Escolar Documentos
Profissional Documentos
Cultura Documentos
of ALASKA
Corporate Social Responsibility is an intrinsic part of Alaska Milk Corporations business operations. At the heart of our advocacies and in line with our heritage of nutrition are programs that put thrusts towards the areas of nutrition education and physical development. As a responsible corporate citizen, we strive to make a difference in our country, especially in the community where we operate. We engage and sustain partnerships with private organizations, local government units and individuals by providing funds and other means of viable support to help uplift the lives of underprivileged Filipinos. We also recognize our crucial role in promoting positive values to address the moral challenges confronting modern society. Going beyond creative relevance and executions, our advertising campaigns are geared towards the development of better societal values that support the fulfillment of better lives for our countrymen.
1 Financial Highlights / 2 Our Company / 3 Our Vision & Mission / 4 Our Business Portfolio / 8 Chairmans Message / 10 Presidents Message / 14 Childrens Hour / 16 Alaska GK Village / 18 Happyland / 20 The Alaska Aces / 22 Values-Inspired Campaigns / 24 CFOs Report / 26 Managements Discussion & Analysis of Operations / 32 Corporate Governance / 36 Board of Directors / 40 Management Committee / 42 Audit Committee Report / 43 Statement of Managements Responsibility for Financial Statements / 44 Financial Statements / 80 Corporate and Shareholder Information
Contents
Financial Highlights
In million Pesos except per share data and ratios For the Year
Net Sales Income from Operations EBITDA1 Net Income 2010 12,163 2,327 2,762 1,816 2009 10,580 1,889 2,241 1,409 Change 15% 23% 23% 29%
At Year-End
Total Assets Stockholders Equity 9,140 6,046 7,271 4,677 26% 29%
Financial Ratios
Operating Margin Return on Sales Return on Equity Current Ratio Debt-to-Equity Ratio 19.1% 14.9% 30.0% 1.93 0.51 17.9% 13.3% 30.1% 1.55 0.55 +1.2% pts +1.6% pts -0.1% pt +0.38 -0.04
2.06 0.50
1.59 0.20
+0.47 +0.30
AMC
PSEi
Dec
Index based on December 29, 2009 PSEi of 3,053 and AMC closing price of P7.10 per share
Our Company
ALASKA MILK CORPORATION (AMC) is a leading manufacturer of milk products in the Philippines. It has established a strong brand heritage and recognition among Filipino consumers with its traditional liquid canned milk products, marketed under the Alaska brand. In addition, the Company has developed a strong competitive position in the powdered milk category and a growing presence in the UHT ready-to-drink and ready-to-use segments. AMC began its corporate life in1972 as Holland Milk Products, Inc., in partnership with Holland Canned Milk BV, a dairy company in the Netherlands. Given the need to expand production capacities, AMC tapped the capital market and became a publicly listed company in the Philippine Stock Exchange in 1995. To better manage its sales and distribution efforts, AMC took over the operations of its exclusive distributor in 1998. In 2007, AMC became even more dominant in the liquid milk category by acquiring / licensing the liquid canned milk products of Socit Des Produits Nestl S.A., which includes the Carnation, Milkmaid, Alpine, Liberty and Krem-Top brands. For almost 40 years, AMC has been building its relationship with its consumers and the Companys memorable tagline: Sa sustansya at lasa, wala pa ring tatalo sa Alaska (in nutrition and taste, nothing beats Alaska), has both endeared it to its loyal consumers and embodies AMC products consumer value proposition. In recent years, AMC has leveraged the use of its new portfolio of trusted brands in catering to the needs of an economically diverse market and to further grow the business. AMCs strong financial performance through the years, amidst challenging economic environment, attests to its sound business model. This is supported by AMCs strong advocacy for transparency and good governance.
Our Vision
To be a leading consumer foods company with a diversified portfolio of consumer food brands and products that are market leaders in their respective categories.
Our Mission
PRODUCT DEVELOPMENT
We will continue to build on the strengths and competitive attributes of the ALASKA brand and develop its full marketing potential. We will develop new products and identify market opportunities, mindful of our task to be responsive to the ever changing and growing needs of our consumers.
PEOPLE
We recognize that our people, the Alaska Team Members, are one of our most important assets and we are committed to promote their safety and welfare. Their wealth of experience, ideas, dedication and strong work ethic lay the foundation for the Companys continued success. It is our goal as much as it is theirs, to pursue and reach their full potentials through continuing education, training, and skills-enhancement programs. We challenge each individual by providing the opportunity to contribute to the Companys endeavors.
CUSTOMER SERVICE
Customer relationships are integral in building the Alaska business. We aim to provide our partners in trade the best and most efficient service, making use of leading edge technology to ensure timely product availability and accessibility. We strive to know and understand our customers fully to bridge the gap between what they need and what we can offer.
PROFITABLE GROWTH
Growth that creates value for our shareholders is paramount. We will deploy our resources on investment opportunities that are within our core competence and yield excellent returns relative to its risks and which are consistent with our growth objectives.
QUALITY
Ultimately, the consumer whom we serve and their level of satisfaction with our products become our final judge and jury. We are committed to deliver high quality milk and other consumer food products from production to consumption. We will respond to the call to deliver higher quality nutrition to every Filipino home.
SOCIAL RESPONSIBILITY
We recognize our role in nation building by promoting the protection of the environment and taking part in various community-building projects that help enhance and uplift the quality of life of the underprivileged and the marginalized sectors of our society.
Honde Sal
Paborito ng Pamilya!
Chairmans Message
his is my first report as Chairman of Alaska Milk Corporation after twelve years as Vice Chairman and I write to you with mixed emotions. One borne out of humility, for the trust and confidence the Board has bestowed on me and that of pride, for the great accomplishments we have achieved for the year.
Our marketing and sales strategies were complemented by continuing investments in manufacturing capacity expansion and operating efficiencies. While we have begun to realize initial benefits from these capital investments, more gains will materialize in the coming years with the completion of these projects. With a growing product portfolio and brand strategies, we are well positioned to respond to deliver higher sales volumes amidst stronger consumer demand. In 2010, we entered the non-dairy coffee creamer category with the launch of Alaska Krem-Top Coffee Creamer. Alaska Krem-Top is a significant step in our continuing effort to expand our business portfolio and provide the Filipino consumers with affordable and quality products. With a strong heritage in the milk industry, we believe we are in a unique position to capitalize on this opportunity which will support our overall long-term growth objective. Our strong financial performance and competitive dividend yield continue to generate strong interest from the investing public. From a share price of P7.10 at the start of 2010, AMC share price gained 85% to close at P13.10 by year-end, outperforming the local composite index which increased by 38% during the comparable period. Our accomplishments in 2010 have definitely established a higher performance level moving forward. In December 2010, the Board reviewed managements strategic plan that focuses on continuing high growth and sustained profitability. Our priority in the immediate term is to continue to extract growth from our core milk products and fast-track development of new products and entry into new categories. We entered 2011 amidst growing inflationary pressures, adding uncertainties to economic recovery around the world. Soaring oil, food and commodity prices have been feeding inflation, which puts pressure on household budgets. Our assessment of the current market conditions highlight the need to continuously innovate in our marketing and selling efforts to effectively communicate our value proposition to
The results for the year certainly reflect our strong commitment to deliver higher levels of performance and value to our customers, consumers and shareholders. The Philippine economy grew at its strongest in 34 years at 7.3% in 2010 from 1.1% in 2009, aided by the recovery of exports and manufacturing, accommodative monetary and fiscal policies as well as election spending. Sustained remittance inflows, combined by stable food prices boosted consumer spending which expanded by 5.3% from 4.1% in 2009. Investor sentiment likewise remained bullish, which saw a 38% gain in the Philippine stock markets main index. With the sharp rebound in the economy, the Peso further appreciated by 5.3%, to settle at P43.88 to the U.S. dollar by year-end. With the favorable economic environment, your Company made significant progress, capitalizing on market opportunities as we continue to position our business for long-term growth. Our focus on promoting and growing our brands, building on our capability and expanding market presence as well as share of market enabled us to surpass our volume and profit goals for the year. Net income in 2010 reached P1.82 billion, 29% higher than the previous years net income and the highest in the history of the Company. This was achieved as a result of robust sales volume growth across our product portfolio, complemented by a stable cost environment and continuing focus on improving operating efficiencies. As consumer spending remained buoyant, we were relentless in pushing our products in the market through strategic advertising and promotional campaigns that capture the interest and diverse needs of consumers. Collaborative efforts with our retail trade partners ensured extensive exposure for our brands. Every initiative undertaken has been guided by a conscious effort to satisfy our consumers to the extent that they consistently choose our products over competition.
Our accomplishments in 2010 have definitely established a higher performance level moving forward.
our consumers. This will be supported with trade and distribution strategies to strengthen market coverage and product availability. In these challenging times, we will ensure that our company will live up to the expectations of our consumers and we will face these challenges equally. On behalf of the Board, I wish to take this opportunity to express our deepest gratitude and appreciation to our former Chairman, the late Wilfred Uytengsu, Sr., for his valuable contribution to the growth of Alaska Milk. It was under his stewardship and vision that we now have a strong and highly committed organization, built under the solid foundation of mutual respect and integrity. Thus, it is an honor for me to build upon this legacy as I step into a bigger role and responsibility of charting the next course for Alaska Milk.
In closing, I would like to recognize the valuable contribution of each and every Team Member in the organization, for their dedication and commitment to the objectives of the Company; to our business partners and consumers, for their abiding trust and support; and finally, to our shareholders, who continue to believe in the inherent value of Alaska Milk Corporation.
s the Philippine economy expanded to its strongest level in over three decades, I am pleased to report that your Company capped another year of solid financial results. Revenues for the year expanded by 15% to P12.16 billion from P10.58 billion in 2009 as a result of sales volume gains in our core milk products as well as incremental sales generated from new product launches. With the improvement in the Companys cost structure, combined with a disciplined approach on spending, net income for the year surged to a new record high of P1.82 billion, a 29% jump over the P1.41 billion net income earned in 2009.
Our achievements for the year can be credited to two factors. First, the soundness of our business platform which consists of: harnessing the strengths and full potential of our brands, deepening our relationships with customers and consumers and maintaining a strong balance sheet. Second, is the dedication and expertise of our Team Members across the organization. Dismissing conventional wisdom that a mature market limits growth, we continued to create demand in order to generate sales and expand our consumer base through value-added marketing initiatives. We have expanded our brand portfolio and packaging options to address the needs of an economically diverse market. As a result, we maintained our dominance in the liquid canned milk category, solidified our position as the second leading brand in the powdered milk market and carved a bigger market share in the UHT ready-to-drink and ready-to-use segments. Cognizant of our thrust to capitalize on the market value of our acquisitions and develop new avenues of growth in the future, Alaska Krem-Top Coffee Creamer was formally launched in July 2010. With a superior product profile, we are confident that Alaska Krem-Top will achieve a significant following in the non-dairy coffee creamer market. As we build on our revenue base, we continue to explore opportunities and frontiers within the dairy industry which have strong growth potentials and where we can become an important player. We are continuing to develop new products as we work to leverage the equity our brands have in the market and products that will meet and exceed consumer expectations. As reported last year, the devastation wrought by Typhoon Ondoy impacted us significantly in the fourth quarter of 2009, causing disruptions in our supply chain and falling short of market requirements. Through extensive rehabilitation efforts, your Company fully recovered from this unexpected calamity. With our ongoing expansion and modernization programs, we stand ready with increased production capacity and the confidence that the current strong demand is sustainable. We recognize that our supply chain is a vital cog in our aspiration to provide nutrition to every Filipino home. And as such, we continue to hone our logistics and distribution network in our resolve to bring our products to the smallest sari-sari stores and ultimately to the humblest homes. Supply quality and stock availability programs were carried out in earnest during the year. Technology enhancements, through the interconnection of all provincial warehouses under an integrated and seamless inventory management system, have enabled us to distribute our products more efficiently and cost-effectively than before. We have been resolute in growing our business by sharpening our engagement with our consumers at the point of purchase. To maximize trade coverage and spur consumer trial and re-trial for our products, our sales efforts concentrated on improving visibility and reach through aggressive penetration drives. Close collaboration with modern retailers enabled us to capitalize on their store expansions. Specialized in-store promotions and trade programs afforded us the flexibility to bolster the presence of our products in newly urbanized areas, capturing new consumers almost immediately. For 2011, about 130 new stores are expected to be opened by the Companys top retail accounts, representing a real growth opportunity as we bring our products closer to the consumers. Our investments in brands and infrastructure would be ineffective without corresponding investments in human capital. Along this line, we continue to develop the capabilities and competencies of our Team Members across the organization as well as those of our distributorpartners. Through development programs that are attuned to the ever-changing selling dynamics, we are able to draw out the best in our people and make them better understand and be more responsive to the growing needs of a highly segmented market.
10
We intend to retain our competitive vigor, determined to further cementing our position in the domestic milk market.
A welcome treat for the year was the victory of our professional basketball team, the Alaska Aces, in the 2010 Philippine Basketball Associations Fiesta Conference. This brings the total number of championship titles for the team to 13 in 25 years, making the Alaska Aces the second winningest team in terms of number of championship wins in the history of the PBA. This year, however, we are once again faced with strong inflationary pressures similar to those experienced in 2008, a concern that is shared by businesses and governments around the world. With memories of the 2008 inflation surge still vivid, rising energy cost and soaring global food prices pose downside risks especially on consumer spending, threatening economic recovery. Prices of skimmed milk powder, a key ingredient in most of our products, have risen sharply early on in 2011 driven by global demand and poor weather conditions in Australia
and New Zealand, two of the worlds largest exporter of dairy products. Furthermore, local costs of sugar and coconut oil have likewise increased drastically, adding pressure to profit margins. It is unlikely that this trend in commodity prices will reverse in the short-term. While we recognize the realities of the marketplace, we take these as a challenge for us to better ourselves. We intend to retain our competitive vigor, determined to further cementing our position in the domestic milk market and delivering on our full potential as an organization. I am confident that the soundness of our business model and strategies will give us stability through difficult times and optimistic that this will make us stronger.
11
The Heart
of ALASKA
Childrens Hour
Childrens Hour began with a noble dream wrapped in a single package: to create a brighter future for Filipino children. It was in 1999 when Childrens Hour began as an end-of-the-millennium campaign built on the promise that the one hours worth of annual earnings of each individual, employee, corporation and organization would be able to start the change that we all dreamt of. At present, Childrens Hour is now a full force non-profit organization that raises funds through the power of one hour. These funds are then deployed to carefully selected projects that help children in the areas of education, nutrition, shelter, protection and total development in the form of grants. All children deserve to get an education, to live healthy and happy lives, and to look forward to a brighter future where they can fulfill their potential. The truth is, everyone who has a job and a regular income, no matter how small, can make a difference in the lives of marginalized children, explains Ms. Emily Abrera, Chairperson of Childrens Hour Philippines, Inc. To date, from the contributions of individuals, organizations and partner The Alaska Milk corporations, Childrens Hour has funded 545 campaigns for Childrens projects that benefitted over 600,000 children Hour are always creative all over the country. and unique. Alaska Milk Corporation and Childrens Hour have enjoyed a long collaboration, spanning 10 years of shared goal of nurturing Childrens Hour Director the Filipino children. The Company was
Emily Abrera
one of the first companies to join Childrens Hour in 1999 and has been recognized as one of the organizations Top 20 contributors. Since Childrens Hours inception, officers and employees of Alaska Milk Corporation have raised a total of P2.2 million with an average employee participation rate of 90%. A staunch supporter of the Childrens Hour, AMC President and CEO Wilfred Steven Uytengsu went the extra mile by personally raising funds by competing in the 2009 Ironman World Championships in Kona, Hawaii. Ms. Abrera adds, Fred Uytengsu is one of our strongest champions. He himself is tireless in promoting our cause within the company, as well as raising extra funds via the Alaska Aces and through his personal contacts. The Alaska Milk campaigns for Childrens Hour are always creative and unique and unlike most of our donors, it is Alaska Milk who comes up with the ideas and presents those to us. To commemorate the 25th year of the Alaska Aces, Alaska Milk and Childrens Hour is launching yet another co-branding project wherein for every 1 liter of Alaska Fresh and Alaska Slim sold, 25 centavos will go to the Childrens Hour. Alaska Milk looks forward to a continuing partnership with Childrens Hour in making the world a better place, one hour at a time.
14
Alaska GK Village
In 2005, Alaska Milk Corporation together with the municipality of San Pedro, Laguna and the Gawad Kalinga Community Development Foundation laid the groundwork to build a community of 100 homes for the poorest of the poor. Gawad Kalinga (GK), which means to give care in Filipino, is a community development model and social movement founded in the Philippines in 1995. Its mission is to transform a nation by creating peaceful and self-reliant communities, anchored on the values of caring and generosity. It seeks to restore the dignity of the poor. People struggling to survive one day at a time and living in makeshift homes are given a chance to build their own homes and re-build their lives. More than providing a decent roof over their heads, GK also aims to develop community leaders and transform residents to be productive members of society, instilling in them the heart and capacity to help not only themselves but others as well. Guided by the belief that good community relationships is key for the business, the housing project is Alaska Milks modest way of giving
Alaska Milk believes that providing decent homes and livelihood programs are just the beginning of the transformation of a person, a family and a community.
back to the people of San Pedro who have contributed so much to the companys growth. San Pedro is home to the companys manufacturing facilities for nearly 40 years. Through the spirit of bayanihan (cooperation), the AMC-Gawad Kalinga Housing Project bore witness to a deeper meaning of social awareness and volunteerism among Alaska Milk employees. Under warm camaraderie, company employees, from senior management to plant personnel, worked together with the intended beneficiaries in constructing homes. More than providing financial assistance, the housing project is all about active involvement in building a shared community, nourishing the homeless dream for a better life. Five years later, 30 additional or a total of 130 homes now stand in what used to be a barren area. Wastelands have now been replaced by a multi-purpose hall, a day care center and a basketball court. As importantly, AMC fused their hopes for better lives by conducting training and skills development programs that will help address the residents economic needs. Livelihood training programs such as furniture making and making bags out of recycled packaging materials have been started within the community, with recyclable materials being supplied by Alaska Milk. Alaska Milk believes that providing decent homes and livelihood programs are just the beginning of the transformation of a person, a family and a community. Long after the last brick has been laid, Alaska Milk will continue to support its adopted community. After all, home is where the heart is and where your heart is, there shall your riches be.
17
Happyland
Jim Libiran (Direk Jim), a former broadcast journalist, gained acclaim as an independent film maker through his debut film Tribu in 2007. The film, which shows street life and gangster culture in Tondo from an impoverished boys point of view, bagged Best Film, Best Actor and Best Sound Awards in the Philippines 2007 Cinemalaya Festival. The film was given the Pari de lAvenir Award by the Festival Paris Cinema in 2008. Fast forward to 2010, Direk Jim returns once more to the streets of Tondo for his second movie Happyland. If Tribu showed the dark and violent side of poverty in the Philippines, Happyland tells about finding hope and redemption in the face of desperate circumstances. It tells of a story of how ones ambition survived in one of Manilas poorest and roughest slums. The movie, based on true events that happened during the 1970s 80s, traces how an odd group of young misfits found inspiration in football. These boys eventually formed a football team that became legendary for playing barefoot (futkaleros) because they could not afford to buy shoes. Direk Jim describes the film as a coming-of-age story about poor young kids who learned to dream big and dared to fight for their simple goal.
Happyland is a comingof-age story about poor young kids who learned to dream big and dared to fight for their simple goal
Jim Libiran
Independent Film Director
Direk Jim saw the need to develop grassroots football in the country. From this dream, he envisioned, what he calls a three-legged social project an NGO to teach Futbol sa Kalye, a Tondo Futbol Team as proof of success, and a film to inspire the young (Happyland). The film is just part of a bigger dream. But to turn the vision into reality, Direk Jim needed support from the private sector. Thanks to what he considered divine intervention,
Direk Jim got introduced to Alaska Milk Corporations own sports development program the Alaska Football Power Camp. Alaska Milk has always believed that structured recreations can serve as a powerful tool in building a childs character and self-confidence. The Company also saw the movie as a vehicle to promote its advocacy on health and nutrition among the youth. A tie-up was then forged between Direk Jim and Alaska Milk Corporation, with the latter providing invaluable support to make the movie a reality. The best parts of the film are the football match scenes which give insights on how the fultkaleros play the game. For his part, Direk Jim is thankful for the partnership with Alaska Milk and its support to this creative endeavor. Doing service to the community is good business and good business goes hand-in-hand with a healthy nation. The movie is an ideal fit to Alaska Milks CSR activities considering its products are milk-based and children are its primary market, Direk Jim adds. Following good reviews for the film, plans are underway to show Happyland in schools and poor communities all over the country to help bring the message of hope and resilience amidst adversities. Direk Jim hopes the film will inspire more youth to take up football and get them out from a drug and crime-filled life. Alaska Milk Corporation is one in supporting Direk Jim and Happyland in its mission of promoting positive values among the youth and inspiring them to reach their full potential for a better Philippines. These are challenging times for us as a nation, Direk Jim says. If we want to reach the peak of progress and Filipino potential, we need to forge new relationships, new alliances, and develop new ways of doing business and art.
18
[ heart of a champion ]
L.A. Tenorio
Cyrus Baguio
21
Values-Inspired Campaigns
Over the years, Alaska Milk Corporation has created communication campaigns that help build a strong connection between its products and its consumers. With the timeless tagline: Sa sustansyat lasa, wala pa ring tatalo sa Alaska (in nutrition and taste, nothing beats Alaska), Alaska Milk has since been associated with providing quality milk products for good nutrition and health. As a responsible corporate citizen, we are committed to making a difference to society at large. Along this line, the Company believes that its brands can be used as a tool to uplift the lives of Filipinos by championing social causes that promote changes in behavior and attitudes.
the Company believes that its brands can be used as a tool to uplift the lives of Filipinos by championing social causes that promote changes in behavior and attitudes.
In 2010, two award-giving bodies recognized two of the Companys advertising campaigns for marketing excellence. The Ginang Alaska Integrated Marketing Communication (IMC) Campaign won the Silver Prize for Best Family-Oriented Brand Campaign and the Bronze Prize for Best Established Product Brand Campaign in the 2010 UA&P Tambuli Integrated Marketing
Communications Effectiveness Awards. The UA&P Tambuli Awards is the first and only award in the Philippines that recognizes both the business and societal values of marketing communication campaigns. It complements existing industry awards based solely on either creative merit or human values by recognizing integrated campaigns proven to deliver positive results for both the companies shareholders and society at large. The multi-media campaign of Liberty Condensada, entitled Lambing, on the other hand, won the Silver Medal for Reverence for Family Unity and the Inviolability of Marriage Category in the 2010 Araw Value Awards. Liberty Condensadas Lambing is a concentrated area marketing campaign implemented in Visayas and Mindanao which communicated the sharing of lifes sweetest moments among family members. The Araw Value Awards is organized by the Advertising Foundation of the Philippines, the social development institution of the advertising and marketing communications industry. The awards recognize advertising and marketing communications that promote values for national progress. Moving forward, Alaska Milk Corporation pledges that its marketing campaigns will continue to be relevant with the times, going beyond creative executions. As always, they will be driven by the same purpose that has distinguished the Company one that is aligned with the aspirations and development goals of our nation.
22
Net sales for 2010 grew by 15% to P12.16 billion from P10.58 billion a year ago, underpinned by the double-digit growth of the domestic milk market as the Philippine economy sharply rebounded from the slowdown in 2009. In addition, sustained advertising campaigns and demand-generating promotional initiatives help pushed sales volumes higher yearon-year, a significant achievement amidst aggressive competition and market challenges. The year 2010 also saw a moderation in price movements of production inputs. This was largely achieved as a result of the Companys strategic buying initiatives to secure forward supply contracts for key commodities skimmed milk powder, sugar, coconut oil and tinplates. With the favorable cost environment coupled with the appreciation of the Philippine Peso against the U.S. Dollar, cost of sales for the year grew at a slower pace of 11% at P7.56 billion from P6.82 billion in 2009. As a result, gross profit jumped 22% to P4.60 billion or 37.8% of net sales from P3.76 billion or 35.6% of net sales the prior year. Operating expenses for the year increased significantly, by 22% at P2.28 billion from P1.87 billion in 2009. The increase can be attributed to higher advertising and promotional spending to boost consumer demand for Alaska Milk products. In addition, higher distribution-related charges attendant to increased sales volume pushed operating expenses higher year-on-year. This put operating income for the year at P2.33 billion or 19.1% of net sales, a 23% increase from the 2009 operating income of P1.89 billion or 17.8% of net sales. As Alaska Milk carried on to improve its profitability, we kept our commitment to reward our shareholders and at the same time, ensure that significant capital is set aside for reinvestment to support future business plans. For 2010, the Company declared a total P0.50 per share in regular and special cash dividends. This translates to a 4.8% cash dividend yield based on
laska Milk Corporation delivered another year of solid performance, ending 2010 with a new record net income of P1.82 billion, a 29% improvement over the P1.41 billion net income earned in 2009. Fueling the growth was the strong sales volume expansion across the Companys portfolio of milk products alongside lower input costs as well as prudent spending.
a weighted average share price of P10.43 and is equivalent to a 31% payout of 2009 net income. During the year, 7.3 million common AMC shares worth P50.5 million were re-acquired under the Companys share buy-back program, a testament to Managements confidence in the underlying value of the business. Market capitalization at year-end stood at P11.5 billion, up 82% from P6.3 billion in the same period last year. The Company continues to generate strong cash flows from its operations, which amounted to P1.75 billion in 2010. This pushed interest income for the year higher at P48.75 million from P24.65 million in 2009. Internally generated funds were used to fund the Companys capital expenditure requirements which amounted to P347 million in 2010. Cash, cash equivalents and short-term investments as of endDecember 2010 totaled P2.94 billion compared to P1.90 billion in the same period last year. This puts our Company in a solid position to pursue growth objectives that will create value in the years to come. Our balance sheet likewise remained sound. As of December 31, 2010, total assets stood at P9.14 billion, posting a 26% increase from the December 31, 2009 level of P7.27 billion bolstered by a higher cash balance. Total inventories ended the year higher at P2.12 billion from P1.15 billion in the same period last year on account of higher cost per unit of raw materials combined with the purposive build-up of skimmed milk powder position going into 2011. Notwithstanding the 15% increase in net sales, total trade receivables at year-end edged 3% lower at P825 million from P849 million a year-ago on the back of improvements in collection turnover. Total liabilities stood at P3.09 billion, 19% higher than the end-2009 liabilities of P2.59 billion attributed to higher import bills and trade payables attendant to increased commodity prices as well as higher cash dividend payable due to a higher cash dividend
24
We remain committed towards a more solid financial position that will enable our Company to withstand even the most trying business conditions.
declaration for 2010. The current ratio as of endDecember 2010 was 1.93:1.00, an improvement from the 1.55:1.00 current ratio for the same period last year. Debt-to-equity ratio, on the other hand, improved to 0.51:1.00 from 0.55:1.00 in 2009. Indeed, our performance for the year reflects our resolve as an organization to develop clear-cut strategies and to execute them effectively, promoting healthy growth while at the same time, ensuring financial stability. Despite the challenges facing global economies in 2011,
we remain committed towards a more solid financial position that will enable our Company to withstand even the most trying business conditions.
JOSELITO J. SARMIENTO, JR. Senior Vice President & Chief Financial Officer
25
26
My ties with ALASKA is not just business; it has evolved into friendship and family. I can honestly say that I never experienced that in my 25 years in the entertainment industry.
Popular Television Host and Celebrity
I grew up on ALASKA products and I am very grateful for the support the company has given me. We share a long, time-tested relationship which I truly treasure.
Popular Television Host and Celebrity
Janice de Belen
Gelli de Belen
28
As a father, I only want whats best for my children. Thats why I only give them milk with the highest level of nutrients relevant to the Growth Gap years Alaska Powdered Milk Drink
10 09 08 07 06
0 2000
12,163
10,580 9,968 9,082 5,921
4000 6000 8000 10000 12000 14000
10 09 08 07 06
0
2,327
1,889 464 950 514
500 1000 1500 2000 2500
10 09 08 07 06
0
2,762
2,241 789 1,199 633
1000 2000 3000
10 09 08 07 06
0
1,816
1,409 291 667 402
200 400 600 800 1000 1200 1400 1600 1800 2000
29
I love how good the coffee smells with Alaska Krem-Top. And even if you look at the consistency, you can tell its creamier and finer.
Popular Television Host and Celebrity
Ryan Agoncillo
10 09 08 07 06
0.0
2.06
1.59 0.32 0.70 0.42
0.2 0.4 0.6 0.8 1.0 1.2 1.4 1.6 1.8 2.0 2.2
0.50
0.20 0.30 0.30 0.20
0.20 0.40 0.60
9,140
7,271 6,307 7,126 5,128
1000 2000 3000 4000 5000 6000 7000 8000 9000 10000
To strengthen my body, I rely on the calcium and energy that milk builds into my bones.
2010 Cobra Energy Drink Ironman 70.3 Philippines Professional Mens Champion
Pete Jacobs
31
Corporate Governance
Alaska Milk Corporation acknowledges the importance of good governance in carrying out its corporate mission of creating long-term value to its shareholders. The Company espouses the highest level of integrity, transparency and accountability across all levels of the organization in the conduct of its business. The Companys policies and guidelines on governance are principally contained in its Manual on Corporate Governance. Through the Manual, Alaska Milk Corporation has likewise adopted the Securities and Exchange Commissions (SEC) Corporate Governance Self Rating Form in evaluating the level of compliance of the Company, its directors, officers and employees. On January 28, 2011, the Company submitted its Compliance Report on Corporate Governance for the Year 2010 to the Philippine Stock Exchange, Inc. (PSE), reflecting the Companys level of adoption of the PSE recommended corporate guidelines for publicly-listed companies under PSE Memorandum No. 2010-0574 dated 26 November 2010. In addition, on February 21, 2011, Alaska Milk Corporation submitted to the SEC and PSE its revised Manual on Corporate Governance to adopt all the mandatory provisions of the Revised Code of Corporate Governance in compliance with SEC Memorandum Circular No. 6, Series of 2009. The Company constantly keeps its corporate governance provisions under review to conform, where applicable, with best practices and principles. THE BOARD OF DIRECTORS The Board of Directors plays an integral role in overseeing the strategic direction of the Company, monitoring operational and financial performances as well as protecting the interests of all stakeholders. The Companys Board members have successful careers in business, academe and public service. With their wealth of experience, they add significant perspective and direction into how management shapes and executes business strategies. The profiles of each director are found in the Board of Directors section of this Annual Report. The Board is currently composed of nine (9) directors, six (6) of whom are independent directors. The Company defines an independent director as independent of management and free from any business or other relationship with the Company which could interfere with the exercise of independent judgment in carrying out the responsibilities of a director. In compliance with SEC Memorandum No. 16 Series of 2002 and with the Companys Manual on Corporate Governance, the Nomination Committee reviews the qualifications of all directors nominated for election. In addition, all nominees for independent directors possess all the qualifications and none of the disqualifications prescribed under the Securities Regulation Code Rule 38. The directors are elected at each Annual Stockholders Meeting by stockholders entitled to vote in accordance with the Companys By-Laws. Each director holds office until the next annual election and until his predecessor is duly elected; unless he resigns from office, is incapacitated and is unable to carry out his duties as director, or is removed prior to such election. The Board members are given a per diem of P5,000 per board or committee meeting. In addition, the Board members are entitled to a share in the Companys operating income based on their attendance. 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 result of the high standard of best practices required of the Board as a body, and of the directors individually,
32
under the Securities and Exchange Commission promulgated Code of Corporate Governance. Aside from the aforementioned, there are no other arrangements under which any director of the Company is compensated, whether directly or indirectly. The total compensation paid to non-executive directors for 2010 and 2009 amounted to P8.5 million and P1.9 million, respectively. None of the directors, in their personal capacity, has been contracted and compensated by the Company for services other than those provided as a director. In 2010, the Board held four (4) board meetings, one (1) special meeting and one (1) organizational meeting. All directors have individually complied with the Securities and Exchange Commissions (SEC) minimum attendance requirement of 50%.
Director
Regular Meeting
Annual Stockholders Meeting, Organizational Meeting & Special Meeting Dec 1 P P P P P P P P P May 4 P P P P P P P P P
Percentage
Antonio H. Ozaeta Juan B. Santos W. Steven Uytengsu, Jr. Roberto F. de Ocampo Jose R. Facundo Grahame S. Tonkin Michael R.B. Uytengsu Atty. Ramon S. Esguerra Bernardo M. Villegas
Feb 9 P P P P P P P P P
Aug 10 P A P A P P P P P
Legend:
P Present
A Absent
None of the members of the Companys directors and senior management own 1.0% or more of the Companys outstanding capital stock. To assist the Board in its function and to secure the Companys sustained competitiveness in a manner consistent with its fiduciary responsibility, the Board has established four (4) committees with oversight responsibilities. The committees are the Audit and Risk Committee, Nomination Committee, Compensation and Remuneration Committee and Governance Committee. AUDIT AND RISk COMMITTEE The Audit and Risk Committee is composed of three (3) members of the Board, all of whom are independent directors. The Audit and Risk Committee has oversight responsibility on financial management functions, especially in the areas of financial reporting process and internal controls. It has the duty to ensure transparency and integrity in the Companys financial management system. Through the Committee, the Board is responsible for overseeing the implementation of adequate internal control procedures as well as the scope of audit engagement of the Companys external auditor Sycip Gorres Velayo and Co.
33
Corporate Governance
The Committee is likewise tasked to (a) oversee the formulation of an enterprise-wide risk management system; (b) review, analyze and recommend the policy, framework, strategy and method to be used by the Company to manage risks or threats; (c) review with management the corporate performance in the areas of legal risks and crisis management; and (d) identify, review and assess the likelihood and magnitude of the impact of material events on the Company and to recommend measures to avoid or mitigate risks. NOMINATION COMMITTEE The Nomination Committee is comprised of three (3) members of the Board, two (2) of whom are independent directors. The Nomination Committee is mandated by the Board to review the qualifications of all members of the Board. All candidates nominated to the Board are pre-screened to ensure that they have all the necessary qualifications and none of the disqualifications as set forth in the Companys Manual on Corporate Governance. COMPENSATION AND REMUNERATION COMMITTEE The Compensation and Remuneration Committee is composed of three (3) members of the Board, two (2) of whom are independent directors. An independent director chairs the Compensation Committee. The Compensation Committee is tasked to review the Companys remuneration structure as well as the reasonableness of its incentive plans and compliance with all statutory requirements. GOVERNANCE COMMITTEE The Governance Committee is composed of three (3) members of the Board, two (2) of whom are independent directors. An independent director chairs the Governance Committee. The Governance Committee is mandated to develop, maintain and review the Companys corporate governance policies and procedures. Board Committees (As of December 31, 2010) Audit Committee Antonio H. Ozaeta (Chairman)* Juan B. Santos (Vice Chairman)* Wilfred Steven Uytengsu, Jr. Dr. Roberto F. de Ocampo* Jose R. Facundo* Grahame S. Tonkin* Michael R.B. Uytengsu Atty. Ramon S. Esguerra Dr. Bernardo M. Villegas*
*Independent Director
Directors
Governance Committee
Chairman
34
MANAGEMENT COMMITTEE The Companys President and CEO is assisted by his senior management team, collectively known as the Management Committee, in the day-to-day operations of the business as well as in the development and execution of business strategies. The Management Committee meets regularly to discuss operating performances, market and industry developments and plans of actions in the attainment of corporate goals and objectives. In addition, management provides the Board with information on the results of operations of the Company on a quarterly basis. Management is also required to prepare the financial statements for each preceding calendar year in accordance with generally accepted accounting standards in conformity with Philippine Financial Reporting Standards. Managements statement of responsibility for the Companys financial statements is included in this annual report. DISCLOSURE AND TRANSPARENCY Alaska Milk Corporation is committed to the highest standards of disclosure and transparency to apprise the investing public on the Companys performance. The Company regularly updates the investing public with operating and financial information through adequate and timely disclosures filed with the Securities and Exchange Commission (SEC) and the Philippine Stock Exchange (PSE). In addition, any material, market-sensitive information as well as mandatory reportorial requirements are likewise disclosed to the SEC and PSE. In addition, Quarterly Updates are provided to fund managers and investors, analysts, media and those who specifically requested for copies. All corporate disclosures, including the Quarterly Updates, are made available on the Companys website (www.alaskamilk.com.ph). This ensures that all stakeholders have equal opportunity and access to corporate information. The Companys Investor Relations office is also available to address investor queries and requirements.
35
Board of Directors
Standing from left to right: WILFRED STEVEN UYTENGSU, JR. (Director); DR. ROBERTO F. DE OCAMPO (Independent Director) Seated from left to right: ANTONIO H. OZAETA (Chairman, Independent Director); JUAN B. SANTOS (Vice Chairman, Independent Director)
36
Standing from left to right: GRAHAME S. TONkIN (Independent Director); JOSE R. FACUNDO (Independent Director); MICHAEL R.B. UYTENGSU (Director) Seated from left to right: DR. BERNARDO M. VILLEGAS (Independent Director); ATTY. RAMON S. ESGUERRA (Director)
37
JUAN B. SANTOS
Independent Director, Vice Chairman of the Board since 2010, Director since 2007 Former Secretary of Trade and Industry of the Republic of the Philippines Board Member of Grepalife Financials, Inc., First Philippine Holdings Corporation, Philex Mining Corporation, Philippine Long Distance Telephone Company (PLDT), Pilipino Telephone Corporation and Zuelling Group, Inc. Consultant, Marsman Drysdale Group of Companies Member, Board of Advisors of Coca Cola Bottlers Philippines, Inc. and East-West Seeds Co., Inc. Member, Board of Trustees of St. Lukes Medical Center Former Chairman and President of Nestle Philippines, Inc. Former Chief Executive Officer of Nestle Group of Companies in Thailand and of Nestle Singapore Pte Ltd. Educated at the Ateneo de Manila University (B.S. Business Administration) and took his postgraduate degree at the Thunderbird Graduate School of Management in Arizona, USA
38
JOSE R. FACUNDO
Independent Director since 1994 Board Member of Security Bank Corporation, Aboitiz Power Corporation and Siemens Philippines, Inc. Former President and Chief Executive Officer of CityTrust, former President of BPI Capital Corporation and former Senior Managing Director of Ayala Corporation Former Chairman of the Philippine Clearing House Educated at the Ateneo de Manila University (Bachelor of Arts degree in Engineering) and took post graduate studies in Statistics at the University of the Philippines, and in Engineering at the Technical University of Munich
GRAHAME S. TONkIN
Independent Director since 1998 Director, Food and Beverage Australia Ltd. and Smythe Road Vintners Pty. Ltd. Chief Executive Officer of the Aboriginal Foundation of South Australia, Inc. Former Executive Director of Food South Australia and former Managing Director of Tarac Australia Pty. Ltd. Former Chief Executive Officer of Australian Dairy Corporation and of Inchape, Asia Pacific (Wines and Spirits) Qualified Accountant, Fellow CPA, Fellow Chartered Secretary and Fellow of the Australian Institute of Company Directors
39
Management Committee
Standing from left to right: ALFREDO B. JAVIER (AVP, Internal Audit); REYCELLE M. RODRIGUEZ (Director, Materials Management); ARNOLD L. ABAD (VP, Accounting and Controller) Seated from left to right: MA. BELEN M. FERNANDO (VP, Marketing); WILFRED STEVEN UYTENGSU, JR. (President and Chief Executive Officer)
40 10
Standing from left to right: SANTIAGO A. POLIDO (VP, Corporate Affairs and Corporate Secretary); ANSELMA G. CABANTAN (AVP, Information Systems); RENE D. FERNANDEZ (Director, Engineering Services); THOMAS NILSSON (Director, UHT Operations) Seated from left to right: JOSELITO J. SARMIENTO, JR. (SVP and Chief Financial Officer); FRANCISCO T. IDIAN (VP, Sales); AARON D. FULTON (Director, Plant Operations)
11 41
Joselito J. Sarmiento, Jr. Sr. Vice President & Chief Financial Officer
Arnold L. Abad
43
Report on the Financial Statements We have audited the accompanying financial statements of Alaska Milk Corporation, which comprise the balance sheets as at December 31, 2010 and 2009, and the statements of comprehensive income, statements of changes in stockholders equity and statements of cash flows for each of the three years in the period ended December 31, 2010, and a summary of significant accounting policies and other explanatory information. Managements Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Philippine Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation 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 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 about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entitys 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 entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements present fairly, in all material respects, the financial position of Alaska Milk Corporation as at December 31, 2010 and 2009, and its financial performance and its cash flows for each of the three years in the period ended December 31, 2010 in accordance with Philippine Financial Reporting Standards. Report on the Supplementary Information Required Under Revenue Regulations 15-2010 Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information on taxes, duties and license fees in Note 31 to the financial statements is presented for purposes of filing with the Bureau of Internal Revenue and is not a required part of the basic financial statements. The information is also not required by Securities Regulation Code Rule 68. Such information is the responsibility of the management of Alaska Milk Corporation. The information has been subjected to the auditing procedures applied in our audit of the basic financial statements. In our opinion, the information is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
Ramon D. Dizon Partner CPA Certificate No. 46047 SEC Accreditation No. 0077-AR-2 Tax Identification No. 102-085-577 BIR Accreditation No. 08-001998-17-2009, June 1, 2009, Valid until May 31, 2012 PTR No. 2641521, January 3, 2011, Makati City March 17, 2011 44
Balance Sheets
December 31 2010 ASSETS Current Assets Cash and cash equivalents (Notes 5, 26 and 27) Short-term investments (Notes 6, 24, 26 and 27) Trade and other receivables - net (Notes 7, 26, 27 and 30) Inventories (Note 8) Prepaid expenses and other current assets (Notes 26 and 27) Total Current Assets Noncurrent Assets Available-for-sale investments (Notes 9, 26 and 27) Property, plant and equipment - net (Note 10) Intangible assets - net (Notes 11 and 25) Deferred tax assets - net (Note 21) Net pension assets (Note 20) Other noncurrent assets (Notes 26 and 27) Total Noncurrent Assets 2009
LIABILITIES AND STOCKHOLDERS EQUITY Current Liabilities Trade and other payables (Notes 12, 25, 26 and 27) Acceptances payable (Notes 26 and 27) Income tax payable Dividends payable (Notes 14, 26 and 27) Current portion of obligation under finance leases (Notes 25, 26 and 27) Total Current Liabilities Noncurrent Liability Obligation under finance leases - net of current portion (Notes 25, 26 and 27) Stockholders Equity (Note 26) Capital stock (Notes 13 and 22) Additional paid-in capital (Note 22) Retained earnings (Note 14): Appropriated for various capital investment projects and share buy-back program Unappropriated Treasury stock (Notes 13 and 14) Total Stockholders Equity
28,638,522
27,465,248
971,432,578 152,393,329
968,074,878 118,361,998
45
Statements of Comprehensive Income Chief Operating Officers Report Statements of Comprehensive Income
2010 NET SALES COST OF SALES (Notes 15 and 30) GROSS PROFIT Operating expenses (Note 16) Interest income (Note 19) Foreign exchange gain (loss) - net Gain on disposals of property and equipment and investment properties Interest expense on obligation under finance leases (Note 25) Casualty loss (Note 30) Interest expense on bank loans (Note 30) Rent income (Note 25) Dividend income and others (Note 9) INCOME BEFORE INCOME TAX PROVISION FOR (BENEFIT FROM) INCOME TAX (Notes 21 and 29) Current Deferred P12,162,709,978 7,558,650,096 4,604,059,882 (2,277,295,199) 48,748,735 (40,319,512) 3,216,898 (2,100,081) (1,998) 2,336,308,725 Years Ended December 31 2009 P10,580,440,474 6,821,522,353 3,758,918,121 (1,869,510,056) 24,646,247 (26,700,674) 766,164 (1,867,856) (156,536,291) (2,453,962) 13,892 1,727,275,585 2008 P9,967,757,268 7,903,815,821 2,063,941,447 (1,599,921,570 ) 4,952,263 13,985,346 9,431,114 (60,321,826 ) 427,891 1,174,323 433,668,988
TOTAL COMPREHENSIVE INCOME/ NET INCOME Earnings Per Share (Note 23) Basic Diluted See accompanying Notes to Financial Statements.
P1,815,598,965
P1,409,388,720
P291,098,723
P2.0618 2.0577
P1.5894 1.5860
P0.3156 0.3153
46
Balance at December 31, 2009 Net income Issuance of capital stock Stock option Acquisition of treasury stock Appropriations during the year Cash dividends - P0.50 a share Balance at December 31, 2010 Balance at December 31, 2008 Net income Issuance of capital stock Stock option Acquisition of treasury stock Cash dividends - P0.20 a share Balance at December 31, 2009 Balance at December 31, 2007 Net income Issuance of capital stock Stock option Acquisition of treasury stock Appropriations during the year Cash dividends - P0.30 a share Balance at December 31, 2008
47
P2,336,308,725 380,775,737 54,455,722 (48,748,735) 34,100,000 33,801,452 21,664,311 17,694,600 (3,216,898) 2,100,081 (1,250) 2,828,933,745 72,530,949 (998,589,079) (5,706,905) 255,284,391 157,950,111 2,310,403,212 (561,380,651) 1,749,022,561
P1,727,275,585 351,679,390 (24,646,247) 7,500,000 12,785,479 4,545,973 16,077,762 (766,164) 1,867,856 (1,000) 156,536,291 2,453,962 2,255,308,887 (60,980,990) 628,158,147 7,477,822 192,393,454 (239,752,067) 2,782,605,253 (195,678,541) 2,586,926,712
P433,668,988 325,144,394 (4,952,263 ) 7,500,000 (10,033,080) 6,630,559 6,641,300 (9,431,114 ) (885,100 ) 60,321,826 814,605,510 (9,960,337 ) 724,419,859 56,664,434 296,918,730 (266,049,876 ) 1,616,598,320 (213,733,218 ) 1,402,865,102
(P266,649,401) (62,386,450) 4,205,880 (175,000,000) (3,694,740) (503,524,711) (24,436,117) 683,348,587 173,705,479 P857,054,066
(P209,297,489 ) (256,374,570 ) 3,069,960 (625,000,000 ) (61,386,673 ) (1,148,988,772 ) (683,937 ) 37,365,753 136,339,726 P173,705,479
48
2. Basis of Preparation, Statement of Compliance and Changes in Accounting Policies and Disclosures
Basis of Preparation The accompanying financial statements of the Company have been prepared on the historical cost basis, except for derivative instruments, which have been measured at fair value. The financial statements are presented in Philippine Peso, which is the Companys functional and presentation currency under Philippine Financial Reporting Standards (PFRS). All values are rounded to the nearest Philippine Peso, except when otherwise indicated. Statement of Compliance The accompanying financial statements have been prepared in compliance with PFRS. PFRS also includes Philippine Accounting Standards (PAS) issued by the Financial Reporting Standards Council and Philippine interpretations from International Financial Reporting Interpretations Committee (IFRIC). Changes in Accounting Policies and Disclosures The accounting policies adopted are consistent with those of the previous financial year, except for the adoption of the following amended PFRS and Philippine Interpretations which were adopted starting January 1, 2010: New Interpretation Philippine Interpretation IFRIC 17, Distributions of Non-cash Assets to Owners, effective for annual periods beginning on or after July 1, 2009 Amendments to Standards PFRS 2, Share-based Payment Group Cash-settled Share-based Payment Transactions, effective for annual periods beginning on or after January 1, 2010 PFRS 3 (Revised), Business Combinations and PAS 27 (Amended), Consolidated and Separate Financial Statements, effective for annual periods beginning on or after July 1, 2009 PAS 39, Financial Instruments: Recognition and Measurement Eligible Hedged Items, effective for annual periods beginning on or after July 1, 2009 Improvements to PFRS (2009), effective for annual periods beginning on or after January 1, 2010 Improvement to PFRS 5, Noncurrent Assets Held for Sale and Discontinued Operations, effective for annual periods beginning on or after July 1, 2009 The above amended standards and new interpretation did not have an impact on the Companys financial position or performance. Future Changes in Accounting Policies Standards issued but not yet effective as of the date of the Companys financial statements are listed below. The Company intends to adopt these standards when they become effective. New Standard and Interpretations PFRS 9, Financial Instruments: Classification and Measurement, 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. The standard 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 PFRS 9 will have an effect on the classification and measurement of the Companys financial assets. The Company will quantify the effect in conjunction with the other phases, when issued, to present a comprehensive picture. Philippine Interpretation IFRIC 15, Agreements for the Construction of Real Estate, becomes effective for annual periods beginning on or after January 1, 2012. This interpretation covers accounting for revenue and associated expenses by entities that undertake the construction of real estate directly or through subcontractors. This interpretation 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 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.
49
50
Philippine Interpretation IFRIC 13, Customer Loyalty Programmes, becomes effective for annual periods beginning on or after January 1, 2011. The amendment clarifies the meaning of fair value in the context of measuring award credits under customer loyalty programmes. This interpretation is to be applied retrospectively.
51
52
Realizability of Deferred Tax Assets. The Company reviews its deferred tax assets at each balance sheet date and reduces the carrying amount to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax assets to be utilized. The Companys assessment on the recognition of deferred tax assets is based on forecasted taxable income in subsequent periods. Deferred tax assets amounted to P274.0 million and P212.8 million as of December 31, 2010 and 2009, respectively (see Note 21). Pension Benefits. The present value of the pension obligations depends on certain factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for pensions include the discount rate, expected rate of return on plan assets and salary increase rate. Actual results that differ from the Companys assumptions are accumulated and amortized over future periods and, therefore, generally affect the recognized expense and recorded obligation in such future periods. The expected return on plan assets assumption is determined on a uniform basis, taking into consideration historical returns, asset allocation and future estimates of long-term investment returns. The Company determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the pension obligations. In determining the appropriate discount rate, the Company considers the interest rates on government bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related pension liability. Other key assumptions for pension costs are based in part on current market conditions. Additional information is disclosed in Note 20. While it is believed that the Companys assumptions are reasonable and appropriate, significant differences in actual experience or significant changes in assumptions may materially affect the Companys pension obligations. The Company has net cumulative unrecognized actuarial loss amounting to P51.9 million as of December 31, 2010 and net cumulative unrecognized actuarial gains amounting to P10.9 million and P14.9 million as of December 31, 2009 and 2008, respectively. Net pension assets amounted to P44.8 million and P49.3 million as of December 31, 2010 and 2009, respectively (see Note 20). Share-based Payment. The fair value of equity instruments granted are based on market prices, if available, and takes into account the terms and conditions upon which those equity instruments were granted. In the absence of market prices, fair value is estimated, using a valuation technique to estimate what the price of those equity instruments would be on measurement date in an arms-length transaction between knowledgeable, willing parties. The valuation technique shall be consistent with generally accepted valuation techniques for pricing financial instruments, and shall incorporate all factors and assumptions that knowledgeable, willing market participants would consider in setting the price. Any changes in the option pricing model used and the inputs to that model, such as weighted average share price, historical daily volatility, expected daily volatility, dividend yield, risk-free interest rate risk and any other inputs to the model, including the method used and any other assumptions may materially affect the Companys value of equity-settled share options granted. The discussion on share-based payments is disclosed in Note 22. Fair Value of Financial Assets and Liabilities. The Company carries certain financial assets and liabilities at fair value, which requires extensive use of accounting estimates and judgments. Where the fair value of financial assets and financial liabilities recorded in the balance sheets cannot be derived from active markets, they are determined using valuation techniques including the discounted cash flows model. The inputs to these models are 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 inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. The fair values of financial assets and liabilities as of December 31, 2010 and 2009 are disclosed in Note 27. Contingencies. The estimate of the probable costs for the resolution of possible claims has been developed in consultation with outside legal counsel handling the Companys defense in these matters and is based upon an analysis of potential results (see Note 30). Management and its legal counsel believe that the Company has substantial legal and factual bases for its position and is of the opinion that losses arising from these legal claims, if any, will not have a material adverse impact on the financial statements. There was no provision for contingencies in 2010, 2009 and 2008.
53
54
HTM Investments. HTM investments are quoted nonderivative financial assets with fixed or determinable payments and fixed maturities for which the Companys management has the positive intention and ability to hold to maturity. Where the Company 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 measured at amortized cost using the effective interest method, less impairment. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest method. The effective interest method amortization is included in interest income in the statements of comprehensive income. The losses arising from impairment are recognized in the statements of comprehensive income as interest expense. The Company has no financial assets classified as HTM investments as of December 31, 2010 and 2009. AFS Investments. AFS investments include equity and debt securities. Equity investments classified as AFS are those, which are neither classified as held for trading nor designated at FVPL. Debt securities in this category are those which are intended to be held for an indefinite period of time and which may be sold in response to needs for liquidity or in response to changes in the market conditions. After initial measurement, AFS investments are subsequently measured at fair value with unrealized gains or losses recognized as other comprehensive income in the AFS reserve until the financial asset is derecognized, at which time the cumulative gain or loss is recognized as an operating income, or determined to be impaired, at which time the cumulative loss is recognized in the statements of comprehensive income as finance costs and removed from the AFS reserve. The Companys investment in unlisted shares of stock is classified under this category (see Note 9). The Company acquired and holds the investment to earn dividends. The Company also intends to dispose the investment when the need arises. Financial Liabilities at FVPL. Financial liabilities are classified in this category if these result from trading activities or derivative transactions that are not accounted for as accounting hedges, or when the Company elects to designate a financial liability under this category. Gains and losses from fair value changes of liabilities classified as at FVPL are recognized in the statements of comprehensive income. Included in this category are the Companys derivative liabilities, shown under Trade and other payables account in the balance sheets (see Note 27). Other Financial Liabilities. This category pertains to financial liabilities that are not held for trading or not designated as at FVPL upon the inception of the liability. These include liabilities arising from operations or borrowings. Financial liabilities are recognized initially at fair value and are subsequently carried at amortized cost, taking into account the impact of applying the effective interest method of amortization (or accretion) for any related premium, discount and any directly attributable transaction costs. Gains and losses are recognized in the statements of comprehensive income when the loans and receivables are derecognized or impaired, as well as through the amortization process. This category includes trade and other payables (excluding derivative liabilities and payable to government agencies), acceptances payable, dividends payable and obligation under finance leases (see Note 27). Classification of Financial Instruments Between Debt and Equity A financial instrument is classified as debt if it provides for a contractual obligation to: deliver cash or another financial asset to another entity; or exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavorable to the Company; or 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. If the Company does not have an unconditional right to avoid delivering cash or another financial asset to settle its contractual obligation, the obligation meets the definition of a financial liability. Derivative Financial Instruments and Hedging Freestanding Derivatives. The Company uses derivative financial instruments such as forward contracts to hedge the risks associated with foreign currency fluctuations. Such derivative financial instruments are initially recognized at fair value on the date on which the derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative.
55
56
Assets Carried at Cost. If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument, the amount of the loss is measured as the difference between the assets carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. AFS Investments. For AFS investments, the Company assesses at each balance sheet date whether there is objective evidence that an investment or group of investments is impaired. In the case of equity investments classified as AFS, this would include a significant or prolonged decline in the fair value of the investments below its cost. Significant is to be evaluated against the original cost of the investment and prolonged against the period in which the fair value has been below its original cost. Where there is evidence of impairment, the cumulative loss which is measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognized in profit or loss, is removed from other comprehensive income and recognized in profit or loss. Impairment losses on equity investments are not reversed through profit or loss; increases in their fair value after impairment are recognized directly as other comprehensive income. In the case of debt instruments classified as AFS investments, impairment is assessed based on the same criteria as financial assets carried at amortized cost. However, the amount recorded for impairment is the cumulative loss measured as the difference between the amortized cost and the current fair value, less any impairment loss on that investment previously recognized in profit or loss. Future interest income is based on the reduced carrying amount of the asset and is accrued based on the rate of interest used to discount future cash flows for the purpose of measuring impairment loss. The interest income is recorded as part of finance income. If, in a subsequent year, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in other comprehensive income, the impairment loss is reversed through profit or loss. Offsetting of Financial Instruments Financial assets and financial liabilities are offset and the net amount is reported in the balance sheets if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously. This is not generally the case with master netting agreements, and the related assets and liabilities are presented gross in the balance sheets. Inventories Inventories are valued at the lower of cost and net realizable value. Costs incurred in bringing each product into its present location and condition are accounted for as follows: Finished goods cost includes direct materials, labor and a proportion of manufacturing overhead costs based on normal operating capacity using standard costing; and purchase cost using weighted average method.
Goods in transit, raw and packaging materials and spare parts, supplies and others
The net realizable value of finished goods is the estimated selling price in the ordinary course of business, less the estimated costs necessary to make the sale. The net realizable value of goods in transit, raw and packaging materials and spare parts, supplies and others is the current replacement cost. Property, Plant and Equipment Property, plant and equipment, except land, is stated at cost, excluding the costs of day-to-day servicing, less accumulated depreciation and amortization and any accumulated impairment in value. Cost includes the cost of replacing part of property, plant and equipment if such cost meets the recognition criteria. Land is stated at cost less any impairment in value. The initial cost of property, plant and equipment consists of its purchase price, including import duties, taxes and any directly attributable costs necessary in bringing the asset to its working condition and location for its intended use. Expenditures incurred after the item has been put into operation, such as repairs, maintenance and overhaul costs, are normally recognized as expense in the period such costs are incurred. When each major inspection is performed, its cost is recognized in the carrying amount of the property, plant and equipment as a replacement if the recognition criteria are satisfied. In situations where it can be clearly demonstrated that the expenditures have improved the condition of the asset beyond the originally assessed standard of performance, the expenditures are capitalized as additional costs of property, plant and equipment. Depreciation and amortization are computed using the straight-line method over the following estimated useful lives of the assets: Land improvements Buildings and leasehold improvements Machinery and equipment Transportation equipment Office furniture, fixtures and other equipment 20 years 15 years or term of the lease, whichever is shorter 10 years 35 years 3 years
57
58
The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared separately for each of the Companys cash-generating units to which the individual assets are allocated. These budgets and forecast calculations are generally covering a period of five years. For longer periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year. Impairment losses of continuing operations, including impairment on inventories, are recognized in the statements of comprehensive income in those expense categories consistent with the function of the impaired asset, except for a property previously revalued where the revaluation was taken to other comprehensive income. In this case, the impairment is also recognized in other comprehensive income up to the amount of any previous revaluation. Capital Stock Capital stock is measured at par value for all shares issued. Incremental costs incurred directly attributable to the issuance of new shares are shown in stockholders equity as a deduction from proceeds, net of tax. Proceeds and/or fair value of considerations received in excess of par value, if any, are recognized as additional paid-in capital. Treasury Stock Own equity instruments which are reacquired are deducted from stockholders equity. No gain or loss is recognized in the statements of comprehensive income on the purchase, sale, issuance or cancellation of the Companys own equity instruments. Any difference between the carrying amount and the consideration is recognized in additional paid-in capital. Revenue Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. The Company assesses its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. The Company has concluded that it is acting as a principal in all of its revenue arrangements. The following specific recognition criteria must also be met before revenue is recognized: Sales. Revenue is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer, which is normally upon delivery. Sales returns and sales discounts are deducted from sales to arrive at net sales shown in the statements of comprehensive income. Interest. Interest is recognized as the interest accrues, taking into account the effective yield on the related asset. Rent. Rental income arising from operating leases on investment properties is accounted for on a straight-line basis over the lease terms and included in revenue due to its operating nature. Dividend. Revenue is recognized when the Companys right as a shareholder to receive the payment is established. Costs and Expenses Cost of sales and operating expenses are recognized as incurred. 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. Company as Lessee. Leases which transfer to the Company substantially all the risks and benefits incidental to the ownership of the leased item are classified as finance leases and are recognized as assets and liabilities in the balance sheets at amounts equal, at the inception of the lease, to the fair value of the leased property or, if lower, at the present value of minimum lease payments. 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 directly charged against income. Leased assets are depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term. Leases which do not transfer to the Company substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as expense in the statements of comprehensive income on a straight-line basis over the lease term. Associated costs, such as maintenance and insurance, are expensed as incurred. Company as Lessor. Leases which do not transfer to the lessee substantially all the risks and benefits of ownership of the asset are classified as operating lease. Lease income from operating leases is recognized as income in the statements of comprehensive income on a straight-line basis over the lease term. Share-based Payment Transactions The key executives and members of management of the Company are granted options to purchase shares, subject to restrictions, terms and conditions provided in the Executive Employee Stock Option Plan (EESOP).
59
60
Deferred Tax. Deferred tax is provided, using the balance sheet liability method, on temporary differences at balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax liabilities are recognized for all taxable temporary differences, except when the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting income nor taxable income or loss. Deferred tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable income will be available against which the deductible temporary differences can be utilized except when the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting income nor taxable income or loss. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred tax assets to be utilized. Unrecognized deferred tax assets are reassessed at each balance sheet date and are recognized to the extent that it has become probable that future taxable income will allow the deferred tax assets to be recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at balance sheet date. Deferred tax relating to items recognized directly as other comprehensive income is not recognized in profit or loss. Deferred tax items are recognized in correlation to the underlying transaction either in profit or loss or directly in other comprehensive income. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to offset current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. Sales Tax. Revenue, expenses and assets are recognized, net of the amount of sales tax, except: where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case the sales tax is recognized as part of the cost of acquisition of the asset or as part of the expense item as applicable; and receivables and payables that are stated with the amount of sales tax included. The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of Prepaid expenses and other current assets or Trade and other payables accounts in the balance sheets. Provisions Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. 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. Where the Company expects a provision to be reimbursed, the reimbursement is recognized as a separate asset but only when the receipt of the reimbursement is virtually certain. Contingencies Contingent liabilities are not recognized in the financial statements. They are disclosed in the notes to financial statements unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the financial statements but are disclosed in the notes to financial statements when an inflow of economic benefits is probable. Events After the Reporting Period Post year-end events that provide additional information about the Companys position at reporting period (adjusting events) are reflected in the financial statements. Post year-end events that are not adjusting events are disclosed in the notes to financial statements when material. Earnings Per Share (EPS) Basic EPS is calculated by dividing the net income for the year by the weighted average number of shares outstanding during the year. Diluted EPS is computed by dividing net income by the weighted average number of shares outstanding during the year, adjusted for the effects of dilutive stock options. Stock options are deemed to have been converted into shares on the date when the options were granted.
61
Cash in banks earn interest at the respective bank deposit rates. Short-term deposits are made for varying periods of up to three months depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates. Interest income earned on cash in banks and short-term deposits amounted to P20.5 million, P18.4 million and P5.0 million in 2010, 2009 and 2008, respectively (see Note 19).
6. Short-term Investments
This account consists of investments in U.S. dollar time deposits with interest rates ranging from 0.88% to 2.25% and 1.25% to 2.40% in 2010 and 2009, respectively. Interest income earned from short-term investments amounted to P28.2 million and P6.2 million in 2010 and 2009, respectively and none in 2008 (see Note 19).
The terms and conditions of the above financial assets are as follows: Trade receivables are noninterest-bearing and are normally settled on a 30-day term. Advances to suppliers, non-trade and others are noninterest-bearing and are normally settled within the next financial year. The movements in the allowance for doubtful accounts are as follows: Individually Impaired P38,885,957 P38,885,957 Collectively Impaired P57,460,685 (635,800) P56,824,885 Total P96,346,642 (635,800) P95,710,842
62
8. Inventories
This account consists of: 2010 At cost: Finished goods Goods in transit At net realizable value: Raw and packaging materials Spare parts, supplies and others P544,088,607 643,539,927 827,537,724 102,504,214 P2,117,670,472 2009 P232,317,108 335,496,014 481,673,471 103,694,800 P1,153,181,393
The cost of raw and packaging materials amounted to P866.4 million and P515.1 million as of December 31, 2010 and 2009, respectively. The cost of spare parts, supplies and others amounted to P155.7 million and P128.3 million as of December 31, 2010 and 2009, respectively.
9. Available-for-Sale Investments
This account consists of investments in unlisted shares of stock. The shares are unquoted and there are no reliable sources of fair market values. Consequently, the investments are stated at cost. Dividend income earned from these investments amounted to P0.001 million and P0.885 million in 2010 and 2008, respectively. There was no dividend income earned in 2009.
Additions P704,420 10,404,176 82,522,624 21,615,634 15,674,181 130,921,035 2,685,079 40,847,077 135,444,642 21,582,198 9,223,142 209,782,138 54,455,722 (133,316,825) 19,998,018 209,817,237 P96,498,430
63
There was no capitalized interest in 2010, 2009 and 2008. In 2010, the Company recognized an impairment loss on certain idle machinery and equipment amounting to P54.5 million. The cost of fully depreciated property, plant and equipment that is still in use amounted to P613.5 million and P601.1 million as of December 31, 2010 and 2009, respectively.
Trademarks have indefinite useful life. The remaining amortization life of license brands and computer software license are 6.3 years and 0.7 years, respectively.
64
The terms and conditions of the above liabilities follow: Trade payables are noninterest-bearing and are normally settled on 60day term. Accruals, payable to government agencies and other payables are normally settled within the next financial year. Derivative liabilities arise from currency forward contracts outstanding as at balance sheet date.
65
66
67
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. These are reflected in the principal assumptions below. The principal assumptions used in determining pension obligations of the Companys plan are shown below: Discount rate Expected rate of return on plan assets Salary increase rate The amounts for current and previous periods are as follows: Fair value of plan assets Defined benefit obligation Surplus (Deficit) The amounts of experience adjustments are as follows: 2010 Gain (loss) on experience adjustments on: Pension obligation Plan assets (P90,150,574) 27,369,326 2009 P (4,067,790) 2008 P37,089,149 (8,547,110) 2007 P (12,568,744) 2006 P25,706,300 27,606,000 2010 P479,697,500 (486,786,900) (P7,089,400) 2009 P470,344,174 (410,228,026) P60,116,148 2008 P438,518,800 (371,527,400) P66,991,400 2007 P414,273,710 (372,739,549) P41,534,161 2006 P388,715,700 (342,306,100) P46,409,600 2010 7.25% 8.65% 9.25% 2009 10% 9.3% 8% 2008 10% 9.3% 8%
The Company expects to contribute P19.5 million to the fund in 2011. The expected benefit payments in 2011 amounted to P10.1 million.
68
Accrued expenses mainly represent accruals for outside services and other expenses for which the related withholding taxes have not yet been remitted by the Company to the Bureau of Internal Revenue (BIR). The reconciliation between the statutory tax rates and the Companys effective tax rates on income before income tax is as follows: 2010 Provision for income tax at statutory income tax rate Income tax effects of: Income tax holiday (see Note 29) Interest income subjected to final tax Nondeductible interest expense Dividend income exempt from tax Change in enacted tax rates and others Effective income tax rate 30.00% (7.64% ) (0.63% ) 0.03% 0.53% 22.29% 2009 30.00% (10.77%) (0.43%) 0.08% (0.48%) 18.40% 2008 35.00% (4.24%) (0.40%) 0.21% (0.07%) 2.38% 32.88%
In 2009, the corporate income tax rate was reduced from 35% to 30% in accordance with Republic Act No. 9337. The change in enacted tax rates was considered in the computation of deferred income tax.
Vesting Expiration
The BOD granted additional shares of 2,100,000 and 4,740,000 in 2010 and 2008, respectively, for the EESOP with the same provisions as the previous EESOP. There have been no cancellations or modifications to the EESOP in 2010 and 2009.
69
Balance at beginning of year Exercised during the year (see Note 13) Additional shares granted during the year Expired during the year Forfeited during the year Balance at end of year (see Note 23) Exercisable at end of year
The options that have been exercised have an exercise price ranging from P3.53 to P7.40 in 2010, P3.53 to P4.50 in 2009 and P3.18 to P4.50 in 2008. The average fair value of the shares as of the exercise dates was P10.09 in 2010, P6.34 in 2009 and P5.15 in 2008. Options not exercised from the 2007 grant of 180,000 shares and 2005 grant of 700,000 shares expired in 2010 and 2008, respectively. No options expired in 2009. Options forfeited from the 2010 grant of 40,000 shares were due to the resignation of a grantee in 2010. The weighted average remaining contractual life for the outstanding share options is 2 years as of December 31, 2010. The fair value of the option was determined using the option pricing model, taking into account the terms and conditions upon which the options were granted. The dates of grant were May 4, 2010 and May 5, 2008. The following table lists the inputs to the model used as of the grant date: Dividend yield Historical daily volatility Risk-free interest rate risk Expected daily volatility Weighted average share price 2010 3.21% 2.00% 4.04% to 5.48% 2.00% P6.23 2008 5.76% 2.00% 4.12% to 7.83% 2.00% P5.21
The expected life of the share options is based on historical data and current expectations and is not necessarily indicative of exercise patterns that may occur. The expected daily volatility reflects the assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual outcome.
70
GenOSI WDC
Nature of Transactions Sale of raw material inventories and share in corporate expenses Rent and share in corporate expenses
*Included under Trade and other receivables account in the balance sheets. b. The Company has a five-year and ten-year lease agreements with WDC starting March 1, 2010 and September 22, 2009 for the renewed lease of provincial office space and a parcel of land, respectively. The annual lease payments for the whole term of the lease of provincial space amounted to P1.2 million in 2010 and P0.6 million in 2009 and 2008. Rent expense for the parcel of land amounted to P1.2 million and P0.3 million in 2010 and 2009, respectively. The Company leases the land where its manufacturing plant is situated from Alaska Milk Corporation Retirement Plan (AMC Retirement Plan) for a period of 25 years starting November 9, 2004. The annual lease payments for the whole term of the lease amount to P15.6 million. On January 1, 2006, the Company entered into another 25 years lease agreement with AMC Retirement Plan for the lease of land adjacent to where the manufacturing plant is situated. The lease is renewable at the option of the Company. Rent expense amounted to P13.2 million in 2010, 2009 and 2008. d. The Company recognizes incentives to the members of the BOD, management and employees based on a certain percentage of operating income, which amounted to P135.4 million in 2010, P110.0 million in 2009 and P27.0 million in 2008. The compensation of key management personnel of the Company, by benefit type, follows: Short-term employee benefits Post-retirement benefits Share-based payments 2010 P131,812,643 27,570,286 4,037,969 P163,420,898 2009 P114,575,145 4,708,758 2,014,890 P121,298,793 2008 P86,279,910 1,704,608 2,115,148 P90,099,666
c.
e.
25. Agreements
License and Purchase Agreements On April 16, 2007, the Company signed a license agreement with Socit Des Produits Nestl S.A. (Nestl) granting the Company an exclusive license to manufacture and sell Nestles Carnation and Milkmaid brands for canned milk products. Royalty expense is computed at 5% of net sales. On the same date, the Company also acquired the liquid milk trademarks from Nestl. Distribution Agreement On August 18, 2005, the Company entered into a Distribution Agreement with Kellogg Asia Marketing, Inc. (Kellogg), designating the Company as distributor of Kellogg products within the territory specified in the agreement. In consideration of the services rendered by the Company, Kellogg shall pay the Company a fee equivalent to a certain percentage of the price list to trade as stated in the agreement. The agreement was discontinued in May 2010.
71
The Company has a lease agreement with a third party for the lease of land and warehouse in Cainta, which expired on September 30, 2008.
expense amounted to P6.2 million in 2008.
Rent
The Company has lease agreements with various third parties for the lease of land and warehouse in different provinces for a period of one (1) year,
automatically renewable every year. Rent expense amounted to P7.1 million in 2010, P6.8 million in 2009 and P7.8 million in 2008.
In 2009, the Company has cancellable lease agreements with third parties for the lease of pallets and a provincial warehouse for a period of more than
one (1) year. Rent expense amounted to P12.1 million and P7.4 million in 2010 and 2009, respectively.
On October 23, 2007, the Company entered into a 7-year finance lease agreement with Tetra Pak Philippines, Inc. for a packaging equipment at a total
consideration of US$0.7 million or P31.3 million, discounted at 5.8% per annum based on treasury bill rate. Also, on February 1, 2010, the Company entered into a 6-year finance lease with Tetra Pak Philippines, Inc. for another packaging equipment for a total consideration of US$0.3 million or P12.9 million, discounted at 6.6% per annum based on treasury bill rate. The aggregate interest expense on obligation under finance leases amounted to P2.1 million and P1.9 million in 2010 and 2009, respectively. The packaging equipment were received on September 26, 2008 and November 30, 2010 for the 7-year and 6-year finance lease agreements, respectively. The related liabilities were shown as obligation under finance leases in the balance sheets amounting to P35.9 million and P31.5 million as of December 31, 2010 and 2009, respectively. Future and present values of lease payments are as follows: Minimum Payments P8,403,024 30,442,662 2,393,217 41,238,903 5,373,066 35,865,837 7,227,315 P28,638,522 2010 Present Value of Payments P7,227,315 11,263,594 17,374,928 35,865,837 35,865,837 7,227,315 P28,638,522 2009 Minimum Payments P4,019,227 16,442,291 16,147,112 36,608,630 5,124,155 31,484,475 4,019,227 P27,465,248 Present Value of Payments P4,019,227 12,792,236 14,673,012 31,484,475 31,484,475 4,019,227 P27,465,248
Within one year After one year but not more than five years More than five years Total minimum lease payments Less: Total interest expense Present value of minimum lease payments Less: Current portion Noncurrent portion
As of December 31, 2010 and 2009, the aggregate carrying value of packaging equipment amounted to P34.9 million and P24.5 million, respectively. As Lessor
The Company leased a condominium property for a period of three (3) years until March 31, 2008.
February 29, 2008. Rent income amounted to P0.3 million in 2008.
The Company had a lease agreement with a third party for the lease of a condominium property for a period of one (1) year until February 29, 2008.
In 2008, the Company sold the condominium property. Rent income amounted to P0.2 million in 2008. The Company has no lease agreements as lessor in 2010 and 2009.
72
The main risks arising from the Companys financial instruments are foreign currency risk, credit risk, interest rate risk and liquidity risk. The BOD and management review and agree on the policies for managing each of these risks and they are summarized below. Foreign Currency Risk The Companys exposure to foreign currency risk pertains to foreign-currency denominated monetary assets and liabilities. The Companys financial position or performance can be affected by the movements in the P/US$ exchange rates. The following table shows the Companys foreign currency-denominated monetary assets and liabilities and their Philippine Peso equivalents as at December 31: US$ Current financial assets: Cash and cash equivalents Short-term investments Trade and other receivables Current financial liabilities: Acceptances payable Obligation under finance leases (including noncurrent portion and accrued interest) Net financial assets $277,082 41,833,574 672,330 42,782,986 16,076,243 818,108 16,894,351 $25,888,635 2010 PhP P12,147,275 1,833,983,891 29,474,947 1,875,606,113 704,782,480 35,865,837 740,648,317 P1,134,957,796 2009 US$ $3,890,416 22,609,599 1,570,193 28,070,208 12,123,913 681,482 12,805,395 $15,264,813 PhP P179,737,219 1,044,563,465 72,542,917 1,296,843,601 560,124,762 31,484,475 591,609,237 P705,234,364
In translating the foreign currency-denominated monetary assets and liabilities into Philippine Peso amounts, the exchange rates used were P43.84 to US$1.00 and P46.20 to US$1.00, the Philippine Peso to U.S. Dollar exchange rates as at December 31, 2010 and 2009, respectively. To manage foreign currency risks, stabilize cash flows and improve investment and cash flow planning, the Company enters into currency forward contracts aimed at reducing and/or managing the adverse impact of changes in foreign exchange rates on operating results and cash flows. The following table demonstrates the sensitivity to a reasonably possible change in US$ exchange rate, with all other variables held constant, of the Companys income before income tax and management incentive bonus (due to revaluation of monetary assets and liabilities). There is no impact on stockholders equity other than those already affecting profit or loss: Effect on Income Before Income Tax and Management Incentive Bonus P17.1 million increase 4.3 million decrease
2010 2009
A movement in the opposite direction would have increased/decreased income before income tax and management incentive bonus by the same amount. The decrease in P to US$ rate means stronger Philippine Peso against the U.S. Dollar while an increase in P to US$ rate means stronger US Dollar against the Philippine Peso. In 2009, the impact of the outstanding foreign currency forward contracts is immaterial. Credit Risk The Company trades only with recognized, creditworthy third parties. It is the Companys policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Companys exposure to bad debts is not significant. The Company does not grant credit terms without the specific approval of the credit departments under the direction of credit committee. Moreover, the credit committee regularly reviews the age and status of outstanding accounts receivable. There are no significant concentrations of credit risk. The Companys exposure to credit risk arises from default of the counterparties, with a maximum exposure equal to the carrying amount of financial assets of the Company, which comprise cash and cash equivalents, short-term investments, AFS investments, trade and other receivables and receivable from Meralco.
73
Cash and cash equivalents* Short-term investments AFS investments Trade and other receivables: Trade Advances to suppliers Non-trade and others
*Excluding cash on hand.
Cash and cash equivalents* Short-term investments AFS investments Trade and other receivables: Trade Advances to suppliers Non-trade and others Receivable from Meralco**
Neither Past Due nor Impaired P855,516,202 1,044,563,465 2,556,403 579,990,947 84,682,312 47,196,392 3,296,039 P2,617,801,760
2009 Past Due but Not Impaired <30 Days 30-60 Days P 160,032,052 P160,032,052 Impaired P 90,720,427 5,626,215 P96,346,642 Total P855,516,202 1,044,563,465 2,556,403 849,112,452 84,682,312 52,822,607 3,296,039 P2,892,549,480
18,369,026 P18,369,026
** Excluding cash on hand. ** Included under Trade and other receivables account in the 2009 balance sheet.
As of December 31, 2010 and 2009, the credit quality of the Companys financial assets is as follows: 2010
Cash and cash equivalents* Short-term investments AFS investments Trade and other receivables
* Excluding cash on hand.
Neither Past Due Nor Impaired High Grade Standard Grade P1,108,985,482 P 1,833,983,891 2,556,403 349,877,424 201,080,928 P3,292,846,797 P203,637,331
Cash and cash equivalents* Short-term investments AFS investments Trade and other receivables Receivable from Meralco**
Neither Past Due Nor Impaired High Grade Standard Grade P P855,516,202 1,044,563,465 2,556,403 482,788,190 229,081,461 3,296,039 P2,382,867,857 P234,933,903
2009
** Excluding cash on hand. ** Included under Trade and other receivables account in the 2009 balance sheet.
High grade receivables are from key accounts and wholesalers who are highly reputable, progressive and consistently pay before their maturity dates. Standard grade receivables are from other key accounts and medium-sized customers that normally pay within their due dates, while those with past due or impaired accounts are from customers who exceeded their credit terms.
74
Cash and cash equivalents and short-term investments are considered high grade as management deals only with top banks in the Philippines. AFS investments are considered standard grade by management as these are realized upon sale when the need arises. All other financial assets were assessed by management as standard grade as these are realized within the normal terms. Interest Rate Risk Interest rate risk arises on interest-bearing financial instruments recognized in the balance sheets. The Company ensures that all interest-bearing loans and borrowings are either short-term or made at a fixed rate of interest. The Company is no longer exposed to interest rate risk as of December 31, 2010 and 2009. As of December 31, 2008, the Companys bank loans have floating interest rates but payable within one month after the balance sheet date. Hence, the Company is not sensitive to interest rate changes. Liquidity Risk The Companys exposure to liquidity risk pertains to difficulty in raising funds to meet obligations associated with financial liabilities. The Companys objective is to maintain a balance between continuity and flexibility through the use of internally generated funds and banks. The Company regularly evaluates its projected and actual cash flow information and continuously assess conditions in the financial markets. The Companys financial assets, which have maturity of less than 12 months and used to meet its short term liquidity needs, are cash and cash equivalents and short-term investments amounting to P2,944.6 million and P1,901.6 million as of December 31, 2010 and 2009, respectively. The tables below summarize the maturity profile of the Companys financial liabilities based on contractual undiscounted payments as of December 31: 2010 3 to 12 Months P105,579,413 8,403,024 P113,982,437 Over 1 Year P 32,835,879 P32,835,879 Total P2,044,708,111 704,782,480 125,099,266 41,238,903 P2,915,828,760
Trade and other payables* Acceptances payable Dividends payable Obligation under finance leases (including current portion)
On Demand P P
* Excluding payable to government agencies amounting to P51.3 million, which is not considered as a financial liability.
Trade and other payables* Acceptances payable Dividends payable Obligation under finance lease (including current portion)
On Demand P P
2009 3 to 12 Months P160,157,339 4,019,227 P164,176,566 Over 1 Year P 32,589,403 P32,589,403 Total P1,765,695,219 560,124,762 52,097,499 36,608,630 P2,414,526,110
* Excluding payable to government agencies amounting to P74.1 million, which is not considered as a financial liability.
Capital Management The primary objective of the Companys 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 Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, payoff existing debts, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the years ended December 31, 2010 and 2009. The Company monitors its capital gearing by measuring the ratio of debt to total stockholders equity. Debt includes bank loans, trade and other payables, acceptances payable, dividends payable and obligation under finance leases. The Companys policy is to keep the gearing ratio at 70:30. As of December 31, 2010 and 2009, the Companys ratios of debt to total stockholders equity are 33:67 and 35:65, respectively.
75
Trade and other payables Acceptances payable Dividends payable Obligation under finance leases (including current portion) Total debt (a) Total stockholders equity Total debt and stockholders equity (b) Gearing ratio (a/b)
Financial Assets Loans and receivables: Cash and cash equivalents Short-term investments Trade and other receivables Receivable from Meralco (see Note 30) AFS investments Financial Liabilities Financial liabilities at FVPL - derivative liabilities (see Note 12) Other financial liabilities: Trade and other payables* Acceptances payable Dividends payable Obligation under finance leases
* Excluding payable to government agencies amounting to P51.3 million and P74.1 million as of December 31, 2010 and 2009, respectively, the amounts of which are not considered as financial liabilities. The balance also excludes derivative liabilities amounting to P0.4 million as of December 31, 2009 the amounts of which are considered as financial liabilities at FVPL.
Cash and Cash Equivalents, Short-term Investments, Trade and Other Receivables, Trade and Other Payables, Acceptances Payables and Dividends Payable. The carrying values of these financial assets and liabilities approximate their fair values primarily due to the short-term nature of these financial instruments. AFS Investments. AFS investments consist of unquoted shares of stock. Consequently, the investments are carried at cost less any allowance for impairment losses because fair value cannot be measured reliably due to the unpredictable nature of cash flows and lack of suitable methods of arriving at a reliable fair value. Receivable from Meralco. Receivable from Meralco pertains to Meralco refund as disclosed in Note 30. Due to its short-term nature, the carrying value of the receivable approximates its fair value in 2009. Obligation under Finance Leases. The estimated fair value is based on the discounted value of future cash flows using applicable rates for similar types of instruments. Discount rates used were 3.5% to 6.2% and 5.6% to 7.6% as of December 31, 2010 and 2009, respectively. Derivative Liabilities. The fair value is based on quotes provided by counterparty bank.
76
Fair Value Hierarchy The Company 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. There were no financial instruments measured and carried at fair value as of December 31, 2010. In 2009, the only financial instrument of the Company measured and carried at fair value pertains to derivative liabilities from its outstanding currency forward contracts. These are classified under Level 2 in the fair value hierarchy. There were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out of Level 3 fair value measurements during the years ended December 31, 2010 and 2009. Derivative Instruments The Company uses short-term forward contracts to manage its foreign currency exposure arising from importations. As of December 31, 2009, the Company has outstanding buy US$/sell P forward transactions with total notional amount of US$385,000 and weighted average forward rate of P47.30:$1.00. These forward contracts matured on various dates in 2010. The net negative fair value of the outstanding forward contracts as of December 31, 2009 amounted to P0.40 million. The movements in fair value of derivative instruments follow: 2010 (P404,382) 1,030,407 (626,025) P 2009 (P514,571) 4,001,715 (3,891,526) (P404,382)
Balance at beginning of year Net changes in fair value during the year [included in foreign exchange gain (loss) account in the statements of comprehensive income] Fair value of settled contracts Balance at end of year
77
Taxable Sales: Sale of goods Sale of services Commissions Leasing income Others Zero-rated Sales Exempt Sales
Zero-rated sales of goods and services consists of those rendered to persons or entities whose exemptions are provided under special laws or international agreements to which the Philippines is a signatory.
78
b.
Balance at January 1 Current years domestic purchases/payments or importations for: Goods for resale/manufacture or further processing Goods other than for resale or manufacture Capital goods subject to amortization Capital goods not subject to amortization Services ledged under cost of goods sold Services lodged under other accounts Claims for tax credit/refund and other adjustments Total claims at December 31 Unamortized input VAT for carryover in 2011 Information on the Companys importations for 2010
Total landed cost of imports Customs duties/Tariffs Others Balance at December 31, 2010 Other Taxes and Licenses for 2010 Taxes and licenses, local and national, include real estate taxes, licenses and permit fees for 2010: Included in Cost of Sales Excise taxes Gross receipt tax Documentary stamp taxes Fringe benefits taxes Real estate taxes License and permits fees Others Total Included in Operating Expenses Excise taxes Documentary stamp taxes Fringe benefits taxes Real estate taxes License and permits fees Others
P 82,970 1,104 52,597 P136,671 18,485 12,120,670 3,742,508 19,283,004 121,196 35,285,863 P35,422,534
Withholding Taxes Withholding taxes on compensation and benefits Expanded withholding taxes Final withholding taxes Tax Assessments and Cases The Company has no ongoing tax assessments and cases as of December 31, 2010. P95,977,583 75,053,413 86,361,279 P257,392,275
79
Production Facilities
San Pedro Complex Magsaysay Road San Pedro, Laguna, Philippines Tel. Nos. : (632) 847-8001 to 10 Fax No. : (632) 808-2424
Investor Relations
6th Floor Corinthian Plaza 121 Paseo de Roxas, Makati City, Philippines Tel. Nos. : (632) 840-4500 (632) 840-5921 to 39 Fax No. : (632) 894-4929 E-mail: investorrelations@alaskamilk.com.ph
Legal Counsel
Esguerra & Blanco Law Offices 4th Floor S&L Building Dela Rosa corner Esteban Streets Legaspi Village, Makati City, Philippines
Stock Listing
Philippine Stock Exchange Ticker Symbol: AMC
Independent Auditor
Sycip Gorres Velayo & Co. 6760 Ayala Avenue Makati City, Philippines
80
81
6/F Corinthian Plaza, 121 Paseo de Roxas, Makati City, Philippines Tel. Nos.: (632) 840-4500, 840-5921 up to 39 I Fax: (632) 894-4929 www.alaskamilk.com.ph