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ABS-CBN Corporation Quarterly Report For Period Ended June 30, 2014
ABS-CBN Corporation Quarterly Report For Period Ended June 30, 2014
ABS-CBN Corporation Quarterly Report For Period Ended June 30, 2014
QUARTERLY REPORT
The following is a discussion and analysis of ABS-CBN Corporation and Subsidiaries (ABS-CBN or the
Company) financial performance for the six-month period ended June 30, 2014 and 2013.
The table below summarizes the results of operations for the first half of 2014 and 2013.
1H 2014
P16,378
8,819
7,559
7,232
212
115
15,092
5,600
4,698
4,794
420
(3)
(217)
P995
P3,430
1H 2013
P17,178
10,213
6,965
6,690
191
84
15,145
5,826
4,397
4,922
489
(238)
P1,291
P4,130
Variance
Amount
(P800)
(1,394)
594
542
21
31
(53)
(226)
301
(128)
(69)
(3)
20
(P296)
(P700)
%
-4.7
-13.6
8.5
8.1
11.0
36.9
-0.3
-3.9
6.8
-2.6
-14.1
100.0
-8.8
-22.9
-16.9
Consolidated Revenues
For the six-month period ended June 30, 2014, ABS-CBN generated consolidated revenues of P16.378 billion
from advertising and consumer sales, P800 million or 4.7% lower year-on-year. Removing the impact of
election-related revenues, consolidated revenues grew by 3.0%.
Advertising revenues decreased by P1.394 billion or 13.6% year-on-year. Excluding impact of election-related
advertisements in previous year, advertising revenues is down by merely 1.2%.
On the other hand, consumer sales is up by 8.5% resulting from strong performance of movies released both
locally and internationally.
Comparative revenue mix is as follows:
Advertising revenues
Consumer sales
2013
57%
43%
2013*
55%
45%
1H 2013
59%
41%
1H 2014
54%
46%
Cost of sales and services increased by P301 million or 6.8% to P4.698 billion. Parallel to increase in
number of subscribers coupled with foreign exchange losses, Sky Cables programming and bandwidth
costs increased compared to prior year. And with the increasing number of movies shown overseas,
Globals corresponding theatrical costs increased as well.
GAEX declined by 2.6% or P128 million. Ninety percent (90%) of GAEX is cash which declined by 2%
due to continuous effort of the Company to manage its costs.
Net Income and EBITDA
The Company generated almost P1 billion net income for the first half of the year. Net income decreased by
22.9% compared to P1.291 billion in previous year. EBITDA reached P3.430 billion or 16.9% decline year-onyear. Without the election-related revenues and expenses, net income and EBITDA both posted an increase of
43.6% and 4.7%, respectively.
2nd Quarter Results
vs 1Q 2014
Amount
%
vs 2Q 2013
Amount
%
1Q 2014
2Q 2014
2Q 2013
P8,191
P8,187
P9,253
(P4)
(P1,066)
-11.5
4,110
4,081
3,877
130
74
7,412
2,789
2,296
2,327
247
4,709
3,478
3,355
82
41
7,680
2,811
2,402
2,467
174
5,790
3,463
3,297
116
50
7,934
3,053
2,246
2,635
357
599
(603)
(522)
(48)
(33)
268
22
106
140
(73)
14.6
-14.8
-13.5
-36.9
-44.6
3.6
0.8
4.6
6.0
-29.6
(1,081)
15
58
(34)
(9)
(254)
(242)
156
(168)
(183)
-18.7
0.4
1.8
-29.3
-18.0
-3.2
-7.9
6.9
-6.4
-51.3
3
(113)
P538
P1,764
(6)
(105)
P457
P1,666
(137)
P788
P2,230
(9)
8
(P81)
(P98)
-300.0
-7.1
-15.1
-5.6
(6)
32
(P331)
(P564)
100.0
-23.4
-42.0
-25.3
During the quarter, advertising revenues grew by almost P600 million or 14.6% compared to previous quarter
owing to 7% increase in terms of volume and impact of rate increase implemented last February 2014.
Excluding impact of election-related revenue in 2013, consolidated revenues is down by only 1.3% compared
with second quarter of 2013.
On the other hand, consumer sales decreased by P603 million or 14.8% due to lower number of movies released
during the quarter.
1Q 2014
4
1
5
2Q 2014
2
1
1H 2014
6
1
1
8
1H 2013
6
1
1
8
Total costs and expenses grew by P268 million or 3.6% compared to previous quarter.
Production costs during the quarter remain flat compared with first quarter with a minimal increase of 0.8%
which is a net effect of 13% increase in noncash expenses and decline of 1% in cash expenses.
Decrease in cost of sales and services related to theatrical and events is offset by increase in programming and
bandwidth costs of 6% and 26%, respectively, coupled with 407% growth in inventory costs from licensing
business.
GAEX grew by 6% due to increase in personnel and facilities-related expenses.
Compared with second quarter of 2013, total costs and expenses declined by P254 million or 3.2%. Excluding
impact of election-related costs and expenses, this quarter has a minimal increase of only 0.3%.
Blockbuster movies released both locally and internationally boosted the net income for the first quarter of 2014.
Excluding election-related income, net income during the quarter increased by 47.9% compared with second
quarter of 2013.
Business Segments
For management purposes, the Company presents its operations into the following reportable businesses:
TV and Studio, Pay TV Networks and New Businesses.
This segmentation is the basis upon which the Company measures its business operations.
TV and Studio
TV and studio segment is comprised of broadcast, global operations, film and music production, cable
channels, and publishing. This consists of local and global content creation and distribution through
television and radio broadcasting.
Broadcast segment covers content creation and distribution mainly through free TV
and radio with Channel 2 and DZMM as its flagship platforms. The content created
is predominantly in Filipino and is aimed at the mass Filipino audience. The
Companys leading position in the Philippine television broadcasting industry is
largely due to the popularity of its entertainment programs, including teleseryes,
drama anthologies, situation comedies, variety, reality and game shows. On the other
hand, news and public affairs programs have developed a reputation for the quality of
news coverage that includes national, local and international events.
Global segment, through ABS-CBN International, North America (NA), pioneered
the international content distribution through Direct to Home (DTH), cable, internet
protocol TV, mobile and online through The Filipino Channel (TFC). It is available
in all territories where there is a significant market of overseas Filipinos such as the
Unites States, Middle East, Europe, Australia, Canada and Asia Pacific. Other
activities include international film distribution, sponsorship and events, remittance
and retail.
Films and Music segment of the Company is composed of movie production, film
distribution, audio recording and distribution and video/audio post production. Films
are generally produced through its subsidiary ABS-CBN Film Productions (AFPI) or
more popularly known as Star Cinema. Other movies are co-produced with other
local or international producers or are simply distributed by AFPI. Music needs are
managed by Star Recording, Inc. and Star Songs, Inc. to complement the recording
needs of the Companys multi-talented artists and handle music publishing and
composing requirements, respectively.
Narrowcast and Sports segment caters to the needs of specific or targeted audiences
or markets not normally addressed by the Broadcast business. Included in this line of
business are cable programming and channel offerings such as Filipino movie
channel, music channel, anim, upscale male sports content and upscale female
lifestyle content. It also covers print, sports, and other niched programming via its
UHF (Ultra High Frequency) channel. Narrowcast and Sports includes the following
subsidiaries: Creative Programs, Inc. and ABS-CBN Publishing, Inc. As part of the
Companys goal to elevate boxing as a sport in the country, it entered into a joint
venture agreement with ALA Promotions, Inc., a world class boxing organization and
promotional company.
Pay TV Networks
Pay TV networks include cable television services of Sky Cable and
its subsidiaries in Metro Manila and in certain provincial areas in the
Philippines. It offers both postpaid and prepaid packages as well as a
la carte programming, broadband, internet phone, among others.
Consumers are given various options that can be tailor fitted to suit
their specific requirements including the ability to have a real tripleplay service in the market that combines cable TV, broadband and
internet phone. Catch up feature on missed programming via iWantv
were provided as an option to the customers for a total pay TV
entertainment package. With Sky Cables acquisition of Destiny
Cable, Sky Cable accounts for nearly half of the total local pay TV
market.
New Businesses
New businesses and initiatives pertain to wireless telecommunications business, digital terrestrial TV, theme
parks and home shopping.
ABS-CBNMobile
Wireless Telecommunications business was established on May 28, 2013
through ABS-CBNmobiles network sharing agreement with Globe Telecom.
This partnership enables ABS-CBN to deliver ABS-CBN content in addition to
traditional telecommunication services on mobile devices. Through the networksharing agreement, Globe will provide capacity and coverage on its existing
cellular mobile telephony network to ABS-CBN Convergence on a nationwide
basis. The parties may also share assets such as servers, towers, and switches.
On November 16, 2013, ABS-CBN Mobiles pre-paid service was launched.
Digital Terrestrial TV
The Company continues to invest in Digital Terrestrial TV equipment to improve
clarity of signal in certain areas of Mega Manila and Central Luzon. The
company believes that the transition from analogue to digital will result in an
increase in its audience share. The Company will be ready to launch as soon as
the implementing rules and regulations is released.
Theme Parks
The Company has also invested in a theme park more popularly known as
Kidzania Manila. KidZania provides children and their parents a safe, unique,
and very realistic educational environment that allows kids between the ages of
four to twelve to do what comes naturally to them: role-playing by mimicking
traditionally adult activities. As in the real world, children perform "jobs" and
are either paid for their work (as a fireman, doctor, police officer, journalist,
shopkeeper, etc.) or pay to shop or to be entertained. The indoor theme park is a
city built to scale for children, complete with buildings, paved streets, vehicles, a
functioning economy, and recognizable destinations in the form of
"establishments" sponsored and branded by leading multi-national and local
brands.
Home Shopping
A CJ O Shopping Corporation is a joint venture between ABS-CBN and CJ O
Shopping Corporation of Korea to provide TV home shopping in the Philippines.
The TV home shopping channel was launched in October 2013.
The following table presents revenue and income information regarding the Companys business segments for
the years 2014 and 2013:
Net Income
EBITDA
1H 2014
1H 2013
%
1H 2014
1H 2013
P1,706
P1,646
3.6
P3,537
P3,658
13.1%
12.1%
27.2%
26.8%
3,823
3,410
12.1
122
147
-17.0
879
830
3.2%
4.3%
23.0%
24.3%
198
275
-28.0
(833)
(502)
65.9
(986)
(358)
(569)
(64) 789.1
P16,451
P17,271
-4.7
P995
P1,291
-22.9
P3,430
P4,130
Margins
6.0%
7.5%
20.8%
23.9%
*Gross of revenue deductions amounted to P73 million and P93 million in June 30, 2014 and 2013, respectively.
(Amounts in million Pesos)
TV and Studio
Margins
Pay TV Networks
Margins
New Businesses
Intersegment Eliminations
1H 2014
P12,999
Revenues*
1H 2013
P13,650
%
-4.8
%
-3.3
5.9
175.4
-16.9
A. TV and Studio
TV and Studio segment results for the first half are as follows:
(Amounts in
Revenues*
million Pesos)
Broadcast
Global
Films and Music
Narrowcast and Sports
Others**
1H 2014
1H 2013
%
P8,675
P9,576
-9.4
2,872
2,596 10.6
876
760 15.3
780
828
-5.8
(204)
(110) 85.5
P12,999
P13,650
-4.8
*Gross of revenue deductions.
**This includes intercompany eliminations within segment.
Direct Costs
1H 2014
P5,298
1,713
413
625
(552)
P7,497
1H 2013
P5,509
1,595
357
683
(416)
P7,728
1H 2014
38.9
40.4
52.9
19.9
1H 2013
42.5
38.6
53.0
17.5
Variance
-3.5
1.8
-0.2
2.4
42.3
43.4
-1.1
Broadcast
Revenues from the broadcast business declined by P901 million or 9.4% year-on-year. Excluding the
impact of election-related revenues, recurring revenues grew by 4.6%. Growth is fuelled by ABS-CBNs
strength in content creation and programming which led to ratings leadership.
ABS-CBNs Channel 2 led in national audience share and ratings. Channel 2s total day audience share was
at 44% while the primetime audience share was at 49% based on Kantar National TV Audience
Measurement.
Moreover, first half top 10 programs in the Philippines were from ABS-CBN:
Rank
1
2
3
4
5
6
7
8
9
10
Channel
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
ABS-CBN
Program
The Voice Kids - Sunday
The Voice Kids - Saturday
Honesto
Mars Ravelos Dyesebel
Ikaw Lamang
Wansapanataym
MMK Ang Tahanan Mo
Got to Believe
TV Patrol Weekday
Bet on Your Baby
Rating (%)
36.4
Weekend
34.2
Weekend
31.7
Weekday
30.7
Weekday
29.3
Weekday
29.0
Weekend
28.5
Weekend
28.3
Weekday
27.2
Weekday
24.9
Weekend
*Source : Kantar Media TV Audience Measurement - Total Homes, January - June 2014 (excluding Holyweek)
Direct costs and expenses associated with broadcast operations decreased by 6.9% or P576 million due to
continuous implementation of cost management initiatives by the Company.
Global
As of June 30, 2014, ABS-CBN Global has over 2.8 million viewers in over 40 countries across 4 continents
worldwide. Forty three percent (43%) of Global viewers are in North America while 40% are in the Middle
East.
Globals primary revenue drivers are as follows:
Contribution
63%
11%
10%
9%
7%
100%
Revenues
1H 2014
1H 2013
P1,796
P1,663
330
214
298
206
247
195
201
318
P2,872
P2,596
%
8.0
54.2
44.7
26.7
-36.8
10.6%
Total revenue of Global grew by 10.6% year-on-year. Excluding impact of foreign exchange,
it grew by 2.6%.
Subscription revenues grew by P133 million or 8.0% year-on-year. Total viewership increased by 1%
driven by growth in Canada and Australia of 17.4% and 6.0%, respectively, with a slight decline in other
regions.
Revenue from theatrical and events grew by P116 million coming from the success of international
screening of the Girl Boy Bakla Tomboy, Bride for Rent, Starting Over Again, Pagpag and Maybe This
Time. Total gross revenues from theatrical grew by 52.9% year-on-year driven by shorter window between
local and international releases of the movies.
ASAP in Dubai and OK Go Canada event fuelled the 44.7% growth in advertising revenues.
Remittance revenue went up by 26.7% driven by increase in volume of 11.2%.
Cost of sales and services of Global operations increased by 7%. The higher cost is attributable to
theatrical costs related to movies shown overseas and costs of mounted events which grew by 58% and 6%,
respectively. In addition, transaction costs also grew by 13%, parallel to the increase in remittance volume.
Contribution margin improved by 1% from 16% in first half of 2013.
Films and Music
Total revenue of Films and Music grew by more than P100 million year-on-year. ABS-CBN Film
Productions, Inc. (a.k.a Star Cinema) released 8 films during the first half of the year. Three of them
topped P300 million box office receipts Girl Boy Bakla Tomboy (P421 million), Bride for Rent (P323
million) and Starting Over Again (P390 million) and another three generated more than P100 million gross
receipts Pagpag (P177 million), Da Possessed (P119 million) and Maybe This Time (P133 million).
Considering both local and foreign movies, Starting Over Again was the 2nd top grosser movie next to The
Amazing Spider Man (P447 million). My Illegal Wife was the first Skylight movie that posted more than
P80 million gross receipts. As of June 30, 2014, Star Cinema captured 88% of the total local market gross
receipts (excluding receipts from Metro Manila Film Festival movies).
The Company also mounted a successful concert - DOS The Daniel Padilla Concert- last April 2014.
Cost of sales and services increased by 15.7% year-on-year. This is attributable to more quality-produced
films of the Company.
Narrowcast and Sports
Total revenues of narrowcast and sports has a net decrease of 5.8%. Despite increase in subscription
revenues of 11% which is attributable to 12% growth in Cinema One channel, circulation revenues declined
by 24.2% year-on-year. Magazine issued during the period was reduced by 29% compared in the same
period of last year. To still maintain sound gross profit margins, management controlled its direct costs
which declined by 8.5%. Gross profit margin improved by 2.4% year-on-year.
The Company continue to grow its classic cable channel Jeepney TV which offers well-loved and timeless
programs of ABS-CBN as well as movies and other program fare that define and highlight the best of
Filipino TV.
B. Pay TV Networks
The Pay TV business segment refers to the local subscription based cable television services of Sky Cable
Corporation and its subsidiaries. It offers postpaid and prepaid packages as well as a la carte programming,
broadband and internet phone among others.
Below is a breakdown of the Pay TV Networks revenues:
1H 2014
P2,797
598
428
P3,823
Revenues
1H 2013
P2,606
427
377
P3,410
%
7.3
40.0
13.5
12.1
Total revenues grew by more than P400 million or 12.1% year-on year. Broadband revenues increased by
40% driven by 31% growth in subscriber base while cable revenues also grew by 7.3% driven as well by 3%
growth in subscriber count.
Direct cost and expenses increased by 14.8% or P463 million to P3.600 billion. The increase is caused by
growth in programming and bandwidth costs of 16% and 44%, respectively. Increase in bandwidth costs is
due to improvement made in the product to match market competition. Excluding foreign exchange losses,
costs and expenses increased merely by 13%.
Capital Expenditures
Cash capital expenditures and program rights acquisitions amounted to P2.301 billion as of June 30, 2014.
Program rights acquisitions amounted to P387 million. Investments in Pay TV facilities reached P1 billion.
Statement of Financial Position Accounts
As at June 30, 2014, total consolidated assets stood at P64.848 billion, 11.8% higher than total assets of P57.992
billion as of December 31, 2013.
Cash and cash equivalents of P15.270 billion is 43.8% higher than the December 31, 2013 balance. The increase
in cash is coming from the proceeds of the P7.0 billion loan. Consequently, total interest-bearing loans grew by
38.8% at P20.383 billion.
Trade accounts receivables amounting to P8.199 billion is 13% higher than at the end of 2013.
Shareholders equity stood at P26.239 billion as of December 31, 2013. Increase attributable to net income
earned during the quarter was offset by effect of declaration of cash dividends for both common and preferred
shareholders.
The companys net debt-to-equity ratio was at 0.19x as of June 30, 2014 and December 31, 2013.
Key Performance Indicators
Ratios
Current ratio
Debt-to-Equity ratio
Net Debt-to-Equity ratio
1H 2014
2.24
0.78
19.48%
2013
1.76
0.57
15.67%
Trade Receivables
Airtime
Subscription
Others
Nontrade Receivables
Total
3,596,476
545,070
277,664
317,052
4,736,262
896,063
208,832
129,153
24,580
1,258,628
447,511
374,784
1,062,978
247,193
2,132,466
Impaired
Allowance
993,716
716,197
351,559
36,503
2,097,975
(556,954)
(693,690)
(150,113)
(38,004)
(1,438,761)
Total
5,376,812
1,151,193
1,671,241
587,324
8,786,570
3,122,176
640,513
603,962
301,875
1,240,859
153,451
129,352
16,495
128,209
418,901
723,331
234,292
4,668,526
1,540,157
1,504,732
Impaired
Allowance
Total
638,856
576,485
173,702
92,980
1,482,023
(556,922)
(550,286)
(192,125)
(27,327)
(1,326,661)
4,573,178
1,239,063
1,438,220
618,316
7,868,778
December 31,
2013
(Audited)
P
=15,270,120
9,364,870
648,349
933,409
2,858,494
29,075,242
=10,616,855
P
8,333,761
265,221
1,385,972
2,781,665
23,383,474
19,040,790
18,535,905
5,945,094
5,284,666
221,646
195,335
199,589
2,469,200
2,416,869
35,773,189
5,429,192
5,288,350
219,191
196,916
166,591
2,192,429
2,580,033
34,608,607
P
=64,848,431
=57,992,081
P
P
=12,375,892
117,703
309,374
189,520
12,992,489
=11,332,006
P
1,345,471
448,861
193,216
13,319,554
20,264,927
221,405
13,334,579
276,344
4,409,823
138,271
252,062
330,274
25,616,762
38,609,251
4,191,082
299,798
245,195
402,772
18,749,770
32,069,324
ASSETS
Current Assets
Cash and cash equivalents (Note 6)
Trade and other receivables (Notes 7 and 22)
Inventories (Note 8)
Program rights and other intangible assets (Note 12)
Other current assets (Note 9)
Total Current Assets
Noncurrent Assets
Property and equipment (Notes 10, 11, 18 and 29)
Program rights and other intangible assets - net of current portion
(Note 12)
Goodwill (Note 16)
Available-for-sale investments (Note 13)
Investment properties (Notes 10, 11 and 18)
Investments in associates and joint ventures (Note 14)
Deferred tax assets - net (Note 27)
Other noncurrent assets (Note 15)
Total Noncurrent Assets
June 30,
2014
(Unaudited)
Equity Attributable to Equity Holders of
the Parent Company
Capital stock (Note 21):
Common
Preferred
Additional paid-in capital (Note 21)
Cumulative translation adjustments
Unrealized gain on available-for-sale investments (Note 13)
Share-based payment plan
Retained earnings (Note 21)
Philippine depository receipts convertible to common shares
(Note 21)
Noncontrolling Interests (Note 3)
Total Equity
December 31,
2013
(Audited)
P
=872,124
200,000
4,495,050
(360,289)
124,221
34,349
20,452,666
=872,124
P
200,000
4,495,050
(270,632)
121,766
34,349
19,817,957
(1,264,096)
24,554,025
(1,164,146)
24,106,468
1,685,155
26,239,180
1,816,289
25,922,757
P
=64,848,431
=57,992,081
P
2014
2013
2014
2013
P
=4,709,467
3,355,126
82,070
40,890
8,187,553
=5,789,832
P
3,296,864
116,111
49,541
9,252,348
P
=8,819,197
7,231,883
212,057
115,089
16,378,226
=10,213,025
P
6,689,959
190,873
83,847
17,177,704
PRODUCTION COSTS
(Notes 10, 12, 22, 23, 28 and 29)
(2,811,097)
(3,053,323)
(5,599,607)
(5,826,125)
COST OF SERVICES
(Notes 8, 10, 12, 15, 22, 24, 28 and 29)
(2,356,068)
(2,177,423)
(4,616,116)
(4,277,854)
(45,912)
(68,890)
(82,275)
(119,636)
2,974,476
3,952,712
6,080,228
6,954,089
(2,467,046)
(2,634,837)
(4,793,845)
(4,921,117)
(287,246)
(198,746)
(553,551)
(400,827)
49,632
27,785
77,936
48,265
63,889
(185,298)
55,307
(136,535)
5,871
(13)
2,998
(27)
104,396
136,904
216,766
237,503
443,972
1,098,507
1,085,839
1,781,351
(12,914)
310,646
90,867
490,582
P
=456,886
=787,861
P
P
=994,972
=1,290,769
P
P
=535,290
(78,404)
P
=456,886
P836,162
=
(48,301)
=787,861
P
P
=1,161,983
(167,011)
P
=994,972
=1,343,876
P
(53,107)
=1,290,769
P
P
=0.671
=1.088
P
P
=1.457
=1.772
P
REVENUES
Advertising (Note 22)
Sale of services (Note 29)
Sale of goods (Note 22)
Others
COST OF SALES
(Notes 8, 10, 22, 24, 28 and 29)
GROSS PROFIT
GENERAL AND ADMINISTRATIVE
EXPENSES
(Notes 7, 8, 10, 11, 12, 22, 25, 28 and 29)
FINANCE COSTS (Notes 18 and 26)
NET INCOME
Attributable to
Equity holders of the Parent Company (Note 32)
Noncontrolling interests
P
=456,886
=787,861
P
P
=994,972
=1,290,769
P
(14,421)
1,636
2,455
35,387
(164,690)
(179,111)
276,594
278,230
(89,657)
(87,202)
322,268
357,655
P
=277,775
=1,066,091
P
P
=907,770
=1,648,424
P
P
=356,179
(78,404)
P
=277,775
=1,114,392
P
(48,301)
=1,066,091
P
P
=1,074,781
(167,011)
P
=907,770
=1,701,531
P
(53,107)
=1,648,424
P
Subscribed
Common Subscription
Stock
Receivable
Philippine
Depository
Receipts (PDRs)
Convertible to
Common Shares
(Note 21)
Total
Noncontrolling
Interests
Total Equity
P
=
P
=
P
=
P
=
P
= 4,495,050
P
= 4,495,050
(P
= 270,632)
(89,657)
(89,657)
(P
= 360,289)
P
= 121,766
2,455
2,455
P
= 124,221
P
= 34,349
P
= 34,349
P
= 16,200,000
P
= 16,200,000
P
= 3,617,957
1,161,983
1,161,983
(527,274)
P
= 4,252,666
(P
= 1,164,146)
(99,950)
(P
= 1,264,096)
P
= 24,106,468
1,161,983
(87,202)
1,074,781
(527,274)
(99,950)
P
= 24,554,025
P
= 1,816,289 P
= 25,922,757
(167,011)
994,972
(87,202)
(167,011)
907,770
35,877
35,877
(527,274)
(99,950)
P
= 1,685,155 P
= 26,239,180
34,702
Issuance of preferred stock
200,000
=
P
=679,069
P
(P
=638,289)
322,268
322,268
=126,676
P
35,387
35,387
=28,952
P
=8,300,000
P
=11,047,893
P
1,343,876
1,343,876
(296,563)
(P
=1,164,146)
=19,159,740
P
1,343,876
357,655
1,701,531
(296,563)
=2,359,132
P
(53,107)
(53,107)
=21,518,872
P
1,290,769
357,655
1,648,424
(296,563)
(1,125,000)
(P
=1,125,000)
2,436,377
1,465,298
=4,580,744
P
(P
=316,021)
=162,063
P
=28,952
P
(8,300,000)
16,200,000
=16,200,000
P
8,300,000
(16,200,000
=4,195,206
P
(P
=1,164,146)
2,494,214
375,000
200,000
=23,633,922
P
(67,521)
=2,238,504
P
2,494,214
375,000
200,000
(67,521)
=25,872,426
P
P
= 872,124
P
= 872,124
P
= 200,000
P
= 200,000
P
=1,085,839
=1,781,351
P
1,405,610
1,504,104
677,771
55,944
34,865
491,788
(77,936)
744,883
11,487
32,519
387,897
(48,265)
(2,998)
(1,870)
27,564
3,696,577
27
(153)
(14,212)
4,399,638
454,108
193,120
20,963
523,410
212,109
3,983
(1,244,539)
(399,449)
(263,608)
(1,484,552)
(1,414)
(88,578)
696,301
(143,647)
(194,822)
2,815,004
(552,399)
2,262,605
1,336,722
(200,562)
99,100
(540)
4,799,316
(656,009)
4,143,307
(1,914,428)
(667,333)
301,109
69,158
(30,000)
8,868
(2,232,626)
(1,175,438)
(830,662)
(250,349)
50,560
7,312
(2,198,577)
-2-
P
=8,585,063
=
P
850,000
(2,557,611)
(497,862)
(437,920)
(400,000)
(15,681)
(293,554)
(351,472)
(1,000,000)
(22,871)
(99,950)
35,877
4,611,916
2,869,215
200,000
(67,521)
2,183,797
11,370
14,212
4,653,265
4,142,739
10,616,855
6,394,938
P
=15,270,120
=10,537,677
P
1. Corporate Information
ABS-CBN Corporation (ABS-CBN or Parent Company) is incorporated in the Philippines on
July 11, 1946. On July 27, 1994, the Philippine Securities and Exchange Commission (SEC)
approved the extension of the corporate term of the Parent Company for another 50 years. The
Parent Companys core business is television and radio broadcasting. Its subsidiaries and
associates are involved in the following related businesses: cable and direct-to-home (DTH)
television distribution and telecommunications services overseas, movie production, audio
recording and distribution, video/audio post production and film distribution. Other activities of
the subsidiaries include merchandising, internet and mobile services and publishing.
In 2013, Capital International Private Equity Fund VI, L.P. (CIPEF) subscribed to P
=2.5 billion
worth of new Philippine Depository Receipts (PDRs) issued by ABS-CBN Holdings Corporation
(ABS-CBN Holdings) which in turn subscribed to the same number of newly issued common
shares of the Parent Company. Lopez, Inc. also subscribed to 34,702,140 common shares and
987,130,246 preferred shares of the Parent Company in 2013. After the subscription, Lopez,
Inc.s economic interest in the Parent Company decreased to 56% while its voting rights increased
from 57% to 79% as of December 31, 2013 (see Note 21).
The common shares of ABS-CBN were listed beginning July 8, 1992 and have been traded in the
Philippine Stock Exchange (PSE) since then.
The registered office address of the Parent Company is ABS-CBN Broadcasting Centre, Sgt.
Esguerra Ave. corner Mother Ignacia Street, Quezon City.
-2-
Company
TV and Studio
Global:
ABS-CBN Global Ltd.
(ABS-CBN Global)(a) (j)
ABS-CBN Europe Ltd.
(ABS-CBN Europe)(b) (c) (j)
ABS-CBN Europe Remittance Inc.(d) (j)
ABS-CBN Japan, Inc.
(ABS- CBN Japan)(d) (j)
ABS-CBN Middle East FZ-LLC
(ABS-CBN Middle East)(b) (j)
ABS-CBN Middle East LLC(b) (j)
E-Money Plus, Inc.(b)
ABS-CBN Global Hungary Kft.
(ABS-CBN Hungary)(j) (l)
ABS-CBN International, Inc.
(ABS-CBN International)(j) (n)
ABS-CBN Australia Pty. Ltd.
(ABS-CBN Australia)(j) (k)
ABS-CBN Canada, ULC
(ABS-CBN Canada)(j) (k)
ABS-CBN Global Remittance Inc.(j) (k)
Place of
Incorporation
Principal Activities
Cayman Islands
Holding company
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
100.0
California, USA
USD
100.0
100.0
Australian dollar
(AUD)
Canadian dollar
(CAD)
USD
100.0
100.0
100.0
100.0
100.0
100.0
USD
100.0
100.0
Services - money
remittance
Intermediate holding and
financing company
CAD
100.0
100.0
Euro (EUR)
100.0
100.0
Movie production
Philippine peso
100.0
100.0
Philippine peso
100.0
100.0
Philippines
Philippine peso
100.0
100.0
Philippines
Print publishing
Philippine peso
100.0
100.0
Philippines
100.0
100.0
100.0
100.0
Victoria, Australia
Canada
California, USA
California, USA
Amsterdam,
Netherlands
Canada
Effective Interest
June 30, December 31,
2013
2014
Functional
Currency
Philippines
-3-
Company
Place of
Incorporation
Others:
ABS-CBN Center for Communication Philippines
Arts, Inc.(e)
ABS-CBN Global Cargo Corporation(u) Philippines
Effective Interest
June 30, December 31,
2013
2014
Principal Activities
Functional
Currency
Educational/training
Philippine peso
100.0
100.0
Philippine peso
100.0
100.0
Philippines
Non-vessel operations
common carrier
Real estate
Philippine peso
100.0
100.0
Philippines
100.0
100.0
Philippines
Philippine peso
100.0
100.0
Singapore
100.0
100.0
Philippines
Services - production
Singapore dollar
(SGD)
Philippine peso
100.0
100.0
Philippines
Holding company
Philippine peso
100.0
100.0
Philippines
100.0
100.0
Philippines
100.0
100.0
Philippines
100.0
100.0
Philippines
Philippines
Philippines
Holding company
Cable television services
Cable television services
Philippine peso
Philippine peso
Philippine peso
75.0(x)
57.4
57.4
75.0(x)
57.4
57.4
Philippines
Philippines
Philippines
Philippine peso
Philippine peso
Philippine peso
57.4
57.4
57.4
57.4
57.4
57.4
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
57.4
57.4
57.4
57.4
57.4
57.4
57.4
57.4
57.4
57.4
57.4
57.4
Philippines
Philippines
Philippines
Philippine peso
Philippine peso
Philippine peso
57.4
57.4
57.4
57.4
57.4
57.4
Philippines
Philippine peso
57.4
57.4
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippines
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
Philippine peso
57.4
57.4
57.4
54.6
54.0
53.0
55.8
52.2
52.2
40.2
34.4
57.4
57.4
57.4
54.6
54.0
53.0
55.8
52.2
52.2
40.2
34.4
Philippines
Holding company
Philippine peso
100.0
100.0
Philippines
Theme park
Budapest, Hungary Theme park
Philippine peso
USD
73.0
73.0
73.0
73.0
Philippines
Philippines
Philippine peso
Philippine peso
100.0
100.0
100.0
100.0
Philippines
Philippines
Holding company
Telecommunication
Philippine peso
Philippine peso
70.0
69.3
70.0
66.5
Pay TV Networks
Sky Vision Corporation (Sky Vision)
Sky Cable Corporation (Sky Cable)
Bisaya Cable Television Network,
Inc.(h) (i)
Bright Moon Cable Networks, Inc.(h)
Cavite Cable Corporation(h)
Cepsil Consultancy and Management
Corporation(h)
Davao Cableworld Network, Inc.(h) (o)
HM Cable Networks, Inc.(h)
HM CATV, Inc.(h)
Hotel Interactive Systems, Inc.(h)
Isla Cable TV, Inc.(h)
Moonsat Cable Television,
Inc.(h) (o)
Pilipino Cable Corporation (PCC)(h)
Satellite Cable TV, Inc.(h)
Sun Cable Holdings,
Incorporated (SCHI)(h)
Sun Cable Systems Davao,
Inc.(h) (i)
Sunvision Cable, Inc.(h)
Tarlac Cable Television Network, Inc.(h)
Telemondial Holdings, Inc.(h) (i)
JMY Advantage Corporation(h)
Cebu Cable Television, Inc.(h) (o) (p)
Suburban Cable Network, Inc.(h)
Pacific CATV, Inc. (Pacific)(h) (o) (w)
First Ilocandia CATV, Inc.(h) (o)
Mactan CATV Network, Inc.(h) (o) (p)
Discovery Mactan Cable, Inc.(h) (t)
Home-Lipa Cable, Inc.(h) (t)
New Businesses
ABS-CBN Theme Parks and Resorts
Holdings, Inc. (ABS-CBN Theme
Parks)
Play Innovations, Inc.(g)
Play Innovations Hungary Kft.
(Play Innovations)(j) (g)
iConnect Convergence, Inc.
Sapientis Holdings Corporation
(Sapientis)
Columbus Technologies, Inc. (CTI)(r)
ABS-CBN Convergence, Inc,
(ABS-C)(r) (s)
-4(a)
Company
Place of
Incorporation
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
(Percentage)
Philippines
42.6
42.6
-5-
Company
Sky Cable Corporation and Subsidiaries
June 30,
2014
(Unaudited)
P
=1,990,184
December 31,
2013
(Audited)
=2,041,861
P
Company
Sky Cable Corporation and Subsidiaries
The summarized financial information of Sky Cable is provided below. This information is based
on amounts before intercompany eliminations and after fair value adjustments.
Summarized Consolidated Statements of Financial Position
June 30,
2014
(Unaudited)
P
=1,232,551
1,869,084
4,491,817
1,111,784
452,954
8,850,149
(5,551,150)
(4,592,872)
December 31,
2013
(Audited)
=1,289,820
P
1,588,285
4,491,817
1,111,784
463,523
8,429,890
(4,915,003)
(4,999,856)
Revenue
Cost of services
General and administrative expenses
Finance costs
Foreign exchange loss
Interest income
Other expenses - net
Income before income tax
Provision for income tax
Net income
-6-
Net income
Other comprehensive income
Total comprehensive income
Attributable to
Equity holders of Parent Company
Noncontrolling interest
P
=112,538
(2,833)
P
=109,705
=136,117
P
(2,324)
=133,793
P
P
=109,705
P
=109,705
=133,793
P
58,238
=192,031
P
P
=112,538
(2,833)
P
=109,705
=194,355
P
(2,324)
=192,031
P
Operating
Investing
Financing
4. Seasonality of Operations
The Companys operations are not general affected by any seasonality or cyclicality.
5. Segment Information
The Executive Committee, the Companys chief operating decision maker, monitors operating
results of its business segments separately for the purpose of making decisions about resource
allocation and performance assessment. Segment performance is evaluated based on operating
profit or loss and is measured consistently with operating profit and loss in the interim condensed
consolidated financial statements.
On a consolidated basis, the Companys performance is evaluated based on consolidated net
income for the year, earnings before interest, taxes and depreciation and amortization (EBITDA)
and EBITDA margin. EBITDA margin pertains to EBITDA divided by gross revenues.
EBITDA and EBITDA margin are non-PFRS measures.
-7-
The following table shows the reconciliation of the consolidated EBITDA to consolidated net
income for six months ended June 30, 2014 and 2013:
Consolidated EBITDA
Depreciation and amortization
Amortization of intangible assets*
Finance costs**
Interest income
Provision for income tax
Consolidated net income
*Excluding amortization of movie in-process and filmed entertainment and story, video and publication and
record master
**Excluding bank service charges
2013
Pay TV Networks
2014
2013
New Businesses
2014
2013
Eliminations
2014
2013
Consolidated
2014
2013
P
= 12,444,125
1,586,582
(88,173)
P
= 13,942,534
=13,586,061
P
920,298
(110,870)
=14,395,489
P
P
= 3,815,735
6,529
P
= 3,822,264
=3,409,103
P
=3,409,103
P
P
= 191,233
33,709
(10,259)
P
= 214,683
=275,064
P
=275,064
P
P
=
(1,626,820)
25,565
(P
= 1,601,255)
=
P
(920,298)
18,346
(P
=901,952)
P
= 16,451,093
(72,867)
P
= 16,378,226
=17,270,228
P
(92,524)
=17,177,704
P
P
= 2,057,326
(434,806)
21,964
73,291
=2,091,114
P
(263,713)
3,209
35,728
P
= 222,351
(118,661)
(13,069)
3,879
=271,523
P
(122,430)
(13,583)
12,793
(P
= 1,125,788)
(84)
6,480
766
(P
=486,630)
(14,953)
(20,697)
13
P
= 132,494
39,932
=156,965
P
269
(105,464)
(269)
P
= 1,286,383
(553,551)
55,307
77,936
=2,032,972
P
(400,827)
(136,535)
48,265
2,998
416,570
(338,109)
P
= 1,799,234
(27)
501,677
(456,359)
=1,911,629
P
58,716
(43,511)
P
= 109,705
43,872
(58,382)
=133,793
P
(4,310)
290,753
(P
= 832,183)
(4,251)
24,159
(P
=502,359)
(254,210)
(P
= 81,784)
(303,795)
(P
=252,294)
2,998
216,766
(90,867)
P
= 994,972
(27)
237,503
(490,582)
=1,290,769
P
P
= 1,007,232
=1,303,029
P
EBITDA
P
= 3,430,054
=4,130,263
P
21%
24%
Results
Operating results
Finance costs
Foreign exchange gains (losses) - net
Interest income
Equity in net earnings (losses) of associates and joint
ventures
Other income - net
Income tax
Net income
EBITDA Margin
Assets and Liabilities
Operating assets
Investments in associates and joint ventures
Deferred tax assets net
Total assets
P
= 48,386,755
16,631,961
1,370,791
P
= 66,389,507
=41,784,551
P
15,934,999
1,282,929
=59,002,479
P
P
= 16,984,936
770,886
P
= 17,755,822
=16,373,444
P
738,897
=17,112,341
P
P
= 1,706,412
338,284
P
= 2,044,696
=1,774,615
P
181,364
=1,955,979
P
(P
= 4,898,461)
(16,432,372)
(10,761)
(P
= 21,341,594)
(P
=4,299,549)
(15,768,408)
(10,761)
(P
=20,078,718)
P
= 62,179,642
199,589
2,469,200
P
= 64,848,431
=55,633,061
P
166,591
2,192,429
=57,992,081
P
Operating liabilities
Interest-bearing loans and borrowings
Deferred tax liabilities - net
Obligations under finance lease
Total liabilities
P
= 12,714,878
16,567,680
67,739
P
= 29,350,297
=12,145,518
P
10,847,444
82,050
=23,075,012
P
P
= 5,693,068
3,737,371
9,840
P
= 9,440,279
=5,155,948
P
3,739,347
11,209
=8,906,504
P
P
= 1,669,389
138,271
P
= 1,807,660
=1,219,951
P
299,798
=1,519,749
P
(P
= 1,988,985)
(P
= 1,988,985)
(P
=1,431,941)
(P
=1,431,941)
P
= 18,088,350
20,305,051
138,271
77,579
P
= 38,609,251
=17,089,476
P
14,586,791
299,798
93,259
=32,069,324
P
P
= 809,155
742,687
1,723,924
=1,112,243
P
1,938,059
3,517,926
P
= 988,937
612,169
=1,715,255
P
1,089,035
P
= 116,336
70,566
=900,172
P
42,777
122,778
P
=
(323,278)
=
P
(584,729)
P
= 1,914,428
742,687
2,083,381
=3,727,670
P
1,980,836
4,145,010
73,771
22,959
154,390
177,501
20,903
23,136
249,064
223,596
2013
United States
2014
2013
Others
2014
2013
Eliminations
2014
2013
Consolidated
2014
2013
Revenue
External sales
Inter-segment sales
Revenue deductions
Total revenue
P
= 13,864,809
1,626,820
(98,432)
P
= 15,393,197
=14,866,591
P
920,298
(110,870)
=15,676,019
P
P
= 1,870,021
P
= 1,870,021
=1,217,843
P
=1,217,843
P
P
= 716,263
P
= 716,263
=1,185,794
P
=1,185,794
P
P
=
(1,626,820)
25,565
(P
= 1,601,255)
=
P
(920,298)
18,346
(P
=901,952)
P
= 16,451,093
(72,867)
P
= 16,378,226
=17,270,228
P
(92,524)
=17,177,704
P
Assets
Operating assets
Investments in associates and joint ventures
Deferred tax assets - net
Total assets
P
= 59,767,630
16,631,961
2,357,769
P
= 78,757,360
=52,585,900
P
15,934,999
2,067,641
=70,588,540
P
P
= 2,449,112
122,192
P
= 2,571,304
=2,656,700
P
116,842
=2,773,542
P
P
= 4,861,361
P
= 4,861,361
=4,690,010
P
18,707
=4,708,717
P
(P
= 4,898,461)
(16,432,372)
(10,761)
(P
= 21,341,594)
(P
=4,299,549)
(15,768,408)
(10,761)
(P
=20,078,718)
P
= 62,179,642
199,589
2,469,200
P
= 64,848,431
=55,633,061
P
166,591
2,192,429
=57,992,081
P
Liabilities
Operating liabilities
Interest-bearing loans and borrowings
Deferred tax liabilities - net
Obligations under finance lease
Total liabilities
P
= 18,689,329
20,267,408
138,271
77,579
P
= 39,172,587
=17,014,915
P
14,547,657
299,798
93,259
=31,955,629
P
P
= 2,625,451
37,643
P
= 2,663,094
=685,490
P
39,134
=724,624
P
(P
= 1,237,445)
(P
= 1,237,445)
=821,012
P
=821,012
P
(P
= 1,988,985)
(P
= 1,988,985)
(P
=1,431,941)
(P
=1,431,941)
P
= 18,088,350
20,305,051
138,271
77,579
P
= 38,609,251
=17,089,476
P
14,586,791
299,798
93,259
=32,069,324
P
P
= 1,884,400
742,687
=3,616,665
P
1,980,836
P
= 18,555
=48,396
P
P
= 11,473
=62,609
P
P
=
=
P
P
= 1,914,428
742,687
=3,727,670
P
1,980,836
December 31,
2013
(Audited)
=6,159,544
P
4,457,311
=10,616,855
P
Cash in banks earn interest at the respective bank deposit rates. Cash equivalents are short-term
placements, which are made for varying periods of up to three months depending on the
immediate cash requirements of the Company, and earn interest at the respective short-term
placement rates.
Interest earned from cash and cash equivalents amounted to P
=78 million and P
=48 million for the
six months ended June 30, 2014 and 2013, respectively.
Trade:
Airtime
Subscriptions
Others
Due from related parties (see Note 22)
Advances to employees and talents (see Note 22)
Others
Less allowance for doubtful accounts
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
P
=5,933,767
1,844,883
1,821,354
578,300
296,843
328,484
10,803,631
1,438,761
P
=9,364,870
=5,130,100
P
1,789,349
1,630,346
464,983
298,984
346,660
9,660,422
1,326,661
=8,333,761
P
Trade
Airtime Subscriptions
=548,849
P
=274,329
P
14,147
323,000
(6,075)
(47,043)
556,921
550,286
5,415
149,636
(5,384)
(6,232)
=556,952
P
=693,690
P
Others
=107,024
P
90,912
(5,810)
192,126
28,833
(70,844)
=150,115
P
Nontrade
Total
=51,184
P
=981,386
P
4,035
432,094
(27,891)
(86,819)
27,328
1,326,661
9,236
193,120
1,440
(81,020)
=38,004 =
P
P1,438,761
The aging analysis of the unbilled airtime and subscription receivables follows:
June 30,
2014
(Unaudited)
P
=771,141
22,014
P
=793,155
December 31,
2013
(Audited)
=966,325
P
27,530
=993,855
P
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
P
=566,964
35,901
=156,907
P
62,189
37,984
7,500
P
=648,349
38,384
7,741
=265,221
P
8. Inventories
June 30,
2014
(Unaudited)
P
=1,473,462
429,725
398,598
166,525
100,871
43,168
246,145
P
=2,858,494
December 31,
2013
(Audited)
=1,570,697
P
539,701
375,475
74,526
45,512
20,173
155,581
=2,781,665
P
Other prepayments mainly pertain to transponder services, membership dues and advertisement.
P
=702,942
48,929
2,922
(1,335)
753,458
16,365
2,220
136
18,721
P
=734,737
P
=10,942,592
30,552
(2,903)
101,273
(2,464)
11,069,050
P
=16,985,422
1,003,876
(168,062)
29,947
(6,050)
17,845,133
P
=9,946,047
273,333
(38,125)
98,802
(13,385)
10,266,672
5,494,287
9,276,082
6,736,327
234,561
(857)
(2,357)
5,725,634
P
=5,343,416
828,271
(163,783)
30
4,605
9,945,205
P
=7,899,928
339,992
(37,452)
(30)
(24,000)
7,014,837
P
=3,251,835
P
=1,481,963
557,738
(232,944)
4,117
1,810,874
Total
P
=40,058,966
1,914,428
(209,090)
(19,117)
41,745,187
P
=1,810,874
21,523,061
1,405,044
(202,092)
(21,616)
22,704,397
P
=19,040,790
=636,808
P
166,439
(135,927)
29,699
5,923
702,942
9,569
6,790
6
16,365
=686,577
P
=10,713,747
P
32,044
=14,628,588
P
1,746,585
=9,775,900
P
566,852
(2,937)
186,617
13,121
10,942,592
(201,620)
785,084
26,785
16,985,422
(194,698)
(268,603)
66,596
9,946,047
4,996,969
7,426,980
6,646,787
489,041
(2,500)
10,777
5,494,287
=5,448,305
P
1,595,556
(173,789)
403,784
23,551
9,276,082
=7,709,340
P
621,732
(192,649)
(403,784)
64,241
6,736,327
=3,209,720
P
=994,975
P
1,215,750
Total
=36,750,018
P
3,727,670
(732,797)
4,035
1,481,963
(135,927)
(399,255)
116,460
40,058,966
=1,481,963
P
19,080,305
2,713,119
(368,938)
98,575
21,523,061
=18,535,905
P
Certain property and equipment of Sky Cable and PCC with a carrying value of P
=492 million as of
December 31, 2009 were pledged as collateral to secure the long-term debt of Sky Cable. On
October 26, 2010, the loans were fully paid. As of June 30, 2014, the release of security interest
on the pledged properties is still in process.
Certain property and equipment with cost amounting to P
=16,086 million and P
=15,044 million as of
June 30, 2014 and December 31, 2013, respectively, were fully depreciated but are still being used
by the Company.
Unamortized borrowing costs capitalized as part of property and equipment amounted to
=728 million and P
P
=742 million as of June 30, 2014 and December 31, 2013, respectively.
Property and equipment includes the following amounts where the Company is a lessee under a
finance lease (see Note 29):
June 30,
2014
(Unaudited)
P
=499,231
(405,924)
P
=93,307
December 31,
2013
(Audited)
=504,482
P
(405,655)
=98,827
P
P
=167,004
(602)
166,402
P
=35,797
(522)
35,275
P
=202,801
(1,124)
201,677
P
=166,402
5,885
566
(109)
6,342
P
=28,933
5,885
566
(109)
6,342
P
=195,335
=28,735
P
=28,735
P
=57,470
P
135,927
2,342
167,004
4,720
2,342
35,797
135,927
4,720
4,684
202,801
=167,004
P
4,397
1,080
408
5,885
=29,912
P
4,397
1,080
408
5,885
=196,916
P
In May 2013, the Parent Company transferred land with a carrying value of P
=136 million from
property and equipment to investment properties as it intends to hold the land for capital
appreciation (see Note 10).
As of June 30, 2014 and December 31, 2013, management believes that the carrying value of
investment properties amounting to P
=140 million and P
=141 million, respectively, approximates its
fair value.
Land and building with carrying value of P
=55 million and P
=56 million as of June 30, 2014 and
December 31, 2013, respectively, pertain to a parcel of land purchased by ABS-CBN
International, with a two-storey house constructed thereon, located in Redwood City, California,
USA. The real property which was acquired in July 2008 at a purchase price of US$1.4 million
(P
=67 million) was intended to be held by ABS-CBN International as investment properties. To
fund the acquisition, ABS-CBN International obtained a loan from Citibank, North America
amounting to US$1 million (P
=50 million) for which the property was pledged as collateral
(see Note 18). As of June 30, 2014 and December 31, 2013, the fair market value of land and
building, which is based on market price of similar properties within the area, amounted to
=64 million and P
P
=65 million, respectively.
The fair value of the investment properties is categorized under Level 3 of the fair value hierarchy
as the market for the identical or similar properties is not active.
Rental income derived from the investment properties amounted to P
=1 million for the six months
ended June 30, 2014 and 2013. Direct operating expenses, which consist mainly of depreciation,
amounted to P
=566 thousand and P
=525 thousand for the six months ended June 30, 2014 and 2013,
respectively.
Movie
In-Process
Program
and Filmed
Rights Music Rights Entertainment
P
=3,016,561
P
=138,758
P
=494,726
462,262
278,422
(426,603)
(2,968)
(214,446)
3,052,220
135,790
558,702
753,923
135,790
37,057
P
=2,298,297
P
=
P
=521,645
Program
Rights
=2,634,785
P
1,383,218
(1,001,442)
3,016,561
1,174,274
=1,842,287
P
Story,
Video and
Publication
and Record
Master
P
=11,630
2,003
(1,297)
12,336
6,639
P
=5,697
Customer
Licenses Relationships
P
= 1,005,715
P
=502,522
(1,055)
(28,569)
(373)
1,004,287
473,953
P
= 1,004,287
P
=473,953
Cable
Channels CPI
P
=459,968
459,968
P
=459,968
Production and
Distribution
Business Middle East
P
=73,500
(2,833)
(1,204)
69,463
P
=69,463
Total
P
=6,815,164
742,687
(677,771)
(1,577)
6,878,503
933,409
P
=5,945,094
42,777
(5,924)
(353,141)
(5,703)
(2,111)
(57,138)
138,758
494,726
11,630
1,111,784
1,005,715
502,522
138,758
67,007
5,933
=
P
=427,719
P
=5,697
P
=1,111,784
P
=1,005,715
P
=502,522
P
Cable
Channels CPI
=459,968
P
459,968
=459,968
P
Production and
Distribution
Business Middle East
=73,140
P
(5,352)
5,712
73,500
=73,500
P
Total
=6,259,427
P
1,980,836
(1,430,811)
5,712
6,815,164
1,385,972
=5,429,192
P
Trademarks
P
=1,111,784
1,111,784
P
=1,111,784
Costs and related accumulated amortization of other intangible assets with finite life (except cable channels) are as follows:
Cost
Accumulated amortization
Net book value
Licenses
P
=42,777
(3,539)
P
=39,238
Total
P
=1,443,035
(400,413)
P
=1,042,622
Licenses
=42,777
P
(2,111)
=40,666
P
Total
=1,443,035
P
(366,379)
=1,076,656
P
June 30,
2014
(Unaudited)
P
=219,191
2,455
P
=221,646
December 31,
2013
(Audited)
=224,101
P
(4,910)
=219,191
P
Entity
Principal Activities
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
Percentage of Ownership
Associate
Amcara Broadcasting Network, Incorporated
(Amcara)
Joint Ventures
A CJ O Shopping Corporation (A CJ O)
ALA Sports Promotions International, Inc.
(ALA Sports)
Services
49.0
49.0
Home shopping
50.0
50.0
Boxing promotions
44.0
44.0
Acquisition costs:
Balance at beginning of year
Additions
Balance at end of year
Accumulated equity in net losses:
Balance at beginning of year
Equity in net earnings (losses) during the year
Balance at end of year
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
P
=699,490
30,000
729,490
=561,528
P
137,962
699,490
(532,899)
2,998
(529,901)
P
=199,589
(520,502)
(12,397)
(532,899)
=166,591
P
Investments in:
Joint ventures
Associates
P
=158,669
40,920
P
=199,589
=125,600
P
40,991
=166,591
P
All the associates and joint ventures are incorporated in the Philippines. The associates and joint
ventures have no contingent liabilities or capital commitments as of June 30, 2014 and
December 31, 2013.
Condensed financial information of the joint ventures follows:
Current assets
Noncurrent assets
Current liabilities
Net equity
Revenue
Costs and expenses
Net income
June 30,
2014
(Unaudited)
P
=446,326
19,435
(132,307)
P
=333,454
December 31,
2013
(Audited)
=294,363
P
18,006
(72,223)
=240,146
P
(202,366)
=
P
P
=5,892
Below is the reconciliation of the summarized financial information of the joint venture to the
carrying amount of the Parent Companys investments therein:
Net assets of A CJ O
Interest of the Parent Company in the
net assets of A CJ O
Investment in ALA Sports
Carrying amount of investments in joint ventures
June 30,
2014
(Unaudited)
P
=199,150
50%
99,575
59,094
P
=158,669
December 31,
2013
(Audited)
=191,200
P
50%
95,600
30,000
=125,600
P
a. Investments in Associates
As of June 30, 2014 and December 31, 2013, the remaining carrying value of investments in
associates pertains to Amcara. Investment in the other associate, Star Cinema Productions,
Inc., has been reduced to zero due to accumulated equity in net losses. The net cumulative
unrecognized net losses amounted to P
=17 million as of June 30, 2014 and December 31, 2013.
Current assets
Noncurrent assets
Current liabilities
Net equity
Revenue
Costs and expenses
Net loss
June 30,
2014
(Unaudited)
P
=25,095
208,344
(149,929)
P
=83,510
December 31,
2013
(Audited)
=24,652
P
208,887
(149,883)
=83,656
P
Below is the reconciliation of the summarized financial information of the associates to the
carrying amount of the Parent Companys investment therein:
June 30,
2014
(Unaudited)
P
=83,510
49%
December 31,
2013
(Audited)
=83,656
P
49%
P
=40,920
=40,991
P
June 30,
2014
(Unaudited)
P
=1,980,477
187,690
140,286
108,416
P
=2,416,869
December 31,
2013
(Audited)
=2,046,069
P
168,271
186,775
178,918
=2,580,033
P
16. Goodwill
Analysis of movement in goodwill follows:
June 30,
2014
(Unaudited)
P
=5,288,350
(3,684)
P
=5,284,666
December 31,
2013
(Audited)
=5,291,873
P
(20,061)
16,538
=5,288,350
P
Sky Cable
CTI and ABS-C
ABS-CBN International
Sapientis
June 30,
2014
(Unaudited)
P
=4,491,817
567,836
215,812
9,201
P
=5,284,666
December 31,
2013
(Audited)
=4,491,817
P
567,836
219,496
9,201
=5,288,350
P
June 30,
2014
(Unaudited)
P
=2,339,473
December 31,
2013
(Audited)
=1,929,302
P
4,049,815
4,137,246
2,275,581
1,154,040
316,830
1,610,835
278,029
191,247
98,326
61,716
P
=12,375,892
1,734,725
1,130,477
269,830
1,209,093
278,029
161,835
210,606
270,863
=11,332,006
P
Trade
Accrued expenses:
Production costs and other expenses
Salaries and other employee benefits
(see Note 28)
Taxes
Interest
Deferred revenue
Installment payable
Dividend payable
Due to related parties (see Note 22)
Others
Borrower
Parent Company
Sky Cable
PCC
ABS-CBN International
Parent Company
The details of interest-bearing loans and borrowings of the Parent Company are as follows:
Bank loans
Term loans:
Bonds payable
Loan agreement
Syndicated loans
Obligations under finance lease
(see Note 29)
Total
P
=
58,625
5,929,770
10,541,642
5,929,770
10,600,267
75,077
808,173
9,525,060
9,600,137
808,173
21,270
P
=79,895
46,469
P
=16,517,881
67,739
P
=16,597,776
23,954
=1,307,204
P
58,096
=9,583,156
P
82,050
=10,890,360
P
Bonds Payable. On January 23, 2014, the Philippine SEC approved the Parent Companys
offering of debt securities in the aggregate principal amount of up to P
=10 billion to be issued in
one or two tranches as approved by the BOD on November 29, 2013. The first tranche comprised
of fixed rate bonds amounting to P
=5 billion and an overallotment option of P
=1 billion (collectively
the Bonds).
On February 10, 2014 ABS-CBN Corporation issued fixed rate bonds amounting to P
=6 billion
with Banco de Oro (BDO) Capital & Investment Corporation, Bank of the Philippine Islands
(BPI) Capital and Hongkong and Shanghai Banking Corporation as joint-issue managers. The
bond has a term of seven years with a fixed interest rate of 5.335% p.a.. Interest on the bonds
shall be payable quarterly in arrears starting on May 10, 2014 for the first Interest Payment Date.
On the same date, the Parent Company listed the P
=6 billion worth of retail bonds in the Philippine
Dealing and Exchange Corporation. The Bonds had been rated PRS Aaa by the Philippine Rating
Services Corporation on December 27, 2013.
As of June 30, 2014, the Parent Company is in compliance with the provisions of this facility.
Unamortized debt issue cost, presented as a deduction from the Parent Companys long-term debt,
amounted to P
=70 million as of June 30, 2014.
Amortization of debt issue costs amounted to about P
=3 million for the six months ended June 30,
2014 (see Note 26).
Loan Agreement. On January 30, 2014, the BOD approved the refinancing of the Parent
Companys outstanding obligation under its existing P
=1,650 billion loan with Security Bank
Corporation (Security Bank) and Philippine National Bank.
On February 28, 2014, ABS-CBN secured the loan with term of four years with fixed rate
equivalent to 4.25% p.a.. The loan is intended to refinance existing indebtedness and fund
working capital requirements.
P
=100,733
Transaction costs
Debt discount
December 31,
2013
(Audited)
=104,081
P
=40,108
P
144,189
Schedule of Maturities and Repayments. Repayments of long-term debt based on nominal values
are scheduled as follows:
Year
2014
2015
2016
2017 and onwards
Loan
Agreement
P
=83,000
83,000
83,000
10,452,000
P
=10,701,000
Bonds
Payable
P
=
6,000,000
P
=6,000,000
Amount
P
=83,000
83,000
83,000
16,452,000
P
=16,701,000
Sky Cable
The details of interest-bearing loans and borrowings of the Sky Cable are as follows:
Bank loans
Obligations under finance lease
(see Note 29)
2,949
P
=30,949
2,807
=29,588
P
6,891
P
=2,927,988
9,840
P
=2,958,937
8,402
=2,930,906
P
11,209
=2,960,494
P
The loan agreements provided for certain requirements and restrictions with respect to, among
others, the use of the proceeds, maintenance of certain financial ratios, incurrence of additional
debt, sale or lease of all or substantially all of Sky Cables assets, declaration of cash dividends or
enter into merger or consolidation, except where Sky Cable is the surviving entity and it does not
result to a change in control.
As of June 30, 2014 and December 31, 2013, Sky Cable is in compliance with the provisions and
all of the financial ratios required by its creditors in the agreement.
Amortization of debt issue costs amounted to about P
=2 million and P
=1 million for the six months
ended June 30, 2014 and 2013, respectively (see Note 26).
The schedule of debt repayment based on nominal values is as follows:
Year
2014
2015
2016
2017
2018 and onwards
Amount
P
=30,000
30,000
30,000
960,000
1,920,000
P
=2,970,000
PCC
Omnibus Notes Facility and Security Agreement. This loan is supported by deed of pledge
executed by Sky Cable and the Continuing Suretyship Agreement executed by Sky Vision. It is
payable in quarterly installments commencing on July 16, 2013 with a maturity on April 1, 2019.
The agreement provided for certain requirements and restrictions with respect to, among others,
the use of the proceeds, maintenance of certain financial ratios, incurrence of additional debt, sale
or lease of all or substantially all of PCCs assets, declaration of cash dividends or enter into
merger or consolidation, except where PCC is the surviving entity and it does not result to a
change in control.
As of June 30, 2014, PCC is in compliance with the provisions and all of the financial ratios
required by its creditors in the agreement.
Amortization of debt issue costs amounted to about P
=473 thousand and P
=394 thousand for the six
months ended June 30, 2014 and 2013, respectively (see Note 26).
Amount
P
=4,000
8,000
8,000
8,000
764,000
P
=792,000
ABS-CBN International
The investment property acquired for which the loan was availed was pledged as collateral
(see Note 11).
The schedule of debt repayment is as follows:
Year
2014
2015
2016
2017
20182028
Amount
P
=859
1,793
1,899
2,011
31,081
P
=37,643
Amount
P309,374
=
263,152
=572,526
P
Customers deposits
Deferred credits
Asset retirement obligation
Others
December 31,
2013
(Audited)
=241,961
P
62,730
1,464
96,617
=402,772
P
21. Equity
Capital Stock
Details of authorized and issued capital stock as of June 30, 2014 and December 31, 2013 are as
follows:
June 30, 2014 (Unaudited)
December 31, 2013 (Audited)
Number of
Number of
Shares
Amount
Shares
Amount
(Amounts in Thousands, Except Number of Shares)
Common Shares - P
=1.0 par value
Authorized:
Balance at beginning of year
Reclassification to preferred shares
Balance at end of year
Issued:
Balance at beginning of year
Issuances
Balance at end of year
1,300,000,000
1,300,000,000
P
=1,300,000
P
=1,300,000
872,123,642
872,123,642
P
=872,124
P
=872,124
1,500,000,000
(200,000,000)
1,300,000,000
=1,500,000
P
(200,000)
=1,300,000
P
779,584,602
92,539,040
872,123,642
=779,585
P
92,539
=872,124
P
1,000,000,000
1,000,000,000
P
=200,000
P
=200,000
1,000,000,000
1,000,000,000
=
P
200,000
=200,000
P
Issued:
Balance at beginning of year
Issuances
Balance at end of year
1,000,000,000
1,000,000,000
P
=200,000
P
=200,000
1,000,000,000
1,000,000,000
=
P
200,000
=200,000
P
Below are the Parent Companys track record of the registration of securities:
Date of SEC Order
Rendered Effective or
Permit to Sell
Event
Registered and Listed Shares
(Original Shares)
Initial Public Offering (Primary)
Secondary *
ESOP*
40% stock dividends
50% stock dividends
100% stock dividends
50% stock dividends
Issuance
Issuance
Authorized
Capital Stock
Issued Shares
Issue
Price
=200,000
P
200,000
200,000
200,000
200,000
500,000
1,500,000
1,500,000
1,500,000
1,500,000
111,327,200
12,428,378
18,510,517
1,403,500
49,502,074
86,620,368
259,861,104
259,861,104
57,836,900
34,702,140
P1.00
=
15.00
15.00
15.00
1.00
1.00
1.00
1.00
43.125
43.225
The Parent Companys total number of common stockholders is 5,696 and 5,741 as of June 30,
2014 and December 31, 2013, respectively.
The Parent Companys total number of preferred shareholders is 191 as of June 30, 2014 and
December 31, 2013.
Retained Earnings
Unappropriated retained earnings available for dividend distribution is adjusted to exclude the
Parent Companys accumulated equity in net earnings of subsidiaries and associates amounting to
=838 million and P
P
=875 million for the six months ended June 30, 2014 and 2013, respectively.
Further, the Parent Companys loan agreement with its creditors limits the declaration of dividends
up to 50% of the net income after tax for the immediately preceding financial year. This limitation
has been in effect since 2004 resulting to an accumulation of unappropriated retained earnings
(see Note 18).
On January 30, 2014, the BOD approved the declaration and payment of 2% per annum cash
dividend on the Parent Companys preferred shares with a record date set for February 14, 2014
and payable on February 28, 2014.
On March 27, 2014, the BOD also approved the declaration of cash dividend of P
=0.60 per
common share or an aggregate amount of P
=523 million to all common stockholders of record as of
April 16, 2014 payable on May 7, 2014.
On April 23, 2013, the BOD approved the declaration of cash dividend of P
=0.40 per share or an
aggregate amount of P
=297 million to all stockholders of record as of May 10, 2013 payable on
June 6, 2013.
On February 27, 2013, the BOD approved the reversal of appropriated retained earnings
amounting to P
=8,300 million to unappropriated retained earnings. On the same date, the
Companys BOD approved the appropriation of retained earnings of P
=16,200 million, including
the specific projects and timeline. The appropriated retained earnings is set aside for capital
expenditures particularly for the purchase of Parent Companys property and equipment needed
for business operations and expansion over a period of five years.
38,178,209
3,376,400
41,554,609
P
=1,164,146
99,950
P
=1,264,096
38,178,209
38,178,209
=1,164,146
P
=1,164,146
P
On February 25, 2014, the BOD approved the buy-back of ABS-CBN common shares or PDRs
issued by ABS-CBN Holdings in the aggregate amount of P
=500 million for a period of one year
from February 25, 2014.
Nature
Associate
Blocktime fees paid by the Parent Company and
Studio 23 to Amcara
Entities under Common Control
Expenses paid by ABS-C to Bayantel, a subsidiary of
Lopez, Inc., and other related parties
Expenses paid by Sky Cable to Bayantel and other
related parties
Expenses paid by the Parent Company and subsidiaries
to Goldlink Securities and Investigative Services, Inc.
(Goldlink), Bayantel and other related parties
Airtime revenue from Bayantel and A CJ O
Expenses and charges paid for by the Parent Company
which are reimbursed by the concerned
related parties
Termination cost charges of Bayantel to ABS-CBN
Global
Others
Donation to ABS-CBN Lingkod Kapamilya
Foundation,Inc. (ABS-CBN Lingkod Kapamilya,
formerly ABS-CBN Foundation, Inc.)
Blocktime fees
P
= 17,155
=15,702
P
155,712
127,691
131,617
75,920
83,610
83,048
Airtime fees
Rent and utilities
30,240
8,513
19,523
14,850
Termination cost
4,409
20,127
18,992*
*Net proceeds from sale of Tulong Na, Tabang Na, Tayo Na shirts.
The related receivables from related parties, presented under Trade and other receivables
account and payables to related parties, presented under Trade and other payables account in the
consolidated statements of financial position, are as follows:
Relationship*
Terms
Due from
(see Note 7)
Bayantel
Affiliate
Amcara
Associate
First Philippine
Holdings
Corporation
(FPHC)
Inaec Aviations
Corporation
Affiliate
ABS-CBN Lingkod
Kapamilya
ALA Sports
Lopez Holdings
A CJ O
Star Cinema
Goldlink
Rockwell Land
Corporation
(Rockwell Land)
Others
Affiliate
Conditions
P
= 292,136
=177,868
P
144,827
146,031
34,336
27,753
Unsecured,
no impairment
19,746
Unsecured,
no impairment
19,119
66,013
Unsecured,
no impairment
18,750
Unsecured,
no impairment
11,696
11,468
Unsecured,
no impairment
10,951
10,797
Unsecured,
no impairment
7,923
7,923
Unsecured,
no impairment
5,729
3,783
Unsecured,
no impairment
2,388
2,545
Unsecured,
no impairment
10,699
10,802
P
= 578,300
=464,983
P
P
= 55,858
=55,858
P
26,148
7,415
Total
Due to (see Note 17)
Sky Cable Net, Inc.
Affiliate
Lopez, Inc.
Ultimate parent
(Forward)
ABS-CBN Lingkod
Kapamilya
Beyond Cable
Holdings, Inc.
Others
Relationship*
Terms
Corporate social 30 days upon receipt of
responsibility
billings; noninterestsector of
bearing
ABS-CBN
Affiliate
30 days upon receipt of
billings; noninterestbearing
Affiliates
30 days upon receipt of
billings; noninterestbearing
Conditions
Unsecured
120,631
Unsecured
16,690
Unsecured
16,320
10,012
P
= 98,326
=210,606
P
Total
**Affiliate pertains to various entities under common control of Lopez, Inc., ultimate parent company.
a. The Parent Company own the program rights being aired in UHF Channel 23 of Amcara. The
Parent Company has an existing blocktime agreement with Amcara for its provincial
operations.
b. Sky Cable has entered into an agreement with Bayantel for the grant of Indefeasible Right of
Use (IRU) in certain capacities in the network. Operation and maintenance fees paid by Sky
Cable to Bayantel amounted to P
=5 million as of December 31, 2013 (see Note 29).
c. Advances to employees and talents amounted to P
=297 million and P
=299 million as of June 30,
2014 and December 31, 2013, respectively (see Note 7).
d. Share-based payment amounted to nil and P
=34 million as of June 30, 2014 and December 31,
2013, respectively.
e. On April 21, 2014, BOD approved the arms length loan agreement entered by Parent
Company and Play Innovations, Inc. On May 28, 2014, the Parent Company extended credit
to Play Innovations, Inc. amounted to P
=500 million. The loan has a term of one year with
fixed rate equivalent to 6% p.a..
f.
Other transactions with related parties include cash advances for working capital
requirements.
P
=3,125,961
817,872
452,437
320,227
278,926
210,846
148,512
84,013
23,268
15,338
122,207
P
=5,599,607
=3,198,489
P
929,599
590,381
176,743
291,681
226,796
191,576
88,550
23,567
16,714
92,029
=5,826,125
P
Other program expenses consist of production expenses including, but not limited to, prizes and
other expenses related to the promotional activities of various programs during the year.
Amortization of movie in-process and filmed entertainment are recorded as part of Cost of
services under each applicable expense account.
Cost of sales consists of the following:
Others consist mainly of stationery and office supplies and other expenses.
124,483
8,528
9,182
7,755
3,535
23,722
510
=387,897
P
P
=491,788
Others mainly consist of income from workshops and trainings, service fees and miscellaneous
income and expenses.
27. Income Tax and Registration with the Philippine Economic Zone Authority (PEZA)
The provision for (benefit from) income tax follows:
Current
Deferred
The components of consolidated net deferred tax assets and liabilities of the Company are as
follows:
Deferred tax liabilities Excess of the fair value over the book value of
net assets acquired
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
P
=1,272,014
486,399
319,179
=1,173,192
P
190,655
288,389
258,557
230,353
306,958
153,329
(218,393)
176,964
59,334
(222,666)
216,860
51,668
50,784
34,238
(11,597)
2,605
54,608
24,763
(19,515)
8,078
(191,237)
P
=2,469,200
(84,536)
50,646
=2,192,429
P
P
=138,271
=299,798
P
The details of the deductible temporary differences, NOLCO and MCIT of certain subsidiaries for
which no deferred tax assets were recognized are as follows:
June 30,
2014
(Unaudited)
P
=1,106,649
404,774
155,724
49,575
December 31,
2013
(Audited)
=1,052,820
P
386,752
144,315
165,249
22,790
12,800
9,926
152,503
P
=1,914,741
104,736
4,077
9,167
153,421
=2,020,537
P
Expiry Dates
December 31, 2014
December 31, 2015
December 31, 2016
December 31, 2017
Amount
=2,379
P
28,717
11,879
1,417
=44,392
P
Expiry Dates
December 31, 2014
December 31, 2015
December 31 ,2016
December 31 ,2017
Amount
P176,227
=
204,312
631,690
978,358
=1,990,587
P
As of June 30, 2014 and December 31, 2013, deferred tax liability on undistributed earnings of
ABS-CBN Global, holding company of the Parent Companys foreign subsidiaries, amounting to
=1,323 million and P
P
=1,299 million, respectively, has not been recognized because the Parent
Company has control over such earnings, which have been earmarked for expansion in the
Companys foreign operations and are not expected to reverse in the foreseeable future.
The reconciliation of statutory tax rate to effective tax rates applied to income before income tax is
as follows:
(7)
2
(2)
1
(17)
8%
(1)
28%
Pension obligation
Other employee benefits
Current portion
Noncurrent portion
June 30,
2014
(Unaudited)
P
=3,508,622
1,547,223
P
=5,055,845
December 31,
2013
(Audited)
=3,371,676
P
1,498,364
=4,870,040
P
P
=646,022
4,409,823
P
=5,055,845
=678,958
P
4,191,082
=4,870,040
P
a. Pension Plan
The Companys pension plans are composed of funded (Parent Company and Sky Cable) and
unfunded (other subsidiaries), noncontributory and actuarially computed pension plans, except
for ABS-CBN International (contributory) covering substantially all of its employees. The
benefits are based on years of service and compensation during the last year of employment.
The Parent Companys retirement plan is a noncontributory defined benefit plan covering all
regular employees. Benefits are based on the employees years of service and final monthly
salary. Actuarial valuation is performed every year-end.
The following tables summarize the components of consolidated net pension expense
recognized in the consolidated statements of income and accrued pension obligation
recognized in the consolidated statements of financial position:
Net Pension Expense
June 30,
2014
(Unaudited)
P
=5,366,867
(1,858,245)
P
=3,508,622
December 31,
2013
(Audited)
=4,952,976
P
(1,581,300)
=3,371,676
P
December 31,
2013
(Audited)
(Percentage)
14.3
5.9
76.2
3.6
100.0
16.9
6.2
72.9
4.0
100.0
The ranges of principal assumptions used as of January 1, 2014 and 2013 in determining
pension benefit obligations for the Companys plans are shown below:
Discount rate
Future salary rate increases
June 30,
2014
(Unaudited)
4.6%6.1%
4.0%11.0%
December 31,
2013
(Audited)
4.6%6.1%
4.0%11.0%
ABS-CBN
On March 11, 2010, the BOD approved the re-constitution of the retirement committee who
will actively manage the pension fund.
The retirement committee is composed of five members, four of whom are executive staff of
the Parent Company and beneficiaries of the plan.
The retirement committee of the beneficial trust fund uses an investment approach with the
objective of maximizing the long-term expected return of plan assets. The plans investment
portfolio seeks to achieve regular income, long-term capital growth and consistent
performance over its own portfolio benchmark. In order to attain this objective, the Trustees
mandate is to invest in a diversified portfolio of fixed income and equities. The investment
portfolio consists of investment in equity and fixed income securities of 81% and 19% as of
June 30, 2014 and 78% and 22% as of December 31, 2013.
On July 27, 2010, the retirement committee of the retirement fund approved the following:
a. Acquisition of ABS-CBN securities to fully fund the retirement fund deficiency;
b. Allow the acquisition of Lopez Holdings shares and shares of other listed companies;
c. Migrate to an investment management account arrangement in lieu of a Trusteed
arrangement with BDO; and
d. Appoint an investment officer of the retirement plan.
The market value of ABS-CBN asset allocation as at June 30, 2014 and December 31, 2013
are as follows:
Fixed Income:
Short-term
Medium and long-term:
Government securities
Corporate bonds
Preferred shares
Equities:
Investment in shares of stock and other
securities of related parties
Common shares and unit investment trust fund
(UITF)
June 30,
2014
(Unaudited)
December 31,
2013
(Audited)
P
=37,288
=29,279
P
206,870
81,014
5,195
202,755
78,353
5,450
1,161,829
935,900
242,294
P
=1,734,490
206,584
=1,458,321
P
Short-term Fixed Income. Short-term fixed income investment includes time deposit, special
deposit account and special savings account with interest ranging from 0.5% to 2.3% and
2.0% to 4.0% as of June 30, 2014 and December 31, 2013, respectively.
Medium and Long-term Fixed Income. Investments in medium and long-term fixed income
include Philippine peso-denominated bonds, such as government securities, corporate bonds,
notes and debt securities and equity investment in preferred shares.
Government securities include treasury bills and fixed-term treasury notes bearing interest
ranging from 2% to 11% and 2% to 9% as of June 30, 2014 and December 31, 2013,
respectively. These securities are fully guaranteed by the government of the Republic of the
Philippines.
Investment in unsecured corporate bonds has a total cost of P
=78 million and P
=77 million with
terms ranging from 5 to 15 years as of June 30, 2014 and December 31, 2013. Yield to
maturity rate ranges from 4% to 8% and 7% to 8% as of June 30, 2014 and December 31,
2013, respectively. Total gain amounted to P
=1 million as of June 30, 2014 and December 31,
2013.
Investment in preferred stock refers to 50,000 shares with a total cost of P
=5 million as of June
30, 2014 and December 31, 2013. Gain from investments amounted to P
=129 thousand and
=450 thousand of June 30, 2014 and December 31, 2013, respectively. The market value of
P
preferred stock is P
=5 million as of June 30, 2014 and December 31, 2013. In 2013, option to
redeem the 170,000 shares was exercised.
Equities. These pertain to investments in shares of stock and other securities of related parties
and other companies listed in the PSE.
Investments in Shares of Stock and Other Securities of Related Parties. These pertain to
investments in ABS-CBN PDRs and common shares and Lopez Holdings and Rockwell Land
common shares.
June 30, 2014 (Unaudited)
Number of
Shares
23,800
19,704,158
69,777,680
17,103,433
106,609,071
Cost
P
=704
765,281
230,137
34,476
P
=1,030,598
Market Value
P
=881
755,654
373,311
31,983
P
=1,161,829
Unrealized
Gain (Loss)
P
=176
(9,627)
143,174
(2,493)
P
=131,230
Number of
Shares
23,800
19,704,158
69,777,680
17,103,433
106,609,071
Cost
=704
P
765,281
230,137
34,476
=1,030,598
P
Market Value
=772
P
630,533
279,111
25,484
=935,900
P
Unrealized
Gain (Loss)
=68
P
(134,748)
48,974
(8,992)
(P
=94,698)
Additional PDRs were acquired in 2011 and 2012 in open market at an average price of
=29.92 each. This brings the average price of all PDRs acquired to about P
P
=39.08 each. In
2013, the retirement fund purchased additional 76,000 shares of PDRs at P
=42.12, which
increased total PDRs shares held in trust with BDO to 580,058 shares. As of June 30, 2014
and December 31, 2013, the value of each PDR is at P
=32.00 and P
=38.35, respectively.
Total gain (loss) from investments in shares of stock and other securities of related parties
amounted to P
=131 million and (P
=95) million as of June 30, 2014 and December 31, 2013,
respectively.
Investments in Common Shares and UITF. Common shares pertain to 11,084,743 shares and
6,610,649 shares listed in the PSE as of June 30, 2014 and December 31, 2014, respectively,
with market value of P
=232 million and P
=198 million as of June 30, 2014 and December 31,
2013, respectively. UITF has a market value of P
=10 million and P
=9 million as of June 30,
2014 and December 31, 2013, respectively. Total gain from these investments amounted to
=30 million and P
P
=12 million as of June 30, 2014 and December 31, 2013, respectively.
Sky Cable
Sky Cables retirement benefit fund is being maintained by trustee banks, BDO and Rizal
Commercial Banking Corporation.
In 2013, PCC contributed P
=540 thousand to the retirement fund and no withdrawals were
made during the year.
The carrying value of Sky Cable asset allocation as of June 30, 2014 and December 31, 2013
are as follows:
June 30,
2014
(Unaudited)
P
=24,599
December 31,
2013
(Audited)
=20,258
P
58,197
29,128
66,869
23,128
7,200
4,631
P
=123,755
7,270
5,454
=122,979
P
Short-term Fixed Income. Short-term fixed income investment includes time deposit, special
deposit account and special savings account with interest ranging from 2.0% and 2.3% to
6.7% as of June 30, 2014 and December 31, 2013, respectively.
Medium and Long-term Fixed Income. Investment in medium and long-term fixed income
include Philippine peso-denominated bonds, such as government securities, corporate bonds,
notes and debt securities.
Investment in Government Securities. Investment in government securities include treasury
bills and fixed-term treasury notes bearing interest ranging from 1.6% to 11.1% and 3.3% to
11.1% as of June 30, 2014 and December 31, 2013, respectively. These securities are fully
guaranteed by the government of the Republic of the Philippines. Total gain from investments
in government securities amounted to P
=4 million and P
=6 million as of June 30, 2014 and
December 31, 2013, respectively.
Investment in Corporate Bonds. A total cost of P
=24 million and P
=14 million unsecured bonds
with terms ranging from 5 to 10 years and 3 to 25 years as of June 30, 2014 and December 31,
2013, respectively. Yield to maturity rate ranges from 4.6% to 8.5% and 4.6% to 8.5% with a
gain of P
=628 thousand as of June 30, 2014 and December 31, 2013.
Investments in Shares of Stock of Related Parties. These refer to investments in preferred
shares of First Gen and FPHC, which are listed in the PSE.
Total cost and market value of investments in shares of stock of First Gen amounted to
=7 million as of June 30, 2014 and December 31, 2013. Total gain from investments in
P
preferred shares amounted to P
=160 million and P
=900 thousand as of June 30, 2014 and
December 31, 2013, respectively.
Consolidated changes in the present value of the defined benefit obligation are as follows:
June 30,
2014
(Unaudited)
P
=1,498,364
133,070
33,676
(117,887)
P
=1,547,223
December 31,
2013
(Audited)
=1,238,328
P
370,456
67,352
(132,232)
(45,540)
=1,498,364
P
The sensitivity analysis below has been determined based on reasonably possible changes of each
significant assumption on the defined benefit obligation as of the end of the reporting period,
assuming all other assumptions were held constant:
December 31, 2013
(Audited)
Increase (Decrease) in
Defined Benefit Obligation
Discount rate:
Increase by 1%
Decrease by 1%
Future salary increases:
Increase by 1%
Decrease by 1%
(P
=615,231)
724,800
616,239
(530,890)
Year
2014
2015 to 2018
2019 to 2023
2024 and beyond
December 31,
2013
=293,437
P
751,362
2,730,221
29,240,963
The average duration of the defined benefit obligation at the end of the period is 21 years.
29. Commitments
Deal Memorandum with DirecTV
ABS-CBN Internationals share in the subscription revenue earned from subscribers that have
migrated to DirectTV amounted to P
=318 million and P
=292 million for the six months ended
June 30, 2014 and 2013, respectively.
Operating Lease
As Lessee. The Parent Company and subsidiaries lease office facilities, space and satellite
equipment. Future minimum rental payable under non-cancelable operating leases are as follows:
June 30,
2014
(Unaudited)
P
=503,465
414,726
P
=918,191
December 31,
2013
(Audited)
=509,199
P
618,230
=1,127,429
P
As Lessor. The Parent Company has entered into commercial property leases on its building,
consisting of the Parent Companys surplus office buildings. These non-cancelable leases have
remaining non-cancelable lease terms of 3 to 5 years. All leases include a clause to enable upward
revision of the rental charge on a predetermined rate.
Future minimum rental receivable under non-cancelable operating leases are as follows:
June 30,
2014
(Unaudited)
P
=50,565
197,102
P
=247,667
December 31,
2013
(Audited)
=111,913
P
157,931
=269,844
P
June 30,
2014
(Unaudited)
P
=29,052
57,541
86,593
9,014
77,579
24,219
P
=53,360
December 31,
2013
(Audited)
=32,574
P
72,852
105,426
12,167
93,259
26,761
=66,498
P
Sky Cable has entered into an agreement with Bayantel for the grant of IRU in certain capacities
in the network. As of December 31, 2013, Sky Cable has fully paid Bayantel for the grant of IRU
amounting to P
=82 million (see Note 22). There are no future lease payments expected from this
agreement.
Purchase Commitments
Sky Cable has commitments with various program suppliers for a period of 1 to 5 years. Channel
license fees are based on fixed and variable rates. Estimated fees for the next four years are as
follows:
Year
Within one year
After one year but not more than five years
Amount*
=477,815
P
1,585,337
*Includes variable fees based on the number of active subscribers as of December 31, 2013.
The estimated fees include channel license fees contracted by Sky Cable for its subsidiaries,
amounting to P
=106 million, for which Sky Cable will be reimbursed.
Network Sharing Agreement
On May 28, 2013, ABS-CBN announced its network sharing agreement with Globe Telecom, Inc.
(Globe). This partnership enables ABS-CBN to deliver ABS-CBN content and offer traditional
telecommunication services on mobile devices. Through the network-sharing agreement, Globe
will provide capacity and coverage on its existing cellular mobile telephony network to ABS-C on
a nationwide basis. The parties may also share assets such as servers, towers and switches.
Construction Contracts
Play Innovations, Inc., a subsidiary of ABS-CBN Theme Parks, entered into various construction
contracts for the development of an educational theme park under the franchise license of
KidZania brand in the Philippines. Total contract value committed for the significant construction
contracts amounted to P
=350 million as of December 31, 2013.
Channel Distribution Agreement
ABS-CBN Middle East entered into an agreement with Orbit Showtime Network (OSN) effective
November 1, 2013, whereby ABS-CBN Middle East has awarded the rights of distribution of its
content to OSN against a license fee at the predetermined rate per subscriber as per the agreement,
subject to minimum license fee per month.
As evidenced by the quarterly financial certificates that the Company issued to its lenders, all
financial ratios are within the required limits all throughout 2014 and 2013 as follows:
2014 Financial Ratios
Loan Agreement
Debt to equity
Debt service coverage ratio
2013 Financial Ratios
Loan Agreement
Debt to equity
Debt service coverage ratio
SCA Facility, BDO Facility,
Syndicated Loan Facility,
Combined Facility
Agreements
Debt to earnings before income tax,
depreciation and amortization
Earnings before income tax to
financing cost
Required
Less than or equal to 2.50
Greater than or equal to 1.10
Required
1st Quarter
2nd Quarter
1.51
15.73
1.47
14.80
1st Quarter
2nd Quarter
3rd Quarter
4th Quarter
1.31
8.08
1.17
11.64
1.14
7.32
1.24
6.46
1.61
1.86
1.93
2.17
5.00
4.00
3.88
4.23
The following table shows the financial ratios that Sky Cable is required to maintain in accordance
with the DRA:
Financial ratios
Total liabilities to equity
Debt service coverage ratio
Required
Maintain at all times not exceeding 2:1
Maintain at least 1.5 times
2013
0.97
6.04
2014
1.29
8.25
Financial Assets
Loans and receivables:
Deposits (included under Other
noncurrent assets account in the
consolidated statements of financial
position)
AFS investments - quoted
Financial Liabilities
Other financial liabilities at amortized cost:
Interest-bearing loans and borrowings
Obligations for program rights
Convertible note
Customers deposits (included as part of
Other noncurrent liabilities)
Carrying
Amount
Fair Value
Level 1
Level 2
Level 3
P
=140,663
130,811
P
=271,474
P
=128,110
130,811
P
=258,921
P
=
130,811
P
=130,811
P
=
P
=
P
=128,110
P
=128,110
P
=20,382,630
530,779
252,062
P
=20,033,969
572,526
300,771
P
=
P
=
572,526
P
=20,033,969
300,771
259,211
P
=21,424,682
309,555
P
=21,216,821
P
=
P
=572,526
309,555
P
=20,644,295
Financial Assets
Loans and receivables:
Deposits (included under Other
noncurrent assets account in the
consolidated statements of financial
position)
AFS investments - quoted
Financial Liabilities
Other financial liabilities at amortized cost:
Interest-bearing loans and borrowings
Obligations for program rights
Convertible note
Customers deposits (included as part of
Other noncurrent liabilities)
Carrying
Amount
Fair Value
Level 1
Level 2
Level 3
=121,934
P
128,359
=250,293
P
=109,892
P
128,359
=238,251
P
=
P
128,359
=128,359
P
=
P
=
P
=109,892
P
=109,892
P
=14,680,050
P
725,205
245,195
=16,306,382
P
774,205
281,678
=
P
=
P
774,205
=16,306,382
P
281,678
269,616
=15,920,066
P
290,445
=17,652,710
P
=
P
=774,205
P
290,445
=16,878,505
P
Term loans
Obligations for Program Rights. Estimated fair value is based on the discounted value of future
cash flows using the applicable risk-free rates for similar types of loans adjusted for credit risk.
Convertible Note. Fair value was computed based on the discounted value of future cash flows
using the PDST-R2 rate plus 1% credit spread.
Customers Deposits. The fair values were calculated by discounting the expected future cash
flows at prevailing PDST-F rate plus applicable credit spread ranging from 2.85% to 4.98% and
1.0% to 4.8% in as of June 30, 2014 and December 31, 2013, respectively.
There were no transfers between levels in the fair value hierarchy as of June 30, 2014 and
December 31, 2013.
Offsetting of Financial Assets and Liabilities
There is no offsetting of financial assets and liabilities as of June 30, 2014 and December 31,
2013.
P
=1,161,983
(3,333)
=1,343,876
P
(2,667)
P
=1,158,650
=1,341,209
P
797,137,500
(2,059,417)
795,078,083
741,406,393
15,423,173
756,829,566
P
=1.457
=1.772
P
The Company has no dilutive potential common shares outstanding, therefore basic EPS is the
same as diluted EPS.