results of operations - Aboitiz
results of operations - Aboitiz
results of operations - Aboitiz
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CONTENTS<br />
Financial Highlights 2<br />
Report to our Stockholders<br />
from your Chairman 3<br />
from your President & CEO 4<br />
from your Chief Operating Officer 10<br />
(Results <strong>of</strong> Operations)<br />
from your Chief Financial Officer 28<br />
from your Chief Compliance Officer 29<br />
Features: Powered for Growth<br />
THE 360-MW MAGAT HYDRO PLANT 33<br />
Boosting power generating capacity<br />
HEDCOR DAVAO HYDRO PROJECTS 35<br />
Powering Mindanao with Cleanergy<br />
DAVAO LIGHT AND POWER COMPANY 37<br />
Preparing for future growth<br />
VISAYAN ELECTRIC COMPANY 39<br />
Powering booming Cebu<br />
ABOITIZ ENERGY SOLUTIONS, INC. 39<br />
Expanding its services<br />
UNIONBANK 41<br />
Moving closer to FOCUS 2010<br />
CITY SAVINGS BANK 43<br />
Positioning for more growth<br />
THE FOOD GROUP 45<br />
Gearing up for major expansions<br />
ABOITIZ TRANSPORT SYSTEM 47<br />
Providing complete logistics &<br />
supply chain solutions<br />
ABOITIZ GROUP FOUNDATION, INC. 49<br />
Enhancing programs to serve<br />
more beneficiaries<br />
CHRISTMAS OUTREACH PROJECT 50<br />
Expressing passion to serve<br />
TYPHOON MILENYO 51<br />
VOLUNTEER ASSISTANCE<br />
Service beyond our borders<br />
ABOITIZ FUTURE LEADERS’ 53<br />
BUSINESS SUMMIT<br />
Developing tomorrow’s leaders today<br />
Location <strong>of</strong> Operations 54<br />
Corporate Structure 54<br />
The Board <strong>of</strong> Directors 55<br />
Corporate Officers 56<br />
Financial Statements 58
Growth<br />
POWERED FOR
FINANCIAL HIGHLIGHTS<br />
06<br />
05<br />
04<br />
Revenues<br />
(IN MILLION PESOS)<br />
06<br />
05<br />
04<br />
EBITDA<br />
(IN MILLION PESOS)<br />
06<br />
05<br />
5,860<br />
04<br />
2,452<br />
Net Income to Common<br />
(IN MILLION PESOS)<br />
06<br />
05<br />
04<br />
Earnings per share<br />
(IN PESOS)<br />
06<br />
05<br />
04<br />
497<br />
6,527<br />
3,159<br />
0.51<br />
597<br />
Cash Dividend to Common<br />
(IN MILLION PESOS)<br />
22,411<br />
6,995<br />
3,754<br />
0.65<br />
736<br />
26,711<br />
26,923<br />
0.76<br />
04 15,909<br />
Market Capitalization<br />
(IN MILLION PESOS)<br />
04 36,593<br />
Total Assets<br />
(IN MILLION PESOS)<br />
23,792<br />
04<br />
17,211<br />
Stockholders' Equity<br />
(IN MILLION PESOS)<br />
06<br />
05<br />
04<br />
AEV Stock Price High Low Close<br />
January 2006 to April 2007 9.90 4.75 9.10<br />
Outstanding Shares as <strong>of</strong> April 30, 2007 5,694,599,621<br />
06<br />
05<br />
06<br />
05<br />
06<br />
05<br />
38,276<br />
4,623<br />
4,568<br />
Cash & Cash Equivalents<br />
(IN MILLION PESOS)<br />
20,161<br />
23,078<br />
40,844<br />
8,010<br />
34,665<br />
FINANCIAL SUMMARY<br />
For the Year (in million pesos)<br />
2004<br />
As restated * 2005 2006<br />
% change<br />
06 vs ‘05<br />
REVENUES 22,411 26,923 26,711 -0.8%<br />
OPERATING PROFIT<br />
Operating pr<strong>of</strong>it from ordinary activities 1,811 2,142 2,328 8.7%<br />
Equity in Net Earnings <strong>of</strong> Associates 1,532 2,155 2,115 -1.9%<br />
Interest Expense - net (1,018) (1,012) (877) -13.3%<br />
Other Income 821 401 743 85.4%<br />
Income before income tax 3,146 3,686 4,308 16.9%<br />
Provision for income tax (531) (469) (494) 5.4%<br />
Income before minority interest 2,615 3,217 3,814 18.5%<br />
Minority interest (162) (58) (60)<br />
Net Income to Common 2,452 3,159 3,754 18.8%<br />
At Year End (in million pesos)<br />
Total Assets 36,593 38,276 40,844 6.7%<br />
Total Liabilities ** 18,223 16,936 16,561 -2.2%<br />
Minority Interest 1,158 1,178 1,205 2.3%<br />
Equity Attributable to Equity<br />
Holders <strong>of</strong> the Parent ** 17,211 20,161 23,078 14.5%<br />
EBITDA 5,860 6,527 6,995 7.2%<br />
Per Share (in pesos)<br />
Earnings 0.51 0.65 0.76 16.9%<br />
Book Value 3.57 4.11 4.66 13.4%<br />
Cash Dividends (Common) 0.10 0.12 0.15 25.0%<br />
Financial Ratios<br />
Current Ratio 1.31 1.29 2.07 60.3%<br />
Debt-to-Equity Ratio 1.06 0.84 0.72 -14.6%<br />
Net Debt-to-Equity Ratio 0.55 0.37 0.17 -55.8%<br />
* Figures were restated as a result <strong>of</strong> the full adoption <strong>of</strong> Philippine Financial Reporting Standards (PFRS) and <strong>of</strong> the reorganization <strong>of</strong> the Transport Group.<br />
** 2004 figures were adjusted to treat redeemable preferred shares as debt, to be comparative with 2005 and 2006 figures.<br />
2 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
REPORT TO OUR STOCKHOLDERS<br />
FROM YOUR CHAIRMAN<br />
Growth<br />
POWERED FOR<br />
Dear Shareholders and Friends,<br />
We are pleased with what your company accomplished in 2006,<br />
reaching record levels in sales and pr<strong>of</strong>its. It was an interesting and<br />
exciting year as we formed strategic business partnerships and<br />
acquired major investments that have well positioned your company<br />
for future growth. We now find ourselves on the throes <strong>of</strong> further<br />
expansion and our businesses are certainly powered for growth.<br />
Not only are we preparing our operating systems for future growth,<br />
we are also focusing on talent management programs across our<br />
organization. We continue to be relentless in honing the talents<br />
<strong>of</strong> our team members, training them to handle the challenges <strong>of</strong><br />
growth. The development and empowerment <strong>of</strong> our human<br />
resources are most crucial to your company’s future success.<br />
We are fortunate to have driven, energetic, <strong>results</strong>-oriented people<br />
who seek innovative yet practical solutions to their day-to-day<br />
work. Our teams are passionate about succeeding, constantly raising<br />
the bar, pursuing excellence in everything that they do. They<br />
know the importance <strong>of</strong> keeping stakeholders satisfied and happy.<br />
They demonstrate personal discipline, living out our time-honored<br />
corporate values <strong>of</strong> trust, fairness and integrity. Furthermore,<br />
our branding initiatives have renewed our teams’ passion to be<br />
driven…driven to lead, driven to excel, driven to serve.<br />
As we confront our future with optimism, we remain committed<br />
to our strategy to focus on our core investments, our people,<br />
our customers and our systems. We will continue to be low-cost<br />
producers, maintain a balanced investment portfolio, and aim to<br />
become world-class. We reconfirm our belief that the surest way to<br />
sustained and pr<strong>of</strong>itable growth is to stick to what we do best and<br />
rely on our proven competencies to fuel our growth.<br />
We thank you, our shareholders, for your continued support and<br />
confidence over the years. We too are grateful to our business<br />
partners for their trust and cooperation. And <strong>of</strong> course to all the<br />
team members that make up <strong>Aboitiz</strong> Equity Ventures (AEV), we<br />
thank you for your untiring efforts and valuable contributions to the<br />
company. Let us continue to work together to pursue our growth<br />
goals for the benefit <strong>of</strong> all stakeholders.<br />
Roberto E. <strong>Aboitiz</strong><br />
CHAIRMAN OF THE BOARD<br />
As we confront our<br />
future with optimism,<br />
we remain committed<br />
to our strategy to<br />
focus on our core<br />
investments, our<br />
people, our customers<br />
and our systems.<br />
We will continue to be<br />
low-cost producers,<br />
maintain a balanced<br />
investment portfolio,<br />
and aim to become<br />
world-class.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 3
REPORT TO OUR STOCKHOLDERS<br />
FROM YOUR PRESIDENT AND CHIEF EXECUTIVE OFFICER<br />
Growth<br />
POWERED FOR<br />
We are very pleased<br />
to report that 2006<br />
was again another<br />
record year for your<br />
company as it posted<br />
a pr<strong>of</strong>it <strong>of</strong> π3.7<br />
billion, an increase<br />
<strong>of</strong> 19% over 2005<br />
earnings. Return on<br />
equity was 19.2% as<br />
all companies were<br />
pr<strong>of</strong>itable.<br />
Dear Shareholders and Friends,<br />
We are very pleased to report that 2006 was again another record<br />
year for your company as it posted a pr<strong>of</strong>it <strong>of</strong> π3.7 billion, an<br />
increase <strong>of</strong> 19% over 2005 earnings. Return on equity was 19.2%<br />
as all companies were pr<strong>of</strong>itable.<br />
Your company remained focused on enhancing and maximizing the<br />
value <strong>of</strong> all our existing businesses and new investments while<br />
continuing to provide shareholders with attractive dividend yields.<br />
POWER<br />
In 2006, AEV’s power group remained the largest contributor to<br />
the company’s pr<strong>of</strong>it, up 12% from the previous year. The electricity<br />
generation and distribution businesses turned in almost equal<br />
contributions to AEV’s income.<br />
Our power distribution utilities generally experienced little growth<br />
in energy sales volume due to a very slow first half 2006. But sales<br />
volume picked up in the second half, making us optimistic about<br />
future growth. Increased efficiency and productivity across all our<br />
utilities and strong contributions from Visayan Electric Company<br />
(VECO) and Davao Light and Power Company (DLPC) were<br />
responsible for the 21% increase in contribution over 2005.<br />
The distribution group also spent 2006 consolidating its gains and<br />
preparing for the future. In March, San Fernando Electric finally<br />
received approval for its rate unbundling. VECO and DLPC completed<br />
the process <strong>of</strong> obtaining regulatory approvals for existing power<br />
supply, and both successfully searched for new sources <strong>of</strong> power<br />
for their future requirements, given the limits <strong>of</strong> National Power<br />
Corporation's (Napocor) available capacity.<br />
Our distribution utilities also concluded agreements with National<br />
Transmission Corporation (TransCo) for the acquisition <strong>of</strong> all subtransmission<br />
assets within their franchise areas, including the creation<br />
<strong>of</strong> several consortia with neighboring cooperatives for shared assets.<br />
In generation, our hydro plants in Luzon and Davao performed<br />
well exceeding their budgets for the year in kilowatt-hour (kwh)<br />
sales and pr<strong>of</strong>its. All plants had very high availability factors<br />
thereby maximizing production during the rainy season.<br />
4 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
The winning bid by SN Power <strong>Aboitiz</strong>, a joint venture between<br />
<strong>Aboitiz</strong> Power Corporation and SN Power <strong>of</strong> Norway, for the<br />
360-megawatt (MW) Magat power plant was the major<br />
highlight in 2006. To date, the plant located in Isabela is the<br />
largest hydroelectric facility to be privatized by government.<br />
BANKING<br />
UnionBank, in continuing to take steps towards its Focus 2010<br />
goals, acquired the International Exchange Bank (iBank) in<br />
June. At yearend 2006, it was No. 7 among private domestic<br />
universal banks in terms <strong>of</strong> size with close to π183 billion in<br />
total resources. It is the eigth largest in branch network with<br />
186 branches. Its organic expansion pushed asset base equivalent<br />
to a growth rate <strong>of</strong> 71.3%. Deposits almost doubled.<br />
UnionBank has maintained its rank as among the best banks<br />
in the country on key performance ratios <strong>of</strong> liquidity and<br />
return on assets.<br />
2006 was a record year for City Savings Bank (CSB) with<br />
resources up by 77% over the previous year. Total deposits<br />
grew by 82%, allowing the bank to expand its loan portfolio<br />
by 98% and still maintain a strong capital adequacy ratio.<br />
With the lifting by the Bangko Sentral <strong>of</strong> the moratorium on<br />
branch expansions, CSB bought all the assets <strong>of</strong> CSB Finance<br />
branches and opened new branches in Cagayan de Oro City and<br />
in Roxas City. These bring to 16 the total number <strong>of</strong> branches<br />
in the Visayas and Mindanao.<br />
TRANSPORT<br />
Although the transport group experienced another challenging<br />
year, it ended 2006 with a pr<strong>of</strong>it. We continued to deal with high<br />
fuel prices coupled with stiff competition in passage from low<br />
airline fares, short Roll On-Roll Off (RoRo) ferries and buses.<br />
The group continued to make substantial gains in our pure<br />
RoRo and logistic services, which have been widely accepted<br />
by the market for being very efficient and cost effective.<br />
We began to focus our operating model more towards the<br />
freight part <strong>of</strong> the business and chartered the container ship<br />
2GO1 to serve Southern Mindanao.<br />
In December, we concluded the sale <strong>of</strong> two<br />
SuperFerries resulting in booking a gain on<br />
the sale <strong>of</strong> the first vessel delivered that<br />
same month. The second ship will be<br />
delivered in the second quarter <strong>of</strong><br />
2007. In re-aligning our investments,<br />
we also divested <strong>of</strong><br />
DIPPSCOR, the port service<br />
company we own in<br />
Davao, also realizing a<br />
gain on the sale.<br />
Proceeds from the<br />
sales allowed <strong>Aboitiz</strong><br />
Transport to reduce its<br />
interest-bearing debt<br />
by π1.2 billion,<br />
strengthening the<br />
company’s balance<br />
sheet and reducing<br />
interest expenses.<br />
UnionBank, in continuing<br />
to take steps towards<br />
its Focus 2010 goals,<br />
acquired the International<br />
Exchange Bank (iBank) in<br />
June. At yearend 2006, it<br />
was No. 7 among private<br />
domestic universal banks<br />
in terms <strong>of</strong> size with π183<br />
billion in total resources.<br />
It is the 8th largest in<br />
branch network with<br />
186 branches.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 5
We intend to list<br />
<strong>Aboitiz</strong> Power<br />
Corporation (APC)<br />
on the Philippine<br />
Stock Exchange<br />
through an initial<br />
public <strong>of</strong>fering.<br />
AEV will put all its<br />
distribution assets<br />
in APC and make it<br />
the Philippines’only<br />
truly integrated<br />
power company.<br />
FOOD<br />
The food group again turned in a very<br />
strong performance, increasing its income<br />
contribution to AEV by 34%.<br />
Volumes in the flour business were sluggish<br />
and remained at par with that <strong>of</strong> 2005.<br />
Feed volumes, on the other hand, grew by<br />
an aggregate 18%, coming from increases<br />
in internal use and from commercial sales.<br />
It was a year characterized by high volatility<br />
in the prices <strong>of</strong> raw material and consistent<br />
increase in both local and international<br />
freight rates. In spite <strong>of</strong> this, the group was<br />
successful in managing its pr<strong>of</strong>it margins.<br />
Fil-Am Foods continued to finalize its<br />
expansion plans for breeder and finisher<br />
From the mill, sacks <strong>of</strong> flour are shipped direct to the<br />
widest network <strong>of</strong> dealers throughout the country.<br />
farms in Luzon, as well as for another<br />
feedmill in Mindanao. These projects are<br />
expected to come on line towards the latter<br />
part <strong>of</strong> 2007 and beginning <strong>of</strong> 2008.<br />
Pilmico divested 50% <strong>of</strong> its holdings in its<br />
joint venture yeast business and is<br />
now focusing on projects in<br />
the flour business, as well<br />
as on new ventures that<br />
may come forward.<br />
OUTLOOK<br />
We approach our<br />
future with great<br />
optimism, excitement<br />
and high expectations <strong>of</strong><br />
what we, as a group, will<br />
achieve through initiatives<br />
we are ready to implement.<br />
All our companies are<br />
powered for growth.<br />
Power<br />
As disclosed on January 11, 2007 and<br />
approved by AEV shareholders on February<br />
27, 2007, we intend to list <strong>Aboitiz</strong> Power<br />
Corporation (APC) on the Philippine Stock<br />
Exchange through an initial public <strong>of</strong>fering<br />
(IPO). AEV will put all its distribution assets<br />
in APC and make it the Philippines’ only truly<br />
integrated power company.<br />
Through this IPO, we intend to raise capital<br />
to continue our expansion in the power<br />
sector through investments in new projects.<br />
On April 25, 2007, the Power Sector Assets<br />
and Liabilities Management Corporation<br />
(PSALM) turned over the 360-MW Magat<br />
hydro complex to SN <strong>Aboitiz</strong> Power.<br />
We have began upgrading the facility to<br />
improve efficiency and production.<br />
Our Norwegian partners SN Power are<br />
also conducting studies on the possible<br />
expansion <strong>of</strong> the plant’s facilities.<br />
After winning a competitive bid to supply<br />
power to Davao Light, Hedcor is developing<br />
the 42-MW Sibulan and 31-MW Tamugan<br />
hydro projects in the Davao area. We hope<br />
to break ground on the Sibulan project in<br />
the first half <strong>of</strong> 2007.<br />
We will continue to vigorously bid for<br />
selected Napocor assets and expand our<br />
generation business with greenfield plants<br />
especially in areas where they can work<br />
with our distribution utilities.<br />
6 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
We also hope to capitalize on the strengths provided by our<br />
strategic partners in areas like energy trading and optimizing<br />
production. Anticipating retail competition in the industry,<br />
we have already obtained licenses for retail electricity supply<br />
and for wholesale aggregation.<br />
In power distribution, we plan to leverage our expertise by<br />
looking for opportunities to expand our power distribution<br />
business. We look forward to moving our utilities to the<br />
Performance Based Ratemaking system where we believe<br />
the efficiency <strong>of</strong> our <strong>operations</strong> can be properly rewarded.<br />
Banking<br />
For banking, 2007 will be a year <strong>of</strong> both financial and<br />
operational consolidation to create a solid platform for<br />
renewed growth in the future. We expect to complete the<br />
full integration <strong>of</strong> iBank, produce cost synergies and improve<br />
revenue from increased and new products distributed<br />
throughout our expanded network.<br />
In April 2007, UnionBank undertook an <strong>of</strong>fering <strong>of</strong> new<br />
shares to the domestic and international markets wherein<br />
it proposed to raise about US$ 111 million, not only to<br />
strengthen the bank’s capital structure but also to increase<br />
business and expansion opportunities. The new shares will<br />
also increase and improve the liquidity <strong>of</strong> the stock.<br />
City Savings Bank will continue its spectacular growth by<br />
expanding its branch network in the VisMin area. We are<br />
also planning to enter the Luzon area. We will continue to<br />
grow our loan portfolio without sacrificing credit quality.<br />
Food<br />
In food, we expect the business to continue to excel. Our<br />
business units will pursue further market expansion and focus<br />
on auxiliary investments that will further bring down costs.<br />
We are in the process <strong>of</strong> constructing a<br />
new feed mill in our Iligan complex<br />
to serve our Visayas and Mindanao<br />
customers more efficiently.<br />
Transport<br />
Since the first quarter <strong>of</strong> 2007,<br />
our transport group has been<br />
operating on a new business<br />
model that enables us to be<br />
more competitive, flexible and<br />
pr<strong>of</strong>itable. The direction is to<br />
recreate the freight business<br />
model, one that would focus on<br />
increasing capacity and RoRo<br />
movement. The entry <strong>of</strong> the 2GO1<br />
container ship and the conversion<br />
<strong>of</strong> some passenger capacity in existing<br />
passenger vessels to more RoRo and cargo<br />
capacity are part <strong>of</strong> that direction.<br />
In January 2007, 2GO launched its Supply Chain Division as<br />
part <strong>of</strong> providing customers with a fully integrated supply<br />
chain management system that will not only distribute<br />
products more efficiently and faster but also reduce cost<br />
<strong>of</strong> shipping, handling and storage.<br />
ATS also intends to continue the expansion <strong>of</strong> its crewing,<br />
manning and ship management businesses.<br />
The company will also focus on liquidating debt, lowering<br />
fuel-to-revenue ratios with the ultimate aim <strong>of</strong> becoming<br />
the lowest cost operator in the country with a strong<br />
balance sheet.<br />
In April 2007,<br />
UnionBank undertook<br />
an <strong>of</strong>fering <strong>of</strong> new<br />
shares to the domestic<br />
and international<br />
markets wherein it<br />
proposed to raise<br />
about US$ 111 million,<br />
not only to strengthen<br />
the bank’s capital<br />
structure but also<br />
to increase business<br />
and expansion<br />
opportunities.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 7
Market Capitalization<br />
(in billion pesos)<br />
35<br />
7<br />
8<br />
11<br />
15<br />
16<br />
24<br />
00 01 02 03 04 05 06<br />
Our market<br />
capitalization at<br />
the end <strong>of</strong> 2006<br />
increased by<br />
π10.9 billion from<br />
π23.8 billion at the<br />
start <strong>of</strong> the year<br />
to π34.7 billion at<br />
yearend, and has<br />
doubled from<br />
yearend 2004.<br />
Treasury Share Sale<br />
On January 26, 2007, AEV successfully<br />
placed its entire treasury shareholdings<br />
representing 742,511,938 shares at a price <strong>of</strong><br />
π8.20. The transaction raised approximately<br />
π6.1 billion, equivalent to US$124 million.<br />
The <strong>of</strong>fering saw high demand from<br />
approximately 60 institutional investors<br />
in the USA, Europe and Asia which significantly<br />
increased the company’s free float<br />
by 15% and strengthened AEV’s shareholder<br />
base. International investors took<br />
up 89% <strong>of</strong> the <strong>of</strong>fering while domestic<br />
investors took 11%.<br />
Creating value for shareholders<br />
There was a sharp increase in AEV’s shareholder<br />
value in 2006. The share price increased<br />
from π4.80 at the beginning <strong>of</strong> January to<br />
close at π7.00 at the end <strong>of</strong> December or a<br />
45.8% price appreciation for the year.<br />
Our market capitalization at the end <strong>of</strong><br />
2006 increased by π10.9 billion from π23.8<br />
billion at the start <strong>of</strong> the year to π34.7<br />
billion at yearend, and has doubled from<br />
yearend 2004.<br />
Cash Dividend<br />
On January 11, 2007, your Board <strong>of</strong> Directors<br />
approved a cash dividend <strong>of</strong> 20 centavos<br />
per share that was paid out on February 23,<br />
2007. The total payout amounting to π1.14<br />
billion was the biggest ever, representing<br />
over 30% <strong>of</strong> the previous year’s earnings.<br />
In the same meeting, the Board also adopted<br />
a policy <strong>of</strong> distributing at least one third <strong>of</strong><br />
the Company’s previous year’s earnings as<br />
cash dividends to shareholders.<br />
Corporate Social Responsibility<br />
implementation <strong>of</strong> corporate social responsibility<br />
initiatives, disbursing a total <strong>of</strong> π178<br />
million for various projects.<br />
Programs in the area <strong>of</strong> education continued<br />
to be at the heart <strong>of</strong> the Group’s initiatives<br />
to assist host communities where our<br />
companies operate. We likewise continued<br />
to implement projects on primary health<br />
and child care, and enterprise development.<br />
BRAND<br />
2006 saw the further strengthening <strong>of</strong><br />
AEV’s brand identity, as we continued<br />
to deliver on our promise <strong>of</strong> “Passion for<br />
Better Ways”. To prepare ourselves for<br />
future growth, we have taken steps to<br />
align our strategic intent throughout the<br />
entire Group. This is in order to ensure a<br />
powerful and sustainable impact in all<br />
our undertakings and to have a common<br />
sense <strong>of</strong> purpose across the Group.<br />
To all our team members in the AEV Group,<br />
thank you for your support and for your<br />
commitment to deliver the highest standards<br />
<strong>of</strong> service. Let us continuously seek<br />
to find new and better ways to serve all<br />
our stakeholders.<br />
To our stockholders, partners and customers,<br />
our sincere gratitude for your continued<br />
trust and confidence.<br />
The performance growth <strong>of</strong> <strong>Aboitiz</strong><br />
Group <strong>of</strong> Companies gave us<br />
more resources to pursue<br />
social development projects.<br />
It was a banner year<br />
for the Group in the<br />
Jon Ramon <strong>Aboitiz</strong><br />
PRESIDENT AND CHIEF EXECUTIVE OFFICER<br />
8 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
Operations<br />
RESULTS OF
RESULTS OF OPERATIONS<br />
FROM YOUR CHIEF OPERATING OFFICER<br />
Growth<br />
POWERED FOR<br />
Despite the challenges,<br />
the power group<br />
continued to be the<br />
largest contributor<br />
to AEV's income,<br />
turning in π2.26<br />
billion, up 12% from<br />
2005. This represents<br />
56% <strong>of</strong> the total<br />
income contribution<br />
from AEV's various<br />
business segments.<br />
Dear Shareholders and Friends,<br />
<strong>Aboitiz</strong> Equity Ventures, Inc. (AEV) ended 2006 with a net<br />
income <strong>of</strong> P3.7 billion, a 19% increase from 2005. This translates<br />
to an earnings per share (EPS) <strong>of</strong> π0.76. Earnings before interest,<br />
taxes, depreciation and amortization (EBITDA) increased by 7%<br />
reaching π7 billion.<br />
POWER GROUP<br />
The power group had a slow start in 2006 and as projected,<br />
growth in electricity consumption remained benign throughout<br />
the year. The hydro projects we are developing in Davao<br />
encountered some delays. The privatization process <strong>of</strong> the<br />
Napocor assets did not proceed as fast as expected. Despite<br />
these challenges, the power group continued to be the largest<br />
contributor to AEV’s income, turning in π2.26 billion, up 12% from<br />
2005. This represents 56% <strong>of</strong> the total income contribution from<br />
AEV’s various business segments.<br />
The year’s highlight was AEV’s winning the bid for the 360-MW<br />
Magat Hydro Power Plant in December 2006. The acquisition<br />
was very strategic for AEV and will more than double the<br />
generation capacity <strong>of</strong> <strong>Aboitiz</strong> Power Corporation bringing it to<br />
390 MW <strong>of</strong> beneficial ownership.<br />
Distribution Companies<br />
The combined income <strong>of</strong> AEV’s power distribution companies<br />
in 2006 was π1.18 billion, up by 21%. The group sold a total <strong>of</strong><br />
3,498 gigawatt-hours (Gwhrs), an increase <strong>of</strong> 2.5% percent over<br />
2005. These power utilities provided electricity to 617,106<br />
customers across the country, 3% more than the previous<br />
year. Over the last 9 years, annual kilowatt-hour (kwh) sales<br />
posted a compounded growth rate <strong>of</strong> 7%.<br />
Davao Light and Power Company (DLPC) contributed a pr<strong>of</strong>it <strong>of</strong><br />
π809 million, 19% higher over 2005. DLPC’s kwh sales <strong>of</strong> 1,269<br />
Gwhrs was up very slightly in 2006. The number <strong>of</strong> customers<br />
increased by 2.9% to 238,612. Peak load increased to 238 MW<br />
from 230 MW <strong>of</strong> the previous year. System losses increased<br />
slightly to 8.89% from 8.45% in 2005, but still within the 9.5%<br />
mandated cap set by law.<br />
10 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS<br />
OF OPERATIONS<br />
In preparation for further load<br />
growth, Davao Light completed<br />
the π286-million Don Ramon<br />
Substation in December 2006.<br />
The substation will address<br />
increasing demand especially<br />
in the northern part <strong>of</strong> the<br />
company’s franchise area.<br />
DAVAO LIGHT AND POWER COMPANY<br />
POWER DISTRIBUTION<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 11
RESULTS<br />
OF OPERATIONS<br />
VECO extended its primary lines<br />
to the South Road Properties<br />
(SRP) project, a Special Economic<br />
Zone <strong>of</strong> 300 hectares <strong>of</strong> prime<br />
property on reclaimed land<br />
developed by the Cebu City<br />
government.<br />
VISAYAN ELECTRIC COMPANY<br />
POWER DISTRIBUTION<br />
12 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
In the fourth quarter <strong>of</strong> 2006, DLPC completed its 138/69 kilovolt<br />
(kV) Don Ramon <strong>Aboitiz</strong> substation increasing transformation capacity<br />
by 200 mega-voltampere (MVA). The π286-million substation was<br />
built to improve voltage delivered to customers, improve system<br />
reliability, reduce system losses, and address the increasing demand<br />
in its franchise area, particularly in the north.<br />
In December 2006, DLPC completed a 31-kilometer fiber optic link from<br />
its ERA Substation to San Vicente Substation in Panabo at a price <strong>of</strong> π6<br />
million. This link will provide a more robust communications link between<br />
the various substations, control centers and the company’s <strong>of</strong>fices.<br />
In preparation for increased demand, DLPC added a 14 MVA transformer<br />
to its Bajada Power Plant (BPP) and increased its capability by as much<br />
as 21%. As <strong>of</strong> December 31, 2006, the rated capacity <strong>of</strong> BPP’s 12<br />
generators has risen to 53 MW.<br />
In February 2007, DPLC awarded Hedcor, Inc. a 12-year power supply<br />
contract to purchase from them annually, starting August 2009, with<br />
400 million kwh <strong>of</strong> Cleanergy, <strong>Aboitiz</strong> Power’s brand <strong>of</strong> clean and<br />
renewable energy. This reiterates the company’s commitment to<br />
support the development <strong>of</strong> alternative and environmentally-friendly<br />
sources <strong>of</strong> energy. The supply contract assures DLPC customers <strong>of</strong><br />
enough power at a time when the Mindanao grid is expected to be<br />
tight <strong>of</strong> supply.<br />
Visayan Electric Company (VECO) contributed π237 million in 2006,<br />
up by 50% from 2005. The Cebu-based utility sold 1,571 Gwhrs, up<br />
by 3.9% from the previous year. Number <strong>of</strong> customers increased<br />
by 2.4% to 282,634. In spite <strong>of</strong> its growth,<br />
system losses continued to creep down to<br />
9.82% in 2006 from 9.90% a year ago.<br />
Peak load increased by 5.8% to 308 MW.<br />
To gain more control <strong>of</strong> its power delivery<br />
infrastructure, VECO purchased two<br />
sub-transmission assets from TransCo:<br />
the Naga-Sibonga-Dumanjug 69<br />
kV line, and the Banilad-Mandaue 69<br />
kV line, for a total price <strong>of</strong> π77 million.<br />
VECO has implemented various improvement<br />
projects in anticipation <strong>of</strong> the growing<br />
needs in its franchise area. Its Pakna-an substation in Mandaue has<br />
been upgraded to 50 MVA and energized in September 2006. The<br />
π30-million project involved the installation <strong>of</strong> an additional 25 MVA,<br />
69/23 kV power transformer.<br />
To further improve system reliability, VECO is halfway through its<br />
3-year program <strong>of</strong> upgrading its substations with the goal <strong>of</strong> having a<br />
uniform distribution system voltage <strong>of</strong> 23 kV from the present 13.8 kV.<br />
The upgrade will give the electricity provider more flexibility to source<br />
power from nearby substations as needed, increasing reliability and<br />
ensuring uninterrupted power supply.<br />
To accommodate expected locators, VECO extended its primary lines<br />
to the South Road Properties (SRP) project, which is 300 hectares<br />
<strong>of</strong> prime property on reclaimed land developed by the Cebu City<br />
government. The SRP is a Special Economic Zone expected to bring<br />
in more manufacturing, commercial, tourism, IT and other service<br />
enterprises to Cebu.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 13<br />
Power
RESULTS<br />
OF OPERATIONS<br />
Subic EnerZone continues to<br />
raise its level <strong>of</strong> efficiency<br />
as system losses dropped to<br />
4.26% in 2006 from 6.45%<br />
in the previous year.<br />
SUBIC ENERZONE CORPORATION<br />
POWER DISTRIBUTION<br />
14 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
Cotabato Light & Power Company (CLPC) contributed π40 million in<br />
2006, down 23% from the previous year. The company sold 113 Gwhrs in<br />
2006, a slight decrease from 2005. The number <strong>of</strong> customers increased<br />
by 2% to 26,911. Peak load also went up 2% to 22 MW. CLPC’s system<br />
losses, however, deteriorated to 10.8% versus 8.8% in 2005 mainly due<br />
to higher pilferage. The management team in CLPC is committed to bring<br />
down these losses to levels within the government’s mandated cap <strong>of</strong> 9.5%.<br />
In 2006, CLPC signed a π22-million contract with TransCo for the purchase<br />
<strong>of</strong> the latter’s Tacurong-Cotabato-Nuling 69 kV line to further improve<br />
the delivery <strong>of</strong> its services to customers.<br />
San Fernando Electric Light & Power Company (SFELAPCO) contributed<br />
π41 million in 2006, up 26% from the previous year.<br />
The company sold 365 Gwhrs in 2006, up by 2% from 2005. Despite an<br />
increase in its franchise area after acquiring the electric distribution system<br />
<strong>of</strong> Mansons Corporation, SFELAPCO’s system loss was 6.21% in 2006,<br />
substantially lower than the government-mandated cap <strong>of</strong> 9.5%. Peak<br />
load increased by 2.4% to 75 MW in 2006. The company’s customers<br />
increased by 3.9% in 2006 to 66,477. The utility is also expected to<br />
benefit from the opening <strong>of</strong> the new Subic-Clark-Tarlac Highway, which<br />
traverses through its franchise area.<br />
Subic EnerZone Corporation (SEZ) contributed π30 million in 2006,<br />
down by 15% from its 2005 earnings due to higher interest and<br />
depreciation costs as the company implemented the capital expenditures<br />
mandated in the Distribution Management Service Agreement (DMSA)<br />
with the Subic Bay Metropolitan Authority (SBMA).<br />
A CLPC crew prepares hotline tools for live lineworks at the Cotabato City Hall known as "People's Palace".<br />
Power<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 15
RESULTS<br />
OF OPERATIONS<br />
Hedcor, Inc. contributed<br />
π291 million, up by 102%<br />
from the previous year.<br />
HEDCOR, INC.<br />
POWER GENERATION<br />
16 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
The company sold 179 Gwhrs in 2006, up by 7% versus the previous year.<br />
Peak load increased 5% to 34 MW. Its customers increased 4% to 2,472.<br />
SEZ continues to raise its level <strong>of</strong> efficiency as system losses dropped<br />
to 4.26% in 2006 from 6.45% in the previous year.<br />
When the company took over the power distribution system at the Subic<br />
Freeport Zone in October 2003, system losses stood at 14.1%. With the<br />
continuing drop in system losses, SEZ has been able to lower power cost<br />
by as much as π0.67 per kwhr (π0.40 decrease in the distribution charge<br />
and π0.27 from the reduction in systems loss), which the company<br />
passed on totally to its customers.<br />
In October 2006, SEZ completed its Cubi Substation at a total cost <strong>of</strong> π41<br />
million. It also completed the fiber optic installation connecting various<br />
substations for the utility’s Supervisory Control and Data Acquisition<br />
(SCADA) system and wide area network. SCADA is a state-<strong>of</strong>-the-art<br />
computerized control system installed in substations that automatically<br />
reads and monitors loading, energy, voltage registration, power factor<br />
and allows full control <strong>of</strong> the system from a single control point.<br />
When SEZ signed the DMSA with SBMA in May 2003, it committed to<br />
make identified capital improvements estimated to cost π350 million<br />
over five years to improve the Freeport Zone’s distribution system.<br />
To date, SEZ has spent a total <strong>of</strong> π214 million on improvement and<br />
rehabilitation projects.<br />
Generation Companies<br />
In 2006, the combined income <strong>of</strong> the power generating companies rose<br />
to π1.08 billion, 3.4% higher than its combined contribution in 2005.<br />
The generation group produced a total <strong>of</strong> 829 Gwhrs, a 19% decrease<br />
from the previous year.<br />
In June 2006, <strong>Aboitiz</strong><br />
Power Corporation (APC)<br />
and SN Power Holdings<br />
Singapore, a unit <strong>of</strong> SN<br />
Power Invest <strong>of</strong> Norway, formed a consortium named SN <strong>Aboitiz</strong> Power<br />
(SNAP). In December, the consortium submitted and won the bid for the<br />
360-MW Magat hydropower plant after it submitted the highest bid <strong>of</strong><br />
US$530 million for the facility located in Ramon, Isabela Province. Under<br />
the terms <strong>of</strong> the agreement, SN <strong>Aboitiz</strong> Power will pay US$212 million to<br />
PSALM upon turn over and the balance <strong>of</strong> US$318 million plus interest<br />
over the next seven years under the deferred payment scheme <strong>of</strong>fered<br />
by PSALM. Within the year, however, the company plans to refinance its<br />
obligations to PSALM under more favorable terms from commercial<br />
banks. The Magat facility was turned over to SNAP on April 25, 2007.<br />
SNAP intends on selling the power generated from the Magat facility<br />
through the Wholesale Electricity Spot Market (WESM).<br />
Hedcor, Inc. (Hedcor) contributed π291 million to AEV’s income in 2006,<br />
a 102% jump from the previous year. This was due to a combination <strong>of</strong><br />
higher generation and an increase in selling rates billed to Napocor.<br />
Heavier rainfall earlier in the year has allowed Hedcor’s plants to generate<br />
158 Gwhrs <strong>of</strong> electricity in 2006, up by 8%. There was also a 17%<br />
increase in the average selling price <strong>of</strong> its power from π4.12 in 2005 to<br />
π4.79 in 2006.<br />
In the first quarter <strong>of</strong> 2006, Hedcor completed the rehabilitation <strong>of</strong> its Talomo<br />
plants in Mintal, Davao. As a result, generation improved to 28 million kwh<br />
at the end <strong>of</strong> 2006 or a 24% improvement versus the previous year.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 17<br />
Power
RESULTS<br />
OF OPERATIONS<br />
Luzon Hydro achieved<br />
record generation in 2006<br />
as it produced 254 Gwhrs<br />
<strong>of</strong> power, 11% higher than<br />
in 2005 and the highest in<br />
its 6 years <strong>of</strong> <strong>operations</strong>.<br />
LUZON HYDRO CORPORATION<br />
POWER GENERATION<br />
18 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
Hedcor’s plants in Talomo, Davao were ISO certified in 2006. This<br />
makes Hedcor, Inc. a fully ISO-certified company with all <strong>of</strong> its 15<br />
generating facilities in Benguet and Davao awarded ISO 9001 and ISO<br />
14001 recognition.<br />
The development <strong>of</strong> the 42-MW Sibulan and the 31-MW Tamugan<br />
hydro projects in Davao is proceeding. Ground breaking for Sibulan is<br />
expected in the first half <strong>of</strong> 2007 while Tamugan will commence 12<br />
months after Sibulan.<br />
The Board <strong>of</strong> Investments (BOI) approved on a pioneer status the grant<br />
for fiscal incentives to Hedcor’s Sibulan and Tamugan hydro power<br />
projects. Incentives include, among others, a 6-year income tax holiday<br />
that is granted to power projects using renewable energy and indigenous<br />
sources. Combined, both Sibulan and Tamugan have a total installed<br />
capacity <strong>of</strong> 73 MW and are expected to generate over 400 Gwhrs <strong>of</strong><br />
Cleanergy annually to augment the energy requirements in the<br />
Mindanao region.<br />
Power generated from these plants will also be sold to Davao Light &<br />
Power Company. As earlier mentioned, Hedcor will supply DLPC<br />
400 million kwh <strong>of</strong> new capacity starting August 2009. It had earlier<br />
submitted the lowest bid price <strong>of</strong> π4.0856 per kwh versus the π5.0985<br />
<strong>of</strong>fered by the other compliant bidder.<br />
Luzon Hydro Corporation (LHC) turned in a net income contribution<br />
<strong>of</strong> π655 million in 2006, down by 19% from the previous year. LHC<br />
achieved record generation in 2006 as it produced 254 Gwhrs <strong>of</strong> power,<br />
11% higher than in 2005 and the highest in its 6 years <strong>of</strong> <strong>operations</strong>.<br />
Despite higher generation, LHC’s contribution declined primarily due<br />
A Southern Philippines Power Corporation (SPPC) crew ensures efficient plant <strong>operations</strong> to augment<br />
power supply in the Mindanao grid.<br />
to lower capacity fees in accordance with its Power Purchase Agreement<br />
with Napocor.<br />
In its first full year <strong>of</strong> <strong>operations</strong>, the Kayapa supplemental water<br />
project contributed 7,219 Mwhrs, approximately 3% <strong>of</strong> Bakun AC’s<br />
annual energy output.<br />
Western Mindanao Power Corporation (WMPC) and Southern<br />
Philippines Power Corporation (SPPC) had a combined contribution <strong>of</strong><br />
π134 million in 2006, up by 56%. WMPC’s power output decreased by<br />
44% to 225 Gwhrs in 2006 from 401 Gwhrs <strong>of</strong> the previous year, while<br />
SPPC posted a 21% decrease in generation producing 192 Gwhrs.<br />
These two plants deliver all <strong>of</strong> the power they produce to Napocor to<br />
augment the supply <strong>of</strong> electricity in the Mindanao grid.<br />
Power<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 19
RESULTS<br />
OF OPERATIONS<br />
UnionBank’s acquisition <strong>of</strong> iBank,<br />
as well as organic growth,<br />
pushed its asset base to π183<br />
billion, an increase <strong>of</strong> 71%.<br />
Deposits almost doubled to π116<br />
billion at the end <strong>of</strong> 2006.<br />
UNIONBANK OF THE PHILIPPINES<br />
BANKING<br />
20 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
BANKING<br />
The banking group’s contribution to AEV’s income in 2006 increased by<br />
6.7% to π1.1 billion, representing 28% <strong>of</strong> the total income contribution<br />
from the company’s various business segments.<br />
Union Bank <strong>of</strong> the Philippines (UnionBank) contributed π1.07 billion, a<br />
4% increase from the previous year’s contribution. The bank’s performance<br />
was affected by the interim impact <strong>of</strong> expenses related to the purchase<br />
<strong>of</strong> International Exchange Bank (iBank) and the industry-wide margin<br />
compression as interest rates continued to decline.<br />
The year 2006 was a milestone year for UnionBank as it moved closer to<br />
realizing its Focus 2010 goal when it acquired iBank. On August 28, 2006,<br />
the Securities and Exchange Commission (SEC) approved the merger<br />
<strong>of</strong> UnionBank and iBank, with the latter as the absorbed entity and<br />
UnionBank as the surviving entity. This merger has made UnionBank the<br />
seventh largest private domestic universal bank in the country, with an<br />
aggregate resource base <strong>of</strong> over π183 billion. Both UnionBank and iBank<br />
customers can look forward to eventually having access to a broader<br />
range <strong>of</strong> products and services, a total branch network <strong>of</strong> 186, more<br />
distribution channels, and more technology-based solutions.<br />
With the integration <strong>of</strong> iBank, UnionBank’s core earnings - net revenues<br />
less trading gains and miscellaneous items - expanded by 36% to π5<br />
billion in 2006. Net interest income went up by 29% to π4.2 billion as<br />
the bank's loan portfolio doubled. Service charges, fees and commissions<br />
almost doubled to π721 million.<br />
UnionBank’s return on average equity was 13.5% while its return on<br />
average assets stood at 1.8% in 2006, comparing favorably with the<br />
industry average <strong>of</strong> 11.5% and 1.3%, respectively. The NPL ratio improved<br />
further to 5% in 2006 from 7% in 2005.<br />
The acquisition <strong>of</strong> iBank, as well as organic growth, pushed UnionBank’s<br />
asset base to π183 billion, an increase <strong>of</strong> 71%. Deposits almost doubled to<br />
π116 billion at the end <strong>of</strong> 2006. Strong internal capital generation increased<br />
capital to π20 billion.<br />
On April 27, 2007, UnionBank commenced a primary <strong>of</strong>fering <strong>of</strong> up to 90<br />
million new shares. This <strong>of</strong>fering is aimed at increasing the capital base<br />
<strong>of</strong> UnionBank by US$ 111 million. The additional funds will be used to<br />
expand the bank's balance sheet, increase its lending activities and<br />
seize opportunities for future growth.<br />
Banking<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 21
RESULTS<br />
OF OPERATIONS<br />
City Savings will continue<br />
its expansion in the<br />
Visayas-Mindanao area and<br />
plans to eventually enter<br />
the Luzon market.<br />
CITY SAVINGS BANK<br />
BANKING<br />
22 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
City Savings Bank (CSB) showed stellar performance in 2006, contributing<br />
π48 million, a 159% leap from the previous year. CSB’s return on equity<br />
catapulted to 52% in 2006 from 22% in 2005. Its return on assets<br />
jumped to 7.5% in 2006 from 4.4% <strong>of</strong> the previous year.<br />
Total deposits grew by 82% to π1.98 billion in 2006, allowing the<br />
bank to expand its loan portfolio to π1.7 billion, up by 98%, and still<br />
maintain a strong capital adequacy ratio <strong>of</strong> 14.7% at yearend. Its nonperforming<br />
loan ratio remained under control at 4.3%. At the end <strong>of</strong><br />
2006, the bank’s resources reached π2.4 billion, a 77% increase from<br />
2005. The bank’s depositor base also increased by 19% to 58,948 in 2006.<br />
With Bangko Sentral ng Pilipinas’ (BSP) lifting <strong>of</strong> the moratorium on<br />
branch expansions, CSB purchased all the assets <strong>of</strong> seven CSB<br />
Finance branches and converted these into City Savings Bank branches.<br />
In addition, 2 new branches were opened in Cagayan de Oro City and in<br />
Roxas City bringing CSB’s total branch network to 16 as <strong>of</strong> yearend 2006.<br />
CSB will continue its expansion in the Visayas-Mindanao area and has<br />
plans to eventually enter the Luzon market.<br />
A loans and collection <strong>of</strong>ficer at City Savings Bank Cagayan de Oro attends to teachers applying for loans.<br />
Banking<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 23
RESULTS<br />
OF OPERATIONS<br />
ATS has converted excess<br />
passenger capacity in its<br />
SuperFerries into container<br />
and RoRo capacity to satisfy<br />
increasing demand and<br />
improve flexibility.<br />
ABOITIZ TRANSPORT SYSTEM<br />
TRANSPORT<br />
24 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
TRANSPORT<br />
In 2006, <strong>Aboitiz</strong> Transport System Corporation (ATS)<br />
contributed π142 million to AEV’s bottom line, an increase <strong>of</strong><br />
313% over the same period last year. The transport group<br />
contributed 3.5% <strong>of</strong> the total income contributed by AEV’s<br />
business units. Despite a decline in freight and passenger<br />
volumes, ATS was able to book a pr<strong>of</strong>it in 2006 and reduce<br />
its interest-bearing debt by π1.2 billion.<br />
Faced with continued challenges <strong>of</strong> high fuel prices, intense<br />
competition and increasing customer demands, the company<br />
focused on realigning its efforts to be able to capitalize on<br />
the economic upturn and sustain pr<strong>of</strong>itability in the long term.<br />
ATS sold four vessels during the year: Our Lady <strong>of</strong> Fatima, Our<br />
Lady <strong>of</strong> Guadalupe, SuperFerry 17 and SuperFerry 18. It also<br />
sold its entire shareholdings in Davao Integrated Port and<br />
Stevedoring Services Corporation (DIPPSCOR), its cargo handling<br />
<strong>operations</strong> in Davao. These moves generated book gains <strong>of</strong><br />
π489 million and brought in π1,328 million in cash to ATS.<br />
Focus was therefore placed on reducing debt, rationalizing<br />
cost structures, increasing earning capacity <strong>of</strong> all assets and<br />
improving service delivery across the organization.<br />
The 2GO freight business has evolved towards increasing<br />
freight capacity and Roll-on Roll-Off (RoRo) movements. This<br />
was marked by the entry <strong>of</strong> the 2GO1 container ship with<br />
capacity <strong>of</strong> over 400 TEUs. The company also collaborated<br />
with customers to provide them with a new service, 2GO<br />
RoRo, a self-driven cargo service that is given priority loading<br />
to ensure faster delivery lead-time.<br />
The newly converted SuperFerry 12 adds RoRo capacity to the ATS freight business.<br />
Moving forward, ATS will continue to support what it has set out to do: capitalize<br />
on its integrated transport businesses to achieve higher operating efficiencies and<br />
provide complete logistics solutions to its customers.<br />
SuperCat Fast Ferry Corporation’s (SFFC) operating pr<strong>of</strong>it was significantly affected<br />
by the increase in fuel costs. Consequently, it contributed a loss <strong>of</strong> π4 million in 2006<br />
versus a loss <strong>of</strong> π2.8 million in the previous year. The company transported 1.2<br />
million passengers in 2006, down by 19% from 2005. In the last quarter <strong>of</strong> 2006,<br />
SFFC had 4 operating vessels versus 2 in 2005.<br />
The company re-tooled its fleet in 2006 with more fuel-efficient monohull propellerdriven<br />
vessels chartered from Penguin Boat International Ltd <strong>of</strong> Singapore. These<br />
boats now to serve the Batangas-Calapan and Cebu-Ormoc routes.<br />
In November 2006, SuperCat resumed servicing the Cebu-Tagbilaran route with<br />
trips scheduled three times daily.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 25<br />
Transport
RESULTS<br />
OF OPERATIONS<br />
The increase in the Food Group’s<br />
contribution to AEV’s income<br />
came from higher margins in the<br />
flour business, as well as increases<br />
in sales volumes in its swine and<br />
feeds businesses.<br />
PILMICO FOODS CORPORATION<br />
FOOD<br />
26 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
RESULTS OF OPERATIONS<br />
FOOD<br />
Pilmico Foods Corporation (PFC) posted a 34% increase in income<br />
contribution to AEV, turning in π510 million in 2006. This represents 13%<br />
<strong>of</strong> the total income from AEV’s business segments.<br />
The increase in the Food Group’s contribution came from higher margins in<br />
the flour business, as well as increases in sales volumes in its swine and<br />
feeds businesses. Despite the high volatility <strong>of</strong> raw material prices and<br />
increasing freight costs, the Group was able to effectively manage<br />
margins and turn in a respectable pr<strong>of</strong>it.<br />
In August 2006, Fil-Am Foods, Inc. completed the π33-million expansion<br />
<strong>of</strong> its breeder capacity at its Breeder Farm 1 in Aranguren, Tarlac using<br />
modular American swine breeding equipment.<br />
Fil-Am Foods currently grows hogs out-to-market size in a combination<br />
<strong>of</strong> rented and contract-growing “<strong>of</strong>fsite” farms spread around Central<br />
Luzon. The company intends to increase its owned-farm capacities with<br />
the additional investment <strong>of</strong> π62 million. This new farm in Cutcut 2, Tarlac,<br />
is expected to start producing prime hogs by the last quarter <strong>of</strong> 2007.<br />
Plans are also underway for the construction <strong>of</strong> a π500-million feed mill<br />
in Iligan, in Mindanao to address the growing demand in the Visayas and<br />
Mindanao areas.<br />
Fil-Am Foods currently grows hogs in both rented and contract-growing “<strong>of</strong>fsite” farms spread<br />
around Central Luzon.<br />
We are pleased with the overall performance <strong>of</strong> the company and look<br />
forward to continued growth in the coming years. We believe the company<br />
and its various businesses are well positioned to take advantage <strong>of</strong><br />
opportunities that arise as the country’s economy picks up. We have<br />
both the financial and managerial resources necessary to exploit growth<br />
when it comes.<br />
We would like to thank all the team members that make up AEV for<br />
their contributions to the company’s success and their unwavering<br />
commitment to achieve the group’s goals. To our shareholders, partners<br />
and other stakeholders, thank you too for your continued trust and<br />
confidence.<br />
On November 28, 2006, PFC sold its 50% stake in Pilmico-Mauri Foods<br />
Corporation (Pilmico-Mauri) for π100 million to ABF Overseas Limited<br />
(ABF Overseas). The divestment has allowed PFC to further concentrate<br />
on growing its flour milling, animal feed and swine businesses.<br />
Erramon I. <strong>Aboitiz</strong><br />
EXECUTIVE VICE PRESIDENT AND CHIEF OPERATING OFFICER<br />
Food<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 27
REPORT TO OUR STOCKHOLDERS<br />
FROM YOUR CHIEF FINANCIAL OFFICER<br />
Growth<br />
POWERED FOR<br />
We look forward<br />
to another year <strong>of</strong><br />
growth in 2007, as<br />
we complete various<br />
initiatives started last<br />
year: the takeover<br />
<strong>of</strong> the Magat hydroelectric<br />
facility, the<br />
full integration <strong>of</strong><br />
iBank into UnionBank,<br />
the new business<br />
strategy for our<br />
Transport Group, and<br />
the completion <strong>of</strong><br />
capacity expansion in<br />
our food business.<br />
Dear Shareholders and Friends,<br />
<strong>Aboitiz</strong> Equity Ventures, Inc. (AEV) turned in another commendable<br />
performance in 2006. Over the last five years, AEV has grown its net<br />
income attributable to common shareholders by an annual compounded<br />
growth rate <strong>of</strong> 18.9%, its revenues by 13.1%, and its earnings per<br />
share by 20.1%.<br />
AEV, being a holding company,<br />
derives its cash flow primarily<br />
from dividends from its different<br />
business units. Over the year,<br />
total cash dividends received from<br />
subsidiaries and associate companies<br />
amounted to π2.91 billion, a<br />
77% increase over the previous<br />
year. Cash dividends paid out to<br />
shareholders in 2006 increased<br />
by 23%, to π736 million.<br />
The company took advantage <strong>of</strong> the low interest rate environment<br />
prevailing in 2006 and completed various financing initiatives during<br />
the year. The parent company for one, refinanced an existing π1.2<br />
billion preferred share issue, resulting in a reduction in the annual<br />
interest coupon from 12.78% to 8.25%, and an extension <strong>of</strong> the loan<br />
maturity by two years to 2011.<br />
Luzon Hydro Corp. also refinanced its debt at a lower interest rate,<br />
securing a long-term US$65 million loan from two domestic banks.<br />
<strong>Aboitiz</strong> Transport (ATS) was able to pay down a considerable portion<br />
<strong>of</strong> its debt with the proceeds from the sale <strong>of</strong> certain assets. For the<br />
year, ATS reduced its debt by 34%, to π2.4 billion, and consequently<br />
improved its debt-equity ratio to 1.14, from 1.56 at the end <strong>of</strong> 2005.<br />
AEV’s balance sheet is stronger than ever, with stockholders’ equity<br />
increasing to π23.08 billion. Its current ratio at end-2006 improved<br />
to 2.07 from 1.29 in the previous year, while debt-equity ratio further<br />
dropped to .72 from .84. The company ended the year with π8 billion<br />
in cash and cash equivalents.<br />
We look forward to another year <strong>of</strong> growth in 2007, as we complete<br />
various initiatives started last year: the takeover <strong>of</strong> the Magat hydroelectric<br />
facility, the full integration <strong>of</strong> iBank into UnionBank, the new<br />
business strategy for our Transport Group, and the completion <strong>of</strong><br />
capacity expansion in our food business.<br />
On behalf <strong>of</strong> management, I thank the various stakeholders – our<br />
team members, our customers, our partners, our suppliers, and our<br />
creditors, for their contributions in making 2006 another successful<br />
year for AEV. And to our shareholders, thank you for your continuing<br />
trust and confidence in our future.<br />
Stephen G. Paradies<br />
SENIOR VICE PRESIDENT/ CHIEF FINANCIAL OFFICER<br />
28 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
REPORT TO OUR STOCKHOLDERS<br />
FROM YOUR CHIEF COMPLIANCE OFFICER<br />
Growth<br />
POWERED FOR<br />
The Board <strong>of</strong> Directors, Management, employees, and shareholders<br />
<strong>of</strong> <strong>Aboitiz</strong> Equity Ventures (AEV) believe that corporate governance<br />
is the crucial component <strong>of</strong> sound strategic business management.<br />
To ensure that AEV remains true to its tradition <strong>of</strong> integrity,<br />
trust and fairness as a cornerstone for its corporate governance,<br />
we continue to foster a system <strong>of</strong> checks and balances in the<br />
management <strong>of</strong> our businesses. This is achieved through open<br />
and constant dialogue among the Board, management, employees<br />
and investors, allowing for better risk management and monitoring<br />
<strong>of</strong> company performance against strategic goals.<br />
AEV’s different board committees - Audit, Nomination,<br />
Compensation and Investor Relations-play a pivotal role in ensuring<br />
that the company’s system <strong>of</strong> checks and balances is in place<br />
and functioning well. They perform oversight function over key<br />
management areas and report to the Board on a regular basis.<br />
Audit Committee<br />
The Audit Committee, which is chaired by independent director<br />
Roberto R. Romulo, reviewed and approved the 2005 audited<br />
financial statements during its first meeting in 2006. The<br />
Committee also approved in subsequent quarterly meetings the<br />
interim financial statements for the first three quarters <strong>of</strong> the year.<br />
It also reviewed issues relating to the new accounting standards<br />
and their impact on AEV and its business units. Four meetings<br />
were held during the year, with full attendance by the three<br />
Committee members.<br />
The Committee likewise reviewed and approved the internal audit<br />
plan for 2006 as well as various reports from the Internal Audit<br />
Division on significant risk and audit issues, tax compliance,<br />
Information Security and Business Continuity Planning.<br />
The Committee also reviewed the performance <strong>of</strong> AEV’s external<br />
auditors SGV & Co. It endorsed to the Board <strong>of</strong> Directors the<br />
reappointment <strong>of</strong> SGV as the company's external auditors for 2006.<br />
Nomination Committee<br />
The Nomination Committee, chaired by Jon Ramon <strong>Aboitiz</strong>, had two<br />
regular meetings in 2006. Pursuant to its mandate, the Committee<br />
evaluated the qualifications and competence <strong>of</strong> the nominees for<br />
independent directors and other directors in accordance with the<br />
guidelines set by AEV and regulatory authorities.<br />
On January 26, the Committee met for the nominations for AEV’s<br />
independent directors and on May 9, approved all five nominations<br />
for the company’s directors for 2006-2007 as they had all the<br />
qualifications to be Board members. All three Committee members,<br />
including independent director Roberto R. Romulo, were present at<br />
both meetings.<br />
AEV’s different<br />
board committees–<br />
Audit, Nomination,<br />
Compensation and<br />
Investor Relations–<br />
play a pivotal role<br />
in ensuring that the<br />
company’s system <strong>of</strong><br />
checks and balances<br />
is in place and<br />
functioning well.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 29
REPORT TO OUR STOCKHOLDERS<br />
Growth<br />
POWERED FOR<br />
Compensation Committee<br />
The Compensation Committee has exclusive authority<br />
to establish and review policies on compensation for<br />
directors and executive <strong>of</strong>ficers from Senior Vice<br />
President and above. It likewise performs oversight<br />
functions over the company’s Human Resources<br />
Committee (HR Com) and its various programs.<br />
These programs include the following: annual<br />
review <strong>of</strong> executive performance through AEV’s<br />
Evaluation <strong>of</strong> Executives (EVALEX) program; the<br />
development and implementation <strong>of</strong> the company’s<br />
training plan to ensure continuous pr<strong>of</strong>essional<br />
development <strong>of</strong> all team members; competency<br />
pr<strong>of</strong>iling <strong>of</strong> top and middle management to establish<br />
competency levels and standards as well as for<br />
succession planning; an annual review <strong>of</strong> compensation<br />
<strong>of</strong> team members and management team;<br />
and the group-wide Culture Quality Assessment<br />
Survey (CQAS) to determine employee satisfaction<br />
and perception.<br />
In 2006, the three-member Committee chaired by<br />
Jon Ramon <strong>Aboitiz</strong>, had four regular meetings.<br />
Independent director Jose C. Vitug is a member <strong>of</strong><br />
the Committee.<br />
Investor Relations Committee<br />
There can be no proper checks and balances unless<br />
there is transparency in the relationship between the<br />
company and its shareholders. The Investor Relations<br />
Committee regularly monitors and evaluates the<br />
implementation <strong>of</strong> programs and activities <strong>of</strong> the<br />
company’s Corporate Communications Group geared<br />
towards providing investors with easy and timely<br />
access to accurate corporate information. The<br />
Committee also works closely with AEV’s Stock and<br />
Transfer Agent to ensure timely and sufficient<br />
response to shareholder concerns.<br />
In May 2006, the Corporate Communications Group<br />
organized a briefing in Makati City to give shareholders<br />
and investors unable to attend the annual shareholders’<br />
meeting in Cebu City an opportunity to<br />
dialogue with the company’s board members and key<br />
<strong>of</strong>ficers. It also organized regular meetings <strong>of</strong> AEV’s<br />
key <strong>of</strong>ficers with institutional investors and financial<br />
analysts. The constant updating <strong>of</strong> the company’s<br />
website and the regular release <strong>of</strong> the Online<br />
Newsletter ensure that the latest information about<br />
AEV is made available to shareholders and investors.<br />
AEV Quarterly Bulletin<br />
With the ever-evolving regulatory landscape, the<br />
Corporate Secretary and the Compliance Team,<br />
under the direction <strong>of</strong> the Board, publish an AEV<br />
Quarterly Bulletin to advise Board members on<br />
relevant developments in regulatory compliance as<br />
well as jurisprudence that could have a bearing on<br />
decisions the Board may have to make.<br />
As AEV gears up for further growth and the challenges<br />
that go with it, keeping the Board informed and<br />
updated will allow them to render their responsibilities<br />
more effectively.<br />
M. Jasmine S. Oporto<br />
CHIEF COMPLIANCE OFFICER<br />
30 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
Growth<br />
POWERED FOR
SN ABOITIZ POWER, INC.<br />
With four generating<br />
units <strong>of</strong> 90-MW<br />
each, Magat is the<br />
largest hydroelectric<br />
power facility to be<br />
privatized thus far.<br />
Located at the<br />
border between<br />
Ramon, Isabela and<br />
Alfonso Lista, Ifugao,<br />
the complex has a<br />
historical average<br />
annual generation <strong>of</strong><br />
916 million kwh. It<br />
supplies irrigation to<br />
85,000 hectares <strong>of</strong><br />
mostly riceland.<br />
POWER GENERATION<br />
32 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
THE 360-MW MAGAT HYDRO PLANT<br />
Boosting power generating capacity<br />
Without a doubt, it was the most valuable<br />
power asset auctioned <strong>of</strong>f by the Power<br />
Sector Assets and Liabilities Management<br />
Corp. (PSALM) in 2006.<br />
Consider these: It is the biggest dam facility<br />
in the Philippines, combining the functions<br />
<strong>of</strong> power generation, irrigation, and flood<br />
control. With four generating units <strong>of</strong> 90<br />
MW each, Magat is the largest hydroelectric<br />
power facility to be privatized thus far.<br />
Constructed in 1980, the plant became<br />
fully operational in 1983.<br />
The 360-MW complex, which is located at<br />
the border between Ramon, Isabela and<br />
Alfonso Lista, Ifugao in Northern Luzon, has<br />
a historical average annual generation <strong>of</strong> 916<br />
million kwh. It supplies irrigation to 85,000<br />
hectares <strong>of</strong> mostly riceland.<br />
In pursuing its overall growth strategy to<br />
actively participate in the privatization <strong>of</strong><br />
Napocor’s power generating assets, SN<br />
<strong>Aboitiz</strong> Power, Inc. (SNAP), the joint venture<br />
between <strong>Aboitiz</strong> Power Corporation and SN<br />
Power <strong>of</strong> Norway, submitted a bid to acquire<br />
the Magat facility. Its <strong>of</strong>fer <strong>of</strong> US$530 million,<br />
the largest price tag so far among stateowned<br />
power assets to be privatized, won<br />
the bid for SNAP.<br />
Napocor formerly owned Magat and several<br />
power generating plants until they were<br />
transferred to PSALM, which is in charge <strong>of</strong><br />
privatizing these power facilities.<br />
SNAP is currently conducting technical<br />
studies to determine the best way to<br />
increase the capacity and efficiency <strong>of</strong> the<br />
plant. It is fortunate to have the technical<br />
support <strong>of</strong> SN Power, whose principal owner<br />
Statkraft is Europe’s second largest producer<br />
<strong>of</strong> hydroelectric power. Its experience in the<br />
Nordic electricity pool will be a big advantage<br />
as it is anticipated that most <strong>of</strong> the electricity<br />
generated from the Magat facility will be sold<br />
through the Wholsesale Electricity Spot<br />
Market (WESM).<br />
The Magat plant is the second hydro asset<br />
to be acquired by <strong>Aboitiz</strong> Power from the<br />
government. In early 2005, Hedcor, Inc., a<br />
wholly owned subsidiary <strong>of</strong> <strong>Aboitiz</strong> Power,<br />
took over the 3.5-MW Talomo facility in<br />
Davao Del Norte, the first generation asset<br />
privatized by Napocor.<br />
Vertically-arranged Francis-type spiral turbines produce mechanical rotation by using<br />
the flow <strong>of</strong> water from the Magat River to drive the generators <strong>of</strong> the Magat plant.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 33
HEDCOR, INC.<br />
A Hedcor engineer<br />
uses a Global<br />
Positioning Station<br />
(GPS) handheld<br />
device to establish<br />
coordinates <strong>of</strong> a<br />
proposed hydropower<br />
station in Davao.<br />
Hedcor has been<br />
studying hydropower<br />
potentials in the<br />
region since 1993.<br />
POWER GENERATION<br />
34 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
HEDCOR DAVAO HYDRO PROJECTS<br />
Powering Mindanao with Cleanergy<br />
Cleanergy:<br />
Clean and<br />
renewable<br />
power from<br />
<strong>Aboitiz</strong><br />
Hedcor, Inc., with its track record <strong>of</strong> operating and<br />
maintaining hydroelectric power plants mostly<br />
located in Luzon, is well positioned for further<br />
growth, continuing to seize opportunities to<br />
expand its generating capacity.<br />
The largest developer <strong>of</strong> mini hydropower plants in<br />
the Philippines, Hedcor is bringing<br />
more <strong>of</strong> its hydro expertise and<br />
experience to Mindanao, in line<br />
with its vision to lead in the<br />
promotion and development<br />
<strong>of</strong> clean energy.<br />
After its successful acquisition<br />
<strong>of</strong> the Talomo mini hydros<br />
in 2005, Hedcor is building new<br />
plants in southern Mindanao specifically to supply<br />
the future energy requirements <strong>of</strong> Davao Light and<br />
Power Company (DLPC) under a Power Supply<br />
Agreement won through a competitive bidding<br />
early this year.<br />
The plants will be developed by Hedcor subsidiaries<br />
Hedcor Sibulan, Inc. and Hedcor Tamugan, Inc.<br />
These projects have been registered with the Board<br />
<strong>of</strong> Investments, which has approved on pioneer<br />
status incentives for both companies because <strong>of</strong><br />
their use <strong>of</strong> renewable energy.<br />
Among the incentives are a six-year income tax<br />
holiday, tax-free and reduced duty on importation<br />
<strong>of</strong> machinery, equipment and materials, and tax<br />
credits for locally purchased capital equipment.<br />
The incentives will make it possible to deliver clean<br />
energy at competitive rates benefiting both<br />
the consumer and the environment. The sale <strong>of</strong><br />
electricity sourced from renewable sources is also<br />
VAT exempt, resulting to even further savings to<br />
DLPC consumers.<br />
Hedcor has earmarked π10 billion for the development<br />
<strong>of</strong> the new run-<strong>of</strong>-river plants in the region in<br />
the next four years. These plants will have a total<br />
capacity <strong>of</strong> 73 MW and are projected to generate<br />
more than 400 million kwh <strong>of</strong> Cleanergy annually,<br />
approximately 20 percent <strong>of</strong> DLPC’s power needs<br />
when these plants become operational.<br />
The Sibulan project, which is composed <strong>of</strong> two<br />
plants, will have a combined capacity <strong>of</strong> 42 MW <strong>of</strong><br />
electricity and can generate 212 million kwh annually.<br />
The plants utilize the waters <strong>of</strong> the Sibulan and<br />
Baroring Rivers in Davao del Sur. Construction <strong>of</strong> the<br />
project, estimated to cost π5.06 billion, will start<br />
shortly and is projected to start supplying the incremental<br />
load requirements <strong>of</strong> DLPC by August 2009.<br />
Hedcor Tamugan, Inc.’s project will include three<br />
plants with a total capacity <strong>of</strong> 31 MW. The biggest<br />
among them is the 19-MW Tamugan project,<br />
which will utilize the waters <strong>of</strong> the Tamugan River<br />
and will generate 126 GWhrs annually. The 6-MW<br />
Panigan and 5.5-MW Suawan plants will combine<br />
for 75 GWhrs by year 2010. The project is currently<br />
in the detailed engineering phase <strong>of</strong> its development.<br />
Construction <strong>of</strong> the three plants is targeted<br />
to start in early 2008 and will cost an estimated<br />
π4.8 billion.<br />
Hedcor engineers conduct one <strong>of</strong> many river flow measurements. This<br />
process is one <strong>of</strong> the essential phases <strong>of</strong> a feasibility study to determine<br />
the optimum capacity <strong>of</strong> a proposed hydropower plant.<br />
The host communities will benefit from Hedcor’s<br />
power projects through real property taxes and<br />
contributions for the community. The projects will<br />
prioritize local employment during its construction<br />
and <strong>operations</strong> stages, aside from providing electricity<br />
to the host communities. The company will<br />
also support infrastructure projects (roads, bridges<br />
and irrigation projects), education and community<br />
development in the host barangays.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 35
DAVAO LIGHT AND POWER COMPANY<br />
Davao Light<br />
engineers check the<br />
giant mimic board<br />
inside the control<br />
center <strong>of</strong> the ERA<br />
substation. The<br />
board monitors the<br />
entire system to aid<br />
engineers to quickly<br />
respond to any<br />
power abnormalities.<br />
The automated<br />
system is linked<br />
to SCADA.<br />
POWER DISTRIBUTION<br />
36 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
DAVAO LIGHT AND POWER COMPANY<br />
Preparing for future growth<br />
Davao Light and Power Company, the third<br />
largest electric utility in the Philippines,<br />
holds the franchise for distributing electric<br />
power to Davao City and Davao del Norte’s<br />
Panabo City and its municipalities <strong>of</strong><br />
Carmen, Dujali, and Sto. Tomas, serving a<br />
combined population <strong>of</strong> over 1.4 million.<br />
The Davao del Norte area <strong>of</strong> the company’s<br />
franchise has seen substantial economic<br />
growth in recent years, fueled mainly by a<br />
vibrant banana industry. This growth has<br />
translated to an increased power supply<br />
demand <strong>of</strong> 24 MW in 2006 from only 5 MW<br />
in 1994. In fact, about 24% <strong>of</strong> the additional<br />
transformer capacity in 2006 was installed<br />
in the Davao del Norte franchise.<br />
In anticipation <strong>of</strong> further load growth in<br />
this area, Davao Light completed the<br />
π286-million Don Ramon Substation in<br />
December 2006. The substation, scheduled<br />
to be energized in May 2007, will also<br />
improve voltage delivered to customers,<br />
improve system reliability, and reduce<br />
system losses.<br />
To better serve the increasing number <strong>of</strong><br />
its Davao del Norte customers, Davao<br />
Light spent π11 million in 2006 to renovate<br />
its Panabo branch <strong>of</strong>fice. The improvement<br />
ensures the branch is almost an independent<br />
service provider, much like a mini Davao<br />
Light head <strong>of</strong>fice delivering the same type<br />
<strong>of</strong> complete service to customers in its area.<br />
One <strong>of</strong> the service improvement initiatives<br />
in the Panabo branch was the creation <strong>of</strong><br />
a team to handle rotten pole detection<br />
and replacement, thereby helping lessen<br />
unscheduled power outages. An anti-pilferage<br />
team was formed as well. A new emergency<br />
crew named ORBIT was also added to two<br />
existing teams. With the additional team,<br />
the branch had a 92% average emergency<br />
response time within three hours in 2006,<br />
exceeding the standard <strong>of</strong> 90% set by the<br />
Davao Light Engineering Team.<br />
Davao Light is also building a new substation<br />
in Tibungco to accommodate the expected<br />
aggregate load growth in the area <strong>of</strong><br />
about 15 MW, mainly due to the increased<br />
With additional emergency teams, Davao Light’s average response time<br />
has even exceeded the standards set by the company.<br />
refrigeration requirements <strong>of</strong> the different<br />
fruit companies there. Moreover, the<br />
substation will improve the reliability <strong>of</strong><br />
the distribution system around Panacan,<br />
Tibungco and Bunawan in Davao City, the<br />
slowly industrializing areas entering into<br />
the Davao del Norte boundary.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 37
VISAYAN ELECTRIC COMPANY<br />
VECO linemen<br />
reach out to do live<br />
lineworks beside<br />
the Marcelo Fernan<br />
Bridge in Mactan.<br />
POWER DISTRIBUTION<br />
38 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
VISAYAN ELECTRIC COMPANY<br />
Powering booming Cebu<br />
Visayan Electric Company (VECO), the second<br />
largest electric utility in the Philippines, is<br />
banking on growth resulting from Cebu’s<br />
continued economic boom. Cebu remains an<br />
attractive investment proposition because <strong>of</strong> its<br />
strategic location, business-friendly economic<br />
zones and first-class infrastructure facilities.<br />
VECO serves more than 280,000 customers in<br />
the cities <strong>of</strong> Cebu, Mandaue and Talisay and five<br />
municipalities <strong>of</strong> the greater part <strong>of</strong> Metro Cebu<br />
(including Consolacion, Liloan, Minglanilla, Naga<br />
and San Fernando). Its franchise service covers<br />
an area <strong>of</strong> about 672 square kilometers with an<br />
estimated population <strong>of</strong> 1.54 million.<br />
In order to ensure the reliability <strong>of</strong> its supply<br />
needs, VECO in 2006 entered into an arrangement<br />
with the Philippine National Oil Company-<br />
Energy Development Corporation (PNOC-EDC).<br />
Under the five-year deal, the PNOC-EDC will<br />
sell to VECO 133 Gwhrs <strong>of</strong> electric energy<br />
annually from its Northern Negros Geothermal<br />
Power (NNGP) plant starting February 2007. The<br />
arrangement reinforces VECO’s commitment to<br />
support the development <strong>of</strong> clean and renewable<br />
energy. NNGP produces power from geothermal<br />
resources, which are not only friendly to the<br />
environment but competitively priced as well.<br />
To further boost its system reliability, curb<br />
system losses and address the growing demand<br />
<strong>of</strong> industrial Mandaue City and the neighboring<br />
North, VECO last year energized its new 69-kV<br />
line connected to TransCo’s new Gas Insulated<br />
Substation (GIS) in Mandaue City. The GIS<br />
supplies power to VECO's Mandaue and<br />
Paknaan substations.<br />
Investments in equipment also figured prominently<br />
in VECO’s plans in 2006. It purchased<br />
state-<strong>of</strong>-the-art test equipment such as the<br />
Calport Tester and Meter Test Station, as well<br />
as highly specialized vehicles like the Insulated<br />
Bucket Trucks, for the proper maintenance <strong>of</strong><br />
its sub-transmission and distribution system.<br />
Better customer service is also in the company’s<br />
agenda as it has began the renovation <strong>of</strong> its<br />
<strong>of</strong>fice in Talisay City into a full-service center<br />
patterned after the first one in SM City Cebu.<br />
The refurbished center will provide a complete<br />
array <strong>of</strong> services to VECO customers in southern<br />
Cebu. Services include application processing,<br />
payment and collection arrangements, complaints<br />
handling, and metering services.<br />
ABOITIZ ENERGY SOLUTIONS, INC.<br />
Expanding its services<br />
In 2006, <strong>Aboitiz</strong><br />
PowerSolutions, Inc.<br />
(APSI) changed its<br />
name to <strong>Aboitiz</strong> Energy<br />
Solutions, Inc. (AESI).<br />
Formally organized in August 1998, the company provides<br />
integrated customer solutions that reduce power costs,<br />
promote energy efficiency and improve electrical system<br />
performance <strong>of</strong> industrial, commercial and electric<br />
cooperative customers.<br />
In January 2007, the Energy Regulatory Commission (ERC)<br />
granted AESI a Retail Electricity Supplier (RES) license,<br />
allowing the company to market its retail electricity supply<br />
business and to secure supply contracts with the contestable<br />
market. This new license will further expand the business<br />
<strong>of</strong> AESI from purely energy efficiency products to actual<br />
retail supply <strong>of</strong> power to its existing customers nationwide.<br />
In March 2007, AESI was also awarded by the ERC with<br />
a Certificate <strong>of</strong> Registration for the company’s wholesale<br />
aggregation business. With a Wholesale Aggregator’s<br />
Certificate, AESI is allowed to engage in consolidating<br />
electric power demand <strong>of</strong> distribution utilities for the purpose<br />
<strong>of</strong> purchasing and reselling electricity on a group basis.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 39
UNIONBANK OF THE PHILIPPINES<br />
UnionBank is<br />
well on its way<br />
to achieving<br />
its FOCUS 2010<br />
vision to become<br />
a top 3 universal<br />
bank in the<br />
country by the<br />
year 2010.<br />
BANKING<br />
40 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
UNIONBANK<br />
Moving closer to FOCUS 2010<br />
Union Bank <strong>of</strong> the Philippines took a big step<br />
towards realizing its FOCUS 2010 vision when<br />
it acquired the International Exchange Bank<br />
(iBank) in June 2006. The acquisition further<br />
catapulted UnionBank’s resources, branches,<br />
loans, customer base and distribution reach.<br />
Total resources jumped to π183 billion, a<br />
growth <strong>of</strong> 71% from yearend 2005. Deposits<br />
almost doubled to π116 billion in 2006.<br />
Nationwide, the bank’s network increased<br />
from 111 to 186 branches, and from 117 to<br />
217 ATMs.<br />
Given the consolidation in the Philippine<br />
banking industry, UnionBank becomes the 7th<br />
largest private domestic universal bank in the<br />
country in terms <strong>of</strong> total resources, rising<br />
from being the 9th ranked. The bank’s thrust<br />
is to build its loan portfolio as the industry<br />
enters a new credit cycle.<br />
The acquisition and merger puts together<br />
the complementary strengths <strong>of</strong> two banks:<br />
the financial strength and technological<br />
sophistication <strong>of</strong> UnionBank, and the culture <strong>of</strong><br />
service excellence <strong>of</strong> iBank. It is a story <strong>of</strong> size<br />
complementing service, technology enhanced<br />
by personal touch, thus further boosting<br />
UnionBank’s Hi-Tech, Hi-Touch brand.<br />
The merger was approved by the regulatory<br />
authorities and took effect in August 28,<br />
2006. iBank is UnionBank’s second acquisition<br />
after InterBank in 1993.<br />
In 2006, UnionBank produced a net pr<strong>of</strong>it <strong>of</strong><br />
π2.5 billion notwithstanding the impact <strong>of</strong> the<br />
acquisition and merger on operating costs.<br />
At yearend, return on equity was 13.5%, return<br />
on assets was 1.8%, and revenue/expense<br />
ratio was 1.8x. These are among the best<br />
financial ratios in the industry.<br />
UnionBank is well on its way to achieving its<br />
FOCUS 2010 vision to become a top 3 universal<br />
bank in the country by the year 2010. It has<br />
had an impressive track record <strong>of</strong> being one<br />
<strong>of</strong> the top 5 banks in financial <strong>results</strong>, and<br />
counted among the world’s 25 soundest<br />
banks for four consecutive years by The<br />
Banker <strong>of</strong> London. Euromoney, Asiamoney and<br />
Finance Asia have also ranked it as among<br />
Asia’s best-managed companies.<br />
The UnionBank Plaza, the bank’s corporate headquarters, stands<br />
tall at the heart <strong>of</strong> the Ortigas business district.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 41
CITY SAVINGS BANK<br />
Moving forward,<br />
City Savings Bank<br />
will continue<br />
its expansion in<br />
areas where it can<br />
serve its identified<br />
market niches. The<br />
bank’s 14th branch<br />
is located in the<br />
business district <strong>of</strong><br />
Cagayan de Oro.<br />
BANKING<br />
42 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
CITY SAVINGS BANK<br />
Positioning for more growth<br />
2006 was a milestone year for City Savings<br />
Bank. At yearend, the bank’s total resources<br />
grew by 77% to π2.4 billion from the previous<br />
year, while its non-performing loans ratio<br />
remained at 4.3%, well below industry<br />
standards. Deposits also jumped by 82%<br />
to π2 billion from π1.1 billion in 2005.<br />
When it opened in 1966, at a time when most<br />
banks served only commercial businesses,<br />
City Savings defined itself as a bank for the<br />
working class. Its customers were people<br />
<strong>of</strong> moderate means: teachers, policemen,<br />
jeepney drivers, market vendors and small<br />
business owners.<br />
With eight employees and an initial capital <strong>of</strong><br />
π500,000, the bank first began <strong>operations</strong> in<br />
a small rented space at the <strong>Aboitiz</strong> Building<br />
along Juan Luna Street in Cebu City. Today,<br />
it has its own building, a growing network <strong>of</strong><br />
16 banking <strong>of</strong>fices with 250 employees across<br />
the Visayas and Mindanao serving 49,000<br />
borrowers and 59,000 depositors.<br />
While in the past, City Savings continued its<br />
development at a slow and steady pace, in<br />
recent years, this thrift bank has started to be<br />
more aggressive in its growth and expansion.<br />
Consistent with the vision <strong>of</strong> its founders to<br />
provide a first-class bank for the ordinary<br />
working person, City Savings continues to<br />
serve clients with its distinct homestyle brand<br />
<strong>of</strong> banking. It <strong>of</strong>fers various types <strong>of</strong> loans and<br />
very competitive rates for savings products<br />
with minimum deposits as low as π100.<br />
True to its commitment to passion for better<br />
ways, the bank’s <strong>operations</strong> are now automated<br />
to better serve its clients’ needs. Its technology<br />
allows faster service for the convenience <strong>of</strong><br />
clients, including one-day loan processing.<br />
Moving forward, City Savings Bank will continue<br />
its expansion in areas where it can better serve<br />
its identified market niches. It plans to open<br />
more branches in the Visayas and Mindanao<br />
and venture out into the Luzon market.<br />
City Savings <strong>of</strong>fers clients various types <strong>of</strong> loans and very competitive rates for saving<br />
products with minimum deposits as low as π100.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 43
PILMICO FOODS CORPORATION<br />
Living up to its vision<br />
to be world-class,<br />
Pilmico adheres to ISO<br />
and HACCP standards<br />
to ensure quality<br />
products and quality<br />
management systems.<br />
FOOD<br />
44 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
THE FOOD GROUP<br />
Gearing up for major expansions<br />
The Food Group approached 2006 as a time for<br />
consolidation and preparation for future growth.<br />
While the improvement <strong>of</strong> operational efficiencies<br />
continued as a core initiative, the group used<br />
2006 to plan for major expansions in 2007.<br />
Foremost among these is the establishment <strong>of</strong> a<br />
feedmill at Pilmico Foods’ Iligan Milling Complex<br />
that will produce complex animal feeds from a<br />
variety <strong>of</strong> raw materials. The Fil-Am Foods plant<br />
in Capas, Tarlac currently serves the market for<br />
this type <strong>of</strong> animal feed. Pilmico expects to<br />
benefit from this project due to the operational<br />
synergies the feed milling plant will share with<br />
the flour milling infrastructure already in place.<br />
The new feedmill is targeted to be operational<br />
by the first quarter <strong>of</strong> 2008.<br />
Pilmico also plans to build two brand-new silos<br />
in its Iligan plant to increase its wheat storage<br />
capacity. This would allow larger shipments <strong>of</strong><br />
various types <strong>of</strong> wheat to be brought in at any<br />
one time. The company intends to install a flour<br />
blending facility to further increase its operational<br />
efficiencies in producing quality flour. Flour<br />
blending is a process whereby flours <strong>of</strong> different<br />
grades are blended together to create a particular<br />
flour grade or to serve the customized requirements<br />
<strong>of</strong> industrial customers.<br />
In 2006, Fil-Am Foods expanded its hog breeding<br />
capacity at its breeder farm in Aranguren,<br />
Tarlac using modular American swine breeding<br />
equipment. The company currently grows hogs<br />
out-to-market size in a combination <strong>of</strong> rented<br />
and contract-growing “<strong>of</strong>fsite” farms spread<br />
around Central Luzon. It intends to increase its<br />
owned-farm capacities with the addition <strong>of</strong> a<br />
grower-finisher farm. This new farm in Cut-Cut,<br />
Tarlac is expected to be producing prime hogs<br />
by the last quarter <strong>of</strong> 2007.<br />
The heart <strong>of</strong> a major commercial swine operation<br />
is its capacity to breed hogs. As Fil-Am Foods<br />
expands its swine <strong>operations</strong>, it needs to have a<br />
nucleus breeder farm to supply quality breeding<br />
stock to its existing main breeding farm. The<br />
company is developing a nucleus farm in Capas,<br />
Tarlac that is scheduled to come on line by the<br />
2nd quarter <strong>of</strong> 2008.<br />
In November 2006, Pilmico divested its shares in<br />
Pilmico-Mauri Foods, Inc., which had produced<br />
yeast and other bakery ingredients. It was a 10-<br />
year joint venture with Burns Philp <strong>of</strong> Australia,<br />
whose yeast business was acquired in 2004<br />
by Associated British Foods. The π100-million<br />
divestment will allow the Food Group to<br />
concentrate on the expansion <strong>of</strong> its core<br />
business, i.e., flour milling and animal feeds.<br />
The Food Group posted a significant growth in 2006 and is setting the<br />
groundwork for major expansions in 2007.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 45
ABOITIZ TRANSPORT SYSTEM<br />
The entry <strong>of</strong> the<br />
container ship<br />
2GO1 is expected<br />
to increase the<br />
operating efficiencies<br />
<strong>of</strong> ATS while providing<br />
more solutions to<br />
customers’ needs.<br />
TRANSPORT<br />
46 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
ABOITIZ TRANSPORT SYSTEM<br />
Providing complete logistics & supply chain solutions<br />
In 2006, <strong>Aboitiz</strong> Transport System<br />
Corporation (ATS) began to reconfigure<br />
its business model to carry more freight<br />
and focus more on its Roll-On Roll-Off<br />
(RoRo) movements.<br />
This was marked by the entry <strong>of</strong> the<br />
container ship 2GO1 that has a capacity<br />
<strong>of</strong> over 400 TEUs. 2GO1 is expected to<br />
further increase the company’s operating<br />
efficiencies while providing more solutions<br />
to customers’ needs.<br />
The RoRo service <strong>of</strong> 2GO is a self-driven<br />
cargo system that is given priority<br />
loading and unloading to ensure faster<br />
delivery lead-time. The service has<br />
already brought in over π500 million in<br />
revenues after only a year since it was<br />
introduced to the market. To satisfy<br />
growing demand, ATS is converting<br />
excess passenger capacity from its<br />
existing vessels.<br />
Moving forward, the expansion <strong>of</strong> the<br />
overall 2GO business will focus on<br />
providing a fully integrated supply chain<br />
management service. It will leverage on<br />
ATS’ integrated transport businesses<br />
in order to provide customers with<br />
complete logistics and supply chain<br />
solutions.<br />
The 2GO supply chain service includes<br />
warehouse management, order entry<br />
and releasing, transport planning and<br />
routing, delivery to customers nationwide,<br />
and document management. It has<br />
invested in an 8,000-square-meter<br />
warehouse in Pasig City for this service.<br />
The expansion <strong>of</strong> the overall 2GO business will focus on providing a fully integrated supply chain<br />
management service.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 47
ABOITIZ GROUP FOUNDATION, INC.<br />
In 2006, the enhanced<br />
scholarship program<br />
<strong>of</strong> the <strong>Aboitiz</strong> Group<br />
Foundation supported<br />
747 scholars in all<br />
levels through financial<br />
assistance and<br />
scholarship grants.<br />
CORPORATE SOCIAL RESPONSIBILITY<br />
48 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
ABOITIZ GROUP FOUNDATION, INC.<br />
Enhancing programs to serve more beneficiaries<br />
In 2006, <strong>Aboitiz</strong> companies were given more<br />
opportunities to implement corporate social<br />
responsibility (CSR) programs. In partnership<br />
with the <strong>Aboitiz</strong> Group Foundation, Inc. (AGFI),<br />
these companies implemented projects in the<br />
areas <strong>of</strong> education, primary health and childcare,<br />
and enterprise development.<br />
Their passion to serve was evident in the way<br />
they helped conceptualize and put into action<br />
social initiatives for communities in their<br />
respective areas <strong>of</strong> <strong>operations</strong>.<br />
Last year was a banner year for AGFI in terms<br />
<strong>of</strong> fund allocation and projects implemented<br />
for the welfare and development <strong>of</strong> its beneficiaries.<br />
It appropriated π54 million for projects<br />
conceptualized by the Group companies. The<br />
companies themselves also directly implemented<br />
various social development initiatives totaling<br />
π90 million. Together with personal and<br />
restricted donations <strong>of</strong> π34 million, the <strong>Aboitiz</strong><br />
Group’s total for CSR projects amounted to<br />
π178 million.<br />
Education remains at the heart <strong>of</strong> the<br />
Foundation’s efforts to alleviate poverty, with<br />
more than 50% <strong>of</strong> its budget allocated for<br />
education-related projects. It has so far built<br />
a total <strong>of</strong> 142 classrooms now being used by<br />
about 15,000 public high school students<br />
nationwide. It has also donated 616 new<br />
computers with licenses and printers to various<br />
public schools, and refurbished 46 computer<br />
laboratories. In addition, 16 day-care centers<br />
have been built to prepare pre-school children<br />
for formal education.<br />
In 2006, the Foundation’s enhanced scholarship<br />
program supported 747 scholars in all levels<br />
through financial assistance and scholarship<br />
grants.<br />
AGFI and its member-companies also support<br />
organized groups in their livelihood activities<br />
and capital build-up requirements through<br />
micr<strong>of</strong>inancing. Since the start <strong>of</strong> the micr<strong>of</strong>inance<br />
program, the Foundation has released<br />
120 loan packages valued at π21 million.<br />
The success and growth <strong>of</strong> the financing<br />
program is attributed to the credible projects<br />
being financed and the enviable track record <strong>of</strong><br />
on-time payments by borrowers. Nine cooperative<br />
training centers have been constructed to<br />
serve the needs <strong>of</strong> these diligent payors. The<br />
Foundation has identified micr<strong>of</strong>inance as an<br />
intervention it intends to grow over the years.<br />
AGFI continues to pursue its primary health<br />
and childcare programs to promote good<br />
health and well-being in its communities. So<br />
AGFI builds day-care centers to prepare pre-school children for formal education.<br />
far, it has allocated funds for the construction <strong>of</strong><br />
16 Level 3 water systems and 12 health centers in<br />
various areas benefiting over 2,000 households.<br />
Moving forward, the Foundation commits to<br />
further expand its programs and projects to<br />
serve more beneficiaries. It also commits to<br />
enhance its processes to gain the greatest<br />
value from donations and projects implemented<br />
not only by the Foundation but also by<br />
companies across the <strong>Aboitiz</strong> Group.<br />
AGFI remains driven by passion to serve communities<br />
where <strong>Aboitiz</strong> businesses are located.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 49
CHRISTMAS OUTREACH PROJECT<br />
Expressing passion to serve<br />
The Christmas Outreach project is a tradition<br />
initiated and organized by <strong>Aboitiz</strong> team members, in<br />
coordination with the <strong>Aboitiz</strong> Group Foundation.<br />
In early December, <strong>Aboitiz</strong> executives and team<br />
members play big brothers and big sisters to over<br />
400 children, guiding them through a day replete<br />
with fun, food, games and lots <strong>of</strong> surprises.<br />
The <strong>Aboitiz</strong> Corporate Center grounds are<br />
transformed into one big playland <strong>of</strong>fering a host<br />
<strong>of</strong> activities. Special treats await the kids, aged<br />
4 to 10 years old, including a photo opportunity<br />
with Santa.<br />
At the end <strong>of</strong> the day, these tired but happy kids<br />
each bring home a box stuffed with assorted<br />
gifts, a backpack filled with school supplies and<br />
clothes, and a bag <strong>of</strong> groceries for their families.<br />
As the buses drive away with smiling children in<br />
tow, the <strong>Aboitiz</strong> big brothers and big sisters feel a<br />
pr<strong>of</strong>ound sense <strong>of</strong> fulfillment for having shared<br />
the true spirit <strong>of</strong> Christmas to those who need it<br />
most. They have expressed their passion to serve<br />
in this outreach project.<br />
50 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
TYPHOON MILENYO VOLUNTEER ASSISTANCE<br />
Service beyond our borders<br />
Davao Light and Power Company (DLPC), Visayan<br />
Electric Company (VECO), Subic EnerZone<br />
Corporation (SEZ) and San Fernando Electric Light<br />
& Power Company (SFELAPCO) were among private<br />
utilities that volunteered to help the Manila Electric<br />
Company (MERALCO) restore electricity service in<br />
its franchise area in the aftermath <strong>of</strong> typhoon<br />
Milenyo that badly hit Luzon on September 28, 2006.<br />
The devastation wrought by the typhoon caused<br />
a massive blackout in Metro Manila and other parts<br />
<strong>of</strong> Luzon. The four utilities immediately formed and<br />
deployed teams to assist in the power restoration<br />
activities. DLPC and VECO each mobilized a six-man<br />
lineman crew equipped with their own bucket<br />
trucks that traveled all the way from their points <strong>of</strong><br />
origins. SEZ also sent a six-man line trimming crew<br />
and a corresponding service vehicle.<br />
The teams were later assigned to various line-clearing<br />
and power re-establishment works in Cavite City,<br />
Quezon City, Pasig City, Navotas and Albay.<br />
DLPC, VECO, SEZ and SFELAPCO personnel conduct power line restoration works along EDSA as voluntary assistance to MERALCO customers.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 51
ABOITIZ FUTURE LEADERS’ BUSINESS SUMMIT<br />
The two-day summit<br />
gathered 85 topranking<br />
3rd and 4th<br />
year students from<br />
seven universities<br />
and colleges in Cebu.<br />
52 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
ABOITIZ FUTURE LEADERS’ BUSINESS SUMMIT<br />
Developing tomorrow’s leaders today<br />
It was the first-<strong>of</strong>-its-kind event for the<br />
<strong>Aboitiz</strong> Group. Dubbed as the <strong>Aboitiz</strong> Future<br />
Leaders’ Business Summit (AFLBS), the<br />
convention held on August 17 and 18, 2006<br />
gathered 85 top-ranking 3rd and 4th year<br />
students from seven universities and colleges<br />
in Cebu. Among them were working scholars,<br />
honor students, organization leaders and<br />
varsity athletes.<br />
The two-day summit aimed to prepare<br />
delegates for their crossover from the campus<br />
arena to the corporate world. “Your Turn to Ask<br />
a CEO” was the overriding theme for the highly<br />
successful event that had top executives<br />
<strong>of</strong> AEV and other <strong>Aboitiz</strong> Group companies<br />
personally imparting valuable business lessons<br />
and sharing practical experiences with the<br />
student delegates. AEV President and CEO Jon<br />
Ramon <strong>Aboitiz</strong> revealed the humble beginnings<br />
<strong>of</strong> the <strong>Aboitiz</strong> Group, igniting in his young<br />
audience the passion to excel.<br />
Other valuable lessons were on business<br />
strategy, becoming a world-class company,<br />
financing a business, branding, business<br />
and technology, and becoming a customercentered<br />
company. It was pretty much a<br />
mini-MBA program.<br />
But there was something more to these<br />
sessions. The CEOs also talked about vision<br />
and values, leadership and integrity, building<br />
trust, earning and maintaining an honorable<br />
reputation, and giving back to the community.<br />
The summit was also packed with workshops<br />
and fun-filled activities that captivated the<br />
students. They too had dinner with the CEOs<br />
and other executives.<br />
Through the AFLBS, <strong>Aboitiz</strong> aimed to help<br />
delegates realize their future role in nation<br />
building, to inspire them to develop renewed<br />
faith and hope in the Filipino and in the<br />
country, and to encourage them to strive for<br />
excellence in all areas.<br />
The students were also challenged to step out<br />
<strong>of</strong> their collegiate mindset, look into the future<br />
and aspire to be leaders in whatever field they<br />
plan to pursue, business or otherwise.<br />
The summit brought a deep sense <strong>of</strong><br />
achievement to <strong>Aboitiz</strong> for having been able<br />
The student delegates had an up close and personal encounter with <strong>Aboitiz</strong> executives.<br />
to influence the delegates, both in heart<br />
and in mind, leaving them with a formidable<br />
challenge that as upcoming leaders <strong>of</strong> the<br />
country, they hold its future in their hands.<br />
The event was such a resounding success that<br />
a 2nd AFLBS has been scheduled on August<br />
10-11, 2007 in Cebu City, this time with<br />
delegates coming from Cebu and Mindanao.<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 53
ABOITIZ EQUITY VENTURES<br />
LOCATION OF OPERATIONS<br />
CORPORATE STRUCTURE<br />
POWER (in %)<br />
Manila<br />
LUZON<br />
Hedcor, Inc.<br />
Luzon Hydro Corporation<br />
SN <strong>Aboitiz</strong> Power, Inc.<br />
Fil-Am Foods, Inc.<br />
San Fernando Electric Light & Power Company<br />
Subic EnerZone Corporation<br />
<strong>Aboitiz</strong> Transport System Corporation<br />
UnionBank <strong>of</strong> the Philippines<br />
Generation companies:<br />
<strong>Aboitiz</strong> Power Corporation 100.0<br />
Hedcor, Inc. 100.0<br />
Luzon Hydro Corporation 50.0<br />
SN <strong>Aboitiz</strong> Power, Inc. 50.0<br />
Southern Philippines Power Corporation 20.0<br />
Western Mindanao Power Corporation 20.0<br />
Distribution companies:<br />
Davao Light & Power Company 99.9<br />
Cotabato Light & Power Company 99.9<br />
Subic EnerZone Corporation 64.3<br />
Visayan Electric Company 54.7<br />
San Fernando Electric Light<br />
& Power Company 43.8<br />
VISAYAS<br />
<strong>Aboitiz</strong> Power Corporation<br />
Philippine HydroPower Corporation<br />
SuperCat Fast Ferry Corporation<br />
Visayan Electric Company<br />
City Savings Bank<br />
Services:<br />
<strong>Aboitiz</strong> Energy Solutions, Inc. 100.0<br />
BANKING<br />
UnionBank <strong>of</strong> the Philippines (publicly listed) 42.1<br />
City Savings Bank 34.4<br />
Davao Light<br />
& Power Company<br />
Hedcor Sibulan<br />
Hedcor Tamugan<br />
Western Mindanao<br />
Power Corporation<br />
MINDANAO<br />
Pilmico Foods<br />
Corporation<br />
Cotabato Light<br />
& Power Company<br />
Southern Philippines<br />
Power Corporation<br />
TRANSPORT<br />
<strong>Aboitiz</strong> Transport System Corporation (publicly listed) 77.2<br />
<strong>Aboitiz</strong> One, Inc. 100.0<br />
<strong>Aboitiz</strong> Jebsen Bulk Transport 62.5<br />
<strong>Aboitiz</strong> Jebsen Manpower Solutions, Inc. 62.5<br />
Jebsen Maritime, Inc. 62.5<br />
JEMA BVI Ltd. 50.0<br />
SuperCat Fast Ferry Corproration 100.0<br />
FOOD<br />
Pilmico Foods Corporation 100.0<br />
Fil-Am Foods, Inc. 100.0<br />
PORTFOLIO INVESTMENTS<br />
Cebu Praedia Dev. Corporation 100.0<br />
Cebu International Container Terminal* 20.0<br />
*No commercial <strong>operations</strong><br />
54 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006
BOARD OF DIRECTORS<br />
Roberto E. <strong>Aboitiz</strong><br />
CHAIRMAN OF THE BOARD<br />
Jon Ramon M. <strong>Aboitiz</strong><br />
PRESIDENT AND CHIEF EXECUTIVE OFFICER<br />
Erramon I. <strong>Aboitiz</strong><br />
EXECUTIVE VICE PRESIDENT AND CHIEF OPERATING OFFICER<br />
Enrique M. <strong>Aboitiz</strong>, Jr.<br />
DIRECTOR<br />
Justo A. Ortiz<br />
DIRECTOR<br />
Roberto R. Romulo<br />
INDEPENDENT DIRECTOR<br />
AUDIT COMMITTEE CHAIRMAN<br />
NOMINATION COMMITTEE MEMBER<br />
Jose C. Vitug<br />
INDEPENDENT DIRECTOR<br />
COMPENSATION COMMITTEE MEMBER<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2006 55
CORPORATE OFFICERS<br />
Stephen G. Paradies<br />
SENIOR VICE PRESIDENT/ CHIEF FINANCIAL OFFICER<br />
Juan Antonio E. Bernad<br />
SENIOR VICE PRESIDENT-<br />
ELECTRICITY REGULATORY AFFAIRS<br />
Mikel A. <strong>Aboitiz</strong><br />
SENIOR VICE PRESIDENT / CHIEF INFORMATION OFFICER<br />
Xavier J. <strong>Aboitiz</strong><br />
SENIOR VICE PRESIDENT - HUMAN RESOURCES<br />
Gabriel T. Mañalac<br />
FIRST VICE PRESIDENT - TREASURY SERVICES<br />
Luis Miguel O. <strong>Aboitiz</strong><br />
FIRST VICE PRESIDENT<br />
M. Jasmine S. Oporto<br />
FIRST VICE PRESIDENT - LEGAL / CORPORATE SECRETARY /<br />
CHIEF COMPLIANCE OFFICER<br />
56 ABOITIZ EQUITY VENTURES ANNUAL REPORT 2005
CORPORATE OFFICERS<br />
Benjamin A. Cariaso, Jr.<br />
VICE PRESIDENT - BUSINESS DEVELOPMENT<br />
Melinda Rivera-Bathan<br />
VICE PRESIDENT/ COMPTROLLER<br />
Leah Geraldez<br />
ASSISTANT CORPORATE SECRETARY<br />
Nancy S. Lim<br />
ASSISTANT VICE PRESIDENT - HUMAN<br />
RESOURCES<br />
Delia Y. Maderazo<br />
ASSISTANT VICE PRESIDENT -iCSD<br />
Stella Olive Sucalit<br />
ASSISTANT VICE PRESIDENT - CORPORATE FINANCE<br />
Caroline Ballesteros<br />
ASSISTANT VICE PRESIDENT - BRANDING<br />
ABOITIZ EQUITY VENTURES ANNUAL REPORT 2005 57
Independent Auditors’ Report<br />
The Stockholders and the Board <strong>of</strong> Directors<br />
<strong>Aboitiz</strong> Equity Ventures, Inc.<br />
<strong>Aboitiz</strong> Corporate Center<br />
Gov. Manuel A. Cuenco Avenue, Cebu City<br />
We have audited the accompanying consolidated financial statements <strong>of</strong> <strong>Aboitiz</strong> Equity<br />
Ventures, Inc. and Subsidiaries, which comprise the consolidated balance sheets as at<br />
December 31, 2006 and 2005, and the consolidated statements <strong>of</strong> income, consolidated<br />
statements <strong>of</strong> changes in stockholders’ equity and consolidated statements <strong>of</strong> cash flows<br />
for each <strong>of</strong> the three years in the period ended December 31, 2006, and a summary <strong>of</strong><br />
significant accounting policies and other explanatory notes. We did not audit the financial<br />
statements <strong>of</strong> Philippine Hydropower Corporation and Subsidiaries, <strong>Aboitiz</strong> Energy Solutions,<br />
Inc. (formerly <strong>Aboitiz</strong> Powersolutions, Inc.), Cebu Praedia Development Corporation, AEV<br />
Aviation Inc., and Jebsen Management (BVI) Limited and Subsidiaries, which statements<br />
reflect total assets and total revenues <strong>of</strong> 11.2% and 9.1% in 2006; 12.3% and 9.9% in 2005;<br />
and 9.9% and 2.6% in 2004, respectively, <strong>of</strong> the related consolidated totals. Also, we<br />
did not audit the financial statements <strong>of</strong> Visayan Electric Company, Inc. and City Savings<br />
Bank, the investments in which represent 4.8% and 4.7% <strong>of</strong> the total consolidated assets<br />
as <strong>of</strong> December 31, 2006 and 2005, respectively, and the Group’s equity in net earnings<br />
represents 7.4%, 5.6% and 1.1% <strong>of</strong> the consolidated net income for 2006, 2005 and 2004,<br />
respectively. Those statements were audited by other auditors whose reports thereon have<br />
been furnished to us, and our opinion, ins<strong>of</strong>ar as it relates to the amounts included for those<br />
entities, is based solely on the reports <strong>of</strong> the other auditors.<br />
Management’s Responsibility for the Financial Statements<br />
Management is responsible for the preparation and fair presentation <strong>of</strong> these financial statements<br />
in accordance with Philippine Financial Reporting Standards. This responsibility includes: designing,<br />
implementing and maintaining internal control relevant to the preparation and fair presentation<br />
<strong>of</strong> financial statements that are free from material misstatement, whether due to fraud or error;<br />
selecting and applying appropriate accounting policies; and making accounting estimates that are<br />
reasonable in the circumstances.<br />
Auditors’ Responsibility<br />
Our responsibility is to express an opinion on these financial statements based on our audits. We<br />
conducted our audits in accordance with Philippine Standards on Auditing. Those standards require<br />
that we comply with ethical requirements and plan and perform the audit to obtain reasonable<br />
assurance whether the financial statements are free from material misstatement.<br />
An audit involves performing procedures to obtain audit evidence about the amounts and<br />
disclosures in the financial statements. The procedures selected depend on the auditor’s<br />
judgment, including the assessment <strong>of</strong> the risks <strong>of</strong> material misstatement <strong>of</strong> the financial<br />
statements, whether due to fraud or error. In making those assessments, the auditor<br />
considers internal control relevant to the entity’s preparation and fair presentation <strong>of</strong><br />
the financial statements in order to design audit procedures that are appropriate in the<br />
circumstances, but not for the purpose <strong>of</strong> expressing an opinion on the effectiveness<br />
<strong>of</strong> the entity’s internal control. An audit also includes evaluating the appropriateness<br />
<strong>of</strong> accounting policies used and the reasonableness <strong>of</strong> accounting estimates made by<br />
management, as well as evaluating the overall presentation <strong>of</strong> the financial statements.<br />
We believe that the audit evidence we have obtained and the reports <strong>of</strong> the other auditors are<br />
sufficient and appropriate to provide a basis for our audit opinion.<br />
Opinion<br />
In our opinion, based on our audits and the reports <strong>of</strong> other auditors, the consolidated<br />
financial statements present fairly, in all material respects, the financial position <strong>of</strong><br />
<strong>Aboitiz</strong> Equity Ventures, Inc. and Subsidiaries as <strong>of</strong> December 31, 2006 and 2005, and<br />
their financial performance and their cash flows for each <strong>of</strong> the three years in the period<br />
ended December 31, 2006 in accordance with Philippine Financial Reporting Standards.<br />
SYCIP GORRES VELAYO & CO.<br />
Ladislao Z. Avila, Jr.<br />
Partner<br />
CPA Certificate No. 69099<br />
SEC Accreditation No. 0111-AR-1<br />
Tax Identification No. 109-247-891<br />
PTR No. 0266523, January 2, 2007, Makati City<br />
April 12, 2007<br />
58 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
Statement <strong>of</strong> Management’s Responsibility<br />
for Financial Statements<br />
SECURITIES & EXCHANGE COMMISSION<br />
SEC Building, EDSA Greenhills<br />
Mandaluyong, Metro Manila<br />
The management <strong>of</strong> <strong>Aboitiz</strong> Equity Ventures, Inc. is responsible for all information and<br />
representations contained in the consolidated financial statements <strong>of</strong> <strong>Aboitiz</strong> Equity<br />
Ventures, Inc. and subsidiaries for the years ended December 31, 2006 and 2005. The<br />
consolidated financial statements have been prepared in accordance with Philippine<br />
Financial Standards (PFRS) and reflect amounts that are based on the best estimates<br />
and informed judgment <strong>of</strong> management with an appropriate consideration<br />
to materiality.<br />
SyCip, Gorres, Velayo & Co., the independent auditors appointed by the stockholders<br />
and the Board <strong>of</strong> Directors, have examined the consolidated financial statements <strong>of</strong><br />
the Company in accordance with Philippine Standards <strong>of</strong> Auditing and have expressed<br />
its opinion on the fairness <strong>of</strong> presentation upon completion <strong>of</strong> such examination, in its<br />
report to the Board <strong>of</strong> Directors and stockholders.<br />
In this regard, management maintains a system <strong>of</strong> accounting and reporting which<br />
provides for the necessary internal controls to ensure that transactions are properly<br />
authorized and recorded, assets are safeguarded against unauthorized use or<br />
disposition, and liabilities are recognized.<br />
The Board <strong>of</strong> Directors reviews the financial statements before such statements are<br />
approved and submitted to the stockholders <strong>of</strong> the Company.<br />
ROBERTO E. ABOITIZ<br />
Chairman <strong>of</strong> the Board<br />
CTC No. 04054004<br />
Date/Place Issued:<br />
01/25/07; Cebu City<br />
JON RAMON M. ABOITIZ<br />
President & Chief Executive Officer<br />
CTC No. 04053992<br />
Date/Place Issued:<br />
01/25/07; Cebu City<br />
STEPHEN G. PARADIES<br />
SVP - Chief Finance Officer<br />
CTC No. 04051915<br />
Date/Place Issued:<br />
01/27/07; Cebu City<br />
Republic <strong>of</strong> the Philippines)<br />
City <strong>of</strong> Cebu ……….......………) S.S.<br />
SUBSCRIBED AND SWORN TO before me this April 16, 2007 in the City <strong>of</strong> Cebu, Philippines. Affiants exhibited to me their respective Community Tax Certificates with details shown above.<br />
Doc. No. 18;<br />
Page No. 5;<br />
Book No. 4;<br />
Series <strong>of</strong> 2007.<br />
CATHERINE R. ATAY<br />
Notary Public<br />
Until December 31, 2008<br />
PTR No. 6333734/Cebu City/01.05.07<br />
IBP Lifetime Membership No. 694333<br />
Roll No. 50002<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 59
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Consolidated Balance Sheets<br />
(Amounts in Thousands)<br />
December 31<br />
2006 2005<br />
ASSETS<br />
Current Assets<br />
Cash and cash equivalents (Note 3) π8,009,957 π4,622,676<br />
Trade and other receivables (Note 4) 3,661,364 3,367,854<br />
Inventories (Note 5) 1,693,333 1,376,383<br />
Other current assets (Notes 6 and 7) 1,080,627 904,667<br />
14,445,281 10,271,580<br />
Noncurrent asset classified as held for sale (Note 13) 659,510 –<br />
Total Current Assets 15,104,791 10,271,580<br />
Noncurrent Assets<br />
Property, plant and equipment (Notes 8 and 17) 9,675,326 11,425,132<br />
Investment properties 194,175 203,162<br />
Investments and advances (Note 10) 13,873,533 14,504,622<br />
Available-for-sale (AFS) investments 96,831 149,835<br />
Goodwill (Note 11) 775,754 784,883<br />
Pension asset (Note 12) 16,731 45,414<br />
Deferred income tax assets (Note 26) 516,304 317,185<br />
Other noncurrent assets (Note 14) 590,978 573,923<br />
Total Noncurrent Assets 25,739,632 28,004,156<br />
TOTAL ASSETS π40,844,423 π38,275,736<br />
LIABILITIES AND STOCKHOLDERS’ EQUITY<br />
Current Liabilities<br />
Bank loans (Note 15) π823,720 π1,299,353<br />
Trade and other payables (Note 16) 4,625,153 4,595,415<br />
Dividends payable 11,416 16,147<br />
Income tax payable 92,270 142,103<br />
Current portion <strong>of</strong> long-term debt (Note 17) 1,169,082 1,756,246<br />
Current portion <strong>of</strong> obligations under finance lease<br />
(Notes 8 and 19) 113,823 140,393<br />
6,835,464 7,949,657<br />
Liabilities directly associated with noncurrent asset<br />
classified as held for sale (Note 13) 455,037 –<br />
Total Current Liabilities 7,290,501 7,949,657<br />
December 31<br />
2006 2005<br />
Noncurrent Liabilities<br />
Long-term debt - net <strong>of</strong> current portion (Note 17) 5,855,787 5,810,786<br />
Obligations under finance lease - net <strong>of</strong> current<br />
portion (Notes 8 and 19) 81,080 210,490<br />
Customers’ deposits (Note 18) 1,128,794 1,016,253<br />
Redeemable preferred shares (Note 20) 2,139,832 1,886,940<br />
Pension liability (Note 12) 48,193 40,863<br />
Deferred income tax liabilities (Note 26) 16,999 21,253<br />
Total Noncurrent Liabilities 9,270,685 8,986,585<br />
Equity Attributable to Equity Holders <strong>of</strong> the Parent<br />
Capital stock (Note 20) 5,694,600 5,694,600<br />
Additional paid-in capital 1,341,245 1,201,051<br />
Net unrealized gain on AFS investments 16,058 1,656<br />
Cumulative translation adjustments (4,189) (2,097)<br />
Share in cumulative translation adjustments <strong>of</strong><br />
associates (Note 10)<br />
107,427 373,330<br />
Share in net unrealized gains on AFS investments and<br />
underwriting accounts <strong>of</strong> an associate (Note 10)<br />
39,519 122,290<br />
Retained earnings (Note 21) 17,368,629 14,346,797<br />
Treasury stock at cost (1,485,025) (1,576,463)<br />
23,078,264 20,161,164<br />
Minority interests 1,204,973 1,178,330<br />
Total Stockholders’ Equity 24,283,237 21,339,494<br />
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY π40,844,423 π38,275,736<br />
See accompanying Notes to Consolidated Financial Statements.<br />
60 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Consolidated Statements <strong>of</strong> Income<br />
(Amounts in Thousands, Except Per Share Amounts)<br />
Years Ended December 31<br />
2006 2005 2004<br />
REVENUES<br />
Sale <strong>of</strong>:<br />
Power and electricity (Note 22) π8,797,809 π8,106,300 π6,583,131<br />
Goods 6,797,799 6,391,072 5,688,811<br />
Freight 6,379,737 6,036,995 4,307,115<br />
Passage 3,020,013 3,613,667 3,733,132<br />
Fair value <strong>of</strong> swine 641,222 646,112 480,017<br />
Service fees 456,722 1,402,563 1,459,255<br />
Others 618,000 726,115 159,463<br />
26,711,302 26,922,824 22,410,924<br />
costs and expenses<br />
Operating expenses (Note 23) 9,380,104 9,946,932 7,708,747<br />
Cost <strong>of</strong> goods sold (Note 23) 6,087,438 6,020,658 5,393,761<br />
Cost <strong>of</strong> purchased power 5,616,903 5,217,348 4,093,411<br />
Overhead expenses (Note 23) 1,454,400 1,546,014 1,436,009<br />
Terminal expenses (Note 23) 1,078,672 1,225,752 1,108,354<br />
Depreciation <strong>of</strong> ships 765,679 824,070 860,053<br />
24,383,196 24,780,774 20,600,335<br />
Years Ended December 31<br />
2006 2005 2004<br />
GROSS PROFIT 2,328,106 2,142,050 1,810,589<br />
Share in net earnings <strong>of</strong> associates (Note 10) 2,114,710 2,155,343 1,532,131<br />
Interest income (Note 3 ) 260,707 244,744 217,041<br />
Interest expense (Note 30)<br />
Dividends on redeemable preferred shares<br />
(871,067) (1,042,490) (1,144,898)<br />
(Note 20) (267,118) (214,248) –<br />
Other income - net (Note 25) 742,729 400,663 821,467<br />
INCOME BEFORE INCOME TAX 4,308,067 3,686,062 3,236,330<br />
PROVISION FOR INCOME TAX (Note 26) 494,014 468,569 531,113<br />
NET INCOME π3,814,053 π3,217,493 π2,705,217<br />
ATTRIBUTABLE TO:<br />
Equity holders <strong>of</strong> the parent π3,753,926 π3,159,132 π2,542,887<br />
Minority interests 60,127 58,361 162,330<br />
π3,814,053 π3,217,493 π2,705,217<br />
EARNINGS PER SHARE (Note 33)<br />
Basic, for income for the year attributable<br />
to ordinary equity holders <strong>of</strong> the parent π0.762 π0.651 π0.527<br />
Diluted, for income for the year attributable<br />
to ordinary equity holders <strong>of</strong> the parent<br />
π0.762 π0.651 π0.527<br />
See accompanying Notes to Consolidated Financial Statements.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 61
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Consolidated Statements <strong>of</strong> Changes In Stockholders’ Equity<br />
(Amounts in Thousands, Except Per Share Amounts)<br />
Additional<br />
Paid-in<br />
Capital<br />
Net<br />
Unrealized<br />
Gain on AFS<br />
invesments<br />
Attributable to equity holders <strong>of</strong> the parent<br />
Unrealized<br />
Losses on<br />
Noncurrent<br />
Marketable<br />
Equity<br />
Securities<br />
Cumulative<br />
Translation<br />
Adjustments<br />
Share in<br />
Cumulative<br />
Translation<br />
Adjustments<br />
<strong>of</strong> Associates<br />
Share in<br />
Net<br />
Unrealized<br />
Gains (Losses)<br />
on AFS<br />
Investments<br />
and<br />
Underwriting<br />
Accounts<br />
<strong>of</strong> an<br />
Associate<br />
Capital Stock<br />
Retained Treasury Minority<br />
Common Preferred<br />
Earnings<br />
Stock Interests<br />
Total<br />
Balances at January 1, 2004 π5,694,600 π100,000 π2,100,640 π– π– π– π559,955 (π320,707) π10,491,121 (π1,707,985) π313,814 π 17,231,438<br />
Effect <strong>of</strong> reorganization <strong>of</strong> transport group (Note 9) – – (414,148) – (1,024) – – – (130,516) – 682,284 136,596<br />
Balances at January 1, 2004, as restated 5,694,600 100,000 1,686,492 – (1,024) – 559,955 (320,707) 10,360,605 (1,707,985) 996,098 17,368,034<br />
Net income for the year – – – – – – – – 2,542,887 – 162,330 2,705,217<br />
Share in unrealized loss on AFS <strong>of</strong> an associate – – – – – – – (62,766) – – – (62,766)<br />
Total recognized income (loss) for the year – – – – – – – (62,766) 2,542,887 – 162,330 2,642,451<br />
Issuance <strong>of</strong> capital stock – 86,700 780,300 – – – – – – – – 867,000<br />
Cash dividends (Note 21)<br />
Common - π0.10 per share – – – – – – – – (497,280) – – (497,280)<br />
Preferred - π0.73 per share – – – – – – – – (90,514) – – (90,514)<br />
Purchase <strong>of</strong> treasury shares – – – – – – – – – (2,099) – (2,099)<br />
Balances at December 31, 2004 π5,694,600 π186,700 π2,466,792 π– (π1,024) π– π559,955 (π383,473) π12,315,698 (π1,710,084) π1,158,428 π20,287,592<br />
Effect <strong>of</strong> adoption <strong>of</strong> PAS 39 (Note 2) – (186,700) (1,680,300) (1,024) 1,024 – – – (461,232) – (28,748) (2,356,980)<br />
Balances at January 1, 2005 5,694,600 – 786,492 (1,024) – – 559,955 (383,473) 11,854,466 (1,710,084) 1,129,680 17,930,612<br />
Net income for the year – – – – – – – – 3,159,132 – 58,361 3,217,493<br />
Movement <strong>of</strong> unrealized valuation gains <strong>of</strong><br />
AFS investments<br />
– – – 2,680 – – – – – – 985 3,665<br />
Movement <strong>of</strong> cumulative translation<br />
adjustments<br />
– – – – – (2,097) – – – – (659) (2,756)<br />
Share in unrealized valuation gains<br />
on AFS investments <strong>of</strong> an associate<br />
– – – – – – – 505,763 – – – 505,763<br />
Share in movement <strong>of</strong> cumulative<br />
translation adjustment <strong>of</strong> associates – – – – – – (186,625) – – – – (186,625)<br />
Total recognized income (loss) for the year – – – 2,680 – (2,097) (186,625) 505,763 3,159,132 – 58,687 3,537,540<br />
Effects <strong>of</strong> reorganization <strong>of</strong> transport<br />
group (Note 9)<br />
– – 94,515 – – – – – (70,199) – (10,037) 14,279<br />
Sale <strong>of</strong> treasury shares – – 320,044 – – – – – – 133,621 – 453,665<br />
Cash dividends - π0.12 per share (Note 21) – – – – – – – – (596,602) – – (596,602)<br />
Balances at December 31, 2005 π5,694,600 π– π1,201,051 π1,656 π– (π2,097) π373,330 π122,290 π14,346,797 (π1,576,463) π1,178,330 π21,339,494<br />
Balances at January 1, 2006 π5,694,600 π– π1,201,051 π1,656 π– (π2,097) π373,330 π122,290 π14,346,797 (π1,576,463) π1,178,330 π21,339,494<br />
Net income for the year – – – – – – – – 3,753,926 – 60,127 3,814,053<br />
Movement <strong>of</strong> unrealized valuation gains <strong>of</strong><br />
AFS investments<br />
– – – 14,402 – – – – – – – 14,402<br />
Movement <strong>of</strong> cumulative translation<br />
adjustments<br />
– – – – – (2,092) – – – – (33,484) (35,576)<br />
Share in unrealized valuation gains<br />
on AFS investments <strong>of</strong> an associate<br />
– – – – – – – (82,771) – – – (82,771)<br />
Share in movement <strong>of</strong> cumulative<br />
translation adjustment <strong>of</strong> associates<br />
– – – – – – (265,903) – – – – (265,903)<br />
Total recognized income (loss) for the year – – – 14,402 – (2,092) (265,903) (82,771) 3,753,926 – 26,643 3,444,205<br />
Acquisition <strong>of</strong> minority interests – – – – – – – – 3,861 – – 3,861<br />
Sale <strong>of</strong> treasury shares – – 140,194 – – – – – – 91,438 – 231,632<br />
Cash dividends - π0.15 per share (Note 21) – – – – – – – – (735,955) – – (735,955)<br />
Balances at December 31, 2006 π5,694,600 π– π1,341,245 π16,058 π– (π4,189) π107,427 π39,519 π17,368,629 (π1,485,025) π1,204,973 π24,283,237<br />
See accompanying Notes to Consolidated Financial Statements.<br />
62 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Consolidated Statements <strong>of</strong> Cash Flows<br />
(Amounts in Thousands)<br />
years Ended December 31<br />
2006 2005 2004<br />
CASH FLOWS FROM OPERATING ACTIVITIES<br />
Income before income tax π4,308,067 π3,686,062 π3,236,330<br />
Adjustments for:<br />
Depreciation and amortization 1,809,250 1,970,301 1,788,167<br />
Interest expense 1,138,185 1,256,738 1,144,898<br />
Unrealized foreign exchange loss (gain) 180,398 100,865 (19,368)<br />
Provision for losses on various assets 28,236 – –<br />
Share in net earnings <strong>of</strong> associates (Note 10) (2,114,710) (2,155,343) (1,532,131)<br />
Gain on sale <strong>of</strong> (Note 25):<br />
Investments (286,642) – –<br />
Property and equipment (226,284) (99,661) (211,994)<br />
Stock investments at equity (39,037) – –<br />
Marketable equity securities – – (15,696)<br />
Interest income (260,707) (244,744) (217,041)<br />
Dividend income (Note 25) (35,977) (5,144) (11,811)<br />
Gain from insurance claims (Note 25) – – (208,659)<br />
Unrealized gain on recovery <strong>of</strong> marketable<br />
equity securities (Note 25)<br />
– – (11,661)<br />
Operating income before working capital changes 4,500,779 4,509,074 3,941,034<br />
Increase in:<br />
Trade and other receivables (189,760) (1,105) (1,346,948)<br />
Inventories (316,950) (50,577) (477,118)<br />
Other current assets (175,960) (183,501) (403,378)<br />
Increase (decrease) in:<br />
Trade and other payables (62,436) 340,076 1,346,611<br />
Customers’ deposits 112,541 104,360 82,783<br />
Net cash generated from <strong>operations</strong> 3,868,214 4,718,327 3,142,984<br />
Income and final taxes paid (752,568) (693,982) (417,620)<br />
Net cash flows from operating activities 3,115,646 4,024,345 2,725,364<br />
CASH FLOWS FROM INVESTING ACTIVITIES<br />
Dividends received 2,345,870 739,248 698,943<br />
Interest received 227,465 485,436 163,943<br />
Decrease (increase) in:<br />
Other noncurrent assets 14,734 (456,632) (315,026)<br />
Marketable equity securities – – 58<br />
Reductions in (additions to):<br />
Investments 353,779 (97,193) –<br />
2006 2005 2004<br />
Investments and noncurrent advances<br />
to associates<br />
18,073 934 (41,773)<br />
Property, plant and equipment (Note 8) (1,420,623) (2,019,572) (2,959,458)<br />
Proceeds from sale <strong>of</strong>:<br />
Property, plant and equipment 931,071 166,692 1,559,274<br />
Stock investments at equity 108,196 – –<br />
Marketable equity securities – – 26,763<br />
Cash <strong>of</strong> newly acquired subsidiary (Note 9) – 308,750 –<br />
Investment property – 26,584 –<br />
Net cash flows from (used in) investing activities 2,578,565 (845,753) (867,276)<br />
CASH FLOWS FROM FINANCING ACTIVITIES<br />
Reissuance (acquisition) <strong>of</strong> treasury shares 231,632 453,665 (2,099)<br />
Interest paid (1,105,486) (927,325) (1,102,422)<br />
Cash dividends paid (Note 21) (735,955) (594,683) (578,356)<br />
Net proceeds from (payments <strong>of</strong>):<br />
Long-term debt 165,766 (1,108,687) (370,822)<br />
Bank loans (475,633) (683,357) 518,507<br />
Increase (decrease) in minority interest (33,514) 20,975 (722)<br />
Payments <strong>of</strong> obligations under capital lease (155,980) (155,956) (112,580)<br />
Proceeds from issuance <strong>of</strong> capital stock (Note 20) – – 867,000<br />
Net cash flows used in financing activities (2,109,170) (2,995,368) (781,494)<br />
NET INCREASE IN CASH AND<br />
CASH EQUIVALENTS<br />
EFFECT OF EXCHANGE RATE CHANGES<br />
ON CASH AND CASH EQUIVALENTS<br />
CASH AND CASH EQUIVALENTS AT<br />
BEGINNING OF YEAR<br />
CASH AND CASH EQUIVALENTS<br />
AT END OF YEAR (Note 3)<br />
See accompanying Notes to Consolidated Financial Statements.<br />
years Ended December 31<br />
3,585,041 183,224 1,076,594<br />
(197,760) (128,339) 21,736<br />
4,622,676 4,567,791 3,469,461<br />
π8,009,957 π4,622,676 π4,567,791<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 63
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
1. Corporate Information<br />
<strong>Aboitiz</strong> Equity Ventures, Inc. (the Company) was incorporated and is domiciled in the Republic <strong>of</strong> the<br />
Philippines. The Company and its subsidiaries (collectively referred to as the “Group”) are engaged in<br />
various business activities mainly in the Philippines, including power generation and distribution, food<br />
manufacturing, banking and financial services and transportation (see Notes 9 and 34). The Company<br />
is the publicly-listed holding and management company <strong>of</strong> the Group. The registered <strong>of</strong>fice address<br />
<strong>of</strong> the Company is <strong>Aboitiz</strong> Corporate Center, Gov. Manuel A. Cuenco Avenue, Cebu City. The parent<br />
and the ultimate parent <strong>of</strong> the Company is <strong>Aboitiz</strong> & Company, Inc. (ACO).<br />
The consolidated financial statements <strong>of</strong> the Group as <strong>of</strong> December 31, 2006 and 2005 and for<br />
each <strong>of</strong> the three years ended December 31, 2006, were authorized for issue by the Board <strong>of</strong><br />
Directors (BOD) <strong>of</strong> the Company on April 12, 2007.<br />
2. Summary <strong>of</strong> Significant Accounting Policies<br />
Basis <strong>of</strong> Preparation<br />
The consolidated financial statements <strong>of</strong> the Group have been prepared on a historical cost basis,<br />
except for AFS investments and derivatives which are measured at fair value, and agricultural<br />
produce and biological assets which are measured at fair value less estimated point-<strong>of</strong>-sale<br />
costs. The consolidated financial statements are presented in Philippine peso and all values are<br />
rounded to the nearest thousand except as otherwise indicated.<br />
Statement <strong>of</strong> Compliance<br />
The consolidated financial statements <strong>of</strong> the Group have been prepared in compliance with<br />
Philippine Financial Reporting Standards (PFRS).<br />
Basis <strong>of</strong> Consolidation<br />
The consolidated financial statements comprise the financial statements <strong>of</strong> the Company and its<br />
subsidiaries as at 31 December <strong>of</strong> each year. The financial statements <strong>of</strong> the subsidiaries are prepared<br />
for the same reporting year as the Company using consistent accounting policies.<br />
All intra-group balances, transactions, income and expenses and pr<strong>of</strong>its and losses resulting from<br />
intra-group transactions that are recognized in assets, are eliminated in full.<br />
Subsidiaries are fully consolidated from the date <strong>of</strong> acquisition, being the date on which the<br />
Group obtains control, and continue to be consolidated until the date that such control ceases.<br />
Minority interests represent the portion <strong>of</strong> pr<strong>of</strong>it or loss and net assets in the subsidiaries not held<br />
by the Group and are presented separately in the consolidated statement <strong>of</strong> income and within<br />
stockholders’ equity in the consolidated balance sheet, separately from the equity attributable to<br />
equity holders <strong>of</strong> the parent. Acquisitions <strong>of</strong> minority interests are accounted for using the entity<br />
concept method, whereby the difference between the consideration and the book value <strong>of</strong> the<br />
share <strong>of</strong> the net assets acquired is recognized as an equity transaction.<br />
Changes in Accounting Policies<br />
The accounting policies adopted are consistent with those <strong>of</strong> the previous year except as follows:<br />
The Group has adopted the following new and amended PFRS and Philippine Interpretations during<br />
the period. Adoption <strong>of</strong> these revised standards and interpretations did not have any effect on the<br />
Group except for the additional disclosures on the financial statements.<br />
• Philippine Accounting Standards (PAS) 19, Amendment - Employee Benefits;<br />
• PAS 21, Amendment - The Effects <strong>of</strong> Changes in Foreign Exchange Rates;<br />
• PAS 39, Amendments - Financial Instruments: Recognition and Measurement; and<br />
• Philippine Interpretation International Financial Reporting Interpretations Committee<br />
(IFRIC) 4, Determining whether an Arrangement Contains a Lease.<br />
The Group has also early adopted the following Philippine Interpretations. Adoption <strong>of</strong> these<br />
standards and interpretations did not have any effect on the financial position <strong>of</strong> the Group.<br />
These, however, require additional disclosures on the financial statements.<br />
• Philippine Interpretation IFRIC 8, Scope <strong>of</strong> PFRS 2;<br />
• Philippine Interpretation IFRIC 9, Reassessment <strong>of</strong> Embedded Derivatives; and<br />
• Philippine Interpretation IFRIC 10, Interim Financial Reporting and Impairment.<br />
The principal effects <strong>of</strong> these changes, if any, are as follows:<br />
PAS 19, Employee Benefits<br />
Additional disclosures on the consolidated financial statements are made to provide information<br />
about trends in the assets and liabilities in the defined benefit plans and the assumptions<br />
underlying the components <strong>of</strong> the defined benefit cost. This change has no recognition nor<br />
measurement impact, as the Group chose not to apply the new option <strong>of</strong>fered to recognize<br />
actuarial gains and losses outside <strong>of</strong> the consolidated statement <strong>of</strong> income.<br />
PAS 21, The Effects <strong>of</strong> Changes in Foreign Exchange Rates<br />
All exchange differences arising from a monetary item that forms part <strong>of</strong> the Group’s net<br />
investment in a foreign operation are recognized in a separate component <strong>of</strong> stockholders’ equity<br />
in the consolidated financial statements regardless <strong>of</strong> the currency in which the monetary item is<br />
denominated. This change has no significant impact on the consolidated financial statements.<br />
PAS 39, Financial Instruments: Recognition and Measurement<br />
Amendment for financial guarantee contracts (issued August 2005) - amended the scope <strong>of</strong><br />
PAS 39 to require financial guarantee contracts that are not considered to be insurance contracts to<br />
be recognized initially at fair value and to be remeasured at the higher <strong>of</strong> the amount determined in<br />
accordance with PAS 37, Provisions, Contingent Liabilities and Contingent Assets, and the amount<br />
initially recognized less, when appropriate, cumulative amortization recognized in accordance with<br />
PAS 18, Revenue. This amendment did not have an effect on the consolidated financial statements.<br />
64 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Amendment for hedges <strong>of</strong> forecast intra-group transactions (issued April 2005) - amended<br />
PAS 39 to permit the foreign currency risk <strong>of</strong> a highly probable intra-group forecast transaction to<br />
qualify as the hedged item in a cash flow hedge, provided that the transaction is denominated in a<br />
currency other than the functional currency <strong>of</strong> the entity entering into that transaction and that the<br />
foreign currency risk will affect the consolidated statement <strong>of</strong> income. As the Group currently has no<br />
such transactions, the amendment did not have an effect on the consolidated financial statements.<br />
Amendment for the fair value option (issued June 2005) - amendments to PAS 39 prescribe the<br />
conditions under which the fair value option on classification <strong>of</strong> financial instruments at fair value<br />
through pr<strong>of</strong>it or loss (FVPL) may be used. As the Group currently has no financial instruments<br />
classified as FVPL, the amendment did not have an effect on the consolidated financial statements.<br />
Philippine Interpretation IFRIC 4, Determining whether an Arrangement Contains a Lease<br />
Philippine Interpretation IFRIC 4 provides guidance in determining whether arrangements contain<br />
a lease to which lease accounting must be applied. This change in accounting policy has no<br />
significant impact on the consolidated financial statements.<br />
Philippine Interpretation IFRIC 8, Scope <strong>of</strong> PFRS 2<br />
Philippine Interpretation IFRIC 8 requires PFRS 2 to be applied to any arrangements where<br />
equity instruments are issued for consideration which appears to be less than fair value. The<br />
interpretation had no impact on the financial position <strong>of</strong> the Group.<br />
Philippine Interpretation IFRIC 9, Reassessment <strong>of</strong> Embedded Derivatives<br />
Philippine Interpretation IFRIC 9 was issued in March 2006 and becomes effective for financial<br />
years beginning on or after June 1, 2006. This interpretation establishes that the date to assess<br />
the existence <strong>of</strong> an embedded derivative is the date an entity first becomes a party to the<br />
contract, with reassessment only if there is a change to the contract that significantly modifies<br />
the cash flows. The Group assessed that adoption <strong>of</strong> this interpretation has no impact on the<br />
consolidated financial statements.<br />
Philippine Interpretation IFRIC 10, Interim Financial Reporting and Impairment<br />
The Group early adopted Philippine Interpretation IFRIC 10 as <strong>of</strong> January 1, 2006 which provides that<br />
the frequency <strong>of</strong> financial reporting does affect the amount <strong>of</strong> impairment charge to be recognized<br />
in the annual financial reporting with respect to goodwill and AFS equity investments. It prohibits<br />
the reversal <strong>of</strong> impairment losses on goodwill and AFS equity investments recognized in the interim<br />
financial reports even if impairment is no longer present at the annual balance sheet date. This<br />
interpretation has no significant impact to the consolidated financial statements <strong>of</strong> the Group.<br />
Future Changes in Accounting Policies<br />
The Group has not yet adopted the following standards, amendments or interpretations that have<br />
been approved but are not yet effective:<br />
PFRS 7, Financial Instruments: Disclosures<br />
PFRS 7 introduces new disclosures to improve the information about financial instruments. It<br />
requires the disclosure <strong>of</strong> qualitative and quantitative information about exposure to risks arising<br />
from financial instruments, including specified minimum disclosures about credit risk, liquidity risk<br />
and market risk, as well as sensitivity analysis to market risk. It replaces PAS 30, Disclosures in the<br />
Financial Statements <strong>of</strong> Banks and Similar Financial Institutions, and the disclosure requirements<br />
in PAS 32, Financial Instruments: Disclosure and Presentation. It is applicable to all entities that<br />
report under PFRS. PFRS 7 is effective on January 1, 2007.<br />
Complementary amendment to PAS 1, Presentation <strong>of</strong> Financial Statements<br />
The amendment to PAS 1 introduces disclosures about the level <strong>of</strong> an entity’s capital and how it<br />
manages capital. The Group is currently assessing the impact <strong>of</strong> PFRS 7 and the amendment to<br />
PAS 1 and expects that the main additional disclosures will be the sensitivity analysis to market<br />
risk and the capital disclosures required by PFRS 7 and the amendment to PAS 1. This is effective<br />
on January 1, 2007.<br />
Philippine Interpretation IFRIC 11, PFRS 2 - Group and Treasury Share Transactions<br />
Philippine Interpretation IFRIC 11 requires arrangements whereby an employee is granted rights<br />
to an entity’s equity instruments to be accounted for as an equity-settled scheme by an entity<br />
if the entity chooses or is required to buy those equity instruments (e.g., treasury shares) from<br />
another party, or the shareholders <strong>of</strong> the entity provide the equity instruments needed. Philippine<br />
Interpretation IFRIC 11 also extends the way in which subsidiaries, in their separate financial<br />
statements, account for schemes when their employees receive rights to equity instrument <strong>of</strong> the<br />
parent. Philippine Interpretation IFRIC 11 is effective on March 1, 2007.<br />
Philippine Interpretation IFRIC 12, Service Concession Arrangements<br />
Philippine Interpretation IFRIC 12 outlines an approach to account for contractual arrangements<br />
arising from entities providing public services. It provides that the operator should not account<br />
for the infrastructure as property, plant and equipment, but recognize a financial asset and/or an<br />
intangible asset. A financial asset is recognized to the extent that the operator has a contractual<br />
right to receive cash from the grantor or has a guarantee from the grantor. An intangible asset<br />
is recognized to the extent that the entity has a right to charge the public for use <strong>of</strong> the asset.<br />
Philippine Interpretation IFRIC 12 is effective on January 1, 2008.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 65
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
PFRS 8. Operating Segments<br />
This new standard replaces PAS 14, Segment Reporting, and adopts the management approach to<br />
segment reporting. The information reported would be that which management uses internally<br />
for evaluating the performance <strong>of</strong> operating segments and allocating resources to those<br />
segments. This information may be different from that reported in the consolidated balance<br />
sheet and consolidated statement <strong>of</strong> income and entities will need to provide explanations<br />
and reconciliations <strong>of</strong> the differences. PFRS 8 is effective on January 1, 2009. The Group will<br />
apply PFRS 7, the amendments to PAS 1 and Philippine Interpretation IFRIC 11 in 2007; Philippine<br />
Interpretation IFRIC 12 in 2008; and PFRS 8 in 2009. Except for PFRS 7, the amendments to PAS<br />
1 and Philippine Interpretation IFRIC 12, the Group does not expect any significant changes in its<br />
accounting policies when it adopts the above standards, amendments and interpretations.<br />
Significant Accounting Judgments and Estimates and Assumptions<br />
Judgments<br />
In the process <strong>of</strong> applying the Group’s accounting policies, management has made the following<br />
judgments, apart from those involving estimations, which have the most significant effect on<br />
the amounts recognized in the consolidated financial statements:<br />
Determining functional currency<br />
Based on the economic substance <strong>of</strong> the underlying circumstances relevant to the Group,<br />
the functional currency <strong>of</strong> the companies in the Group has been determined to be generally<br />
the Philippine peso, except for certain subsidiaries and associates whose functional currency<br />
is the United States (US) dollar. The Philippine peso is the currency <strong>of</strong> the primary economic<br />
environment in which the Group generally operates. It is the currency that mainly influences the<br />
sale <strong>of</strong> goods and services and the costs <strong>of</strong> manufacturing and selling the goods and the rendering<br />
<strong>of</strong> services.<br />
Operating lease commitments - Group as lessor<br />
The Group has entered into commercial property leases on its investment property portfolio. The<br />
Group has determined that it retains all the significant risks and rewards <strong>of</strong> ownership <strong>of</strong> these<br />
properties which are leased out on operating leases.<br />
Biological assets<br />
In applying PAS 41, Agriculture, the Group has made a judgment that market-determined prices or<br />
values <strong>of</strong> bearers and growing stocks are not available and for which alternative estimates <strong>of</strong> their<br />
fair values are clearly unreliable and, accordingly, measured such biological assets at accumulated<br />
cost less any accumulated depreciation and accumulated impairment losses. These biological<br />
assets amounted to π77,409 as <strong>of</strong> December 31, 2006 and π69,182 as <strong>of</strong> December 31, 2005<br />
(see Note 7).<br />
Customers’ deposits<br />
In applying PAS 39, Financial Instruments: Recognition and Measurement, on transformer and<br />
lines and poles deposits, the Group has made a judgment that the timing and related amounts<br />
<strong>of</strong> future cash flows relating to such deposits cannot be reasonably and reliably estimated for<br />
purposes <strong>of</strong> an alternative valuation technique in establishing their fair values since the expected<br />
timing <strong>of</strong> customers’ refund or claim for these deposits cannot be reasonably estimated.<br />
These customers’ deposits amounted to π979,630 as <strong>of</strong> December 31, 2006 and π878,498 as <strong>of</strong><br />
December 31, 2005 (see Notes 18 and 31).<br />
Estimates and Assumptions<br />
The key assumptions concerning the future and other key sources <strong>of</strong> estimation uncertainty<br />
at the balance sheet date, that have a significant risk <strong>of</strong> causing a material adjustment to the<br />
carrying amounts <strong>of</strong> assets and liabilities within the next financial year are discussed below.<br />
Estimating allowances for doubtful accounts<br />
The Group maintains allowances for doubtful accounts on receivables at a level considered<br />
adequate to provide for potential uncollectible receivables. The level <strong>of</strong> this allowance is<br />
evaluated by the Group on the basis <strong>of</strong> factors that affect the collectibility <strong>of</strong> the accounts.<br />
These factors include, but are not limited to, the length <strong>of</strong> the Group’s relationship with debtors,<br />
their payment behavior and known market factors. The Group reviews the age and status <strong>of</strong><br />
the receivables, and identifies accounts that are to be provided with allowance on a continuous<br />
basis. The amount and timing <strong>of</strong> recorded expenses for any period would differ if the Group<br />
made different judgment or utilized different estimates. An increase in the Group’s allowance for<br />
doubtful accounts would increase the Group’s recorded expenses and decrease current assets.<br />
Allowance for doubtful accounts as <strong>of</strong> December 31, 2006 and 2005 amounted to π362,308 and<br />
π324,071, respectively. Trade and other receivables, net <strong>of</strong> valuation allowance, amounted to<br />
π3,661,364 and π3,367,854 as <strong>of</strong> December 31, 2006 and 2005, respectively (see Note 4).<br />
Estimating allowance for inventory obsolescence<br />
The Group estimates the allowance for inventory obsolescence based on the age <strong>of</strong> inventories.<br />
The amounts and timing <strong>of</strong> recorded expenses for any period would differ if different judgments<br />
or different estimates are made. An increase in allowance for inventory obsolescence would<br />
increase recorded expenses and decrease current assets. As <strong>of</strong> December 31, 2006 and 2005,<br />
allowance for inventory obsolescence amounted to π39,549 and π117,570, respectively. The<br />
carrying amount <strong>of</strong> the inventories, net <strong>of</strong> valuation allowance, amounted to π1,693,333 and<br />
π1,376,383 as <strong>of</strong> December 31, 2006 and 2005, respectively (see Note 5).<br />
66 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Assessing Realizability <strong>of</strong> Deferred income tax assets<br />
The Group reviews the carrying amounts <strong>of</strong> deferred income tax assets at each balance sheet date<br />
and reduces deferred income tax assets to the extent that it is no longer probable that sufficient<br />
income will be available to allow all or part <strong>of</strong> the deferred income tax assets to be utilized.<br />
The Group has deferred income tax assets amounting to π516,304 as <strong>of</strong> December 31, 2006 and<br />
π317,185 as <strong>of</strong> December 31, 2005 (see Note 26).<br />
Pension benefits<br />
The determination <strong>of</strong> the Group’s obligation and cost <strong>of</strong> pension is dependent on the selection<br />
<strong>of</strong> certain assumptions used by actuaries in calculating such amounts. Those assumptions are<br />
described in Note 12 - Pension Benefit Plans and include, among others, discount rates, expected<br />
rates <strong>of</strong> return on plan assets and rates <strong>of</strong> future salary increase. In accordance with<br />
PAS 19, Employee Benefits, actual <strong>results</strong> that differ from the Group’s assumptions are<br />
accumulated and amortized over future periods and therefore, generally affect the Group’s<br />
recognized expenses and recorded obligation in such future periods. While management<br />
believes that its assumptions are reasonable and appropriate, significant differences in the<br />
actual experience or significant changes in the assumptions may materially affect the Group’s<br />
pension and other post-employment obligations. Retirement benefit expense amounted to<br />
π39,659, π47,178 and π27,332 in 2006, 2005, and 2004, respectively. The Group’s pension liability<br />
amounted to π48,193 and π40,863 as <strong>of</strong> December 31, 2006 and 2005, respectively. Pension<br />
assets amounted to π16,731 and π45,414 as <strong>of</strong> December 31, 2006 and 2005, respectively.<br />
Estimating useful lives <strong>of</strong> property, plant and equipment<br />
The Group estimates the useful lives <strong>of</strong> property, plant and equipment based on the period over<br />
which assets are expected to be available for use. The estimated useful lives <strong>of</strong> property, plant<br />
and equipment are reviewed periodically and are updated if expectations differ from previous<br />
estimates due to physical wear and tear, technical or commercial obsolescence and legal or other<br />
limits on the use <strong>of</strong> the assets. In addition, the estimation <strong>of</strong> the useful lives <strong>of</strong> property, plant<br />
and equipment is based on collective assessment <strong>of</strong> internal technical evaluation and experience<br />
with similar assets. It is possible, however, that future <strong>results</strong> <strong>of</strong> <strong>operations</strong> could be materially<br />
affected by changes in estimates brought about by changes in the factors and circumstances<br />
mentioned above. As <strong>of</strong> December 31, 2006 and 2005, the aggregate net book values <strong>of</strong> property,<br />
plant and equipment amounted to π9,675,326 and π11,425,132, respectively (see Note 8).<br />
In 2006, in pursuant <strong>of</strong> the study mandated by the Energy Regulatory Commission (ERC) on the<br />
estimated useful lives <strong>of</strong> assets applicable to all distribution utilities in the country, as part <strong>of</strong><br />
the performance-based rate regulation, the Group changed the estimated useful lives based on<br />
management’s best assessment <strong>of</strong> the present factors and technology in building or fabricating<br />
the assets (see Note 8). The Group increased the estimated useful lives <strong>of</strong> power transformers,<br />
concrete poles, and cables and wires used in its power distribution <strong>operations</strong> from 12 years to<br />
30 years from the date <strong>of</strong> acquisition and decreased the estimated useful lives <strong>of</strong> transportation<br />
equipment and computer equipment from 5 - 6 years to 2 - 5 years from the date <strong>of</strong> acquisition.<br />
The changes in estimated useful lives have resulted in a net reduction in depreciation expense <strong>of</strong><br />
π74,375 in 2006. The Group’s distribution utilities have enrolled with ERC to shift to performancebased<br />
ratemaking (PBR) in 2009.<br />
In 2005, the Group increased the estimated useful lives <strong>of</strong> ships in operation and improvements<br />
from 10 - 20 years to 15 - 30 years from the date <strong>of</strong> acquisition. The changes in the estimated<br />
useful lives reduced depreciation expense by π37,297 in 2005.<br />
Estimating residual value<br />
The residual value <strong>of</strong> the Group’s property, plant and equipment is estimated based on the<br />
amount that the entity would obtain from disposal <strong>of</strong> the asset, after deducting estimated<br />
costs <strong>of</strong> disposal, if the asset is already <strong>of</strong> the age and in the condition expected at the end <strong>of</strong><br />
its useful life. The estimated residual value <strong>of</strong> each asset is reviewed periodically and updated if<br />
expectations differ from previous estimates.<br />
In 2005, the Group estimated the residual value <strong>of</strong> ships in operation and improvements to be<br />
π962,128 and considered such estimate in the computation <strong>of</strong> depreciable cost as <strong>of</strong><br />
January 1, 2005. Such estimation was based on the prevailing price <strong>of</strong> scrapped steel at that<br />
time. The change in estimated residual value reduced depreciation expense by π77,974 in 2005<br />
(see Note 8).<br />
Impairment <strong>of</strong> AFS financial assets<br />
The computation for the impairment <strong>of</strong> AFS financial assets requires an estimation <strong>of</strong> the present<br />
value <strong>of</strong> the expected future cash flows and the selection <strong>of</strong> an appropriate discount rate. An<br />
impairment issue arises when there is an objective evidence <strong>of</strong> impairment, which involves<br />
significant judgment. In applying this judgment, the Group evaluates the financial health <strong>of</strong> the<br />
issuer, among others. In the case <strong>of</strong> AFS equity instruments, the Group expands its analysis to<br />
consider changes in the issuer’s industry and sector performance, legal and regulatory framework,<br />
changes in technology and other factors that affect the recoverability <strong>of</strong> the Group’s investments.<br />
Fair value <strong>of</strong> AFS financial assets amounted to π96,831 and π149,835 as <strong>of</strong> December 31, 2006 and<br />
2005, respectively. No impairment losses were recognized in 2006 and 2005.<br />
Impairment <strong>of</strong> goodwill<br />
The Group determines whether goodwill is impaired at least on an annual basis. This requires an<br />
estimation <strong>of</strong> the value in use <strong>of</strong> the cash-generating units to which the goodwill is allocated.<br />
Estimating the value in use requires the Group to make an estimate <strong>of</strong> the expected future cash<br />
flows from the cash-generating unit and also to choose a suitable discount rate in order to<br />
calculate the present value <strong>of</strong> those cash flows. The carrying amount <strong>of</strong> goodwill as <strong>of</strong> December<br />
31, 2006 and 2005 amounted to π2,855,372 andπ2,855,258, respectively (see Note 11).<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 67
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Fair value <strong>of</strong> consumable biological assets<br />
The Group determines the most reliable estimate <strong>of</strong> fair value <strong>of</strong> its consumable biological assets.<br />
Fair value reflects the most recent market transaction price provided that there has been no<br />
significant change in economic circumstances between the date <strong>of</strong> transaction and balance sheet<br />
date. Point-<strong>of</strong>-sale cost is estimated based on recent transactions and is deducted from the fair<br />
value in order to measure the biological assets at balance sheet date. Fair value <strong>of</strong> consumable<br />
biological assets amounted to π166,315 and π159,097 as <strong>of</strong> December 31, 2006 and 2005,<br />
respectively (see Note 7).<br />
Impairment <strong>of</strong> property, plant and equipment<br />
PFRS requires that an impairment review be performed when certain impairment indicators are<br />
present. Determining the recoverable amount <strong>of</strong> property, plant and equipment, which require<br />
the determination <strong>of</strong> future cash flows expected to be generated from the continued use and<br />
ultimate disposition <strong>of</strong> such assets, requires the Group to make estimates and assumptions that<br />
can materially affect its consolidated financial statements. Future events could cause the Group<br />
to conclude that the property, plant and equipment are impaired. Any resulting impairment<br />
loss could have a material adverse impact on the consolidated financial condition and <strong>results</strong> <strong>of</strong><br />
<strong>operations</strong>. As <strong>of</strong> December 31, 2006 and 2005, the aggregate net book values <strong>of</strong> property, plant<br />
and equipment amounted to π9,675,326 and π11,425,132, respectively. No impairment losses<br />
were recognized in 2006 and 2005 (see Note 8).<br />
Financial assets and liabilities<br />
PFRS requires that certain financial assets and liabilities be carried at fair value, which requires<br />
the use <strong>of</strong> accounting judgment and estimates. While significant components <strong>of</strong> fair value<br />
measurement are determined using verifiable objective evidence (e.g. foreign exchange rates,<br />
interest rates, volatility rates), the timing and amount <strong>of</strong> changes in fair value would differ with<br />
the valuation methodology used. Any change in the fair value <strong>of</strong> these financial assets and<br />
liabilities would directly affect net income or loss and equity. Fair value <strong>of</strong> financial assets and<br />
liabilities as <strong>of</strong> December 31, 2006 and 2005 amount to (in millions) π11,767 and π16,106, and<br />
π8,141 and π17,047, respectively (see Note 31).<br />
Summary <strong>of</strong> Significant Accounting Policies<br />
Foreign Currency Translation<br />
The consolidated financial statements are presented in Philippine peso, which is the Company’s<br />
functional and presentation currency. Each entity in the Group determines its own functional<br />
currency and items included in the consolidated financial statements <strong>of</strong> each entity are measured<br />
using that functional currency. Transactions in foreign currencies are initially recorded in the<br />
functional currency at the rate ruling at the date <strong>of</strong> the transaction. Monetary assets and liabilities<br />
denominated in foreign currencies are retranslated at the functional currency rate <strong>of</strong> exchange<br />
ruling at the balance sheet date. All differences are taken to pr<strong>of</strong>it or loss. Non-monetary items<br />
that are measured in terms <strong>of</strong> historical cost in a foreign currency are translated using the exchange<br />
rates as at the dates <strong>of</strong> the initial transactions. Non-monetary items measured at fair value in<br />
a foreign currency are translated using the exchange rates at the date when the fair value was<br />
determined.<br />
The functional currency <strong>of</strong> Jebsen Management (BVI) Limited (JMBVI), subsidiary, and Luzon Hydro<br />
Corporation (LHC), Western Mindanao Power Corporation (WMPC) and Southern Philippines Power<br />
Corporation (SPPC), associates, is the United States Dollar. As at the reporting date, the assets and<br />
liabilities <strong>of</strong> these entities are translated into the presentation currency <strong>of</strong> the Group (the Philippine<br />
peso) at the rate <strong>of</strong> exchange ruling at the balance sheet date and their statements <strong>of</strong> income are<br />
translated at the weighted average exchange rates for the year. The exchange differences arising<br />
on the translation are taken directly to a separate component <strong>of</strong> stockholders’ equity. On disposal<br />
<strong>of</strong> the subsidiary and associate, the deferred cumulative amount recognized in stockholders’ equity<br />
relating to that particular entity is recognized in the consolidated statement <strong>of</strong> income.<br />
Cash and Cash Equivalents<br />
Cash and cash equivalents in the consolidated balance sheet consist <strong>of</strong> cash with banks and on<br />
hand and short-term deposits with an original maturity <strong>of</strong> three months or less from dates <strong>of</strong><br />
placements and that are subject to insignificant risk <strong>of</strong> changes in value.<br />
For the purpose <strong>of</strong> the consolidated statement <strong>of</strong> cash flows, cash and cash equivalents consist <strong>of</strong><br />
cash and cash equivalents as defined above, net <strong>of</strong> outstanding bank overdrafts.<br />
Financial Assets and Liabilities<br />
Effective January 1, 2005, the Group adopted the following policies for accounting for financial<br />
assets and liabilities.<br />
Financial assets and financial liabilities are recognized initially at fair value. Transaction costs, if<br />
any, are included in the initial measurement <strong>of</strong> all financial assets and liabilities, except for financial<br />
instruments measured at FVPL.<br />
The Group recognizes a financial asset or a financial liability in the consolidated balance sheet when<br />
it becomes a party to the contractual provisions <strong>of</strong> the instrument.<br />
68 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Financial instruments are classified as liabilities or equity in accordance with the substance <strong>of</strong> the<br />
contractual arrangement. Interest, dividends, gains and losses relating to a financial instrument<br />
or a component that is a financial liability, are reported as expense or income. Distributions to<br />
holders <strong>of</strong> financial instruments classified as equity are charged directly to equity, net <strong>of</strong> any<br />
related income tax benefits. Financial instruments are <strong>of</strong>fset when there is a legally enforceable<br />
right to <strong>of</strong>fset and intention to settle either on a net basis or to realize the asset and settle the<br />
liability simultaneously.<br />
Financial assets and financial liabilities are further classified into the following categories: Financial<br />
asset or financial liability at FVPL, loans and receivables, held-to-maturity (HTM), AFS investments<br />
and other financial liabilities.<br />
The Group determines the classification at initial recognition and re-evaluates this designation at<br />
every reporting date, where appropriate.<br />
All regular way purchases and sales <strong>of</strong> financial assets are recognized on the trade date, which<br />
is the date that the Group commits to purchase the asset. Regular way purchases or sales <strong>of</strong><br />
financial assets that require delivery <strong>of</strong> assets within the period generally established by regulation<br />
or convention in the marketplace.<br />
(a) Financial asset or financial liability at FVPL<br />
Financial assets at FVPL include financial assets classified as held for trading and financial<br />
assets designated upon initial recognition as FVPL. Financial assets are classified as held<br />
for trading if they are acquired for the purpose <strong>of</strong> selling in the near term or upon initial<br />
recognition if it is designated by management as FVPL. Derivatives, including separated<br />
embedded derivatives, are also classified as held for trading unless they are designated and<br />
considered as effective hedging instruments. Gains or losses on financial assets held for<br />
trading are recognized in the consolidated statement <strong>of</strong> income.<br />
Where a contract contains one or more embedded derivatives, the entire hybrid contract<br />
may be designated as financial assets at FVPL, except where the embedded derivative<br />
does not significantly modify the cash flows or it is clear that separation <strong>of</strong> the embedded<br />
derivative is prohibited.<br />
Financial assets may be designated at initial recognition at FVPL if the following criteria are<br />
met: (i) the designation eliminates or significantly reduces the inconsistent treatment that<br />
would otherwise arise from measuring the assets or recognizing gains or losses on them on<br />
a different basis; (ii) the assets are part <strong>of</strong> a group <strong>of</strong> financial assets which are managed<br />
and their performance evaluated on a fair value basis, in accordance with a documented risk<br />
managing strategy; or (iii) the financial asset contains an embedded derivative that would<br />
need to be separately recorded.<br />
Included under this category are the Group’s derivative transactions. The Group does not<br />
adopt hedge accounting treatment for derivative transactions. As <strong>of</strong> December 31, 2006 and<br />
2005, the Group has no outstanding derivative transactions.<br />
(b)<br />
(c)<br />
(d)<br />
Loans and receivables<br />
Loans and receivables are non-derivative financial assets with fixed or determinable<br />
payments that are not quoted in an active market. They arise when the Group provides<br />
money, goods or services directly to a debtor with no intention <strong>of</strong> trading the receivables.<br />
Included under this category are the Group’s trade and other receivables.<br />
HTM<br />
HTM investments are quoted non-derivative financial assets with fixed or determinable<br />
payments and fixed maturities wherein the Group has the positive intention and ability to<br />
hold to maturity. HTM assets are carried at cost or amortized cost in the balance sheets.<br />
Amortization is determined by using the effective interest rate method. Assets under this<br />
category are classified as current assets if maturity is within twelve months <strong>of</strong> the balance<br />
sheet date and noncurrent assets if maturity is more than a year.<br />
The Group does not have any HTM investments at December 31, 2006 and 2005.<br />
AFS<br />
AFS financial assets are non-derivative financial assets that are either designated in this<br />
category or not classified in any <strong>of</strong> the other categories. AFS financial assets are measured<br />
at fair value with gains or losses being recognized as a separate component <strong>of</strong> equity, until<br />
the investments are derecognized or until the investments are determined to be impaired<br />
at which time, the accumulated gains or losses previously reported in equity is included in<br />
the statements <strong>of</strong> income. These financial assets are classified as noncurrent assets unless<br />
there is an intention to dispose such assets within twelve months from the balance sheet date.<br />
Included under this category are the Group’s investments in listed and non-listed shares <strong>of</strong><br />
stock <strong>of</strong> other companies.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 69
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Interest-bearing Loans and Borrowings<br />
All loans and borrowings are initially recognized at the fair value <strong>of</strong> the consideration received<br />
less directly attributable transaction costs.<br />
After initial recognition, interest-bearing loans and borrowings are subsequently measured at<br />
amortized cost using the effective interest method.<br />
Gains and losses are recognized in the consolidated statement <strong>of</strong> income when the liabilities<br />
are derecognized as well as through the amortization process.<br />
Redeemable Preferred Shares<br />
Redeemable preferred shares that exhibit characteristics <strong>of</strong> a liability are recognized as a<br />
financial liability in the consolidated balance sheet, net <strong>of</strong> transaction costs. The corresponding<br />
dividends on those shares are charged as interest expense in the consolidated statement <strong>of</strong> income.<br />
Adoption <strong>of</strong> PAS 39<br />
As allowed by the Securities and Exchange Commission (SEC), the adoption <strong>of</strong> PAS 39 did not<br />
result in the restatement <strong>of</strong> the 2004 consolidated financial statements. The cumulative effect <strong>of</strong><br />
adopting this accounting standard was charged to the January 1, 2005 retained earnings, including<br />
share in effect <strong>of</strong> adoption <strong>of</strong> PAS 39 by associates amounting to π483,198 (see Note 10). The<br />
Group’s share in the effect <strong>of</strong> adoption <strong>of</strong> PAS 39 <strong>of</strong> associates pertains, for the most part, to the<br />
recognition <strong>of</strong> impairment losses on the associates’ financial assets. The Group’s share in the<br />
additional impairment recognized amounted to approximately π396 million. Other adjustments<br />
pertain to the mark-to-market valuation <strong>of</strong> currency forwards <strong>of</strong> the associate, implementation <strong>of</strong><br />
the effective interest method for the associate’s loans and receivables, HTM and AFS investments<br />
and the bifurcation <strong>of</strong> embedded derivatives.<br />
The change in accounting policy resulted in the reclassification <strong>of</strong> the preferred shares and related<br />
additional paid in capital amounting to π1,867,000 from components <strong>of</strong> stockholders’ equity to<br />
liability and the related dividends to interest expense.<br />
Derecognition <strong>of</strong> Financial Assets and Liabilities<br />
Financial Assets<br />
A financial asset (or, where applicable a part <strong>of</strong> a financial asset or part <strong>of</strong> a group <strong>of</strong> similar financial<br />
assets) is derecognized where:<br />
• the rights to receive cash flows from the asset have expired;<br />
• the Group retains the right to receive cash flows from the asset, but has assumed an<br />
obligation to pay them in full without material delay to a third party under a ‘pass-through’<br />
arrangement; or<br />
• the Group has transferred its rights to receive cash flows from the asset and either (a) has<br />
transferred substantially all the risks and rewards <strong>of</strong> the asset, or (b) has neither transferred<br />
nor retained substantially all the risks and rewards <strong>of</strong> the asset, but has transferred control<br />
<strong>of</strong> the asset.<br />
Where the Group has transferred its rights to receive cash flows from an asset and has neither<br />
transferred nor retained substantially all the risks and rewards <strong>of</strong> the asset nor transferred control<br />
<strong>of</strong> the asset, the asset is recognized to the extent <strong>of</strong> the Group’s continuing involvement in the asset.<br />
Financial Liabilities<br />
A financial liability is derecognized when the obligation under the liability is discharged or<br />
cancelled or expires.<br />
Where an existing financial liability is replaced by another from the same lender on substantially<br />
different terms, or the terms <strong>of</strong> an existing liability are substantially modified, such an exchange<br />
or modification is treated as a derecognition <strong>of</strong> the original liability and the recognition <strong>of</strong> a new<br />
liability, and the difference in the respective carrying amounts is recognized in pr<strong>of</strong>it or loss.<br />
70 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Impairment <strong>of</strong> Financial Assets<br />
The Group assesses at each balance sheet date whether a financial asset or group <strong>of</strong> financial<br />
assets is impaired.<br />
Assets Carried at Amortized Cost<br />
If there is objective evidence that an impairment loss on loans and receivables carried at amortized<br />
cost has been incurred, the amount <strong>of</strong> the loss is measured as the difference between the asset’s<br />
carrying amount and the present value <strong>of</strong> estimated future cash flows (excluding future credit<br />
losses that have not been incurred) discounted at the financial asset’s original effective interest<br />
rate (i.e. the effective interest rate computed at initial recognition). The carrying amount <strong>of</strong> the<br />
asset shall be reduced either directly or through use <strong>of</strong> an allowance account. The amount <strong>of</strong> the<br />
loss shall be recognized in the consolidated statement <strong>of</strong> income.<br />
The Group first assesses whether objective evidence <strong>of</strong> impairment exists individually for financial<br />
assets that are individually significant, and individually or collectively for financial assets that are<br />
not individually significant. If it is determined that no objective evidence <strong>of</strong> impairment exists<br />
for an individually assessed financial asset, whether significant or not, the asset is included in a<br />
group <strong>of</strong> financial assets with similar credit risk characteristics and that group <strong>of</strong> financial assets<br />
is collectively assessed for impairment. Assets that are individually assessed for impairment and<br />
for which an impairment loss is or continues to be recognized are not included in a collective<br />
assessment <strong>of</strong> impairment.<br />
If, in a subsequent period, the amount <strong>of</strong> the impairment loss decreases and the decrease can<br />
be related objectively to an event occurring after the impairment was recognized, the previously<br />
recognized impairment loss is reversed. Any subsequent reversal <strong>of</strong> an impairment loss is recognized<br />
in the consolidated statement <strong>of</strong> income, to the extent that the carrying value <strong>of</strong> the asset does not<br />
exceed its amortized cost at the reversal date.<br />
Assets Carried at Cost<br />
I f there is objective evidence that an impairment loss on an unquoted equity instrument that<br />
is not carried at fair value because its fair value cannot be reliably measured, or on a derivative<br />
asset that is linked to and must be settled by delivery <strong>of</strong> such an unquoted equity instrument<br />
has been incurred, the amount <strong>of</strong> the loss is measured as the difference between the asset’s<br />
carrying amount and the present value <strong>of</strong> estimated future cash flows discounted at the<br />
current market rate <strong>of</strong> return for a similar financial asset.<br />
AFS investments<br />
If an AFS financial asset is impaired, an amount comprising the difference between its cost (net<br />
<strong>of</strong> any principal payment and amortization) and its current fair value, less any impairment loss<br />
previously recognized in consolidated statement <strong>of</strong> income, is transferred from stockholders’<br />
equity to the consolidated statement <strong>of</strong> income. Reversals in respect <strong>of</strong> equity instruments<br />
classified as AFS are not recognized in the consolidated statement <strong>of</strong> income. Reversals <strong>of</strong><br />
impairment losses on debt instruments are reversed in the consolidated statement <strong>of</strong> income,<br />
if the increase in fair value <strong>of</strong> the instrument can be objectively related to an event occurring<br />
after the impairment loss was recognized in the consolidated statement <strong>of</strong> income.<br />
Inventories<br />
Inventories are valued at the lower <strong>of</strong> cost and net realizable value (NRV). Costs incurred in<br />
bringing each product to its present location and condition are accounted for as follows:<br />
Wheat grains and other<br />
raw materials<br />
Finished goods and work<br />
in process<br />
- purchase cost on a first-in, first-out basis;<br />
- cost <strong>of</strong> direct materials, labor and a portion<br />
<strong>of</strong> manufacturing overhead based on normal<br />
operating capacity but excluding borrowing costs;<br />
Fuel and lubricants - first-in, first-out method;<br />
Parts and supplies - weighted average method<br />
NRV <strong>of</strong> wheat grains and other raw materials, work in process and finished goods is the estimated<br />
selling price in the ordinary course <strong>of</strong> business, less estimated costs <strong>of</strong> completion and the<br />
estimated costs necessary to make the sale. NRV <strong>of</strong> fuel and lubricants and parts and supplies is<br />
the current replacement costs.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 71
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Agricultural Activity<br />
Agricultural produce<br />
Agricultural produce (swine) are measured at fair value less estimated point-<strong>of</strong>-sale costs at point<br />
<strong>of</strong> harvest.<br />
Biological assets<br />
Biological assets are measured on initial recognition and at each balance sheet date at fair value<br />
less estimated point-<strong>of</strong>-sale costs except when, on initial recognition, market-determined prices<br />
or values are not available and for which alternative estimates <strong>of</strong> fair value are determined to be<br />
clearly unreliable. In such cases, those biological assets are measured at accumulated costs less<br />
any accumulated depreciation and any accumulated impairment losses. Once the fair value <strong>of</strong><br />
such biological assets becomes reliably measurable, those biological assets are measured at fair<br />
value less estimated point-<strong>of</strong>-sale costs.<br />
Gains or losses arising on initial recognition <strong>of</strong> a biological asset (for market hogs and piglets) at<br />
fair value less estimated point-<strong>of</strong>-sale costs and from changes in their fair values less estimated<br />
point-<strong>of</strong>-sale costs are included in pr<strong>of</strong>it or loss for the period in which they arise.<br />
Biological assets measured at fair value less estimated point-<strong>of</strong>-sale costs continue to be<br />
measured as such until disposed. Expenditures on biological assets subsequent to initial<br />
recognition, excluding the costs <strong>of</strong> day-to-day servicing, are capitalized.<br />
Bearer (i.e., breeders) and growing stocks biological assets are stated at cost less any accumulated<br />
depreciation and any impairment losses. Bearer biological assets are depreciated over 3 years.<br />
Property, Plant and Equipment<br />
Except for land, property, plant and equipment is stated at cost, excluding the costs <strong>of</strong> day-to-day<br />
servicing, less accumulated depreciation and accumulated impairment in value. Cost includes<br />
the cost <strong>of</strong> replacing part <strong>of</strong> such property, plant and equipment when that cost is incurred and<br />
the recognition criteria are met. Land is stated at cost less any accumulated impairment in value.<br />
Drydocking costs, consisting mainly <strong>of</strong> steel plate replacement <strong>of</strong> the ships’ hull and related<br />
expenditures, are capitalized as part <strong>of</strong> “Ships in operation and improvements” and amortized over<br />
30 months or 2 1/2 years. When significant drydocking expenditures occur prior to the expiry <strong>of</strong><br />
this period, the remaining unamortized balance <strong>of</strong> the original drydocking cost is expensed in the<br />
month <strong>of</strong> subsequent drydocking.<br />
Except for flight equipment (included under transportation equipment) <strong>of</strong> certain subsidiaries,<br />
depreciation <strong>of</strong> the Group’s property, plant and equipment and assets under finance leases is<br />
calculated on a straight-line basis over the useful life <strong>of</strong> the assets or the terms <strong>of</strong> the lease in<br />
case <strong>of</strong> leasehold improvements, whichever is shorter as follows:<br />
Number <strong>of</strong> Years<br />
Category 2006 2005<br />
Buildings, warehouses and improvements 10 - 30 10 - 30<br />
Power plants 1 - 12 1 - 12<br />
Transmission and distribution equipment<br />
Poles and wires 30 12<br />
Other components 12 12<br />
Machinery and equipment 10 - 20 10 - 20<br />
Transportation equipment<br />
(excluding flight equipment) 3 - 6 3 - 10<br />
Ships in operation and improvements, excluding<br />
drydocking costs 15 - 30 15 - 30<br />
Drydocking costs 2 ½ 2 ½<br />
Containers (including units acquired under<br />
finance lease arrangements) 5 - 7 5 - 7<br />
Handling equipment 5 - 7 5 - 7<br />
Office furniture, fixtures and equipment 3 - 10 3 - 10<br />
Leasehold improvements 3 - 10 3 - 10<br />
Others 3 - 10 3 - 10<br />
Flight equipment is depreciated based on estimated number <strong>of</strong> flying hours.<br />
Effective January 1, 2005, the depreciable cost <strong>of</strong> ships in operation excludes residual value<br />
based on the estimated scrap value <strong>of</strong> the ship’s hull.<br />
The carrying values <strong>of</strong> property, plant and equipment are reviewed for impairment when events<br />
or changes in circumstances indicate that the carrying values may not be recoverable.<br />
72 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
An item <strong>of</strong> property, plant and equipment is derecognized upon disposal or when no future<br />
economic benefits are expected from its use or disposal. Any gain or loss arising on<br />
derecognition <strong>of</strong> the asset (calculated as the difference between the net disposal proceeds<br />
and the carrying amount <strong>of</strong> the asset) is included in the consolidated statement <strong>of</strong> income<br />
in the year the asset is derecognized.<br />
The asset’s residual values, useful lives and depreciation methods are reviewed and adjusted,<br />
if appropriate, at each financial year end.<br />
When each major inspection is performed, its cost is recognized in the carrying amount <strong>of</strong><br />
the property, plant and equipment as a replacement if the recognition criteria are satisfied.<br />
Ships under refurbishment include the acquisition cost <strong>of</strong> the ships, the costs <strong>of</strong> on-going<br />
refurbishments and other direct costs. Construction in progress represents structures under<br />
construction and is stated at cost. Borrowing costs that are directly attributable to the<br />
refurbishment <strong>of</strong> ships and construction <strong>of</strong> other property, plant and equipment are capitalized<br />
during the refurbishment and construction period. Ships under refurbishment and construction<br />
in progress are not depreciated until such time that the relevant assets are completed and put<br />
into operational use.<br />
Investment Properties<br />
Investment properties are measured initially at cost, including transaction costs. The carrying<br />
amount includes the cost <strong>of</strong> replacing part <strong>of</strong> an existing investment property at the time<br />
that cost is incurred if the recognition criteria are met and excludes the costs <strong>of</strong> day-to-day<br />
servicing <strong>of</strong> an investment property. Subsequent to initial recognition, investment properties<br />
are carried at cost less accumulated depreciation and accumulated impairment in value.<br />
Investment properties are derecognized when either they have been disposed <strong>of</strong> or when the<br />
investment property is permanently withdrawn from use and no future economic benefit is<br />
expected from its disposal. Any gains or losses on the retirement or disposal <strong>of</strong> an investment<br />
property are recognized in the consolidated statement <strong>of</strong> income in the year <strong>of</strong> retirement<br />
or disposal.<br />
Transfers are made to investment property when, and only when, there is a change in use,<br />
evidenced by ending <strong>of</strong> owner-occupation, commencement <strong>of</strong> an operating lease to another<br />
party or ending <strong>of</strong> construction or development. Transfers are made from investment property<br />
when, and only when, there is a change in use, evidenced by commencement <strong>of</strong> owneroccupation<br />
or commencement <strong>of</strong> development with a view to sale.<br />
For a transfer from investment property to owner-occupied property or inventories, the deemed<br />
cost <strong>of</strong> property for subsequent accounting is its fair value at the date <strong>of</strong> change in use. If<br />
the property occupied by the Group as an owner-occupied property becomes an investment<br />
property, the Group accounts for such property in accordance with the policy stated under<br />
property, plant and equipment up to the date <strong>of</strong> change in use. For a transfer from inventories<br />
to investment property, any difference between the fair value <strong>of</strong> the property at that date and<br />
its previous carrying amount is recognized in the consolidated statement <strong>of</strong> income. When the<br />
Group completes the construction or development <strong>of</strong> a self-constructed investment property,<br />
any difference between the fair value <strong>of</strong> the property at that date and its previous carrying<br />
amount is recognized in the consolidated statement <strong>of</strong> income.<br />
Investments in Associates<br />
The Group’s investments in associates are accounted for under the equity method <strong>of</strong> accounting.<br />
An associate is an entity in which the Group has significant influence and which is neither a<br />
subsidiary nor a joint venture.<br />
Under the equity method, the investment in the associate is carried in the balance sheet<br />
at cost plus post-acquisition changes in the Group’s share <strong>of</strong> net assets <strong>of</strong> the associate.<br />
Goodwill relating to an associate is included in the carrying amount <strong>of</strong> the investment and<br />
is not amortized. After application <strong>of</strong> the equity method, the Group determines whether it<br />
is necessary to recognize any additional impairment loss with respect to the Group’s net<br />
investment in the associates. The consolidated statement <strong>of</strong> income reflects the share <strong>of</strong> the<br />
<strong>results</strong> <strong>of</strong> <strong>operations</strong> <strong>of</strong> the associates. Where there has been a change recognized directly in<br />
the equity <strong>of</strong> the associate, the Group recognizes its share <strong>of</strong> any changes and discloses this,<br />
when applicable, in the consolidated statement <strong>of</strong> changes in stockholders’ equity.<br />
The reporting dates <strong>of</strong> the associates and the Group are identical and the associates’ accounting<br />
policies conform to those used by the Group for like transactions and events in similar<br />
circumstances.<br />
Goodwill<br />
Goodwill acquired in a business combination is initially measured at cost being the excess <strong>of</strong> the<br />
cost <strong>of</strong> the business combination over the Group’s interest in the net fair value <strong>of</strong> the identifiable<br />
assets, liabilities and contingent liabilities <strong>of</strong> the acquired entities. Following initial recognition,<br />
goodwill is measured at cost less any accumulated impairment losses. Goodwill is reviewed for<br />
impairment, annually or more frequently, if events or changes in circumstances indicate that the<br />
carrying value may be impaired.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 73
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
For the purpose <strong>of</strong> impairment testing, goodwill acquired in a business combination is, from<br />
the acquisition date, allocated to each <strong>of</strong> the Group’s cash-generating units, or groups <strong>of</strong><br />
cash-generating units, that are expected to benefit from the synergies <strong>of</strong> the combination,<br />
irrespective <strong>of</strong> whether other assets or liabilities <strong>of</strong> the Group are assigned to those units or<br />
groups <strong>of</strong> units. Each unit or group <strong>of</strong> units to which the goodwill is so allocated:<br />
• represents the lowest level within the Group at which the goodwill is monitored for internal<br />
management purposes; and<br />
• is not larger than a segment based on either the Group’s primary or the Group’s secondary<br />
reporting format determined in accordance with PAS 14, Segment Reporting.<br />
Impairment is determined by assessing the recoverable amount <strong>of</strong> the cash-generating unit<br />
(group <strong>of</strong> cash-generating units), to which the goodwill relates. Where the recoverable amount<br />
<strong>of</strong> the cash-generating unit (group <strong>of</strong> cash-generating units) is less than the carrying amount,<br />
an impairment loss is recognized. Where goodwill forms part <strong>of</strong> a cash-generating unit (group<br />
<strong>of</strong> cash-generating units) and part <strong>of</strong> the operation within that unit is disposed <strong>of</strong>, the goodwill<br />
associated with the operation disposed <strong>of</strong> is included in the carrying amount <strong>of</strong> the operation<br />
when determining the gain or loss on disposal <strong>of</strong> the operation. Goodwill disposed <strong>of</strong> in this<br />
circumstance is measured based on the relative values <strong>of</strong> the operation disposed <strong>of</strong> and the portion<br />
<strong>of</strong> the cash-generating unit retained.<br />
Noncurrent Assets Classified as Held for Sale<br />
Noncurrent assets are classified as held for sale if their carrying amount will be recovered<br />
principally through a sale transaction expected to be completed within one (1) year from the date<br />
<strong>of</strong> classification, rather than through continuing use. Noncurrent assets held for sale are stated<br />
at the lower <strong>of</strong> carrying amount and fair value less costs to sell and depreciation <strong>of</strong> such assets<br />
ceases. Liabilities associated with these assets are presented separately in the consolidated<br />
balance sheet.<br />
S<strong>of</strong>tware Development Costs<br />
S<strong>of</strong>tware development costs are initially recognized at cost. Following initial recognition,<br />
the s<strong>of</strong>tware development costs are carried at cost less accumulated amortization and any<br />
accumulated impairment in value. The s<strong>of</strong>tware development costs is amortized on a straightline<br />
basis over its estimated useful economic life and assessed for impairment whenever there is<br />
an indication that the intangible asset may be impaired. The amortization commences when the<br />
s<strong>of</strong>tware development costs is available for use. The amortization period and the amortization<br />
method for the s<strong>of</strong>tware development costs are reviewed at each financial year end. Changes<br />
in the estimated useful life is accounted for by changing the amortization period or method, as<br />
appropriate, and treating them as changes in accounting estimates. The amortization expense is<br />
recognized in the consolidated statement <strong>of</strong> income in the expense category consistent with the<br />
function <strong>of</strong> the s<strong>of</strong>tware development costs.<br />
Impairment <strong>of</strong> Non-Financial Assets<br />
The Group assesses at each reporting date whether there is an indication that an asset may be<br />
impaired. If any such indication exists, or when annual impairment testing for an asset is required,<br />
the Group makes an estimate <strong>of</strong> the asset’s recoverable amount. An asset’s recoverable amount<br />
is the higher <strong>of</strong> an asset’s or cash-generating unit’s fair value less costs to sell and its value in use<br />
and is determined for an individual asset, unless the asset does not generate cash inflows that are<br />
largely independent <strong>of</strong> those from other assets or groups <strong>of</strong> assets. Where the carrying amount <strong>of</strong><br />
an asset exceeds its recoverable amount, the asset is considered impaired and is written down to<br />
its recoverable amount. In assessing value in use, the estimated future cash flows are discounted<br />
to their present value using a pre-tax discount rate that reflects current market assessments<br />
<strong>of</strong> the time value <strong>of</strong> money and the risks specific to the asset. Impairment losses <strong>of</strong> continuing<br />
<strong>operations</strong> are recognized in the consolidated statement <strong>of</strong> income in those expense categories<br />
consistent with the function <strong>of</strong> the impaired asset.<br />
An assessment is made at each reporting date as to whether there is any indication that previously<br />
recognized impairment losses may no longer exist or may have decreased. If such indication<br />
exists, the recoverable amount is estimated. A previously recognized impairment loss is reversed<br />
only if there has been a change in the estimates used to determine the asset’s recoverable<br />
amount since the last impairment loss was recognized. If that is the case, the carrying amount<br />
<strong>of</strong> the asset is increased to its recoverable amount. That increased amount cannot exceed the<br />
carrying amount that would have been determined, net <strong>of</strong> accumulated depreciation, had no<br />
impairment loss been recognized for the asset in prior years. Such reversal is recognized in the<br />
consolidated statement <strong>of</strong> income unless the asset is carried at revalued amount, in which case<br />
the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is<br />
adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value,<br />
on a systematic basis over its remaining useful life.<br />
Treasury Shares<br />
Own equity instruments which are reacquired (treasury shares) are deducted from equity. No<br />
gain or loss is recognized in the consolidated statement <strong>of</strong> income on the purchase, sale, issue or<br />
cancellation <strong>of</strong> the Group’s own equity instruments.<br />
Revenue Recognition<br />
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the<br />
Group and the revenue can be reliably measured. The following specific recognition criteria must<br />
also be met before revenue is recognized:<br />
74 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Sales<br />
Revenue from sale <strong>of</strong> power and electricity is recognized in the period in which actual capacity is<br />
generated and earned and upon distribution <strong>of</strong> power to customers. Revenue from sale <strong>of</strong> goods<br />
is recognized when the significant risks and rewards <strong>of</strong> ownership <strong>of</strong> the goods have passed to<br />
the buyer.<br />
Rendering <strong>of</strong> services<br />
Freight, passage and service revenues are recognized when the related services are rendered.<br />
Customer payments for which service have not yet been rendered are classified as unearned<br />
revenue under “Trade and other payables” in the consolidated balance sheet.<br />
Rental income<br />
Rental income is accounted for on a straight-line basis over the related lease terms.<br />
Dividend income<br />
Dividend income is recognized when the Group’s right to receive payment is established.<br />
Interest income<br />
Interest is recognized as it accrues taking into account the effective yield on the asset.<br />
Borrowing Costs<br />
Borrowing costs generally are expensed as incurred. Borrowing costs, including foreign<br />
exchange differences arising from foreign currency borrowings that are regarded as an<br />
adjustment <strong>of</strong> interest costs, are capitalized if they are directly attributable to the acquisition<br />
or construction <strong>of</strong> a qualifying asset. Capitalization <strong>of</strong> borrowing costs commences when<br />
the activities to prepare the asset are in progress and expenditures and borrowing costs are<br />
being incurred. Borrowing costs are capitalized until the assets are substantially ready for<br />
their intended use. If the carrying amount <strong>of</strong> the asset exceeds its recoverable amount, an<br />
impairment loss is recorded.<br />
Pension Benefits<br />
The Group has defined benefit pension plans, which require contributions to be made to<br />
separately administered funds. The cost <strong>of</strong> providing benefits under the defined benefit<br />
plans is determined separately for each plan using the projected unit credit actuarial valuation<br />
method. Actuarial gains and losses are recognized as income or expense when the net<br />
cumulative unrecognized actuarial gains and losses for each individual plan at the end <strong>of</strong> the<br />
previous reporting year exceeded 10% <strong>of</strong> the higher <strong>of</strong> the defined benefit obligation and the<br />
fair value <strong>of</strong> plan assets at that date. These gains or losses are recognized over the expected<br />
average remaining working lives <strong>of</strong> the employees participating in the plans.<br />
The past service cost is recognized as an expense on a straight-line basis over the average<br />
period until the benefits become vested. I f the benefits are already vested immediately<br />
following the introduction <strong>of</strong>, or changes to, a pension plan, past service cost is recognized<br />
immediately.<br />
The defined benefit liability is the aggregate <strong>of</strong> the present value <strong>of</strong> the defined benefit<br />
obligation and actuarial gains and losses not recognized reduced by past service cost not yet<br />
recognized and the fair value <strong>of</strong> plan assets out <strong>of</strong> which the obligations are to be settled<br />
directly. I f such aggregate is negative, the asset is measured at the lower <strong>of</strong> such aggregate<br />
or the aggregate <strong>of</strong> cumulative unrecognized net actuarial losses and past service cost and<br />
the present value <strong>of</strong> any economic benefits available in the form <strong>of</strong> refunds from the plan or<br />
reductions in the future contributions to the plan.<br />
If the asset is measured at the aggregate <strong>of</strong> cumulative unrecognized net actuarial losses<br />
and past service cost and the present value <strong>of</strong> any economic benefits available in the form<br />
<strong>of</strong> refunds from the plan or reductions in the future contributions to the plan, net actuarial<br />
losses <strong>of</strong> the current period and past service cost <strong>of</strong> the current period are recognized<br />
immediately to the extent that they exceed any reduction in the present value <strong>of</strong> those economic<br />
benefits. I f there is no change or an increase in the present value <strong>of</strong> the economic benefits,<br />
the entire net actuarial losses <strong>of</strong> the current period and past service cost <strong>of</strong> the current period are<br />
recognized immediately. Similarly, net actuarial gains <strong>of</strong> the current period after the deduction<br />
<strong>of</strong> past service cost <strong>of</strong> the current period exceeding any increase in the present value <strong>of</strong> the<br />
economic benefits stated above are recognized immediately if the asset is measured at the<br />
aggregate <strong>of</strong> cumulative unrecognized net actuarial losses and past service cost and the present<br />
value <strong>of</strong> any economic benefits available in the form <strong>of</strong> refunds from the plan or reductions in the<br />
future contributions to the plan. If there is no change or a decrease in the present value <strong>of</strong> the<br />
economic benefits, the entire net actuarial gains <strong>of</strong> the current period after the deduction <strong>of</strong> past<br />
service cost <strong>of</strong> the current period are recognized immediately.<br />
Leases<br />
The determination <strong>of</strong> whether an arrangement is, or contains a lease, is based on the<br />
substance <strong>of</strong> the arrangement and requires an assessment <strong>of</strong> whether the fulfillment <strong>of</strong><br />
the arrangement is dependent on the use <strong>of</strong> a specific asset or assets and the arrangement<br />
conveys a right to use the asset.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 75
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Group as a lessee<br />
Finance leases, which transfer to the Group substantially all the risks and benefits incidental<br />
to ownership <strong>of</strong> the leased item, are capitalized at the inception <strong>of</strong> the lease at the fair value <strong>of</strong><br />
the leased property or, if lower, at the present value <strong>of</strong> the minimum lease payments. Lease<br />
payments are apportioned between the finance charges and reduction <strong>of</strong> the lease liability<br />
so as to achieve a constant rate <strong>of</strong> interest on the remaining balance <strong>of</strong> the liability. Finance<br />
charges are charged directly against income.<br />
Capitalized leased assets are depreciated over the shorter <strong>of</strong> the estimated useful life <strong>of</strong><br />
the asset and the lease term, if there is no reasonable certainty that the Group will obtain<br />
ownership by the end <strong>of</strong> the lease term.<br />
Leases where the lessor retains substantially all the risks and benefits <strong>of</strong> ownership <strong>of</strong> the asset<br />
are classified as operating lease. Operating lease payments are recognized as an expense in the<br />
consolidated statement <strong>of</strong> income on a straight-line basis over the lease term.<br />
Group as a lessor<br />
Leases where the Group retains substantially all the risks and benefits <strong>of</strong> ownership <strong>of</strong> the asset<br />
are classified as operating leases. Initial direct costs incurred in negotiating an operating<br />
lease are added to the carrying amount <strong>of</strong> the leased asset and recognized over the lease term<br />
on the same basis as rental income.<br />
Provisions<br />
Provisions are recognized when the Group has a present obligation (legal or constructive) as<br />
a result <strong>of</strong> a past event, it is probable that an outflow <strong>of</strong> resources embodying economic<br />
benefits will be required to settle the obligation and a reliable estimate can be made <strong>of</strong><br />
the amount <strong>of</strong> the obligation. Where the Group expects some or all <strong>of</strong> a provision to be<br />
reimbursed, for example under an insurance contract, the reimbursement is recognized as a<br />
separate asset but only when the reimbursement is virtually certain. The expense relating to<br />
any provision is presented in the consolidated statement <strong>of</strong> income net <strong>of</strong> any reimbursement.<br />
I f the effect <strong>of</strong> the time value <strong>of</strong> money is material, provisions are discounted using a<br />
current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where<br />
discounting is used, the increase in the provision due to the passage <strong>of</strong> time is recognized as a<br />
borrowing cost.<br />
Income Taxes<br />
Current income tax<br />
Current income tax assets and liabilities for the current and prior periods are measured at the<br />
amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax<br />
laws used to compute the amount are those that are enacted or substantively enacted by the<br />
balance sheet date.<br />
Deferred income tax<br />
Deferred income tax is provided using the balance sheet liability method on temporary<br />
differences at the balance sheet date between the tax bases <strong>of</strong> assets and liabilities and their<br />
carrying amounts for financial reporting purposes.<br />
Deferred income tax liabilities are recognized for all taxable temporary differences, except:<br />
• where the deferred tax liability arises from the initial recognition <strong>of</strong> goodwill or <strong>of</strong> an<br />
asset or liability in a transaction that is not a business combination and, at the time <strong>of</strong><br />
the transaction, affects neither the accounting pr<strong>of</strong>it nor taxable pr<strong>of</strong>it or loss; and<br />
• in respect <strong>of</strong> taxable temporary differences associated with investments in subsidiaries,<br />
associates and interests in joint ventures, where the timing <strong>of</strong> the reversal <strong>of</strong> the<br />
temporary differences can be controlled and it is probable that the temporary<br />
differences will not reverse in the foreseeable future.<br />
Deferred income tax assets are recognized for all deductible temporary differences,<br />
carryforward <strong>of</strong> unused tax credits and unused tax losses, to the extent that it is probable that<br />
taxable pr<strong>of</strong>it will be available against which the deductible temporary differences, and the<br />
carryforward <strong>of</strong> unused tax credits and unused tax losses can be utilized except:<br />
• where the deferred income tax asset relating to the deductible temporary difference<br />
arises from the initial recognition <strong>of</strong> an asset or liability in a transaction that is not a<br />
business combination and, at the time <strong>of</strong> the transaction, affects neither the accounting<br />
pr<strong>of</strong>it nor taxable pr<strong>of</strong>it or loss; and<br />
• in respect <strong>of</strong> deductible temporary differences associated with investments in subsidiaries,<br />
associates and interests in joint ventures, deferred income tax assets are recognized<br />
only to the extent that it is probable that the temporary differences will reverse in the<br />
foreseeable future and taxable pr<strong>of</strong>it will be available against which the temporary<br />
differences can be utilized.<br />
76 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
The carrying amount <strong>of</strong> deferred income tax assets is reviewed at each balance sheet<br />
date and reduced to the extent that it is no longer probable that sufficient taxable pr<strong>of</strong>it<br />
will be available to allow all or part <strong>of</strong> the deferred income tax asset to be utilized.<br />
Unrecognized deferred income tax assets are reassessed at each balance sheet date and<br />
are recognized to the extent that it has become probable that future taxable pr<strong>of</strong>it will<br />
allow the deferred tax asset to be recovered.<br />
Deferred income tax assets and liabilities are measured at the tax rates that are expected to<br />
apply to the year when the asset is realized or the liability is settled, based on tax rates (and<br />
tax laws) that have been enacted or substantively enacted at the balance sheet date.<br />
Deferred income tax relating to items recognized directly in the consolidated statement<br />
<strong>of</strong> changes in stockholders’ equity is recognized in equity and not in the consolidated<br />
statement <strong>of</strong> income.<br />
Deferred income tax assets and deferred tax liabilities are <strong>of</strong>fset, if a legally enforceable<br />
right exists to set <strong>of</strong>f current income tax assets against current income tax liabilities<br />
and the deferred income taxes relate to the same taxable entity and the same taxation<br />
authority.<br />
Contingencies<br />
Contingent liabilities are not recognized in the consolidated financial statements. These are<br />
disclosed unless the possibility <strong>of</strong> an outflow <strong>of</strong> resources embodying economic benefits is<br />
remote. Contingent assets are not recognized in the consolidated financial statements but<br />
disclosed when an inflow <strong>of</strong> economic benefits is probable.<br />
Events After the Balance Sheet Date<br />
Post year-end events that provide additional information about the Group’s position at<br />
balance sheet date (adjusting events) are reflected in the consolidated financial statements.<br />
Post year-end events that are not adjusting events are disclosed when material.<br />
Earnings Per Common Share<br />
Basic earnings per common share are computed by dividing net income for the year attributable<br />
to the common shareholders <strong>of</strong> the parent by the weighted average number <strong>of</strong> common<br />
shares issued and outstanding during the year, after retroactive adjustments for any stock<br />
dividends declared.<br />
Diluted earnings per share amounts are calculated by dividing the net income for the year<br />
attributable to the common shareholders <strong>of</strong> the parent by the weighted average number <strong>of</strong><br />
common shares outstanding during the year plus the weighted average number <strong>of</strong> common shares<br />
that would be issued for outstanding common stock equivalents.<br />
Business Segments<br />
For management purposes, the Group is organized into four major operating segments (power,<br />
food manufacturing, transportation and parent company/others) according to the nature <strong>of</strong> the<br />
products and the services provided, with each segment representing a strategic business unit<br />
that <strong>of</strong>fers different products and serves different markets. The entities are the basis upon which<br />
the Group reports its primary segment information. Substantially all <strong>of</strong> the entities operate and<br />
generate revenue only in the Philippines. Geographical segment information is not presented.<br />
Financial information on business segments is presented in Note 34.<br />
3. Cash and Cash Equivalents<br />
2006 2005<br />
Cash on hand and in banks π1,293,259 π1,171,612<br />
Short-term deposits 6,716,698 3,451,064<br />
π8,009,957<br />
π4,622,676<br />
Cash in banks earn interest at floating rates based on daily bank deposit rates. Short-term deposits<br />
are made for varying periods <strong>of</strong> between one day and three months depending on the immediate<br />
cash requirements <strong>of</strong> the Group, and earn interest at the respective short-term deposit rates. The<br />
fair value <strong>of</strong> cash and cash equivalents is π8,009,957 and π4,622,676 as <strong>of</strong> December 31, 2006 and<br />
2005, respectively.<br />
For the purpose <strong>of</strong> the consolidated statements <strong>of</strong> cash flows, cash and cash equivalents equal the<br />
amounts reported as cash and cash equivalents in the consolidated balance sheets.<br />
The sources <strong>of</strong> interest income recognized for the period are as follows:<br />
2006 2005<br />
Cash and cash equivalents π1,293,259 π1,171,612<br />
Advances to related parties (see Note 27) 6,716,698 3,451,064<br />
π8,009,957<br />
π4,622,676<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 77
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
4. Trade and Other Receivables<br />
2006 2005<br />
Trade receivables - net <strong>of</strong> allowance for doubtful<br />
accounts <strong>of</strong> π362,308 in 2006 and π324,071<br />
in 2005 (see Note 27) π2,450,382 π2,567,658<br />
Due from related parties (see Note 27) 218,733 219,413<br />
Receivables from insurance and other claims 23,712 35,021<br />
Other receivables 968,537 545,762<br />
π3,661,364<br />
π3,367,854<br />
Trade receivables are non-interest bearing and are generally on 10 - 30 days’ terms.<br />
For terms and conditions relating to related party receivables, refer to Note 27.<br />
Receivables from insurance and other claims pertain to <strong>Aboitiz</strong> Transport System Corp.’s (ATSC)<br />
claims for reimbursement <strong>of</strong> losses against insurance coverage for hull, machinery and cargo<br />
damages and personal accidents.<br />
5. Inventories<br />
2006 2005<br />
At cost:<br />
Finished goods π63,564 π61,903<br />
Wheat grains and other raw materials 918,697 645,509<br />
Fuel and lubricants 85,631 174,519<br />
Purchases in transit 112,488 109,351<br />
Materials, parts and supplies 293,860 192,799<br />
At NRV:<br />
Materials, parts and supplies 219,093 192,302<br />
π1,693,333<br />
π1,376,383<br />
The cost <strong>of</strong> inventories recognized as part <strong>of</strong> costs <strong>of</strong> goods sold in the consolidated statements<br />
<strong>of</strong> income amounted to π6,087,438, π6,020,658 and π5,393,761 in 2006, 2005 and 2004,<br />
respectively. Allowance for inventory obsolescence on materials, parts and supplies amounted to<br />
π39,549 and π117,570 as <strong>of</strong> December 31, 2006 and 2005, respectively.<br />
6. Other Current Assets<br />
2006 2005<br />
Prepaid expenses π573,635 π543,467<br />
Biological assets (see Note 7) 166,315 159,097<br />
Input value added taxes 106,036 72,579<br />
Others 234,641 129,524<br />
π1,080,627 π904,667<br />
7. Biological Assets<br />
2006 2005<br />
Consumables<br />
Market hogs at fair value less<br />
estimated point <strong>of</strong> sale costs<br />
π67,179 π60,312<br />
Piglets at fair value less estimated<br />
point <strong>of</strong> sale costs<br />
44,760 48,009<br />
Growing stocks at cost 54,376 50,776<br />
166,315 159,097<br />
Bearers at cost less accumulated<br />
depreciation (see Note 14) 23,033 18,406<br />
π189,348 π177,503<br />
The Groups’ biological assets include bearers, growing stocks and consumables.<br />
Bearers and growing stocks are measured at accumulated cost less any accumulated depreciation<br />
and any accumulated impairment losses. The Group uses this method <strong>of</strong> measurement because<br />
market-determined prices and values are not available and alternative estimates <strong>of</strong> fair values are<br />
determined to be unreliable.<br />
Fair values <strong>of</strong> consumable biological assets measured at fair value less estimated point-<strong>of</strong>-sale<br />
costs are determined based on average market selling prices at year end.<br />
Consumable biological assets are included in “Other current assets” account while bearers are<br />
included in “Other noncurrent assets” account in the consolidated balance sheets.<br />
78 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
8. Property, Plant and Equipment<br />
As <strong>of</strong> December 31, 2006<br />
COST<br />
Building, warehouses and<br />
improvements<br />
2005 Additions Disposals Reclassifications 2006<br />
π1,212,126 π154,266 (π183) π18,830 π1,385,039<br />
Power plant and equipment 1,862,739 33,298 (647) – 1,895,390<br />
Transmission and distribution<br />
equipment 2,227,676 171,886 – (16,236) 2,383,326<br />
Distribution transformers<br />
and substation equipment 1,105,424 153,728 (467) – 1,258,685<br />
Machinery and equipment 1,429,515 33,419 (14,309) 167,356 1,615,981<br />
Flight equipment 165,527 6,145 – – 171,672<br />
Transportation equipment 740,786 139,885 (29,750) – 850,921<br />
Ships in operation and<br />
improvements<br />
9,086,746 226,440 (1,132,526) (2,932,907) 5,247,753<br />
Containers 1,976,605 16,363 (74,251) (151,231) 1,767,486<br />
Handling equipment 1,237,855 12,801 (70,488) (2,698) 1,177,470<br />
Office furniture, fixtures and<br />
equipment 756,852 153,401 (26,716) 741 884,278<br />
Leasehold improvements 305,961 49,140 (26,172) 709 329,638<br />
Others 44,888 3,523 (16,558) – 31,853<br />
Land 152,161 10,010 – (700) 161,471<br />
Ships under refurbishment and<br />
construction in progress 228,997 256,318 – (17,519) 467,796<br />
22,533,858 1,420,623 (1,392,067) (2,933,655) 19,628,759<br />
ACCUMULATED DEPRECIATION<br />
AND AMORTIZATION<br />
Building, warehouse and<br />
improvements π522,533 64,806 (π75) π262 π587,526<br />
Power plant and equipment 820,559 105,038 (647) – 924,950<br />
Transmission and distribution<br />
equipment 1,085,656 30,120 – (868) 1,114,908<br />
Distribution transformers and<br />
substation equipment 581,838 107,198 (467) 3,266 691,835<br />
Machinery and equipment 775,231 76,587 (13,964) (105) 837,749<br />
Flight equipment 100,693 11,243 (1,706) – 110,230<br />
Transportation equipment 320,543 109,474 (24,539) 919 406,397<br />
Ships in operation and<br />
improvements 3,646,166 765,679 (422,504) (2,122,153) 1,867,188<br />
Containers 1,600,826 139,979 (74,045) (151,251) 1,515,509<br />
2005 Addition Disposals Reclassifications 2006<br />
Handling equipment 953,484 106,541 (68,047) (2,642) 989,336<br />
Office furniture, fixtures<br />
and equipment 570,170 183,410 (18,523) (2,800) 732,257<br />
Leasehold improvements 105,193 41,423 (4,547) 1,228 143,297<br />
Others 25,834 6,625 (205) (3) 32,251<br />
As <strong>of</strong> December 31, 2005<br />
COST<br />
11,108,726 1,748,123 (629,269) (2,274,147) 9,953,433<br />
π11,425,132 (π327,500) (π762,798) (π659,508) π9,675,326<br />
2004 Additions Disposals Reclassifications 2005<br />
Building, warehouses and<br />
improvements π1,213,189 π203,782 (π13,432) (π191,413) π1,212,126<br />
Power plant and equipment 1,844,215 18,524 – – 1,862,739<br />
Transmission and distribution<br />
equipment 1,756,822 282,820 – 188,034 2,227,676<br />
Distribution transformers and<br />
substation equipment<br />
943,533 161,891 – – 1,105,424<br />
Machinery and equipment 1,198,730 14,249 (1,271) 217,807 1,429,515<br />
Flight equipment 138,546 26,981 – – 165,527<br />
Transportation equipment 711,653 204,554 (60,071) (115,350) 740,786<br />
Ships in operation and<br />
improvements<br />
8,905,904 425,430 (244,588) – 9,086,746<br />
Containers 1,991,901 843 (16,139) – 1,976,605<br />
Handling equipment 1,086,471 177,732 (26,348) – 1,237,855<br />
Office furniture, fixtures and<br />
equipment 603,682 171,556 (23,224) 4,838 756,852<br />
Leasehold improvements 200,831 67,383 (4) 37,751 305,961<br />
Others 41,990 7,557 (46) (4,613) 44,888<br />
Land 157,783 2,725 – (8,347) 152,161<br />
Ships under refurbishment and<br />
construction in progress 79,156 253,545 – (103,704) 228,997<br />
20,874,406 2,019,572 (385,123) 25,003 22,533,858<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 79
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
ACCUMULATED DEPRECIATION<br />
AND AMORTIZATION<br />
2004 Additions Disposals Reclassifications 2005<br />
Building, warehouse and<br />
improvements<br />
409,049 126,894 (13,329) (81) 522,533<br />
Power plant an d equipment 813,957 6,602 – – 820,559<br />
Transmission and distribution<br />
equipment<br />
888,669 196,987 – – 1,085,656<br />
Distribution transformers and<br />
substation equipment<br />
520,478 61,360 – – 581,838<br />
Machinery and equipment 737,609 40,173 (1,163) (1,388) 775,231<br />
Flight equipment 92,187 8,552 (46) – 100,693<br />
Transportation equipment 259,139 77,107 (15,703) – 320,543<br />
Ships in operation and<br />
improvements<br />
2,970,922 900,059 (224,815) – 3,646,166<br />
Containers 1,474,777 140,823 (14,774) – 1,600,826<br />
Handling equipme nt 864,327 114,233 (25,076) – 953,484<br />
Office furniture, fixtures and<br />
467,855 122,686 (21,214) 843 570,170<br />
equipment<br />
Leasehold improvements 79,436 27,729 (1,972) – 105,193<br />
Others 20,036 5,798 – – 25,834<br />
9,598,441 1,829,003 (318,092) (626) 11,108,726<br />
π11,275,965 π190,569 (π67,031) π25,629 π11,425,132<br />
Containers include units acquired under finance lease arrangements (see Note 19).<br />
The depreciation <strong>of</strong> the leased containers, amounting to π136,300 in 2006, π113,690 in 2005<br />
and π140,584 in 2004 was computed on the basis <strong>of</strong> the Group’s depreciation policy for<br />
owned assets.<br />
In 2006, the Group increased the estimated useful lives <strong>of</strong> power transformers, concrete poles,<br />
and cables and wires used in its power distribution <strong>operations</strong> from 12 years to 30 years from the<br />
date <strong>of</strong> acquisition and decreased the estimated useful lives <strong>of</strong> transportation equipment and<br />
computer equipment from 5 - 6 years to 2 - 5 years from the date <strong>of</strong> acquisition. The changes in<br />
the estimated useful lives were made on the basis <strong>of</strong> management’s best assessment <strong>of</strong> the present<br />
factors and technology in building or fabricating the assets which is in accordance with the study<br />
mandated by the ERC on the estimated useful lives <strong>of</strong> assets applicable to all distribution utilities<br />
in the country, as part <strong>of</strong> the performance-based rate regulation. The changes in estimated useful<br />
lives have resulted in a net reduction in depreciation expense by π74,375 in 2006. In 2005, the<br />
Group increased the estimated useful lives <strong>of</strong> ships in operation and improvements from 10-20<br />
years to 15-30 years from the date <strong>of</strong> acquisition. The changes in the estimated useful lives reduced<br />
depreciation expense by π37,297 in 2005. Also, the Group estimated the residual value <strong>of</strong> ships<br />
in operation and improvements amounting to π962,128 and considered such estimate in the<br />
computation <strong>of</strong> depreciable cost as <strong>of</strong> January 1, 2005. The estimated residual value reduced<br />
depreciation expense by π77,974 in 2005 (see Note 2).<br />
Property, plant and equipment with a carrying amount <strong>of</strong> π5,807,781 and π5,577,342 as <strong>of</strong><br />
December 31, 2006 and 2005, respectively, are used to secure the Group’s long-term debt.<br />
Fully depreciated transmission and distribution equipment and distribution transformers and<br />
substation equipment with gross carrying amount <strong>of</strong> π631,069 as <strong>of</strong> December 31, 2006 are<br />
still in use.<br />
9. Investments in Subsidiaries<br />
The consolidated financial statements include the financial statements <strong>of</strong> the Company and the<br />
subsidiaries listed in the following table.<br />
<strong>Aboitiz</strong> Power Corporation<br />
(APC)<br />
<strong>Aboitiz</strong> Energy Solutions,<br />
Inc. (formerly<br />
<strong>Aboitiz</strong> Powersolutions,<br />
Inc. (AESI)<br />
Davao Light and Power<br />
Company, Inc. (DLP)<br />
Cotabato Light and Power<br />
Company, Inc. (CLP)<br />
Subic Enerzone<br />
Corporation (SEZC)<br />
Northern Mini Hydro<br />
Corporation (NMHC)<br />
Hedcor Tamugan<br />
(formerly Hydro<br />
Specialists, Inc.)<br />
Philippine Hydropower<br />
Corporation<br />
Hedcor, Inc. (formerly<br />
Benguet Hydropower<br />
Corporation, HEDCOR)<br />
Nature <strong>of</strong><br />
Business<br />
2006 2005 2004<br />
Direct Indirect Direct Indirect Direct Indirect<br />
Power 100.00 – 100.00 – 100.00 –<br />
Power 100.00 – 100.00 – 100.00 –<br />
Power 99.91 – 99.91 – 99.91 –<br />
Power 99.91 – 99.91 – 99.91 –<br />
Power 20.00 44.34 20.00 44.34 20.00 44.34<br />
Power – 100.00 – 100.00 – 100.00<br />
Power – 100.00 – 100.00 – 100.00<br />
Power – 100.00 – 100.00 – 100.00<br />
Power – 100.00 – 100.00 – 100.00<br />
Hedcor Sibulan, Inc. Power – 100.00 – – – –<br />
80 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Nature <strong>of</strong><br />
2006 2005 2004<br />
Business Direct Indirect Direct Indirect Direct Indirect<br />
Hydro Electric Development<br />
Corporation (HEDC) Power – 99.9 – 99.9 – 99.9<br />
One Cebu Energy Solutions, Inc. Power – 60.0 – – – –<br />
Pilmico Foods Corporation (PILMICO)<br />
Food<br />
manufacturing 100.0 – 100.00 – 100.0 –<br />
Fil-Am Foods, Inc. (FILAM)<br />
Food<br />
manufacturing – 100.0 – 100.0 – 100.0<br />
<strong>Aboitiz</strong> Transport System Corp. (ATSC) Transportation 77.2 – 76.11 – 76.11 –<br />
Cebu Ferries Corporation (CFC) Transportation – 100.0 – 100.0 – 100.0<br />
WG & A Supercommerce, Inc. (WSI) Transportation – 100.0 – 100.0 – 100.0<br />
<strong>Aboitiz</strong> One, Inc. (AOI) and Subsidiaries<br />
Courier, logistics<br />
and forwarding<br />
services – 100.0 – 100.0 – 100.0<br />
<strong>Aboitiz</strong> Jebsen Bulk Transport<br />
Corporation (AJBTC) & Subsidiaries Ship management – 62.5 – 62.5 – 62.5<br />
Jebsen Maritime, Inc. (JMI) Manpower services – 62.5 – 62.5 – 62.5<br />
<strong>Aboitiz</strong> Jebsen Manpower Solutions,<br />
Inc. (AJMSI) Manpower services – 62.5 – 62.5 – 62.5<br />
JMBVI and Subsidiaries** Shipping – 50.0 – 50.0 – 50.0<br />
AEV Aviation, Inc. (AEV Aviation) Service 100.0 – 100.00 – 100.00 –<br />
AEV Properties, Inc.* Real estate 100.0 – 100.00 – 100.00 –<br />
Cebu Praedia Development<br />
Corporation (CPDC) Real estate 88.27 11.72 88.27 11.72 88.27 11.72<br />
Cotabato Ice Plant, Inc. Manufacturing – 100.0 – 100.0 – 100.0<br />
Fil-Agri Holdings, Inc. Holding company – 100.0 – 100.0 – 100.0<br />
* No commercial <strong>operations</strong><br />
** Incorporated in the British Virgin Islands. Functional currency is US dollars.<br />
Except for JMBVI, all the subsidiaries were incorporated in the Philippines.<br />
On June 17, 2005, a Subscription Agreement and Deed <strong>of</strong> Assignment (Agreement) was<br />
executed by and between ATSC (Assignee) and ACO, the Company, and certain individual<br />
assignees (Assignors) as part <strong>of</strong> the reorganization to integrate under ATSC all businesses<br />
related to shipping, transportation and logistics and allow the Group to enhance efficiencies and<br />
competitiveness. To effect the reorganization, ATSC issued 414.1 million shares to the Assignors<br />
thereby allowing ATSC to acquire control over AOI and Subsidiaries, AJBTC and Subsidiaries, JMI,<br />
AJMSI and JMBVI and subsidiaries. JMBVI is an <strong>of</strong>fshore company acquired by ACO in 2005. The<br />
assignment <strong>of</strong> the Company’s investments in AOI for shares <strong>of</strong> stock <strong>of</strong> ATSC is a tax-free transfer<br />
on reorganization <strong>of</strong> companies under common control.<br />
The above transaction was treated as a reorganization <strong>of</strong> companies under common control and<br />
accounted for at historical cost in a manner similar to pooling-<strong>of</strong>-interests method. Accordingly,<br />
all financial data for the period prior to the above transaction as presented have been restated<br />
in ATSC to include the <strong>results</strong> <strong>of</strong> the new subsidiaries, except JMBVI and Subsidiaries which were<br />
acquired by ACO in 2005. Cash <strong>of</strong> a newly acquired subsidiary amounted to π308,750.<br />
Presented below is the combined statement <strong>of</strong> income <strong>of</strong> new subsidiaries accounted for in<br />
ATSC at historical cost for the year ended December 31, 2004:<br />
AOI and<br />
Subsidiaries<br />
AJBTC and<br />
Subsidiaries JMI AJMSI Combined<br />
Revenues π1,271,002 π243,897 π114,573 π662 π1,630,134<br />
Costs and expenses (1,115,443) (215,906) (51,649) (2,314) (1,385,312)<br />
Other income (charges) 20,167 5,256 (2,304) (16) 23,103<br />
Income tax (36,399) (12,757) (19,427) 540 (68,043)<br />
Net income π139,327 π20,490 π41,193 (π1,128) π199,882<br />
The reorganization <strong>of</strong> the transport group resulted in a charge to the Company’s additional<br />
paid-in capital in the amount <strong>of</strong> π414,148, representing the decrease in the Company’s equity in<br />
the restated consolidated net assets <strong>of</strong> ATSC following the reorganization. In addition, the said<br />
reorganization resulted in a charge to the Company’s retained earnings in the amount <strong>of</strong> π51,567<br />
as <strong>of</strong> January 1, 2005, representing the decrease in the Company’s equity in the restated earnings<br />
<strong>of</strong> ATSC following the reorganization.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 81
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
10. Investments and Advances<br />
2006 2005<br />
Acquisition cost:<br />
Balance at beginning <strong>of</strong> year π8,510,129 π8,485,340<br />
Additions during the year 2,191 24,789<br />
Disposals during the year (26,240) –<br />
Balance at end <strong>of</strong> year 8,486,080 8,510,129<br />
Accumulated share in net earnings:<br />
Balance at beginning <strong>of</strong> year 5,288,814 4,350,789<br />
Share in effect <strong>of</strong> adoption <strong>of</strong> PAS 39 <strong>of</strong> associates – (483,198)<br />
Share in net earnings for the year 2,114,710 2,155,343<br />
Cash dividends received (2,309,893) (733,749)<br />
Investment sold (42,919) (371)<br />
Balance at end <strong>of</strong> year 5,050,712 5,288,814<br />
Share in cumulative translation adjustments<br />
<strong>of</strong> associates<br />
107,427 373,330<br />
Share in unrealized valuation gains on AFS<br />
investments <strong>of</strong> an associate<br />
39,519 122,290<br />
Effect <strong>of</strong> reorganization <strong>of</strong> transport group – 8<br />
13,683,738 14,294,571<br />
Advances 218,790 239,046<br />
Less allowance for impairment losses (28,995) (28,995)<br />
π13,873,533 π14,504,622<br />
The Group’s associates and the corresponding equity ownership are as follows:<br />
Nature <strong>of</strong> Business 2006 2005 2004<br />
Visayan Electric Company, Inc. (VECO)<br />
Power<br />
54.70 54.67 54.58<br />
Luzon Hydro Corporation (LHC) Power 50.00 50.00 50.00<br />
San Fernando Electric Light & Power Company<br />
(SFELAPCO) Power 43.78 43.78 43.78<br />
Cordillera Hydro Corporation * Power 35.00 35.00 35.00<br />
Southern Philippines Power Corporation (SPPC) Power 20.00 20.00 20.00<br />
Western Mindanao Power Corporation (WMPC) Power 20.00 20.00 20.00<br />
<strong>Aboitiz</strong> Project TS Corporation (APTSC) Consulting services 50.00 50.00 50.00<br />
New Zealand Lumber Shippers Ltd.** Shipping 50.00 50.00 –<br />
Reefer Van Specialist, Inc. (RVSI) Transportation 50.00 50.00 50.00<br />
Refrigerated Transport Services, Inc. (RTSI) Transportation 50.00 50.00 50.00<br />
Cebu International Container Terminal, Inc. (CICTI)* Transportation 20.00 20.00 20.00<br />
Jade Ocean Shipmanagement, Inc. (JOSI) Ship management 50.00 50.00 33.33<br />
WG & A Jebsen Ship Management, Inc. (WGA&J) Ship management 40.00 40.00 40.00<br />
Hapag-Lloyd Philippines, Inc. (HLP) Ship management 15.00 15.00 15.00<br />
Accuria, Inc. Holding company 49.54 49.54 49.54<br />
Hijos de F. Escaño (Hijos) Holding company 46.66 46.66 46.66<br />
Pampanga Energy Ventures, Inc. (PEVI) Holding company 42.84 42.84 42.84<br />
JAIB, Inc.* Brokerage 49.00 49.00 49.00<br />
Union Bank <strong>of</strong> the Philippines (UBP) Banking 42.14 42.14 42.02<br />
City Savings Bank (CSB) Banking 34.42 34.38 34.38<br />
South Western Cement Corporation Cement 20.00 20.00 20.00<br />
PILMICO - Mauri Foods Corporation<br />
(Pilmico Mauri)<br />
Food<br />
manufacturing<br />
– 50.00 50.00<br />
* No commercial <strong>operations</strong>.<br />
** Incorporated in New Zealand.<br />
82 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
RTSI, RVSI, APTSC, WGA&J, HLP and JOSI became associates <strong>of</strong> the Group as a result <strong>of</strong> the<br />
reorganization <strong>of</strong> the transportation group in 2005 (see Note 9).<br />
VECO has been excluded in consolidation as other shareholders’ group, directly and indirectly<br />
through a subsidiary, exercise the power to govern the financial and operating policies <strong>of</strong> VECO.<br />
The detailed carrying values <strong>of</strong> investments in associates (including goodwill) which are accounted<br />
for under the equity method follow:<br />
2006 2005<br />
UBP π9,196,782 π8,641,720<br />
LHC 1,241,588 2,426,532<br />
VECO/Hijos 1,828,033 1,720,535<br />
WMPC 472,881 532,170<br />
SPPC 318,852 326,233<br />
CICTI 240,125 240,125<br />
PEVI/SFELAPCO 379,482 362,832<br />
Others 5,995 44,424<br />
π13,683,738 π14,294,571<br />
The investments in associates include goodwill amounting to π2,079,618 and π2,070,375 in 2006<br />
and 2005, respectively.<br />
Following is the summarized financial information <strong>of</strong> significant associates:<br />
UBP<br />
2006 2005 2004<br />
Total current assets π79,500,664 π68,272,792<br />
Total noncurrent assets 103,918,486 32,861,518<br />
Total current liabilities 156,108,297 80,771,425<br />
Total noncurrent liabilities 7,415,850 7,683,049<br />
Gross revenue 8,577,455 5,629,881 π4,974,937<br />
Gross pr<strong>of</strong>it 4,247,868 2,729,070 3,054,765<br />
Net income 2,512,403 2,755,107 2,281,035<br />
2006 2005 2004<br />
LHC<br />
Total current assets π525,101 π583,568<br />
Total noncurrent assets 6,562,003 7,442,281<br />
Total current liabilities 1,496,892 2,807,294<br />
Total noncurrent liabilities 3,107,037 861,516<br />
Gross revenue 2,003,825 2,455,613 π2,298,904<br />
Gross pr<strong>of</strong>it 1,541,269 2,021,971 1,774,609<br />
Net income 1,310,299 1,611,846 1,259,501<br />
VECO*<br />
Total current assets π1,875,405 π1,683,984<br />
Total noncurrent assets 3,393,781 3,260,245<br />
Total current liabilities 1,265,995 1,047,526<br />
Total noncurrent liabilities 1,406,545 1,448,406<br />
Gross revenue 8,330,662 8,678,728 π7,473,773<br />
Gross pr<strong>of</strong>it (loss) 337,671 159,528 (260,957)<br />
Net income (loss) 377,839 211,838 (27,032)<br />
*Amounts are based on appraised values which are adjusted to historical amounts upon equity<br />
take-up <strong>of</strong> the Group.<br />
11. Impairment Testing <strong>of</strong> Goodwill<br />
Goodwill aqcuired through business combinations have been attributed to each investee as a<br />
single cash-generating unit.<br />
The recoverable amounts <strong>of</strong> the investments have been determined based on a value in<br />
use caculation using cash flow projections based on financial budgets approved by senior<br />
management covering a five-year period. The discount rate applied to cash flow projections<br />
range from 9.52% to 13.56% and 13.56% to 18.00% in 2006 and in 2005, respectively, and<br />
cash flows beyond the 5-year period are extrapolated using a zero per cent growth rate.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 83
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
The carrying amount <strong>of</strong> goodwill follows:<br />
2006 2005<br />
Subsidiaries<br />
ATSC π555,526 π564,655<br />
NMHC 220,228 220,228<br />
π775,754 π784,883<br />
Associates<br />
UBP π1,100,081 π1,100,081<br />
VECO 734,806 725,563<br />
SFELAPCO 244,731 244,731<br />
π2,079,618<br />
π2,070,375<br />
Key assumptions used in value in use calculation for December 31, 2006 and 2005<br />
The following describes each key assumption on which management has based its cash flow<br />
projections to undertake impairment testing <strong>of</strong> goodwill.<br />
Foreign Exchange Rates<br />
The assumption used to determine foreign exchange rate is a slowing Philippine peso depreciation<br />
rate <strong>of</strong> π2.0 every year.<br />
Materials Price Inflation<br />
The assumption used to determine the value assigned to the materials price inflation is a slowdown<br />
in inflation equal to a decrease <strong>of</strong> 50 - 60 basis points every year. The starting point <strong>of</strong> 2006 is<br />
consistent with external information sources.<br />
12. Pension Benefit Plans<br />
The Group has defined benefit pension plans covering substantially all <strong>of</strong> its employees, which<br />
require contributions to be made to separately administered funds.<br />
The following tables summarize the components <strong>of</strong> net benefit expense recognized in the<br />
consolidated statements <strong>of</strong> income and the funded status and amounts recognized in the<br />
consolidated balance sheets for the respective plans.<br />
Net benefit expense<br />
2006 2005 2004<br />
Current service cost π30,981 π30,395 π13,720<br />
Interest cost on benefit obligation 67,289 59,073 33,425<br />
Expected return on plan assets (47,143) (41,443) (19,813)<br />
Net actuarial gains (losses) recognized<br />
in the year (11,468) (847) –<br />
Net benefit expense π39,659 π47,178 π27,332<br />
Pension asset (liability) - net<br />
2006 2005<br />
Fair value <strong>of</strong> plan assets π654,364 π523,816<br />
Defined benefit obligation (649,232) (480,633)<br />
Unrecognized actuarial losses /asset ceiling (36,594) (38,632)<br />
(π31,462) π4,551<br />
Net pension assets (liability) above include gross pension asset amounting to π16,731 and<br />
π45,414 as <strong>of</strong> December 31, 2006 and 2005, respectively, and gross pension liability amounting<br />
to π48,193 and π40,863 as <strong>of</strong> December 31, 2006 and 2005, respectively.<br />
Changes in the present value <strong>of</strong> the defined benefit obligation are as follows:<br />
2006 2005<br />
Opening defined benefit obligation π480,633 π421,785<br />
Interest cost 67,289 59,073<br />
Current service cost 30,981 30,395<br />
Benefits paid (54,538) (10,082)<br />
Actuarial losses (gains) 124,867 (20,538)<br />
Closing defined benefit obligation π649,232 π480,633<br />
84 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Changes in the fair value <strong>of</strong> plan assets are as follows:<br />
2006 2005<br />
Opening fair value <strong>of</strong> assets π523,816 π460,733<br />
Expected return 47,143 41,443<br />
Contributions by employer 38,778 43,389<br />
Benefits paid (52,699) (10,082)<br />
Actuarial gains (losses) 97,326 (11,667)<br />
Closing fair value <strong>of</strong> plan assets π654,364 π523,816<br />
The overall expected rate <strong>of</strong> return on assets is determined based on the market prices prevailing<br />
on that date, applicable to the period over which the obligation is to be settled.<br />
Actual return <strong>of</strong> the Group’s plan assets amounted to π34,553 and π24,285 in 2006 and 2005,<br />
respectively.<br />
The principal assumptions used on January 1, 2006 and 2005 in determining pension benefit<br />
obligations for the Group’s plans are shown below:<br />
2006 2005<br />
Discount rates 14% 14%<br />
Expected rates <strong>of</strong> return on plan assets 9% 9%<br />
Future salary increase rates 8% 8%<br />
As <strong>of</strong> December 31, 2006, the discount rate has decreased to 8%.<br />
13. Noncurrent Asset Classified as Held for Sale<br />
Noncurrent asset classified as held for sale represents the carrying amount <strong>of</strong> a ship in operation,<br />
which is expected to be recovered principally through a sale transaction. The ship in operation<br />
classified as held for sale is covered by a Memorandum <strong>of</strong> Agreement (MOA) dated November<br />
13, 2006 between ATSC and a third party, wherein ATSC is committed to sell and the third party<br />
committed to buy the asset. The MOA provides that the expected time <strong>of</strong> delivery to the buyer is<br />
between February 1 and April 30, 2007.<br />
The liabilities directly associated with the noncurrent asset classified as held for sale consist <strong>of</strong><br />
long-term loans from various local banks.<br />
14. Other Noncurrent Assets<br />
2006 2005<br />
S<strong>of</strong>tware development costs - net <strong>of</strong> accumulated<br />
amortization <strong>of</strong> π202,425 in 2006 and π141,298 π311,864 π406,779<br />
in 2005<br />
Biological assets (see Note 7) 23,033 18,406<br />
Others – net 256,081 148,738<br />
π590,978 π573,923<br />
S<strong>of</strong>tware development costs comprise all expenditures that can be directly attributed to the<br />
development and acquisition <strong>of</strong> several application s<strong>of</strong>tware related to integrated financial and<br />
revenue management system. The additions to s<strong>of</strong>tware development costs amounted to<br />
π45,057 and π119,041 in 2006 and 2005, respectively. The related amortization amounted to<br />
π61,127, π47,867 and π27,533 in 2006, 2005 and 2004, respectively.<br />
15. Bank Loans<br />
2006 2005<br />
Peso loans π573,400 π1,161,250<br />
US dollar loans 144,639 76,981<br />
US dollar overdraft facility 105,681 61,122<br />
π823,720 π1,299,353<br />
The peso loans are unsecured short-term notes payable obtained from local banks with interest<br />
rates ranging from 7.08% to 10.25% in 2006 and 8.41% to 11.2% in 2005.<br />
The US dollar loans pertain to unsecured short-term notes payable obtained by AJBTC and JMI<br />
from foreign and local banks and have outstanding balances amounting to US$2.95 million and<br />
US$2.55 million as <strong>of</strong> December 31, 2006 and 2005, respectively. These loans bear interest <strong>of</strong><br />
6.00% in 2006 and 5.00% to 6.07% in 2005.<br />
The US dollar overdraft facility pertains to loan obtained from a foreign bank by Jebsens Orient<br />
Shipping AS, a wholly owned subsidiary <strong>of</strong> JMBVI based in Norway, with interest at the aggregate<br />
<strong>of</strong> LIBOR plus a margin <strong>of</strong> 1.50% per annum. This loan is secured by an assignment <strong>of</strong> earnings<br />
and a guarantee by a JMBVI shareholder.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 85
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
16. Trade and Other Payables<br />
2006 2005<br />
Trade payables (see Note 27) π1,891,130 π2,441,754<br />
Accrued expenses 1,877,834 1,324,283<br />
Nontrade payables and others 856,189 829,378<br />
π4,625,153 π4,595,415<br />
17. Long-term Debt<br />
Effective<br />
Interest Rate 2006 2005<br />
Company:<br />
Financial institutions - unsecured<br />
peso denominated loans various π4,170,000 π3,255,000<br />
Non-financial institutions<br />
11.00% -<br />
12.00% 22,500 25,500<br />
4,192,500 3,280,500<br />
Subsidiaries:<br />
ATSC and subsidiaries<br />
Financial institutions -secured:<br />
Peso loans due until 2010 8.41% to 10.70% π1,711,859 π2,529,231<br />
Australian (AU) dollar loan due<br />
until 2009 LIBOR + 1.75% 18,215 37,627<br />
1,730,074 2,566,858<br />
HEDCOR<br />
Financial institution - secured<br />
Effective<br />
Interest Rate 2006 2005<br />
2.25% over the<br />
applicable threemonth<br />
Treasury<br />
Securities rate 649,000 650,000<br />
DLP<br />
Financial institution - secured 10.89% - 11.2% 320,000 412,308<br />
PILMICO<br />
Financial institution -secured various 293,590 381,846<br />
SEZC<br />
Financial institution - secured 9.9% 182,486 87,212<br />
FILAM<br />
Financial institution - secured 9.41% - 10.04% 95,833 162,500<br />
CLP<br />
Financial institution - secured 8.78% 16,423 25,808<br />
3,287,406 4,286,532<br />
Total 7,479,906 7,567,032<br />
Less current portion 1,169,082 1,756,246<br />
6,310,824 5,810,786<br />
Less liabilities directly associated with<br />
noncurrent asset classified as held<br />
for sale 455,037 –<br />
π5,855,787 π5,810,786<br />
86 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Company<br />
The loans availed by the Company from financial institutions include:<br />
a. Unsecured loans totaling π1,800,000 payable in five years up to 2007, with two years grace<br />
period, on a quarterly basis to commence at the end <strong>of</strong> the eighth quarter with 4% <strong>of</strong> the<br />
principal due on the eighth to twelfth quarter, 7.5% due on the thirteenth to sixteenth<br />
quarter and 12.5% due on the seventeenth to twentieth quarter, with effective interest rates<br />
ranging from 8.14% to 11.09% and 8.37% to 10.37% in 2006 and 2005, respectively.<br />
b. An unsecured loan amounting to π1,000,000 payable in twelve equal consecutive quarterly<br />
installments up to 2008 to commence at the end <strong>of</strong> the eighth quarter with interest rates<br />
ranging from 8.14% to 11.09% and 8.37% to 10.37% in 2006 and 2005, respectively.<br />
c. An unsecured loan amounting to π1,000,000 obtained in 2004, payable on the last day <strong>of</strong> the<br />
sixtieth month from the date <strong>of</strong> the first drawdown with interest rate <strong>of</strong> 8.89% in 2006 and<br />
9.77% in 2005, to be repriced on a quarterly basis.<br />
d. An unsecured loan amounting to π200,000 obtained in 2003 and payable in five years up<br />
to 2008 to commence at the end <strong>of</strong> the third year with 25% <strong>of</strong> the principal due on the third<br />
and fourth year and a bullet payment <strong>of</strong> the remaining principal balance upon maturity,<br />
with interest rates ranging from 7.89% to 8.11% and 8.12% to 10.12% in 2006 and 2005,<br />
respectively. In June 2006, this loan was fully paid.<br />
e. Unsecured loans totaling π1,200,000 availed in 2006 with bullet principal payments due<br />
at the end <strong>of</strong> five years and with interest payments due quarterly at a fixed rate <strong>of</strong> 9%.<br />
f. An unsecured loan amounting to π1,000,000 obtained in 2006 and payable in five years with<br />
10% <strong>of</strong> the principal due on the second year, 25% due on the third and fourth year and the<br />
remaining 40% on the fifth year, with interest rates ranging from 7.16% to 8.39% in 2006,<br />
to be repriced on a quarterly basis.<br />
g. An unsecured loan amounting to π500,000 obtained in 2006 and payable in five years with<br />
10% <strong>of</strong> the principal due on the second year, 25% due on the third and fourth year and the<br />
remaining 40% on the fifth year, with interest rates ranging from 7.35% to 8.66% in 2006,<br />
to quarterly repricing.<br />
The loans availed by the Company from non-financial institutions are subject to fixed interest<br />
rates and have outstanding balances <strong>of</strong> π22,500 and π25,500 as <strong>of</strong> December 31, 2006 and<br />
2005, respectively.<br />
ATSC<br />
Bank loans availed by ATSC from financial institutions and denominated in Philippine pesos are<br />
collateralized by certain parcels <strong>of</strong> land and vessels <strong>of</strong> ATSC with carrying value <strong>of</strong> π3,609,606<br />
as <strong>of</strong> December 31, 2006 and π4,937,342 as <strong>of</strong> December 31, 2005. The pledged assets have an<br />
aggregate appraised value <strong>of</strong> π5,870,480 and π7,566,513 as <strong>of</strong> December 31, 2006 and 2005,<br />
respectively.<br />
Some agreements covering bank loans provide for certain restrictions and requirements that<br />
include, among others, maintenance <strong>of</strong> favorable financial ratios such as current ratio, debt to<br />
tangible net worth ratio and debt service coverage ratio. As <strong>of</strong> December 31, 2006 and 2005,<br />
ATSC was not able to meet the required current ratio <strong>of</strong> 1:1 and debt service coverage ratio <strong>of</strong><br />
1.5:1. However, ATSC has obtained waivers from the creditor banks which are valid for one year<br />
from December 31, 2005 and 2006.<br />
The AU dollar-denominated loan pertains to a five-year term loan obtained by International<br />
Marketing and Logistics PTY Ltd (IML), a subsidiary <strong>of</strong> JMBVI based in Australia. This loan requires<br />
IML to ensure that during the term <strong>of</strong> the loan dividend payments will be restricted to ensure<br />
that cash and cash equivalents reduced by the dividend payments exceed the debt service <strong>of</strong> the<br />
following half year.<br />
DLP<br />
Loans availed by DLP from financial institutions include:<br />
Creditor<br />
China Banking<br />
Corporation<br />
(CBC)<br />
UBP<br />
Effective<br />
Interest Rate<br />
11.20% per<br />
annum<br />
1% over the<br />
Land Bank <strong>of</strong> the<br />
Philippines passon<br />
rate to UBP,<br />
repriced on a<br />
quarterly basis<br />
Principal<br />
Payment<br />
Schedule Collateral 2006 2005<br />
12 quarterly Mortage trust π320,000 π320,000<br />
payments <strong>of</strong> indenture<br />
26.7 million (MTI) on<br />
starting DLP’s<br />
January 2007 power plant<br />
equipment<br />
13 quarterly None – 92,308<br />
payments <strong>of</strong><br />
π23.08 million<br />
320,000 412,308<br />
Less current portion 106,667 242,307<br />
π213,333 π170,001<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 87
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
The carrying amount <strong>of</strong> power plant equipment used as collateral for the loans from CBC amounted to<br />
π640,000 as <strong>of</strong> December 31, 2006 and 2005.<br />
The loan agreements with UBP and CBC prohibit DLP, among others, to make or permit any material<br />
change in the character <strong>of</strong> its business and in the ownership or control <strong>of</strong> its capital stock; permit the<br />
ratio <strong>of</strong> its total liabilities to total stockholder’s equity to exceed 2:1; permit the current ratio to be<br />
less than 1 :1; participate into any merger or consolidation without written consent <strong>of</strong> the lender. The<br />
agreements also prohibit DLP, without prior consent, to sell, lease, mortgage or dispose substantially<br />
all <strong>of</strong> its assets; voluntarily suspend its business <strong>operations</strong> or dissolve its affairs; amend its Articles <strong>of</strong><br />
Incorporation and By-laws which would cause a material adverse change in its financial ability and, to<br />
declare and pay dividends to its stockholders or retain, retire, purchase or otherwise acquire any class<br />
<strong>of</strong> capital stock, or make any other capital or other asset distribution.<br />
PILMICO<br />
The loans availed by PILMICO include:<br />
Principal<br />
Creditor Interest Rate Payment Schedule Collateral 2006 2005<br />
Metropolitan Bank and<br />
Trust Company (MBTC)<br />
Secured by a MTI π88,000 π88,000<br />
UBP (see Note 9)<br />
UBP (see Note 9)<br />
MBTC<br />
MBTC<br />
1.5% over the<br />
prevailing DBP<br />
passed-on rate<br />
1% over the<br />
prevailing<br />
fixed LBP<br />
passed-on rate<br />
1% over the<br />
prevailing<br />
fixed LBP<br />
passed-on rate<br />
1.5% over<br />
the prevailing<br />
MART 1 rate<br />
1.5% over the the<br />
prevailing DBP<br />
passed-on rate<br />
20 equal quarterly<br />
payments <strong>of</strong><br />
π4.4 million<br />
starting<br />
January 2008<br />
13 equal quarterly<br />
payments <strong>of</strong><br />
π19.2 million<br />
starting<br />
October 2003<br />
12 quarterly<br />
installments <strong>of</strong><br />
π8.3 million<br />
20 equal quarterly<br />
payments <strong>of</strong><br />
π2.0 million<br />
starting<br />
October 2007<br />
20 equal quarterly<br />
payments <strong>of</strong> π4.4<br />
million starting<br />
January 2008<br />
Secured by a MTI 76,923 153,846<br />
Secured by a MTI 66,667 100,000<br />
Secured by a MTI 40,000 40,000<br />
Secured by a MTI 22,000 –<br />
293,590 381,846<br />
Less current portion 110,256 110,256<br />
π183,334 π271,590<br />
The MTI with UBP requires PILMICO, among others, to maintain and preserve<br />
the collateral values as well as seek prior approval for any merger, consolidation,<br />
change in ownership, suspension <strong>of</strong> business <strong>operations</strong>, disposal <strong>of</strong> assets,<br />
maintenance <strong>of</strong> financial ratios and others.<br />
The MTIs with MBTC require PILMICO, among others, to seek prior approval for any<br />
merger, consolidation, change in ownership, suspension <strong>of</strong> business <strong>operations</strong>,<br />
disposal <strong>of</strong> assets, and maintenance <strong>of</strong> financial ratios. They also prohibit PILMICO<br />
to purchase, redeem, retire or otherwise acquire for value any <strong>of</strong> its capital stock<br />
now or hereafter outstanding (other than as a result <strong>of</strong> the conversion <strong>of</strong> any<br />
share <strong>of</strong> capital stock into any other class <strong>of</strong> capital stock), return any capital to<br />
the stockholders (other than distributions payable in shares <strong>of</strong> its capital stock),<br />
declare or pay dividends to its stockholders if payment <strong>of</strong> any sum due to MBTC is<br />
in arrears, and declare or pay management bonus or pr<strong>of</strong>it sharing over and above<br />
existing employee benefits.<br />
HEDCOR<br />
The loan availed by HEDCOR is a five-year loan payable on December 9, 2009 and<br />
bears interest at two and one-fourth percent over the applicable three-month<br />
treasury securities as displayed on MART 1 page <strong>of</strong> Bloomberg <strong>of</strong> the rate setting<br />
day plus gross receipts tax, reviewable and payable quarterly. The loan is secured<br />
by a chattel mortgage over the machineries and improvements <strong>of</strong> the Benguet and<br />
Davao hydropower plants <strong>of</strong> HEDCOR and a suretyship <strong>of</strong> APC.<br />
Loan covenant includes, among others, maintenance <strong>of</strong> current ratio <strong>of</strong> at least 1:1<br />
and debt-equity ratio <strong>of</strong> 15:1 and restrictions such as not to incur any debt with a<br />
maturity <strong>of</strong> more than one year without bank notification, no substantial change<br />
in present majority ownership or management, not to enter into any merger or<br />
consolidation, sell, lease, mortgage, hypothecate, pledge or otherwise transfer<br />
51% or more <strong>of</strong> its assets.<br />
88 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
FILAM<br />
Long-term debt consists <strong>of</strong> the following peso-denominated loans obtained from Equitable PCI<br />
Bank to finance the construction <strong>of</strong> a second feedmill plant and working capital requirements:<br />
Principal<br />
Interest Rate Payment Schedule Collateral 2006 2005<br />
Annual interest at<br />
9.41%<br />
π62,500 π112,500<br />
Annual interest at<br />
agreed rate <strong>of</strong> 7.84%<br />
plus a spread <strong>of</strong> 2.2%<br />
12 quarterly installments<br />
<strong>of</strong> π12.5 million starting<br />
May 2, 2005<br />
12 quarterly installments<br />
<strong>of</strong> π4.2 million starting<br />
March 10, 2006<br />
MTI covering<br />
Fil-Am’s<br />
property, plant<br />
and equipment<br />
MTI covering<br />
Fil-Am’s<br />
property, plant<br />
and equipment<br />
π33,333 50,000<br />
95,833 162,500<br />
Less current portion 66,667 66,800<br />
π29,166 π95,700<br />
CLP<br />
The loan availed by CLP pertains to a term loan to partially finance capital and regular expenditures<br />
for the rehabilitation and modernization <strong>of</strong> its distribution system. The loan is payable in five<br />
years (inclusive <strong>of</strong> a two-year grace period) in thirteen quarterly installments <strong>of</strong> π2,300 starting<br />
September 26, 2005 and bears interest at a fixed rate <strong>of</strong> 8.78%. The loan is secured by a MTI in<br />
favor <strong>of</strong> the designated trustee, for the pari-passu and pro rata benefit <strong>of</strong> the creditor banks,<br />
covering CLP’s land and building improvements and transmission and distribution equipment with<br />
a carrying value <strong>of</strong> π176,735 as <strong>of</strong> December 31, 2006 and 2005.<br />
SEZC<br />
The loan availed <strong>of</strong> by SEZC pertains to a term loan for assistance in the financing <strong>of</strong> the Phase 1<br />
rehabilitation <strong>of</strong> the Subic Bay Metropolitan Authority (SBMA) Power Distribution System (PDS) up<br />
to a total amount <strong>of</strong> π185,000. The loan is payable in ten years (inclusive <strong>of</strong> a three and one-halfyear<br />
grace period) in twenty six equal quarterly installments commencing at the fifteenth quarter<br />
from initial drawdown. As <strong>of</strong> December 31, 2006, SEZC has drawn π185,000 from the facility.<br />
The loan is secured by surety <strong>of</strong> the stockholders and assignment <strong>of</strong> rights and benefits <strong>of</strong> SEZC<br />
related to the revenue receivable and new equipment and assets to be purchased and used in the<br />
PDS. The term loan agreement prohibits SEZC to make or permit a material change in the character,<br />
ownership or control <strong>of</strong> its business, to secure any indebtedness, to sell, lease, transfer or dispose<br />
<strong>of</strong> all or substantially all <strong>of</strong> its properties, assets and investments. The agreement also does not<br />
permit SEZC to exceed the allowed debt to equity ratio or go below the allowed current ratio.<br />
18. Customers’ Deposits<br />
2006 2005<br />
Transformer deposit π501,386 π457,247<br />
Lines and poles deposit 478,244 421,251<br />
Bill deposit 149,164 137,755<br />
π1,128,794<br />
π1,016,253<br />
Bill deposits are obtained from customers and maintained at approximately equivalent<br />
to one month consumption principally as guarantee for any uncollected bills upon<br />
termination <strong>of</strong> the service contract. Under the Magna Carta for Residential Electricity<br />
Consumers (Magna Carta) and Distribution Service and Open Access Rules (DSOAR) which<br />
took effect on July 19, 2004 and January 18, 2006, respectively, bill deposits for contracts<br />
<strong>of</strong> service after effectivity <strong>of</strong> Magna Carta and DSOAR shall earn interest equivalent to the<br />
prevailing interest rate for savings deposit as approved by the Bangko Sentral ng Pilipinas<br />
and the same shall be credited yearly to the bills <strong>of</strong> the registered customer. For contract<br />
<strong>of</strong> service prior to the Magna Carta, these deposits continue to earned interest <strong>of</strong> 6% for<br />
contracts <strong>of</strong> service entered into prior to the effectivity <strong>of</strong> the Energy Regulatory Board<br />
Resolution No. 95 - 21 and 10% thereafter.<br />
The Magna Carta and DSOAR also provide that bill deposits, together with accrued interests,<br />
shall be refunded within one month from the termination <strong>of</strong> the services if all bills have<br />
been paid. In addition to this, the customer who has paid his electric bills on or before its<br />
due date for three consecutive years, may demand for the full refund <strong>of</strong> the deposit even<br />
prior to the termination <strong>of</strong> the service.<br />
In cases where the customers has previously received the refund <strong>of</strong> his bill deposit<br />
pursuant to Article 7 <strong>of</strong> the Magna Carta, and later defaults in the payment <strong>of</strong> his monthly<br />
bills, the customer shall be required to pose another bill deposit with the distribution<br />
utility and lose his right to avail <strong>of</strong> the right to refund his bill deposit in the future until<br />
termination <strong>of</strong> service. Failure to pay the required bill deposit shall be a ground for<br />
disconnection <strong>of</strong> electric service.<br />
Transformer and lines and poles deposits are obtained from certain customers principally<br />
as cash bond for their proper maintenance and care <strong>of</strong> the said facilities while under<br />
their exclusive use and responsibility. These deposits are non-interest bearing and are<br />
refundable only after their related contract is terminated and the assets are returned to<br />
the Group in their proper condition and all obligations and every account <strong>of</strong> the customer<br />
due to the Group shall have been paid.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 89
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
19. Finance Leases<br />
ATSC acquired certain containers under finance lease arrangements denominated in US<br />
dollars. Containers as <strong>of</strong> December 31, 2006 and 2005, shown under “Property, plant and<br />
equipment” account in the consolidated balance sheets, include the following amounts:<br />
2006 2005<br />
Cost π1,032,033 π1,113,424<br />
Less accumulated depreciation 799,276 743,709<br />
π232,757 π369,715<br />
Future minimum lease payments under finance lease, together with the present value <strong>of</strong><br />
minimum lease payments, are as follows:<br />
2006 2005<br />
2006 π– π165,636<br />
2007 129,623 –<br />
2008 to 2009 90,135 237,336<br />
Total minimum lease obligation 219,758 402,972<br />
Less amount representing interest 24,855 52,089<br />
Present value <strong>of</strong> minimum lease payments 194,903 350,883<br />
Less current portion 113,823 140,393<br />
π81,080 π210,490<br />
The outstanding balance <strong>of</strong> the US dollar denominated finance lease obligation <strong>of</strong> US$3,967<br />
as <strong>of</strong> December 31, 2006 and US$6,613 as <strong>of</strong> December 31, 2005 have been restated at the<br />
rates prevailing as <strong>of</strong> those dates <strong>of</strong> π49.132to US$1 and π53.062 to US$1, respectively.<br />
20. Capital Stock/Redeemable Preferred Shares<br />
Information on the Company’s authorized capital stock follows:<br />
Number <strong>of</strong> Shares<br />
2006 2005<br />
Authorized capital stock:<br />
Common shares, π1 par value 9,600,000,000 9,600,000,000<br />
Preferred shares, π1 par value 400,000,000 400,000,000<br />
Movements in the outstanding capital stock are as follows:<br />
Number <strong>of</strong> Shares<br />
2006 2005<br />
Common shares issued:<br />
Balance at beginning <strong>of</strong> year 5,694,599,621 5,694,599,621<br />
Less treasury shares 742,511,938 788,230,923<br />
Balance at end <strong>of</strong> year 4,952,087,683 4,906,368,698<br />
Preferred shares issued:<br />
Balance at beginning <strong>of</strong> year 186,700,000 186,700,000<br />
Issued during the year 25,900,000 –<br />
Balance at end <strong>of</strong> year 212,600,000 186,700,000<br />
The redeemable preferred shares are presented in the consolidated balance sheets as part <strong>of</strong><br />
noncurrent liabilities in accordance with PAS 39 as follows:<br />
2006 2005<br />
Redeemable preferred shares <strong>of</strong> the Company π2,126,000 π1,867,000<br />
Redeemable preferred shares <strong>of</strong> a subsidiary 13,832 19,940<br />
π2,139,832<br />
π1,886,940<br />
The preferred shares are non-voting, non-participating, non-convertible, cumulative reissuable<br />
and redeemable and may be issued from time to time by the BOD in one or more series and fixed<br />
before issuance there<strong>of</strong>, the number <strong>of</strong> shares in each series, and all designations, relative rights,<br />
preferences and limitations <strong>of</strong> the shares in each series. Preferred shares that are redeemed by<br />
the Company may be re-issued.<br />
The Company’s outstanding preferred shares as <strong>of</strong> December 31, 2006 consist <strong>of</strong> (1) Series “A”<br />
and “D” with floating dividend rate determined quarterly equivalent to the Applicable Base Rate<br />
for Series “A” and “B” or the Alternative Base Rate for Series “A” and “B” plus a spread <strong>of</strong> 1.25%<br />
per annum; (2) Series “E” with fixed dividend rate <strong>of</strong> 8.5% per annum; and (3) Series “F” with<br />
fixed dividend rate <strong>of</strong> 8.25% per annum.<br />
The Company shall redeem the preferred shares at the end <strong>of</strong> the corresponding agreed periods<br />
from Issue Dates (Final Redemption Dates) regardless <strong>of</strong> the existence <strong>of</strong> unrestricted retained<br />
earnings or other amounts legally available for the payment <strong>of</strong> dividends in such period, provided<br />
that the Issuer has, after redemption, sufficient assets in the books to cover debts and liabilities<br />
inclusive <strong>of</strong> capital stock, and subject to the Issuer’s compliance with the applicable laws, rules<br />
and regulations, including the requirements <strong>of</strong> the Securities and Exchange Commission (SEC).<br />
The final redemption dates are as follows: (1) December 2009 for series “A” and “D”; (2) December<br />
2011 for series “E”; and (3) December 2013 for series “F”. The preferred shares shall be redeemed by<br />
payment in cash <strong>of</strong> 100% <strong>of</strong> the Issue Price plus all accrued and unpaid cash dividends on the Final<br />
Redemption Date.<br />
90 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
In December 2006, the Company exercised its early redemption option over its series “B” and “C”<br />
preferred shares at 105% <strong>of</strong> the face value plus accrued interest and simultaneously issued new<br />
Series “E” and “F” preferred shares, part <strong>of</strong> the proceeds <strong>of</strong> which was used to finance the preferred<br />
shares redeemed. Cost <strong>of</strong> redemption <strong>of</strong> the old preferred shares considered as extinguishment <strong>of</strong><br />
the old debt amounts to π62,050 in 2006.<br />
Interest recognized on the preferred shares amounted to π267,118 in 2006 and π214,248 in 2005.<br />
21. Retained Earnings<br />
On February 9, 2006, the BOD approved the declaration <strong>of</strong> a π0.15 per share (π735,955)<br />
cash dividends out <strong>of</strong> the Company’s retained earnings which was paid on March 31, 2006 to<br />
stockholders <strong>of</strong> record as <strong>of</strong> February 24, 2006.<br />
On February 15, 2005, the BOD approved the declaration <strong>of</strong> a π0.12 per share (π596,602)<br />
cash dividends out <strong>of</strong> the Company’s retained earnings which was paid on March 21, 2005 to<br />
stockholders <strong>of</strong> record as <strong>of</strong> March 2, 2005.<br />
On February 10, 2004, the BOD approved the declaration <strong>of</strong> a π0.10 per share (π497,280) and a<br />
π0.73 per share (π90,514) cash dividends to common and preferred share holders, respectively, out<br />
<strong>of</strong> the Company’s retained earnings which was paid on March 10, 2004 to stockholders <strong>of</strong> record as<br />
<strong>of</strong> February 23, 2004.<br />
22. Revenue<br />
The Uniform Rate Filing Requirements (UFR) on the rate unbundling released by the ERC on<br />
October 30, 2001, specified that the billing for sale and distribution <strong>of</strong> power and electricity will<br />
have the following components: Generation Charge, Transmission Charge, System Loss Charge,<br />
Distribution Charge, Supply Charge, Metering Charge, the CERA and Interclass and Lifeline<br />
Subsidies. National and local franchise taxes, the Power Act Reduction (for residential customers)<br />
and the Universal Charge are also separately indicated in the customer’s billing statements.<br />
23. Costs and Expenses<br />
Operating expenses consist <strong>of</strong>:<br />
2006 2005 2004<br />
Fuel and lubricants π3,396,891 π3,277,603 π2,682,172<br />
Charter hire 1,331,950 1,890,139 –<br />
Outside services 1,015,313 782,046 675,710<br />
Personnel (see Notes<br />
12 and 24)<br />
1,002,494 950,970 946,420<br />
Depreciation 597,355 817,865 736,874<br />
Repairs and maintenance 513,027 472,236 693,379<br />
Insurance 255,561 314,036 377,339<br />
Freight and handling 178,102 79,978 56,613<br />
Commissions 141,881 209,432 203,704<br />
Taxes and licenses 79,076 184,317 157,806<br />
Management fees<br />
(see Note 27)<br />
72,571 313,831 109,348<br />
Transportation and travel 63,750 65,286 70,408<br />
Advertising 48,278 31,358 25,696<br />
Rent 46,911 49,086 17,228<br />
Utilities 29,443 20,781 49,142<br />
Training and development 12,726 17,530 10,271<br />
Others 594,775 470,438 896,637<br />
π9,380,104 π9,946,932 π7,708,747<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 91
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Cost <strong>of</strong> goods sold consists <strong>of</strong>:<br />
2006 2005 2004<br />
Raw materials used π3,449,870 π3,655,387 π3,691,747<br />
Direct labor (see Note 12 and 24) 22,609 24,041 23,969<br />
Manufacturing overhead<br />
Purchases and changes in<br />
biological assets and<br />
2,207,120 1,969,669 1,355,744<br />
inventories<br />
Depreciation 85,187 77,873 74,635<br />
Power 71,168 61,217 52,241<br />
Utilities and supplies 60,416 49,064 32,960<br />
Repairs and maintenance 38,584 36,847 38,934<br />
Insurance 23,481 26,016 27,378<br />
Indirect labor<br />
(see Note 12 and 24)<br />
17,613 16,322 13,025<br />
Taxes and licenses 16,493 20,491 13,818<br />
Fuel and lubricants 6,295 4,881 3,516<br />
Freight and handling 4,647 4,093 3,821<br />
Pest control 3,030 2,593 2,220<br />
Employees’ benefits<br />
(see Note 12 and 24)<br />
2,732 2,337 2,679<br />
Others 79,854 73,069 67,994<br />
2,616,620 2,344,472 1,688,965<br />
Cost <strong>of</strong> goods manufactured 6,089,099 6,023,900 5,404,681<br />
Finished goods inventory<br />
(see Note 5)<br />
Beginning <strong>of</strong> year 61,903 58,661 47,741<br />
End <strong>of</strong> year (63,564) (61,903) (58,661)<br />
π6,087,438 π6,020,658 π5,393,761<br />
Overhead expenses consist <strong>of</strong>:<br />
2006 2005 2004<br />
Personnel (see Notes 12 and 24) π442,567 π504,509 π516,060<br />
Depreciation and amortization 142,493 167,528 128,208<br />
Outside services 133,365 120,339 150,683<br />
Advertising 91,952 111,396 119,117<br />
Rent 77,667 83,874 65,780<br />
Communication, light and water 76,074 100,874 120,029<br />
Provision for doubtful accounts 56,042 71,796 112,928<br />
Entertainment, amusement and<br />
recreation 22,473 29,296 33,637<br />
Others 411,767 356,402 189,567<br />
π1,454,400 π1,546,014 π1,436,009<br />
Terminal expenses consist <strong>of</strong>:<br />
2006 2005 2004<br />
Outside services π320,974 π460,654 π462,746<br />
Depreciation 256,191 254,994 237,144<br />
Transportation and delivery 170,527 173,067 109,801<br />
Personnel (see Notes 12 and 24) 97,014 61,098 36,356<br />
Repairs and maintenance 89,654 112,667 124,028<br />
Rent 42,402 48,957 34,217<br />
Fuel and lubricants 41,097 47,112 27,866<br />
Others 60,813 67,203 76,196<br />
π1,078,672 π1,225,752 π1,108,354<br />
24. Personnel Expenses<br />
2006 2005 2004<br />
Salaries and wages π1,542,075 π1,522,920 π1,507,404<br />
Employee benefits 42,954 36,357 31,105<br />
π1,585,029 π1,559,277 π1,538,509<br />
92 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
25. Other Income (Charges)<br />
2006 2005 2004<br />
Gain on sale <strong>of</strong>:<br />
Investments π286,642 π– π–<br />
Property, plant and equipment 226,284 99,661 211,994<br />
Stock investments at equity 39,037 - -<br />
Marketable equity securities – – 15,696<br />
Unrealized gain on:<br />
Change in fair value <strong>of</strong> biological<br />
assets 118,184 128,072 90,814<br />
Recovery in value <strong>of</strong> marketable<br />
equity securities – – 11,661<br />
Service and other fees 73,400 118,139 –<br />
Dividend income 35,977 5,144 11,811<br />
Rental income 34,182 32,071 28,323<br />
Foreign exchange gains (losses) - net (158,684) (109,879) 12,305<br />
Write-<strong>of</strong>f <strong>of</strong> project costs and others (28,236) (6,600) –<br />
Gain from insurance claims – – 208,659<br />
Others - net 115,943 134,057 230,204<br />
π742,729 π400,665 π821,467<br />
Rental income earned from and direct operating expenses <strong>of</strong> investment property amounted<br />
to π34,182 and π20,938, respectively in 2006; π32,071 and π20,465, respectively in 2005; and<br />
π28,323 and π18,947, respectively in 2004.<br />
Included in others are the gains and losses relating to currency forward transactions <strong>of</strong> a subsidiary.<br />
26. Income Taxes<br />
The provision for (benefit from) income tax consist <strong>of</strong>:<br />
2006 2005 2004<br />
Current<br />
Corporate income tax π684,638 π609,266 π578,086<br />
Final tax 12,749 11,219 9,287<br />
697,378 620,485 587,373<br />
Deferred (203,373) (151,916) (56,260)<br />
π494,014 π468,569 π531,113<br />
A reconciliation between the statutory income tax rate and the Group’s effective income tax<br />
rates follows:<br />
2006 2005 2004<br />
Statutory income tax rate 35.00% 32.50% 32.00%<br />
Tax effects <strong>of</strong>:<br />
Nontaxable equity in net earnings <strong>of</strong><br />
associates<br />
(19.10) (19.00) (16.86)<br />
Gain on sale <strong>of</strong> investments already<br />
subjected to final tax<br />
(2.68) – –<br />
Interest income subjected to final tax<br />
at lower rates – net<br />
(0.46) (2.16) (1.00)<br />
Others (1.29) 1.37 2.27<br />
11.47% 12.71% 16.41%<br />
Deferred income tax at December 31 relates to the following:<br />
2006 2005<br />
Deferred income tax assets:<br />
NOLCO π212,165 π92,626<br />
Allowances for:<br />
Doubtful accounts and probable losses 122,559 86,085<br />
Inventory obsolescence 45,978 40,786<br />
Unrealized foreign exchange losses 75,785 9,958<br />
MCIT 49,039 50,964<br />
Accrued retirement benefits 13,464 26,421<br />
Unamortized preoperating expenses 2,439 9,662<br />
Others (5,125) 683<br />
Deferred income tax assets π516,304 π317,185<br />
Deferred income tax liabilities:<br />
Unamortized customs duties and taxes<br />
capitalized<br />
π14,226 π10,503<br />
Pension cost 4,738 6,017<br />
Unamortized streetlight donations capitalized 1,223 –<br />
Rental income based on straight-line method 577 1,047<br />
Unrealized foreign exchange gains (losses) (71) 6,893<br />
Others (3,694) (3,207)<br />
Net deferred income tax liabilities π16,999 π21,253<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 93
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
In computing for deferred income tax assets and liabilities, the rates used were 35% and 30%,<br />
which are the rates expected to apply to taxable income in the years in which the deferred tax<br />
assets and liabilities are expected to be recovered or settled. In addition, the effect <strong>of</strong> ATSC’s<br />
availment <strong>of</strong> income tax holiday incentive for its registration with the Board <strong>of</strong> Investments<br />
(BOI) (see Note 29) on certain temporary differences has likewise been considered in the above<br />
computation.<br />
As <strong>of</strong> December 31, 2006, the Group has carryover NOLCO and MCIT (incurred in 2004 to 2006 and<br />
expires in 2007 to 2009) that can be claimed as deductions from future taxable income or used as<br />
deductions against income tax liabilities as follows:<br />
Year incurred Expiry date NOLCO MCIT<br />
2004 2007 π558,902 π944<br />
2005 2008 263,668 10,103<br />
2006 2009 – 37,992<br />
π822,570 π49,039<br />
The total unrecognized deferred tax asset from NOLCO amounted to π75,735 in 2006.<br />
At December 31, 2006 and 2005, deferred income tax liabilities have not been recognized on the<br />
undistributed earnings <strong>of</strong> subsidiaries and associates since such amounts are not taxable. Such<br />
undistributed earnings amounted to π7,633,039 and π5,665,504 in 2006 and 2005, respectively<br />
(see Note 21).<br />
There are no income tax consequences to the Group attaching to the payment <strong>of</strong> dividends to its<br />
shareholders.<br />
27. Related Party Disclosures<br />
ACO, the holding company <strong>of</strong> the Group, owns 50.00% <strong>of</strong> the Company’s common shares.<br />
In the normal course <strong>of</strong> business, the Group enters into transactions with related parties, principally<br />
consisting <strong>of</strong> the following:<br />
a. Management and other service contracts <strong>of</strong> certain subsidiaries and associates with ACO at<br />
fees based on agreed rates. Management and other service fees paid by the Group to ACO<br />
amounted to 72,571, 221,429 and 199,943 in 2006, 2005 and 2004, respectively.<br />
b. Temporary cash advances from and to ACO for working capital requirements. The advances<br />
are interest bearing at an average rate <strong>of</strong> 5.17% in 2006 and 6.60% in 2005. Interest<br />
income on temporary cash advances to ACO amounted to π36,003 in 2006, π93,514 in<br />
2005 and π92,953 in 2004. Interest expense recognized on the temporary cash advances<br />
from ACO amounted to nil in 2006, π117,901 in 2005 and π104,856 in 2004.<br />
c. Aviation services rendered by AEV Aviation to ACO and certain associates. Total aviation<br />
services income from such associates amounted to 3,338, 4,433 and 2,586 in 2006, 2005<br />
and 2004, respectively.<br />
d. Administration services rendered by HEDCOR to LHC as part <strong>of</strong> an Operating and<br />
Maintenance Agreement. Total administration services income amounted to nil in 2006,<br />
2,145 in 2005 and 2,544 in 2004.<br />
e. Lease <strong>of</strong> commercial <strong>of</strong>fice units by ACO and certain associates from CPDC for a period <strong>of</strong><br />
three years. Rental income amounted to 16,386 in 2006 and 7,609 in 2005 and 2004.<br />
f. Freight revenues from ACO subsidiaries and certain associates amounted to π249,245,<br />
π203,059 and π49,074 in 2006, 2005 and 2004, respectively. Expenses incurred relating<br />
to such revenues amounted to π187,526, π450,369 and π265,066 in 2006, 2005 and<br />
2004, respectively.<br />
Significant outstanding account balances with related parties as <strong>of</strong> December 31, 2006 and<br />
2005 are as follows:<br />
Amounts Owed<br />
Nature <strong>of</strong> By Related Amounts Owed<br />
Relationship<br />
Parties to Related Parties<br />
ACO Parent 2006 π– π5,112<br />
2005 – 5,998<br />
Accuria Associate 2006 218,733 –<br />
2005 219,413 –<br />
RVSI Associate 2006 41,705 2,444<br />
2005 33,771 2,302<br />
APTSC Associate 2006 5,226 85<br />
2005 2,902 217<br />
Pilmico Mauri Associate 2006 567 567<br />
2005 – 96<br />
RTSI Associate 2006 207 3,309<br />
2005 26,005 1,810<br />
94 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
The compensation <strong>of</strong> key management personnel <strong>of</strong> the Company follows:<br />
2006 2005 2004<br />
Short-term employee benefits π43,740 π39,560 π43,999<br />
Post-employment benefits 2,555 1,880 2,567<br />
π46,295 π41,440 π46,566<br />
28. Rate Regulation, Power Supply and Other Agreements<br />
a. Certain subsidiaries are subject to the ratemaking regulations and regulatory policies by the ERC.<br />
b. Certain subsidiaries have contracts for the purchase <strong>of</strong> electricity from National Power<br />
Corporation (NPC). Under the contracts, the parties have agreed, among others, on the contract<br />
demand (1,560 kilowatts, 216 kilowatts and 28 kilowatts for DLP, CLP and SEZC, respectively) and<br />
contract energy (504,367 kilowatt hours, 104,400 kilowatt hours and 13,286 kilowatt hours for<br />
DLP, CLP and SEZC, respectively, per year at varying monthly rates per kilowatt hour), allocated by<br />
NPC to the subsidiaries for each year during the effectivity <strong>of</strong> the agreements.<br />
c. HEDCOR has an Electric Power Supply Agreement with various corporations to supply or sell<br />
power and energy produced by the mini hydro electric power plants. The maturity <strong>of</strong> these<br />
agreements vary from one <strong>of</strong>f-taker to another with the nearest to mature in calendar year<br />
2007 and the farthest in 2018. All agreements provide for renewals or extensions subject<br />
to mutually agreed terms and conditions by both parties. HEDCOR is committed to supply<br />
130,000 kilowatt hours per year based on 88% <strong>of</strong> the Luzon grid rate per kilowatt hour.<br />
d. HEDCOR signed an Operating and Maintenance Agreement with LHC to provide<br />
administration services and operate the 70 MW hydro electric power plant <strong>of</strong> LHC located in<br />
Alilem, Ilocos Sur starting on October 27, 2000 until December 31, 2006 unless extended by<br />
mutual written agreement by the parties.<br />
e. AJBTC, JMI and AJMSI (Agents) have outstanding agreements with foreign shipping<br />
principals, wherein the Agents render manning and crew management services consisting<br />
primarily <strong>of</strong> the employment <strong>of</strong> crew for the principals’ vessels. As such, the principals<br />
have authorized the Agents to act on their behalf with respect to all matters relating to the<br />
manning <strong>of</strong> the vessels. Total service fees recognized in the consolidated statements <strong>of</strong><br />
income amounted to π274,518 in 2006, π342,839 in 2005 and π321,858 in 2004.<br />
h. JMBVI and Subsidiaries have outstanding Charter Party Agreements with the vessels’<br />
owners for the use <strong>of</strong> the vessels or for sublease to third parties within the specified<br />
periods <strong>of</strong> one to three years under the terms and conditions covered in the agreements.<br />
In consideration there<strong>of</strong>, JMBVI recognized charter hire expense amounted to π1,331,950<br />
in 2006 and π1,890,139 in 2005.<br />
29. Registration with the Department <strong>of</strong> Energy and BOI<br />
a. HEDCOR and NMHC are registered as mini hydro electric power developers with the<br />
Department <strong>of</strong> Energy under Republic Act (RA) 7156, entitled “Mini Hydro Electric Power<br />
Incentive Act”. By virtue <strong>of</strong> such registration, these companies were entitled to certain<br />
incentives, among which are the special privilege tax at the rate <strong>of</strong> 2% on power sales, tax<br />
and duty free importation <strong>of</strong> machinery, equipment and materials; tax credit on domestic<br />
capital equipment, and income tax holiday. Such incentives expired in 2000, except for<br />
the four power plants located in Davao City, acquired from the Power Sector Assets and<br />
Liabilities Management Corporation which started commercial <strong>operations</strong> on January 19,<br />
2005. Income tax holiday <strong>of</strong> the four plants started on September 28, 2005.<br />
b. ATSC is registered with the BOI under the Omnibus Investment Code <strong>of</strong> 1987 as a new<br />
operator <strong>of</strong> inter-island shipping through its SuperFerry 15, 16, 17 and 18 vessels on a<br />
pioneer status starting February 13, 2003 and SuperFerry 19 starting December 29, 2004,<br />
and Superferry 12 starting May 4, 2005. Such registration entitles ATSC to income holiday<br />
for a period <strong>of</strong> three to six years from the date <strong>of</strong> registration. Income tax holiday incentive<br />
availed amounted to π67,249, π52,256 and π40,640 in 2006, 2005 and 2004, respectively.<br />
30. Financial Risk Management Objectives and Policies<br />
The Group’s principal financial instruments comprise <strong>of</strong> cash and cash equivalents, AFS<br />
investments, trade and other receivables, trade and other payables, non-convertible,<br />
cumulative, redeemable preferred shares, and interest-bearing loans. The main purpose<br />
<strong>of</strong> these financial instruments is to raise finances for the Group’s <strong>operations</strong> and its<br />
investments in existing subsidiaries and associates and in new projects.<br />
The main risks arising from the Group’s financial instruments are interest rate risk resulting<br />
from movements in interest rates that may have an impact on outstanding long-term loans;<br />
credit risk involving possible exposure to counter-party default on its cash investments;<br />
liquidity risk in terms <strong>of</strong> the proper matching <strong>of</strong> the type <strong>of</strong> financing required for specific<br />
investments; and foreign exchange risk in terms <strong>of</strong> foreign exchange fluctuations that may<br />
significantly affect its foreign currency denominated placements.<br />
Interest rate risk<br />
The Group’s exposure to market risk for changes in interest rates relates primarily to its<br />
long-term debt obligations. To manage this risk, the company determines the mix <strong>of</strong> its<br />
debt portfolio as a function <strong>of</strong> the level <strong>of</strong> current interest rates, the required tenor <strong>of</strong><br />
the loan, and the general use <strong>of</strong> the proceeds <strong>of</strong> its various fund raising activities. As <strong>of</strong><br />
December 31, 2006, 67% <strong>of</strong> the Group’s long-term debt had floating interest rates ranging<br />
from 6.19% to 11.09%, and 33% are with fixed rates ranging from 8.25% to 9%. As <strong>of</strong><br />
December 31, 2005, 54% <strong>of</strong> the Group’s long-term debt had floating interest rates ranging<br />
from 7.45% to 8.62%, and 46% are with fixed rates ranging from 11.00% to 12.88%.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 95
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
The following tables set out the carrying amount, by maturity, <strong>of</strong> the Group’s financial instruments<br />
that are exposed to interest rate risk:<br />
As <strong>of</strong> December 31, 2006<br />
< year 1-5years >5 years Total<br />
Floating rate - long-term debt π1,092,159 π3,726,842 π– π4,819,001<br />
Fixed rate - long-term debt 76,923 1,863,996 264,949 2,205,868<br />
Redeemable preferred shares – 2,139,832 – 2,139,832<br />
Obligations under finance lease 113,823 81,080 – 194,903<br />
π1,282,905 π7,811,750 π264,949 π9,359,604<br />
As <strong>of</strong> December 31, 2005<br />
< year 1-5years >5 years Total<br />
Floating rate - long-term debt π1,187,850 π3,060,268 π80,452 π4,328,570<br />
Fixed rate - long-term debt 568,396 2,228,616 441,450 3,238,462<br />
Redeemable preferred shares – 1,886,940 – 1,886,940<br />
Obligations under finance lease 140,393 210,490 – 350,883<br />
π1,896,639 π7,386,314 π521,902 π9,804,855<br />
Interest on financial instruments classified as floating rate is repriced at intervals <strong>of</strong> less than one<br />
year. Interest on financial instruments classified as fixed rate is fixed until the maturity <strong>of</strong> the<br />
instrument. The other financial instruments <strong>of</strong> the Group that are not included in the above tables<br />
are non-interest bearing and are therefore not subject to interest rate risk.<br />
The sources <strong>of</strong> interest expense are as follows:<br />
2006 2005 2004<br />
Bank loans and long-term debt<br />
(see Notes 15 and 17)<br />
π828,153 π866,986 π973,348<br />
Customers’ deposits (see Note 18) 12,402 10,348 10,329<br />
Obligations under finance lease (see Note 19) 30,512 47,255 56,365<br />
Advances from related parties (see Note 27) - 117,901 104,856<br />
π871,067 π1,042,490 π1,144,898<br />
Credit risk<br />
For its cash investments, AFS investments and receivables, the Group’s credit risk pertains<br />
to possible default by the counterparty, with a maximum exposure equal to the carrying<br />
amount <strong>of</strong> these assets. With respect to cash and AFS investments, the risk is mitigated<br />
by the short-term and or liquid nature <strong>of</strong> its cash investments mainly in bank deposits<br />
and placements, which are placed with financial institutions <strong>of</strong> high credit standing.<br />
With respect to receivables, credit risk is controlled by the application <strong>of</strong> credit approval,<br />
limit and monitoring procedures. It is the Group’s policy to enter into transactions with<br />
a diversity <strong>of</strong> credit-worthy parties to mitigate any significant concentration <strong>of</strong> credit<br />
risk. The Group ensures that sales are made to customers with appropriate credit history<br />
and has internal mechanism to monitor the granting <strong>of</strong> credit and management <strong>of</strong> credit<br />
exposures. The Group has no significant concentration risk to a counterparty or group <strong>of</strong><br />
counterparties.<br />
Liquidity risk<br />
The Group maintains sufficient cash and cash equivalents to finance its <strong>operations</strong>. Any<br />
excess cash is invested in short-term money market placements. These placements are<br />
maintained to meet maturing obligations and pay dividend declarations. The Group, in<br />
general, matches the appropriate long-term funding instruments with the general nature<br />
<strong>of</strong> its equity investments.<br />
In managing its long-term financial requirements, the Group’s policy is that not more than<br />
25% <strong>of</strong> long term borrowings should mature in any twelve-month period. 12.23% <strong>of</strong> its<br />
debt will mature in less than one year at December 31, 2006 (2005: 14.92%). For its shortterm<br />
funding, the company’s policy is to ensure that there are sufficient working capital<br />
inflows to match repayments <strong>of</strong> short-term debt.<br />
Foreign exchange risk<br />
The foreign exchange risk <strong>of</strong> the Group is mainly with respect to its foreign currency<br />
denominated cash investments. To mitigate the risk <strong>of</strong> incurring foreign exchange losses,<br />
foreign currency holdings are matched against the potential need for foreign currency in<br />
financing equity investments and new projects.<br />
96 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
31 . Financial Instruments<br />
Set out below is a comparison by category <strong>of</strong> carrying amounts and fair values <strong>of</strong> all <strong>of</strong> the Group’s<br />
financial instruments that are carried in the financial statements at other than fair values (amounts<br />
in millions).<br />
Carrying<br />
Amount<br />
2006 2005<br />
Fair Carrying<br />
Value Amount<br />
Fair<br />
Value<br />
Financial assets<br />
Cash and cash equivalents π8,010 π8,010 π4,623 π4,623<br />
Trade and other receivables 3,661 3,661 3,368 3,368<br />
Available-for-sale financial assets 96 96 150 150<br />
π11,767 π11,767 π8,141 π8,141<br />
Financial liabilities<br />
Bank loans π824 π824 π1,299 π1,299<br />
Trade and other payables 4,625 4,625 4,595 4,595<br />
Customers’ deposits<br />
Bill deposits 149 149 138 138<br />
Transformers, lines<br />
and poles<br />
980 980 878 878<br />
Obligations under finance leases 195 202 351 404<br />
Floating rate borrowings 4,819 4,819 3,238 3,238<br />
Fixed rate borrowings 2,206 2,367 4,329 4,608<br />
Redeemable preferred shares 2,140 2,140 1,887 1,887<br />
π15,938 π16,106 π16,715 π17,047<br />
Fair Value <strong>of</strong> Financial Instruments<br />
Fair value is defined as the amount at which the financial instrument could be exchanged in a<br />
current transaction between knowledgeable willing parties in an arm’s length transaction, other<br />
than in a forced liquidation or sale. Fair values are obtained from quoted market prices, discounted<br />
cash flow models and option pricing models, as appropriate.<br />
The following methods and assumptions are used to estimate the fair value <strong>of</strong> each class <strong>of</strong><br />
financial instruments:<br />
Cash and cash equivalents and trade and other receivables.<br />
The carrying amounts <strong>of</strong> cash and cash equivalents and trade and other receivables approximate<br />
fair value due to the relatively short-term maturity <strong>of</strong> these financial instruments.<br />
Fixed-rate borrowings.<br />
The fair value <strong>of</strong> fixed rate interest bearing loans is based on the discounted value <strong>of</strong> future cash<br />
flows using the applicable rates for similar types <strong>of</strong> loans.<br />
Variable-rate borrowings.<br />
Where the repricing <strong>of</strong> the variable-rate interest bearing loan is frequent (i.e., three-month<br />
repricing), the carrying value approximates the fair value. Otherwise, the fair value is determined<br />
by discounting the principal plus the known interest payment using current market rates.<br />
The fair value <strong>of</strong> bill deposits approximates the carrying values as these deposits earn interest<br />
at the prevailing market interest rate in accordance with regulatory guidelines. The timing and<br />
related amounts <strong>of</strong> future cash flows relating to transformer and lines and poles deposits cannot<br />
be reasonably and reliably estimated for purposes <strong>of</strong> establishing their fair values using an<br />
alternative valuation technique.<br />
Redeemable preferred shares and AFS financial assets.<br />
The fair values <strong>of</strong> the redeemable preferred shares are based on the discounted value <strong>of</strong> future<br />
cash flows using the applicable rates for similar types <strong>of</strong> borrowings. The fair values <strong>of</strong> AFS assets<br />
are based on quoted market prices.<br />
Obligations under finance lease.<br />
The fair values <strong>of</strong> obligation under finance lease are based on the discounted net present value<br />
<strong>of</strong> cash flows using prevailing market rates.<br />
32. Other Commitments<br />
a. Operating Lease Commitments<br />
Certain subsidiaries lease their <strong>of</strong>fice space for a period <strong>of</strong> one to three years. Total rent<br />
expense charged to <strong>operations</strong> amounted to π166,980, π133,181 and π96,828, in 2006,<br />
2005 and 2004, respectively.<br />
Future minimum rentals payable under non-cancelable operating leases is as follows as <strong>of</strong><br />
December 31, 2006:<br />
Within one year π33,911<br />
After one year but not more than five years 146,663<br />
More than five years 36,218<br />
π216,792<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 97
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
b. Memorandum <strong>of</strong> Agreement<br />
In 2002, ATSC entered into a Memorandum <strong>of</strong> Agreement (Agreement) with Asian<br />
Terminals, Inc. (ATI) for the use <strong>of</strong> the latter’s facilities and services at the South Harbor for<br />
the embarkation and disembarkation <strong>of</strong> ATSC’s domestic passengers, as well as loading,<br />
unloading and storage <strong>of</strong> the cargoes. The Agreement shall be for a period <strong>of</strong> five years,<br />
which term commenced effective May 1, 2003, the first scheduled service <strong>of</strong> ATSC at the<br />
South Harbor. The Agreement is renewable for another five years under such terms as may be<br />
mutually agreed by the parties in writing. If the total term <strong>of</strong> the Agreement is less than ten<br />
years, then ATSC shall pay the penalty equivalent to unamortized reimbursement <strong>of</strong> capital<br />
expenditures and other related costs incurred by ATI in the development <strong>of</strong> South Harbor.<br />
Under the terms and conditions <strong>of</strong> the Agreement, ATSC shall avail <strong>of</strong> the terminal services <strong>of</strong><br />
ATI, which include among others, stevedoring, arrastre, storage, warehousing and passenger<br />
terminal. Domestic tariff for such services shall be subject to an escalation <strong>of</strong> 5% every year.<br />
Total service fees charged to <strong>operations</strong> amounted to π247,234 in 2006, π279,808 in 2005<br />
and π222,230 in 2004.<br />
c. Agreement with SBMA<br />
On May 15, 2003, the SBMA, AEV and DLPC entered into a Distribution Management Service<br />
agreements (DMSA) for the privatization <strong>of</strong> the SBMA PDS on a rehabilitate-operate-andtransfer<br />
arrangement.<br />
The unamortized portion <strong>of</strong> the remittance to the SBMA as <strong>of</strong> December 31, 2006 and<br />
2005 amounting to π73,700 and π60,000 million, respectively, are presented as part <strong>of</strong> the<br />
“prepayments and other current assets” account in the consolidated balance sheets. Under<br />
the terms <strong>of</strong> the DMSA, SEZC was created to undertake the administration, rehabilitation,<br />
operation and maintenance <strong>of</strong> the PDS including the provision <strong>of</strong> electric power service to<br />
the customers within the Subic Bay Freeport Secured Areas <strong>of</strong> the Subic Bay Freeport Zone<br />
as well as the collection <strong>of</strong> the relevant fees from them for its services and the payment by<br />
SBMA <strong>of</strong> the service fees throughout the service period pursuant to the terms <strong>of</strong> the DMSA.<br />
For and in consideration <strong>of</strong> the services and expenditures <strong>of</strong> SEZC for it to undertake the<br />
rehabilitation, operation, management and maintenance <strong>of</strong> the PDS, it shall be paid by the<br />
SBMA the service fees in such amount equivalent to all the earnings <strong>of</strong> the PDS, provided,<br />
however, that SEZC shall remit the amount <strong>of</strong> π40,000 to the SBMA at the start <strong>of</strong> every<br />
twelve-month period throughout the service period regardless <strong>of</strong> the total amount <strong>of</strong><br />
all earnings <strong>of</strong> the PDS. The said remittance may be reduced by the outstanding power<br />
receivables from the SBMA, including streetlights power consumption and maintenance,<br />
for the immediately preceding year.<br />
33. Earnings Per Common Share<br />
Earnings per common share amounts were computed as follows:<br />
2006 2005 2004<br />
a. Net income attributable to equity holders<br />
<strong>of</strong> the parent π3,753,926 π3,159,132 π2,542,887<br />
b. Weighted average number <strong>of</strong> common<br />
shares issued and outstanding<br />
4,929,228,183 4,849,546,525 4,821,494,988<br />
c. Earnings per common share (a/b)<br />
π0.762 π0.651 π0.527<br />
There are no dilutive potential common shares as <strong>of</strong> December 31, 2006, 2005 and 2004.<br />
The DMSA shall be effective for a twenty five-year period commencing on the turnover<br />
date and consisting <strong>of</strong> two phases: (a) the five-year rehabilitation period and (b) the twentyyear<br />
operation, management and maintenance period. Total estimated rehabilitation costs<br />
committed by SEZC under the DMSA amounted to π368,600.<br />
98 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
34. Business Segment Information<br />
The Group’s operating businesses are organized and managed separately according to<br />
the nature <strong>of</strong> the products and services provided, with each segment representing a<br />
strategic business unit that <strong>of</strong>fers different products and serves different markets.<br />
The power segment is engaged in power generation and sale <strong>of</strong> electricity.<br />
The food manufacturing segment is engaged in the production <strong>of</strong> flour and feeds and<br />
swine breeding.<br />
The transportation segment provides domestic sea transportation services.<br />
The Group operates and generates revenue principally only in the Philippines<br />
(i.e., one geographical location). Thus, geographical segment information is<br />
not presented.<br />
Financial information on the <strong>operations</strong> <strong>of</strong> the various business segments are summarized as follows:<br />
Power<br />
Food<br />
Manufacturing<br />
2006<br />
Transport<br />
Services<br />
Parent<br />
Company<br />
and Others Eliminations Consolidated<br />
REVENUE π8,762,740 π7,439,021 π10,571,185 π816,945 (π878,589) π26,711,302<br />
RESULTS<br />
Segment <strong>results</strong> 1,231,826 605,562 (101,465) 570,143 22,040 2,328,106<br />
Unallocated corporate<br />
income (expenses) 127,444 176,427 527,675 (47,561) (41,256) 742,729<br />
INCOME FROM OPERATIONS 3,070,835<br />
Interest expense (200,158) (45,175) (353,049) (367,582) 94,897 (871,067)<br />
Dividends in redeemable<br />
preferred shares – – – (267,118) – (267,118)<br />
Interest income 52,996 7,625 18,298 257,412 (75,624) 260,707<br />
Share in net earnings <strong>of</strong><br />
associates 810,549 - 5,308 3,569,580 (2,270,727) 2,114,710<br />
Provision for Income tax (405,076) (234,836) 95,109 50,789 (494,014)<br />
NET INCOME 3,814,053<br />
OTHER INFORMATION<br />
Segment assets 2,656,399 2,123,510 4,568,249 6,421,033 (664,400) 15,104,791<br />
Investments and advances 2,153,859 - 37,355 24,697,161 (13,014,842) 13,873,533<br />
Unallocated corporate assets 3,527,019 1,480,099 5,696,362 607,093 555,526 11,866,099<br />
Consolidated total assets 40,844,423<br />
Segment liabilities 1,596,445 1,714,021 5,473,623 8,343,781 (724,145) 16,403,725<br />
Unallocated corporate<br />
liabilities 94,866 33,643 12,691 16,262 – 157,462<br />
Consolidated total liabilities 16,561,187<br />
Capital Expenditure 733,083 116,886 538,475 32,179 – 1,420,623<br />
Depreciation and amortization 451,102 91,891 1,224,399 41,858 – 1,809,250<br />
Non-cash expenses other<br />
than depreciation – – 28,236 – – 28,236<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 99
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Power<br />
Food<br />
Manufacturing<br />
Transport<br />
Services<br />
2005<br />
Parent<br />
Company<br />
and Others Eliminations Consolidated<br />
REVENUE π8,106,300 π7,037,184 π11,656,756 π397,568 (π274,984) π26,922,824<br />
RESULTS<br />
Segment <strong>results</strong> 1,380,475 422,287 184,225 139,088 15,975 2,142,050<br />
Unallocated corporate<br />
income (expenses) 496,647 135,516 180,096 (75,576) (336,020) 400,663<br />
INCOME FROM<br />
OPERATIONS 2,542,713<br />
Interest expense (232,381) (50,724) (383,406) (375,979) – (1,042,490)<br />
Dividends in redeemable<br />
preferred shares – – – (214,248) – (214,248)<br />
Interest income 25,638 6,652 26,166 186,288 – 244,744<br />
Share in net earnings<br />
<strong>of</strong> associates 1,031,436 2,965 22,527 3,480,142 (2,381,727) 2,155,343<br />
Provision for Income tax (402,726) (135,134) 36,082 33,209 – (468,569)<br />
NET INCOME 3,217,493<br />
OTHER INFORMATION<br />
Segment assets 2,100,909 1,839,103 3,622,033 2,986,735 (277,200) 10,271,580<br />
Investments and<br />
advances 3,402,986 54,292 46,915 22,799,691 (11,799,262) 14,504,622<br />
Unallocated<br />
corporate assets 3,202,690 1,464,018 7,684,663 763,885 384,278 13,499,534<br />
Consolidated total<br />
assets 38,275,736<br />
Segment liabilities 2,727,502 1,579,083 6,906,181 6,134,406 (615,148) 16,732,024<br />
Unallocated corporate<br />
liabilities 143,749 31,638 15,827 13,004 – 204,218<br />
Consolidated total<br />
liabilities 16,936,242<br />
Capital Expenditure 809,694 173,034 1,002,947 33,897 – 2,019,572<br />
Depreciation and<br />
amortization 403,471 96,133 1,429,567 41,130 – 1,970,301<br />
Non-cash expenses<br />
other than depreciation 8,439 591 493,420 125,385 – 627,835<br />
Power<br />
Food<br />
Manufacturing<br />
2004<br />
Transport<br />
Services<br />
Parent<br />
Company<br />
and Others Eliminations Consolidated<br />
REVENUE π6,583,131 π6,168,828 π9,681,849 π67,580 (π90,464) (π22,410,924)<br />
RESULTS – –<br />
Segment <strong>results</strong> 1,096,626 389,227 522,898 (198,162) – 1,810,589<br />
Unallocated corporate<br />
income (expenses) 205,584 66,671 471,370 77,842 – 821,467<br />
INCOME FROM OPERATIONS 2,632,056<br />
Interest expense (231,628) (64,126) (369,177) (479,967) – (1,144,898)<br />
Interest income 31,361 4,806 20,999 159,875 – 217,041<br />
Share in net earnings<br />
<strong>of</strong> associates 821,372 3,668 (454) 3,005,065 (2,297,520) 1,532,131<br />
Provision for Income tax (323,037) (63,236) (133,123) (11,717) – (531,113)<br />
NET INCOME 2,705,217<br />
OTHER INFORMATION<br />
Segment assets 1,752,301 1,823,477 3,348,995 3,895,318 (598,073) 10,222,018<br />
Investments and<br />
advances 3,860,305 51,306 22,238 20,201,264 (10,886,820) 13,248,293<br />
Unallocated corporate assets 3,027,893 1,385,355 7,867,417 1,010,385 (168,785) 13,122,265<br />
Consolidated total assets 36,592,576<br />
Segment liabilities 3,041,231 1,675,289 6,683,301 5,741,856 (1,124,361) 16,017,316<br />
Unallocated corporate<br />
liabilities 212,690 19,293 25,224 63,492 – 320,699<br />
Consolidated total liabilities 16,338,015<br />
Capital Expenditure 489,449 23,681 2,424,812 21,516 – 2,959,458<br />
Depreciation<br />
and amortization 356,355 90,027 1,284,713 57,072 – 1,788,167<br />
Non-cash expenses other<br />
than depreciation 11,296 180 508,050 14,832 – 534,358<br />
100 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
35. Contingencies<br />
36. Other Matters<br />
There are legal cases filed against certain subsidiaries in the normal course <strong>of</strong> business.<br />
Management and its legal counsel believe that the subsidiaries have substantial legal and<br />
factual bases for their position and are <strong>of</strong> the opinion that losses arising from these cases, if<br />
any, will not have a material adverse impact on the consolidated financial statements.<br />
a. Impact <strong>of</strong> the Generation Rate Adjustment Mechanism (GRAM)<br />
Case <strong>of</strong> the Manila Electric Company, Inc. (Meralco)<br />
The ERC promulgated an Order dated February 24, 2003 in ERC Case No. 2003-44 adopting<br />
the Implementing Rules for the Recovery <strong>of</strong> Fuel and Independent Power Producer Costs or<br />
the GRAM. The GRAM Implementing Rules provide, among others, that before any generation<br />
cost is passed on to consumers by the distribution utilities, a petition must be filed at the ERC<br />
for approval. Meralco filed its application docketed as ERC Case No. 2004-112 for approval<br />
<strong>of</strong> actual generation costs for the period November 2003 to January 2004. In the Order<br />
dated June 2, 2004, the ERC approved the adjustment <strong>of</strong> Meralco’s Generation Charge in<br />
accordance with the GRAM Implementing Rules.<br />
b. Electric Power Industry Reform Act (EPIRA) <strong>of</strong> 2001<br />
RA No. 9136 was signed into law on June 8, 2001 and took effect on June 26, 2001.<br />
RA No. 9136 provides for the privatization <strong>of</strong> NPC and the restructuring <strong>of</strong> the electric<br />
power industry. The Implementing Rules and Regulations (IRR) were approved by the Joint<br />
Congressional Power Commission on February 27, 2002. RA No. 9136 and the IRR impact the<br />
power industry as a whole. Other provisions <strong>of</strong> RA No. 9136 and the IRR are: (a) distribution<br />
utilities will provide open and nondiscriminatory access to its distribution systems within<br />
three years from the effectivity <strong>of</strong> the EPIRA, subject to certain conditions precedent; (b)<br />
distributors shall be allowed to recover stranded contract costs, subject to review and<br />
verification by the ERC for fairness and reasonableness; (c) NPC and distributors shall have<br />
filed their proposed unbundled charges within six months from the EPIRA’s effectivity; (d)<br />
distributors shall file a Business<br />
Separation Unbundling Plan (BSUP) with the ERC by December 26, 2002; (e) residential users<br />
shall get a π0.30 per kwh reduction in power rates to be provided by NPC and passed on by<br />
distributors starting August 2001; (f) the power to grant electric distribution franchises shall<br />
be vested solely in Congress, thereby repealing or amending Section 43 <strong>of</strong> Presidential Decree<br />
269 (The National Electrification Decree); (g )NPC shall segregate its subtransmission assets<br />
for disposal to qualified distributors within two years from the effectivity <strong>of</strong> the EPIRA;<br />
engage in related business, provided up to 50% <strong>of</strong> the income from the related business<br />
shall be used to lower wheeling charges. The law also empowers the ERC to enforce rules to<br />
encourage competition and penalize anti-competitive behavior.<br />
Following the enactment <strong>of</strong> EPIRA in June 2001, the implementation <strong>of</strong> its various<br />
provisions continued in 2005.<br />
Distribution Wheeling Rate Guidelines<br />
In accordance with the authority given to the ERC by Sec. 43 <strong>of</strong> EPIRA to “adopt alternative<br />
forms <strong>of</strong> internationally-accepted rate-setting methodology”, the ERC approved the<br />
Distribution Wheeling Rate Guidelines (DWRG) on December 20, 2004. The DWRG took<br />
effect on January 29, 2005.<br />
DWRG embodies a new rate-fixing scheme more commonly known as PBR. Under the<br />
current RORB methodology, utility tariffs are based on historical costs plus a reasonable<br />
rate <strong>of</strong> return. On the other hand, the PBR scheme sets tariffs according to forecasts <strong>of</strong><br />
performance and capital and operating expenditures. The DWRG also employs a penalty/<br />
reward mechanism depending on a utility’s actual performance.<br />
The DWRG stipulates that the ERC must publish a Regulatory Reset Issues Paper for the<br />
regulatory reset process, which the ERC released for public comments last September 30,<br />
2005. Also, participating utilities shall submit to the ERC information on historical network<br />
and customer service performance by March 31, 2006 and file a rate application by August<br />
31, 2006. After hearings and regulatory evaluation, the new PBR-based tariffs should be<br />
implemented by July 2007.<br />
Wholesale Electricity Spot Market<br />
The year 2005 also saw the Philippine Electricity Market Corporation, or PEMCO, finalizing<br />
its preparations for the commercial <strong>operations</strong> <strong>of</strong> the wholesale electricity spot market<br />
(WESM), as envisioned by Sec. 30 <strong>of</strong> EPIRA.<br />
To test the WESM’s hardware and s<strong>of</strong>tware systems, the PEMCO began a Trial Operations<br />
Program last April 2005, in which the power distribution utilities participated. The WESM<br />
system was also certified by PA Consulting as being “substantially compliant” with the<br />
WESM rules and the associated market manuals and system <strong>operations</strong> procedures. For its<br />
governance structure, the PEMCO Board is selecting members to the committees that will<br />
assist it in overseeing the operation <strong>of</strong> the WESM. These committees include the Market<br />
Surveillance Committee, Dispute Resolution Administrator, Rules Change Committee,<br />
Technical Committee and the PEM Auditor.<br />
(h) NPC shall file with the ERC within six months from the effectivity <strong>of</strong> the EPIRA the<br />
Transition Supply Contracts negotiated with distributors; and (i) distribution companies may<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 101
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
Presently, the PEMCO and the DOE are seeking regulatory approval <strong>of</strong> key market rules,<br />
particularly the market’s price determination methodology (PDM), the setting <strong>of</strong> market fees<br />
and the administered price.<br />
Preparations for retail competition<br />
The ERC has been laying down the framework for the eventual introduction <strong>of</strong> retail<br />
competition and open access, in accordance with Sec. 31 <strong>of</strong> EPIRA. The framework, known<br />
as the “seven pillars” is a set <strong>of</strong> regulations that are intended to encourage and govern<br />
competition in the retail supply market.<br />
Of the seven, three have been promulgated, the Business Separation Guidelines (September<br />
2003), the Retail Electricity Supplier Licensing Guidelines (July 2005), and the Distribution<br />
Service and Open Access Rules (February 2006). Currently, the ERC is soliciting comments<br />
on a draft Code <strong>of</strong> Conduct for Retail Market Participants and the proposed Supplier <strong>of</strong> Last<br />
Resort, or SoLR, Guidelines, the draft Manual <strong>of</strong> Uniform Business Practices and a revised<br />
Competition Rules and Complaints Procedures.<br />
The ERC has yet to release a draft <strong>of</strong> its Manual <strong>of</strong> Uniform Business Practices.<br />
The ERC also announced that it would be conducting public consultations on a possible<br />
revision <strong>of</strong> its timeline for implementing retail competition. In an earlier Resolution<br />
(dated September 2004), the ERC set the commencement <strong>of</strong> retail competition in the Luzon<br />
Grid on July1, 2006.<br />
Removal <strong>of</strong> cross-subsidies<br />
The ERC ordered the schedule <strong>of</strong> the inter-class subsidy. The gradual removal <strong>of</strong><br />
cross-subsidies is mandated by Sec. 74 <strong>of</strong> the EPIRA.<br />
c. DLP’s Case<br />
On December 7, 1990, certain customers <strong>of</strong> DLP filed a letter-petition for recovery before<br />
the Energy Regulatory Board (ERB), ERC’s predecessor agency, claiming that with the SC’s<br />
decision reducing the sound appraisal value <strong>of</strong> DLP’s properties, that DLP exceeded the 12%<br />
return on rate base. ERB’s order dated June 4, 1998, limited the computation coverage <strong>of</strong><br />
the refund from January 19, 1984 to December 14, 1984. No amount was indicated in the ERB<br />
order as this has yet to be recomputed.<br />
The SC in its decision dated November 30, 2006 per GR150253 reversed the CA decision<br />
No. 50771 by limiting the period covered for the refund from January 19, 1984 to December<br />
11, 1984, approximately 11months.<br />
Management is confident that any refund, if there is any, is immaterial.<br />
d. LHC Arbitration<br />
LHC is a party to a dispute with a contractor regarding the delay in the completion <strong>of</strong> LHC’s<br />
Power Station. Under the Turnkey Contract, the contractor shall pay liquidated damages<br />
for each day <strong>of</strong> delay on the following day without the need <strong>of</strong> demand from LHC. LHC<br />
may, without prejudice to any other method <strong>of</strong> recovery, deduct the amount <strong>of</strong> such<br />
damages from any monies due or to become due to the contractor and/or by drawing on<br />
the irrevocable and confirmed standby letters <strong>of</strong> credit amounting to US$18 million (the<br />
Security).<br />
In 2001, due to the delay in the completion <strong>of</strong> the Power Station, LHC withdrew the<br />
irrevocable and confirmed standby letters <strong>of</strong> credit amounting to US$18 million which the<br />
contractor has constituted as security to LHC as contained in the Turnkey Contract.<br />
In November 2000, the contractor and LHC elevated their claims and counterclaims to<br />
an Arbitration Tribunal operating under the Rules <strong>of</strong> International Chamber <strong>of</strong> Commerce<br />
sitting in Australia (ICC International Australian Case No. 11264/TE/MW).<br />
The Arbitration Tribunal delivered the final award on August 9, 2005.<br />
LHC was successful in certain claims concerning the design and construction <strong>of</strong> the lined<br />
and unlined tunnel. However, the Arbitration Tribunal also found that the contractor is<br />
entitled to certain money claims and refund <strong>of</strong> the liquidating damages that LHC has drawn<br />
from the contractor’s letters <strong>of</strong> credit.<br />
LHC has recognized provisions for arbitration for the full financial effects <strong>of</strong> the final<br />
award delivered by the Arbitration Tribunal for the claims and counterclaims filed by the<br />
contractor and LHC for the construction <strong>of</strong> the Power Station.<br />
The Court <strong>of</strong> Appeals (CA), in Court <strong>of</strong> Appeals General Register (CAGR) Special Proceeding<br />
(SP) No. 50771, promulgated a decision dated February 23, 2001 which reversed the order <strong>of</strong> the<br />
ERB, expanding the computation coverage period from January 19, 1984 to September 18, 1989.<br />
102 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
ABOITIZ EQUITY VENTURES, INC. AND SUBSIDIARIES<br />
Notes to Consolidated Financial Statements<br />
(Amounts in Thousands, Except Par Value, Per Share Amounts, Kilowatt Hour Rates<br />
Number <strong>of</strong> Shares, Percentages, Useful Lives and Exchange Rates)<br />
In November 2006, the Court <strong>of</strong> Appeals (CA) granted LHC’s petition for permanent<br />
injunction against the enforcement <strong>of</strong> the Final Award on the ground <strong>of</strong>, among others,<br />
forum shopping by the contractor. Furthermore, the CA declared the Final Award null and<br />
void due to being contrary to Philippine public policy. The contractor has filed a motion<br />
with the Supreme Court (SC) asking for until January 19, 2007 to appeal the CA’s decision. On<br />
January 19, 2007, the contractor filed its Petition for Review with the SC appealing the decision<br />
<strong>of</strong> the appellate court. As <strong>of</strong> April 12, 2007, the SC has not acted on the contractor’s petition.<br />
LHC believes that the accounting entries made for the full financial effects <strong>of</strong> US$24.5 million<br />
in 2005 <strong>of</strong> the final award do not reflect its admission <strong>of</strong> any obligation under the award and<br />
that the ultimate amounts <strong>of</strong> liabilities to be paid or settled, if any, depend upon the final<br />
outcome <strong>of</strong> other court cases that would affect enforcement <strong>of</strong> said final award.<br />
e. Use <strong>of</strong> Tax Credit Certificates (TCC)<br />
PILMICO, Pilmico-Mauri and VECO were ordered by the Bureau <strong>of</strong> Internal Revenue (BIR) to<br />
pay the total amount <strong>of</strong> π57,618, including fines and penalties for value added taxes (VAT)<br />
for the first quarter <strong>of</strong> 2003 and April 2003. The order arises from the use <strong>of</strong> alleged invalid<br />
TCCs purchased by the companies and subsequently applied to taxes due. Management has<br />
been advised by its legal counsel that the order <strong>of</strong> payment was not preceded by a letter <strong>of</strong><br />
authority to investigate, an actual investigation, nor by a deficiency assessment for VAT.<br />
The companies’ legal counsel believes that the assessment is void for lack <strong>of</strong> due process<br />
and has contested the same at the Court <strong>of</strong> Tax Appeals. The case is now undergoing trial on<br />
the merits <strong>of</strong> the BIR order <strong>of</strong> payment. Management and legal counsel believe that the order <strong>of</strong><br />
payment has no legal basis because aside from the above stated reasons, the VAT sought to be<br />
paid has in fact already been paid in the form <strong>of</strong> Tax Debit Memo validly issued by the BIR.<br />
37. Events After the Balance Sheet Date<br />
a. Magat Power Plant<br />
In January 2007, the Power Sector Assets and Liabilities Management Corporation (PSALM)<br />
issued the Notice <strong>of</strong> Award to the consortium between <strong>Aboitiz</strong> Power Corporation and<br />
Norway’s SN Power, SN <strong>Aboitiz</strong> Power, Inc. (SNAP), <strong>of</strong>ficially declaring the group as the winning<br />
bidder for the 360-megawatt (MW) Magat Hydroelectric Power Plant in Ramon, Isabela.<br />
During the deferred payment period, PSALM will turn over to the consortium the Magat<br />
facility on the condition that it will operate, maintain and rehabilitate the complex in the<br />
ordinary and usual course <strong>of</strong> business. Magat was the largest generating capacity among<br />
the operating hydroelectric power plants on the sale block.<br />
b. Initial Public Offering (IPO)<br />
In January 2007, the Board <strong>of</strong> Directors <strong>of</strong> both APC and the Company approved the IPO<br />
<strong>of</strong> APC, subject to the approval <strong>of</strong> the Philippine Stock Exchange (PSE), SEC and all other<br />
required regulatory authorities. The BOD <strong>of</strong> the Company also approved the consolidation<br />
<strong>of</strong> all the Company’s power assets and their transfer <strong>of</strong> the Company’s interests in various<br />
power distribution companies to APC in exchange for APC shares, subject to the approval<br />
<strong>of</strong> the PSE, SEC, the BIR and all other required regulatory authorities.<br />
The public <strong>of</strong>fering <strong>of</strong> APC is consistent with the spirit <strong>of</strong> the EPIRA for broader public<br />
ownership <strong>of</strong> electricity distribution and generation assets. The <strong>of</strong>fering will also<br />
enhance APC’s position as a participant in the privatization <strong>of</strong> NPC assets as well as in the<br />
development and acquisition <strong>of</strong> additional power projects.<br />
c. Treasury Sales<br />
In January 26, 2007, the Company successfully placed its entire treasury shares holdings<br />
representing 742,511,938 shares at a price <strong>of</strong> π8.20 per share or a 5.7% discount to the<br />
share price close <strong>of</strong> π8.70.<br />
The treasury sale transaction represents approximately π6.1 billion, equivalent to<br />
US$124 million. International investors took up 92% <strong>of</strong> the <strong>of</strong>fering, while domestic<br />
investors took up 8%. The <strong>of</strong>fering saw high quality demand from approximately<br />
60 institutional investors in US, Europe and Asia which will significantly increase the<br />
Company’s free float and further strengthen the Company’s shareholder base.<br />
The proceeds <strong>of</strong> the sale will be used by the Company for its various power projects and<br />
participation in the privatization in the NPC’s power plants.<br />
The Asset Purchase Agreement (APA) for the Magat facility requires SNAP to deliver at least<br />
40% <strong>of</strong> the purchase price <strong>of</strong> US$530 million as upfront payment payable on or before the<br />
closing date. The balance <strong>of</strong> 60% may be paid in 14 equal semi-annual payments with an<br />
interest <strong>of</strong> 12% per annum compounded semi-annually.<br />
A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6 • 103
Investor Information<br />
Head Office: <strong>Aboitiz</strong> Corporate Center<br />
Gov. Manuel A. Cuenco Avenue<br />
Kasambagan, Cebu City 6000, Philippines<br />
Tel. No. (63-32) 231-2580 • Fax (63-32) 231-4031<br />
Metro Manila: 6th Floor, Legazpi Street<br />
Legaspi Village, Makati City 1229, Philippines<br />
Tel. No. (63-2) 793-2800 • Fax (63-2) 817-3560<br />
Common Stock<br />
The Company’s common stock is listed and traded on<br />
the Philippine Stock Exchange.<br />
Citibank N.A. serves as depository bank.<br />
Stockholders’ Meeting<br />
The Company’s regular stockholders’ meeting is held<br />
every year on the third Monday <strong>of</strong> May.<br />
Stockholder Services and Assistance<br />
The Securities Transfer Services Inc. (STSI) serves as the<br />
Company’s stock transfer agent registrar. For inquiries<br />
regarding dividend payments, change <strong>of</strong> address and<br />
account status, lost or damaged stock certificates,<br />
please write or call:<br />
SECURITIES TRANSFER SERVICES, INC.<br />
4th Floor, Benpres Building<br />
Meralco Avenue cor. Exchange Road<br />
Ortigas Center, Pasig City, Philippines<br />
Tel. No. (63-2) 449-6149 to 69<br />
Fax: (63-2) 638-0234<br />
email: tonyg@stsi.ph<br />
Institutional Investor Inquiries<br />
AEV welcomes inquiries from institutional investors, analysts,<br />
and the financial community. Please write or call:<br />
Investor Relations<br />
<strong>Aboitiz</strong> Equity Ventures, Inc.<br />
Tel: (63-32) 233-9700<br />
Fax:(63-32) 231-4031<br />
email: aev@aboitiz.com<br />
www.aboitiz.com<br />
Prepared by AEV Corporate Communications Group<br />
Design by Designation<br />
104 • A B O I T I Z E Q U I T Y V E N T U R E S A N N U A L R E P O R T 2 0 0 6
Cebu: <strong>Aboitiz</strong> Corporate Center<br />
Gov. Manuel A. Cuenco Avenue<br />
Cebu City, Philippines<br />
Tel. No. (63-32) 231-2580<br />
Fax (63-32) 231-4031<br />
Manila: 6th Floor, 110 Legazpi Street<br />
Legaspi Village, Makati City, Philippines<br />
Tel. No. (63-2) 793-2800<br />
Fax (63-2) 817-3560<br />
www.aboitiz.com<br />
email: aev@aboitiz.com