- Globe Telecom
Transcription
- Globe Telecom
Contents 02 – Vision & Mission Statements 03 – Financial Highlights 04 – Chairman’s Message 07 – President’s Message 12 – 2004 Operational Achievements 18 – Management’s Discussion & Analysis 22 – Other Wireless Products & Services 25 – Innove Communications 30 – Board of Directors & Key Officers 36 – Report of Independent Auditors 75 – Directory of Business Centers 79 – List of Subsidiaries 80 – Globe Bridging Communities GLOBE TELECOM, INC. 1 ANNUAL REPORT 2004 Vision & Mission Statements Vision Mission Our Company provides more than just lines. Our mission is to advance the quality of life by delivering the best solutions to the communications-based needs of our subscribing publics. We advance the quality of life of individuals and organizations by delivering the solutions to their communications-based needs. We provide quality and personalized service that exceeds our customers’ needs and expectations. We take lead of the industry as the service provider of choice. We secure our competitive edge by packaging solutions enhanced by pioneering innovations in service delivery, customer care, and the best appropriate technologies. We acknowledge the importance of our key stakeholders. In fulfilling our mission, we create value for: We are driven by a culture of excellence and innovation, enabled by best-in-market talent and superior operating effectiveness and flexibility. Customers: Customer satisfaction is the key to our success. We help individuals improve their way We are the company of choice because, in what we provide, we are the best. Telecom International. We take pride and build on the value our shareholders provide. In return, we maximize the value of their investments. of life and organizations do their business better. Shareholders: Our business is sustained by the commitment of Ayala Corporation and Singapore Employees: Our human resources are our most valuable assets. We provide gainful employment that promotes the dignity of work and professional growth and thus attract and retain best-in-market talent Community: Community support is vital. We will act as responsible citizens in the communities in which we operate. Government: We are the partners of government in nation building. We support and participate in the formation of policies, programs and actions that promote fair competition, judicious regulation and economic prosperity. GLOBE TELECOM, INC. 2 ANNUAL REPORT 2004 Financial Highlights Wireless Subscribers Net Operating Revenues EBITDA* 00 00 00 (in 000s) 01 02 03 04 Net Income (in Pm) (in Pm) (in Pm) 2,563 4,588 6,572 8,860 12,514 01 02 20,077 35,403 45,800 03 04 49,478 55,609 Property & Equipment Market Capitalization 00 (in Pm) 7,954 01 02 00 15,811 03 26,704 01 02 27,853 03 33,040 04 1,622 4,379 6,918 10,345 04 11,257 (in Pm) 45,179 89,101 96,270 00 51,185 01 02 01 02 80,620 67,978 03 101,178 03 04 107,013 04 120,317 133,608 2004 2003 2002 2001 2000 Net Operating Revenues 55,609 49,478 45,800 35,403 20,077 Income from Operations 17,143 15,692 15,816 9,716 4,716 Net Income 11,257 10,345 6,918 4,379 1,622 Stockholders’ Equity 57,016 50,854 50,856 43,912 19,204 107,013 101,178 96,270 89,101 45,179 For the Years Ended (in Pm) Property and Equipment - Net *Earnings Before Interest, Taxes, Depreciation, Amortization and other income/expense GLOBE TELECOM, INC. 3 ANNUAL REPORT 2004 Fellow Stockholders Lim Chuan Poh Co-Vice Chairman Delfin L. Lazaro Jaime Augusto Zobel de Ayala II Co-Vice Chairman Chairman Ultimately, we believe that reinforcing the Philippines’ leadership in telecommunications technology is a key responsibility we continue to carry pioneer the future of our country. as we GLOBE TELECOM, INC. 4 ANNUAL REPORT 2004 The telecom industry was confronted with many challenges in 2004 brought about by intensified competition among market players, uncertainties from a fiercely contested national election and continuing tensions overseas. However, despite these adversities, your Company emerged resilient as we made even bolder steps to enhance our wireless and wireline businesses. The industry continued to develop aggressively driven by new technological advancements. Our firm belief in the cellular phone’s increasing potential to deliver new products and services has underpinned many of Globe Telecom’s accomplishments over the past ten years. Given this, we continue to pursue our mandate to pioneer the future of the Philippine telecommunications industry. industry as we make another innovation that could significantly change the way Filipinos live. Our latest pioneering contribution to mobile commerce in the Philippines, G-Cash, facilitates through the mobile phone the three major cash transactions made by consumers today: purchases and payments, person-toperson or P2P transactions, and domestic and international remittance. We have come a long way from the telecom company we were a decade ago. In 1994, Ayala Corporation and Singapore Telecom launched through Globe the Global System for Mobile Communication or GSM standard in mobile communications, a digital service far superior and more secure than the prevailing analog technologies at that time. With it, Globe introduced the Short Messaging Service, or SMS, which brought connectivity to a new level and in the process, served as a new medium for connecting Filipinos’ lives. For this, the Philippines was acknowledged globally as a leading innovator in wireless value-added services. Today Globe continues to be a driving force in placing the Philippines in the global map of cutting edge innovation. We remain vanguards of an emergent We continue to seek new prospects for Globe with the objective of bringing the mobile experience to more Filipinos around the world. In 2004, Globe joined six other leading Asia Pacific mobile operators namely Singapore Telecom, Bharti of India, Malaysia’s Maxis, Optus of Australia, Taiwan Cellular and Telkomsel in Indonesia to form a regional mobile alliance called Bridge Mobile. This group which is part of the SingTel alliance has a combined base of over 56 million subscribers, making it the largest mobile alliance in the Asia Pacific region. Bridge Mobile will serve as the commercial vehicle by which we can jointly invest to build a regional mobile infrastructure and common service platforms. This will enable the creation and seamless delivery of mobile services across geographic borders and enhance the service G-Cash builds on the success of our over-the-air reloading products in 2004 as we developed ways to expand the use of mobile phones beyond communications. The continued growth in our subscriber base matched by our solid financial results indicates how far we have accomplished this goal. GLOBE TELECOM, INC. 5 ANNUAL REPORT 2004 experience of our respective mobile customers when roaming from one country to another through wider service availability and exclusive product offerings. With our sustained growth and strong cash generation momentum, we have adhered to our cash dividend policy. In February, your Company’s Board of Directors declared the first semi-annual cash dividend amounting to P20 per shareholder payable to common stockholders of record as of 18 February 2005. This is an increase of 11% over 2004’s first semi-annual cash dividend. A total of P2.8 billion dividends will be paid on 15 March 2005. Globe joins six other leading Asia Pacific mobile operators to form a regional mobile alliance called Bridge Mobile. Your Board of Directors also approved an offer to purchase one share for every fifteen shares of the outstanding common stock of Globe, from all shareholders of record as of 10 February 2005, at a price of P950 per share. The approval allowed Globe to purchase up to 9,326,924 shares or 6.67% of the Company’s outstanding common shares valued at about P8.86 billion. We believe this is a value enhancing exercise as it optimizes Globe’s capital structure and increases return on equity and cash yield to shareholders. This will also bring Globe’s net debt to equity ratio close to target while keeping total debt to EBITDA within a 2 to 1 ratio. In addition, your Company’s Board of Directors also approved the retirement of the purchased shares and the existing 12 million Treasury shares acquired in 2003 from Deutsche Telekom. Globe’s cash flow generation has substantially increased in recent years notwithstanding the aggressive network expansion. In the past two years, we spent an average of P18 billion annually for capital projects that extended our geographic coverage to areas where we anticipated growth in the wireless market. We will pursue our expansion program with P17 billion earmarked in 2005 to build even more cell sites and reach out more to the underserved areas. Our strong financial position provides the flexibility to follow through with this network build out. Our long-term debt as of the end of the year of P52 billion remains highly manageable with maturities well spread over the next seven years. In the year to come, the domestic telecom industry will continue to be challenged by issues that weigh heavily on the country’s overall macro-economic and fiscal position. The country’s fiscal imbalance, which has prompted the imposition of several tax-raising measures will certainly bear impact across a variety of business sectors as well as the consumers. While these measures may have short term repercussions, we believe these will yield long term benefits to the country’s economic condition which may provide even greater opportunities. Meanwhile, we will continue to build on the groundbreaking services we have established to provide the foundation for more inventive and leading-edge services. Just as we revolutionized the way Filipinos communicate when we first ventured into wireless technology, we will continue to create new, innovative products and services that will unlock our potentials as a wireless service provider and enhance value for all our stakeholders. Ultimately, we believe that reinforcing the Philippines’ leadership in telecommunications technology is a key responsibility we continue to carry as we pioneer the future of our country. Jaime Augusto Zobel de Ayala II Chairman Delfin L. Lazaro Co-Vice Chairman Lim Chuan Poh Co-Vice Chairman 1st DIVIDEND OF 2005 Cash Dividend Declaration The Board of Directors declared the first semi-annual cash dividend in 2005 of P20 per share, 11% higher than 2004, payable to common stockholders of record as of 18 February 2005. A total of P2.8 billion in cash dividends will be paid on 15 March 2005. Basic Earnings per Share 2004 79.93 2003 68.79 % var 16% Fully Diluted Earnings per Share 79.80 68.65 16% Dividend per Shareholder* 36.00 14.00 157% 955.00 860.00 11% 49% 31% Globe’s Dividend Policy was approved by the Board of Directors in early 2004. The dividend payout rate was set at approximately 50% of prior year’s net income payable semi-annually in March and September of each GLOBE TELECOM, INC. 6 year subject to annual review, considering Globe’s operating results, cash flows, debt covenants, capital expenditure levels and liquidity. Share Price Ratios Payout Ratio ANNUAL REPORT 2004 Dividend Yield 4.2% 2.5% *paid in two equal installments in March and September 2004 President’s Message Gerardo C. Ablaza, Jr. President & Chief Executive Officer What a year 2004 was! It has been an inspiring one for us at Globe. As we witnessed the significant potential for business growth in the mass market, we geared ourselves to participate meaningfully in it. At the beginning of last year, Globe began strategic initiatives aimed at strengthening our competitive position in the mass-market arena, and renewed our commitment to the role we took when we first embarked on the telecom business: to be a leader in pioneering the future for wireless communications in the Philippines. We are proud to have delivered well on these initiatives as we marked 2004 with important breakthroughs and innovations, the benefits of which we expect to realize in the next few years. In a world where credit and cash cards are increasingly substituting for the need to carry cash, Globe has taken this convenience a major step further. The industry’s most important innovation breakthrough in 2004 was G-Cash -- transforming Globe Handyphone and Touch Mobile phones into mobile "wallets." The cardless, cashless, and text-based service is the first in the Philippines and is the only mobile service available in the country that delivers the key facets of m-commerce over a single platform. Poised to revolutionize the way people transact money, G-Cash enables subscribers to send and receive money person to person and make payments and remittance transactions through Globe’s network of business alliances. As of end-2004, there were more than 200,000 registered users for this first-of-akind m-commerce offering in the country. Globe’s partners expanded to more than GLOBE TELECOM, INC. 7 ANNUAL REPORT 2004 2004 Revenue Breakdown Wireline Data 4% Wireline Voice 7% Wireless 89% Data 41% Voice 59% Total net service revenues up by 11% to P52.7 billion. 30 establishments with a multitude of new names that include Jollibee, ShoeMart, Fully Booked, Ortigas Home Depot, and Westin Philippine Plaza. The Bureau of Internal Revenue connected with us to enable payment of annual business license fees and the Rural Bank Association of the Philippines is laying the groundwork for testing G-Cash as a vehicle for micro-finance delivery. We also built services that strengthen the Filipino value of staying connected with family and friends – anytime, anywhere. Capitalizing on the concept of "value-transfers," Globe’s innovations allow subscribers to sustain their mobile service with some help from family and friends. Breaking the norm wherein a subscriber pays for all calls and text messages, Globe enables people to share their resources and opt to pay for these calls and text messages. Globe Kababayan unleashed a ribbon of connectedness which has proven to be very useful during emergencies, and has been extended to include Filipinos working overseas, now estimated to have reached more than eight million. The program which has prioritized areas with large numbers of Overseas Filipino Workers (OFW) allows them to send prepaid credits to their loved ones back home. With the help of our partner service providers, AutoloadMAX now reaches more Filipinos across the globe in countries such as Taiwan, Saipan, Guam, and the United Kingdom on top of existing channels in Hong Kong, Singapore and Japan. To ensure OFWs that their families are just a phone call or text away, Globe Kababayan also launched the Quick Remit & Load card which enables OFWs to remit cash as well as reload their loved ones' phones at the same time. This service complements G-Cash’s international remittance service. As we competitively positioned ourselves in a broader market, we targeted distinct consumer segments so we could tailor-fit to their various mobile service needs/requirements: For the selective Globe female subscriber, we introduced an exclusive club called Globe Girlfriends. It may be the first club ever that does not even have membership cards. Instead, members present specific messages downloaded from their Globe Handyphone for them to enjoy perks from partner establishments. For the youth, we further strengthened our GENTXT mobile service. GENTXT is an exclusive club designed to take young subscribers’ lifestyle to a whole new level. Members of this service are given a GENTXT card which acts as a virtual passport to parties, concerts, movie premieres and a whole lot more. For the "tweens," we launched Globe Gizmo Prepaid which provides our junior subscribers instant mobile connections to their parents and allows the youngsters easy access to learning tools, games, ring tones, and picture messages. GLOBE TELECOM, INC. 8 ANNUAL REPORT 2004 For businessmen, who depend on devices that keep them in touch with the global marketplace, we launched our BlackBerry® service, a leading wireless connectivity solution. Through BlackBerry®’s unique “push” technology, subscribers can access email wirelessly, browse Internet pages, view and manage email attachments in popular formats. And with over one hundred General Packet Radio Service (GPRS) roaming partners, subscribers can use this service while traveling abroad. To support the reach and scale requirements of our service and innovation initiatives, we successfully completed our most aggressive expansion program focusing on two fronts: infrastructure and distribution. On infrastructure, we embarked on the largest network coverage expansion program Globe has ever undertaken. I am proud to say that we successfully exceeded the time and cost targets we set for this Phase 10 network rollout program. During the year, we added 1,156 new cell sites that brought the total cell site count to 3,736 at the end of 2004 – 45% more than a year ago. Our 2004 expansion program was the most extensive ever undertaken, and was the main component of the Company’s capex program which amounted to P21billion. Network Expansion 2004 2003 21.2 80% 92% 72 15.8 50% 75% 100 4000 Total Capex (in P b) Geographic Coverage Population Coverage Capex per Sub (in US$) 2004 Number of Retailers OTA as %of total value OTA as % of total transactions 736,604 62% 90% 3000 29.8 26.25 2,580 2,190 1,782 2000 1000 35.00 3,736 17.50 1,168 21.2 20.5 19.2 15.8 8.75 0 0.00 00 01 02 03 04 00 Cellsites 01 02 Capex (in P b) Our total capex increased by only 34% in 2004 while providing us more than double our 2003 roll-out which expanded our geographic coverage to 80% from just 50% at the start of the year while population coverage reached 92% from 75% at the end of 2003. As a result, geographic coverage expanded to 80% from just 50% at the start of 2004 while population coverage reached 92% from 75% at the end of 2003. Our enhanced network capabilities and expanded presence in untapped markets, particularly the provincial areas, will enable us to continue growing in 2005. As a result, Globe Handyphone and Touch Mobile Autoload Max and Share-a-load have continued to increase their contribution to Globe’s total prepaid reload volumes. For the month of December 2004, these top-up options accounted for 90% of total reload transactions and 62% of total reload value. In the distribution arena, we pushed hard to make our over-the-air reloading network pervasive. We exceeded our full year target of half a million retailers by 47% with 737 thousand registered Autoload Max retailers by the end of 2004. For our wireline business, we accomplished significant achievements despite a very challenging operating environment. GlobeQUEST, our wireline data brand, was able to register a 26% revenue growth. Moreover, we maintained our leadership position in key market segments GLOBE TELECOM, INC. 9 ANNUAL REPORT 2004 03 04 Total Wireless Market (in millions) 35.00 40% 26.25 30% 17.50 20% 8.75 10% 0.00 such as business process outsourcing (BPO), call centers and internet service providers (ISP) through the introduction of innovative services in the area of broadband access. These services allow convenient and reliable data transmission at top speeds and the most cost-efficient rates. 0% 00 01 Wireless Subcribers Penetration Rate 02 03 04 2000 2001 2002 6.4 11.0 15.2 8% 14% 19% 2003 22.3 27% 2004 32.9 39% Quarterly International Long Distance (ILD) 600 4000 450 3000 300 2000 150 1000 We also expanded our broadband service into Cebu, which is being promoted by the Arroyo government as an investment hub next to Metro Manila, and more recently, in Davao, which just had its first call center opened. On the wireline voice front, we led industry growth with more than 60,000 new Globelines subscribers. From only 500 subscribers at the start of the year, we grew broadband subscribers to more than 8,000, making us the number two operator in this segment. Our rollout during the year made our network 65% broadband capable and extended broadband service even in the countryside. 4Q03 1Q04 2Q04 3Q04 4Q04 ILD Minutes (in M) 352 341 322 289 320 ILD Revenues (PM) 3,476 3,448 3,202 2,887 3,085 All in all, your Company’s 2004 initiatives translated into healthy financial results. Subscriber base grew 41% to over 12.8 million wireless and wireline subscribers. Net service revenue rose to almost P53 billion, with net income reaching over P11.3 billion. Both ILD volume and revenues improved in the fourth quarter of 2004. Your Company’s balance sheet also remains strong with an asset base of P138 billion and with a healthy leverage profile. Increased efforts to decrease debt combined with the growth in 0 0 4Q03 1Q04 2Q04 3Q04 4Q04 GLOBE TELECOM, INC. 10 ANNUAL REPORT 2004 EBITDA resulted in an improvement in key financial ratios across the board. Despite all these successes, 2004 brought a number of serious challenges: The Globe subscriber base continued to be under pressure from a competitive Free SIM Swap attack that started in 2003. In order to restore equilibrium, we engaged in our own Free SIM Swap Program early in the first quarter. As a result, we experienced a significant lift in our subscriber net additions in the last three quarters – leading to a full year net expansion of 3.7 million subscribers, the highest ever accomplished by Globe. However, as free SIM swap programs increase the likelihood of rotational churn, we revised our policy for counting subscribers. Starting in the third quarter, new subscribers are recognized as part of our base only when they are capable of generating outgoing service revenue. Inbound International Long Distance (ILD) volume and revenues suffered from the effects of illegal International Simple Resale or ISR operations, wherein inbound international calls do not pass through licensed operators. To reduce ISR activities, Globe increased monitoring procedures in coordination with the National Telecommunications Commission and other industry players, tightening the fraud and risk-evaluation process. As a result, both ILD volumes and revenues improved in the fourth quarter of 2004, after having declined significantly in the first three quarters of the year. As competition continued aggressive promotional campaign aimed at our postpaid base, we increased acquisition and loyalty spending to strengthen our defense. This has resulted in the commitment of higher marketing expenditures, towards maintaining our leadership position in this segment. As we intensify our initiatives into the mass market, we expect further downward pressure on Average Revenue Per User (ARPU) going forward. We are continuing efforts to streamline costs and expand our network at relatively lower capital expenditure levels to enable us to effectively and efficiently serve this growing, albeit lower ARPU subscriber market. The year 2005 is likely to be filled with even more significant changes for the country’s wireless landscape. Significant developments in the regulatory environment will impact the telecommunications industry. Third-generation technology (3G) guidelines are already in the preliminary discussion stage, and Globe continues to actively participate in this dialogue. The National Telecommunication Commission plans to issue, within the first half of 2005, rules and regulations on 3G, the mobile technology for high-speed internet access, video streaming, and high-end data exchange. On the other hand, the government has made clear its plan to impose additional taxes to improve the Philippines’ fiscal position, an initiative that is likely to affect not only the telecommunications industry, but all other sectors and consumers. Nonetheless, even if these tax-collection efforts may have a negative impact on overall consumer spending over the near-term, we believe it will help elevate the Philippine economy going forward, thus creating a more attractive consumer environment in the long-run. As good corporate citizens, we will continue to be open and cooperate with the government in its quest for improved national revenues. The favorable growth curve of the Philippine wireless industry may start to even out in 2005 as the market matures. We expect 45 - 50% of Filipinos to own a wireless phone by 2005 as opposed to 39% in 2004. With this in mind, we will take every effort to take a proportionate share of the new market opportunities before the growth settles down to a level largely driven by population growth and improvements in the gross domestic product. This year is also likely to be filled with interesting new turns. We see increased activity in tapping GLOBE TELECOM, INC. 11 ANNUAL REPORT 2004 into the vast largely unexplored areas of mcommerce and overseas mobile services, and these will propel us towards developing more innovative and revolutionary services. There will be a new horizon of opportunities for our valued partners across the industries as we provide access to the widest possible market through Globe Handyphone or Touch Mobile phones. We are transcending traditional boundaries as G-Cash and Globe Kababayan bring new dimensions into the mobile experience. We are committed as ever before to revolutionizing the way consumers use wireless technology. As we stand at the threshold of an evolving era of wireless communication, we continue to work hard towards realizing the vast potential and the exciting possibilities this new era brings. We take courage in the enduring faith and backing of our shareholders and stakeholders. And our confidence is improved by the unwavering loyalty of our people. So long as we are innovatively, competitively, and constantly exceeding expectations, we know we will continue to be pioneering the future. Gerardo C. Ablaza, Jr. President & Chief Executive Officer 2004 Operational Achievements Best Mobile Messaging Service WINNER Globe Telecom, Inc. (Philippines) G-Cash M-Commerce Service Success with Strategic Initiatives The importance of innovation Innovation lies at the heart of building and nurturing the Globe Handyphone and Touch Mobile brands. However, not just innovation for its own sake. Rather, innovation defined by a deep insight into consumer needs, and matched with a passion to fulfill these consumer needs. This allows the Globe Handyphone and Touch Mobile brands to be able to stay relevant and meaningful in the face of change, thereby providing added value to both consumer and ultimately the shareholder. Segment innovation The Philippine population is not homogenous. An extensive research program indicated that it is made up of different segments, each having different needs. Recognizing this, Globe launched different segment packages -- each with its unique distribution, pricing, product and service, and communications mix – to uniquely address these different markets. The ultimate objective is to provide each subscriber, unique as he is, a superior experience so that he can truly say, “My brand (Globe Handyphone or Touch Mobile) understands my needs. My brand is especially made for me.” Detailed discussion of Strategic Initiatives are as follows: G-Cash awarded m-commerce service breakthrough for 2004 Out of the many innovative services launched in 2004, G-Cash—the only mobile service that delivers key facets of m-commerce over one single platform—is the most exciting service launched during the year. GLOBE TELECOM, INC. 12 ANNUAL REPORT 2004 The first in the Philippines, this ground-breaking service transforms a Globe Handyphone and a Touch Mobile phone into a mobile "wallet" that is entirely cardless and cashless, and transacts at the speed of text. With the mobile wallet, subscribers can send and receive money person to person or P2P; purchase goods and services; and send and receive domestic and international remittances. Completely safe, G-Cash mobile wallets are PIN-protected. In place of receipts, text advisories with unique trace numbers are sent to both the sender and recipient. Easy to use, a subscriber can load G-Cash in his mobile wallet at any authorized outlet; virtual wallet can hold from P1 to P10,000 and have daily transactions up to P40,000. Subscribers are charged only P1 per message for G-Cash transactions, Globe Business Centers and Globelines Payment and Service Centers charge a service fee of 1% of the total transaction, while G-Cash transactions at certain authorized outlets may be subject to processing fees. G-Cash is an example of the synergy and collaboration between Globe and trade and merchant partners. G-Cash accelerates the evolution of m-commerce, giving consumers a convenient, easy-to-use mobile payment option. As a testament to this revolutionary innovation, G-Cash won Best Mobile Messaging Service for 2004 during the 2005 GSM Awards ceremony held in Cannes, France last February. Globe has the distinction of being the only Filipino telecommunications company shortlisted and awarded at this prestigious gathering of the world’s top mobile operators, manufacturers and suppliers. The event was part of the annual 3GSM Congress, a prestigious gathering of Chief Executive Officers and decision makers in the global telecommunications industry. An international panel of judges, composed of independent industry experts, executives and analysts determined the 13 winners for 13 categories, out of 61 finalists and 480 entries. Calling the mass market: new product and platforms In our bid to sharpen our competitiveness, we pursued our innovation initiative and launched an array of new and non-traditional, value-filled products and services. Each new innovation reflects your Company’s commitment and sensitivity to the needs of the diverse segments of the consumer market. We launched Globe Gizmo Prepaid, a new mobile service for youngsters that lets them access learning tools and fun downloads, and keeps them instantly connected with their parents, GLOBE TELECOM, INC. 13 ANNUAL REPORT 2004 who can monitor their prepaid expenses closely. For the business-oriented Globe Postpaid Corporate Managed Accounts, we launched a leading wireless connectivity solution service with a wide range of applications: integrated phone, SMS, browser and organizer in a single handheld device. BlackBerry® subscribers can access email wirelessly with BlackBerry®’s unique “push” technology, browse internet pages, view and manage email attachments in popular formats, and be used in over one hundred countries by our subscribers who roam abroad. We created an exclusive club for Globe female subscribers. Globe Girlfriends invites members to enjoy special perks and privilegessans traditional membership cards by presenting specific messages downloaded from their Globe Handyphone to partner establishments. Each new innovation reflects your Company’s commitment and sensitivity needs of the diverse segments of the consumer market. to the Your Company is once again at the forefront of value-transfer services. These new introductions bring the exchange of load to new levels of convenience and affordability, thus enhancing the sustainability of the wireless service. To provide loyal subscribers with added reload flexibility, Globe launched its Ask A Load service which allows Globe Handyphone Prepaid subscribers, with or without load credits, to request for prepaid credits from another Globe Postpaid or Prepaid subscriber. Your Company then pioneered the first and only Call and Text Collect service in the Philippines, enabling a pre-registered Globe Prepaid subscriber to send SMS or make voice calls to others in the Globe network even when they’ve run out of load credits. Leaving little to chance, we set up our Txt Bak Mo Libre Ko messaging service that ensures a sending subscriber that the receiving GLOBE TELECOM, INC. 14 ANNUAL REPORT 2004 subscriber will be able to text back even if he has no load. The sender shoulders the cost of the text reply. Recognizing the need for OFWs to connect with their families at home, your Company launched its Globe Kababayan cross-border reload services in Hong Kong, Singapore and Japan with Share A Load and Globe AutoLoad Max facilities. OFWs in these countries can send prepaid credits to loved ones on the Globe Prepaid or Touch Mobile service. Globe Kababayan intends to offer its wide array of mobile services in top-priority OFW territories globally. Growing the network: aggressive expansion into new areas In 2004, we sought a pervasive network presence. We wanted to be where we had never been and we wanted to do it quickly. We added 1,156 new cell sites, exceeding our year end target. By the end of 2004 our total cell site count was 3,736. Geographic coverage increased also to 80% while population coverage reached 92%. establishments further promoted the sales and distribution of the AutoLoad Service and reinforced the increase in distribution. Wireless Subscribers (in thousands) 14000 12,514 Subscriber Growth 10500 8,860 6,572 7000 Although this was our most aggressive expansion to date, we retained comparatively low capital expenditures. Improvements in network design, overall efficiency, dropping equipment prices and bargaining leverage provided by our regional alliance helped keep costs down. In total, the capital expenditure amounted to P21.2 billion. Our total capex increased by only 34% from last year, even as we more than doubled our 2003 roll-out. Distribution boom As our network grew, so did our distribution. Our over-the-air top-up services (Autoload Max, Family Autoload, and Share-a-Load) became significant contributors to your Company’s prepaid reload volumes. For the month of December alone, these top-up options accounted for 90% of the total reload transactions and 62% of the total reload value. The number of Globe retailers also surged. By the end of 2004, we had almost 740 thousand Autoload Max retailers, far exceeding our year-end target of half a million retailers. Co-marketing alliances with reputable retail As projected, 2004 was ripe for market growth. So much so that we’ve done even better than expected. Globe’s total wireless subscriber base reached 12.5 million by the end of 2004, up by 41% with net additions of 3.7 million for the year. The record net additions were 60% higher than the 2.3 million net subscribers added in 2003. Still ahead in the postpaid segment Although the competition barraged the market with aggressive acquisition programs, Globe defended its leadership position in the postpaid segment. Your Company re-established its dominance in 2004 with a principal market share at around 70% while keeping subscriber acquisition costs at reasonable levels. Rise in prepaid services As our focus was on market share, we paid close attention to our prepaid services. Clearly the investment paid off: our prepaid services posted record growth with net additions of 3.7 million subscribers from the previous year. From 8.2 million subscribers in 2003, our prepaid subscribers grew 45% to 11.9 million in 2004. GLOBE TELECOM, INC. 15 ANNUAL REPORT 2004 3500 4,588 2,563 0 00 01 02 Postpaid 03 04 Prepaid Acknowledging the changing dynamics of the industry, Globe updated its policy in the third quarter to include new subscribers in its final count only if they are generating outgoing service revenue. Thus, a SIM swapper is included in the subscriber count only when he generates outgoing revenue or upon his first reload. Continued Strength of Strategic Partnerships SingTel increases stake by 7 million shares In the past, Singapore Telecom had shown its interest in increasing its stake in Globe and was pleased at the chance to follow through last year. SingTel purchased seven million common shares in Globe, which was 5% of Globe’s common shares, at P950 per GLOBE AWARDED BY INTERNATIONAL INSTITUTIONS No good thing ever goes unnoticed. Your Company prides itself in pursuing excellence from our products to our services—that pride is warranted. This year, Globe’s efforts have earned validation from a number of prestigious international award-giving bodies: • Globe is the first Filipino telecom firm awarded the Best GSM Carrier in the Asian region at the renowned Telecom Asia Awards. • Globe is hailed by Euromoney as the Best Managed Telecom Company in the Philippines. share from Ayala. The shares, representing about 2.35% of Globe’s total voting shares, are part of the block Ayala acquired from Deutsche Telecom in October 2003 at P680 per share. Operating through a Singapore-incorporated company, Bridge Mobile Pte Ltd (‘Bridge Mobile’), will push commercial benefits for the regional operators and will deliver the regional mobile services to their subscribers. The sale leaves Ayala’s holdings at 35% from 40% of the common shares, while SingTel increased its ownership to 45% from 40%. Ayala, however, retains 48.3% of the voting shares. Ayala raised P6.65 billion from the sale, which the company intends to use to partly settle debt at the parent level and further strengthen its financial position, without diminishing its interest in a high-growth company like Globe. Together, the group has a combined base of over 56 million subscribers, making it the largest mobile joint venture in the Asia Pacific region. Operator partners are Bharti (India), Maxis (Malaysia), Optus (Australia), SingTel (Singapore), Taiwan Cellular Corporation (Taiwan) and Telkomsel (Indonesia). Ayala and SingTel’s commitment to Globe remains stronger than ever. Both shareholders continue to work closely together and with SingTel’s extensive presence in the region, this continued collaboration enables Globe to be a pioneer in digital technology and other mobile communications services in the Philippines. Connecting the Region: Bridge Mobile Alliance In a move that blurs the lines of geography, Globe and six other leading Asia Pacific mobile operators signed an agreement to form a regional partnership, Bridge Mobile Alliance. • Globe received the Most Innovative Service of the Year for Share a Load from Asian MobileNews. GLOBE TELECOM, INC. 16 ANNUAL REPORT 2004 Bridge Mobile will develop new products and services on a regional basis and create competitive advantages and differentiation for the mobile operators in their respective markets. The common service platform will also enable a seamless delivery of services across the respective mobile operator’s network, so that operators can cost-effectively serve their customers when they are abroad. Based on the initial business plan, Bridge Mobile is expected to invest up to US$40 million over three years; the seven mobile operators will subscribe for an equal number of shares in Bridge Mobile for cash at par. As founding shareholders, they each will have a permanent seat on its board of directors. In the future, memberships will be offered to other mobile operators in the Asia Pacific region and strategic partners such as technology and application solution vendors in order to establish a community of strategic partnerships for alliance members. to build our subscriber base: to develop our corporate and postpaid market and to devote our efforts to penetrate the vast potential of the mass market. The 2004 expansion of our coverage, our new product initiatives, and our growing sales distribution network should provide the momentum needed for us to maximize gains from those opportunities. Even as we recap the challenges and victories of the past year, we’ve got our sights set and minds locked on 2005, carrying out the initiatives we had set for your Company. We will continue to face the challenges as much as the bright prospects of the new year. While we can only expect more intense competition in the wireless market, we are confident that our improved position, our capacity to adapt to industry shifts, and our ability to capitalize on market opportunities will allow us to deliver solid operating and financial results that are in the best interest of our stockholders; so that we would truly pioneer the future. Fortified with funding to support its aggressive expansion plans, your Company is prepared Improvement in leverage profile as EBITDA and Equity growth outpaced debt. Gross Debt/EBITDA1 EBITDA/Gross Interest2 4.00 10.00 3.00 2.92 2.19 2.00 5.00 1.58 2.50 0.00 2 3 4 02 1.50 0.75 03 04 1.05 1.15 1.10 0.92 0.50 0.00 01 1.00 1.00 4.64 Net Debt/Equity4 2.00 6.19 6.18 2.02 1.00 1 7.68 7.50 Gross Debt/Equity3 02 03 04 0.66 0.00 01 17 0.81 0.50 02 03 04 Gross Debt/EBITDA - Total interest-bearing short-term and long-term debt divided by Earnings before Interest, Taxes, Depreciation, Amortization and other Income/Expense EBITDA/Gross Interest - EBITDA divided by Inteterest Expense without deducting Interest Income Gross Debt/Equity - Total Interest-bearing short-term and long-term debt divided by Total Stockholders’ Equity Net Debt/Equity - Total Interest-bearing short-term and long-term debt less cash, cash equivalents and short-term investments divided by Total Stockholders’ Equity GLOBE TELECOM, INC. 0.70 0.25 0.00 01 0.88 ANNUAL REPORT 2004 01 02 03 04 Management’s Discussion & Analysis Net Operating Revenues by Line of Business As of and for the year ended 31 December (in Pm) Net Operating Revenues from: Service Revenues: Wireless1 Voice Data 2 3 Globe is one of the two YoY* change (%) 2004 2003 47,054 27,722 19,332 42,594 27,821 14,773 10% 31% 5,687 3,833 1,854 4,941 3,469 1,472 15% 10% 26% Net Service Revenues 52,741 Non-Service Revenues 2,868 Net Operating Revenues 55,609 * Year-on-year: 2004 percentage increase/decrease from 2003 47,535 1,943 49,478 11% 48% 12% Wireline Voice2 Data3 1 Globe Consolidated leading providers of wireless communications services in the Philippines and accounts for approximately 40% of the total wireless subscribers in the country with dominance Wireless net service revenues include: (1) monthly service fees; (2) charges for local calls in excess of the free minutes for various Globe Handyphone postpaid plans, including currency exchange rate adjustments, or CERA net of marketing promotions credited to subscriber billings; (3) airtime fees from prepaid reload denominations (for Globe Prepaid Plus and Touch Mobile) for intra network and outbound calls usage net of (i) bonus credits (including airtime on SIM cards provided under Globe’s SIM swap program) (ii) prepaid reload discounts, 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; (4) revenues generated from inbound international and national long distance calls and international roaming calls; and (5) revenues from value-added services such as SMS and MMS, content downloading and infotext. Revenues from (2) to (5) are net of any interconnection or settlement payouts to international and local carriers and content providers. in Wireline voice net service revenues consist of: (1) monthly service fees including CERA; (2) revenues from local, international and national long distance calls made by postpaid, prepaid wireline subscribers and payphone customers, net of prepaid and payphone call card discounts less bonus credits and marketing promotions credited to subscriber billings and (3) revenues from inbound local, international and national long distance calls from other carriers terminating on our network; and (4) installation charges and other one-time fees associated with the establishment of the service wireline voice and wireline Wireline data net service revenues consist of revenues from: (1) international and domestic leased lines; (2) internet services; (3) other wholesale transport services; and (4) revenues from value-added services. GLOBE TELECOM, INC. 18 the postpaid service segment with around 70% market share. Your Company also offers a broad range of data communication services through its subsidiary, Innove Communications, Inc. ANNUAL REPORT 2004 Globe’s net service revenue increased by 11% year-on-year to P52,741 million while operating cost and expenses increased only 4% to P22,570 million. For the year, EBITDA stood at P33,040 million, which was up by 19%, with EBITDA margin reaching 63%. Consolidated net income also increased 9% year-on-year to P11,257 million in 2004 from the profit P10,345 million of last year. Wireless Services Globe offers its wireless services including local, national long distance, international long distance, international roaming and other valueadded services through three brands, Globe Handyphone, Globe Handyphone Prepaid Plus and Touch Mobile. The postpaid brand of Globe, Globe Handyphone includes all postpaid plans such as G-Plans and consumable G-Flex Plans, Platinum - a brand for the high-end market and GlobeSolutions for corporate and business needs. Globe Handyphone Prepaid Plus and Touch Mobile are the prepaid brands of Globe – each positioned at different segments of the market – the broad market classes for Globe Handyphone Prepaid Plus and mass-based, blue collar market classes for Touch Mobile. Wireless net service revenues increased by P4,460 million or 10% to P47,054 million in 2004 from P42,594 million in 2003. Revenues from wireless data services accounted for 41% of wireless net services revenues in 2004, as compared to 35% in 2003. Gross subscriber additions for all brands for 2004 increased by 97% year-on-year to 11.9 million compared to 6.0 million in 2003 while net additions grew by 60% to 3.7 million for the full year of 2004 against 2.3 million for the same period in 2003. Gross and net subscriber additions were generated mainly by year-onyear growth in the prepaid segment due to a wider distribution network with the introduction of Globe’s Over-the-Air reload service, increased network coverage in the provincial areas and SIM swap programs (which allowed subscribers of another mobile network to switch to Globe by exchanging their active non-Globe and non-Touch Mobile SIM cards for Globe Handyphone Prepaid Plus or Touch Mobile SIMs). Wireline Services Innove provides wireline voice communication services, including local, national long distance, international long distance and other valueadded services, through its postpaid, prepaid and payphone lines, under the brand name Globelines. Innove’s GlobeQuest brand offers wireline data services, including international and domestic lease lines, internet, data center support services and wholesale transport services. Key Indicators Innove As of and for the year ended 31 December 2004 Wireless Subscribers-Net (End of period) Postpaid 630,495 Prepaid 10,185,154 TouchMobile 1,698,324 2003 685,026 6,673,013 1,501,844 YoY change (%) As of and for the year ended 31 December (in Pm) 2004 Wireline Voice Subscribers-Net (End of period) 323,094 ARPU P1,112 Monthly Churn Rate (%) 1.5 -8% 53% 13% 2003 261,254 P1,164 1.6 YoY change (%) 24% -5% Innove Net ARPU Postpaid Prepaid TouchMobile 1,605 305 183 1,637 389 218 -2% -22% -16% SAC1 Postpaid Prepaid TouchMobile 9,886 267 151 9,834 291 185 0.5% -8% -18% Monthly Churn Postpaid Prepaid TouchMobile 1 Subscriber Acquisition Cost As of and for the year ended 31 December (in Pm) Wireline Data International Lease Domestic Lease Internet Others2 Net Operating Revenues 1 2.6% 5.5% 12.7% 2.7% 3.3% 6.7% GLOBE TELECOM, INC. 2 19 2004 20031 670 663 384 137 P1,854 555 544 308 65 P1,472 YoY change (%) 21% 22% 25% 111% 26% Effective 01 October 2003, all wireline voice and wireline data services were consolidated under Innove. January to September 2003 revenues from wireline data services were reported under Globe but reflected in above table as Innove to be comparable. Includes revenues from value added services of wireline voice business such as DSL/Net Express previously included in wireline voice service revenues. ANNUAL REPORT 2004 Globe Consolidated As of and for the year ended 31 December Total ILD Minutes (in million minutes)1 Inbound Outbound ILD Inbound/Outbound Ratio (x) 1 2004 1,271 1,082 189 5.7 2003 1,435 1,242 193 6.4 Globe Consolidated YoY change (%) -11% -13% -2% As of and for the year ended 31 December Total NLD Minutes (in million minutes) Inbound Outbound NLD Inbound/Outbound Ratio (x) 2004 428 208 220 0.95 2003 473 240 233 1.03 YoY change (%) -10% -13% -6% ILD minutes originating from and terminating to Globe and Innove networks. Wireline – Voice Wireline voice net operating revenues increased by 10% to P3,833 million in 2004 from P3,469 million in 2003. The increase primarily reflected an improved subscriber base due to lower churn and higher subscriber acquisitions. Wireline – Data Wireline data net operating revenues increased by 26% to P1,854 million for the full year of 2004 from P1,472 million for the same period in 2003. The higher growth was mainly due to international and domestic lease businesses. International Long Distance On a consolidated basis, including contributions from the wireless and wireline services, ILD revenues decreased slightly to P12,622 million for the full year of 2004, translating to 24% of consolidated net service revenues for the full year of 2004 compared to P13,142 million and 28% respectively, for the same period last year. GLOBE TELECOM, INC. 20 ANNUAL REPORT 2004 National Long Distance Consolidated NLD revenues, from wireless and wireline services stood at P1,537 million for the full year of 2004, or a 24% decrease from P2,030 million for the same period in 2003. Consolidated NLD revenues for the full year of 2004 amounted to 3% of consolidated net service revenues for the period compared to 4% for the full year of 2003. Results of Operations For the full year of 2004, your Company’s consolidated costs and expenses increased by 14% to P38,466 million, which includes total operating costs and expenses of P22,570 million, compared to P33,786 million and P21,625 million, respectively, for the same period in 2003. This is due mainly to higher depreciation charges brought about by the combined effect of shorted estimated economic useful life (EUL) applied to cable systems and switching equipment starting January 2004, accelerated EUL for certain wireless equipment, and higher depreciation for the year. Liquidity and Capital Resources Consolidated assets as of 31 December 2004 amounted to P138,125 million compared to P140,130 million in 2003. As of 31 December 2004, current ratio on a consolidated basis was 0.90:1 compared to 0.97:1 for the same period in 2003. Gross debt reached P52,218 million, 77% of which are denominated in US$. Of the 77%, 33% have been swapped to peso debt. As a result, the amount of US$ debt swapped into pesos and peso-denominated debt accounts for approximately 48.5% of consolidated loans as of 31 December 2004. Principal repayments in the next three years are between P7.2 billion to P9.6 billion and are much lower in the succeeding years until 2012. The maturity in 2012 includes the US$300 million Senior Notes for which Globe has an option to call starting in 2007. Consolidated cash, cash equivalents and short term investments was at P14,303 million at the end of 2004 compared to P15,004 million for the same period in 2003. Gross debt to equity ratio was 0.92:1 on a consolidated basis and remains well within the 2:1 debt to equity limit dictated by certain debt covenants. Consolidated net cash flow from operations amounted to P27,294 million for the period ended 31 December 2004 from P23,290 million in 2003. Consolidated net cash used in investing activities amounted to P17,679 million for the full year of 2004 compared to P14,778 million for the same period in 2003. Consolidated capital expenditures for the full year of 2004 amounted to P21,219 million. For 2005, Globe has earmarked around P17 billion for capital expenditures that will be spent primarily on expanding its wireless network and enhancing the necessary transmission facilities in areas where traffic is expected to surge. The 2005 capital expenditures program will be funded through internally-generated cash and debt financing. Consolidated net cash used in financing activities for the full year of 2004 amounted to P9,074 million compared to P14,433 million for the same period in 2003. Consolidated total debt as of 31 December 2004 amounted to P52,218 million. Loan repayments of Globe for the full year of 2004 amounted to P18,874 million. Globe Consolidated For the year ended 31 December (in Pm) Cost of sales Service and Others Selling, Advertising and Promotions Staff Costs Utilities, Supplies & Other Administrative Expenses Rent Repairs and Maintenance Entertainment, Amusement & Representation Provisions (Reversal of Allowance) for: Doubtful Accounts Inventory Losses, Obsolescence and Market Decline Losses on Property and Equipment Other Probable Losses Operating Costs and Expenses1 2004 6,675 4,307 3,753 2,729 1,715 1,420 1,325 10 2003 6,214 3,388 3,119 2,471 1,546 1,604 1,779 10 YoY change (%) 7% 27% 20% 10% 11% -11% -26% - 1,052 73 12 (501) 22,570 941 15 304 234 21,625 12% 387% -96% -314% 4% Depreciation and Amortization 15,896 Total Costs and Expenses 38,466 1 Operating costs and expenses now include provisions (reversals of allowance). 12,161 33,786 31% 14% GLOBE TELECOM, INC. 21 ANNUAL REPORT 2004 Other Wireless Products and Services Globe HandyPhone is a premier mobile service in the Philippines. Together with TouchMobile, Globe had 12.5 M subscribers at the end of 2004. Your Company continued to grow and engage its subscriber base through its clear commitment of “Making Great Things Possible.” Extensive research conducted over the back half of 2004 indicated huge potential for refocusing Touch Mobile against the male blue collar worker. This forms the basis for the brand’s relaunch that takes effect. Beginning January 2005, the Touch Mobile brand will be repositioned and be branded as TM. Globe Platinum is an elite brand that caters to our top-tier postpaid subscribers, those who have their own rules and enjoy life to the fullest. 2004 saw the Platinum imagery further defined as advertising showcased industry captains, movers and shakers, and their satisfaction with the service. While we continued superior customer service from the Globe Platinum hotline, a spare SIM and loyalty privilege cards, 2004 likewise saw customer service move to the next level with proactive upgrading of handsets and the launch of the Globe Platinum Lounge. The Globe Platinum lounge is situated in the heart of the Makati business district, providing Platinum members an elite and exclusive business center, complete with WiFi access. In July 2004, The Gentxt segment was redefined to target a younger teen market, although cutting across a broader economic spectrum. Relevant offers such as school-related value added services helped make studying a breeze. We broadened the list of youth merchant partners, running the gamut of teen clothing, fastfood chains and entertainment. And because we are committed to the future, 2004 saw the launch of School Trip, a youth leadership and development program conducted in various schools and universities to help shape and connect with the next generation. GLOBE TELECOM, INC. 22 ANNUAL REPORT 2004 Inter national Services International Services continued to expand its reach, launching a satellite service, and being in more countries and partnering with more partner operators vs competition for true international connectivity. In 2004 for example, Globe international services was first to enable international texting in Korea and first to cover Japan, inclusive of non-GSM operators. Value Added Services (VAS) VAS is becoming an increasingly important leg of the business, with ringbacks the fast growing product. Globe raised the bar by being the first in celebrity ringbacks and then following this innovation via personalized ringback services. Globe likewise brought content quality to a whole new level via exclusive licensing content and original international music. Globe is likewise the first and only provider of GTV, which enables subscribers to watch TV programming from the two largest TV networks on their phones, anytime, anywhere – clearly expanding the boundaries of telecommunications from communication to information and even entertainment. Globe Autoload Max , an over-the-air reloading service allows retailers all over the country to electronically reload credits to prepaid subscribers. A minimum load denomination of 25 pesos for Globe Handyphone and a lowestin-market 10 pesos for Touch Mobile, with increments of 1 peso thereafter, ensured that the service would be affordable to the mass market. Globe Share A Load enables Globe Handyphone and Touch Mobile subscribers to send load credits of as low as a peso at a time, via SMS, between Globe postpaid to prepaid subscribers, and among prepaid subscribers. Call and Text Collect , the first of its kind in the Philippines enables a Globe Prepaid subscriber, with or without load, to call and send text to any Globe subscriber who registered the subscriber originating the call or text message. Cost is then shouldered by the receiving party. We also launched another first: Txt Bak Mo Libre Ko, a messaging service that allows a recipient SMS reply to be shouldered by the original sender. GLOBE TELECOM, INC. 23 ANNUAL REPORT 2004 GlobeSolutions: Corporate Wireless Products and Services In an economy where every second counts, the question posed for every business is not anymore, “Can you deliver?” but, “How soon?” Requirements are always needed yesterday. Supplies have to be delivered ondemand. Stacks of receipts have to be sorted, and corporate bills paid—fast. The main reasons why GlobeSolutions—the mobile technology for the business on the move—has developed products and services that would answer the need of corporations for round-the-clock connectivity and high-speed business processes. Its products and services, which go hand-in-hand with a dedicated after-sales team, make for a powerful combination. Helping businesses manage costs, increase productivity, serve customers better and boost profit. The latest edition to the line of innovative services is the Blackberry Enterprise Solution, a wireless business solution that gives users access to up to 10 email accounts via push technology, while allowing them to tap corporate back-end systems. Moreover, Blackberry® also functions as a tri-band phone, an internet browser and an organizer. GlobeSolutions is empowered even more with value-added services that include: MobileMail – enables employees to access their office e-mails anytime, anywhere with any kind of PDA/WAP enabled phone. TxtConnectV.2 – allows sending of high-volume text broadcasts to employees and clients from the Web. Cuts down costs as it eliminates the need for printing and delivery. TxtHotline – serves as a virtual customer service line by text. ServDirect – works as a virtual warehouse, accessible by text. BusinessLoop – gives discounted rates on calls for corporate accounts. AutoloadMax Corporate Edition – the only Web-based load management facility for prepaid accounts. BillAnalyzer – a first in the industry; cuts communication costs by allowing users to identify trends, patterns and changes in consumption of corporate accounts. All products are constantly tested and improved, giving subscribers superior and innovative services that they deserve. Plus, GlobeSolutions offers high-value subscription packages, making it the mobile technology service of choice for the corporate market. GlobeSolutions continues to offer a vast world of life-changing technology. And more and more businesses have thrived on it. The BlackBerry and RIM families of related marks, images and symbols are the exclusive properties of and trademarks or registered trademarks of Research In Motion Limited - used by permission. GLOBE TELECOM, INC. 24 ANNUAL REPORT 2004 Innovation. Teamwork. Winning. Integrity. Balance. These are the values we live by while keeping focused on what matters most: the people we serve. Lead the country into the broadband age Innove: Vision and Mission Innove Communications has one vision: to bring the Philippines into the broadband age and transform it as the information and communications technology (ICT) hub of the ASEAN region. Only by igniting a broadband revolution can we make the Internet the great equalizer it was meant to be. Only then can we give access to knowledge for all, transforming how individuals lead their lives and how enterprises do business. Access to the Internet will help reshape the Filipino educational system so it can better prepare our citizens to compete globally. Transforming individuals and enterprises will transform our nation. This belief is embedded in our Company’s mission to give broadband access to local households, develop the full potential of the country’s economic backbone, the small and medium enterprises, and fulfill the requirements of an expanding enterprise sector. addressed. Filipinos continue to engineer low cost PCs. As these PCs become widely available and broadband becomes more pervasive, a true technology revolution will happen. Today, local broadband penetration at less than 1% in the Philippines is but a drop in an ocean of 18 million households. In contrast, many of our neighbors have enjoyed rapid growth in broadband penetration. Korea is at 80% penetration after its government awarded broadband licenses, subsidized deployments and ignited competition. Taiwan is at 60% while Japan is at 50% penetration. In the United States, over a quarter of the adult population, or more than 50 million people, use broadband connections. The enterprise sector keeps forging ahead, as companies rise to the challenge of finding more efficient ways to operate and reach their customers. New applications or upgrades, disaster recovery systems and data storage drives demand for bandwidth. Innove responds to this trend through continued investments, not only in network and reach, but in new products and services. We in Innove see much room for growth with so much underdeveloped potential. We believe the Philippines can catch up with the trend as international bandwidth costs continue to decrease rapidly, generating more demand and encouraging further investment and deployment. Customers will pay less and less as the industry reaches critical mass. Of national strategic interest in the enterprise sector is the rise of IT-enabled services (ITES) such as call centers, business process outsourcing, software development and animation companies. ITES companies provide people with high value employment and enhance the Philippines’ competitiveness as a premier investment destination. The relatively high cost of personal computers (PCs), the major barrier to higher broadband penetration in the Philippines, is also being Your company is confident of its strength and abilities to pursue its vision and implement its mission. GLOBE TELECOM, INC. 26 ANNUAL REPORT 2004 Innove is a communications and information solutions company. We sell solutions, not products. We have the resources to do so. We are one of the strongest wireline companies in the Philippines, with the strongest balance sheet, and cash flow generation sufficient to meet our investment needs. In 2004, we had 320,000 lines in service by year end, and annual revenues of P6 billion, both up sharply from the previous year. Behind the financial and operating metrics are our customer segment efforts. We launched our Globelines Broadband offering. We developed innovative solutions for specific enterprise customer segments such as those for hotels, resorts and retail chains. We are excited about the wealth of opportunities we see in 2005. We intend to tap the country’s unserved demand for Internet through greater coverage and availability and a variety of access methods. We remain committed to finding new solutions for companies in their search for efficiency and new ways to reach customers. And we continue to serve other service providers and partner with third party sales channels or resellers of our services for an even more extensive reach. The Philippines is emerging as a preferred destination for ITES, and exposure to the Internet is helping improve the competitiveness of the country’s workforce. One day, we just might be the ICT hub of Asia. Then the Philippines would truly be in the broadband age. Five Segments, Two Groups After just one year into the telecom fray, Innove can boast of a better network, alongside a better relationship with clients. But your company does not intend to stop there. GLOBE TELECOM, INC. 27 ANNUAL REPORT 2004 Your company has developed a reputation for being more responsive than average, with a better understanding of the industry’s challenges because it had the foresight to organize its business into five segments – consumer, small and medium business, enterprise, wholesale, and channels – under two groups. The first group, Residential and Business, under the Globelines Brand, handles consumers and SMEs. The second group, Corporate, under the GlobeQUEST brand, is in charge of enterprises, wholesalers, resellers and channel partners. Innove organized itself by customer segments in order to satisfy focused customer demands, seize and grow specific market segment opportunities and build market leadership. It is the best structure for us because we do not sell products, we sell solutions. Developing innovative solutions Real Lives in Real Time Real Businesses in Real Time With the introduction of Globelines Broadband, Innove transformed its consumer offering to broadband. Innove is expanding broadband coverage throughout our service area, creating additional redundancy, and increasing capacity for postpaid and prepaid lines to ensure better quality of service, efficiency and flexibility. Improved service availability is likewise assured with full service customer care, maximized third party sales agents and customer operations support groups. Globelines Broadband has a strong presence in Metro Manila where about 40% of its total network is deployed. Most of the broadband presence is concentrated in Makati with extensive coverage in Marikina, Pasig, Mandaluyong and San Juan. Globelines Broadband is also in Cavite and Batangas, and in the Visayas provinces of Cebu, Negros Occidental, Negros Oriental, Panay, Leyte, Samar, and Bohol. To complement Globelines Broadband, we also introduced WorldPass, a unique Value Added Service. Targeting the mobile professional and savvy students, WorldPass allows Globelines Broadband customers to access the Internet anytime, anywhere through GlobeQuest WiZ Wireless Fidelity (WiFi) hotspots and dial-up access from any landline phone. Tying these three services together is the convenience of using the same username and password. To serve our customers better, by the end of 2004 we had 36 Globelines Payments and Services (GPS). Our GPS network manages payment transactions for Globe Handyphone, Globelines and GlobeQuest services. GPS manages the Globelines Technical Helpdesk, with a new Customer Hotline created exclusively for Globelines customers. We Sell Solutions, Not Products The Corporate Group, on the other hand, continues to innovate and create solutions that are highly focused on its target industry segments, through its name GlobeQUEST. GlobeQUEST revenues grew 26 per cent despite intensifying competition and continued erosion of prices. The group has become a premier provider to key industry segments such as business GLOBE TELECOM, INC. 28 ANNUAL REPORT 2004 processing outsourcing, call centers and ISPs, through the introduction of innovative services such as BAX (Broadband Access), StoreXpress (Retail Solution), Freeway (Managed IPL), and Burstable GIX (Bandwidth-On-Demand Broadband Internet), NetDrive and Remote View. GlobeQUEST continues to support ICT initiatives through advocacy and investment promotions as well as specific solutions such as “Cebu-to-World”. Such solutions have allowed companies access to world class communication technologies. GlobeQUEST launched in March 2004 its Broadband Access (BAX), a cost-effective, reliable and high capacity solution to answer the needs of customers who are becoming bandwidth-hungry because of the applications that run over their network. GlobeQUEST BAX is a last mile access solution that gives a customer very high-speed data transmission speeds of up to 10 gigabits per second (Gbps), and using multiple protocols for various applications such as Fast Ethernet, Gigabit Ethernet, Enterprise Systems Connection, Fibre Channel, wavelength or Lambda, in addition to the traditional E1, DS3 and STM1 protocols. BAX is delivered to the customer premises via Dense Wavelength Division Multiplexing (DWDM) technology using fiber optic lines. Internet in education: a great equalizer. Also in March 2004, GlobeQUEST launched the “Cebu-to-World” or “C2W” facility to support the transformation of Cebu City into a haven for IT enabled services companies such as call centers and software development companies. This C2W facility, complemented with BAX, allows companies in Cebu to be directly connected to international cable facilities, bypassing the traditional routing of data transmission through Metro Manila. In May 2004, we also launched GlobeQUEST NetDrive, the first Philippines based, Internet accessible file storage service designed for companies and professionals who regularly store or share large files. Launched in July 2004, GlobeQUEST StoreXpress answers the network and IT requirements of retailers, no matter what retail format and regardless of the size. The service is currently available in three access methods – On Demand, Online and Premium – providing retail companies with a scaleable solution and flexible connectivity options. GlobeQUEST continues to expand the presence of its WiZ wireless Internet hotspots, ending 2004 with 40 locations. Finally, GlobeQUEST BiZ continues to be the leading broadband-to-the-room Internet Solution chosen by the majority of the top business hotels in the country today. Linking Filipino Students and Empowering the Broadband Generation Innove believes that Internet and education are the best equalizers in transforming our workforce to a globally competitive one. In its desire to bring the country into the broadband age and transform it into the ICT hub of the ASEAN region, Innove has gone all out to translate ambition into reality. Over the past years, it has introduced stateof-the art innovations to keep up with the demands of the “digitized public” wherein all activities – ranging from the economic to entertainment and even to governance – is centered on networks and the Internet. While we provide the best products, services, solutions and connectivity to people and enterprises, we also make sure that our presence advances the quality of lives in the communities we serve. GLOBE TELECOM, INC. 29 ANNUAL REPORT 2004 The innovative use of technology is your company’s most powerful tool in corporate social responsibility (CSR) programs. We are helping promote computer literacy among the youth in public high schools, by providing Internet access to public high schools and local barangay governments. By end of the year we had provided Internet access to 88 public high schools, including 36 broadband connections. We have made three promises to our customers in every segment: First, we will continue to expand our network, at the same time providing best in class and cost effective technologies. Second, we will continue to innovate and create solutions best fit for the industries we serve. Third, we will continue to listen, understand, and act on customer requirements and demands. Ultimately, our continued investments in networks and solutions lead to better services and a transformation of the lives of people and organizations we serve. Your company has vowed to be on the forefront of the bandwidth revolution and we will fulfill our promise. Jaime Augusto Zobel de Ayala II Chairman of the Board since 1997; Director since 1989 Co-Vice Chairman, President and Chief Executive Officer (CEO) of Ayala Corporation (Ayala); Vice Chairman of Ayala Land, Inc. (ALI), Chairman of the Bank of the Philippine Islands (BPI); Member of the Asia-Pacific Advisory Committee of the New York Stock Exchange, Member of the J.P. Morgan International Council, Mitsubishi Corporation and Toshiba International Advisory Groups; Member of the Harvard Business School Asia Advisory Committee and the World Wildlife Fund (U.S.) National Council. Board of Directors Gerardo C. Ablaza, Jr. Romeo L. Bernardo Director since 1998; currently President and CEO of Globe Director since 2001 Chairman of Innove Communications, Inc., Senior Managing Director of Ayala. Member of the Board of Directors of BPI, BPI Family Bank and Azalea Technology Investment, Inc. (formerly iAyala). President of Lazaro Bernardo Tiu and Associates Inc. Also a Director of Lighthouse Credit Technologies Corporation and PSI Technologies Holdings, Inc., as well as the President of the Williams College Alumni Association. Guillermo D. Luchangco Jesus P. Tambunting Director since 2001 Director since 2003 Chairman and Chief Executive Officer of Investment & Capital Corporation of the Philippines, Science Park of the Philippines, Inc. and RFM-Science Park of the Philippines, Inc. Also a Director of Bacnotan Industrial Park Corporation and Ionics Circuits, Inc. Chairman and CEO of Planters Development Bank; Chairman of SME Solutions.com, Inc., PDB Insurance Agency, Inc. and Plantersbank Properties, Inc.; President of Manila Polo Club; Vice Chairman of Micro Enterprise Bank of the Philippines and Philippine-British Business Council; Formerly Ambassador Extraordinary and Plenipotentiary to the United Kingdom of Great Britain and Northern Ireland, Ambassador to the Republic of Ireland and Permanent Philippine Representative to the International Maritime Organization. Globe Corporate Governance Committees AUDIT COMMITTEE Ambassador Jesus P. Tambunting - Chairman . Lim Chuan Poh . Delfin L. Lazaro NOMINATION COMMITTEE Guillermo D. Luchangco - Chairman . Delfin L. Lazaro . Lim Chuan Poh COMPENSATION COMMITTEE Delfin L. Lazaro - Chairman . Guillermo D. Luchangco . Lim Chuan Poh . Gerardo C. Ablaza, Jr. Delfin L. Lazaro Lim Chuan Poh Co-Vice Chairman Co-Vice Chairman Director since 1997; Chairman of Executive Committee and former President of Globe; CFO and Treasurer and Management Committee Member of Ayala; CEO of the AC Capital Group (an internal division within Ayala Corporation); President and CEO of Azalea Technology Investments; Member of the Board of Directors of ALI; Former Secretary of the Department of Energy (Philippine government); Named Management Man of the Year 1999 by the Management Association of the Philippines. Director since 2001. He was appointed Executive Vice President of the Corporate Business Group in 1999. Assumed current position as SingTel’s Executive Vice President (Consumer Business) and SingTel Mobile’s Chief Executive Officer in April 2004; currently sits on the board of several companies, including SingTel’s mobile associates such as AIS (Thailand) and Telkomsel (Indonesia). Formerly a Deputy Secretary of the Ministry of Communications and served in different senior appointments in the Singapore Civil Services prior to joining SingTel. Lucas Chow Dr. Roberto F. de Ocampo Xavier P. Loinaz Director since 1999 Director since 2003 Director since 2001 Chief Executive Officer of SingTel Mobile in 1999 and was appointed SingTel’s Executive Vice President (Consumer Business) in 2000. Assumed current position as SingTel’s Executive Vice President (Corporate Business) in April 2004. Prior to joining SingTel, held various positions at Hewlett-Packard for 20 years. Currently President of the Asian Institute of Management and Chairman and/or Board Member of Centennial Group (Washington, D.C.), ABS-CBN Broadcasting Corp., Alaska Milk Corp., Metrobank and Salcon Power Corp. Also served as Secretary of the Department of Finance of the Philippine government. Currently Senior Managing Director of Ayala Corporation and President of BPI; Director of Agricultural Development Bank, BPI Capital Corporation, BPI Computer Systems Corporation, BPI 1851 Club, Inc., BPI International Finance, Ltd., BPI Investment Management, Inc., BPI Family Bank and BPI Foundation, Inc. Fernando Zobel de Ayala Renato O. Marzan Director since 1995 Corporate Secretary since 1993 Chairman of the Board of Directors of ALI, Co-Vice Chairman of the Board of Directors and Executive Committee Member of Ayala; Chairman of Honda Cars Makati, Inc., Isuzu Automotive Dealership, Inc. , AC International Finance Ltd., Ayala Hotels, Inc. (AHI), and Integrated Microelectronics, Inc. (IMI); Co-Vice Chairman and Trustee of the Ayala Foundation, Inc. (AFI); and Director of BPI. Stepped down as Director in 2004; Managing Director of Ayala; Director and Corporate Secretary of Michigan Holdings, Inc., HCMI and IADI; Corporate Secretary of AHI, Cebu Insular Hotel Co. Inc., Ayala Aviation Corp., IMI, LPHI, Laguna Technopark, Inc., Ayala Systems Technology, Inc., and Azalea Technology Investment, Inc.; Asst. Corporate Secretary of Mermac, Inc., Ayala, ALI, and AFI. EXECUTIVE COMMITTEE Delfin L. Lazaro - Chairman . Lim Chuan Poh . Gerardo C. Ablaza, Jr. FINANCE COMMITTEE Delfin L. Lazaro . Bena Toh . Delfin C. Gonzalez, Jr. PROXY VALIDATION COMMITTEE Rebecca V. Ramirez . Caridad D. Gonzales . Gil. B. Genio Senior Executive Group Gerardo C. Ablaza, Jr. Delfin C. Gonzalez, Jr. Gil B. Genio President & Chief Executive Officer Chief Financial Officer Wireline Business Head Cesar M. Maureal Rebecca V. Ramirez Human Resources Head Internal Audit Head Ferdinand M. de la Cruz Rodolfo A. Salalima Rodell A. Garcia Wireless Business Head Corporate & Regulatory Affairs Head Information Systems Head Consultants Andrew Buay Robert L. Wiggins Chief Operating Advisor Chief Technical Advisor Management Committees Wireless Business Ferdinand M. de la Cruz Wireless Business Head Ma. Concepcion C. Alcedo Emmanuel A. Aligada Leah R. Besa-Jimenez Walter C. Ricarte Globe Handyphone Marketing Head Customer Service Head Customer Relationship Mgt. Head Wireless Comptroller Head Nicanor V. Santiago III Daniel S. David Vicki G. Tan-Yao Lizanne C. Uychaco New Products Development Head Corporate Business Head Handset & Cards Management Head Sales & Distribution Head Jose Roberto V. Mendoza Rita M. Nisperos Patricio S. Pineda III M. Catherine P. Santamaria M-Commerce Business Devt. Head Corporate Marketing Head Wireless Planning & Strategy Head Touch Mobile Head Innove Gil B. Genio President & Chief Executive Officer (Innove) Other Key Officers Wireless Business Dennis R. Abella Wireless Network Operations Head Ma. Cecilia T. Cruzabra Treasury Head Rizza D. Maniego-Eala Financial Planning and Analysis Head Racquel R. Cagurangan Ramon Antonio L. Pineda Chief Administrative Officer Residential & Business Group Head Emmanuel Lazaro R. Estrada Wireless Network Master Planning Head Atty. Ma. Caridad D. Gonzales Legal Services Head Ronald Luis S. Goseco Logistics and Administration Support Head Teresa V. Kong Wireless Network Engineering Head Edith C. Santiago Financial Control Head Innove Jesus C. Romero Edna L. de la Cruz Corporate Business Group Head Technical Solutions Head Ramon Nonato C. Aesquivel, Jr. Network Management & Operations Division Head Jose Antonio T. Mapa, Jr. Marketing Division Head Peter C. Tan Technical Division Head Statement of Management’s Responsibility The management of GLOBE TELECOM, Inc. is responsible for all information and representations contained in the consolidated financial statements for the years ended December 31, 2004, 2003 and 2002. The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the Philippines and reflect amounts that are based on the best estimates and judgment of management with an appropriate consideration to materiality. In this regard, management maintains a system of accounting and reporting which provides for the necessary internal controls to ensure that transactions are properly authorized and recorded, assets are safeguarded against unauthorized use or disposition and liabilities are recognized. The management likewise discloses to the Company’s Audit Committee and to its external auditors: (i) all significant deficiencies in the design or operation of internal controls that could adversely affect its ability to record, process, and report financial data; (ii) material weaknesses in the internal controls; and (iii) any fraud that involves management or other employees who exercise significant roles in internal controls. The Board of Directors reviews the financial statements before such statements are approved and submitted to the stockholders of the Company. SyCip Gorres Velayo & Co, the independent auditors appointed by the stockholders, have audited the consolidated financial statements of the Company in accordance with auditing standards generally accepted in the Philippines and have expressed their opinion on the fairness of presentation upon completion of such audit, in its report to the Stockholders and the Board of Directors. Delfin C. Gonzalez, Jr. Gerardo C. Ablaza, Jr. Senior Vice President & Chief Financial Officer President & Chief Executive Officer GLOBE TELECOM, INC. 36 ANNUAL REPORT 2004 Report of Independent Auditors The Stockholders and the Board of Directors Globe Telecom, Inc. We have audited the accompanying consolidated balance sheets of Globe Telecom, Inc. and its Subsidiaries as of December 31, 2004, 2003 and 2002, and the related consolidated statements of income, changes in stockholders’ equity and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the Philippines. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Globe Telecom, Inc. and its Subsidiaries as of December 31, 2004, 2003 and 2002, and the results of their operations and their cash flows for the years then ended in conformity with accounting principles generally accepted in the Philippines. February 1, 2005 Makati City, Philippines GLOBE TELECOM, INC. 37 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Consolidated Balance Sheets 2004 ASSETS Current Assets Cash and cash equivalents (Notes 22 and 24) Short-term investments (Note 22) Receivables - net (Notes 4, 14 and 22) Inventories and supplies - net (Note 5) Prepayments and other current assets (Notes 6, 14 and 22) Total Current Assets Noncurrent Assets Property and equipment - net (Notes 7, 9, 14, 19, 22 and 24) Deferred charges and others - net (Notes 8, 12 and 22) Miscellaneous deposits and investments - net (Notes 9, 19 and 22) Deferred income tax - net (Notes 2 and 18) Total Noncurrent Assets LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities Accounts payable and accrued expenses (Notes 6, 10, 14, 15, 16, 19, 22 and 24) Unearned revenues Notes payable (Note 11) Current portion of: Long-term debt (Notes 12 and 22) Other long-term liabilities (Notes 13, 14, 19 and 22) Total Current Liabilities Noncurrent Liabilities Deferred income tax - net (Notes 2 and 18) Long-term debt - net of current portion (Notes 12 and 22) Other long-term liabilities - net of current portion (Notes 13, 14, 19 and 22) Total Noncurrent Liabilities Total Liabilities Stockholders’ Equity (Note 15) Paid-up capital Retained earnings Treasury stock - common Total Stockholders’ Equity December 31 2003 (In Thousand Pesos) 2002 P13,581,842 720,831 10,913,105 1,136,885 1,126,760 27,479,423 P13,041,048 1,962,889 17,543,425 616,741 1,651,869 34,815,972 P18,963,154 3,994,050 12,433,183 382,616 2,425,775 38,198,778 107,012,763 1,355,417 101,177,528 1,952,056 96,269,815 1,601,801 782,860 1,494,516 110,645,556 P138,124,979 1,496,137 687,945 105,313,666 P140,129,638 2,150,055 100,021,671 P138,220,449 P19,517,136 1,732,747 - P24,197,143 2,376,906 - P20,618,141 2,113,681 6,639 9,018,650 292,589 30,561,122 9,022,535 325,374 35,921,958 7,430,233 231,680 30,400,374 4,769,541 43,199,301 3,550,226 47,109,200 3,108,049 51,144,018 2,578,526 50,547,368 81,108,490 2,694,255 53,353,681 89,275,639 2,712,078 56,964,145 87,364,519 39,434,813 25,774,446 (8,192,770) 57,016,489 P138,124,979 39,418,022 19,628,747 (8,192,770) 50,853,999 P140,129,638 39,377,803 11,478,127 50,855,930 P138,220,449 See accompanying Notes to Consolidated Financial Statements. GLOBE TELECOM, INC. 38 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Consolidated Statements of Income 2004 NET OPERATING REVENUES (Note 14) Wireless Voice Data Others Wireline Voice Data Others COSTS AND EXPENSES Operating (Notes 14, 16, 17 and 19) Depreciation and amortization (Notes 7, 8 and 12) Provisions (reversals of provisions) for: Doubtful accounts Losses on property and equipment and other probable losses (Notes 7 and 10) Inventory losses, obsolescence and market decline Years Ended December 31 2003 (In Thousand Pesos, Except Per Share Figures) P27,722,035 19,332,387 2,848,824 P27,820,688 14,772,873 1,871,392 P22,611,293 12,574,267 5,975,662 3,832,776 1,854,149 18,809 55,608,980 3,468,693 1,472,255 72,034 49,477,935 3,470,086 1,103,653 65,436 45,800,397 21,934,073 15,896,419 20,131,098 12,160,520 18,047,690 10,887,513 1,052,222 940,751 452,243 (489,163) 72,388 38,465,939 17,143,041 537,926 15,241 33,785,536 15,692,399 616,332 (19,744) 29,984,034 15,816,363 (4,023,904) (1,818,185) 756,840 (3,941) (3,799,872) (1,299,811) 458,855 697 (906,683) 113,347 (201,690) 1,047,883 (4,834,643) 10,857,756 512,503 P10,345,253 (2,196,621) 422,218 (6,616,224) 9,200,139 2,281,903 P6,918,236 P68.79 68.65 P14.00 P45.12 45.12 P- INCOME FROM OPERATIONS OTHER INCOME (EXPENSES) - Net Interest expense (Notes 11 and 12) (4,300,551) Swap costs and other financing charges (Notes 12 and 22) (1,749,580) Interest income (Notes 22 and 24) 454,038 Equity in net earnings (losses) of an associate (Note 9) (62) Reversals of provisions (provisions) for: Impairment of investments in shares of stock (Note 9) Restructuring costs on network integration (Notes 3 and 10) Losses on shutdown of CMTS network arising from wireless business integration (Note 3) Others - net (Notes 14, 19 and 22) 503,153 (5,093,002) INCOME BEFORE INCOME TAX 12,050,039 PROVISION FOR INCOME TAX - Net (Note 18) 792,673 NET INCOME P11,257,366 Earnings Per Share (Note 21) Basic P79.93 Diluted 79.80 Cash dividends declared per common share (Note 15) P36.00 See accompanying Notes to Consolidated Financial Statements. GLOBE TELECOM, INC. 2002 39 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Consolidated Statements of Changes in Stockholders’ Equity 2004 Preferred Stock - Series “A” (Note 15) Common Stock (Note 15) Balance at beginning of year Exercise of stock option Cancellation of stocks previously issued under stock option plan 25% stock dividends Subscribed Balance at end of year Additional Paid-in Capital - Common (Note 15) Balance at beginning of year Exercise of stock option Stock option purchase price 25% stock dividends Subscribed Expenses on stock offering Balance at end of year Subscriptions Receivable - Common (Note 15) Balance at beginning of year Collections - net of refunds Balance at end of year Total Paid-up Capital Retained Earnings (Note 15) Balance at beginning of year Dividends on: Common stock Preferred stock - Series “A” Net income Balance at end of year Treasury Stock - Common (Note 15) P792,575 Years Ended December 31 2003 (In Thousand Pesos) P792,575 P792,575 7,595,272 135 7,595,272 - 6,054,872 - (135) 7,595,272 7,595,272 1,518,984 21,416 7,595,272 31,110,194 1,383 213 31,111,790 31,109,975 219 31,110,194 32,609,708 (1,518,984) 48,890 (29,639) 31,109,975 (80,019) 15,195 (64,824) 38,642,238 (120,019) 40,000 (80,019) 38,625,447 (169,166) 49,147 (120,019) 38,585,228 39,434,813 39,418,022 39,377,803 19,628,747 11,478,127 4,623,891 (5,036,539) (75,128) 11,257,366 25,774,446 (2,126,676) (67,957) 10,345,253 19,628,747 (64,000) 6,918,236 11,478,127 (8,192,770) P57,016,489 (8,192,770) P50,853,999 P50,855,930 See accompanying Notes to Consolidated Financial Statements. GLOBE TELECOM, INC. 2002 40 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Consolidated Statements of Cash Flows 2004 CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation and amortization of property and equipment Interest expense Provisions (reversals of provisions) for: Doubtful accounts Losses on property and equipment and other probable losses Inventory losses, obsolescence and market decline Impairment of investments in shares of stock Restructuring costs on network integration Interest income Amortization of deferred charges and others Loss on disposal of property and equipment Dividend income Equity in net losses (earnings) of an associate Losses on direct write-off of inventories Losses on shutdown of CMTS network arising from wireless business integration 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 tax paid Net cash flows provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Net additions to property and equipment Interest received Proceeds from sale of property and equipment Dividends received Decrease (increase) in: Short-term investments Deferred charges and others Miscellaneous deposits and investments Net cash flows used in investing activities Years Ended December 31 2003 (In Thousand Pesos) P12,050,039 P10,857,756 P9,200,139 15,732,178 4,300,551 12,075,663 4,023,904 10,840,480 3,799,872 1,052,222 940,751 452,243 (489,163) 72,388 (454,038) 164,241 17,777 (350) 62 - 537,926 15,241 906,683 (113,347) (756,840) 84,857 67,097 (307) 3,941 109 616,332 (19,744) 201,690 (458,855) 47,033 234,073 (282) (697) - 32,445,907 28,643,434 2,196,621 27,108,905 5,576,463 (627,693) (24,877) (6,039,520) (228,276) 496,534 (551,161) 474,283 1,874,044 (4,590,379) (644,159) 11,986 32,147,248 (4,727,341) (125,702) 27,294,205 5,505,926 263,225 141,459 28,782,782 (4,588,050) (905,019) 23,289,713 (1,643,315) 1,082,768 55,695 28,401,219 (4,146,097) (1,273,521) 22,981,601 (20,283,533) 461,051 27,370 350 (17,452,338) 779,321 51,983 307 (17,918,193) 436,203 40,136 282 1,941,537 160,039 13,885 (17,679,301) 2,102,649 (3,790) (256,578) (14,778,446) (3,994,050) (223,052) (977,461) (22,636,135) (Forward) GLOBE TELECOM, INC. 2002 41 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Consolidated Statements of Cash Flows -2- 2004 CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from: Long-term borrowings Short-term borrowings Repayments of: Long-term borrowings Short-term borrowings Payments of dividends to: Common shareholders Preferred shareholders Subscription of capital stock, net of stock-related expenses Purchase of treasury stock - common Payments of due to an affiliate Net cash flows provided by (used in) financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR CASH AND CASH EQUIVALENTS AT END OF YEAR Years Ended December 31 2003 (In Thousand Pesos) P14,827,823 60,000 P6,350,668 - P21,405,919 1,026,230 (18,814,228) (60,000) (10,390,104) (6,639) (6,977,273) (3,120,617) (5,036,539) (67,957) 16,791 (9,074,110) (2,126,676) (108,072) 40,220 (8,192,770) (14,433,373) (3,000) 90,578 (1,556,445) 10,865,392 540,794 (5,922,106) 11,210,858 13,041,048 18,963,154 7,752,296 P13,581,842 P13,041,048 P18,963,154 See accompanying Notes to Consolidated Financial Statements. GLOBE TELECOM, INC. 2002 42 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 1. Corporate Information The NTC also issued the CPCN for Innove’s IGF, CMTS and LEC services. In March 2004, Innove filed an application to the NTC for the issuance of CPCN for LEC services, particularly integrated local telephone service with public calling stations in areas nationwide not yet covered by its existing CPCN. 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 communication services in the Philippines 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 is listed in the Philippine Stock Exchange (PSE) and included in the PSE composite index since September 17, 2001. On August 23, 2004, Globe Telecom invested in G-Xchange, Inc. (GXI), a whollyowned subsidiary, which 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 peer-to-peer fund transfers via SMS and allows Globe Group subscribers to easily and conveniently put cash into and get cash out of the system. GXI started commercial operations on October 16, 2004. GXI is also a stock corporation organized under the laws of the Philippines. GXI’s principal executive office is located at 5th floor, Globe Telecom Plaza, 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 telecommunication 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. It also offers a broad range of wireline voice communication services, as well as domestic and international long distance communication services or carrier services. Starting October 1, 2003, all wireline voice and data services of the Globe Group are being offered under Innove (see Note 3b). Innove’s principal executive office is located at 18th floor, Innove IT Plaza, corner Samar and Panay Roads, Cebu Business Park, Cebu City, Philippines. 2. Basis of Financial Statement Preparation The accompanying consolidated financial statements have been prepared under the historical cost convention method and in accordance with accounting principles generally accepted in the Philippines (Philippine GAAP). Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with Philippine GAAP 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. Globe Telecom is a grantee of various authorizations and licenses from the National Telecommunications Commission (NTC) as follows: (1) license to offer and operate telex, facsimile, other traditional voice and data services and domestic line service using Very Small Aperture Terminal (VSAT) technology, (2) license for inter-exchange services, and (3) Certificate of Public Convenience and Necessity (CPCN) for (a) international digital gateway facility (IGF) in Metro Manila; (b) nationwide digital cellular mobile telephone system under the GSM standard (CMTS-GSM); and (c) local exchange carrier (LEC) services in Makati and surrounding areas in Metro Manila, Batangas, Cavite, Mindoro, Palawan and certain areas in Mindanao. Basis of Consolidation The consolidated financial statements include the accounts of Globe Telecom and its wholly-owned subsidiaries, Innove and GXI (collectively referred to as “Globe Group”). Consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. All significant intercompany balances and transactions, including intercompany profits and unrealized profits and losses, were eliminated during consolidation in accordance with the accounting policy on consolidation. On August 7, 2003, the NTC granted Globe Telecom’s application to transfer its wireline business to Innove (see Note 3b). Pursuant to the approval by the NTC, Innove now holds the following: (1) the authorizations and licenses to offer telex, facsimile, and other traditional voice and data services and domestic leased line service using VSAT technology and (2) the CPCN previously issued to Globe Telecom to offer LEC services in Makati and surrounding areas in Metro Manila, Batangas, Cavite, Mindoro, Palawan and certain areas in Mindanao. GLOBE TELECOM, INC. Summary of Significant Accounting Policies Adoption of New Accounting Standards The Globe Group adopted the following Statements of Financial Accounting Standards (SFAS), which became effective for financial statements covering the period beginning January 1, 2004. These standards adopted their corresponding International Accounting Standards (IAS). 43 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements • SFAS 12 / IAS 12, Income Taxes, prescribes the accounting treatment for current and deferred income taxes. The standard requires the use of a balance sheet liability method in accounting for deferred income taxes. The adoption of the new standard has no significant impact on the Globe Group’s results of operations. For presentation purposes, the deferred income tax assets and deferred income tax liabilities previously classified as current assets and current liabilities, respectively, in the consolidated balance sheets are now reclassified as noncurrent assets and noncurrent liabilities upon adoption of the new standard. The net deferred income tax assets and deferred income tax liabilities are presented on a net basis by entity. Also, deferred tax assets on temporary deductible differences previously covered with valuation allowance are no longer recognized as deferred tax assets. Additional disclosures required by the new standard were included in the consolidated financial statements, including the deductible temporary differences with no deferred income tax assets recognized in the consolidated financial statements (see Note 18). • SFAS 17/IAS 17, Leases, prescribes the accounting policies and disclosures to apply to finance and operating leases. Finance leases are those that transfer to the lessee substantially all the risks and benefits incidental to ownership of the leased item. Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. The adoption of the standard resulted in the recognition of lease payments under operating leases as an expense or income on a straight-line basis over the lease term. Previously, lease payments under operating leases are recognized as an expense or income based on terms of the lease arrangements. The adoption of the new standard resulted in a net decrease in consolidated net income by about P117.37 million or a reduction in basic earnings per share of P0.84 for the year ended December 31, 2004. The effect was accounted for prospectively because the impact of adoption on the prior year financial statements is not material. Additional disclosures required by the new standard were included in the consolidated financial statements (see Note 19). (SIM) for SIM swap transactions and marketing promotions credited to subscriber billings, (b) prepaid reload discounts, and (c) interconnection fees; (2) revenues from value added services such as short messaging services (SMS) in excess of free SMS and multimedia messaging services (MMS), content downloading and infotext services, net of payout to content providers; (3) inbound revenues from other carriers which terminate their calls to the Globe Group’s network; (4) revenues from international roaming services; (5) usage of broadband and internet services in excess of fixed monthly service fees; (6) fixed monthly service fees (for postpaid wireline voice, wireline data and wireless subscribers); (7) proceeds from sale of handsets, phonekits and other phone accessories; (8) one-time registration fees (for postpaid wireless subscribers), one-time activation or upfront fees for the excess of the selling price of simpack over the preloaded airtime (for prepaid subscribers) and one-time service connection fee (for wireline voice and wireline data subscribers); and (9) income on transaction fees for remittance transactions related to GXI’s business in Globe Group’s business or payment centers. Postpaid service arrangements include fixed monthly charges, which are recognized over the subscription period on a pro-rata basis. Telecommunication 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, 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 free usage using historical ratio of free over billable usage. Proceeds from the sale of prepaid cards and airtime value through over-theair reloading services are deferred and shown as “Unearned revenues” in the consolidated balance sheets. Revenue is recognized upon actual usage of the airtime value for voice, SMS, MMS and content downloading, net of free service allocation and bonus reload, or expiration of the unused value, whichever comes earlier. The Globe Group also provides wireline data communications services under postpaid payments arrangements. Revenues from wireline data communications services include monthly service fees, which are recognized as earned over the subscription period on a pro-rata basis, usage of broadband and internet services in excess of monthly service fees, and one-time fixed line service connection fees. Installation fees received from wireline subscribers are also credited to “Net operating revenues” shown in the consolidated statements of income upon receipt from wireline subscribers. The related labor costs on installation exceeding the installation fees are charged against current operations. Revenue Recognition The Globe Group provides wireless communication services and wireline voice communication services under postpaid and prepaid payment arrangements. Revenue is recognized when the delivery of the product or service 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), and excludes value added tax and overseas communication tax. Inbound revenues and outbound charges are accrued based on actual volume of traffic monitored on the traffic settlement system. These are based on agreed transit and termination rates and/or revenue sharing agreements with other foreign and local carriers and content providers. Inbound revenues represent settlements received from telecommunications providers that sent traffic to the Globe Group’s network, while outbound charges represent settlements Revenues principally consist of: (1) per minute airtime and toll fees for local, domestic and international long distance calls in excess of free call allocation, less (a) bonus airtime credits, airtime on free Subscribers’ Identification Module GLOBE TELECOM, INC. 44 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements to telecommunication providers for traffic originating from the Globe Group’s network and settlements to content providers for contents downloaded by subscribers. 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. These adjustments are recognized as these are determined and are mutually agreed 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. allowance for doubtful accounts is maintained at a level considered adequate to provide for potential uncollectible receivables. The level of this allowance is evaluated by management on the basis of factors that affect the collectibility of the accounts. A review of the aging and status of receivables, designed to identify accounts to be provided with allowance, is performed regularly. Customers Full allowance is provided for receivables from permanently disconnected wireless and wireline subscribers. Permanent disconnections are made after a series of collection steps following non-payment by postpaid subscribers. Such permanent disconnections generally occur within a predetermined period from statement date. Full allowance is generally provided for active individual and business wireless subscribers with outstanding receivables that are past due by 90 and 120 days, respectively, and those with temporary disconnected status that are subject for termination within the succeeding month. Full allowance is also provided for active residential and business wireline subscribers with outstanding receivables that are past due by 90 and 150 days, respectively. Proceeds from sale of handsets, phonekits, and other phone accessories are recognized upon delivery of the products. Lease income from operating lease is recognized on a straight-line basis over the lease term. Interest income is recognized as it accrues. 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 subsidies and marketing expenses. Handset subsidies represent the difference between the book value of handsets, accessories and SIM cards (included in “Cost of Sales” account under Operating Costs and Expenses), and the corresponding selling price to a subscriber (included in “Others” under Net Operating Revenue). Retention costs for existing subscribers are in the form of free handsets and bill credits. Free handsets are charged against current operations and included in “Operating expenses” account as selling, advertising and promotions expenses. Bill credits are deducted from operating revenues. Traffic Settlements Full allowance is generally provided for the net receivable from international and national traffic carriers and roaming partners which are not settled within 10 months and 6 months, respectively, from transaction date and after a review of the status of settlement with other carriers. Additional provisions are made for accounts specifically identified to be doubtful of collection. Inventories and Supplies Inventories and supplies are stated at the lower of cost or net realizable value (NRV). NRV for handsets and accessories is the selling price in the ordinary course of business less direct costs to sell while NRV for simpacks, call cards, spare parts and supplies, and wireline telephone sets consists of the related replacement costs. In determining the NRV, the Globe Group considers any adjustment necessary for obsolescence, which is provided 100% for non-moving items for more than one year and 50% for slow-moving items. Cost is determined using the moving average method. Cash and Cash Equivalents 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 dates of placement and that are subject to an insignificant risk of changes in value. Short-term Investments Short-term investments are carried at cost, adjusted for any permanent loss on price decline of the investments. Such permanent decline is recognized as loss and credited directly to investments. The resulting balance becomes the new cost basis of the investments. Subsequent recoveries of market value beyond the new cost basis are not recognized until the investments are sold or otherwise disposed of. Supplies of simpacks/simcards and telephone handsets are consumed upon activation of the wireless and wireline services. Property and Equipment Property and equipment are carried at cost less accumulated depreciation and amortization, and accumulated provision for impairment loss, if any. Cost of property and equipment 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) foreign Receivables Receivables are recognized and carried at billable amounts less an allowance for doubtful accounts. Penalties, termination fees and surcharges on past due accounts of postpaid subscribers are recognized as revenues upon collection. An GLOBE TELECOM, INC. 45 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements exchange differentials (foreign exchange losses net of foreign exchange gain) arising from remeasurement to prevailing exchange rates of foreign currencydenominated liabilities related to the acquisition of property and equipment. The cost of distribution dropwires included under telecommunications equipment is depreciated over five years. Expenditures after the property and equipment have been put into operation such as repairs and maintenance are charged against current operations. In situations where it can be clearly demonstrated that the expenditures have resulted in an increase in the future economic benefits expected to be obtained from the use of an item of property and equipment beyond its original assessed standard of performance, the expenditures are capitalized as additional costs of property and equipment. When assets are retired or otherwise disposed of, the cost and the related accumulated depreciation and amortization, and accumulated provision for impairment loss, if any, are removed from the accounts and any resulting gain or loss is credited to or charged against current operations. Foreign exchange losses, interest and other financing charges are no longer included as part of cost if the resulting carrying amount of the related property and equipment exceeds the lower of the replacement cost and the amount recoverable from the use or sale of the property and equipment. Assets under construction are transferred to the related property and equipment account when the construction or installation and related activities necessary to prepare the property and equipment for its intended use are completed, and the property and equipment are ready for service. Depreciation of assets commences once the assets are put into operational use and is computed using the straight-line method over the estimated useful lives of the assets regardless of utilization. The foreign exchange differential, interest and other financing charges capitalized as part of the cost of the property and equipment are depreciated over the remaining estimated useful life of the related property and equipment. The carrying values of property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. If any such indication exists and where the carrying values exceed its estimated recoverable amounts, the assets or cash generating units are written down to their recoverable amounts. The recoverable amount of property and equipment is the greater of 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. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the current market assessment of the time value of money and the risks specific to the assets. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Impairment losses, if any, are recognized in the consolidated statements of income. Leasehold improvements are amortized over the shorter of their useful lives or the lease terms. The estimated useful lives of the property and equipment are reviewed periodically, based on factors that include asset utilization, technological changes, environmental factors and anticipated use of the property and equipment, to ensure that the period of depreciation is consistent with the expected pattern of economic benefits from items of property and equipment. The revised estimated useful lives of property and equipment of the Globe Group are as follows: For the Globe Group, the cash-generating unit is the combined wireless and wireline asset group of Globe Telecom and Innove. This asset grouping is predicated upon the requirement contained in Executive Order (E.O.) No. 109 and RA No. 7925 requiring licensees of CMTS and IGF services to provide 400,000 and 300,000 LEC lines, respectively, as a condition for the grant of such licenses. Years Telecommunications equipment: Tower Switch Outside plant Customer premises equipment Others Buildings Leasehold improvements Investments in cable systems Furniture, fixtures and equipment Transportation equipment Work equipment 15 3-10 10-20 2-5 3-20 20 5 5-15 3-5 3-5 3 Debt Issuance Costs 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. Unamortized debt issuance costs are included under “Deferred charges and others” account in the consolidated balance sheets. When the related debt instrument is retired, the related unamortized debt issuance cost at the date of retirement is charged against current operations. GLOBE TELECOM, INC. 46 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements Investments in Associates, Joint Venture and Others Investments in associates [50% investment in Pintouch Telecom, LLC (PTL) (a limited partnership organized in the United States of America) and 32.67% investment in Globe Telecom Holdings, Inc. (GTHI)] and joint venture (14.29% investment in Bridge Mobile Alliance) are accounted for under the equity method. An associate is an entity in which the Group has a significant influence and which is neither a subsidiary nor a joint venture. A joint venture is an entity not being a subsidiary or an associate in which the Globe Group exercise joint control together with one or more venturers. Under the equity method, the investments in associates and joint venture are carried in the consolidated balance sheets at cost plus post-acquisition changes in the Globe Group’s share in net assets of associates and joint venture, less any impairment in value. The consolidated statements of income reflect the Globe Group’s share of the results of operations of the associates and joint venture. The carrying amount of deferred income tax assets is 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 asset to be utilized. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled based on tax rates (and tax laws) that have been substantially enacted at the balance sheet date. Provisions A provision is recognized only when the Globe Group has: (a) a 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. Other investments in shares of stock where the Globe Group’s ownership interest is less than 20% or where control is likely to be temporary are stated at cost. When there is a significant and apparently permanent decline in value of an individual investment, the carrying amount of the individual investment is written down to its recoverable value. Stock Option The Globe Group has stock option plans for the granting of nontransferable options to executives and other employees of the Globe Group, whereby executives and other employees are granted an option to purchase a fixed number of shares of stock at a stated price during a specified period. Options exercised are recorded at the option price and accounted for as a regular issuance of capital stocks. Investments in bonds and Dollar-Linked Peso Notes (DLPN) are carried at amortized cost using the straight-line method based on the terms of the notes less any provision for permanent impairment in value. Income Taxes 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. 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 plus amortization of past service cost, experience adjustments and changes in actuarial assumptions over the expected average future service years of the current plan members. 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. Borrowing Costs Interest and other related financing charges on borrowed funds used to finance the acquisition of property and equipment to the extent incurred during the period of installation are capitalized as part of the cost of the property and equipment. The capitalization of these borrowing costs as part of the cost of the property and equipment: (a) commences when the expenditures and borrowing costs are being incurred during installation and related activities necessary to prepare the property and equipment for its intended use are in progress; (b) is suspended during extended periods in which active development is interrupted; and (c) ceases when Deferred income tax, however, 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 the taxable profit or loss. Deferred income tax liabilities are not provided on nontaxable temporary differences associated with investment in a domestic associate. GLOBE TELECOM, INC. 47 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements substantially all the activities necessary to prepare the property and equipment for its intended use are complete. These costs are amortized using the straight-line method over the estimated useful lives of the related property and equipment. term foreign currency-denominated 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. Other borrowing costs are recognized as expense in the period in which these are incurred. The Parent Company enters into deliverable prepaid forward contracts that entitle the Parent Company to a discount on the contracted forward rate. The discount is recognized as income over the term of the forward exchange contract. 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. For certain long-term foreign currency-denominated loans, the Parent Company enters into long-term currency swap contracts to manage its foreign currency and interest rate exposures. Such contracts are sometimes entered into in combination with options. The Parent Company also sells currency options as cost subsidy for outstanding currency swap contracts. Leases 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 lower of the fair value of the leased property and the present value of the minimum lease payments. Lease payments are apportioned between 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 against current operations. The Parent Company also enters into interest rate swap contracts to manage its interest rate exposures on underlying fixed and floating-rate foreign currencydenominated long-term debts, on underlying fixed-rate peso-denominated longterm debt and on short-term floating rate peso investments. Translation gains or losses on these currency forward and swap contracts are computed by multiplying the notional amounts by the difference between the exchange spot rates prevailing on the balance sheet date and the exchange spot rates on the contract inception date (or the last reporting date), whichever is applicable. The resulting translation gains or losses on the currency forward and swap contracts are 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 “Deferred charges and others” 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, included in “Swap costs and other financing charges” account in the consolidated statements of income. Capitalized leased assets are depreciated over the shorter of their estimated useful lives or the corresponding lease terms. Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease collections or payments are recognized as an income or expense in the consolidated statements of income on a straight-line basis over the lease term. Advertising Expenses Advertising expenses are charged against current operations as incurred. Foreign Currency Transactions Transactions denominated in foreign currencies are recorded in Philippine Pesos based on the exchange rates prevailing at the transaction dates. Foreign currency-denominated monetary assets and liabilities are translated to Philippine Pesos at exchange rates prevailing at the balance sheet dates. Foreign exchange differentials between rate at transaction date, and rate at settlement date or balance sheet date of unhedged foreign currency-denominated monetary assets or liabilities are credited to or charged against current operations, except those pertaining to foreign currency-denominated liabilities related to the acquisition of property and equipment, which are added to or deducted from the carrying amount of the related property and equipment account. The mark-to-market gains or losses on these contracts are not considered in the determination of consolidated net income but are disclosed in the related notes to consolidated financial statements. 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 year. Financial Instruments The Globe Group enters into short-term deliverable and non-deliverable currency forward contracts to manage its exchange exposure related to short- GLOBE TELECOM, INC. Diluted EPS is computed by dividing net income by the weighted average number of common shares outstanding during the year, after giving retroactive effect 48 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements of any stock dividends, stock splits or reverse stock splits during the year, 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 year 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 convertible preferred shares are converted to common shares 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. The Globe Group will adopt beginning January 1, 2005 the following new and revised accounting standards that are relevant to the Globe Group: New Accounting Standards • Segment Reporting The Globe Group’s major operating business units are the basis upon which the Globe Group reports its primary segment information. The Globe Group’s business segments consist of: (1) wireless communication services; (2) wireline voice communication services; and (3) wireline data communication services. The Globe Group generally accounts for inter-segment revenues and expenses at agreed transfer prices. The Globe Group is in the process of having its actuarial valuation updated to determine the impact of adopting PAS 19. The difference between the transitional liability and the recorded liability will be adjusted against 2005 beginning retained earnings. Contingencies Contingent liabilities are not recognized in the consolidated financial statements. They 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 disclosed when an inflow of economic benefits is probable. • Subsequent Events Any post year-end event up to the date of the auditor’s report 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 year-end event that is not an adjusting event is disclosed when material to the consolidated financial statements. PAS 21, The Effects of Changes in Foreign Exchange Rates, eliminates the capitalization of foreign exchange differentials related to the acquisition of property and equipment. Effective January 1, 2005, any undepreciated balance of the capitalized foreign exchange differentials, net of deferred income tax, will be adjusted retroactively to beginning retained earnings, and prior years’ consolidated financial statements presented will be restated. As of December 31, 2004, the net cumulative foreign exchange losses included in property and equipment amounted to P4,538.30 million, net of accumulated depreciation of P3,376.17 million (see Note 7). The adoption of PAS 21 is estimated to decrease the 2005 beginning retained earnings by P2,416.59 million, net of deferred income tax. New and Revised Accounting Standards to be Effective in 2005 The Accounting Standards Council (ASC) approved the issuance of new and revised accounting standards, which are based on revised IAS and new International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB). The new standards are effective for annual periods beginning on or after January 1, 2005. The ASC has re-named the standards that it issues to correspond better to the issuances of IASB. Philippine Accounting Standards (PAS) correspond to adopted IAS, while Philippine Financial Reporting Standards (PFRS) correspond to adopted IFRS. Previously, standards issued by the ASC were designated as SFAS. GLOBE TELECOM, INC. PAS 19, Employee Benefits, prescribes the accounting and disclosures by employers for employee benefits (including short-term employee benefits, post-employment benefits, other long-term employee benefits and termination benefits). For post-employment benefits classified as defined benefit plans, the standard requires: (a) the use of the projected unit credit method to measure a company’s obligations and costs; (b) a company to determine the present value of defined benefit obligations and the fair value of any plan assets with sufficient regularity; (c) the recognition of a specific portion of net cumulative actuarial gains and losses when the net cumulative amount exceeds 10% of the greater of the present value of the defined benefit obligation or the fair value of the plan assets, but also permits the immediate recognition of these actuarial gains and losses. • 49 PAS 32, Financial Instruments: Disclosure and Presentation, covers the disclosure and presentation of all financial instruments. The standard requires more comprehensive disclosures about a company’s financial instruments, whether recognized or unrecognized in the financial statements. New disclosure requirements include terms and conditions of financial instruments used by the company, types of risks associated with both recognized and unrecognized financial instruments (foreign exchange risk, price risk, credit risk, liquidity risk and cash flow risk), fair value information ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements of both recognized and unrecognized financial assets and financial liabilities, and the company’s financial risk management policies and objectives. The standard also requires financial instruments to be classified as debt or equity in accordance with their substance and not their legal form. • Under PAS 39, all derivative instruments (both freestanding and embedded) as well as financial instruments classified under the categories “Financial Instruments at Fair Value through Profit or Loss” and “Available for Sale” categories will be measured at fair value which may add volatility in the consolidated balance sheets and consolidated statements of income. However, the quantitative impact of adopting PAS 39 will be determined only upon substantial completion of the foregoing implementation activities. The effect of adopting PAS 32 and PAS 39 in 2005 will be computed retroactively and adjusted against 2005 beginning retained earnings. Disclosure requirements, where applicable, will be included in the 2005 financial statements. Prior years’ consolidated financial statements will not be restated as allowed under Securities and Exchange Commission (SEC) rules. PAS 39, Financial Instruments: Recognition and Measurement, establishes the accounting and reporting standards for recognizing and measuring a company’s financial assets and financial liabilities. The standard requires a financial asset or financial liability to be recognized initially at fair value. Subsequent to initial recognition, the company should continue to measure financial assets at their fair values, except for loans and receivables and heldto-maturity investments, which are to be measured at cost or amortized cost using the effective interest rate method. Financial liabilities are subsequently measured at cost or amortized cost, except for liabilities classified as “at fair value through profit and loss” and derivatives, which are subsequently to be measured at fair value. • PAS 39 also covers the accounting for derivative instruments. This standard has expanded the definition of a derivative instrument to include derivatives (and derivative-like provisions) embedded in non-derivative contracts. Under the standard, every derivative instrument is recorded in the balance sheet as either an asset or liability measured at its fair value. Derivatives that do not qualify as hedges are adjusted to fair value through income. If a derivative is designated and qualify as a hedge, depending on the nature of the hedging relationship, changes in the fair value of the derivative are either offset against the changes in fair value of the hedged assets, liabilities, and firm commitments through earnings, or recognized in stockholders’ equity until the hedged item is recognized in earnings. A company must formally document, designate and assess the hedge effectiveness of derivative transactions that receive hedge accounting treatment. The adoption of PAS 40 is not expected to have a material effect on the consolidated financial statements. Any identified investment property will be reclassified from property and equipment and will be carried using the cost model. The Globe Group has formed an implementation team that is currently assessing the operational and financial statement impact of PAS 32 and PAS 39. Among the implementation activities include the following: a. b. c. d. e. • review of all financial and non-financial contracts to identify and bifurcate (where required) embedded derivatives; classification and measurement of financial assets and financial liabilities; evaluation of financial instruments as to whether these should be classified as debt or equity, depending on their features; review of existing hedge accounting treatment for qualifying hedges and compliance with hedge accounting criteria, particularly on documentation and effectiveness testing; and, enhancement of existing processes and systems relating to validation of mark-to-market computations, monitoring of changes in the fair value of financial instruments, monitoring of effectiveness results as these flow through the financial statements, and monitoring of the impact of bifurcated embedded derivatives. GLOBE TELECOM, INC. PAS 40, Investment Property, establishes the accounting and reporting standards for investment property. Investment property is property (land or a building or both) held (by the owner or by the lessee under a finance lease) to earn rentals or for capital appreciation or both, rather than for: (a) use in the production or supply of goods or supply of goods or services or for administrative purposes; or (b) sale in the ordinary course of business. Under this standard, the Globe Group is permitted to choose either the fair value model or cost model in the subsequent measurement of a qualifying investment property. Fair value model requires an investment property to be measured at fair value with fair value changes recognized directly in the statements of income. Cost model requires an investment property to be measured at cost less any accumulated depreciation and impairment losses. PFRS 2, Share-Based Payments, sets out the measurement principles and accounting requirements for share-based payment transactions, including transactions with employees or other parties to be settled in cash, other assets, or equity instruments of the entity. Under this standard, the Globe Group is required to recognize the cost of share options granted after November 7, 2002 in the statements of income. The Globe Group currently does not recognize an expense from share options granted but discloses required information for such options. Upon adoption of PFRS 2 in 2005, the estimated cost as of December 31, 2004 of share options issued to Globe Group employees amounting to P99.04 million, net of deferred income tax, will be adjusted against 2005 beginning retained earnings with a credit to additional paid in capital and prior years’ consolidated financial statements presented will be restated. • 50 PFRS 5, Non-current Assets Held for Sale and Discontinued Operations, specifies the accounting for assets held for sale and the presentation and disclosure ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements requirements for discontinued operations. Under this standard, qualifying non-current assets or disposal groups held for sale shall be carried at fair value less cost to sell if this amount is lower than its carrying amount less accumulated impairment losses. The company shall not depreciate (or amortize) non-current assets (or disposal groups) while classified as held for sale. Any gain or loss on the remeasurement of a non-current asset (or disposal group) classified as held for sale shall be included in the profit or loss from continuing operations. • PAS 2, Inventories, reduces the alternatives for measurement of inventories by disallowing the use of the last in, first out (LIFO) formula. Moreover, the revised standard does not permit foreign exchange differences arising directly on the recent acquisition of inventories invoiced in a foreign currency to be included in the cost of purchase of inventories. • PAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, (a) removes the concept of fundamental error and the allowed alternative to retrospective application of voluntary changes in accounting policies and retrospective restatement to correct prior period errors; (b) updates the previous hierarchy of guidance to which management refers and whose applicability it considers when selecting accounting policies in the absence of standards and interpretations that specifically apply; (c) defines material omission or misstatements; and (d) describes how to apply the concept of materiality when applying accounting policies and correcting errors. • PAS 10, Events After the Balance Sheet Date, provides a limited clarification of the accounting for dividends declared after the balance sheet date. • PAS 17, Leases, provides a limited revision to clarify the classification of a lease of land and buildings and prohibits expensing of initial direct costs in the financial statements of the lessors. • PAS 24, Related Party Disclosures, provides additional guidance and clarity in the scope of the standard, the definitions and disclosures for related parties. It also requires disclosure of the compensation of key management personnel by benefit type. • PAS 27, Consolidated and Separate Financial Statements, reduces alternatives in accounting for investments in subsidiaries in the separate financial statements of a parent, venturer or investor. Investments in subsidiaries will be accounted for either at cost or in accordance with PAS 39 in the separate financial statements. Equity method of accounting will no longer be allowed in the separate financial statements. • PAS 28, Investments in Associates, reduces alternatives in accounting for associates in consolidated financial statements and in accounting for investments in the separate financial statements of an investor. Investments in associates will be accounted for either at cost or in accordance with PAS 39 in the separate financial statements. Equity method of accounting will no longer be allowed in the separate financial statements. As of December 31, 2004, the Globe Group has no qualifying non-current assets held for sale. Revised Accounting Standards • PAS 16, Property, Plant and Equipment, (a) provides additional guidance and clarification on recognition and measurement of items of property, plant and equipment; (b) requires the capitalization of the costs of asset dismantling, removal or restoration as a result of either acquiring or having used the asset for purposes other than to produce inventories during the period; and (c) requires measurement of an item of property, plant and equipment acquired in exchange for a non-monetary assets, or a combination of monetary and non-monetary assets, at fair value unless the exchange transaction lacks commercial substance. Under the previous version of this standard, an entity measured such an acquired asset at fair value unless the exchanged assets were similar. Upon adoption of the revised PAS 16, the estimated accumulated depreciation and accumulated accretion on the additional asset dismantling costs that will be capitalized amounting to P258.99 million, net of deferred income tax, will be adjusted against 2005 beginning retained earnings and prior years’ financial statements presented will be restated. The adoption of the following revised accounting standards is not expected to have a material effect on the consolidated financial statements. Additional disclosures required by the revised accounting standards will be included in the consolidated financial statements. • PAS 1, Presentation of Financial Statements, provides a framework within which an entity assesses how to present fairly the effects of transactions and other events; provides the base criteria for classifying liabilities as current or noncurrent; prohibits the presentation of income from operating activities and extraordinary items as separate line items in the statements of income; and specifies the disclosures about key sources of estimation, uncertainty and judgments management has made in the process of applying a company’s accounting policies. It also requires changes in the presentation of minority interest in the consolidated balance sheets and statements of income. GLOBE TELECOM, INC. PAS 27 and 28 require strict compliance with adoption of uniform accounting policies and require the parent company/ investor to make appropriate adjustments to the subsidiary’s/ associate’s financial statements to conform them to the parent company’s/ investor’s accounting policies for reporting like transactions and other events in similar circumstances. 51 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements • • 3. PAS 31, Interests in Joint Ventures, reduces the alternatives in accounting for interests in joint ventures in consolidated financial statements and in accounting for investments in the separate financial statements of a venturer. Interests in joint ventures will be accounted for either at cost or in accordance with PAS 39 in the separate financial statements. Equity method of accounting will no longer be allowed in the separate financial statements. However, the equity method is still an allowed alternative in the consolidated financial statements. b. On August 7, 2003, the NTC approved on the legal rights transfer of Globe Telecom’s wireline business authorizations, properties, assets and obligations to Innove. In September 2003, pursuant to the approval granted by the NTC, Globe Telecom’s wireline voice and data assets and liabilities were transferred to Innove and the wireline business of Globe Group was integrated into Innove. On June 30, 2004, Globe Telecom transferred additional wireline assets and certain investments in cable systems to Innove. On a consolidated basis, the transfers had no impact on net revenues, EBITDA [earnings before interest, income tax, depreciation and amortization and other income (expense)] and net income. Innove remains a whollyowned subsidiary of Globe Telecom. PAS 33, Earnings Per Share, prescribes principles for the determination and presentation of earnings per share for entities with publicly traded shares, entities in the process of issuing ordinary shares to the public, and any entities that calculate and disclose earnings per share. The standard also provides additional guidance in computing earnings per share including the effects of mandatorily convertible instruments and contingently issuable shares, among others. • PAS 36, Impairment of Assets, establishes frequency of impairment testing for certain intangibles and provides additional guidance on the measurement of an asset’s value in use. • PAS 38, Intangible Assets, provides additional clarification on the definition and recognition of certain intangibles. Moreover, this revised standard requires that an intangible asset with an indefinite useful life should not be amortized but will be tested for impairment by comparing its recoverable amount with its carrying amount annually and whenever there is an indication that the intangible asset may be impaired. The transfer of the wireline business of Globe Telecom to Innove is part of the Globe Group’s operational integration activities to achieve increased focus and streamlined operations. The integrated and focused wireline operations signal the Globe Group’s commitment to innovation, customer focus and operational excellence. 4. Receivables This account consists of receivables from: 2004 Customers Traffic settlements (see Notes 14 and 22) Others Changes in Organization a. Wireline Operations 7,770,243 242,789 16,001,897 Less allowance for doubtful accounts: Customers 4,787,070 Traffic settlements and others 301,722 5,088,792 P10,913,105 Wireless Operations In September 2002, Globe Telecom announced the operational integration of Globe Telecom and Innove’s wireless networks to increase the Globe Group’s business focus and streamline its operations in order to optimize utilization of the network which will benefit subscribers. A key element of the integration involved the migration of existing wireless subscribers of Innove to the improved TM service, allowing them to enjoy superior coverage and service offering available through the Globe Telecom-Innove integrated network. Certain elements of the Innove’s network which cannot be redeployed to the Globe network were shutdown in 2002 to avoid unnecessary duplication. The shutdown necessitated Innove’s recognition of losses on retirement of certain property and equipment and restructuring cost in 2002. GLOBE TELECOM, INC. P7,988,865 52 ANNUAL REPORT 2004 2003 2002 (In Thousand Pesos) P7,109,926 P6,301,967 14,296,811 197,687 21,604,424 9,783,069 271,335 16,356,371 3,879,846 3,411,704 181,153 511,484 4,060,999 3,923,188 P17,543,425 P12,433,183 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 5. Inventories and Supplies 6. This account consists of: This account consists of: 2004 At cost: Wireline telephone sets Call cards and others At NRV: Simpacks, spare parts and supplies Handsets and accessories 2003 (In Thousand Pesos) 2004 2002 P69,767 6,116 75,883 P35,326 49,367 84,693 P48,161 48,161 667,199 393,803 1,061,002 P1,136,885 223,243 308,805 532,048 P616,741 91,134 243,321 334,455 P382,616 Input value added tax - net (see Note 10) Other current assets (see Notes 14 and 22) 2003 (In Thousand Pesos) 2002 P312,566 P746,648 P1,765,313 814,194 P1,126,760 905,221 P1,651,869 660,462 P2,425,775 Input value added tax as of December 31, 2003 and 2002 is presented net of output value added tax of P1,250.80 million and P1,610.80 million, respectively. As of December 31, 2004, Globe Telecom reported net output value added tax amounting to P150.38 million, net of input value added tax of P224.74 million, included in “Accounts payable” under “Accounts Payable and Accrued Expenses” account (see Note 10). As of December 31, 2004, input value added tax represents Innove’s net input value added tax amounting to P312.57 million, net of output value added tax of P172.98 million. As discussed in Note 2, the Globe Group considers any adjustment necessary for obsolescence in determining the NRV. 7. Prepayments and Other Current Assets Property and Equipment The rollforward analysis of this account follows: Telecommunications Equipment Buildings and Leasehold Improvements Investments in Cable Systems Furniture, Transportation Fixtures and and Work Equipment Equipment Land Assets Under Construction Total (In Thousand Pesos) Cost As of December 31, 2003 P110,564,475 P11,926,521 Additions 951,758 113,981 Retirements/disposals (530,886) (48,686) Reclassifications/adjustments 13,020,591 4,209,081 As of December 31, 2004 124,005,938 16,200,897 Accumulated depreciation and amortization and accumulated provision for impairment losses As of December 31, 2003 33,877,822 2,703,723 Additions 12,809,054 1,218,384 Retirements/disposals (286,775) (18,992) Reclassifications/adjustments (492,578) (442) As of December 31, 2004 45,907,523 3,902,673 Net Book Value as of December 31, 2004 P78,098,415 P12,298,224 Net book value as of December 31, 2003 P76,686,653 P9,222,798 Net book value as of December 31, 2002 P73,408,374 P10,461,939 64,748 – 58,202 10,584,889 P4,229,542 1,173,420 (93,010) 509,544 5,819,496 P997,716 272,767 (56,275) (790) 1,213,418 P927,858 364 – – 928,222 P3,137,453 19,125,299 (12,404) (18,097,009) 4,153,339 P142,245,504 21,702,337 (741,261) (300,381) 162,906,199 970,357 713,597 – – 1,683,954 2,844,503 837,434 (59,203) (5,944) 3,616,790 671,571 153,709 (42,903) 119 782,496 – – – – – – – – – – 41,067,976 15,732,178 (407,873) (498,845) 55,893,436 P8,900,935 P9,491,582 P2,202,706 P1,385,039 P430,922 P326,145 P928,222 P927,858 P4,153,339 P3,137,453 P107,012,763 P101,177,528 P6,720,657 P1,393,072 P329,685 P923,227 P5,632,946 P96,269,815 P7,861,854 GLOBE TELECOM, INC. 53 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements The carrying values of property and equipment held under finance leases where the Globe Group is the lessee are as follows (see Note 19c): Upon business combination with Innove in 2001, Globe Telecom recorded the new cost basis for Innove’s assets and liabilities arising from the allocation of the purchase price over the fair value of Innove’s net assets. The balance of net foreign exchange losses amounting to P3,894.73 million capitalized by Innove as part of property and equipment prior to the business combination and other fair market value adjustments amounting to P434.14 million formed part of Globe Telecom’s new cost basis of Innove property and equipment as of June 30, 2001. As of December 31, 2004, the net book value of the capitalized foreign exchange losses and other fair value adjustments forming part of the new cost basis of Innove’s property and equipment amounted to P2,131.87 million and P168.27 million, respectively. 2004 2003 2002 (In Thousand Pesos) Furniture, fixtures and equipment P186,031 P199,560 P206,541 Transportation and work equipment 4,400 4,400 4,400 190,431 203,960 210,941 Less accumulated depreciation 167,062 167,188 142,778 Net book value P23,369 P36,772 P68,163 Investments in cable systems include the cost of the 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 Telecom is the landing party (see Notes 9 and 14). In 2004, as a result of periodic review of the estimated useful lives and depreciation and amortization methods of items of property and equipment, management came to the conclusion that there has been a significant change in the expected pattern of economic benefits from certain telecommunications equipment and investments in cable systems. Globe Telecom revised the estimated useful lives of certain switch equipment from 15 to 10 years and investments in cable systems from 20 to 15 years. In addition, Globe Telecom revised the remaining estimated useful lives of certain telecommunications equipment, which are specifically identified to be useful for specific periods shorter than the previously estimated useful lives. These changes have been accounted for as changes in accounting estimates. The changes increased depreciation expense in 2004 by about P2,047.07 million or P14.63 reduction in basic earnings per share, before related income taxes. In 2003, certain cable system and radio equipment which have been retired due to technical and regulatory factors with net book values amounting to P177.73 million were written off from the accounts. Total losses on property and equipment including provisions amounted to P11.73 million, P306.30 million and P386.87 million in 2004, 2003 and 2002, respectively. Globe Telecom’s total capitalized borrowing costs amounted to P203.55 million, P621.89 million and P610.06 million (including capitalized interest of P77.67 million, P481.97 million and P514.72 million) in 2004, 2003 and 2002, respectively. 8. Deferred Charges and Others This account consists of: 2004 The Globe Group’s net cumulative capitalized foreign exchange losses amounted to P4,538.29 million, net of accumulated depreciation of P3,376.17 million, P5,476.14 million, net of accumulated depreciation of P2,133.63 million, and P4,976.25 million, net of accumulated depreciation of P1,526.08 million as of December 31, 2004, 2003 and 2002, respectively. GLOBE TELECOM, INC. Revaluation of foreign currency swaps and unamortized forward premiums - net (see Note 22) P1,116,414 Debt issuance cost - net (see Note 12) 239,003 Others P1,355,417 54 ANNUAL REPORT 2004 2003 (In Thousand Pesos) 2002 P1,631,758 P1,200,436 316,428 3,870 P1,952,056 400,625 740 P1,601,801 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 9. Equity in net earnings (losses) for the year is shown under “Equity in net earnings (losses) of an associate” account in the consolidated statements of income. Miscellaneous Deposits and Investments This account consists of: 2004 2003 (In Thousand Pesos) Investments in shares of stock carried at equity: Acquisition cost: GTHI P98 PTL 12,366 12,464 Accumulated equity in net earnings: Balance at beginning of year 20,278 Equity in net earnings (losses) of GTHI for the year (62) Balance at end of year 20,216 32,680 Less allowance for impairment of investment in PTL 32,415 Carrying values at end of year: GTHI 265 PTL 265 Investments in shares of stock carried at cost: C2C Holdings, Pte. Ltd. 894,551 Others 47,460 942,011 Less allowance for impairment of investments: C2C Holdings, Pte. Ltd. 894,551 Others 12,132 906,683 Carrying values at end of year: C2C Holdings, Pte. Ltd. Others 35,328 35,328 Total investments in shares of stock 35,593 Investment in joint venture - Bridge Mobile Alliance 56,332 Investments in ROP Bonds and DLPN (see Note 22) Miscellaneous deposits and others (see Note 19a) 690,935 P782,860 Investment in GTHI GTHI is a special purpose vehicle 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 Philippine 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 Board of Directors (BOD) of GTHI approved the dissolution of GTHI. 2002 P98 12,366 12,464 P98 12,366 12,464 24,219 23,522 (3,941) 20,278 32,742 697 24,219 36,683 32,415 32,415 327 327 4,268 4,268 894,551 47,345 941,896 894,551 46,821 941,372 894,551 12,132 906,683 - 35,213 35,213 35,540 894,551 46,821 941,372 945,640 - - 692,187 - 768,410 P1,496,137 1,204,415 P2,150,055 GLOBE TELECOM, INC. Investment in PTL On October 19, 2000, the BOD approved a resolution to seek the dissolution of PTL and the termination of Globe Telecom’s Limited Liability Agreement with Pacific Gateway Exchange (PGE) and other agreements with PGE and/or PTL. On January 17, 2001, PGE gave its consent to the dissolution of PTL. The dissolution has not been effected in order to enable PTL to file its Proof of Claim against PGE before the United States (U.S.) Bankruptcy Court, District Court of California (San Francisco Division) to recover U.S.$5.39 million in receivables from PGE. The Proof of Claim was filed on May 11, 2001. Proceedings before the U.S. Bankruptcy Court remain pending. Investment in C2C Holdings, Pte. Ltd (C2C Holdings) Innove has a 4.25% ownership in C2C Holdings consisting of 20 million Class A 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 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 U.S.. The C2C cable network started full commercial operations in March 2002. In 2003, Innove recognized a full provision for its equity investment in C2C Holdings amounting to P894.55 million (or P6.39 on a per share basis). The provision was made following the assessment by C2C Holdings of the estimated future cash flows expected from the continuing use of the cable network assets of C2C until the end of its economic useful lives and after considering the increased potential risk to the restructuring of C2C’s debt. This considered an independent market study commissioned to revalidate the bandwidth market potential and its effect on C2C Holdings. 55 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 10. Accounts Payable and Accrued Expenses Aside from Innove’s equity stake in C2C Holdings, the Globe Group has separately purchased capacity on the C2C cable network and has invested in a cable landing station located in Nasugbu, Batangas. This account consists of: 2004 Notwithstanding Innove’s full provision against the equity investment in the holding company, the Globe Group recognizes the long-term benefits of its purchased capacity in the C2C cable network and its investment in the cable landing station (see Note 7). Aside from servicing the network requirements of the fixed line and data businesses of the Globe Group, the Globe Group has started benefiting from savings on lower bandwidth costs. Traffic settlements payable (see Notes 14 and 22) P6,560,054 Accounts payable (see Notes 14 and 22) 5,085,525 Accrued expenses (see Notes 14 and 22) 4,044,151 Accrued project costs (see Note 19) 3,454,285 Provisions 282,309 Dividends payable (see Note 15) 75,128 Liabilities to partner establishments (see Note 1) 15,684 Accrual for restructuring costs (see Note 3) P19,517,136 Investment in Bridge Mobile Alliance (BMA) On November 3, 2004, Globe Telecom and six other leading Asia Pacific mobile operators (JV partners) signed an Agreement (JV Agreement) to form a regional mobile alliance, BMA, which will operate through a Singapore-incorporated company, Bridge Mobile Pte. Ltd. (Bridge Mobile). The joint venture company where Globe Telecom has 14.29% interest, will look at driving commercial and other benefits for the operators and delivering regional mobile services to their subscribers. Bridge Mobile will be a commercial vehicle in which the seven JV partners will jointly invest to build and establish a regional mobile infrastructure and common service platform. This will enable the creation and seamless delivery of regional mobile services across geographical borders, and enhance the service experience of their mobile customers when they roam from one country to another. Bridge Mobile will also develop new products and services on a regional basis and create competitive advantages and differentiation for the mobile operators in their respective markets. 2002 P11,243,955 P6,654,841 4,251,625 4,320,707 4,818,040 4,891,872 3,003,053 793,066 67,957 3,805,166 635,822 108,072 - - 19,447 201,661 P24,197,143 P20,618,141 Provisions relate to various pending regulatory claims and assessments. The information usually required by SFAS 37/IAS 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 the Globe Group’s wireless and wireline business amounting to P165.05 million, P675.80 million and P518.56 million as of December 31, 2004, 2003 and 2002, respectively. The Globe Group recognized a net reversal in 2004 amounting to P510.76 million resulting mainly from the recent favorable developments that called for a reassessment of existing provisions. As of February 1, 2005, the remaining pending regulatory claims and assessments are still being resolved. 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) and PT Telekomunikasi Selular (Indonesia). Under the JV Agreement, each partner (shareholder) shall contribute U.S.$4 million scheduled as follows: Year 1 Year 2 Year 3 2003 (In Thousand Pesos) The balance of the provisions also includes Innove’s provision relating to NTC permit fees amounting to P117.26 million, which were assessed by the 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. about U.S.$1.5 million about U.S.$1.3 million about U.S.$1.2 million As of December 31, 2004, Globe Telecom has paid U.S.$1.0 million (P56.33 million) as initial subscription. “Liabilities to partner establishments” account represents balances due to GXI partner establishments arising from the mobile payment and remittance service transactions as discussed in Note 1. GLOBE TELECOM, INC. 56 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 11. Notes Payable The interest rates and maturities of the above loans follow: In 2002, Globe Telecom’s notes payable consisted of short-term unsecured notes payable to supplier, local and foreign bank with interest rates ranging from 6.44% to 15.18% for peso-denominated notes and from 3.10% to 7.56% for dollardenominated notes. Senior Notes 2012 2009* Banks: Foreign Maturities Interest Rates 2012 2009 9.75% 13.00% 2005-2008 1.16% to 6.83% in 2004, 1.18% to 7.35% in 2003 and 1.76% to 7.35% in 2002 2.50% to 11.73% in 2004, 7.56% to 12.52% in 2003 and 4.57% to 14.55% in 2002 8.40% to 16.00% in 2004, 7.14% to 16.00% in 2003 and 6.88% to 16.00% in 2002 7.79% to 11.70% in 2004 2.71% to 6.88% in 2004, 1.06 to 13.96% in 2003 and 1.23% to 11.75% in 2002 12. Long-term Debt This account consists of: Local 2004 2003 (In Thousand Pesos) Senior Notes: 2012 (including unamortized premium of P485,078 in 2004) P17,387,378 2009* Banks: Foreign 22,121,664 Local 5,975,162 Corporate notes 3,070,000 Retail bonds 3,000,000 Suppliers’ credits 663,747 52,217,951 Less current portion 9,018,650 P43,199,301 2002 P11,117,200 P10,650,800 9,705,872 11,715,880 25,556,947 26,966,070 4,772,692 3,307,888 3,665,000 3,665,000 1,314,024 2,268,613 56,131,735 58,574,251 9,022,535 7,430,233 P47,109,200 P51,144,018 2005-2012 Retail bonds Suppliers’ credits 2007-2009 2005-2007 2009 Senior Notes completing the retirement of the entire U.S.$220 million 2009 Senior Notes. Long-term debt as of December 31, 2002 amounting to P3,852.04 million was secured by chattel mortgages on certain property and equipment. On February 28, 2003, the secured lenders approved the release of chattel mortgages. The chattel mortgages were subsequently released and cancelled by the Registry of Deeds on June 21, 2004. The loan agreements with suppliers, 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. P9,018,650 9,511,020 7,236,113 2,977,433 23,474,735 P52,217,951 GLOBE TELECOM, INC. Corporate notes * On August 2, 2004, Globe Telecom exercised its call option and redeemed the balance of the The maturities of long-term debt as of December 31, 2004 follow (in thousand pesos): Due in: 2005 2006 2007 2008 2009 and thereafter 2005-2008 57 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements Senior Notes Pertinent terms of Globe Telecom’s Senior Notes follow: Date of issue Maturity Interest rate Interest payments Eligible holders 2012 Senior Notes (a) 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 rights of holders of record on the relevant record date to receive interest due on the relevant interest payment date): 2009 Senior Notes (b) April 4, 2002 April 12, 2012 9.75% p.a. August 6, 1999 August 1, 2009 13% 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 year comprised of twelve 30-day months. Bondholders of record on April 1 or October 1 immediately preceding each interest payment date. Semi-annual in arrears on February 1 and August 1 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 year comprised of twelve 30-day months. Bondholders of record on January 15 or July 15 immediately preceding each interest payment date. (a) On July 23, 2004, Globe Telecom issued U.S.$100 million notes (the Notes) at 109% under an indenture with the Bank of New York as Trustee. The Notes are consolidated and form a single series with the 2012 Senior Notes issued on April 4, 2002. On October 29, 2004, the U.S.$300 million 2012 Senior Notes have been listed and quoted on the Singapore exchange. (b) On August 2, 2004, Globe Telecom exercised its call option on the 2009 Senior Notes and redeemed the balance of the 2009 Senior Notes amounting to U.S.$142.72 million at 106.5%. Prior to the exercise of the call option, Globe Telecom has redeemed U.S.$77.28 million of the 2009 Senior Notes. Total redemption costs of the 2009 Senior Notes amounting to P693.39 million in 2004 is included in “Swap costs and other financing charges” account in the consolidated statements of income. Unamortized debt issuance costs at the date of redemption of the 2009 Senior Notes amounting to P100.49 million were fully amortized upon redemption and included in “Depreciation and amortization” account in the consolidated statements of income. U.S.$88.00 million of swaps and forwards used to hedge the 2009 Senior Notes have also matured. Redemption date On or after April 15, 2007 Redemption price 2007 2008 2009 2010 and thereafter Prior to April 15, 2005, Globe Telecom, upon not less than 30 nor more than 60 days’ prior notice, may redeem the 2012 Senior Notes up to a maximum of 33 1/3% of the original aggregate principal amount of the Notes, with the proceeds of one or more Public Equity Offerings or from a Strategic Equity Investment at a redemption price equal to 109.75% of the principal amount thereof, 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); provided, however, that after giving effect to any such redemption, at least 66 2/3% of the original aggregate principal amount of the Senior Notes remain outstanding. Any such redemption shall be made within 75 days of such Public Equity Offering or Strategic Equity Investment, as applicable. The 2012 Senior Notes are also redeemable at the option of Globe Telecom at any time in whole at the price specified in the event of certain changes relating to Philippine taxation. Consent Solicitation On July 6, 2004, Globe Telecom solicited consents from holders of its 2012 Senior Notes to amend the indenture under which the 2012 Senior Notes were issued in April 2002. On July 20, 2004, Globe Telecom obtained the required consents from the holders of the 2012 Senior Notes. The amendments changed certain covenants and other terms in the indenture, including covenants related to the provision of financial statements and reports, limitations on restricted payments and designation of restricted and unrestricted subsidiaries. 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 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 GLOBE TELECOM, INC. 104.875% 103.250% 101.625% 100.000% 58 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 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 maturities of other long-term liabilities as of December 31, 2004 follow (in thousand pesos): Due in: 2005 2006 2007 2008 2009 and thereafter 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. Corporate Notes and Bank Loans Globe Telecom’s corporate notes, which consist of fixed and floating rate notes, and peso-denominated loans, bear interest at stipulated and prevailing market rates. The U.S. dollar-denominated loans extended by commercial banks bear interest based on U.S. Dollar London Interbank Offered Rate (USD LIBOR) or Commercial Interest Reference Rate (CIRR) plus margins. 14. 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: Retail Bonds In February 2004, Globe Telecom issued P3.00 billion retail bonds locally with fixed and floating interest rates based on MART1 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. Globe Telecom (a) Globe Telecom has interconnection agreements with ST and Deutsche Telecom AG (DT). Transactions with DT in 2004, 2003 and 2002 were not material. Effective October 20, 2003, De Te Asia Holding GMBH (DTA), a wholly-owned subsidiary of DT, divested its shareholdings in Globe Telecom and is no longer a related party (see Note 15). The net traffic receivable (included in “Receivables” in the consolidated balance sheets) and the interconnection toll income (included in “Net operating revenues” in the consolidated statements of income) earned as of and for the years ended December 31 follow: Suppliers’ Credits The Globe Group’s suppliers’ credits accrue interests that are either fixed or based on USD LIBOR plus margins. 13. 2004 2003 2002 (In Thousand Pesos) Net traffic receivable P31,212 P548,395 P736,665 Interconnection toll income 1,083,859 2,239,630 1,437,494 Other Long-term Liabilities 2004 2003 (In Thousand Pesos) Other long-term liabilities (see Notes 14c and 19c) Less current portion P2,871,115 292,589 P2,578,526 P3,019,629 325,374 P2,694,255 2002 (b) P2,943,758 231,680 P2,712,078 GLOBE TELECOM, INC. P292,589 256,819 243,016 243,016 1,835,675 P2,871,115 59 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. ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements The details of fees (included in “Operating expenses” in the consolidated statements of income) incurred under these agreements are as follows: 2004 2003 (In Thousand Pesos) Lease of cable facilities, maintenance and restoration costs and other transactions P137,111 Technical assistance fee 44,360 Software development, supply, license and support fee 40,409 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, the remaining liability of Globe Telecom to C2C for the cable supply agreement amounted to P2,262.28 million, P2,430.36 million and P2,518.48 million as of December 31, 2004, 2003 and 2002, respectively, which were included in “Other long-term liabilities” in the consolidated balance sheets. 2002 P54,026 78,095 P50,679 63,420 56,316 98,860 Globe Telecom entered into agreements with C2C for the purchase of IRUs in the C2C and Japan-US Cable Networks. The cost of capacity purchased from C2C amounted to P1,133.79 million. This was part of property and equipment transferred to Innove on June 30, 2004 (see Note 3b). The net outstanding balances due to STI (included in “Accounts payable and accrued expenses” in the consolidated balance sheets) arising from these transactions are as follows: 2004 2003 (In Thousand Pesos) Lease of cable facilities, maintenance and restoration costs and other transactions P62,675 Software development, supply, license and support fee 21,322 Technical assistance fee 8,899 (c) In July 2002, Globe Telecom received advance service fees from C2C amounting to U.S.$1.60 million, which will be offset against its share in the operations and maintenance costs of the cable landing facilities of Globe Telecom pursuant to a landing party agreement entered into by both parties in August 2000. 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 U.S.$4.11 million. 2002 P14,193 P- 13,756 16,895 19,503 64,018 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 2002 operations and maintenance costs of the cable landing facilities. Accordingly, Globe Telecom recognized lease income amounting to P16.32 million and P51.00 million in 2004 and 2003, respectively, and service fees amounting to P43.76 million and P42.33 million in 2004 and 2003, respectively. The current and noncurrent portions of the said advances shown as part of “Other longterm liabilities” account in the consolidated balance sheets follow: In 2001, Globe Telecom signed a cable equipment supply agreement with C2C, a related party of ST. The aggregate cost of equipment purchased under this agreement amounted to P2,815.11 million which were included in “Property and equipment” account in the consolidated balance sheets. 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 GLOBE TELECOM, INC. Current Non-current 60 ANNUAL REPORT 2004 2004 2003 2002 (In Thousand Pesos) P17,760 P59,483 P146,449 161,970 85,206 P164,209 P221,453 P85,206 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements (d) Globe Telecom reimburses AC for certain operating expenses. The net outstanding liabilities to AC related to these transactions as of December 31, 2004, 2003 and 2002 were not material. The summary of consolidated outstanding balances resulting from transactions with related parties follows: 2004 Innove Innove and DT entered into a Technical Assistance Agreement (the Agreement) whereby DT will provide technical advisory services for a fee. DT subsequently assigned all its rights, title, interests, duties and obligations in the Agreement to Consultancy by Technicus Corporation with the conformity of Innove. On August 12, 2002, the Agreement was extended from December 31, 2002 to December 31, 2003, with no other changes in the original provisions. Technical fees charged to operations amounting to P0.64 million and P9.90 million in 2003 and 2002, respectively, are included in “Operating expenses” account in the consolidated statements of income. The outstanding balances of P2.90 million and P4.98 million as of December 31, 2003 and 2002, respectively, are included in “Accounts payable and accrued expenses” account in the consolidated balance sheets. Traffic settlements receivable (included in Receivables)(see Note 4) P57,222 Other current assets (see Note 6) 946 Traffic settlements payable (included in Accounts payable and accrued expenses) (see Note 10) 26,010 Accounts payable (included in Accounts payable and accrued expenses) (see Note 10) 122,959 Other long-term liabilities (see Note 13) 2,426,491 2003 2002* (In Thousand Pesos) P569,891 1,118 P801,145 732 21,496 65,420 45,962 97,329 2,651,816 2,603,683 * Includes balances of transactions with DT. 15. Stockholders’ Equity Globe Telecom’s capital stock consists of: 2004 2003 2002 Shares Amount Shares Amount Shares Amount (In Thousand Pesos and Number of Shares, Except Per Share Figures) Preferred stock-Series “A” - P5 per share Authorized Issued and outstanding Common stock - P50 per share Authorized Issued and subscribed Outstanding 250,000 P1,250,000 158,515 792,575 250,000 158,515 P1,250,000 792,575 250,000 158,515 P1,250,000 792,575 200,000 10,000,000 151,905 7,595,272 139,904 6,995,200 200,000 151,905 139,904 10,000,000 7,595,272 6,995,200 200,000 151,905 151,905 10,000,000 7,595,272 7,595,272 On March 5, 2001, Globe Telecom’s BOD approved the creation of new 20 million series “B” preferred shares with a par value of P50 per share by further increasing the authorized capital stock from P11.25 billion to P12.25 billion and the amendment to Article Seven of the Amended Articles of Incorporation to reflect the changes thereof. The BOD also approved the issuance of new 16 million common shares in one or more offerings (other than rights issues) or private placements and, for this purpose, to further amend Article Seven of the Amended Articles of Incorporation to exclude such new issues of common shares from the pre-emptive rights of the existing shareholders. On April 2, 2001, the stockholders approved the above proposals to issue series “B” preferred shares, to issue the 16 million new common shares, and to exclude the shares from the shareholders’ pre-emptive rights. The proposal for the creation of series “B” preferred shares GLOBE TELECOM, INC. had been put on hold and there were no developments as of February 1, 2005, leading to its authorization and issuance. Treasury Shares In October 2003, DTA sold its 24.8% equity ownership in Globe Telecom as follows: (1) 10.04 million shares to AC; (2) 15.64 million shares to STI; and (3) 12 million shares to Globe Telecom. The acquisition by Globe Telecom of its own common shares of stock decreased (1) the outstanding shares of stock by 12 million shares, and (2) the stockholders’ equity by P8.19 billion, representing the total consideration for the 12 million shares at P680 per share and incidental costs associated with the acquisition. 61 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements Preferred Shares 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 non-participating; (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. to 85% of the average closing price for the month prior to the month of eligibility. The qualified officers and employees shall pay for the shares subscribed under the ESOP1 and ESOWN through installments over a maximum period of ten years and five 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. Exercised shares under ESOP1 totaled 1,712,133 shares with a weighted average exercise price of P196.75 a share. On April 4, 2003, Globe Telecom granted additional stock options to key executives and senior management personnel of the Globe Group under the Executive Stock Option Plan 2 (ESOP2). It required the grantees to pay a nonrefundable option purchase price of P1,000 until June 30, 2003, which is the closing date for the acceptance of the offer. As of December 31, 2004, a total of 672,200 stock options were granted to key executives and senior management personnel. ESOP2 provides for an exercise price of P547, which is the average quoted market price of the last 20 trading days preceding April 4, 2003. Fifty percent of the options becomes exercisable from April 4, 2005 to April 4, 2013, while the remaining fifty percent becomes exercisable from April 4, 2006 to April 4, 2013. 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. Preferred stock-series “A” shares were listed on June 29, 2001 with the PSE. On December 15, 2004, the BOD approved the declaration of cash dividends to preferred shareholders as of record date December 31, 2004 amounting to P75.13 million, which remains outstanding as of December 31, 2004, and was included in “Accounts payable and accrued expenses” account in the consolidated balance sheets. The 2003 dividends payable to convertible preferred shareholders amounting to P67.96 million was paid on September 28, 2004. On July 1, 2004, Globe Telecom granted additional stock options to key executives and senior management personnel of the Globe Group under the ESOP2. The grantees were given until September 30, 2004 to accept the offer. As of December 31, 2004, a total of 803,800 stock options were granted to key executives and senior management personnel. The agreement provides for an exercise price of P840.75 per share. Fifty percent of the options become exercisable from July 1, 2006 to June 30, 2014, while the remaining fifty percent become exercisable from July 1, 2007 to June 30, 2014. 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. Stock Option Plans Globe Telecom 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 or up to 12 million common shares. 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 subject of each option granted equivalent to 85% of the initial offer price. Any subsequent subscription for the ESOP1 shall be for a price equivalent GLOBE TELECOM, INC. 62 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements A summary of Globe Telecom’s stock option activity and related information for the years ended December 31 follows: 2004 Outstanding, January 1 (ESOP1, ESOP2 and ESOWN) Granted (ESOP2) Exercised (ESOP2) Expired/forfeited/cancelled (ESOP1, ESOP2 and ESOWN) Outstanding, December 31 Exercisable, December 31 (ESOP1 and ESOWN) 2003 Number of Shares Weighted Average Exercise Price 643,782 836,800 (2,700) 2002 Number of Shares Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price P546.51 829.17 547.00 4,582 639,200 – P477.51 547.00 – 4,582 – – P477.51 – – (27,282) 1,450,600 535.32 P709.77 – 643,782 – P546.51 – 4,582 – P477.51 – P– 4,582 P477.51 4,582 P477.51 associates. The Globe Group is also subject to loan covenants that restrict its ability to pay dividends (see Note 12). Cash Dividends On January 29, 2004, the BOD of Globe Telecom approved a new 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 Telecom’s operating results, cash flows, debt covenants, capital expenditure levels and liquidity. The BOD also declared the first semiannual cash dividend in 2004 of P18 per share payable to common stockholders of record as of February 18, 2004 and subsequently paid dividends amounting to P2,518.27 million on March 15, 2004. The second semi-annual cash dividend of P2,518.27 million or P18 per share payable to common stockholders of record as of August 20, 2004 was declared on August 2, 2004 and paid on September 15, 2004. 16. Pension Plan Globe Telecom Globe Telecom 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. Unrealized past service costs are amortized over the expected average future service years of plan members estimated to be 20 years. Total pension expense amounted to P88.00 million, P111.54 million and P96.94 million in 2004, 2003 and 2002, respectively (included in staff costs under “Operating Costs and Expenses” in the consolidated statements of income). On April 1, 2003, the BOD of Globe Telecom approved the declaration of cash dividends of P2,126.68 million (P14.00 per common share) to common stockholders of record as of April 21, 2003. Globe Telecom paid cash dividends on May 6, 2003. Based on the latest actuarial valuation as of October 1, 2003 computed using the projected unit credit method, the actuarial accrued liability amounted to P545.27 million and the fair value of the plan assets amounted to P569.06 million, resulting in an overfunding of P23.79 million. The principal actuarial assumptions used to determine pension benefits included investment yield rate of 10% and salary increase rate of 8% per annum. Globe Telecom’s annual contribution to the pension plan consists of a payment covering the current service cost for the year (included in staff costs under “Operating Costs and Expenses” in the consolidated statements of income). Restrictions on Retained Earnings As of December 31, 2004, Globe Telecom’s retained earnings are restricted for the payment of dividends to the extent of the acquisition cost of the treasury shares amounting to P8,192.77 million. The retained earnings also include the accumulated equity in undistributed net earnings of consolidated subsidiaries and associates accounted for under the equity method totaling P2,029.85 million as of December 31, 2004. This amount is not available for dividend declaration until received in the form of dividends from subsidiaries and GLOBE TELECOM, INC. Innove Innove has a funded, noncontributory, defined benefit pension plan covering substantially all of its regular employees. Pension expense (included in staff costs 63 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements under “Operating Costs and Expenses in the consolidated statements of income) amounted to P8.42 million and P4.38 million in 2003 and 2002, respectively. Cost of sales represents mainly cost of handsets, phonekits, SIMs and accessories sold to subscribers. Services and others include mainly professional and management fees, taxes and licenses, costs of security and other contractual services. Based on the latest actuarial valuation as of October 1, 2003 computed using the projected unit credit method, actuarial accrued liability amounted to P223.30 million and the fair value of the plan assets amounted to P200.89 million. The principal actuarial assumptions used to determine pension costs were a salary increase of 8% per annum and an investment rate of return of 10% per annum. Innove’s annual contribution to the pension plan consists of payments covering the current service cost for the year plus a payment toward funding the actuarial accrued liability. Revenue Regulation (RR) No. 10-2002 defines expenses to be classified as EAR expenses and set a limit for the amount that is deductible for tax purposes. EAR expenses are limited to 0.5% of net sales for sellers of goods or properties or 1% of net revenue for sellers of services. For sellers of both goods or properties and services, an apportionment formula is used in determining the ceiling on such expenses. In 2003, Innove implemented a separation program. There were 81 employees who availed of the program at a total cost of P11.55 million. Innove’s separation program constitutes a curtailment. A curtailment occurs when there is a significant reduction in the number of employees covered by a plan or when an element of future service in respect of existing employees will no longer qualify for benefits. Accordingly, the resulting loss from the curtailment amounting to P2.30 million was included in 2003 pension benefit cost (included in staff costs under “Operating Costs and Expenses” in the consolidated statements of income). 18. Income Taxes As discussed in Note 2, the Globe Group adopted SFAS 12/IAS 12, Income Taxes, effective January 1, 2004. The information below includes the additional disclosures required by the new standard. Provision for income tax consists of: 17. Operating Costs and Expenses Current Deferred This account consists of: Cost of sales Services and others Selling, advertising and promotions Staff costs (see Note 16) Utilities, supplies and other administrative expenses Rent (see Note 19a) Repairs and maintenance Entertainment, amusement and recreation (EAR) Number of employees at end of period 2004 2003 2002 (In Thousand Pesos) P6,675,198 P6,213,683 P6,678,570 4,307,201 3,387,776 2,104,198 3,753,134 2,729,251 3,119,264 2,471,312 2,070,141 2,348,833 1,714,677 1,420,067 1,325,098 1,545,426 1,604,418 1,779,154 1,277,093 2,056,727 1,480,133 The current provision for income tax in 2004 consists of current income tax expense and the adjustments pertaining to current tax of prior periods, which include the adjustment on the incentives availed by Globe Telecom from the Income Tax Holiday (ITH). 9,447 10,065 31,995 P21,934,073 P20,131,098 P18,047,690 4,956 4,186 3,931 GLOBE TELECOM, INC. 2004 2003 2002 (In Thousand Pesos) P379,929 P758,271 P1,252,601 412,744 (245,768) 1,029,302 P792,673 P512,503 P2,281,903 64 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements The significant components of the deferred income tax assets and liabilities of the Globe Group represent the deferred income tax effects of the following: 2004 2003 (In Thousand Pesos) Net deferred tax assets and liabilities presented in the consolidated balance sheets on a net basis by entity are as follows: 2004 2002 Deferred tax assets on: Unearned revenues and advances already subjected to income tax P1,022,142 P1,166,476 PAllowance for: Doubtful accounts 1,646,573 571,435 557,944 Losses on property and equipment and other probable losses 210,735 281,629 237,547 Inventory losses, obsolescence and market decline 63,661 35,568 36,640 Impairment in value of investments in shares of stock 10,373 10,373 10,373 Net unrealized foreign exchange losses 149,616 244,744 133,840 Deferred charges 96,013 73,520 104,828 Unamortized pension cost 25,806 32,990 94,365 Accrued rent expense 36,704 NOLCO(c) 32 106,021 MCIT 255,215 42,592 P3,516,870 P2,565,348 P1,175,537 Deferred tax liabilities on: Excess of accumulated depreciation and amortization of certain equipment for tax purposes(a) over financial reporting purposes(b) - net of amortization of capitalized expenses already claimed for tax purposes P3,798,220 P3,149,447 P2,390,563 Capitalized borrowing costs already claimed as deduction for tax purposes 1,319,288 1,229,481 1,028,279 Net realized foreign exchange losses capitalized 1,674,387 1,048,701 864,963 Unamortized capitalized expenses already claimed as deductions in prior years (219) P6,791,895 P5,427,629 P4,283,586 (a) Sum-of-the-years digit method (b) Straight-line method (c) The remaining NOLCO pertains to GXI. As discussed in Note 1, GXI started commercial operations on October 16, 2004. GLOBE TELECOM, INC. 2003 (In Thousand Pesos) 2002 Net deferred tax assets (Innove and GXI)* P1,494,516 P687,945 PNet deferred tax liabilities (Globe) 4,769,541 3,550,226 3,108,049 * Includes net deferred tax assets of GXI amounting to P0.03 million in 2004. Deferred tax assets are recognized only to the extent that taxable income will be available against which the deferred tax assets can be used. In 2004 and 2003, Innove recognized deferred tax assets amounting to P2,058.25 million and P903.28 million, respectively, from its previously unrecognized deferred tax assets based on the result of management’s periodic review of the recoverability of deferred tax assets that considers the sufficiency of future taxable income from which all or part of the deferred tax assets would be utilized. As of December 31, 2004, total deferred tax assets recognized in the books of Innove amounted to P2,112.19 million. As of December 31, 2003 and 2002, deferred tax assets of Innove have not been recognized in respect of the deductible temporary differences in the table below that are available for offset against future taxable income or tax payable, including MCIT which shall be available for the three succeeding years (amounts in thousand pesos). Unearned revenues and advances already subjected to income tax Allowance for: Doubtful accounts Losses on property and equipment and other probable losses Inventory losses, obsolescence and market decline Deferred charges MCIT Provision for restructuring cost Unamortized pension cost NOLCO 2003 2002 P2,755,527 P5,188,334 2,332,016 2,254,288 378,406 384,934 25,566 37,966 231,951 295,774 218,365 164,184 19,447 201,661 6,734 3,416 4,041,270 P5,968,012 P12,571,827 As of December 31, 2004, 2003 and 2002, deferred income tax liabilities (assets) have not been recognized on the undistributed earnings (losses) of subsidiaries and associates amounting to P2,029.85 million, (P198.04 million) and (P3,764.36 million), respectively, since such amounts are not taxable. 65 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements As of December 31, 2004, Innove’s MCIT that can be used as deduction against income tax liabilities for the next three years from the year incurred are as follows (in thousand pesos): The reconciliation of the provision for income tax at statutory tax rate and the actual provision for income tax follows: 2004 Year Incurred 2002 2003 2004 Date of Expiration 2005 2006 2007 MCIT P121,592 96,773 36,850 P255,215 Provision at statutory income tax rate P3,856,012 Add (deduct) tax effect of: Changes in unrecognized deferred tax assets (2,058,254) Income under income tax holiday (1,074,326) Additional deferred tax liability on wireline assets transferred due to different tax rates 167,373 Income subjected to lower tax rates (124,864) Unearned revenues under income tax holiday (98,418) Equity in net losses (earnings) of an associate 20 Provision for impairment of investments in shares of stock Expired NOLCO Others 125,130 Actual provision for income tax P792,673 Following are the movements in Innove’s and GXI’s NOLCO and MCIT: 2004 NOLCO: At January 1 Additions Applications/expirations At December 31 P331,315 101 (331,315) P101 2003 2002 (In Thousand Pesos) P4,041,270 (3,709,955) P331,315 P6,930,594 (2,889,324) P4,041,270 The remaining NOLCO will expire in 2007. 2004 MCIT: At January 1 Additions Expirations At December 31 P260,957 36,850 (42,592) P255,215 2003 2002 (In Thousand Pesos) P164,184 96,773 P260,957 P42,592 121,592 P164,184 2003 2002 (In Thousand Pesos) P3,474,482 P2,944,044 (2,076,376) 779,325 (1,536,559) (1,543,860) - - (206,240) (139,312) 463,762 - 1,261 (223) 286,256 11,508 94,409 P512,503 97,726 144,203 P2,281,903 As discussed in Note 1, Globe Telecom and Innove is enfranchised under RA No. 7229 and 7372, respectively, and its related laws to render any and all types of domestic and international telecommunications services. The Globe Group is entitled to certain tax and non-tax incentives under its franchise, and has availed of incentives for tax and duty-free importation of capital equipment for its services under its franchise. On July 19, 2001, the BOI approved Globe Telecom’s application under E.O. No. 226 as an Expanding Operator of Telecommunication Systems (Nationwide CMTS-GSM Network) and granted its Phase 8 Expansion Project a pioneer status. The BOI issued the Certificate of Registration on March 5, 2002 which entitled Globe Telecom to ITH for three years, from May 2002 or from the actual start of commercial operation, whichever is earlier but in no case earlier than the date of registration. Application of the ITH commenced on April 1, 2002, the date when Phase 8 Expansion was placed in commercial operation. Only income from Phase 8 Expansion are entitled to ITH. The availment of the ITH resulted in an increase of P8.38, P7.18 and P10.16 in basic earnings per share in 2004, 2003 and 2002, respectively. GLOBE TELECOM, INC. 66 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements On June 25, 2002, the BOI issued a Certificate of Registration to Globe Telecom and granted a pioneer status as a new operator of Infrastructure and Telecommunications Facilities (Cable Landing Station Facilities). Globe Telecom is entitled to ITH for a period of six years from May 2002 or actual start of commercial operations, whichever is earlier but in no case earlier than the date of registration. Commercial operations commenced in May 2002. There were no benefits availed from the ITH under the Cable Landing Station Facilities. (b) 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 lease term of less than a year renewable under certain terms and conditions. Total lease income amounted to about P21.22 million and P13.19 million in 2004 and 2003, respectively. As of December 31, 2004, the future minimum lease receivables under this operating lease amounted to P23.77 million which is due within one year. On June 30, 2004, Globe Telecom transferred additional wireline assets and certain investments in cable systems to Innove (see Note 3b). Included in the assets transferred are various capacities in the C2C cable network forming part of the registered project. Ownership and operation of such capacities are now transferred to Innove. In anticipation of such transfer, on June 23, 2004, Globe Telecom voluntarily surrendered its certificate of registration on the Cable Landing Station facilities to the BOI. Effective June 23, 2004, Globe Telecom will no longer be entitled to the ITH on Cable Landing Station Facilities. (c) Finance lease commitments - Globe Group as lessee Globe Telecom and Innove have entered into finance lease agreements for their various property and equipment. The said leased assets are capitalized and depreciated over their estimated useful life of three years which is also equivalent to the lease term. As of December 31, 2004, the consolidated future minimum lease payments under finance leases and the present value of the net minimum lease payments are as follows (in thousand pesos): 19. Agreements and Commitments Lease Commitments (a) Operating lease commitments - Globe Group as lessee Within one year After one year but not more than five years Total minimum lease payments Less interest Present value of minimum lease payments Current Noncurrent Globe Telecom and Innove lease certain premises for some of their telecom facilities and equipment and for most of their business centers and cell sites. These operating lease arrangements are for periods ranging from one to ten years from the date of the contracts and are renewable under certain terms and conditions. The agreements generally require certain amounts of security deposit and advance rentals, which are shown as part of “Miscellaneous deposits and investments” account in the consolidated balance sheets. The consolidated rentals incurred on these leases amounted to P1,420.07 million, P1,604.42 million and P2,056.73 million in 2004, 2003 and 2002, respectively (see Note 17). 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. They also have international roaming agreements with other CMTS-GSM operators in foreign countries, which allow their CMTS-GSM subscribers access to foreign GSM networks. The agreements provide for sharing of toll revenues derived from the mutual use of interconnection facilities. P528,239 1,895,387 1,049,610 P3,473,236 GLOBE TELECOM, INC. P24,890 14,816 39,706 3,100 P36,606 P22,845 13,761 P36,606 The present value of the net minimum lease payments under finance leases was included under “Other long-term liabilities” account in the consolidated balance sheets (see Note 13). As of December 31, 2004, the consolidated future minimum lease payments under these operating leases are as follows (in thousand pesos): Not later than one year After one year but not more than five years After five years Operating lease commitments - Globe Group as lessor 67 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements With the integration of Innove’s wireless network to Globe Telecom’s network and the migration of the wireless subscribers of Innove to TM service, roaming agreements between Innove and its roaming partners have been terminated (see Note 3a). 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). On October 25, 2001, Globe Telecom and Innove received a copy of the decision of the CA ordering the dismissal of the case before the RTC for lack of jurisdiction, but without prejudice to the cellular companies’ seeking relief before the NTC which the CA claims had jurisdiction over the matter. On November 7, 2001, Globe Telecom and Innove filed a Motion for Reconsideration. On January 10, 2002, the Motion was denied. Globe Telecom and Innove filed a Petition for Review by way of Certiorari to the SC on February 10, 2002. On April 16, 2002, the SC required the Solicitor General to comment on the Petition. On September 17, 2002, the NTC filed its comment. On July 23, 2002, the Globe Group filed its comment. Agreements 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 commence 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 and related activities necessary to prepare the property for its intended use are complete 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, 2004, 2003 and 2002 included in the “Accounts payable and accrued expenses” account in the consolidated balance sheets amounted to about P3,454.29 million, P3,003.05 million and P3,805.17 million, respectively (see Note 10). As of December 31, 2004, the consolidated expected future payments amounted to P6.77 billion. The settlement of these liabilities is dependent on the payment terms agreed with the suppliers and contractors. The normal repayment credit terms commence once the projects are finally accepted by Globe Telecom and Innove. The SC, in its resolution dated September 9, 2002, denied the Petition for Review, a copy of which was received by Globe Telecom and Innove on September 26, 2002. On October 10, 2002, Globe Telecom and Innove filed a motion for reconsideration (with motion to consolidate) of the SC’s resolution. On February 17, 2003, the SC granted the motion for reconsideration and reinstated the petition. On April 15, 2003, the Globe Group received the order of the SC requiring the Companies to file the memorandum in the case. Subsequently, the SC 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 1, 2005, Globe Telecom is still awaiting the resumption of proceedings before the RTC. As of December 31, 2004, the Globe Group has available short-term credit facilities of U.S.$32.00 million and P5,300.00 million and undrawn committed long-term credit facilities of U.S.$100.00 million and P5,300.00 million. The said facilities may be drawn either in U.S. dollars or in Philippine pesos. 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. 20. Contingencies Development with U.S. Carriers On February 7, 2003, AT&T and MCI WorldCom (MCI) filed a petition before the U.S. Federal Communications Commission (U.S. FCC) seeking a stop payment order on settlements to Philippine carriers on the ground that Philippine carriers were “whipsawing” AT&T and MCI into agreeing to an increase in termination rates to the Philippines. On March 10, 2003, the Chief International Bureau of the U.S. FCC issued an Order suspending all settlement payments of U.S. facilitiesbased carriers to a number of Philippine carriers, including Globe Telecom, until such time as the U.S. FCC issues a Public Notice stating otherwise. 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 Globe Group’s financial position and results of operations. NTC Memorandum Circular No. 13-6-2000 Globe Telecom is an intervenor in and Innove 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, GLOBE TELECOM, INC. The Order had the effect of preventing U.S. facilities-based carriers such as AT&T from paying the affected Philippine carriers for switched voice services, whether rendered before or after the date of the Order. In response, NTC issued an order last March 12, 2003 ordering Philippine carriers not to accept traffic from U.S. carriers who do not pay for services rendered and to take all steps necessary to collect payment for services rendered. 68 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements On October 17, 2003, the NTC issued a Memorandum Order instructing all Philippine carriers to immediately accept terminating traffic via direct circuits from U.S. facilities-based carriers on mutually acceptable final or interim termination rates and on terms and conditions agreed upon by the parties. had been normalized. U.S. carriers are now required to resume payments for termination services. In June 2004, the U.S. FCC issued an order denying the petitions for review filed by the different Philippine carriers and upholding the finding of whipsawing. In the same order, the FCC stated that the matter of lifting the International Settlement Policy (ISP) over the Philippine route will be decided in FCC proceedings relative to its ISP reform order. In November 2003, MCI and Sprint concluded interim commercial arrangements with Globe Telecom for termination rates covering the period February 1, 2003 to March 31, 2004. On January 9, 2004, Globe Telecom and AT&T signed an interim agreement for termination rates. In August 2004, the FCC, in the proceedings on the ISP Reform Order, required U.S. Carriers to certify that the rates charged by the Philippine Carriers are benchmark compliant. As of October 11, 2004, all three major US Carriers (AT&T, MCI and Sprint) have certified to the benchmark compliance of the Philippine route. However, the U.S. FCC has not yet lifted the ISP over the Philippine route to date. In the meantime, interim agreements remain in place and govern the relationship between the parties, and both traffic and payments continue to flow. Globe Telecom continues to consider its options in responding to the latest order of the U.S. FCC. On January 10 and 11, 2004, the U.S. Department of Justice served subpoenas to three Globe Telecom executives requiring them to appear before a grand jury investigation in Hawaii. The investigation is for the purpose of determining if the conduct of the Philippine carriers in relation to the termination rate dispute may have violated U.S. Laws. The executives of other Philippine telecommunications companies were also served subpoenas. The outcome of the investigation is presently not determinable. On January 26, 2004, the U.S. FCC lifted the stop-payment order against Globe Telecom following confirmation by U.S. carriers that service with Globe Telecom 21. Earnings Per Share Globe Telecom’s earnings per share amounts for the years ended December 31 were computed as follows: 2004 2003 2002 (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 (see Note 15) Net income attributable to common shareholders for diluted earnings per share Weighted average number of shares for basic earnings per share P11,182,238 P10,277,296 P6,854,236 75,128 67,957 – P11,257,366 P10,345,253 P6,854,236 139,904 149,405 151,905 872 1,227 – 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 * The convertible preferred stock-series “A” were anti-dilutive in 2002. 297 74 1 141,073 150,706 151,906 P79.93 P68.79 P45.12 P79.80 P68.65 P45.12 As discussed in Note 14, Globe Telecom acquired 12 million of its common shares in October 2003 following DTA’s sale of its equity investment in Globe Telecom. GLOBE TELECOM, INC. 69 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 22. Foreign Currency-Denominated Monetary Assets and Liabilities The foreign currency-denominated monetary assets and liabilities and their Philippine peso equivalents follow: 2004 U.S. Dollar Assets Cash and cash equivalents Short-term investments Traffic settlements receivable Other current assets Miscellaneous deposits and investments Liabilities Accounts payable and accrued expenses Traffic settlements payable Long-term debt Other long-term liabilities Net foreign currencydenominated liabilities 2003 U.S. Peso Dollar Equivalent (In Thousands) Peso Equivalent 2002 U.S. Dollar Peso Equivalent $173,563 9,574 49,114 2,490 P9,778,713 539,409 2,767,132 140,289 $141,414 33,416 112,064 3,129 P7,860,639 1,857,462 6,229,189 173,929 $135,829 75,000 81,870 74 P7,233,438 3,994,050 4,359,905 3,940 234,741 13,225,543 12,523 302,546 696,103 16,817,322 – 292,773 – 15,591,333 52,626 28,936 713,258 48,197 843,017 2,965,001 1,630,283 40,185,669 2,715,467 47,496,420 66,315 39,649 858,022 53,185 1,017,171 3,686,186 2,203,929 47,694,036 2,956,316 56,540,467 89,575 27,127 973,340 55,107 1,145,149 4,770,205 1,444,621 51,834,248 2,934,690 60,983,764 $608,276 P34,270,877 $714,625 P39,723,145 $852,376 P45,392,431 As a result of the translation of these foreign currency-denominated assets and liabilities, the Globe Group reported net foreign currency revaluation gain amounting to P301.10 million in 2004 and losses amounting to P1,234.33 million and P960.50 million in 2003 and 2002, respectively. The Globe Group’s foreign exchange differentials arising from remeasurement of foreign currency-denominated liabilities/borrowed funds covered by currency swap contracts amounted to gain of P515.34 million in 2004 and losses of P431.27 million and P553.08 million in 2003 and 2002, respectively. These foreign exchange differentials were included in “Deferred charges and others - net” account in the consolidated balance sheets. The foreign exchange differentials arising from remeasurement of foreign currency-denominated accounts (other than those relating to the liabilities/ borrowed funds attributed to financing the capital projects and those covered by swap contracts) are charged against current operations. Globe Group’s foreign exchange gains credited to current operations amounted to P90.45 million, P304.37 million and P56.88 million in 2004, 2003 and 2002, respectively [included in the “Others - net” account under Other income (expenses) in the consolidated statements of income]. Financial Instruments As of December 31, 2004, Globe Telecom has U.S.$85.65 million outstanding foreign currency swap agreements with certain banks, under which it effectively swaps the principal and interest of certain U.S. dollar-denominated loans into Philippine pesos, with quarterly or semi-annual payment intervals up to June 2008. Globe Telecom also has outstanding foreign currency swap agreements with certain banks, under which it effectively swaps the principal of U.S.$150.27 million U.S. dollar-denominated loans into Philippine pesos up to April 2012. Under these contracts, swap costs are payable in semi-annual intervals in Philippine pesos or U.S. dollars. Of the U.S.$150.27 million, U.S.$10.42 million is in combination with sold out-of-the-money U.S. dollar call options with a strike price of P62.50, while another U.S.$25.00 million provides Globe Telecom the option to reset lower to a certain minimum the foreign exchange rate used to determine Philippine The consolidated foreign exchange differentials attributed to the remeasurement of foreign currency-denominated liabilities used to finance the acquisition and installation of Globe Group’s property and equipment consisted of net foreign exchange losses amounting to P304.69 million, P1,107.43 million and P464.30 million in 2004, 2003 and 2002, respectively. These foreign exchange differentials were added to or deducted from the cost of the appropriate property and equipment accounts (see Note 7). GLOBE TELECOM, INC. 70 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements peso equivalent amounts to be net settled by Globe Telecom upon maturity or termination. The reset option has been exercised. to the base interest rate payable semi-annually in arrears and to the redemption amounts. As of December 31, 2004, the carrying amount of the DLPN investments approximates its aggregate market value. Globe Telecom has outstanding interest rate swap contracts, which effectively swaps certain floating rate U.S. dollar-denominated loan into fixed rate, with semi-annual payment intervals up to August 2007 and April 2012. The swap has an aggregate outstanding notional amount of U.S.$88.73 million as of December 31, 2004. Globe Telecom also has an outstanding interest rate swap with a notional amount of U.S.$5 million under which it effectively swapped the 9.75% coupon on its outstanding 2012 Senior Notes into 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 other leg is fixed subject to a daily range accrual. The range accrual 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 P1 billion, which effectively swaps a fixed rate Philippine peso-denominated bond into floating rate, with quarterly payment intervals up to February 2009. Globe Telecom entered into non-deliverable currency forward contracts to fix the Philippine peso cashflows from coupon and redemption of certain DLPN. As of December 31, 2004, the aggregate notional amount of these contracts amounted to U.S.$2.96 million. Globe Telecom enters into deliverable currency forward contracts to manage its foreign exchange exposure on the redemption of its Senior Notes. Some of these forward contracts were entered in combination with sold European-type call options. Globe Telecom also enters into deliverable prepaid forward purchase contracts. As of December 31, 2004, there are no such outstanding contracts. Globe Telecom and Innove enter into investments in U.S. Dollar Notes and Deposits (USD Notes and Deposits) issued by various financial institutions and which are presented under “Short-term investments” account in the consolidated balance sheets. The interest rates of the USD Notes and Deposits are based on LIBOR plus spread payable either every three months or on specified dates. An early redemption feature is provided in the USD Notes and Deposits, which is triggered by specified credit events of the reference entity, the ROP. The credit events include failure to pay, obligation acceleration, repudiation/ moratorium and restructuring of the ROP’s reference obligations as defined in the agreements. If a credit event occurs during the applicable period, issuers may redeem the USD Notes and Deposits through delivery of the ROP reference obligations or the cash settlement amounts, depending on specified criteria. The early redemption feature triggered by specified credit events is a credit derivative linked to the ROP reference obligations. As of December 31, 2004, there are no such outstanding contracts. Globe Telecom enters into short-term floating to fixed interest rate swap contracts to manage its floating interest rate exposure on certain shortterm peso investments. Under these contracts, Globe Telecom receives fixed interest rate and pays floating interest rate based on compounded overnight investment rate of the counterparty over a specified period of time. As of December 31, 2004, there are no such outstanding contracts. The Globe Group’s swap costs accruing on the long-term foreign currency and interest rate swap contracts included in “Swap costs and other financing charges” account in the consolidated statements of income amounted to P1,056.19 million, P1,407.74 million and P1,299.81 million in 2004, 2003 and 2002, respectively. For disclosure purposes, the estimated net aggregate unrealized mark-to-market gain as of December 31, 2004 on these outstanding derivatives amounted to P482.07 million based on mark-to-market valuation provided by counterparty banks. Such unrealized mark-to-market gain is not included in the determination of income. Globe Telecom sold currency options with total notional amount of U.S.$16.00 million at an average strike price of P58.50/U.S.$1.00 maturing on March and September 2005. These were entered into to subsidize the cost of outstanding currency swap contracts. Globe Telecom has investments in U.S. Dollar-Linked Peso Notes (DLPN) issued by the Republic of the Philippines (ROP) maturing December 2005. As of December 31, 2004, the outstanding DLPN investments amounted to P150.00 million. DLPN investments are included in the “Short-term investments” and “Miscellaneous deposits and investments” accounts in the consolidated balance sheets. 23. 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 calls to and from any place within the coverage area. Revenues principally consist of one-time registration fees, fixed monthly The redemption amounts and interest rates of these DLPN investments are based on a pre-agreed formula, which includes a foreign exchange factor applied GLOBE TELECOM, INC. 71 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements service fees, revenues from value-added services such as text messaging, proceeds from sale of handsets and other phone accessories, upfront fees from activation of simpacks/simcards 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. 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 calls and internet subscription fees of wireline voice subscribers. Wireline Data Communications Services - represents a variety of telecommunications services tailored to meet the specific needs of corporate communications such as leased lines,VSAT, telex, international packet-switching services, broadband, and internet services. On September 30, 2003, Globe Telecom has discontinued its telex service due to declining revenues and for cost efficiency. Wireline Voice 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 granted by the NTC (see Note 1). Revenues The Globe Group evaluates performance based on EBITDA. The Globe Group’s segment information for the years ended December 31 is as follows (in millions): 2004 Revenues Operating expenses EBITDA[2] Depreciation and amortization EBIT Other income (expenses) - net Income (loss) before income tax Capitalized expenditures Segment assets[3] Segment liabilities[3] Wireless Communications Services P49,903 (18,649) 31,254 (12,222) 19,032 (5,575) P13,457 P19,158 P107,234 P73,177 Wireline Voice Communications Services[4] P3,964 (1,517) 2,447 (2,390) 57 30 P87 P860 P19,719 P1,704 Wireline Data Communications Services P1,742 (878) 864 (368) 496 8 P504 P404 P4,996 P352 Corporate[1] P– (1,526) (1,526) (916) (2,442) 444 (P1,998) P1,280 P4,681 P1,106 Total P55,609 (22,570) 33,039 (15,896) 17,143 (5,093) P12,050 P21,702 P136,630 P76,339 The bond redemption cost (see Note 12) and results of GXI operation (see Note 1) are reported under wireless communications services. GLOBE TELECOM, INC. 72 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 2003 Revenues Operating expenses EBITDA[2] Depreciation and amortization EBIT Other income (expenses) - net Income (loss) before income tax Capitalized expenditures Segment assets[3] Segment liabilities[3] Wireless Communications Services Wireline Voice Communications Services[4] Wireline Data Communications Services Corporate [1] Total P44,465 (16,944) 27,521 (8,371) 19,150 (4,349) P14,801 P10,037 P110,491 P82,389 P3,573 (1,620) 1,953 (2,431) (478) (314) (P792) P4,916 P21,361 P1,805 P1,440 (867) 573 (351) 222 (185) P37 P137 P2,283 P236 P– (2,193) (2,193) (1,008) (3,201) 13 (P3,188) P2,367 P5,307 P1,295 P49,478 (21,624) 27,854 (12,161) 15,693 (4,835) P10,858 P17,457 P139,442 P85,725 The provision for impairment of the investment in C2C Holdings is reported under Corporate (see Note 9). 2002 Revenues Operating expenses EBITDA[2] Depreciation and amortization EBIT Other income (expenses) - net Income (loss) before income tax Capitalized expenditures Segment assets[3] Segment liabilities[3] [1] [2] [3] [4] Wireless Communications Services Wireline Voice Communications Services[4] Wireline Data Communications Services Corporate[1] Total P41,161 (14,502) 26,659 (6,939) 19,720 (5,872) P13,848 P14,156 P95,223 P69,670 P3,555 (1,676) 1,879 (2,843) (964) (489) (P1,453) P5,305 P32,621 P10,837 P1,084 (772) 312 (534) (222) (214) (P436) P547 P3,266 P1,143 P– (2,146) (2,146) (572) (2,718) (41) (P2,759) P1,079 P7,110 P2,606 P45,800 (19,096) 26,704 (10,888) 15,816 (6,616) P9,200 P21,087 P138,220 P84,256 Corporate represents support services that cannot be directly identified with any of the revenue generating services. The term EBITDA is generally defined as earnings before interest, tax, depreciation and amortization expense and is presented because it is generally accepted as providing useful information regarding a company’s ability to service and incur debt. The Globe Group’s presentation of EBITDA differs from the above definition by excluding other income (expenses). The Globe Group’s presentation of EBITDA may not be comparable to similarly titled measures presented by other companies and could be misleading because not all companies and analysts calculate EBITDA in the same manner. Segment assets and liabilities do not include deferred income taxes. Includes value added services and internet subscriptions generated from wireline voice customers. GLOBE TELECOM, INC. 73 ANNUAL REPORT 2004 Globe Telecom, Inc. and Subsidiaries Notes to Consolidated Financial Statements 24. Notes to Consolidated Statements of Cash Flows 26. Events After the Balance Sheet Date The principal noncash transactions for the years ended December 31 are as follows: 2004 2003 2002 (In Thousand Pesos) Increase (decrease) in liabilities related to the acquisition of property and equipment P935,909 (P1,637,835) P2,559,540 Dividends on preferred shares 75,128 67,957 61,000 On February 1, 2005, the BOD approved the following: a. Declaration of first semi-annual cash dividends in 2005 of P20 per share payable to common stockholders of record as of February 18, 2005 payable on March 15, 2005. b. An offer to purchase one share for every fifteen shares (1:15) of the outstanding common stocks of Globe Telecom from all stockholders of record as of February 10, 2005 at P950 per share. The approval allows 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 intends to commence the tender offer on February 3, 2005 and to end the offer on March 2, 2005. c. Retirement of the shares to be purchased and the existing 12 million treasury shares acquired in 2003 from DTA (see Note 15). The cash and cash equivalents account consists of: Cash on hand and in banks Short-term placements 2004 2003 2002 (In Thousand Pesos) P1,967,695 P2,615,191 P5,171,785 11,614,147 10,425,857 13,791,369 P13,581,842 P13,041,048 P18,963,154 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. 27. Approval of the Consolidated Financial Statements 25. Reclassification of Certain Accounts On February 1, 2005, the BOD approved and authorized the release of the consolidated financial statements of Globe Telecom, Inc. and Subsidiaries as of and for the years ended December 31, 2004, 2003 and 2002. Certain comparative figures have been reclassified to conform with the current year’s presentation (see Note 2). GLOBE TELECOM, INC. 74 ANNUAL REPORT 2004 Globe Telecom Business Centers METRO MANILA Ortigas EASTWOOD G/F Cybermall Megaworld Bldg., Eastwood City, Libis, Quezon City (beside IBM) Tel. 687-7138 GREENHILLS HUB G/F Greenhills Connecticut Carpark 1 Bldg., Ortigas Avenue, San Juan Tel. 744-0866 PODIUM HUB (Sales Dedicated Center) 5th Level The Podium Bldg ADB Ave., Ortigas Center, Madaluyong City (near SM Cinema) Tel. 914-3842 ROBINSONS GALLERIA Ground Flr., Level 1, 1-A11 Robinson’s Galleria Mall (near Pizza Hut) Tel. 914-3693 SHANGRI-LA LINK Level 1 (across Marks & Spencer) Shangri-la Plaze, EDSA cor. Shaw Blvd., Mandaluyong City (across Marc & Spencer 1st level) Tel. 910-2048 SM MEGAMALL 5/F SM Megamall Bldg. Building B Ortigas Center, Pasig City (near Megatrade) Tel. 910-6535 North East ALI MALL CUBAO Space 35 Ali Mall II Upper Ground Flr., Araneta Cubao, Quezon City Tel. 912-3407 ROBINSONS CAINTA Robinsons Big R Super Center, Cainta Junction, Ortigas Ave. Extension, Cainta, Rizal Tel. 656-4865 ROBINSONS METRO EAST LINK Level 1 Robinsons Metro East, Marcos Hi-way cor. Imelda Ave., Pasig City (cor. Big R/ across Greenwich) Tel. 900-1207 SM FAIRVIEW Unit 2004 2nd level SM Fairview Quirino Highway Cor. Regalado Avenue Greater Lagro,Quezon City (near Shakey’s) Tel. 419-6470 North West CALOOCAN Unit F-6 4/F Araneta Square, Bonifacio Monument Circle, Caloocan City Tel. 362-9160 QUEZON AVENUE Unit 103 -A Ground Floor, National Bookstore Inc., Quezon Ave., Quezon City SM CENTERPOINT 3/F Unit 310 Magsaysay Blvd. Cor. Araneta Ave., Sta. Mesa Manila (near Bingo Plaza) Tel. 713-1606 SM NORTH EDSA Right Wing SM Car Park Plaza III, SM City North Edsa, Quezon City (near Informatics) Tel. 454-8835 SM SUCAT LINK 3rd Level, SM SUPERSUCAT CENTER, Sucat Road, Paranaque City (near SM Cinema) Tel. 820-7734 Makati DIGITAL XCHANGE GLORIETTA 3 (Sales Dedicated Center) Store#6 3/F, Glorietta 3, Ayala Center, Makati City Tel. 752-9019 BINONDO G/F & 2/F Enrique T. Yuchengco Bldg., 484 Quintin Paredes St., Binondo, Manila (near RCBC Bank) Tel. 245-9046 GREENBELT HUB (Sales Dedicated Center) 322-B, level 3, Greenbelt 3, Ayala Ave., Makati City (beside Red Box Restaurant) Tel. 757-6340 ROBINSONS PLACE MANILA LINK Space 020 Level 3 Pedro Gil Wing Robinsons Place Manila (near Headway Barber Shop Salon) Tel. 400-1430 GLORIETTA HUB (Sales Dedicated Center) Unit 252/254 2nd level, HUB Glorietta 4 Building, Ayala Center (near national Bookstore 2nd level) Tel. 757-0525 MARKET MARKET Unit 444 & 445 4/F Market Market, Lot C, Bonifacio Globel City, Taguig, Metro Manila Tel. 757-2693 SM MANILA 4/Flr Unit 430 SM City Manila, Arroceros St. Cor. Marcelino Sts and Concepcion Avenue Manila (near Chowking) Tel. 522-8894 NORTH LUZON METROPOINT MALL Unit 417, 4th Level Metropoint Mall, Pasay Edsa cor. Taft Ave., Pasay City Tel. 832-3569 ANGELES Unit F & G, D.M. Gomez Bldg., Salapungan, Angeles City Pampanga Tel. (02) 246-8320 GT PLAZA Upper ground Globe Telecom Plaza Pioneer St., Cor. Madison St. Mandaluyong City Tel. 730-2586 BALANGA LINK G/F Recar Commercial Complex, J.P. Rizal St., Balanga City, Bataan Tel. (047) 237-7742 PARK SQUARE1 Park square 1 South Drive Ayala Center Makati City (near Exit of Park Square 1 parking) Tel. 752-8142 CABANATUAN LINK Ground Level GL-4b NE Pacific Mall, Km. 111, Maharlika Highway , Cabanatuan City, Nueva Ecija Tel. (044) 463-7377 ROCKWELL HUB ( Sales Dedicated Center) Unit 317 3rd level Powerplant Mall , Rockwell, Makati City ( near bowling alley) Tel. 756-5091, 756-5090 TOWER ONE G/F Unit C Tower One and Exchange Plaza Ayala Avenue , Makati City (across The Enterprise) Tel. 751-3286 South ALABANG TOWN CENTER 3/F New Wing ATC Alabang, Muntinlupa City Tel. 580-5236 FESTIVAL SUPERMALL Unit 4064 A&B (4/F) Alabang Zapote Wing , Filinvest Festival Supermall, Filinvest Corporate City, Alabang Muntinlupa (near Game Worx) Tel. 842-8026 SM BICUTAN LINK Bldg B, Unit 212 2/F SM Bicutan (near SM Cinema) Tel. 776-1408 SM SOUTHMALL LINK 2/F Cyberzone SM Southmall Las Piñas City (near National Bookstore) Tel. 805-2979 GLOBE TELECOM, INC. 75 ANNUAL REPORT 2004 CANDON KanPing Commercial Bldg., Maharlika Hway, Bgy. San Antonio, Candon City, Ilocos Sur Tel. (077) 644-0139 DAGUPAN G/F 127 Nepo Mall Dagupan, Arellano Ave., Dagupan, Pangasinan Tel. (075) 523-4786 LAOAG G/F Lazo Bldg., Rizal cor. Abadilla St., Barrio San Lorenzo, Laoag City Tel. (077) 770-3895 MALOLOS LINK 103-A E & R Bldg., Malolos Crossing, Mc Arthur Highway cor. Mabini, Malolos Bulacan (near Chowking) Tel. (044) 662-2701 OLONGAPO GF 1799 Rizal Ave., West Bajac-Bajac, Olongapo City Tel. (047) 223-1327 PLARIDEL Grid E-F & 1-2 Walter Mart Supermarket Cagayan Valley Road, Barrio Banga 1, Plaridel, Bulacan Tel. (044) 795-3253 SAN FERNANDO, LA UNION G/F Provincial Administrative Bldg., Quezon Ave., San Fernando, La Union Tel. (072) 242-0733 SANTIAGO, ISABELA Unit 7 - VMG Bldg., Maharlika H-way, Centro East, Santiago City, Isabela Tel. (078) 682-3955 SHELL NORTH SERVICE STATION Shell North Service Station, Borol, Balagtas, Bulacan Tel. (044) 639-3503 SM BAGUIO Unit 349 & 350 - Level 3, SM City Baguio, Luneta Hill, Upper Session Road, Baguio City Tel. (074) 443-8903 SM MARILAO Unit 219 level 2, SM City Marilao, KM. 21 Barangay Ibayo, Mc Arthur Hway, Bulacan Tel. (044) 933-2026 SM PAMPANGA Ground Floor, SM City Pampanga, Lagundi, Mexico, Pampanga (infront of Play & Display) Tel. (045) 961-6339 TARLAC G/F Metrotown Mall Juan Luna st. cor. McArthur HiWay, Tarlac City Tel. (045) 982-0416 TUGUEGARAO Unit 57-B Chowking Bldg. Balzain Rd. Tuguegarao City,Cagayan Valley (beside of Chowking) Tel. (078) 844-5526 URDANETA 3/F Unit 303 Urdaneta Magic Mall, Alexander St., cor. Poblacion St., Urdaneta, Pangasinan Tel. (075) 6242042 VIGAN Unit 3 Formoso Townhouse A. Mabini St. Vigan, Ilocos Sur Tel. (077) 722-1697 SOUTH LUZON VISAYAS CALAMBA 2/F J. Alcasid Bldg., Crossing, Calamba Laguna (infront of Mercury Drug Store) Tel. (049) 545-2594 BACOLOD 3rd Level, Robinsons Place, Mandalagan, Bacolod City Tel. (034) 709-7600 LEGASPI 2nd Level Pacific Mall, Landco Business Park, Bitano, Legaspi City Tel. (052) 480-8134 CEBU AYALA CENTER 2nd Level Center, Cebu Business Park, Cebu City Tel. (032) 412-2525 NAGA 1st Level, LCC Central Mall, Felix Plaza St., Naga City Tel. (054) 811-6169 DUMAGUETE G/F Sol Y Mar Bldg; San Juan st cor Rizal blvd. Dumaguete City (infront of the Blvd.) Tel. (035) 422-0105 PUERTO PRINCESA G-7 & M-7, Pacific Plaza Bldg., Rizal Avenue, Puerto Princesa City, Palwan Tel. (048) 434-7853 ROBINSONS DASMARINAS Level 3 Robisnsons Place, Dasmarinas, Governor’s Drive cor E. Aguinaldo Highway, Bgy. Sampaloc 1 , PalaPala, Dasmarinas, Cavite Tel. (046) 8522134 ROBINSONS LIPA Level 2 Robisons Place Lipa, JP Laurel National H-way, Mataas na Lupa, Lipa City Tel. (043) 404-0476 / 312-1331 ROBINSONS STA ROSA LINK Robinsons Mall, Bgy. Tagapo Old National Highway, Sta Rosa Laguna Tel. (02) 520-8102 SM BACOOR 3 Level SM Bacoor Aguinaldo Hway cor. Tirona, Bacoor, Cavite (infront of Bingo Bonanza) Tel. (046) 970-8134 SM DASMARINAS (will open December 30) GT 2/F Level SM Dasmarinas, Governors Drive 1 Brgy., Sampaloc, Dasmarinas, Cavite Tel. (046) 973-0376 SM LUCENA Unit 343 L3 SM City Lucena, Dalahican Road cor. Pagbilao Rd., Bgy. Ibabang Dupay Red V, Lucena City Tel. (042) 710-3439 SAN PABLO Unit 30 Ultimart Shopping Mall, M. Paulino St., San Pablo, Laguna Tel. (049) 561-2003 GLOBE TELECOM, INC. 76 ANNUAL REPORT 2004 ELIZABETH MALL, CEBU Elizabeth Mall T-020 3rd Level cor. N Bacalso & Keon Kilat Sts., Cebu City Tel. (032) 417-7792 KALIBO, AKLAN LG-1 Gaisano City, Kalibo Roxas Ave. Ext., Bgy. Andagao, Kalibo, Aklan Tel. (036) 500-7243 ROXAS CITY Area #9 Gaisano Arcade Arnaldo Roxas City Tel. (036) 522-2083 Boulevard, SM CEBU 3rd level SM City Cebu North Reclamation Cebu City (near Megatrade) Tel. (032) 412-9956 (032) 412-9957 SM ILOILO Level 2 SM City Iloilo, B. Aquino Ave. Mandurriao, Iloilo City 5000 Tel. (033) 320-7739 TACLOBAN Uyping Commercial Bldg., Justice Romualdez St., Tacloban City Tel. (053) 523-9501 TAGBILARAN Digal Bldg., Carlos P. Garcia Ave., Tagbilaran City Tel. (038) 501-7203 MINDANAO BUTUAN 3rd level Gaisano Mall, J.C. Aquino Butuan City Tel. (085) 341-5216 Avenue, CAGAYAN DE ORO Unit 313, 3rd level SM City-CDO, Gran Via st. corner Mastersons Ave. Cagayan De Oro City 9000 Tel. (088) 859-1159 CDO LIMKETKAI Unit M2-101 Limketkai Mall, Entrance 2, Lapasan Highway, Cagayan De Oro Tel. (088) 856-6750 COTABATO CITY G/F El Marco Bldg. Sinsuat Avenue Cotabato City Tel. (064) 482-0001 ILIGAN G/F Kimberly bldg. National Highway , Tibanga, Iligan City Tel. (063) 223-9139 DAVAO SM 3rd Level, SM City Davao, Ecoland Subd., Quimpo Blvd., Davao City (near SM Cinema) Tel. (082) 297-7761 TAGUM GF NCCC Mall, National Highway, Tagum City Tel. (084) 400-4362 DAVAO VP 2/F Victoria Plaza, J.P. Laurel Ave., Bajada, Davao City Tel. (082) 300-3666 GENERAL SANTOS 201, 2/F KCC Mall of Gensan J. Catololico Ave., General Santos City Tel. (083) 553-1302 OZAMIS B-5 G/F Gaisano Ozamis City Mall, cor. Rizal Ave. & Zamora Extension, Ozamis City, Misamis Occidental Tel. (088) 521-4054 Innove Business Centers Customer Care Directory Luzon Office Globelines Payments & Services, Upper Ground Floor, Globe Telecom Plaza Tower 1, cor. Pioneer & Madison Sts., Mandaluyong City Tel. (02) 730-2757 (02) 7975554 VisMin Office 17th Floor Innove Plaza, cor. Samar Loop & Panay Rd., Cebu Business Park, Cebu City Tel. (032) 415-8831 (032) 415-8888 loc 830 Operations Support Globelines Payments & Services, Upper Ground Floor, Globe Telecom Plaza Tower 1, cor. Pioneer & Madison Sts., Mandaluyong City Tel. (02) 730-3984 (02) 7975558 15th Floor, GT Telepark, 111 Valero St., Makati City Tel. (02) 730-3391 (02) 797-5559 15th Floor, GT Telepark Bldg., Valero St. Makati City Tel. (02) 7975551 to 53 15th Floor, GT Telepark Bldg., Valero St. Makati City Tel. (02) 797-6792 PARK SQUARE 2 GF Park Square Bldg., Ayala Center, Makati City Tel. (02) 752-8653 GT Iligan Business Center, Kimberly Bldg. Iligan City Tel. (032) 415-8938/8940 SM MEGAMALL 4th level, Bldg. B, Cyberzone Area, SM Megamall, Doña Julia Vargas Ave., Mandaluyong City Tel. (02) 914-8888 17th Floor, Innove Plaza, cor. Samar Loop & Panay Rd., Cebu Business Park, Cebu City Tel. (032) 415-8938/8940 (032) 415-8888 loc 829 or 415-8981 CAVITE BACOOR General Tirona Highway, Barangay Dulong Bayan, Bacoor, Cavite Tel. (046) 970-8888 METRO MANILA GT PLAZA Upper Ground Floor, Globe Telecom Plaza Tower 1, cor. Pioneer & Madison Sts., Mandaluyong City Tel. (02) 730-3988 MOLINO GF EVY Corp. Bldg., Molino Road, Molino, Bacoor, Cavite Tel. (046) 517-2865 MARIKINA 282 A. Bonifacio Ave., Pascual Alcantara Bldg., Brgy. De la Pena, Marikina City Tel. (02) 933-7730 GLOBE TELECOM, INC. 77 ANNUAL REPORT 2004 SM DASMARIÑAS 2nd Level , SM City Dasmarinas, Governor’s Drive 1, Barangay Sampaloc, Dasmarinas, Cavite Tel. (046) 9731888 BATANGAS BOLBOK Diversion Extension Rd, Brgy. Bolbok, Batangas City, Batangas Tel. (043) 980-2123 TOLEDO 2/F Nesbel and Sons Bldg., P. Rodriguez St., Toledo City LEMERY CJ Bldg., Independencia St., Lemery, Batangas Tel. (043) 409-0073 Bohol TAGBILARAN Door 5 EB Gallares Bldg., Carlos P. Garcia Ave., Tabilaran City Tel. (038) 501-0023 / 5017222 FIESTA MALL LIPA GF Fiesta World Mall, Lipa, Batangas City Tel. (043) 404-0256 TUBIGON Pooc Occidental, Poblacion, Tubigon, Bohol (038) 508-8001 ORIENTAL MINDORO CALAPAN GF Ferraren Bldg., M. Leuterio St., San Vicente, Calapan City, Oriental Mindoro Tel. (043) 441-0256 UBAY N. Reyes St., Poblacion, Ubay, Bohol (038) 518-0435 EAST VISAYAS Globelines Payments & Services, 22 P.Burgos St., Tacloban City Tel. (053) 523-1972 Cebu Tel. (053) 523-1972 AYALA CENTER GF South Entrance, Paseo Marina, Ayala Center Cebu, Cebu Business Park, Cebu City Tel. (032) 415-1489 BOGO Fernan St., Bogo, Cebu Tel. (032) 434-8473 CARCAR P. Nellas St., Poblacion 3, Carcar, Cebu Tel. (032) 487-9100 ELIZABETH MALL 2nd level, Elizabeth Mall, Elizabeth Mall, cor. Sanciangko and N. Bacalso Sts., Cebu City Tel. (032) 417-7972 MANDAUE G/F Khuzn’s Bldg., National Highway, Ibabao, Mandaue City Tel. (032) 420-6039 (032) 420-6039 PARDO Prince Warehouse Club, Bulacao, Pardo, Cebu City Tel. (032) 416-3810 SM CEBU 2nd level SM City Cebu, North Reclamation Area, Cebu City Tel. (032) 412-8973 ISLAND CITY MALL 2nd Floor, Island City Mall, Dao District, Tagbilaran City Tel. (038) 501-0028 Leyte ORMOC MFT Bldg., Real St., Ormoc City Tel. (053) 561-8402 / 561-9801 TACLOBAN 22 P.Burgos St., Tacloban City Tel. (053) 523-1972 / 523-1973 Southern Leyte MAASIN Maasin Port Terminal Commercial Complex, Demeterio St., Agbao, Maasin City Tel. (053) 570-8451 Negros Oriental DUMAGUETE GF Sol y Mar Bldg., Cor. Rizal Blvd.& San Juan Sts., Dumaguete City Tel. (035) 4226709 (035) 4226709 TANJAY Kyle’s Foodshoppe, Magallanes St.,Tanjay City Tel. (035) 415-8099 Panay SM ILOILO 2nd Level SM City Diversion Rd Mandurriao, Iloilo City Tel. (033) 508-6699 / 508-0011 GAISANO ILOILO 2/F Gaisano City, La Paz, Iloilo City Tel. (033) 508-6699 / 508-0011 POTOTAN Teresa Magbanua St., Pototan, Iloilo Tel. (033) 529-7701 Capiz ROXAS P. Gomez cor. Legaspi Sts., Roxas City Tel. (036) 522-1033 Antique SAN JOSE T. Fornier St., San Jose, Antique Tel. (036) 540-7026 Aklan KALIBO Arch. Reyes St., Kalibo, Aklan Tel. (036) 5007303 WEST VISAYAS Globelines Payments & Services, 27th cor. Lacson Sts., Mandalangan, Bacolod City Tel. (034) 709-8100 (034) 709-8100 GT HOTLINE OPERATIONS (VERTEX) Negros Occidental BACOLOD 27th cor. Lacson Sts., Mandalangan, Bacolod City Tel. (034) 709-8100 GT TECHNICAL HELPDESK HINIGARAN 2F Cor. Rizal and Aguinaldo Sts., Hinigaran, Negros Occidental Tel. (034) 740-7671 (034) 740-7671 SAGAY ATB Bldg., Maranon St., Poblacion II, Sagay City, Negros Occidental Tel. (034) 722-8012 (034) 722-8012 GLOBE TELECOM, INC. 78 ANNUAL REPORT 2004 33th Floor Wynsum Tower, Emerald Avenue, Ortigas Center, Pasig City Tel. (02) 7302164 5th Floor, Globe Telecom Plaza 2, Pioneer Cor Madison Streets, Mandaluyong City Tel. (02) 4551997 GT CS - INVESTIGATIONS 5th Floor, Globe Telecom Plaza 2, Pioneer Cor Madison Streets, Mandaluyong City Tel. (02) 7302068 Subsidiaries Innove Communications, Inc. G-Xchange, Inc. Innove Corporate Office (Luzon) GT Telepark 111 Valero St., Salcedo Village, Makati City Tel. (632) 7302000 Fax: (632) 7392000 Globe Telecom Plaza I, Pioneer corner Madison Streets 1552 Mandaluyong City, Philippines Tel: (632) 7302000 Fax: (632) 7392000 Innove Corporate Office (Visayas) Innove Plaza Samar Loop corner Panay Road Cebu Business Park , Cebu City, Philippines Tel: (6332) 4158888 Fax: (6332) 4158822 Shareholder Information Upon the written request of the stockholders, the Corporation undertakes to furnish said stockholder a copy of SEC form 17-A free of charge except for the exhibit attached thereto which shall be charged at cost. Any written request for a copy of SEC Form 17-A shall be addressed to the following: Or you may course your requests through: GLOBE TELECOM, INC. 5th floor Globe Telecom Plaza I, Pioneer corner Madison Sts., Mandaluyong City, Philippines For inquiries regarding dividend payments, change of address and account status, lost or damaged stock certificates, please write or call Bank of the Philippine Islands Attention: Mr. Delfin C. Gonzalez, Jr. Chief Financial Officer Address: 4th Floor, BPI Building Ayala Avenue corner Paseo de Roxas Makati City, Philippines Tel. No.: (632) 816-9067 and 68 Ms. Malou Rustia-Santos Investor Relations-Head Tel. No.: (632) 730-2820; (632) 730-2911 Fax No.: (632) 739-0072 E-mail: [email protected] GLOBE TELECOM, INC. 79 ANNUAL REPORT 2004 Lim Chuan Poh Co-Vice Chairman Delfin L. Lazaro Jaime Augusto Zobel de Ayala II Co-Vice Chairman Chairman Globe Bridging Communities In a country like the Philippines where constant change is driven by forces that bring about instability, sustainable development is a major issue. Political and economic uncertainty as well as the continuously depreciating peso make life even harder for an ordinary Filipino. Rising above these difficulties is no mean feat but living it and making a difference with so much dedication takes a different kind of spirit. Anchored in its principle of doing-businessbeyond-profit, Globe best exemplified its vision of social responsibility by engaging itself in vital, vibrant and vigorous social development programs and projects. Bridging Communities (BridgeCom), the integrated corporate-community relations program was launched in mid-2004 to provide capability-building assistance projects in the fields of education, information technology and livelihood. Over 130 barangays nationwide benefited from this program where multimedia based education infrastructures, book donations, and personal computer packages were given to public elementary and high schools, daycare centers and barangay councils. These projects will equip young minds with the right educational materials technologically fit for the times. It also hopes to develop an attitude for continuous learning from the different publics who benefit from these projects. Various community development assistance projects were also supported by Globe to enhance sustainability in these communities. Under BridgeCom, the following projects are being implemented. Globe EdTV – A partnership with Broadcast giant ABS-CBN Foundation, Inc., Globe provided 150 public elementary and high schools nationwide with the educational television package consisting of a TV set, VHS player and 70 volumes of video tapes for elementary and 35 volumes of video tapes for highschool. EdTV helps advance the learning method of students through the use of mediabased instructions. Globe Storybooks - A set of 250 books are being donated to far-flung day care centers. This project sees the importance of love for reading in the early childhood development stage. GLOBE TELECOM, INC. 80 ANNUAL REPORT 2004 Globe Technical Advancement Program To further enhance engineering and IT education in tertiary schools, your Company launched the Globe Technical Advancement Program (GTAP). The project is an industry-academe linkage program that promotes student excellence in the fields of IT and communications engineering through curriculum update and development, and hands-on training. The first beneficiary of this project is University of San Jose – Recoletos in Cebu City where members of its faculty were trained to use the state-of-the-art digital GSM cell site equipment, thus, help them integrate this basic GSM technology training in their curriculum. Globe also donated a digital GSM base transceiver station, microwave transmission equipment and antenna to the university, and opened itself for internship of the academe’s graduating students. Globe Feeding Program in Iloilo - Globe aided the local government of Iloilo in its food fortification initiative through the Globe feeding program. Iloilo City is among the sites where over 50 malnourished children were fed by Globe volunteers. The feeding program is a successful endeavor that hopes to reduce and ultimately eliminate the pattern of severe malnutrition in the city. The program will soon be replicated in various areas nationwide. Globe Medical and Dental Missions - As its contribution to the government’s health program, Globe regularly conducts nationwide free medical and dental services especially to communities in far-flung areas. These missions are implemented in coordination with volunteer doctors, nurses, dentists and barangay health workers. Globe Disaster Response – Globe responded to various natural disaster-stricken provinces. Globe employees instantly raise food, rice, water, clothes and cash that are distributed to victims of natural calamities. In 2004 alone, 17 barangays affected by typhoons Winnie and Yoyong were given aide by Globe. Other Corporate Social Responsibility Projects Globe in Kalahi Ng Ayala – Done in collaboration with the Ayala Group of Companies, the project strategically assists the government in poverty alleviation. Implemented in the Makaturing Community in Mandaluyong Unified Concept Ayala Corporation & Studio 5 Designs, Inc. City, Globe provided a computer center and IT training which will benefit the youth and community leaders. Some 20 Globe employees also took part in helping rehabilitate the homes. Text2Teach is now available in 80 public elementary schools in the Philippines. Globe and TULAY TALINO – A Globeassisted project of the Coca-Cola Foundation in the Philippines wherein Globe donated a hefty amount to help build the Little Red School Houses in answer to the ever-increasing shortage of quality schoolrooms particularly in poor, remote or isolated barangays in the Philippines. Globe Telecom used its FanZone Value-Added Service promo to involve its subscribers in the fund-raising project. Making a conscious effort to positively contribute to the environment’s general wellbeing, Globe has adapted a Safety, Health and Environmental (SHE) policy which calls for the need to conserve the country’s natural resources and prevent pollution through waste reduction. Globe later entered into a Memorandum of Agreement (MoA) with ABSCBN Foundation’s “Bantay Kalikasan” for the proper disposal of Globe’s used lead-acid or “junk batteries”, making Globe the first and only Philippine telecommunications company to fully comply with government regulations governing the proper disposal of used lead batteries generated in the course of day-to-day industrial operations. Text2Teach – Done in collaboration with Nokia, International Youth Foundation, Pearson of the United States, UNDP, Ayala Foundation, DepED, SEAMEO INNOTECH, PMSI-Dream Broadcasting and Chikka Asia, this project provides teachers information with the use of mobile telephones. Vital information on Science, English, and Mathematics can now be extracted from their cell phones just by texting. It boasts of an 80 full-length video on Science. Upon texting, the requested video will be sent via satellite to a digital recorder connected to a television in the teacher’s classroom. Design and Production k2 interactive (asia) inc. Environmental Projects At the heart of Globe is the belief that in an increasingly technology-driven environment, our role in society is greater now than it has ever been. Your Company, therefore commits itself to more than just corporate philanthropy. Globe’s commitment to society is our mindset, philosophy, and our way of doing business. Cover Photo Wig Tysman Photography Toch Arellano