- Globe Telecom
Transcription
- Globe Telecom
The theme of this year’s report is commitment to our customers, our communities and the rest of our stakeholders. And what better way to express our commitment than to provide each of our shareholders an opportunity to experience and enjoy our services through the Globe prepaid SIM. A life with Globe lets you live out your passions through reliable communication services. Be a proud Globe subscriber and it will set you apart from the rest, from innovative products to best in class services like our loyalty rewards. Together, with Globe, we make great things possible! ! ! The Globe Telecom, Inc. 2010 Annual Report Cover and inside pages are printed Certified as a FSC mixed sources product, 9lives 55 is produced with 55% recycled fibre from both pre- and post-consumer sources, together with 45% FSC certified virgin fibre from well managed forest. 9lives 55 provides the same visual and mechanical performance as 100% virgin fibre papers and offers excellent environmental attributes. Contents 1 3 5 7 11 19 25 33 49 About the Report Our Company Our 2010 Milestones Message from the Chairpersons Message from the President and CEO Our Customers Enjoy Your Globe, Your Way Our People Sustainability & Corporate Social Responsibility 71 87 Corporate Governance Management's Discussion and Analysis 92 Report of the Audit Committee to the Board of Directors 93 Statement of Management's Responsibility for Financial Statements 94 Independent Auditors’ Report 184 Global Reporting Initiative (GRI) Index 190 Our Store Directory 197 Contest: Read, Play, Win About the Report The annual report covers Globe Telecom and its subsidiaries in the Philippines. This year, we have reached another milestone by publishing our first integrated financial and sustainability reports. This is the third year that Globe has come up with a corporate social responsibility and sustainability report that is compliant with the guidelines of the internationally recognized Global Reporting Initiative (GRI) G3 standard. Our sustainability report is a self-declared B level, the scope of which has been determined by available data and metrics tracked by different customer facing units and business enabling groups. We remain committed in utilizing more measures to understand the impact of our business and various sustainability programs to our communities and natural resources. Aside from our business strategies, we have considered various stakeholder engagement activities in selecting the material sustainability issues in this report. We have also considered national issues affecting the telecommunications industry and included comments by various stakeholders. We shall strive to enhance measures on the impact of our CSR and sustainability programs and include more performance indicators so these initiatives are best-fit and strategically aligned to our core business. We will also elevate our reporting practices to meet higher GRI application levels and seek independent third party assurance on our report in the future. As a dynamic company in a very competitive industry, we injected some of our dynamism and fun into the report and made it interactive through an online game and feedback. This will give you and the rest of our stakeholders the opportunity to share your thoughts about the report. Token prizes will be given to selected respondents as a gesture of goodwill. Your feedback is important to help us understand how our programs impact the business and society and how to communicate the work we have done. Please refer to page 197 and join the online game. 1 I Love Winning I live for little triumphs and rejoicing in major wins, For my challenges that exhilarate me, And the everyday victories that are won. I am Abby Sarte Loving Globe since 2000 2 Our Company Mission and Vision The Company mission and vision is embodied in The Globe Way that was crafted during the year. It encompasses all the values and set of behaviors that the Company truly believed in and currently practices. The Globe CUSTOMER FIRST policy resonates across the organization, and guides the Company on how to conduct its business, now and in the future. We put our customers first. Our people make the difference. We act with integrity. We care like an owner. We keep things simple. To us, it’s be fast or be last. I love Globe. Together, we make great things possible. Corporate History Globe Telecom has firmly imbibed itself into the hearts and minds of more than twenty six million subscribers. It has been there in every way for its customers, in building relationships, at work, communicating and reaching out. Inasmuch as Filipinos love to communicate, Globe has been a reliable partner, ready to provide the most convenient and affordable service as possible. For 83 years, Globe has lived up to its reputation of innovation leader – from the moment it introduced the first SMS or text messaging service in the country, and today’s introduction of the first personalized postpaid plans. Globe has been a pioneer in many ways; each new beginning is a testament of its commitment to serving its customers better. In 1928, Congress passed Act No. 3495 granting the Robert Dollar Company, a corporation organized and existing under the laws of the State of California, a franchise to operate wireless long distance message services in the Philippines. Subsequently, Congress passed Act No. 4150 in 1934 to transfer the franchise and privileges of the Robert Dollar Company to Globe Wireless Limited which was incorporated in the Philippines on 15 January 1935. Globe Wireless Limited was later renamed as Globe-Mackay Cable and Radio Corporation (“Globe-Mackay”). Through Republic Act (“RA”) 4630 enacted in 1965 by Congress, its franchise was further expanded to allow it to operate international communications systems. Globe-Mackay was granted a new franchise in 1980 by Batasan Pambansa under Batas Pambansa 95. In 1974, Globe-Mackay sold 60% of its stock to Ayala Corporation, local investors and its employees. It offered its shares to the public on 11 August 1975. In 1992, Globe-Mackay merged with Clavecilla Radio Corporation, a domestic telecommunications pioneer, to form GMCR, Inc. (“GMCR”). The merger gave GMCR the capability to provide all forms of telecommunications to address the international and domestic requirements of its customers. GMCR was subsequently renamed Globe Telecom, Inc. (“Globe”). 3 Fast Forward It was a monumental partnership in 1993, with then President Fidel V. Ramos as witness to the signing of a Memorandum of Understanding between Ayala Corporation and Singapore Telecom, Inc. (STI), wholly-owned subsidiary of Singapore Telecommunications Limited (SingTel), was formalized, that created a formidable Globe Telecom. During the year, Globe Telecom was catapulted to the status of a giant in the telecommunications industry, and awarded an initial US $30 million supply contract. Since then, Globe Telecom has revolutionized the way Filipinos connect and communicate with the launch of the Globe Handyphone, the country’s first fully digital CMTS (Cellular Mobile Telephone System) using the GSM (Global Systems for Mobile) communications network. It obtained its provisional authority (PA) for International Gateway Facility (IGF) operations and rolled out its fixed telephone service and international direct dial (IDD) services in designated areas. Within a couple of years, Globe launched its G-Net service in 1995 to become the first Philippine telecoms carrier to offer internet access. Thereafter, Globe went into acquisition (Islacom) and interconnection agreements with other telecom carriers to boost its network and services. In 2000, Globe joined C2C Cable Network, a fiber-optic submarine cable project in the Asia Pacific region. The following year, Globe inaugurated its first cable landing station and backhaul facility in Nasugbu, Batangas. By 2004, Globe launched the GCASH, a breakthrough in mobile commerce and e-payments. In 2009, Globe inaugurated its second landing station in Ballesteros, Cagayan. It also reinforced its best network connectivity with the TGN-Intra Asia Cable System and the first in the country to launch Worldwide interoperability for Microwave Access (WiMAX). 4 A breakthrough in mobile and landline service for postpaid subscribers in Metro Manila and Cebu called DUO was introduced. This was later on offered to small and medium enterprise (SME) clients, fulfilling the need for additional business lines at a cheaper cost. Globe also introduced the BlackBerry® lifestyle to the Philippine market with the BlackBerry® Storm, powered by Globe Personal BlackBerry® Plans. Globe was granted the preferential selling rights to the iPhone 3G and iPhone 3GS. This partnership with Apple™ was reinforced in 2010 with the launch of the iPhone 4. Globe Telecom and Visa were recognized as the first two founding partners of the Mobile Money Exchange at the GSMA Annual Mobile Money Summit in Barcelona. Globe Data Center achieved an ISO 27001:2005 certification for having met the Information Security Management System (ISMS) standard. It also received an ISO 9001:2008 certification upgrade for meeting the Quality Management System standard. Boosting its network further, Globe participated in the new Southeast Asia Japan Cable (SJC) System, the highest capacity system in the world that links Singapore, Hong Kong, Indonesia, Philippines and Japan. The company achieved another first by having its Globe Carrier Ethernet offerings certified by the Metro Ethernet Forum (MEF) according to MEF 9 service-provider specifications. Globe also rolled out its second fiber optic backbone network (FOBN2), a high capacity transmission system that spans over 1,900 kilometers of inland and submarine cable, covering most areas of Luzon, Visayas, and Mindanao. Our 2010 Milestones Globe achieved its ISO 27001:2005 certification for its Information Security Management under its Information Security Group, the first and only IT organization from a telecom company in the Philippines that has achieved an ISO certification. Globe scored many firsts in 2010 including the establishment of the largest domestic remittance network for GCASH, the introduction of the first-ever P10.00 Tingi Load for prepaid subscribers, the launch of personalized postpaid plans and the introduction of the most extensive loyalty program in the industry. Globe also launched its new concept Flagship Stores, the Globe Tattoo MyFi, an all-in-one wireless modem router that allows shared internet access and the m-ad service, the first permission-based mobile advertising service in the country. 2010 AWARDS ● ● ● ● ● ● ● ● 2010 CEO Excel Award of Excellence in Communications for Globe President and CEO Ernest L. Cu, International Association of Business Communicators (IABC) Globe President and CEO Ernest L. Cu received recognition from the Business Processing Association of the Philippines (BPAP) Platinum Award for All-Round Corporate Excellence by The Asset, Hong Kong-based financial magazine. Gold Award by the Institute of Corporate Directors (ICD) FinanceAsia 10th Annual Poll of Philippine Top Companies • Best CEO, Ernest L. Cu • Best CFO, Alberto de Larrazabal • 2nd Best Managed Company • Best in Corporate Governance • 2nd place, Most Committed to a Strong Dividend • 3rd place, Investor Relations • 8th place, Corporate Social Responsibility 4th place, Philippines’ Most Admired Companies in the Asia 200 Survey by Wall Street Journal Asia 2nd Global Corporate Social Responsibility Awards, Singapore • Gold Award, Best Work Place Practices category • Bronze Award, Best Environmental Excellence Program 46th Anvil Awards, Public Relations Society of the Philippines • Awards of Excellence Globe Sagot Ka ni Kap! Globe BridgeCom Employee Volunteerism • Merit Awards Globe BridgeCom Livelihood Grant Globe Goes Green Lifeboats and Lifelines Globe Bangon Pinoy Globe Negostar Fair Run for Home 2010 Globe Cordillera Challenge Masigasig Magazine ICON: The Globe Intranet ● ● ● ● ● ● 2010 Philippine Quill Awards, IABC • Awards of Excellence Kalinga sa Bayan (Community Relations) Globe Negostar Fair (Marketing Communications) Globe Great Deals Catalogue and Globe Life Magazine (Publications) • Merit Citations Bangon Pinoy (Community Relations) Globe Store: The Blueprint for the Future (Media Relations, Special Events) Globe Cordillera Challenge (Media Relations, Multi-Audience Communication, Special Events, Graphic Design) Ka-Globe Jam (Special Events) Globe WiMAX Launches (Special Events) Lifeboats and Lifelines (Special Events) Globe Goes Green (Economic, Social and Environmental Program) ICON: The Globe Intranet (Electronic and Digital Communication) Globe BridgeCom Booth (Graphic Design) Superbrands, Globe Tattoo Silver Award, 2010 Araw Values Advertising Awards for the campaign “Dasal” Silver award, 2010 Tambuli Awards for Dasal campaign, Best in Family-Oriented Values Category Silver Boomerang Award for Globe-Ayala Land Run for Home ChampionChip Update Application GCASH Mobile Money Transfer Hub, top honors, world’s first Mobile Money Transfer (MMT) Awards, Best International Mobile Transfer Program category 5 I Love Nurturing Dreams Aspiring and reaching for my goals, And planning for the future, For realizing my plans and making new, better ones. I am Vlad Concepcion Loving Globe since 2002 6 Message from the Chairpersons Globe Telecom continued to operate in a very challenging environment in 2010. The mobile telephony sector, which comprises close to two-thirds of total industry revenues, remained intensely competitive. There were many reasons for this. Mobile penetration rates have peaked, with over 90% of the population now owning a mobile phone. Multi-SIM usage continued, driving the service providers to compete for “share of spend” in a declining market. Industry revenues contracted, despite an exponential rise in voice and SMS traffic, as the market increasingly shifted towards flat-rate, unlimited value promotions which, in turn, accelerated the erosion of unit prices and margins for domestic voice and data services. The development of a wider range of communications options; including social networking sites, email, instant messaging, and voice over IP, also weighed on the industry’s inbound call volumes and revenues. Finally, these negative forces were exacerbated by the impact of the strong peso on US$-linked revenues. Counterbalancing these industry dynamics was the sustained robust growth of broadband. In this sector, industry subscribers rose by 40% from 2.5 million in 2009 to about 3.6 million by the end of the year. This was brought about by the increasing affordability of access devices such as laptops, PCs, and tablets, and the wider availability of internet service as industry players aggressively expanded network coverage. Wired and wireless broadband technologies were harnessed to deliver internet connectivity to both the fixed and fully-mobile markets nationwide. Prepaid offers at sachet prices also became pervasive, making the service more accessible to a much wider market base, particularly among the youth. Against this industry backdrop, Globe Telecom posted service revenues that were flat against the previous year, and a net income of P9.7 billion, which was 22% lower 7 when compared to 2009. Mobile revenues, which comprise 81% of consolidated service revenues, were 5% lower than the previous year. However, this was partially offset by broadband revenues which were up a strong 75% compared to 2009. Meanwhile, Globe’s wireline data business, which primarily caters to the corporate and enterprise sector (including the BPO industry) remained a consistent growth driver; delivering a 15% revenue improvement against the prior year. The drivers behind the mixed 2010 performance are covered in greater detail in the President’s report. From a stockholder’s perspective, Globe’s market capitalization fell to P106 billion, by the end of 2010, given the market’s negative sentiment on the telecom sector in general. While one-year total shareholder return declined in 2010 to (4%), compounded average return over a longer 5-year time horizon from 2006, was actually at an attractive 11%. It is also important to note that Globe’s dividend yield of 8.7% for 2010 remained one of the highest in the local market and among telecom companies in the region. Dividends paid out during the year totaled P10.6 billion, representing 84% of 2009 net income and consistent with our recently upgraded dividend pay-out policy of distributing 75% to 90% of prior year’s net income. In response to some of the mentioned setbacks, Globe re-oriented its strategies successfully by midyear. The Company remains fundamentally strong and is wellpositioned to sustain the growth and market share improvements that were created in the second half of 2010. While we see no let-up in competitive intensity in the coming year, especially with the imminent entry of a new mobile player, we believe that the market will regain equilibrium and resume a path of growth. This would not be dissimilar to what we have seen in other developed, highly penetrated markets. Adjusting our operating models to these new market realities is clearly important for us to execute successfully. This means getting relevant products out to the market faster, maintaining our price competitiveness, 8 improving customer loyalty, reducing churn levels, and ensuring the continued strength and reliability of our network – all while managing our costs. Key to solidifying Globe’s position as the primary challenger to the incumbent is to ensure superior network service. We are not standing still. Over the past two years, Globe has invested over P44 billion in capital expenditures (including P19.5 billion in 2010) to expand its coverage and increase the capacity of its mobile and broadband networks. Our network footprint has grown rapidly over this period with total 2G, 3G, and WiMAX base stations up 38%. Our cellsite base has also increased by 15% compared to end-2008 levels. Globe’s 2G coverage now extends to over 99% of the population, while 3G coverage is in excess of 70%. Our WiMAX deployment for wireless broadband remains among the largest in the Asia-Pacific region. Globe also completed several major international and domestic transmission projects since 2009, including the Company’s second domestic fiber optic backbone network, and the TGN-Intra Asia cable system which terminates at the Company’s cable landing station in Northern Luzon. Globe is also the exclusive landing party in the Philippines of the Southeast Asian Japan Cable System (SJC) which is expected to be completed in 2013. SJC is the fifth major investment of Globe in submarine cable systems, which are spread across the Asian region and connected to a portfolio of diverse trans-Pacific transmission systems that bring traffic from the Philippines to various international destinations. These investments support the country’s competitiveness and strengthen our position as a preferred destination for off-shoring and outsourcing companies. In the coming year, we will continue to aggressively modernize and upgrade our mobile networks so that they can serve the changing traffic profile, improve our customer experience, all while minimizing our total cost of ownership. It is also critical that we reinvest our networks with future technologies in mind; networks that support new wireless technologies such as LTE (long-term evolution) and efficiently scale up to manage the next wave of traffic growth; including that from mobile data browsing across cheaper smartphones. Finally, Globe is embarking on a transformation of its business and operations support systems, including its customer care and service creation platforms in order to improve time-to-market, support even more aggressive commercial offerings to customers, and create a single, integrated view of the customer, while reducing the complexity and total cost of operating our IT systems. Beyond our efforts to grow our core business, we continue to tap and develop opportunities in adjacent spaces. We launched the Philippines’ first permission-based mobile advertising service during the fourth quarter of 2010, cognizant of the unique medium that a mobile phone presents to advertisers as they dialogue with their target consumers. Globe subscribers can now choose the type of mobile ads that they wish to receive and earn rewards points for every SMS ad. These are then redeemable against the various gifts and discounts available to subscribers under the Globe My Rewards My Globe loyalty program. In the few months since its launch, this innovative m-ads service has generated US$4 million in advertising commitments from major multinational companies in the country, and has quickly built an “opted-in” subscriber base of 1.7 million. In the area of mobile banking and microfinance, BPI Globe BanKO Inc. – our mobile microfinance joint venture with Ayala Corporation and the Bank of the Philippine Islands – opened its first branch during the first quarter of 2010, and has just inaugurated five additional branches across the country. BanKO is now extending wholesale loans to other microfinance banks, while offering mobile savings and insurance products to retail customers. We are also pleased to report that Globe GCASH Remit mobile money transfer service is now being used by the Department of Social Welfare and Development and the Land Bank to facilitate the disbursement of funds to poor families in far-flung areas under the government’s Conditional Cash Transfer Program; a key component of the government’s poverty alleviation agenda. Through GCash Remit, families in remote areas no longer need to spend and travel long distances to collect their cash assistance, in line with our vision of providing financial services to the unbanked and underbanked markets. Our business models and corporate social responsibility programs under Globe BridgeCom, such as Text2Teach and Internetin-Schools Program, remain closely intertwined, creating value beyond traditional economic metrics and keeping the Company relevant to the bigger communities in which we operate. In closing, we reiterate our commitment to transform our Company and our operating models to serve the new realities of our market. In doing so, we intend to create a platform for sustainable growth and shared value creation that benefits both our shareholders and society. Let me also end by extending our appreciation to our Board for their support, our investors for their trust, our employees and business partners for their dedication and perseverance, and to our subscribers for their loyal patronage. JAIME AUGUSTO ZOBEL DE AYALA Chairman, Board of Directors GERARDO C. ABLAZA, JR. Co-Vice Chairman HUI WENG CHEONG Co-Vice Chairman 9 I Love Mentoring Beyond teaching skills and imparting advice, Shaping, developing, molding, Young minds to be great thinkers. Carlos and Myca Hinlo Will love Globe in 2016 10 Message from the President and CEO Steadfastly in 2010 we continued our transformation to serve customers better. We trailblazed a resolute path towards customer centricity, shedding the skin of a traditional utility to bear the new markings of a serviceoriented company. Customer focus, the primary driver for change, took concrete shape in several milestone undertakings. First, we opened our doors to a new integrated retail experience to reveal the blueprint for the future. With the launch of our new flagship and concept stores – a rich blend of technology, passion for the customer, and the future, today – we bid the days of impersonal, almost robotic payment centers farewell, and instead beckoned customers with the warmth of a full service, interactive store experience. Boldly, eight new Globe stores were put up – in Makati City (Greenbelt 4), Quezon City (SM City North EDSA and SM City Fairview), Las Pinas City (SM Southmall), Muntinlupa City 2010 closed on a high note with consolidated fourth quarter revenues of P16.7 billion, the highest on record in Globe history. (Alabang Town Center), Tarlac City (SM City Tarlac), Cebu City (Ayala Center Cebu), and Tagum City in Davao del Norte (Gaisano Grand Mall) – with tremendous appeal and sales prospects. Customer take up has been truly encouraging, and there will be many more new stores rising in the year ahead. Second, our years of insightful research helped address customer preferences more thoughtfully and deliberately through enhanced product and service development anchored on personalization. This was clearly pronounced in the postpaid segment which has been our prized territory of market leadership since the beginning of Globe. We saw fresh opportunities to grow our postpaid business through unprecedented customizable postpaid plans that drew great response from old and new customers alike. My Super Plan and My Fully Loaded Plan customizable offers resonated in the postpaid segment registering all time highs Our mobile business posted its fifth consecutive quarter of growth coming off the recalibration of our acquisition drives and churn out of marginal subscribers in late2009. Also in the last quarter, the mobile business delivered a net of 1.1 million SIM additions, the highest since the second quarter of 2008. 11 Globe Postpaid gained record subscriber growth in the fourth quarter, netting 83,000 additional subscribers, a seven-year high, and surpassing even full year 2009 levels. Total postpaid net additions for the year were about 215,000, almost four times higher than last year’s growth, pushing our postpaid customer base past the 1 million mark. in subscriber growth by empowering each postpaid customer to choose the services that fit him best. A lifestyle-defined monthly service fee, an assortment of text and call combos, loads of freebies, and the hottest devices – mixed and matched to the customers’ whims. In prepaid mobile telephony, we stepped up our unlimited and bucket service offers, and broke down inter-network barriers through our SuperUnli and SuperAllTxt variants – affordably giving unlimited text messaging all day for 20 pesos – again in direct response to customer clamor. An emerging business, broadband grew at a robust pace, most especially among the youth. The frenzy to do social networking while enjoying mobility has incentivized all telecom carriers to provide mobile data access at a faster clip. Our Tattoo Broadband offers packaged in edgier, hipper skin, bonded well with our digitally-attuned customers’ penchant for self-expression. We also propagated WiMAX technology as a strong alternative to 3G and DSL, and gave our broadband customers flexibility in establishing their internet connections. So well-received was the service that as early as July 2010, Globe had already garnered more than 100,000 broadband subscribers on our WiMAX network, one of the largest in the Asia-Pacific region, and the first-of-its-kind in the Philippines. Most certainly then, our broadband product portfolio was not just superficially treated, but backed up by a reliable network, competitive pricing, and speed. 12 We heeded the call of the most techsavvy of customers, delighting them with the Apple™ iPhone 4, to date a Globe exclusive on Philippine shores. In September, we fueled smartphone desires by introducing the world’s most coveted device of its time. Our iPhone 4 launch demonstrated the superior customer experience we constantly aspire to deliver by distributing the iPhone 4 in the comfort of some of Manila’s finest venues, and offered the added convenience of online reservation prior to launch date. One fine day in September, thousands of Apple™ fans became happy Globe customers, while we moved record inventories of this amazing gadget. Business customers with corporate data requirements also benefited from our drive to provide solutions that best fit their communication needs. For example, enterprise clients surely managed to lower travel costs as they conducted real-time remote conferences using our cutting-edge Telepresence public room. High definition video conferencing from our Manila facility allowed virtual face-to-face encounters with business associates around the world, unimpeded by time lags. Our hosted contact center solution presented opportunities for the flourishing business process outsourcing industry to operate and deliver their services, unrestricted by the hefty network, hardware and software investment requirements. For the small to medium scale enterprise (SME) segment, we launched the Negostar fair, a caravan that traveled 20 areas nationwide introducing the best of Globe Business’ Our accomplishments in 2010 also reflect what we do for our communities as a responsible corporate citizen. This year, we cemented our leadership in ICT for education by having the most number of public schools connected to the internet through our Internet-in-Schools Program (ISP). products and services to prop up the communications backend of nation-building SMEs and entrepreneurs. Better service, better offer, better pricing – all in the spirit of Customer First – this helped make Globe the brand of choice among our customers. Tying everything together as a compelling reason to choose Globe is our customer relationship management (CRM) strategy. CRM gave us a deeper understanding of our customers and connected us in ways that made them feel uniquely privileged to be with Globe. In October, we launched the My Rewards My Globe Plus loyalty program to give new meaning to being a Globe customer. Indepth profiling of customer behavior helped reward loyalty more meaningfully through rebates, discounts, and complimentary topups, among others. Ultimately, across all our brands and offers, we want our customers to have their way, Globe being truly at their service. Third, our organization rallied around a new vision and mission, a credo that we refer to as The Globe Way. It encapsulates our reason for being, and embodies our aspirations as a service-oriented company. Key to the cultural transformation that improves the way we serve our customers, The Globe Way declares Customer First, recognizes that our people make the difference, upholds integrity, inspires ownership and malasakit, espouses simplicity, and calls for speed and action. Guided and unified by The Globe Way, our employees embrace the call for customerdriven transformation towards better service – our competitive differentiator in the industry today. These were some of the key initiatives that Globe pursued throughout 2010 with the customer at the center of all our ideals. I believe that transforming our culture, mindset, and philosophy, to that which truly benefits our customers, is indeed making a huge difference in the way Globe operates and performs as a business. Let me go through the Company’s 2010 performance highlights. 2010 closed on a high note with consolidated fourth quarter revenues of P16.7 billion, the highest on record in Globe history. Our core mobile business led the fourth quarter surge with service revenues of P13.5 billion, 13% higher against the last quarter. The broadband and fixed line business grew 2% over the previous quarter, resulting in full year revenues 32% higher compared to 2009. With our improved fourth quarter performance, we ended the year with service revenues of P62.6 billion pesos, slightly higher than 2009’s P62.4 billion. Subscriber growth was clearly on the upswing in 2010. In the last quarter, our mobile business posted its fifth consecutive quarter of growth coming off the recalibration of our acquisition drives and churn out of marginal subscribers in late-2009. Also in the last quarter, the mobile business delivered a net of 1.1 million SIM additions, the highest since the second quarter of 2008. Gross 13 additions increased while churn rates steadily declined, resulting in total net additions of 3.2 million SIMs in 2010 compared to the previous year’s net reduction of 1.4 million. We thus ended the year with a mobile SIM base of 26.5 million, an increase of 14% against last year. Globe Postpaid gained record subscriber growth in the fourth quarter, netting 83,000 additional subscribers, a seven-year high, and surpassing even full year 2009 levels. Total postpaid net additions for the year was about 215,000, almost four times higher than last year’s growth, pushing our postpaid customer base past the 1 million mark. Likewise, Globe Prepaid and TM achieved record net additions in the last quarter of 2010 following efforts to refresh and revitalize the brands. Globe Prepaid, in particular, added over 480,000 SIMs in the 4th quarter, the highest quarterly increase since the second quarter of 2009, more than doubling the previous quarter’s net growth. Globe Prepaid and TM collectively accounted for 93% of the year’s net additions, and closed the year with a SIM base of 13.8 million and 11.6 million, respectively. Our broadband business ended the year with 1.1 million customers, 50% higher than 2009 results. Wireless subscribers comprised over three-fourths of the total broadband customer base, and accounted for 89% of net additions for the year. Broadband revenues rose 75% against last year to P5.7 billion, and the segment accounted for 9% of consolidated revenues compared to 5% the previous year. Meanwhile, EBITDA, EBIT and net income were lower than last year’s. Consolidated EBITDA margins stood at 54% from 58% in 2009, reflective of margin pressures in the mobile business and dilution from the contribution of the fast-growing, but lower-margin broadband business. By the end of the year, the Company’s net income 14 stood at P9.7 billion, down 22% year-onyear, but notably trending better coming from a 24% gap in the 3rd quarter, and 30% deficit in the 2nd quarter. All said, Globe still delivered consistent 21% return on equity. Going forward, our key priorities for our consumer business will continue to revolve around differentiated customer service, improved network quality experience for our subscribers, and unique product offers that will drive usage and increase the share of spend among multi-SIM users. Globe will focus on nourishing the preferred brand for mobile internet in the country through: (1) the best featurephone and smartphone range in the industry; (2) value-based data plans that suit various lifestyles; (3) development of relevant content that makes using the internet on a mobile phone compelling; and (4) delivery of the finest customer data experience in the market. For broadband, our primary goal is to increase the scale of the business, lower churn through an improved network, drive higher ARPUs through more crossselling, and lower costs through process reengineering and better operating models. For our corporate data business, we aim to sustain the double-digit growth of the segment through customized, value-adding solutions, competitive pricing, and continued engagement with our enterprise partners. In addition to large corporations, we will focus on SMEs across the country, providing them with affordable tools and solutions to help them run their businesses more efficiently. We see no let up in competitive intensity in 2011, with unlimited and bucket service pricing continuing to impact yields and margins. Traffic will continue to grow, but will not create a significant uplift in revenues, similar to what we see today. Competition will remain intense, and the entry of a fourth player is expected to intensify the competitive climate. The broadband segment, meanwhile, will continue to grow, but likely at a slower rate given higher penetration levels. The Company’s EBITDA margins will be under pressure, but will also be greatly moderated by our programs to improve the profitability of our broadband business. Our programmed spend for 2011 will total about US$ 500 million, including close to US$ 70 million in carryover projects from 2010. We will devote a sizeable portion of 2011 capex to improving network quality and availability, and increasing capacities to offer our customers a better voice and data experience. We will also strengthen our backend systems and delivery platforms to support even more aggressive offers, and further improve the customer experience. Our accomplishments in 2010 also reflect what we have done for our communities as a responsible corporate citizen. This year, we cemented our leadership in ICT for education by having the most number of public schools connected to the internet through our Internet-inSchools Program (ISP). We took great strides in supporting education as a primary advocacy by launching our Global Filipino School (GFS) program, and our teachertraining Global Filipino Teachers (GFT) program in partnership with the Coalition for Better Education (CBE). We continued to leverage on our partnership with SingTel for our reading programs and library donations that benefit elementary schoolchildren. In keeping with our thrust on sustainability, we made sure that our programs have the necessary support for long term commitment and engagement, including care for the environment, entrepreneurship, youth development and disaster response. Moreover, Globe proactively assumed a key role in a Philippine government initiative to alleviate poverty. Bringing mobile technology to the grassroots with our GCASH Remit service, we enabled the disbursement of funds to the marginalized in far-flung areas under the government’s Conditional Cash Transfer Program. GCASH Remit allowed those in remote localities to collect cash assistance immediately. We have GCASH in the spirit of providing financial services to the unbanked and underbanked markets. Finally, we take pride in having contributed to the success of the nation’s first automated national elections. Through Globe Business, we hosted the main automated election system (AES) servers that tabulated and stored election returns. We also supplied more than 35,000 SIMs to allow precinct count optical count (PCOS) machines to transmit election data, provided internet and core data services, and secure virtual private (VPN) network connectivity for the safe and reliable transmission of election data from voting precincts to canvassing centers. Reflecting on our successes in 2010, we will continue transforming our Company with even greater customer focus in 2011. We remain committed to delivering sustainable profitability and respectable returns to our shareholders. Rooted in The Globe Way, we will step up our competitive advantage as the challenger brand, and be the preferred choice differentiated by superior customer experience. ERNEST L. CU President and Chief Executive Officer 15 There is a need for a special prepaid family SIM whose expiration date can be extended easily, and if the SIM is lost or damaged, the user should be able to retain the same number. We are pleased and excited to be partnering with Globe in addressing these requirements by creating the customized PeopleLink SIM. Moving forward, I hope that this partnership will be the start of the many possibilities that Globe and PeopleLink can do together. -Norman Carcellar/President/PeopleLink One of the conveniences of using Platinum Plan is enjoying the services of a dedicated Account Manager whom I can call anytime for assistance and inquiries. - Marily Y. Orosa/Owner/Studio 5 Designs, Inc. Business Plus enhances our workforce’s mobility, enabling all of us to communicate effortlessly. With this solution, our employees can stay connected wherever they may be in the sprawling grounds. -Efren Belarmino/General Manager/ Plantation Bay 16 We used the best features of Globe to our advantage. With the increase in calls and inquiries in our business and bookings we need that reliability. Our One-call booking system (through 9-00000-2) via the Globe Trunk hunting facilities enables us to serve them (customers) faster. - Paulo Tibig/President/ Vcargo & the Association of Filipino Franchisers Inc. Globe Tattoo helps me keep in touch with my friends, surf the net, and play in the Philippine Stock Market anytime, anywhere, anyplace. I love my Globe Tattoo. -Greg Yu/Account Manager/Fujitsu Philippines I’ve been using Globe for more than 10 years and we have had very good experience since then so I have never changed. - Ofelia Bulaong/Government Employee 17 I Love Connecting I live for my gadgets that let me share, For my online life where I chat, work, play, For the cyberspace that keeps me aware. I am Vicente Tanpho Loving Globe since 2000 18 Our Customers Making it Your Way: Globe at Your Service The year was replete with many firsts in the industry, focusing on satisfying customers’ expectations. Globe was the first telecommunications provider to launch an integrated store environment where zoning for shopping and services are provided. In the new store look, there were live demo handsets versus the traditional dummy phone units. In lieu of conventional tarpaulins, brochures and flyers, digital and interactive merchandising was made available. Customers can experience technology with touch screens and retail television. Furthermore, a Great Deals catalogue, an in-store lifestyle magazine, was made available in the store. At the beginning of the year, the Customer Experience Management (CXP) team of Globe led the implementation of single calling number for Mobile and Broadband, eliminating instances of multiple calling numbers that subscribers find confusing and hard to remember. Platinum Sales was also created, making a major difference in handling, treating and mining the valuable Platinum database of customers. Part of the customer experience in the new Flagship Store was the easy, paperless digital application. Most documents were scanned right at the counter, eliminating the need for photocopied documents required from a subscriber. The self-service kiosks in the service zone were also made available for the customer who requires immediate answers, or for someone who may need simple services such as bill printing. Among the activities done in the past year was the launch of mystery shopper, to gather insights and customer feedback on hits and misses of major service launches, supplemented by a network survey. For more immediate feedback, Globe also launched a program that inquires on the customers’ store experience by sending them a text within 24 hours upon leaving the store. Fully-launched online customer service channels on Globe Facebook (http://facebook. com/GlobePH) and Twitter (http://twitter.com/ talk2Globe) was implemented to address more customer concerns while leveraging on the web space. Various enhancements in the Interactive Voice Response (IVR) system were done to address difficulties in getting across a subscriber concern to the proper agents. A major revamp of the IVR for TM subscribers for more self-help options facilitated faster transactions, less waiting period and a reduced queue at the TM hotline. Contact tags underwent a major revamp accurately capture subscriber concerns and prioritize follow up calls. Throughout the year, various initiatives were implemented to address subscriberinitiated churn. Centralized handling was assigned to the Customer Experience Management Retention Unit to give focus on saving subscribers. Improvements on save offers for subscribers were promoted, while fast lane processes in shops were created to resolve subscriber concerns as quickly as possible. Furthermore, the launch of a retention hotline for inbound cancellation was created to address low contact and save on rates. Why Globe? 13 years na akong gumagamit ng Globe; even the members of my family are using Globe. At that time, my cellphone was the big one, ‘yung original; ‘yung malaki. Even the signal is very clear. Hindi ko ipagpapalit and Globe. -Amelita Nazareno/Head, University Facilities Reservation Office/University of Makati To support Globe Bangon Pinoy Program, we conducted the Typhoon Ondoy Sweep, a joint effort of the CXP and Customer Operations Support Group (COSG), to check all Ondoy-affected areas for last-mile problems affecting customers’ Wireline and Broadband services. Resolving these involved the immediate repair of technical problems as well as giving out proactive bill adjustments to compensate for service loss. 19 I really believe in the service of Globe. In the features of Globe, especially the UnliTxt. It’s very convenient, the UnliCalls, it’s very convenient. 235, 232, alam ko lahat ‘yan. I’m really loyal to Globe. -Che Galica/Marketing Manager Internal changes adopted include the introduction of the One Frontliner View. It is a single sign-on system for identified web tools and aims to facilitate easier tagging of transactions to minimize switching from one web tool to another in processing customer requests. The Inventory and Partner Management aims to facilitate easy retail shop sales of offers that have accessories and hardware integrated with network plans. It allows for partner management and arrangement and tracks warranties and repairs. For the rest of the year, CXP conducted free upgrades of 128K Postpaid SIM cards for consumer and corporate accounts. The go-to-market planning and execution of the upgrade was done to ensure that subscribers get the latest version of 128K SIMs with added security features and higher memory size. To complete the transformation, store personnel’s uniforms were also made to reflect the new theme. Easy to move around in, hip and multifunctional, the uniform design aims to inspire in the staff to live the brand promise and to adopt the new retail mindset. Employee programs that encourage ownership and a culture of intrapreneurship include Flagship Store employee tours. Organized store tours for Globe employees were regularly done to build and encourage a sense of pride and instill brand ambassadorship in every employee. To further promote the unique Globe Way of service, Outstanding Project Teams and Employee of Year awards were given through the 2010 Globe Way Awards. This program recognizes excellence among 20 the men and women of Globe who have consistently risen above expectations, who have gone beyond the call of duty and have shown outstanding contributions and delivered significant results. In a move to properly appreciate our loyal subscribers, Globe feted its longest-tenured customers to a night of merriment to celebrate the Lucky 0917. They are a select group of Globe customers who have been with the brand since it began in 1994, including those whose 16-year tenure with Globe has led many of them to be its most ardent advocates. Exclusive to over 1,700 pioneer subscribers, the party was held at the NBC Tent last October 6, 2010, marking another first in the telecommunications’ subscriber loyalty program. A Close Look at the Store Experience A Revolution in Telecommunications Retail Experience Globe Telecom has changed the way people shop for communication products and services, following the opening of eight new full-service stores in 2010. Located in strategic locations nationwide, the new design of the Globe Flagship and Retail Concept Stores has fully integrated the Globe brand promise of “enriching lives through ease and relevance,” delivered by combining superior customer and after-sales support with world-class shopping experience. The cutting-edge design of the Globe store features a seamless, two-section layout that allows customers to easily browse around the top-of-the-line gadgets and accessories in product displays, as well as request for after-sales support. Over the past year, Globe has opened new stores in Makati City (Greenbelt 4), Quezon City (SM City North EDSA and SM City Fairview), Las Pinas City (SM Southmall), Muntinlupa City (Alabang Town Center), Tarlac, (SM City Tarlac), Cebu City (Ayala Center Cebu), and Davao del Norte (Gaisano Grand Mall in Tagum City). Each store showcased the “blueprint for the future” concept of Globe, concentrating on a digital lifestyle that focused on the needs of the customers. All the stores featured a wide array of working mobile phones like the iPhone 4, and latest gadgets like tablets that customers can try. There were also laptops with WiFi and broadband connections for everyone to experience internet surfing services of Globe. Store specialists were also on-hand to provide consultations and business solutions to the customers. Created by award-winning Australian architectural firm Public Design Group, the cutting-edge design of the Globe store featured a seamless, two-section layout which allowed customers to easily browse around the top-of-the-line gadgets and accessories in product displays, as well as request for aftersales support. The new Globe store has three sections for customer service- Express, Full and Cashiering. The Express Service section was for fast transactions, such as modification of account information and subscription plans; while the Full Customer Service section was for more complex transactions and opening of new accounts. The Cashier section, on the other hand, was for bills payments. The Store also has a self-help area for customers who want immediate answers or who need to print a copy of their bill. Dating Globe Prepaid user ako, pero nagshift na ako sa Globe Postpaid. Sobrang daming offer ng Globe na mas nakakatulong sa katulad kong empleyado. -Cathy Araji/Employee/Federal Construction Company 21 GXI was granted by the regulators the ability to accredit and utilize 15,000 of Globe airtime sub- distributor network as outlets to service the array of financial services that it offers. In the fashion of Globe “Your Way”, GXI launched a new product: the very first fully customizable, mobile money based GCASH Card. GCASH is now used in a new SM Cinema service where customers can reserve SM Cinema tickets online, pay for the tickets using GCASH and claim SM Cinema tickets on site using the mobile phone. 22 The Globe store received numerous commendations in The Globe Way Awards held in December, including Outstanding Project Team of the Year of Business (Greenbelt 4 Store Team), and Outstanding Project Team of the Year for Corporate Support. Interconnectivity, Every Which Way With every plan that a customer may choose, Globe ensures that these plans are designed with value for money in mind. These cost-efficient solutions give a sense of freedom and mobility to subscribers without sacrificing connectivity and reliability. Products and services, all customized your way. Globe Telecom’s products are solutions in answer and in anticipation to your every communication need. The story of G-Xchange, Inc. (GXI) is no different. In the past year, GXI was granted by the regulators the ability to accredit and utilize 15,000 Globe airtime sub-distributor network as outlets to service the array of financial services that it offers. This landmark, network based, regulatory approval is a first in the changing landscape of mobile financial services. This 15,000 airtime sub-distributor network was consequently accredited by GXI and allowed it to become the platform for major initiatives for the rest of 2010. By April 2010, GXI launched its GCASH REMIT domestic remittance service on a mobile based, sub-distributor network allowing reference based, cash pick-up remittance service using mobile phones as interface between sending and recipient outlets. This service is another innovation that uses a mobile-based platform versus the traditional PC-based interface, benefiting the customers on account of a low cost and convenient delivery mechanism. GXI was also tapped by the United Nations World Food Programme for the disbursement of financial assistance to disaster affected communities in Metro Manila and Luzon via the GCASH platform. The success of this initiative was made possible through the reliability and broad access of GXI’s mobile services. In the fashion of enjoying Globe“Your Way”, GXI launched the first fully customizable, mobile money based GCASH Card. This provides GCASH customers 24-7 access to any of the 9,000 ATMs of the different ATM networks and allows subscribers more cash out points for them to “withdraw” or convert GCASH to cash. Aside from expanding cash out access for our subscribers, the GCASH Card also serves as a valid ID as the back portion carries the subscriber’s ID picture. The front of the card is highly customizable allowing the subscriber to choose from any of available templates, with the option to use their own pictures and designs. This was followed in November by the Department of Social Welfare and Development’s Conditional Cash Transfer (CCT) program where GCASH REMIT was commissioned to be a channel for disbursements for financial aid to indigent families in very remote areas. Most of these areas are at least 5 hours away from the nearest financial institution requiring several modes of travel including hiking just to reach transit points. The success of the initial CCT disbursements in the most challenging areas is a testament to GCASH REMIT’s broad coverage and has led to the awarding of several more areas for long term engagement. In November, GXI again broke new ground by enabling an industry first for the use of mobile money in cinema ticketing. GCASH is now used in a new SM Cinema service where customers can reserve SM Cinema tickets online, pay for the tickets using GCASH and claim SM Cinema tickets on site using the mobile phone. A unique “Bcode” is sent to the mobile phone after payment, requiring a customer to conveniently flash the code from the mobile phone on the “BCode” machine at the cinema entrance. Rounding up the year of GCASH trustworthiness as a product was the task given to the Philippines’ first Mobile Savings Bank, the BPI-Globe BanKO providing microfinance and banking services to customers at the base of the economic pyramid using GCASH. Since November 2008, when the MOU among Ayala Corporation, Bank of the Philippine Islands, and Globe was signed, the BPI-Globe BanKO has released as of end-2010 a total of P1.059 billion in wholesale loans and collected P608 million in deposits from more than 4,600 depositors. For GXI alone, 2010 was a year of many firsts, shaped by mobile money industry milestones benefiting millions with GCASH’s best in class platform. All of these initiatives are the levers that will propel GCASH in 2011 and the years to come. Withdraw your GCASH from Any ATM, Anytime, Anywhere! Now you can enjoy 24/7 GCASH convenience with the tool and customizable GCASH Card! Choose your own design and cash-out in style! 23 I Love Entertaining Dancing to live, to refresh my spirit, To occupy creative space, in quiet and play, Being boundless to leaping, for dreaming. I am Ollie Real Loving Globe since 2000 24 Enjoy Your Globe, Your Way It’s a statement that demands personalization, allowing freedom of choice and individual preferences. In 2010, Globe was in the middle of a heated brand war and found itself needing to differentiate its imagery from competition, one brand known for its coverage and calling circle, and another, which was the originator of the unlimited proposition. With the category declining due to increasing commoditization of offers and a growing perception of telcos as utility companies, Globe considered it imperative to transform its brand experience into one that placed the customer at the very heart of all its services and products. Market research bore out the fact that customers felt restricted by the services they used. Their usage was defined and limited by the choices they made. Postpaid users felt tied down by their plans, many of which locked them in for at least two years; prepaid users wished for the larger calling circle of other brands and so ended up owning multiple SIMs in order to stay connected to friends across networks. In response, Globe set out to make its customers feel empowered. Its inimitable tagline: Enjoy Your Globe Your Way. To its broad range of subscribers across age groups, socio-economic classes and livelihoods, Globe was determined to be the brand of choice that would make them the masters of their own fate, equipping them to successfully juggle the multiple roles each one played among family and friends. Globe would enable them to chart their successes, manage their responsibilities, and still live in the moment and suck out the marrow of life at every endeavour. The brand launched a thematic campaign that cuts across various media ranging from TV to out-of-home advertising to digital and social media executions, using popular celebrity endorsers Vice Ganda and Sarah Geronimo whose own star power crossed generational lines and appealed to all. The proposition was supported by strong product offers that allowed customers to use Globe services in any way they pleased, encouraging them to make the brand an integral part of their daily lives in easy and flexible ways. Offers ran the gamut from never-been-done-before customizable postpaid plans, aggressive all-network prepaid SMS deals that broke category restrictions and innovative rewards programs that strengthened customer relationship and loyalty. Globe Postpaid introduced its innovative personalized postpaid plans My Super Plan and My Fully Loaded Plan which both contributed significantly to the postpaid segment’s achievement of both revenue and ’Yung UnliTxt saka ‘yung SuperUnli 10, sobrang useful niya. Anytime pwede kang tumawag, pwede kang gumamit. Ok ang performance ng Globe (laughs). Ok ang ginagawa nila. Maganda ang service. - Patrick De Guzman/Employee market leadership. This allowed subscribers to customize their postpaid plans based on their choice of consumable plans, freebies, unlimited services, and handsets. Eventually unified under the banner of The All-New My Super Plan, the postpaid offer remains the first truly personalized plan launched in the market. In addition, an exclusive partnership with Apple™ which enabled Globe to launch the iPhone 4, plus a strong alliance with BlackBerry® seen in a series of aggressive marketing offers, took the game to a level that few others could match and drove growth of the postpaid subscriber base. The Company’s prepaid segment also pioneered two of the most affordable prepaid offers that elevated the game of unlimited text and call services. For only P25 a day, Globe subscribers enjoyed unlimited call and text to Globe and TM subscribers with Globe SuperUnli Call and Text. For users who needed to be connected to their friends much longer, a 7-day variant at P150 was also offered to them. For those who desired 25 constant connection to friends and family across telco networks, Globe then offered its most hard-hitting inter-network text offer, the Globe SuperAll Txt 20 which allowed subscribers to send 200 text messages to all networks for just P20 a day. The 2009 launch of the broadband brand Tattoo resulted in the achievement of more than 1 million broadband subscribers in 2010 with an increase of 50% subscriber base. As Globe continued to build its Tattoo network, improvements in customer experience also continued and were documented in technical and market testing done around the country. I surf a lot. And I use the internet for social networking, checking e-mail, looking for new places for vacation, and checking out new gadgets. For internet, I use Globe Broadband because Globe Broadband is a fast and reliable service and it works almost everywhere. - Roman Allen Umali/Sound Engineer/ Digitrax Sound Production Towards year-end, Tattoo launched its most powerful broadband stick, an all-in-one wireless modem called the Tattoo SuperStick, which provided speeds up to 3 Mbps and also enabled users to create their own WiFi hotspots with shared access for up to 5 devices or users. The Tattoo MyFi and the Tattoo Stick completed the product array. These nomadic offerings were supplemented by a product portfolio that expanded into the home broadband space, with fixed services like Tattoo DSL, Tattoo WiMAX and the powerful Tattoo Torque which gave heavy internet users the richest media experience with speeds up to 100 Mbps. Innovative call and text offers were also offered internationally by expanding presence and forging partnerships with foreign telecom 26 operators in countries with the most number of overseas filipino workers. The Company’s presence in 17 countries comes through 27 partnerships which provide international call and text services with 600 roaming partners. PowerRoam, an add-on consumable roaming plan, allows subscribers to enjoy discounted roaming rates with the Company’s partner operators in 15 countries and territories. Together with Singtel and the rest of Bridge Alliance, Globe introduced Bridge DataRoam which enabled worry-free, unlimited data roaming across the Asia Pacific for as low as US$10 a day and US$27 for 3 days. To support its thrust towards superior customer experience, Globe launched an industry first: an exclusive rewards programs for its loyal subscribers, branded My Rewards, My Globe and TM Astig Rewards. These programs allowed Globe subscribers to earn points for every load purchase they make. The points can be redeemed for a multitude of rewards which consist of Globe products and services, gift certificates, gadgets and travel miles. On top of rewards, subscribers enjoyed freebies, discounts and exclusive privileges from over 70 stores, restaurants, food outlets, hotels, gaming centers, boutiques and health, beauty and lifestyle establishments. Apart from significantly reducing churn for the mobile brands, the rewards programs empowered subscribers to design and enjoy their rewards according to their wants and needs. Enhanced offers via a partnership with the popular SM Advantage Card delivered extra value to loyal Globe Prepaid and TM users. In October 2010, Globe launched another first in the Philippines with the first permission-based mobile advertising service, tagged My Rewards, My Globe Plus. This program allowed subscribers to opt-in and get free information on the latest promos and special offers from their favorite brands. Since its launch, US$4 million worth of advertising commitments from some of the country’s biggest brands such as Unilever, HSBC and McDonald’s were already in place, while 1.7 million opted-in subscribers were reported three months after the launch. Globe also recognized the wealth of opportunities that mobile data business can bring into the revenue stream. Creating a new line up by offering exciting content, latest handsets, relevant and affordable mobile browsing plans, this was intended to cover the market's social networking base. Mobile browsing plans such as Globe Powersurf and Globe Supersurf and partnerships with handset providers Apple™, BlackBerry®, Samsung and Nokia offering the most up-to-date handsets were launched. Globe has also partnered with GetJar, an application provider, for a more entertaining mobile browsing experience with over 75,000 free apps. These products and services made Globe the category-defying brand, effectively demonstrating to customers that would make possible what others could not. Even as the campaign ran its course, Globe has endeavored to reinvent itself, designing experiences for its customers that will delight and provide them with services that give meaningful value, assuring them at every step that they made the right choice. Globe Business : Providing relevant ICT solutions with unparalleled service Globe Business is the enterprise and corporate client servicing unit of the Company that focuses on providing relevant ICT solutions with unparalleled service. It delivers a full suite of products and services to meet clients’ demands for cost-efficiency, mobility, security, IT integration and reliable connectivity. 27 We are enjoying the benefits of using Inventory Ordering System (IOS) and Globe Postpaid services. In business, we want to do things fast and on time. Meeting timelines and accuracy are important. IOS is easier and faster than manual. They can text orders at anytime of the day even when they close shop at 10pm. It also eases up our stress since now we have a smooth flow of transactions. These Globe solutions are very important because when you are in business you do multi-tasking. You do a lot of things and if you don’t have such solutions you don’t see the rest of your business, which are also important. - Tess Ngan Tian/Owner/Lots’A Pizza Effectively managing communication expenses and optimizing business investments, TxtConnect is a web-based service that allows up to five authorized users, sharing one subscription plan, to send text broadcasts from any web-connected PC in the office. TxtConnect enables enterprises to broadcast text messages to pre-registered groups such as employees and customers. It provides companies with instant, targeted and flexible communication solutions. As the leader in BlackBerry® smartphone usage, Globe Business offers data plans for BlackBerry® devices, allowing enterprise customers to stay productive while on the way to work, in a meeting, or even outside of the office. BlackBerry® gives users instant access to their emails and corporate applications, giving them greater flexibility and enabling them to respond to pressing matters right away. Tracker GPS gives businesses the ability to keep track of their mobile assets in real-time using the Global Positioning System (GPS). With Tracker GPS, enterprises are assured of increased protection for their fleet as they are able to monitor and pinpoint their exact location. Hosted Contact Center provides an end-to-end solution that offers the full features of contact center applications, with a high capacity platform and very secure infrastructure. It enables businesses to communicate more effectively with customers and meet their demands for quality service levels with low upfront investment, minimal 28 IT resource requirements and robust contact center features. Companies and large enterprises can experience a fully redundant and seamless connectivity for reduced service disruptions with IP Converge Optical Network (ICON). It is the first pure multi-service Internet Protocol Multi Protocol Label Switching (IP MPLS) network in the country, providing highly reliable and secure network connections. Globe Business also boasts of strong domestic data offerings that include the Broadband Access Service (BAX) network with 10G of bandwidth capacity. It has a secure, flexible and reliable International Data Service that connects an enterprise’s branch from the Philippines to the world, with speeds ranging from 64Kbps to 620Mbps. Its Internet Core boasts of the best and most diverse route that enables borderless communication and access to information. Globe Business’ complete portfolio can be viewed at www.globe.com.ph/business. Globe Negostar: Advancing the growth of SMEs with business innovations Globe Negostar was launched in 2010 to reach out to SMEs nationwide with the aim of helping them grow their businesses. Spearheaded by Globe Business, Globe Negostar drew entrepreneurs in Nueva Ecija, Baguio, Batangas, Pampanga, Metro Manila, Davao, Cebu, Bacolod, Laguna, Pangasinan, Globe President & CEO Ernest Cu speaks at the first Enterprise Innovation Forum. Globe Telepresence enables a life-size “in-person” meeting experience for interaction and collaboration across multiple locations around the world in real time. Cavite, Bulacan, Cagayan de Oro and Iloilo to experience the benefits of using the latest communication technologies and solutions. Globe had 17 Negostar fora last year, working like a caravan moving from one province to another. During these events, the Account Managers of Globe Business are on hand ready to listen to the pressing needs of SMEs and discuss how these can be addressed with business solutions that specifically fit their requirements. Globe Business offers Tracker GPS as an innovative security tool for entrepreneurs to monitor their vehicles in real-time using the Global Positioning System (GPS). GPS is a satellite navigation system that determines the precise location of a person or delivery of stocks. It assures protection of assets and goods as their movement can be monitored and entrepreneurs get to know the exact location of their trucks and cargo en route to their destinations. WebEye gives SMEs peace of mind as this enables them to watch and monitor their various sites anytime and anywhere. This digital security system allows businesses to view their branches through their computers or mobile phones. It even has a motion detector system, video recording and security features, and allows video conferencing. Inventory Ordering System is an easy to use end-to-end solution for supply chain management. For SMEs with multiple sites, IOS enables inventory and sales monitoring, automated invoicing, and procurement, as well as allows orders and reports via SMS or web, all in a simple web-based and selfservice set up. TxtConnect is the text broadcast service of Globe Business that could send messages up to a thousand pre-registered recipients. Businesses can use this to announce a sale and market their products and services, or provide updates and info to employees. It allows businesses to save costs on calls and it is convenient as it can be accessed anywhere because it is a web-based service. Also popular among SMEs at the Globe Negostar is the unlimited postpaid plans offer – Business Plus, the affordable unlimited Globe and TM calls package – Biz Talk, the unlimited mobile calling to Globe and TM What we want is a one-stop-shop for all our communication needs; it’s just easier and cheaper that way. In my case I appreciate how Globe provides for these. Globe Business has truly been my partner in growing Aquabest. - Carson W. Tan/President and CEO/ Aquabest 29 tack-on for landline – Biz Landline, and the Globe Broadband and Biz Laptop Bundle. These are just among the many business tools SMEs can expect to see during the Negostar fora. Inspiring SMEs to grow their businesses and achieve their dreams are successful entrepreneurs who support Globe Negostar. Among them are Cebu industrial designer Kenneth Cobonpue, restaurateur Margarita Fores, Edgar “Injap” Sia II of Mang Inasal, Paulo Tibig of Vcargo, Ricardo Cuna of Fiorgelato, Michelle Asence-Fontelera of Zen Zest, Richard Sanz of Bibingkinitan, Tess Ngan Tian of Lots ‘A Pizza and Carson Tan of Aquabest. To these entrepreneurs, communication is critical in their businesses and so they utilize the affordable, innovative and reliable solutions of Globe Business for their very own negosyo. KaGlobe Retailer Club: Engaging Retailers to Grow their Business Our Customer First policy does not only apply to our customers in mass markets, it also applies to our partners who care for our business the way we do. Globe has over 800,000 retailers of Globe SIM cards, loads and products nationwide, and growing. Trade distribution is a key area of the business that helps make Globe products and services as ubiquitous as possible. By giving value to our distributors and strengthening our partnerships, we make Globe accessible to more customers - wherever they are. Globe has over 800,000 retailers of Globe SIM cards, loads and products nationwide, and growing. 30 Engaging partners for sustainable growth For years, Globe has promoted entrepreneurship by cultivating, supporting and encouraging its territorial distributors, sub-distributors and retailers in every city, town, province and barangay nationwide. This time, to give back to its loyal retailers, Globe organized the Ka-Globe Retailer Club, the country's first loyalty program for telecom retailers. These include the sari-sari stores, groceries, canteens, bakeshops, beauty parlors, and market stalls. The program We know that through this partnership with Globe Business, we will be able to reach our customers from all over the world with more ease and convenience. This new venture is not the first time we have partnered with Globe. We are always delighted to work with them, and we look forward to a deeper and more significant relationship between our companies. -Aniceto Serrato/Plant Manager/CP Kelco Philippines entitles qualified members to freebies and discounts from top merchants in the country. The unique concept of the Ka-Globe Retailer Club is envisioned to engage its network of retailers and distributors beyond the provision of business support and profit opportunities. By helping improve their quality of life, Globe elevates its relationship with retailers as partners in success. To be a Ka-Globe Retailer Club member, an AutoloadMax (AMAX) retailer has to reach a monthly AMAX transaction volume of P5,000 within a three-month period. Members are given a membership card depending on their average transaction volume - Bronze for monthly transactions of P5,000-9,999; Silver for P10,000-19,999; Gold for P20,000 - P39,999; and Diamond for P40,000 and above. Ka-Globe Retailer Club members have unique privileges like free personal accident insurance and low medical consultancy fee, as well as discounts in boat fares, food and apparel purchases, recreational activities, and courier services. Rewards are given in coupons and loaded unto the member's SIM. To promote camaraderie and bonding, salu-salo meetings are held monthly where strategizing go a long way. Nurturing relationships through Affinity Superior products running on reliable technologies, yet unique for a special set of customers. This personalized approach makes a marked difference for Globe when dealing with its customers. One instance is taking care of its partner communities, the special interest group or organization with its own membership base which can easily be enabled with communications. These partner communities fall under four broad categories - religious groups (El Shaddai, Jesus is Lord, Couples for Christ); schools and universities (La Salle - Taft, Bacolod, Cavite; University of Sto. Tomas; Lyceum - Manila and Batangas; Silliman University; University of Cebu; Central Philippine University; Holy Name University; Misamis University; University of Makati; Notre Dame of Dadiangas University); volunteer organizations (Gawad Kalinga); and business organizations (Puregold, Net 25, Avon). Each partner community enjoys a customized Globe SIM enabling unique functions that are relevant to them. For schools and universities, for example, the Globe SIM cards are used by students to check their grades and receive news about class availability or suspension. For religious organizations, a Globe special service include sending daily texts of uplifting Bible verses and schedule of religious gatherings for members to participate in. Aside from partner communities, Globe also continues to forge and nurture tie-ups with the most respected names in Philippine retail such as SM, Puregold, Shopwise, and Ayala where Globe dominates retail space in terms of availability, sales, and merchandising of its consumer products across hundreds of sales counters in almost 100 store outlets nationwide. It has also partnered with a host of computer shops including Villman, Asianic, Accent Micro, and Silicon Valley, establishing presence for its broadband and mobile products. Globe participates in the country’s first Automated National Elections In the spirit of public service and in full support of the automated election process, Globe provided vital data center hosting (system co-location) and transmission services (35,000 VPN-enabled SIMs and 117 DSL lines) for the 2010 national elections. Mainly powered by our consistent and stable network, 80% of election data returns have been seamlessly transmitted barely 12 hours since the close of polls on May 10, 2010. Despite the long hours of waiting to cast a vote in a number of precincts, the speedy transmission of votes was a major achievement to the delight of many voters! Globe provided 51% of all SIMs used by Smartmatic-TIM/ COMELEC to transmit election data through wireless and DSL lines. About 45% of precincts that relied on a single carrier’s SIM/transmission facility were using Globe-only facilities. We are proud to be the lead carrier for the country’s first-ever automated national elections. Globe employees worked together for a seamless election. Globe recognizes the men and women who worked passionately to make this a collective success for the entire nation: Globe Business, Network Operations Center (NOC), Corporate and Regulatory Affairs, Enterprise Business Continuity Risk Management, Corporate Communications, Customer Engagement, and support teams from Information Systems Group, Digital Marketing, Logistics and Administration Support, Employee Relations and Security. Hats off as well to all Ka-Globe who called our hotline, sent messages to our textline, and did all within their civic duty to ensure peaceful and orderly elections. The successful participation of Globe in the Philippines’ first automated national elections speaks volumes about our network reliability and reach. The entire nation has looked to the professionalism, transparency and governance of Globe Telecom in safely and swiftly transmitting votes that added credibility to a clean and orderly electoral process. 31 I Love Serving I live for my customer’s delight; serving them with a smile, Doing my work as well as I can, caring like it matters, With a joyful heart, nothing is impossible. We are BJ Marasigan, Ana Tica and Tina Pedro Loving Globe since 1999. 32 Our People A healthy organization will speak of satisfied brand ambassadors who will represent the Globe values and ideals. In successfully and consistently encouraging learning, development, and realizing expectations, Globe employees are able to exceed their own service performance. General Employee Indicators Total Workforce by Employment Type and Region Region Regular Probationary Total % 3,727 182 3,909 69.0% NORTH LUZON 340 26 366 6.5% SOUTH LUZON 396 25 421 7.4% VISAYAS 619 39 658 11.6% MINDANAO 295 18 313 5.5% Grand Total 5,377 290 5,667 100.0% % 94.9% 5.1% 100% GMA Employees by Gender, Age Range and Category Gender Age Range Staff Mid Mngt Sr Mngt Total % 20-29 677 240 0 917 33.7% 30-39 690 718 51 1,459 53.6% 40-49 53 182 66 301 11.0% 50-59 3 27 14 44 1.6% 60-69 1 2 0 3 0.1% 1,424 1,169 131 2,724 100.0% Age Range Staff Mid Mngt Sr Mngt Total % 20-29 664 197 1 862 29.3% 30-39 583 807 69 1,459 49.5% 40-49 150 309 73 532 18.1% 50-59 21 39 25 85 2.9% 60-69 2 1 2 5 0.2% Male Total 1,420 1,353 170 2,943 100.0% Grand Total 2,844 2,522 301 5,667 % 50.2% 44.5% 5.3% 100.0% Female Female Total Gender Male 33 In 2010, Globe hired 1,282 new employees, the highest rate of hiring in recent years. The Company successfully conducted its first Stores job fair as part of its strategy to beef up its talent pool which will help fill manpower requirements of its 134 stores network nationwide. More than 1,400 applicants were present during the 2-day job fair. The job fair instantly sealed 224 job offers of successful applicants who will start working for Globe Stores. The event closed all 70 open positions in September and created a stores pipeline for 2010 Q4 onwards. How We Develop and Nurture our Talent Cultivating an environment with a passion for learning and constant self-development is important in Globe. Each employee is given the chance to collaborate with their managers and plan out their career development program. Regular performance reviews are conducted to check in with the employees at what level and progression their career path is moving. Ninety-one percent or 5,154 of 5,667 are Non-Collective Bargaining Unit Employees (NCBU) while 9% or 513 of 5,667 are members of the Collective Bargaining Unit. Ratio of Basic Salary of Men to Women by Employee Category Our male employees have a slightly higher basic salary compared to female employees. Ratio per Employee Level (Male) Staff Level employees Middle Management Senior Management 34 1:14 1:10 1:03 Total number of employee turnover: 572 (10.3%) By Age Group 20-29: 196 30-39: 309 40-49: 56 50-59: 9 60-69: 2 By Gender Male: 297 Female: 275 By Region GMA: 450 NLuzon: 33 SLuzon: 38 Visayas: 32 Mindanao: 19 As we nurture a strong performanceoriented culture in the organization, we also ensure a holistic approach in developing our talent by providing internal career opportunities consistent with our employees’ aspirations. In 2010, our Internal Hiring Policy empowered 283 of our employees to explore and fill vacant positions in the Company. The change in policy also strengthened communication and performance conversations between people managers and their direct reports. Benefits provided to full time employees: Healthcare Benefits Health Insurance - Group Hospitalization (In-Patient) Plan Outpatient Healthcare • Outpatient Consultations/ Diagnostics • Outpatient Medicine Reimbursement • Dental Services • Optical Services/ Subsidy • Other Outpatient Benefits: Free medical consultations at company designated clinics Other Healthcare Benefits • Maternity Pay • Work-Related Accident or Injury Security and Protection Benefits Time-Off/Leave Benefits Group Term Life Insurance Hazard Insurance (based on role) Retirement Vacation Leave Short Term Sick Leave Long Term Sick Leave Paternity Leave Maternity Leave Leave Due to Illness in the Family (Confinement) Paid Time-Off (for Non-CBU Only) Solo Parent Leave Court Subpoena Leave For CBU members: • Leave Due to Illness in the Family (NonConfinement) • Bereavement Leave • Calamity Leave • Additional Day-Off Other Benefits Company Loans Longevity Awards Handyphone Postpaid Plan Availment Car Plan/Company Car Program (for managers and executive levels) Other Cash Allowances Emergency and Non-Emergency Loans Percentage of employees covered by collective bargaining agreements: 9% or 513 of 5,667 employees are covered by collective bargaining agreements 35 Protecting Human Rights and Upholding the Labor Law The Corporate Code of Conduct is put into place not to curtail the actions of employees but to encourage them to act according to the corporate values of integrity and accountability. Globe adheres to the minimum notice period in operational changes as required, including those specified in collective agreements. Globe also observes a period of thirty (30) day notice minimum as mandated by law. Free From Child Labor Globe, aside from adhering to the principles of the Human Rights Act, also recognizes the Child Labor Law. We ensure and observe measures that protect children and there are no operational activities that pose significant and hazardous risks to children and young workers in the workplace. Key Leadership Programs Nurturing a culture of excellence requires leadership and training programs for the employees. In the year 2010, a total of 4,639 employees or about 84% of the Globe population directly benefited from the Company’s varied learning programs, with a total of 18,538 training seats delivered. This was the highest training reached in the last five years. The flagship program Learning Expo 2010 was attended by 2,283 employees who registered for 8,465 slots in various learning sessions held nationwide. Through the Globe Trainer Management Program (GTMP), we have continuously developed internal trainers and so far, 137 trainers have been recognized, further spreading the culture of mentoring, coaching and teaching across the various functions of the organization. The corporate university, Globe University, regularly runs the core and leadership programs including the functional curricula which have been developed and executed for our key talent 36 segments in Network, Product, Retail, Sales and Marketing. The major technical programs for these segments focused on our capabilities in Internet Protocol (IP), Project Management, IT Infrastructure Library (ITIL), Business Model Innovation, and Retail Consultative Selling and Customer Service which supported the launch of the Globe Flagship Stores across the Philippines. Human Resource Development Highlights Globe takes pride in ensuring that our partners- the employees, get the best retention, training and development programs. Through fostering a culture of excellence in performance and recognizing these with rewards, we are consistent in the message of Customer First; after all, employees are the organization’s internal customers. In the past year, the Human Resources Group led in tracking and monitoring productivity through decision-making and manpower rationalization, with the intent of ensuring cost-effectiveness across the organization. Globe is proud to have people who make a difference. In 2010, Talent and Career Management designed and implemented various career development initiatives for key executives and talents. • • • The Ayala Leadership Acceleration Program (LEAP) paved the way for leadership development and coaching straight from Ayala and Harvard executives. In partnership with the Harvard Business School Publishing, HR designed the Globe Emerging Leaders (GEL) program to provide executives and key talents the latest management best practice tools. Senior executives participated in Game for Global Growth (GGG), a oneyear development program for senior executives in the telco industry, which was also designed for SingTel affiliates. • Key talents and other executives went through a one week course called Regional Leadership in Action (RLA), which focuses on leadership soft skills and business acumen, designed specifically for the SingTel group. The Talent and Career Management group also launched the Company’s online Performance Management System, highlighting the Planning and Performance Evaluation (PPE) form that allows employees and their immediate supervisors to document, track, and evaluate performance throughout the year. The design and implementation of our Total Rewards and Benefits programs were enhanced to align with the performancedriven culture in Globe. The Company’s flexible benefits program called myChoice introduced more options for flexing and points conversion, enabling employees to design their benefits according to personal needs. HR also reviewed and updated the salary structure to ensure market competitiveness. Furthermore, Globe designed differentiated incentive plans anchored on group metrics and deliverables to better recognize the contribution of each employee in the attainment of corporate targets. In the past year, there was an increase in the number of managementinitiated promotions, to recognize and reward high performers. The combined strengths of Organization Development, HR Communications and Employee Programs paved the way for successful culture-building programs. In the past year, Globe has successfully launched The Globe Way, the Company’s new credo and way of life that embodies collective values and aspirations. To further experience The Globe Way, a road show called I Love Globe Caravan was done to showcase various perks and privileges exclusive to employees. To sustain and to capitalize these new core values, The Globe Way Awards was held to recognize individuals and teams whose exemplary behavior, values and achievements best demonstrated The Globe Way. The Employee Satisfaction Survey gathers indicators that drive employee engagement in Globe, and results showed that we are still above the baseline score. Coming Together in the Spirit of Volunteerism While our people keep up with the rapid pace of their daily endeavors in the Company, we take pride in our collective and relentless efforts to be of service not only to the customer but to the larger society and community. In 2010, Globe employees devoted a total of 7,818 hours to take part in various outreach and volunteer activities that included building homes and schools, teaching out-of-school youths, reforestation and cleanup initiatives, and other sociallyrelevant programs in partnership with our corporate social responsibility program, Globe BridgeCom. Employee Engagement In April 2010, we conducted an ESAT survey as a measure of employee engagement. The Employee Satisfaction Index (ESI) increased from 68.58 in September 2009 to 69.12 in April 2010. The response rate has been consistently better from 78.11% in the first run to 87.29% this year. 37 True to the principle of work-life balance, Globe supports employees with special interests, such as the Globe Adventure Club (mountaineering), Voices@Work (Globe Chorale), Click Camera Club (Photography enthusiasts), Globe Runners Club, and Globe Bowling Club. The Company also organized employee activities that catered to both employees and their family members. These include the Halloween Trick or Treat and the very successful yearend Christmas Party at the PhilSports Arena. Sportsmanship and excellence are key values which Globe inculcates in employee activities. These are clearly evident in the Globe Champions Team program, which brings together employee athletes who officially represent the company in national and inter-company sporting tournaments and competitions like the JZA Cup and IRONMAN Triathlon. Globe also organizes employee sportsfests and tournaments in Basketball, Bowling, Badminton, Volleyball, and Golf for the general employee population. Compensation and Benefits Services group took the lead in delivering reliable and customer-focused services in an eco-friendly way by introducing paperless transactions. In 2010, rewards and promotions letters were sent to employees electronically via PeopleSoft. The strong partnership of Labor Relations Group and The Globe Telecom Employee Union (GTEU) resulted in the fast negotiation and resolution of the Collective Bargaining Agreement that will be enforced over the next five years. This was the first time that a CBA in Globe was finalized only after six meetings. Keeping our Employees Safe Globe puts a premium on the health and safety of our employees. In the past year, several wellness programs were initiated by the Safety, Health and Environment Department. 38 By providing opportunities to lead a healthier lifestyle through wellness programs, Globe employees have better choices and can take better control of their health and wellbeing. Globe has introduced monthly wellness days and nutrition clubs in the corporate offices. In addition to the vaccination program that provides access to more affordable vaccines, annual immunization fairs are conducted nationwide. Other vaccines are made available monthly as well, advocating and educating employees on disease management and prevention. Program Participation Flu Immunization 4,126 employees and 3,926 dependents Health Screening (cholesterol, FBS, Hepa B and Bone screening) 1,213 employees Adult Vaccination (Vaccines covering Cervical Cancer, Hepatitis A/ B, Typhoid, Chicken Pox, MMR, and Meningococcemia) 405 employees Fitness Club Membership 607 employees Lunch Forum on Wellness 632 employees Blood Drive 310 employee donors Accident Summary Reporting In 2010, there were 117 accidents reported but there were no reported disabling injuries or deaths arising from these. The Company submits a quarterly accident summary report to the Department of Labor and Employment – Bureau of Working Conditions in compliance with Rule 1050 – Notification and Keeping of Records of Accidents and/or Illness of the Philippine Occupational Safety and Health Standards. Occupational Safety and Health Emergency Preparedness and Response: Disaster Management. Disaster management took on a new level as planning and testing at Globe Priority Sites evolved to cover more threats. Aside from the fire drill regularly conducted in 36 Ultra A sites, the team also conducted the Site Disaster Plan (SDP) Testing in 2010. An SDP is a documented process on how a Telco Site or Facility prepares and responds to any threat or risk that may eventually lead to an emergency or disaster. An SDP will help ensure Business Continuity despite the occurrence of a catastrophic event. A Site Disaster Plan consists of threat-specific procedures or OPLAN : OPLAN no. 1 – EARTHQUAKE OPLAN no. 2 – FLOODING / TYPHOON OPLAN no. 3 – PANDEMIC / EPIDEMIC OPLAN no. 4 – FIRE OPLAN no. 5 – TERRORISM / BOMBING OPLAN no. 6 – NETWORK FAILURE OPLAN no. 7 – SUPPORT FACILITIES FAILURE ( POWER ) OPLAN no. 8 – SUPPORT FACILITIES FAILURE ( HVAC ) The SDP Test simulates a scenario to assess how the site’s Emergency Response Team (ERT) will respond. The team will be able to identify and evaluate the Site Administrators and the ERT Leaders according to the following criteria: a. Able to manage risks/threats that may lead to disasters b. Able to manage the actual emergency c. Establish among themselves different approaches in an emergency d. Identify their respective functions and obligations during emergency e. Distinguish the effects of the emergency f. Able to respond and ensure business continuity g. Cascade the procedure to other businesses on site h. Frequently test or update their SDP The test has four levels: a. REDUCTION (Prevention and Mitigation) b. RESPONSE (Preparedness & Response) c. RECOVERY & RESUMPTION (Temporary Operations and Business Continuity) d. RESTORATION & RETURN (Business-AsUsual) Fire Emergency Preparedness and Site Response Plan The Safety team also developed the Fire Emergency Preparedness and Site Response Plan of 31 Ultra A sites. This plan aims to document the procedures on a per site basis. Aside from complementing the SDP, this plan also includes means of communications and cascading procedures. Telephone Numbers of the ERT members are listed and this includes Immediate Superiors, LGUs, support groups, and other emergency numbers. The team supports Globe events by providing personnel and logistics to ensure safety in the area and to manage emergencies. 39 Our Board 40 Jaime Augusto Zobel de Ayala Gerardo C. Ablaza, Jr. Mr. Zobel, 51, Filipino, has served as Chairman of the Board since 1997 and a Director since 1989. He serves as Chairman of the Board of Directors and Chief Executive Officer of Ayala Corporation; Chairman of the Board of Directors of Bank of the Philippine Islands and Integrated Micro-Electronics, Inc.; Vice Chairman of Ayala Land, Inc. and Manila Water Co., Inc.; Co-Vice Chairman of Mermac, Inc., and the Ayala Foundation; Director of BPI PHILAM Life Assurance Corp., Alabang Commercial Corporation, Ayala International Pte Ltd., and Ayala Hotels, Inc.; Member of the Mitsubishi Corporation International Advisory Committee, JP Morgan International Council, and Toshiba International Advisory Group; Chairman of Harvard Business School Asia-Pacific Advisory Board, Member of Harvard University Asia Center Advisory Committee, Member of the Board of Trustees of the Eisenhower Fellowships, the Singapore Management University and Asian Institute of Management; Member of the Asia Business Council, The Asia Society, the International Business Council of the World Economic Forum; Chairman of the World Wildlife Fund Philippine Advisory Council, Vice Chairman of Asia Society Philippines Foundation, Inc., Co-Vice Chair of the Makati Business Club, Asia Society Philippines Foundation, Inc., and Member of the Board of Trustees of the Children’s Hour Philippines, Inc. He was also a TOYM (Ten Outstanding Young Men) Awardee in 1999 and was named Management Man of the Year in 2006 by the Management Association of the Philippines. He was also recognized as the Emerging Markets CEO of the Year (1998); Harvard Business School Alumni Achievement Awardee (2007); Presidential Medal of Merit (2009); and Outstanding Manilan (2009). Mr. Ablaza, 57, Filipino, has served as Director since 1998. Mr. Ablaza is a Senior Managing Director of Ayala Corporation and a member of the Ayala Group Management Committee, a post he has held since 1998. He is a Director of Bank of the Philippine Islands, BPI Family Savings Bank, BPI Card Finance Corporation, Azalea International Venture Partners Limited, Asiacom Philippines, Inc., Manila Water Company, LiveIT Investment Ltd., BPI Globe BanKO Inc. and Ayala Foundation Inc. Mr. Ablaza is currently President and Chief Executive Officer of Manila Water Company, Inc. Prior to this position, he served as Chief Executive Officer of AC Capital with directorship positions in Azalea Technology Investments, Inc. HRMall Holdings Limited, Integreon, Inc., Affinity Express Holdings Limited, NewBridge International Investments Ltd., Stream Global Services., RETC Renewable Energy Test Center., ACST Business Holdings, Inc. AG Holdings Limited (HK), Ayala Automotive Holdings Corporation, Ayala Aviation Corporation, Michigan Power, Inc., MPM Noodles Corporation, Northern Waterworks and Rivers of Cebu Inc, Purefoods International Investment Limited. He was President and Chief Executive Officer of Globe Telecom, Inc. from 1998 to April 2009. Mr. Ablaza was previously Vice-President and Country Business Manager for the Philippines and Guam of Citibank, N.A. for its global consumer banking business. Prior to this position, he was Vice-President for consumer banking of Citibank, N.A. Singapore. Attendant to his last position in Citibank, N.A., he was the bank’s representative to the Board of Directors of City Trust Banking Corporation and its various subsidiaries. Mr. Ablaza graduated summa cum laude from De La Salle University in 1974 with an AB degree major in Mathematics (Honors Program). He was the first Filipino to win CNBC’s Asia Business Leader of the Year in 2004, and was also awarded by Telecom Asia as the Best Asian Telecom CEO in the same year. Hui Weng Cheong Mr. Hui, 56, Singaporean, was appointed as Director on 8 October 2010. Mr Hui has over 30 years of experience with the Singapore Telecom Group and has held various management roles in various positions. Starting out his career as an Engineer, he spent 10 years in the Teleview Division, moving from system development to managing the Planning and Support Department. In 1995, he was posted to Thailand as the Managing Director of Shinawatra Paging, before returning to Singapore in 1999 to take on the role of VP (Consumer Products) to manage the product development of all new mobile, paging, internet, broadband and telephone business. He also held the post of COO with SingTel Group’s Thai associate, Advanced Info Service, and was responsible for sales and marketing, network operations, IT solutions, and customer and services management. He is currently the SingTel CEO International since 1 December 2010. Mr. Hui graduated with First Class Honors in Electrical Engineering from the National University of Singapore in 1980, and obtained his Master of Business Administration from the International Business Education and Research Program at the University of Southern California, USA in 1992. Romeo L. Bernardo Mr. Bernardo, 56, Filipino, has served as Director since 2001. He is Managing Director of Lazaro Bernardo Tiu and Associates (LBT), a boutique financial advisory firm based in Manila. He is also GlobalSource economist in the Philippines. He does World Bank and Asian Development Bank-funded policy advisory work, Chairman of ALFM Family of Funds and Philippine Stock Index Fund. He is likewise a Director of several companies and organizations including Aboitiz Power, BPI, RFM Corporation, Philippine Investment Management, Inc. (PHINMA), Philippine Institute for Development Studies (PIDS), BPI-Philam Life Assurance Corporation (formerly known as Ayala Life Assurance, Inc.), National Reinsurance Corporation of the Philippines and Institute for Development and Econometric Analysis. He previously served as Undersecretary of Finance and as Alternate Executive Director of the Asian Development Bank. He was an Advisor of the World Bank and the IMF (Washington D.C.), and served as Deputy Chief of the Philippine Delegation to the GATT (WTO), Geneva. He was formerly President of the Philippine Economics Society; Chairman of the Federation of ASEAN Economic Societies and a Faculty Member (Finance) of the University of the Philippines. Mr. Bernardo holds a degree in Bachelor of Science in Business Economics from the University of the Philippines (magna cum laude) and a Masters degree in Development Economics at Williams College (top of the class) from Williams College in Williamstown, Massachusetts. Ernest L. Cu Mr. Cu, 50, Filipino, is currently the President and Chief Executive Officer of Globe Telecom. Mr. Cu has served as Director since 2009. He joined the Company on 1 October 2008 as Deputy CEO. He brings with him over two decades of general management and business development experience spanning multi-country operations. Prior to joining Globe, he was the President and Chief Executive Officer of SPI Technologies, Inc. Mr. Cu was the recipient of the Ernst & Young ICT Entrepreneur of the Year award in 2003, and was recently adjudged Best CEO by Finance Asia. He was also conferred the International Association of Business Communicators’ (IABC) CEO EXCEL award for communication excellence in telecoms and IT, and was voted as one of the Most Trusted Filipinos in a poll conducted by Reader’s Digest. Mr. Cu earned his Bachelor of Science in Industrial Management Engineering from De La Salle University in Manila, and his MBA from the J.L. Kellogg Graduate School of Management, Northwestern University. 41 Our Board Roberto F. de Ocampo Dr. de Ocampo, 65, Filipino, has served as Director since 2003. He is currently the President of Philam Asset Management, Inc. Funds, and the Chairman of DFNN International, Asian Aerospace, Inc., Eastbay Resorts,Inc., Stradcom Corporation and Stradcom International Holdings, Inc., Tollways Association of the Philippines, MoneyTree Publishing Corporation and Centennial Asia Advisors Pte. Ltd. He also serves as Vice Chairman of Seaboard Eastern Insurance Company, Tranzen Group. Mr. de Ocampo is also a member of the Board of Directors of several companies including – PHINMA Corporation, Benlife-PNB Insurance, Thunderbird Resorts, AB Capital and Investment Corporation, Alaska Milk, Bankard, EEI Corporation, House of Investments, Rizal Commercial Banking Corporation, Robinsons Land Corporation, Salcon Power and United Overseas Bank. He is also on the Board of Advisers of ARGOSY Fund, Inc., NAVIS Capital Partners and AES Corporation (Philippines) and is a member of the Board of Trustees of Asian Institute of Management and Angeles University Foundation. His other significant positions in civic organizations include being the Founding Director of the Centennial Group Policy & Strategic Advisors (Washington, DC) and The Emerging Markets Forum. He is currently an Advisory Board member of a number of important global institutions including The Conference Board, the Trilateral Commission, and the BOAO Forum for Asia. He currently serves as Chairman of the RFO Center for Public Finance and Regional Economic Cooperation (an ADB Regional Knowledge Hub), Public Finance Institute of the Philippines and the British Alumni Association. He was a former Secretary of Finance of the Republic of the Philippines; Former Chairman and Chief Executive Officer of the Development Bank of the Philippines; Recipient of Global Finance Minister of the Year, Asian Finance Minister of the 42 Year, Philippine Legion of Honor, Chevalier of the Legion of Honor of France, ADFIAP Man of the Year, Ten Outstanding Young Men Award (TOYM), several Who’s Who Awards, and the 2006 Asian HRD Award for Outstanding Contribution to Society. Dr. de Ocampo graduated from De La Salle College and Ateneo de Manila University in Manila, received an MBA from the University of Michigan, holds a postgraduate diploma from the London School of Economics, and has four doctorate degrees (Honoris Causa). Koh Kah Sek Ms. Koh, Malaysian, 39, has served as Director since 2006. She is currently the Group Treasurer of SingTel. She joined SingTel in March 2005 as Group Financial Controller. Prior to joining SingTel, she was with Far East Organisation – Yeo Hiap Seng Limited as Vice President (Finance) responsible for the financial functions of the Singapore and US operations. Prior to joining Far East Organisation, she had spent a number of years in PricewaterhouseCoopers and Goldman Sachs. Delfin L. Lazaro Mr. Lazaro, 64, Filipino, has served as Director since January 1997. He is a member of the Management Committee of Ayala Corporation. His other significant positions include: Chairman of Philwater Holdings Company, Inc., Atlas Fertilizer & Chemicals Inc., Chairman and President of Michigan Power, Inc., and A.C.S.T. Business Holdings, Inc.; Chairman of Azalea Intl. Venture Partners, Ltd.; Director of Ayala Land, Inc., Integrated Micro-Electronics, Inc., Manila Water Co., Inc., Ayala DBS Holdings, Inc., AYC Holdings, Ltd., Ayala International Holdings, Ltd., Bestfull Holdings Limited, AG Holdings, AI North America, Inc., Probe Productions, Inc. and Empire Insurance Company; and Trustee of Insular Life Assurance Co., Ltd. He was named Management Man of the Year 1999 by the Management Association of the Philippines for his contribution to the conceptualization and implementation of the Philippine Energy Development Plan and to the passage of the law creating the Department of Energy. He was also cited for stabilizing the power situation that helped the country achieve successively high growth levels up to the Asian crisis in 1997. Xavier P. Loinaz Mr. Loinaz, 67, Filipino, has served as Independent Director since 2009. He was formerly the President of the Bank of the Philippine Islands (BPI). He currently holds the following positions: Independent Director of BPI, BPI Capital Corporation, BPI Direct Savings Bank, Inc., BPI/MS Insurance Corporation, BPI Family Savings Bank, Inc. and Ayala Corporation; Member of the Board of Trustees of BPI Foundation, Inc. and E. Zobel Foundation; and Chairman of the Board of Directors of Alay Kapwa Kilusan Pangkalusugan. Guillermo D. Luchangco Inc; Chairman of ICCP Venture Partners, Inc., and Director of Phinma Corporation, Phinma Property Holdings Corp., Roxas & Co., Inc., Ionics, Inc., Ionics EMS, Inc., and Science Park of the Philippines, Inc. Fernando Zobel de Ayala Mr. Zobel, 50, Filipino, has served as Director since 1995. He is currently the Vice Chairman, President and Chief Operating Officer of Ayala Corporation. His other significant positions include: Chairman of Ayala Land, Inc., Manila Water Company, Inc., Ayala DBS Holdings, Inc. and Alabang Commercial Corporation; Vice Chairman of Azalea Technology Investments, Inc., Co-Vice Chairman of Ayala Foundation, Inc. and Mermac, Inc.; Director of Bank of the Philippine Islands, Integrated Micro-Electronics, Inc., Asiacom Philippines, Inc., Ayala Hotels, Inc., AC International Finance Limited, Ayala International Pte, Ltd.; Member of the Asia Society, World Economic Forum, INSEAD East Asia Council, and the World Presidents’ Organization; Director of the Board of Habitat for Humanity International and Chairman of the Habitat for Humanity’s Asia-Pacific Steering Committee. He is also trustee of the International Council of Shopping Centers; Member of the Board of Directors of Caritas Manila, Kapit Bisig para sa Ilog Pasig Advisory Board, Pilipinas Shell Corporation and Pilipinas Shell Foundation. Mr. Luchangco, 71, Filipino, has served as Independent Director since 2001. He is also Chairman and Chief Executive Officer of various companies of the ICCP Group, including Investment & Capital Corporation of the Philippines, Cebu Light Industrial Park, Inc., Pueblo de Oro Development Corp., Regatta Properties, Inc, and RFM-Science Park of the Philippines, Inc.; Chairman and President of Beacon Property Ventures, Inc. and Manila Exposition Complex, 43 Our Key Officers Alberto M. de Larrazabal Chief Financial Officer and Treasurer Gil B. Genio Head – Business Customer Facing Unit and President – Innove Communications, Inc. Rodell A. Garcia Head – Technical Transformation 44 Rebecca V. Eclipse Head – Office of Strategy Management Renato M. Jiao Head – Human Resources Greg L. Romero Head – Information Systems Group Ferdinand M. dela Cruz Head – Consumer Sales and After Sales 45 Our Key Officers Marisalve Ciocson-Co Compliance Officer and Assistant Corporate Secretary Vicente Froilan M. Castelo OIC – Corporate and Legal Services Group (formerly Corporate & Regulatory Affairs Group) 46 Carmencita T. Orlina Head – Consumer Marketing Solomon M. Hermosura Corporate Secretary Our Key Consultants and Internal Audit Lee Han Kheng Chief Operating Adviser Peter Bithos Advisor for the Consumer Customer Facing Unit Rodolfo A. Salalima Chief Legal Counsel and Senior Advisor Robert Tan Chief Technical Adviser Catherine Hufana-Ang Head-Internal Audit 47 I Love Learning Feeding my curiosity and understanding new things, Discovering exciting ideas that inspire, Rejoicing at new knowledge found. I am Cheche Hinlo Loving Globe since 1999 48 Sustainability & Corporate Social Responsibility How We Care and Serve Globe is aware that our actions have far-reaching consequences and this has pushed us to continuously integrate sustainability in our strategy and in the daily operations of our business. The following are our approaches and commitments on sustainability issues. Management Approaches, Commitments and Progress Management Approach By managing long term sustainability of our business and the industry with integrity and the (DMA – Economic highest ethical standards, and Product we fulfill our economic Responsibility) responsibility to our stakeholders. Contributing to the Nation’s Growth Commitments Implement innovative and effective management structures and methods. Strive to ensure low cost, high efficiency business operations. To expand our network coverage and infrastructure and provide access to as many people as possible. Engage in effective management and risk controls. Grow our business in a way that adds value and takes advantage of our key strengths as a business. Develop a diverse set of products and services that satisfy our customers needs. Create new opportunities, continuously improve our capabilities and lead our industry. Our Progress Globe reported service revenues in 2010 at P62.6 billion. We stepped up our unlimited and bucket service offers and broke down inter-network barriers through the SuperUnli and SuperAllTxt variants making communications more affordable for Filipinos. Increased opportunities for microenterprises to be technology enabled through our Globe Negostar program. As of end 2010, there were 11,660 base stations in the country. Improve our existing business continuity capability by conducting a full review of the program and aligned our guidelines with British Standards (BS) 25999 and by giving emphasis on emergency response, recovery from natural calamities and overall crisis management. Established new channels to elicit customer feedback through social media and crowdsourcing initiatives. 49 Management Approach Developing our People, Enriching Lives By nurturing our people, providing an inclusive working environment and investing on training and people development, we drive a strong, performance-driven workforce and create a culture of meritocracy that will help us steer our business aspirations. (DMA-Labor and Human Rights) Commitments Encourage employee diversity as each employee brings his or her unique skill set and work experience to enable business success. Ensure equal employment opportunities by creating a work environment free of discrimination or harassment on the basis of race, color, religion, gender, national origin, disability or age. Recruit and retain employees based on merit and their ability to perform the specific job functions. Sustaining our Environment (DMAEnvironment) By promoting efficient and effective environmental protection initiatives, we contribute to preserve our planet and the future of young people. People strategy is centered on empowering, engaging, and constantly energizing talents. In 2010, Globe hired 1,282 new employees. Provided leadership and competency development initiatives across all levels. During the recruitment process, we ensure that recruitment advertisements placed in newspapers and internet websites are non-discriminatory and publicly accessible. Employee volunteerism nationwide and provided opportunities to all employees to pursue other interests like sports activities and other employee engagement programs. Closely manage waste disposal and reuse, building an environmentally friendly company. Developed programs that reduce energy across our organization. Continue to study and apply sustainable strategies in our network and properties - one that reduces energy use and helps us lower our emissions. Promoted paperless billing for our postpaid subscribers. Promote recycling and reuse. Increased bins for our cellphone take back program. Continue to raise public awareness of environmental issues and encourage public participation in environmental activities. Initiated the annual Globe Cordillera Challenge as a signature environment activity that engages employees to participate actively in reforestation. In 2010, we made milestones that define our key leadership areas in Corporate Social Responsibility (CSR) and sustainability while making considerable contributions to solving key social problems, especially in areas where we operate. 50 Our Progress Continued to monitor our carbon emissions. Lead-acid batteries recycling was done throughout our operations. Solid waste management is present in our major offices. With these social challenges, Globe is utilizing the broad potential that modern Information and Communications Technology (ICT) offers and facing up to current challenges in Philippine society. It provides access to educational opportunities, ICT- Building Communities, Bridging Communities (DMA-Society) Management Approach By harnessing our technologies, competencies, and by providing access to communications, we passionately contribute to initiatives that help uplift the overall well-being of society. Commitments Contribute to the overall advancement of society and culture. Utilize our technologies in developing products and services that uplift the poor. Our Progress Globe Bridging Communities – our flagship corporate social responsibility program strengthened its focus on utilizing the Company’s core competencies on information technology to enable social programs. Remained committed to providing internet connectivity to public high schools as well as utilized mobile technologies for delivery of educational materials. Instituted the Global Filipino Teachers program to build the capabilities of public high school teachers to deliver lessons through technology and project-based learning. Utilized our GCASH platform to support the UN World Food Programme’s Cash-for-Work program. Engaged with more than 50 organizations so programs can impact more people. enabled microenterprises, environmental sustainability and climate change adaptation. Moving forward, Globe is committed to focus on ICT as an enabler for social services delivery. Likewise, we engaged with government agencies to shape public policy on issues that shape public interest specifically in the telecommunications industry. We particularly participated on initiatives regarding consumer protection including combating spam text messages as well as anti-hacking and antichild pornography (in the internet). We have also partnered with the local government in crafting priority programs for the expansion of internet connectivity especially in remote areas. A major public-private partnership in 2010 is our participation in the first-ever automated elections in the Philippines which shaped the inclusion of technology and increased public participation in the exercise of suffrage in the country. To further our dialogue with stakeholder groups, we continue to be a member of a number of organizations and corporate social responsibility initiatives such as the American Chamber of Commerce, Canadian Chamber of Commerce, European Chamber of Commerce in the Philippine, GSM Association, International Association of Business Communicators Philippines, Public Relations Society of the Philippines, International Telecommunications Union, League of Corporate Foundations and the Philippine Electronics and Telecommunications Federation. As a major contributor to the Philippine economy, we have made important financial and operational gains in 2010 despite the challenging economic environment. Globe Telecom is a major contributor to the Philippine economy. 51 Economic Value Generated and Distributed In Million Pesos 2010 Inflows Revenues* 65,548 Total Comprehensive Income 9,638 Distributions Suppliers / contractors** 24,635 Employees ( salaries & benefits) 5,089 Government (taxes & licenses paid) 12,108 Stockholders (dividends) 10,638 Charitable contributions 33 Total Distributions 52,503 Investments Equity Investments 0 Capex 19,467 Total Investments 19,467 * ** Includes service and non-service revenues Please see financial statements for details. This includes cost of sales, general, selling & administrative expenses but excludes those items already separately disclosed herein (eg staff costs, taxes, and charitable contributions). Social Commitments Accomplishments Leadership in ICT for Education Completed the loop of ICT for public education by instituting connectivity (Internet-In-Schools Program), capacity building (Global Filipino Teachers) and sustainability and replicability (Global Filipino Schools). Environmental Sustainability Institutionalized an integrated program on the environment called Globe Goes Green and spearheaded an annual environment signature event called the Globe Cordillera Challenge. Enterprise Development Extended assistance to 15 cooperatives and people’s organizations to strengthen and expand livelihood of marginalized families. ICT for Social Services Delivery Successfully launched ICT-enabled social services such as the conditional cash transfer via mobile with the UN World Food Programme’s Cash-for-Work, 3G-powered information educational materials delivery for Text2Teach and community engagement on environmental protection and reporting via SMS with Greenline. Engaging Stakeholders on Sustainability Year-round, we continue to initiate stakeholder engagement activities to show us where we need to intensify our commitment and how we can further improve our products, processes and performance. These result to a better understanding of the issues we face and are confident that this report includes some concerns and areas of interest to our stakeholders. We will continue to improve our engagement strategies to be relevant to our business strategy. The table below describes our regular engagements with major types of stakeholders: 52 Management Approach Commitments Our Progress Customers Customer service center Customer satisfaction survey Customer complaint management Providing high quality, innovative products and services to meet the needs of our customers Shareholders and Investors Annual Financial Report Annual Stockholders Meeting Quarterly Media and Analysts Briefings Investor Road Shows Stable and sustainable investment returns Transparent, open, and fair disclosure systems Sound management and corporate governance approaches Employees Employee Satisfaction Survey Employee representation in various committees Meetings Employee Relations programs Collective Bargaining Agreement with Union Members Provide equal employment and career development opportunities Recognize and work on employee health issues and create a safe working environment Government Authorities and Regulators Regular communication Representation in Congressional and Committee meetings Membership in critical public service organizations Comply with relevant laws and regulations Access to communication for Filipinos Provide public service during disasters Value Chain Partners Contract bidding and procurement Supplier assessment and management Meeting with suppliers Training for value chain partners Work with value chain partners to meet the needs of our customers Contract fulfillment Transparency Mutually beneficial growth Industry Peers Industry discussion forums Representation in various industry associations Promote industry conferences Build a fair competitive environment Promote sustained industry development Communities where we operate Nationwide community consultations Community Investment activities Letters and calls Proactive company engagement with communities Access to communications Actively engage in community initiatives Protect the environment Support delivery of social services 53 Corporate Social Responsibility and Sustainability Management Exercising responsibility and sustainability are integral parts of our corporate culture in Globe. Globe believes that corporate responsibility and sustainability support its vision of becoming a market leader in communications services in the Philippines. Our entire organization is conscious that social responsibility is an intrinsic part of our business activities and helps build a meaningful connection with our stakeholders. It is part and parcel of our product and service development, the infrastructure and networks that we operate, our workforce and our relationships with our suppliers. CSR and sustainability management in Globe is designed, developed, managed, monitored and reported by the Corporate Social Responsibility Department. It coordinates and manages the implementation of CSR and sustainability strategy in day-to-day business operations. Reporting under Corporate Communications Divison, the CSR department is situated at the highest level in the CEO’s area of responsibility. The CSR department is supported by the Globe CSR and Sustainability Council - a cross-functional task force that ensures the strategic management and the operational implementation of CSR and sustainability in the company. Members of the council include representatives of the most important CSR-relevant functions in the business: Corporate Communications, Human Resources, Procurement, Regulatory Affairs and the Safety, Health and Environment Departments. The Globe CSR and Sustainability Council convene at least four times a year. The CSR Department and the CSR and Sustainability Council prepare and publish the annual CSR and Sustainability Report following the Global Reporting Initiative (GRI) standard. It 54 has published two independent annual reports in 2008 and 2009 and has integrated the GRI report in its Integrated Annual and Sustainability Report beginning 2010. Leadership in Information and Communications Technology for Education Globe makes full use of technology and innovation central to our business to help raise the bar of the Philippines’ educational system. Globe has been steadfastly building up its capacity to serve every Filipino’s ICT aspirations with network investments. Through international submarine cable systems, existing network enhancements and our roll out of the WiMAX service, we bring technology closer to underserved areas by telecommunications. Globe BridgeCom has consistently led the use of technology for education to bring ICT to the grassroots of our society. Short for Globe Bridging Communities, the program also provided grassroots and community entrepreneurs to learn more about how technology can enable community businesses as well as provided support to the national government in delivering social services in inexpensive, fast and meaningful means. Preparing Globally Competitive Young Filipinos The primary CSR advocacy of Globe is the integration of information and communications technology for education. Globe would like to enable as many students, teachers, school heads, and other education stakeholders in the public school system to have access to ICT, regardless of where they live, their age, level of competency or presence of disabilities. ICT integration in the public education system is an important and necessary step toward equal opportunities. By rapidly providing internet connectivity, Globe enables the latest e-learning tools to be used in school, making it possible to design efficient and forward-looking working and learning processes. The broadband connections also enable data-intensive teaching materials such as audio and video files to be used in lessons. The use of services ranging from basic SMS to the latest connectivity platforms like WiMAX to deliver ICT education sets Globe apart as there is no other company and no other CSR program in the Philippines that rivals the use of technology-based programs. At the end of 2010, Globe has connected 2,012 public schools, the most number of internet installations set up by any telecommunications company in the Philippines. Of the total, 1,954 are public high schools while 58 are public elementary schools, evidently showing the Company’s significant contribution in bringing technology to the educational system. The Globe ISP program is conducted in partnership with the Department of Education internet Connectivity Project, Gearing Up Internet Literacy and Access for Students (GILAS) consortium and USAID-Growth with Equity in Mindanao’s Computer Literacy and Internet Connection (CLIC) project. The program exposes students to a wealth of information and allows them to develop superior math, science and language skills through various multimedialearning tools. The internet has proven to be a useful tool for the schools, as a resounding majority of teachers in Globe-connected schools registered improvements in students’ performance and interest in taking ICT-related courses in college. For instance, drop out rates in Consolacion National High School in Consolacion, Cebu decreased due to the presence of internet learning. Web-based activities also helped Consolacion teachers lighten up their load since they have to teach five classes daily with an average of 70 students per class. Aside from popular broadband services DSL and WiFi, Globe also deploys WiMAX, in select public and secondary schools. WiMAX is a next-generation fixed wireless broadband technology that Globe launched last year to provide Filipino consumers with an affordable and reliable at-home internet service in areas not covered by traditional wired internet solutions, with speeds much faster than many other athome broadband services. Through WiMAX’s larger coverage and higher bandwidth performance, internet connectivity became available even in remote rural areas. Working together with the DICP, the Globe ISP has provided millions of Filipino students and teachers the confidence in using digital media as a key skill that enables participation in the information and knowledge society. Complementing connectivity for public schools, Globe also provides free internet connectivity to learning centers such as the Filipinas Heritage Library – one of the country’s leading repository of Filipiniana references which benefit students and professionals doing research on Philippine history and culture. 55 Global Filipino Teachers GFT is a holistic teacher enhancement program that focuses on ICT-enabled learning processes. It is implemented by Globe BridgeCom in cooperation with Cebu-based Coalition for Better Education (CBE) and the Department of Education. It has been noted that traditional teaching methods are no longer enough and teachers are encouraged to adapt to the ICT learning environment to promote creativity and produce efficient learners and problem solvers. A survey among Globe internetconnected schools in 2008 showed that students know more about computers and ICT in general than their teachers. The survey also showed that teachers were not fully utilizing the potentials of the internet and ICT for classroom instructions, thereby, providing a lot of room for improvement in the use of ICT for classroom instruction. More than just providing public schools with free internet connectivity, Globe takes responsibility to equip the schools with the necessary and relevant skills that would allow both students and teachers to harness the powers of ICT. Globe expects to provide teachers with essential skills to fully integrate ICT with classroom instructions and improve students‘ participation in class by introducing interactive learning activities. Teachers who applied new ICT-based teaching skills were amazed at how fast the working students were able to catch up with their lessons. The internet transformed their classroom into a collaborative learning experience. The inspiration for the conduct of GFT came at the heels of the successful implementation of Globe BridgeCom’s Internet-In-Schools Program (ISP). GFT involves ICT Skills Assessment, Teacher Enhancement Program and an evaluation system for monitoring the classroom programs that the teacherparticipant implements. 56 GFT-trained teachers are now present in Luzon, Visayas and Mindanao. From the initial 97 teachers who finished the training from the first batch, there are now 247 GFT-trained teachers across the country. In 2010, GFT was expanded to cover Luzon (Metro Manila, Cavite, Batangas, Oriental Mindoro), Western Visayas (Negros Occidental, Iloilo, Aklan, Antique, Capiz), Eastern Visayas (Leyte, Samar, Northern Samar) and for the first time, elementary school teachers from Cagayan De Oro City in Mindanao were also trained under GFT. GFT's success has rippled, fostering more interest in ICT integration among teachers. GFT graduates are already helping other educators harness ICT in classroom instruction. From conducting seminars in their departments and schools to developing new modules for their colleagues to learn from, GFT-trained teachers are focused in letting fellow educators enjoy the benefits of the digital age to the fullest. Global Filipino Schools In December 2010, Globe launched a culminating CSR program in the field of ICT for education called Global Filipino Schools or GFS. Following the successful deployments of Text2Teach, the Globe Internet-In-Schools Program, and the Global Filipino Teachers initiative, Globe wants to further raise, via GFS, the ICT maturity of various public schools so that they can become their own community expert in ICT. The GFS program is an ICT competencybuilding initiative that utilizes communications technology to help the public school sector. It aims to enhance the learning, teaching and management competencies of our students, teachers and school heads mainly by harnessing the educational power of ICT. In brief, GFS shall foster an ICT-enabled environment in public schools through ICTequipped multi-media laboratories, ICT skills building for the entire academe, and ICT-enabled community programs led by public schools for their own communities. We envision ICT-powered public schools – where students tap networked computers, where multi-media material is increasingly utilized for teaching, and where school heads manage administrative processes with efficiencyenhancing ICT systems. The GFS program will be implemented in three phases: First, GFS will provide select schools with relevant ICT infrastructure like an enhanced ICT laboratory complete with at least 30 networkedcomputers, and multi-media equipment such as LCD projectors, screens, and television sets. Globe provided both wired and wireless connectivity for the equipment. Second, GFS will train teachers and school heads on online collaboration, authentic assessment, and project-based learning through the Global Filipino Teachers program. GFS partner Coalition for Better Education will lead the capacity-building component of the program. Finally, GFS will implement programs in communities that enrich self-development and encourage self-sufficiency. Global Filipino Teachers and their students have already implemented such projects in their respective communities. GFS will provide the structure and the necessary support programs to scale up these projects to broaden their positive impact. As first step, Globe and CBE have chosen Palo National High School in Palo, Leyte (Eastern Visayas) and Bilar National High School in Bilar, Bohol (Central Visayas) to be the pilot schools of the GFS program since they are already in the early stages of introducing innovations in their system. Both schools have, likewise, shown potentials in undertaking sustainable development projects as well as abilities to forge partnerships and collaboration with the community stakeholders. More public high schools which have the potential to become “ICT excellent” will be identified later on, with the end goal of creating at least one GFS per region in the next three years beginning 2011. Globe also plans to invite the local government units to evaluate the program and help fund one GFS in their own municipality in the next ten years. Text2Teach: Knowledge at the palm of your hands Since 2003, the Text2Teach program has been providing public elementary teachers and students in the Philippines educational video materials that excite the students’ imagination in the classroom. Utilizing an application called Nokia Education Delivery (NED), teachers can now download hundreds of audio and video materials and lesson guides in Science, Math, and English for Grades 5 and 6, simply by texting. This is made possible with the power of Globe high speed 3G mobile technology in the classroom. In 2010, Globe together with the Text2Teach consortium: Ayala Foundation, Nokia, the Southeast Asia Ministers of Education Association-INNOTECH, the Department of Education and the local government units were able to roll out Text2Teach in 83 schools nationwide. Today, about 900,000 students from 331 public elementary schools are able to use Text2Teach. Text2Teach Roll-out Year/s Number of Schools Provinces 2005-2007 123 Luzon: Albay, Batangas, Benguet, Cagayan, Ilocos. Norte, Ilocos Sur, Isabela, Metro Manila (QC), Pangasinan, Oriental Mindoro 2008 82 Visayas: Antique 2009 97 Mindanao: Cotobato City, Maguindanao, Misamis 2010 83 Oriental, North Cotobato, South Cotobato 57 Globe Labs In 2010, Globe launched Globe Labs for universities to enhance the learning experience of Information Technology students. It is an industry-academe linkage program that aims to promote excellence in the field of IT by providing students access to Globe technologies through research and development activities. This program gives IT students the opportunity to use Globe facilities and experience firsthand the technologies that would enable them to create prototypes for their ideas. The University of San Jose Recoletos (USJR) in Cebu was the first recipient of this program. Globe Labs in USJR takes them from theoretical studies to actual product creation, greatly enhancing their IT knowledge. Globe Labs is a department created in 2008 to immerse the company and its different partners with future technologies. It aims to identify and develop applications across fixed and wireless networks that can be commercially introduced. Globe Labs is designed to build future technology development test beds in a creative and secure environment. It establishes partnerships with developers to build and showcase these new applications. Also, Globe Labs provides technical support to introduce new services using both old and new technologies. Globe will provide training and information in developing applications for mobile phones that support software such as Java, Symbian and Android, among others. IT students will have access to the software. Globe APIs (Application Programming Interface), particularly SMS and MMS and its network, are needed in programming prototypes of their innovative ideas. Students will then get the chance to see the applications they develop actually run on the Globe mobile network. Information and Communications Technology for Social Services Delivery In our effort to help shape a sustainable Philippine society, we want to enable many Filipinos to access basic social services 58 through their mobile phones. Filipinos are beginning to learn that more than just sending text messages and making voice calls, the mobile phone has become a tool to make their lives easier and their livelihoods more empowered. Cash-for-Work through GCASH Twenty-six year old Melanie Lucenesio was simply content with tending her two young kids while her husband, Rey, works as a construction worker. When their humble dwelling was almost washed away by flood waters during typhoon Ondoy over a year ago, Melanie and her family, together with more than 170 other families were forced to relocate to a resettlement area in the mountainous part of San Mateo, Rizal under the Joint Resettlement for Economic Development (JRED) project of the San Mateo local government unit (LGU) and its partners, the new APEC Development Corporation and Gawad Kalinga. As the JRED site is located on a mountain slope, residents had to build ripraps, composed of sand bags, in potentially vulnerable areas around it and nearest to the constructed houses to prevent soil erosion or landslide when heavy rains set in. Melanie and the other housewives helped in sandbagging and in cleaning the surroundings while the men constructed the ripraps. During this critical period of transition for the residents in the JRED, the LGU of San Mateo partnered, via the DSWD, with the United Nations World Food Programme (UNWFP) through its Cash-for-Work (CFW) program – a cash transfer endeavor designed to support the recovery and rehabilitation of typhoon-affected communities by assisting them in meeting immediate food and nutritional needs. Through CFW, the participating residents were paid P230 a day for three days of work on sandbagging and two days of ripraping. Half of the number of days worked was paid in kind (rice) and the rest in cash, through Globe GCASH, a mobile phone-based money transfer service. Almost 100 percent of the CFW projects using Globe GCASH in identified pilot areas have been completed, benefiting over 2,000 households. GCASH is the first mobile phonebased cash transfer service used for CFW in Southeast Asia to assist in the rehabilitation of communities affected by natural disasters, armed conflicts and chronic hunger. For the GCASH pilot project, five places were identified – Mandaluyong and Marikina in Metro Manila; and Jala-Jala, Binangonan and San Mateo in Rizal. Some 2,000 residents in the said areas who were severely hit by typhoon Ondoy either participated in community projects or attended trainings in exchange for money to buy food for the family. The community projects were implemented with the help of the Department of Social Welfare and Development (DSWD) and Community Family Services International (CFSI). Ensuring Food Security Through Mobile Services Globe, in partnership with the Department of Agriculture (DA) and the International Rice Research Institute (IRRI), has come up with a special mobile service for farmers to help ensure that the country’s rice production will remain sustainable and stable. Through the Nutrient Manager for Rice Mobile (NMRiceMobile) toll free text messaging service, rice farmers can now easily gain access to vital information on how to properly manage their fields. NMRiceMobile is an ICT-based decision software that utilizes mobile phone capabilities to provide farmers and extension workers with a comprehensive site-specific fertilizer guideline for their rice fields. It capitalizes on the ubiquity of the mobile phone to reach the farmers especially those in remote areas. By giving farmers a fast and cheap way to get vital information on fertilizers using their mobile phones, Globe is able to empower the farmers and aid them in getting greater yields on their crops and produce. More and more, mobile telecommunications services such as voice and SMS are getting more commoditized and our stakeholders are looking for value-added services that can meaningfully contribute to their work. Since farmers spend much on fertilizers, they need to determine the right fertilizer to apply at the proper time to maximize production and profit and at the same time, reduce waste. Farmers, extension workers, crop advisors or anyone interested to learn more about farming, can simply dial or call 2378 toll free from their Globe or TM mobile phone. They can choose their preferred language such as Tagalog, Cebuano, Iloko or English. About 12-15 recorded questions will be asked such as the cropping season, the type of seed being used, growth duration of the rice variety, field size, water supply, field location, and weight of harvested palay. The questions may be answered by pressing the corresponding number on the cellphone keypad. Once all the information are provided, the caller will receive a free fertilizer recommendation through text, an example of which goes like this: “NMRice: For 94-105 sacks of palay on 1 hectare in dry season with good management practices: Apply 3 bags 14-14-14 basal or within 10 days after transplanting (DAT), 1 bag urea at 21 to 25 DAT, 1 bag urea at 30 to 34 DAT. Providing a Lifeline for Overseas Filipino Workers Globe and Natasha Goulbourn Foundation (NGF) have joined hands to provide dedicated telephone lines which may be used to counsel affected individials during difficult times. This 59 foundation aims to reach out to family members of Overseas Filipino Workers (OFWs) in Hong Kong who may be suffering from depression or other related illnesses. Volunteers from NGF, aided by hotlines, will be able to help empower those suffering from depression, utilizing resources that can open new doors in their journey to self-discovery and well-being. At the same time, family and friends of people afflicted by depression would be given advice on how to understand the illness and provide constructive support. Because Hong Kong has the largest number of OFWs, mostly women, NGF organized a monthly Friday segment titled "Heart to Heart“ played in Metro Radio’s talk show hosted by Tita Kerry. This program encourages depressed OFWs to call in their worries and problems, enabling them to speak directly to a psychologist or psychiatrist in Manila. Enterprise Development Globe has introduced trainings on product development and design, and established a forum on entrepreneurship for select youth leaders. This year, Globe BridgeCom offered grants, trainings and opportunities for market linkages to 15 chosen community enterprises. Globe community leadership and entrepreneurship program started as a livelihood training program that aims to promote entrepreneurship as a tool for economic self-sufficiency. Through the years, it has continued to evolve to meet the various needs of Filipino microenterprises. Globe BridgeCom created the Enterprise Development Program to address the strong need of communities for alternative sources of income. As of end 2010, this program has benefited more than 32,000 Filipino leaders and microentrepreneurs from more than 5,000 barangays all over the country. Globe provides livelihood trainings that equip microentrepreneurs with skills 60 on marketing, operations and financial management, as well as help them create viable new products and services with the use of technology. From offering livelihood trainings, the Enterprise Development Program has grown to accommodate new projects and reach more Filipinos in the provinces. The Globe Entrepreneurship Fairs launched in 12 provinces provide venues to train participants to showcase their products to a larger audience. These fairs also allowed them to learn from successful local entrepreneurs, share their experiences and learn from one another, and encourage their entrepreneurial interests. In 2010, Globe widened its Enterprise Development Program as it introduced the Globe BridgeCom Livelihood Grants. This project will help sustain and expand community enterprises as Globe provides them the needed support to attain their economic goals. The following are the recipients of the Globe BridgeCom Livelihood Grants in 2010: Community Enterprise Area of Operation PAMANA PAGASA Foundation Metro Manila Antique Development Foundation Antique Crafter's Joy Cornhusk Products Pangasinan Kamay Krafts Multipurpose Cooperative Metro Manila Talleres de Nazaret Cavite Potrero Pamana Foundation Metro Manila Kapisanan ng mga ilaw ng tahanan ng Macalamcam Batangas City Kapitan Bayanan 3 Batangas City Lydia E. Malot (KMBI) Davao Del Sur Letecia Tabotabo (KMBI) Davao City Cina Abarca (KMBI) Daet Kooperatiba ng mga Magsasaka ni San Isidro Labrador (Roxas Foundation) Nasugbu, Batangas John B Cena (Roxas Foundation) Nasugbu, Batangas Lord Ejasmine G. Nanit (Roxas Foundation) Lian, Batangas Tugdaan Mangyan Center for Indigenous People Education Mindoro (office based in QC) Community Relations Our approach to community involvement brings to light our genuine concern to be a meaningful partner to help develop communities where we operate through initiatives that address local needs using communications technology. Utilizing mobile technologies for governance and peacekeeping Through Globe BridgeCom’s “Sagot Ka Ni Kap!” (the village captain cares for you), stakeholders in the community – from the barangay captain to every resident – have a contribution in keeping peace and order in their area. The program helps communities prevent crime in their areas by providing communication and relevant law enforcement equipment including mobile phones, handheld radios, uniform shirts, boots, flashlights, and raincoats, to the local community police auxiliary units or barangay tanods. The program has been effective in preventing crime as barangay leaders and tanods were able to respond immediately to emergencies and other complaints from their residents. In addition, barangay tanods are now quick to respond to any emergencies or complaints since they are informed immediately. Globe BridgeCom has also established a barangay-based hotline where community members are encouraged to file incident reports via texts or calls. To date, there are more than 350 barangays who have implemented the “Sagot Ka ni Kap!” program. The “Sagot Ka Ni Kap!” program was able to turn around peace and order issues into an opportunity for leadership. Though admittedly limited as a total intervention for eradicating criminal elements, the program was successful in espousing constructive dialogue within the barangay and provided a solid foundation for future cooperation between the communities and the business sector. These, more than anything else are the key elements for lasting peace. Partnering with the Armed Forces Globe recognizes the gallant efforts of the Philippine Army in maintaining security and peace all over the country by awarding education grants to the institution’s service awardees. The regional educational grants program for Infantry Division service awardees is a nationwide project of Globe BridgeCom in partnership with the Philippine Army. Three service awardees—an officer, an enlisted personnel, and a Citizen Armed Forces Geographical Unit (CAFGU) personnel were handpicked by the Philippine Army to receive the Globe education grants based on the following criteria—displaying courage and valor in the line of duty; diligently observing and carrying out responsibilities promptly and effectively; and constantly exhibiting community centeredness in the execution of his mandate. Aside from the awards given, Globe BridgeCom also supports the Armed Forces various programs in the provinces. For example, Globe joined hands with AFP Task Force Davao in helping tribal minorities by providing food donations to indigenous people living in the hinterlands of Davao City. Disaster Relief Globe, through its Bangon Pinoy Program responded to many communities devastated by various typhoons in 2010. Bangon Pinoy is a comprehensive, integrated effort that combined volunteerism, disaster response, with service recovery and corporate social responsibility, capturing our commitment to keep people connected at the most critical moments and highlighting our customer focus and responsiveness at all times. We quickly mobilized our resources and manpower for this 61 purpose to help people quickly connect with those that matter in their lives. We invested in the timely repair of our mobile and broadband networks, and provided rebates, payment reprieves, and flexible connection options for our affected subscribers. The program is built on the values of hope and perseverance, and on the belief that even in the toughest of times, we can rely on one another and collectively rise above the challenges. For example, Globe and TM set up Libreng Tawag centers and Libreng Charging stations in various parts of Cagayan, Isabela, Kalinga and Pangasinan which were badly hit by typhoon Juan so as to give affected residents a way to get in touch with their 62 families and friends in these time of need. The centers were located in key areas of Tuguegarao, Aparri and Abulug in Cagayan; Ilagan, Isabela; Dagupan, Pangasinan; and Tabuk, Kalinga. Globe BridgeCom and the Millennium Development Goals We have continuously monitored our own contributions to the Millennium Development Goals (MDG) of the United Nations. The MDGs provide us with a strategic perspective in developing our own social responsibility programs that are aligned in meeting these global targets. The MDGs How telecommunications can contribute Examples of how Globe is contributing Eradicate extreme poverty and hunger Research shows mobile phones can increase productivity, and generate higher incomes Globe continues to develop mobile and internet technology solutions to address social problems such as access to capital, entrepreneurial opportunities as well as peacekeeping. In 2010, we used our GCASH platform to enable the Cash-forWork program of the United Nations World Food Programme. This program benefited some 2,000 families affected by the past typhoons. GCASH has also continued in being an important partner for rural banks as well as micro-finance institutions and cooperatives. Achieve universal primary education Globe products and services such as SMS and broadband can help students and teachers access educational content; Globe BridgeCom’s major community investment focuses on education access especially for the marginalized. Globe has invested on mobile and broadband infrastructure so public schools nationwide can have access to rich educational content through their cellphones and through the internet. More than 330 public elementary schools benefit from Text2Teach and more than 2,000 public high schools were connected to the internet. 250 Teachers also benefit from the Global Filipino Teachers training program to ensure that students get the best learning experience through ICT. Globe has also started the Global Filipino Schools program to help replicate the success of integrating ICT in the learning delivery in public schools. The MDGs How telecommunications can contribute Examples of how Globe is contributing Promote gender equality and empower women Mobile and internet technologies can empower women through better access to online learning or through mobile banking. Globe BridgeCom has been providing women microentrepreneurs with the necessary entrepreneurship training and livelihood support in their communities. Women microfinance clients also get the opportunity to augment their family income through microfinancing powered by our mobile banking platform, GCASH which is very pervasive in microfinance institutions in the countryside. Reduce child mortality Mobile technology can significantly improve the efficiency of healthcare services, particularly in remote areas. Globe is continuously looking for possible support initiatives in this area. We are supporting the proposal to put up a mobilehealth alliance team in the Philippines. Improve maternal health Mobile technology can significantly improve the efficiency of healthcare services, particularly in remote areas. Globe is continuously looking for possible support initiatives in this area. We are supporting the proposal to put up a mobilehealth alliance team in the Philippines. Combat HIV/AIDS, malaria and other diseases Innovative mobile and broadband solutions together with awareness building and advocacy can help prevent these health challenges. Using infrastructure and technological capability, Globe and Pilipinas Shell Foundation Inc. developed the malaria InfoText service, an SMS channel that enables health workers and volunteers to send and receive reports on the disease. The program utilizes the TxtConnect plus BizTxt service of Globe which provides an end-to-end solution to collect reports on the status of cases, drug inventory, and other activities from more than 500 sites in five provinces nationwide and aims to bring down malaria morbidity and mortality rates by 70% and hopes a malaria-free Philippines by 2020. Ensure environmental sustainability The telecommunications industry have already shown effective ways to reduce its carbon footprint primarily through the greening of its operations: utilizing renewable energies for the network, greening the fleet, green marketing and protecting biodiversity in its areas of operations. To reduce the environmental impact of our network, solar and wind energy powered cellsites are now being used in selected Globe cellsites especially those located in remote areas. Coupled with greening our fleet, supply chain and marketing initiatives, as well as, involving our consumers to subscribe to paperless billing, we integrate environmental sustainability in our business strategy. Develop a global partnership for development The telecommunications industry has already demonstrated how its business and its mobile network operations have helped bridge the digital divide through its investments on ICT infrastructure as well as helping put up ICT-based microenterprises for community organizations. Globe has utilized its business, value chain, products and services to help solve social challenges such as access to education, empowering microentrepreneurs and democratizing technology so the marginalized can benefit from it. By lowering access and service rates, many more Filipinos, especially in the low income groups stay connected to their families all over the world. 63 Environmental Responsibility Over the years, we have progressed at addressing the challenges of environmental sustainability. While climate change puts an increasing pressure on society and business, Globe has implemented a system based on the ISO 14001 standard that takes environmental protection as a priority consideration. We do our share to help reduce carbon emissions by developing products and solutions that will enable a low-carbon economy. By complying with environmental regulations, incorporating sustainability in our business strategies and by contributing to solutions that mitigate climate change, we live out our strong commitment to sustainable development. Deliverables 64 Our environmental strategy has four key elements: • Manage our operations’ carbon footprint and identify areas of operation where we could utilize renewable energies • Develop products and services that enable consumers and businesses to reduce their environmental impact • Manage our industrial wastes • Help protect the environment where we operate In 2010, we summarized below our key accomplishments: Target Actual Reforestation Program - Trees Planted 50,000 53,200 Targets exceeded by 106% Solid Waste Management 5% increase in Volume Waste Recycled 2009 = 22% Recyclables =20,815 kgs Wastes =78,138 kgs Increased recyclables by 27% Hazardous Waste Management 100% disposal of ULABS, used oil and BFLs Achieved 280.5 tons of batteries recycled CO2 reduction 2.5% 3.0% CO2 reduction in corporate offices SHEMS Certification at Valero (new) Valero Telepark certified 80% completion by end of December to ISO14001 & OHSAS 2010 18000 by 2Q of 2010 Doing More with Less In 2010, we launched an internal program called Globe Eco-Action which subscribes to the principles of eco-efficiency, a business philosophy coined by the World Business Council for Sustainable Development (WBCSD) that promotes Doing More with Less. For Globe, this challenged us to create more value for the service that we provide our customers by using less of the required resources thereby producing less waste, including emissions and air pollution. It makes most sense for both business and the environment as it creates savings while reducing our environmental impact. Eco-Action’s main strategies focus on resource efficiency and conservation and Globe challenges everyone in the organization to rethink current processes to be able to optimize resources use. Doing more with less also means operational adjustments. Valero Telepark has cut off 40% of their electricity lighting consumption by adopting the new LED lighting technology. Light-emitting diode (LED) is a seminconductor light source that has lower energy consumption, low heat dissipation, longer lifetime, greater durability and reliability compared to conventional fluorescent lamps. LED lights do not contain toxic mercury vapor. By replacing conventional lights at the 14th floor at the 755 square meter office space, consumption was cut by 1,473 Kw-Hr per month. This has resulted in savings of P11,000 a month. Upon project completion, the 2,969 pieces of new LED lights installed will bring a total of P178,000 savings per month. This will also save the company P22,000 annually from the costs incurred by the mercury-containing fluorescent lamps. The Kw-Hr savings from this initiative will also result to a reduction in Carbon emission by 292,000 kilograms of carbon dioxide per year. We continued to apply renewable energies – such as wind and solar energy – for base stations located in remote areas. They don’t only provide a stable source of power but also help reduce the environmental impact of these stations. We have a number of base stations running on solar energy and wind power. We continue to study and apply this strategy to as many applicable sites as possible. Recognizing that businesses are now finding value in having certified management systems as a quality assurance for customers, clients also now prefer to deal with companies that demonstrate their commitment to corporate social responsibility through an integrated management system for a proactive management of the environment and the health and safety of their employees certified against international standards. A certified system means that operations have been assessed with regards to potential threats to the environment and to employees’ wellbeing and that proactive measures are underway. Initiatives for an integrated management system at the Valero facility has begun and is now certified against the ISO 14001 and OHSAS 18001 standards for environmental management and occupational health and safety. Operationally, this will ensure that environmental aspects and hazards are managed proactively. The Management System enables conscientious analysis actual health and safety needs and a more organized assessment of delivering business in a more environmentfriendly manner. Globe continues to evaluate current safety, health and environmental programs and improve them accordingly. As a major environmental responsibility, Globe continues to improve how resources are used and ensures that waste is reduced and efficiently managed. All of these efforts will result in reduced accident rates, less work-related illnesses and a lower volume of trash thrown to the landfill, among other important metrics. The certificate is expected to be awarded by a third party certifying body in May, 2011 after passing the 2-stage audit that will commence in March 2011. 65 In time for the twin celebrations of Earth Hour and Earth Day 2010, Globe launched Globe Goes Green – an engagement campaign that seeks to integrate key environmental initiatives to our business strategy. For Globe employees, we launched a learning program dubbed Globe Goes Green: Lifeboats and Lifelines which helped our organization understand the impact of our operations to the environment. We partnered with the World Wildlife Fund Philippines to implement this program in Metro Manila, Cebu and Davao where hundreds of employees participated. Clean Fleet Program A Clean Fleet Program contributes to the efforts for cleaner air. To identify options for reducing these emissions, Globe participated in United Nation’s Environmental Protection (UNEP) Program on Clean Fleet. By using the Clean Fleet Tool, Globe was able to examine closely the impact from our fleet including the pollution indices like Particulate Matter, SOx, NOx, VOC, Carbon Monoxide, and Pb. Options for reduction were suggested by the tool and is now currently being implemented to minimize our fleet’s emissions. Managing our Carbon Footprint We continued to monitor our greenhouse gas (GHG) emissions through a voluntary initiative on GHG Accounting which we started since 2008. Having established our baseline for our operations’ carbon footprint, we used the International GHG Protocol Corporate Accounting and Reporting Standard and specifically used the following calculation tools: • GHG Emissions from Fuel Use in the Facilities; Version 3.0, December 2007. • Mobile Combustion CO2 Emissions Calculation Tool. Version 1.3.January 2005. 66 • • Indirect CO2 Emissions from Purchased Electricity, Version 3.0, December 2007. CO2 Emissions from Business Travel. Version 2.0, June 2006. (All the calculation tools used for this accounting activity were developed by the Word Resources Institute (WRI) and copyrighted. They are available at www.ghgprotocol.org.) Working with a team representing groups that maintain data of our carbon dioxide emission sources, we used the Operational Control Approach covering only all emissions coming from the company’s operation where Globe has 100% operational control. We have also defined greenhouse gases defined in the Kyoto Protocol – CO2, CH4 and N2O - emitted from the company’s operations as part of the accounting. For the year 2010, we will report the results by July 2011 through our website. Managing the end-of-life of our Lead-Acid Batteries One of the primary environmental issues that we address is the end-of-life management of the lead-acid batteries that are extensively being generated from our telecom operations. Categorized as hazardous wastes under the Republic Act 6969 due to its lead metal and sulfuric content, these used lead-acid batteries require proper disposal through an accredited treatment and recycling facility. Since 2003, we have implemented a network-wide recycling program in cooperation with the Environmental Management Bureau of the Department of Environment and Natural Resources and the Philippine Recyclers, Inc. In 2010, we recycled 280,578 kilos of batteries. Summary of Environmental Gains from Used-lead Acid Battery Disposal Program from 2003-2010 Year Weight of Batteries (kg) Monetary Value (Php) Sulfuric Acid Recovered (liters) Lead Recovered (kg) Landfill Area Saved (cu. meters) 2003 5,220 18,633 1,044 3,654 132 2004 157,123 786,778 31,425 109,986 3,966 2005 87,110 913,723 17,422 60,977 2,199 2006 18,160 252,445 3,632 12,712 458 2007 170,112 2,645,438 34,002 119,078 4,294 2008 49,794 1,077,690 9,959 34,856 1,257 2009 46,715 671,112 9,343 32,701 1,179 2010 280,578 6,110,511 56,116 196,405 7,082 TOTAL 487,519 12,476,329 162,962 570,368 20,566 Donated to Bantay Kalikasan Sold to PRI Solid Waste Management Globe continues to implement a solid waste management program in our corporate offices nationwide. We developed advocacy campaigns promoting waste reduction, material reuse and recycling and organized recyclables collection events to provide venues where trash gets converted to cash. Summary of Volume of Recyclables Generated in Globe Telecom Plaza (2005-2010) Year Amount Total No. of Recyclables (kgs) Volume of Wastes Collected (kgs) % of Recyclables Collected 2005 96,788.05 25,123 68,833 36% 2006 162,410.50 27,978 85,372 33% 2007 185,561.00 32,648 97,696 33% 2008 218,211.00 36,867 108,665 34% 2009 118,263.00 22,474 103,282 22% 2010 85,991.50 20,815 78,138 27% 867,225.05 165,902.50 541,985.50 TOTAL 67 Environmental Benefits Paper & Cartons 2,767.29 667,406.20 4,313,376.27 Trees saved kwh of energy saved liters of water saved 373.37 cu. meters of landfill space saved 15.09 cu. meters of landfill space saved Aluminum Cans PET & other plastics 2,342.34 kilos of plastics recycled As a result of our Company’s Solid Waste Management and Recyclable Collection Events, a total of 165,902.50 kg of recyclable items were collected from year 2005-2010. This total volume represents the volume of wastes that were diverted from the landfill with a resource recovery value of P867,225.05. One of our key programs involving our subscribers is the cellphone recycling program. By placing 30 recycling bins in corporate offices and business centers, commercial malls in Metro Manila and in Cebu City, we have encouraged our subscribers to drop in their used cellphones and accessories for proper disposal. Protecting bio-diversity in areas where we operate Globe continues to implement various treeplanting activities across the nation. In 2010, a total of 53,200 trees were planted all over the country. This is part of our commitment to sustain the biodiversity in areas where we operate. These initiatives also spearheaded our commitment to grow new 250,000 trees from 2009 to 2013. Reforestation Area 68 Partner/s No. of Trees Planted Cordillera Mountains Globe Bridging Communities,Globe Adventure Club,Cordillera Conservation Trust 15,000 Fort Bonifacio, Taguig Fort Andres Bonifacio Endangered and Indigeneous Tree Sanctuary (FABEITS) Lian, Batangas Bro. Alfred Shields Marine Station 10,000 Sitio Kaysakat, Brgy. San Jose, Antipolo City DENR-CENRO Rizal 1,500 Matina, Davao Davao City High School Batch ’85 Alumni Ass’n. 10,000 Taklong Island Marine Reserve, Guimaras, Iloilo DENR-CENRO Guimaras 5,000 Bulacan Blacksmith Institute 10,500 Naga, Cebu DENR-CENRO Cebu City 1,000 200 Reviving the Marilao-Meycauayan-Obando River System through Globe Greenline Globe, in partnership with Blacksmith Institute, DENR Region 3, DENR Bulacan, and MMO Water Quality Management Board, has organized separate bamboo and mangrove planting activities in Bulacan in an attempt to help revive the Marilao-Meycauayan-Obando River System (MMORS), one of the world’s 30 most polluted places. About 200 volunteers from public and private sectors participated in planting 10,500 bamboo and mangrove seedlings in San Jose Del Monte and Obando. The twin events which are part of the team’s Greenline project, showcased how people from the industry, the government, and the community could work together to salvage such an important river system in the province. Greenline is a dedicated 24-hour call and text facility where residents and other concerned parties can report violations of environmental laws and policies. The first one was unveiled in Bulacan late last year to protect the MMORS. The bamboo and mangrove seedlings were planted along the tributaries of SJDM and the coastal area of Obando to help in the streambank stabilization and rehabilitation of mangrove areas of the river system. This is part of the commitment of the stakeholders to help clean-up and revitalize the MMORS. The Globe Cordillera Challenge In the first quarter of 2010, Globe BridgeCom, together with the Globe Adventure Club launched the Globe Cordillera Challenge to raise consciousness and funds for the reforestation of the Cordillera Mountains. By rebuilding the forests of the Cordilleras, Globe helps in securing the water supply, protect biodiversity and conserve the heritage of the Cordillera people. The mountain region is the home of a varied number of indigenous groups. People who have the pride that no lowlander has the right to claim, the pride of being free while the rest of the Philippines was under the colonial rule of the Spanish. Ibaloi, Kankanai, Kalanguya, Iwac, Ifugao, Bontoc, Kalinga, Tinguian among these groups we find the people who have kept these mountains safe for centuries, Our homes are seemingly under siege, “development” has claimed the homes of many communities. The Cordillera being home to the bounties of the earth have provided life for generations, yet today people seek to destroy that which has given us life. Yet this is only a small fraction of the importance of the Cordillera Mountain Ecosystem, other factors such as biodiversity, energy production; mineral production as well as ecological maintenance functions such as; stream flow, nutrient cycling, soil stability, habitat, are among the other factors which make this region unique. This diversity of people living in this region presents a challenge to the management of the Cordillera Mountain environment and yet they also provide a resource as we are people who hold a unique knowledge of our local environments and their utilization, knowledge which is a powerful asset in creating strategies to address the continued degradation of our mountain ecosystems. On Earth Day weekend April 24, 2010, seventy (70) bikers from the Globe Adventure Club, the Cordillera Conservation Trust as well as other collaborators like Subaru and media partners pedaled their way through a 40km high- altitude, cross-country trail from La Trinidad all the way to Kapangan, Benguet. This campaign resulted to funds raised amounting to P300,000 which is equivalent to 15,000 seedlings to be planted in a denuded section of the Cordillera mountains. 69 I Love Creating I live for self-expression, in colors, Blocks and planks; for visuals that speak, And for imagery that moves me. I am Jino Ferrer Loving Globe since 2000 70 Corporate Governance We strive to adhere to the highest standards of ethics and governance in all that we do. Globe recognizes the importance of good governance in realizing its vision, carrying out its mission, and living out its values to create and sustain increased value for all its stakeholders. The impact of global conditions and challenges further underscores the need to uphold the Company’s high standards of corporate governance to strengthen its structures and processes. As strong advocates of accountability, transparency and integrity in all aspects of the business, the Board of Directors (“Board”), management, officers, and employees of Globe commit themselves to the principles and best practices of governance in the attainment of its corporate goals. Corporate Governance Policies The basic mechanisms for corporate governance are principally contained in the Company’s Articles of Incorporation and ByLaws. These documents lay down, among others, the basic structure of governance, minimum qualifications of directors, and the principal duties of the Board and officers of the Company. The Company’s Manual of Corporate Governance supplements and complements the Articles of Incorporation and By-Laws by setting forth the principles of good and transparent governance. In 2009, the Company commissioned a review of the manual to update and improve it. This review was completed in February 2010 and new provisions have been incorporated in the manual to conform with SEC Memorandum Circular No. 6, Series of 2009 Revised Code of Corporate Governance. The Board Committee Charters were also revisited to align with the Company’s revised Manual of Corporate Governance. The Company has likewise adopted a Code of Conduct, Conflict of Interest, and a Whistleblower Policy, and has existing formal policies concerning Unethical, Corrupt and Other Prohibited Practices covering both its employees and the members of the Board. These policies serve as guide to matters involving work performance, dealings with employees, customers and suppliers, handling of assets, records and information, avoidance of conflict of interest situations and corrupt practices, as well as the reporting and handling of complaints from whistleblowers, including reports of fraudulent reporting practices. Moreover, the Company adopted an expanded corporate governance approach in managing business risks. A Revised Enterprise Risk Management Policy was developed to provide a better understanding of the different risks that could threaten the achievement of the Company’s vision, mission, strategies and goals. The policy also highlights the vital role that each individual plays in the organization – from the Senior Executive Group (SEG) to the staff – in managing risks and in ensuring that the Company’s business objectives are attained. New initiatives are regularly pursued to develop and adopt corporate governance best practices, and to build the right corporate culture across the organization. In 2010, Globe participated in various activities of the Institute of Corporate Directors (ICD), Philippine Stock Exchange (PSE) and the Philippine Securities and Exchange Commission (SEC) to improve corporate governance practices and refine the corporate governance self-rating system and scorecard used by publicly listed companies to assure good corporate governance. The following sections summarize the key corporate governance structures, processes and practices adopted by Globe. Board of Directors Key Roles The Board of Directors is the supreme authority in matters of governance. The Board establishes the vision, mission, and strategic direction of the Company, monitors overall corporate performance, and protects the 71 long-term interests of the various stakeholders by ensuring transparency, accountability, and fairness. The Board has oversight responsibility for risk management function while ensuring the adequacy of internal control mechanisms, reliability of financial reporting, and compliance with applicable laws and regulations. In addition, certain matters are reserved specifically for the Board’s disposition, including the approval of corporate operating and capital budgets, major acquisitions and disposals of assets, major investments, and changes in authority and approval limits. Board Composition The Board is composed of eleven (11) members, elected by stockholders entitled to vote during the Annual Stockholders Meeting (ASM). The Board members hold office for one year and until their successors are elected and qualified in accordance with the By-laws of the Company. The roles of the Chairman of the Board and the Chief Executive Officer (CEO) are clearly delineated and are held by two individuals to ensure balance of power and authority and to promote independent decision making. Of the eleven members of the Board, only the President & CEO is an executive director; the rest are non-executive directors who are not involved in the day-today management of the business. In compliance with the Revised Code of Corporate Governance, the Board has two independent directors of the caliber necessary to effectively weigh in on Board discussions and decisions. Globe defines an independent director as a person who is independent from management and free from any business or other relationship which could materially interfere with his exercise of independent judgment in carrying out his responsibilities as a director. All board members have the expertise, professional experience, and background that allow for a thorough examination and deliberation of the various issues and matters affecting the Company. The members of the Board have likewise attended trainings on corporate governance prior to assuming office. The qualifications of all board nominees are reviewed by the Nomination Committee, chaired by an independent director. The profiles of the directors are found in the “Board of Directors” section of this Annual Report. As of 31 December 2010, the Board is comprised of the following members: Directors Position Nature of Appointment Jaime Augusto Zobel de Ayala* Chairman Non-executive Gerardo C. Ablaza, Jr. Co-Vice Chairman Non-executive Hui Weng Cheong Co-Vice Chairman Non-executive Delfin L. Lazaro Director Non-executive Ernest L. Cu Director Executive Romeo L. Bernardo Director Non-executive Koh Kah Sek Director Non-executive Xavier P. Loinaz Director Non-executive / Independent Guillermo D. Luchangco Director Non-executive / Independent Roberto F. de Ocampo Director Non-executive Fernando Zobel de Ayala* Director Non-executive * Jaime Augusto Zobel de Ayala and Fernando Zobel de Ayala are brothers. 72 Also, the level of per diem is in line with standards currently practiced among publicly listed companies similar to Globe. Board Remuneration In accordance with the Company’s ByLaws, the Board members receive stock options and remuneration in the form of a specific sum for attendance at each regular or special meeting of the Board. A per diem of P100,000 per Board or committee meeting was agreed and approved by the shareholders during the ASM held last April 1, 2003. The remuneration is intended to provide a reasonable compensation to the directors in recognition of their responsibilities and the potential liability they assume as a consequence of the high standard of best practices required of the Board as a body and of the directors individually, under the SECpromulgated Code of Corporate Governance. Board Performance Directors attend regular meetings of the Board, which are normally held on a monthly basis, as well as special meetings of the Board, and the ASM. A director must have attended at least 50% of all meetings held in a year in order to be qualified for re-election in the following year. The Board met eleven (11) times in 2010, including the Annual Stockholders’ Meeting (ASM). The attendance of the individual directors at these meetings is duly recorded, as follows: 2010 2009 Regular & Special Meetings Present Absent ASM Present Regular & Special Meetings Absent Present Absent ASM Present Absent Jaime Augusto Zobel de Ayala 7 3 1 0 8 2 1 0 Gerardo C. Ablaza, Jr. 8 2 1 0 9 1 1 0 Chang York Chye - - - - 7 0 1 0 Mark Chong Chin Kok** 4 3 1 0 3 0 - - Hui Weng Cheong* 2 1 - - - - - - Delfin L. Lazaro 9 1 1 0 10 0 1 0 Ernest L. Cu 10 0 1 0 10 0 1 0 Romeo L. Bernardo 10 0 1 0 10 0 1 0 Koh Kah Sek 9 1 1 0 9 1 1 0 Xavier P. Loinaz 10 0 1 0 8 2 1 0 Guillermo D. Luchangco 9 1 1 0 9 1 1 0 Roberto F. de Ocampo 9 1 1 0 9 1 1 0 Fernando Zobel de Ayala 9 1 1 0 7 3 1 0 * Hui Weng Cheong was appointed Director and Co-Vice Chairman in place of Mark Chong Chin Kok at the 8 October 2010 Board Meeting. ** Mark Chong Chin Kok was appointed Director and Co-Vice Chairman in place of Chang York Chye at the 6 October 2009 Board Meeting. 73 The average attendance rate of members of the Board was at 88% for 2010 and 91% for 2009. All directors have individually complied with the SEC’s minimum attendance requirement of 50%. Prior to the Board meetings, all of the directors are provided with board papers which include reports on the Company’s strategic, operational, and financial performance and other regulatory matters. The Board also has access to the Corporate Secretary who, among other functions, oversees the flow of information to the Board prior to the meetings and who serves as adviser to the directors on their responsibilities and obligations. The members of the Board also have access to management should they need to clarify matters concerning items submitted for their consideration. The Board conducts an annual selfassessment to ensure the continuing effectiveness of its processes and to identify areas for improvement. During the last meeting of every year, the Board meets in executive session to evaluate and discuss various matters concerning the Board, including that of its own performance and that of the Company’s management team. Board Committees To further support the Board in the performance of its functions and to aid in good governance, the Board has established five (5) committees. The role and function of each Board Committee is described in detail below. Executive Committee The Executive Committee’s roles and responsibilities are clearly defined in the Executive Committee Charter approved by the Board. The Executive Committee (ExCom) is comprised of five (5) members appointed by the Board. The ExCom acts by majority vote and in accordance with the authority granted by the Board. All actions of the ExCom are reported to the Board at the meeting following 74 such action and are subject to ratification or revision and alteration by the Board. Audit Committee The Audit Committee’s roles and responsibilities are clearly defined in the Audit Committee Charter approved by the Board. The Committee supports the corporate governance process of the Company by fulfilling its oversight responsibility relating to a) the integrity of the financial statements and the financial reporting process; b) internal controls and financial reporting principles, policies, and systems; c) the qualifications, independence and remuneration of the independent auditors; d) internal audit function and independent auditors’ performance; and e) compliance with legal, regulatory, and corporate governance requirements. Management however has the primary responsibility for the financial statements and the reporting process, including the system of internal controls and risk management. The Committee is composed of three members, one of whom is an independent director. The independent director chairs the Audit Committee. All members of the Audit Committee are appointed by the Board. The Committee ensures tenders for independent audit services are conducted, reviews audit fees, and recommends the appointment and fees of the independent auditors to the Board. The Board, in turn, submits the appointment of the independent auditors and their fees for approval of the shareholders at the ASM. The amount of audit fees is disclosed in this Annual Report. The Audit Committee also approves the work plan of the Globe Internal Audit Group, as well as the overall scope and work plan of the independent auditors. The Audit Committee meets at least once every quarter and invites non-members, including the President & CEO, Chief Financial Officer, independent and internal auditors, and other key persons involved in company governance, to attend meetings where necessary. During these meetings: • The Committee reviews the financial statements and all related disclosures and reports certified by the Chief Financial Officer, and released to the public and/ or submitted to the Philippine SEC for compliance with both the internal financial management handbook and pertinent accounting standards, including regulatory requirements. The Committee, after its review of the quarterly unaudited and annual audited consolidated financial statements of Globe Telecom, Inc. and Subsidiaries, endorses these to the Board for approval. • The Committee meets with the internal and independent auditors, and discusses the results of their audits, ensuring that management is taking appropriate corrective actions in a timely manner, including addressing internal controls and compliance issues. • The Committee reviews the performance and recommends the appointment, retention or discharge of the independent auditors, including the fixing of their remuneration, to the full Board. On an annual basis, the Committee also assesses the independent auditor’s qualifications, skills, resources, effectiveness and independence. The Committee also reviews and approves the proportion of audit and non-audit work both in relation to their significance to the auditor and in relation to the Company’s total expenditure on consultancy, to ensure that non-audit work will not be in conflict with the audit functions of the independent auditor. • The Committee reviews the plans, activities, staffing, and organizational structure and assesses the effectiveness of the internal audit function, including conformance with the International Standards for the Professional Practice of Internal Auditing (ISPPIA). • The Committee provides oversight of the financial reporting and operational risks, specifically on financial statements, internal controls, legal or regulatory compliance, corporate governance, risk management and fraud risks. The Committee also reviews the results of management’s annual risk assessment exercise. The Audit Committee reports after each meeting and provides a copy of the minutes of its meetings to the full Board. (Also see Annual Report of the Audit Committee to the Board of Directors on page 92 of this Annual Report). To ensure compliance with regulatory requirements and assess the appropriateness of the existing Charter for enabling good corporate governance, the Committee also reviews and assesses the adequacy of its Charter annually, seeking Board approval for any amendments. The Committee conducts an annual assessment of its performance to benchmark its practices against the expectations set out in the approved Charter, and to ensure that it continues to fulfill its responsibilities in accordance with global best practices and in compliance with the Manual of Corporate Governance and other relevant regulatory requirements. The results of the self-assessment and any ensuing action plans formulated to improve the Committee’s performance are reported to the Board. Compensation and Remuneration Committee The Compensation and Remuneration Committee’s roles and responsibilities are clearly defined in the Compensation and Remuneration Committee Charter approved by the Board. The Committee is composed of three (3) members, one of whom is an independent director. All members of the Compensation and Remuneration Committee are appointed by the Board. The Committee is tasked to review the compensation philosophy and structure of the Company and the reasonableness of its compensation and incentive plans and structures. The Committee also reviews and approves the Company’s annual compensation plan and corporate incentive plan. In reviewing the plans, the 75 Committee considers relevant industry and multi-industry benchmarks in order to assess the reasonableness of management’s recommendations. The compensation plan also includes retention structures for key positions. The Compensation and Remuneration Committee usually meets at least twice a year, or more often as required. The Stock Options Committee is a sub-committee of the Compensation and Remuneration Committee and has two (2) members. The Stock Options Committee considers the framework for the award of stock options to managers and executives, to the directors, and to certain key consultants. Nomination Committee The Nomination Committee’s roles and responsibilities are clearly defined in the Nomination Committee Charter approved by the Board. The Committee is composed of three (3) members, including one independent director. An independent director chairs the Committee. All members of the Nomination Committee are appointed by the Board. The Nomination Committee reviews the qualifications of all persons nominated to position in the Corporation which require appointment by the Board. The Committee meets at least once in the first quarter of the year to review the qualifications and attendance of the nominees to the Board prior to the list of nominees being submitted to the stockholders at the ASM. Thereafter, it meets as often as required to review specific nominations of key hires and promotions to key positions as they come up in the ordinary course of business. Finance Committee The Finance Committee’s roles and responsibilities are clearly defined in the Finance Committee Charter approved by the Board. The Finance Committee is responsible for reviewing and evaluating the financial affairs of the Company, including conducting an annual review of all financial activities during the immediately preceding year prior to each ASM. The Committee is composed of four (4) members. All members of the Finance Committee are appointed by the Board. On 8 February 2011, the Board of Directors approved the Finance Committee Charter. Under the new charter, the Committee shall be composed of such number of members as the Board may designate but in no case less than three (3) members, majority of whom shall be existing Board members. The members of each Board Committee are set forth below as of 31 December 2010: Executive Committee Audit Committee Compensation & Remuneration Committee Nomination Committee Finance Committee Jaime Augusto Zobel de Ayala* Xavier P. Loinaz* Gerardo C. Ablaza, Jr.* Guillermo D. Luchangco* Delfin L. Lazaro* Hui Weng Cheong Romeo L. Bernardo Guillermo D. Luchangco Gerardo C. Ablaza, Jr. Koh Kah Sek Ernest L. Cu Koh Kah Sek Hui Weng Cheong Hui Weng Cheong Delfin C. Gonzalez, Jr. Gerardo C. Ablaza, Jr. Alberto M. De Larrazabal Koh Kah Sek * Chairman At the 8 October 2010 Board meeting, Mr. Hui Weng Cheong was also appointed member of the Executive Committee, Nomination Committee and Compensation and Remuneration Committee in place of Mr. Mark Chong Chin Kok. 76 In 2010, the Executive Committee met fifteen (15) times, Audit Committee met four (4) times, the Nomination Committee met six (6) times, the Compensation & Remuneration Committee met two (2) times and Finance Committee met once. The Attendance of the members of these Committees is duly recorded, as follows: Executive Committee Name Present Absent Audit Committee Present Absent Nomination Committee Present Absent Present Absent 6 0 2 0 6 0 2 0 6 0 2 0 Guillermo D. Luchangco Gerardo C. Ablaza, Jr. Mark Chong Chin Kok 1 13 2 8 3 Xavier P. Loinaz 4 0 Romeo L. Bernardo 4 0 4 0 Koh Kah Sek 10 5 Compensation & Remuneration Committee Present Absent 1 0 Delfin L. Lazaro 1 0 Delfin C. Gonzalez, Jr. 1 0 1 0 Alberto M. De Larrazabal Jaime Augusto Zobel de Ayala 8 7 Ernest L. Cu 15 0 3 1 Hui Weng Cheong 2 Ferdinand M. de la Cruz Finance Committee 3 3 0 Mr. Chong stepped down from the Board on 1 October 2010. Mr. Hui was elected on 8 October 2010. 3 Mr. dela Cruz was a member of the ExCom from January-March 2010. 1 2 Management The President & CEO, guided by the Company’s vision, mission, and values statements, is accountable to the Board for the development and recommendation of strategies, and the execution of the defined strategic imperatives. The President & CEO is assisted by the heads of each of the major business units and support groups. The Office of Strategy Management (OSM) reports to the President & CEO and oversees the Company’s strategy management processes from strategy formulation, translation to executable plans, horizontal alignment of business objectives across the organization, to execution and performance tracking linked to the Company’s rewards system. Every year, the Company reviews and formulates its strategic priorities which then guide the formulation of the key business strategies and goals for the year. Using the balanced scorecard framework, each business group identifies financial and nonfinancial objectives, and sets targets and initiatives to achieve them as reflected in the groups’ Terms of Reference (TOR). To ensure line of sight, the group TORs are cascaded to all employees, making sure that everyone understands and appreciates their contribution to the group goals. This helps in developing individual performance plans that are aligned with the key strategies. Rewards and incentives are given based on the achievement of the committed group and individual targets. 77 Key programs, projects, and major organizational initiatives are taken up at the SEG, composed of the President and CEO, as well as the heads of each of the major business units and support groups. All budgets and major capital expenditures must be approved in accordance with the Company’s limits of authority and by the CEO prior to endorsement to the Board for approval. The Chief Operating Adviser and Chief Legal Adviser also provide inputs to the SEG as required. The SEG meets at least once a week. Management is mandated to provide complete and accurate information on the operations and affairs of the Company in a timely manner. Management is also required to prepare financial statements for each preceding financial year in accordance with Philippine Financial Reporting Standards (PFRS). Management’s statement of responsibility with regard to the Company’s financial statements is included in this annual report on page 93. The annual compensation of the key officers of the Company, including the President & CEO, is disclosed in the Definitive Information Statement distributed to the shareholders. The total annual compensation includes the basic salary, guaranteed bonuses, fixed allowances, and variable pay (performance-based annual incentive). Recognition for Excellence in Corporate Governance Globe also bagged seven awards out of the nine sectors in the 10th Annual Poll of Philippine Top Companies by Finance Asia, a leading financial publishing company in Asia with bureaus in Hong Kong, Singapore, and Sydney. Among the distinctions received are second place in Best Managed Company and Best in Corporate Governance categories, second place in terms of the Most Committed to a Strong Dividend, third in Investor Relations, and eighth in Corporate Social Responsibility. Also, Ernest L. Cu, Globe President and CEO was adjudged Best CEO along with Globe Chairman and Ayala CEO Jaime Augusto Zobel de Ayala, while Alberto de Larrazabal, Globe CFO was hailed Best CFO. These honors affirm the Company’s deliberate commitment to the principles of good governance and transparency with its key stakeholders while it constantly find ways to improve the business given the challenging times. Enterprise Risk Management Cognizant of the dynamism of the business and the industry and in line with its goal to continuously enhance value for its stakeholders, Globe Telecom has put in place a robust risk management approach that is fully integrated in its strategy planning, execution and day to day operations. Risk Management Approach The continuous effort of Globe in strengthening the Company’s good governance and practices led to several citations and awards. In May 2010, the Institute of Corporate Directors (ICD) conferred Globe Telecom the Gold award as one of the top 15 highest scorers at 95 percent and above among publicly listed companies in the 2009 Corporate Governance Scorecard. This is a joint project of ICD with the Securities and Exchange Commission, Philippine Stock Exchange, Institute of Internal Auditors of the Philippines, Ateneo Law School, and Center for International Private Enterprise. 78 As part of its strategy management calendar, senior management and key leaders regularly conduct an enterprise–wide assessment of risks focused on identifying the key risks that could threaten the achievement of the Company's business objectives, both at the corporate and business unit level, as well as specific plans to mitigate or manage such risks. Risks are prioritized, depending on their impact to the overall business and the effectiveness by which these are managed. Risk mitigation strategies are developed, updated and continuously reviewed for effectiveness, and are also monitored through various control mechanisms. Globe employs a two-dimensional view of risk monitoring. Senior Management’s scorecard includes the status of risk mitigation plans as they relate to the attainment of a particular business objective. Enterprise Risk Owners, on the other hand, regularly monitor and report to the Chief Risk Officer the status of the approved mitigation plans meant to address the key risks. Annually, Globe conducts an Enterprise Risk Management Performance Evaluation which serves as a basis for continuously improving our Risk Management processes and capabilities. Roles and Responsibilities The Board of Directors, supported by the Executive Committee (ExCom) and Audit Committee, has an oversight role over the Company’s risk management activities and approves Globe’s risk management policies. The ExCom covers specific non-financial (e.g., strategic, operational, human capital, regulatory) risks, while the Audit Committee provides oversight of financial reporting risks. The Chief Financial Officer supports the President, as the overall risk executive, in overseeing the risk management activities of the Company, ensuring that the responsibilities for managing specific risks are clear, the level of risk accepted by the Company is appropriate, and that an effective control environment exists for the Company as a whole. Risk owners at the senior executive level have been identified and made accountable for managing specific risks, supported by business process owners who have been designated, trained, and made responsible for the particular process or activity from which the risk arises. This is consistent with management’s belief that risks are best understood and managed by the employees who are closest to the process. The Enterprise Risk Management unit, under the Office of Strategy Management, facilitates the enterprise risk management activities, bringing these closer to and more aligned with the Company’s strategic planning and execution framework. This also supports the integration of enterprise risk management with the Company’s scorecard processes and more tightly link risk mitigation efforts with its day-to-day operations. In addition to this overall risk management framework, Globe Telecom, through its Enterprise Business Continuity Risk Management Office, has put in place an enterprise-wide program to focus continuously on managing incidents and ensure business continuity immediately after a significant disruption. During its inception in 2008, Globe adapted the business continuity methodology and framework of the Business Continuity Management Institute (BCMI) of Singapore. In 2009, it implemented the Good Practices Guidelines of the Business Continuity Institute, which is a Management Guide to implementing global best practices on business continuity management. And in 2010, Globe Telecom continued to improve its existing business continuity capability by conducting a full review of the program and started aligning it with British Standards (BS) 25999, the leading international standard on business continuity management, and by giving emphasis on emergency response, recovery from natural calamities and overall crisis management. Globe continues to identify and address single points of failure in its network and support facilities to make them less vulnerable to failures. It has invested in technology that will ensure network resiliency and disaster-preparedness. Enhancements are currently being made on the international network and in strengthening core network elements as well as investments in emergency power. Over the past year, Globe continued to ensure uninterrupted services in missioncritical sites in baluarte areas, making certain that the area can withstand the effects of typhoons. Proof of our disaster preparedness was our network performance in the midst of 79 typhoon Juan (international name, Megi) in October. Part of the disaster preparedness efforts included acquiring the necessary tools and conducting typhoon and flooding drills months before the start of the typhoon season to make disaster recovery teams more prepared for typhoons and floods. Globe also created Regional Crisis Management Teams in North and South Luzon, the most typhoon/flood-prone regions in the country, while continuing to improve its crisis communication process, community disaster response programs, and overall regional crisis management program. Business continuity preparedness involves all levels of the organization. In extreme weather conditions, updates and alerts about incoming typhoons are regularly issued not just to disaster response teams but also to senior executives, members of the Crisis Management Team and members of the Business Continuity Core Team to ensure uniformity and consistency of response. Post-typhoon meetings are held to identify gaps and lessons learned and corresponding improvements, and report these to senior executives led by the President and to the Executive Committee. Since business continuity management is a journey, Globe has trained and continues to train those who are involved in the program, and conducts awareness campaigns. In 2010, a training based on British Standard 25999 was held for network engineers and IT experts who develop Disaster Recovery Plans. Members of Emergency Response Teams in corporate offices and missioncritical technical sites were trained on Emergency Response and First Aid. The “BeAware, Prepare” business continuity awareness campaign was launched even as we continue to orient new employees on safety and business continuity. All these made the Globe organization and its people more resilient to crisis and natural disasters. By embedding Business Continuity in our way of life, Globe became even more responsive to its customers’ needs at the most critical times. 80 The May 2010 first automated elections was another opportunity to serve and showcase the reliability of the Globe network. Around 35,000 SIMs were distributed and used by the PCOS machines, mostly in the Luzon area. 117 DSL sites in the Visayas and Mindanao canvassing centers were used to transmit consolidated returns to the canvassing centers. To ensure security and accuracy of data transmission, four vital sites were linked to the main data center where Smartmatic servers were located. Among them are the Back Up Data Center provided by PLDT, the Comelec Data Center at the PICC, the Congress and the KBP Center at Pope Pius at UN Avenue. More than 3,000 sites nationwide were used to service the PCOS machines, all of which were operational during the elections, earning a commendation from Comelec and Smartmatic. Typhoons Basyang and Juan gave Globe the chance to give back to the community. In the days prior to Basyang’s landfall, Globe North Luzon teams ensured advanced deployment of gensets to mission-critical sites, augmented manpower and delivered fuel to all sites across the region. Globe activated the HQ Command Center, Regional Crisis Management Team and the Disaster Recovery Teams, while working with vendors and contractors to ensure sufficient supplies. Even as typhoon Basyang hit earlier than expected and affected GMA instead of Northern Luzon, Globe teams, also relying on international weather bureaus, made the necessary adjustments and preparation. When typhoon Juan struck the country, Globe teams delivered all the necessary machines and extra manpower to be able to respond well. Within twenty-six hours, 64% of affected sites were restored and Globe was the only telecommunications provider that worked in Tuguegarao in the immediate two hours after the onslaught of Juan. Business continuity and uninterrupted service is just one of the marks of Globe making a difference in the consumer’s life. It also extends to being there first and fast, while ensuring service performance. Audit and Internal Controls Internal Audit It is the policy of Globe Telecom to establish and support an Internal Audit function as a fundamental part of its corporate governance practices. Internal Audit is a service, providing an independent, objective assurance and consulting function within Globe Telecom, and sharing the organization’s common goal of creating and enhancing value for its stakeholders, through a systematic approach in evaluating the effectiveness of the Company’s risk management, internal control and governance processes. The Audit Committee regards its relationship with Globe Internal Audit having a vital role in supporting the Committee in the effective discharge of its oversight role and responsibilities. The Internal Audit Group performs its auditing functions faithfully by maintaining independence from management and controlling shareholders as it reports functionally to the Board, through the Audit Committee, and administratively, to the President & CEO. The Internal Audit Group maintains, reviews and assesses the adequacy of its Charter annually to ensure compliance with regulatory requirements and appropriateness for enabling good corporate governance. Any amendments to the Charter are submitted to the Audit Committee and the Board for approval. Globe Internal Audit adopts a risk-based audit approach in developing its annual work plan, re-assessed quarterly to consider emerging risks and the changing dynamics of the telecommunications industry. The Audit Committee reviews and approves the annual work plan and all deviations, and ensures that internal audit examinations cover at least the evaluation of adequacy and effectiveness of controls encompassing the Company’s governance, operations, information systems, reliability and integrity of financial and operational information, effectiveness and efficiency of operations, safeguarding of assets, and compliance with laws, rules, and regulations. The Audit Committee also ensures that audit resources are reasonably allocated to and focused on the areas of highest risk. The Committee meets with the internal auditors, and discusses the results of their audits, ensuring that management is taking appropriate corrective actions in a timely manner, including addressing internal controls, regulatory and compliance issues. The Committee also receives periodic reports on the status of internal audit activities, key performance indicators’ accomplishments, and quality assurance and improvement programs. Globe Internal Audit governs its activities in conformance with the International Standards for the Professional Practice of Internal Auditing (the “Standards”), the Institute of Internal Auditor’s Code of Ethics, and the Company’s Code of Conduct. In 2007, the group subjected its activities to an external Quality Assurance Review (QAR) which resulted to a “Generally Conforms” rating, the highest rating that can be achieved in the QAR process, confirming that internal audit activities are conducted in conformance with the Standards. As an advocate of the principles of good corporate governance, Globe Internal Audit worked together with the Institute for Solidarity in Asia (ISA) which assists public sector organizations to improve their governance practices and raise them to global standards and The Institute of Internal Auditors in validating reported breakthrough transformations in one of the Government Owned and Controlled Corporations. The results of the validation were considered by ISA in assessing the corporation’s eligibility for conveying upon it an Institutionalized status under Performance Governance System (PGS), a globally recognized framework and an actionbased, measurable and time-bound program designed to make organizations perform and execute strategy successfully. It is a local adaptation of the Balanced Scorecard applied to the public sector, to track the agencies’ performance against a set of goals. 81 Last August 2010, Globe Internal Audit also played host to the 7th Regional Chief Audit Executives (CAE) Forum for Singapore Telecommunications (SingTel) and its affiliates held at the Shangri-La Mactan Resort & Spa in Cebu City. The forum was attended by delegates from SingTel’s various regional affiliates such as AirTel (India), Optus (Australia), Warid (Pakistan), AIS (Thailand), as well as delegates from SingTel, Globe and Ayala Corporation with the theme “P.R.I.M.E. for Excellence” (Prepare, Refocus, Immerse, Manage, Execute). The annual Regional CAE Forum is one of the established regional events since 2004 that aims to gather the Heads and key officers of internal audit teams of SingTel and its regional affiliates to promote synergies and relationship building through sharing of knowledge, thought leadership, experiences, and good practices on risk management, internal control and corporate governance. Globe Internal Audit has also actively participated in sharing good practice of internal auditing and corporate governance through various external speaking engagements and attendance to forums and other related events. In 2009, Globe was featured in the first project of the Asian Confederation of IIA (ACIIA) entitled Governance, Risk Management and Control: Internal Audit Leading Practices, Case Studies in Asia”, the first book published by ACIIA (a confederation of 14 IIA affiliates in the Asia Pacific region). Aligned with the resolve of the Company to uphold the principles of good governance, Globe Internal Audit shares its practices on corporate governance and internal auditing. Geared towards excellence, the Internal Audit Group provides for continuing personal and professional development for all auditors through its Learning Ladder Frame work to equip them in the conduct of reviews, with focus on acquiring familiarity with Globe internal processes and telecom technology, new accounting and auditing standards, fraud investigation skills, and regulatory updates. 82 External Audit The Company engages the services of independent auditors to conduct an audit and obtain reasonable assurance on whether the financial statements and relevant disclosures are free from material misstatements. The independent auditors are directly responsible to the Audit Committee in helping ensure the integrity of the Company’s financial statements and reporting process. It is the practice of the Company every three (3) years to tender bid for the external audit services of independent auditors and on an annual basis conducting the independent auditor’s performance appraisal. From the results, the Audit Committee evaluates and proposed to the Board for endorsement and approval of the shareholder, the appointment of the independent auditors. The endorsement is submitted to the shareholders for approval at the ASM. The representatives of the independent auditors are expected to be present at the ASM and have the opportunity to make a statement on the Company’s financial statements and results of operations if they desire to do so. The auditors are also expected to be available to respond to appropriate questions during the meeting. SyCip, Gorres, Velayo & Company (SGV & Co.) is the appointed independent auditors for Globe Telecom, Inc, and its subsidiaries. In accordance with regulations issued by the SEC, the audit partner principally handling the Company’s account is rotated every five (5) years or sooner. The most recent rotation occurred in 2007. There were no disagreements with the Company’s independent auditors on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. Fees approved in connection with the audit services rendered by SGV & Co., pursuant to the regulatory and statutory requirements amounted to P15.95 million annually for the years ended 31 December 2010 and 2009. In addition to performing the audit of Globe Group’s financial statements, SGV & Co. was also selected, in accordance with established procurement policies, to provide other services in 2010 and 2009. The Audit Committee has an existing policy to review and to pre-approve the audit and nonaudit services rendered by the Company’s independent auditors. It does not allow the Globe Group to engage the independent auditors for certain non-audit services expressly prohibited by SEC regulations to be performed by an independent auditor for its audit clients. This is to ensure that the independent auditors maintain the highest level of independence from the Company, both in fact and appearance. The Audit Committee has reviewed the nature of non-audit services rendered by SGV & Co. and the corresponding fees and concluded that these are not significant to impair the independence of the auditors. The aggregate fees billed by SGV & Co. are shown below (with comparative figures for 2009): (Amount in millions of Pesos) Audit Fees Non-Audit Fees Total Audit Fees. This includes audit of Globe Group’s annual financial statements and review of quarterly financial statements in connection with the statutory and regulatory filings or engagements for the years ended 2010 and 2009. Non-Audit Fees. This includes special projects, trainings and seminars rendered by the SGV & Co. and its affiliates. The fees presented above include out-ofpocket expenses incidental to the independent auditor’s services. Responsible Tax Payment Globe recognizes and follows Philippine tax rules and regulations. The organization pays the right amount of tax legally due to the government and observes all applicable rules and regulations in the country in a timely manner. The organization’s employees, consultants and business partners are expected to treat with integrity all matters pertaining to tax activities. 2010 2009 P15.95 P15.95 3.25 0.05 P19.20 P16.00 Financial Reporting The annual audited consolidated financial statements of Globe Telecom and its subsidiaries have been prepared in accordance with PFRS, which are aligned with International Financial Reporting Standards. Management has the primary responsibility for the financial statements and the financial reporting process. The independent auditors are directly responsible to the Audit Committee in helping ensure the integrity of the Company’s financial statements and relevant disclosures, and for expressing an opinion on Globe Group’s annual audited consolidated financial statements. As part of its oversight responsibility, the Audit Committee, with the assistance of the internal auditors, reviews the financial statements and all related disclosures and endorses these to the Board for approval. The financial statements comprise of the consolidated statements of financial position, consolidated statements of comprehensive income, consolidated statements of changes in equity, and consolidated statements of cash flows. 83 Information showing the performance of the wireless and wireline segments is also disclosed to show their respective contributions to total corporate performance. Finally, the financial statements also include a detailed discussion of the Company’s significant accounting policies and other explanatory notes. Dealings in Securities Globe has adopted strict policies and guidelines for trades involving the Company’s shares made by key officers and those with access to material non-public information. Key officers and those with access to the quarterly results in the course of its review are prohibited from trading in Globe’s shares starting from the time when quarterly results are internally reviewed until after Globe publicly discloses its results. Notices of trading blackouts are regularly issued to the officers concerned and compliance is monitored by the Corporate and Legal Services Group. Also, all key officers are required to submit a report on their trades to a designated compliance officer, for submission to the SEC in accordance with the Securities Regulation Code. Stockholders Common Shares % of Common Ayala Corp. 40,319,263 30.47% SingTel 62,646,486 47.33% - - - 158,515,021 29,382,724 22.20% - 132,348,473 100% 158,515,021 Asiacom Public* Total Preferred Shares % of Preferred shares - Total - % of Total 40,319,263 13.86% - 62,646,486 21.54% 100% 158,515,021 54.50% - 29,382,724 10.10% 100% 290,863,494 100% * Including shares held by Globe directors, officers and employees through ESOP (Executive Stock Option Plan) Ownership Structure Globe Telecom regularly discloses the top 20 shareholders of the common and preferred equity securities of the Company. Disclosure is also made of the security ownership of certain record and beneficial owners who hold more than 5% of the Company’s common and preferred shares. Finally, the shareholdings and percentage ownership of the directors and key officers are disclosed in the Definitive Information Statement sent to the shareholders prior to the ASM. Shareholder Relations Globe Telecom recognizes the importance of regular communication with its investors, and is committed to high standards of disclosure, transparency, and accountability. The Company aims to provide a fair, accurate, and meaningful assessment of the Company’s 84 financial performance and prospects through the annual report, quarterly financial reports, and analyst presentations. The Company’s quarterly financial results are disclosed to the SEC and Philippine Stock Exchange (PSE) within 24 hours from their approval by the Board. The Company also files its quarterly and year-end financial statements and the detailed management’s discussion and analysis within forty-five (45) and one hundred and five (105) calendar days respectively from the end of the financial period covered by the report, in compliance with the financial reporting and disclosure requirements of the SEC and the PSE. These reports are also made available to the analysts immediately upon confirmation by the SEC of receipt of disclosure, and are posted on the Company’s website. Additionally, any material, marketsensitive information such as dividend declarations are also disclosed to the SEC and PSE, as well as released through various media including press releases and Company website posting. The Company regularly holds analysts and media briefings to discuss the quarterly financial results. A conference call facility is set up during these briefings to enable wider participation. The company also participates in both local and international investor conferences as part of its investor communications program. The Company likewise holds an annual stockholders’ meeting where shareholders are given the opportunity to raise questions and clarify issues relevant to the Company. The Board, President & CEO, members of management, and external auditors are present to address any questions raised at these meetings. Enquiries by shareholders, whether by telephone, mail, or electronic mail, are dealt with as promptly as possible. Shareholders, investors, and the public may also access the Company’s website (http:// www.globe.com.ph) to obtain information on the Company. Corporate Governance Guidelines: Disclosure Survey On 7 February 2011, Globe filed its response to the Corporate Governance Guidelines Disclosure Survey with the Philippine Stock Exchange, Inc. (PSE) and provided the following additional information: 1. The Company has in place relevant policies and initiatives on Enterprise Risk Management, which may be revised and modified from time to time as necessary to adapt to changes in the business and operating environment, both internal and external. Currently, there is an initiative to enhance the risk management policy and procedure to ensure that they continue to remain relevant and effective. The Company has and will continue to engage outside consultants, as required, to provide relevant expertise to help improve its ERM capability through the implementation of industry best practices as part of the continuous improvement process. Regular reporting to the Board and/or its Committees of the material business risks inherent in the Company’s business by management facilitates the Board’s oversight on the adequacy and effectiveness of the management of these risks. 2. In compliance with SEC Memorandum Circular No. 6, Series of 2009, two of eleven board members were nominated and elected as Independent Directors. In addition, all the directors except for the President and CEO are non-executives. 3. The Company complies with the Minimum Public Ownership requirement of the PSE. As of 31 December 2010, public ownership is 22.06% of total issued and outstanding common shares, and 10.04% of total issued and outstanding common and preferred shares. Further, the primary shareholders (Ayala Corporation and Singapore Telecom) are publicly held and listed companies themselves and are, therefore, accountable to their own public shareholders for their governance of Globe. Each corporation maintains high standards of governance, are professionally managed, and are acknowledged as models of good governance both within their respective countries of domicile and abroad. 85 I Love Performing I live for music and celebrating good times, I rejoice in my passion for revelry and playing, For rejoicing in everyday gratefulness. I am Ferry Llorico Loving Globe since 2000 86 Management’s Discussion and Analysis Operational Performance Results of Operations (P Mn) Net Operating Revenues Service Revenues Mobile1 Fixed Line Voice2 Fixed Line Data3 Broadband4 Non-Service Revenues 3 4 1 2 31 Dec 2010 65,548 62,555 50,503 2,816 3,488 5,748 2,993 31 Dec 2009 63,861 62,443 53,321 2,795 3,038 3,289 1,418 YoY Change (%) 3% -5% 1% 15% 75% 111% Includes mobile voice and data revenues. Includes revenues from landline and DUO services. Includes international and domestic data services, corporate internet access, and data center solutions. Includes revenues from wired, fixed wireless, and fully mobile broadband services. Mobile Business Globe provides digital mobile communication services nationwide using a fully digital network based on the Global System for Mobile Communication (GSM) technology. It provides voice, data and valueadded services to its mobile subscribers through three major brands: Globe Postpaid, Globe Prepaid and TM. Globe Postpaid includes all postpaid plans such as regular G-Plans, consumable G-Flex Plans, Load Allowance Plans, Load Tipid, Apple™ iPhone 3G plans and high-end Platinum Plans. During the year, the Company further expanded its postpaid offerings to include My SuperPlan and My Fully Loaded Plan, as well as various other add-on roaming and mobile browsing plans to cater to the needs of specific market segments. My Fully Loaded Plan allows subscribers to customize their plan depending on their needs. Meanwhile, My Superplan is an affordable and first-in-the-market personalized plan which allows subscribers to choose from and combine its unlimited call, text and web browsing services. Both My Superplan and My Fully Loaded Plan give subscribers the flexibility to change their bundled services as often as monthly. For those subscribers who want to upgrade their mobile internet browsing experience, Globe introduced Personal Blackberry® and Super Surf add-on plans which entail additional monthly fees on top of their regular monthly postpaid subscription fees. Globe Prepaid and TM are the prepaid brands of Globe. Globe Prepaid is targeted towards the adult, mainstream market. Its unique brand proposition revolves around its innovative product and service offerings, superior customer service, and Globe “worldwidest” services and global network reach. TM, on the other hand, caters to the value-conscious segment of the market. In addition to digital wireless communications, Globe also offers mobile payments and remittance service under the GCash brand. GCash is an internationally acclaimed micro payment service that transforms a mobile phone into a virtual wallet, enabling secure, fast, and convenient money transfers at the speed and cost of a text message. Since the launch of GCash, wholly-owned subsidiary GXI has established a wide network of local and international partners that includes government agencies, utility companies, cooperatives, insurance companies, remittance companies, universities, and commercial establishments which have agreed to accept GCash as a means of payment for products and services. Mobile revenues, which comprised 81% of consolidated service revenues, reached P50.5 billion in 2010, 5% below the P53.3 billion achieved last year. Despite an overall growth in voice and SMS traffic, the mobile business was affected by the continued multiSIM usage, subscriber preference for loweryield bucket and unlimited service offerings, and price pressures resulting from intense competition. 87 Globe closed the year with a cumulative mobile subscriber base of 26.5 million, 14% higher than last year’s 23.2 million SIMs. Gross additions recovered from last year’s recalibration of acquisition programs and churn out of marginal subscribers, bringing full year gross additions to 21.8 million, 12% better than 2009 level of 19.4 million. With churn rates improving across all brands, net subscriber additions surged to 3.2 million SIMs in 2010 compared to last year’s net reduction of 1.4 million. Globe Postpaid, which accounted for 4% of the total mobile subscriber base, delivered record-breaking performances in key metrics in 2010. The innovative My Super Plan and My Fully Loaded Plan, which allow subscribers to customize their plans, have been a major growth driver in this segment, enabling the Company to accumulate record subscriptions during the year. Full year gross acquisitions soared to an all-time high of 412,894 during the period. With churn rate improving from 1.95% in 2009 to 1.92% in 2010, net additions likewise surged to a record high of about 215,000. As a result, cumulative postpaid subscribers breached the 1 million mark to close the year with a total of 1,066,137 SIMs, 25% higher than previous year’s level of 851,368 subscribers. Postpaid gross and net ARPUs of P1,609 and P1,192 were lower than last year’s P1,822 and P1,283, respectively. Growth in mobile browsing and roaming revenues were offset by lower domestic voice and SMS revenues, as well as lower inbound international revenues. Meanwhile, subscriber acquisition costs (SAC) decreased by 35% from 2009 level of P5,382 to P3,489 due largely to lower subsidy, advertising and promotion charges. Acquisition costs remained recoverable within the 24-month contract period for postpaid subscribers. Globe Prepaid comprised 52% of the total mobile subscriber base in 2010. During the year, gross acquisitions increased by 4% from 10.4 million in 2009 to 10.8 million SIMs in 2010 as a result of the Company’s efforts to revitalize the prepaid brands and following the Company’s recalibration of its acquisition drives in 2009 and the deliberate churn-out of marginal subscribers. With churn rate declining year-on-year from 6.75% to 6.23%, net incremental subscribers for 2010 were 785,855, reversing the net reduction 88 Mobile Subscribers (In ‘000 SIMs) 23,245 851 22,394 26,471 1,066 25,405 2009 2010 ■ Globe Prepaid & TM ■ Globe Postpaid of 244,371 in 2009. As a result, cumulative Globe Prepaid subscribers rose 6% from last year’s 13.0 million to 13.8 million SIMs in 2010. Despite an overall growth in voice and SMS traffic, Globe Prepaid gross and net ARPUs fell by 15% and 14%, respectively, from last year. The continued shift in usage from regular, payper-use to value-based bucket and unlimited service offerings, alongside price pressures arising from intense competition, were the key drivers behind the decline. Subscriber acquisition costs, on the other hand, were maintained at last year’s level of P37 and remained recoverable within a month’s net ARPU. TM closed the year with 11.6 million subscribers, up 24% from last year’s 9.3 million, and accounted for 44% of total mobile subscriber base in 2010. Full year gross acquisitions rose 20% from 8.8 million last year to 10.5 million as the Company concluded its clean-up of lower-quality subscribers and revitalized its acquisition program. With churn rate substantially improving from 8.35% to 6.62%, net additions increased to over 2.2 million and reversed net reduction of about 1.2 million subscribers in 2009. Similar to trends in Globe Prepaid, TM gross and net ARPUs fell from 2009 levels by 2% and 6%, respectively. Subscriber acquisition costs, on the other hand, dropped significantly by 21% year-onyear on lower handset and SIM pack subsidies, and remained recoverable within a month’s net ARPU. Fixed Line and Broadband Business Globe offers a full range of fixed line communications services, wired and wireless broadband access, and end-to- end connectivity solutions customized for consumers, SMEs (Small & Medium Enterprises), large corporations and businesses. Globe’s fixed line voice services include local, national and international long distance calling services in postpaid and prepaid packages through its Globelines brand. For corporate and enterprise customers, Globe offers voice solutions that include regular and premium conferencing, enhanced voice mail, IP-PBX solutions and domestic or international toll free services. The Company’s fixed line data services include end-to-end data solutions customized according to the needs of businesses. Product offerings include international and domestic data services, wholesale and corporate internet access, data center services and segment-specific solutions tailored to the needs of specific industries. For the broadband business, Globe offers wired, fixed wireless, and fully mobile internet-on-the-go services across various technologies and connectivity speeds for its residential and business customers. Wired or DSL broadband packages bundled with voice, or broadband data-only services are available at download speeds ranging from 256 kbps up to 3 mbps. In selected areas where DSL is not yet available, Globe offers a fixed wireless broadband service using its WiMAX network. For consumers who require a fully mobile, internet-on-the-go broadband connection, Globe Broadband Tattoo allows subscribers to access the internet at speeds of up to 2 mbps using 3G with HSDPA, EDGE, GPRS or Wi-Fi at various hotspots nationwide using a plug-and-play USB modem. This service is available in both postpaid and prepaid packages. In addition, consumers in selected urban areas who require faster connections have the option to subscribe to Globe’s Hyper Speed broadband plans using leading edge GPON (Gigabit Passive Optical Network) technology with speeds of up to 100 mbps. In 2010, the fixed line and broadband business of Globe continued its robust growth and posted a year on year revenue growth of 32%. This was driven by the strong performances of the broadband and fixed line data businesses whose revenues grew 75% and 15%, respectively. Globe’s fixed line voice business grew its subscriber base by 5%, to close the year with about 619,000 subscribers. This was driven by the demand for bundled voice and broadband plans, as well as subscriptions to the postpaid Duo and SuperDuo services. Total fixed line voice revenues increased by 1% to P2.8 billion, in spite of the continued shift in traffic from fixed line voice to mobile services and the softer demand for voice-only, fixed line products. The fixed line data business sustained its strong growth and ended the year with P3.5 billion in revenues, an increase of 15% over 2009 level. This was fueled by the Company’s continued expansion of its network of high-speed data nodes, transmission links, and international bandwidth capacity to serve the requirements of business and enterprise clients, including those in the financial services, retail, offshoring and outsourcing industries. During the year, and to further address the communication needs of corporates, especially those frequently dealing with business partners overseas, Globe Business launched Globe Telepresence, the Company’s most advanced, close-to-live conferencing solution. Supported by Globe’s reliable Multi-Protocol Label Switching (MPLS) for Virtual Private Network (VPN) transport, Globe Telepresence enables customers to conduct highly-immersive virtual meetings, supported by life-size, high-definition images, and smooth, realistic, real-time motion and spatial audio. Globe Telepresence connects to other telepresence rooms on the AT&T Business Exchange, giving customers access to over 70 countries and territories, helping them save on travel time and costs. In 2010, the Globe broadband business achieved a major milestone when its cumulative subscriber base breached the 1 million mark, ending the year with over 1,074,000 subscribers, 50% higher than the prior year’s level of 715,000. This was driven by the continued gains of Globe Broadband Tattoo, the Company’s nomadic broadband service, and Globe WiMAX, Globe fixed wireless service for at-home use. Globe WiMAX, which reached 100,000 subscribers during the year, is the country’s biggest and fastest-growing WiMAX service and is available in over 420 towns and cities, in over 60 provinces nationwide. Wireless broadband 89 subscribers now account for 76% of total broadband customers, up from 70% last year. The robust subscriber pick-up translated to sustained revenue gains, with broadband service revenues up 75% to close the year at P5.7 billion compared to P3.3 billion in 2009. The broadband business now comprises 9% of consolidated service revenues compared to 5% in 2009. In an effort to sustain the strong growth in the segment, Globe expanded its WiMAX offerings by introducing a prepaid variant in 2010. Globe WiMAX Prepaid 4G is available in data-only prepaid kits at speeds of up to 3mbps for only P60 per day (plus onetime modem charge). Globe also released Immortal Surf, the first and only mobile internet offer that gives consumable internet surfing minutes without expiry. For only P20, Immortal Surf provides subscribers with one hour of internet surfing minutes that will not expire as long as the subscriber maintains a P5 maintaining balance. In the last quarter of 2010, Globe also made its Globe Tattoo MyFi Device more affordable by dropping prices of its prepaid kit from P7,000 to P4,995. Globe Tattoo MyFi is a wireless modem and Wi-Fi router that enables one to share internet access with other Wi-Fi-capable devices simultaneously. Meanwhile, for Globe Tattoo Plan499 and Plan999 subscribers, the price of the MyFi device was also reduced from a monthly fee of P250 to P149 for 24 months. Following the price drop of Globe Tattoo MyFi, Globe launched the Tattoo SuperStick, Globe Tattoo’s most powerful mobile broadband, capable of speeds of up to 3 mbps, and with sharable Globe-powered WiFi connection for only P1,299 per month. It also comes with one month of free McAfee Antivirus Plus and 200 free SMS to Globe and TM subscribers every month. Financial Performance Full year consolidated service revenues of P62.6 billion were higher by P112 million from last year’s P62.4 billion. The doubledigit growth of the fixed line and broadband business compensated for the decline in the Company’s mobile business which was weighed down by declining yields from 90 value offerings and price pressures resulting from intense competition. Consolidated non-service revenues, on the other hand, more than doubled from last year’s level of P1.4 billion to P3.0 billion driven by higher handset sales resulting from the record high acquisitions in the postpaid segment, and the brisk sales of Globe Broadband Tattoo. Revenues for 2010 results include the impact of a one-time upward adjustment of P526 million, representing prepaid load credits that have either expired or have already been used up. Excluding this upward adjustment, consolidated service revenues would have closed the year at P62.0 billion, just slightly below last year’s level of P62.4 billion. Operating expenses and subsidy increased by 12% from a year ago, from P26.0 billion to P29.0 billion, driven largely by higher network costs, marketing, outsourced services, and provisions. Network-related charges such as electricity, fuel, repairs and maintenance grew as a result of an expanded 2G, 3G and broadband network. These were offset by lower rent resulting from the termination of temporary cable leases following the completion of FOBN2, the Company’s 2nd fiber optic backbone network. Subsidy and marketing expenses, meanwhile, also rose by 4% compared to 2009. As a percentage of service revenues, marketing and subsidy was at 9% from 8% in 2009. With the increase in operating expenses outpacing the growth in service revenues, consolidated EBITDA was down 8% from P36.5 billion to P33.5 billion in 2010. While Service Revenue Profile Fixed Line Voice 4% Fixed Line Data 6% Broadband 9% Mobile 81% Return on Equity Net Income (P Bn) 12.6 26% 9.7 21% 2009 2010 mobile EBITDA margin remained healthy at 63% of service revenues, the higher contribution of the fast-growing but lowermargin fixed line and broadband business diluted consolidated EBITDA margin to 54% from 58% in 2009. Globe closed the year with net income after tax of P9.7 billion, 22% lower than previous period’s P12.6 billion. Excluding foreign exchange, mark-to-market gains and losses, as well as non-recurring items, core net income stood at P9.1 billion, down 24% from past year’s P12.0 billion. Consolidated basic earnings per share decreased to P73.63 in 2010 from last year’s P94.59, while consolidated diluted earnings per share was at P73.12 from P94.31 a year ago. Consolidated return on equity, meanwhile, was at 21% in 2010 compared to 26% in 2009 using net income and average equity balances for the year ended. Globe Telecom's financial position remains strong with ample liquidity and gearing within optimum levels. Consolidated assets amounted to P130,628 million in 2010 compared to P127,644 million in 2009. Cash balances were at P5,869 million at the end of the period compared to P5,943 million in 2009. Investment in property and equipment also went up to support an expanding mobile and broadband operation. Consolidated net cash provided by operating activities decreased by 19% from 2009 2010 P33,376 million in 2009 to P27,148 million in 2010 on lower cash flows generated from operations and lower collections. Meanwhile, consolidated net cash used in investing activities amounted to P16,929 million, 22% below 2009 level of P21,829 million driven by lower capital expenditures. Full year 2010 consolidated capital expenditures declined by 21% from P24,702 million in 2009 to P19,467 million in 2010. Last year’s amount included a one-time spend in the Company’s domestic backbone network FOBN2 and the related investment in the TGN-Intra Asia submarine cable system. Consolidated net cash used in financing activities decreased by 10% to P10,172 million in 2010 on lower cash dividends paid out during the year. Consolidated total debt increased by 6% from P47,477 million to P50,371 million in 2010. Loan repayments of Globe for the period amounted to P11,987 million, a 13% decrease compared to the P13,822 million paid in 2009. The Company’s gearing levels have been increasingly optimized over the past few years with the raised dividend payouts and higher proportion of debt to total capitalization. Globe ended the year with gross debt to equity ratio of 1.07:1 on a consolidated basis which is well within the 2:1 debt to equity limit dictated by its debt covenants. Meanwhile, net debt to equity ratio was at 0.95:1 compared to 0.87:1 for the same period last year. 91 Report of the Audit Committee to the Board of Directors for the Year Ended 31 December 2010 In adherence to Article 2.5 of the Manual of Corporate Governance of Globe Telecom, Inc., the Audit Committee assists the Board of Directors in carrying out its responsibility as they relate to the oversight of Globe’s financial reporting and operational risks specifically on financial statements, financial reporting process and systems of internal controls, internal audit function and independent auditors, legal or regulatory compliance, corporate governance, risk management process and fraud risks. The Audit Committee’s role and responsibilities are likewise defined in the Audit Committee Charter approved by the Company’s Board of Directors (Board). In compliance with the Audit Committee Charter, we confirm that: • An independent director chairs the Audit Committee; • We had four (4) meetings during the year. The company’s President & CEO, the Chief Operating Adviser, the Chief Financial Officer, and other members of management were requested to attend the Committee meetings. External subject experts, such as the appointed independent auditors and other consultants, were also invited to the meetings. • The Committee met with the Head of Internal Audit in executive sessions during the year. • We have reviewed and discussed the quarterly unaudited financial statements and the audited annual financial statements of Globe Telecom, Inc. and Subsidiaries (Globe Group), including the Management’s Discussion and Analysis of Financial Condition and Results of Operations, with the Globe Group's Management, who has the primary responsibility for the financial statements and the financial reporting process, the Internal Audit and with SGV & Co., the Independent Auditor of the Globe Group who is responsible for expressing an opinion on the conformity of the Globe Group's consolidated audited financial statements with Philippine Financial Reporting Standards; • We have reviewed and discussed the adequacy of the Globe Group’s enterprise risk management framework and risk management processes specific to financial statement and reporting, business continuity, fraud, revenue assurance and regulatory risks with Management who is primarily responsible for the risk management process; • We have discussed and approved the overall scope and plans for the respective audit reviews of the internal auditors and SGV & Co. • We have discussed the audit results of the independent auditors and their assessment of the Globe Group’s overall quality of the financial reporting process, mainly on financial statements and compliance to financial reporting standards, and their observations of internal control weaknesses arising from statutory audits; • We have also discussed the results and reports of internal audit reviews and follow-up of implementation of audit recommendations, and their assessment of the Globe Group’s internal controls ensuring that management is taking appropriate corrective actions in a timely manner, including addressing internal control and any regulatory compliance issues; • We have reviewed the effectiveness of the internal audit function, ensuring compliance with the International Standards for the Professional Practice of Internal Auditing (ISSPIA), and the Internal Audit’s annual and quarterly reports to the Audit Committee covering: • Work plan and Key Performance Indicators (KPI) Accomplishments • Critical Risk Areas Covered, including investigative reviews and resolutions • Quality Assurance and Improvement Programs • Organizational Structure, Resource Utilization and Staff Competencies • We have reviewed and recommended for Board approval the audit services of SGV & Co. and approved audit-related and permitted non-audit services provided by SGV & Co. to the Globe Group and the related fees for such services, in accordance with existing policies, standards, and regulatory requirements, and concluded that the non-audit fees are not significant to impair their independence. Based on the reviews and discussions undertaken, and subject to the limitations on our roles and responsibilities referred to above, the Audit Committee recommends to the Board of Directors that the audited financial statements be included in the Annual Report for the year ended 31 December 2010 for filing with the Securities and Exchange Commission. We are also recommending to the Board of Directors the re-appointment of SGV & Co. as the Globe Group’s Independent Auditor for 2011 based on a fair and transparent tender process, and considering the independent auditor performance and qualifications. 7 February 2011 92 Xavier P. Loinaz Chairman Romeo L. Bernardo Member Koh Kah Sek Member GLOBE TELECOM, INC. AND SUBSIDIARIES Statement of Management’s Responsibility for Financial Statements The management of Globe Telecom, Inc. is responsible for all information and representations contained in the consolidated financial statement as at and for each of the three years in the period ended 31 December 2010. The consolidated financial statements have been prepared in accordance with Philippine Financial Reporting Standards and reflect amounts that are based on the best estimates and informed judgment of management with an appropriate consideration to materiality. In this regard, management maintains a system of accounting and reporting which provides for the necessary internal controls to ensure that transactions are properly authorized and recorded, assets are safeguarded against unauthorized use or disposition and liabilities are recognized. The management likewise discloses to the Company’s Audit Committee and to its external auditors: (i) all significant deficiencies in the design or operation of internal controls that could adversely affect its ability to record, process and report financial data; (ii) material weakness in the internal controls; and (iii) any fraud that involves management or other employees who exercise significant roles in internal controls. The Board of Directors reviews the consolidated financial statements before such statements are approved and submitted to the stockholders of the company. Sycip Gorres Velayo & Co., the independent auditors appointed by the stockholders, have audited the consolidated financial statements of the Company and its Subsidiaries in accordance with Philippine Standards on Auditing and has expressed their opinion on the fairness of presentation upon completion of such audit, in its report to Stockholders and the Board of Directors dated 8 February 2011. Jaime Augusto Zobel de Ayala Chairman, Board of Directors Ernest L. Cu President and Chief Executive Officer Alberto M. De Larrazabal Chief Financial Officer 93 Independent Auditors’ Report The Stockholders and the Board of Directors Globe Telecom, Inc. We have audited the accompanying consolidated financial statements of Globe Telecom, Inc. and Subsidiaries, which comprise the consolidated statement of financial position as at December 31, 2010, 2009 and 2008, and the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Philippine Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Philippine Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Globe Telecom, Inc. and Subsidiaries as of December 31, 2010, 2009 and 2008, and its financial performance and its cash flows for the years then ended in accordance with Philippine Financial Reporting Standards. SYCIP GORRES VELAYO & CO. Arnel F. de Jesus Partner CPA Certificate No. 43285 SEC Accreditation No. 0075-AR-1 Tax Identification No. 152-884-385 PTR No. 2641517, January 3, 2011, Makati City February 8, 2011 94 GLOBE TELECOM, INC. AND SUBSIDIARIES Consolidated Statements of Financial Position Notes ASSETS Current Assets Cash and cash equivalents 28, 30 Short-term investments 28 Receivables - net 4, 28 Inventories and supplies 5 Derivative assets 28 Prepayments and other current assets - net 6, 28 Total Current Assets Assets classified as held for sale 25.4 Noncurrent Assets Property and equipment - net 7 Investment property - net 8 Intangible assets and goodwill - net 9 Investments in joint ventures 10 Deferred income tax - net 24 Other noncurrent assets - net 11,18 Total Noncurrent Assets LIABILITIES AND EQUITY Current Liabilities Accounts payable and accrued expenses 12, 18, 28 Provisions 13 Derivative liabilities 28 Income tax payable 24 Unearned revenues 4 Notes payable 14, 28 Current portion of: Long-term debt 14, 28 Other long-term liabilities 15, 28 Total Current Liabilities Liabilities directly associated with the assets classified as held for sale 25.4 Noncurrent Liabilities Deferred income tax - net 24 Long-term debt - net of current portion 14, 28 Derivative liabilities 28 Other long-term liabilities - net of current portion 15, 28 Total Noncurrent Liabilities Total Liabilities Equity Paid-up capital 17 Cost of share-based payments 16, 18 Other reserves 17, 28 Retained earnings 17 Total Equity 2010 December 31 2009 (In Thousand Pesos) 2008 P5,868,986 – 8,374,123 1,839,333 19,888 4,704,198 20,806,528 778,321 21,584,849 P5,939,927 2,784 6,583,228 1,653,750 36,305 4,199,320 18,415,314 – 18,415,314 P5,782,224 – 7,473,346 1,124,322 169,012 5,106,429 19,655,333 – 19,655,333 101,837,254 214,192 3,248,376 197,016 670,594 2,875,686 109,043,118 P130,627,967 101,693,868 236,739 2,982,856 233,800 742,538 3,338,410 109,228,211 P127,643,525 93,540,390 259,223 3,338,796 73,529 523,722 2,360,195 100,095,855 P119,751,188 P22,115,203 224,388 93,336 1,098,492 2,402,749 – P20,838,681 89,404 85,867 1,107,721 2,981,880 2,000,829 P17,032,474 202,514 163,989 1,237,969 3,247,711 4,002,160 8,677,209 – 34,611,377 5,667,965 803,617 33,575,964 7,742,227 99,145 33,728,189 697,729 35,309,106 – 33,575,964 – 33,728,189 4,620,490 41,694,261 152,529 1,982,453 48,449,733 83,758,839 4,627,294 39,808,057 6,589 1,916,707 46,358,647 79,934,611 4,590,429 28,843,711 21,665 2,475,639 35,931,444 69,659,633 33,946,004 544,794 (88,310) 12,466,640 46,869,128 P130,627,967 33,912,158 468,367 18,518 13,309,871 47,708,914 P127,643,525 33,861,398 386,905 (35,382) 15,878,634 50,091,555 P119,751,188 See accompanying Notes to Consolidated Financial Statements. 95 GLOBE TELECOM, INC. AND SUBSIDIARIES Consolidated Statements of Comprehensive Income Notes REVENUES Service revenues 16 Nonservice revenues Interest income 19, 29 Others - net 20 Gain on disposal of property and equipment - net 7, 29 COSTS AND EXPENSES General, selling and administrative 21 Depreciation and amortization 7, 8, 9, 29 Cost of sales 5 Financing costs 22, 29 Impairment losses and others 23 Equity in net losses of joint ventures 10, 29 INCOME BEFORE INCOME TAX PROVISION FOR (BENEFIT FROM) INCOME TAX 24 Current Deferred NET INCOME OTHER COMPREHENSIVE INCOME (LOSS) 17 Transactions on cash flow hedges - net Changes in fair value of available-for-sale investment in equity securities Exchange differences arising from translations of foreign investments Tax effect relating to components of other comprehensive income TOTAL COMPREHENSIVE INCOME Earnings Per Share 27 Basic Diluted Cash dividends declared per common share 17 See accompanying Notes to Consolidated Financial Statements. 96 Years Ended December 31 2010 2009 2008 (In Thousand Pesos, Except Per Share Figures) P62,554,689 2,993,301 218,532 856,941 66,623,463 P62,443,518 1,418,614 271,806 1,064,476 65,198,414 P62,894,488 1,923,560 420,425 700,874 65,939,347 52,449 66,675,912 608,400 65,806,814 24,837 65,964,184 26,692,104 18,085,839 4,238,960 2,068,401 1,549,448 2,968 52,637,720 14,038,192 24,496,882 17,388,430 2,947,950 2,182,881 810,960 7,009 47,834,112 17,972,702 23,757,126 17,028,068 3,117,172 3,000,391 1,205,679 9,728 48,118,164 17,846,020 4,187,625 105,933 4,293,558 9,744,634 5,583,809 (179,980) 5,403,829 12,568,873 7,268,584 (698,442) 6,570,142 11,275,878 (133,257) 25,040 (310,099) 20,150 14,553 (19,734) (33,698) 24,682 1,508 39,977 (106,828) P9,637,806 (10,375) 53,900 P12,622,773 108,535 (219,790) P11,056,088 P73.63 P73.12 P80.00 P94.59 P94.31 P114.00 P84.75 P84.61 P125.00 GLOBE TELECOM, INC. AND SUBSIDIARIES Consolidated Statements of Changes in Equity Cost of Capital Stock Paid-in Payments Reserves (Note 17) Capital (Note 16.5) (Note 17) Notes Additional Share-Based Other Retained Earnings Total For the Year Ended December 31, 2010 (In Thousand Pesos) P7,409,079 P26,503,079 P468,367 the year – – – (106,828) 9,744,634 9,637,806 – – – – (10,587,865) (10,587,865) 104,788 As of January 1, 2010 P18,518 P13,309,871 P47,708,914 Total comprehensive income (loss) for Dividends on common stock 17.3 Cost of share-based payments 18.1 – – 104,788 – – Exercise of stock options 17.2 144 33,702 (28,361) – – 5,485 P7,409,223 P26,536,781 P544,794 (P88,310) P12,466,640 P46,869,128 As of January 1, 2009 P7,408,075 P26,453,323 P386,905 Total comprehensive income for the year – – – 53,900 12,568,873 12,622,773 (15,087,144) As of December 31, 2010 For the Year Ended December 31, 2009 (In Thousand Pesos) Dividends on: (P35,382) P15,878,634 P50,091,555 17.3 Common stock – – – – (15,087,144) Preferred stock – – – – (50,492) (50,492) 18.1 – – 126,437 – – 126,437 Collection of subscriptions receivable 732 – – – – 732 Exercise of stock options 17.2 272 49,756 (44,975) – – 5,053 As of December 31, 2009 P7,409,079 P26,503,079 P468,367 P18,518 P13,309,871 P47,708,914 Cost of share-based payments For the Year Ended December 31, 2008 (In Thousand Pesos) As of January 1, 2008 P7,367,002 P26,353,378 P306,358 P184,408 P21,205,664 P55,416,810 – – – (219,790) 11,275,878 11,056,088 (16,542,271) Total comprehensive income (loss) for the year Dividends on: 17.3 Common stock – – – – (16,542,271) Preferred stock – – – – (60,637) (60,637) 18.1 – – 182,324 – – 182,324 Collection of subscriptions receivable 40,742 Cost of share-based payments 40,742 – – – – 17.2 331 99,945 (101,777) – – (1,501) As of December 31, 2008 P7,408,075 P26,453,323 P386,905 (P35,382) P15,878,634 P50,091,555 Exercise of stock options See accompanying Notes to Consolidated Financial Statements. 97 GLOBE TELECOM, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows Notes CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation and amortization 7, 8, 9 Interest expense 22 Provisions for (reversals of) other probable losses 23 Cost of share-based payments 16, 18 Impairment losses (reversal of impairment losses) on property and equipment 23 Loss (gain) on derivative instruments 22 Equity in net losses of a joint venture 10 Dividend income Gain on disposal of property and equipment 7 Foreign exchange losses (gains) - net 20, 22 Interest income 19 Operating income before working capital changes Changes in operating assets and liabilities: Decrease (increase) in: Receivables Inventories and supplies Prepayments and other current assets Increase (decrease) in: Accounts payable and accrued expenses Unearned revenues Other long-term liabilities Cash generated from operations Income tax paid Net cash flows provided by operating activities CASH FLOWS FROM INVESTING ACTIVITIES Additions to: Property and equipment 7,30 Intangible assets 9 Proceeds from sale of property and equipment Decrease (increase) in: Short-term investments Held-to-maturity investments Other noncurrent assets Acquisition of subsidiaries 9 Dividend received Interest received Net cash flows used in investing activities (Forward) 98 Years Ended December 31 2010 2009 (In Thousand Pesos) 2008 P14,038,192 P17,972,702 P17,846,020 18,085,839 1,981,785 138,760 104,787 17,388,430 2,096,945 (88,047) 126,437 17,028,068 2,255,878 (5,031) 182,324 83,040 36,570 2,968 (2,366) (52,449) (501,500) (218,532) 33,697,094 85,631 64,547 7,009 (592) (608,400) (286,530) (271,806) 36,486,326 (31,172) (105,642) 9,728 (27) (24,837) 759,299 (420,425) 37,494,183 (1,932,420) (185,583) (438,808) 833,760 (529,428) 754,837 (751,361) (12,176) (2,482,801) 1,007,956 (579,131) (314,998) 31,254,110 (4,105,733) 27,148,377 1,617,432 (265,831) 68,345 38,965,441 (5,589,227) 33,376,214 (2,778,052) 1,381,180 (818,774) 32,032,199 (7,117,556) 24,914,643 (17,552,246) (169,329) 113,258 (20,988,768) (99,164) 58,145 (18,754,502) (196,052) 137,124 2,784 – 482,918 – 2,366 191,436 (16,928,813) (2,784) – (863,889) (141,330) 592 208,094 (21,829,104) 500,000 2,350,032 (619,397) (351,499) 27 352,990 (16,581,277) Notes CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from borrowings: 14 Long-term Short-term Repayments of borrowings: 14 Long-term Short-term Payments of dividends to stockholders: 17 Common Preferred Collection of subscriptions receivable and exercise of stock options Interest paid Net cash flows used in financing activities Years Ended December 31 2010 2009 (In Thousand Pesos) 2008 P14,181,967 1,000,000 P18,629,170 2,000,000 P11,500,000 6,603,375 (8,986,275) (3,000,829) (9,820,330) (4,001,330) (4,814,990) (3,100,540) (10,587,865) (50,492) (15,087,144) (60,637) (16,542,271) (49,449) 5,485 (2,734,000) (10,172,009) 5,785 (3,009,233) (11,343,719) 39,241 (2,407,243) (8,771,877) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 47,555 203,391 (438,511) NET FOREIGN EXCHANGE DIFFERENCE (118,496) (45,688) 29,731 CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR 5,939,927 5,782,224 6,191,004 P5,868,986 P5,939,927 P5,782,224 CASH AND CASH EQUIVALENTS AT END OF YEAR 28, 30 See accompanying Notes to Consolidated Financial Statements. 99 GLOBE TELECOM, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements 1. Corporate Information Globe Telecom, Inc. (hereafter referred to as “Globe Telecom”) is a stock corporation organized under the laws of the Philippines, and enfranchised under Republic Act (RA) No. 7229 and its related laws to render any and all types of domestic and international telecommunications services. Globe Telecom is one of the leading providers of digital wireless communications services in the Philippines under the Globe and Touch Mobile (TM) brand using a fully digital network. It also offers domestic and international long distance communication services or carrier services. Globe Telecom’s principal executive offices are located at 5th Floor, Globe Telecom Plaza, Pioneer Highlands, Pioneer corner Madison Streets, Mandaluyong City, Metropolitan Manila, Philippines. Globe Telecom is listed in the Philippine Stock Exchange (PSE) and has been included in the PSE composite index since September 17, 2001. Major stockholders of Globe Telecom include Ayala Corporation (AC), Singapore Telecom, Inc. (STI) and Asiacom Philippines, Inc. None of these companies exercise control over Globe Telecom. Globe Telecom owns 100% of Innove Communications, Inc. (Innove). Innove is a stock corporation organized under the laws of the Philippines and enfranchised under RA No. 7372 and its related laws to render any and all types of domestic and international telecommunications services. Innove holds a license to provide digital wireless communication services in the Philippines. Innove also offers a broad range of wireline voice and data communication services, including domestic and international long distance communication services or carrier services as well as broadband internet services. Innove also has a license to establish, install, operate and maintain a nationwide local exchange carrier (LEC) service, particularly integrated local telephone service with public payphone facilities and public calling stations, and to render and provide international and domestic carrier and leased line services. Globe Telecom owns 100% of G-Xchange, Inc. (GXI), a corporation formed for the purpose of developing, designing, administering, managing and operating software applications and systems, including systems designed for the operations of bill payment and money remittance, payment and delivery facilities through various telecommunications systems operated by telecommunications carriers in the Philippines and throughout the world and to supply software and hardware facilities for such purposes. GXI is registered with the Bangko Sentral ng Pilipinas (BSP) as a remittance agent. GXI handles the mobile payment and remittance service using Globe Telecom’s network as transport channel under the GCash brand. The service, which is integrated into the cellular services of Globe Telecom and Innove, enables easy and convenient person-to-person fund transfers via short messaging services (SMS) and allows Globe Telecom and Innove subscribers to easily and conveniently put cash into and get cash out of the GCash system. Globe Telecom acquired 100% of Entertainment Gateway Group Corporation (EGGC) and EGGstreme (Hong Kong) Limited (EHL) (collectively referred here as “EGG Group”) on June 26, 2008 (see Note 9). EGG Group is engaged in the development and creation of wireless products and services accessible through telephones or other forms of communication devices. EGGC is registered with the Department of Transportation and Communication (DOTC) as a content provider. Globe Telecom owns 100% of GTI Business Holdings, Inc. (GTI). The primary purpose of this company is to invest, purchase, subscribe for or otherwise acquire and own, hold, sell or otherwise dispose of real and personal property of every kind and description. GTI was incorporated on November 25, 2008. In July 2009, GTI incorporated its wholly owned subsidiary, GTI Corporation (GTIC), a company organized under the General Corporation Law of the State of Delaware for the purpose of engaging in any lawful act or activity for which corporations may be organized under the Delaware General Corporation Law. GTIC has not yet started commercial operations as of December 31, 2010. 100 2. Summary of Significant Accounting Policies 2.1 Basis of Financial Statement Preparation The accompanying consolidated financial statements of Globe Telecom and its wholly-owned subsidiaries, collectively referred to as the “Globe Group”, have been prepared under the historical cost convention method, except for derivative financial instruments and available-for-sale (AFS) investments that are measured at fair value. The consolidated financial statements of the Globe Group are presented in Philippine Peso (P), Globe Telecom’s functional currency, and rounded to the nearest thousands except when otherwise indicated. On February 8, 2011, the Board of Directors (BOD) approved and authorized the release of the consolidated financial statements of Globe Telecom, Inc. and Subsidiaries as of and for the years ended December 31, 2010, 2009 and 2008. 2.2 Statement of Compliance The consolidated financial statements of the Globe Group have been prepared in compliance with Philippine Financial Reporting Standards (PFRS). 2.3 Basis of Consolidation The accompanying consolidated financial statements include the accounts of Globe Telecom and its subsidiaries as of and for the years ended December 31, 2010, 2009 and 2008. The subsidiaries are as follows: Place of Percentage of Name of Subsidiary Incorporation Principal Activity Ownership Innove Philippines Wireless and wireline voice and data communication services 100% GXI Philippines Software development for telecommunications applications and money remittance services 100% EGG Group EGGC Philippines Mobile content and application development services 100% EHL Hong Kong Mobile content and application development services 100% GTI GTIC Philippines United States Investment and holding company No operations 100% 100% Subsidiaries are consolidated from the date on which control is transferred to the Globe Group and cease to be consolidated from the date on which control is transferred out of the Globe Group. The financial statements of the subsidiaries are prepared for the same reporting year as Globe Telecom using uniform accounting policies for like transactions and other events in similar circumstances. All significant intercompany balances and transactions, including intercompany profits and losses, were eliminated during consolidation in accordance with the accounting policy on consolidation. 2.4 Changes in Accounting Policies The accounting policies adopted are consistent with those of the previous financial year except for the adoption of the following new and amended PFRS and Philippine Interpretations of International Financial Reporting Interpretations Committee (IFRIC) which became effective on January 1, 2010. Except as otherwise indicated, the adoption of the new and amended Standards and Interpretations did not have a significant impact on the consolidated financial statements. • Revised PFRS 3, Business Combinations and Philippine Accounting Standard (PAS) 27, Consolidated and Separate Financial Statements The revised PFRS 3 introduces a number of changes in the accounting for business combinations that will impact the amount of goodwill recognized, the reported results in the period that an acquisition 101 occurs, and future reported results. The revised PAS 27 requires, among others, that (a) change in ownership interests of a subsidiary (that do not result in loss of control) will be accounted for as an equity transaction and will have no impact on goodwill nor will it give rise to a gain or loss; (b) losses incurred by the subsidiary will be allocated between the controlling and non-controlling interests (NCI) (previously referred to as ‘minority interests’), even if the losses exceed the non-controlling equity investment in the subsidiary; and (c) on loss of control of a subsidiary, any retained interest will be remeasured to fair value and this will impact the gain or loss recognized on disposal. • Philippine Interpretation IFRIC 17, Distribution of Non-cash Assets to Owners This Interpretation provides guidance on accounting for arrangements whereby an entity distributes non-cash assets to shareholders either as a distribution of reserves or as dividends. • Amendment to PAS 39, Financial Instruments: Recognition and Measurement - Eligible Hedged Items This Amendment clarifies that an entity is permitted to designate a portion of the fair value changes or cash flow variability of a financial instrument as a hedged item. This also covers the designation of inflation as a hedged risk or portion in particular situations. The Group has concluded that the amendment will have no impact on the financial position or performance of the Group, as the Group has not entered into any such hedges. • Amendments to PFRS 2, Share-based Payment: Group Cash-settled Transactions This Amendment clarifies the scope and the accounting for group cash-settled share-based payment transactions. Improvements to PFRSs The omnibus amendments to PFRSs issued in May 2008 and April 2009 were issued primarily with a view to removing inconsistencies and clarifying wordings. There are separate transitional provisions for each standard. The adoption of these amended standards did not have any significant impact on the consolidated financial statements of the Globe Group, unless otherwise indicated. Issued in May 2008 • IFRS 5, Non-current Assets Held for Sale and Discontinued Operations This Amendment clarifies that when a subsidiary is classified as held for sale, all its assets and liabilities are classified as held for sale, even when the entity remains a non-controlling interest after the sale transaction. The Amendment is applied prospectively. Issued in April 2009 • PFRS 2, Share-based Payment This Amendment clarifies that the contribution of a business on formation of a joint venture and combinations under common control are not within the scope of PFRS 2 even though they are out of scope of PFRS 3. 102 • PFRS 5, Non-current Assets Held for Sale and Discontinued Operations This Amendment clarifies that the disclosures required in respect of non-current assets and disposal groups classified as held for sale or discontinued operations are only those set out in PFRS 5. The disclosure requirements of other PFRSs only apply if specifically required for such non-current assets or discontinued operations. • PFRS 8, Operating Segments This Amendment clarifies that segment assets and liabilities need only be reported when those assets and liabilities are included in measures that are used by the chief operating decision maker. • PAS 1, Presentation of Financial Statements This Amendment clarifies that the terms of a liability that could result, at anytime, in its settlement by the issuance of equity instruments at the option of the counterparty do not affect its classification. 2.5 • PAS 7, Statement of Cash Flows This Amendment explicitly states that only expenditure that results in a recognized asset can be classified as a cash flow from investing activities. • PAS 17, Leases This Amendment removes the specific guidance on classifying land as a lease. Prior to the amendment, leases of land were classified as operating leases. This Amendment requires that leases of land are classified as either ‘finance’ or ‘operating’ in accordance with the general principles of PAS 17. • PAS 36, Impairment of Assets This Amendment clarifies that the largest unit permitted for allocating goodwill, acquired in a business combination, is the operating segment as defined in PFRS 8 before aggregation for reporting purposes. • PAS 38, Intangible Assets This Amendment clarifies that if an intangible asset acquired in a business combination is identifiable only with another intangible asset, the acquirer may recognize the group of intangible assets as a single asset provided the individual assets have similar useful lives. It clarifies that the valuation techniques presented for determining the fair value of intangible assets acquired in a business combination that are not traded in active markets are only examples and are not restrictive on the methods that can be used. • PAS 39, Financial Instruments: Recognition and Measurement This Amendment clarifies the following: 1) that a prepayment option is considered closely related to the host contract when the exercise price of a prepayment option reimburses the lender up to the approximate present value of lost interest for the remaining term of the host contract; 2) that the scope exemption for contracts between an acquirer and a vendor in a business combination to buy or sell an acquiree at a future date applies only to binding forward contracts, and not derivative contracts where further actions by either party are still to be taken and 3) that gains or losses on cash flow hedges of a forecast transaction that subsequently results in the recognition of a financial instrument or on cash flow hedges of recognized financial instruments should be reclassified in the period that the hedged forecast cash flows affect profit or loss. • Philippine Interpretation IFRIC 9, Reassessment of Embedded Derivatives This Interpretation clarifies that it does not apply to possible reassessment, at the date of acquisition, to embedded derivatives in contracts acquired in a combination between entities or businesses under common control or the formation of a joint venture. • Philippine Interpretation IFRIC 16, Hedges of a Net Investment in a Foreign Operation This Interpretation states that, in a hedge of a net investment in a foreign operation, qualifying hedging instruments may be held by any entity or entities within the group, including the foreign operation itself, as long as the designation, documentation and effectiveness requirements of PAS 39 that relate to a net investment hedge are satisfied. Future Changes in Accounting Policies The Globe Group will adopt the following new and amended standards and interpretations enumerated below when these become effective. Except as otherwise indicated, the Globe Group does not expect the adoption of these new and amended PFRS and Philippine Interpretations to have significant impact on the consolidated financial statements. Effective 2011 • Amendment to PAS 24, Related Party Disclosures This Amendment is effective for annual periods beginning on or after January 1, 2011. It clarifies the definition of a related party to simplify the identification of such relationships and to eliminate inconsistencies in its application. The revised standard introduces a partial exemption of disclosure requirements for government-related entities. Early adoption is permitted for either the partial exemption for government-related entities or for the entire standard. 103 • Amendment to PAS 32, Financial Instruments: Presentation - Classification of Rights Issues This Amendment is effective for annual periods beginning on or after February 1, 2010. It amended the definition of a financial liability in order to classify rights issues (and certain options or warrants) as equity instruments in cases where such rights are given pro rata to all of the existing owners of the same class of an entity’s non-derivative equity instruments, or to acquire a fixed number of the entity’s own equity instruments for a fixed amount in any currency. • Amendments to Philippine Interpretation IFRIC 14, Prepayments of a Minimum Funding Requirement This Amendment is effective for annual periods beginning on or after January 1, 2011, with retrospective application. It provides guidance on assessing the recoverable amount of a net pension asset. The amendment permits an entity to treat the prepayment of a minimum funding requirement as an asset. • Philippine Interpretation IFRIC 19, Extinguishing Financial Liabilities with Equity Instruments This Interpretation is effective for annual periods beginning on or after July 1, 2010. It clarified that equity instruments issued to a creditor to extinguish a financial liability qualify as consideration paid. The equity instruments issued are measured at their fair value. In case that this cannot be reliably measured, the instruments are measured at the fair value of the liability extinguished. Any gain or loss is recognized immediately in profit or loss. Improvements to PFRSs The omnibus amendments to PFRSs issued in May 2010 were issued primarily with a view to removing inconsistencies and clarifying wordings. There are separate transitional provisions for each standard and will become effective January 1, 2011. Except otherwise stated, the Globe Group does not expect the adoption of these new standards to have significant impact on the consolidated financial statements. • PFRS 3, Business Combinations (Revised) This Amendment clarifies that the Amendments to PFRS 7, Financial Instruments: Disclosures, PAS 32 and PAS 39 that eliminate the exemption for contingent consideration, do not apply to contingent consideration that arose from business combinations whose acquisition dates precede the application of PFRS 3 (as revised in 2008). It also limits the scope of the measurement choices that only the components of NCI that are present ownership interests that entitle their holders to a proportionate share of the entity’s net assets, in the event of liquidation, shall be measured either: at fair value or at the present ownership instruments’ proportionate share of the acquiree’s identifiable net assets. Other components of NCI are measured at their acquisition date fair value, unless another measurement basis is required by another PFRS. The Amendment also requires an entity (in a business combination) to account for the replacement of the acquiree’s share-based payment transactions (whether obliged or voluntarily), i.e., split between consideration and post combination expenses. However, if the entity replaces the acquiree’s awards that expire as a consequence of the business combination, these are recognized as post-combination expenses. It further specifies the accounting for share-based payment transactions that the acquirer does not exchange for its own awards: if vested - they are part of NCI and measured at their marked-based measure; if unvested - they are measured at market-based value as if granted at acquisition date, and allocated between NCI and post-combination expense. 104 • PFRS 7, Financial Instruments: Disclosures This Amendment emphasizes the interaction between quantitative and qualitative disclosures and the nature and extent of risks associated with financial instruments. The amendments to quantitative and credit risk disclosures are as follows: a) Clarify that only financial assets whose carrying amount does not reflect the maximum exposure to credit risk need to provide further disclosure of the amount that represents the maximum exposure to such risk. b) Requires, for all financial assets, disclosure of the financial effect of collateral held as security and other credit enhancements regarding the amount that best represents the maximum exposure to credit risk (e.g., a description of the extent to which collateral mitigates credit risk). c) Remove disclosure of the collateral held as security, other credit enhancements and an estimate of their fair value for financial assets that are past due but not impaired, and financial assets that are individually determined to be impaired. d) Remove the requirement to specifically disclose financial assets renegotiated to avoid becoming past due or impaired. e) Clarify that the additional disclosure required for financial assets obtained by taking possession of collateral or other credit enhancements are only applicable to assets still held at the reporting date. • PAS 1, Presentation of Financial Statements This Amendment clarifies that an entity will present an analysis of other comprehensive income for each component of equity, either in the statement of changes in equity or in the notes to the financial statements. • PAS 27, Consolidated and Separate Financial Statements This Amendment clarifies that the consequential amendments from PAS 27 made to PAS 21, The Effect of Changes in Foreign Exchange Rates, PAS 28, Investments in Associates and PAS 31, Interests in Joint Ventures, apply prospectively for annual periods beginning on or after July 1, 2009 or earlier when PAS 27 is applied earlier. • PAS 34, Interim Financial Reporting This Amendment provides guidance to illustrate how to apply disclosure principles in PAS 34 and add disclosure requirements around: a) The circumstances likely to affect fair values of financial instruments and their classification; b) Transfers of financial instruments between different levels of the fair value hierarchy; c) Changes in classification of financial assets; d) Changes in contingent liabilities and assets. • Philippine Interpretation IFRIC 13, Customer Loyalty Programmes This Amendment clarifies that when the fair value of award credits is measured based on the value of the awards for which they could be redeemed, the amount of discounts or incentives otherwise granted to customers not participating in the award credit scheme, is to be taken into account. Effective 2012 • Philippine Interpretation IFRIC 15, Agreement for the Construction of Real Estate This Interpretation covers accounting for revenue and associated expenses by entities that undertake the construction of real estate directly or through subcontractors which should be applied retroactively and prospectively. It requires that revenue on construction of real estate be recognized only upon completion, except when such contract qualifies as construction contract to be accounted for under PAS 11, Construction Contracts, or involves rendering of services in which case revenue is recognized based on stage of completion. Contracts involving provision 105 of services with the construction materials and where the risks and reward of ownership are transferred to the buyer on a continuous basis will also be accounted for based on stage of completion. • PAS 12, Income Taxes, Deferred Tax: Recovery of Underlying Assets The Amendment to PAS 12 is effective for annual periods beginning on or after January 1, 2012. It provides a practical solution to the problem of assessing whether recovery of an asset will be through use or sale. It introduces a presumption that recovery of the carrying amount of an asset will, normally, be through sale. • PFRS 7, Financial Instruments: Disclosures (Amendments) – Disclosures–Transfers of Financial Assets The Amendments to PFRS 7 are effective for annual periods beginning on or after July 1, 2011. It will allow users of financial statements to improve their understanding of transfer transactions of financial assets (for example, securitizations), including understanding the possible effects of any risks that may remain with the entity that transferred the assets. It also requires additional disclosures if a disproportionate amount of transfer transactions are undertaken around the end of a reporting period. Effective 2013 • PFRS 9, Financial Instruments: Classification and Measurement The Standard, as issued in 2010, reflects the first phase of the work on the replacement of PAS 39 and applies to classification and measurement of financial assets and financial liabilities as defined in PAS 39. It is effective for annual periods beginning on or after January 1, 2013. In subsequent phases, hedge accounting and derecognition will be addressed. The completion of this project is expected in early 2011. The adoption of the first phase of this Standard will have an effect on the classification and measurement of the Globe Group’s financial assets. The Globe Group will quantify the effect in conjunction with the other phases, when issued, to present a comprehensive picture. 2.6 Significant Accounting Policies 2.6.1 Revenue Recognition The Globe Group provides mobile and wireline voice, data communication and broadband internet services which are both provided under postpaid and prepaid arrangements. The Globe Group assesses its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. The following specific recognition criteria must also be met before revenue is recognized. Revenue is recognized when the delivery of the products or services has occurred and collectability is reasonably assured. Revenue is stated at amounts invoiced and accrued to customers, taking into consideration the bill cycle cut-off (for postpaid subscribers), the amount charged against preloaded airtime value (for prepaid subscribers), switch-monitored traffic (for carriers and content providers) and excludes value-added tax (VAT) and overseas communication tax. Inbound traffic charges, net of discounts and outbound traffic charges, are accrued based on actual volume of traffic monitored by Globe Group’s network and in the traffic settlement system. 2.6.1.1 Service Revenue 2.6.1.1.1 Subscribers Revenues from subscribers principally consist of: (1) fixed monthly service fees for postpaid wireless, wireline voice, broadband internet, data subscribers and wireless prepaid subscription fees for promotional offers; (2) usage of airtime and toll fees for local, domestic and international long distance calls in excess of consumable fixed monthly service fees, less (a) 106 bonus airtime and short messaging services (SMS) on free Subscribers’ Identification Module (SIM), and (b) prepaid reload discounts, (3) revenues from value-added services (VAS) such as SMS in excess of consumable fixed monthly service fees (for postpaid) and free SMS allocations (for prepaid), multimedia messaging services (MMS), content and infotext services, net of amounts settled with carriers owning the network where the outgoing voice call or SMS terminates and payout to content providers; (4) mobile data services, (5) inbound revenues from other carriers which terminate their calls to the Globe Group’s network less discounts; (6) revenues from international roaming services; (7) usage of broadband and internet services in excess of fixed monthly service fees; and (8) one-time service connection fees (for wireline voice and data subscribers). Postpaid service arrangements include fixed monthly service fees, which are recognized over the subscription period on a pro-rata basis. Monthly service fees billed in advance are initially deferred and recognized as revenues during the period when earned. Telecommunications services provided to postpaid subscribers are billed throughout the month according to the bill cycles of subscribers. As a result of bill cycle cut-off, monthly service revenues earned but not yet billed at the end of the month are estimated and accrued. These estimates are based on actual usage less estimated consumable usage using historical ratio of consumable usage over billable usage. Proceeds from over-the-air reloading channels and the sale of prepaid cards are deferred and shown as “Unearned revenues” in the consolidated statements of financial position. Revenue is recognized upon actual usage of airtime value net of discounts on promotional calls and net of free airtime value or SMS and bonus reloads. Unused load value is recognized as revenue upon expiration. The Globe Group offers loyalty programs which allow its subscribers to accumulate points when they purchase services from the Globe Group. The points can then be redeemed for free services, discounts and raffle coupons, subject to a minimum number of points being obtained. The consideration received or receivable is allocated between the sale of services and award credits. The portion of the consideration allocated to the award credits is accounted for as unearned revenues. This will be recognized as revenue upon the award redemption. 2.6.1.1.2 Traffic Inbound revenues refer to traffic originating from other telecommunications providers terminating to the Globe Group’s network, while outbound charges represent traffic sent out or mobile content delivered using agreed termination rates and/or revenue sharing with other foreign and local carriers and content providers. Adjustments are made to the accrued amount for discrepancies between the traffic volume per Globe Group’s records and per records of the other carriers as these are determined and/or mutually agreed upon by the parties. Uncollected inbound revenues are shown as traffic settlements receivable under the “Receivables” account, while unpaid outbound charges are shown as traffic settlements payable under the “Accounts payable and accrued expenses” account in the consolidated statements of financial position unless a legal right of offset exists. 2.6.1.2 Nonservice revenues Proceeds from sale of handsets, phonekits, SIM packs, modems and accessories are recognized upon delivery of the item. The related cost or net realizable value of handsets, phonekits, SIM packs, modems and accessories sold to customers are presented as “Cost of sales” in the consolidated statements of comprehensive income. 107 2.6.1.3 Others Interest income is recognized as it accrues using the effective interest rate method. Lease income from operating lease is recognized on a straight-line basis over the lease term. Dividend income is recognized when the Globe Group’s right to receive payment is established. 2.6.2 Subscriber Acquisition and Retention Costs The related costs incurred in connection with the acquisition of subscribers are charged against current operations. Subscriber acquisition costs primarily include commissions, handset, phonekit and device subsidies and selling expenses. Subsidies represent the difference between the cost of handsets, phonekits, SIM cards, modems and accessories (included in the “Cost of sales” and “Impairment losses and others” account), and the price offered to the subscribers (included in the “Nonservice revenues” account). Retention costs for existing postpaid subscribers are in the form of free handsets, devices and bill credits. Retention costs are charged against current operations and included under the “General, selling and administrative expenses” account in the consolidated statements of comprehensive income upon delivery or when there is a contractual obligation to deliver. Bill credits are deducted from service revenues upon application against qualifying subscriber bills. 2.6.3 Cash and Cash Equivalents Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less from date of placement and that are subject to an insignificant risk of change in value. 2.6.4 Financial Instruments 2.6.4.1 General 2.6.4.1.1 Initial recognition and fair value measurement Financial instruments are recognized in the Globe Group’s consolidated statements of financial position when the Globe Group becomes a party to the contractual provisions of the instrument. Purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace are recognized (regular way trades) on the trade date, i.e., the date that the Globe Group commits to purchase or sell the asset. Financial instruments are recognized initially at fair value. Except for financial instruments at fair value through profit or loss (FVPL), the initial measurement of financial assets includes directly attributable transaction costs. The Globe Group classifies its financial assets into the following categories: financial assets at FVPL, held-to-maturity (HTM) investments, AFS investments, and loans and receivables. The Globe Group classifies its financial liabilities into financial liabilities at FVPL and other financial liabilities. The classification depends on the purpose for which the investments were acquired and whether they are quoted in an active market. Management determines the classification of its investments at initial recognition and, where allowed and appropriate, reevaluates such designation every reporting date. The fair value for financial instruments traded in active markets at the end of reporting date is based on their quoted market price or dealer price quotations (bid price for long positions and ask price for short positions), 108 without any deduction for transaction costs. When current bid and ask prices are not available, the price of the most recent transaction provides evidence of the current fair value as long as there has not been a significant change in economic circumstances since the time of the transaction. For all other financial instruments not listed in an active market, the fair value is determined by using appropriate valuation techniques. Valuation techniques include net present value techniques, comparison to similar instruments for which market observable prices exist, option pricing models, and other relevant valuation models. Any difference noted between the fair value and the transaction price is treated as expense or income, unless it qualifies for recognition as some type of asset or liability. Where the transaction price in a non-active market is different from the fair value of other observable current market transactions in the same instrument or based on a valuation technique whose variables include only data from observable market, the Globe Group recognizes the difference between the transaction price and fair value (a “Day 1” profit) in profit or loss. In cases where no observable data is used, the difference between the transaction price and model value is only recognized in profit or loss when the inputs become observable or when the instrument is derecognized. For each transaction, the Globe Group determines the appropriate method of recognizing the “Day 1” profit amount. 2.6.4.1.2 Financial Assets or Financial Liabilities at FVPL This category consists of financial assets or financial liabilities that are held for trading or designated by management as FVPL on initial recognition. Derivative instruments, except those designated as hedging instruments in hedge relationships as defined by PAS 39, are classified under this category. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets or financial liabilities at FVPL are recorded in the consolidated statements of financial position at fair value, with changes in fair value being recorded in profit and loss. Interest earned or incurred is recorded as “Interest income or expense”, respectively, while dividend income is recorded when the right of payment has been established. Both are recorded in profit and loss. Financial assets or financial liabilities are classified in this category as designated by management on initial recognition when any of the following criteria are met: • • • the designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from measuring the assets or liabilities or recognizing gains or losses on a different basis; or the assets and liabilities are part of a group of financial assets, financial liabilities or both which are managed and their performance are evaluated on a fair value basis in accordance with a documented risk management or investment strategy; or the financial instrument contains an embedded derivative, unless the embedded derivative does not significantly modify the cash flows or it is clear, with little or no analysis, that it would not be separately recorded. 109 2.6.4.1.3 HTM investments HTM investments are quoted non-derivative financial assets with fixed or determinable payments and fixed maturities for which the Globe Group’s management has the positive intention and ability to hold to maturity. Where the Globe Group sells other than an insignificant amount of HTM investments, the entire category would be tainted and reclassified as AFS investments. After initial measurement, HTM investments are subsequently measured at amortized cost using the effective interest rate method, less any impairment losses. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees that are an integral part of the effective interest rate. Gains and losses are recognized in profit or loss when the HTM investments are derecognized and impaired, as well as through the amortization process. The amortization is included in “Interest income” in the consolidated statements of comprehensive income. The effects of restatement of foreign currency-denominated HTM investments are recognized in profit or loss. There are no outstanding HTM investments as of December 31, 2010, 2009 and 2008. 2.6.4.1.4 Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are not entered into with the intention of immediate or short-term resale and are not classified as financial assets held for trading, designated as AFS investments or designated at FVPL. This accounting policy relates to the consolidated statements of financial position caption “Receivables”, which arise primarily from subscriber and traffic revenues and other types of receivables, “Short-term investments”, which arise primarily from unquoted debt securities, and other nontrade receivables included under “Prepayments and other current assets” and loans receivables included under “Other noncurrent assets”. Receivables are recognized initially at fair value, which normally pertains to the billable amount. After initial measurement, receivables are subsequently measured at amortized cost using the effective interest rate method, less any allowance for impairment losses. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Penalties, termination fees and surcharges on past due accounts of postpaid subscribers are recognized as revenues upon collection. The losses arising from impairment of receivables are recognized in the “Impairment losses and others” account in the consolidated statements of comprehensive income. The level of allowance for impairment losses is evaluated by management on the basis of factors that affect the collectability of accounts (see accounting policy on 2.6.4.2 Impairment of Financial Assets). Short-term investments, other nontrade receivables and loans receivable are recognized initially at fair value, which normally pertains to the consideration paid. Similar to receivables, subsequent to initial recognition, short-term investments, other nontrade receivables and loans receivables are measured at amortized cost using the effective interest rate method, less any allowance for impairment losses. 110 2.6.4.1.5 AFS investments AFS investments are those investments which are designated as such or do not qualify to be classified as designated as at FVPL, HTM investments or loans and receivables. They are purchased and held indefinitely, and may be sold in response to liquidity requirements or changes in market conditions. They include equity investments, money market papers and other debt instruments. After initial measurement, AFS investments are subsequently measured at fair value. Interest earned on holding AFS investments are reported as interest income using the effective interest rate. The unrealized gains and losses arising from the fair valuation of AFS investments are excluded from reported earnings and are reported as “Other reserves” (net of tax where applicable) in the equity section of the consolidated statements of financial position. When the investment is disposed of, the cumulative gains or losses previously recognized in equity is recognized in profit or loss. When the fair value of AFS investments cannot be measured reliably because of lack of reliable estimates of future cash flows and discount rates necessary to calculate the fair value of unquoted equity instruments, these investments are carried at cost, less any allowance for impairment losses. Dividends earned on holding AFS investments are recognized in profit or loss when the right of payment has been established. The Globe Group evaluates its AFS investments whether the ability and intention to sell them in the near term is still appropriate. When the Globe Group is unable to trade the AFS investments due to inactive markets and management intent significantly changes to do so in the foreseeable future, the Globe Group may elect to reclassify it to HTM investment or loans and receivables provided they meet certain criteria set by PAS 39 in rare circumstances. The losses arising from impairment of such investments are recognized as “Impairment losses and others” in the consolidated statements of comprehensive income. 2.6.4.1.6 Other financial liabilities Issued financial instruments or their components, which are not designated at FVPL are classified as other financial liabilities where the substance of the contractual arrangement results in the Globe Group having an obligation either to deliver cash or another financial asset to the holder, or to satisfy the obligation other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of own equity shares. The components of issued financial instruments that contain both liability and equity elements are accounted for separately, with the equity component being assigned the residual amount after deducting from the instrument as a whole the amount separately determined as the fair value of the liability component on the date of issue. After initial measurement, other financial liabilities are subsequently measured at amortized cost using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on the issue and fees that are an integral part of the effective interest rate. Any effects of restatement of foreign currency-denominated liabilities are recognized in profit or loss. This accounting policy applies primarily to the Globe Group’s debt, accounts payable and other obligations that meet the above definition (other than liabilities covered by other accounting standards, such as income tax payable). 111 2.6.4.1.7 Derivative Instruments 2.6.4.1.7.1 General The Globe Group enters into short-term deliverable and nondeliverable currency forward contracts to manage its currency exchange exposure related to short-term foreign currency-denominated monetary assets and liabilities and foreign currency linked revenues. The Globe Group also enters into long-term currency and interest rate swap contracts to manage its foreign currency and interest rate exposures arising from its long-term loan. Such swap contracts are sometimes entered into in combination with options. 2.6.4.1.7.2 Recognition and measurement Derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedge of an identified risk and qualifies for hedge accounting treatment. The objective of hedge accounting is to match the impact of the hedged item and the hedging instrument in profit or loss. To qualify for hedge accounting, the hedging relationship must comply with strict requirements such as the designation of the derivative as a hedge of an identified risk exposure, hedge documentation, probability of occurrence of the forecasted transaction in a cash flow hedge, assessment (both prospective and retrospective bases) and measurement of hedge effectiveness, and reliability of the measurement bases of the derivative instruments. Upon inception of the hedge, the Globe Group documents the relationship between the hedging instrument and the hedged item, its risk management objective and strategy for undertaking various hedge transactions, and the details of the hedging instrument and the hedged item. The Globe Group also documents its hedge effectiveness assessment methodology, both at the hedge inception and on an ongoing basis, as to whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. Hedge effectiveness is likewise measured, with any ineffectiveness being reported immediately in profit or loss. 2.6.4.1.7.3 Types of Hedges The Globe Group designates derivatives which qualify as accounting hedges as either: (a) a hedge of the fair value of a recognized fixed rate asset, liability or unrecognized firm commitment (fair value hedge); or (b) a hedge of the cash flow variability of recognized floating rate asset and liability or forecasted sales transaction (cash flow hedge). 112 Fair Value Hedges Fair value hedges are hedges of the exposure to variability in the fair value of recognized assets, liabilities or unrecognized firm commitments. The gain or loss on a derivative instrument designated and qualifying as a fair value hedge, as well as the offsetting loss or gain on the hedged item attributable to the hedged risk, are recognized in profit or loss in the same accounting period. Hedge effectiveness is determined based on the hedge ratio of the fair value changes of the hedging instrument and the underlying hedged item. When the hedge ceases to be highly effective, hedge accounting is discontinued. As of December 31, 2010, 2009 and 2008, there were no derivatives designated and accounted for as fair value hedges. Cash Flow Hedges The Globe Group designates as cash flow hedges the following derivatives: (a) interest rate swaps as cash flow hedge of the interest rate risk of a floating rate obligation and (b) certain foreign exchange forward contracts as cash flow hedge of expected United States Dollar (USD) revenues. A cash flow hedge is a hedge of the exposure to variability in future cash flows related to a recognized asset, liability or a forecasted sales transaction. Changes in the fair value of a hedging instrument that qualifies as a highly effective cash flow hedge are recognized in “Other reserves,” which is a component of equity. Any hedge ineffectiveness is immediately recognized in profit or loss. If the hedged cash flow results in the recognition of a nonfinancial asset or liability, gains and losses previously recognized directly in equity are transferred from equity and included in the initial measurement of the cost or carrying value of the asset or liability. Otherwise, for all other cash flow hedges, gains and losses initially recognized in equity are transferred from equity to profit or loss in the same period or periods during which the hedged forecasted transaction or recognized asset or liability affect earnings. Hedge accounting is discontinued prospectively when the hedge ceases to be highly effective. When hedge accounting is discontinued, the cumulative gains or losses on the hedging instrument that has been reported in “Other reserves” is retained in other comprehensive income until the hedged transaction impacts profit or loss. When the forecasted transaction is no longer expected to occur, any net cumulative gains or losses previously reported in “Other reserves” is recognized immediately in profit or loss. The effective portion of the hedge transaction coming from the fair value changes of the currency forwards are subsequently recycled from equity to profit or loss and is presented as part of the US dollar-based revenues. 113 2.6.4.1.7.4 Other Derivative Instruments Not Accounted for as Accounting Hedges Certain freestanding derivative instruments that provide economic hedges under the Globe Group’s policies either do not qualify for hedge accounting or are not designated as accounting hedges. Changes in the fair values of derivative instruments not designated as hedges are recognized immediately in profit or loss. For bifurcated embedded derivatives in financial and nonfinancial contracts that are not designated or do not qualify as hedges, changes in the fair values of such transactions are recognized in profit or loss. 2.6.4.1.8 Offsetting Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statements of financial position if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously. This is not generally the case with master netting agreements; thus, the related assets and liabilities are presented gross in the consolidated statements of financial position. 2.6.4.2 Impairment of Financial Assets The Globe Group assesses at end of the reporting date whether a financial asset or group of financial assets is impaired. 2.6.4.2.1 Assets carried at amortized cost If there is objective evidence that an impairment loss on financial assets carried at amortized cost (e.g. receivables) has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate. Time value is generally not considered when the effect of discounting is not material. The carrying amount of the asset is reduced through the use of an allowance account. The amount of the loss shall be recognized in profit or loss. The Globe Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets are collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed. Any subsequent reversal of an impairment loss is recognized in profit or loss to the extent that the carrying value of the asset does not exceed what should have been its amortized cost at the reversal date. With respect to receivables, the Globe Group performs a regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide the appropriate allowance for impairment losses. The review is accomplished using a combination of 114 specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. 2.6.4.2.1.1 Subscribers Full allowance for impairment losses is provided for receivables from permanently disconnected wireless and wireline subscribers. Permanent disconnections are made after a series of collection steps following nonpayment by postpaid subscribers. Such permanent disconnections generally occur within a predetermined period from billing date. The allowance for impairment loss on wireless subscriber accounts is determined based on the results of the net flow to write-off methodology. Net flow tables are derived from account-level monitoring of subscriber accounts between different age brackets, from current to 1 day past due to 210 days past due. The net flow to write-off methodology relies on the historical data of net flow tables to establish a percentage (“net flow rate”) of subscriber receivables that are current or in any state of delinquency as of reporting date that will eventually result in write-off. The allowance for impairment losses is then computed based on the outstanding balances of the receivables at the end of reporting date and the net flow rates determined for the current and each delinquency bracket. For active residential and business wireline voice subscribers, full allowance is generally provided for outstanding receivables that are past due by 90 and 150 days, respectively. Full allowance is likewise provided for receivables from wireline data corporate accounts that are past due by 150 days. Regardless of the age of the account, additional impairment losses are also made for wireless and wireline accounts specifically identified to be doubtful of collection when there is information on financial incapacity after considering the other contractual obligations between the Globe Group and the subscriber. 2.6.4.2.1.2 Traffic For traffic receivables, impairment losses are made for accounts specifically identified to be doubtful of collection regardless of the age of the account. For receivable balances that appear doubtful of collection, allowance is provided after review of the status of settlement with each carrier and roaming partner, taking into consideration normal payment cycles, recovery experience and credit history of the parties. 2.6.4.2.1.3 Other receivables Other receivables from dealers, credit card companies and other parties are provided with allowance for impairment losses if specifically identified to be doubtful of collection regardless of the age of the account. 115 2.6.4.2.2 AFS investments carried at cost If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such unquoted equity instrument, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. The carrying amount of the asset is reduced through the use of an allowance account. 2.6.4.2.3 AFS investments carried at fair value If an AFS investment carried at fair value is impaired, an amount comprising the difference between its cost (net of any principal repayment and amortization) and its current fair value, less any impairment loss previously recognized in profit or loss, is transferred from equity to profit or loss. Reversals of impairment losses in respect of equity instruments classified as AFS are not recognized in profit or loss. Reversals of impairment losses on debt instruments are made through profit or loss if the increase in fair value of the instrument can be objectively related to an event occurring after the impairment loss was recognized in profit or loss. 2.6.4.3 Derecognition of Financial Instruments 2.6.4.3.1 Financial Asset A financial asset (or, where applicable a part of a financial asset or part of a group of financial assets) is derecognized where: • the rights to receive cash flows from the asset have expired; • the Globe Group retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or • the Globe Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of ownership or (b) has neither transferred nor retained the risk and rewards of the asset but has transferred the control of the asset. Where the Globe Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Globe Group’s continuing involvement in the asset. 2.6.4.3.2 Financial Liability A financial liability is derecognized when the obligation under the liability is discharged or cancelled or has expired. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss. 2.6.5 116 Inventories and Supplies Inventories and supplies are stated at the lower of cost or net realizable value (NRV). NRV for handsets, modems and accessories is the selling price in the ordinary course of business less direct costs to sell, while NRV for SIM packs, call cards, spare parts and supplies consists of the related replacement costs. In determining the NRV, the Globe Group considers any adjustment necessary for obsolescence, which is generally provided 100% for nonmoving items after a certain period. Cost is determined using the moving average method. 2.6.6 Non-current assets held for sale Non-current assets classified as held for sale are measured at the lower of carrying amount and fair value less cost to sell. Non-current assets are classified as held for sale if their carrying amounts will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset is available for immediate sale in its present condition. The Globe Group is committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification. Property and equipment and intangible assets once classified as held for sale are not depreciated/ amortized. 2.6.7 Property and Equipment Property and equipment, except land, are carried at cost less accumulated depreciation, amortization and impairment losses. Land is stated at cost less any impairment losses. The initial cost of an item of property and equipment includes its purchase price and any cost attributable in bringing the property and equipment to its intended location and working condition. Cost also includes: (a) interest and other financing charges on borrowed funds used to finance the acquisition of property and equipment to the extent incurred during the period of installation and construction; and (b) asset retirement obligations (ARO) specifically on property and equipment installed/constructed on leased properties. Subsequent costs are capitalized as part of property and equipment only when it is probable that future economic benefits associated with the item will flow to the Globe Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged against current operations as incurred. Assets under construction (AUC) are carried at cost and transferred to the related property and equipment account when the construction or installation and related activities necessary to prepare the property and equipment for their intended use are complete, and the property and equipment are ready for service. Depreciation and amortization of property and equipment commences once the property and equipment are available for use and computed using the straight-line method over the estimated useful lives (EUL) of the property and equipment. Leasehold improvements are amortized over the shorter of their EUL or the corresponding lease terms. The EUL of property and equipment are reviewed annually based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior to ensure that the period of depreciation and amortization is consistent with the expected pattern of economic benefits from items of property and equipment. When property and equipment is retired or otherwise disposed of, the cost and the related accumulated depreciation, amortization and impairment losses are removed from the accounts and any resulting gain or loss is credited to or charged against current operations. 2.6.8 ARO The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the cost of dismantling and deinstallation at the end of the contract period. The Globe Group recognizes the present value of these obligations and capitalizes these costs as part of the balances of the related property and equipment accounts, which are depreciated on a straight-line basis over the useful life of the related property and equipment or the contract period, whichever is shorter. 117 The amount of ARO is accrued and such accretion is recognized as interest expense. 2.6.9 Investment Property Investment property is initially measured at cost, including transaction costs. Subsequent to initial recognition, investment property is carried at cost less accumulated depreciation and any impairment losses. Expenditures incurred after the investment property has been put in operation, such as repairs and maintenance costs, are normally charged against income in the period in which the costs are incurred. Depreciation of investment property is computed using the straight-line method over its useful life, regardless of utilization. The EUL and the depreciation method are reviewed periodically to ensure that the period and method of depreciation are consistent with the expected pattern of economic benefits from items of investment properties. Transfers are made to investment property, when, and only when, there is a change in use, evidenced by the end of the owner occupation, commencement of an operating lease to another party or completion of construction or development. Transfers are made from investment property when, and only when, there is a change in use, evidenced by the commencement of owner occupation or commencement of development with the intention to sell. Investment property is derecognized when it has either been disposed of or permanently withdrawn from use and no future benefit is expected from its disposal. Any gain or loss on derecognition of an investment property is recognized in profit or loss in the period of derecognition. 2.6.10 Intangible Assets Intangible assets consist of 1) costs incurred to acquire application software (not an integral part of its related hardware or equipment) and telecommunications equipment software licenses; and 2) intangible assets identified to exist during the acquisition of EGG Group for its existing customer contracts. Costs directly associated with the development of identifiable software that generate expected future benefits to the Globe Group are recognized as intangible assets. All other costs of developing and maintaining software programs are recognized as expense when incurred. Subsequent to initial recognition, intangible assets are measured at cost less accumulated amortization and any impairment losses. The EUL of intangible assets with finite lives are assessed at the individual asset level. Intangible assets with finite lives are amortized on a straight-line basis over their useful lives. The periods and method of amortization for intangible assets with finite useful lives are reviewed annually or more frequently when an indicator of impairment exists. A gain or loss arising from derecognition of an intangible asset is measured as the difference between the net disposal proceeds and the carrying amount of the asset and is recognized in the consolidated statements of comprehensive income when the asset is derecognized. 2.6.11 Business Combinations and Goodwill Business combinations are accounted for using the purchase method. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets (including previously unrecognized intangible assets) acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at fair values at the date of acquisition, irrespective of the extent of any minority interest. 118 Goodwill is initially measured at cost being the excess of the cost of the business combination over the Group’s share in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities. If the cost of the acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated statements of comprehensive income. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of the impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units (CGU) that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Goodwill allocated to a cash-generating unit is included in the carrying amount of the CGU being disposed when determining the gain or loss on disposal. For partial disposal of operation within the CGU, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining gain or loss on disposal and measured on the basis of the relative values of the operation disposed of and the portion of the CGU retained, unless another method better reflects the goodwill associated with the operation disposed of. 2.6.12 Investments in Joint Ventures Investments in joint ventures (JV) are accounted for under the equity method, less any impairment losses. A JV is an entity, not being a subsidiary nor an associate, in which the Globe Group exercises joint control together with one or more venturers. Under the equity method, the investments in JV are carried in the consolidated statements of financial position at cost plus post-acquisition changes in the Globe Group’s share in net assets of the JV, less any allowance for impairment losses. The profit or loss includes Globe Group’s share in the results of operations of its JV. Where there has been a change recognized directly in the JV’s equity, the Globe Group recognizes its share of any changes and discloses this, when applicable, in other comprehensive income. 2.6.13 Impairment of Nonfinancial Assets For assets excluding goodwill, an assessment is made at the end of the reporting date to determine whether there is any indication that an asset may be impaired, or whether there is any indication that an impairment loss previously recognized for an asset in prior periods may no longer exist or may have decreased. If any such indication exists and when the carrying value of an asset exceeds its estimated recoverable amount, the asset or CGU to which the asset belongs is written down to its recoverable amount. The recoverable amount of an asset is the greater of its net selling price and value in use. Recoverable amounts are estimated for individual assets or investments or, if it is not possible, for the CGU to which the asset belongs. For impairment loss on specific assets or investments, the recoverable amount represents the net selling price. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognized only if the carrying amount of an asset exceeds its recoverable amount. An impairment loss is charged against operations in the year in which it arises. A previously recognized impairment loss is reversed only if there has been a change in estimate used to determine the recoverable amount of an asset, however, not to an amount higher than the carrying amount that would have been determined (net of any accumulated depreciation and amortization for property and equipment, investment property and intangible assets) had no impairment loss been recognized for the asset in prior years. A reversal of an impairment loss is credited to current operations. 119 For assessing impairment of goodwill, a test for impairment is performed annually and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. Where the recoverable amount of the CGU is less than their carrying amount an impairment loss is recognized. Impairment losses relating to goodwill cannot be reversed in future periods. 2.6.14 Income Tax 2.6.14.1 Current Tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the tax authority. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the end of the reporting period. 2.6.14.2 Deferred Income Tax Deferred income tax is provided using the liability method on all temporary differences, with certain exceptions, at the end of the reporting period between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognized for all taxable temporary differences, with certain exceptions. Deferred income tax assets are recognized for all deductible temporary differences, with certain exceptions, and carryforward benefits of unused tax credits from excess minimum corporate income tax (MCIT) over regular corporate income tax and net operating loss carryover (NOLCO) to the extent that it is probable that taxable income will be available against which the deductible temporary differences and the carryforward benefits of unused MCIT and NOLCO can be used. Deferred income tax is not recognized when it arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of transaction, affects neither the accounting income nor taxable income or loss. Deferred income tax liabilities are not provided on nontaxable temporary differences associated with investments in JV. Deferred income tax relating to items recognized directly in equity or other comprehensive income is included in the related equity or other comprehensive income account and not in profit or loss. The carrying amounts of deferred income tax assets are reviewed every end of reporting period and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized. Deferred income tax assets and liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the assets are realized or the liabilities are settled based on tax rates (and tax laws) that have been enacted or substantively enacted as at the end of the reporting period. Movements in the deferred income tax assets and liabilities arising from changes in tax rates are charged or credited to income for the period. 2.6.15 120 Provisions Provisions are recognized when: (a) the Globe Group has present obligation (legal or constructive) as a result of a past event; (b) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation; and (c) a reliable estimate can be made of the amount of the obligation. Provisions are reviewed every end of the reporting period and adjusted to reflect the current best estimate. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessment of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as interest expense under “Financing costs” in consolidated statements of comprehensive income. 2.6.16 Share-based Payment Transactions Certain employees (including directors) of the Globe Group receive remuneration in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions”) (see Note 18). The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted. In valuing equity-settled transactions, vesting conditions, including performance conditions, other than market conditions (conditions linked to share prices), shall not be taken into account when estimating the fair value of the shares or share options at the measurement date. Instead, vesting conditions are taken into account in estimating the number of equity instruments that will vest. The cost of equity-settled transactions is recognized in profit or loss, together with a corresponding increase in equity, over the period in which the service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (‘vesting date’). The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the number of awards that, in the opinion of the management of the Globe Group at that date, based on the best available estimate of the number of equity instruments, will ultimately vest. No expense is recognized for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vesting irrespective of whether or not the market condition is satisfied, provided that all other performance conditions are satisfied. Where the terms of an equity-settled award are modified, as a minimum, an expense is recognized as if the terms had not been modified. In addition, an expense is recognized for any increase in the value of the transaction as a result of the modification, measured at the date of modification. Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of earnings per share (EPS) (see Note 27). 2.6.17 Treasury Stock Treasury stock is recorded at cost and is presented as a deduction from equity. When the shares are retired, the capital stock account is reduced by its par value and the excess of cost over par value upon retirement is debited to additional paid-in capital to the extent of the specific or average additional paid-in capital when the shares were issued and to retained earnings for the remaining balance. 121 2.6.18 Pension Cost Pension cost is actuarially determined using the projected unit credit method. This method reflects services rendered by employees up to the date of valuation and incorporates assumptions concerning employees’ projected salaries. Actuarial valuations are conducted with sufficient regularity, with option to accelerate when significant changes to underlying assumptions occur. Pension cost includes current service cost, interest cost, expected return on any plan assets, actuarial gains and losses and the effect of any curtailment or settlement. The net pension asset recognized by the Globe Group in respect of the defined benefit pension plan is the lower of: (a) the fair value of the plan assets less the present value of the defined benefit obligation at the end of the reporting period, together with adjustments for unrecognized actuarial gains or losses that shall be recognized in later periods; or (b) the total of any cumulative unrecognized net actuarial losses and past service cost and the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan. The defined benefit obligation is calculated annually by an independent actuary using the projected unit credit method. The present value of the defined benefit obligation is determined by using risk-free interest rates of government bonds that have terms to maturity approximating the terms of the related pension liabilities or by applying a single weighted average discount rate that reflects the estimated timing and amount of benefit payments. A portion of actuarial gains and losses is recognized as income or expense if the cumulative unrecognized actuarial gains and losses at the end of the previous reporting period exceeded the greater of 10% of the present value of defined benefit obligation or 10% of the fair value of plan assets. These gains and losses are recognized over the expected average remaining working lives of the employees participating in the plan. 2.6.19 Borrowing Costs Borrowing costs are capitalized if these are directly attributable to the acquisition, construction or production of a qualifying asset. Capitalization of borrowing costs commences when the activities for the asset’s intended use are in progress and expenditures and borrowing costs are being incurred. Borrowing costs are capitalized until the assets are ready for their intended use. These costs are amortized using the straight-line method over the EUL of the related property and equipment. If the resulting carrying amount of the asset exceeds its recoverable amount, an impairment loss is recognized. Borrowing costs include interest charges and other related financing charges incurred in connection with the borrowing of funds, as well as exchange differences arising from foreign currency borrowings used to finance these projects to the extent that they are regarded as an adjustment to interest costs. Premiums on long-term debt are included under the “Long-term debt” account in the consolidated statements of financial position and are amortized using the effective interest rate method. Other borrowing costs are recognized as expense in the period in which these are incurred. 2.6.20 Leases The determination of whether an arrangement is, or contains a lease, is based on the substance of the arrangement and requires an assessment of whether the fulfillment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset. A reassessment is made after inception of the lease only if one of the following applies: • • • • 122 there is a change in contractual terms, other than a renewal or extension of the arrangement; a renewal option is exercised or an extension granted, unless that term of the renewal or extension was initially included in the lease term; there is a change in the determination of whether fulfillment is dependent on a specified asset; or there is a substantial change to the asset. Where a reassessment is made, lease accounting shall commence or cease from the date when the change in circumstances gave rise to the reassessment for any of the scenarios above, and at the date of renewal or extension period for the second scenario. 2.6.20.1 Group as Lessee Finance leases, which transfer to the Globe Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments and included in the “Property and equipment” account with the corresponding liability to the lessor included in the “Other long-term liabilities” account in the consolidated statements of financial position. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly as “Interest expense” in the consolidated statements of comprehensive income. Capitalized leased assets are depreciated over the shorter of the EUL of the assets and the respective lease terms. Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as an expense in profit or loss on a straight-line basis over the lease term. 2.6.20.2 Group as Lessor Finance leases, where the Globe Group transfers substantially all the risk and benefits incidental to ownership of the leased item to the lessee, are included in the consolidated statements of financial position under “Prepayments and other current assets” account. A lease receivable is recognized equivalent to the net investment (asset cost) in the lease. All income resulting from the receivable is included in the “Interest income” account in the consolidated statements of comprehensive income. Leases where the Globe Group does not transfer substantially all the risk and benefits of ownership of the assets are classified as operating leases. Initial direct costs incurred in negotiating operating leases are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as the rental income. Contingent rents are recognized as revenue in the period in which they are earned. 2.6.21 General, Selling and Administrative Expenses General, selling and administrative expenses, except for rent, are charged against current operations as incurred. 2.6.22 Foreign Currency Transactions The functional and presentation currency of the Globe Group is the Philippine Peso, except for EHL whose functional currency is the Hong Kong Dollar (HKD). Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange ruling at the end of reporting period. Nonmonetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction and are not subsequently restated. Nonmonetary items measured at fair value in a foreign currency are translated using the exchange rate at the date when the fair value was 123 determined. All foreign exchange differences are taken to profit or loss, except where it relates to equity securities where gains or losses are recognized directly in other comprehensive income. As at the reporting date, the assets and liabilities of EHL are translated into the presentation currency of the Globe Group at the rate of exchange prevailing at the end of reporting period and its profit or loss is translated at the monthly weighted average exchange rates during the year. The exchange differences arising on the translation are taken directly to a separate component of equity under “Other reserves” account. Upon disposal of EHL, the cumulative translation adjustments relating to EHL shall be recognized in profit or loss. 2.6.23 EPS Basic EPS is computed by dividing earnings applicable to common stock by the weighted average number of common shares outstanding, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period. Diluted EPS is computed by dividing net income by the weighted average number of common shares outstanding during the period, after giving retroactive effect for any stock dividends, stock splits or reverse stock splits during the period, and adjusted for the effect of dilutive options and dilutive convertible preferred shares. Outstanding stock options will have a dilutive effect under the treasury stock method only when the average market price of the underlying common share during the period exceeds the exercise price of the option. If the required dividends to be declared on convertible preferred shares divided by the number of equivalent common shares, assuming such shares are converted, would decrease the basic EPS, then such convertible preferred shares would be deemed dilutive. Where the effect of the assumed conversion of the preferred shares and the exercise of all outstanding options have anti-dilutive effect, basic and diluted EPS are stated at the same amount. 2.6.24 Operating Segment The Globe Group’s major operating business units are the basis upon which the Globe Group reports its primary segment information. The Globe Group’s business segments consist of: (1) mobile communication services; (2) wireline communication services; and (3) others. The Globe Group generally accounts for intersegment revenues and expenses at agreed transfer prices. 2.6.25 Contingencies Contingent liabilities are not recognized in the consolidated financial statements. These are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the consolidated financial statements but are disclosed when an inflow of economic benefits is probable. 2.6.26 Events after the Reporting Period Any post period-end event up to the date of approval of the BOD of the consolidated financial statements that provides additional information about the Globe Group’s position at the end of reporting period (adjusting event) is reflected in the consolidated financial statements. Any post period-end event that is not an adjusting event is disclosed in the consolidated financial statements when material. 3. Management’s Significant Accounting Judgments and Use of Estimates Judgments and Estimates The preparation of the accompanying consolidated financial statements in conformity with PFRS requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The estimates and assumptions used in the accompanying consolidated 124 financial statements are based upon management’s evaluation of relevant facts and circumstances as of the date of the consolidated financial statements. Actual results could differ from such estimates. Judgments and estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 3.1 Judgments 3.1.1 Leases The Globe Group has entered into various lease agreements as lessee and lessor. The Globe Group has determined that it retains all the significant risks and rewards on equipment and office spaces leased out on operating lease and various items of property and equipment acquired through finance lease. 3.1.2 Fair value of financial instruments Where the fair values of financial assets and financial liabilities recorded on the consolidated statements of financial position cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of mathematical models. The input to these models is taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of liquidity and model inputs such as correlation and volatility for longer-dated derivatives. As of December 31, 2010, 2009 and 2008, the fair value of financial assets and liabilities that were determined using valuation techniques, inputs and assumptions are based on market observable data and conditions and reflect appropriate risk adjustments that market participants would make for credit and liquidity risks existing as of the periods indicated. The Globe Group considers a market as active if it is one in which transactions take place regularly on an arm’s-length basis. On the other hand, the Globe Group considers a market as inactive if there is a significant decline in the volume and level of trading activity and the available prices vary significantly over time among market participants or the prices are not current. 3.1.3 HTM investments The classification as HTM investments requires significant judgment. In making this judgment, the Globe Group evaluates its intention and ability to hold such investments to maturity. If the Globe Group fails to keep these investments to maturity other than in certain specific circumstances - for example, selling an insignificant amount close to maturity - it will be required to reclassify the entire portfolio as AFS investments. The investments would therefore be measured at fair value and not at amortized cost. 3.1.4 Financial assets not quoted in an active market The Globe Group classifies financial assets by evaluating, among others, whether the asset is quoted or not in an active market. Included in the evaluation on whether a financial asset is quoted in an active market is the determination on whether quoted prices are readily and regularly available, and whether those prices represent actual and regularly occurring market transactions on an arm’slength basis. 3.1.5 Allocation of goodwill to cash-generating units The Globe Group allocated the carrying amount of goodwill to the mobile content and application development services business CGU, for the Group believes that this CGU represents the lowest level within the Globe Group at which the goodwill is monitored for internal management reporting purposes; and not larger than an operating segment determined in accordance with PFRS 8. 3.1.6 Determination of whether the Globe Group is acting as a principal or an agent The Globe Group assesses its revenue arrangements against the following criteria to determine whether it is acting as a principal or an agent: • whether the Globe Group has primary responsibility for providing the goods and services; • whether the Globe Group has inventory risk; 125 • • whether the Globe Group has discretion in establishing prices; and whether the Globe Group bears the credit risk. If the Globe Group has determined it is acting as a principal, the Group recognizes revenue on a gross basis with the amount remitted to the other party being accounted for as part of costs and expenses. If the Globe Group has determined it is acting as an agent, only the net amount retained is recognized as revenue. The Globe Group assessed its revenue arrangements and concluded that it is acting as principal in some arrangements and as an agent in other arrangements. 3.2 Estimates 3.2.1 Revenue recognition The Globe Group’s revenue recognition policies require management to make use of estimates and assumptions that may affect the reported amounts of revenues and receivables. The Globe Group estimates the fair value of points awarded under its loyalty programmes, which are within the scope of Philippine Interpretation IFRIC 13, based on historical trend of availment. As of December 31, 2010 and 2008, the estimated liability for unredeemed points included in “Unearned revenues” amounted to P121.81 million and P8.05 million, respectively. There are no loyalty programs qualifying under IFRIC 13 as of December 31, 2009. As a result of continuous improvements in the Globe Group’s estimation process, the Group recognized a one-time upward adjustment (included in the “Service revenues” account of the statements of comprehensive income) amounting to P526.00 million in the fourth quarter of 2010 representing prepaid load credits that have either expired or have already been used up. 3.2.2 Allowance for impairment losses on receivables The Globe Group maintains an allowance for impairment losses at a level considered adequate to provide for potential uncollectible receivables. The Globe Group performs a regular review of the age and status of these accounts, designed to identify accounts with objective evidence of impairment and provide the appropriate allowance for impairment losses. The review is accomplished using a combination of specific and collective assessment approaches, with the impairment losses being determined for each risk grouping identified by the Globe Group. The amount and timing of recorded expenses for any period would differ if the Globe Group made different judgments or utilized different methodologies. An increase in allowance for impairment losses would increase the recorded operating expenses and decrease current assets. Impairment losses on receivables for the years ended December 31, 2010, 2009 and 2008 amounted to P1,285.53 million, P754.63 million and P979.78 million, respectively (see Note 23). Receivables, net of allowance for impairment losses, amounted to P8,374.12million, P6,583.23 million and P7,473.35 million as of December 31, 2010, 2009 and 2008, respectively (see Note 4). 3.2.3 Obsolescence and market decline The Globe Group, in determining the NRV, considers any adjustment necessary for obsolescence which is generally provided 100% for nonmoving items after a certain period. The Globe Group adjusts the cost of inventory to the recoverable value at a level considered adequate to reflect market decline in the value of the recorded inventories. The Globe Group reviews the classification of the inventories and generally provides adjustments for recoverable values of new, actively sold and slow-moving inventories by reference to prevailing values of the same inventories in the market. 126 The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in allowance for obsolescence and market decline would increase recorded operating expenses and decrease current assets. Inventory obsolescence and market decline for the years ended December 31, 2010, 2009 and 2008 amounted to P42.12 million, P58.74 million and P262.10 million, respectively (see Note 23). Inventories and supplies, net of allowances, amounted to P1,839.33 million, P1,653.75 million and P1,124.32 million as of December 31, 2010, 2009 and 2008, respectively (see Note 5). 3.2.4 ARO The Globe Group is legally required under various contracts to restore leased property to its original condition and to bear the costs of dismantling and deinstallation at the end of the contract period. These costs are accrued based on an in-house estimate, which incorporates estimates of asset retirement costs and interest rates. The Globe Group recognizes the present value of these obligations and capitalizes the present value of these costs as part of the balance of the related property and equipment accounts, which are being depreciated and amortized on a straight-line basis over the EUL of the related asset or the lease term, whichever is shorter. The market risk premium was excluded from the estimate of the fair value of the ARO because a reasonable and reliable estimate of the market risk premium is not obtainable. Since a market risk premium is unavailable, fair value is assumed to be the present value of the obligations. The present value of dismantling costs is computed based on an average credit adjusted risk free rate of 9.27%, 10.09% and 11.17% in 2010, 2009 and 2008, respectively. Assumptions used to compute ARO are reviewed and updated annually. The amount and timing of recorded expenses for any period would differ if different judgments were made or different estimates were utilized. An increase in ARO would increase recorded operating expenses and increase noncurrent liabilities. The Globe Group updated its assumptions on timing of settlement and estimated cash outflows arising from ARO on its leased premises. As a result of the changes in estimates, the Globe group adjusted downward its ARO liability (included under “Other long-term liabilities” account) by P64.45 million, P7.20 million and P714.78 million in 2010, 2009 and 2008 against the book value of the assets on leased premises (see Note 15). As of December 31, 2010, 2009 and 2008, ARO amounted to P1,341.53 million, P1,269.29 million and P1,081.41 million, respectively (see Note 15). 3.2.5 EUL of property and equipment, investment property and intangible assets Globe Group reviews annually the EUL of these assets based on expected asset utilization as anchored on business plans and strategies that also consider expected future technological developments and market behavior. It is possible that future results of operations could be materially affected by changes in these estimates brought about by changes in the factors mentioned. A reduction in the EUL of property and equipment, investment property and intangible assets would increase the recorded depreciation and amortization expense and decrease noncurrent assets. 127 The EUL of property and equipment of the Globe Group are as follows: Years Telecommunications equipment: Tower 20 Switch 7 and 10 Outside plant, cellsite structures and improvements 10-20 Distribution dropwires and other wireline assets 2-10 Cellular equipment and others 3-10 Buildings 20 Leasehold improvements 5 years or lease term, whichever is shorter Investments in cable systems 15 Office equipment 3-5 Transportation equipment 3-5 The EUL of investment property is 20 years. Intangible assets comprising of licenses and application software are amortized over the EUL of the related hardware or equipment ranging from 3 to 10 years or life of the telecommunications equipment where it is assigned. Customer contracts acquired during business combination are amortized over 5 years. In 2010, 2009 and 2008, the Globe Group changed the EUL of certain wireless and wireline telecommunications equipment resulting from new information affecting the expected utilization of these assets. The net effect of the change in EUL resulted in higher depreciation of P119.03 million and P347.62 million in 2010 and 2009, respectively, and lower depreciation of P159.76 million in 2008. As of December 31, 2010, 2009 and 2008, property and equipment, investment property and intangible assets amounted to P104,972.70 million, P104,586.34 million and P96,811.28 million, respectively (see Notes 7, 8 and 9). 3.2.6 Asset impairment 3.2.6.1 Impairment of nonfinancial assets other than goodwill The Globe Group assesses impairment of assets (property and equipment, investment property, intangible assets and investments in joint ventures) whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The factors that the Globe Group considers important which could trigger an impairment review include the following: • • • significant underperformance relative to expected historical or projected future operating results; significant changes in the manner of use of the acquired assets or the strategy for the overall business; and significant negative industry or economic trends. An impairment loss is recognized whenever the carrying amount of an asset or investment exceeds its recoverable amount. The recoverable amount is the higher of an asset’s net selling price and value in use. The net selling price is the amount obtainable from the sale of an asset in an arm’s length transaction while value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. Recoverable amounts are estimated for individual assets or investments or, if it is not possible, for the CGU to which the asset belongs. For impairment loss on specific assets or investments, the recoverable amount represents the net selling price. 128 For the Globe Group, the CGU is the combined mobile and wireline asset groups of Globe Telecom and Innove. This asset grouping is predicated upon the requirement contained in Executive Order (EO) No.109 and RA No.7925 requiring licensees of Cellular Mobile Telephone System (CMTS) and International Digital Gateway Facility (IGF) services to provide 400,000 and 300,000 LEC lines, respectively, as a condition for the grant of such licenses. In determining the present value of estimated future cash flows expected to be generated from the continued use of the assets or holding of an investment, the Globe Group is required to make estimates and assumptions that can materially affect the consolidated financial statements. Property and equipment, investment property, intangible assets, and investments in joint ventures amounted to P105,169.71 million, P104,820.14 million and P96,884.81 million as of December 31, 2010, 2009 and 2008, respectively (see Notes 7, 8, 9 and 10). 3.2.6.2 Impairment of goodwill The Globe Group’s impairment test for goodwill is based on value in use calculations that use a discounted cash flow model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Group is not yet committed to or significant future investments that will enhance the asset base of the CGU being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes. As of December 31, 2010 and 2009, the carrying value of goodwill amounted to P327.13 million (see Note 9). Goodwill acquired through business combination with EGG Group was allocated to the mobile content and applications development services business CGU, which is part of the “Others” reporting segment. The recoverable amount of the CGU which exceeds the carrying amount by P165.30 million and P63.00 million as of December 31, 2010 and 2009, respectively, has been determined based on value in use calculations using cash flow projections from financial budgets covering a 5-year period. The pretax discount rate applied to cash flow projections is 12% in 2010 and 2009, and cash flows beyond the 5-year period are extrapolated using a 3% long-term growth rate in 2010 and 2009. 3.2.7 Deferred income tax assets The carrying amounts of deferred income tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred income tax assets to be utilized (see Note 24). As of December 31, 2010, 2009 and 2008, Innove and EGG Group has net deferred income tax assets amounting to P670.59 million, P742.54 million and P523.72 million, respectively. As of December 31, 2010, 2009 and 2008, Globe Telecom has net deferred income tax liabilities amounting to P4,620.49 million, P4,627.29 million and P4,590.43 million, respectively (see Note 24). Globe Telecom and Innove have no unrecognized deferred income tax assets as of December 31, 2010, 2009 and 2008. GXI has not recognized deferred income tax assets since there is no assurance that GXI will generate sufficient taxable income to allow all or part of it to be utilized. As of December 31, 2010 and 2009, Innove and EGG Group’s recognized deferred income tax assets from NOLCO amounted to P13.50 million and P138.05 million and MCIT amounted to P0.95 million and P46.71 million, respectively (see Note 24). 3.2.8 Financial assets and liabilities Globe Group carries certain financial assets and liabilities at fair value, which requires extensive use of accounting estimates and judgment. While significant components of fair value 129 measurement were determined using verifiable objective evidence (i.e., foreign exchange rates, interest rates), the amount of changes in fair value would differ if the Globe Group utilized different valuation methodologies. Any changes in fair value of these financial assets and liabilities would affect the consolidated statements of comprehensive income and consolidated statements of changes in equity. Financial assets comprising AFS investments and derivative assets carried at fair values as of December 31, 2010, 2009 and 2008, amounted to P121.77 million, P118.03 million and P230.34 million, respectively, and financial liabilities comprising of derivative liabilities carried at fair values as of December 31, 2010, 2009 and 2008, amounted to P245.87 million, P92.46 million and P185.65 million, respectively (see Note 28.10). 3.2.9 Pension and other employee benefits The determination of the obligation and cost of pension is dependent on the selection of certain assumptions used in calculating such amounts. Those assumptions include, among others, discount rates, expected returns on plan assets and salary rates increase (see Note 18). In accordance with PAS 19, Employee Benefits, actual results that differ from the Globe Group’s assumptions, subject to the 10% corridor test, are accumulated and amortized over future periods and therefore, generally affect the recognized expense and recorded obligation in such future periods. As of December 31, 2010, 2009 and 2008, Globe Group has unrecognized net actuarial losses of P781.01 million, P799.54 million, and P115.40 million, respectively (see Note 18.2). The Globe Group also determines the cost of equity-settled transactions using assumptions on the appropriate pricing model. Significant assumptions for the cost of share-based payments include, among others, share price, exercise price, option life, risk-free interest rate, expected dividend and expected volatility rate. Cost of share-based payments in 2010, 2009 and 2008 amounted to P104.79 million, P126.44 million and P182.32 million, respectively (see Notes 16 and 18.1). The Globe Group also estimates other employee benefit obligations and expenses, including cost of paid leaves based on historical leave availments of employees, subject to the Globe Group’s policy. These estimates may vary depending on the future changes in salaries and actual experiences during the year. The accrued balance of other employee benefits (included in the “Accounts payable and accrued expenses” account and in the “Other long-term liabilities” account in the consolidated statements of financial position) as of December 31, 2010, 2009 and 2008 amounted to P406.14 million, P371.61 million and P340.47 million, respectively. While the Globe Group believes that the assumptions are reasonable and appropriate, significant differences between actual experiences and assumptions may materially affect the cost of employee benefits and related obligations. 3.2.10 Contingencies Globe Telecom and Innove are currently involved in various legal proceedings. The estimate of the probable costs for the resolution of these claims has been developed in consultation with internal and external counsel handling Globe Telecom and Innove’s defense in these matters and is based upon an analysis of potential results. Globe Telecom and Innove currently do not believe that these proceedings will have a material adverse effect on the consolidated statements of financial position. It is possible, however, that future results of operations could be materially affected by changes in the estimates or in the effectiveness of the strategies relating to these proceedings (see Note 26). 130 3.2.11 Purchase Price Allocation As of December 31, 2008, the purchase price allocation relating to the Globe Group’s acquisition of EGG Group has been prepared on a preliminary basis. The provisional fair values of the assets acquired and liabilities assumed as of date of acquisition were based on the net book values of the identifiable assets and liabilities since these approximate the fair values. The difference between the total consideration and the net assets amounting to P346.99 million was initially allocated to goodwill as of December 31, 2008. The valuation of the intangible assets was completed in June 2009 and showed that the fair value at the date of acquisition was P28.38 million. The 2008 comparative information has been restated to reflect this adjustment. The value of intangible assets and deferred tax liability increased by P28.38 million and P8.51 million, respectively. This resulted in a reduction in goodwill by P19.87 million (see Note 9). 4. Receivables This account consists of receivables from: Notes Subscribers 28.2.2 Traffic settlements - net 16, 28.2.2 Others 28.2.2 Less allowance for impairment losses Subscribers 28.2.2 Traffic settlements and others 28.2.2 2010 2009 (In Thousand Pesos) P8,038,451 P4,980,195 2,130,238 2,319,273 658,878 634,751 10,827,567 7,934,219 P4,563,825 3,618,010 478,170 8,660,005 2,173,912 279,532 2,453,444 P8,374,123 785,812 400,847 1,186,659 P7,473,346 1,162,792 188,199 1,350,991 P6,583,228 2008 Subscriber receivables arise from wireless and wireline communications and data services provided under postpaid arrangements. Amounts collected from wireless subscribers under prepaid arrangements are reported under “Unearned revenues” in the consolidated statements of financial position and recognized as revenues upon actual usage of airtime value or upon expiration of the prepaid credit. The unearned revenues from these subscribers amounted to P2,402.75 million, P2,981.88 million and P3,247.71 million as of December 31, 2010, 2009 and 2008, respectively. Traffic settlements receivable are presented net of traffic settlements payable from the same carrier amounted to P4,099.08 million, P3,130.28 million and P5,297.07 million as of December 31, 2010, 2009 and 2008, respectively. Receivables are non-interest bearing and are generally collectible in the short-term. 131 5. Inventories and Supplies This account consists of: 2010 At cost: Modems and accessories Spare parts and supplies Handsets, devices and accessories SIM packs Tattoo prepaid kits Callcards and others At NRV: Handsets, devices and accessories Spare parts and supplies Modems and accessories SIM packs Tattoo prepaid kits Call cards and others 2009 (In Thousand Pesos) 2008 P592,709 1,454 98 – – 22,244 616,505 P– 98 980 1,624 81,842 154,466 239,010 P– 899 – 2,749 29,693 21,235 54,576 518,145 298,331 240,578 42,928 27,738 95,108 1,222,828 P1,839,333 260,442 464,476 615,514 69,347 – 4,961 1,414,740 P1,653,750 439,028 351,676 200,005 76,172 – 2,865 1,069,746 P1,124,322 Inventories recognized as expense during the year amounting to P4,281.08 million, P3,006.69 million and P3,379.28 million in 2010, 2009 and 2008, respectively, are included as part of “Cost of sales” and “Impairment losses and others” accounts (see Note 23) in the consolidated statements of comprehensive income. An insignificant amount is included under “General, selling and administrative expenses” as part of “Utilities, supplies and other administrative expenses” account (see Note 21). Cost of sales incurred consists of: Handsets, devices and accessories Tattoo prepaid kits SIM packs Modems and accessories Spare parts and supplies Callcards and others 2010 2009 (In Thousand Pesos) P3,185,163 P1,602,018 597,430 810,655 274,882 367,120 141,272 129,616 13,164 16,630 27,049 21,911 P4,238,960 P2,947,950 2008 P1,931,915 234,428 517,542 138,305 7,256 287,726 P3,117,172 6. Prepayments and Other Current Assets This account consists of: Notes Prepayments Advance payments to suppliers and contractors 25.3 Input VAT – net Creditable withholding tax Loan receivable from Globe Telecom retirement fund 11, 28.10 Miscellaneous receivables - net 28.10 Other current assets 16, 28.10 132 2010 2009 (In Thousand Pesos) P983,545 P534,304 2008 P617,379 764,699 954,636 494,942 1,143,891 889,941 334,723 2,114,203 334,579 210,182 – 476,050 1,030,326 P4,704,198 – 853,243 443,218 P4,199,320 800,000 515,966 514,120 P5,106,429 As of December 31, 2010, Innove, GXI and EGG reported net input VAT amounted to P954.64 million, net of output VAT of P102.45 million. As of December 31, 2009, Innove and GXI reported net input VAT amounted to P889.94 million, net of output VAT of P89.26 million. As of December 31, 2008, Innove, GXI and EGG Group reported net input VAT amounted to P334.58 million, net of output VAT of P157.05 million. The “Prepayments” account includes prepaid insurance and rent, among others. In 2008, the Globe Group granted a loan to the retirement fund amounting to P800.00 million with interest at 6.20%. Upon maturity in 2009, the loan was rolled over until September 2014 with 7.75% interest and reclassified under “Other noncurrent assets” account (see Note 11). The “Other current assets” account includes accrued interest receivable and other receivables, among others. 7. Property and Equipment The rollforward analysis of this account follows: 2010 Buildings and Telecommunications Leasehold Investments in Equipment Improvements Cable Systems Cost At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Retirements/disposals At December 31 P161,393,653 P24,088,931 1,071,562 185,264 (408,040) (29,092) 12,041,649 1,299,564 174,098,824 25,544,667 Office Transportation Equipment Equipment Land (In Thousand Pesos) P14,444,009 – – (1,415,706) 13,028,303 P6,049,431 228,646 (87,113) 197,602 6,388,566 P2,074,149 305,186 (237,996) 11,883 2,153,222 P1,551,558 504 (14,025) (23,705) 1,514,332 99,668,498 14,403,724 (585,504) 113,486,718 11,009,763 1,054,839 (109,091) 11,955,511 4,758,210 899,440 (921,615) 4,736,035 5,065,820 693,641 (116,595) 5,642,866 1,431,233 265,153 (199,296) 1,497,090 – – – – P60,612,106 P13,589,156 P8,292,268 P745,700 P656,132 P1,514,332 Telecommunications Equipment Cost Buildings and Leasehold Improvements Investments in Cable Systems Net Book Value at December 31 Assets Under Construction Total P14,025,661 P223,627,392 17,506,382 19,297,544 (4,162) (780,428) (15,100,321) (2,989,034) 16,427,560 239,155,474 – – – – 121,933,524 17,316,797 (1,932,101) 137,318,220 P16,427,560 P101,837,254 2009 At January 1 Additions Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Retirements/disposals At December 31 Net Book Value at December 31 Office Transportation Equipment Equipment Land (In Thousand Pesos) P148,988,985 1,308,160 (9,013,358) 20,109,866 161,393,653 P22,235,361 169,162 (13,228) 1,697,636 24,088,931 P10,185,208 353 – 4,258,448 14,444,009 P5,479,851 379,911 (9,418) 199,087 6,049,431 P2,125,186 225,515 (111,951) (164,601) 2,074,149 P1,495,841 50,511 – 5,206 1,551,558 91,235,779 13,800,566 (5,367,847) 99,668,498 9,984,888 969,115 55,760 11,009,763 3,918,995 787,648 51,567 4,758,210 4,558,370 497,005 10,445 5,065,820 1,252,372 305,715 (126,854) 1,431,233 – – – – P61,725,155 P13,079,168 P9,685,799 P983,611 P642,916 P1,551,558 Assets Under Construction Total P13,980,362 P204,490,794 22,469,550 24,603,162 (24,258) (9,172,213) (22,399,993) 3,705,649 14,025,661 223,627,392 – – – – 110,950,404 16,360,049 (5,376,929) 121,933,524 P14,025,661 P101,693,868 133 2008 Telecommunications Equipment Cost At January 1 Additions (see Note 9) Retirements/disposals Reclassifications/adjustments At December 31 Accumulated Depreciation, Amortization and Impairment Losses At January 1 Depreciation and amortization Retirements/disposals At December 31 Net Book Value at December 31 Buildings and Leasehold Investments in Improvements Cable Systems Office Transportation Equipment Equipment Land (In Thousand Pesos) Assets Under Construction Total P139,902,905 5,134,081 (304,569) 4,256,568 148,988,985 P21,364,791 71,342 (5,377) 804,605 22,235,361 P9,928,378 97,936 – 158,894 10,185,208 P5,127,124 494,805 (13,325) (128,753) 5,479,851 P1,643,361 495,182 (226,391) 213,034 2,125,186 P948,315 547,526 – – 1,495,841 P8,380,425 P187,295,299 13,345,254 20,186,126 (30,008) (579,670) (7,715,309) (2,410,961) 13,980,362 204,490,794 78,114,745 13,790,032 (668,998) 91,235,779 9,087,641 898,730 (1,483) 9,984,888 3,246,716 672,279 – 3,918,995 4,247,291 593,715 (282,636) 4,558,370 1,071,086 279,015 (97,729) 1,252,372 – – – – – – – – 95,767,479 16,233,771 (1,050,846) 110,950,404 P57,753,206 P12,250,473 P6,266,213 P921,481 P872,814 P1,495,841 P13,980,362 P93,540,390 Assets under construction include intangible components of a network system which are reclassified to depreciable intangible assets only when assets become available for use (see Note 9). Investments in cable systems include the cost of the Globe Group’s ownership share in the capacity of certain cable systems under a joint venture or a consortium or private cable set-up and indefeasible rights of use (IRUs) of circuits in various cable systems. It also includes the cost of cable landing station and transmission facilities where the Globe Group is the landing party. Fully depreciated property and equipment still being used in the network amounted to P52,467.14 million, P35,832.53 million and P29,537.04 million as of December 31, 2010, 2009 and 2008, respectively. The carrying values of property and equipment held under finance leases where the Globe Group is the lessee are immaterial. The Globe Group uses its borrowed funds to finance the acquisition of property and equipment and bring it to its intended location and working condition. Borrowing costs incurred relating to these acquisitions were included in the cost of property and equipment using 5.61%, 3.96%, and 2.29% capitalization rates in 2010, 2009 and 2008, respectively. The Globe Group’s total capitalized borrowing costs amounted to P1,091.21 million, P979.03 million and P466.19 million for the years ended December 31, 2010, 2009 and 2008, respectively (see Note 22). In 2009, the Globe Group entered into an exchange transaction with an equipment supplier whereby Globe Group conveyed and transferred ownership of certain equipment and licenses in exchange for more advanced systems. This exchange resulted in a gain amounting to P568.12 million (as part of “Gain on disposal of property and equipment - net” in the consolidated statements of comprehensive income), equivalent to the difference between the fair value of the new equipment stipulated in the purchase agreement and the carrying amount of the old platforms and equipment at the time the exchange was consummated. In 2008, the Globe Group purchased a parcel of land from a related party amounting to P547.53 million. 134 8. Investment Property The rollforward analysis of this account follows: Cost At January 1 Reclassifications/adjustments At December 31 Accumulated Depreciation At January 1 Depreciation Reclassifications/adjustments At December 31 Net Book Value at December 31 2010 2009 (In Thousand Pesos) 2008 P390,641 – 390,641 P390,641 – 390,641 P403,687 (13,046) 390,641 153,902 22,547 – 176,449 P214,192 131,418 22,547 (63) 153,902 P236,739 112,480 23,297 (4,359) 131,418 P259,223 Investment property represents the portion of a building that was held for lease to third parties in 2009 and 2008 (see Note 25.1b). The details of income and expenses related to the investment property follow: Lease income Direct expenses 2010 2009 (In Thousand Pesos) P31,274 P– 23,450 23,396 2008 P41,690 19,973 The fair value of the investment property, as determined by market data approach, amounted to P595.54 million based on the report issued by an independent appraiser dated September 23, 2010. 9. Intangible Assets and Goodwill The rollforward analysis of this account follows: 2010 Licenses and Total Application Customer Intangible Software Contracts Assets Goodwill (In Thousand Pesos) Cost At January 1 P7,431,159 P28,381 P7,459,540 P327,125 Additions 169,329 – 169,329 – Retirements/disposals (128,606) – (128,606) – Reclassifications/ adjustments (Note 7) 884,907 – 884,907 – At December 31 8,356,789 28,381 8,385,170 327,125 Accumulated Depreciation, Amortization and Impairment Losses At January 1 4,795,295 8,514 4,803,809 – Amortization 740,819 5,676 746,495 – Retirements/disposals (120,561) – (120,561) – Reclassifications/adjustments 34,176 – 34,176 – At December 31 5,449,729 14,190 5,463,919 – Net Book Value at December 31 P2,907,060 P14,191 P2,921,251 P327,125 Total Intangible Assets and Goodwill P7,786,665 169,329 (128,606) 884,907 8,712,295 4,803,809 746,495 (120,561) 34,176 5,463,919 P3,248,376 135 2009 Licenses and Total Application Customer Intangible Software Contracts Assets Goodwill (In Thousand Pesos) Cost At January 1 P6,968,572 P28,381 P6,996,953 P327,125 Additions 99,164 – 99,164 – Retirements/disposals (685,577) – (685,577) – Reclassifications/ adjustments (Note 7) 1,049,000 – 1,049,000 – At December 31 7,431,159 28,381 7,459,540 327,125 Accumulated Depreciation, Amortization and Impairment Losses At January 1 3,985,282 – 3,985,282 – Amortization 997,320 8,514 1,005,834 – Retirements/disposals (211,736) – (211,736) – Reclassifications/adjustments 24,429 – 24,429 – At December 31 4,795,295 8,514 4,803,809 – Net Book Value at December 31 P2,635,864 P19,867 P2,655,731 P327,125 2008 Licenses and Total Application Customer Intangible Software Contracts Assets Goodwill (In Thousand Pesos) Cost P– P5,548,510 P– At January 1 P5,548,510 Additions 167,671 28,381 196,052 327,125 Retirements/disposals (11,904) – (11,904) – Reclassifications/ adjustments (Note 7) 1,264,295 – 1,264,295 – At December 31 6,968,572 28,381 6,996,953 327,125 Accumulated Depreciation, Amortization and Impairment Losses At January 1 3,113,887 – 3,113,887 – Amortization 771,000 – 771,000 – Retirements/disposals (3,727) – (3,727) – Reclassifications/adjustments 104,122 – 104,122 – At December 31 3,985,282 – 3,985,282 – Net Book Value at December 31 P2,983,290 P28,381 P3,011,671 P327,125 Total Intangible Assets and Goodwill P7,324,078 99,164 (685,577) 1,049,000 7,786,665 3,985,282 1,005,834 (211,736) 24,429 4,803,809 P2,982,856 Total Intangible Assets and Goodwill P5,548,510 523,177 (11,904) 1,264,295 7,324,078 3,113,887 771,000 (3,727) 104,122 3,985,282 P3,338,796 Intangible assets pertain to 1) telecommunications equipment software licenses, corporate application software and licenses and other VAS software applications that are not integral to the hardware or equipment; and 2) intangible assets identified to exist during acquisition of EGG Group for its existing customer contracts. The fair value of customer contracts was determined at P28.38 million based on multiple excess earnings approach using a discount rate of 15%. 136 The fair values of the identified assets and liabilities of EGG Group acquired in 2008 were: Notes Receivables - net 4 Prepayments and other current assets - net 28 Property and equipment - net 7 Intangible assets - net Accounts payable and accrued expenses 12 Deferred tax liability 24 Net assets Goodwill arising from acquisition Total consideration, satisfied by cash Final fair value upon acquisition (In Thousand Pesos) P35,308 8,842 8,306 28,381 80,837 47,949 8,514 56,463 24,374 327,125 P351,499 Provisional fair value upon acquisition P35,308 8,842 8,306 – 52,456 47,949 – 47,949 4,507 346,992 P351,499 The goodwill is attributable to the significant synergies expected to arise after the Globe Group’s acquisition of the EGG Group. The business revenues and profit and loss of the EGG Group from June 26, 2008 to December 31, 2008 are insignificant. If the acquisition had occurred on January 1, 2008, the Globe Group’s service revenues and net income as of December 31, 2008 would have been P62,948.16 million and P11,260.38 million, respectively. 10. Investments in Joint Ventures This account consists of: 2010 2009 (In Thousand Pesos) 2008 P252,610 – 252,610 P111,280 141,330 252,610 P111,280 – 111,280 (44,760) (2,968) (47,728) (7,866) (55,594) P197,016 (37,751) (7,009) (44,760) 25,950 (18,810) P233,800 (28,023) (9,728) (37,751) – (37,751) P73,529 Acquisition cost At January 1 Acquisition during the year At December 31 Accumulated equity in net gains (losses): At January 1 Equity in net losses Net foreign exchange difference At December 31 Carrying value at December 31 10.1 Investment in BPI Globe BanKO Inc., A Savings Bank (BPI Globe BanKO) On July 17, 2009, Globe acquired a 40% stake in BPI Globe BanKO (formerly Pilipinas Savings Bank, Inc. or PS Bank) for P141.33 million, pursuant to a Shareholder Agreement with Bank of the Philippine Islands (BPI), AC and PS Bank, and a Deed of Absolute Sale with BPI. BPI Globe BanKO will have the capability to provide services to micro-finance institutions and retail clients through mobile and related technology. The Globe Group’s interest in BPI Globe BanKO is accounted for as follows: Assets: Current Non-current Liabilities: Current Non-current Income Expenses 2010 (In Thousand Pesos) 2009 P283,305 4,386 P147,745 3,650 (151,150) – 16,409 (24,839) (10,064) – 12,572 (9,627) 137 10.2 Investment in Bridge Mobile Pte. Ltd. (BMPL) Globe Telecom and other leading Asia Pacific mobile operators (JV partners) signed an Agreement in 2004 (JV Agreement) to form a regional mobile alliance, which will operate through a Singapore-incorporated company, BMPL. The JV company is a commercial vehicle for the JV partners to build and establish a regional mobile infrastructure and common service platform and deliver different regional mobile services to their subscribers. Globe Group has a ten percent (10%) stake in BMPL. The other joint venture partners each with equal stake in the alliance include SK Telecom, Co. Ltd., Advanced Info Service Public Company Limited, Bharti Airtel Limited, Maxis Communications Berhad, Optus Mobile Pty. Limited, Singapore Telecom Mobile Pte, Ltd., Taiwan Mobile Co. Ltd., PT Telekomunikasi Selular and CSL Ltd. Under the JV Agreement, each partner shall contribute USD4.00 million based on an agreed schedule of contribution. Globe Telecom may be called upon to contribute on dates to be determined by the JV. As of December 31, 2010, Globe Telecom has invested a total of USD2.20 million in the joint venture. The Globe Group’s interest in BMPL is accounted for as follows: 2010 2009 (In Thousand Pesos) 2008 P67,722 2,744 P104,280 1,769 P79,110 13,014 (7,023) 19,693 (14,231) (6,571) 17,872 (27,826) (8,867) 18,083 (27,811) Assets: Current Non-current Liabilities: Current Income Expenses The Globe Group has no share of any contingent liabilities as of December 31, 2010, 2009 and 2008. 11. Other Noncurrent Assets This account consists of: Notes 2010 Prepaid pension 18.2 Loan receivable from Globe Telecom retirement fund 6 Loan receivable from Bethlehem Holdings, Inc. (BHI) 25.5 Miscellaneous deposits Deferred input VAT AFS investment in equity securities - net 28.10, 28.11 Others - net P951,083 2009 (In Thousand Pesos) P1,055,444 2008 P1,140,923 968,000 968,000 – 295,000 473,862 43,320 295,000 431,221 372,618 – 386,678 751,000 101,877 42,544 P2,875,686 81,727 134,400 P3,338,410 61,324 20,270 P2,360,195 In 2008, the Globe Group granted a short-term loan to the Globe Telecom retirement fund amounting to P800.00 million with interest at 6.20% (see Note 6). Upon maturity in 2009, the loan was rolled over until September 2014 and bears interest at 7.75%. Further, in 2009, the Globe Group granted an additional loan to the retirement fund amounting to P168.00 million which bears interest at 7.75% and is due also in September 2014. The Globe Telecom retirement fund utilized the loan to fund its investments in BHI, a company it organized to invest in media ventures. In 2009, BHI acquired two operating companies. 138 On August 13 and December 21, 2009, the Globe Group granted five-year loans amounting to P250.00 million and P45.00 million, respectively, to BHI at 8.275% interest. The P250.00 million loan is covered by a pledge agreement whereby in the event of default, the Globe Group shall be entitled to offset whatever amount is due to BHI from any unpaid fees of Broadcast Enterprises and Affiliated Media Inc. (BEAM), BHI’s subsidiary, from the Globe Group. The P45.00 million loan is fully secured by a chattel mortgage agreement dated December 21, 2009 between Globe Group and BEAM (see Notes 16.3 and 25.5). 12. Accounts Payable and Accrued Expenses This account consists of: Notes Accrued project costs 25.3 Accounts payable 16 Accrued expenses 16 Traffic settlements - net Output VAT Dividends payable 17.3 2010 P8,638,119 5,716,859 5,587,799 2,172,426 – – P22,115,203 2009 (In Thousand Pesos) P8,081,684 5,769,355 4,898,403 1,866,012 172,735 50,492 P20,838,681 2008 P5,258,619 5,156,011 4,837,196 1,545,539 174,472 60,637 P17,032,474 Traffic settlements payable are presented net of traffic settlements receivable from the same carrier amounting to P2,335.95 million, P1,019.65 million and P4,313.98 million as of December 31, 2010, 2009 and 2008, respectively. As of December 31, 2010, Globe Telecom reported net output VAT amounting to P99.48 million, net of input VAT of P359.93 million. As of December 31, 2009, Globe Telecom and EGG Group reported net output VAT amounting to P172.74 million, net of input VAT of P361.59 million. As of December 31, 2008, Globe Telecom reported net output VAT amounting to P174.47 million, net of input VAT of P330.34 million. The “Accrued expenses” account includes accruals for general, selling and administrative expenses. 13. Provisions The rollforward analysis of this account follows: Notes At beginning of year Provisions/ reversals 23 Adjustments At end of year 2010 2009 (In Thousand Pesos) P89,404 P202,514 138,760 (88,047) (3,776) (25,063) P224,388 P89,404 2008 P219,687 (5,031) (12,142) P202,514 Provisions relate to various pending unresolved claims and assessments over the Globe Group’s mobile and wireline business. The information usually required by PAS 37, Provisions, Contingent Liabilities and Contingent Assets, is not disclosed on the grounds that it can be expected to prejudice the outcome of these claims and assessments. As of February 8, 2011, the remaining pending claims and assessments are still being resolved. The provisions for National Telecommunications Commission (NTC) permit fees amounting to P117.26 million for an assessment by the NTC on March 27, 1996 and contested by Innove and other members of the Telecommunications Operators of the Philippines was reversed in 2009 after taking into account all available evidence including the merits of the ruling of the Court of Appeals (CA) in favor of another telecommunications service provider. 139 14. Notes Payable and Long-term Debt Notes payable consist of short-term promissory notes from local banks for working capital requirements amounting to P2,000.83 million and P4,002.16 million as of December 31, 2009 and 2008, respectively. These notes bear interest ranging from 4.35% to 10.00%, and 8.38% to 10.00% per annum in 2009 and 2008, respectively. There are no outstanding notes payable as of December 31, 2010. Long-term debt consists of: 2010 Banks: Local Foreign Corporate notes Retail bonds Less current portion P20,352,194 7,317,483 17,729,939 4,971,854 50,371,470 8,677,209 P41,694,261 2009 (In Thousand Pesos) P15,933,027 6,810,357 17,775,866 4,956,772 45,476,022 5,667,965 P39,808,057 2008 P15,160,390 4,836,265 13,846,398 2,742,885 36,585,938 7,742,227 P28,843,711 The maturities of long-term debt at nominal values excluding unamortized debt issuance costs as of December 31, 2010 follow (in thousand pesos): Due in: 2011 2012 2013 2014 2015 and thereafter P8,725,621 12,410,350 9,770,085 9,761,586 9,983,065 P50,650,707 Unamortized debt issuance costs included in the above long-term debt as of December 31, 2010, 2009 and 2008 amounted to P279.24 million, P197.99 million and P84.67 million, respectively. The interest rates and maturities of the above debt are as follows: Maturities Banks: Local 2011-2015 Interest Rates 2.26% to 7.03% in 2010 5.12% to 7.87% in 2009 5.21% to 9.11% in 2008 Foreign 2011-2016 0.74% to 4.13% in 2010 0.74% to 6.44% in 2009 3.14% to 6.44% in 2008 Corporate notes 2011-2016 2.67% to 8.38% in 2010 5.62% to 8.80% in 2009 5.77% to 13.79% in 2008 Retail bonds 2012-2014 7.50% to 8.00% in 2010 7.50% to 8.00% in 2009 5.49% to 11.70% in 2008 14.1 B ank Loans and Corporate Notes Globe Telecom’s unsecured bank loans and corporate notes, which consist of fixed and floating rate notes and peso-denominated bank loans, bear interest at stipulated and prevailing market rates. The loan agreements with banks and other financial institutions provide for certain restrictions and requirements with respect to, among others, maintenance of financial ratios and percentage of ownership of specific shareholders, incurrence of additional long-term indebtedness or guarantees and creation of property encumbrances. 140 As of February 8, 2011, the Globe Group is not in breach of any loan covenants. 14.2 R etail Bonds On February 25, 2009, Globe Group issued P5,000.00 million fixed rate bonds. This amount comprises P1,974.00 million and P3,026.00 million fixed rate bonds due in 2012 and 2014, respectively, with interest of 7.50% and 8.00%, respectively. The proceeds of the retail bonds will be used to fund Globe Group’s various capital expenditures. The five-year retail bonds may be redeemed in whole, but not in part, on the twelfth (12th) interest payment date at a price equal to 102.00% of the principal amount of the bonds and all accrued interest to the date of redemption. Globe Group may not redeem the retail bonds unless allowed under conditions specified in the agreements with respect to redemption for tax reasons, purchase and cancellation and change in law or circumstance. The Globe Group has to meet certain bond covenants including a maximum debt-to-equity ratio of 2 to 1. As of February 8, 2011, the Globe Group is not in breach of any bond covenants. 15. Other Long-term Liabilities This account consists of: Notes ARO Accrued lease obligations and others 25.1 Noninterest bearing liabilities 25.4 Advance lease 25.4 Less current portion 2010 2009 (In Thousand Pesos) P1,341,526 P1,269,291 640,927 647,416 – 735,944 – 67,673 1,982,453 2,720,324 – 803,617 P1,982,453 P1,916,707 2008 P1,081,408 591,642 821,805 79,929 2,574,784 99,145 P2,475,639 The maturities of other long-term liabilities at nominal amounts as of December 31, 2010 follow (in thousand pesos): Due in: 2011 2012 and thereafter P– 1,982,453 P1,982,453 In 2008, Globe Group updated its assumptions on the timing of settlement and estimated cash outflows arising from ARO on its leased premises. As a result of the changes in estimates reckoned as of January 1, 2008, Globe Group adjusted downward its ARO liability by P714.78 million against the book value of the assets on leased premises. The rollforward analysis of the Globe Group’s ARO follows: Notes At beginning of year Capitalized to property and equipment during the year - net of reversal 30 Accretion expense during the year 22 Adjustments due to changes in estimates At end of year 2010 2009 (In Thousand Pesos) P1,269,291 P1,081,408 P1,623,830 41,473 95,207 (64,445) P1,341,526 95,086 77,269 (714,777) P1,081,408 96,959 98,117 (7,193) P1,269,291 2008 141 16. Related Party Transactions Globe Telecom and Innove, in their regular conduct of business, enter into transactions with their major stockholders, AC and STI, joints ventures and certain related parties. These transactions, which are accounted for at market prices normally charged to unaffiliated customers for similar goods and services, include the following: 16.1 Entities with joint control over Globe Group • Globe Telecom has interconnection agreements with STI. The related net traffic settlements receivable (included in “Receivables” account in the consolidated statements of financial position) and the interconnection revenues earned (included in “Service revenues” account in the consolidated statements of comprehensive income) are as follows: Traffic settlements receivable - net Interconnection revenues • 2010 2009 (In Thousand Pesos) P124,319 P34,487 1,857,336 2,097,734 2008 P216,348 1,817,912 Globe Telecom and STI have a technical assistance agreement whereby STI will provide consultancy and advisory services, including those with respect to the construction and operation of Globe Telecom’s networks and communication services (see Note 25.6), equipment procurement and personnel services. In addition, Globe Telecom has software development, supply, license and support arrangements, lease of cable facilities, maintenance and restoration costs and other transactions with STI. The details of fees (included in repairs and maintenance under the “General, selling and administrative expenses” account in the consolidated statements of comprehensive income) incurred under these agreements are as follows: Technical assistance fee Maintenance and restoration costs and other transactions Software development, supply, license and support 2010 2009 (In Thousand Pesos) P149,662 P99,903 2008 P83,514 86,901 216,701 216,813 26,904 26,924 2,637 The net outstanding balances due to STI (included in the “Accounts payable and accrued expenses” account in the consolidated statements of financial position) arising from these transactions are as follows: Technical assistance fee Software development, supply, license and support Maintenance and restoration costs and other transactions • 2009 (In Thousand Pesos) P48,870 P24,180 2008 P23,838 26,640 45,734 28,569 28,818 33,555 115,243 Globe Telecom earns subscriber revenues from AC. The outstanding subscribers receivable from AC (included in “Receivables” account in the consolidated statements of financial position) and the amount earned as service revenue (included in the “Service revenues” account in the consolidated statements of comprehensive income) are as follows: Subscriber receivables Service revenues 142 2010 2010 2009 (In Thousand Pesos) P920 P103 5,696 4,034 2008 P173 5,235 • Globe Telecom reimburses AC for certain operating expenses. The net outstanding liabilities to AC related to these transactions amounted to P31.34 million and P23.68 million as of December 31, 2009 and 2008, respectively. There is no outstanding liability as of December 31, 2010. Balances related to these transactions (included in “General, selling and administrative expenses” account in the consolidated statements of comprehensive income) amounted to P26.85 million, P21.12 million and P70.76 million, as of December 31, 2010, 2009 and 2008, respectively. 16.2 Joint Ventures in which the Globe Group is a venturer • Globe Telecom has preferred roaming service contract with BMPL. Under this contract, Globe Telecom will pay BMPL for services rendered by the latter which include, among others, coordination and facilitation of preferred roaming arrangement among JV partners, and procurement and maintenance of telecommunications equipment necessary for delivery of seamless roaming experience to customers. Globe Telecom also earns or incurs commission from BMPL for regional top-up service provided by the JV partners. The net outstanding liabilities to BMPL related to these transactions amounted to P2.89 million and P1.02 million and P2.12 million as of December 31, 2010, 2009 and 2008 respectively. Balances related to these transactions (included in “General, selling and administrative expenses” account in the consolidated statements of comprehensive income) amounted to P12.07 million, P23.98 million and P9.69 million, as of December 31, 2010, 2009 and 2008, respectively. • On October 2009, the Globe Group entered into an agreement with BPI Globe BanKO for the pursuit of services that will expand the usage of GCash technology. As a result, the Globe Group recognized revenue amounting to P9.99 million in 2009. The related receivables amounted to P9.19 million and P11.19 million in 2010 and 2009, respectively. 16.3 Transactions with the retirement fund (see Note 11) • On February 1, 2009, the Globe Group entered into a memorandum of agreement (MOA) with BEAM for the latter to render mobile television broadcast service to Globe subscribers using the mobile TV service. As a result, the Globe Group recognized an expense (included in “Professional and other contracted services”) amounting to P250.00 million and P245.58 million in 2010 and 2009, respectively. • On October 1, 2009, the Globe Group entered into a MOA with Altimax Broadcasting Co., Inc. (Altimax), a subsidiary of BHI, for the Globe Group’s co-use of specific frequencies of Altimax’s for the rollout of broadband wireless access to the Globe Group’s subscribers. As a result, the Globe Group recognized an expense (included in “General, selling and administrative Expenses” account in the consolidated statements of comprehensive income) amounting to P90.00 million and P70.00 million in 2010 and 2009, respectively. 16.4 Transactions with other related parties Globe Telecom has subscriber receivables (included in “Receivables” account in the consolidated statements of financial position) and earns service revenues (included in the “Service revenues” account in the consolidated statements of comprehensive income) from its other related parties namely, Ayala Land Inc., Ayala Property Management Corporation, BPI, Manila Water Company, Inc., Integrated Microelectronics, Inc., eTelecare Global Solutions, Inc., HR Mall Incorporated, Honda Cars, Inc. and Isuzu Automotive Dealership, Inc. These amounted to: Subscriber receivables Service revenues 2010 2009 (In Thousand Pesos) P158,275 P99,689 245,490 149,232 2008 P99,769 203,586 The total expenses incurred on leases, utilities, customer contact services, other miscellaneous services and purchase of vehicles provided to the Globe Group by these other related parties included under “General, selling and administrative expenses” account in the consolidated statements of comprehensive income amounted to P270.82 million, P282.06 million and P248.89 million as of December 31, 2010, 2009 and 2008, respectively, and “Property and equipment” in the consolidated statements of financial position amounted to P78.32 million, P55.99 million and P114.22 million as of December 31, 2010, 2009 and 2008, respectively. The outstanding balances due related to these expenses amounted toP21.50 million, P14.91 million and P5.72 million as of December 31, 2010, 2009 and 2008, respectively. 143 These related parties are either controlled or significantly influenced by AC. 16.5 Transactions with key management personnel of the Globe Group The Globe Group’s compensation of key management personnel by benefit type are as follows: Notes 2010 Short-term employee benefits 21 Share-based payments 18 Post-employment benefits 18 P1,948,311 104,788 132,406 P2,185,505 2009 (In Thousand Pesos) P1,867,128 126,437 53,290 P2,046,855 2008 P1,833,508 182,324 112,620 P2,128,452 There are no agreements between the Globe Group and any of its directors and key officers providing for benefits upon termination of employment, except for such benefits to which they may be entitled under the Globe Group’s retirement plans. The Globe Group granted short-term loans to its key management personnel amounting to P30.66 million, P33.37 million and P21.32 million in 2010, 2009 and 2008, respectively, included in the “Prepayments and other current assets” in the consolidated statements of financial position. The summary of consolidated outstanding balances resulting from transactions with related parties follows: Notes 2010 Subscriber receivables (included in “Receivables” account) Traffic settlements receivable - net (included in “Receivables” account) 4 Other current assets 6 Accounts payable and accrued expenses 12 2009 (In Thousand Pesos) 2008 P168,381 P110,978 P99,942 124,319 5,461 128,719 34,487 1,475 150,747 216,348 2,602 199,172 In May 2008, the NTC approved the assignment of Innove’s prepaid consumer subscriber contracts in favor of Globe Telecom. The transfer did not result in the recognition of a gain or loss in the consolidated financial statements. 17. Equity and Other Comprehensive Income Globe Telecom’s authorized capital stock consists of: Preferred stock - Series “A” P5 per share Common stock - P50 per share 2010 2009 2008 Shares Amount Shares Amount Shares Amount (In Thousand Pesos and Number of Shares) 250,000 P1,250,000 179,934 8,996,719 250,000 P1,250,000 179,934 8,996,719 250,000 P1,250,000 179,934 8,996,719 Globe Telecom’s issued and subscribed capital stock consists of: Preferred stock Common stock Total shares issued and fully paid Less subscriptions receivable 144 2010 2009 2008 Shares Amount Shares Amount Shares Amount (In Thousand Pesos and Number of Shares) 158,515 P792,575 158,515 P792,575 158,515 P792,575 132,348 6,617,424 132,346 6,617,280 132,340 6,617,008 7,409,999 7,409,855 7,409,583 – (776) – (776) – (1,508) P7,409,223 P7,409,079 P7,408,075 17.1 Preferred Stock Preferred stock - Series “A” has the following features: (a) Convertible to one common share after 10 years from issue date on June 29, 2001 at not less than the prevailing market price of the common stock less the par value of the preferred shares; (b) Cumulative and nonparticipating; (c) Floating rate dividend; (d) Issued at P5 par; (e) With voting rights; (f) Globe Telecom has the right to redeem the preferred shares at par plus accrued dividends at any time after 5 years from date of issuance; and (g) Preferences as to dividend in the event of liquidation. The dividends for preferred shares are declared upon the sole discretion of the Globe Telecom’s BOD. As of December 31, 2010, the Globe Group has dividends in arrears to its preferred stockholders amounting to P45.40 million. 17.2 Common Stock The rollforward of outstanding common shares are as follows: At beginning of year 2010 2009 2008 Shares Amount Shares Amount Shares Amount (In Thousand Pesos and Number of Shares) 132,346 P6,617,280 132,340 P6,617,008 132,334 P6,616,677 Exercise of stock options 2 144 At end of year 132,348 P6,617,424 6 272 6 132,346 P6,617,280 331 132,340 P6,617,008 17.3 Cash Dividends Information on Globe Telecom’s declaration of cash dividends follows: Date Per share Amount Record Payable (In Thousand Pesos, Except Per Share Figures) Preferred stock dividends declared on: December 2, 2008 P0.38 P60,637 December 18, 2008 March 17, 2009 December 4, 2009 0.32 50,492 December 18, 2009 March 18, 2010 Common stock dividends declared on: February 4, 2008 P37.50 P4,962,508 February 18, 2008 March 13, 2008 August 5, 2008 87.50 11,579,763 August 21, 2008 September 15, 2008 February 3, 2009 32.00 4,234,885 February 17, 2009 March 10, 2009 August 4, 2009 32.00 4,234,979 August 19, 2009 September 15, 2009 November 6, 2009 50.00 6,617,280 November 20, 2009 December 15, 2009 February 4, 2010 40.00 5,293,926 February 19, 2010 March 15, 2010 August 3, 2010 40.00 5,293,939 August 17, 2010 September 13, 2010 The dividend policy of Globe Telecom as approved by the BOD is to declare cash dividends to its common stockholders on a regular basis as may be determined by the BOD. The dividend payout rate starting 2006 is approximately 75% of prior year’s net income payable semi-annually in March and September of each year. This is reviewed annually, taking into account Globe Telecom’s operating results, cash flows, debt covenants, capital expenditure levels and liquidity. On August 5, 2008, the BOD approved the declaration of the second semi-annual cash dividends in 2008 of P4,962.61 million (P37.50 per common share) and additional special dividend of P6,616.81 million (P50.00 per common share) to common stockholders of record as of August 21, 2008 and payable on September 15, 2008. On November 6, 2009, the BOD amended the dividend payment rate from 75% to a range of 75% - 90% and declared a special dividend of P50.00 per common share based on shareholders on record as of November 20, 2009 with the payment date of December 15, 2009. 145 On February 4, 2010, the BOD approved the declaration of the first semi-annual cash dividend in 2010 of P5,293.93 million (P40.00 per common share) and additional special dividend of P5,293.93 million (P40.00 per common share) to common stockholders of record as August 17, 2010 and payable on September 13, 2010. Cash Dividends after the End of Reporting Period On February 8, 2011, the BOD approved the declaration of the first semi-annual cash dividend of P31.00 per common share, payable to common stockholders of record as of February 22, 2011. Total dividends amounting to P4,102.80 million will be payable on March 18, 2011. The BOD also approved the declaration of the cash dividend on preferred shares amounting to P0.29 per preferred share, payable to preferred stockholder of record as of February 22, 2011. Total dividends amounting to P45.40 million will be payable on March 18, 2011. 17.4 Retained Earnings Available for Dividend Declaration The total unrestricted retained earnings available for dividend declaration amounted to P8,510.85 million as of December 31, 2010. This amount excludes the undistributed net earnings of consolidated subsidiaries, accumulated equity in net earnings of joint ventures accounted for under the equity method, and unrealized gains recognized on asset and liability currency translations and unrealized gains on fair value adjustments. The Globe Group is also subject to loan covenants that restrict its ability to pay dividends (see Note 14). 17.5 Other Comprehensive Income Other Reserves Exchange differences arising from translations Cash flow hedges AFS financial assets of foreign investments Total For the Year Ended December 31, 2010 (In Thousand Pesos) As of January 1, 2010 (P22,554) P14,882 P26,190 P18,518 Fair value changes (116,679) 20,150 – (96,529) (16,578) – – (16,578) 39,977 – – 39,977 – – (33,698) (33,698) (P115,834) P35,032 (P7,508) (P88,310) Transferred to income and expenses Tax effect of items taken directly to or transferred from equity Exchange differences As of December 31, 2010 For the Year Ended December 31, 2009 (In Thousand Pesos) As of January 1, 2009 (P37,219) P329 P1,508 (P35,382) Fair value changes (35,116) 14,553 – (20,563) Transferred to income and expenses 60,156 – – 60,156 (10,375) – – (10,375) – – 24,682 24,682 (P22,554) P14,882 P26,190 P18,518 Tax effect of items taken directly to or transferred from equity Exchange differences As of December 31, 2009 For the Year Ended December 31, 2008 (In Thousand Pesos) As of January 1, 2008 P164,345 P20,063 P– P184,408 Fair value changes (457,080) (19,734) – (476,814) Transferred to income and expenses 146,981 – – 146,981 108,535 – – 108,535 – – 1,508 1,508 (P37,219) P329 P1,508 (P35,382) Tax effect of items taken directly to or transferred from equity Exchange differences As of December 31, 2008 146 18. Employee Benefits 18.1 Stock Option Plans The Globe Group has a share-based compensation plan called the Executive Stock Option Plan (ESOP). The number of shares allocated under the ESOP shall not exceed the aggregate equivalent of 6% of the authorized capital stock. On October 1, 2009, the Globe Group granted additional stock options to key executives and senior management personnel under the ESOP. The grant requires the grantees to pay a nonrefundable option purchase price of P1,000.00 until October 30, 2009, which is the closing date for the acceptance of the offer. In order to avail of the privilege, the grantees must remain with Globe Telecom or its affiliates from grant date up to the beginning of the exercise period of the corresponding shares. The following are the stock option grants to key executives and senior management personnel of the Globe Group under the ESOP from 2003 to 2010: Number of Fair Value Options of each Date of Grant Granted Exercise Price Exercise Dates Option 50% of options exercisable from P283.11 April 4, 2003 680,200 P547.00 per share April 4, 2005 to April 14, 2013; the remaining 50% exercisable from April 4, 2006 to April 14, 2013 Fair Value Measurement Black-Scholes option pricing model July 1, 2004 803,800 P840.75 per share 50% of options exercisable from P357.94 July 1, 2006 to June 30, 2014; the remaining 50% from July 1, 2007 to June 30, 2014 Black-Scholes option pricing model March 24, 2006 749,500 P854.75 per share 50% of the options become P292.12 exercisable from March 24, 2008 to March 23, 2016; the remaining 50% become exercisable from March 24, 2009 to March 23, 2016 Trinomial option pricing model May 17, 2007 604,000 P1,270.50 per share 50% of the options become P375.89 exercisable from May 17, 2009 to May 16, 2017, the remaining 50% become exercisable from May 17, 2010 to May 16, 2017 Trinomial option pricing model August 1, 2008 635,750 P1,064.00 per share 50% of the options become P305.03 exercisable from August 1, 2010 to July 31, 2018, the remaining 50% become exercisable from August 1, 2011 to July 31, 2018 Trinomial option pricing model October 1, 2009 298,950 P993.75 per share 50% of the options become P346.79 exercisable from October 1, 2011 to September 30, 2019, the remaining 50% become exercisable from October 1, 2012 to September 30, 2019 Trinomial option pricing model The exercise price is based on the average quoted market price for the last 20 trading days preceding the approval date of the stock option grant. 147 A summary of the Globe Group’s ESOP activity and related information follows: Outstanding, at beginning of year Granted Exercised Expired/forfeited Outstanding, at end of year Exercisable, at end of year 2010 2009 2008 Weighted Weighted Weighted Average Average Average Number of Exercise Number of Exercise Number of Exercise Shares Price Shares Price Shares Price (In Thousands and Per Share Figures) 1,929,732 P1,035.76 1,617,114 P994.57 2,038,106 P1,041.62 – – 298,950 993.75 650,450 1,052.32 (34,900) 817.79 (137,626) 843.22 (247,332) 846.80 (155,125) 1,018.39 (52,950) 1,073.58 (90,500) 935.02 2,038,106 P1,041.62 1,929,732 P1,035.76 1,848,081 P1,047.80 828,281 P962.78 363,032 P792.12 1,267,506 P1,055.41 The average share prices at dates of exercise of stock options as of December 31, 2010, 2009 and 2008 amounted to P948.65, P975.26 and P1,461.82, respectively. As of December 31, 2010, 2009 and 2008, the weighted average remaining contractual life of options outstanding is 6.65 years, 7.59 years, and 8.13 years, respectively. The following assumptions were used to determine the fair value of the stock options at effective grant dates: Share price Exercise price Expected volatility Option life Expected dividends Risk-free interest rate October 1, 2009 August 1, 2008 May 17, 2007 March 24, 2006 P1,130.00 P1,340.00 P930.00 P995.00 P1,064.00 P1,270.50 P854.75 P993.75 48.49% 31.73% 38.14% 29.51% 10 years 10 years 10 years 10 years 6.43% 6.64% 4.93% 5.38% 8.08% 9.62% 7.04% 10.30% July 1, 2004 April 4, 2003 P835.00 P580.00 P840.75 P547.00 39.50% 34.64% 10 years 10 years 4.31% 2.70% 12.91% 11.46% The expected volatility measured at the standard deviation of expected share price returns was based on analysis of share prices for the past 365 days. Cost of share-based payments for the years ended December 31, 2010, 2009 and 2008 amounted to P104.79 million, P126.44 million and P182.32 million, respectively. 18.2 Pension Plan The Globe Group has a funded, noncontributory, defined benefit pension plan covering substantially all of its regular employees. The benefits are based on years of service and compensation on the last year of employment. The components of pension expense (included in staff costs under “General, selling and administrative expenses”) in the consolidated statements of comprehensive income are as follows: Pension expense 2010 Current service cost Interest cost on benefit obligation Expected return on plan assets Net actuarial losses Total pension expense Actual return (loss) on plan assets 148 P245,766 181,638 (232,747) 47,110 P241,767 P234,071 2009 (In Thousand Pesos) P163,382 156,182 (234,018) (41) P85,505 P181,051 2008 P221,289 136,160 (138,301) 28,314 P247,462 (P184,599) The funded status for the pension plan of Globe Group is as follows: Benefit obligation Plan assets Unrecognized net actuarial losses Asset recognized in the consolidated statements of financial position* 2010 2009 (In Thousand Pesos) P2,186,228 P2,079,316 (2,355,730) (2,334,772) (169,502) (255,456) (781,014) (799,539) (P950,516) (P1,054,995) 2008 P1,319,742 (2,344,764) (1,025,022) (115,403) (P1,140,425) * Of this amount, P951.08 million is included in “Other noncurrent assets” account, while the P0.57 million is included in “Accrued expenses” under “Accounts payable and accrued expenses” account as of December 31, 2010. The following tables present the changes in the present value of defined benefit obligation and fair value of plan assets: Present value of defined benefit obligation 2010 P2,079,316 181,638 245,766 (167,620) (152,872) P2,186,228 Balance at beginning of year Interest cost Current service cost Benefits paid Actuarial losses (gains) Balance at end of year 2009 (In Thousand Pesos) P1,319,742 156,182 163,382 (129,761) 569,771 P2,079,316 2008 P1,690,615 136,160 221,289 (87,941) (640,381) P1,319,742 Fair value of plan assets 2010 P2,334,772 232,747 137,287 (167,620) (181,456) P2,355,730 Balance at beginning of year Expected return Contributions Benefits paid Actuarial losses Balance at end of year 2009 (In Thousand Pesos) P2,344,764 234,018 104 (129,761) (114,353) P2,334,772 2008 P1,341,568 138,301 1,225,345 (87,941) (272,509) P2,344,764 The recommended contribution for the Globe Group retirement fund for the year 2011 amounted to P119.52 million. This amount is based on the Globe Group’s actuarial valuation report as of December 31, 2010. As of December 31, 2010, 2009 and 2008, the allocation of the fair value of the plan assets of the Globe Group follows: Investments in fixed income securities: Corporate Government Investments in equity securities Others 2010 2009 2008 12.66% 20.96% 63.89% 2.49% 12.40% 18.71% 66.81% 2.08% 21.02% 12.80% 64.12% 2.06% In 2008, Globe, Innove and GXI pooled its plan assets for single administration by the fund managers. The EGG Group’s retirement fund is being managed separately and the amount of defined benefit obligation is immaterial. As of December 31, 2010, the pension plan assets of the Globe Group include shares of stock of Globe Telecom with total fair value of P14.79 million, and shares of stock of other related parties with total fair value of P52.90 million. 149 The assumptions used to determine pension benefits of Globe Group are as follows: Discount rate Expected rate of return on plan assets Salary rate increase 2010 8.50% 10.00% 6.00% 2009 9.00% 10.00% 7.00% 2008 12.33% 10.00% 7.00% In 2010, 2009 and 2008, the Globe Group applied a single weighted average discount rate that reflects the estimated timing and amount of benefit payments and the currency in which the benefits are to be paid. The overall expected rate of return on plan assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. Amounts for the current and previous four years are as follows: Defined benefit obligation Plan assets Deficit (surplus) 2010 P2,186,228 2,355,730 (169,502) 2009 2008 2007 (In Thousand Pesos) P2,079,316 P1,319,742 P1,690,615 2,334,772 2,344,764 1,341,568 (255,456) (1,025,022) 349,047 2010 2009 (In Thousand Pesos) Experience adjustments: Gain (loss) on plan liabilities Gain (loss) on plan assets (P23,901) (181,456) P18,390 (114,327) 2006 P1,267,209 1,254,906 12,303 2008 2007 (P51,340) (272,539) (P170,819) 29,780 19. Interest Income Interest income is earned from the following sources: Short-term placements Cash in banks Others 2010 2009 (In Thousand Pesos) P90,889 P145,623 23,121 67,288 104,522 58,895 P271,806 P218,532 2008 P394,824 23,033 2,568 P420,425 The “Others” account pertains to interest income from loans receivables from BHI and Globe Telecom retirement fund (see Note 11). 20. Other Income This account consists of: Notes 2010 Foreign exchange gain - net 22, 28.2.1.2 Lease income 8, 25.1.b Others P465,373 173,261 218,307 P856,941 2009 (In Thousand Pesos) P286,530 204,505 573,441 P1,064,476 2008 P– 210,003 490,871 P700,874 The peso to US dollar exchange rates amounted to P43.811, P46.425 and P47.655 as of December 31, 2010, 2009 and 2008, respectively. The Globe Group’s net foreign currency-denominated liabilities amounted to USD267.77 million, USD207.18 million and USD85.37 million as of December 31, 2010, 2009 and 2008, respectively (see Note 28.2.1.2). 150 These combinations of net liability movements and peso rate depreciation/appreciation resulted in foreign exchange gains in 2010 and 2009 and loss in 2008 (see Note 22). The “Others” account includes actual recoveries of operating losses recognized in previous years. 21. General, Selling and Administrative Expenses This account consists of: Notes Staff costs 16.5, 18 Selling, advertising and promotions Professional and other contracted services 16 Utilities, supplies and other administrative expenses 5 Repairs and maintenance 16 Rent 25 Insurance and security services Taxes and licenses Courier, delivery and miscellaneous expenses Others 2010 2009 (In Thousand Pesos) P5,088,990 P4,980,769 4,268,843 3,766,390 3,587,635 2,695,598 2008 P5,076,635 4,494,329 2,429,615 3,338,608 3,272,514 2,808,906 1,701,258 1,175,417 2,692,958 2,581,565 3,469,319 1,732,888 1,131,280 2,709,850 2,495,162 2,883,397 1,731,878 575,481 984,274 465,659 P26,692,104 906,451 539,664 P24,496,882 898,488 462,291 P23,757,126 The “Others” account includes miscellaneous expenses, delivery charges and various other items that are individually immaterial. 22. Financing Costs Notes 2010 Interest expense* 7 Swap and other financing costs - net Loss (gain) on derivative instruments 28 Foreign exchange loss - net 20, 28.2.1.2 P1,981,785 58,321 28,295 – P2,068,401 2009 (In Thousand Pesos) P2,096,945 38,993 46,943 – P2,182,881 2008 P2,255,878 (13,105) (1,681) 759,299 P3,000,391 * This account is net of capitalized expense and amortization of debt issuance costs. In 2010 and 2009, net foreign exchange gain amounting to P465.37 million and P286.53 million, respectively, was presented as part of “Others - net” account in the consolidated statements of comprehensive income (see Note 20). Interest expense - net is incurred on the following: Notes 2010 14 14 15, 25.4 P1,768,861 39,237 173,687 P1,981,785 Long-term debt Short term notes payable Accretion expense 2009 (In Thousand Pesos) P1,751,423 170,205 175,317 P2,096,945 2008 P2,035,281 57,391 163,206 P2,255,878 151 23. Impairment Losses and Others This account consists of: Notes 2010 Impairment loss (reversal of impairment loss) on: Receivables 28.2.2 Property and equipment Provisions for (reversal of): Inventory obsolescence and market decline 5 Other probable losses 13 2009 (In Thousand Pesos) 2008 P1,285,533 83,040 P754,633 85,631 P979,779 (31,172) 42,115 138,760 P1,549,448 58,743 (88,047) P810,960 262,103 (5,031) P1,205,679 24. Income Tax The significant components of the deferred income tax assets and liabilities of the Globe Group represent the deferred income tax effects of the following: 2010 Deferred income tax assets on: Unearned revenues already subjected to income tax Allowance for impairment losses on receivables ARO Accrued rent expense under PAS 17 Accumulated impairment losses on property and equipment Accrued vacation leave Provision for other probable losses Unrealized loss on derivative transactions Inventory obsolescence and market decline NOLCO Cost of share-based payments MCIT Unrealized foreign exchange losses Others Deferred income tax liabilities on: Excess of accumulated depreciation and amortization of Globe Telecom equipment for tax reporting(a) over financial reporting(b) Undepreciated capitalized borrowing costs already claimed as deduction for tax reporting Unrealized foreign exchange gain Unamortized discount on noninterest bearing liability Prepaid pension Customer contracts of acquired company Net deferred income tax liabilities (a) Sum-of-the-years digit method (b) Straight-line method 152 2009 (In Thousand Pesos) 2008 P744,504 737,311 374,106 120,753 P918,938 400,352 346,668 130,805 P1,003,875 369,120 317,732 122,030 98,389 84,168 73,592 67,793 43,265 13,499 5,819 954 125 – 2,364,278 88,808 76,402 33,097 16,845 87,311 138,054 23,555 46,711 21,202 – 2,328,748 67,195 52,095 27,928 4,993 94,045 – 7,796 – 21,607 235 2,088,651 4,799,099 5,116,298 5,342,712 1,166,689 279,037 39,718 23,059 6,572 6,314,174 P3,949,896 839,330 160,761 67,178 21,709 8,228 6,213,504 P3,884,756 591,238 92,504 108,041 12,349 8,514 6,155,358 P4,066,707 Net deferred tax assets and liabilities presented in the consolidated statements of financial position on a net basis by entity are as follows: Net deferred tax assets (Innove and EGG Group) Net deferred tax liabilities (Globe Telecom) 2010 2009 (In Thousand Pesos) P670,594 P742,538 4,620,490 4,627,294 2008 P523,722 4,590,429 GXI did not recognize its deferred income tax assets amounting to P64.53 million, P38.60 million and P47.75 million as of December 31, 2010, 2009 and 2008, respectively, which includes deferred income tax assets on NOLCO amounting to P58.54 million, P33.90 million and P43.90 million as of December 31, 2010, 2009 and 2008, respectively, because the management believes that there is no assurance that GXI will generate sufficient taxable income to allow all or part of its deferred income tax assets to be utilized. The details of Innove’s, GXI’s and EGG Group’s NOLCO and MCIT and the related tax effects are as follows (in thousand pesos): Inception Year MCIT 2010 P322 2009 48,236 2008 238 P48,796 Tax Effect of NOLCO P129,956 425,753 97,884 P653,593 NOLCO P38,987 127,726 29,365 P196,078 Expiry Year 2013 2012 2011 GXI’s NOLCO amounting to P47.82 million expired in 2010. The reconciliation of the provision for income tax at statutory tax rate and the actual current and deferred provision for income tax follows: Provision at statutory income tax rate Add (deduct) tax effects of: Deferred tax on unexercised stock options and basis differences on deductible and reported stock compensation expense Tax rate difference arising from the change in expected timing of deferred tax assets’/liabilities’ reversal Equity in net losses of joint ventures Income subjected to lower tax rates Others Actual provision for income tax 2010 2009 (In Thousand Pesos) P4,211,458 P5,391,811 47,806 – 890 (51,205) 84,609 P4,293,558 2008 P6,246,107 15,405 294,620 – 2,103 (62,175) 56,685 P5,403,829 25,911 3,405 (77,364) 77,463 P6,570,142 The current provision for income tax includes the following: Regular corporate income tax Final tax 2010 2009 (In Thousand Pesos) P4,166,153 P5,543,242 21,472 40,567 P4,187,625 P5,583,809 2008 P7,194,104 74,480 P7,268,584 The corporate tax rate is 30% in 2010 and 2009 and 35% in 2008. Globe Telecom and Innove are entitled to certain tax and nontax incentives and have availed of incentives for tax and duty-free importation of capital equipment for their services under their respective franchises. 153 25. Agreements and Commitments 25.1 Lease Commitments (a) Operating lease commitments - Globe Group as lessee Globe Telecom and Innove lease certain premises for some of its telecommunications facilities and equipment and for most of its business centers and network sites. The operating lease agreements are for periods ranging from 1 to 10 years from the date of the contracts and are renewable under certain terms and conditions. The agreements generally require certain amounts of deposit and advance rentals, which are shown as part of the “Other noncurrent assets” account in the consolidated statements of financial position. The Globe Group also has short term renewable leases on transmission cables and equipment. The Globe Group’s rentals incurred on these various leases (included in “General, selling and administrative expenses” account in the consolidated statements of comprehensive income) amounted to P2,808.91 million, P3,469.32 million and P2,883.40 million for the years ended December 31, 2010, 2009 and 2008, respectively (see Note 21). As of December 31, 2010, the future minimum lease payments under these operating leases are as follows (in thousand pesos): Not later than one year After one year but not more than five years After five years (b) P2,002,201 7,431,735 2,363,687 P11,797,623 Operating lease commitments - Globe Group as lessor Globe Telecom and Innove have certain lease agreements on equipment and office spaces. The operating lease agreements are for periods ranging from 1 to 14 years from the date of contracts. These include Globe Telecom’s lease agreement with C2C Pte. Ltd. (C2C) (see Note 25.4). Total lease income amounted to P172.50 million, P171.48 million and P198.10 million for the years ended December 31, 2010, 2009 and 2008, respectively. The future minimum lease receivables under these operating leases are as follows (in thousand pesos): Within one year After one year but not more than five years After five years (c) P156,370 625,479 39,092 P820,941 Finance lease commitments - Globe Group as lessee and lessor Globe Telecom and Innove have entered into finance lease agreements for various items of property and equipment. The said leased assets are capitalized and are depreciated over the EUL of three years, which is also equivalent to the lease term. As of December 31, 2010, 2009 and 2008, residual present value of net minimum lease payments due and receivable are immaterial. 25.2 Agreements and Commitments with Other Carriers Globe Telecom and Innove have existing international telecommunications service agreements with various foreign administrations and interconnection agreements with local telecommunications companies for their various services. Globe also has international roaming agreements with other foreign operators, which allow its subscribers access to foreign networks. The agreements provide for sharing of toll revenues derived from the mutual use of telecommunication networks. 154 25.3 Arrangements and Commitments with Suppliers Globe Telecom and Innove have entered into agreements with various suppliers for the development or construction, delivery and installation of property and equipment. Under the terms of these agreements, advance payments are made to suppliers and delivery, installation, development or construction commences only when purchase orders are served. While the development or construction is in progress, project costs are accrued based on the billings received. Billings are based on the progress of the development or construction and advance payments are being applied proportionately to the milestone billings. When development or construction and installation are completed and the property and equipment is ready for service, the balance of the value of the related purchase orders is accrued. In 2009, the Globe Group reclassified its Advances to Suppliers and Contractors to “Prepayments and other current assets” based on agreed contract terms. The impact of the reclassification is an increase in prepayment and other current assets by P1,143.89 million and P2,114.20 million as of December 31, 2009 and 2008, respectively (see Note 6). The consolidated accrued project costs as of December 31, 2010, 2009 and 2008 included in the “Accounts payable and accrued expenses” account in the consolidated statements of financial position amounted to P8,638.12 million, P8,081.68 million and P5,258.62 million, respectively (see Note 12). As of December 31, 2010, the consolidated expected future billings on the unaccrued portion of purchase orders issued amounted to P11,822.92 million. The settlement of these liabilities is dependent on the payment terms and project milestones agreed with the suppliers and contractors. As of December 31, 2010, the unapplied advances made to suppliers and contractors relating to purchase orders issued amounted to P764.70 million (see Note 6). 25.4 Agreements with C2C In 2001, Globe Telecom signed a cable equipment supply agreement with C2C. In March 2002, Globe Telecom entered into an equipment lease agreement for the said equipment with GB21 Hong Kong Limited (GB21). Subsequently, GB21, in consideration of C2C’s agreement to assume all payment obligations pursuant to the lease agreement, assigned all its rights, obligations and interest in the equipment lease agreement to C2C. As a result of the said assignment of payables by GB21 to C2C, Globe Telecom’s liability arising from the cable equipment supply agreement with C2C was effectively converted into a noninterest bearing long-term obligation accounted for at net present value under PAS 39 starting 2005 with carrying values amounting to P642.31 million, P735.94 million and P821.81 million as of December 31, 2010, 2009 and 2008, respectively (see Note 15). In January 2003, Globe Telecom received advance lease payments from C2C for its use of a portion of Globe Telecom’s cable landing station facilities. Accordingly, based on the amortization schedule, Globe Telecom recognized lease income amounting to P12.26 million, P12.26 million and P11.90 million for the years ended December 31, 2010, 2009 and 2008, respectively. The current and noncurrent portions of the said advances shown as part of the “Other long-term liabilities” account in the consolidated statements of financial position are as follows (see Note 15): Current Noncurrent 2010 2009 (In Thousand Pesos) P– P67,673 – – P– P67,673 2008 P12,256 67,673 P79,929 On November 17, 2009, Globe Telecom and Pacnet Cable Ltd. (Pacnet), formerly C2C, signed a memorandum of agreement (MOA) to terminate and unwind their Landing Party Agreement dated August 15, 2000 (LPA). The MOA further requires Globe Telecom, being duly licensed and authorized by the NTC to land the C2C Cable Network in the Philippines and operate the C2C Cable Landing Station (CLS) in Nasugbu, Batangas, Philippines, to transfer to Pacnet’s designated qualified partner, the license of the C2C CLS, the CLS, a portion of the property on which the CLS is situated, certain equipment and associated facilities thereof. 155 In return, Pacnet will compensate Globe Telecom in cash and by way of C2C cable capacities deliverable upon completion of certain closing conditions. The MOA also provided for novation of abovementioned equipment supply and lease agreements and reciprocal options for Globe Telecom to purchase future capacities from Pacnet and Pacnet to purchase backhaul and ducts from Globe Telecom at agreed prices. In the second quarter of 2010, the specific equipment, portion of the property and facilities and the liabilities associated with the transfer were identified and were classified as current and shown separately in the consolidated statement of financial position as “Assets classified as held for sale” and “Liabilities directly associated with the assets classified as held for sale”. The closing documents are expected to be fully executed within 2011. As of December 31, 2010, assets classified as held for sale amounted to P778.32 million. Liabilities directly associated with assets classified as held for sale amounted to P697.73 million. 25.5 Agreement with BHI On August 11, 2009, Globe Telecom signed a credit facility agreement with BHI amounting to P750.00 million. The total drawdown under this loan made by BHI in 2009 amounted to P295.00 million. The loan is payable in one full payment, five years from the date of initial drawdown with a prepayment option in whole or in part on an interest payment date. Interest is at the rate of 8.275% payable semi-annually in arrears and the loan is secured by a pledge and chattel mortgage agreement. As of December 31, 2010, the undrawn balance of the credit facility is P455.00 million (see Note 11). 25.6 Agreement with STI In 2009, STI agreed to sell to Globe Telecom its own capacity in a certain cable system. In 2009 also, Globe Telecom agreed to sell to STI capacities that it owns in a certain cable system (see Note 16). Completion of the final agreement between parties will happen in 2011. 25.7 Construction Maintenance Agreement for South-East Asia Japan Cable System (SJC) Globe Telecom signed a Construction Maintenance Agreement with 5 other international carriers to construct the SJC system, a 6-fiber pair, high capacity submarine cable system that will link Singapore, Hong Kong, Indonesia, Philippines and Japan. Globe Telecom’s estimated investment for this project amounts to USD60.00 million and total expenditures incurred was at 15% as of December 31, 2010. 25.8 Commitment to increase GXI’s paid-up capital On May 5, 2009, the BOD of Globe Telecom approved the issuance of a guarantee to the Bangko Sentral ng Pilipinas (BSP) for the proposal of GXI to increase its paid-up capital to P100.00 million on a staggered basis over a period of two (2) years to meet the required minimum capital and qualify as E-Money Issuer-Others in compliance with BSP Circular No. 649. On August 27, 2009, the Monetary Board of the BSP approved GXI’s compliance with this circular under Resolution No. 1223. On August 3, 2010, the BOD of Globe Telecom approved the transfer of GXI’s related assets booked under Globe Telecom to GXI books in compliance with BSP’s first tranche requirement to increase GXI’s paid up capital to at least P50.00 million by 2010. Globe Telecom made the additional capital infusion to GXI through transfer of assets and GXI recorded the assets at its fair value amount of P53.69 million increasing its total paid-up capital to P82.69 million as of September 30, 2010. After consolidation, where the additional infusion and transfer of assets are eliminated, the assets remain under Globe Telecom at its net book value amount of P20.38 million. 156 26. Contingencies On July 23, 2009, the NTC issued NTC Memorandum Circular (MC) No. 05-07-2009 (Guidelines on Unit of Billing of Mobile Voice Service). The MC provides that the maximum unit of billing for the cellular mobile telephone service (CMTS) whether postpaid or prepaid shall be six (6) seconds per pulse. The rate for the first two (2) pulses, or equivalent if lower period per pulse is used, may be higher than the succeeding pulses to recover the cost of the call set-up. Subscribers may still opt to be billed on a one (1) minute per pulse basis or to subscribe to unlimited service offerings or any service offerings if they actively and knowingly enroll in the scheme. On December 28, 2010, the CA rendered its decision declaring null and void and reversing the decisions of the NTC in the rates applications cases for having been issued in violation of Globe and the other carrier’s constitutional and statutory right to due process. However, while the decision is in Globe’s favor, there is a provision in the decision that NTC did not violate the right of petitioners to due process when it declared via circular that the per pulse billing scheme shall be the default. Last January 21, 2011, Globe and two other telecom carriers, filed their respective Motions for Partial Reconsideration (MR) on the pronouncement that “the Per Pulse Billing Scheme shall be the default.” The MR is pending resolution as of February 8, 2011. The Globe Group is contingently liable for various claims arising in the ordinary conduct of business and certain tax assessments which are either pending decision by the courts or are being contested, the outcome of which are not presently determinable. In the opinion of management and legal counsel, the eventual liability under these claims, if any, will not have a material or adverse effect on the Globe Group’s financial position and results of operations. 27. Earnings Per Share The Globe Group’s earnings per share amounts were computed as follows: Net income attributable to common shareholders for basic earnings per share Add dividends on preferred shares Net income attributable to shareholders for diluted earnings per share Weighted average number of shares for basic earnings per share Dilutive shares arising from: Convertible preferred shares Stock options Adjusted weighted average number of common stock for diluted earnings per share Basic earnings per share Diluted earnings per share 2010 2009 2008 (In Thousand Pesos and Number of Shares, Except Per Share Figures) P9,744,634 – P12,518,381 50,492 P11,215,241 60,637 9,744,634 12,568,873 11,275,878 132,343 132,342 132,337 42 890 66 867 262 674 133,275 P73.63 133,275 P94.59 P94.31 133,273 P84.75 P84.61 P73.12 28. Capital and Risk Management and Financial Instruments 28.1 General The Globe Group adopts an expanded corporate governance approach in managing its business risks. An Enterprise Risk Management Policy was developed to systematically view the risks and to provide a better understanding of the different risks that could threaten the achievement of the Globe Group’s mission, vision, strategies, and goals, and to provide emphasis on how management and employees play a vital role in achieving the Globe Group’s mission of transforming and enriching lives through communications. 157 The policies are not intended to eliminate risk but to manage it in such a way that opportunities to create value for the stakeholders are achieved. Globe Group risk management takes place in the context of the normal business processes such as strategic planning, business planning, operational and support processes. The application of these policies is the responsibility of the BOD through the Chief Executive Officer. The Chief Financial Officer and concurrent Chief Risk Officer champions and oversees the entire risk management function. Risk owners have been identified for each risk and they are responsible for coordinating and continuously improving risk strategies, processes and measures on an enterprise-wide basis in accordance with established business objectives. The risks are managed through the delegation of management and financial authority and individual accountability as documented in employment contracts, consultancy contracts, letters of authority, letters of appointment, performance planning and evaluation forms, key result areas, terms of reference and other policies that provide guidelines for managing specific risks arising from the Globe Group’s business operations and environment. The Globe Group continues to monitor and manage its financial risk exposures according to its BOD approved policies. The succeeding discussion focuses on Globe Group’s capital and financial risk management. 28.2 Capital and Financial Risk Management Objectives and Policies The primary objective of the Globe Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value. The Globe Group monitors its use of capital using leverage ratios, such as debt to total capitalization and makes adjustments to it in light of changes in economic conditions and its financial position. The Globe Group is not subject to externally imposed capital requirements. The ratio of debt to total capitalization for the years ended December 31, 2010, 2009 and 2008 was at 52%, 50% and 45%, respectively. The main purpose of the Globe Group’s financial risk management is to fund its operations and capital expenditures. The risks arising from the use of financial instruments are market risk, credit risk and liquidity risk. Globe Telecom also enters into derivative transactions, the purpose of which is to manage the currency and interest rate risk arising from its financial instruments. Globe Telecom’s BOD reviews and approves the policies for managing each of these risks. The Globe Group monitors market price risk arising from all financial instruments and regularly reports financial management activities and the results of these activities to the BOD. The Globe Group’s risk management policies are summarized below: 28.2.1Market Risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Globe Group is mainly exposed to two types of market risk: interest rate risk and currency risk. Financial instruments affected by market risk include loans and borrowings, AFS investments, and derivative financial instruments. The sensitivity analyses in the following sections relate to the position as at December 31, 2010, 2009 and 2008. The analyses exclude the impact of movements in market variables on the carrying value of pension and other postretirement obligations, provisions and on the non-financial assets and liabilities of foreign operations. 158 The following assumptions have been made in calculating the sensitivity analyses: • • • The statement of financial position sensitivity relates to derivatives. The sensitivity of the relevant income statement item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held as at December 31, 2010, 2009 and 2008 including the effect of hedge accounting. The sensitivity of equity is calculated by considering the effect of any associated cash flow hedges for the effects of the assumed changes the underlying. 28.2.1.1 Interest Rate Risk The Globe Group’s exposure to market risk from changes in interest rates relates primarily to the Globe Group’s long-term debt obligations. Please refer to table presented under 28.2.3 Liquidity Risk. Globe Group’s policy is to manage its interest cost using a mix of fixed and variable rate debt, targeting a ratio of between 31-62% fixed rate USD debt to total USD debt, and between 44-88% fixed rate PHP debt to total PHP debt. To manage this mix in a cost-efficient manner, Globe Group enters into interest rate swaps, in which Globe Group agrees to exchange, at specified intervals, the difference between fixed and variable interest amounts calculated by reference to an agreed-upon notional principal amount. After taking into account the effect of currency and interest rate swaps, 32% and 65% of the Globe Group’s USD and PHP borrowings, respectively, as of December 31, 2010, 34% and 45% of the Globe Group’s USD and PHP borrowings, respectively, as of December 31, 2009, 35% and 55% of the Globe Group’s USD and PHP borrowings, respectively, as of December 31, 2008, are at a fixed rate of interest. The following tables demonstrate the sensitivity of income before tax to a reasonably possible change in interest rates after the impact of hedge accounting, with all other variables held constant. 2010 USD* PHP Increase/decrease in basis points +35bps -35bps +100bps -100bps Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) P7,086 (P14,607) 14,622 (7,009) (134,008) 153,121 133,980 (160,664) * The Globe Group revised the USD interest rates to a more reasonable estimate due to declining USD LIBOR rates 2009 USD PHP Increase/decrease in basis points +200bps -200bps +100bps -100bps Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) (P31,983) P38,989 29,784 (17,214) (121,820) – 121,747 – 159 2008 USD PHP Increase/decrease in basis points +200 bps -200 bps +100 bps -100 bps Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) (P29,780) P27,412 30,815 (28,606) (63,938) (1,790) 63,840 1,818 The impact to equity is caused by the change in marked to market value of derivatives classified as hedges. 28.2.1.2 Foreign Exchange Risk The Globe Group’s foreign exchange risk results primarily from movements of the PHP against the USD with respect to USD-denominated financial assets, USDdenominated financial liabilities and certain USD-denominated revenues. Majority of revenues are generated in PHP, while substantially all of capital expenditures are in USD. In addition, 15%, 14% and 12% of debt as of December 31, 2010, 2009 and 2008, respectively, are denominated in USD before taking into account any swap and hedges. Information on the Globe Group’s foreign currency-denominated monetary assets and liabilities and their PHP equivalents are as follows: 2010 US Peso Dollar Equivalent Assets Cash and cash equivalents $41,573 P1,821,337 Receivables 58,257 2,552,308 Prepayments and other current assets – – 99,830 4,373,645 Liabilities Accounts payable and accrued expenses 197,586 8,656,460 Long-term debt 170,011 7,448,357 367,597 16,104,817 Net foreign-currency denominated liabilities $267,767 P11,731,172 * This table excludes derivative transactions disclosed in Note 28.3 2009 US Peso Dollar Equivalent (In Thousands) 2008 US Peso Dollar Equivalent $45,684 50,359 P2,120,901 2,337,915 $40,776 68,004 P1,943,159 3,240,744 – 96,043 5 4,458,821 14 108,794 661 5,184,564 155,085 148,133 303,218 7,199,819 6,877,090 14,076,909 92,464 101,696 194,160 4,406,395 4,846,310 9,252,705 $207,175 P9,618,088 $85,366 P4,068,141 The following tables demonstrate the sensitivity to a reasonably possible change in the PHP to USD exchange rate, with all other variables held constant, of the Globe Group’s income before tax (due to changes in the fair value of financial assets and liabilities). 2010 2009 160 Increase/decrease in Peso to US Dollar exchange rate +.40 -.40 Increase/decrease in Peso to US Dollar exchange rate +.40 -.40 Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) (P14,181) (P106,051) 106,051 14,181 Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) (P278) (P81,857) 81,857 278 2008 Increase/decrease in Peso to US Dollar exchange rate +.40 -.40 Effect on income before tax Effect on equity Increase (decrease) Increase (decrease) (In Thousand Pesos) (P4,291) (P37,971) 37,971 4,291 The movement on the income before tax is a result of a change in the fair value of derivative financial instruments not designated in a hedging relationship and monetary assets and liabilities denominated in US dollars, where the functional currency of the Group is Philippine Peso. Although the derivatives have not been designated in a hedge relationship, they act as economic hedge and will offset the underlying transactions when they occur. The movement in equity arises from changes in the fair values of derivative financial instruments designated as cash flow hedges. In addition, the consolidated expected future payments on foreign currency-denominated purchase orders related to capital projects amounted to USD274.51 million, USD255.79 million, and USD264.66 million as of December 31, 2010, 2009 and 2008, respectively. The settlement of these liabilities is dependent on the achievement of project milestones and payment terms agreed with the suppliers and contractors. Foreign exchange exposure assuming a +/-40 centavos in 2010, 2009 and 2008 movement in PHP to USD rate on commitments amounted to P109.80 million, P102.32 million and P105.86 million gain or loss, respectively. The Globe Group’s foreign exchange risk management policy is to maintain a hedged financial position, after taking into account expected USD flows from operations and financing transactions. Globe Telecom enters into short-term foreign currency forwards and long-term foreign currency swap contracts in order to achieve this target. 28.2.2 Credit Risk Applications for postpaid service are subjected to standard credit evaluation and verification procedures. The Credit Management unit of the Globe Group continuously reviews credit policies and processes and implements various credit actions, depending on assessed risks, to minimize credit exposure. Receivable balances of postpaid subscribers are being monitored on a regular basis and appropriate credit treatments are applied at various stages of delinquency. Likewise, net receivable balances from carriers of traffic are also being monitored and subjected to appropriate actions to manage credit risk. The maximum credit exposure relates to receivables net of any allowances provided. With respect to credit risk arising from other financial assets of the Globe Group, which comprise cash and cash equivalents, short-term investments, AFS financial investments, HTM investments, and certain derivative instruments, the Globe Group’s exposure to credit risk arises from the default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The Globe Group’s investments comprise short-term bank deposits and government securities. Credit risk from these investments is managed on a Globe Group basis. For its investments with banks, the Globe Group has a counterparty risk management policy which allocates investment limits based on counterparty credit rating and credit risk profile. The Globe Group makes a quarterly assessment of the credit standing of its investment counterparties, and allocates investment limits based on size, liquidity, profitability, and asset quality. For investments in government securities, these are denominated in local currency and are considered to be relatively risk-free. The usage of limits is regularly monitored. For its derivative counterparties, the Globe Group deals only with counterparty banks with investment grade ratings and large local banks. Credit ratings of derivative counterparties are reviewed quarterly. 161 Following are the Globe Group exposures with its investment counterparties for cash and cash equivalents as of December 31: Local bank deposits Onshore foreign bank Offshore bank deposit Special deposit account 2010 52% 16% 3% 29% 2009 48% 25% 12% 15% 2008 53% 27% 13% 7% The Globe Group has not executed any credit guarantees in favor of other parties. There is minimal exposure to credit concentration risk within the Globe Group. Credit exposures from subscribers and carrier partners continue to be managed closely for possible deterioration. When necessary, credit management measures are proactively implemented and identified collection risks are being provided for accordingly. Outstanding credit exposures from financial instruments are monitored daily and allowable exposures are reviewed quarterly. The tables below show the aging analysis of the Globe Group’s receivables as of December 31. 2010 Neither Past Past Due But Not Impaired Due Nor Less than 31 to 60 61 to 90 More than Impaired 30 days days days 90 days (In Thousand Pesos) Wireless receivables: P739,554 P311,860 P139,330 P744,827 Consumer P521,771 Key corporate accounts 19,975 103,032 150,689 127,929 201,733 Other corporations and Small and Medium Enterprises (SME) 129,570 152,544 76,092 18,802 175,710 671,316 995,130 538,641 286,061 1,122,270 Wireline receivables: Consumer 235,480 215,510 111,297 66,806 76,989 Key corporate accounts 3,066 182,566 165,621 216,576 823,085 Other corporations and SME 86,869 50,922 30,474 16,125 49,166 325,415 448,998 307,392 299,507 949,240 Other trade receivables – – 8,447 5,186 4,214 Traffic receivables: Foreign 1,731,708 – – – – Local 133,474 – – – – 1,865,182 – – – – Other receivables 647,464 – – – – P854,480 P590,754 P2,075,724 Total P3,509,377 P1,444,128 162 Impaired Financial Assets Total P346,499 74,131 P2,803,841 677,489 83,920 504,550 636,638 4,117,968 1,252,527 179,015 1,958,609 1,569,929 140,542 1,572,084 – 374,098 3,902,636 17,847 175,241 1,906,949 89,815 223,289 265,056 2,130,238 11,414 658,878 P2,353,104 P10,827,567 2009 Wireless receivables: Consumer Key corporate accounts Other corporations and SME Wireline receivables: Consumer Key corporate accounts Other corporations and SME Other trade receivables Traffic receivables: Foreign Local Other receivables Total Neither Past Due Nor Less than Impaired 30 days Past Due But Not Impaired 31 to 60 61 to 90 More than days days 90 days (In Thousand Pesos) Impaired Financial Assets Total P262,965 32,777 P354,222 133,249 P151,239 106,967 P93,469 69,193 P255,714 116,094 P88,088 20,154 P1,205,697 478,434 110,527 406,269 103,315 590,786 39,450 297,656 20,535 183,197 49,246 421,054 47,690 155,932 370,763 2,054,894 158,475 16,282 152,776 97,368 82,966 153,984 79,941 242,937 129,685 804,630 610,142 76,400 1,213,985 1,391,601 71,041 245,798 – 48,108 298,252 16,407 25,663 262,613 2,715 13,690 336,568 – 46,182 980,497 – 93,228 779,770 2,681 297,912 2,903,498 21,803 1,838,777 303,090 2,141,867 626,640 P3,420,574 – – – – P905,445 – – – – P562,984 – – – – P519,765 – – – – P1,401,551 97,971 79,435 177,406 8,111 P1,123,900 1,936,748 382,525 2,319,273 634,751 P7,934,219 Past Due But Not Impaired 31 to 60 61 to 90 More than days days 90 days (In Thousand Pesos) Impaired Financial Assets Total 2008 Wireless receivables: Consumer Key corporate accounts Other corporations and SME Wireline receivables: Consumer Key corporate accounts Other corporations and SME Other trade receivables Traffic receivables: Foreign Local Other receivables Neither Past Due Nor Less than Impaired 30 days Total P403,189 20,824 100,212 524,225 P370,507 116,519 79,592 566,618 P193,777 104,325 42,246 340,348 P100,177 51,295 20,611 172,083 P255,357 53,863 50,781 360,001 P131,423 62,132 139,099 332,654 P1,454,430 408,958 432,541 2,295,929 211,371 280,441 77,210 569,022 – 120,056 246,790 37,900 404,746 12,625 91,340 172,183 20,637 284,160 3,281 71,724 116,128 15,581 203,433 3,686 – 339,174 9,132 348,306 1,667 288,433 87,958 60,579 436,970 – 782,924 1,242,674 221,039 2,246,637 21,259 2,879,081 349,642 3,228,723 466,610 – – – – – – – – – – – – – – – – 79,559 309,728 389,287 11,560 2,958,640 659,370 3,618,010 478,170 P4,788,580 P983,989 P627,789 P379,202 P709,974 P1,170,471 P8,660,005 Total allowance for impairment losses amounted to P2,453.44 million, P1,350.99 million and P1,186.66 million includes allowance for impairment arising from collective assessment amounted to P328.72 million, P99.21 million and P16.19 million as of December 31, 2010, 2009 and 2008, respectively (see Note 4). The table below provides information regarding the credit risk exposure of the Globe Group by classifying assets according to the Globe Group’s credit ratings of receivables as of December 31. The Globe Group’s credit rating is based on individual borrower characteristics and their relationship to credit event experiences. 163 2010 Neither past-due nor impaired High Quality Medium Quality Low Quality (In Thousand Pesos) Wireless receivables: Consumer P280,831 P64,889 P176,051 Key corporate accounts 9,817 1,183 8,975 Other corporations and SME 60,842 4,358 64,370 351,490 70,430 249,396 Wireline receivables: Consumer 196,067 39,413 – Key corporate accounts 2,912 154 – Other corporations and SME 79,049 7,512 308 278,028 47,079 308 Total P629,518 P117,509 P249,704 2009 Neither past-due nor impaired High Quality Medium Quality Low Quality (In Thousand Pesos) Wireless receivables: Consumer P183,594 P41,292 P38,079 Key corporate accounts 27,339 3,867 1,571 Other corporations and SME 25,054 37,693 47,780 235,987 82,852 87,430 Wireline receivables: Consumer 70,395 10,563 77,517 Key corporate accounts 13,658 116 2,508 Other corporations and SME 34,676 4,036 32,329 118,729 14,715 112,354 Total P354,716 P97,567 P199,784 2008 Neither past-due nor impaired High Quality Medium Quality Low Quality (In Thousand Pesos) Wireless receivables: P64,959 P59,708 Consumer P278,522 Key corporate accounts 17,006 2,338 1,480 Other corporations and SME 13,200 37,113 49,899 308,728 104,410 111,087 Wireline receivables: Consumer 82,158 44,684 84,529 Key corporate accounts 273,941 6,499 1 Other corporations and SME 28,452 12,146 36,612 384,551 63,329 121,142 Total P693,279 P167,739 P232,229 Total P521,771 19,975 129,570 671,316 235,480 3,066 86,869 325,415 P996,731 Total P262,965 32,777 110,527 406,269 158,475 16,282 71,041 245,798 P652,067 Total P403,189 20,824 100,212 524,225 211,371 280,441 77,210 569,022 P1,093,247 High quality accounts are accounts considered to be high value and have consistently exhibited good paying habits. Medium quality accounts are active accounts with propensity of deteriorating to mid-range age buckets. These accounts do not flow through to permanent disconnection status as they generally respond to credit actions and update their payments accordingly. Low quality accounts are accounts which have probability of impairment based on historical trend. These accounts show propensity to default in payment despite regular follow-up actions and extended payment terms. Impairment losses are also provided for these accounts based on net flow rate. Traffic receivables that are neither past due nor impaired are considered to be high quality given the reciprocal nature of the Globe Group’s interconnect and roaming partner agreements with the carriers and the Globe Group’s historical collection experience. Other receivables are considered high quality accounts as these are substantially from credit card companies and Globe dealers. 164 The following is a reconciliation of the changes in the allowance for impairment losses for receivables as of December 31 (in thousand pesos) (see Notes 4 and 23): 2010 Subscribers Other Traffic Key corporate corporations Settlements Consumer accounts and SME and Others At beginning of year P820,403 P176,973 P165,416 P188,199 Charges for the year 987,636 81,395 124,549 91,333 Reversals/write offs/ adjustments (130,348) (12,746) (39,366) – At end of year P1,677,691 P245,622 P250,599 P279,532 2009 Subscribers Key corporate Consumer accounts At beginning of year P400,926 P119,986 Charges for the year 856,184 35,900 Reversals/write offs/ adjustments (436,707) 21,087 At end of year P820,403 P176,973 2008 Subscribers Key corporate Consumer accounts At beginning of year P481,599 P336,558 Charges for the year 501,426 146,725 Reversals/write offs/ adjustments (582,099) (363,297) At end of year P400,926 P119,986 Non-trade (Note 6) P34,776 620 Total P1,385,767 1,285,533 (14,351) P21,045 (196,811) P2,474,489 Other corporations and SME P264,900 79,898 Traffic Settlements and Others P400,847 (211,351) Non-trade (Note 6) P43,753 (5,998) Total P1,230,412 754,633 (179,382) P165,416 (1,297) P188,199 (2,979) P34,776 (599,278) P1,385,767 Other corporations and SME P279,266 187,523 Traffic Settlements and Others P286,052 134,504 Non-trade (Note 6) P35,720 9,601 Total P1,419,195 979,779 (201,889) P264,900 (19,709) P400,847 (1,568) P43,753 (1,168,562) P1,230,412 28.2.3 Liquidity Risk The Globe Group seeks to manage its liquidity profile to be able to finance capital expenditures and service maturing debts. As of December 31, 2010, 2009 and 2008, Globe Group has available uncommitted short-term credit facilities of USD59.00 million and P11,017.40 million, USD19.00 million and P9,004.90 million, USD39.00 million and P5,297.10 million, respectively. As of December 31, 2010, 2009 and 2008, the Globe Group has available committed long-term facilities of P1,000.00 million, USD93.00 million and USD66.00 million, respectively, which remain undrawn. As part of its liquidity risk management, the Globe Group regularly evaluates its projected and actual cash flows. It also continuously assesses conditions in the financial markets for opportunities to pursue fund raising activities, in case any requirements arise. Fund raising activities may include bank loans, export credit agency facilities and capital market issues. 165 166 2010 2015 and Total Total 2011 2012 2013 2014 thereafter (in USD) (in PHP) Liabilities: Long-term debt Fixed rate P7,033,150 P3,397,450 P4,381,850 P4,008,900 $– P22,960,050 Philippine peso P4,138,700 Interest rate 5.97%, 6.68%, 5.97%, 6.68%, 5.97%, 6.68%, 7.03%, 7.4%, 7.03%, 8.36% 7.03%, 7.4% 7.03%, 7.4%, 7.03%, 7.4% 8%, 8.36% 7.5% Floating rate USD notes $87,721 $28,642 $14,273 $17,710 $21,665 170,011 – Interest rate 6-mo. LIBOR+ 3.4% 6-mo. LIBOR+3.4% 6-mo. LIBOR+3.4% 6-mo. 6-mo. LIBOR+ margin; 6-mo. margin; 6-mo. LIBOR+ margin; 6-mo. LIBOR+3.4% 3.4% margin LIBOR+2.65% 2.65% margin; 3mo or LIBOR+2.65% margin; 6-mo. margin; 3mo or 6mo 6mo LIBOR +.43% margin LIBOR+2.65% LIBOR +.43% margin (rounded to margin margin (rounded to 1/16%); 6mo LIBOR 1/16%); 6mo LIBOR +3% margin +3% margin; 1mo or 3mo or 6mo LIBOR+2% margin; 6mo LIBOR+ .85% P4,122,343 P5,747,343 P4,603,843 P5,025,000 – 20,242,300 Philippine peso P743,771 Interest rate PDSTF 3mo + PDSTF 3mo + 0.75% PDSTF 3mo + 0.75% PDSTF 3mo + PDSTF 3mo + 0.75% margin; margin; PDSTF3mo + margin; PDSTF3mo + 0.75% margin; 0.75% margin; PDSTF3mo + 1.25% 1.25% margin; 1.25% margin; PDSTF3mo + PDSTF 3mo + margin; PDSTF3mo PDSTF3mo + 1% PDSTF3mo + 1% 1.25% margin; 0.65% margin + 1% margin; margin; PDSTF6mo + margin; PDSTF6mo + PDSTF3mo + 1 PDSTF6mo + 1.25% 1.25% margin; PDSTF 3 1.25% margin margin %; margin mo + 1.50% margin PDSTF6mo + 1.25% margin $170,011 P43,202,350 Interest payable* P1,494,852 P1,152,815 P606,723 P416,655 P– P5,694,607 PHP debt P2,023,562 USD debt $4,578 $2,605 $1,918 $1,355 $1,061 $11,517 $– *Used month-end USD LIBOR and Philippine Dealing and Exchange Corporation (PDEX) rates. *Using P43.81- USD exchange rate as of December 31, 2010. Long-term Liabilities: Carrying Value (in PHP) P22,888,412 7,317,483 20,165,575 P50,371,470 P– $– Debt Issuance Costs P 71,638 130,874 76,725 P279,237 P– $– P– $– P52,363,638 20,136,024 7,410,651 P24,816,963 Fair Value (in PHP) The following tables show comparative information about the Globe Group’s financial instruments as of December 31 that are exposed to liquidity risk and interest rate risk and presented by maturity profile including forecasted interest payments for the next five years from December 31 figures (in thousands). 167 P718,771 P6,947,343 P7,566,093 P2,503,843 – Philippine peso P2,580,873 Interest rate PDSTF3mo + 1% PDSTF3mo + 1% PDSTF3mo + 1% PDSTF3mo + 1% PDSTF3mo + 1% margin; PDSTF margin; PDSTF3mo+ margin; PDSTF 3mo+ margin; PDSTF3 margin; 3mo+ 1.30% , 1.30% , PDSTF3mo + 1.30% , PDSTF3mo + mo+ 1.30%, PDSTF6mo + PDSTF3mo + 1.10% 1.10% margin, 1.10% margin, PDSTF PDSTF3mo + 1.25% margin margin, PDSTF3mo + PDSTF3mo + 1% 3mo + 1% margin; 1.10% margin, 1% margin; PDSTF margin; PDSTF6mo + PDSTF6mo + 1.25% PDSTF3mo + 1% 6mo + 1.25% margin 1.25% margin margin; PDSTF3mo + margin; 1.50% margin PDSTF6mo + 1.25% margin $148,133 Interest payable* P2,181,085 P1,483,347 P1,020,253 P638,566 P– PHP debt P2,369,013 USD debt $2,727 $1,305 $157 $– $– $4,189 * Used month-end USD LIBOR and Philippine Dealing and Exchange Corporation (PDEX) rates. * Using P46.425 - USD exchange rate as of December 31, 2009. P197,992 P– $– P38,796,923 P7,692,264 $– 6,810,357 66,734 P– $– P45,476,022 20,281,269 P18,384,396 P95,604 35,654 Carrying Value (in PHP) Debt Issuance Costs 20,316,923 2009 2014 and Total Total 2010 2011 2012 2013 thereafter (in USD) (in PHP) Liabilities: Long-term debt Fixed rate P4,093,700 P6,988,150 P933,700 P6,450,750 $– P18,480,000 Philippine peso P13,700 Interest rate 5.97%; 5.97%; 5.97%; 7.24%; 7.50%; 6.68%; 7.03%; 6.68%;7.03%; 6.68%; 7.03%; 8.00%; 8.36% 7.24%; 8.36% 7.24%; 8.36% 7.50%; 8.00% 7.24%; 36% Floating rate USD notes $66,622 $68,511 $13,000 $– $– 148,133 – Interest rate 6mo LIBOR+.85% 6mo LIBOR+ .85%; 6mo LIBOR + 3% ;6mo LIBOR+3% 6mo LIBOR + 3% margin; 3mo or 6mo margin; 1mo or 3mo margin; 1mo or 3mo or LIBOR + .43% or 6mo LIBOR+2% 6mo LIBOR+ 2% margin (rounded to margin; 3mo or 6mo margin; 3mo or 6mo 1/16%) LIBOR+.43% margin LIBOR + .43% margin (rounded to 1/16%) (rounded to 1/16%) P– $– P45,130,753 20,245,723 5,472,014 P19,413,016 Fair Value (in PHP) 168 P– P4,080,000 P6,087,000 P920,000 – Philippine peso P4,700,000 Interest rate 11.70% – 13.79%; 5.97%; 13.79%; 5.97%; 13.79%; 5.97%; 6.68%; 7.03% 6.68%; 7.03% 6.68%; 7.03% Floating rate USD notes $32,222 $32,222 $26,112 $5,000 $– 95,556 Interest rate 3mo/6mo 3mo/6mo 3mo/6mo 3mo/6mo LIBOR+.43% LIBOR+.43% LIBOR+.43% LIBOR+.43% margin (rounded margin (rounded margin (rounded margin (rounded to .06%); to .06%); to .06%); to .06%) LIBOR+.85% LIBOR+.85% LIBOR+.85% P2,503,173 P25,000 P5,825,000 P6,443,750 – Philippine peso P1,240,373 Interest rate PDSTF3mo+ PDSTF3mo+1.30% PDSTF3mo+ PDSTF3mo+ PDSTF3mo+ 1.38%; ; 1.30%; 1.30%; 1.30%; PDSTF1mo+ PDSTF1mo+1.10% PDSTF1mo+ PDSTF1mo+ PDSTF1mo+ 1% margin margin; 1.10% margin; 1.10% margin; 1.10% margin; PDSTF3mo+1% PDSTF3mo+1% PDSTF3mo+1% PDSTF3mo+ margin; margin margin; 1% margin; PDSTF1mo+1% PDSTF1mo+ PDSTF1mo+ margin 1.50% margin 1.25% margin $101,696 Interest payable* P1,870,132 P1,522,663 P845,511 P391,305 P– PHP debt P2,244,472 USD debt $1,775 $824 $263 $63 $– $2,925 * Used month-end USD LIBOR and Philippine Dealing and Exchange Corporation (PDEX) rates. * Using P47.655-USD exchange rate as of December 31, 2008. 10,045 27,532 P84,668 P– $– – 16,037,296 P31,824,296 P6,874,083 $– P– $– P36,585,938 16,009,764 4,543,655 15,739,909 P292,610 P– 47,091 Carrying Value (in PHP) Debt Issuance Costs 15,787,000 2008 2013 and Total Total 2009 2010 2011 2012 thereafter (in USD) (in PHP) Liabilities: Long-term debt Fixed rate USD notes $6,140 $– $– $– $– $6,140 P– Interest rate 6.44% P– $– P37,212,371 16,009,764 4,588,401 16,314,939 P299,267 Fair Value (in PHP) 169 Receive 2011 P4,048 146,821 Pay P– 4,065 Receive 2012 Less than 1 year P19,906,644 93,336 – P19,999,980 P2,572 51,911 Pay 1 to 2 years P– 152,529 – P152,529 P– 16,745 Receive 2013 2 to 3 years P– – – P– P– – Pay 3 to 4 years P– – – P– P– 19,889 Receive P– – Pay Over 5 years P– – 640,927 P640,927 2014 4 to 5 years P– – – P– $– P1,539,082 2011 P– $35,000 Pay $2,500 – Receive 2012 P140,825 – Pay $- – Receive * Projected principal exchanges represent commitments to purchase USD for payment of USD debts with the same maturities. Projected Principal Exchanges*: Principal Only Swaps Forward Sale of USD Receive 2013 P- – Pay $– – Receive 2014 P– – Pay * Projected USD swap coupons were converted to PHP at the balance sheet rate. Further, it was assumed that 3m Libor, 3m PDSTF, and 6m PDSTF would stay at December 31, 2010 levels. Projected Swap Coupons*: Principal Only Swaps P– Interest Rate Swaps Derivative Instruments: * Excludes taxes payable which is not a financial instrument. On demand Accounts payable and accrued expenses* P426,696 Derivative liabilities – Other long-term liabilities – P426,696 Other Financial Liabilities: 2010 $– – Receive P– – Pay P– – Pay 2015 and beyond P– 11,388 Receive 2015 and beyond Total P20,333,340 245,865 640,927 P21,220,132 The following tables present the maturity profile of the Globe Group’s other liabilities and derivative instruments (undiscounted cash flows including swap costs payments/receipts except for other long-term liabilities) as of December 31 (in thousands): 170 2010 P– – Receive P4,290 21,424 Pay 2011 P– – Receive Less than 1 year P16,458,817 85,867 2,000,829 735,944 P19,281,457 P5,436 4,401 Pay 1 to 2 years P– 5,515 – – P5,515 2012 P– 4,240 Receive 2 to 3 years P– – – – P– P2,726 – Pay 3 to 4 years P– 1,074 – – P1,074 2013 P– – Receive 4 to 5 years P– – – – P– Pay P– – Over 5 years P– – – 647,416 P647,416 $– $20,000 P964,150 2010 P– P959,500 $20,000 Pay 2011 $– – – Receive Pay P– – – 2012 $2,500 – – Receive *Projected principal exchanges represent commitments to purchase USD for payment of USD debts with the same maturities. Projected Principal Exchanges*: Principal Only Swaps Forward Purchase of USD Forward Sale of USD Receive P140,825 – – Pay Receive $ – – 2013 Pay P– – – *Projected USD swap coupons were converted to PHP at the balance sheet rate. Further, it was assumed that 3m Libor, 3m PDSTF, and 6m PDSTF would stay at December 31, 2009 levels. Projected Swap Coupons*: Principal Only Swaps Interest Rate Swaps Derivative Instruments: *Excludes taxes payable which is not a financial instrument. On demand Accounts payable and accrued expenses* P2,201,314 Derivative liabilities – Notes payable – Other long-term liabilities – P2,201,314 Other Financial Liabilities: 2009 Pay Receive $– – – Pay 2014 and beyond P– – Receive 2014 and beyond Total P18,660,131 92,456 2,000,829 1,383,360 P22,136,776 P– – – P– – 171 2009 P– – Receive P5,580 3,293 Pay 2010 P– – Receive Less than 1 year P14,196,610 163,989 – 86,099 P14,446,698 P5,580 15,306 Pay 1 to 2 years P– – – 93,632 P93,632 2011 P– 4,093 Receive 2 to 3 years P– – – 102,107 P102,107 P5,580 – Pay 3 to 4 years P– 21,665 – 111,348 P133,013 2012 P– 4,491 Receive 4 to 5 years P– – – 121,426 P121,426 P2,798 – Pay Over 5 years P– – – 898,835 P898,835 P– $22,000 P1,018,058 Pay $– 2009 2010 – $– Receive Pay – P– 2011 – $– Receive *Projected principal exchanges represent commitments to purchase USD for payment of USD debts with the same maturities. Projected Principal Exchanges*: Principal Only Swaps Forwards (Deliverable and Nondeliverable) Receive Pay – P– 2012 – $2,500 Receive – P140,825 Pay *Projected USD swap coupons were converted to PHP at the balance sheet rate. Further, it was assumed that 3m Libor, 3m PDSTF, and 6m PDSTF would stay at December 31, 2008 levels. Projected Swap Coupons*: Principal Only Swaps Interest Rate Swaps Derivative Instruments: *Excludes taxes payable which is not a financial instrument. On demand Accounts payable and accrued expenses* P1,522,730 Derivative liabilities – Notes payable 4,002,160 Other long-term liabilities – P5,524,890 Other Financial Liabilities: 2008 Pay Receive – $– Pay 2013 and beyond P– – Receive 2013 and beyond Total P15,719,340 185,654 4,002,160 1,413,447 P21,320,601 – P– P– – 28.2.4 Hedging Objectives and Policies Liquidity Risk The Globe Group uses a combination of natural hedges and derivative hedging to manage its foreign exchange exposure. It uses interest rate derivatives to reduce earnings volatility related to interest rate movements. It is the Globe Group’s policy to ensure that capabilities exist for active but conservative management of its foreign exchange and interest rate risks. The Globe Group does not engage in any speculative derivative transactions. Authorized derivative instruments include currency forward contracts (freestanding and embedded), currency swap contracts, interest rate swap contracts and currency option contracts (freestanding and embedded). Certain interest rate swaps are entered with option combination or structured provisions. 28.3 Derivative Financial Instruments The Globe Group’s freestanding and embedded derivative financial instruments are accounted for as hedges or transactions not designated as hedges. The table below sets out information about the Globe Group’s derivative financial instruments and the related fair values as of December 31 (in thousands): 2010 Notional Amount Derivative instruments designated as hedges: Cash flow hedges: Interest rate swaps $57,000 Nondeliverable forwards* 35,000 Derivative instruments not designated as hedges: Freestanding: Interest rate swaps 6,667 Currency swaps 2,500 Embedded Currency forwards** 14,651 Net * All in sell position. ** The embedded currency forwards are at a net sell position. Notional Amount Derivative Asset Derivative Liability P5,000,000 – P– 6,255 P163,448 8,285 – – 11,743 – 210 35,519 – 1,890 P19,888 38,403 P245,865 Derivative Asset Derivative Liability P– P32,221 14,424 15,468 – 9,775 5,084 26,789 6,413 P36,305 18,587 P92,456 2009 Notional Notional Amount Amount Derivative instruments designated as hedges: Cash flow hedges: Interest rate swaps $51,000 P– Derivative instruments not designated as hedges: Freestanding: Nondeliverable forwards* 40,000 – Interest rate swaps 10,000 – Currency swaps 2,500 – Embedded Currency forwards** 9,972 – Net * Buy position: USD20,000; Sell position: USD20,000. ** The embedded currency forwards are at a net sell position. 172 2008 Notional Notional Amount Amount Derivative instruments designated as hedges: Cash flow hedges: Nondeliverable forwards* $10,000 P– Interest rate swaps 25,000 – Derivative instruments not designated as hedges: Freestanding: Deliverable and nondeliverable forwards** 75,100 – Interest rate swaps 13,333 2,000,000 Currency swaps 2,500 – Embedded: Currency forwards 25,564 – Currency options*** 3 – Net *All sell position **Buy position: USD31,550; Sell position: USD43,550 ****All embedded options are long call positions. Derivative Asset Derivative Liability P– – P19,456 37,804 109,454 8,086 – 70,705 14,752 29,731 51,470 2 P169,012 13,206 – P185,654 The table below also sets out information about the maturities of Globe Group’s derivative instruments as of December 31 that were entered into to manage interest and foreign exchange risks related to the longterm debt and US dollar-based revenues (in thousands). 2010 <1 year >1-<2 years >2-<3 years >3-<4 years >4-<5 years Total Derivatives: Currency Swaps: Notional amount $– $2,500 $– $– $– $2,500 Weighted swap rate P56.33 Pay fixed rate 4.62% Interest Rate Swaps Fixed-Floating Notional USD $– $5,000 $– $– $– $5,000 Pay-floating rate USD LIBOR+4.23% Receive-fixed rate 9.75% Floating-Fixed P200,000 P625,000 P2,100,000 P2,025,000 $114,127 Notional Peso P50,000 Notional USD $43,667 $15,000 – – – $58,667 Pay-fixed rate – 1.01% - 4.92% Receive-floating rate USD LIBOR-3M PDSTF Nondeliverable Forwards Notional USD $35,000 $– $– $– $– $35,000 Forward rate P42.84 –P45.21 2009 <1 year >1-<2 years >2-<3 years >3-<4 years >4-<5 years Derivatives: Currency Swaps: Notional amount $– $– $2,500 $– $– Weighted swap rate Pay fixed rate Interest Rate Swaps Fixed-Floating Notional USD $– $– $5,000 $– $– Pay-floating rate Receive-fixed rate Floating-Fixed Notional USD $27,333 $23,667 $5,000 $– $– Pay-fixed rate Receive-floating rate Nondeliverable Forwards Notional USD $40,000 $– $– $– $– Forward rate Total $2,500 P56.33 4.62% $5,000 USD LIBOR+4.23% 9.75% $56,000 1.64% - 4.84% USD LIBOR $40,000 P47.63 - P48.70 173 2008 <1 year >1-<2 years >2-<3 years >3-<4 years >4-<5 years Total Derivatives: Currency Swaps: Notional amount $– $– $– $2,500 $– $2,500 Weighted swap rate P56.33 Pay fixed rate 4.62% Interest Rate Swaps Fixed-Floating P– P– P– P– $20,984 Notional Peso P1,000,000 Notional USD $– $– $– $5,000 $– $5,000 Pay-floating rate USD LIBOR+4.23% - Mart +1.38% Receive-fixed rate 9.75% - 11.70% Floating-Fixed P– P– P– P– $20,984 Notional Peso P1,000,000 Notional USD $13,333 $13,333 $6,667 $– $– $33,333 Pay-fixed rate 4.54% - 7.09% Receive-floating rate USD LIBOR - Mart +1.38% Deliverable and Nondeliverable Forwards Notional USD $85,100 $– $– $– $– $85,100 Forward rate P42.80 - P54.10 The Globe Group’s other financial instruments that are exposed to interest rate risk are cash and cash equivalents. These mature in less than a year and are subject to market interest rate fluctuations. The Globe Group’s other financial instruments which are non-interest bearing and therefore not subject to interest rate risk are trade and other receivables, accounts payable and accrued expenses and long-term liabilities. The subsequent sections will discuss the Globe Group’s derivative financial instruments according to the type of financial risk being managed and the details of derivative financial instruments that are categorized into those accounted for as hedges and those that are not designated as hedges. 28.4 Derivative Instruments Accounted for as Hedges The following sections discuss in detail the derivative instruments accounted for as cash flow hedges. • Interest Rate Swaps As of December 31, 2010, 2009 and 2008, the Globe Group has USD57.00 million, USD51.00 million and USD25.00 million, respectively, in notional amount of interest rate swap that has been designated as cash flow hedge. The interest rate swaps effectively fixed the benchmark rate of the hedged loan at 1.01% to 4.84% over the duration of the agreement, which involves semi-annual intervals up to April 2012. The Globe Group also has an outstanding interest rate swap contract with a notional amount of P5,000.00 million, which effectively swaps a floating rate PHP–denominated loan into fixed rate, with quarterly payment intervals up to September 2015. As of December 31, 2010, 2009 and 2008, the fair value of the outstanding swap amounted to P163.45 million loss, P32.22 million loss and P37.80 million loss, respectively, of which P114.41 million, P22.56 million and P26.46 million (net of tax), respectively, is reported as “Other reserves” in the equity section of the consolidated statements of financial position. Accumulated swap cost for the years ended December 31, 2010, 2009 and 2008 amounted to P58.98 million, P40.21 million and P19.46 million, respectively. 174 • Nondeliverable Forwards The Globe Group entered into short-term nondeliverable currency forward contracts to hedge the changes in the cash flows of USD revenues related to changes in foreign currency exchange rates with maturities until December 2011. These currency forward contracts have a notional amount of USD35.00 million and USD25.00 million as of December 31, 2010 and 2008, respectively. There was no outstanding nondeliverable forward as of December 31, 2009. The fair value of the outstanding short-term nondeliverable currency forwards as of December 31, 2010 and 2008 amounted to a loss of P2.03 million and P19.46 million, respectively, of which P1.42 million and P13.62 million (net of tax), respectively, is reported in the equity section of the consolidated statements of financial position. Hedging gain loss on derivatives intended to manage foreign currency fluctuations on dollar based revenues for the years ended December 31, 2010, 2009 and 2008 amounted to P75.56 million gain, P18.47 million loss and P127.52 million loss, respectively. These hedging losses are reflected under “Service revenues” in the consolidated statements of comprehensive income. 28.5 Other Derivative Instruments not Designated as Hedges The Globe Group enters into certain derivatives as economic hedges of certain underlying exposures. Such derivatives, which include embedded and freestanding currency forwards, embedded call options, and certain currency and interest rate swaps with option combination or structured provisions, are not designated as accounting hedges. The gains or losses on these instruments are accounted for directly in the consolidated statements of comprehensive income. This section consists of freestanding derivatives and embedded derivatives found in both financial and nonfinancial contracts. 28.6 Freestanding Derivatives Freestanding derivatives that are not designated as hedges consist of currency forwards, options, currency and interest rate swaps entered into by the Globe Group. Fair value changes on these instruments are accounted for directly in the consolidated statements of comprehensive income. • Deliverable and Nondeliverable Forwards As of December 31, 2010, the Globe Group has no more outstanding non deliverable currency forward contracts not designated as hedges. • Interest Rate Swaps The Globe Group has outstanding interest rate swap contracts which swap certain fixed and floating USD-denominated loans into floating and fixed rate with semiannual payments interval up to April 2012. The swaps have outstanding notional of USD6.67 million as of December 31, 2010, USD10.00 million as of December 31, 2009 and USD13.33 million and P2,000.00 million as of December 31, 2008. The fair values on the interest rate swaps as of December 31, 2010, 2009 and 2008 amounted to P11.53 million net gain, P10.38 million net gain, and P6.67 million net loss, respectively. • Currency Swaps The Globe Group also has an outstanding foreign currency swap agreement with a certain bank, under which it swaps the principal of USD-denominated loans into PHP up to April 2012. Under these contracts, swap costs are payable in semiannual intervals in PHP or USD. The notional of the swaps amounted to USD2.50 million as of December 31, 2010, 2009, and 2008. The fair value loss of the currency swaps as of December 31, 2010, 2009 and 2008 amounted to P35.52 million, P26.79 million and P29.73 million, respectively. 28.7 Embedded Derivatives The Globe Group has instituted a process to identify any derivatives embedded in its financial or non financial contracts. Based on PAS 39, the Globe Group assesses whether these derivatives are required to be bifurcated or are exempted based on the qualifications provided by the said standard. The Globe Group’s embedded derivatives include embedded currency derivatives noted in non-financial contracts. 175 • Embedded Currency Forwards As of December 31, 2010, 2009 and 2008, the total outstanding notional amount of currency forwards embedded in nonfinancial contracts amounted to USD14.65 million, USD9.97 million and USD25.56 million, respectively. The nonfinancial contracts consist mainly of foreign currencydenominated purchase orders with various expected delivery dates and unbilled leaselines receivables and payables denominated in foreign currency. The net fair value of the embedded currency forwards as of December 31, 2010, 2009 and 2008 amounted to P36.51 million loss, P12.18 million loss and P38.26 million gain, respectively. • Embedded Currency Options As of December 31, 2010, the Globe Group does not have an outstanding currency option embedded in non-financial contracts. 28.8 Fair Value Changes on Derivatives The net movements in fair value changes of all derivative instruments are as follows: At beginning of year Net changes in fair value of derivatives: Designated as cash flow hedges Not designated as cash flow hedges Less fair value of settled instruments At end of year December 31 2009 (In Thousand Pesos) (P56,151) (P16,642) 2010 (116,679) (27,631) (200,461) 25,516 (P225,977) (35,116) (44,253) (96,011) (39,860) (P56,151) 2008 P187,815 (457,080) 34,265 (235,000) (218,358) (P16,642) 28.9 Hedge Effectiveness Results As of December 31, 2010, 2009 and 2008, the effective fair value changes on the Globe Group’s cash flow hedges that were deferred in equity amounted to P115.83 million, P22.56 million and P40.08 million loss, net of tax, respectively. Total ineffectiveness for the years ended December 31, 2010, 2009 and 2008 is immaterial. The distinction of the results of hedge accounting into “Effective” or “Ineffective” represent designations based on PAS 39 and are not necessarily reflective of the economic effectiveness of the instruments. 28.10 Categories of Financial Assets and Financial Liabilities The table below presents the carrying value of Globe Group’s financial instruments by category as of December 31: 2010 Financial assets: Financial assets at FVPL: Derivative assets designated as cash flow hedges Derivative assets not designated as hedges AFS investment in equity securities - net (Note 11) Loans and receivables - net* Financial liabilities: Financial liabilities at FVPL: Derivative liabilities designated as cash flow hedges Derivative liabilities not designated as hedges Financial liabilities at amortized cost** * ** 176 2009 (In Thousand Pesos) 2008 P6,255 13,633 101,877 17,613,600 P– 36,305 81,727 14,704,734 P– 169,012 61,324 14,491,808 171,733 74,132 71,345,737 32,221 60,235 67,520,342 57,260 128,394 57,720,885 This consists of cash and cash equivalents, short-term investments and long-term investments, receivables, other nontrade receivables and loans receivables. This consists of accounts payable, accrued expenses, accrued project cost, traffic settlement-net, dividends payable, notes payable, long-term debt (including current portion) and other long-term liabilities (including current portion). As of December 31, 2010, 2009 and 2008, the Globe Group has no investments in foreign securities. 28.11 Fair Values of Financial Assets and Financial Liabilities The table below presents a comparison of the carrying amounts and estimated fair values of all the Globe Group’s financial instruments as of: December 31 2010 2009 2008 Carrying Value Fair Value Carrying Value Fair Value Carrying Value Fair Value (In Thousand Pesos) Financial assets: P5,939,927 P5,939,927 P5,782,224 P5,782,224 Cash and cash equivalents P5,868,986 P5,868,986 Short-term investments – – 2,784 2,784 – – Receivables - net 8,374,123 8,374,123 6,583,228 6,583,228 7,473,346 7,473,346 Derivative assets 19,888 19,888 36,305 36,305 169,012 169,012 Other nontrade receivables* 3,481,882 3,481,882 2,178,795 2,178,795 1,236,238 1,236,238 AFS investment in equity securities - net (Note 11) 101,877 101,877 81,727 81,727 61,324 61,324 Financial liabilities: Accounts payable and accrued expenses ** 20,333,340 20,333,340 18,660,131 18,660,131 15,719,340 15,719,340 Derivative liabilities (including noncurrent portion) 245,865 245,865 92,456 92,456 185,654 185,654 Notes payable – – 2,000,829 2,000,829 4,002,160 4,002,160 Long-term debt (including current portion) 50,371,470 52,363,670 45,476,022 45,130,753 36,585,938 37,212,371 Other long-term liabilities (including current portion) 640,927 640,927 1,383,360 1,383,360 1,413,447 1,413,447 * This consists of loan, accrued interest and miscellaneous receivables included under “Prepayments and other current assets” and “Other noncurrent assets” (see Notes 6 and 11). ** This consists of accounts payable, accrued expenses, accrued project cost, traffic settlement-net and dividends payable. The following discussions are methods and assumptions used to estimate the fair value of each class of financial instrument for which it is practicable to estimate such value. 28.11.1 Non-derivative Financial Instruments The fair values of cash and cash equivalents, short-term investments, AFS investments, subscriber receivables, traffic settlements receivable, loan receivable, miscellaneous receivables, accrued interest receivables, accounts payable, accrued expenses and notes payable are approximately equal to their carrying amounts considering the short-term maturities of these financial instruments. The fair value of AFS investments are based on quoted prices. Unquoted AFS equity securities are carried at cost, subject to impairment. For variable rate financial instruments that reprice every three months, the carrying value approximates the fair value because of recent and regular repricing based on current market rates. For variable rate financial instruments that reprice every six months, the fair value is determined by discounting the principal amount plus the next interest payment using the prevailing market rate for the period up to the next repricing date. The discount rates used range from 0.08% to 1.64% (for USD floating loans) and from 4.37% to 6.55% (for PHP floating loans). The variable rate PHP loans reprice every six months. For noninterest bearing obligations, the fair value is estimated as the present value of all future cash flows discounted using the prevailing market rate of interest for a similar instrument. 28.11.2 Derivative Instruments The fair value of freestanding and embedded forward exchange contracts is calculated by using the net present value concept. 177 The fair values of interest rate swaps, currency and cross currency swap transactions are determined using valuation techniques with inputs and assumptions that are based on market observable data and conditions and reflect appropriate risk adjustments that market participants would make for credit and liquidity risks existing at the end each of reporting period. The fair value of interest rate swap transactions is the net present value of the estimated future cash flows. The fair values of currency and cross currency swap transactions are determined based on changes in the term structure of interest rates of each currency and the spot rate. Embedded currency options are valued using the simple option pricing model of Bloomberg. 28.11.3 Fair Value Hierarchy The Globe Group held the following financial instruments measured at fair value. The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data. 2010 Level 1 AFS investment in equity securities - net Level 2 Derivative assets Derivative liabilities (including noncurrent portion) December 31 2009 (In Thousand Pesos) 2008 P101,877 P81,727 P61,324 19,888 245,865 36,305 92,456 169,012 185,654 There were no transfers from Level 1 and Level 2 fair value measurements for the years ended December 31, 2010, 2009 and 2008. The Globe Group has no financial instruments classified under Level 3. 29. Operating Segment Information The Globe Group’s reportable segments consist of: (1) mobile communications services; (2) wireline communication services; and (3) others, which the Globe Group operate and manage as strategic business units and organize by products and services. The Globe Group presents its various operating segments based on segment net income. Intersegment transfers or transactions are entered into under the normal commercial terms and conditions that would also be available to unrelated third parties. Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in consolidation. Most of revenues are derived from operations within the Philippines, hence, the Globe Group does not present geographical information required by PFRS 8. The Globe Group does not have a single customer that will meet the 10% reporting criteria. The Globe Group also presents the different product types that are included in the report that is regularly reviewed by the chief operating decision maker in assessing the operating segments performance. Segment assets and liabilities are not measures used by the chief operating decision maker since the assets and liabilities are managed on a group basis. 178 The Globe Group’s segment information is as follows (in thousand pesos): 2010 REVENUES: Service revenues External customers: Voice Data Broadband Nonservice revenues: External customers Segment revenues EBITDA Depreciation and amortization EBIT NET INCOME (LOSS) BEFORE TAX2 Benefit from (provision for) income tax2 NET INCOME (LOSS) Other segment information Intersegment revenues Subsidy1 Interest income2 Interest expense Equity in net losses of joint ventures Impairment losses and others Capital expenditure Cash Flows Net cash provided by (used in): Operating activities Investing activities Financing activities 1 2 Mobile Wireline Communications Communications Services Services Others Consolidated P25,970,607 24,451,917 – P2,815,565 3,487,999 5,748,266 P– 80,335 – P28,786,172 28,020,251 5,748,266 2,374,542 52,797,066 618,759 12,670,589 – 80,335 2,993,301 65,547,990 31,907,454 (11,734,900) 20,172,554 1,716,592 (6,346,429) (4,629,837) (84,928) (4,510) (89,438) 33,539,118 (18,085,839) 15,453,279 18,768,054 (4,518,236) P14,249,818 (4,661,415) 246,150 (P4,415,265) (89,919) – (P89,919) 14,016,720 (4,272,086) P9,744,634 P35,545 (900,760) 168,300 (1,975,932) (2,968) (838,169) (13,982,817) (P191,933) (344,899) 28,666 (5,823) – (711,279) (5,478,589) (P107,080) – 94 (30) – – (5,467) (P263,468) (1,245,659) 197,060 (1,981,785) (2,968) (1,549,448) (19,466,873) 21,802,415 (12,194,022) (10,171,150) 5,338,255 (4,729,510) – 7,707 (5,281) (859) 27,148,377 (16,928,813) (10,172,009) Computed as non-service revenues less cost of sales Net of final taxes 179 2009 REVENUES: Service revenues External customers: Voice Data Broadband Nonservice revenues: External customers Segment revenues EBITDA Depreciation and amortization EBIT INCOME (LOSS) BEFORE TAX2 Benefit from (provision for) income tax2 NET INCOME (LOSS) Other segment information: Intersegment revenues Subsidy1 Interest income2 Interest expense Equity in net losses of joint venture Impairment losses and others Capital expenditure Cash Flows Net cash provided by (used in): Operating activities Investing activities Financing activities 180 1 2 Mobile Wireline Communications Communications Services Services Others Consolidated P26,497,050 26,736,627 – P2,794,855 3,037,749 3,289,462 P– 87,775 – P29,291,905 29,862,151 3,289,462 916,655 54,150,332 501,959 9,624,025 – 87,775 1,418,614 63,862,132 34,499,542 (12,881,171) 21,618,371 1,996,971 (4,495,831) (2,498,860) (33,605) (11,428) (45,033) 36,462,908 (17,388,430) 19,074,478 20,526,499 (5,866,931) P14,659,568 (2,549,049) 501,115 (P2,047,934) (45,315) 2,554 (P42,761) 17,932,135 (5,363,262) P12,568,873 (P1,046,315) (1,146,914) 192,620 (2,086,307) (7,009) (694,335) (17,609,324) (P172,625) (382,422) 38,511 (10,455) – (116,625) (7,086,349) (P57,013) – 108 (183) – – (6,653) (P1,275,953) (1,529,336) 231,239 (2,096,945) (7,009) (810,960) (24,702,326) 29,576,009 (16,603,578) (11,330,388) 3,796,387 (5,215,702) (12,000) 3,818 (9,824) (1,331) 33,376,214 (21,829,104) (11,343,719) Computed as non-service revenues less cost of sales Net of final taxes 2008 REVENUES: Service revenues External customers: Voice Data Broadband Nonservice revenues: External customers Segment revenues EBITDA Depreciation and amortization EBIT INCOME (LOSS) BEFORE TAX2 Benefit from (provision for) income tax2 NET INCOME (LOSS) Other segment information: Intersegment revenues Subsidy1 Interest income2 Interest expense Equity in net losses of joint venture Impairment losses and others Capital expenditure Cash Flows Net cash provided by (used in): Operating activities Investing activities Financing activities 1 2 Mobile Wireline Communications Communications Services Services Others (Audited and In Thousand Pesos) Consolidated P26,972,026 28,434,218 – P3,087,685 1,892,073 2,477,900 P– 30,586 – P30,059,711 30,356,877 2,477,900 1,582,653 56,988,897 340,907 7,798,565 – 30,586 1,923,560 64,818,048 36,188,596 (13,638,302) 22,550,294 1,238,778 (3,388,705) (2,149,927) (29,329) (1,061) (30,390) 37,398,045 (17,028,068) 20,369,977 19,601,890 (7,242,264) P12,359,626 (1,798,988) 746,602 (P1,052,386) (31,362) – (P31,362) 17,771,540 (6,495,662) P11,275,878 P459,577 (1,109,632) 300,596 (2,254,107) (9,728) (498,227) 14,931,556 P155,665 (83,980) 45,326 (1,771) – (707,452) 5,442,877 P14,140 – 23 – – – 7,745 P629,382 (1,193,612) 345,945 (2,255,878) (9,728) (1,205,679) 20,382,178 22,924,510 (15,711,964) (6,769,537) 1,981,905 (868,806) (2,000,000) 8,228 (507) (2,340) 24,914,643 (16,581,277) (8,771,877) Computed as non-service revenues less cost of sales Net of final taxes A reconciliation of segment revenue to the total revenues presented in the consolidated statements of comprehensive income is shown below: Segment revenues Interest income Other income - net Gain on disposal of property and equipment - net Total revenues 2010 P65,547,990 218,532 856,941 52,449 P66,675,912 2009 (In Thousand Pesos) P63,862,132 271,806 1,064,476 608,400 P65,806,814 2008 P64,818,048 420,425 700,874 24,837 P65,964,184 The reconciliation of the EBITDA to income before income tax presented in the consolidated statements of comprehensive income is shown below: EBITDA Depreciation and amortization Interest income Gain on disposal of property and equipment - net Financing costs Equity in net losses of joint ventures Other items INCOME BEFORE INCOME TAX 2010 P33,539,118 (18,085,839) 218,532 52,449 (2,068,401) (2,968) 385,301 P14,038,192 2009 (In Thousand Pesos) P36,462,908 (17,388,430) 271,806 608,400 (2,182,881) (7,009) 207,908 P17,972,702 2008 P37,398,045 (17,028,068) 420,425 24,837 (3,000,391) (9,728) 40,900 P17,846,020 181 29.1 Mobile Communications Services This reporting segment is made up of digital cellular telecommunications services that allow subscribers to make and receive local, domestic long distance and international long distance calls, international roaming calls and other value added services in any place within the coverage areas. 29.1.1 Mobile communication voice net service revenues include the following: a) b) c) Monthly service fees on postpaid plans; Charges for intra-network and outbound calls in excess of the consumable minutes for various Globe Postpaid plans, including currency exchange rate adjustments (CERA) net of loyalty discounts credited to subscriber billings; and Airtime fees for intra network and outbound calls recognized upon the earlier of actual usage of the airtime value or expiration of the unused value of the prepaid reload denomination (for Globe Prepaid and TM) which occurs between 1 and 60 days after activation depending on the prepaid value reloaded by the subscriber net of (i) bonus credits and (ii) prepaid reload discounts; and revenues generated from inbound international and national long distance calls and international roaming calls. Revenues from (a) to (c) are net of any settlement payouts to international and local carriers. 29.1.2 Mobile communication data net service revenues consist of revenues from value-added services such as inbound and outbound SMS and MMS, mobile broadband data services and infotext, subscription fees on unlimited and bucket prepaid SMS services net of any settlement payouts to international and local carriers and content providers. 29.1.3 Globe Telecom offers its wireless communications services to consumers, corporate and SME clients through the following three (3) brands: Globe Postpaid, Globe Prepaid and Touch Mobile. The Globe Group also provides its subscribers with mobile payment and remittance services under the GCash brand. 29.2 Wireline Communications Services This reporting segment is made up of fixed line telecommunications services which offer subscribers local, domestic long distance and international long distance voice services in addition to broadband and fixed mobile internet services and a number of VAS in various areas covered by the Certificate of Public Convenience and Necessity (CPCN) granted by the NTC. 29.2.1 Wireline voice net service revenues consist of the following: a) b) c) d) e) Monthly service fees including CERA of voice-only subscriptions; Revenues from local, international and national long distance calls made by postpaid, prepaid wireline subscribers and payphone customers, as well as broadband customers who have subscribed to data packages bundled with a voice service. Revenues are net of prepaid and payphone call card discounts; Revenues from inbound local, international and national long distance calls from other carriers terminating on our network; Revenues from additional landline features such as caller ID, call waiting, call forwarding, multi-calling, voice mail, duplex and hotline numbers and other value-added features; and Installation charges and other one-time fees associated with the establishment of the service. Revenues from (a) to (c) are net of any settlement payments to domestic and international carriers. 29.2.2 Wireline data net service revenues consist of the following: a) b) c) d) 182 Monthly service fees from international and domestic leased lines. This is net of any settlement payments to other carriers; Other wholesale transport services; Revenues from value-added services; and One-time connection charges associated with the establishment of service. 29.2.3 Broadband service revenues consist of the following: a) b) Monthly service fees on mobile and wired broadband plans and charges for usage in excess of plan minutes; and Prepaid usage charges consumed by mobile broadband subscribers. 29.2.4 Innove provides wireline voice communications (local, national and international long distance), data and broadband and data services to consumers, corporate and SME clients in the Philippines. • Consumers - the Globe Group’s postpaid voice service provides basic landline services including toll-free NDD calls to other Globe landline subscribers for a fixed monthly fee. For wired broadband, consumers can choose between broadband services bundled with a voice line, or a broadband data-only service. For fixed wireless broadband connection using 3G with High-Speed Downlink Packet Access (HSDPA) network, the Globe Group offers broadband packages bundled with voice, or broadband WIMAX data-only service. For subscribers who require full mobility, Globe Broadband Tattoo service come in postpaid and prepaid packages and allow them to access the internet via 3G with HSDPA, Enhanced Datarate for GSM Evolution (EDGE), General Packet Radio Service (GPRS) or WiFi at hotspots located nationwide. • Corporate/SME clients - for corporate and SME enterprise clients wireline voice communication needs, the Globe Group offers postpaid service bundles which come with a business landline and unlimited dial-up internet access. The Globe Group also provides a full suite of telephony services from basic direct lines to Integrated Services Digital Network (ISDN) services, 1-800 numbers, International Direct Dialing (IDD) and National Direct Dialing (NDD) access as well as managed voice solutions such as Voice Over Internet Protocol (VOIP) and managed internet Protocol (IP) communications. Valuepriced, high speed data services, wholesale and corporate internet access, data center services and segment-specific solutions customized to the needs of vertical industries. 29.3 Others This reporting segment represents mobile value added data content and application development services. Revenues principally consist of revenue share with various carriers on content downloaded by their subscribers and contracted fees for other application development services provided to various partners. 30. Notes to Consolidated Statements of Cash Flows The principal noncash transactions are as follows: 2010 Increase (decrease) in liabilities related to the acquisition of property and equipment Capitalized ARO Dividends on preferred shares P612,613 41,473 – 2009 (In Thousand Pesos) P2,548,409 96,959 50,492 2008 P870,346 95,086 60,637 The cash and cash equivalents account consists of: Cash on hand and in banks Short-term placements 2010 2009 (In Thousand Pesos) P1,104,231 P944,866 4,924,120 4,835,696 P5,868,986 P5,939,927 2008 P1,479,948 4,302,276 P5,782,224 Cash in banks earn interest at the respective bank deposit rates. Short-term placements represent short-term money market placements. The ranges of interest rates of the above placements are as follows: 2010 Placements: PHP 2.00% to 4.25% USD 0.09% to 1.55% 2009 2008 2.00% to 5.00% 0.05% to 1.63% 2.50% to 6.50% 0.05% to 4.30% 183 Global Reporting Initiative (GRI) Index STANDARD DISCLOSURES PART I: Profile Disclosures 1. Strategy and Analysis Profile Disclosure Description Reference 1.1 Statement from the most senior decision-maker of the organization. 1.2 Description of key impacts, risks, and opportunities. Profile Disclosure 2.1 Description Chairman’s Message President and CEO’s Message Sustainability and Corporate Social Responsibility Reference Name of the organization. Comments Comments Corporate Information 2.2 Primary brands, products, and/or services. Corporate Information 2.3 Operational structure of the organization, including main divisions, operating companies, subsidiaries, and joint ventures. Corporate Information 2.4 Location of organization's headquarters. Corporate Information 2.5 Number of countries where the organization operates, and names of countries with either major operations or that are specifically relevant to the sustainability issues covered in the report. Corporate Information 2.6 Nature of ownership and legal form. Corporate Information 2.7 Markets served (including geographic breakdown, sectors served, and types of customers/beneficiaries). Corporate Information 2.8 Scale of the reporting organization. Corporate Information 2.9 Significant changes during the reporting period regarding size, structure, or ownership. 2.10 Awards received in the reporting period. There were no significant changes during the reporting period regarding size, structure or ownership Our 2010 Milestones 3. Report Parameters Profile Disclosure 184 Description Reference Comments 3.1 Reporting period (e.g., fiscal/calendar year) for information provided. About the Report 3.2 Date of most recent previous report (if any). About the Report This is our third sustainability report. 3.3 Reporting cycle (annual, biennial, etc.) About the Report We report on an annual basis. 3.4 Contact point for questions regarding the report or its contents. 3.5 Process for defining report content. About the Report 3.6 Boundary of the report (e.g., countries, divisions, subsidiaries, leased facilities, joint ventures, suppliers). See GRI Boundary Protocol for further guidance. About the Report 3.7 State any specific limitations on the scope or boundary of the report. About the Report 3.8 Basis for reporting on joint ventures, subsidiaries, leased facilities, outsourced operations, and other entities that can significantly affect comparability from period to period and/or between organizations. 3.9 Data measurement techniques and the bases of calculations, including assumptions and techniques underlying estimations applied to the compilation of the Indicators and other information in the report. Explain any decisions not to apply, or to substantially diverge from, the GRI Indicator Protocols. Corporate Information This is not applicable as this report focuses mainly on the Philippine operations. About the Report 3. Report Parameters Profile Disclosure Description 3.10 Explanation of the effect of any re-statements of information provided in earlier reports, and the reasons for such re-statement (e.g.,mergers/ acquisitions, change of base years/periods, nature of business, measurement methods). Reference Comments 3.11 Significant changes from previous reporting periods in the scope, boundary, or measurement methods applied in the report. About the Report There were no significant changes in terms of materiality and scope. We added indicators and met the requirements for a B-level reporting. 3.12 Table identifying the location of the Standard Disclosures in the report. GRI Index 3.13 Policy and current practice with regard to seeking external assurance for the report. About the Report 4. Governance, Commitments, and Engagement Profile Disclosure Description Reference 4.1 Governance structure of the organization, including committees under the highest governance body responsible for specific tasks, such as setting strategy or organizational oversight. Corporate Governance 4.2 Indicate whether the Chair of the highest governance body is also an executive officer. Corporate Governance 4.3 For organizations that have a unitary board structure, state the number of members of the highest governance body that are independent and/or non-executive members. Corporate Governance 4.4 Mechanisms for shareholders and employees to provide recommendations or direction to the highest governance body. Corporate Governance 4.5 Linkage between compensation for members of the highest governance body, senior managers, and executives (including departure arrangements), and the organization's performance (including social and environmental performance). Corporate Governance; Our People 4.6 Processes in place for the highest governance body to ensure conflicts of interest are avoided. Corporate Governance 4.7 Process for determining the qualifications and expertise of the members of the highest governance body for guiding the organization's strategy on economic, environmental, and social topics. Corporate Governance 4.8 Internally developed statements of mission or values, codes of conduct, and principles relevant to economic, environmental, and social performance and the status of their implementation. 4.9 Procedures of the highest governance body for overseeing the organization's identification and management of economic, environmental, and social performance, including relevant risks and opportunities, and adherence or compliance with internationally agreed standards, codes of conduct, and principles. Corporate Governance; Sustainability and Corporate Social Responsibility 4.10 Processes for evaluating the highest governance body's own performance, particularly with respect to economic, environmental, and social performance. Corporate Governance 4.11 Explanation of whether and how the precautionary approach or principle is addressed by the organization. Corporate Governance 4.12 Externally developed economic, environmental, and social charters, principles, or other initiatives to which the organization subscribes or endorses. Sustainability and Corporate Social Responsibility 4.13 Memberships in associations (such as industry associations) and/ or national/international advocacy organizations in which the organization: * Has positions in governance bodies; * Participates in projects or committees; * Provides substantive funding beyond routine membership dues; or * Views membership as strategic. Sustainability and Corporate Social Responsibility Comments Corporate Governance; Our Company; Sustainability and Corporate Social Responsibility 185 4.14 List of stakeholder groups engaged by the organization. Sustainability and Corporate Social Responsibility 4.15 Basis for identification and selection of stakeholders with whom to engage. Sustainability and Corporate Social Responsibility 4.16 Approaches to stakeholder engagement, including frequency of engagement by type and by stakeholder group. Sustainability and Corporate Social Responsibility 4.17 Key topics and concerns that have been raised through stakeholder engagement, and how the organization has responded to those key topics and concerns, including through its reporting. Sustainability and Corporate Social Responsibility STANDARD DISCLOSURES PART II: Disclosures on Management Approach (DMAs) G3 DMA Description DMA EC Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility Cross-reference/Direct answer DMA EN Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility DMA LA Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility DMA HR Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility DMA SO Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility DMA PR Disclosure on Management Approach EC Sustainability and Corporate Social Responsibility Explanation STANDARD DISCLOSURES PART III: Performance Indicators Economic Performance Indicator Description Cross-reference/Direct answer Explanation Economic performance Sustainability and Corporate Social Responsibility EC1 Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community investments, retained earnings, and payments to capital providers and governments. EC3 Coverage of the organization's defined benefit plan obligations. Our People Range of ratios of standard entry level wage compared to local minimum wage at significant locations of operation. Our People Market presence EC5 Indirect economic impacts EC8 Development and impact of infrastructure investments and services provided primarily for public benefit through commercial, in-kind, or pro bono engagement. Enjoy your Globe, your way; Sustainability and Corporate Social Responsibility EC9 Understanding and describing significant indirect economic impacts, including the extent of impacts. Enjoy your Globe, your way; Sustainability and Corporate Social Responsibility Environmental Performance Indicator Description Cross-reference/Direct answer Explanation Materials 186 EN1 Materials used by weight or volume. This is immaterial as we do not manufacture products. EN2 Percentage of materials used that are recycled input materials. This is immaterial as we do not manufacture products. Energy EN3 Direct energy consumption by primary energy source. Environmental Responsibility Details to be reported by mid 2011 EN4 Indirect energy consumption by primary source. Environmental Responsibility Details to be reported by mid 2011 EN5 Energy saved due to conservation and efficiency improvements. Environmental Responsibility EN6 Initiatives to provide energy-efficient or renewable energy based products and services, and reductions in energy requirements as a result of these initiatives. Environmental Responsibility EN14 Strategies, current actions, and future plans for managing impacts on biodiversity. Environmental Responsibility Biodiversity Emissions, effluents and waste EN16 Total direct and indirect greenhouse gas emissions by weight. Environmental Responsibility EN22 Total weight of waste by type and disposal method. Environmental Responsibility Details to be reported by mid 2011 Social: Labor Practices and Decent Work Performance Indicator Description Cross-reference/Direct answer Explanation Employment LA1 Total workforce by employment type, employment contract, and region. Our People LA2 Total number and rate of employee turnover by age group, gender, and region. Our People LA3 Benefits provided to full-time employees that are not provided to temporary or part-time employees, by major operations. Our People LA4 Percentage of employees covered by collective bargaining agreements. Our People LA5 Minimum notice period(s) regarding significant operational changes, including whether it is specified in collective agreements. Our People Labor/management relations Occupational health and safety LA7 Rates of injury, occupational diseases, lost days, and absenteeism, and number of work-related fatalities by region. Our People LA8 Education, training, counseling, prevention, and risk-control programs in place to assist workforce members, their families, or community members regarding serious diseases. Our People LA10 Average hours of training per year per employee by employee category. Our People LA12 Percentage of employees receiving regular performance and career development reviews. Our People Training and education Diversity and equal opportunity LA13 Composition of governance bodies and breakdown of employees per category according to gender, age group, minority group membership, and other indicators of diversity. Our People LA14 Ratio of basic salary of men to women by employee category. Our People 187 Social: Human Rights Performance Indicator Description Cross-reference/Direct answer Explanation Non-discrimination HR4 Total number of incidents of discrimination and actions taken. HR6 Operations identified as having significant risk for incidents of child labor, and measures taken to contribute to the elimination of child labor. actions taken. We have not been subjected to any legal action for incidents of discrimination. Child labor Our People Social: Society Performance Indicator Description Cross-reference/Direct answer Explanation Community SO1 Nature, scope, and effectiveness of any programs and practices that assess and manage the impacts of operations on communities, including entering, operating, and exiting. Sustainability and Corporate Social Responsibility Public policy positions and participation in public policy development and lobbying. Sustainability and Corporate Social Responsibility Public policy SO5 Anti-competitive behavior SO7 Total number of legal actions for anti-competitive behavior, anti-trust, and monopoly practices and their outcomes. We have not been subjected to any legal action for anti-competitive conduct during the reporting period. Compliance Social: Product Responsibility Performance Indicator Description Cross-reference/Direct answer Explanation Marketing communications PR6 188 Programs for adherence to laws, standards, and voluntary codes related to marketing communications, including advertising, promotion, and sponsorship. Globe abides by the standards and Code of Ethics of set by the Advertising Board of the Philippines. We include this GRI Application Level table in our report to support our self-declaration of this report at Application Level B. OUTPUT B+ Report on all criteria listed for C plus: 1.2 3.9, 3.13 4.5-4.13, 4.16-4.17 Management Approach Disclosures for each Indicator Category Report on a minimum of 20 Performance Indicators, at least one from each of economic, environment, human rights, labor, society, product responsibility. A A+ Same as requirement for Level B Management Approach disclosed for each Indicator Category Respond on each core G3 and Sector Supplement indicator with due regard to the materiality Principle by either: a) reporting on the indicator or b) explaining the reason for its omission. REPORT EXTERNALLY ASSURED Report on a minimum of 10 Performance Indicators, including at least one from each of social, economic, and environment. B REPORT EXTERNALLY ASSURED G3 Performance Indicators & Sector Supplement Performance Indicators OUTPUT G3 Management Approach Disclosures C+ Report on: 1.1 2.1-2.10 3.1-3.8, 3.10-3.12 4.1-4.4, 4.14-4.15 Not Required OUTPUT STANDARD DISCLOSURE G3 Profile Disclosures C REPORT EXTERNALLY ASSURED Report Application Level The Global Reporting Initiative (GRI) is an organization that focuses on developing a set of sustainability reporting guidelines that cover an organization’s social, economic and environmental performance. It develops and advocates a reporting framework that will enable businesses to disclose information absent from conventional financial reports. It is considered the most comprehensive and credible set of sustainability performance disclosure guidelines ever produced, to which thousands of sustainability reports have been checked against. 189 Our Store Directory GMA REGION North GMA ALI MALL CUBAO Space 35 Ali Mall II Upper Ground Flr., Araneta Cubao, Q.C. 912-6193 TRINOMA* M1 Unit 1034, Trinoma Mall, EDSA, Q.C. 916-9027 Fax: 916-9028 GATEWAY* 3/F Gateway Mall, Araneta Center, Cubao, Q.C. 912-7750 QUEZON AVENUE* Unit 103-A, G/F National Bookstore Inc., Quezon Ave., Q.C. 374-7453 SM FAIRVIEW* Unit 2004, 2nd Level SM Fairview, Quirino Highway cor. Regalado Ave., Greater Lagro, Q.C. 972-3870 / 936-6331 SM VALENZUELA* 338-339, 3/F SM Valenzuela Super center, Mc Arthur Highway, Valenzuela City 293-1845 Fax: 291-0448 SM TAYTAY* 2/F Bldg. B SM City Taytay, Manila East Rd., Taytay, Rizal 286-1944 to 45 EASTWOOD MALL Unit A 414 4/F, Eastwood Mall, Eastwood City CyberPark, E. Rodriguez Ave., Bagumbayan, Q.C. 635-9863 Fax: 633-1449 UP TECHNO STORE UP Ayalaland Technohub, Diliman Commonwealth, Q.C. 508-7350 ROBINSONS GALLERIA* Unit 440-441 Level 1 East Wing, Robinson's Galleria Mall, Ortigas St., Q.C. 914-3693 SM NORTH EDSA 4/F Cyberzone Bldg, New SM Annex, SM City North Edsa, Q.C. 501-2157 / 738-6986 SM MARIKINA Unit 148 & 149, G/F Cyberzone SM City Marikina, Marcos Highway, Calumpang, Marikina 799-6113 CALOOCAN - GPS 2/F Victory Central Mall, Caloocan City 508-6148 MARKET MARKET* Unit 444 & 445 4/F Market Market, Lot C, Bonifacio Global City, Taguig 757-2693 GREENHILLS HUB* G/F Greenhills Connecticut Carpark 1 Bldg., Ortigas Ave., San Juan 744-0875 Fax: 744-0866 GLORIETTA GLOBE STORE G/F Glorietta 3, Ayala Center, Makati City 752-7739 Central GMA SM MEGAMALL GLOBE STORE 4/F Cyberzone Area, SM Megamall Bldg. B, Ortigas Center, Pasig City 910-6521 PARK SQUARE 1* Park Square 1 South Drive Ayala Center Makati City 752-8137 GREENBELT 4* 2/F, Greenbelt 4, Ayala Center, Makati City 757-0944 SM MAKATI* 4th Level, Concourse Area, SM Makati Dept. Store, Ayala Center, Makati City Telefax: 818-3382 GT PLAZA - GPS Upper Ground Flr., Globe Telecom Plaza Tower 1, cor. Pioneer & Madison Sts., Mandaluyong City 730-4149 / 730-2828 PODIUM HUB* 5th Level, The Podium Bldg ADB Ave., Ortigas Center, Madaluyong City 914-3842 SHANGRI-LA* Level 1, Shangri-la Plaza, EDSA cor. Shaw Blvd., Mandaluyong City 910-2048 * Globe stores accepting Globelines payment Flagship Store 190 TOWER ONE* G/F Unit C Tower One and Exchange Plaza Ayala Ave., Makati City 759-4132 Fax: 759-4128 South GMA ALABANG TOWN CENTER 3/F New Wing ATC Alabang, Muntinlupa City 850-5236 BINONDO* G/F & 2/F Enrique T. Yuchengco Bldg., 484 Quintin Paredes St., Binondo, Manila 245-9046 SM MALL OF ASIA* Unit 202 2/F North Parking Bldg., SM Mall of Asia, Pasay City 915-1690 Fax: 915-1692 ROBINSONS PLACE MANILA* Space 020 Level 3 Pedro Gil Wing, Robinsons Place, Manila 400-1430 SM CENTERPOINT 3/F Unit 310 Magsaysay Blvd. cor Araneta Ave., Sta Mesa, Manila 713-1606 UN AVENUE - GPS G/F Globe Telecom UN Bldg., United Nations Ave., Ermita, Manila 759-7014 LUZON REGION SM BICUTAN* Bldg. B, Unit 212 2/F SM Bicutan 776-1408 South Luzon Area 1 SM MANILA* LGF Cyberzone, SM City Manila, Arroceros cor. Marcelino Sts., Manila 522-8894 CALAMBA* G/F Calamba Executive Bldg., Crossing, Calamba Laguna (02) 420-8248 / 49 SM SAN LAZARO* "3/F SM San Lazaro, Feliz Huertas cor. Lacson Sts. Sta. Cruz, Manila" 786-2624 SAN PABLO* Unit 30 Ultimart Shopping Mall, M. Paulino St., San Pablo, Laguna (049) 561-2003 SM SOUTHMALL 2/F Cyberzone, SM Southmall, Zapote-Alabang Road, Las Piñas City 805-2979 SM SUCAT* 3rd Level, SM Center Sucat, Sucat Road, Paranaque City 820-7734 SM MUNTINLUPA 2/F Unit 240 SM Supercenter Muntinlupa National Rd., Tunasan, Muntinlupa City 659-2358 FESTIVAL SUPERMALL Unit 4064 A&B, 4/F Alabang Zapote Wing, Filinvest Festival Supermall, Filinvest Corporate City, Alabang Muntinlupa 850-1937 Fax: 842-8026 TAGAYTAY* K1-K3 Magallanes Square, Tagaytay City (046) 413-3051 SM STA. ROSA* Unit 281, 2/F SM City Sta. Rosa, Brgy. Tagapo, Sta. Rosa City, Laguna (02) 900-1013 SM LIPA 2/F SM City Lipa, Ayala Highway, Lipa City, Batangas (043) 981-6032 SM BACOOR 3rd Level SM Bacoor Aguinaldo Highway cor. Tirona, Bacoor, Cavite (046) 970-8134 SM BATANGAS 2nd Level SM City Batangas, Units 229 & 230, Pastor Village, Pallocan West, Batangas City (043) 980-5039 SM DASMARINAS GT 2/F Level SM Dasmarinas, Governors Drive 1 Brgy., Sampaloc, Dasmarinas, Cavite (046) 973-0376 SM MOLINO 2nd Level, SM Supercenter Molino, Molino IV, Bacoor, Cavite (046) 519-3962 SM ROSARIO Unit 250, 2nd Level, SM City Rosario, Gen. Trias Drive, Rosario, Cavite LEMERY - GPS CJ Bldg., Independencia St., Lemery, Batangas (043) 409-0074 South Luzon Area 2 LEGASPI 2nd Level Pacific Mall, Landco Business Park, Bitano, Legaspi City (052) 480-8134 SM NAGA Unit 212 2/F SM City Naga, Central Business II, Brgy Triangulo, Naga City (054) 811-6169 SM LUCENA* Unit 343 L3 SM City Lucena, Dalahican Road cor. Pagbilao Rd., Bgy. Ibabang Dupay Red V, Lucena City (042) 710-3439 PUERTO PRINCESA* G-7 & M-7, Pacific Plaza Bldg., Rizal Ave., Puerto Princesa City, Palawan (048) 434-7855 CALAPAN 014 JP Rizal St., San Vicente Central, Calapan City, Oriental Mindoro (043) 441-0652 * Globe stores accepting Globelines payment 191 North Luzon CANDON KanPing Commercial Bldg. Maharlika Highway, Bgy. San Antonio Candon City, Ilocos Sur (077) 742-5565 DAGUPAN* G/F 127 Nepo Mall Dagupan Arellano Ave., Dagupan, Pangasinan (075) 523-0527 LAOAG G/F Lazo Bldg., Abadilla cor. Bonifacio Sts., Bgy. San Lorenzo, Laoag City (077) 770-3895 SANTIAGO, ISABELA Unit 7 VMG Bldg., Maharlika Highway, Centro East, Santiago City, Isabela (078) 682-3844 / 682-3955 SM BAGUIO* Unit 349 & 350 Level 3, SM City Baguio, Luneta Hill, Upper Session Road, Baguio City (074) 304-1223 SOLANO 225 J.P. Rizal Ave., Maharlika Highway, Solano, Nueva Vizcaya 3709 (078) 326-7413 TUGUEGARAO Unit 57-B Chowking Bldg. Balzain Rd. Tuguegarao City, Cagayan Valley (078) 844-5528 SM ROSALES Unit 1102 G/F, SM City Rosales MacArthur Highway Brgy., Carmen East, Rosales, Pangasinan (075) 202-4113 to 115 VIGAN Collegio Business Center, Mart 1 Nueva Segovia St., Vigan City (077) 722-1697 SAN FERNANDO, LA UNION G/F La Union Provincial Administrative Commercial Bldg., Quezon Ave., 2500 San Fernando, La Union (02) 246-3003 Central Luzon Stores SM MARILAO* Unit 219 Level 2, SM City Marilao, Km. 21 Brgy. Ibayo, McArthur Highway, Bulacan (044) 933-2026 SM CLARK GLOBE STORE Unit 203-204 2nd Level, SM City Clark, Clarkfield, Pampanga (045) 449-0034 OLONGAPO GLOBE STORE 1750 Rizal Ave., East Bajac-Bajac, Olongapo City (047) 304-5074 PLARIDEL* Grid E-F & 1-2 Walter Mart Supermarket Cagayan Valley Road, Barrio Banga 1, Plaridel, Bulacan (044) 795-3095 Eastern Visayas SM BALIWAG SM City Baliwag Doña Remedios Trinidad Highway, Pagala Baliwag, Bulacan (044) 308-0420 to 22 CALBAYOG* Unit #2, Crown Bldg., Magsaysay Blvd., Calbayog City, Western Samar (055) 533-9126 SM PAMPANGA* Unit 148 Ground Flr., SM City Pampanga, Lagundi, Mexico, Pampanga (045) 875-1741 TAGBILARAN Door 5, EB Gallares Bldg., Carlos P. Garcia Ave., Tagbilaran City (038) 501-7666 (038) 501-0090 BALANGA* G/F Recar Commercial Complex, J.P. Rizal St., Balanga City, Bataan (02) 246-8201 (047) 237-7747 TACLOBAN 22 P. Burgos St., Tacloban City (053) 523-1972 CABANATUAN* Ground Level GL-4B NE Pacific Mall, Km. 111, Maharlika Highway, Cabanatuan City, Nueva Ecija (02) 246-5006 TARLAC* G/F Metrotown Mall, Juan Luna St. cor. McArthur Highway, Tarlac City (045) 982-4372 * Globe stores accepting Globelines payment 192 MARQUEE MALL Space 1053 G/F, Level 1, Angeles City, Pampanga (045) 304-0629 VISAYAS REGION ORMOC - GPS MFT Bldg., Real St., Ormoc City (053) 561-4400 MAASIN - GPS Maasin Port Terminal Commercial Complex, Demetrio St., Agbao, Maasin City (053) 570-8452 BORONGAN - GPS 2nd Level, Wilsam Uptown Mall, Borongan, Samar (055) 560-9881 UBAY - GPS N. Reyes St., Poblacion, Ubay, Bohol (038) 518-8108 ISLAND CITY MALL - GPS UG Island City Mall, Dao District, Tagbilaran City (038) 501-0029 Western Visayas ROBINSONS BACOLOD* 3rd Level, Robinsons Place, Mandalagan, Bacolod City (034) 709-7600 SM BACOLOD* Unit 115 Southwing SM City, Poblacion Reclamation Area, Bacolod City (034) 707-1100 (034) 707-9595 SM DELGADO G/F SM Delgado, cor. Valeria & Delgado Sts., Iloilo City (033) 508-7605 SM ILOILO Level 2 SM City Iloilo, B. Aquino Ave., Mandurriao, Iloilo City 5000 (033) 509-6777 GAISANO ROXAS Area #9 Gaisano Arcade, Arnaldo Blvd., Roxas City (036) 522-2082 KALIBO, AKLAN Unit 3 Waldolf Bldg., Kalibo, Aklan (036) 500-7243 (036) 500-7244 BACOLOD - GPS Area #9 Gaisano Arcade, Arnaldo Blvd., Roxas City (034) 709-8100 GAISANO - GPS 2/F Gaisano City, La Paz, Iloilo City (033) 508-0000 Central Visayas AYALA CENTER CEBU 3rd Level Expansion Bldg., Ayala Center Cebu, Cebu City (032) 412-2525 / (032) 4122216 SM CEBU Cyberzone 2nd Level SM City Cebu Northwing, North Reclamation Area, Cebu City (032) 412-9957 (032) 412-9435 DUMAGUETE G/F Sol y Mar Bldg., cor. Rizal Blvd. & San Juan Sts., Dumaguete City (035) 422-9284 GAISANO TABUNOK 2FF-17 2nd flr Gaisano Grand Fiesta Mall, Highway Tabunok, Talisay City, Cebu (032) 491-8114 ELIZABETH MALL, CEBU T-020 3rd Level Elizabeth Mall, cor. N Bacalso & Keon Kilat Sts., Cebu City (032) 417-7792 (032) 417-7798 AYALA CENTER CEBU - GPS 2nd Level, West Entrance, Paseo Ciudad, Ayala Center Cebu, Cebu Business Park, Cebu City (032) 415-8575 SM CEBU - GPS 2nd Level SM City Cebu, North Reclamation Area, Cebu City (032) 412-8979 MANDAUE - GPS 2nd Level Fortune Square Bldg., MC Briones Highway cor. AS Fortune St., Mandaue City (032) 420-6039 BOGO - GPS G/F Sim Bldg, P. Rodriguez St., Bogo City, Cebu (032) 434-8308 CARCAR - GPS Door 2 Sharon Uy Bldg., Poblacion 3, Awayan, Carcar, Cebu (032) 487-9100 PARDO - GPS Prince Warehouse Club, Bulacao, Pardo, Cebu City (032) 416-3811 TOLEDO - GPS G/F Unit 14 Toledo Commercial Village, Reclamation Area, Poblacion, Toledo City (032) 467-8607 TANJAY - GPS Kyles' Foodshoppe, Magallanes St., Tanjay City (035) 415-8080 MINDANAO REGION North Mindanao BUTUAN* 3rd Level Gaisano Mall, J.C. Aquino Ave., Butuan City (085) 300-0300 SM CAGAYAN DE ORO* Unit 313, 3rd Level SM City-CDO, Gran Via St. cor. Mastersons Ave., Cagayan De Oro City 9000 (088) 859-1150 CDO LIMKETKAI* Unit M2-101 Limketkai Mall, Entrance 2, Lapasan Highway, Cagayan De Oro (088) 856-6750 ILIGAN* 3/F Gaisano Mall, Roxas Ave., Villa Verde, Iligan City (063) 492-2093 * Globe stores accepting Globelines payment Flagship Store 193 OZAMIZ B-5 G/F Gaisano Ozamis City Mall, cor. Rizal Ave. & Zamora Extension, Ozamiz City, Misamis Occidental (088) 521-4054 South Mindanao COTABATO CITY* BPI Bldg., Makakua St., Cotabato City (064) 482-0000 DAVAO GAISANO MALL 3rd Level Gaisano Mall, JP Laurel Ave., Davao City Telefax: (082) 221-6283 SM DAVAO* 3rd Level, SM City Davao, Ecoland Subd., Quimpo Blvd., Davao City (082) 297-7727 GENERAL SANTOS* 201, 2/F KCC Mall of Gensan J. Catololico Ave., General Santos City (083) 553-1303 TAGUM* 4 & 5 Upper Ground Flr., Gaisano Grand Mall Tagum, Apokon Road, Visayan Village, Tagum City (084) 400-4362 ZAMBOANGA Door 2 & 3 ARV Bldg., San Jose Road, Zamboanga City (062) 992-1015 DAVAO - GPS 3rd Flr., NCCC Mall, McArthur Highway, Matina, Davao (082) 321-0500 DAVAO VP* 2/F Victoria Plaza, J.P. Laurel Ave., Bajada, Davao City (082) 300-3666 * Globe stores accepting Globelines payment 194 Corporate Offices Directory GLOBE TELECOM PLAZA Pioneer corner Madison Streets Mandaluyong City VALERO TELEPARK 111 Valero Street, Salcedo Village, Makati City THE PROFESSIONAL TOWER 6th, 7th, & 9th Floors, The Professional Tower 37 EDSA, Mandaluyong City BPI-BUENDIA CENTER 11th, 12th, & 14th Floors, BPI Buendia Center Buendia Avenue, Makati City IT CEBU 6th Floor Asia Town IT Park Salinas Drive, Lahug, Cebu City NEW SOLID BUILDING 2nd, 3rd, & 4th Floors New Solid Building 357 Buendia Avenue, Makati City CAGAYAN DE ORO CORPORATE OFFICE Don Alfredo Gothong Building, Caanbucayan Street, Cagayan de Oro City DAVAO CORPORATE OFFICE 15th Floor Pryce Tower Condominium Pryce Business Park, J.P. Laurel Avenue, Davao City INNOVE PLAZA Innove IT Plaza Samar Loop corner Panay Road Cebu Business Park, Cebu City ENTERTAINMENT GATEWAY GROUP 3/F Bloomingdale Building Salcedo Street, Legaspi Village Makati City Corporate Information Head Office Stock Trading Information Subsidiaries Shareholder Services GLOBE TELECOM, INC. Globe Telecom Plaza Pioneer corner Madison Streets, 1552 Mandaluyong City Trunkline: (02)730-2000 Fax: (02) 739-2000 Website: www.globe.com.ph Globe Telecom, Inc. is listed on the Philippine Stock Exchange Ticker symbol: GLO INNOVE COMMUNICATIONS, INC. 18th Floor Innove IT Plaza Samar Loop corner Panay Road Cebu Business Park, 6000 Cebu City Trunkline: (032) 415-8888 For inquiries regarding dividend payments, change of address, account status, and lost/damaged stock certificates, please contact our stock transfer agent: Investor Relations 5th Floor, Globe Telecom Plaza 1 Pioneer corner Madison Streets 1552 Mandaluyong City, Philippines Tel: (02) 730-2820/3251 Fax: (02) 739-0072 Email: ir@globetel.com.ph Corporate Communications 5th Floor, Globe Telecom Plaza 1 Pioneer corner Madison Streets 1552 Mandaluyong City, Philippines Tel: (02) 730-2627 Fax: (02) 739-3075 Customer Services For inquiries about our products and services, please contact: Mobile: 211 Hotline: (02) 730-1000 Email: custhelp@globetel.com.ph & talk@globetel.com.ph G-XCHANGE, INC. 4th Floor Globe Telecom Plaza 2 Pioneer corner Madison Streets 1552 Mandaluyong City Trunkline: (02) 730-3392 Globe Chat Assist: www.globe.com.ph/support Twitter http://twitter.com/talk2Globe Facebook: http://facebook.com/GlobePH ENTERTAINMENT GATEWAY GROUP 3rd Floor Bloomingdale Building Salcedo Street, Legaspi Village 1200 Makati City Trunkline: (02) 892-8101 BANK OF THE PHILIPPINE ISLANDS Stock Transfer Office 16th Floor, BPI Building Ayala Avenue corner Paseo de Roxas Makati City, Philippines Tel: (02) 816-9067, (02) 816-9898 Fax: (02) 845-5515 Globe 2010 Annual Report For further information, please contact: Ma. Yolanda C. Crisanto Head, Corporate Communications e-mail: yccrisanto@globetel.com.ph 195 I Love Playing I am passionate about realizing possibilities, Leveling up, stepping up, winning, Half the game is won when we begin to try. I am Inan Perillo Loving Globe since 1998 Read, Play & Win 2011 1) Contest Background • Participant must answer ALL the questions correctly for a chance to win 1 of 5 Globe Tattoo Sticks. Get to know your Globe as it presents to the public its 2010 highlights of achievements. Log on to this link for more details and win: http://bit.ly/TheGlobeQuiz. • Participant must also answer the Globe Annual Report Survey found in this link: http://bit.ly/TheGlobeSurvey to be eligible to win. 2) Contest Mechanics • On May 31, 2011, 5 winners will be randomly chosen from participants who answer all the questions correctly and participate in the survey. • From April 12 to May 31, 2011, Globe subscribers can participate by answering The Globe Quiz. The Globe Quiz can also be found in the Facebook fanpage of Globe. • Announcements will be made via Globe corporate website and Facebook fanpage. • Winners will also be notified by SMS. • All answers to The Globe Quiz are found in the Annual Report 2010 of Globe. • Winners can claim the prize at the Globe Head Office c/o Corporate Communications, 5th Floor, GT Tower 1, Pioneer corner Madison Streets, Mandaluyong City. Winners must bring 1 valid ID as proof of identification. • Questions are as follows: i) How many Globe Prepaid subscribers were there at the end of the year 2010? a. 14.8 million subscribers b.18.3 million subscribers c. 13.8 million subscribers ii) Which one of these was a milestone for Globe? a. Launched the new concept Flagship Store b.Closed 2010 with P62 billion in service revenues c. Won several consumer awards iii)What does GFT stand for? a. Global Filipino Teacher b.Global Features of Technology c. Great Features in Technology iv)How many employees did Globe hire in 2010? a. 1,282 b.12,800 c. 1,822 3) Eligible Participants • This contest is open to Globe subscribers. • Only 5 winners will be chosen. • 4)Prizes 5 Globe Tattoo Sticks (with PhP 300 Load) will be given away. GLOBE TELECOM, INC. Globe Telecom Plaza Pioneer corner Madison Streets 1552 Mandaluyong City Philippines www.globe.com.ph