Globe Telecom Annual Report 2006 OUR VISION Through Life-Changing Innovations, Globe is indispensable to the Nation. We provide our customers with a superior experience and are a center of excellence for innovation worldwide. We learn, we discover, we work together as a team, and we always strive for excellence. To make great things possible. OUR MISSION We transform and enrich people’s lives through communications. OUR VALUES Commitment to the Customer Our customers are our greatest passion, and our business reason for being. Accountability Thus, we do whatever it takes and hold ourselves personally responsible and accountable to satisfy, and even exceed their expectations. Innovation We are relentless in the pursuit of innovation, willing to take risks to enhance the quality of their lives. ABOUT OUR COVER As a pioneer, Globe Telecom continues to be a part of the revolution that’s connecting millions of people across the Philippines and around the world Excellence and Personal Worth We excel and realize our potential by constantly learning and making ourselves better everyday. — a testament to our continuing commitment to nation-building. Beyond technology, we feel that our business is truly shaped by the bonds that tie Filipinos together. We believe that communications Teamwork As importantly, we value each other’s unique contributions and commit ourselves to work as a team. is ultimately about relationships, and this drives us to innovate and constantly find new ways to enhance our portfolio of services. Looking ahead, as multimedia becomes more pervasive, we fully Integrity In everything we do, we are ethical, just and honorable. Because ultimately, these are what count to our Nation and our God. intend to introduce compelling new products to further enrich the lives of Filipinos everywhere. True to our vision, as the needs of our subscribers evolve, so will Globe Telecom. Financial Highlights 1 Corporate Social Responsibility 26 Financial Statements Message to Stockholders 2 Board of Directors 30 Globe Telecom Business Centers 111 Message of the President 5 Senior Executive Group 34 Overview of the Business 10 Audit Committee Report 36 Globelines Payments and Services Center Management Discussion & Analysis 16 Statement of Management’s Responsibility 37 Corporate Governance 21 Report of Independent Auditors 38 39 115 Financial Highlights Wireless Subscribers (in 000s) 6,572 2002 12,514 12,404 2004 2005 Net Service Revenues (In P Mn) 52,741 15,660 39,761 8,860 2003 2006 2002 25,293 27,943 33,331 33,434 57,034 47,535 2003 EBITDA* (In P Mn) 54,897 2004 2005 2006 Net Income (In P Mn) 37,220 11,396 9,953 11,755 10,315 6,918 2002 2003 2004 2005 2002 2006 2003 2004 2005 2006 * Earnings before Interest, Taxes, Depreciation and Amortization Property & Equipment, Intangible Assets and Investment Property (In P Mn) Market Capitalization (In P Mn) 163,119 102,849 120,317 99,915 96,270 2002 96,947 97,518 95,946 2003 133,608 67,978 2004 2005 2006 2002 2003 2004 2005 2006 “Looking ahead into 2007, we intend to retain our competitive rigor. We will remain focused and continue to build on our successful strategies.” Message to Stockholders We are pleased to report that Globe Telecom’s consolidated net income in 2006 reached P11.8 billion, 14% higher than the previous year and the highest in the history of the Company. Our return on equity reached 22%, higher than last year’s level of 19%. The wireless subscriber base grew by 26%, to almost 15.7 million SIMs, as Globe regained its position in the market, a complete reversal from the declines that we saw in 2005. While the wireless business continued to be the major growth contributor, we are nevertheless encouraged by the performance of the wireline segment, particularly our consumer broadband business, which posted a 129% growth in subscribers and reached over 51,000 users by year-end. Driven by our increasing profits, strong cash flow, and improvements in our market position, the Company’s share price has likewise appreciated by 68% from the beginning of the year, outpacing the growth of the local index. With a focus on improving total return to shareholders, your Board of Directors increased your Company’s dividend pay-out from 50% to 75% of prior year’s net income. A total of P6.6 billion in cash dividends were paid out in 2006, up 21% from last year’s level of P5.4 billion. 2006 2005 Basic Earnings per Share 88.56 76.74 Fully Diluted Earnings per Share 88.32 76.60 Dividends per Share Share Price* Dividend Yield * As of last trading day of the year 3 50.00 40.00 1,235.00 735.00 4% 5% We will continue to build the appropriate foundations for future growth and accelerate infrastructure investments in consumer broadband, which we believe will provide new demand for services in the Philippine telecommunications industry. We believe that the Company’s strong performance in Finally, we will continue to build the appropriate 2006 reflects the soundness of our business models foundations for this future growth and accelerate and strategies. We have learnt some valuable lessons infrastructure investments in consumer broadband, which from a difficult year in 2005, when our bottom line was we believe will provide new demand for services in the weakened by a value destructive SIM swap program which Philippine telecommunications industry. We will drive we were drawn into, and we have successfully repositioned access prices down and work with suppliers and resellers our organization and strategic focus. We made price to make PCs more affordable and accessible, as we remain competitiveness a key imperative in 2006 and enhanced committed to our mission to enrich people’s lives by our understanding of the needs of our priority customer making the internet relevant and available to all. segments. We introduced a steady stream of unique and relevant product offers to drive subscriber acquisition and With these key initiatives in place and with the continued retention. Coupled with aggressive cost management and engagement of our shareholders, employees, and various enhanced network service quality, your Company achieved stakeholders, we are confident that Globe will continue to new levels of profitability and competitiveness. Globe expand its services to customers and maintain its track Telecom has grown significantly from its position seven record of value creation for its investors. years ago, at the beginning of the new millennium, when it had less than one million wireless subscribers and recorded We thank the members of our Board of Directors for profits that were less than one tenth of our current level. their advice and support of our strategic initiatives; our management team, employees and business partners for Looking ahead into 2007, we intend to retain our their rigor and passion; our fellow shareholders for their competitive rigor. We will remain focused and continue trust in us; and finally we thank our subscribers, who we to build on our successful strategies. Our priority in 2007 hope will continue to entrust us with their business in the is to continue to extract growth from our core wireless year ahead. business, building on the gains that we have established in 2006. While subscriber growth rates are tapering off to the single digit levels, the wireless business continues to present attractive growth opportunities as mobile phones expand their services. JAIME AUGUSTO ZOBEL DE AYALA II Chairman We will also strengthen our corporate data business to take advantage of the upbeat business climate, and assert our presence in the smaller-scale business segments. We will DELFIN L. LAZARO introduce more value-added content and services, and Co-Vice Chairman explore partnership opportunities outside of our traditional borders to diversify our portfolio and create new avenues of growth. LIM CHUAN POH Co-Vice Chairman 4 Message of the President Strong growth amidst stiff competition 2006 was a good year for Globe. Our competitive position strengthened, our financial results improved, and the Company’s market value reached new highs as we reaped the benefits of the strategies we put into play the year before. Focused execution of key initiatives begun in 2005 enabled us to achieve significantly better performance, despite an ever challenging market. The industry continued to be a dynamic and fiercely competitive one. As the market inched towards the 50% penetration level, competition intensified even more as operators worked on further increasing the accessibility and affordability of communication services. The downward pressure on price that we saw in 2005 thus carried through last year as the key players bid for a bigger share of the consumer wallet and sought to retain the loyalty of subscribers who have grown increasingly value conscious. At the same time, consumer spending and usage habits continued to evolve with the slew of unlimited use tariff offers. Because of attractive intra-network promotions, many consumers now carry multiple SIMs, switching from one network to another to avail of choice offers. 5 Cellsites CAPEX (In P Mn) 5,159 5,884 3,736 2,190 2002 21,219 20,478 15,814 2,580 2003 2004 2005 2006 2002 2003 2004 14,758 14,832 2005 2006 We promoted greater usage, expanded both our subscriber and revenue base, and created significant value growth by further sharpening our understanding of the market, and anticipating the shifting needs of our priority segments. Amidst this challenging backdrop, Globe successfully built industries in the Philippines. Using the Globe Kababayan on the gains of 2005 by following through on strategies program as our primary vehicle, we strengthened our tie-ups focused on four key areas: (1) strengthening our foothold with operators in key global capitals where our Filipino in key customer segments; (2) deepening network coverage kababayans work and live. We extended our per-second and improving service quality; (3) developing relevant, charging offer to international voice calls, and introduced easy-to-use services for our customers by leveraging on discounted call rates to the US, Canada, Saudi Arabia, innovations and new technologies; and (4) aggressively Japan, and various other destinations with large Filipino managing our costs. communities. Taking off from the resounding success of our Kababayan tie-up with Singtel in Singapore, we Stronger foothold in key segments launched another co-branded prepaid SIM to serve Filipino We promoted greater usage, expanded both our subscriber workers in Taiwan, offering reduced call and text rates. and revenue base, and created significant value growth by We leveraged the synergies offered by the Bridge Mobile further sharpening our understanding of the market, and Alliance, and tied up with Maxis Malaysia and HK CSL anticipating the shifting needs of our priority segments. to allow our subscribers to call their customers at special This enabled us to deliver more meaningful offers attuned rates. Beyond connectivity solutions, we also developed to our customers’ needs – whether flat rate offerings for remittance, livelihood, and other cross-border programs for heavy voice users, or unlimited text services for the prolific this community through our GCash m-commerce services text senders. and our Kabalikat programs, in partnership with the Overseas Workers Welfare Administration. At the same time, we improved our price competitiveness through innovative propositions that went beyond mere Finally, we launched various loyalty and churn management discounting, such as our unparalleled per-second charging programs to address the unique preferences of our postpaid for local and international voice calls, and our highly subscriber base and successfully defended our dominant popular unlimited SMS offerings. position in this segment. At the end of the year, our postpaid SIM base grew by 8% to just over 640,000 SIMs, We also zoomed in on reversing the decline we experienced in 2005. serving the needs of our growing overseas Filipino All these efforts have translated to a stronger, much community, a segment that improved competitive position for our Globe and TM brands. has catalyzed consumer As of the end of 2006, our wireless SIM base of 15.7 spending across various million is up a robust 26% from last year. Our mass market 6 brand TM was a major driver to this SIM base growth. higher levels, bridging our OFWs to their families in the Following its relaunch in 2005 with a stronger, more Philippines through video IDD, and allowing full mobility focused Power Piso proposition, TM‘s SIM base jumped and enhanced productivity for the executives, professionals, 57%, from 3.1 million at the start of 2006 to 4.9 million and individuals who are always on the go. Looking ahead, by year-end. Through compelling value for money offers, an as 3G handset prices go down and as more and more energized brand image, and supported by a strengthened compelling content becomes available, we expect that regional distribution network, TM SIMs now comprise the mainstream markets will increasingly take to the 31% of Globe’s total SIM base, accounting for 55% of conveniences and richer connections that 3G and wireless subscriber growth in 2006, and contributing P8.7 billion broadband brings. in revenues. Last July, in partnership with Hypercash, we introduced Meanwhile, our consolidated service revenues grew over G-Pass, our breakthrough payment application for the P2 billion or 4% even with a significant reduction in MRT (Metro Rail Transit) commuters. Using RFID (radio marketing expenses and subsidies. International service frequency identification) technology, MRT passengers can revenues was a major growth driver, rising P440 million now pay for their fare with a simple tap of their RFID chip or 3%, on the back of double-digit growth in inbound and on the turnstiles. Value reloads can be made anytime and outbound traffic, and despite a much stronger peso. anywhere via GCash, our equally innovative SMS-based mobile commerce service. Shortly after its introduction, Ensuring superior network experience G-Pass already gained international recognition by making As we developed easy-to-use and more meaningful offers it to the shortlist of finalists nominated under the Most to our customers, we continued to invest in improving Innovative Technology Development category in the 2007 network reach, depth and quality. Globe’s cellular Global Mobile Awards of the GSM Association. phone network of 5,884 cellsites now covers 94% of the Philippine geography and reached 98% of the country’s Leveraging on VoIP technology, G-WebCall also made its population. This was achieved after having invested over debut in 2006. The service enables frequent travelers to P45 billion in capital expenditures over the past three call any Globe or TM subscriber via internet for the price of years. We also proactively embraced new technologies a local Philippine call. and platforms and commenced roll out of our 3G network, exceeding our target of 1,000 sites by year-end. While these and other similar innovations have yet to achieve a critical usership mass, they are contributing Anchoring growth on innovation meaningfully to an environment of discovery towards the In the early part of 2006, we became the first operator creation of new services. in the Asia-Pacific region to introduce Mobile Broadband 3G with HSDPA (High Keeping an eye on costs Speed Downlink Packet In addition to growing our revenues and subscribers, we Access) capabilities to the continued to be vigilant about our costs, in order to improve general public. Joining a the earnings yield on our sales. We calibrated the use of handful of mostly European handset subsidies for customer acquisition, and utilized and American companies more pinpoint marketing programs targeted at specific who have introduced the customer segments rather than amorphous audiences. HSDPA service, we are We examined the way we expanded our wireless network, proud that a Filipino company is the first in the region to deconstructed the entire roll-out process and reviewed each bring this promising technology for live use by customers. major activity and cost item in detail, in order to identify The faster transmission speed of Mobile Broadband 3G those components which we could do better, cheaper, with HSDPA has enabled us to bring connectivity to and faster. All of these actions contributed to significant savings and helped us reduce total operating expenses by Broadband as the next growth frontier P1.6 billion or 8% year on year. We believe that the internet access space in general, and broadband connectivity in particular, is on the cusp of Our 2006 Performance witnessing a swell in demand similar to the exponential We are very pleased that our efforts have resulted to a growth we saw in the mobile phone industry a few years significantly improved financial performance in 2006. back. We intend to be at the forefront of this opportunity, Consolidated net income stood at P11.8 billion, a healthy harnessing the capabilities of both wired and wireless 14% improvement over the previous year and an all-time broadband technologies to make the internet available high for the Company. Core net income, excluding foreign and relevant to all. For 2007, we have allocated a exchange and mark-to-market gains and losses, grew by substantial portion of our capital budget for infrastructure an even more buoyant 24%. Moreover, this net income investments in 3G with HSDPA, DSL, and other broadband growth was achieved despite a 48% increase in our technologies as we work towards establishing a pervasive corporate income taxes to P5.7 billion from P3.9 billion access network. the year before, due to the expiration of our tax holiday, the increase in statutory rates to 35%, and the increase in our We will likewise set our sights on opportunities outside of taxable base. our traditional borders to create new areas of growth for our portfolio. Where attractive acquisition candidates and With an improved market position, higher profitability, and partnership opportunities exist, we will invest in allied competitive dividend yields, our share prices have grown industries, technologies, and services complementary to our 68% since the beginning of 2006, outstripping the local core business, and which builds on the competencies and composite index which has increased 42% during the same lessons we have learned in the telco market. period. Helped by the strength of the peso, our market capitalization has risen by 82% to US$3.3 billion at the Strengthening our core businesses end of 2006, up from US$1.8 billion at the end of 2005. We will continue to sharpen our competitiveness in our core wireless business, and drive growth there. Taking the cue Beyond financial results, we are as encouraged by the from the success of the past two years, the introduction of recognition and awards Globe received last year. We distinctive and meaningful value-based packages based on were happy to have been named Mobile Operator of the a better understanding of the market will be our primary Year during the Asian Mobile News Awards held last July means to keep the momentum going and to assiduously in Singapore. The Institute of Corporate Directors also mine the remaining potentials of the wireless market. named Globe as one of the Top 5 Companies on Corporate Governance in the Philippines. Finally, in the Wall Street As Filipino workers continue to seek fortunes in other Journal’s Asia’s 200 Most Admired Companies, Globe lands, we will likewise remain focused on serving the was ranked third in the Philippines. We were especially needs of the overseas Filipino communities. We intend pleased that Globe was also top ranked in the High Quality to unveil more Kababayan offerings in the coming year Products and Services category, and placed second in while building more partnerships with operators within the Innovation. Bridge Mobile Alliance. 2007 Prospects We will also further improve on our service delivery Looking ahead into 2007, we will focus on three main platforms and reinforce our customer service capabilities to imperatives – (1) laying the foundation for future growth provide our customers a superior experience. through investments in the broadband business, (2) continuing to strengthen our consumer wireless business, Delivering further improvements in our cost model and (3) delivering further improvements in our cost model. Finally, we will continue to challenge the way we do things Looking ahead, we will focus on three main imperatives – (1) laying the foundation for future growth through investments in the broadband business, (2) continuing to strengthen our consumer wireless business, and (3) delivering further improvements in our cost model. and deliver further improvements in our financing and Our broadband expansion is in step with the government’s operating cost structures, starting with the prepayment and drive to develop the infrastructure to uplift the country’s re-financing of our 2012 bonds that will generate over P2 ICT (information and communications technology) sector. billion in estimated interest expense savings over the next Our leadership role in Innove’s Internet in Schools Program five years. and our active participation in GILAS (Gearing Up Internet Literacy and Access for Students) are aimed to help raise While 2006 provided some relatively quick wins from the the computer literacy of our youth by bringing the internet calibration of marketing and subsidy spending, moving direct to public school classrooms nationwide. Meanwhile, forward, we will pursue more structural and fundamental our long-running support for the award-winning Text2Teach changes in our cost model. As before, our primary program gives our public school teachers and students objective will be to improve the effectiveness with which access to a wide range of educational videos and lesson our spending is converted to top-line growth. plans. Finally, through our livelihood and entrepreneurship programs under BridgeCom, we hope to provide the skills All our investments in infrastructure and technology and opportunities to some of our marginalized communities would be fruitless without parallel investments in human to allow them to meaningfully participate in and benefit capital. We will continue to search for best-in-market from the over-all growth of our economy. talent, develop competencies in our people that would prepare them for the future, and engage the rest of our In closing, the strides we made in 2006 would not have stakeholders in realizing the Globe vision of making great been possible without the support of our subscribers who things possible for our customers and for our nation. entrusted us with their loyalty; our business partners who shared our passion for continuous innovation; our Giving back to communities employees who responded to many challenges with As one of the largest corporations in the country, we unflagging dedication and hard work; our Board of recognize and embrace our role in the bigger Filipino Directors for their continuing guidance and valuable community. We will continue to support nation building, perspectives; and our shareholders who gave us their solid be it through the taxes that we dutifully pay, the and unwaning support. community-based initiatives that we pursue, or the disaster relief operations that we spearhead during times of crisis. Our sincerest thanks to you all. GERARDO C. ABLAZA, JR. President and Chief Executive Officer 9 An Overview of our Business We are committed to providing our customers with superior experience across all touch points... Customer-centric Organization With Globe’s Mobile Broadband 3G with HSDPA service, a field worker checks his e-mail through wireless connection. The Philippine telecommunications industry continues to evolve – driven by changes in technologies and shifts in consumer behavior. With the advent of convergence and new technologies, the array of solutions in the marketplace has exponentially increased. Consumers are becoming more discerning and value-conscious and are increasingly demanding a new generation of product offerings to suit a variety of voice and data needs, presenting various service creation and delivery opportunities as well as challenges for the operators. To differentiate ourselves from competition and to strengthen our market position, we have adopted a customer-centric focus in various aspects of our operations. We are committed to providing our customers with superior experience across all touch points, and recognize that the 0 crucial first step in ensuring this unrivaled experience lies Products and Services in understanding the distinct needs of groups of subscribers In 2006, the Globe Group offered various product and in order to create and deliver the most relevant and service packages to meet the different usage profile of each innovative products and services. segment. In line with this, we reshaped and re-aligned our Consumer segment organization and internal processes in 2006 to revolve more In line with our mission to transform and enrich people’s closely around the needs, values, and aspirations of our lives, we delivered innovative and compelling value clients. We integrated business units formerly focused on propositions to priority consumer segments. We offered a product lines into teams organized around consumers and slew of product packages customized to serve their various corporate clients sharing similar requirements. We further needs – be they unlimited offers for our heavy SMS users, segmented our consumer organization around key customer flat-rate offers for our heavy voice users, G-Pass services groupings – be they the youth, the mass markets, our for our MRT (Metro Rail Transit) commuters, or Visibility professionals, frequent travelers, or the Overseas Filipino packages for our subscribers who require unlimited, mobile Workers and their families. We also formed an Enterprise internet access. Business Group which is now empowered to provide fixed-mobile convergent solutions and integrated account • Our Globe Super Sulit and TM Power Piso initiatives management to our large corporate clients. Finally, we provided a suite of voice and text offers for our formed dedicated, cross-functional teams to focus on and Globe and TM subscribers, including our industry- be more responsive to the requirements of our smaller-size setting and unrivaled per-second charging promo for business ventures and microbusinesses. local and international calls. We also introduced various discounted IDD call and text rates to selected As customer needs shift and evolve, we are committed to destination countries under our Super Sulit Tipid IDD regularly re-scope the roles and functions of these business program. units to ensure alignment. Our end goal is to deliver • We continued to lead the pack with the introduction sustained excellence in customer experience, service and of our Globe Mobile Broadband 3G with HSDPA (High responsiveness by adopting the viewpoint of our customers Speed Downlink Packet Access) service which allows in all our product, service, and business process choices. for high-speed internet browsing and multi-media streaming. Meanwhile, through our Visibility plans, we offered unlimited mobile internet access via 3G with HSDPA, EDGE and GPRS, as well as unlimited dial-up and WiFi access to our subscribers through over 520 WiZ hotspots nationwide. • Based on Voice over Internet Protocol (VoIP) technology, G-WebCall is a service that allows our postpaid subscribers from any part of the world to call any Globe or TM subscriber via the internet for the price of a local call. Similarly, our GlobeQUEST Webphone, a groundbreaking web-based softphone service, allows PCto-PC and PC-to-PSTN outbound calls using our Globe 1 prepaid card. 11 For our hardworking Overseas Filipino Workers and their families in the Philippines, we are creating an ecosystem that includes not just connectivity, but also remittance, livelihood and other cross-border capabilities under the Globe Kababayan program. • Globelines Postpaid Plus is a landline service bundled and remittances, bill payments, and purchase of goods with unlimited dial-up internet access and toll-free and services. NDD calls to any Globelines phone anywhere in the • • We also introduced another innovation, G-Pass, that country, all for a fixed monthly service fee. Recently, allows our MRT commuters to pay for their fare with a we launched the Globelines Broadband Budget simple tap of their RFID (radio frequency identification) Bundles, a landline service with unlimited broadband chip on the MRT turnstile. Value reloads can be made access of up to 384 kbps for only P995/month. anytime and anywhere via GCash. MyGlobe IMEVRYWHR is an instant messaging service • Our mass market brand TM also introduced its Barangay that also offers unlimited chatting, voice messaging Cellphone service – a phone kit that enables barangay and unlimited photo sending for a fixed daily, weekly or operators to rent it out to their neighbors as a public phone. monthly fee. • • Globe Bida Card is an electronic card that rewards For our hard-working Overseas Filipino Workers and their our loyal Globe and TM subscribers with discounts families in the Philippines, we are creating an ecosystem and promotional items and services at almost 200 that includes not just connectivity, but also remittance, establishments nationwide. livelihood, and other cross-border capabilities under the Our SMS-based mobile commerce service, GCash, Globe Kababayan program. allows for convenient person-to-person money transfers Our special IDD rates under our Kababayan program enable our Overseas Filipino Workers and their families to stay connected. • Through our affiliation with the Bridge Mobile Business and corporate segments Alliance, our overseas workers in Singapore, Taiwan We launched a rich stream of service innovations and and Hong Kong can now enjoy discounted rates when customized solutions for our corporate and enterprise clients. calling Globe and TM subscribers through our Globe Kababayan co-branded SIM with Singtel, Taiwan Mobile • • OK Kababayan SIM and Hong Kong CSL Kumusta Ka solution that allows entrepreneurs to monitor their Kababayan SIM. businesses in other locations throughout the country We also offer Kababayan IDD phone cards in selected through the internet. countries such as Japan and Hong Kong to provide • • GlobeQUEST Store Express enables timely and reliable discounted international call rates to Globe and TM exchange of sales and inventory information between a subscribers. retail company’s headquarters and its branches. It also Our Quick Remit and Load service allows our overseas allows for the hosting of other voice, video and point-of- workers to send cash and load straight to their family sale applications. and friends who are Globe and TM subscribers. This • Globe Broadband Webeye offers a remote web-based • Biz Starter Kit is a total internet package designed service is available in Hong Kong, Singapore, Taiwan, to assist start-ups, allowing entrepreneurs to Japan, Saipan, Guam, USA and Canada. systematically run their company with a relevant bundle Our Globe Kabalikat program, in association with the of services. Its modern programs also let small-scale Overseas Workers Welfare Administration, aims to businesses keep up with the changing needs of its provide additional support to the OFW families in the clients, potentially opening its doors to customers here Philippines through various information campaigns and and abroad. livelihood projects. 3 • GlobeQUEST VoBB (voice over broadband) is a voice SIM card with a set “load” by the company via our service that allows subscribers to take advantage of the AutoloadMAX facility. VoIP technology via broadband connection. • • GlobeQUEST ICON (IP-Converged Optical Network) GSM PABX router which Globe connects to the is the first network in the country that incorporates company’s existing phone system. By just dialing an multi-protocol label switching as its core technology, access number, any employee now has option to make and which allows traffic prioritization and more cost- discounted IDD or Globe calls at preferred rates. effective interworking of various access technologies. • Mobile IDD and PABX is a PABX system with a wireless • Mobile Deskphone is a telephone unit which has the We have also introduced various corporate voice functionality of a cellphone. This enables field offices plans such as Company Capped which provides the in the most remote areas to stay connected to the head employees with a postpaid line subscription under the office and still enjoy special IDD and cost efficient rates name of the company with a set “load” or credit limit through the business loop. that automatically shifts to a prepaid line when the set • Globe Energy Management Solutions (GEMS) allows the credit has been consumed. We also offer Employee monitoring of expenses on an hourly, weekly, monthly, Line Plus which provides employees with a prepaid or yearly basis through reports that can be sent using email or SMS. The faster transmission speed of Globe’s Mobile Broadband 3G with HSDPA allows full mobility and enhanced productivity for entrepreneurs. 4 Globe Broadband Webeye allows entrepreneurs to monitor their businesses through the Internet. We offer convergent SOLUTIONS to enable entrepreneurs to monitor and expand their businesses. • Message Connect provides employees real-time access to the company’s various databases such as inventory levels, order status, and sales reports through SMS. • Managed voice services provide a suite of managed voice solutions specifically tailored for the burgeoning Looking ahead into 2007, we will continue to develop a call center sector. rich product pipeline that will speak to the unique needs • MLaunchPad allows the marketer to instantly create, define, conceptualize, implement and monitor his own of our priority customers. As we remain faithful to our programs with the use of a client web user interface, avowed mission of enriching the Filipino’s daily life through accessible from his office PC. communications, we will continue to leverage on strengths and resources already in place to enable us to develop and deliver SOLUTIONS that will make greater things possible for our customers. 5 Management Discussion & Analysis EXPENSES Consolidated Results of Operations Total subsidy, operating and depreciation and amortization REVENUES expenses decreased by 1% to P36,952 million from P37,197 Consolidated net service revenues grew by 4% to reach million for the same period in 2005. As a percentage of total P57,034 million at year end compared to P54,897 million service revenues, total marketing expenses and subsidy declined in 2005. This growth is in spite of revenue losses resulting year-on-year from 13% in 2005 to 9% by the end of 2006. from the effects of Typhoons Milenyo, Reming and Seniang and the earthquake in Taiwan on 26 December that damaged For the full year ended (In millions of pesos) international submarine cables linking the Philippines to the Wireless service revenues accounted for 89% of consolidated net service revenues for the year, posting a 5% growth year-onyear to P50,672 million. Wireline service revenues accounted for the remaining 11%, declining slightly by 1% to P6,362 million due to the strengthening of the peso. Consolidated non-service revenues dropped by 24% to P2,915 million for the year from last year’s P3,851 million. This is mainly due to lower handset, SIM pack and SIM card sales related to subscriber acquisitions following the Company’s overall thrust towards more cost-effective acquisition and Globe Group 31 Dec 2005 4,619 2,915 1,704 6,025 3,851 2,174 YoY Change (%) -23% -24% -22% Selling, Advertising and Promotions 3,525 Staff Costs 3,564 Utilities, Supplies & Other Administrative Expenses 2,121 Rent 2,081 Repairs and Maintenance 2,122 Provisions 446 Services and Others Insurance and security 1,441 Professional and Other contracted services 1,394 Taxes and Licenses 756 Others 660 Operating Expenses 18,110 4,697 3,519 -25% 1% 1,982 1,840 1,877 683 7% 13% 13% -35% 1,478 1,495 832 886 19,289 -3% -7% -9% -26% -6% Depreciation and Amortization Total Cost and Expenses 15,734 37,197 9% -1% Cost of sales Less: Non-service revenues Subsidy rest of the world. 31 Dec 2006 17,138 36,952 loyalty programs. NET INCOME 2006 Revenue Breakdown Total consolidated net income increased by 14% year-on-year to P11,755 million from last year’s P10,315 million despite a higher consolidated effective income tax rate of 33% from 27% in 2005. Excluding foreign exchange and mark-to-market gains Wireless Data Wireline Voice 7% Wireline Data 4% 43% Wireless Revenues 89% and losses, core earnings would have been P10,833 million, a 24% improvement from last year’s P8,715 million. Wireless Voice 57% Accordingly, consolidated basic earnings per common share were P88.56 and P76.74 and consolidated diluted earnings per common share were P88.32 and P76.60 for the year 2006 and 2005, respectively. 6 LIQUIDITY AND CAPITAL RESOURCES Year end Cash Balance Total consolidated assets as of end 2006 amounted to In P124,580 million compared to P125,102 million in 2005. Mn 14,812 12,165 Consolidated cash, cash equivalents and short term investments (including investments in assets available for sale and held to maturity) was at P14,812 million at the end of the year, 22% higher than the P12,165 million registered in 2005. Gross debt to equity ratio as of 31 December 2006 was 0.69:1 on 2005 a consolidated basis and remains well within the 2:1 debt to 2006 equity limit dictated by certain debt covenants. Net debt to equity ratio was at 0.43:1 as of 31 December 2006. Consolidated net cash flow from operations amounted to Year end Consolidated Debt P32,565 million for the full year ended 31 December 2006, a In Mn 12% increase from P28,952 million from last year. 46,693 39,207 Consolidated net cash used in investing activities amounted to P18,908 million for the year, a 19% increase from the P15,943 million in 2005. Consolidated capital expenditure, of P14,832 million remained at par with previous year’s level. For 2007, Globe is allocating approximately US$350 million 2005 2006 for capital expenditures to deepen coverage for its 2G wireless network, accelerate broadband network roll-out, and upgrade necessary support facilities. The 2007 capital expenditure program will be funded through internally-generated cash and Gross Debt / Equity debt financing. 2.00 Maximum per debt covenants Consolidated net cash used in financing activities for the year amounted to P17,062 million, a 9% increase compared to 0.96 P15,680 million in 2005. Consolidated total debt as of year 0.69 end amounted to P39,207 million, a 21% decrease from the P49,693 million from last year. Loan repayments of Globe for 2006 amounted to P10,429 million compared to the P12,527 2005 million paid for in 2005. As of 31 December 2006, gross debt dropped to P39,207 million, 62% of which are denominated in US$. Of the 62% US$ denominated debt, 33% has been swapped to pesos. As a result, the amount of US$ debt swapped into pesos and peso-denominated debt accounts for approximately 59% of consolidated loans as of 31 December 2006. 2006 Wireless Business BUSINESS SEGMENTS Our Company offers its wireless services including local, For the full year ended (In millions of pesos) Net Operating Revenues by segment Service Revenues Wireless Voice ¹ Data ² Wireline Voice ³ Data 4 Net Service Revenues Non-Service Revenues 5 Total Net Operating Revenues 31 Dec 2006 Globe Group 31 Dec 2005 national long distance, international long distance, international YoY Change (%) 28,982 21,690 28,111 20,370 3% 6% 4,312 2,050 57,034 2,915 59,949 4,396 2,020 54,897 3,851 58,748 -2% 1% 4% -24% 2% roaming and other value-added services through three brands: Globe Postpaid, Globe Prepaid and TM. Globe Postpaid is the postpaid brand of Globe. This includes all postpaid plans such as G-Plans and consumable G-Flex Plans, Platinum (for the high-end market), and GlobeSolutions (for corporate and business needs). Globe Prepaid and TM are the prepaid brands of the Globe Group. Each brand is positioned at different market segments. ¹ Wireless voice net service revenues include the following: a) Monthly service fees on postpaid plans; b) Charges for intra-network and outbound calls in excess of the consumable minutes for various Globe Postpaid plans, including currency exchange rate adjustments, or CERA net of loyalty discounts credited to subscriber billings; c) Airtime fees from prepaid reload denominations (for Globe Prepaid and TM) for intra-network and outbound calls recognized upon the earlier of actual usage of the airtime value or expiration of the unused value of the prepaid reload denomination which occurs between 1 and 60 days after activation depending on the prepaid value reloaded by the subscriber net of (i) bonus credits and (ii) prepaid reload discounts; and revenues generated from inbound international and national long distance calls and international roaming calls; Globe Prepaid is focused on the mainstream, broad market while TM is focused on value-conscious mass market. Additionally, Globe has customized services and benefits to address specific market segments, each with its own unique positioning and service offerings. To cater to a wide variety of our prepaid subscribers, we provide various top up facilities at each subscriber’s convenience. Our Revenues from (b) to (c) are net of any interconnection or settlement payouts to international and local carriers and content providers. Globe Prepaid and TM subscribers can reload airtime value or credits using various reloading channels, including through our ² Wireless data net service revenues consist of revenues from value-added services such as inbound and outbound SMS and MMS, content downloading, subscription fees on prepaid services and infotext net of any interconnection or settlement payouts to international and local carriers and content providers. over-the-air reload facility, AMAX, available nationwide. Overall, the wireless business recorded a 3% year-on-year ³ Wireline voice net service revenues consist of the following: a) Monthly service fees including CERA; b) Revenues from local, international and national long distance calls made by postpaid, prepaid wireline subscribers and payphone customers, net of (i) prepaid and payphone call card discounts (ii) bonus credits and (iii) loyalty discounts credited to subscriber billings; c) Revenues from inbound local, international and national long distance calls from other carriers terminating on our network; and d) Installation charges and other one-time fees associated with the establishment of the service. operating revenue growth, with P53,561 million in net operating revenues for the full year ended December 2006 from last year’s P52,229 million. This increase was mainly driven by a 5% improvement in total wireless service revenues from P48,481 million to P50,672 million. Revenues from (b) and (c) are net of any interconnection or settlement payments to domestic and international carriers. Wireless voice revenues contributed 57% to total wireless Wireline data net service revenues consist of revenues from: a) Monthly service fees from International and domestic leased lines; b) Monthly service fees on Corporate Internet services and charges in excess of free allocation; c) One-time connection charges associated with the establishment of service; d) Other wholesale transport services; and e) Revenues from value-added services. to P28,982 million on the back of higher usage of local and Revenues from (b) are net of any interconnection or settlement payments to other carriers. main revenue drivers have been the higher subscriptions Non-service revenues are reported net of discounts on phonekits and SIM (Subscriber Identification Module) packs. The cost related to the sale of handsets and SIM packs are shown under cost of sales. The difference between non-service revenues and cost of sales is referred to as subsidy. higher usage of value-added services from an expanded prepaid service revenues. Wireless voice grew by 3% year-on-year 4 international voice services. Wireless data revenues accounted for the remaining 43% of total wireless service revenues. Wireless data continued to register positive growth, increasing 6% year-on-year to close the year at P21,690 million. The acquired from our unlimited SMS offers coupled with the 5 subscriber base. Key Indicators Net Cumulative Subscribers/SIMs Postpaid Prepaid Globe Prepaid TM Net Average Revenue Per Subscriber (ARPU) Postpaid Prepaid Globe Prepaid TM Subscriber Acquisition Cost (SAC) Postpaid Prepaid Globe Prepaid TM Average Monthly Churn Rate (%) Postpaid Prepaid Globe Prepaid TM 31 Dec 2006 31 Dec 2005 15,659,742 12,403,575 643,901 594,142 YoY Change (%) 26% 8% 15,015,841 11,809,433 10,118,897 8,699,687 4,896,944 3,109,746 27% 16% 57% Our prepaid segment made up 96% of our total subscriber base. Overall, our consolidated prepaid subscribers significantly increased by 27% from 11.8 million in 2005 to around 15 million at year end. With lower year-on-year churn levels across both prepaid brands, consolidated prepaid net additions improved to 3.2 million in 2006 compared to 74 thousand net reductions in 2005. 1,673 1,635 2% 262 181 268 214 -2% -15% 6,787 7,026 -3% 83 91 248 90 -67% 1% Globe Prepaid registered a 16% year-on-year growth in its SIM base to close the year with 10.1 million subscribers. TM had another banner year as it continues to expand its reach and establish its presence in the market. TM closed the year with 4.9 million cumulative subscribers, a remarkable 57% year-onyear growth in its subscriber base. Globe Prepaid gross additions were 8% lower year-on-year at 6.8 1.8% million compared to 7.3 million in 2005. However, the significant 3.1% improvement in its churn rate from 7.8% down to 4.7% has led to 4.7% 5.9% healthy net additions of 1.4 million compared to the 1.5 million net 7.8% 9.4% reductions the previous year. Competitive and unique value offers and effective retention and loyalty programs are the drivers behind Our subscriber base continued on an upward trajectory posting the brand’s strong performance this year. a significant year-on-year growth of 26%, ending the year with 15.7 million subscribers. Total gross subscriber additions for TM posted 4.6 million in gross additions compared to last year’s the year amounted to 11.6 million which is at par with 2005 4.1 million. TM successfully acquired new subscribers and level. However, gross subscriber additions in 2005 still included drove down its churn rate. From a high of 12.70% recorded for acquisitions of prepaid subscribers from the SIM swap program full year 2004 and 9.4% for 2005, TM’s churn rate stood at a which created a number of non-revenue generating subscribers stronger 5.9% for full year 2006. With strong gross additions that were subsequently churned out after their second expiry. and healthier churn rate through steady introductions of With improved churn rates across all brands, Globe’s net compelling value promotions customized to its target market’s additions for the full year reached 3.3 million, a reversal from needs, TM’s net additions for the year stood at 1.8 million, up the net reduction of 110 thousand in 2005. 27% from last year’s 1.4 million. Our postpaid segment comprised approximately 4% of our Wireline Business total subscriber base. Our cumulative postpaid subscribers Innove, a wholly-owned subsidiary, provides our wireline voice grew 8% from last year to reach 643,901 at the end of 2006. communications, private data networks and internet services Total postpaid gross additions registered 185,801 for the to individuals and enterprises in the Philippines under the year while net additions reached 49,759 as a result of lower Globelines and GlobeQuest brands. churn at 1.8%, which is significantly below last year’s churn rate of 3.1%. The improvements in churn during the year can Our Globelines brand provides state-of-the-art digital be attributed to continuing subscriber loyalty programs and communications technologies to homes and small and medium- competitive service offers. sized enterprises. With the availability of postpaid or prepaid options, subscription to Globelines comes with standard 9 features and value-added services such as IDD, NDD, Phone On the wireline data front, wireline data business registered Lock, Caller ID, Call Waiting, Multi-Calling, Call Forwarding, service revenues of P2 billion, broadly in line with the previous Voice Mail, Duplex Number, Hotline and Special Numbers. year. Despite the higher circuit base, total revenues were flat largely due to the appreciation of the peso. For our wireline data services, Innove’s GlobeQUEST brand For the full year ended (In millions of pesos) offer end-to-end solutions for corporate clients through valuepriced, high-speed data services over a nationwide broadband Wireline Data International Domestic Others ¹ Total Wireline Data Service Revenues network. This includes domestic and international data services, wholesale and corporate internet access data center services and segment-specific solutions customized to the needs of 31 Dec 2006 31 Dec 2005 YoY Change (%) 604 834 612 2,050 679 797 544 2,020 -11% 5% 13% 1% vertical industries. ¹ Includes revenues from value-added services and corporate internet services. Overall, the wireline sales reported P6,362 million in net service revenues for 2006 compared to P6,416 million in International Long Distance (ILD) Services 2005. Lower wireline revenues resulted mainly from the On a consolidated basis, ILD revenues from the Wireless appreciation of the peso which impacted the business’ US$- and Wireline services increased by 3% to P13,967 million linked revenues. In 2006, wireline foreign-currency linked during the year compared to P13,526 million for the same revenues comprised 60% of its net revenues. period in 2005. We continue to see positive results from the successful launches of various IDD tariff promotions Innove increased its total wireline voice subscribers by 6% starting the second half of 2005. This has resulted in higher to 383,876 from 362,143 in 2005. This subscriber base inbound and outbound ILD minutes and increased revenue is comprised of 63% postpaid and 37% prepaid, with the for our wireless business. business to residential mix ratio of 22:78 and 23:77 for the Both Globe and Innove offer ILD services which cover years 2006 and 2005, respectively. international calls between the Philippines and over 200 Our broadband business continues to show robust growth, countries. This service generates revenues from both registering a year-on-year increase in subscribers of 129%, inbound and outbound international call traffic with pricing bringing our cumulative base to 51,426 by the end of 2006. based on agreed international termination rates for inbound This growth is attributable to the increasing affordability of our traffic revenues and NTC-approved ILD rates for outbound consumer broadband offerings. traffic revenues. For the full year ended While cumulative subscribers grew, churn rates for the year increased year-on-year from 1.7% to 1.9% owing to the higher from company-initiated clean up of delinquent accounts. 31 Dec 2006 Cumulative Voice Subscribers Net (End of period) 383,876 Average Revenue Per Subscriber (ARPU) Gross ARPU 1,110 Net ARPU 978 Average Monthly Churn Rate 1.9% Broadband Subscribers-Net (End of period) 51,426 31 Dec 2005 YoY Change (%) 362,143 6% 1,233 1,088 1.7% -10% -10% 22,479 129% 31 Dec 2005 24% 25% Total ILD Minutes (in million minutes) ¹ 1,948 1,469 33% Inbound Outbound 1,689 259 1,251 218 35% 19% 6.5 5.7 Total ILD Revenues as a percentage of net service revenues disconnections experienced in the postpaid service resulting Key Indicators 31 Dec 2006 ILD Inbound / Outbound Ratio (x) YoY Change (%) ¹ ILD minutes originating from and terminating to Globe and Innove networks. 0 Corporate Governance BOARD OF DIRECTORS Globe Telecom recognizes the importance of good governance in realizing its vision, carrying out its mission and living out its values to create and sustain increased value and returns for its Key Roles customers and stakeholders. The Board is the supreme authority in matters of governance. The Board establishes the vision, mission, and strategic As strong advocates of accountability, transparency and integrity direction of the Company, monitors over-all corporate in all aspects of the business, the Board of Directors (“Board”), performance, and protects the long-term interests of the various management, officers, and employees of Globe Telecom commit stakeholders by ensuring transparency, accountability, and themselves to the principles and best practices of governance in fairness. The Board also ensures the adequacy of internal the attainment of its corporate goals. control mechanisms to safeguard company assets, reliability of financial reporting, and compliance with applicable laws and The machinery for corporate governance is principally contained regulations. in the Company’s Articles of Incorporation and By-Laws which lay down the basic structure of governance, minimum In addition, certain matters are reserved specifically for qualifications of directors, Board membership of at least two the Board’s disposition, including the approval of corporate independent directors, as well as the principal duties of the operating and capital budgets, major acquisitions and disposals Board and officers of the Company. of assets, major investments, and changes in authority and approval limits. To further strengthen its governance framework and in compliance with the Securities and Exchange Commission’s Board Composition Memorandum Circular No. 2 Series of 2002, the Company The Board is composed of eleven (11) members, elected by adheres to a Manual of Corporate Governance which clearly stockholders entitled to vote during the Annual Stockholders sets out the principles of appropriate supervision and good Meeting (ASM). The Board members hold office for one management, and which defines the specific responsibilities of year and until their successors are elected and qualified in the Board, the Board Committees, and management within the accordance with the By-laws of the Company. over-all governance framework. The roles of the Chairman of the Board and the Chief Executive The Company has likewise adopted a Code of Conduct for Officer (CEO) are clearly delineated and are held by two (2) employees as a guide to matters involving work performance, separate individuals to ensure balance of power and authority dealings with employees and customers, handling of assets, and to promote independent decision-making. The Chairman records and information, and the avoidance of conflict of is a non-executive director who is not involved in the day-to-day interest situations and corrupt practices. management of the business. Initiatives are regularly being pursued to develop and adopt The Board includes two (2) independent directors of the caliber corporate governance best practices, and to build the right necessary to effectively weigh in on Board discussions and corporate culture across the organization. decisions. Globe defines an independent director as a person who is independent from management and free from any The following section summarizes the key corporate governance business or other relationship which could materially interfere processes and practices adopted by Globe Telecom. with his exercise of independent judgment in carrying out his responsibilities as a director. All board members have the expertise, professional experience, and background that allow for a thorough examination and deliberation of the various issues and matters affecting the Company. In accordance with SEC Memorandum No. 16 Series of 2002, the qualifications of all nominees are reviewed by the Nominations Committee, which is chaired by an independent director. The names and profiles of each individual director are found in the “Board of Directors” section of this annual report. 21 As of 31 December 2006, the Board comprised the following Board Committees members: To further support the Board in its performance of its functions and to aid in good governance, the Board has established five Name Position Jaime Augusto Zobel de Ayala II Delfin L. Lazaro Lim Chuan Poh Gerardo C. Ablaza, Jr. Romeo L. Bernardo Roberto F. de Ocampo Koh Kah Sek Xavier P. Loinaz Guillermo D. Luchangco Chairman Co-Vice Chairman Co-Vice Chairman Director Director Director Director Director Director Jesus P. Tambunting Director Fernando Zobel de Ayala Director (5) committees. The Board Committees regularly met in 2006 Nature of Appointment Non-executive Non-executive Non-executive Executive Non-executive Non-executive Non-executive Non-executive Non-executive/ Independent Non-executive/ Independent Non-executive to perform their respective functions. Executive Committee The Executive Committee (ExCom) is comprised of four (4) members, at least three of whom are members of the Board. The ExCom acts by majority vote and in accordance with the authority granted by the Board or in the absence of the Board. All actions of the ExCom are reported to the Board at the meeting following such action and are subject to ratification or revision and alteration by the Board. Audit Committee Jaime Augusto Zobel de Ayala II and Fernando Zobel de Ayala are brothers. The Audit Committee supports the corporate governance process through its oversight responsibility relating to the Board Remuneration financial statements and the financial reporting process, system In accordance with the Company’s By-Laws, the Board members of internal and financial reporting controls, internal audit, receive stock options and remuneration in the form of a specific external audit, risk management, and compliance with legal and sum for attendance at each regular or special meeting of the regulatory matters. Board. A per diem of P 100,000 per Board or committee meeting was agreed and approved by the shareholders during The committee relies on the expertise of management, internal the ASM held last April 1, 2003. The remuneration is intended and external auditors, and ensures that adequate checks and to provide a reasonable compensation to the directors in balances exist. It conducts executive sessions with external recognition of their responsibilities and the potential liability auditors to review their independence, and with the internal they assume as a consequence of the high standard of best auditors to ensure their free and unrestricted access to records, practices required of the Board as a body, and of the directors properties, and personnel. individually, under the SEC-promulgated Code of Corporate Governance. Also, the level of per diem is in line with The committee is composed of three (3) members, at least one standards currently practiced among publicly listed companies of whom is an independent director. An independent director similar to Globe Telecom. chairs the Audit Committee. Board Performance Compensation Committee The Board met eleven (11) times during 2006, including the The Compensation Committee is tasked to review the ASM and an organizational meeting. For 2006, all directors compensation philosophy and structure of the Company and have complied with the Securities and Exchange Commission’s the reasonableness of its compensation and incentive plans. (SEC) minimum attendance requirement of 50%. It is also responsible for setting the remuneration packages of certain corporate officers. The committee is composed of three (3) members, one of whom is an independent director. Prior to the Board meetings, all of the Directors are provided with Board papers which include reports on the Company’s strategic, operational, and financial performance and other Nominations Committee regulatory matters. The Board also has access to the Corporate The Nominations Committee reviews the qualifications of members Secretary and the Assistant Corporate Secretary who, among of the Board to ensure that they have all the qualifications and other functions, oversee the flow of information to the Board none of the disqualifications stated in the By-Laws and the Manual prior to the meetings and who serve as advisers to the directors of Corporate Governance of the Company. They also preview and on their responsibilities and obligations. The members of evaluate the qualifications of candidates nominated to positions the Board also have access to management should they which require appointment by the Board. The committee is need to clarify matters concerning items submitted for their composed of three (3) members, including one independent consideration. director. An independent director chairs the committee. Finance Committee enterprise-wide risk management framework to enhance the The Finance Committee is responsible for reviewing and risk management process and institutionalize a more structured evaluating the financial affairs of the Company, including approach to managing the Company’s business risks. conducting an annual review of all financial activities during the immediately preceding year prior to each ASM. The committee A Chief Risk Officer now champions and oversees the entire is composed of three (3) members. risk management function. A risk management unit has also been formally set up to make the function a regular one, rather The members of each committee are set forth below: than an ad hoc activity. Risk owners have been designated, trained, and made responsible and accountable for managing Executive Committee Delfin L. Lazaro* Lim Chuan Poh Gerardo C. Ablaza, Jr. Gil B. Genio Compensation Committee Delfin L. Lazaro* Lim Chuan Poh Guillermo D. Luchangco Audit Committee Jesus P. Tambunting* Delfin L. Lazaro Lim Chuan Poh Nominations Committee Guillermo D. Luchangco* Delfin L. Lazaro Lim Chuan Poh risks, consistent with management’s belief that risks are best Finance Committee Delfin L. Lazaro* Koh Kah Sek Delfin C. Gonzalez, Jr. understood and managed by the employees who are responsible for the particular process or activity from which the risk arises. The Board provides an oversight role for the Company’s risk management activities and approves Globe Group’s risk management policies and any revisions thereto. The CEO, as the over-all risk executive, oversees the risk management activities of the Company and ensures that the responsibilities * Chairman for managing risk is clear, the level of risk accepted by MANAGEMENT the Company is appropriate, and that an effective control The CEO, with the assistance of the rest of the Senior Executive environment exists for the Company as a whole. Group (SEG), is responsible for the development and execution of strategies in line with the Company’s vision, mission, and AUDIT AND INTERNAL CONTROLS values statements, the day-to-day management of the business, To effectively carry out its objectives, the Audit Committee and the implementation of the Board’s policies and decisions. maintains independence from management and the controlling The SEG meets at least twice a month. shareholders. It has commissioned the services of the Internal Audit group to provide independent advisory services Accountable to the Board, management is obligated to to the Company to help improve effectiveness and efficiency provide the Board with complete and accurate information of operations. The group is also tasked to ensure that the on the operations and affairs of the Company in a timely Company’s key organizational and procedural controls are manner. Management is also required to prepare financial effective, appropriate and complied with. The Internal Audit statements for each preceding financial year in accordance group reports functionally to the Board, through the Audit with generally accepted accounting standards in the Committee, and administratively to the President and CEO. Philippines. Management’s statement of responsibility with regards to the Company’s financial statements is included in The Board, through the Audit Committee, also recommends an this annual report. independent auditor to perform an independent audit of the Company’s operations, as well as provide an objective assurance The annual compensation of the CEO and the seven (7) other on the reasonableness of the financial statements and relevant top officers of the company are disclosed in the Definitive disclosures. Information Statement distributed to the shareholders. The total annual compensation includes the basic salary, guaranteed The representatives of the independent auditor are expected bonuses, fixed allowances, and variable pay (performance-based to be present at the ASM and have the opportunity to make a annual incentive). statement on the Company’s operations if they desire to do so. The auditors are also expected to be available to respond to appropriate questions during the meeting. ENTERPRISE RISK MANAGEMENT Recognizing the dynamism of the business and industry, Globe Telecom aims to continuously improve its corporate governance The elected principal accountants and external auditors for and risk management capabilities to maximize profit and Globe Telecom for 2006 is SyCip, Gorres, Velayo & Company minimize loss. As early as 2000, the Company completed a (SGV & Co.). In accordance with regulations issued by the SEC, risk self-assessment to identify risks and their likely impact the audit partner handling the Company’s account is rotated to operations. Since that time, the Company has adopted an every five (5) years or sooner. 3 Billings for services rendered in connection with the engagement FINANCIAL REPORTING for 2006 amounted to P13.9 million as compared to P16.6 The consolidated financial statements of Globe Telecom and its million for 2005. subsidiaries have been prepared in accordance with Philippine Financial Reporting Standards, which are aligned with International In addition to performing the audit of Globe Group’s Financial Reporting Standards. The financial statements are financial statements, SGV & Co. was also selected, in reviewed by the Audit Committee (with the support of the Internal accordance with established procurement policies, to Audit group) and the external auditors to ensure that they fairly provide other services in 2006. present, in all material respects, the financial position of the Company. The Board also reviews and approves the consolidated The aggregate fees billed by SGV & Co. are shown below (with financial statements prior to public release. comparative figures for 2005): The financial statements include a breakdown of the Company’s (In millions of pesos) Audit fees 1 Billed during the current year Billed in succeeding year Total Audit fees Audit-related fees 2 Tax fees 3 All other fees 4 Total 2006 2005 9.1 4.8 13.9 0.4 3.2 17.5 10.5 6.1 16.6 0.8 0.4 0.8 18.6 assets, liabilities, equity, cash flows, and results of operations. Information showing the performance of the wireless and wireline segments is also disclosed to show their respective contributions to total corporate performance. Finally, the financial statements include a detailed discussion of the Company’s accounting policies and any estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. DEALINGS IN SECURITIES Includes audit of Globe Group’s annual financial statements and review of quarterly financial statements in connection with the statutory and regulatory filings or engagements for the years ended 2006 and 2005. 1 Globe Telecom has adopted strict policies and guidelines for trades involving the Company’s shares made by key officers and those with access to material non-public information. Key officers and Includes assurance services related to the review of Globe Group’s financial statements. 2 those with access to the quarterly results in the course of review are prohibited from trading in Globe’s shares starting from the Includes tax consultancy and advisory services outside the scope of financial audits and reviews. 3 4 time when quarterly results are internally reviewed until after Globe publicly discloses its results. Notices of trading blackouts Includes one-time, non-recurring special projects/consulting services and seminars. are regularly issued to the officers concerned and compliance is monitored by the Corporate and Regulatory Affairs group. Also, The Audit Committee has an existing policy to review and to all key officers are required to submit a report on their trades to pre-approve the audit and non-audit services rendered by the a designated compliance officer, for submission to the SEC in Company’s independent auditors. It does not allow the Globe accordance with the Securities Regulation Code. Group to engage the independent auditors for certain non-audit services expressly prohibited by SEC regulations to be performed DISCLOSURES ON OWNERSHIP STRUCTURE by an independent auditor for its audit clients. This is to ensure Globe Telecom annually discloses the top 20 shareholders of that the independent auditors maintain the highest level of the common and preferred equity securities of the Company. independence from the Company, both in fact and appearance. Disclosure is also made of the security ownership of certain record and beneficial owners who hold more than 5% of the Company’s The Audit Committee has reviewed the nature of non-audit common and preferred shares. Finally, the shareholdings and services rendered by SGV & Co. and the corresponding fees percentage ownership of the directors and key officers are disclosed and concluded that these are not significant to impair the in the Definitive Information Statement sent to the shareholders independence of the auditors. prior to the ASM. There were no disagreements with the Company’s independent SHAREHOLDER RELATIONS auditors on any matter of accounting principles or practices, Globe Telecom recognizes the importance of regular communication financial statement disclosure, or auditing scope or procedure. with its investors, and is committed to high standards of disclosure, transparency, and accountability. The Company aims to provide a fair, accurate, and meaningful assessment of the Company’s 4 financial performance and prospects through the annual report, sessions, the Company’s employees learn, discover, and work quarterly financial reports, and analyst presentations. together in striving for excellence. Balanced performance metrics are also put in place to support leadership with integrity to ensure The Company’s quarterly financial results are disclosed to the SEC that performance targets made are delivered, and eventually and Philippine Stock Exchange (PSE) within 24 hours from their reinforced, recognized, and rewarded. approval by the Board. The Company also files its quarterly and year-end financial statements and the detailed management’s The Company believes that leadership and talent management is a discussion and analysis within forty-five (45) and one hundred and competitive advantage for winning the future. As such, succession five (105) calendar days respectively from the end of the financial planning and talent development processes are institutionalized. period covered by the report, in compliance with the financial These are reinforced by feedback, coaching, and career planning reporting and disclosure requirements of the SEC and the PSE. programs. Opportunities are also provided for key talents to learn These reports are also made available to the analysts immediately from other best practice companies here and in the region. Various upon confirmation by the SEC of receipt of disclosure, and are talent pipelines have been put in place to make sure that Globe posted on the Company’s website. Telecom is able to grow and develop the next generation of leaders who will drive the business of the future. Additionally, any material, market-sensitive information such as dividend declarations are also disclosed to the SEC and PSE, as The Globe Group has 5,161 active regular employees as of well as released through various media including press releases and December 31, 2006, of which about 14% are covered by a Company website posting. Collective Bargaining Agreement (CBA) with the Globe Telecom Workers Union (GTWU). The CBA is valid until December 31, The Company regularly holds quarterly investor briefings to discuss 2010 with a renegotiation on the economic aspects in 2008, a the quarterly financial results. A conference call facility is set up process that is expected to arrive at a peaceful and swift conclusion during these investor briefings to enable wider participation. The as in the previous CBAs. The Company has a long-standing, Company also participates in both local and international investor cordial, and constructive relationship with the GTWU characterized conferences as part of its investor communications program. by industrial peace. It is a partnership that mutually agrees to focus on shared goals – one that has in fact allowed the attainment Globe Telecom likewise holds an annual stockholders’ meeting of higher levels of productivity and consistent quality of service to where shareholders are given the opportunity to raise questions and customers across different segments. clarify issues relevant to the Company. The Board, CEO, members of management, and external auditors are present to address any PLANS TO FURTHER IMPROVE CORPORATE GOVERNANCE questions raised at these meetings. Globe Telecom, through its Board of Directors, is continually reviewing its policies and processes to improve corporate Enquiries by shareholders, whether by telephone, mail, or electronic governance within the Company. It is currently evaluating mail, are dealt with as promptly as possible. Shareholders, the inclusion of a Whistleblower Policy in its Code of Conduct investors, and the public may also access the Company’s website to for employees. The policy will cover the handling, receiving, obtain information on the Company. investigating, and reporting of complaints from whistleblowers, including reports on fraudulent reporting practices. The EMPLOYEE RELATIONS Company is likewise reviewing and updating its risk Globe Telecom is committed to enhancing not just human capital management structure and policies to continuously strengthen but also human potential. The Company’s people strategy is the Company’s risk management capabilities and ensure its on- centered on empowering, engaging, and constantly energizing its going relevance and viability. talents so that no business challenge proves impossible. As an organization needing to reinvent itself constantly, continuous improvement, managing change and developing competencies are disciplines that are being ingrained in various teams. Whether in training programs, in project post-mortems, through employee engagement and organization diagnosis surveys, in quarterly business reviews or in lunch-time brownbag informal learning 25 Corporate Social Responsibility EDUCATING FUTURE LEADERS Helping Filipinos to benefit from methods and know-how, such as cost improved communications and increased reduction techniques and logistics, to connectivity is at the heart of Globe and enable communities to tackle seemingly In order to improve the lives of young Innove. We recognize that our business intractable problems in the fields of people and give them world-class has a vital role to play in developing education and entrepreneurship. education, our Text2Teach Program empowered individuals and communities brought in learning tools and training Our flagship programs, Globe’s Bridging to communities all over the archipelago Communities (Bridgecom) and Innove’s through educational videos downloaded We have moved our concept of Corporate Internet in Schools Program (ISP), both via Short Messaging System (SMS). Social Responsibility (CSR) beyond reflect our commitment to education the boundaries of compliance, public and entrepreneurship as enablers for Text2Teach proved that multi-media relations and philanthropy to become excellence and progress. assisted learning were effective ready to lead in a changing world. a more integral part of corporate teaching aids, firing up the imagination governance and strategy. We contribute This year, we made significant strides in of students with moving images and our expertise in problem solving and bringing our CSR programs to a wider base. boosting their test scores. project planning, sharing business We have moved our concept of Corporate Social Responsibility beyond the boundaries of compliance, public relations and philanthropy to become a more integral part of corporate governance and strategy. 26 Now, teachers can order over 480 kinds Information Technology (IT) revolution. We provided free internet access to the of educational videos in Science, Math, In 2006, ISP provided web access to University of the Philippines High School English and Pilipino from Pearson 551 schools, the bulk of which are in the in Cebu, enabling them to design the Education and other sources that were Visayas, with 371 schools; followed by website which won the Gold in the 2006 stored in the Nokia Mediamaster after Mindanao, with 103 and Luzon, 77. Globalnet’s International Cyberfair. downloading through Dream Cable. These videos are supported by 480 lesson Innove, which led the pack in testing guides with exercises plus supplemental Wi-Max (Wireless Inter-operability for activities designed by the South East Microwave Access) in the ASEAN region, Asia Ministers of Education Organization likewise pioneered the use of the latest IT (SEAMEO-Innotech). Today, Text2Teach such as Wi-Max in the public educational is in 210 public elementary schools system whereby it launched the first nationwide (majority of which is found Wi-Max school in the country this year in the Autonomous Region of Muslim - Governor Ferrer Municipal National High Mindanao) benefiting 122,000 students School in General Trias, Cavite. and 920 teachers. Innove complemented ISP with its Our Globe Tulong Eskwela (GT Eskwela) iTEACH, iCARE program, which engaged We also contributed P100,000 mobilizes employee volunteers to teach employee volunteers to raise the level worth of school supplies for Mindoro students. The program which also of computer literacy of some 1,500 elementary students in a tie-up with provides educational TV packages, books students in 25 public high schools. “GMA Kapuso for Unang Hakbang-alay and computers is now present in 5 sa Kabataang Pinoy”. schools in Quezon City, Oriental Mindoro, We also continued our partnerships Quezon and Cebu. Some 210 Globe with the Ayala Foundation’s Gearing Up EMPOWERING GRASSROOTS employee-volunteers invested 4,460 Internet Literacy and Access for Students COMMUNITIES volunteer hours in our GT Eskwela. Our (GILAS), Growth with Equity in Mindanao employee volunteers tutored 3,000 (GEM)-US Agency for International By forging sustainable bonds with students from the selected schools, Development (USAID)’s Computer grassroots micro-entrepreneurs, we make visiting them at least twice a month, Literacy and Internet Connection Project them our true partners in progress. mentoring them in various subjects and for public high schools in Autonomous introducing new media teaching methods Region of Muslim Mindanao (ARMM) Globe’s three-year old BridgeCom gave for teachers as well as enterprise and Conflict Affected Areas in Mindanao community-based capability-building development for the students’ parents. (CAAM) and Ateneo de Manila’s assistance to barangays where our Pathways to Higher Education Computer almost 6,000 cellular sites are located. Literacy Program. In all, Globe BridgeCom covered over More than 60 college students also benefit from our annual Globe Future 700 barangays in 2006, providing Business Leaders Conference which Innove donated continuous internet livelihood training programs to over prepares business and management subscriptions worth P6 million to 2,500 barangay leaders and micro- students for the competitive world of institutions such as the Cebu Educational entrepreneurs. telecommunications. Development Foundation for IT, the Marcelo Fernan Press Center, Cebu Our Globe Bridgecom sa Bayan (BSB) Innove’s ISP placed the Philippine public and the Center for Teacher Excellence trains barangay officials, micro- school system at the forefront of the computer laboratory. entrepreneurs, micro-finance and 27 cooperative officers, youth groups and and flexibility, rather than always-on Albay, Sorsogon, Camarines Sur and families of Overseas Filipino Workers to connections and megabits-per-second. Camarines Norte, thousands more flocked be the backbone of tomorrow’s economy. to our “Libreng Tawag” Centers. To bring the broadband experience to Our 60 enterprise development training SMEs, we also provided kiosks with desktop Globe, Innove and its employees raised programs taught over 20 livelihood computers and free broadband access in P4.3 million in cash and in kind through and small business opportunities to 10 DTI-identified pilot centers in Makati, Globe BridgeCom’s Disaster Relief 2,500 barangay leaders and micro- Lipa, Iloilo, Cebu, Tagbilaran, Cavite, Operations and Innove’s iGIVE, iCARE entrepreneurs in 600 barangays and Bacolod, Tacloban, Iligan and Bulacan. program. Relief goods were distributed 16 people’s organizations and microfinance institutions in 230 cities and to families in 32 barangays devastated CARING FOR THE ENVIRONMENT municipalities. by Typhoon Milenyo and Reming. Some 400 volunteers spent 4,000 volunteer Your Company has an ongoing Safety hours in this undertaking. In 2006, our BSB reached out to far-flung Health and Environment (SHE) program areas, training local folks in fruit and to ensure responsible use of resources in Innove’s iGIVE, iCARE also mobilized vegetable processing as well as farming, our business. relief operations for victims of the herbal medicine and soap production. We Southern Leyte mudslide. Our employee forged partnerships with the private sector Globe’s “Bantay Baterya” recycled 100% volunteers called for donations of food, to develop community-based tourism and of all used lead-acid batteries from all mineral water and clothes, repacked and help barangays manufacture, package of our operations. Globe employees also distributed goods. and market local goods. volunteered 125 hours for tree planting while Innove volunteers planted trees Innove also launched Hotline 167 for the PREPARING THE FUTURE PILLARS OF around the Cebu Business Park in co- Provincial Disaster Coordinating Council COMMERCE celebration of Earth Day with the Ayala in Cebu, thereby ensuring dependable Foundation and provided a venue for communications for calamities affecting Haribon Foundation briefings. the Visayas region. Philippine economy, comprising 99.6% COMMUNITY SERVICE & DISASTER Our “Makipasko 2006” reached out of all registered firms nationwide and RELIEF to Cebu’s 120 abandoned and abused Small and medium-sized enterprises (SMEs) form the backbone of the employing 69.9% of the labor force. children aged 4 to 10 years. Over half SMEs find computer technology useful Your Company conducted several a hundred Innove employee volunteers but regularly require support to better medical missions and disaster relief treated these children to a party with harness broadband to make their operations in 2006. games, food, entertainment and gifts. Globe BridgeCom brought medical missions Finally, Globe, Innove and its employees In 2006, Innove partnered with the to the provinces of Batanes, Ilocos Norte, helped build the Gawad Kalinga Department of Trade and Industry Biliran, Palawan and Cavite to 100 communities in Bagong Silang, Caloocan (DTI) to educate SMEs in high-speed barangays and treated 4,500 indigent City and Mansilingan, Negros Occidental. connection technology and allow them patients. Over 100 volunteers rendered Hundreds of our employee volunteers to capitalize on the advantages of 2,836 hours of service in these missions. helped construct homes and provided businesses more competitive. broadband. various assistance projects in these Our Globe BridgeCom “Libreng Tawag” communities. To date, there are 21 Innove conducted briefing sessions on provided free prepaid calls to thousands houses that were turned-over to the e-commerce addressing prime SME of families in war-torn Lebanon and beneficiaries of Gawad Kalinga. concerns such as profit, efficiency, speed Israel. When disaster hit Southern Leyte, 28 All our CSR programs challenge and GT Eskwela also won the International in the International Collaboration bring out the best in our employees, Association of Business Communicators Festival in the US, a gathering of encouraging volunteerism, leadership, (IABC) Gold Quill Awards. CSR development strategists, NGOs, and social responsibility in our workforce. government and business. Bridgecom We are pleased to note that there is no Globe Bridgecom and its was one of only two CSR programs from shortage of volunteers amongst employees entrepreneurship program Bridgecom sa the Philippines to have been given this for the Company’s many CSR programs. Bayan garnered the IABC’s Gold Quill honor. We also presented BSB in the Asia and the Public Relations Society of the Business Perspectives on CSR Forum in RECOGNITION FOR SERVICE TO THE Philippines’ Anvil Awards of Excellence Kuala Lumpur, Malaysia. COMMUNITY in 2006. BSB was again cited for excellence in Corporate-NGO partnership In 2007, we will further strengthen our We are pleased to report that our CSR category in the Kyra Awards of Venture advocacy to champion education and programs have been recognized by the for Fund Raising. nurture and interconnect the country’s community in various ways. present and future entrepreneurs. We These awards reaffirm and renew our strongly believe that educated young Our Text2Teach Program won the 2006 commitment to continue to deliver Filipinos and empowered community Asian CSR Awards in the Support and relevant CSR programs that change the entrepreneurs are today’s wealth creators Improvement of Education Category. lives of the communities we have the and will be tomorrow’s big companies. privilege to serve. Through our CSR programs, we in Globe and Innove will be a significant part of The Asian Development Bank also cited Innove’s iTEACH, iCARE for its We have had the unique honor of being contribution to ICT education and youth asked to share our vision for CSR with development. other countries. We presented Bridgecom that vision. In 2007, we will further strengthen our advocacy to champion education and nurture and interconnect the country’s present and future entrepreneurs. 29 Board of Directors Jaime Augusto Zobel de Ayala II Lim Chuan Poh Delfin L. Lazaro Jaime Augusto Zobel de Ayala II. Chairman of the Board since 1997 and a Director since 1989. Chairman of the Board of Directors and Chief Executive Officer of Ayala Corporation; Chairman of the Board of Directors of Bank of the Philippine Islands and Integrated Micro-electronics, Inc.; Vice Chairman of Ayala Land, Inc., Co-Vice Chairman of Ayala Foundation, Inc. Member of JP Morgan International Council, Mitsubishi Corporation International Advisory Committee, Toshiba International Advisory Group, Harvard University Asia Center Advisory Committee, Board of Trustees of the Asian Institute of Management and a national council member of the World Wildlife Fund (US). Awardee of the Ten Outstanding Young Men in the Philippines in 1999. Awarded Management Man of the Year for 2006 by the Management Association of the Philippines. Delfin L. Lazaro. Director since 1997. Lim Chuan Poh. Director since 2001. Chairman of the Executive Committee of Executive Vice President (Strategic Globe; Chief Finance Officer from 2003 Investments) of Singapore Telecom; to 2006 and member of the Management Chairman of Bridge Mobile Alliance, which Committee of the Ayala Corporation; is Asia Pacific’s largest mobile alliance President of Azalea Technology Investments; Member of the Board of Directors of Ayala Land, Inc., Manila Water Co., Inc., Integrated Micro-electronics, Inc. and Ayala Automotive Holdings Corporation. Formerly the President of Globe Telecom, Inc. and President and CEO of Benguet Corporation and Secretary of the Department of Energy of the Philippine government; Awarded Management Man of the Year 1999 by the Management Association of the Philippines. 30 group. Former Deputy Secretary of the Ministry of Communications. Also served in different senior appointments in the Singapore Civil Services. Gerardo C. Ablaza, Jr. Fernando Zobel de Ayala Koh Kah Sek Gerardo C. Ablaza, Jr. Director since 1998. Currently President and Chief Executive Officer of Globe Telecom. Senior Managing Director of Ayala Corporation; Former Vice President and Country Business Manager for the Philippines and Guam of Citibank, N.A. for Global Consumer Banking business. Former Vice President of Citibank, N.A. Singapore for Consumer Banking. Fernando Zobel de Ayala. Director since 1995. President and Chief Operating Officer of Ayala Corporation. Chairman of Ayala Land, Inc., Manila Water Co., Inc., AC International Finance Ltd., Ayala International Pte. Ltd., Ayala Automotive Holdings Corporation, Roxas Land Corporation and Alabang Commercial Corp.; Director of Integrated Microelectronics Inc. and Bank of the Philippine Islands.; Co-Vice Chairman and Trustee of Ayala Foundation, Inc.; Member of the Board of Directors of Habitat for Humanity International; Member of the East Asia Council of INSEAD; and Member of the Board of Trustees of the International Council of Shopping Centers. 31 Koh Kah Sek. Director since 2006. Joined SingTel in March 2005 as Group Financial Controller. Formerly with Far East Organisation – Yeo Hiap Seng Limited as Vice President (Finance) responsible for the financial functions of the Singapore and US operations. Prior to joining Far East Organization, spent a number of years in PricewaterhouseCoopers and Goldman Sachs. Romeo L. Bernardo Xavier P. Loinaz Guillermo D. Luchangco Romeo L. Bernardo. Director since 2001. Xavier P. Loinaz. Director since 2001. President of Lazaro Bernardo Tiu & Former President of the Bank of the Associates, Inc. Member of the Board of Philippine Islands (BPI). Director of several private companies such as Bank of BPI, BPI Capital Corporation, BPI Direct the Philippine Islands, RFM Corporation, Savings Bank, Inc., BPI/MS Insurance PHINMA, Ayala Life Assurance, Philippine Corporation, BPI Family Savings Bank, Inc. Institute for Development Studies (PIDS) Chairman of the Board of Directors of Ayala Inc.; Chairman of Ayala Life Fixed Income Life Assurance, Inc. Member of the Board Fund. Former alternate director of the of Trustees of BPI Foundation, Inc. Asian Development Bank and Finance Undersecretary for International Finance, Privatization & Treasury Operations of the Department of Finance of the Republic of the Philippines. Former President of the Philippine Economic Society and Chairman of the Federation of ASEAN Economic Societies. 32 Guillermo D. Luchangco. Director since 2001. Chairman and Chief Executive Officer of Investment & Capital Corporation of the Philippines, Cebu Light Industrial Park, Hermosa Ecozone Development Corp., ICCP Land Management, Inc., Pueblo de Oro Development Corp., Regatta Beacon Land Corporation, Regatta Properties, Inc, Tech Venture Partners, Ltd., RFM -Science Park of the Philippines, Inc.; Chairman and President of Beacon Property Ventures, Inc.; President and CEO of ICCP Venture Partners, Inc.U.S.A.; Chairman of Bottecelli Holdings, Inc., ICCP Group Foundation, Inc., ICCP Venture Partners, Inc., Manila Exposition Complex, Inc. Director of Bacnotan Consolidated Industries, Inc., Bacnotan Industrial Park Corp., Iomni Precision, Inc., Planters Development Bank, Ionics, Inc., Ionic Circuits, Inc., Ionics EMS, Inc., Ionics EMS, Ltd., Ionics Properties, Inc., Science Park of the Philippines, Inc. and Synertronix, Inc. Roberto F. de Ocampo Renato O. Marzan Roberto F. de Ocampo. Director since 2003. Immediate past President of the Asian Institute of Management (AIM); A member of the AIM Board of Trustees; Chairman of the Board of Advisors of the RFO Center for Public Finance and Regional Economic Cooperation; Former Secretary of Finance of the Republic of the Philippines; Former Chairman and Chief Executive Officer of the Development Bank of the Philippines; Recipient of Finance Minister of the Year, Philippine Legion of Honor, ADFIAP Man of the Year, Chevalier of the Legion Honor of France, Ten Outstanding Young Men Award (TOYM), Several Who’s Who awards and the 2006 Asian HRD Award for Outstanding Contribution to Society. Member/ Advisory Board member of The Conference Board, the Trilateral Commission, the BOAO Forum for Asia and the Emerging Markets Forum. Jesus P. Tambunting Renato O. Marzan. Corporate Secretary since 1993 and a former Director of Globe; Managing Director of Ayala Corportion; Director and Corporate Secretary of Honda Cars Makati, Inc., Isuzu Automotive Dealership, Inc. and Michigan Holdings, Inc.; Corporate Secretary of Avida Land, Corp. (formerly Laguna Properties Holdings, Inc.), Ayala Systems Technology, Inc., Azalea Technology Investment, Inc., Ayala Hotels, Inc., Laguna Technopark, Inc., Integrated Micro-electronics, Inc., Community Innovations, Inc., and Roxas Land Corporation; Assistant Corporate Secretary of Ayala Corporation, Ayala Land, Inc. and Ayala Foundation, Inc. 33 Jesus P. Tambunting. Director since 2003. Chairman and Chief Executive Officer of Planters Development Bank, Chairman of Planters DB Properties Inc., PDB Insurance Agency, SME.com.ph., PDBFMO Development Center; Association of Development Financing Institutions in Asia and the Pacific (ADFIAP); Director of Philam Asset Management, Inc. ; Former Ambassador Extraordinary and Plenipotentiary to the United Kingdom of Great Britain and Northern Ireland; Conferred Management Man of the Year 2003 by the Management Association of the Philippines; “Knight of the Equestrian Order of the Holy Sepulchre of Jerusalem” by the Vatican in 2004 and the Lifetime achievement Award in 2005 by the Asian Bankers Association. Senior Executive Group Gerardo C. Delfin C. PRESIDENT & CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER GONZALEZ, Jr. ABLAZA, Jr. Gil B. Rodolfo A. CHIEF EXECUTIVE OFFICER - INNOVE CORPORATE AFFAIRS & REGULATORY MATTERS HEAD GENIO SALALIMA Rodell A. GARCIA CHIEF INFORMATION OFFICER 34 Ferdinand M. DE LA CRUZ CONSUMER BUSINESS HEAD Rebecca V. Susan STRATEGY MANAGEMENT HEAD HUMAN RESOURCES HEAD ECLIPSE Consultants RIVERA-MANALO Andrew Robert L. CHIEF OPERATING ADVISOR CHIEF TECHNICAL ADVISOR BUAY 35 WIGGINS Audit Committee Report Report of the Audit Committee to the Board of Directors For the Year Ended 31 December 2006 The Audit Committee’s roles and responsibilities are defined in the Audit Committee Charter approved by the Board of Directors. It assists the Board of Directors in fulfilling its oversight responsibility to the shareholders relating to the a) financial statements and financial reporting process; b) system of internal controls; c) risk management; d) performance of internal and independent auditors; and e) compliance with legal and regulatory matters. In compliance with the Audit Committee Charter, we confirm that: • An independent director chairs the Audit Committee; • We had six meetings during the year, five of which were in-person meetings and included an executive session with the internal auditors; • We have reviewed and discussed the quarterly unaudited financial statements and the audited annual financial statements of Globe Telecom, Inc. and Subsidiaries (Globe Group), including Management’s Discussion and Analysis of Financial Condition and Results of Operations, with the management, internal auditors and SGV & Co., the independent auditor of the Globe Group. These activities were performed in the following context: » That management has the primary responsibility for the financial statements and the financial reporting process; and » That SGV & Co. is responsible for expressing an opinion on the conformity of the Globe Group’s consolidated audited financial statements with Philippine Financial Reporting Standards; • We have discussed and approved the overall scope and the respective audit plans of the internal auditors and SGV & Co. We have also discussed the results of their audits and their assessment of the Globe Group’s internal controls and the overall quality of the financial reporting process; • We have reviewed and approved all audit, audit-related and permitted non-audit services provided by SGV & Co. to the Globe Group and the related fees for such services and concluded that the non-audit fees are not significant to impair their independence; • We have reviewed the reports of the internal auditors and regulatory agencies, where applicable, ensuring that management is taking appropriate corrective actions in a timely manner, including addressing internal control and compliance issues; and • We have reviewed and discussed the adequacy of the Globe Group’s enterprise-wide risk management process, including the nature of significant risk exposures, the related risk mitigation efforts and initiatives. This activity was reviewed in the context that management is primarily responsible for the risk management process. Based on the reviews and discussions undertaken, and subject to the limitations on our roles and responsibilities referred to above, the Audit Committee recommends to the Board of Directors that the audited financial statements be included in the Annual Report for the year ended December 31, 2006 for filing with the Securities and Exchange Commission. We are also recommending to the Board of Directors the re-appointment of SGV & Co. as the Globe Group’s independent auditor for 2007 based on the review of their performance and qualifications. 5 February 2007 Ambassador JESUS P. TAMBUNTING DELFIN L. LAZARO Audit Committee Chairman Audit Committee Member 36 LIM CHUAN POH Audit Committee Member Statement of Management’s Responsibility The management of GLOBE TELECOM, INC. is responsible for all information and representations contained in the consolidated balance sheets as at December 31, 2006 and 2005, and the consolidated statements of income, consolidated statements of changes in equity and consolidated statements of cash flows for each of the three years in the period ended December 31, 2006, and the summary of significant accounting policies and other explanatory notes. The consolidated financial statements have been prepared in accordance with Philippine Financial Reporting Standards and reflect amounts that are based on the best estimates and informed 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 auditor: (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 consolidated 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 Board of Directors and stockholders, has audited the consolidated financial statements of the Company and its Subsidiaries in accordance with Philippine Standards on Auditing and has expressed their opinion on the fairness of presentation upon completion of such audit, in their report to the Stockholders and Board of Directors. JAIME AUGUSTO ZOBEL DE AYALA II GERARDO C. ABLAZA, JR. DELFIN C. GONZALEZ, JR. Chairman, Board of Directors President and Chief Executive Officer Chief Financial Officer 37 Report of Independent Auditors The Stockholders and the Board of Directors Globe Telecom, Inc. 5th Floor, Globe Telecom Plaza, Pioneer Highlands Pioneer corner Madison Streets Mandaluyong City We have audited the accompanying consolidated financial statements of Globe Telecom, Inc. and Subsidiaries, which comprise the consolidated balance sheets as at December 31, 2006, 2005 and 2004, and the consolidated statements of income, consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and a summary of significant accounting policies and other explanatory notes. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Philippine Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditors’ Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Philippine Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Globe Telecom, Inc. and Subsidiaries as of December 31, 2006, 2005 and 2004, and their financial performance and their cash flows for the years then ended in accordance with Philippine Financial Reporting Standards. SYCIP GORRES VELAYO & CO. Luis Y. Benitez Partner CPA Certificate No. 19698 SEC Accreditation No. 0067-AR-1 Tax Identification No. 105-339-766 PTR No. 0266529, January 2, 2007, Makati City February 5, 2007 38 CONSOLIDATED BALANCE SHEETS 2006 ASSETS Current Assets Cash and cash equivalents (Notes 27 and 29) Short-term investments (Note 27) Available-for-sale investments (Note 27) Held-to-maturity investments (Note 27) Receivables - net (Notes 4 and 27) Inventories and supplies (Note 5) Derivative assets (Note 27) Prepayments and other current assets (Note 6) Total Current Assets Noncurrent Assets Property and equipment - net (Note 7) Investment property - net (Note 8) Intangible assets - net (Note 9) Investments in an associate and a joint venture (Note 10) Deferred income tax - net (Note 23) Derivative assets (Note 27) Other noncurrent assets - net (Note 11) Total Noncurrent Assets LIABILITIES AND EQUITY Current Liabilities Accounts payable and accrued expenses (Notes 12 and 27) Provisions (Note 13) Derivative liabilities (Note 27) Income taxes payable (Note 23) Unearned revenues Current portion of: Long-term debt (Notes 14 and 27) Other long-term liabilities (Notes 15 and 27) Total Current Liabilities Noncurrent Liabilities Deferred income tax - net (Note 23) Long-term debt - net of current portion (Notes 14 and 27) Derivative liabilities (Note 27) Other long-term liabilities - net of current portion (Notes 15 and 27) Total Noncurrent Liabilities Total Liabilities Equity Paid-up capital (Note 17) Cost of share-based payments (Notes 16 and 18) Cumulative translation adjustment (Note 27) Retained earnings Treasury stock - common (Note 17) Total Equity See accompanying Notes to Consolidated Financial Statements. December 31 2005 (In Thousand Pesos) 2004 P = 7,505,715 6,155,349 293,614 857,563 5,527,905 993,495 1,626,667 1,254,682 24,214,990 P = 10,910,961 – 1,220,318 33,441 6,764,130 1,372,459 1,477,257 1,115,469 22,894,035 P = 13,581,842 720,831 – – 5,457,913 1,136,885 – 1,083,408 21,980,879 96,073,413 314,503 1,129,624 37,332 801,863 – 2,008,108 100,364,843 P = 124,579,833 98,554,670 259,538 1,100,727 43,263 1,163,943 71,634 1,014,580 102,208,355 P = 125,102,390 101,643,592 261,516 944,265 91,925 2,413,253 – 2,368,498 107,723,049 P = 129,703,928 P = 16,485,265 P = 13,972,222 P = 13,772,028 248,310 558,087 831,381 1,270,075 231,455 308,688 291,348 1,301,684 282,309 – 47,655 1,732,747 6,271,601 93,422 25,758,141 7,858,150 269,737 24,233,284 9,018,650 292,589 25,145,978 5,539,999 32,935,256 528,036 2,870,250 41,873,541 67,631,682 4,432,867 41,835,238 423,058 2,559,133 49,250,296 73,483,580 3,474,732 43,199,301 – 3,377,015 50,051,048 75,197,026 33,484,361 340,743 (193,790) 23,316,837 – 56,948,151 P = 124,579,833 33,315,408 312,644 (235,892) 18,226,650 – 51,618,810 P = 125,102,390 39,435,577 193,096 – 23,070,999 (8,192,770) 54,506,902 P = 129,703,928 CONSOLIDATED STATEMENTS OF INCOME Years Ended December 31 2006 2005 2004 (In Thousand Pesos, Except Per Share Figures) REVENUE Service revenues (Note 16) Nonservice revenues Interest income (Note 19) Others - net (Notes 8,16 and 24) P = 57,033,619 2,915,389 715,337 445,183 61,109,528 P = 54,896,813 3,850,788 519,648 577,476 59,844,725 P = 52,741,358 2,867,622 454,038 407,290 56,470,308 18,080,931 17,137,553 4,618,735 3,272,362 534,948 19,142,262 15,733,959 6,024,711 3,140,593 1,608,856 15,403,963 14,705,825 6,675,198 6,326,879 635,447 5,834 43,650,363 13,334 45,663,715 62 43,747,374 17,459,165 14,181,010 12,722,934 4,251,899 1,452,593 5,704,492 1,747,249 2,119,253 3,866,502 379,928 946,764 1,326,692 P = 11,754,673 P = 10,314,508 P = 11,396,242 Earnings Per Share (Note 26) Basic P = 88.56 P = 76.74 P = 80.92 Diluted P = 88.32 P = 76.60 P = 80.78 Cash dividends declared per common stock (Note 17) P = 50.00 P = 40.00 P = 36.00 COSTS AND EXPENSES General, selling and administrative expenses (Note 20) Depreciation and amortization (Notes 7, 8 and 9) Cost of sales Financing costs - net (Note 21) Impairment losses and others (Note 22) Equity in net losses of an associate and a joint venture (Note 10) INCOME BEFORE INCOME TAX PROVISION FOR INCOME TAX (Note 23) Current Deferred NET INCOME See accompanying Notes to Consolidated Financial Statements. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY Capital Stock At January 1, 2006 P = 7,333,741 Changes in fair value of cash flow hedges (Note 27) – Transferred to income and expense for the year for cash flow hedges – Tax effect of items taken directly to or transferred from equity – Changes in fair value of available-for-sale investments – Net income recognized directly in equity – Net income for the year – Total income for the year – Dividends on (Note 17): Common stock – Preferred stock – Cost of share-based payments (Notes 16 and 18) – Collection of subscriptions receivable - net of refunds 6,946 Exercise of stock options (Note 17) 8,967 At December 31, 2006 P = 7,349,654 (Forward) Cost of Treasury Cumulative ShareAdditional Retained Stock- Translation Based Paid-in Earnings Common Adjustment Capital Payments For the Year Ended December 31, 2006 (In Thousand Pesos) P = 25,981,667 P = 312,644 P =– (P = 235,892) P = 18,226,650 Total P = 51,618,810 – – – (254,589) – (254,589) – – – 277,736 – 277,736 – – – 7,716 – 7,716 – – – 11,239 – 11,239 – – – – – – – – – 42,102 – 42,102 – 11,754,673 11,754,673 42,102 11,754,673 11,796,775 – – – – – – – – – 161,628 – – – 161,628 – – – – – 6,946 – – (P = 193,790) P = 23,316,837 28,478 P = 56,948,151 153,040 P = 26,134,707 (133,529) P = 340,743 – P =– (6,599,817) (64,669) (6,599,817) (64,669) Capital Stock Cost of Cumulative Treasury ShareAdditional Retained Stock- Translation Based Paid-in Earnings Common Adjustment Capital Payments For the Years Ended December 31, 2005 and 2004 (In Thousand Pesos) At December 31, 2004 P = 8,323,023 P = 31,112,554 Cumulative effect of change in accounting policy for financial instruments as of January 1, 2005 – – At January 1, 2005 8,323,023 31,112,554 Changes in fair value of cash flow hedges (Note 27) – – Transferred to income and expense for the year for cash flow hedges – – Tax effect of items taken directly to or transferred from equity – – Changes in fair value of available-for-sale investments – – Net loss recognized directly in equity – – Net income for the year – – Total income (expense) for the year – – Acquisition of treasury stock for the year (Note 17) – – Retirement of treasury shares (Note 17) (1,003,283) (5,179,349) Dividends on (Note 17): Common stock – – Preferred stock – – Cost of share-based payments (Notes 16 and 18) – – Collection of subscriptions receivable - net of refunds 10,968 – Exercise of stock options (Note 17) 3,033 48,462 At December 31, 2005 P = 7,333,741 P = 25,981,667 At January 1, 2004 P = 8,307,828 Net income for the year – Dividends on (Note 17): Common stock – Preferred stock – Cost of share-based payments (Notes 16 and 18) – Collections of subscriptions receivable - net of refunds 15,195 Exercise of stock options (Note 17) – At December 31, 2004 P = 8,323,023 P = 193,096 (P = 8,192,770) – 193,096 – (8,192,770) P =– P = 23,070,999 Total P = 54,506,902 (151,008) (151,008) 31,290 23,102,289 (119,718) 54,387,184 – – (429,336) – (429,336) – – 237,619 – 237,619 – – 114,167 – 114,167 – – (7,334) – (7,334) – – – – (84,884) – – 10,314,508 (84,884) 10,314,508 – – (84,884) 10,314,508 10,229,624 – (7,675,658) – – 15,868,428 – (9,685,796) – – – – – – (5,436,017) (68,334) 161,731 – – – 161,731 – – – – 10,968 – – (P = 235,892) P = 18,226,650 9,312 P = 51,618,810 (42,183) P = 312,644 – P =– (5,436,017) (68,334) – – – – – – – – – 134,769 – – – 134,769 – – – – – 15,195 – P =– – P = 23,070,999 1,596 P = 54,506,902 See accompanying Notes to Consolidated Financial Statements. P = 16,786,424 11,396,242 – P = 59,091 – (764) – P = 193,096 (P = 8,192,770) P =– – (7,675,658) P = 31,110,194 – 2,360 P = 31,112,554 (P = 8,192,770) – – (5,036,539) (75,128) P = 48,070,767 11,396,242 (5,036,539) (75,128) CONSOLIDATED STATEMENTS OF CASH FLOWS Years Ended December 31 2006 2005 (In Thousand Pesos) CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation and amortization (Notes 7, 8 and 9) Interest expense - net of amortization of bond premium (Note 21) Loss on derivative instruments - net (Note 21) Cost of share-based payments (Notes 16 and 18) Impairment losses on property and equipment (Note 22) Provisions for (reversals of) other probable losses (Note 22) Equity in net losses of an associate and a joint venture (Note 10) Loss (gain) on disposal of property and equipment Interest income (Note 19) Dividend income Operating income before working capital changes Changes in operating assets and liabilities: Decrease (increase) in: Receivables Inventories and supplies Prepayments and other current assets Increase (decrease) in: Accounts payable and accrued expenses Unearned revenues Other long-term liabilities Cash generated from operations Interest paid Income taxes paid Net cash flows provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Additions to: Property and equipment (Note 7) Intangible assets (Note 9) Capitalized borrowing costs (Note 7) Proceeds from sale of property and equipment Decrease (increase) in: Short-term investments Available-for-sale investments Held-to-maturity investments Other noncurrent assets Interest received Dividends received Net cash flows used in investing activities (Forward) 2004 P = 17,459,165 P = 14,181,010 P = 12,722,934 17,137,553 15,733,959 14,705,825 4,213,976 324,082 161,628 88,673 84,833 4,657,748 264,435 161,731 925,772 (12,694) 4,368,716 – 134,769 11,726 (500,889) 5,834 (22,597) (715,337) – 38,737,810 13,334 (28,398) (519,648) (105) 35,377,144 62 17,777 (454,038) (350) 31,006,532 2,165,694 378,964 (299,287) (1,792,779) (233,421) 128,480 6,628,685 (555,305) 153,935 (342,264) (31,609) (192,634) 40,416,674 (4,140,041) (3,711,866) 32,564,767 2,078,805 (431,063) (25,373) 35,101,793 (4,646,042) (1,503,556) 28,952,195 (4,609,553) (644,159) 56,675 32,036,810 (4,727,341) (304,514) 27,004,955 (12,265,742) (320,206) (48,080) 68,520 (15,325,931) (595,621) (139,663) 183,434 (19,529,468) (620,600) (211,135) 27,370 (6,155,349) 937,942 (824,122) (993,432) 692,636 – (18,907,833) – (512,113) (33,441) (12,524) 492,828 105 (15,942,926) 1,941,537 – – 173,924 461,051 350 (17,756,971) 2006 CASH FLOWS FROM FINANCING ACTIVITIES Repayments of borrowings: Long-term (Note 14) Short-term Proceeds from borrowings: Long-term (Note 14) Short-term Payments of dividends to stockholders (Note 17): Common Preferred Collection of subscriptions receivable and exercise of stock options - net of related expenses (Note 17) Purchase of treasury stock - common (Note 17) Net cash flows used in financing activities (P = 10,429,453) – (P = 12,505,808) (21,000) 2004 (P = 18,814,228) (60,000) 9,992,181 21,000 15,194,743 60,000 (6,599,817) (68,334) (5,436,017) (75,128) (5,036,539) (67,957) 35,424 – (17,062,180) 20,280 (7,675,658) (15,680,150) 16,791 – (8,707,190) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (3,405,246) (2,670,881) 540,794 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR (Notes 27 and 29) 10,910,961 13,581,842 13,041,048 CASH AND CASH EQUIVALENTS AT END OF YEAR (Notes 27 and 29) P = 7,505,715 P = 10,910,961 P = 13,581,842 See accompanying Notes to Consolidated Financial Statements. – – Years Ended December 31 2005 (In Thousand Pesos) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Corporate Information Globe Telecom, Inc. (hereafter referred to as “Globe Telecom”) is a stock corporation organized under the laws of the Philippines, and enfranchised under Republic Act (RA) No. 7229 and its related laws to render any and all types of domestic and international telecommunications services. Globe Telecom is one of the leading providers of digital wireless communications services in the Philippines under the Globe brand using a fully digital network. 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 has been included in the PSE composite index since September 17, 2001. Globe Telecom owns 100% of Innove Communications, Inc. (“Innove”). Innove is a stock corporation organized under the laws of the Philippines and enfranchised under RA No. 7372 and its related laws to render any and all types of domestic and international telecommunications services. Innove is one of the providers of digital wireless communication services in the Philippines. Innove currently offers cellular service under the Touch Mobile (TM) prepaid cellular brand. The TM brand is supported in the integrated cellular networks of Globe Telecom and Innove. Innove also offers a broad range of wireline voice communication services, as well as domestic and international long distance communication services or carrier services. On June 17, 2005, Innove was granted a Provisional Authority (PA) from the National Telecommunications Commission (NTC) for a nationwide local exchange carrier (LEC) service, allowing Innove to expand the reach of its network. A motion for a Certificate of Public Convenience Necessity (CPCN) and/or extension of the PA was filed in November 2006. Innove’s principal executive office is located at 18th Floor, Innove IT Plaza, Samar Loop corner Panay Road, Cebu Business Park, Cebu City, Philippines. Globe Telecom owns 100% of G-Xchange, Inc. (GXI), a corporation formed with the primary purpose of developing, designing, administering, managing and operating software applications and systems, including systems designed for the operations of bills, payment and money remittance, payment and delivery facilities through various telecommunications systems operated by telecommunications carriers in the Philippines and throughout the world and to supply software and hardware facilities for such purposes. GXI is registered with the Bangko Sentral ng Pilipinas (BSP) as a remittance agent. GXI handles the mobile payment and remittance service using Globe Telecom’s network as transport channel under the GCash brand. The service, which is integrated into the cellular services of Globe Telecom and Innove, enables easy and convenient person-to-person fund transfers via short messaging services (SMS) and allows Globe Telecom and Innove subscribers to easily and conveniently put cash into and get cash out of the GCash system. GXI started commercial operations on October 16, 2004. GXI’s principal executive office is located at 6th Floor, Globe Telecom Plaza, Pioneer Highlands, Pioneer corner Madison Streets, Mandaluyong City, Metropolitan Manila, Philippines. On February 5, 2007, the Board of Directors (BOD) approved and authorized the release of the audited consolidated financial statements of Globe Telecom, Inc. and Subsidiaries as of and for the years ended December 31, 2006, 2005 and 2004. 2. Accounting Policies 2.1 Basis of Financial Statement Preparation The accompanying consolidated financial statements of Globe Telecom and its wholly-owned subsidiaries, Innove and GXI, collectively referred to as the “Globe Group”, have been prepared under the historical cost convention method, except for derivative financial instruments and available-for-sale (AFS) financial assets that are measured at fair value. The carrying values of recognized assets and liabilities that are hedged are adjusted to record changes in the fair values attributable to the risks that are being hedged. The consolidated financial statements of the Globe Group are presented in Philippine Peso (PHP), the Globe Group’s functional currency, and rounded to the nearest thousands except when otherwise indicated. 2.2 Statement of Compliance The consolidated financial statements of the Globe Group have been prepared in compliance with Philippine Financial Reporting Standards (PFRS). 2.3 Basis of Consolidation The accompanying consolidated financial statements include the accounts of Globe Telecom and its subsidiaries as of and for the years ended December 31, 2006, 2005 and 2004. The subsidiaries, which are both incorporated in the Philippines, are as follows: Name of Subsidiary Principal Activity Innove Wireless and wireline voice and data communication services Percentage of Ownership 100% GXI Software development for telecommunications applications 100% Subsidiaries are consolidated from the date on which control is transferred to the Globe Group and cease to be consolidated from the date on which control is transferred out of the Globe Group. The financial statements of the subsidiaries are prepared for the same reporting year as Globe Telecom using uniform accounting policies for like transactions and other events in similar circumstances. All significant intercompany balances and transactions, including intercompany profits and losses, were eliminated during consolidation in accordance with the accounting policy on consolidation. 2.4 Changes in Accounting Policies The accounting policies adopted are consistent with those of the previous financial years except as follows: The Globe Group has adopted the following new and amended PFRS and Philippine Interpretations from International Financial Reporting Interpretation Committee (IFRIC) during the year. Adoption of these revised standards and interpretations did not have any effect on the Globe Group except for additional disclosures included in the consolidated financial statements. • Amendments to Philippine Accounting Standards (PAS) 19, Employee Benefits - Actuarial Gains and Losses, Group Plans and Disclosures, introduce an additional option for recognition of actuarial gains and losses in post-employment defined benefit plans. The amendment permits an entity to recognize actuarial gains and losses in the period in which they occur outside profit or loss. The amendment also requires additional disclosures on the financial statements to provide information about trends in the assets and liabilities in the defined benefit plans and the assumptions underlying the components of the defined benefit cost. The adoption of amendments to PAS 19 does not have an effect on the Globe Group’s result of operations and financial position. The Globe Group elected to continue to recognize a portion of actuarial gains and losses in profit and loss if the cumulative unrecognized actuarial gains and losses at the end of the previous reporting period exceeded the greater of 10% of the present value of defined obligation or 10% of the fair value of plan assets. Additional disclosures required by the amendments were included in the consolidated financial statements, where applicable (see Note 18). • Amendments to PAS 21, The Effects of Changes in Foreign Exchange Rates, state that all exchange differences arising from a nonmonetary item that forms part of the company’s net investment in foreign operations are recognized in a separate component of equity in the financial statements regardless of the currency in which the monetary item is denominated. The Globe Group does not have a net investment in foreign operations. These amendments have no impact on the consolidated financial statements. • Amendments to PAS 39, Financial Instruments: Recognition and Measurement, (a) Amendment for financial guarantee contracts (issued August 2005), amended the scope of PAS 39 to require financial guarantee contracts that are not considered as insurance contracts to be recognized initially at fair value and to be remeasured at the higher of the amount determined in accordance with PAS 37, Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognized less, when appropriate, cumulative amortization recognized in accordance with PAS 18, Revenue; (b) Amendment for hedges of forecast intragroup transactions (issued April 2005), allow the foreign currency risk of a highly probable forecast intragroup transaction to qualify as a hedged item in a cash flow hedge provided that the transaction is denominated in a currency other than the functional currency of the entity entering into transaction and that the foreign currency risk will affect the statements of income; and (c) Amendment for the fair value option (issued June 2005), prescribes the conditions under which the fair value option on classification of financial instruments at fair value through profit or loss (FVPL) maybe used. Adoption of these amendments did not have a significant impact on the consolidated financial statements. • Philippine Interpretation IFRIC 4, Determining Whether an Arrangement Contains a Lease, provides for guidance in determining whether arrangements contain a lease to which lease accounting must be applied. Adoption of this Interpretation did not have a significant impact on the consolidated financial statements. 2.5 Future Changes in Accounting Policies PFRS 7, Financial Instruments: Disclosures PFRS 7 introduces new disclosures to improve the information about financial instruments. It requires the disclosure of qualitative and quantitative information about exposure to risks arising from financial instruments, including specified minimum disclosures about credit risk, liquidity risk and market risk, as well as sensitivity analysis to market risk. It replaces PAS 30, Disclosures in the Financial Statements of Banks and Similar Financial Institutions, and the disclosure requirements in PAS 32, Financial Instruments: Disclosure and Presentation. It is applicable to all entities that report under PFRS. The Globe Group will adopt PFRS 7 beginning January 1, 2007. Amendments to PAS 1, Presentation of Financial Statements The amendments to PAS 1 introduce disclosures about the level of an entity’s capital and how it manages capital. The Globe Group will apply the amendments to PAS 1 starting January 1, 2007. The Globe Group is currently assessing the impact of PFRS 7 and the amendments to PAS 1 and expects that the main additional disclosures will be the sensitivity analysis to market risk and the capital disclosures required by PFRS 7 and the amendments to PAS 1. Philippine Interpretation IFRIC 8, Scope of PFRS 2 This Interpretation becomes effective for financial years beginning on or after May 1, 2006. This Interpretation requires PFRS 2 to be applied to any arrangements where equity instruments are issued for consideration which appears to be less than fair value. The Globe Group will adopt Philippine Interpretation IFRIC 8 starting January 1, 2007. As equity instruments are only issued to employees in accordance with the employee share scheme, the Globe Group does not expect the Interpretation to have significant impact on its consolidated financial statements. Philippine Interpretation IFRIC 9, Reassessment of Embedded Derivatives This Interpretation was issued in March 2006 and becomes effective for financial years beginning on or after June 1, 2006. This Interpretation establishes that the date to assess the existence of an embedded derivative is the date an entity first becomes a party to the contract, with reassessment only if there is a change to the contract that significantly modifies the cash flows. The Globe Group will adopt Philippine Interpretation IFRIC 9 starting January 1, 2007. The Globe Group expects that the adoption of this Interpretation will have no impact on the consolidated financial statements. Philippine Interpretation IFRIC 10, Interim Financial Reporting and Impairment This Interpretation, which becomes effective for financial years beginning on or after November 1, 2006, provides that the frequency of financial reporting does affect the amount of impairment charge to be recognized in the annual financial reporting with respect to goodwill and AFS investments. It prohibits the reversal of impairment losses on goodwill and AFS equity investments recognized in the interim financial reports even if impairment is no longer present at the annual balance sheet date. The Globe Group will adopt Philippine Interpretation IFRIC 10 starting January 1, 2007. This Interpretation is not expected to have a significant impact on the consolidated financial statements of the Globe Group. Philippine Interpretation IFRIC 11, IFRS 2 - Group and Treasury Share Transactions This Interpretation will be effective January 1, 2008 for the Globe Group. This Interpretation requires arrangements whereby an employee is granted rights to an entity’s equity instruments to be accounted for as an equity-settled scheme by the entity even if (a) the entity chooses or is required to buy those equity instruments (e.g. treasury shares) from another party, or (b) the shareholder(s) of the entity provide the equity instruments needed. It also provides guidance on how subsidiaries, in their separate financial statements, account for such schemes when their employees receive rights to the equity instruments of the parent. The Globe Group does not expect this Interpretation to have a significant impact on its consolidated financial statements. Philippine Interpretation IFRIC 12, Service Concession Arrangement This Interpretation will become effective January 1, 2008. This Interpretation covers contractual arrangements arising from public-to-private service concession arrangements if control of the assets remain in public hands but the private sector operator is responsible for construction activities as well as for operating and maintaining the public sector infrastructure. This Interpretation will have no impact on the consolidated financial statements of the Globe Group as this is not relevant to the Globe Group’s current operations. PFRS 8, Operating Segments The Globe Group will adopt PFRS 8, Operating Segments, effective January 1, 2009. PFRS 8 will replace PAS 14, Segment Reporting, and adopts a management approach to reporting segment information. The information reported would be that which management uses internally for evaluating the performance of operating segments and allocating resources to those segments. Such information may be different from that reported in the balance sheet and statement of income and companies will need to provide explanations and reconciliations of the differences. The Globe Group will assess the impact of this standard to its current manner of reporting segment information. 2.6 Significant Accounting Policies 2.6.1 Revenue Recognition The Globe Group provides wireless services and wireline voice and data communication services which are both provided under postpaid and prepaid arrangements. Revenue is recognized when the delivery of the products or services has occurred and 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), the amount charged against preloaded airtime value (for prepaid subscribers), switchmonitored traffic (for carriers and content providers) and excludes value added tax (VAT) and overseas communication tax. Inbound traffic revenues, net of estimated prompt payment discount, and outbound traffic charges, are accrued based on actual volume of traffic monitored by Globe Group’s network and in the traffic settlement system. 2.6.1.1 Service Revenue 2.6.1.1.1 Subscribers Revenues from subscribers principally consist of: (1) fixed monthly service fees (for postpaid wireless and wireline voice and data subscribers and wireless prepaid subscription fees for discounted promotional short messaging services (SMS); (2) usage of airtime and toll fees for local, domestic and international long distance calls in excess of consumable fixed monthly service fees, less (a) bonus airtime credits, airtime on free Subscribers’ Identification module (SIM) for SIM swap transactions and loyalty discounts, (b) prepaid reload discounts, and (c) interconnection fees; (3) revenues from value added services (VAS) such as SMS in excess of consumable fixed monthly service fees (for postpaid) and free SMS allocations (for prepaid) and multimedia messaging services (MMS), content downloading and infotext services, net of interconnection fees and payout to content providers; (4) inbound revenues from other carriers which terminate their calls to the Globe Group’s network less estimated prompt payment discount; (5) revenues from international roaming services; (6) usage of broadband and internet services in excess of fixed monthly service fees; and (7) one-time registration fees (for postpaid wireless subscribers) and onetime service connection fees (for wireline voice and data subscribers). Postpaid service arrangements include fixed monthly service fees, which are recognized over the subscription period on a pro-rata basis. Telecommunications services provided to postpaid subscribers are billed throughout the month according to the bill cycles of subscribers. As a result of bill cycle cut-off, monthly service revenues earned but not yet billed at end of the month are estimated and accrued. These estimates are based on actual usage less estimated consumable usage using historical ratio of consumable usage over billable usage. Proceeds from over-the-air reloading services and the sale of prepaid cards are deferred and shown as “Unearned revenues” in the consolidated balance sheets. Revenue is recognized upon actual usage of airtime value net of discounts on promotional calls and SMS and bonus reload. Unused airtime value is recognized as revenue upon expiration. 2.6.1.1.2 Traffic Inbound revenues refer to traffic originating from other telecommunications providers terminating to the Globe Group’s network, while outbound charges represent traffic sent out or mobile content delivered using agreed termination rates and/or revenue sharing with other foreign and local carriers and content providers. Adjustments are made to the accrued amount for discrepancies between the traffic volume per Globe Group’s records and per records of the other carriers and content providers as these are determined and/or mutually agreed upon by the parties. Uncollected inbound revenues are shown as traffic settlements receivable under the “Receivables” account, while unpaid outbound charges are shown as accounts payable and traffic settlements payable under the “Accounts payable and accrued expenses” account in the consolidated balance sheets unless a legal right of offset exists. Prompt payment discount is recognized based on the Globe Group’s estimate of the probability and amount of availment. Based on the established historical pattern of discount availments of the carriers, the Globe Group recorded inbound revenues net of the estimated prompt payment discount as of December 31, 2006. 2.6.1.2 Nonservice revenue Proceeds from sale of handsets, phonekits, wireline telephone sets, SIM packs, and other phone accessories are recognized upon delivery of the item to customers. The related costs of handsets, phonekits, wireline telephone sets, SIM packs and accessories sold to customers are presented as “Cost of sales” in the consolidated statements of income. 2.6.1.3 Others Interest income is recognized as it accrues using the effective interest rate method. Lease income from operating lease is recognized on a straight-line basis over the lease term. Dividend income is recognized when the Globe Group’s right to receive payment is established. 2.6.2 Subscriber Acquisition and Retention Costs The related costs incurred in connection with the acquisition of subscribers are charged against current operations. Subscriber acquisition costs primarily include commissions, handset and phonekit subsidies and selling expenses. Handset and phonekit subsidies represent the difference between the book value of handsets, accessories and SIM cards (included in the “Cost of sales” account), and the price offered to the subscribers (included in the “Nonservice revenues” account). Retention costs for existing postpaid subscribers are in the form of free handsets and bill credits. Free handsets are charged against current operations and included under the “General, selling and administrative expenses” account in the consolidated statements of income. Bill credits are deducted from service revenues upon application against qualifying subscriber bills. 2.6.3 Cash and Cash 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 date of placement and that are subject to an insignificant risk of changes in value. 2.6.4 Financial Instruments 2.6.4.1 Accounting Policies Effective January 1, 2005 2.6.4.1.1 General Financial instruments are recognized in the Globe Group’s consolidated balance sheets when the Globe Group becomes a party to the contractual provisions of the instrument. Purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace are recognized on the settlement date. Financial instruments are recognized initially at fair value of the consideration given (in the case of an asset) or received (in the case of a liability). Except for financial instruments at FVPL, the initial measurement of financial assets includes transaction costs. The Globe Group classifies its financial assets into the following categories: financial assets at FVPL, held-to-maturity (HTM) investments, AFS investments, and loans and receivables. The Globe Group classifies its financial liabilities into financial liabilities at FVPL and other financial liabilities. The classification depends on the purpose for which the investments were acquired and whether they are quoted in an active market. Management determines the classification of its investments at initial recognition and, where allowed and appropriate, re-evaluates such designation at every reporting date. The fair value for financial instruments traded in active markets at the balance sheet date is based on their quoted market price or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs. When current bid and asking prices are not available, the price of the most recent transaction provides evidence of the current fair value as long as there has not been a significant change in economic circumstances since the time of the transaction. For all other financial instruments not listed in an active market, the fair value is determined by using appropriate valuation techniques. Valuation techniques include net present value techniques, comparison to similar instruments for which market observable prices exist, option pricing models, and other relevant valuation models. Any difference noted between the fair value and the transaction price is treated as expense or income, unless it qualifies for recognition as some type of asset or liability. Where the transaction price in a non-active market is different from the fair value of other observable current market transactions in the same instrument or based on a valuation technique whose variables include only data from observable market, the Globe Group recognizes the difference between the transaction price and fair value (a “Day 1” profit) in the consolidated statements of income. In cases where not observable data is used, the difference between the transaction price and model value is only recognized in the consolidated statements of income when the inputs become observable or when the instrument is derecognized. For each transaction, the Globe Group determines the appropriate method of recognizing the “Day 1” profit amount. 2.6.4.1.2 Financial Assets or Financial Liabilities at FVPL This category consists of financial assets or financial liabilities that are held for trading or designated by management as at FVPL on initial recognition. Derivative instruments, except those covered by hedge accounting relationships, are classified under this category. Financial assets or financial liabilities at FVPL are recorded in the consolidated balance sheets at fair value, with changes in fair value being recorded in the consolidated statements of income. Interest earned or incurred is recorded in interest income or expense, respectively, while dividend income is recorded when the right of payment has been established. Financial assets or financial liabilities are classified in this category as designated by management on initial recognition when any of the following criteria are met: • the designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from measuring the assets or liabilities or recognizing gains or losses on a different basis; or • the assets and liabilities are part of a group of financial assets, financial liabilities or both which are managed and their performance are evaluated on a fair value basis, in accordance with a documented risk management or investment strategy; or • the financial instrument contains an embedded derivative, unless the embedded derivative does not significantly modify the cash flows or it is clear, with little or no analysis, that it would not be separately recorded. As of December 31, 2006, the Globe Group has not designated any financial asset or financial liability at FVPL. 2.6.4.1.3 HTM investments HTM investments are non-derivative financial assets with fixed or determinable payments and fixed maturities for which the Globe Group’s management has the positive intention and ability to hold to maturity. Where the Globe Group sells other than an insignificant amount of HTM investments, the entire category would be tainted and reclassified as AFS investments. After initial measurement, HTM investments are subsequently measured at amortized cost using the effective interest rate method, less any impairment losses. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees that are an integral part of the effective interest rate. The amortization is included in “Interest income” in the consolidated statements of income. Gains and losses are recognized in income when the HTM investments are derecognized and impaired, as well as through the amortization process. The effects of restatement of foreign currencydenominated HTM investments are recognized in the consolidated statements of income. 2.6.4.1.4 Loans and receivables Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market. They are not entered into with the intention of immediate or short-term resale and are not classified as financial assets held for trading, designated as AFS investments or designated at FVPL. This accounting policy relates both to the balance sheet caption “Receivables”, which arise primarily from subscriber and traffic revenues and other types of receivables, and “Short-term investments”, which arise primarily from unquoted debt securities. Receivables are recognized initially at fair value, which normally pertains to the billable amount. After initial measurement, receivables are subsequently measured at amortized cost using the effective interest rate method, less any allowance for impairment losses. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Penalties, termination fees and surcharges on past due accounts of postpaid subscribers are recognized as revenues upon collection. The losses arising from impairment of receivables are recognized in the “Impairment losses and others” account in the consolidated statements of income. The level of allowance for impairment losses is evaluated by management on the basis of factors that affect the collectibility of accounts (see accounting policy on 2.6.4.2 Impairment of Financial Assets). Short-term investments are recognized initially at fair value, which normally pertains to the consideration paid. Similar to receivables, subsequent to initial recognition, short-term investments are measured at amortized cost using the effective interest rate method, less any allowance for impairment losses. In 2006, certain short-term investments were presented as AFS and HTM investments in the consolidated balance sheets. Accordingly, the 2005 comparative figures have been re-presented to conform to the current year’s presentation. 2.6.4.1.5 AFS investments AFS investments are those investments which are designated as such or do not qualify to be classified as designated as FVPL, HTM investments or loans and receivables. They are purchased and held indefinitely, and may be sold in response to liquidity requirements or changes in market conditions. They include equity investments, money market papers and other debt instruments. After initial measurement, AFS investments are subsequently measured at fair value. Interest earned on holding AFS investments are reported as interest income using the effective interest rate. The unrealized gains and losses arising from the fair valuation of AFS investments are excluded from reported earnings and are reported as “Cumulative translation adjustment” (net of tax where applicable) in the equity section of the consolidated balance sheets. When the investment is disposed of, the cumulative gains or losses previously recognized in equity is recognized in the consolidated statements of income. When the fair value of AFS investments cannot be measured reliably because of lack of reliable estimates of future cash flows and discount rates necessary to calculate the fair value of unquoted equity instruments, these investments are carried at cost, less any allowance for impairment losses. Dividends earned on holding AFS investments are recognized in the consolidated statements of income when the right of payment has been established. The losses arising from impairment of such investments are recognized as “Impairment losses and others” in the consolidated statements of income. 2.6.4.1.6 Other financial liabilities Issued financial instruments or their components, which are not designated at FVPL are classified as other financial liabilities where the substance of the contractual arrangement results in the Globe Group having an obligation either to deliver cash or another financial asset to the holder, or to satisfy the obligation other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of own equity shares. The components of issued financial instruments that contain both liability and equity elements are accounted for separately, with the equity component being assigned the residual amount after deducting from the instrument as a whole the amount separately determined as the fair value of the liability component on the date of issue. After initial measurement, other financial liabilities are subsequently measured at amortized cost using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Any effects of restatement of foreign currency-denominated liabilities are recognized in the consolidated statements of income. This accounting policy applies primarily to the Globe Group’s debt, accounts payable and other obligations that meet the above definition (other than liabilities covered by other accounting standards, such as income tax payable). 2.6.4.1.7 Derivative Instruments 2.6.4.1.7.1 General The Globe Group enters into short-term deliverable and nondeliverable currency forward contracts to manage its exchange exposure related to short-term foreign 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. The Globe Group enters into deliverable prepaid forward contracts that entitle the Globe Group to a discount on the contracted forward rate. Such contracts contain embedded currency derivatives that are bifurcated and marked-to-market through the consolidated statements of income, with the host debt instrument being accreted to its face value. The Globe Group enters into short-term interest rate swap contracts to manage its interest rate exposures on certain short-term floating rate peso investments. The Globe Group also enters into long-term currency and interest rate swap contracts to manage its foreign currency and interest rate exposures arising from its long-term loan. Such swap contracts are sometimes entered into in combination with options. The Globe Group also sells covered currency options as cost subsidy for outstanding currency swap contracts. 2.6.4.1.7.2 Recognition and measurement Derivative financial instruments are recognized and measured in the consolidated balance sheets at fair values. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedge of an identified risk and qualifies for hedge accounting treatment. The objective of hedge accounting is to match the impact of the hedged item and the hedging instrument in the consolidated statements of income. To qualify for hedge accounting, the hedging relationship must comply with strict requirements such as the designation of the derivative of an identified risk exposure, hedge documentation, probability of occurrence of the forecasted transaction in a cash flow hedge, assessment and measurement of hedge effectiveness, and reliability of the measurement bases of the derivative instruments. Upon inception of the hedge, the Globe Group documents the relationship between the hedging instrument and the hedged item, its risk management objective and strategy for undertaking various hedge transactions, and the details of the hedging instrument and the hedged item. The Globe Group also documents its hedge effectiveness assessment methodology, both at the hedge inception and on an ongoing basis, as to whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. Hedge effectiveness is likewise measured, with any ineffectiveness being reported immediately in the consolidated statements of income. 2.6.4.1.7.3 Types of Hedges The Globe Group designates derivatives which qualify as accounting hedges as either: (a) a hedge of the fair value of a recognized fixed rate asset, liability or unrecognized firm commitment (fair value hedge); or (b) a hedge of the cash flow variability of recognized floating rate asset and liability or forecasted transaction (cash flow hedge). Fair Value Hedges Fair value hedges are hedges of the exposure to variability in the fair value of recognized assets, liabilities or unrecognized firm commitments. The gain or loss on a derivative instrument designated and qualifying as a fair value hedge, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in the consolidated statements of income in the same accounting period. Hedge effectiveness is determined based on the hedge ratio of the fair value changes of the hedging instrument and the underlying hedged item. When the hedge ceases to be highly effective, hedge accounting is discontinued. As of December 31, 2006 and 2005, there were no derivatives designated and accounted for as fair value hedges. Cash Flow Hedges The Globe Group designates as cash flow hedges the following derivatives: (a) certain floating-to-fixed cross currency swaps as cash flow hedges of both the currency and interest rate risks of the floating rate foreign currency-denominated obligations; (b) certain principal only swaps and fixed-to-fixed cross currency swaps as cash flow hedges of the currency risk of certain fixed rate foreign currency-denominated obligations; and (c) interest rate swaps as cash flow hedge of the interest rate risk of a floating rate foreign currency-denominated obligation. A cash flow hedge is a hedge of the exposure to variability in future cash flows related to a recognized asset, liability or a forecasted transaction. Changes in the fair value of a hedging instrument that qualifies as a highly effective cash flow hedge are recognized in “Cumulative translation adjustment,” which is a component of equity. Any hedge ineffectiveness is immediately recognized in the consolidated statements of income. If the hedged cash flow results in the recognition of a nonfinancial asset or liability, gains and losses previously recognized directly in equity are transferred from equity and included in the initial measurement of the cost or carrying value of the asset or liability. Otherwise, for all other cash flow hedges, gains and losses initially recognized in equity are transferred from equity to consolidated statements of income in the same period or periods during which the hedged forecasted transaction or recognized asset or liability affect earnings. Hedge accounting is discontinued prospectively when the hedge ceases to be highly effective. When hedge accounting is discontinued, the cumulative gains or losses on the hedging instrument that has been reported in “Cumulative translation adjustment” is retained in the consolidated statements of changes in equity until the hedged transaction impacts the consolidated statements of income. When the forecasted transaction is no longer expected to occur, any net cumulative gains or losses previously reported in “Cumulative translation adjustment” is recognized immediately in the consolidated statements of income. 2.6.4.1.7.4 Other Derivative Instruments Not Accounted for as Hedges Certain freestanding derivative instruments that provide economic hedges under the Globe Group’s policies either do not qualify for hedge accounting or are not designated as accounting hedges. Changes in the fair values of derivative instruments not designated as hedges are recognized immediately in the consolidated statements of income. For bifurcated embedded derivatives in financial and nonfinancial contracts that are not designated or do not qualify as hedges, changes in the fair values of such transactions are recognized in the consolidated statements of income. 2.6.4.1.8 Offsetting Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheets if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously. This is not generally the case with master netting agreements; thus, the related assets and liabilities are presented gross in the consolidated balance sheets. 2.6.4.2 Impairment of Financial Assets The Globe Group assesses at each balance sheet date whether a financial asset or group of financial assets is impaired. 2.6.4.2.1 Assets carried at amortized cost If there is objective evidence that an impairment loss on financial assets carried at amortized cost (e.g., receivables) has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. Time value is generally not considered when the effect of discounting is not material. The carrying amount of the asset is reduced through the use of an allowance account. The amount of the loss shall be recognized in the consolidated statements of income. The Globe Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed. Any subsequent reversal of an impairment loss is recognized in the consolidated statements of income to the extent that the carrying value of the asset does not exceed its amortized cost at the reversal date. With respect to receivables, the Globe Group performs a regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide the appropriate allowance for impairment losses. The review is accomplished using a combination of specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. 2.6.4.2.1.1 Subscribers Full allowance for impairment losses is provided for receivables from permanently disconnected wireless and wireline subscribers. Permanent disconnections are made after a series of collection steps following nonpayment by postpaid subscribers. Such permanent disconnections generally occur within a predetermined period from statement date. For receivables from active subscriber accounts, prior to the third quarter of 2006, full allowance for impairment losses is generally provided for those that are past due by 90 days for individual wireless accounts and 120 days for corporate wireless accounts. Starting September 2006, the allowance for impairment losses is determined based on the results of the net flow to write-off methodology. Net flow tables are derived from account-level monitoring of subscriber accounts between different age brackets, from current to 1 day past due to 210 days past due. The net flow to write-off methodology relies on the historical data of net flow tables to establish a percentage (“net flow rate”) of subscriber receivables that are current or in any state of delinquency as of reporting date that will eventually result in write-off. The allowance for impairment losses is then computed based on the outstanding balances of the receivables as of balance sheet date and the net flow rates determined for the current and each delinquency bracket. The impact of these enhancements on the Globe Group’s recorded impairment losses on receivables is not material. For active residential and business wireline voice subscribers, full allowance is generally provided for outstanding receivables that are past due by 90 and 150 days, respectively. Full allowance is likewise provided for receivables from wireline data corporate accounts that are past due by 150 days. Regardless of the age of the account, additional impairment losses are also made for wireless and wireline accounts specifically identified to be doubtful of collection when there is information on financial incapacity after considering the other contractual obligations between the Globe Group and the subscriber. 2.6.4.2.1.2 Traffic Full allowance is generally provided after review of the status of settlement with the carriers for net receivables not settled within 10 months and 6 months for international roaming partners. Additional impairment losses are made for accounts specifically identified to be doubtful of collection regardless of the age of the account. 2.6.4.2.2 AFS financial assets carried at cost If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such unquoted equity instrument, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. The carrying amount of the asset is reduced through use of an allowance account. 2.6.4.2.3 AFS financial assets carried at fair value If an AFS asset carried at fair value is impaired, an amount comprising the difference between its cost and its current fair value, less any impairment loss previously recognized in the consolidated statements of income, is transferred from equity to the consolidated statements of income. Reversals of impairment losses in respect of equity instruments classified as AFS are not recognized in the consolidated statements of income. Reversals of impairment losses on debt instruments are reversed through the consolidated statements of income if the increase in fair value of the instrument can be objectively related to an event occurring after the impairment loss was recognized in the consolidated statements of income. 2.6.4.3 Derecognition of Financial Instruments 2.6.4.3.1 Financial Asset A financial asset (or, where applicable a part of a financial asset or part of a group of financial assets) is derecognized where: • the rights to receive cash flows from the asset have expired; • the Globe Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or • the Globe Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of ownership or (b) has neither transferred nor retained the risk and rewards of the asset but has transferred the control of the asset. Where the Globe Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Globe Group’s continuing involvement in the asset. 2.6.4.3.2 Financial Liability A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expired. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in the consolidated statements of income. 2.6.4.4 Accounting Policies Prior to January 1, 2005 Investments in government securities are carried at amortized cost. The amortization of premium or accretion of discount is computed using the straight-line method. Translation gains or losses on currency forward and swap contracts are computed by multiplying the notional amounts by the difference between the exchange spot rates prevailing at the balance sheet date and the exchange spot rates at the contract inception date (or the last reporting date). The resulting translation gains or losses on the currency forward and swap contracts are 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 the “Other noncurrent assets” account in the consolidated balance sheets, including the carrying amounts of forward premiums or discounts which are amortized over the term of the related contracts. The mark-to-market gains or losses on these contracts, as well as the other types of derivative contracts, are not considered in the determination of consolidated net income but are disclosed in the related notes to the consolidated financial statements. 2.6.5 Inventories and Supplies Inventories and supplies are stated at the lower of cost or net realizable value (NRV). NRV for handsets and accessories and wireline telephone sets is the selling price in the ordinary course of business less direct costs to sell, while NRV for SIM packs, call cards, spare parts and supplies consists of the related replacement costs. In determining the NRV, the Globe Group considers any adjustment necessary for obsolescence, which is generally provided 100% for nonmoving items for more than one year. Cost is determined using the moving average method. Supplies of SIM packs are consumed upon activation of the services. 2.6.6 Property and Equipment Property and equipment, except land, are carried at cost less accumulated depreciation, amortization and impairment losses. Land is stated at cost less any impairment losses. The initial cost of an item of property and equipment includes its purchase price and any cost attributable in bringing the property and equipment to its intended location and working condition. Cost also includes: (a) interest and other financing charges on borrowed funds used to finance the acquisition of property and equipment to the extent incurred during the period of installation and construction; and (b) asset retirement obligations (ARO) specifically on property and equipment installed/constructed on leased properties. Subsequent costs are capitalized as part of property and equipment only when it is probable that future economic benefits associated with the item will flow to the Globe Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged against current operations as incurred. Assets under construction are carried at cost and transferred to the related property and equipment account when the construction or installation and related activities necessary to prepare the property and equipment for their intended use are complete, and the property and equipment are ready for service. Depreciation and amortization of property and equipment commences once the property and equipment are available for use and computed using the straight-line method over the estimated useful lives (EUL) of the assets regardless of utilization. Leasehold improvements are amortized over the shorter of their EUL or the corresponding lease terms. The EUL of property and equipment are reviewed annually based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior to ensure that the period of depreciation and amortization is consistent with the expected pattern of economic benefits from items of property and equipment. When property and equipment is retired or otherwise disposed of, the cost and the related accumulated depreciation, amortization and impairment losses, are removed from the accounts and any resulting gain or loss is credited to or charged against current operations. 2.6.7 ARO The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the cost of dismantling and deinstallation at the end of the contract period. The Globe Group recognizes the present value of these obligations and capitalizes these costs as part of the balances of the related property and equipment accounts, which are depreciated on a straight-line basis over the useful life of the related property and equipment or the contract period, whichever is shorter. 2.6.8 Investment Property Investment property is initially measured at cost, including transaction costs. Subsequent to initial recognition, investment property is carried at cost less accumulated depreciation and any impairment losses. Expenditures incurred after the investment property has been put in operation, such as repairs and maintenance costs, are normally charged against income in the period in which the costs are incurred. Depreciation of investment property is computed using the straight-line method over its useful life, regardless of utilization. The EUL and the depreciation method are reviewed periodically to ensure that the period and method of depreciation are consistent with the expected pattern of economic benefits from items of investment properties. Transfers are made to investment property, when, and only when, there is a change in use, evidenced by the end of the owner occupation, commencement of an operating lease to another party or completion of construction or development. Transfers are made from investment property when, and only when, there is a change in use, evidenced by the commencement of owner occupation or commencement of development with the intention to sell. Investment property is derecognized when it has either been disposed of or permanently withdrawn from use and no future benefit is expected from its disposal. Any gain or loss on the derecognition of an investment property is recognized in the consolidated statements of income in the period of derecognition. 2.6.9 Intangible Assets Intangible assets acquired separately are capitalized at cost. Subsequently, intangible assets are measured at cost less accumulated amortization and any impairment losses. The EUL of intangible assets with finite lives are assessed at the individual asset level. Intangible assets with finite life are amortized over their useful lives. The periods and method of amortization for intangible assets with finite useful lives are reviewed annually or more frequently when an indicator of impairment exists. Costs incurred to acquire software (not an integral part of its related hardware or equipment ) and telecommunications equipment licenses and bring it to its intended use are capitalized as intangible assets. Costs directly associated with the development of identifiable software that generate expected future benefits to the Globe Group are recognized as intangible assets. All other costs of developing and maintaining software programs are recognized as expense when incurred. A gain or loss arising from derecognition of an intangible asset is measured as the difference between the net disposal proceeds and the carrying amount of the asset and is recognized in the consolidated statements of income when the asset is derecognized. 2.6.10 Debt Issuance Costs Prior to January 1, 2005, issuance, underwriting and other related expenses incurred in connection with the issuance of debt instruments are deferred and amortized over the terms of the instruments using the straight-line method and unamortized debt issuance costs are shown under the “Other noncurrent assets” account in the consolidated balance sheets. Effective January 1, 2005, these were amortized using the effective interest method and unamortized debt issuance costs are netted against the related carrying value of the debt instrument in the consolidated balance sheets (see accounting policy on 2.6.4 Financial Instruments). 2.6.11 Investments in an Associate and a Joint Venture Investments in an associate and a joint venture (JV) are accounted for under the equity method, less any impairment losses. An associate is an entity in which the Globe Group has a significant influence and which is neither a subsidiary nor a JV. A JV is an entity, not being a subsidiary nor an associate, in which the Globe Group exercises joint control together with one or more venturers. Under the equity method, the investments in an associate and a JV are carried in the consolidated balance sheets at cost plus post-acquisition changes in the Globe Group’s share of net assets of the associate and JV, less any allowance for impairment losses. The consolidated statements of income reflect the share of the results of operations of the associate and JV. Where there has been a change recognized directly in the associate’s and JV’s equity, the Globe Group recognizes its share of any changes and discloses this, when applicable, in the consolidated statements of changes in equity. 2.6.12 Impairment of Nonfinancial Assets An assessment is made at the balance sheet date to determine whether there is any indication that an asset may be impaired, or whether there is any indication that an impairment loss previously recognized for an asset in prior periods may no longer exist or may have decreased. If any such indication exists and when the carrying value of an asset exceeds its estimated recoverable amount, the asset or cash generating unit to which the asset belongs is written down to its recoverable amount. The recoverable amount of an asset is the greater of its net selling price and value in use. Recoverable amounts are estimated for individual assets or investments or, if it is not possible, for the cashgenerating unit to which the asset belongs. For impairment loss on specific assets or investments, the recoverable amount represents the net selling price. An impairment loss is recognized only if the carrying amount of an asset exceeds its recoverable amount. An impairment loss is charged against operations in the year in which it arises. A previously recognized impairment loss is reversed only if there has been a change in estimate used to determine the recoverable amount of an asset, however, not to an amount higher than the carrying amount that would have been determined (net of any accumulated depreciation and amortization for property and equipment) had no impairment loss been recognized for the asset in prior years. A reversal of an impairment loss is credited to current operations. 2.6.13 Income Taxes 2.6.13.1 Current Tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the tax authority. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the balance sheet date. 2.6.13.2 Deferred Tax Deferred income tax is provided using the balance sheet liability method on all temporary differences, with certain exceptions, at balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognized for all taxable temporary differences, with certain exceptions. Deferred income tax assets are recognized for all deductible temporary differences with certain exceptions and carryforward benefits 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 benefits of unused MCIT and NOLCO can be used. Deferred income tax is not recognized when it arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of transaction, affects neither the accounting profit nor taxable profit or loss. Deferred income tax liabilities are not provided on nontaxable temporary differences associated with investment in a domestic associate and a JV. The carrying amounts of deferred income tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the assets are realized or the liabilities are settled based on tax rates (and tax laws) that have been enacted or substantially enacted as at the balance sheet date. 2.6.14 Provisions Provisions are recognized when: (a) the Globe Group has present obligation (legal or constructive) as a result of a past event; (b) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation; and (c) a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pretax rate that reflects current market assessment of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as interest expense under “Financing costs” in the consolidated statements of income. 2.6.15 Share-based Payment Transactions Certain employees (including directors) of the Globe Group receive remuneration in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions“) (see Note 18). The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted. In valuing equity-settled transactions, vesting conditions, including performance conditions, other than market conditions (conditions linked to share prices), shall not be taken into account when estimating the fair value of the shares or share options at the measurement date. Instead, vesting conditions are taken into account in estimating the number of equity instruments that will vest. The cost of equity-settled transactions is recognized in the consolidated statements of income, together with a corresponding increase in equity, over the period in which the service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (‘vesting date’). The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the number of awards that, in the opinion of the management of the Globe Group at that date, based on the best available estimate of the number of equity instruments, will ultimately vest. No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vesting irrespective of whether or not the market condition is satisfied, provided that all other performance conditions are satisfied. Where the terms of an equity-settled award are modified, as a minimum, an expense is recognized as if the terms had not been modified. In addition, an expense is recognized for any increase in the value of the transaction as a result of the modification, measured at the date of modification. Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 26). 2.6.16 Treasury Stock Treasury stock is recorded at cost and is presented as a deduction from equity. When the shares are retired, the capital stock account is reduced by its par value and the excess of cost over par value upon retirement is debited to additional paid-in capital to the extent of the specific or average additional paid-in capital when the shares were issued and to retained earnings for the remaining balance. 2.6.17 Pension Cost Pension cost is actuarially determined using the projected unit credit method. This method reflects services rendered by employees up to the date of valuation and incorporates assumptions concerning employees’ projected salaries. Actuarial valuations are conducted with sufficient regularity, with option to accelerate when significant changes to underlying assumptions occur. Pension cost includes current service cost, interest cost, expected return on any plan assets, actuarial gains and losses and the effect of any curtailment or settlement. The net pension asset recognized by the Globe Group in respect of the defined benefit pension plan is the lower of: (a) the fair value of the plan assets less the present value of the defined benefit obligation at the balance sheet date, together with adjustments for unrecognized actuarial gains or losses that shall be recognized in later periods; or (b) the total of any cumulative unrecognized net actuarial losses and past service cost and the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan. The defined benefit obligation is calculated annually by an independent actuary using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using risk-free interest rates of government bonds that have terms to maturity approximating the terms of the related pension liabilities. A portion of actuarial gains and losses is recognized as income or expense if the cumulative unrecognized actuarial gains and losses at the end of the previous reporting period exceeded the greater of 10% of the present value of defined benefit obligation or 10% of the fair value of plan assets. These gains and losses are recognized over the expected average remaining working lives of the employees participating in the plan. 2.6.18 Borrowing Costs Borrowing costs are capitalized if these are directly attributable to the acquisition, construction or production of a qualifying asset. Capitalization of borrowing costs commences when the activities for the asset’s intended use are in progress and expenditures and borrowing costs are being incurred. Borrowing costs are capitalized until the assets are ready for their intended use. These costs are amortized using the straight-line method over the EUL of the related property and equipment. If the resulting carrying amount of the asset exceeds its recoverable amount, an impairment loss is recognized. Borrowing costs include interest charges and other related financing charges incurred in connection with the borrowing of funds. Premiums on long-term debt are included under the “Long-term debt” account in the consolidated balance sheets and are amortized using the effective interest rate method. Other borrowing costs are recognized as expense in the period in which these are incurred. 2.6.19 Leases The determination of whether an arrangement is, or contains a lease, is based on the substance of the arrangement and requires an assessment of whether the fulfillment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset. A reassessment is made after inception of the lease only if one of the following applies: • there is a change in contractual terms, other than a renewal or extension of the arrangement; • a renewal option is exercised or an extension granted, unless that term of the renewal or extension was initially • there is a change in the determination of whether fulfillment is dependent on a specified asset; or • there is a substantial change to the asset. included in the lease term; Where a reassessment is made, lease accounting shall commence or cease from the date when the change in circumstances gave rise to the reassessment for any of the scenarios above, and at the date of renewal or extension period for the second scenario. For arrangements entered into prior to January 1, 2005, the date of inception is deemed to be January 1, 2005 in accordance with the transitional requirements of IFRIC 4. 2.6.19.1 Group as Lessee Finance leases, which transfer to the Globe Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments and included in the “Property and equipment” account with the corresponding liability to the lessor included in the “Other long-term liabilities” account. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly as interest expense. Capitalized leased assets are depreciated over the shorter of the EUL of the assets and the respective 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 payments are recognized as an expense in the consolidated statements of income on a straight-line basis over the lease term. 2.6.19.2 Group as Lessor Finance leases, where the Globe Group transfers substantially all the risk and benefits incidental to ownership of the leased item to the lessee, are included in the consolidated balance sheets under “Prepayments and other current assets” account. A lease receivable is recognized equivalent to the net investment (asset cost) in the lease. All income resulting from the receivable is included in the “Interest income” account in the consolidated statements of income. Leases where the Globe Group does not transfer substantially all the risk and benefits of ownership of the assets are classified as operating leases. Initial direct costs incurred in negotiating operating leases are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as the rental income. Contingent rents are recognized as revenue in the period in which they are earned. 2.6.20 Selling, Advertising and Promotions Expenses Selling, advertising and promotions expenses are charged against current operations as incurred. 2.6.21 Foreign Currency Transactions The functional and presentation currency of the Globe Group is the Philippine Peso. Transactions denominated in foreign currencies are recorded in Philippine Peso based on the exchange rates prevailing at the transaction dates. Foreign currency-denominated monetary assets and liabilities are translated to Philippine Peso at the exchange rate prevailing at the balance sheet date. Foreign exchange differentials between rate at transaction date, and rate at settlement date or balance sheet date of foreign currency-denominated monetary assets or liabilities are credited to or charged against current operations. 2.6.22 Earnings Per Share (EPS) Basic EPS is computed by dividing earnings applicable to common stock by the weighted average number of common shares outstanding, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period. Diluted EPS is computed by dividing net income by the weighted average number of common shares outstanding during the period, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period, and adjusted for the effect of dilutive options and dilutive convertible preferred shares. Outstanding stock options will have a dilutive effect under the treasury stock method only when the average market price of the underlying common share during the period exceeds the exercise price of the option. If the required dividends to be declared on convertible preferred shares divided by the number of equivalent common shares, assuming such shares are converted, would decrease the basic EPS, then such convertible preferred shares would be deemed dilutive. Where the effect of the assumed conversion of the preferred shares and the exercise of all outstanding options have anti-dilutive effect, basic and diluted EPS are stated at the same amount. 2.6.23 Segment Reporting The Globe Group’s major operating business units are the basis upon which the Globe Group reports its primary segment information. In 2005, the Globe Group started monitoring its wireline voice and data businesses as one major converged service with similar risks and returns. The Globe Group’s business segments consist of: (1) wireless communication services and (2) wireline communication services. The Globe Group generally accounts for intersegment revenues and expenses at agreed transfer prices. 2.6.24 Contingencies Contingent liabilities are not recognized in the consolidated financial statements. These are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the consolidated financial statements but are disclosed when an inflow of economic benefits is probable. 2.6.25 Subsequent Events Any post period-end event up to the date of approval of the BOD of the consolidated financial statements that provides additional information about the Globe Group’s position at balance sheet date (adjusting event) is reflected in the consolidated financial statements. Any post period-end event that is not an adjusting event is disclosed in the notes to the consolidated financial statements when material. 3. Management’s Significant Accounting Judgments and Use of Estimates 3.1 Judgments and Estimates The preparation of the accompanying consolidated financial statements in conformity with PFRS requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s evaluation of relevant facts and circumstances as of the date of the consolidated financial statements. Actual results could differ from such estimates. Judgments and estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 3.1.1 Judgments 3.1.1.1 Leases The Globe Group has entered into various lease agreements as lessee and lessor. The Globe Group has determined that it retains all the significant risks and rewards on equipment and office spaces leased out on operating lease and various items of property and equipment acquired through finance lease. 3.1.1.2 Fair value of financial instruments Where the fair values of financial assets and financial liabilities recorded on the consolidated balance sheets cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of mathematical models. The input to these models is taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of liquidity and model inputs such as correlation and volatility for longer dated derivatives. 3.1.1.3 HTM investments The classification as HTM investments requires significant judgment. In making this judgment, the Globe Group evaluates its intention and ability to hold such investments to maturity. If the Globe Group fails to keep these investments to maturity other than in certain specific circumstances - for example, selling an insignificant amount close to maturity - it will be required to reclassify the entire portfolio as AFS investments. The investments would therefore be measured at fair value and not at amortized cost. 3.1.1.4 Financial assets not quoted in an active market The Globe Group classifies financial assets by evaluating, among others, whether the asset is quoted or not in an active market. Included in the evaluation on whether a financial asset is quoted in an active market is the determination on whether quoted prices are readily and regularly available, and whether those prices represent actual and regularly occurring market transactions on an arm’s length basis. 3.1.2 Estimates 3.1.2.1 Revenue recognition The Globe Group’s revenue recognition policies require management to make use of estimates and assumptions that may affect the reported amounts of the revenues and receivables. The Globe Group’s agreements with local and foreign carriers for inbound and outbound traffic subject to settlements require traffic reconciliations before actual settlement is done, which may not be the actual volume of traffic as measured by management. Initial recognition of revenues is based on observed traffic in the network since normal historical experience adjustments are not material to the consolidated financial statements. Differences between the amounts initially recognized and actual settlements are taken up in the accounts upon reconciliation. However, there is no assurance that such use of estimates will not result in material adjustments in future periods. Starting fourth quarter of 2006, based on the established historical pattern of discount availments of the carriers, the Globe Group recorded inbound revenues net of the estimated prompt payment discount amounting to P = 170.01 million as of December 31, 2006. Total unsettled net inbound traffic revenues from local and foreign traffic carriers as of December 31, 2006, 2005 and 2004 (included under “Receivables”) amounted to P = 1,959.17 million, P = 3,120.37 million and P = 2,315.05 million, respectively (see Note 4). Total unsettled net outbound traffic to local and foreign carriers as of December 31, 2006, 2005 and 2004 (included under “Accounts payable and accrued expenses”) amounted to P = 1,501.93 million, P = 1,544.66 million and P = 1,104.86 million, respectively (see Note 12). 3.1.2.2 Allowance for impairment losses on receivables The Globe Group maintains an allowance for impairment losses at a level considered adequate to provide for potential uncollectible receivables. The Globe Group performs a regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide the appropriate allowance for impairment losses. The review is accomplished using a combination of specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. The amount and timing of recorded expenses for any period would differ if the Globe Group made different judgments or utilized different methodologies. An increase in allowance for impairment losses would increase the recorded operating expenses and decrease current assets. Impairment losses on receivables amounted to P = 422.83 million, P = 615.73 million and P = 1,052.22 million in 2006, 2005 and 2004, respectively (see Note 22). Receivables, net of allowance for impairment losses, amounted to P = 5,527.91 million, P = 6,764.13 million and P = 5,457.91 million as of December 31, 2006, 2005 and 2004, respectively (see Note 4). 3.1.2.3 Obsolescence and market decline The Globe Group, in determining the NRV, considers any adjustment necessary for obsolescence which is generally provided 100% for nonmoving items for more than one year. The Globe Group adjusts the cost of inventory to the recoverable value at a level considered adequate to reflect market decline in the value of the recorded inventories. The Globe Group reviews the classification of the inventories and generally provides adjustments for recoverable values of new, actively sold and slow-moving inventories by reference to prevailing values of the same inventories in the market. The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in allowance for obsolescence and market decline would increase recorded operating expenses and decrease current assets. Inventory obsolescence and market decline amounted to P = 80.05 million and P = 72.39 million in 2005 and 2004, respectively. Reversal of inventory obsolescence and market decline in 2006 amounted to P = 61.39 million (see Note 22). Inventories and supplies, net of allowances, amounted to P = 993.50 million, P = 1,372.46 million and P = 1,136.89 million as of December 31, 2006, 2005 and 2004, respectively (see Note 5). 3.1.2.4 ARO The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the costs of dismantling and deinstallation at the end of the contract period. These costs are accrued based on an in-house estimate, which incorporates estimates of asset retirement costs and interest rates. The Globe Group recognizes the present value of these obligations and capitalizes the present value of these costs as part of the balance of the related property and equipment accounts, which are being depreciated and amortized on a straight-line basis over the useful life of the related asset or the lease term, whichever is shorter. The market risk premium was excluded from the estimate of the fair value of the ARO because a reasonable and reliable estimate of the market risk premium is not obtainable. Since a market risk premium is unavailable, fair value is assumed to be the present value of the obligations. The present value of dismantling costs is computed based on an average credit adjusted risk free rate of 7.50% and 14.62% in 2006 and 2005, respectively. Assumptions used to compute ARO are reviewed and updated annually. The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in ARO would increase recorded operating expenses and increase noncurrent liabilities. As of December 31, 2006, 2005 and 2004, ARO amounted to P = 1,316.61 million, P = 907.05 million and P = 769.80 million, respectively (see Note 15). 3.1.2.5 EUL of property and equipment, investment property and intangible assets Globe Group reviews annually the EUL of these assets based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior. It is possible that future results of operations could be materially affected by changes in these estimates brought about by changes in the factors mentioned. A reduction in the EUL of property and equipment, investment property and intangible assets would increase the recorded depreciation and amortization expense and decrease noncurrent assets. The EUL of property and equipment of the Globe Group are as follows: Years Telecommunications equipment: Tower 15 Switch 10 and 15 Outside plant 10-20 Distribution dropwires 5 Cellular facilities and others 3-10 Buildings Leasehold improvements 20 5 years or lease term, whichever is shorter Investments in cable systems 15 Furniture, fixtures and equipment 3-5 Transportation and work equipment 2-5 The EUL of investment property is 15 years. Intangible assets are amortized over the EUL of the related hardware or equipment ranging from 3 to 5 years or life of the telecommunications equipment where it is assigned. In the fourth quarter of 2006, the Globe Group recognized additional depreciation on telecommunications equipment amounting to P = 790.06 million due to shortened remaining useful lives of certain assets resulting from continuing upgrades made to the network and changes in estimated remaining useful lives of certain components of network assets as a result of the application of a more comprehensive approach to component accounting. These changes have been accounted for as change in accounting estimates. As of December 31, 2006, 2005 and 2004, property and equipment, investment property and intangible assets amounted to P = 97,517.54 million, P = 99,914.94 million and P = 102,849.37 million, respectively (see Notes 7, 8 and 9). 3.1.2.6 Asset impairment The Globe Group assesses impairment of assets (property and equipment, investment property, intangible assets and investments in an associate and a JV) whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The factors that the Globe Group considers important which could trigger an impairment review include the following: • significant underperformance relative to expected historical or projected future operating results; • significant changes in the manner of use of the acquired assets or the strategy for the overall • significant negative industry or economic trends. business; and An impairment loss is recognized whenever the carrying amount of an asset or investment exceeds its recoverable amount. The recoverable amount is the higher of an asset’s net selling price and value in use. The net selling price is the amount obtainable from the sale of an asset in an arm’s length transaction while value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. Recoverable amounts are estimated for individual assets or investments or, if it is not possible, for the cash-generating unit to which the asset belongs. For impairment loss on specific assets or investments, the recoverable amount represents the net selling price. In determining the present value of estimated future cash flows expected to be generated from the continued use of the assets or holding of an investment, the Globe Group is required to make estimates and assumptions that can materially affect the consolidated financial statements. For the Globe Group, the cash-generating unit is the combined wireless and wireline asset groups of Globe Telecom and Innove. This asset grouping is predicated upon the requirement contained in Executive Order (EO) No. 109 and RA No. 7925 requiring licensees of Cellular Mobile Telephone System (CMTS) and International Digital Gateway Facility (IGF) services to provide 400,000 and 300,000 LEC lines, respectively, as a condition for the grant of such licenses. In 2005, the Globe Group recognized impairment losses on certain network assets amounting to P = 925.77 million as a result of impairment reviews and reconciliation exercise based on count activity (see Note 22). Property and equipment, investment property, intangible assets and investment in an associate and a joint venture amounted to P = 97,554.87 million,P = 99,958.20 million and P = 102,941.30 million as of December 31, 2006, 2005 and 2004, respectively (see Notes 7, 8, 9 and 10). 3.1.2.7 Deferred income tax assets The carrying amounts of deferred income tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. As of December 31, 2006, 2005 and 2004, Innove and GXI has net deferred income tax assets of P = 801.86 million, P = 1,163.94 million and P = 2,413.25 million, respectively, while Globe Telecom has net deferred income tax liabilities of P = 5,540.00 million, P = 4,432.87 million and P = 3,474.73 million, respectively (see Note 23). Globe Telecom and Innove have no unrecognized deferred income tax assets as of December 31, 2006, 2005 and 2004. GXI has not recognized deferred income tax assets on its NOLCO since there is no assurance that GXI will generate sufficient taxable income to allow all or part of its NOLCO to be utilized. 3.1.2.8 Financial assets and liabilities Globe Group carries certain financial assets and liabilities at fair value, which requires extensive use of accounting estimates and judgment. While significant components of fair value measurement were determined using verifiable objective evidence (i.e., foreign exchange rates, interest rates, volatility rates), the amount of changes in fair value would differ if the Globe Group utilized different valuation methodologies. Any changes in fair value of these financial assets and liabilities would affect the consolidated statements of income and consolidated statements of changes in equity. Financial assets carried at fair values as of December 31, 2006 and 2005, amounted to P = 1,920.28 million and P = 2,769.21 million, respectively, and financial liabilities carried at fair values as of December 31, 2006 and 2005, amounted to P = 1,086.12 million and P = 731.75 million, respectively (see Note 27). 3.1.2.9 Pension and other employee benefits The determination of the obligation and cost of pension and other employee benefits is dependent on the selection of certain assumptions used in calculating such amounts. Those assumptions include, among others, discount rates, expected returns on plan assets and salary increase rates (see Note 18). In accordance with PAS 19, actual results that differ from the Globe Group’s assumptions, subject to the 10% corridor test, are accumulated and amortized over future periods and therefore, generally affect the recognized expense and recorded obligation in such future periods. As of December 31, 2006, the Globe Group has unrecognized actuarial losses of P = 259.74 million while unrecognized actuarial gains of P = 153.59 million and P = 105.46 million were reported in 2005 and 2004, respectively (see Note 18). The Globe Group also determines the cost of equity-settled transactions using assumptions on the appropriate pricing model. Significant assumptions include, among others, share price, exercise price, option life, risk-free interest rate, expected dividend and expected volatility rate for the cost of share-based payments. Cost of share-based payments in 2006, 2005 and 2004 amounted to P = 161.63 million, P = 161.73 million and P = 134.77 million, respectively (see Notes 16 and 18). The Globe Group also estimates other employee benefit obligations and expenses, including cost of paid leaves based on historical leave availments of employees, subject to the Globe Group’s policy. These estimates may vary depending on the future changes in salaries and actual experiences during the year. The accrued balance of other employee benefits (included under the “Accounts payable and accrued expenses” account and in the “Other long-term liabilities” account in the consolidated balance sheets) as of December 31, 2006 and 2005 amounted to P = 246.98 million and P = 217.26 million, respectively. While the Globe Group believes that the assumptions are reasonable and appropriate, significant differences between actual experiences and assumptions may materially affect the cost of employee benefits and related obligations. 3.1.2.10 Contingencies Globe Telecom and Innove are currently involved in various legal proceedings. The estimate of the probable costs for the resolution of these claims has been developed in consultation with internal and external counsel handling Globe Telecom and Innove’s defense in these matters and is based upon an analysis of potential results. Globe Telecom and Innove currently do not believe that these proceedings will have a material adverse effect on the consolidated financial position. It is possible, however, that future results of operations could be materially affected by changes in the estimates or in the effectiveness of the strategies relating to these proceedings (see Note 25). 4. Receivables This account consists of receivables from: 2006 2005 2004 (In Thousand Pesos) Subscribers Traffic settlements - net (Note 16a) Others P = 5,947,904 P = 8,022,307 P = 7,988,865 1,959,169 3,120,374 2,315,050 305,615 305,076 242,789 8,212,688 11,447,757 10,546,704 2,485,188 4,468,009 4,787,070 199,595 215,618 301,721 2,684,783 4,683,627 5,088,791 P = 5,527,905 P = 6,764,130 P = 5,457,913 Less allowance for impairment losses Subscribers Traffic settlements and others Traffic settlements receivable are presented net of traffic settlements payable of P = 3,675.43 million, P = 1,979.29 million and P = 1,196.82 million as of December 31, 2006, 2005 and 2004, respectively. 5. Inventories and Supplies This account consists of: 2006 2005 2004 (In Thousand Pesos) At cost: Wireline telephone sets P =– P =– 21,390 10,601 6,116 21,390 10,601 75,883 Handsets and accessories 520,352 840,244 393,803 SIM packs, spare parts and supplies 385,795 469,335 667,199 65,958 52,279 – 972,105 1,361,858 1,061,002 P = 993,495 P = 1,372,459 P = 1,136,885 2005 2004 Call cards and others P = 69,767 At NRV: Wireline telephone sets 6. Prepayments and Other Current Assets This account consists of: 2006 (In Thousand Pesos) Prepayments Input VAT - net Other current assets (Notes 16 and 24d) P = 392,840 P = 297,109 P = 331,591 43,000 286,784 312,566 818,842 531,576 439,251 P = 1,254,682 P = 1,115,469 P = 1,083,408 Innove and GXI’s net input VAT amounting to P = 43.00 million, P = 286.78 million and P = 312.57 million as of December 31, 2006, 2005 and 2004, respectively, is presented net of output VAT of P = 85.26 million, P = 102.74 million and P = 172.98 million, respectively. 7. Property and Equipment The rollforward analysis of this account follows: 2006 Buildings Furniture, and Fixtures Transportation Telecommunications Leasehold Investments in and and Work Equipment Improvements Cable Systems Equipment Equipment (In Thousand Pesos) Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Impairment/retirements/ disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 P = 125,123,066 2,295,585 (437,156) 5,000,324 131,981,819 P = 18,932,872 119,722 (41,548) 1,371,319 20,382,365 P = 9,062,539 P = 4,091,131 1,085,012 371,135 – (67,870) (129,589) 114,731 10,017,962 4,509,127 Assets Under Land Construction P = 1,332,701 P = 897,914 301,702 – (156,446) – 134 – 1,478,091 897,914 Total P = 2,875,734 P = 162,315,957 10,387,091 14,560,247 (16,946) (719,966) (6,600,376) (243,457) 6,645,503 175,912,781 52,824,235 13,150,285 5,355,595 1,786,495 2,060,827 622,633 2,625,964 872,593 894,666 205,351 – – – – 63,761,287 16,637,357 (313,795) 11,191 65,671,916 (25,032) 1,769 7,118,827 – (42,120) 2,641,340 (66,240) 798 3,433,115 (125,814) (33) 974,170 – – – – – – (530,881) (28,395) 79,839,368 P = 503,921 P = 897,914 P = 6,645,503 P = 96,073,413 Assets Under Land Construction Total P = 66,309,903 P = 13,263,538 P = 7,376,622 P = 1,076,012 2005 Buildings and Telecommunications Leasehold Investments in Equipment Improvements Cable Systems Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Impairment/retirements/ disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 P = 117,423,719 P = 15,688,934 1,616,476 108,003 (3,549,702) (19,819) 9,632,573 3,155,754 125,123,066 18,932,872 Furniture, Fixtures Transportation and and Work Equipment Equipment (In Thousand Pesos) P = 9,011,832* P = 3,436,886 33,350 414,988 (2,581) (446,965) 19,938 686,222 9,062,539 4,091,131 P = 1,191,320 P = 928,222 P = 4,142,164 P = 151,823,077 222,410 36 12,529,070 14,924,333 (85,182) (30,344) – (4,134,593) 4,153 – (13,795,500) (296,860) 1,332,701 897,914 2,875,734 162,315,957 42,953,548 12,107,710 3,791,378 1,583,301 1,441,963* 618,345 2,182,047 811,762 760,902 193,734 – – – – 51,129,838 15,314,852 (2,232,425) (4,598) 52,824,235 (7,952) (11,132) 5,355,595 (961) 1,480 2,060,827 (396,103) 28,258 2,625,964 (64,752) 4,782 894,666 – – – – – – (2,702,193) 18,790 63,761,287 P = 438,035 P = 897,914 P = 2,875,734 P = 72,298,831 * Includes PAS 39 adjustment (see Note 24). P = 13,577,277 P = 7,001,712 P = 1,465,167 P = 98,554,670 2004 Buildings and Telecommunications Leasehold Investments in Equipment Improvements Cable Systems Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Impairment/retirements/ disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 P = 104,069,288 951,758 (530,886) 12,933,559 117,423,719 P = 11,431,609 113,981 (48,686) 4,192,030 15,688,934 32,055,043 11,671,431 2,633,507 1,177,305 (286,775) (486,151) 42,953,548 (18,992) (442) 3,791,378 P = 74,470,171 P = 11,897,556 Furniture, Fixtures Transportation and and Work Equipment Equipment (In Thousand Pesos) P = 10,071,745 P = 2,307,792 64,748 552,820 – (93,010) 37,613 669,284 10,174,106 3,436,886 940,287 713,597 – – 1,653,884 Assets Under Land Construction Total P = 976,109 P = 927,857 P = 3,109,261 P = 132,893,661 272,767 365 19,125,299 21,081,738 (56,275) – (12,404) (741,261) (1,281) – (18,079,992) (248,787) 1,191,320 928,222 4,142,164 152,985,351 1,543,056 704,138 652,081 151,605 – – – – 37,823,974 14,418,076 (59,203) (5,944) 2,182,047 (42,903) 119 760,902 – – – – – – (407,873) (492,418) 51,341,759 P = 8,520,222 P = 1,254,839 P = 430,418 P = 928,222 P = 4,142,164 P = 101,643,592 The carrying values of property and equipment held under finance leases where Globe Group is the lessee are as follows (see Note 24c): 2006 2005 2004 (In Thousand Pesos) Furniture, fixtures and equipment P = 144,372 P = 138,978 4,043 3,850 4,400 148,415 142,828 170,817 Less accumulated depreciation 147,793 136,481 147,902 Net book value at December 31 P = 622 P = 6,347 P = 22,915 2005 2004 Transportation and work equipment P = 166,417 The Globe Group’s information about borrowing costs follows: 2006 (In Thousand Pesos) Capitalized interest Other capitalized borrowing costs P = 45,530 P = 111,340 2,550 28,323 P = 77,670 133,465 P = 48,080 P = 139,663 P = 211,135 The Globe Group uses its borrowed funds to finance the acquisition of property and equipment and bring it to its intended location and in working condition. Borrowing costs incurred relating to these acquisitions were included in the cost of property and equipment using 9.75% capitalization rate in 2006 and 2005 while capitalization rates ranged from 9.75% to 10.47% in 2004. 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 the Globe Group is the landing party. 8. Investment Property The rollforward analysis of this account follows: 2006 2005 2004 (In Thousand Pesos) Cost At January 1 Additions At December 31 P = 308,455 P = 290,834 95,232 17,621 P = 281,821 9,013 403,687 308,455 290,834 Accumulated Depreciation At January 1 48,917 29,318 10,833 Depreciation 19,196 19,599 18,485 Reclassifications/adjustments 21,071 – – At December 31 Net Book Value at December 31 89,184 48,917 29,318 P = 314,503 P = 259,538 P = 261,516 Investment property represents the portion of a building that is currently being held for lease to third parties (see Note 24b). Additions to investment property during the year represent new leases of office spaces to third parties. The details of income and expenses related to the investment property follow: 2006 Lease income Direct expenses P = 33,445 40,788 2005 (In Thousand Pesos) P = 29,011 20,091 2004 P = 20,844 19,005 The fair value of the investment property as of December 31, 2006, as determined by market data approach, amounted to P = 285.74 million based on the report issued by an independent appraiser dated December 6, 2006. 9. Intangible Assets The rollforward analysis of this account follows: 2006 2005 2004 (In Thousand Pesos) Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 P = 2,756,829 P = 2,265,820 320,206 595,621 620,600 (91,012) (154,682) (742) 191,470 (13,600) P = 1,807,059 (7,157) 3,267,763 2,756,829 2,265,820 At January 1 1,656,102 1,321,555 1,202,108 Amortization 481,000 399,508 269,264 (64,852) (144,928) Accumulated Amortization Retirements/disposals Reclassifications/adjustments At December 31 Net Book Value at December 31 (6) 1,043 (109) (4,889) 2,138,139 1,656,102 1,321,555 P = 1,129,624 P = 1,100,727 P = 944,265 Intangible assets pertain to software license costs and other VAS software applications that are not integral to the hardware or equipment. 10. Investments in an Associate and a Joint Venture This account consists of: 2006 Investments carried at equity Acquisition cost: Bridge Mobile Pte. Ltd. (BMPL) Globe Telecom Holdings, Inc. (GTHI) Accumulated equity in net earnings (losses): At January 1 BMPL GTHI Add equity in net losses: BMPL GTHI At December 31 BMPL GTHI Other investments in shares of stock carried at cost P = 56,332 – 56,332 (13,166) – (13,166) (5,834) – (5,834) 37,332 – 37,332 – P = 37,332 2005 (In Thousand Pesos) 2004 P = 56,332 98 56,430 P = 56,332 98 56,430 – 167 167 – 229 229 (13,311) (23) (13,334) 43,021 242 43,263 – P = 43,263 – (62) (62) 56,332 265 56,597 35,328 P = 91,925 Investment in BMPL On November 3, 2004, Globe Telecom and other leading Asia Pacific mobile operators (JV partners) signed an Agreement (JV Agreement) to form a regional mobile alliance, which will operate through a Singapore-incorporated company, BMPL. The joint venture company is a commercial vehicle for the JV partners to build and establish a regional mobile infrastructure and common service platform and deliver different regional mobile services to their subscribers. The other joint venture partners with equal stake in the alliance include Bharti Tele-Ventures Limited (India), Maxis Communications Berhad (Malaysia), Optus Mobile Pty. Limited (Australia), Singapore Telecom Mobile Pte. Ltd. (Singapore), Taiwan Cellular Corporation (Taiwan), PT Telekomunikasi Selular (Indonesia) and Hongkong CSL Ltd. (Hongkong). Under the JV Agreement, each partner shall contribute US$4.00 million based on an agreed schedule of contribution. Globe Telecom may be called upon to contribute on dates to be determined by the JV. As of December 31, 2006, Globe Telecom has paid US$1.00 million (P = 56.33 million) as initial subscription. BMPL started commercial operations in April 2005. Investment in GTHI GTHI is a special purpose vehicle incorporated in the Philippines, owned 32.67% each by Globe Telecom and Ayala Corporation (AC), 33% by Singapore Telecom International Pte. Ltd. (STI) [a wholly owned subsidiary of Singapore Telecom (SingTel)], and 1.66% by its directors and officers. On December 26, 2002, GTHI, having completed and concluded its only business activity related to issuance of Philippine Deposit Receipts (PDR), filed with the Philippine Securities and Exchange Commission (SEC) a request for the revocation of its permit to sell PDRs. On December 8, 2003, the Philippine SEC approved the revocation of the Order of Registration and Certificate of Permit to Sell Securities to the Public issued to GTHI. On December 15, 2004, the BOD of GTHI approved the dissolution of GTHI, which was subsequently approved by the Philippine SEC on December 13, 2005. The remaining assets of GTHI have been fully liquidated as of August 14, 2006. 11. Other Noncurrent Assets This account consists of: 2006 2005 2004 (In Thousand Pesos) Deferred input VAT Advance payments to suppliers and contractors P = 938,513 P = 92,264 P =– 355,959 279,206 418,677 Miscellaneous deposits 340,134 342,492 251,547 Prepaid pension (Note 18) 247,437 264,024 309,226 – – 1,116,414 Revaluation of foreign currency swaps and unamortized premium AFS investment in equity securities at cost - net of allowance for impairment losses of P = 894.55 million in 2005 Others - net – – – 126,065 36,594 272,634 P = 2,008,108 P = 1,014,580 P = 2,368,498 AFS Investment in Equity Securities at Cost Innove had a 4.25% ownership in C2C Holdings, Pte. Ltd. (C2C Holdings) consisting of 20 million Class A common shares at an acquisition cost of P = 894.55 million. C2C Holdings is the holding company for the equity investments of all the cable landing parties in C2C Pte. Ltd. (C2C). C2C, a related party of STI, is a private cable company with a network reaching 17,000 kilometers that links China, Hong Kong, Japan, Singapore, South Korea, Taiwan, Philippines and the US. A full provision was recorded on this investment in 2003 based on the increased potential risk to the restructuring of C2C’s debt. The creditors of C2C appointed receivers in October 2005 and in January 2006, manifested their intention to take over the management of C2C. C2C’s creditors subsequently served notice to C2C Holdings that it was taking ownership of the shares of C2C Holdings in C2C due to the failure to achieve agreement on the restructuring of C2C’s debt. On August 7, 2006, the C2C shares were formally transferred to C2C Group Limited, the company formed by the creditors to take ownership of the C2C shares (see Note 24). 12. Accounts Payable and Accrued Expenses This account consists of: 2006 2005 2004 (In Thousand Pesos) Accounts payable (Note 16) P = 5,855,423 P = 5,744,393 P = 4,903,175 Accrued project costs (Note 24) 4,548,838 2,444,114 3,454,285 Accrued expenses (Note 16) 4,378,534 4,101,400 4,084,200 Traffic settlements - net 1,501,931 1,544,657 1,104,861 135,870 69,324 150,379 64,669 68,334 75,128 P = 16,485,265 P = 13,972,222 P = 13,772,028 Output VAT Dividends payable (Note 17) Traffic settlements payables are presented net of traffic settlements receivables amounting to P = 5,135.88 million, P = 7,478.60 million and P = 3,761.56 million as of December 31, 2006, 2005 and 2004, respectively. As of December 31, 2006, 2005 and 2004, Globe Telecom reported a net output VAT amounting to P = 135.87 million, P = 69.32 million and P = 150.38 million, net of input VAT of P = 156.16 million, P = 207.07 million and P = 224.74 million, respectively. 13. Provisions Provisions relate to various pending regulatory claims and assessments. The information usually required by PAS 37, Provisions, Contingent Liabilities and Contingent Assets, is not disclosed on the grounds that it can be expected to prejudice the outcome of these claims and assessments. The provisions include those related to Globe Group’s wireless and wireline business amounting to P = 248.31 million, P = 231.46 million and P = 282.31 million as of December 31, 2006, 2005 and 2004, respectively. As of February 5, 2007, the remaining pending regulatory claims and assessments are still being resolved. The balance of the provisions also includes Innove’s provision relating to NTC permit fees amounting to P = 117.26 million, which were assessed by NTC on March 27, 1996 as required under Section 40 (g) of the Public Service Act. Innove, together with other telecommunications companies, particularly the members of the Telecommunications Operators of the Philippines, had decided not to pay the assessed permit fees. Innove has retained these provisions pending the resolution of the ongoing Supreme Court (SC) case on the matter. The expected timing of the settlement of the permit fees cannot be anticipated pending resolution of these matters. 14. Long-term Debt This account consists of: 2006 2005 2004 (In Thousand Pesos) 2012 Senior Notes P = 14,768,630 P = 16,386,579 P = 17,387,378 22,121,664 Banks: Foreign 9,365,119 15,973,138 Local 8,475,367 10,137,664 5,975,162 Corporate notes 3,607,000 4,109,000 3,070,000 Retail bonds 2,990,741 2,983,743 3,000,000 – 103,264 663,747 39,206,857 49,693,388 52,217,951 6,271,601 7,858,150 9,018,650 P = 32,935,256 P = 41,835,238 P = 43,199,301 Suppliers’ credits Less current portion The maturities of long-term debt at nominal values excluding unamortized debt premium and issuance costs as of December 31, 2006 follow (in thousand pesos): Due in: 2007 P = 6,475,004 2008 4,823,881 2009 7,409,844 2010 2011 and thereafter 3,586,812 16,548,613 P = 38,844,154 The interest rates and maturities of the above loans are as follows: 2012 Senior Notes Banks: Foreign Maturities 2012 Interest Rates 9.75% 2007-2011 4.20% to 8.62% in 2006 2.17% to 12.45% in 2005 1.16% to 6.83% in 2004 Local 2007-2010 6.22% to 11.02% in 2006 7.36% to 11.73% in 2005 2.50% to 11.73% in 2004 Corporate notes 2010-2012 6.22% to 16.00% in 2006 7.36% to 16.00% in 2005 8.40% to 16.00% in 2004 Retail bonds 2007-2009 6.57% to 11.83% in 2006 7.26% to 11.70% in 2005 7.79% to 11.70% in 2004 Suppliers’ credits 2006 4.70% to 6.48% in 2006 4.39% to 6.69% in 2005 2.71% to 6.88% in 2004 Unamortized debt premium and issuance costs included in the above long-term debt as of December 31, 2006 are as follows (in thousand pesos): Premium on 2012 Senior Notes (net of related debt issuance cost) Unamortized debt issuance costs on retail bonds P = 371,961 (9,258) P = 362,703 Senior Notes Pertinent terms of Globe Telecom’s 2012 Senior Notes are as follows: Date of issue April 4, 2002 Maturity April 12, 2012 Interest rate 9.75% p.a. Interest payments Semi-annual in arrears on April 15 and October 15 of each year. Interest accrues from the date of original issuance or, if interest has already been paid, from the date it was most recently paid. Interest is computed on the basis of a 360-day period comprised of twelve 30-day months. Eligible holders Bondholders of record on April 1 or October 1 immediately preceding each interest payment date. Redemption Options The 2012 Senior Notes are redeemable in whole or in part at the option of Globe Telecom at the redemption dates set forth below, after giving the required notice under the indenture, and, if at the time of such notice the Notes are listed on the Luxembourg Stock Exchange, by publishing a notice in the Luxembourg Wort. The 2012 Senior Notes may be redeemed at the following prices (for Senior Notes redeemed during the 12-month period commencing on each of the years below, expressed as percentages of the principal amount), plus accrued and unpaid interest and additional amounts thereon, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date): Redemption date On or after April 15, 2007 Redemption price 2007 2008 2009 2010 and thereafter 104.875% 103.250% 101.625% 100.000% On August 22, 2006 and September 1, 2006, Globe Telecom repurchased US$6.46 million in face value of its 2012 Senior Notes. Bond redemption costs (included in “Financing costs” account) incurred in 2006 amounted to P = 23.24 million. On January 12, 2007, the BSP approved Globe Telecom’s application to redeem the 2012 Senior Notes in 2007. Globe Telecom plans to issue a formal call to the trustee after refinancing has been secured. Covenants The 2012 Senior Notes are unsecured obligations, equal in ranking among themselves and with all of the existing and future unsecured and unsubordinated debt, subject to Article 2244 (14) of the Civil Code of the Philippines, and senior in right of payment to all future subordinated debt. Secured debt of Globe Telecom will be effectively senior to the Senior Notes to the extent of the value of the assets securing such debt and also to the extent any such indebtedness is incurred by a restricted subsidiary. In addition, under the laws of the Philippines, in the event a borrower submits to insolvency or liquidation proceedings in which the borrower’s assets are liquidated, unsecured debt of the borrower that is evidenced by a public instrument as provided in Article 2244 (14) of the Civil Code of the Philippines will rank ahead of unsecured debt of the borrower that is not evidenced by a public instrument. The 2012 Senior Notes provide certain restrictions, which includes among others, incurrence of additional debt, certain dividend payments, liens, repayments of certain debts, merger/consolidation and sale of assets in general. Bank Loans and Corporate Notes Globe Telecom’s unsecured corporate notes, which consist of fixed and floating rate notes and peso-denominated bank loans, bear interest at stipulated and prevailing market rates. The US dollar-denominated unsecured loans extended by commercial banks bear interest based on US Dollar London Interbank Offered Rate (USD LIBOR) or Commercial Interest Reference Rate (CIRR) plus margins. The loan agreements with banks and other financial institutions provide for certain restrictions and requirements with respect to, among others, maintenance of financial ratios and percentage of ownership of specific shareholders, incurrence of additional longterm indebtedness or guarantees and creation of property encumbrances. Retail Bonds In February 2004, Globe Telecom issued P = 3,000.00 million unsecured retail bonds locally with fixed and floating interest rates based on MART 1 plus margins. The retail bonds have maturities ranging from 3 to 5 years. The retail bonds may be redeemed in whole, but not in part, at any time, by giving not less than 30 nor more than 60 days prior notice, at a price equal to 100% of the principal amount of the bonds, together with accrued and unpaid interest to the date fixed for redemption, if Globe Telecom will pay additional amounts due to change in tax and/or other regulations. The agreements covering the retail bonds provide restrictions with respect to, among others, maintenance of certain financial ratios, sale, transfer, assignment or disposal of assets and creation of property encumbrances. Suppliers’ Credits Unsecured suppliers’ credits accrue interests that are either fixed or based on USD LIBOR plus margins. 15. Other Long-term Liabilities This account consists of: 2006 2005 2004 (In Thousand Pesos) ARO Noninterest bearing liabilities (Note 24) P = 1,316,612 P = 907,053 P = 769,795 1,062,635 1,235,810 2,262,283 Advance lease and service revenues (Note 24) 114,094 137,925 164,209 Accrued lease obligations and others (Note 24) 470,331 548,082 473,317 P = 2,963,672 2,828,870 3,669,604 93,422 269,737 292,589 P = 2,870,250 P = 2,559,133 P = 3,377,015 Less current portion The maturities of other long-term liabilities at nominal amounts as of December 31, 2006 follow (in thousand pesos): Due in: 2007 2008 2009 2010 2011 and thereafter P = 93,177 99,400 107,185 115,674 2,548,236 P = 2,963,672 The rollforward analysis of the Globe Group’s ARO follows: 2006 2005 2004 (In Thousand Pesos) At January 1 P = 907,053 P = 769,795 P = 519,309 281,557 44,433 182,363 128,002 92,825 68,123 P = 1,316,612 P = 907,053 P = 769,795 Capitalized to property and equipment during the year - net of reversal (Note 29) Accretion expense during the year At December 31 16. Related Party Transactions Globe Telecom and Innove, in their regular conduct of business, enter into transactions with their principal shareholders, AC and STI, and certain related parties. These transactions, which are accounted for at market prices normally charged to unaffiliated customers for similar goods and services, include the following: Globe Telecom (a) Globe Telecom has interconnection agreements with SingTel. The related net traffic settlements receivable (included in “Receivables” account in the consolidated balance sheets) and the interconnection toll income (included in “Service revenues” account in the consolidated statements of income) earned are as follows: 2006 2005 2004 (In Thousand Pesos) Traffic settlements receivable - net Interconnection toll income (b) P = 61,061 P = 335,766 P = 31,212 1,028,552 1,422,249 1,083,859 Globe Telecom and STI have a technical assistance agreement whereby STI will provide consultancy and advisory services, including those with respect to the construction and operation of Globe Telecom’s networks and communication services, equipment procurement and personnel services. In addition, Globe Telecom has software development, supply, license and support arrangements, lease of cable facilities, maintenance and restoration costs and other transactions with STI. The details of fees (included in repairs and maintenance under the “General, selling and administrative expenses” account in the consolidated statements of income) incurred under these agreements are as follows: 2006 Maintenance and restoration costs and other transactions Software development, supply, license and support Technical assistance fee P = 240,542 29,467 78,872 2005 (In Thousand Pesos) P = 266,793 143,450 35,652 2004 P = 137,111 44,360 40,409 The net outstanding balances due to STI (included in the “Accounts payable and accrued expenses” account in the consolidated balance sheets) arising from these transactions are as follows: 2006 Maintenance and restoration costs and other transactions Software development, supply, license and support Technical assistance fee (c) P = 24,203 31,004 25,606 2005 (In Thousand Pesos) P = 13,738 11,940 81,019 2004 P = 62,675 21,322 8,899 Globe Telecom reimburses AC for certain operating expenses. The net outstanding liabilities to AC related to these transactions as of December 31, 2006 were not material. (d) Globe Telecom has preferred roaming service contract with BMPL. Under this contract, Globe Telecom will pay BMPL for services rendered by the latter which include, among others, coordination and facilitation of preferred roaming arrangement among JV partners, and procurement and maintenance of telecommunications equipment necessary for delivery of seamless roaming experience to customers. Globe Telecom also earns or incurs commission from BMPL for regional top-up service provided by the JV partners. As of December 31, 2006, balances related to these transactions were not material. The summary of consolidated outstanding balances resulting from transactions with related parties follows: 2006 2005 2004 (In Thousand Pesos) Traffic settlements receivable - net (included in “Receivables” account) (Note 4) P = 61,061 Other current assets (Note 6) Accounts payable and accrued expenses (Note 12) Other long-term liabilities (Notes 15 and 24) 31,212 P = 335,766 1,651 927 946 100,413 129,420 122,959 – 1,373,735 2,426,492 Globe Group’s compensation of key management personnel by benefit type are as follows: 2006 Short-term employee benefits Share-based payments (Note 18) Post-employment benefits P = 308,039 161,628 21,682 P = 491,349 2005 (In Thousand Pesos) P = 296,191 161,731 32,938 P = 490,860 2004 P = 261,174 134,769 35,667 P = 431,610 There are no agreements between the Globe Group and any of its directors and key officers providing for benefits upon termination of employment, except for such benefits to which they may be entitled under the Globe Group’s retirement plans. 17. Equity Globe Telecom’s authorized capital stock consists of: Preferred stock - Series “A” P = 5 per share Common stock - P = 50 per share Shares 2006 2005 Amount Shares Amount Shares (In Thousand Pesos and Number of Shares) 2004 Amount 250,000 179,934 P = 1,250,000 8,996,719 250,000 200,000 P = 1,250,000 10,000,000 2006 2005 Amount Shares Amount Shares (In Thousand Pesos and Number of Shares) 158,515 P = 792,575 158,515 P = 792,575 158,515 132,080 6,603,989 131,900 6,595,022 151,905 (46,910) (53,856) P = 7,349,654 P = 7,333,741 2004 Amount 250,000 P = 1,250,000 179,934 8,996,719 Globe Telecom’s issued and subscribed capital stock consists of: Shares Preferred stock Common stock Subscriptions receivable P = 792,575 7,595,272 (64,824) P = 8,323,023 Preferred Stock Preferred stock - Series “A” has the following features: (a) Convertible to one common share after 10 years from issue date at not less than the prevailing market price of the common stock less the par value of the preferred shares; (b) Cumulative and nonparticipating; (c) Floating rate dividend; (d) Issued at P = 5 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. The dividends for preferred shares are declared upon the sole discretion of the Globe Telecom’s BOD. As of December 31, 2006, the Globe Group has no dividends in arrears to its preferred stockholders. Common Stock The rollforward of outstanding common shares are as follows: 2006 At January 1 Acquisition of treasury shares Exercise of stock options At December 31 Shares Amount 131,900 – 180 132,080 P = 6,595,022 – 8,967 P = 6,603,989 2005 Shares Amount Shares (In Thousand Pesos and Number of Shares) 139,904 (8,064) 60 131,900 P = 6,995,200 (403,211) 3,033 P = 6,595,022 139,904* – – 139,904 2004 Amount P = 6,995,200 – – P = 6,995,200 * Net of 12.00 million treasury shares acquired in 2003. Treasury Stock On February 1, 2005, the BOD approved an offer to purchase one share for every fifteen shares (1:15) of the outstanding common stock of Globe Telecom from all stockholders of record as of February 10, 2005 at P = 950.00 per share. On March 15, 2005, Globe Telecom acquired 8.06 million shares at a total cost of P = 7,675.66 million, including incidental costs. On April 4, 2005, Globe Telecom’s stockholders approved the cancellation of the 20.06 million treasury shares consisting of the 12.00 million shares acquired from Deutsche Telekom in 2003 and the 8.06 million shares acquired during the March 2005 share buyback, and the amendments of the articles of incorporation of Globe Telecom to reduce accordingly the authorized capital stock of the corporation from P = 11,250.00 million to P = 10,246.72 million. The Philippine SEC approved Globe Telecom’s application for the retirement and cancellation of the existing treasury shares on October 28, 2005. Accordingly, Globe Telecom cancelled the existing treasury shares at cost. The difference between the par value and cost of treasury stock was charged to the “Additional paid-in capital” and “Retained earnings” accounts amounting to P = 5,179.35 million and P = 9,685.80 million, respectively. Cash Dividends Information on the Globe Group’s BOD declaration of cash dividends follows: Date Per share Amount Record Payable (In Thousand Pesos, Except Per Share Figures) Preferred stock dividends declared on: December 15, 2004 December 13, 2005 December 11, 2006 Common stock dividends declared on: January 29, 2004 August 2, 2004 February 1, 2005 August 2, 2005 February 7, 2006 July 31, 2006 P = 0.47 0.43 0.41 P = 75,128 68,334 64,669 18.00 18.00 20.00 20.00 20.00 30.00 2,518,270 2,518,269 2,798,077 2,637,940 2,638,072 3,961,745 December 31, 2004 December 31, 2005 December 31, 2006 March 15, 2005 March 15, 2006 March 15, 2007 February 18, 2004 August 20, 2004 February 18, 2005 August 19, 2005 February 21, 2006 August 17, 2006 March 14, 2004 September 15, 2004 March 15, 2005 September 14, 2005 March 15, 2006 September 12, 2006 On January 29, 2004, the BOD of Globe Telecom approved a dividend policy to declare cash dividends to its common stockholders on a regular basis as may be determined by the BOD from time to time. The BOD had set out a dividend payout rate of approximately 50% of prior year’s net income payable semi-annually in March and September of each year. This will be reviewed annually, taking into account Globe Telecom’s operating results, cash flows, debt covenants, capital expenditure levels and liquidity. On July 31, 2006, the BOD of Globe Telecom amended the dividend policy increasing the dividend payout rate at approximately 75% of prior year’s net income to be implemented starting 2006’s second semi-annual cash dividend declaration. Cash Dividends Declared After Balance Sheet Date On February 5, 2007, the BOD approved the declaration of the first semi-annual cash dividend in 2007 of P = 4,358.63 million (P = 33.00 per common share) to common stockholders of record as of February 19, 2007 payable on March 15, 2007. Restrictions on Retained Earnings The retained earnings include the undistributed net earnings of consolidated subsidiaries and the accumulated equity in net earnings of an associate and JV accounted for under the equity method totaling P = 6,431.54 million as of December 31, 2006. This amount is not available for dividend declaration until received in the form of dividends from subsidiaries, the associate and the JV. The Globe Group is also subject to loan covenants that restrict its ability to pay dividends (see Note 14). 18. Employee Benefits Stock Option Plans The Globe Group has various stock-based compensation plans. The number of shares allocated under the plans shall not exceed the aggregate equivalent of 6% of the authorized capital stock. The Employees Stock Ownership Plan (ESOWN) for all regular employees (granted in 1998 and 1999) and the Executive Stock Option Plan 1 (ESOP1) for key senior executives (granted in 1998 and 2000) provide for an initial subscription price for shares covered by each grant equivalent to 85% of the initial offer price. Any subsequent subscription for the ESOP1 shall be for a price equivalent to 85% of the average closing price for the month prior to the month of eligibility. These options are settled in equity once exercised. The qualified officers and employees shall pay for the shares subscribed under the ESOWN and ESOP1 through installments over maximum periods of 5 years and 10 years, respectively. The shares of stock have a holding period of five years and the employees must remain with Globe Telecom or its affiliates over such period. The plans also provide restrictions on sale or assignment of shares for five years from date of subscription. The number of exercised shares under ESOP1 totaled 1.71 million shares with a weighted average exercise price of P = 196.75 per share. The remaining unexercised stock options under ESOWN and ESOP1 expired in 2004. Following are the additional stock option grants to key executives and senior management personnel of the Globe Group under Executive Stock Option Plan 2 (ESOP2) from 2003 to 2006: Fair Value of each Option P = 283.11 Date of Grant April 4, 2003 Number of Options Granted 680,200 Exercise Price P = 547.00 per share July 1, 2004 803,800 840.75 per share 50% of options exercisable from July 1, 2006 to June 30, 2014; the remaining 50% from July 1, 2007 to June 30, 2014 P = 357.94 Black-Scholes option pricing model June 30, 2006 749,500 854.74 per share 50% of the options become exercisable from March 24, 2008 to March 23, 2016; the remaining 50% become exercisable from March 24, 2009 to March 23, 2016 P = 292.12 Trinomial option pricing model Exercise Dates 50% of options exercisable from April 4, 2005 to April 14, 2013; the remaining 50% exercisable from April 4, 2006 to April 4, 2013 Fair Value Measurement Black-Scholes option pricing model The exercise price is based on the average quoted market price for the last 20 trading days preceding the approval date to offer the stock options. ESOP2 required the grantees to pay a nonrefundable option purchase price of P = 1,000.00. In order to avail of the privilege, the grantees must remain with Globe Telecom or its affiliates from grant date up to the beginning of the exercise period of the corresponding shares. A summary of the Globe Group’s stock option activity and related information follows: 2006 Outstanding, at January 1 ESOP2 granted on: April 4, 2003 July 1, 2004 June 30, 2006 Exercised Expired/forfeited/cancelled Outstanding, at December 31 Exercisable, at December 31 2005 2004 Weighted Average Exercise Price P = 709.77 Number of Shares 643,782 Weighted Average Exercise Price P = 546.51 41,000 795,800 – (2,700) (27,282) 1,450,600 547.00 829.17 – 547.00 535.32 P = 709.77 Number of Shares 1,281,350 Weighted Average Exercise Price P = 730.01 – – 749,500 (435,810) (4,100) 1,590,940 – – 854.75 647.80 604.32 P = 811.62 – 8,000 – (149,000) (28,250) 1,281,350 – 547.00 – 547.00 604.19 P = 730.01 447,540 P = 712.80 172,350 P = 547.00 Number of Shares 1,450,600 – P =– The average share price at date of exercise of stock options in 2006, 2005 and 2004 amounted to P = 989.03, P = 807.08 and P = 909.17, respectively. As of December 31, 2006, 2005 and 2004, the weighted average remaining contractual life of options outstanding is 8.17 years, 8.03 years and 8.94 years, respectively. The following assumptions were used to determine the fair value of the stock options at effective grant dates: June 30, 2006 July 1, 2004 April 4, 2003 Share price P = 930.00 P = 835.00 P = 580.00 Exercise price P = 854.75 P = 840.75 P = 547.00 29.51% 39.50% 34.64% 10 years 10 years 10 years Expected volatility Option life Expected dividends Risk-free interest rate 5.38% 4.31% 2.70% 10.30% 12.91% 11.46% The expected volatility measured at the standard deviation of expected share price returns was based on analysis of share prices for the past 365 days. Cost of share-based payments in 2006, 2005 and 2004 amounted to P = 161.63 million, P = 161.73 million and P = 134.77 million, respectively. Pension Plans The Globe Group has a funded, noncontributory, defined benefit pension plan covering substantially all of its regular employees. The benefits are based on years of service and compensation on the last year of employment. The information below includes the additional disclosures required under the amendments to PAS 19. The components of pension expense (included in staff costs under “General, selling and administrative expenses”) in the consolidated statements of income are as follows: 2006 Current service cost Interest cost on benefit obligation Expected return on plan assets Net actuarial losses (gains) Total pension expense Actual return on plan assets P = 92,191 67,443 (108,839) (2,605) P = 48,190 P = 191,848 2005 (In Thousand Pesos) P = 93,305 81,207 (112,833) (2,454) P = 59,225 P = 80,456 2004 P = 98,332 68,752 (91,790) 133 P = 75,427 P = 97,940 The funded status included under “Other noncurrent assets” account for the pension plan of Globe Telecom and Innove are as follows: 2006 Benefit obligation Plan assets Unrecognized net actuarial gains (losses) Asset recognized in the consolidated balance sheets P = 1,267,209 (1,254,906) 12,303 (259,740) (P = 247,437) 2005 (In Thousand Pesos) P = 648,825 (1,066,441) (417,616) 153,592 (P = 264,024) 2004 P = 603,622 (1,018,309) (414,687) 105,461 (P = 309,226) The following tables present the changes in the present value of defined benefit obligation and fair value of plan assets: Defined benefit obligation 2006 Balance at January 1 Interest cost Current service cost Benefits paid Actuarial (gains) losses Balance at December 31 P = 648,825 67,443 92,191 (62,354) 521,104 P = 1,267,209 2005 (In Thousand Pesos) P = 603,622 81,207 93,305 (69,980) (59,329) P = 648,825 2004 P = 622,508 68,752 98,332 (36,721) (149,249) P = 603,622 Fair value of plan assets 2006 Balance at January 1 Expected return Contributions Benefits paid Actuarial gains (losses) Balance at December 31 P = 1,066,441 108,839 31,603 (62,354) 110,377 P = 1,254,906 2005 (In Thousand Pesos) P = 1,018,309 112,833 14,023 (69,980) (8,744) P = 1,066,441 The Globe Group does not expect to make any contributions to its defined benefit pension plan in 2007. 2004 P = 920,989 91,790 28,015 (36,721) 14,236 P = 1,018,309 The allocation of the fair value of the plan assets of Globe Telecom as of December 31 follows: 2006 2005 2004 Investments in debt securities 72.00% 84.00% 84.00% Investments in equity securities 25.00% 15.00% 13.00% 3.00% 1.00% 3.00% 2005 89.00% 87.00% Others The allocation of the fair value of the plan assets of Innove as of December 31 follows: 2006 2004 Investments in debt securities 74.00% Investments in equity securities 17.00% 7.00% 9.00% 9.00% 4.00% 4.00% Others As of December 31, 2006, the pension plan assets of Globe Telecom and Innove include shares of stock of Globe Telecom with total fair value of P = 32.76 million, and shares of stock of other related parties with total fair value of P = 84.79 million. The assumptions used to determine pension benefits of Globe Telecom and Innove are as follows: Discount rate 2006 2005 2004 6.25% - 7.00% 13.75% 13.75% 10.30% 10.50% 10.50% 6.50% 8.50% 8.00% - 8.50% Expected rate of return on plan assets Salary rate increase The overall expected rate of return on plan assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. Amounts for the current and previous three years are as follows: 2006 Defined benefit obligation Plan assets Deficit (surplus) P = 1,267,209 1,254,906 12,303 2005 2004 2003 (In Thousand Pesos) P = 648,825 P = 603,622 1,066,441 1,018,309 (417,616) (414,687) P = 622,508 920,989 (298,481) As of December 31, 2006, experience adjustments on plan liabilities amounted to P = 72.59 million loss, while experience adjustments on plan assets amounted to P = 102.01 million gain. 19. Interest Income Interest income is earned from the following sources: 2006 Short-term placements Cash in banks Others P = 582,497 131,274 1,566 P = 715,337 2005 (In Thousand Pesos) P = 460,986 48,074 10,588 P = 519,648 2004 P = 303,868 100,385 49,785 P = 454,038 20. General, Selling and Administrative Expenses This account consists of: 2006 Staff costs (Note 18) Selling, advertising and promotions Repairs and maintenance (Note 16b) Utilities, supplies and other administrative expenses Rent (Note 24) Insurance and security services Professional and other contracted services Taxes and licenses Others 2005 (In Thousand Pesos) P = 3,518,910 4,697,406 1,877,425 1,982,396 1,839,999 1,477,739 1,495,634 831,629 1,421,124 P = 19,142,262 P = 3,564,239 3,524,546 2,122,192 2,121,369 2,080,746 1,441,091 1,394,191 756,313 1,076,244 P = 18,080,931 2004 P = 2,874,338 3,753,134 1,325,098 1,714,677 1,420,069 1,034,835 1,295,369 616,257 1,370,186 P = 15,403,963 21. Financing Costs This account consists of: 2006 2005 2004 (In Thousand Pesos) Interest expense - net of amortization of bond premium (Note 14) Foreign exchange loss (gain) - net (Note 27) P = 4,213,976 (1,706,387) P = 4,657,748 (2,303,327) P = 4,368,716 213,995 Loss on derivative instruments - net (Note 27) 338,061 104,301 – Swap and other financing costs (Notes 14 and 27) 426,712 681,871 1,744,168 P = 3,272,362 P = 3,140,593 P = 6,326,879 2006 2005 2004 (In Thousand Pesos) P = 3,982,743 4,389,733 228,768 216,437 1,993 47,512 472 4,066 4,210,778 75,777 75,910 6,251 Interest expense is incurred on the following: Long-term debt (Note 14) Accretion expense (Note 15) Suppliers’ credit Others P = 4,213,976 P = 4,657,748 P = 4,368,716 22. Impairment Losses and Others This account consists of: 2006 2005 2004 (In Thousand Pesos) Impairment losses on: Receivables (Note 4) Property and equipment (Note 7) Inventory obsolescence and market decline (Note 5) Provisions for (reversals of) other probable losses (Note 13) P = 422,834 P = 615,729 88,673 925,772 11,726 (61,392) 80,049 72,388 84,833 P = 534,948 (12,694) P = 1,608,856 P = 1,052,222 (500,889) P = 635,447 23. Income Taxes The significant components of the deferred income tax assets and liabilities of the Globe Group represent the deferred income tax effects of the following: Deferred income tax assets on: Allowance for impairment losses on receivables Unearned revenues and advances already subjected to income tax ARO Cost of share-based payments Accumulated impairment losses on property and equipment Provision for other probable losses Accrued rent expense Accrued vacation leave Inventory obsolescence and market decline Deferred charges Net unrealized foreign exchange losses MCIT NOLCO Deferred income tax liabilities on: Excess of accumulated depreciation and (a) amortization of equipment for tax purposes (b) over financial reporting purposes Capitalized borrowing costs already claimed as deduction for tax purposes Net unrealized foreign exchange gain Unamortized discount on noninterest bearing liability Gains on derivative transactions Prepaid pension Gain on sale of land Net deferred income tax liabilities (a) (b) Sum-of-the-years digit method Straight-line method 2006 2005 (In Thousand Pesos) 2004 P = 954,927 P = 1,664,166 P = 1,646,573 484,780 212,967 155,520 518,293 154,956 31,370 1,022,142 121,647 99,554 144,164 94,973 91,212 57,591 47,374 14,525 – – – 2,258,033 223,562 42,984 70,328 47,583 101,345 51,868 400,440 – – 3,306,895 143,744 66,991 36,705 9,182 74,034 96,010 1,329,102 255,215 32 4,900,931 5,077,030 4,815,995 4,542,588 1,369,788 241,894 1,352,303 – 1,319,288 – 164,094 74,072 69,291 – 6,996,169 P = 4,738,136 194,060 136,650 70,554 6,257 6,575,819 P = 3,268,924 – – 100,534 – 5,962,410 P = 1,061,479 Net deferred tax assets and liabilities presented in the consolidated balance sheets on a net basis by entity are as follows: 2006 2005 (In Thousand Pesos) 2004 Net deferred tax assets (Innove and GXI) P = 801,863 P = 1,163,943 P = 2,413,253 Net deferred tax liabilities (Globe Telecom) 5,539,999 4,432,867 3,474,732 The details of Innove and GXI’s NOLCO are as follows (in thousands): Inception Year 2003 2004 2005 2006 Amount P = 331,315 101 18,176 36,889 P = 386,481 Application (P = 331,315) – – – (P = 331,315) Balance P =– 101 18,176 36,889 P = 55,166 Expiry Year 2006 2007 2008 2009 The remaining balance of unexpired NOLCO relates to GXI. GXI has not recognized deferred income tax assets on its NOLCO. The reconciliation of the provision for income tax at statutory tax rate and the actual provision for income tax follows: 2006 Provision at statutory income tax rate Add (deduct) tax effects of: Tax rate difference arising from the change in expected timing of deferred tax assets’/liabilities’ reversal Income subjected to lower tax rates Equity in net losses of an associate and joint venture Changes in unrecognized deferred tax assets Additional deferred tax liability on wireline assets transferred due to different tax rates Income under income tax holiday (ITH) Unearned revenues under ITH Others Actual provision for income tax P = 6,110,708 (263,414) (186,738) 2,042 – – – – 41,894 P = 5,704,492 2005 2004 (In Thousand Pesos) P = 4,608,828 P = 4,071,339 (222,142) (103,462) 4,334 – – (124,864) 20 (2,058,254) – (254,486) (365,344) 198,774 P = 3,866,502 167,373 (1,074,326) (98,418) 443,822 P = 1,326,692 Globe Telecom is enfranchised under RA No. 7229 and its related laws to render any and all types of domestic and international telecommunications services. Globe Telecom is entitled to certain tax and nontax incentives and has availed of incentives for tax and duty-free importation of capital equipment for its services under its franchise. RA No. 9337 RA No. 9337 was enacted into law amending various provisions in the existing 1997 National Internal Revenue Code. Following are some of the reforms introduced by the said RA which became effective on November 1, 2005: • Increase in the corporate income tax rate from 32% to 35% with a reduction thereof to 30% beginning January 1, 2009; • Increase in VAT rate from 10% to 12% effective February 1, 2006 as authorized by the Philippine President pursuant to the • Revised invoicing and reporting requirements for VAT; recommendation of the Secretary of Finance; • Expanded scope of transactions subject to VAT; and • Increase in unallowable interest rate from 38% to 42% with a reduction thereof to 33% beginning January 1, 2009. 24. Agreements and Commitments Lease Commitments (a) Operating lease commitments - Globe Group as lessee Globe Telecom and Innove lease certain premises for some of its telecommunications facilities and equipment and for most of its business centers and cell sites. The operating lease agreements are for periods ranging from 1 to 10 years from the date of the contracts and are renewable under certain terms and conditions. The agreements generally require certain amounts of deposit and advance rentals, which are shown as part of the “Other noncurrent assets” account in the consolidated balance sheets. The Globe Group’s rentals incurred on these leases (included in “General, selling and administrative expenses” account in the consolidated statements of income) amounted to P = 2,080.75 million, P = 1,840.00 million and P = 1,420.07 million in 2006, 2005 and 2004, respectively. As of December 31, 2006, the future minimum lease payments under this operating lease are as follows (in thousand pesos): Not later than one year P = 1,724,173 After one year but not more than five years 5,799,897 After five years 2,166,055 P = 9,690,125 (b) Operating lease commitments - Globe Group as lessor Globe Telecom and Innove have certain lease agreements on equipment and office spaces. The operating lease agreements are for periods ranging from 1 to 14 years from the date of contracts. These include Globe Telecom’s lease agreement with C2C (see related discussion on Agreements with C2C). Total lease income amounted to P = 182.02 million, P = 194.01 million and P = 200.08 million in 2006, 2005 and 2004, respectively. The future minimum lease receivables under these operating leases are as follows (in thousand pesos): Within one year P = 175,051 After one year but not more than five years 700,204 After five years 743,966 P = 1,619,221 Innove entered into a lease agreement covering the lease of office space at the Innove IT Plaza to a third party. The lease has a remaining term of less than one year, renewable under certain terms and conditions. As of December 31, 2006, the future minimum lease receivables under this operating lease amounted to P = 30.34 million. (c) Finance lease commitments - Globe Group as lessee Globe Telecom and Innove have entered into finance lease agreements for various items of property and equipment. The said leased assets are capitalized and are depreciated over its estimated useful life of three years, which is also equivalent to the lease term. As of December 31, 2006, the consolidated present value of the net minimum lease payments due within a year amounted to P = 1.15 million. The present value of the minimum lease payments under finance leases is included under the “Other long-term liabilities” account in the consolidated balance sheets. (d) Finance lease commitments - Globe Group as lessor Innove has existing finance lease arrangements with a lessee for Innove’s office equipment. As of December 31, 2006, the gross investment and the present value of the net minimum lease payments receivable included under “Prepayments and other current assets” account in the consolidated balance sheets are P = 2.05 million and P = 2.02 million, respectively. No collections were received from the lessee as of December 31, 2006. Agreements and Commitments with Other Carriers Globe Telecom and Innove have existing correspondence agreements with various foreign administrations and interconnection agreements with local telecommunications companies for their various services. Globe and Innove also have international roaming agreements with other operators in foreign countries, which allow its subscribers access to foreign networks. The agreements provide for sharing of toll revenues derived from the mutual use of interconnection facilities. Arrangements and Commitments with Suppliers Globe Telecom and Innove have entered into agreements with various suppliers for the delivery, installation, or construction of their property and equipment. Under the terms of these agreements, delivery, installation or construction commences only when purchase orders are served. Billings are based on the progress of the project installation or construction. While the construction is in progress, project costs are accrued based on the billings received. When the installation or construction is completed and the property is ready for service, the balance of the related purchase orders is accrued. The consolidated accrued project costs as of December 31, 2006, 2005 and 2004 included in the “Accounts payable and accrued expenses” account in the consolidated balance sheets amounted to P = 4,548.84 million, P = 2,444.11 million and P = 3,454.29 million, respectively (see Note 12). As of December 31, 2006, the consolidated expected future payments amounted to P = 2,359.75 million. The settlement of these liabilities is dependent on the payment terms agreed with the suppliers and contractors. Agreements with C2C In 2001, Globe Telecom signed a cable equipment supply agreement with C2C, a related party of STI. In March 2002, Globe Telecom entered into an equipment lease agreement for the same equipment obtained from C2C with GB21 Hong Kong Limited (GB21). Subsequently, GB21, in consideration of C2C’s agreement to assume all payment obligations pursuant to the lease agreement, assigned all its rights, obligations and interest in the equipment lease agreement to C2C. As a result of the said assignment of receivables and payables by GB21 and C2C under the two agreements, Globe Telecom’s liability arising from the cable equipment supply agreement with C2C was effectively converted into a noninterest bearing long-term obligation accounted for at net present value under PAS 39 starting 2005. Globe Telecom entered into agreements with C2C for the purchase of IRUs in its network. The aggregate cost of capacity purchased from C2C amounted to P = 1,133.79 million. In January 2003, Globe Telecom received advance lease payments from C2C for its use of a portion of Globe Telecom’s cable landing station facilities amounting to US$4.11 million. Accordingly, based on agreed amortization schedule, Globe Telecom recognized lease income amounting to P = 13.97 million, P = 15.06 million and P = 16.32 million in 2006, 2005 and 2004, respectively. As of December 31, 2005 and 2004, C2C was still a related party of Globe Group until the transfer of Innove’s shares in C2C to C2C Group Limited on August 7, 2006 (see Note 11). As of December 31, 2006, C2C has ceased to be a related party. The current and noncurrent portions of the said advances shown as part of the “Other long-term liabilities” account in the consolidated balance sheets are as follows (see Note 15): 2006 Current Noncurrent P = 13,389 100,705 P = 114,094 2005 (In Thousand Pesos) P = 14,759 123,166 P = 137,925 2004 P = 17,760 146,449 P = 164,209 25. Contingencies Globe Telecom and Innove are contingently liable for various claims arising in the ordinary conduct of business and certain tax assessments which are either pending decision by the courts or are being contested, the outcome of which are not presently determinable. In the opinion of management and legal counsel, the eventual liability under these claims, if any, will not have a material or adverse effect on the Globe Group’s financial position and results of operations. There are no new material legal claims and no developments on previously disclosed legal cases for the year. NTC Memorandum Circular No. 13-6-2000 Globe Telecom is an intervenor in and Innove (formerly Isla Communications Co., Inc.) is a party to Civil Case No. Q-00-42221 entitled “Isla Communications Co., Inc. et. al. versus NTC, et. al.” before the Regional Trial Court (RTC) of Quezon City by virtue of which Globe Telecom and Innove, together with other cellular operators, sought and obtained a preliminary injunction against the implementation of NTC Memorandum Circular No. 13-6-2000. NTC Memorandum Circular No. 13-6-2000 sought, among others, to extend the expiration of prepaid call cards to two years. The NTC appealed the grant of the injunction to the Court of Appeals (CA) which subsequently dismissed the case before the RTC for lack of jurisdiction. The SC subsequently reversed the decision of the CA and declared the RTC as having jurisdiction over the case. The SC remanded the case to the RTC for further hearing. As of February 5, 2007, Globe Telecom is still awaiting the resumption of proceedings before the RTC. In the event, however, that Globe Telecom and Innove are not eventually sustained in their position and NTC Memorandum Circular No. 13-6-2000 is implemented in its current form, the Globe Group would probably incur additional costs for carrying and maintaining prepaid subscribers in their networks. 26. Earnings Per Share Globe Group’s earnings per share amounts were computed as follows: 2006 Net income attributable to common shareholders for basic earnings per share Add dividends on preferred shares Net income attributable to common shareholders for diluted earnings per share Weighted average number of shares for basic earnings per share Dilutive shares arising from: Convertible preferred shares Stock options Adjusted weighted average number of common stock for diluted earnings per share Basic earnings per share Diluted earnings per share 2005 2004 (In Thousand Pesos and Number of Shares, Except Per Share Figures) P = 11,690,004 64,669 P = 10,246,174 68,334 P = 11,321,114 75,128 11,754,673 10,314,508 11,396,242 131,998 133,520 139,904 800 301 982 146 872 297 133,099 P = 88.56 134,648 P = 76.74 141,073 P = 80.92 P = 88.32 P = 76.60 P = 80.78 27. Financial Instruments Financial Risk Management Objectives and Policies The main purpose of the Globe Group’s financial instruments is to fund its operations and capital expenditures. The main risks arising from the use of financial instruments are liquidity risk, foreign currency risk, interest rate risk, and credit risk. Globe Telecom also enters into derivative transactions, the purpose of which is to manage the currency and interest rate risk arising from its financial instruments. Globe Telecom’s BOD reviews and approves the policies for managing each of these risks. The Globe Group monitors market price risk arising from all financial instruments and regularly reports financial management activities and the results of these activities to the BOD. The Globe Group’s risk management policies are summarized below: Interest Rate Risk The Globe Group’s exposure to market risk for changes in interest rates relates primarily to the companies’ long-term debt obligations. Globe Telecom’s policy is to manage its interest cost using a mix of fixed and variable rate debt. Globe Telecom’s policy has been revised, to target a ratio of between 31-62% fixed rate United States Dollar (USD) debt to total USD debt, and between 44-88% fixed rate PHP debt to total PHP debt. To manage this mix in a cost-efficient manner, Globe Telecom enters into interest rate swaps, in which Globe Telecom agrees to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount. As of December 31, 2006, after taking into account the effect of currency and interest rate swaps, 74% of the Globe Group’s peso borrowings are at a fixed rate of interest, while 66% of the Globe Group’s USD borrowings are at a fixed rate of interest. Foreign Exchange Risk The Globe Group’s foreign exchange risk results primarily from movements of the PHP against the USD with respect to USDdenominated financial assets (such as cash and cash equivalents and short-term investments) and USD-denominated financial liabilities. Majority of revenues are generated in PHP, while substantially all of capital expenditures are in USD. In addition, 62% of debt as of December 31, 2006 was denominated in USD. The Globe Group recently revised its foreign exchange risk management policy to hedge its foreign currency denominated debt such that it maintains a fully hedged balance sheet position, after taking into account expected USD cash, USD swaps and expected USD revenues. Globe Telecom enters into short-term foreign currency forwards and long-term foreign currency swap contracts in order to achieve this target. As of December 31, 2006, USD debt that has been swapped to PHP and PHP-denominated loans amounted to approximately 59% of the total debt. Credit Risk Applications for postpaid service are subjected to standard credit evaluation and verification procedures. The Credit Management unit of the Globe Group continuously reviews credit policies and processes and implements various credit actions, depending on assessed risks, to minimize credit exposure. Receivable balances of postpaid subscribers are being monitored on a regular basis and appropriate credit treatments are applied at various stages of delinquency. Likewise, net receivable balances from carriers of traffic are also being monitored and subjected to appropriate actions to manage credit risk. With respect to credit risk arising from the other financial assets of the Globe Group, which comprise cash and cash equivalents, AFS financial assets and certain derivative instruments, the Globe Group’s exposure to credit risk arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The Globe Group has a counterparty credit risk management policy which allocates investment limits based on counterparty credit ratings and credit risk profile. Liquidity Risk The Globe Group seeks to manage its liquidity profile to be able to finance capital expenditures and service maturing debts. To cover its financing requirements, the Globe Group intends to use internally generated funds and available long-term and short-term credit facilities. As of December 31, 2006, Globe Group has available uncommitted short-term credit facilities of US$35.00 million and P = 5,200.00 million. The Globe Group also has P = 5,800.00 million in committed long-term facilities which remain undrawn. As part of its liquidity risk management, the Globe Group regularly evaluates its projected and actual cash flows. It also continuously assesses conditions in the financial markets for opportunities to pursue fund raising activities, in case any requirements arise. Fund raising activities may include bank loans, export credit agency facilities and capital market issues. Hedging Objectives and Policies The Globe Group uses a combination of natural hedges and derivative hedging to manage its foreign exchange exposure. It uses interest rate derivatives to reduce earnings volatility related to interest rate movements. It is the Globe Group’s policy to ensure that capabilities exist for active but conservative management of its foreign exchange and interest rate risks. The Globe Group does not engage in any speculative derivative transaction. Authorized derivative instruments include currency forward contracts (freestanding and embedded), currency swap contracts, interest rate swap contracts and currency option contracts (freestanding and embedded). Certain currency swaps are entered with option combination or structured provisions. Financial Assets and Liabilities Fair Value of Financial Instruments The following discussions are methods and assumptions used to estimate the fair value of each class of financial instrument for which it is practicable to estimate such value. Non-derivative Financial Instruments The fair values of cash and cash equivalents, short-term investments, AFS investments, subscriber receivables, traffic settlements receivable, accounts payable and accrued expenses are approximately equal to their carrying amounts considering the short-term maturities of these financial instruments. The fair value of AFS investments are based on quoted prices. Unquoted AFS equity securities are carried at cost, subject to impairment. The fair value of HTM investments is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The fair value of Globe Telecom’s outstanding Senior Notes due 2012 is based on the quoted market price of the Notes. The price of the Notes (after bifurcating the value of the embedded prepayment option) is 115.90%, with an effective interest rate of 6.18%. The fair value of other fixed rate interest bearing loans is based on the discounted value of future cash flows using the applicable rates for similar types of loans. The discount rates used range from 5.16% to 6.21% (for PHP loans) and 5.64% (for USD loans). For variable rate loans that reprice every three months, the carrying value approximates the fair value because of recent and regular repricing based on current market rates. For variable rate loans that reprice every six months, the fair value is determined by discounting the principal amount plus the next interest payment using the prevailing market rate for the period up to the next repricing date. The discount rates used range from 4.83% to 5.36% (for USD loans). The variable rate PHP loans reprice every three months. For noninterest bearing obligations, the fair value is estimated as the present value of all future cash flows discounted using the prevailing market rate of interest for a similar instrument. Derivative Instruments The fair value of forward exchange contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The fair value of embedded foreign exchange derivatives in notes that have been purchased by the Globe Group is calculated by reference to the current price of the note and the change in the foreign exchange rate that is linked to the note. The fair values of interest rate swaps, currency and cross currency swap transactions are determined using valuation techniques with assumptions that are based on market conditions existing at the balance sheet date. The fair value of interest rate swap transactions is the net present value of the estimated future cash flows. The fair values of currency and cross currency swap transactions are determined based on changes in the term structure of interest rates of each currency and the spot rate. The fair values of structured swaps transactions are determined based on quotes obtained from counterparty banks. Embedded currency options and forwards in nonfinancial contracts are valued using the simple option pricing model of Bloomberg. The embedded call option on the 2012 Senior Notes is also valued using Bloomberg models. The table below presents a comparison by category of carrying amounts and estimated fair values of the Globe Group’s financial instruments: 2006 Carrying Value 2005 Fair Value Carrying Value Fair Value (In Thousand Pesos) Financial assets: Cash and cash equivalents Short-term investments AFS investments P = 7,505,715 P = 7,505,715 P = 10,910,961 6,155,349 6,155,349 – P = 10,910,961 – 293,614 293,614 1,220,318 1,220,318 HTM investments 857,563 857,825 33,441 33,404 Receivables - net 5,527,905 5,527,905 6,764,130 6,764,130 Derivative assets 1,626,667 1,626,667 1,548,891 1,548,891 16,485,265 16,485,265 13,972,222 13,972,222 1,086,123 1,086,123 731,746 731,746 39,206,857 40,758,312 49,693,388 53,550,632 1,532,966 1,561,973 1,783,892 2,219,844 Financial liabilities: Accounts payable and accrued expenses Derivative liabilities (including current portion) Long-term debt (including current portion) Other long-term liabilities (including current portion) Traffic settlements receivable included as part of the “Receivables” account and traffic settlements payable, included as part of the “Accounts payable and accrued expenses” account in the above tables, are presented net of any related payable or receivable balances with the same telecommunications carrier only when there is a legal right of offset under the traffic settlement agreements and that the accounts are settled on a net basis. Derivative Financial Instruments The Globe Group’s freestanding and embedded derivative financial instruments are accounted for as hedges or transactions not designated as hedges. The table below sets out information about the Globe Group’s derivative financial instruments and the related fair value as of December 31: 2006 Notional Amount Derivative instruments designated as hedges: Cash flow hedges: Currency and cross currency swaps Interest rate swaps Derivative instruments not designated as hedges: Freestanding: Currency swaps and crosscurrency swaps Nondeliverable forwards Interest rate swaps Sold currency call options (including premiums receivable) Embedded: Call option on 2012 Senior Notes* Embedded forwards Embedded options Net Notional Derivative Amount Assets (In Thousands) Derivative Liabilities $55,807 12,098 P =– – P =– 8,644 P = 574,654 – 73,742 74,000 17,000 – – 2,000,000 – 23,526 139,178 402,365 66,633 17,705 3,000 – – – 293,540 6,416 898 – – – 1,425,270 30,029 20 P = 1,626,667 – 24,766 – P = 1,086,123 * Globe Telecom plans to exercise its option to redeem the 2012 Senior Notes in April 2007 (see Note 14). 2005 Notional Amount Derivative instruments designated as hedges: Cash flow hedges: Currency and cross currency swaps Interest rate swaps Derivative instruments not designated as hedges: Freestanding: Currency swaps and crosscurrency swaps Interest rate swaps Sold currency call options (including premiums receivable) Embedded: Call option on 2012 Senior Notes Embedded forwards Embedded options Net Notional Derivative Amount Assets (In Thousands) Derivative Liabilities $91,944 56,162 P =– – P = 16,657 57,491 P = 431,320 – 83,061 5,000 – 1,000,000 19,863 69,112 249,007 18,763 27,700 – 15,013 2,330 300,000 11,720 1,080 – – – 1,268,712 101,808 235 P = 1,548,891 – 30,326 – P = 731,746 Foreign exchange and interest rate risks Information on the Globe Group’s foreign currency-denominated monetary assets and liabilities and their PHP equivalents as of December 31 are as follows: 2006 Assets Cash and cash equivalents Short-term investments Receivables Prepayments and other current assets Liabilities Accounts payable and accrued expenses Long-term debt Other long-term liabilities Net foreign currency-denominated liabilities 2005 US Dollar Peso Equivalent $140,430 88 53,849 750 195,117 P = 6,887,362 4,326 2,641,048 36,774 9,569,510 $78,901 – 50,162 5,238 134,301 88,118 492,199 23,679 603,996 4,321,763 24,139,882 1,161,337 29,622,982 53,534 611,487 25,889 690,910 $408,879 P = 20,053,472 US Peso Dollar Equivalent (In Thousands) 2004 US Dollar Peso Equivalent P = 4,186,627 – 2,661,691 277,948 7,126,266 $173,563 9,574 38,516 2,490 224,143 P = 9,778,713 539,409 2,170,045 140,289 12,628,456 2,840,690 32,446,723 1,373,734 36,661,147 70,964 713,258 48,197 832,419 3,998,197 40,185,669 2,715,467 46,899,333 $556,609 P = 29,534,881 $608,276 P = 34,270,877 The following table shows information about the Globe Group’s financial instruments that are exposed to interest rate risk and presented by maturity profile. The table also sets out information about the Globe Group’s derivative instruments that were entered into to manage interest and foreign exchange risks as of December 31 (in thousands). 2006 <1 year Liabilities: Long-term debt Fixed rate USD notes Interest rate Philippine peso Interest rate Floating rate USD notes Interest rate Philippine peso Interest rate (Forward) $18,383 6.55% P = 1,306,400 10.18%-10.47% >1-<2 years $11,116 6.44% >2-<3 years >3-<4 years >4-<5 years >5 years Total (in USD) Total (in PHP) $6,140 6.44% $– – $– – $293,540 10.83% P = 2,249,800 P = 4,700,000 10.18%-10.47% 10.47%-11.70% P =– 0.00% P = 520,000 16% P = 1,087,000 13.79% – $11,111 Libor +.85% $– 155,311 $69,902 Libor+.45% Libor+1% Libor+1.20% Libor+1.375% Libor+2% Libor+2.05% Libor+3.2% Libor only; Libor + .85% $28,254 Libor + 3.20% Libor+1.75% Libor+1.20% Libor +.85% $23,822 Libor+1.20% Libor + .85% $22,222 Libor + .85% P = 797,447 Mart 1 + 1.3% margin; Mart 1 + 1% margin P = 684,423 Mart 1 + 1.3% margin; Mart 1 + 1% margin P = 1,240,373 Mart 1 + 1.3% margin; Mart 1 + 1% margin P = 2,496,923 Mart 1 + 1% 3 mo Mart + 1.30% $329,179 P = 16,144,584 Premium and Issuance Carrying Value Costs (in PHP) Fair Value (in PHP) P = 371,961 P = 16,516,545 P = 18,829,694 9,863,200 (9,258) 9,853,942 11,488,488 7,617,204 – 7,617,204 5,220,964 5,219,166 – 5,219,166 5,219,166 P = 38,844,154 P = 362,703 P = 39,206,857 P = 40,758,312 3 mo Mart1 + 1.75% Mart 1 + 1% margin <1 year Derivatives: Currency Swaps: Notional amount Weighted swap rate Pay fixed rate Cross-Currency Swaps: Floating-Fixed Notional amount Pay-fixed rate Receive-floating rate Weighted swap rate Floating-Floating Notional amount Pay-floating rate Receive-floating rate Weighted swap rate Interest Rate Swaps Fixed-Floating Notional Peso Notional USD Pay-floating rate Receive-fixed rate Floating- Fixed Notional Peso Notional USD Pay-fixed rate Receive-floating Rate Total (in USD) >1-<2 years >2-<3 years >3-<4 years >4-<5 years >5 years $13,879 $10,000 $10,000 $5,000 $15,000 $65,000 $118,879 P = 53.524 4.62%-10.25% $6,094 $417 – – – – $6,511 11% - 15.23% USD Libor P = 51.520 $3,742 $417 – – – – $4,159 Mart + 1.25% 1.90% USD Libor P = 51.028 – – – – P = 1,000,000 – – – – – – $5,000 $20,389 $5,000 Libor+ 4.23%Mart+1.375% 9.75%-11.7% – $24,098 – – P = 1,000,000 – – – – – – – $20,389 $24,098 USD 2.3% 7.1% USD Libor Mart+1.375% 2005 <1 year Liabilities: Long-term debt Fixed rate USD notes Interest rate Philippine peso Interest rate Floating rate USD notes Interest rate Philippine peso Interest rate (Forward) $20,329 4.81% -6.55% >1-<2 years $18,383 4.81% -6.55% P = 876,400 P = 1,347,650 10.37% - 10.72% 10.37% - 10.72% $91,695 $69,902 Libor only; Libor + Libor only; Libor + .45% - Libor + .45% - Libor + 3.20% 3.20% P = 985,898 Mart 1 + 1.3% margin; Mart 1 + 1.5% margin; Mart 1 + 1% margin 3 mo Mart + 1% margin 3 mo Mart + 1.38% margin >2-<3 years $11,116 6.44% >3-<4 years $6,140 6.44% P = 2,208,550 P = 5,002,000 10.37% - 10.72% 10.47% - 13.79% >4-<5 years >5 years $– – $300,000 $355,968 10.83% P =– P = 1,607,000 – 13.49% - 16% $28,254 Libor + .6755% Libor +1.63% $23,822 Libor +1.20% Libor + 1.63% $22,222 Libor +1.63% P = 797,447 P = 684,423 Mart 1 + 1.3% Mart 1 + 1.3% margin; margin; Mart 1 + 1.5% Mart 1 + 1.5% margin; margin; Mart 1 + 1% Mart 1 + 1% margin margin 3 mo Mart + 1% margin 3 mo Mart + 1.38% margin P = 1,240,373 Mart 1 + 1% 3 mo Mart + 1.375% 3 mo Mart + 1% P = 2,496,923 3 mo Mart1 + 1.75% Mart 1 + 1% margin Total (in USD) Total (in PHP) P = 18,888,369 Premium and Carrying Value Issuance Costs (in PHP) P = 467,979 Fair Value (in PHP) P = 19,356,348 P = 21,870,614 – 11,041,600 (16,256) 11,025,344 12,201,003 $11,111 $247,006 Libor +1.63% 13,106,632 − 13,106,632 13,273,951 6,205,064 − 6,205,064 6,205,064 P = 49,241,665 P = 451,723 P = 49,693,388 P = 53,550,632 <1 year Derivatives: Currency Swaps: Notional amount Weighted swap rate Pay fixed rate Cross-Currency Swaps: Floating-Fixed Notional amount Pay-fixed rate Receive-floating rate Weighted swap rate Floating-Floating Notional amount Pay-floating rate >1-<2 years >2-<3 years >3-<4 years >4-<5 years >5 years $21,548 $13,880 $10,000 $10,000 $5,000 $80,000 $140,428 P = 53.16 4.62% - 10.25% $13,755 $6,094 $417 – – – $20,266 11% - 15.23% USD Libor P = 51.64 $10,152 $3,742 $417 – – – $14,311 Mart + 1.25% 2.85% USD Libor P = 51.34 – – – – – – P = 1,000,000 – – – – $5,000 $18,846 $5,000 Libor+ 4.23%Mart+1.375% 9.75% - 11.7% $32,065 $24,098 – – – – $56,163 USD 2.3% 4.2% USD Libor Receive-floating rate Weighted swap rate Interest Rate Swaps Fixed-Floating Notional Peso Notional USD Pay-floating rate Receive-fixed rate Floating- Fixed Notional USD Pay-fixed rate Receive-floating rate Total The Globe Group’s other financial instruments that are exposed to interest rate risk are cash and cash equivalents, AFS investments and HTM investments. These mature in less than a year and are subject to market interest rate fluctuations. The Globe Group’s other financial instruments which are non-interest bearing and therefore not subject to interest rate risk are receivables, accounts payable and accrued expenses and other long-term liabilities. The subsequent sections will discuss the Globe Group’s derivative financial instruments according to the type of financial risk being managed and the details of derivative financial instruments that are categorized into those accounted for as hedges and those that are not designated as hedges. Derivative Instruments Accounted for as Hedges The following sections discuss in detail the derivative instruments accounted for as cash flow hedges. • Currency and Cross-Currency Swaps As of December 31, 2006, Globe Telecom has outstanding US$6.51 million foreign currency swap agreements with certain banks, under which it effectively swaps the principal of certain USD-denominated loan exposures into fixed PHP-denominated loan exposures with semi-annual payment intervals up to 2008. Globe Telecom also has outstanding foreign currency swap agreements with certain banks, under which it effectively swaps the principal of US$49.30 million loans into PHP up to April 2012. Under these contracts, swap costs are payable in semi-annual intervals in PHP or USD. As of December 31, 2006, the fair value of the outstanding swap amounted to P = 574.65 million loss of which P = 185.62 million (net of tax) is reported as “Cumulative translation adjustment” in the equity section of the consolidated balance sheets. Notional amount Notional amount Maturities Swap rates (In Thousands) • Floating-fixed cross-currency swaps $6,511 P = 335,438 2007 – 2008 51.520 Principal-only swaps 49,296 2,709,494 2007 – 2012 54.963 Interest Rate Swaps As of December 31, 2006, Globe Telecom has US$12.10 million in notional amount of interest rate swap that has been designated as cash flow hedge. The interest rate swap effectively fixed the benchmark rate of the hedged loan at 2.305% to 4.205% over the duration of the agreement, which involves semi-annual payment intervals up to August 2007. As of December 31, 2006, the fair value of the outstanding swap amounted to P = 8.64 million gain, of which P = 12.07 million (net of tax) is reported as “Cumulative translation adjustment” in the equity section of the consolidated balance sheets. Accumulated swap income for the year ended December 31, 2006 amounted to P = 18.31 million. Other Derivative Instruments not Designated as Hedges Globe Telecom enters into certain derivatives as economic hedges of certain underlying exposures. Such derivatives, which include embedded and freestanding currency forwards, embedded call options, and certain currency swaps with option combination or structured provisions, are not designated as accounting hedges. The gains or losses on these instruments are accounted for directly in the consolidated statements of income. This section consists of freestanding derivatives and embedded derivatives found in both financial and nonfinancial contracts. Freestanding Derivatives Freestanding derivatives that are not designated as hedges consist of currency forwards, options, swaps and interest rate swaps entered into by Globe Telecom. Fair value changes on these instruments are accounted for directly in the consolidated statements of income. • Currency Swaps and Cross-Currency Swaps Globe Telecom also has outstanding foreign currency swap agreements with certain banks, under which it swaps the principal of US$69.58 million USD-denominated loans into PHP up to April 2012. Under these contracts, swap costs are payable in semiannual intervals in PHP or USD. Of the US$69.58 million, US$2.08 million is in combination with sold out-of-the-money USD call options with a strike price of P = 62.50, while another US$20.00 million provides Globe Telecom the option to reset lower to a certain minimum the foreign exchange rate used to determine PHP equivalent amounts to be net settled by Globe Telecom upon maturity or termination. The reset option has been exercised. Globe Telecom also entered into cross-currency swap agreements with certain banks, under which it swaps the principal and interest of certain USD-denominated loans into PHP with quarterly or semi-annual payment intervals up to June 2008. As of December 31, 2006, the total outstanding notional amounts of the cross-currency swaps amounted to US$4.16 million. The fair values of the outstanding currency and cross-currency swaps as of December 31, 2006 amounted to a loss of P = 402.37 million. • Nondeliverable Forwards Globe Telecom entered into short-term nondeliverable currency forward contracts to fix the peso cash flows from coupon and redemption of certain Dollar-Linked Peso Note (DLPN) issued by the Republic of the Philippines (ROP). These currency forward contracts with a notional amount of US$74.00 million will mature in April 2007. The unrealized loss amounted to P = 43.11 million. • Interest Rate Swaps Globe Telecom has an outstanding interest rate swap contract which swaps certain floating rate USD-denominated loans into fixed rate with semi-annual payments, intervals up to August 2007. The swap has an outstanding notional amount of US$12.00 million as of December 31, 2006. The Company also has an outstanding interest rate swap with a notional amount of US$5.00 million under which it effectively swapped the 9.75% coupon on its outstanding 2012 Senior Notes into a floating rate of interest based on LIBOR. The swap has a constant maturity swap (CMS) component that is intended to reduce swap costs. The interest rate on one leg of the CMS is being reset periodically subject to a cap, while the interest rate on the fixed leg of the swap is subject to a daily range accrual that is linked to the difference between the 30-period and 10-period USD swap rates. Globe Telecom also has an outstanding interest rate swap contract with a notional amount of P = 1,000.00 million, which effectively swaps a fixed rate PHP-denominated bond into floating rate, with quarterly payment intervals up to February 2009. Globe Telecom also has outstanding interest rate swap contracts which were entered into to subsidize the cost of the outstanding currency swap contracts. The total notional amounts of these interest rate swaps amounted to P = 1,000.00 million, with quarterly payment intervals up to February 2009. The fair value of the interest rate swaps as of December 31, 2006 amounted to a net gain of P = 139.18 million and loss of P = 17.71 million. • Sold Currency Options As of December 31, 2006, Globe Telecom has a sold currency option with an outstanding notional amount of US$3.00 million at an average strike price of P = 61.25/USD maturing up to March 2007. This was entered into to subsidize the cost of outstanding currency swap contracts. The currency option has a zero fair value as of December 31, 2006. Embedded Derivatives and Other Financial Instruments Globe Group’s embedded derivatives include embedded currency derivatives noted in both financial and nonfinancial contracts and embedded call options in debt instruments. • Embedded Call Option Globe Telecom’s 2012 Senior Notes contain embedded call options which give Globe Telecom the right to prepay the notes at a certain call price per year. As of December 31, 2006, the embedded call options have a notional amount of US$293.54 million and fair value of P = 1,425.27 million. • Embedded Currency Forwards As of December 31, 2006, the total outstanding notional amount of currency forwards embedded in nonfinancial contracts amounted to US$6.42 million. The nonfinancial contracts consist mainly of foreign currency-denominated purchase orders with various expected delivery dates. The fair value of the embedded currency forwards as of December 31, 2006 on the embedded currency forwards amounted to P = 5.26 million. • Embedded Currency Options As of December 31, 2006, the total outstanding notional amount of currency options embedded in nonfinancial contracts amounted to US$0.90 million. The fair value of the embedded currency options as of December 31, 2006 amounted to P = 0.02 million. Fair Value Changes on Derivatives The net movements in fair value changes of all derivative instruments are as follows: 2006 2005 (In Thousand Pesos) At January 1 P = 817,145 P = 1,266,411 Net changes in fair value of derivatives: Designated as accounting hedges Not designated as accounting hedges Less fair value of settled instruments At December 31 (254,589) (429,336) 45,462 27,006 608,018 864,081 67,474 46,936 P = 540,544 P = 817,145 Hedge Effectiveness Results As of December 31, 2006, the effective fair value changes on Globe Telecom’s cash flow hedges that were deferred in equity amounted to P = 197.69 million, net of tax. Total ineffectiveness recognized immediately in the consolidated statements of income for the year then ended amounted to P = 1.72 million. The distinction of the results of hedge accounting into “Effective” or “Ineffective” represents designations based on PAS 39 and are not necessarily reflective of the economic effectiveness of the instruments. 28. Segment Reporting The Globe Group’s reportable segments consist of: Wireless Communications Services - represents cellular telecommunications services that allow subscribers to make and receive local, domestic long distance and international long distance and roaming calls to and from any place within the coverage area. Revenues principally consist of one-time registration fees, fixed monthly service fees for postpaid, subscription fees for prepaid discounted promotions, revenues from VAS such as text messaging and content downloads, proceeds from sale of handsets and other phone accessories, one-time allocation of upfront fees for the excess of selling price of SIM packs over the preloaded airtime and per minute airtime and toll fees for basic services which vary based primarily on the monthly volume of calls and the network on which the call terminates. Wireline Communications Services - represents fixed line telecommunications services which offer subscribers local, domestic long distance and international long distance services in addition to a number of VAS in various service areas covered by the PA and Franchise granted by the NTC. Revenues consist principally of fixed monthly basic fee for service and equipment, one-time fixed line service connection fee, VAS, and toll fees for domestic and international long distance traffic usage for voice and data services and internet subscription fees of wireline subscribers. This also includes a variety of telecommunications services tailored to meet the specific needs of corporate communications such as leased lines, Very Small Aperture Terminal (VSAT), international packetswitching services, broadband, and internet services. The Globe Group’s segment information are as follows (in thousands): 2006 Wireless Communications Services Wireline Communications Services Eliminations Consolidated P = 50,671,825 P = 6,361,794 P =– P = 57,033,619 2,888,850 26,539 – 2,915,389 Intersegment revenues 385,475 117,467 Interest income 611,271 104,066 Service revenues Nonservice revenues Other income - net Total revenue (502,942) – – 715,337 1,173,530 3,492 (731,839) 445,183 55,730,951 6,613,358 (1,234,781) 61,109,528 1,242,843 (18,080,931) General, selling and administrative (15,653,285) (3,670,489) Depreciation and amortization (14,211,642) (2,574,042) Cost of sales (4,535,197) (84,479) 941 (4,618,735) Financing costs (3,180,896) (91,466) – (3,272,362) (243,778) (291,170) – (534,948) Impairment losses and others (351,869) (17,137,553) Equity in net earnings of an associate and a joint venture Income (loss) before income tax Benefit from (provision for) income tax Net income (loss) (5,834) 17,900,319 (5,737,483) P = 12,162,836 – (98,288) 32,991 (P = 65,297) – (342,866) – (P = 342,866) (5,834) 17,459,165 (5,704,492) P = 11,754,673 Other segment information Capital expenditure P = 12,598,829 P = 2,281,624 P =– P = 14,880,453 2005 Wireless Wireline Communications Communications Services Services Eliminations Consolidated P = 48,481,323 P = 6,415,490 P =– P = 54,896,813 3,747,553 103,235 – 3,850,788 Intersegment revenues 645,090 361,265 Interest income 475,453 44,195 Service revenues Nonservice revenues Other income - net (3,611) – – 519,648 (2,764,458) 577,476 56,694,964 6,920,574 (3,770,813) 59,844,725 General, selling and administrative (17,542,682) (3,578,904) 1,979,324 (19,142,262) Depreciation and amortization (12,920,623) (2,449,546) Cost of sales (5,927,286) Financing costs Impairment losses and others Total revenue 3,345,545 (1,006,355) (363,790) (15,733,959) (142,936) 45,511 (6,024,711) (3,037,812) (102,781) – (3,140,593) (1,455,431) (153,425) – (1,608,856) Equity in net earnings of an associate and a joint venture Income before income tax Provision for income tax Net income (13,334) 15,797,796 (3,718,528) – 492,982 (147,974) P = 12,079,268 P = 345,008 P = 14,252,981 P = 1,266,973 – (2,109,768) – (P = 2,109,768) (13,334) 14,181,010 (3,866,502) P = 10,314,508 Other segment information Capital expenditure P =– P = 15,519,954 2004 Wireless Wireline Communications Communications Services Services Eliminations Consolidated P = 47,054,481 P = 5,686,877 P =– P = 52,741,358 2,848,766 18,856 – 2,867,622 Intersegment revenues 563,129 309,780 (872,909) – Interest income 383,374 70,707 (43) 454,038 Service revenues Nonservice revenues Other income - net 1,501,376 109,280 (1,203,366) 407,290 52,351,126 6,195,500 (2,076,318) 56,470,308 General, selling and administrative (13,655,870) (2,887,998) 1,139,905 (15,403,963) Depreciation and amortization (11,569,616) (2,379,011) Cost of sales (6,781,260) (81,224) Financing costs (6,345,332) Total revenue Impairment losses and others (369,379) (757,198) (14,705,825) 187,286 (6,675,198) 18,410 43 (6,326,879) (266,068) – (635,447) Equity in net earnings of an associate and a joint venture (62) Income before income tax 13,629,607 Benefit from (provision for) income tax Net income (1,409,121) – 599,609 82,429 P = 12,220,486 P = 682,038 P = 18,467,282 P = 3,235,056 – (1,506,282) – (P = 1,506,282) (62) 12,722,934 (1,326,692) 11,396,242 Other segment information Capital expenditure P =– P = 21,702,338 The segment assets and liabilities as of December 31, 2006, 2005 and 2004 are as follows (in thousand pesos): 2006 Segment assets Investments in an associate and a joint venture under equity method [1] Consolidated total assets [1] Consolidated total liabilities Wireless Communications Services P = 125,242,295 Wireline Communications Services P = 17,463,845 Eliminations (P = 18,965,502) Consolidated P = 123,740,638 37,332 P = 125,279,627 – P = 17,463,845 – (P = 18,965,502) 37,332 P = 123,777,970 P = 63,070,580 P = 1,974,920 (P = 2,953,817) P = 62,091,683 Wireless Communications Services P = 122,852,929 Wireline Communications Services P = 18,921,175 Eliminations (P = 17,878,920) Consolidated P = 123,895,184 43,263 P = 122,896,192 – P = 18,921,175 – (P = 17,878,920) 43,263 P = 123,938,447 P = 64,854,937 P = 6,416,199 (P = 2,220,423) P = 69,050,713 2005 Segment assets Investments in an associate and a joint venture under equity method [1] Consolidated total assets [1] Consolidated total liabilities 2004 Segment assets Investments in an associate and a joint venture under equity method [1] Consolidated total assets Wireless Communications Services P = 131,264,940 Wireline Communications Services P = 25,076,643 Eliminations (P = 29,107,505) Consolidated P = 127,234,078 56,597 P = 131,321,537 – P = 25,076,643 – (P = 29,107,505) 56,597 P = 127,290,675 P = 74,328,551 P = 2,738,543 (P = 5,344,800) P = 71,722,294 [1] Consolidated total liabilities [1] Consolidated total assets and liabilities do not include deferred income taxes. 29. Notes to Consolidated Statements of Cash Flows The principal noncash transactions for the years ended December 31, 2006, 2005 and 2004 are as follows: 2006 2005 2004 (In Thousand Pesos) Increase (decrease) in liabilities related to the acquisition of property and equipment Capitalized ARO (Note 15) Dividends on preferred shares P = 2,246,425 (P = 1,163,860) P = 935,909 281,557 44,433 182,363 64,669 68,334 75,128 The cash and cash equivalents account consists of: 2006 Cash on hand and in banks Short-term placements P = 2,861,698 4,644,017 P = 7,505,715 2005 (In Thousand Pesos) P = 736,200 10,174,761 P = 10,910,961 2004 P = 1,967,695 11,614,147 P = 13,581,842 Cash in banks earn interest at respective bank deposit rates. Short-term placements are made for varying periods of up to three months depending on the immediate cash requirements of the Globe Group and earn interest at the respective short-term placement rates. Globe Telecom Business Centers 24-HOUR CUSTOMER SERVICE HOTLINE 730-1000 or 211 from your Globe/TM handset GMA REGION North GMA SM FAIRVIEW PODIUM HUB Unit 2004, 2/F SM Fairview (Sales Dedicated Center) Quirino Highway corner Regalado Avenue 5/F The Podium Bldg Greater Lagro, Quezon City (near Shakey’s) ADB Avenue, Ortigas Center Mandaluyong City ALI MALL CUBAO SM NORTH EDSA Space 35, Upper Ground Ali Mall II Right Wing, SM Car Park Plaza III Araneta, Cubao SM City North Edsa ROBINSONS GALLERIA Quezon City Quezon City (near Informatics) 1-A11, G/F Robinson’s Galleria Mall CALOOCAN SM SUPERCENTER PASIG Unit F-6, 4/F Araneta Square Unit 101-102a SM Supercenter Pasig Bonifacio Monument Circle Frontera Drive, C-5 ROCKWELL HUB Caloocan City Pasig City (Sales Dedicated Center) GATEWAY SM VALENZUELA Rockwell, Makati City 3/F Gateway Mall Unit 338-339 (near bowling alley) Araneta, Cubao 3/F SM Valenzuela Super center Quezon City McArthur Highway SHANGRI-LA LINK Valenzuela City 1/F Shangri-la Plaza (near SM Cinema) Ortigas Avenue (near Pizza Hut) Unit 317, 3/F Powerplant Mall Edsa corner Shaw Blvd. GREENHILLS HUB G/F Greenhills Connecticut Carpark 1 Bldg., Ortigas Avenue Mandaluyong City (across Marks & Spencer) Central GMA SM MAKATI San Juan DIGITAL XCHANGE GLORIETTA 3 4/F Concourse Area QUEZON AVENUE (Sales Dedicated Center) SM Makati, Ayala Center Unit 103-A, G/F National Bookstore Inc. Store 6, 3/F Glorietta 3 Makati City Quezon Avenue Ayala Center, Makati City SM MEGAMALL Quezon City GLORIETTA HUB 5/F SM Megamall Building B ROBINSONS METRO EAST LINK (Sales Dedicated Center) Ortigas Center Level 1 Robinsons Metro East Unit 252/254 Pasig City Marcos Highway corner Imelda Avenue 2/F Glorietta 4 (near Megatrade) Pasig City (corner Big R) Ayala Center, Makati City (near National Bookstore) TOWER ONE Unit C SM CENTERPOINT Unit 310, 3/F SM Centerpoint PARK SQUARE 1 G/F Tower One and Exchange Plaza Magsaysay Blvd corner Araneta Avenue Park Square 1, South Drive Ayala Avenue, Makati City Sta. Mesa, Manila (near Bingo Plaza) Ayala Center, Makati City (across The Enterprise) (near exit of Park Square 1 parking) 111 South GMA SM MANILA OLONGAPO Unit 430, 4/F SM City Manila G/F 1799 Rizal Avenue ALABANG TOWN CENTER Arroceros corner Marcelino Streets West Bajac-Bajac 3/F New Wing Concepcion Avenue, Manila Olongapo City Alabang Town Center (near Chowking) SAN FERNANDO Alabang, Muntinlupa City SM SAN LAZARO G/F Provincial Administrative Bldg. BINONDO 3/F SM San Lazaro Quezon Avenue G/F & 2/F Enrique T. Yuchengco Bldg. Feliz Huertas corner Lacson Streets San Fernando, La Union 484 Quintin Paredes Street Sta. Cruz, Manila SM BAGUIO Binondo, Manila SM SOUTHMALL LINK Unit 349 & 350 2/F Cyberzone, SM Southmall 3/F SM City Baguio, Luneta Hill FESTIVAL SUPERMALL Zapote-Alabang Road Upper Session Road, Baguio City Unit 4064 A&B Las Piñas City (near RCBC Bank) SM CLARK 4/F Alabang Zapote Wing Filinvest Festival Supermall SM SUCAT LINK Unit 203-204, 2/F SM City Clark Filinvest Corporate City, Alabang 3/F SM Supersucat Center Clarkfield, Pampanga Muntinlupa City Sucat Road (near Game Worx) Paranaque City TARLAC (near SM Cinema) G/F Metrotown Mall MALL OF ASIA Juan Luna Street corner McArthur Highway Unit 202, 2/F North Parking Bldg Tarlac City SM Mall of Asia NORTH LUZON REGION URDANETA Pasay City Unit 303, 3/F Urdaneta Magic Mall MARKET! MARKET! Northwest Luzon Alexander corner Poblacion Street Urdaneta, Pangasinan Unit 444 & 445 4/F Market! Market! BALANGA LINK Lot C Bonifacio Global City G/F Recar Commercial Complex VIGAN Taguig J.P. Rizal Street Collegio Business Center, Mart 1 Balanga City, Bataan Nueva Segovia Street Vigan City METROPOINT MALL Unit 417, 4/F Metropoint Mall CANDON Edsa corner Taft Avenue KanPing Commercial Bldg Pasay City Maharlika Highway, Bgy. San Antonio Central Northeast Luzon Candon City, Ilocos Sur CABANATUAN LINK ROBINSONS PLACE MANILA LINK Space 020, 3/F Pedro Gil Wing DAGUPAN Unit 4B, G/F NE Pacific Mall Robinsons Place Unit 127, G/F Nepo Mall Dagupan Km. 111, Maharlika Highway Manila Arellano Avenue Cabanatuan City, Nueva Ecija (near Headway Barber Shop Salon) Dagupan, Pangasinan MALOLOS LINK SM BICUTAN LINK LAOAG 103-A E & R Bldg. Unit 212 Bldg B G/F Lazo Bldg. Malolos Crossing 2/F SM Bicutan Rizal corner Abadilla Street McArthur Highway corner Mabini (near SM Cinema) Barrio San Lorenzo Malolos, Bulacan (near Chowking) Laoag City 112 PLARIDEL CALAPAN SM LIPA Grid E-F & 1-2 014 JP Rizal Street 2/F SM Mall Walter Mart Supermarket San Vicente Central Calapan City Ayala Highway Cagayan Valley Road Oriental Mindoro Lipa City LEGASPI SM LUCENA 2/F Pacific Mall Unit 343, 3/F SM City Lucena SANTIAGO CITY Landco Business Park Dalahican corner Pagbilao Road Unit 7 - VMG Bldg. Bitano, Legaspi City Bgy. Ibabang Dupay Red V Barrio Banga 1 Plaridel, Bulacan Maharlika Highway, Centro East Santiago City, Isabela Lucena City NAGA 1/F LCC Central Mall SM MOLINO SM MARILAO Felix Plaza Street Unit 230, 2/F Mezzanine Unit 219, 2/F SM City Marilao Naga City SM Supercenter KM. 21 Barangay Ibayo McArthur Highway, Bulacan Molino, Cavite PUERTO PRINCESA G-7 & M-7 Pacific Plaza Bldg. SM STA. ROSA SM PAMPANGA Rizal Avenue, Puerto Princesa City Unit 281, 2/F SM City Sta. Rosa G/F SM City Pampanga Palawan Brgy. Tagapo Lagundi, Mexico, Pampanga (in front of Play & Display) Sta. Rosa City, Laguna SAN PABLO Unit 30 Ultimart Shopping Mall TAGAYTAY SOLANO M. Paulino Street K1-K3 Magallanes Square 225 J.P. Rizal Avenue San Pablo, Laguna Tagaytay City Maharlika Highway, Solano Nueva Vizcaya SM BACOOR 3/F SM Bacoor TUGUEGARAO Aguinaldo Highway corner Tirona Unit 57-B Chowking Bldg. Bacoor, Cavite Balzain Road (in front of Bingo Bonanza) VISAYAS BACOLOD Tuguegarao City Cagayan Valley SM BATANGAS 3/F Robinsons Place (beside Chowking) 2/F SM City Batangas Mandalagan, Bacolod City Units 229& 230, Pastor Village Pallocan West, Batangas City SOUTH LUZON REGION CEBU AYALA CENTER 2/F Paseo Verde, Ayala Center SM DASMARINAS Cebu Business Park 2/F SM Dasmarinas Cebu City South Luzon Governors Drive 1 Brgy. Sampaloc, Dasmarinas DUMAGUETE CALAMBA Cavite G/F Sol Y Mar Bldg 2/F J. Alcasid Bldg. San Juan Street cor Rizal Blvd. Crossing Dumaguete City Calamba, Laguna (in front of the Blvd.) (in front of Mercury Drug Store) 113 ELIZABETH MALL TAGBILARAN SM DAVAO T-020, 3/F Elizabeth Mall Digal Bldg. 3/F SM City Davao N Bacalso corner Keon Kilat Streets Carlos P. Garcia Avenue Ecoland Subdivision, Quimpo Blvd. Cebu City Tagbilaran City Davao City (near SM Cinema) TAGUM KALIBO G/F NCCC Mall L/G Gaisano City MINDANAO National Highway Roxas Avenue Extension Tagum City BUTUAN VP DAVAO 3/F Gaisano Mall 2/F Victoria Plaza CALBAYOG J.C. Aquino Avenue J.P. Laurel Avenue Unit 2 Crown Bldg. Butuan City Bajada, Davao City CAGAYAN DE ORO ZAMBOANGA Bgy. Andagao Kalibo, Aklan Magsaysay Blvd. Calbayog City, Western Samar Unit 313, 3/F SM City Door 2&3 ARV Bldg. ROXAS CITY Gran Via Street corner Mastersons Avenue San Jose Road Area 9 Gaisano Arcade Cagayan De Oro City Zamboanga City Arnaldo Boulevard Roxas City CDO LIMKETKAI Unit M2-101 Limketkai Mall SM CEBU Entrance 2, Lapasan Highway 3/F SM City Cebu Cagayan De Oro North Reclamation Cebu City COTABATO CITY (near Megatrade) G/F El Marco Bldg. Sinsuat Avenue SM DELGADO Cotabato City Ground Floor, SM Delgado corner Valeria & Delgado Streets GENERAL SANTOS Iloilo City Unit 201, 2/F KCC Mall of Gensan J. Catololico Avenue SM ILOILO General Santos City 2/F SM City Iloilo B. Aquino Avenue ILIGAN Mandurriao G/F Kimberly Bldg. Iloilo City National Highway Tibanga, Iligan City TACLOBAN Uyping Commercial Bldg. OZAMIZ Justice Romualdez Street B-5, G/F Gaisano Ozamis City Mall Tacloban City Rizal Avenue corner Zamora Extension Ozamiz City, Misamis Occidental 114 Globelines Payments and Services Center CUSTOMER CARE DIRECTORY Luzon (02) 9198888 Visayas & Mindanao (032) 4108888 or 171 from any Globelines Metro Manila SM NORTH EDSA Batangas Unit 158-B, G/F Cyberzone Carpark Bldg. ALABANG SM North Edsa LEMERY 1014 G/F Festival Mall North Avenue, Quezon City CJ Bldg. Independencia Street Filinvest Corporate City Alabang UN AVENUE Lemery, Batangas G/F Globe Telecom UN Building GLOBE TELECOM PLAZA (PIONEER) United Nations Avenue SM BATANGAS Upper Ground Floor Ermita, Manila G/F SM City Batangas Brgy. Pallocan West, Batangas City Globe Telecom Plaza Tower 1 Pioneer corner Madison Streets Mandaluyong City South Luzon MARIKINA Cavite SM LIPA 2/F SM City Lipa Ayala Highway Lipa City, Batangas 2/F, Blue Wave Mall Sumulong Highway corner G. Fernando Ave. BACOOR Brgy. Sto. Nino General Tirona Highway Marikina City Barangay Dulong Bayan Oriental Mindoro CALAPAN Bacoor, Cavite G/F Ferraren Bldg. PARK SQUARE 2 G/F Park Square Bldg. GENERAL TRIAS M. Leuterio Street, San Vicente Ayala Center, Makati City 2/F Trinidad Ybay Building Calapan City, Oriental Mindoro National Highway, Brgy. Tejero SM MEGAMALL General Trias, Cavite East Visayas 4/F SM Megamall B Cyberzone Area MOLINO Doña Julia Vargas Avenue 2/F SM Supercenter Mandaluyong City Molino IV Cebu AYALA CENTER Bacoor, Cavite 2/F West Entrance SM STA. MESA 3/F SM Sta. Mesa SM DASMARINAS Paseo Ciudad, Ayala Center Aurora Boulevard 2/F SM City Dasmarinas Cebu Business Park Quezon City Governor’s Drive 1, Barangay Sampaloc Cebu City Dasmarinas, Cavite 115 BOGO UBAY Fernan Street N. Reyes Street Negros Oriental Bogo, Cebu Poblacion Ubay DUMAGUETE Bohol G/F Sol y Mar Bldg. CARCAR Rizal Blvd. corner San Juan Street Leyte Dumaguete City MAASIN TANJAY Maasin Port Terminal Kyle’s Foodshoppe ELIZABETH MALL Commercial Complex Magallanes Street, Tanjay City 2/F Elizabeth Mall Demeterio Street Sanciangko corner L. Kilat Streets Agbao, Maasin City Panay ORMOC GAISANO ILOILO MANDAUE MFT Bldg. 2/F Gaisano City 2/F Fortune Square Bldg. Real Street La Paz, Iloilo City M.C. Briones Highway Ormoc City corner A.S. Fortuna Street POTOTAN Mandaue City TACLOBAN Teresa Magbanua Street 22 P. Burgos Street Pototan, Iloilo Door 2 Sharon Uy Bldg. Poblacion 3, Awayan Carcar, Cebu Cebu City PARDO Tacloban City Prince Warehouse Club SM CITY ILOILO Bulacao, Pardo Samar 2/F SM City Iloilo Cebu City Diversion Road BORONGAN Mandurriao, Iloilo City SM CEBU 2/F Wilsam Uptown Mall 2/F SM City Cebu Borongan, Samar Capiz North Reclamation Area ROXAS Cebu City West Visayas TOLEDO 2/F Nesbel and Sons Bldg. Negros Occidental P. Gomez corner Legaspi Streets Roxas City Antique P. Rodriguez Street Toledo City BACOLOD 27th corner Lacson Streets SAN JOSE Bohol Mandalangan, Bacolod City T. Fornier Street San Jose, Antique ISLAND CITY MALL (GPS I.C.M) HINIGARAN U/G Island City Mall 2/F Cor. Rizal and Aguinaldo Streets Aklan Dao District Hinigaran, Negros Occidental KALIBO Tagbilaran City SAN CARLOS Arch. Reyes Street TAGBILARAN CL Ledesma Sr. Avenue Kalibo, Aklan Door 5 EB Gallares Bldg. San Carlos City Negros Occidental Carlos P. Garcia Avenue Tabilaran City SAGAY Mindanao ATB Bldg., Maranon Street TUBIGON Poblacion II DAVAO Pooc Occidental, Poblacion Sagay City, Negros Occidental 3/F NCCC Mall Tubigon, Bohol McArthur Highway Matina, Davao 116 Corporate Offices Shareholder Services GLOBE TELECOM, INC. For inquiries regarding dividend payments, change of address and account status, and lost or damaged stock certificates, 5th Floor, Globe Telecom Plaza 1 please contact our stock transfer agent: Pioneer corner Madison Streets 1552 Mandaluyong City Bank of the Philippines Islands Philippines Stock Transfer Office Trunkline (02) 7302000 16th Floor, BPI Building Fax: Ayala Avenue corner Paseo de Roxas (02) 7392000 Makati City Website: www.globe.com.ph Philippines Subsidiaries INNOVE COMMUNICATIONS, INC. Tel: (02) 8169067 (02) 8169321 Fax: (02) 8455515 Investor Relations Innove Corporate Office (Luzon) GT Telepark For inquiries from institutional investors, the financial community 111 Valero Street, Salcedo Village and analysts, please contact the Investor Relations team: Makati City Philippines 5th Floor, Globe Telecom Plaza 1 Tel: (02) 7302000 Pioneer corner Madison Streets Fax: (02) 7392000 1552 Mandaluyong City Philippines Innove Corporate Office (Visayas) Tel: (02) 7302820 Innove Plaza (02) 7303251 Samar Loop corner Panay Road Fax: (02) 7390072 Cebu Business Park Email: [email protected] Philippines Tel: (032) 4158888 Fax: (032) 4158822 Customer Services For inquiries about our wireless and wireline products and G-XCHANGE, INC. services, please contact our customer service: 6th Floor, Globe Telecom Plaza 1 Pioneer corner Madison Streets 1552 Mandaluyong City Philippines Tel: (02) 7302000 Fax: (02) 7392000 Hotline: (02) 7301000 Email: [email protected] Stock Trading Information Globe Telecom, Inc. is listed on the Philippine Stock Exchange. Ticker symbol: GLO Agency K2 Interactive (Asia) Inc. Photography Wig Tysmans (Portraiture / Cover), Tom Epperson (Portraiture / Operationals) 117 GLOBE TELECOM, INC. A member of the Ayala group of companies 5F Globe Telecom Plaza I, Pioneer corner Madison Streets, 1552 Mandaluyong City, Pasig
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