kr6k2qfinan_grupo.htm
 
 
 
 
 

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

FORM 6-K
 
REPORT OF FOREIGN ISSUER PURSUANT TO RULES 13a-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of July, 2014
 
GRUPO TELEVISA, S.A.B.

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

 
 
MEXICAN STOCK EXCHANGE
STOCK EXCHANGE CODE: TLEVISA
QUARTER: 02
YEAR: 2014
GRUPO TELEVISA, S.A.B.
 
 
 
STATEMENT OF FINANCIAL POSITION
AS OF JUNE 30, 2014 AND DECEMBER 31, 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
   Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
END OF PREVIOUS YEAR
AMOUNT
AMOUNT
10000000
TOTAL ASSETS
208,209,249
194,108,920
11000000
CURRENT ASSETS
66,673,815
53,207,745
11010000
CASH AND CASH EQUIVALENTS
31,962,648
16,692,033
11020000
SHORT-TERM INVESTMENTS
5,072,809
3,722,976
11020010
 
FINANCIAL INSTRUMENTS AVAILABLE FOR SALE
0
0
11020020
 
FINANCIAL INSTRUMENTS FOR NEGOTIATION
0
0
11020030
 
FINANCIAL INSTRUMENTS HELD TO MATURITY
5,072,809
3,722,976
11030000
CUSTOMER (NET)
15,238,845
20,734,137
11030010
 
CUSTOMER
18,004,178
23,226,673
11030020
 
ALLOWANCE FOR DOUBTFUL ACCOUNTS
-2,765,333
-2,492,536
11040000
OTHER ACCOUNTS RECEIVABLE (NET)
3,462,515
3,759,512
11040010
 
OTHER ACCOUNTS RECEIVABLE
3,737,195
3,995,953
11040020
 
ALLOWANCE FOR DOUBTFUL ACCOUNTS
-274,680
-236,441
11050000
INVENTORIES
2,021,590
1,718,366
11051000
BIOLOGICAL CURRENT ASSETS
0
0
11060000
OTHER CURRENT ASSETS
8,915,408
6,580,721
11060010
 
ADVANCE PAYMENTS
2,095,463
1,469,241
11060020
 
DERIVATIVE FINANCIAL INSTRUMENTS
1,133
3,447
11060030
 
ASSETS AVAILABLE FOR SALE
0
0
11060050
 
RIGHTS AND LICENSING
0
0
11060060
 
OTHER
6,818,812
5,108,033
12000000
NON-CURRENT ASSETS
141,535,434
140,901,175
12010000
ACCOUNTS RECEIVABLE (NET)
0
0
12020000
INVESTMENTS
57,093,325
56,267,166
12020010
 
INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
18,180,689
18,250,764
12020020
 
HELD-TO-MATURITY DEBT SECURITIES
581,844
631,964
12020030
 
OTHER AVAILABLE- FOR- SALE INVESTMENTS
38,295,828
37,359,819
12020040
 
OTHER
34,964
24,619
12030000
PROPERTY, PLANT AND EQUIPMENT (NET)
53,609,685
53,476,475
12030010
 
BUILDINGS
14,455,402
14,843,097
12030020
 
MACHINERY AND INDUSTRIAL EQUIPMENT
77,453,964
74,378,057
12030030
 
OTHER EQUIPMENT
8,259,816
8,073,547
12030040
 
ACCUMULATED DEPRECIATION
-52,841,092
-49,198,237
12030050
 
CONSTRUCTION IN PROGRESS
6,281,595
5,380,011
12040000
INVESTMENT PROPERTIES
0
0
12050000
NON-CURRENT BIOLOGICAL ASSETS
0
0
12060000
INTANGIBLE ASSETS (NET)
11,238,446
11,382,311
12060010
 
GOODWILL
2,621,530
2,621,530
12060020
 
TRADEMARKS
1,749,154
1,749,402
12060030
 
RIGHTS AND LICENSING
1,307,037
1,344,190
12060031
 
CONCESSIONS
3,655,985
3,655,985
12060040
 
OTHER
1,904,740
2,011,204
12070000
DEFERRED TAX ASSETS
10,639,451
10,608,778
12080000
OTHER NON-CURRENT ASSETS
8,954,527
9,166,445
12080001
 
ADVANCE PAYMENTS
0
0
12080010
 
DERIVATIVE FINANCIAL INSTRUMENTS
1,046
4,941
12080020
 
EMPLOYEE BENEFITS
0
0
12080021
 
ASSETS AVAILABLE FOR SALE
0
0
12080040
 
DEFERRED ASSETS (NET)
0
0
12080050
 
OTHER
8,953,481
9,161,504
20000000
TOTAL LIABILITIES
124,932,087
115,529,487
21000000
CURRENT LIABILITIES
36,798,552
40,283,067
21010000
BANK LOANS
535,443
312,715
21020000
STOCK MARKET LOANS
0
0
21030000
OTHER INTEREST BEARING LIABILITIES
318,280
424,698
21040000
SUPPLIERS
13,410,680
10,719,484
21050000
TAXES PAYABLE
1,278,784
1,692,415
21050010
 
INCOME TAXES PAYABLE
537,410
642,385
21050020
 
OTHER TAXES PAYABLE
741,374
1,050,030
21060000
OTHER CURRENT LIABILITIES
21,255,365
27,133,755
21060010
 
INTEREST PAYABLE
894,672
796,229
21060020
 
DERIVATIVE FINANCIAL INSTRUMENTS
0
0
21060030
 
DEFERRED INCOME
15,477,379
21,962,847
21060050
 
EMPLOYEE BENEFITS
963,627
857,903
21060060
 
PROVISIONS
199,628
174,678
21060061
 
LIABILITIES RELATED TO CURRENT AVAILABLE FOR SALE ASSETS
0
0
21060080
 
OTHER
3,720,059
3,342,098
22000000
NON-CURRENT LIABILITIES
88,133,535
75,246,420
22010000
BANK LOANS
8,719,580
13,385,879
22020000
STOCK MARKET LOANS
64,709,333
46,357,221
22030000
OTHER INTEREST BEARING LIABILITIES
4,369,056
4,494,549
22040000
DEFERRED TAX LIABILITIES
0
0
22050000
OTHER NON-CURRENT LIABILITIES
10,335,566
11,008,771
22050010
 
DERIVATIVE FINANCIAL INSTRUMENTS
477,654
335,336
22050020
 
DEFERRED INCOME
744,441
474,011
22050040
 
EMPLOYEE BENEFITS
134,845
79,810
22050050
 
PROVISIONS
53,468
59,614
22050051
 
LIABILITIES RELATED TO NON-CURRENT AVAILABLE FOR SALE ASSETS
0
0
22050070
 
OTHER
8,925,158
10,060,000
30000000
STOCKHOLDERS' EQUITY
83,277,162
78,579,433
30010000
CONTROLLING INTEREST
72,277,534
68,311,434
30030000
SOCIAL CAPITAL
4,978,126
4,978,126
30040000
SHARES REPURCHASED
-12,334,027
-12,848,448
30050000
PREMIUM ON ISSUANCE OF SHARES
15,889,819
15,889,819
30060000
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
30070000
OTHER CAPITAL CONTRIBUTED
0
0
30080000
RETAINED EARNINGS (ACCUMULATED LOSSES)
59,829,234
56,897,886
30080010
 
LEGAL RESERVE
2,139,007
2,139,007
30080020
 
OTHER RESERVES
0
0
30080030
 
RETAINED EARNINGS
58,845,619
51,097,340
30080040
 
NET INCOME FOR THE YEAR
3,065,452
7,748,279
30080050
 
OTHER
-4,220,844
-4,086,740
30090000
OTHER ACCUMULATED COMPREHENSIVE RESULTS (NET OF TAX)
3,914,382
3,394,051
30090010
 
EARNINGS PER PROPERTY REASSESSMENT
0
0
30090020
 
ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS
58,418
58,418
30090030
 
RESULT FOR FOREIGN CURRENCY CONVERSION
24,939
49,629
30090040
 
CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
1,756,732
1,163,122
30090050
 
CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-235,710
-140,944
30090060
 
CHANGES IN FAIR VALUE OF OTHER ASSETS
2,046,860
1,997,966
30090070
 
PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
263,143
265,860
30090080
 
OTHER COMPREHENSIVE RESULT
0
0
30020000
NON-CONTROLLING INTEREST
10,999,628
10,267,999
 
 
 

 
 
DATA INFORMATION
AS OF JUNE 30, 2014 AND DECEMBER 31, 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
CONCEPTS
CURRENT YEAR
END OF PREVIOUS YEAR
AMOUNT
AMOUNT
91000010
FOREIGN CURRENCY LIABILITIES SHORT-TERM
6,507,297
6,772,104
91000020
FOREIGN CURRENCY LIABILITIES LONG-TERM
43,802,795
32,170,424
91000030
CAPITAL STOCK NOMINAL
2,494,410
2,494,410
91000040
RESTATEMENT OF CAPITAL STOCK
2,483,716
2,483,716
91000050
PENSIONS  AND SENIORITY PREMIUMS
2,064,899
2,009,430
91000060
NUMBER OF EXECUTIVES (*)
75
72
91000070
NUMBER OF EMPLOYEES (*)
34,353
31,975
91000080
NUMBER OF WORKERS (*)
0
0
91000090
NUMBER OF OUTSTANDING SHARES (*)
338,373,267,960
335,501,022,792
91000100
NUMBER OF REPURCHASED SHARES (*)
24,056,619,171
26,928,864,339
91000110
RESTRICTED CASH (1)
0
0
91000120
DEBT OF NON-CONSOLIDATED COMPANIES GUARANTEED
0
0
 
(1) THIS CONCEPT MUST BE COMPLETED WHEN GUARANTEES HAVE BEEN PROVIDED AFFECTING CASH AND CASH EQUIVALENTS
(*) DATA IN UNITS
 
 
 

 
 
 
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2014 AND 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40010000
NET INCOME
36,268,454
19,344,404
33,584,522
18,065,013
40010010
 
SERVICES
27,440,768
14,758,302
25,598,314
13,814,114
40010020
 
SALE OF GOODS
1,100,397
568,919
1,034,632
522,579
40010030
 
INTEREST
0
0
0
0
40010040
 
ROYALTIES
2,834,482
1,532,917
2,580,404
1,477,779
40010050
 
DIVIDENDS
0
0
0
0
40010060
 
LEASE
4,892,807
2,484,266
4,371,172
2,250,541
40010061
 
CONSTRUCTION
0
0
0
0
40010070
 
OTHER
0
0
0
0
40020000
COST OF SALES
19,888,415
10,151,323
18,418,004
9,429,888
40021000
GROSS PROFIT (LOSS)
16,380,039
9,193,081
15,166,518
8,635,125
40030000
GENERAL EXPENSES
8,315,762
4,274,316
7,083,528
3,608,174
40040000
INCOME (LOSS) BEFORE OTHER INCOME AND EXPENSES, NET
8,064,277
4,918,765
8,082,990
5,026,951
40050000
OTHER INCOME AND (EXPENSE), NET
-213,201
-51,355
261,905
-72,315
40060000
OPERATING INCOME (LOSS)
7,851,076
4,867,410
8,344,895
4,954,636
40070000
FINANCE INCOME
562,016
290,577
529,948
228,088
40070010
 
INTEREST INCOME
562,016
290,577
529,948
228,088
40070020
 
FOREIGN EXCHANGE GAIN, NET
0
0
0
0
40070030
 
DERIVATIVES GAIN, NET
0
0
0
0
40070040
 
EARNINGS FROM CHANGES IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40070050
 
OTHER
0
0
0
0
40080000
FINANCE EXPENSE
2,916,973
1,527,707
2,541,913
1,400,562
40080010
 
INTEREST EXPENSE
2,635,469
1,396,032
2,269,851
1,165,329
40080020
 
FOREIGN EXCHANGE LOSS, NET
132,780
23,921
182,925
230,277
40080030
 
DERIVATIVES LOSS, NET
148,724
107,754
89,137
4,956
40080050
 
LOSS FROM CHANGES IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40080060
 
OTHER
0
0
0
0
40090000
FINANCE INCOME (EXPENSE) NET
-2,354,957
-1,237,130
-2,011,965
-1,172,474
40100000
PARTICIPATION IN THE RESULTS OF ASSOCIATES AND JOINT VENTURES
-68,848
129,749
-723,375
-461,836
40110000
INCOME (LOSS) BEFORE INCOME TAXES
5,427,271
3,760,029
5,609,555
3,320,326
40120000
INCOME TAXES
1,601,045
1,117,545
1,864,567
1,108,492
40120010
 
INCOME TAX, CURRENT
1,866,460
1,093,929
3,339,308
1,101,598
40120020
 
INCOME TAX, DEFERRED
-265,415
23,616
-1,474,741
6,894
40130000
INCOME (LOSS) FROM CONTINUING OPERATIONS
3,826,226
2,642,484
3,744,988
2,211,834
40140000
INCOME (LOSS) FROM DISCONTINUED OPERATIONS,   NET
0
0
0
0
40150000
NET INCOME (LOSS)
3,826,226
2,642,484
3,744,988
2,211,834
40160000
NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST
760,774
430,900
849,791
386,304
40170000
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST
3,065,452
2,211,584
2,895,197
1,825,530
             
40180000
NET INCOME (LOSS) PER BASIC SHARE
1.07
0.77
1.01
0.63
40190000
NET INCOME (LOSS) PER DILUTED SHARE
0.99
0.71
0.94
0.59
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME (NET OF INCOME TAXES)
FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2014 AND 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40200000
NET INCOME (LOSS)
3,826,226
2,642,484
3,744,988
2,211,834
 
ITEMS NOT TO BE RECLASSIFIED INTO RESULTS
       
40210000
EARNINGS PER PROPERTY REASSESSMENT
0
0
0
0
40220000
ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS
0
0
0
0
40220100
PARTICIPATION IN RESULTS FOR REVALUATION OF PROPERTIES OF ASSOCIATES AND JOINT VENTURES
0
0
0
0
 
ITEMS THAT MAY BE SUBSEQUENTLY RECLASSIFIED INTO RESULTS
       
40230000
RESULT FOR FOREIGN CURRENCY CONVERSION
-28,705
4,757
34,016
200,195
40240000
CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
593,610
502,064
585,251
464,579
40250000
CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-94,766
-95,607
23,585
48,665
40260000
CHANGES IN FAIR VALUE OF OTHER ASSETS
48,894
51,281
-228,286
-178,372
40270000
PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
-2,717
-5,961
35,127
10,546
40280000
OTHER COMPREHENSIVE INCOME
0
0
0
0
40290000
TOTAL OTHER COMPREHENSIVE INCOME
516,316
456,534
449,693
545,613
           
40300000
COMPREHENSIVE INCOME (LOSS)
4,342,542
3,099,018
4,194,681
2,757,447
40320000
COMPREHENSIVE (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST
756,759
436,407
847,291
380,875
40310000
COMPREHENSIVE (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST
3,585,783
2,662,611
3,347,390
2,376,572
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION
FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2014 AND 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
92000010
OPERATING DEPRECIATION AND AMORTIZATION
5,332,323
2,705,645
4,787,806
2,428,941
 
 
 

 
 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION (TWELVE MONTHS)
FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
YEAR
CURRENT
PREVIOUS
92000030
NET INCOME (**)
76,474,643
70,734,509
92000040
OPERATING INCOME (LOSS) (**)
18,244,516
18,532,596
92000050
CONTROLLING INTEREST NET INCOME (LOSS) (**)
10,315,365
10,074,689
92000060
NET INCOME (LOSS) (**)
7,918,534
8,753,689
92000070
OPERATING DEPRECIATION AND AMORTIZATION (**)
10,390,883
9,192,678
 
(**) INFORMATION FOR THE LAST TWELVE MONTHS
 
 
 

 
 
 
STATEMENTS OF CASH FLOWS (INDIRECT METHOD)
FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013
(THOUSANDS OF MEXICAN PESOS)
 
CONSOLIDATED
  Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
AMOUNT
AMOUNT
OPERATING ACTIVITIES
50010000
INCOME (LOSS) BEFORE INCOME TAXES
5,427,271
5,609,555
50020000
 + (-) ITEMS NOT REQUIRING CASH
601,340
478,609
50020010
 
 + ESTIMATES FOR THE PERIOD
533,396
412,481
50020020
 
 + PROVISIONS FOR THE PERIOD
0
0
50020030
 
 + (-) OTHER UNREALIZED ITEMS
67,944
66,128
50030000
 + (-) ITEMS RELATED TO INVESTING ACTIVITIES
5,590,693
5,159,378
50030010
 
 + DEPRECIATION AND AMORTIZATION FOR THE PERIOD
5,332,323
4,787,806
50030020
 
 (-) + GAIN OR LOSS ON SALE OF PROPERTY, PLANT AND EQUIPMENT
182,653
47,534
50030030
 
 + (-) LOSS (REVERSION) IMPAIRMENT
0
0
50030040
 
 (-) + EQUITY IN RESULTS OF AFFILIATES AND JOINT VENTURES
68,848
723,375
50030050
 
 (-) DIVIDENDS RECEIVED
0
0
50030060
 
 (-) INTEREST INCOME
(195,772)
(19,938)
50030070
 
 (-) FOREIGN EXCHANGE FLUCTUATION
119,227
(450,162)
50030080
 
 (-) + OTHER ITEMS
83,414
70,763
50040000
 + (-) ITEMS RELATED TO FINANCING ACTIVITIES
3,085,856
3,013,736
50040010
 
 (+) ACCRUED INTEREST
2,635,469
2,269,851
50040020
 
 (+) FOREIGN EXCHANGE FLUCTUATION
(78,654)
381,040
50040030
 
 (+) FINANCIAL OPERATIONS OF DERIVATIVES
148,724
89,137
50040040
 
 + (-) OTHER ITEMS
380,317
273,708
50050000
CASH FLOW BEFORE INCOME TAX
14,705,160
14,261,278
50060000
CASH FLOWS PROVIDED OR USED IN OPERATION
(3,673,125)
(7,336,476)
50060010
 
 + (-) DECREASE (INCREASE) IN CUSTOMERS
4,949,270
5,667,573
50060020
 
 + (-) DECREASE (INCREASE) IN INVENTORIES
(1,343,668)
(2,210,107)
50060030
 
 + (-) DECREASE (INCREASE) IN OTHER ACCOUNTS RECEIVABLES AND OTHER ASSETS
(1,725,177)
(1,509,126)
50060040
 
 + (-) INCREASE (DECREASE) IN SUPPLIERS
2,727,389
429,823
50060050
 
 + (-) INCREASE (DECREASE) IN OTHER LIABILITIES
(6,633,008)
(5,741,835)
50060060
 
 + (-) INCOME TAXES PAID OR RETURNED
(1,647,931)
(3,972,804)
50070000
NET CASH FLOWS FROM OPERATING ACTIVITIES
11,032,035
6,924,802
INVESTING ACTIVITIES
50080000
NET CASH FLOWS FROM INVESTING ACTIVITIES
(6,901,067)
(10,587,187)
50080010
 
 (-) PERMANENT INVESTMENTS IN SHARES
(9,042)
(1,285,104)
50080020
 
 + DISPOSITION OF PERMANENT INVESTMENT IN SHARES
0
0
50080030
 
 (-) INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT
(5,716,406)
(4,867,582)
50080040
 
 + SALE OF PROPERTY, PLANT AND EQUIPMENT
362,081
69,716
50080050
 
 (-) TEMPORARY INVESTMENTS
(1,687,446)
(4,342,391)
50080060
 
 + DISPOSITION OF TEMPORARY INVESTMENTS
387,734
113,618
50080070
 
 (-) INVESTMENT IN INTANGIBLE ASSETS
(227,230)
(220,503)
50080080
 
 + DISPOSITION OF INTANGIBLE ASSETS
0
0
50080090
 
 (-) BUSINESS ACQUISITIONS
0
0
50080100
 
 + BUSINESS DISPOSITIONS
0
0
50080110
 
 + DIVIDEND RECEIVED
0
0
50080120
 
 + INTEREST RECEIVED
0
0
50080130
 
 + (-) DECREASE (INCREASE) IN ADVANCES AND LOANS TO THIRD PARTIES
0
0
50080140
 
 + (-) OTHER ITEMS
(10,758)
(54,941)
FINANCING ACTIVITIES
50090000
NET CASH FLOWS FROM FINANCING ACTIVITIES
11,151,727
3,151,357
50090010
 
 + BANK FINANCING
200,000
253,063
50090020
 
 + STOCK MARKET FINANCING
18,399,391
6,447,939
50090030
 
 + OTHER FINANCING
0
0
50090040
 
 (-) BANK FINANCING AMORTIZATION
(146,013)
0
50090050
 
 (-) STOCK MARKET FINANCING AMORTIZATION
0
0
50090060
 
 (-) OTHER FINANCING AMORTIZATION
(208,778)
(129,960)
50090070
 
 + (-) INCREASE (DECREASE) IN CAPITAL STOCK
0
0
50090080
 
 (-) DIVIDENDS PAID
0
(1,084,192)
50090090
 
 + PREMIUM ON ISSUANCE OF SHARES
0
0
50090100
 
 + CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
50090110
 
 (-) INTEREST EXPENSE
(2,501,177)
(2,174,909)
50090120
 
 (-) REPURCHASE OF SHARES
0
0
50090130
 
 +  (-) OTHER ITEMS
(4,591,696)
(160,584)
         
50100000
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
15,282,695
(511,028)
50110000
CHANGES IN THE VALUE OF CASH AND CASH EQUIVALENTS
(12,080)
8,522
50120000
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
16,692,033
19,063,325
50130000
CASH AND CASH EQUIVALENTS AT END OF PERIOD
31,962,648
18,560,819
 
 
 

 
 
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
CONCEPTS
CAPITAL STOCK
SHARES REPURCHASED
ADDITIONAL PAID-IN CAPITAL
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
OTHER CAPITAL CONTRIBUTED
RETAINED EARNINGS OR
ACCUMULATED LOSSES
ACCUMULATED OTHER COMPREHENSIVE
INCOME (NET OF INCOME TAX)
CONTROLLING INTEREST
NON-CONTROLLING INTEREST
TOTAL STOCKHOLDERS’ EQUITY
RESERVES
RETAINED
EARNINGS
(ACCUMULATED
LOSSES)
BALANCE AT JANUARY 1, 2013
4,978,126
-13,103,223
15,889,819
0
0
2,139,007
48,934,392
1,805,884
60,644,005
7,890,598
68,534,603
                       
RETROSPECTIVE ADJUSTMENT
0
0
0
0
0
0
-101,814
0
-101,814
-1,088
-102,902
                       
APPLICATION OF OTHER COMPREHENSIVE INCOME TO RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
                       
ESTABLISHMENT OF RESERVES
0
0
0
0
0
0
0
0
0
0
0
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
-1,084,192
0
-1,084,192
-89,895
-1,174,087
                       
(DECREASE) INCREASE OF CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
REPURCHASE OF SHARES
0
-826,602
0
0
0
0
0
0
-826,602
0
-826,602
                       
(DECREASE) INCREASE IN ADDITIONAL PAID-IN CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
(DECREASE) INCREASE IN NON-CONTROLLING INTEREST
0
0
0
0
0
0
0
0
0
0
0
                       
OTHER
0
1,319,824
0
0
0
0
-219,514
0
1,100,310
-9,514
1,090,796
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
2,895,197
452,193
3,347,390
847,291
4,194,681
                       
BALANCE AT JUNE 30, 2013
4,978,126
-12,610,001
15,889,819
0
0
2,139,007
50,424,069
2,258,077
63,079,097
8,637,392
71,716,489
BALANCE AT JANUARY 1, 2014
4,978,126
-12,848,448
15,889,819
0
0
2,139,007
54,758,879
3,394,051
68,311,434
10,267,999
78,579,433
                       
RETROSPECTIVE ADJUSTMENT
0
0
0
0
0
0
0
0
0
0
0
                       
APPLICATION OF OTHER COMPREHENSIVE INCOME TO RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
                       
ESTABLISHMENT OF RESERVES
0
0
0
0
0
0
0
0
0
0
0
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
0
0
0
-25,724
-25,724
                       
(DECREASE) INCREASE OF CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
REPURCHASE OF SHARES
0
-733,584
0
0
0
0
0
0
-733,584
0
-733,584
                       
(DECREASE) INCREASE IN ADDITIONAL PAID-IN CAPITAL
0
0
0
0
0
0
0
0
0
0
0
                       
(DECREASE) INCREASE IN NON-CONTROLLING INTEREST
0
0
0
0
0
0
0
0
0
0
0
                       
OTHER
0
1,248,005
0
0
0
0
-134,104
0
1,113,901
594
1,114,495
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
3,065,452
520,331
3,585,783
756,759
4,342,542
                       
BALANCE AT JUNE 30, 2014
4,978,126
-12,334,027
15,889,819
0
0
2,139,007
57,690,227
3,914,382
72,277,534
10,999,628
83,277,162
 
 
 

 
 
 
MEXICAN STOCK EXCHANGE
STOCK EXCHANGE CODE: TLEVISA QUARTER: 02 YEAR: 2014
GRUPO TELEVISA, S.A.B.
 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
CONSOLIDATED
Final Printing
 
MEXICO CITY, D.F., JULY 7, 2014—GRUPO TELEVISA, S.A.B. (NYSE:TV; BMV: TLEVISA CPO; “TELEVISA” OR “THE COMPANY”), TODAY ANNOUNCED RESULTS FOR SECOND-QUARTER 2014. THE RESULTS HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”).

THE FOLLOWING INFORMATION SETS FORTH CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE QUARTERS ENDED JUNE 30, 2014 AND 2013, IN MILLIONS OF MEXICAN PESOS, AS WELL AS THE PERCENTAGE THAT EACH LINE REPRESENTS OF NET SALES AND THE PERCENTAGE CHANGE WHEN COMPARING 2014 WITH 2013:

NET SALES

NET SALES INCREASED 7.1% TO PS.19,344.4 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.18,065.0 MILLION IN SECOND-QUARTER 2013. THIS INCREASE WAS MAINLY ATTRIBUTABLE TO REVENUE GROWTH IN CONTENT, TELECOMMUNICATIONS, AND SKY SEGMENTS. OPERATING SEGMENT INCOME INCREASED BY 3.6%, REACHING PS.8,015.8 MILLION WITH A MARGIN OF 40.7% IN SECOND-QUARTER 2014 COMPARED WITH PS.7,733.7 MILLION WITH A MARGIN OF 42.0% IN SECOND-QUARTER 2013.

NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY

NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY INCREASED TO PS.2,211.6 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.1,825.5 MILLION IN SECOND-QUARTER 2013. THE NET INCREASE OF PS.386.1 MILLION REFLECTED (I) A PS.591.6 MILLION CHANGE IN SHARE OF INCOME OR LOSS OF JOINT VENTURES AND ASSOCIATES, NET; AND (II) A PS.20.9 MILLION DECREASE IN OTHER EXPENSE, NET. THESE FAVORABLE VARIANCES WERE PARTIALLY OFFSET BY (I) A PS.108.2 MILLION DECREASE IN OPERATING INCOME BEFORE OTHER EXPENSE, NET; (II) A PS.64.6 MILLION INCREASE IN FINANCE EXPENSE, NET; (III) A PS.44.6 MILLION INCREASE IN NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS; AND (IV) A PS. 9.0 MILLION INCREASE IN INCOME TAXES.

SECOND-QUARTER RESULTS BY BUSINESS SEGMENT

THE FOLLOWING INFORMATION PRESENTS SECOND-QUARTER CONSOLIDATED RESULTS ENDED JUNE 30, 2014 AND 2013, FOR EACH OF OUR BUSINESS SEGMENTS. CONSOLIDATED RESULTS FOR 2014 AND 2013 ARE PRESENTED IN MILLIONS OF MEXICAN PESOS:

CONTENT

SECOND-QUARTER SALES INCREASED BY 4.4% TO PS.8,605.6 MILLION COMPARED WITH PS.8,241.7 MILLION IN SECOND-QUARTER 2013.

ADVERTISING

ADVERTISING REVENUE INCREASED BY 6.0% TO PS.6,264.7 MILLION COMPARED WITH PS.5,911.4 MILLION IN SECOND-QUARTER 2013. THESE RESULTS REFLECT THE ONGOING SUCCESS OF OUR CONTENT, THE TRANSMISSION OF THE 2014 WORLD CUP, AND ALSO THE STRENGTH OF BROADCAST TELEVISION AS THE ADVERTISING PLATFORM OF CHOICE. ADVERTISING IN PAY-TV NETWORKS INCREASED 25.1% AND REPRESENTED 6.2% OF OUR ADVERTISING REVENUES.
 
NETWORK SUBSCRIPTION REVENUE

SECOND-QUARTER NETWORK SUBSCRIPTION REVENUE DECREASED BY 23.8% TO PS.672.0 MILLION COMPARED WITH PS.881.7 MILLION IN SECOND-QUARTER 2013. THESE RESULTS REFLECT FORGONE REVENUE AS A RESULT OF THE IMPLEMENTATION OF THE MUST-OFFER RULING THAT CAME INTO EFFECT WITH THE CONSTITUTIONAL REFORM IN MATTERS OF TELECOMMUNICATIONS. AMONG OTHER MEASURES, THIS REFORM REQUIRES US TO ALLOW THE RETRANSMISSION FREE OF CHARGE AND ON A NON-DISCRIMINATORY BASIS OF FREE-TO-AIR TELEVISION SIGNALS TO PAY-TV LICENSEES THAT OPERATE IN THE SAME AREA OF GEOGRAPHIC COVERAGE, SUBJECT TO CERTAIN CONDITIONS BEING MET.

LICENSING AND SYNDICATION

SECOND-QUARTER LICENSING AND SYNDICATION REVENUE INCREASED BY 15.2% TO PS.1,668.9 MILLION COMPARED WITH PS.1,448.6 MILLION IN SECOND-QUARTER 2013. THE INCREASE IS EXPLAINED MAINLY BY A GROWTH OF 19.1% IN ROYALTIES FROM UNIVISION, TO US$84.0 MILLION IN SECOND-QUARTER 2014 FROM US$70.5 MILLION IN SECOND-QUARTER 2013. THE OTHER REVENUE COMPONENTS OF LICENSING AND SYNDICATION, ROYALTIES FROM NETFLIX AND EXPORTS TO THE REST OF THE WORLD, REMAINED RELATIVELY STABLE.

SECOND-QUARTER OPERATING SEGMENT INCOME DECREASED BY 2.7% TO PS.3,957.5 MILLION COMPARED WITH PS.4,066.8 MILLION IN SECOND-QUARTER 2013. THE MARGIN WAS 46.0%. THE DROP IN THE MARGIN OF 330 BASIS POINTS FROM SAME QUARTER LAST YEAR IS MAINLY EXPLAINED BY THE IMPLEMENTATION OF THE MUST-OFFER RULING AND THE EXPENSES RELATED TO THE BROADCASTING OF THE 2014 WORLD CUP.

SKY

SECOND-QUARTER SALES INCREASED BY 8.3% TO PS.4,333.1 MILLION COMPARED WITH PS.4,000.9 MILLION IN SECOND-QUARTER 2013. THE INCREASE WAS DRIVEN BY ACCELERATED GROWTH IN THE SUBSCRIBER BASE IN MEXICO, WHICH IS EXPLAINED BY THE CONTINUED SUCCESS OF SKY’S LOW-COST OFFERINGS AND THE ATTRACTIVENESS OF SKY’S TRADITIONAL PAY-TV PACKAGES. IN ADDITION, THE BUSINESS BENEFITED FROM THE 24 MATCHES OF THE 2014 WORLD CUP THAT SKY TRANSMITTED ON AN EXCLUSIVE BASIS. THE NUMBER OF NET ACTIVE SUBSCRIBERS INCREASED BY 203,262 DURING THE QUARTER TO 6,357,552 AS OF JUNE 30, 2014, COMPARED WITH 5,646,254 AS OF JUNE 30, 2013. SKY ENDED THE QUARTER WITH 199,893 SUBSCRIBERS IN CENTRAL AMERICA AND THE DOMINICAN REPUBLIC.

SECOND-QUARTER OPERATING SEGMENT INCOME INCREASED BY 10.7% TO PS.2,082.0 MILLION COMPARED WITH PS.1,881.0 MILLION IN SECOND-QUARTER 2013, AND THE MARGIN WAS 48.0%, AN INCREASE OF 100 BASIS POINTS FROM SAME QUARTER LAST YEAR. SKY BENEFITED FROM HIGHER REVENUES AND LOWER PROGRAMMING COSTS RESULTING FROM THE MUST-OFFER RULING, WHICH WERE PARTIALLY COMPENSATED BY HIGHER PROGRAMMING EXPENSES RELATED MAINLY TO THE TRANSMISSION OF CERTAIN MATCHES OF THE 2014 WORLD CUP.

TELECOMMUNICATIONS

SECOND-QUARTER SALES INCREASED BY 14.7% TO PS.4,803.7 MILLION COMPARED WITH PS.4,188.4 MILLION IN SECOND-QUARTER 2013. REVENUES FROM OUR THREE CABLE OPERATIONS CABLEVISIÓN, CABLEMÁS AND TVI EXPERIENCED SOLID GROWTH. OUR THREE CABLE COMPANIES CONTINUE TO BENEFIT FROM THE FAST ADOPTION OF VOICE AND DATA SERVICES. VOICE AND DATA REVENUE GENERATING UNITS, OR RGUS, GREW BY 21.9% AND 26.3% COMPARED WITH SECOND-QUARTER 2013, RESPECTIVELY, AND VIDEO RGUS GREW BY 6.9%. BESTEL REVENUES INCREASED BY 12.2% COMPARED WITH SECOND-QUARTER 2013 MAINLY AS A RESULT OF HIGHER MANAGED SERVICES SALES.

THE FOLLOWING INFORMATION SETS FORTH THE BREAKDOWN OF SUBSCRIBERS FOR EACH OF OUR THREE CABLE SUBSIDIARIES AS OF JUNE 30, 2014:

THE SUBSCRIBER BASE OF CABLEVISIÓN OF VIDEO, BROADBAND AND VOICE AS OF JUNE 30, 2014 AMOUNTED TO 883,478, 717,643 AND 436,473 SUBSCRIBERS, RESPECTIVELY.

THE SUBSCRIBER BASE OF CABLEMÁS OF VIDEO, BROADBAND AND VOICE AS OF JUNE 30, 2014 AMOUNTED TO 1,212,790, 780,554 AND 386,451 SUBSCRIBERS, RESPECTIVELY.

THE SUBSCRIBER BASE OF TVI OF VIDEO, BROADBAND AND VOICE AS OF JUNE 30, 2014 AMOUNTED TO 474,331, 342,151 AND 167,861 SUBSCRIBERS, RESPECTIVELY.

THE RGUS OF CABLEVISIÓN, CABLEMÁS AND TVI AS OF JUNE 30, 2014 AMOUNTED TO 2,037,594, 2,379,795 AND 984,343, RESPECTIVELY.

SECOND-QUARTER OPERATING SEGMENT INCOME INCREASED BY 12.6% TO PS.1,778.2 MILLION COMPARED WITH PS.1,578.6 MILLION IN SECOND-QUARTER 2013, AND THE MARGIN WAS 37.0%, A DROP OF 70 BASIS POINTS FROM SAME QUARTER LAST YEAR. OUR TELECOMMUNICATIONS BUSINESS BENEFITED FROM LOWER PROGRAMMING COSTS, AS A RESULT OF THE MUST-OFFER RULING, WHICH WERE PARTIALLY COMPENSATED BY HIGHER PERSONNEL COSTS AND SELLING EXPENSES.

THE FOLLOWING INFORMATION SETS FORTH THE BREAKDOWN OF REVENUES AND OPERATING SEGMENT INCOME, EXCLUDING CONSOLIDATION ADJUSTMENTS, FOR OUR FOUR TELECOMMUNICATIONS SUBSIDIARIES FOR THE QUARTER:

THE REVENUES FOR THE QUARTER OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.1,596.6 MILLION, PS.1,683.4 MILLION, PS.779.6 MILLION AND PS.835.7 MILLION, RESPECTIVELY.

THE OPERATING SEGMENT INCOME FOR THE QUARTER OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.672.8 MILLION, PS.635.2 MILLION, PS.344.2 MILLION AND PS.293.7 MILLION, RESPECTIVELY.

THESE RESULTS DO NOT INCLUDE CONSOLIDATION ADJUSTMENTS OF PS.91.6 MILLION IN REVENUES OR PS.167.7 MILLION IN OPERATING SEGMENT INCOME, WHICH ARE INCLUDED IN THE CONSOLIDATED RESULTS OF TELECOMMUNICATIONS.

OTHER BUSINESSES

SECOND-QUARTER SALES DECREASED BY 1.0% TO PS.1,946.9 MILLION COMPARED WITH PS.1,966.2 MILLION IN SECOND-QUARTER 2013. THIS DECREASE IS EXPLAINED MAINLY BY I) A DECREASE IN THE REVENUES OF OUR SOCCER BUSINESS DUE TO LOWER TICKET SALES; AND II) A DECREASE IN THE REVENUES OF OUR PUBLISHING BUSINESS AS A RESULT OF LOWER CIRCULATION AND ADVERTISING REVENUES ABROAD. THIS EFFECT WAS PARTIALLY COMPENSATED BY I) AN INCREASE IN THE REVENUES OF OUR GAMING BUSINESS AS A RESULT OF HIGHER CASINO HALLS AND LOTTERY REVENUES; II) AN INCREASE IN THE REVENUES OF OUR RADIO BUSINESS DUE TO HIGHER ADVERTISING REVENUES; AND III) AN INCREASE IN THE REVENUES OF OUR FEATURE-FILM DISTRIBUTION BUSINESS THANKS TO THE SUCCESS OF THE MOVIE “CÁSESE QUIEN PUEDA”, AND DISTRIBUTION REVENUES IN THE UNITED STATES.

SECOND-QUARTER OPERATING SEGMENT INCOME DECREASED 4.4% TO PS.198.1 MILLION COMPARED WITH PS.207.3 MILLION IN SECOND-QUARTER 2013, MAINLY REFLECTING LOWER PROFITABILITY IN THE PUBLISHING AND SOCCER BUSINESSES.

INTERSEGMENT OPERATIONS

INTERSEGMENT OPERATIONS FOR THE SECOND QUARTER 2014 AND 2013 AMOUNTED TO PS.344.9 MILLION AND PS.332.2 MILLION, RESPECTIVELY.

CORPORATE EXPENSES

CORPORATE EXPENSE INCREASED BY PS.113.6 MILLION, OR 40.9%, TO PS.391.4 MILLION IN SECOND-QUARTER 2014, FROM PS.277.8 MILLION IN SECOND-QUARTER 2013. THE INCREASE REFLECTED PRIMARILY A HIGHER SHARE-BASED COMPENSATION EXPENSE.

SHARE-BASED COMPENSATION EXPENSE IN SECOND-QUARTER 2014 AND 2013 AMOUNTED TO PS.224.4 MILLION AND PS.152.5 MILLION, RESPECTIVELY, AND WAS ACCOUNTED FOR AS CORPORATE EXPENSE. SHARE-BASED COMPENSATION EXPENSE IS MEASURED AT FAIR VALUE AT THE TIME THE EQUITY BENEFITS ARE CONDITIONALLY SOLD TO OFFICERS AND EMPLOYEES, AND IS RECOGNIZED OVER THE VESTING PERIOD. THE INCREASE OF PS.71.9 MILLION REFLECTED PRIMARILY A HIGHER NUMBER OF OUR CPOS CONDITIONALLY SOLD TO OFFICERS AND EMPLOYEES IN OUR TELECOMMUNICATIONS SEGMENT, AS WELL AS THE INCREASE IN THE MARKET PRICE OF OUR CPO FROM LAST YEAR.

OTHER EXPENSE, NET

OTHER EXPENSE, NET, DECREASED BY PS.20.9 MILLION, OR 28.9%, TO PS.51.4 MILLION IN SECOND-QUARTER 2014, FROM PS.72.3 MILLION IN SECOND-QUARTER 2013. THIS DECREASE PRIMARILY REFLECTED A REDUCTION IN OTHER EXPENSE RELATED TO FINANCIAL ADVISORY AND PROFESSIONAL SERVICES, LOSS ON DISPOSITION OF PROPERTY AND EQUIPMENT, AND DONATIONS, AS WELL AS A GAIN ON DISPOSITION OF A SOCCER TEAM.

NON-OPERATING RESULTS

FINANCE EXPENSE, NET

THE FOLLOWING INFORMATION SETS FORTH THE FINANCE EXPENSE (INCOME), NET, STATED IN MILLIONS OF MEXICAN PESOS FOR THE QUARTERS ENDED JUNE 30, 2014 AND 2013:

FINANCE EXPENSE, NET, INCREASED BY PS.64.6 MILLION, OR 5.5%, TO PS.1,237.2 MILLION IN SECOND-QUARTER 2014 FROM PS.1,172.6 MILLION IN SECOND-QUARTER 2013. THIS INCREASE REFLECTED PRIMARILY (I) A PS.230.7 MILLION INCREASE IN INTEREST EXPENSE TO PS.1,396.1 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.1,165.4 MILLION IN SECOND-QUARTER 2013, DUE PRIMARILY TO A HIGHER AVERAGE PRINCIPAL AMOUNT OF DEBT AND FINANCE LEASE OBLIGATIONS IN SECOND-QUARTER 2014; AND (II) A PS.102.8 MILLION INCREASE IN OTHER FINANCE EXPENSE, NET, TO PS.107.7 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.4.9 MILLION IN SECOND-QUARTER 2013, RESULTING PRIMARILY FROM CHANGES IN FAIR VALUE OF DERIVATIVE FINANCIAL INSTRUMENTS. THESE UNFAVORABLE VARIANCES WERE OFFSET BY (I) A PS.206.3 MILLION DECREASE IN FOREIGN EXCHANGE LOSS TO PS.24.0 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.230.3 MILLION IN SECOND-QUARTER 2013, RESULTING PRIMARILY FROM AN 0.4% APPRECIATION OF THE MEXICAN PESO AGAINST THE US DOLLAR IN SECOND-QUARTER 2014 COMPARED WITH A 5.5% DEPRECIATION IN SECOND-QUARTER 2013; AND (II) A PS.62.6 MILLION INCREASE IN INTEREST INCOME TO PS.290.6 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.228.0 MILLION IN SECOND-QUARTER 2013, EXPLAINED PRIMARILY BY A HIGHER AVERAGE AMOUNT OF CASH, CASH EQUIVALENTS AND INVESTMENTS IN SECOND-QUARTER 2014.

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

SHARE OF INCOME OR LOSS OF JOINT VENTURES AND ASSOCIATES, NET, CHANGED BY PS.591.6 MILLION TO A SHARE OF INCOME OF JOINT VENTURES AND ASSOCIATES, NET, OF PS.129.8 MILLION IN SECOND-QUARTER 2014 FROM A SHARE OF LOSS OF JOINT VENTURES AND ASSOCIATES, NET, OF PS.461.8 MILLION IN SECOND-QUARTER 2013. THIS CHANGE REFLECTED MAINLY A LOWER LOSS OF GSF, OUR 50% JOINT VENTURE IN THE IUSACELL TELECOM BUSINESS, AS WELL AS A HIGHER INCOME OF BMP, THE CONTROLLING COMPANY OF UNIVISION.

INCOME TAXES

INCOME TAXES INCREASED BY PS.9.0 MILLION, OR 0.8%, TO PS.1,117.5 MILLION IN SECOND-QUARTER 2014 COMPARED WITH PS.1,108.5 MILLION IN SECOND-QUARTER 2013. THIS INCREASE REFLECTED PRIMARILY A HIGHER EFFECTIVE INCOME TAX RATE.

NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS

NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS INCREASED BY PS.44.6 MILLION, OR 11.5%, TO PS.430.9 MILLION IN SECOND-QUARTER 2014, COMPARED WITH PS.386.3 MILLION IN SECOND-QUARTER 2013. THIS INCREASE REFLECTED PRIMARILY A HIGHER PORTION OF NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS IN OUR SKY SEGMENT.

OTHER RELEVANT INFORMATION

CAPITAL EXPENDITURES AND INVESTMENTS

DURING SECOND-QUARTER 2014, WE INVESTED APPROXIMATELY US$245.6 MILLION IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES. THESE CAPITAL EXPENDITURES INCLUDE APPROXIMATELY US$120.1 MILLION FOR OUR TELECOMMUNICATIONS SEGMENT, US$89.6 MILLION FOR OUR SKY SEGMENT, AND US$35.9 MILLION FOR OUR CONTENT AND OTHER BUSINESSES SEGMENTS.

OUR INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT IN OUR TELECOMMUNICATIONS SEGMENT DURING SECOND-QUARTER 2014 INCLUDED APPROXIMATELY US$33.6 MILLION FOR CABLEVISIÓN, US$40.5 MILLION FOR CABLEMÁS, US$28.6 MILLION FOR TVI, AND US$17.4 MILLION FOR BESTEL.

DEBT AND FINANCE LEASE OBLIGATIONS

THE FOLLOWING INFORMATION SETS FORTH OUR TOTAL DEBT AND FINANCE LEASE OBLIGATIONS AS OF JUNE 30, 2014 AND DECEMBER 31, 2013. AMOUNTS ARE STATED IN MILLIONS OF MEXICAN PESOS:

THE TOTAL CONSOLIDATED DEBT AMOUNTED TO PS.73,964.3 MILLION AND PS.60,055.8 MILLION AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION  OF LONG-TERM DEBT IN THE AMOUNT OF PS.535.4 MILLION AND PS.312.7 MILLION, RESPECTIVELY.

ADDITIONALLY,  WE HAD FINANCE LEASE OBLIGATIONS IN THE AMOUNT OF PS.4,687.4 MILLION AND PS.4,919.2 MILLION AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION OF PS.318.3 MILLION  AND PS.424.7 MILLION, RESPECTIVELY.

AS OF JUNE 30, 2014, OUR CONSOLIDATED NET DEBT POSITION (TOTAL DEBT LESS CASH AND CASH EQUIVALENTS, TEMPORARY INVESTMENTS, AND NONCURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS) WAS PS.31,497.0 MILLION. THE AGGREGATE AMOUNT OF NONCURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS AS OF JUNE 30, 2014, AMOUNTED TO PS.5,431.9 MILLION.

IN APRIL 2014, WE CONCLUDED AN OFFERING OF PS.6,000 MILLION AGGREGATE PRINCIPAL AMOUNT OF LOCAL BONDS (CERTIFICADOS BURSÁTILES) DUE 2021 WITH AN INTEREST RATE OF THE 28-DAY INTERBANK EQUILIBRIUM INTEREST RATE PLUS 0.35%, REGISTERED WITH THE MEXICAN BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE VALORES).

IN MAY 2014, WE CONCLUDED AN OFFERING OF US$1,000 MILLION AGGREGATE PRINCIPAL AMOUNT OF 5.00% SENIOR NOTES DUE 2045 REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.

IN JUNE 2014, WE DEPOSITED CASH INTO IRREVOCABLE TRUST ACCOUNTS FOR THE BENEFIT OF CREDITORS OF OUR PESO-DENOMINATED LONG-TERM BANK LOANS THAT REPRESENTED A PRINCIPAL AMOUNT OF PS.4,500 MILLION.

SHARES OUTSTANDING

AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, OUR SHARES OUTSTANDING AMOUNTED TO 338,373.3 MILLION AND 335,501.0 MILLION SHARES, RESPECTIVELY, AND OUR CPO EQUIVALENTS OUTSTANDING AMOUNTED TO 2,892.1 MILLION AND 2,867.5 MILLION CPO EQUIVALENTS, RESPECTIVELY. NOT ALL OF OUR SHARES ARE IN THE FORM OF CPOS. THE NUMBER OF CPO EQUIVALENTS IS CALCULATED BY DIVIDING THE NUMBER OF SHARES OUTSTANDING BY 117.

AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, THE GDS (GLOBAL DEPOSITARY SHARES) EQUIVALENTS OUTSTANDING AMOUNTED TO 578.4 MILLION AND 573.5 MILLION GDS EQUIVALENTS, RESPECTIVELY. THE NUMBER OF GDS EQUIVALENTS IS CALCULATED BY DIVIDING THE NUMBER OF CPO EQUIVALENTS BY FIVE.
 
ABOUT TELEVISA

TELEVISA IS THE LARGEST MEDIA COMPANY IN THE SPANISH-SPEAKING WORLD BASED ON ITS MARKET CAPITALIZATION AND A MAJOR PARTICIPANT IN THE INTERNATIONAL ENTERTAINMENT BUSINESS. IT OPERATES FOUR BROADCAST CHANNELS IN MEXICO CITY, PRODUCES AND DISTRIBUTES 24 PAY-TV BRANDS FOR DISTRIBUTION IN MEXICO AND THE REST OF THE WORLD, AND EXPORTS ITS PROGRAMS AND FORMATS TO THE U.S. THROUGH UNIVISION COMMUNICATIONS INC. (“UNIVISION”) AND TO OTHER TELEVISION NETWORKS IN OVER 50 COUNTRIES. TELEVISA IS ALSO AN ACTIVE PARTICIPANT IN MEXICO’S TELECOMMUNICATIONS INDUSTRY. IT HAS A MAJORITY INTEREST IN SKY, A LEADING DIRECT-TO-HOME SATELLITE TELEVISION SYSTEM OPERATING IN MEXICO, THE DOMINICAN REPUBLIC AND CENTRAL AMERICA AND IN FOUR TELECOMMUNICATIONS BUSINESSES: CABLEVISIÓN, CABLEMÁS, TVI, AND BESTEL. THROUGH ITS CABLE COMPANIES, TELEVISA OFFERS VIDEO, VOICE, AND BROADBAND SERVICES. TELEVISA ALSO HAS INTERESTS IN MAGAZINE PUBLISHING AND DISTRIBUTION, RADIO PRODUCTION AND BROADCASTING, PROFESSIONAL SPORTS AND LIVE ENTERTAINMENT, FEATURE-FILM PRODUCTION AND DISTRIBUTION, THE OPERATION OF A HORIZONTAL INTERNET PORTAL, AND GAMING. IN ADDITION, TELEVISA HAS A 50% EQUITY STAKE IN GSF TELECOM HOLDINGS, S.A.P.I. DE C.V. (“GSF”), THE CONTROLLING COMPANY OF GRUPO IUSACELL, S.A. DE C.V. (“IUSACELL”), MEXICO’S THIRD LARGEST MOBILE TELECOM PROVIDER IN TERMS OF SUBSCRIBERS. IN THE UNITED STATES, TELEVISA HAS EQUITY AND DEBENTURES THAT, UPON CONVERSION AND SUBJECT TO ANY NECESSARY APPROVAL FROM THE FEDERAL COMMUNICATIONS COMMISSION (“FCC”) IN THE UNITED STATES, WOULD REPRESENT APPROXIMATELY 38% ON A FULLY DILUTED, AS-CONVERTED BASIS OF THE EQUITY CAPITAL IN BROADCASTING MEDIA PARTNERS, INC. (“BMP”), THE CONTROLLING COMPANY OF UNIVISION, THE LEADING MEDIA COMPANY SERVING THE UNITED STATES HISPANIC MARKET.

DISCLAIMER

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

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

INSTITUTION:
   BBVA BANCOMER
   BTG PACTUAL
   CREDIT SUISSE
   GBM CASA DE BOLSA
   GOLDMAN SACHS
   HSBC
   INVEX
   ITAÚ SECURITIES
   JPMORGAN
   MAXIM GROUP
   MERRILL LYNCH
   MORGAN STANLEY
   NEW STREET
   SANTANDER
   SCOTIABANK
   UBS
 
 
 

 
 
MEXICAN STOCK EXCHANGE
STOCK EXCHANGE CODE: TLEVISA QUARTER: 02 YEAR: 2014
GRUPO TELEVISA, S.A.B.
 
FINANCIAL STATEMENT NOTES
 
CONSOLIDATED
Final Printing
 
GRUPO TELEVISA, S.A.B. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JUNE 30, 2014 AND DECEMBER 31, 2013 AND
FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013
(IN THOUSANDS OF MEXICAN PESOS, EXCEPT PER CPO AND PER SHARE AMOUNTS)

1.        BASIS OF PREPARATION AND ACCOUNTING POLICIES:

THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF GRUPO TELEVISA, S.A.B. (THE "COMPANY") AND SUBSIDIARIES (COLLECTIVELY, THE "GROUP"), AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, AND FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013,  ARE UNAUDITED,  AND HAVE BEEN PREPARED BY USING THE GUIDELINES PROVIDED BY THE INTERNATIONAL ACCOUNTING STANDARD 34, INTERIM FINANCIAL REPORTING. IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS NECESSARY FOR A FAIR PRESENTATION OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS HAVE BEEN INCLUDED THEREIN.

 THESE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION WITH THE GROUP'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND NOTES THERETO FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012, WHICH HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ISSUED BY THE INTERNATIONAL ACCOUNTING STANDARDS BOARD, AND INCLUDE, AMONG OTHER DISCLOSURES, THE GROUP'S MOST SIGNIFICANT ACCOUNTING POLICIES, WHICH WERE APPLIED ON A CONSISTENT BASIS AS OF JUNE 30, 2014, EXCEPT FOR THE NEW SEGMENT PRESENTATION DISCUSSED IN NOTE 8.

         THESE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS WERE AUTHORIZED FOR ISSUANCE ON JULY 4, 2014, BY THE GROUP’S CHIEF FINANCIAL OFFICER.

2.         PROPERTY, PLANT AND EQUIPMENT:

PROPERTY, PLANT AND EQUIPMENT AS OF JUNE 30, 2014 AND DECEMBER 31, 2013 CONSISTED OF:


   
2014
   
2013
 
BUILDINGS
  Ps. 8,275,167     Ps. 8,411,136  
BUILDING IMPROVEMENTS
    305,457       305,402  
TECHNICAL EQUIPMENT
    69,584,472       66,508,565  
SATELLITE TRANSPONDERS
    7,869,492       7,869,492  
FURNITURE AND FIXTURES
    1,019,907       825,284  
TRANSPORTATION EQUIPMENT
    1,928,669       1,907,209  
COMPUTER EQUIPMENT
    5,311,240       5,341,054  
LEASEHOLD IMPROVEMENTS
    1,547,172       1,528,911  
      95,841,576       92,697,053  
ACCUMULATED DEPRECIATION
    (52,841,092 )     (49,198,237 )
      43,000,484       43,498,816  
LAND
    4,327,606       4,597,648  
CONSTRUCTION AND PROJECTS IN PROGRESS
    6,281,595       5,380,011  
    Ps. 53,609,685     Ps. 53,476,475  

DEPRECIATION CHARGED TO INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013 WAS PS.4,824,195 AND PS.4,313,884, RESPECTIVELY.
 
DURING THE FIRST HALF OF 2014, THE GROUP INVESTED PS.5,716,406 IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES.
 
3.         DEBT AND FINANCE LEASE OBLIGATIONS:

DEBT AND FINANCE LEASE OBLIGATIONS OUTSTANDING AS OF JUNE 30, 2014 AND DECEMBER 31, 2013 WERE AS FOLLOWS:

   
2014
   
2013
 
U.S. DOLLAR DEBT:
           
     6% SENIOR NOTES DUE 2018 (A)
  Ps. 6,474,956     Ps. 6,507,849  
     6.625% SENIOR NOTES DUE 2025 (A)
    7,389,674       7,414,019  
     8.50% SENIOR NOTES DUE 2032 (A)
    3,869,400       3,890,267  
     6.625% SENIOR NOTES DUE 2040 (A)
    7,639,616       7,679,931  
     5% SENIOR NOTES DUE 2045 (A)
    12,479,596       -  
          TOTAL U.S. DOLLAR DEBT
    37,853,242       25,492,066  
                 
MEXICAN  PESO DEBT:
               
     7.38% NOTES DUE 2020 (B)
    9,955,330       9,951,803  
     TIIE + 0.35% NOTES DUE 2021 (B)
    5,985,863       -  
     8.49% SENIOR NOTES DUE 2037 (A)
    4,483,384       4,483,022  
     7.25% SENIOR NOTES DUE 2043 (A)
    6,431,514       6,430,330  
     BANK LOANS
    4,090,817       8,589,233  
     BANK LOANS (SKY)
    3,500,000       3,500,000  
     BANK LOANS (TVI)
    1,664,206       1,609,361  
          TOTAL MEXICAN PESO DEBT
    36,111,114       34,563,749  
          TOTAL DEBT (C)
    73,964,356       60,055,815  
  LESS: SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT
    535,443       312,715  
          LONG-TERM DEBT, NET OF CURRENT PORTION
  Ps. 73,428,913     Ps. 59,743,100  
FINANCE LEASE OBLIGATIONS:
               
     SATELLITE TRANSPONDER LEASE OBLIGATION
  Ps. 3,967,850     Ps. 4,077,561  
     OTHER
    719,486       841,686  
          TOTAL FINANCE LEASE OBLIGATIONS
    4,687,336       4,919,247  
          LESS: CURRENT PORTION
    318,280       424,698  
          FINANCE LEASE OBLIGATIONS, NET OF CURRENT
               
              PORTION
  Ps. 4,369,056     Ps. 4,494,549  

(A)  
THESE SENIOR NOTES ARE UNSECURED OBLIGATIONS OF THE COMPANY, RANK EQUALLY IN RIGHT OF PAYMENT WITH ALL EXISTING AND FUTURE UNSECURED AND UNSUBORDINATED INDEBTEDNESS OF THE COMPANY, AND ARE JUNIOR IN RIGHT OF PAYMENT TO ALL OF THE EXISTING AND FUTURE LIABILITIES OF THE COMPANY’S SUBSIDIARIES. INTEREST ON THE SENIOR NOTES DUE 2018, 2025, 2032, 2037, 2040, 2043 AND 2045, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 6.31%, 6.97%, 8.94%, 8.93%, 6.97%, 7.62% AND 5.26% PER ANNUM, RESPECTIVELY, AND IS PAYABLE SEMI-ANNUALLY. THESE SENIOR NOTES MAY NOT BE REDEEMED PRIOR TO MATURITY, EXCEPT (I) IN THE EVENT OF CERTAIN CHANGES IN LAW AFFECTING THE MEXICAN WITHHOLDING TAX TREATMENT OF CERTAIN PAYMENTS ON THE SECURITIES, IN WHICH CASE THE SECURITIES WILL BE REDEEMABLE, AS A WHOLE BUT NOT IN PART, AT THE OPTION OF THE COMPANY; AND (II) IN THE EVENT OF A CHANGE OF CONTROL, IN WHICH CASE THE COMPANY MAY BE REQUIRED TO REDEEM THE SECURITIES AT 101% OF THEIR PRINCIPAL AMOUNT. ALSO, THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THE SENIOR NOTES DUE 2018, 2025, 2037, 2040 AND 2043, IN WHOLE OR IN PART, AT ANY TIME AT A REDEMPTION PRICE EQUAL TO THE GREATER OF THE PRINCIPAL AMOUNT OF THESE SENIOR NOTES OR THE PRESENT VALUE OF FUTURE CASH FLOWS, AT THE REDEMPTION DATE, OF PRINCIPAL AND INTEREST AMOUNTS OF THE SENIOR NOTES DISCOUNTED AT A FIXED RATE OF COMPARABLE U.S. OR MEXICAN SOVEREIGN BONDS. THE AGREEMENT OF THESE SENIOR NOTES CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES ENGAGED IN THE GROUP’S CONTENT SEGMENT, TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS. THE SENIOR NOTES DUE 2018, 2025, 2032, 2037, 2040 AND 2045 ARE REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION (“SEC”). THE SENIOR NOTES DUE 2043 ARE REGISTERED WITH BOTH THE U.S. SEC AND THE MEXICAN BANKING AND SECURITIES COMMISSION (“COMISIÓN NACIONAL BANCARIA Y DE VALORES”) OR “CNBV”.

(B)  
INTEREST ON THESE NOTES (“CERTIFICADOS BURSÁTILES”) IS PAYABLE SEMI-ANNUALLY FOR NOTES DUE 2020 AND EVERY 28 DAYS FOR NOTES DUE 2021. THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THE NOTES DUE 2020, IN WHOLE OR IN PART, AT ANY SEMI-ANNUAL INTEREST PAYMENT DATE AT A REDEMPTION PRICE EQUAL TO THE GREATER OF THE PRINCIPAL AMOUNT OF THE OUTSTANDING NOTES AND THE PRESENT VALUE OF FUTURE CASH FLOWS, AT THE REDEMPTION DATE, OF PRINCIPAL AND INTEREST AMOUNTS OF THE NOTES DISCOUNTED AT A FIXED RATE OF COMPARABLE MEXICAN SOVEREIGN BONDS. THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THE NOTES DUE 2021, IN WHOLE OR IN PART, AT ANY DATE AT A REDEMPTION PRICE EQUAL TO THE GREATER OF THE PRINCIPAL AMOUNT OF THE OUTSTANDING NOTES AND AN AVERAGE PRICE CALCULATED FROM PRICES TO BE PROVIDED AT THE REDEMPTION DATE BY TWO MEXICAN FINANCIAL PRICING COMPANIES. THE AGREEMENT OF THESE NOTES CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES DESIGNATED BY THE COMPANY’S BOARD OF DIRECTORS, AND ENGAGED IN THE GROUP’S CONTENT SEGMENT, TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.

(C)  
TOTAL DEBT IS PRESENTED NET OF UNAMORTIZED FINANCE COSTS AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, IN THE AGGREGATE AMOUNT OF PS.1,311,531 AND PS.808,585, RESPECTIVELY.
 
          IN APRIL 2014, THE COMPANY CONCLUDED AN OFFERING OF LOCAL BONDS (“CERTIFICADOS BURSÁTILES”) DUE 2021 FOR A PRINCIPAL AMOUNT OF PS.6,000,000  WITH AN INTEREST RATE OF THE 28-DAY INTERBANK EQUILIBRIUM INTEREST RATE (“TASA DE INTERÉS INTERBANCARIA DE EQUILIBRIO” OR “TIIE”) PLUS 0.35%, REGISTERED WITH THE CNBV.

          IN MAY 2014, THE COMPANY CONCLUDED AN OFFERING OF U.S.$1,000 MILLION (PS.12,980,000) AGGREGATE PRINCIPAL AMOUNT OF 5% SENIOR NOTES DUE 2045 REGISTERED WITH THE U.S. SEC.

          IN JUNE 2014, THE COMPANY DEPOSITED CASH INTO IRREVOCABLE TRUST ACCOUNTS FOR THE BENEFIT OF CERTAIN CREDITORS OF THE COMPANY’S PESO-DENOMINATED LONG-TERM BANK LOANS, THAT REPRESENTED A PRINCIPAL AMOUNT OF PS.4,500,000.

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

5.        EQUITY:

   THE EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, IS PRESENTED AS FOLLOWS:

   
2014
   
2013
 
NOMINAL CAPITAL STOCK
  Ps. 2,494,410     Ps. 2,494,410  
CUMULATIVE INFLATION ADJUSTMENT (A)
    2,483,716       2,483,716  
TOTAL CAPITAL STOCK
  Ps. 4,978,126     Ps. 4,978,126  
ADDITIONAL PAID-IN CAPITAL
    15,889,819       15,889,819  
RETAINED EARNINGS
    56,763,782       49,149,607  
ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
    3,914,382       3,394,051  
SHARES REPURCHASED
    (12,334,027 )     (12,848,448 )
NET INCOME FOR THE PERIOD
    3,065,452       7,748,279  
 EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
  Ps. 72,277,534     Ps. 68,311,434  

(A) ADJUSTMENT TO RECOGNIZE THE EFFECTS OF INFLATION IN CAPITAL STOCK THROUGH DECEMBER 31, 1997, DETERMINED BY APPLYING THE CHANGE IN THE MEXICAN NATIONAL CONSUMER PRICE INDEX BETWEEN THE DATES CAPITAL STOCK WAS CONTRIBUTED AND DECEMBER 31, 1997, THE DATE THROUGH WHICH THE MEXICAN ECONOMY WAS CONSIDERED HYPERINFLATIONARY UNDER THE GUIDELINES OF THE IFRS.
 
ON APRIL 2, 2013, THE COMPANY’S STOCKHOLDERS APPROVED THE PAYMENT OF A DIVIDEND  OF PS.0.35 PER CPO AND PS.0.002991452991 PER SHARE OF SERIES “A”, “B”, “D” AND “L”, NOT IN THE FORM OF A CPO, WHICH  WAS PAID IN CASH IN MAY 2013 IN THE AGGREGATE AMOUNT OF PS.1,084,192.
 
ON DECEMBER 9, 2013, THE COMPANY´S STOCKHOLDERS APPROVED THE PAYMENT OF A DIVIDEND OF PS.0.35 PER CPO AND PS.0.002991452991 PER SHARE OF SERIES “A”, “B”, “D” AND “L”, NOT IN THE FORM OF A CPO, WHICH WAS PAID IN CASH IN DECEMBER 2013 IN THE AGGREGATE AMOUNT OF PS.1,084,192.
 
AS OF JUNE 30, 2014, THE NUMBER OF SHARES ISSUED, REPURCHASED AND OUTSTANDING IS PRESENTED AS FOLLOWS:
 
   
 ISSUED
   
REPURCHASED AND HELD BY A COMPANY’S TRUST
   
OUTSTANDING
 
SERIES “A” SHARES
    123,273,961,425       8,169,668,784       115,104,292,641  
SERIES “B” SHARES
    58,982,873,976       5,592,438,989       53,390,434,987  
SERIES “D” SHARES
    90,086,525,865       5,147,255,699       84,939,270,166  
SERIES “L” SHARES
    90,086,525,865       5,147,255,699       84,939,270,166  
      362,429,887,131       24,056,619,171       338,373,267,960  
 
 AS OF JUNE 30, 2014, THE COMPANY’S SHARES REPURCHASED BY THE COMPANY AND THE COMPANY’S SHARES HELD BY A SPECIAL TRUST IN CONNECTION WITH THE COMPANY’S STOCK PURCHASE PLAN AND THE LONG-TERM RETENTION PLAN ARE PRESENTED AS A CHARGE TO THE EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY, AS FOLLOWS:

   
SERIES “A”, “B”, “D”, AND “L” SHARES
       
   
IN THE FORM
OF CPOS
   
NOT IN THE
FORM OF CPOS
   
 
TOTAL
   
 
NET COST
 
REPURCHASE PROGRAM (1)
    -       -       -     Ps. -  
 
HELD BY A COMPANY TRUST  (2)
 
    17,206,540,299       6,850,078,872       24,056,619,171       9,912,803  
ADVANCES FOR ACQUISITION OF SHARES (3)
    -       -       -       2,421,224  
      17,206,540,299       6,850,078,872       24,056,619,171     Ps. 12,334,027  

(1)  
DURING THE FIRST HALF OF 2014 THE COMPANY DID NOT REPURCHASE ANY SHARES IN THE FORM OF CPOS.

(2)  
DURING THE FIRST HALF OF 2014, THE TRUST FOR THE LONG-TERM RETENTION PLAN ACQUIRED 15,795,000 SHARES OF THE COMPANY, IN THE FORM OF 135,000 CPOS, IN THE AMOUNT OF PS.10,183, AND RELEASED 2,515,356,792 SHARES IN THE FORM OF 21,498,776 CPOS, AND 372,683,376 SERIES”A” SHARES, IN THE AGGREGATE AMOUNT OF PS.730,156 IN CONNECTION  WITH THE LONG-TERM RETENTION PLAN.

(3)  
IN CONNECTION WITH THE COMPANY’S STOCK PURCHASE PLAN AND LONG-TERM RETENTION PLAN.

THE GROUP ACCRUED IN EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY A SHARE-BASED COMPENSATION EXPENSE OF PS.380,317 AND PS.273,708 FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013, RESPECTIVELY, WHICH AMOUNT WAS REFLECTED IN CONSOLIDATED INCOME AS ADMINISTRATIVE EXPENSE.

6.        FINANCE EXPENSE, NET:

FINANCE (EXPENSE) INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013, INCLUDED:

   
2014
   
2013
 
INTEREST EXPENSE
  Ps. (2,635,469 )   Ps. (2,269,851 )
FOREIGN EXCHANGE LOSS, NET
    (132,780 )     (182,925 )
OTHER FINANCE EXPENSE, NET (1)
    (148,724 )     (89,137 )
   FINANCE EXPENSE
    (2,916,973 )     (2,541,913 )
INTEREST INCOME (2)
    562,016       529,948  
   FINANCE INCOME
    562,016       529,948  
   FINANCE EXPENSE, NET
  Ps. (2,354,957 )   Ps. (2,011,965 )
                 
(1)   OTHER FINANCE EXPENSE, NET, INCLUDED A NET LOSS IN FAIR VALUE FROM DERIVATIVE FINANCIAL CONTRACTS FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013. THIS LINE ITEM ALSO INCLUDED A LOSS IN FAIR VALUE FROM AN EMBEDDED DERIVATIVE IN A HOST CONTRACT RELATED TO THE GROUP’S INVESTMENTS IN CONVERTIBLE DEBENTURES ISSUED BY BMP AND ARES IN THE AMOUNT OF PS.43,883 FOR THE SIX MONTHS ENDED JUNE 30, 2014, AND BY BMP IN THE AMOUNT OF PS.35,711 FOR THE SIX MONTHS ENDED JUNE 30, 2013.
 
(2)   THIS LINE ITEM INCLUDED INTEREST INCOME FROM THE GROUP’S INVESTMENT IN CONVERTIBLE DEBENTURES ISSUED BY BMP AND ARES IN THE AGGREGATE AMOUNT OF PS.282,913, FOR THE SIX MONTHS ENDED JUNE 30, 2014, AND BY BMP IN THE AMOUNT OF PS.105,909 FOR THE SIX MONTHS ENDED JUNE 30, 2013.
 
7.        INCOME TAXES:

          IN THE LAST QUARTER OF 2013 THE MEXICAN CONGRESS ENACTED A NEW TAX REFORM (THE “2014 TAX REFORM”), WHICH BECAME EFFECTIVE AS OF JANUARY 1, 2014.  AMONG THE TAX REFORMS APPROVED BY THE MEXICAN CONGRESS, ONE OF THE MOST RELEVANT CHANGES WAS THE ELIMINATION OF THE TAX CONSOLIDATION REGIME ALLOWED FOR MEXICAN CONTROLLING COMPANIES THROUGH DECEMBER 31, 2013.

          THE INCOME TAX PAYABLE IN CONNECTION WITH THE ELIMINATION OF THE TAX CONSOLIDATION REGIME AMOUNTED TO AN AGGREGATE AMOUNT OF PS.6,813,595 AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, OF WHICH PS.6,291,975 AND PS.6,629,865 WERE CLASSIFIED AS NON-CURRENT LIABILITIES AS OF THOSE DATES, RESPECTIVELY.

          IN THE SIX MONTHS ENDED JUNE 30, 2013, CURRENT INCOME TAXES INCLUDED INCOME TAXES COMPUTED ON A TAX CONSOLIDATED BASIS, IETU (FLAT TAX), AND AMOUNTS RESULTING FROM INCOME TAXES RELATED TO PRIOR YEARS.

             THE INCOME TAX PAYABLE AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, IN CONNECTION WITH THE 2010 MEXICAN TAX REFORM, WAS AS FOLLOWS:

   
2014
   
2013
 
TAX LOSSES OF SUBSIDIARIES, NET
  Ps. 170,941     Ps. 350,197  
DIVIDENDS DISTRIBUTED AMONG THE GROUP’S ENTITIES
    -       81,029  
      170,941       431,226  
LESS: CURRENT PORTION
    94,697       260,285  
NON-CURRENT PORTION
  Ps. 76,244     Ps. 170,941  
 
       THROUGH DECEMBER 31, 2013, CURRENT INCOME TAX ASSETS WERE OFFSET AGAINST CURRENT INCOME TAX LIABILITIES OF THE COMPANY’S MEXICAN SUBSIDIARIES THAT WERE ALLOWED TO CONSOLIDATE THEIR INCOME OR LOSS FOR INCOME TAX PURPOSES, AS THEY WERE RELATED TO INCOME TAXES LEVIED BY THE TAXATION AUTHORITY ON THE SAME TAXABLE ENTITY AND THE GROUP HAD THE LEGALLY ENFORCEABLE RIGHT TO SET OFF THOSE CURRENT INCOME TAX ASSETS AND LIABILITIES. BEGINNING ON JANUARY 1, 2014, AS A RESULT OF THE 2014 TAX REFORM, THE COMPANY IS NO LONGER ALLOWED TO CONSOLIDATE INCOME OR LOSS OF ITS MEXICAN SUBSIDIARIES FOR INCOME TAX PURPOSES, AND CURRENT TAX ASSETS AND CURRENT TAX LIABILITIES OF COMPANIES IN THE GROUP RELATE TO INCOME TAXES LEVIED BY THE TAXATION AUTHORITY ON DIFFERENT TAXABLE ENTITIES.

       AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, CURRENT INCOME TAX ASSETS AND LIABILITIES AND DEFERRED INCOME TAX ASSETS AND LIABILITIES, AS REPORTED BY TAXABLE ENTITIES IN THE GROUP, ARE PRESENTED AS FOLLOWS:

   
JUNE 30, 2014
   
DECEMBER 31, 2013
 
CURRENT INCOME TAXES:
           
ASSETS
  $ 4,685,753     $ 1,545,548  
LIABILITIES
    4,006,913       198,370  
NET (1)
  $ 678,840     $ 1,347,178  
DEFERRED INCOME TAXES:
               
ASSETS
  $ 13,909,549     $ 10,608,778  
LIABILITIES
    3,270,098       -  
NET
  $ 10,639,451     $ 10,608,778  

          (1) THE NET AMOUNT OF CURRENT INCOME TAXES OF JUNE 30, 2014 IS REFLECTED AS OTHER ACCOUNTS RECEIVABLE (PS.777,478) AND OTHER TAXES PAYABLE (PS.98,638) IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF JUNE 30, 2014.

       THE DEFERRED INCOME TAXES AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, WERE PRINCIPALLY DERIVED FROM:


   
2014
   
2013
 
ASSETS:
           
     ACCRUED LIABILITIES
  Ps. 1,423,949     Ps. 1,455,444  
     ALLOWANCE FOR DOUBTFUL ACCOUNTS
    753,090       753,090  
     CUSTOMER ADVANCES
    2,273,096       2,480,552  
     INTANGIBLE ASSETS AND TRANSMISSION RIGHTS
    692,345       755,985  
LIABILITIES:
               
     INVESTMENTS
    (1,409,877 )     (1,147,683 )
     PROPERTY, PLANT AND EQUIPMENT, NET
    (1,404,033 )     (1,727,736 )
     DERIVATIVE FINANCIAL INSTRUMENTS
    (325,609 )     (366,225 )
     PREPAID EXPENSES AND OTHER ITEMS
    (311,296 )     (542,435 )
DEFERRED INCOME TAXES OF MEXICAN COMPANIES
    1,691,665       1,660,992  
DEFERRED INCOME TAX OF FOREIGN SUBSIDIARIES
    165,832       165,832  
ASSET TAX
    845,910       845,910  
TAX LOSS CARRYFORWARDS
    7,936,044       7,936,044  
DEFERRED INCOME TAX ASSET, NET
  Ps. 10,639,451     Ps. 10,608,778  
 
8. SEGMENT INFORMATION AND SEASONALITY:

 INFORMATION BY SEGMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013 IS PRESENTED AS FOLLOWS:

   
TOTAL REVENUES
   
INTERSEGMENT REVENUES
   
CONSOLIDATED REVENUES
   
SEGMENT PROFIT (LOSS)
     
2014:
                           
CONTENT
  Ps. 15,247,374     Ps. 527,217     Ps. 14,720,157     Ps. 6,357,667      
SKY
    8,532,357       6,934       8,525,423       4,029,676      
TELECOMMUNICATIONS
    9,404,308       55,371       9,348,937       3,405,420      
OTHER BUSINESSES
    3,734,428       60,491       3,673,937       302,704      
SEGMENT TOTALS
    36,918,467       650,013       36,268,454       14,095,467      
RECONCILIATION TO CONSOLIDATED AMOUNTS:
                                   
ELIMINATIONS AND CORPORATE EXPENSES
    (650,013 )     (650,013 )     -       (698,867 )    
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (5,332,323 )    
CONSOLIDATED TOTAL BEFORE OTHER EXPENSE
    36,268,454       -       36,268,454       8,064,277   (1 )
OTHER EXPENSE, NET
    -       -       -       (213,201 )    
CONSOLIDATED TOTAL
  Ps. 36,268,454     Ps. -     Ps. 36,268,454     Ps. 7,851,076   (2 )
                                     
2013:
                                   
CONTENT
  Ps. 14,589,769     Ps. 407,810     Ps. 14,181,959     Ps. 6,445,428      
SKY
    7,827,788       14,229       7,813,559       3,649,491      
TELECOMMUNICATIONS
    8,164,917       34,984       8,129,933       2,996,446      
OTHER BUSINESSES
    3,627,786       168,715       3,459,071       318,260      
SEGMENT TOTALS
    34,210,260       625,738       33,584,522       13,409,625      
RECONCILIATION TO CONSOLIDATED AMOUNTS:
                                   
ELIMINATIONS AND CORPORATE EXPENSES
    (625,738 )     (625,738 )     -       (538,829 )    
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (4,787,806 )    
CONSOLIDATED TOTAL BEFORE OTHER INCOME
    33,584,522       -       33,584,522       8,082,990   (1 )
OTHER INCOME, NET
    -       -       -       261,905      
CONSOLIDATED TOTAL
  Ps. 33,584,522     Ps. -     Ps. 33,584,522     Ps. 8,344,895   (2 )

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

           BEGINNING IN THE FIRST QUARTER OF 2014, THE GROUP’S OTHER BUSINESSES SEGMENT INCLUDES THE PUBLISHING BUSINESS, WHICH WAS PREVIOUSLY PRESENTED AS A SEPARATE REPORTABLE SEGMENT. THE GROUP’S PUBLISHING BUSINESS WAS CLASSIFIED INTO THE OTHER BUSINESSES SEGMENT SINCE ITS OPERATIONS ARE NO LONGER SIGNIFICANT TO THE GROUP’S CONSOLIDATED FINANCIAL STATEMENTS TAKEN AS A WHOLE.

SEASONALITY

THE GROUP’S RESULTS OF OPERATIONS ARE SEASONAL. THE GROUP TYPICALLY RECOGNIZES A LARGE PERCENTAGE OF ITS CONSOLIDATED NET SALES (PRINCIPALLY ADVERTISING) IN THE FOURTH QUARTER IN CONNECTION WITH THE HOLIDAY SHOPPING SEASON. IN 2013 AND 2012, THE GROUP RECOGNIZED 29.1% AND 28.6%, RESPECTIVELY, OF ITS ANNUAL CONSOLIDATED NET SALES IN THE FOURTH QUARTER OF THE YEAR. THE GROUP’S COSTS, IN CONTRAST TO ITS REVENUES, ARE MORE EVENLY INCURRED THROUGHOUT THE YEAR AND GENERALLY DO NOT CORRELATE TO THE AMOUNT OF ADVERTISING SALES.

THE CONSOLIDATED NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY FOR EACH OF THE FOUR QUARTERS IN THE PERIOD ENDED JUNE 30, 2014, IS PRESENTED AS FOLLOWS:
   
 
QUARTER
 
ACCUMULATED
   
QUARTER
 
 3RD  /
13
  Ps. 5,284,449     Ps. 2,389,252  
 4TH  /
13
    7,748,279       2,463,830  
 1ST  /
14
    853,868       853,868  
 2ND  /
14
    3,065,452       2,211,584  
 
9.       CAPITAL CONTRIBUTIONS IN JOINT VENTURE:
      DURING THE FIRST HALF OF 2013 AND THE YEAR ENDED DECEMBER 31, 2013, THE GROUP MADE CAPITAL CONTRIBUTIONS IN CONNECTION WITH ITS 50% JOINT INTEREST IN GSF, THE PARENT COMPANY OF IUSACELL, IN THE AGGREGATE AMOUNT OF  PS.1,187,500 AND PS.1,587,500, RESPECTIVELY. DURING THE FIRST HALF OF 2014, NO CAPITAL CONTRIBUTIONS WERE MADE BY THE GROUP IN CONNECTION WITH ITS 50% JOINT INTEREST IN GSF.
 
10.      OTHER TRANSACTIONS:
 
          IN MARCH 2013, THE GROUP RECEIVED U.S.$30 MILLION FROM UNIVISION RELATED TO THE RELEASE OF CERTAIN CARRIAGE RIGHTS WITH DIRECTV HELD BY THE GROUP IN THE UNITED STATES. THE GROUP RECOGNIZED THE PAYMENT MADE BY UNIVISION AS A NON-RECURRENT OTHER INCOME IN THE CONSOLIDATED STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2013.

          IN JULY 2013, THE GROUP MADE AN INVESTMENT IN THE AMOUNT OF PS.7,000,000 IN CONVERTIBLE DEBT INSTRUMENTS WHICH, SUBJECT TO REGULATORY APPROVAL, WILL ALLOW THE GROUP O ACQUIRE 95% OF THE EQUITY INTEREST OF TENEDORA ARES, S.A.P.I. DE C.V. (“ARES”), OWNER OF 51% OF THE EQUITY INTEREST OF GRUPO CABLE TV, S.A. DE C.V. (“CABLECOM”), A TELECOMMUNICATIONS COMPANY THAT OFFERS VIDEO, TELEPHONY AND DATA SERVICES IN MEXICO. IN ADDITION, ARES WILL HAVE AN OPTION TO ACQUIRE IN THE FUTURE, SUBJECT TO REGULATORY APPROVALS, THE REMAINING 49% OF THE EQUITY INTEREST OF CABLECOM. ALSO, AS PART OF THIS TRANSACTION, THE GROUP INVESTED IN A LONG-TERM DEBT INSTRUMENT ISSUED BY ARES IN THE AMOUNT OF U.S.$195 MILLION.

          IN THE THIRD QUARTER OF 2013, SKY ENTERED INTO AN AGREEMENT WITH DIRECTV FOR THE ACQUISITION AND LAUNCH OF A SATELLITE (“SM1”), WHICH IS EXPECTED TO BE IN SERVICE IN THE FOURTH QUARTER OF 2015. IN 2013, SKY RECOGNIZED INVESTMENTS MADE IN CONNECTION WITH THIS AGREEMENT IN THE AGGREGATE AMOUNT OF U.S.$68.7 MILLION (PS.898,413). AS OF DECEMBER 31, 2013, SKY HAD COMMITMENTS TO INVEST IN 2014 AND 2015 IN CONNECTION WITH THE ACQUISITION AND LAUNCH OF THE SM1 SATELLITE IN THE AMOUNT OF U.S.$60.5 MILLION (PS.791,038) AND U.S.$41.8 MILLION (PS.546,535), RESPECTIVELY.

         IN THE SIX MONTHS ENDED JUNE 30, 2014 AND 2013, ROYALTY REVENUE FROM UNIVISION AMOUNTED TO PS.1,950,076 AND PS.1,621,284, RESPECTIVELY.

- - - - - - - - - - - -
 
 
 

 
 
INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
CONSOLIDATED
  Final Printing
COMPANY NAME
MAIN ACTIVITIES
NUMBER OF SHARES
%OWNERSHIP
TOTAL AMOUNT
(Thousands of Mexican Pesos)
ACQUISITION COST
BOOK VALUE
1
ARGOS COMUNICACION, S.A. DE C.V.
PRODUCTIONS OF T.V. PROGRAMS BROADCASTING OF T.V.
34,151,934
33.00
141,932
60,818
             
2
BROADCASTING MEDIA PARTNERS, INC
PROMOTION AND/OR DEVELOPMENT OF ENTERTAINMENT COMPANIES
  842,850
  7.81
  2,584,818
  2,988,618
             
3
GSF TELECOM HOLDINGS, S.A.P.I. DE C.V.
PROMOTION AND/OR DEVELOPMENT OF TELECOM COMPANIES
  150,000,000
  50.00
  20,325,557
  13,594,093
             
4
EDITORIAL CLIO, LIBROS Y VIDEOS, S.A. DE C.V.
PUBLISHING AND PRINTING OF BOOKS AND MAGAZINES
3,227,050
30.00
32,270
5,780
             
ENDEMOL MEXICO, S.A. DE C.V.
PRODUCTION AND COMMERCIALIZATION OF TELEVISION PROGRAMMING
25,000
  50.00
  25
  317
             
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD, S.A.P.I. DE C.V.
TELECOM
  54,666,667
  33.33
  54,667
  639,536
             
7
OCESA ENTRETENIMIENTO, S.A. DE C.V.
LIVE ENTERTAINMENT IN MEXICO
14,100,000
40.00
1,062,811
877,882
             
8
OLLIN VFX, S.A. DE C.V.
TELEVISION AND CINEMA PRODUCTION
34
25.30
13,333
13,333
             
T&V S.A.S.
PRODUCTION AND COMMERCIALIZATION OF TELEVISION PROGRAMMING
  1,849
  50.00
  312
  312
TOTAL INVESTMENT IN ASSOCIATES
24,215,725
18,180,689
 
OBSERVATIONS:
 
 
 

 
 
 
CREDITS BREAKDOWN
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
CREDIT TYPE / INSTITUTION
 FOREIGN INSTITUTION (YES/NO)
 DATE  OF CONTRACT
 AMORTIZATION DATE
 INTEREST RATE
AMORTIZATION OF CREDITS DENOMINATED IN PESOS
AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
TIME INTERVAL
TIME INTERVAL
CURRENT YEAR
UNTIL  1 YEAR
UNTIL  2 YEAR
UNTIL  3 YEAR
UNTIL 4 YEAR
UNTIL  5 YEAR
CURRENT YEAR
UNTIL  1 YEAR
UNTIL  2 YEAR
UNTIL 3 YEAR
UNTIL  4 YEAR
UNTIL 5 YEAR
BANKS
                               
FOREIGN TRADE
                               
SECURED
                               
COMMERCIAL BANKS
                               
BANCO NACIONAL DE MÉXICO, S.A.
NO
4/20/2006
4/20/2016
8.74
   
2,100,000
                 
BANCO SANTANDER , S.A.
NO
4/21/2006
4/21/2016
TIIE+24
   
1,400,000
                 
BANCO MERCANTIL DEL NORTE, S.A.
NO
2/24/2011
2/21/2016
TIIE+1.90
132,730
132,730
676,693
                 
BANCO SANTANDER, S.A.
NO
3/30/2011
3/30/2016
8.12
                       
BBVA BANCOMER, S.A.
NO
3/30/2011
3/30/2016
8.095
                       
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.40
         
399,325
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.06
     
319,460
 
479,190
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2018
8.77
       
399,464
             
HSBC MÉXICO, S.A.
NO
3/28/2011
3/30/2018
TIIE+117.5
   
620,982
624,132
1,248,264
             
AF BANREGIO, S.A. DE C.V.
NO
10/4/2012
10/2/2017
TIIE+2.50
2,400
3,000
8,700
9,825
10,975
             
HSBC MÉXICO, S.A.
NO
5/29/2013
5/29/2019
TIIE+1.70
32,292
32,291
64,756
64,755
64,755
228,304
           
HSBC MÉXICO, S.A.
NO
6/10/2014
7/10/2014
TIIE+1.40
200,000
                     
OTHER
                               
TOTAL BANKS
       
367,422
168,021
4,871,131
1,018,172
1,723,458
1,106,819
0
0
0
0
0
0
STOCK MARKET
                               
LISTED STOCK EXCHANGE
                               
UNSECURED
                               
SENIOR NOTES
YES
5/9/2007
5/11/2037
8.93
         
4,483,384
           
NOTES
NO
10/14/2010
10/1/2020
7.38
         
9,955,330
           
SENIOR NOTES
YES
5/14/2013
5/14/2043
7.25
         
6,431,514
           
NOTES
NO
4/7/2014
4/1/2021
TIIE+.35
         
5,985,863
           
SENIOR NOTES
YES
5/6/2008
5/15/2018
6.31
                   
6,474,956
 
SENIOR NOTES
YES
3/18/2005
3/18/2025
6.97
                     
7,389,674
SENIOR NOTES
YES
3/11/2002
3/11/2032
8.94
                     
3,869,400
NOTES
YES
11/23/2009
1/15/2040
6.97
                     
7,639,616
NOTES
YES
5/13/2014
5/13/2045
5.26
                     
12,479,596
SECURED
       
0
0
0
0
0
26,856,091
0
0
0
0
6,474,956
31,378,286
PRIVATE PLACEMENTS
                               
UNSECURED
                               
SECURED
                               
TOTAL STOCK MARKET
                               
OTHER CURRENT AND NON-CURRENT LIABILITIES WITH COST
                               
CSI LEASING MÉXICO, S. DE R.L. DE C.V.
NO
12/1/2011
10/1/2015
 
12,057
1,520
1,001
                 
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD
NO
8/1/2012
7/1/2020
 
83,003
 
79,420
76,699
74,679
216,816
           
INTELSAT GLOBAL  SALES & MARKETING, LTD.
YES
10/1/2012
9/1/2027
             
90,854
93,953
198,481
213,465
229,580
3,141,517
IP MATRIX, S.A. DE C.V.
YES
11/1/2009
11/1/2015
             
7,406
7,594
4,519
     
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD
NO
8/1/2012
7/1/2021
             
21,893
0
17,394
17,729
18,309
79,447
TOTAL CURRENT AND NON-CURRENT LIABILITIES WITH COST
                               
                                 
SUPPLIERS
                               
VARIOUS
NO
7/1/2014
6/30/2015
   
8,382,034
                   
VARIOUS
YES
7/1/2014
6/30/2015
               
5,028,646
       
TOTAL SUPPLIERS
       
0
8,382,034
0
0
0
0
0
5,028,646
0
0
0
0
                                 
OTHER CURRENT AND NON-CURRENT LIABILITIES
                               
VARIOUS
NO
       
19,998,414
53,753
11,207
4,269
198,610
           
TRANSMISSION RIGHTS
NO
         
272,128
93,163
15,163
67,847
           
CUSTOMER DEPOSITS AND ADVANCES
NO
         
744,441
                 
2010 AND 2014 MEXICAN TAX REFORM
NO
         
381,424
770,289
1,400,698
3,815,808
           
DERIVATIVE FINANCIAL INSTRUMENTS
NO
         
133,150
 
336,730
7,774
           
VARIOUS
YES
                   
1,256,951
     
82,534
TRANSMISSION RIGHTS
YES
                     
910,406
397,293
343,389
295,490
OTHER CURRENT AND NON-CURRENT LIABILITIES
       
-
19,998,414
1,584,896
874,659
1,756,860
4,090,039
-
1,256,951
910,406
397,293
343,389
378,024
                                 
TOTAL
       
462,482
28,549,989
6,536,448
1,969,530
3,554,997
32,269,765
120,153
6,387,144
1,130,800
628,487
7,066,234
34,977,274
 
NOTES
 
  THE EXCHANGE RATES FOR THE CREDITS DENOMINATED  IN FOREIGN CURRENCY WERE AS FOLLOWS:
 
                                      $      13.0025     PESOS PER U.S. DOLLAR
 
DOES NOT INCLUDE TAX LIABILITIES PAYABLE IN FOREIGN CURRENCY AND MEXICAN PESOS (REF. 21050000 TAXES PAYABLE) OF PS.74,205 AND PS.1,205,579, RESPECTIVELY, FOR EFFECTS OF VALIDATION OF THE SYSTEM.
 
BANK LOANS AND SENIOR NOTES ARE PRESENTED NET OF UNAMORTIZED FINANCE COSTS IN THE AGGREGATE AMOUNT OF PS.1,311,531.
 
 
 

 
 
MONETARY FOREIGN CURRENCY POSITION
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
 
FOREIGN CURRENCY POSITION
(THOUSANDS OF PESOS)
DOLLARS
OTHER CURRENCIES
TOTAL
THOUSANDS
OF PESOS
THOUSANDS
OF DOLLARS
THOUSANDS
OF PESOS
THOUSANDS
OF DOLLARS
THOUSANDS
OF PESOS
           
MONETARY ASSETS
3,261,970
42,413,769
183,230
2,382,444
44,796,213
           
   CURRENT
1,757,096
22,846,640
130,694
1,699,345
24,545,985
           
   NON-CURRENT
1,504,874
19,567,129
52,536
683,099
20,250,228
           
LIABILITIES POSITION
3,900,645
49,563,890
63,097
820,407
50,384,297
           
   CURRENT
448,345
5,829,613
57,827
751,889
6,581,502
           
   NON-CURRENT
3,452,300
43,734,277
5,270
68,518
43,802,795
           
NET BALANCE
(638,675)
(7,150,121)
120,133
1,562,037
(5,588,084)
 
NOTES: 
 
THE EXCHANGE RATES USED FOR TRANSLATION WERE AS FOLLOWS :
 
PS.
13.0025
PESOS PER U.S. DOLLAR
 
17.8069
PESOS PER EURO
 
12.1885
PESOS PER CANADIAN DOLLAR
 
1.6008
PESOS PER ARGENTINEAN PESO
 
0.5661
PESOS PER URUGUAYAN PESO
 
0.0234
PESOS PER CHILEAN PESO
 
0.0069
PESOS PER COLOMBIAN PESO
 
4.6557
PESOS PER PERUVIAN NUEVO SOL
 
14.6579
PESOS PER SWISS FRANC
 
2.0655
PESOS PER STRONG BOLIVAR
 
5.8782
PESOS PER BRAZILIAN REAL
 
22.2455
PESOS PER STERLING LIBRA
 
2.0962
PESOS PER CHINESE YUAN
  1.9452 PESOS PER SWEDISH KRONA 
 
 

 
 
DEBT INSTRUMENTS
CONSOLIDATED
  Final Printing

 
FINANCIAL RESTRICTIONS OF LONG - TERM DEBT SECURITIES
 
THE AGREEMENTS OF THE  U.S.$500 MILLION, U.S.$600 MILLION, U.S.$300 MILLION, PS.4,500 MILLION, U.S.$600 MILLION, PS.6,500 MILLION AND U.S.$1,000 MILLION SENIOR NOTES ISSUED BY GRUPO TELEVISA, S.A.B. WITH MATURITY IN 2018, 2025, 2032, 2037, 2040, 2043 AND 2045, RESPECTIVELY, CONTAIN COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.
 
THE AGREEMENTS OF NOTES ("CERTIFICADOS BURSÁTILES") DUE 2020 IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.10,000 MILLION AND DUE 2021 IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.6,000 MILLION, CONTAINS COVENANTS THAT LIMIT THE ABILITY OF THE COMPANY AND CERTAIN RESTRICTED SUBSIDIARIES TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.
 
UNDER THE TERMS OF THE AGREEMENTS OF LONG-TERM CREDITS ENTERED INTO BY THE COMPANY WITH FOUR MEXICAN BANKS IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.8,600 MILLION, AND MATURITIES BETWEEN 2016 AND 2021, THE COMPANY IS REQUIRED TO (A) MAINTAIN CERTAIN FINANCIAL COVERAGE RATIOS RELATED TO INDEBTEDNESS AND INTEREST EXPENSE; AND (B) COMPLY WITH A RESTRICTIVE COVENANT ON SPIN-OFFS, MERGERS AND SIMILAR TRANSACTIONS.
 
UNDER THE TERMS OF THE LONG-TERM LOANS ENTERED INTO BY SKY WITH TWO MEXICAN BANKS IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.3,500 MILLION, WITH A MATURITY IN 2016, AND GUARANTEED BY THE COMPANY, SKY IS REQUIRED TO MAINTAIN (A) CERTAIN FINANCIAL COVERAGE RATIOS RELATED  TO INDEBTEDNESS AND INTEREST EXPENSE; AND (B) CERTAIN RESTRICTIVE COVENANTS ON INDEBTEDNESS, LIENS, ASSET SALES, AND CERTAIN MERGERS AND CONSOLIDATIONS.
 
COMPLIANCE WITH FINANCIAL RESTRICTIONS
 
AT JUNE 30, 2014, THE GROUP WAS IN COMPLIANCE WITH THE FINANCIAL RESTRICTIONS OF THE CONTRACTS RELATED TO THE LONG-TERM SENIOR NOTES DESCRIBED ABOVE.
 
 
 

 
 
SALES DISTRIBUTION BY PRODUCT
TOTAL SALES
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
  Final Printing
 MAIN PRODUCTS 
NET SALES
MARKET
SHARE
(%)
MAIN
VOLUME 
AMOUNT 
TRADEMARKS 
CUSTOMERS 
DOMESTIC SALES
INTERSEGMENT ELIMINATIONS
 
(643,905)
     
           
CONTENT:
         
ADVERTISING
 
10,608,508
   
GENOMMA LAB INTERNACIONAL, S.A.B. DE C.V.
         
HAVAS MEDIA, S.A. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
CERVEZAS CUAUHTEMOC MOCTEZUMA, S.A. DE C.V.
         
COMERCIALIZADORA PEPSICO MÉXICO, S. DE R.L. DE C.V.
         
COMPAÑÍA PROCTER & GAMBLE MÉXICO, S. DE R.L. DE C.V.
         
BIMBO, S.A. DE C.V.
         
THE COCA COLA EXPORT CORPORATION SUCURSAL EN MÉXICO
         
PEGASO PCS S.A. DE C.V.
         
MARCAS NESTLÉ, S.A. DE C.V.
NETWORK SUBSCRIPTION REVENUE
 
974,639
   
MEGA CABLE, S.A. DE C.V.
         
CABLEVISIÓN RED, S.A. DE C.V.
LICENSING AND SYNDICATIONS
 
337,366
   
VARIOUS
           
SKY :
         
DTH BROADCAST SATELLITE
 
7,706,409
 
SKY
SUBSCRIBERS
PAY PER VIEW
 
105,932
     
CHANNEL COMMERCIALIZATION
 
158,845
   
COMPAÑÍA INTERNACIONAL DE RADIO Y TELEVISIÓN, S.A.
         
WDC MÉXICO S. DE R.L. DE C.V.
           
TELECOMMUNICATIONS:
         
DIGITAL SERVICE
 
4,055,817
 
CABLEVISIÓN, CABLEMÁS Y TVI
SUBSCRIBERS
INTERNET SERVICES
 
2,261,218
     
SERVICE INSTALLATION
 
66,370
     
PAY PER VIEW
 
15,509
     
CHANNEL COMMERCIALIZATION
 
206,974
   
MULTILMEDIOS S.A. DE C.V.
         
SINTESIS COMUNICACIÓN, S.A. DE C.V.
         
TELEVISORA FRONTERIZA, S.A. DE C.V.
         
CANAL DE NOTICIAS DE ROSARITO, S.A. DE C.V.
TELEPHONY
 
1,226,782
     
TELECOMMUNICATIONS
 
1,237,481
 
BESTEL
SUBSCRIBERS
OTHER
 
108,995
     
           
OTHER BUSINESSES:
         
PUBLISHING:
         
MAGAZINE CIRCULATION
14,507
291,758
 
TV Y NOVELAS MAGAZINE,
GENERAL PUBLIC (AUDIENCE)
       
MEN´S HEALTH MAGAZINE,
DEALERS
       
VANIDADES MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
COSMOPOLITAN MAGAZINE
 
       
NATIONAL GEOGRAPHIC MAGAZINE
 
       
AUTOMÓVIL PANAMERICANO MAGAZINE
 
       
TÚ MAGAZINE
 
       
SKY VIEW MAGAZINE
 
       
MUY INTERESANTE MAGAZINE
 
       
COCINA FÁCIL MAGAZINE
 
ADVERTISING
 
299,917
   
FÁBRICAS DE CALZADO ANDREA, S.A. DE C.V.
         
KIMBERLY CLARK DE MÉXICO, S.A.B. DE C.V.
         
DILTEX, S.A. DE C.V.
         
COMPAÑÍA PROCTER & GAMBLE DE MÉXICO, S. DE R.L DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
DISTRIBUIDORA LIVERPOOL, S.A. DE C.V.
         
COLGATE PALMOLIVE, S.A. DE C.V.
         
ORIONTWORLDWIDE, S.A. DE C.V.
OTHER INCOME
 
7,665
   
VARIOUS
           
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
172,637
   
CINE VIDEO Y TV, S.A. DE C.V.
         
OPERADORA DE CINEMAS, S.A. DE C.V.
         
CINEMARK DE MÉXICO, S.A. C.V.
         
TENEDORA DE CINES, S.A. DE C.V.
         
EN PANTALLA PRODUCCIONES INTERNACIONALES, S.A. DE C.V.
SPECIAL EVENTS AND SHOW PROMOTION
 
491,065
 
CLUB DE FÚTBOL AMÉRICA
GENERAL PUBLIC (AUDIENCE)
       
IMPULSORA DEL DEPORTIVO NECAXA
FEDERACIÓN MEXICANA DE FÚTBOL, A.C.
       
ESTADIO AZTECA
AFICIÓN FUTBOL, S.A. DE C.V.
GAMING
 
1,065,904
 
PLAY CITY
GENERAL PUBLIC (AUDIENCE)
       
MULTIJUEGOS
 
ADVERTISED TIME SOLD IN RADIO
 
327,378
   
HAVAS MEDIA, S.A. DE C.V.
         
COMPAÑÍA PROCTER & GAMBLE MÉXICO, S. DE R.L. DE C.V.
         
OPTIMUM MEDIA DIRECTION DE MÉXICO, S.A. DE C.V.
         
ARENA COMMUNICATIONS, S.A. DE C.V.
         
TIENDAS CHEDRAUI, S.A. DE C.V.
         
IPG MEDIA BRANDS COMMUNICATIONS, S.A. DE C.V.
         
TIENDAS COMERCIAL MEXICANA, S.A. DE C.V.
PUBLISHING DISTRIBUTION
4,913
90,373
 
HOLA MÉXICO MAGAZINE
VARIOUS
       
ENTREPRENEUR MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
MINIREVISTA MINA MAGAZINE
DEALERS
       
MONSTER HIGH MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
BRAVO POR TI MAGAZINE
 
       
SELECCIONES MAGAZINE
 
           
EXPORT SALES
CONTENT:
         
ADVERTISING
 
128,711
   
CC MEDIOS Y COMUNICACIONES, C.A.
NETWORK SUBSCRIPTION REVENUE
 
385,485
   
INTERESES EN EL ITSMO, S.A.
         
DIRECTV ARGENTINA SOCIEDAD ANÓNIMA
         
GALAXY ENTERTAINMENT DE VZLA, C.A. DIRECTV
           
LICENSING AND SYNDICATIONS
 
2,732,586
 
TELEVISA
NETFLIX, INC
       
TELEVISA
CORPORACIÓN VENEZOLANA DE TELEVISIÓN, C.A.
       
TELEVISA
COMPAÑÍA PERUANA DE RADIODIFUSIÓN, S.A.
       
TELEVISA
RED TELEVISIVA MEGAVISION, S.A.
       
TELEVISA
TVSBT CANAL 4 DE SAO PAULO, S.A.
OTHER BUSINESSES:
         
SPECIAL EVENTS AND SHOW PROMOTION
 
33,295
 
CLUB AMÉRICA
 
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
29,812
   
NETFLIX, INC
           
SUBSIDIARIES SALES ABROAD
CONTENT:
         
ADVERTISING
 
80,079
   
INITIATIVE MEDIA, INC.
         
OPTIMUM MEDIA DIRECTION, INC.
         
GROUP M MATRIX
SKY:
         
DTH BROADCAST SATELLITE
 
561,171
 
SKY
SUBSCRIBERS
TELECOMMUNICATIONS:
         
TELECOMMUNICATIONS
 
225,162
 
BESTEL
SUBSCRIBERS
           
OTHER BUSINESS:
         
PUBLISHING:
         
MAGAZINE CIRCULATION
20,680
352,661
 
T.V. Y NOVELAS MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
GENTE MAGAZINE
DEALERS
       
PAPARAZZI MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
VANIDADES MAGAZINE
 
       
COSMOPOLITAN MAGAZINE
 
       
TÚ MAGAZINE
 
       
MUY INTERESANTE  MAGAZINE
 
       
BILINKEN MAGAZINE
 
       
PARA TI MAGAZINE
 
       
CONDORITO MAGAZINE
 
ADVERTISING
 
400,267
   
MCCANN ERICKSON N.Y.
         
ESPACIOS, S.A.
         
R.C.N. TELEVISIÓN S.A.
         
MEDIACOM MIAMI
PUBLISHING DISTRIBUTION:
3,277
59,377
 
SELECCIONES MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
MAGALY TV MAGAZINE
DEALERS
       
VOGUE MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
HOLA MAGAZINE
 
       
EL CUERPO HUMANO MAGAZINE
 
       
HELLO KITTY MAGAZINE
 
       
15 MINUTOS MAGAZINE
 
       
TEJER FÁCIL MAGAZINE
 
RENTALS OF MOVIES/FILMS
 
112,319
   
LIONS GATES FILMS, INC.
INTERSEGMENT ELIMINATIONS
 
(6,108)
     
           
TOTAL
43,377
36,268,454
     
 
 
 

 
 
ANALYSIS OF PAID CAPITAL STOCK CHARACTERISTIC OF THE SHARES
CONSOLIDATED
  Final Printing
SERIES
NOMINAL VALUE (PS.)
VALID COUPON
NUMBER OF SHARES
CAPITAL STOCK
FIXED PORTION
VARIABLE PORTION
MEXICAN
FREE
SUBSCRIPTION
FIXED
VARIABLE
A
0.00000
0
115,104,292,641
0
115,104,292,641
0
848,428
0
B
0.00000
0
53,390,434,987
0
53,390,434,987
0
405,948
0
D
0.00000
0
84,939,270,166
0
84,939,270,166
0
620,017
0
L
0.00000
0
84,939,270,166
0
0
84,939,270,166
620,017
0
TOTAL
   
338,373,267,960
0
253,433,997,794
84,939,270,166
2,494,410
0
 
TOTAL NUMBER OF SHARES REPRESENTING THE PAID CAPITAL STOCK ON THE DATE OF THE INFORMATION :
338,373,267,960
 
 
 
NOTES:
 
THE NUMBER OF OUTSTANDING SHARES PRESENTED IN THE TABLE ABOVE PLUS THE SHARES REPURCHASED REPRESENT THE TOTAL NUMBER OF SHARES ISSUED. SEE NOTE 5 TO CONSOLIDATED FINANCIAL STATEMENTS.
 

 
 
FINANCIAL STATEMENT NOTES
CONSOLIDATED
  Final Printing
 
 
11060060: AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.6,214,886 AND PS.4,970,603, RESPECTIVELY.

12080050: AS OF JUNE 30, 2014 AND DECEMBER 31, 2013, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.8,843,463 AND PS.9,064,845, RESPECTIVELY.

91000010: AS OF JUNE 30, 2014 DOESN´T INCLUDE TAX LIABILITIES IN FOREIGN CURRENCY FOR PS.74,205 (SEE ATTACHED BREAKDOWN OF CREDITS).

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

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

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

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

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

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

III. QUALITATIVE AND QUANTITATIVE INFORMATION
 
i. Management’s discussion of the policies concerning the use of financial derivative instruments, and explanation as to whether such policies permit the use of said instruments solely for hedging or also for trading or other purposes. The discussion must include a general description of the objectives sought in the execution of financial derivative transactions; the relevant instruments; the hedging or trading strategies implemented in connection therewith; the relevant trading markets; the eligible counterparties; the policies for the appointment of calculation or valuation agents; the principal terms and conditions of the relevant contracts; the policies as to margins, collateral and lines of credit; the authorization process and levels of authorization required by type of transaction (e.g., full hedging, partial hedging, speculation), stating whether the transactions were previously approved by the committee(s) responsible for the development of corporate and auditing practices; the internal control procedures applicable to the management of the market and liquidity risks associated with the positions; and the existence of an independent third party responsible for the review of such procedures and, as the case may be, the observations raised or deficiencies identified by such third party. If applicable, provide information concerning the composition of the overall risk management committee, its operating rules, and the existence of an overall risk management manual.
 
Management’s discussion of the policies concerning the use of financial derivative instruments, and explanation as to whether such policies permit the use of said instruments solely for hedging or also for trading or other purposes.
 
In accordance with the policies and procedures implemented by the Finance and Risk area and the Vice President and Corporate Controller, along with the Vice President of Internal Audit, the Company has entered into certain financial derivative transactions for hedging purposes in both the Mexican and international markets so as to manage its exposure to the market risks associated with the changes in interest and foreign exchange rates and inflation. In addition, the Company’s Investments Committee has established guidelines for the investment in structured notes or deposits associated with other derivatives, which by their nature may be considered as derivative transactions for trading purposes. It should be noted that in the second quarter of 2014, no such financial derivatives were outstanding. Pursuant to the provisions of International Financial Reporting Standards Board, certain financial derivative transactions originally intended to serve as a hedge and in effect until June 30th, 2014, are not within the scope of hedge accounting as specified in such Standards and, consequently, are recognized in the accounting based on the provisions included in the aforementioned Standards.
 
General description of the objectives sought in the execution of financial derivative transactions; the relevant instruments; the hedging or trading strategies implemented in connection therewith; the relevant trading markets; the eligible counterparties; the policies for the appointment of calculation or valuation agents; the principal terms and conditions of the relevant contracts; the policies as to margins, collateral and lines of credit; the authorization process and levels of authorization required by type of transaction (e.g., full hedging, partial hedging, speculation), stating whether the transactions were previously approved by the committee(s) responsible for the development of corporate and auditing practices; the internal control procedures applicable to the management of the market and liquidity risks associated with the positions; and the existence of an independent third party responsible for the review of such procedures and, as the case may be, the observations raised or deficiencies identified by such third party.
 
The Company’s principal objective when entering into financial derivative transactions is to mitigate the effects of unforeseen changes in interest and foreign exchange rates and inflation, so as to reduce the volatility in its results and cash flows as a result of such changes.
 
The Company monitors its exposure to the interest rate risk by: (i) assessing the difference between the interest rates applicable to its debt and temporary investments, and the prevailing market rates for similar instruments; (ii) reviewing its cash flow requirements and financial ratios (interest coverage); (iii) assessing the actual and budgeted-for trends in the principal markets; and (iv) assessing the prevailing industry practices and other similar companies. This approach enables the Company to determine the optimum mix between fixed- and variable-rate interest for its debt.
 
Foreign exchange risk is monitored by assessing the Company’s monetary position in U.S. dollars and its budgeted cash flow requirements for investments anticipated to be denominated in U.S. dollars and the service of its U.S. dollar-denominated debt.
 
Financial derivative transactions are reported from time to time to the Audit and Corporate Practices Committee.
 
The Company has entered into master derivatives agreements with both domestic and foreign financial institutions, that are internationally recognized institutions with which the Company, from time to time, has entered into financial transactions involving corporate and investment banking, as well as treasury services. The form agreement used in connection with financial derivatives transactions with foreign financial institutions is the Master Agreement published by the International Swaps and Derivatives Association, Inc. (“ISDA”) and with local institutions is the Master Agreement published by ISDA and the form agreement recommended by Banco de México. In both cases, the main terms and conditions are standard for these types of transactions and include mechanisms for the appointment of calculation or valuation agents.
 
In addition, the Company enters into standard guaranty agreements that set forth the margins, collateral and lines of credit applicable in each instance. These agreements establish the credit limits granted by the financial institutions with whom the Company enters into master financial derivative agreements, which specify the margin implications in the case of potential negative changes in the market value of its open financial derivative positions. Pursuant to the agreements entered into by the Company, financial institutions are entitled to make margin calls if certain thresholds are exceeded. In the event of a change in the credit rating issued to the Company by a recognized credit rating agency, the credit limit granted by each counterparty would be modified.
 
As of the date hereof, the Company has never experienced a margin call with respect to its financial derivative transactions.
 
In compliance with its risk management objectives and hedging strategies, the Company generally utilizes the following financial derivative transactions:
 
1.  Cross-currency interest rate swaps (i.e., coupon swaps);
 
2.  Interest rate and inflation-indexed swaps;
 
3.  Cross-currency principal and interest rate swaps;
 
4.  Swaptions;
 
5.  Forward exchange rate contracts;
 
6.  FX options;
 
7.  Interest Rate Caps and Floors contracts;
 
8.  Fixed-price contracts for the acquisition of government securities (i.e., Treasury locks); and
 
9.  Credit Default Swaps.
 
The strategies for the acquisition of financial derivatives transactions are approved by the Risk Management Committee in accordance with the Policies and Objectives for the Use of Financial Derivatives.
 
During the quarter from April to June 2014, there were no defaults or margin calls under the aforementioned financial derivative transactions.
 
The Company monitors on a weekly basis the flows generated by the fair market value of and the potential for margin calls under its open financial derivative transactions. The calculation or valuation agent designated in the relevant Master Agreement, which is always the counterparty, issues monthly reports as to the fair market value of the Company’s open positions.
 
The Risk Management area is responsible for measuring, at least once a month, the Company’s exposure to the financial market risks associated with its financings and investments, and for submitting a report with respect to the Company’s risk position and the valuation of its financial derivatives to the Finance Committee on a monthly basis, and to the Risk Management Committee on a quarterly basis. The Company monitors the credit rating assigned to its counterparties in its outstanding financial derivative transactions on a regular basis.
 
The office of the Comptroller is responsible for the validation of the Company’s accounting records as related to its financial derivative transactions, based upon the confirmations received from the relevant financial intermediaries, and for obtaining from such intermediaries, on a monthly basis, confirmations or account statements supporting the market valuation of its open financial derivative positions.
 
As a part of the yearly audit on the Company, the aforementioned procedures are reviewed by the Company’s external auditors. As of the date hereof, the Company’s auditors have not raised any observation or identified any deficiency therein.
 
Information concerning the composition of the overall risk management committee, its operating rules, and the existence of an overall risk management manual.
 
The Company has a Risk Management Committee, which is responsible for monitoring the Company’s risk management activities and approving the hedging strategies used to mitigate the financial market risks to which the Company is exposed. The assessment and hedging of the financial market risks are subject to the policies and procedures applicable to the Company’s Risk Management Committee, the Finance and Risk Management areas and the Comptroller that form the Risk Management Manual of the Company. In general terms, the Risk Management Committee is comprised of members of the Corporate Management, Corporate Comptroller, Tax Control and Advice, Information to the Stock Exchange, Finance and Risk, Legal, Administration and Finance, Financial Planning and Corporate Finance areas.
 
ii.           General description of the valuation methods, indicating whether the instruments are valued at cost or at their fair value pursuant to the applicable accounting principles, the relevant reference valuation methods and techniques, and the events taken into consideration. Describe the policies for and frequency of the valuation, as well as the actions taken in light of the values obtained therefrom. Clarify whether the valuation is performed by an independent third party, and indicate if such third party is the structurer, seller or counterparty of the financial instrument. As with respect to financial derivative transactions for hedging purposes, explain the method used to determine the effectiveness thereof and indicate the level of coverage provided thereby.

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

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

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

Changes in the Company’s exposure to the principal risks identified thereby and in their management, and contingencies or events known to or anticipated by the Company’s management, which could affect any future report.
 
Since a significant portion of the Company’s debt and costs are denominated in U.S. dollars, while its revenues are primarily denominated in Mexican pesos, depreciation in the value of the Mexican peso against the U.S. dollar and any future depreciation could have a negative effect on the Company’s results due to exchange rate losses. However, the significant amount of U.S. dollars in the Company’s treasury, and the hedging strategies adopted by the Company in recent years, have enabled it to avoid significant foreign exchange losses.
 
Circumstances or events, such as changes in the value of the underlying assets or reference variables, resulting in a financial derivative being used other than as originally intended, or substantially altering its structure, or resulting in the partial or total loss of the hedge, thereby forcing the Company to assume new obligations, commitments or changes in its cash flows in a manner that affects its liquidity (e.g., margin calls). Description of the impact of such financial derivative transactions on the Company’s results or cash flows.
 
As of the date hereof, no circumstance or event has given rise to a significant change in the structure of a financial derivative transaction, caused it to be used other than as originally intended, or resulted in a partial or total loss of the relevant hedge requiring that the Company assume new obligations, commitments or variations in its cash flow such that its liquidity is affected.
 
Description and number of financial derivatives maturing during the quarter, any closed positions and, if applicable, number and amount of margin calls experienced during the quarter. Disclosure as to any default under the relevant contracts.

1.  
During the relevant quarter, one “Knock-out Option Call” agreement through which Televisa hedged against severe Mexican Peso depreciation for a notional amount of U.S.$15,000,000.00 (Fifteen Million Dollars 00/100) by paying a premium, expired. This option was entered in December 2011, and expired with Televisa not exercising it in May 2014.

Likewise there were no defaults or margin calls under financial derivative transactions.

v.           Quantitative Information. Attached hereto as Table 1 is a summary of the financial derivative instruments purchased by Televisa, Corporación Novavisión, S. de R.L. de C.V. and Televisión Internacional, S.A. de C.V., whose aggregate fair value represents or could represent one of the reference percentages set forth in Section III (v) of the Official Communication.
 
IV. SENSITIVITY ANALYSIS
 
Considering that the Company has entered into financial derivative transactions for hedging purposes, and given the low amount of the financial derivative instruments that proved ineffective as a hedge, the Company has determined that such transactions are not material and, accordingly, the sensitivity analysis referred to in Section IV of the Official Communication is not applicable.
 
In those cases where the derivative instruments of the Company are for hedging purposes, for a material amount and where the effectiveness measures were sufficient, the measures are justified when the standard deviation of the changes in cash flow as a result of changes in the variables of exchange rate and interest rates of the derivative instruments used jointly with the underlying position is lower than the standard deviation of the changes in cash flow of the underlying position valued in pesos and the effective measures are defined by the correlation coefficient between both positions for the effective measures to be sufficient.
 
 
 

 
 
TABLE 1
 
GRUPO TELEVISA, S.A.B.
Summary of Financial Derivative Instruments as of
June 30, 2014
(In thousands of pesos/dollars)
 
Type of Derivative, Securities or Contract
Purpose (e.g., hedging, trading or other)
Notional Amount/Face Value
Value of the Underlying Asset / Reference Variable
Fair Value
 
Collateral/
Lines of Credit/
Securities Pledged
Current Quarter
Previous Quarter (5)
Current Quarter D(H) (4)
Previous Quarter D(H) (5)
Maturing per Year
 
Interest Rate Swap (2)
Hedging
Ps. 1,400,000
TIIE 28 days + 24bps / 8.415%
TIIE 28 days + 24bps / 8.415%
(115,652)
(111,757)
Monthly interest
2014-2016
Does not exist (6)
Interest Rate Swap (1)
Hedging
Ps. 2,500,000
TIIE 28 days / 7.4325%
TIIE 28 days / 7.4325%
(230,915)
(200,147)
Monthly interest
2014-2018
Does not exist (6)
Interest Rate Swap (1)
Hedging
Ps. 3,000,000
TIIE 28 days / 6,0833%
-
(105,815)
-
Monthly interest
2014-2021
Does not exist (6)
FX Options (1)
Hedging
USD 202,500
USD 202,500
USD 217,500
1,422
3,505
2014-2015
Does not exist (6)
Interest Rate Swap (3)
Hedging
Ps.1,433,487
TIIE 28 days   /  5.084%
TIIE 28 days   /  5.084%
(25,272)
(12,496)
Monthly Interest
2014-2019
Does not exist (6)
Forward (3)
Hedging
USD 6,000
   / $ 77,344
USD 6,000
/ $ 77,344
-
757
-
2014
Does not exist (6)
       
Total
(475,475)
(320,895)
   
 
(1)
Acquired by Grupo Televisa, S.A.B.
(2)
Acquired by Corporación Novavisión, S. de R.L. de C.V.
(3)
Acquired by Televisión Internacional, S.A. de C.V.
(4)
The aggregate amount of the derivatives reflected in the consolidated statement of financial position of Grupo Televisa, S.A.B. as June 30, 2014, included in the relevant SIFIC, is as follows:

  11060020  
FINANCIAL DERIVATIVE INSTRUMENTS
  Ps. 1,133  
  12080010  
FINANCIAL DERIVATIVE INSTRUMENTS
    1,046  
  22050010  
FINANCIAL DERIVATIVE INSTRUMENTS
    (477,654 )
          Ps. (475,475 )
 
The financial derivatives shown in the above table are those whose aggregate value could represent 5% of the consolidated assets, liabilities or capital, or 3% of the consolidated sales, of Grupo Televisa, S.A.B., for the most recent quarter.
 
(5)
Information for the first quarter of 2014.
(6)
Applies only to implicit financing in the ISDA ancillary agreements identified as “Credit Support Annex”.
 
 
 

 
 
 
DECLARATION OF THE REGISTRANT´S OFFICERS RESPONSIBLE FOR THE INFORMATION.
 
 
 
WE HEREBY DECLARE THAT, TO THE EXTENT OF OUR FUNCTIONS, WE PREPARED THE INFORMATION RELATED TO THE REGISTRANT CONTAINED IN THIS REPORT FOR THE SECOND QUARTER OF 2014, AND BASED ON OUR KNOWLEDGE, THIS INFORMATION FAIRLY PRESENTS THE REGISTRANT´S CONDITION. WE ALSO DECLARE THAT WE ARE NOT AWARE OF ANY RELEVANT INFORMATION THAT HAS BEEN OMITTED OR UNTRUE IN THIS QUARTERLY REPORT, OR INFORMATION CONTAINED IN SUCH REPORT THAT MAY BE MISLEADING TO INVESTORS.
 
 

 
 

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

 


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

 
MÉXICO, D.F., JULY 8, 2014
 
 
 

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
GRUPO TELEVISA, S.A.B.
 
(Registrant)
     
     
Dated: July 10, 2014
By:
/s/  Joaquín Balcárcel Santa Cruz
 
Name:
Joaquín Balcárcel Santa Cruz
 
Title:
General Counsel