- Globe Telecom
Transcription
- Globe Telecom
SEC Number File Number 1177 ____ GLOBE TELECOM, INC. (Company’s Full Name) 5th Floor Globe Telecom Plaza (Pioneer Highlands) Pioneer corner Madison Streets, 1552 Mandaluyong City (Company’s Address) (632) 730-2000 (Telephone Numbers) 31 December 2006 (Quarter Ending) SEC FORM 17-Q (Form Type) SEC Form 17Q - 4Q 2006 1 SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-Q QUARTERLY REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17(2)(b) THEREUNDER 1. For the quarterly period ended 31 December 2006 2. Commission identification number: 1177 3. BIR Tax Identification No. 000-768-480-000 4. Exact name of registrant as specified in its charter: GLOBE TELECOM, INC. 5. Province, country or other jurisdiction of incorporation or organization: PHILIPPINES 6. Industry Classification Code: (SEC Use Only) 7. Address of registrant’s principal office: 5th Floor, Globe Telecom Plaza (Pioneer Highlands) Pioneer corner Madison Streets 1552 Mandaluyong City 8. Registrant’s telephone number, including area code: (632) 730-2000 9. Former name, former address and former fiscal year, if changed since last report: Not Applicable 10. Securities registered pursuant to Sections in Securities Regulation Code Title of each class Common Stock, P50.00 par value Preferred Stock, P5.00 par value Number of shares of stock outstanding 132,079,785 158,515,021 11. Are any or all of the Securities listed on the Philippine Stock Exchange? Yes 12. Indicate whether the registrant: a) Has filed all reports required to be filed by Section 17 of the Code and SRC Rule 17 thereunder or Sections 11 of the SRC and SRC Rule 11(a)-1 thereunder, and Sections 26 and 141 of the Corporation Code of the Philippines, during the preceding 12 months (or for such shorter period the registrant was required to file such reports). Yes b) Has been subject to such filing requirements for the past 90 days. Yes SEC Form 17Q - 4Q 2006 2 PART I FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS Our consolidated financial statements include the accounts of Globe Telecom, Inc. and its wholly owned subsidiaries, Innove Communications, Inc.(“Innove”) and G-Xchange, Inc. (“GXI”), collectively referred to as the “Globe Group” in this report. The consolidated financial statements for the year ended 31 December 2006 have been prepared in accordance with Philippine Financial Reporting Standards (PFRS) and are filed as Annex I of this report. ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (“MD&A”) The following is a discussion and analysis of Globe Group’s financial performance for the full year ended 31 December 2006. The prime objective of this MD&A is to help the readers understand the dynamics of our Company’s business and the key factors underlying our financial results. Hence, our MD&A is comprised of a discussion of our core business, and our analysis of the results of operations for each business segment. This section also focuses on key statistics from the consolidated financial statements and pertains to known risks and uncertainties relating to the telecommunications industry in the Philippines where we operate up to the stated reporting period. However, our MD&A should not be considered all inclusive, as it excludes unknown risks, uncertainties and changes that may occur in the general economic, political and environmental condition after the stated reporting period. Our MD&A should be read in conjunction with our consolidated financial statements and the accompanying notes. All financial information is reported in Philippine Pesos (Php) unless otherwise stated. Any references in this MD&A to “we”, “us”, “our”, “Company” means the Globe Group and references to “Globe” mean Globe Telecom, Inc., not including its wholly owned subsidiaries. Additional information about the Company, including annual and quarterly reports, can be found on our corporate website www.globe.com.ph. SEC Form 17Q - 4Q 2006 3 The following is a summary of the key sections of this MD&A: OVERVIEW OF OUR BUSINESS ......................................................................................................... 5 KEY PERFORMANCE INDICATORS................................................................................................. 9 FINANCIAL AND OPERATIONAL RESULTS ................................................................................ 11 GROUP FINANCIAL HIGHLIGHTS ............................................................................................................. 11 GROUP RESULTS OF OPERATIONS ......................................................................................................... 12 GROUP OPERATING REVENUES ................................................................................................. 12 WIRELESS BUSINESS.................................................................................................................. 13 WIRELINE BUSINESS.................................................................................................................. 20 OTHER GLOBE GROUP REVENUES ........................................................................................ 23 GROUP OPERATING EXPENSES .................................................................................................. 25 LIQUIDITY AND CAPITAL RESOURCES....................................................................................... 28 FOREIGN EXCHANGE AND INTEREST RATE EXPOSURE ...................................................... 32 RECENT DEVELOPMENTS ............................................................................................................... 34 MAJOR STOCKHOLDERS ......................................................................................................................... 35 BOARD OF DIRECTORS ........................................................................................................................... 35 SEC Form 17Q - 4Q 2006 4 OVERVIEW OF OUR BUSINESS Our Company is a leading telecommunications company in the Philippines. We continue to grow and engage our customers through our clear commitment of “Making Great Things Possible”. The Globe Group is comprised of the following three focused companies: • • • Globe provides our wireless telecommunications services; Innove, a wholly-owned subsidiary, provides our fixed line telecommunications services and information and communications infrastructure and services for internal applications, internet protocol-based solutions and multimedia content delivery. Innove also currently offers cellular services under the TM prepaid brand. The TM brand is supported in the integrated cellular networks of Globe and Innove; and As part of its wireless business, Globe also provides mobile commerce services through its whollyowned subsidiary, G-Xchange, Inc. (GXI) which was incorporated in 2004. Wireless Business: Products and Services Our Company offers its wireless services including local, national long distance, international long distance, international roaming and other value-added services through three brands: Globe Postpaid, Globe Prepaid and TM. Globe Postpaid is the postpaid brand of Globe. This includes all postpaid plans such as G-Plans and consumable G-Flex Plans, Platinum (for the high-end market), and GlobeSolutions (for corporate and business needs). Globe Prepaid and TM are the prepaid brands of the Globe Group. Each brand is positioned at different market segments. Globe Prepaid is focused on the mainstream, broad market while TM is focused on valueconscious, working class market. Additionally, Globe has customized services and benefits to address specific market segments, each with its own unique positioning and service offerings. Globe also provides our subscribers with mobile payment and remittance services under the GCash brand. Now on its second year, this service enables our subscribers to perform international and domestic remittance transactions, pay annual business registration fees, income taxes for professionals, utility bills, avail of microfinance transactions, donate to charitable institutions, and buy Globe prepaid reloads. To cater to a wide variety of our prepaid subscribers, we provide various top up facilities at each subscriber’s convenience. Our Globe Prepaid and TM subscribers can reload airtime value or credits using various reloading channels. Subscribers can purchase Globe Prepaid Call and Text cards in P100, P300 and P500 denominations while TM Call and Text cards are available in P50, P100, and P300 denominations. They can also utilize Globe AutoloadMAX, our over-the- air (OTA) reload channel, which offers the most affordable and flexible load credits in P1 increments from P10 to P150 for our TM subscribers, and P15 to P150 for our Globe Prepaid subscribers. Globe AutoLoadMAX currently has over four hundred thousand active retailers nationwide. Subscribers can also top up using bank channels like ATMs, credit cards, Internet banking and Bank of the Philippine Islands (BPI) 24 Hour Call Center and Express Phone, as well as through E-POS (electronic pointof-sale) terminals located at retail outlets and our business centers. SEC Form 17Q - 4Q 2006 5 A consumer to consumer top up facility, Share A Load, is also available whereby our Globe Prepaid and TM subscribers can share prepaid load credits among themselves in denominations of P1 to P150 (in P1 increment). In addition, our Globe Postpaid subscribers can Share A Load to our prepaid subscribers in P1 to P150, P300 and P500 denominations. Another reloading channel available is GCash Load, where Globe Prepaid and TM subscribers can top up their own or somebody else’s mobile phone by converting their GCash to prepaid load credits in increments of P1 from P10 to P24 and increments of P25 from P25 to P150. Denominations of P300, P500 and P1,000 are also available. Moreover, the GCash Load promotion includes a standard 5% GCash rebate on all GCash Load transactions. Wireline Business: Products and Services Innove, a wholly-owned subsidiary, provides our wireline voice communications, private data networks and Internet services to individuals and enterprises in the Philippines under the Globelines and GlobeQuest brands. Under our Globelines brand, we provide state-of-the-art digital communications technologies to homes and small and medium-sized enterprises through the following products and services: Globelines is a wireline voice communications service offering that includes local, national long distance, international long distance and other value-added services, through its postpaid, prepaid and payphone lines. With the availability of postpaid or prepaid options, subscription to Globelines comes with standard features and value-added services such as IDD, NDD, Phone Lock, Caller ID, Call Waiting, Multi-Calling, Call Forwarding, Voice Mail, Duplex Number, Hotline and Special Numbers. Globelines Business Connections is a bundled telephone package to help our clients manage their operations and enjoy big business efficiency on a small business overhead. There are various Globelines Connections packages suitable for clients requiring single and/or multiple lines. Globelines subscribers with personal computers can also surf the Internet and have their own Web-based email by using our Globelines Dial-up Internet service. Users of this service pay only for the actual minutes used at a low flat rate of P0.33 per minute. Globelines Broadband is a high speed internet connection that keeps our subscribers online all the time, getting instant access to communication, knowledge and entertainment. Application-based packages such as Express Unlimited and Explore are designed to cater to various Internet needs. Globelines Broadband subscribers may also activate their VoIP account and use Globelines Broadband VoIP softphone service to call overseas for a special rate of US$0.05/minute. Globelines Worldpass Prepaid is the first prepaid internet card in the market that allows the user to access the internet with total mobility, flexibility and convenience. The user may choose his access point - via dial-up using any landline, mobile access via WiFi from any WiZ hotspots, or broadband connection via Globelines Broadband kiosks. It is a pay per use internet access which comes in denominations of P20, P50, and P100 which expires 15 days after first use. Worldpass Prepaid vouchers can be purchased at any Globelines Payments and Services (GPS) Centers, Globe business centers, and other retail outlets. SEC Form 17Q - 4Q 2006 6 Globelines Worldpass Postpaid is also available for subscribers who wish to access the internet anytime and anywhere through Wi-Fi, Broadband or Dial-up using just one account. Subscribers can use a laptop, PC, PDA or mobile phone and surf wirelessly at any WiZ Hotspot, dial-up to the internet using any landline in the country or connect via Broadband using a Globelines Broadband account. Subscribers can even access their accounts when they travel to international destinations through connectivity with iPass. All these are possible with just one username and password. Postpaid plans are available with a consumable monthly service fee of P250 (VAT included). Globe1 is our one-card for all communications needs. This PIN-based prepaid card service allows our customers to make local, domestic and international calls using our Globelines landline (postpaid and prepaid), Globelines Payphone, Globe and TM. This versatile and convenient product is offered in denominations of P100 and P300 and is available in our GPS Centers, Globe business centers and prepaid card dealers. Under our GlobeQUEST brand, we offer end-to-end solutions for corporate clients based on value-priced, high-speed data services over a nationwide broadband network. This includes domestic and international data services, wholesale and corporate internet access data center services and segment-specific solutions customized to the needs of vertical industries. Some of the products and services we offer are as follows: GlobeQUEST Broadband Internet offers our clients a complete range of Internet services that operate at broadband speeds using our Internet backbone which, at more than 2 Gbps and growing, is one of the largest in the Philippines. Some of the services currently being offered are: • Digital Subscriber Line (DSL) – This service lets you access the Web at ultra-high speed connection for both downloads and uploads using our DSL access network and growing Internet backbone. Various access packages are available to ensure the service is cost-efficient and fits different corporate needs and budgets. • Internet Direct – This offers guaranteed service levels delivered over leased line facilities and is especially offered to those corporate clients running mission-critical applications. • Broadband Internet Zone (BIZ) – This is GlobeQuest’s broadband-to-the-room Internet service which provides secure, reliable and convenient high-speed broadband Internet access to transient business travelers and/or tenants of high-density buildings such as hotels, condominiums and other multi-tenant establishments. This service also utilizes wireless Internet access in convenient public locations and hotspots to provide mobile workers with Internet connectivity outside their offices. • GIX Burstable – This bandwidth on-demand service offers wholesale Internet access with a payment scheme that is based on average use only. Customers are allowed to start with a minimum subscription of 5 Mbps burstable to 45 Mbps depending on the actual growth of their internet traffic. Primarily used by wholesale customers and large enterprises, this service provides the pricing flexibility that supports the ever-changing business requirements of these companies. • Freeway IP – This service is GlobeQuest’s managed international private leased circuit to the USA. To ensure cost-efficiency for businesses, our package allows customers to pay a fixed monthly charge regardless of actual usage and increase bandwidth when needed. • Universal Access services – These are subscription plans available for corporate users, which enables WiFi and dial up access through a single user account. SEC Form 17Q - 4Q 2006 7 GlobeQuest WIZ (Wireless Internet Zone) is Innove’s brand for its WiFi (Wireless Fidelity)-enabled network providing broadband access on 802.11b/g-enabled strategic locations called “hotspots” such as airports, hotels, coffee shops and business lounges. It covers more than 520 locations to date, including “hotzones” such as Ayala Center Greenbelt and Glorietta malls, Ayala Center Cebu, Alabang Town Center, NCCC Mall in Davao, Supercat Terminals in the Visayas, Mactan and Davao International Airports. WIZ can also be accessed by customers and subscribers of Innove’s WorldPass, Globe through Wiz On (text to 2333) service, GlobeQUEST-owned Universal Access and DSL corporate customers, as well as subscribers on international roaming service through our partners, GoRemote, iPass, T-Systems among others. This service is available both on prepaid and postpaid plans to cater to our customers’ various needs and budget. GlobeQUEST Private Networks offers a variety of dedicated communications services that allow customers to run various data applications, access LANs or corporate intranets and extranets with integrated voice services on high speed, efficient and reliable connections. These include domestic and international leased lines, frame relay, IPVPN, and remote access services. International data services are offered in partnership with global network service providers. GlobeQUEST DataCentres optimizes the security of mission-critical information and applications through secure data centers operated and supported by a team of IT experts. GlobeQUEST has six commercially available data centers, namely: MK1 (Valero Data Center), MK2 (Pasong Tamo), MD1 (Sheridan), MD2 (Pioneer), Cebu and Laguna DataCentres. These offer complementary services to GlobeQUEST network services, ensuring that corporate customers are given end-to-end capabilities and solutions. GlobeQUEST Corporate Voice provides a full suite of telephony services, from basic direct lines to ISDN services, 1-800 numbers, IDD and NDD access as well as managed voice solutions which enables companies to access advanced telecommunications technology, such as managed IP communications. With the advent of VOIP technology, GlobeQUEST is introducing new functionalities on their Corporate Voice portfolio which will drive the voice business. GlobeQUEST BroadBand Access is a network access solution that provides our customers ultra-high speed fiber optic network connectivity, over a fully redundant and diverse DWDM-based fiber backbone. This service is designed for wholesale and corporate customers with huge bandwidth requirements, missioncritical applications and rapidly growing needs, and who demand uninterrupted access for their business operations. This service offering ranges from high speed leased lines to Ethernet services and even Escon or fibre channel connections for disaster-recovery service connectivity. Today, these services are heavily used by service providers, call centers and BPO (Business Process Outsourcing) companies as well as banking and manufacturing institutions. GlobeQUEST offers our customers with superior dial-up services such as: • • • Dedicated Dial-up (DDU) – This service enables multiple users to connect to the internet using only one phone line, as well as maintain a static IP address for better accessibility. E-Business in a box – This provides start up companies with a complete set of solutions to establish and maintain web presence for their businesses. Wholesale and Corporate Remote Access Servers (RAS) – This provides companies the ability to give its mobile/remote workers, as well as customers, access to the Local Area Network (LAN) and Internet through a private and secure dial-up access without investing in and maintaining costly network infrastructure. SEC Form 17Q - 4Q 2006 8 KEY PERFORMANCE INDICATORS Our Company acknowledges the importance of our shareholders and is dedicated to optimize profitability and efficiently manage our use of capital resources with a view to increasing shareholder value. We constantly review and monitor our activities and key performance indicators to measure our success in implementing our operating and financial strategies, plans and programs. Some of our key performance indicators are set out below. Except for Net Income, these key performance indicators are not measurements in accordance with Philippine GAAP and should not be considered as an alternative to net income or any other measure of performance which are in accordance with Philippine GAAP. GROSS AVERAGE REVENUE PER UNIT (GROSS ARPU) Gross ARPU measures the average monthly gross revenue generated for each subscriber. This is computed by dividing recurring gross service revenues for a business segment for the period by the average number of the segment’s subscribers and then dividing the quotient by the number of months in the period. NET AVERAGE REVENUE PER UNIT (NET ARPU) Net ARPU measures the average monthly net revenue generated for each subscriber. This is computed by dividing recurring net service revenues of the segment for the period (net of discounts and interconnection charges to external carriers) and content provider revenue share by the average number of the segment’s subscribers and then dividing the quotient by the number of months in the period. SUBSCRIBER ACQUISITION COST (SAC) SAC is computed by totaling marketing costs (including commissions and handset/SIM subsidies1) for the segment for the period divided by the gross incremental subscribers. AVERAGE MONTHLY CHURN The average monthly churn rate is computed by dividing total disconnections (net of reconnections) for the segment by the average number of the segment’s subscribers, and then divided by the number of months in the period. This is a measure of the average number of customers who leave/switch/change to another type of service or to another service provider and is usually stated as a percentage. EBITDA EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization) is calculated as net service revenues less subsidy1, operating expenses and other income and expenses2. This measure is used because it provides useful information regarding a company’s ability to generate cash flows, incur and service debt, finance capex and working capital changes. As the Company’s method of calculating EBITDA may differ from other companies, it may not be comparable to similarly titled measures presented by other companies. 1 2 Subsidy is the difference between non-service revenues and cost of sales. Operating expenses and other income and expenses do not include any property and equipment-related gains and losses and financing costs. SEC Form 17Q - 4Q 2006 9 EBITDA MARGIN EBITDA margin is calculated as EBITDA divided by total net service revenues. Total net service revenues is equal to total net operating revenues less non-service revenues. This is useful in measuring the extent to which subsidies, operating expenses (excluding property and equipment-related gains and losses and financing costs) and other income and expenses, use up revenue. EBIT EBIT is defined as earnings before interest, property and equipment-related gains and losses and income taxes. This measure is calculated by deducting depreciation and amortization from EBITDA. Globe Group’s method of calculating EBIT may differ from other companies, hence, may not be comparable to similar measures presented by other companies. NET INCOME As presented in the consolidated financial statements for the full years ended 31 December 2006 and 2005, net income provides an indication of how well our Company performed after all costs of the business have been factored in. For more details about the Company’s performance, see “Financial and Operational Results” section below. SEC Form 17Q - 4Q 2006 10 FINANCIAL AND OPERATIONAL RESULTS GROUP FINANCIAL HIGHLIGHTS For the Full Year ended 31 December 2006 • Our Company posted a net income of P11.8 billion for the year, a 14% improvement than the P10.3 billion registered in 2005. This net income improvement was achieved in spite of a 48% year-on-year increase in provisions for income tax due to a higher corporate tax rate, the expiration of Globe’s income tax holiday last March 2005, and a higher taxable base. The full year consolidated effective tax rate was 33% compared to 27% last year. The Company’s improved and expanded network coverage, the launch of various innovative, value-based propositions, and its expansion into the mass markets through the TM brand have all contributed to the growth of Globe’s subscriber base and service revenues. Meanwhile, targeted acquisitions and calibrated marketing spend and the implementation of various cost-reduction initiatives translated to lower operating expenses, higher margins, and record profitability levels. • Consolidated EBITDA and EBIT for the year registered double-digit growth of 11% and 13% year-onyear, closing at P37.2 billion and P20.1 billion, respectively. EBITDA margins stood at 65% of service revenues, up from 61% for the same period in 2005, while EBIT margins were at 35%, up from 32% last year. • Consolidated service revenues grew by 4% year-on-year, mainly driven by the year-on-year improvements in both the wireless voice and data segments. Meanwhile, wireline service revenues continued to be impacted by the stronger peso, decreasing by 1%. Total cumulative wireless subscribers stood at 15.7 million, a 26% year-on-year growth due to healthier net additions across all brands. Targeted subscriber acquisition efforts, competitive service offers, calibrated marketing spend, and effective retention promotions have all contributed to the strong gross additions and managed churn levels. • Total capital expenditures for the year amounted to P14.83 billion, at par with last year’s P14.76 billion as Globe’s 2G wireless network expansion program tapers off with geographic coverage of 94% and a population reach of 98% by year end. Globe is currently carrying out its 3G network roll out as part of its commitment to innovation and to enhance our subscribers’ experience with the service. Total cell sites reached 5,884 at the end of December 2006, a 14% increase from 5,159 established last year. • The Company closed the year with free cash flow of P20.75 billion, up from last year’s P19.5 billion. • In its February 5, 2007 meeting, the Board of Directors declared the first semi-annual dividend for 2007 of P33 per common share or a 10% increase over the previous semi-annual rate of P30. SEC Form 17Q - 4Q 2006 11 GROUP RESULTS OF OPERATIONS The following table details the consolidated results of operations for the Globe Group for the third and fourth quarters of 2006 and for the full years ended 31 December 2006 and 2005. Globe Group For the Quarter Ended For the full year ended Results of Operations (in millions of pesos) Profit & Loss Data Net Operating Revenues ………………………… Service Revenues …………………………………… Non-Service Revenues1………………………………. Costs and Expenses ……………………………… Cost of Sales…………………………………… Operating Expenses …………………………… EBITDA …………………………………………… EBITDA Margin………………………………….. Depreciation and Amortization……………….. EBIT ………………………………………………. Financing………………………………………. Interest Income………………………………… Others - net……………………………………. Provision for Income Tax………………………..... Net Income After Tax (NIAT)…………………… NIAT before Forex/MTM gain (loss)……………. Q4 2006 Q3 2006 15,230 14,517 713 6,202 1,144 5,058 9,028 62% 5,043 3,985 (468) 161 32 (1,264) 2,446 2,036 14,735 14,070 665 5,487 1,157 4,330 9,248 66% 4,094 5,154 168 119 (64) (1,827) 3,550 2,653 QoQ Change (%) 31 Dec 2006 3% 3% 7% 13% -1% 17% -2% 23% -23% -379% 35% -150% -31% -31% -23% 59,949 57,034 2,915 22,729 4,619 18,110 37,220 65% 17,138 20,082 (3,272) 715 (66) (5,704) 11,755 10,833 31 Dec 2005 58,748 54,897 3,851 25,314 6,025 19,289 33,434 61% 15,734 17,700 (3,141) 520 (897) (3,867) 10,315 8,715 YoY Change (%) 2% 4% -24% -10% -23% -6% 11% 9% 13% 4% 38% -93% 48% 14% 24% _________________________________ 1 Non-service revenues are reported net of discounts on phonekits and SIM (Subscriber Identification Module) packs. The cost related to the sale of handsets and SIM packs are shown under cost of sales. The difference between non-service revenues and cost of sales is referred to as subsidy. GROUP OPERATING REVENUES For the full year 2006, Globe Group’s total net operating revenues grew by 2% to P59,949 million from last year’s P58,748 million. Operating Revenues By Segments (in millions of pesos) Globe Group For the Quarter Ended For the full year ended Q4 Q3 QoQ 31 Dec 31 Dec YoY 2005 2006 2006 Change 2006 Change (%) (%) Wireless Service Revenues………………………………………. Non-Service Revenues………………………………… 13,629 12,934 695 13,172 12,510 662 3% 3% 5% 53,561 50,672 2,889 52,229 48,481 3,748 3% 5% -23% Wireline Service Revenues………………………………………. Non-Service Revenues………………………………… Total Net Operating Revenues…………………………. 1,601 1,583 18 15,230 1,563 1,560 3 14,735 2% 1% 500% 3% 6,388 6,362 26 59,949 6,519 6,416 103 58,748 -2% -1% -75% 2% SEC Form 17Q - 4Q 2006 12 Consolidated net service revenues grew by 4% to reach P57,034 million at year end compared to P54,897 million in 2005. This growth is in spite of revenue losses resulting from the effects of Typhoons Milenyo, Reming and Seniang and the earthquake in Taiwan on 26 December that damaged international submarine cables linking the Philippines to the rest of the world. Consolidated non-service revenues dropped by 24% to P2,915 million for the year from last year’s P3,851 million. This is mainly due to lower handset, SIM pack and SIM card sales related to subscriber acquisitions following the Company’s overall thrust towards more cost-effective acquisition and loyalty programs. WIRELESS BUSINESS Wireless Revenues (in millions of pesos) Service Voice1 ….……………………………………………… Data 2..………………………………………………… Wireless Net Service Revenues…………………..……... Globe For the Quarter Ended For the full year ended Q4 Q3 QoQ 31 Dec 31 Dec YoY 2006 2006 Change 2006 Change 2005 (%) (%) 6,900 6,034 12,934 7,179 5,331 12,510 -4% 13% 3% 28,982 21,690 50,672 28,111 20,370 48,481 3% 6% 5% _________________________________________________________________________ 1 Wireless voice net service revenues include the following: a) Monthly service fees on postpaid plans; b) Charges for intra-network and outbound calls in excess of the consumable minutes for various Globe Postpaid plans, including currency exchange rate adjustments, or CERA net of loyalty discounts credited to subscriber billings; c) Airtime fees from prepaid reload denominations (for Globe Prepaid and TM) for intra network and outbound calls recognized upon the earlier of actual usage of the airtime value or expiration of the unused value of the prepaid reload denomination which occurs between 1 and 60 days after activation depending on the prepaid value reloaded by the subscriber net of (i) bonus credits* and ii) prepaid reload discounts; and revenues generated from inbound international and national long distance calls and international roaming calls; Revenues from (b) to (c) are net of any interconnection or settlement payouts to international and local carriers and content providers. 2 Wireless data net service revenues consist of revenues from value-added services such as inbound and outbound SMS and MMS, content downloading, subscription fees on prepaid services and infotext net of any interconnection or settlement payouts to international and local carriers and content providers. Overall, the wireless business recorded a 3% year-on-year operating revenue growth, with P53,561 million in net operating revenues for the full year ended December 2006 from last year’s P52,229 million. This increase was mainly driven by a 5% improvement in total wireless service revenues from P48,481 million to P50,672 million, accounting for 89% of consolidated net service revenues for the year. In the fourth quarter of 2006, additional prompt payment discounts (PPDs) of P266 million were booked resulting mainly from the change in timing of the booking of such discounts. PPDs are discounts given to international operators in relation to revenues derived from inbound IDD calls. Prior to the fourth quarter, PPDs were booked upon availment. However, starting with the fourth quarter, discounts are booked based on historical patterns of availment. Excluding these charges, wireless service revenues would have grown a higher 5.5% quarter-on-quarter. For 2006, wireless voice revenues contributed 57% to total wireless service revenues. Wireless voice segment grew by 3% year-on-year to P28,982 million on the back of higher usage of local and international voice services. Globe continued to offer various voice services designed to promote acquisition, stimulate usage, and encourage loyalty among new and existing subscribers. For heavy voice users within our network, we extended our various promotions offered under our banner campaign, “Globe Super Sulit Offers”. These promotions include the P10 for a 3-minute call and our unrivaled per-second charging offer of 10 centavos SEC Form 17Q - 4Q 2006 13 per second local call rate for Globe to Globe and TM to TM calls. For IDD voice users, we likewise continued our Super Sulit Tipid IDD rates of P7.50 per minute for IDD calls to our Bridge Mobile Alliance partners such as Taiwan Mobile, HK CSL, Singtel and Maxis Malaysia, as well as for off-peak calls to the US and Canada. We also continued our discounted call rate of $0.30/minute to Japan. Our breakthrough offer of per-second charging has also been extended to IDD calls under the Globe Tipid IDD kada-Segundo promo. Starting from the fourth quarter to date, Globe introduced US$0.20 per minute calls to Saudi Arabia, Oman and Qatar and P24-for-3 minute calls to the United States and Canada available any time of the day. Globe also expanded its wide-ranging IDD promotions to include SMS by offering P5.00 international SMS rates to Saudi Arabia (promotion expired 9 December 2006) while continuing with its Globe-Singtel Kababayan Text Promo rate of P1.00 for an international SMS to a SingTel mobile subscriber. Wireless data revenues accounted for the remaining 43% of total wireless service revenues. Wireless data continued to register positive growth, increasing 6% year-on-year to close the year at P21,690 million. The main revenue drivers have been the higher subscriptions acquired from our unlimited SMS offers coupled with the higher usage of value-added services from an expanded prepaid subscriber base. To further expand our wireless data business, Globe continued to offer value promotions to different customer segments including Globe’s UNLIMITXT, TM Todo Text and TM-TM discounted SMS campaigns. Globe’s UNLIMITXT, a permanent offering to our postpaid and prepaid subscribers, provides heavy SMS users the option to send unlimited intra-network text messages. The UNLIMITXT service requires a registration fee that ranges from: P15 for 1 day, P25 for 2 days and P50 for 5 days. Globe also offered an inter-network SMS offer under the P0.75 Sulit Text to all networks promotion that ran from 9 August until 7 October 2006. Accelerated take-up in UNLIMITXT registrations early in the fourth quarter prompted Globe to introduce the UNLIMITXTPLUS promo that offered unlimited intra-network text messaging plus a P0.75 inter-network text messaging rate for only P20 for 1 day and P40 for 2 days. The promotion ran from 12 November 2006 to 11 December 2006. During the fourth quarter, TM also launched two new variations of its Todo Text campaigns: Daytime Unlimited Texting and the Todo Tipid Text to all networks.The Daytime Unlimited Texting allows subscribers to send unlimited intra-network SMS from 8 AM to 4:59 PM for just P10 per day. On the other hand, the Todo Tipid Text to all networks provides TM subscribers with unlimited intra-network text messaging and inter-network text messaging at P0.75 per SMS for only P20 for 1 day and P40 for 2 days. TM’s new Todo Text variants are still available to TM subscribers. On 1 February 2007, the UNLIMITXT service was relaunched as Globe’s Unlimited Text service and comes in four variants to accommodate different texting needs of the market. On the VAS or Value Added Services front, Globe introduced GLOBE IMEVRYWHR, an instant messaging innovation. This instant messaging service offers unlimited chatting, voice messaging and unlimited photo sending at promotional rates of only P20 for 1 day, P120 for 7 days and P500 for 30 days. To add to its versatility, this service is also fully-integrated with other Globe VAS services such as the GCash, Share-ALoad and AskG. GLOBE IMEVRYWHR was launched last 6 December and is available to all Globe postpaid and prepaid subscribers. For further details on products and services introduced beginning the fourth quarter of 2006, refer to Wireless Promotions section on page 18. SEC Form 17Q - 4Q 2006 14 The wireless business results were further driven by the following key drivers set out in the table below: Globe For the Quarter Ended For the full year ended Key Drivers Q4 2006 Q3 2006 Cumulative Subscribers (or SIMs*) – Net Postpaid . ………………………………… 15,659,742 643,901 QoQ Change (%) 14,467,985 8% 636,381 1% Prepaid .…………………………………… Globe Prepaid ……………… TM ………………………………………… 15,015,841 10,118,897 4,896,944 13,831,604 9,572,651 4,258,953 Average Revenue Per Subscriber (ARPU) Gross ARPU Postpaid . ……………………………………… 2,276 Prepaid1 Globe Prepaid ……………… TM …………………………………………… 31 Dec 2006 31 Dec 2005 15,659,742 643,901 YoY Change (%) 12,403,575 26% 594,142 8% 9% 6% 15% 15,015,841 10,118,897 4,896,944 11,809,433 8,699,687 3,109,746 27% 16% 57% 2,238 2% 2,290 2,246 2% 362 229 364 225 -1% 2% 372 246 378 333 -2% -26% Net ARPU Postpaid . …………………………………… 1,686 1,649 2% 1,673 1,635 2% Prepaid Globe Prepaid ……………. TM ………………………………………… 251 168 259 169 -3% -1% 262 181 268 214 -2% -15% Subscriber Acquisition Cost (SAC) Postpaid . …………………………………… 5,208 6,788 -23% 6,787 7,026 -3% Prepaid Globe Prepaid ……………. TM ………………………………………… 91 102 63 103 44% -1% 83 91 248 90 -67% 1% 2.74% 1.75% 1.83% 3.10% 4.51% 6.58% 4.55% 7.07% 4.73% 5.94% 7.77% 9.45% Average Monthly Churn Rate (%) Postpaid . ………………………………… Prepaid Globe Prepaid ……………. TM ……………………………………….... ____________________________________________ *The word “subscriber” may be used interchangeably with the term “SIM.” 1 Revenue from a prepaid subscriber is realized upon actual usage of the airtime value (pre-loaded airtime value of SIM cards and subsequent top-ups) for voice, SMS, MMS, content downloading, infotext services and prepaid unlimitext subscriptions net of free SMS allocation, bonus credits (included airtime on SIM cards provided under Globe’s SIM swap program which was concluded last May 2005) or the expiration of the unused value, whichever comes earlier. Proceeds from the sale of prepaid cards, airtime value through electronic load services such as ATM and airtime value through over-the-air (OTA) reloading are treated as deferred or unearned revenues are shown under the liabilities section of the balance sheet since the service has not yet been rendered, reduced by actual amount of usage for the period. Our subscriber base continued on an upward trajectory posting a significant year-on-year growth of 26%, ending the year with 15.7 million subscribers. Total gross subscriber additions for the year amounted to 11.6 million which is at par with 2005 level. However, gross subscriber additions in 2005 still included acquisitions of prepaid subscribers from the SIM swap program which created a number of non-revenue generating subscribers that were subsequently churned out after their second expiry. SEC Form 17Q - 4Q 2006 15 With improved churn rates across all brands, Globe’s net additions for the full year reached 3.3 million, a reversal from the net reduction of 110 thousand in 2005. The succeeding sections cover the key segments and brands of the wireless business – Globe Postpaid, Globe Prepaid and TM. Globe Postpaid For the full year of 2006, our postpaid segment comprised approximately 4% of our total subscriber base. Our cumulative postpaid subscribers grew by 1% from the previous quarter and 8% from last year to reach 643,901 at the end of 2006. Total postpaid gross additions registered 185,801 for the year while net additions reached 49,759 as a result of lower churn at 1.83%, which is significantly below last year’s churn rate of 3.10%. The improvements in churn during the year can be attributed to continuing subscriber loyalty programs and innovations introduced. Additionally, these are fortified with various tariff offers that are available across both postpaid and prepaid brands. The postpaid segment posted a gross ARPU of P2,290 during 2006, a 2% improvement from last year’s average of P2,246 due to higher intra-network voice traffic. On the other hand, net ARPU increased by 2% to P1,673 from P1,635 in 2005, driven mainly by IDD voice and supported by higher contributions from VAS services. SAC decreased by 3% year-on-year due mainly to lower handset subsidies. However, on a quarter-on-quarter basis, the 23% decrease is attributable to lower-value handset releases to new postpaid subscribers. Handset subsidies accounted for about 97% of total acquisition costs for the year compared to 86% in 2005. Prepaid For the year, our prepaid segment, composed of our Globe Prepaid and TM brands, made up 96% of our total subscriber base. Overall, our consolidated prepaid subscribers significantly increased by 27% from 11.8 million in 2005 to around 15 million at year end. Total prepaid gross additions of 11.4 million in 2006 were at par with 2005 levels despite SIM swap acquisitions which continued until the program’s termination in May 2005. With lower year-on-year churn levels across both prepaid brands, consolidated prepaid net additions improved to 3.2 million in 2006 compared to 74 thousand net reductions in 2005. A prepaid subscriber was recognized upon the activation and use of a new SIM card. The subscriber was provided with 60 days (first expiry) to utilize the preloaded airtime value (except for SIM-swappers who were required to reload credits within only 30 days from the first expiry). If the subscriber did not reload prepaid credits within the first expiry period, the subscriber retained the use of the wireless number, but was only entitled to receive incoming voice calls and text messages for another 120 days (second expiry). However, if the subscriber did not reload prepaid credits within the second expiry period, the account would be permanently disconnected and considered part of churn. The first expiry periods of reloads vary depending on the denominations, ranging from 1 day for P10 to 60 days for P300 to P500 reloads. The second expiry is 120 days from the date of the first expiry. The first expiry is reset based on the longest expiry period among current and previous reloads. Under this policy, subscribers are included in the subscriber count until churned. SIM-swappers are counted as subscribers after their first reload. However, from the second half of 2004 until the end of the SIM-swap program in May 2005, Globe revised its subscriber count policy to reflect a subscriber’s intent to use the service by monitoring its reload history. Hence, based on the revised policy, SEC Form 17Q - 4Q 2006 16 Globe culled out the non-revenue generating subscribers related to its SIM-swap program following end of the program. The succeeding sections discuss Globe Prepaid and TM in more detail. Globe Prepaid Globe Prepaid registered strong growth rates this year, posting a 16% year-on-year and 6% quarter-onquarter growth in its SIM base to close the year with 10.1 million subscribers. Gross additions were 8% lower year-on-year at 6.8 million compared to 7.3 million in 2005 owing to the inflated acquisitions during the SIM-swap period the prior year. However, the significant improvement in its churn rate from 7.77% down to 4.73% has led to healthy net additions of 1.4 million compared to the 1.5 million net reductions the previous year. Competitive and unique value offers and effective retention and loyalty programs are the drivers behind the brand’s strong performance this year. Gross ARPU for Globe Prepaid decreased by 2% while net ARPU remained flat compared to last year. This is attributed to the lower regular billable SMS due to a shift to the unlimited SMS offer, offset by higher UNLIMITXT SMS registrations, improved voice usage of IDD services and local calls attributable to discounted and per-second IDD tariff offers and per-second local intra-network calls. SAC dropped by 67% year-on-year from P248 to P83 in 2006 due to targeted acquisitions and more focused spending on marketing costs and subsidies. Subsidies comprised 58% of total SAC, advertising and promotions contributed 38%, while commissions made up the balance of 4%. For 2005, SAC composition was 40% subsidies while 60% went to advertising and promotions and commissions. TM TM had another banner year in 2006. Following its relaunch in January 2005, the brand continues to expand its reach and establish its presence in the market with its strong value propositions evident in all of its service offerings. As a result, TM closed the year with 4.9 million cumulative subscribers, a remarkable 57% yearon-year and 15% quarter-on-quarter growth in its subscriber base. It currently accounts for 33% of total prepaid subscribers. The significant improvement in its subscriber base is attributable to strong gross additions and effective management of its churn rate. The brand posted 4.6 million in gross additions compared to last year’s 4.1 million. Through steady introductions of compelling value promotions customized to its target market’s needs, TM successfully acquired new subscribers and drove down its churn rate. From a high of 12.70% recorded for full year 2004 and 9.45% for 2005, TM’s churn rate stood at a stronger 5.94% for full year 2006. On a quarter-on-quarter basis, TM’s churn has also decreased to 6.58% compared to the 7.07% level in third quarter in 2006. If we exclude terminations due to ISR (International Simple Resale) activities which are illegal in the Philippines, the average monthly churn rate for TM for the year would be only at 5.15%. The Company continues to put processes in place to enable the early detection of illegal ISR usage and the immediate disconnections of SIMs used for this purpose. (See related discussion in ILD section) SEC Form 17Q - 4Q 2006 17 With strong gross additions and healthier churn rate, TM’s net additions for the year stood at 1.8 million, up 27% from last year’s 1.4 million. TM’s net ARPU for the year declined by 15% from P214 in 2005 to P181. The decrease in ARPU was brought about by a combination of lower tariffs and increased subscriber levels despite higher volumes brought about by its Power-Piso promotions. SAC showed a slight increase of 1% from P90 to P91 for the year, 15% of which was composed of subsidies, 83% from advertising and promotions with commissions making up the balance of 2% for 2006. Wireless Promotions Globe introduced the following products and services to its subscribers since the start of the fourth quarter of 2006: • On 10 November 2006, Globe offered its P5.00 per international SMS to Saudi Arabia. This promotion was offered to all Globe postpaid, prepaid and TM subscribers with no registration fees or dialing procedures required. This promotion ended last 9 December 2006. • On 12 November 2006, Globe launched its GLOBE UNLIMITXTPLUS promo that offered unlimited intra-network SMS and discounted inter-network SMS rate of P0.75 for P20 for 1 day and P40 for 2 days. This promo ended on 11 December 2006. • On 3 December 2006, Globe prepaid launched its Kabalikat Christmas program which covered all the touch points of the OFWs and their families during the Christmas season: 1) OFW Family days in 16 provinces nationwide - where Globe, in partnership with OWWA and POEA, held Christmas celebrations for returning OFWs and their families; 2) Duty Free Christmas Rush promo provided balikbayans a chance to win various prizes when they purchase Globe products at Duty Free shops; 3.) NAIA Presidential and Celebrity Salubong (organized together with OWWA) - returning OFWs were welcomed by the President of the Republic and selected Globe-hired celebrities last Dec. 21Dec.30. • On 6 December 2006, Globe introduced its GLOBE IMEVRYWHR instant messaging service that offers unlimited chatting, voice messaging and unlimited photo sending for only P20 for 1 day, P120 for 7 days and P500 for 30 days. This service is available to all Globe postpaid and prepaid subscribers and includes the following service features – integrated registration with MyGlobe, preference list and address book, MyGlobe instant messaging service, text messaging, prepaid balance inquiry and integrated functions with VAS services such as GCash, Share-A-Load and AskG. • On 1 January 2007, Globe launched a new US$0.20 per minute call rate to Saudi Arabia, Oman and Qatar. This service was made available to all Globe postpaid, prepaid and TM subscribers. Subscribers just need to dial 12-800 and the complete destination number details to avail of the service. This promotion ended on 31 January 2007. • On 15 January 2007, Globe introduced its P24-for-3 minute calls to the United States and Canada. Globe postpaid, prepaid and TM subscribers just need to dial 12-803 and the complete destination number details to avail of the service. SEC Form 17Q - 4Q 2006 18 • On 1 February 2007, Globe launched the following unlimited texting services customized to fit different needs and lifestyles of its subscribers: a. b. c. d. UNLITXT or regular ALL DAY unlimited texting; UNLITXTD or DAYSHIFT unlimited texting (8 AM to 4:59 PM) UNLITXTN or NIGHTSHIFT unlimited texting (10 PM to 7:59 AM) TXTPLUS for unlimited intra-network texting plus an inter-network texting rate of P0.75 per text UNLITXT is available in P20, P40 and P80 denominations for 1, 2 and 4 days, respectively, of unlimited texting. UNLITXTD comes in P15 and P30 variations for 1 and 2 days, respectively of unlimited texting while UNLITXTN is offered in P10 and P20 denominations for 1 and 2 days, respectively. TXTPLUS now comes in P25 and P50 variants for 1 and 2 days of unlimited texting plus a text rate of P0.75 to other networks. Starting 1 February 2007, these unlimited texting services will be available to Globe prepaid subscribers while Globe postpaid subscribers will initially be offered the UNLITXT service. GCash GCash continues to establish its presence in the mobile commerce industry. Now on its second year, GCash’s initial thrust towards money-transfers, purchase of goods and services from retail outlets, and sending and receiving domestic and international remittances has spurred alliances in the field of mobile commerce. Today, GCash allows Globe and TM subscribers to pay or transact for the following using their mobile phone: • • • • • • • • • • utility bills interest and amortization of loans insurance premiums donations to various institutions and organizations sales commissions school tuition fees micro tax payments (for annual business registration) electronic loads and pins online purchases train tickets using the G-PASS chip In addition to the above transactions, GCash is also used as a wholesale payment facility. As of 31 December 2006, GCash handled an average monthly value transaction size of around P5.67 billion. Net registered GCash user base as of end of December 2006 totaled 500,813. SEC Form 17Q - 4Q 2006 19 WIRELINE BUSINESS Globe and Innove have adopted a customer-centric market approach to allow for the development of products based on specific consumer or business requirements and to better serve the varied needs of its customers. Dedicated business units have been created and organized within the Company to focus on the wireless and wireline needs of specific market segments and customers – be they residential subscribers, wholesalers and other large corporate clients, or smaller scale industries. The Enterprise Business Group (EBG) is one such business unit, created in response to our corporate clients’ preferences for integrated mobile and wireline communications solutions. Complete with its own dedicated technical and customer relationship teams, the EBG consists of GlobeSolutions, which is the corporate wireless business group of Globe, and GlobeQUEST, the corporate wireline group of Innove. Innove For the Quarter Ended Wireline Revenues (in millions of pesos) Service Voice1 ….……………………………………………… Data 2..………………………………………………… Wireline Net Service Revenues…………………..……... Q4 2006 1,082 501 1,583 Q3 2006 For the Full Year Ended QoQ Change (%) 1,059 501 1,560 2% 1% 31 Dec 2006 31 Dec 2005 4,312 2,050 6,362 4,396 2,020 6,416 YoY Change (%) -2% 1% -1% _______________________________________ 1 Wireline voice net service revenues consist of the following: a) Monthly service fees including CERA; b) Revenues from local, international and national long distance calls made by postpaid, prepaid wireline subscribers and payphone customers, net of (i) prepaid and payphone call card discounts (ii) bonus credits and (iii) loyalty discounts credited to subscriber billings; c) Revenues from inbound local, international and national long distance calls from other carriers terminating on our network; and d) Installation charges and other one-time fees associated with the establishment of the service. Revenues from (b) and (c) are net of any interconnection or settlement payments to domestic and international carriers. 2 Wireline data net service revenues consist of revenues from: a) Monthly service fees from International and domestic leased lines; b) Monthly service fees on Corporate Internet services and charges in excess of free allocation; c) One-time connection charges associated with the establishment of service. d) Other wholesale transport services and e) Revenues from value-added services. Revenues from (b) are net of any interconnection or settlement payments to other carriers. Overall, the wireline business recorded a decline of 2% from last year, reporting P6,362 million in net service revenues for the full year ended December 2006. Lower wireline revenues resulted mainly from the appreciation of the peso which impacted the business’ US$-linked revenues, as well as the effects of the 26 December earthquake in Taiwan. In 2006, wireline foreign-currency linked revenues comprised 60% of its net revenues. SEC Form 17Q - 4Q 2006 20 Wireline Voice Innove For the Quarter Ended Key Drivers Cumulative Voice Subscribers Net (End of period)……………....................... Average Revenue Per Subscriber (ARPU) Gross ARPU……………………………….. Net ARPU…………………………………. Average Monthly Churn Rate ..…………….. Broadband Subscribers-Net (End of period)… Q4 2006 Q3 2006 For the full year ended QoQ Change (%) 31 Dec 2006 31 Dec 2005 YoY Change (%) 383,876 373,106 3% 383,876 362,143 6% 1,086 957 1.4% 1,103 971 2.2% -2% -1% 1,110 978 1.9% 1,233 1,088 1.7% -10% -10% 51,426 43,651 18% 51,426 22,479 129% As of 31 December 2006, Innove increased its total wireline voice subscribers by 6% to 383,876 from 362,143 in 2005. This subscriber base is comprised of 63% postpaid and 37% prepaid, with the business to residential mix ratio of 22:78 and 23:77 for the years 2006 and 2005, respectively. Our broadband business continues to show robust growth, registering a year-on-year increase in subscribers of 129%, bringing our cumulative base to 51,426 by the end of 2006. This growth is attributable to the increasing affordability of our consumer broadband offerings which are now bundled with free landline service with waived monthly fees in selected franchise areas. Innove also introduced a speed upgrade for its broadband consumers, increasing speeds from 384 kbps to 512 kbps, at no extra charge to customers. While cumulative subscribers grew, churn rates for the year increased year-on-year from 1.7% to 1.9% owing to the higher disconnections experienced in the postpaid service resulting from company-initiated clean up of delinquent accounts. As of year end, our wireline voice service revenues slightly dropped by 2% from last year’s P4,396 million to P4,312 million this year. Gross and net ARPUs have been affected by lower voice maintenance revenues and the drop in collection rates. In addition, decreased IDD revenues owing to the stronger peso have further contributed to the decrease in total voice service revenues. (See related discussion in the Foreign Exchange and Interest Rate Exposure section) SEC Form 17Q - 4Q 2006 21 Wireline Data Innove For the Quarter Ended Service Revenues (in millions of pesos) Wireline Data International …..………………………………… Domestic …… …………………………………. Others 1 ………………………………………… Total Wireline Data Service Revenues………………….. Q4 2006 Q3 2006 139 213 149 501 For the full year ended QoQ Change (%) 138 211 152 501 1% 1% -2% - 31 Dec 2006 604 834 612 2,050 31 Dec 2005 679 797 544 2,020 YoY Change (%) -11% 5% 13% 1% ________________________________________________________________________ 1 Includes revenues from value-added services and corporate internet services. On the wireline data front, wireline data business registered service revenues of P2 billion, broadly in line with the previous year. Despite the higher circuit base, total revenues were flat largely due to the appreciation of the peso. To further promote our products and services, we have introduced a stream of service innovations and customized solutions for our SME and corporate markets. Our GlobeQuest Store Express is customized for the retail industry, allowing for a timely and reliable exchange of sales and inventory information between headquarters and its branches, and the hosting of other voice, video and POS applications. For our large enterprise clients, we also continue to offer various innovative solutions to address their evolving needs, thus the enhancement of the GlobeQUEST network to ICON (IP-Converged Optical Network), which is the first IP core network in the country that incorporates MPLS and IP as its core technologies, allowing traffic prioritization for IP traffic. It is a fully-meshed network that allows for cost-effective inter-working of various access technologies, whether frame relay, Ethernet, DSL or other wireless protocols. Wireline Promotions Innove introduced the following products and services to its subscribers during the fourth quarter of 2006: • Globelines launched its “Globelines Broadband” (GBB) residential promotions that included the following packages: a. Waived 12 months of Globelines’ voice Monthly Service Fees (MSF) for selected GBB packages; This promotion started on 1 October 2006 and lasted for one month. b. Two months of waived voice MSF for subscribers who upgrade to the Globelines Postpaid Plus service c. assorted promotional items for certain GBB packages; The promotions discussed in items (b) and (c) above started on the 15th and 27th of November, respectively. Both promotions ended last 31 January 2007. • On 27 November 2006 Globelines offered its “Switch to Globe Broadband until December 31 and get 2 months free” promotion. The promotion ended on 31 January 2007. SEC Form 17Q - 4Q 2006 22 OTHER GLOBE GROUP REVENUES International Long Distance (ILD) Services Globe Group For the Quarter Ended For the full year ended ILD Revenues and Minutes Q4 2006 Q3 2006 QoQ 31 Dec Change 2006 (%) -15% 3,561 13,967 Total ILD Revenues (in millions of pesos) ……………… 3,013 Total ILD Revenues as a percentage of net service revenues 21% 25% Total ILD Minutes (in million minutes) 1……………… 533 479 Inbound……………………………………………… Outbound.…………………………………………… ILD Inbound / Outbound Ratio (x) …………………. 463 70 6.61 415 64 6.48 31 Dec 2005 YoY Change (%) 3% 13,526 24% 25% 11% 1,948 1,469 33% 12% 9% 1,689 259 6.52 1,251 218 5.74 35% 19% _______________________________________________________________________________________ 1 ILD minutes originating from and terminating to Globe and Innove networks. On a consolidated basis, ILD revenues from the Wireless and Wireline services increased by 3% to P =13,967 million during the year compared to = P13,526 million for the same period in 2005. We continue to see positive results from the successful launches of various IDD tariff promotions starting the second half of 2005. This has resulted in higher inbound and outbound ILD minutes and increased revenue for our wireless business. Both Globe and Innove offer ILD services which cover international calls between the Philippines and over 200 countries. This service generates revenues from both inbound and outbound international call traffic with pricing based on agreed international termination rates for inbound traffic revenues and NTC-approved ILD rates for outbound traffic revenues. As part of our commitment to serve our overseas Filipino communities better and to address the needs of specific segments such as the heavy IDD users among our wireless postpaid subscribers, Globe has launched various IDD promos since the second half of 2005. Following its IDD CelebRATE! series of offerings in 2005, Globe re-launched various promos in 2006 under the umbrella Globe Super Sulit Offers. We continue to provide a discounted IDD rate of P7.50 per minute, or equivalent to that of a local rate, for calls to selected countries such as US and Canada (off-peak hours only), and other Bridge Mobile Alliance partners such as Taiwan Mobile, HK CSL, Singtel, and Maxis Malaysia. Globe also introduced very competitive IDD rates of US$0.20 and US$0.30 per minute to countries with large OFW groups such as Japan and Saudi Arabia, Oman, and Qatar, respectively. Globe’s per second charging remains a unique offering to this date. We continue to offer the IDD rate of US$.003 per second to selected countries such as US, Canada, China, Malaysia, Hong Kong, Singapore, Thailand, South Korea, Taiwan, Australia, United Kingdom, Kuwait and Equatorial Guinea, as well as the per-second rate of US$.0067 for other countries. Through our alliance with the Bridge Mobile partners, Globe was also able to launch co-branded SIMs with Singtel, Hong Kong CSL, and Taiwan Mobile to provide our OFWs the opportunity to take advantage of discounted call and SMS rates when calling their family in the Philippines. SEC Form 17Q - 4Q 2006 23 On the wireline front, Globelines launched and continued to offer its Lowest IDD rates promotion where its Globelines subscribers, Globe1 card users and Globelines Broadband subscribers are charged a reduced rate of US$0.20 per minute for IDD calls to selected countries. Globe1 card users could also make IDD calls for P2.50 per minute and P4.50 per minute to selected destinations from Globelines postpaid and prepaid lines including payphones nationwide. To ensure that the Company fully benefits from the increased ILD volume, we continue to actively monitor International Simple Resale (ISR) operations passing through our networks. An ISR operation, a bypass and block service considered illegal in the Philippines, is a method of terminating inbound international calls without passing through the International Gateway Facility (IGF). If ISR operations are unchecked, Globe will not be able to realize the full inbound international revenue and instead earn only normal domestic termination charges for local or NDD calls or access charges from other carriers, which are lower than international termination rates. To reduce ISR activities, Globe initiated increased detection and blocking procedures including closer coordination of detected ISR lines with other industry players. The Company also implemented arrangements with international carriers to reduce arbitrage opportunities for ISR operators. The Company further tightened its fraud and risk evaluation process for corporate and individual accounts and is implementing legal, commercial and technical solutions to the ISR concern, such as the immediate termination of SIMs detected as being used for ISR operations and the suspension of AutoLoad Max retailers identified as having significant loading transactions to ISR SIMs. The Company also regularly coordinates with the NTC and other government agencies in addressing this concern. Because of these ongoing efforts, ISR losses have significantly decreased compared to last year. Interconnection Domestically, the Globe Group pays interconnection charges to other carriers for calls originating from its network terminating to other carriers’ networks, and hauling charges for calls that pass through Globe’s network terminating in another network. Internationally, the Globe Group also incurs payouts for outbound international calls. These charges are based on a negotiated price per minute. The interconnection expenses paid as a percentage of gross service revenues for the year registered at 15% from 19% for the same period in 2005. The Globe Group also collects termination fees from local and foreign carriers whose calls terminate in Globe Group’s network. Domestic calls terminating to wireless networks are charged a termination rate of P4.00 per minute while calls terminating to wireline voice networks are charged a termination rate of P3.00 per minute. SEC Form 17Q - 4Q 2006 24 GROUP OPERATING EXPENSES For the full year of 2006, the Globe Group’s total subsidy, operating expenses and depreciation and amortization expenses decreased by 1% to = P36,952 million from = P37,197 million for the same period in 2005. Globe Group For the Quarter Ended For the full year ended Costs and Expenses (in millions of pesos) Q4 2006 Q3 2006 QoQ 31 Dec 2006 Change (%) 1,157 -1% 4,619 665 7% 2,915 492 -12% 1,704 31 Dec 2005 YoY Change (%) 6,025 -23% 3,851 -24% 2,174 -22% Cost of sales……………………………………………….. Less: Non-service revenues………………………………… Subsidy 1,144 713 431 Selling, Advertising and Promotions…………………. Staff Costs …………………………………………… Utilities, Supplies & Other Administrative Expenses… Rent…………………………………………………… Repairs and Maintenance……………………………… Provisions …………………………………………… Services and Others…………………………………… Insurance and security……………………………. Professional and Other contracted services……….. Taxes and Licenses……………………………….. Others…………………………………………….. Operating Expenses………………………………………. 1,156 986 611 518 471 21 783 897 511 510 558 173 48% 10% 20% 2% -16% -88% 3,525 3,564 2,121 2,081 2,122 446 4,697 3,519 1,982 1,840 1,877 683 -25% 1% 7% 13% 13% -35% 373 562 231 129 5,058 298 341 72 187 4,330 25% 65% 221% -31% 17% 1,441 1,394 756 660 18,110 1,478 1,495 832 886 19,289 -3% -7% -9% -26% -6% Depreciation and Amortization ……………….………… Total………………………………………………………. 5,043 10,532 4,094 8,916 23% 18% 17,138 36,952 15,734 37,197 9% -1% Subsidy Total subsidies dropped by 22% to P1,704 million from P2,174 million last year due to lower issuance of handset and phonekits to newly-acquired subscribers. This is in line with the Company’s overall thrust to calibrate subsidy and marketing spending by shifting to more cost-effective, customized and segmented subscriber acquisition and retention programs. Selling, Advertising and Promotions Through our targeted acquisition and retention campaigns, the Company was able to drive down its marketing expenses by P1.2 billion or 25% compared to last year’s spending. However, higher spending on loyalty programs and corporate events during the holiday season increased total marketing expenses quarteron-quarter by 48%. As a percentage of total service revenues, total marketing expenses and subsidy declined year-on-year from 13% in 2005 to 9% by the end of 2006. Staff Costs Staff costs accounted for 20% of total operating expenses. The slight increase of 1% year-on-year was due to additional personnel hired during the year as total headcount increased by 3.6% to 5,161 from 4,984 in 2005. SEC Form 17Q - 4Q 2006 25 Utilities, Supplies and Other Administrative Expenses Utilities, Supplies and Other Administrative expenses accounted for 12% of total operating expenses and registered a 7% year-on-year increase to P2,121 million from last year’s P1,982 million mainly due to higher power and utilities charges to support Globe’s expanded 2G network facilities, as well as the ongoing 3G network build out this year. Power and utilities accounts for 71% of total utilities, supplies and other administrative expenses. Rent Expenses Rent expenses accounted for 11% of total operating expenses and increased by 13% year-on-year to P2,081 million from last year’s P1,840 million due to increased rentals for cell sites, leases on interconnection facilities and warehouses in support of the Globe Group’s expanded network facilities and logistical support requirements. Repairs and Maintenance Expenses Repairs and Maintenance expenses likewise increased by 13% year-on-year and accounted for 12% of total operating expenses for the year. The increase is mainly due to additional technical support and maintenance costs of the Globe Group’s expanded network facilities and information systems infrastructure. This year’s expenses also included costs relating to the restoration work resulting from Typhoon Milenyo and the 26 December Taiwan earthquake. Provisions The provisions account includes provisions related to trade, non-trade and traffic receivables and inventory. Total provisions decreased by 35% to P446 million due to improvements in asset quality in terms of recoverability of subscriber and traffic receivables and inventory balances. Provisions for subscriber receivables decreased by 30% to P395 million compared to P563 million in 2005 due to improved credit quality and recovery from delinquent subscriber accounts. Provisions for traffic receivables likewise decreased by 18% to P44 million from lower provisions related to certain carrier accounts. Provisions for inventory losses also posted a net reversal of P61 million, decreasing by 177% from last year’s net provision of P80 million. The net reversal was a result of recent reassessments of recoverable values for stock inventory levels. Services and Others Services and Others accounted for 23% of total operating expenses and decreased by 9% to P4,251 million compared to P4,691 million for the same period in 2005. This was mainly attributable to various costeffective initiatives which resulted in reduced spending on professional, contracted services and other miscellaneous expenses. Insurance and security services likewise declined by 3% year-on-year despite an expanded network facilities and cell site base. Professional and other contracted services, including janitorial, clerical, courier and delivery expenses, were 7% lower at P1,394 million during the year due to less professional and legal consultations and engagements entered into this year compared to 2005. Quarteron-quarter, taxes and licenses increased by 221% due to reversals in accruals made during the prior period while professional and other contracted services grew by 65% due to higher consultancy fees for the period. However, on a year-on-year basis, taxes and licenses and professional and other contracted services were 9% and 7% lower respectively. SEC Form 17Q - 4Q 2006 26 Depreciation and Amortization Depreciation and amortization increased by 9% to = P17,138 million for the year compared to = P15,734 million in 2005. This increase reflected the additional depreciation charges related to various telecommunications equipment placed in service during the period. Depreciation is computed using the straight-line method over the estimated useful life (EUL) of the assets, where the weighted EUL of all depreciable assets is 8.6 years. In the fourth quarter of 2006, the Globe Group recognized additional depreciation on telecommunications equipment amounting to P790 million due to shortened remaining useful lives of certain assets resulting from continuing upgrades made to the network, as well as changes in estimated remaining useful lives of certain components of network assets as a result of the application of a more comprehensive approach to component accounting. Out of this P790 million increase, P377 million are charges pertaining to the first three quarters of the year. These changes have been accounted for as change in accounting estimates. Other Income Statement Items Other income statement items include financing costs – net interest income and others – net as shown below: Globe Group For the Quarter Ended For the full year ended Q4 2006 Financing Costs – net Interest Expense………………………………………… Gain (Loss) on derivative instruments – net…………… Swap costs and other financing costs…………………… Foreign Exchange (loss)gain – net……………………… Interest Income …………………………………………… Property and Equipment related charges - net ……………. Total Other Income (Expenses)………………………… Q3 2006 QoQ Change (%) 31 Dec 2006 31 Dec 2005 YoY Change (%) (992) (1,025) -3% (4,214) (4,658) -10% 133 (87) 478 (468) 58 (124) 1,259 168 129% -30% -62% -379% (338) (426) 1,706 (3,272) (104) (682) 2,303 (3,141) 225% -38% -26% 4% 161 32 (275) 119 (64) 223 35% -150% -223% 715 (66) (2,623) 520 (897) (3,518) 38% -93% -25% For 2006, the Globe Group registered a P =131 million or 4% year-on-year increase in financing costs due mainly to lower foreign exchange gains recognized during the period. The Philippine peso continued to appreciate against the US$, ending the year at = P49.045 at the end of December 2006. The peso appreciated by 8% from last year’s level of P53.062. In 2005, the currency rose by 6% from P56.341 to P53.062. The Company registered a P =1,706 million foreign exchange gain for the year, compared to last year’s = P2,303 million. (See related discussion on derivative instruments and swap costs in the Foreign Exchange and Interest Rate Exposure section) Interest expense was at P4,214 million in 2006, a decrease of 10% or P444 million from P4,658 million in 2005 due to repayment of loans to foreign and local banks during the year, coupled with decrease in peso interest rates. Swap costs incurred to manage Globe Group’s interest rate and foreign exchange risk exposures in loans registered a drop of 38% or P256 million. The lower costs incurred is due to a reduction in the amount of outstanding swaps. On the other hand, interest income increased by 38% from P520 million in 2005 to P715 million in 2006 due to higher levels of short-term placements. The Globe Group also recognized impairment provisions on telecommunications assets amounting to P89 million for the year compared to the P926 million net provisions in 2005. SEC Form 17Q - 4Q 2006 27 The consolidated provision for current and deferred income tax for the Globe Group increased by 48% or P1,857 million to P5,704 million for the year from P3,867 million in 2005, as a result of the expiry of the income tax holiday incentive of Globe on 31 March 2005, higher taxable income base due to improved earnings, and the increase in corporate income tax rates by 3% to 35% starting November 2005 as mandated by Republic Act 9337. Consolidated effective income tax rate was at 33% for the year compared to 27% for the same period in 2005. As a result of the above, the Globe Group’s consolidated net income increased by 14% year-on-year to =11,755 million for the full year ended December 2006 from = P P10,315 million for the same period in 2005. Excluding foreign exchange and mark-to-market gains and losses, core earnings would have been = P10,833 million, a 24% improvement from last year’s = P8,715 million. Accordingly, consolidated basic earnings per common share were P88.56 and P76.74 and consolidated diluted earnings per common share were P88.32 and P76.60 for the year 2006 and 2005, respectively. LIQUIDITY AND CAPITAL RESOURCES Globe Group As of and for the full year ended Balance Sheet Data (in millions of pesos) Total Assets ……………………………………………………………… Total Debt ………………………………………………………………. Total Stockholders’ Equity ……………………………………………… 31 Dec 2006 124,580 39,207 56,948 125,102 49,693 51,619 1.05 2.99 8.74 0.69 0.43 0.41 0.19 1.49 1.85 7.01 0.96 0.73 0.49 0.34 Financial Ratios (x) Total Debt to EBITDA ………………………………………………….. Debt Service Coverage……………………………………………………. Interest Cover (Gross) …………………………………………………… Debt to Equity (Gross) ………………………………………………….. Debt to Equity (Net) 1……………………………………………………. Total Debt to Total Capitalization (Book) ………………………………. Total Debt to Total Capitalization (Market) ...…………………………… 1 YoY change (%) 31 Dec 2005 -21% 10% Net debt is calculated by subtracting cash, cash equivalents and short term investments from total debt. Globe Group’s consolidated assets as of 31 December 2006 amounted to P =124,580 million compared to =125,102 million for the same period in 2005. P Consolidated cash, cash equivalents and short term investments (including investments in assets available for sale and held to maturity) was at = P14,812 million at the end of the year, 22% higher than the P12,165 million registered in 2005. Gross debt to equity ratio as of 31 December 2006 was 0.69:1 on a consolidated basis and remains well within the 2:1 debt to equity limit dictated by certain debt covenants. Net debt to equity ratio was at 0.43:1 as of 31 December 2006. SEC Form 17Q - 4Q 2006 28 The financial tests under Globe’s loan agreements include compliance with the following ratios: • • • • Total debt to equity not exceeding 2:1; Total debt to EBITDA not exceeding 3:1; Debt service coverage1 exceeding 1.3 times; Secured debt ratio2 not exceeding 0.2 times. 1 Debt service coverage ratio is defined as the ratio of EBITDA to required debt service, where debt service includes subordinated debt but excludes shareholder loans. Globe has obtained the consent of its creditors to exclude the early prepayment of its Senior Notes due 2012 from the computation of the debt service coverage ratio. 2 Secured debt ratio is defined as the ratio of the total amount for the period of all present consolidated obligations for payment, whether actual or contingent which are secured by Permitted Security Interest as defined in the loan agreement to the total amount of consolidated debt. Consolidated Net Cash Flows Globe Group For the full year ended (in millions of pesos) Net Cash from Operating Activities ……………………………………. 31 Dec 2006 YoY change 31 Dec 2005 (%) 32,565 28,952 12% Consolidated net cash flow from operations amounted to = P32,565 million for the full year ended 31 December 2006, a 12% increase from P =28,952 million from last year. Globe Group For the full year ended (in millions of pesos) Capital Expenditures (Cash) …………………………………………………. Increase (Decrease) in Liabilities related to Acquisition of PPE ……………. Total Capital Expenditures1 ………………………………………………. Total Capital Expenditures / Service Revenues (%)……………………… 1 31 Dec 31 Dec YoY change 2006 2005 (%) 12,586 15,922 -21% 2,246 (1,164) 293% 14,832 14,758 26% 27% Consolidated capital expenditures include property and equipment and intangibles, acquired as of report date regardless of whether payment has been made or not, but excludes capitalized borrowing costs during the period. Consolidated net cash used in investing activities amounted to P =18,908 million for the year, a 19% increase from the P =15,943 million in 2005. Consolidated capital expenditures, of = P14,832 million remained at par with previous year’s level. For 2007, Globe is allocating approximately US$350 million for capital expenditures to deepen coverage for its 2G wireless network, accelerate broadband network roll-out, and upgrade necessary facilities for 3G. The 2007 capital expenditure program will be funded through internally-generated cash and debt financing. Consolidated net cash used in financing activities for the year amounted to P =17,062 million, a 9% increase compared to P =15,680 million in 2005. Consolidated total debt as of year end amounted to = P39,207 million, a 21% decrease from the P =49,693 million from last year. Loan repayments of Globe for 2006 amounted to =10,429 million compared to the = P P12,527 million paid for in 2005. As of 31 December 2006, gross debt dropped to = P39,207 million, 62% of which are denominated in US$. Of the 62%, 33% has been swapped to pesos. As a result, the amount of US$ debt swapped into pesos and pesodenominated debt accounts for approximately 59% of consolidated loans as of 31 December 2006. SEC Form 17Q - 4Q 2006 29 Below is the schedule of debt maturities for Globe for the years stated below based on total outstanding debt as of 31 December 2006: Year Due 2007 ……………………………………………………………………………………………… 2008………………………………………………………………………………………………. 2009………………………………………………………………………………………………. 2010 through 2012 ………………………………………………………………………………. Total Principal (US$ millions) 133 100 153 414 800 Last 12 January 2007, the Company has announced that it is considering redeeming its US$300 million 9.75% Senior Notes due 2012 in April 2007 after receiving Bangko Sentral ng Pilipinas (BSP) approval. Globe has the option to call the Senior Notes on or after April 15, 2007 at 104.875% of the principal. Globe will issue a formal call to the trustee after securing refinancing. Redemption will bring on a largely non-cash impact of approximately P1.17 billion to the company’s 2007 profit & loss statement, primarily from the reversal of mark-to-market values. Estimated after-tax interest expense savings of P2.3 billion is expected to be realized over the remaining life of the bond. Stockholders’ equity was P56,948 million as of 31 December 2006 resulting in a 10% increase from the P51,619 million from last year. Treasury Shares On February 1, 2005, the BOD approved an offer to purchase one share for every fifteen shares of the outstanding common stock of Globe Telecom from all stockholders of record as of February 10, 2005 at P950.00 per share. The approval allowed Globe Telecom to purchase up to 9,326,924 shares representing 6.67% of Globe Telecom’s outstanding common shares. Each shareholder is entitled to tender a proportionate number of shares at the 1:15 ratio for purchase by Globe Telecom upon and subject to the terms and conditions of the tender offer. Globe Telecom also filed with the SEC the tender offer report with a copy of the letter to the shareholders, the terms and conditions of the tender offer and the tender form. Globe Telecom commenced the tender offer on February 3, 2005 and ended on March 3, 2005. On March 15, 2005, Globe Telecom acquired 8,064,094 shares at a total cost of P7,675.66 million, including incidental costs. On April 4, 2005, Globe Telecom’s stockholders approved the cancellation of the 20.06 million treasury shares consisting of the 12.00 million shares acquired from Deutsche Telekom (DT) in 2003 and the 8.06 million shares acquired during the share buyback, and the amendments of the articles of incorporation of Globe Telecom to reduce accordingly the authorized capital stock of the corporation from 11,250.00 million to 10,246.72 million. On April 29, 2005, Globe Telecom applied for the retirement and cancellation of the existing treasury shares with the SEC, which the latter approved on October 28, 2005. Accordingly, Globe Telecom has cancelled the existing treasury shares at cost. SEC Form 17Q - 4Q 2006 30 As of 31 December 2006, Globe’s capital stock consists of: (Please refer to page 34 for the shareholder structure) Preferred Shares Preferred stock Series “A” at a par value of P5 per share of which 158 million shares are outstanding out of a total authorized of 250 million shares. Preferred stock “Series A” has the following features: a. Convertible to one common share after 10 years from issue date at a price which shall not be less than the prevailing market price of the common stock less the par value of the preferred shares; b. Cumulative and non-participating; c. Floating rate dividend (set at MART 1 plus 2% average for a 12-month period); d. Issued at par; e. Voting rights; f. Globe has the right to redeem the preferred shares at par plus accrued dividends at any time after 5 years from date of issuance in 2001; and g. Preferences as to dividend in the event of liquidation. On December 11, 2006, the BOD approved the declaration of cash dividends to preferred shareholders “Series A” as of record date December 31, 2006 amounting to P64.67 million. Common Shares Common shares at par value of P50 per share of which 132 million are issued and outstanding out of a total authorized of 180 million shares. Cash Dividends On 7 February 2006, the BOD approved the declaration of first semi-annual cash dividends in 2006 of P20 per share to common stockholders of record as of 21 February 2006 and paid last 15 March 2006. On 31 July 2006, the BOD approved an amendment of its dividend policy and increased its payout from 50% to 75% of prior year’s net income. The approved dividends were paid on 12 September 2006 to all stockholders of record on 17 August 2006. On 5 February 2007, the BOD declared the first semi-annual cash dividend in 2007 of P33 per common share with a record date of 19 February 2007 and payment date of 15 March 2007. This is consistent with our cash dividend policy of distributing 75% of prior year’s net income and represents an increase of 11% over the previous semi-annual rate of P30. On 24 March 2006, the Company offered additional stock options to key executives, directors and senior management personnel. It required the grantees to pay a nonrefundable option purchase price of P1,000.00. The additional stock options provide for an exercise price of P854.75, which is the average quoted market price of the last 20 trading days preceding 24 March 2006. Fifty percent of the options become exercisable from 24 March 2008 to 23 March 2016, while the remaining fifty percent become exercisable from 24 March 2009 to 23 March 2016. In order to avail of the privilege, the grantees must remain with Globe Telecom or its related parties from grant date up to the beginning of the exercise period of the corresponding shares. As of December 31, 2006, outstanding stock options granted to key executives, directors, and senior management personnel totaled to 235,800. SEC Form 17Q - 4Q 2006 31 Consolidated Return on Average Equity (ROE) for the full year ended 31 December 2006 increased to 22% from 19% for the same period last year. FOREIGN EXCHANGE AND INTEREST RATE EXPOSURE The Philippine Peso stood at = P49.045 as of 31 December 2006, an 8% appreciation versus = P53.062 at the end of 2005. The foreign exchange differentials arising from revaluation of foreign currency-denominated accounts are charged against/credited to current operations. Globe Group’s net foreign exchange gains credited to current operations amounted to a P1,706 million gain and a P2,303 million gain, in 2006 and 2005, respectively. To mitigate foreign exchange risk, the Globe Group enters into short-term foreign currency forwards and long-term foreign currency swap contracts. Short-term forward contracts are used to manage our foreign exchange exposure related to foreign currency-denominated monetary assets and liabilities. For certain long term foreign currency denominated loans, we enter into long term foreign currency and interest rate swap contracts to manage our foreign exchange and interest rate exposures. As of 31 December 2006, our Company had US$130 million in outstanding foreign currency swap agreements and US$74 million in short-term forward contracts, some of which have option features. We also had sold covered currency options with total notional amount of US$3 million maturing in March 2007. Interest rate swaps are used to manage our interest rate risk in a cost-efficient manner. As of 31 December 2006, our Company had US$24 million in notional amount of US$ swaps under which it effectively swapped some of its floating US$ denominated loans into fixed rate, with semi-annual payment intervals up to August 2007. We also have US$5 million in notional amount of US$ swaps under which the Company effectively swapped the 9.75% fixed coupon of its 2012 Senior Notes to a floating rate based on LIBOR, subject to a cap. The performance of the swap is linked to the 10-year and 30-year US$ Constant Maturity Swap Rates. Our Company also has a fixed to floating interest rate swap contract with a notional amount of P1 billion, in which it effectively swapped a fixed rate Philippine peso denominated bond into floating rate with quarterly payment intervals up to February 2009 and float to fixed interest rate swap contracts with a notional amount of P1 billion which converts the floating rate back to fixed rate. The Group also has embedded forwards and options in certain financial and non-financial contracts with total notional amount of US$6 million. In addition, Globe’s 2012 Senior Notes also have an embedded call option which has a notional amount of US$294 million that give us the right to prepay the Notes at a certain call price per year. Gains (losses) on derivative instruments represent the net mark-to-market (MTM) gains (losses) on derivative instruments. Beginning 2005, MTM values have to be booked as required by PAS 39. The MTM value of outstanding derivatives of the Globe Group as of 31 December 2006 amounted to P541 million. Of this amount, P1,425 million represents the MTM value of the embedded call option on Globe's Senior Notes due 2012. The MTM value of the embedded option will be reversed to the P&L through the life of the Notes, or upon exercise of the call. The remaining P885 million in MTM loss represents the MTM value of other embedded derivatives as well as foreign exchange and interest rate hedges. Losses on derivative instruments arising from changes in MTM reflected in the consolidated income statements for the year ended 31 December 2006 amounted to P338 million. (See related discussion under Results of Operations) SEC Form 17Q - 4Q 2006 32 Consolidated foreign currency-linked revenues were 29% and 27% of total net revenues for the periods ended 31 December 2006 and 2005, respectively. Wireless foreign-currency linked revenues were 25% of net revenues for the full year ended 31 December 2006 and 22% for the same period in 2005. Wireline foreigncurrency linked revenues were 60% of net revenues for the full years ended 31 December 2006 and 2005. Foreign currency linked revenues include those that are: (1) billed in foreign currency and settled in foreign currency, or (2) billed in Pesos at rates linked to a foreign currency tariff and settled in Pesos, or (3) wireline monthly service fees and the corresponding application of the Currency Exchange Rate Adjustment or CERA mechanism, under which our Group has the ability to pass the effects of local currency depreciation to its subscribers. These revenues serve as a natural hedge to our foreign exchange exposure. The Globe Group also incurred foreign-currency linked expenses which registered 12% and 15% (as a percentage of total operating expenses) for the years 2006 and 2005, respectively. SEC Form 17Q - 4Q 2006 33 RECENT DEVELOPMENTS Globe is an intervenor in and Innove is a party to Civil Case No. Q-00-42221 entitled "Isla Communications Co., Inc. et. al., versus National Telecommunications Commission (‘NTC’) et al.," before the Regional Trial Court (‘RTC’) of Quezon City by virtue of which Globe and Innove, together with other cellular operators, sought and obtained a preliminary injunction against the implementation of NTC Memorandum Circular (‘MC’) No. 13-6-2000 from the RTC of Quezon City. NTC MC 13-6-2000 prescribed new billing requirements for cellular service providers. The NTC appealed the issuance of the injunction to the Court of Appeals. On 25 October 2001, we received a copy of the decision of the Court of Appeals ordering the dismissal of the case before the RTC for lack of jurisdiction, but without prejudice to the wireless companies’ seeking relief before the NTC, which the Court of Appeals claims had jurisdiction over the matter. On 22 February 2002, we filed a Petition for Review with the Supreme Court (‘SC’) to annul and reverse the decision of the Court of Appeals. The Supreme Court (‘SC’), on 2 December 2003, overturned the CA’s earlier dismissal of the petitions filed by SMART and Globe. In its 13-page decision, the SC said that the Quezon City trial court could hear and decide the case, contrary to NTC’s argument. The SC has also since denied the NTC’s motion for reconsideration. We are still awaiting resumption of the proceedings before the RTC of Quezon City. On May 22, 2006, Innove received a copy of the Complaint of Subic Telecom Company (“Subictel”), Inc., a subsidiary of PLDT, seeking an injunction to stop the Subic Bay Metropolitan Authority and Innove from taking any actions to implement the Certificate of Public Convenience and Necessity granted by SBMA to Innove. Subictel claimed that the grant of a CPCN allowing Innove to offer certain telecommunications services within the Subic Bay Freeport Zone would violate the Joint Venture Agreement (“JVA”) between PLDT and SBMA. Innove has since filed its Opposition to the Prayer for Injunction with Motion to Dismiss, citing that SBMA is not entitled to an injunction on the basis of the grounds it has cited in the complaint, that an injunction in this case would be contrary to public policy, and that the complaint is forum-shopping since Subictel had already previously objected to the grant of the CPCN in the proceedings before the regulatory body. SBMA also filed its Opposition pointing out, among others, that Subictel is not a proper party in this case since Subictel is not a party to the JVA. The court granted Innove’s Motion to Dismiss and Subictel has filed a Motion for Reconsideration. The Motion for Reconsideration was subsequently denied and Subictel has appealed to the Court of Appeals. The appeal is pending. On July 4, 2006, Smart Communications, Inc. (“Smart”) filed a letter-complaint with the National Telecommunications Commission (“NTC”) against the 500 free text promotion offered by Innove on its Speak and Surf product. The promotion allows Speak and Surf subscribers to send 500 free text messages to Globe and Touch Mobile subscribers. Smart complained that this promotion was predatory and discriminatory. On July 17 the NTC issued a Show-Cause order requiring Globe to explain its position on this matter. On July 25, 2006, Globe filed its answer. In its answer, Globe explained that Innove actually pays Globe the regular termination rate of P0.35 per text message, and that the cost of the “free” texts are sufficiently covered by the monthly service charge of P995 paid by Speak n’ Surf subscribers. In this light, the offer is neither discriminatory nor predatory. In its answer, Globe also extended an invitation to Smart and other networks to join the promotional offer. The company is currently awaiting the disposition of the NTC on this matter. On 8 January 2007, Globe signed an Underwriting Agreement with Standard Chartered Bank for a P5 billion corporate note issue. On January 12, 2007, the Bangko Sentral ng Pilipinas (BSP) approved Globe Telecom’s application to redeem the 2012 Senior Notes in 2007. Globe Telecom plans to issue a formal call to the trustee after refinancing has been secured. SEC Form 17Q - 4Q 2006 34 MAJOR STOCKHOLDERS The following are the major stockholders of Globe Telecom as of 31 December 2006: Stockholders Common Shares % of Common Shares Preferred Shares Ayala Corporation 45,327,713 34% Singapore Telecom 58,833,614 Total % of Total - 45,327,713 16% 45% - 58,833,614 20% - - 158,515,021 158,515,021 55% 27,918,458 21% - 27,918,458 9% 132,079,785 100% 158,515,021 290,594,806 100% Asiacom Public Total % of Preferred Shares 100% 100% BOARD OF DIRECTORS As of 31 December 2006, the members of the Board of Directors of the Globe Group are as follows: Jaime Augusto Zobel de Ayala II Chairman Delfin L. Lazaro Co-Vice Chairman Lim Chuan Poh Co-Vice Chairman Gerardo C. Ablaza, Jr. Director Romeo L. Bernardo Director Fernando Zobel de Ayala Director Dr. Roberto F. de Ocampo Director Koh Kah Sek Director Xavier P. Loinaz Director Guillermo D. Luchangco* Director Jesus P. Tambunting* Director * Independent Directors Key Officers - Globe Name Gerardo C. Ablaza, Jr. Ferdinand M. de la Cruz Rebecca V. Eclipse Rodell A. Garcia Delfin C. Gonzalez, Jr. Susan Rivera-Manalo Rodolfo A. Salalima Position President and Chief Executive Officer Head – Consumer Business Group Head – Office of Strategy Management Chief Information Officer Chief Financial Officer Head – Human Resources Head - Corporate Affairs and Regulatory Matters Renato O. Marzan Corporate Secretary Consultants Name Andrew Buay Robert L. Wiggins Key Officer - Innove Name Gil B. Genio SEC Form 17Q - 4Q 2006 Position Chief Operating Adviser Chief Technical Adviser Position Chief Executive Officer 35 GLOBE TELECOM, INC. AND SUBSIDIARIES Consolidated Financial Statements December 31, 2006, 2005 and 2004 GLOBE TELECOM, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS Current Assets Cash and cash equivalents Short-term investments Available-for-sale investments Held-to-maturity investments Receivables - net Inventories and supplies Derivative assets Prepayments and other current assets Total Current Assets Noncurrent Assets Property and equipment - net Investment property - net Intangible assets - net Investments in an associate and a joint venture Deferred income tax - net Derivative assets Other noncurrent assets Total Noncurrent Assets LIABILITIES AND EQUITY Current Liabilities Accounts payable and accrued expenses Provisions Derivative liabilities Income taxes payable Unearned revenues Current portion of: Long-term debt Other long-term liabilities Total Current Liabilities Noncurrent Liabilities Deferred income tax - net Long-term debt - net of current portion Derivative liabilities Other long-term liabilities - net of current portion Total Noncurrent Liabilities Total Liabilities Equity Paid-up capital Cost of share-based payment Cumulative translation adjustment Retained earnings Treasury stock - common Total Equity December 31 2005 (In Thousand Pesos) Notes 2006 2004 27, 29 27 27 27 4, 27 5 27 6 P =7,505,715 6,155,349 293,614 857,563 5,527,905 993,495 1,626,667 1,254,682 24,214,990 = P10,910,961 – 1,220,318 33,441 6,764,130 1,372,459 1,477,257 1,115,469 22,894,035 = P13,581,842 720,831 – – 5,457,913 1,136,885 – 1,083,408 21,980,879 7 8 9 10 23 27 11 96,073,413 314,503 1,129,624 37,332 801,863 – 2,008,108 100,364,843 P =124,579,833 98,554,670 259,538 1,100,727 43,263 1,163,943 71,634 1,014,580 102,208,355 = P125,102,390 101,643,592 261,516 944,265 91,925 2,413,253 – 2,368,498 107,723,049 = P129,703,928 12, 27 13 27 23 P =16,485,265 248,310 558,087 831,381 1,270,075 = P13,972,222 231,455 308,688 291,348 1,301,684 = P13,772,028 282,309 – 47,655 1,732,747 14, 27 15, 27 6,271,601 93,422 25,758,141 7,858,150 269,737 24,233,284 9,018,650 292,589 25,145,978 23 14, 27 27 15, 27 5,539,999 32,935,256 528,036 2,870,250 41,873,541 67,631,682 4,432,867 41,835,238 423,058 2,559,133 49,250,296 73,483,580 3,474,732 43,199,301 – 3,377,015 50,051,048 75,197,026 17 16, 18 27 See accompanying Notes to Consolidated Financial Statements. 33,484,361 340,743 (193,790) 23,316,837 – 56,948,151 P =124,579,833 33,315,408 312,644 (235,892) 18,226,650 – 51,618,810 = P125,102,390 39,435,577 193,096 – 23,070,999 (8,192,770) 54,506,902 = P129,703,928 GLOBE TELECOM, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Notes INCOME Service revenues Nonservice revenues Interest income Others - net COSTS AND EXPENSES General, selling and administrative Depreciation and amortization Cost of sales Financing costs Impairment losses and others Equity in net losses of an associate and a joint venture 16 19 16 20 7, 8, 9 21 7, 22 10 INCOME BEFORE INCOME TAX PROVISION FOR INCOME TAX Current Deferred See accompanying Notes to Consolidated Financial Statements. = P54,896,813 3,850,788 519,648 577,476 59,844,725 = P52,741,358 2,867,622 454,038 407,290 56,470,308 18,080,931 17,137,553 4,618,735 3,272,362 534,948 5,834 43,650,363 19,142,262 15,733,959 6,024,711 3,140,593 1,608,856 13,334 45,663,715 15,403,963 14,705,825 6,675,198 6,326,879 635,447 62 43,747,374 17,459,165 14,181,010 12,722,934 4,251,899 1,452,593 5,704,492 1,747,249 2,119,253 3,866,502 379,928 946,764 1,326,692 P =11,754,673 = P10,314,508 = P11,396,242 P =88.56 = P76.74 = P80.92 P =88.32 = P76.60 = P80.78 P =50.00 = P40.00 = P36.00 26 Diluted Cash dividends declared per common stock P =57,033,619 2,915,389 715,337 445,183 61,109,528 23 NET INCOME Earnings Per Share Basic Years Ended December 31 2005 2004 2006 (In Thousand Pesos, Except Per Share Figures) 17 GLOBE TELECOM, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY Notes At January 1, 2006 P =7,333,741 Changes in fair value of cash flow hedges 27 Transferred to income and expense for the year for cash flow hedges Tax effect of items taken directly to or transferred from equity Changes in fair value of available-forsale investments Net income recognized directly in equity Net income for the year Total income for the year Dividends on: Common stocks Preferred stocks Cost of share-based payments Collection of subscriptions receivable - net of refunds Exercise of stock options Additional Paid-in Capital Cost of Share-Based Treasury Payments Stock - Common Cumulative Translation Adjustment Retained Earnings Total For the Year Ended December 31, 2006 (In Thousand Pesos) P =25,981,667 P =312,644 P =– (P =235,892) P =18,226,650 P =51,618,810 – – – – (254,589) – (254,589) – – – – 277,736 – 277,736 – – – – 7,716 – 7,716 – – – – 11,239 – 11,239 – – – – – – – – 42,102 – – 11,754,673 42,102 11,754,673 – – – – 42,102 11,754,673 11,796,775 – – – – – – – – 161,628 – – – – – – (6,599,817) (64,669) – (6,599,817) (64,669) 161,628 6,946 8,967 – 153,040 – (133,529) – – – – P =7,349,654 P =26,134,707 P =8,323,023 17 16, 18 At December 31, 2006 At December 31, 2004 Cumulative effect of change in accounting policy for financial instruments as of January 1, 2005 At January 1, 2005 Changes in fair value of cash flow hedges Transferred to income and expense for the year for cash flow hedges Tax effect of items taken directly to or transferred from equity Changes in fair value of available-for-sale investments Capital Stock 27 – – 6,946 28,478 P =23,316,837 P =56,948,151 For the Year Ended December 31, 2005 (In Thousand Pesos) = P31,112,554 = P193,096 (P =8,192,770) = P– P =23,070,999 = P54,506,902 P =340,743 – – – 8,323,023 31,112,554 193,096 – – – – – – P =– – (193,790) (151,008) 31,290 (151,008) 23,102,289 – (429,336) – (429,336) – – 237,619 – 237,619 – – – 114,167 – 114,167 (8,192,770) (119,718) 54,387,184 – – – – (7,334) – (7,334) Net loss recognized directly in equity Net income for the year – – – – – – – – (84,884) – – 10,314,508 (84,884) 10,314,508 Total income (expense) for the year – – – – (84,884) 10,314,508 10,229,624 – – – (9,685,796) (7,675,658) – (5,436,017) (68,334) – (5,436,017) (68,334) 161,731 Acquisition of treasury stock for the year Retirement of treasury shares Dividends on: Common stock Preferred stock Cost of share-based payments Collection of subscriptions receivable - net of refunds Exercise of stock options At December 31, 2005 17 17 17 16, 18 – (1,003,283) – (5,179,349) – – – – – – 10,968 3,033 – 48,462 P =7,333,741 = P25,981,667 – – (7,675,658) 15,868,428 – – 161,731 – – – – – – – (42,183) – – – – = P312,644 = P– (P =235,892) – – 10,968 9,312 = P18,226,650 = P51,618,810 -2- Notes At January 1, 2004 Net income for the year Dividends on: Common stock Preferred stock Cost of share-based payments Collections of subscriptions receivable - net of refunds Exercise of stock options At December 31, 2004 Additional Paid-in Capital = P8,307,828 – Cost of Share-Based Treasury Payments Stock - Common Cumulative Translation Adjustment Retained Earnings Total For the Year Ended December 31, 2004 (In Thousand Pesos) = P31,110,194 = P59,091 (P =8,192,770) = P– P =16,786,424 – – – – 11,396,242 = P48,070,767 11,396,242 Capital Stock 17 16, 18 – – – – – – 15,195 – – 2,360 P =8,323,023 = P31,112,554 See accompanying Notes to Consolidated Financial Statements. – – 134,769 – (764) = P193,096 – – – – – – – – – – – – 15,195 1,596 = P– P =23,070,999 = P54,506,902 (P =8,192,770) (5,036,539) (75,128) – (5,036,539) (75,128) 134,769 GLOBE TELECOM, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Notes CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation and amortization Interest expense - net of amortization of bond premium Loss on derivative instruments - net Cost of share-based payment Impairment losses on property and equipment Other probable losses Equity in net losses of an associate and a joint venture Loss (gain) on disposal of property and equipment Interest income Amortization of deferred charges and others Dividend income Operating income before working capital changes Changes in operating assets and liabilities: Decrease (increase) in: Receivables Inventories and supplies Prepayments and other current assets Increase (decrease) in: Accounts payable and accrued expenses Unearned revenues Other long-term liabilities Cash generated from operations Interest paid Income taxes paid Net cash flows provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Additions to: Property and equipment Intangible assets Capitalized borrowing costs Proceeds from sale of property and equipment Decrease (increase) in: Short-term investments Available-for-sale investments Held-to-maturity investments Other noncurrent assets Interest received Dividends received Net cash flows used in investing activities (Forward) Years Ended December 31 2005 2006 (In Thousand Pesos) P =17,459,165 7, 8, 9 21 21 16, 18 22 22 10 19 7 9 7 = P14,181,010 2004 = P12,722,934 17,137,553 4,213,976 324,082 161,628 88,673 84,833 5,834 (22,597) (715,337) – – 38,737,810 15,732,204 4,657,748 264,435 161,731 925,772 (12,694) 13,334 (28,398) (519,648) 1,755 (105) 35,377,144 14,541,584 4,368,716 – 134,769 11,726 (500,889) 62 17,777 (454,038) 164,241 (350) 31,006,532 2,165,694 378,965 (299,288) (1,792,779) (233,421) (624,734) 6,628,685 (555,305) (24,877) (342,264) (31,609) (192,634) 40,416,674 (4,140,041) (3,711,866) 32,564,767 2,078,805 (431,063) (25,373) 34,348,579 (4,646,042) (750,342) 28,952,195 (4,609,553) (644,159) 56,675 31,857,998 (4,727,341) (125,702) 27,004,955 (12,265,742) (320,206) (48,080) 68,520 (15,325,931) (595,621) (139,663) 183,434 (19,529,468) (620,600) (211,135) 27,370 (6,155,349) 937,942 (824,122) (993,432) 692,636 – (18,907,833) – (512,113) (33,441) (12,524) 492,828 105 (15,942,926) 1,941,537 – – 173,924 461,051 350 (17,756,971) -2- Notes CASH FLOWS FROM FINANCING ACTIVITIES Repayments of borrowings: Long-term Short-term Payments of dividends to stockholders: Common Preferred Collection of subscription receivable and exercise of stock options - net of related expenses Purchase of treasury stock - common Proceeds from borrowings: Long-term Short-term Net cash flows used in financing activities 14 Years Ended December 31 2005 2006 (In Thousand Pesos) 2004 (P =10,429,453) – (P =12,505,808) (21,000) (P =18,814,228) (60,000) (6,599,817) (68,334) (5,436,017) (75,128) (5,036,539) (67,957) 17 17 17 35,424 – 20,280 (7,675,658) 16,791 – – – (17,062,180) 9,992,181 21,000 (15,680,150) 15,194,743 60,000 (8,707,190) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (3,405,246) (2,670,881) 540,794 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 10,910,961 13,581,842 13,041,048 P =7,505,715 = P10,910,961 = P13,581,842 CASH AND CASH EQUIVALENTS AT END OF YEAR 27, 29 See accompanying Notes to Consolidated Financial Statements. GLOBE TELECOM, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Corporate Information Globe Telecom, Inc. (hereafter referred to as “Globe Telecom” or the “Parent Company”) is a stock corporation organized under the laws of the Philippines, and enfranchised under Republic Act (RA) No. 7229 and its related laws to render any and all types of domestic and international telecommunications services. Globe Telecom is one of the leading providers of digital wireless communications services in the Philippines under the Globe brand using a full digital network based on the Global System for Mobile Communication (GSM) technology. It also offers domestic and international long distance communication services or carrier services. Globe Telecom’s principal executive offices are located at 5th Floor, Globe Telecom Plaza, Pioneer Highlands, Pioneer corner Madison Streets, Mandaluyong City, Metropolitan Manila, Philippines. Globe Telecom owns 100% of Innove Communications, Inc. (“Innove”). Innove is a stock corporation organized under the laws of the Philippines and enfranchised under RA No. 7372 and its related laws to render any and all types of domestic and international telecommunications services. Innove is one of the providers of digital wireless communication services in the Philippines. Innove currently offers cellular service under the Touch Mobile (TM) prepaid cellular brand. The TM brand is supported in the integrated cellular networks of Globe Telecom and Innove. Innove also offers a broad range of wireline voice communication services, as well as domestic and international long distance communication services or carrier services. On June 17, 2005, Innove was granted a Provisional Authority (PA) from the National Telecommunications Commission (NTC) for a nationwide local exchange carrier (LEC) service, allowing Innove to expand the reach of its network. A motion for a Certificate of Public Convenience Necessity (CPCN) and/or extension of PA was filed in November 2006. Innove’s principal executive office is located at 18th Floor, Innove IT Plaza, Samar Loop corner Panay Road, Cebu Business Park, Cebu City, Philippines. Globe Telecom owns 100% of G-Xchange, Inc. (GXI), a corporation formed with the primary purpose of developing, designing, administering, managing and operating software applications and systems, including systems designed for the operations of bills, payment and money remittance, payment and delivery facilities through various telecommunications systems operated by telecommunications carriers in the Philippines and throughout the world and to supply software and hardware facilities for such purposes. GXI is registered with the Bangko Sentral ng Pilipinas (BSP) as a remittance agent. GXI handles the mobile payment and remittance service using Globe Telecom’s network as transport channel under the G-Cash brand. The service, which is integrated into the cellular services of Globe Telecom and Innove, enables easy and convenient person-toperson fund transfers via short messaging services (SMS) and allows Globe Telecom and Innove subscribers to easily and conveniently put cash into and get cash out of the G-Cash system. GXI started commercial operations on October 16, 2004. GXI’s principal executive office is located at 6th Floor, Globe Telecom Plaza, Pioneer Highlands, Pioneer corner Madison Streets, Mandaluyong City, Metropolitan Manila, Philippines. -2On February 5, 2007, the Board of Directors (BOD) approved and authorized the release of the audited consolidated financial statements of Globe Telecom, Inc. and Subsidiaries as of and for the years ended December 31, 2006, 2005 and 2004. 2. Accounting Policies 2.1 Basis of Financial Statement Preparation The accompanying consolidated financial statements of Globe Telecom and its wholly-owned subsidiaries, Innove and GXI collectively referred to as the “Globe Group”, have been prepared under the historical cost convention method, except for derivative financial instruments and available-for-sale (AFS) financial assets that are measured at fair value. The carrying values of recognized assets and liabilities that are hedged are adjusted to record changes in the fair values attributable to the risks that are being hedged. The functional currency of the Globe Group is the Philippine peso. The consolidated financial statements of the Globe Group are presented in Philippine peso and rounded to the nearest thousands except when otherwise indicated. 2.2 Statement of Compliance The consolidated financial statements of the Globe Group have been prepared in accordance with Philippine Financial Reporting Standards (PFRS). 2.3 Basis of Consolidation The accompanying consolidated financial statements include the accounts of Globe Telecom and its subsidiaries as of December 31, 2006, 2005 and 2004. The subsidiaries, which are all incorporated in the Philippines, are as follows: Name of Subsidiary Innove GXI Principal Activity Wireless and wireline voice and data communication services Software development for telecommunications applications Percentage of Ownership 100% 100% The financial statements of the subsidiaries are prepared for the same reporting year as Globe Telecom using uniform accounting policies for like transactions and other events in similar circumstances. All significant intercompany balances and transactions, including intercompany profits and losses, were eliminated during consolidation in accordance with the accounting policy on consolidation. -32.4 Changes in Accounting Policies The accounting policies adopted are consistent with those of the previous financial years except as follows: The Globe Group has adopted the following new and amended PFRS and International Financial Reporting Interpretation Committee (IFRIC) interpretations during the year. Adoption of these revised standards and interpretations did not have any effect on the Globe Group except for additional disclosures on the consolidated financial statements. • Amendments to Philippine Accounting Standards (PAS) 19, Employee Benefits Actuarial Gains and Losses, Group Plans and Disclosures, introduce an additional option for recognition of actuarial gains and losses in post-employment defined benefit plans. The amendment permits an entity to recognize actuarial gains and losses in the period in which they occur outside profit or loss. The amendment also requires additional disclosures on the consolidated financial statements to provide information about trends in the assets and liabilities in the defined benefit plans and the assumptions underlying the components of the defined benefit cost. The adoption of amendments to PAS 19 does not have an effect on the Globe Group’s result of operations and financial position. The Globe Group elected to continue to recognize a portion of actuarial gains and losses in profit and loss if the cumulative unrecognized actuarial gains and losses at the end of the previous reporting period exceeded the greater of 10% of the present value of defined obligation or 10% of the fair value of plan assets. Additional disclosures required by the amendments were included in the Globe Group’s consolidated financial statements, where applicable (see Note 18). • Amendments to PAS 21, The Effects of Changes in Foreign Exchange Rates, state that all exchange differences arising from a nonmonetary item that forms part of the Globe Group’s net investment in foreign operation are recognized in a separate component of equity in the consolidated financial statements regardless of the currency in which the monetary item is denominated. The Globe Group does not have any nonmonetary item that forms part of net investment in foreign operations. These amendments have no impact on the consolidated financial statements. • Amendments to PAS 39, Financial Instruments: Recognition and Measurement, (a) Amendment for financial guarantee contracts (issued August 2005), amended the scope of PAS 39 to require financial guarantee contracts that are not considered as insurance contracts to be recognized initially at fair value and to be remeasured at the higher of the amount determined in accordance with PAS 37, Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognized less, when appropriate, cumulative amortization recognized in accordance with PAS 18, Revenue; (b) Amendment for hedges of forecast intragroup transactions (issued April 2005), allow the foreign currency risk of a highly probable forecast intragroup transaction to qualify as a hedged item in a cash flow hedge provided that the transaction is denominated in a currency other than the functional currency of the entity entering into transaction and that the foreign currency -4risk will affect the consolidated statements of income; and (c) Amendment for the fair value option (issued June 2005), prescribes the conditions under which the fair value option on classification of financial instruments at fair value through profit or loss (FVPL) maybe used. Adoption of these amendments did not have a significant impact on the consolidated financial statements. • PFRS 6, Exploration for and Evaluation of Mineral Resources, permits an entity to develop an accounting policy for exploration and evaluation of assets without specifically considering the requirements of PAS 8, Accounting Policies, Changes in Accounting Estimates and Error. Adoption of this standard has no impact on the consolidated financial statements as this standard does not apply to the activities of the Globe Group. • IFRIC Interpretation 4, Determining Whether an Arrangement Contains a Lease, provides for guidance in determining whether arrangements contain a lease to which lease accounting must be applied. Adoption of this interpretation did not have a significant impact on the consolidated financial statements. • IFRIC Interpretation 5, Rights to Interest Arising from Decommissioning, Restoration and Environmental Rehabilitation Funds, provides the accounting treatment for funds established to help finance decommissioning for Globe Group’s assets. The Globe Group does not operate in a country where such funds exist. This interpretation has no impact on the consolidated financial statements. • IFRIC Interpretation 6, Liabilities Arising from Participating in a Specific Market, establishes the recognition date for liabilities arising from European Union (EU) Directive relating to the disposal of Waste Electrical and Electronic Equipment. Adoption of this interpretation has no impact on the consolidated financial statements as it has no operations in countries covered by the EU Directive. 2.5 Future Changes in Accounting Policies PFRS 7 Financial Instruments: Disclosures PFRS 7 introduces new disclosures to improve the information about financial instruments. It requires the disclosure of qualitative and quantitative information about exposure to risks arising from financial instruments, including specified minimum disclosures about credit risk, liquidity risk and market risk, as well as sensitivity analysis to market risk. It replaces PAS 30, Disclosures in the Financial Statements of Banks and Similar Financial Institutions, and the disclosure requirements in PAS 32, Financial Instruments: Disclosure and Presentation. It is applicable to all entities that report under PFRS. The Globe Group will adopt PFRS 7 beginning January 1, 2007. Amendment to PAS 1 Presentation of Financial Statements The amendment to PAS 1 introduces disclosures about the level of an entity’s capital and how it manages capital. The Globe Group is currently assessing the impact of PFRS 7 and the amendment to PAS 1 and expects that the main additional disclosures will be the sensitivity analysis to market risk and the capital disclosures required by PFRS 7 and the amendment to PAS 1. The Globe Group will apply the amendment to PAS 1 starting January 1, 2007. -5IFRIC 8 Scope PFRS 2 IFRIC Interpretation 8 becomes effective for financial years beginning on or after May 1, 2006. This interpretation requires IFRS 2 to be applied to any arrangements where equity instruments are issued for consideration which appears to be less than fair value. As equity instruments are only issued to employees in accordance with the employee share scheme, the Globe Group does not expect the interpretation to have significant impact on its financial position. IFRIC 9, Reassessment of Embedded Derivatives IFRIC Interpretation 9 was issued in March 2006 and becomes effective for financial years beginning on or after June 1, 2006. This interpretation establishes that the date to assess the existence of an embedded derivative is the date an entity first becomes a party to the contract, with reassessment only if there is a change to the contract that significantly modifies the cash flows. The Globe Group expects that the adoption of this interpretation will have no impact on the consolidated financial statements. IFRIC 10, Interim Financial Reporting and Impairment IFRIC Interpretation 10, which becomes effective for financial years beginning on or after November 1, 2006, provides that the frequency of financial reporting does affect the amount of impairment charge to be recognized in the annual financial reporting with respect to goodwill and AFS investments. It prohibits the reversal of impairment losses on goodwill and AFS equity investments recognized in the interim financial reports even if impairment is no longer present at the annual balance sheet date. This interpretation is not expected to have a significant impact on the consolidated financial statements of the Globe Group. IFRIC 11, IFRS 2 - Group and Treasury Share Transactions IFRIC 11 interpretation will be effective January 1, 2008 for the Globe Group. This interpretation requires arrangements whereby an employee is granted rights to an entity’s equity instruments to be accounted for as an equity-settled scheme by the entity even if (a) the entity chooses or is required to buy those equity instruments (e.g., treasury shares) from another party, or (b) the shareholder(s) of the entity provide the equity instruments needed. It also provides guidance on how subsidiaries, in their separate financial statements, account for such schemes when their employees receive rights to the equity instruments of the parent. The Globe Group does not expect this interpretation to have significant impact on its consolidated financial statements. IFRIC 12, Service Concession Arrangement IFRIC 12 interpretation will become effective January 1, 2008. This interpretation covers contractual arrangements arising from public-to-private service concessions arrangements if control of the assets remain in public hands but the private sector operator is responsible for construction activities as well as for operating and maintaining the public sector infrastructure. This interpretation will have no impact on the consolidated financial statements of the Globe Group as this is not relevant to the Globe Group’s current operations. -6PFRS 8, Operating Segments The Globe Group will adopt PFRS 8, Operating Segments, effective January 1, 2009. PFRS 8 will replace PAS 14, Segment Reporting, and adopts a management approach to reporting segment information. The information reported would be that which management uses internally for evaluating the performance of operating segments and allocating resources to those segments. Such information may be different from that reported in the consolidated balance sheets and consolidated statements of income and companies will need to provide explanations and reconciliations of the differences. The Group will assess the impact of this standard to its current manner of reporting segment information. 2.6 Significant Accounting Policies 2.6.1. Revenue Recognition The Globe Group provides wireless services and wireline voice and data communication services which are both provided under postpaid and prepaid arrangements. Revenue is recognized when the delivery of the products or services has occurred and the collectibility is reasonably assured. Revenue is stated at amounts invoiced and accrued to customers, taking into consideration the bill cycle cut-off (for postpaid subscribers), and charged against preloaded airtime value (for prepaid subscribers), switch-monitored traffic (for carriers and content providers) and excludes value added tax (VAT) and overseas communication tax. Inbound traffic revenues, net of estimated prompt payment discount and outbound traffic charges, are accrued based on actual volume of traffic monitored by Globe Group’s network and in the traffic settlement system. 2.6.1.1 Service Revenue 2.6.1.1.1 Subscribers Revenues from subscribers principally consist of: (1) fixed monthly service fees (for postpaid wireless and wireline voice and data subscribers and wireless prepaid subscription fees for discounted promotional SMS) (2) usage of airtime and toll fees for local, domestic and international long distance calls in excess of consumable fixed monthly service fees, less (a) bonus airtime credits, airtime on free Subscribers’ Identification module (SIM) for SIM swap transactions and loyalty discounts, (b) prepaid reload discounts, and (c) interconnection fees; (3) revenues from value added services (VAS) such as SMS in excess of consumable fixed monthly service fees (for postpaid) and free SMS allocations (for prepaid) and multimedia messaging services (MMS), content downloading and infotext services, net of interconnection fees and payout to content providers; (4) inbound revenues from other carriers which terminate their calls to Globe Group’s network less estimated prompt payment discount; (5) revenues from international roaming services; (6) usage of -7broadband and internet services in excess of fixed monthly service fees; and (7) one-time registration fees (for postpaid wireless subscribers) and one-time service connection fees (for wireline voice and data subscribers). Postpaid service arrangements include fixed monthly service fees, which are recognized over the subscription period on a pro-rata basis. Telecommunications services provided to postpaid subscribers are billed throughout the month according to the bill cycles of subscribers. As a result of bill cycle cut-off, monthly service revenues earned but not yet billed at end of the month are estimated and accrued. These estimates are based on actual usage less estimated consumable usage using historical ratio of consumable usage over billable usage. Proceeds from over-the-air reloading services and the sale of prepaid cards are deferred and shown as “Unearned revenues” in the consolidated balance sheets. Revenue is recognized upon actual usage of airtime value net of discounts on promotional calls and SMS and bonus reload. Unused airtime value is recognized as revenue upon expiration. 2.6.1.1.2 Traffic Inbound revenues refer to traffic originating from other telecommunications providers terminating to the Globe Group’s network, while outbound charges represent traffic sent out or mobile content delivered using agreed termination rates and/or revenue sharing with other foreign and local carriers and content providers. Adjustments are made to the accrued amount for discrepancies between the traffic volume per Globe Group’s records and per records of the other carriers and content providers as these are determined and/or mutually agreed upon by the parties. Uncollected inbound revenues are shown as traffic settlements receivable under “Receivables”, while unpaid outbound charges are shown as traffic settlements payable under “Accounts payable and accrued expenses” in the consolidated balance sheets unless a legal right of offset exists. Prompt payment discount is recognized based on the Globe Group’s estimate of the probability and amount of availment. Based on the established historical pattern of discount availments of the carriers, the Globe Group recorded inbound revenues net of the estimated prompt payment discount as of December 31, 2006. 2.6.1.2 Nonservice revenue Proceeds from sale of handsets, phonekits, wireline telephone sets, SIM packs, and other phone accessories are recognized upon delivery of the item to customers. The related costs of handsets, phonekits, wireline telephone -8sets, SIM packs and accessories sold to customers are presented as “Cost of sales” in the consolidated statements of income. 2.6.1.3 Others Lease income from operating lease is recognized on a straight-line basis over the lease term. Interest income is recognized as it accrues using the effective interest rate method. Dividend income is recognized when the Globe Group’s right to receive payment is established. 2.6.2 Subscriber Acquisition and Retention Costs The related costs incurred in connection with the acquisition of subscribers are charged against current operations. Subscriber acquisition costs primarily include commissions, handset and phonekit subsidies and selling expenses. Handset and phonekit subsidies represent the difference between the book value of handsets, accessories and SIM cards (included in “Cost of sales”), and the price offered to the subscribers (included in “Nonservice revenues”). Retention costs for existing postpaid subscribers are in the form of free handsets and bill credits. Free handsets are charged against current operations and included under “General, selling and administrative costs and expenses” in the consolidated statements of income. Bill credits are deducted from service revenues upon application against qualifying subscriber bills. 2.6.3 Cash and Cash Equivalent Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less from date of placement and that are subject to an insignificant risk of changes in value. 2.6.4 Financial Instruments 2.6.4.1 Accounting Policies Effective January 1, 2005 2.6.4.1.1 General Financial instruments are recognized in the Globe Group’s consolidated balance sheets when the Globe Group becomes a party to the contractual provisions of the instrument. Purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace are recognized on the settlement date. Financial instruments are recognized initially at fair value of the consideration given (in the case of an asset) or received (in the case of a liability). Except for financial instruments at FVPL, the initial measurement of financial assets includes transaction costs. -9The Globe Group classifies its financial assets in the following categories: financial assets at FVPL, held- to-maturity (HTM) investments, AFS investments, and loans and receivables. The Globe Group classifies its financial liabilities into financial liabilities at FVPL and other financial liabilities. The classification depends on the purpose for which the investments were acquired and whether they are quoted in an active market. Management determines the classification of its investments at initial recognition and, where allowed and appropriate, reevaluates such designation at every reporting date. The fair value for financial instruments traded in active markets at the balance sheet date is based on their quoted market price or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs. When current bid and asking prices are not available, the price of the most recent transaction provides evidence of the current fair value as long as there has not been a significant change in economic circumstances since the time of the transaction. For all other financial instruments not listed in an active market, the fair value is determined by using appropriate valuation techniques. Valuation techniques include net present value techniques, comparison to similar instruments for which market observable prices exist, option pricing models, and other relevant valuation models. Any difference noted between the fair value and the transaction price is treated as expense or income, unless it qualifies for recognition as some type of asset or liability. Where the transaction price in a non-active market is different from the fair value of other observable current market transactions in the same instrument or based on a valuation technique whose variables include only data from observable market, the Globe Group recognizes the difference between the transaction price and fair value (a “Day 1” profit) in the consolidated statements of income. In cases not observable data is used, the difference between the transaction price and model value is only recognized in the consolidated statements of income when the inputs become observable or when the instrument is derecognized. For each transaction, the Globe Group determines the appropriate method of recognizing the “Day 1” profit amount. 2.6.4.1.2 Financial Assets or Financial Liabilities at FVPL This category consists of financial assets or financial liabilities that are held for trading or designated by management as at FVPL on initial recognition. Derivative instruments, except - 10 those covered by hedge accounting relationships, are classified under this category. Financial assets or financial liabilities at FVPL are recorded in the consolidated balance sheets at fair value, with changes in fair value being recorded in the consolidated statements of income. Interest earned or incurred is recorded in interest income or expense, respectively, while dividend income is recorded in other income according to the terms of the contract, or when the right of payment has been established. Financial assets or financial liabilities are classified in this category as designated by management on initial recognition when the following criteria are met: • • • the designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from measuring the assets or liabilities or recognizing gains or losses on a different basis; or the assets and liabilities are part of a group of financial assets, financial liabilities or both which are managed and their performance are evaluated on a fair value basis, in accordance with a documented risk management or investment strategy; or the financial instrument contains an embedded derivative, unless the embedded derivative does not significantly modify the cash flows or it is clear, with little or no analysis, that it would not be separately recorded. As of December 31, 2006, the Globe Group has not designated any financial asset or financial liability at FVPL. 2.6.4.1.3 HTM investments HTM investments are non-derivative financial assets with fixed or determinable payments and fixed maturities for which the Globe Group’s management has the positive intention and ability to hold to maturity. Where the Globe Group sells other than an insignificant amount of HTM investments, the entire category would be tainted and reclassified as AFS investments. After initial measurement, HTM investments are subsequently measured at amortized cost using the effective interest rate method, less impairment in value. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees that are an integral part of the effective interest rate. The amortization is included in ‘Interest income’ in the consolidated statements of income. Gains and losses are recognized in income when the HTM investments are - 11 derecognized and impaired, as well as through the amortization process. The effects of restatement of foreign currencydenominated HTM investments are recognized in the consolidated statements of income. 2.6.4.1.4 Loans and receivables Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market. They are not entered into with the intention of immediate or short-term resale and are not classified as financial assets held for trading, designated as AFS investments or designated at FVPL. This accounting policy relates both to the balance sheet caption “Receivables”, which arise primarily from subscriber and traffic revenues, and other types of receivables, and “Short-term investments”, which arise primarily from unquoted debt securities. Receivables are recognized initially at fair value, which normally pertains to the billable amount. After initial measurement, receivables are subsequently measured at amortized cost using the effective interest rate method, less allowance for impairment losses. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Penalties, termination fees and surcharges on past due accounts of postpaid subscribers are recognized as revenues upon collection. The losses arising from impairment of “Receivables” are recognized in “Impairment losses and others” in the consolidated statements of income. The level of allowance for impairment losses is evaluated by management on the basis of factors that affect the collectibility of accounts (see accounting policy on 2.6.4.1 Impairment of Financial Assets). Short-term investments are recognized initially at fair value, which normally pertains to the consideration paid. Similar to receivables, subsequent to initial recognition, short-term investments are measured at amortized cost using the effective interest rate method, less allowance for impairment losses. In 2006, certain short-term investments were presented as AFS and HTM in the consolidated balance sheets. Accordingly, the 2005 comparative figures have been reclassified to conform to the current year’s presentation. 2.6.4.1.5 AFS investments AFS investments are those investments which are designated as such or do not qualify to be classified as designated as FVPL, HTM investments or loans and receivables. They are purchased and held indefinitely, and may be sold in response to liquidity - 12 requirements or changes in market conditions. They include equity investments, money market papers and other debt instruments. After initial measurement, AFS investments are subsequently measured at fair value. The effective yield component of AFS debt securities, as well as the impact of restatement on foreign currency-denominated AFS debt securities, is reported in Consolidated statements of equity. Interest earned on holding AFS investments are reported as interest income using the effective interest rate. The unrealized gains and losses arising from the fair valuation of AFS investments are excluded from reported earnings and are reported as “Cumulative translation adjustment” (net of tax where applicable) in the equity section of the consolidated balance sheets. When the security is disposed of, the cumulative gain or loss previously recognized in equity is recognized in the consolidated statements of income. When the fair value of AFS investments cannot be measured reliably because of lack of reliable estimates of future cash flows and discount rates necessary to calculate the fair value of unquoted equity instruments, these investments are carried at cost. Dividends earned on holding AFS investments are recognized in the consolidated statements of income when the right of payment has been established. The losses arising from impairment of such investments are recognized as “Impairment losses and others” in the consolidated statements of income. 2.6.4.1.6 Other financial liabilities Issued financial instruments or their components, which are not designated at FVPL are classified as other financial liabilities, where the substance of the contractual arrangement results in the Globe Group having an obligation either to deliver cash or another financial asset to the holder, or to satisfy the obligation other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of own equity shares. The components of issued financial instruments that contain both liability and equity elements are accounted for separately, with the equity component being assigned the residual amount after deducting from the instrument as a whole the amount separately determined as the fair value of the liability component on the date of issue. After initial measurement, other financial liabilities are subsequently measured at amortized cost using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Any effects of - 13 restatement of foreign currency-denominated liabilities are recognized in the consolidated statements of income. This accounting policy applies primarily to the Globe Group’s debt, accounts payable and other obligations that meet the above definition (other than liabilities covered by other accounting standards, such as income tax payable). 2.6.4.1.7 Derivative Instruments 2.6.4.1.7.1 General The Globe Group enters into short-term deliverable and nondeliverable currency forward contracts to manage its exchange exposure related to short-term foreign currencydenominated monetary assets and liabilities. The Globe Group also enters into structured currency forward contracts where call options are sold in combination with such currency forward contracts. The Globe Group enters into deliverable prepaid forward contracts that entitle the Globe Group to a discount on the contracted forward rate. Such contracts contain embedded currency derivatives that are bifurcated and marked-to-market through earnings, with the host debt instrument being accreted to its face value. The Globe Group enters into short-term interest rate swap contracts to manage its interest rate exposures on certain short-term floating rate peso investments. The Parent Company also enters into long-term currency and interest rate swap contracts to manage its foreign currency and interest rate exposures arising from its long-term loan. Such swap contracts are sometimes entered into in combination with options. The Globe Group also sells covered currency options as cost subsidy for outstanding currency swap contracts. 2.6.4.1.7.2 Recognition and measurement Derivative financial instruments are recognized and measured in the consolidated balance sheets at fair values. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedge of an identified risk and qualifies for hedge accounting treatment. The objective of hedge accounting is to match the impact of the hedged item and the hedging instrument in the consolidated statements of income. To qualify for hedge accounting, the hedging relationship must comply with strict requirements such as the designation of the derivative of an - 14 identified risk exposure, hedge documentation, probability of occurrence of the forecasted transaction in a cash flow hedge, assessment and measurement of hedge effectiveness, and reliability of the measurement bases of the derivative instruments. Upon inception of the hedge, the Globe Group documents the relationship between the hedging instrument and the hedged item, its risk management objective and strategy for undertaking various hedge transactions, and the details of the hedging instrument and the hedged item. The Globe Group also documents its hedge effectiveness assessment methodology, both at the hedge inception and on an ongoing basis, as to whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. Hedge effectiveness is likewise measured, with any ineffectiveness being reported immediately in the consolidated statements of income. 2.6.4.1.7.3 Types of Hedges The Globe Group designates derivatives which qualify as accounting hedges as either: (a) a hedge of the fair value of a recognized fixed rate asset, liability or unrecognized firm commitment (fair value hedge); or (b) a hedge of the cash flow variability of recognized floating rate asset and liability or forecasted transaction (cash flow hedge). Fair Value Hedges Fair value hedges are hedges of the exposure to variability in the fair value of recognized assets, liabilities or unrecognized firm commitments. The gain or loss on a derivative instrument designated and qualifying as a fair value hedge as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized currently in the consolidated statements of income in the same accounting period. Hedge effectiveness is determined based on the hedge ratio of the fair value changes of the hedging instrument and the underlying hedged item. When the hedge ceases to be highly effective, hedge accounting is discontinued. As of December 31, 2006 and 2005, there were no derivatives designated and accounted for as fair value hedges. Cash Flow Hedges The Globe Group designates as cash flow hedges the following derivatives: (a) certain floating-to-fixed cross - 15 currency swaps as cash flow hedges of both the currency and interest rate risks of the floating rate foreign currencydenominated obligations; (b) certain principal only swaps and fixed-to-fixed cross currency swaps as cash flow hedges of the currency risk of certain fixed rate foreign currency denominated obligations; and (c) interest rate swaps as cash flow hedge of the interest rate risk of a floating rate foreign currency-denominated obligation. A cash flow hedge is a hedge of the exposure to variability in future cash flows related to a recognized asset, liability or a forecasted transaction. Changes in the fair value of a hedging instrument that qualifies as a highly effective cash flow hedge are recognized in “Cumulative translation adjustment,” which is a component of equity. Any hedge ineffectiveness is immediately recognized in the consolidated statements of income. If the hedged cash flow results in the recognition of a nonfinancial asset or liability, gains and losses previously recognized directly in equity are transferred from equity and included in the initial measurement of the cost or carrying value of the asset or liability. Otherwise, for all other cash flow hedges, gains and losses initially recognized in equity are transferred from equity to consolidated statements of income in the same period or periods during which the hedged forecasted transaction or recognized asset or liability affect earnings. Hedge accounting is discontinued prospectively when the hedge ceases to be highly effective. When hedge accounting is discontinued, the cumulative gain or loss on the hedging instrument that has been reported in “Cumulative translation adjustment” is retained in the equity until the hedged transaction impacts earnings. When the forecasted transaction is no longer expected to occur, any net cumulative gain or loss previously reported in “Cumulative translation adjustment” is recognized immediately in the consolidated statements of income. 2.6.4.1.7.4 Other Derivative Instruments Not Accounted for as Hedges Certain freestanding derivative instruments that provide economic hedges under Globe Group’s policies either do not qualify for hedge accounting or are not designated as accounting hedges. Changes in the fair values of derivative instruments not designated as hedges are recognized immediately in the consolidated statements of income. For bifurcated embedded derivatives in financial and - 16 nonfinancial contracts that are not designated or do not qualify as hedges, changes in the fair values of such transactions are recognized in the consolidated statements of income. 2.6.4.1.8 Offsetting Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheets if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously. This is not generally the case with master netting agreements, thus, the related assets and liabilities are presented gross in the consolidated balance sheets. 2.6.4.2 Impairment of Financial Assets The Globe Group assesses at each balance sheet date whether a financial or group of financial assets is impaired. 2.6.4.2.1 Assets carried at amortized cost If there is objective evidence that an impairment loss on financial assets carried at amortized cost (e.g., receivables) has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. Time value is generally not considered when the effect of discounting is not material. The carrying amount of the asset shall be reduced either directly or through use of an allowance account. The amount of the loss shall be recognized in the consolidated statements of income. The Globe Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exist for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed. Any subsequent reversal - 17 of an impairment loss is recognized in the consolidated statements of income, to the extent that the carrying value of the asset does not exceed its amortized cost at the reversal date. With respect to receivables, the Globe Group performs a regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide with the appropriate allowance for impairment losses. The review is accomplished using a combination of specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. 2.6.4.2.1.1 Subscribers Full allowance for impairment losses is provided for receivables from permanently disconnected wireless and wireline subscribers. Permanent disconnections are made after a series of collection steps following nonpayment by postpaid subscribers. Such permanent disconnections generally occur within a predetermined period from statement date. For receivables from active subscriber accounts, prior to the third quarter of 2006, full allowance for impairment losses is generally provided for those that are past due by 90 days for individual wireless accounts and 120 days for corporate wireless accounts. Starting September 2006, the allowance for impairment losses is determined based on the results of the net flow to write-off methodology. Net flow tables are derived from account-level monitoring of subscriber accounts between different age brackets, from current to 1-day past due to 210-days past due. The net flow to write-off methodology relies on the historical data of net flow tables to establish a percentage (“net flow rate”) of subscriber receivables that are current or in any state of delinquency as of reporting date that will eventually result in write-off. The allowance for impairment losses is then computed based on the outstanding balances of the receivables as of balance sheet date and the net flow rates determined for the current and each delinquency bracket. The impact of these enhancements on the Globe Group’s recorded impairment losses on receivables is not material. For active residential and business wireline voice subscribers, full allowance is generally provided for outstanding receivables that are past due by 90 and 150 days, - 18 respectively. Full allowance is likewise provided for receivables from wireline data corporate accounts that are past due by 150 days. Regardless of the age of the account, additional impairment losses are also made for wireless and wireline accounts specifically identified to be doubtful of collection when there is information on financial incapacity after considering the other contractual obligations between the Globe Group and the subscriber. 2.6.4.2.1.2 Traffic Full allowance is generally provided after review of the status of settlement with the carriers for net receivables not settled within 10 months and 6 months for international roaming partners. Additional impairment losses are made for accounts specifically identified to be doubtful of collection regardless of age of the account. 2.6.4.2.2 AFS financial assets carried at cost If there is objective evidence that an impairment loss on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such unquoted equity instrument has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. 2.6.4.2.3 AFS financial assets carried at fair value If an available-for-sale asset is impaired, an amount comprising the difference between its cost and its current fair value, less any impairment loss previously recognized in the consolidated statements of income, is transferred from equity to the consolidated statements of income. Reversals in respect of equity instruments classified as AFS are not recognized in profit or loss. Reversals of impairment losses on debt instruments are reversed through profit or loss if the increase in fair value of the instrument can be objectively related to an event occurring after the impairment loss was recognized in profit or loss. - 19 2.6.4.3 Derecognition of Financial Instruments 2.6.4.3.1 Financial Asset A financial asset (or, where applicable a part of a financial asset or part of a group of financial assets) is derecognized where: • • • the rights to receive cash flows from the asset have expired; the Globe Group retains the right to receive cash flows from the asset, but has assumed as obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or the Globe Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of ownership and retained control of the asset, or (b) has neither transferred nor retained the risk and rewards of the asset but has transferred the control of the asset. Where the Globe Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Globe Group’s continuing involvement in the asset. 2.6.4.3.2 Financial Liability A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expired. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in the consolidated statements of income. 2.6.4.4 Accounting Policies Prior to January 1, 2005 Investments in government securities are carried at amortized cost. The amortization of premium or accretion of discount is computed using the straight-line method. Translation gains or losses on currency forward and swap contracts are computed by multiplying the notional amounts by the difference between the exchange spot rates prevailing at the balance sheet date and the exchange spot rates at the contract inception date (or the last reporting date). The resulting translation gains or losses on the currency forward and swap contracts are - 20 offset against the translation losses or gains on the underlying foreign currency-denominated monetary assets and liabilities. The related revaluation amounts on the translation of currency forward and currency swap contracts are included in “Other noncurrent assets” account in the consolidated balance sheets, including the carrying amounts of forward premiums or discounts which are amortized over the term of the related contracts. Swap costs accruing on long-term currency and interest rate swap contracts that are currently due to or from the swap counterparties are charged against current operations. The mark-to-market gains or losses on these contracts as well as the other types of derivative contracts are not considered in the determination of consolidated net income but are disclosed in the related notes to the consolidated financial statements. 2.6.5 Inventories and Supplies Inventories and supplies are stated at the lower of cost or net realizable value (NRV). NRV for handsets and accessories and wireline telephone sets is the selling price in the ordinary course of business less direct costs to sell, while NRV for SIM packs, call cards, spare parts and supplies consists of the related replacement costs. In determining the NRV, the Globe Group considers any adjustment necessary for obsolescence, which is generally provided 100% for nonmoving items for more than one year. Cost is determined using the moving average method. Supplies of SIM packs are consumed upon activation. 2.6.6 Property and Equipment Property and equipment, except land, are carried at cost less accumulated depreciation and amortization and accumulated impairment losses. Land is stated at cost less any accumulated impairment losses. The initial cost of an item of property and equipment includes its purchase price and any cost attributable in bringing the property and equipment to its intended location and working condition. Cost also includes: (a) interest and other financing charges on borrowed funds used to finance the acquisition of property and equipment to the extent incurred during the period of installation and construction; and (b) asset retirement obligations (ARO) specifically on property and equipment installed/constructed on leased properties. Subsequent costs are capitalized as part of property and equipment only when it is probable that future economic benefits associated with the item will flow to the Globe Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged against current operations as incurred. Assets under construction are carried at cost and transferred to the related property and equipment account when the construction or installation and related activities necessary to prepare the property and equipment for their intended use are complete, and the property and equipment are ready for service. - 21 Depreciation and amortization of property and equipment commences once the property and equipment are available for use and computed using the straight-line method over the estimated useful lives (EUL) of the assets regardless of utilization. Leasehold improvements are amortized over the shorter of their EUL or the corresponding lease terms. The EUL of property and equipment are reviewed annually based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior to ensure that the period of depreciation and amortization is consistent with the expected pattern of economic benefits from items of property and equipment. When property and equipment is retired or otherwise disposed of, the cost and the related accumulated depreciation and amortization and accumulated provision for impairment losses, if any, are removed from the accounts and any resulting gain or loss is credited to or charged against current operations. 2.6.7 Asset Retirement Obligations The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the cost of dismantling and deinstallation at the end of the contract period. The Globe Group recognizes the fair value of the liability for these obligations and capitalizes these costs as part of the balance of the related property and equipment accounts, which are depreciated on a straight-line basis over the useful life of the related property and equipment or the contract period, whichever is shorter. 2.6.8 Investment Property Investment property is initially measured at cost including transaction costs. Subsequent to initial recognition, investment property is carried at cost less accumulated depreciation and impairment in value. Expenditures incurred after the investment property has been put in operation, such as repairs and maintenance costs, are normally charged to income in the period in which the costs are incurred. Depreciation of investment property is computed using the straight-line method over its useful life, regardless of utilization. The EUL and the depreciation method are reviewed periodically to ensure that the period and the method of depreciation are consistent with the expected pattern of economic benefits from items of investment properties. Transfers are made to investment property, when, and only when, there is a change in use, evidenced by the end of the owner occupation, commencement of an operating lease to another party or completion of construction or development. Transfers are made from investment property when, and only when, there is a change in use, evidenced by the commencement of owner occupation or commencement of development with the intention to sell. - 22 Investment property is derecognized when it has either been disposed of or permanently withdrawn from use and no future benefit is expected from its disposal. Any gain or loss on the derecognition of an investment property is recognized in the consolidated statement of income in the period of derecognition. 2.6.9 Intangible Assets Intangible assets acquired separately are capitalized at cost. Subsequently, intangible assets are measured at cost less accumulated amortization and provisions for impairment losses, if any. The useful lives of intangible assets with finite life are assessed at the individual asset level. Intangible assets with finite life are amortized over their useful life. Periods and method of amortization for intangible assets with finite useful lives are reviewed annually or earlier when an indicator of impairment exists. Costs incurred to acquire computer software (not an integral part of its related hardware) and telecommunications equipment licenses and bring it to its intended use are capitalized as intangible assets. Costs directly associated with the development of identifiable computer software that generate expected future benefits to the Globe Group are recognized as intangible assets. All other costs of developing and maintaining computer software programs are recognized as expense when incurred. A gain or loss arising from derecognition of an intangible asset is measured as the difference between the net disposal proceeds and the carrying amount of the asset and is recognized in the consolidated statements of income when the asset is derecognized. 2.6.10 Debt Issuance Costs Prior to January 1, 2005, issuance, underwriting and other related expenses incurred in connection with the issuance of debt instruments are deferred and amortized over the terms of the instruments using the straight-line method and unamortized debt issuance costs are shown under “Other noncurrent assets” account in the consolidated balance sheets. Effective January 1, 2005, these were amortized using the effective interest method and unamortized debt issuance costs are netted against the related carrying value of the debt instrument in the consolidated balance sheets (see accounting policy on “Financial Instruments”). 2.6.11 Investments in an Associate and a Joint Venture Investments in an associate and a joint venture (JV) are accounted for under the equity method, less any impairment losses. An associate is an entity in which the Globe Group has a significant influence and which is neither a subsidiary nor a JV. A JV is an entity, not being a subsidiary nor an associate, in which the Globe Group exercises joint control together with one or more venturers. Under the equity method, the investments in an associate and a JV are carried in the consolidated balance sheets at cost plus post-acquisition changes in the Globe Group’s share of net assets of the associate and JV, less any accumulated impairment in value. The consolidated statements of income reflect the share of the results of operations of the associate and JV. Where there has been a change recognized - 23 directly in the associates’ equity, the Globe Group recognizes its share of any changes and discloses this, when applicable, in the consolidated statements of changes in equity. 2.6.12 Impairment of Non-financial Assets An assessment is made at the balance sheet date to determine whether there is any indication that an asset may be impaired, or whether there is any indication that an impairment loss previously recognized for an asset in prior periods may no longer exist or may have decreased. If any such indication exists and when the carrying value of an asset exceeds its estimated recoverable amount, the asset or cash generating unit to which the asset belongs is written down to its recoverable amount. The recoverable amount of an asset is the greater of its net selling price and value in use. Recoverable amounts are estimated for individual assets or, if it is not possible, for the cashgenerating unit to which the asset belongs. For impairment loss on specific assets, the recoverable amount represents the net selling price. An impairment loss is recognized only if the carrying amount of an asset exceeds its recoverable amount. An impairment loss is charged against operations in the period in which it arises. A previously recognized impairment loss is reversed only if there has been a change in estimate used to determine the recoverable amount of an asset, however, not to an amount higher than the carrying amount that would have been determined (net of any accumulated depreciation and amortization for property and equipment) had no impairment loss been recognized for the asset in prior periods. A reversal of an impairment loss is credited to current operations. 2.6.13 Income Taxes 2.6.13.1 Current Tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the tax authority. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the balance sheet date. 2.6.13.2 Deferred Tax Deferred income tax is provided using the balance sheet liability method on all temporary differences, with certain exceptions, at balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognized for all taxable temporary differences, with certain exceptions. Deferred income tax assets are recognized for all deductible temporary differences and carryforward benefit of unused tax credits from excess minimum corporate income tax (MCIT) over regular corporate income tax and net operating loss carryover (NOLCO) to the extent that it is probable that taxable income will be available against which the deductible temporary differences and the carryforward benefit of unused MCIT and NOLCO can be used. - 24 Deferred income tax is not recognized when it arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of transaction, affects neither the accounting profit nor taxable profit or loss. Deferred income tax liabilities are not provided on nontaxable temporary differences associated with investment in a domestic associate and a JV. The carrying amounts of deferred income tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. Deferred income tax assets and liabilities are measured at the tax rate that is expected to apply in the period when the asset is realized or the liability is settled based on tax rates (and tax laws) that have been enacted or substantially enacted as of balance sheet date. 2.6.14 Provisions Provisions are recognized when: (a) the Globe Group has present obligation (legal or constructive) as a result of a past event; (b) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation; and (c) a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessment of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as an interest expense under “Financing costs” in the consolidated statements of income. 2.6.15 Share-based Payment Transactions Certain employees (including directors) of the Globe Group receive remuneration in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions“) (see Note 18). The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted. In valuing equity-settled transactions, vesting conditions, including performance conditions, other than market conditions (conditions linked to share prices), shall not be taken into account when estimating the fair value of the shares or share options at the measurement date. Instead, vesting conditions are taken into account in estimating the number of equity instruments that will vest. - 25 The cost of equity-settled transactions is recognized in the consolidated statements of income, together with a corresponding increase in equity, over the period in which the service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (‘vesting date’). The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the number of awards that, in the opinion of the management of the Globe Group at that date, based on the best available estimate of the number of equity instruments, will ultimately vest. No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vesting irrespective of whether or not the market condition is satisfied, provided that all other performance conditions are satisfied. Where the terms of an equity-settled award are modified, as a minimum, an expense is recognized as if the terms had not been modified. In addition, an expense is recognized for any increase in the value of the transaction as a result of the modification, measured at the date of modification. Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 26). 2.6.16 Treasury Stock Treasury stock is recorded at cost and is presented as a deduction from equity. When the shares are retired, the capital stock account is reduced by its par value and the excess of cost over par value upon retirement is debited to additional paid-in capital to the extent of the specific or average additional paid-in capital when the shares were issued and to retained earnings for the remaining balance. 2.6.17 Pension Cost Pension cost is actuarially determined using the projected unit credit method. This method reflects services rendered by employees up to the date of valuation and incorporates assumptions concerning employees’ projected salaries. Actuarial valuations are conducted with sufficient regularity, with option to accelerate when significant changes to underlying assumptions occur. Pension cost includes current service cost, interest cost, expected return on any plan assets, actuarial gains and losses, past service cost and the effect of any curtailment or settlement. - 26 The net pension asset recognized by the Globe Group in respect of the defined benefit pension plan is the lower of: (a) the fair value of the plan assets less the present value of the defined benefit obligation at the balance sheet date, together with adjustments for unrecognized actuarial gains or losses and past service costs that shall be recognized in later periods; or (b) the total of any cumulative unrecognized net actuarial losses and past service cost and the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan. The defined benefit obligation is calculated annually by an independent actuary using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using risk-free interest rates of government bonds that have terms to maturity approximating the terms of the related pension liabilities. A portion of actuarial gains and losses is recognized as income or expense if the cumulative unrecognized actuarial gains and losses at the end of the previous reporting period exceeded the greater of 10% of the present value of defined benefit obligation or 10% of the fair value of plan assets. These gains and losses are recognized over the expected average remaining working lives of the employees participating in the plan. 2.6.18 Borrowing Costs Borrowing costs are capitalized if these are directly attributable to the acquisition, construction or production of a qualifying asset. Capitalization of borrowing costs commences when the activities for the asset’s intended use are in progress and expenditures and borrowing costs are being incurred. Borrowing costs are capitalized until the assets are ready for their intended use. These costs are amortized using the straight-line method over the EUL of the related property and equipment. If the resulting carrying amount of the asset exceeds its recoverable amount, an impairment loss is recognized. Borrowing costs include interest charges and other related financing charges incurred in connection with the borrowing of funds. Premiums on long-term debt are included under “Long-term debt” account in the consolidated balance sheets and are amortized using the effective interest rate method. Other borrowing costs are recognized as expense in the period in which these are incurred. - 27 2.6.19 Leases The determination of whether an arrangement is, or contains a lease is based on the substance of the arrangement and requires an assessment of whether the fulfillment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset. A reassessment is made after inception of the lease only if one of the following applies: • • • • there is a change in contractual terms, other than a renewal or extension of the arrangement; a renewal option is exercised or extension granted, unless that term of the renewal or extension was initially included in the lease term; there is a change in the determination of whether fulfillment is dependent on a specified asset; or there is a substantial change to the asset. Where a reassessment is made, lease accounting shall commence or cease from the date when the change in circumstances gave rise to the reassessment for any of the scenarios above, and at the date of renewal or extension period for the second scenario. For arrangements entered into prior to January 1, 2005, the date of inception is deemed to be January 1, 2005 in accordance with the transitional requirements of IFRIC 4. 2.16.19.1 Group as Lessee Finance leases, which transfer to the Globe Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments and included in Property and equipment account with the corresponding liability to the lessor included in “Other long-term liabilities” account. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to interest expense. Capitalized leased assets are depreciated over the shorter of the EUL of the assets or the respective lease terms, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term. Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as an expense in the consolidated statements of income on a straight-line basis over the lease term. - 28 2.16.19.2 Group as Lessor Finance leases, where the Globe Group transfers substantially all the risk and benefits incidental to ownership of the leased item to the lessee, are included in the statements of condition under loans and receivables account. A lease receivable is recognized over the leasing period of an amount equaling the present value of the lease payments using the implicit rate of interest and including any guaranteed terminal value. All income resulting from the receivable is included in Interest income in the consolidated statements of income. Leases where the Globe Group does not transfer substantially all the risk and benefits of ownership of the assets are classified as operating leases. Initial direct costs incurred in negotiating operating leases are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as the rental income. Contingent rents are recognized as revenue in the period in which they are earned. 2.6.20 Selling, Advertising and Promotions Expenses Selling, advertising and promotions expenses are charged against current operations as incurred. 2.6.21 Foreign Currency Transactions The functional and presentation currency of the Globe Group is the Philippine Peso. Transactions denominated in foreign currencies are recorded in Philippine Peso based on the exchange rates prevailing at the transaction dates. Foreign currencydenominated monetary assets and liabilities are translated to Philippine Peso at the exchange rate prevailing at the balance sheet date. Foreign exchange differentials between rate at transaction date, and rate at settlement date or balance sheet date of foreign currency-denominated monetary assets or liabilities are credited to or charged against current operations. 2.6.22 Earnings Per Share (EPS) Basic EPS is computed by dividing earnings applicable to common stock by the weighted average number of common shares outstanding, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period. Diluted EPS is computed by dividing net income by the weighted average number of common shares outstanding during the period, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period, and adjusted for the effect of dilutive options and dilutive convertible preferred shares. Outstanding stock options will have a dilutive effect under the treasury stock method only when the average market price of the underlying common share during the period exceeds the exercise price of the option. If the required dividends to be declared on convertible preferred shares divided by the number of equivalent common shares, assuming such shares are converted, would decrease the basic EPS, then such convertible preferred shares would be deemed dilutive. Where the effect of the assumed conversion of the preferred shares and the exercise of all outstanding options have anti-dilutive effect, basic and diluted EPS are stated at the same amount. - 29 2.6.23 Segment Reporting The Globe Group’s major operating business units are the basis upon which the Globe Group reports its primary segment information. In 2005, the Globe Group started monitoring its wireline voice and data businesses as one major converged service with similar risks and returns. The Globe Group’s business segments consist of: (1) wireless communication services and (2) wireline communication services. The Globe Group generally accounts for inter-segment revenues and expenses at agreed transfer prices. 2.6.24 Contingencies Contingent liabilities are not recognized in the consolidated financial statements. These are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the consolidated financial statements but are disclosed when an inflow of economic benefits is probable. 2.6.25 Subsequent Events Any post period-end event up to the date of approval of the BOD of the consolidated financial statements that provides additional information about the Globe Group’s position at balance sheet date (adjusting event) is reflected in the consolidated financial statements. Any post period-end event that is not an adjusting event is disclosed in the notes to the consolidated financial statements when material. 3. Management’s Significant Accounting Judgments and Use of Estimates 3.1 Judgments and Estimates The preparation of the accompanying consolidated financial statements in conformity with PFRS requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of relevant facts and circumstances as of the date of the consolidated financial statements. Actual results could differ from such estimates. Judgments and estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 3.1.1 Judgments 3.1.1.1 Leases The Globe Group has entered into various lease agreements as lessee and lessor. The Globe Group has determined that it retains all the significant risks and rewards on equipment and office spaces leased out on operating lease and various items of property and equipment acquired through finance lease. - 30 3.1.1.2 Fair value of financial instruments Where the fair values of financial assets and financial liabilities recorded on the consolidated balance sheets cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of mathematical models. The input to these models is taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of liquidity and model inputs such as correlation and volatility for longer dated derivatives. 3.1.1.3 HTM investments The classification to HTM investment requires significant judgment. In making this judgment, the Globe Group evaluates its intention and ability to hold such investments to maturity. If the Globe Group fails to keep these investments to maturity other than in certain specific circumstances - for example, selling an insignificant amount close to maturity - it will be required to reclassify the entire portfolio as AFS investments. The investments would therefore be measured at fair value and not at amortized cost. 3.1.1.4 Financial assets not quoted in an active market The Globe Group classifies financial assets by evaluating, among others, whether the asset is quoted or not in an active market. Included in the evaluation on whether a financial asset is quoted in an active market is the determination on whether quoted prices are readily and regularly available, and whether those prices represent actual and regularly occurring market transactions on an arm’s length basis. 3.1.2 Estimates 3.1.2.1 Revenue recognition The Globe Group’s revenue recognition policies require management to make use of estimates and assumptions that may affect the reported amounts of the revenues and receivables. The Globe Group’s agreements with local and foreign carriers for inbound and outbound traffic subject to settlements require traffic reconciliations before actual settlement is done, which may not be the actual volume of traffic as measured by management. Initial recognition of revenues is based on observed traffic in the network since normal historical experience adjustments are not material to the consolidated financial statements. Differences between the amounts initially recognized and actual settlements are taken up in the accounts upon reconciliation. However, there is no assurance that such use of estimates will not result in material adjustments in future periods. Starting fourth quarter of 2006 based on the established historical pattern of discount availments of the carriers, the Globe Group recorded inbound revenues net of the estimated prompt payment discount amounting to = P170.0 million as of December 31, 2006. - 31 Total unsettled net inbound traffic revenues from local and foreign traffic carriers as of December 31, 2006, 2005 and 2004 (included under “Receivables”) amounted to P =1,959.17 million, = P3,120.37 million and = P2,315.05 million, respectively. Total unsettled and net outbound traffic to local and foreign carriers as of December 31, 2006, 2005 and 2004 (included under “Accounts payable and accrued expenses”) amounted to = P1,501.93, P =1,544.66 million and = P1,104.86 million, respectively. 3.1.2.2 Allowance for impairment losses on receivables The Globe Group maintains allowance for impairment losses at a level considered adequate to provide for potential uncollectible receivables. The Globe Group performs regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide with the appropriate allowance for impairment losses. The review is accomplished using a combination of specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. The amount and timing of recorded expenses for any period would differ if the Globe Group made different judgments or utilized different methodologies. An increase in allowance for impairment losses would increase the recorded operating expenses and decrease current assets. Impairment losses on receivables amounted to P =422.83 million, = P615.73 million and = P1,052.22 million in 2006, 2005 and 2004, respectively (see Note 22). Receivables, net of allowance for impairment losses, amounted to = P5,527.91 million, = P6,764.13 million and = P5,457.91 million as of December 31, 2006, 2005 and 2004, respectively (see Note 4). 3.1.2.3 Allowance for obsolescence and market decline The Globe Group, in determining the NRV, considers any adjustment necessary for obsolescence which is generally with 100% provision for items that have been nonmoving for more than a year. The Globe Group adjusts the cost of inventory to recoverable value at a level considered adequate to reflect market decline in value of the recorded inventories. The Globe Group reviews the classification of the inventories and generally provides adjustments for recoverable values of new, actively sold and slow-moving inventories by reference to prevailing values of the same inventories in the market. The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in allowance for obsolescence and market decline would increase recorded operating expenses and decrease current assets. Inventory obsolescence and market decline amounted to = P80.05 million and =72.39 million in 2005 and 2004, respectively (see Note 22). Reversal of P inventory, obsolescence and market decline in 2006 amounted to = P61.39 million (see Note 22). - 32 Inventories and supplies, net of allowances, amounted to = P993.50 million, =1,372.46 million and = P P1,136.89 million as of December 31, 2006, 2005 and 2004, respectively (see Note 5). 3.1.2.4 Asset retirement obligations The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the costs of dismantling and deinstallation at the end of the contract period. These costs are accrued based on an in-house estimate, which incorporates estimates of asset retirement costs, third party margins and interest rates. The Globe Group recognizes the fair value of the liability for these obligations and capitalizes the present value of these costs as part of the balance of the related property and equipment accounts, which are being depreciated and amortized on a straight-line basis over the useful life of the related asset or the lease term, whichever is shorten. The market risk premium was excluded from the estimate of the fair value of the ARO because a reasonable and reliable estimate of the market risk premium is not obtainable. Since a market risk premium is unavailable, fair value is assumed to be the present value of the obligations. The fair value and present value of dismantling costs is computed based on an average credit adjusted risk free rate of 7.50% and 14.62% in 2006 and 2005, respectively. Assumptions used to compute ARO are reviewed and updated annually. The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in ARO would increase recorded operating expenses and increase noncurrent liabilities. As of December 31, 2006, 2005 and 2004, ARO included in property and equipment has a carrying value of P =1,316.61 million, = P907.05 million and =769.80 million, respectively (see Note 15). P 3.1.2.5 EUL of property and equipment, intangible assets and investment property Globe Group reviews annually the EUL of these assets based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior. It is possible that future results of operations could be materially affected by changes in these estimates brought about by changes in the factors mentioned. A reduction in the EUL of property and equipment, intangible assets and investment property would increase the recorded depreciation and amortization expense and decrease noncurrent assets. - 33 The EUL of property and equipment of the Globe Group are as follows: Years Telecommunications equipment: Tower Switch Outside plant Distribution dropwires Cellular facilities and others Buildings Leasehold improvements Investments in cable systems Furniture, fixtures and equipment Transportation and work equipment 15 10 and 15 10-20 5 3-10 20 5 years or lease term, whichever is shorter 15 3-5 2-5 The EUL of intangible assets are amortized over the EUL of the related computer software ranging from 3 to 5 years or life of the telecommunications equipment where it is assigned. The EUL of investment property is 15 years. In the fourth quarter of 2006, the Globe Group recognized additional depreciation on telecommunications equipment amounting to = P790.06 million due to shortened remaining useful lives of certain assets resulting from continuing upgrades made to the network and changes in estimated remaining useful lives of certain components of network assets as a result of the application of a more comprehensive approach to component accounting. These changes have been accounted for as change in accounting estimates. As of December 31, 2006, 2005 and 2004, property and equipment, intangible assets and investment property amounted to = P97,517.54 million, =99,914.94 million and = P P102,849.37 million, respectively (see Notes 7, 8 and 9). 3.1.2.6 Asset impairment Globe Group assesses impairment on assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The factors that Globe Group considers important which could trigger an impairment review include the following: • • • significant underperformance relative to expected historical or projected future operating results; significant changes in the manner of use of the acquired assets or the strategy for overall business; and significant negative industry or economic trends. - 34 An impairment loss is recognized whenever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the higher of an asset’s net selling price and value in use. The net selling price is the amount obtainable from the sale of an asset in an arm’s length transaction while value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. Recoverable amounts are estimated for individual assets or, if it is not possible, for the cash-generating unit to which the asset belongs. For impairment loss on specific assets, the recoverable amount represents the net selling price. In determining the present value of estimated future cash flows expected to be generated from the continued use of the assets, Globe Group is required to make estimates and assumptions that can materially affect the consolidated financial statements. In 2005, the Globe Group recognized impairment losses on certain network assets amounting to P =925.77 million as a result of impairment reviews and reconciliation exercise based on the count activity. For the Globe Group, the cash-generating unit is the combined wireless and wireline asset groups of Globe Telecom and Innove. This asset grouping is predicated upon the requirement contained in Executive Order (EO) No. 109 and RA No. 7925 requiring licensees of Cellular Mobile Telephone System (CMTS) and International Digital Gateway Facility (IGF) services to provide 400,000 and 300,000 LEC lines, respectively, as a condition for the grant of such licenses. Property and equipment, investment property, intangible assets and investment in an associate and a joint venture amounted to P =97,554.87 million, =99,958.20 million and = P P102,941.30 million as of December 31, 2006, 2005 and 2004, respectively (see Notes 7, 8, 9 and 10). 3.1.2.7 Deferred income tax assets The carrying amounts of deferred income tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. As of December 31, 2006, 2005 and 2004, Innove and GXI has net deferred income tax assets of = P801.86 million, = P1,163.94 million and = P2,413.25 million, respectively, while Globe Telecom has net deferred income tax liabilities of =5,540.00 million, = P P4,432.87 million and = P3,474.73 million, respectively (see Note 23). Globe Telecom and Innove has no unrecognized deferred income tax assets as of December 31, 2006, 2005 and 2004. GXI has not recognized deferred income tax assets on its NOLCO. - 35 3.1.2.8 Financial assets and liabilities Globe Group carries certain financial assets and liabilities at fair value, which requires extensive use of accounting estimates and judgment. While significant components of fair value measurement were determined using verifiable objective evidence (i.e., foreign exchange rates, interest rates, volatility rates), the amount of changes in fair value would differ if the Globe Group utilized different valuation methodologies. Any changes in fair value of these financial assets and liabilities would affect profit and loss and equity. Financial assets carried at fair values as of December 31, 2006 and 2005, amounted to P =1,920.28 million and = P2,769.21 million, respectively, and financial liabilities carried at fair values as of December 31, 2006 and 2005, amounted to =1,086.12 million and = P P731.75 million, respectively (see Note 27). 3.1.2.9 Pension and other employee benefits The determination of the obligation and cost of pension and other employee benefits is dependent on the selection of certain assumptions used in calculating such amounts. Those assumptions include, among others, discount rates, expected returns on plan assets and salary increase rates (see Note 18). In accordance with PFRS, actual results that differ from the Globe Group’s assumptions, subject to the 10% corridor test, are accumulated and amortized over future periods and therefore, generally affect the recognized expense and recorded obligation in such future periods. As of December 31, 2006, the Globe Group has unrecognized actuarial loss of =259.06 million while unrecognized actuarial gains of = P P153.59 million and =105.46 million were recognized in 2005 and 2004, respectively (see Note 18). P The Globe Group also determines the cost of equity-settled transactions using assumptions on the appropriate pricing model. Significant assumptions include, among others, share price, exercise price, option life, risk-free interest rate, expected dividend and expected volatility rate for the cost of share-based payments. Cost of share-based payments in 2006, 2005 and 2004 amounted to =161.63 million, = P P161.73 million and = P134.77 million, respectively (see Note 16). The Globe Group also estimates other employee benefit obligations and expenses, including cost of paid leaves based on historical leave availments of employees, subject to the Globe Group’s policy. These estimates may vary depending on the future changes in salaries and actual experiences during the period. The accrued balance of other employee benefits (included in Accrued expenses under “Accounts payable and accrued expenses” account and in “Other long-term liabilities” account in the consolidated balance sheets) as of December 31, 2006 and 2005 amounted to = P246.98 million and = P217.26 million, respectively. - 36 While the Globe Group believes that the assumptions are reasonable and appropriate, significant differences between actual experiences and assumptions may materially affect the cost of employee benefits and related obligations. 3.1.2.10 Contingencies Globe Telecom and Innove are currently involved in various legal proceedings. The estimate of the probable costs for the resolution of these claims has been developed in consultation with outside counsel handling Globe Telecom and Innove’s defense in these matters and is based upon an analysis of potential results. Globe Telecom and Innove currently do not believe that these proceedings will have a material adverse effect on the consolidated financial position. It is possible, however, that future results of operations could be materially affected by changes in the estimates or in the effectiveness of the strategies relating to these proceedings (see Note 25). 4. Receivables This account consists of receivables from: Notes Subscribers Traffic settlements - net Others Less allowance for impairment losses Subscribers Traffic settlements and others 16a 2006 P =5,947,904 1,959,169 305,615 8,212,688 2,485,188 199,595 2,684,783 P =5,527,905 2005 2004 (In Thousand Pesos) =8,022,307 P = P7,988,865 3,120,374 2,315,050 305,076 242,789 11,447,757 10,546,704 4,468,009 215,618 4,683,627 =6,764,130 P 4,787,070 301,721 5,088,791 = P5,457,913 Traffic settlements receivables are presented net of traffic settlements payables of =3,675.43 million, = P P1,979.29 million and = P1,196.82 million as of December 31, 2006, 2005 and 2004, respectively, (see Note 12). - 37 - 5. Inventories and Supplies This account consists of: 2006 At cost: Wireline telephone sets Call cards and others At NRV: Handsets and accessories SIM packs, spare parts and supplies Wireline telephone sets 2005 (In Thousand Pesos) 2004 P =– 21,390 21,390 =– P 10,601 10,601 = P69,767 6,116 75,883 520,352 385,795 65,958 972,105 P =993,495 840,244 469,335 52,279 1,361,858 =1,372,459 P 393,803 667,199 – 1,061,002 = P1,136,885 6. Prepayments and Other Current Assets This account consists of: Note Prepayments Input VAT - net Other current assets 24d 2006 P =392,840 43,000 818,842 P =1,254,682 2005 2004 (In Thousand Pesos) =297,109 P =331,591 P 286,784 312,566 531,576 439,251 =1,115,469 = P P1,083,408 Innove and GXI’s net input VAT amounting to P =43.00 million, = P286.78 million and =312.57 million as of December 31, 2006, 2005 and 2004, respectively, is presented net of output P VAT of = P85.26 million, = P102.74 million and = P172.98 million, respectively. - 38 - 7. Property and Equipment The rollforward analysis of this account follows: 2006 Buildings and Furniture, Transportation Telecommunications Leasehold Investments in Fixtures and and Work Equipment Improvements Cable Systems Equipment Equipment Assets Under Land Construction Total (In Thousand Pesos) Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Retirements/disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 = P125,123,066 2,295,585 (437,156) 5,000,324 131,981,819 = P18,932,872 119,722 (41,548) 1,371,319 20,382,365 = P9,062,539 1,085,012 – (129,589) 10,017,962 = P4,091,131 371,135 (67,870) 114,731 4,509,127 = P1,332,701 301,702 (156,446) 134 1,478,091 = P897,914 – – – 897,914 52,824,235 13,150,285 (313,795) 11,191 65,671,916 5,355,595 1,786,495 (25,032) 1,769 7,118,827 2,060,827 622,633 – (42,120) 2,641,340 2,625,964 872,593 (66,240) 798 3,433,115 894,666 205,351 (125,814) (33) 974,170 – – – – – – – – – – P =897,914 P =6,645,503 P =66,309,903 P =13,263,538 P =7,376,622 P =1,076,012 P =503,921 = P2,875,734 10,387,091 (16,946) (6,600,376) 6,645,503 = P162,315,957 14,560,247 (719,966) (243,457) 175,912,781 63,761,287 16,637,357 (530,881) (28,395) 79,839,368 P =96,073,413 2005 Furniture, Transportation Telecommunications Buildings and Leasehold Investments in Fixtures and and Work Assets Equipment Improvements Cable Systems Equipment Equipment Land Construction Total = P1,191,320 222,410 (85,182) 4,153 1,332,701 = P928,222 36 (30,344) – 897,914 = P4,142,164 12,529,070 – (13,795,500) 2,875,734 P =151,823,077 14,950,205 (4,134,593) (322,732) 162,315,957 Under (In Thousand Pesos) Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 = P117,423,719 1,616,476 (3,549,702) 9,632,573 125,123,066 Telecommunications Equipment Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Impairment Retirements/disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 42,953,548 12,107,710 294,138 (2,526,563) (4,598) 52,824,235 P =72,298,831 * Includes PAS 39 adjustment (see Note 16c). = P15,688,934 108,003 (19,819) 3,155,754 18,932,872 Buildings and Leasehold Improvements 3,791,378 1,583,301 – (7,952) (11,132) 5,355,595 P =13,577,277 = P9,011,832* 33,350 (2,581) 19,938 9,062,539 Investments in Cable Systems 1,441,963 618,345 – (961) 1,480 2,060,827 P =7,001,712 = P3,436,886 440,860 (446,965) 660,350 4,091,131 Furniture, Fixtures and Equipment 2,182,047 811,762 17,742 (413,845) 28,258 2,625,964 P =1,465,167 Transportation and Work Equipment 760,902 193,734 – (64,752) 4,782 894,666 P =438,035 Land Assets Under Construction – – – – – – – – – – – – P =897,914 P =2,875,734 Total 51,129,838 15,314,852 311,880 (3,014,073) 18,790 63,761,287 P =98,554,670 - 39 2004 Telecommunications Equipment Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Retirements/disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 Buildings and Leasehold Improvements Investments in Cable Systems Furniture, Transportation Fixtures and and Work Equipment Equipment (In Thousand Pesos) Land Assets Under Construction = P104,069,288 951,758 (530,886) 12,933,559 117,423,719 = P11,431,609 113,981 (48,686) 4,192,030 15,688,934 = P10,071,745 64,748 – 37,613 10,174,106 = P2,307,792 1,173,420 (93,010) 48,684 3,436,886 = P976,109 272,767 (56,275) (1,281) 1,191,320 = P927,857 365 – – 928,222 32,055,043 11,671,431 (286,775) (486,151) 42,953,548 2,633,507 1,177,305 (18,992) (442) 3,791,378 940,287 713,597 – – 1,653,884 1,543,056 704,138 (59,203) (5,944) 2,182,047 652,081 151,605 (42,903) 119 760,902 – – – – – – – – – – =928,222 P =4,142,164 P =74,470,171 P =11,897,556 P =8,520,222 P =1,254,839 P =430,418 P = P3,109,261 19,125,299 (12,404) (18,079,992) 4,142,164 Total = P132,893,661 21,702,338 (741,261) (869,387) 152,985,351 37,823,974 14,418,076 (407,873) (492,418) 51,341,759 =101,643,592 P The carrying values of property and equipment held under finance leases where Globe Group is the lessee are as follows (see Note 24c): 2006 Furniture, fixtures and equipment Transportation and work equipment Less accumulated depreciation Net book value at December 31 P =144,372 4,043 148,415 147,793 P =622 2005 2004 (In Thousand Pesos) =138,978 P = P166,417 3,850 4,400 142,828 170,817 136,481 147,902 =6,347 P = P22,915 The Globe Group’s information about borrowing costs for the year follows: 2005 2004 (In Thousand Pesos) =111,340 P = P77,670 P =45,530 28,323 133,465 2,550 2006 Capitalized interest Other capitalized borrowing costs The Globe Group uses its borrowed funds to finance the acquisition of property and equipment to its intended location and working condition. Borrowing costs incurred relating to these acquisitions were included in the cost of property and equipment using 9.75% capitalization rate for the years ended December 31, 2006 and 2005 while capitalization rate ranges from 9.75% to 10.47% for the year ended December 31, 2004. Investments in cable systems includes the cost of Globe Group’s ownership share in the capacity of certain cable systems under a joint venture or a consortium or private cable set-up and indefeasible rights of use (IRUs) of circuits in various cable systems. It also includes the cost of cable landing station and transmission facilities where Globe Group is the landing party. - 40 - 8. Investment Property The rollforward analysis of this account follows: 2006 Cost At January 1 Additions At December 31 Accumulated Depreciation At January 1 Depreciation for the year Reclassifications/adjustments At December 31 Net Book Value at December 31 2005 (In Thousand Pesos) 2004 P =308,455 95,232 403,687 =290,834 P 17,621 308,455 = P281,821 9,013 290,834 48,917 19,196 21,071 89,184 P =314,503 29,318 19,599 – 48,917 =259,538 P 10,833 18,485 – 29,318 = P261,516 Investment property represents the portion of a building that is currently being held for lease to third parties (see Note 24b). Additions to investment property during the year represent new leases of office spaces to third parties. The details of income and expenses related to the investment property follow: Lease income Direct expenses 2005 2006 (In Thousand Pesos) =29,011 P P =33,445 20,091 40,788 2004 = P20,844 19,005 The fair value of the investment property as of December 31, 2006, as determined by market data approach, amounted to = P285.74 million based on the report issued by an independent appraiser dated December 6, 2006. - 41 - 9. Intangible Assets The rollforward analysis of this account follows: 2006 Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Amortization At January 1 Amortizations Retirements/disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 2005 (In Thousand Pesos) 2004 P =2,756,829 320,206 (742) 191,470 3,267,763 = P2,265,820 595,621 (91,012) (13,600) 2,756,829 = P1,807,059 620,600 (154,682) (7,157) 2,265,820 1,656,102 481,000 (6) 1,043 2,138,139 P =1,129,624 1,321,555 395,998 (61,342) (109) 1,656,102 = P1,100,727 1,202,108 269,264 (144,928) (4,889) 1,321,555 = P944,265 Intangible assets pertain to software license costs and other VAS software applications that are not integral to the hardware/equipment. 10. Investments in an Associate and a Joint Venture 2006 Investments carried at equity Acquisition cost: Bridge Mobile Pte. Ltd. (BMPL) Globe Telecom Holdings, Inc. (GTHI) Accumulated equity in net earnings (losses): At January 1 BMPL GTHI Add equity in net losses: BMPL GTHI At December 31 BMPL GTHI Other investments in shares of stock carried at cost P =56,332 – 56,332 (13,166) – (13,166) (5,834) – (5,834) 37,332 – 37,332 – P =37,332 2005 (In Thousand Pesos) 2004 = P56,332 98 56,430 = P56,332 98 56,430 – 167 167 – 229 229 (13,311) (23) (13,334) 43,021 242 43,263 – = P43,263 – (62) (62) 56,332 265 56,597 35,328 = P91,925 - 42 Investment in BMPL On November 3, 2004, Globe Telecom and other leading Asia Pacific mobile operators (JV partners) signed an Agreement (JV Agreement) to form a regional mobile alliance, which will operate through a Singapore-incorporated company, BMPL. The joint venture company is a commercial vehicle for the JV partners to build and establish a regional mobile infrastructure and common service platform and deliver different regional mobile services to their subscribers. The other joint venture partners with equal stake in the alliance include Bharti Tele-Ventures Limited (India), Maxis Communications Berhad (Malaysia), Optus Mobile Pty. Limited (Australia), Singapore Telecom Mobile Pte. Ltd. (Singapore), Taiwan Cellular Corporation (Taiwan), PT Telekomunikasi Selular (Indonesia) and Hongkong CSL Ltd. (Hongkong). Under the JV Agreement, each partner shall contribute US$4.00 million based on an agreed schedule of contribution. Globe Telecom may be called upon to contribute on dates to be determined by the JV. As of December 31, 2006, Globe Telecom has paid US$1.00 million (P =56.33 million) as initial subscription. BMPL started commercial operations in April 2005. Investment in GTHI GTHI is a special purpose vehicle incorporated in the Philippines, owned 32.67% each by Globe Telecom and Ayala Corporation (AC), 33% by Singapore Telecom International Pte. Ltd. (STI) [a wholly owned subsidiary of Singapore Telecom (ST)], and 1.66% by its directors and officers. On December 26, 2002, GTHI, having completed and concluded its only business activity related to Philippine Deposit Receipts (PDR), filed with the SEC a request for the revocation of its permit to sell PDRs. On December 8, 2003, the Philippine SEC approved the revocation of the Order of Registration and Certificate of Permit to Sell Securities to the Public issued to GTHI. On December 15, 2004, the BOD of GTHI approved the dissolution of GTHI, which was subsequently approved by the Philippine SEC on December 13, 2005. The remaining assets of GTHI have been fully liquidated as of August 14, 2006. 11. Other Noncurrent Assets This account consists of: Notes Deferred input VAT Advance payments to suppliers and contractors Miscellaneous deposits Prepaid pension Revaluation of foreign currency swaps and unamortized premium AFS investment in equity securities at cost - net Others - net 18 2005 2006 (In Thousand Pesos) = P92,264 P =938,513 2004 = P– 355,959 340,134 247,437 279,206 342,492 264,024 418,677 251,547 309,226 – – 1,116,414 – 126,065 P =2,008,108 – 36,594 = P1,014,580 – 272,634 = P2,368,498 - 43 AFS Investment in Equity Securities at Cost Innove had a 4.25% ownership in C2C Holdings, Pte. Ltd. (C2C Holdings) consisting of 20 million Class A common shares at an acquisition cost of = P894.55 million. C2C Holdings is the holding company for the equity investments of all the cable landing parties in C2C Pte. Ltd. (C2C). C2C, a related party of STI is a private cable company with a network reaching 17,000 kilometers that links China, Hong Kong, Japan, Singapore, South Korea, Taiwan, Philippines and the US. A full provision was recorded on this investment in 2003. The creditors of C2C appointed receivers in October 2005 and in January 2006, manifested their intention to take over the management of C2C. C2C’s creditors subsequently served notice to C2C Holdings that it was taking ownership of the shares of C2C Holdings in C2C due to the failure to achieve agreement on the restructuring of C2C’s debt. On August 7, 2006, the C2C shares were finally transferred to C2C Group Limited, the Company formed by the creditors to take ownership of the C2C shares (see Note 24). 12. Accounts Payable and Accrued Expenses This account consists of: Notes Accounts payable Accrued project costs Accrued expenses Traffic settlements - net Output VAT Dividends payable 16 24 16 4 6 17 2005 2004 2006 (In Thousand Pesos) = P5,744,393 = P4,903,175 P =5,855,423 2,444,114 3,454,285 4,548,838 4,101,400 4,084,200 4,378,534 1,544,657 1,104,861 1,501,931 69,324 150,379 135,870 68,334 75,128 64,669 = P13,972,222 = P13,772,028 P =16,485,265 Traffic settlements payables are presented net of traffic settlements receivables amounting to P5,135.88 million, = = P7,478.60 million and = P3,761.56 million as of December 31, 2006, 2005 and 2004, respectively. As of December 31, 2006, 2005 and 2004, Globe Telecom reported a net output VAT amounting to P =135.87 million, = P69.32 million and = P150.38 million, net of input VAT of = P156.16 million, =207.07 million and = P P224.74 million, respectively. 13. Provisions Provisions relate to various pending regulatory claims and assessments. The information usually required by PAS 37, Provisions, Contingent Liabilities and Contingent Assets, is not disclosed on the grounds that it can be expected to prejudice the outcome of these claims and assessments. The provisions include those related to Globe Group’s wireless and wireline business amounting to =131.05 million, = P P114.19 million and = P165.05 million as of December 31, 2006, 2005 and 2004, respectively. As of February 5, 2007, the remaining pending regulatory claims and assessments are still being resolved. - 44 The balance of the provisions also includes Innove’s provision relating to NTC permit fees amounting to P =117.26 million, which were assessed by NTC on March 27, 1996 as required under Section 40 (g) of the Public Service Act. Innove, together with other telecommunications companies, particularly the members of the Telecommunications Operators of the Philippines, had decided not to pay the assessed permit fees. Innove has retained these provisions pending the resolution of the ongoing Supreme Court (SC) case on the matter. The expected timing of the settlement of the permit fees cannot be anticipated pending resolution of these matters. 14. Long-term Debt This account consists of: 2006 2012 Senior Notes Banks: Foreign Local Corporate notes Retail bonds Suppliers’ credits Less current portion 2005 (In Thousand Pesos) 2004 P =14,768,630 = P16,386,579 = P17,387,378 9,365,119 8,475,367 3,607,000 2,990,741 – 39,206,857 6,271,601 P =32,935,256 15,973,138 10,137,664 4,109,000 2,983,743 103,264 49,693,388 7,858,150 = P41,835,238 22,121,664 5,975,162 3,070,000 3,000,000 663,747 52,217,951 9,018,650 = P43,199,301 The maturities of long-term debt at nominal values excluding unamortized debt premium and issuance costs as of December 31, 2006 follow (in thousand pesos): Due in: 2007 2008 2009 2010 2011 and thereafter P =6,475,004 4,823,881 7,409,844 3,586,812 16,548,613 P =38,844,154 - 45 The interest rates and maturities of the above loans follow: Maturities 2012 Interest Rates 9.75% 2007-2011 4.20% to 8.62% in 2006 2.17% to 12.45% in 2005 1.16% to 6.83% in 2004 Local 2007-2010 6.22% to 11.02% in 2006 7.36% to 11.73% in 2005 2.50% to 11.73% in 2004 Corporate notes 2010-2012 6.22% to 16.09% in 2006 7.36% to 16.00% in 2005 8.40% to 16.00% in 2004 Retail bonds 2007-2009 6.57% to 11.83% in 2006 7.26% to 11.70% in 2005 7.79% to 11.70% in 2004 Suppliers’ credits 2006 4.70% to 6.48% in 2006 4.39% to 6.69% in 2005 2.71% to 6.88% in 2004 2012 Senior Notes Banks: Foreign Unamortized debt premium and issuance costs included in the following long-term debt as of December 31, 2006 are as follows (in thousand pesos) (see Note 27): Premium on 2012 Senior Notes (net of related debt issuance cost) Unamortized debt issuance costs on retail bonds =371,961 P (9,258) =362,703 P Senior Notes Pertinent terms of Globe Telecom’s Senior Notes follow: Date of issue Maturity Interest rate Interest payments Eligible holders 2012 Senior Notes April 4, 2002 April 12, 2012 9.75% p.a. Semi-annual in arrears on April 15 and October 15 of each year. Interest accrues from the date of original issuance or, if interest has already been paid, from the date it was most recently paid. Interest is computed on the basis of a 360-day period comprised of twelve 30-day months. Bondholders of record on April 1 or October 1 immediately preceding each interest payment date. - 46 Redemption Options The 2012 Senior Notes are redeemable in whole or in part at the option of Globe Telecom at the redemption dates set forth below, after giving the required notice under the indenture, and, if at the time of such notice the Notes are listed on the Luxembourg Stock Exchange, by publishing a notice in the Luxembourg Wort. The 2012 Senior Notes may be redeemed at the following prices (for Senior Notes redeemed during the 12-month period commencing on each of the years below, expressed as percentages of the principal amount), plus accrued and unpaid interest and additional amounts thereon, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date): Redemption date Redemption price On or after April 15, 2007 2007 104.875% 2008 103.250% 2009 101.625% 2010 and thereafter 100.000% On August 22, 2006 and September 1, 2006, Globe Telecom repurchased US$6.46 million in face value of its 2012 Senior Notes. Bond redemption costs (included in “Financing costs” account) incurred in 2006 amounted to = P23.24 million. On January 12, 2007, the Bangko Sentral ng Pilipinas (BSP) approved Globe Telecom’s application to redeem the 2012 Senior Notes in 2007. Globe Telecom plans to issue a formal call to the trustee after refinancing has been secured. Covenants The 2012 Senior Notes are unsecured obligations, equal in ranking among themselves and with all of the existing and future unsecured and unsubordinated debt, subject to Article 2244 (14) of the Civil Code of the Philippines, and senior in right of payment to all future subordinated debt. Secured debt of Globe Telecom will be effectively senior to the Senior Notes to the extent of the value of the assets securing such debt and also to the extent any such indebtedness is incurred by a restricted subsidiary. In addition, under the laws of the Philippines, in the event a borrower submits to insolvency or liquidation proceedings in which the borrower’s assets are liquidated, unsecured debt of the borrower that is evidenced by a public instrument as provided in Article 2244 (14) of the Civil Code of the Philippines will rank ahead of unsecured debt of the borrower that is not evidenced by a public instrument. The 2012 Senior Notes provide certain restrictions, which include among others, incurrence of additional debt, certain dividend payments, liens, repayments of certain debts, merger/consolidation and sale of assets in general. Bank Loans and Corporate Notes Globe Telecom’s unsecured corporate notes, which consist of fixed and floating rate notes and peso-denominated bank loans, bear interest at stipulated and prevailing market rates. The US dollar-denominated unsecured loans extended by commercial banks bear interest based on US Dollar London Interbank Offered Rate (USD LIBOR) or Commercial Interest Reference Rate (CIRR) plus margins. - 47 The loan agreements with banks and other financial institutions provide for certain restrictions and requirements with respect to, among others, maintenance of financial ratios and percentage of ownership of specific shareholders, incurrence of additional long-term indebtedness or guarantees and creation of property encumbrances. Retail Bonds In February 2004, Globe Telecom issued = P3,000.00 million unsecured retail bonds locally with fixed and floating interest rates based on MART 1 plus margins. The retail bonds have maturities ranging from 3 to 5 years. The retail bonds may be redeemed in whole, but not in part, at any time, by giving not less than 30 nor more than 60 days prior notice, at a price equal to 100% of the principal amount of the bonds, together with accrued and unpaid interest to the date fixed for redemption, if Globe Telecom will pay additional amounts due to change in tax and/or other regulations. The agreements covering the retail bonds provide restrictions with respect to, among others, maintenance of certain financial ratios, sale, transfer, assignment or disposal of assets and creation of property encumbrances. Suppliers’ Credits Unsecured suppliers’ credits accrue interests that are either fixed or based on USD LIBOR plus margins. 15. Other Long-term Liabilities This account consists of: Notes ARO Noninterest bearing liabilities to an affiliate Advance lease and service revenues Accrued lease obligations and others Less current portion Other Long-term liabilities 16c 16c 24 2005 2006 (In Thousand Pesos) = P907,053 P =1,316,612 1,062,635 114,094 470,331 P =2,963,672 93,422 P =2,870,250 1,235,810 137,925 548,082 2,828,870 269,737 = P2,559,133 2004 = P769,795 2,262,283 164,209 473,317 3,669,604 292,589 = P3,377,015 The maturities of other long-term liabilities at nominal amounts as of December 31, 2006 follow (in thousand pesos): Due in: 2007 2008 2009 2010 2011 and thereafter P =93,177 99,400 107,185 115,674 2,548,236 = P2,963,672 - 48 The rollforward analysis of Globe Group’s ARO follows: Note At January 1 Capitalized to property and equipment during the year - net of reversal Accretion expense during the year At December 31 29 2005 2006 (In Thousand Pesos) 2004 P =907,053 =769,795 P = P519,309 281,557 128,002 P =1,316,612 44,433 92,825 =907,053 P 182,363 68,123 = P769,795 16. Related Party Transactions Globe Telecom and Innove, in their regular conduct of business, enter into transactions with their principal shareholders, AC and STI, and certain related parties. These transactions, which are accounted for at market prices normally charged to unaffiliated customers for similar goods and services, include the following: Globe Telecom (a) Globe Telecom has interconnection agreements with STI. The related net traffic settlements receivable (included in “Receivables” account in the consolidated balance sheets) and the interconnection toll income (included in “Service revenues” account in the consolidated statements of income) earned follow: 2005 2004 (In Thousand Pesos) = P335,766 = P31,212 1,422,249 1,083,859 2006 Traffic settlements receivable - net Interconnection toll income P =61,061 1,028,552 (b) Globe Telecom and STI have a technical assistance agreement whereby STI will provide consultancy and advisory services, including those with respect to the construction and operation of Globe Telecom’s networks and communication services, equipment procurement and personnel services. In addition, Globe Telecom has software development, supply, license and support arrangements, lease of cable facilities, maintenance and restoration costs and other transactions with STI. The details of fees (included in repairs and maintenance under “General, selling and administrative costs and expenses” account in the consolidated statements of income) incurred under these agreements are as follows: 2006 Lease of cable facilities, maintenance and restoration costs and other transactions Software development, supply, license and support Technical assistance fee 2005 (In Thousand Pesos) P =240,542 29,467 78,872 = P266,793 143,450 35,652 2004 = P137,111 44,360 40,409 - 49 The net outstanding balances due to STI (included in “Accounts payable and accrued expenses” account in the consolidated balance sheets) arising from these transactions are as follows: 2006 Lease of cable facilities, maintenance and restoration costs and other transactions Software development, supply, license and support Technical assistance fee 2005 2004 (In Thousand Pesos) P =24,203 =13,738 P = P62,675 31,004 25,606 11,940 81,019 21,322 8,899 (c) Globe Telecom reimburses AC for certain operating expenses. The net outstanding liabilities to AC related to these transactions as of December 31, 2006 were not material. (d) Globe Telecom has preferred roaming service contract with BMPL. Under this contract, Globe Telecom will pay BMPL for services rendered by the latter which include, among others, coordination and facilitation of preferred roaming arrangement among JV partners, and procurement and maintenance of telecommunications equipment necessary for delivery of seamless roaming experience to customers. Globe Telecom also earns or incurs commission from BMPL for regional top-up service provided by the JV partners. As of December 31, 2006, balances related to these transactions were not material. The summary of consolidated outstanding balances resulting from transactions with related parties follows: Traffic settlements receivable - net (included in “Receivables” account) Other current assets Accounts payable and accrued expenses Notes 2006 4 6 12 P =61,061 1,651 100,413 2005 (In Thousand Pesos) = P335,766 927 129,420 2004 = P31,212 946 122,959 Globe Group’s compensation of key management personnel by benefit type follows: Note Short-term employee benefits Share-based payments Post-employment benefits 18 2006 P =308,039 161,628 21,682 P =491,349 2005 (In Thousand Pesos) = P296,191 161,731 32,938 = P490,860 2004 = P261,174 134,769 35,667 = P431,610 There are no agreements between Globe Group and any of its directors and key officers providing for benefits upon termination of employment, except for such benefits to which they may be entitled under Globe Group’s retirement plans. - 50 - 17. Equity Globe Telecom’s authorized capital stock consists of: 2005 2004 2006 Shares Amount Shares Amount Shares Amount (In Thousand Pesos and Number of Shares, Except Per Share Figures) Preferred stock - Series “A” = P5 per share Common stock - = P50 per share 250,000 179,934 P =1,250,000 8,996,719 250,000 179,934 = P1,250,000 8,996,719 250,000 200,000 = P1,250,000 10,000,000 Globe Telecom’s issued and subscribed capital stock consists of: 2005 2004 2006 Shares Amount Shares Amount Amount (In Thousand Pesos and Number of Shares) 158,515 = P792,575 158,515 = P792,575 158,515 P =792,575 131,900 6,595,022 151,905 7,595,272 132,080 6,603,989 (53,856) (64,824) (46,910) = P7,333,741 = P8,323,023 P =7,349,654 Shares Preferred stock Common stock Subscriptions receivable Preferred Stock Preferred stock - Series “A” has the following features: (a) Convertible to one common share after 10 years from issue date at not less than the prevailing market price of the common stock less the par value of the preferred shares; (b) Cumulative and nonparticipating; (c) Floating rate dividend (set at MART 1 plus 2% average for a 12-month period); (d) Issued at = P5 par; (e) With voting rights; (f) Globe Telecom has the right to redeem the preferred shares at par plus accrued dividends at any time after 5 years from date of issuance; and (g) Preferences as to dividend in the event of liquidation. Preferred “A” shares were listed on July 29, 2001 with the PSE. The dividends for preferred shares are declared upon the sole discretion of the Company’s BOD. As of December 31, 2006, the Globe Group has no dividends in arrears to its preferred stockholders. - 51 Common Stock The rollforward of outstanding common shares follows: At January 1 Acquisition of treasury shares Exercise of stock options At December 31 Shares 2006 Amount 131,900 – 180 132,080 P =6,595,022 – 8,967 P =6,603,989 2005 2004 Shares Amount Shares Amount (In Thousand Pesos and Number of Shares) 139,904 = P6,995,200 (8,064) (403,211) 60 3,033 131,900 = P6,595,022 139,904* = P6,995,200 – – – – 139,904 = P6,995,200 * Net of 12.00 million treasury shares acquired in 2003 Treasury Stock On February 1, 2005, the BOD approved an offer to purchase one share for every fifteen shares (1:15) of the outstanding common stock of Globe Telecom from all stockholders of record as of February 10, 2005 at = P950.00 per share. On March 15, 2005, Globe Telecom acquired 8.06 million shares at a total cost of = P7,675.66 million, including incidental costs. On April 4, 2005, Globe Telecom’s stockholders approved the cancellation of the 20.06 million treasury shares consisting of the 12.00 million shares acquired from Deutsche Telekom (DT) in 2003 and the 8.06 million shares acquired during the March 2005 share buyback, and the amendments of the articles of incorporation of Globe Telecom to reduce accordingly the authorized capital stock of the corporation from = P11,250.00 million to = P10,246.72 million. The SEC approved Globe Telecom’s application for the retirement and cancellation of the existing treasury shares on October 28, 2005. Accordingly, Globe Telecom cancelled the existing treasury shares at cost. The difference between the par value and cost of treasury stock was charged to “Additional paid-in capital” and “Retained earnings” accounts amounting to = P5,179.35 million and = P9,685.80 million, respectively. Cash Dividends Information on Globe Group’s BOD declaration of cash dividends follows: Per share Amount Date Payable (In Thousand Pesos, Except Per Share Figures) Preferred stock dividends declared on: December 15, 2004 December 13, 2005 December 11, 2006 Common stock dividends declared on: January 29, 2004 August 2, 2004 February 1, 2005 August 2, 2005 February 7, 2006 July 31, 2006 = P0.47 0.43 0.41 18.00 18.00 20.00 20.00 20.00 30.00 = P75,128 68,334 64,669 March 15, 2005 March 15, 2006 March 15, 2007 2,518,270 March 14, 2004 2,518,269 September 15, 2004 2,798,077 March 15, 2005 2,637,940 September 14, 2005 2,638,072 March 15, 2006 3,961,745 September 12, 2006 - 52 On January 29, 2004, the BOD of Globe Telecom approved a dividend policy to declare cash dividends to its common stockholders on a regular basis as may be determined by the BOD from time to time. The BOD had set out a dividend payout rate of approximately 50% of prior year’s net income payable semi-annually in March and September of each year. This will be reviewed annually, taking into account Globe Group’s operating results, cash flows, debt covenants, capital expenditure levels and liquidity. On July 31, 2006, the BOD of Globe Telecom amended the dividend policy increasing the dividend payout rate at approximately 75% of prior year’s net income to be implemented starting 2006’s second semi-annual cash dividend. Cash Dividends Declared After Balance Sheet Date On February 5, 2007, the BOD approved the declaration of the first semi-annual cash dividend in 2007 of P =4,358.63 million (P =33.00 per common share) to common stockholders of record as of February 19, 2007 payable on March 15, 2007. Restrictions on Retained Earnings The retained earnings include the undistributed net earnings of consolidated subsidiaries and the accumulated equity in net earnings of associates and JV accounted for under the equity method totaling = P6,431.54 million as of December 31, 2006. This amount is not available for dividend declaration until received in the form of dividends from subsidiaries, associates and JV. The Globe Group is also subject to loan covenants that restrict its ability to pay dividends (see Note 14). 18. Employee Benefits Stock Option Plans Globe Group has various stock-based compensation plans. The number of shares allocated under the plans shall not exceed the aggregate equivalent of 6% of the authorized capital stock. The Employees Stock Ownership Plan (ESOWN) for all regular employees (granted in 1998 and 1999) and the Executive Stock Option Plan 1 (ESOP1) for key senior executives (granted in 1998 and 2000) provide for an initial subscription price for shares covered by each grant equivalent to 85% of the initial offer price. Any subsequent subscription for the ESOP1 shall be for a price equivalent to 85% of the average closing price for the month prior to the month of eligibility. These options are settled in equity once exercised. The qualified officers and employees shall pay for the shares subscribed under the ESOWN and ESOP1 through installments over a maximum period of 5 years and 10 years, respectively. The shares of stock have a holding period of five years and the employees must remain with Globe Telecom or its affiliates over such period. The plans also provide restrictions on sale or assignment of shares for five years from date of subscription. The number of exercised shares under ESOP1 totaled 1.71 million shares with a weighted average exercise price of = P196.75 per share. The remaining unexercised stock options under ESOWN and ESOP1 expired in 2004. - 53 Following are the additional stock option grants to key executives and senior management personnel of the Globe Group under Executive Stock Option Plan 2 (ESOP2) from 2003 to 2006: Number of Options Granted 680,200 Exercise Price = P547.00 per share July 1, 2004 803,800 = P840.75 per share 50% of options exercisable from July 1, 2006 to June 30, 2014, remaining 50% from July 1, 2007 to June 30, 2014 June 30, 2006 749,500 = P854.74 per share 50% of the options become exercisable from March 24, 2008 to March 23, 2016, remaining 50% become exercisable from March 24, 2009 to March 23, 2016 Date of Grant April 4, 2003 Exercise Dates 50% of options exercisable from April 4, 2005 to April 14, 2013, remaining 50% exercisable from April 4, 2006 to April 4, 2013 Fair Value of each Option = P283.11 = P357.94 Fair Value Measurement Black-Scholes option pricing model Black-Scholes option pricing model = P292.12 Trinomial option pricing model The exercise price is based on the average quoted market price for the last 20 trading days preceding the approval date to offer the stock options. ESOP2 required the grantees to pay a nonrefundable option purchase price of P =1,000.00. In order to avail of the privilege, the grantees must remain with Globe Telecom or its affiliates from grant date up to the beginning of the exercise period of the corresponding shares. A summary of Globe Group’s stock option activity and related information follows (in number of shares): Outstanding, at January 1 ESOP2 granted on: April 4, 2003 July 1, 2004 June 30, 2006 Exercised Expired/forfeited/cancelled Outstanding, at December 31 Exercisable, at December 31 2006 1,281,350 2005 1,450,600 2004 643,782 – – 749,500 (435,810) (4,100) 1,590,940 – 8,000 – (149,000) (28,250) 1,281,350 41,000 795,800 – (2,700) (27,282) 1,450,600 447,540 172,350 – The weighted average share price of the options amounted to P =647.80 in 2006 and = P547.00 in 2005 and 2004. The average share price at date of exercise of stock options in 2006, 2005 and 2004 amounted to =989.03, P P =807.08 and = P909.17, respectively. - 54 As of December 31, 2006, 2005 and 2004, the weighted average remaining contractual life of options outstanding is 8.17 years, 8.03 years and 8.94 years, respectively. The following assumptions were used to determine the fair value of the stock options at effective grant dates: Share price Exercise price Expected volatility Option life Expected dividends Risk-free interest rate June 30, 2006 P =930.00 = P854.75 29.51% 10 years 5.38% 10.30% July 1, 2004 = P835.00 = P840.75 39.50% 10 years 4.31% 12.91% April 4, 2003 = P580.00 = P547.00 34.64% 10 years 2.70% 11.46% The expected volatility measured at the standard deviation of expected share price returns was based on analysis of share prices for the past 365 days. Cost of share-based payment in 2006, 2005 and 2004 amounted to = P161.63 million, =161.73 million and = P P134.77 million, respectively. Pension Plans The Globe Group has a funded, noncontributory, defined benefit pension plan covering substantially all of its regular employees. The benefits are based on years of service and compensation on the last year of employment. The information below represents the additional disclosures required under the amendments to PAS 19. The components of pension expense (included in staff costs under “General, selling and administrative costs and expenses”) in the consolidated statements of income are as follows: 2006 Current service cost Interest cost on benefit obligation Expected return on plan assets Net actuarial loss (gain) Total pension expense Actual return on plan assets P =92,191 67,443 (108,839) (3,732) P =47,063 P =191,848 2005 (In Thousand Pesos) = P93,305 81,207 (112,833) (2,454) = P59,225 = P80,456 2004 = P98,332 68,752 (91,790) 133 = P75,427 = P97,940 The funded status and amounts recognized under “Other noncurrent assets” for the pension plan of Globe Telecom and Innove are as follows: 2006 Benefit obligation Plan assets Unrecognized net actuarial gains (loss) Asset recognized in the consolidated balance sheets P =1,267,209 (1,255,588) 11,621 (259,058) (P =247,437) 2005 2004 (In Thousand Pesos) = P648,825 = P603,622 (1,066,441) (1,018,309) (417,616) (414,687) 153,592 105,461 (P =264,024) (P =309,226) - 55 The following tables present the changes in the present value of defined benefit obligation and fair value of plan assets: Defined benefit obligation 2006 Balance at January 1 Interest cost Current service cost Benefits paid Actuarial (gains) losses Balance at December 31 P =648,825 67,443 92,191 (62,354) 521,104 P =1,267,209 2005 (In Thousand Pesos) = P603,622 81,207 93,305 (69,980) (59,329) = P648,825 2004 = P622,508 68,752 98,332 (36,721) (149,249) = P603,622 Fair value of plan assets 2006 Balance at January 1 Expected return Contributions Benefits paid Actuarial gains (losses) Balance at December 31 P =1,066,441 108,839 28,907 (62,354) 113,755 P =1,255,588 2005 2004 (In Thousand Pesos) = P1,018,309 = P920,989 112,833 91,790 14,023 28,015 (69,980) (36,721) (8,744) 14,236 = P1,066,441 = P1,018,309 The Globe Group does not expect to make any contributions to its defined benefit pension plan in 2007. The allocation of the fair value of plan assets of Globe Telecom follows: Investments in debt securities Investments in equity securities Others 2006 72.00% 25.00% 3.00% 2005 84.00% 15.00% 1.00% 2004 84.00% 13.00% 3.00% 2005 89.00% 7.00% 4.00% 2004 87.00% 9.00% 4.00% The allocation of the fair value of plan assets of Innove follows: Investments in debt securities Investments in equity securities Others 2006 74.00% 17.00% 9.00% As of December 31, 2006, the pension plan assets of Globe Telecom and Innove include shares of stock of Globe Telecom with total fair value of = P32.76 million, and shares of stock of other related parties with total fair value of = P84.79 million. - 56 The assumptions used to determine pension benefits of Globe Telecom and Innove are as follows: 2006 6.25-7.00% 10.30% 6.50% Discount rate Expected rate of return on plan assets Salary rate increase 2005 13.75% 10.50% 8.50% 2004 13.75% 10.50% 8.00% The overall expected rate of return on plan assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. Amounts for the current and previous three years are as follows: 2006 Defined benefit obligation Plan assets Surplus P =1,267,209 (1,255,588) 11,621 2005 = P648,825 (1,066,441) (417,616) 2004 2003 (In Thousand Pesos) = P603,622 = P622,508 (1,018,309) (920,989) (414,687) (298,481) As of December 31, 2006, experience adjustments on plan liabilities amounted to = P72.59 million loss, while experience adjustments on plan assets amounted to P =102.01 milion gain. 19. Interest Income Interest income is earned from the following sources: 2006 Short-term placements Cash in banks Others P =582,497 131,274 1,566 P =715,337 2005 (In Thousand Pesos) = P460,986 48,074 10,588 = P519,648 2004 = P303,868 100,385 49,785 = P454,038 20. General, Selling and Administrative This account consists of: Notes Staff costs Selling, advertising and promotions Repairs and maintenance Utilities, supplies and other administrative expenses Rent Insurance and security services Professional and other contracted services Taxes and licenses Others 18 16b 24 2005 (In Thousand Pesos) = P3,518,910 P =3,564,239 4,697,406 3,524,546 1,877,425 2,122,192 2006 2,121,369 2,080,746 1,441,091 1,394,191 756,313 1,076,244 P =18,080,931 1,982,396 1,839,999 1,477,739 1,495,634 831,629 1,421,124 = P19,142,262 2004 = P2,874,338 3,753,134 1,325,098 1,714,677 1,420,069 1,034,835 1,295,369 616,257 1,370,186 = P15,403,963 - 57 - 21. Financing Costs This account consists of: Notes Interest expense - net of amortization of bond premium Foreign exchange loss (gain) - net 27 Loss on derivative instruments - net 27 Swap and other financing costs 14, 27 2005 2004 (In Thousand Pesos) = P4,657,748 = P4,368,716 P =4,213,976 (2,303,327) 213,995 (1,706,387) 104,301 338,061 – 681,871 1,744,168 426,712 = P3,140,593 = P6,326,879 P =3,272,362 2006 Interest expense is incurred on the following: Notes Long-term debt Accretion expense Suppliers’ credit Others 15 2005 2004 (In Thousand Pesos) 4,389,733 4,210,778 P =3,982,743 216,437 75,777 228,768 47,512 75,910 1,993 4,066 6,251 472 = P4,657,748 = P4,368,716 P =4,213,976 2006 22. Impairment Losses and Others This account consists of: Notes Impairment losses on: Receivables Property and equipment Inventory obsolescence and market decline Other probable losses 4 7 2006 2005 (In Thousand Pesos) P =422,834 88,673 (61,392) 84,833 P =534,948 = P615,729 925,772 80,049 (12,694) = P1,608,856 2004 = P1,052,222 11,726 72,388 (500,889) = P635,447 - 58 - 23. Income Taxes The significant components of the deferred income tax assets and liabilities of the Globe Group represent the deferred income tax effects of the following: 2006 Deferred income tax assets on: Allowance for impairment losses on receivables Unearned revenues and advances already subjected to income tax ARO Cost of share-based payments Accumulated impairment losses on property and equipment Provision for other probable losses Accrued rent expense Accrued vacation leave Allowance for inventory obsolescence and market decline Deferred charges Net unrealized foreign exchange losses MCIT NOLCO Deferred income tax liabilities on: Excess of accumulated depreciation and amortization of equipment for tax purposes (a) over financial reporting purposes (b) Capitalized borrowing costs already claimed as deduction for tax purposes Net unrealized foreign exchange gain Unamortized discount on noninterest bearing liability Gains on derivative transactions Prepaid pension cost Gain on sale of land Net deferred income tax liabilities (a) Sum-of-the-years digit method (b) Straight-line method 2005 (In Thousand Pesos) 2004 P =954,927 = P1,664,166 = P1,646,573 484,780 212,967 155,520 518,293 154,956 31,370 1,022,142 121,647 99,554 144,164 94,973 91,212 57,591 223,562 42,984 70,328 47,583 143,744 66,991 36,705 9,182 47,374 14,525 – – – 2,258,033 101,345 51,868 400,440 – – 3,306,895 74,034 96,010 1,329,102 255,215 32 4,900,931 5,077,030 4,815,995 4,542,588 1,369,788 241,894 1,352,303 – 1,319,288 – 164,094 74,072 69,291 – 6,996,169 P =4,738,136 194,060 136,650 70,554 6,257 6,575,819 = P3,268,924 – – 100,534 – 5,962,410 = P1,061,479 Net deferred tax assets and liabilities presented in the consolidated balance sheets on a net basis by entity are as follows: 2006 Net deferred tax assets (Innove and GXI) Net deferred tax liabilities (Globe Telecom) P =801,863 5,539,999 2005 2004 (In Thousand Pesos) = P1,163,943 = P2,413,253 4,432,867 3,474,732 - 59 The details of Innove and GXI’s NOLCO follows: Inception Year 2003 2004 2005 2006 Amount = P331,315 101 18,176 36,889 = P386,481 Application (P =331,315) – – – (P =331,315) Balance = P– 101 18,176 36,889 = P55,166 Expiry Year 2006 2007 2008 2009 The remaining balance of unexpired NOLCO relates to GXI. GXI has not recognized deferred income tax assets on its NOLCO. The reconciliation of the provision for income tax at statutory tax rate and the actual provision for income tax follows: 2006 Provision at statutory income tax rate Add (deduct) tax effects of: Effect of tax rate difference arising from the change in expected timing of deferred tax assets’/liabilities’ reversal Income subjected to lower tax rates Equity in net losses of an associate and joint venture Changes in unrecognized deferred tax assets Additional deferred tax liability on wireline assets transferred due to different tax rates Income under income tax holiday Unearned revenues under ITH Others Actual provision for income tax P =6,110,708 (263,414) (186,738) 2,042 – – – – 41,894 P =5,704,492 2005 2004 (In Thousand Pesos) = P4,609,234 = P4,071,339 (222,142) (103,462) 4,334 – – (254,486) (365,344) 198,368 = P3,866,502 – (124,864) 20 (2,058,254) 167,373 (1,074,326) (98,418) 443,822 = P1,326,692 The Globe Group is enfranchised under RA No. 7229 and its related laws to render any and all types of domestic and international telecommunications services. The Company is entitled to certain tax and nontax incentives and has availed of incentives for tax and duty-free importation of capital equipment for its services under its franchise. RA No. 9337 RA No. 9337 was enacted into law amending various provisions in the existing 1997 National Internal Revenue Code. Among the reforms introduced by the said RA, which became effective on November 1, 2005, are as follows: • • • Increase in the corporate income tax rate from 32% to 35% with a reduction thereof to 30% beginning January 1, 2009; Increase in VAT rate from 10% to 12% effective February 1, 2006 as authorized by the Philippine President pursuant to the recommendation of the Secretary of Finance; Revised invoicing and reporting requirements for VAT; - 60 • • • Expanded scope of transactions subject to VAT; Provide thresholds and limitations on the amounts of VAT credits that can be claimed; and Increase in unallowable interest rate from 38% to 42% with a reduction thereof to 33% beginning January 1, 2009. 24. Agreements and Commitments Lease Commitments (a) Operating lease commitments - Globe Group as lessee Globe Telecom and Innove lease certain premises for some of its telecommunications facilities and equipment and for most of its business centers and cell sites. The operating lease agreements are for periods ranging from 1 to 10 years from the date of the contracts and are renewable under certain terms and conditions. The agreements generally require certain amounts of deposit and advance rentals, which are shown as part of “Other noncurrent assets” account in the consolidated balance sheets. The Globe Group’s rentals incurred on these leases (included in “General, selling and administrative costs and expenses” account in the consolidated statements of income) amounted to = P2,080.75 million, = P1,840.00 million and =1,420.07 million in 2006, 2005 and 2004, respectively. P As of December 31, 2006, the future minimum lease payments under this operating lease follows (in thousand pesos): Not later than one year After one year but not more than five years After five years = P1,089,123 3,021,826 1,272,263 P =5,383,212 (b) Operating lease commitments - Globe Group as lessor Globe Telecom and Innove have certain lease agreements on equipment and office spaces. The operating lease agreements are for periods ranging from 1 to 14 years from the date of contracts. These include Globe Telecom’s lease agreement with C2C (see related discussion on Agreements with C2C). Total lease income amounted to = P182.02 million, = P194.01 million and = P200.08 million in 2006, 2005 and 2004, respectively. The future minimum lease receivables under these operating leases are as follows (in thousand pesos): Within one year After one year but not more than five years After five years = P175,051 700,204 743,966 = P1,619,221 - 61 Innove entered into a lease agreement covering the lease of office space at the Innove IT Plaza to a third party. The lease has a remaining term of less than one year renewable under certain terms and conditions. As of December 31, 2006, the future minimum lease receivables under this operating lease amounted to = P30.34 million which is due within one year. (c) Finance lease commitments - Globe Group as lessee Globe Telecom and Innove have entered into finance lease agreements for various items of property and equipment. The said leased assets are capitalized and are depreciated over its estimated useful life of three years, which is also equivalent to the lease term. As of December 31, 2006, the consolidated present value of the net minimum lease payments due within a year amounted to = P1.15 million. The present value of the minimum lease payments under finance leases is included under “Other long-term liabilities” account in the consolidated balance sheets. (d) Finance lease commitments - Globe Group as lessor Innove has existing finance lease arrangements with a lessee for Innove’s office equipment. As of December 31, 2006, the gross investment and the present value of the net minimum lease payments receivable included under “Prepayments and other current assets” account in the consolidated balance sheets are P =2.05 million and = P2.02, respectively. No collections were received from the lessee as of December 31, 2006. Agreements and Commitments with Other Carriers Globe Telecom and Innove have existing correspondence agreements with various foreign administrations and interconnection agreements with local telecommunications companies for their various services. Globe and Innove also have international roaming agreements with other operators in foreign countries, which allow its subscribers access to foreign networks. The agreements provide for sharing of toll revenues derived from the mutual use of interconnection facilities. Arrangements and Commitments with Suppliers Globe Telecom and Innove have entered into agreements with various suppliers for the delivery, installation, or construction of their property and equipment. Under the terms of these agreements, delivery, installation or construction commences only when purchase orders are served. Billings are based on the progress of the project installation or construction. While the construction is in progress, project costs are accrued based on the billings received. When the installation or construction is completed and the property is ready for service (see Note 2), the balance of the related purchase orders is accrued. The consolidated accrued project costs as of December 31, 2006, 2005 and 2004 included in “Accounts payable and accrued expenses” account in the consolidated balance sheets amounted to P =4,548.84 million, = P2,444.11 million and =3,454.29 million, respectively. As of December 31, 2006, the consolidated expected future P payments amounted to = P2,359.75 million. The settlement of these liabilities is dependent on the payment terms agreed with the suppliers and contractors. - 62 Agreements with C2C In 2001, Globe Telecom signed a cable equipment supply agreement with C2C, a related party of STI. In March 2002, Globe Telecom entered into an equipment lease agreement for the same equipment obtained from C2C with GB21 Hong Kong Limited (GB21). Subsequently, GB21, in consideration of C2C’s agreement to assume all payment obligations pursuant to the lease agreement, assigned all its rights, obligations and interest in the equipment lease agreement to C2C. As a result of the said assignment of receivables and payables by GB21 and C2C under the two agreements, Globe Telecom’s liability arising from the cable equipment supply agreement with C2C was effectively converted into a noninterest bearing long-term obligation accounted for at net present value under PAS 39 starting 2005. Globe Group entered into agreements with C2C for the purchase of IRUs in its network. The aggregate cost of capacity purchased from C2C amounted to = P1,133.79 million. In July 2002, Globe Telecom received advance service fees from C2C amounting to US$1.60 million, which will be offset against its share in the operations and maintenance costs of the cable landing facilities of Globe Telecom. Also, in January 2003, Globe Telecom received advance lease payments from C2C for its use of a portion of Globe Telecom’s cable landing station facilities amounting to US$4.11 million. The parties have agreed on a lease amortization schedule and application of a portion of the advance service fees for C2C’s share in the operations and maintenance costs of the cable landing facilities. Accordingly, Globe Telecom recognized lease income amounting to = P13.97 million, =15.06 million and = P P16.32 million in 2006, 2005 and 2004, respectively. Globe Telecom also recognized service fees amounting to = P2.33 million and = P43.76 million in 2005 and 2004, respectively. As of December 31, 2005 and 2004, C2C was still a related party of Globe Group until the transfer of its shares to C2C Group Limited on August 7, 2006 (see Note 11). As of December 31, 2006, C2C ceased to be a related party. The current and noncurrent portions of the said advances shown as part of “Other long-term liabilities” account in the consolidated balance sheets follow: 2006 Current Noncurrent P =13,389 100,705 P =114,094 2005 (In Thousand Pesos) = P14,759 123,166 = P137,925 2004 = P17,760 146,449 = P164,209 - 63 - 25. Contingencies Globe Telecom and Innove are contingently liable for various claims arising in the ordinary conduct of business and certain tax assessments which are either pending decision by the courts or are being contested, the outcome of which are not presently determinable. In the opinion of management and legal counsel, the eventual liability under these claims, if any, will not have a material or adverse effect on the Globe Group’s financial position and results of operations. There are no new material legal claims and no developments on previously disclosed legal cases for the year. NTC Memorandum Circular No. 13-6-2000 Globe Telecom is an intervenor in and Innove (formerly Isla Communications Co., Inc.) is a party to Civil Case No. Q-00-42221 entitled “Isla Communications Co., Inc. et. al. versus NTC, et. al.” before the Regional Trial Court (RTC) of Quezon City by virtue of which Globe Telecom and Innove together with other cellular operators, sought and obtained a preliminary injunction against the implementation of NTC Memorandum Circular No. 13-6-2000. NTC Memorandum Circular No. 13-6-2000 sought, among others, to extend the expiration of prepaid call cards to two years. The NTC appealed the grant of the injunction to the Court of Appeals (CA) which subsequently dismissed the case before the RTC for lack of jurisdiction. The SC subsequently reversed the decision of the CA and declared the RTC as having jurisdiction over the case. The SC remanded the case to the RTC for further hearing. As of February 5, 2007, Globe Telecom is still awaiting the resumption of proceedings before the RTC. In the event, however, that Globe Telecom and Innove are not eventually sustained in their position and NTC Memorandum Circular No. 13-6-2000 is implemented in its current form, the Globe Group would probably incur additional costs for carrying and maintaining prepaid subscribers in their networks. NTC Administrative Case No. 2005-18 On February 11, 2005, Innove filed a case against Digitel Mobile Philippines, Inc. (Digitel) for predatory pricing and violation of NTC Memorandum Circular No. 07-06-2002 on service performance standards. The case has been consolidated with NTC Administrative Case No. 2005-18 entitled PILTEL vs. Digitel. A hearing was conducted on April 5, 2005 and NTC was requested to conduct a drive test measurement on Digitel’s performance which will be witnessed by NTC and signed-off by representatives of the parties involved. This is pending resolution by the NTC. During the April 26, 2005 hearing, Digitel manifested that it will no longer present evidence. On August 3, 2005, the NTC issued an order that states that carriers are free to provide whatever service quality they wanted on innovative price plans for so long as they advertised their service quality. Certain service quality improvements and minimum standards should, however, be provided over time. The order is not yet final and Innove is still considering its options to deal with the said order. - 64 - 26. Earnings Per Share Globe Group’s earnings per share amounts were computed as follows: 2005 2006 2004 (In Thousand Pesos and Number of Shares, Except Per Share Figures) Net income attributable to common shareholders for basic earnings per share Add dividends on preferred shares Net income attributable to common shareholders for diluted earnings per share Weighted average number of shares for basic earnings per share Dilutive shares arising from: Convertible preferred shares Stock options Adjusted weighted average number of common stock for diluted earnings per share Basic earnings per share Diluted earnings per share P =11,690,004 64,669 = P10,246,174 68,334 = P11,321,114 75,128 11,754,673 10,314,508 11,396,242 131,998 133,520 139,904 800 301 982 146 872 297 133,099 P =88.56 P =88.32 134,648 = P76.74 = P76.60 141,073 = P80.92 = P80.78 27. Financial Instruments Financial Risk Management Objectives and Policies The main purpose of the Globe Group’s financial instruments is to fund its operations and capital expenditures. The main risks arising from the use of financial instruments are liquidity risk, foreign currency risk, interest rate risk, and credit risk. Globe Telecom also enters into derivative transactions, the purpose of which is to manage the currency and interest rate risk arising from its financial instruments. The BOD reviews and approves the policies for managing each of these risks. The Globe Group monitors market price risk arising from all financial instruments and regularly reports financial management activities and the results of these activities to the BOD. The Globe Group’s risk management policies are summarized below: Interest Rate Risk The Globe Group’s exposure to market risk for changes in interest rates relates primarily to the companies’ long-term debt obligations. Globe Telecom’s policy is to manage its interest cost using a mix of fixed and variable rate debt. Globe Telecom’s policy has been revised, to target a ratio of between 31-62% fixed rate USD debt to total USD debt, and between 44-88% fixed rate PHP debt to total PHP debt. To manage this mix in a cost-efficient manner, the Globe Group enters into interest rate swaps, in which the Globe Group agrees to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount. - 65 As of December 31, 2006, after taking into account the effect of currency and interest rate swaps, 74% of the Globe Group’s peso borrowings are at a fixed rate of interest, while 66% of the Globe Group’s USD borrowings are at a fixed rate of interest. Foreign Exchange Risk The Globe Group’s foreign exchange risk results primarily from movements of the Philippine Peso (PHP) against the United States Dollar (USD) with respect to USD-denominated financial assets (such as cash and cash equivalents and short-term investments) and USD-denominated financial liabilities. Majority of revenues are generated in PHP, while substantially all of capital expenditures are in USD. In addition, 62% of debt as of December 31, 2006 was denominated in USD. The Globe Group recently revised its foreign exchange risk management policy to hedge its foreign currency denominated debt such that it maintains a fully hedged balance sheet position, after taking into account expected USD cash, USD swaps and expected USD revenues. Globe Telecom enters into short-term foreign currency forwards and long-term foreign currency swap contracts in order to achieve this target. As of December 31, 2006, the amount of USD debt that has been swapped to PHP and PHP-denominated loans amounted to approximately 59% of the total debt. Credit Risk Applications for postpaid service are subjected to standard credit evaluation and verification procedures. The Credit Management unit of Globe Group continuously reviews credit policies and processes and implements various credit actions, depending on assessed risks, to minimize credit exposure. Receivable balances of postpaid subscribers are being monitored on a regular basis and appropriate credit treatments are applied at various stages of delinquency. Likewise, net receivable balances from carriers of traffic are also being monitored and subjected to appropriate actions to manage credit risk. With respect to credit risk arising from the other financial assets of the Globe Group, which comprise cash and cash equivalents, available-for-sale financial assets and certain derivative instruments, the Globe Group’s exposure to credit risk arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The Globe Group has a counterparty credit risk management policy which allocates investment limits based on counterparty credit ratings and credit risk profile. Liquidity Risk The Globe Group seeks to manage its liquidity profile to be able to finance capital expenditures and service maturing debts. To cover its financing requirements, the Globe Group intends to use internally generated funds and available long-term and short-term credit facilities. As of December 31, 2006, Globe Group has available uncommitted short-term credit facilities of US$35.00 million and = P5,200.00 million. The Globe Group also has P =5,800.00 million in committed long term facilities which remain undrawn. - 66 As part of its liquidity risk management, Globe Group regularly evaluates its projected and actual cash flows. It also continuously assesses conditions in the financial markets for opportunities to pursue fund raising activities, in case any requirements arise. Fund raising activities may include bank loans, export credit agency facilities and capital market issues. Hedging Objectives and Policies The Globe Group uses a combination of natural hedges and derivative hedging to manage its foreign exchange exposure. It uses interest rate derivatives to reduce earnings volatility related to interest rate movements. It is the Globe Group’s policy to ensure that capabilities exist for active but conservative management of its foreign exchange and interest rate risks. The Globe Group does not engage in any speculative derivative transaction. Authorized derivative instruments include currency forward contracts (freestanding and embedded), currency swap contracts, interest rate swap contracts and currency option contracts (freestanding and embedded). Certain currency swaps are entered with option combination or structured provisions. Financial Assets and Liabilities Fair Value of Financial Instruments The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate such value: Non-derivative Financial Instruments The fair values of cash and cash equivalents, AFS investments, short-term investments, subscribers receivables, traffic settlements receivable, accounts payable and accrued expenses are approximately equal to their carrying amounts considering that these accounts are currently due and realizable. The fair value of AFS investments are based on quoted prices. Unquoted AFS equity securities are carried at cost, subject to impairment. The fair value of Globe Telecom’s outstanding Senior Notes due 2012 is based on the quoted market price of the Notes. The price of the Notes (after bifurcating the value of the embedded prepayment option) is 115.90%, with an effective interest rate of 6.18%. The fair value of other fixed rate interest bearing loans is based on the discounted value of future cash flows using the applicable rates for similar types of loans. The discount rates used range from 5.16% to 6.21% (for PHP loans) and 5.64% (for USD loans). For variable rate loans that reprice every three months, the carrying value approximates the fair value because of recent and regular repricing based on current market rates. For variable rate loans that reprice every six months, the fair value is determined by discounting the principal amount plus the next interest payment using the prevailing market rate for the period up to the next repricing date. The discount rates used range from 4.83% to 5.36% (for USD loans). The variable rate PHP loans reprice every three months. For noninterest bearing obligations, the fair value is estimated as the present value of all future cash flows discounted using the prevailing market rate of interest for a similar instrument. - 67 Derivative Instruments The fair value of forward exchange contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The fair value of embedded foreign exchange derivatives in notes that have been purchased by the Globe Group is calculated by reference to the current price of the note and the change in the foreign exchange rate that is linked to the note. The fair values of interest rate swaps, currency and cross currency swap transactions are determined using valuation techniques with assumptions that are based on market conditions existing at balance sheet date. The fair value of interest rate swap transactions is the net present value of the estimated future cash flows. The fair values of currency and cross currency swap transactions are determined based on changes in the term structure of interest rates of each currency and the spot rate. The fair values of structured swaps transactions are determined based on quotes obtained from counterparty banks. Embedded currency options and forwards in non-financial contracts are valued using the simple option pricing model of Bloomberg. The embedded call option on the 2012 Senior Notes is also valued using Bloomberg models. The table below presents a comparison by category of carrying amounts and estimated fair values of all the Globe Group’s financial instruments: 2006 Financial assets: Cash and cash equivalents Receivables - net Derivative assets (including current portion) AFS investments HTM investments Short-term investments Financial liabilities: Accounts payable and accrued expenses Derivative liabilities (including current portion) Long-term debt (including current portion) Other long-term liabilities (including current portion) Carrying Value Fair Value (In Thousand Pesos) = P7,505,715 5,527,905 1,626,667 293,614 857,563 6,155,349 = P7,505,715 5,527,905 1,626,667 293,614 857,825 6,155,349 16,485,265 16,485,265 1,086,123 39,206,857 1,086,123 40,758,312 1,532,966 1,561,973 - 68 2005 Financial assets: Cash and cash equivalents Receivables - net Derivative assets (including current portion) AFS investments HTM investments Financial liabilities: Accounts payable and accrued expenses Derivative liabilities (including current portion) Long-term debt (including current portion) Other long-term liabilities (including current portion) Carrying Value Fair Value (In Thousand Pesos) = P10,910,961 6,764,130 1,548,891 1,220,318 33,441 = P10,910,961 6,764,130 1,548,891 1,220,318 33,404 13,972,222 731,746 49,693,388 13,972,222 731,746 53,550,632 1,783,892 2,219,844 The fair value of HTM investments is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. Traffic settlements receivable account included as part of the “Receivables – net” account and traffic settlements payable account, included as part of “Accounts payable and accrued expenses” accounts in the above table, are presented net of any related payable or receivable balances with the same telecommunications carriers only when there is a legal right of offset under the traffic settlement agreements and that the accounts are settled on a net basis. Derivative Financial Instruments Globe Group’s freestanding and embedded derivative financial instruments are accounted for as hedges or transactions not designated as hedges. The table below sets out the information about Globe Group’s derivative financial instruments and the related fair value: 2006 Notional Amount Derivative instruments designated as hedges: Cash flow hedges: Currency and cross currency swaps Interest rate swaps Derivative instruments not designated as hedges: (Forward) $55,807 12,098 Notional Amount (In Thousands) P =– – Derivative Assets P =– 8,644 Derivative Liabilities P =574,654 – - 69 - Freestanding: Currency swaps and cross currency swaps Nondeliverable forwards Interest rate swaps Sold currency call options (including premiums receivable) Embedded: Call option on 2012 Senior Notes* Embedded forwards Embedded options Net Notional Amount Notional Amount Derivative Assets Derivative Liabilities P =73,742 74,000 17,000 P =– – 2,000,000 P =– 23,526 139,178 P =402,365 66,633 17,705 3,000 – – – 293,540 6,416 898 – – – 1,425,270 30,029 20 P =1,626,667 – 24,766 – P =1,086,123 * The call option on the 2012 Senior Notes are classified as current derivative assets as the option to redeem in whole or in part starts on or after April 15, 2007 (see Note 14). 2005 Notional Amount Derivative instruments designated as hedges: Cash flow hedges: Currency and cross currency swaps Interest rate swaps Derivative instruments not designated as hedges: Freestanding: Currency swaps and cross currency swaps Interest rate swaps Sold currency call options (including premiums receivable) Embedded: Call option on 2012 Senior Notes Embedded forwards Embedded options Net Notional Amount (In Thousands) Derivative Assets Derivative Liabilities $91,944 56,162 = P– – = P16,657 57,491 = P431,320 – 83,061 5,000 – 1,000,000 19,863 69,112 249,007 18,763 27,700 – 15,013 2,330 300,000 11,720 1,080 – – – 1,268,712 101,808 235 = P1,548,891 – 30,326 – = P731,746 The subsequent sections will discuss Globe Group’s derivative financial instruments according to the type of financial risk being managed and the details of derivative financial instruments that are categorized into those accounted for as hedges and those that are not designated as hedges. - 70 - Foreign exchange and interest rate risks Information on Globe Group’s foreign currency-denominated monetary assets and liabilities and their Philippine peso equivalents are as follows: 2005 2006 Assets Cash and cash equivalents Short-term investments Receivables Other current assets Liabilities Accounts payable and accrued expenses Long-term debt Other long-term liabilities Net foreign currency-denominated liabilities 2004 US Peso Dollar Equivalent (In Thousands) US Dollar Peso Equivalent US Dollar Peso Equivalent $140,518 – 53,849 750 195,117 P =6,891,688 – 2,641,048 36,774 9,569,510 $78,901 – 50,162 5,238 134,301 P =4,186,627 – 2,661,691 277,948 7,126,266 $173,563 9,574 38,516 2,490 224,143 = P9,778,713 539,409 2,170,045 140,289 12,628,456 88,118 492,199 23,679 603,996 4,321,763 24,139,882 1,161,337 29,622,982 53,534 611,487 25,889 690,910 2,840,690 32,446,723 1,373,734 36,661,147 70,964 713,258 48,197 832,419 3,998,197 40,185,669 2,715,467 46,899,333 $408,879 P =20,053,472 $556,609 P =29,534,881 $608,276 = P34,270,877 - 71 The following table shows information about the Globe Group’s financial instruments that are exposed to interest rate risk and presented by maturity profile. The table also sets out information about the Globe Group’s derivative instruments that were entered into to manage interest and foreign exchange risks (in thousands). 2006 <1 year Liabilities: Long-term debt Fixed rate USD notes Interest rate Philippine peso Interest rate Floating rate USD notes Interest rate Philippine peso Interest rate (Forward) >1-<2 years >2-<3 years >3-<4 years >4-<5 years >5 years Total (In USD) Total (in PHP) $11,116 6.44% $6,140 6.44% $– – $– – $293,540 10.83% P =1,306,400 P =2,249,800 10.18%-10.47% 10.18%-10.47% P =4,700,000 10.47%-11.70% P =– 0.00% P =520,000 16% P =1,087,000 13.79% – 9,863,200 (9,258) 9,853,942 11,488,488 $11,111 Libor +.85% $– 155,311 7,617,204 – 7,617,204 5,220,964 5,219,166 – 5,219,166 5,219,166 P =38,844,154 P =362,703 $18,383 6.55% $69,902 Libor+.45% Libor+1% Libor+1.20% Libor+1.375% Libor+2% Libor+2.05% Libor+3.2% Libor only; Libor + .85% $28,254 Libor + 3.20% Libor+1.75% Libor+1.20% Libor + .85% $23,822 Libor+1.20% Libor + .85% $22,222 Libor + .85% P =797,447 Mart 1 + 1.3% margin; Mart 1 + 1% margin P =684,423 Mart 1 + 1.3% margin; Mart 1 + 1% margin P =1,240,373 Mart 1 + 1.3% margin; Mart 1 + 1% margin P =2,496,923 Mart 1 + 1% 3 mo Mart + 1.30% $329,179 P =16,144,584 Premium and Issuance Carrying Value Fair Value Costs (In PHP) (in PHP) P =371,961 P =16,516,545 P =18,829,694 3 mo Mart1 + 1.75% Mart 1 + 1% margin P =39,206,857 P =40,758,312 - 72 - <1 year Derivatives: Currency Swaps: Notional amount Weighted swap rate Pay fixed rate Cross-Currency Swaps: Floating-Fixed Notional amount Pay-fixed rate Receive-floating rate Weighted swap rate Floating-Floating Notional amount Pay-floating rate Receive-floating rate Weighted swap rate Interest Rate Swaps Fixed-Floating Notional Peso Notional USD Pay-floating rate Receive-fixed rate Floating- Fixed Notional Peso Notional USD Pay-fixed rate Receive-floating Rate Total (In USD) >1-<2 years >2-<3 years >3-<4 years >4-<5 years >5 years $13,879 $10,000 $10,000 $5,000 $15,000 $65,000 $118,879 P =53.524 4.62%-10.25% $6,094 $417 – – – – $6,511 11% - 15.23% USD Libor P =51.520 $3,742 $417 – – – – $4,159 Mart + 1.25% 1.90% USD Libor P =51.028 – – – – P =1,000,000 – – – – – – $5,000 $20,389 $5,000 Libor+ 4.23%Mart+1.375% 9.75%-11.7% – $24,098 – – P =1,000,000 – – – – – – – $20,389 $24,098 USD 2.3% 7.1% USD Libor Mart+1.375% - 73 2005 <1 year Liabilities: Long-term debt Fixed rate USD notes Interest rate Philippine peso Interest rate Floating rate USD notes Interest rate Philippine peso Interest rate (Forward) $20,329 4.81% -6.55% >1-<2 years $18,383 4.81% -6.55% >2-<3 years $11,116 6.44% >3-<4 years $6,140 6.44% >4-<5 years Total (In USD) >5 years $– – Total (in PHP) $300,000 $355,968 = P18,888,369 10.83% Premium and Carrying Value Issuance Costs (In PHP) = P467,979 Fair Value (in PHP) = P19,356,348 = P21,870,614 = P876,400 = P1,347,650 = P2,208,550 = P5,002,000 10.37% - 10.72% 10.37% - 10.72% 10.37% - 10.72% 10.47% - 13.79% = P– P =1,607,000 – 13.49% - 16% – 11,041,600 (16,256) 11,025,344 12,201,003 $91,695 $69,902 $28,254 $23,822 Libor only; Libor Libor only; Libor Libor + .6755% - Libor +1.20% + .45% - Libor + + .45% - Libor + Libor +1.63% Libor + 1.63% 3.20% 3.20% $22,222 $11,111 $247,006 Libor +1.63% Libor +1.63% 13,106,632 − 13,106,632 13,273,951 = P985,898 = P797,447 Mart 1 + 1.3% Mart 1 + 1.3% margin; margin; Mart 1 + 1.5% Mart 1 + 1.5% margin; margin; Mart 1 + 1% Mart 1 + 1% margin margin 3 mo Mart + 1% 3 mo Mart + 1% margin margin 3 mo Mart + 3 mo Mart + 1.38% margin 1.38% margin = P2,496,923 3 mo Mart1 + 1.75% Mart 1 + 1% margin 6,205,064 − 6,205,064 6,205,064 =49,241,665 P = P451,723 = P684,423 Mart 1 + 1.3% margin; Mart 1 + 1.5% margin; Mart 1 + 1% margin = P1,240,373 Mart 1 + 1% 3 mo Mart + 1.375% 3 mo Mart + 1% = P– =– P = P49,693,388 = P53,550,632 - 74 - <1 year Derivatives: Currency Swaps: Notional amount Weighted swap rate Pay fixed rate Cross-Currency Swaps: Floating-Fixed Notional amount Pay-fixed rate Receive-floating rate Weighted swap rate Floating-Floating Notional amount Pay-floating rate Receive-floating rate Weighted swap rate Interest Rate Swaps Fixed-Floating Notional Peso Notional USD Pay-floating rate Receive-fixed rate Floating- Fixed Notional USD Pay-fixed rate Receive-floating Rate Total (In USD) >1-<2 years >2-<3 years >3-<4 years >4-<5 years >5 years $21,548 $13,880 $10,000 $10,000 $5,000 $80,000 $140,428 P =53.16 4.62% - 10.25% $13,755 $6,094 $417 – – – $20,266 11% - 15.23% USD Libor P =51.64 $10,152 $3,742 $417 – – – $14,311 Mart + 1.25% 2.85% USD Libor P =51.34 – – – – – – = P1,000,000 – – – – $5,000 $18,846 $5,000 Libor+ 4.23%Mart+1.375% 9.75% - 11.7% $32,065 $24,098 – – – – $56,163 USD 2.3% - 4.2% USD Libor Globe Group’s other financial instruments that are exposed to interest rate risk are cash and cash equivalents, AFS investments and HTM investments. These mature in less than a year and are subject to market interest rates. Derivative Instruments Accounted for as Hedges The following sections discuss in detail the derivative instruments accounted for as cash flow hedges. • Currency and Cross-Currency Swaps As of December 31, 2006, Globe Telecom has outstanding US$6.51 million foreign currency swap agreements with certain banks, under which it effectively swaps the principal of certain USD-denominated loan exposures into fixed PHP-denominated loan exposures with semiannual payment intervals up to 2008. Globe Telecom also has outstanding foreign currency swap agreements with certain banks, under which it effectively swaps the principal of US$49.30 million loans into PHP up to April 2012. Under these contracts, swap costs are payable in semi-annual intervals in PHP or USD. - 75 As of December 31, 2006, the fair value of the outstanding swap amounted to P =574.65 million loss of which P =185.62 million (net of tax) is reported as “Cumulative translation adjustment” in the equity section of the consolidated balance sheets. Notional amount Floating-fixed cross-currency swaps Principal-only swaps • $6,511 49,296 Notional amount (In Thousands) = P335,438 2,709,494 Maturities Swap rates 2007 – 2008 2007 – 2012 51.520 54.963 Interest Rate Swaps As of December 31, 2006, Globe Telecom has US$12.10 million in notional amount of interest rate swap that has been designated as cash flow hedge. The interest rate swap effectively fixed the benchmark rate of the hedged loan at 2.305% to 4.205% over the duration of the agreement, which involves semi-annual payment intervals up to August 2007. As of December 31, 2006, the fair value of the outstanding swap amounted to P =8.64 million gain, of which = P12.07 million (net of tax) is reported as “Cumulative translation adjustment” in the equity section of the consolidated balance sheets. Accumulated swap income for the period ended December 31, 2006 amounted to P =18.31 million. Other Derivative Instruments not Designated as Hedges Globe Telecom enters into certain derivatives as economic hedges of certain underlying exposures. Such derivatives, which include embedded and freestanding currency forwards, embedded call options, and certain currency swaps with option combination or structured provisions, are not designated as accounting hedges. The gains or losses on these instruments are accounted for directly to the consolidated statements of income. This section consists of freestanding derivatives and embedded derivatives found in both financial and nonfinancial contracts. Freestanding Derivatives Freestanding derivatives that are not designated as hedges consist of currency forwards, options, swaps and interest rate swaps entered into by Globe Telecom. Fair value changes on these instruments are accounted for directly in the consolidated statements of income. • Currency Swaps and Cross-Currency Swaps Globe Telecom also has outstanding foreign currency swap agreements with certain banks, under which it swaps the principal of US$69.58 million USD-denominated loans into PHP up to April 2012. Under these contracts, swap costs are payable in semi-annual intervals in PHP or USD. Of the US$69.58 million, US$2.08 million is in combination with sold out-of-themoney USD call options with a strike price of P =62.50, while another US$20.00 million provides Globe Telecom the option to reset lower to a certain minimum the foreign exchange rate used to determine PHP equivalent amounts to be net settled by Globe Telecom upon maturity or termination. The reset option has been exercised. - 76 Globe Telecom also entered into cross-currency swap agreements with certain banks, under which it swaps the principal and interest of certain USD-denominated loans into Philippine peso with quarterly or semi-annual payment intervals up to June 2008. As of December 31, 2006, the total outstanding notional amounts of the cross-currency swaps amounted to US$4.16 million. The fair values of the outstanding currency and cross-currency swaps as of December 31, 2006 amounted to a loss of P =402.37 million. • Nondeliverable Forwards Globe Telecom entered into short-term nondeliverable currency forward contracts to fix the peso cash flows from coupon and redemption of certain Dollar-Linked Peso Note (DLPN) issued by the Republic of the Philippines (ROP). These currency forward contracts with a notional amount of US$74 million will mature in April 2007. The unrealized loss amounted to =43.11 million. P • Interest Rate Swaps Globe Telecom has an outstanding interest rate swap contract which swaps certain floating rate USD-denominated loans into fixed rate with semi-annual payment, intervals up to August 2007. The swap has an outstanding notional amount of US$12.00 million as of December 31, 2006. The Company also has an outstanding interest rate swap with a notional amount of US$5.00 million under which it effectively swapped the 9.75% coupon on its outstanding 2012 Senior Notes into a floating rate of interest based on LIBOR. The swap has a constant maturity swap (CMS) component that is intended to reduce swap costs. The interest rate on one leg of the CMS is being reset periodically subject to a cap, while the interest rate on the fixed leg of the swap is subject to a daily range accrual that is linked to the difference between the 30-year and 10-year USD swap rates. Globe Telecom also has an outstanding interest rate swap contract with a notional amount of =1,000.00 million, which effectively swaps a fixed rate PHP-denominated bond into floating P rate, with quarterly payment intervals up to February 2009. Globe Telecom also has outstanding interest rate swap contracts which were entered into to subsidize the cost of the outstanding currency swap contracts. The total notional amounts of these interest rate swaps amounted to = P1,000.00 million, with quarterly payment intervals up to February 2009. The fair value of the interest rate swaps as of December 31, 2006 amounted to a net mark-to-market gain of = P139.18 million and losses of = P17.71 million. - 77 • Sold Currency Options As of December 31, 2006, Globe Telecom has a sold currency option with an outstanding notional amount of US$3.00 million at an average strike price of = P61.25/USD maturing up to March 2007. This was entered into to subsidize the cost of outstanding currency swap contracts. The currency option has a zero fair value as of December 31, 2006. Embedded Derivatives and Other Financial Instruments Globe Group’s embedded derivatives include embedded currency derivatives noted in both financial and nonfinancial contracts and embedded call options in debt instruments. • Embedded Call Option Globe Telecom’s 2012 Senior Notes contain embedded call options which give Globe Telecom the right to prepay the notes at a certain call price per year. As of December 31, 2006, the embedded call options have a notional amount of US$293.54 million and fair value of = P1,425.27 million. • Embedded Currency Forwards As of December 31, 2006, the total outstanding notional amount of currency forwards embedded in nonfinancial contracts amounted to US$6.42 million. The nonfinancial contracts consist mainly of foreign-currency denominated purchase orders with various expected delivery dates. The fair value of the embedded currency forwards as of December 31, 2006 on the embedded currency forwards amounted to P =5.26 million. • Embedded Currency Options As of December 31, 2006, the total outstanding notional amount of currency options embedded in nonfinancial contracts amounted to US$0.90 million. The fair value of the embedded currency options as of December 31, 2006 on the embedded currency options amounted to P =.02 million. Fair Value Changes on Derivatives The net movements in fair value changes of all derivative instruments are as follows: Balances at January 1 Net changes in fair value of derivatives: Designated as accounting hedges Not designated as accounting hedges Less fair value of settled instruments Balances at December 31 2006 P =817,145 (254,589) 45,462 608,018 67,474 P =540,544 2005 =1,266,411 P (429,336) 27,006 864,081 46,936 =817,145 P - 78 Hedge Effectiveness Results As of December 31, 2006, the effective fair value changes on Globe Telecom’s cash flow hedges that were deferred in equity amounted to = P197.69 million, net of tax. Total ineffectiveness recognized immediately in the consolidated statements of income for the period then ended amounted to P =1.72 million. The distinction of the results of hedge accounting into “Effective” or “Ineffective” represents designations based on PAS 39 and are not necessarily reflective of the economic effectiveness of the instruments. 28. Segment Reporting The Globe Group’s reportable segments consist of: Wireless Communications Services - represents cellular telecommunications services that allow subscribers to make and receive local, domestic long distance and international long distance and roaming calls to and from any place within the coverage area. Revenues principally consist of onetime registration fees, fixed monthly service fees for postpaid, subscription fees for prepaid, revenues from value-added services such as text messaging and content downloads, proceeds from sale of handsets and other phone accessories, one-time allocation of upfront fees for the excess of selling price of SIM packs over the preloaded airtime and per minute airtime and toll fees for basic services which vary based primarily on the monthly volume of calls and the network on which the call terminates. Wireline Communications Services - represents fixed line telecommunications services which offer subscribers local, domestic long distance and international long distance services in addition to a number of value-added services in various service areas covered by the PA and Franchise granted by the NTC. Revenues consist principally of fixed monthly basic fee for service and equipment, one-time fixed line service connection fee, value-added service charges, and toll fees for domestic and international long distance traffic usage for voice and data services and internet subscription fees of wireline subscribers. This also includes a variety of telecommunications services tailored to meet the specific needs of corporate communications such as leased lines, Very Small Aperture Terminal (VSAT), international packet-switching services, broadband, and internet services. - 79 The Globe Group’s segment information follows (in thousands): 2006 Wireless Wireline Communications Communications Services Services Eliminations Consolidated P =50,671,825 P =6,361,794 P =– 57,033,619 2,888,850 26,539 – 2,915,389 Intersegment revenues 385,475 117,467 Interest income 611,271 104,066 Service revenues Nonservice revenues Other income - net (502,942) – – 715,337 1,173,530 3,492 (731,839) 445,183 55,730,951 6,613,358 (1,234,781) 61,109,528 General, selling and administrative (15,653,285) (3,670,489) 1,242,843 Depreciation and amortization (14,211,642) (2,574,042) Cost of sales (4,535,197) (84,479) 941 (4,618,735) Financing costs (3,180,896) (91,466) – (3,272,362) (243,778) (291,170) – (534,948) Total revenue Impairment losses and others (351,869) (18,080,931) (17,137,553) Equity in net earnings of an associate and a joint venture (5,834) – Income (loss) before income tax 17,900,319 (98,288) Provision for (benefit from) income tax (5,737,483) 32,991 Net income P =12,162,836 (P =65,297) – (342,866) – (5,834) 17,459,165 (5,704,492) (P =342,866) P =11,754,673 P =– P =14,880,452 Other segment information Capital expenditure P =12,598,828 P =2,281,624 2005 Wireless Wireline Communications Communications Services Services Eliminations Consolidated = P 48,481,323 P = 6,415,490 P =– 54,896,813 3,747,553 103,235 – 3,850,788 Intersegment revenues 645,090 361,265 Interest income 475,453 44,195 Service revenues Nonservice revenues Other income - net Total revenue 3,345,545 56,694,964 (3,611) (2,764,458) 577,476 59,844,725 1,979,324 (17,542,682) (3,578,904) (12,920,623) (2,449,546) Cost of sales (5,927,286) Financing costs (3,037,812) Impairment losses and others Equity in net earnings of an associate and a joint venture (1,455,431) Income (loss) before income tax 15,797,796 Net income (3,718,528) – 519,648 (3,770,813) Depreciation and amortization Provision for (benefit from) income tax – 6,920,574 General, selling and administrative (13,334) (1,006,355) (19,142,262) (363,790) (15,733,959) (142,936) 45,511 (6,024,711) (102,781) – (3,140,593) (153,425) – (1,608,856) – 492,982 (147,974) = P12,079,268 = P345,008 = P13,822,541 = P1,266,973 – (2,109,768) – (P =2,109,768) (13,334) 14,181,010 (3,866,502) = P10,314,508 Other segment information Capital expenditure = P– = P15,089,514 - 80 2004 Wireless Wireline Communications Communications Services Services Eliminations Consolidated = P47,054,481 = P5,686,877 = P– = P52,741,358 2,848,766 18,856 – 2,867,622 Intersegment revenues 563,129 309,780 (872,909) – Interest income 383,374 70,707 (43) 454,038 1,501,376 109,280 (1,203,366) 407,290 Service revenues Nonservice revenues Other income - net Total revenue 52,351,126 6,195,500 (2,076,318) 56,470,308 General, selling and administrative (13,655,870) (2,887,998) 1,139,905 (15,403,963) Depreciation and amortization (11,569,616) (2,379,011) Cost of sales (6,781,260) (81,224) Financing costs (6,345,332) Impairment losses and others Equity in net earnings of an associate and a joint venture (369,379) (62) (757,198) (14,705,825) 187,286 (6,675,198) 18,410 43 (6,326,879) (266,068) – (635,447) – (62) – Income (loss) before income tax 13,629,607 599,609 Provision for (benefit from) income tax (1,409,121) 82,429 Net income = P12,220,486 = P682,038 = P20,438,301 = P3,235,056 (1,506,282) – (P =1,506,282) 12,722,934 (1,326,692) 11,396,242 Other segment information Capital expenditure = P– = P23,673,357 The segment assets and liabilities as of December 31, 2006, 2005 and 2004 are as follows (in thousand pesos): 2006 Segment assets Investments in an associate and a joint venture under equity method Consolidated total assets[1] Consolidated total liabilities[1] Wireless Wireline Communications Communications Services Services P =125,242,295 P =17,463,845 Eliminations (P =18,965,502) Consolidated P =123,740,638 37,332 P =125,279,627 – P =17,463,845 – (P =18,965,502) 37,332 P =123,777,970 P =63,070,580 P =1,974,920 (P =2,953,817) P =62,091,683 Eliminations (P =17,878,920) Consolidated = P123,895,184 2005 Segment assets Investments in an associate and a joint venture under equity method Consolidated total assets[1] Consolidated total liabilities[1] Wireless Wireline Communications Communications Services Services = P122,852,929 = P18,921,175 43,263 =122,896,192 P – = P18,921,175 – (P =17,878,920) 43,263 = P123,938,447 P =64,854,937 = P6,416,199 (P =2,220,423) = P69,050,713 - 81 2004 Segment assets Investments in an associate and a joint venture under equity method Consolidated total assets[1] Wireless Communications Services = P131,229,612 Wireline Communications Services = P25,076,643 Eliminations (P =29,107,505) Consolidated = P127,198,750 91,925 P =131,321,537 – = P25,076,643 – (P =29,107,505) 91,925 = P127,290,675 P =74,328,551 = P2,738,543 (P =5,344,800) = P71,722,294 Consolidated total liabilities[1] [1] Consolidated total assets and liabilities do not include deferred income taxes. 29. Notes to Consolidated Statements of Cash Flows The principal noncash transactions for the years ended December 31, 2006, 2005 and 2004 are as follows: Note Increase (decrease) in liabilities related to the acquisition of property and equipment Capitalized ARO Dividends on preferred shares 15 2006 2005 (In Thousand Pesos) = P1,163,860 44,433 68,334 P =2,246,424 281,557 64,669 2004 = P935,909 182,363 75,128 The cash and cash equivalents account consists of: 2006 Cash on hand and in banks Short-term placements P =2,861,698 4,644,017 P =7,505,715 2005 2004 (In Thousand Pesos) = P736,200 = P1,967,695 10,174,761 11,614,147 = P10,910,961 = P13,581,842 Cash in banks earn interest at respective bank deposit rates. Short-term placements are made for varying periods of up to three months depending on the immediate cash requirements of the Globe Group and earn interest at the respective short-term placement rates. ANNEX II Globe Telecom, Inc. and Subsidiaries Balance Sheet Accounts Variance Analysis (December 31, 2006 vs. December 31, 2005) Assets Current a) Cash and Cash Equivalents– Decreased by P3.41 billion due to the additional capital expenditures, settlement of loans and payments of dividends during the year, net of cash provided by operating activities due to better operating performance. b) Available-for-sale investments, Held-to-maturity investments and Short-term investments – Increased by P6.05 billion mainly due to Globe group’s higher amount of money market placements of beyond 90 days. c) Receivables - net – Down by 18% or P1.24 billion as compared to same period last year due to higher traffic receivable collections from various carriers. d) Inventories and Supplies – Declined by 28% or P378.96 million due to the net issuance of handsets and phonekits as a result of Globe’s various promotional offers cushioned by higher units purchased over sales of CDMA telephone sets and modem for Innove’s wireless broadband and telephone services. e) Derivative Assets – Increased by P149.41 million due to gain on MTM value changes mainly coming from the valuation of bond options on the Senior Notes. f) Prepayments and other current assets – Up by 12% or P139.21 million attributable to the advance payment made to BIR for VAT and other taxes. Noncurrent g) Property and Equipment - net – Decreased by 3% or P2.48 billion due to depreciation, net of the purchases and project accruals for the additional network assets placed into service and the 3G sites rollout. h) Investment Property - net – Increased by 21% or P54.97 million due to the additional area in Innove IT Plaza leased to third parties, net of the related depreciation. i) Intangible Assets - net – Up by 3% or P28.90 million due to the additional acquisitions of various computer software and telecom equipment licenses and other value added software applications in support of the expanded network and subscriber base, net of the related depreciation. j) Investments in an Associate and a Joint Venture – Down by 14% or P5.93 million mainly attributable to Globe Group’s equity in net loss on Bridge Mobile Alliance. k) Deferred Income Tax - net – Pertains to adjustment on Innove’s reversal of certain deferred income tax items which have been realized. l) Derivative Assets –Have zeroed out in 2006 as cross-currency swap instruments that used to be in this category were reclassified to derivative liability due to significant decrease in MTM gain (resulting to MTM loss) coupled with interest rate swap instruments reclassed to current portion since maturities are scheduled in 2007. m) Other Noncurrent Assets – Up by 98% or P993.53 million due to Innove’s deposit in Escrow in compliance with the conditions set by SBMA in February 2006 and the net increase in deferred VAT and advances to suppliers and contractors for the additional equipment bought for network expansion and 3G rollout. Liabilities Current n) Accounts payable and Accrued Expenses – Up by 18% or P2.51 billion due to the accrual of highvalue 3G equipment shipments cushioned by net payments to local and foreign suppliers in support of the network expansion and 3G rollout and to assist current operations. o) Provisions – Increased by 7% or P16.86 million attributable to the additional accrual made on probable regulatory claims and assessments. p) Income Taxes Payable – Increased by 185% or P540.03 million mainly attributable to higher taxable revenues during the fourth quarter this 2006 compared to the same period in 2005. q) Unearned Revenues – Declined by 2% or P31.61 million caused by the faster consumption of prepaid airtime and landline credits as a result of the on-going promos being offered during the period (text unlimited, lower call rates, etc.). Noncurrent r) Deferred Tax Liabilities – Pertains to adjustment on Globe’s provision for deferred income tax mainly coming from higher depreciation claims under sum-of-the-years digit method used for tax reporting versus straight-line depreciation used for financial reporting. s) Long-term Debt – Decrease of P10.49 billion is mainly attributable to the partial redemption of 2012 Senior Notes coupled with the scheduled loan installment repayments to foreign and local creditors during the year. t) Derivative Liabilities – Increased by P354.38 million due to the additional loss recognized on MTM value changes on swaps and free-standing forward contracts. u) Other Long-term Liabilities – Up by P134.80 million due to the additional accrual and accretion of asset retirement obligation cushioned by amortized settlement of long-term liability. Equity v) Paid-up Capital – Increased by 1% or P168.95 million mainly attributable to the issuance of Globe shares due to exercised stock options triggered by favorable increases in Globe’s share price during the year. w) Cost of Share-Based Payments – Increase represents additional compensation expense net of the value of the stock options exercised during the year. x) Cumulative Translation Adjustment – Lower translation loss by 18% or P42.10 million is caused by the favorable fair value changes on derivatives designated as cash flow hedge coupled with valuation gain on available for sale investments (Investment in Peso T-bills). y) Retained Earnings – Increased by 28% or P5.09 billion attributable to 2006’s net income of P11.76 billion reduced by the P6.67 billion dividends declared to common and preferred shareholders. Globe Telecom, Inc. and Subsidiaries Aging of Accounts Receivable as of December 31, 2006 Trade Receivables Current More than 90 days past due More than 120 days past due More than 150 days past due More than 180 days past due Traffic Settlement Receivables Other Receivables Total Receivables Less: Allowance for doubtful debts Receivables - net (In Thousand Pesos) P2,624,532 276,492 241,690 205,618 2,599,571 5,947,903 1,959,169 305,615 8,212,687 (2,684,782) P5,527,905 Breakdown of Liabilities 12/31/2006 5,855.42 4,548.84 4,378.53 1,501.93 135.87 64.67 16,485.26 12/31/2005 5,744.39 2,444.11 4,101.40 1,544.66 69.33 68.33 13,972.22 A. Accounts Payable Accrued Project Cost Accrued Expenses Traffic Settlements Output VAT payable Dividends Payable B. Provisions 248.31 231.46 C. Income Taxes Payable 831.38 291.35 D. Unearned Revenues 1,270.08 1,301.68 E. Long Term Debt (LTD) Current Portion of LTD Banks Suppliers Corporate Notes Current portion of unamortized bond premium and issuance costs - 2012 Senior Notes and Retail Bond 6,218.45 - 7,703.27 103.27 - 53.15 6,271.60 51.61 7,858.15 11,622.03 3,607.00 15,229.03 18,407.53 4,109.00 22,516.53 LTD - net of current portion Banks Suppliers Corporate Notes