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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of _February, 2005
GRUPO IUSACELL, S.A. de C.V.
-----------------------------------------------
(Translation of registrant's name into English)
Montes Urales 460
Col. Lomas de Chapultepec, Deleg. Miguel Hidalgo
11000, Mexico D.F.
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(Address of principal executive office)
Indicate by check mark whether the registrant files or will fill annual reports
under cover of Form 20-F or Form 40-F: Form 20-F [X] Form 40-F [ ]
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g-3-2(b) under the Securities and Exchange Act of
1934. Yes [ ] No [X]
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Documents Furnished By the Registrant
1. Press Release of the Registrant dated February 21, 2004
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GRUPO IUSACELL, S.A. DE C.V.
Date: February 21, 2004 /s/ Fernando Cabrera
-------------------------------
Name: Fernando Cabrera
Title: Attorney in fact
/s/ Jose Luis Riera
-------------------------------
Name: Jose Luis Riera
Title: Attorney in fact
2
INVESTOR CONTACTS
[LOGO OF IUSACELL]
PENSAMOS EN TI Jose Luis Riera K.
Chief Financial Officer
5109-5927
J. Victor Ferrer V
Finance Manager
5109-5927
vferrer@iusacell.com.mx
FOURTH QUARTER 2004 RESULTS
MEXICO CITY, February 18, 2004 - Grupo Iusacell, S.A. de C.V. (NYSE: CEL) (BMV:
CEL) (Iusacell or the Company) today announced unaudited financial results for
the fourth quarter 2004/1/.
Grupo Iusacell recorded a 6% growth in revenue to Ps$1,422 million for the
fourth quarter of 2004, compared to Ps$1,343 million for the same period in
2003. For the year 2004, the Company recorded a 9% revenue growth to Ps$5,431
million, compared to Ps$4,984 million for the previous year.
Operating income before depreciation and amortization decreased to Ps$43 million
for the fourth quarter 2004 from Ps$91 million for the corresponding 2003
period. However, Iusacell increased operating income before depreciation and
amortization to Ps$654 million in the year 2004, representing an increase of
Ps$95 million over 2003. This reduced the fourth quarter's net loss to Ps$363
million compared to a Ps1,386-million net loss in the fourth quarter of 2003,
and also reduced the year's net loss to Ps$1,989 million, compared to a Ps$4,953
million net loss reported for 2003.
Grupo Iusacell ended the year with a subscriber base of 1.46 million, up 15%
from 2003.
Highlights:
Million of Pesos/1/, except percentages
4Q 4Q Change 12M 12M Change
2003 2004 % 2003 2004 %
------ ------ -------- ------- ------ --------
Revenue 1,343 1,422 6% 4,984 5,431 9%
Total Cost 732 883 21% 2,523 3,216 27%
Operating Expenses 520 496 -5% 1,904 1,561 -18%
Operating Income before
depreciation and amortization 91 43 -53% 558 654 17%
Income (loss) Net (1,386) (363) -74% (4,953) (1,989) -60%
/1/ Constant December 31,2004 pesos.
----------
/1/ Unless otherwise noted, all monetary figures are expressed in Mexican
pesos as of December 31, 2004 in accordance to Mexican GAAP. The symbols "Ps$"
and "US$" refer to Mexican pesos and U.S. dollars, respectively.
Revenues for the fourth quarter 2004 increased 6% to Ps$1,422 million, from
Ps$1,343 million for the same period in 2003. For the year 2004, revenues
increased 9% to Ps$5,431 million, from Ps$4,984 million in 2003, mainly
reflecting an increase in service revenues as a result of (1) an increase in
postpaid revenues, (2) an increase in airtime sales, (3) a higher subscriber
base and (4) an increase in telephone sales.
During the fourth quarter 2004, total costs increased 21% to Ps$883 million as
compared to Ps$732 million during the same period the previous year. For the
year, total costs increased 27% over 2003. The increase resulted mainly from (1)
a higher subsidy for terminals, (2) cost increase associated with larger gross
additions and (3) the obsolescence of certain telephone models which, according
to company policies, were charged to results of operations.
For the fourth quarter of 2004, operating expenses reached Ps$496 million, which
was 5% lower than the Ps$520 million recorded for the fourth quarter 2003. For
the full year 2004, the Company reported an 18% decrease to Ps$1,561 million, as
compared to Ps$1,904 million in 2003.
Iusacell reported operating income before depreciation and amortization of Ps$43
million for the fourth quarter of 2004, a 53% reduction over Ps$91 million for
the corresponding quarter in 2003, mainly as a result of a quarterly increase in
sales costs and a reduction in handset revenues and tower sales. In spite of
this, however, the Company ended 2004 with operating income before depreciation
and amortization of Ps$654 million, up 17% from the Ps$558 million recorded for
2003.
Quarterly net loss fell to Ps$363 million as compared to a Ps$1,386 million loss
in the corresponding quarter in 2003. For the year, the Company reported a 60%
reduction in net loss, going from Ps$4,953 million in 2003 to Ps$1,989 million
in 2004.
In the last quarter of 2004, the Company invested approximately US$9 million.
Combined with US$31 million invested in previous quarters, Iusacell invested a
total of approximately US$40 million in 2004, which mainly went toward expanding
the capacity and coverage area of Iusacell's 3G network.
RECENT EVENTS
NATIONWIDE LAUNCH OF PUSH TO TALK (PTT)
As announced in the third quarter of 2004, Iusacell launched the RADIO PLUS
service, better known as Push to Talk or PTT, in Mexico's region 8. However,
during the last quarter of 2004, the Company launched this service nationwide,
giving customers immediate and unlimited connection to Iusacell coverage areas
in radio mode and allowing them to experience direct one-button communication
with up to five people at a time, with no long-distance or roaming charges.
TOWER SALES
During the fourth quarter of 2004, the Company sold and leased back 29 towers to
MATC, for approximately Ps$67 million in net revenue, which was completely
reinvested in Company operations.
DEBT RESTRUCTURING
The Company continues negotiations with various creditors in an effort to reach
a comprehensive debt restructuring agreement in the shortest time possible.
4
* * * * * * * * * *
ABOUT IUSACELL
Grupo Iusacell, S.A. de C.V. (Iusacell, NYSE and BMV: CEL) is a wireless
cellular and PCS service provider in Mexico encompassing a total of
approximately 92 million POPs, representing approximately 90% of the country's
total population.
Independent of the negotiations towards the restructuring of its debt, Iusacell
reinforces its commitment with customers, employees and suppliers and guarantees
the highest quality standards in its daily operations offering more and better
voice communication and data services through state-of-the-art technology, such
as its new 3G network, throughout all of the regions in which it operate.
LEGAL DISCLAIMER
Grupo Iusacell, S.A. de C.V. quarterly reports and all other written materials
may from time to time contain statements about expected future events and
financial results that are forward-looking and subject to risks and
uncertainties. For those statements, the Company claims the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. Discussion of factors that may affect future
results is contained in our filings with the Securities and Exchange Commission.
Attached are the Consolidated Income Statements of each of Grupo Iusacell, S.A.
de C.V. and Grupo Iusacell Celular, S.A. de C.V. for the three-month and
twelve-month periods ended December 31, 2004, and the Consolidated Balance Sheet
of Grupo Iusacell, S.A. de C.V. and Grupo Iusacell Celular, S.A. de C.V. at
December 31, 2004.
5
GRUPO IUSACELL CONSOLIDATED BALANCE SHEET
COMPARISON OF FOURTH QUARTER 2004 WITH FOURTH QUARTER 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
4Q04 4Q03 4Q04/4Q03
------------------------- ------------------------ -----------
ASSETS
Current Assets
Cash and marketable securities 3,953 0.0% 6,116 0.0% -35.4%
Accounts receivable, net 339,820 3.1% 529,833 4.3% -35.9%
Related parties 41,540 0.4% 8,832 0.1% 370.3%
Recoverable taxes and other 314,444 2.9% 368,826 3.0% -14.7%
Inventories 329,401 3.0% 269,281 2.2% 22.3%
TOTAL CURRENT ASSETS 1,029,158 9.4% 1,182,888 9.5% -13.0%
Property and equipment, net 7,072,180 64.4% 8,088,115 65.0% -12.6%
Excess of cost of investments
in subsidiaries over book
value, net 1,796,320 16.4% 2,011,327 16.2% -10.7%
Other assets 1,076,618 9.8% 1,152,976 9.3% -6.6%
TOTAL ASSETS 10,974,276 100.0% 12,435,306 100.0% -11.7%
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current Liabilities
Accrued liabilities 2,556,495 23.3% 1,548,634 12.5% 65.1%
Related parties 371,397 3.4% 103,228 0.8% 259.8%
Accounts payable 336,086 3.1% 472,979 3.8% -28.9%
Short-term debt 8,833,814 80.5% 9,358,960 75.3% -5.6%
TOTAL CURRENT LIABILITIES 12,097,792 110.2% 11,483,801 92.3% 5.3%
Non-current liabilities 25,196 0.2% 98,110 0.8% -74.3%
TOTAL LIABILITIES 12,122,988 110.5% 11,581,911 93.1% 4.7%
Minority interest -69,546 -0.6% -50,532 -0.4% 37.6%
Shareholders' Equity
Capital stock 7,815,072 71.2% 7,809,003 62.8% 0.1%
Legal reserve 21,947 0.2% 21,947 0.2% 0.0%
Capital contributions 1,536,698 14.0% 1,536,698 12.4% 0.0%
Net loss -1,989,162 -18.1% -4,953,125 -39.8% -59.8%
Accumulated earnings from prior
years -8,691,372 -79.2% -3,738,247 -30.1% -132.5%
Excess from restatement of
shareholders' equity 227,651 2.1% 227,651 1.8% 0.0%
TOTAL SHAREHOLDERS' EQUITY -1,079,166 -9.8% 903,927 7.3% -219.4%
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 10,974,276 100.0% 12,435,306 100.0% -11.7%
6
GRUPO IUSACELL CONSOLIDATED INCOME STATEMENT
COMPARISON OF FOURTH QUARTER 2004 WITH FOURTH QUARTER 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
4Q04 4Q03 4Q04/4Q03
------------------------- ------------------------- -----------
REVENUE
Service 1,276,800 89.8% 1,027,966 76.6% 24.2%
Equipment sales and other 144,787 10.2% 314,785 23.4% -54.0%
TOTAL REVENUE 1,421,587 100.0% 1,342,751 100.0% 5.9%
Cost of services 479,662 33.7% 423,504 31.5% 13.3%
Other costs 403,199 28.4% 308,365 23.0% 30.8%
TOTAL COSTS 882,861 62.1% 731,869 54.5% 20.6%
GROSS MARGIN 538,726 37.9% 610,882 45.5% -11.8%
Sales & Advertising expenses 421,535 29.7% 449,080 33.4% -6.1%
General and administrative expenses 141,266 9.9% 164,200 12.2% -14.0%
Other income -66,841 -4.7% -93,152 -6.9% -28.2%
TOTAL OPERATING EXPENSES 495,960 34.9% 520,128 38.7% -4.6%
EBITDA 42,766 3.0% 90,754 6.8% -52.9%
Depreciation and amortization 454,084 31.9% 519,797 38.7% -12.6%
OPERATING LOSS -411,318 -28.9% -429,043 -32.0% -4.1%
Other (income) expense 16,871 1.2% 204,251 15.2% -91.7%
Interest expense, net 289,385 20.4% 258,394 19.2% 12.0%
Foreign exchange loss (gain) -230,569 -16.2% 195,410 14.6% -218.0%
Monetary gain -125,021 -8.8% -168,094 -12.5% -25.6%
INTEGRAL FINANCING COST -66,205 -4.7% 285,710 21.3% -123.2%
LOSS BEFORE TAXES AND
STATUTORY PROFIT SHARING COST -361,984 -25.5% -919,004 -68.4% -60.6%
Equity in income (losses) of subsidiaries 13,244 0.9% -85 0.0% -
Taxes -15,217 -1.1% 42,606 3.2% -135.7%
Extraordinary items 5,784 0.4% 425,704 31.7% -98.6%
NET LOSS BEFORE
MINORITY INTEREST -365,795 -25.7% -1,387,229 -103.3% -73.6%
Minority interest -3,180 -0.2% -1,299 -0.1% 144.8%
NET LOSS -362,615 -25.5% -1,385,930 -103.2% -73.8%
7
GRUPO IUSACELL CONSOLIDATED INCOME STATEMENT
COMPARISON OF TWELVE MONTHS 2004 WITH TWELVE MONTHS 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
12M 2004 12M 2003 2004/2003
------------------------- ------------------------- -----------
REVENUE
Service 4,780,562 88.0% 4,406,851 88.4% 8.5%
Equipment sales and other 650,835 12.0% 577,605 11.6% 12.7%
TOTAL REVENUE 5,431,397 100.0% 4,984,456 100.0% 9.0%
Cost of services 1,847,255 34.0% 1,576,426 31.6% 17.2%
Other costs 1,369,125 25.2% 946,306 19.0% 44.7%
TOTAL COSTS 3,216,380 59.2% 2,522,732 50.6% 27.5%
GROSS MARGIN 2,215,017 40.8% 2,461,724 49.4% -10.0%
Sales & Advertising expenses 1,338,171 24.6% 1,380,640 27.7% -3.1%
General and administrative expenses 431,014 7.9% 616,023 12.4% -30.0%
Other income -207,929 -3.8% -93,152 -1.9% 123.2%
TOTAL OPERATING EXPENSES 1,561,256 28.7% 1,903,511 38.2% -18.0%
EBITDA 653,761 12.0% 558,213 11.2% 17.1%
Depreciation and amortization 1,961,564 36.1% 2,164,574 43.4% -9.4%
OPERATING LOSS -1,307,803 -24.1% -1,606,361 -32.2% -18.6%
Other (income) expense 11,214 0.2% 659,122 13.2% -98.3%
Interest expense, net 1,082,834 19.9% 1,018,361 20.4% 6.3%
Foreign exchange loss (gain) -69,718 -1.3% 783,152 15.7% -108.9%
Monetary gain -466,139 -8.6% -369,071 -7.4% 26.3%
INTEGRAL FINANCING COST 546,977 10.1% 1,432,442 28.7% -61.8%
LOSS BEFORE TAXES AND
STATUTORY PROFIT SHARING COST -1,865,994 -34.4% -3,697,925 -74.2% -49.5%
Equity in income (losses) of subsidiaries 13,317 0.2% 18,455 0.4% -27.8%
Taxes 155,499 2.9% 326,486 6.6% -52.4%
Extraordinary items -40,377 -0.7% 777,839 15.6% -105.2%
Effect of accounting policy change 0 0.0% 167,277 3.4% -100.0%
NET LOSS BEFORE
MINORITY INTEREST -1,994,433 -36.7% -4,987,982 -100.1% -60.0%
Minority interest -5,271 -0.1% -34,857 -0.7% -84.9%
NET LOSS -1,989,162 -36.6% -4,953,125 -99.4% -59.8%
8
GRUPO IUSACELL CELULAR CONSOLIDATED BALANCE SHEET
COMPARISON OF FOURTH QUARTER 2004 WITH FOURTH QUARTER 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
4Q04 4Q03 4Q04/4Q03
--------------------------- --------------------------- ------------
ASSETS
CURRENT ASSETS
Cash and marketable securities 2,190 0.0% 4,373 0.0% -49.9%
Accounts receivable, net 330,452 3.3% 524,677 4.8% -37.0%
Related parties 347,490 3.5% 79,621 0.7% 336.4%
Recoverable taxes and other 260,274 2.6% 371,891 3.4% -30.0%
Inventories 329,401 3.3% 269,281 2.4% 22.3%
TOTAL CURRENT ASSETS 1,269,807 12.7% 1,249,843 11.3% 1.6%
Property and equipment, net 6,400,120 64.2% 7,264,895 65.9% -11.9%
Excess of cost of investments in
subsidiaries over book value, net 1,612,902 16.2% 1,815,799 16.5% -11.2%
Other assets 686,806 6.9% 690,882 6.3% -0.6%
TOTAL ASSETS 9,969,635 100.0% 11,021,419 100.0% -9.5%
LIABILITIES AND SHAREHOLDERS'
EQUITY
CURRENT LIABILITIES
Accrued liabilities 1,100,370 11.0% 673,354 6.1% 63.4%
Related parties 372,456 3.7% 103,442 0.9% 260.1%
Accounts payable 317,398 3.2% 379,668 3.4% -16.4%
Short-term debt 4,634,179 46.5% 4,909,669 44.5% -5.6%
TOTAL CURRENT LIABILITIES 6,424,403 64.4% 6,066,133 55.0% 5.9%
Non-current liabilities 479 0.0% 688 0.0% -30.4%
TOTAL LIABILITIES 6,424,882 64.4% 6,066,821 55.0% 5.9%
MINORITY INTEREST -69,546 -0.7% -81,965 0.0% -15.2%
SHAREHOLDERS'EQUITY
Capital stock 17,418,127 174.7% 17,418,127 158.0% 0.0%
Legal reserve 31,015 0.3% 31,015 0.3% 0.0%
Capital contributions 107,322 1.1% 107,322 1.0% 0.0%
Net loss -1,422,264 -14.3% -3,499,989 -31.8% -59.4%
Accumulated earnings from prior
years -11,751,381 -117.9% -8,251,392 -74.9% 42.4%
Excess from restatement of
shareholders' equity -768,520 -7.7% -768,520 -7.0% 0.0%
TOTAL SHAREHOLDERS'EQUITY 3,614,299 36.3% 5,036,563 45.7% -28.2%
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 9,969,635 100.0% 11,021,419 100.0% -9.5%
9
GRUPO IUSACELL CELULAR CONSOLIDATED INCOME STATEMENT
COMPARISON OF FOURTH QUARTER 2004 WITH FOURTH QUARTER 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
4Q04 4Q03 4Q04/4Q03
--------------------------- --------------------------- ------------
REVENUE
Service 1,372,079 90.5% 1,037,351 76.8% 32.3%
Equipment sales and other 144,273 9.5% 314,238 23.2% -54.1%
TOTAL REVENUE 1,516,352 100.0% 1,351,589 100.0% 12.2%
Cost of services 524,713 34.6% 450,145 33.3% 16.6%
Other costs 403,199 26.6% 308,365 22.8% 30.8%
TOTAL COSTS 927,912 61.2% 758,510 56.1% 22.3%
GROSS MARGIN 588,440 38.8% 593,079 43.9% -0.8%
Sales & Advertising expenses 421,400 27.8% 436,881 32.3% -3.5%
General and administrative
expenses 134,414 8.9% 168,650 12.5% -20.3%
Other income -62,942 -4.2% -90,447 -6.7%
TOTAL OPERATING EXPENSES 492,872 32.5% 515,084 38.1% -4.3%
EBITDA 95,568 6.3% 77,995 5.8% 22.5%
Depreciation and amortization 415,278 27.4% 480,963 35.6% -13.7%
OPERATING LOSS -319,710 -21.1% -402,968 -29.8% -20.7%
Other (income) expense -37,809 -2.5% 207,720 15.4% -118.2%
Interest expense, net 134,067 8.8% 94,344 7.0% 42.1%
Foreign exchange loss (gain) -115,832 -7.6% 98,860 7.3% -217.2%
Monetary gain -7,309 -0.5% -78,896 -5.8% -90.7%
INTEGRAL FINANCING COST 10,926 0.7% 114,308 8.5% -90.4%
INCOME (LOSS) BEFORE TAXES AND
STATUTORY PROFIT SHARING COST -292,827 -19.3% -724,996 -53.6% -59.6%
Equity in losses of subsidiaries 13,245 0.9% 611 0.0% 2067.8%
Taxes -19,063 -1.3% 37,408 2.8% -151.0%
Extraordinary items - 0.0% 425,704 31.5% -100.0%
NET LOSS BEFORE
MINORITY INTEREST -287,009 -18.9% -1,188,719 -87.9% -75.9%
Minority interest -3,180 -0.2% -567 0.0% -
NET LOSS -283,829 -18.7% -1,188,152 -87.9% -76.1%
10
GRUPO IUSACELL CELULAR CONSOLIDATED INCOME STATEMENT
COMPARISON OF TWELVE MONTHS 2004 WITH TWELVE MONTHS 2003
(Figures in thousands of constant December 31, 2004 pesos)
Change
12M 2004 12M 2003 2004 /2003
--------------------------- --------------------------- ------------
REVENUE
Service 4,973,746 88.5% 4,436,157 88.5% 12.1%
Equipment sales and other 649,148 11.5% 574,229 11.5% 13.0%
TOTAL REVENUE 5,622,894 100.0% 5,010,386 100.0% 12.2%
Cost of services 1,955,137 34.8% 1,610,232 32.1% 21.4%
Other costs 1,369,125 24.3% 946,306 18.9% 44.7%
TOTAL COSTS 3,324,262 59.1% 2,556,538 51.0% 30.0%
GROSS MARGIN 2,298,632 40.9% 2,453,848 49.0% -6.3%
Sales & Advertising expenses 1,334,868 23.7% 1,368,600 27.3% -2.5%
General and administrative
expenses 408,958 7.3% 597,900 11.9% -31.6%
Other income -175,351 -3.1% -90,447 -1.8%
TOTAL OPERATING EXPENSES 1,568,475 27.9% 1,876,053 37.4% -16.4%
EBITDA 730,157 13.0% 577,795 11.5% 26.4%
Depreciation and amortization 1,802,859 32.1% 2,055,083 41.0% -12.3%
OPERATING LOSS -1,072,702 -19.1% -1,477,288 -29.5% -27.4%
Other (income) expense -40,701 -0.7% 323,103 6.4% -112.6%
Interest expense, net 447,435 8.0% 378,279 7.5% 18.3%
Foreign exchange loss (gain) -29,922 -0.5% 406,912 8.1% -107.4%
Monetary gain -170,219 -3.0% -174,229 -3.5% -2.3%
INTEGRAL FINANCING COST 247,294 4.4% 610,962 12.2% -59.5%
INCOME (LOSS) BEFORE TAXES AND
STATUTORY PROFIT SHARING COST -1,279,295 -22.8% -2,411,353 -48.1% -46.9%
Equity in losses of subsidiaries 13,318 0.2% 18,455 0.4% -27.8%
Taxes 134,922 2.4% 280,883 5.6% -52.0%
Extraordinary items 0 0.0% 640,917 12.8% -100.0%
Effect of accounting policy change 0 0.0% 167,277 3.3% -100.0%
NET LOSS BEFORE
MINORITY INTEREST -1,427,535 -25.4% -3,518,885 -70.2% -59.4%
Minority interest -5,271 -0.1% -18,896 -0.4% -72.1%
NET LOSS -1,422,264 -25.3% -3,499,989 -69.9% -59.4%
11