Obligation Televisa Grupo 5.25% ( US40049JBE64 ) en USD

Televisa Grupo

100 % ▼

Mexique

US40049JBE64 ( en USD )

5.25% par an ( paiement semestriel )

24/05/2049

Prospectus brochure de l'obligation Grupo Televisa US40049JBE64 en USD 5.25%, échéance 24/05/2049

200 000 USD

750 000 000 USD

40049JBE6

BBB+ ( Qualité moyenne inférieure )

Baa2 ( Qualité moyenne inférieure )

24/11/2026 ( Dans 164 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 US40049JBE64, paye un coupon de 5.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 24/05/2049

L'Obligation émise par Televisa Grupo ( Mexique ) , en USD, avec le code ISIN US40049JBE64, 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 US40049JBE64, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement
(To Prospectus dated May 9, 2019)
U.S.$750,000,000
Grupo Televisa, S.A.B.
U.S.$750,000,000 5.250% Senior Notes due 2049
We offered U.S.$750,000,000 aggregate principal amount of our 5.250% senior notes due 2049 (the "notes"). Interest on the notes accrues at a
fixed rate of 5.250% per year. We will pay interest on the notes semi-annually on each May 24 and November 24, commencing on November 24, 2019. The
notes will mature on May 24, 2049.
The notes rank equally in right of payment with all of our other unsecured and unsubordinated debt obligations from time to time outstanding,
other than obligations preferred by statute or operation of law. The notes are not guaranteed by any of our subsidiaries. The notes effectively rank 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 24, 2048, 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 24, 2048, 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.
Application has been made to list the notes on the Official List of the LuxSE for trading on the Euro MTF Market of the LuxSE.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-4 of this prospectus supplement, page 6 of the
accompanying prospectus and in our Annual Report on Form 20-F for the year ended December 31, 2018, which is incorporated herein by
reference.
Price to
Underwriters (less
Proceeds to Us,
Price to Public(1)
Underwriting Fees
Underwriting Fees)
Before Expenses(1)
5.250% Senior Notes due 2049 .................................................................
98.588%
0.400%
98.188%
U.S.$736,410,000
(1)
Plus accrued interest, if any, from May 24, 2019.
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 PUBLICLY OFFERED OR SOLD IN MEXICO, EXCEPT THAT THE NOTES MAY BE SOLD
TO MEXICAN INSTITUTIONAL AND QUALIFIED INVESTORS SOLELY PURSUANT TO THE PRIVATE PLACEMENT EXEMPTION
SET FORTH IN ARTICLE 8 OF 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 the
offering 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 May 24, 2019.
This Prospectus Supplement together with the Prospectus dated May 9, 2019 constitute a prospectus for purposes of Part IV of the Luxembourg
law on prospectuses for securities dated July 16, 2019.
Joint Book-Running Managers
BBVA
Citigroup
Goldman Sachs & Co. LLC
The date of this prospectus supplement is July 22, 2019.
18745883.5

TABLE OF CONTENTS
Prospectus Supplement
Page
Important Currency Information ..................................................................................................................................
S-ii
Presentation of Financial Information ..........................................................................................................................
S-ii
Incorporation by Reference ..........................................................................................................................................
S-ii
Summary ......................................................................................................................................................................
S-1
Risk Factors ..................................................................................................................................................................
S-4
Use of Proceeds ............................................................................................................................................................
S-4
Capitalization ...............................................................................................................................................................
S-4
Description of the Notes ...............................................................................................................................................
S-5
Taxation ........................................................................................................................................................................
S-26
Underwriting ................................................................................................................................................................
S-32
Listing and General Information ..................................................................................................................................
S-37
Validity of Notes ..........................................................................................................................................................
S-38
Experts..........................................................................................................................................................................
S-38
Prospectus
Page
About This Prospectus....................................................................................................................................................
1
Where You Can Find More Information ........................................................................................................................
1
Incorporation by Reference ............................................................................................................................................
1
Enforceability of Civil Liabilities ...................................................................................................................................
2
Cautionary Statement Regarding Forward-Looking Statements ....................................................................................
2
Grupo Televisa, S.A.B. ..................................................................................................................................................
4
Risk Factors ....................................................................................................................................................................
4
Use of Proceeds ..............................................................................................................................................................
7
Description of the Senior Debt Securities ......................................................................................................................
7
Plan of Distribution ........................................................................................................................................................
10
Validity of Notes ............................................................................................................................................................
11
Experts............................................................................................................................................................................
11
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 any other information or information that is different from or additional to that which is contained
or incorporated by reference in this prospectus supplement or the accompanying prospectus. 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 consider 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.
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.
S-i

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.
Any information in this prospectus supplement that has been sourced from a third party has been accurately
reproduced and, as far as we are aware and are able to ascertain from information published by that third party, no facts have
been omitted that would render such sourced and reproduced information inaccurate.
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.
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.
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.
PRESENTATION OF FINANCIAL INFORMATION
Our audited consolidated year-end financial statements, including the consolidated statements of financial position
as of December 31, 2018 and 2017, the related consolidated statements of income, comprehensive income, changes in equity
and cash flows for the years ended December 31, 2018, 2017 and 2016, and the accompanying notes, are included in our
annual report on Form 20-F for the year ended December 31, 2018, or the 2018 Form 20-F, which is incorporated herein by
reference. Our consolidated financial information as of March 31, 2019 and for the three-month periods ended March 31,
2019 and 2018, in the format prescribed by Mexican regulatory authorities, are included in our Form 6-K furnished to the
SEC on May 6, 2019, which is incorporated herein by reference.
The financial information as of December 31, 2018 and 2017 and for the years ended December 31, 2018, 2017 and
2016, and as of March 31, 2019 and for the three-month periods ended March 31, 2019 and 2018, was prepared in
accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards
Board ("IASB"). This data should also be read together with "Item 5--Operating and Financial Review and Prospects"
included in the 2018 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 6, 2019, 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, 2019, which was Ps.19.4250 per U.S. Dollar.
S-ii

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 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, 2018, as filed with the SEC on April 30,
2019, which we refer to in this prospectus supplement as the "2018 Form 20-F"; and
·
our Form 6-K that we furnished to the SEC on May 6, 2019, which contains our unaudited consolidated
financial information as of March 31, 2019 and for the three month periods ended March 31, 2019 and 2018,
and a related discussion of our financial results, which we refer to in this prospectus supplement as the "Q1
Form 6-K".
Our 2018 Form 20-F includes the following information:
Item
References
Directors and Senior Management
"Item 6--Directors, Senior Management and Employees"
on pages 100 through 112
Summary financial information showing the most significant
"Item 3--Selected Financial Data" on pages 3 through 6
financial particulars in the last two financial years
and "Item 18--Financial Statements" on pages F-1
through F-70
Reports of Independent Registered Public Accounting Firms
Page F-2
Consolidated Statements of Financial Position
Page F-5
Consolidated Statements of Income
Page F-7
Notes to Consolidated Financial Statements
Page F-11
Our Q1 Form 6-K includes the following information:
Item
References
Management commentary
Page 2
Statement of financial position
Page 14
Statement of comprehensive income
Page 16
Informative data about the Statement of financial position
Page 27
Informative data about the Income statement
Page 28
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 City, México
+52 (55) 5261-2000
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
S-iii

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. In this
prospectus supplement, "we," "us," "our" or "Company" or similar terms refer to Grupo Televisa, S.A.B. and, where the
context requires, its consolidated entities. "Group" refers to Grupo Televisa, S.A.B. and its consolidated entities.
Grupo Televisa, S.A.B.
We are a leading media company in the Spanish-speaking world, an important cable operator, an operator of a
leading direct-to-home satellite pay television system and a broadband provider in Mexico.
We distribute the content we produce through several broadcast channels in Mexico and in over 50 countries
through 26 pay-tv-brands, television networks, cable operators and over-the-top or "OTT" services.
In the United States, our audiovisual content is distributed through Univision Communications Inc. ("Univision"),
the leading media company serving the Hispanic market. Univision broadcasts our audiovisual content through multiple
platforms in exchange for a royalty payment. In addition, we have equity and warrants which upon their exercise would
represent approximately 36% on a fully-diluted, as-converted basis of the equity capital in Univision Holdings Inc., the
controlling company of Univision.
Our cable business offers integrated services, including video, high-speed data and voice services to residential and
commercial customers as well as managed services to domestic and international carriers.
We own a majority interest in Sky, a leading direct-to-home satellite pay television system and broadband provider
in Mexico, operating also in the Dominican Republic and Central America.
We also have interests in magazine publishing and distribution, radio production and broadcasting, professional
sports and live entertainment, feature-film production and distribution, and gaming.
Grupo Televisa, S.A.B. is a sociedad anónima bursátil, or limited liability public stock corporation, which was
organized under the laws of Mexico in accordance with the Ley General de Sociedades Mercantiles, or Mexican Companies
Law. Grupo Televisa was incorporated under Public Deed Number 30,200, dated December 19, 1990, granted before Notary
Public Number 73 of Mexico City, and registered with the Public Registry of Commerce in Mexico City on Commercial
Page (folio mercantil) Number 142,164. Our principal executive offices are located in Mexico City at Avenida Vasco de
Quiroga, No. 2000, Colonia Santa Fe, 01210 Ciudad de México, México. Our telephone number at that address is +52
(55) 5261-2000.
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. (LEI: 549300O4AF0C816ILN62)
Notes Offered .................................... U.S.$750,000,000 aggregate principal amount of 5.250% senior notes due 2049.
Maturity Date .................................... May 24, 2049.
Interest Rate....................................... The notes bear interest at the rate of 5.250% per year from May 24, 2019.
Interest Payment Dates ...................... Interest on the notes will be payable semi-annually on May 24 and November 24 of
each year, beginning on November 24, 2019.
S-1

Ranking ............................................. The notes are unsecured general obligations and rank equally in right of payment
with all of our existing and future unsecured and unsubordinated indebtedness, other
than obligations preferred by statute or operation of law. The notes effectively rank
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, 2019:
(i)
the Company, on an unconsolidated basis, had Ps.135,201.7 million
(equivalent to U.S.$6,960.2 million) of aggregate liabilities (not including
the notes and excluding liabilities to subsidiaries), U.S.$3,703.3 million of
which was U.S. Dollar-denominated. These liabilities include
Ps.114,656.6 million (equivalent to U.S.$5,902.5 million) of indebtedness,
U.S.$3,700.0 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.62,164.1 million (equivalent to
U.S.$3,200.2 million) of liabilities (excluding liabilities to the Company
and excluding guarantees by subsidiaries of indebtedness of the Company),
U.S.$874.7 million of which was U.S. Dollar-denominated. These
liabilities include Ps.17,540.2 million (equivalent to U.S.$903.0 million) of
indebtedness, U.S.$270.4 million of which was U.S. Dollar-denominated,
all of which would have ranked structurally 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".
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 withholding
Mexican Withholding Taxes ......... 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".
S-2

Optional Redemption ........................ At any time prior to November 24, 2048, 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 24, 2048, 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 ............................................... Application has been made to list the notes on the Official List of the LuxSE for
trading on the Euro MTF Market of the LuxSE.
CUSIP and ISIN ................................ The CUSIP for the notes is 40049J BE6. The ISIN for the notes is US40049JBE64.
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.$733.7 million
after discounts, payment of underwriting fees and estimated offering expenses. We
anticipate using the net proceeds from this offering for general corporate purposes,
which may include repayment or repurchase of existing indebtedness. See "Use of
Proceeds".
Trustee, Registrar, Paying Agent
and Transfer Agent ........................ The Bank of New York Mellon.
Luxembourg Listing Agent,
Luxembourg Paying Agent and
Luxembourg Transfer Agent ......... The Bank of New York Mellon SA/NV, Luxembourg Branch.
Risk Factors ....................................... See the risk factors discussed under "Risk Factors" in this prospectus supplement, in
the accompanying prospectus and "Item 3--Key Information--Risk Factors" in the
2018 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-3

RISK FACTORS
An investment in the notes involves risk. You should consider carefully the risk factors discussed under "Risk
Factors" in the accompanying prospectus and "Item 3--Key Information--Risk Factors" in our 2018 Form 20-F, which is
incorporated herein by reference, as well as all other information included or incorporated by reference in this prospectus
supplement or the accompanying prospectus, before deciding to invest in the notes.
USE OF PROCEEDS
The net proceeds from the sale of the notes were approximately U.S.$733.7 million after discounts, payment of
underwriting fees and estimated offering expenses. We anticipate using the net proceeds from this offering for general
corporate purposes, which may include repayment or repurchase of existing indebtedness.
CAPITALIZATION
The following table sets forth our consolidated capitalization as of March 31, 2019, (i) on a historical, actual basis
and (ii) as adjusted to reflect the issuance of the notes in the aggregate principal amount of U.S.$750 million, as if such
transaction occurred on March 31, 2019. This table should be read together with "Item 5--Operating and Financial Review
and Prospects" and our audited consolidated year-end financial statements included in our 2018 Form 20-F incorporated by
reference herein. Information in the following table presented in U.S. Dollar amounts are translated from the Peso amounts,
solely for the convenience of the reader, at an exchange rate of Ps.19.4250 to U.S.$1.00, the Interbank Rate on March 31,
2019.
As of March 31, 2019(1)(2)(3)(4)
Actual
As Adjusted
Actual
As Adjusted
(Millions of Pesos)
(Millions of U.S. Dollars)
Current portion of long-term debt, lease liabilities and other notes payable:
HSBC loan due 2019 .....................................................................................
Ps.300
Ps.300
U.S.$15
U.S.$15
HSBC loan due 2019 .....................................................................................
180
180
9
9
Santander, S.A. loan due 2019 ......................................................................
250
250
13
13
Banco Mercantil del Norte loan, maturities through 2022 .............................
243
243
13
13
Total current portion of long-term debt .........................................................
973
973
50
50
Current portion of satellite transponder lease obligation ...............................
390
390
20
20
Other lease liabilities(4) ................................................................................
727
727
37
37
Total current lease liabilities .....................................................................
1,117
1,117
57
57
Current portion of other notes payable ..........................................................
1,297
1,297
67
67
Long-term debt, lease liabilities and other notes payable:
8.5% Senior Notes due 2032 .........................................................................
5,828
5,828
300
300
6.625% Senior Notes due 2025 .....................................................................
11,655
11,655
600
600
8.49% Senior Notes due 2037 .......................................................................
4,500
4,500
232
232
6.625% Senior Notes due 2040 .....................................................................
11,655
11,655
600
600
7.25% Senior Notes due 2043 .......................................................................
6,500
6,500
334
334
5.0% Senior Notes due 2045 .........................................................................
19,425
19,425
1,000
1,000
4.625% Senior Notes due 2026 .....................................................................
5,828
5,828
300
300
6.125% Senior Notes due 2046 .....................................................................
17,482
17,482
900
900
5.250% Senior Notes due 2049 .....................................................................
--
14,569
--
750
7.38% Notes due 2020...................................................................................
10,000
10,000
515
515
8.79% Notes due 2027...................................................................................
4,500
4,500
232
232
TIIE+0.35 Notes due 2021 ............................................................................
6,000
6,000
309
309
TIIE+0.35 Notes due 2022 ............................................................................
5,000
5,000
257
257
Scotiabank loan, maturities through 2023 .....................................................
2,500
2,500
129
129
HSBC loan, maturities through 2022 ............................................................
2,000
2,000
103
103
Santander loan, maturities through 2022 .......................................................
1,500
1,500
77
77
Santander loan, maturities through 2020 .......................................................
250
250
13
13
Banco Mercantil del Norte loan, maturities through 2022 .............................
1,034
1,034
53
53
HSBC loan, maturities through 2023 ............................................................
2,500
2,500
129
129
Scotiabank loan, maturities through 2023 .....................................................
3,000
3,000
154
154
Total long-term debt; net of current portion ..............................................
121,157
135,726
6,237
6,987
Satellite transponder lease obligation ............................................................
4,029
4,029
207
207
Other lease liabilities(5) ................................................................................
4,752
4,752
245
245
Total long-term lease liabilities, net of current portion .............................
8,781
8,781
452
452
Total consolidated equity(6) ............................................................................
103,765
103,765
5,342
5,342
Total capitalization.................................................................................... Ps.237,090
Ps.251,659 U.S.$12,205 U.S.$12,955
S-4

(1)
Columns may not add up due to rounding.
(2)
Solely for purposes of preparing calculations for this table, our U.S. Dollar-denominated indebtedness has been
translated into Pesos at an exchange rate of Ps.19.4250 to U.S.$1.00, the Interbank Rate, as reported by Banamex, as
of March 31, 2019.
(3)
Indebtedness is presented on a consolidated basis before unamortized finance costs of Ps.1,128.1 million as of
March 31, 2019, and does not include interest payable of Ps. 1,897.9 million as of March 31, 2019.
(4)
We are considering seeking additional debt in the bank market in an amount to be determined in the form of a term
loan, the proceeds of which will be used for general corporate purposes, which may include repayment or repurchase
of indebtedness.
(5)
Includes long-term agreements recognized in connection with the adoption of IFRS 16, Leases, which became
effective on January 1, 2019 for an aggregate amount of Ps.4,739.4 million, as of March 31, 2019.
(6)
As of March 31, 2018, our total consolidated equity was Ps.101,248.6 million.
S-5