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Report of the

Chief Operating Officer

For Grupo Carso, 2011 was a positive year, in which --following the spin-off of Minera Frisco and Inmuebles Carso—we consolidated performance and strategy in the consumption, industrial and construction divisions. 

 

In 2011, consolidated revenue of the Group was $73.976 billion pesos, a growth of 15.2% compared to the prior year. Operating profit for 2011 grew 15.4% to $7.948 billion pesos, while year-on-year operating margin was stable at 10.7% of revenue. This was due to an increase in the cost of sales of 1.1 percentage points and a decrease in operating expenses of the same magnitude, creating a neutral impact. Additionally, EBITDA increased 10.7% from $8.203 billion in 2010 to $9.084 billion in 2011, while EBITDA margin was 12.3%, representing a slight reduction of 0.5 percentage points. The operating results were explained by strong performance in the three divisions, mainly Grupo Sanborns and Condumex, and to a lesser extent the results of Carso Infraestructura y Construcción, which reflected the conclusion of infrastructure as well as civil construction projects.

The comprehensive financial result increased 51% from last year to $1.283 billion pesos, mainly because of exchange rate fluctuations. Profit before discontinued operations and cumulative non-controlling interest was $5.060 billion pesos compared to $4.989 billion pesos in 2010, a 1.4% increase. After these items, controlling net income decreased 32.1% due to the reporting in 2010 of the profit of the mining and real estate divisions (which were spun-off at the end of 2010) as discontinued operations, with a difference of $2.095 billion pesos from what was reported in 2011.

 

Net debt as of December 31, 2010 was $5.752 billion pesos, a 36.0% decrease from 2010, adjusting for accounts and documents receivable mainly from Minera Frisco. At the close of 2011 interest coverage measured as EBITDA/financial expenses was 3.4 times. 

 

The financial situation of Grupo Carso continues to be solid, after having paid dividends to shareholders and capital investments throughout the year that were distributed among projects of the three business units.

It should be noted that with the objective of improving the debt profile, the Group has two certificados bursátiles or securitized debt programs:  i) a short-term program authorized in June of 2011 for up to $5.0 billion pesos and ii) a dual program that was authorized in February 2012 (both short and long term), also for $5.0 billion pesos or the equivalent in U.S. dollars.

 

Among the most relevant corporate events, during the month of February of 2012, Grupo Carso announced the results of a public offer to acquire 825.4 million ordinary Series “B-1” shares of Carso Infraestructura y Construcción, S.A.B. de C.V. at a price of $8.20 pesos per share, with which Grupo Carso became the owner of 99.87% of the outstanding shares of CICSA, paying $6.768 billion pesos.