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 May, 2019
 
GRUPO TELEVISA, S.A.B.
(Translation of registrant’s name into English)
 
 
Av. Vasco de Quiroga No. 2000, Colonia Santa Fe 01210, Mexico City, Mexico
(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
          
 
 



Quarterly Financial Information

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[105000] Management commentary


Management commentary
 
 
Mexico City, May 3, 2019 — Grupo Televisa, S.A.B. (NYSE:TV; BMV: TLEVISA CPO; “Televisa” or the “Company”), today announced audited results for full year and fourth quarter 2018. The results have been prepared in accordance with International Financial Reporting Standards (“IFRS”).

The following table sets forth condensed consolidated statements of income for the years ended December 31, 2018 and 2017, in millions of Mexican pesos, as well as the percentage that each line represents of net sales and the percentage change when comparing 2018 with 2017:
 
 
2018
Margin
%
2017
Margin
%
Change
%
Net sales
101,282.3
100.0
94,274.2
100.0
7.4
Net income
7,615.3
7.5
6,577.5
7.0
15.8
Net income attributable to stockholders of the Company
6,009.4
5.9
4,524.5
4.8
32.8
Segment net sales
106,094.4
100.0
97,618.4
100.0
8.7
Operating segment income (1)
40,679.2
38.3
37,456.8
38.4
8.6
(1) The operating segment income margin is calculated as a percentage of segment net sales.
 
Net sales increased by 7.4% to Ps.101,282.3 million in 2018 compared with Ps.94,274.2 million in 2017. This increase was attributable to the growth in Content and Cable segments revenues. Operating segment income increased by 8.6%, reaching Ps.40,679.2 million with a margin of 38.3%.

Net income attributable to stockholders of the Company amounted to Ps.6,009.4 million in 2018, compared with Ps.4,524.5 million in 2017. The net increase of Ps.1,484.9 million, or 32.8%, mainly reflected (i) a Ps.3,948.6 million favorable change in other income or expense, net; and (ii) a Ps.3,358.7 million increase in income before depreciation and amortization. These favorable variances were partially offset by (i) a Ps.3,474.8 million increase in finance expense, net; (ii) a Ps.1,380.4 million decrease in share of income of associates and joint ventures; (iii) a Ps.1,297.9 million increase in depreciation and amortization; and (iv) a Ps.116.4 million increase in income taxes.  

Disclosure of nature of business
 
Televisa, is a leading media company in the Spanish-speaking world, an important cable operator in Mexico, and an operator of a leading direct-to-home satellite pay television system in Mexico. Televisa distributes the content it produces through several broadcast channels in Mexico and in over 50 countries through 26 pay-tv brands and television networks, cable operators and over the top or “OTT” services. In the United States, Televisa´s audiovisual content is distributed through Univision, the leading media company serving the Hispanic market. Univision broadcasts Televisa’s audiovisual content through multiple platforms in exchange for a royalty payment. In addition, Televisa has equity and Warrants which upon their exercise would represent approximately 36% on a fully-diluted, as-converted basis of the equity capital in UHI, the controlling company of Univision. Televisa’s cable business offers integrated services, including video, high-speed data and voice services to residential and commercial customers as well as managed services to domestic and international carriers through five cable multiple system operators in Mexico. Televisa owns a majority interest in Sky, a leading direct-to-home satellite pay television system in Mexico, operating also in the Dominican Republic and Central America. Televisa also has interests in magazine publishing and distribution, radio production and broadcasting, professional sports and live entertainment, feature-film production and distribution, and gaming.
 
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Disclosure of management's objectives and its strategies for meeting those objectives
 
We intend to leverage our position as a leading media company in the Spanish-speaking world to continue expanding our business while maintaining profitability and financial discipline. We intend to do so by maintaining our leading position in the Mexican television market, by continuing to produce high quality programming and by improving our sales and marketing efforts while maintaining high operating margins and expanding our cable business.
 
We also intend to continue developing and expanding Sky, our DTH platform, and our cable business. We will continue to strengthen our position and will continue making additional investments, which could be substantial in size, in the cable industry in accordance with the consolidation of the cable market in Mexico.
 
We intend to continue to expand our business by developing new business initiatives and/or through business acquisitions and investments in Mexico, the United States and elsewhere. However, we continue to evaluate our portfolio of assets, in order to determine whether to dispose of select non-core operations .
 
Disclosure of entity's most significant resources, risks and relationships
 
We expect to fund our operating cash needs during 2018, other than cash needs in connection with any potential investments and acquisitions, through a combination of cash from operations and cash on hand. We intend to finance our potential investments or acquisitions in 2018 through available cash from operations, cash on hand and/or borrowings. The amount of borrowings required to fund these cash needs in 2018 will depend upon the timing of such transactions and the timing of cash payments from advertisers under our advertising sales plan.
 
The investing public should consider the risks described as follows, as well as the risks described in “Key Information_Risk Factors” in the Company’s Annual Report 2018, which are not the only risks the Company faces. Risks and uncertainties unknown by the Company, as well as those that the Company currently considers as not relevant, could affect its operations and activities.
 
Risk Factors Related with Political Developments :

•   Imposition of fines by regulators and other authorities could adversely affect our financial condition and results of operations
•   Social Security Law
•   Federal Labor Law
•   Mexican tax laws
•   Regulations of the General Health Law on advertising
•   Weaknesses in internal controls over financial reporting
•   Changes in U.S. tax law
•   Mexican Securities Market Law
•   Renewal or revocation of our concessions

Risk Factors Related to our Business:

•   Control of a stockholder
•   Measures for the prevention of the taking of control
•   Competition
•   Seasonal nature of our business
•   Loss of transmission or loss of the use of satellite transponders
•   Incidents affecting our network and information systems or other technologies
•   Results of operations of UHI
•   Uncertainty in global financial markets
•   Inflation Rates and High Interest Rates in Mexico
•   Renegotiation of Trade Agreements or other changes in foreign policy by the presidential administration in the United States
•   Political events in Mexico
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Disclosure of results of operations and prospects
 
The following table presents full year consolidated results ended December 31, 2018 and 2017, for each of our business segments. Full year consolidated results for 2018 and 2017 are presented in millions of Mexican pesos.

Net Sales
2018
%
2017
 %
Change
%
Subtotal Content
36,490.1
34.4
33,997.2
34.8
7.3
World Cup rights
2,733.6
2.6
n/a
n/a
n/a
Content
39,223.7
37.0
33,997.2
34.8
15.4
Sky
22,002.2
20.7
22,196.6
22.7
(0.9)
Cable
36,233.0
34.2
33,048.3
33.9
9.6
Other Businesses
8,635.5
8.1
8,376.3
8.6
3.1
Segment Net Sales
106,094.4
100.0
97,618.4
100.0
8.7
Intersegment Operations (1)
(4,812.1)
 
(3,344.2)
 
(43.9)
Net Sales
101,282.3
 
94,274.2
 
7.4


Operating Segment Income (2)
2018
Margin
 %
2017
Margin
%
Change
%
Subtotal Content
13,444.6
36.8
12,825.3
37.7
4.8
World Cup rights
1,410.5
51.6
n/a
n/a
n/a
Content
14,855.1
37.9
12,825.3
37.7
15.8
Sky
9,767.3
44.4
10,106.6
45.5
(3.4)
Cable
15,302.5
42.2
14,034.8
42.5
9.0
Other Businesses
754.3
8.7
490.1
5.9
53.9
Operating Segment Income
40,679.2
38.3
37,456.8
38.4
8.6
Corporate Expenses
(2,154.7)
(2.0)
(2,291.0)
(2.3)
5.9
Depreciation and Amortization
(19,834.2)
(19.6)
(18,536.3)
(19.7)
(7.0)
Other Expense, net
1,562.3
1.5
(2,386.3)
(2.5)
n/a
Operating Income
20,252.6
20.0
14,243.2
15.1
42.2
1 For segment reporting purposes, intersegment operations are included in each of the segment operations.
2 Operating segment income is defined as operating income before depreciation and amortization, corporate expenses, and other expense, net.
 
During the fourth quarter of 2017, we suspended certain operations related to our publishing and gaming businesses, the effects of these operations on net sales for 2017 amounted to Ps.688.0 million; and in the operating income or loss for 2017 amounted to losses of Ps.67.2 million. These effects are presented in the Other Businesses segment.

Content
Fourth quarter sales increased by 0.3% to Ps.10,642.8 million compared with Ps.10,605.8 million in fourth quarter 2017.

Full year sales increased by 15.4% to Ps.39,223.7 million compared with Ps.33,997.2 million in 2017.


Millions of Mexican pesos
2018
%
2017
%
Change
%
Advertising
21,154.9
53.9
20,719.1
61.0
2.1
Network Subscription Revenue
4,814.3
12.3
4,058.1
11.9
18.6
Licensing and Syndication
10,520.9
26.8
9,220.0
27.1
14.1
Subtotal Content
36,490.1
93.0
33,997.2
100.0
7.3
World Cup rights
2,733.6
7.0
n/a
n/a
n/a
Net Sales
39,223.7
100.0
33,997.2
100.0
15.4


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Advertising

Advertising fourth quarter revenue decreased by 3.7% to Ps.6,565.1 million compared with Ps.6,820.5 million in fourth quarter 2017. Fourth quarter decrease is explained by a substantial decrease in advertising sold to government entities. Full year advertising revenue increased by 2.1%.

We concluded the negotiation of the upfront for a total amount of Ps.16.4 billion, in line with that of the prior year.

Network Subscription Revenue

Fourth-quarter Network Subscription revenue increased by 9.3% to Ps.1,251.6 million compared to Ps.1,145.1 million in fourth-quarter 2017.

Full year Network Subscription revenue increased by 18.6%. The full year increase is mainly explained by the new offerings of our networks which now includes additional rights that resulted in higher overall price. This came into effect in the fourth quarter of 2017.

Licensing and Syndication

Fourth-quarter Licensing and Syndication revenue increased by 7.0% to Ps.2,826.1 million compared to Ps.2,640.2 million in fourth-quarter 2017. Fourth-quarter royalties from Univision reached U.S.$88.0 million compared to U.S.$78.8 million in the fourth-quarter 2017. Royalties in the fourth quarter were negatively affected by a one-time U.S.$65.1 million revenue adjustment in Univision.

For the full year 2018 royalties from Univision reached U.S.$383.6 million. The full year increase of 22.2% in royalties is mainly explained by the step up in the royalty rate, partially compensated by lower revenues of Univision, primarily due to the loss of the carriage of Univision networks by Dish.

World Cup
This year, Content sales benefited from the sublicensing of certain broadcast and digital rights of the 2018 Soccer World Cup in Mexico and other Latin American markets, by Ps.2,733.6 million.

Fourth quarter operating segment income for our Content segment increased by 3.0% to Ps.4,036.7 million compared with Ps.3,919.5 million in fourth quarter 2017; the margin was 37.9%.

Full-year operating segment income for our Content segment increased by 15.8% to Ps.14,855.1 million compared with Ps.12,825.3 million in 2017. The margin was 37.9%.
 
Sky
Fourth quarter sales decreased by 1.9% to Ps.5,461.9 million compared with Ps.5,568.9 million in fourth quarter 2017. During the quarter, Sky lost 198,617 video revenue generating units, or RGUs.

Full year sales decreased by 0.9% to Ps.22,002.2 million compared with Ps.22,196.6 million in 2017. The number of net video RGUs decreased by 365,486 during the year to 7,637,040 as of December 31, 2018. Sky ended the quarter with 159,027 video RGUs in Central America and the Dominican Republic.

The loss of video RGUs is mainly explained by the disconnections of some customers following our transmission of the World Cup in the second and third quarters. On the other hand, during 2018, Sky added 92 thousand broadband RGUs.

The following table sets forth the breakdown of RGUs per service type for Sky as of December 31, 2018 and 2017.

RGUs
2018
2017
Video
7,637,040
8,002,526
Broadband
91,841
-
Total RGUs
7,728,881
8,002,526

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Fourth quarter operating segment income decreased by 4.7% to Ps.2,214.6 million compared with Ps.2,324.1 million in fourth quarter 2017, and the margin was 40.5%. The decrease in margin is explained by the launch of the bundle packages of Blue Telecomm and Sky.

Full year operating segment income decreased by 3.4% to Ps.9,767.3 million compared with Ps.10,106.6 million in 2017, and the margin was 44.4%.

Cable
Fourth quarter sales increased by 10.8% to Ps.9,517.7 million compared with Ps.8,592.9 million in fourth quarter 2017.

Full year sales increased by 9.6% to Ps.36,233.0 million compared with Ps.33,048.3 million in 2017.

Total revenue generating units or RGUs reached 11.8 million including the acquisition of part of the residential fiber-to-the-home business of Axtel. Quarterly organic growth was mainly driven by 229 thousand of voice net additions. Broadband net additions were 81 thousand and video net additions were 6 thousand, for total quarter organic net additions of approximately 316 thousand.

Full year organic net additions were close to 1.2 million RGUs.

The following table sets forth the breakdown of RGUs per service type for our Cable segment as of December 31, 2018 and 2017.

RGUs
2018 (1)
2017
Video
4,384,247
4,185,150
Broadband
4,479,017
3,797,336
Voice
2,978,508
2,121,952
Total RGUs
11,841,772
10,104,438
(1)   It includes 553,226 RGUs acquired from Axtel


Fourth quarter operating segment income increased by 9.1% to Ps.4,005.7 million compared with Ps.3,671.7 million in fourth quarter 2017, and the margin reached 42.1%.

Full year operating segment income increased by 9.0% to Ps.15,302.5 million compared with Ps.14,034.8 million in 2017. The margin reached 42.2%, in line with 2017.

The following tables set forth the breakdown of revenues and operating segment income, excluding consolidation adjustments, for our MSO and enterprise operations for 2018 and 2017.

MSO Operations   (1)
Millions of Mexican pesos
2018
2017
Change %
Revenue
32,279.8
29,067.9
11.0
Operating Segment Income
13,962.0
12,578.0
11.0
Margin (%)
43.3%
43.3%
 


Enterprise Operations (1)
Millions of Mexican pesos
2018
2017
Change %
Revenue
5,341.0
5,218.5
2.3
Operating Segment Income
1,811.9
1,892.6
(4.3)
Margin (%)
33.9%
36.3%
 
(1)
These results do not include consolidation adjustments of Ps.1,387.8 million in revenues nor Ps.471.4 million in Operating Segment Income for 2018, neither the consolidation adjustments of Ps.1,238.1 million in revenues nor Ps.435.8 million in Operating Segment Income for 2017. Consolidation adjustments are considered in the consolidated results of the Cable segment.


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Other
Businesses

Fourth quarter sales increased by 16.5% to Ps.2,598.0 million compared with Ps.2,229.2 million in fourth quarter 2017. The increased is mainly explained by higher revenues in our feature film distribution businesses, gaming and soccer.

Full year sales increased by 3.1% to Ps.8,635.5 million compared with Ps.8,376.3 million in 2017. The increase in revenues was mainly driven by performance in our film distribution, soccer and radio businesses.

Fourth quarter operating segment income reached Ps.230.6 million compared with Ps.223.7 million in fourth quarter 2017.

Full year operating segment income increased by 53.9% to Ps.754.3 million compared with Ps.490.1 million in 2017, mainly reflecting a decrease in the loss of our publishing business and an increase in operating segment income of our gaming business.
 
Corporate Expense

Corporate expense decreased by Ps.136.3 million, or 5.9%, to Ps.2,154.7 million in 2018, from Ps.2,291.0 million in 2017. The decrease reflected primarily a lower share-based compensation expense.

Share-based compensation expense in 2018 and 2017 amounted to Ps.1,327.5 million and Ps.1,489.9 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 Income or Expense, Net

Other income or expense, net, changed by Ps.3,948.6 million, to other income, net, of Ps.1,562.3 million in 2018, from other expense, net, of Ps.2,386.3 million in 2017. This favorable change reflected primarily a Ps.3,513.8 million pre-tax gain on disposition of our 19.9% stake in Imagina Media Audiovisual, S.L. (“Imagina”), a Spanish media group, which sale was closed in June 2018 as well as a decrease in non-recurrent severance expense and donations. These favorable variances were partially offset by an impairment adjustment in connection with trademarks in our publishing business.

Finance Expense, Net

The following table sets forth the finance (expense) income, net, stated in millions of Mexican pesos for the years ended December 31, 2018 and 2017.

 
2018
2017
(Increase)
decrease
Interest expense
(9,707.3)
(9,245.7)
(461.6)
Interest income
1,567.1
2,268.7
(701.6)
Foreign exchange gain, net
220.1
768.9
(548.8)
Other finance (expense) income, net
(859.6)
903.2
(1,762.8)
Finance expense, net
(8,779.7)
(5,304.9)
(3,474.8)

Finance expense, net, increased by Ps.3,474.8 million, or 65.5%, to Ps.8,779.7 million in 2018, from Ps.5,304.9 million in 2017.

This increase reflected:
 

(i)
an unfavorable change of Ps.1,762.8 million in other finance income or expense, net, resulting primarily from a net loss in fair value of our derivative contracts;
 

(ii)
a Ps.548.8 million decrease in foreign exchange gain, net, resulting primarily from a 0.2% appreciation of the Mexican peso against the U.S. dollar in 2018, in comparison with a 4.5% appreciation in 2017, on a higher average net U.S. dollar liability position;
 

(iii)
a Ps.461.6 million increase in interest expense, primarily due to the interest rate applicable to our average Mexican peso debt position, as well as an average annual depreciation of the Mexican peso against the U.S. dollar in connection with our U.S. dollar debt position, which effect was partially offset by a lower average principal amount of debt, finance lease obligations and other notes payable during 2018; and
 
 
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(iv)
a Ps.701.6 million decrease in interest income, primarily as a result of the recognition in other comprehensive income of interest income of Ps.787.3 million for the year ended December 31, 2018, related to certain investments for which interest income was recognized in the statement of income until December 31, 2017, as they were classified as investments at fair value through other comprehensive income, in connection with the adoption of IFRS 9 Financial Instruments, beginning on January 1, 2018.
 

Share of Income of Associates and Joint Ventures, Net

Share of income of associates and joint ventures, net, decreased by Ps.1,380.4 million, or 72.1%, to Ps.532.9 million in 2018, from Ps.1,913.3 million in 2017. This decrease reflected mainly the absence of share of income of Imagina, which investment we sold in June 2018; and a lower share of income of Univision Holdings, Inc. or UHI, the controlling company of Univision Communications Inc., resulting from both a decrease in UHI’s income before income taxes, and the absence of a non-recurring tax benefit recognized by UHI in 2017.

Income Taxes

Income taxes increased by Ps.116.4 million, or 2.7%, to Ps.4,390.5 million in 2018, compared with Ps.4,274.1 million in 2017. This increase reflected a higher tax base, which was partially offset by a lower taxable inflationary gain resulting from the annual inflationary adjustment applied to the net monetary liability position of the Company and a 4.8% inflation in 2018, compared with a 6.8% inflation in 2017.

Net Income Attributable to Non-controlling Interests

Net income attributable to non-controlling interests decreased by Ps.447.1 million, or 21.8%, to Ps.1,605.9 million in 2018, compared with Ps.2,053.0 million in 2017. This decrease reflected primarily a lower portion of net income attributable to non-controlling interests in our Cable and Sky segments.
 
Financial position, liquidity and capital resources
 
Capital Expenditures

During 2018, we invested approximately U.S.$969.9 million in property, plant and equipment as capital expenditures. These capital expenditures included approximately U.S.$665.5 million for our Cable segment, U.S.$209.6 million for our Sky segment, and U.S.$94.8 million for our Content and Other Businesses segments.

On December 17, 2018, we acquired from Axtel, S.A.B. de C.V. its residential fiber-to-the-home business and related assets in Mexico City, Zapopan, Monterrey, Aguascalientes, San Luis Potosí and Ciudad Juarez. The total cash value of the transaction amounted to Ps.5,466.9 million (U.S.$272.1 million), including Ps.753.9 million (U.S.$37.5 million) of value added tax.

Debt, Finance Lease Obligations and Other Notes Payable

The following table sets forth our total debt, finance lease obligations and other notes payable as of December 31, 2018 and 2017. Amounts are stated in millions of Mexican pesos.


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Dec 31,
2018
Dec 31,
2017
Increase
(decrease)
Current portion of long-term debt
988.4
307.0
681.4
       
Long-term debt, net of current portion
120,983.6
121,993.1
(1,009.5)
       
        Total debt 1
121,972.0
122,300.1
(328.1)
       
Current portion of finance lease obligations
651.8
580.9
70.9
       
Long-term finance lease obligations
4,666.1
5,041.9
(375.8)
       
       Total finance lease obligations
5,317.9
5,622.8
(304.9)
       
Current portion of other notes payable
1,288.4
1,178.4
110.0
       
Other notes payable, net of current portion
1,288.4
2,505.6
(1,217.2)
       
       Total other notes payable 2
2,576.8
3,684.0
(1,107.2)

1 As of December 31, 2018 and 2017, total debt is presented net of finance costs in the amount of Ps.1,152.7 million and Ps.1,250.7 million, respectively, and does not include related accrued interest payable in the amount of Ps.1,120.0 million and Ps.1,796.8 million, respectively.
2 Notes payable issued in 2016, in connection with the acquisition of a non-controlling interest in Televisión Internacional, S.A. de C.V., one of our Cable segment subsidiaries.

As of December 31, 2018, our consolidated net debt position (total debt, finance leases and other notes payable, less cash and cash equivalents, temporary investments, and certain non-current investments in financial instruments) was Ps.83,486.5 million. The aggregate amount of non-current investments in financial instruments included in our consolidated net debt position as of December 31, 2018, amounted to Ps.14,281.0 million.

Shares Outstanding

As of December 31, 2018 and 2017, our shares outstanding amounted to 338,329.1 million and 342,337.1 million shares, respectively, and our CPO equivalents outstanding amounted to 2,891.7 million and 2,926.0 million, 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, 2018 and 2017, the GDS (Global Depositary Shares) equivalents outstanding amounted to 578.3 million and 585.2 million, respectively. The number of GDS equivalents is calculated by dividing the number of CPO equivalents by five.

Concessions Renewal

Televisa renewed its concession titles for the broadcast television signals known as Las Estrellas, Canal 5, Canal 9, Foro TV and other local television stations, for a term of 20 years after the existing expiration dates. For this renewal, Televisa paid Ps.5,753.0 million (U.S.$281.7 million).

Restructuring Progress and Conclusions

During the fourth quarter we concluded an extensive review to determine if we should launch a separate public entity for one or more of our core operations – Content, Cable or Sky.  We analyzed the financial, tax, and strategic implications, with a focus on total shareholder value.

As a result of this analysis and with the help of our advisors, we have concluded that, under current circumstances, a partial or complete separation of our core Content, Cable or Sky assets would not create shareholder value and could reduce our competitive position in the longer term. While we will continue to evaluate our competitive position in the industry, and our continued performance and results, we expect to maintain our strategic direction focused on maximizing financial performance in our Content and Sky operations, while searching for growth opportunities by continuing our investment and acquisition strategy in Cable.

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Internal control
 
 
The Company has an integral internal control system. The system is based on business, operating and administrative general policies, as well as the assignment of responsibilities and authorization capacities, in accordance with the nature and significance of identified risks affecting the Company.

The internal control system is currently being optimized and adjusted to international models and best corporate practices. This process includes the update and/or implementation of the following matters:

•
Control environment: issuance of senior management pronouncements in the areas of risks and internal control, the issuance of the Ethics Code, the communication and trainning on risk and control matters, and the update of the general model of responsibilities and capacities
•
Risk assessment: systematization of the process to identify, manage and control risks
•
Control Activities: coordination of internal control procedures and activities with supervisory processes

The governance body responsible for the authorization of the Company’s internal control system is the Board of Directors through the Audit Committee.
 
Disclosure of critical performance measures and indicators that management uses to evaluate entity's performance against stated objectives
 
 

 
2018
Margin
%
2017
Margin
%
Change
%
Net sales
101,282.3
100.0
94,274.2
100.0
7.4
Net income
7,615.3
7.5
6,577.5
7.0
15.8
Net income attributable to stockholders of the Company
6,009.4
5.9
4,524.5
4.8
32.8
Segment net sales
106,094.4
100.0
97,618.4
100.0
8.7
Operating segment income (1)
40,679.2
38.3
37,456.8
38.4
8.6
(1) The operating segment income margin is calculated as a percentage of segment net sales.
 

Net Sales
2018
%
2017
 %
Change
%
Subtotal Content
36,490.1
34.4
33,997.2
34.8
7.3
World Cup rights
2,733.6
2.6
n/a
n/a
n/a
Content
39,223.7
37.0
33,997.2
34.8
15.4
Sky
22,002.2
20.7
22,196.6
22.7
(0.9)
Cable
36,233.0
34.2
33,048.3
33.9
9.6
Other Businesses
8,635.5
8.1
8,376.3
8.6
3.1
Segment Net Sales
106,094.4
100.0
97,618.4
100.0
8.7
Intersegment Operations (1)
(4,812.1)
 
(3,344.2)
 
(43.9)
Net Sales
101,282.3
 
94,274.2
 
7.4


10 of 80


Operating Segment Income (2)
2018
Margin
 %
2017
Margin
%
Change
%
Subtotal Content
13,444.6
36.8
12,825.3
37.7
4.8
World Cup rights
1,410.5
51.6
n/a
n/a
n/a
Content
14,855.1
37.9
12,825.3
37.7
15.8
Sky
9,767.3
44.4
10,106.6
45.5
(3.4)
Cable
15,302.5
42.2
14,034.8
42.5
9.0
Other Businesses
754.3
8.7
490.1
5.9
53.9
Operating Segment Income
40,679.2
38.3
37,456.8
38.4
8.6
Corporate Expenses
(2,154.7)
(2.0)
(2,291.0)
(2.3)
5.9
Depreciation and Amortization
(19,834.2)
(19.6)
(18,536.3)
(19.7)
(7.0)
Other Expense, net
1,562.3
1.5
(2,386.3)
(2.5)
n/a
Operating Income
20,252.6
20.0
14,243.2
15.1
42.2
1 For segment reporting purposes, intersegment operations are included in each of the segment operations.
2 Operating segment income is defined as operating income before depreciation and amortization, corporate expenses, and other expense, net.
 
 
Net Sales
4Q 2018
%
4Q 2017
%
Change
%
Content
10,642.8
37.7
10,605.8
39.3
0.3
Sky
5,461.9
19.4
5,568.9
20.6
(1.9)
Cable
9,517.7
33.7
8,592.9
31.8
10.8
Other Businesses
2,598.0
9.2
2,229.2
8.3
16.5
Segment Net Sales
28,220.4
100.0
26,996.8
100.0
4.5
Intersegment Operations (1)
(1,485.1)
 
(893.7)
 
(66.2)
Net Sales
26,735.3
 
26,103.1
 
2.4
 
 
Operating Segment Income (2)
4Q 2018
Margin
%
4Q 2017
Margin
%
Change
%
Content
4,036.7
37.9
3,919.5
37.0
3.0
Sky
2,214.6
40.5
2,324.1
41.7
(4.7)
Cable
4,005.7
42.1
3,671.7
42.7
9.1
Other Businesses
230.6
8.9
223.7
10.0
3.1
Operating Segment Income
10,487.6
37.2
10,139.0
37.6
3.4
Corporate Expenses
(586.8)
(2.1)
(606.2)
(2.2)
3.2
Depreciation and Amortization
(5,147.5)
(19.3)
(4,777.0)
(18.3)
(7.8)
Other Expense, net
(1,089.0)
(4.1)
(1,126.0)
(4.3)
3.3
Operating Income
3,664.3
13.7
3,629.8
13.9
1.0
1 For segment reporting purposes, intersegment operations are included in each of the segment operations.
2 Operating segment income is defined as operating income before depreciation and amortization, corporate expenses, and other expense, net.
 

Disclaimer
 
This management commentary contains forward-looking statements regarding the Company’s results and prospects. Actual results could differ materially from these statements. The forward-looking statements in these management commentary 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 these management commentary 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 .  


11 of 80
 
[110000] General information about financial statements

 
Ticker:
TLEVISA
   
Period covered by financial statements:
2018-01-01 TO 2018-12-31
   
Date of end of reporting period:
2018-12-31
   
Name of reporting entity or other means of identification:
TLEVISA
   
Description of presentation currency:
MXN
   
Level of rounding used in financial statements:
THOUSANDS OF MEXICAN PESOS
   
Consolidated:
YES
   
Number of quarter:
4D
   
Type of issuer:
ICS
   
Explanation of change in name of reporting entity or other means of identification from end of preceding reporting period:
 
   
Description of nature of financial statements:
 

 
Disclosure of general information about financial statements
 

Corporate Information

Grupo Televisa, S.A.B. (the “Company”) is a limited liability public stock corporation (“Sociedad Anónima Bursátil” or “S.A.B.”), incorporated under the laws of Mexico. Pursuant to the terms of the Company’s bylaws (“Estatutos Sociales”), its corporate existence continues through 2106. The shares of the Company are listed and traded in the form of “Certificados de Participación Ordinarios” or “CPOs” on the Mexican Stock Exchange (“Bolsa Mexicana de Valores”) under the ticker symbol TLEVISA CPO, and in the form of Global Depositary Shares or GDSs, on the New York Stock Exchange, or NYSE, under the ticker symbol TV. The Company’s principal executive offices are located at Avenida Vasco de Quiroga 2000, Colonia Santa Fe, 01210 Ciudad de México, México.
 

Basis of Preparation and Accounting Policies

The condensed consolidated financial statements of the Group, as of December 31, 2018 and December 31, 2017, and for the years  ended December 31, 2018 and 2017, are unaudited, and have been prepared in accordance with the guidelines provided by the International Accounting Standard 34, Interim Financial Reporting . In the opinion of management, all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included herein.

The unaudited condensed consolidated financial statements should be read in conjunction with the Group’s audited consolidated financial statements and notes thereto for the years ended December 31, 2018, 2017 and 2016, which have been prepared in accordance with International Financial Reporting Standards (“IFRSs”) as issued by the International Accounting Standards Board, and include, among other disclosures, the Group’s most significant accounting policies, which were applied on a consistent basis as of December 31, 2018, except for the guidelines provided by the IFRS 15 and IFRS 9 that became effective beginning on January 1, 2018. The adoption of the improvements and amendments to current IFRSs effective on January 1, 2018 did not have a significant impact in these interim unaudited condensed consolidated financial statements .


12 of 80
 
Name service provider external audit
 
KPMG Cárdenas Dosal, S.C.
 
 
Name of the partner signing opinion
 
C. P. C. Manuel Jiménez Lara
 
 
Type of opinion on the financial statements
 
Unmodified opinion
 
 
Date of opinion on the financial statements

2019-04-12
 
 
Date assembly in which the financial statements were approved
 
 
2019-04-29
 
 
Follow-up of analysis
 
The financial institutions that perform financial analysis on the securities of Grupo Televisa, S.A.B., are as follows:

Institution:
 
Evercore
HSBC
New Street
Merrill Lynch
Barclays
Goldman Sachs
UBS
JP Morgan
Credit Suisse
Morgan Stanley
Itau Securities
Citi
Bradesco  

 
13 of 80
[210000] Statement of financial position, current/non-current
 
 

 
Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Statement of financial position
   
Assets
   
Current assets
   
Cash and cash equivalents
32,068,291,000
38,734,949,000
Trade and other current receivables
27,693,929,000
30,357,412,000
Current tax assets, current
2,188,870,000
3,039,810,000
Other current financial assets
146,671,000
7,528,719,000
Current inventories
1,026,428,000
1,492,947,000
Current biological assets
0
0
Other current non-financial assets
[1] 8,928,679,000
5,890,866,000
Total current assets other than non-current assets or disposal groups classified as held for sale or as held for distribution to owners
72,052,868,000
87,044,703,000
Non-current assets or disposal groups classified as held for sale or as held for distribution to owners
0
0
Total current assets
72,052,868,000
87,044,703,000
Non-current assets
   
Trade and other non-current receivables
0
0
Current tax assets, non-current
0
0
Non-current inventories
0
0
Non-current biological assets
0
0
Other non-current financial assets
50,123,273,000
44,745,685,000
Investments accounted for using equity method
0
0
Investments in subsidiaries, joint ventures and associates
10,546,728,000
14,110,752,000
Property, plant and equipment
87,342,530,000
85,719,810,000
Investment property
0
0
Goodwill
14,113,626,000
14,112,626,000
Intangible assets other than goodwill
28,949,890,000
21,773,808,000
Deferred tax assets
22,181,779,000
21,355,044,000
Other non-current non-financial assets
[2] 11,859,899,000
8,357,673,000
Total non-current assets
225,117,725,000
210,175,398,000
Total assets
297,170,593,000
297,220,101,000
Equity and liabilities
   
Liabilities
   
Current liabilities
   
Trade and other current payables
41,278,310,000
44,353,813,000
Current tax liabilities, current
3,054,790,000
2,524,349,000
Other current financial liabilities
4,196,701,000
3,863,189,000
Other current non-financial liabilities
0
0
Current provisions
   
Current provisions for employee benefits
0
0
Other current provisions
1,642,000
23,466,000
Total current provisions
1,642,000
23,466,000
Total current liabilities other than liabilities included in disposal groups classified as held for sale
48,531,443,000
50,764,817,000
Liabilities included in disposal groups classified as held for sale
0
0
Total current liabilities
48,531,443,000
50,764,817,000
Non-current liabilities
   
Trade and other non-current payables
4,621,644,000
2,719,236,000
Current tax liabilities, non-current
3,141,394,000
4,730,620,000
Other non-current financial liabilities
126,938,164,000
129,540,643,000
Other non-current non-financial liabilities
0
0



14 of 80


Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Non-current provisions
   
Non-current provisions for employee benefits
962,497,000
716,095,000
Other non-current provisions
54,238,000
54,263,000
Total non-current provisions
1,016,735,000
770,358,000
Deferred tax liabilities
8,390,522,000
9,037,513,000
Total non-current liabilities
144,108,459,000
146,798,370,000
Total liabilities
192,639,902,000
197,563,187,000
Equity
   
Issued capital
4,907,765,000
4,978,126,000
Share premium
15,889,819,000
15,889,819,000
Treasury shares
14,219,060,000
14,788,984,000
Retained earnings
78,510,909,000
74,983,656,000
Other reserves
4,427,487,000
4,599,147,000
Total equity attributable to owners of parent
89,516,920,000
85,661,764,000
Non-controlling interests
15,013,771,000
13,995,150,000
Total equity
104,530,691,000
99,656,914,000
Total equity and liabilities
297,170,593,000
297,220,101,000




15 of 80

 
[310000] Statement of comprehensive income, profit or loss, by function of expense
 

Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Quarter Current Year
2018-10-01 - 2018-12-31
Quarter Previous Year
2017-10-01 - 2017-12-31
Profit or loss
       
Profit (loss)
       
Revenue
101,282,333,000
94,274,235,000
26,735,251,000
26,103,115,000
Cost of sales
57,839,268,000
53,534,553,000
15,490,406,000
15,009,144,000
Gross profit
43,443,065,000
40,739,682,000
11,244,845,000
11,093,971,000
Distribution costs
11,023,466,000
10,554,113,000
2,986,057,000
2,904,440,000
Administrative expenses
13,729,325,000
13,556,033,000
3,505,486,000
3,433,715,000
Other income
1,562,284,000
0
0
0
Other expense
0
2,386,334,000
1,089,090,000
1,126,094,000
Profit (loss) from operating activities
20,252,558,000
14,243,202,000
3,664,212,000
3,629,722,000
Finance income
1,787,249,000
3,940,838,000
658,840,000
1,717,036,000
Finance costs
10,566,966,000
9,245,671,000
2,973,325,000
3,650,329,000
Share of profit (loss) of associates and joint ventures accounted for using equity method
532,933,000
1,913,273,000
(377,960,000)
892,566,000
Profit (loss) before tax
12,005,774,000
10,851,642,000
971,767,000
2,588,995,000
Tax income (expense)
4,390,504,000
4,274,120,000
591,802,000
1,459,405,000
Profit (loss) from continuing operations
7,615,270,000
6,577,522,000
379,965,000
1,129,590,000
Profit (loss) from discontinued operations
0
0
0
0
Profit (loss)
7,615,270,000
6,577,522,000
379,965,000
1,129,590,000
Profit (loss), attributable to
       
Profit (loss), attributable to owners of parent
6,009,414,000
4,524,496,000
56,473,000
562,850,000
Profit (loss), attributable to non-controlling interests
1,605,856,000
2,053,026,000
323,492,000
566,740,000
Earnings per share
       
Earnings per share
       
Earnings per share
       
Basic earnings per share
       
Basic earnings (loss) per share from continuing operations
2.07
1.54
0.02
0.19
Basic earnings (loss) per share from discontinued operations
0
0
0
0
Total basic earnings (loss) per share
[3] 2.07
1.54
0.02
0.19
Diluted earnings per share
       
Diluted earnings (loss) per share from continuing operations
1.96
1.46
0.02
0.18
Diluted earnings (loss) per share from discontinued operations
0
0
0
0
Total diluted earnings (loss) per share
[4] 1.96
1.46
0.02
0.18

16 of 80

 
[410000] Statement of comprehensive income, OCI components presented net of tax
 

Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Quarter Current Year
2018-10-01 - 2018-12-31
Quarter Previous Year
2017-10-01 - 2017-12-31
Statement of comprehensive income
       
Profit (loss)
7,615,270,000
6,577,522,000
379,965,000
1,129,590,000
Other comprehensive income
       
Components of other comprehensive income that will not be reclassified to profit or loss, net of tax
       
Other comprehensive income, net of tax, gains (losses) from investments in equity instruments
(369,583,000)
509,759,000
(946,513,000)
(586,754,000)
Other comprehensive income, net of tax, gains (losses) on revaluation
0
0
0
0
Other comprehensive income, net of tax, gains (losses) on remeasurements of defined benefit plans
133,537,000
(283,106,000)
133,537,000
(283,106,000)
Other comprehensive income, net of tax, change in fair value of financial liability attributable to change in credit risk of liability
0
0
0
0
Other comprehensive income, net of tax, gains (losses) on hedging instruments that hedge investments in equity instruments
0
0
0
0
Share of other comprehensive income of associates and joint ventures accounted for using equity method that will not be reclassified to profit or loss, net of tax
0
0
0
0
Total other comprehensive income that will not be reclassified to profit or loss, net of tax
(236,046,000)
226,653,000
(812,976,000)
(869,860,000)
Components of other comprehensive income that will be reclassified to profit or loss, net of tax
       
Exchange differences on translation
       
Gains (losses) on exchange differences on translation, net of tax
(859,619,000)
256,057,000
275,422,000
793,686,000
Reclassification adjustments on exchange differences on translation, net of tax
0
0
0
0
Other comprehensive income, net of tax, exchange differences on translation
(859,619,000)
256,057,000
275,422,000
793,686,000
Available-for-sale financial assets
       
Gains (losses) on remeasuring available-for-sale financial assets, net of tax
(78,000)
0
(21,000)
0
Reclassification adjustments on available-for-sale financial assets, net of tax
0
0
0
0
Other comprehensive income, net of tax, available-for-sale financial assets
(78,000)
0
(21,000)
0
Cash flow hedges
       
Gains (losses) on cash flow hedges, net of tax
122,173,000
162,231,000
337,563,000
615,891,000
Reclassification adjustments on cash flow hedges, net of tax
0
0
0
0
Amounts removed from equity and included in carrying amount of non-financial asset (liability) whose acquisition or incurrence was hedged highly probable forecast transaction, net of tax
0
0
0
0
Other comprehensive income, net of tax, cash flow hedges
122,173,000
162,231,000
337,563,000
615,891,000
Hedges of net investment in foreign operations
       
Gains (losses) on hedges of net investments in foreign operations, net of tax
0
0
0
0
Reclassification adjustments on hedges of net investments in foreign operations, net of tax
0
0
0
0
Other comprehensive income, net of tax, hedges of net investments in foreign operations
0
0
0
0
Change in value of time value of options
       


17 of 80


Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Quarter Current Year
2018-10-01 - 2018-12-31
Quarter Previous Year
2017-10-01 - 2017-12-31
Gains (losses) on change in value of time value of options, net of tax
0
0
0
0
Reclassification adjustments on change in value of time value of options, net of tax
0
0
0
0
Other comprehensive income, net of tax, change in value of time value of options
0
0
0
0
Change in value of forward elements of forward contracts
       
Gains (losses) on change in value of forward elements of forward contracts, net of tax
0
0
0
0
Reclassification adjustments on change in value of forward elements of forward contracts, net of tax
0
0
0
0
Other comprehensive income, net of tax, change in value of forward elements of forward contracts
0
0
0
0
Change in value of foreign currency basis spreads
       
Gains (losses) on change in value of foreign currency basis spreads, net of tax
0
0
0
0
Reclassification adjustments on change in value of foreign currency basis spreads, net of tax
0
0
0
0
Other comprehensive income, net of tax, change in value of foreign currency basis spreads
0
0
0
0
Share of other comprehensive income of associates and joint ventures accounted for using equity method that will be reclassified to profit or loss, net of tax
(47,313,000)
(60,340,000)
(111,381,000)
(61,772,000)
Total other comprehensive income that will be reclassified to profit or loss, net of tax
(784,837,000)
357,948,000
501,583,000
1,347,805,000
Total other comprehensive income
(1,020,883,000)
584,601,000
(311,393,000)
477,945,000
Total comprehensive income
6,594,387,000
7,162,123,000
68,572,000
1,607,535,000
Comprehensive income attributable to
       
Comprehensive income, attributable to owners of parent
5,009,822,000
5,161,859,000
(277,561,000)
984,253,000
Comprehensive income, attributable to non-controlling interests
1,584,565,000
2,000,264,000
346,133,000
623,282,000


18 of 80

 
[520000] Statement of cash flows, indirect method
 

Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Statement of cash flows
   
Cash flows from (used in) operating activities
   
Profit (loss)
7,615,270,000
6,577,522,000
Adjustments to reconcile profit (loss)
   
Discontinued operations
0
0
Adjustments for income tax expense
4,390,504,000
4,274,120,000
Adjustments for finance costs
0
0
Adjustments for depreciation and amortisation expense
19,834,202,000
18,536,274,000
Adjustments for impairment loss (reversal of impairment loss) recognised in profit or loss
135,750,000
89,597,000
Adjustments for provisions
1,902,454,000
1,713,053,000
Adjustments for unrealised foreign exchange losses (gains)
(318,087,000)
(2,396,317,000)
Adjustments for share-based payments
1,327,549,000
1,489,884,000
Adjustments for fair value losses (gains)
859,642,000
(903,204,000)
Adjustments for undistributed profits of associates
0
0
Adjustments for losses (gains) on disposal of non-current assets
912,317,000
947,699,000
Participation in associates and joint ventures
(532,933,000)
(1,913,273,000)
Adjustments for decrease (increase) in inventories
(2,523,789,000)
839,128,000
Adjustments for decrease (increase) in trade accounts receivable
3,483,695,000
(1,064,810,000)
Adjustments for decrease (increase) in other operating receivables
(1,700,139,000)
183,136,000
Adjustments for increase (decrease) in trade accounts payable
2,087,404,000
(2,696,279,000)
Adjustments for increase (decrease) in other operating payables
(3,514,979,000)
(3,596,835,000)
Other adjustments for non-cash items
0
0
Other adjustments for which cash effects are investing or financing cash flow
(3,553,463,000)
295,194,000
Straight-line rent adjustment
0
0
Amortization of lease fees
0
0
Setting property values
0
0
Other adjustments to reconcile profit (loss)
444,679,000
784,687,000
Total adjustments to reconcile profit (loss)
23,234,806,000
16,582,054,000
Net cash flows from (used in) operations
30,850,076,000
23,159,576,000
Dividends paid
0
0
Dividends received
0
0
Interest paid
(9,707,324,000)
(9,245,671,000)
Interest received
(120,134,000)
(885,516,000)
Income taxes refund (paid)
6,722,770,000
6,419,995,000
Other inflows (outflows) of cash
0
0
Net cash flows from (used in) operating activities
33,714,496,000
25,099,736,000
Cash flows from (used in) investing activities
   
Cash flows from losing control of subsidiaries or other businesses
0
(14,383,000)
Cash flows used in obtaining control of subsidiaries or other businesses
5,465,872,000
0
Other cash receipts from sales of equity or debt instruments of other entities
6,256,874,000
26,000
Other cash payments to acquire equity or debt instruments of other entities
0
0
Other cash receipts from sales of interests in joint ventures
95,161,000
0
Other cash payments to acquire interests in joint ventures
0
191,096,000
Proceeds from sales of property, plant and equipment
1,024,702,000
911,471,000
Purchase of property, plant and equipment
18,499,662,000
16,759,566,000
Proceeds from sales of intangible assets
0
0
Purchase of intangible assets
7,774,281,000
1,777,590,000
Proceeds from sales of other long-term assets
0
0
Purchase of other long-term assets
0
0


19 of 80


Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Proceeds from government grants
0
0
Cash advances and loans made to other parties
0
0
Cash receipts from repayment of advances and loans made to other parties
0
0
Cash payments for future contracts, forward contracts, option contracts and swap contracts
0
0
Cash receipts from future contracts, forward contracts, option contracts and swap contracts
0
0
Dividends received
0
136,000,000
Interest paid
0
0
Interest received
0
0
Income taxes refund (paid)
0
0
Other inflows (outflows) of cash
464,843,000
364,053,000
Net cash flows from (used in) investing activities
(23,898,235,000)
(17,331,085,000)
Cash flows from (used in) financing activities
   
Proceeds from changes in ownership interests in subsidiaries that do not result in loss of control
0
0
Payments from changes in ownership interests in subsidiaries that do not result in loss of control
1,238,276,000
1,292,438,000
Proceeds from issuing shares
0
0
Proceeds from issuing other equity instruments
0
0
Payments to acquire or redeem entity's shares
2,641,180,000
2,883,808,000
Payments of other equity instruments
0
0
Proceeds from borrowings
0
10,449,958,000
Repayments of borrowings
307,489,000
11,252,655,000
Payments of finance lease liabilities
540,448,000
569,711,000
Proceeds from government grants
0
0
Dividends paid
1,068,868,000
1,084,192,000
Interest paid
10,129,304,000
8,860,881,000
Income taxes refund (paid)
0
0
Other inflows (outflows) of cash
(579,349,000)
(975,611,000)
Net cash flows from (used in) financing activities
(16,504,914,000)
(16,469,338,000)
Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes
(6,688,653,000)
(8,700,687,000)
Effect of exchange rate changes on cash and cash equivalents
   
Effect of exchange rate changes on cash and cash equivalents
21,995,000
(110,447,000)
Net increase (decrease) in cash and cash equivalents
(6,666,658,000)
(8,811,134,000)
Cash and cash equivalents at beginning of period
38,734,949,000
47,546,083,000
Cash and cash equivalents at end of period
32,068,291,000
38,734,949,000
 


20 of 80


[610000] Statement of changes in equity - Accumulated Current
 

 
Components of equity
Sheet 1 of 3
Issued capital
 
Share premium
 
Treasury shares
 
Retained earnings
 
Revaluation surplus
 
Reserve of exchange differences on translation
 
Reserve of cash flow hedges
 
Reserve of gains and losses on hedging instruments that hedge investments in equity instruments
 
Reserve of change in value of time value of options
 
Statement of changes in equity
                 
Equity at beginning of period
4,978,126,000
15,889,819,000
14,788,984,000
74,983,656,000
0
2,298,822,000
561,412,000
0
0
Changes in equity
                 
Comprehensive income
                 
Profit (loss)
0
0
0
6,009,414,000
0
0
0
0
0
Other comprehensive income
0
0
0
0
0
(837,327,000)
122,173,000
0
0
Total comprehensive income
0
0
0
6,009,414,000
0
(837,327,000)
122,173,000
0
0
Issue of equity
0
0
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
1,068,868,000
0
0
0
0
0
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
0
604,492,000
0
0
0
0
0
Increase (decrease) through treasury share transactions, equity
(70,361,000)
0
(2,764,562,000)
(2,694,201,000)
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
(183,041,000)
0
0
0
0
0
Increase (decrease) through share-based payment transactions, equity
0
0
2,194,638,000
859,457,000
0
0
0
0
0
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Total increase (decrease) in equity
(70,361,000)
0
(569,924,000)
3,527,253,000
0
(837,327,000)
122,173,000
0
0
Equity at end of period
4,907,765,000
15,889,819,000
14,219,060,000
78,510,909,000
0
1,461,495,000
683,585,000
0
0

21 of 80
 

 
Components of equity
Sheet 2 of 3
Reserve of change in value of forward elements of forward contracts
 
Reserve of change in value of foreign currency basis spreads
 
Reserve of gains and losses on remeasuring available-for-sale financial assets
 
Reserve of share-based payments
 
Reserve of remeasurements of defined benefit plans
 
Amount recognised in other comprehensive income and accumulated in equity relating to non-current assets or disposal groups held for sale
 
Reserve of gains and losses from investments in equity instruments
 
Reserve of change in fair value of financial liability attributable to change in credit risk of liability
 
Reserve for catastrophe
 
Statement of changes in equity
                 
Equity at beginning of period
0
0
2,196,595,000
0
(665,739,000)
0
0
0
0
Changes in equity
                 
Comprehensive income
                 
Profit (loss)
0
0
0
0
0
0
0
0
0
Other comprehensive income
0
0
(369,661,000)
0
132,536,000
0
0
0
0
Total comprehensive income
0
0
(369,661,000)
0
132,536,000
0
0
0
0
Issue of equity
0
0
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
0
0
0
0
0
0
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
827,932,000
0
0
0
0
0
0
Increase (decrease) through treasury share transactions, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through share-based payment transactions, equity
0
0
0
0
0
0
0
0
0
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Total increase (decrease) in equity
0
0
458,271,000
0
132,536,000
0
0
0
0
Equity at end of period
0
0
2,654,866,000
0
(533,203,000)
0
0
0
0
22 of 80
 

 
Components of equity
Sheet 3 of 3
Reserve for equalisation
 
Reserve of discretionary participation features
 
Other comprehensive income
 
Other reserves
 
Equity attributable to owners of parent
 
Non-controlling interests
 
Equity
 
Statement of changes in equity
             
Equity at beginning of period
0
0
208,057,000
4,599,147,000
85,661,764,000
13,995,150,000
99,656,914,000
Changes in equity
             
Comprehensive income
             
Profit (loss)
0
0
0
0
6,009,414,000
1,605,856,000
7,615,270,000
Other comprehensive income
0
0
(47,313,000)
(999,592,000)
(999,592,000)
(21,291,000)
(1,020,883,000)
Total comprehensive income
0
0
(47,313,000)
(999,592,000)
5,009,822,000
1,584,565,000
6,594,387,000
Issue of equity
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
0
1,068,868,000
1,276,562,000
2,345,430,000
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
0
827,932,000
1,432,424,000
749,767,000
2,182,191,000
Increase (decrease) through treasury share transactions, equity
0
0
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
0
(183,041,000)
(39,149,000)
(222,190,000)
Increase (decrease) through share-based payment transactions, equity
0
0
0
0
(1,335,181,000)
0
(1,335,181,000)
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Total increase (decrease) in equity
0
0
(47,313,000)
(171,660,000)
3,855,156,000
1,018,621,000
4,873,777,000
Equity at end of period
0
0
160,744,000
4,427,487,000
89,516,920,000
15,013,771,000
104,530,691,000

23 of 80

 
[610000] Statement of changes in equity - Accumulated Previous
 

 
Components of equity
Sheet 1 of 3
Issued capital
 
Share premium
 
Treasury shares
Retained earnings
 
Revaluation surplus
 
Reserve of exchange differences on translation
 
Reserve of cash flow hedges
 
Reserve of gains and losses on hedging instruments that hedge investments in equity instruments
 
Reserve of change in value of time value of options
 
Statement of changes in equity
                 
Equity at beginning of period
4,978,126,000
15,889,819,000
11,433,482,000
70,395,669,000
0
1,989,164,000
399,181,000
0
0
Changes in equity
                 
Comprehensive income
                 
Profit (loss)
0
0
0
4,524,496,000
0
0
0
0
0
Other comprehensive income
0
0
0
0
0
309,658,000
162,231,000
0
0
Total comprehensive income
0
0
0
4,524,496,000
0
309,658,000
162,231,000
0
0
Issue of equity
0
0
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
1,084,192,000
0
0
0
0
0
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through treasury share transactions, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through share-based payment transactions, equity
0
0
3,355,502,000
1,147,683,000
0
0
0
0
0
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Total increase (decrease) in equity
0
0
3,355,502,000
4,587,987,000
0
309,658,000
162,231,000
0
0
Equity at end of period
4,978,126,000
15,889,819,000
14,788,984,000
74,983,656,000
0
2,298,822,000
561,412,000
0
0

24 of 80
 

 
Components of equity
Sheet 2 of 3
Reserve of change in value of forward elements of forward contracts
 
Reserve of change in value of foreign currency basis spreads
 
Reserve of gains and losses on remeasuring available-for-sale financial assets
 
Reserve of share-based payments
 
Reserve of remeasurements of defined benefit plans
 
Amount recognised in other comprehensive income and accumulated in equity relating to non-current assets or disposal groups held for sale
 
Reserve of gains and losses from investments in equity instruments
 
Reserve of change in fair value of financial liability attributable to change in credit risk of liability
 
Reserve for catastrophe
 
Statement of changes in equity
                 
Equity at beginning of period
0
0
1,686,836,000
0
(381,794,000)
0
0
0
0
Changes in equity
                 
Comprehensive income
                 
Profit (loss)
0
0
0
0
0
0
0
0
0
Other comprehensive income
0
0
509,759,000
0
(283,945,000)
0
0
0
0
Total comprehensive income
0
0
509,759,000
0
(283,945,000)
0
0
0
0
Issue of equity
0
0
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
0
0
0
0
0
0
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through treasury share transactions, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
0
0
0
0
0
0
Increase (decrease) through share-based payment transactions, equity
0
0
0
0
0
0
0
0
0
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
0
0
Total increase (decrease) in equity
0
0
509,759,000
0
(283,945,000)
0
0
0
0
Equity at end of period
0
0
2,196,595,000
0
(665,739,000)
0
0
0
0

25 of 80
 

 
Components of equity
Sheet 3 of 3
Reserve for equalisation
 
Reserve of discretionary participation features
 
Other comprehensive income
 
Other reserves
 
Equity attributable to owners of parent
Non-controlling interests
 
Equity
 
Statement of changes in equity
             
Equity at beginning of period
0
0
268,397,000
3,961,784,000
83,791,916,000
12,492,484,000
96,284,400,000
Changes in equity
             
Comprehensive income
             
Profit (loss)
0
0
0
0
4,524,496,000
2,053,026,000
6,577,522,000
Other comprehensive income
0
0
(60,340,000)
637,363,000
637,363,000
(52,762,000)
584,601,000
Total comprehensive income
0
0
(60,340,000)
637,363,000
5,161,859,000
2,000,264,000
7,162,123,000
Issue of equity
0
0
0
0
0
0
0
Dividends recognised as distributions to owners
0
0
0
0
1,084,192,000
497,617,000
1,581,809,000
Increase through other contributions by owners, equity
0
0
0
0
0
0
0
Decrease through other distributions to owners, equity
0
0
0
0
0
0
0
Increase (decrease) through other changes, equity
0
0
0
0
0
19,000
19,000
Increase (decrease) through treasury share transactions, equity
0
0
0
0
0
0
0
Increase (decrease) through changes in ownership interests in subsidiaries that do not result in loss of control, equity
0
0
0
0
0
0
0
Increase (decrease) through share-based payment transactions, equity
0
0
0
0
(2,207,819,000)
0
(2,207,819,000)
Amount removed from reserve of cash flow hedges and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of time value of options and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of forward elements of forward contracts and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Amount removed from reserve of change in value of foreign currency basis spreads and included in initial cost or other carrying amount of non-financial asset (liability) or firm commitment for which fair value hedge accounting is applied
0
0
0
0
0
0
0
Total increase (decrease) in equity
0
0
(60,340,000)
637,363,000
1,869,848,000
1,502,666,000
3,372,514,000
Equity at end of period
0
0
208,057,000
4,599,147,000
85,661,764,000
13,995,150,000
99,656,914,000
26 of 80

 
[700000] Informative data about the Statement of financial position
 

Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Informative data of the Statement of Financial Position
   
Capital stock (nominal)
2,459,154,000
2,494,410,000
Restatement of capital stock
2,448,611,000
2,483,716,000
Plan assets for pensions and seniority premiums
1,461,902,000
1,652,420,000
Number of executives
67
73
Number of employees
39,098
39,915
Number of workers
0
0
Outstanding shares
338,329,119,531
342,337,098,324
Repurchased shares
18,978,152,271
20,092,788,807
Restricted cash
0
0
Guaranteed debt of associated companies
0
0

27 of 80

 
[700002] Informative data about the Income statement
 

Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Quarter Current Year
2018-10-01 - 2018-12-31
Quarter Previous Year
2017-10-01 - 2017-12-31
Informative data of the Income Statement
       
Operating depreciation and amortization
19,834,202,000
18,536,274,000
5,147,474,000
4,776,957,000

28 of 80

 
[700003] Informative data - Income statement for 12 months
 

Concept
Current Year
2018-01-01 - 2018-12-31
Previous Year
2017-01-01 - 2017-12-31
Informative data - Income Statement for 12 months
   
Revenue
101,282,333,000
94,274,235,000
Profit (loss) from operating activities
20,252,558,000
14,243,202,000
Profit (loss)
7,615,270,000
6,577,522,000
Profit (loss), attributable to owners of parent
6,009,414,000
4,524,496,000
Operating depreciation and amortization
19,834,202,000
18,536,274,000

29 of 80

 
[800001] Breakdown of credits
 

Institution
Foreign institution (yes/no)
Contract signing date
Expiration date
Interest rate
Denomination
Domestic currency
Foreign currency
Time interval
Time interval
Current year
Until 1 year
Until 2 years
Until 3 years
Until 4 years
Until 5 years
or more
Current year
Until 1 year
Until 2 years
Until 3 years
Until 4 years
Until 5 years or more
Banks
 
Foreign trade
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Banks - secured
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Commercial banks
 
BANORTE1
NO
2015-05-15
2022-04-30
TIIE+1.0
 
242,166,000
242,167,000
242,166,000
609,591,000
             
HSBC 2
NO
2013-05-29
2019-05-30
TIIE+1.25
 
196,528,000
                   
HSBC 3
NO
2014-07-04
2019-07-04
TIIE+1.25
 
299,828,000
                   
BANCO SANTANDER 4
NO
2015-03-12
2020-05-07
TIIE+1.25
   
249,833,000
                 
BANCO SANTANDER 5
NO
2015-01-08
2019-09-10
TIIE+1.25
 
249,840,000
                   
HSBC 6
NO
2016-03-08
2023-03-08
7.13
     
625,000,000
1,250,000,000
625,000,000
           
SCOTIABANK INVERLAT 7
NO
2016-03-08
2023-03-08
7
     
1,125,000,000
1,500,000,000
375,000,000
           
BANCO SANTANDER 8
NO
2017-11-23
2022-10-21
TIIE+1.25
       
1,492,950,000
             
HSBC9
NO
2017-11-23
2022-11-22
TIIE+1.30
       
1,990,644,000
             
SCOTIABANK INVERLAT10
NO
2017-12-07
2023-02-03
TIIE+1.30
         
2,487,903,000
           
TOTAL
       
0
988,362,000
492,000,000
1,992,166,000
6,843,185,000
3,487,903,000
0
0
0
0
0
0
Other banks
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Total banks
 
TOTAL
       
0
988,362,000
492,000,000
1,992,166,000
6,843,185,000
3,487,903,000
0
0
0
0
0
0
Stock market
 
Listed on stock exchange - unsecured
 
SENIOR NOTES 1
YES
2007-05-09
2037-05-11
8.93
         
4,486,647,000
           
NOTES 2
NO
2010-10-14
2020-10-01
7.38
   
9,987,069,000
                 
SENIOR NOTES 3
YES
2013-05-14
2043-05-14
7.62
         
6,442,172,000
           
NOTES 4
NO
2014-04-07
2021-04-01
TIIE+0.35
     
5,995,173,000
               
NOTES 5
NO
2015-05-11
2022-05-02
TIIE+0.35
       
4,994,111,000
             
NOTES 6
NO
2017-10-09
2027-10-09
8.79
         
4,479,160,000
           
SENIOR NOTES 7
YES
2005-03-18
2025-03-18
6.97
                     
11,564,366,000
SENIOR NOTES 8
YES
2002-03-11
2032-03-11
8.94
                     
5,878,498,000
SENIOR NOTES 9
YES
2009-11-23
2040-01-15
6.97
                     
11,670,577,000
SENIOR NOTES 10
YES
2014-05-13
2045-05-13
5.26
                     
19,226,206,000
SENIOR NOTES 11
YES
2015-11-24
2026-01-30
4.86
                     
5,867,541,000
SENIOR NOTES 12
YES
2015-11-24
2046-01-31
6.44
                     
17,576,841,000
TOTAL
       
0
0
9,987,069,000
5,995,173,000
4,994,111,000
15,407,979,000
0
0
0
0
0
71,784,029,000
Listed on stock exchange - secured
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Private placements - unsecured
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Private placements - secured
 
TOTAL
       
0
0
0
0
0
0
0
0
0
0
0
0
Total listed on stock exchanges and private placements
 


30 of 80


Institution       Foreign institution (yes/no)       Contract signing date       Expiration date       Interest rate     Denomination            
  Domestic currency Foreign currency
   Time interval Time interval
Current year Until 1 year Until 2 years Until 3 years Until 4 years
Until 5 years
or more
Current year
Until 1 year Until 2 years Until 3 years Until 4 years Until 5 years or more
TOTAL
       
0
0
9,987,069,000
5,995,173,000
4,994,111,000
15,407,979,000
0
0
0
0
0
[5] 71,784,029,000
Other current and non-current liabilities with cost
 
Other current and non-current liabilities with cost
 
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 1
NO
2012-08-08
2020-07-01
   
131,323,000
114,043,000
                 
GE CAPITAL CFE  MÉXICO, S. DE R.L. DE C.V. 2
NO
2014-07-01
2020-01-01
   
17,102,000
279,000
                 
GE CAPITAL CFE  MÉXICO, S. DE R.L. DE C.V. 3
NO
2014-07-01
2020-05-01
   
31,757,000
7,443,000
                 
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 4
NO
2012-08-01
2021-07-01
   
44,458,000
25,247,000
26,554,000
               
INTELSAT GLOBAL SALES 5
YES
2012-10-01
2027-09-01
               
387,427,000
416,675,000
448,131,000
481,961,000
2,835,579,000
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 6
NO
2014-10-27
2022-11-01
   
7,388,000
3,599,000
3,759,000
3,931,000
             
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 7
NO
2015-06-02
2024-12-01
   
14,330,000
14,987,000
18,914,000
19,677,000
41,810,000
           
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 8
NO
2018-03-01
2028-01-01
   
14,036,000
13,552,000
13,691,000
13,930,000
78,693,000
           
GRUPO DE TELECOMUNICACIONES DE ALTA CAPACIDAD 9
NO
2018-12-02
2027-01-04
   
4,011,000
11,722,000
11,833,000
11,224,000
48,878,000
           
NOTES PAYABLE TRANSFERRED TO BBVA BANCOMER BY ORIGINAL CREDITOR 10
NO
2016-03-01
2020-03-04
   
1,288,437,000
1,288,437,000
                 
TOTAL
       
0
1,552,842,000
1,479,309,000
74,751,000
48,762,000
169,381,000
0
387,427,000
416,675,000
448,131,000
481,961,000
2,835,579,000
Total other current and non-current liabilities with cost
 
TOTAL
       
0
1,552,842,000
1,479,309,000
74,751,000
48,762,000
169,381,000
0
387,427,000
416,675,000
448,131,000
481,961,000
[6] 2,835,579,000
Suppliers
 
Suppliers
 
SUPPLIERS 1
NO
2018-12-30
2019-12-30
   
13,637,846,000
         
4,878,750,000
       
TRANSMISSION RIGHTS 2
NO
2012-05-07
2026-12-29
   
632,061,000
1,047,612,000
130,381,000
101,574,000
283,725,000
 
2,880,891,000
883,664,000
569,611,000
475,995,000
1,129,082,000
TOTAL
       
0
14,269,907,000
1,047,612,000
130,381,000
101,574,000
283,725,000
0
7,759,641,000
883,664,000
569,611,000
475,995,000
1,129,082,000
Total suppliers
 
TOTAL
       
0
14,269,907,000
1,047,612,000
130,381,000
101,574,000
283,725,000
0
7,759,641,000
883,664,000
569,611,000
475,995,000
1,129,082,000
Other current and non-current liabilities
 
Other current and non-current liabilities
 
DERIVATIVE FINANCIAL INSTRUMENTS 1
         
148,061,000
                   
TOTAL
       
0
148,061,000
0
0
0
0
0
0
0
0
0
0
Total other current and non-current liabilities
 
TOTAL
       
0
148,061,000
0
0
0
0
0
0
0
0
0
0
Total credits
 
TOTAL
       
0
16,959,172,000
13,005,990,000
8,192,471,000
11,987,632,000
19,348,988,000
0
8,147,068,000
1,300,339,000
1,017,742,000
957,956,000
75,748,690,000


 
31 of 80
[800003] Annex - Monetary foreign currency position
 

 
Currencies
 
Dollars
Dollar equivalent in pesos
Other currencies equivalent in dollars
Other currencies equivalent in pesos
Total pesos
Foreign currency position
         
Monetary assets
         
Current monetary assets
1,359,523,000
26,745,896,000
80,557,000
1,584,798,000
28,330,694,000
Non-current monetary assets
0
0
0
0
0
Total monetary assets
1,359,523,000
26,745,896,000
80,557,000
1,584,798,000
28,330,694,000
Liabilities position
         
Current liabilities
500,021,000
9,836,913,000
24,208,000
476,244,000
10,313,157,000
Non-current liabilities
4,069,116,000
80,051,719,000
0
0
80,051,719,000
Total liabilities
4,569,137,000
89,888,632,000
24,208,000
476,244,000
90,364,876,000
Net monetary assets (liabilities)
(3,209,614,000)
(63,142,736,000)
56,349,000
1,108,554,000
[7] (62,034,182,000)

32 of 80

 
[800005] Annex - Distribution of income by product
 

 
Income type
 
National income
Export income
Income of subsidiaries abroad
Total income
CONTENT:
       
CONTENT:
0
0
0
0
TELEVISA
       
CONTENT – ADVERTISING
20,932,533,000
222,369,000
0
21,154,902,000
CONTENT - NETWORK SUBSCRIPTION REVENUE
3,500,375,000
1,313,907,000
0
4,814,282,000
CONTENT - LICENSING AND SYNDICATION
1,437,081,000
11,817,403,000
0
13,254,484,000
SKY (INCLUDES LEASING OF SET-TOP EQUIPMENT):
       
SKY (INCLUDES LEASING OF SET-TOP EQUIPMENT):
0
0
0
0
SKY, VETV, BLUE TO GO, BLUE TELECOMM
       
SKY - DTH BROADCAST SATELLITE TV
19,478,307,000
0
1,374,849,000
20,853,156,000
SKY - PAY PER VIEW
152,129,000
0
28,078,000
180,207,000
SKY - ADVERTISING
968,853,000
0
0
968,853,000
CABLE (INCLUDES LEASING OF SET-TOP EQUIPMENT):
       
CABLE (INCLUDES LEASING OF SET-TOP EQUIPMENT):
0
0
0
0
CABLEVISIÓN, CABLEMÁS, TVI, CABLECOM, IZZI, TELECABLE
       
CABLE - DIGITAL TV SERVICE
14,281,536,000
0
0
14,281,536,000
CABLE - BROADBAND SERVICES
13,034,172,000
0
0
13,034,172,000
CABLE -  SERVICE INSTALLATION
306,324,000
0
0
306,324,000
CABLE - PAY PER VIEW
16,172,000
0
0
16,172,000
CABLE -  ADVERTISING
1,260,117,000
0
0
1,260,117,000
CABLE - TELEPHONY
2,588,767,000
0
0
2,588,767,000
CABLE - OTHER INCOME
221,851,000
0
0
221,851,000
BESTEL, METRORED
       
CABLE - ENTERPRISE OPERATIONS
4,361,586,000
0
162,517,000
4,524,103,000
OTHER BUSINESSES:
       
OTHER BUSINESSES:
0
0
0
0
TV Y NOVELAS, CARAS, VANIDADES, COSMOPOLITAN, NATIONAL GEOGRAPHIC, MUY INTERESANTE, TÚ, SKY VIEW, COCINA FÁCIL, MARVEL SEMANAL, AUTOMOVIL PANAMERICANO, ALBUM PANINI RUSIA 2018
       
PUBLISHING - MAGAZINE CIRCULATION
546,750,000
0
104,281,000
651,031,000
PUBLISHING - ADVERTISING
482,943,000
0
181,514,000
664,457,000
PUBLISHING -  OTHER INCOME
4,027,000
0
0
4,027,000
VIDEOCINE, PANTELION
       
DISTRIBUTION, RENTALS AND SALE OF MOVIE RIGHTS
735,928,000
3,569,000
884,786,000
1,624,283,000
CLUB DE FÚTBOL AMÉRICA, ESTADIO AZTECA
       
SPECIAL EVENTS AND SHOW PROMOTION
1,639,073,000
145,462,000
0
1,784,535,000
PLAY CITY
       
GAMING
2,676,384,000
0
0
2,676,384,000
TELEVISA RADIO
       
RADIO - ADVERTISING
920,009,000
0
0
920,009,000
HOLA MÉXICO, CINE PREMIERE, GLAMOUR MEXICO, MINI REVISTA MINA, ENTREPRENEUR, SELECCIONES, GUÍA DE BIENESTAR SELECCIONES, FÚTBOL TOTAL ESPECIAL, MOI, ALGARABIA, VOGUE MEXICO
       
PUBLISHING DISTRIBUTION
270,624,000
0
40,148,000
310,772,000
INTERSEGMENT ELIMINATIONS
       
INTERSEGMENT ELIMINATIONS
(4,803,974,000)
0
(8,117,000)
(4,812,091,000)
TOTAL
85,011,567,000
13,502,710,000
2,768,056,000
101,282,333,000
33 of 80

 
[800007] Annex - Financial derivative instruments
 

 
Management discussion about the policy uses of financial derivative instruments, explaining if these policies are allowed just for coverage or for other uses like trading

 
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 Vice President of Finance and Risk 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 2018, no such financial derivatives were outstanding. Pursuant to the provisions of International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), certain financial derivative transactions originally intended to serve as a hedge and in effect as of December 31, 2018, 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.
 
34 of 80
 
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 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 in some instances, using the form agreement ISDAmex . 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 2018, there were no defaults or margin calls under the aforementioned financial derivative transactions.
 
35 of 80
 
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.    

 
 
General description about valuation techniques, standing out the instruments valuated at cost or fair value, just like methods and valuation techniques

 
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.
 
 
36 of 80
 
Management discussion  about internal and external sources of liquidity that could be used for attending requirements related to financial derivative instruments
 
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.
 
 
 
Changes and management explanation in principal risk exposures identified, as contingencies and events known by the administration that could affect future reports

 
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 of a financial derivative transaction, 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, forwards through which the Company hedged against a possible Mexican Peso depreciation with a notional amount of U.S. $82,600,000 (Eighty-two million six hundred thousand U.S. Dollars 00/100), expired. As a result of this hedge, a profit of MXN $67,741,680.00 (Sixty-seven million seven hundred forty-one thousand six hundred eighty Mexican pesos 00/100) was incurred in the quarter.
 
2.   
During the relevant quarter, collars of Grupo Televisa, S.A.B. with a notional amount of U.S. $303,000,000 (Three hundred and three million U.S. Dollars 00/100), expired. As a result of this hedge, a profit of MXN $13,307,500 (Thirteen million three hundred and seven thousand five hundred pesos 00/100) was incurred in the quarter.


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3.   
During the relevant quarter the coverage done through collars of Grupo Televisa, S.A.B. with expiration on December 17, 2018, which protected a notional amount of U.S. $310,750,000 (Three hundred ten million seven hundred fifty thousand dollars 00/100) was canceled in advance, and related with this a profit in the quarter was obtained for MXN $190,194,976 (One hundred ninety million one hundred ninety-four thousand nine hundred and seventy-six Mexican pesos 00/100).
 
4.   
During the relevant quarter, collars of Empresas Cablevision, S.A.B. de C.V. with a notional amount of U.S. $43,125,000 (Forty-three million one hundred twenty-five thousand U.S. Dollars 00/100), expired. As a result of this hedge, a profit of MXN $0 (Zero pesos 00/100) was incurred in the quarter.
 
5.   
During the relevant quarter the coverage done through collars of Empresas Cablevision, S.A.B. de C.V. with expiration on December 17, 2018, which protected a notional amount of U.S. $42,500,000 (Forty-two million five hundred thousand dollars 00/100) was canceled in advance, and related with this a profit in the quarter was obtained for MXN $24,959,798.3 (Twenty-four million nine hundred fifty-nine thousand seven hundred ninety-eight Mexican pesos 30/100).
 
6.   
During the relevant quarter, collars of Televisión Internacional, S.A. de C.V. with a notional amount of U.S. $13,750,000 (Thirteen million seven hundred fifty thousand U.S. Dollars 00/100), expired. As a result of this hedge, a profit of MXN $0 (Zero pesos 00/100) was incurred in the quarter.
 
7.   
During the relevant quarter the coverage done through collars of Televisión Internacional, S.A. de C.V. with expiration on December 17, 2018, which protected a notional amount of US $27,500,000 (Twenty-seven million five hundred thousand dollars 00/100) was canceled in advance, and related with this a profit in the quarter was obtained for MXN $13,979,960 (Thirteen million nine hundred seventy-nine thousand nine hundred and sixty pesos 00/100).

 
During the relevant quarter there were no defaults or margin calls under financial derivative transactions.
 
  Quantitative information for disclosure

 
v.   Quantitative Information . Attached hereto as “Table 1” is a summary of the financial derivative instruments purchased by Grupo Televisa, S.A.B, Empresas Cablevisión S.A.B. de C.V., Televisión Internacional, S.A. de C.V., and Corporación Novavisión S. de R.L. 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.
 
38 of 80
 
  
TABLE 1
GRUPO TELEVISA, S.A.B.
Summary of Financial Derivative Instruments as of
December 31, 2018
(In thousands of Mexican pesos and/or U.S. dollars, as indicated)

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 (5)
Previous Quarter (6)
Current Quarter Dr (Cr) (5)
Previous Quarter Dr (Cr)   (6)
Interest Rate Swap (1)
Hedging
Ps.6,000,000
TIIE 28 days /
5.9351%
TIIE 28 days /
5.9351%
340,153
274,442
Monthly interest
2019-2021
Does not exist
(7)
Interest Rate Swap (1)
Hedging
Ps.5,000,000
TIIE 28 days /
6.5716%
TIIE 28 days /
6.5716%
299,560
207,427
Monthly interest
2019-2022
Does not exist
(7)
Interest Rate Swap (1)
Hedging
Ps.2,000,000
TIIE 28 days /
7.3275%
TIIE 28 days /
7.3275%
85,073
39,902
Monthly interest
2019-2022
Does not exist
(7)
Interest Rate Swap (1)
Hedging
Ps.1,500,000
TIIE 28 days /
7.3500%
TIIE 28 days /
7.3500%
63,420
29,017
Monthly interest
2019-2022
Does not exist
(7)
Interest Rate Swap (1)
Hedging
Ps.2,500,000
TIIE 28 days /
7.7485%
TIIE 28 days /
7.7485%
76,876
14,089
Monthly interest
2019-2023
Does not exist
(7)
Forward (1)
Hedging
U.S.$224,000 /
Ps.4,407,589
U.S.$224,000 /
Ps.4,407,589
U.S.$249,000 /
Ps.4,895,461
100,922
(69,599)
Semi-annual interest
2019
Does not exist
(7)
Forward (1)
Hedging
U.S.$491,400 /
Ps.10,002,998
U.S.$491,400 /
Ps.10,002,998
U.S.$155,100 /
Ps.3,003,579
(99,979)
(51,165)
2019
Does not exist
(7)
Options (1)
Hedging
-
-
U.S.$613,750
-
45,772
-
Does not exist
(7)
Interest Rate Swap (2)
Hedging
 Ps.1,188,667
TIIE 28 days /
5.246%
TIIE 28 days /
5.246%
37,251
39,970
Monthly Interest
2019-2022
Does not exist
(7)
Interest Rate Swap (2)
Hedging
Ps.1,145,871
TIIE 28 days /
7.2663%
TIIE 28 days /
7.2663%
32,267
18,041
Monthly Interest
2019-2022
Does not exist
(7)
Forward (2)
Hedging
U.S.$75,000 /
Ps.1,525,145
U.S.$75,000 /
Ps.1,525,145
U.S.$20,000 /
Ps.392,024
(10,255)
(9,151)
2019
Does not exist
(7)
Options (2)
Hedging
-
-
U.S.$41,250
-
3,355
-
Does not exist
(7)
Forward (3)
Hedging
U.S.$82,000 /
Ps.1,660,941
U.S.$82,000 /
Ps.1,660,941
U.S.$26,000 /
Ps.509,114
(10,518)
(11,550)
2019
Does not exist
(7)
Options (3)
Hedging
-
-
U.S.$85,625
-
4,972
-
Does not exist
(7)
Forward (4)
Hedging
U.S.$38,600 /
Ps.803,898
U.S.$38,600 /
Ps.803,898
-
(27,309)
-
2019
Does not exist
(7)
       
Total
887,461
535,522
   


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(1)
Acquired by Grupo Televisa, S.A.B.
(2)
Acquired by Televisión Internacional, S.A. de C.V.
(3)
Acquired by Empresas Cablevisión, S.A.B. de C.V.
(4)
Acquired by Corporación Novavisión S. de R.L. de C.V.
(5)
The aggregate amount of the derivatives reflected in the consolidated statement of financial position of Grupo Televisa, S.A.B. as of December 31, 2018, is as follows:

 
Other financial assets
 
Ps.
115,679
   
 
Other non-current financial assets
   
919,843
   
 
Other financial liabilities
   
(148,061
)
 
     
Ps.
887,461
   

(6)
Information as of September 30, 2018.
(7)
Applies only to implicit financing in the ISDA ancillary agreements identified as “Credit Support Annex”.
 

40 of 80

 
[800100] Notes - Subclassifications of assets, liabilities and equities
 
Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Subclassifications of assets, liabilities and equities
   
Cash and cash equivalents
   
Cash
   
Cash on hand
46,852,000
66,865,000
Balances with banks
1,914,254,000
1,694,394,000
Total cash
1,961,106,000
1,761,259,000
Cash equivalents
   
Short-term deposits, classified as cash equivalents
30,107,185,000
36,973,690,000
Short-term investments, classified as cash equivalents
0
0
Other banking arrangements, classified as cash equivalents
0
0
Total cash equivalents
30,107,185,000
36,973,690,000
Other cash and cash equivalents
0
0
Total cash and cash equivalents
32,068,291,000
38,734,949,000
Trade and other current receivables
   
Current trade receivables
19,748,850,000
24,727,073,000
Current receivables due from related parties
1,078,327,000
860,220,000
Current prepayments
   
Current advances to suppliers
0
0
Current prepaid expenses
1,680,905,000
2,074,046,000
Total current prepayments
1,680,905,000
2,074,046,000
Current receivables from taxes other than income tax
3,593,417,000
1,537,218,000
Current value added tax receivables
3,468,261,000
1,471,394,000
Current receivables from sale of properties
0
0
Current receivables from rental of properties
0
0
Other current receivables
1,592,430,000
1,158,855,000
Total trade and other current receivables
27,693,929,000
30,357,412,000
Classes of current inventories
   
Current raw materials and current production supplies
   
Current raw materials
0
0
Current production supplies
0
0
Total current raw materials and current production supplies
0
0
Current merchandise
0
0
Current work in progress
0
0
Current finished goods
0
0
Current spare parts
0
0
Property intended for sale in ordinary course of business
0
0
Other current inventories
1,026,428,000
1,492,947,000
Total current inventories
1,026,428,000
1,492,947,000
Non-current assets or disposal groups classified as held for sale or as held for distribution to owners
   
Non-current assets or disposal groups classified as held for sale
0
0
Non-current assets or disposal groups classified as held for distribution to owners
0
0
Total non-current assets or disposal groups classified as held for sale or as held for distribution to owners
0
0
Trade and other non-current receivables
   
Non-current trade receivables
0
0
Non-current receivables due from related parties
0
0
Non-current prepayments
0
0
Non-current lease prepayments
0
0
Non-current receivables from taxes other than income tax
0
0
Non-current value added tax receivables
0
0



41 of 80

Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Non-current receivables from sale of properties
0
0
Non-current receivables from rental of properties
0
0
Revenue for billing
0
0
Other non-current receivables
0
0
Total trade and other non-current receivables
0
0
Investments in subsidiaries, joint ventures and associates
   
Investments in subsidiaries
0
0
Investments in joint ventures
764,217,000
959,637,000
Investments in associates
9,782,511,000
13,151,115,000
Total investments in subsidiaries, joint ventures and associates
10,546,728,000
14,110,752,000
Property, plant and equipment
   
Land and buildings
   
Land
4,967,965,000
4,866,337,000
Buildings
4,728,443,000
4,871,925,000
Total land and buildings
9,696,408,000
9,738,262,000
Machinery
60,176,873,000
57,112,452,000
Vehicles
   
Ships
0
0
Aircraft
529,158,000
540,743,000
Motor vehicles
905,936,000
816,216,000
Total vehicles
1,435,094,000
1,356,959,000
Fixtures and fittings
555,678,000
563,142,000
Office equipment
2,656,206,000
2,459,789,000
Tangible exploration and evaluation assets
0
0
Mining assets
0
0
Oil and gas assets
0
0
Construction in progress
11,683,180,000
13,485,066,000
Construction prepayments
0
0
Other property, plant and equipment
1,139,091,000
1,004,140,000
Total property, plant and equipment
87,342,530,000
85,719,810,000
Investment property
   
Investment property completed
0
0
Investment property under construction or development
0
0
Investment property prepayments
0
0
Total investment property
0
0
Intangible assets and goodwill
   
Intangible assets other than goodwill
   
Brand names
800,929,000
1,409,494,000
Intangible exploration and evaluation assets
0
0
Mastheads and publishing titles
0
0
Computer software
3,130,935,000
2,797,708,000
Licences and franchises
0
0
Copyrights, patents and other industrial property rights, service and operating rights
0
0
Recipes, formulae, models, designs and prototypes
0
0
Intangible assets under development
0
0
Other intangible assets
25,018,026,000
17,566,606,000
Total intangible assets other than goodwill
28,949,890,000
21,773,808,000
Goodwill
14,113,626,000
14,112,626,000
Total intangible assets and goodwill
43,063,516,000
35,886,434,000
Trade and other current payables
   
Current trade payables
22,029,548,000
19,959,795,000
Current payables to related parties
714,450,000
991,469,000
Accruals and deferred income classified as current
   


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Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Deferred income classified as current
13,637,580,000
18,798,347,000
Rent deferred income classified as current
0
0
Accruals classified as current
3,616,398,000
3,431,706,000
Short-term employee benefits accruals
1,067,245,000
963,377,000
Total accruals and deferred income classified as current
17,253,978,000
22,230,053,000
Current payables on social security and taxes other than income tax
675,662,000
728,263,000
Current value added tax payables
44,088,000
51,918,000
Current retention payables
604,672,000
444,233,000
Other current payables
0
0
Total trade and other current payables
41,278,310,000
44,353,813,000
Other current financial liabilities
   
Bank loans current
988,362,000
307,023,000
Stock market loans current
0
0
Other current liabilities at cost
1,940,269,000
1,759,319,000
Other current liabilities at no cost
148,061,000
0
Other current financial liabilities
1,120,009,000
1,796,847,000
Total Other current financial liabilities
4,196,701,000
3,863,189,000
Trade and other non-current payables
   
Non-current trade payables
4,621,644,000
2,719,236,000
Non-current payables to related parties
0
0
Accruals and deferred income classified as non-current
   
Deferred income classified as non-current
0
0
Rent deferred income classified as non-current
0
0
Accruals classified as non-current
0
0
Total accruals and deferred income classified as non-current
0
0
Non-current payables on social security and taxes other than income tax
0
0
Non-current value added tax payables
0
0
Non-current retention payables
0
0
Other non-current payables
0
0
Total trade and other non-current payables
4,621,644,000
2,719,236,000
Other non-current financial liabilities
   
Bank loans non-current
12,815,254,000
13,795,409,000
Stock market loans non-current
108,168,361,000
108,197,719,000
Other non-current liabilities at cost
5,954,549,000
7,547,515,000
Other non-current liabilities at no cost
0
0
Other non-current financial liabilities
0
0
Total Other non-current financial liabilities
126,938,164,000
129,540,643,000
Other provisions
   
Other non-current provisions
54,238,000
54,263,000
Other current provisions
1,642,000
23,466,000
Total other provisions
55,880,000
77,729,000
Other reserves
   
Revaluation surplus
0
0
Reserve of exchange differences on translation
1,461,495,000
2,298,822,000
Reserve of cash flow hedges
683,585,000
561,412,000
Reserve of gains and losses on hedging instruments that hedge investments in equity instruments
0
0
Reserve of change in value of time value of options
0
0
Reserve of change in value of forward elements of forward contracts
0
0
Reserve of change in value of foreign currency basis spreads
0
0
Reserve of gains and losses on remeasuring available-for-sale financial assets
2,654,866,000
2,196,595,000
Reserve of share-based payments
0
0
Reserve of remeasurements of defined benefit plans
(533,203,000)
(665,739,000)

43 of 80

Concept
Close Current Quarter
2018-12-31
Close Previous Exercise
2017-12-31
Amount recognised in other comprehensive income and accumulated in equity relating to non-current assets or disposal groups held for sale
0
0
Reserve of gains and losses from investments in equity instruments
0
0
Reserve of change in fair value of financial liability attributable to change in credit risk of liability
0
0
Reserve for catastrophe
0
0
Reserve for equalisation
0
0
Reserve of discretionary participation features
0
0
Reserve of equity component of convertible instruments
0
0
Capital redemption reserve
0
0
Merger reserve
0
0
Statutory reserve
0
0
Other comprehensive income
160,744,000
208,057,000
Total other reserves
4,427,487,000
4,599,147,000
Net assets (liabilities)
   
Assets
297,170,593,000
297,220,101,000
Liabilities
192,639,902,000
197,563,187,000
Net assets (liabilities)
104,530,691,000
99,656,914,000
Net current assets (liabilities)
   
Current assets
72,052,868,000
87,044,703,000
Current liabilities
48,531,443,000
50,764,817,000
Net current assets (liabilities)
23,521,425,000
36,279,886,000



44 of 80

 
[800200] Notes - Analysis of income and expense
 

Concept
Accumulated Current Year
2018-01-01 - 2018-12-31
Accumulated Previous Year
2017-01-01 - 2017-12-31
Quarter Current Year
2018-10-01 - 2018-12-31
Quarter Previous Year
2017-10-01 - 2017-12-31
Analysis of income and expense
       
Revenue
       
Revenue from rendering of services
72,737,313,000
70,408,764,000
20,159,071,000
19,871,434,000
Revenue from sale of goods
1,163,836,000
2,133,122,000
280,806,000
1,085,615,000
Interest income
0
0
0
0
Royalty income
12,600,061,000
8,533,751,000
2,587,291,000
2,393,616,000
Dividend income
0
0
0
0
Rental income
14,781,123,000
13,198,598,000
3,708,083,000
2,752,450,000
Revenue from construction contracts
0
0
0
0
Other revenue
0
0
0
0
Total revenue
101,282,333,000
94,274,235,000
26,735,251,000
26,103,115,000
Finance income
       
Interest income
1,567,100,000
2,268,711,000
405,056,000
822,996,000
Net gain on foreign exchange
220,149,000
768,923,000
0
0
Gains on change in fair value of derivatives
0
903,204,000
253,784,000
894,040,000
Gain on change in fair value of financial instruments
0
0
0
0
Other finance income
0
0
0
0
Total finance income
1,787,249,000
3,940,838,000
658,840,000
1,717,036,000
Finance costs
       
Interest expense
9,707,324,000
9,245,671,000
2,670,364,000
2,555,238,000
Net loss on foreign exchange
0
0
302,961,000
1,095,091,000
Losses on change in fair value of derivatives
859,642,000
0
0
0
Loss on change in fair value of financial instruments
0
0
0
0
Other finance cost
0
0
0
0
Total finance costs
10,566,966,000
9,245,671,000
2,973,325,000
3,650,329,000
Tax income (expense)
       
Current tax
6,448,961,000
5,382,865,000
1,187,645,000
614,679,000
Deferred tax
(2,058,457,000)
(1,108,745,000)
(595,843,000)
844,726,000
Total tax income (expense)
4,390,504,000
4,274,120,000
591,802,000
1,459,405,000

45 of 80

 
[800500] Notes - List of notes
 

 
Disclosure of notes and other explanatory information

 
See Notes 1 and 2 of the Disclosure of interim financial reporting
 
 
 
Disclosure of general information about financial statements

 

Corporate Information

Grupo Televisa, S.A.B. (the “Company”) is a limited liability public stock corporation (“Sociedad Anónima Bursátil” or “S.A.B.”), incorporated under the laws of Mexico. Pursuant to the terms of the Company’s bylaws (“Estatutos Sociales”), its corporate existence continues through 2106. The shares of the Company are listed and traded in the form of “Certificados de Participación Ordinarios” or “CPOs” on the Mexican Stock Exchange (“Bolsa Mexicana de Valores”) under the ticker symbol TLEVISA CPO, and in the form of Global Depositary Shares or GDSs, on the New York Stock Exchange, or NYSE, under the ticker symbol TV. The Company’s principal executive offices are located at Avenida Vasco de Quiroga 2000, Colonia Santa Fe, 01210 Ciudad de México, México.
 

Basis of Preparation and Accounting Policies

The condensed consolidated financial statements of the Group, as of December 31, 2018 and December 31, 2017, and for the years  ended December 31, 2018 and 2017, are unaudited, and have been prepared in accordance with the guidelines provided by the International Accounting Standard 34, Interim Financial Reporting . In the opinion of management, all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included herein.

The unaudited condensed consolidated financial statements should be read in conjunction with the Group’s audited consolidated financial statements and notes thereto for the years ended December 31, 2018, 2017 and 2016, which have been prepared in accordance with International Financial Reporting Standards (“IFRSs”) as issued by the International Accounting Standards Board, and include, among other disclosures, the Group’s most significant accounting policies, which were applied on a consistent basis as of December 31, 2018, except for the guidelines provided by the IFRS 15 and IFRS 9 that became effective beginning on January 1, 2018. The adoption of the improvements and amendments to current IFRSs effective on January 1, 2018 did not have a significant impact in these interim unaudited condensed consolidated financial statements .   
 
 
Disclosure of summary of significant accounting policies
 
See Note 2 of the Disclosure of interim financial reporting .
 

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[800600] Notes - List of accounting policies
 

 

Disclosure of summary of significant accounting policies

 
See Note 2 of the Disclosure of interim financial reporting .
 
 
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[813000] Notes - Interim financial reporting

 

Disclosure of interim financial reporting

 
GRUPO TELEVISA, S.A.B. AND SUBSIDIARIES

Notes to Interim Unaudited Condensed Consolidated Financial Statements
For the years ended December 31, 2018 and 2017
(In thousands of Mexican Pesos, except per CPO, per share, and exchange rate amounts, unless otherwise indicated)


1.
Corporate Information

Grupo Televisa, S.A.B. (the “Company”) is a limited liability public stock corporation (“Sociedad Anónima Bursátil” or “S.A.B.”), incorporated under the laws of Mexico. Pursuant to the terms of the Company’s bylaws (“Estatutos Sociales”) its corporate existence continues through 2106. The shares of the Company are listed and traded in the form of “Certificados de Participación Ordinarios” or “CPOs” on the Mexican Stock Exchange (“Bolsa Mexicana de Valores” or “BMV”) under the ticker symbol TLEVISA CPO, and in the form of Global Depositary Shares or GDSs, on the New York Stock Exchange, or NYSE, under the ticker symbol TV. The Company’s principal executive offices are located at Av. Vasco de Quiroga No. 2000, Colonia Santa Fe, 01210 Mexico City, Mexico.

Grupo Televisa, S.A.B. together with its subsidiaries (collectively, the “Group”) is a leading media company in the Spanish-speaking world, an important cable operator in Mexico, and an operator of a leading direct-to-home satellite pay television system in Mexico. The Group distributes the content it produces through several broadcast channels in Mexico and in over 50 countries, through 26 pay-tv brands and television networks, cable operators and over-the-top or “OTT” services. In the United States, the Group’s audiovisual content is distributed through Univision Communications Inc. (“Univision”), the leading media company serving the Hispanic market. Univision broadcasts the Group’s audiovisual content through multiple platforms in exchange for a royalty payment. In addition, the Group has equity and Warrants, that upon their exercise would represent approximately 36% on a fully-diluted, as-converted basis of the equity capital in Univision Holdings, Inc. or “UHI”, the controlling company of Univision. The Group’s cable business offers integrated services, including video, high-speed data and voice services to residential and commercial customers as well as managed services to domestic and international carriers through five cable multiple system operators in Mexico. The Group owns a majority interest in Sky, a leading direct-to-home satellite pay television system in Mexico, operating also in the Dominican Republic and Central America. The Group also has interests in magazine publishing and distribution, radio production and broadcasting, professional sports and live entertainment, feature-film production and distribution, and gaming.


2.
Basis of Preparation and   Accounting Policies

These interim condensed consolidated financial statements of the Group, as of December 31, 2018 and 2017 and for the years ended December 31, 2018 and 2017, are unaudited, and have been prepared in accordance with the guidelines provided by the International Accounting Standard 34, Interim Financial Reporting . In the opinion of management, all adjustments necessary for a fair presentation of the condensed consolidated financial statements have been included herein.

These interim unaudited condensed consolidated financial statements should be read in conjunction with the Group’s audited consolidated financial statements and notes thereto for the years ended December 31, 2018, 2017 and 2016 which have been prepared in accordance with International Financial Reporting Standards (“IFRS Standards”) as issued by the International Accounting Standards Board (“IASB”), and include, among other disclosures, the Group’s most significant accounting policies, which were applied on a consistent basis as of December 31, 2018, except for the accounting changes described below in connection with the initial adoption of IFRS Standards, which became effective on January 1, 2018.

These interim unaudited condensed consolidated financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they should be read in conjunction with the Group’s audited consolidated financial statements for the years ended December 31, 2018, 2017 and 2016. There have been no significant changes in the Corporate Finance Department of the Company or in any risk management policies since the year end .

These interim unaudited condensed consolidated financial statements were authorized for issuance on April 4, 2019, by the Group´s Principal Financial Officer.

The preparation of interim unaudited condensed consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.


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In preparing these interim unaudited condensed consolidated financial statements, the significant judgments made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended December 31, 2017, except for the accounting changes described below in connection with the initial adoption of new IFRS Standards, which became effective on January 1, 2018.

In the first quarter of 2018, the Group adopted IFRS 15 Revenue from Contracts with Customers (“IFRS 15”) and IFRS 9 Financial Instruments (“IFRS 9”), which are applicable for annual periods beginning on January 1, 2018.

IFRS 15

IFRS 15 provides a single, comprehensive revenue recognition model for all contracts with customers to improve comparability within industries, across industries, and across capital markets. This standard contains principles that an entity applies to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity recognizes revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services.

In connection with the initial adoption of IFRS 15 in the first quarter of 2018, the Company’s management (i) reviewed significant revenue streams and identified certain effects on the Group’s revenue recognition in the Sky and Cable segments; (ii) used the retrospective cumulative method, which consists in recognizing any cumulative adjustment resulting from the new standard at the date of initial adoption in consolidated equity; and (iii) did not restate the comparative information for the years ended December 31, 2017 and 2016, which was reported under the financial reporting standards in effect in those periods. Based on the Group’s existing customer contracts and relationships, the implementation of the new standard did not have a material impact on the Group’s consolidated financial statements upon adoption. The more significant effects to the Group’s revenue recognition are described as follows:

Content

The Group recognizes customer deposits and advance agreements for advertising services in the consolidated statement of financial position when these agreements are executed either with a consideration in cash paid by customers or with short-term non-interest bearing notes received from customers in connection with annual (“upfront basis”) and from time to time (“scatter basis”) prepayments. In connection with the initial adoption of IFRS 15, customer deposits and advances agreements are presented by the Group as a contract liability in the consolidated statement of financial position when a customer pays consideration, or the Group has a right to an amount of consideration that is unconditional, before the Group transfers advertising services to the customer. Under the guidelines of IFRS 15, a contract liability is a Group’s obligation to transfer services or goods to a customer for which the Group has received consideration, or an amount of consideration is due, from the customer. The Company’s management has consistently recognized that an amount of consideration is due, for legal and finance purposes, when a short-term non-interest bearing note is received from a customer in connection with a deposit or advance agreement entered into with the customer for advertising services to be rendered by the Group in the short term. Accordingly, there was no effect in the recognition of a contract liability for deposits and advances agreements with customers in the Group’s consolidated statement of financial position at the adoption date of IFRS 15.

Sky

Through December 31, 2017, commissions for obtaining contracts with customers in this segment were accounted for in the consolidated statement of income as they were incurred. Beginning on January 1, 2018, in accordance with the new standard, incremental costs of obtaining contracts with customers, primarily commissions, are recognized as assets in the Group´s consolidated statement of financial position and amortized in the expected life of contracts with customers.

Cable

Through December 31, 2017, commissions for obtaining contracts with customers in this segment were accounted for in the consolidated statement of income as they were incurred. Beginning on January 1, 2018, in accordance with the new standard, incremental costs of obtaining contracts with customers, primarily commissions, are recognized as assets in the Group’s consolidated statement of financial position and amortized in the expected life of contracts with customers. In the telecommunications business of this segment, as required by the new standard, the Company’s management reviewed the terms and conditions of the most significant contracts on an individual basis, and concluded that the effects of applying IFRS 15 were not significant at the adoption date.

The Group has recognized assets from incremental costs of obtaining a contract with customers, primarily commissions, which are classified as current and non-current other assets in its consolidated financial statements as of January 1 and December 31, 2018, as follows:


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Sky
   
Cable
   
Total
 
Contract costs:
                 
 At January 1, 2018
 
Ps.
. 2,452,540
   
Ps.
932,664
   
Ps.
3,385,204
 
Additions
   
800,766
     
594,658
     
1,395,424
 
Amortization
   
1,016,374
     
393,595
     
1,409,969
 
Total Contract Costs at December 31, 2018
   
2,236,932
     
1,133,727
     
3,370,659
 
  Less:
                       
 Current Contract Costs
   
909,790
     
233,166
     
1,142,956
 
Total Non-current Contract Costs
 
Ps.
1,327,142
   
Ps.
900,561
   
Ps.
2,227,703
 

In connection with the assets from incremental costs of obtaining a contract with customers referred to above and the initial adoption of IFRS 15, the Group recognized cumulative adjustments that increased consolidated retained earnings as of January 1, 2018, as follows:

   
Retained Earnings
   
Income Taxes
   
Net
 
                   
Controlling interest
 
Ps.
2,272,350
   
Ps.
(672,898
)
 
Ps.
1,599,452
 
Non-controlling interests
   
1,112,854
     
(327,651
)
   
785,203
 
Effect on Equity at January 1, 2018
 
Ps.
3,385,204
   
Ps.
(1,000,549
)
 
Ps.
2,384,655
 

Additionally, the Group’s annual consolidated financial statements are expected to be impacted to some extent by the significant increase in disclosures required by the new IFRS Standard.

IFRS 9

IFRS 9 addresses the classification, measurement and recognition of financial assets and financial liabilities. IFRS 9 requires financial assets to be classified into two measurement categories: those measured at amortized cost and those measured at fair value, with changes in fair value either through income or loss, or through other comprehensive income or loss. The determination is made at initial recognition. The basis of classification depends on the entity’s business model for managing its financial instruments and the contractual cash flow characteristics of the financial assets. For financial liabilities, this standard retains most of the IAS 39 Financial Instruments: Recognition and Measurement requirements. IFRS 9  considers under a new impairment approach that is no longer necessary for a credit event to have occurred before credit losses are recognized, instead, an entity always accounts for expected credit losses, and change in those expected losses to profit or loss; in respect to hedging activities, IFRS 9 aligns hedge accounting more closely with an entity’s risk management through a principles-based approach, by means of which the range from 0.8 to 1.25 to declare a maintaining hedge is eliminated an in its place, an effective hedging instrument will be declared only if it supports the entity’s risk management strategy and maintain an effective hedge, and in lieu thereof, an instrument of effective hedge could be deemed this way if it is aligned with the entity’s management risks strategy; IFRS 9 establishes that an entity making an irrevocable election to present in other comprehensive income changes in fair value of an investment in an equity instrument that is not held for trading, should not transfer to profit or loss any amounts presented in other comprehensive income, but may transfer the cumulative gain or loss within equity; and IFRS 9 requires application of the integral retrospective method at the day of transition of this standard, which consists in restating the comparative periods presented in the consolidated financial statements.

In connection with the initial adoption of IFRS 9 in the first quarter of 2018, and based on the Group’s existing financial instruments, related contracts and hedge relationships as of December 31, 2017, the implementation of the new standard did not have a material impact on the Group’s consolidated financial statements upon adoption.

In connection with expected credit losses of trade notes and accounts receivable, in conformity with the guidelines provided by IFRS 9, the Group recognized cumulative adjustments that decreased consolidated retained earnings as of January 1, 2018 as follows:

   
Earnings (Losses)
   
Income Tax
Benefit
   
Net
 
                   
Controlling interest
  Ps.
(234,129
)
  Ps.
67,101
    Ps.
(167,028
)
Non-controlling interests
   
(47,465
)
   
12,029
     
(35,436
)
Effect on Equity at January 1, 2018
  Ps.
(281,594
)
  Ps.
79,130
    Ps.
(202,464
)



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In connection with the initial adoption of IFRS 9 which became effective on January 1, 2018, the Company classified financial assets as current temporary investments with changes in fair value through income or loss. Beginning on January 1, 2018, the Company classified these financial assets as non-current financial instruments with changes in fair value through other comprehensive income, based on its business model for managing financial assets and the contractual cash flow characteristics of these financial assets. In accordance with IFRS 9, this new classification the Group recognized cumulative adjustments in consolidated retained earnings as of January 1, 2018, as follows:

   
Earnings (Losses)
   
Income Tax
Benefit
   
Net
 
Effect on Equity at January 1, 2018
  Ps.
(1,182,760
)
  Ps.
354,828
    Ps.
(827,932
)

IFRS 16

IFRS 16 Leases was issued in January 2016, replaces IAS 17 Leases (“IAS 17”), and became effective on January 1, 2019. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases. IFRS 16 introduces a single, on-balance sheet lease accounting model for lessees. A lessee recognizes a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. There are recognition exemptions for short-term leases and leases of low-value items. Lessor accounting remains similar to the current standard: lessors continue to classify leases as finance or operating leases. The Company’s management expects that the initial impact of recording lease liabilities, and the corresponding right of-use assets in accordance with the guidelines of IFRS 16, will increase the Group’s consolidated total assets and liabilities primarily in connection with lease commitments for the use of real estate property and satellite transponders as of December 31, 2018. IFRS 16 will also affect the presentation of certain line items of the Group’s consolidated statement of income for interim and annual periods beginning on January 1, 2019, as the Group shall recognize a depreciation of rights-of-use assets for long-term lease agreements, and a finance expense for interest from related non-current lease liabilities, instead of affecting consolidated operating costs and expenses for lease payments, as they were recognized through December 31, 2018, under the guidelines of the former IFRS Standard. Beginning in the first quarter of 2019, the Group adopted the guidelines of IFRS 16 by using the retrospective cumulative effect, which consists of recognizing any cumulative adjustment due to the new IFRS Standard at the date of initial adoption in consolidated assets and liabilities. Accordingly, as a lessee, the Group recognized lease liabilities as of January 1, 2019, for leases classified as operating leases through December 31, 2018, and measured these lease liabilities at the present value of the remaining lease payments, discounted using the incremental borrowing rate as of January 1, 2019. The carrying amounts of leases classified as a finance leases through December 31, 2018, became the initial carrying amounts of right-of-use assets and lease liabilities under the guidelines of IFRS 16 beginning on January 1, 2019. The Company’s management will conclude and report in April 2019, the determination of the initial impact IFRS 16 will have on the Group’s consolidated financial statements for the first quarter of 2019. While the Company’s management is not yet in a position to disclose the full impact of the application of this new IFRS Standard, the Group expects that the initial impact of recording the required lease liabilities and the corresponding right-to-use assets will increase the Group’s consolidated total assets and liabilities as of January1, 2019, in a range of 1.5% and 2.0%, and 2.5% and 3.0%, respectively, primarily in connection with its non-cancellable lease and payment commitments for the use of real estate property. The Company’s management is in the process of concluding with the analysis and assessment of any changes to be made in the Group’s accounting policies for long-term lease agreements as a lessee, including the implementation of effective controls over financial reporting in the different business segments of the Group, in connection with the measurement and disclosures required by IFRS 16. The new accounting policies and estimates are subject to change until management finalizes its analysis.


3.
Acquisitions and Dispositions

On December 17, 2018, the Group acquired from Axtel, S.A.B. de C.V. (“Axtel”) its residential fiber-to-home business and related assets in Mexico City, Zapopan, Monterrey, Aguascalientes, San Luis Potosí and Ciudad Juarez. The assets acquired comprise 553,226 revenue generating units consisting of 97,622 video, 227,802 broadband and 227,802 voice, revenue generating units. This transaction was paid in cash by the Group in the aggregate amount of Ps.5,466,872, including value added tax. Through this acquisition, the Group continues with its strategy to consolidate a cable company with national coverage that delivers more and better services for the benefit of end users. The following table summarizes the preliminary allocation of the total amount of cash paid by the Group in connection with the purchase of tangible and identifiable intangible assets acquired and liabilities assumed at the acquisition date. The excess of the purchase price over those fair values was allocated to goodwill in the Cable segment. The purchase price allocation is preliminary as at December 31, 2018 primarily due to the Group’s ongoing evaluation of certain contractual arrangements that may impact the valuation of liabilities and goodwill, as well as final review of acquired assets and liabilities assumed given that the acquisition was completed at a date close to December 31, 2018. The Company’s management expects to complete a final purchase price allocation for this acquisition in the first half of 2019.

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December 17,
2018
 
Cash and cash equivalents
 
Ps.
1,000
 
Trade notes and accounts receivables
   
169,036
 
Other accounts receivable primarily value-added tax
   
875,331
 
Total current assets
   
1,045,367
 
Property and equipment
   
2,130,108
 
Intangible assets and goodwill
   
2,582,713
 
Total assets
   
5,758,188
 
Other current liabilities
   
291,316
 
Total liabilities
   
291,316
 
Total net assets
 
Ps.
5,466,872
 

In February 2018, the Company announced an agreement to sell its 19.9% stake in Imagina Media Audiovisual, S.L., (together with its subsidiaries, “Imagina”), a media and telecom company in Spain, subject to the fulfillment of certain conditions and regulatory approvals. In June 2018, this transaction was closed and the Company sold its stake in Imagina and received proceeds in the aggregate amount of €284.5 million (Ps.6,603,751), of which €251.3 million (Ps.5,832,360) were in cash and €33.2 million (Ps.771,391) were held in escrow and will be paid to the Company over time subject to customary terms and conditions under escrow agreements. In the fourth quarter of 2018, a cash amount of €16.1 million (Ps.366,354) was released from escrow and an amount of €1.5 million (Ps.33,558) was used for escrow purposes. As of December 31, 2018, the amount held in escrow was €15.6 million (Ps.351,913). As a result of this transaction, the Group recognized a net pretax gain of Ps.3,513,829 as other income in its consolidated statement of income for the year ended December 31, 2018 (see Notes 5 and 13).

In March 2017, the Group entered into a joint venture agreement with Periódico Digital Sendero, S.A.P.I. de C.V. (“PDS”), an internet company that operates an online news website in Mexico City, and acquired a 50% equity interest in this joint venture for an aggregate cash amount of Ps.120,000. In September 2017, the Group made an additional cash contribution in the amount of Ps.42,500 in connection with its 50% equity interest in this joint venture (see Note 5).


4.
Investments in financial instruments

At December 31, 2018 and 2017, the Group had the following investments in financial instruments:

   
December 31,
2018
   
December 31,
2017
 
Equity instruments measured at fair value through other comprehensive income or loss:
           
Warrants issued by UHI (1)
 
Ps.
34,921,530
   
Ps.
36,395,183
 
Open Ended Fund (2)
   
7,662,726
     
7,297,577
 
Other equity instruments (3)
   
6,545,625
     
-
 
Other financial assets (4)
   
72,612
     
-
 
     
49,202,493
     
43,692,760
 
Financial assets measured at amortized cost through income
   
-
     
287,605
 
Other
   
937
     
16,487
 
   
Ps.
49,203,430
   
Ps.
43,996,852
 

(1)
The Group’s Warrants are exercisable for UHI’s common stock, in whole or in part, at an exercise price of U.S.$0.01 per Warrant share. The Warrants do not entitle the holder to any voting rights as a stockholder of UHI. The Warrants shall expire and no longer be exercisable after the tenth anniversary of the date of issuance (the “Expiration Date”); provided, however, the Expiration Date shall automatically be extended for nine successive ten-year periods unless the Group provides written notice to UHI of its election not to so extend the Expiration Date. The Warrants do not bear interest. Through December 31, 2017, these warrants were classified as available-for-sale financial assets with changes in fair value recognized in accumulated other comprehensive income or loss in consolidated equity. Beginning on January 1, 2018, in connection with the adoption of IFRS 9, which became effective on that date, these warrants are classified as equity instruments (financial assets) and measured at fair value through other comprehensive income or loss recognized in consolidated equity (see Notes  5 and 9).
 
(2)
The Group has an investment in an Open Ended Fund that has as a primary objective to achieve capital appreciation by using a broad range of strategies through investments in securities, including without limitation stock, debt and other financial instruments, a principal portion of which are considered as Level 1 financial instruments, in telecom, media and other sectors across global markets, including Latin America and other emerging markets. Shares may be redeemed on a quarterly basis at the Net Asset Value (“NAV”) per share as of such redemption date. The fair value of this fund is determined by using the NAV per share. The NAV per share is calculated by determining the value of the fund assets and subtracting all of the fund liabilities and dividing the result by the total number of issued shares. Beginning on January 1, 2018, in connection with the adoption of IFRS 9, which became effective on that date, this Open Ended Fund is classified as an equity instrument measured at fair value through other comprehensive income or loss in consolidated equity.
 
(3)
Other financial assets include equity instruments (publicly traded instruments). The fair value is based on quoted market prices. In connection with these equity instruments, for which an irrevocable election was made by the Group under the guidelines of IFRS 9 to recognize any changes in fair value in other comprehensive income or loss in consolidated equity.



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(4)
In 2018, the Company invested in corporate fixed income securities with long-term maturities, which were classified as other financial assets with changes in fair value in other comprehensive income or loss in consolidated equity, in accordance with the Group’s business model to manage these financial instruments and their contractual cash flows characteristics.

A roll forward of financial assets at fair value through other comprehensive income or loss for the years ended December 31, 2018 and 2017, is presented as follows:

   
Warrants Issued by UHI (1)
   
Open Ended Fund (1)
   
Other Equity instruments
   
Other Financial Assets
   
Total
 
At January 1, 2018
 
Ps.
36,395,183
   
Ps.
7,297,577
   
Ps.
5,942,500
   
Ps.
-
   
Ps.
49,635,260
 
Investments
   
-
     
-
     
-
     
72,723
     
72,723
 
Disposition of investments
   
-
     
(167,934
)
   
(641
)
   
-
     
(168,575
)
Change in fair value in other comprehensive income (1)
   
(1,473,653
)
   
533,083
     
603,766
     
(111
)
   
(336,915
)
At December 31, 2018
 
Ps.
34,921,530
   
Ps.
7,662,726
   
Ps.
6,545,625
   
Ps.
72,612
   
Ps.
49,202,493
 

   
Warrants Issued by UHI (1)
   
Open Ended
Fund (1)
   
Total
 
At January 1, 2017
 
Ps.
38,298,606
   
Ps.
6,456,392
   
Ps.
44,754,998
 
Change in fair value in other comprehensive income (1)
   
(1,903,423
)
   
841,185
     
(1,062,238
)
At December 31, 2017
 
Ps.
36,395,183
   
Ps.
7,297,577
   
Ps.
43,692,760
 



(1)
The foreign exchange loss or gain in 2018 derived from the hedged warrants issued by UHI and the investment in Open Ended Fund was hedged by foreign exchange gain (loss) in the consolidated statement of income for the year ended December 31, 2018, in the amount of Ps.125,955 and Ps.(317,126), respectively. The foreign exchange gain in 2017 derived from the hedged warrants issued by UHI and the initial investment in Open Ended Fund was hedged by foreign exchange loss in the consolidated statement of income for the year ended December 31, 2017, in the amount of Ps.1,622,976 and Ps.167,490, respectively (see Notes 8 and 14).

The maximum exposure to credit risk of the investments in financial instruments as of December 31, 2018 and 2017 is the carrying value of the financial assets mentioned above.


5.
Investments in Associates and Joint Ventures

At December 31, 2018 and 2017, the Group had the following investments in associates and joint ventures accounted for by the equity method:


 
Ownership as of December 31, 2018
   
December 31,
2018
   
December 31, 2017
 
Associates:
                 
UHI (1)
   
10.0%

 
Ps.
8,285,286
   
Ps.
8,144,843
 
Imagina (2)
   
-

   
-
     
3,845,823
 
Ocesa Entretenimiento, S.A. de C.V. and subsidiaries (collectively, “OCEN”) (3)
   
40.0%

   
1,385,622
     
1,059,391
 
Other
   
-

   
111,603
     
101,058
 
Joint ventures:
     
               
Grupo de Telecomunicaciones de Alta Capacidad, S.A.P.I. de C.V. (“GTAC”) (4)
   
33.3%

   
568,327
     
720,806
 
PDS (5)
   
50.0%

   
195,890
     
180,159
 
The Second Screen Company Latam, S.L.
   
-
     
-
     
58,672
 
           
Ps.
10,546,728
   
Ps.
14,110,752
 

 
(1)
The Group accounts for its investment in common stock of UHI, the parent company of Univision, under the equity method due to the Group’s ability to exercise significant influence, as defined under IFRS Standards, over UHI’s operations. The Group has the ability to exercise significant influence over the operating and financial policies of UHI because the Group (i) as of December 31, 2018 and  2017, owned 1,110,382 Class “C” shares of common stock of UHI, representing approximately 10% of the outstanding total shares of UHI as of each of those dates; (ii) as of December 31, 2018 and 2017, held Warrants exercisable for common stock of UHI equivalent to approximately 26% equity stake of UHI on a fully-diluted, as-converted basis, subject to certain conditions, laws and regulations; (iii) as of December 31, 2018 and  2017, had three officers and one director of the Company designated as members of the Board of Directors of UHI, which was composed of 18 directors, of 22 available board seats; and (iv) was party to a program license agreement (“PLA”), as amended, with Univision, an indirect wholly-owned subsidiary of UHI, pursuant to which Univision has the right to broadcast certain Televisa content in the United States (“Program License Agreement”), and to another program license agreement pursuant to which the Group has the right to broadcast certain Univision’s content in Mexico (“Mexican License Agreement”), in each case through the later of 2025 (2030 upon consummation of a qualified public equity offering of UHI) or 7.5 years after the Group has sold two-thirds of its initial investment in UHI made in December 2010 (see Notes 4, 9, 12 and 14).

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(2)
Through May 31, 2018, the Group accounted for its investment in common stock of Imagina, under the equity method due to the Group’s ability to exercise significant influence, as defined under IFRS Standards, over Imagina’s operations. The Group had the ability to exercise significant influence over the operating and financial policies of Imagina because the Group: (i) owned shares of common stock of Imagina, representing 19.9% of the outstanding total shares of Imagina; and (ii) held two of 10 seats on the Board of Directors of Imagina. In June 2018, the Company closed the sale of its 19.9% stake in Imagina in the aggregate amount of Ps.6,603,751(€.284.5 million) of which Ps.771,391 (€.33.2 million) were retained in escrow. As a result, the Group: (i) discontinued recognizing the equity method to account for its investment in Imagina; (ii) reclassified a cumulative foreign currency translation gain derived from this investment in the amount of Ps.722,023, from other comprehensive income in consolidated equity to consolidated other income for the year ended December 31, 2018; and (iii) recognized a gain on disposition of this investment in the amount of Ps.3,513,829 in consolidated income for the year ended December 31, 2018 (see Notes 3 and 13).

 
(3)
OCEN is a majority-owned subsidiary of Corporación Interamericana de Entretenimiento, S.A.B. de C.V., and is engaged in the live entertainment business in Mexico. In 2017, the stockholders of OCEN approved the payment of a dividend in the amount of Ps.340,000, of which Ps.136,000 was paid to the Group. In 2018, the stockholders of OCEN did not pay any dividends, the investment in OCEN included goodwill of Ps.359,613.

 
(4)
GTAC was granted a 20-year contract for the lease of a pair of dark fiber wires held by the Mexican Federal Electricity Commission and a concession to operate a public telecommunications network in Mexico with an expiration date in 2030. GTAC is a joint venture in which a subsidiary of the Company, a subsidiary of Grupo de Telecomunicaciones Mexicanas, S.A. de C.V., and a subsidiary of Megacable, S.A. de C.V., have an equal equity participation of 33.3%. In June 2010, a subsidiary of the Company entered into a long-term credit facility agreement to provide financing to GTAC for up to Ps.688,217, with an annual interest rate of the Mexican Interbank Interest Rate (“Tasa de Interés Interbancaria de Equilibrio” or “TIIE”) plus 200 basis points. Under the terms of this agreement, principal and interest are payable at dates agreed by the parties, between 2013 and 2021. As of December 31, 2018 and 2017, GTAC had used a principal amount of Ps.688,183, under this credit facility. During the year ended December 31, 2018, GTAC paid principal and interest to the Group in connection with this credit facility in the aggregate amount of Ps.112,293. During the year ended December 31, 2017, GTAC paid principal and interest to the Group in connection with this credit facility in the aggregate amount of Ps.203,945. Also, a subsidiary of the Company entered into supplementary long-term loans to provide additional financing to GTAC for an aggregate principal amount of Ps.640,978, with an annual interest of TIIE plus 200 basis points computed on a monthly basis and payable on an annual basis or at dates agreed by the parties. Under the terms of these supplementary loans, principal amounts can be prepaid at dates agreed by the parties before their maturities between 2023 and 2028. During 2018, GTAC paid principal and interest to the Group in connection with these supplementary loans in the aggregate amount of Ps.139,541. During 2017, GTAC paid principal and interest to the Group in connection with these supplementary loans in the aggregate amount of Ps.47,885. The net investment in GTAC as of December 31, 2018 and 2017, included amounts receivable in connection with this long-term credit facility and supplementary loans to GTAC in the aggregate amount of Ps.817,605 and Ps.929,516, respectively. These amounts receivable are in substance a part of the Group’s net investment in this investee (see Note 9).

 
(5)
The Group accounts for its investment in PDS under the equity method, due to its 50% interest in this joint venture. In September 2017, PDS acquired substantially all of the equity interest in Now New Media, S.A.P.I. de C.V. an online news website in Mexico City, in the aggregate amount of Ps.81,749. As of December 31, 2018 and 2017, the Group’s investment in PDS included intangible assets and goodwill in the aggregate amount of Ps.113,837 (see Note 3).
 

6.
Property, Plant and Equipment, Net

Property, plant and equipment as of December 31, 2018 and 2017, consisted of:

   
December 31,
2018
   
December 31,
2017
 
Buildings
 
Ps.
9,387,558
   
Ps.
9,287,456
 
Building improvements
   
280,081
     
279,336
 
Technical equipment
   
133,171,187
     
117,466,054
 
Satellite transponders
   
10,301,713
     
10,301,713
 
Furniture and fixtures
   
1,203,942
     
1,121,639
 
Transportation equipment
   
3,085,762
     
2,830,108
 
Computer equipment
   
8,848,455
     
7,665,913
 
Leasehold improvements
   
3,215,239
     
2,747,307
 
     
169,493,937
     
151,699,526
 
Accumulated depreciation
   
(98,802,552
)
   
(84,331,119
)
     
70,691,385
     
67,368,407
 
Land
   
4,967,965
     
4,866,337
 
Construction and projects in progress
   
11,683,180
     
13,485,066
 
   
Ps.
87,342,530
   
Ps.
85,719,810
 

Depreciation charged to income for the years ended December 31, 2018 and 2017, was Ps.17,234,543 and Ps.15,872,034, respectively.

During the years ended December 31, 2018 and 2017, the Group invested Ps.18,708,491 and Ps.16,759,566, respectively, in property, plant and equipment as capital expenditures that correspond mainly to the Cable and Sky segments.

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7.
Intangible Assets, Net

The balances of intangible assets as of December 31, 2018 and 2017, were as follows:

               
December 31, 2018
               
December 31, 2017
 
   
Gross Carrying Amount
   
Accumulated Amortization
   
Net Carrying Amount
   
Gross Carrying Amount
   
Accumulated Amortization
   
Net Carrying Amount
 
Intangible assets with indefinite useful lives:
                                   
Goodwill
             
Ps.
14,113,626
               
Ps.
14,112,626
 
Trademarks
               
479,409
                 
615,147
 
Concessions
               
15,166,067
                 
15,166,067
 
Intangible assets with finite useful lives:
                                       
Trademarks
 
Ps.
1,891,306
   
Ps.
(1,569,786
)
   
321,520
   
Ps.
1,891,306
   
Ps.
(1,096,959
)
   
794,347
 
Concessions
   
553,505
     
(221,402
)
   
332,103
     
553,505
     
(110,701
)
   
442,804
 
Payment for renewal of concessions
   
5,993,891
     
(15,454
)
   
5,978,437
     
244,692
     
(7,703
)
   
236,989
 
Licenses and software
   
9,065,582
     
(5,934,647
)
   
3,130,935
     
7,470,669
     
(4,672,961
)
   
2,797,708
 
Subscriber lists
   
8,785,423
     
(6,108,251
)
   
2,677,172
     
6,203,875
     
(5,404,722
)
   
799,153
 
Other intangible assets
   
4,099,750
     
(3,235,503
)
   
864,247
     
3,696,000
     
(2,774,407
)
   
921,593
 
    
Ps.
30,389,457
   
Ps.
(17,085,043
)
 
Ps.
43,063,516
   
Ps.
20,060,047
   
Ps.
(14,067,453
)
 
Ps.
35,886,434
 

Amortization charged to income for the year ended December 31, 2018 and 2017, was Ps.2,599,659 and Ps.2,664,240, respectively. Additional amortization charged to income for the year ended December 31, 2018 and 2017, was Ps.444,679 and Ps.504,674, respectively, primarily in connection with amortization of soccer player rights.

In November 2018, the Mexican Institute of Telecommunications (Instituto Federal de Telecomunicaciones or “IFT”) approved the renewal of the Group’s broadcasting concessions for all of its television stations in Mexico, for a term of 20 years after the existing expiration date in 2021. In November 2018, the Group paid in cash for such renewal an aggregate amount of Ps.5,754,543, which includes a payment of Ps.1,194 for administrative expenses and recognized this cost as an intangible asset in its consolidated statement of financial position. This amount will be amortized in a period of 20 years beginning on January 1, 2022, by using the straight-line method.

During the fourth quarter of 2017, the Company’s management reviewed the useful life of certain Group’s television concessions accounted for as intangible assets in conjunction with the payment made in 2018 for renewal of concessions expiring in 2021, which amount was determined by the IFT before the renewal date. Based on such review, the Group classified these concessions as intangible assets with a finite useful life and began to amortize the related net carrying amount of Ps.553,505 in a period ending in 2021.

During the second half of 2018 and 2017, the Group monitored the market associated with its Publishing business, which is classified into the Other Businesses segment, which has experienced a general slow-down in Latin America. Accordingly, the Group reduced its cash flow expectations for some of its foreign operations. As a result, the Group compared the fair value of the intangible assets in the reporting units with the related carrying value and recorded an aggregate impairment charge in connection with trademarks of Ps.135,750 and Ps.89,597, in other expense, net, in the consolidated statements of income for the years ended December 31, 2018 and 2017, respectively.

As of December 31, 2018 and 2017, there was no evidence of significant impairment indicators in connection with the Group’s intangible assets in the Content, Sky and Cable segments.


8.
Debt, Finance Lease Obligations and Other Notes Payable

As of December 31, 2018 and 2017, debt, finance lease obligations and other notes payable were as follows:

               
December 31, 2018
   
December 31, 2017
 
   
Principal
   
Finance Costs
   
Total
   
Total
 
U.S. dollar debt:
                       
6.625% Senior Notes due 2025 (1)
 
Ps.
11,803,800
   
Ps.
(239,434
)
 
Ps.
11,564,366
   
Ps.
11,545,317
 
4.625% Senior Notes due 2026 (1)
   
5,901,900
     
(34,359
)
   
5,867,541
     
5,872,203
 
8.5% Senior Notes due 2032 (1)
   
5,901,900
     
(23,402
)
   
5,878,498
     
5,886,361
 
6.625% Senior Notes due 2040 (1)
   
11,803,800
     
(133,223
)
   
11,670,577
     
11,683,468
 
5% Senior Notes due 2045 (1)
   
19,673,000
     
(446,794
)
   
19,226,206
     
19,241,393
 
6.125% Senior Notes due 2046 (1)
   
17,705,700
     
(128,859
)
   
17,576,841
     
17,600,943
 
Total U.S. dollar debt
   
72,790,100
     
(1,006,071
)
   
71,874,029
     
71,829,685
 


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Mexican peso debt:
                       
7.38% Notes due 2020 (2)
   
10,000,000
     
(12,931
)
   
9,987,069
     
9,980,016
 
TIIE + 0.35% Notes due 2021 (2)
   
6,000,000
     
(4,827
)
   
5,995,173
     
5,993,104
 
TIIE + 0.35% Notes due 2022 (2)
   
5,000,000
     
(5,889
)
   
4,994,111
     
4,992,388
 
8.79% Notes due 2027 (2)
   
4,500,000
     
(20,840
)
   
4,479,160
     
4,476,801
 
8.49% Senior Notes due 2037 (1)
   
4,500,000
     
(13,353
)
   
4,486,647
     
4,485,922
 
7.25% Senior Notes due 2043 (1)
   
6,500,000
     
(57,828
)
   
6,442,172
     
6,439,803
 
Bank loans (3)
   
6,000,000
     
(28,503
)
   
5,971,497
     
5,964,354
 
Bank loans (Sky) (4)
   
5,500,000
     
-
     
5,500,000
     
5,500,000
 
Bank loans (TVI) (5)
   
2,334,538
     
(2,419
)
   
2,332,119
     
2,638,078
 
Total Mexican peso debt
   
50,334,538
     
(146,590
)
   
50,187,948
     
50,470,466
 
Total debt (6)
   
123,124,638
     
(1,152,661
)
   
121,971,977
     
122,300,151
 
Less:  Current portion of long-term debt
   
989,156
     
(794
)
   
988,362
     
307,023
 
Long-term debt, net of current portion
 
Ps.
122,135,482
   
Ps.
(1,151,867
)
 
Ps.
120,983,615
   
Ps.
121,993,128
 
 
Finance lease obligations:
                               
Satellite transponder lease obligation (7)
 
Ps.
4,569,773
   
Ps.
-
   
Ps.
4,569,773
   
Ps.
4,938,049
 
Other (8)
   
748,171
     
-
     
748,171
     
684,725
 
Total finance lease obligations
   
5,317,944
     
-
     
5,317,944
     
5,622,774
 
Less: Current portion
   
651,832
     
-
     
651,832
     
580,884
 
Finance lease obligations, net of current  portion
 
Ps.
4,666,112
   
Ps.
-
   
Ps.
4,666,112
   
Ps.
5,041,890
 
                                 
Other notes payable:
                               
Total other notes payable (9)
 
Ps.
2,576,874
   
Ps.
-
   
Ps.
2,576,874
   
Ps.
3,684,060
 
Less: Current portion
   
1,288,437
     
-
     
1,288,437
     
1,178,435
 
Other notes payable, net of current portion
 
Ps.
1,288,437
   
Ps.
-
   
Ps.
1,288,437
   
Ps.
2,505,625
 


 
(1)
The Senior Notes due between 2025 and 2046, in the aggregate outstanding principal amount of U.S.$3,700 million and Ps.11,000,000, 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 2025, 2026, 2032, 2037, 2040, 2043, 2045 and 2046, including additional amounts payable in respect of certain Mexican withholding taxes, is 6.97%, 4.86%, 8.94%, 8.93%, 6.97%, 7.62%, 5.26% and 6.44% 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, in 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 2025, 2026, 2037, 2040, 2043 and 2046, 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 Senior Notes due 2026, 2032, 2040, 2043, 2045 and 2046 were priced at 99.385%, 99.431%, 98.319%, 99.733%, 96.534%, and 99.677%, respectively, for a yield to maturity of 4.70%, 8.553%, 6.755%, 7.27%, 5.227% and 6.147%, respectively. The Senior Notes due 2025 were issued in two aggregate principal amounts of U.S.$400 million and U.S.$200 million, and were priced at 98.081% and 98.632%, respectively, for a yield to maturity of 6.802% and 6.787%, respectively. The agreement of these Senior Notes contains covenants that limit the ability of the Company and certain restricted subsidiaries engaged in the Group’s Content segment, to incur or assume liens, perform sale and leaseback transactions, and consummate certain mergers, consolidations and similar transactions. The Senior Notes due 2025, 2026, 2032, 2037, 2040, 2045 and 2046 are registered with the U.S. Securities and Exchange Commission (“SEC”). The Senior Notes due 2043 are registered with both the SEC and the Mexican Banking and Securities Commission (“Comisión Nacional Bancaria y de Valores”). In December 2017, the Company prepaid the principal outstanding amount of U.S.$500 million Senior Notes due 2018 at an aggregate redemption price of Ps.9,841,716 (U.S.$511.7 million), which included related fees and accrued and unpaid interest at the redemption date.
(2)
In 2010, 2014, 2015 and October 2017, the Company issued Notes (“Certificados Bursátiles”) due 2020, 2021, 2022 and 2027, respectively, through the BMV in the aggregate principal amount of Ps.10,000,000, Ps.6,000,000, Ps.5,000,000 and Ps.4,500,000, respectively. Interest on the Notes due 2020 is 7.38% per annum and is payable semi-annually. Interest on the Notes due 2021 and 2022 is the TIIE plus 35 basis points per annum and is payable every 28 days. Interest on the Notes due 2027 is 8.79% per annum and is payable semi-annually. The Company may, at its own option, redeem the Notes due 2020 and 2027, in whole or in part, at any semi-annual interest payment date at a redemption price equal to the greater of the principal amount of the outstanding Notes and the present value of future cash flows, at the redemption date, of principal and interest amounts of the Notes discounted at a fixed rate of comparable Mexican sovereign bonds. The Company may, at its own option, redeem the Notes due 2021 and 2022, in whole or in part, at any date at a redemption price equal to the greater of the principal amount of the outstanding Notes and an average price calculated from prices to be provided at the redemption date by two Mexican financial pricing companies. The agreement of these Notes contains covenants that limit the ability of the Company and certain restricted subsidiaries appointed by the Company’s Board of Directors, and engaged in the Group’s Content segment, to incur or assume liens, perform sale and leaseback transactions, and consummate certain mergers, consolidations and similar transactions.
(3)
In November and December 2017, the Company entered into long-term credit agreements with three Mexican banks, in the aggregate principal amount of Ps.6,000,000, and an annual interest rate payable on a monthly basis of 28-day TIIE plus a range between 125 and 130 basis points, and principal maturities between 2022 and 2023. The proceeds of these loans were used primarily for the prepayment in full of the Senior Notes due 2018. Under the terms of these loan agreements, the Company is required to (a) maintain certain financial coverage ratios related to indebtedness and interest expense; and (b) comply with the restrictive covenant on spin-offs, mergers and similar transactions. The Company prepaid the remaining principal amount of certain credit agreement with a Mexican Bank with original maturity in 2018, in fourth quarter of 2017, in the aggregate amount of Ps.629,311, which included accrued and unpaid interest.



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(4)
In March 2016, Sky (i) entered into long-term debt agreements with two Mexican banks in the aggregate principal amount of Ps.5,500,000, with maturities between 2021 and 2023, and interest payable on a monthly basis and an annual rate in the range of 7.0% and 7.13%; and (ii) prepaid to the Company an outstanding amount in connection with a long-term loan in the principal amount of Ps.3,500,000.
(5)
As of December 31, 2018 and 2017, included outstanding balances in the aggregate principal amount of Ps. Ps.2,334,538 and Ps.2,642,027, respectively, in connection with certain credit agreements entered into by TVI with Mexican banks, with maturities between 2019 and 2022, bearing interest at an annual rate of TIIE plus a range between 100 and 125 basis points, which is payable on a monthly basis. Under the terms of these credit agreements, TVI is required to comply with certain restrictive covenants and financial coverage ratios.
(6)
Total debt is presented net of unamortized finance costs as of December 31, 2018 and 2017, in the aggregate amount of Ps.1,152,661 and Ps.1,250,746, respectively, and does not include related interest payable in the aggregate amount of Ps.1,120,009 and Ps.1,796,847, respectively.
(7)
Sky is obligated to pay a monthly fee of U.S.$3.0 million under a capital lease agreement entered into with Intelsat Global Sales & Marketing Ltd. (“Intelsat”) in March 2010 for satellite signal reception and retransmission service from 24 KU-band transponders on satellite IS-21, which became operational in October 2012. The service term for IS-21 will end at the earlier of (a) the end of 15 years or (b) the date IS-21 is taken out of service (see Note 6).
(8)
Includes minimum lease payments of property and equipment under leases that qualify as finance leases. In December 31, 2018 and 2017, includes Ps.691,591 and Ps.571,420, respectively, in connection with a lease agreement entered into by a subsidiary of the Company and GTAC, for the right to use certain capacity of a telecommunications network through 2029. This lease agreement provides for annual payments through 2028. Other finance leases have terms, which expire at various dates between 2019 and 2020.
(9)
Notes payable issued by the Company in connection with the acquisition in 2016 of a non-controlling interest in TVI. As of December 31, 2018 and 2017, cash payments to be made between 2019 and 2020 related to these notes payable amounted to an aggregate of Ps.2,624,375 and Ps.3,808,395, respectively, including interest of Ps.249,375 and Ps.316,395, respectively. Accumulated accrued interest for this transaction amounted to Ps.201,875 and Ps.192,060 as of December 31, 2018 and 2017, respectively. This was regarded as a Level 2 debt, which was fair valued using a discount cash flow approach, which discounts the contractual cash flows using discount rates derived from observable market price of other quotes debt instruments. In March 2017, the Group prepaid a portion of the outstanding other notes payable with original maturities in August 2017 and 2018, for an aggregate amount of Ps.1,292,438, which included accrued interest at the payment date.
 
 

As of December 31, 2018, the Group has complied with the covenants contained in the debt agreements.

As of December 31, 2018 and 2017, the outstanding principal amounts of Senior Notes of the Company that have been designated as hedging instruments of the Group’s investments in UHI and Open Ended Fund (hedged items) were as follows:

   
December 31, 2018
   
December 31, 2017
 

Hedged items
 
Millions of
U.S. dollars
   
Thousands of Mexican pesos
   
Millions of
U.S. dollars
   
Thousands of Mexican pesos
 
Investment in shares of UHI (net investment hedge)
 
U.S.$
421.2
   
Ps.
8,285,286
   
U.S.$
413.3
   
Ps.
8,144,843
 
Warrants issued by UHI (foreign currency fair value hedge)
   
1,775.1
     
34,921,530
     
1,847.0
     
36,395,183
 
Open Ended Fund (foreign currency fair value hedge) (1)
   
389.5
     
7,662,726
     
180.0
     
3,546,918
 
Total
 
U.S. $
2,585.8
   
Ps.
50,869,542
   
U.S. $
2,440.3
   
Ps.
48,086,944
 

(1)
Beginning in the second quarter of 2018, the Group has designated an additional portion of the outstanding principal amount of its U.S. dollar denominated long-term debt as a fair value hedge of foreign exchange exposure related to its entire investment in Open Ended Fund. Through March 31, 2018, the designated U.S. dollar debt for this fair value hedge of foreign exchange exposure was related to the initial investment in Open Ended Fund.
 
The foreign exchange gain or loss derived from the Company’s U.S. dollar denominated long-term debt designated as a hedge, for the years ended December 31, 2018 and 2017, is analyzed as follows (see Note 4 and 14):


Foreign Exchange Gain or Loss Derived from
Senior Notes Designated as Hedging Instruments
 
Year Ended
December 31, 2018
   
Year Ended
December 31, 2017
 
Recognized in:
           
   Comprehensive income
 
Ps.
(189,213
)
 
Ps.
2,050,599
 
Total foreign exchange (loss) gain derived from hedging Senior Notes
 
Ps.
(189,213
)
 
Ps.
2,050,599
 
Offset against :
               
   Foreign currency translation loss derived from the hedged net investment in shares of UHI
 
Ps.
(1,958
)
 
Ps.
(260,133
)
   Foreign exchange loss derived from hedged warrants issued by UHI
   
(125,955
)
   
(1,622,976
)
   Foreign exchange gain (loss) derived from the hedged Open Ended Fund
   
317,126
     
(167,490
)
Total foreign currency translation and foreign exchange gain (loss) derived from hedged assets
 
Ps.
189,213
   
Ps.
(2,050,599
)





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The table below analyzes the Group’s debt, finance lease obligations and other notes payable into relevant maturity groupings based on the remaining period at the statement of financial position date to the contracted maturity date:

   
Less than 12 Months
January 1, 2019
to December 31, 2019
   
12-36
Months
January 1, 2020 to December 31, 2021
   
36-60
Months
January 1, 2022
to December 31, 2023
   
Maturities Subsequent to December 31, 2023
   
Total
 
Debt (1)
 
Ps.
989,156
   
Ps.
18,484,978
   
Ps.
15,360,404
   
Ps.
88,290,100
   
Ps.
123,124,638
 
Finance lease obligations
   
651,832
     
1,130,429
     
1,096,006
     
2,439,677
     
5,317,944
 
Other notes payable
   
1,288,437
     
1,288,437
     
-
     
-
     
2,576,874
 
Total debt, finance lease obligations and other notes payable
 
Ps.
2,929,425
   
Ps.
20,903,844
   
Ps.
16,456,410
   
Ps.
90,729,777
   
Ps.
131,019,456
 

(1)    The amounts of debt are disclosed on a principal amount basis.
 


9.
Financial Instruments

The Group’s financial instruments presented in the condensed consolidated statements of financial position included cash and cash equivalents, temporary investments, accounts and notes receivable, long-term loan receivable from GTAC, Warrants that are exercisable for UHI’s common stock, equity instruments and debt securities classified as financial assets at fair value through other comprehensive income, investments in securities in the form of an open-ended fund classified as financial assets at fair value through other comprehensive income, accounts payable, debt, finance lease obligations, other notes payable, and derivative financial instruments. For cash and cash equivalents, temporary investments, accounts receivable, accounts payable, and short-term notes payable due to banks and other financial institutions, the carrying amounts approximate fair value due to the short maturity of these instruments. The fair value of the Group’s long-term debt securities is based on quoted market prices.

The fair value of long-term loans that the Group borrowed from leading Mexican banks (see Note 8) has been estimated using the borrowing rates currently available to the Group for bank loans with similar terms and average maturities. The fair value of financial assets at fair value through other comprehensive income, and currency option and interest rate swap agreements were determined by using valuation techniques that maximize the use of observable market data.

The carrying and estimated fair values of the Group’s non-derivative financial instruments as of December 31, 2018 and 2017, were as follows:

   
December 31, 2018
   
December 31, 2017
 
   
Carrying Value
   
Fair Value
   
Carrying Value
   
Fair Value
 
Assets:
                       
Cash and cash equivalents
 
Ps.
32,068,291
   
Ps.
32,068,291
   
Ps.
38,734,949
   
Ps.
38,734,949
 
Temporary investments
   
30,992
     
30,992
     
6,013,678
     
6,013,678
 
Trade notes and accounts receivable, net
   
19,748,850
     
19,748,850
     
24,727,073
     
24,727,073
 
Warrants issued by UHI (see Note 4)
   
34,921,530
     
34,921,530
     
36,395,183
     
36,395,183
 
Long-term loans and interest receivable from GTAC (see Note 5)
   
817,605
     
824,540
     
929,516
     
937,137
 
Other financial instruments (see Note 4)
   
-
     
-
     
287,605
     
284,443
 
Open Ended Fund (see Note 4)
   
7,662,726
     
7,662,726
     
7,297,577
     
7,297,577
 
Other equity instruments (see Note 4)
   
6,545,625
     
6,545,625
     
-
     
-
 
Other financial assets (see Note 4)
   
72,612
     
72,612
     
-
     
-
 

Liabilities:
                               
Senior Notes due 2025, 2032 and 2040
 
Ps.
29,509,500
   
Ps.
33,110,013
   
Ps.
29,557,650
   
Ps.
36,635,229
 
Senior Notes due 2045
   
19,673,000
     
17,317,748
     
19,705,100
     
20,068,856
 
Senior Notes due 2037 and 2043
   
11,000,000
     
7,905,625
     
11,000,000
     
9,171,610
 
Senior Notes due 2026 and 2046
   
23,607,600
     
24,051,128
     
23,646,120
     
27,294,835
 
Notes due 2020
   
10,000,000
     
9,605,700
     
10,000,000
     
9,702,300
 
Notes due 2021
   
6,000,000
     
5,956,506
     
6,000,000
     
6,090,900
 
Notes due 2022
   
5,000,000
     
4,941,430
     
5,000,000
     
5,063,300
 
Notes due 2027
   
4,500,000
     
4,027,275
     
4,500,000
     
4,442,940
 
Short and long-term notes payable to Mexican banks
   
13,834,538
     
13,551,620
     
14,142,027
     
13,917,175
 
Finance lease obligations
   
5,317,944
     
5,121,534
     
5,622,774
     
5,360,933
 
Other notes payable
   
2,576,874
     
2,430,667
     
3,684,060
     
3,319,414
 

58 of 80


The carrying values (based on estimated fair values), notional amounts, and maturity dates of the Group’s derivative financial instruments as of December 31, 2018 and 2017, were as follows:

December 31, 2018:
Derivative Financial Instruments
 
Carrying
Value
   
Notional Amount (U.S. Dollars in Thousands)
 
Maturity Date
 
                    
Assets:
                 
Derivatives recorded as accounting hedges:
(cash flow hedges)
                 
TVI’s interest rate swap
 
Ps.
37,251
   
Ps.
1,188,667
 
April  2019 through May 2022
 
TVI’s interest rate swap
   
32,267
   
Ps.
1,145,871
 
April 2022
 
Interest rate swap
   
340,153
   
Ps.
6,000,000
 
April 2021
 
Interest rate swap
   
299,560
   
Ps.
5,000,000
 
May 2022
 
Interest rate swap
   
85,073
   
Ps.
2,000,000
 
October 2022
 
Interest rate swap
   
63,420
   
Ps.
1,500,000
 
October 2022
 
Interest rate swap
   
76,876
   
Ps.
2,500,000
 
February 2023
 
Forward
   
100,922
   
U.S.$
224,000
 
January 2019 through November 2019
 
Total assets
 
Ps.
1,035,522
              
                        
Liabilities:
                     
Derivatives not recorded as accounting hedges:
                     
TVI’s forwards
 
Ps.
10,255
   
U.S.$ 
75,000
 
January 2019 through October 2019
 
Empresas Cablevisión´s forwards
   
10,518
   
U.S.$ 
82,000
 
January 2019 through October 2019
 
Sky’s forwards
   
27,309
   
U.S.$ 
38,600
 
January 2019 through August 2019
 
Forward
   
99,979
   
U.S.$ 
491,400
 
January 2019 through October 2019
 
Total liabilities
 
Ps.
148,061
              


December 31, 2017:
Derivative Financial Instruments
 
Carrying
Value
   
Notional Amount (U.S. Dollars in Thousands)
 
Maturity Date
 
                    
Assets:
                 
Derivatives not recorded as accounting hedges:
                 
TVI’s options
 
Ps.
100,700
   
U.S. $ 
96,250
 
December 2018
 
Empresas Cablevisión´s options
   
110,137
   
U.S. $ 
115,000
 
December 2018
 
Options
   
795,010
   
U.S. $ 
779,250
 
December 2018
 
Forward
   
397,037
   
U.S. $ 
230,400
 
January 2018 through December 2018
 
Derivatives recorded as accounting hedges (cash flow hedges):
                     
TVI’s interest rate swap
   
61,997
   
Ps.
1,296,783
 
April  2019 through May 2022
 
TVI’s interest rate swap
   
22,112
   
Ps.
1,370,868
 
April 2022
 
Interest rate swap
   
344,958
   
Ps.
6,000,000
 
April 2021
 
Interest rate swap
   
241,561
   
Ps.
5,000,000
 
May 2022
 
Interest rate swap
   
43,222
   
Ps.
2,000,000
 
October 2022
 
Interest rate swap
   
31,906
   
Ps.
1,500,000
 
October 2022
 
Interest rate swap
   
3,077
   
Ps.
1,000,000
 
February 2023
 
Forward
   
112,157
   
U.S. $
224,000
 
January 2018 through November 2018
 
Total assets
 
Ps.
2,263,874
              

59 of 80

 
UHI Warrants

The Group determined the fair value of its investment in Warrants using the Black-Scholes pricing model (“BSPM”). The BSPM involves the use of significant estimates and assumptions. These estimates and assumptions include the UHI stock’s spot price at valuation date and the stock’s expected volatility. UHI stock’s price at valuation date was obtained by using a discounted projected cash flow model. UHI stock’s volatility was obtained from publicly available information of comparable companies’ stock through determining an average of such companies’ annual volatility. Since the described methodology was an internal model with significant unobservable inputs, the UHI Warrants are classified as Level 3.

Unobservable inputs used as of December 31, 2018 and 2017, included UHI stock’s spot price of U.S.$387 and U.S.$402 per share, respectively, and UHI stock’s expected volatility of 36% and 32%, respectively.

The Company’s management applied significant judgment to determine the classification of the Warrants issued by UHI. These Warrants did not comply with the definition of a derivative financial instrument because the initial investment that the Group paid to acquire the original instrument (Convertible Debentures that were exchanged for Warrants in 2015) was significant and a derivative requires no initial investment or one that is smaller than would be required for a contract with similar response to changes in market factors; therefore, the Group classified the Warrants issued by UHI as financial assets with changes in fair value recognized in other comprehensive income or loss in consolidated equity. Significant judgment was applied by the Company’s management in assessing that the characteristics of the Warrants are closer to an equity instrument in accordance with IAS 32 Financial Instruments: Presentation (see Note 4).


10.
Capital Stock and Long-term Retention Plan

At December 31, 2018, shares of capital stock and CPOs consisted of (in millions):

   
Authorized and
Issued (1)(4)
   
Repurchased
by the
Company (2) (4)
   
Held by a Company´s
Trust (3)
   
Outstanding
 
Series “A” Shares
   
122,179.4
     
-
     
(5,972.2
)
   
116,207.2
 
Series “B” Shares
   
58,019.7
     
-
     
(4,903.6
)
   
53,116.1
 
Series “D” Shares
   
88,554.1
     
-
     
(4,051.2
)
   
84,502.9
 
Series “L” Shares
   
88,554.1
     
-
     
(4,051.2
)
   
84,502.9
 
Total
   
357,307.3
     
-
     
(18,978.2
)
   
338,329.1
 
Shares in the form of CPOs
   
296,023.0
     
-
     
(13,542.8
)
   
282,480.2
 
Shares not in the form of CPOs
   
61,284.3
     
-
     
(5,435.4
)
   
55,848.9
 
Total
   
357,307.3
     
-
     
(18,978.2
)
   
338,329.1
 
CPOs
   
2,530.1
     
-
     
(115.7
)
   
2,414.4
 

 
(1)
As of December 31, 2018, the authorized and issued capital stock amounted to Ps.4,907,765 (nominal Ps.2,459,154).
 
(2)
During the year ended December 31, 2018, the Company repurchased 2,977.6 million shares, in the form of 25.5 million CPOs, in the amount of Ps.1,541,180.4, in connection with a share repurchase program that was approved by the Company’s stockholders and is exercised at the discretion of management.
 
(3)
In connection with the Company’s Long-Term Retention Plan.
 
(4)
On April 27, 2018, the Company’s stockholders approved to cancel in May 2018, 5,122.6 million shares of the Company’s capital stock in the form of 43.8 million CPOs, which were repurchased or acquired by the Company in 2017 and 2018.

A reconciliation of the number of shares and CPOs outstanding for the years ended December 31, 2018 and 2017, is presented as follows (in millions):

   
Series “A” Shares
   
Series “B” Shares
   
Series “D” Shares
   
Series “L” Shares
   
Shares Outstanding
   
CPOs Outstanding
 
As of January 1, 2018
   
116,787.7
     
53,935.8
     
85,806.8
     
85,806.8
     
342,337.1
     
2,451.6
 
Repurchased (1)
   
(636.3
)
   
(559.9
)
   
(890.7
)
   
(890.7
)
   
(2,977.6
)
   
(25.5
)
Acquired (2)
   
(1,074.2
)
   
(945.3
)
   
(1,503.8
)
   
(1,503.8
)
   
(5,027.1
)
   
(42.9
)
Released (2)
   
1,130.0
     
685.5
     
1,090.6
     
1,090.6
     
3,996.7
     
31.2
 
As of December 31, 2018
   
116,207.2
     
53,116.1
     
84,502.9
     
84,502.9
     
338,329.1
     
2,414.4
 

   
Series “A” Shares
   
Series “B” Shares
   
Series “D” Shares
   
Series “L” Shares
   
Shares Outstanding
   
CPOs Outstanding
 
As of January 1, 2017
   
116,283.3
     
53,800.8
     
85,592.1
     
85,592.1
     
341,268.3
     
2,445.5
 
Repurchased (1)
   
(135.3
)
   
(119.1
)
   
(189.6
)
   
(189.6
)
   
(633.6
)
   
(5.4
)
Acquired (2)
   
(698.1
)
   
(614.4
)
   
(977.4
)
   
(977.4
)
   
(3,267.3
)
   
(27.9
)
Released (2)
   
1,337.8
     
868.5
     
1,381.7
     
1,381.7
     
4,969.7
     
39.4
 
As of December 31, 2017
   
116,787.7
     
53,935.8
     
85,806.8
     
85,806.8
     
342,337.1
     
2,451.6
 

 
(1)
In connection with a share repurchase program.

(2)
By a Company’s trust in connection with the Company’s Long-Term Retention Plan.
60 of 80
 
Long-term Retention Plan

During the year ended December 31, 2018, the trust for the Long-term Retention Plan (i) acquired 5,027.1 million shares of the Company in the form of 42.9 million CPOs, in the amount of Ps.2,784,505 and (ii) released 3,645.7 million shares in the form of 31.2 million CPOs, and 351 million Series “A” Shares, in the aggregate amount of Ps.2,032,634. During the years ended December 31, 2018 and 2017, the Company made a funding for acquisition of shares in the aggregate amount of Ps.1,100,000 and Ps.2,500,000 respectively to the trust held for the Company’s Long-Term Retention Plan.

The Group accrued in equity attributable to stockholders of the Company a share-based compensation expense of Ps.1,305,999 and Ps.1,468,337 for the years ended December 31, 2018 and 2017, respectively, which amount was reflected in consolidated operating income as administrative expense.

11.   Retained Earnings

As of December 31, 2018 and 2017, the Company’s legal reserve amounted to Ps.2,139,007, and was classified into retained earnings in equity attributable to stockholders of the Company.

In April 2017, the Company’s stockholders approved the payment of a dividend of Ps.0.35 per CPO and Ps.0.002991452991 per share of Series “A”, “B”, “D” and “L” Shares, not in the form of a CPO, which was paid in cash in May 2017, in the aggregate amount of Ps.1,084,192.

In April 2018, the Company’s stockholders approved the payment of a dividend of Ps.0.35 per CPO and Ps.0.002991452991 per share of Series “A”, “B”, “D” and “L” Shares, not in the form of a CPO, which was paid in cash in May 2018, in the aggregate amount of Ps.1,068,868.

12.   Transactions with Related Parties

The balances of receivables and payables between the Group and related parties as of December 31, 2018 and 2017, were as follows:

   
December 31,
2018
   
December 31, 2017
 
Current receivables:
           
UHI, including Univision (1)
 
Ps.
954,754
   
Ps.
657,601
 
Operadora de Centros de Espectáculos, S.A de C.V.
   
35,590
     
41,080
 
Editorial Clío, Libros y Videos, S.A. de C.V.
   
6,399
     
23,045
 
Televisa CJ Grand, S.A. de C.V. (“Televisa CJ Grand”)
   
-
     
77,991
 
Other
   
81,584
     
60,503
 
   
Ps.
1,078,327
   
Ps.
860,220
 
                 
Current payable:
               
UHI, including Univision (1)
 
Ps.
614,388
   
Ps.
964,959
 
AT&T – DirecTV
   
70,187
     
6,713
 
Other
   
29,875
     
19,797
 
   
Ps.
714,450
   
Ps.
991,469
 

(1)
As of December 31, 2018 and 2017, the Group recognized a provision in the amount of Ps.614,388 and Ps.964,959, respectively, associated with a consulting arrangement entered into by the Group, UHI and an entity controlled by the chairman of the Board of Directors of UHI, by which upon consummation of a qualified initial public offering of the shares of UHI or an alternative exit plan for the main current investors in UHI, the Group would pay the entity a portion of a defined appreciation in excess of certain preferred returns and performance thresholds of UHI. As of December 31, 2018 and 2017, receivables from UHI related primarily to the PLA amounted to Ps.954,754 and Ps.657,601, respectively.

In the year ended December 31, 2018 and 2017, royalty revenue from Univision amounted to Ps.7,383,540 and Ps.5,916,147, respectively.

61 of 80



13.
Other Income or Expense, Net

Other income (expense) for the year ended December 31, 2018 and 2017 is analyzed as follows:

   
December 31,
2018
   
December 31,
2017
 
Gain (loss) on dispositions of investments (1)
 
Ps.
3,553,463
   
Ps.
(295,194
)
Donations
   
(56,019
)
   
(159,605
)
Financial, legal and accounting advisory and professional services (2)
   
(212,527
)
   
(269,385
)
Loss on disposition of property and equipment
   
(268,532
)
   
(118,817
)
Deferred compensation
   
(251,787
)
   
(302,801
)
Dismissal severance expense (3)
   
(530,560
)
   
(984,816
)
Impairment adjustment (4)
   
(135,750
)
   
(89,597
)
Other taxes paid by Sky in Central America
   
(148,271
)
   
-
 
Other expense, net (5)
   
(387,733
)
   
(166,119
)
   
Ps.
1,562,284
   
Ps.
(2,386,334
)


 
(1)
In 2018, included a gain of Ps.3,513,829 on disposition of the Group’s equity stake in Imagina, and a gain of Ps.85,000 on disposition of the Group’s 50% equity in Televisa CJ Grand, a joint venture for a home shopping channel in Mexico (see Notes 3 and 5). In 2017, included a loss on disposition of a Publishing business in Argentina, which was classified in the Group’s Other Business segment.
 
(2)
Includes primarily legal, financial advisory and professional services in connection with certain litigation and other matters.
 
(3)
Includes severance expense in connection with dismissals of personnel, as part of a cost reduction plan.
 
(4)
In 2018 and 2017, the Group recognized an impairment adjustment in connection with certain trademarks in its Publishing business.
 
(5)
In 2018, included a loss on disposition of obsolete infrastructure in the Group´s Cable segment, in the amount of Ps.249,688.



14.
Finance Expense, Net

Finance (expense) income for the years ended December 31, 2018 and 2017, included:

   
December 31,
2018
   
December 31,
2017
 
Interest expense (1)
 
Ps.
(9,707,324
)
 
Ps.
(9,245,671
)
Other finance expense, net (3)
   
(859,642
)
   
-
 
Finance expense
   
(10,566,966
)
   
(9,245,671
)
Interest income (4)
   
1,567,100
     
2,268,711
 
Foreign Exchange gain, net (2)
   
220,149
     
768,923
 
Other finance income, net (3)
   
-
     
903,204
 
Finance income
   
1,787,249
     
3,940,838
 
Finance expense, net
 
Ps.
(8,779,717
)
 
Ps.
(5,304,833
)

 
(1)
In 2017, interest expense includes fees for the prepayment in full of the Senior Notes due 2018, in the amount of Ps.158,496 (see Note 8).
 
(2)
In 2018 and 2017, foreign exchange gain or loss, net, included: (i) foreign exchange gain or loss resulted primarily from the appreciation or depreciation of the Mexican peso against the U.S. dollar on the Group’s U.S. dollar-denominated monetary liability position, excluding long-term debt designated as hedging instrument of the Group’s investments in UHI and Open Ended Fund, during the years ended December 31, 2018 and 2017; and (ii) foreign exchange gain or loss resulted primarily from the appreciation or depreciation of the Mexican peso against the U.S. dollar on the Group’s U.S. dollar-denominated monetary asset position during the years ended December 31, 2018 and 2017 (see Note 8). The exchange rate of the Mexican peso against the U.S. dollar as of December 31, 2018 and 2017 was of Ps.19.6730 and Ps.19.7051, respectively.
 
(3)
In 2018 and 2017, other finance income or expense, net, included gain or loss from derivative financial instruments (see Note 9).
 
(4)
In 2018 and 2017, included primarily interest income from cash equivalents and temporary investments. In 2017, also included interest income of certain temporary investments at fair value through income or loss in the amount of Ps.787,298, which were classified as investments at fair value through other comprehensive income or loss beginning on January 1, 2018, in connection with the adoption on that date, of IFRS 9.


15.
Income Taxes

The effective income tax rate for the years ended December 31, 2018 and 2017 was 37% and 39%, respectively.


16.
Earnings per CPO/Share

At December 31, 2018 and 2017 the weighted average of outstanding total shares, CPOs and Series “A”, Series “B”, Series “D” and Series “L” Shares (not in the form of CPO units), was as follows (in thousands):
62 of 80

   
December 31,
2018
   
December 31,
2017
 
Total Shares
   
340,445,277
     
344,032,527
 
CPOs
   
2,433,270
     
2,466,848
 
Shares not in the form of CPO units:
               
Series “A” Shares
   
55,752,068
     
55,410,684
 
Series “B” Shares
   
187
     
187
 
Series “D” Shares
   
239
     
239
 
Series “L” Shares
   
239
     
239
 

Basic earnings per CPO and per each Series “A”, Series “B”, Series “D” and Series “L” Share (not in the form of a CPO unit) for the year ended December 31, 2018 and 2017, are presented as follows:

   
2018
   
2017
 
   
Per CPO
   
Per Shares(*)
   
Per CPO
   
Per Shares(*)
 
Net income attributable to stockholders of the Company
 
Ps.
2.07
   
Ps.
.02
   
Ps.
1.54
   
Ps.
0.01
 

(*) Series “A”, “B”, “D” and “L” Shares not in the form of CPO units.

Diluted earnings per CPO and per Share attributable to stockholders of the Company:

   
December 31, 2018
   
December 31, 2017
 
Total Shares
   
358,998,776
     
362,373,163
 
CPOs
   
2,544,568
     
2,573,409
 
Shares not in the form of CPO units:
               
Series “A” Shares
   
58,926,613
     
58,926,613
 
Series “B” Shares
   
2,357,208
     
2,357,208
 
Series “D” Shares
   
239
     
239
 
Series “L” Shares
   
239
     
239
 

Diluted earnings per CPO and per each Series “A”, Series “B”, Series “D” and Series “L” Share (not in the form of a CPO unit) for the year ended December 31, 2018 and 2017, are presented as follows:

   
2018
   
2017
 
   
Per CPO
   
Per Shares(*)
   
Per CPO
   
Per Shares(*)
 
Net income attributable to stockholders of the Company
 
Ps.
1.96
   
Ps.
.02
   
Ps.
1.46
   
Ps.
0.01
 

(*) Series “A”, “B”, “D” and “L” Shares not in the form of CPO units.


17.
Segment Information

The table below presents information by segment and a reconciliation to consolidated total for the years ended December 31, 2018 and 2017:

   
Total Revenues
   
Intersegment Revenues
   
Consolidated Revenues
   
Segment Income
     
2018:
                           
Content
 
Ps.
39,223,668
   
Ps.
3,162,091
   
Ps.
36,061,577
   
Ps.
14,855,109
     
Sky
   
22,002,216
     
420,979
     
21,581,237
     
9,767,329
     
Cable
   
36,233,042
     
560,186
     
35,672,856
     
15,302,500
     
Other Businesses
   
8,635,498
     
668,835
     
7,966,663
     
754,285
     
       Segment total       106,094,424         4,812,091         101,282,333         40,679,223      
Reconciliation to consolidated amounts:
   
 
   
 
   
     
 
   
Eliminations and corporate expenses
      (4,812,091 )
      (4,812,091 )
     -         (2,154,747 )
   
Depreciation and amortization      -        -        -         (19,834,202 )
   
       Consolidated total before other expense       101,282,333        -         101,282,333         18,690,274   (1)    
Other income, net      -        -        -         1,562,284      
       Consolidated total   Ps.
  101,282,333     Ps.
-
    Ps.
  101,282,333     Ps.
  20,252,558   (2)    

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Total Revenues
   
Intersegment Revenues
   
Consolidated Revenues
   
Segment Income
     
2017:
                           
Content
 
Ps.
33,997,220
   
Ps.
2,445,233
   
Ps.
31,551,987
   
Ps.
12,825,259
     
Sky
   
22,196,629
     
127,129
     
22,069,500
     
10,106,623
     
Cable
   
33,048,310
     
225,755
     
32,822,555
     
14,034,796
     
Other Businesses
   
8,376,270
     
546,077
     
7,830,193
     
490,106
     
Segment total
   
97,618,429
     
3,344,194
     
94,274,235
     
37,456,784
     
Reconciliation to consolidated amounts:
                                   
Eliminations and corporate expenses
   
(3,344,194
)
   
(3,344,194
)
   
-
     
(2,290,974
)
   
Depreciation and amortization
   
-
     
-
     
-
     
(18,536,274
)
   
      Consolidated total before other expense
   
94,274,235
     
-
     
94,274,235
     
16,629,536
  (1)
 
 
Other expense, net
   
-
     
-
     
-
     
(2,386,334
)
   
 Consolidated total
 
Ps.
94,274,235
   
Ps.
-
   
Ps.
94,274,235
   
Ps.
14,243,202
  (2)
 
 


(1)
This amount represents operating income before other expense, net.
(2)
This amount represents consolidated operating income. In 2017, included net losses previously reported as part of consolidated operating results of the Group´s Other Businesses segment in the net amount of Ps.67,238 and related to a Publishing business in Argentina and an online lottery business in Mexico, as these businesses were disposed by the Group in the fourth quarter of 2017.

Disaggregation of Total Revenues

The table below present total revenues for each reportable segment disaggregated by major service/product lines and primary geographical market for the years ended December 31, 2018 and 2017:

   
Domestic
   
Export
   
Abroad
   
Total
 
December 31, 2018:
                       
Content:
                       
     Advertising
 
Ps.
20,932,533
   
Ps.
222,369
   
Ps.
-
   
Ps.
21,154,902
 
     Network Subscription Revenue
   
3,500,375
     
1,313,907
     
-
     
4,814,282
 
     Licensing and Syndication
   
1,437,081
     
11,817,403
     
-
     
13,254,484
 
Sky:
                               
     DTH Broadcast Satellite TV
   
19,478,307
     
-
     
1,374,849
     
20,853,156
 
     Advertising
   
968,853
     
-
     
-
     
968,853
 
     Pay-Per-View
   
152,129
     
-
     
28,078
     
180,207
 
Cable:
                               
     Digital TV Service
   
14,281,536
     
-
     
-
     
14,281,536
 
     Advertising
   
1,260,117
     
-
     
-
     
1,260,117
 
     Broadband Services
   
13,034,172
     
-
     
-
     
13,034,172
 
     Telephony
   
2,588,767
     
-
     
-
     
2,588,767
 
     Other Services
   
544,347
     
-
     
-
     
544,347
 
     Enterprise Operations
   
4,361,586
     
-
     
162,517
     
4,524,103
 
Other Businesses:
                               
     Gaming
   
2,676,384
     
-
     
-
     
2,676,384
 
     Soccer, Sports and Show Business Promotion
   
1,639,073
     
145,462
     
-
     
1,784,535
 
     Publishing - Magazines
   
550,777
     
-
     
104,281
     
655,058
 
     Publishing - Advertising
   
482,943
     
-
     
181,514
     
664,457
 
     Publishing Distribution
   
270,624
     
-
     
40,148
     
310,772
 
     Radio - Advertising
   
920,009
     
-
     
-
     
920,009
 
     Feature Film Production and Distribution
   
735,928
     
3,569
     
884,786
     
1,624,283
 
Segment total
   
89,815,541
     
13,502,710
     
2,776,173
     
106,094,424
 
Intersegment eliminations
   
(4,803,974
)
   
-
     
(8,117
)
   
(4,812,091
)
Consolidated total revenues
 
Ps.
85,011,567
   
Ps.
13,502,710
   
Ps.
2,768,056
   
Ps.
101,282,333
 
 
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Domestic
   
Export
   
Abroad
   
Total
 
December 31, 2017:
                       
Content:
                       
     Advertising
 
Ps.
20,366,184
   
Ps.
262,734
   
Ps.
90,164
   
Ps.
20,719,082
 
     Network Subscription Revenue
   
2,704,998
     
1,353,090
     
-
     
4,058,088
 
     Licensing and Syndication
   
949,440
     
8,270,610
     
-
     
9,220,050
 
Sky:
                               
     DTH Broadcast Satellite TV
   
19,810,392
     
-
     
1,534,681
     
21,345,073
 
     Advertising
   
651,689
     
-
     
-
     
651,689
 
     Pay-Per-View
   
199,867
     
-
     
-
     
199,867
 
Cable:
                               
     Digital TV Service
   
12,978,715
     
-
     
-
     
12,978,715
 
     Advertising
   
817,330
     
-
     
-
     
817,330
 
     Broadband Services
   
11,357,448
     
-
     
-
     
11,357,448
 
     Telephony
   
2,944,263
     
-
     
-
     
2,944,263
 
     Other Services
   
522,003
     
-
     
-
     
522,003
 
     Enterprise Operations
   
4,173,146
     
-
     
255,405
     
4,428,551
 
Other Businesses:
                               
     Gaming
   
2,852,013
     
-
     
-
     
2,852,013
 
     Soccer, Sports and Show Business Promotion
   
1,447,731
     
118,424
     
-
     
1,566,155
 
     Publishing - Magazines
   
460,045
     
-
     
366,897
     
826,942
 
     Publishing - Advertising
   
614,478
     
-
     
454,886
     
1,069,364
 
     Publishing Distribution
   
286,500
     
-
     
62,177
     
348,677
 
     Radio - Advertising
   
851,140
     
-
     
-
     
851,140
 
     Feature Film Production and Distribution
   
647,730
     
45,250
     
168,999
     
861,979
 
Segment total
   
84,635,112
     
10,050,108
     
2,933,209
     
97,618,429
 
Intersegment eliminations
   
(3,326,363
)
   
-
     
(17,831
)
   
(3,344,194
)
Consolidated total revenues
 
Ps.
81,308,749
   
Ps.
10,050,108
   
Ps.
2,915,378
   
Ps.
94,274,235
 

Seasonality of Operations

The Company’s results of operations are seasonal. The Company typically recognizes a large percentage of its consolidated net sales (principally advertising) in the fourth quarter in connection with the holiday shopping season. In 2018 and 2017, the Company recognized 26.4% and 27.7%, respectively, of its annual consolidated net sales in the fourth quarter of the year. The Company’s costs, in contrast to its revenues, are more evenly incurred throughout the year and generally do not correlate to the amount of advertising sales.

The consolidated net income attributable to stockholders of the Company for the four quarters in the year ended December 31, 2018, is presented as follows:

Quarter
 
Quarterly
   
Accumulated
 
1st/18
   
677,558
     
677,558
 
2nd/18
   
4,297,372
     
4,974,930
 
3rd/18
   
978,011
     
5,952,941
 
4th/18
   
56,473
     
6,009,414
 


18.
Contingencies

In March 2015, the investigative authority of the IFT issued a preliminary opinion that presumed the probable existence of substantial power in the market of restricted television and audio services in Mexico, with respect to the Company and certain of its subsidiaries. The opinion was issued pursuant to Transitory Article 39 of the LFTR. On September 30, 2015, the Governing Board of the IFT determined that the Group did not have substantial power in such market (“IFT Resolution”). Although this resolution was final at the administrative level, certain third parties filed amparo proceedings challenging the constitutionality of the IFT Resolution. On January 19, 2017, as a result of an injunction filed by a competitor, a Circuit Court ordered IFT to revoke the IFT Resolution and issue a new resolution. In summary, the Court determined that in IFT’s original examination, IFT took into consideration elements of information outside the relevant period of time under review, which should have been exclusively the period between January 2009 and August 2014. On March 2, 2017, the IFT announced that the Company, together with some of its subsidiaries, had been declared by the Governing Board of the IFT in a resolution dated February 24, 2017 (the “New Resolution”), to be an economic agent with substantial power in the market of restricted television and audio services in Mexico, based on data relevant up to 2014. The Company considered that the reversal of the previous IFT Resolution, which determined that the Group did not have substantial power in such market, was unconstitutional and did not comply with the guidelines ordered by the Circuit Court. The New Resolution was challenged by the Company and some of its subsidiaries in several proceedings; one of these legal actions was resolved by the Supreme Court sustaining that IFT exceeded the guidelines ordered by the Circuit Court as stated by the Company; as a result, a Federal Court required the IFT to overrule the New Resolution and issue another one under the guidelines ordered by the Supreme Court.

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On March 5, 2018, a purported stockholder class action lawsuit was filed in the United States District Court for the Southern District of New York alleging securities law violations in connection with allegedly misleading statements and/or omissions in the Company’s public disclosures. The lawsuit alleges that the Company and two of its executives failed to disclose alleged involvement in bribery activities relating to certain executives of Fédération Internationale de Football Association (“FIFA”), and wrongfully failed to disclose weaknesses in the Company’s internal control over its financial reporting as of December 31, 2016. On May 17, 2018, the Court appointed a lead plaintiff for the putative stockholder class. On August 6, 2018, the lead plaintiff filed an amended complaint. The Company thereupon filed a motion to dismiss the amended complaint. On March 25, 2019, the court issued a decision denying the Company’s motion to dismiss, holding that plaintiff’s allegations, if true, were sufficient to support a claim. The Company believes that the lawsuit, and the material allegations and claims therein, are without merit and intends to vigorously defend against the lawsuit. With regard to plaintiff’s allegations regarding FIFA, outside counsel long previously investigated the circumstances surrounding the Company’s acquisition of the Latin American media rights for the Canada, Mexico and USA 2026 FIFA World Cup and 2030 FIFA World Cup and uncovered no credible evidence that would form the basis for liability for the Company or for any executive, employee, agent or subsidiary thereof. In particular, the Company itself made no payment to any FIFA person and in no way knew of, or condoned, any payment by any third party to any FIFA person. The Company also notes that no proceedings have been initiated against it by any governmental agency.

On March 23, 2018, the Company announced that it was notified by the IFT of a resolution by which this authority indicates that it does not have elements to determine that the Company has substantial power in the market of restricted television and audio services. In compliance with the guidelines issued by the Mexican Supreme Court of Justice in a resolution dated February 7, 2018, this new resolution leaves without effect IFT’s prior determination of substantial power of February 24, 2017. With this resolution, any proceeding initiated by IFT under this file, to impose asymmetric measures on the Company and its subsidiaries related to the determination of substantial power is left without effect, and the measures directly provided for such purposes in current regulations are not to be applied. On April 23, 2018, a federal court determined that IFT complied with the court resolution.

There are several legal actions and claims pending against the Group, which are filed in the ordinary course of business. In the opinion of the Company’s management, none of these actions and claims is expected to have a material adverse effect on the Group’s financial statements as a whole; however, the Company’s management is unable to predict the outcome of any of these legal actions and claims.
- - - - - - - - -
   
 
Description of significant events and transactions
 
 
See Note 3 of the Disclosure of interim financial reporting.
  
 
Description of accounting policies and methods of computation followed in interim financial statements

 
Accounting Policies

The principal accounting policies followed by the Group and used in the preparation of its annual consolidated financial statements as of December 31, 2018, and where applicable, of its interim condensed consolidated financial statements, are summarized below.

(a) Basis of Presentation
The consolidated financial statements of the Group as of December 31, 2018 and 2017, and for the years ended December 31, 2018, 2017 and 2016, are presented in accordance with International Financial Reporting Standards (“IFRS Standards”) as issued by the International Accounting Standards Board (“IASB”). IFRS Standards comprise: (i) IFRS Standards; (ii) International Accounting Standards (“IAS Standards”); (iii) IFRS Interpretations Committee (“IFRIC”) Interpretations; and (iv) Standing Interpretations Committee (“SIC”) Interpretations.

The consolidated financial statements have been prepared on a historical cost basis, except for the measurement at fair value of temporary investments, derivative financial instruments, financial assets, equity financial instruments, plan assets of post-employment benefits and share-based payments, as described below.

The preparation of consolidated financial statements in conformity with IFRS Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. Changes in assumptions may have a significant impact on the consolidated financial statements in the period the assumptions changed. Management believes that the underlying assumptions are appropriate. The areas involving a higher degree of judgment or complexity, or areas where estimates and assumptions are significant to the Group’s financial statements are disclosed in Note 5 to these consolidated financial statements.



66 of 80

These consolidated financial statements were authorized for issuance on April 4, 2019, by the Group’s Principal Financial Officer.

(b) Consolidation
The financial statements of the Group are prepared on a consolidated basis and include the assets, liabilities and results of operations of all companies in which the Company has a controlling interest (subsidiaries). All intercompany balances and transactions have been eliminated from the consolidated financial statements.

Subsidiaries
Subsidiaries are all entities over which the Company has control. The Company controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The existence and effects of potential voting rights that are currently exercisable or convertible are considered when assessing whether or not the Company controls another entity. The subsidiaries are consolidated from the date on which control is obtained by the Company and cease to consolidate from the date on which said control is lost.

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis at the non-controlling interest’s proportionate share of the recognized amounts of acquiree’s   identifiable net assets.

Acquisition-related costs are expensed as incurred.

Goodwill is initially measured as the excess of the aggregate of the consideration transferred and the fair value of non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognized in income or loss.

Changes in Ownership Interests in Subsidiaries without Change of Control
Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the interest acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals of non-controlling interests are also recorded in equity.

Loss of Control of a Subsidiary
When the Company ceases to have control of a subsidiary, any retained interest in the entity is remeasured to its fair value at the date when control is lost, with the change in carrying amount recognized in income or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This means that amounts previously recognized in other comprehensive income are reclassified to income or loss. Except for certain equity financial instruments designated irrevocably with changes in other comprehensive income or loss.

At December 31, 2018, 2017 and 2016, the main direct and indirect subsidiaries of the Company were as follows:

Entity
 
Company’s
Ownership
Interest (1)
 
Business Segment  (2)
 
 
 
 
   
Grupo Telesistema, S.A. de C.V. and subsidiaries
 
 
 100
%
Content and Other Businesses
Televisa, S.A. de C.V. (“Televisa”) (3)  
 
 
100
%
Content
G.Televisa-D, S.A. de C.V. (3)  
 
 
100
%
Content
Multimedia Telecom, S.A. de C.V. (“Multimedia Telecom”) and subsidiary (4)
 
 
100
%
Content
Innova, S. de R.L. de C.V. (“Innova”) and subsidiaries (collectively, “Sky”) (5)
 
 
58.7
%
Sky
Corporativo Vasco de Quiroga, S.A. de C.V. (“CVQ”) and subsidiaries (6)
 
 
100
%
Cable and Sky
Empresas Cablevisión, S.A.B. de C.V. and subsidiaries (collectively, “Empresas Cablevisión”) (7)
 
 
51
%
Cable
Subsidiaries engaged in the Cablemás business (collectively, “Cablemás”) (8)
 
 
100
%
Cable
Televisión Internacional, S.A. de C.V. and subsidiaries (collectively, “TVI”) (9)
 
 
100
%
Cable
Cablestar, S.A. de C.V. and subsidiaries (collectively, “Bestel”) (10)
 
 
66.1
%
Cable
Arretis, S.A.P.I. de C.V. and subsidiaries (collectively, “Cablecom”) (11)
 
 
100
%
Cable
Subsidiaries engaged in the Telecable business (collectively, “Telecable”) (12)
 
 
100
%
Cable
Editorial Televisa, S.A. de C.V. and subsidiaries
 
 
 100
%
Other Businesses
Grupo Distribuidoras Intermex, S.A. de C.V. and subsidiaries
 
 
100
%
Other Businesses
Sistema Radiópolis, S.A. de C.V. (“Radiópolis”) and subsidiaries (13)
 
 
50
%
Other Businesses
Controladora de Juegos y Sorteos de México, S.A. de C.V. and subsidiaries
 
 
100
%
Other Businesses
Villacezán, S.A. de C.V. (“Villacezán”) and subsidiaries (14)
 
 
100
%
Other Businesses


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(1)
Percentage of equity interest directly or indirectly held by the Company.
 
(2)
See Note 25 for a description of each of the Group’s business segments.
 
(3)
Televisa and G.Televisa-D, S.A. de C.V., are direct subsidiaries of Grupo Telesistema, S.A. de C.V.
 
(4)
Multimedia Telecom and its direct subsidiary, Comunicaciones Tieren, S.A. de C.V. (“Tieren”), are wholly-owned subsidiaries of the Company through which it owns shares of the capital stock of UHI and maintains an investment in warrants that are exercisable for shares of common stock of UHI. As of December 31, 2018 and 2017, Multimedia Telecom and Tieren have investments representing 95.3% and 4.7%, respectively, of the Group’s aggregate investment in shares of common stock and share warrants issued by UHI (see Notes 9, 10 and 19).

(5)
Innova is an indirect majority-owned subsidiary of the Company and Sky DTH, S.A. de C.V. (“Sky DTH”), and a direct majority-owned subsidiary of Innova Holdings, S. de R.L. de C.V. (“Innova Holdings”). Sky is a satellite television provider in Mexico, Central America and the Dominican Republic. Although the Company holds a majority of Innova’s equity and designates a majority of the members of Innova’s Board of Directors, the non-controlling interest has certain governance and veto rights in Innova, including the right to block certain transactions between the companies in the Group and Sky. These veto rights are protective in nature and do not affect decisions about relevant business activities of   Innova.
 
(6)
CVQ is a direct subsidiary of the Company and the parent company of Empresas Cablevisión, Cablemás, TVI, Bestel, Cablecom, Telecable and Innova. In September 2016, Factum Más Telecom, S.A. de C.V., a former direct subsidiary of the Company and the former parent company of Sky DTH, Innova Holdings and Innova, was merged into CVQ. At the consolidated level, this merger had no effect (see Note 3).
 
(7)
Empresas Cablevisión, S.A.B. de C.V., is a direct majority-owned subsidiary of CVQ.
 
(8)
Some Cablemás subsidiaries are directly owned by CVQ and some other Cablemás subsidiaries are indirectly owned by CVQ. In June 2016, three former Cablecom subsidiaries were merged into a Cablemás subsidiary. At the consolidated level, the mergers had no effect.

(9)
Televisión Internacional, S.A. de C.V., is a direct subsidiary of CVQ. Through February 2016, the Company had a 50% ownership interest in TVI, and consolidated this subsidiary because it appointed the majority of the members of the Board of Directors of TVI. In March 2016, the Company acquired the remaining 50% non-controlling interest in TVI (see Note 3).
 
(10)
Cablestar, S.A. de C.V., is an indirect majority-owned subsidiary of CVQ and Empresas Cablevisión, S.A.B. de C.V.
 
(11)
Through the third quarter of 2016, Grupo Cable TV, S.A. de C.V. (“Grupo Cable TV”), was an indirect subsidiary of CVQ. In June 2016, three former subsidiaries of Grupo Cable TV were merged into a Cablemás subsidiary. In the fourth quarter of 2016, Grupo Cable TV merged into Arretis, S.A.P.I. de C.V., a direct subsidiary of CVQ. At the consolidated level, the mergers had no effect.
 
(12)
The Telecable subsidiaries are directly owned by CVQ.

(13)
Radiópolis is a direct subsidiary of the Company. The Company controls Radiópolis as it has the right to appoint the majority of the members of the Board of Directors of Radiópolis.
 
(14)
Villacezán is an indirect subsidiary of Grupo Telesistema, S.A. de C.V.

The Group’s Content, Sky and Cable segments, as well as the Group’s Radio business, which is reported in the Other Businesses segment, require governmental concessions and special authorizations for the provision of broadcasting and telecommunications services in Mexico. Such concessions are granted by the Mexican Institute of Telecommunications (“Instituto Federal de Telecomunicaciones” or “IFT”) for a fixed term, subject to renewal in accordance with the Mexican Telecommunications and Broadcasting Law (“Ley Federal de Telecomunicaciones y Radiodifusión” or “LFTR”).

Renewal of concessions for the Content segment (Broadcasting) and the Radio business require, among others: (i) to request such renewal to IFT prior to the last fifth period of the fixed term of the related concession; (ii) to be in compliance with the concession holder’s obligations under the LFTR, other applicable regulations, and the concession title; (iii) a declaration by IFT that there is no public interest in recovering the spectrum granted under the related concession; and (iv) the acceptance by the concession holder of any new conditions for renewing the concession as set forth by IFT, including the payment of a related fee. IFT shall resolve within the year following the presentation of the request, if there is public interest in recovering the spectrum granted under the related concession, in which case it will notify its determination and proceed with the termination of the concession at the end of its fixed term. If IFT determines that there is no public interest in recovering the spectrum, it will grant the requested extension within 180 business days, provided that the concessionaire accepts, in advance, the new conditions set by IFT, which will include the payment of the fee referred to above. Such fee will be determined by IFT for the relevant concessions, considering the following elements: (i) the frequency band; (ii) the amount of spectrum; (iii) coverage of the frequency band; (iv) domestic and international benchmark regarding the market value of frequency bands; and (v) upon request of IFT, an opinion issued by the Ministry of Finance and Public Credit of IFT´s proposal for calculation of the fee.

Renewal of concessions for the Sky and Cable segments require, among others: (i) to request its renewal to IFT prior to the last fifth period of the fixed term of the related concession; (ii) to be in compliance with the concession holder’s obligations under the LFTR, other applicable regulations, and the concession title; and (iii) the acceptance by the concession holder of any new conditions for renewing the concession as set forth by IFT. IFT shall resolve any request for renewal of the telecommunications concessions within 180 business days of its request. Failure to respond within such period of time shall be interpreted as if the request for renewal has been granted.

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The regulations of the broadcasting and the telecommunications concessions (including satellite pay TV) establish that at the end of the concession, the frequency bands or spectrum attached to the services provided in the concessions shall return to the Mexican government. In addition, at the end of the concession, the Mexican government will have the preferential right to acquire infrastructure, equipment and other goods directly used in the provision of the concession. If the Mexican government were to exercise its right to acquire infrastructure, equipment and other goods, it would be required to pay a price that is equivalent to a formula that is similar to fair value. To the knowledge of the Company’s management, no spectrum granted for broadcasting services in Mexico has been recovered by the Mexican government in at least the past three decades for public interest reasons. However, the Company’s management is unable to predict the outcome of any action by IFT in this regard. In addition, these assets, by themselves, would not be enough to immediately begin broadcasting or offering satellite pay TV services or telecommunications services, as no content producing assets or other equipment necessary to operate the business would be included.

Also, the Group’s Gaming business, which is reported in the Other Businesses segment, requires a permit granted by the Mexican Federal Government for a fixed term, subject to renewal in accordance with Mexican law. Additionally, the Group’s Sky businesses in Central America and the Dominican Republic require concessions or permits granted by local regulatory authorities for a fixed term, subject to renewal in accordance with local laws.

The accounting guidelines provided by IFRIC 12 Service Concession Arrangements, are not applicable to the Group due primarily to the following factors: (i) the Mexican government does not substantially control the Group’s infrastructure, what services are provided with the infrastructure and the price at which such services are offered; (ii) the Group’s broadcasting service does not constitute a public service as per the definition in IFRIC 12; and (iii) the Group is unable to divide its infrastructure among the public (telephony and possibly Internet services) and non-public (pay TV) service components.

At December 31, 2018, the expiration dates of the Group’s concessions and permits were as follows:

Segments
 
Expiration Dates
Content (broadcasting concessions) (1)
 
In 2021 and the relevant renewals start in 2022 ending in 2042
Sky (2)  
 
Various from 2020 to 2027
Cable  
 
Various from 2020 to 2046
Other Businesses:
   
Radio (3)  
 
Various from 2019 to 2039
Gaming  
 
In 2030


(1)
In November 2018, the IFT approved the renewal of the Group’s broadcasting concessions for all of its television stations in Mexico, for a term of 20 years after the existing expiration date in 2021. In November 2018, the Group paid in cash for such renewal an aggregate amount of Ps.5,754,543, which includes a payment of Ps.1,194 for administrative expenses and recognized this cost as an intangible asset in its consolidated statement of financial position. This amount will be amortized in a period of 20 years beginning on January 1, 2022, by using the straight-line method (see Note 12).
 
(2)
Sky made timely requests to renew its concessions in Panama and Honduras during 2018.
     

(3)
The costs paid by the Group for renewal of certain Radio concessions in 2017 and 2016 amounted to an aggregate of Ps.37,848 and Ps.111,636, respectively. In addition, IFT granted in 2017 two new concessions to the Group in Ensenada and Puerto Vallarta. The cost paid by the Group for obtaining these concessions amounted to an aggregate of Ps.85,486. The Group recognized the amounts for renewal and obtaining these concessions as intangible assets in its consolidated statement of financial position, and are amortized in a period of 20 years by using the straight-line method (see Note 12).

The concessions or permits held by the Group are not subject to any significant pricing regulations in the ordinary course of business.

(c) Investments in Associates and Joint Ventures
Associates are those entities over which the Group has significant influence but not control, generally those entities with a shareholding of between 20% and 50% of the voting rights. Investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor. Joint ventures are those joint arrangements where the Group exercises joint control with other stockholder or more stockholders without exercising control individually, and have rights to the net assets of the joint arrangements. Investments in associates and joint ventures are accounted for using the equity method of accounting. Under the equity method, the investment is initially recognized at cost, and the carrying amount is increased or decreased to recognize the investor’s share of the net assets of the investee after the date of acquisition.

The Group’s investments in associates include an equity interest in UHI represented by approximately 10% of the outstanding total shares of UHI as of December 31, 2018 and 2017 (see Notes 3, 9 and 10).

The Group recognizes its share of losses of an associate or a joint venture up to the amount of its initial investment, subsequent capital contributions and long-term loans, or beyond that when guaranteed commitments have been made by the Group in respect of obligations incurred by investees, but not in excess of such guarantees. If an associate or a joint venture for which the Group had recognized a share of losses up to the amount of its guarantees generates net income in the future, the Group would not recognize its share of this net income until the Group first recognizes its share of previously unrecognized losses.
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If the Group’s share of losses of an associate or a joint venture equals or exceeds its interest in the investee, the Group discontinues recognizing its share of further losses. The interest in an associate or a joint venture is the carrying amount of the investment in the investee under the equity method together with any other long-term investment that, in substance, form part of the Group’s net investment in the investee. After the Group’s interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture.

(d) Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Group’s chief executive officers (“chief operating decision makers”) who are responsible for allocating resources and assessing performance for each of the Group’s operating segments.

(e) Foreign Currency Translation
Functional and Presentation Currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The presentation and reporting currency of the Group’s consolidated financial statements is the Mexican peso, which is used for compliance with its legal and tax obligations.

Transactions and Balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or measurement where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of income as part of finance income or expense, except when deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.

Changes in the fair value of monetary securities denominated in foreign currency classified as investments in financial instruments are analyzed between exchange differences resulting from changes in the amortized cost of the security and other changes in the carrying amount of the security. Translation differences related to changes in amortized cost are recognized in income or loss, and other changes in carrying amount are recognized in other comprehensive income or loss.

Translation of Foreign Operations
The financial statements of the Group’s foreign entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows: (a) assets and liabilities are translated at the closing rate at the date of the statement of financial position; (b) income and expenses are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and (c) all resulting translation differences are recognized in other comprehensive income or loss.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate. Translation differences arising are recognized in other comprehensive income or loss.

Assets and liabilities of non-Mexican subsidiaries that use the Mexican Peso as a functional currency are translated into Mexican Pesos by utilizing the exchange rate of the statement of financial position date for monetary assets and liabilities, and historical exchange rates for non-monetary items, with the related adjustment included in the consolidated statement of income as finance income or expense.

A portion of the Group’s outstanding principal amount of its U.S. dollar denominated long-term debt (hedging instrument, disclosed in the line “Long-term debt, net of current portion” of the consolidated statement of financial position) has been designated as a hedge of a net investment in a foreign operation in connection with the Group’s investment in shares of common stock of UHI (hedged item), which amounted to U.S.$421.2 million (Ps.8,285,286) and U.S.$413.3 million (Ps.8,144,843) as of December 31, 2018 and 2017, respectively. Consequently, any foreign exchange gains or loss attributable to this designated hedging long-term debt is credited or charged directly to other comprehensive income or loss as a cumulative result from foreign currency translation (see Note 10).

A portion of the Group’s outstanding principal amount of its U.S. dollar denominated long-term debt (hedging instrument, disclosed in the line “Long-term debt, net of current portion” of the consolidated statement of financial position) has been designated as a fair value hedge of foreign exchange exposure related to: (i) its investment in warrants exercisable for common stock of UHI and (ii) its initial investment in Open Ended Fund until March 31, 2018, and its entire investment in Open Ended Fund beginning in the second quarter of 2018 (hedged items), which amounted to Ps.34,921,530 (U.S.$1,775.1 million) and Ps.7,662,726 (U.S.$389.5 million), respectively, as of December 31, 2018, and Ps.36,395,183 (U.S.$1,847.0 million) and Ps.3,546,918 (U.S.$180.0 million), respectively, as of December 31, 2017. Consequently, any foreign exchange gains or loss attributable to this designated hedging long-term debt is credited or charged directly to other comprehensive income or loss, along with the recognition in the same line item of any foreign currency gain or loss of these investments in warrants and Open Ended Fund designated as hedged items (see Notes 9, 13 and 17).

Beginning on January 1, 2018, the Group adopted the hedge accounting requirements of IFRS 9 Financial Instruments , (“IFRS 9”) for all of its hedging relationships. This IFRS Standard became effective on that date.
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(f) Cash and Cash Equivalents and Temporary Investments
Cash and cash equivalents consist of cash on hand and all highly liquid investments with an original maturity of three months or less at the date of acquisition. Cash is stated at nominal value and cash equivalents are measured at fair value, and the changes in the fair value are recognized in the statement of income.

Temporary investments consist of short-term investments in securities, including without limitation debt with a maturity of over three months and up to one year at the date of acquisition, stock and other financial instruments, or a combination thereof, as well as current maturities of non-current investments in financial instruments. Temporary investments are measured at fair value with changes in fair value recognized in finance income in the consolidated statement of income, except securities which are measured at amortized cost.

As of December 31, 2018 and 2017, cash equivalents and temporary investments primarily consisted of fixed short-term deposits and corporate fixed income securities denominated in U.S. dollars and Mexican pesos, with an average yield of approximately 1.77% for U.S. dollar deposits and 7.69% for Mexican peso deposits in 2018, and approximately 0.87% for U.S. dollar deposits and 6.72% for Mexican peso deposits in 2017.

(g) Transmission Rights and Programming
Programming is comprised of programs, literary works, production talent advances and films.

Transmission rights and literary works are valued at the lesser of acquisition cost and net realizable value. Programs and films are valued at the lesser of production cost, which consists of direct production costs and production overhead, and net realizable value. Payments for production talent advances are initially capitalized and subsequently included as direct or indirect costs of program production. Transmission rights are recognized from the point of which the legally enforceable license period begins. Until the license term commences and the programming rights are available, payments made are recognized as prepayments.

The Group’s policy is to capitalize the production costs of programs which benefit more than one annual period and amortize them over the expected period of future program revenues based on the Company’s historical revenue patterns and usage for similar productions.

Transmission rights, programs, literary works, production talent advances and films are recorded at acquisition or production cost. Cost of sales is calculated and recorded for the month in which such transmission rights, programs, literary works, production talent advances and films are matched with related revenues.

Transmission rights are amortized over the lives of the contracts. Transmission rights in perpetuity are amortized on a straight-line basis over the period of the expected benefit as determined by past experience, but not exceeding 25 years.

(h) Inventories
Inventories of paper, magazines, materials and supplies for maintenance of technical equipment are recorded at the lower of cost or its net realization value. The net realization value is the estimated selling price in the normal course of business, less estimated costs to conduct the sale. Cost is determined using the average cost method.

(i) Financial Assets
Through December 31, 2017, the Group classified its financial assets in the following categories: loans and receivables, held-to-maturity investments, financial assets at fair value through income or loss (“FVIL”) and available-for-sale financial assets. The classification depended on the purpose for which the financial assets were acquired. Management determined the classification of its financial assets at initial recognition.

Beginning on January 1, 2018, the Group classifies its financial assets in accordance with IFRS 9 which became effective on that date. Under the guidelines of IFRS 9, the Group classifies financial assets as subsequently measured at amortized cost, fair value through other comprehensive income or loss (“FVOCIL”), or FVIL, based on the Company’s business model for managing the financial assets and the contractual cash flows characteristics of the financial asset.

Financial Assets Measured at Amortized Cost
Financial assets are measured at amortized cost when the objective of holding such financial assets is to collect contractual cash flows, and the contractual terms of the financial asset give rise on specified dates to cash flows that are only payments of principal and interest on the principal amount outstanding. These financial assets are initially recognized at fair value plus transaction costs and subsequently carried at amortized cost using the effective interest rate method, with changes in carrying value recognized in the consolidated statement of income in the line which most appropriately reflects the nature of the item or transaction. They are included in current assets, except for maturities greater than 12 months after the end of the reporting period that are included in non-current assets. The Group’s financial assets measured at amortized costs are primarily presented as “trade notes and accounts receivable”, “other accounts and notes receivable”, and “due from related parties” in the consolidated statement of financial position (see Note 7).

Financial Assets Measured at FVOCIL
Financial assets are measured at FVOCIL when the objective of holding such financial assets is both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
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The Group’s investments in certain equity instruments have been designated to be measured at FVOCIL, as permitted by IFRS 9 (see Note 27). In connection with this designation, any amounts presented in consolidated other comprehensive income are not subsequently transferred to consolidated income. Dividends from these equity instruments are recognized in consolidated income when the right to receive payment of the dividend is established, and such dividend is probable to be paid to the Group.

Financial Assets at FVIL
Financial assets at FVIL are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term. Derivatives are also categorized as held for trading unless they are designated as hedges. Assets in this category are classified as current assets if expected to be settled within 12 months, otherwise they are classified as non-current.

Impairment of Financial Assets
From January 1, 2018, the Group assesses on a forward looking basis the expected credit losses associated with its financial assets carried at fair value through other comprehensive income or loss. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables, see Note 7 for further details.

Offsetting of Financial Instruments
Financial assets are offset against financial liabilities and the net amount reported in the consolidated statement of financial position if, and only when the Group: (i) currently has a legally enforceable right to set off the recognized amounts; and (ii) intends either to settle on a net basis, or to realize the assets and settle the liability simultaneously.

(j) Property, Plant and Equipment
Property, plant and equipment are recorded at acquisition cost.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to income or loss during the financial period in which they are incurred.

Land is not depreciated. Depreciation of property, plant and equipment is based upon the carrying value of the assets in use and is computed using the straight-line method over the estimated useful lives of the asset, as follows:
   
Estimated
Useful Lives
Buildings  
 
20-65 years
Building improvements  
 
5-20 years
Technical equipment  
 
3-30 years
Satellite transponders  
 
15 years
Furniture and fixtures  
 
3-10 years
Transportation equipment  
 
4-8 years
Computer equipment  
 
3-6 years
Leasehold improvements  
 
5-30 years

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within other income or expense in the consolidated statement of income.

(k) Intangible Assets and Goodwill
Intangible assets and goodwill are recognized at acquisition cost. Intangible assets and goodwill acquired through business combinations are recorded at fair value at the date of acquisition. Intangible assets with indefinite useful lives, which include, trademarks, concessions, and goodwill, are not amortized, and subsequently recognized at cost less accumulated impairment losses. Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives, as follows:
   
Estimated
Useful Lives
Trademarks  
 
4 years
Licenses  
 
3-14 years
Subscriber lists  
 
4-10 years
Payments for renewal of concessions  
 
20 years
Other intangible assets  
 
3-20 years

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Trademarks
The Group determines its trademarks to have an indefinite life when they are expected to generate net cash inflows for the Group indefinitely. Additionally, the Group considers that there are no legal, regulatory or contractual provisions that limit the useful lives of trademarks.

In the third quarter of 2015, the Company’s management evaluated trademarks in its Cable segment to determine whether events and circumstances continue to support an indefinite useful life for these intangible assets. As a result of such evaluation, the Company identified certain businesses and locations that began migrating from a current trademark to an internally developed trademark between 2015 and 2016, in connection with enhanced service packages offered to current and new subscribers, and estimated that this migration process will take approximately four years. Accordingly, beginning in the third quarter of 2015, the Group changed the useful life assessment from indefinite to finite for acquired trademarks in certain businesses and locations in its Cable segment, and began to amortize on a straight line basis the related carrying value of these trademarks when the migration to the new trademark started using an estimated useful life of four years. The Group has not capitalized any amounts associated with internally developed trademarks.

Concessions
The Group defined concessions to have an indefinite life due to the fact that the Group has a history of renewing its concessions upon expiration, has maintained the concessions granted by the Mexican government, and has no foreseeable limit to the period over which the assets are expected to generate net cash inflows. In addition, the Group is committed to continue to invest for the long term to extend the period over which the broadcasting and telecommunications concessions are expected to continue to provide economic benefits.

Any fees paid by the Group to regulatory authorities for concessions renewed are determined to have finite useful lives and are amortized on a straight-live basis over the fixed term of the related concession.

Goodwill
Goodwill arises on the acquisition of subsidiaries and represents the excess of the consideration transferred over the Group’s interest in net fair value of the identifiable assets, liabilities and contingent liabilities of the acquiree and the fair value of the non-controlling interest in the acquiree.

For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash generating units (“CGUs”), or groups of CGUs, that are expected to benefit from the synergies of the combination. Each unit or group of units to which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes.

Goodwill impairment reviews are undertaken annually or more frequently if events or changes in circumstances indicate a potential impairment. The carrying value of goodwill is compared to the recoverable amount, which is the higher of value in use and the fair value less costs to sell. Any impairment of goodwill is recognized as an expense in the consolidated statement of income and is not subject to be reversed in subsequent periods.

(l) Impairment of Long-lived Assets
The Group reviews for impairment the carrying amounts of its long-lived assets, tangible and intangible, including goodwill (see Note 12), at least once a year, or whenever events or changes in business circumstances indicate that these carrying amounts may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. To determine whether an impairment exists, the carrying value of the reporting unit is compared with its recoverable amount. Fair value estimates are based on quoted market values in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including discounted value of estimated future cash flows, market multiples or third-party appraisal valuations. Any impairment of long-lived assets other than goodwill may be subsequently reversed under certain circumstances.

(m) Trade Accounts Payable and Accrued Expenses
Trade accounts payable and accrued expenses are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade accounts payable and accrued expenses are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.

Trade accounts payable and accrued expenses are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method.

Trade accounts payable and accrued expenses are presented as a single item of consolidated current liabilities in the consolidated statements of financial position as of December 31, 2018 and 2017.

(n) Debt
Debt is recognized initially at fair value, net of transaction costs incurred. Debt is subsequently carried at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the consolidated statement of income over the period on which the debt is outstanding using the effective interest method.
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Fees paid on the establishment of debt facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a pre-payment for liquidity services and amortized over the period of the facility to which it relates.

Current portion of long-term debt and interest payable are presented as a single line item of consolidated current liabilities in the consolidated statements of financial position as of December 31, 2018 and 2017.

Debt early redemption costs are recognized as finance expense in the consolidated statement of income.

(o)  Customer Deposits and Advances
Customer deposits and advance agreements for advertising services provide that customers receive prices that are fixed for the contract period for advertising time in the Group’s platforms based on rates established by the Group. Such rates vary depending on when the advertisement is made, including the season, hour, day and type of programming.

The Group recognizes customer deposits and advance agreements for advertising services in the consolidated statement of financial position when these agreements are executed either with a consideration in cash paid by customers or with short-term non-interest bearing notes received from customers in connection with annual (“upfront basis”) and from time to time (“scatter basis”) prepayments (see Note 7). In connection with the initial adoption of IFRS 15 Revenues from Contracts with Customers (“IFRS 15”) in the first quarter of 2018 (see Note 2 (r)), customer deposits and advances agreements are presented by the Group as a contract liability in the consolidated statement of financial position when a customer pays consideration, or the Group has a right to an amount of consideration that is unconditional, before the Group transfers services to the customer. Under the guidelines of this standard, a contract liability is a Group’s obligation to transfer services or goods to a customer for which the Group has received consideration, or an amount of consideration is due, from the customer. In addition, the Group recognizes contract asset upon the approval of non-cancellable contracts that generate an unconditional right to receive cash consideration prior to services being rendered. The Company’s management has consistently recognized that an amount of consideration is due, for legal, finance and accounting purposes, when a short-term non-interest bearing note is received from a customer in connection with a deposit or advance agreement entered into with the customer for advertising services to be rendered by the Group in the short term.

(p) Provisions
Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation, and the amount has been reliably estimated. Provisions are not recognized for future operating losses.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provisions due to passage of time is recognized as interest expense.

(q) Equity
The capital stock and other equity accounts include the effect of restatement through December 31, 1997, determined by applying the change in the Mexican National Consumer Price Index between the dates capital was contributed or net results were generated and December 31, 1997, the date through which the Mexican economy was considered hyperinflationary under the guidelines of IFRS Standards. The restatement represented the amount required to maintain the contributions and accumulated results in Mexican Pesos in purchasing power as of December 31, 1997.

Where any company in the Group purchases shares of the Company’s capital stock (shares repurchased), the consideration paid, including any directly attributable incremental costs is deducted from equity attributable to stockholders of the Company until the shares are cancelled, reissued, or sold. Where such shares repurchased are subsequently reissued or sold, any consideration received, net of any directly attributable incremental transaction costs, is included in equity attributable to stockholders of the Company.

(r) Revenue Recognition
In connection with the initial adoption of IFRS 15, in the first quarter of 2018, the Company’s management: (i) reviewed significant revenue streams and identified certain effects on revenue recognition in the Group’s Sky and Cable segments, as discussed below; (ii) used the retrospective cumulative effect, which consists in recognizing any cumulative adjustment resulting from the new standard at the date of initial adoption in consolidated equity; and (iii) did not restate the comparative information for the years ended December 31, 2017 and 2016, and will continue to report this information under the revenue recognition IFRS Standard in effect in those periods (see Note 27).

Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for services provided. The Group recognizes revenue when the amount of revenue can be reliably measured; when it is probable that future economic benefits will flow to the entity; and when specific criteria have been met for each of the Group’s activities, as described below. The Group bases its estimate of return on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.
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The Group derives the majority of its revenues from media and entertainment-related business activities both in Mexico and internationally. Revenues are recognized when the service is provided and collection is probable. A summary of revenue recognition policies by significant activity is as follows:

•
Advertising revenues, including deposits and advances from customers for future advertising, are recognized at the time the advertising services are rendered.

•
Revenues from program services for network subscription and licensed and syndicated television programs are recognized when the programs are sold and become available for broadcast.

•
Sky program service revenues, including advances from customers for future direct-to-home (“DTH”) program services, are recognized at the time the service is provided. Through December 31, 2017, commissions for obtaining contracts with customers in the Group’s Sky segment were accounted for as they were incurred. Beginning on January 1, 2018, in accordance with IFRS 15, certain incremental costs for obtaining contracts with customers, primarily commissions, are recognized as assets in the Group’s consolidated statement of financial position and amortized in the expected life of contracts with customers.

•
Cable television, internet and telephone subscription, and pay-per-view and installation fees are recognized in the period in which the services are rendered. Through December 31, 2017, commissions for obtaining contracts with customers in the Group’s Cable segment were accounted for as they were incurred. Beginning on January 1, 2018, in accordance with IFRS 15, incremental costs for obtaining contracts with customers, primarily commissions, are recognized as assets in the Group’s consolidated statement of financial position and amortized in the expected life of contracts with customers.

•
Revenues from other telecommunications and data services are recognized in the period in which these services are provided. Other telecommunications services include long distance and local telephony, as well as leasing and maintenance of telecommunications facilities.

•
Revenues from magazine subscriptions are initially deferred and recognized proportionately as products are delivered to subscribers. Revenues from the sales of magazines are recognized on the date of circulation of delivered merchandise, net of a provision for estimated returns.

•
Revenues from publishing distribution are recognized upon distribution of the products.

•
Revenues from attendance to soccer games, including revenues from advance ticket sales for soccer games and other promotional events, are recognized on the date of the relevant event.

•
Motion picture production and distribution revenues are recognized as the films are exhibited.

•
Gaming revenues consist of the net win from gaming activities, which is the difference between amounts wagered and amounts paid to winning patrons and are recognized at the time of such net win.

In respect to sales of multiple products or services, the Group evaluates whether it has fair value evidence for each deliverable in the transaction. For example, the Group sells cable television, internet and telephone subscription to subscribers in a bundled package at a rate lower than if the subscriber purchases each product on an individual basis. Subscription revenues received from such subscribers are allocated to each product in a pro-rata manner based on the fair value of each of the respective services.

(s) Interest Income
Interest income is recognized using the effective interest method. When a loan and receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being the estimated future cash flow discounted at the original effective interest rate of the instrument, and continues unwinding the discount as interest income. Interest income on impaired loan and receivables is recognized using the original effective interest rate.

(t) Employee Benefits
Pension and Seniority Premium Obligations
Plans exist for pensions and seniority premiums (post-employment benefits), for most of the Group’s employees funded through irrevocable trusts. Increases or decreases in the consolidated liability or asset for post-employment benefits are based upon actuarial calculations. Contributions to the trusts are determined in accordance with actuarial estimates of funding requirements. Payments of post-employment benefits are made by the trust administrators. The defined benefit obligation is calculated annually using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of government bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension obligation.

Remeasurement of post-employment benefit obligations related to experience adjustments and changes in actuarial assumptions of post- employment benefits are recognized in the period in which they are incurred as part of other comprehensive income or loss in consolidated equity.
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Profit Sharing
The employees’ profit sharing required to be paid under certain circumstances in Mexico, is recognized as a direct benefit to employees in the consolidated statements of income in the period in which it is incurred.

Termination Benefits
Termination benefits, which mainly represent severance payments by law, are recorded in the consolidated statement of income. The Group recognizes termination benefits at the earlier of the following dates: (a) when the Group can no longer withdraw the offer of those benefits; and (b) when the entity recognizes costs for a restructuring that involves the payment of termination benefits.

(u) Income Taxes
The income tax expense for the period comprises current and deferred income tax. Income tax is recognized in the consolidated statement of income, except to the extent that it relates to items recognized in other comprehensive income or directly in equity. In this case, the income tax is recognized in other comprehensive income.
 
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the statement of financial position date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred income tax liabilities are not recognized if they arise from the initial recognition of goodwill; deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction (other than in a business combination) that at the time of the transaction affects neither accounting nor taxable income or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the statement of financial position date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.

Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences and tax loss carryforwards can be utilized. For this purpose, the Group takes into consideration all available positive and negative evidence, including factors such as market conditions, industry analysis, projected taxable income, carryforward periods, current tax structure, potential changes or adjustments in tax structure, and future reversals of existing temporary differences.

Deferred income tax liabilities are provided on taxable temporary differences associated with investments in subsidiaries, joint ventures and associates, except for deferred income tax liabilities where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax assets are provided on deductible temporary differences associated with investments in subsidiaries, joint ventures and associates, to the extent that it is probable that there will be sufficient taxable income against which to utilize the benefit of the temporary difference and it is expected to reverse in the foreseeable future.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

(v) Derivative Financial Instruments
The Group recognizes derivative financial instruments as either assets or liabilities in the consolidated statements of financial position and measures such instruments at fair value. The accounting for changes in the fair value of a derivative financial instrument depends on the intended use of the derivative financial instrument and the resulting designation. For a derivative financial instrument designated as a cash flow hedge, the effective portion of such derivative’s gain or loss is initially reported as a component of other comprehensive income or loss and subsequently reclassified into income when the hedged exposure affects income. The ineffective portion of the gain or loss is reported in income immediately. For a derivative financial instrument designated as a fair value hedge, the gain or loss is recognized in income in the period of change together with the offsetting loss or gain on the hedged item attributed to the risk being hedged. When a hedging instrument expires or is sold, terminated or exercised, the cumulative gain or loss on the hedging instrument that has been recognized in other comprehensive income remains in equity until the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately reclassified to income or loss. For derivative financial instruments that are not designated as accounting hedges, changes in fair value are recognized in income in the period of change. During the years ended December 31, 2018, 2017 and 2016, certain derivative financial instruments qualified for hedge accounting (see Note 14).

(w) Comprehensive Income
Comprehensive income for the period includes the net income for the period presented in the consolidated statement of income plus other comprehensive income for the period reflected in the consolidated statement of comprehensive income.

(x) Share-based Payment Agreements
Key officers and employees of certain subsidiaries of the Company have entered into agreements for the conditional sale of Company’s shares under the Company’s Long-Term Retention Plan. The share-based compensation expense is measured at fair value at the date the equity benefits are conditionally sold to these officers and employees, and is recognized as a charge to consolidated income (administrative expense) over the vesting period (see Note 16). The Group recognized a share-based compensation expense of Ps.1,327,549, Ps.1,489,884 and Ps.1,410,492 for the years ended December 31, 2018, 2017 and 2016, respectively, of which Ps.1,305,999, Ps.1,468,337 and Ps.1,392,534 was credited in consolidated stockholders’ equity for those years, respectively.
76 of 80

(y) Leases
Through December 31, 2018:

•
The determination of whether an arrangement was, or contained, a lease was based on the substance of the arrangement and required an assessment of whether the fulfillment of the arrangement was dependent on the use of a specific asset or assets and whether the arrangement conveyed the right to use the asset.

•
Leases of property, plant and equipment and other assets where the Group held substantially all the risks and rewards of ownership were classified as finance leases. Finance lease assets were capitalized at the commencement of the lease term at the lower of the present value of the minimum lease payments or the fair value of the lease asset. The obligations relating to finance leases, net of finance charges in respect of future periods, were recognized as liabilities. The interest element of the finance cost was charged to the consolidated statement of income over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant and equipment acquired under finance leases was depreciated over the shorter of the useful life of the asset and the lease term.

•
Leases where a significant portion of the risks and rewards were held by the lessor were classified as operating leases. Rentals were charged to the consolidated statement of income on a straight line basis over the period of the lease.

•
Leasehold improvements were depreciated at the lesser of its useful life or contract term.

In the first quarter of 2019, the Group adopted IFRS 16 Leases (“IFRS 16”), which became effective for annual periods beginning on January 1, 2019 (see Note 2 (z)). The Group will not apply this new IFRS Standard to short-term leases and leases for which the underlying asset is of low value, as permitted by the guidelines of IFRS 16.

(z) New and Amended IFRS Standards
The Group adopted IFRS 15 and IFRS 9 which became effective on January 1, 2018 (see Notes 2 (i), 2 (r) and 27). Some other amendments and improvements to certain IFRS Standards became effective on January 1, 2018, and they did not have any significant impact on the Group’s consolidated financial statements.

Below is a list of the new and amended IFRS Standards that have been issued by the IASB and are effective for annual periods starting on or after January 1, 2019.

New or Amended IFRS Standard
 
Title of the IFRS Standard
 
Effective for Annual
Periods Beginning
On or After
Amendments to IFRS 10 and IAS 28 (1)
 
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
 
Postponed
IFRS 16  
 
Leases
 
January 1, 2019
Amendments to IFRS 4 (2)  
 
Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts
 
No earlier than 2020
IFRS 17 (2)  
 
Insurance Contracts
 
January 1, 2021
IFRIC 23 (1)  
 
Uncertainty over Income Tax Treatments
 
January 1, 2019
Annual Improvements (1)  
 
Annual Improvements to IFRS Standards 2015-2017 Cycle
 
January 1, 2019
Amendments to IAS 28 (1)  
 
Long-term Interests in Associates and Joint Ventures
 
January 1, 2019
Amendments to IFRS 9 (1)  
 
Prepayment Features with Negative Compensation
 
January 1, 2019
Amendments to IAS 19 (1)  
 
Plan Amendment, Curtailment or Settlement
 
January 1, 2019
IFRS Conceptual Framework
 
Conceptual Framework for Financial Reporting
 
January 1, 2020
Amendments to IFRS 3 (1)  
 
Definition of a Business
 
January 1, 2020
Amendments to IAS 1 and IAS 8 (1)
 
Definition of Material
 
January 1, 2020

(1)
This new or amended IFRS Standard is not expected to have a significant impact on the Group’s consolidated financial statements.

(2)
This new or amended IFRS Standard is not expected to be applicable to the Group’s consolidated financial statements.
 
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture, were issued in September 2014 and address and acknowledge inconsistency between the requirements in IFRS 10 and those in IAS 28 (2011), in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss is recognized when a transaction involved a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognized when a transaction involved assets that do not constitute a business, even if these assets are housed in a subsidiary. In December 2015, the IASB postponed the effective date of these amendments indefinitely pending the outcome of its research project on the equity method of accounting.
77 of 80

IFRS 16 Leases was issued in January 2016, replaces IAS 17 Leases (“IAS 17”), and became effective on January 1, 2019. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases. IFRS 16 introduces a single, on-balance sheet lease accounting model for lessees. A lessee recognizes a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. There are recognition exemptions for short-term leases and leases of low-value items. Lessor accounting remains similar to the current standard: lessors continue to classify leases as finance or operating leases. The Company’s management expects that the initial impact of recording lease liabilities, and the corresponding right-of-use assets in accordance with the guidelines of IFRS 16, will increase the Group’s consolidated total assets and liabilities primarily in connection with lease commitments for the use of real estate property and satellite transponders as of December 31, 2018. IFRS 16 will also affect the presentation of certain line items of the Group’s consolidated statement of income for interim and annual periods beginning on January 1, 2019, as the Group shall recognize a depreciation of rights-of-use assets for long-term lease agreements, and a finance expense for interest from related non-current lease liabilities, instead of affecting consolidated operating costs and expenses for lease payments, as they were recognized through December 31, 2018, under the guidelines of the former IFRS Standard. Beginning in the first quarter of 2019, the Group adopted the guidelines of IFRS 16 by using the retrospective cumulative effect, which consists of recognizing any cumulative adjustment due to the new IFRS Standard at the date of initial adoption in consolidated assets and liabilities. Accordingly, as a lessee, the Group recognized lease liabilities as of January 1, 2019, for leases classified as operating leases through December 31, 2018, and measured these lease liabilities at the present value of the remaining lease payments, discounted using the incremental borrowing rate as of January 1, 2019. The carrying amounts of leases classified as a finance leases through December 31, 2018, became the initial carrying amounts of right-of-use assets and lease liabilities under the guidelines of IFRS 16 beginning on January 1, 2019. The Company’s management will conclude and report in April 2019, the determination of the initial impact IFRS 16 will have on the Group’s consolidated financial statements for the first quarter of 2019. While the Company’s management is not yet in a position to disclose the full impact of the application of this new IFRS Standard, the Group expects that the initial impact of recording the required lease liabilities and the corresponding right-to-use assets will increase the Group’s consolidated total assets and liabilities as of January1, 2019, in a range of 1.5% and 2.0%, and 2.5% and 3.0%, respectively, primarily in connection with its non-cancellable lease and payment commitments for the use of real estate property. The Company’s management is in the process of concluding with the analysis and assessment of any changes to be made in the Group’s accounting policies for long-term lease agreements as a lessee, including the implementation of effective controls over financial reporting in the different business segments of the Group, in connection with the measurement and disclosures required by IFRS 16. The new accounting policies and estimates are subject to change until management finalizes its analysis.

Amendments to IFRS 4 Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts were issued in September 2016 and address concerns arising from implementing the new financial instruments Standard, IFRS 9, before implementing the replacement Standard that the Board is developing for IFRS 4. These concerns include temporary volatility in reported results.

IFRS 17 Insurance Contracts (“IFRS 17”) was issued in May 2017 and supersedes IFRS 4 Insurance Contracts (“IFRS 4”), which has given companies dispensation to carry on accounting for insurance contracts using national accounting standards, resulting in a multitude of different approaches. IFRS 17 establishes principles for the recognition, measurement, presentation and disclosures of insurance contracts issued. It also requires similar principles to be applied to reinsurance contracts with discretionary participation features issued. IFRS 17 solves the comparison problems created by IFRS 4 by requiring all insurance contracts to be accounted for in a consistent manner. Under the provisions of IFRS 17, insurance obligations will be accounted for using current values instead of historical cost. IFRS 17 is effective on January 1, 2021, and earlier application is permitted.

IFRIC 23 Uncertainty over Income Tax Treatments (“IFRIC 23”) clarifies how to apply the recognition and measurement requirements in IAS 12 Income Taxes when there is uncertainty over income tax treatments. When there is uncertainty over income tax treatments, IFRIC 23 addresses: (a) whether an entity considers uncertain tax treatments separately; (b) the assumptions an entity makes about the examination of tax treatments; (c) how an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, including an entity’s consideration of whether it is probable that a taxation authority will accept an uncertain tax treatment; and (d) how an entity considers changes in facts and circumstances.

Amendments to IFRS 3 Definition of a Business was issued in October 2018. The amended definition emphasises that the output of a business is to provide goods and services to customers, whereas the previous definition focused on returns in the form of dividends, lower costs or other economic benefits to investors and others . Distinguishing between a business and a group of assets is important because an acquirer recognises goodwill only when acquiring a business. Amendments to IFRS 3 is effective on January 1, 2020, and earlier application is permitted.

Amendments to IAS 1 and IAS 8 Definition of Material . The definition of material helps a company determine whether information about an item, transaction or other event should be provided to users of financial statements. However, companies sometimes experienced difficulties using the previous definition of material when making materiality judgements in the preparation of financial statements. Consequently, the IASB issued Definition of Material (Amendments to IAS 1 and IAS 8) in October 2018. Amendments to IAS 1 and IAS 8 is effective on January 1, 2020, and earlier application is permitted.

Annual Improvements to IFRS Standards2015-2017 Cycle were published in December 2017 and set out amendments to certain IFRS Standards. These amendments result from proposals made during the IASB’s Annual Improvements process, which provides a vehicle for making non-urgent but necessary amendments to IFRS Standards. The IFRS Standards amended and the topics addressed by these amendments are as follows:

Standard
 
Subject of Amendment
IFRS 3 Business Combinations

Previously held interest in a joint operation.
IFRS 11 Joint Arrangements

Previously held interest in a joint operation.
IAS 12 Income Taxes

Income tax consequences of payments on financial instruments classified as equity.
IAS 23 Borrowing Costs

Borrowing costs eligible for capitalization.

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Amendments to IAS 28 Long-term Interests in Associates and Joint Ventures were issued in October 2017. The amendments clarify that a company applies IFRS 9 to long-term interests in an associate or joint venture that form part of the net investment in the associate or joint venture. An entity shall apply these amendments retrospectively for annual reporting periods beginning on or after January 1, 2019, with certain exceptions. Earlier application is permitted.

Amendments to IFRS 9 Prepayment Features with Negative Compensation were issued in October 2017. These amendments enable entities to measure at amortized cost some prepayable financial assets with so-called negative compensation. An entity shall apply these amendments retrospectively for annual reporting periods beginning on or after January 1, 2019, with certain exceptions. Earlier application is permitted.

Amendments to IAS 19 Employee Benefits (“IAS 19”) were issued in February 2018. When a change to a defined benefit plan (amendment, curtailment or settlement) takes place, IAS 19 requires a company to remeasure its net defined benefit liability or asset. These amendments require a company to use the updated assumptions from this remeasurement to determine current service cost and net interest for the remainder of the reporting period after the change to the plan. Until now, IAS 19 did not specify how to determine these expenses for the period after the change to the plan. By requiring the use of updated assumptions, the amendments are expected to provide useful information to users of financial statements. An entity shall apply these amendments to plan amendments, curtailments or settlements occurring on or after the beginning of the first annual reporting period that begins on or after January 1, 2019. Earlier application is permitted.

Conceptual Framework for Financial Reporting (“Conceptual Framework”) was issued in March 2018, replacing the previous version of the Conceptual Framework issued in 2010. The Conceptual Framework describes the objective of, and the concepts for, general purpose financial reporting. The purpose of the Conceptual Framework is to: (a) assist the IASB to develop IFRS Standards that are based on consistent concepts; (b) assist preparers to develop consistent accounting policies when no Standard applies to a particular transaction or other event, or when a Standard allows a choice of accounting policy; and (c) assist all parties to understand and interpret the IFRS Standards. The Conceptual Framework is not an IFRS Standard. Nothing in the Conceptual Framework overrides any IFRS Standard or any requirement in an IFRS Standard. The revised Conceptual Framework is effective immediately for the IASB and the IFRIC, and has an effective date of January 1, 2020, with earlier application permitted, for companies that use the Conceptual Framework to develop accounting policies when no IFRS Standard applies to a particular transaction.
  
  
 

 

Dividends paid, ordinary shares:
[8] 1,068,868,000
Dividends paid, other shares:
0
Dividends paid, ordinary shares per share:
[9] 0.002991453
Dividends paid, other shares per share:
0


79 of 80

 
Footnotes
   
[1] ↑
Current assets – Other current non-financial assets: As of December 31, 2018 and 2017, includes transmission rights and programming for Ps.7,785,723 thousands and  Ps.5,890,866, thousands, respectively.
 
[2] ↑
Non-current assets – Other non-current non-financial assets: As of December 31, 2018 and 2017, includes transmission rights and programming for Ps.9,229,815 thousands and Ps.8,158,521 thousands, respectively.
 
[3] ↑
Total basic earnings (loss) per share: This information is related to earnings per CPO. The CPO are the securities traded in the Mexican Stock Exchange.
 
[4] ↑
Total diluted earnings (loss) per share: This information is related to earnings per diluted CPO.
 
[5] ↑

Breakdown of credits
The Notes due 2021 and 2022 were contracted at a variable rate and the Notes due 2020 and 2027 were contracted at a fixed rate.
The "Senior Notes" due in 2037, 2043, 2025, 2032, 2040, 2045, 2026 and 2046 were contracted at a fixed rate.
The exchange rates for the credits denominated  in foreign currency were as  follows:
Ps. 19.6730  pesos per US dollar
Bank loans and senior notes are presented net of unamortized finance costs in the aggregate amount of Ps.1,152,661thousands.
For more information on debt; see Note 8 Notes to the Unaudited Condensed Consolidated  Financial  Statements.

[6] ↑
Included Notes payable transferred to BBVA Bancomer by original creditor.
 
[7] ↑
Monetary foreign currency position:
 
The exchange rates used for translation were as follows:    
       
Ps.
19.6730
 
pesos per US dollar
 
22.5126
 
pesos per euro
 
14.4193
 
pesos per canadian dollar
 
0.5218
 
pesos per argentinean peso
 
0.0282
 
pesos per chilean peso
 
0.0060
 
pesos per colombian peso
 
5.8394
 
pesos per peruvian nuevo sol
 
19.991
 
pesos per swiss franc
 
5.0678
 
pesos per brazilian real
 
25.0511
 
pesos per pound sterling
 
2.2158
 
pesos per swedish krona

Long-term liabilities include debt in the amount of U.S.$2,585,754 thousands, which has been designated as hedging instrument of foreign currency investments .
 
[8] and [9] ↑
In April 2018, our stockholders approved the payment of a dividend of Ps.0.35 per CPO and Ps.0.002991452991 per share of Series “A”, “B”, “D” and “L” Shares, not in the form of a CPO, which was paid in cash in May 2018 in the aggregate amount of Ps.1,068,868 thousands.

80 of 80


MEXICAN STOCK EXCHANGE



STOCK EXCHANGE CODE: TLEVISA    QUARTER:   04 YEAR:   2018
GRUPO TELEVISA, S.A.B.
 
 
                                                                                       

 
DECLARATION OF THE REGISTRANT´S OFFICERS, RESPONSIBLE FOR THE INFORMATION.

 
WE HEREBY DECLARE THAT, TO THE EXTENT OF OUR FUNCTIONS, WE PREPARED THE INFORMATION RELATED TO THE REGISTRANT CONTAINED IN THIS REPORT FOR THE FOURTH QUARTER OF 2018, 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/ ALFONSO DE ANGOITIA NORIEGA   /s/ BERNARDO GÓMEZ MARTÍNEZ
ALFONSO DE ANGOITIA NORIEGA
 
BERNARDO GÓMEZ MARTÍNEZ
CO-CHIEF EXECUTIVE OFFICER
 
CO-CHIEF EXECUTIVE OFFICER
     
     
     
     
/s/ CARLOS FERREIRO RIVAS   /s/ LUIS ALEJANDRO BUSTOS OLIVARES
CARLOS FERREIRO RIVAS
 
LUIS ALEJANDRO BUSTOS OLIVARES
VICE PRESIDENT OF FINANCE
 
LEGAL VICE PRESIDENT  AND
   
GENERAL COUNSEL



MEXICO CITY, MAY 3, 2019


GENERAL DATA

DATE:   05/03/2019

 
MEXICAN STOCK EXCHANGE, REPORTS:  

 
  GENERAL DATA OF ISSUER  
  STOCK EXCHANGE CODE:  
     
 
TLEVISA
 
     
 
COMPANY'S NAME:
 
     
 
GRUPO TELEVISA, S.A.B.
 
     
 
STATE:
 
     
 
MEXICO CITY
 
     
 
CITY:
 
     
 
MÉXICO
 
     
 
TELEPHONE:
ADDRESS:
     
 
01 (55) 52612000
AV. VASCO DE QUIROGA # 2000
     
 
FAX:
NEIGHBORHOOD:
     
 
01 (55) 52612494
SANTA FE
     
 
INTERNET ADDRESS:
 
     
 
www.televisa.com.mx
ZIP CODE:
     
   
01210
     
 
TAX DATA OF THE ISSUER
 
 
ADDRESS:
MUNICIPALITY:
     
 
AV. VASCO DE QUIROGA # 2000
ÁLVARO OBREGÓN
     
 
NEIGHBORHOOD:
STATE:
     
 
SANTA FE
MÉXICO CITY
     
 
CITY AND STATE:
ZIP CODE:
     
 
MEXICO CITY
01210
     
 
COMPANY TAX CODE:
 
     
 
GTE901219GK3
 



   
MEXICAN STOCK EXCHANGE
1

GENERAL DATA

DATE:  05/03/2019

EXECUTIVES DATA

BMV POSITION
MR./MS.
FIRST NAME
LAST NAME
GENERAL DIRECTOR
MR.
ALFONSO
DE ANGOITIA NORIEGA
GENERAL DIRECTOR
MR.
BERNARDO
GÓMEZ MARTÍNEZ
FINANCE DIRECTOR
ING.
CARLOS
FERREIRO RIVAS
RESPONSIBLE FOR SENDING CORPORATE INFORMATION
LIC.
JOAQUÍN
BALCÁRCEL SANTA CRUZ
RESPONSIBLE FOR SENDING SHARE REPURCHASE INFORMATION
LIC.
RAFAEL
VILLASANTE GUZMÁN
RESPONSIBLE FOR INFORMATION TO INVESTORS
LIC.
CARLOS
MADRAZO VILLASEÑOR
RESPONSIBLE FOR PAYMENT
C.P.C.
JOSÉ RAÚL
GONZÁLEZ LIMA
RESPONSIBLE FOR SENDING FINANCIAL INFORMATION
C.P.C.
JOSÉ RAÚL
GONZÁLEZ LIMA
RESPONSIBLE FOR SENDING RELEVANT EVENTS
LIC.
CARLOS
MADRAZO VILLASEÑOR
RESPONSIBLE FOR LEGAL MATTERS
LIC.
LUIS ALEJANDRO
BUSTOS OLIVARES


BOARD OF DIRECTORS

POSITION
TYPE
MR./MS.
FIRST NAME
LAST NAME
PRESIDENT
RELATED
MR.
EMILIO FERNANDO
AZCÁRRAGA JEAN
DIRECTOR
INDEPENDENT
MR.
ALBERTO
BAILLERES GONZÁLEZ
DIRECTOR
INDEPENDENT
MR.
JOSÉ ANTONIO
CHEDRAUI EGUÍA
DIRECTOR
INDEPENDENT
MR.
FRANCISCO JOSÉ
CHÉVEZ ROBELO
DIRECTOR
RELATED
MR.
ALFONSO
DE ANGOITIA NORIEGA
DIRECTOR
INDEPENDENT
MR.
JON
FELTHEIMER
DIRECTOR
INDEPENDENT
MR.
GUILLERMO
GARCÍA NARANJO ÁLVAREZ
DIRECTOR
INDEPENDENT
MR.
JOSÉ LUIS
FERNÁNDEZ FERNÁNDEZ
 DIRECTOR
RELATED
MR.
SALVI RAFAEL
FOLCH VIADERO
DIRECTOR
INDEPENDENT
MR.
MICHAEL T.
FRIES
DIRECTOR
INDEPENDENT
MR.
MARCOS
GALPERÍN
DIRECTOR
RELATED
MR.
BERNARDO
GÓMEZ MARTÍNEZ
DIRECTOR
INDEPENDENT
MR.
CARLOS
HANK GONZÁLEZ
DIRECTOR
INDEPENDENT
MR.
ROBERTO
HERNÁNDEZ RAMÍREZ
DIRECTOR
RELATED
MR.
ENRIQUE
KRAUZE KLEINBORT



   
MEXICAN STOCK EXCHANGE
2

GENERAL DATA
 
DATE:  05/03/2019

POSITION
TYPE
MR./MS.
FIRST NAME
LAST NAME
DIRECTOR
INDEPENDENT
MR.
LORENZO ALEJANDRO
MENDOZA GIMÉNEZ
DIRECTOR
INDEPENDENT
MR.
FERNANDO
SENDEROS MESTRE
DIRECTOR
INDEPENDENT
MR.
ENRIQUE    FRANCISCO JOSÉ
SENIOR HERNÁNDEZ
DIRECTOR
INDEPENDENT
MR.
EDUARDO
TRICIO HARO
DIRECTOR
INDEPENDENT
MR.
DAVID M.
ZASLAV
ALTERNATE DIRECTOR
INDEPENDENT
MR.
HERBERT A.
ALLEN III
ALTERNATE DIRECTOR
RELATED
MR.
FÉLIX JOSÉ
ARAUJO RAMÍREZ
ALTERNATE DIRECTOR
RELATED
MR.
JOAQUÍN
BALCÁRCEL SANTA CRUZ
ALTERNATE DIRECTOR
RELATED
MR.
JULIO
BARBA HURTADO
ALTERNATE DIRECTOR
RELATED
MR.
LEOPOLDO
GÓMEZ GONZÁLEZ BLANCO
ALTERNATE DIRECTOR
RELATED
MR.
JORGE AGUSTÍN
LUTTEROTH ECHEGOYEN
ALTERNATE DIRECTOR
INDEPENDENT
MR.
ALBERTO JAVIER
MONTIEL CASTELLANOS
ALTERNATE DIRECTOR
INDEPENDENT
MR.
RAÚL
MORALES MEDRANO
ALTERNATE DIRECTOR
INDEPENDENT
MS.
GUADALUPE
PHILLIPS MARGAIN
SECRETARY OF THE BOARD OF DIRECTORS
NA
LIC.
RICARDO
MALDONADO YAÑEZ

COMPANY HISTORY

TELEVISA IS A LEADING MEDIA COMPANY IN THE SPANISH-SPEAKING WORLD, AN IMPORTANT CABLE OPERATOR IN MEXICO AND AN OPERATOR OF A LEADING DIRECT-TO-HOME SATELLITE PAY TELEVISION SYSTEM IN MEXICO. TELEVISA DISTRIBUTES THE CONTENT IT PRODUCES THROUGH SEVERAL BROADCAST CHANNELS IN MEXICO AND IN OVER 75 COUNTRIES THROUGH 26 PAY-TV BRANDS, TELEVISION NETWORKS, CABLE OPERATORS AND OVER-THE-TOP OR “OTT” SERVICES. IN THE UNITED STATES, TELEVISA’S AUDIOVISUAL CONTENT IS DISTRIBUTED THROUGH UNIVISION COMMUNICATIONS INC. (“UNIVISION”) THE LEADING MEDIA COMPANY SERVING THE HISPANIC MARKET. UNIVISION BROADCASTS TELEVISA’S AUDIOVISUAL CONTENT THROUGH MULTIPLE PLATFORMS IN EXCHANGE FOR A ROYALTY PAYMENT. IN ADDITION, TELEVISA HAS EQUITY AND WARRANTS WHICH UPON THEIR EXERCISE WOULD REPRESENT APPROXIMATELY 36% ON A FULLY-DILUTED, AS-CONVERTED BASIS OF THE EQUITY CAPITAL IN UNIVISION HOLDINGS, INC., THE CONTROLLING COMPANY OF UNIVISION. TELEVISA’S CABLE BUSINESS OFFERS INTEGRATED SERVICES, INCLUDING VIDEO, HIGH-SPEED DATA AND VOICE SERVICES TO RESIDENTIAL AND COMMERCIAL CUSTOMERS AS WELL AS MANAGED SERVICES TO DOMESTIC AND INTERNATIONAL CARRIERS. TELEVISA OWNS A MAJORITY INTEREST IN SKY, A LEADING DIRECT-TO-HOME SATELLITE PAY TELEVISION SYSTEM AND BROADBAND PROVIDER IN MEXICO, OPERATING ALSO IN THE DOMINICAN REPUBLIC AND CENTRAL AMERICA. TELEVISA ALSO HAS INTERESTS IN MAGAZINE PUBLISHING AND DISTRIBUTION, RADIO PRODUCTION AND BROADCASTING, PROFESSIONAL SPORTS AND LIVE ENTERTAINMENT, FEATURE- FILM PRODUCTION AND DISTRIBUTION, AND GAMING.


   
MEXICAN STOCK EXCHANGE
3
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: May 10, 2019
By:
/s/ Luis Alejandro Bustos Olivares
  Name:
Luis Alejandro Bustos Olivares
 
Title:
Legal Vice President and General Counsel
 
 
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