COVER SHEET

Transcription

COVER SHEET

1
COVER SHEET
7 7 8 2 3
SEC Registration Number
C I T Y L A N D
D E V E L O PME N T
C O R P O R A T I O N
A N D
S U B S I D I A R I E S
(Company’s Full Name)
1 5 6
H . V .
D E L A
C O S T A
S T . ,
,
S A L C E D O
V I L L A G E ,
MA K A T I
C I T Y
(Business Address: No. Street City/Town/Province)
893 – 6060
Rufina C. Buensuceso
Contact Person
1 2
3 1
Month
Day
Fiscal Year
Company Telephone Number
1 7 - Q A
FORM TYPE
Month
Day
Annual Meeting
(Secondary License Type, If Applicable)
C F D
Dept. Requiring this Doc.
Amended Articles Number / Section
Total Amount of Borrowings
Total No. of Stockholders
Domestic
Foreign
----------------------------------------------------------------------------------------------------------------------To be accomplished by SEC Personnel concerned
File Number
LCU
Document ID
Cashier
STAMPS
Remarks = pls. use black ink for scanning purposes
0
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17- Q (A)
QUARTERLY REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES
1. For the fiscal year ended
March 31, 2013
2. SEC Identification Number 77823
4.
3. BIR Tax Identification No. 000-527-103
CITYLAND DEVELOPMENT CORPORATION
Exact name of issuer as specified in its charter
5. Makati City, Philippines
Province, country or other jurisdiction
of incorporation
7.
6.
(SEC Use Only)
Industry Classification Code
2/F Cityland Condominium 10 Tower 1,
#156 H.V. Dela Costa St., Salcedo Village, Makati City
Address of Principal Office
1226
Postal Code
8.
(632)-893-60-60
Issuer's telephone number, including area code
9.
Former name, former address and former fiscal year, if changed since last report N/A
10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA
Title of Each Class
Unclassified Common Shares
Number of Shares of Common Stock Outstanding
3,239,855,939
11. Are any or all of these securities listed on a Stock Exchange.
Yes [ x ]
No [ ]
If yes, state the name of such stock exchange and the classes of securities listed therein:
Stock Exchange
Philippine Stock Exchange
Title of Each Class
Unclassified Common Shares
12. Check whether the issuer:
(a) Has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder or
Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the
Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter
period that the registrant was required to file such reports):
Yes [ x ]
No [ ]
(b) Has been subject to such filing requirements for the past 90 days.
Yes [ x ]
No [
]
1
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The financial statements and accompanying notes are filed as part of this form (pages 6 to 29).
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
On February 2013, the Company (CDC) completed and turned over, 10 months in advance from its
original completion date of December 2013, Makati Executive Tower IV, a 29-storey office, commercial
and residential condominium located at Cityland Square, Senator Gil Puyat Avenue, Pio del Pilar Makati
City. CDC is now selling its remaining unsold units.
The Company is pre-selling the following on-going projects:
Grand Central Residences, a 40-storey office, commercial and residential condominium located at EDSA
corner Sultan St., Mandaluyong City, a project of CDC.
Pines Peak Tower I, a 27-storey residential condominium located at Union corner Pines St., central
business district of Mandaluyong.
Also, the Company and its subsidiaries are selling the following completed and operational projects:
Manila Residences Bocobo, a 34-storey office and residential condominium project located at Jorge
Bocobo St., Ermita, Manila City, a project of CLDI.
Grand Emerald Tower, a 39-storey commercial, office and residential condominium located along
Emerald corner Ruby and Garnet Streets, Ortigas Center, Pasig City, a project of CLDI.
Makati Executive Tower III, a 37-storey office, commercial and residential condominium located at
Cityland Square, Senator Gil Puyat Avenue, Pio del Pilar Makati City, a project of CDC.
Mandaluyong Executive Mansion III, a residential condominium located at Mandaluyong Executive
Mansion Subdivision, G. Enriquez St., Brgy. Vergara, Mandaluyong City, a project of CDC.
Oxford Mansion, an 8-storey commercial and residential condominium located along Evangelista St., New
Santolan, Pasig City, a joint project of Cityplans, Inc. (CPI), a subsidiary of CDC and Cityland, Inc.
(CI).
Windsor Mansion, an 8-storey commercial and residential condominium located at New Santolan, Pasig
City, a joint project of CPI and CI.
The Company has also a number of prime lots reserved for future projects. Its land bank is situated in
strategic locations ideal for horizontal and vertical developments.
Internal sources come from sales of condominiums and real estate projects, collection of installment
receivables, maturing short-term investments and other sources such as rental income, interest income and
dividend income. External sources come from SEC-registered commercial papers and Home Guaranty
Corporation’s promissory notes.
The estimated development cost of P
=211.60 million as of March 31, 2013 representing the cost to
complete the development of real estate projects sold will be sourced through:
a)
b)
c)
d)
e)
Sales of condominium and real estate projects
Collection of installment receivables
Maturing short-term investments
Issuance of commercial papers
Availment of bank lines (bank lines as of March 31, 2013 amounted to P
=2.515 billion of which no
loan availment was made).
Financial Condition (March 31, 2013 vs. December 31, 2012)
Total assets amounted to P
=8.461B as of the first quarter of 2013, slightly lower as compared with the
previous year’s ending balance of =
P8.469B. Sales of real estate properties decreased the Company’s
inventory account. The Company’s funds were utilized for the development of the projects and to pay its
maturing accounts payable and accrued expenses and notes and contracts payable resulting to the decrease
of 24.27% and 2.32%, respectively. Excess funds were placed in short-term investments resulting to the
2
increase of 444.98%. Total stockholders’ equity stood at =
P5.904B as of March 2013, higher by 2.72% from
2012 year end balance of =
P5.747B due to net income of P
=146.27M plus other adjustments of =
P10.29M.
As a result of the foregoing, the company’s liquidity position improved with acid-test and current ratio at
1.64:1 and 2.29:1 as of the first quarter of 2013, as compared to 1.54:1 and 2.23:1 in December 2012,
respectively. Debt-equity ratio was at 0.36:1 as of the first quarter of 2013, as compared to 0.32:1 as of the
same period of the previous year.
Results of Operation (March 31, 2013 vs. March 31, 2012)
Net income of the first quarter reached P
=146.27M, higher by 16.02% from the same quarter of the previous
year of =
P126.07M. Makati Executive Tower IV and Grand Central Residences Tower I continued to
contribute to total revenues as they reached 100% and 39.81% completion rate as of the first quarter of
2013. Although revenues declined due to lower financial income, net income increased by 16.02% due to
lower cost of sales and provision for income tax. Cost of sales decreased due to lower construction costs,
while decrease in provision for income tax was due to lower taxable income and deferred tax liabilities.
This translated to earnings per share and return on equity (both annualized) of =
P0.16 and 10.49% as
compared to the same quarter of previous year of P
=0.12 and 8.24%, respectively.
Financial Ratios
March 31, 2013
(Unaudited)
2.29
1.67
0.36
3.31
0.24
20.81
1.64
10.49%
Current
Asset-to-equity
Debt-to-equity
Asset-to-liability
Solvency
Interest rate coverage
Acid-test ratio
Return on equity (%)
December 31, 2012
March 31, 2012
2.23
1.72
0.37
3.11
0.20
15.58
1.54
8.14%
2.15
1.70
0.32
3.18
0.21
14.66
1.38
8.24%
Manner of calculation:
Current ratio
=
Asset-to-equity ratio
=
Debt-to-equity ratio
=
Asset-to-liability ratio
=
Total Current Assets / Total Current Liabilities
Total Assets
Stockholder's Equity Attributable to Equity Holders of the Parent (net of
Net Changes in Fair Value of Investments)
Notes and Contracts Payable
Solvency ratio
=
Total Assets / Total Liabilities
Net Income after Tax + Depreciation Expense
Total Liabilities
ratio
=
Net Income Before Tax + Depreciation Expense + Interest Expense
Interest Expense
Cash and Cash Equivalents + Short-term Cash Investments +
Acid-test ratio
=
Investments in Trust Fund + Installment Contracts Receivable, current +
Other Receivables, current
Total Current Liabilities
Return on equity ratio
=
Net Income Attributable to Equity Holders of the Parent
Stockholder's Equity Attributable to Equity Holders of the Parent
Any issuances, repurchases, and repayments of debt and equity securities
The Parent Company and its subsidiary issued SEC-Registered Short-Term Commercial Papers during the
period with outstanding balance of P
=947.85 million and P
=83.20 million, respectively as of March 31, 2013.
3
Any Known Trends, Events or Uncertainties (material impact on liquidity)
There are no known trends, event and uncertainties that have a material effect on liquidity.
Any unusual items affecting assets, liabilities, equity, net income or cash flows in the current interim
financial statements
There are no unusual items affecting assets, liabilities, equity and net income or cash flows in the current
interim financial statements.
Any significant changes in estimates of amounts reported in prior interim periods of the current
financial year or changes in estimates of amounts reported in prior year financial years that have a
material effect in the current interim period
There are no significant changes in estimates of amounts reported in prior interim periods of the current
financial year or changes in estimates of amounts reported in prior year financial years that have a material
effect in the current interim period.
Any material events subsequent to the end of the interim period that have not been reflected in the
financial statements for the interim period
There are no material events subsequent to the end of the interim period that have not been reflected in the
financial statements for the interim period.
Effects of changes in the composition of the issuer during the interim period, including business
combinations, acquisition or disposal of subsidiaries and long-term investments, restructuring, and
discontinuing operations
There are no significant effects of changes in the composition of the issuer during the interim period,
including business combinations, acquisition or disposal of subsidiaries and long-term investments,
restructuring, and discontinuing operations.
Changes in contingent liabilities or contingent assets since the last balance sheet date
There are no changes in contingent liabilities or contingent assets since the last balance sheet date
Any Known Trend or Events or Uncertainties (Material Impact on Net Sales or Revenues or Income
from Continuing Operations)
There is no known trend, event or uncertainties that have a material effect on the net sales or revenues or
income from continuing operations.
Any Significant Elements of Income or Loss that did not arise from Registrants Continuing
Operations
There is no significant element of income or loss that did not arise from registrants continuing operations.
Causes for any Material Changes from Period to Period in One or More Line of the Registrant's
Financial Statements
1.
Decrease in Cash and Cash Equivalents was due to payment of accounts payable and accrued
expenses, notes and contracts payable and the shift of funds to short-term cash investments.
2. Increase in Short-term Cash Investments was due to placements.
3. Increase in Investments in Trust Fund was due to additional contributions and income.
4. Increase in Installment Contracts Receivable was due to sales.
5. Decrease in Other Receivables was due to collections.
6. Decrease in Real Estate Properties for Sale was due to sales.
7. Increase in Real Estate Properties Held for Future Development was due to capitalized costs.
8. Increase in Investment Properties was due to development costs of buildings under construction.
9. Decrease in Property and Equipment was due to sale of transportation equipment and depreciation.
10. Decrease in Other Assets was due to refund of electric meter deposits.
11. Decrease in Accounts Payable and Accrued Expense was due to payment.
12. Decrease in Notes and Contracts Payable was due to payment.
4
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
23.
Increase in Income Tax Payable was due to increase in taxable income.
Decrease in Pre-Need Reserves was due to maturities of pension plans.
Decrease in Deferred Tax Liabilities was due to decrease in financial income.
Increase in Net Changes in Fair Value of Investments was due to increase in value of trust funds.
Increase in Retained Earnings was due to net income and other adjustments.
Decrease in Financial Income was due to lower interest income from sale of real estate properties.
Increase in Other Revenues was due to trust fund income.
Decrease in Cost of Sales was due to lower construction costs.
Increase in Operating Expenses was due to taxes and licenses, insurance and association dues.
Decrease in Financial Expenses was due to decrease in loans and interest rates.
Decrease in Provision for Income Tax was due to lower taxable income and decrease in deferred tax
liabilities.
24. Increase in Net Income was due to lower expenses and provision for income tax.
Any seasonal aspects that had a material effect on the financial condition and results of operation
There are no seasonal aspects that had a material effect on the financial condition and results of operations.
Compliance to Philippine Accounting Standard (PAS) 34, Interim Financial Reporting
The Company’s unaudited interim consolidated financial statements is in compliance with Philippine
Accounting Standard (PAS) 34, Interim Financial Reporting. The same accounting policies and methods
of computation are followed as compared with the most recent annual consolidated financial statements.
However, the consolidated financial statements as of March 31, 2013 do not include all of the information
and disclosures required in the annual consolidated financial statements and therefore, should be read in
conjunction with the annual consolidated financial statements as of and for the year ended December 31,
2012. There are no any events or transactions that are material to an understanding of the current interim
period.
6
CITYLAND DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
UNAUDITED
ASSETS
Cash and Cash Equivalents (Note 4)
Short-term Cash Investments
Investment in Trust Funds (Note 5)
Installment Contracts Receivable – net (Notes 6 & 23)
Other Receivables – net (Note 7 & 23)
Real Estate Properties for Sale – net (Note 8)
Real Estate Properties Held for Future Development
Investment Properties – net (Note 9)
Property & Equipment – net (Note 10)
Other Assets (Note 11)
Total Assets
LIABILITIES & STOCKHOLDERS’ EQUITY
Accounts Payable and Accrued Expenses (Note 12)
Notes and Contracts Payable (Note 13)
Income Tax Payable
Pre-need Reserves
Deferred Tax Liabilities
Total Liabilities
STOCKHOLDERS’ EQUITY
Capital Stock – P1 par value Authorized – 4,000,000,000 shares
Issued – 3,241,793,886 shares
Additional Paid-in Capital
Net Changes in Fair Values of Investments
Retained Earnings (Note 14)
Treasury Stock – 3,827,401shares
Non-controlling Interests
Total Stockholders’ Equity
Total Liabilities and Stockholders’ Equity
See Accompanying Notes to Consolidated Financial Statements
March 2013
Dec. 2012
P
=1,163,470,576
1,676,350,000
46,892,341
1,962,140,241
48,829,746
1,313,756,438
1,290,618,327
880,994,884
38,470,869
39,563,132
P
=8,461,086,554
=2,397,757,053
P
307,600,000
41,079,341
1,960,431,150
50,287,767
1,470,772,832
1,288,400,125
868,508,858
42,924,285
40,738,438
=8,468,499,849
P
P
=365,475,868
1,796,702,055
57,626,512
45,340,889
292,191,141
2,557,336,465
=482,626,175
P
1,839,294,867
43,085,655
47,317,197
309,023,892
2,721,347,786
3,241,793,886
7,277,651
6,322,856
1,839,743,233
(31,147,941)
5,063,989,685
839,760,404
5,903,750,089
P
=8,461,086,554
3,241,793,886
7,277,651
1,770,510
1,701,175,030
(31,172,734)
4,920,844,343
826,307,720
5,747,152,063
=8,468,499,849
P
7
CONSOLIDATED STATEMENTS OF INCOME
UNAUDITED
For the 3-month
ending March 2013
For the 3-month
ending March 2012
P
= 356,801,575
101,591,177
7,070,810
5,844,495
471,308,057
=
P355,010,061
114,695,651
6,946,560
5,435,393
482,087,665
188,772,029
109,892,002
8,798,663
307,462,694
215,615,155
104,325,846
11,578,720
331,519,721
INCOME BEFORE INCOME TAX
163,845,363
150,567,944
PROVISION FOR INCOME TAX
(Note 20)
17,575,503
24,498,494
P
= 146,269,860
=
P126,069,450
REVENUES
Sales from real estate
Financial income (Note 18)
Rental income
Other revenues
EXPENSES
Cost of sales
Operating expenses (Note 15)
Financial expenses (Note 18)
NET INCOME
Attributable to:
Equity holders of the parent
Non-controlling interests
BASIC/DILUTE EARNINGS PER
SHARE
*After retroactive effect of 20% stock dividends in 2012.
P
= 132,853,264
13,416,596
P
= 146,269,860
=
P96,810,620
29,258,830
=
P126,069,450
P
= 0.041
=
P0.030*
8
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
UNAUDITED
For the 3-month
For the 3-month
ending March 2013 ending March 2012
NET INCOME
OTHER COMPREHENSIVE INCOME
(LOSS)
Changes in fair value of available-for-sale
financial assets
TOTAL OTHER COMPREHENSIVE
INCOME
TOTAL COMPREHENSIVE INCOME
Attributable to:
Equity holders of the parent
Minority interests
Earnings per share
P
=146,269,860
=126,069,450
P
4,590,434
(118,275)
4,590,434
P
=150,860,294
(118,275)
=125,951,175
P
P
=137,407,610
13,452,684
P
=150,860,294
=96,628,626
P
29,322,549
=125,951,175
P
P
=0.042
=0.030
P
9
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY
Balances as of January 1, 2013
Transfer of rev. inc. through sale & depreciation
Parent company’s share of stock
held by CPI’s Investment in Trust Fund
Total comprehensive income
Balance as of March 31, 2013
Balances, January 1
Transfer of rev. inc. through sale & depreciation
Parent company’s share of stock
held by CPI’s Investment in Trust Fund
Total comprehensive income
Balances as of March 31, 2012
Capital stock
P
=3,241,793,886
Additional
paid-in capital
P
=7,277,651
–
–
–
–
–
–
P
=3,241,793,886
P
=7,277,651
Capital stock
=2,947,261,781
P
Additional
paid-in capital
=7,277,651
P
–
–
–
–
–
–
=2,947,261,781
P
=7,277,651
P
Net changes
in fair value
Retained
of investments
earnings
P
=1,770,510 P
=1,701,175,030
–
5,712,939
–
Treasury
stock
(P
=31,172,734)
–
–
24,793
4,552,346
132,855,264
P
=6,322,856 P
=1,839,743,233
–
Net changes
in fair value
Retained
of investments
earnings
=521,418 P
P
=1,678,459,048
–
1,925,925
–
(P
=31,147,941)
Treasury
stock
(P
=32,405,913)
–
–
146,138
(181,994)
96,810,620
=339,424 P
P
=1,777,195,593
–
(P
=32,259,775)
Minority
interests
Total
P
=826,307,720 P
=5,747,152,063
–
5,712,939
–
24,793
13,452,684
150,860,294
P
=839,760,404 P
=5,903,750,089
Minority
interests
Total
=746,767,257 P
P
=5,347,881,242
–
1,925,925
–
146,138
29,322,549
125,951,175
=776,089,806 P
P
=5,475,904,480
10
CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
As of March
2013
As of March
2012
CASH FLOWS FROM OPERATING
ACTIVITIES
Income before income tax
Adjustments for:
Interest expense – net of amounts capitalized
Depreciation and amortization
Interest income
Trust fund income
Dividend income
Pre-need reserves
Gain on sale of available-for-sale financial assets
Changes in operating assets and liabilities
Decrease (increase) in:
Installment contracts receivable – net
Other receivables
Real estate properties for sale
Real estate properties for future development
Increase (decrease) in:
Accounts payable and accrued expenses
Net cash from (used in) operation
Interest received
Income taxes paid
Net cash flows from operating activities
P
=163,845,363
=150,567,944
P
8,476,642
4,104,948
(101,587,330)
(1,867,709)
(3,847)
(15,182,449)
(18,003)
11,358,595
4,624,925
(114,692,451)
(631,095)
(3,200)
444,098
–
(1,709,091)
773,342
157,016,394
(2,218,202)
82,275,506
(20,779,485)
155,782,686
(5,537,278)
(116,130,780)
95,499,278
102,272,009
(14,154,445)
183,616,842
(111,654,621)
151,755,624
117,703,446
(16,311,034)
253,148,036
3,847
(1,368,750,000)
1,068,571
(964,539)
1,317,447
3,200
507,750,000
(1,257,143)
(458,806)
2,216,651
–
1,487,503
(1,365,814,338)
(247,931)
195,562
508,201,533
(42,592,812)
(10,110,643)
614,474
(52,088,981)
(63,517,675)
(11,551,331)
750,256
(74,318,750)
(1,234,286,477)
687,030,819
2,397,757,053
1,433,826,099
CASH FLOWS FROM INVESTING
ACTIVITIES
Dividends received
Proceeds from (purchase of) short-term cash inv.
Proceeds from sale of equipment
Contributions to trust funds
Withdrawals from trust funds
Decrease (increase) in:
Investment properties
Other assets
Net cash flows from (used in) investing activities
CASH FLOWS FROM FINANCING
ACTIVITIES
Net proceeds from (payment to) availment of loans
Interest paid
Cash dividends paid
Net cash flows used in financing activities
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD
CASH AND CASH EQUIVALENTS AT END OF
THE PERIOD
=2,120,856,918
P
=1,163,470,576 P
11
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1.
Corporate Information
City land Development Corporation (the Parent Company) was incorporated in the Philippines on January
31, 1978. It has two domestic subsidiaries, Cityplans, Incorporated (CPI) and City & Land Developers,
Incorporated (CLDI). The Parent Company’s and its subsidiaries’ (the Group) primary business purpose is
to acquire, develop, improve, subdivide, cultivate, lease, sublease, sell, exchange, barter and/or dispose of
agricultural, industrial, commercial, and residential and other real properties, as well as to construct,
improve, lease, sublease, sell and/or dispose of houses, buildings and other improvements thereon, and to
manage and operate subdivisions and housing projects or otherwise engage in the financing and trading of
real estate. In addition, CPI is engaged in the business of establishing, organizing, developing, maintaining,
conducting, operating, marketing and selling educational assistance and pension plans. The Company is
50.42% owned by Cityland, Inc. (CI), the ultimate parent company incorporated in the Philippines, which
also prepares consolidated financial statements.
The average number of employees of the Group was 217 as of March 31, 2013 and 220 as of December 31,
2012. The Group’s registered office and principal place of business is at 2nd floor, Cityland Condominium
10, Tower 1, 156 H.V. Dela Costa Street, Ayala North, Makati City.
CPI’s securities, amounting to 600 million worth of pension plans, are registered with the Securities and
Exchange Commission (SEC) subject to the terms and conditions provided in SEC Circular No. 2, Series of
1984. CPI obtained from the SEC the permit to sell the said pension plans. As of March 31, 2013 and
December 31, 2012, CPI has sold about P 297M worth of securities, respectively.
2.
Summary of Significant Accounting and Financial Reporting Policies
Basis of Preparation
The consolidated financial statements of the Group have been prepared using the historical cost basis, except
for financial assets at fair value through profit or loss and available-for-sale financial assets that have been
measured at fair values. These consolidated financial statements are presented in Philippine peso (Peso),
which is the Parent Company’s functional currency, and rounded to the nearest Peso except when otherwise
indicated.
Statement of Compliance
The consolidated financial statements have been prepared in compliance with Philippine Financial
Reporting Standards (PFRS).
Changes in Accounting Policies
The accounting policies adopted are consistent with those of the previous financial year except for the
following amended PFRS and Philippine Accounting Standards (PAS) effective as of
January 1, 2012. The following amended PAS and PFRS have no significant impact on the consolidated
financial statements:

PAS 12, Income Taxes - Recovery of Underlying Assets. The amendment clarifies the determination of
deferred tax on investment property measured at fair value and introduces a rebuttable presumption that
deferred tax on investment property measured using the fair value model in PAS 40, Investment
Property, should be determined on the basis that its carrying amount will be recovered through sale.
The amendment has no effect on the Group’s performance or in its disclosures because the tax rate for
these assets in the jurisdictions in which they are located does not differ if they are recovered by sale or
use.

PFRS 7, Financial Instruments: Disclosures - Enhanced Derecognition Disclosure Requirements. The
amendment requires additional disclosures about financial assets that have been transferred but not
derecognized to enable the user of the consolidated financial statements to understand the relationship
12
with those assets that have not been derecognized and their associated liabilities. The Group did not
have any assets with these characteristics, so the amendments have no impact in the presentation of the
consolidated financial statements.
Basis of Consolidation
The consolidated financial statements consist of the financial statements of the Parent Company and its
subsidiaries as of December 31 of each year. The financial statements of the subsidiaries are prepared for
the same reporting year as the Parent Company using consistent accounting policies.
These subsidiaries, all incorporated and domiciled in the Philippines, and the percentage of ownership of the
Parent Company in 2013, 2012 and 2011 are as follows:
CPI
CLDI
Percentage of
Ownership
90.81
49.73
Nature of
Activity
Pre-need pension plans
Real estate
Subsidiaries are entities over which the Parent Company has the power to govern the financial and operating
policies, generally accompanying a shareholding of more than one half of the voting rights. The existence
and effect of any potential voting rights that are currently exercisable or convertible are considered when
assessing whether the Parent Company controls another entity.
Subsidiaries are consolidated from the date on which control is transferred to the Parent Company and cease
to be consolidated from the date on which control is transferred out of the Parent Company.
The accounts of CLDI were consolidated since the Parent Company, some of its stockholders and affiliates
(whose stockholders also own equity ownership in the Parent Company) collectively own more than 50% of
the equity of CLDI, thereby giving the Parent Company effective control over the financial and operating
policies of CLDI.
The equity, net income and total comprehensive income attributable to non-controlling interests of the
consolidated subsidiaries are shown separately in the consolidated balance sheet, consolidated statement of
income and consolidated statement of comprehensive income, respectively.
All significant intercompany accounts and transactions are eliminated.
Revenue and Costs Recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Group and
the amount of revenue can be reliably measured. Revenue is measured at the fair value of the consideration
received excluding VAT. The Group assesses its revenue arrangements against specific criteria in order to
determine if it is acting as principal or agent. The Group has concluded that it is acting as a principal in all
of its revenue arrangements. The following specific recognition criteria must also be met before revenue is
recognized:
Sales of real estate properties
Sales of condominium units and residential houses where the Group has material obligations under the sales
contract to provide improvements after the property is sold are accounted for under the
percentage of completion method. Under this method, revenue on sale is recognized as the related
obligations are fulfilled.
Revenue from sales of completed residential lots and housing units, where a sufficient down payment has
been received, the collectability of the sales price is reasonably assured, the refund period has expired, the
receivables are not subordinated and the seller is not obligated to complete improvements, is accounted for
under the full accrual method. If the criterion of full accrual method was not satisfied, any cash received by
the Group is included in the “Accounts payable and accrued expenses account” in the consolidated balance
sheet until all the conditions for recording a sale are met.
13
Cost of real estate sales
Cost of real estate sales is recognized consistent with the revenue recognition method applied. Cost of
subdivision land and condominium units sold before the completion of the development is determined on
the basis of the acquisition cost of the land plus its full development costs, which include estimated costs for
future development works, as determined by the Company’s in-house technical staff.
The cost of inventory recognized in consolidated statement of income on disposal is determined with
reference to the specific costs incurred on the property, allocated to saleable area based on relative size and
takes into account the percentage of completion used for revenue recognition purposes.
New Accounting Standards, Interpretations and Amendments to
Existing Standards Effective Subsequent to December 31, 2012
The Group will adopt the standards and interpretations enumerated below when these become effective.
Except as otherwise indicated, the Group does not expect the adoption of these new changes in PFRS to
have a significant impact on the financial statements. The relevant disclosures will be included in the notes
to the consolidated financial statements when these become effective.
Effective in 2013
 PAS 1, Financial Statement Presentation - Presentation of Items of Other Comprehensive Income. The
amendments to PAS 1 change the grouping of items presented in other comprehensive income. Items
that could be reclassified (or “recycled”) to profit or loss at a future point in time (for example, upon
derecognition or settlement) would be presented separately from items that will never be reclassified.
The amendment becomes effective for annual periods beginning on or after July 1, 2012. The
amendment affects presentation only and has therefore no impact on the Group’s financial position and
performance.

Amendments to PFRS 7, Financial Instruments: Disclosures - Offsetting Financial Assets and
Financial Liabilities, require an entity to disclose information about rights of offset and related
arrangements (such as collateral agreements).
The new disclosures are required for all recognized financial instruments that are offset in accordance
with PAS 32. These disclosures also apply to recognized financial instruments that are subject to an
enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in
accordance with PAS 32. The amendments require entities to disclose, in a tabular format unless
another format is more appropriate, the following minimum quantitative information.
This is presented separately for financial assets and financial liabilities recognized at the end of the
reporting period:
a) The gross amounts of those recognized financial assets and recognized financial liabilities;
b) The amounts that are set off in accordance with the criteria in PAS 32 when determining the net
amounts presented in the balance sheet;
c) The net amounts presented in the balance sheet;
d) The amounts subject to an enforceable master netting arrangement or similar agreement that are not
otherwise included in (b) above, including:
i. Amounts related to recognized financial instruments that do not meet some or all of the
offsetting criteria in PAS 32; and
ii. Amounts related to financial collateral (including cash collateral); and
e) The net amount after deducting the amounts in (d) from the amounts in (i) above.
The amendments to PFRS 7 are to be applied retrospectively for annual periods beginning on or after
January 1, 2013. The amendment affects disclosures only and will have no impact on the Group’s
financial position and performance.

PFRS 10, Consolidated Financial Statements, replaces the portion of PAS 27, Consolidated and
Separate Financial Statements, that addresses the accounting for consolidated financial statements. It
also includes the issues raised in SIC-12, Consolidation - Special Purpose Entities. PFRS 10
establishes a single control model that applies to all entities including special purpose entities. The
changes introduced by PFRS 10 will require management to exercise significant judgment to determine
which entities are controlled, and therefore, are required to be consolidated by a parent, compared with
14
the requirements that were in PAS 27. This standard becomes effective for annual periods beginning on
or after January 1, 2013. This standard will not impact the Group’s financial position and performance.

PFRS 11, Joint Arrangements, replaces PAS 31, Interests in Joint Ventures and SIC-13, Jointlycontrolled Entities - Non-monetary Contributions by Venturers. PFRS 11 removes the option to
account for jointly controlled entities (JCEs) using proportionate consolidation. Instead, JCEs that meet
the definition of a joint venture must be accounted for using the equity method. This standard becomes
effective for annual periods beginning on or after January 1, 2013. This standard will not impact the
Group’s financial position and performance.

PFRS 12, Disclosure of Interests with Other Entities, includes all of the disclosures that were previously
included in PAS 27 related to consolidated financial statements, as well as all of the disclosures that
were previously included in PAS 31 and PAS 28. These disclosures relate to an entity’s interests in
subsidiaries, joint arrangements, associates and structured entities. A number of new disclosures are
also required. This standard becomes effective for annual periods beginning on or after January 1,
2013. This standard will not impact the Group’s financial position and performance.

PFRS 13, Fair Value Measurement, establishes a single source of guidance under PFRS for all fair
value measurements. PFRS 13 does not change when an entity is required to use fair value, but rather
provides guidance on how to measure fair value under PFRS when fair value is required or permitted.
This standard becomes effective for annual periods beginning on or after January 1, 2013. The Group is
currently assessing the impact of this standard on the financial position and performance.

Philippine Interpretation IFRIC 20, Stripping Costs in the Production Phase of a Surface Mine, applies
to waste removal costs that are incurred in surface mining activity during the production phase of the
mine (“production stripping costs”) and provides guidance on the recognition of production stripping
costs as an asset and measurement of the stripping activity asset. This interpretation becomes effective
for annual periods beginning on or after January 1, 2013. This interpretation will not impact the
Group’s financial position and performance.

Amendments to PAS 19, Employee Benefits, range from fundamental changes such as removing the
corridor mechanism and the concept of expected returns on plan assets to simple clarifications and
rewording. The revised standard also requires new disclosures such as, among others, a sensitivity
analysis for each significant actuarial assumption, information on asset-liability matching strategies,
duration of the defined benefit obligation, and disaggregation of plan assets by nature and risk.

PAS 27, Separate Financial Statements (as revised in 2011). As a consequence of the new PFRS 10
and PFRS 12, what remains of PAS 27 is limited to accounting for subsidiaries, jointly controlled
entities, and associates in separate financial statements. The adoption of the amended PAS 27 will not
have a significant impact on the separate financial statements of the entities in the Group. The
amendment becomes effective for annual periods beginning on or after January 1, 2013.

PAS 28, Investments in Associates and Joint Ventures (as revised in 2011). As a consequence of the
new PFRS 11 and PFRS 12, PAS 28 has been renamed PAS 28, Investments in Associates and Joint
Ventures, and describes the application of the equity method to investments in joint ventures in addition
to associates. The amendment becomes effective for annual periods beginning on or after January 1,
2013. The Group expects that this amendment will not have any impact on the Group’s financial
position and performance.
Annual Improvements to PFRSs (2009-2011 cycle)
The Annual Improvements to PFRSs (2009-2011 cycle) contain non-urgent but necessary amendments to
PFRS. The amendments are effective for annual periods beginning on or after January 1, 2013 and are
applied retrospectively. Earlier application is permitted.

PFRS 1, First-time Adoption of PFRS - Borrowing Costs, clarifies that, upon adoption of PFRS, an
entity that capitalized borrowing costs in accordance with its previous generally accepted accounting
principles, may carry forward, without any adjustment, the amount previously capitalized in its opening
statement of financial position at the date of transition.
15

PAS 1, Presentation of Financial Statements - Clarification of the Requirements for Comparative
Information, clarify the requirements for comparative information that are disclosed voluntarily and
those that are mandatory due to retrospective application of an accounting policy, or retrospective
restatement or reclassification of items in the financial statements. An entity must include comparative
information in the related notes to the financial statements when it voluntarily provides comparative
information beyond the minimum required comparative period.

PAS 16, Property, Plant and Equipment - Classification of Servicing Equipment, clarifies that spare
parts, stand-by equipment and servicing equipment should be recognized as property, plant and
equipment when they meet the definition of property, plant and equipment and should be recognized as
inventory if otherwise. The Group is currently assessing impact of the amendments to PAS 16.

PAS 32, Financial Instruments: Presentation - Tax Effect of Distribution to Holders of Equity
Instruments, clarifies that income taxes relating to distributions to equity holders and to transaction
costs of an equity transaction are accounted for in accordance with PAS 12, Income Taxes. The Group
expects that this amendment will not have any impact on its financial position and performance.

PAS 34, Interim Financial Reporting - Interim Financial Reporting and Segment Information for Total
Assets and Liabilities, clarifies that the total assets and liabilities for a particular reportable segment
need to be disclosed only when the amounts are regularly provided to the chief operating decision
maker and there has been a material change from the amount disclosed in the entity’s previous annual
financial statements for that reportable segment. The amendment affects disclosures only and has no
impact on the Group’s financial position and performance.
Effective in 2014
 PAS 32, Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities,
clarifies the meaning of “currently has a legally enforceable right to offset” and also the application of
the PAS 32 offsetting criteria to settlement systems (such as central clearing house systems) which
apply gross settlement mechanisms that are not simultaneous. The amendments to PAS 32 are to be
retrospectively applied for annual periods beginning on or after January 1, 2014.
Effective in 2015
 PFRS 9, Financial Instruments - Classification and Measurement, as issued, reflects the first phase on
the replacement of PAS 39 and applies to the classification and measurement of financial assets and
liabilities as defined in PAS 39, Financial Instruments: Recognition and Measurement. Work on
impairment of financial instruments and hedge accounting is still ongoing, with a view to replacing PAS
39 in its entirety. PFRS 9 requires all financial assets to be measured at fair value at initial recognition.
The Group shall conduct another impact assessment at the end of the 2013 reporting period using the
financial statements as of and for the year ended December 31, 2012. Given the amendments on PFRS
9, the Group at present, does not plan to early adopt in 2013 financial reporting. It plans to reassess its
current position once the phases of PFRS 9 on impairment and hedge accounting become effective.
Deferred Effectivity
 Philippine Interpretation IFRIC 15, Agreements for the Construction of Real Estate, covers accounting
for revenue and associated expenses by entities that undertake the construction of real estate directly or
through subcontractors. This Interpretation requires that revenue on construction of real estate be
recognized only upon completion, except when such contract qualifies as construction contract to be
accounted for under PAS 11, Construction Contracts, or involves rendering of services in which case
revenue is recognized based on stage of completion. Contracts involving provision of services with the
construction materials and where the risks and reward of ownership are transferred to the buyer on a
continuous basis will also be accounted for based on stage of completion. The SEC and the Financial
Reporting Standards Council have deferred the effectivity of this interpretation until the final Revenue
standard is issued by the International Accounting Standards Board and an evaluation of the
requirements of the final Revenue standard against the practices of the Philippine real estate industry is
completed. The Group will quantify the effect when the final Revenue standard is issued.
Additional disclosures required by these amendments will be included in the consolidated financial
statements when these amendments are adopted.
16
Events After the Balance Sheet Date
Post year-end events that provide additional information about the Group’s position at the end of reporting
period (adjusting events) are reflected in the consolidated financial statements. Post year-end events that are
not adjusting events are disclosed in the notes to the consolidated financial statements when material.
Segment Reporting
The Group’s operating business are organized and managed separately according to the nature of the
products and services provided, with each segment representing a strategic business unit that offers different
products and serves different markets. The Group’s asset-producing revenues are located in the Philippines
(i.e., one geographical location). Therefore, geographical segment information is no longer presented.
3.
Significant Accounting Judgments and Estimates
The preparation of the consolidated financial statements requires management to make judgments, estimates
and assumptions that affect the amounts reported in the consolidated financial statements and accompanying
notes.
In the opinion of management, these consolidated financial statements reflect all adjustments necessary to
present fairly the results for the period presented. Actual results could differ from such estimates.
Judgments
In the process of applying the Group’s accounting policies, management has made the following judgments,
apart from those involving estimations, which has the most significant effect on the amounts recognized in
the consolidated financial statements:
Determination of the Group’s functional currency
The Group, based on the relevant economic substance of the underlying circumstances, has determined its
functional currency to be Peso. It is the currency that influences the Group’s sale of real estate properties
and the cost of selling the same.
Classification of financial instruments
The Group classifies a financial instrument, or its component parts, on initial recognition as a financial asset,
a financial liability or an equity instrument in accordance with the substance of the
contractual arrangement and the definitions of a financial asset, a financial liability or an equity instrument.
The substance of a financial instrument, rather than its legal form, governs its classification in the Group’s
consolidated balance sheet.
Classification of leases - Group as lessor
The Group has entered into property leases of its investment properties where it has determined that the risks
and rewards of ownership are retained with the Group. As such, these lease agreements are accounted for as
operating leases.
Classification of real estate properties
The Group determines whether a property is classified as investments for sale, for future development and
for capital appreciation.
Real estate properties which the Group develops and intends to sell before or on completion of construction
are classified as real estate properties for sale and for future development. Real estate properties which are
not occupied, substantially for use by, or in the operations of, the Group, nor for sale in the ordinary course
of business, but are held primarily to earn rental income and capital appreciation are classified as investment
properties.
Provisions
The Group provides for present obligations (legal or constructive) where it is probable that there will be an
outflow of resources embodying economic benefits that will be required to settle said obligations. An
estimate of the provision is based on known information at the end of reporting period, net of any estimated
amount that may be reimbursed to the Group.
17
Estimates
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of
reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are discussed below:
Determination of fair value of financial instruments
Financial assets and financial liabilities, on initial recognition, are accounted for at fair value. The fair
values of financial assets and financial liabilities, on initial recognition, are normally the transaction prices.
In the case of those financial assets and financial liabilities that have no active markets, fair values are
determined using an appropriate valuation technique.
Estimation of allowance for impairment of receivables
The level of this allowance is evaluated by management based on past collection history and other factors,
which include, but not limited to the length of the Group’s relationship with customer, the customer’s
payment behavior and known market factors that affect the collectability of the accounts.
Impairment of available-for-sale financial assets
An impairment issue arises when there is an objective evidence of impairment, which involves significant
judgment. The Group evaluates the financial health of the issuer, among others. The Group treats availablefor-sale equity financial assets as impaired when there has been a significant or prolonged decline in the fair
value below its cost or where other objective evidence of impairment exists.
Estimation of percentage of completion of projects
The Group estimates the percentage of completion of ongoing projects for purposes of accounting for the
estimated costs of development as well as revenue to be recognized. The percentage of completion is based
on the technical evaluation of the independent project engineers as well as management’s monitoring of the
costs, progress and improvements of the projects.
Determination of net realizable value of real estate properties for sale and held for future development
The Group’s estimates the net realizable value of inventories based on the most reliable evidence available
at the time the estimates are made, or the amount that the inventories are expected to be realized. These
estimates consider the fluctuations of price or cost directly relating to events occurring after the end of the
reporting period to the extent that such events confirm conditions existing at the end of the period.
Estimation of useful lives of investment properties and property and equipment
The Group determines whether its investment properties and property and equipment are impaired when
impairment indicators exist such as significant underperformance relative to expected historical or projected
future operating results and significant negative industry or economic trends. When an impairment indicator
is noted, the Group makes an estimation of the value-in-use of the cash-generating units to which the assets
belong. Estimating the value-in-use requires the Group to make an estimate of the expected future cash
flows from the cash-generating unit and also to choose an appropriate discount rate in order to calculate the
present value of those cash flows.
Impairment of investment properties and property and equipment
The Group determines whether its nonfinancial assets such as investment properties and property and
equipment are impaired when impairment indicators exist such as significant underperformance relative to
expected historical or projected future operating results and significant negative industry or economic
trends. This requires an estimation of the value-in-use of the cash-generating units to which the assets
belong. Estimating the value-in-use requires the Group to make an estimate of the expected future cash
flows from the cash-generating unit and also to choose an appropriate discount rate in order to calculate the
present value of those cash flows.
Estimation of retirement benefits cost
The determination of the Group’s obligation and costs for retirement benefits depends on management’s
selection of certain assumptions used by actuaries in calculating such amounts. The assumptions for
retirement benefits cost include, among others, discount rates, expected annual rates of return on plan assets
and rates of salary increase. Actual results that differ from assumptions are accumulated and amortized over
future periods and therefore, generally affect the Group’s recognized expenses and recorded obligation in
such future periods.
18
Estimation of pre-need reserves
The determination of CPI’s PNR is based on the actuarial formula, methods and assumptions allowed by
applicable SEC and IC circulars. This is dependent on management’s selection of certain assumptions used
by actuaries in computing this amount.
4.
Cash and Cash Equivalents
Cash on hand and in banks
Cash equivalents
March 2013
P
=12,840,488
1,150,630,088
P
=1,163,470,576
Dec. 2012
P9,390,820
=
2,388,366,233
=2,397,757,053
P
Cash in banks earn interest at the respective bank deposit rates. Short-term deposits are made for varying
periods up to three months depending on the immediate cash requirements of the Group and earn interest at
the respective short-term investment rates.
Short-term cash investments amounting P
=1,676.35 million and =
P307.60 million as of March 31, 2013 and
December 31, 2012, respectively, are investments in banks with maturities of more than three months to one
year from dates of acquisition and earn interest at the prevailing market rates.
5.
Investment in Trust Funds and Pre-need and Other Reserves
Pursuant to the provisions of SEC Memorandum Circular No. 6, Guidelines on the Management of the Trust
Fund of Pre-Need Corporation (SEC Circular No. 4), the SEC requires, among others, that companies
engaged in the sale of pre-need plans and similar contracts set up a trust fund to guarantee the delivery of
property
or
performance
of
service
in
the
future.
Withdrawals
from
these trust funds are limited to, among others, payments of pension plan benefits, bank charges and
investment expenses in the operation of the trust funds, termination value payable to planholders,
contributions to the trust funds of cancelled plans and final taxes on investment income of the trust funds.
6.
Installment Contracts Receivable - Net
Installment contracts receivable arise from sales of real estate properties.
The installment contracts receivable on sales of real estate are collectible in monthly installments for periods
ranging from one to 10 years and bear monthly interest rates of 0.67% to 2% computed on the diminishing
balance.
The portion due within one year (net of current unrealized gross profit, estimated development cost for sold
units and deferred vat) amounted to P
=453.81 million in March 2013 and P
=553.05 million in December 2012.
The Group and CI entered into a contract of guaranty under Retail Guaranty Line in the amount of P
=1.00
billion in 2012 with Home Guaranty Corporation (HGC). The Group paid a guarantee premium of 1.00%,
based on outstanding principal balance of the receivables enrolled in 2012 and 2011.
7.
Other Receivables
Other receivables consist of:
Accrued interest
Advances to:
Customers
Contractors
Others
March 2013
P
=7,271,516
Dec. 2012
P7,956,195
=
22,044,126
5,750,241
13,763,863
P
=48,829,746
30,903,513
6,147,827
5,280,232
=50,287,767
P
19
Other receivables due within one year amounted to P
=41.54 million in March 2013 and =
P48.94 million in
December 2012.
8.
Real Estate Properties for Sale and Held for Future Development
Real estate properties for sale consist of cost incurred in the development of condominium units and
residential houses for sale. This includes borrowing costs incurred in connection with the development of
the properties. The capitalization rates used to determine the amount of borrowing costs eligible for
capitalization were 3.10% and 3.80% as of March 2013 and December 2012, respectively.
Cost of real estate sales include all direct materials and labor cost and those indirect costs related to contract
performance. In addition, cost of real estate sales of 100% completed projects represents the proportionate
share of the sold units to the total of the development cost which includes land, direct materials, labor cost
and other indirect costs related to the project. If the project is still under construction, cost of real estate sales
of the sold unit is multiplied by the percentage of completion. The percentage of completion is based on the
technical evaluation of the project engineers as well as management’s monitoring of costs, progress and
improvements of the projects.
Real estate properties held for future development includes land properties reserved by the Group for its
future condominium projects. During 2012 and 2011, the Group transferred portion of its real estate
properties held for future development to its newly launched projects accounted for under real estate
properties for sale.
9.
Investment Properties
Investment properties represent real estate properties for lease consist of:
Land
Costs
Balances at beginning of year
Additions
Balances at end of year
Accumulated Depreciation
Balance at beginning of year
Depreciation for the year
Balance at end of year
Net Book Values
Total
P
=835,134,001
–
835,134,001
P
=91,456,330
13,206,130
104,662,460
P
=926,590,331
13,206,130
939,796,461
–
–
–
P
=835,134,001
58,081,473
720,104
58,801,577
45,860,883
58,081,473
720,104
58,801,577
P
=880,994,884
Land
Costs
Additions
Transfer to real estate properties
for sale
Reclassification from real estate
properties held for future
development
Balance at end of year
Net Book Values
March 2013
Building
=967,415,807
P
5,074,145
(137,355,951)
December 2012
Building
=71,106,393
P
–
–
Total
=1,038,522,200
P
5,074,145
(137,355,951)
–
835,134,001
20,349,937
91,456,330
20,349,937
926,590,331
–
–
–
=835,134,001
P
52,486,194
5,595,279
58,081,473
=33,374,857
P
52,486,194
5,595,279
58,081,473
=868,508,858
P
20
Investment properties are rented out at different rates generally for a one-year term renewable every year.
These real estate properties were appraised by independent firms of appraisers at various dates. Some
investment properties of the Group were used as collateral for loans availed from the omnibus credit line.
In November 2011, the Company has entered into a non-cancellable operating lease agreement with third
parties that permits the lessee to use the property as a fast food outlet for a term of 10 years. The future
minimum lease payments for these lease agreements are as follows:
December 2012
=4,146,417
P
25,514,109
18,749,358
=48,409,884
P
March 2013
P
=4,194,234
26,320,916
17,724,209
P
=48,239,359
Within one year
After one year but not more than five years
Later than five years
10. Property and Equipment
Property and equipment consist of:
Office
Premises
At Cost
Disposal
Disposal
(Notes 16 and 18)
Net Book Value
At Deemed Cost
(Notes 17)
Net Deemed Cost
Total
March 2013
Furniture,
Fixtures and Transportation
Office
and Other
Equipment
Equipment
Total
P
=–
–
–
P
=28,530,802
–
28,530,802
P
= 6,972,749
(1,257,143)
5,715,606
P
=35,503,551
(1,257,143)
34,246,408
–
–
28,330,737
–
4,931,607
(188,571)
33,262,344
(188,571)
–
–
–
259,448,852
104,040
28,434,777
96,025
–
121,229
4,864,265
851,341
–
225,269
33,299,042
947,366
259,448,852
218,765,774


218,765,774
3,159,575
221,925,349
37,523,503
P
=37,523,503
–
–
–
P
=96,025
–
–
–
P
=851,341
3,159,575
221,925,349
37,523,503
P
=38,470,869
21
Office
Premises
At Cost
Additions
(Notes 16 and 18)
Net Book Value
At Deemed Cost
(Notes 16 and 18)
Net Deemed Cost
Total
December 2012
Furniture,
Fixtures and
Transportation
Office
and Other
Equipment
Equipment
Total
=–
P
–
–
=28,530,802
P
–
28,530,802
=5,715,606
P
1,257,143
6,972,749
=34,246,408
P
1,257,143
35,503,551
–
27,914,576
4,258,122
32,172,698
–
–
259,448,852
416,161
28,330,737
200,065
–
673,485
4,931,607
2,041,142
–
1,089,646
33,262,344
2,241,207
259,448,852
206,127,471


206,127,471
12,638,303
218,765,774
40,683,078
=40,683,078
P
–
–
–
=200,065
P
–
–
–
=2,041,142
P
12,638,303
218,765,774
40,683,078
=42,924,285
P
The balances at cost of the office premises are as follows:
Office premises
Less: Accumulated depreciation
March 2013
P
=61,858,970
50,505,279
P
=11,356,691
Dec. 2012
=61,858,970
P
49,738,635
=12,120,335
P
The cost of fully depreciated property and equipment amounted to P
=29.74 million as of March 31, 2013.
11. Other Assets
Available-for-sale financial assets
Retirement plan assets
Deposits and others
Dec. 2012
March 2013
P
=2,402,290
10,409,636
26,751,206
P
=39,563,132
10,409,636
28,238,709
=40,738,438
P
March 2013
P
=68,539,201
12,216,819
Dec. 2012
=72,755,043
P
17,161,733
211,603,501
25,036,465
6,107,374
12,495,141
4,290,691
337,023,595
20,291,901
7,741,375
3,119,264
6,054,147
=2,090,093
P
12. Accounts Payable and Accrued Expenses
Trade payables
Deposits
Accrued expenses:
Development costs
Director’s fee
Interest payable
Taxes, premiums, others
Withholding taxes payable
(Forward)
22
Dividends payable
VAT payable
Others
7,582,622
6,131,876
11,472,178
P
=365,475,868
6,968,148
1,084,122
10,426,847
=482,626,175
P
Trade payables consist of payables to contractors and other counterparties, whereas deposits consist of rental
deposits and collected deposits for water and electric meters of the sold units. Accrued expenses represent
various accrual of the Group for its expenses and real estate projects. Accrued development costs represent
the corresponding accrued expenses for the sold real estate projects of the Group. Other payables consist of
customers’ reservation fees and employees’ payables.
Accounts payable and accrued expenses due within one year amounted to P
=205.54 million and =
P285.01
million as of March 31, 2013 and December 31, 2012, respectively.
13. Notes and Contracts Payable
Short-term commercial papers (STCP) with various
maturities and interest rate ranging from 1.25% to 4.77%
in March 2013 and from 1.81% to 4.77% in Dec. 2012
Short-term promissory notes with various maturities and
annual interest rates ranging 1.10% to 2.55% in March
2013 and from 1.70% to 2.75% in Dec. 2012
Contracts Payable
March 2013
Dec. 2012
P
=1,031,050,000
=1,200,200,000
P
765,637,510
621,713,617
1,796,687,510
14,545
P
=1,796,702,055
1,821,913,617
17,381,250
=1,839,294,867
P
On various dates in 2012 and 2011, the SEC authorized the Group to issue P
=1,200.00 million worth of shortterm commercial papers (STCP) registered with the SEC in accordance with the provision of the Securities
Regulation Code and its implementing rules and regulations, the code of Corporate Governance and other
applicable laws and orders.
In 2012 and 2011, the Group entered a contract of guaranty under a Revolving Cash Guaranty Line with
HGC in the amount of P
=1,400.00 million. The guaranty covers the unpaid principal due on the outstanding
STCP and unpaid interest thereon of 10.00% per annum.
Contracts payable represent liabilities arising from contracts to purchase land for future development. Notes
and contracts payable due within one year amounted to =
P1,796.70 million and =
P1,839.29 million as of
March 31, 2013 and December 31, 2012, respectively.
14. Stockholders' Equity
a.
The following table summarizes the reconciliation of the authorized for each of the following:
Authorized - =
P1 par value
Increase in authorized shares
Balance at end of the period
March 2013
December 2012
December 2011
4,000,000,000
-4,000,000,000
3,000,000,000
1,000,000,000
4,000,000,000
3,000,000,000
-3,000,000,000
23
b.
Dividends declared and issued/paid by the Parent Company were as follows:
Cash dividends:
Date Approved
May 18, 2012
May 30, 2011
May 31, 2010
Per Share
=0.03000
P
0.05000
0.06000
Stockholders of
Record Date
June 15, 2012
June 13, 2011
June 30, 2010
Date Paid
July 11, 2012
July 8, 2011
July 26, 2010
Stock dividends:
Date Ratified
August 15, 2012
June 7, 2011
June 1, 2010
Percentage
10%
20%
20%
Stockholders of
Record Date
August 27, 2012
July 7, 2011
June 11, 2010
Distribution Date
September 20, 2012
August 2, 2011
July 8, 2010
The SEC authorized the issuance of 10% stock dividends declared by the BOD in 2012 and 20% stock
dividends declared in 2011 and 2010.
As of March 31, 2013, the unappropriated retained earnings include the remaining balance of deemed cost
adjustment amounting to =
P373.09 million, net of related deferred tax of P
=111.93 million, related to real
estate properties for sale and lease which rose when the Company transitioned to PFRS in 2005. This
amount has yet to be realized through sales in case of inventory (classified under real estate properties for
sale) and land (classified under investment properties) and additional depreciation in profit or loss in case of
depreciable assets (classified under property and equipment) and is restricted for the payment of dividends.
15. Operating Expenses
Personnel expenses (Note 16)
Taxes and licenses
Insurance
Membership and association dues
Professional fees
Depreciation (Note 17)
Outside services
Advertising and promotions
Light, power and water
Brokers’ commission
Repairs and maintenance
Postage, telephone and telegraph
Donations
Stationery and office supplies
Others
March 2012
P39,264,149
=
28,076,947
7,157,059
4,006,165
9,026,152
4,624,925
2,758,923
1,408,251
914,531
1,347,478
March 2013
P
=39,588,323
31,595,062
8,799,737
7,223,404
6,598,640
4,104,948
2,456,211
2,380,528
1,159,345
1,157,012
871,251
580,854
400,000
19,726
2,956,961
P
=109,892,002
157,703
5,010,417
=104,325,846
P
March 2013
P
=12,385,138
17,279,760
9,923,425
P
=39,588,323
March 2012
P21,241,709
=
15,834,056
2,188,384
=39,264,149
P
–
573,146
–
16. Personnel Expenses
Commissions
Salaries and wages
Bonuses and other employee benefits
24
17. Depreciation
Depreciation consists of:
Investment properties
Property and equipment
March 2013
P
=720,104
3,384,844
P
=4,104,948
March 2012
=1,240,084
P
3,384,841
=4,624,925
P
March 2013
March 2012
P
=101,587,330
3,847
101,591,177
=114,692,451
P
3,200
114,695,651
(8,476,642
(322,021)
(8,798,663)
P
=92,792,514
(11,358,595)
(220,125)
(11,578,720)
=103,116,931
P
18. Financial Income (Expenses)
Financial Income
Interest income
Dividend income
Financial Expenses
Interest expense
Finance charges
19. Retirement Benefits Cost
The Group, jointly with affiliated companies, has a funded, noncontributory defined benefit retirement plan,
administered by trustee covering all of its permanent employees.
20. Income Taxes
Provision for income tax consists of:
Current
Deferred
Final tax on interest income
March 2013
P
=23,853,080
(11,119,799)
4,842,222
P
=17,575,503
March 2012
P25,601,204
=
(5,724,975)
4,622,265
=24,498,494
P
21. Related Party Transactions
Enterprises and individuals that directly, or indirectly through one or more intermediaries, control or are
controlled by or under common control with the Company, including holding companies, subsidiaries and
fellow subsidiaries, are related parties of the Company. Associates and individuals owning, directly or
indirectly, an interest in the voting power of the Company that gives them significant influence over the
enterprise, key management personnel, including directors and officers of the Company and close members
of the family of these individuals, and companies associated with these individuals also constitute related
parties. In considering each possible related entity relationship, attention is directed to the substance of the
relationship and not merely the legal form.
The Group discloses the nature of the related party relationship and information about the transactions and
outstanding balances necessary for an understanding of the potential effect of the relationship on the
consolidated financial statements, including, as a minimum, the amount of outstanding balances and its
terms and conditions including whether they are secured, and the nature of the consideration to be provided
in settlement.
25
The Group, in the normal course of business, has transactions and account balances with related parties consisting mainly of the following:
Nature of Transaction
Ultimate parent (CI)
Sharing of expenses charged
by (to) the Company
Interest income
Interest expense
Subsidiaries (CLDI & CPI)
Sale of real estate properties
to CPI
Sharing of expenses charged
by (to) the Company
Interest income
Interest expense
Total
Amount of transactions
December 2012
March 2013
P
=4,697,576
81,517
30,929
–
(2,164,072)
46,568
(P
=4,697,576)
191,819
(232)
65,332,152
(4,273,600)
29,077
(45,507)
Receivable
March 2013 December 2012
P
=–
–
=–
P
191,819
Outstanding Balances
Payable
December 2012
March 2013
P
=–
–
Due and demandable;
non-interest bearing;
(232) to be settled in cash
–
–
–
–
–
–
–
P
=–
–
29,077
–
=220,896
P
30-day, unsecured,
to be settled in cash
Due and demandable;
to be received in cash;
–
no impairment
–
–
=4,697,575
P
Terms
and
Conditions
4,824,554
–
Received in cash
1,620,570
30-day, unsecured,
to be received or
settled in cash; no
impairment
–
Due and demandable;
to be received in cash;
–
no impairment
–
P
=4,824,554
Due and demandable;
(45,507) to be settled in cash
=6,272,406
P
Parent Company’s transactions with CLDI and CPI are eliminated in the consolidated balance sheets and statements of income.
26
a.
The Parent Company also has an existing management contract with CI, wherein the latter provides
management services to the Parent Company. The agreement is for a period of five years renewable
automatically for another five years unless either party notifies the other party six months prior to
expiration. The management fee is based on a certain percentage of the net income as mutually
agreed upon by both parties. The management fees for 2013, 2012 and 2011 were waived by CI.
There are no conditions attached to the waiver of these management fees.
b.
The Group, jointly with affiliated companies under common control, has a trust fund for the
retirement plan of their employees. The trust fund is being maintained by a trustee bank.
c.
The Group has no standard arrangements with regards to the remuneration of its directors. Moreover,
the Group has no standard arrangement with regards to the remuneration of its existing officers aside
from the compensation received or any other arrangements in the employment contracts and
compensatory plan. The Group does not have any arrangements for stock warrants or options offered
to its employees.
22. Earnings Per Share
Basic earnings per share amounts were computed as follows:
a. Net income
b. Weighted average number of shares
c. Earnings per share (a/b)
March 2013
P
=132,853,264
3,241,793,886
P
=0.041
March 2012
P96,810,620
=
3,241,793,886
=0.030
P
23. Financial Instruments
Financial Risk Management Objectives and Policies
The Group’s principal financial instruments comprise cash and cash equivalents, short-term cash
investments, notes payable, bank loans and contracts payable. The main purpose of these financial
instruments is to finance the Group’s operations. The Group’s other financial instruments consist of
financial assets at fair value through profit or loss and available-for-sale financial assets, which are held
for investing purposes. The Group has various other financial instruments such as installment contracts
receivables, other receivables and accounts payable and accrued expenses which arise directly from its
operations.
It is, and has been throughout the year under review, the Group’s policy that no trading in financial
instruments shall be undertaken.
The main risks arising from the Company’s financial instruments are market risk (i.e., cash flow interest
rate risk and equity risk), credit risk and liquidity risk. The BOD reviews and approves policies for
managing these risks and they are summarized as follows:
Market risk
Cash flow interest rate risk
The Group’s exposure to the risk for changes in market interest rates relates primarily to the Group’s
short-term and long-term loans payables, all with repriced interest rates. The Group’s policy in
addressing volatility in interest rates includes maximizing the use of operating cash flows to be able to
fulfill principal and interest obligations even in periods of rising interest rates.
A sensitivity analysis to a reasonable change in the interest rates (with all other variables held constant) of
0.70% higher or lower, would increase or decrease the Group’s income before income tax of P
=12.57
million.
Equity price risk
Equity price risk is the risk that the fair values of investments in equity securities will decrease as a result
of changes in the market values of individual shares of stock. The Group is exposed to equity price risk
because of investments held by the Group classified as available-for-sale financial assets included under
27
“Other assets” in the consolidated balance sheets. The Group employs the service of a third-party stock
broker to manage its investments in shares of stock.
A sensitivity analysis of the Group’s equity to a reasonably possible change in equity price based on
forecasted and average movements of equity prices of P
= 0.23, higher or lower, would increase or decrease
the equity by P
=0.55 million.
Credit risk
The Group trades only with recognized, creditworthy third parties. It is the Group’s policy that all
customers who wish to trade on credit terms are subject to credit verification procedures. In addition,
receivable balances are monitored on an on-going basis with the objective that the Group’s exposure to
bad debts is not significant. The Group’s policy is to enter into transactions with a diversity of
creditworthy parties to mitigate any significant concentration of credit risk. There are no significant
concentrations of credit risk within the Group.
The tables below show the Group’s exposure to credit risk for the components of the consolidated balance
sheets. The exposure as of March 31, 2013 is shown at gross, before taking the effect of mitigation
through the use of collateral agreements, and at net, after taking the effect of mitigation through the use of
collateral agreements.
Loans and receivables:
Cash and cash equivalents, excluding cash on hand
Short-term cash investments
Installment contract receivables
Other receivables
Investment in trust funds
Total credit risk exposure
Gross
Net
P
=1,163,282,003
1,676,350,000
1,962,140,241
43,079,505
46,892,341
P
=4,891,744,090
P
=812,004,519
1,464,350,000
–
8,581,559
–
P
=2,284,936,078
The following table summarizes the aging analysis and credit quality of the receivables as of March 31,
2013:
Installment
contract rec.
Other receivables:
Accrued interest
Customers
Retention
Others
Current
>One Year
P
=431,906,927 P
=1,508,329,804
<30 days
P
=4,961,996
7,271,516
–
13,827,697
–
60,000
911,041
11,800,985
626,707
P
=464,867,125 P
=1,509,867,552
–
–
2,092
363,038
P
=5,327,126
Past due But Not Impaired
31 - 60 days 61 - 90 days Over 90 days
P
=2,181,785 P
=14,759,730
–
–
–
–
659,603
289,620
7,267,206
–
–
–
–
–
–
P
=2,841,387 P
=15,049,350
P
=7,267,206
Total
P
=1,962,140,241
7,271,516
22,044,126
973,133
12,790,730
P
=2,005,219,746
The table below shows the credit quality by class of asset for loan-related balance sheet lines, based on the
Group’s credit rating system as of March 31, 2013:
Cash and cash equivalents
Installment contract receivables
Other receivables
*
**
High Grade
P
=1,163,282,003
1,676,350,000
46,892,341
1,940,236,730
33,198,836
P
=4,859,959,910
Medium Grade
P
=–
–
–
–
1,299,110
P
=1,299,110
Past due but not
impaired
P
=–
–
–
21,903,511
8,581,559
P
=30,485,070
Total
P
= 1,163,282,003
1,676,350,000
46,892,341
1,962,140,241
43,079,505
P
= 4,891,744,090
High Grade - financial assets with reputable counterparties and which management believes to be reasonably assured to be
recoverable.
Medium Grade - financial assets for which there is low risk on default of counterparties.
The main considerations for impairment assessment include whether any payments are overdue or if there
are any known difficulties in the cash flows of the counterparties. The Group assesses impairment into
two areas: individually assessed allowances and collectively assessed allowances.
The Group determines allowance for each significant receivable on an individual basis. Among the items
that the Group considers in assessing impairment is the inability to collect from the counterparty based on
28
the contractual terms of the receivables. The Company also considers the fair value of the real estate
collateralized in computing the impairment of the receivables. Receivables included in the specific
assessment are those receivables under the installment contracts receivable accounts.
Because the Group holds the title to the real estate properties with outstanding installment contracts
receivable balance and can repossess such real estate properties upon default of the customer in paying the
outstanding balance, the Group does not provide for allowance for impairment of its installment contracts
receivable.
For collective assessment, allowances are assessed for receivables that are not individually significant and
for individually significant receivables where there is not yet objective evidence of individual impairment.
Impairment losses are estimated by taking into consideration the age of the receivables, past collection
experience and other factors that may affect collectability.
Foreign currency risk
The Group’s transactional currency exposure arises from sales and purchases in currencies other than its
functional currency. However, the Group’s exposure to foreign currency risk is minimal.
Liquidity risk
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the
use of bank loans.
The table below summarizes the maturity analysis of the Group’s financial liabilities as of March 31,
2013:
Accounts payable and accrued
expenses*
Notes payable**
Up to One Year
P
= 195,112,530
Above One Year
P
=159,940,771
P
=355,053,301
1,852,507,621
–
P
=159,940,771
P
=2,207,560,922
P
=2,047,620,151
Total
1,852,507,621
** Excludes statutory liabilities amounting to =
P10,422,567.
** Includes interest expense amounting to =
P 55,805,566.
Fair Values
As defined in PAS 39, fair value approximate the carrying amounts of recorded financial assets and
liabilities as of March 31, 2013 and December 31, 2012:
March 2013
Carrying value
Fair value
Financial Assets
Cash and cash equivalents
Installment contracts receivables
Other receivables
Available-for-sale financial assets
Financial Liabilities
Accounts payable and accrued
expenses *
Loans and notes payable
December 2012
Carrying value
Fair value
P
= 1,163,470,576
P
=1,163,470,576
=2,397,757,053
P
=2,397,757,053
P
1,676,350,000
1,962,140,241
43,079,505
46,892,341
2,402,290
P
= 4,894,334,953
1,676,350,000
1,962,140,241
43,079,505
46,892,341
2,402,290
P
=4,894,334,953
307,600,000
1,960,431,150
44,139,940
41,079,341
2,090,093
=4,753,097,577
P
307,600,000
1,960,431,150
44,139,940
41,079,341
2,090,093
=4,753,097,577
P
P
=355,053,301
1,796,702,055
P
= 2,151,755,356
P
=355,053,301
1,796,702,055
P
=2,151,755,356
=475,487,906
P
1,839,294,867
=2,314,782,773
P
=475,487,906
P
1,839,294,867
=2,314,782,773
P
*Excludes statutory liabilities amounting to =
P 10,422,567 and =
P 7,138,269 as of March 2013 and December 2012,
respectively.
Cash and cash equivalents, short-term cash investments, other receivables, and accounts payable and
accrued expenses
Due to the short-term nature of the transactions, the fair values of cash and cash equivalents,
short-term cash investments, other receivables and accounts payable and accrued expenses approximate
their carrying amounts.
Investment in trust funds and available-for-sale financial assets
Investment in trust funds and available-for-sale financial assets are stated at fair value based on quoted
market prices.
29
Installment contracts receivable
The fair value of installment contracts receivable cannot be reasonably estimated due to the significant
volume of transactions and the varied terms and maturities.
Notes and loans payable
The fair value of floating rate borrowings is estimated by discounting future cash flows using rates
currently available for debt or similar terms and remaining maturities. The fair value approximates their
carrying values gross of unamortized transaction cost.
24. Business Segments
The Group derives its revenues primarily from the sale and lease of real estate properties and marketing of
pension plans.
The Group does not have any major customers and all sales and leases of real estate properties and sales
of pension plans are made to external customers.
Segment revenues and expenses:
Sales of real estate
Rental income
Others
March 2013
P
=433,195,285
7,070,810
31,041,962
P
=471,308,057
91.91%
1.50%
6.59%
100.00%
March 2012
=446,115,273
P
6,946,560
29,025,832
=482,087,665
P
92.54%
1.44%
6.02%
100.00%
Except for the following expenses directly relating to the leasing and pension plan operations, operating
expenses pertain primarily to the real estate sales.
25. Contingencies
The Group is contingently liable for certain lawsuits or claims filed by third parties which are either
pending decisions by the courts or are under negotiation, the outcomes of which are not presently
determinable. In the opinion of management and its legal counsel, the eventual liability under these
lawsuits or claims, if any, will not have a material effect on the consolidated financial statements.
30
SUPPLEMENTARY SCHEDULE OF
FINANCIAL SOUNDNESS INDICATORS
Financial Ratios
March 31, 2013
(Unaudited)
2.29
1.67
0.36
3.31
0.24
20.81
1.64
10.49%
Current
Asset-to-equity
Debt-to-equity
Asset-to-liability
Solvency
Acid-test ratio
Return on equity (%)
December 31, 2012
March 31, 2012
2.23
1.72
0.37
3.11
0.20
15.58
1.54
8.14%
2.15
1.70
0.32
3.18
0.21
14.66
1.38
8.24%
Manner of calculation:
Current ratio
=
Asset-to-equity ratio
=
Debt-to-equity ratio
=
Asset-to-liability ratio
=
Solvency ratio
=
Total Current Assets / Total Current Liabilities
Total Assets
Notes and Contracts Payable
Total Assets / Total Liabilities
Net Income after Tax + Depreciation Expense
Total Liabilities
ratio
=
Net Income Before Tax + Depreciation Expense + Interest Expense
Interest Expense
Cash and Cash Equivalents + Short-term Cash Investments +
Acid-test ratio
=
Investments in Trust Fund + Installment Contracts Receivable, current +
Other Receivables, current
Total Current Liabilities
Return on equity ratio
=
Net Income Attributable to Equity Holders of the Parent
Stockholder's Equity Attributable to Equity Holders of the Parent
31
CITYLAND DEVELOPMENT CORPORATION
SCHEDULE OF GROSS AND NET PROCEEDS OF SHORT-TERM
COMMERCIAL PAPERS ISSUED
As of March 31, 2013
Description
(i)
Total Outstanding Notes / Gross Proceeds
As disclosed in the Final
Actual
Prospectus*
As of March 31, 2013**
Php
1,000,000,000
Php
916,600,000
Less: Expenses
Registration Fees
820,625
820,625
Legal and Accounting Fees
30,000
30,000
Publication Fees
29,000
29,792
5,000,000
1,772,289
30,000
20,350
994,090,375
913,926,944
Project-related Costs
650,000,000
200,024,955
Payment of maturing loans/ notes
306,290,375
367,548,450
37,800,000
1,887,595
994,090,375
569,461,000
Documentary Stamps Tax
Printing costs
(ii)
Total Net Proceeds
(iii)
Use of Proceeds
Interest expense
Total
(iv)
Balance of proceeds as of March 31, 2013
Php
--
Php
344,465,944
* SEC-CFD Order No. 180, Series of 2012 dated November 23, 2012.
Use of Proceeds as disclosed in the Final Prospectus is estimated for the Twelve (12)-month Period
December 2012 to November 2013.
** For the Four (4)-month Period December 01, 2012 to March 31, 2013.

COVER SHEET

Transcription

Similar documents

national real estate statistics existing home sales increased 4.9% in

NEW 2009 Edition SurePass - United Educational Services

COVER SHEET

Teleplan Annual Report 2007 from website

Teleplan_GB_2006_Final

COVER SHEET

Document 6525028

King’s Fund - 13 January 2011 Dr. Tom Kirchmaier Manchester Business School

TAKE THE REBOSA EQUALITY PLEDGE TODAY

before they were brokers