kr6kfinan_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 March, 2013
 
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:     04
YEAR:   2012
GRUPO TELEVISA, S.A.B.
 
 
 
STATEMENT OF FINANCIAL POSITION
AS OF DECEMBER 31, 2012, DECEMBER 31, 2011 AND JANUARY 1, 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
END OF PREVIOUS YEAR
START PREVIOUS YEAR
AMOUNT
AMOUNT
AMOUNT
10000000
TOTAL ASSETS
165,066,177
153,300,053
135,961,816
11000000
CURRENT ASSETS
54,637,754
50,659,758
59,775,967
11010000
CASH AND CASH EQUIVALENTS
19,063,325
16,275,924
20,942,531
11020000
SHORT-TERM INVESTMENTS
5,317,296
5,422,563
10,446,840
11020010
     FINANCIAL INSTRUMENTS AVAILABLE FOR SALE
0
0
0
11020020
     FINANCIAL INSTRUMENTS FOR NEGOTIATION
0
0
0
11020030
     FINANCIAL INSTRUMENTS HELD TO MATURITY
5,317,296
5,422,563
10,446,840
11030000
CUSTOMER (NET)
18,982,277
19,243,712
17,701,125
11030010
     CUSTOMER
21,168,000
21,025,382
19,279,862
11030020
     ALLOWANCE FOR DOUBTFUL ACCOUNTS
-2,185,723
-1,781,670
-1,578,737
11040000
OTHER ACCOUNTS RECEIVABLE (NET)
3,912,425
2,908,866
4,308,780
11040010
     OTHER ACCOUNTS RECEIVABLE
4,049,003
3,430,938
4,756,480
11040020
     ALLOWANCE FOR DOUBTFUL ACCOUNTS
-136,578
-522,072
-447,700
11050000
INVENTORIES
1,508,581
1,383,822
1,254,536
11051000
BIOLOGICAL ASSETS CURRENT
0
0
0
11060000
OTHER CURRENT ASSETS
5,853,850
5,424,871
5,122,155
11060010
     ADVANCE PAYMENTS
1,173,095
810,942
619,328
11060020
     DERIVATIVE FINANCIAL INSTRUMENTS
2,373
99,737
0
11060030
     ASSETS AVAILABLE FOR SALE
0
0
0
11060040
     DISCONTINUED OPERATIONS
0
0
0
11060050
     RIGHTS AND LICENSING
0
0
0
11060060
     OTHER
4,678,382
4,514,192
4,502,827
12000000
NON-CURRENT ASSETS
110,428,423
102,640,295
76,185,849
12010000
ACCOUNTS RECEIVABLE (NET)
334,775
253,795
67,763
12020000
INVESTMENTS
42,978,939
44,020,505
21,757,818
12020010
     INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
21,462,595
3,431,629
3,230,329
12020020
     HELD-TO-MATURITY DEBT SECURITIES
388,504
543,581
935,494
12020030
     OTHER AVAILABLE- FOR- SALE INVESTMENTS
2,986,933
2,812,200
2,922,625
12020040
     OTHER
18,140,907
37,233,095
14,669,370
12030000
PROPERTY, PLANT AND EQUIPMENT (NET)
48,363,191
40,874,886
37,632,378
12030010
     BUILDINGS
15,733,917
15,640,610
15,367,086
12030020
     MACHINERY AND INDUSTRIAL EQUIPMENT
64,897,980
55,880,030
48,724,302
12030030
     OTHER EQUIPMENT
7,218,351
7,473,001
7,012,452
12030040
     ACCUMULATED DEPRECIATION
-43,346,297
-41,735,471
-36,331,744
12030050
     CONSTRUCTION IN PROGRESS
3,859,240
3,616,716
2,860,282
12040000
INVESTMENT PROPERTIES
0
0
0
12050000
NON-CURRENT BIOLOGICAL ASSETS
0
0
0
12060000
INTANGIBLE ASSETS (NET)
11,126,791
10,673,931
11,117,075
12060010
     GOODWILL
2,571,632
2,571,942
2,677,551
12060020
     TRADEMARKS
1,759,256
1,749,765
1,749,493
12060030
     RIGHTS AND LICENSING
855,717
752,899
784,266
12060031
     CONCESSIONS
3,655,985
3,650,964
3,507,170
12060040
     OTHER
2,284,201
1,948,361
2,398,595
12070000
DEFERRED TAX ASSETS
1,073,888
451,885
0
12080000
OTHER NON-CURRENT ASSETS
6,550,839
6,365,293
5,610,815
12080001
     ADVANCE PAYMENTS
0
0
0
12080010
     DERIVATIVE FINANCIAL INSTRUMENTS
12,627
45,272
189,400
12080020
     EMPLOYEE BENEFITS
0
105,090
170,585
12080021
     ASSETS AVAILABLE FOR SALE
0
0
0
12080030
     DISCONTINUED OPERATIONS
0
0
0
12080040
     DEFERRED ASSETS (NET)
0
0
0
12080050
     OTHER
6,538,212
6,214,931
5,250,830
20000000
TOTAL LIABILITIES
96,531,574
94,210,678
82,721,231
21000000
CURRENT LIABILITIES
36,245,637
36,001,984
33,308,410
21010000
BANK LOANS
225,000
1,019,872
429,424
21020000
STOCK MARKET LOANS
0
0
889,066
21030000
OTHER INTEREST BEARING LIABILITIES
589,257
531,891
430,137
21040000
SUPPLIERS
8,594,138
7,862,602
7,472,253
21050000
TAXES PAYABLE
1,355,818
1,388,242
1,443,887
21050010
     INCOME TAXES PAYABLE
893,744
822,947
973,498
21050020
     OTHER TAXES PAYABLE
462,074
565,295
470,389
21060000
OTHER CURRENT LIABILITIES
25,481,424
25,199,377
22,643,643
21060010
     INTEREST PAYABLE
741,819
792,645
750,743
21060020
     DERIVATIVE FINANCIAL INSTRUMENTS
1,176
0
74,329
21060030
     DEFERRED INCOME
21,215,862
20,926,324
18,587,871
21060050
     EMPLOYEE BENEFITS
301,800
252,492
199,638
21060060
     PROVISIONS
213,793
0
0
21060061
     LIABILITIES RELATED TO CURRENT AVAILABLE FOR SALE ASSETS
0
0
0
21060070
     DISCONTINUED OPERATIONS
0
0
0
21060080
     OTHER
3,006,974
3,227,916
3,031,062
22000000
NON-CURRENT LIABILITIES
 
60,285,937
58,208,694
49,412,821
22010000
BANK LOANS
13,200,464
13,182,895
7,280,460
22020000
STOCK MARKET LOANS
39,415,955
41,612,019
38,299,213
22030000
OTHER INTEREST BEARING LIABILITIES
4,531,893
201,844
349,674
22040000
DEFERRED TAX LIABILITIES
0
0
195,927
22050000
OTHER NON-CURRENT LIABILITIES
3,137,625
3,211,936
3,287,547
22050010
     DERIVATIVE FINANCIAL INSTRUMENTS
351,586
310,604
103,528
22050020
     DEFERRED INCOME
769,301
460,000
495,508
22050040
     EMPLOYEE BENEFITS
38,852
0
0
22050050
     PROVISIONS
59,793
0
0
22050051
     LIABILITIES RELATED TO NON-CURRENT AVAILABLE FOR SALE ASSETS
0
0
0
22050060
     DISCONTINUED OPERATIONS
0
0
0
22050070
     OTHER
1,918,093
2,441,332
2,688,511
30000000
STOCKHOLDERS' EQUITY
68,534,603
59,089,375
53,240,585
30010000
CONTROLLING INTEREST
60,644,005
51,774,743
44,611,854
30030000
SOCIAL CAPITAL
4,978,126
5,040,808
4,883,782
30040000
SHARES REPURCHASED
-13,103,223
-15,971,710
-6,156,625
30050000
PREMIUM ON ISSUANCE OF SHARES
15,889,819
15,889,819
3,844,524
30060000
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
0
30070000
OTHER CAPITAL CONTRIBUTED
0
0
0
30080000
RETAINED EARNINGS (ACCUMULATED LOSSES)
51,073,399
45,492,624
41,493,638
30080010
     LEGAL RESERVE
2,139,007
2,139,007
2,135,423
30080020
     OTHER RESERVES
0
0
0
30080030
     RETAINED EARNINGS
44,606,901
40,872,689
42,177,361
30080040
     NET INCOME FOR THE YEAR
8,760,637
6,665,936
0
30080050
     OTHER
-4,433,146
-4,185,008
-2,819,146
30090000
OTHER ACCUMULATED COMPREHENSIVE RESULT (NET OF TAX)
1,805,884
1,323,202
546,535
         
30090010
     EARNINGS PER PROPERTY REASSESSMENT
0
0
0
30090020
     ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS
-69,792
1,777
0
30090030
     RESULT FOR FOREIGN CURRENCY CONVERSION
-24,555
162,371
0
30090040
     CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
485,231
213,170
502,745
30090050
     CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-157,252
-57,533
-103,519
30090060
     CHANGES IN FAIR VALUE OF OTHER ASSETS
1,411,651
893,422
0
30090070
     PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
160,601
109,995
147,309
30090080
     OTHER COMPREHENSIVE RESULT
0
0
0
30020000
NON-CONTROLLING INTEREST
7,890,598
7,314,632
8,628,731
 
 
 

 
 
DATA INFORMATION
AS OF DECEMBER 31, 2012, DECEMBER 31, 2011 AND JANUARY 1, 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
 REF
CONCEPTS
CURRENT YEAR
END OF PREVIOUS YEAR
START PREVIOUS YEAR
AMOUNT
AMOUNT
AMOUNT
91000010
FOREIGN CURRENCY LIABILITIES SHORT-TERM
5,325,977
5,229,595
7,027,829
91000020
FOREIGN CURRENCY LIABILITIES LONG-TERM
30,263,345
28,044,835
27,790,401
91000030
CAPITAL STOCK NOMINAL
2,494,410
2,525,818
2,368,792
91000040
RESTATEMENT OF CAPITAL STOCK
2,483,716
2,514,990
2,514,990
91000050
PENSIONS AND SENIORITY PREMIUMS
1,905,699
1,796,793
1,807,340
91000060
NUMBER OF EXECUTIVES (*)
41
39
41
91000070
NUMBER OF EMPLOYEES (*)
28,558
26,275
24,698
91000080
NUMBER OF WORKERS (*)
0
0
0
91000090
NUMBER OF OUTSTANDING SHARES (*)
333,897,940,506
330,862,122,669
325,023,045,906
91000100
NUMBER OF REPURCHASED SHARES (*)
28,531,946,625
36,131,302,662
21,518,779,425
91000110
RESTRICTED CASH (1)
0
0
0
91000120
DEBT OF NON-CONSOLIDATED COMPANIES GUARANTEED
0
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 TWELVE AND THREE MONTHS ENDED DECEMBER 31, 2012 AND 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40010000
NET INCOME
69,290,409
19,792,456
62,581,541
18,292,770
40010010
     SERVICES
54,182,419
15,590,586
49,645,995
14,613,797
40010020
     SALE OF GOODS
2,103,220
573,507
1,826,113
479,689
40010030
     INTEREST
0
0
0
0
40010040
     ROYALTIES
5,283,553
1,576,049
4,494,305
1,486,416
40010050
     DIVIDENDS
0
0
0
0
40010060
     LEASE
7,721,217
2,052,314
6,615,128
1,712,868
40010061
     CONSTRUCTION
0
0
0
0
40010070
     OTHER
0
0
0
0
40020000
COST OF SALES
36,795,945
10,528,794
33,486,015
9,578,148
40021000
GROSS PROFIT (LOSS)
32,494,464
9,263,662
29,095,526
8,714,622
40030000
GENERAL EXPENSES
13,704,479
3,722,881
12,228,189
3,351,369
40040000
INCOME (LOSS) BEFORE OTHER INCOME AND EXPENSES, NET
18,789,985
5,540,781
16,867,337
5,363,253
40050000
OTHER INCOME AND (EXPENSE), NET
-650,432
-217,151
-593,661
-217,789
40060000
OPERATING INCOME (LOSS) (*)
18,139,553
5,323,630
16,273,676
5,145,464
40070000
FINANCE INCOME
1,951,784
1,124,728
1,146,517
491,870
40070010
     INTEREST INCOME
1,044,321
323,290
1,146,517
421,565
40070020
     FOREIGN EXCHANGE GAIN, NET
127,372
113,800
0
0
40070030
     DERIVATIVES GAIN, NET
780,091
687,638
0
70,305
40070040
     EARNINGS PER CHANGES IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40070050
     OTHER
0
0
0
0
40080000
FINANCE EXPENSE
5,302,276
1,142,389
5,787,493
1,471,559
40080010
     INTEREST EXPENSE
4,369,276
1,142,389
4,174,455
1,147,301
40080020
     FOREIGN EXCHANGE LOSS, NET
0
0
713,628
324,258
40080030
     DERIVATIVES LOSS, NET
0
0
899,410
0
40080050
     LOSS PER CHANGES IN FAIR VALUE CHANGE IN FINANCIAL INSTRUMENTS
933,000
0
0
0
40080060
     OTHER
0
0
0
0
40090000
FINANCE INCOME (EXPENSE) NET
-3,350,492
-17,661
-4,640,976
-979,689
40100000
PARTICIPATION IN THE RESULTS OF ASSOCIATES AND JOINT VENTURES
-666,602
-432,772
-449,318
-131,532
40110000
INCOME (LOSS) BEFORE INCOME TAXES
14,122,459
4,873,197
11,183,382
4,034,243
40120000
INCOME TAXES
4,053,291
1,768,043
3,226,067
1,447,988
40120010
     INCOME TAX, CURRENT
4,833,347
1,629,804
4,309,129
2,007,789
40120020
     INCOME TAX, DEFERRED
-780,056
138,239
-1,083,062
-559,801
40130000
INCOME (LOSS) FROM CONTINUING OPERATIONS
10,069,168
3,105,154
7,957,315
2,586,255
40140000
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET
0
0
0
0
40150000
NET INCOME (LOSS)
10,069,168
3,105,154
7,957,315
2,586,255
40160000
NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST
1,308,531
107,077
1,291,379
384,443
40170000
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST
8,760,637
2,998,077
6,665,936
2,201,812
 
40180000 NET INCOME (LOSS) PER BASIC SHARE
3.08
1.05
2.37
0.78
40190000 NET INCOME (LOSS) PER DILUTED SHARE
2.83
0.97
2.24
0.72
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME (NET OF INCOME TAXES)
FOR THE TWELVE AND THREE MONTHS ENDED DECEMBER 31, 2012 AND 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
40200000
NET INCOME (LOSS)
10,069,168
3,105,154
7,957,315
2,586,255
 
ITEMS THAT MAY NOT BE RECLASSIFIED INTO RESULTS
       
40210000
     EARNINGS PER PROPERTY REASSESSMENT
0
0
0
0
40220000
     ACTUARIAL EARNINGS (LOSS) FOR LABOR OBLIGATIONS
-75,065
-75,065
2,218
2,218
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
-204,861
50,364
186,944
-20,980
40240000
     CHANGES IN THE VALUATION OF AVAILABLE FOR SALE FINANCIAL ASSETS
272,061
224,544
-289,575
90,553
40250000
     CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-99,719
9,678
95,405
-11,403
40260000
     CHANGES IN FAIR VALUE OF OTHER ASSETS
518,229
57,755
893,422
923,446
40270000
     PARTICIPATION IN OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
50,606
4,545
-37,314
-2,419
40280000
OTHER COMPREHENSIVE INCOME
0
0
0
0
40290000
TOTAL OTHER COMPREHENSIVE INCOME
461,251
271,821
851,100
981,415
           
40300000
COMPREHENSIVE INCOME (LOSS)
10,530,419    3,376,975    8,808,415     3,567,670   
40320000      COMPREHENSIVE (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTEREST 1,287,100    115,198    1,365,812    435,704   
40310000
     COMPREHENSIVE (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST 9,243,319     3,261,777    7,442,603     3,131,966   
 
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION
FOR THE TWELVE AND THREE MONTHS ENDED DECEMBER 31, 2012 AND 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
CUMULATIVE
QUARTER
CUMULATIVE
QUARTER
92000010
OPERATING DEPRECIATION AND AMORTIZATION
8,474,240
2,299,614
7,361,552
1,973,544
92000020
EMPLOYEES' PROFIT SHARING, CURRENT
39,663
29,100
57,370
40,283
 
 
 

 
 
STATEMENTS OF COMPREHENSIVE INCOME
DATA INFORMATION (TWELVE MONTHS)
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2012 AND 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
YEAR
CURRENT
PREVIOUS
92000030
NET INCOME (**)
69,290,409
62,581,541
92000040
OPERATING INCOME (LOSS) (**)
18,139,553
16,273,676
92000050
CONTROLLING INTEREST NET INCOME (LOSS) (**)
8,760,637
6,665,936
92000060
NET INCOME (LOSS) (**)
10,069,168
7,957,315
92000070
OPERATING DEPRECIATION AND AMORTIZATION (**)
8,474,240
7,361,552
 
(**) INFORMATION FOR THE LAST TWELVE MONTHS
 
 
 

 
 
STATEMENTS OF CASH FLOWS (INDIRECT METHOD)
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2012 AND 2011
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
REF
ACCOUNT / SUBACCOUNT
CURRENT YEAR
PREVIOUS YEAR
AMOUNT
AMOUNT
OPERATING ACTIVITIES
50010000
INCOME (LOSS) BEFORE INCOME TAXES
14,122,459
11,183,382
50020000
 + (-) ITEMS NOT REQUIRING CASH
997,676
782,618
50020010
      + ESTIMATES FOR THE PERIOD
814,153
689,057
50020020
      + PROVISIONS FOR THE PERIOD
0
0
50020030
      + (-) OTHER UNREALIZED ITEMS
183,523
93,561
50030000
 + (-) ITEMS RELATED TO INVESTING ACTIVITIES
10,872,349
5,719,947
50030010
      + DEPRECIATION AND AMORTIZATION FOR THE PERIOD
8,474,240
7,361,552
50030020
      (-) + GAIN OR LOSS ON SALE OF PROPERTY, PLANT AND EQUIPMENT
0
0
50030030
      + (-) LOSS (REVERSION) IMPAIRMENT
0
0
50030040
      (-) + EQUITY IN RESULTS OF AFFILIATES AND JOINT VENTURES
666,602
449,318
50030050
      (-) DIVIDENDS RECEIVED
0
0
50030060
      (-) INTEREST INCOME
(106,529)
(226,769)
50030070
      (-) FOREIGN EXCHANGE FLUCTUATION
1,577,455
(2,205,339)
50030080
      (-) + OTHER ITEMS
260,581
341,185
50040000
 + (-) ITEMS RELATED TO FINANCING ACTIVITIES
2,968,832
8,815,578
50040010
      (+) ACCRUED INTEREST
4,305,043
4,109,064
50040020
      (+) FOREIGN EXCHANGE FLUCTUATION
(2,117,757)
3,400,149
50040030
      (+) FINANCIAL OPERATIONS OF DERIVATIVES
152,909
656,905
50040040
     +(-) OTHER ITEMS
628,637
649,460
50050000
CASH FLOW BEFORE INCOME TAX
28,961,316
26,501,525
50060000
CASH FLOWS PROVIDED OR USED IN OPERATION
(5,618,026)
(3,424,936)
50060010
     + (-) DECREASE (INCREASE) IN CUSTOMERS
(594,478)
(2,097,433)
50060020
     + (-) DECREASE (INCREASE) IN INVENTORIES
(626,965)
(1,469,185)
50060030
     + (-) DECREASE (INCREASE) IN OTHER ACCOUNTS RECEIVABLES AND OTHER ASSETS
(761,179)
1,367,361
50060040
     + (-) INCREASE (DECREASE) IN SUPPLIERS
711,155
(21,162)
50060050
     + (-) INCREASE (DECREASE) IN OTHER LIABILITIES
188,584
2,418,072
50060060
     + (-) INCOME TAXES PAID OR RETURNED
(4,535,143)
(3,622,589)
50070000
NET CASH FLOWS FROM OPERATING ACTIVITIES
23,343,290
23,076,589
INVESTING ACTIVITIES
50080000
NET CASH FLOWS FROM INVESTING ACTIVITIES
(12,981,386)
(25,314,730)
50080010
     (-) PERMANENT INVESTMENTS IN SHARES
(478,759)
(1,916,893)
50080020
     + DISPOSITION OF PERMANENT INVESTMENT IN SHARES
0
0
50080030
     (-) INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT
(11,428,422)
(9,668,501)
50080040
     + SALE OF PROPERTY, PLANT AND EQUIPMENT
606,834
591,603
50080050
     (-) TEMPORARY INVESTMENTS
(274,958)
(313,853)
50080060
     + DISPOSITION OF TEMPORARY INVESTMENTS
479,039
5,819,211
50080070
     (-) INVESTMENT IN INTANGIBLE ASSETS
(822,027)
(464,156)
50080080
     + DISPOSITION OF INTANGIBLE ASSETS
0
0
50080090
     (-) BUSINESS ACQUISITIONS
0
0
50080100
     + BUSINESS DISPOSITIONS
0
0
50080110
     + DIVIDEND RECEIVED
12,830
66,310
50080120
     + INTEREST RECEIVED
0
0
50080130
     + (-) DECREASE (INCREASE) IN ADVANCES AND LOANS TO THIRD PARTIES
0
0
50080140
     + (-) OTHER ITEMS
(1,075,923)
(19,428,451)
FINANCING ACTIVITIES
50090000
NET CASH FLOWS FROM FINANCING ACTIVITIES
(7,547,799)
(2,543,102)
50090010
     + BANK FINANCING
239,400
9,700,000
50090020
     + STOCK MARKET FINANCING
0
0
50090030
     + OTHER FINANCING
0
0
50090040
     (-) BANK FINANCING AMORTIZATION
(1,020,000)
(3,110,135)
50090050
     (-) STOCK MARKET FINANCING AMORTIZATION
0
(898,776)
50090060
     (-) OTHER FINANCING AMORTIZATION
(645,184)
(332,673)
50090070
     + (-) INCREASE (DECREASE) IN CAPITAL STOCK
0
0
50090080
     (-) DIVIDENDS PAID
(1,002,692)
(1,023,012)
50090090
     + PREMIUM ON ISSUANCE OF SHARES
0
0
50090100
     + CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
50090110
     (-) INTEREST EXPENSE
(4,355,869)
(4,067,162)
50090120
     (-) REPURCHASE OF SHARES
0
(12,623)
50090130
     +  (-) OTHER ITEMS
(763,454)
(2,798,721)
 
50100000
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
2,814,105
(4,781,243)
50110000
CHANGES IN THE VALUE OF CASH AND CASH EQUIVALENTS
(53,440)
105,214
50120000
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
16,302,660
20,951,953
50130000
CASH AND CASH EQUIVALENTS AT END OF PERIOD
19,063,325
16,275,924
 
 
 

 
 
 
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, 2011
4,883,782
-6,156,625
3,844,524
0
0
2,135,423
39,358,215
546,535
44,611,854
8,628,731
53,240,585
                       
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
3,584
0
0
3,584
2,254
5,838
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
-1,023,012
0
-1,023,012
-2,179,750
-3,202,762
                       
(DECREASE) INCREASE OF CAPITAL
157,026
0
0
0
0
0
0
0
157,026
-409,381
-252,355
                       
REPURCHASE OF SHARES
0
-11,442,740
0
0
0
0
0
0
-11,442,740
0
-11,442,740
                       
(DECREASE) INCREASE IN ADDITIONAL PAID-IN CAPITAL
0
0
12,045,295
0
0
0
0
0
12,045,295
369,927
12,415,222
                       
(DECREASE) INCREASE IN NON-CONTROLLING INTEREST
0
0
0
0
0
0
0
0
0
0
0
                       
OTHER
0
1,627,655
0
0
0
0
-1,647,522
0
-19,867
-462,961
-482,828
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
6,665,936
776,667
7,442,603
1,365,812
8,808,415
                       
BALANCE AT DECEMBER 31, 2011
5,040,808
-15,971,710
15,889,819
0
0
2,139,007
43,353,617
1,323,202
51,774,743
7,314,632
59,089,375
BALANCE AT JANUARY 1, 2012
5,040,808
-15,971,710
15,889,819
0
0
2,139,007
43,353,617
1,323,202
51,774,743
7,314,632
59,089,375
                       
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
2,296
2,296
                       
DIVIDENDS DECLARED
0
0
0
0
0
0
-1,002,692
0
-1,002,692
-649,459
-1,652,151
                       
(DECREASE) INCREASE OF CAPITAL
-62,682
1,991,714
0
0
0
0
-1,929,032
0
0
0
0
                       
REPURCHASE OF SHARES
0
-533,038
0
0
0
0
0
0
-533,038
0
-533,038
                       
(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
1,409,811
0
0
0
0
-248,138
0
1,161,673
-63,971
1,097,702
                       
COMPREHENSIVE INCOME
0
0
0
0
0
0
8,760,637
482,682
9,243,319
1,287,100
10,530,419
                       
BALANCE AT DECEMBER 31, 2012
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
 
 
 

 
 
 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

CONSOLIDATED
Final Printing
MEXICO CITY, D.F., FEBRUARY 25, 2013—GRUPO TELEVISA, S.A.B. (NYSE:TV; BMV: TLEVISA CPO; “TELEVISA” OR “THE COMPANY”), TODAY ANNOUNCED RESULTS FOR FOURTH QUARTER AND FULL YEAR 2012. THE RESULTS HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”). THEREFORE, THE RESULTS FOR FOURTH QUARTER AND FULL YEAR 2011 PREVIOUSLY REPORTED IN ACCORDANCE WITH MEXICAN FINANCIAL REPORTING STANDARDS (“MEXICAN FRS”) HAVE BEEN RESTATED IN ACCORDANCE WITH IFRS FOR COMPARATIVE PURPOSES.
 
THE FOLLOWING INFORMATION FROM THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011 IS PRESENTED IN MILLIONS OF MEXICAN PESOS, AS WELL AS THE PERCENTAGE CHANGE WHEN COMPARING 2012 WITH 2011:
 
NET SALES
 
NET SALES INCREASED 10.7% TO PS.69,290.4 MILLION IN 2012 COMPARED WITH PS.62,581.5 MILLION IN 2011. THIS INCREASE WAS ATTRIBUTABLE TO STRONG REVENUE GROWTH IN CONTENT, IN PARTICULAR NETWORK SUBSCRIPTION REVENUE AND LICENSING AND SYNDICATION, CABLE AND TELECOM, AND SKY SEGMENTS. OPERATING SEGMENT INCOME INCREASED 12.0%, REACHING PS.28,413.5 MILLION WITH A MARGIN OF 40.3% IN 2012 COMPARED WITH PS.25,371.4 MILLION WITH A MARGIN OF 39.8% IN 2011.
 
NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
 
NET INCOME ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY INCREASED TO PS.8,760.6 MILLION FOR THE YEAR ENDED DECEMBER 31, 2012 COMPARED WITH PS.6,665.9 MILLION FOR THE YEAR ENDED DECEMBER 31, 2011. THE NET INCREASE OF PS.2,094.7 MILLION PRIMARILY REFLECTED (I) A PS.1,865.9 MILLION INCREASE IN OPERATING INCOME AND (II) A PS.1,290.5 MILLION DECREASE IN FINANCE EXPENSE, NET, MAINLY AS A RESULT OF THE APPRECIATION OF THE PESO DURING THE YEAR, AND A DECREASE IN OTHER FINANCE EXPENSE, NET. THESE FAVORABLE VARIANCES WERE PRIMARILY OFFSET BY A PS.827.3 MILLION INCREASE IN INCOME TAXES.
 
FOURTH QUARTER RESULTS AND FULL YEAR RESULTS BY BUSINESS SEGMENT
 
THE FOLLOWING INFORMATION PRESENTS FOURTH QUARTER CONSOLIDATED RESULTS ENDED DECEMBER 31, 2012 AND 2011 AND FULL YEAR CONSOLIDATED RESULTS ENDED DECEMBER 31, 2012 AND 2011 FOR EACH OF OUR BUSINESS SEGMENTS. CONSOLIDATED RESULTS FOR THE FOURTH QUARTER 2012 AND 2011 AND FULL YEAR 2012 AND 2011 ARE PRESENTED IN MILLIONS OF MEXICAN PESOS:
 
CONTENT
 
FOURTH QUARTER SALES INCREASED 4.9% TO PS.10,218.7 MILLION COMPARED WITH PS.9,738.6 MILLION IN FOURTH QUARTER 2011.
 
FULL YEAR SALES MET OUR FULL YEAR GUIDANCE, INCREASING 7.2% TO PS.32,884.1 MILLION COMPARED WITH PS.30,685.6 MILLION IN 2011.
 
ADVERTISING FOURTH QUARTER REVENUE INCREASED 3.6% TO PS.7,716.2 MILLION COMPARED WITH PS.7,444.6 MILLION IN FOURTH QUARTER 2011.
 
ADVERTISING FULL YEAR REVENUE INCREASED BY 3.1% TO PS.23,935.9 MILLION COMPARED WITH PS.23,206.1 MILLION IN 2011. THESE RESULTS REFLECT STRONGER ADVERTISING REVENUES, IN PARTICULAR IN OUR PAY-TV PLATFORMS, WHICH WERE PARTIALLY COMPENSATED BY THE EFFECTS OF THE ELECTORAL PERIOD DURING THE SECOND QUARTER OF THE YEAR, WHEN WE WERE REQUIRED TO TRANSMIT - FREE OF CHARGE - PROMOTIONAL SPOTS FOR THE DIFFERENT CANDIDATES ACROSS ALL OF OUR NETWORKS.
 
FOURTH-QUARTER NETWORK SUBSCRIPTION REVENUE INCREASED BY 17.3% TO PS.819.4 MILLION COMPARED TO PS.698.6 MILLION IN FOURTH-QUARTER 2011.
 
FULL YEAR NETWORK SUBSCRIPTION REVENUE GREW BY 23.1% TO PS.3,189.2 MILLION COMPARED WITH PS.2,590.8 MILLION IN 2011, MAINLY AS A RESULT OF THE SUSTAINED ADDITION OF PAY-TV SUBSCRIBERS IN MEXICO AND, TO A LESSER EXTENT, ABROAD. WE CLOSED 2012 WITH 33.2 MILLION SUBSCRIBERS CARRYING AN AVERAGE OF 5.9 NETWORKS COMPARED WITH 29.6 MILLION SUBSCRIBERS CARRYING AN AVERAGE OF 5.5 NETWORKS IN 2011. THESE RESULTS ALSO INCLUDE A POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED SALES.
 
FOURTH-QUARTER LICENSING AND SYNDICATION REVENUE INCREASED BY 5.5% TO PS.1,683.1 MILLION COMPARED TO PS.1,595.4 MILLION IN FOURTH-QUARTER 2011.
 
THE FULL YEAR INCREASE IN LICENSING AND SYNDICATION REVENUE OF 17.8% TO PS.5,759 MILLION COMPARED WITH PS.4,888.7 MILLION IN 2011 IS EXPLAINED BY BOTH I) AN INCREASE IN ROYALTIES FROM UNIVISION, FROM US$224.9 MILLION IN 2011 TO US$247.6 MILLION IN 2012; II) AN INCREASE IN SALES TO THE REST OF THE WORLD, PRINCIPALLY IN LATIN AMERICA; AND III) A POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED REVENUES IN THE AMOUNT OF PS.180.8 MILLION.
 
FOURTH QUARTER OPERATING SEGMENT INCOME INCREASED 0.3% TO PS.4,807.8 MILLION COMPARED WITH PS.4,792.4 MILLION IN FOURTH QUARTER 2011; THE MARGIN WAS 47.0%.
 
FULL-YEAR OPERATING SEGMENT INCOME INCREASED 6.4% TO PS.15,411.1 MILLION COMPARED WITH PS.14,480.7 MILLION IN 2011. THE MARGIN WAS 46.9%, WHICH WAS IN LINE WITH GUIDANCE. THESE RESULTS REFLECT HIGHER REVENUES WHICH WERE PARTIALLY OFFSET BY I) THE INCREASE IN PRODUCTION COSTS DUE TO THE COVERAGE OF THE 2012 OLYMPICS AND THE AMORTIZATION OF MOVIES AND TV SERIES; II) A NEGATIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED COSTS AND EXPENSES; AND III) AN INCREASE IN OPERATING EXPENSES RELATED TO HIGHER EMPLOYEE COSTS AND AGENCY COMMISSIONS.
 
PUBLISHING
 
FOURTH QUARTER SALES INCREASED 2.6% TO PS.1,000.3 MILLION COMPARED WITH PS.975.4 MILLION IN FOURTH QUARTER 2011.
 
FULL YEAR SALES INCREASED 8.2% TO PS.3,453.0 MILLION COMPARED WITH PS.3,191.8 MILLION IN 2011. THIS INCREASE REFLECTS I) THE INCREASE IN CIRCULATION AND ADVERTISING REVENUE IN MEXICO AND ABROAD; AND II) A POSITIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED SALES. IN 2012 MEXICO-DERIVED REVENUES REPRESENTED 38.7% COMPARED WITH 40.8% IN 2011.
 
FOURTH QUARTER OPERATING SEGMENT INCOME DECREASED 15.3% TO PS.135.6 MILLION COMPARED WITH PS.160.1 MILLION IN FOURTH QUARTER 2011, AND THE MARGIN WAS 13.6%.
 
FULL YEAR OPERATING SEGMENT INCOME DECREASED 1.6% TO PS.447.6 MILLION COMPARED WITH PS.454.7 MILLION IN 2011, AND THE MARGIN WAS 13.0%. THIS DECREASE REFLECTS HIGHER EDITORIAL, PAPER AND PRINTING COSTS AND A NEGATIVE TRANSLATION EFFECT ON FOREIGN-CURRENCY-DENOMINATED COSTS AND EXPENSES.
 
SKY
 
FOURTH QUARTER SALES INCREASED BY 19.2% TO PS.3,810.5 MILLION COMPARED WITH PS.3,196.2 MILLION IN FOURTH QUARTER 2011. DURING THE QUARTER, SKY ADDED A TOTAL OF 270 THOUSAND SUBSCRIBERS, MAINLY IN MEXICO.
 
FULL YEAR SALES INCREASED 15.9% TO PS.14,465.3 MILLION COMPARED WITH PS.12,479.2 MILLION IN 2011. THE ANNUAL INCREASE WAS DRIVEN BY SOLID GROWTH IN THE SUBSCRIBER BASE OF MORE THAN 1.1 MILLION, WHICH IS EXPLAINED BY THE CONTINUED SUCCESS OF SKY’S LOW-COST OFFERINGS, AND THE INCREASE IN PAY-PER-VIEW REVENUES. AS OF DECEMBER 31, 2012, THE NUMBER OF NET ACTIVE SUBSCRIBERS INCREASED TO 5,153,445 (INCLUDING 164,669 COMMERCIAL SUBSCRIBERS), COMPARED WITH 4,008,374 (INCLUDING 157,646 COMMERCIAL SUBSCRIBERS) AS OF DECEMBER 31, 2011. SKY CLOSED THE YEAR WITH 182,415 SUBSCRIBERS IN CENTRAL AMERICA AND THE DOMINICAN REPUBLIC.
 
FOURTH QUARTER OPERATING SEGMENT INCOME INCREASED 13.8% TO PS.1,604.4 MILLION COMPARED WITH PS.1,410.1 MILLION IN FOURTH QUARTER 2011, AND THE MARGIN WAS 42.1%.
 
FULL YEAR OPERATING SEGMENT INCOME INCREASED 13.3% TO PS.6,558.0 MILLION COMPARED WITH PS.5,789.8 MILLION IN 2011, AND THE MARGIN WAS 45.3%. THESE RESULTS REFLECT AN INCREASE IN SALES THAT WAS PARTIALLY OFFSET BY HIGHER COSTS AND EXPENSES INHERENT TO THE GROWTH IN THE SUBSCRIBER BASE, MAINLY IN THE LOWER-COST PACKAGES.
 
CABLE AND TELECOM
 
FOURTH QUARTER SALES INCREASED 9.8% TO PS.4,037.0 MILLION COMPARED WITH PS.3,678.1 MILLION IN FOURTH QUARTER 2011 DRIVEN BY GROWTH IN ALL OF OUR CABLE PLATFORMS.
 
FULL YEAR SALES INCREASED 14.2% TO PS.15,570.4 MILLION COMPARED WITH PS.13,635.4 MILLION IN 2011. IN THE AGGREGATE, THE THREE CABLE OPERATIONS ADDED 470 THOUSAND REVENUE GENERATING UNITS (RGUS) DURING THE YEAR AS A RESULT OF THE SUCCESS OF OUR COMPETITIVE PACKAGES. VOICE AND DATA RGUS CONTINUED TO BE THE MAIN DRIVERS OF GROWTH, GROWING 16.1% AND 22.5% COMPARED WITH 2011, RESPECTIVELY, WHILE VIDEO RGUS EXPANDED BY 5.8%.
 
YEAR-OVER-YEAR, CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL NET SALES INCREASED 14.8%, 15.1%, 13.9%, AND 11.5%, RESPECTIVELY.
 
THE FOLLOWING INFORMATION SETS FORTH THE BREAKDOWN OF SUBSCRIBERS FOR EACH OF OUR THREE CABLE SUBSIDIARIES AS OF DECEMBER 31, 2012:
 
THE SUBSCRIBER BASE OF CABLEVISIÓN OF VIDEO, BROADBAND AND VOICE AS OF DECEMBER 31, 2012 AMOUNTED TO 787,054, 509,137 AND 318,927 SUBSCRIBERS, RESPECTIVELY.
 
THE SUBSCRIBER BASE OF CABLEMÁS OF VIDEO, BROADBAND AND VOICE AS OF DECEMBER 31, 2012 AMOUNTED TO 1,147,007, 567,247 AND 302,197 SUBSCRIBERS, RESPECTIVELY.
 
THE SUBSCRIBER BASE OF TVI OF VIDEO, BROADBAND AND VOICE AS OF DECEMBER 31, 2012 AMOUNTED TO 374,733, 229,720 AND 133,178 SUBSCRIBERS, RESPECTIVELY.
 
THE RGUS OF CABLEVISIÓN, CABLEMÁS AND TVI AS OF DECEMBER 31, 2012 AMOUNTED TO 1,615,118, 2,016,451 AND 737,631, RESPECTIVELY.
 
FOURTH QUARTER OPERATING SEGMENT INCOME INCREASED 12.7% TO PS.1,579.1 MILLION COMPARED WITH PS.1,401.0 MILLION IN FOURTH QUARTER 2011, AND THE MARGIN INCREASED TO 39.1%. THE MARGINS IN BESTEL REMAINED STRONG. THIS INCREASE WAS DRIVEN BY LOWER INTERCONNECTION RATES AND A LARGER CUSTOMER BASE.
 
FULL YEAR OPERATING SEGMENT INCOME INCREASED 21.6% TO PS.5,812.8 MILLION COMPARED WITH PS.4,778.6 MILLION IN 2011, AND THE MARGIN INCREASED TO 37.3%. THESE RESULTS REFLECT CONTINUED GROWTH IN THE CABLE PLATFORMS, AND STRONG MARGINS AT BESTEL. THESE FAVORABLE VARIANCES WERE PARTIALLY OFFSET BY AN INCREASE IN PERSONNEL COSTS AND ADVERTISING SPENDING DURING THE YEAR.
 
THE FOLLOWING INFORMATION SET FORTH THE BREAKDOWN OF REVENUES AND OPERATING SEGMENT INCOME, EXCLUDING CONSOLIDATION ADJUSTMENTS, FOR OUR FOUR CABLE AND TELECOM SUBSIDIARIES FOR 2012 AND 2011:
 
THE REVENUES FOR 2012 OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.5,041.1 MILLION, PS.5,439.7 MILLION, PS.2,474.6 MILLION AND PS.3,039.8 MILLION, RESPECTIVELY.
 
THE REVENUES FOR 2011 OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.4,391.4 MILLION, PS.4,726.2 MILLION, PS.2,172.7 MILLION AND PS.2,727 MILLION, RESPECTIVELY.
 
THE OPERATING SEGMENT INCOME FOR 2012 OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.2,033.8 MILLION, PS.2,007.6 MILLION, PS.1,065.6 MILLION AND PS.955.6 MILLION, RESPECTIVELY.
 
THE OPERATING SEGMENT INCOME FOR 2011 OF CABLEVISIÓN, CABLEMÁS, TVI AND BESTEL AMOUNTED TO PS.1,697.2 MILLION, PS.1,814.7 MILLION, PS.927 MILLION AND PS.574.3 MILLION, RESPECTIVELY.
 
THESE RESULTS DO NOT INCLUDE CONSOLIDATION ADJUSTMENTS IN REVENUES OF PS.424.8 MILLION AND PS.381.9 MILLION IN 2012 AND 2011, RESPECTIVELY, NOR PS.249.8 MILLION AND PS.234.6 MILLION IN 2012 AND 2011, RESPECTIVELY, IN OPERATING SEGMENT INCOME, WHICH ARE CONSIDERED IN THE CONSOLIDATED RESULTS OF CABLE AND TELECOM.
 
OTHER BUSINESSES
 
FOURTH QUARTER SALES INCREASED 3.1% TO PS.1,060.5 MILLION COMPARED WITH PS.1,028.7 MILLION IN FOURTH QUARTER 2011 DRIVEN MAINLY BY OUR FEATURE-FILM DISTRIBUTION AND GAMING BUSINESSES.
 
FULL YEAR SALES INCREASED 10.1% TO PS.4,211.3 MILLION COMPARED WITH PS.3,825.2 MILLION IN 2011. BUSINESSES THAT PERFORMED WELL INCLUDE FEATURE-FILM DISTRIBUTION, RADIO, AND GAMING. THE RESULTS OF GAMING WERE DRIVEN BY THE INCREASE IN PROMOTIONS. THE RADIO BUSINESS BENEFITED FROM AN INCREASE IN ADVERTISING REVENUES. FINALLY, THE FEATURE-FILM DISTRIBUTION BUSINESS DISTRIBUTED HITS SUCH AS “THE HUNGER GAMES” AND “THE WOMAN IN BLACK”.
 
FOURTH QUARTER OPERATING SEGMENT INCOME REACHED PS.15.3 MILLION COMPARED WITH A LOSS OF PS.87.9 MILLION IN FOURTH QUARTER 2011.
 
FULL YEAR OPERATING SEGMENT INCOME REACHED PS.184.0 MILLION COMPARED WITH A LOSS OF PS.132.4 MILLION IN 2011, REFLECTING INCREASES IN THE OPERATING SEGMENT INCOME OF RADIO, AND GAMING; A SHIFT FROM LOSS TO INCOME IN FEATURE-FILM DISTRIBUTION; AND A SMALLER OPERATING SEGMENT LOSS IN OUR SOCCER BUSINESS.
 
INTERSEGMENT OPERATIONS
 
INTERSEGMENT OPERATIONS FOR THE FOURTH QUARTER 2012 AND 2011 AMOUNTED TO PS.334.5 MILLION AND PS.324.2 MILLION, RESPECTIVELY.
 
INTERSEGMENT OPERATIONS FOR 2012 AND 2011 AMOUNTED TO PS.1,293.7 MILLION AND PS.1,235.7 MILLION, RESPECTIVELY.
 
CORPORATE EXPENSES
 
SHARE-BASED COMPENSATION EXPENSE IN 2012 AND 2011 AMOUNTED TO PS.632.5 MILLION AND PS.653.2 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.
 
OTHER EXPENSE, NET
 
OTHER EXPENSE, NET, INCREASED BY PS.56.8 MILLION, OR 9.6%, TO PS.650.4 MILLION FOR THE YEAR ENDED DECEMBER 31, 2012, COMPARED WITH PS.593.6 MILLION FOR THE YEAR ENDED DECEMBER 31, 2011. THE INCREASE REFLECTED PRIMARILY A HIGHER LOSS ON DISPOSITION OF PROPERTY AND EQUIPMENT, AND AN INCREASE IN OTHER EXPENSE RELATED TO FINANCIAL ADVISORY AND PROFESSIONAL SERVICES.
 
OTHER EXPENSE, NET, FOR THE YEAR ENDED DECEMBER 31, 2012 INCLUDED, PRIMARILY, LOSS ON DISPOSITION OF PROPERTY AND EQUIPMENT, FINANCIAL ADVISORY AND PROFESSIONAL SERVICES, AND DONATIONS.
 
NON-OPERATING RESULTS
 
FINANCE EXPENSE, NET
 
THE FOLLOWING INFORMATION SETS FORTH THE FINANCE EXPENSE, NET, STATED IN MILLIONS OF MEXICAN PESOS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011:
 
THE FINANCE EXPENSE, NET, DECREASED BY PS.1,290.5 MILLION, OR 27.8 %, TO PS.3,350.5 MILLION FOR  THE YEAR ENDED DECEMBER 31, 2012 FROM PS.4,641.0 MILLION FOR THE YEAR ENDED DECEMBER 31, 2011. THIS DECREASE REFLECTED PRIMARILY (I) A PS.841.0 MILLION FAVORABLE EFFECT RESULTING FROM A FOREIGN EXCHANGE GAIN FOR THE YEAR ENDED DECEMBER 31, 2012 OF PS.127.4 MILLION COMPARED WITH A FOREIGN EXCHANGE LOSS FOR THE YEAR ENDED DECEMBER 31, 2011 OF PS.713.6 MILLION, IN CONNECTION WITH AN 8.1% APPRECIATION OF THE MEXICAN PESO AGAINST THE US DOLLAR ON OUR AVERAGE NET US DOLLAR UNHEDGED LIABILITY POSITION DURING 2012 COMPARED WITH A 13.1% DEPRECIATION EFFECT ON OUR AVERAGE NET US DOLLAR UNHEDGED LIABILITY POSITION DURING 2011; AND (II) A PS.746.5 MILLION DECREASE IN OTHER FINANCE EXPENSE, NET, TO PS.152.9 MILLION IN 2012 COMPARED  WITH PS.899.4 MILLION IN 2011, PRIMARILY IN CONNECTION WITH AN UPWARD ADJUSTMENT IN THE FAIR VALUE OF OUR INVESTMENT IN BMP (UNIVISION) CONVERTIBLE DEBENTURES IN 2012, WHICH WAS PARTIALLY OFFSET BY AN UNFAVORABLE CHANGE IN THE FAIR VALUE OF OUR INVESTMENT IN EQUITY FINANCIAL INSTRUMENTS THAT WERE CONVERTED INTO SHARES OF GSF (IUSACELL) IN JUNE 2012. THESE FAVORABLE VARIANCES WERE OFFSET BY A PS.194.8 MILLION INCREASE IN INTEREST EXPENSE TO PS.4,369.3 MILLION IN 2012 COMPARED WITH PS.4,174.5 MILLION IN 2011, DUE PRIMARILY TO A HIGHER AVERAGE PRINCIPAL AMOUNT OF TOTAL DEBT DURING 2012; AND A PS.102.2 MILLION DECREASE IN INTEREST INCOME TO PS.1,044.3 MILLION IN 2012 COMPARED WITH PS.1,146.5 MILLION IN 2011, EXPLAINED PRIMARILY BY A LOWER AVERAGE AMOUNT OF CASH AND CASH EQUIVALENTS AND TEMPORARY INVESTMENTS IN 2012.
 
SHARE OF LOSSES OF JOINTLY CONTROLLED ENTITIES AND ASSOCIATES, NET
 
SHARE OF LOSSES OF JOINTLY CONTROLLED ENTITIES AND ASSOCIATES, NET, INCREASED BY PS.217.3 MILLION, OR 48.4 %, TO PS.666.6 MILLION IN 2012 FROM PS.449.3 MILLION IN 2011. THIS INCREASE REFLECTED MAINLY THE SHARE OF LOSS OF GSF, THE PARENT COMPANY OF IUSACELL IN WHICH WE HOLD A 50.0% JOINT INTEREST SINCE JUNE 2012, WHICH EFFECT WAS PARTIALLY OFFSET BY THE ABSENCE IN 2012 OF SHARE OF LOSS OF LA SEXTA, A FREE-TO-AIR TELEVISION CHANNEL IN SPAIN, IN CONNECTION WITH THE EXCHANGE OF OUR 40.8% INTEREST IN LA SEXTA FOR A 14.5% PARTICIPATION IN IMAGINA IN FIRST QUARTER 2012. IMAGINA IS A SIGNIFICANT PROVIDER OF CONTENT AND AUDIOVISUAL SERVICES FOR THE MEDIA AND ENTERTAINMENT INDUSTRY IN SPAIN, AND OUR INVESTMENT IN THIS COMPANY WAS RECOGNIZED AS AN EQUITY FINANCIAL INSTRUMENT.
 
INCOME TAXES
 
INCOME TAXES INCREASED BY PS.827.3 MILLION, OR 25.6 %, TO PS.4,053.4 MILLION IN 2012 COMPARED WITH PS.3,226.1 MILLION IN 2011. THIS INCREASE REFLECTED PRIMARILY A HIGHER INCOME TAX BASE, WHICH WAS OFFSET BY A LOWER EFFECTIVE INCOME TAX RATE.
 
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS
 
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS INCREASED BY PS.17.1 MILLION, OR 1.3 %, TO PS.1,308.5 MILLION IN 2012, COMPARED WITH PS.1,291.4 MILLION IN 2011. THIS INCREASE REFLECTED PRIMARILY A HIGHER PORTION OF NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS IN OUR CABLE AND TELECOM SEGMENT, WHICH WAS PARTIALLY OFFSET BY A LOWER PORTION OF NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS IN OUR SKY SEGMENT.
 
OTHER RELEVANT INFORMATION
 
CAPITAL EXPENDITURES AND INVESTMENTS
 
DURING 2012, WE INVESTED APPROXIMATELY US$881.1 MILLION IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES, INCLUDING APPROXIMATELY US$455.4 MILLION FOR OUR CABLE AND TELECOM SEGMENT, US$292.1 MILLION FOR OUR SKY SEGMENT, AND US$133.6 MILLION FOR OUR CONTENT SEGMENT AND OTHER BUSINESSES.
 
OUR INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT IN OUR CABLE AND TELECOM SEGMENT DURING 2012 INCLUDED APPROXIMATELY US$122.1 MILLION FOR CABLEVISIÓN, US$219.1 MILLION FOR CABLEMÁS, US$87.7 MILLION FOR TVI, AND US$26.5 MILLION FOR BESTEL.
 
IN OCTOBER 2012, WE ALSO RECOGNIZED A SATELLITE TRANSPONDER LEASE AGREEMENT AS A CAPITAL EXPENDITURE IN PROPERTY PLANT AND EQUIPMENT AND A RELATED FINANCE LEASE OBLIGATION IN THE AMOUNT OF US$326.3 MILLION (PS.4,203.0 MILLION) IN CONNECTION WITH THE COMMENCEMENT OF THE SERVICE AGREEMENT FOR THE USE OF TRANSPONDERS ON INTELSAT IS-21 SATELLITE BY OUR SKY BUSINESS SEGMENT.
 
DEBT AND FINANCE LEASE OBLIGATIONS
 
THE FOLLOWING INFORMATION SETS FORTH OUR TOTAL DEBT AND FINANCE LEASE OBLIGATIONS AS OF DECEMBER 31, 2012 AND 2011. AMOUNTS ARE STATED IN MILLIONS OF MEXICAN PESOS:
 
THE TOTAL CONSOLIDATED DEBT AMOUNTED TO PS.52,991.4 MILLION AND PS.55,964.8 MILLION AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION  OF LONG-TERM DEBT IN THE AMOUNT OF PS.375 MILLION AND PS.1,169.9 MILLION, RESPECTIVELY.
 
ADDITIONALLY, WE HAD FINANCE LEASE OBLIGATIONS IN THE AMOUNT OF PS.4,971.1 MILLION AND PS.583.7 MILLION AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011, RESPECTIVELY, WHICH INCLUDED A CURRENT PORTION OF PS.439.2 MILLION  AND PS.381.9 MILLION, RESPECTIVELY.
 
AS OF DECEMBER 31, 2012, OUR CONSOLIDATED NET DEBT POSITION (TOTAL DEBT LESS CASH AND CASH EQUIVALENTS, TEMPORARY INVESTMENTS, AND NON-CURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS) WAS PS.25,235.4 MILLION. THE AGGREGATE AMOUNT OF NON-CURRENT HELD-TO-MATURITY AND AVAILABLE-FOR-SALE INVESTMENTS AS OF DECEMBER 31, 2012 AMOUNTED TO PS.3,375.4 MILLION.
 
SHARES OUTSTANDING
 
AS OF DECEMBER 31, 2012 AND 2011, OUR SHARES OUTSTANDING AMOUNTED TO 333,897.9 MILLION AND 330,862.1 MILLION SHARES, RESPECTIVELY, AND OUR CPO EQUIVALENTS OUTSTANDING AMOUNTED TO 2,853.8 MILLION AND 2,827.9 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 DECEMBER 31, 2012 AND 2011, THE GDS (GLOBAL DEPOSITARY SHARES) EQUIVALENTS OUTSTANDING AMOUNTED TO 570.8 MILLION AND 565.6 MILLION GDS EQUIVALENTS, RESPECTIVELY. THE NUMBER OF GDS EQUIVALENTS IS CALCULATED BY DIVIDING THE NUMBER OF CPO EQUIVALENTS BY FIVE.
 
ADOPTION OF INTERNATIONAL FINANCIAL REPORTING STANDARDS
 
BEGINNING ON JANUARY 1, 2012, AS REQUIRED BY REGULATIONS ISSUED BY THE MEXICAN BANK AND SECURITIES COMMISSION FOR LISTED COMPANIES IN MEXICO, WE DISCONTINUED USING MEXICAN FRS AND ADOPTED IFRS AS ISSUED BY THE INTERNATIONAL ACCOUNTING STANDARDS BOARD FOR FINANCIAL REPORTING PURPOSES. AS A RESULT, OUR CONSOLIDATED FINANCIAL INFORMATION FOR THE THREE AND TWELVE MONTHS ENDED DECEMBER 31, 2012 IS PRESENTED ON A COMPARATIVE AND CONDENSED BASIS IN ACCORDANCE WITH IFRS AND IS NOT DIRECTLY COMPARABLE WITH OUR CONSOLIDATED FINANCIAL INFORMATION PREVIOUSLY REPORTED IN ACCORDANCE WITH MEXICAN FRS.
 
THE IMPACT OF THE INITIAL ADOPTION OF IFRS AS MEASURED BY THE AGGREGATE AMOUNT OF ADJUSTMENTS MADE TO OUR PREVIOUSLY REPORTED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AND INCOME AS OF DECEMBER 31, 2011 AND FOR THE YEAR ENDED ON THAT DATE WAS LESS THAN 1% OF TOTAL CONSOLIDATED ASSETS AND STOCKHOLDERS’ EQUITY UNDER MEXICAN FRS, AND LESS THAN 3% OF CONSOLIDATED NET INCOME UNDER MEXICAN FRS.
 
ABOUT TELEVISA
 
GRUPO TELEVISA, S.A.B., 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 HAS INTERESTS IN TELEVISION PRODUCTION AND BROADCASTING, PRODUCTION OF PAY-TELEVISION NETWORKS, INTERNATIONAL DISTRIBUTION OF TELEVISION PROGRAMMING, DIRECT-TO-HOME SATELLITE SERVICES, CABLE TELEVISION AND TELECOMMUNICATION SERVICES, 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.
 
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
   CITIGROUP
   CREDIT SUISSE
   GBM
   GOLDMAN SACHS
   HSBC
   ITAÚ
   JPMORGAN
   MERRILL LYNCH
   MONEX
   MORGAN STANLEY
   NEW STREET RESEARCH
   SCOTIA CAPITAL
   UBS

 
 
 

 
 
FINANCIAL STATEMENT NOTES
 
CONSOLIDATED
Final Printing 

 
 
 
MEXICAN STOCK EXCHANGE
   
STOCK EXCHANGE CODE: TLEVISA QUARTER: 04 YEAR: 2012
GRUPO TELEVISA, S.A.B.  
   
FINANCIAL STATEMENT NOTES
 
 
 
GRUPO TELEVISA, S.A.B. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2012
(IN THOUSANDS OF MEXICAN PESOS, EXCEPT PER CPO AND PER SHARE AMOUNTS)
 
1.        ACCOUNTING POLICIES:
 
THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF GRUPO TELEVISA, S.A.B. (THE "COMPANY") AND SUBSIDIARIES (COLLECTIVELY, THE "GROUP"), FOR THE YEAR ENDED DECEMBER 31, 2012 ARE UNAUDITED AND HAVE BEEN PREPARED IN ACCORDANCE WITH INTERNATIONAL ACCOUNTING STANDARD 34, INTERIM FINANCIAL REPORTING. IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS (CONSISTING PRINCIPALLY OF NORMAL RECURRING ADJUSTMENTS) NECESSARY FOR A FAIR PRESENTATION OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS HAVE BEEN INCLUDED THEREIN.
 
 THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION WITH THE GROUP'S CONSOLIDATED AND AUDITED FINANCIAL STATEMENTS AND NOTES THERETO FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010, WHICH INCLUDE, AMONG OTHER DISCLOSURES, THE GROUP'S MOST SIGNIFICANT ACCOUNTING POLICIES, WHICH WERE APPLIED ON A CONSISTENT BASIS THROUGH DECEMBER 31, 2011, AS DISCUSSED IN THE FOLLOWING PARAGRAPH.
 
           BEGINNING ON JANUARY 1, 2012, AS REQUIRED BY REGULATIONS ISSUED BY THE MEXICAN BANK AND SECURITIES COMMISSION (“COMISIÓN NACIONAL BANCARIA Y DE VALORES”) FOR LISTED COMPANIES IN MEXICO, THE GROUP DISCONTINUED USING MEXICAN FINANCIAL REPORTING STANDARDS (“MEXICAN FRS”) AND ADOPTED INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”) AS ISSUED BY THE INTERNATIONAL ACCOUNTING STANDARDS BOARD (“IASB”) FOR FINANCIAL REPORTING PURPOSES. ACCORDINGLY, THE CONSOLIDATED FINANCIAL STATEMENTS OF THE GROUP AS OF DECEMBER 31, 2012, AND FOR THE YEAR ENDED ON THAT DATE, ARE PRESENTED ON A COMPARATIVE BASIS IN ACCORDANCE WITH IFRS. INFORMATION RELATING TO THE NATURE AND EFFECT OF CERTAIN DIFFERENCES BETWEEN IFRS AND MEXICAN FRS AS THEY RELATE TO THE INITIAL ADOPTION OF IFRS IN THE GROUP’S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2011 AND JANUARY 1, 2011, THE TRANSITION DATE, AND FOR THE YEAR AND THREE MONTHS ENDED DECEMBER 31, 2011 IS PRESENTED IN NOTE 14 TO THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
 
2.         PROPERTY, PLANT AND EQUIPMENT:
 
PROPERTY, PLANT AND EQUIPMENT AS OF DECEMBER 31, 2012 AND 2011 CONSISTED OF:
   
2012
   
2011
 
BUILDINGS
  Ps. 8,351,192     Ps. 8,029,859  
BUILDING IMPROVEMENTS
    1,332,400       1,603,096  
TECHNICAL EQUIPMENT
    57,028,488       52,286,157  
SATELLITE TRANSPONDERS
    7,869,492       3,593,873  
FURNITURE AND FIXTURES
    724,434       884,408  
TRANSPORTATION EQUIPMENT
    2,243,230       2,164,073  
COMPUTER EQUIPMENT
    4,250,687       4,424,520  
LEASEHOLD IMPROVEMENTS
    1,417,715       1,397,760  
      83,217,638       74,383,746  
ACCUMULATED DEPRECIATION
    (43,346,297 )     (41,735,471 )
      39,871,341       32,648,275  
LAND
    4,632,610       4,609,895  
CONSTRUCTION AND PROJECTS IN PROGRESS
    3,859,240       3,616,716  
    Ps. 48,363,191     Ps. 40,874,886  
 
DEPRECIATION CHARGED TO INCOME FOR THE YEAR ENDED DECEMBER 31, 2012 AND 2011 WAS PS.7,571,149 AND PS.6,433,186, RESPECTIVELY.
         
DURING THE YEAR ENDED DECEMBER 31, 2012, THE GROUP INVESTED PS.15,794,829 IN PROPERTY, PLANT AND EQUIPMENT AS CAPITAL EXPENDITURES.
 
3.        LONG-TERM DEBT SECURITIES:
 
AS OF DECEMBER 31, 2012 AND 2011, THE GROUP'S CONSOLIDATED SHORT-TERM AND LONG-TERM DEBT SECURITIES OUTSTANDING WERE AS FOLLOWS:
 
    2012     2011  
 
 
    LONG-TERM DEBT SECURITIES
 
THOUSANDS
OF
 U.S. DOLLARS
   
MEXICAN
PESOS
   
THOUSANDS
OF
 U.S. DOLLARS
   
MEXICAN
PESOS
 
6.0% SENIOR NOTES DUE 2018 (A)
  U.S.$ 500,000     Ps. 6,425,000     U.S.$ 500,000     Ps. 6,989,250  
6.625% SENIOR NOTES DUE 2025 (A)
    600,000       7,710,000       600,000       8,387,100  
8.5% SENIOR NOTES DUE 2032 (A)
    300,000       3,855,000       300,000       4,193,550  
8.49% SENIOR NOTES DUE 2037 (A)
    -       4,500,000       -       4,500,000  
6.625% SENIOR NOTES DUE 2040 (A)
7.38%  NOTES DUE 2020 (B)
   
600,000
 -
      7,710,000 10,000,000      
600,000
-
      8,387,100 10,000,000  
      2,000,000       40,200,000       2,000,000       42,457,000  
 FINANCE COSTS, NET
    -       (784,045 )     -       (844,981 )
    U.S.$ 2,000,000     Ps. 39,415,955     U.S.$ 2,000,000     Ps. 41,612,019  
 
(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 AND 2040, INCLUDING ADDITIONAL AMOUNTS PAYABLE IN RESPECT OF CERTAIN MEXICAN WITHHOLDING TAXES, IS 6.31%, 6.97%, 8.94%, 8.93% AND 6.97% 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 AND 2040, 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 CONTENT  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 AND 2040 ARE REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.

(B)  
 INTEREST ON THESE NOTES (“CERTIFICADOS BURSÁTILES”) IS PAYABLE SEMI-ANNUALLY. THE COMPANY MAY, AT ITS OWN OPTION, REDEEM THESE NOTES, 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 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 CONTENT, TO INCUR OR ASSUME LIENS, PERFORM SALE AND LEASEBACK TRANSACTIONS, AND CONSUMMATE CERTAIN MERGERS, CONSOLIDATIONS AND SIMILAR TRANSACTIONS.
 
4.        CONTINGENCIES:
 
THERE ARE VARIOUS 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 DECEMBER 31, 2012 AND 2011 IS PRESENTED AS FOLLOWS:
 
   
2012
   
2011
 
NOMINAL
  Ps. 2,494,410     Ps. 2,525,818  
CUMULATIVE INFLATION ADJUSTMENT (A)
    2,483,716       2,514,990  
TOTAL CAPITAL STOCK
  Ps. 4,978,126     Ps. 5,040,808  
ADDITIONAL PAID-IN CAPITAL
    15,889,819       15,889,819  
RETAINED EARNINGS
    42,312,762       38,826,688  
ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
    1,805,884       1,323,202  
SHARES REPURCHASED
    (13,103,223 )     (15,971,710 )
NET INCOME FOR THE PERIOD
    8,760,637       6,665,936  
 EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
  Ps. 60,644,005     Ps. 51,774,743  

            (A) ADJUSTMENT TO RECOGNIZE THE  EFFECTS OF INFLATION IN CAPITAL STOCK  THROUGH DECEMBER 31, 1997, IN ACCORDANCE WITH IFRS.
 
            ON APRIL 27, 2012, THE COMPANY’S STOCKHOLDERS APPROVED (I)  THE PAYMENT OF A DIVIDEND FOR AN AGGREGATE AMOUNT OF UP TO PS.1,097,800, WHICH CONSISTED OF PS.0.35 PER CPO AND PS.0.002991452991 PER SHARE, NOT IN THE FORM OF A CPO, WHICH WAS PAID IN CASH IN MAY 2012 IN THE AGGREGATE AMOUNT OF PS.1,002,692; AND  (II) THE CANCELLATION OF 4,563.5 MILLION SHARES OF CAPITAL STOCK IN THE FORM OF 39 MILLION CPOS, WHICH WERE REPURCHASED BY THE COMPANY IN 2009, 2010 AND 2011.
 
AS OF DECEMBER 31, 2012, THE NUMBER OF SHARES ISSUED, REPURCHASED AND OUTSTANDING IS PRESENTED AS FOLLOWS:
 
   
 
 ISSUED
 
 
REPURCHASED
 
 
OUTSTANDING
SERIES “A” SHARES
 
123,273,961,425
 
9,716,632,558
 
113,557,328,867
SERIES “B” SHARES
 
58,982,873,976
 
6,292,699,869
 
52,690,174,107
SERIES “D” SHARES
 
90,086,525,865
 
6,261,307,099
 
83,825,218,766
SERIES “L” SHARES
 
90,086,525,865
 
6,261,307,099
 
83,825,218,766
   
362,429,887,131
 
28,531,946,625
 
333,897,940,506
 
     AS OF DECEMBER 31, 2012, 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)
    20,930,654,979       7,601,291,646       28,531,946,625       11,789,566  
 
ADVANCES FOR ACQUISITION OF SHARES (3)
    -       -       -       1,313,657  
      20,930,654,979       7,601,291,646       28,531,946,625     PS. 13,103,223  

(1)  
DURING THE YEAR ENDED DECEMBER 31, 2012, THE COMPANY DID NOT REPURCHASE ANY SHARES OF THE COMPANY IN THE FORM OF CPOS.
(2)  
DURING THE FIRST HALF OF 2012, THE COMPANY RELEASED (I) 330,154,110 SHARES IN THE FORM OF 2,821,830 CPOS, IN THE AMOUNT OF PS.36,966, IN CONNECTION WITH THE STOCK PURCHASE PLAN; AND (II) 2,692,361,295 SHARES, IN THE FORM OF 23,011,635 CPOS, AND 380,394,027 SERIES “A” SHARES, IN THE AGGREGATE AMOUNT OF PS.656,146, IN CONNECTION WITH THE LONG-TERM RETENTION PLAN.  ADDITIONALLY, DURING THE YEAR ENDED DECEMBER 31, 2012, THIS TRUST ACQUIRED 367,091,595 SHARES OF THE COMPANY, IN THE FORM OF 3,137,535 CPOS, IN THE AMOUNT OF PS.183,330.
(3)  
IN CONNECTION WITH THE COMPANY’S STOCK PURCHASE PLAN AND THE LONG-TERM RETENTION PLAN.

THE GROUP ACCRUED IN EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY A SHARE-BASED COMPENSATION EXPENSE OF PS.628,637 FOR THE YEAR ENDED DECEMBER 31, 2012, WHICH AMOUNT WAS REFLECTED IN CONSOLIDATED OPERATING INCOME AS ADMINISTRATIVE EXPENSE.
 
6.        RESERVE FOR REPURCHASE OF SHARES:
 
NO RESERVE FOR REPURCHASE OF SHARES WAS OUTSTANDING AS OF DECEMBER 31, 2012.
 
IN ACCORDANCE WITH THE MEXICAN SECURITIES LAW, ANY AMOUNT OF SHARES REPURCHASED AND HELD BY THE COMPANY SHOULD BE RECOGNIZED AS A CHARGE TO STOCKHOLDERS' EQUITY, AND ANY CANCELLATION OF SHARES REPURCHASED SHOULD BE RECOGNIZED AS A REDUCTION OF THE COMPANY'S CAPITAL STOCK ISSUED FOR AN AMOUNT PROPORTIONATE TO THE SHARES CANCELLED.
 
7.         FINANCE EXPENSE, NET:
 
FINANCE EXPENSE, NET, FOR THE YEARS ENDED DECEMBER 31 CONSISTED OF:
   
2012
   
2011
 
INTEREST EXPENSE
  Ps. 4,369,276     Ps. 4,174,455  
INTEREST INCOME
    (1,044,321 )     (1,146,517 )
FOREIGN EXCHANGE (GAIN) LOSS, NET
    (127,372 )     713,628  
OTHER FINANCE EXPENSE, NET (1)
    152,909       899,410  
    Ps. 3,350,492     Ps. 4,640,976  
                 
(1)  
OTHER FINANCE EXPENSE, NET, CONSISTED PRIMARILY OF (GAIN) OR LOSS FROM DERIVATIVE FINANCIAL INSTRUMENTS, INCLUDING A NON-CASH (GAIN) LOSS IN FAIR VALUE FROM AN EMBEDDED DERIVATIVE IN A HOST CONTRACT RELATED TO THE GROUP’S INVESTMENT IN CONVERTIBLE DEBENTURES OF BMP, THE PARENT COMPANY OF UNIVISION, IN THE AMOUNT OF PS.(901,623) AND PS.503,200 FOR THE YEAR ENDED DECEMBER 31, 2012 AND 2011, RESPECTIVELY. ALSO, IN THE YEAR ENDED DECEMBER 31, 2012, OTHER FINANCE EXPENSE, NET, INCLUDED A NON-CASH CHARGE IN THE AMOUNT OF PS.933,000 RELATED TO THE NET CUMULATIVE CHANGE IN FAIR VALUE RECOGNIZED AS OTHER COMPREHENSIVE INCOME OR LOSS THROUGH JUNE 30, 2012 AND RECLASSIFIED TO INCOME IN CONNECTION WITH THE CONVERSION BY THE GROUP OF  DEBENTURES ISSUED BY GSF TELECOM HOLDINGS, S.A.P.I. DE C.V. (“GSF”), THE PARENT COMPANY OF GRUPO IUSACELL, S.A. DE C.V.  (“IUSACELL”), INTO SHARES OF COMMON STOCK OF GSF (SEE NOTE 12).

8.         DEFERRED TAXES:
 
THE DEFERRED INCOME TAX LIABILITY AS OF DECEMBER 31 WAS DERIVED FROM:
 
   
2012
   
2011
 
ASSETS:
           
ACCRUED LIABILITIES
  Ps. 538,771     Ps. . 670,148  
GOODWILL
    1,384,467       1,483,467  
TAX LOSS CARRYFORWARDS
    404,680       747,372  
ALLOWANCE FOR DOUBTFUL ACCOUNTS
    711,084       570,319  
CUSTOMER ADVANCES
    2,748,252       1,638,868  
OPTIONS
    998,758       546,542  
OTHER ITEMS
    840,649       449,716  
LIABILITIES:
               
INVENTORIES
    (114,416 )     (394,312 )
PROPERTY, PLANT AND EQUIPMENT, NET
    (759,638 )     (732,834 )
OTHER ITEMS
    (3,918,094 )     (1,423,355 )
DEFERRED INCOME TAX OF MEXICAN COMPANIES
    2,834,615       3,555,931  
DEFERRED TAX OF FOREIGN SUBSIDIARIES
    576,405       454,465  
ASSETS TAX
    1,025,807       1,088,485  
VALUATION ALLOWANCE
    (3,222,415 )     (4,288,889 )
FLAT RATE BUSINESS TAX
    (140,524 )     (358,107 )
DEFERRED TAX LIABILITY
  Ps. 1,073,888     Ps. 451,885  

THE EFECTS OF INCOME TAX PAYABLE AS OF DECEMBER 31, 2012 AND 2011, IN CONNECTION WITH THE 2010 MEXICAN TAX REFORM, ARE AS FOLLOWS:

   
2012
   
2011
 
TAX LOSSES OF SUBSIDIARIES, NET
  Ps. 431,872     Ps. 188,246  
DIVIDENDS DISTRIBUTED AMONG THE GROUP´S ENTITIES
    -       278,557  
      431,872       466,803  
LESS: CURRENT PORTION
    59,801       167,724  
NON-CURRENT PORTION
  Ps. 372,071     Ps. 299,079  
 
9.        DISCONTINUED OPERATIONS:
 
NO DISCONTINUED OPERATIONS WERE RECOGNIZED IN INCOME FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011.
 
10.      SEASONALITY AND QUARTERLY NET RESULTS:
 
           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 2012, 2011 AND 2010, THE GROUP RECOGNIZED 28.6%, 29.2% AND 28.5%, 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 QUARTERLY NET RESULTS FOR THE FOUR QUARTERS ENDED DECEMBER 31, 2012 ARE AS FOLLOWS, IN ACCORDANCE WITH IFRS :

 
QUARTER
 
ACCUMULATED
   
QUARTER
 
1ST /  12
  Ps. 1,505,922     Ps. 1,505,922  
2ND / 12
    2,902,199       1,396,277  
3RD / 12
    5,762,560       2,860,361  
4TH / 12
    8,760,637       2,998,077  

 
11. INFORMATION BY SEGMENTS:
 
 INFORMATION BY SEGMENTS FOR THE YEARS ENDED DECEMBER 31, 2012 AND 2011 IS PRESENTED AS FOLLOWS:
 
   
TOTAL
REVENUES
   
INTERSEGMENT REVENUES
   
CONSOLIDATED REVENUES
   
SEGMENT
PROFIT
 (LOSS)
     
2012:
                           
CONTENT
  $ 32,884,119     $ 762,072     $ 32,122,047     $ 15,411,148      
PUBLISHING
    3,452,988       60,707       3,392,281       447,630      
SKY
    14,465,341       64,068       14,401,273       6,558,033      
CABLE AND TELECOM
    15,570,433       66,160       15,504,273       5,812,785      
OTHER BUSINESSES
    4,211,227       340,692       3,870,535       183,933      
SEGMENT TOTALS
    70,584,108       1,293,699       69,290,409       28,413,529      
RECONCILIATION TO CONSOLIDATED
AMOUNTS:
                                   
ELIMINATIONS AND CORPORATE EXPENSES
    (1,293,699 )     (1,293,699 )     -       (1,149,304 )    
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (8,474,240 )    
CONSOLIDATED TOTAL BEFORE OTHER EXPENSE
    69,290,409       -       69,290,409       18,789,985   (1 )
OTHER EXPENSE, NET
    -       -       -       (650,432 )    
CONSOLIDATED TOTAL
  $ 69,290,409     $ -     $ 69,290,409     $ 18,139,553   (2 )
                                     
2011:
                                   
CONTENT
  $ 30,685,668     $ 869,591     $ 29,816,077     $ 14,480,679      
PUBLISHING
    3,191,788       67,865       3,123,923       454,729      
SKY
    12,479,158       39,665       12,439,493       5,789,759      
CABLE AND TELECOM
    13,635,354       44,542       13,590,812       4,778,570      
OTHER BUSINESSES
    3,825,268       214,032       3,611,236       (132,316 )    
SEGMENT TOTALS
    63,817,236       1,235,695       62,581,541       25,371,421      
RECONCILIATION TO CONSOLIDATED
AMOUNTS:
                                   
ELIMINATIONS AND CORPORATE EXPENSES
    (1,235,695 )     (1,235,695 )     -       (1,142,532 )    
DEPRECIATION AND AMORTIZATION EXPENSE
    -       -       -       (7,361,552 )    
CONSOLIDATED TOTAL BEFORE OTHER EXPENSE
    62,581,541       -       62,581,541       16,867,337   (1 )
OTHER EXPENSE, NET
    -       -       -       (593,661 )    
CONSOLIDATED TOTAL
  $ 62,581,541     $ -     $ 62,581,541     $ 16,273,676   (2 )

(1)  
CONSOLIDATED TOTAL REPRESENTS INCOME BEFORE OTHER EXPENSE.
(2)  
CONSOLIDATED TOTAL REPRESENTS CONSOLIDATED OPERATING INCOME.
 
12.       INVESTMENT IN A JOINTLY CONTROLLED ENTITY:
 
            IN APRIL 2011, THE COMPANY AGREED TO MAKE, THROUGH A WHOLLY-OWNED SUBSIDIARY,  AN INVESTMENT INTENDED TO HOLD A 50% EQUITY STAKE IN GSF, THE PARENT COMPANY OF IUSACELL, WHICH CONSISTED OF (I) U.S.$37.5 MILLION (PS.442,001) IN 1.093875% OF THE OUTSTANDING SHARES OF COMMON STOCK OF GSF; AND (II) U.S.$1,565 MILLION (PS.19,229,056) IN UNSECURED  DEBENTURES ISSUED BY GSF THAT WERE MANDATORILY CONVERTIBLE INTO SHARES OF STOCK OF GSF, SUBJECT TO REGULATORY APPROVAL AND OTHER CUSTOMARY CLOSING CONDITIONS. IN CONNECTION WITH THIS INVESTMENT, THE GROUP MADE CASH PAYMENTS IN THE PERIOD FROM APRIL THROUGH OCTOBER 2011 IN THE AGGREGATE AMOUNT OF U.S.$1,602.5 MILLION (PS.19,671,057). IUSACELL IS A PROVIDER OF TELECOMMUNICATIONS SERVICES, PRIMARILY ENGAGED IN PROVIDING MOBILE SERVICES THROUGHOUT MEXICO.  IN ADDITION, THE COMPANY AGREED TO MAKE AN ADDITIONAL PAYMENT OF U.S.$400 MILLION TO GSF IF CUMULATIVE EBITDA, AS DEFINED, REACHES U.S.$3,472 MILLION AT ANY TIME BETWEEN 2011 AND 2015. IN JUNE 2012, (I) THE MEXICAN ANTITRUST COMMISSION APPROVED, SUBJECT TO THE ACCEPTANCE OF CERTAIN CONDITIONS, THE CONVERSION BY THE GROUP OF THE DEBENTURES ISSUED BY GSF INTO COMMON STOCK OF GFS; AND (II) THE GROUP  ACCEPTED THE CONDITIONS ESTABLISHED BY THE MEXICAN ANTITRUST COMMISSION AND CONVERTED THE DEBENTURES ISSUED BY GSF INTO COMMON STOCK OF GSF. UPON CONVERSION OF THE DEBENTURES, THE EQUITY PARTICIPATION OF THE GROUP IN GSF IS 50%, AND THE GROUP SHARES EQUAL GOVERNANCE RIGHTS WITH THE OTHER OWNER OF THIS JOINTLY CONTROLLED ENTITY.
 
           THE GROUP RECOGNIZED AT FAIR VALUE ITS 50% INTEREST IN GSF IN THE AMOUNT OF PS.18,738,057 AS OF JUNE 30, 2012. BEGINNING ON THAT DATE, THE GROUP ACCOUNTS FOR ITS INVESTMENT IN THIS JOINT VENTURE BY USING THE EQUITY METHOD (SEE NOTE 7).
 
13.      OTHER TRANSACTIONS:
 
            IN MARCH 2010, SKY REACHED AN AGREEMENT WITH A SUBSIDIARY OF INTELSAT TO LEASE 24 TRANSPONDERS ON INTELSAT IS-21 SATELLITE, MAINLY FOR SIGNAL RECEPTION AND RETRANSMISSION SERVICES OVER THE SATELLITE’S ESTIMATED 15-YEAR SERVICE LIFE. IS-21 REPLACED INTELSAT IS-9 AS SKY’S PRIMARY TRANSMISSION SATELLITE AND STARTED SERVICE IN THE FOURTH QUARTER OF 2012. THIS LEASE AGREEMENT CONTEMPLATES A MONTHLY PAYMENT OF U.S.$3.0 MILLION TO BE PAID BY SKY BEGINNING IN THE FOURTH QUARTER OF 2012. IN OCTOBER 2012, THE GROUP RECOGNIZED THIS AGREEMENT AS A FINANCE LEASE OBLIGATION IN THE NET AMOUNT OF U.S.$326.3 MILLION.
 
            IN THE YEAR ENDED DECEMBER 31, 2012, CERTAIN COMPANIES OF THE SKY, PUBLISHING, CONTENT AND OTHER BUSINESSES SEGMENTS PAID A DIVIDEND TO THEIR EQUITY OWNERS IN THE AGGREGATE AMOUNT OF PS.1,350,000, PS.43,300, PS.8,000 AND PS.135,000, RESPECTIVELY, OF WHICH PS.558,000, PS.20,035, PS.3,924 AND PS.67,500, RESPECTIVELY, WERE PAID TO THEIR NON-CONTROLLING EQUITY OWNERS.
 
            IN APRIL 2012, THE COMPANY REPAID AT ITS MATURITY AN OUTSTANDING BANK LOAN IN THE PRINCIPAL AMOUNT OF PS.1,000,000.
 
            IN THE YEAR ENDED DECEMBER 31, 2012, ROYALTY REVENUE FROM UNIVISION AND INTEREST INCOME FROM BMP AMOUNTED TO PS.3,261,522 AND PS.221,540, RESPECTIVELY.
 
14.      TRANSITION TO IFRS:
 
            THE EFFECT OF THE GROUP’S TRANSITION TO IFRS IS SUMMARIZED BELOW. THE GROUP’S CONSOLIDATED ASSETS, LIABILITIES AND EQUITY UNDER MEXICAN FRS WERE FIRST ADJUSTED AT JANUARY 1, 2011, THE TRANSITION DATE, FOR THE PRINCIPAL DIFFERENCES BETWEEN MEXICAN FRS AND IFRS, AND THE ADJUSTED AMOUNTS BECAME THE IFRS ACCOUNTING BASIS FOR PERIODS BEGINNING ON JANUARY 1, 2011 AND FOR SUBSEQUENT PERIODS.
 
            RECONCILIATION OF THE CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF DECEMBER 31, 2011 AS PREVIOUSLY REPORTED UNDER MEXICAN FRS TO IFRS:
 
 
   
 
 
EXPLANATORY NOTES
   
AMOUNTS UNDER MEXICAN FRS AT DECEMBER 31, 2011
   
 
 
ADJUSTMENTS
RECLASSICATIONS
   
AMOUNTS UNDER IFRS AT DECEMBER 31,2011
 
ASSETS
                       
CURRENT ASSETS:
                       
 CASH AND CASH EQUIVALENTS
        PS. 16,275,924     PS.       PS. 16,275,924  
 TEMPORARY INVESTMENTS
          5,422,563               5,422,563  
 TRADE NOTES AND ACCOUNTS RECEIVABLE, NET
          19,243,712               19,243,712  
 OTHER ACCOUNTS AND NOTES RECEIVABLE, NET
          2,458,802               2,458,802  
 DERIVATIVE FINANCIAL INSTRUMENTS
          99,737               99,737  
 DUE FROM AFFILIATED COMPANIES
          450,064               450,064  
 TRANSMISSION RIGHTS AND PROGRAMMING
          4,178,945               4,178,945  
INVENTORIES, NET
          1,383,822               1,383,822  
 OTHER CURRENT ASSETS
          1,146,189               1,146,189  
  TOTAL CURRENT ASSETS
          50,659,758               50,659,758  
NON-CURRENT ASSETS:
                             
ACCOUNTS RECEIVABLE
          253,795               253,795  
DERIVATIVE FINANCIAL INSTRUMENTS
          45,272               45,272  
TRANSMISSION RIGHTS AND PROGRAMMING
    A       6,832,527       (708,614 )     6,123,913  
INVESTMENTS
    B, C,D       43,407,790       612,715       44,020,505  
PROPERTY, PLANT AND EQUIPMENT, NET
    B, E       41,498,967       (624,081 )     40,874,886  
INTANGIBLE ASSETS, NET
    A, B, G       11,861,380       (1,187,449 )     10,673,931  
PLAN ASSETS IN EXCESS OF POST-EMPLOYMENT
  BENEFITS
    J       -       105,090       105,090  
DEFERRED INCOME TAXES
    I       410,893       40,992       451,885  
OTHER ASSETS
            91,018               91,018  
TOTAL ASSETS
          PS. 155,061,400     PS. (1,761,347 )   PS. 153,300,053  
LIABILITIES
                               
CURRENT LIABILITIES:
                               
SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT
    G     PS. 1,170,000     PS. (128 )   PS. 1,169,872  
CURRENT PORTION OF FINANCE LEASE OBLIGATIONS
            381,891               381,891  
TRADE ACCOUNTS PAYABLE
            7,862,602               7,862,602  
CUSTOMER DEPOSITS AND ADVANCES
            20,926,324               20,926,324  
TAXES PAYABLE
            1,388,242               1,388,242  
INTEREST PAYABLE
            792,645               792,645  
EMPLOYEE BENEFITS
            252,492               252,492  
DUE TO AFFILIATED COMPANIES
            43,089               43,089  
OTHER ACCRUED LIABILITIES
            3,184,827               3,184,827  
TOTAL CURRENT LIABILITIES
            36,002,112       (128 )     36,001,984  
NON-CURRENT LIABILITIES:
                               
LONG-TERM DEBT, NET OF CURRENT PORTION
    G       55,657,000       (862,086 )     54,794,914  
FINANCE LEASE OBLIGATIONS, NET OF CURRENT PORTION
            201,844               201,844  
DERIVATIVE FINANCIAL INSTRUMENTS
            310,604               310,604  
CUSTOMER DEPOSITS AND ADVANCES
            460,000               460,000  
OTHER LONG-TERM LIABILITIES
    H       3,047,487       (606,155 )     2,441,332  
POST-EMPLOYMENT BENEFITS
    J       525,868       (525,868 )     -  
TOTAL LIABILITIES
            96,204,915       (1,994,237 )     94,210,678  
EQUITY
                               
CAPITAL STOCK ISSUED, NO PAR VALUE
    K       10,238,885       (5,198,077 )     5,040,808  
ADDITIONAL PAID-IN CAPITAL
    K       16,593,239       (703,420 )     15,889,819  
LEGAL RESERVE
            2,139,007               2,139,007  
RETAINED EARNINGS
 
A, B, I, J, K, L, M
      28,596,239       8,091,442       36,687,681  
NET INCOME FOR THE PERIOD
            6,889,641       (223,705 )     6,665,936  
ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
    C, L, M       3,174,521       (1,851,319 )     1,323,202  
SHARES REPURCHASED
            (15,971,710 )             (15,971,710 )
EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
            51,659,822       114,921       51,774,743  
NON-CONTROLLING INTERESTS
    F       7,196,663       117,969       7,314,632  
TOTAL EQUITY
            58,856,485       232,890       59,089,375  
TOTAL LIABILITIES AND EQUITY
          PS. 155,061,400     PS. (1,761,347 )   PS. 153,300,053  

RECONCILIATION OF THE CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF JANUARY 1, 2011, AS PREVIOUSLY REPORTED UNDER MEXICAN FRS TO IFRS:
 
   
 
 
EXPLANATORY NOTES
   
AMOUNTS UNDER MEXICAN FRS AT JANUARY 1, 2011
   
 
 
ADJUSTMENTS
RECLASSIFICATIONS
   
 
AMOUNTS UNDER IFRS AT JANUARY 1, 2011
 
ASSETS
                       
CURRENT ASSETS:
                       
 CASH AND CASH  EQUIVALENTS
        PS. 20,942,531     PS.       PS. 20,942,531  
 TEMPORARY INVESTMENTS
          10,446,840               10,446,840  
 TRADE NOTES AND ACCOUNTS RECEIVABLE, NET
          17,701,125               17,701,125  
 OTHER ACCOUNTS AND NOTES RECEIVABLE, NET
          4,112,470               4,112,470  
 DUE FROM AFFILIATED COMPANIES
          196,310               196,310  
 TRANSMISION RIGHTS AND PROGRAMMING
          4,004,415               4,004,415  
INVENTORIES, NET
          1,254,536               1,254,536  
  OTHER CURRENT ASSETS
          1,117,740               1,117,740  
  TOTAL CURRENT ASSETS
          59,775,967               59,775,967  
NON-CURRENT ASSETS:
                             
ACCOUNTS RECEIVABLE
          67,763               67,763  
DERIVATIVE FINANCIAL INSTRUMENTS
          189,400               189,400  
TRANSMISSION RIGHTS AND PROGRAMMING
    A       5,627,602       (456,360 )     5,171,242  
INVESTMENTS
    B, C, D       21,837,453       (79,635 )     21,757,818  
PROPERTY, PLANT AND EQUIPMENT, NET
    B, E       38,651,847       (1,019,469 )     37,632,378  
INTANGIBLE ASSETS, NET
    A, F, G       10,241,007       876,068       11,117,075  
PLAN ASSETS IN EXCESS OF POST-EMPLOYMENT BENEFITS
    J       -       170,585       170,585  
OTHER ASSETS
            79,588               79,588  
TOTAL ASSETS
          PS. 136,470,627     PS. (508,811 )   PS. 135,961,816  
LIABILITIES
                               
CURRENT LIABILITIES:
                               
SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT, NET
    G     PS. 1,469,142     PS. (652 )   PS. 1,468,490  
CURRENT PORTION OF FINANCE LEASE OBLIGATIONS
            280,137               280,137  
TRADE ACCOUNTS PAYABLE
            7,472,253               7,472,253  
CUSTOMER DEPOSITS AND ADVANCES
            18,587,871               18,587,871  
TAXES PAYABLE
            1,443,887               1,443,887  
INTEREST PAYABLE
            750,743               750,743  
EMPLOYEE BENEFITS
            199,638               199,638  
DUE TO AFFILIATED COMPANIES
            48,753               48,753  
DERIVATIVE FINANCIAL INSTRUMENTS
            74,329               74,329  
OTHER ACCRUED LIABILITIES
            2,982,309               2,982,309  
TOTAL CURRENT LIABILITIES
            33,309,062       (652 )     33,308,410  
NON-CURRENT LIABILITIES:
                               
LONG-TERM DEBT, NET OF CURRENT PORTION
    G       46,495,660       (915,987 )     45,579,673  
FINANCE  LEASE OBLIGATIONS, NET OF CURRENT PORTION
            349,674               349,674  
DERIVATIVE FINANCIAL INSTRUMENTS
            103,528               103,528  
CUSTOMER DEPOSITS AND ADVANCES
            495,508               495,508  
OTHER LONG-TERM LIABILITIES
    H       3,027,766       (339,255 )     2,688,511  
DEFERRED INCOME TAXES
    I       401,525       (205,598 )     195,927  
POST-EMPLOYMENT BENEFITS
    J       430,143       (430,143 )     -  
TOTAL LIABILITIES
            84,612,866       (1,891,635 )     82,721,231  
EQUITY
                               
CAPITAL STOCK ISSUED, NO PAR VALUE
    K       10,019,859       (5,136,077 )     4,883,782  
ADDITIONAL PAID-IN CAPITAL
    K       4,547,944       (703,420 )     3,844,524  
LEGAL RESERVE
            2,135,423               2,135,423  
RETAINED EARNINGS
 
A, B, I, J, K, L, M
      31,266,773       8,091,442       39,358,215  
NET INCOME FOR THE PERIOD
            -               -  
ACCUMULATED OTHER COMPREHENSIVE INCOME, NET
    C, L, M       3,251,109       (2,704,574 )     546,535  
SHARES REPURCHASED
            (6,156,625 )             (6,156,625 )
EQUITY ATTRIBUTABLE TO STOCKHOLDERS OF THE COMPANY
            45,064,483       (452,629 )     44,611,854  
NON-CONTROLLING INTERESTS
    F       6,793,278       1,835,453       8,628,731  
TOTAL EQUITY
            51,857,761       1,382,824       53,240,585  
TOTAL LIABILITIES AND EQUITY
          PS. 136,470,627     PS. (508,811 )   PS. 135,961,816  
 
RECONCILIATION OF THE CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2011, AS PREVIOUSLY REPORTED UNDER MEXICAN FRS TO IFRS:
 
   
 
 
EXPLANATORY NOTES
   
 
AMOUNTS UNDER MEXICAN FRS
   
 
 
ADJUSTMENTS AND RECLASSIFICATIONS
   
 
 
AMOUNTS UNDER IFRS
 
NET SALES
        PS. 62,581,541     PS.       PS. 62,581,541  
COST OF SALES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       28,166,280       (33,571 )     28,132,709  
SELLING EXPENSES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       4,972,866       (57 )     4,972,809  
ADMINISTRATIVE EXPENSES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       5,190,621       56,513       5,247,134  
DEPRECIATION AND AMORTIZATION
    A, E       7,429,728       (68,176 )     7,361,552  
INCOME BEFORE OTHER EXPENSE
            16,822,046       45,291       16,867,337  
OTHER EXPENSE, NET
            (639,966 )     46,305       (593,661 )
OPERATING INCOME
            16,182,080       91,596       16,273,676  
FINANCE EXPENSE, NET
    C, L       (4,142,749 )     (498,227 )     (4,640,976 )
SHARE OF (LOSSES) INCOME OF JOINTLY CONTROLLED ENTITIES AND ASSOCIATES, NET
            (449,439 )     121       (449,318 )
INCOME BEFORE INCOME TAXES
            11,589,892       (406,510 )     11,183,382  
INCOME TAXES
    C, I       3,409,751       (183,684 )     3,226,067  
NET INCOME
          PS. 8,180,141     PS. (222,826 )   PS. 7,957,315  
                                 
                                 
NET INCOME ATTRIBUTABLE TO:
                               
STOCKHOLDERS OF THE COMPANY
          PS. 6,889,641     PS. (223,705 )   PS. 6,665,936  
NON-CONTROLLING INTERESTS
            1,290,500       879       1,291,379  
NET INCOME
          PS. 8,180,141     PS. (222,826 )   PS. 7,957,315  
 
RECONCILIATION OF THE CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE THREE MONTHS ENDED DECEMBER 31, 2011, AS PREVIOUSLY REPORTED UNDER MEXICAN FRS TO IFRS:

   
 
 
EXPLANATORY NOTES
   
 
AMOUNTS UNDER MEXICAN FRS
   
 
 
ADJUSTMENTS AND RECLASSIFICATIONS
   
 
 
AMOUNTS UNDER IFRS
 
NET SALES
        PS. 18,292,770     PS.       PS. 18,292,770  
COST OF SALES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       8,043,243       48,983       8,092,226  
SELLING EXPENSES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       1,408,124       960       1,409,084  
ADMINISTRATIVE EXPENSES (EXCLUDING DEPRECIATION AND AMORTIZATION)
    J       1,413,423       41,240       1,454,663  
DEPRECIATION AND AMORTIZATION
    A, E       1,999,878       (26,334 )     1,973,544  
INCOME BEFORE OTHER EXPENSE
            5,428,102       (64,849 )     5,363,253  
OTHER EXPENSE, NET
            (253,537 )     35,748       (217,789 )
OPERATING INCOME
            5,174,565       (29,101 )     5,145,464  
FINANCE EXPENSE, NET
    C, L       (1,084,827 )     105,138       (979,689 )
SHARE OF LOSSES OF JOINTLY CONTROLLED ENTITIES AND ASSOCIATES, NET
            (131,284 )     (248 )     (131,532 )
INCOME BEFORE INCOME TAXES
            3,958,454       75,789       4,034,243  
INCOME TAXES
    C, I       1,403,223       44,765       1,447,988  
NET INCOME
          PS. 2,555,231     PS. 31,024     PS. 2,586,255  
                                 
                                 
NET INCOME ATTRIBUTABLE TO:
                               
STOCKHOLDERS OF THE COMPANY
          PS. 2,170,133     PS. 31,679     PS. 2,201,812  
NON-CONTROLLING INTEREST
            385,098       (655 )     384,443  
NET INCOME
          PS. 2,555,231     PS. 31,024     PS. 2,586,255  

EXPLANATORY NOTES TO THE IFRS ADJUSTMENTS
 
(A) THE EFFECTS OF INFLATION RECOGNIZED BY THE GROUP IN INTANGIBLE ASSETS BETWEEN 1998 (THE FIRST YEAR OF TRANSITION FROM HYPERINFLATION TO INFLATION UNDER IFRS IN THE MEXICAN ECONOMY) AND 2007 (THE LAST YEAR THAT EFFECTS OF INFLATION WERE RECOGNIZED IN THE GROUP’S CONSOLIDATED FINANCIAL STATEMENTS UNDER MEXICAN FRS) AMOUNTED TO AN AGGREGATE OF PS.368,111 AT THE TRANSITION DATE. THIS AGGREGATE ADJUSTMENT WAS REFLECTED IN CONCESSIONS AND LICENSES, TRADEMARKS, TRANSMISSION RIGHTS AND PROGRAMMING, SUBSCRIBER LISTS AND OTHER INTANGIBLE ASSETS AND DEFERRED CHARGES (OTHER THAN GOODWILL). THE RESULTING DECREASED AMORTIZATION EXPENSE OF PS.623 FOR THE YEAR ENDED DECEMBER 31, 2011, WAS RECOGNIZED IN CONSOLIDATED INCOME. ADJUSTMENTS TO THE CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF DECEMBER 31, 2011 ARE NET OF ACCUMULATED AMORTIZATION.
 
(B) THE EFFECTS OF INFLATION RECOGNIZED BY THE GROUP BETWEEN 1998 AND 2007 AS ADJUSTMENTS TO NON-MONETARY ITEMS IN FINANCIAL STATEMENTS OF FOREIGN SUBSIDIARIES AND ASSOCIATES UNDER MEXICAN FRS AMOUNTED TO PS.179,983 AND PS.160,673 AS OF DECEMBER 31 AND JANUARY 1, 2011, RESPECTIVELY.
 
(C) THE GROUP RECOGNIZED AND MEASURED AT FAIR VALUE AT DECEMBER 31 AND JANUARY 1, 2011 AN EMBEDDED DERIVATIVE IN A HOST CONTRACT RELATED TO ITS INVESTMENT IN BMP CONVERTIBLE DEBENTURES DUE 2025, WHICH WAS NOT SEPARATED UNDER MEXICAN FRS. CHANGES IN FAIR VALUE OF THIS EMBEDDED DERIVATIVE IN THE AMOUNT OF PS.503,200 WERE RECOGNIZED IN THE CONDENSED CONSOLIDATED STATEMENT OF INCOME UNDER IFRS AS OTHER FINANCE EXPENSE, NET, FOR THE YEAR ENDED DECEMBER 31, 2011.
 
(D) UNDER IFRS, THE GROUP MEASURED AT FAIR VALUE AND CLASSIFIED AS EQUITY INSTRUMENTS ITS INVESTMENTS IN GSF AT DECEMBER 31, 2011, WHICH CONSISTED OF I) SHARES OF COMMON STOCK OF GSF; AND II) DEBENTURES MANDATORILY CONVERTIBLE IN COMMON STOCK OF GSF, SUBJECT TO REGULATORY APPROVAL THAT WAS OBTAINED IN JUNE 2012 UNDER CERTAIN CONDITIONS. THESE INVESTMENTS WERE MEASURED AT COST AND CLASSIFIED AS OTHER PERMANENT INVESTMENTS UNDER MEXICAN FRS. THE FAIR VALUE ADJUSTMENT INCREASED THE CARRYING VALUE OF THESE INVESTMENTS IN THE AGGREGATE AMOUNT OF PS.695,675 AS OF DECEMBER 31, 2011 AND WAS RECOGNIZED AS OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED ON THAT DATE.
 
(E) IN ACCORDANCE WITH THE PROVISIONS OF IAS 16, PROPERTY, PLANT AND EQUIPMENT, AND THE EXEMPTION ALLOWED BY IFRS 1, FIRST-TIME ADOPTION OF IFRS, THE GROUP RECOGNIZED AS DEEMED COST THE FAIR VALUE OF CERTAIN REAL ESTATE PROPERTY AT JANUARY 1, 2011, AS PROVIDED BY INDEPENDENT APPRAISALS. ACCORDINGLY, THE AMOUNT OF PS.649,278 REFLECTS THE TOTAL ADJUSTMENTS MADE TO THE CARRYING VALUE OF SELECTED LAND AND BUILDINGS OWNED BY THE GROUP TO RECOGNIZE THEIR FAIR VALUE AT THE TRANSITION DATE. THE RESULTING DECREASED DEPRECIATION EXPENSE OF PS.67,553  FOR THE YEAR ENDED DECEMBER 31, 2011 WAS RECOGNIZED IN CONSOLIDATED INCOME. THE ADJUSTMENT TO THE CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF DECEMBER 31, 2011 IS NET OF ACCUMULATED DEPRECIATION.
 
(F) IN ACCORDANCE WITH THE PROVISIONS OF IFRS 1, FIRST-TIME ADOPTION OF IFRS, THE GROUP ELECTED TO APPLY, BEGINNING ON JUNE 1, 2008, THE GUIDELINES OF IFRS 3 (AS REVISED IN 2008), BUSINESS COMBINATIONS, AND IAS 27 (AS AMENDED IN 2008), CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS. THE ADJUSTMENT AS OF JANUARY 1, 2011 REFLECTS THE RECOGNITION OF NON-CONTROLLING INTEREST IN ACCORDANCE WITH IFRS 3 (AS REVISED IN 2008). THIS NON-CONTROLLING INTEREST WAS ACQUIRED BY THE CONTROLLING INTEREST IN THE FIRST AND SECOND QUARTER OF 2011. AS A RESULT, NO RELATED ADJUSTMENT IS REFLECTED IN THE CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF DECEMBER 31, 2011.
 
(G) DEFERRED FINANCING COSTS CONSISTING PRIMARILY OF FEES AND EXPENSES INCURRED IN CONNECTION WITH THE ISSUANCE OF DEBT IN THE AMOUNT OF PS.862,214 AND PS.916,639 AS OF DECEMBER 31 AND JANUARY 1, 2011, RESPECTIVELY, ARE CLASSIFIED AS PART OF DEBT UNDER IFRS. THESE ITEMS WERE CLASSIFED AS NON-CURRENT ASSETS UNDER MEXICAN FRS.
 
(H) A LONG-TERM LIABILITY FOR RETIREMENT OF CERTAIN LEASEHOLD IMPROVEMENTS CLASSIFIED IN PROPERTY, PLANT AND EQUIPMENT WAS RECOGNIZED UNDER IFRS IN THE AMOUNT OF PS.62,027 AND PS.69,000 AS OF DECEMBER 31 AND JANUARY 1, 2011, RESPECTIVELY.
 
(I) THE DEFERRED INCOME TAXES RELATED TO THOSE TEMPORARY DIFFERENCES ARISING FROM IFRS ADJUSTMENTS MADE BY THE GROUP AT DECEMBER 31 AND JANUARY 1, 2011 AMOUNTED TO PS.40,992 Y PS.205,598, RESPECTIVELY, AND ARE PRIMARILY RELATED TO PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS, BENEFITS TO EMPLOYEES AND AVAILABLE-FOR-SALE FINANCIAL ASSETS.
 
(J) THE AGGREGATE ADJUSTMENTS TO RETIREMENT AND TERMINATION BENEFITS AMOUNTED TO PS.630,958 AND PS.600,728 AT DECEMBER 31 AND JANUARY 1, 2011, RESPECTIVELY. THESE ADJUSTMENTS TO NON-CURRENT EMPLOYEE BENEFITS WERE MADE IN ACCORDANCE WITH THE PROVISIONS OF IAS 19, EMPLOYEE BENEFITS, AND IFRS 1, FIRST-TIME ADOPTION OF IFRS, AND CONSIST PRIMARILY OF (I) THE RECLASSIFICATION TO CONSOLIDATED EQUITY OF THE OUTSTANDING BALANCE OF NET ACTUARIAL GAIN AND THE UNRECOGNIZED PRIOR SERVICE COST FOR TRANSITION LAIBILITY UNDER MEXICAN FRS; AND (II) THE WRITE-OFF OF SEVERANCE INDEMNITIES TO EMPLOYEES ACCRUED UNDER MEXICAN FRS AT JANUARY 1, 2011.
 
(K) THE ADJUSTMENTS MADE TO CAPITAL STOCK AND ADDITIONAL PAID-IN-CAPITAL OF THE COMPANY AS OF JANUARY 1, 2011, TO ELIMINATE THE EFFECTS OF INFLATION RECOGNIZED UNDER MEXICAN FRS, IN THE AGGREGATE AMOUNT OF PS.5,839,497.

(L) THE ADJUSTMENTS MADE TO ACCUMULATED OTHER COMPREHENSIVE INCOME IN CONSOLIDATED EQUITY AS OF JANUARY 1, 2011, IN CONNECTION WITH THE CUMULATIVE FOREIGN CURRENCY TRANSLATION LOSS IN THE AGGREGATE AMOUNT OF PS.1,370,181, WHICH WAS CLASSIFIED TO RETAINED EARNINGS AT THE TRANSITION DATE, AND THE CHANGES IN FAIR VALUE OF AN EMBEDDED DERIVATIVE IN A HOST CONTRACT, WHICH WERE ACCOUNTED FOR IN 2011 AS OTHER FINANCE EXPENSE, NET, IN THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME UNDER IFRS.
 
(M) AS PERMITTED BY IFRS 1, THE GROUP REDUCED TO ZERO AT THE TRANSITION DATE ALL ACTUARIAL GAINS AND LOSSES ACCRUED AND PENDING FOR APPLICATION UNDER MEXICAN FRS, UNDER WHICH THEY WERE PREVIOUSLY AMORTIZED IN OPERATING RESULTS DURING THE AVERAGE REMAINING SERVICE LIFE OF EMPLOYEES. THIS ADJUSTMENT INCREASED RETAINED EARNINGS IN THE AMOUNT OF PS.145,347 AS OF JANUARY 1, 2011. SUBSEQUENT TO THIS DATE, ANY ACTUARIAL GAINS AND LOSSES ON POST-EMPLOYMENT BENEFIT PLANS ARE ACCRUED IN OTHER COMPREHENSIVE INCOME OR LOSS UNDER IFRS.
 
         THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME UNDER IFRS INCLUDE THE PRESENTATION OF OTHER EXPENSE, NET, AS PART OF OPERATING INCOME. UNDER MEXICAN FRS, OTHER EXPENSE, NET, WAS PRESENTED AFTER OPERATING INCOME. THEREFORE, THE CONSOLIDATED OPERATING INCOME UNDER IFRS IS NOT DIRECTLY COMPARATIVE WITH CONSOLIDATED OPERATING INCOME PREVIOUSLY REPORTED UNDER MEXICAN FRS.
 
          THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME UNDER IFRS INCLUDE THE PRESENTATION OF OTHER FINANCE EXPENSE, NET, WHICH INCLUDES INCOME OR EXPENSE FROM DERIVATIVE FINANCIAL INSTRUMENTS. UNDER MEXICAN FRS, INCOME OR EXPENSE FROM DERIVATIVE FINANCIAL INSTRUMENTS WAS PRESENTED AS PART OF INTEREST EXPENSE OR FOREIGN EXCHANGE GAIN OR LOSS.
 
          THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME UNDER IFRS INCLUDE THE CLASSIFICATION OF THE EMPLOYEES’ PROFIT SHARING AS PART OF OPERATING EXPENSES. UNDER MEXICAN FRS, THE EMPLOYEES’ PROFIT SHARING WAS CLASSIFIED AS PART OF OTHER EXPENSE, NET.
 
          THE TRANSITION FROM MEXICAN FRS TO IFRS HAD NO SIGNIFICANT IMPACT ON THE CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2011.
- - - - - - - - - - - -
 
 

 
 
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.
OPERATION AND/OR BROADCASTING OF T.V.
34,151,934
33.00
141,932
43,738
2
BROADCASTING MEDIA PARTNERS, INC
PROMOTION AND/OR DEVELOPMENT OF COMPANIES
842,850
7.99
2,584,818
2,539,814
3
GSF TELECOM HOLDING, S.A.P.I. DE C.V.
WIRELESS AND FIX TELEPHONY
150,000,000
50.00
18,738,057
18,072,210
4
COMUNICABLE, S.A. DE C.V.
CABLE TV TRANSMISSION
2,000
50.00
16,918
13,955
5
COMUNICABLE DE VALLE HERMOSO, S.A. DE C.V.
CABLE TV TRANSMISSION
2,000
50.00
4,019
3,401
6
DIBUJOS ANIMADOS MEXICANOS DIAMEX, S.A. DE C.V.
PRODUCTION AND DISTRIBUTION OF ANIMATED CARTOONS
1,735,560
49.00
4,384
852
7
EDITORIAL CLIO, LIBROS Y VIDEOS, S.A. DE C.V.
PUBLISHING AND PRINTING OF BOOKS AND MAGAZINES
3,227,050
30.00
32,270
5,847
8
ENDEMOL MEXICO, S.A. DE C.V. 
COMMERCIALIZATION OF TELEVISION PROGRAMMING
25,000
50.00
25
818
9
GRUPO TELECOMUNICACIONES DE ALTA CAPACIDAD, S.A.P.I.
TELECOM
54,666,667
33.33
54,667
(74,013)
10
OCESA ENTRETENIMIENTO, S.A. DE C.V.
LIVE ENTERTAINMENT IN MEXICO
14,100,000
40.00
1,062,811
842,328
11
OLLIN VFX, S.A. DE C.V.
TELEVISION AND CINEMA PRODUCTION
34
25.30
13,333
13,333
12
T&V S.A.S. 
COMMERCIALIZATION OF TELEVISION PROGRAMMING
1,849
50.00
312
312
  TOTAL INVESTMENT IN ASSOCIATES  
22,653,546
21,462,595
 
 
 
 

 
 
CREDITS BREAKDOWN
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
         
AMORTIZATION OF CREDITS DENOMINATED IN PESOS
AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
 
FOREIGN
DATE OF
AMORTIZATION
INTEREST
TIME INTERVAL
TIME INTERVAL
CREDIT TYPE / INSTITUTION
INSTITUTION
CONTRACT
DATE
RATE
CURRENT
UNTIL 1
UNTIL 2
UNTIL 3
UNTIL 4
UNTIL 5
CURRENT
UNTIL 1
UNTIL 2
UNTIL 3
UNTIL 4
UNTIL 5
 
(YES/NO)
     
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
YEAR
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+2.15
 
222,300
266,760
266,760
544,180
             
BANCO SANTANDER, S.A.
NO
3/30/2011
3/30/2016
8.12
       
1,997,400
             
BBVA BANCOMER, S.A.
NO
3/30/2011
3/30/2016
8.095
       
2,496,750
             
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.40
         
399,175
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2021
9.06
         
798,350
           
BANCO NACIONAL DE MÉXICO, S.A.
NO
3/25/2011
3/23/2018
8.77
         
399,250
           
HSBC MÉXICO, S.A.
NO
3/28/2011
3/30/2018
TIIE+117.5
       
625,000
1,870,139
           
AF BANREGIO, S.A. DE C.V.
NO
10/4/2012
10/2/2017
TIIE+2.50
 
2,700
4,200
6,900
9,675
15,925
           
OTHER
                               
TOTAL BANKS
       
-
225,000
270,960
273,660
9,173,005
3,482,839
0
0
0
0
0
0
STOCK MARKET
                               
LISTED STOCK EXCHANGE
                               
UNSECURED
                               
SENIOR NOTES
YES
5/9/2007
5/11/2037
8.93
         
4,482,297
           
SENIOR NOTES
NO
10/14/2010
10/1/2020
7.38
         
9,944,750
           
SENIOR NOTES
YES
5/6/2008
5/15/2018
6.31
                     
6,388,637
SENIOR NOTES
YES
3/18/2005
3/18/2025
6.97
                     
7,240,709
SENIOR NOTES
YES
3/11/2002
3/11/2032
8.94
                     
3,821,001
SENIOR NOTES
YES
11/23/2009
1/15/2040
6.97
                     
7,538,561
SECURED
       
0
0
0
0
0
14,427,047
0
0
0
0
0
24,988,908
PRIVATE PLACEMENTS
                               
UNSECURED
                               
SECURED
                               
TOTAL STOCK MARKET
                               
OTHER CURRENT AND NON-CURRENT LIABILITIES WITH COST
                               
GE CAPITAL CEF MÉXICO, S.A. DE R.L.
NO
11/24/2009
1/1/2013
   
6,016
                   
CSI LEASING MÉXICO, S. DE R.L.
NO
6/1/2009
8/1/2013
   
9,982
                   
CSI LEASING MÉXICO, S. DE R.L.
NO
12/1/2011
12/1/2014
   
120,559
33,812
2,521
               
ACACIA FUND, S.A. DE C.V.
NO
7/6/2010
2/21/2013
   
150,000
                   
GTAC
NO
8/1/2012
8/1/2030
   
163,972
78,371
72,865
68,378
242,125
           
INTELSAT, LLC.
YES
10/1/2012
9/1/2027
               
124,973
175,867
189,144
203,423
3,438,958
IP MATRIX, S.A. DE C.V.
YES
11/1/2009
11/1/2015
               
13,755
14,459
11,970
   
TOTAL CURRENT AND NON-CURRENT LIABILITIES WITH COST
       
-
450,529
112,183
75,386
68,378
242,125
-
138,728
190,326
201,114
203,423
3,438,958
                                 
SUPPLIERS
                               
VARIOUS
NO
12/1/2012
12/31/2013
   
4,732,842
                   
VARIOUS
YES
12/1/2012
12/31/2013
               
3,861,296
       
TOTAL SUPPLIERS
       
0
4,732,842
0
0
0
0
0
3,861,296
0
0
0
0
                                 
OTHER CURRENT AND NON-CURRENT LIABILITIES
                               
VARIOUS
NO
       
24,155,471
37,379
23,827
2,875
105,490
           
2010 MEXICAN TAX REFORM
NO
         
76,314
40,037
30,258
225,462
           
DERIVATIVE FINANCIAL INSTRUMENTS
NO
             
132,075
219,511
           
CUSTOMER DEPOSITS AND ADVANCES
NO
         
769,301
                 
VARIOUS
YES
                   
1,325,953
     
93,576
TRANSMISSION RIGHTS
YES
         
55,812
51,768
39,020
87,880
   
269,670
340,756
238,344
298,270
OTHER CURRENT AND NON-CURRENT LIABILITIES
       
0
24,155,471
938,806
115,632
204,228
638,343
0
1,325,953
269,670
340,756
238,344
391,846
                                 
TOTAL
       
-
29,563,842
1,321,949
464,678
9,445,611
18,790,354
-
5,325,977
459,996
541,870
441,767
28,819,712
 
NOTES:

THE EXCHANGE RATES FOR THE CREDITS DENOMINATED  IN FOREIGN CURRENCY WERE AS FOLLOWS:

 
$
12.8500
 
PESOS PER U.S. DOLLAR

LIABILITIES OF TAXES PAYABLE IN FOREIGN CURRENCY AND MEXICAN PESOS (REF. 21050000 TAXES PAYABLE) OF PS.73,195 AND PS.1,282,623, RESPECTIVELY, FOR EFFECTS OF VALIDATION OF THE SYSTEM ARE NOT INCLUDED.
 
 
 

 
 
MONETARY FOREIGN CURRENCY POSITION
(THOUSANDS OF MEXICAN PESOS)
CONSOLIDATED
Final Printing
 
DOLLARS
OTHER CURRENCIES
TOTAL
TRADE BALANCE
THOUSANDS
THOUSANDS
THOUSANDS
THOUSANDS
THOUSANDS
(THOUSANDS OF PESOS)
OF DOLLARS
OF PESOS
OF DOLLARS
OF PESOS
OF PESOS
           
MONETARY ASSETS
2,222,666
28,561,258
192,796
2,477,429
31,038,687
           
   CURRENT
917,666
11,792,008
141,852
1,822,798
13,614,806
           
   NON-CURRENT
1,305,000
16,769,250
50,944
654,631
17,423,881
           
LIABILITIES POSITION
2,775,721
34,956,923
54,910
705,594
35,662,517
           
   CURRENT
382,201
4,911,283
37,968
487,889
5,399,172
           
   NON-CURRENT
2,393,520
30,045,640
16,942
217,705
30,263,345
           
NET BALANCE
(553,055)
(6,395,665)
137,886
1,771,835
(4,623,830)
 
NOTES:
 
THE EXCHANGE RATES USED FOR TRANSLATION WERE AS FOLLOWS :
 
 
PS.
12.8500
 
PESOS PER U.S. DOLLAR
   
17.0649
 
PESOS PER EURO
   
13.0063
 
PESOS PER CANADIAN DOLLAR
   
2.6128
 
PESOS PER ARGENTINEAN PESO
   
0.6623
 
PESOS PER URUGUAYAN PESO
   
0.0267
 
PESOS PER CHILEAN PESO
   
0.0072
 
PESOS PER COLOMBIAN PESO
   
5.0372
 
PESOS PER PERUVIAN NUEVO SOL
   
14.1349
 
PESOS PER SWISS FRANC
   
2.9883
 
PESOS PER STRONG BOLIVAR
   
6.3136
 
PESOS PER BRAZILIAN REAL
   
21.0058
 
PESOS PER STERLING LIBRA
   
2.0749
 
PESOS PER CHINESE YUAN
 
 
 

 
 
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, AND U.S.$600 MILLION SENIOR NOTES ISSUED BY GRUPO TELEVISA, S.A.B. WITH MATURITY IN 2018, 2025, 2032, 2037 AND 2040, 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 AGREEMENT OF NOTES ("CERTIFICADOS BURSÁTILES") DUE 2020 IN THE AGGREGATE PRINCIPAL AMOUNT OF PS.10,000 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.
 

COMPLIANCE OF FINANCIAL RESTRICTIONS
 
AT DECEMBER 31, 2012, 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
 
NET SALES
MARKET
MAIN
MAIN PRODUCTS
VOLUME
AMOUNT
SHARE
TRADEMARKS
CUSTOMERS
     
(%)
   
DOMESTIC SALES
INTERSEGMENT ELIMINATIONS
 
(1,273,340)
     
           
CONTENT:
         
ADVERTISING
 
23,659,032
   
GENOMMA LAB INTERNACIONAL, S.A.B. DE C.V.
         
COMPAÑIA PROCTER & GAMBLE DE MÉXICO, S. DE R.L. DE C.V.
         
MARKETING MODELO, S.A. DE C.V.
         
SABRITAS, S. DE R.L. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
THE COCA-COLA EXPORT CORPORATION SUCURSAL EN MÉXICO
         
BIMBO, S.A. DE C.V.
         
MARCAS NESTLÉ, S.A. DE C.V.
         
NUEVA WAL MART DE MÉXICO, S. DE R.L. DE C.V.
         
FRABEL, S.A. DE C.V.
NETWORK SUBSCRIPTION REVENUE
 
2,604,994
   
MEGA CABLE, S.A. DE C.V.
         
TELECABLE DEL ESTADO DE MÉXICO, S.A. DE C.V.
         
TELEVICABLE DEL CENTRO, S.A. DE C.V.
LICENSING AND SYNDICATIONS
 
681,762
   
VARIOUS
           
PUBLISHING:
         
MAGAZINE CIRCULATION
34,042
577,905
 
TV Y NOVELAS MAGAZINE,
GENERAL PUBLIC (AUDIENCE)
       
MEN´S HEALTH MAGAZINE,
DEALERS
       
VANIDADES MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
COSMOPOLITAN MAGAZINE
 
       
NATIONAL GEOGRAPHIC MAGAZINE
 
       
AUTOMOVIL PANAMERICANO MAGAZINE
 
       
TU MAGAZINE
 
       
ESPECIAL MARVEL SEMANAL MAGAZINE
 
       
SKY VIEW MAGAZINE
 
       
MUY INTERESANTE MAGAZINE
 
       
DISNEY PRINCESAS MAGAZINE
 
       
DIBUJIN DIBUJADO NIÑAS MAGAZINE
 
       
COCINA FÁCIL MAGAZINE
 
ADVERTISING
 
744,284
   
FABRICAS DE CALZADO ANDREA, S.A. DE C.V.
         
FORD MOTOR COMPANY, S.A. DE C.V.
         
DILTEX, S.A. DE C.V.
         
FRABEL, S.A. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
VOLKSWAGEN DE MÉXICO, S.A. DE C.V.
         
KIMBERLY CLARK DE MÉXICO, S.A.B. DE C.V.
         
DISTRIBUIDORA KROMA, S.A. DE C.V.
         
COMPAÑIA PROCTER & GAMBLE DE MÉXICO, S. DE R.L. DE C.V.
OTHER INCOME
 
14,676
   
VARIOUS
SKY :
         
DTH BROADCAST SATELLITE
 
12,987,527
 
SKY
SUBSCRIBERS
PAY PER VIEW
 
235,495
     
CHANNEL COMMERCIALIZATION
 
217,374
   
SUAVE Y FÁCIL, S.A. DE C.V.
         
UNILEVER DE MÉXICO, S. DE R.L. DE C.V.
         
L.G. ELECTRONICS DE MÉXICO, S.A. DE C.V.
CABLE AND TELECOM:
         
DIGITAL SERVICE
 
6,945,967
 
CABLEVISIÓN, CABLEMÁS Y TVI
SUBSCRIBERS
INTERNET SERVICES
 
2,639,721
     
SERVICE INSTALLATION
 
74,437
     
PAY PER VIEW
 
51,784
     
CHANNEL COMMERCIALIZATION
 
439,045
   
MULTILMEDIOS S.A. DE C.V.
         
COMUNICACIÓN ESPECIALIZADA DEL SURESTE , S.A. DE C.V.
         
MEDIA SPORTS DE MÉXICO, S.A. DE C.V.
         
MARCAS DE RENOMBRE, S.A. DE C.V.
TELEPHONY
 
2,450,266
     
TELECOMMUNICATIONS
 
2,476,680
 
BESTEL
SUBSCRIBERS
OTHER
 
272,451
     
OTHER BUSINESSES:
         
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
360,311
   
OPERADORA COMERCIAL DE DESARROLLO, S.A. DE C.V.
         
OPERADORA DE CINEMAS, S.A. DE C.V.
         
CINEMARK DE MÉXICO, S.A. C.V.
         
QUALITY FILMS, S. DE R.L. DE C.V.
         
EN PANTALLA PRODUCCIONES INTERNACIONALES, S.A. DE C.V.
SPECIAL EVENTS AND SHOW PROMOTION
 
960,020
 
CLUB DE FÚTBOL AMÉRICA
GENERAL PUBLIC (AUDIENCE)
       
REAL SAN LUIS, F.C.
FEDERACIÓN MEXICANA DE FÚTBOL, A.C.
       
IMPULSORA DEL DEPORTIVO NECAXA
AFICIÓN FUTBOL, S.A. DE C.V.
       
ESTADIO AZTECA
 
GAMING
 
1,886,319
 
PLAY CITY
GENERAL PUBLIC (AUDIENCE)
       
MULTIJUEGOS
 
ADVERTISED TIME SOLD IN RADIO
 
558,974
   
PEGASO PCS, S.A. DE C.V.
         
CERVEZAS CUAUHTEMOC MOCTEZUMA, S.A. DE C.V.
         
PROPIMEX, S.A. DE C.V.
         
ARENA COMMUNICATIONS, S.A. DE C.V.
         
MEDIA PLANNING GROUP, S.A. DE C.V.
         
IPG MEDIA BRANDS COMMUNICATIONS, S.A. DE C.V.
         
TIENDAS COMERCIAL MEXICANA, S.A. DE C.V.
PUBLISHING DISTRIBUTION
11,630
137,300
 
HOLA MÉXICO MAGAZINE
VARIOUS
       
EL SOLITARIO MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
ENTREPRENEUR MAGAZINE
DEALERS
       
REVISTA DEL CONSUMIDOR MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
MINIREVISTA MINA MAGAZINE
 
       
GLAMOUR MÉXICO MAGAZINE
 
           
EXPORT SALES
CONTENT:
         
ADVERTISING
 
114,401
   
CC MEDIOS Y COMUNICACIONES, C.A.
NETWORK SUBSCRIPTION REVENUE
 
584,201
   
GALAXY ENTERTAINMENT DE VZLA, C.A. DIRECTV
         
DIRECTV ARGENTINA SOCIEDAD ANONIMA
         
AMNET CABLE COSTA RICA, S.A.
           
LICENSING AND SYNDICATIONS
 
5,077,224
 
TELEVISA
NETFLIX, INC
       
TELEVISA
TVSB 4 DE SAO PAULO, S.A.
       
TELEVISA
COMPAÑIA PERUANA DE RADIODIFUSIÓN, S.A.
       
TELEVISA
RADIO E TELEVISAO RECORD, S.A.
       
TELEVISA
RCN TELEVISION, S.A.
OTHER BUSINESSES:
         
SPECIAL EVENTS AND SHOW PROMOTION
 
78,180
 
REAL SAN LUIS, F.C., CLUB AMÉRICA
 
DISTRIBUTION, RENTALS, AND SALE
         
OF MOVIE RIGHTS
 
38,407
   
NETFLIX, INC
           
INTERSEGMENT ELIMINATIONS
 
(13,602)
     
           
SALES OF SUBSIDIARIES ABROAD
CONTENT:
         
ADVERTISING
 
162,505
   
INITIATIVE MEDIA, INC.
         
HORIZON MEDIA, INC.
         
GROUP M MATRIX
PUBLISHING:
         
MAGAZINE CIRCULATION
47,247
953,923
 
T.V. Y NOVELAS MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
GENTE MAGAZINE
DEALERS
       
PAPARAZZI MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
VANIDADES MAGAZINE
 
       
COSMOPOLITAN MAGAZINE
 
       
TÚ  MAGAZINE
 
       
BILINKEN MAGAZINE
 
       
PARA TI MAGAZINE
 
       
CONDORITO MAGAZINE
 
ADVERTISING
 
1,162,200
   
UNIVERSAL MCCANN SERVICIOS DE MEDIOS LTDA
         
GASEOSAS DE CORDOBA, S.A.
         
R.C.N. TELEVISION, S.A.
         
MEDIACOM MIAMI
SKY:
         
DTH BROADCAST SATELLITE
 
1,024,945
 
SKY
SUBSCRIBERS
CABLE AND TELECOM:
         
TELECOMMUNICATIONS
 
220,082
 
BESTEL
SUBSCRIBERS
OTHER BUSINESS:
         
PUBLISHING DISTRIBUTION:
9,486
172,049
 
SELECCIONES MAGAZINE
GENERAL PUBLIC (AUDIENCE)
       
MAGALY TV MAGAZINE
DEALERS
       
VOGUE MAGAZINE
COMMERCIAL CENTERS (MALLS)
       
PUNTO Y MODA MAGAZINE
 
       
HOLA MAGAZINE
 
       
EL FEDERAL MAGAZINE
 
       
COLECCIÓN MINIGOLS MAGAZINE
 
       
HELLO KITTY MAGAZINE
 
RENTALS OF MOVIES/FILMS
 
19,667
   
LIONS GATE FILMS INC.
           
INTERSEGMENT ELIMINATIONS
 
(6,757)
     
           
TOTAL
102,405
69,290,409
     
 
 
 

 
 
ANALYSIS OF PAID CAPITAL STOCK CHARACTERISTIC OF THE SHARES
CONSOLIDATED
Final Printing
SERIES
NOMINAL VALUE (PS.)
VALID COUPON
NUMBER OF SHARES
CAPITAL STOCK
FIXED
VARIABLE
MEXICAN
FREE
FIXED
VARIABLE
PORTION
PORTION
SUBSCRIPTION
A
0.00000
0
113,557,328,867
0
113,557,328,867
0
848,428
0
B
0.00000
0
52,690,174,107
0
52,690,174,107
0
405,948
0
D
0.00000
0
83,825,218,766
0
83,825,218,766
0
620,017
0
L
0.00000
0
83,825,218,766
0
0
83,825,218,766
620,017
0
TOTAL
333,897,940,506
0
250,072,721,740
83,825,218,766
2,494,410
0
                 
TOTAL NUMBER OF SHARES REPRESENTING THE PAID CAPITAL STOCK ON THE DATE OF THE INFORMATION :
333,897,940,506
 
 
NOTES:

THE TABLE ABOVE REFLECTS OUTSTANDING SHARES 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 DECEMBER 31, 2012, DECEMBER 31 AND JANUARY 1, 2011, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.4,462,348, PS.4,178,945 AND PS.4,004,415, RESPECTIVELY.

12080050: AS OF DECEMBER 31, 2012, DECEMBER 31 AND JANUARY 1, 2011, INCLUDES TRANSMISSION RIGHTS AND PROGRAMMING FOR PS.6,435,609, PS.6,123,913 AND PS.5,171,242, RESPECTIVELY.

91000010: AT DECEMBER 31, 2012 DOESN´T INCLUDE TAX LIABILITIES IN FOREIGN CURRENCY FOR PS.73,195 (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 fourth quarter of 2012, no such financial derivatives were outstanding. Pursuant to the provisions of International Financial Reporting Standards issued by the International Accounting Standards Board, certain financial derivative transactions originally intended to serve as a hedge and in effect until December 31st, 2012, 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 October to December 2012, 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 Grupo Televisa, S.A.B. (“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 premium, expired. This option was entered in December 2011, and expired with Televisa not exercising it in November 2012.

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
December 31, 2012
(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
Maturing per Year
Collateral/
Lines of Credit/
Securities Pledged
Current Quarter
Previous Quarter(5)
Current Quarter D(H) (4)
Previous Quarter D(H) (5)
Coupon Swaps (1)
Hedging
Ps. 7,644,600 / USD 600,000
USD 600,000
6.625% / 6.5896%
USD 600,000
6.625% / 6.5896%
1,138
2,343
Semiannual interest
2013
Does not exist (6)
Interest Rate Swap (2)
Hedging
Ps. 1,400,000
TIIE 28 days + 24bps / 8.415%
TIIE 28 days + 24bps / 8.415%
(132,075)
(149,036)
Monthly interest
2013-2016
Does not exist (6)
Interest Rate Swap (1)
Hedging
Ps. 2,500,000
TIIE 28 days / 7.4325%
TIIE 28 days / 7.4325%
(219,511)
(234,125)
Monthly interest
2013-2018
Does not exist (6)
FX Options (1)
Hedging
USD 405,000
USD 405,000
USD 285,000
12,419
6,066
2013 - 2015
Does not exist (6)
Interest Rate Swap (3)
Hedging
Ps.1,300,000
TIIE 28 days / 5.032%
TIIE 28 days / 5.032%
1,443
(59)
Monthly Interest
2013-2016
Does not exist (6)
Forward (3)
Hedging
USD 3,000 /
$39,804
USD 3,000 /
$39,804
USD 11,000 /
$145,851
(1,176)
(3,319)
 2013
Does not exist (6)
       
Total
(337,762)
(378,130)
   
 
 
(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 balance sheet of Grupo Televisa, S.A.B. as of December 31, 2012,  included in the relevant SIFIC, is as follows:
 
   
11060020
FINANCIAL DERIVATIVE INSTRUMENTS
Ps.
2,373
 
   
12080010
FINANCIAL DERIVATIVE INSTRUMENTS
 
12,627
 
   
21060020
FINANCIAL DERIVATIVE INSTRUMENTS
 
(1,176)
 
   
22050010
FINANCIAL DERIVATIVE INSTRUMENTS
 
(351,586)
 
       
Ps.
(337,762)
 
 
   
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 third quarter of 2012.
 
(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 QUARTERLY REPORT, AND BASED ON OUR KNOWLEDGE, THIS INFORMATION FAIRLY PRESENTS THE REGISTRANT´S CONDITION. WE ALSO DECLARE THAT WE ARE NOT AWARE  OF ANY 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 AZCÁRRAGA JEAN
PRESIDENT AND CHIEF EXECUTIVE
OFFICER
/s/ SALVI FOLCH VIADERO
CHIEF FINANCIAL OFFICER

 


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

 

MÉXICO, D.F., FEBRUARY 25, 2013
 
 
 

 
 
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: March 1, 2013
By:
/s/  Joaquín Balcárcel Santa Cruz
 
Name:
Joaquín Balcárcel Santa Cruz
 
Title:
General Counsel