Obligation Televisa Grupo 5% ( US40049JBA43 ) en USD

Televisa Grupo

100 % ▼

Mexique

US40049JBA43 ( en USD )

5% par an ( paiement semestriel )

12/05/2045

Prospectus brochure de l'obligation Grupo Televisa US40049JBA43 en USD 5%, échéance 12/05/2045

200 000 USD

1 000 000 000 USD

40049JBA4

BBB+ ( Qualité moyenne inférieure )

Baa2 ( Qualité moyenne inférieure )

13/11/2026 ( Dans 159 jours )

Grupo Televisa est une entreprise mexicaine de médias et de divertissement qui produit du contenu télévisé, cinématographique et numérique, et exploite des réseaux de télévision et de radio, ainsi que des plateformes de streaming.

L'Obligation émise par Televisa Grupo ( Mexique ) , en USD, avec le code ISIN US40049JBA43, paye un coupon de 5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 12/05/2045

L'Obligation émise par Televisa Grupo ( Mexique ) , en USD, avec le code ISIN US40049JBA43, a été notée Baa2 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Televisa Grupo ( Mexique ) , en USD, avec le code ISIN US40049JBA43, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement
(To Prospectus dated April 26, 2013)
U.S.$1,000,000,000
Grupo Televisa, S.A.B.
5.000% Senior Notes due 2045
We offered U.S.$1,000,000,000 aggregate principal amount of our 5.000% senior notes due 2045, or the notes.
Interest on the notes accrues at a fixed rate of 5.000% per year. We will pay interest on the notes semi-annually on
each May 13 and November 13, commencing on November 13, 2014. The notes will mature on May 13, 2045.
The notes rank equally in right of payment with all of our other unsecured and unsubordinated debt obligations
from time to time outstanding. The notes are not guaranteed by any of our subsidiaries. The notes rank effectively
junior to all of our secured indebtedness, to the extent of the value of our assets securing that indebtedness, and are
structurally subordinated to all of the existing and future indebtedness and other liabilities, including trade payables,
of our subsidiaries.
In the event of certain changes in the Mexican withholding tax treatment relating to payments on the notes, we
may redeem all (but not some) of the notes at 100% of their principal amount, plus accrued and unpaid interest to
and including the redemption date. In the event of a change of control, we may be required to offer to purchase the
notes at 101% of their principal amount, plus accrued and unpaid interest to the purchase date. At any time prior to
November 13, 2044, we may redeem the notes, in whole or in part, by paying the greater of the principal amount of
the notes and the applicable "make-whole" amount, plus, in each case, accrued and unpaid interest to the redemption
date. On or after November 13, 2044, we may redeem the notes, in whole or in part, by paying an amount equal to
100% of the principal amount of such notes, plus accrued and unpaid interest to the redemption date.
We applied to list the notes on the Official List of the Luxembourg Stock Exchange for trading on the Euro
MTF market of the Luxembourg Stock Exchange.
Investing in the notes involves risks. See "Risk Factors" beginning on page 6 of the accompanying
prospectus and in our Annual Report on Form 20-F for the year ended December 31, 2013, which is
incorporated herein by reference.
Price to
Underwriting
Price to
Proceeds to Us,
Public(1)
Discounts
Underwriters
Before Expenses(1)
5.000% Senior Notes due 2045
96.534%
0.350%
96.184%
U.S.$961,840,000
(1) Plus accrued interest, if any, from May 13, 2014.
THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS ARE SOLELY
OUR RESPONSIBILITY AND HAVE NOT BEEN REVIEWED OR AUTHORIZED BY THE COMISIÓN
NACIONAL BANCARIA Y DE VALORES, OR CNBV. THE TERMS AND CONDITIONS OF ANY OFFER
OF SECURITIES WILL BE NOTIFIED TO THE CNBV FOR INFORMATIONAL PURPOSES ONLY
AND SUCH NOTICE DOES NOT CONSTITUTE A CERTIFICATION AS TO THE INVESTMENT
VALUE OF THE SECURITIES OR OUR SOLVENCY. THE SECURITIES MAY NOT BE OFFERED OR
SOLD IN MEXICO, ABSENT AN AVAILABLE EXCEPTION UNDER THE LEY DEL MERCADO DE
VALORES, OR MEXICAN SECURITIES MARKET LAW. IN MAKING AN INVESTMENT DECISION,
ALL INVESTORS, INCLUDING ANY MEXICAN CITIZEN WHO MAY ACQUIRE DEBT SECURITIES
FROM TIME TO TIME, MUST RELY ON THEIR OWN EXAMINATION OF US.
Neither the U.S. Securities and Exchange Commission, or SEC, nor any state securities commission has
approved or disapproved of these securities or determined if this prospectus supplement or the accompanying
prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Delivery of the notes was made in book-entry form through the facilities of The Depository Trust Company
("DTC") for the accounts of their direct and indirect participants, including Euroclear Bank S.A./N.V. ("Euroclear"),
as operator of the Euroclear System, and Clearstream Banking, société anonyme ("Clearstream"), on or about
May 13, 2014.
This prospectus supplement and the accompanying prospectus constitute a prospectus for the purposes of
Luxembourg law dated July 10, 2005 on Prospectuses for Securities, as amended.
Credit Suisse
Deutsche Bank Securities
HSBC
The date of this prospectus supplement is June 25, 2014.

TABLE OF CONTENTS
Prospectus Supplement
Important Currency Information .............................................................................................................................. S-iii
Presentation Of Financial Information ..................................................................................................................... S-iii
Incorporation By Reference ..................................................................................................................................... S-iii
Summary ....................................................................................................................................................................S-1
Use Of Proceeds .........................................................................................................................................................S-5
Capitalization .............................................................................................................................................................S-6
Ratio Of Earnings To Fixed Charges .........................................................................................................................S-8
Description Of The Notes...........................................................................................................................................S-9
Taxation....................................................................................................................................................................S-32
Underwriting ............................................................................................................................................................S-40
Listing And General Information .............................................................................................................................S-44
Validity Of Notes .....................................................................................................................................................S-45
Experts......................................................................................................................................................................S-45
Prospectus
About This Prospectus................................................................................................................................................... 1
Where You Can Find More Information ....................................................................................................................... 1
Incorporation By Reference .......................................................................................................................................... 2
Enforceability Of Civil Liabilities................................................................................................................................. 2
Cautionary Statement Regarding Forward-Looking Statements ................................................................................... 3
Grupo Televisa, S.A.B. ................................................................................................................................................. 5
Risk Factors................................................................................................................................................................... 6
Use Of Proceeds .......................................................................................................................................................... 10
Ratio Of Earnings To Fixed Charges .......................................................................................................................... 10
Description Of The Senior Debt Securities ................................................................................................................. 11
Plan Of Distribution .................................................................................................................................................... 14
Validity Of Notes ........................................................................................................................................................ 16
Experts......................................................................................................................................................................... 16
You should rely only on the information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus. We have not, and the underwriters have not, authorized
anyone to provide you with information that is different. This document may only be used where it is legal to
sell the notes. This prospectus supplement and the accompanying prospectus may only be used for the
purposes for which they have been published. You should not assume that the information contained in this
prospectus supplement, the accompanying prospectus or the documents incorporated by reference herein or
therein is accurate as of any date other than the respective dates of such documents. We are not, and the
underwriters are not, making an offer to sell the notes in any jurisdiction except where such an offer or sale is
permitted.
This prospectus supplement is based on information provided by us and other sources that we believe to be
reliable. We and the underwriters cannot assure you that this information is accurate or complete. This prospectus
supplement summarizes certain documents and other information and we refer you to such documents and other
documents for a more complete understanding of what we discuss in this prospectus supplement. In making an
investment decision, you must rely on your own examination of our company and the terms of the offering and the
notes, including the merits and risks involved.
S-i

We are not making any representation to any purchaser regarding the legality of an investment in the notes by
such purchaser under any legal investment or similar laws or regulations. You should not consider any information
in this prospectus supplement to be legal, business or tax advice. You should consult your own counsel, accountant,
business advisor and tax advisor for legal, financial, business and tax advice regarding any investment in the notes.
We accept responsibility for the information contained or incorporated by reference in this prospectus
supplement and the accompanying prospectus. To the best of our knowledge and belief (and we have taken all
reasonable care to ensure that such is the case), the information contained in such documents is in accordance with
the facts and does not omit any material information.
We reserve the right to withdraw this offering of the notes at any time and we and the underwriters reserve the
right to reject any commitment to subscribe the notes in whole or in part and to allot to any prospective investor less
than the full amount of notes sought by that investor. The underwriters and certain of their respective related entities
may acquire for their own account a portion of the notes.
You must comply with all applicable laws and regulations in force in your jurisdiction and you must obtain any
consent, approval or permission required by you for the purchase, offer or sale of the notes under the laws and
regulations in force in the jurisdiction to which you are subject or in which you make such purchase, offer or sale,
and neither we nor the underwriters will have any responsibility therefor.
In this prospectus supplement, "we", "us", "our" or "Company" refer to Grupo Televisa, S.A.B. and, where the
context requires, its consolidated entities.
Copies of all documents incorporated by reference in this prospectus supplement or the accompanying
prospectus (other than exhibits to such documents unless such exhibits are specifically incorporated by reference in
such documents) will be provided without charge at the offices of The Bank of New York Mellon, as trustee, and the
paying agent set forth on the inside back cover page of this prospectus supplement.
S-ii

IMPORTANT CURRENCY INFORMATION
Unless otherwise specified, references to "Ps." or "Pesos" in this prospectus supplement are to Mexican Pesos,
the legal currency of Mexico; and references to "Dollars," "U.S. Dollars," "$" or "U.S.$" are to United States
dollars, the legal currency of the United States. The Unidad de Inversión, or UDI, is an inflation-indexed, Peso-
denominated monetary unit that is linked to, and adjusted daily to reflect changes in, the Mexican consumer price
index.
PRESENTATION OF FINANCIAL INFORMATION
Our audited consolidated year-end financial statements, including the consolidated statements of financial
position as of December 31, 2013 and 2012, the related consolidated statements of income, comprehensive income,
changes in equity and cash flows for the years ended December 31, 2013, 2012 and 2011, and the accompanying
notes, are included in our annual report on Form 20-F for the year ended December 31, 2013, as amended, or the
2013 Form 20-F, which is incorporated herein by reference. Our unaudited condensed consolidated financial
statements as of March 31, 2014 and for the three-month periods ended March 31, 2014 and 2013, are included in
our Form 6-K furnished to the SEC on May 1, 2014, which is incorporated herein by reference. These unaudited
condensed financial statements have been prepared by, and are the responsibility of, management.
PricewaterhouseCoopers, S.C. has not audited, reviewed, or performed any procedures, such as limited review
procedures, with respect to the condensed consolidated interim financial statements. Accordingly
PricewaterhouseCoopers, S.C. does not express an opinion or any other form of assurance with respect thereto.
As required by regulations issued by the Comisión Nacional Bancaria y de Valores ("CNBV") for listed
companies in Mexico, beginning on January 1, 2012, we discontinued using Mexican Financial Reporting Standards
("Mexican FRS") as issued by the Consejo Mexicano de Normas de Información Financiera, or the Mexican
Financial Reporting Standards Board, and began using International Financial Reporting Standards ("IFRS") as
issued by the International Accounting Standards Board ("IASB") for financial reporting purposes.
The financial information as of December 31, 2013 and 2012 and for the years ended December 31, 2013, 2012
and 2011, and as of March 31, 2014 and for the three-month periods ended March 31, 2014 and 2013, was prepared
in accordance with IFRS as issued by the IASB. Through December 31, 2011, our consolidated financial
information was previously reported in accordance with Mexican FRS. Accordingly, the financial information as of
and for the year ended December 31, 2011, is not directly comparable to previously reported financial information
as of and for the year ended on that date. This data should also be read together with "Item 5--Operating and
Financial Review and Prospects" included in the 2013 Form 20-F, which is incorporated herein by reference, and the
discussion of our three-month interim financial results included in our Form 6-K furnished to the SEC on May 1,
2014, which is incorporated herein by reference.
This prospectus supplement contains translations of certain Peso amounts into U.S. Dollars at specified rates
solely for the convenience of the reader. The exchange rate translations contained in this prospectus supplement
should not be construed as representations that the Peso amounts actually represent the U.S. Dollar amounts
presented or that they could be converted into U.S. Dollars at the rate indicated, or at all. Unless otherwise indicated,
the exchange rate used in translating Pesos into U.S. Dollars in calculating the convenience translations included
herein is determined by reference to the interbank free market exchange rate, or the Interbank Rate, as reported by
Banco Nacional de México, S.A., or Banamex, as of March 31, 2014, which was Ps.13.0555 per U.S. Dollar.
INCORPORATION BY REFERENCE
The SEC allows us to "incorporate by reference" information contained in documents we file with them, which
means that we can disclose important information to you by referring you to those documents. The information
incorporated by reference is considered to be part of this prospectus supplement, and later information that we file
with the SEC, to the extent that we identify such information as being incorporated by reference into this prospectus
supplement or the accompanying prospectus, will automatically update and, where applicable, supersede this
information. Information set forth in this prospectus supplement updates and, where applicable, supersedes any
S-iii

previously filed information that is incorporated by reference into this prospectus supplement or the accompanying
prospectus. We incorporate by reference into this prospectus supplement the following information and documents:
·
our annual report on Form 20-F for the fiscal year ended December 31, 2013, as filed with the SEC on
April 29, 2014, as amended by a Form 20-F/A, as filed with the SEC on May 6, 2014, which we refer to in
this prospectus supplement as the "2013 Form 20-F";
·
our Form 6-K that we furnished to the SEC on May 1, 2014, which contains our unaudited condensed
consolidated financial statements as of March 31, 2014 and for the three-month periods ended March 31,
2014 and 2013, and a related discussion of our financial results; and
·
our Forms 6-K that we furnished to the SEC on May 9, 2014 and May 13, 2014.
You may request a copy of these filings, at no cost, by writing or calling us at the following address and phone
number:
Investor Relations
Grupo Televisa, S.A.B.
Avenida Vasco de Quiroga, No. 2000
Colonia Santa Fe, 01210
México, D.F., México
(52) (55) 5261-2000
Copies of all documents incorporated by reference in this prospectus supplement (other than exhibits to such
documents unless such exhibits are specifically incorporated by reference in such documents) will also be provided
without charge at the offices of The Bank of New York Mellon, as trustee, and the paying agents set forth on the
inside back cover page of this document. These documents are also available for viewing on the website of the
Luxembourg Stock Exchange (www.bourse.lu).
You should rely only on the information included or incorporated by reference in this prospectus supplement
and the accompanying prospectus. We have not authorized anyone to provide you with different information. We
are not making an offer to sell, or soliciting an offer to buy, securities in any jurisdiction where the offer or sale is
not permitted. You should not assume that the information in this prospectus supplement or the accompanying
prospectus or any document incorporated by reference herein or therein is accurate as of any date other than that on
the front cover of the applicable document.
S-iv

SUMMARY
This summary highlights key information contained elsewhere in, or incorporated by reference in, this
prospectus supplement or the accompanying prospectus. Because it is a summary, it does not contain all of the
information that you should consider before making a decision to invest in the notes. You should read the entire
prospectus supplement, the accompanying prospectus and the documents incorporated by reference, including the
sections entitled "Risk Factors", and our financial statements and related notes to those financial statements, before
making an investment decision.
Grupo Televisa, S.A.B.
We are the largest media company in the Spanish-speaking world based on our market capitalization and a
major participant in the international entertainment business. We operate four broadcast channels in Mexico City
and complement our network geographic coverage through affiliated stations throughout the country. We produce
pay-TV channels with national and international feeds, which reach subscribers throughout Latin America, the
United States, Canada, Europe and Asia Pacific. We export our programs and formats to television networks around
the world. In 2013, we exported 79,650 hours of programming to 75 countries, excluding the United States. In the
United States, we have granted Univision the exclusive right to broadcast certain of our content pursuant to a
program license agreement.
We believe we are the most important Spanish-language magazine publisher in the world, as measured by
circulation, with an annual circulation of approximately 126 million magazines publishing 201 titles in
approximately 21 countries.
We own 58.7% of Sky, a DTH satellite television provider in Mexico, Central America and the Dominican
Republic. We are also a shareholder in two Mexican telecommunications companies, Empresas Cablevisión, S.A.B.
de C.V., or Cablevisión, and Televisión Internacional, S.A. de C.V. and its subsidiaries, collectively TVI, and in
2011 we merged a third Mexican telecommunications company, Cablemás, S.A. de C.V., or Cablemás, into the
Company. We own 100% of Cablemás, 51% of Cablevisión and 50% of TVI.
We also own Televisa.com as well as Esmas.com, one of the leading digital entertainment web portals in Latin
America, a gaming business which includes casinos, a 50% stake in a radio company that as of December 31, 2013
reached 73% of the Mexican population, a feature film production and distribution company, a soccer team and a
stadium in Mexico.
Grupo Televisa, S.A.B. is a sociedad anónima bursátil, a limited liability public stock corporation organized
under the laws of the United Mexican States. We were incorporated under Public Deed Number 30,200, dated
December 19, 1990. Our principal executive offices are located at Avenida Vasco de Quiroga, No. 2000, Colonia
Santa Fe, 01210 México, D.F., México. Our telephone number at that address is (52)(55) 5261 2000.
Recent Developments
First Quarter Results
On April 28, 2014, we announced our results of operations for the three months ended March 31, 2014. For a
description of these results, see our Form 6-K furnished to the SEC on May 1, 2014 and incorporated herein by
reference.
These unaudited condensed financial statements have been prepared by, and are the responsibility of,
management. PricewaterhouseCoopers, S.C. has not audited, reviewed, or performed any procedures, such as
limited review procedures, with respect to the condensed consolidated interim financial statements. Accordingly
PricewaterhouseCoopers, S.C. does not express an opinion or any other form of assurance with respect thereto.
S-1

The Offering
The following summary is qualified in its entirety by, and should be read in conjunction with, the more detailed
information appearing in "Description of the Notes".
Issuer ...................................... Grupo Televisa, S.A.B.
Notes Offered ......................... U.S.$1,000,000,000 aggregate principal amount of 5.000% senior notes due 2045.
Issue Date ............................... May 13, 2014.
Maturity Date ......................... May 13, 2045.
Interest Rate............................ The notes bear interest at the rate of 5.000% per year from May 13, 2014.
Interest Payment Dates........... Interest on the notes will be payable semi-annually on May 13 and November 13 of
each year, beginning on November 13, 2014.
Ranking .................................. The notes are unsecured general obligations and rank equally with all of our
existing and future unsecured and unsubordinated indebtedness. The notes rank
effectively junior to all of our secured indebtedness with respect to the value of our
assets securing that indebtedness and to all of the existing and future liabilities,
including trade payables, of our subsidiaries.
As of March 31, 2014:
(i) the Company, on an unconsolidated basis, had Ps.70,758.8 million (equivalent
to U.S.$5,419.8 million) of aggregate liabilities (not including the notes and
excluding liabilities to subsidiaries), U.S.$2,029.0 million of which was U.S.
Dollar-denominated. These liabilities include Ps.54,924.1 million (equivalent
to U.S.$4,207.0 million) of indebtedness, U.S.$2,000.0 million of which was
U.S. Dollar-denominated, all of which would have effectively ranked equal to
the notes; and
(ii) the Company's subsidiaries had Ps.42,982.9 million (equivalent to
U.S.$3,292.3 million) of liabilities (excluding liabilities to the Company and
excluding guarantees by subsidiaries of indebtedness of the Company),
U.S.$921.4 million of which was U.S. Dollar-denominated. These liabilities
include Ps.9,807.9 million (equivalent to U.S.$751.2 million) of indebtedness,
U.S.$322.5 million of which was U.S. Dollar-denominated, all of which would
have effectively ranked senior to the notes.
Certain Covenants .................. The indenture governing the notes contains certain covenants relating to the
Company and its restricted subsidiaries, including covenants with respect to:
·
limitations on liens;
·
limitations on sales and leasebacks; and
·
limitations on certain mergers, consolidations and similar transactions.
These covenants are subject to a number of important qualifications and
exceptions. See "Description of the Notes -- Certain Covenants".
S-2

Change of Control Offer......... If we experience specific changes of control, we must offer to repurchase the notes
at 101% of their principal amount, plus accrued and unpaid interest to the purchase
date. See "Description of the Notes -- Certain Covenants -- Repurchase of Notes
upon a Change of Control".
Additional Amounts ............... All payments by us in respect of the notes, whether of principal or interest, will be
made without withholding or deduction for Mexican taxes, unless any withholding
or deduction is required by law. If you are not a resident of Mexico for tax
purposes, payment of interest on the notes to you will generally be subject to
Mexican withholding tax at a rate which is currently 4.9% (subject to certain
exceptions). See "Taxation --Federal Mexican Taxation". In the event any
withholding or deduction for Mexican taxes is required by law, subject to specified
exceptions and limitations, we will pay the additional amounts required so that the
net amount received by the holders of the notes after the withholding or deduction
will not be less than the amount that would have been received by the holders in the
absence of such withholding or deduction. See "Description of the Notes --
Certain Covenants -- Additional Amounts".
Redemption for Changes in
In the event that, as a result of certain changes in law affecting Mexican
Mexican Withholding Taxes .. withholding taxes, we become obligated to pay additional amounts in excess of
those attributable to a Mexican withholding tax rate of 4.9%, we may redeem the
outstanding notes, in whole but not in part, at our option at any time at 100% of
their principal amount plus accrued and unpaid interest, if any, to and including the
redemption date. See "Description of the Notes -- Certain Covenants --
Additional Amounts" and "Description of the Notes -- Optional Redemption --
Withholding Tax Redemption".
Optional Redemption ............. At any time prior to November 13, 2044, we may redeem any of the notes in whole
or in part by paying the greater of the principal amount of the notes or a "make-
whole" amount, plus in each case accrued and unpaid interest to the redemption
date. On or after November 13, 2044, we may redeem any of the notes in whole or
in part by paying an amount equal to 100% of the principal amount of such notes,
plus accrued and unpaid interest to the redemption date. See "Description of the
Notes -- Optional Redemption -- Optional Redemption with Make-Whole
Amount".
Further Issuances.................... We may, from time to time without the consent of holders of the notes, issue
additional notes on the same terms and conditions as the notes, which additional
notes will increase the aggregate principal amount of, and will be consolidated and
form a single series with, the notes.
Form and Denomination......... The notes will be issued only in registered form, with a minimum denomination of
U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof.
Except in limited circumstances, the notes will be issued in the form of global
notes. See "Description of the Notes -- Form, Denomination and Registration".
Beneficial interests in the global notes will be shown on, and transfers of beneficial
interests in the global notes will be made only through, records maintained by DTC
and its participants and indirect participants, including Euroclear and Clearstream.
Listing .................................... We applied to list the notes on the Official List of the Luxembourg Stock Exchange
for trading on the Euro MTF market of the Luxembourg Stock Exchange.
CUSIP and ISIN ..................... The CUSIP for the notes is 40049J BA4. The ISIN for the notes is US40049JBA43.
S-3

Governing Law....................... The notes and the indenture are governed by New York law.
Use of Proceeds...................... The net proceeds from the sale of the notes were approximately U.S.$959.4 million
after payment of underwriting discounts and estimated offering expenses. We
intend to use the net proceeds for general corporate purposes. See "Use of
Proceeds".
Trustee, Registrar, Paying
The Bank of New York Mellon.
Agent and Transfer Agent ......
Luxembourg Listing Agent,
The Bank of New York Mellon (Luxembourg) S.A.
Luxembourg Paying Agent
and Luxembourg Transfer
Agent ......................................
Risk Factors............................ See the risk factors discussed under "Risk Factors" in the accompanying prospectus
and "Item 3--Key Information--Risk Factors" in the 2013 Form 20-F, which is
incorporated by reference, for a discussion of factors you should carefully consider
before deciding to invest in the notes.
S-4

USE OF PROCEEDS
The net proceeds from the sale of the notes were approximately U.S.$959.4 million after payment of
underwriting discounts and estimated offering expenses. We intend to use the net proceeds for general corporate
purposes.
S-5