UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Philippine Long Distance Telephone Company |
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(Translation of registrants name into English) | ||||
Ramon Cojuangco Building Makati Avenue, Makati City Philippines |
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(Address of principal executive office) |
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: [x] 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): [ ] | ||||
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): [ ] | ||||
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 [x] No | ||||
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a |
Copies of the disclosure letters that we filed today with the Securities and Exchange Commission and the Philippine Stock Exchange regarding the rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled “Rating Action: CRISP assigns ‘AAA’ on PLDT Co. with Stable Outlook”.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. |
Philippine Long Distance Telephone Company | ||
Date: 01/06/2014 | By: |
Ma. Lourdes C. Rausa-Chan |
Name: | Ma. Lourdes C. Rausa-Chan | |
Title: | SVP and Corporate Secretary | |
Exhibit No. | Description | |
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99 | Copies of the disclosure letters that we filed today with the Securities and Exchange Commission and the Philippine Stock Exchange regarding the rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled “Rating Action: CRISP assigns ‘AAA’ on PLDT Co. with Stable Outlook”. | |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of January 2014
Commission File Number 1-03006
Philippine Long Distance Telephone Company
(Exact Name of Registrant as Specified in Its Charter)
Ramon Cojuangco Building
Makati Avenue
Makati City
Philippines
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.)
Form 20-F Ö Form 40-F
(Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No Ö
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- )
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Some information in this report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. 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 set forth in Item 3. Key Information Risk Factors in our annual report on Form 20-F for the fiscal year ended December 31, 2012. 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.
EXHIBITS
Exhibit Number | Page | |||||
1 | Copies of the disclosure letters that we filed today with the Securities and Exchange Commission and the Philippine Stock Exchange regarding the rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled Rating Action: |
7 |
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CRISP assigns AAA on PLDT Co. with Stable Outlook.
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EXHIBIT 1
January 6, 2014
Philippine Stock Exchange
3/F Philippine Stock Exchange Plaza
Ayala Triangle, Ayala Avenue
Makati City
Attention: Ms. Janet A. Encarnacion
Head, Disclosure Department
Gentlemen:
We submit herewith a copy of SEC Form 17-C with the rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled Rating Action: CRISP assigns AAA on PLDT Co. with Stable Outlook.
Very truly yours, /s/Ma. Lourdes C. Rausa-Chan |
MA. LOURDES C. RAUSA-CHAN Corporate Secretary |
Page 1 of 7
EXHIBIT 1
January 6, 2014
SECURITIES & EXCHANGE COMMISSION
SEC Building, EDSA
Mandaluyong City
Attention: Atty. Justina Callangan
Acting Director Corporate Governance & Finance Department
Gentlemen:
We submit herewith two (2) copies of SEC Form 17-C with the rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled Rating Action: CRISP assigns AAA on PLDT Co. with Stable Outlook.
Very truly yours, /s/Ma. Lourdes C. Rausa-Chan |
MA. LOURDES C. RAUSA-CHAN Corporate Secretary |
Page 2 of 7
EXHIBIT 1
COVER SHEET
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S.E.C. Registration No. |
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A | K | A | T | I | A | V | E | . | M | A | K | A | T | I | C | I | T | Y | |||||||||||||||||||||
(Business Address: No. Street City/Town/Province)
MS. JUNE CHERYL A. CABAL-REVILLA | 816-8534 | |
Contact Person
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Remarks: Please use black ink for scanning purposes.
Page 3 of 7
EXHIBIT 1
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.1
1. | January 6, 2014 |
Date of Report (Date of earliest event reported)
2. | SEC Identification Number PW-55 |
3. | BIR Tax Identification No. 000-488-793 |
4. | PHILIPPINE LONG DISTANCE TELEPHONE COMPANY |
Exact name of issuer as specified in its charter
5. | PHILIPPINES6. (SEC Use Only)
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Province, country or other jurisdictionIndustry Classification Code |
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of Incorporation
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7. | Ramon Cojuangco Building, Makati Avenue, Makati City Address of principal office |
1200 Postal Code |
8. (632) 816-8405
Issuers telephone number, including area code
9. Not Applicable
Former name or former address, if changed since last report
10. | Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code and Sections 4 and 8 of the Revised Securities Act |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding |
Page 4 of 7
EXHIBIT 1
11. | Item 9 (Other Events) |
Attached hereto is a rating release issued by Credit Rating and Investors Services Philippines, Inc. (CRISP) entitled Rating Action: CRISP assigns AAA on PLDT Co. with Stable Outlook.
SIGNATURE
Pursuant to the requirements of the Securities Regulation Code, PLDT has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
PHILIPPINE LONG DISTANCE TELEPHONE COMPANY |
By:
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/s/Ma. Lourdes C.
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Rausa-Chan | |
MA. LOURDES C. RA Corporate Secretary |
USA-CHAN |
January 6, 2014
Page 5 of 7
EXHIBIT 1
Credit Rating and Investors Services
Philippines, Inc.
AIM Conference Center Manila
Benavidez corner Trasierra Streets
Makati City Philippines 1260
Telephone: 632-465-9368 Fax:632-465-9201 Email: ratings@crisp.com.ph
RATING ACTION:CRISP assigns AAA on PLDT Co. with Stable Outlook
Makati City, January 6, 2014 - The Credit Rating and Investors Services Philippines, Inc (CRISP) assigns a AAA issuer rating with a stable outlook on the Philippine Long Distance Telephone Company (PLDT), the countrys largest telecommunications operator. CRISPs rating assignment is based on the following rating factors:
CRISPs rating assignment is based on the following rating factors:
1. | Dominant market leadership. PLDT holds a commanding market share in terms of subscribers with over 60% in the wireless, fixed line and broadband segments of a highly competitive Philippine telecommunications industry. Based on available information, PLDT enjoys : |
| 67% share in the Wireless Market Segment. PLDT has 72 million of the countrys approximately 109 million wireless subscribers, or 67% which represents the combined market share by Smart Communications and Sun Cellular in the wireless telecommunications market. |
| 69% share of subscribers in the Fixed Line Market Segment. Out of approximately 3 million fixed line subscribers in the country, approximately 2 million are PLDT subscribers, which represents the lions share of the fixed line market segment. |
| 64% share of subscribers in the Broadband Market Segment. The combined market share of PLDT, Smart Communications and Sun Cellular amounting to about 3.3 million subscribers represents about 64% of the 5.2 million total broadband subscribers in the Philippines today. |
CRISP cites PLDTs well-timed implementation of its capital investment program as a major factor in its dominant share in the telecommunications market. In 2011 and 2012, PLDT undertook a P67 billion network transformation program that upgraded its access network and made it more efficient and capable of more advanced generations of the Long Term Evolution (LTE) technology. The investment also expanded the companys digital fiber optic transmission network, now spanning 75,000-kilometers, the countrys most extensive and resilient.
Page 6 of 7
EXHIBIT 1
2. | Strong historical financial performance. Despite competitive pressures and a changing revenue mix, PLDTs consolidated financial performance remained healthy over the last five years, with EBITDA and income margins averaging 55% and 24% respectively, while ROEs during the same period averaged about 32%. |
During the first 9 months of the current year, PLDTs unaudited operating results indicated both its EBITDA from continuing operations and overall core income growing by 4% year-on-year. Profit margin for the same period in 2013 and 2012 is holding steady at 23% while EBITDA margin grew slightly to 49% from 48% the year before. For the next 5 years, EBITDA is expected to continue to grow at low- to mid- single digits and would remain strong, with EBITDA margins averaging at about 48% for the next 5 years.
Strong cashflow. Historically, PLDT has generated strong cashflow from operations. During the last three years, PLDTs net cash flow from operations netted P80.4 billion in 2012, P79.2 billion in 2011 and P77.3 billion in 2010. After taking into account its financing and investing activities, PLDTs cash balance ended with healthy levels at P37.1 B, P46 B, and P36.7 B during the last three years beginning in 2010.
3. | Excellent Management and Governance. PLDT managements well thought-out strategy and timely execution of its investment and network transformation program ensure its current leadership position in the countrys telecommunications industry, at least for the next 5 years. The combined effect of new technologies and the improving economic status of customers has caused a shift in the predominantly wireless/fixed line market to a more sustainable and growth-driven broadband market. The current thrust of PLDT management is expected to lead the pace of innovation and development of value added services in the industry. |
CRISP views the PLDT Boards creation of its Group Enterprise Risk Management Department as a reflection of its proactive approach in addressing existing and emerging risks to its business and organization which is crucial in maintaining an organizations competitive position.
Outlook: Stable
CRISP assigns a stable credit outlook for PLDTs issuer rating as CRISP believes that PLDTs market
leadership and strong financial returns will be sustained.
Disclaimer: CRISP rating is not a recommendation to buy, sell, or hold the rated instrument. CRISPs rating opinion on the likelihood of timely payment of debt obligations does not constitute an audit of the rated institution and are based on information provided by the issuer or obtained by CRISP from sources it considers reliable. Ratings are revised by CRISP as it deems events or circumstances so warrant.
Page 7 of 7
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, thereunto duly authorized.
PHILIPPINE LONG DISTANCE TELEPHONE COMPANY |
By : /s/Ma. Lourdes C. Rausa-Chan |
Name : Ma. Lourdes C. Rausa-Chan Title : Senior Vice President, Corporate Affairs and Legal Services Head and Corporate Secretary |
Date: January 6, 2014