the six months ended June 30, 2023 and 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Statements of Financial Position:

 

 

 

 

 

 

Noncurrent assets

 

 

78,325

 

 

 

77,543

 

Current assets

 

 

4,159

 

 

 

4,617

 

Noncurrent liabilities

 

 

9,229

 

 

 

9,264

 

Current liabilities

 

 

2,297

 

 

 

2,260

 

Equity

 

 

70,958

 

 

 

70,636

 

Carrying amount of assets in VTI, Bow Arken and Brightshare

 

 

35,479

 

 

 

35,318

 

Additional Information:

 

 

 

 

 

 

Cash and cash equivalents

 

 

2,360

 

 

 

2,733

 

Current financial liabilities(1)

 

 

56

 

 

 

142

 

 

(1) Excluding trade, other payables and provisions.

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Income Statements:

 

 

 

 

 

 

Revenues

 

 

2,084

 

 

 

1,949

 

Depreciation and amortization

 

 

818

 

 

 

564

 

Interest income

 

 

52

 

 

 

9

 

Provision for (benefit from) income tax

 

 

67

 

 

 

148

 

Net income / Total comprehensive income

 

 

31

 

 

 

239

 

Equity share in net income of VTI, Bow Arken and Brightshare

 

 

15

 

 

 

43

 

The carrying value of PLDT’s investment in VTI, Bow Arken and Brightshare as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

VTI, Bow Arken and Brightshare equity

 

 

70,958

 

 

 

70,636

 

PLDT's share

 

 

50

%

 

 

50

%

Share in net assets of VTI, Bow Arken and Brightshare

 

 

35,479

 

 

 

35,318

 

Share in adjustment based on liability and ETPI net cash balance

 

 

442

 

 

 

442

 

Reimbursements

 

 

(236

)

 

 

(230

)

Share in SMC's advances in VTI, Bow Arken and Brightshare

 

 

(840

)

 

 

(840

)

Noncontrolling interests

 

 

(1,028

)

 

 

(952

)

Others

 

 

(218

)

 

 

(154

)

Carrying amount of interest in VTI, Bow Arken and Brightshare

 

 

33,599

 

 

 

33,584

 

 

F-95


 

Notice of Transaction filed with the PCC

On May 30, 2016, prior to closing the transaction, each of PLDT, Globe and SMC submitted notices of the VTI, Bow Arken and Brightshare Transaction (respectively, the VTI Notice, the Bow Arken Notice and the Brightshare Notice and collectively, the Notices) to the PCC pursuant to the Philippine Competition Act, or PCA, and Circular No. 16-001 and Circular No. 16-002 issued by the PCC, or the Circulars. As stated in the Circulars, upon receipt by the PCC of the requisite notices, each of the said transactions shall be deemed approved in accordance with the Circulars.

Subsequently, on June 7, 2016, PLDT and the other parties to the said transactions received separate letters dated June 6 and 7, 2016 from the PCC which essentially stated, that: (a) with respect to VTI Transaction, the VTI Notice is deficient and defective in form and substance, therefore, the VTI Transaction is not “deemed approved” by the PCC, and that the missing key terms of the transaction are critical since the PCC considers certain agreements as prohibited and illegal; and (b) with respect to the Bow Arken and Brightshare Transactions, the compulsory notification under the Circulars does not apply and that even assuming that the Circulars apply, the Bow Arken Notice and the Brightshare Notice are deficient and defective in form and substance.

On June 10, 2016, PLDT submitted its response to the PCC’s letter articulating its position that the VTI Notice is adequate, complete and sufficient and compliant with the requirement under the Circulars and does not contain false material information; as such, the VTI Transaction enjoys the benefit of Section 23 of the PCA. Therefore, the VTI Transaction is deemed approved and cannot be subject to retroactive review by the PCC. Moreover, the parties have taken all necessary steps, including the relinquishment/return of certain frequencies and co-use of the remaining frequencies by Smart and Belltel and Globe and Belltel as discussed above, to ensure that the VTI Transaction will not substantially prevent, restrict or lessen competition to violate the PCA. Nevertheless, in the spirit of cooperation and for transparency, the parties voluntarily submitted to the PCC, among others, copies of the Sale and Purchase Agreements for the PCC’s information and reference.

In a letter dated June 17, 2016, the PCC required the parties to further submit additional documents relevant to the co-use arrangement and the frequencies subject thereto, as well as other definitive agreements relating to the VTI Transaction. It also disregarded the deemed approved status of the VTI Transaction in violation of the Circulars which the PCC itself issued, and insisted that it will conduct a full review, if not investigation of the said transaction under the different operative provisions of the PCA.

F-96


 

In the Matter of the Petition against the PCC

On July 12, 2016, PLDT filed before the Court of Appeals, or CA, a Petition for Certiorari and Prohibition (With Urgent Application for the Issuance of a Temporary Restraining Order, or TRO, and/or Writ of Preliminary Injunction), or the Petition, against the PCC. The Petition sought to enjoin the PCC from proceeding with the review of the acquisition by PLDT and Globe of equity interest, including outstanding advances and assumed liabilities, in the telecommunications business of SMC, or the SMC Transactions, and performing any act which challenges or assails the “deemed approved” status of the SMC Transactions. On July 19, 2016, the 12th Division of the CA, issued a Resolution directing the PCC through the Office of the Solicitor General, or the OSG, to file its Comment within a non-extendible period of 10 days from notice and show cause why the Petition should not be granted. On August 11, 2016, the PCC through the OSG, filed its Comment to the Petition (With Opposition to Petitioner’s Application for a Writ of Preliminary Injunction).

On August 19, 2016, PLDT filed its Reply to Respondent PCC’s Comment. On August 26, 2016, the CA issued a Writ of Preliminary Injunction enjoining and directing the respondent PCC, their officials and agents, or persons acting for and in their behalf, to cease and desist from conducting further proceedings for the pre-acquisition review and/or investigation of the SMC Transactions based on its Letters dated June 7, 2016 and June 17, 2016 during the pendency of the case and until further orders are issued by the CA. On September 14, 2016, the PCC filed a Motion for Reconsideration of the CA’s Resolution. During this time, Globe moved to have its Petition consolidated with the PLDT Petition. In a Resolution promulgated on October 19, 2016, the CA, or the First CA Resolution: (i) accepted the consolidation of Globe’s petition versus the PCC (CA G.R. SP No. 146538) into PLDT’s petition versus the PCC (CA G.R. SP No. 146528) with the right of replacement; (ii) admitted the Comment dated October 4, 2016 filed by the PCC; (iii) referred to the PCC for Comment (within 10 days from receipt of notice) PLDT’s Urgent Motion for the Issuance of a Gag Order dated September 30, 2016 and to cite the PCC for indirect contempt; and (iv) ordered all parties to submit simultaneous memoranda within a non-extendible period of 15 days from notice. On November 11, 2016, PLDT filed its Memorandum in compliance with the CA’s Resolution.

On February 17, 2017, the CA issued a Resolution, or the Second CA Resolution, denying PCC’s Motion for Reconsideration dated September 14, 2016, for lack of merit. The CA denied PLDT’s Motion to Cite the PCC for indirect Contempt for being premature. In the same Resolution, as well as in a separate Gag Order attached to the Resolution, the CA granted PLDT’s Urgent Motion for the Issuance of a Gag Order and directed PCC to remove immediately from its website its preliminary statement of concern and submit its compliance within five days from receipt thereof. All the parties were ordered to refrain, cease and desist from issuing public comments and statements that would violate the sub judice rule and subject them to indirect contempt of court. The parties were also required to comment within ten days from receipt of the Second CA Resolution, on the Motion for Leave to Intervene and to Admit the Petition-in-Intervention dated February 7, 2017 filed by Citizenwatch, a non-stock and non-profit association.

F-97


 

On April 18, 2017, the PCC filed before the Supreme Court a Petition to Annul the Writ of Preliminary Injunction issued by the CA’s 12th Division on August 26, 2016 restraining PCC’s review of the SMC Transactions. In compliance with the Supreme Court’s Resolution issued on April 25, 2017, PLDT on July 3, 2017 filed its Comment dated July 1, 2017 to the PCC’s Petition. The Supreme Court issued a Resolution dated July 18, 2017 noting PLDT’s Comment and requiring the PCC to file its Consolidated Reply. The PCC filed a Motion for Extension of Time and prayed that it be granted until October 23, 2017 to file its Consolidated Reply. The PCC filed its Consolidated Reply to the: (1) Comment filed by PLDT; and (2) Motion to Dismiss filed by Globe on November 7, 2017. The same was noted by Supreme Court in a Resolution dated November 28, 2017.

During the intervening period, the CA rendered its Decision on October 18, 2017, granting the Petitions filed by PLDT and Globe. In its Decision, the CA: (i) permanently enjoined the PCC from conducting further proceedings for the pre-acquisition review and/or investigation of the SMC Transactions based on its Letters dated June 7, 2016 and June 17, 2016; (ii) annulled and set aside the Letters dated June 7, 2016 and June 17, 2016; (iii) precluded the PCC from conducting a full review and/or investigation of the SMC Transactions; (iv) compelled the PCC to recognize the SMC Transactions as deemed approved by operation of law; and (v) denied the PCC’s Motion for Partial Reconsideration dated March 6, 2017, and directed the PCC to permanently comply with the CA’s Resolution dated February 17, 2017 requiring PCC to remove its preliminary statement of concern from its website. The CA clarified that the deemed approved status of the SMC Transactions does not, however, remove the power of PCC to conduct post-acquisition review to ensure that no anti-competitive conduct is committed by the parties.

On November 7, 2017, PCC filed a Motion for Additional Time to file a Petition for Review on Certiorari before the Supreme Court. The Supreme Court granted PCC’s motion in its Resolution dated November 28, 2017.

On December 13, 2017, PLDT, through counsel, received the PCC’s Petition for Review on Certiorari filed before the Supreme Court assailing the CA’s Decision dated October 18, 2017. In this Petition, the PCC raised procedural and substantive issues for resolution. Particularly, the PCC assailed the issuance of the writs of certiorari, prohibition, and mandamus considering that the determination of the sufficiency of the Notice pursuant to the Transitory Rules involves the exercise of administrative and discretionary prerogatives of the PCC. On the substantive aspect, the PCC argued that the CA committed grave abuse of discretion in ruling that the SMC Transactions should be accorded the deemed approved status under the Transitory Rules. The PCC maintained that the Notice of the SMC Transactions was defective because it failed to provide the key terms thereof.

In the Supreme Court Resolution dated November 28, 2017, which was received by PLDT on December 27, 2017, the Supreme Court decided to consolidate the PCC’s Petition to Annul the Writ of Preliminary Injunction issued by the CA’s 12th Division with that of its Petition for Review on Certiorari assailing the decision of the CA on the merits.

On February 13, 2018, PLDT received Globe’s Motion for Leave to File and Admit the Attached Rejoinder, which was denied by the Supreme Court in a Resolution dated March 13, 2018. On February 27, 2018, PLDT received notice of the Supreme Court’s Resolution dated January 30, 2018 directing PLDT and Globe to file their respective Comments to the Petition for Review on Certiorari without giving due course to the same.

On April 5, 2018, PLDT filed its Comment on the Petition for Review on Certiorari. On April 11, 2018, PLDT received Globe’s Comment/Opposition [Re: Petition for Review on Certiorari dated December 11, 2017] dated March 4, 2018. On April 24, 2018, PLDT received the PCC’s Motion to Expunge [Respondent PLDT’s Comment on the Petition for Review on Certiorari] dated April 18, 2018. On May 9, 2018, PLDT filed a Motion for Leave to File and Admit the Attached Comment on the Petition for Review on Certiorari dated May 9, 2018.

On June 5, 2018, PLDT received the Supreme Court’s Resolution dated April 24, 2018 granting the motion for extension of PLDT and noting its Comment on the Petition for Review on Certiorari filed in compliance with the Supreme Court’s Resolution dated January 30, 2018 and requiring the PCC to file a Consolidated Reply to the comments within ten days from notice. On June 20, 2018, PLDT, through counsel, received PCC’s Urgent Omnibus Motion for: (1) Partial Reconsideration of the Resolution dated April 24, 2018; and (2) Additional Time dated June 11, 2018.

F-98


 

PCC filed its Consolidated Reply Ad Cautelam dated July 16, 2018, which was received on July 19, 2018. On July 26, 2018, PLDT received a Resolution dated June 19, 2018 where the Supreme Court resolved to grant PLDT’s Motion for Leave to File and Admit the Attached Comment, and PCC’s Motion for Extension to file a Comment/Opposition on/to PLDT’s Motion for Leave to File and Admit the Attached Comment.

On August 14, 2018, PLDT received a Resolution dated July 3, 2018 where the Supreme Court resolved to deny the PCC’s motion to reconsider the Resolution dated April 24, 2018 and grant its motion for extension of time to file its reply to PLDT’s and Globe’s Comments, with a warning that no further extension will be given. On August 16, 2018, PLDT received a Resolution dated June 5, 2018 where the Supreme Court noted without action the Motion to Expunge by PCC in view of the Resolution dated April 24, 2018 granting the motion for extension of time to file a comment on the petition in G.R. No. 234969.

On October 4, 2018, PLDT received a Resolution dated August 7, 2018 where the Supreme Court noted the PCC’s Consolidated Reply Ad Cautelam.

On July 2, 2020, PLDT received a Resolution dated March 3, 2020 requiring petitioners in G.R. No. 242352 (Atty. Joseph Lemuel Baligod Baquiran and Ferdinand C. Tecson v. NTC, et al.,) to file a Consolidated Reply to the comments on the petition within 10 days from notice.

On September 2, 2020, PLDT received a Resolution dated June 30, 2020 where the Supreme Court resolved to Await the Consolidated Reply of the petitioners in G.R. No. 242352 as required in the resolution dated March 3, 2020.

On November 16, 2020, PLDT received a Resolution of the Supreme Court dated October 6, 2020 which granted the motions filed by the petitioners in G.R. No. 242352 to extend the filing of the Consolidated Reply until September 29, 2020.

On February 8, 2021, PLDT received a Resolution where the Supreme Court noted the Consolidated Reply dated September 29, 2020 filed by the Petitioners in G.R. 242352.

The consolidated petitions remain pending as of the date of this report.

VTI’s Tender Offer for the Minority Stockholders’ Shares in Liberty Telecom Holdings, Inc., or LIB

On August 18, 2016, the Board of Directors of VTI approved the voluntary tender offer to acquire the common shares of LIB, a subsidiary of VTI, which are held by the remaining minority shareholders, and the intention to delist the shares of LIB from the PSE.

On August 24, 2016, VTI, owner of 87.12% of the outstanding common shares of LIB, undertook the tender offer to purchase up to 165.88 million common shares owned by the remaining minority shareholders, representing 12.82% of LIB’s common stock, at a price of Php2.20 per share. The tender offer period ended on October 20, 2016, the extended expiration date, with over 107 million shares tendered, representing approximately 8.3% of LIB’s issued and outstanding common shares. The tendered shares were crossed at the PSE on November 4, 2016, with the settlement on November 9, 2016.

The tender offer was undertaken in compliance with the PSE’s requirements for the voluntary delisting of LIB common shares from the PSE. The voluntary delisting of LIB was approved by the PSE effective November 21, 2016.

Following the conclusion of the tender offer, VTI now owns more than 95% of the issued and outstanding common shares, and 99.1% of the total issued and outstanding capital stock, of LIB.

F-99


 

Investment of Smart in TCI

On February 8, 2019, the R.A. 11202 or the “Mobile Number Portability, or MNP, Act” was enacted into a law. This act allows subscribers to change their subscription plans or service providers while allowing the subscribers to retain their current mobile numbers. In addition, no interconnection fee or charge shall be imposed for mobile domestic calls and SMS made by a subscriber. The act shall take effect fifteen days after its publication in the Official Gazette or in any newspaper of general circulation. Within 90 days from the effectivity of the act, the NTC, as the government entity mandated to implement nationwide MNP, shall coordinate with the Department of Information and Communications Technology, The National Privacy Commission, the Philippine Competition Commission, and other concerned agencies, and promulgate rules and regulations and other issuances to ensure the effective implementation of the Act.

Subsequently, Smart, along with Globe and Dito Telecommunity, Inc., or DITO, entered into an agreement to form a joint venture that will address the requirements of the MNP Act. The joint venture company, TCI was incorporated in the Philippines on December 26, 2019 and registered with the Philippine SEC on January 17, 2020. The primary purpose of the joint venture is to serve as a clearing house for MNP. TCI would ensure smooth implementation of mobile number porting services. On December 23, 2019, Smart subscribed Php10 million representing 33.3% equity interest in TCI, which is equivalent to 10 million shares at a subscription price of Php1.00 per share.

In December 2020, Smart subscribed to additional 30 million shares, at a subscription price of Php1.00 per share, representing its 33.33% equity interest. The subscription price of Php30 million was settled in July 2021, upon TCI’s capital call.

The core services of MNP was made available by TCI on September 30, 2021. This allows subscribers to change their subscription plans or service providers while allowing the subscribers to retain their current mobile numbers.

Smart’s investment in TCI is recorded under investment in joint venture and is carried in the PLDT’s consolidated financial statements at equity method. The investment in TCI amounted to Php40 million each as at June 30, 2023 and December 31, 2022.

Investment of PGIH in Multisys

On November 8, 2018, the PLDT Board of Directors approved the investment of Php2,150 million in Multisys for a 45.73% equity interest through its wholly-owned subsidiary, PGIH. Multisys is a Philippine software development and IT solutions provider engaged in designing, developing, implementing business system solutions and services covering courseware, webpage development and designing user-defined system programming. PGIH’s investment involves the acquisition of new and existing shares.

On December 3, 2018, PGIH completed the closing of its investment in Multisys. Out of the Php550 million total consideration for the acquisition of existing shares, PGIH paid Php523 million to the owners of Multisys. On June 3, 2019, the balance of the acquisition consideration amounting to Php27 million was fully paid. Further, PGIH invested Php800 million into Multisys as a deposit for future stock subscription pending the approval by the Philippine SEC of the capital increase of Multisys, and a balance of another Php800 million subscription payable was outstanding. On February 1, 2019, the Philippine SEC approved the capital increase of Multisys.

PLDT has engaged an independent appraiser to determine the fair value adjustments relating to the acquisition. As at December 3, 2018, our share in the fair value of the identifiable net assets and liabilities, which include technologies and customer relationships, amounted to Php1,357 million. Goodwill of Php1,031 million has been determined based on the final results of the independent valuation. Goodwill arising from this acquisition and carrying amount of the identifiable net assets and liabilities, including deferred tax liability, and the related amortization through equity in net earnings were retrospectively adjusted accordingly.

Based on its 2019 performance, the owners of Multisys are entitled to Php170 million out of the total Php230 million contingent consideration. Subsequently on April 6, 2020 and December 1, 2020, PGIH paid the owners Php153 million and Php17 million, respectively. The difference of the lower payout and the original contingent consideration amounting to Php60 million was closed to profit and loss.

F-100


 

On October 6, 2021, PGIH paid Php180 million of the subscription payable to Multisys.

On various dates in 2022, PGIH partially paid Php359 million, out of Php620 million, of the subscription payable to Multisys.

In the first quarter of 2023, PGIH partially paid Php210 million, out of Php261 million, of the subscription payable to Multisys.

On April 4, 2023, the remaining balance of subscription payable to Multisys amounting to Php51 million was fully paid for by PGIH.

The subscription payable of PGIH to Multisys amounted to nil and Php261 million as at June 30, 2023 and December 31, 2022, respectively.

Acquisition of Additional Interest in Multisys/Business Combination

On July 29, 2022, PGIH acquired additional 227 common shares of Multisys from the existing holder, representing a 4.99% interest, for a total consideration of Php248 million, of which Php100 million was paid on the same day. In August 2022, PGIH paid Php136 million of the balance of consideration. The remaining balance of Php12 million is still outstanding as at June 30, 2023. As of and following this acquisition, PGIH owns 2,307 common shares representing 50.72% equity interest in Multisys which is considered a controlling interest, and in accordance with the Restated Shareholders’ Agreement that the parties signed on the same date, PGIH is entitled to nominate three out of the five directors in Multisys who shall manage and control the operations of Multisys. Consequently, the results of operations and financial position of Multisys were consolidated with the PLDT Group starting in the fourth quarter of 2022.

The fair values of the identifiable assets and liabilities of Multisys at the date of acquisition are as follows:

 

 

 

 

Fair Values Recognized on Acquisition

 

 

 

 

(in million pesos)

 

Assets:

 

 

 

 

 

Property and equipment

 

 

 

 

100

 

Right-of-use assets

 

 

 

 

57

 

Intangible assets – net

 

 

 

 

 

Technologies

 

 

 

 

449

 

Customer contracts and relationships

 

 

 

 

220

 

Deferred tax assets – net

 

 

 

 

217

 

Work-in-progress

 

 

 

 

77

 

Other current assets

 

 

 

 

247

 

Cash and cash equivalents

 

 

 

 

55

 

Trade and other receivables – net

 

 

 

 

261

 

Total assets

 

 

 

 

1,684

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

Trade and other payables

 

 

 

 

242

 

Deferred tax liability

 

 

 

 

96

 

Lease liability

 

 

 

 

46

 

Retirement benefit obligation

 

 

 

 

7

 

Total liabilities

 

 

 

 

391

 

 

 

 

 

 

1,293

 

Goodwill from the acquisition (Note 14)

 

 

 

 

1,565

 

Total identifiable assets acquired

 

 

 

 

2,858

 

Noncontrolling interest

 

 

 

 

633

 

Purchase consideration transferred

 

 

 

 

2,225

 

 

 

 

 

 

 

Cash paid

 

 

 

 

248

 

Fair value of previous interest

 

 

 

 

1,977

 

 

 

 

 

 

2,225

 

The goodwill of Php1,565 million pertains to the difference between the total consideration and the fair value of the net assets acquired and can be attributed to financial and operational synergies. The fair value and net

F-101


 

amount of trade and other receivables amounted to Php261 million and it is expected that the full contractual amounts can be collected. See Note 14 – Goodwill and Intangible Assets.

Our consolidated net income would have decreased by Php776 million for the year ended December 31, 2022 had the acquisition of Multisys actually taken place on January 1, 2022. Total revenues and net loss of Multisys included in our consolidated income statement from July 29, 2022 to December 31, 2022 amounted to Php155 million and Php569 million, respectively.

Investment of PCEV in Maya Bank

Pursuant to the Investment Agreement dated September 21, 2021, PCEV, VIH and Voyager have agreed to invest in Maya Bank, to be carried out through the following transactions:

(i)
PCEV and VIH to subscribe to VFC shares and PFC shares (collectively, the Bank HoldCos shares);
(ii)
VFC and PFC (collectively, the Bank HoldCos) and Voyager to subscribe to Maya Bank shares;
(iii)
VIH to subscribe to convertible bonds to be issued by the Bank HoldCos, which are convertible to common shares of the Bank HoldCos; and
(iv)
VIH to subscribe to exchangeable bonds to be issued by the Bank HoldCos, which are exchangeable to common shares of Maya Bank held by the Bank HoldCos.

On September 24, 2021, PCEV entered into separate subscription agreements with VFC and PFC to subscribe to 8.9 million Common B shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

Based on the assessment and accounting principles of control as a basis of financial consolidation provided in PFRS 10, PCEV cannot demonstrate control over the Bank HoldCos requiring consolidation. PCEV will account for these investments as joint venture in accordance with PFRS 11 and PAS 28. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions.

On January 20, 2022, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 6.2 million Common B shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

On July 29, 2022, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 2.7 million Common B shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

On February 17, 2023, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 8.0 million Common B Shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

On May 30, 2023, PCEV entered into another subscription agreements with VFC and PFC to subscribe to 5.3 million Common B Shares each at a subscription price of Php0.10 per share, representing 60% voting rights and 1.48% economic interest in the Bank HoldCos.

PCEV’s investment in Bank HoldCos are recorded under investment in joint venture and are carried in the PLDT’s consolidated financial statements at equity method. As at June 30, 2023 and December 31, 2022, PCEV’s investment in each of the Bank HoldCos amounted to nil.

F-102


 

12.
Debt Instruments at Amortized Cost

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Retail Treasury Bonds

 

 

440

 

 

 

440

 

BDO Asean Bonds

 

 

100

 

 

 

100

 

Fixed Rate Treasury Notes, or FXTN

 

 

55

 

 

 

56

 

Time deposits

 

 

 

 

 

 

 

 

595

 

 

 

596

 

Less: Current portion of debt instrument at amortized cost (Note 27)

 

 

200

 

 

 

 

Noncurrent portion of debt instrument at amortized cost (Note 27)

 

 

395

 

 

 

596

 

 

Retail Treasury Bonds

On March 9, 2021, Smart purchased at par a three-year Retail Treasury Bond Tranche 25 with face value of Php100 million maturing on March 9, 2024. The bond has a gross coupon rate of 2.375% payable on a quarterly basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php950 thousand and Php945 thousand for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to Php100 million each as at June 30, 2023 and December 31, 2022.

On December 2, 2021, PLDT and Smart purchased at par a 5.5-year Retail Treasury Bond Tranche 26 with face value of Php300 million maturing on June 2, 2027. The bond has a gross coupon rate of 4.6250% payable on a quarterly basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php5 million for each of the six months ended June 30, 2023 and 2022. The carrying value of this investment amounted to Php300 million each as at June 30, 2023 and December 31, 2022.

On March 4, 2022, PLDT and Smart purchased at par a five-year Retail Treasury Bond Tranche 27 with face value of Php40 million maturing on March 4, 2027. The bond has a gross coupon rate of 4.8750% payable on a quarterly basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php780 thousand and Php507 thousand for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to Php40 million each as at June 30, 2023 and December 31, 2022.

On September 29, 2022, Smart purchased at premium a three-month Retail Treasury Bond 05-11 with face value of Php5 million which matured on December 4, 2022 at a gross coupon rate of 4.6250%. The bond was classified as debt instrument at amortized cost.

BDO ASEAN Sustainable Bond

On January 28, 2022, PLDT and Smart purchased at par a two-year BDO Fixed Rate ASEAN Sustainability Bond Due 2024 with face value of Php100 million maturing on January 28, 2024. The bond has a gross coupon rate of 2.90% payable on a quarterly basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php1 million and Php952 thousand for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to Php100 million each as at June 30, 2023 and December 31, 2022.

F-103


 

FXTN

On June 3, 2022, Smart purchased at a discount a three-year FXTN 03-27 with face value of Php25 million maturing on April 7, 2025. The bond has a gross coupon rate of 4.25% payable on a semi-annual basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php423 thousand and Php333 thousand for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to Php25 million each as at June 30, 2023 and December 31, 2022.

On June 16, 2022, Smart purchased at a premium a seven-year FXTN 0une 16, 20227-67 with face value of Php10 million maturing on May 19, 2029. The bond has a gross coupon rate of 6.5% payable on a semi-annual basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php260 thousand and Php101 thousand for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to Php10 million each as at June 30, 2023 and December 31, 2022.

On July 7, 2022, PLDT and Smart purchased at a premium a four-year FXTN 07-62 with face value of Php20 million maturing on February 14, 2026. The bond has a gross coupon rate of 6.25% payable on a semi-annual basis. The bond is classified as debt instrument at amortized cost. Interest income, net of withholding tax, recognized on this investment amounted to Php492 thousand for the six months ended June 30, 2023. The carrying value of this investment amounted to Php20 million each as at June 30, 2023 and December 31, 2022.

Time Deposits

In July 2020, PLDT and Smart invested US$2.0 million each in a two-year time deposit with Landbank of the Philippines, or LBP, which matured on July 29, 2022 and August 1, 2022, respectively, at a gross coupon rate of 2.00%. These long-term fixed rate time deposits paid interest on a yearly basis or an estimate of 360 days. Interest income, net of withholding tax, recognized on this investment amounted to nil, and US$34 thousand, or Php2 million, for the six months ended June 30, 2023 and 2022, respectively. The carrying value of this investment amounted to nil as at June 30, 2023 and December 31, 2022.

13.
Investment Properties

Changes in investment properties account for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

Land

 

 

Land
Improvements

 

 

Building

 

 

Total

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning and end of the period

 

 

858

 

 

 

2

 

 

 

155

 

 

 

1,015

 

Net losses from fair value adjustments charged to profit or loss

 

 

 

 

 

 

 

 

(2

)

 

 

(2

)

Transfers to property and equipment

 

 

 

 

 

 

 

 

(5

)

 

 

(5

)

Balances at end of the period

 

 

858

 

 

 

2

 

 

 

148

 

 

 

1,008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning and end of the year

 

 

771

 

 

 

3

 

 

 

155

 

 

 

929

 

Net gains (losses) from fair value adjustments charged to profit or loss

 

 

96

 

 

 

(1

)

 

 

2

 

 

 

97

 

Transfers from (to) property and equipment

 

 

2

 

 

 

 

 

 

(2

)

 

 

 

Disposals during the year

 

 

(11

)

 

 

 

 

 

 

 

 

(11

)

Balances at end of the year

 

 

858

 

 

 

2

 

 

 

155

 

 

 

1,015

 

Investment properties, which consist of land, land improvements and building, are stated at fair values, which have been determined based on appraisal performed by an independent firm of appraisers, an industry specialist in valuing these types of investment properties.

The valuation for land was based on a market approach valuation technique using price per square meter ranging from Php50 to Php36 thousand. The valuation for building and land improvements was based on a cost approach valuation technique using current material and labor costs for improvements based on external and independent reviewers.

F-104


 

We have determined that the highest and best use of some of the idle or vacant land properties at the measurement date would be to convert the properties for residential or commercial development. The properties are not being used for strategic reasons.

We have no restrictions on the realizability of our investment properties and no contractual obligations to either purchase, construct or develop investment properties or for repairs, maintenance and enhancements.

Repairs and maintenance expenses related to investment properties that do not generate rental income amounted to Php59 million and Php45 million for the six months ended June 30, 2023 and 2022, respectively.

Rental income relating to investment properties that are being leased and included as part of revenues amounted to Php28 million and Php26 million for the six months ended June 30, 2023 and 2022, respectively. See Note 10 – Leases.

The above investment properties were categorized under Level 2 and Level 3 of the fair value hierarchy. There were no transfers in and out of Level 2 and Level 3 of the fair value hierarchy.

Significant increases (decreases) in price per square meter for land, current material and labor costs of improvements would result in a significantly higher (lower) fair value measurement.

F-105


 

14.
Goodwill and Intangible Assets

Changes in goodwill and intangible assets account for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

Intangible
Assets with

 

 

Intangible Assets with Finite Life

 

 

Total
Intangible
Assets with

 

 

 

Total

 

 

 

 

 

 

 

Total
Goodwill
and

 

 

 

Indefinite
Life

 

 

Trademark

 

 

Franchise

 

 

Licenses

 

Customer
List

 

 

 

Spectrum

 

 

Others

 

 

Finite
Life

 

 

 

Intangible Assets

 

 

 

Goodwill

 

 

 

Intangible
Assets

 

 

 

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning and end of the
   period

 

 

220

 

 

 

4,505

 

 

 

3,016

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

1,320

 

 

 

14,884

 

 

 

 

15,104

 

 

 

 

63,595

 

 

 

 

78,699

 

Accumulated amortization and
   impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the period

 

 

 

 

 

4,505

 

 

 

2,078

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

870

 

 

 

13,496

 

 

 

 

13,496

 

 

 

 

654

 

 

 

 

14,150

 

Amortization during the period
   (Notes 4 and 5)

 

 

 

 

 

 

 

 

93

 

 

 

 

 

 

 

 

 

 

 

 

17

 

 

 

110

 

 

 

 

110

 

 

 

 

 

 

 

 

110

 

Translation and other adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6

)

 

 

(6

)

 

 

 

(6

)

 

 

 

 

 

 

 

(6

)

Balances at end of the period

 

 

 

 

 

4,505

 

 

 

2,171

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

881

 

 

 

13,600

 

 

 

 

13,600

 

 

 

 

654

 

 

 

 

14,254

 

Net balances at end of the period

 

 

220

 

 

 

 

 

 

845

 

 

 

 

 

 

 

 

 

 

 

 

439

 

 

 

1,284

 

 

 

 

1,504

 

 

 

 

62,941

 

 

 

 

64,445

 

Estimated useful lives (in years)

 

 

 

 

 

 

 

 

16

 

 

 

 

 

 

 

 

 

 

 

5-10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remaining useful lives (in years)

 

 

 

 

 

 

 

 

5

 

 

 

 

 

 

 

 

 

 

 

4-9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning and end of the
   year

 

 

 

 

 

4,505

 

 

 

3,016

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

799

 

 

 

14,363

 

 

 

 

14,363

 

 

 

 

62,033

 

 

 

 

76,396

 

Additions during the year

 

 

220

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

521

 

 

 

521

 

 

 

 

741

 

 

 

 

1,565

 

 

 

 

2,306

 

Disposals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3

)

 

 

 

(3

)

Balances at end of the year

 

 

220

 

 

 

4,505

 

 

 

3,016

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

1,320

 

 

 

14,884

 

 

 

 

15,104

 

 

 

 

63,595

 

 

 

 

78,699

 

Accumulated amortization and
   impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning of the year

 

 

 

 

 

4,505

 

 

 

1,892

 

 

 

131

 

 

4,703

 

 

 

 

1,205

 

 

 

771

 

 

 

13,207

 

 

 

 

13,207

 

 

 

 

654

 

 

 

 

13,861

 

Amortization during the year
   (Notes 4 and 5)

 

 

 

 

 

 

 

 

186

 

 

 

4

 

 

 

 

 

 

 

 

 

38

 

 

 

228

 

 

 

 

228

 

 

 

 

 

 

 

 

228

 

Business combinations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

71

 

 

 

71

 

 

 

 

71

 

 

 

 

 

 

 

 

71

 

Translation and other adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10

)

 

 

(10

)

 

 

 

(10

)

 

 

 

 

 

 

 

(10

)

Balances at end of the year

 

 

 

 

 

4,505

 

 

 

2,078

 

 

 

135

 

 

4,703

 

 

 

 

1,205

 

 

 

870

 

 

 

13,496

 

 

 

 

13,496

 

 

 

 

654

 

 

 

 

14,150

 

Net balances at end of the year

 

 

220

 

 

 

 

 

 

938

 

 

 

 

 

 

 

 

 

 

 

 

450

 

 

 

1,388

 

 

 

 

1,608

 

 

 

 

62,941

 

 

 

 

64,549

 

Estimated useful lives (in years)

 

 

 

 

 

 

 

 

16

 

 

 

 

 

 

 

 

 

 

 

5-10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remaining useful lives (in years)

 

 

 

 

 

 

 

 

5

 

 

 

 

 

 

 

 

 

 

 

4-9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-106


 

The consolidated goodwill and intangible assets of our reportable segments as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30, 2023 (Unaudited)

 

 

December 31, 2022 (Audited)

 

 

 

Wireless

 

 

Fixed Line

 

 

Total

 

 

Wireless

 

 

Fixed Line

 

 

Total

 

 

 

(in million pesos)

 

Franchise

 

 

845

 

 

 

 

 

 

845

 

 

 

938

 

 

 

 

 

 

938

 

Customer list

 

 

 

 

 

220

 

 

 

220

 

 

 

 

 

 

220

 

 

 

220

 

Others

 

 

 

 

 

439

 

 

 

439

 

 

 

 

 

 

450

 

 

 

450

 

Total intangible assets

 

 

845

 

 

 

659

 

 

 

1,504

 

 

 

938

 

 

 

670

 

 

 

1,608

 

Goodwill

 

 

56,571

 

 

 

6,370

 

 

 

62,941

 

 

 

56,571

 

 

 

6,370

 

 

 

62,941

 

Total goodwill and intangible assets

 

 

57,416

 

 

 

7,029

 

 

 

64,445

 

 

 

57,509

 

 

 

7,040

 

 

 

64,549

 

The consolidated future amortization of intangible assets as at June 30, 2023 are as follows:

 

Year

 

(in million pesos)

 

2023(1)

 

 

172

 

2024

 

 

276

 

2025

 

 

276

 

2026

 

 

277

 

2027 and onwards

 

 

283

 

 

 

 

1,284

 

 

(1)
July 1, 2023 through December 31, 2023.

Impairment Testing of Goodwill

The organizational structure of PLDT and its subsidiaries is designed to monitor financial operations based on fixed line and wireless segmentation. Management provides guidelines and decisions on resource allocation, such as continuing or disposing of asset and operations by evaluating the performance of each segment through review and analysis of available financial information on the fixed line and wireless segments. As at June 30, 2023, the PLDT Group’s goodwill comprised of goodwill resulting from PGIH’s acquisition of Multisys in 2022, ePLDT’s acquisition of IPCDSI in 2012, PLDT’s acquisition of Digitel in 2011, ePLDT’s acquisition of ePDS in 2011, Smart’s acquisition of PDSI and Chikka in 2009, SBI’s acquisition of Airborne Access Corporation in 2008, and Smart’s acquisition of SBI in 2004.

Although revenue streams may be segregated among the companies within the PLDT Group, cash inflows are not considered coming from independent group of assets on a per Company basis due largely to the significant portion of shared and commonly used network/platform that generates related revenue. On the other hand, PLDT has the largest fixed line network in the Philippines. PLDT’s transport facilities are installed nationwide to cover both domestic and international IP backbone to route and transmit IP traffic generated by the customers. In the same manner, PLDT has the most Internet Gateway facilities which are composed of high-capacity IP routers and switches that serve as the main gateway of the Philippines to the Internet connecting to the World Wide Web. With PLDT’s network coverage, other fixed line subsidiaries share the same facilities to leverage on a Group perspective.

Because of the significant common use of network facilities among fixed line and wireless companies within the Group, management deems that the Wireless and Fixed Line units are the lowest CGUs to which goodwill is to be allocated and tested for impairment given that the Fixed Line and Wireless operations generate cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

The recoverable amount of the Wireless and Fixed Line CGUs have been determined using the value- in-use approach calculated using cash flow projections based on the financial budgets approved by the Board of Directors. The post-tax discount rates applied to cash flow projections are 7.38% for the Wireless and Fixed Line CGUs. Cash flows beyond the projection period of three years are determined using a 2% growth rate for the Wireless and Fixed Line CGUs, which is the same as the long-term average growth rate for the telecommunications industry. Other key assumptions used in the cash flow projections include revenue growth rate and capital expenditures.

Based on the assessment of the VIU of the Wireless and Fixed Line CGUs, the recoverable amount of the Wireless and Fixed Line CGUs exceeded their carrying amounts, hence, no impairment was recognized in relation to goodwill as at June 30, 2023 and December 31, 2022.

F-107


 

The accumulated impairment balance as at June 30, 2023 and December 31, 2022 both comprised of Php438 million from PLDT’s acquisition of Digitel and Php216 million from ePLDT’s acquisition of AGS.

F-108


 

15.
Cash and Cash Equivalents

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Cash on hand and in banks (Note 27)

 

 

7,510

 

 

 

16,533

 

Temporary cash investments (Note 27)

 

 

8,675

 

 

 

8,678

 

 

 

16,185

 

 

 

25,211

 

Cash in banks earn interest at prevailing bank deposit rates. Temporary cash investments are made for varying periods of up to three months depending on our immediate cash requirements and earn interest at the prevailing temporary cash investment rates. Due to the short-term nature of such transactions, the carrying value approximates the fair value of our temporary cash investments. See Note 27 – Financial Assets and Liabilities.

Interest income earned from cash in banks and temporary cash investments amounted to Php237 million and Php85 million for the six months ended June 30, 2023 and 2022, respectively. See Note 5 – Income and Expenses.

F-109


 

16. Trade and Other Receivables

As at June 30, 2023 and December 31, 2022, this account consists of receivables from:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Retail subscribers (Note 27)

 

 

18,454

 

 

 

17,216

 

Corporate subscribers (Note 27)

 

 

14,331

 

 

 

15,151

 

Foreign administrations (Note 27)

 

 

1,108

 

 

 

1,058

 

Domestic carriers (Note 27)

 

 

267

 

 

 

296

 

Dealers, agents and others (Note 27)

 

 

6,427

 

 

 

6,195

 

 

 

40,587

 

 

 

39,916

 

Less: Allowance for expected credit losses

 

 

15,492

 

 

 

13,661

 

 

 

 

25,095

 

 

 

26,255

 

Receivables from foreign administrations and domestic carriers represent receivables based on interconnection agreements with other telecommunications carriers. The aforementioned amounts of receivables are shown net of related payables to the same telecommunications carriers where a legal right of offset exists and settlement is facilitated on a net basis.

Receivables from dealers, agents and others consist mainly of receivables from credit card companies, dealers and distributors having collection arrangements with the PLDT Group, dividend receivables and advances to affiliates.

Trade and other receivables are non-interest bearing and generally have settlement terms of 30 to 180 days.

For terms and conditions relating to related party receivables, see Note 24 – Related Party Transactions.

See Note 27 – Financial Assets and Liabilities on credit risk of trade receivables to understand how we manage and measure credit quality of trade receivables that are neither past due nor impaired.

F-110


 

The following table explains the changes in the allowance for expected credit losses as at June 30, 2023 and December 31, 2022:

 

 

Retail Subscribers

 

 

Corporate Subscribers

 

 

Foreign
Administrations

 

 

Domestic Carriers

 

 

Dealers, Agents
and Others

 

 

Total

 

 

 

 

Stage 1

 

Stage 2

 

Stage 3

 

 

Stage 1

 

Stage 2

 

Stage 3

 

 

Stage 2

 

Stage 3

 

 

Stage 2

 

Stage 3

 

 

Stage 2

 

Stage 3

 

 

Stage 1

 

Stage 2

 

Stage 3

 

 

 

 

 

 

Lifetime ECL

 

 

 

 

Lifetime ECL

 

 

Lifetime ECL

 

 

Lifetime ECL

 

 

Lifetime ECL

 

 

 

 

Lifetime ECL

 

Total

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning
   of the period

 

 

 

1,866

 

 

5,023

 

 

 

 

 

1,717

 

 

3,382

 

 

 

1

 

 

133

 

 

 

 

 

1

 

 

 

652

 

 

886

 

 

 

 

 

4,236

 

 

9,425

 

 

13,661

 

Provisions and other
   adjustments from
   continuing operations
   (Notes 2, 3 and 5)

 

 

 

(288

)

 

1,847

 

 

 

 

 

296

 

 

66

 

 

 

10

 

 

7

 

 

 

1

 

 

 

 

 

 

 

6

 

 

 

 

 

19

 

 

1,926

 

 

1,945

 

Translation adjustments

 

 

 

 

 

 

 

 

 

 

(4

)

 

(3

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4

)

 

(3

)

 

(7

)

Reclassifications and reversals

 

 

 

(164

)

 

129

 

 

 

 

 

(28

)

 

98

 

 

 

 

 

(6

)

 

 

 

 

 

 

 

(128

)

 

(8

)

 

 

 

 

(320

)

 

213

 

 

(107

)

Balances at end of the period

 

 

 

1,414

 

 

6,999

 

 

 

 

 

1,981

 

 

3,543

 

 

 

11

 

 

134

 

 

 

1

 

 

1

 

 

 

524

 

 

884

 

 

 

 

 

3,931

 

 

11,561

 

 

15,492

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balances at beginning
   of the year

 

 

 

1,573

 

 

6,466

 

 

 

 

 

1,378

 

 

3,330

 

 

 

 

 

121

 

 

 

 

 

14

 

 

 

87

 

 

866

 

 

 

 

 

3,038

 

 

10,797

 

 

13,835

 

Provisions and other
   adjustments from
   continuing operations
   (Notes 2, 3 and 5)

 

 

 

782

 

 

3,420

 

 

 

 

 

397

 

 

489

 

 

 

1

 

 

33

 

 

 

 

 

(13

)

 

 

3

 

 

14

 

 

 

 

 

1,183

 

 

3,943

 

 

5,126

 

Provisions and other
   adjustments from
   discontinued operations
   (Notes 2, 3 and 5)

 

 

 

 

 

 

 

 

 

 

30

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30

 

 

 

 

30

 

Reclassifications and reversals

 

 

 

(489

)

 

578

 

 

 

 

 

(129

)

 

(27

)

 

 

 

 

 

 

 

 

 

 

 

 

562

 

 

6

 

 

 

 

 

(56

)

 

557

 

 

501

 

Translation adjustments

 

 

 

 

 

 

 

 

 

 

41

 

 

24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

41

 

 

24

 

 

65

 

Write-offs

 

 

 

 

 

(5,441

)

 

 

 

 

 

 

(434

)

 

 

 

 

(21

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,896

)

 

(5,896

)

Balances at end of the year

 

 

 

1,866

 

 

5,023

 

 

 

 

 

1,717

 

 

3,382

 

 

 

1

 

 

133

 

 

 

 

 

1

 

 

 

652

 

 

886

 

 

 

 

 

4,236

 

 

9,425

 

 

13,661

 

The significant changes in the balances of trade and other receivables and contract assets are disclosed in Note 5 – Income and Expenses, while the information about the credit exposures are disclosed in Note 27 – Financial Assets and Liabilities.

F-111


 

17.
Inventories and Supplies

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Commercial:

 

 

 

 

 

 

At net realizable value(1)

 

 

1,885

 

 

 

2,110

 

At cost

 

 

2,220

 

 

 

2,455

 

Network:

 

 

 

 

 

 

At net realizable value(1)

 

 

508

 

 

 

577

 

At cost

 

 

1,617

 

 

 

1,727

 

Others:

 

 

 

 

 

 

At net realizable value(1)

 

 

598

 

 

 

881

 

At cost

 

 

1,107

 

 

 

1,604

 

Total inventories and supplies at the lower of cost or net realizable value

 

 

2,991

 

 

 

3,568

 

 

(1) Amounts are net of allowance for inventory obsolescence and write-downs.

The cost of inventories and supplies recognized as expense for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Cost of sales

 

 

5,521

 

 

 

5,007

 

Repairs and maintenance

 

 

214

 

 

 

429

 

Provisions (Note 5)

 

 

71

 

 

 

503

 

Selling and promotions

 

 

 

 

 

4

 

 

 

 

5,806

 

 

 

5,943

 

Changes in the allowance for inventory obsolescence and write-down for the six months ended June 30, 2023 and for the year ended December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Balances at beginning of the period

 

 

2,218

 

 

 

2,688

 

Reclassification

 

 

938

 

 

 

282

 

Provisions (Note 5)

 

 

71

 

 

 

414

 

Translation revaluation

 

 

 

 

 

2

 

Reversals

 

 

(39

)

 

 

(136

)

Cost of sales

 

 

(1,235

)

 

 

(1,032

)

Balances at end of the period

 

 

1,953

 

 

 

2,218

 

 

F-112


 

18.
Prepayments

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Advances to suppliers and contractors

 

 

57,425

 

 

 

69,326

 

Prepaid taxes

 

 

12,513

 

 

 

14,911

 

Prepaid benefit costs (Note 25)

 

 

3,522

 

 

 

1,598

 

Prepaid fees and licenses

 

 

2,281

 

 

 

1,983

 

Prepaid repairs and maintenance

 

 

670

 

 

 

542

 

Prepaid rent

 

 

337

 

 

 

528

 

Prepaid insurance (Note 24)

 

 

108

 

 

 

120

 

Other prepayments

 

 

6,867

 

 

 

6,741

 

 

 

83,723

 

 

 

95,749

 

Less current portion of prepayments

 

 

14,045

 

 

 

14,696

 

Noncurrent portion of prepayments

 

 

69,678

 

 

 

81,053

 

Advances to suppliers and contractors are non-interest bearing and are to be applied to contractors’ subsequent progress billings for projects.

Prepaid taxes include creditable withholding taxes and input VAT.

Prepaid benefit costs represent excess of fair value of plan assets over present value of defined benefit obligations recognized in our consolidated statements of financial position. See Note 25 – Pension and Other Employee Benefits.

Other prepayments include capitalized commission amounting to Php6,433 million and Php6,286 million as at June 30, 2023 and December 31, 2022, respectively. See Note 5 - Income and Expenses.

F-113


 

19.
Equity

PLDT’s number of shares of subscribed and outstanding capital stock as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million)

 

Authorized

 

 

 

 

 

 

Non-Voting Serial Preferred Stock

 

 

388

 

 

 

388

 

Voting Preferred Stock

 

 

150

 

 

 

150

 

Common Stock

 

 

234

 

 

 

234

 

Subscribed

 

 

 

 

 

 

Non-Voting Serial Preferred Stock(1)

 

 

300

 

 

 

300

 

Voting Preferred Stock

 

 

150

 

 

 

150

 

Common Stock

 

 

219

 

 

 

219

 

Outstanding

 

 

 

 

 

 

Non-Voting Serial Preferred Stock(1)

 

 

300

 

 

 

300

 

Voting Preferred Stock

 

 

150

 

 

 

150

 

Common Stock

 

 

216

 

 

 

216

 

Treasury Stock

 

 

 

 

 

 

Common Stock

 

 

3

 

 

 

3

 

 

(1)
300 million shares of Series IV Cumulative Non-Convertible Redeemable Preferred Stock subscribed for Php3 billion,
of which Php360 million has been paid.

There were no changes in PLDT’s capital account for the six months ended June 30, 2023 and 2022.

Preferred Stock

Non-Voting Serial Preferred Stock

On November 5, 2013, the Board of Directors designated 50,000 shares of Non-Voting Serial Preferred Stock as Series JJ 10% Cumulative Convertible Preferred Stock to be issued from January 1, 2013 to December 31, 2015, pursuant to the PLDT Subscriber Investment Plan, or SIP. On June 8, 2015, PLDT issued 870 shares of Series JJ 10% Cumulative Convertible Preferred Stock.

On January 26, 2016, the Board of Directors designated 20,000 shares of Non-Voting Serial Preferred Stock as Series KK 10% Cumulative Convertible Preferred Stock to be issued from January 1, 2016 to December 31, 2020, pursuant to the SIP.

The Series JJ and KK 10% Cumulative Convertible Preferred Stock, or SIP shares, earns cumulative dividends at an annual rate of 10%. After the lapse of one year from the last day of the year of issuance of a particular Series of 10% Cumulative Convertible Preferred Stock, any holder of such series may convert all or any of the shares of 10% Cumulative Convertible Preferred Stock held by him into fully paid and non-assessable shares of Common Stock of PLDT, at a conversion price equivalent to 10% below the average of the high and low daily sales price of a share of Common Stock of PLDT on the PSE, or if there have been no such sales on the PSE on any day, the average of the bid and the ask prices of a share of Common Stock of PLDT at the end of such day on such Exchange, in each case averaged over a period of 30 consecutive trading days prior to the conversion date, but in no case shall the conversion price be less than the par value per share of Common Stock. The number of shares of Common Stock issuable at any time upon conversion of 10% Cumulative Convertible Preferred Stock is determined by dividing Php10.00 by the then applicable conversion price.

F-114


 

In case the shares of Common Stock outstanding are at any time subdivided into a greater or consolidated into a lesser number of shares, then the minimum conversion price per share of Common Stock will be proportionately decreased or increased, as the case may be, and in the case of a stock dividend, such price will be proportionately decreased, provided, however, that in every case the minimum conversion price shall not be less than the par value per share of Common Stock. In the event the relevant effective date for any such subdivision or consolidation of shares of stock dividend occurs during the period of 30 trading days preceding the presentation of any shares of 10% Cumulative Convertible Preferred Stock for conversion, a similar adjustment will be made in the sales prices applicable to the trading days prior to such effective date utilized in calculating the conversion price of the shares presented for conversion.

In case of any other reclassification or change of outstanding shares of Common Stock, or in case of any consolidation or merger of PLDT with or into another corporation, the Board of Directors shall make such provisions, if any, for adjustment of the minimum conversion price and the sale price utilized in calculating the conversion price as the Board of Directors, in its sole discretion, shall deem appropriate.

At PLDT’s option, the Series JJ and KK 10% Cumulative Convertible Preferred Stock are redeemable at par value plus accrued dividends five years after the year of issuance.

The Series IV Cumulative Non-Convertible Redeemable Preferred Stock earns cumulative dividends at an annual rate of 13.5% based on the paid-up subscription price. It is redeemable at the option of PLDT at any time one year after subscription and at the actual amount paid for such stock, plus accrued dividends.

The Non-Voting Serial Preferred Stocks are non-voting, except as specifically provided by law, and are preferred as to liquidation.

All preferred stocks limit the ability of PLDT to pay cash dividends unless all dividends on such preferred stock for all past dividend payment periods have been paid and or declared and set apart and provision has been made for the currently payable dividends.

Voting Preferred Stock

On June 5, 2012, the Philippine SEC approved the amendments to the Seventh Article of PLDT’s Articles of Incorporation consisting of the sub-classification of its authorized Preferred Capital Stock into: 150 million shares of Voting Preferred Stock with a par value of Php1.00 each, and 807.5 million shares of Non-Voting Serial Preferred Stock with a par value of Php10.00 each, and other conforming amendments, or the Amendments. The shares of Voting Preferred Stock may be issued, owned, or transferred only to or by: (a) a citizen of the Philippines or a domestic partnership or association wholly-owned by citizens of the Philippines; (b) a corporation organized under the laws of the Philippines of which at least 60% of the capital stock entitled to vote is owned and held by citizens of the Philippines and at least 60% of the board of directors of such corporation are citizens of the Philippines; and (c) a trustee of funds for pension or other employee retirement or separation benefits, where the trustee qualifies under paragraphs (a) and (b) above and at least 60% of the funds accrue to the benefit of citizens of the Philippines, or Qualified Owners. The holders of Voting Preferred Stock will have voting rights at any meeting of the stockholders of PLDT for the election of directors and for all other purposes, with one vote in respect of each share of Voting Preferred Stock. The Amendments were approved by the Board of Directors and stockholders of PLDT on July 5, 2011 and March 22, 2012, respectively.

On October 12, 2012, the Board of Directors, pursuant to the authority granted to it in the Seventh Article of PLDT’s Articles of Incorporation, determined the following specific rights, terms and features of the Voting Preferred Stock: (a) entitled to receive cash dividends at the rate of 6.5% per annum, payable before any dividends are paid to the holders of Common Stock; (b) in the event of dissolution or liquidation or winding up of PLDT, holders will be entitled to be paid in full, or pro-rata insofar as the assets of PLDT will permit, the par value of such shares of Voting Preferred Stock and any accrued or unpaid dividends thereon before any distribution shall be made to the holders of shares of Common Stock; (c) redeemable at the option of PLDT; (d) not convertible to Common Stock or to any shares of stock of PLDT of any class; (e) voting rights at any meeting of the stockholders of PLDT for the election of directors and all other matters to be voted upon by the stockholders in any such meetings, with one vote in respect of each Voting Preferred Share; and (f) holders will have no pre-emptive right to subscribe for or purchase any shares of stock of any class, securities or warrants issued, sold or disposed by PLDT.

F-115


 

On October 16, 2012, BTFHI subscribed to 150 million newly issued shares of Voting Preferred Stock of PLDT, at a subscription price of Php1.00 per share for a total subscription price of Php150 million pursuant to a subscription agreement between BTFHI and PLDT dated October 15, 2012. As a result of the issuance of Voting Preferred Shares, the voting power of the NTT Group (NTT DOCOMO and NTT Communications), First Pacific Group and its Philippine affiliates, and JG Summit Group was reduced to 12%, 15% and 7%, respectively, as at December 31, 2022. See Note 1 – Corporate Information.

Redemption of Preferred Stock

On September 23, 2011, the Board of Directors approved the redemption, or the Redemption, of all outstanding shares of PLDT’s Series A to FF 10% Cumulative Convertible Preferred Stock, or the Series A to FF Shares, from holders of record as of October 10, 2011, and all such shares were redeemed and retired effective on January 19, 2012. In accordance with the terms and conditions of the Series A to FF Shares, the holders of Series A to FF Shares as at January 19, 2012 are entitled to payment of the redemption price in an amount equal to the par value of such shares, plus accrued and unpaid dividends thereon up to January 19, 2012, or the Redemption Price of Series A to FF Shares.

PLDT set aside Php4,029 million (the amount required to fund the redemption price for the Series A to FF Shares) in addition to Php4,143 million for unclaimed dividends on Series A to FF Shares, or a total amount of Php8,172 million, to fund the redemption of the Series A to FF Shares, or the Redemption Trust Fund, in a trust account, or the Trust Account, in the name of RCBC, as Trustee. Pursuant to the terms of the Trust Account, the Trustee will continue to hold the Redemption Trust Fund or any balance thereof, in trust, for the benefit of holders of Series A to FF Shares, for a period of ten years from January 19, 2012 until January 19, 2022. After the said date, any and all remaining balance in the Trust Account shall be returned to PLDT and revert to its general funds. Any interests on the Redemption Trust Fund shall accrue for the benefit of, and be paid from time to time, to PLDT.

On May 8, 2012, the Board of Directors approved the redemption of all outstanding shares of PLDT’s Series GG 10% Cumulative Convertible Preferred Stock, or the Series GG Shares, from the holders of record as of May 22, 2012, and all such shares were redeemed and retired effective August 30, 2012. In accordance with the terms and conditions of the Series GG Shares, the holders of the Series GG Shares as at May 22, 2012 are entitled to the payment of the redemption price in an amount equal to the par value of such shares, plus accrued and unpaid dividends thereon up to August 30, 2012, or the Redemption Price of Series GG Shares.

PLDT set aside Php236 thousand (the amount required to fund the redemption price for the Series GG Shares) in addition to Php74 thousand for unclaimed dividends on Series GG Shares, or a total amount of Php310 thousand, to fund the redemption price of the Series GG Shares, or the Redemption Trust Fund for Series GG Shares, which forms an integral part of the Redemption Trust Fund previously set aside in the Trust Account with RCBC, as Trustee. Pursuant to the terms of the Trust Account, the Trustee will continue to hold the Redemption Trust Fund for Series GG Shares or any balance thereof, in trust, for the benefit of holders of Series GG Shares, for a period of ten years from August 30, 2012, or until August 30, 2022. After the said date, any and all remaining balance in the Redemption Trust Fund for Series GG Shares shall be returned to PLDT and revert to its general funds. Any interests on the Redemption Trust Fund for Series GG Shares shall accrue for the benefit of, and be paid from time to time, to PLDT.

On January 29, 2013, the Board of Directors approved the redemption of all outstanding shares of PLDT’s Series HH 10% Cumulative Convertible Preferred Stock which were issued in 2007, or the Series HH Shares issued in 2007, from the holders of record as of February 14, 2013 and all such shares were redeemed and retired effective May 16, 2013. In accordance with the terms and conditions of the Series HH Shares issued in 2007, the holders of the Series HH Shares issued in 2007 as at February 14, 2013 are entitled to the payment of the redemption price in an amount equal to the par value of such shares, plus accrued and unpaid dividends thereon up to May 16, 2013, or the Redemption Price of Series HH Shares issued in 2007.

F-116


 

PLDT set aside Php24 thousand (the amount required to fund the redemption price for the Series HH Shares issued in 2007) in addition to Php6 thousand for unclaimed dividends on Series HH Shares issued in 2007, or a total amount of Php30 thousand, to fund the redemption price of the Series HH Shares issued in 2007, or the Redemption Trust Fund for Series HH Shares issued in 2007, which forms an integral part of the Redemption Trust Funds previously set aside in the Trust Account with RCBC, as Trustee. Pursuant to the terms of the Trust Account, the Trustee will continue to hold the Redemption Trust Fund for Series HH Shares issued in 2007 or any balance thereof, in trust, for the benefit of holders of Series HH Shares issued in 2007, for a period of ten years from May 16, 2013, or until May 16, 2023. After the said date, any and all remaining balance in the Redemption Trust Fund for Series HH Shares issued in 2007 shall be returned to PLDT and revert to its general funds. Any interests on the Redemption Trust Fund for Series HH Shares issued in 2007 shall accrue for the benefit of, and be paid from time to time, to PLDT.

On January 28, 2014, the Board of Directors approved the redemption of all outstanding shares of PLDT’s Series HH 10% Cumulative Convertible Preferred Stock which were issued in 2008, or the Series HH Shares issued in 2008, from the holders of record as of February 14, 2014 and all such shares were redeemed and retired effective May 16, 2014. In accordance with the terms and conditions of the Series HH Shares issued in 2008, the holders of the Series HH Shares issued in 2008 as at February 14, 2014 are entitled to the payment of the redemption price in an amount equal to the par value of such shares, plus accrued and unpaid dividends thereon up to May 16, 2014, or the Redemption Price of Series HH Shares issued in 2008.

PLDT set aside Php2 thousand (the amount required to fund the redemption price of Series HH Shares issued in 2008) in addition to Php1 thousand for unclaimed dividends on Series HH Shares issued in 2008, or a total amount of Php3 thousand, to fund the redemption of the Series HH Shares issued in 2008, or the Redemption Trust Fund for Series HH Shares issued in 2008, which forms an integral part of the Redemption Trust Funds previously set aside in the Trust Account with RCBC, as Trustee. Pursuant to the terms of the Trust Account, the Trustee will continue to hold the Redemption Trust Fund for Series HH Shares issued in 2008 or any balance thereof, in trust, for the benefit of holders of Series HH Shares issued in 2008, for a period of ten years from May 16, 2014, or until May 16, 2024. After the said date, any and all remaining balance in the Redemption Trust Fund for Series HH Shares issued in 2008 shall be returned to PLDT and revert to its general funds. Any interests on the Redemption Trust Fund for Series HH Shares issued in 2008 shall accrue for the benefit of, and be paid from time to time, to PLDT.

On January 26, 2016, the Board of Directors approved the redemption of all outstanding shares of PLDT’s Series II 10% Cumulative Convertible Preferred Stock, or the Series II Shares, from the holder of record as of February 10, 2016, and all such shares were redeemed and retired effective May 11, 2016. In accordance with the terms and conditions of the Series II Shares, the holder of the Series II Shares as at February 10, 2016 is entitled to the payment of the redemption price in an amount equal to the par value of such shares, plus accrued and unpaid dividends thereon up to May 11, 2016, or the Redemption Price of Series II Shares.

PLDT set aside Php4 thousand to fund the redemption price of Series II Shares, or the Redemption Trust Fund for Series II Shares, which forms an integral part of the Redemption Trust Funds previously set aside in the Trust Account with RCBC, as Trustee. Pursuant to the terms of the Trust Account, the Trustee will continue to hold the Redemption Trust Fund for Series II Shares or any balance thereof, in trust, for the benefit of holder of Series II Shares, for a period of ten years from May 11, 2016, or until May 11, 2026. After the said date, any and all remaining balance in the Redemption Trust Fund for Series II Shares shall be returned to PLDT and revert to its general funds. Any interests on the Redemption Trust Fund for Series II Shares shall accrue for the benefit of, and be paid from time to time, to PLDT.

As at January 19, 2012, August 30, 2012, May 16, 2013, May 16, 2014 and May 11, 2016, notwithstanding that any stock certificate representing the Series A to FF Shares, Series GG Shares, Series HH Shares issued in 2007, Series HH Shares issued in 2008 and Series II Shares, respectively, were not surrendered for cancellation, the Series A to II Shares were no longer deemed outstanding and the right of the holders of such shares to receive dividends thereon ceased to accrue and all rights with respect to such shares ceased and terminated, except only the right to receive the Redemption Price of such shares, but without interest thereon.

On January 28, 2020, the Board of Directors authorized and approved, the retirement of shares of PLDT’s Series JJ 10% Cumulative Convertible Preferred Stock, or SIP Shares, effective May 12, 2020. The record date for the determination of the holders of outstanding SIP Shares available for redemption was February 11, 2020.

F-117


 

On January 20, 2022, RCBC returned to PLDT the remaining unclaimed balance of the Trust Account for the Series A to FF, amounting to Php7,839 million. PLDT’s obligations to pay the trust amounts for Series A to FF had also prescribed, resulting in the recognition of income in 2022 for the same amount as the unclaimed Trust Account that RCBC returned to PLDT.

PLDT has withdrawn nil million and Php3 million from the Trust Account, representing total payments on redemption for the six months ended June 30, 2023 and 2022, respectively. The balance of the Trust Account of Php367 thousand was presented as part of “Current portion of other financial assets” as at June 30, 2023 and December 31, 2022 and the related redemption liability were presented as part of “Accrued expenses and other current liabilities” in our consolidated statements of financial position. See related disclosures below under Perpetual Notes and Note 27 – Financial Assets and Liabilities.

Common Stock/Treasury Stock

The Board of Directors approved a share buyback program of up to five million shares of PLDT’s common stock, representing approximately 3% of PLDT’s then total outstanding shares of common stock in 2008. Under the share buyback program, PLDT reacquired shares on an opportunistic basis, directly from the open market through the trading facilities of the PSE and NYSE.

As at November 2010, we had acquired a total of approximately 2.72 million shares of PLDT’s common stock at a weighted average price of Php2,388 per share for a total consideration of Php6,505 million in accordance with the share buyback program. There were no further buyback transactions subsequent to November 2010.

Dividends Declared

Our dividends declared for the six months ended June 30, 2023 and 2022 are detailed as follows:

June 30, 2023 (Unaudited)

 

 

 

Date

 

Amount

 

Class

 

Approved

 

Record

 

Payable

 

Per Share

 

 

Total

 

 

 

 

 

 

 

 

 

(in million pesos, except per share amounts)

 

Cumulative Non-Convertible
   Redeemable Preferred Stock

 

 

 

 

 

 

 

 

 

 

 

 

Series IV(1)

 

January 31, 2023

 

February 27, 2023

 

March 15, 2023

 

 

 

 

 

12

 

 

 

May 4, 2023

 

May 19, 2023

 

June 15, 2023

 

 

 

 

 

12

 

 

 

 

 

 

 

 

 

 

 

 

 

24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Voting Preferred Stock

 

March 2, 2023

 

March 17, 2023

 

April 15, 2023

 

 

 

 

 

3

 

 

 

June 13, 2023

 

June 28, 2023

 

July 15, 2023

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

Regular Dividend

 

March 23, 2023

 

April 11, 2023

 

April 24, 2023

 

 

45.00

 

 

 

9,722

 

Special Dividend

 

March 23, 2023

 

April 11, 2023

 

April 24, 2023

 

 

14.00

 

 

 

3,025

 

 

 

 

 

 

 

 

 

 

 

 

 

12,747

 

Charged to retained earnings

 

 

 

 

 

 

 

 

 

 

 

12,777

 

 

(1) Dividends were declared based on total amount paid up.

June 30, 2022 (Unaudited)

 

 

 

Date

 

Amount

 

Class

 

Approved

 

Record

 

Payable

 

Per Share

 

 

Total

 

 

 

 

 

 

 

 

 

(in million pesos, except per share amounts)

 

Cumulative Non-Convertible
   Redeemable Preferred Stock

 

 

 

 

 

 

 

 

 

 

 

 

Series IV(1)

 

January 25, 2022

 

February 21, 2022

 

March 15, 2022

 

 

 

 

 

12

 

 

 

May 5, 2022

 

May 20, 2022

 

June 15, 2022

 

 

 

 

 

13

 

 

 

 

 

 

 

 

 

 

 

 

 

25

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Voting Preferred Stock

 

March 3, 2022

 

March 23, 2022

 

April 15, 2022

 

 

 

 

 

2

 

 

 

June14, 2022

 

June 30, 2022

 

July 15, 2022

 

 

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

Regular Dividend

 

March 3, 2022

 

March 17, 2022

 

April 4, 2022

 

 

42.00

 

 

 

9,075

 

Charged to retained earnings

 

 

 

 

 

 

 

 

 

 

 

9,104

 

 

(1) Dividends were declared based on total amount paid up.

F-118


 

Our dividends declared after June 30, 2023 are detailed as follows:

 

 

 

Date

 

Amount

 

Class

 

Approved

 

Record

 

Payable

 

Per Share

 

 

Total

 

 

 

 

 

 

 

 

 

(in million pesos, except per share amounts)

 

Cumulative Non-Convertible
    Redeemable Preferred Stock

 

 

 

 

 

 

 

 

 

 

 

 

Series IV(1)

 

August 3, 2023

 

August 18, 2023

 

September 15, 2023

 

 

 

 

 

12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

Regular Dividend

 

August 3, 2023

 

August 17, 2023

 

September 1, 2023

 

 

49.00

 

 

 

10,587

 

Charged to retained earnings

 

 

 

 

 

 

 

 

 

 

 

10,599

 

 

(1) Dividends were declared based on total amount paid up.

Noncontrolling Interests Perpetual Notes

Smart issued Php2,610 million and Php1,590 million perpetual notes on March 3, 2017 and March 6, 2017, respectively, under two Notes Facility Agreements dated March 1, 2017 and March 2, 2017, respectively. The transaction costs amounting to Php35 million were accounted as a deduction from the perpetual notes. Smart paid distributions amounting to Php118 million and Php236 million as at June 30, 2023 and December 31, 2022, respectively.

On July 18, 2017, Smart issued Php1,100 million perpetual notes, to RCBC, Trustee of PLDT’s Redemption Trust Fund, under the Notes Facility Agreement dated July 18, 2017. The transaction costs amounting to Php5 million were accounted as a deduction from the perpetual notes. Smart paid distributions amounting to Php14 million as at December 31, 2022. On January 18, 2022, Smart redeemed the Php1,100 million perpetual notes issued to RCBC at the relevant Redemption Price. This transaction was eliminated in our consolidated financial statements.

On September 19, 2019, Smart issued Php4,700 million perpetual notes to DMPI under the Notes Facility Agreement dated September 16, 2019. The transaction cost amounting to Php35 million was accounted as a deduction from the perpetual notes. Smart paid distributions amounting to Php96 million and Php258 million as at June 30, 2023 and December 31, 2022, respectively. On September 19, 2022, Smart made a partial redemption amounting to Php1,500 million at an optional redemption price of 101.2% of the principal amount of the Perpetual Notes redeemed, which incurred a penalty fee of Php18 million. This transaction was eliminated in our consolidated financial statements.

Proceeds from the issuance of these notes were used to finance capital expenditures. The notes have no fixed redemption dates. However, Smart may, at its sole option, redeem the notes. The notes are subordinated to and rank junior to all senior loans of Smart. In accordance with PAS 32, Financial Instruments: Presentation, the notes are classified as part of Smart’s equity and recorded as noncontrolling interests in PLDT’s consolidated financial statements.

F-119


 

20.
Interest-bearing Financial Liabilities

As at June 30, 2023 and December 31, 2022, this account consists of the following:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Long-term portion of interest-bearing financial liabilities:

 

 

 

 

 

 

Long-term debt (Notes 27 and 28)

 

 

234,623

 

 

 

217,288

 

 

 

 

 

 

 

Current portion of interest-bearing financial liabilities:

 

 

 

 

 

 

Long-term and short-term debt maturing within one year (Notes 27 and 28)

 

 

33,446

 

 

 

32,292

 

 

 

 

268,069

 

 

 

249,580

 

Unamortized debt discount, representing debt premium, debt issuance costs and any difference between the fair value of consideration given or received at initial recognition, included in our financial liabilities amounted to Php2,240 million and Php2,279 million as at June 30, 2023 and December 31, 2022, respectively. See Note 27 – Financial Assets and Liabilities.

The following table describes all changes to unamortized debt discount for the six months ended June 30, 2023 and for the year ended December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Unamortized debt discount at beginning of the period

 

 

2,279

 

 

 

2,857

 

Additions during the period

 

 

142

 

 

 

(243

)

Revaluations during the period

 

 

(2

)

 

 

20

 

Accretion during the period included as part of financing costs – net

 

 

(179

)

 

 

(355

)

Unamortized debt discount at end of the period

 

 

2,240

 

 

 

2,279

 

Long-term Debt

As at June 30, 2023 and December 31, 2022, long-term debt consists of:

 

 

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

(Unaudited)

 

 

(Audited)

 

Description

 

Interest Rates

 

U.S.
Dollar

 

 

Php

 

 

U.S.
Dollar

 

 

Php

 

 

 

 

 

(in millions)

 

U.S. Dollar Debts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate Notes

 

2.5000% to 3.4500% in 2023 and 2022

 

 

590

 

 

 

32,643

 

 

 

589

 

 

 

32,892

 

Term Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

US$LIBOR + 1.0500% in 2023 and 2.8850% and US$ LIBOR + 0.7900% to 1.0500% in 2022

 

 

129

 

 

 

7,164

 

 

 

161

 

 

 

9,002

 

 

 

 

 

719

 

 

 

39,807

 

 

 

750

 

 

 

41,894

 

Philippine Peso Debts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate Retail Bonds

 

5.2813% in 2023 and 2022

 

 

 

 

 

2,598

 

 

 

 

 

 

2,596

 

Term Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Term Loans

 

3.9500% to 5.3500%; PHP BVAL + 0.5000% to 1.0000% (floor rate 4.5000% to 4.6250%) in 2023 and 3.9000% to 5.5660%; PHP BVAL +
0.5000% to 1.0000% (floor rate 3.9000% to 4.6250%) and TDF + 0.2500% in 2022

 

 

 

 

 

219,664

 

 

 

 

 

 

195,090

 

 

 

 

 

 

 

 

222,262

 

 

 

 

 

 

197,686

 

Total long-term debt (Notes 27 and 28)

 

 

 

 

 

 

 

262,069

 

 

 

 

 

 

239,580

 

Less portion maturing within one year (Note 27)

 

 

 

 

 

 

 

27,446

 

 

 

 

 

 

22,292

 

Noncurrent portion of long-term debt (Note 27)

 

 

 

 

 

 

 

234,623

 

 

 

 

 

 

217,288

 

 

F-120


 

The scheduled maturities of our consolidated outstanding long-term and short-term debt at nominal values as at June 30, 2023 are as follows:

 

 

 

U.S. Dollar Debt

 

 

Php Debt

 

 

Total

 

Year

 

U.S. Dollar

 

 

Php

 

 

Php

 

 

Php

 

 

 

(in millions)

 

2023(1)

 

 

7

 

 

 

388

 

 

 

25,531

 

 

 

25,919

 

2024

 

 

39

 

 

 

2,159

 

 

 

9,720

 

 

 

11,879

 

2025

 

 

14

 

 

 

775

 

 

 

22,275

 

 

 

23,050

 

2026

 

 

14

 

 

 

775

 

 

 

14,460

 

 

 

15,235

 

2027

 

 

14

 

 

 

775

 

 

 

26,080

 

 

 

26,855

 

2028 and onwards

 

 

642

 

 

 

35,546

 

 

 

131,825

 

 

 

167,371

 

Total long-term debt (Note 27)

 

 

730

 

 

 

40,418

 

 

 

229,891

 

 

 

270,309

 

 

(1)
July 1, 2023 through December 31, 2023.

F-121


 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

Repurchase Amount

 

 

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Issuance Date

Trustee

Terms

Php

 

Dates

 

Paid in
full on

 

U.S.
Dollar

 

 

Php

 

 

U.S.
Dollar

 

 

Php

 

 

 

 

 

 

(in millions)

 

 

 

 

 

(in millions)

 

 

Fixed Rate Notes(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$300M

June 23, 2020

The Bank of New
York Mellon, London Branch

Non-amortizing, payable in full upon maturity on January 23, 2031

 

 

 

 

 

 

 

296

 

(2)

 

16,371

 

(2)

 

295

 

(2)

 

16,490

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$300M

June 23, 2020

The Bank of New
York Mellon, London Branch

Non-amortizing, payable in full upon maturity on June 23, 2050

 

 

 

 

 

 

 

294

 

(2)

 

16,272

 

(2)

 

294

 

(2)

 

16,402

 

(2)

 

 

 

 

 

 

 

 

 

 

 

590

 

 

 

32,643

 

 

 

589

 

 

 

32,892

 

 

 

(1)
The purpose of this loan is to refinance the existing loan obligations, prepay outstanding loans and partially finance capital expenditures.
(2)
Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled / Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

Amount

 

Amount

 

 

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Date of Loan
Agreement

Lender(s)

Terms

Dates Drawn

U.S. Dollar

 

Paid in
full on

 

U.S.
Dollar

 

 

Php

 

 

U.S.
Dollar

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

U.S. Dollar Debts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Term Loans(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$200M
   Tranche A:
   US$150M;
   Tranche B:
   US$50M

February 26, 2015

MUFG Bank,
Ltd.

Commencing 36 months after loan date, with semi-annual
amortization of 23.75% of the loan amount on the first and second repayment dates and seven semi-annual
amortizations of 7.5% starting on the third repayment
date, with final installment on February 25, 2022

Various dates
in 2015

 

200

 

 

 

February 24,
2022

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$100M

December 7, 2015

Mizuho Bank
Ltd.

13 equal semi-annual installments commencing on
the date which falls 12 months after the loan date, with final installment on December 7, 2022

Various dates
in 2016

100

 

 

 

December 7, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$25M

March 22, 2016

NTT TC Leasing
Co., Ltd., or NTT
TC Leasing

Non-amortizing, payable upon maturity on March 30, 2023

March 30, 2016

 

25

 

 

 

March 30,
2023

 

 

 

 

 

 

 

 

25

 

(2)

 

1,395

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$25M

January 31, 2017

NTT TC Leasing

Non-amortizing, payable upon maturity on March 27, 2024

March 30, 2017

 

25

 

 

 

 

 

 

25

 

(2)

 

1,383

 

(2)

 

25

 

(2)

 

1,393

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$140M

March 4, 2020

PNB

Quarterly amortization rates equivalent to: (a) 2.5% of the
total amount drawn payable on the first interest payment
date up to the 28th interest payment date; (b) 5% of the
total amount drawn payable on the 29th interest payment
date up to the 32nd interest payment date; and (3) 2.5% of
the total amount drawn payable on the 37th interest
payment date up to maturity on December 13, 2030

December 14,
2020

 

140

 

 

 

 

 

 

104

 

(2)

 

5,781

 

(2)

 

111

 

(2)

 

6,214

 

(2)

 

 

 

 

 

 

 

 

 

 

 

129

 

 

 

7,164

 

 

 

161

 

 

 

9,002

 

 

 

(1)
The purpose of this loan is to finance the capital expenditures and/or to refinance existing loan obligations which were utilized for network expansion and improvement programs.
(2)
Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-122


 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

Date of

Payments

 

June 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

Issuance/

Amount

 

 

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Paying Agent

Terms

Drawdown

Php

 

Date

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

Fixed Rate Retail Bonds(1)

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php15,000M

January 22, 2014

Philippine Depositary
Trust Corp.

Php12.4B – non-amortizing, payable in full upon maturity on
February 6, 2021; Php2.6B – non-amortizing payable in full on February 6, 2024

February 6, 2014

 

12,400

 

February 8, 2021

 

 

2,598

 

(2)

 

2,596

 

(2)

 

(1)
The purpose of this loan is to finance the capital expenditures and/or refinance existing loan obligations which were utilized for network expansion and improvement programs.
(2)
Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

Term Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Term Loans(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

March 20,
2012

RCBC

Annual amortization rate of 1% on the fifth-year up to the
ninth-year from the initial drawdown date and the balance
payable upon maturity on April 12, 2022

April 12,
2012

 

2,000

 

 

 

January 12, 2022

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,500M

April 2, 2014

AIA Life

Payable in full upon maturity on April 4, 2024

April 4, 2014

 

1,500

 

 

 

January 31,
2022

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

May 23, 2014

AIA Life

Payable in full upon maturity on May 28, 2024

May 28, 2014

 

1,000

 

 

 

February 28, 2022

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

June 9, 2014

LBP

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on June 13, 2024

June 13, 2014

 

1,000

 

 

 

June 13,
2022

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,500M

July 28, 2014

Union Bank

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on July 31, 2024

July 31, 2014

 

1,500

 

 

 

 

 

 

1,380

 

 

 

1,380

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

February 25,
2015

BPI

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on March 24, 2025

March 24, 2015

 

2,000

 

 

 

 

 

 

1,801

 

(2)

 

1,811

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

June 26, 2015

BPI

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on June 30, 2025

June 30, 2015

 

3,000

 

 

 

 

 

 

2,760

 

 

 

2,790

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

August 3, 2015

Metrobank

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on September 23, 2025

Various dates in
2015

 

5,000

 

 

 

 

 

 

4,650

 

 

 

4,650

 

 

 

 

 

 

 

 

 

 

 

 

 

10,591

 

 

 

10,631

 

 

 

(1)
The purpose of this loan is to finance the capital expenditures and/or refinance existing loan obligations, which were utilized for service improvements and expansion programs.
(2)
Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-123


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

August 11, 2015

Metrobank

Annual amortization rate of 1% of the principal amount on
the first-year up to the ninth-year commencing on the first-year anniversary of the initial drawdown date and the balance payable
upon maturity on September 1, 2025

September 1, 2015

 

5,000

 

 

 

 

 

 

4,644

 

(2)

 

4,642

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

December 11, 2015

BPI

Annual amortization rate of 1% of the principal amount on
the first-year up to the ninth-year commencing on the first-year anniversary of the initial drawdown date and the balance payable upon maturity on December 21, 2025

December 21, 2015

 

5,000

 

 

 

 

 

 

4,643

 

(2)

 

4,642

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

December 16, 2015

Metrobank

Annual amortization rate of 1% of the principal amount up
to the tenth-year commencing on the first-year anniversary
of the initial drawdown and the balance payable upon maturity
on June 29, 2026

December 28, 2015

 

5,000

 

 

 

 

 

 

4,642

 

(2)

 

4,641

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php7,000M

December 18, 2015

China Banking Corporation,
or CBC

Annual amortization rate of 1% of the principal amount on
the third-year up to the sixth-year from the initial drawdown
date, with balance payable upon maturity on December 28,
2022

December 28,
2015 and
February 24,
2016

 

7,000

 

 

 

June 28,
2022

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

July 1, 2016

Metrobank

Annual amortization rate of 1% on the first-year up to the
ninth-year from initial drawdown date and the balance
payable upon maturity on February 22, 2027

February 20,
2017

 

3,000

 

 

 

 

 

 

2,814

 

(2)

 

2,843

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php6,000M

July 1, 2016

Metrobank

Annual amortization rate of 1% on the first-year up to the
sixth-year from initial drawdown date and the balance
payable upon maturity on August 30, 2023

August 30, 2016
and November 10,
2016

 

6,000

 

 

 

 

 

 

5,639

 

(2)

 

5,637

 

(2)

 

 

 

 

 

 

 

 

 

 

 

22,382

 

 

 

22,405

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

F-124


 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php8,000M

July 14, 2016

Security Bank

Annual amortization rate of 1% of the total amount drawn payable semi-annually starting from the end of the first-year after the initial drawdown date until the ninth-year and the balance payable on maturity on March 1, 2027

February 27,
2017

 

8,000

 

 

 

 

 

 

7,104

 

(2)

 

7,182

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php6,500M

September 20, 2016

BPI

Annual amortization rate of 1% on the first- year up to
the sixth-year from initial drawdown date and the
balance payable upon maturity on November 2, 2023

November 2,
2016 and
December 19,
2016

 

6,500

 

 

 

 

 

 

6,107

 

(2)

 

6,105

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

September 28, 2016

BDO

Annual amortization rate of 1% of the principal amount
on the first-year up to the ninth-year commencing on the
first-year anniversary of the initial drawdown date and the
balance payable upon maturity on October 5, 2026

October 5, 2016

 

3,000

 

 

 

 

 

 

2,820

 

 

 

2,820

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,400M

September 28, 2016

Union Bank

Annual amortization rate of 1% of the principal amount
on the first-year up to the sixth-year commencing on
the first-year anniversary of the initial drawdown date
and the balance payable upon maturity on October 24,
2023

October 24,
2016 and
November 21,
2016

 

5,400

 

 

 

 

 

 

5,075

 

(2)

 

5,074

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,300M(1)

October 14, 2016

BPI

Annual amortization rate of 1% on the first-year up to the
sixth-year from initial drawdown date and the balance
payable upon maturity on December 19, 2023

December 19, 2016

 

5,300

 

 

 

 

 

 

982

 

(2)

 

981

 

(2)

 

 

 

 

 

 

 

 

 

 

 

22,088

 

 

 

22,162

 

 

 

(1)
The amounts of Php1,500 million and Php2,500 million were prepaid on September 19, 2022 and December 19, 2022, respectively.
(2)
Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

F-125


 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

October 28,
2016

Security Bank

Semi-annual amortization rate of 1% of the total amount
drawn from first-year up to the ninth-year and the
balance payable upon maturity on April 5, 2027

April 5, 2017

 

4,000

 

 

 

 

 

 

1,872

 

(2)

 

1,881

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

December 16,
2016

PNB

Annual amortization rate of 1% of the amount drawn
starting on the first anniversary of the advance up to
the ninth anniversary of the advance and the
balance payable upon maturity on December 7, 2027

December 7, 2017

 

1,000

 

 

 

 

 

 

923

 

(2)

 

920

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

December 22,
2016

LBP

Annual amortization rate of 1% of the amount drawn
starting on the first anniversary of the advance up to
the ninth anniversary of the advance and the
balance payable upon maturity on January 21, 2028

January 22, 2018

 

2,000

 

 

 

 

 

 

1,862

 

(2)

 

1,878

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,500M

December 23,
2016

LBP

Annual amortization rate of 1% on the first-year up to
the ninth-year after the drawdown date and the
balance payable upon maturity on April 5, 2027

April 5, 2017

 

3,500

 

 

 

 

 

 

3,282

 

(2)

 

3,317

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,500M

April 18,
2017

PNB

Annual amortization rate of 1% of the amount drawn
starting on the first anniversary of the advance up to
the sixth-year anniversary of the advance and the
balance payable upon maturity on January 3, 2025

January 3, 2018

 

1,500

 

 

 

 

 

 

1,408

 

(2)

 

1,418

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

May 24, 2017

Security Bank

Semi-annual amortization rate of Php10 million starting on October 5, 2017 and every six months thereafter with the
balance payable upon maturity on April 5, 2027

May 29, 2017

 

2,000

 

 

 

 

 

 

1,880

 

 

 

1,890

 

 

 

 

 

 

 

 

 

 

 

 

 

11,227

 

 

 

11,304

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-126


 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,500M

July 5, 2017

LBP

Annual amortization rate of 1% on the first- year up to
the ninth-year after the drawdown date and the
balance payable upon maturity on July 12, 2027

July 10, 2017

 

3,500

 

 

 

 

 

 

3,325

 

 

 

3,325

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,500M

August 29, 2017

LBP

Annual amortization rate equivalent to 1% of the total
loan payable on the first-year up to the ninth-year
after the drawdown date and the balance payable
upon maturity on April 3, 2028

April 2, 2018

 

1,500

 

 

 

 

 

 

1,428

 

(2)

 

1,443

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

April 19, 2018

LBP

Annual amortization rate equivalent to 1% of the total
loan payable on the first-year up to the ninth-year
after the drawdown date and the balance payable
upon maturity on April 25, 2028

April 25, 2018

 

2,000

 

 

 

 

 

 

1,763

 

(2)

 

1,770

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

April 20, 2018

LBP

Annual amortization rate equivalent to 1% of the total
loan payable on the first-year up to the ninth-year
after the drawdown date and the balance payable
upon maturity on May 3, 2028

May 3, 2018

 

1,000

 

 

 

 

 

 

874

 

(2)

 

879

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

May 9, 2018

BPI

Annual amortization rate equivalent to 1% of the
amount drawn starting on the first- year anniversary
of the advance up to the ninth-year anniversary of
the advance and the balance payable upon maturity
on May 10, 2028

May 10, 2018

 

2,000

 

 

 

 

 

 

1,763

 

(2)

 

1,773

 

(2)

 

 

 

 

 

 

 

 

 

 

 

9,153

 

 

 

9,190

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

F-127


 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

May 25, 2018

BPI

Annual amortization rate equivalent to 1% of the amount
drawn starting on the first- year anniversary of the
advance up to the fifth-year anniversary of the advance
and the balance payable upon maturity on May 28, 2024

May 28, 2018

 

2,000

 

 

 

 

 

 

1,897

 

(2)

 

1,916

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,500M

June 27, 2018

Development
Bank of the
Philippines,
or DBP

Annual amortization rate equivalent to 1% of the
amount drawn starting on the third- year anniversary
of the advance up to the fifth-year anniversary of the
advance and the balance payable upon maturity on
June 28, 2024

June 28, 2018

 

1,500

 

 

 

September 28,
2022

 

 

 

 

 

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

July 31, 2018

BPI

Annual amortization rate equivalent to 1% of the
 amount drawn starting on the first-year anniversary
of the advance up to the ninth-year anniversary
of the advance and the balance payable upon maturity
on May 10, 2028

August 10, 2018

 

3,000

 

 

 

 

 

 

2,838

 

(2)

 

2,867

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

January 11, 2019

DBP

Annual amortization rate equivalent to 1% of the
amount drawn starting on the third-year anniversary
of the advance up to the ninth-year anniversary of the
advance and the balance payable upon maturity on
May 6, 2029

May 6, 2019
September 2, 2019

2,000
3,000

 

 

 

 

 

 

4,789

 

(2)

 

4,830

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php8,000M

February 18, 2019

Union Bank

Annual amortization rate equivalent to 1% of the
amount drawn starting on the first-year anniversary
up to the ninth-year anniversary of the initial
drawdown date and the balance payable upon
maturity on July 11, 2029

July 11, 2019
September 6,
2019
October 1,
2019
November 5,
2019

3,000
2,000

1,000
2,000

 

 

 

 

 

 

8,033

 

(2)

 

8,053

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

February 21, 2019

PNB

Annual amortization rate equivalent to 1% of the
amount drawn starting on the first-year anniversary
up to the seventh-year anniversary of the initial
drawdown date and the balance payable upon maturity
on March 11, 2027

March 11, 2019

 

4,000

 

 

 

 

 

 

3,683

 

(2)

 

3,704

 

(2)

 

 

 

 

 

 

 

 

 

 

 

21,240

 

 

 

21,370

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

F-128


 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

April 11, 2019

Bank of China (Hong Kong) Limited, Manila Branch

Annual amortization rate equivalent to 1% of the
amount of loan payable on the first-year anniversary
up to the sixth-year anniversary of the initial
drawdown date and the balance payable upon maturity
on September 7, 2026

September 6, 2019

 

2,000

 

 

 

 

 

 

1,933

 

(2)

 

1,931

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

July 1, 2019

PNB

Annual amortization rate equivalent to 1% of the total amount
drawn from the facility on the first-year anniversary up to the
sixth-year anniversary of the initial drawdown date and the
balance payable upon maturity on September 7, 2026

September 6, 2019

 

2,000

 

 

 

 

 

 

1,933

 

(2)

 

1,931

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php8,000M

September 25, 2019

CBC

Annual amortization rate equivalent to 10% of the
total amount drawn starting on the third-year
anniversary up to the ninth-year anniversary of the
initial drawdown date and the balance payable upon
maturity on October 2, 2029

October 2, 2019

 

8,000

 

 

 

 

 

 

6,934

 

(2)

 

6,901

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

December 9, 2019

DBP

Annual amortization rate equivalent to 1% of the total
amount drawn starting on the third-year anniversary up
to the ninth-year anniversary of the initial drawdown
date and the balance payable upon maturity on
December 12, 2029

December 12, 2019

 

4,000

 

 

 

 

 

 

3,939

 

(2)

 

3,938

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,500M

December 12, 2019

BPI

Annual amortization rate equivalent to 1% of the
advance on the first year up to the ninth-year
anniversary of the drawdown date and the balance
payable upon maturity on December 18, 2029

December 15, 2019

 

4,500

 

 

 

 

 

 

4,342

 

(2)

 

4,340

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

January 20, 2020

BDO

Annual amortization rate equivalent to 1% of the total
amount drawn starting on the first-year anniversary up
to the ninth-year anniversary of the drawdown date
and the balance payable upon maturity on January 24,
2030

January 24, 2020

 

3,000

 

 

 

 

 

 

2,845

 

(2)

 

2,871

 

(2)

 

 

 

 

 

 

 

 

 

 

 

21,926

 

 

 

21,912

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-129


 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

January 29, 2020

BDO

Annual amortization rate equivalent to 1% of the total
amount drawn starting on the first-year anniversary up
to the ninth-year anniversary of the drawdown date and
the balance payable upon maturity on January 31, 2030

January 31, 2020

 

5,000

 

 

 

 

 

 

4,769

 

(2)

 

4,814

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

March 24, 2020

RCBC

Annual amortization rate equivalent to 1% of the
advance starting on the first-year anniversary of the
drawdown date and the balance payable upon
maturity on March 27, 2028

March 26, 2020

 

4,000

 

 

 

 

 

 

3,767

 

(2)

 

3,800

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,500M

March 30, 2020

MUFG Bank, Ltd.

Amortization rate equivalent to: (1) 20% of the
amount drawn payable on the 30
th, 48th, 54th and 72nd
month from the drawdown date; (2) 0.50% of the
amount drawn payable on the 36
th, 42nd, 60th and 66th
month from the drawdown date; and (3) 18% of the
amount drawn payable upon maturity on October 2, 2026

April 2, 2020

 

2,500

 

 

 

 

 

 

1,981

 

(2)

 

1,992

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

May 20, 2020

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the ninth-year
anniversary of the drawdown date and the balance
payable upon maturity on May 28, 2030

May 28, 2020

 

3,000

 

 

 

 

 

 

2,894

 

(2)

 

2,923

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

May 20, 2020

LBP

Annual amortization rate equivalent to 1% of principal
amount of the loan starting on the first-year up to the
ninth-year anniversary of the initial advance and the
balance payable upon maturity on November 20, 2030

November 20, 2020

 

4,000

 

 

 

 

 

 

3,897

 

(2)

 

3,895

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

May 21, 2020

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the ninth-year
anniversary of the drawdown date and the balance
payable upon maturity on December 18, 2030

December 18, 2020

 

3,000

 

 

 

 

 

 

2,922

 

(2)

 

2,921

 

(2)

 

 

 

 

 

 

 

 

 

 

 

20,230

 

 

 

20,345

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-130


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

(in millions)

 

 

 

 

 

(in millions)

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,000M

February 9, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on February 16, 2032

February 15, 2021

 

5,000

 

 

 

 

 

 

4,870

 

(2)

 

4,918

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

March 4, 2021

LBP

Annual amortization rate equivalent to 1% of the
 advance starting on the first-year up to the
ninth-year anniversary of the drawdown date and
the balance payable upon maturity on March 9, 2031

March 9, 2021

 

3,000

 

 

 

 

 

 

2,922

 

(2)

 

2,951

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

March 5, 2021

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
ninth-year anniversary of the drawdown date and
the balance payable upon maturity on May 25, 2031

May 25, 2021

 

3,000

 

 

 

 

 

 

2,922

 

(2)

 

2,951

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

March 8, 2021

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
ninth-year anniversary of the drawdown date and
the balance payable upon maturity on March 30, 2031

March 30, 2021

 

4,000

 

 

 

 

 

 

3,896

 

(2)

 

3,935

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

March 31, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on April 14, 2032

April 14, 2021

 

3,000

 

 

 

 

 

 

2,921

 

(2)

 

2,950

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

March 31, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on April 29, 2032

April 29, 2021

 

2,000

 

 

 

 

 

 

1,960

 

 

 

1,980

 

 

 

 

 

 

 

 

 

 

 

 

 

19,491

 

 

 

19,685

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

F-131


 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

Date of Loan

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

 

 

 

 

 

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

April 14, 2021

Metrobank

Annual amortization rate equivalent to 1% of the
advance starting on the second-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on June 8, 2032

June 8, 2021

 

4,000

 

 

 

 

 

 

3,935

 

(2)

 

3,974

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

April 15, 2021

Metrobank

Annual amortization rate equivalent to 1% of the
advance starting on the second-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on September 1, 2032

September 1, 2021

 

3,000

 

 

 

 

 

 

2,981

 

(2)

 

2,980

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

April 30, 2021

Metrobank

Annual amortization rate equivalent to 1% of the
advance starting on the second-year up to the
tenth-year from drawdown date and the balance of
91% payable upon maturity on June 21, 2032

June 21, 2021

 

3,000

 

 

 

 

 

 

2,951

 

(2)

 

2,980

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

June 14, 2021

RCBC

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
eighth-year and tenth-year from drawdown date and
equal amortization equivalent to 45.5% of the
advance on the ninth-year and upon maturity on
July 15, 2032

July 15, 2021

 

3,000

 

 

 

 

 

 

2,952

 

(2)

 

2,951

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

June 14, 2021

RCBC

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
eighth-year and tenth-year from drawdown date and
equal amortization equivalent to 45.5% of the
advance on the ninth-year and upon maturity on
September 1, 2032

September 1, 2021

 

4,000

 

 

 

 

 

 

3,935

 

(2)

 

3,934

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

September 28,
2021

BDO

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
ninth-year from the drawdown date and the balance
of 91% payable upon maturity on October 15, 2031

October 15, 2021

 

1,000

 

 

 

 

 

 

990

 

 

 

990

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

November 17, 2021

BDO

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the sixth-year
from the drawdown date and the balance of 94%
payable upon maturity on November 22, 2028

November 22, 2021

 

3,000

 

 

 

 

 

 

2,952

 

(2)

 

2,951

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php1,000M

November 24, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on March 1, 2033

December 1, 2021

 

1,000

 

 

 

 

 

 

990

 

 

 

990

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

November 24, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the tenth-
year anniversary of the drawdown date and the
balance payable upon maturity on March 17, 2033

December 17, 2021

 

3,000

 

 

 

 

 

 

2,950

 

(2)

 

2,949

 

(2)

 

 

 

 

 

 

 

 

 

 

 

24,636

 

 

 

24,699

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

 

 

F-132


 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding Amounts

 

 

 

 

 

 

 

 

Drawn

 

Cancelled /
Undrawn

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

Date of Loan

 

 

 

 

Amount

 

Amount

 

Paid in

 

(Unaudited)

 

 

(Audited)

 

 

Loan Amount

Agreement

Lender(s)

Terms

Dates Drawn

 

Php

 

Php

 

full on

 

Php

 

 

Php

 

 

 

 

 

 

 

 

(in millions)

 

 

 

(in millions)

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

November 24, 2021

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the
tenth-year anniversary of the drawdown date and
the balance payable upon maturity on March 17, 2033

December 17, 2021

 

 

4,000

 

 

 

 

 

 

3,934

 

(2)

 

3,932

 

(2)

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,500M

December 10, 2021

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the ninth-year
anniversary of the drawdown date and the balance
payable upon maturity on December 17, 2031

December 17, 2021

 

 

2,500

 

 

 

 

 

 

2,475

 

 

 

2,475

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php3,000M

December 14, 2021

DBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the seventh-year
from the drawdown date and the balance of 93%
payable upon maturity on January 21, 2030

January 20, 2022

 

 

3,000

 

 

 

 

 

 

2,951

 

(2)

 

2,980

 

(2)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

December 14, 2021

DBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the eight-year
from the drawdown date and the balance of 92%
payable upon maturity on January 20, 2031

January 20, 2022

 

 

2,000

 

 

 

 

 

 

1,980

 

 

 

2,000

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php10,000M

January 31, 2023

BPI

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the ninth-year
anniversary of the initial drawdown date and the balance
payable upon maturity on April 19, 2033

April 19, 2023
May 26, 2023

 

7,500
2,500

 

 

 

 

 

 

9,945

 

(2)

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php5,500M

February 27, 2023

LBP

Annual amortization rate equivalent to 1% of the
advance starting on the first-year up to the ninth-year
anniversary of the drawdown date and the balance
payable upon maturity on April 19, 2033

April 19, 2023

 

 

5,500

 

 

 

 

 

 

5,459

 

(2)

 

 

 

ePLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php8,000M

March 10, 2023

BPI

Semi-annual amortizations equivalent to 1% of the advance
starting on the 1st year up to 5th year after drawdown date,
5% of the advance on the 6th to 9th year after drawdown
date, and the balance of 75% payable on maturity date on
March 24, 2033

March 24, 2023

 

 

3,000

 

 

 

 

 

 

2,978

 

(2)

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php2,000M

March 22, 2023

BPI

Annual amortization rate equivalent to 1% of the advance
starting on the first-year up to the ninth-year anniversary
of the drawdown date and the balance payable upon maturity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php4,000M

April 14, 2023

RCBC

Annual amortization rate equivalent to 1% of the advance
starting on the first-year up to the ninth-year anniversary
of the drawdown date and the balance payable upon maturity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php10,500M

May 8, 2023

CBC

Annual amortization rate equivalent to 1% of the advance
starting on the first-year up to the ninth-year anniversary
from the initial drawdown date and the balance of 91% payable
upon maturity on May 11, 2033

May 11, 2023
June 2, 2023
June 5, 2023

 

3,000
2,000
2,000

 

 

 

 

 

 

6,978

 

(2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36,700

 

 

 

11,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

219,664

 

 

 

195,090

 

 

 

(2) Amounts are net of unamortized debt discount/premium and/or debt issuance cost.

F-133


 

Short-term Debt

In March and April 2022, PLDT and Smart availed unsecured short-term debt from various banks amounting to Php6,000 million and Php4,000 million, respectively, with an interest rate of 2.60%. In July 2022, PLDT prepaid its outstanding short-term debt amounting to Php2,000 million. In October 2022, Smart paid its outstanding short-term debt amounting to Php4,000 million. In November 2022, PLDT and Smart availed unsecured short-term debt amounting to Php4,000 million and Php2,000 million, respectively, with an interest rate of 5.16%. In March 2023, PLDT paid its outstanding short-term debt amounting to Php4,000 million. As at June 30, 2023 and December 31, 2022, the total outstanding balance of short-term debt amounted to Php6,000 million and Php10,000 million, respectively.

U.S. Dollar Fixed Rate Notes

On June 23, 2020, PLDT issued US$300 million 10-year and US$300 million 30-year senior unsecured fixed-rate notes with coupon of 2.50% and 3.45%, respectively. Proceeds from the issuance of these notes have been used to refinance maturing debt obligations, prepay outstanding loans and partially finance capital expenditures. The 2031 Notes will mature on January 23, 2031 and the 2050 Notes will mature on June 23, 2050.

Compliance with Debt Covenants

PLDT’s debt instruments contain restrictive covenants, including covenants that require us to comply with specified financial ratios tests, such as total debt to EBITDA and interest cover ratio, at relevant measurement dates, principally at the end of each quarterly period. We have complied with all of our maintenance financial ratios as required under our loan covenants and other debt instruments.

The principal factors that could negatively affect our ability to comply with these financial ratio covenants and other financial tests are poor operating performance of PLDT and its subsidiaries, depreciation of the Philippine Peso relative to the U.S. Dollar, impairment or similar charges in respect of investments or other long-lived assets that may be recognized by PLDT and its subsidiaries, and increases in our interest expense. Interest expense may increase as a result of various factors including issuance of new debt, the refinancing of lower cost indebtedness by higher cost indebtedness, depreciation of the Philippine Peso relative to the U.S. Dollar, the lowering of PLDT’s credit ratings or the credit ratings of the Philippines, increase in reference interest rates, and general market conditions. Of our total consolidated debts (net of consolidated debt discount), approximately 15% and 17% were denominated in U.S. Dollars as at June 30, 2023 and December 31, 2022, respectively. Considering our consolidated outstanding hedges, the unhedged portion of the PLDT’s net debt amounts was approximately 6% (or 5%, net of our consolidated U.S. Dollar cash balances allocated for debt) as at June 30, 2023 and 7% (or 5%, net of our consolidated U.S. Dollar cash balances allocated for debt) as at December 31, 2022. Therefore, the financial ratio and other tests are expected to be negatively affected by any weakening of the Philippine Peso relative to the U.S. Dollar. See Note 27 – Financial Assets and Liabilities – Foreign Currency Exchange Risk.

PLDT’s debt instruments contain a number of other negative covenants that, subject to certain exceptions and qualifications, restrict PLDT’s ability to take certain actions without lenders’ approval, including: (a) making or permitting any material change in the character of its business; (b) selling, leasing, transferring or disposing of all or substantially all of its assets or any significant portion thereof other than in the ordinary course of business; (c) creating any lien or security interest; (d) permitting set-off against amounts owed to PLDT; (e) merging or consolidating with any other company; and (f) making or permitting any preference or priority in respect of any other relevant indebtedness of PLDT.

PLDT’s debt instruments also contain customary and other default provisions that permit the lender to accelerate amounts due or terminate their commitments to extend additional funds under the debt instruments. These default provisions include: (a) cross-defaults that will be triggered only if the principal amount of the defaulted indebtedness exceeds a threshold amount specified in these debt instruments; (b) failure by PLDT to meet certain financial ratio covenants referred to above; (c) the occurrence of any material adverse change in circumstances that a lender reasonably believes materially impairs PLDT’s ability to perform its obligations under its debt instrument with the lender; (d) the revocation, termination or amendment of any of the permits or

F-134


 

franchises of PLDT in any manner unacceptable to the lender; (e) the nationalization or sustained discontinuance of all or a substantial portion of PLDT’s business; and (f) other typical events of default, including the commencement of bankruptcy, insolvency, liquidation or winding up proceedings by PLDT.

Smart’s debt instruments contain certain restrictive covenants that require Smart to comply with specified financial ratios and other financial tests at semi-annual measurement dates. Smart’s loan agreements include compliance with financial tests such as Smart’s consolidated debt to consolidated EBITDA and interest coverage ratio. The agreements also contain customary and other default provisions that permit the lender to accelerate amounts due under the loans or terminate their commitments to extend additional funds under the loans. These default provisions include: (a) cross-defaults and cross-accelerations that permit a lender to declare a default if Smart is in default under another loan agreement. These cross-default provisions are triggered upon a payment or other default permitting the acceleration of Smart debt, whether or not the defaulted debt is accelerated; (b) failure by Smart to comply with certain financial ratio covenants; and (c) the occurrence of any material adverse change in circumstances that the lender reasonably believes materially impairs Smart’s ability to perform its obligations or impair the guarantors’ ability to perform their obligations under its loan agreements.

The loan agreements with banks (foreign and local alike) and other financial institutions provide for certain restrictions and requirements with respect to, among others, maintenance of percentage of ownership of specific shareholders, incurrence of additional long-term indebtedness or guarantees and creation of property encumbrances.

As at June 30, 2023 and December 31, 2022, we were in compliance with all of our debt covenants. See Note 27 – Financial Assets and Liabilities – Derivative Financial Instruments.

F-135


 

21.
Deferred Credits and Other Noncurrent Liabilities

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Contract liabilities and unearned revenues (Note 5)

 

 

8,240

 

 

 

7,615

 

Provision for asset retirement obligations

 

 

1,314

 

 

 

1,514

 

Accrual of capital expenditures under long-term financing

 

 

129

 

 

 

316

 

Others

 

 

67

 

 

 

56

 

 

 

9,750

 

 

 

9,501

 

The following table summarizes the changes to provision for asset retirement obligations for the six months ended June 30, 2023 and for the year ended December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Provision for asset retirement obligations at beginning of the period

 

 

1,514

 

 

 

2,121

 

Capitalized to ROU assets during the period

 

 

132

 

 

 

65

 

Accretion expenses

 

 

30

 

 

 

54

 

Revaluation due to change in IBR

 

 

 

 

 

442

 

Settlement of obligations and others

 

 

(1

)

 

 

(1

)

Change in assumptions

 

 

(25

)

 

 

(935

)

Reclassification to liabilities associated with assets classified as held-for-sale

 

 

(336

)

 

 

(232

)

Provision for asset retirement obligations at end of the period

 

 

1,314

 

 

 

1,514

 

Accrual of capital expenditures under long-term financing represents expenditures related to the expansion and upgrade of our network facilities which are not due to be settled within one year. Such accruals are settled through refinancing from long-term loans obtained from the banks. See Note 20 – Interest-bearing Financial Liabilities.

F-136


 

22.
Accounts Payable

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Suppliers and contractors (Note 27)

 

 

73,232

 

 

 

80,725

 

Taxes (Note 26)

 

 

3,492

 

 

 

4,052

 

Carriers and other customers (Note 27)

 

 

1,239

 

 

 

1,745

 

Related parties (Notes 24 and 27)

 

 

332

 

 

 

270

 

Others

 

 

6,396

 

 

 

18,395

 

 

 

 

84,691

 

 

 

105,187

 

Accounts payable are non-interest bearing and are normally settled within 180 days.

In 2022, four of our major suppliers entered into Trade Financing Arrangements, or TFAs, to sell a portion of their Philippine Peso receivables from the Parent Company amounting to Php7,049 million and from Smart amounting to Php10,882 million. Under the terms of the TFA, the Purchaser will have exclusive ownership of the purchased receivables and all of its rights, title and interest.

In 2023, one of our major suppliers entered into TFA to sell a portion of their Philippine Peso receivables from Smart amounting to Php3,280 million. Under the terms of the TFA, the Purchaser will have exclusive ownership of the purchased receivables and all of its rights, title and interest.

The balance of the amount reclassified from “Accounts Payable – Suppliers and contractors” to “Accounts Payable – Others” amounted to Php5,870 million and Php17,931 million as at June 30, 2023 and December 31, 2022, respectively. There were no changes in the payment terms.

For terms and conditions pertaining to the payables to related parties, see Note 24 – Related Party Transactions.

For detailed discussion on the PLDT Group’s liquidity risk management processes, see Note 27 – Financial Assets and Liabilities – Liquidity Risk.

F-137


 

23.
Accrued Expenses and Other Current Liabilities

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Accrued utilities and related expenses (Notes 24 and 27)

 

 

61,175

 

 

 

63,731

 

Contract liabilities and unearned revenues (Note 5)

 

 

9,710

 

 

 

9,499

 

Accrued taxes and related expenses (Note 26)

 

 

7,051

 

 

 

9,445

 

Accrued employee benefits and other provisions (Note 27)

 

 

5,644

 

 

 

6,615

 

Accrued interests and other related costs (Note 28)

 

 

2,117

 

 

 

1,868

 

Others

 

 

3,519

 

 

 

2,387

 

 

 

 

89,216

 

 

 

93,545

 

Accrued utilities and related expenses pertain to costs incurred for electricity and water consumption, repairs and maintenance, selling and promotions, professional and other contracted services, rent, insurance and security services and other operational related expenses pending receipt of billings and statement of accounts from suppliers. These liabilities are non-interest bearing and are normally settled within a year.

Contract liabilities and unearned revenues represent advance payments for leased lines, installation fees, monthly service fees and unused and/or unexpired portion of prepaid loads.

Accrued taxes and related expenses pertain to licenses, permits and other related business taxes, which are normally settled within a year.

Accrued employee benefits and other provisions pertain to accrued salaries, wages and bonuses, and other employee benefits that are normally settled within a year.

Accrued interests and other related costs are non-interest bearing and are normally settled within a year. This pertains to other costs incurred for operations-related expenses pending receipt of invoice and statement of accounts from suppliers.

Other accrued expenses and other current liabilities are non-interest bearing and are normally settled within a year. This pertains to accrued interest on loans and other costs incurred for operations-related expenses pending receipt of invoice and statement of accounts from suppliers.

F-138


 

24.

Parties are considered to be related if one party has the ability, directly and indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control. Related parties may be individuals or corporate entities. Transactions with related parties are on an arm’s length basis, similar to transactions with third parties.

Settlement of outstanding balances of related party transactions at year-end are expected to be settled with cash.

The following table provides the summary of outstanding balances as at June 30, 2023 and December 31, 2022, and transactions for the six months ended June 30, 2023 and 2022 that have been entered into with related parties:

 

 

 

 

 

 

 

 

 

Statement of

 

June 30,

 

 

December 31,

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

 

Financial

 

2023

 

 

2022

 

 

Income

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

 

Conditions

 

Position
 Classification

 

(Unaudited)

 

 

(Audited)

 

 

Statement
Classification

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Indirect investment in joint ventures through PCEV:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manila Electric Company, or Meralco

 

Electricity services to PLDT and certain subsidiaries’ offices within Meralco's franchise area

 

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities
(Notes 22 and 23)

 

 

482

 

 

 

527

 

 

Repairs and maintenance

 

 

1,474

 

 

 

1,441

 

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets
(Note 10)

 

 

2,177

 

 

 

2,775

 

 

Depreciation and amortization

 

 

1,875

 

 

 

302

 

 

 

 

2023 – due after June 30, 2024;
2022 – due after December 31, 2023

 

Unsecured

 

Lease liabilities - net of current portion (Note 10)

 

 

2

 

 

 

727

 

 

 

 

 

 

 

 

 

 

 

 

2023– due on or before June 30, 2024;
2022 – due on or before December 31, 2023

 

Unsecured

 

Current portion of lease liabilities
(Note 10)

 

 

1

 

 

 

642

 

 

 

 

 

 

 

 

 

Meralco Industrial Engineering Services Corporation, or
   MIESCOR

 

Customer line installation, repair, rehabilitation and maintenance activities

 

30 days upon receipt of invoice

 

Unsecured

 

Accrued expenses and other current liabilities
(Note 23)

 

 

3

 

 

 

5

 

 

 

 

 

 

 

 

 

 

F-139


 

 

 

 

 

 

 

 

 

 

 

Statement of

 

June 30,

 

 

December 31,

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

 

Financial

 

2023

 

 

2022

 

 

Income

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

 

Conditions

 

Position
 Classification

 

(Unaudited)

 

 

(Audited)

 

 

Statement
Classification

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NTT TC Leasing

 

PLDT signed a US$25 million term loan facility agreement on March 22, 2016

 

Non-amortizing, payable upon maturity on
March 30, 2023

 

Unsecured

 

Interest-bearing financial liabilities
(Note 20)

 

 

 

 

 

1,396

 

 

Financing costs – net

 

 

19

 

 

 

14

 

 

PLDT signed a US$25 million term loan facility agreement on January 31, 2017

 

Non-amortizing, payable upon maturity on
March 27, 2024

 

Unsecured

 

Interest-bearing financial liabilities
(Note 20)

 

 

1,384

 

 

 

1,395

 

 

Financing costs – net

 

 

43

 

 

 

13

 

NTT World Engineering Marine Corporation

 

On February 1, 2008, PLDT entered into a service agreement, wherein NTT World Engineering Marine Corporation provides offshore submarine cable repair and other allied services for the maintenance of PLDT’s domestic fiber optic network submerged plant.

 

1st month of each quarter; non-interest bearing

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities
(Notes 22 and 23)

 

 

282

 

 

 

318

 

 

Repairs and maintenance

 

 

22

 

 

 

15

 

NTT Communications

 

On March 24, 2000, PLDT entered into an advisory service agreement (as amended on March 31, 2003, March 31, 2005 and June 16, 2006), under which NTT Communications provides PLDT with technical, marketing and other consulting services for various business areas of PLDT starting April 1, 2000.

 

30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accrued expenses and other current liabilities
(Note 23)

 

 

20

 

 

 

18

 

 

Professional and other contracted services

 

 

40

 

 

 

39

 

 

On March 24, 2000, PLDT entered into an agreement with NTT Communications under which PLDT and NTT Communications agreed to cooperative arrangements for conventional international telecommunications services to enhance their respective international businesses.

 

30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accounts payable
(Note 22)

 

 

3

 

 

 

3

 

 

 

 

 

 

 

 

 

NTT Worldwide Telecommunications Corporation

 

On March 24, 2000, PLDT entered into an agreement under which PLDT markets, and manages data and other services under NTT Communications’ “Arcstar” brand to its corporate customers in the Philippines.

 

30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accounts payable
(Note 22)

 

 

6

 

 

 

6

 

 

Selling and promotions

 

 

1

 

 

 

1

 

F-140


 

 

 

PLDT also entered into a Trade Name and Trademark Agreement with NTT Communications under which PLDT has been given the right to use the trade name “Arcstar” and its related trademark, logo and symbols, solely for the purpose of PLDT’s marketing, promotional and sales activities for the Arcstar services within the Philippines.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-141


 

 

 

 

 

 

 

 

Statement of

 

June 30,

 

 

December 31,

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

Financial

 

2023

 

 

2022

 

 

Income

 

2023

 

 

2022

 

Company Name

 

Particulars

Terms

 

Conditions

 

Position
 Classification

 

(Unaudited)

 

 

(Audited)

 

 

Statement
Classification

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NTT DOCOMO

 

On June 5, 2006, in accordance with the Cooperation Agreement dated January 31, 2006, an Advisory Services Agreement was entered into by NTT DOCOMO and PLDT. Pursuant to the Advisory Services Agreement, NTT DOCOMO will provide the services of certain key personnel in connection with certain aspects of the business of PLDT and Smart. Also, this agreement governs the terms and conditions of the appointments of such key personnel and the corresponding fees related thereto.

30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accrued expenses and other current liabilities
(Note 23)

 

 

20

 

 

 

14

 

 

Professional and other contracted services

 

 

48

 

 

 

51

 

JGSHI and Subsidiaries

 

PLDT and certain of its subsidiaries have existing agreements with Universal Robina Corporation and Robinsons Land Corporation for office and business office rental.

1st month of each quarter; 30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities
(Notes 22 and 23)

 

 

12

 

 

 

17

 

 

Rent

 

 

153

 

 

 

150

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets
(Note 10)

 

 

41

 

 

 

59

 

 

Depreciation and amortization

 

 

 

 

 

14

 

 

 

2023 – due after June 30, 2024;
2022 – due after December 31, 2023

 

Unsecured

 

Lease liabilities - net of current portion (Note 10)

 

 

52

 

 

 

35

 

 

 

 

 

 

 

 

 

 

 

2023 – due on or before
June 30, 2024
2022 – due on or before
December 31, 2023

 

Unsecured

 

Current portion of lease liabilities
(Note 10)

 

 

 

 

 

28

 

 

 

 

 

 

 

 

 

 

PLDT group's other transactions with JGSHI and subsidiaries

30 days upon receipt of invoice; non-interest bearing

 

Unsecured

 

Accrued expenses and other current liabilities
(Note 23)

 

 

45

 

 

 

45

 

 

Repairs and maintenance

 

 

2

 

 

 

14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Communication, training and travel

 

 

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing costs – net

 

 

 

 

 

2

 

 

 

F-142


 

 

 

 

 

 

 

 

 

Statement of

 

June 30,

 

 

December 31,

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

 

Financial

 

2023

 

 

2022

 

 

Income

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

 

Conditions

 

Position
 Classification

 

(Unaudited)

 

 

(Audited)

 

 

Statement
Classification

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Malayan Insurance Co., Inc., or Malayan

 

PLDT and certain of its subsidiaries have insurance policies with Malayan covering directors, officers, liability to employees and material damages for buildings, building improvements, equipment and motor vehicles. The premiums are directly paid to Malayan.

 

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities
(Notes 22 and 23)

 

 

8

 

 

 

10

 

 

Insurance and security services

 

 

97

 

 

 

113

 

 

 

 

Immediately upon receipt of invoice

 

Unsecured

 

Prepayments (Note 18)

 

 

16

 

 

 

27

 

 

 

 

 

 

 

 

 

Gotuaco del Rosario and Associates, or Gotuaco

 

Gotuaco acts as the broker for certain insurance companies to cover certain insurable properties of the PLDT Group. Insurance premiums are remitted to Gotuaco and the broker’s fees are settled between Gotuaco and the insurance companies.

 

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities
(Notes 22 and 23)

 

 

1

 

 

 

 

 

Insurance and security services

 

 

72

 

 

 

82

 

First Pacific Investment Management Limited, or FPIML

 

On March 1, 2018, Smart entered into an Advisory Services Agreement with FPIML effective for a period of one-year subject to a 12-month automatic renewal unless either party notifies the other party of its intent not to renew the agreement. FPIML provides advisory and related services in connection with the operation of Smart’s business of providing mobile communications services, high-speed internet connectivity, and access to digital services and content. The agreement provides that Smart shall pay monthly service fee of US$$250 thousand and any additional fee shall be mutually agreed upon by both parties on a monthly basis. On March 26, 2020, Smart and FPIML

 

 

Unsecured

 

Prepayments (Note 18)

 

 

 

 

 

 

 

Professional and other contracted services

 

 

49

 

 

 

58

 

F-143


 

 

 

mutually agreed to reduce the monthly service fee to US$100 thousand in consideration of the services provided under this agreement, effective April 1, 2020. Starting April 2021, the fee has been increased to $220k per month.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statement of

 

June 30,

 

 

December 31,

 

 

 

 

June 30,

 

 

 

 

 

 

 

 

Financial

 

2023

 

 

2022

 

 

Income

 

2023

 

 

2022

 

Company Name

 

Particulars

Terms

 

Conditions

 

Position
 Classification

 

(Unaudited)

 

 

(Audited)

 

 

Statement
Classification

 

(Unaudited)

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Other related parties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

PLDT and certain of its subsidiaries provide telephone, data communication and other services to various related parties.

30 days upon receipt of invoice

 

Unsecured

 

Trade and other receivables
(Note 16)

 

 

4,070

 

 

 

3,155

 

 

Revenues

 

 

1,241

 

 

 

1,240

 

 

 

2023 – due after June 30, 2024;
2022 – due after December 31, 2023

 

Unsecured

 

Lease liabilities - net of current portion (Note 10)

 

 

4

 

 

 

384

 

 

Expenses

 

 

1,774

 

 

 

6,309

 

 

 

2023 – due on or before June 30, 2024;
2022 – due on or before December 31, 2023

 

Unsecured

 

Current portion of lease liabilities
(Note 10)

 

 

13

 

 

 

229

 

 

 

 

 

 

 

 

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets
(Note 10)

 

 

618

 

 

 

1,404

 

 

 

 

 

 

 

 

 

 

 

30 days upon receipt of billing; non-interest bearing

 

Unsecured

 

Accounts payable
(Note 22)

 

 

773

 

 

 

947

 

 

 

 

 

 

 

 

 

 

 

Immediately upon receipt of billing

 

Unsecured

 

Accrued expenses and other current liabilities
(Note 23)

 

 

1

 

 

 

57

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-144


 

Compensation of Key Officers of the PLDT Group

The compensation of key officers of the PLDT Group by benefit type for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Short-term employee benefits

 

 

257

 

 

 

144

 

Other long-term employee benefits (Note 25)

 

 

126

 

 

 

356

 

Post-employment benefits (Note 25)

 

 

13

 

 

 

6

 

Total compensation paid to key officers of the PLDT Group

 

 

396

 

 

 

506

 

The amounts disclosed in the table above are the amounts recognized as expenses during the period related to key management personnel.

Effective January 2014, each of the directors, including the members of the advisory board of PLDT, was entitled to a director’s fee in the amount of Php250 thousand for each board meeting attended. Each of the members or advisors of the audit, governance, nomination and sustainability, executive compensation, technology strategy, and risk and data privacy and information security committees was entitled to a fee in the amount of Php125 thousand for each committee meeting attended.

Total fees paid for board meetings and board committee meetings amounted to Php48 million and Php45 million for the six months ended June 30, 2023 and 2022, respectively.

Except for the fees mentioned above, the directors are not compensated, directly or indirectly, for their services as such directors.

There are no agreements between PLDT Group and any of its key management personnel providing for benefits upon termination of employment, except for such benefits to which they may be entitled under PLDT Group’s retirement and incentive plans.

F-145


 

25.
Pension and Other Employee Benefits

Pension

Defined Benefit Pension Plans

PLDT has defined benefit pension plans, operating under the legal name “The Board of Trustees for the account of the Beneficial Trust Fund created pursuant to the Benefit Plan of PLDT Co.” and covering all of our permanent and regular employees, in which case, benefits are computed based on R.A. 7641 (Retirement Pay Law) or the minimum mandated benefit by the law. For the purpose of complying with Revised PAS 19, Employee Benefits, pension benefit expense has been actuarially computed based on defined benefit plan.

PLDT’s actuarial valuation is performed every year-end. There is no significant change in the fair value of plan assets from December 31, 2022 to June 30, 2023. Based on the latest actuarial valuation, the actual present value of accrued (prepaid) benefit costs as at June 30, 2023 and December 31, 2022, and net periodic benefit costs and average assumptions used in developing the valuation as at and for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Changes in the present value of defined benefit obligations:

 

 

 

 

 

 

Present value of defined benefit obligations at beginning of the period

 

 

15,883

 

 

 

22,298

 

Service costs

 

 

464

 

 

 

1,093

 

Interest costs on benefit obligation

 

 

325

 

 

 

1,173

 

Actuarial losses on obligations – experience

 

 

 

 

 

78

 

Actuarial gains on obligations – economic assumptions

 

 

 

 

 

(3,972

)

Actual benefits paid/settlements

 

 

(2,399

)

 

 

(102

)

Curtailment and others

 

 

 

 

 

(4,685

)

Present value of defined benefit obligations at end of the period

 

 

14,273

 

 

 

15,883

 

Changes in fair value of plan assets:

 

 

 

 

 

 

Fair value of plan assets at beginning of the period

 

 

16,291

 

 

 

14,683

 

Actual contributions

 

 

2,248

 

 

 

6,359

 

Interest income on plan assets

 

 

428

 

 

 

983

 

Actual gain on plan assets

 

 

 

 

 

(421

)

Actual benefits paid/settlements

 

 

(2,337

)

 

 

(5,313

)

Fair value of plan assets at end of the period

 

 

16,630

 

 

 

16,291

 

Overfunded status – net

 

 

2,357

 

 

 

408

 

Accrued benefit costs

 

 

457

 

 

 

482

 

Prepaid benefit costs (Note 18)

 

 

2,814

 

 

 

890

 

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Components of net periodic benefit costs:

 

 

 

 

 

 

Service costs

 

 

464

 

 

 

656

 

Interest costs – net

 

 

(103

)

 

 

97

 

Curtailment/settlement losses and other adjustments

 

 

96

 

 

 

 

Net periodic benefit costs

 

 

457

 

 

 

753

 

Actual net loss on plan assets amounted to Php428 million and Php385 million for the six months ended June 30, 2023 and 2022, respectively.

Based on the latest actuarial valuation, our expected contribution to the defined benefit plan in 2023 will amount to Php4,613 million.

F-146


 

The following table sets forth the expected future settlements by the Plan of maturing defined benefit obligation as at June 30, 2023:

 

 

 

(in million pesos)

 

2023(1)

 

 

261

 

2024

 

 

317

 

2025

 

 

433

 

2026

 

 

826

 

2027

 

 

1,077

 

2028 to 2032

 

 

11,904

 

 

(i)
July 1, 2023 through December 31, 2023.

The average duration of the defined benefit obligation at the end of the reporting period is 10.91 years.

The weighted average assumptions used to determine pension benefits for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in percentage)

 

Rate of increase in compensation

 

 

5.7

 

 

 

5.7

 

Discount rate

 

 

7.3

 

 

 

5.3

 

The sensitivity analysis below has been determined based on reasonably possible changes of each significant assumption on the defined benefit obligation as at June 30, 2023 and December 31, 2022, assuming if all other assumptions were held constant:

 

 

 

Increase (Decrease)

 

 

 

(in percentage)

 

 

(in million pesos)

 

Discount rate

 

 

1

 

 

 

(14,223

)

 

 

 

(1

)

 

 

17,579

 

 

 

 

 

 

 

 

Future salary increases

 

 

1

 

 

 

17,587

 

 

 

 

(1

)

 

 

(4,189

)

PLDT’s Retirement Plan

The Board of Trustees, which manages the beneficial trust fund, is composed of: (i) a member of the Board of Directors of PLDT, who is not a beneficiary of the Plan; (ii) a member of the Board of Directors or a senior officer of PLDT, who is a beneficiary of the Plan; (iii) a senior member of the executive staff of PLDT; and (iv) two persons who are not executives nor employees of PLDT.

Benefits are payable in the event of termination of employment due to: (i) compulsory, optional, or deferred retirement; (ii) death while in active service; (iii) physical disability; (iv) voluntary resignation; or (v) involuntary separation from service. For a plan member with less than 15 years of credited services, retirement benefit is equal to 100% of final compensation for every year of service. For those with at least 15 years of service, retirement benefit is equal to 125% of final compensation for every year of service, with such percentage to be increased by an additional 5% for each completed year of service in excess of 15 years, but not to exceed a maximum of 200%. In case of voluntary resignation after attainment of age 40 and completion of at least 15 years of credited service, benefit is equal to a percentage of his vested retirement benefit, in accordance with percentages prescribed in the retirement plan.

The Board of Trustees of the beneficial trust fund uses an investment approach with the objective of maximizing the long-term expected return of plan assets.

The majority of the Plan’s investment portfolio consists of listed and unlisted equity securities while the remaining portion consists of passive investments like temporary cash investments and fixed income investments.

The plan assets are primarily exposed to financial risks such as liquidity risk and price risk.

F-147


 

Liquidity risk pertains to the plan’s ability to meet its obligation to the employees upon retirement. To effectively manage liquidity risk, the Board of Trustees invests at least the equivalent amount of actuarially computed expected compulsory retirement benefit payments for the year to liquid/semi-liquid assets such as government securities, savings and time deposits with commercial banks.

Price risk pertains mainly to fluctuations in market prices of equity securities listed in the PSE. In order to effectively manage price risk, the Board of Trustees continuously assesses these risks by closely monitoring the market value of the securities and implementing prudent investment strategies.

The following table sets forth the fair values, which are equal to the carrying values, of PLDT’s plan assets recognized as at June 30, 2023 and December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Noncurrent Financial Assets

 

 

 

 

 

 

Investments in:

 

 

 

 

 

 

Unquoted equity investments

 

 

13,532

 

 

 

13,509

 

Shares of stock

 

 

1,933

 

 

 

1,913

 

Corporate bonds

 

 

235

 

 

 

318

 

Mutual funds

 

 

176

 

 

 

129

 

Government securities

 

 

10

 

 

 

7

 

Total noncurrent financial assets

 

 

15,886

 

 

 

15,876

 

Current Financial Assets

 

 

 

 

 

 

Cash and cash equivalents

 

 

422

 

 

 

410

 

Receivables

 

 

7

 

 

 

8

 

Total current financial assets

 

 

429

 

 

 

418

 

Total PLDT’s Plan Assets

 

 

16,315

 

 

 

16,294

 

Subsidiaries Plan Assets

 

 

315

 

 

 

(3

)

Total Plan Assets of Defined Benefit Pension Plans

 

 

16,630

 

 

 

16,291

 

Investment in shares of stocks is valued using the latest bid price at the reporting date. Investments in corporate bonds, mutual funds and government securities are valued using the quoted market prices at reporting date.

Unquoted Equity Investments

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(Percentage of Ownership)

 

 

(in million pesos)

 

MediaQuest

 

 

100

 

 

 

100

 

 

 

12,634

 

 

 

12,634

 

Tahanan Mutual Building and Loan Association, Inc.,
   or TMBLA, (net of subscriptions payable of
   Php32 million)

 

 

100

 

 

 

100

 

 

 

643

 

 

 

625

 

BTFHI

 

 

100

 

 

 

100

 

 

 

255

 

 

 

250

 

 

 

 

 

 

 

 

 

13,532

 

 

 

13,509

 

Investments in MediaQuest

MediaQuest was registered with the Philippine SEC on June 29, 1999 primarily to purchase, subscribe for or otherwise acquire and own, hold, use, manage, sell, assign, transfer, mortgage, pledge, exchange, or otherwise dispose of real and personal property or every kind and description, and to pay thereof in whole or in part, in cash or by exchanging, stocks, bonds and other evidences of indebtedness or securities of this any other corporation. Its investments include common shares of stocks of various communication, broadcasting and media entities.

Investments in MediaQuest are carried at fair value. The VIU calculations were derived from cash flow projections over a period of five years based on the 2022 financial budgets approved by the MediaQuest’s Board of Directors and calculated terminal value. Other key assumptions used in the cash flow projections

F-148


 

include revenue growth rate, direct costs and capital expenditures. The post-tax discount rates applied to cash flow projections range from 14.9% to 15.0%. Cash flows beyond the five-year period are determined using 0.0% to 4.8% growth rates.

On May 8, 2012, the Board of Trustees of the PLDT Beneficial Trust Fund approved the issuance by MediaQuest of PDRs amounting to Php6 billion. The underlying shares of these PDRs are the shares of stocks of Cignal TV held by MediaQuest through Satventures (Cignal TV PDRs). On the same date, MediaQuest Board of Directors approved the investment in Cignal TV PDRs by ePLDT, which gave ePLDT a 40% economic interest in Cignal TV. In June 2012, MediaQuest received a deposit for future PDRs subscription of Php4 billion from ePLDT. Additional deposits of Php1 billion each were received on July 6, 2012 and August 9, 2012.

On January 25, 2013, the Board of Trustees of the PLDT Beneficial Trust Fund and the MediaQuest Board of Directors approved the issuance of additional MediaQuest PDRs amounting to Php3.6 billion. The underlying shares of these additional PDRs are the shares of Satventures held by MediaQuest (Satventures PDRs), the holder of which will have a 40% economic interest in Satventures. Satventures is a wholly-owned subsidiary of MediaQuest and the investment vehicle for Cignal TV. From March to August 2013, MediaQuest received from ePLDT an amount aggregating to Php3.6 billion representing deposits for future PDRs subscription. The Satventures PDRs and Cignal TV PDRs were subsequently issued on September 27, 2013, providing ePLDT an effective 64% economic interest in Cignal TV.

Also, on January 25, 2013, the Board of Trustees of the PLDT Beneficial Trust Fund and the MediaQuest Board of Directors approved the issuance of additional MediaQuest PDRs amounting to Php1.95 billion. The underlying shares of these additional PDRs are the shares of stocks of Hastings held by MediaQuest (Hastings PDRs). Hastings is a wholly-owned subsidiary of MediaQuest, which holds all the print-related investments of MediaQuest, including equity interests in the three leading newspapers: The Philippine Star, Philippine Daily Inquirer, and Business World. From June 2013 to October 2013, MediaQuest received from ePLDT an amount aggregating to Php1.95 billion representing deposits for future PDRs subscription.

On February 19, 2014, ePLDT’s Board of Directors approved an additional Php500 million investment in Hastings PDRs. On March 11, 2014, MediaQuest received from ePLDT an amount aggregating to Php300 million representing deposits for future PDRs subscription. As at December 31, 2014, total deposit for PDRs subscription amounted to Php2,250 million.

On May 21, 2015, ePLDT’s Board of Directors approved an additional Php800 million investment in Hastings PDRs and settlement of the Php200 million balance of the Php500 million Hastings PDR investment in 2014. Subsequently, on May 30, 2015, the Board of Trustees of the PLDT Beneficial Trust Fund and the Board of Directors of MediaQuest approved the issuance of Php3,250 million Hastings PDRs. This provided ePLDT with 70% economic interest in Hastings. In February 2018, ePLDT entered into a Deed of Assignment with the Board of Trustees of the PLDT Beneficial Trust Fund transferring the Hastings PDRs for Php1,664 million.

In 2019 and 2020, the Board of Trustees of the PLDT Beneficial Trust Fund approved additional investment in MediaQuest amounting to Php3,100 million and Php1,400 million, respectively, to fund MediaQuest’s investment requirements. The full amounts were fully drawn by MediaQuest during 2019 and 2020.

F-149


 

In 2021 and 2022, the Board of Trustees of the PLDT Beneficial Trust Fund approved the additional investment in MediaQuest to fund its cash requirements amounting to Php2,000 million and Php1,000 million, respectively. As at December 31, 2022, both investments were already fully drawn by MediaQuest.

Investment in TMBLA

TMBLA was incorporated for the primary purpose of accumulating the savings of its stockholders and lending funds to them for housing programs. The beneficial trust fund’s total investment into TMBLA amounted to Php119 million consisting of initial direct subscription in shares of stocks of TMBLA in the amount of Php20 million (net of unpaid subscription amounting to Php32 million) and subsequently via a Deed of Pledge amounting to Php99 million. The cumulative change in the fair market values of this investment amounted to Php524 million and Php506 million as at June 30, 2023 and December 31, 2022, respectively.

Investment in BTFHI

BTFHI was incorporated for the primary purpose of acquiring voting preferred shares in PLDT and while the owner, holder of possessor thereof, to exercise all the rights, powers, and privileges of ownership or any other interest therein.

On October 26, 2012, BTFHI subscribed to a total of 150 million shares of Voting Preferred Stock of PLDT at a subscription price of Php1.00 per share for a total subscription price of Php150 million. Total cash dividend income amounted to Php4 million for each of the six months ended June 30, 2023 and 2022. Dividend receivables amounted to Php2 million each as at June 30, 2023 and December 31, 2022.

Shares of Stocks

As at June 30, 2023 and December 31, 2022, this account consists of:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Common shares

 

 

 

 

 

 

PSE

 

 

1,054

 

 

 

1,054

 

PLDT

 

 

35

 

 

 

35

 

Others

 

 

484

 

 

 

464

 

Preferred shares

 

 

360

 

 

 

360

 

 

 

 

1,933

 

 

 

1,913

 

Dividends earned on PLDT common shares amounted to Php2 million and Php1 million for the six months ended June 30, 2023 and 2022, respectively.

Preferred shares represent 300 million unlisted preferred shares of PLDT at Php10 par value, net of subscription payable of Php2,640 million as at June 30, 2023 and December 31, 2022. These shares, which bear dividend of 13.5% per annum based on the paid-up subscription price, are cumulative, non-convertible and redeemable at par value at the option of PLDT. Dividends earned on this investment amounted to Php25 million for each of the six months ended June 30, 2023 and 2022.

Mutual Funds

Investment in mutual funds includes UITF, bond and equity funds, which aims to out-perform benchmarks in various indices as part of its investment strategy.

Corporate Bonds

Investment in corporate bonds includes various long-term peso and dollar denominated bonds with maturities ranging from June 2024 to June 2030 and fixed interest rates from 4.38% to 6.80% per annum.

F-150


 

Government Securities

Investments in government securities includes Retail Treasury Bonds and FXTN bearing an interest rates of 4.6% and 4.8% per annum. These securities are fully guaranteed by the government of the Republic of the Philippines.

The allocation of the fair value of the assets for the PLDT pension plan as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in percentage)

 

Investments in listed and unlisted equity securities

 

 

95

 

 

 

95

 

Temporary cash investments

 

 

3

 

 

 

2

 

Debt and fixed income securities

 

 

1

 

 

 

2

 

Mutual funds

 

 

1

 

 

 

1

 

 

 

 

100

 

 

 

100

 

Defined Contribution Plans

Smart’s and certain of its subsidiaries’ contributions to the plan are made based on the employees’ years of tenure and range from 5% to 10% of the employee’s monthly salary. Additionally, an employee has an option to make a personal contribution to the fund, at an amount not exceeding 10% of his monthly salary. The employer then provides an additional contribution to the fund ranging from 10% to 50% of the employee’s contribution based on the employee’s years of tenure. Although the plan has a defined contribution format, Smart and certain of its subsidiaries regularly monitor their compliance with Republic Act No. 7641. As at June 30, 2023 and December 31, 2022, Smart and certain of its subsidiaries were in compliance with the requirements of Republic Act No. 7641.

Smart’s and certain of its subsidiaries’ actuarial valuation is performed every year-end. There is no significant change in the fair value of plan assets from December 31, 2022 to June 30, 2023. Based on the latest actuarial valuation, the actual present value of prepaid benefit costs as at June 30, 2023 and December 31, 2022, and the net periodic benefit costs and average assumptions used in developing the valuation for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Changes in the present value of defined benefit obligations:

 

 

 

 

 

 

Present value of defined benefit obligations at beginning of the period

 

 

2,777

 

 

 

3,264

 

Service costs

 

 

149

 

 

 

262

 

Interest costs on benefit obligation

 

 

 

 

 

156

 

Actuarial gains – economic assumptions

 

 

 

 

 

(20

)

Actuarial gains – experience

 

 

 

 

 

(216

)

Actual benefits paid/settlements

 

 

 

 

 

(396

)

Curtailment and others

 

 

(85

)

 

 

(273

)

Present value of defined benefit obligations at end of the period

 

 

2,841

 

 

 

2,777

 

Changes in fair value of plan assets:

 

 

 

 

 

 

Fair value of plan assets at beginning of the period

 

 

3,485

 

 

 

4,137

 

Actual contributions

 

 

160

 

 

 

299

 

Interest income on plan assets

 

 

 

 

 

213

 

Return on plan assets (excluding amount included in net interest)

 

 

 

 

 

(322

)

Actual benefits paid/settlements

 

 

(96

)

 

 

(842

)

Fair value of plan assets at end of the period

 

 

3,549

 

 

 

3,485

 

Funded status – net

 

 

708

 

 

 

708

 

Prepaid benefit costs (Note 18)

 

 

708

 

 

 

708

 

 

F-151


 

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Components of net periodic benefit costs:

 

 

 

 

 

 

Service costs

 

 

149

 

 

 

157

 

Interest costs – net

 

 

 

 

 

 

Net periodic benefit costs

 

 

149

 

 

 

157

 

Actual net loss on plan assets amounted to nil for the six months ended June 30, 2023 and 2022.

Based on the latest actuarial valuation, Smart and certain of its subsidiaries expect to contribute the amount of approximately Php309 million to the plan in 2023.

The following table sets forth the expected future settlements by the Plan of maturing defined benefit obligation as at June 30, 2023:

 

 

 

(in million pesos)

 

2023(1)

 

 

41

 

2024

 

 

143

 

2025

 

 

143

 

2026

 

 

210

 

2027

 

 

216

 

2028 to 2061

 

 

2,163

 

 

(i)
July 1, 2023 through December 31, 2023.

The average duration of the defined benefit obligation at the end of the reporting period is 10 years.

The weighted average assumptions used to determine pension benefits for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in percentage)

 

Rate of increase in compensation

 

 

5.0

 

 

 

5.0

 

Discount rate

 

 

7.3

 

 

 

5.0

 

The sensitivity analysis below has been determined based on reasonably possible changes of each significant assumption on the defined benefit obligation as at June 30, 2023 and December 31, 2021, assuming if all other assumptions were held constant:

 

 

 

Increase (Decrease)

 

 

 

(in percentage)

 

 

(in million pesos)

 

Discount rate

 

 

(0.3

)

 

 

(9

)

 

 

 

0.6

 

 

 

18

 

 

 

 

 

 

 

 

Future salary increases

 

 

0.6

 

 

 

17

 

 

 

 

(0.3

)

 

 

(9

)

Smart’s Retirement Plan

The fund is being managed and invested by BPI Asset Management and Trust Corporation, as Trustee, pursuant to an amended trust agreement dated February 21, 2012.

The plan’s investment portfolio seeks to achieve regular income, long-term capital growth and consistent performance over its own portfolio benchmark. In order to attain this objective, the Trustee’s mandate is to invest in a diversified portfolio of bonds and equities, both domestic and international. The portfolio mix is kept at 81% and 19% for fixed income securities and equity securities, respectively.

F-152


 

The following table sets forth the fair values, which are equal to the carrying values, of Smart’s plan assets recognized as at June 30, 2023 and December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Noncurrent Financial Assets

 

 

 

 

 

 

Investments in:

 

 

 

 

 

 

Domestic fixed income

 

 

1,919

 

 

 

2,152

 

Philippine foreign currency bonds

 

 

849

 

 

 

220

 

Domestic equities

 

 

614

 

 

 

676

 

International equities

 

 

426

 

 

 

 

International fixed income

 

 

314

 

 

 

222

 

Total noncurrent financial assets

 

 

4,122

 

 

 

3,270

 

Current Financial Assets

 

 

 

 

 

 

Cash and cash equivalents

 

 

788

 

 

 

1,411

 

Total current financial assets

 

 

788

 

 

 

1,411

 

Total plan assets

 

 

4,910

 

 

 

4,681

 

Less: Employee’s share, forfeitures and mandatory reserve account

 

 

1,361

 

 

 

1,196

 

Total Plan Assets of Defined Contribution Plans

 

 

3,549

 

 

 

3,485

 

Domestic Fixed Income

Investments in domestic fixed income include Philippine Peso denominated bonds, such as government securities and corporate debt securities, with fixed interest rates from 3.00% to 10.13% per annum.

Philippine Foreign Currency Bonds

Investments in Philippine foreign currency bonds include U.S. Dollar denominated fixed income instruments issued by the Philippine government and local corporations with fixed interest rates from 2.38% to 10.63% per annum.

Domestic Equities

Investments in domestic equities include direct equity investments in common shares listed in the PSE. These investments earn on stock price appreciation and dividend payments. This includes investment in PLDT shares with fair value of Php29 million and Php21 million as at June 30, 2023 and December 31, 2022, respectively.

International Equities

Investments in international equities include iShares exchange traded funds.

International Fixed Income

Investments in international fixed income include iShares exchange traded funds.

Cash and Cash Equivalents

This pertains to the fund’s excess liquidity in Philippine Peso and U.S. Dollars including investments in time deposits, money market funds and other deposit products of banks with duration or tenor less than a year.

The asset allocation of the Plan is set and reviewed from time to time by the Plan Trustees taking into account the membership profile, the liquidity requirements of the Plan and risk appetite of the Plan sponsor. This considers the expected benefit cash flows to be matched with asset durations.

The plan assets are primarily exposed to financial risks such as liquidity risk and price risk.

F-153


 

Liquidity risk pertains to the plan’s ability to meet its obligation to the employees upon retirement. To effectively manage liquidity risk, the Plan Trustees invest a portion of the fund in readily tradeable and liquid investments which can be sold at any given time to fund liquidity requirements.

Price risk pertains mainly to fluctuations in market prices of equity securities listed in the PSE. In order to effectively manage price risk, the Plan Trustees continuously assess these risks by closely monitoring the market value of the securities and implementing prudent investment strategies.

The allocation of the fair value of Smart and certain of its subsidiaries pension plan assets as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in percentage)

 

Investments in debt and fixed income securities and others

 

 

79

 

 

 

86

 

Investments in listed and unlisted equity securities

 

 

21

 

 

 

14

 

 

 

100

 

 

 

100

 

Other Long-term Employee Benefits

TIP

In 2017, the Board of Directors of PLDT approved the TIP which intended to provide incentive compensation to key officers, executives and other eligible participants who are consistent performers and contributors to our strategic and financial goals, based on the achievement of telco core income targets. The program was divided into two cycles. Cycle 1 covered the performance period from 2017 to 2019, was in the form of PLDT common shares of stocks and later modified to a mix of equity shares and cash grants, and was released in three annual grants. Cycle 2 covered the performance period from 2020 to 2021, was settled in cash and was released in 2022. TIP was administered by the ECC.

LTIP

On December 23, 2021, the ECC approved the LTIP covering the years 2022 to 2026, covering two cycles, based on the achievement of telco core income targets, with additional performance metrics on Customer Experience and Sustainability to impact the LTIP pay-out. Cycle 1 covers performance period from 2022 to 2024. Payout will be based on the achievement of performance targets. Cycle 2 covers performance period from 2025 and 2026, and is subject to the ECC’s further evaluation and approval of the final terms.

The expense accrued for the LTIP amounted to Php463 million and Php679 million for the six months ended June 30, 2023 and 2022, respectively.

The accrued incentive payable amounted to Php1,761 million and Php1,294 million as at June 30, 2023 and December 31, 2022, respectively. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Estimating Pension Benefit Costs and Other Employee Benefits and Note 5 – Income and Expenses – Compensation and Employee Benefits.

F-154


 

26.
Provisions and Contingencies

PLDT’s Local Business and Franchise Tax Assessments

As at June 30, 2023, PLDT has no contested LGU assessments for franchise taxes based on gross receipts received or collected for services within its respective territorial jurisdiction.

Smart’s Local Business and Franchise Tax Assessments

Province of Cagayan

In 2016, the Province of Cagayan (Province) issued a tax assessment against Smart for alleged local franchise tax covering years 2011 to 2015. Smart appealed the assessment to the Regional Trial Court, or RTC, on the ground that Smart cannot be held liable for local franchise tax mainly because it has no sales office within the Province pursuant to Section 137 of the Local Government Code (Republic Act No. 7160). On November 29, 2021, the RTC rendered its Decision dismissing the appeal of Smart for lack of jurisdiction without prejudice. Subsequently, a motion for reconsideration was filed by the Province. On April 25, 2023, the RTC ruled in favor of Cagayan Province and denied Smart's subsequent Motion for Reconsideration. On May 24, 2023, Smart filed its Petition for Review before the Court of Tax Appeals. On June 27, 2023, the Second Division of the CTA, in a resolution, ordered Cagayan to file their Comment to the Petition for Review filed by Smart. Case is pending as of date of this report.

City of Makati

The City of Makati sent letters to Smart and SBI for alleged franchise tax liability, which Smart and SBI refuted through respective protest letters and judicial actions on the ground that Makati City is imposing tax on revenues outside its jurisdiction. After several court proceedings, on March 2, 2023, the City of Makati, Smart and SBI, mutually agreed to execute respective Compromise Agreements to abbreviate the long and protracted court cases. Pursuant thereto, the involved RTC rendered judgments approving the Compromise Agreements for SBI and Smart on March 16, 2023 and March 17, 2023, respectively, which eventually ended the cases. On April 27, 2023, the City of Makati issued the Business Permits of Smart and SBI.

Digitel’s Local Government Unit, or LGU, Assessments

Digitel is discussing with various LGUs, as to the settlement of its local taxes.

DMPI vs. City of Trece Martires

In 2010, DMPI petitioned to declare void the City of Trece Martires ordinance of imposing tower fee of Php150 thousand for each cell site every year. Application for the issuance of a preliminary injunction by DMPI is pending resolution as of date.

ACeS Philippines’ Withholding Tax Assessments

ACeS Philippines had a case filed with the Supreme Court (ACeS Philippines Satellite Corporation vs. Commissioner of Internal Revenue Supreme Court G.R. No. 226680) for alleged 2006 deficiency withholding tax. On July 23, 2014, the CTA Second Division affirmed the assessment of the Commissioner of Internal Revenue for deficiency basic withholding tax, surcharge plus deficiency interest, and delinquency interest amounting to Php87 million. On November 18, 2014, ACeS Philippines filed a Petition for Review with the CTA En Banc. On August 16, 2016, the CTA En Banc also affirmed the assessment with finality. On October 19, 2016, ACeS Philippines filed a petition before the Supreme Court assailing the decision of the CTA. On February 23, 2017 and March 15, 2017, respectively, ACeS Philippines paid a compromise settlement amounting to Php27 million and filed a formal request for compromise of tax liabilities before the Bureau of Internal Revenue, or BIR, while the case was pending before the Supreme Court.

On February 19, 2021, ACeS Philippines entered into an amicable settlement with the BIR pursuant to the provisions of the Civil Code of the Philippines and paid an additional compromise settlement amounting to Php20 million. On April 18, 2021, the Commissioner of Internal Revenue signed the judicial compromise

F-155


 

agreement. The corresponding Certificate of Availment (Compromise Settlement) was issued by the BIR. On July 21, 2022, Parties filed with the Supreme Court a Joint Motion for Judgment based on Judicial Compromise Agreement. On January 31, 2023, ACeS Philippines received the Decision of the Supreme Court dated August 30, 2022 affirming the decision of the CTA En Banc. On February 15, 2023, ACes Philippines filed its Motion for Reconsideration praying to consider the Joint Motion for Judgment based on Judicial Compromise Agreement filed on July 21, 2022. In a Notice dated February 21, 2023, the Supreme Court required the BIR to comment on the Motion for Reconsideration (on the Decision dated August 30, 2022). The BIR filed its Comment dated March 13, 2023 submitting that the Judicial Compromise Agreement executed by and between the parties be considered and judgment be rendered based thereon.

In a Notice received on June 29, 2023, the Supreme Court issued a Resolution dated April 25, 2023 resolving to deny ACeS Philippines’ Motion for Reconsideration with finality. While the Supreme Court did not mention the Judicial Compromise Agreement, the BIR – National Evaluation Board approved ACeS Philippines’ application and payment for compromise settlement and issued the Certificate of Availment.

Arbitration with Eastern Telecommunications Philippines, Inc., or ETPI

Since 1990 up to the present, PLDT and ETPI have been engaged in legal proceedings involving a number of issues in connection with their business relationship. Among PLDT’s claims against ETPI are ETPI’s alleged uncompensated bypass of PLDT’s systems from July 1, 1998 to November 28, 2003; unpaid access charges from July 1, 1999 to November 28, 2003; and non-payment of applicable rates for Off-Net and On-Net traffic from January 1, 1999 to November 28, 2003 arising from ETPI’s unilateral reduction of its rates for the Philippines-Hong Kong traffic stream through Hong Kong REACH-ETPI circuits. ETPI’s claims against PLDT, on the other hand, involve an alleged Philippines-Hong Kong traffic shortfall for the period July 1, 1998 to November 28, 2003; unpaid share of revenues generated from PLDT’s activation of additional growth circuits in the Philippines-Singapore traffic stream for the period July 1, 1999 to November 28, 2003; under reporting of ETPI share of revenues under the terms of a Compromise Agreement for the period January 1, 1999 to November 28, 2003 (which ETPI is seeking to retroact to February 6, 1990); lost revenues arising from PLDT’s blocking of incoming traffic from Hong Kong from November 1, 2001 up to November 2003; and lost revenues arising from PLDT’s circuit migration from January 1, 2001 up to December 31, 2001.

While the parties have entered into Compromise Agreements in the past (one in February 1990 and another in March 1999), said agreements have not put to rest the issues between them. To avoid protracted litigation and to preserve their business relationship, PLDT and ETPI agreed to submit their differences and issues to voluntary arbitration. On April 16, 2008, PLDT and ETPI signed an Arbitration Settlement Agreement and submitted their respective Statement of Claims and Answers. Subsequent to such submissions, PLDT and ETPI agreed to suspend the arbitration proceedings. ETPI’s total claim against PLDT is about Php2.9 billion while PLDT’s total claim against ETPI is about Php2.8 billion.

In an agreement, PLDT and Globe have agreed that they shall cause ETPI, within a reasonable time after May 30, 2016, to dismiss Civil Case No. 17694 entitled Eastern Telecommunications Philippines, Inc. vs. Philippine Long Distance Telephone Company, and all related or incidental proceedings (including the voluntary arbitration between ETPI and PLDT), and PLDT, in turn, simultaneously, shall withdraw its counterclaims against ETPI in the same entitled case, all with prejudice. As of date of this report, there are no changes on the status of the case.

Department of Labor and Employment, or DOLE, Compliance Order, or Order, to PLDT

In a series of orders including a Compliance Order issued by the DOLE Regional Office on July 3, 2017, which was partly affirmed by DOLE Secretary Silvestre Bello, III, or DOLE Secretary, in his resolutions dated January 10, 2018 and April 24, 2018, the DOLE had previously ordered PLDT to regularize 7,344 workers from 38 of PLDT’s third party service contractors. PLDT questioned these “regularization orders” before the CA, which led to the July 31, 2018 Decision of the CA.

In sum, the CA: (i) granted PLDT’s prayer for an injunction against the regularization orders; (ii) set aside the regularization orders insofar as they declared that there was labor-only contracting of the following functions: (a) janitorial services, messengerial and clerical services; (b) information technology, or IT, firms and services; (c) IT support services, both hardware and software, and applications development; (d) back office support and office operations; (e) business process outsourcing or call centers; (f) sales; and (g) medical, dental engineering

F-156


 

and other professional services; and (iii) remanded to the DOLE for further proceedings, the matters of: (a) determining which contractors, and which individuals deployed by these contractors, are performing installation, repair and maintenance, or IRM, of PLDT lines which individuals will be covered by the regularization orders because they are performing the core functions of PLDT; and (b) properly computing monetary awards for benefits such as unpaid overtime or 13th month pay, which in the regularization orders amounted to Php51.8 million.

The CA agreed with PLDT’s contention that the DOLE Secretary’s regularization order was “tainted with grave abuse of discretion” because it did not meet the “substantial evidence” standards set out by the Supreme Court in landmark jurisprudence. The Court also said that the DOLE’s appreciation of evidence leaned in favor of the contractor workers, and that the DOLE Secretary had “lost sight” of distinctions involving the labor law concepts of “control over means and methods,” and “control over results.”

On August 20, 2018, PLDT filed a motion seeking a partial reconsideration of that part of the CA decision, which ordered a remand to the Office of the Regional Director of the DOLE-National Capital Region of the matter of the regularization of individuals performing installation, repair and maintenance, or IRM, services. In its motion, PLDT argued that the fact-finding process contemplated by the Court’s remand order is actually not part of the visitorial power of the DOLE (i.e., the evidence that will need to be assessed cannot be gleaned in the ‘normal course’ of a labor inspection) and is therefore, outside the jurisdiction of the DOLE Secretary.

PLDT also questioned that part of the CA ruling which seems to conclude that all IRM jobs are “regular or core functions of PLDT.” It argued that the law recognizes that some work of this nature can be project-based or seasonal in nature. Instead of the DOLE, PLDT suggested that the National Labor Relations Commission – a tribunal with better fact-finding powers – take over from the DOLE to determine whether the jobs are in fact IRM, and if so, whether they are “regular” or can be considered project-based or seasonal.

Both adverse parties, the PLDT rank-and-file labor union Manggagawa sa Komunikasyon ng Pilipinas, or MKP, and the DOLE filed Motions for Reconsideration.

On February 14, 2019, the CA issued a Resolution denying all Motions for Reconsideration and upheld its July 31, 2018 Decision. After filing a Motion for Extension of Time on March 7, 2019, PLDT filed on April 5, 2019 a Petition for Review with the Supreme Court, questioning only one aspect of the CA decision i.e. its order remanding to the DOLE the determination of which jobs fall within the scope of “installation, repair and maintenance,” without however a qualification as to the “project” or “seasonal” nature of those engagements. The Supreme Court has consolidated PLDT’s Petition with the separate Petitions for Review filed by the DOLE and MKP. On February 17, 2020, PLDT submitted its Comment on the Petitions for Review filed by the DOLE Secretary and MKP. PLDT also received the Comment filed by MKP and the DOLE Secretary dated January 13, 2020 and September 3, 2020, respectively. On September 10, 2020, PLDT filed a Motion for Leave and for Time to File a Consolidated Reply (re: MKP’s Comment dated January 13, 2020 and DOLE Secretary’s Comment dated September 3, 2020). On December 23, 2020, PLDT filed its Reply to the Comment submitted by MKP and the DOLE Secretary. On March 11, 2021, PLDT received DOLE’s Reply dated March 2, 2021. To date, the consolidated petitions filed by PLDT, DOLE and MKP are pending resolution with the Supreme Court.

Attys. Baquiran and Tecson vs. NTC, et al.

This is a Petition for Mandamus filed on October 23, 2018 by Attys. Joseph Lemuel Baligod Baquiran and Ferdinand C. Tecson against the Respondents NTC, the PCC, Liberty, BellTel, Globe, PLDT and Smart. Briefly, the case involves the 700 MHz frequency, among others, or Subject Frequencies, that was originally assigned to Liberty and which eventually became subject of the Co-Use Agreement between Globe, on the one hand, and PLDT and Smart, on the other, or the Co-Use Agreement.

The Petition prayed that: (a) a Temporary Restraining Order, or TRO, /Writ of Preliminary Injunction, or WPI, be issued to enjoin and restrain Globe, PLDT and Smart from utilizing and monopolizing the Subject Frequencies and the NTC from bidding out or awarding the frequencies returned by PLDT, Smart and Globe; (b) the NTC’s conditional assignment of the Subject Frequencies be declared unconstitutional, illegal and void; (c) alternatively, Liberty and its successors-in-interest be divested of the Subject Frequencies and the same be reverted to the State; (d) Liberty be declared to have transgressed Section 11 (1), Article XVI of the Constitution; (e) Liberty and its parent company be declared to have contravened paragraph 2 of Section 10,

F-157


 

Article XII of the 1987 Constitution; (f) Liberty’s assignment of the Subject Frequencies to BellTel be declared illegal and void; (g) the Co-Use Agreement be declared invalid; (h) the NTC be found to have unlawfully neglected the performance of its positive duties; (i) the PCC be found to have unlawfully neglected the performance of its positive duties; (j) a Writ of Mandamus be issued commanding the NTC to revoke the Co-Use Agreement, recall the Subject Frequencies in favor of the State, and make the same available to the best qualified telecommunication players; (k) a Writ of Mandamus be issued commanding the PCC to conduct a full review of PLDT’s and Globe’s acquisition of all issued and outstanding shares of Vega Telecom; (l) an Investigation of NTC be ordered for possible violation of Section 3 (e) of Republic Act No. 3019 and other applicable laws; and (m) the said TRO/WPI be made permanent.

Essentially, petitioners contend that the NTC’s assignments of the Subject Frequencies of Liberty were void for failing to comply with Section 4 (c) of Republic Act No. 7925 which essentially states that “the radio frequency spectrum is a scarce public resource xxx.” Even assuming the assignments were valid, Liberty should be deemed divested of the same by operation of law (with the Subject Frequencies reverted to the State), considering that it underutilized or never utilized the Subject Frequencies in violation of the terms and conditions of the assignments. Assuming further that the NTC’s assignments of the Subject Frequencies were valid and that Liberty was not divested of the same by operation of law, still, Liberty did not validly assign the Subject Frequencies to BellTel because of the absence of Congressional approval. Petitioners conclude that since the assignments of the Subject Frequencies from the NTC to Liberty, and from Liberty to BellTel, were all illegal and void, it follows that the Subject Frequencies could not serve as the object of the Co-Use Agreement between PLDT, Smart and Globe.

On November 23, 2018, PLDT filed an Entry of Appearance on behalf of PLDT and Smart. On January 17, 2019, PLDT and Smart filed their Comment. Essentially, the Comment raised the following arguments: first, that the requisites for judicial review and for a mandamus petition are lacking; second, that there was no need for Liberty to obtain prior Congressional approval before it assigned the Subject Frequencies to BellTel; and third, that the Co-Use Agreement is valid and approved by the NTC, and did not violate the Constitution or any laws.

On January 15, 2019, PLDT received a copy of BellTel’s Comment/Opposition dated January 10, 2019. On February 12, 2019, PLDT received a copy of Globe Telecom, Inc.’s, or Globe’s Comment/Opposition dated January 21, 2019. In a Resolution dated March 19, 2019, the Supreme Court noted the aforesaid filings. As at the date of the report, however, PLDT has not received any pleadings from the OSG on behalf of the public respondents.

On June 18, 2019, the Supreme Court issued a Resolution consolidating this case with G.R. No. 230798 (PCC vs. CA [Twelfth Division] and PLDT; Globe, intervenor) and G.R. No. 234969 (PCC vs. PLDT and Globe). The consolidated cases were assigned to the Supreme Court Division in charge of G.R. No. 230798, the case with the lowest docket number.

Notice of Material Breach and Demand for Payment on DITO

In February 2021, PLDT and DITO entered into an agreement for the construction of a transmission facility that served as the point of interconnection for their subscribers. Under the agreement, PLDT established and managed the interconnection facility that operated as the primary physical interface for both companies. The planned facility was completed in March 2021. On October 6, 2022, PLDT served a Notice of Material Breach and Demand for Payment on DITO which refused to pay the outstanding balance of Php430 million for contracted services provided by PLDT in relation to the building and provisioning of transmission facilities used by DITO to deliver telecommunication services to its subscribers.

Meanwhile, on September 22, 2021, DITO filed a petition with the NTC seeking the latter’s intervention in directing Smart to grant DITO’s request for additional capacity for interconnection. In response, Smart filed an answer on October 4, 2021 stating that the petition should be denied for DITO’s failure to prevent, detect, or block International Simple Resale, or ISR,/Bypass Traffic emanating from its network and DITO’s failure to set up an effective fraud management system; and requesting for compensation for losses incurred due to these ISR/ bypass activities, in violation of its Interconnection Agreement with Smart, the provisions of R.A. No. 7925, and NTC MC No. 14-07-2000. The NTC facilitated mediation conferences on November 5, 2021, November 18, 2021, February 4, 2022, and February 16, 2022. The case remains pending with the NTC.

F-158


 

Following news reports on August 8, 2022 that DITO had filed a complaint with the PCC against Globe and Smart involving the same issue pending with the NTC on ISR, Smart received a subpoena duces tecum dated December 7, 2022 ("December Subpoena") from the PCC Competition Enforcement Office in relation to an ongoing full administrative investigation involving the telecommunications industry. The subpoena notified Smart that it was the subject of ongoing investigation pursuant to Section 2.9 of the 2017 PCC Rules of Procedure, involving allegations of violations by Smart of Section 14(b)(1), 15(b), 15(c) and 15(i) of the Philippine Competition Act. Smart was directed to submit its corporate documents, documents and information pertaining to its operations as a PTE and its relationship with other PTEs, and documents and information on ISR. to the PCC on January 23, 2023, followed by the submission of a supplemental submission on January 27, 2023. On May 26, 2023, Smart received a subpoena ad testificandum from the PCC directing duly authorized representative(s) knowledgeable on: (i) Smart’s operations, including but not limited to interconnection with other public telecommunications entities, products and services offered, and corporate structure; and (ii) submitted documents in relation to the December Subpoena, to appear before the PCC Enforcement Office on June 8, 2023. Accordingly, Smart representatives appeared before the PCC on said date for the clarificatory hearing. On July 4, 2023, Smart received a PCC Resolution setting another hearing and requiring representatives from the Consumer Business group, Marketing Department, Network Department, and Carrier Relations of Smart to appear and address pending matters on competitor information, market distinction between postpaid and prepaid services, network coverage, interconnection agreements, clarificatory questions on documents already submitted, and other related matters.

Class Action Suit Against PLDT

On February 6, 2023, plaintiff Sophia Olsson filed a putative class action in the United States District Court for the Central District of California (the “Court”) against PLDT and certain current and former directors and officers (“U.S. Class Action”). On April 7, 2023, Ms. Olsson and another individual, Kevin Douglas, each represented by a different law firm, submitted separate motions to the Court to serve as lead plaintiff in the U.S. Class Action. On May 1, 2023, the Court granted Mr. Douglas’s motion to serve as the lead plaintiff.

On May 8, 2023, Mr. Douglas (“Plaintiff”) filed a joint stipulation and proposed order providing that PLDT accepts service of the complaint and establishing a schedule for Plaintiff to file an amended complaint and for PLDT to move to dismiss or otherwise respond to the amended complaint. The schedule provides that: (i) Plaintiff will amend the complaint by July 7, 2023; (ii) PLDT will move to dismiss or otherwise respond to the amended complaint by September 5, 2023; (iii) Plaintiff will file an opposition to any motion to dismiss by November 6, 2023; and (iv) PLDT will file a reply brief in further support of any motion to dismiss by December 6, 2023.

On July 7, 2023, Plaintiff filed an amended complaint. The amended complaint alleges that PLDT and certain of its current and former directors and officers (collectively, the “Defendants”) made materially false and misleading statements regarding PLDT’s capital expenditures and internal controls during the period April 23, 2020 through December 19, 2022. The amended complaint asserts claims under Sections 10(b) and 20(a) of the United States Securities and Exchange Act of 1934 (and related rules) but does not specify the amount of the purported damages.

Due to the early stage of this matter, uncertainties related to the potential amounts to be claimed by Plaintiff, and the inherent unpredictability of litigation, PLDT is unable to determine if any liability will arise or provide an estimate of any potential liability. The Company will continue to vigorously defend itself against the allegations in the amended complaint.

Other disclosures required by PAS 37, Provisions, Contingent Liabilities and Contingent Assets, were not provided as it may prejudice our position in on-going claims, litigations and assessments. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Provision for legal contingencies and tax assessments.

F-159


 

27.
Financial Assets and Liabilities

We have various financial assets such as trade and non-trade receivables, cash and short-term deposits. Our principal financial liabilities, other than derivatives, comprise of bank loans, lease liabilities, trade and non-trade payables. The main purpose of these financial liabilities is to finance our operations. We also enter into derivative transactions, primarily principal only-currency swap agreements, interest rate swaps and forward foreign exchange contracts and options to manage the currency and interest rate risks arising from our operations and sources of financing. Our accounting policies in relation to derivatives are set out in Note 2 – Summary of Significant Accounting Policies – Financial Instruments.

The following table sets forth our consolidated financial assets and financial liabilities as at June 30, 2023 and December 31, 2022:

 

 

 

Financial instruments
at amortized
cost

 

 

Financial
instruments
at FVPL

 

 

Total
financial
instruments

 

 

 

(in million pesos)

 

Assets as at June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

Noncurrent:

 

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

 

 

491

 

 

 

491

 

Debt instruments at amortized cost – net of current portion

 

 

395

 

 

 

 

 

 

395

 

Derivative financial assets – net of current portion

 

 

 

 

 

27

 

 

 

27

 

Other financial assets – net of current portion

 

 

3,741

 

(1)

 

 

 

 

3,741

 

Current:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

16,185

 

 

 

 

 

 

16,185

 

Short-term investments

 

 

9

 

 

 

258

 

(2)

 

267

 

Trade and other receivables

 

 

25,095

 

 

 

 

 

 

25,095

 

Current portion of derivative financial assets

 

 

 

 

 

4

 

 

 

4

 

Current portion of debt instruments at amortized cost

 

 

200

 

 

 

 

 

 

200

 

Current portion of other financial assets

 

 

308

 

(1)

 

 

(3)

 

308

 

Total assets

 

 

45,933

 

 

 

780

 

 

 

46,713

 

 

 

 

 

 

 

 

 

 

 

Liabilities as at June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

Noncurrent:

 

 

 

 

 

 

 

 

 

Interest-bearing financial liabilities – net of current portion

 

 

234,623

 

 

 

 

 

 

234,623

 

Lease liabilities – net of current portion

 

 

32,269

 

 

 

 

 

 

32,269

 

Derivative financial liabilities – net of current portion

 

 

 

 

 

78

 

 

 

78

 

Customers' deposits

 

 

2,243

 

 

 

 

 

 

2,243

 

Deferred credits and other noncurrent liabilities

 

 

188

 

 

 

 

 

 

188

 

Current:

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

81,169

 

 

 

 

 

 

81,169

 

Accrued expenses and other current liabilities

 

 

72,077

 

 

 

 

 

 

72,077

 

Current portion of interest-bearing financial liabilities

 

 

33,446

 

 

 

 

 

 

33,446

 

Current portion of lease liabilities

 

 

10,250

 

 

 

 

 

 

10,250

 

Dividends payable

 

 

1,762

 

 

 

 

 

 

1,762

 

Current portion of derivative financial liabilities

 

 

 

 

 

481

 

 

 

481

 

Liabilities associated with assets classified as held-for-sale

 

 

3,095

 

 

 

 

 

 

3,095

 

Total liabilities

 

 

471,122

 

 

 

559

 

 

 

471,681

 

Net assets (liabilities)

 

 

(425,189

)

 

 

221

 

 

 

(424,968

)

 

(1)
Includes refundable deposits and notes receivables.
(2)
Includes investments in the funds of Credit Suisse and Julius Baer. In 2021, PLDT withdrew US$6.6 million from the Supply Chain Finance fund of Credit Suisse and impaired the remaining fund value of US$3.4 million. In November 2021, Smart invested US$5.0 million in the Focus Fixed Income Asia Defensive fund of Julius Baer. As at June 30, 2023 and December 31, 2022, the fund’s value amounted to US$4.66 million and US$4.5 million, respectively.
(3)
Includes RCBC Redemption Trust Account. See Note 19 – Equity – Redemption of Preferred Stock.

 

F-160


 

 

 

Financial instruments
at amortized
cost

 

 

Financial
instruments
at FVPL

 

 

Total
financial
instruments

 

 

 

(in million pesos)

 

Assets as at December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

Noncurrent:

 

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss

 

 

 

 

 

432

 

 

 

432

 

Debt instruments at amortized cost – net of current portion

 

 

596

 

 

 

 

 

 

596

 

Derivative financial assets – net of current portion

 

 

 

 

 

81

 

 

 

81

 

Other financial assets – net of current portion

 

 

3,489

 

(1)

 

 

 

 

3,489

 

Current:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

25,211

 

 

 

 

 

 

25,211

 

Short-term investments

 

 

129

 

 

 

254

 

(2)

 

383

 

Trade and other receivables

 

 

26,255

 

 

 

 

 

 

26,255

 

Current portion of other financial assets

 

 

206

 

(1)

 

 

(3)

 

206

 

Total assets

 

 

55,886

 

 

 

767

 

 

 

56,653

 

 

 

 

 

 

 

 

 

 

 

Liabilities as at December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

Noncurrent:

 

 

 

 

 

 

 

 

 

Interest-bearing financial liabilities – net of current portion

 

 

217,288

 

 

 

 

 

 

217,288

 

Lease liabilities – net of current portion

 

 

31,958

 

 

 

 

 

 

31,958

 

Derivative financial liabilities – net of current portion

 

 

 

 

 

190

 

 

 

190

 

Customers' deposits

 

 

2,313

 

 

 

 

 

 

2,313

 

Deferred credits and other noncurrent liabilities

 

 

363

 

 

 

 

 

 

363

 

Current:

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

101,107

 

 

 

 

 

 

101,107

 

Accrued expenses and other current liabilities

 

 

74,227

 

 

 

 

 

 

74,227

 

Current portion of interest-bearing financial liabilities

 

 

32,292

 

 

 

 

 

 

32,292

 

Current portion of lease liabilities

 

 

10,477

 

 

 

 

 

 

10,477

 

Dividends payable

 

 

1,821

 

 

 

 

 

 

1,821

 

Current portion of derivative financial liabilities

 

 

 

 

 

960

 

 

 

960

 

Liabilities associated with assets classified as held-for-sale

 

 

1,738

 

 

 

 

 

 

1,738

 

Total liabilities

 

 

473,584

 

 

 

1,150

 

 

 

474,734

 

Net assets (liabilities)

 

 

(417,698

)

 

 

(383

)

 

 

(418,081

)

42,3

(1)
Includes refundable deposits and notes receivables.
(2)
Includes investments in the funds of Credit Suisse and Julius Baer. PLDT withdrew US$6.6 million from the Supply Chain Finance fund of Credit Suisse in 2021. As at December 31, 2021, the fund’s value is US$3.4 million which was fully impaired as at year-end. In November 2021, Smart invested US$5.0 million in the Focus Fixed Income Asia Defensive fund of Julius Baer. As at December 31, 2021, the fund’s value is US$5.02 million.
(3)
Includes RCBC Redemption Trust Account. See Note 19 – Equity – Redemption of Preferred Stock.

F-161


 

The following table sets forth our consolidated offsetting of financial assets and liabilities recognized as at June 30, 2023 and December 31, 2022:

 

 

 

Gross amounts
of recognized
financial assets
and liabilities

 

 

Gross amounts of
recognized financial
assets and liabilities
set-off in the
consolidated
 statements of
financial position

 

 

Net amount
presented in the
consolidated
statements of financial position

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

Current Financial Assets

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

 

 

 

 

 

 

 

 

Foreign administrations

 

 

4,378

 

 

 

3,415

 

 

 

963

 

Domestic carriers

 

 

431

 

 

 

166

 

 

 

265

 

Total

 

 

4,809

 

 

 

3,581

 

 

 

1,228

 

Current Financial Liabilities

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

 

 

 

 

 

 

 

Suppliers and contractors

 

 

73,240

 

 

 

8

 

 

 

73,232

 

Carriers and other customers

 

 

12,422

 

 

 

4,787

 

 

 

7,635

 

Total

 

 

85,662

 

 

 

4,795

 

 

 

80,867

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

Current Financial Assets

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

 

 

 

 

 

 

 

 

Foreign administrations

 

 

5,160

 

 

 

4,236

 

 

 

924

 

Domestic carriers

 

 

492

 

 

 

197

 

 

 

295

 

Total

 

 

5,652

 

 

 

4,433

 

 

 

1,219

 

Current Financial Liabilities

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

 

 

 

 

 

 

 

Suppliers and contractors

 

 

80,769

 

 

 

44

 

 

 

80,725

 

Carriers and other customers

 

 

22,660

 

 

 

2,548

 

 

 

20,112

 

Total

 

 

103,429

 

 

 

2,592

 

 

 

100,837

 

There are no financial instruments subject to an enforceable master netting arrangement as at June 30, 2023 and December 31, 2022.

The following table sets forth our consolidated carrying values and estimated fair values of our financial assets and liabilities recognized as at June 30, 2023 and December 31, 2022 other than those whose carrying amounts are reasonable approximations of fair values:

 

 

 

Carrying Value

 

 

Fair Value

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Noncurrent Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

Debt instruments at amortized cost

 

 

395

 

 

 

596

 

 

 

383

 

 

 

573

 

Other financial assets – net of current portion

 

 

3,741

 

 

 

3,489

 

 

 

3,504

 

 

 

3,278

 

Total

 

 

4,136

 

 

 

4,085

 

 

 

3,887

 

 

 

3,851

 

Noncurrent Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Long-term debt – net of current portion

 

 

234,623

 

 

 

217,288

 

 

 

221,302

 

 

 

201,703

 

Customers' deposits

 

 

2,243

 

 

 

2,313

 

 

 

1,436

 

 

 

1,449

 

Deferred credits and other noncurrent liabilities

 

 

188

 

 

 

363

 

 

 

178

 

 

 

307

 

Total

 

 

237,054

 

 

 

219,964

 

 

 

222,916

 

 

 

203,459

 

 

F-162


 

Below is the list of our consolidated financial assets and liabilities carried at fair value that are classified using a fair value hierarchy as required for our complete sets of consolidated financial statements as at June 30, 2023 and December 31, 2022. This classification provides a reasonable basis to illustrate the nature and extent of risks associated with those financial statements.

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

Level 1(1)

 

 

Level 2(2)

 

 

Level 3(3)

 

 

Total

 

 

Level 1(1)

 

 

Level 2(2)

 

 

Level 3(3)

 

 

Total

 

 

 

(in million pesos)

 

Noncurrent Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets at FVPL

 

 

 

 

 

488

 

 

 

3

 

 

 

491

 

 

 

 

 

 

407

 

 

 

25

 

 

 

432

 

Derivative financial assets
   – net of current portion

 

 

 

 

 

27

 

 

 

 

 

 

27

 

 

 

 

 

 

81

 

 

 

 

 

 

81

 

Current Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

 

 

 

258

 

 

 

 

 

 

258

 

 

 

 

 

 

254

 

 

 

 

 

 

254

 

Current portion of derivative
   financial assets

 

 

 

 

 

4

 

 

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

777

 

 

 

3

 

 

 

780

 

 

 

 

 

 

742

 

 

 

25

 

 

 

767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncurrent Financial
   Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial liabilities
   – net of current portion

 

 

 

 

 

78

 

 

 

 

 

 

78

 

 

 

 

 

 

190

 

 

 

 

 

 

190

 

Current Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current portion of derivative
   financial liabilities

 

 

 

 

 

481

 

 

 

 

 

 

481

 

 

 

 

 

 

960

 

 

 

 

 

 

960

 

Total

 

 

 

 

 

559

 

 

 

 

 

 

559

 

 

 

 

 

 

1,150

 

 

 

 

 

 

1,150

 

 

(1)
Fair values determined using observable market inputs that reflect quoted prices in active markets for identical assets or liabilities.
(2)
Fair values determined using inputs other than quoted market prices that are either directly or indirectly observable for the assets or liabilities.
(3)
Fair values determined using discounted values of future cash flows for the assets or liabilities.

As at June 30, 2023 and December 31, 2022, there were no transfers into and out of Level 3 fair value measurements.

As at June 30, 2023 and December 31, 2022, there were no transfers between Level 1 and Level 2 fair value measurements.

The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate such value:

Long-term financial assets and liabilities:

Fair value is based on the following:

 

Type

 

Fair Value Assumptions

 

Fair Value Hierarchy

Noncurrent portion of advances and
   other noncurrent assets

 

Estimated fair value is based on the discounted values of future cash flows using the applicable zero-coupon rates plus counterparties’ credit spread.

 

Level 3

Fixed rate loans: U.S. Dollar notes

 

Quoted market price.

 

Level 1

Investment in debt securities

 

Fair values were determined using quoted prices.
For non-quoted securities, fair values were determined using discounted cash flow based on market observable rates.

 

Level 1

Level 2

Other loans in all other currencies

 

Estimated fair value is based on the discounted value of future cash flows using the applicable Commercial Interest Reference Rate and BVAL rates for similar types of loans plus PLDT’s credit spread.

 

Level 3

Variable rate loans

 

The carrying value approximates fair value because of recent and regular repricing based on market
conditions.

 

Level 2

 

F-163


 

Derivative Financial Instruments

Forward foreign exchange contracts, foreign currency swaps, foreign currency options and interest rate swaps: The fair values were computed as the present value of estimated future cash flows using market U.S. Dollar and Philippine Peso interest rates as at valuation date.

The valuation techniques considered various inputs including the credit quality of counterparties.

Due to the short-term nature of the transactions, the fair value of cash and cash equivalents, short-term investments, trade and other receivables, accounts payable, accrued expenses and other current liabilities and dividends payable approximate their carrying values as at the end of the reporting period.

Our derivative financial instruments are accounted for as either cash flow hedges or transactions not designated as hedges. Cash flow hedges refer to those transactions that hedge our exposure to variability in cash flows attributable to a particular risk associated with a recognized financial asset or liability and exposures arising from forecast transactions. Changes in the fair value of these instruments representing effective hedges are recognized directly in other comprehensive income until the hedged item is recognized in our consolidated income statement. For transactions that are not designated as hedges, any gains or losses arising from the changes in fair value are recognized directly to income for the period.

As at June 30, 2023 and December 31, 2022, we have taken into account the counterparties’ credit risks (for derivative assets) and our own non-performance risk (for derivative liabilities) and have included a credit or debit valuation adjustment, as appropriate, by assessing the maximum credit exposure and taking into account market-based inputs which considers the risk of default occurring and corresponding losses once the default event occurs. The changes in counterparty credit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge relationships and other financial instruments recognized at fair value.

F-164


 

The table below sets out the information about our consolidated derivative financial instruments as at June 30, 2023 and December 31, 2022:

 

 

 

 

 

 

 

 

 

 

June 30, 2023

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

(Unaudited)

 

(Audited)

 

 

Original
Notional
Amount

Trade Date

Underlying
Transaction in
U.S. Dollar

Termination
Date

Weighted
Average
Hedge
Cost

 

Weighted
Average
Foreign
Exchange
Rate

 

Notional
Amount

 

Net
Mark-to-
market Gains
(Losses)
in Php

 

Notional
Amount

 

Net
Mark-to-
market Gains
(Losses)
in Php

 

 

(in millions)

 

(in millions)

 

 

 

 

 

(in millions)

 

Transactions not designated as hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward foreign exchange contracts

US$321

Various dates in
May 2022 to June 2023

U.S. Dollar Liabilities

Various dates in
July to August 2023

 

 

Php55.04

 

US$321

 

 

(207

)

US$257

 

 

(353

)

US$141

Various dates in
May to June 2023

U.S. Dollar Liabilities

Various dates in July to August 2023

 

 

Php55.03

 

 

 

 

 

 

 

 

 

Forward exchange options
   capped forward

US$6

Various dates in
October 2021

U.S. Dollar Liabilities

Various dates in April and
May 2022

 

 

Php50.80

 

 

 

 

 

 

 

 

 

Foreign exchange options seagull(a)

US$7

June 10, 2022

U.S. Dollar Liabilities

January 9, 2023

 

 

Php52.64

 

 

 

 

 

 

7

 

 

(7

)

 

 

 

 

 

 

Php52.96

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php54.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(207

)

 

 

 

(360

)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward foreign exchange contracts

US$362

Various dates in
January 2023 to July 2023

U.S. Dollar Liabilities

Various dates in July 2023
to February 2024

 

 

Php55.94

 

US$362

 

 

(196

)

US$369

 

 

(481

)

 

US$148

Various dates in
January 2023 to July 2023

U.S. Dollar Liabilities

Various dates in July 2023
to February 2024

 

 

Php55.87

 

 

 

 

 

 

 

 

 

Subsidized forwards(b)

US$52

Various dates in
November 2021

U.S. Dollar Liabilities

Various dates in April
and May 2022

 

 

Php50.38

 

 

 

 

 

 

 

 

 

Foreign exchange options seagull(c)

US$15

Various dates in June 2023

U.S. Dollar Liabilities

Various dates in February 2024

 

 

Php55.17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php55.85

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Php56.87

 

US$15

 

 

4

 

US$37

 

 

(40

)

 

 

 

 

 

 

 

 

 

 

 

(192

)

 

 

 

(521

)

 

 

 

 

 

 

 

 

 

 

 

(399

)

 

 

 

(881

)

Transactions designated as hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps(d)

US$150

April and June 2015

200 Term Loan

February 25, 2022

2.70%

 

 

 

 

 

 

 

 

 

 

 

Long-term currency swaps(e)

US$27

November 2018
to August 2020

200 MUFG Bank, Ltd.

February 25, 2022

2.15%

 

Php50.78

 

 

 

 

 

 

 

 

 

Long-term foreign currency options(f)

US$290

Various dates in
July 2020 and February
to March 2021

300M Notes 2031

January 23, 2031

1.20%

 

Php49.61
Php55.28

 

US$290

 

 

(153

)

US$290

 

 

(265

)

 

 

 

 

 

 

 

 

 

 

 

(153

)

 

 

 

(265

)

Smart

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term foreign currency options(g)

US$109

February to April 2021

140 PNB

December 13, 2030

1.63%

 

Php48.00
Php53.34

 

US$85

 

 

24

 

US$88

 

 

77

 

 

 

 

 

 

 

 

 

 

 

 

24

 

 

 

 

77

 

 

 

 

 

 

 

 

 

 

 

 

(129

)

 

 

 

(188

)

 

 

 

 

 

 

 

 

 

 

 

(528

)

 

 

 

(1,069

)

 

 

F-165


 

(a)
If the Philippine Peso to U.S. dollar spot exchange rate on fixing date settles between Php52.96 to Php54.00, PLDT will purchase the U.S. Dollar for Php52.96. However, if on maturity, the exchange rate settles above Php54.00, PLDT will purchase the U.S. Dollar for Php52.96 plus the excess above Php54.00, and if the exchange rate is lower than Php52.96, PLDT will purchase the U.S. Dollar at the prevailing Philippine peso to U.S. Dollar spot exchange rate, subject to a floor of Php52.64.
(b)
If the Philippine Peso to U.S. Dollar spot exchange rate on fixing date settles above Php51.65, Smart will purchase the U.S. Dollar for Php50.38 plus the excess above Php51.65, and if the exchange rate is at or lower than Php51.65, Smart will purchase the U.S. Dollar at Php50.38.
(c)
If the Philippine Peso to U.S. Dollar spot exchange rate on fixing date settles between Php55.85 to Php56.87, Smart will purchase the U.S. Dollar for Php55.85. However, if on maturity, the exchange rate settles above Php56.87, Smart will purchase the U.S. Dollar for Php55.85 plus the excess above Php56.87, and if the exchange rate is lower than Php55.85, Smart will purchase the U.S. Dollar at the prevailing Philippine Peso to U.S. Dollar spot exchange rate, subject to a floor of Php55.17.
(d)
PLDT’s interest rate swap agreements outstanding as at June 30, 2023 and December 31, 2022 were designated as cash flow hedges, wherein the effective portion of the movements in fair value is recognized in our consolidated statements of other comprehensive income, while any ineffective portion is recognized immediately in our consolidated income statements. The mark-to-market losses amounting to nil was recognized in our consolidated statements of other comprehensive income as at June 30, 2023 and December 31, 2022. Interest accrual on the interest rate swaps amounting to nil was recognized as at June 30, 2023 and December 31, 2022. There were no ineffective portion in the fair value recognized in our consolidated income statements for the six months ended June 30, 2023 and 2022.
(e)
PLDT’s long-term principal only-currency swap agreements outstanding as at June 30, 2023 and December 31, 2022 were designated as cash flow hedges, wherein effective portion of the movements in the fair value is recognized in our consolidated statements of other comprehensive income, while any ineffective portion is recognized immediately in our consolidated income statements. The mark-to-market gains amounting to nil was recognized in our consolidated statements of other comprehensive income as at June 30, 2023 and December 31, 2022. Hedge cost accrual on the long-term principal only-currency swaps amounting to nil was recognized as at June 30, 2023 and December 31, 2022. The amounts recognized as other comprehensive income are transferred to profit or loss when the hedged loan is revalued for changes in the foreign exchange rate. The hedge cost portion of the movements in the fair value amounting to nil was recognized in our consolidated income statements for the six months ended June 30, 2023 and 2022.
(f)
PLDT’s long-term foreign currency option agreements outstanding as at June 30, 2023 and December 31, 2022 were designated as cash flow hedges, wherein the effective portion of the movements in fair value is recognized in our consolidated statements of other comprehensive income, while any ineffective portion is recognized immediately in our consolidated income statements. Settlement of the foreign currency option agreements will depend on the spot exchange rate on the fixing date. If the Philippine peso to U.S. dollar spot exchange rate on fixing date is between Php49.61 and Php55.28, PLDT will purchase the U.S. dollar at Php49.61. However, if on fixing date, the exchange rate is beyond Php55.28, PLDT will purchase the U.S. dollar at the prevailing Philippine peso to U.S. dollar spot exchange rate minus a subsidy of Php5.67, and if the exchange rate is lower than Php49.61, PLDT will purchase the U.S. dollar at the prevailing Philippine peso to U.S. dollar spot exchange rate. The mark-to-market losses amounting to Php78 million and Php190 million were recognized in our consolidated statement of other comprehensive income as at June 30, 2023 and December 31, 2022, respectively. Hedge cost accrual on the long-term foreign currency option agreements amounting to Php75 million was recognized each as at June 30, 2023 and December 31, 2022. The intrinsic value of the long-term foreign currency options recognized as other comprehensive income are transferred to profit or loss when the hedged loan is revalued for changes in the foreign exchange rate. The hedge cost portion of the movements in the fair value amounting to Php75 million and Php7 million were recognized in our consolidated income statement for the six months ended June 30, 2023 and 2022, respectively.

F-166


 

(g)
Smart’s long-term foreign currency option agreements outstanding as at June 30, 2023 and December 31, 2022 were designated as cash flow hedges, wherein the effective portion of the movements in fair value is recognized in our consolidated statements of other comprehensive income, while any ineffective portion is recognized immediately in our consolidated income statements. Settlement of the foreign currency option agreements will depend on the spot exchange rate on the fixing date. If the Philippine Peso to U.S. Dollar spot exchange rate on fixing date is between Php48.00 and Php53.34, Smart will purchase the U.S. Dollar at Php48.00. However, if on fixing date the exchange rate is beyond Php53.34, Smart will purchase the U.S. Dollar at the prevailing Philippine Peso to U.S. Dollar spot exchange rate minus a subsidy of Php5.34, and if the exchange rate is lower than Php48.00, Smart will purchase the U.S. Dollar at the prevailing Philippine Peso to U.S. Dollar spot exchange rate. The mark-to-market gains amounting to Php27 million and Php81 million were recognized in our consolidated statement of other comprehensive income as at June 30, 2023 and December 31, 2022, respectively. Hedge cost accrual on the long-term foreign currency option agreements amounting to Php3 million was recognized each as at June 30, 2023 and December 31, 2022. The intrinsic value of the long-term foreign currency options recognized as other comprehensive income are transferred to profit or loss when the hedged loan is revalued for changes in the foreign exchange rate. The hedge cost portion of the movements in the fair value amounting to Php3 million and Php2 million were recognized in our consolidated income statement for the six months ended June 30, 2023 and 2022, respectively.

Our derivative financial instruments as at June 30, 2023 and December 31, 2022 are presented in the statements of financial position as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Noncurrent assets

 

 

27

 

 

 

81

 

Current assets

 

 

4

 

 

 

 

Noncurrent liabilities (Note 28)

 

 

(78

)

 

 

(190

)

Current liabilities (Note 28)

 

 

(481

)

 

 

(960

)

Net liabilities

 

 

(528

)

 

 

(1,069

)

Movements of our consolidated mark-to-market gains (losses) for the six months ended June 30, 2023 and for the year ended December 31, 2022 are summarized as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Net mark-to-market losses at beginning of the period

 

 

(1,069

)

 

 

(74

)

Gains on derivative financial instruments (Note 4)

 

 

847

 

 

 

2,572

 

Settlements and interest expense

 

 

800

 

 

 

1,135

 

Effective portion recognized in the profit or loss for the cash flow hedges

 

 

(33

)

 

 

(77

)

Net fair value losses on cash flow hedges charged to other comprehensive income

 

 

(987

)

 

 

(3,228

)

Others

 

 

(86

)

 

 

(1,397

)

Net mark-to-market losses at end of the period

 

 

(528

)

 

 

(1,069

)

Our consolidated analysis of gains on derivative financial instruments for the six months ended June 30, 2023 and 2022 are as follows:

 

 

 

June 30,

 

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Gains on derivative financial instruments (Note 4)

 

 

847

 

 

 

2,311

 

Hedge costs

 

 

(120

)

 

 

(127

)

Net gains on derivative financial instruments (Notes 4 and 5)

 

 

727

 

 

 

2,184

 

 

F-167


 

Financial Risk Management Objectives and Policies

The main risks arising from our financial instruments are liquidity risk, foreign currency exchange risk, interest rate risk and credit risk. The importance of managing those risks has significantly increased in light of the considerable change and volatility in both the Philippine and international financial markets. Our Board of Directors reviews and approves policies for managing each of these risks, which are summarized below. We also monitor the market price risk arising from all financial instruments.

Liquidity Risk

Our exposure to liquidity risk refers to the risk that our financial requirements, working capital requirements and planned capital expenditures will not be met.

We manage our liquidity profile to be able to finance our operations and capital expenditures, service our maturing debts and meet our other financial obligations. To cover our financing requirements, we use internally generated funds and proceeds from debt and equity issues and sales of certain assets.

As part of our liquidity risk management program, we regularly evaluate our projected and actual cash flows, including our loan maturity profiles, and continuously assess conditions in the financial markets for opportunities to pursue fund-raising initiatives. These activities may include bank loans, export credit agency-guaranteed facilities, debt capital and equity market issues.

Any excess funds are primarily invested in short-term and principal-protected bank products that provide flexibility of withdrawing the funds anytime. We also allocate a portion of our cash in longer tenor investments such as fixed income securities issued or guaranteed by the Republic of the Philippines, and Philippine banks and corporates and managed funds. We regularly evaluate available financial products and monitor market conditions for opportunities to enhance yields at acceptable risk levels. Our investments are also subject to certain restrictions contained in our debt covenants. Our funding arrangements are designed to keep an appropriate balance between equity and debt and to provide financing flexibility while enhancing our businesses.

Our cash position remains sufficient to support our planned capital expenditure requirements and service our debt and financing obligations; however, we may be required to finance a portion of our future capital expenditures from external financing sources. We have cash and cash equivalents, and short-term investments amounting to Php16,185 million and Php267 million, respectively, as at June 30, 2023, which we can use to meet our short-term liquidity needs. See Note 15 – Cash and Cash Equivalents.

F-168


 

The following table summarizes the maturity profile of our financial assets based on our consolidated undiscounted claims outstanding as at June 30, 2023 and December 31, 2022:

 

 

 

Total

 

 

Less than
1 year

 

 

1-3 years

 

 

3-5 years

 

 

More than
5 years

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

54,197

 

 

 

49,779

 

 

 

3,608

 

 

 

727

 

 

 

83

 

Debt instruments at amortized cost

 

 

595

 

 

 

200

 

 

 

45

 

 

 

340

 

 

 

10

 

Other financial assets

 

 

4,331

 

 

 

308

 

 

 

3,563

 

 

 

387

 

 

 

73

 

Temporary cash investments

 

 

8,675

 

 

 

8,675

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

9

 

 

 

9

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

18,454

 

 

 

18,454

 

 

 

 

 

 

 

 

 

 

Corporate subscribers

 

 

14,331

 

 

 

14,331

 

 

 

 

 

 

 

 

 

 

Foreign administrations

 

 

1,108

 

 

 

1,108

 

 

 

 

 

 

 

 

 

 

Domestic carriers

 

 

267

 

 

 

267

 

 

 

 

 

 

 

 

 

 

Dealers, agents and others

 

 

6,427

 

 

 

6,427

 

 

 

 

 

 

 

 

 

 

Financial instruments at FVPL:

 

 

923

 

 

 

432

 

 

 

 

 

 

 

 

 

491

 

Financial assets at fair value through profit or loss

 

 

491

 

 

 

 

 

 

 

 

 

 

 

 

491

 

Short-term investments

 

 

432

 

 

 

432

 

 

 

 

 

 

 

 

 

 

Total

 

 

55,120

 

 

 

50,211

 

 

 

3,608

 

 

 

727

 

 

 

574

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

53,604

 

 

 

48,929

 

 

 

3,740

 

 

 

852

 

 

 

83

 

Debt instruments at amortized cost

 

 

596

 

 

 

 

 

 

225

 

 

 

361

 

 

 

10

 

Other financial assets

 

 

4,285

 

 

 

206

 

 

 

3,515

 

 

 

491

 

 

 

73

 

Temporary cash investments

 

 

8,678

 

 

 

8,678

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

129

 

 

 

129

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

17,216

 

 

 

17,216

 

 

 

 

 

 

 

 

 

 

Corporate subscribers

 

 

15,151

 

 

 

15,151

 

 

 

 

 

 

 

 

 

 

Foreign administrations

 

 

1,058

 

 

 

1,058

 

 

 

 

 

 

 

 

 

 

Domestic carriers

 

 

296

 

 

 

296

 

 

 

 

 

 

 

 

 

 

Dealers, agents and others

 

 

6,195

 

 

 

6,195

 

 

 

 

 

 

 

 

 

 

Financial instruments at FVPL:

 

 

860

 

 

 

428

 

 

 

 

 

 

 

 

 

432

 

Financial assets at fair value through profit or loss

 

 

432

 

 

 

 

 

 

 

 

 

 

 

 

432

 

Short-term investments

 

 

428

 

 

 

428

 

 

 

 

 

 

 

 

 

 

Total

 

 

54,464

 

 

 

49,357

 

 

 

3,740

 

 

 

852

 

 

 

515

 

 

F-169


 

The following table summarizes the maturity profile of our financial liabilities based on our consolidated contractual undiscounted obligations outstanding as at June 30, 2023 and December 31, 2022:

 

 

 

Payments Due by Period

 

 

 

Total

 

 

Less than
1 year

 

 

1-3 years

 

 

3-5 years

 

 

More than
5 years

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt(1):

 

 

351,047

 

 

 

30,428

 

 

 

68,999

 

 

 

67,976

 

 

 

183,644

 

Principal

 

 

270,309

 

 

 

29,692

 

 

 

37,623

 

 

 

51,303

 

 

 

151,691

 

Interest

 

 

80,738

 

 

 

736

 

 

 

31,376

 

 

 

16,673

 

 

 

31,953

 

Lease obligations

 

 

104,960

 

 

 

24,844

 

 

 

31,858

 

 

 

22,172

 

 

 

26,086

 

Various trade and other obligations:

 

 

156,677

 

 

 

154,185

 

 

 

345

 

 

 

121

 

 

 

2,026

 

Suppliers and contractors

 

 

73,361

 

 

 

73,232

 

 

 

38

 

 

 

91

 

 

 

 

Utilities and related expenses

 

 

62,155

 

 

 

62,093

 

 

 

59

 

 

 

3

 

 

 

 

Employee benefits

 

 

5,644

 

 

 

5,644

 

 

 

 

 

 

 

 

 

 

Customers’ deposits

 

 

2,243

 

 

 

 

 

 

190

 

 

 

27

 

 

 

2,026

 

Dividends

 

 

1,762

 

 

 

1,762

 

 

 

 

 

 

 

 

 

 

Carriers and other customers

 

 

1,239

 

 

 

1,239

 

 

 

 

 

 

 

 

 

 

Others

 

 

10,273

 

 

 

10,215

 

 

 

58

 

 

 

 

 

 

 

Total contractual obligations

 

 

612,684

 

 

 

209,457

 

 

 

101,202

 

 

 

90,269

 

 

 

211,756

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt(1):

 

 

320,907

 

 

 

30,001

 

 

 

65,159

 

 

 

55,632

 

 

 

170,115

 

Principal

 

 

251,859

 

 

 

29,203

 

 

 

37,885

 

 

 

41,593

 

 

 

143,178

 

Interest

 

 

69,048

 

 

 

798

 

 

 

27,274

 

 

 

14,039

 

 

 

26,937

 

Lease obligations

 

 

62,216

 

 

 

14,658

 

 

 

13,504

 

 

 

10,591

 

 

 

23,463

 

Various trade and other obligations:

 

 

178,219

 

 

 

175,539

 

 

 

610

 

 

 

38

 

 

 

2,032

 

Suppliers and contractors

 

 

81,041

 

 

 

80,725

 

 

 

307

 

 

 

9

 

 

 

 

Utilities and related expenses

 

 

63,613

 

 

 

63,609

 

 

 

4

 

 

 

 

 

 

 

Employee benefits

 

 

6,615

 

 

 

6,615

 

 

 

 

 

 

 

 

 

 

Customers’ deposits

 

 

2,313

 

 

 

 

 

 

252

 

 

 

29

 

 

 

2,032

 

Carriers and other customers

 

 

1,745

 

 

 

1,745

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

1,821

 

 

 

1,821

 

 

 

 

 

 

 

 

 

 

Others

 

 

21,071

 

 

 

21,024

 

 

 

47

 

 

 

 

 

 

 

Total contractual obligations

 

 

561,342

 

 

 

220,198

 

 

 

79,273

 

 

 

66,261

 

 

 

195,610

 

 

(1)
Consists of long-term and short-term debts, gross of unamortized debt discount/premium and debt issuance costs.

Debt

See Note 20 – Interest-bearing Financial Liabilities – Long-term Debt for a detailed discussion of our debt.

Our consolidated future minimum lease commitments payable with non-cancellable leases as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Within one year

 

 

24,844

 

 

 

14,658

 

After one year but not more than five years

 

 

54,030

 

 

 

24,095

 

More than five years

 

 

26,086

 

 

 

23,463

 

Total

 

 

104,960

 

 

 

62,216

 

Various Trade and Other Obligations

PLDT Group has various obligations to suppliers for the acquisition of phone and network equipment, contractors for services rendered on various projects, foreign administrations and domestic carriers for the access charges, shareholders for unpaid dividends distributions, employees for benefits and other related obligations, and various business and operational related agreements. Total obligations under these various agreements amounted to approximately Php156,677 million and Php178,219 million as at June 30, 2023 and December 31, 2022, respectively. See Note 22 – Accounts Payable and Note 23 – Accrued Expenses and Other Current Liabilities.

Commercial Commitments

F-170


 

Major Capital Expenditure Vendors

During the last quarter of 2022 up to the first half of 2023, we have engaged in discussions with the major capital expenditure vendors of PLDT and Smart regarding the status of the capital expenditure commitments and related outstanding balances. These discussions resulted in a number of Settlement and Mutual Release Agreements, or SMRAs, signed between us and the vendors, taking into consideration our program priorities and current business requirements. As a result of the signing of the SMRAs, the remaining significant commitment in respect of major capital expenditure vendors of PLDT and Smart amounted to about Php33,000 million, net of advances, as at March 23, 2023. As at June 30, 2023, the commitment related to the major capital expenditure vendors increased to Php41,300 million, net of advances, owing to new purchase orders issued in the first half of 2023.

Other Capital Expenditure Vendors

For the other capital expenditure vendors, we are currently in on-going negotiations. Any adjustments as a result of these discussions shall be taken up in our consolidated financial statements as they occur.

We have no outstanding commercial commitments, in the form of letters of credit, as at June 30, 2023 and December 31, 2022.

Collateral

There are no pledges as collaterals with respect to our financial liabilities as at June 30, 2023 and December 31, 2022.

Foreign Currency Exchange Risk

Foreign currency exchange risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

The revaluation of our foreign currency-denominated financial assets and liabilities as a result of the appreciation or depreciation of the Philippine Peso is recognized as foreign exchange gains or losses as at the end of the reporting period. The extent of foreign exchange gains or losses is largely dependent on the amount of foreign currency denominated financial assets and liabilities. While a certain percentage of our revenues are either linked to or denominated in U.S. Dollars, a substantial portion of our capital expenditures, a portion of our indebtedness and related interest expense and a portion of our operating expenses are denominated in foreign currencies, mostly in U.S. Dollars. As such, a strengthening or weakening of the Philippine Peso against the U.S. Dollar will decrease or increase in Philippine Peso terms both the principal amount of our foreign currency-denominated debts and the related interest expense, our foreign currency-denominated capital expenditures and operating expenses as well as our U.S. Dollar-linked and U.S. Dollar-denominated revenues. In addition, many of our financial ratios and other financial tests are affected by the movements in the Philippine Peso to U.S. Dollar exchange rate.

To manage our foreign exchange risks and to stabilize our cash flows in order to improve investment and cash flow planning, we enter into forward foreign exchange contracts, currency swap contracts, currency option contracts and other hedging products aimed at reducing and/or managing the adverse impact of changes in foreign exchange rates on our operating results and cash flows. Further details of the risk management strategy are recognized in our hedge designation documentation. We use forward foreign exchange purchase contracts, currency swap contracts and currency option contracts to manage the foreign currency risks associated with our foreign currency-denominated financial liabilities. We accounted for these instruments as either cash flow hedges, wherein changes in the fair value are recognized in our consolidated other comprehensive income until the hedged transaction affects our consolidated income statement or transactions not designated as hedges, wherein changes in the fair value are recognized directly as income or expense for the year.

F-171


 

The impact of the hedging instruments on our consolidated statements of financial position as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

Notional
Amount

 

 

Carrying
Amount

 

 

Line item in our Consolidated Statements

 

 

(U.S. Dollar)

 

 

(Php)

 

 

of Financial Position

 

 

(in million pesos)

 

 

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

375

 

 

 

27

 

 

 Derivative financial assets – net of current portion

 

 

 

 

 

(78

)

 

 Derivative financial liabilities – net of current portion

 

 

375

 

 

 

(51

)

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

378

 

 

 

81

 

 

 Derivative financial assets – net of current portion

 

 

 

 

 

(190

)

 

 Derivative financial liabilities – net of current portion

 

 

378

 

 

 

(109

)

 

 

The impact of the hedged items on our consolidated statements of financial position as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

Cash flow
hedge
reserve

 

 

Cost of
hedging
reserve

 

 

Cash flow
hedge
reserve

 

 

Cost of
hedging
reserve

 

 

(in million pesos)

 

PLDT:

 

 

 

 

 

 

 

 

 

 

 

 

US$300M Notes 2031

 

 

(3,977

)

 

 

75

 

 

 

(3,288

)

 

 

75

 

 

 

(3,977

)

 

 

75

 

 

 

(3,288

)

 

 

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Smart:

 

 

 

 

 

 

 

 

 

 

 

 

US$140M PNB

 

 

 

 

 

3

 

 

 

28

 

 

 

3

 

 

 

 

 

 

 

3

 

 

 

28

 

 

 

3

 

The effect of the cash flow hedge on our consolidated statements of financial position as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

Total hedging loss recognized in OCI

 

 

Line item in our
Consolidated Statements
of Financial Position

 

 

(in million pesos)

 

 

 

June 30, 2023 (Unaudited)

 

 

 

 

 

Long-term foreign currency options

 

 

(3,977

)

 

 Other comprehensive loss

 

 

 

(3,977

)

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

Long-term foreign currency options

 

 

(3,260

)

 

 Other comprehensive loss

 

 

 

(3,260

)

 

 

 

F-172


 

The following table shows our consolidated foreign currency-denominated monetary financial assets and liabilities and their Philippine Peso equivalents as at June 30, 2023 and December 31, 2022:

 

 

 

June 30, 2023

 

 

December 31, 2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

U.S. Dollar

 

 

Php(1)

 

 

U.S. Dollar

 

 

Php(2)

 

 

 

(in millions)

 

Noncurrent Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

Derivative financial assets – net of current portion

 

 

1

 

 

 

27

 

 

 

1

 

 

 

81

 

Other financial assets – net of current portion

 

 

 

 

 

 

 

 

 

 

 

1

 

Total noncurrent financial assets

 

 

1

 

 

 

27

 

 

 

1

 

 

 

82

 

Current Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

104

 

 

 

5,732

 

 

 

287

 

 

 

16,002

 

Short-term investments

 

 

5

 

 

 

258

 

 

 

5

 

 

 

254

 

Trade and other receivables – net

 

 

117

 

 

 

6,478

 

 

 

132

 

 

 

7,385

 

Current portion of derivative financial assets

 

 

1

 

 

 

4

 

 

 

 

 

 

 

Current portion of other financial assets

 

 

 

 

 

 

 

 

 

 

 

12

 

Total current financial assets

 

 

227

 

 

 

12,472

 

 

 

424

 

 

 

23,653

 

Total Financial Assets

 

 

228

 

 

 

12,499

 

 

 

425

 

 

 

23,735

 

Noncurrent Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing financial liabilities – net of current portion

 

 

688

 

 

 

38,066

 

 

 

719

 

 

 

40,153

 

Derivative financial liabilities – net of current portion

 

 

1

 

 

 

78

 

 

 

3

 

 

 

190

 

Other noncurrent liabilities

 

 

1

 

 

 

84

 

 

 

 

 

 

27

 

Total noncurrent financial liabilities

 

 

690

 

 

 

38,228

 

 

 

723

 

 

 

40,370

 

Current Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

1,084

 

 

 

60,041

 

 

 

1,339

 

 

 

74,720

 

Accrued expenses and other current liabilities

 

 

217

 

 

 

12,026

 

 

 

218

 

 

 

12,184

 

Current portion of interest-bearing financial liabilities

 

 

39

 

 

 

2,147

 

 

 

39

 

 

 

2,165

 

Current portion of derivative financial liabilities

 

 

9

 

 

 

481

 

 

 

17

 

 

 

960

 

Total current financial liabilities

 

 

1,349

 

 

 

74,695

 

 

 

1,613

 

 

 

90,029

 

Total Financial Liabilities

 

 

2,039

 

 

 

112,923

 

 

 

2,336

 

 

 

130,399

 

 

(1)
The exchange rate used to convert the U.S. Dollar amounts into Philippine Peso was Php55.37 to US$1.00, the Philippine Peso-U.S. Dollar exchange rate as quoted through the Bankers Association of the Philippines, or BAP, as at June 30, 2023.
(2)
The exchange rate used to convert the U.S. Dollar amounts into Philippine Peso was Php55.82 to US$1.00, the Philippine Peso-U.S. Dollar exchange rate as quoted through the BAP as at December 31, 2022.

As at August 2, 2023, the Philippine Peso-U.S. Dollar exchange rate was Php54.99 to US$1.00. Using this exchange rate, our consolidated net foreign currency-denominated financial liabilities would have decreased in Philippine Peso terms by Php688 million as at June 30, 2023.

Approximately 15% and 17% of our total consolidated debts (net of consolidated debt discount) were denominated in U.S. Dollars as at June 30, 2023 and December 31, 2022, respectively. Our consolidated foreign currency-denominated debt decreased to Php39,807 million as at June 30, 2023 from Php41,894 million as at December 31, 2022. See Note 20 – Interest-bearing Financial Liabilities. The aggregate notional amount of our consolidated outstanding long-term foreign currency options and short-term forwards allocated for debt were US$449 million and US$441 million as at June 30, 2023 and December 31, 2022, respectively. Consequently, the unhedged portion of our consolidated debt amounts were approximately 6% (or 5%, net of consolidated U.S. Dollar cash balances allocated for debt) as at June 30, 2023 and 7% (or 5%, net of consolidated U.S. Dollar cash balances allocated for debt) as at December 31, 2022.

Approximately 14% and 16% of our consolidated revenues were denominated in U.S. Dollars and/or were linked to U.S. Dollars for the six months ended June 30, 2023 and 2022, respectively. Approximately 7% and 5% of our consolidated expenses were denominated in U.S. Dollars and/or linked to the U.S. Dollar for the six months ended June 30, 2023 and 2022, respectively. In this respect, the higher weighted average exchange rate of the Philippine Peso against the U.S. Dollar increased our revenues and expenses, and consequently, affects our cash flow from operations in Philippine Peso terms. In view of the anticipated continued decline in dollar-denominated/dollar-linked revenues, which provide a natural hedge against our foreign currency exposure, we are progressively refinancing our dollar-denominated debts in Philippine Pesos.

F-173


 

The Philippine Peso appreciated 0.81% against the U.S. Dollar to Php55.37 to US$1.00 as at June 30, 2023 from Php55.82 to US$1.00 as at December 31, 2022. As a result of our consolidated foreign exchange movements, as well as the amount of our consolidated outstanding net foreign currency financial assets and liabilities, we recognized net consolidated foreign exchange gains of Php554 million and net foreign exchange losses of Php4,282 million for the six months ended June 30, 2023 and 2022, respectively.

Management conducted a survey among our banks to determine the outlook of the Philippine Peso-U.S. Dollar exchange rate until September 30, 2023. Our outlook is that the Philippine Peso-U.S. Dollar exchange rate may weaken/strengthen by 1.23% as compared to the exchange rate of Php55.37 as at June 30, 2023. If the Philippine Peso-U.S. Dollar exchange rate had weakened/strengthened by 1.23% as at June 30, 2023, with all other variables held constant, consolidated profit after tax for the six months ended June 30, 2023 and stockholders’ equity as at June 30, 2023 would have been approximately Php762 million and Php740 million, respectively, lower/higher, mainly as a result of consolidated foreign exchange gains and losses on conversion of U.S. Dollar-denominated net assets/liabilities and mark-to-market valuation of derivative financial instruments.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

Our exposure to the risk of changes in market interest rates relates primarily to our long-term debt obligations with floating interest rates.

Our policy is to manage interest cost through a mix of fixed and variable rate debts. We evaluate the fixed to floating ratio of our loans in line with movements of relevant interest rates in the financial markets. Based on our assessment, new financing will be priced either on a fixed or floating rate basis. We enter into interest rate swap agreements in order to manage our exposure to interest rate fluctuations. Further details of the risk management strategy are recognized in our hedge designation documentation. We make use of hedging instruments and structures solely for reducing or managing financial risk associated with our debt obligations and not for trading purposes.

The hedging instruments have no impact on our consolidated statements of financial position as at June 30, 2023 and December 31, 2022.

The hedged items on our consolidated statements of financial position has no impact as at June 30, 2023 and December 31, 2022.

The cash flow hedge on our consolidated statements of financial position has no impact as at June 30, 2023 and December 31, 2022.

 

 

F-174


 

The following tables set out the carrying amounts, by maturity, of our financial instruments that are expected to have exposure on interest rate risk as at June 30, 2023 and December 31, 2022. Financial instruments that are not subject to interest rate risk were not included in the table.

As at June 30, 2023 (Unaudited)

 

F-175


 

 

In U.S. Dollars

 

 

 

 

 

 

 

Fair Value

 

 

Below 1 year

 

1-2 years

 

2-3 years

 

3-5 years

 

Over 5 years

 

Total

 

In Php

 

Discount/
Debt
Issuance Cost
In Php

 

Carrying
Value
In Php

 

In U.S. Dollar

 

In Php

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in millions)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt Instruments at Amortized Cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

4

 

 

 

 

 

 

6

 

 

 

 

10

 

 

595

 

 

 

 

595

 

 

11

 

 

583

 

Interest rate

2.3750% to 2.9000%

 

4.2500% to 5.6000%

 

4.8750% to 6.2500%

 

4.6250% to 4.8750%

 

 

6.5000

%

 

 

 

 

 

 

 

 

 

 

 

 

Cash in Bank

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar

 

9

 

 

 

 

 

 

 

 

 

 

9

 

 

489

 

 

 

 

489

 

 

9

 

 

489

 

Interest rate

0.0500% to 0.1000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

86

 

 

 

 

 

 

 

 

 

 

86

 

 

4,783

 

 

 

 

4,783

 

 

86

 

 

4,783

 

Interest rate

0.1500% to 0.5000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Temporary Cash Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar

 

60

 

 

 

 

 

 

 

 

 

 

60

 

 

3,304

 

 

 

 

3,304

 

 

60

 

 

3,304

 

Interest rate

0.2500% to
6.0000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

97

 

 

 

 

 

 

 

 

 

 

97

 

 

5,371

 

 

 

 

5,371

 

 

97

 

 

5,371

 

Interest rate

0.2500% to
6.0000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

 

 

 

 

 

 

 

 

 

 

 

 

9

 

 

 

 

9

 

 

 

 

9

 

Interest rate

0.5000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

256

 

 

 

 

 

 

6

 

 

 

 

262

 

 

14,551

 

 

 

 

14,551

 

 

263

 

 

14,539

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar Notes

 

 

 

 

 

 

 

 

 

600

 

 

600

 

 

33,220

 

 

577

 

 

32,643

 

 

450

 

 

24,909

 

Interest rate

 

 

 

 

 

 

 

 

2.5000% to 3.4500%

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

369

 

 

159

 

 

351

 

 

692

 

 

335

 

 

1,906

 

 

105,506

 

 

835

 

 

104,671

 

 

1,775

 

 

98,256

 

Interest rate

3.9500% to 5.2813%

 

4.0000% to 5.3500%

 

4.0000% to 5.3500%

 

4.0000% to 5.3500%

 

4.0000% to 5.1560%

 

 

 

 

 

 

 

 

 

 

 

 

 

Variable Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar Loans

 

25

 

 

28

 

 

14

 

 

35

 

 

28

 

 

130

 

 

7,198

 

 

34

 

 

7,164

 

 

130

 

 

7,198

 

Interest rate

LIBOR + 1.0500%

 

LIBOR + 1.0500%

 

LIBOR + 1.0500%

 

LIBOR + 1.0500%

 

LIBOR + 1.0500%

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

34

 

 

94

 

 

34

 

 

200

 

 

1,776

 

 

2,138

 

 

118,385

 

 

794

 

 

117,591

 

 

2,138

 

 

118,385

 

Interest rate

0.5000% over PHP BVAL

 

0.6000%
to 1.0000% over
PHP BVAL
(floor rate 4.5000% to 4.6250%)

 

0.6000%
to 1.0000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

0.6000%
to 1.0000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

0.6000%
to 0.9000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes Payable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

108

 

 

 

 

 

 

 

 

 

 

108

 

 

6,000

 

 

 

 

6,000

 

 

108

 

 

6,000

 

Interest rate

 

5.1600

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-176


 

 

536

 

 

281

 

 

399

 

 

927

 

 

2,739

 

 

4,882

 

 

270,309

 

 

2,240

 

 

268,069

 

 

4,601

 

 

254,748

 

F-177


 

As at December 31, 2022 (Audited)

 

F-178


 

 

In U.S. Dollars

 

 

 

 

 

 

 

Fair Value

 

 

Below 1 year

 

1-2 years

 

2-3 years

 

3-5 years

 

Over 5 years

 

Total

 

In Php

 

Discount/
Debt
Issuance Cost
In Php

 

Carrying
Value
In Php

 

In U.S. Dollar

 

In Php

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in millions)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt Instruments at Amortized Cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

 

 

4

 

 

1

 

 

6

 

 

 

 

11

 

 

596

 

 

 

 

596

 

 

10

 

 

573

 

Interest rate

 

 

2.3750% to 2.9000%

 

 

4.2500

%

4.6250% to
6.2500%

 

 

6.5000

%

 

 

 

 

 

 

 

 

 

 

 

 

Cash in Bank

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar

 

23

 

 

 

 

 

 

 

 

 

 

23

 

 

1,264

 

 

 

 

1,264

 

 

23

 

 

1,264

 

Interest rate

0.0500% to
1.0000%

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

 

 

 

 

 

 

Philippine Peso

 

123

 

 

 

 

 

 

 

 

 

 

123

 

 

6,863

 

 

 

 

6,863

 

 

123

 

 

6,863

 

Interest rate

0.0500% to
1.5000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Temporary Cash Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar

 

127

 

 

 

 

 

 

 

 

 

 

127

 

 

7,092

 

 

 

 

7,092

 

 

127

 

 

7,092

 

Interest rate

3.5000% to
4.7500%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

28

 

 

 

 

 

 

 

 

 

 

28

 

 

1,586

 

 

 

 

1,586

 

 

28

 

 

1,586

 

Interest rate

2.8000% to
5.0000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

2

 

 

 

 

 

 

 

 

 

 

2

 

 

129

 

 

 

 

129

 

 

2

 

 

129

 

Interest rate

0.5000% to
2.0000%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

303

 

 

4

 

 

1

 

 

6

 

 

 

 

314

 

 

17,530

 

 

 

 

17,530

 

 

313

 

 

17,507

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar Notes

 

 

 

 

 

 

 

 

 

600

 

 

600

 

 

33,489

 

 

597

 

 

32,892

 

 

435

 

 

24,316

 

Interest rate

 

 

 

 

 

 

 

 

2.5000% to
3.4500%

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

319

 

 

124

 

 

340

 

 

576

 

 

540

 

 

1,899

 

 

106,018

 

 

919

 

 

105,099

 

 

1,744

 

 

97,327

 

Interest rate

3.9500% to
4.0000%

 

3.9500% to 5.1560%

 

4.0000% to
5.3500%

 

4.0000% to
5.3500%

 

4.0000% to
5.2000%

 

 

 

 

 

 

 

 

 

 

 

 

 

Variable Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Dollar Loans

 

25

 

 

53

 

 

14

 

 

28

 

 

42

 

 

162

 

 

9,042

 

 

40

 

 

9,002

 

 

162

 

 

9,042

 

Interest rate

LIBOR +
1.0500%

 

LIBOR +
1.0500%

 

LIBOR +
1.0500%

 

LIBOR +
1.0500%

 

LIBOR +
1.0500%

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

 

 

93

 

 

55

 

 

141

 

 

1,383

 

 

1,672

 

 

93,310

 

 

723

 

 

92,587

 

 

1,672

 

 

93,310

 

Interest rate

 

 

0.5000%
to 1.0000% over
PHP BVAL
(floor rate 4.5000% to 4.6250%)

 

0.6000%
to 1.0000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

0.6000%
to 1.0000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

0.6000%
to 1.0000% over
PHP BVAL (floor rate 4.5000% to 4.6250%)

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes Payable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Philippine Peso

 

179

 

 

 

 

 

 

 

 

 

 

179

 

 

10,000

 

 

 

 

10,000

 

 

179

 

 

10,000

 

F-179


 

Interest rate

2.6000 to
5.1600%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

523

 

 

270

 

 

409

 

 

745

 

 

2,565

 

 

4,512

 

 

251,859

 

 

2,279

 

 

249,580

 

 

4,192

 

 

233,995

 

F-180


 

Fixed rate financial instruments are subject to fair value interest rate risk while floating rate financial instruments are subject to cash flow interest rate risk.

Repricing of floating rate financial instruments is done on intervals of three months or up to five years. Interest on fixed rate financial instruments is fixed until maturity of the particular instrument.

Approximately 47% and 41% of our consolidated debts (net of consolidated debt discount) were variable rate debts as at June 30, 2023 and December 31, 2022, respectively. Our consolidated variable rate debt increased to Php124,755 million as at June 30, 2023 from Php101,590 million as at December 31, 2022. Considering the aggregate notional amount of our consolidated outstanding long-term interest rate swap contracts of nil as at June 30, 2023 and December 31, 2022, respectively, approximately 53% and 59% of our consolidated debts were fixed as at June 30, 2023 and December 31, 2022, respectively.

Management conducted a survey among our banks to determine the outlook of the U.S. Dollar and Philippine Peso interest rates until September 30, 2023. Our outlook is that the U.S. Dollar and Philippine Peso interest rates may move 35 basis points, or bps, and 5 bps higher/lower, respectively, as compared to levels as at June 30, 2023. If the U.S. Dollar interest rates had been 35 bps higher/lower as compared to market levels as at June 30, 2023, with all other variables held constant, consolidated profit after tax for the six months ended June 30, 2023 and stockholders’ equity as at June 30, 2023 would have been approximately Php2 million and Php38 million, respectively, lower/higher, mainly as a result of higher/lower interest expense on floating rate borrowings and loss/gain on derivative transactions. If the Philippine Peso interest rates had been 5 bps higher/lower as compared to market levels as at June 30, 2023, with all other variables held constant, consolidated profit after tax for the six months ended June 30, 2023 and stockholders’ equity as at June 30, 2023 would have been approximately Php2 million and Php3 million, respectively, lower/higher, mainly as a result of higher/lower interest expense on floating rate borrowings and loss/gain on derivative transactions.

Credit Risk

Credit risk is the risk that we will incur a loss arising from our customers, clients or counterparties that fail to discharge their contracted obligations. We manage and control credit risk by setting limits on the amount of risk we are willing to accept for individual counterparties and by monitoring exposures in relation to such limits.

We trade only with recognized and creditworthy third parties. It is our policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an on-going basis to reduce our exposure to bad debts.

We established a credit quality review process to provide regular identification of changes in the creditworthiness of counterparties. Counterparty limits are established and reviewed periodically based on latest available financial data on our counterparties’ credit ratings, capitalization, asset quality and liquidity. Our credit quality review process allows us to assess the potential loss as a result of the risks to which we are exposed and allow us to take corrective actions.

Maximum exposure to credit risk of financial assets not subject to impairment

The gross carrying amount of financial assets not subject to impairment also represents our maximum exposure to credit risk as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Financial assets at fair value through profit or loss

 

 

491

 

 

 

432

 

Derivative financial assets – net of current portion

 

 

27

 

 

 

81

 

Current portion of derivative financial assets

 

 

4

 

 

 

 

Total

 

 

522

 

 

 

513

 

 

F-181


 

Maximum exposure to credit risk of financial assets subject to impairment

The table below shows the maximum exposure to credit risk for the components of our consolidated statements of financial position as at June 30, 2023 and December 31, 2022. The maximum exposure is shown gross before both the effect of mitigation through use of master netting and collateral arrangements. The extent to which collateral and other credit enhancements mitigate the maximum exposure to credit risk is described in the footnotes to the table.

For financial assets recognized on our consolidated statements of financial position as at June 30, 2023 and December 31, 2022, the gross exposure to credit risk equal their carrying amount.

For financial guarantees granted, the maximum exposure to credit risk is the maximum amount that we would have to pay if the guarantees are called upon. For loan commitments and other credit related commitments that are irrevocable over the life of the respective facilities, the maximum exposure to credit risk is the full amount of the committed facilities.

 

 

 

June 30, 2023 (Unaudited)

 

 

 

Stage 1
12-Month ECL

 

 

Stage 2
Lifetime ECL

 

 

Stage 3
Lifetime ECL

 

 

Total

 

 

 

(in million pesos)

 

High grade

 

 

20,808

 

 

 

12,467

 

 

 

 

 

 

33,275

 

Standard grade

 

 

288

 

 

 

4,380

 

 

 

 

 

 

4,668

 

Substandard grade

 

 

 

 

 

8,248

 

 

 

 

 

 

8,248

 

Default

 

 

456

 

 

 

3,931

 

 

 

11,561

 

 

 

15,948

 

Gross carrying amount

 

 

21,552

 

 

 

29,026

 

 

 

11,561

 

 

 

62,139

 

Less allowance

 

 

456

 

 

 

3,931

 

 

 

11,561

 

 

 

15,948

 

Carrying amount

 

 

21,096

 

 

 

25,095

 

 

 

 

 

 

46,191

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

Stage 1
12-Month ECL

 

 

Stage 2
Lifetime ECL

 

 

Stage 3
Lifetime ECL

 

 

Total

 

 

 

(in million pesos)

 

High grade

 

 

29,582

 

 

 

12,380

 

 

 

 

 

 

41,962

 

Standard grade

 

 

303

 

 

 

4,445

 

 

 

 

 

 

4,748

 

Substandard grade

 

 

 

 

 

9,430

 

 

 

 

 

 

9,430

 

Default

 

 

764

 

 

 

4,236

 

 

 

9,425

 

 

 

14,425

 

Gross carrying amount

 

 

30,649

 

 

 

30,491

 

 

 

9,425

 

 

 

70,565

 

Less allowance

 

 

764

 

 

 

4,236

 

 

 

9,425

 

 

 

14,425

 

Carrying amount

 

 

29,885

 

 

 

26,255

 

 

 

 

 

 

56,140

 

Maximum exposure to credit risk after collateral held or other credit enhancements

Collateral held as security for financial assets depends on the nature of the instrument. Debt investment securities are generally unsecured. Estimates of fair value are based on the value of collateral assessed at the time of borrowing and are regularly updated according to internal lending policies and regulatory guidelines. Generally, collateral is not held over loans and advances to us except for reverse repurchase agreements. Collateral usually is not held against investment securities, and no such collateral was held as at June 30, 2023 and December 31, 2022.

Our policies regarding obtaining collateral have not significantly changed during the reporting period and there has been no significant change in the overall quality of the collateral held by us during the year.

We have not identified significant risk concentrations arising from the nature, type or location of collateral and other credit enhancements held against our credit exposures.

F-182


 

An analysis of the maximum exposure to credit risk for the components of our consolidated statements of financial position, including derivative financial instruments as at June 30, 2023 and December 31, 2022:

 

 

 

June 30, 2023 (Unaudited)

 

 

 

Gross
Maximum
Exposure

 

 

Collateral and
Other Credit
Enhancements*

 

 

Net
Maximum
Exposure

 

 

 

(in million pesos)

 

Financial instruments at amortized cost:

 

 

45,933

 

 

 

472

 

 

 

45,461

 

Debt instruments at amortized cost

 

 

595

 

 

 

 

 

 

595

 

Other financial assets

 

 

4,049

 

 

 

 

 

 

4,049

 

Cash and cash equivalents

 

 

16,185

 

 

 

82

 

 

 

16,103

 

Short-term investments

 

 

9

 

 

 

 

 

 

9

 

Corporate subscribers

 

 

8,807

 

 

 

342

 

 

 

8,465

 

Retail subscribers

 

 

10,041

 

 

 

48

 

 

 

9,993

 

Foreign administrations

 

 

963

 

 

 

 

 

 

963

 

Domestic carriers

 

 

265

 

 

 

 

 

 

265

 

Dealers, agents and others

 

 

5,019

 

 

 

 

 

 

5,019

 

Financial instruments at FVPL:

 

 

780

 

 

 

 

 

 

780

 

Financial assets at FVPL

 

 

491

 

 

 

 

 

 

491

 

Forward foreign exchange contracts

 

 

4

 

 

 

 

 

 

4

 

Long-term foreign currency options

 

 

27

 

 

 

 

 

 

27

 

Short-term investments

 

 

258

 

 

 

 

 

 

258

 

Total

 

 

46,713

 

 

 

472

 

 

 

46,241

 

 

* Includes bank insurance, security deposits and customer deposits. We have no collateral held as at June 30, 2023.

 

 

 

December 31, 2022 (Audited)

 

 

 

Gross
Maximum
Exposure

 

 

Collateral and
Other Credit
Enhancements*

 

 

Net
Maximum
Exposure

 

 

 

(in million pesos)

 

Financial instruments at amortized cost:

 

 

55,886

 

 

 

505

 

 

 

55,381

 

Debt instruments at amortized cost

 

 

596

 

 

 

 

 

 

596

 

Other financial assets

 

 

3,695

 

 

 

 

 

 

3,695

 

Cash and cash equivalents

 

 

25,211

 

 

 

105

 

 

 

25,106

 

Short-term investments

 

 

129

 

 

 

 

 

 

129

 

Retail subscribers

 

 

10,327

 

 

 

46

 

 

 

10,281

 

Corporate subscribers

 

 

10,052

 

 

 

354

 

 

 

9,698

 

Foreign administrations

 

 

924

 

 

 

 

 

 

924

 

Domestic carriers

 

 

295

 

 

 

 

 

 

295

 

Dealers, agents and others

 

 

4,657

 

 

 

 

 

 

4,657

 

Financial instruments at FVPL:

 

 

767

 

 

 

 

 

 

767

 

Financial assets at FVPL

 

 

432

 

 

 

 

 

 

432

 

Long-term foreign currency options

 

 

81

 

 

 

 

 

 

81

 

Short-term investments

 

 

254

 

 

 

 

 

 

254

 

Total

 

 

56,653

 

 

 

505

 

 

 

56,148

 

 

F-183


 

* Includes bank insurance, security deposits and customer deposits. We have no collateral held as at December 31,
2022.

The table below provides information regarding the credit quality by class of our financial assets according to our credit ratings of counterparties as at June 30, 2023 and December 31, 2022:

 

 

 

 

 

 

Neither past due
nor credit impaired

 

 

Past due
but not

 

 

 

 

 

 

Total

 

 

Class A(1)

 

 

Class B(2)

 

 

credit impaired

 

 

Impaired

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

61,707

 

 

 

33,017

 

 

 

4,668

 

 

 

8,248

 

 

 

15,774

 

Debt instruments at amortized cost

 

 

595

 

 

 

595

 

 

 

 

 

 

 

 

 

 

Other financial assets

 

 

4,331

 

 

 

4,048

 

 

 

1

 

 

 

 

 

 

282

 

Cash and cash equivalents

 

 

16,185

 

 

 

15,898

 

 

 

287

 

 

 

 

 

 

 

Short-term investments

 

 

9

 

 

 

9

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

18,454

 

 

 

8,104

 

 

 

324

 

 

 

1,613

 

 

 

8,413

 

Corporate subscribers

 

 

14,331

 

 

 

3,688

 

 

 

1,311

 

 

 

3,808

 

 

 

5,524

 

Foreign administrations

 

 

1,108

 

 

 

177

 

 

 

329

 

 

 

457

 

 

 

145

 

Domestic carriers

 

 

267

 

 

 

 

 

 

157

 

 

 

108

 

 

 

2

 

Dealers, agents and others

 

 

6,427

 

 

 

498

 

 

 

2,259

 

 

 

2,262

 

 

 

1,408

 

Financial instruments at FVPL:

 

 

954

 

 

 

586

 

 

 

194

 

 

 

 

 

 

174

 

Financial assets at FVPL

 

 

491

 

 

 

297

 

 

 

194

 

 

 

 

 

 

 

Forward foreign exchange contracts

 

 

4

 

 

 

4

 

 

 

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

27

 

 

 

27

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

432

 

 

 

258

 

 

 

 

 

 

 

 

 

174

 

Total

 

 

62,661

 

 

 

33,603

 

 

 

4,862

 

 

 

8,248

 

 

 

15,948

 

 

(1)
This includes low risk and good paying customer accounts with no history of account treatment for a defined period and no overdue accounts as at report date; and deposits or placements to counterparties with good credit rating or bank standing financial review.
(2)
This includes medium risk and average paying customer accounts with no overdue accounts as at report date, and new customer accounts for which sufficient credit history has not been established; and deposits or placements to counterparties not classified as Class A.

 

 

 

 

 

 

Neither past due
nor credit impaired

 

 

Past due
but not

 

 

 

 

 

 

Total

 

 

Class A(1)

 

 

Class B(2)

 

 

credit impaired

 

 

Impaired

 

 

 

(in million pesos)

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

70,137

 

 

 

41,708

 

 

 

4,748

 

 

 

9,430

 

 

 

14,251

 

Debt instruments at amortized cost

 

 

596

 

 

 

596

 

 

 

 

 

 

 

 

 

 

Other financial assets

 

 

4,285

 

 

 

3,694

 

 

 

1

 

 

 

 

 

 

590

 

Cash and cash equivalents

 

 

25,211

 

 

 

24,909

 

 

 

302

 

 

 

 

 

 

 

Short-term investments

 

 

129

 

 

 

129

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

17,216

 

 

 

7,782

 

 

 

458

 

 

 

2,087

 

 

 

6,889

 

Corporate subscribers

 

 

15,151

 

 

 

3,959

 

 

 

1,543

 

 

 

4,550

 

 

 

5,099

 

Foreign administrations

 

 

1,058

 

 

 

289

 

 

 

210

 

 

 

425

 

 

 

134

 

Domestic carriers

 

 

296

 

 

 

111

 

 

 

30

 

 

 

154

 

 

 

1

 

Dealers, agents and others

 

 

6,195

 

 

 

239

 

 

 

2,204

 

 

 

2,214

 

 

 

1,538

 

Financial instruments at FVPL:

 

 

941

 

 

 

604

 

 

 

163

 

 

 

 

 

 

174

 

Financial assets at FVPL

 

 

432

 

 

 

269

 

 

 

163

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

81

 

 

 

81

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

428

 

 

 

254

 

 

 

 

 

 

 

 

 

174

 

Total

 

 

71,078

 

 

 

42,312

 

 

 

4,911

 

 

 

9,430

 

 

 

14,425

 

 

(1)
This includes low risk and good paying customer accounts with no history of account treatment for a defined period and no overdue accounts as at report date; and deposits or placements to counterparties with good credit rating or bank standing financial review.
(2)
This includes medium risk and average paying customer accounts with no overdue accounts as at report date, and new customer accounts for which sufficient credit history has not been established; and deposits or placements to counterparties not classified as Class A.

F-184


 

The aging analysis of past due but not impaired class of financial assets as at June 30, 2023 and December 31, 2022 are as follows:

 

 

 

 

 

 

 

 

 

 

Past due but not credit impaired

 

 

 

 

 

 

Total

 

 

 

Neither
past due
nor credit impaired

 

 

1-60
days

 

 

61-90
days

 

 

Over 91
days

 

 

Impaired

 

 

 

(in million pesos)

 

June 30, 2023 (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

61,707

 

 

 

 

37,685

 

 

 

3,421

 

 

 

1,253

 

 

 

3,574

 

 

 

15,774

 

Debt instruments at amortized cost

 

 

595

 

 

 

 

595

 

 

 

 

 

 

 

 

 

 

 

 

 

Other financial assets

 

 

4,331

 

 

 

 

4,049

 

 

 

 

 

 

 

 

 

 

 

 

282

 

Cash and cash equivalents

 

 

16,185

 

 

 

 

16,185

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

9

 

 

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

18,454

 

 

 

 

8,428

 

 

 

1,357

 

 

 

187

 

 

 

69

 

 

 

8,413

 

Corporate subscribers

 

 

14,331

 

 

 

 

4,999

 

 

 

1,844

 

 

 

969

 

 

 

995

 

 

 

5,524

 

Foreign administrations

 

 

1,108

 

 

 

 

506

 

 

 

62

 

 

 

29

 

 

 

366

 

 

 

145

 

Domestic carriers

 

 

267

 

 

 

 

157

 

 

 

67

 

 

 

10

 

 

 

31

 

 

 

2

 

Dealers, agents and others

 

 

6,427

 

 

 

 

2,757

 

 

 

91

 

 

 

58

 

 

 

2,113

 

 

 

1,408

 

Financial instruments at FVPL:

 

 

954

 

 

 

 

780

 

 

 

 

 

 

 

 

 

 

 

 

174

 

Financial assets at FVPL

 

 

491

 

 

 

 

491

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward foreign exchange contracts

 

 

4

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

27

 

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

432

 

 

 

 

258

 

 

 

 

 

 

 

 

 

 

 

 

174

 

Total

 

 

62,661

 

 

 

 

38,465

 

 

 

3,421

 

 

 

1,253

 

 

 

3,574

 

 

 

15,948

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022 (Audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments at amortized cost:

 

 

70,137

 

 

 

 

46,456

 

 

 

3,289

 

 

 

1,709

 

 

 

4,432

 

 

 

14,251

 

Debt instruments at amortized cost

 

 

596

 

 

 

 

596

 

 

 

 

 

 

 

 

 

 

 

 

 

Other financial assets

 

 

4,285

 

 

 

 

3,695

 

 

 

 

 

 

 

 

 

 

 

 

590

 

Cash and cash equivalents

 

 

25,211

 

 

 

 

25,211

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

129

 

 

 

 

129

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail subscribers

 

 

17,216

 

 

 

 

8,240

 

 

 

1,439

 

 

 

372

 

 

 

276

 

 

 

6,889

 

Corporate subscribers

 

 

15,151

 

 

 

 

5,502

 

 

 

1,615

 

 

 

1,214

 

 

 

1,721

 

 

 

5,099

 

Foreign administrations

 

 

1,058

 

 

 

 

499

 

 

 

37

 

 

 

14

 

 

 

374

 

 

 

134

 

Domestic carriers

 

 

296

 

 

 

 

141

 

 

 

72

 

 

 

26

 

 

 

56

 

 

 

1

 

Dealers, agents and others

 

 

6,195

 

 

 

 

2,443

 

 

 

126

 

 

 

83

 

 

 

2,005

 

 

 

1,538

 

Financial instruments at FVPL:

 

 

941

 

 

 

 

767

 

 

 

 

 

 

 

 

 

 

 

 

174

 

Financial assets at FVPL

 

 

432

 

 

 

 

432

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-term foreign currency options

 

 

81

 

 

 

 

81

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term investments

 

 

428

 

 

 

 

254

 

 

 

 

 

 

 

 

 

 

 

 

174

 

Total

 

 

71,078

 

 

 

 

47,223

 

 

 

3,289

 

 

 

1,709

 

 

 

4,432

 

 

 

14,425

 

 

F-185


 

Capital Management Risk

We aim to achieve an optimal capital structure in pursuit of our business objectives which include maintaining healthy capital ratios and strong credit ratings and maximizing shareholder value.

Our approach to capital management focuses on balancing the allocation of cash and the incurrence of debt as we seek new investment opportunities for new businesses and growth areas. On August 5, 2014, the PLDT Board of Directors approved an amendment to our dividend policy, increasing the dividend payout rate to 75% from 70% of our core EPS as regular dividends. However, in view of our elevated capital expenditures to build-out a robust, superior network to support the continued growth of data traffic, plans to invest in new adjacent businesses that will complement the current business and provide future sources of profits and dividends, and management of our cash and gearing levels, the PLDT Board of Directors approved on August 2, 2016, the amendment of our dividend policy, reducing the regular dividend payout to 60% of core EPS. Starting 2019, we based our dividend payout on telco core income. In declaring dividends, we take into consideration the interest of our shareholders, as well as our working capital, capital expenditures and debt servicing requirements. The retention of earnings may be necessary to meet the funding requirements of our business expansion and development programs.

As part of the dividend policy, in the event no investment opportunities arise, we may consider the option of returning additional cash to our shareholders in the form of special dividends or share buybacks. Philippine corporate regulations prescribe, however, that we can only pay out dividends or make capital distribution up to the amount of our unrestricted retained earnings.

Some of our debt instruments contain covenants that impose maximum leverage ratios. In addition, our credit ratings from the international credit ratings agencies are based on our ability to remain within certain leverage ratios.

No changes were made in our objectives, policies or processes for managing capital during the six months ended June 30, 2023 and 2022.

F-186


 

28.
Notes to the Statements of Cash Flows

The following table shows the changes in liabilities arising from financing activities as at June 30, 2023 and December 31, 2022:

 

 

January 1,
2023

 

 

 

 

 

Foreign exchange

 

 

 

 

 

June 30,
2023

 

 

 

(Audited)

 

 

Cash flows

 

 

movement

 

 

Others

 

 

(Unaudited)

 

 

 

(in million pesos)

 

Interest-bearing financial liabilities (Note 20)

 

 

249,580

 

 

 

18,671

 

 

 

(361

)

 

 

179

 

 

 

268,069

 

Lease liabilities (Notes 3 and 10)

 

 

42,435

 

 

 

(5,570

)

 

 

 

 

 

5,654

 

 

 

42,519

 

Derivative financial liabilities

 

 

1,150

 

 

 

(800

)

 

 

 

 

 

209

 

 

 

559

 

Accrued interests and other related costs (Note 23)

 

 

1,868

 

 

 

(4,479

)

 

 

 

 

 

4,728

 

 

 

2,117

 

Dividends (Note 19)

 

 

1,821

 

 

 

(12,736

)

 

 

 

 

 

12,677

 

 

 

1,762

 

 

 

 

296,854

 

 

 

(4,914

)

 

 

(361

)

 

 

23,447

 

 

 

315,026

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

January 1,
2022

 

 

 

 

 

Foreign exchange

 

 

 

 

 

December 31,
2022

 

 

 

(Audited)

 

 

Cash flows

 

 

movement

 

 

Others

 

 

(Audited)

 

 

 

(in million pesos)

 

Interest-bearing financial liabilities (Note 20)

 

 

252,557

 

 

 

(7,405

)

 

 

3,778

 

 

 

650

 

 

 

249,580

 

Lease liabilities (Notes 3 and 10)

 

 

21,686

 

 

 

(8,331

)

 

 

 

 

 

29,080

 

 

 

42,435

 

Derivative financial liabilities

 

 

215

 

 

 

87

 

 

 

 

 

 

848

 

 

 

1,150

 

Accrued interests and other related costs (Note 23)

 

 

1,783

 

 

 

(9,013

)

 

 

 

 

 

9,098

 

 

 

1,868

 

Dividends (Note 19)

 

 

1,708

 

 

 

(25,235

)

 

 

 

 

 

25,348

 

 

 

1,821

 

 

 

 

277,949

 

 

 

(49,897

)

 

 

3,778

 

 

 

65,024

 

 

 

296,854

 

Others include the effect of accretion of long-term borrowings, effect of recognition and accretion of lease liabilities and unrealized mark-to-market losses of derivative financial instruments, effect of accrued but not yet paid interest on interest-bearing loans and borrowings and accrual of dividends that were not yet paid at the end of the period.

Non-cash Investing Activities

The following table shows our significant non-cash investing activities and corresponding transaction amounts as at June 30, 2023 and December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Acquisition of property and equipment on account

 

 

12,149

 

 

 

14,948

 

Additions to ROU assets (Note 10)

 

 

6,837

 

 

 

34,274

 

Capitalization to property and equipment of:

 

 

 

 

 

 

Inventories

 

 

2,116

 

 

 

6,517

 

Borrowing costs (Notes 5 and 9)

 

 

988

 

 

 

1,748

 

Foreign exchange differences – net (Note 9)

 

 

7

 

 

 

351

 

 

 

22,097

 

 

 

57,838

 

Non-cash Financing Activities

The following table shows our significant non-cash financing activities and corresponding transaction amounts as at June 30, 2023 and December 31, 2022:

 

 

 

June 30,
2023

 

 

December 31,
2022

 

 

 

(Unaudited)

 

 

(Audited)

 

 

 

(in million pesos)

 

Additions to lease liabilities (Note 10)

 

 

6,931

 

 

 

34,277

 

 

F-187