-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H2LL+GRwneaa6HREsWBpDx6dC5zTu6b5lwPnAkFGTD6kS+3orUHph6/UC4R7Ief3 8C8tA6MPbmXXJuBPodFxJA== 0000895345-03-000708.txt : 20031024 0000895345-03-000708.hdr.sgml : 20031024 20031024161025 ACCESSION NUMBER: 0000895345-03-000708 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031024 FILED AS OF DATE: 20031024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRUPO TELEVISA S A CENTRAL INDEX KEY: 0000912892 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-69636 FILM NUMBER: 03956614 BUSINESS ADDRESS: STREET 1: AVENIDA CHAPULTEPEC NO 28 CITY: 06724 MEXICO DF MEXI STATE: O5 ZIP: 00000 MAIL ADDRESS: STREET 1: AVENIDA CHAPULTEPEC NO. 28 STREET 2: COLONIA DOCTORES FORMER COMPANY: FORMER CONFORMED NAME: GRUPO TELEVISA S A DE CV DATE OF NAME CHANGE: 19931001 6-K 1 kr6k5_grupo.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN ISSUER PURSUANT TO RULES 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October, 2003 GRUPO TELEVISA, S.A. ------------------------------------------------- (Translation of registrant's name into English) Av. Vasco de Quiroga No. 2000, Colonia Sante Fe 01210 Mexico, D.F. --------------------------------------------------------------------- (Address of principal executive offices) (Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.) Form 20-F X Form 40-F ------- ------- (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) Yes No X ----- ----- (If "Yes" is marked indicate below the file number assigned to the registrant in connection with Rule 12g-3-2(b): 82 .) MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED FINANCIAL STATEMENTS AT SEPTEMBER 30 OF 2003 AND 2002 (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- S AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 1 TOTAL ASSETS 52,005,391 100 50,934,287 100 2 CURRENT ASSETS 18,639,013 36 16,913,859 33 3 ACCOUNTS AND DOCUMENTS RECEIVABLE (NET) 9,687,242 19 7,188,432 14 4 OTHER ACCOUNTS AND DOCUMENTS RECEIVABLE 3,303,319 6 3,625,835 7 5 OTHER ACCOUNTS AND NOTES RECEIVABLE (NET) 1,306,924 3 1,498,575 3 6 INVENTORIES 3,968,706 8 4,142,810 8 7 OTHER CURRENT ASSETS 372,822 1 458,207 1 8 LONG-TERM 3,379,622 6 3,376,537 7 9 ACCOUNTS AND DOCUMENTS RECEIVABLE (NET) 0 0 5,827 0 10 INVESTMENT IN SHARES OF SUBSIDIARIES AND NON-CONSOLIDATED 3,179,319 6 3,210,606 6 11 OTHER INVESTMENTS 200,303 0 160,104 0 12 PROPERTY, PLANT AND EQUIPMENT 15,324,578 29 15,684,181 31 13 PROPERTY 11,950,635 23 11,946,216 23 14 MACHINERY AND INDUSTRIAL 10,388,132 20 9,956,852 20 15 OTHER EQUIPMENT 2,394,309 5 2,183,335 4 16 ACCUMULATED DEPRECIATION 10,359,349 20 9,318,377 18 17 CONSTRUCTION IN PROGRESS 950,851 2 916,155 2 18 DEFERRED ASSETS (NET) 9,258,964 18 9,581,154 19 19 OTHER ASSETS 5,403,214 10 5,378,556 11 20 TOTAL LIABILITIES 28,800,241 100 27,476,232 100 21 CURRENT LIABILITIES 3,862,905 13 5,058,764 18 22 SUPPLIERS 1,956,596 7 2,216,022 8 23 BANK LOANS 284,263 1 529,199 2 24 STOCK MARKET LOANS 0 0 732,594 3 25 TAXES TO BE PAID 273,044 1 241,832 1 26 OTHER CURRENT LIABILITIES 1,349,002 5 1,339,117 5 27 LONG-TERM LIABILITIES 15,394,119 53 14,274,881 52 28 BANK LOANS 2,055,521 7 1,487,204 5 29 STOCK MARKET LOANS 12,444,653 43 12,147,468 44 30 OTHER LOANS 893,945 3 640,209 2 31 DEFERRED LOANS 7,709,203 27 6,909,862 25 32 OTHER LIABILITIES 1,834,014 6 1,232,725 4 33 CONSOLIDATED STOCKHOLDERS' EQUITY 23,205,150 100 23,458,055 100 34 MINORITY INTEREST 1,186,895 5 1,125,255 5 35 MAJORITY INTEREST 22,018,255 95 22,332,800 95 36 CONTRIBUTED CAPITAL 7,698,646 33 7,760,076 33 37 PAID-IN CAPITAL STOCK (NOMINAL) 1,498,196 6 1,512,301 6 38 RESTATEMENT OF PAID-IN CAPITAL STOCK 5,979,005 26 6,026,330 26 39 PREMIUM ON SALES OF SHARES 221,445 1 221,445 1 40 CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES 0 0 0 0 41 CAPITAL INCREASE (DECREASE) 14,319,609 62 14,572,724 62 42 RETAINED EARNINGS AND CAPITAL RESERVE 12,595,026 54 11,946,023 51 43 REPURCHASE FUNDS OF SHARES 5,219,102 22 5,643,964 24 44 EXCESS (SHORTFALL) IN RESTATEMENT OF STOCKHOLDERS' EQUITY (5,711,541) (25) (4,731,542) (20) 45 NET INCOME FOR THE YEAR 2,217,022 10 1,714,279 7
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED FINANCIAL STATEMENTS BREAKDOWN OF MAIN CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- S AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 3 CASH AND SHORT-TERM INVESTMENTS 9,687,242 100 7,188,432 100 46 CASH 245,517 3 578,392 8 47 SHORT-TERM INVESTMENTS 9,441,725 97 6,610,040 92 18 DEFERRED ASSETS (NET) 9,258,964 100 9,581,154 100 48 AMORTIZED OR REDEEMED EXPENSES 1,581,439 17 1,931,371 20 49 GOODWILL 7,677,525 83 7,649,783 80 50 DEFERRED TAXES 0 0 0 0 51 OTHERS 0 0 0 0 21 CURRENT LIABILITIES 3,862,905 100 5,058,764 100 52 FOREIGN CURRENCY LIABILITIES 2,036,095 53 3,039,094 60 53 MEXICAN PESOS LIABILITIES 1,826,810 47 2,019,670 40 24 STOCK MARKET LOANS 0 0 732,594 100 54 COMMERCIAL PAPER 0 0 732,594 100 55 CURRENT MATURITIES OF MEDIUM-TERM NOTES 0 0 0 0 56 CURRENT MATURITIES OF BONDS 0 0 0 0 26 OTHER CURRENT LIABILITIES 1,349,002 100 1,339,117 100 57 OTHER CURRENT LIABILITIES WITH COST 0 0 14,382 1 58 OTHER CURRENT LIABILITIES WITHOUT COST 1,349,002 100 1,324,735 99 27 LONG-TERM LIABILITIES 15,394,119 100 14,274,881 100 59 FOREIGN CURRENCY LIABILITIES 10,845,522 70 10,172,174 71 60 MEXICAN PESOS LIABILITIES 4,548,597 30 4,102,707 29 29 STOCK MARKET LOANS 12,444,653 100 12,147,468 100 61 BONDS 12,444,653 100 12,147,468 100 62 MEDIUM TERM NOTES 0 0 0 0 30 OTHER LOANS 893,945 100 640,209 100 63 OTHER LOANS WITH COST 0 0 0 0 64 OTHER LOANS WITHOUT COST 893,945 100 640,209 100 31 DEFERRED LOANS 7,709,203 100 6,909,862 100 65 NEGATIVE GOODWILL 0 0 0 0 66 DEFERRED TAXES 1,296,476 17 2,030,074 29 67 OTHERS 6,412,727 83 4,879,788 71 32 OTHER LIABILITIES 1,834,014 100 1,232,725 100 68 RESERVES 159,460 9 71,300 6 69 OTHERS LIABILITIES 1,674,554 91 1,161,425 94 44 EXCESS (SHORTFALL) IN RESTATEMENT OF (5,711,541) 100 (4,731,542) 100 STOCKHOLDERS' EQUITY 70 ACCUMULATED INCOME DUE TO MONETARY POSITION (29,501) (1) (29,501) (1) 71 INCOME FROM NON-MONETARY POSITION ASSETS (5,682,040) (99) (4,702,041) (99)
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED FINANCIAL STATEMENTS OTHER CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- -------------------- S AMOUNT AMOUNT - ---------------------------------------------------------------------------------------------------- 72 WORKING CAPITAL 14,776,108 11,855,095 73 PENSIONS FUND AND SENIORITY PREMIUMS 883,448 603,834 74 EXECUTIVES (*) 36 36 75 EMPLOYERS (*) 12,377 12,721 76 WORKERS (*) 0 0 77 CIRCULATION SHARES (*) 8,767,126,225 8,849,664,574 78 REPURCHASED SHARES (*) 332,785,180 283,378,543 (*) THESE CONCEPTS SHOULD BE EXPRESSED IN UNITS.
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED STATEMENTS OF INCOME FROM JANUARY 1 TO SEPTEMBER 30, 2003 AND 2002 (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- R AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 1 NET SALES 16,272,266 100 15,546,372 100 2 COST OF SALES 9,771,207 60 9,825,925 63 3 GROSS INCOME 6,501,059 40 5,720,447 37 4 OPERATING 2,487,517 15 2,586,084 17 5 OPERATING INCOME 4,013,542 25 3,134,363 20 6 TOTAL FINANCING COST 393,506 2 503,619 3 7 INCOME AFTER FINANCING COST 3,620,036 22 2,630,744 17 8 OTHER FINANCIAL OPERATIONS 353,863 2 1,302,395 8 9 INCOME BEFORE TAXES AND WORKERS' PROFIT SHARING 3,266,173 20 1,328,349 9 10 RESERVE FOR TAXES AND WORKERS' PROFIT SHARING 750,055 5 180,203 1 11 NET INCOME AFTER TAXES AND WORKERS' PROFIT SHARING 2,516,118 15 1,148,146 7 12 SHARE IN NET INCOME OF SUBSIDIARIES AND NON-CONSOLIDATED ASSOCIATES (303,703) (2) (527,697) (3) 13 CONSOLIDATED NET INCOME OF CONTINUOUS OPERATIONS 2,212,415 14 620,449 4 14 INCOME OF DISCONTINUOUS OPERATIONS 0 0 (1,125,635) (7) 15 CONSOLIDATED NET INCOME BEFORE EXTRAORDINARY ITEMS 2,212,415 14 1,746,084 11 16 EXTRAORDINARY ITEMS NET EXPENSES (INCOME) 0 0 0 0 17 NET EFFECT AT THE BEGINNING OF THE YEAR BY CHANGES IN ACCOUNTING PRINCIPLES 0 0 0 0 18 NET CONSOLIDATED INCOME 2,212,415 14 1,746,084 11 19 NET INCOME OF MINORITY INTEREST (4,607) (0) 31,805 0 20 NET INCOME OF MAJORITY INTEREST 2,217,022 14 1,714,279 11
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED STATEMENTS OF INCOME BREAKDOWN OF MAIN CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- R AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 1 NET SALES 16,272,266 100 15,546,372 100 21 DOMESTIC 13,340,818 82 13,094,275 84 22 FOREIGN 2,931,448 18 2,452,097 16 23 TRANSLATED INTO DOLLARS (***) 266,302 2 230,441 1 6 TOTAL FINANCING COST 393,506 100 503,619 100 24 INTEREST PAID 901,434 229 897,175 178 25 EXCHANGE LOSSES 700,388 178 954,906 190 26 INTEREST EARNED 514,339 131 471,458 94 27 EXCHANGE PROFITS 806,986 205 1,122,195 223 28 GAIN DUE TO MONETARY POSITION 36,117 9 117,130 23 42 LOSS ON RESTATEMENT OF UDI'S 76,892 20 128,061 25 43 GAIN ON RESTATEMENT OF UDI'S 0 0 0 0 8 OTHER FINANCIAL OPERATIONS 353,863 100 1,302,395 100 29 OTHER NET EXPENSES (INCOME) NET 353,863 100 1,302,395 100 30 (PROFIT) LOSS ON SALE OF OWN SHARES 0 0 0 0 31 (PROFIT) LOSS ON SALE OF SHORT-TERM INVESTMENTS 0 0 0 0 10 RESERVE FOR TAXES AND WORKERS' PROFIT SHARING 750,055 100 180,203 100 32 INCOME TAX 745,973 99 637,165 354 33 DEFERRED INCOME TAX (106) (0) (478,403) (265) 34 WORKERS' PROFIT SHARING 4,188 1 21,441 12 35 DEFERRED WORKERS' PROFIT SHARING 0 0 0 0 (***) THOUSANDS OF DOLLARS
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED STATEMENTS OF INCOME OTHER CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- --------------------- R AMOUNT AMOUNT - ---------------------------------------------------------------------------------------------------- 36 TOTAL SALES 17,646,333 16,899,256 37 NET INCOME OF THE YEAR 690,206 (990,172) 38 NET SALES (**) 22,781,889 21,669,071 39 OPERATION INCOME (**) 5,636,653 4,658,632 40 NET INCOME OF MAJORITY INTEREST (**) 1,257,579 2,690,306 41 NET CONSOLIDATED INCOME (**) 1,150,748 2,674,229 (**) THE RESTATED INFORMATION ON THE LAST TWELVE MONTHS SHOULD BE USED
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. QUARTERLY CONSOLIDATED STATEMENTS OF INCOME FROM JULY 1 TO SEPTEMBER 30, 2003 AND 2002 (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- R AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 1 NET SALES 5,626,083 100 5,443,990 100 2 COST OF SALES 3,406,452 61 3,366,513 62 3 GROSS INCOME 2,219,631 39 2,077,477 38 4 OPERATING 783,547 14 873,590 16 5 OPERATING INCOME 1,436,084 26 1,203,887 22 6 TOTAL FINANCING COST 36,265 1 122,950 2 7 INCOME AFTER FINANCING COST 1,399,819 25 1,080,937 20 8 OTHER FINANCIAL OPERATIONS 244,620 4 378,435 7 9 INCOME BEFORE TAXES AND WORKERS' PROFIT SHARING 1,155,199 21 702,502 13 10 RESERVE FOR TAXES AND WORKERS' PROFIT SHARING 155,869 3 167,938 3 11 NET INCOME AFTER TAXES AND WORKERS' PROFIT SHARING 999,330 18 534,564 10 12 SHARE IN NET INCOME OF SUBSIDIARIES AND NON-CONSOLIDATED ASSOCIATES (310,310) (6) (133,060) (2) 13 CONSOLIDATED NET INCOME OF CONTINUOUS OPERATIONS 689,020 12 401,504 7 14 INCOME OF DISCONTINUOUS OPERATIONS 0 0 (10,890) (0) 15 CONSOLIDATED NET INCOME BEFORE EXTRAORDINARY ITEMS 689,020 12 412,394 8 16 EXTRAORDINARY ITEMS NET EXPENSES (INCOME) 0 0 0 0 17 NET EFFECT AT THE BEGINNING OF THE YEAR BY CHANGES IN ACCOUNTING PRINCIPLES 0 0 0 0 18 NET CONSOLIDATED INCOME 689,020 12 412,394 8 19 NET INCOME OF MINORITY INTEREST 2,996 0 18,867 0 20 NET INCOME OF MAJORITY INTEREST 686,024 12 393,527 7
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. QUARTERLY CONSOLIDATED STATEMENTS OF INCOME BREAKDOWN OF MAIN CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ------------------- R AMOUNT % AMOUNT % - -------------------------------------------------------------------------------------------------------- 1 NET SALES 5,626,083 100 5,443,990 100 21 DOMESTIC 4,534,670 81 4,548,090 84 22 FOREIGN 1,091,413 19 895,900 16 23 TRANSLATED INTO DOLLARS (***) 91,840 2 82,074 2 6 TOTAL FINANCING COST 36,265 100 122,950 100 24 INTEREST PAID 294,358 812 315,658 257 25 EXCHANGE LOSSES 325,730 898 214,025 174 26 INTEREST EARNED 155,773 430 145,617 118 27 EXCHANGE PROFITS 440,047 1,213 281,432 229 28 GAIN DUE TO MONETARY POSITION (14,298) (39) (22,755) (19) 42 LOSS ON RESTATEMENT OF UDI'S 26,295 73 43,071 35 43 GAIN ON RESTATEMENT OF UDI'S 0 0 0 0 8 OTHER FINANCIAL OPERATIONS 244,620 100 378,435 100 29 OTHER NET EXPENSES (INCOME) NET 244,620 100 378,435 100 30 (PROFIT) LOSS ON SALE OF OWN SHARES 0 0 0 0 31 (PROFIT) LOSS ON SALE OF SHORT-TERM INVESTMENTS 0 0 0 0 10 RESERVE FOR TAXES AND WORKERS' PROFIT SHARING 155,869 100 167,938 100 32 INCOME TAX (72,293) (46) 118,165 70 33 DEFERRED INCOME TAX 227,087 146 43,754 26 34 WORKERS' PROFIT SHARING 1,075 1 6,019 4 35 DEFERRED WORKERS' PROFIT SHARING 0 0 0 0 (***) THOUSANDS OF DOLLARS
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION FROM JANUARY 1 TO SEPTEMBER 30, 2003 AND 2002 (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ---------------------- C AMOUNT AMOUNT - ------------------------------------------------------------------------------------------------------ 1 CONSOLIDATED NET INCOME 2,212,415 1,746,084 2 + (-) ITEMS ADDED TO INCOME WHICH DO NOT REQUIRE USING CASH 1,649,189 711,928 3 CASH FLOW FROM NET INCOME OF THE YEAR 3,861,604 2,458,012 4 CASH FLOW FROM CHANGE IN WORKING CAPITAL (671,757) (308,467) 5 CASH GENERATED (USED) IN OPERATING ACTIVITIES 3,189,847 2,149,545 6 CASH FLOW FROM EXTERNAL FINANCING (92,854) 1,234,877 7 CASH FLOW FROM INTERNAL FINANCING (1,024,237) (31,876) 8 CASH FLOW GENERATED (USED) BY FINANCING (1,117,091) 1,203,001 9 CASH FLOW GENERATED (USED) IN INVESTMENT ACTIVITIES (1,374,772) (2,246,882) 10 NET INCREASE (DECREASE) IN CASH AND SHORT-TERM INVESTMENTS 697,984 1,105,664 11 CASH AND SHORT-TERM INVESTMENTS AT THE BEGINNING OF PERIOD 8,989,258 6,082,768 12 CASH AND SHORT-TERM INVESTMENTS AT THE END OF PERIOD 9,687,242 7,188,432
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION BREAKDOWN OF MAIN CONCEPTS (Thousands of Pesos)
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR ------------------- ---------------------- C AMOUNT AMOUNT - ------------------------------------------------------------------------------------------------------ 2 + (-) ITEMS ADDED TO INCOME WHICH DO NOT REQUIRE USING CASH 1,649,189 711,928 13 DEPRECIATION AND AMORTIZATION FOR THE YEAR 1,153,526 1,098,121 14 + (-) NET INCREASE (DECREASE) IN PENSIONS FUND AND SENIORITY PREMIUMS 15 + (-) NET LOSS (PROFIT) IN MONEY EXCHANGE 16 + (-) NET LOSS (PROFIT) IN ASSETS AND LIABILITIES ACTUALIZATION 17 + (-) OTHER ITEMS 190,597 275,126 40 + (-) OTHER NON - EBITDA ITEMS 305,066 (661,319) 4 CASH FLOW FROM CHANGE IN WORKING CAPITAL (671,757) (308,467) 18 + (-) DECREASE (INCREASE) IN ACCOUNTING RECEIVABLE 6,291,156 5,581,353 19 + (-) DECREASE (INCREASE) IN INVENTORIES (27,350) (72,365) 20 + (-) DECREASE (INCREASE) IN OTHER ACCOUNT RECEIVABLE 7,152 266,662 21 + (-) INCREASE (DECREASE) IN SUPPLIER ACCOUNT (323,256) 84,446 22 + (-) INCREASE (DECREASE) IN OTHER LIABILITIES (6,619,459) (6,168,563) 6 CASH FLOW FROM EXTERNAL FINANCING (92,854) 1,234,877 23 + SHORT-TERM BANK AND STOCK MARKET FINANCING 926,803 24 + LONG-TERM BANK AND STOCK MARKET FINANCING 1,154,959 3,212,815 25 + DIVIDEND RECEIVED 26 + OTHER FINANCING 27 (-) BANK FINANCING AMORTIZATION (228,144) (2,908,940) 28 (-) STOCK MARKET AMORTIZATION (720,415) 29 (-) OTHER FINANCING AMORTIZATION (299,254) 4,199 7 CASH FLOW FROM INTERNAL FINANCING (1,024,237) (31,876) 30 + (-) INCREASE (DECREASE) IN CAPITAL STOCKS (461,564) (31,876) 31 (-) DIVIDENDS PAID (562,673) 32 + PREMIUM ON SALE OF SHARES 33 + CONTRIBUTION FOR FUTURE CAPITAL INCREASES 9 CASH FLOW GENERATED (UTILIZED) IN INVESTMENT ACTIVITIES (1,374,772) (2,246,882) 34 + (-) DECREASE (INCREASE) IN STOCK INVESTMENTS OF A PERMANENT NATURE (486,685) (1,843,038) 35 (-) ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT (585,975) (1,131,796) 36 (-) INCREASE IN CONSTRUCTIONS IN PROGRESS 37 + SALE OF OTHER PERMANENT INVESTMENTS 38 + SALE OF TANGIBLE FIXED ASSETS 219,102 127,841 39 + (-) OTHER ITEMS (521,214) 600,111
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. RATIOS CONSOLIDATED
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR P - ------------------------------------------------------------------------------------------------------ YIELD 1 NET INCOME TO NET SALES 13.60 % 11.23 % 2 NET INCOME TO STOCKHOLDERS' EQUITY (**) 5.71 % 12.05 % 3 NET INCOME TO TOTAL ASSETS (**) 2.21 % 5.25 % 4 CASH DIVIDENDS TO PREVIOUS YEAR NET INCOME 0.00 % 0.00 % 5 INCOME DUE TO MONETARY POSITION TO NET INCOME (1.63) % (6.71) % ACTIVITY 6 NET SALES TO NET ASSETS (**) 0.44 times 0.43 times 7 NET SALES TO FIXED ASSETS (**) 1.49 times 1.38 times 8 INVENTORIES ROTATION (**) 3.44 times 3.25 times 9 ACCOUNTS RECEIVABLE IN DAYS OF SALES 48 days 55 days 10 PAID INTEREST TO TOTAL LIABILITIES WITH COST (**) 8.20 % 7.66 % LEVERAGE 11 TOTAL LIABILITIES TO TOTAL ASSETS 55.38 % 53.94 % 12 TOTAL LIABILITIES TO STOCKHOLDERS' EQUITY 1.24 times 1.17 times 13 FOREIGN CURRENCY LIABILITIES TO TOTAL LIABILITIES 44.73 % 48.08 % 14 LONG-TERM LIABILITIES TO FIXED ASSETS 100.45 % 91.01 % 15 OPERATING INCOME TO INTEREST PAID 4.45 times 3.49 times 16 NET SALES TO TOTAL LIABILITIES (**) 0.79 times 0.79 times LIQUIDITY 17 CURRENT ASSETS TO CURRENT LIABILITIES 4.83 times 3.34 times 18 CURRENT ASSETS LESS INVENTORY TO CURRENT LIABILITIES 3.80 times 2.52 times 19 CURRENT ASSETS TO TOTAL LIABILITIES 0.65 times 0.62 times 20 AVAILABLE ASSETS TO CURRENT LIABILITIES 250.78 % 142.10 % CASH FLOW 21 CASH FLOW FROM NET INCOME TO NET SALES 23.73 % 15.81 % 22 CASH FLOW FROM CHANGES IN WORKING CAPITAL TO NET SALES (4.13) % (1.98) % 23 CASH GENERATED (USED) IN OPERATING TO INTEREST PAID 3.54 times 2.40 times 24 EXTERNAL FINANCING TO CASH GENERATED (USED) IN FINANCING 8.31 % 102.65 % 25 INTERNAL FINANCING TO CASH GENERATED (USED) IN FINANCING 91.69 % (2.65) % 26 ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT TO CASH GENERATED (USED) IN INVESTMENT ACTIVITIES 42.62 % 50.37 % (**) IN THESE RATIOS FOR THE DATA TAKE INTO CONSIDERATION THE LAST TWELVE MONTHS.
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. DATA PER SHARE CONSOLIDATED FINANCIAL STATEMENT
FINAL PRINTING REF QUARTER OF PRESENT QUARTER OF PREVIOUS CONCEPTS FINANCIAL YEAR FINANCIAL YEAR --------------------- ---------------------- D AMOUNT AMOUNT - ------------------------------------------------------------------------------------------------------ 1 BASIC PROFIT PER ORDINARY SHARE (**) $ .14 $ .30 2 BASIC PROFIT PER PREFERRED SHARE (**) $ .14 $ .31 3 DILUTED PROFIT PER ORDINARY SHARE (**) $ .00 $ .00 4 CONTINUOUS OPERATING PROFIT PER COMUN SHARE (**) $ .13 $ .17 5 EFFECT OF DISCONTINUOUS OPERATING ON CONTINUOUS OPERATING PROFIT PER SHARE (**) $ .00 $ .13 6 EFFECT OF EXTRAORDINARY PROFIT AND LOSS ON CONTINUOUS OPERATING PROFIT PER SHARE (**) $ .00 $ .00 7 EFFECT BY CHANGES IN ACCOUNTING POLICIES ON CONTINUOUS OPERATING PROFIT PER SHARE (**) $ .00 $ .00 8 CARRYING VALUE PER SHARE $ 2.51 $ 2.52 9 CASH DIVIDEND ACUMULATED PER SHARE $ .00 $ .00 10 DIVIDEND IN SHARES PER SHARE .00 shares .00 shares 11 MARKET PRICE TO CARRYING VALUE 2.66 times 1.71 times 12 MARKET PRICE TO BASIC PROFIT PER ORDINARY SHARE (**) 46.87 times 14.21 times 13 MARKET PRICE TO BASIC PROFIT PER PREFERENT SHARE (**) 46.57 times 14.09 times (**) TO CALCULATE THE DATA PER SHARE USE THE NET INCOME FOR THE LAST TWELVE MONTHS.
MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. FINANCIAL STATEMENT NOTES(1) CONSOLIDATED FINAL PRINTING - ----------------------------------------------------------------------------- CONSOLIDATED FINANCIAL STATEMENTS - BREAKDOWN OF MAIN CONCEPTS - S 53 MEXICAN PESOS LIABILITIES. THIS CAPTION INCLUDES, IN THE THIRD QUARTER OF 2003, LIABILITIES IN FOREIGN CURRENCY (TAXES PAYABLE) FOR AN AMOUNT OF PS.52,332, WHICH CANNOT BE PRESENTED IN S 52 (FOREIGN CURRENCY LIABILITIES) SINCE THE SYSTEM DOES NOT ALLOW A RELATED VALIDATION WITH ANNEX 5 (ANALYSIS OF CREDITS). - ------------------------------------------------------------------------------ (1) THE REPORT CONTAINS THE NOTES CORRESPONDING TO THE FINANCIAL STATEMENT AMOUNTS, INCLUDING THEIR BREAKDOWN OF MAIN CONCEPTS AND OTHER CONCEPTS. MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED FINAL PRINTING INTEGRATION OF THE PAID SOCIAL CAPITAL STOCK CHARACTERISTICS OF THE SHARES
CAPITAL STOCK NUMBER OF SHARES (Thousands of Pesos) ------------------------------------------------------------------------------------------- NOMINAL VALID FIXED VARIABLE SERIES VALUE COUPON PORTION PORTION MEXICAN SUBSCRIPTION FIXED VARIABLE - ------------------------------------------------------------------------------------------------------------------------------ A - 4,452,710,141 4,452,710,141 760,914 D - 2,157,208,042 2,157,208,042 368,641 L - 2,157,208,042 2,157,208,042 368,641 TOTAL - 8,767,126,225 - 6,609,918,183 2,157,208,042 1,498,196 - - ------------------------------------------------------------------------------------------------------------------------------ TOTAL NUMBER OF SHARES REPRESENTING THE PAID-IN CAPITAL STOCK ON THE DATE OF SENDING THE INFORMATION 8,767,126,225 SHARES PROPORTION BY : CPO's : THREE SHARES (ONE SERIES A, ONE SERIES D AND ONE SERIES L) UNITS : ADRS's : GDRS's : ADS's : GDS's : TWENTY CPO's
REPURCHASED OWN SHARES NUMBER OF MARKET VALUE OF THE SHARE SERIES SHARES AT REPURCHASE AT QUARTER ------------------------------------------------------------------------- A 126,989,072 6.35603 6.71305 D 102,898,054 6.35603 6.71305 L 102,898,054 6.35603 6.71305 MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. CONSOLIDATED FINAL PRINTING - ------------------------------------------------------------------------------ THE SHARES REPRESENTING THE COMPANY'S CAPITAL STOCK CONSISTED OF: ISSUED 9,099,911,405 REPURCHASED (332,785,180) ------------- OUTSTANDING 8,767,126,225 ============= THE COMPANY'S SHARES REPURCHASED BY THE GROUP CONSISTED OF: SHARES REPURCHASED BY GRUPO TELEVISA, S.A. 189,345,300 SHARES ACQUIRED BY TELEVISA COMERCIAL, S.A. DE C.V. 496,750,068 SHARES ACQUIRED BY TELESPECIALIDADES, S.A. DE C.V. 4,773,849 RESALE OF SHARES (30,000) CANCELATION OF SHARES (343,054,037) STOCK OPTION PLAN (15,000,000) ------------ 332,785,180 ============ NOTE: THE AVERAGE REPURCHASE AND THE MARKET VALUE OF THE SHARE AT QUARTER ARE HISTORICAL. MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA GRUPO TELEVISA, S.A. DECLARATION OF THE REGISTRANT'S OFFICERS, RESPONSIBLE FOR THE INFORMATION. WE HEREBY DECLARE THAT, TO THE EXTENT OF OUR FUNCTIONS, WE PREPARED THE INFORMATION RELATED TO THE REGISTRANT WHICH IS INCLUDED IN THIS QUARTERLY REPORT, AND, BASED ON OUR KNOWLEDGE, THIS INFORMATION FAIRLY PRESENTS THE REGISTRANT'S CONDITION. WE ALSO DECLARE THAT WE ARE NOT AWARE OF ANY OMITTED OR UNTRUE STATEMENT OF A MATERIAL FACT IN THIS QUARTERLY REPORT, OR ANY STATEMENT MADE IN THIS REPORT WHICH INCLUDES MISLEADING INFORMATION. /s/ Emilio Azcarrage Jean /a/ Alfonso de Angoitia Noriega - ------------------------------- ---------------------------------- EMILIO AZCARRAGA JEAN ALFONSO DE ANGOITIA NORIEGA PRESIDENT AND CHIEF EXECUTIVE EXECUTIVE VICE PRESIDENT OFFICER AND CHIEF FINANCIAL OFFICER MEXICO, D.F., OCTOBER 22, 2003 GENERAL DATA OF ISSUER - -------------------------------------------------------------------------------- COMPANY'S NAME: GRUPO TELEVISA, S.A. ADDRESS: AV. VASCO DE QUIROGA # 2000 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-20-00 FAX: 5261-24-94 INTERNET ADDRESS: www.televisa.com.mx TAX DATA OF THE ISSUER - -------------------------------------------------------------------------------- COMPANY TAX CODE: GTE901219GK3 ADDRESS: AV. VASCO DE QUIROGA # 2000 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. RESPONSIBLE FOR PAYMENT - -------------------------------------------------------------------------------- NAME: C.P.C. JOSE RAUL GONZALEZ LIMA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 1 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-25-77 FAX: 5261-20-43 E-MAIL: rglima@televisa.com.mx EXECUTIVES DATA - -------------------------------------------------------------------------------- BMV POSITION: CHAIRMAN OF THE BOARD POSITION: CHAIRMAN OF THE BOARD NAME: SR. EMILIO FERNANDO AZCARRAGA JEAN ADDRESS: AV. CHAPULTEPEC # 28 PISO 1 NEIGHBORHOOD: DOCTORES ZIP CODE: 06724 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5709-42-89 FAX: 5709-39-88 E-MAIL: emilio@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: GENERAL DIRECTOR POSITION: PRESIDENT AND CHIEF EXECUTIVE OFFICER NAME: SR. EMILIO FERNANDO AZCARRAGA JEAN ADDRESS: AV. CHAPULTEPEC # 28 PISO 1 NEIGHBORHOOD: DOCTORES ZIP CODE: 06724 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5709-42-89 FAX: 5709-39-88 E-MAIL: emilio@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: FINANCE DIRECTOR POSITION: EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER NAME: LIC. ALFONSO DE ANGOITIA NORIEGA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-24-52 FAX: 5261-24-54 E-MAIL: aangoitia@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE FOR SENDING CORPORATE INFORMATION THROUGH EMISNET POSITION: DIRECTOR OF CORPORATE FINANCIAL INFORMATION NAME: C.P.C. JOSE RAUL GONZALEZ LIMA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 1 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-25-77 FAX: 5261-20-43 E-MAIL: rglima@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE FOR SENDING SHARE REPURCHASE INFORMATION THROUGH EMISNET POSITION: VICE PRESIDENT OF CORPORATE FINANCE NAME: LIC. ALEXANDRE MOREIRA PENNA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 3 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-24-58 FAX: 5261-25-24 E-MAIL: apenna@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE FOR LEGAL MATTERS POSITION: VICE PRESIDENT - LEGAL AND GENERAL COUNSEL OF GRUPO TELEVISA NAME: LIC. JUAN SEBASTIAN MIJARES ORTEGA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-25-85 FAX: 5261-25-46 E-MAIL: jmijares@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: SECRETARY OF THE BOARD OF DIRECTORS POSITION: SECRETARY OF THE BOARD OF DIRECTORS NAME: LIC. JUAN SEBASTIAN MIJARES ORTEGA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-25-85 FAX: 5261-25-46 E-MAIL: jmijares@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: PROSECRETARY OF THE BOARD OF DIRECTORS POSITION: EXTERNAL GENERAL COUNSEL NAME: LIC. RICARDO MALDONADO YANEZ ADDRESS: MONTES URALES # 505, PISO 3 NEIGHBORHOOD: LOMAS DE CHAPULTEPEC ZIP CODE: 11000 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5201-74-47 FAX: 5520-10-65 E-MAIL: rmaldonado@macf.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE OF INFORMATION TO INVESTORS POSITION: DIRECTOR OF INVESTOR RELATIONS NAME: LIC. MICHEL BOYANCE BALDWIN ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-24-46 FAX: 5261-24-94 E-MAIL: mboyance@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE FOR SENDING INFORMATION THROUGH EMISNET POSITION: SECRETARY OF THE BOARD OF DIRECTORS NAME: LIC. JUAN SEBASTIAN MIJARES ORTEGA ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-25-85 FAX: 5261-25-46 E-MAIL: jmijares@televisa.com.mx - -------------------------------------------------------------------------------- BMV POSITION: RESPONSIBLE FOR SENDING RELEVANT EVENTS THROUGH EMISNET POSITION: DIRECTOR OF INVESTOR RELATIONS NAME: LIC. MICHEL BOYANCE BALDWIN ADDRESS: AV. VASCO DE QUIROGA # 2000 EDIFICIO A PISO 4 NEIGHBORHOOD: SANTA FE ZIP CODE: 01210 CITY AND STATE: MEXICO, D.F. TELEPHONE: 5261-24-46 FAX: 5261-24-94 E-MAIL: mboyance@televisa.com.mx - -------------------------------------------------------------------------------- BOARD OF DIRECTORS - -------------------------------------------------------------------------------- POSITION : PRESIDENT(S) NAME : EMILIO FERNANDO AZCARRAGA JEAN - -------------------------------------------------------------------------------- POSITION : VICE PRESIDENT(S) NAME : MARIA ASUNCION ARAMBURUZABALA LARREGUI - -------------------------------------------------------------------------------- POSITION : DIRECTOR (S) NAME : PEDRO ASPE ARMELLA NAME : JULIO BARBA HURTADO NAME : JOSE ANTONIO BASTON PATINO NAME : ANA PATRICIA BOTIN O'SHEA NAME : MANUEL JORGE CUTILLAS COVANI NAME : ALFONSO DE ANGOITIA NORIEGA NAME : CARLOS FERNANDEZ GONZALEZ NAME : BERNARDO GOMEZ MARTINEZ NAME : CLAUDIO X. GOZALEZ LAPORTE NAME : ROBERTO HERNANDEZ RAMIREZ NAME : ENRIQUE KRAUZE KLEINBORT NAME : GERMAN LARREA MOTA VELAZCO NAME : GILBERTO PEREZALONSO CIFUENTES NAME : ALEJANDRO QUINTERO INIGUEZ NAME : FERNANDO SENDEROS MESTRE NAME : ENRIQUE FRANCISCO J. SENIOR HERNANDEZ NAME : LORENZO H. ZAMBRANO TREVINO - -------------------------------------------------------------------------------- POSITION : ALTERNATE DIRECTOR (S) NAME : HERBERT ALLEN III NAME : JUAN PABLO ANDRADE FRICH NAME : LUCRECIA ARAMBURUZABALA LARREGUI NAME : FELIX ARAUJO RAMIREZ NAME : MAXIMILIANO ARTEAGA CARLEBACH NAME : JOAQUIN BALCARCEL SANTA CRUZ NAME : JUAN FERNANDO CALVILLO ARMENDARIZ NAME : RAFAEL CARABIAS PRINCIPE NAME : FRANCISCO JOSE CHEVEZ ROBELO NAME : JOSE LUIS FERNANDEZ FERNANDEZ NAME : SALVI FOLCH VIADERO NAME : LEOPOLDO GOMEZ GONZALEZ BLANCO NAME : JOSE ANTONIO LARA DEL OLMO NAME : JORGE LUTTEROTH ECHEGOYEN NAME : ALBERTO MONTIEL CASTELLANOS NAME : RAUL MORALES MEDRANO NAME : ALEXANDRE MOREIRA PENNA DA SILVA NAME : GUILLERMO NAVA GOMEZ-TAGLE - -------------------------------------------------------------------------------- POSITION : STATUTORY AUDITOR (S) NAME : MARIO SALAZAR ERDMANN - -------------------------------------------------------------------------------- POSITION : ALTERNATE STATUTORY AUDITOR (S) NAME : JOSE MIGUEL ARRIETA MENDEZ - -------------------------------------------------------------------------------- POSITION : SECRETARY (IES) OF THE BOARD NAME : JUAN SEBASTIAN MIJARES ORTEGA MEXICAN STOCK EXCHANGE STOCK EXCHANGE CODE: TLEVISA QUARTER: 3 YEAR: 2003 GRUPO TELEVISA, S.A. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ANNEX 1 CONSOLIDATED FINAL PRINTING - ------------------------------------------------------------------------------- MEXICO CITY, D.F., OCTOBER 22, 2003 -- GRUPO TELEVISA, S.A. (NYSE:TV; BMV: TLEVISA CPO) TODAY ANNOUNCED RESULTS FOR THE THIRD QUARTER OF 2003. THE RESULTS, ARE IN MILLIONS OF MEXICAN PESOS, HAVE BEEN PREPARED IN ACCORDANCE WITH MEXICAN GAAP AND ARE ADJUSTED TO PESOS IN PURCHASING POWER AS OF SEPTEMBER 30, 2003. NET SALES NET SALES INCREASED 3.3% TO PS.5,626.1 MILLION IN THE THIRD QUARTER OF 2003 FROM PS.5,444.0 MILLION IN THE THIRD QUARTER OF 2002. THE 3.3% INCREASE IN NET SALES WAS ATTRIBUTABLE TO SEVERAL FACTORS: I) 5.7% REVENUE GROWTH IN THE TELEVISION BROADCASTING SEGMENT; II) 19.8% REVENUE INCREASE IN THE PUBLISHING DISTRIBUTION SEGMENT; III) 64.4% INCREASE IN RADIO SALES; IV) 11.2% SALES INCREASE IN THE PROGRAMMING FOR PAY TELEVISION SEGMENT; V) 6.4% INCREASE IN THE PROGRAMMING LICENSING SEGMENT REVENUES; AND VI) 3.7% SALES INCREASE IN THE PUBLISHING SEGMENT. THESE INCREASES WERE PARTIALLY OFFSET BY A 14.0% REVENUE REDUCTION IN THE CABLE TELEVISION SEGMENT AND A 28.6% SALES DECREASE IN THE OTHER BUSINESSES SEGMENT. EBITDA EBITDA IS DEFINED AS OPERATING INCOME BEFORE DEPRECIATION AND AMORTIZATION. EBITDA INCREASED 15.9% TO PS.1,832.8 MILLION FROM PS.1,581.3 MILLION REPORTED IN THE SAME PERIOD OF 2002, A RECORD FOR ANY THIRD QUARTER IN THE COMPANY'S HISTORY AND THE SECOND CONSECUTIVE QUARTER IN WHICH THE COMPANY REPORTED RECORD EBITDA. CONSOLIDATED EBITDA MARGIN INCREASED TO 32.6% FROM 29.0% IN THE SAME PERIOD OF 2002, REFLECTING EBITDA GROWTH IN MOST OF OUR BUSINESS SEGMENTS, INCLUDING TELEVISION BROADCASTING, PROGRAMMING LICENSING, RADIO, PUBLISHING AND PROGRAMMING FOR PAY TELEVISION, PARTIALLY OFFSET BY EBITDA DECLINES IN THE OTHER BUSINESSES, CABLE TELEVISION AND PUBLISHING DISTRIBUTION SEGMENTS. IN ADDITION, OPERATING INCOME INCREASED 19.3% TO PS.1,436.1 MILLION IN THE THIRD QUARTER OF 2003 FROM PS.1,203.9 MILLION REPORTED IN THE SAME PERIOD OF 2002, REFLECTING HIGHER SALES AND REDUCTIONS OF 1.9% IN COST OF SALES AND 1.4% IN OPERATING EXPENSES. THE CHARGE FOR OPERATING DEPRECIATION AND AMORTIZATION WAS OF PS.396.7 MILLION AND PS.377.4 MILLION IN THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY. NET INCOME NET INCOME INCREASED TO PS.686.0 MILLION IN THE THIRD QUARTER OF 2003 COMPARED WITH PS.393.5 MILLION IN LAST YEAR'S COMPARABLE PERIOD. THE NET INCREASE OF PS.292.5 MILLION, OR 74.3%, REFLECTED A PS.232.2 MILLION INCREASE IN OPERATING INCOME; A PS.86.7 MILLION DECREASE IN INTEGRAL COST OF FINANCING; A PS.79.3 MILLION DECREASE IN RESTRUCTURING AND NON-RECURRING CHARGES; A PS.54.5 MILLION DECREASE IN OTHER EXPENSE-NET; AND A PS.12.0 MILLION DECREASE IN INCOME TAXES. THESE FAVORABLE CHANGES WERE PARTIALLY OFFSET BY A PS.177.2 MILLION INCREASE IN EQUITY IN LOSSES OF AFFILIATES. RESULTS BY BUSINESS SEGMENTS TELEVISION BROADCASTING THE 5.7% SALES INCREASE IN THE TELEVISION BROADCASTING SEGMENT (PS.3,687.6 MILLION AND PS.3,488.3 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), WAS MAINLY ATTRIBUTABLE TO TWO FACTORS: I) AN INCREASE IN ADVERTISING TIME SOLD; AND II) AN INCREASE OF 11.9% IN LOCAL SALES, DRIVEN MAINLY BY CHANNEL 4TV. TELEVISION BROADCASTING EBITDA INCREASED 13.6% TO AN UNPRECEDENTED THIRD QUARTER EBITDA OF PS.1,586.7 MILLION IN THE THIRD QUARTER OF 2003 FROM PS.1,396.2 MILLION REPORTED IN THE SAME PERIOD OF 2002. THIS GROWTH WAS ACHIEVED THROUGH HIGHER SALES AND A SLIGHT DECREASE IN COST OF SALES, PARTIALLY OFFSET BY HIGHER OPERATING EXPENSES. IN ADDITION, OPERATING INCOME ROSE 16.9% (PS.1,345.9 MILLION AND PS.1,151.5 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO A 1.6% REDUCTION IN DEPRECIATION AND AMORTIZATION COSTS. PROGRAMMING FOR PAY TELEVISION THE 11.2% INCREASE IN SALES FOR PROGRAMMING FOR PAY TELEVISION (PS.174.9 MILLION AND PS.157.3 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), RESULTED FROM BOTH HIGHER REVENUES FROM SIGNALS SOLD TO PAY TELEVISION SYSTEMS IN MEXICO AND HIGHER ADVERTISING SALES IN MEXICO. OPERATING INCOME CLIMBED 72.5% (PS.40.7 MILLION AND PS.23.6 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO HIGHER SALES, LOWER OPERATING EXPENSES PRIMARILY REFLECTING A DECREASE IN COMMISSIONS, AND A REDUCTION OF DOUBTFUL TRADE ACCOUNTS IN LATIN AMERICA, PARTIALLY OFFSET BY HIGHER COSTS OF SIGNALS BOUGHT FROM THIRD PARTIES. PROGRAMMING LICENSING THE THIRD QUARTER'S 6.4% INCREASE IN PROGRAMMING LICENSING SALES (PS.394.6 MILLION AND PS.371.0 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), WAS ATTRIBUTABLE TO AN INCREASE IN THE ROYALTIES PAID TO THE COMPANY BY UNIVISION UNDER THE UNIVISION PROGRAM LICENSE AGREEMENT, WHICH AMOUNTED TO U.S.$24.8 MILLION. THIS INCREASE WAS PARTIALLY OFFSET BY LOWER EXPORT SALES MAINLY TO LATIN AMERICA AND EUROPE. OPERATING INCOME GREW 84.2% (PS.124.7 MILLION AND PS.67.7 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), REFLECTING HIGHER SALES, LOWER COST OF SALES, AND LOWER OPERATING EXPENSES, DUE TO A REDUCTION OF DOUBTFUL TRADE ACCOUNTS IN LATIN AMERICA. PUBLISHING PUBLISHING SALES INCREASED 3.7% (PS.444.1 MILLION AND PS.428.1 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO HIGHER CIRCULATION OF MAGAZINES SOLD IN MEXICO, AS WELL AS THE POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY DENOMINATED SALES, WHICH AMOUNTED TO PS.12.4 MILLION. THESE INCREASES WERE PARTIALLY OFFSET BY LOWER CIRCULATION OF MAGAZINES SOLD ABROAD, AND FEWER ADVERTISING PAGES SOLD IN MEXICO AND ABROAD. PUBLISHING OPERATING INCOME INCREASED 31.1% (PS.79.7 MILLION AND PS.60.8 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO HIGHER SALES AND A REDUCTION IN COST OF SALES RESULTING FROM REDUCED MAGAZINE RETURNS THAT IN TURN REFLECTED EFFECTIVE ADVERTISING CAMPAIGNS AND POINT OF SALES PROMOTIONS, PARTIALLY OFFSET BY HIGHER OPERATING EXPENSES. PUBLISHING DISTRIBUTION THE 19.8% INCREASE IN PUBLISHING DISTRIBUTION SALES (PS.448.8 MILLION AND PS.374.5 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), WAS DRIVEN BY: I) HIGHER DISTRIBUTION SALES ABROAD; II) THE POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY DENOMINATED SALES, WHICH AMOUNTED TO PS.25.0 MILLION; AND III) INCREASED CIRCULATION OF MAGAZINES PUBLISHED BY THE COMPANY AND SOLD IN MEXICO. THESE INCREASES WERE PARTIALLY OFFSET BY LOWER SALES OF MAGAZINES PUBLISHED BY THIRD PARTIES AND SOLD IN MEXICO. THE OPERATING RESULT DECREASED BY PS.10.0 MILLION TO AN OPERATING LOSS OF PS.5.4 MILLION IN THE THIRD QUARTER OF 2003 TO AN OPERATING INCOME OF PS.4.6 MILLION REPORTED IN THE SAME PERIOD OF 2002; DUE TO HIGHER COST OF SALES AND OPERATING EXPENSES, RELATED TO AN INCREASE IN DOUBTFUL TRADE ACCOUNTS, PARTIALLY OFFSET BY HIGHER SALES. CABLE TELEVISION CABLE TELEVISION SALES DECREASED 14.0% (PS.236.5 MILLION AND PS.275.1 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO A DECREASE IN SUBSCRIBERS DURING THE THIRD QUARTER OF 2003. THE SUBSCRIBER BASE DECREASED TO APPROXIMATELY 383,000, OF WHICH MORE THAN 63,100 HAD DIGITAL SERVICE AS OF SEPTEMBER 30, 2003. CABLEVISION WILL START IMPLEMENTING A PHASED PROGRAM TO DIGITALIZE ITS SERVICE OVER THE NEXT TWO YEARS. OPERATING INCOME DECREASED 48.5% (PS.26.8 MILLION AND PS.52.0 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO LOWER SALES AND HIGHER DEPRECIATION AND AMORTIZATION COSTS RELATED TO THE NETWORK UPGRADE AND RELATED EQUIPMENT. THIS DECREASE WAS PARTIALLY OFFSET BY A 15.5% DECREASE IN COST OF SALES. RADIO RADIO SALES INCREASED 64.4% OVER LAST YEAR'S THIRD QUARTER (PS.56.4 MILLION AND PS.34.3 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), DUE TO HIGHER ADVERTISING TIME SOLD ESPECIALLY DURING NEWSCASTS. THE RADIO SEGMENT, ALREADY SHOWING POSITIVE SIGNS OF LAST YEAR'S RESTRUCTURING INITIATIVES, IS BENEFITING FROM IMPROVED RATINGS AND INCREASED SALES EFFORTS BY ITS NEW ADVERTISING SALES FORCE. OPERATING LOSSES DECREASED TO PS.1.1 MILLION IN THE THIRD QUARTER FROM PS.26.6 MILLION IN THE 2002 COMPARABLE PERIOD. THE IMPROVEMENT REFLECTED HIGHER SALES AND A DECREASE IN COSTS OF SALES DUE TO A REDUCTION IN HEADCOUNT, PARTIALLY OFFSET BY HIGHER OPERATING EXPENSES RELATED TO HIGHER COMMISSIONS PAID TO ITS SALES FORCE. OTHER BUSINESSES THE 28.6% DECREASE IN OTHER BUSINESSES SALES (PS.258.9 MILLION AND PS.362.8 MILLION FOR THE THIRD QUARTER OF 2003 AND 2002, RESPECTIVELY), WAS PRIMARILY DUE TO LOWER SALES IN THE FEATURE FILM DISTRIBUTION AND NATIONWIDE PAGING BUSINESSES, PARTIALLY OFFSET BY HIGHER SALES FROM THE SPORTING EVENTS PRODUCTION BUSINESS. OPERATING LOSSES INCREASED TO PS.140.1 MILLION IN THE THIRD QUARTER FROM PS.96.2 MILLION IN LAST YEAR'S COMPARABLE PERIOD, REFLECTING LOWER SALES AND HIGHER OPERATING EXPENSES, PARTIALLY OFFSET BY LOWER COST OF SALES. INTERSEGMENT SALES INTERSEGMENT SALES FOR THE THIRD QUARTER OF 2003 AND 2002, AMOUNTED TO PS.75.7 MILLION AND PS.47.4 MILLION, RESPECTIVELY. CORPORATE EXPENSES CORPORATE EXPENSES FOR THE THIRD QUARTER OF 2003 AND 2002, AMOUNTED TO PS.35.1 MILLION AND PS.33.5 MILLION, RESPECTIVELY. SKY INNOVA, S. DE R.L. DE C.V., IS A NON-CONSOLIDATED BUSINESS OF GRUPO TELEVISA AND THE PAY-TV MARKET LEADER IN MEXICO. IT PROVIDES DIRECT-TO-HOME SATELLITE TELEVISION SERVICES UNDER THE SKY BRAND NAME. FINANCIAL AND OPERATING UNAUDITED HIGHLIGHTS OF INNOVA, OF WHICH TELEVISA OWNS 60%, NEWS CORP. 30%, AND LIBERTY MEDIA 10%, ARE AS FOLLOWS: - - THE NUMBER OF GROSS ACTIVE SUBSCRIBERS INCREASED 12.7% TO 826,100, INCLUDING 46,850 COMMERCIAL SUBSCRIBERS, AS OF SEPTEMBER 30, 2003, COMPARED WITH 732,700, INCLUDING 33,700 COMMERCIAL SUBSCRIBERS, AS OF SEPTEMBER 30, 2002. - - REVENUES INCREASED 5.3% TO PS.931.8 MILLION IN THE THIRD QUARTER OF 2003 COMPARED WITH THE SAME PERIOD OF 2002, MAINLY DUE TO THE GROWTH OF ITS SUBSCRIBER BASE. - - EBITDA FOR THE THIRD QUARTER OF 2003 INCREASED 10.8% TO PS.293.6 MILLION COMPARED WITH THE SAME PERIOD OF 2002. AS A RESULT, EBITDA MARGIN INCREASED 150 BASIS POINTS TO 31.5%. - - EBIT (OPERATING INCOME) FOR THE THIRD QUARTER OF 2003 IMPROVED 106.7% TO PS.92.0 MILLION COMPARED WITH THE SAME PERIOD OF 2002. AS A RESULT, EBIT (OPERATING INCOME) MARGIN INCREASED 490 BASIS POINTS TO 9.9% IN THE THIRD QUARTER OF 2003. - - INNOVA DID NOT REQUIRE ADDITIONAL FUNDING FROM ITS SHAREHOLDERS DURING THE THIRD QUARTER OF 2003 AS A RESULT OF ITS POSITIVE CASH FLOW FROM OPERATIONS AND THE CURRENT BALANCE OF CASH RESOURCES AVAILABLE. THIS MARKS SIX STRAIGHT QUARTERS THAT INNOVA HAS NOT REQUIRED SHAREHOLDER FUNDING, AND IT DOES NOT EXPECT TO REQUIRE SHAREHOLDER FUNDING IN THE FOURTH QUARTER OF 2003. - - STANDARD & POOR'S AND MOODY'S UPGRADED INNOVA FROM B-/B3 (STABLE/STABLE) TO B+/B2 (POSITIVE/STABLE). - - SHAREHOLDER LOANS OF APPROXIMATELY U.S.$310 MILLION PLUS ACCRUED INTEREST OF APPROXIMATELY U.S.$81 MILLION WERE CAPITALIZED. - - INNOVA SUCCESSFULLY ISSUED U.S.$300 MILLION 10-YEAR SENIOR NOTES AT 9.375%. THE NET PROCEEDS OF THE OFFERING WERE USED TO REDEEM U.S.$287.0 MILLION IN AGGREGATE PRINCIPAL AMOUNT OF ITS 12 7/8% SENIOR NOTES DUE 2007, AND TO PAY A REDEMPTION PREMIUM, TAXES, FEES AND EXPENSES RELATED TO THE TRANSACTION. THIS TRANSACTION IMPROVED INNOVA'S DEBT PROFILE, GENERATING U.S.$9.3 MILLION ANNUAL GROSS CASH INTEREST EXPENSE SAVINGS, AND EXTENDS THE MATURITY OF ITS DEBT. INTEGRAL COST OF FINANCING THE EXPENSE ATTRIBUTABLE TO THE INTEGRAL COST OF FINANCING DECREASED BY PS.86.7 MILLION, OR 70.5%, TO PS.36.3 MILLION FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2003, FROM PS.123.0 MILLION FOR LAST YEAR'S COMPARABLE PERIOD. THIS VARIANCE REFLECTS: I) A PS.38.1 MILLION DECREASE IN INTEREST EXPENSE, PRIMARILY AS A RESULT OF A DECREASE IN INTEREST RATES IN THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002, A DECREASE IN THE RESTATEMENT OF UDI'S AS A RESULT OF LOWER INFLATION IN THE THIRD QUARTER OF 2003, AS WELL AS A NET GAIN ATTRIBUTABLE TO INTEREST SWAP CONTRACTS OUTSTANDING IN THE THIRD QUARTER OF 2003; II) A PS.10.2 MILLION INCREASE IN INTEREST INCOME, PRIMARILY AS A RESULT OF A HIGHER AVERAGE AMOUNT OF TEMPORARY INVESTMENTS DURING THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002, WHICH WAS PARTIALLY OFFSET BY A DECREASE IN INTEREST RATES APPLICABLE TO THESE TEMPORARY INVESTMENTS IN THE THIRD QUARTER OF 2003 COMPARED WITH THE SAME PERIOD OF LAST YEAR; AND III) A PS.174.2 MILLION FAVORABLE HEDGE EFFECT IN THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002, RESULTING FROM AN INCREASE IN THE FOREIGN EXCHANGE LOSS RELATED TO THE COMPANY'S U.S.$600 MILLION LONG-TERM DEBT MATURING IN 2011 AND 2032, WHICH IS BEING HEDGED BY THE COMPANY'S NET INVESTMENT IN UNIVISION. THESE DECREASES IN THE INTEGRAL COST OF FINANCING WERE PARTIALLY OFFSET BY A PS.127.3 MILLION INCREASE IN NET FOREIGN EXCHANGE LOSS IN THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002, PRIMARILY DUE TO THE 5.46% DEPRECIATION OF THE MEXICAN PESO COMPARED WITH THE U.S. DOLLAR DURING THE THIRD QUARTER ENDED SEPTEMBER 30, 2003, VERSUS A 2.74% DEPRECIATION OF THE MEXICAN PESO COMPARED WITH THE U.S. DOLLAR DURING THE THIRD QUARTER ENDED SEPTEMBER 30, 2002, AND A PS.8.5 MILLION DECREASE IN THE GAIN FROM MONETARY POSITION IN THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002, PRIMARILY AS A RESULT OF A REDUCTION IN THE COMPANY'S NET LIABILITY MONETARY POSITION IN THE THIRD QUARTER OF 2003 COMPARED WITH THE SAME PERIOD OF LAST YEAR. RESTRUCTURING AND NON-RECURRING CHARGES RESTRUCTURING AND NON-RECURRING CHARGES DECREASED BY PS.79.3 MILLION, OR 65.6%, TO PS.41.6 MILLION FOR THE THIRD QUARTER OF 2003 FROM PS.120.9 MILLION FOR LAST YEAR'S COMPARABLE PERIOD. THIS DECREASE PRIMARILY REFLECTS THE NON-RECURRING CHARGE TAKEN IN THE THIRD QUARTER OF 2002 IN CONNECTION WITH THE WRITE-OFF OF EXCLUSIVE RIGHTS LETTERS FOR SOCCER PLAYERS AND A DECREASE IN CHARGES RELATED TO WORK FORCE LAY-OFFS IN THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002. OTHER EXPENSE-NET OTHER EXPENSE-NET DECREASED BY PS.54.5 MILLION TO PS.203.0 MILLION FOR THE THIRD QUARTER OF 2003 FROM PS.257.5 MILLION IN LAST YEAR'S COMPARABLE PERIOD. THE DECREASE PRIMARILY REFLECTS A GAIN ON EXCHANGE OF THE REMAINING SHARES HELD BY THE COMPANY IN ITS FORMER DTH VENTURE IN SPAIN AND A REDUCTION IN FINANCIAL ADVISORY AND PROFESSIONAL SERVICES. THIS DECREASE WAS PARTIALLY OFFSET BY AN INCREASE IN DONATIONS MADE BY THE COMPANY IN THE THIRD QUARTER OF 2003. INCOME TAXES INCOME TAX, ASSETS TAX AND EMPLOYEES' PROFIT SHARING DECREASED BY PS.12.0 MILLION TO A TAX PROVISION OF PS.155.9 MILLION FOR THE THIRD QUARTER OF 2003 FROM PS.167.9 MILLION FOR LAST YEAR'S COMPARABLE PERIOD. THIS DECREASE PRIMARILY REFLECTED THE USE OF TAX LOSS CARRY-FORWARDS IN THE SECOND HALF OF 2003, WHICH EFFECT WAS PARTIALLY OFFSET BY AN INCREASE IN CONSOLIDATED ASSETS TAX, WHICH IS HIGHER THAN CONSOLIDATED INCOME TAX, AS A RESULT OF AN INCREASED ASSETS TAX BASE FOR 2003 COMPARED WITH 2002. EQUITY IN LOSSES OF AFFILIATES-NET EQUITY IN LOSSES OF AFFILIATES INCREASED BY PS.177.2 MILLION TO PS.310.3 MILLION FOR THE THIRD QUARTER OF 2003 FROM PS.133.1 MILLION FOR THE THIRD QUARTER OF 2002. THIS CHANGE PRIMARILY REFLECTS THE RECOGNITION OF ADDITIONAL EQUITY LOSSES IN INNOVA TO MAINTAIN THE COMPANY'S LIABILITY POSITION UP TO THE AMOUNT OF GUARANTEES MADE BY THE COMPANY IN CONNECTION WITH CERTAIN CAPITAL LEASE OBLIGATIONS OF THIS DTH JOINT VENTURE; AS WELL AS THE RECOGNITION IN THE THIRD QUARTER OF 2003 OF EQUITY LOSSES IN DTH TECHCO PARTNERS ("TECHCO") AS A RESULT OF ECONOMIC AND FINANCIAL DIFFICULTIES OF CERTAIN DTH RELATED PARTIES IN LATIN AMERICA TO WHICH TECHCO PROVIDES TECHNICAL SERVICES, INCLUDING SKY MULTI-COUNTRY PARTNERS ("MCOP"). THESE UNFAVORABLE VARIANCES WERE PARTIALLY OFFSET BY THE DISCONTINUATION IN DECEMBER 2002 OF RECOGNIZING ADDITIONAL EQUITY LOSSES IN EXCESS OF THE COMPANY'S GUARANTEED COMMITMENTS FOR CERTAIN INDEBTEDNESS OF MCOP, THE DTH JOINT VENTURE WITH CURRENT OPERATIONS IN COLOMBIA AND CHILE; AS WELL AS HIGHER EQUITY IN INCOME OF UNIVISION. ON SEPTEMBER 9, 2003, INNOVA CAPITALIZED ALL OF THE AMOUNTS DUE TO THE COMPANY FOR AN AMOUNT OF PS.2,560.9 MILLION IN CONNECTION WITH LONG-TERM LOANS PROVIDED TO INNOVA BY THE COMPANY IN PRIOR YEARS AND RELATED ACCRUED INTEREST. MINORITY INTEREST MINORITY INTEREST DECREASED BY PS.15.9 MILLION TO PS.3.0 MILLION FOR THE THIRD QUARTER OF 2003 FROM PS.18.9 MILLION FOR THE THIRD QUARTER OF 2002. THIS DECREASE PRIMARILY REFLECTS A DECREASE IN THE NET INCOME OF THE COMPANY'S CABLE TELEVISION SEGMENT, PARTIALLY OFFSET BY A DECREASE IN THE NET LOSS OF THE COMPANY'S RADIO SEGMENT FOR THE THIRD QUARTER OF 2003 COMPARED WITH THE THIRD QUARTER OF 2002. OTHER RELEVANT INFORMATION CREATION OF THE EXECUTIVE OFFICE OF THE CHAIRMAN TELEVISA ANNOUNCED TODAY THAT ITS BOARD OF DIRECTORS APPROVED THE CREATION OF AN EXECUTIVE OFFICE OF THE CHAIRMAN THAT WILL CONSIST OF MR. EMILIO AZCARRAGA JEAN, CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER, AND MESSRS. ALFONSO DE ANGOITIA AND BERNARDO GOMEZ, EXECUTIVE VICE-PRESIDENTS. THE EXECUTIVE OFFICE OF THE CHAIRMAN WILL BE RESPONSIBLE FOR OVERSEEING ALL TELEVISA OPERATIONS, STRATEGIC PLANNING, NEW BUSINESS INITIATIVES IN MEXICO AND ABROAD, AND SETTING OPERATING POLICIES FOR THE COMPANIES OF THE GROUP. MR. JOSE BASTON, CORPORATE VICE PRESIDENT OF TELEVISION, WILL CONTINUE TO OPERATE THE TELEVISION BUSINESS AS A WHOLE, INCLUDING PRODUCTION, PROGRAMMING, SALES AND EXPORTS, AND WILL ASSUME RESPONSIBILITY OVER THE LOCAL TELEVISION STATIONS AND THE PROGRAMMING FOR PAY TELEVISION SEGMENT. IN ADDITION, MR. DE ANGOITIA WILL BE CHAIRMAN OF THE FINANCE COMMITTEE, IN CHARGE OF DEFINING AND IMPLEMENTING THE FINANCIAL AND ADMINISTRATIVE POLICIES OF THE COMPANIES OF THE GROUP. THE BOARD OF DIRECTORS ALSO APPOINTED MR. SALVI FOLCH AS TELEVISA'S CHIEF FINANCIAL OFFICER, WHO WILL REPORT DIRECTLY TO MR. DE ANGOITIA. MR. FOLCH HAS BEEN WITH GRUPO TELEVISA SINCE YEAR 2000. FOR THE PAST 2 YEARS HE HAS SERVED AS VICE PRESIDENT OF FINANCIAL PLANNING AND BUDGET CONTROL. BEFORE HE SERVED AS VICE CHAIRMAN OF THE MEXICAN BANKING AND SECURITIES COMMISSION. HE HAS A DEGREE IN ECONOMICS AND AN MBA FROM LONDON BUSINESS SCHOOL. THE AFOREMENTIONED APPOINTMENTS WILL BECOME EFFECTIVE JANUARY 1, 2004. CAPITAL EXPENDITURES, ACQUISITIONS AND INVESTMENTS IN THE THIRD QUARTER OF 2003, THE COMPANY INVESTED APPROXIMATELY U.S.$12.3 MILLION IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES, OF WHICH APPROXIMATELY U.S.$3.0 MILLION IS RELATED TO CABLEVISION. ADDITIONALLY, IN THE THIRD QUARTER OF 2003 THE COMPANY MADE CAPITAL CONTRIBUTIONS OF APPROXIMATELY U.S.$2.5 MILLION IN "TUTV", A 50% JOINT VENTURE WITH UNIVISION FOR DISTRIBUTION OF THE COMPANY'S SPANISH-SPEAKING PROGRAMMING PACKAGES IN THE UNITED STATES, AND PROVIDED FUNDING OF APPROXIMATELY U.S.$3.6 MILLION IN LONG-TERM LOANS TO ITS LATIN AMERICAN DTH JOINT VENTURES. INNOVA HAS NOT REQUIRED SHAREHOLDER FUNDING FOR THE PAST SIX QUARTERS AND DOES NOT EXPECT TO REQUIRE LOANS OR CASH EQUITY CONTRIBUTIONS FROM ITS SHAREHOLDERS IN THE FOURTH QUARTER OF 2003. DEBT AS OF SEPTEMBER 30, 2003, THE COMPANY'S LONG-TERM DEBT MATURITIES AMOUNTED TO PS.14,500.2 MILLION, AND THE CURRENT PORTION OF LONG-TERM DEBT WAS PS.284.3 MILLION, COMPARED WITH PS.13,634.7 MILLION AND PS.1,276.2 MILLION, RESPECTIVELY, AS OF SEPTEMBER 30, 2002. ON SEPTEMBER 18, 2003 FITCH RATINGS UPGRADED GRUPO TELEVISA, S.A.'S INTERNATIONAL SCALE LOCAL CURRENCY RATING TO "BBB" FROM "BBB-" AND THE NATIONAL SCALE RATING TO "AA+(MEX)" FROM "AA(MEX)". ADDITIONALLY, FITCH AFFIRMED GRUPO TELEVISA'S INTERNATIONAL SCALE FOREIGN CURRENCY UNSECURED DEBT RATINGS OF "BBB-". THE OUTLOOK ON ALL THREE RATINGS IS "STABLE". MERGER OF UNIVISION AND HISPANIC BROADCASTING CORPORATION ON SEPTEMBER 22, 2003, UNIVISION COMMUNICATIONS INC. ("UNIVISION") AND HISPANIC BROADCASTING CORPORATION ("HBC"), THE LEADING SPANISH-LANGUAGE RADIO GROUP IN THE UNITED STATES, ANNOUNCED THAT THEY RECEIVED CLEARANCE FROM THE U.S. FEDERAL COMMUNICATIONS COMMISSION TO COMPLETE A PROPOSED MERGER OF THEIR BUSINESSES. FOLLOWING THIS APPROVAL, THE HBC COMMON STOCK WAS CONVERTED INTO 0.85 SHARES OF UNIVISION CLASS A COMMON STOCK, GIVING HBC SHAREHOLDERS APPROXIMATELY 26.5% OF UNIVISION'S FULLY DILUTED ECONOMIC OWNERSHIP. AS A RESULT OF THIS MERGER, THE GROUP'S OWNERSHIP IN UNIVISION WAS DILUTED TO 10.9% ON A FULLY DILUTED BASIS (AND TO 9.4% ON A CURRENT OWNERSHIP BASIS). HOWEVER, THE GROUP WILL INCREASE THE CARRYING VALUE OF ITS INVESTMENT IN UNIVISION BY RECOGNIZING A NET COMPREHENSIVE INCOME FROM THIS MERGER IN THE FOURTH QUARTER OF 2003, FOLLOWING THE REPORTING BY UNIVISION OF THE MERGER EFFECTS ON ITS STOCKHOLDERS' EQUITY AS OF SEPTEMBER 30, 2003. BASED ON UNIVISION'S PRELIMINARY ESTIMATES USING JUNE 30, 2003 AS THE MERGER DATE, THE INCREASE IN THE GROUP'S INVESTMENT IN UNIVISION ON A PRO FORMA BASIS WOULD HAVE BEEN APPROXIMATELY U.S.$252 MILLION. SHARE BUYBACK PROGRAM SINCE THE IMPLEMENTATION OF OUR MOST RECENTLY ANNOUNCED SHARE REPURCHASE PROGRAM, THROUGH OCTOBER 22, 2003, THE COMPANY HAS REPURCHASED APPROXIMATELY 94.8 MILLION SHARES IN THE FORM OF 31.6 MILLION CPOS FOR APPROXIMATELY PS.520.3 MILLION. TELEVISION RATINGS AND AUDIENCE SHARE NATIONAL URBAN RATINGS AND AUDIENCE SHARE REPORTED BY IBOPE CONFIRM THAT IN THE THIRD QUARTER OF 2003, TELEVISA CONTINUED TO DELIVER STRONG RATINGS AND AUDIENCE SHARES. DURING WEEKDAY PRIME TIME (19:00 TO 23:00 - MONDAY TO FRIDAY), AUDIENCE SHARE AMOUNTED TO 71.5%; IN PRIME TIME (16:00 TO 23:00 - MONDAY TO SUNDAY), AUDIENCE SHARE AMOUNTED TO 70.0%; AND IN SIGN-ON TO SIGN-OFF (6:00 TO 24:00 - MONDAY TO SUNDAY), AUDIENCE SHARE AMOUNTED TO 71.4%. ADDITIONALLY, DURING THE THIRD QUARTER OF 2003, TELEVISA AIRED 88 OF THE 100 MOST POPULAR PROGRAMS. CHANNEL 2 CONTINUES TO BE THE LEADER IN MEXICAN TELEVISION LARGELY DUE TO THE SUCCESS OF THE TELENOVELAS: "AMOR REAL," "VELO DE NOVIA," AND "CLASE 406." MOREOVER, TELEVISA CONTINUES TO SUCCESSFULLY AIR "REALITY SHOWS" SUCH AS "FEAR FACTOR," AND ON SEPTEMBER 28, 2003, LAUNCHED ITS SECOND EDITION OF "BIG BROTHER VIP." OUTLOOK FOR 2003 CONSIDERING OUR YEAR TO DATE RESULTS, WE EXPECT TO EXCEED OUR INITIAL GUIDANCE FOR THE YEAR. WE NOW EXPECT OUR 2003 TELEVISION BROADCASTING SEGMENT AND CONSOLIDATED EBITDA MARGINS TO REACH 41.5% AND 31.5%, RESPECTIVELY. GRUPO TELEVISA S.A., IS THE LARGEST MEDIA COMPANY IN THE SPANISH-SPEAKING WORLD, AND A MAJOR PLAYER IN THE INTERNATIONAL ENTERTAINMENT BUSINESS. IT HAS INTERESTS IN TELEVISION PRODUCTION AND BROADCASTING, PROGRAMMING FOR PAY TELEVISION, INTERNATIONAL DISTRIBUTION OF TELEVISION PROGRAMMING, DIRECT-TO-HOME SATELLITE SERVICES, PUBLISHING AND PUBLISHING DISTRIBUTION, CABLE TELEVISION, RADIO PRODUCTION AND BROADCASTING, PROFESSIONAL SPORTS AND SHOW BUSINESS PROMOTIONS, PAGING SERVICES, FEATURE FILM PRODUCTION AND DISTRIBUTION, DUBBING, AND THE OPERATION OF A HORIZONTAL INTERNET PORTAL. GRUPO TELEVISA ALSO HAS AN UNCONSOLIDATED EQUITY STAKE IN UNIVISION, THE LEADING SPANISH-LANGUAGE TELEVISION COMPANY IN THE UNITED STATES. THIS ANNEX CONTAINS FORWARD-LOOKING STATEMENTS REGARDING THE COMPANY'S RESULTS AND PROSPECTS. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THESE STATEMENTS. THE FORWARD-LOOKING STATEMENTS IN THIS ANNEX SHOULD BE READ IN CONJUNCTION WITH THE FACTORS DESCRIBED IN "ITEM 3. KEY INFORMATION - FORWARD-LOOKING STATEMENTS" IN THE COMPANY'S ANNUAL REPORT ON FORM 20-F, WHICH, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN FORWARD-LOOKING STATEMENTS MADE IN THIS ANNEX AND IN ORAL STATEMENTS MADE BY AUTHORIZED OFFICERS OF THE COMPANY. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THEIR DATES. THE COMPANY UNDERTAKES NO OBLIGATION TO PUBLICLY UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. FINANCIAL STATEMENT NOTES (1) ANNEX 2 - ------------------------------------------------------------------------------- GRUPO TELEVISA, S.A. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002 (IN THOUSANDS OF MEXICAN PESOS IN PURCHASING POWER AS OF JUNE 30, 2003, EXCEPT PER SHARE, PER CPO AND PER UDI VALUES) 1. ACCOUNTING POLICIES: THE CONDENSED FINANCIAL STATEMENTS OF GRUPO TELEVISA, S.A. (THE "COMPANY") AND ITS CONSOLIDATED SUBSIDIARIES (COLLECTIVELLY, THE "GROUP"), AS OF JUNE 30, 2003 AND 2002, AND FOR THE SIX MONTHS ENDED ON THOSE DATES, ARE UNAUDITED. IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS (CONSISTING PRINCIPALLY OF NORMAL RECURRING ADJUSTMENTS) NECESSARY FOR A FAIR PRESENTATION OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS HAVE BEEN INCLUDED THEREIN. FOR PURPOSES OF THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CERTAIN INFORMATION AND DISCLOSURES, NORMALLY INCLUDED IN FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH MEXICAN GENERALLY ACCEPTED ACCOUNTING PRINCIPLES ("MEXICAN GAAP"), HAVE BEEN CONDENSED OR OMITTED. THESE CONDENSED CONSOLIDATED STATEMENTS SHOULD BE READ IN CONJUNCTION WITH THE GROUP'S CONSOLIDATED AND AUDITED FINANCIAL STATEMENTS AND NOTES THERETO FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001, WHICH INCLUDE, AMONG OTHER DISCLOSURES, THE GROUP'S MOST SIGNIFICANT ACCOUNTING POLICIES, WHICH HAVE BEEN APPLIED ON A CONSISTENT BASIS FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 2003. 2. PROPERTY, PLANT AND EQUIPMENT: PROPERTY, PLANT AND EQUIPMENT AS OF JUNE 30, CONSISTED OF: 2003 2002 ------------------ ---------------- BUILDINGS Ps. 6,610,644 Ps. 6,652,421 BUILDINGS IMPROVEMENTS 1,588,980 1,631,930 TECHNICAL EQUIPMENT 9,997,332 9,561,293 FURNITURE AND FIXTURES 536,459 529,177 TRANSPORTATION EQUIPMENT 986,263 493,590 COMPUTER EQUIPMENT 793,721 708,094 ------------------ ---------------- 20,513,399 19,576,505 ACCUMULATED DEPRECIATION (9,886,699) (8,831,735) ------------------ ---------------- 10,626,700 10,744,770 3,447,426 3,516,504 LAND 1,255,041 1,164,624 CONSTRUCTION IN PROGRESS ------------------ ---------------- Ps. 15,329,167 Ps. 15,425,898 ================== ================ DEPRECIATION CHARGED TO INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002, WAS PS.549,809 AND PS.513,537, RESPECTIVELY. 3. LONG-TERM DEBT SECURITIES: AS OF JUNE 30, THE COMPANY'S LONG-TERM DEBT SECURITIES OUTSTANDING WERE AS FOLLOWS:
2003 2002 ------------------------------ ------------------------------ U.S. DOLLAR U.S. DOLLAR PRINCIPAL PRINCIPAL AMOUNTS MEXICAN AMOUNTS MEXICAN (THOUSANDS) PESOS (THOUSANDS) PESOS ------------ --------------- -------------- --------------- 11.375% SERIES "A" SENIOR NOTES DUE 2003 (SEE NOTE 13) $ - Ps. - $ 68,847 Ps. 714,668 11.875% SERIES "B" SENIOR NOTES DUE 2006 (A) 5,343 55,770 5,343 55,463 8.625% SENIOR NOTES DUE 2005 (B) 200,000 2,087,600 200,000 2,076,105 8.000% SENIOR NOTES DUE 2011 (C) 300,000 3,131,400 300,000 3,114,158 8.500% SENIOR NOTES DUE 2032 (D) 300,000 3,131,400 300,000 3,114,158 ----------- ---------------- ------------- --------------- $ 805,343 8,406,170 $ 874,190 9,074,552 ============ ============= UDI-DENOMINATED NOTES DUE 2007 (E) 3,553,201 3,543,124 ---------------- ---------------- Ps. 11,959,371 Ps. 12,617,676 ================ ================
(A) INTEREST ON THE SERIES "B" SENIOR NOTES, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 12.49% PER ANNUM, AND IS PAYABLE SEMI-ANNUALLY. THESE SECURITIES ARE UNSECURED, UNSUBORDINATED OBLIGATIONS OF THE COMPANY, RANK PARI PASSU IN RIGHT OF PAYMENT WITH ALL EXISTING AND FUTURE UNSECURED, UNSUBORDINATED OBLIGATIONS OF THE COMPANY, AND ARE SENIOR IN RIGHT OF PAYMENT TO ALL FUTURE SUBORDINATED INDEBTEDNESS OF THE COMPANY, AND ARE EFFECTIVELY SUBORDINATED TO ALL EXISTING AND FUTURE LIABILITIES OF THE COMPANY'S SUBSIDIARIES. (B) INTEREST ON THESE SENIOR NOTES, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 9.07% PER ANNUM, AND IS PAYABLE SEMI-ANNUALLY. (C) INTEREST ON THESE SENIOR NOTES, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 8.41% PER ANNUM, AND IS PAYABLE SEMI-ANNUALLY. (D) IN MARCH 2002, THE COMPANY ISSUED U.S.$300 MILLION 30-YEAR SENIOR NOTES WITH A COUPON RATE OF 8.5%. THE SENIOR NOTES WERE PRICED AT 99.431% FOR A YIELD TO MATURITY OF 8.553%. A PORTION OF THE NET PROCEEDS OF THIS OFFERING WERE USED TO REPAY ALL OF THE AMOUNTS THEN OUTSTANDING UNDER A U.S.$276 MILLION BRIDGE LOAN FACILITY WITH AN ORIGINAL MATURITY IN DECEMBER 2002. INTEREST ON THESE SENIOR NOTES, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 8.94% PER ANNUM, AND IS PAYABLE SEMI-ANNUALLY. (E) NOTES DENOMINATED IN MEXICAN INVESTMENT UNITS ("UNIDADES DE INVERSION" OR "UDIS") FOR A NOMINAL AMOUNT OF PS.3,000,000, REPRESENTING 1,086,007,800 UDIS, WITH AN ANNUAL INTEREST RATE OF 8.15% AND MATURITY IN 2007. INTEREST ON THESE NOTES IS PAYABLE SEMI-ANNUALLY. THE BALANCE AS OF JUNE 30, 2003 AND 2002 INCLUDES RESTAMENT OF PS.553,201 AND PS.414,889, RESPECTIVELY. THE UDI VALUE AS OF JUNE 30, 2003, WAS OF PS. 3.271800 PER ONE UDI. THE SENIOR NOTES DUE IN 2005, 2006, 2011 AND 2032 MAY NOT BE REDEEMED PRIOR TO MATURITY, EXCEPT IN THE EVENT OF CERTAIN CHANGES IN LAW AFFECTING THE MEXICAN WITHHOLDING TAX TREATMENT OF CERTAIN PAYMENTS ON THE SECURITIES, IN WHICH CASE THE SECURITIES WILL BE REDEEMABLE, AS A WHOLE BUT NOT IN PART, AT THE OPTION OF THE COMPANY. THE SENIOR NOTES DUE IN 2005, 2011 AND 2032 ARE UNSECURED OBLIGATIONS OF THE COMPANY, RANK EQUALLY IN RIGHT OF PAYMENT WITH ALL EXISTING AND FUTURE UNSECURED AND UNSUBORDINATED INDEBTEDNESS OF THE COMPANY, AND ARE JUNIOR IN RIGHT OF PAYMENT TO ALL OF THE EXISTING AND FUTURE LIABILITIES OF THE COMPANY'S SUBSIDIARIES. THE AGREEMENT OF THE SENIOR NOTES DUE 2005, 2011 AND 2032 CONTAINS CERTAIN COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND ITS RESTRICTED SUBSIDIARIES ENGAGED IN TELEVISION BROADCASTING, PROGRAMMING FOR PAY TELEVISION AND PROGRAMMING LICENSING, TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS. SUBSTANTALLY ALL OF THE SENIOR NOTES DUE 2005, 2011 AND 2032 ARE REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. EFFECTIVE MARCH 1, 2002, THE GROUP DESIGNATED ITS NET INVESTMENT IN UNIVISION AS AN EFFECTIVE HEDGE OF ITS U.S.$300 MILLION SENIOR NOTES DUE IN 2011 AND ITS U.S.$300 MILLION SENIOR NOTES DUE IN 2032. CONSEQUENTLY, BEGINNING MARCH 2002, ANY FOREIGN EXCHANGE GAIN OR LOSS ATTRIBUTABLE TO THIS U.S. DOLLAR LONG-TERM DEBT, BEING HEDGED BY THE GROUP'S NET INVESTMENT IN UNIVISION, IS CREDITED OR CHARGED DIRECTLY TO EQUITY (OTHER COMPREHENSIVE INCOME OR LOSS ) (SEE NOTE 7). 4. CONTINGENCIES: PAYMENTS TO BE MADE BY CERTAIN MEXICAN COMPANIES IN THE GROUP TO EMPLOYEES IN CASE OF DISMISSAL AND UNDER CERTAIN CIRCUMSTANCES PROVIDED BY THE MEXICAN LABOR LAW ARE EXPENSED AS INCURRED. IN CONJUNCTION WITH THE GROUP'S DISPOSAL OF ITS FORMER MUSIC RECORDING BUSINESS IN 2002, THE GROUP MAY HAVE TO PAY CERTAIN ADJUSTMENTS TO UNIVISION IN CONNECTION WITH AN AUDIT OF THE MUSIC RECORDING BUSINESS BY UNIVISION, WHICH IS EXPECTED TO BE RESOLVED BY THE PARTIES IN 2003. WHILE THE GROUP'S MANAGEMENT BELIEVES THAT THE OUTCOME OF THIS AUDIT WILL NOT HAVE A MATERIAL ADVERSE EFFECT ON ITS FINANCIAL POSITION OR FUTURE OPERATING RESULTS, NO ASSSURANCE CAN BE GIVEN IN THIS REGARD. IN JUNE 2003, THE COMPANY WAS NOTIFIED BY THE MEXICAN TAX AUTHORITY OF A FEDERAL TAX CLAIM MADE AGAINST THE COMPANY FOR APPROXIMATELY PS.302,000 PLUS PENALTIES AND SURCHARGES (A GROSS AMOUNT OF APPROXIMATELY PS.960,700). THE CLAIM, WHICH RELATES TO AN ALLEGED ASSETS TAX LIABILITY FOR THE YEAR ENDED DECEMBER 31, 1994, WAS ORIGINALLY BROUGHT BY THE MEXICAN TAX AUTHORITY IN 1999, BUT WAS DISMISSED IN 2002 ON PROCEDURAL GROUNDS. THE COMPANY BELIEVES THAT THIS CLAIM IS WITHOUT MERIT, AND INTENDS TO VIGOROUSLY DEFEND THIS CLAIM, ALTHOUGH NO ASSURANCES CAN BE GIVEN AS TO THE OUTCOME OF THIS DISPUTE. THERE ARE VARIOUS LEGAL ACTIONS AND OTHER CLAIMS PENDING AGAINST THE GROUP INCIDENTAL TO ITS BUSINESSES AND OPERATIONS. IN THE OPINION OF THE GROUP'S MANAGEMENT, NONE OF THESE PROCEEDINGS WILL HAVE A MATERIAL ADVERSE EFFECT ON THE GROUP'S FINANCIAL POSITION OR RESULTS OF OPERATIONS. 5. STOCKHOLDERS' EQUITY: THE MAJORITY STOCKHOLDERS' EQUITY AS OF JUNE 30, IS ANALYZED AS FOLLOWS:
2003 2002 ----------------------------- --------------------------- NOMINAL RESTATED NOMINAL RESTATED PESOS PESOS PESOS PESOS ------------- -------------- -------------- ----------- CAPITAL STOCK Ps. 1,501,045 Ps. 7,414,046 Ps. 1,513,427 Ps. 7,467,308 ------------- ------------- ADDITIONAL PAID-IN CAPITAL 187,824 219,158 187,428 218,750 ------------- -------------- LEGAL RESERVE 621,921 1,236,170 585,029 1,198,818 ------------- -------------- RESERVE FOR REPURCHASE OF SHARES 2,451,331 5,340,797 2,695,761 5,585,689 ------------- -------------- UNAPPROPRIATED EARNINGS 6,220,481 11,163,562 6,094,422 10,638,189 ------------- -------------- CUMULATIVE EFFECT OF DEFERRED TAXES (2,197,681) (2,675,513) (2,197,681) (2,675,513) ------------- -------------- NET INCOME FOR THE PERIOD -- 1,515,190 1,253,533 1,307,115 ------------- -------------- DEFICIT FROM RESTATEMENT -- (3,099,622) -- (2,495,715) ------------- -------------- -------------- ------------- TOTAL MAJORITY STOCKHOLDERS' EQUITY Ps. 21,113,788 Ps.21,244,641 ============== =============
IN SEPTEMBER 2002, IN CONNECTION WITH THE APPROVAL OF THE COMPANY'S SHAREHOLDERS TO ISSUE ADDITIONAL SERIES "A" SHARES IN AN AGGREGATE AMOUNT OF UP TO 4.5% OF THE COMPANY'S OUTSTANDING CAPITAL STOCK (430,350,671 SERIES "A" SHARES) ON APRIL 30, 2002, AND IN CONJUNCTION WITH PREEMPTIVE RIGHTS EXERCISED BY CERTAIN EXISTING HOLDERS OF SERIES "A" SHARES, THE COMPANY INCREASED ITS CAPITAL STOCK IN THE AMOUNT OF PS.415 BY ISSUING ADDITIONAL 43,117 SERIES "A" SHARES (NOT IN THE FORM OF CPOS), OF WHICH PS.408 WERE RECOGNIZED AS ADDITIONAL PAID-IN CAPITAL. FOLLOWING THIS CAPITAL STOCK INCREASE, A REMAINING OF 430,307,554 UNISSUED AUTHORIZED SERIES "A" MAY BE USED BY THE COMPANY FOR ONE OR TWO SPECIAL PURPOSE TRUSTS. ON APRIL 30, 2003, THE COMPANY'S STOCKHOLDERS APPROVED (I) A PAYMENT OF DIVIDENDS FOR AN AMOUNT OF PS.550,000, WHICH ARE PAYABLE BEGINNING JUNE 30, 2003 AS FOLLOWS: A DIVIDEND OF PS.0.18936540977 PER CPO AND A DIVIDEND OF PS.0.05260150265 PER SERIES "A" SHARE (NOT IN THE FORM OF A CPO UNIT); AND (II) THE CANCELLATION OF 33,131,712 SHARES OF CAPITAL STOCK IN THE FORM OF 11,043,904 CPOS, WHICH WERE PART OF THE REPURCHASES OF SHARES MADE BY THE COMPANY IN 2000 AND 2003. AS OF JUNE 30, 2003 AND 2002, CAPITAL STOCK IS NET OF SHARES REPURCHASED OF PS.556,399 (NOMINAL PS.83,085) AND PS.495,205 (NOMINAL PS.70,703), RESPECTIVELY. AT JUNE 30, 2003, THE COMPANY'S NUMBER OF SHARES OF CAPITAL STOCK AUTHORIZED, ISSUED, REPURCHASED AND OUTSTANDING CONSISTED OF:
SHARES AUTHORIZED ISSUED REPURCHASED (*) OUTSTANDING - ------------------------------------------ ------------------ -------------------- ------------------ SERIES "A" 5,010,006,767 4,579,699,213 121,429,672 4,458,269,541 SERIES "L" 2,260,106,096 2,260,106,096 97,338,654 2,162,767,442 SERIES "D" 2,260,106,096 2,260,106,096 97,338,654 2,162,767,442 -------------------- ------------------ -------------------- ------------------ 9,530,218,959 9,099,911,405 316,106,980 8,783,804,425 ==================== ================== ==================== ================== (*) SHARES REPURCHASED INCLUDE 265,329,162 SHARES IN THE FORM OF 88,443,054 CPOS AND ADDITIONAL 24,091,018 SERIES "A" SHARES (NOT IN THE FORM OF CPOS) THAT ARE BENEFICIALLY OWNED BY TWO OF THE COMPANY'S WHOLLY-OWNED SUBSIDIARIES (SEE NOTE 14).
6. REPURCHASE OF SHARES: AS OF JUNE 30, 2003, THE COMPANY'S STOCKHOLDERS HAD APPROVED APPROPRIATING FROM RETAINED EARNINGS A RESERVE AMOUNTING TO PS.6,442,755, FOR THE REPURCHASE OF SHARES AT THE DISCRETION OF MANAGEMENT. THE RESERVE FOR REPURCHASE OF SHARES WAS USED IN 1999, 2000 AND THE SIX MONTHS ENDED JUNE 30, 2003 IN CONNECTION WITH REPURCHASE OF SHARES IN THOSE PERIODS. IN ACCORDANCE WITH THE MEXICAN SECURITIES LAW, ANY AMOUNT OF SHARES REPURCHASED AND HELD BY THE COMPANY ARE RECOGNIZED AS A CHARGE TO STOCKHOLDERS' EQUITY, AND ANY CANCELLATION OF SHARES REPURCHASED ARE RECOGNIZED BY REDUCING THE COMPANY'S CAPITAL STOCK ISSUED FOR AN AMOUNT PROPORTIONATE TO THE SHARES CANCELLED. DURING THE SIX MONTHS ENDED JUNE 30, 2003, THE COMPANY REPURCHASED SHARES FOR THE AMOUNT OF PS.295,380, OF WHICH PS.244,891 WERE CHARGED TO THE RESERVE FOR REPURCHASE OF SHARES. THE 316,106,980 SHARES REPURCHASED AND HELD BY THE GROUP AS OF JUNE 30, 2003, ARE REFLECTED AS A CHARGE TO THE STOCKHOLDERS' EQUITY, AS FOLLOWS:
SHARES SHARES REPURCHASED BY SHARES REPURCHASED BY TWO COMPANY'S REPURCHASED BY STOCKHOLDERS' EQUITY THE COMPANY SUBSIDIARIES THE GROUP - ------------------------------------------------------------ ------------------ ---------------- CAPITAL STOCK Ps. 105,115 Ps. 161,702 Ps. 266,817 RESERVE FOR REPURCHASE OF SHARES 1,101,958 -- 1,101,958 UNAPPROPRIATED EARNINGS -- 1,947,575 1,947,575 --------------- ------------------ ---------------- TOTAL Ps. 1,207,073 Ps. 2,109,277 Ps. 3,316,350 ================ ================== =================
IN SEPTEMBER 2002, THE COMPANY ANNOUNCED A SHARE REPURCHASE PROGRAM OF UP TO U.S.$400 MIILION (PS.4,175,200) OVER THE NEXT THREE YEARS. THE COMPANY STARTED REPURCHASING SHARES IN 2003 UNDER THIS REPURCHASE PROGRAM, AND FROM JANUARY 1, THROUGH JUNE 30, 2003, THE COMPANY REPURCHASED 59,816,100 SHARES IN THE FORM OF 19,938,700 CPOS FOR PS.295,380, OF WHICH 26,686,800 SHARES IN THE FORM OF 8,895,600 CPOS WERE HELD IN TREASURY AS OF JUNE 30, 2003 (SEE NOTE 5). 7. INTEGRAL COST OF FINANCING: INTEGRAL COST OF FINANCING FOR THE SIX MONTHS ENDED JUNE 30, CONSISTED OF:
2003 2002 --------------- -------------- INTEREST EXPENSE (1) Ps. 650,882 Ps. 659,625 INTEREST INCOME (354,864) (322,477) FOREIGN EXCHANGE GAIN, NET (2) 7,639 (98,851) LOSS FROM MONETARY POSITION (3) 49,895 138,441 -------------- -------------- Ps. 353,552 Ps. 376,738 =============== ============== (1) INCLUDES RESTATEMENT OF UDIS OF PS.50,075 AND PS.84,112 IN 2003 AND 2002, RESPECTIVELY.
(2) NET OF THE LOSS OF PS.12,071 IN 2003 AND THE GAIN OF PS.494,196 IN 2002 RESULTING FROM THE FOREIGN EXCHANGE RESULT ATTRIBUTABLE TO CERTAIN LONG-TERM DEBT SECURITIES WHICH ARE HEDGED BY THE GROUP'S NET INVESTMENT IN UNIVISION. (3) THE GAIN OR LOSS FROM MONETARY POSITION REPRESENTS THE EFFECTS OF INFLATION, AS MEASURED BY THE NPCI IN THE CASE OF MEXICAN COMPANIES, OR THE GENERAL INFLATION INDEX OF EACH COUNTRY IN THE CASE OF FOREING SUBSIDIARIES, ON THE MONETARY ASSETS AND LIABILITIES AT THE BEGINNING OF EACH MONTH. INCLUDES MONETARY LOSS IN 2003 AND 2002 OF PS.50,423 AND PS.90,530, RESPECTIVELY, ARISING FROM TEMPORARY DEFFERENCES OF NON-MONETARY ITEMS IN CALCULATING DEFERRED INCOME TAX. 8. DEFERRED TAXES: THE DEFERRED INCOME TAX LIABILITY AS OF JUNE 30, WAS DERIVED FROM:
2003 2002 -------------- ---------------- ASSETS: ACCRUED LIABILITIES Ps. 587,023 Ps. 500,330 834,182 185,921 GOODWILL 1,124,635 605,946 TAX LOSS CARRYFORWARDS 254,835 63,596 ALLOWANCE FOR DOUBTFUL ACCOUNTS 1,188,460 856,742 CUSTOMER ADVANCES - 366 OTHER ITEMS --------------- --------------- 3,989,135 2,212,901 --------------- --------------- LIABILITIES: (1,815,523) (1,908,750) INVENTORIES (976,329) (916,808) PROPERTY, PLANT AND EQUIPMENT - NET (382,987) (125,282) OTHER ITEMS (1,332,830) (1,095,058) INNOVA --------------- --------------- (4,507,669) (4,045,898) --------------- --------------- (518,534) (1,832,997) DEFERRED-INCOME TAX OF MEXICAN COMPANIES (360,717) 183,507 DEFERRED TAX OF FOREIGN SUBSIDIARIES 1,564,384 1,387,281 ASSETS TAX (1,987,836) (1,089,958) VALUATION ALLOWANCE --------------- --------------- (1,302,703) (1,352,167) DEFERRED INCOME TAX LIABILITY - 549,219 DEFERRED TAX ASSETS OF DISCONTINUED OPERATIONS 268,978 - EFFECT ON CHANGE OF INCOME TAX RATES --------------- ---------------- Ps (1,033,725) Ps. (1,901,386) DEFERRED TAX LIABILITY OF CONTINUING OPERATIONS =============== ================
9. EXTRAORDINARY ITEMS: NO EXTRAORDINARY ITEMS, AS DEFINED BY MEXICAN GAAP BULLETIN A-7 "COMPARABILITY", WERE RECOGNIZED IN INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002. 10. DISCONTINUED OPERATIONS: IN DECEMBER 2001, IN CONNECTION WITH A SERIES OF TRANSACTIONS THE GROUP REACHED AN AGREEMENT WITH UNIVISION TO SELL ITS MUSIC RECORDING BUSINESS IN THE UNITED STATES AND LATIN AMERICA, WHICH SALE WAS CONSUMMATED IN APRIL 2002. ACCORDINGLY, THE RESULTS OF OPERATIONS OF THE MUSIC RECORDING BUSINESS ARE REPORTED AS DISCONTINUED OPERATIONS FOR 2002. DISCONTINUED OPERATIONS OF THE MUSIC RECORDING SEGMENT FOR THE SIX MONTHS ENDED JUNE 30, 2002, ARE PRESENTED AS FOLLOWS:
2002 ---------------- LOSS FROM MUSIC RECORDING OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 Ps. (36,613) GAIN ON DISPOSAL OF MUSIC RECORDING OPERATIONS, NET OF INCOME TAXES OF Ps.518,666. Ps. 1,139,848 ----------------- Ps. 1,103,235 =================
SUMMARIZED INFORMATION ON RESULTS OF THE DISCONTINUED MUSIC RECORDING OPERATIONS FOR THE PERIOD FROM JANUARY 1, THROUGH JUNE 30, 2002, IS AS FOLLOWS:
2002 ----------------- NET SALES Ps. 187,232 COST OF SALES 141,189 OPERATING EXPENSES 38,835 DEPRECIATION AND AMORTIZATION 788 OPERATING INCOME 6,420 INCOME BEFORE INCOME TAX (25,857) INCOME TAXES 10,756 NET LOSS FROM DISCONINUED OPERATIONS (36,613)
NO DISCONTINUED OPERATIONS, AS DEFINED BY MEXICAN GAAP BULLETIN A-7 "COMPARABILITY", WERE RECOGNIZED IN INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2003. 11. CUMULATIVE EFFECT OF ACCOUNTING CHANGES: NO CUMULATIVE EFFECT OF ACCOUNTING CHANGE WAS RECOGNIZED IN INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND 2002. 12. QUARTERLY NET RESULTS (HISTORICAL AND RESTATED): THE QUARTERLY NET RESULTS FOR THE FOUR QUARTERS ENDED JUNE 30, 2003, ARE AS FOLLOWS:
INDEX AT END QUARTER ACCUMULATED QUARTER OF PERIOD ACCUMULATED QUARTER - -------------------- ----------------- -------------- -------------- --------------- --------------- 3(degree)/ 02 Ps. 1,647,761 Ps. 378,258 101.190 Ps. 1,696,579 Ps. 389,465 4(degree)/ 02 737,836 (937,835) 102.904 747,042 (949,536) 1(degree)/ 03 250,079 250,079 104.261 249,904 249,904 2(degree)/ 03 1,515,190 1,265,286 104.188 1,515,190 1,265,286 (1) AS REPORTED IN EACH QUARTER.
13. REFINANCING ON MAY 7, 2003 THE COMPANY ENTERED INTO A LONG-TERM CREDIT AGGREEMENT WITH A MEXICAN BANK FOR AN AGGREGATE AMOUNT OF PS.800,000, WITH TWO TRANCHES OF PS.400,000 EACH. THE ANNUAL INTEREST RATE FOR THE FIRST TRANCHE EQUALS 9.35% PLUS ADDITIONAL BASIS POINTS FROM 0 TO 45 BASED ON THE MAINTENANCE OF CERTAIN FINANCIAL COVERAGE RATIOS RELATED TO INDEBTEDNESS (THE "ADDITIONAL BASIS POINTS"), AND AN ANNUAL INTEREST RATE FOR THE SECOND TRANCHE EQUAL TO THE MEXICAN INTERBANK RATE PLUS 40 BASIS POINTS PLUS ADDITIONAL BASIS POINTS. INTEREST DUE IN CONNECTION WITH THIS CREDIT AGREEMENT IS PAYABLE ON A 28-DAY BASIS. THIS INDEBTEDNESS HAS TWO SEMIANNUAL MATURITIES OF PS.40,000 EACH IN 2004, TWO SEMIANNUAL MATURITIES OF PS.120,000 EACH IN 2006 AND TWO QUARTELY MATURITIES OF PS.240,000 EACH IN 2008. THE NET PROCEEDS OF THIS CREDIT AGREEMENT WERE PRIMARILY USED TO PAY AMOUNTS OUTSTANDING UNDER THE SERIES "A" SENIOR NOTES WHICH MATURED ON MAY 15, 2003. UNDER THE TERMS OF THIS CREDIT AGREEMENT, THE COMPANY AND ITS RESTRICTED SUBSIDIARIES ENGAGED IN TELEVISION BROADCASTING, PROGRAMMING FOR PAY TELEVISION AND PROGRAMMING LICENSING ARE REQUIRED TO MAINTAIN CERTAIN FINANCIAL COVERAGE RATIOS AND ARE SUBJECT TO CERTAIN RESTRICTIVE COVENANTS SIMILAR TO THE RATIOS AND COVENANTS OF THE U.S.$100 MILLION SYNDICATED TERM LOAN. THIS CREDIT AGREEMENT WAS SUBSEQUENTLY AMENDED TO REFLECT A FIXED ANNUAL INTEREST RATE OF 8.50% PLUS ADDITIONAL BASIS POINTS FOR THE SECOND TRANCHE BEGINNING IN THE THIRD QUARTER OF 2003. 14. ACQUISITION OF TELESPECIALIDADES AND PARTIAL DISPOSAL OF VIA DIGITAL IN JUNE 2003, THE COMPANY SUBSTANTIALLY COMPLETED THE ACQUISITION OF ALL THE OUTSTANDING EQUITY OF TELESPECIALIDADES, S.A. DE C.V. ("TELESPECIALIDADES"), A COMPANY WHICH WAS OWNED BY ALL OF THE SHAREHOLDERS OF GRUPO TELEVICENTRO, S.A. DE C.V. ("TELEVICENTRO"), THE GROUP'S CONTROLLING COMPANY. THE TOTAL CONSIDERATION TO BE PAID IN THE THIRD QUARTER OF 2003 IN CONNECTION WITH THIS ACQUISITION WILL BE APPROXIMATELY U.S.$83 MILLION (PS.871,500), WHICH WILL BE FINANCED WITH CASH ON HAND. AT THE TIME OF THE ACQUISITION, TELESPECIALIDADES'S NET ASSETS CONSISTED PRINCIPALLY OF 4,773,849 SHARES OF THE COMPANY'S CAPITAL STOCK IN THE FORM OF 1,591,283 CPOS, WHICH SECURITIES WERE PREVIOUSLY OWNED BY TELEVICENTRO, AND TAX LOSS CARRYFORWARDS FOR APPROXIMATELY PS.6,457,000. THE TERMS OF THIS ACQUISITION WERE APPROVED BY THE COMPANY'S BOARD OF DIRECTORS AND AUDIT COMMITTEE. BEGINNING JUNE 30, 2003, THE GROUP RECOGNIZED THE ACQUISITION OF SHARES OF THE COMPANY IN CONNECTION WITH THE TELESPECIALIDADES ACQUISITION AS A SHARE REPURCHASE. IN APRIL 2003, THE GROUP SOLD A PORTION OF ITS MINORITY INTEREST IN THE CAPITAL STOCK OF DTS DISTRIBUIDORA DE TELEVISION DIGITAL, S.A. ("VIA DIGITAL"), A DTH VENTURE IN SPAIN. FOR AN AGGREGATE AMOUNT OF APPROXIMATELY 27.5 MILLION EUROS (PS.338,812) IN CASH. THE GROUP RECOGNIZED A PRE-TAX GAIN OF SUCH AMOUNT ON THIS SALE, WHICH REPRESENTED THE EXCESS OF THE CASH PROCEEDS OVER THE CARRYING VALUE OF THE RELATED NET INVESTMENT IN VIA DIGITAL AT THE TRANSACTION DATE. A PORTION OF THE NET PROCEEDS FROM THIS DIVESTITURE WERE USED TO PREPAY ALL OF THE AMOUNTS THEN OUTSTANDING UNDER A LONG-TERM LOAN FOR APPROXIMATELY 23.6 MILLION EUROS WITH AN ORIGINAL MATURITY IN JUNE 2003 - - - - - - - - - RELATION OF SHARES INVESTMENTS ANNEX 3 CONSOLIDATED FINAL PRINTING - ------------------------------------------------------------------------------
% TOTAL AMOUNT NUMBER OWNERSHIP (Thousands of Pesos) COMPANY NAME (1) MAIN ACTIVITIES OF SHARES (2) ACQUISITION PRESENT COST VALUE (3) - ------------------------------------------------------------------------------------------------------------------------------------ SUBSIDIARIES 1 CORPORATIVO VASCO DE QUIROGA, PROMOTION AND 19,509,544 100.00 1,836,819 1,820,193 S.A. DE C.V. DEVELOPMENT OF COMPANIES 2 CVQ ESPECTACULOS, S.A. DE C.V. PROMOTION AND 10,175,900 100.00 1,319,247 517,126 DEVELOPMENT OF COMPANIES 3 DTH EUROPA, S.A. PROMOTION AND 465,711 79.95 264,460 (622,186) DEVELOPMENT OF COMPANIES 4 EDITORA FACTUM, S.A. DE C.V. PROMOTION AND 440,289,567 100.00 1,674,850 1,631,566 DEVELOPMENT OF COMPANIES 5 EDITORIAL TELEVISA, S.A. DE C.V. PROMOTION AND 1,037,498 100.00 823,582 1,576,451 DEVELOPMENT OF COMPANIES 6 FACTUM MAS, S.A. DE C.V. PROMOTION AND 2,710,159,002 100.00 2,024,185 (3,169,997) DEVELOPMENT OF COMPANIES 7 GRUPO DISTRIBUIDORAS INTERMEX, DISTRIBUTION OF BOOKS 349,470,905 100.00 822,778 726,321 S.A. DE C.V. AND MAGAZINES 8 GRUPO RADIOPOLIS, S.A. DE C.V. PROMOTION AND 418,881,301 100.00 342,274 3,104,035 DEVELOPMENT OF COMPANIES 9 PROMO-INDUSTRIAS PROMOTION AND 515,523 100.00 102 60,538 METROPOLITANAS, S.A. DE C.V. DEVELOPMENT OF COMPANIES 10 SISTEMA RADIOPOLIS, S.A. DE C.V. COMMERCIALIZATION OF 76,070,313 50.00 764,739 201,901 RADIO PROGRAMMING 11 TELEPARABOLAS, S.L. MAINTENANCE OF 1,500 100.00 750 783 PARABOLIC DISHES 12 TELESISTEMA MEXICANO, S.A. DE C.V. COMMERCIALIZATION OF 132,009,215 100.00 9,901,180 20,919,059 TELEVISION 13 TELEVISA ARGENTINA, S.A. COMMERCIAL OPERATION 6,920,920 100.00 115,371 45,403 OF TELEVISION 14 TELEVISA, S.A. DE C.V. PRODUCTION AND 7,406,667 36.34 7,555,759 8,923,786 BROADCASTING OF T.V. PROGRAMMING 15 TELEVISION INDEPENDIENTE DE PROMOTION AND 16,997,306 99.96 1,265,724 5,026,123 MEXICO, S.A. DE C.V. DEVELOPMENT OF COMPANIES 16 CAPITALIZED INTEGRAL COST OF 1 215,687 FINANCING, 1994 17 CAPITALIZED INTEGRAL COST OF 1 384,446 FINANCING, 1995 18 CAPITALIZED INTEGRAL COST OF 1 26,646 FINANCING, 1996 19 CAPITALIZED INTEGRAL COST OF 1 22,164 FINANCING, 1998 - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL INVESTMENT IN SUBSIDIARIES 28,711,820 41,410,045 ====================================================================================================================================
RELATION OF SHARES INVESTMENTS ANNEX 3 CONSOLIDATED FINAL PRINTING - ------------------------------------------------------------------------------
% TOTAL AMOUNT NUMBER OWNERSHIP (Thousands of Pesos) COMPANY NAME (1) MAIN ACTIVITIES OF SHARES (2) ACQUISITION PRESENT COST VALUE (3) - ------------------------------------------------------------------------------------------------------------------------------------ ASSOCIATEDS 1 ARGOS COMUNICACION, S.A. DE C.V. OPERATION AND/OR 33,000,000 15.30 137,000 14,116 BROADCASTING OF T.V. 2 BOUNCYNET, INC. INTERNET PORTAL 4,700 44.76 158,265 13,233 3 DIBUJOS ANIMADOS MEXICANOS PRODUCTION OF 1,735,560 49.00 4,384 735 DIAMEX, S.A. DE C.V. ANIMATED CARTOONS 4 DISTRIBUIDORA DE REVISTAS BERTRAN, DISTRIBUTION OF BOOKS 59,990 99.99 599,990 (309) S.A.C. AND MAGAZINES 5 DTH TECHCO PARTNERS SERVICES FOR SATELLITE 1 30.00 117,900 119,495 PAY TELEVISION 6 EDITORIAL CLIO, LIBROS Y VIDEOS, PUBLISHING AND PRINTING 2,627,050 30.00 26,270 12,728 S.A. DE C.V. OF BOOKS AND MAGAZINES. 7 EDITORIAL TELEVISA ARGENTINA, S.A. DISTRIBUTION OF BOOKS 7,812,999 99.99 7,812,999 (8,291) AND MAGAZINES 8 ENDEMOL MEXICO, S.A. DE C.V. COMMERCIALIZATION OF 1,635,000 50.00 1,635 9,453 TELEVISION PROGRAMMING 9 EN VIVO ESPECTACULOS, S. DE R.L. LIVE ENTERTAINMENT IN 2 100.00 25 (2,126) DE C.V. MEXICO 10 GRUPO EUROPRODUCCIONES, S.A. PROMOTION AND 7,275 30.00 93,407 104,778 DEVELOPMENT OF COMPANIES 11 OCESA ENTRETENIMIENTO, S.A. DE LIVE ENTERTAINMENT IN 14,100,000 40.00 1,095,581 481,603 C.V. MEXICO 12 SKY LATIN AMERICA, PARTNERS ADMINISTRATIVE SERV. 1 30.00 1,974 10,251 FOR THE DTH VENTURES 13 TELEVISORA DEL YAQUI, S.A. DE C.V. OPERATION AND/OR 4,124,986 15.00 412 5,158 BROADCASTING OF T.V. 14 TUTV, LLC COMMERCIALIZATION OF 1 50.00 25,752 19,318 TELEVISION PROGRAMMING 15 UNIVISION COMMUNICATIONS, INC. BROADCASTING OF T.V. 30,187,534 13.22 5,602,976 2,399,177 SPANISH PROGRAMS - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL INVESTMENT IN ASSOCIATEDS 15,678,570 3,179,319 ==================================================================================================================================== OTHER PERMANENT INVESTMENTS 200,303 - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL 44,789,667 ====================================================================================================================================
ANNEX 5 CREDITS BREAK DOWN (Thousands of Pesos) CONSOLIDATED FINAL PRINTING
Denominated Amortization of Credits in Foreign Currency With In Pesos National Entities (Thousands of $) ------------------------------------------------------ Time Interval -------------------- ------------------------------------------------------ Credit Type/Institution Amortization Rate of Until 1 More Than Current Until 1 Until 2 Until 3 Until 4 Until 5 Date Interest Year 1 Year Year Year Year Year Year Year ==================================================================================================================================== BANKS ==================================================================================================================================== OTHER FINANCIAL ENTITIES SINDICADO 12/21/2006 2.06 BANAMEX, S.A. 5/1/2008 8.93 40,000 760,000 BANCA SERFIN, S.A. 5/15/2006 5.75 64,000 112,000 BANAMEX, S.A. 7/24/2004 5.48 152,625 BANK OF AMERICA 3/31/2010 2.37 BNP PARIBAS 3/28/2008 1.53 SUNTRUST BANK MIAMI, NATIONAL 4/1/2008 4.58 INBURSA, S.A. 11/1/2006 5.93 7,854 12,051 BANCO DE BILBAO VIZCAYA, S.A. 1/30/2006 5.86 LEASING DE OCCIDENTE 3/19/2005 13.87 LEASING DEL VALLE 2/8/2004 13.53 LEASING DE COLOMBIA 3/21/2005 14.53 ==================================================================================================================================== TOTAL BANKS 264,479 884,051 - - - - - - ==================================================================================================================================== STOCK EXCHANGE PRIVATE PLACEMENTS ==================================================================================================================================== UNSECURED DEBT - ------------------------------------------------------------------------------------------------------------------------------------ HOLDERS 5/13/2006 12.49 HOLDERS 8/8/2005 9.07 HOLDERS 9/13/2011 8.41 HOLDERS 3/11/2032 8.94 UDI DENOMINATED-NOTES 4/13/2007 8.15 3,579,437 ==================================================================================================================================== TOTAL STOCK EXCHANGE - 3,579,437 - - - - - - ==================================================================================================================================== SUPPLIERS ==================================================================================================================================== VARIOUS 350,342 1,234,943 ==================================================================================================================================== TOTAL SUPPLIERS 350,342 - - 1,234,943 - - - - ==================================================================================================================================== OTHER CURRENT LIABILITIES AND OTHER CREDITS ==================================================================================================================================== VARIOUS 938,945 85,109 320,190 752,837 ==================================================================================================================================== TOTAL OTHER CURRENT LIABILITIES AND OTHER CREDITS 938,945 85,109 - 320,190 752,837 - - - ==================================================================================================================================== 1,553,766 4,548,597 - 1,555,133 752,837 - - - ====================================================================================================================================
CREDITS BREAK DOWN (Thousands of Pesos)
Amortization of Credits in Foreign Currency With National Entities (Thousands of $) ------------------------------------------------------------- Time Interval ------------------------------------------------------------- Credit Type/Institution Current Until 1 Until 2 Until 3 Until 4 Until 5 Year Year Year Year Year Year =================================================================================================== BANKS =================================================================================================== OTHER FINANCIAL ENTITIES SINDICADO 440,320 660,480 BANAMEX, S.A. BANCA SERFIN, S.A. BANAMEX, S.A. BANK OF AMERICA 138 414 552 552 552 28,940 BNP PARIBAS 2,840 4,973 5,920 5,564 5,921 1,154 SUNTRUST BANK MIAMI, NATIONAL 1,118 3,354 4,788 4,788 4,788 3,592 INBURSA, S.A. BANCO DE BILBAO VIZCAYA, S.A. 1,083 5,068 2,664 440 LEASING DE OCCIDENTE 115 370 396 LEASING DEL VALLE 52 154 9 LEASING DE COLOMBIA 26 79 50 =================================================================================================== TOTAL BANKS 5,372 14,412 454,699 671,824 11,261 33,686 =================================================================================================== STOCK EXCHANGE PRIVATE PLACEMENTS =================================================================================================== UNSECURED DEBT - --------------------------------------------------------------------------------------------------- HOLDERS 58,816 HOLDERS 2,201,600 HOLDERS 3,302,400 HOLDERS 3,302,400 UDI DENOMINATED-NOTES =================================================================================================== TOTAL STOCK EXCHANGE - - 2,201,600 58,816 0 6,604,800 =================================================================================================== SUPPLIERS =================================================================================================== VARIOUS 371,311 =================================================================================================== TOTAL SUPPLIERS - 371,311 - - - - =================================================================================================== OTHER CURRENT LIABILITIES AND OTHER CREDITS =================================================================================================== VARIOUS - 89,867 55,999 =================================================================================================== TOTAL OTHER CURRENT LIABILITIES AND OTHER CREDITS - 89,867 55,999 - - - =================================================================================================== 5,372 475,590 2,712,298 730,640 11,261 6,638,486 =================================================================================================== NOTES THE BANCO NACIONAL DE MEXICO LOAN WAS REFINACED IN JULY 2000, AND THE MATURITY OF SUCH LOAN AND INTEREST PAYABLE WERE CHANGED AS REFLECTED IN THIS SCHEDULE. THE EXCHANGE RATES FOR THE CREDITS DENOMINATED IN FOREIGN CURRENCY WERE AS FOLLOWS : $ 11.0080 PESOS PER U.S. DOLLAR 0.0038 PESOS PER COLOMBIAN PESO
MONETARY FOREIGN CURRENCY POSITION (Thousands of Pesos) ANNEX 6 CONSOLIDATED FINAL PRINTING
DOLLARS (1) OTHER CURRENCIES ----------------------------- --------------------------------- TOTAL TRADE BALANCE THOUSANDS THOUSANDS THOUSANDS THOUSANDS THOUSANDS OF DOLLARS OF PESOS OF DOLLARS OF PESOS OF PESOS - --------------------------------------------------------------------------------------------------------------------------- TOTAL ASSETS 360,713 3,970,729 56,288 619,618 4,590,347 LIABILITIES POSITION 1,148,004 12,637,228 26,955 296,721 12,933,949 SHORT-TERM LIABILITIES POSITION 162,933 1,793,566 26,786 294,861 2,088,427 LONG-TERM LIABILITIES POSITION 985,071 10,843,662 169 1,860 10,845,522 - --------------------------------------------------------------------------------------------------------------------------- NET BALANCE (787,291) (8,666,499) 29,333 322,897 (8,343,602) =========================================================================================================================== NOTES THE EXCHANGE RATES USED FOR TRANSLATION WERE AS FOLLOWS : $ 11.0080 PESOS PER U.S. DOLLAR 12.9600 PESOS PER EURO 3.7698 PESOS PER ARGENTINEAN PESO 11.0080 PESOS PER PANAMANIAN BALBOA 0.0167 PESOS PER CHILEAN PESO 0.0038 PESOS PER COLOMBIAN PESO 3.1641 PESOS PER PERUVIAN NUEVO SOL 18.5900 PESOS PER POUNDS STERLING 11.0080 PESOS PER ECUADORIAN SUCRE THIS INFORMATION IS REPRESENTED ON A CONSOLIDATED BASIS AND INCLUDES, ACCORDINGLY, INFORMATION OF FOREIGN SUBSIDIARIES.
INTEGRATION AND INCOME CALCULATION BY MONETARY POSITION (1) (Thousands of Pesos) ANNEX 7 CONSOLIDATED FINAL PRINTING
(ASSET) LIABILITIES MONTHLY MONTH MONETARY MONETARY MONETARY MONTHLY (PROFIT) ASSETS LIABILITIES POSITION INFLATION AND LOSS - --------------------------------------------------------------------------------------------------------------------------- JANUARY 20,592 20,999 407 0.00 1,643 FEBRUARY 20,893 19,276 (1,617) 0.00 (4,489) MARCH 19,330 21,199 1,869 0.01 11,796 APRIL 19,051 21,537 2,486 0.00 4,245 MAY 18,955 21,320 2,365 0.00 (7,630) JUNE 18,504 21,587 3,083 0.00 2,547 JULY 16,651 20,412 3,761 0.00 5,449 AUGUST 16,593 20,277 3,684 0.00 11,050 SEPTEMBER 20,552 21,033 481 0.01 2,647 OCTOBER - 0.00 - NOVEMBER - 0.00 - DECEMBER - 0.00 - ACTUALIZATION: - 152 CAPITALIZATION: - - FOREIGN CORP.: - 29,913 OTHER - (93,440) - --------------------------------------------------------------------------------------------------------------------------- TOTAL (36,117) =========================================================================================================================== NOTES THE AMOUNT REFLECTED IN "OTHER" INCLUDES A GAIN FROM MONETARY POSITION DERIVED FROM DEFERRED TAXES FOR PS. 93,111 WHICH WAS CLASSIFIED IN THE DEFERRED INCOME TAX PROVISION IN ACCORDANCE WITH THE GUIDELINES PROVIDED BY BULLETIN D-4 FOR DEFERRED TAXES.
CONVENANTS ON BONDS AND MEDIUM-TERM NOTES LISTED IN STOCK MARKET ANNEX 8 CONSOLIDATED FINAL PRINTING FINANCIAL LIMITED BASED IN ISSUED DEED AND/OR TITLE THE AGREEMENTS OF THE U.S.$200 MILLION, U.S.$300 MILLION AND U.S.$300 MILLION SENIOR NOTES WITH MATURITY IN 2005, 2011 AND 2032, RESPECTIVELY, CONTAIN CERTAIN COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND ITS SUBSIDIARIES ENGAGED IN TELEVISION OPERATIONS TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS OR SIMILAR TRANSACTIONS. CONVENANT COMPLIANCE REPRESENTATION AT SEPTEMBER 30, 2003, THE GROUP WAS IN COMPLIANCE WITH THE FINANCIAL RESTRICTIONS OF THE CONTRACTS RELATED TO THE LONG-TERM SENIOR NOTES DESCRIBED ABOVE. /s/ C.P. Jorge Lutteroth Echegoyen -------------------------------------- C.P. JORGE LUTTEROTH ECHEGOYEN CONTROLLER, VICE-PRESIDENT MEXICO, D.F. OCTOBER 22, 2003 PLANTS, COMMERCE CENTERS OR DISTRIBUTION CENTERS ANNEX 9 CONSOLIDATED FINAL PRINTING
PLANT OR CENTER ECONOMIC ACTIVITY PLANT UTILIZATION CAPACITY (1) (%) - ------------------------------------------------------------------------------------------------------------------------- TELEVISION: 0 0 CORPORATIVO SANTA FE HEADQUARTERS 0 0 TELEVISA SAN ANGEL PRODUCTION AND BROADCASTING PROGRAMMING. 0 0 TELEVISA CHAPULTEPEC PRODUCTION AND BROADCASTING PROGRAMMING. 0 0 REAL ESTATE LAND AND UNOCCUPIED, BUILDING, 0 0 PARKING LOTS, ADMINISTRATIVE 0 0 OFFICES, RADIO ANTENNAS, 0 0 TELEVISION STATIONS FACILITIES. 0 0 TRANSMISSION STATIONS BROADCASTER STATIONS. 0 0 PUBLISHING: 0 0 EDITORIALS ADMINISTRATION, SALES, PRODUCTION, 0 0 STORAGE AND DISTRIBUTION OF 0 0 MAGAZINES AND NEWSPAPERS. 0 0 AUDIO: 0 0 SISTEMA RADIOPOLIS, S.A. DE C.V. BROADCASTER STATIONS. 0 0 CABLE TELEVISION: 0 0 CABLEVISION, S.A. DE C.V. CABLE TELEVISION, SIGNAL CONDUCTION 0 0 AND TRANSMISSION EQUIPMENT. 0 0 OTHER BUSINESSES: 0 0 IMPULSORA DEL DEPORTIVO SOCCER, SOCCER TEAMS, TRAINING 0 0 NECAXA, S.A. DE C.V. AND CLUB FACILITIES, ADMINISTRATIVE OFFICES AND 0 0 DE FUTBOL AMERICA, S.A. DE C.V. THE AZTECA STADIUM. 0 0 COMUNICACIONES MTEL, S.A. DE C.V. NATIONWIDE PAGING. 0 0 AUDIOMASTER 3000, S.A. DE C.V. DUBBING, DUBBING EQUIPMENT AND 0 0 STUDIOS, AND ADMINISTRATIVE 0 0 OFFICES. 0 0 10/23/2003 NOTES
MAIN RAW MATERIALS ANNEX 10 CONSOLIDATED FINAL PRINTING
MAIN MAIN DOM. COST DOMESTIC SUPPLIERS FOREIGN SUPPLIERS SUBST. PRODUCTION (%) - --------------------------------------------------------------------------------------------------------------------------------- TAPES AND VIDEOCASSETTE HEWLETT PACKARD, FOR RECORDING S.A. DE C.V. 0.22 FUJI FILM, S.A. DE C.V. 0.03 VIDEOCASSETTE FOR RECORDING COLOR CASSETES YES 0.40 PROGRAMS AND FILMS ALAMEDA FILMS, S.A. 0.16 CIMA FILMS, S.A. DE C.V. 0.22 CINEMATOGRAFICA CALDERON, S.A. 0.17 CINEMATOGRAFICA FILMEX, S.A. DE C.V. 0.14 CINEMATOGRAFICA RODRIGUEZ, S.A. 0.48 CHURUBUSCO, S.A. 0.46 DIANA INTERNACIO NAL FILMS, S.A. 1.91 DISTRIBUIDORA RO MARI, S.A. DE C.V. 1.42 GRUPO GALINDO, S.A. DE C.V. 0.25 GUIAS, S.A. DE C.V. 0.27 GUSSI, S.A. DE C.V. 2.64 NUVISION, S.A. 0.80 PELICULAS RODRI GUEZ, S.A. 0.67 PELICULAS Y VI DEOS INTERNACIO NALES, S.A. 0.40 PRODUCCIONES ALFA AUDIOVISUAL S.A. DE C.V. 0.14 PRODUCCIONES GALUBI, S.A. 0.13 PRODUCCIONES GONZALO ELVIRA 0.13 QUALITY FILMS, S.A. 0.15 SECINE, S.A. DE C.V. 0.44 UNION INTERNACIONAL S.A. DE C.V. 0.04 OTHERS 1.93 PROGRAMS AND FILMS ABC DISTRIBUTION COMPANY NO 1.04 ALFRED HABER DISTRIBUTION, INC. NO 0.68 ALLIANCE INTERNATIONAL NO 0.69 ARGENTINA SONO FILMS, S.A. NO 0.06 B.R.B. INTERNA CIONAL, S.A. NO 0.45 BKN INTERNA CIONA,INC. NO 0.25 BKN TELEVISION SALES,S.A. NO 0.27 BUENAVISTA INTERNATIONAL INC. NO 0.32 CANAL + DISTRI BUTION NO 0.56 CARSEY WERNER DISTRIBUTION,INC. NO 0.13 CBS BROADCAST INTERNATIONAL NO 1.92 CINAR FILMS, INC. NO 0.56 CLOVERWAY, INC. NO 0.14 CONSTELLATION PICTURES, INC. NO 2.13 DARGAUD MARINA NO 0.14 DREAMWORKS NO 0.86 ENOKI FILMS, LTD. NO 0.37 ENTHEOS GROUP, LLC. NO 0.19 EVERGREEN ENTER TAINMENT CORP. NO 0.32 FIREWORKS INTER NATIONAL NO 0.89 FREMANTLE INTER NATIONAL DISTRI BUTION, LTD. NO 0.74 HALLMARK ENTER TAINMENT DISTRI BUTION, CO. NO 0.32 HASBRO, INC. NO 0.16 HEARTS ENTERTAINMENT, INC. NO 0.35 HIGHPOINT PRODUCTIONS INC. NO 0.44 INDEPENDENT INTERNATIONAL T.V. INC. NO 3.17 LUCASFILM, LTD. NO 0.73 MAYFAIR ENTER TAINMENT INC. NO 0.19 MGM/UA TELECOM MUNICATIONS, INC. NO 1.79 MORGAN CREEK INTERNATIONAL NO 0.86 MOVIEMEX INTER NATIONAL, INC. NO 0.13 MTV NETWORKS A DIVISION OF VIACOM INT. NO 1.09 MULTIMEDIA GROUP OF CANADA NO 0.25 NBC INTERNATIONAL NO 0.99 NELVANA INTERNA TIONAL, LIMITED NO 0.53 NEW LATIN IMAGE CORPORATION NO 0.51 NGTV INTERNATIO NAL, LTD. NO 0.23 UN IMAGE INCOR PORATED NO 0.21 PARAMOUNT PICTURES , CORP. NO 7.87 RCN TELEVISION, S.A. NO 0.94 RYSHER ENTER TAINMENT, INC. NO 0.69 SABAN INTERNA TIONAL, N.V. NO 0.14 SALSA DISTRIBUTION NO 0.45 SALSA ENTERTAINMENT NO 0.55 SESAME WORKSHOP NO 0.28 SONY CORPORA TION OF AMERICA NO 11.36 SPI INTERNATIO NAL, INC. NO 0.44 STUDIOCANAL IMAGE NO 0.13 SUNBOW ENTER TAINMENT NO 0.30 TELEVISION FILM DISTRIBUTION NO 0.70 TELEVIX ENTERTAIN MENT NO 0.14 TEPUY INTER NATIONAL, INC. NO 2.24 TF1 INTERNATIONAL NO 0.11 THE FREMANTLE CORPORATION NO 0.23 TOEI ANIMATION CO., LTD NO 0.81 TOP ENTERTAINMENT PRODUCTS, INC. NO 0.34 TURNER INTER NATIONAL,INC. NO 0.25 TWENTIETH CEN TURY FOX, INC. NO 4.73 UNIVERSAL STUDIOS INTERNATIONAL, B.V. NO 9.23 VENEVISION INTER NATIONAL, LTD. NO 1.27 VENTURA FILM DISTRIBUTORS BV NO 0.97 WARNER BROS. INTERNATIONAL TELEVISION NO 12.19 WHILAND COMPANY NO 1.41 WORLD EVENTS LLC. NO 0.06 WORDLDIVISION ENTERPRISES, INC. NO 1.93 XYSTUS, LLC. NO 0.44 ZACH MOTION PICTURES,INC. NO 0.42 AMERICA PRO DUCCIONES, S.A. NO 0.22 GLOBAL PROGRA MING NETWORK NO 0.11 OTHERS 1.56 COAXIAL CABLE RG NACIONAL DE CONDUCTORES, S.A. DE C.V. 40.00 PLASTIC STAPLE TV CABLE DE COLOTLAN, S.A. C.V. 0.33 SINGLE TELEGRIP CORPODISENO DE HERRAJES, S.A. 0.73 IDENTIFICATION PLAQUE RIBANDI, S.A. DE C.V. 0.54 HILTI BOLT HILTI MEXICANA, S.A. DE C.V. NO 0.31 SWITCH CABLENETWORK MEXICO NO 0.16 SWITCH DISTRIBUIDORA Y COMERCIALIZADORA YES 5.53 TWO OUTLET DEVICE AC 200 TVC CORPORATION YES 0.59 COUCHE PAPER DISTRIBUIDORA DE PAPEL 0.55 PRODUCTORA NAL. DE PAPEL 0.42 COUCHE PAPER BOWATER INCOR PORATED YES 1.29 WEB SOURCE YES 3.98 FINNIPAP YES 16.91 TEMBEC, INC. YES 5.71 BULKLEY DUNTON YES 21.89 FOREST QUEST INC YES 0.53 MYLLLIKOSKI PAPEL YES 24.00 M REAL YES 3.00 NORKE CANADA YES 0.13 UPM KYMMENE SEAS YES 1.27 STORAENSO INTE YES 0.27 PAPER AND IMPRESSION PRODUCTORA CO MERCIALIZADORA Y EDITORES DE LI BROS , S.A. DE C.V. 7.27 OFFSET MULTICOLOR 14.20 GRAFICAS LA PRENSA, SA DE CV 0.12 PAPER AND EDITORIAL ANTAR IMPRESSION TICA QUEBEC, S.A. YES 2.83 GRUPO OP GRAFICAS S.A. YES 0.27 PRINTER COLOMBIA NA, S.A. YES 1.18 GRUPO EDITORIAL MOLINA, S.A. YES 0.02 ST. IVES, INC. YES 7.74 BEST LITHO YES 0.46 EDITORES, S.A. YES 0.14 RR DONELLY YES 5.59 GUAD GRAPHICS YES 1.85
SALES DISTRIBUTION BY PRODUCT ANNEX 11 DOMESTIC SALES CONSOLIDATED FINAL PRINTING
TOTAL PRODUCTION NET SALES MARKET -------------------- --------------------- SHARE MAIN PRODUCTS VOLUME AMOUNT VOLUME AMOUNT (%) - ----------------------------------------------------------------------------------------------- TELEVISION: - ----------- PROGRAMMING HALF HOURS PRODUCED (DOMESTIC) 76 ADVERTISED TIME SOLD (HALF HOURS) 4 9,672,243 OTHER INCOME 330,818 PROGRAMMING FOR PAY TELEVISION: SALE OF SIGNALS 340,257 ADVERTISED TIME SOLD 45,660 PUBLISHING: MAGAZINE CIRCULATION 94,574 710,644 42,164 475,322 PUBLISHING 340,141 PUBLISHING DISTRIBUTION: 14,171 378,922 - ------------------------ CABLE TELEVISION: ANALOGIC AND DIGITAL SERVICE 676,745 SERVICE INSTALLATION 6,947 PAY PER VIEW 1,277 CHANNEL COMMERCIALIZATION 15,351 OTHER 16,903 RADIO: ADVERTISED TIME SOLD 140,881 . OTHER BUSINESSES: DISTRIBUTION, RENTALS, AND SALE OF MOVIE RIGHTS 338,537 SPECIAL EVENTS AND SHOW PROMOTION 325,121 NATIONWIDE PAGING SERVICE 183,422 INTERNET SERVICES 48,573 DUBBING SERVICES 3,698 =============================================================================================== TOTAL 710,644 13,340,818 ===========================================================================================----
SALES DISTRIBUTION BY PRODUCT ANNEX 11 DOMESTIC SALES CONSOLIDATED FINAL PRINTING
MAIN ------------------------------------------------------------------------------------ TRADEMARKS CUSTOMERS - ------------------------------------------------------------------------------------------------------------------------------------ TELEVISION: - ----------- PROGRAMMING HALF HOURS PRODUCED (DOMESTIC) ADVERTISED TIME SOLD (HALF HOURS) PROCTER & GAMBLE DE MEXICO, S.A. DE C.V. THE COCA-COLA EXPORT COMPANY. UNILEVER DE MEXICO, S.A. DE C.V. SABRITAS, S. DE R.L. DE C.V. GRUPO BIMBO, S.A. DE C.V. PEPSI COLA MEXICANA, S.A DE C.V. CERVECERIA MODELO, S.A. DE C.V. TELEFONOS DE MEXICO, S.A. DE C.V. DANONE DE MEXICO, S.A. DE C.V. NESTLE MEXICO, S.A. DE C.V. KIMBERLY CLARK DE MEXICO, S.A. DE C.V. CENTRAL IMPULSORA , S.A. DE C.V. COSBEL, S.A. DE C.V. OTHER INCOME FRUGOSA, S.A. DE C.V. PROGRAMMING FOR PAY TELEVISION: - ------------------------------- SALE OF SIGNALS ADVERTISED TIME SOLD PUBLISHING: - ----------- MAGAZINE CIRCULATION TV Y NOVELAS MAGAZINE, GENERAL PUBLIC (AUDIENCE) TELEGUIA MAGAZINE, DEALERS VANIDADES MAGAZINE COMMERCIAL CENTERS (MALLS) COSMOPOLITAN MAGAZINE BIOGRAPHICAL BOOKS SOCCERMANIA MAGAZINE MEN'S HEALTH MAGAZINE CARAS MAGAZINE MUY INTERESANTE MAGAZINE PUBLISHING VARIOUS PUBLISHING DISTRIBUTION: MAGAZINE: - ------------------------ "SELECCIONES" "BIBLIOTECA TOLKIEN" "PRINCESAS DE PORCELANA" "GRANDES OBRAS DE LITERATURA" "REVISTA DEL CONSUMIDOR" CABLE TELEVISION: - ----------------- ANALOGIC AND DIGITAL SERVICE GENERAL PUBLIC SERVICE INSTALLATION OPERADORA MEGACABLE, S.A. DE C.V. PAY PER VIEW CERVECERIA MODELO, S.A. DE C.V. CHANNEL COMMERCIALIZATION GRUPO WARNER LAMBERT MEXICO, S. DE R.L DE C.V. OTHER DAIMLERCHRYSLER DE MEXICO, S.A. DE C.V. FORD MOTOR COMPANY, S.A. DE C.V. THE COCA COLA EXPORT COMPANY. KIMBERLY CLARK DE MEXICO, S.A. DE C.V. BANCO NACIONAL DE MEXICO, S.A. ARENA COMMUNICATIONS, S.A. DE C.V. BAYER DE MEXICO, S.A. DE C.V. BURGER KING MEXICANA, S.A. DE C.V. EL PALACIO DE HIERRO, S.A. DE C.V. RADIO: - ------ ADVERTISED TIME SOLD CERVECERIA MODELO, S.A. DE C.V. ARENA COMMUNICATIONS, S.A. DE C.V. VENTAS Y SERVICIOS AL CONSUMIDOR, S.A. DE C.V PUBLICIDAD EN MASA, S.A. DE C.V. GIGANTE, S.A. DE C.V. PARTIDOS POLITICOS COMERCIAL MEXICANA EMBOTELLADORA MEXICANA, S.A. DE C.V. RR PRODUCCIONES, S.A. DE C.V. BURGER KING MEXICANA, S.A. DE C.V. OTHER BUSINESSES: - ----------------- DISTRIBUTION, RENTALS, AND SALE OF MOVIE RIGHTS VIDEOVISA, S.A. DE C.V. CINEMEX, S.A. DE C.V. CINEMARK DE MEXICO, S.A. DE C.V. ORGANIZACION RAMIREZ, S.A. DE C.V. COMPANIA OPERADORA DE TEATROS, S.A. DE C.V. GENERAL PUBLIC (AUDIENCE) SPECIAL EVENTS AND SHOW PROMOTION AMERICA GENERAL PUBLIC (AUDIENCE) NECAXA FEDERACION MEXICANA DE FUTBOL, A.C. REAL SAN LUIS NATIONWIDE PAGING SERVICE SKYTEL FERROCARRILES NACIONALES DE MEXICO, S.A. BANCO NACIONAL DE MEXICO, S.A. HEWLETT PACKARD DE MEXICO, S.A. DE C.V. COMISION FEDERAL DE ELECTRICIDAD EDS DE MEXICO, S.A. DE C.V. INTEGER, S.A. DE C.V. FERROSUR, S.A. DE C.V. SECRETARIA DE GOBERNACION SCHERING PLOUGH, S.A. DE C.V.. BBVA BANCOMER, S.A. UNILEVER, S.A. DE C.V. I.B.M. DE MEXICO, S.A. INTERNET SERVICES ESMAS.COM MEDIA CONTACTS, S.A. DE C.V. NIKE DE MEXICO, S.A. DE C.V. MOTOROLA DE MEXICO, S.A. DE C.V. TELEFONOS DE MEXICO, S.A. DE C.V. DUBBING SERVICES DISTRIBUIDORA ROMARI, S.A. DE C.V. ==================================================================================================================================== TOTAL ====================================================================================================================================
SALES DISTRIBUTION BY PRODUCT ANNEX 11A FOREIGN SALES
TOTAL PRODUCTION NET SALES -------------------- --------------------- MAIN PRODUCTS VOLUME AMOUNT VOLUME AMOUNT - ----------------------------------------------------------------------------------- TELEVISION BROADCASTING: - ------------------------ ADVERTISING TIME SOLD 313,353 OTHER INCOME 59,220 PROGRAMMING FOR PAY TELEVISION: - ------------------------------- SALES OF SIGNALS 74,801 PROGRAM LICENSING: - ------------------ PROGRAMMING AND ROYALTIES 1,234,152 PUBLISHING: - ----------- MAGAZINE CIRCULATION, BOOKS AND ADVERTISING 17,493 266,152 PUBLISHING 148,170 PUBLISHING DISTRIBUTION: 8,822 808,214 - ------------------------ OTHER BUSINESSES: - ----------------- DUBBING SERVICES 27,386 ==================================================================================== TOTAL 2,931,448 ====================================================================================
SALES DISTRIBUTION BY PRODUCT ANNEX 11A FOREIGN SALES CONSOLIDATED FINAL PRINTING
MAIN ------------------------------------------------------------------------ MAIN PRODUCTS DESTINATION TRADEMARKS CUSTOMERS - ------------------------------------------------------------------------------------------------------------------------------------ TELEVISION BROADCASTING: - ------------------------ ADVERTISING TIME SOLD UNITED STATES OF AMERICA CPIF VENTURE, INC. VISA INTERNATIONAL SERVICE ASSOCIATION NISSIN FOOD PRODUCTS, CO LTD. MASTER CARD INTERNATIONAL GLOBAL MARKETING CHEIL COMMUNICATIONS,INC. REYNOLDS CONSUMER PRODUCTS OTHER INCOME UNITED STATES OF AMERICA PROGRAMMING FOR PAY TELEVISION: - ------------------------------- SALES OF SIGNALS SPAIN ARGENTINA CHILE GUATEMALA PROGRAM LICENSING: COLOMBIA - ------------------ PROGRAMMING AND ROYALTIES UNITED STATES OF AMERICA TELEVISA MCCANN ERICKSON CENTRAL AMERICA TELEVISA MINDSHARE CARIBBEAN TELEVISA BBDO WORLDWIDE EUROPE TELEVISA SPOTPLUS SOUTH AMERICA TELEVISA CARAT, INC. AFRICA TELEVISA OPTIMUM MEDIA, INC. ASIA TELEVISA GREY ADVERTISING, INC. INITIATIVE MEDIA, INC. GSD&M DAILEY & ASSOCIATES PUBLISHING: - ----------- MAGAZINE CIRCULATION, BOOKS AND ADVERTISING GUATEMALA AND COSTA RICA T.V.Y NOVELAS MAGAZINE GENERAL PUBLIC (AUDIENCE) UNITED STATES OF AMERICA BIOGRAPHICAL BOOKS DEALERS PANAMA VANIDADES MAGAZINE SOUTH AMERICA COSMOPOLITAN MAGAZINE CENTRAL AMERICA TU MAGAZINE PUBLISHING PUBLISHING DISTRIBUTION: PANAMA SEMANA MAGAZINE GENERAL PUBLIC (AUDIENCE) - ------------------------ SOUTH AMERICA SELECCIONES MAGAZINE CROMOS MAGAZINE CAMBIO 16 MAGAZINE SOHO MAGAZINE OTHER BUSINESSES: - ----------------- DUBBING SERVICES UNITED STATES OF AMERICA VIDEX INTERNATIONAL, S.A COLUMBIA TRISTAR INTERNATIONAL TELEVISION C.B.S. BROADCAST INTERNATIONAL TWENTIETH CENTURY FOX INTERNATIONAL TELEVISION TELEVIX ENTERTAINMENT ==================================================================================================================================== TOTAL ====================================================================================================================================
PROJECT, AMOUNT EXERCISED AND PROGRESS PERCENTAGE ANNEX 13 CONSOLIDATED FINAL PRINTING - ------------------------------------------------------------------------------------------------ MAJOR INVESTMENT PROJECTS OF GRUPO TELEVISA, S.A. AND ITS SUBSIDIARIES AT SEPTEMBER 30, 2003, INCLUDE THE FOLLOWING (MILLIONS OF U.S. DOLLARS AND MEXICAN PESOS): DESCRIPTION AUTHORIZED AMOUNT EXERCISED AMOUNT PROGRESS % ----------- ----------------- ---------------- ---------- U.S. DOLLAR DENOMINATED PROJECTS: - -------------------------------- NEWS CENTER U.S. $ 16.2 U.S. $ 14.0 86% DIGITALIZATION OF THE CABLE TELEVISION NETWORK 15.0 - - TECHNICAL EQUIPMENT FOR T.V. STATIONS 13.4 5.5 41% CAPITAL CONTRIBUTIONS TO "TUTV", A JOINT VENTURE WITH UNIVISION IN THE UNITED STATES 5.0 2.5 50% MEXICAN PESOS DENOMINATED PROJECTS: INSTALLATION AND CONSTRUCTION OF T.V. STUDIOS PS. 88.5 PS. 81.4 92% TECHNICAL EQUIPMENT FOR T.V. STATIONS 17.1 7.0 41% ACQUISITION OF COMPUTER EQUIPMENT 17.5 5.6 32%
INFORMATION RELATED TO BULLETIN B-15 (FOREIGN CURRENCY TRANSLATION) ANNEX 14 CONSOLIDATED FINAL PRINTING INFORMATION RELATED TO BULLETIN B-15 (FOREIGN CURRENCY TRANSLATION) MONETARY ASSETS AND LIABILITIES OF MEXICAN COMPANIES DENOMINATED IN FOREIGN CURRENCIES ARE TRANSLATED AT THE PREVAILING EXCHANGE RATE AT THE BALANCE SHEET DATE. RESULTING EXCHANGE RATE DIFFERENCES ARE RECOGNIZED IN INCOME FOR THE YEAR, WITHIN INTEGRAL COST OF FINANCING. ASSETS, LIABILITIES AND RESULTS OF OPERATIONS OF NON-MEXICAN SUBSIDIARIES ARE FIRST CONVERTED TO MEXICAN GAAP, INCLUDING RESTATING TO RECOGNIZE THE EFFECTS OF INFLATION BASED ON THE INFLATION OF EACH FOREIGN COUNTRY, AND THEN TRANSLATED TO MEXICAN PESOS UTILIZING THE EXCHANGE RATE AS OF THE BALANCE SHEET DATE AT YEAR-END. RESULTING TRANSLATION DIFFERENCES ARE RECOGNIZED IN EQUITY AS PART OF THE OTHER COMPREHENSIVE INCOME OR LOSS. FINANCIAL STATEMENTS OF NON-MEXICAN OPERATIONS THAT ARE INTEGRAL TO MEXICAN OPERATIONS ARE CONVERTED TO MEXICAN GAAP AND TRANSLATED TO MEXICAN PESOS BY UTILIZING THE EXCHANGE RATE OF THE BALANCE SHEET DATE AT YEAR-END FOR MONETARY ASSETS AND LIABILITIES, WITH THE RELATED ADJUSTMENT INCLUDED IN NET INCOME, AND HISTORICAL EXCHANGE RATES FOR NON-MONETARY ITEMS. EFFECTIVE MARCH 1, 2002, THE COMPANY DESIGNATED ITS NET INVESTMENT IN UNIVISION AS AN EFFECTIVE HEDGE OF ITS U.S.$300 MILLION SENIOR NOTES DUE 2011 AND ITS U.S.$300 MILLION SENIOR NOTES DUE 2032. CONSEQUENTLY, BEGINNING MARCH 2002, ANY FOREIGN EXCHANGE GAIN OR LOSS ATTRIBUTABLE TO THIS U.S. DOLLAR LONG-TERM DEBT, BEING HEDGED BY THE COMPANY'S NET INVESTMENT IN SHARES OF UNIVISION, IS CREDITED OR CHARGED DIRECTLY TO EQUITY (OTHER COMPREHENSIVE INCOME OR LOSS). THE GROUP'S FINANCIAL STATEMENTS FOR SEPTEMBER 30, 2002, HAVE BEEN RESTATED TO MEXICAN PESOS IN PURCHASING POWER AS OF SEPTEMBER 30, 2003, BY USING A RESTATEMENT FACTOR DERIVED FROM THE CHANGE IN THE NCPI, WHICH FOR 2002 WAS 1.0404. HAD THE ALTERNATIVE WEIGHTED AVERAGE FACTOR ALLOWED UNDER MEXICAN GAAP BEEN APPLIED TO RESTATE THE GROUP'S FINANCIAL STATEMENTS FOR SEPTEMBER 30, 2002, WHICH INCLUDED THE RESULTS OF MEXICAN AND NON-MEXICAN SUBSIDIARIES, THE RESTATEMENT FACTOR FOR 2002 WOULD HAVE BEEN 1.0495. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GRUPO TELEVISA, S.A. ------------------------------------ (Registrant) Dated: October 24, 2003 By /s/ Jorge Lutteroth Echegoyen --------------------------------- Name: Jorge Lutteroth Echegoyen Title: Controller, Vice-President -----END PRIVACY-ENHANCED MESSAGE-----