Audited Financial Results for the twelve months ended December 31, 2012
Compared to the twelve months ended December 31, 2011.

Fomento Económico Mexicano, S.A.B. de C.V. ("FEMSA") is a Mexican holding company. Set forth below is certain audited financial information for FEMSA and its subsidiaries (the "Company" or "FEMSA Consolidated") (NYSE: FMX; BMV: FEMSA UBD). The principal activities of the Company are grouped mainly under the following subholding companies (the "Subholding Companies"): Coca-Cola FEMSA, S.A.B de C.V. ("Coca-Cola FEMSA" or "KOF"), (NYSE: KOF, BMV: KOFL) which engages in the production, distribution and marketing of beverages, and FEMSA Comercio, S.A. de C.V. ("FEMSA Comercio"), which engages in the operation of stores.

The consolidated financial information included in this annual report was prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). Until the year ended December 31, 2011, the Company prepared its consolidated financial information under Mexican Financial Reporting Standards ("Mexican FRS"), but it differs from the information previously published for 2011 because it is presented in accordance with IFRS. Reconciliations and explanations of how the transition to IFRS has affected the consolidated financial information are provided in Note 27 to the audited consolidated financial statements of the Company as of December 31, 2012.

The 2012 and 2011 results are stated in nominal Mexican pesos ("pesos" or "Ps."). Translations of pesos into US dollars ("US$") are included solely for the convenience of the reader and are determined using the noon buying rate for pesos as published by the U.S. Federal Reserve Board in its H.10 Weekly Release of Foreign Exchange Rates as of December 31, 2012, which was 12.9635 pesos per US dollar.

This report may contain certain forward-looking statements concerning the Company's future performance that should be considered good faith estimates made by the Company. These forward-looking statements reflect management expectations and are based upon currently available data. Actual results are subject to future events and uncertainties, which could materially impact the Company's actual performance.

FEMSA Consolidated

2012 amounts in billions of Mexican pesos


  Total
Revenue
% Growth
vs '11
Gross
Profi
% Growth
vs '11
FEMSA Consolidated 238 .309 18 .2% 101 .300 20 .2%
Coca-Cola FEMSA 147 .739 19 .9% 68 .630 21 .4%
FEMSA Comercio 86 .433 16 .6% 30 .250 18 .7%

FEMSA's consolidated total revenues increased 18.2% to Ps. 238,309 million in 2012 compared to Ps. 201,540 million in 2011. All of FEMSA's operations—beverages and retail—contributed positively to this revenue growth. Coca-Cola FEMSA's total revenues increased 19.9% to Ps. 147,739 million, driven by double-digit total revenue growth in both of its divisions and the integration of the beverage divisions of Grupo Tampico, Grupo CIMSA and Grupo Fomento Queretano in Mexico. FEMSA Comercio's revenues increased 16.6% to Ps. 86,433 million, mainly driven by the opening of 1,040 net new stores combined with an average increase of 7.7% in same-store sales.

Consolidated gross profit increased 20.2% to Ps. 101,300 million in 2012 compared to Ps. 84,296 million in 2011, driven by Coca-Cola FEMSA and FEMSA Comercio. Gross margin increased by 70 percentage points, from 41.8% of consolidated total revenues in 2011 to 42.5% in 2012

Consolidated operating expenses increased 20.5% to Ps. 72,073 million in 2012 compared to Ps. 59,812 million in 2011. The majority of this increase resulted from Coca-Cola FEMSA and additional operating expenses at FEMSA Comercio, resulting from accelerated store expansion. As a percentage of total revenues, consolidated operating expenses increased from 29.7% in 2011 to 30.2% in 2012.

Consolidated administrative expenses increased 16.9% to Ps. 9,552 million in 2012 compared to Ps. 8,172 million in 2011. As a percentage of total revenues, consolidated administrative expenses decreased from 4.1% in 2011 to 4.0% in 2012.

Consolidated selling expenses increased 22.5% to Ps. 62,086 million in 2012 as compared to Ps. 50,685 million in 2011. This increase was attributable to greater selling expenses at Coca-Cola FEMSA and FEMSA Comercio. As a percentage of total revenues, selling expenses increased 90 percentage points, from 25.1% in 2011 to 26.0% in 2012.

Consolidated income from operations increased 19.4% to Ps. 29,227 million in 2012 as compared to Ps. 24,484 million in 2011, driven by Coca-Cola FEMSA and FEMSA Comercio. As a percentage of total revenues, operating margin increased 20 percentage points, from 12.1% in 2011 to 12.3% in 2012.

Some of our subsidiaries pay management fees to us in consideration for corporate services we provide to them. These fees are recorded as administrative expenses in the respective business segments. Our subsidiaries' payments of management fees are eliminated in consolidation and, therefore, have no effect on our consolidated operating expenses.

Net financing expenses increased to Ps. 1,904 million from Ps. 196 million in 2011, driven by a non-cash foreign exchange loss of Ps. 176 million in 2012 compared to a tough comparison base of a non-cash foreign exchange gain of Ps. 1,148 million in 2011 resulting from the sequential appreciation of the Mexican Peso and its impact on the dollar-denominated portion of our cash balance.

Income before income taxes and share of the profit in Heineken results increased 16.9% to Ps. 27,668 million in 2012 compared with Ps. 23,663 million in 2011, mainly driven by growth in income from operations, a swing from a significant foreign exchange gain in 2011 to a foreign exchange loss in 2012, mainly due to the effect of the devaluation of the Mexican Peso on the US Dollar-denominated component of our cash position in 2011, and by the net effect of non-recurring items, including the sale of Quimiproductos.

Our accounting provision for income taxes in 2012 was Ps. 7,949 million, as compared to Ps. 7,618 million in 2011, resulting in an effective tax rate of 28.7% in 2012, as compared to 32.2% in 2011.

Consolidated net income was Ps. 28,051 million in 2012 compared to Ps. 20,901 million in 2011, a difference mainly attributable to a non-cash exceptional gain related to the revaluation of certain equity interests held by Heineken in Asia. Controlling interest amounted to Ps. 20,707 million in 2012 compared to Ps. 15,332 million in 2011, which difference was also due principally to a non-cash exceptional gain related to the revaluation of certain equity interests held by Heineken in Asia. Controlling interest in 2012 per FEMSA Unit(1) was Ps. 5.79 (US$ 4.46 per ADS)

Coca-Cola FEMSA

Coca-Cola FEMSA total revenues increased 19.9% to Ps. 147,739 million in 2012, as compared to 2011, driven by double-digit total revenue growth in both divisions, including Venezuela, and including the integration of Grupo Tampico, Grupo CIMSA and Grupo Fomento Queretano into our Mexican operations. Excluding the non-comparable effect of Grupo Tampico, Grupo CIMSA and Grupo Fomento Queretano in our Mexican operations, total revenues grew 11.6%. On a currency neutral basis and excluding the non-comparable effect of Grupo Tampico, Grupo CIMSA and Grupo Fomento Queretano in Mexico, total revenues increased 15.0%.

Coca-Cola FEMSA gross profit increased 21.4% to Ps. 68,630 million in 2012, as compared to 2011. Cost of goods sold increased 18.6% mainly as a result of higher sweetener costs in the majority of our operations in the first half of the year, in addition to the depreciation of the average exchange rate of the Brazilian real, the Argentinian peso and the Mexican peso as applied to our U.S. dollar-denominated raw material costs. Gross margin reached 46.5% in 2012, an expansion of 60 basis points as compared to 2011.

The components of cost of goods sold include raw materials (principally soft drink concentrate and sweeteners), packaging materials, depreciation costs attributable to our production facilities, wages and other employment costs associated with the labor force employed at our production facilities and certain overhead costs. Concentrate prices are determined as a percentage of the retail price of our products in local currency net of applicable taxes. Packaging materials, mainly PET and aluminum, and HFCS, used as a sweetener in some countries, are denominated in U.S. dollars.

Operating expenses increased 22.4% to Ps. 46,674 million in 2012 compared with Ps. 38,139 million in 2011, largely driven by (i) higher labor costs in Venezuela and Brazil in combination with higher labor and freight costs in Argentina, (ii) continued marketing investment to reinforce our execution in the marketplace, widen our cooler coverage and broaden our returnable base availability across our territories, (iii) additional expenses related to the development of information systems and commercial capabilities in connection with our commercial models and (iv) certain investments related, among others, to the development of new lines of business and non-carbonated beverage categories

Administrative expenses increased 21.0% to Ps. 6,217 million in 2012, compared with Ps. 5,140 million in 2011. Selling expenses increased 25.3% to Ps. 40,223 million in 2012 compared with Ps. 32,093 million in 2011.

Income from operations increased 19.4% to Ps. 21,956 million in 2012 compared with Ps. 18,392 million in 2011, however, as a percentage of total revenues margins remained stable at 14.9%. On a currency neutral basis and excluding the non-comparable effect of Grupo Tampico, Grupo CIMSA and Grupo Fomento Queretano in Mexico, income from operations grew 13.3%.

FEMSA Comercio

FEMSA Comercio total revenues increased 16.6% to Ps. 86,433 million in 2012 compared to Ps. 74,112 million in 2011, primarily as a result of the opening of 1,040 net new stores during 2012, together with an average increase in same-store sales of 7.7%. As of December 31, 2012, there were a total of 10,601 stores in Mexico. FEMSA Comercio same-store sales increased an average of 7.7% compared to 2011, driven by a 3.8% increase in store traffic and 3.8% in average ticket.

Cost of goods sold increased 15.5% to Ps. 56,183 million in 2012, below total revenue growth, compared with Ps. 48,636 million in 2011. As a result, gross profit reached Ps. 30,250 million in 2012, which represented a 18.7% increase from 2011. Gross margin expanded 60 percentage points to reach 35.0% of total revenues. This increase reflects a positive mix shift due to the growth of higher margin categories, a more effective collaboration and execution with our key supplier partners, including our achievement of certain sales objectives with some of these partners and the corresponding benefit accrued to us, a more efficient use of promotion-related marketing resources, and a better execution of segmented pricing strategies across markets.

Operating expenses increased 17.6% to Ps. 23,472 million in 2012 compared with Ps. 19,953 million in 2011, largely driven by the growing number of stores as well as incremental expenses relating to, among other things, the continued strengthening of FEMSA Comercio's organizational and IT structure, and the development of specialized distribution routes aimed at enabling our prepared food initiatives.

Administrative expenses increased 16.3% to Ps. 1,666 million in 2012, compared with Ps. 1,433 million in 2011; however, as a percentage of sales, they remained stable at 1.9%. Selling expenses increased 18.2% to Ps. 21,686 million in 2012 compared with Ps. 18,353 million in 2011.

Income from operations increased 22.7% to Ps. 6,778 million in 2012 compared with Ps. 5,523 million in 2011, resulting in an operating margin expansion of 30 percentage points to 7.8% as a percentage of total revenues for the year, compared with 7.5% in 2011.

Key Events During 2011

Coca-Cola FEMSA and The Coca-Cola Company sign an exclusivity agreement to evaluate the potential acquisition of a controlling stake of the Philippines bottling operations

On February 20, 2012 Coca-Cola FEMSA, announced that it has entered into a 12 month exclusivity agreement with The Coca-Cola Company (NYSE:KO) to evaluate the potential acquisition of a controlling ownership stake in the bottling operations owned by The Coca-Cola Company in the Philippines

Both parties believe that KOF's expertise and successful track record operating in fragmented markets and emerging economies can be effectively deployed in this territory and contribute significantly towards expanding the penetration of, and consumer preference for, The Coca- Cola Company's brands in this market.

This agreement does not require either party to enter into a transaction, and there can be no assurances that a definitive agreement will be executed.

Coca-Cola FEMSA shareholders approved dividend payment in the amount of Ps. 5,624.6 million

Coca-Cola FEMSA held its Annual Ordinary General Shareholders Meeting on March 20, 2012, during which its shareholders approved the annual report presented by the Board of Directors, the Company's consolidated financial statements for the year ended December 31, 2011, the declaration of dividends corresponding to fiscal year 2011 and the composition of the Board of Directors and the Finance and Planning, Audit, and Corporate Practices Committees for 2012.

Shareholders approved the payment of a cash dividend in the amount of Ps. 5,624.6 million. The dividend will be paid as of May 30, 2012, and represents a dividend of Ps. 2.77 per each ordinary share, computed on the basis of 2,030.5 million shares, which include the 45.1 million shares to be issued in connection with the merger of Grupo Fomento Queretano. In accordance with Mexican legislation requirements, shareholders approved the maximum amount that can potentially be used for our share repurchase program during 2012, the amount of Ps. 400 million.

FEMSA Shareholders Approved Ps. 6,200 Million Dividend

On March 23, 2012 FEMSA, held its Annual Ordinary General Shareholders Meeting, during which the shareholders approved the Company's annual report for 2011 prepared by the Chief Executive Officer, the Company's consolidated financial statements for the year ended December 31, 2011, the declaration of dividends for the 2011 fiscal year and the election of the Board of Directors and its Committees for 2012

The shareholders approved the payment of a cash dividend in the amount of Ps. 6,200 million, consisting of Ps. 0.38648915 per each Series "D" share and Ps. 0.30919132 per each Series "B" share, which amounts to Ps. 1.855148 per "BD" Unit (BMV: FEMSAUBD) or Ps. 18.551480 per ADS (NYSE: FMX), and Ps. 1.545957 per "B" Unit (BMV: FEMSAUB). The dividend payment will be split in two equal payments, payable on May 3, 2012 and November 6, 2012. In addition, the shareholders established the amount of Ps. 3,000 million as the maximum amount that could potentially be used for the Company's share repurchase program during 2012

Additionally, the Company held an Extraordinary Shareholders Meeting today, where its shareholders approved the merger by incorporation into the Company of Desarrollo de Marcas Refresqueras, S.A. de C.V., Isildur, S.A. de C.V., Tiendas Oxxo Cedis Mexico, S.A. de C.V., Estaciones Oxxo México, S.A. de C.V., Empresas Cuadrox, S.A. de C.V., Corporación Emprex, S.A. de C.V. and Consorcio Progresivo de Servicios Refresqueros, S.A. de C.V., all of them wholly-owned subsidiaries of the Company.

Coca-Cola FEMSA presents 2011 Financial Information under International Financial Reporting Standards (IFRS)

On March 29, 2012 Coca-Cola FEMSA presented its quarterly and full year 2011 results under International Financial Reporting Standards (IFRS).

Beginning in 2012, Mexican companies with securities listed on the Mexican National Securities' Registry (Registro Nacional de Valores) of the Mexican National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores), are required to prepare their financial statements in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB").

The information contained in this document is based on audited financial results for the year ended December 31, 2011 prepared in accordance with the Mexican Financial Reporting Standards (Normas de Información Financiera Mexicana or "MFRS") that have been translated to IFRS.

For comparison purposes, the Company's transition date is January 1, 2011, and the Company has applied the provisions of IFRS 1 for the presentation of its financial results.

FEMSA Presents 2011 Financial Information under IFRS

On March 30, 2012 FEMSA, presented its 2011 quarterly and full year financial information under International Financial Reporting Standards (IFRS). The purpose of this exercise is to provide investors and other market participants with a set of quarterly and full year information reflecting the application of International Financial Reporting Standards. This data set will also constitute a comparable basis for future reporting periods.

The information presented here is non-audited, however it is based on the audited results reported for the year ended December 31, 2011 under Mexican Financial Reporting Standards and has been converted to International Financial Reporting Standards (IFRS). For more details refer to the notes to the financial statements for 2011 contained in the annual report of FEMSA.

The transition date from Mexican Financial Reporting Standards to IFRS for the Company is January 1, 2011 and the Company applied the provisions of IFRS 1 "first time adoption" in the presentation of financial information. The adoption date is January 1, 2012.

Coca-Cola FEMSA and Grupo Fomento Queretano successfully merge their bottling operations

On May 07, 2012 Coca-Cola FEMSA, and Grupo Fomento Queretano, S.A.P.I. de C.V. ("Grupo Fomento Queretano") and its shareholders announced the successful merger of Grupo Fomento Queretano's beverage operation with Coca-Cola FEMSA.

This transaction received all necessary approvals, including the approval of the Comisión Federal de Competencia, the Mexican antitrust authority, and The Coca-Cola Company. Subsequently, Coca-Cola FEMSA held an extraordinary shareholders meeting on May 4, 2012, at which the Company's shareholders approved this merger

The aggregate enterprise value of this transaction is Ps. 6,600 million, which at the time of the announcement of this merger agreement represented an EV/EBITDA multiple of approximately 9.7 times. As a result of the completion of the due diligence process, no material adjustment was recorded, and Grupo Fomento Queretano's shareholders received approximately 45.1 million newly issued KOF series L shares. The Company assumed Ps. 1,221 million in net debt.

"We are pleased to announce the successful merger of Grupo Fomento Queretano's beverage operation with Coca-Cola FEMSA. We would like to thank everybody involved in this transaction, including our new partner--with whom we share an aligned vision of economic and social value creation for their effort and hard work to reach this important milestone for our company. These new territories represent a strategic link between our existing operations in Mexico. The culmination of this transaction will enable us to leverage our mutual expertise in the beverage industry, our talented pool of professionals, and the strong brand equity of our products, while complementing our prospects for the continued growth of our business into the future. In addition, through this transaction, we increase our stake in PIASA, one of the most important and efficient participants in the Mexican sugar industry, to more than 26 percent. Through the three mergers we have closed over the past several months, we have enjoyed the privilege of expanding our family with important new members, whose track record and entrepreneurial legacy speak for themselves. Looking forward, we will continue to operate our business, capitalizing on the proven management capabilities and transparency that attracted these families to our company as an investment vehicle," said Carlos Salazar Lomelin, Chief Executive Officer of the Company.

Coca-Cola FEMSA will start integrating the results of Grupo Fomento Queretano as of May, 2012.

Seale & Associates, Inc. and White & Case S.C. acted as exclusive financial and legal advisors, respectively, to Grupo Fomento Queretano on this transaction.

Ritch Mueller and Deloitte Galaz, Yamazaki, Ruiz Urquiza, S.C. acted as legal and tax advisors, respectively, to Coca-Cola FEMSA on this transaction.

FEMSA Enters Drugstore Business in Mexico

On November 09, 2012 FEMSA, announced that its retail subsidiary, FEMSA Comercio, has agreed to acquire a 75% stake in Farmacias YZA, a leading drugstore operator in Southeast Mexico, with the current shareholders staying as partners with the remaining 25%. Headquartered in Merida, Yucatan, Farmacias YZA currently operates 333 stores.

FEMSA believes that it can contribute its significant expertise in the development of small-box retail formats to what is already a successful regional player in this industry. In turn, this transaction opens a new avenue for growth for FEMSA Comercio.

The transaction is pending customary regulatory approvals and is expected to close in the first quarter of 2013

Coca-Cola FEMSA signs a definitive agreement to acquire 51% of The Coca-Cola Company's Philippines' bottling operation

On December 13, 2012, Coca-Cola FEMSA and The Coca-Cola Company (NYSE: KO), have signed a definitive agreement for Coca-Cola FEMSA to acquire 51% of Coca-Cola Bottlers Philippines, Inc. (CCBPI) for an amount of US$ 688.5 million in an all-cash transaction.

This purchase price represents an aggregate enterprise value for 100% of the bottler of US$1,350 million, which results in a 2012 projected EBITDA multiple of approximately 13.5 times. As part of the agreement, Coca-Cola FEMSA will have an option to acquire the remaining 49% of CCBPI at any time during the seven years following the closing and will have a put option to sell its ownership to The Coca-Cola Company any time during year six. The transaction is expected to close in early 2013.

The Philippines' market represents an expansion of Coca-Cola FEMSA's bottling footprint beyond Latin America, reinforcing its exposure to fast growing economies and its commitment to The Coca-Cola System. The Philippines has one of the highest per capita consumption rates of Coca-Cola products in the region and presents significant opportunities for further growth. Coca-Cola FEMSA believes that by leveraging its proven expertise and operating capabilities in an economy with vibrant growth prospects and an attractive socio-economic and demographic profile it will be capable to capture the opportunities and further improve the bottler's operations and financial results.

"Today we are pleased to announce another important milestone in the history of our group and the relationship with our partner, The Coca-Cola Company," said José Antonio Fernández Carbajal, Chairman of the Board of Directors of Coca-Cola FEMSA. "We see profitable growth prospects and long-term returns in emerging market economies. We welcome the unique opportunity to learn and share new capabilities to grow as an integrated company, as professionals, and as men and women together with our communities. Our principles and values share a common ground with the Filipino community and we are certain that together we can extend FEMSA's long-lasting commitment to the continuous creation of economic, social and environmental value in every community where we operate."

"This announcement reflects our long-standing belief in the global franchise system and our continued commitment to innovation and growth in the Philippines, just as we have done over the last 100 years," said Muhtar Kent, Chairman and CEO, The Coca-Cola Company. "Our brands and our business have very deep roots in the Philippines, and we look forward to working with our strong partners at Coca-Cola FEMSA to capture future opportunities for growth and investment and bring even more social and economic value to customers and communities throughout the country."

"Through this transaction, we strengthen our position in the global beverage industry," said Carlos Salazar Lomelin, Chief Executive Officer of Coca-Cola FEMSA. "This represents an important step in our growth strategy and our commitment to The Coca-Cola System. We embrace a growing family of employees that will continue to generate value together, based on the foundation of our sustainable business model. This transaction reinforces our commitment to identify avenues of growth and value creation for our shareholders.

The operations of CCBPI are comprised of 23 production plants, serve close to 800,000 customers and are expected to sell approximately 530 million unit cases of beverages in 2012. Coca-Cola has been present in the Philippines since the start of the 20th century and has been locally produced since 1912. The Philippines received the first Coca-Cola bottling and distribution franchise in Asia.

Allen & Company LLC. and Rothschild acted as financial advisors and Cleary, Gottlieb, Steen & Hamilton and SyCip Salazar Hernandez & Gatmaitan acted as legal advisors to Coca-Cola FEMSA on this transaction.

About the Company | Contact | Headquarters | www.femsa.com | Follow us
 
© FEMSA 2013