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walmartmexico.com.mxwww.
Home OfficeBlvd. Manuel Avila Camacho 647Delegacion Miguel Hidalgo11220 Mexico, D.F.Telephone: (52) 55 5283 0100
annual report Walmart de Mexico
1 Consolidated Results and Balance Sheet 2 Message from the Chairman of the Board 6 Message from the CEO
11 Clear strategies... 15 ...committed associates... 19 ...acting responsibly... 23 ...in benefit of our customers. 26 Getting down to retail details 28 Bodega Aurrera: The best prices 30 Walmart: Save money. Live better
32 Sam’s Club: Prices that add value to your membership
34 Superama: Always close by 36 Suburbia: Fashion at the best possible price 38 Vips: Add flavor to your encounter
40 Wal-Mart de Mexico Bank: Offering bank services
42 A new identity for Walmart
44 Corporate Governance
46 Board of Directors
48 Senior Officers
50 Glossary and Financial Summary
52 Management’s Discussion and Analysis of Results
54 Audit and Corporate Practices Committees Report
55 Report of Independent Auditors
Contents
Presence in 224 cities
Good
job annual rep
ort 2008
Walm
art de Mexico
Goodjob
22200 1 Consolidated Results and Balance Sheet 2 Message from the Chairman of the Board 6 Message from the CEO
11 Clear strategies... 15 ...committed associates... 19 ...acting responsibly... 23 ...in benefit of our customers. 26 Getting down to retail details 28 Bodega Aurrera: The best prices 30 Walmart: Save money. Live better
32 Sam’s Club: Prices that add value to your membership
34 Superama: Always close by 36 Suburbia: Fashion at the best possible price 38 Vips: Add flavor to your encounter
40 Wal-Mart de Mexico Bank: Offering bank services
42 A new identity for Walmart
44 Corporate Governance
46 Board of Directors
48 Senior Officers
50 Glossary and Financial Summary
52 Management’s Discussion and Analysis of Results
54 Audit and Corporate Practices Committees Report
55 Report of Independent Auditors
Contents
Presence in 224 cities
Annual report 2008 1
Consolidated Results(millions of pesos)
2008 2007 %Var.
Sales $244,029 $219,714 11.1Operating income 19,751 18,323 7.8EBITDA 23,887 21,973 8.7Net income 14,673 13,962 5.1
Earnings per share (pesos) 1.732 1.634 6.0
000888Note: All amounts and growth figures included in this report are in nominal terms
Consolidated Balance Sheet(millions of pesos)
Total $118,464
AssetsLiabilities & Shareholders’ equity
Cash $11,350
Inventories 22,808Others 5,020
Fixed Assets 79,286
$27,005 Suppliers
17,183 Others
74,276 Shareholders’ equity
Our fo
rmats
WalmartHypermarkets providing the widest assortment of goods from groceries and fresh, to apparel and general merchandise
Value proposition:Price and assortment
Sam’s ClubMembership warehouse clubs focused on businesses and consumers who seek the best possible prices
Value proposition:Price leader, volume, new and unique merchandise
Wal-Mart de Mexico BankUniversal banking institution aimed at Wal-Mart de Mexico customers, with an initial offering of basic banking and financial products and services
Value proposition:Convenience, simplicity and price
SuburbiaApparel stores offering the best in fashion for the whole family at the best possible price
Value proposition:Fashion with the best value, price-quality ratio
SuperamaSupermarkets located in residential areas
Value proposition:Quality, convenience and service
VipsLeading restaurant chain in the restaurant-cafeteria segment. It includes Mexican cuisine as represented by El Porton.
Value proposition:Convenience, flavor and quality
Austere discount stores offering basic merchandise, food and household items at the best prices
Value proposition:Price
Bodega Aurrera
Wal
-Mar
t d
e M
exic
o is
on
e o
f th
e m
ost
imp
ort
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ou
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,20
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nit
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clu
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elf-
serv
ice
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use
mem
ber
ship
cl
ub
s, a
pp
arel
sto
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an
d r
esta
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nts
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38
bank b
ranches
and
39
4
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mer
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module
s to
ser
ve c
ust
om
ers
and
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ber
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cate
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22
4 c
itie
s th
rou
gh
ou
t th
e 3
2 s
tate
s o
f M
exic
o.
Sale
s (m
illio
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eso
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vesm
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in fi
xed a
ssets
(m
illio
ns o
f p
eso
s)
EB
ITD
A
(mill
ions
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os)
Gra
nd o
penin
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$244,0
29
08
06
04
02
00
08
06
04
02
00
$23,8
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08
06
04
02
00
182
08
06
04
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$11,3
16
2 Wal-Mart de Mexico Good job
Dear Shareholders:
“More is yet to come” was the promise made last year and the results for 2008 are proof that we have kept our word. Thus, within the framework of our 50th anniversary, we established new historical trends: $244.0 billion pesos in sales –equivalent to $21.8 billion USD- and $14.7 billion pesos in profits.
We continue with our growth strategy, opening a record number of units and reinforcing our commitment to the community.
Chairman of the Board
Message from the
Annual report 2008 3
In a year marked by an unstable financial
environment and the generalized loss of confidence
among investors, our results ratify the Company’s
strength, which stems from our excellent corporate
governance practices, strict financial discipline and
the commitment of our executives and associates.
At Wal-Mart de Mexico, we follow the most
rigorous principles of corporate governance and
transparency, which serve as constant guides to
align our Company with new best practices trends.
We have a Board of Directors that, with the support
of the Executive, Audit, and Corporate Practices
Committees, periodically reviews Company results
and keeps a close watch on our control mechanisms
and sound practices in all Company activities, and
the proper use of assets. This is how we further
strengthen the confidence of our shareholders.
These efforts have not gone unnoticed, as
witnessed by the fact that an international
consultant firm (Management and Excellence)
recognized us as the company with the Best
Corporate Governance in Mexico.
During this year we welcomed Leslie Dach as a new
member of the Board of Directors. His incorporation
is part of our priority to have directors with vast
experience. Leslie Dach is Executive Vice President
for Corporate Affairs and Government Relations at
Wal-Mart Stores, Inc., and has a Master’s in Public
Administration from Harvard. We are certain that,
given his broad experience, his input will enrich the
vision and work of all the other members, benefiting
our Company and shareholders alike.
After reviewing all financial statements, the opinion
of the independent auditor, the CEO’s report, and
the work done by the Audit and Corporate Practices
Committees, within the Board we have concluded
that the information accurately reflects the financial
situation and the results for the Company.
As consistently achieved throughout our history,
Wal-Mart de Mexico has a sound financial position,
a matter of special relevance if we consider
current credit and liquidity restrictions that prevail
in the market. The Company has no debt and,
in accordance with our corporate governance
standards, does not deal in derivatives. Our cash,
representing 9.6% of our assets, is wisely and
carefully invested following highly conservative
standards, and always based on security, liquidity,
and yield criteria established by our Treasury
Committee, in that order of importance.
In 2008, the Board made a proposal to the Shareholders
Assembly regarding dividends, giving our shareholders
the option to receive cash or in-kind payment.
Wal-Mart de Mexico paid $4.9 billion pesos in dividends:
$3.2 billion pesos in cash and 37.2 million shares of
stock were given to those who requested an in-kind
payment. Moreover, during the year we invested
$2.9 billion pesos in the repurchasing of 75.8 million
shares, and 152 million shares purchased in 2007 were
cancelled as per the agreement of the Assembly.
4 Wal-Mart de Mexico Good job
It is fundamental to continue operating with the
highest quality standards and to stay updated so
as to be more competitive through innovation and
continuous process improvements. I feel proud
to inform that, given our high quality standards,
Wal-Mart de Mexico financial and administrative
processes obtained the ISO 9001:2000 certification
from the British Standards Institution (BSI). This is
additional proof of the transparency, consistency
and operating efficiency of the Company and,
without a doubt, it will have a positive effect
on our relationships with customers, suppliers,
shareholders, associates and government agencies.
It is also with great pride that, for the eighth
consecutive year, the Mexican Center for Philanthropy
(CEMEFI) awarded us their distinction as a Socially
Responsible Company (ESR), which motivates us to
double our efforts in the field of social responsibility.
It is with great pleasure that we celebrated the fifth
anniversary of the Wal-Mart de Mexico Foundation.
Through our Foundation we have concentrated our
community support actions. In these five years, it
has gained renown as the second most important in
the country in resources channeled, and one of the
primary donators of food products.
Annual report 2008 5
We are facing difficulties in view of the world’s
financial situation, but we are also convinced it is
the right moment to seize all opportunities that may
arise; and I think we are prepared for it.
Dear shareholders, once again I thank you for your
vote of confidence in this Board of Directors. I am
also thankful to all the Board members for their
dedication and active participation, as well as to
all members of our executive team. The work of
our associates is also very important, because
only with their joint efforts and enthusiasm can we
continue strengthening Wal-Mart de Mexico and
reinforcing our commitment to bring our customers
a better quality of life through an enriched shopping
experience with Every Day Low Prices.
Ernesto Vega Chairman of the Board of DirectorsWal-Mart de Mexico, S.A.B. de C.V.
Mexico City, February 11, 2009
6 Wal-Mart de Mexico Good job
Undoubtedly, 2008 will be remembered as a year of great economic challenges generated by skittish financial markets throughout the world. The economic slowdown in the United States had global repercussions and Mexico was no exception: credit possibilities were reduced, and consumer purchasing power was affected by inflationary pressures, together with the rise in unemployment to the extent that the consumer confidence index recorded historical lows on several occasions.
However, for 50 years Wal-Mart de Mexico has paved its way based on hard work and tenacity; we have already been through several financial crises and with pride I can say we have come out of each one strengthened by the experience. I assure you that this time shall be no different.
Chief Executive Officer
Message from the
Annual report 2008 7
We have a very sound financial situation. Following
investments made with our own resources, that is,
$11.3 billion pesos in modernizing and expanding our
installed capacity, we have $11.4 billion pesos in cash
and our balance has no debt. If to this mix we add the
engagement, talent and dedication of our associates,
I can say without a doubt that we are ready to face any
situation that may arise.
Today, our mission of contributing towards improving
the quality of life of Mexican families demands that
we be consistent. Therefore, based on our strategic
priorities of profitable growth, talent development and
social responsibility, we have made investments to
continue growing and creating jobs, and we continue
to strengthen all our activities so we may continue to
offer Every Day Low Prices.
In line with our priority of profitable growth, throughout
the year we opened a record number of 182 units from
all our business formats, thus totaling 1,204 units by
the close of the year. Bodega Aurrera –the format that
best enables us to meet the supply needs of income
levels C, D, and E- added 129 to its list of exiting units,
totaling 442 in operation. We opened 17 units that
pertain to our Walmart format. Sam’s Club opened
eight membership warehouses and Superama has three
new units. On the other hand, Suburbia opened eight
apparel stores and Vips recorded 17 Grand Openings.
We have broadened our logistics and distribution
network with a new distribution center for dry
merchandise in the northern city of Culiacan, which
has automated facilities that increase the operating
productivity, as relates to current processes. Our
13 distribution centers currently have an installed
capacity of more than 18.4 million square feet,
allowing us to move 3.6 million cases to our stores,
clubs and restaurants each day.
Our sales reached $244.0 billion pesos –equivalent to
$21.8 billion USD- a new record high that represents
11.1% growth for total units and 4.6% for comp units
–that is, 8.6% and 2.3% in dollar terms, respectively. In
2008 alone we served more than one billion customers
–some 12.1% more than the previous year. We should
note, however, that the circumstances prevailing
today have made our customers more cautious when
shopping, which in turn is reflected in an average ticket
that has grown a mere 0.4% for comp units. Throughout
the year, we have concentrated much of our efforts on
achieving greater efficiencies, which translate to even
lower prices, and further increase our price gap
vis–a–vis our competitors, with the ensuing savings in
excess of $7.3 billion pesos for our customers.
Also in keeping with our vision, we have paid special
attention to our line of Medi-Mart generic drugs that
were launched in 2007. Our product catalog has
8 Wal-Mart de Mexico Good job
tripled, to a total of 456 items, thereby producing
savings of more than $1.6 billion pesos for our
customers with the purchase of these products alone.
Our expenses represented 13.7% of sales, 40 basis
points higher than 2007, primarily due to the operation
of new units and higher electricity costs. The latter
stems from an increase in rates as well as from the cost
of renting diesel power plants during the construction
and opening phases. All of us at Wal-Mart de Mexico
are committed to working untiringly towards achieving
greater efficiencies so as to offset the previous effect
and to renew the trend of expense reduction as a
percentage of sales, something we had accomplished
for eight straight years.
The Wal-Mart de Mexico Bank celebrated its first full
year of operations. In a few months it achieved the
goal of making quality banking services accessible to
our customers. We currently have 115,000 customers
to whom we offer simplified savings, investment and
credit products which have been designed to meet
their financial needs. So they may receive proper
service, we have 38 MACS (modules for customer and
member services) and 394 consumer credit modules
in operation.
Talent development is our second strategic priority
and a core part of the business. To drive this, in 2008
we generated 12,582 new direct jobs, thus taking our
associate headcount to 170,014, which confirms we
are one of the largest private sector employers in the
country. More importantly, the jobs we create represent
an opportunity for our new associates to develop and
grow in an atmosphere of respect and equality.
During 2008, we invested some 9.6 million man-hours
in training, of which an ever growing amount
(2.7 million) was distance learning. Thanks to our new
system of e-learning, we have been able to provide
training and corporate programs straight to the units
where our associates work, resulting in considerable
savings in time and energy as the need for traveling to
a training center was eliminated. As a result of these
business practices and the continuous motivation of
our associates, 23,879 were promoted throughout
the year, and 6,278 were transferred to work centers
closer to their homes.
An important milestone in the year was that the
Wal-Mart de Mexico Foundation celebrated five years
of being a pillar of social responsibility actions for the
Company. Although the Foundation focuses its actions
in different fields, the community support programs for
the last three years have primarily centered around the
subject of combating hunger and malnutrition and of
Annual report 2008 9
Eduardo SolórzanoChief Executive OfficerWal-Mart de Mexico, S.A.B. de C.V.
extending the availability of food. It has made us one
of the primary donors of food products in the country.
This year, $365 million pesos were channeled through
185 organizations and, with the enthusiastic support
of 52,563 associate volunteers, we conducted 1,778
volunteer activities in benefit of 2,900,000 Mexicans.
As part of our efforts to be responsible corporate
citizens, we continue to create projects aimed at
meeting the goals set forth in our Sustainability Plan.
In support of our global strategies, we have worked
on the implementation of state-of-the-art technology
to reduce the use of electricity, water and paper, in
addition to reducing the emission of pollutants in
the atmosphere; for example, we have consolidated
servers and printing stations in our offices and
use mobile technology and radiofrequency in our
distribution centers.
Likewise, aware of our commitment to our country, at
Wal-Mart de Mexico we have a Supplier Development
Program that drives the growth of small producers and
entrepreneurs in different regions nationwide. This year,
we added more than 1,000 suppliers to our catalog.
Dear shareholders, it is a pleasure for me to present
such satisfactory results during adverse economic
times, and I thank you for your unwavering support.
We are a sound company and we are confident that,
despite the situation the country currently faces,
the good job we have done will allow us to continue
benefiting an ever growing number of customers
thanks to the talent and dedication of our associates
and business partners, to whom I also express my
sincerest appreciation. What is more, I thank our
customers once again for their preference and I
reiterate our unalterable decision to continue working
with enthusiasm to provide them increasingly lower
prices and an enhanced shopping experience.
10 Wal-Mart de Mexico Good job
Opera
ting u
nit
s
08
1,2
04
06
04
02
00
Annual report 2008 11
We focus all our efforts on planning and executing strategies that improve our competitive advantage.
Every Day Low Prices is the cornerstone of our value proposition. During this year, we worked to further increase our price gap with our competitors, primarily in the categories most important to our customers.
Likewise, we took our offerings to more cities and consumers, and we reinforced our controls over expenses and inventories.
A strict evaluation process of both our operating units as well as our investment projects guarantees that, in the long term, our growth will not compromise our profitability, but rather make it grow.
Clear strategies...
11%$244.0 billion pesos salesTo
day
, mo
re t
han
ever
, we
und
ersc
ore
our
com
mit
men
t to
Mexi
co
and
lon
g-t
erm
vis
ion
. In
stal
led
cap
acit
y in
crea
sed
12%
in s
ales
flo
or
and
3%
in r
esta
uran
t se
atin
g.
%sales
• $ 19.8 billion pesos Operating Income• $ 23.9 billion pesos EBITDA • $ 7.8 billion pesos Cash returned to our shareholders * • 23.9% Return on Equity * Includes dividends and repurchase of shares
14 Wal-Mart de Mexico Good job
Perm
anent
jobs
cre
ate
d(a
ccum
ulat
ed)
108,8
69
08
06
04
02
00
Annual report 2008 15
We will never forget that our people are our greatest competitive edge.
The results achieved thus far cannot be explained except by the talent, commitment and efforts that all our associates contribute every day when executing the established strategies.
Within an atmosphere of equal opportunities and gender equality, we provide our associates the tools and training needed to develop both personally and professionally.
Ever aware of the responsibility we have as one of the top employers in the country, we renew our promise to continue creating quality jobs for Mexico.
...committed associates...
8%associates 170,014
Our
co
mm
itm
ent
to g
ender
equalit
y ca
n b
e w
itne
ssed
by
the
fact
tha
t 5
3%
of
our
as
soci
ates
are
wo
men
53%
47%
% • 9.6 million man-hours in training• 23,879 associates promoted• 12,582 permanent new jobs • 6,278 associates transferred closer to their homes170,014
18 Wal-Mart de Mexico Good job
52,5
63
08
06
04
Volu
nte
ers
Annual report 2008 19
The virtuous cycle of profitable growth and talent development would be incomplete if we omitted our responsibility regarding the development of better communities and sustainable operations.
Through the Wal-Mart de Mexico Foundation, our social actions revolve around combating malnutrition, supporting communities during natural disasters, and being involved in volunteer initiatives.
Our four sustainability strategies –water, energy, wastes and environmentally-friendly products- are designed with the purpose of ensuring that our operations assist all efforts in favor of our planet and for the benefit of future generations.
...acting responsibly...
63%52,563 volunteersW
e ar
e o
ne
of
the
com
pan
ies
wit
h t
he
larg
est
nu
mb
er
of
volu
nte
ers
wh
o w
ork
in
favo
r o
f th
eir
com
mu
nit
ies 63%• $365 million pesos channeled
• 2.9 million people benefited • 185 organizations supported • 381,246 man-hours in community work volunteers
22 Wal-Mart de Mexico Good job
1,0
73
08
06
04
02
00
Cust
om
ers
serv
ed
(mill
ions
)
Annual report 2008 23
In fully executing each of our strategic priorities we are better poised to meet the needs of an increasingly sophisticated and demanding consumer.
The efficiencies achieved enable us to further strengthen our price leadership position, thereby generating considerable savings that increase the purchasing power of our customers and making our vision a reality.
Day by day we enhance our value offering by providing better service and greater quality in the products we sell, thus differentiating ourselves from the rest. With various initiatives in all our formats we increase the added value for our customers and we improve their shopping experience.
...in benefitof our customers.
12%1,073,000,000 customersWe
gen
erat
ed m
ore
than $
7.3
bill
ion p
eso
s in
savi
ngs
for
our
cus
tom
ers
12%• 182 grand openings • 1,204 units• 52 new cities• 224 cities with presence nationwidecustomers
26 Wal-Mart de Mexico Good job
retailGetting down to
Population breakdown by income level
E D D+ C C+ B/A
BUSINESSMEMBERS
33.7
(%) of total
sales
28.2
27.0
5.1
3.6
2.4
Bodega Aurrera
Walmart
Sam’s Club
Superama
Suburbia
Vips
High: 7.5%Middle: 32.2%Low: 60.3%
Annual report 2008 27
detailsWe are a multi-format company, and we have strategies that are specially designed for each of our different types of customers, underscoring our vision of helping to improve the quality of life of Mexican families.
retail
28 Wal-Mart de Mexico Good job
pricThe best
• We launched the 1-2-3 program, economic, high quality options in our produce, meat and deli departments, among others, at the very low price of $1, $2 and $3 pesos
• Another hit was the 9.90 program, primarily grocery and consumable products all at the same low price: $9.90 pesos
• Our proto for Bodega Aurrera Express surpassed expectations in productivity and profitability, with a total of 63 stores opened throughout the year. This new prototype –a discount and convenience store all rolled into one- targets income levels D and E in markets ranging from 12,000 to 20,000 inhabitants and allows us to meet the replenishment needs of our customers at Bodega Aurrera prices.
• With a total of 279 Bodega Aurrera stores, 96 Mi Bodega Aurrera units and 67 Bodega Aurrera Express stores, we are now present in practically every state of Mexico
During 2008 we celebrated 50 years of offering the best in retail for the market, confirming our position once again as the champions of low prices
Annual report 2008 29
es% of total sales 33.7%
sq. ft. of sales floor 14,472,179SKUs 45,000
associates 60,038units 442
cities nationwide 206grand openings 129
sales $82.3 billion pesos
30 Wal-Mart de Mexico Good job
live bSave money
• We launched Tuesdays and Wednesdays for Fresh, a program with especially low prices for our entire line of perishables, with the produce department being our spearhead. We back up all these products with our Double Freshness Guarantee: if for whatever reason a customer is not satisfied with a purchase made, we will exchange it and return the money paid.
• We changed the layout and the “feel” of the Electronic Department with the purpose of enhancing the shopping experience. Moreover, we launched our exclusive brand –ATVIO- quality products with the lowest price in the category and a 12-month full guarantee to exchange the product if needed.
“Save money. Live better” synthesizes our philosophy –a value proposition that contributes towards improving the quality of life of our customers
Annual report 2008 31
etter sales $68.7 billion pesos
% of total sales 28.2%sq. ft. of sales floor 13,441,449
SKUs 90,000associates 47,060
units 153cities nationwide 59
grand openings 17
ter
32 Wal-Mart de Mexico Good job
membPrices that add value to your
• Each week we conduct comp checks to be sure we offer the best price on the market. As a result, our members obtained important savings all throughout the year.
• We launched the Sam’s Style international credit card, allowing our members to shop in our clubs at the best prices and obtain a 2% rebate on all purchases made with their card in any establishment affiliated with MasterCard
• We launched a direct communication program with our members, whereby we were able to offer, via email and internet, products that meet their needs
Our members can rest assured that when they shop in our clubs, with the best prices anywhere, their membership pays for itself
Annual report 2008 33
ership% of total sales 27.0%
sq. ft. of sales floor 7,366,697SKUs 4,500
associates 23,039units 91
cities nationwide 60grand openings 8
sales $66.0 billion pesos
34 Wal-Mart de Mexico Good job
closeAlways
• Our exclusive gourmet brand, Extra Special, a line of products having special and authentic ingredients from the place of origin, already numbers 105 items in its catalog. Among the list of categories introduced this year are varieties of tea, olive oil, European bread, canned fish and seafood, and gourmet sauces.
• Superama Express delivery is now known as the best home delivery service in the market. In 2008 we optimized delivery times and service with mobile terminals that allow customers to pay with credit/debit cards from the comfort of their homes.
• The full headcount of Superama associates were trained through the Close to my Customer program, with the purpose of offering our consumers a service quality that exceeds all expectations, and to be perceived as the number one retail chain in service
We focus on always being the most convenient supermarket, preferred by our customers because of top freshness, quality and service
see focus on always being the most convenient
Annual report 2008 35
by% of total sales 5.1%
sq. ft. of sales floor 1,192,497SKUs 30,000
associates 9,618units 67
cities nationwide 14grand openings 3
sales $12.4 billion pesos
36 Wal-Mart de Mexico Good job
fas• We relaunched the Suburbia Card with a renewed image and
enhanced benefits • Our nationwide contest -CreacionES Suburbia- brought out the best
in creativity by young Mexican apparel designers. In addition to a monetary award, the winner was given the opportunity to market his designs in our collections.
• We opened a new store prototype to take fashion at the best price to markets having less than 250,000 inhabitants
Since we included prestige labels in our product offering, Mexican families are now able to renew their wardrobes with quality products at the best possible prices
at the best possible price
Annual report 2008 37
hion% of total sales 3.6%
sq. ft. of sales floor 3,727,701associates 8,848
units 84cities nationwide 29
grand openings 8
sales $8.8 billion pesos
hion
38 Wal-Mart de Mexico Good job
flavAdd
to your encounter
• We introduced the use of vestibules, found at the entrance of our restaurants, where customers can choose among pastries, gourmet coffee, and impulse items. This novel concept adds a contemporary flair to our restaurants, in addition to creating a channel for incremental sales.
• Culinary festivals were designed, each with a different theme per season. This added variety and innovation to our value offering.
• With the purpose of increasing our customer base and strengthening our value proposition, breakfasts and dinners were added to our menu of affordable prices
• El Porton continues setting itself beyond the rest by offering dishes with our authentic Mexican flavor. As a result, it adds the touch of homemade corn products to the consumer experience, as well as preparing salsas right at the customer’s table.
A new option: delicious, healthy and economic packages to satisfy all tastes
Annual report 2008 39
or% of total sales 2.4%
seats 83,650associates 20,315
units 367cities nationwide 65
grand openings 17
sales $5.8 billion pesos
40 Wal-Mart de Mexico Good job
bank sOffering
• We served 115,000 customers in 432 Bodega Aurrera, Walmart and Sam’s Club units nationwide
• We held seven fairs where we conveyed to over 35,000 customers the advantages of personal savings and the responsible use of credit programs
• Since the majority of our customers now have access to banking services for the first time in their lives, we offer simplified savings, investment and credit products
After one year of operation, we extended the presence of the Bank and promoted the culture of sound financial habits among our customers
Annual report 2008 41
ervicesassociates 1,096
MACS 38consumer credit modules 394
cities nationwide 125grand openings:
MACS 22consumer credit modules 394
115,000 customers
42 Wal-Mart de Mexico Good job Annual report 2008 43
The blue color was kept and we added a spark; the six components it has represent our three basic beliefs –respect for the individual, customer service and striving for excellence- and the three pillars of our brand –unbeatable prices, product quality, and shopping convenience.
Rapport, warmth and freshness: three features of the new identity for our Walmart self-service format. They distinguish us from our competitors and bring us closer to our female customers.
44 Wal-Mart de Mexico Good job
The structure and responsibilities of the Board of Directors, our Code of Ethics and in general all the activities performed by our Company follow the best practices of good corporate governance.
GovernanceCorporate
BOARD OF DIRECTORS
Our Board of Directors is charged with overseeing the management of the business.
Composition• All the members are appointed on a yearly basis by
the shareholders at the annual meeting• Independent Directors must comprise a minimum of
25% of the total number of Board Directors• Minority shareholders whose shares represent at
least ten percent of total owners’ equity shall have the right to appoint a Director and the corresponding Alternate, neither may be removed until the other members of the Board of Directors are also removed
• The Board meets a minimum of four times a year
Primary Responsibilities• Choosing the Chief Executive Officer• Acting as consultant/counsel for Company top
management• Working actively with the CEO to develop general
corporate strategies for the Company and any organizations the Company controls
• Overseeing the performance of Company Officers• Approve all information policies and communication
with shareholders and the market
Other Practices• The duties of Chairman of the Board of Directors and
of the CEO are kept separate• The Board evaluates the performance of each
Director• Independent Directors have experience in the line of
business of the Company• The Board has access to independent consultants• The Chairman of the Board is forbidden from acting
as Secretary or presiding over Board committees
The Board of Directors has three committees, whose duties include detailed analysis of matters pertaining to its sphere of action and making suggestions to the Board so it may study the information and make the decision most suitable to creating the best possible value for all the shareholders.
AUDIT COMMITTEE
There are three Directors, all of them independent. Included among the primary responsibilities are appointing the Independent Auditor for the Company; establishing the fees; overseeing internal controls and ensuring they meet all applicable legal and accounting regulations; and reviewing related-party transactions conducted by the Company.
The Audit Committee is also empowered to review Financial Statements and ensure they reflect a true and accurate overview of the financial situation of the Company.
This Committee has the necessary procedures to receive, keep and respond to all complaints regarding accounting practices and controls, and all audit-related matters. There is a system in place that protects the anonymity of any and all persons who make complaints regarding accounting issues.
The Audit Committee is authorized and has the resources needed to retain legal counsel and any other outside consultant service required to meet its obligations.
The Chairman of the Audit Committee is different from the Chairman of the Board.
The following are Audit Committee practices:• All Audit Committee members are Independent
Directors• All members have experience in finance• Independent auditors are not allowed to perform
consultancy services for the Company• The partner from the Independent Audit firm who
renders an opinion on Financial Statements for the Company must be periodically changed
• The Audit Committee holds private meetings and receives periodic reports from Internal Audit, Legal and Compliance, and Ethical Behavior
Audit Committee Members:Blanca Treviño* (Chairwoman)Martha Miller*Ernesto Vega*
Annual report 2008 45
CORPORATE PRACTICES COMMITTEE
There are three Directors, all of them independent.
The purpose of this committee is to reduce potential risks of conducting transactions that could compromise Company assets or that could favor a specific group of shareholders.
Its primary responsibilities are:• Approving policies that govern the use and
possession of Company assets• Authorizing related-party transactions, total
compensation for the CEO, and all policies regarding total compensation for top management
• Assisting the Board of Directors in its duty to produce reports on accounting practices
• Calling shareholder meetings and including all pertinent matters in the order of business for the meeting
The Chairman of the Corporate Practices Committee is different from the Chairman of the Board.
Members of the Corporate Practices Committee:Blanca Treviño* (Chairwoman)Martha Miller*Ernesto Vega*
EXECUTIVE COMMITTEE
There are three Directors. Among their duties is that of strategic planning for the Company.
Executive Committee Members:Michael T. Duke (Chairman)Craig R. HerkertEduardo Solórzano
CODE OF ETHICS
For Wal-Mart de Mexico, honesty and integrity continue being non-negotiable core values, and we always ensure that they permeate and govern all our activities.
The following are some of the primary points covered in our Code of Ethics:
• Open-door policy • Supplier relations • Non-discrimination• Conflicts of interest • Gifts and gratuities • Privileged information • Health, safety and the environment • Inappropriate behavior• No repercussions • Financial investments • Fair trade practices • Financial integrity • Anticorruption• Political involvement • International trade
Wal-Mart de Mexico’s Ethics and Compliance area, which reports to the Legal Vice President, is charged with communicating and fostering observance of our ethical behavior policies and corporate governance, and strict adherence to the statutes governing our Company. The Audit Committee periodically receives reports from this area.
Each year we reply and send to the Mexican Stock Exchange the Code of Corporate Best Practices, which is available on the institution’s website.
* Independent Director
46 Wal-Mart de Mexico Good job
of DirectorsBoard
ERNESTO VEGA* (Chairman)Member of the Board for Wal-Mart de Mexico, since 2001Born in Valle de Santiago, Guanajuato in 1937. He is a Public Accountant from Instituto Tecnologico Autonomo de Mexico (ITAM) with further business management studies from IPADE. He received the Rafael Mancera Ortiz award for Public Accountants. He was awarded ITAM’s “Race to the Universe” for his outstanding career. He has fifty years of experience in the financial sector, government agencies and private companies. From 1971 to date he has held several positions at DESC Group, where he became Vice President in charge of General Management. He is currently retired, and is an Independent Director and member of the Audit and Corporate Practices Committees. He also serves on the following Boards: Grupo Aeroportuario del Pacifico, America Movil, and Industrias Peñoles (as an alternate director).
SUSAN CHAMBERSExecutive Vice President, People Division, Wal-Mart Stores, Inc.9 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2006Born in St. Joseph, MO, in 1957. Susan has a bachelor’s degree in systems and data processing from William Jewell College in Liberty, Missouri. She joined Wal-Mart Stores, Inc. in 1999. Since April 2006 she is the Executive Vice President for the People Division at Wal-Mart Stores, Inc. Susan is on the Kansas State University Business Advisory Board, the Advisory Council for Women Impacting Public Policy, and Leadership Council for New America Foundation. She is a board member of Arvest Bank.
LESLIE DACHExecutive Vice President, Corporate Affairs and Government Relations, Wal-Mart Stores, Inc.3 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2008Born in New York City, in 1954, Leslie has a bachelor’s degree in biology from Yale University. He also has an MBA in public administration from Harvard University. Prior to joining Wal-Mart Stores, Inc. in 2006, Leslie was Vice Chairman of Edelman, a major global communications firm. He joined Wal-Mart Stores, Inc. as Executive Vice President, Corporate Affairs and Government Relations. He serves on the board of directors of the World Resources Institute. Leslie was also a lobbyist for the National Audubon Society and Environmental Defense, and the special assistant to the Chairman of the U.S. Senate Agriculture Committee.
MICHAEL T. DUKEPresident and CEO, Wal-Mart Stores, Inc. 13 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2006Born in Atlanta, Georgia in 1949. He graduated from Georgia Tech with a bachelor’s degree in industrial engineering. He joined Wal-Mart Stores, Inc. in 1995. He was named president and CEO of Wal-Mart Stores, Inc. as of February 2009. He serves on the Board of Directors of the US-China Business Council as well as CIES-The Food Business Forum, and is on the Executive Board of Conservation International’s Center for Environmental Leadership in Business. He also serves on the University of Arkansas Board of Advisors.
JOHN FLEMINGExecutive Vice President and Chief Merchandising Officer, Wal-Mart Stores U.S.8 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2006Born in Rochester, Minnesota, in 1958. He earned his degree in Political Science and Economics from The Colorado College. Fleming joined Wal-Mart Stores, Inc. in 2000 as Chief Merchant of walmart.com. In 2002 he was promoted to President and CEO of walmart.com. Under his leadership, walmart.com grew into one of the country’s top three destinations for online shopping. He was appointed Executive Vice President and Chief Merchandising Officer for the Wal-Mart Stores US in 2007. He spent 19 years at Target Corporation before joining Wal-Mart. During his time there, he held various retail and merchandising positions in the department stores division. His final assignment with Target Corporation was as Senior Vice President of Merchandising for Marshall Fields, overseeing the fashion divisions.
CRAIG R. HERKERTPresident and CEO of the Americas for Wal-Mart Stores, Inc.8 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2001Born in Joliet, Illinois in 1959. He earned a Bachelor of Science degree in Marketing from St. Francis College and a Master’s degree from Northern Illinois University. Prior to joining Wal-Mart in 2000, Craig was with Albertson’s, Inc., in Boise, Idaho, in the position of Executive Vice President of Marketing. Since 2004, he is President and CEO of the Americas for Wal-Mart Stores, Inc. He is a member of the Board of the Council of the Americas (an international business organization whose members share a common commitment to economic and social development, open markets, the rule of law, and democracy throughout the Western Hemisphere).
RAFAEL MATUTEExecutive Vice President and CFO for Wal-Mart de Mexico21 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 1998Born in Mexico City in 1960. He earned his degree in Industrial Engineering from Universidad Panamericana in Mexico City. He also has an MBA from IESE in Barcelona, Spain. He studied Top Management at IMD in Lausanne, Switzerland, and at the Chicago University (GSB). He joined Wal-Mart de Mexico in 1987. In 1998 he was promoted to Chief Financial Officer. He participated as member of the Advisory Board for Nacional Financiera, Banorte and Banco Nacional de México (Banamex/Citibank). Currently he is a member of the Board of Directors of Desarrolladora Homex.
Annual report 2008 47
MARTHA MILLER*Member of the Board for Wal-Mart de Mexico, since 2007Born in Mexico City in 1948. She has a degree from Stanford University in Palo Alto, California. Ms. Miller has 30 years of experience in marketing and business management. She worked with Procter and Gamble from 1976 to 2001, where her last position was Vice President and Chief Executive for Market Development for Mexico and Central America. From 2001 to 2005, she served on the Board of Directors of Grupo Aeroportuario del Sureste. From 2004 to 2007 she was member of the Board of Ryerson, Inc. Also from 2003 to January 2009 she was member of the Board of Nationwide Financial Services (Columbus, Ohio). Currently she is a member of the Board of Sally Beauty Holdings, Inc. (Denton, Texas), and Nestle Mexico. She is the first and only woman to join the “Businessman Hall”.
EDUARDO SOLÓRZANOCEO, Wal-Mart de Mexico19 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2000Born in Managua, Nicaragua in 1957. He has a degree in Economics from the Instituto Tecnologico de Monterrey. He also has a Master’s Degree in Economics from the Universidad de las Americas. Since he joined Wal-Mart de Mexico in 1985 to 1994, Eduardo held several management positions in Operations, Merchandising and Logistics. From 1994 to 1998 he was Commercial Director for Soriana. In 1998 he returned to Wal-Mart, and from 1998 to 2005 he held several positions, among them, those of Director of Food for Supercenter, Vice President for Supercenter and Executive Vice President and COO. In February 2005 he was appointed CEO for Wal-Mart de Mexico. Additionally he is a member of the Board of Directors for Wal-Mart Central America, as well as a member of the advisory board for IMCO (Mexican Institute for Competitiveness).
LEE STUCKYSenior Vice President and Chief Administrative Officer, Wal-Mart International (Retired)25 years of experience in the CompanyMember of the Board for Wal-Mart de Mexico, since 2000Born in Wichita, Kansas, in 1948. Lee earned his degree in Education from Wichita State University. He joined Wal-Mart Stores, Inc. in 1981 and served in various roles in Logistics, and Training and Development through 1992. In 1993 he moved to the International Division where he served first as Director and later as Vice President of Logistics, and was promoted in 1999 to Senior Vice President and CAO for Wal-Mart International. Lee retired from Company in 2007.
BLANCA TREVIÑO*Member of the Board for Wal-Mart de Mexico, since 2006Born in Monterrey, Mexico in 1959. She has a degree in Computer Science from the Tecnologico de Monterrey. She has worked for Softtek for more than 20 years, where she has held several positions such as Team Leader, Vice President of Sales and Marketing, and Executive Director for the United States. She co-founded Softtek and has been CEO for the same company since August 2000. Softtek is the largest regional, private, IT service provider in all of Latin America. She is a member of the Board of Directors of a number of organizations like US and Mexico Science Foundation from universities such as Universidad de Monterrey and Tec Milenio (part of the ITESM system). She is also advisor for the government of the state of Nuevo Leon. In October 2007, Fortune magazine’s 50 Most Powerful Business Women named her as one of four “Rising Stars”.
* Independent Director
ALTERNATE DIRECTORS
ANTONIO ECHEBARRENA* Board Member since 2006
JOSE ÁNGEL GALLEGOS Board Member since 2004
WAN LING MARTELLO Board Member since 2006
MARC N. ROSEN Board Member since 2001
SECRETARYJOSE LUIS RODRÍGUEZMACEDO
ASSISTANT SECRETARYENRIQUE PONZANELLI
48 Wal-Mart de Mexico Good job
OfficersSenior
EDUARDO SOLÓRZANO Chief Executive Officer 51 years old and 19 years of experience in the Company
VICTORIA ÁLVAREZ Vice President, General Merchandise and Apparel, Self- Service Division 57 years old and 26 years of experience in the Company
RAÚL ARGÜELLES Senior Vice President, Corporate Affairs and People Division 45 years old and 5 years of experience in the Company
MAURICIO ARNÁBAR Vice President, Merchandising, Bodega Aurrera 38 years old and 11 years of experience in the Company
ÁLVARO ARRIGUNAGA Vice President, Suburbia43 years old and 15 years of experience in the Company
MIGUEL BALTAZAR Senior Vice President, Walmart and Superama 56 years old and 32 years of experience in the Company
RUBÉN CAMARENA Vice President, People Division 52 years old and 18 years of experience in the Company
FEDERICO CASILLASVice President and CFO, Banco Wal-Mart de México47 years old and 19 years of experience in the Company
GERARDO CICEROVice President, Legal, Real Estate 60 years old and 33 years of experience in the Company
DAVID DÁGER Vice President, Merchandising, Food and Consumables 50 years old and 23 years of experience in the Company
JUAN JOSÉ DE LA GARZAVice President, Vips and El Porton 40 years old and 6 months of experience in the Company
XAVIER DEL RÍO Senior Vice President, Real Estate Negotations 61 years old and 30 years of experience in the Company
ALBERTO EBRARD Senior Vice President, Bodega Aurrera47 years old and 15 years of experience in the Company
XAVIER EZETA Senior Vice President, Real Estate Development 42 years old and 20 years of experience in the Company
EDUARDO JUÁREZ Vice President, Internal Audit 60 years old and 30 years of experience in the Company
RAFAEL MATUTEExecutive Vice President and Chief Financial Officer 48 years old and 21 years of experience in the Company
IVONNE MONTEAGUDOVice President, Operations, Superama42 years old and 7 months of experience in the Company
Annual report 2008 49
GIAN CARLO NUCCI Executive Vice President, Specialty Business39 years old and 15 years of experience in the Company
LAURENCE PEPPING Vice President, Marketing 43 years old and 1 year of experience in the Company
SCOT RANK Executive Vice President and Chief Operating Officer 48 years old and 8 years of experience in the Company
JOSÉ LUIS RODRÍGUEZMACEDO Senior Vice President, General Counsel 52 years old and 4 years of experience in the Company
MARIO ROMERO Vice President, Distribution and Logistics 47 years old and 4 years of experience in the Company
FARLEY SEQUEIRAVice President, Centralized Negotations 44 years old and 15 years of experience in the Company
JOSÉ LUIS TORRES Vice President, Operations, Bodega Aurrera 50 years old and 34 years of experience in the Company
JOSÉ MARÍA URQUIZASenior Vice President and Executive Officer, Banco Wal-Mart de México 50 years old
MARÍA DEL CARMEN VALENCIA Vice President, Systems 41 years old and 21 years of experience in the Company
ROQUE VELASCO Vice President, Administration 46 years old and 2 years of experience in the Company
SIMONA VISZTOVÁ Senior Vice President, Retail Development 41 years old and 16 years of experience in the Company
RODOLFO VON DER MEDEN Senior Vice President, Sam’s Club 45 years old and 18 years of experience in the Company
Our top management team is young, an average 48 years old, and with a wide experience –16 years in our Company
50 Wal-Mart de Mexico Good job
Financial SummaryGlossary
ADR American Depositary Receipt
Associate Employee who works at Wal-Mart de Mexico
ATVIO Exclusive brand for electronic products
Bodega Aurrera Austere discount stores offering basic
merchandise, food and household items at the
best prices
Distribution Center
Location for the receipt of goods from suppliers
and store distribution
EBITDA Earnings Before Interest, Taxes, Depreciation,
and Amortization
Every Day Low Prices
Permanent philosophy of Wal-Mart de Mexico,
in order to contribute towards improving the
quality of life of Mexican families
GDP Gross Domestic Product
MACS Wal-Mart de Mexico Bank Customer and
Member Service Modules
MSE Mexican Stock Exchange
Net sales Goods sold in our stores
NCPI National Consumer Price Index
Quality Standard: ISO 9001:2000
Certification ensures that this company has
implemented a system to guarantee that any
product or service it provides will consistently
meet international quality standards set forth
by the International Standardization
Organization (ISO)
Sam’s Club Membership warehouse clubs focused on
businesses and consumers who seek the best
possible prices
SKUs Stock Keeping Units
Suburbia Apparel stores offering the best in fashion for
the whole family at the best possible price
Superama Supermarkets located in residential areas
Total Revenue Net sales plus other income
Vips Leading restaurant chain in the restaurant-
cafeteria segment. It includes Mexican cuisine
as represented by El Porton.
Wal-Mart Stores Self-service chain in the US operation
Walmart Hypermarkets providing the widest assortment
of goods from groceries and fresh, to apparel
and general merchandise
WALMEX Stock Symbol for Wal-Mart de Mexico
2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998GDP (Growth, %) 1.4e 3.2 4.9 3.1 4.0 1.3 0.8 (0.2) 6.6 3.9 4.9Annual Inflation (%) 6.5 3.8 4.1 3.3 5.2 4.0 5.7 4.4 9.0 12.3 18.6Peso Devaluation (%) 25.5 0.8 1.7 (4.7) (1.2) 8.7 13.3 (4.8) 1.3 (3.9) 22.5Average Exchange Rate 11.2 10.9 10.9 10.9 11.3 10.8 9.7 9.3 9.5 9.6 9.1Year-end Exchange Rate 13.7 10.9 10.8 10.6 11.1 11.3 10.4 9.2 9.6 9.5 9.9Average Interest Rate (28 Day Cetes, %) 7.7 7.2 7.2 9.2 6.8 6.2 7.1 11.4 15.3 21.5 24.8RESULTSNET SALES 244,029 219,714 193,969 161,423 136,546 117,959 103,256 86,947 71,381 58,403 47,729 % of Growth Total Units 11 13 20 18 16 14 19 22 22 22 28 % of Growth Comp Units 5 6 10 10 9 8 9 12 15 18 23 OTHER INCOME 888 787 711 640 582 268 474 396 308 211 151 % of Growth 13 11 11 10 117 (43) 20 28 46 40 39TOTAL REVENUES 244,917 220,501 194,680 162,063 137,128 118,227 103,730 87,343 71,689 58,614 47,880 % of Growth 11 13 20 18 16 14 19 22 22 22 28GROSS PROFIT 53,284 47,751 42,032 34,540 28,840 24,524 21,510 18,083 14,612 11,836 9,489 % of Profit Margin 21.8 21.7 21.6 21.3 21.0 20.7 20.7 20.7 20.4 20.2 19.8 GENERAL EXPENSES 33,533 29,428 26,237 22,480 19,514 17,266 15,325 13,044 10,813 8,877 7,680 % of Total Revenues 13.7 13.3 13.5 13.9 14.2 14.6 14.8 14.9 15.1 15.1 16.0 OPERATING INCOME 19,751 18,323 15,795 12,060 9,326 7,258 6,185 5,039 3,799 2,959 1,809 % of Total Revenues 8.1 8.3 8.1 7.4 6.8 6.1 6.0 5.8 5.3 5.0 3.8 % of Growth 8 16 31 29 28 17 23 33 28 64 26 EBITDA 23,887 21,973 19,019 15,109 11,877 9,517 8,140 6,696 5,298 4,247 2,823 % of Total Revenues 9.8 10.0 9.8 9.3 8.7 8.0 7.8 7.7 7.4 7.2 5.9 COMPREHENSIVE FINANCIAL INCOME 474 1,468 1,378 1,369 998 824 918 1,233 1,328 1,316 1,512 INCOME BEFORE TAX 19,857 19,536 17,119 13,110 10,090 7,886 6,927 6,025 4,941 4,368 3,288 INCOME TAX 5,184 5,574 4,943 3,796 2,407 2,514 2,082 1,895 1,474 926 680 NET INCOME 14,673 13,962 12,176 9,314 7,683 5,372 4,845 4,130 3,467 3,442 2,608 % of Growth 5 15 31 21 43 11 17 19 1 32 (25)FINANCIAL POSITIONCASH 11,350 8,984 14,985 14,161 11,846 11,764 9,768 9,399 11,997 9,302 7,543 INVENTORIES 22,808 20,883 18,058 14,098 11,971 10,736 10,774 8,815 7,857 6,982 5,240 OTHER ASSETS 5,020 5,355 4,370 3,124 2,292 2,304 2,303 1,897 1,400 1,202 811 FIXED ASSETS 79,286 71,522 61,449 53,396 45,762 40,849 36,872 32,161 28,449 24,963 21,930 TOTAL ASSETS 118,464 106,744 98,862 84,779 71,871 65,653 59,717 52,272 49,703 42,449 35,524 SUPPLIERS 27,005 25,381 25,864 20,429 16,017 14,892 13,883 12,299 12,444 10,253 7,736 OTHER LIABILITIES 17,183 15,179 13,502 12,549 8,906 8,872 7,933 7,125 6,513 1,332 1,332 SHAREHOLDERS' EQUITY 74,276 66,184 59,496 51,801 46,948 41,889 37,901 32,848 30,746 30,864 26,456 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 118,464 106,744 98,862 84,779 71,871 65,653 59,717 52,272 49,703 42,449 35,524 NUMBER OF UNITSBodega Aurrera 442 313 258 203 162 140 116 105 90 78 73 Walmart 153 136 118 105 89 83 75 62 57 53 50 Sam's Club 91 83 77 69 61 53 50 46 38 34 31 Superama 67 64 60 55 48 44 44 44 40 38 36 Suburbia 84 76 62 53 50 52 50 51 53 51 43 Restaurants Vips ¹ 367 355 318 298 284 269 260 242 218 204 181 TOTAL 1,204 1,027 893 783 694 641 595 550 496 458 414 WAL-MART DE MEXICO BANK MACS 38 16 - - - - - - - - -Consumer credit modules 394 - - - - - - - - - -OTHER INFORMATION AT THE END OF THE YEARNumber of Associates 170,014 157,432 141,704 124,295 109,057 99,881 92,708 84,607 74,790 70,700 61,145 Share Price ² (pesos) 37.00 37.69 47.56 29.51 19.15 16.02 11.81 12.50 9.60 9.51 6.00 Number of Outstanding Shares ² (millions) 8,435 8,473 8,572 8,646 8,740 8,866 8,924 8,888 8,948 9,072 9,312 Market Value 312,095 319,347 407,684 255,143 167,371 142,033 105,392 111,100 85,901 86,275 55,872 Earnings per Share ² (pesos) 1.732 1.634 1.410 1.064 0.867 0.603 0.540 0.463 0.386 0.375 0.275 Payment of Dividends 4,902 4,313 3,223 2,708 1,917 1,624 1,363 1,992 - - - Number of Shares Repurcharsed (millions) 76 144 153 205 213 58 62 60 124 240 306 Investment in Share Repurchasing Operations 2,869 6,065 4,842 4,663 3,824 818 675 614 1,208 1,610 1,899
¹ Including franchises² Adjusted according to split conducted in February 2006
MILLIONS OF PESOS
Annual report 2008 51
Financial Summary
2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998GDP (Growth, %) 1.4e 3.2 4.9 3.1 4.0 1.3 0.8 (0.2) 6.6 3.9 4.9Annual Inflation (%) 6.5 3.8 4.1 3.3 5.2 4.0 5.7 4.4 9.0 12.3 18.6Peso Devaluation (%) 25.5 0.8 1.7 (4.7) (1.2) 8.7 13.3 (4.8) 1.3 (3.9) 22.5Average Exchange Rate 11.2 10.9 10.9 10.9 11.3 10.8 9.7 9.3 9.5 9.6 9.1Year-end Exchange Rate 13.7 10.9 10.8 10.6 11.1 11.3 10.4 9.2 9.6 9.5 9.9Average Interest Rate (28 Day Cetes, %) 7.7 7.2 7.2 9.2 6.8 6.2 7.1 11.4 15.3 21.5 24.8RESULTSNET SALES 244,029 219,714 193,969 161,423 136,546 117,959 103,256 86,947 71,381 58,403 47,729 % of Growth Total Units 11 13 20 18 16 14 19 22 22 22 28 % of Growth Comp Units 5 6 10 10 9 8 9 12 15 18 23 OTHER INCOME 888 787 711 640 582 268 474 396 308 211 151 % of Growth 13 11 11 10 117 (43) 20 28 46 40 39TOTAL REVENUES 244,917 220,501 194,680 162,063 137,128 118,227 103,730 87,343 71,689 58,614 47,880 % of Growth 11 13 20 18 16 14 19 22 22 22 28GROSS PROFIT 53,284 47,751 42,032 34,540 28,840 24,524 21,510 18,083 14,612 11,836 9,489 % of Profit Margin 21.8 21.7 21.6 21.3 21.0 20.7 20.7 20.7 20.4 20.2 19.8 GENERAL EXPENSES 33,533 29,428 26,237 22,480 19,514 17,266 15,325 13,044 10,813 8,877 7,680 % of Total Revenues 13.7 13.3 13.5 13.9 14.2 14.6 14.8 14.9 15.1 15.1 16.0 OPERATING INCOME 19,751 18,323 15,795 12,060 9,326 7,258 6,185 5,039 3,799 2,959 1,809 % of Total Revenues 8.1 8.3 8.1 7.4 6.8 6.1 6.0 5.8 5.3 5.0 3.8 % of Growth 8 16 31 29 28 17 23 33 28 64 26 EBITDA 23,887 21,973 19,019 15,109 11,877 9,517 8,140 6,696 5,298 4,247 2,823 % of Total Revenues 9.8 10.0 9.8 9.3 8.7 8.0 7.8 7.7 7.4 7.2 5.9 COMPREHENSIVE FINANCIAL INCOME 474 1,468 1,378 1,369 998 824 918 1,233 1,328 1,316 1,512 INCOME BEFORE TAX 19,857 19,536 17,119 13,110 10,090 7,886 6,927 6,025 4,941 4,368 3,288 INCOME TAX 5,184 5,574 4,943 3,796 2,407 2,514 2,082 1,895 1,474 926 680 NET INCOME 14,673 13,962 12,176 9,314 7,683 5,372 4,845 4,130 3,467 3,442 2,608 % of Growth 5 15 31 21 43 11 17 19 1 32 (25)FINANCIAL POSITIONCASH 11,350 8,984 14,985 14,161 11,846 11,764 9,768 9,399 11,997 9,302 7,543 INVENTORIES 22,808 20,883 18,058 14,098 11,971 10,736 10,774 8,815 7,857 6,982 5,240 OTHER ASSETS 5,020 5,355 4,370 3,124 2,292 2,304 2,303 1,897 1,400 1,202 811 FIXED ASSETS 79,286 71,522 61,449 53,396 45,762 40,849 36,872 32,161 28,449 24,963 21,930 TOTAL ASSETS 118,464 106,744 98,862 84,779 71,871 65,653 59,717 52,272 49,703 42,449 35,524 SUPPLIERS 27,005 25,381 25,864 20,429 16,017 14,892 13,883 12,299 12,444 10,253 7,736 OTHER LIABILITIES 17,183 15,179 13,502 12,549 8,906 8,872 7,933 7,125 6,513 1,332 1,332 SHAREHOLDERS' EQUITY 74,276 66,184 59,496 51,801 46,948 41,889 37,901 32,848 30,746 30,864 26,456 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 118,464 106,744 98,862 84,779 71,871 65,653 59,717 52,272 49,703 42,449 35,524 NUMBER OF UNITSBodega Aurrera 442 313 258 203 162 140 116 105 90 78 73 Walmart 153 136 118 105 89 83 75 62 57 53 50 Sam's Club 91 83 77 69 61 53 50 46 38 34 31 Superama 67 64 60 55 48 44 44 44 40 38 36 Suburbia 84 76 62 53 50 52 50 51 53 51 43 Restaurants Vips ¹ 367 355 318 298 284 269 260 242 218 204 181 TOTAL 1,204 1,027 893 783 694 641 595 550 496 458 414 WAL-MART DE MEXICO BANK MACS 38 16 - - - - - - - - -Consumer credit modules 394 - - - - - - - - - -OTHER INFORMATION AT THE END OF THE YEARNumber of Associates 170,014 157,432 141,704 124,295 109,057 99,881 92,708 84,607 74,790 70,700 61,145 Share Price ² (pesos) 37.00 37.69 47.56 29.51 19.15 16.02 11.81 12.50 9.60 9.51 6.00 Number of Outstanding Shares ² (millions) 8,435 8,473 8,572 8,646 8,740 8,866 8,924 8,888 8,948 9,072 9,312 Market Value 312,095 319,347 407,684 255,143 167,371 142,033 105,392 111,100 85,901 86,275 55,872 Earnings per Share ² (pesos) 1.732 1.634 1.410 1.064 0.867 0.603 0.540 0.463 0.386 0.375 0.275 Payment of Dividends 4,902 4,313 3,223 2,708 1,917 1,624 1,363 1,992 - - - Number of Shares Repurcharsed (millions) 76 144 153 205 213 58 62 60 124 240 306 Investment in Share Repurchasing Operations 2,869 6,065 4,842 4,663 3,824 818 675 614 1,208 1,610 1,899
¹ Including franchises² Adjusted according to split conducted in February 2006
52 Wal-Mart de Mexico Good job
and Analysis of ResultsManagement’s
Discussion
INCOME STATEMENT
SALES
Total sales for 2008 amounted to $244 billion pesos, $24.3 billion pesos more than the previous year. This represented an increase of 11.1%.
Throughout the year we opened 182 units among our different business formats, increasing the sales floor by 11.7%. This increase contributed considerably to the growth in total sales, as did the performance by our stores in operation over a year, which recorded 4.6% growth in nominal sales, as compared to figures posted for 2007.
In a year marked by weakness in consumer habits and increased caution by customers, we focused on strengthening loyalty and increasing customer count by widening our price advantage, winning in perishables and leveraging the differentiation in seasonal goods. Customer count in our stores, clubs and restaurants rose 12.1% over last year, and 4.2% in units in operation over a year.
The average ticket increased of 0.4% in our stores in operation over a year. This is the result of our aggressiveness in prices as well as less discretionary spending, which in turn impacted more certain departments and formats. It should be noted that General Merchandise and Apparel combined represent 50% of our sales.
Our sales mix for self-service performed better than that reported for Walmex, with an increase of 5.4% in our stores in operation over a year. The increase in customer count for self-service was also better than that reported for Walmex.
The percentage of sales for all our formats is as follows:
Business Format Sales Share %Bodega Aurrera 33.7Walmart 28.2Sam’s Club 27.0Superama 5.1Suburbia 3.6Vips 2.4
GROSS MARGIN
Our gross margin was 21.8%, 10 basis points above 2007, despite the change in participation from the different business formats in total company sales, like Suburbia and Vips, whose gross margins are higher than that of the self-service division. The self-service formats improved gross margins when compared to figures recorded for last year.
GENERAL EXPENSES
General expenses increased 13.9%, which is 300 basis points higher than sales. This is primarily attributed to operating expenses for Banco Wal-Mart, energy bill, emergency power plants, advertising, remodels and a thinner base stemming from expense reductions initiated last year.
EARNINGS PER SHARE
Net income increased 5.1% throughout the year, whereas earnings per share grew 6.0%. This differential was brought about by our on-going program for the repurchase of shares. A total of 75.8 million shares were repurchased during 2008.
BALANCE
CASH AND CASH EQUIVALENTS
Our cash position at closing 2008 amounted to $11.4 billion pesos, $2.4 billion pesos more than last year, even after having invested $11.3 billion pesos in fixed assets, repurchased shares in the amount of $2.9 billion pesos and paid a cash dividend of $3.2 billion pesos.
Cash is invested in short-term debt securities. The Company does not conduct transactions with derivatives, nor does it invest in the stock market. The Company has not conducted any transactions not recorded in the Financial Statements.
Regarding operation results and the financial standing of the Company
Annual report 2008 53
USES OF CASH
• Investment in Fixed Assets: We continue reinvesting our earnings in projects that allow us to modernize our operating structure, from information systems to logistics networks and the renovation of our stores, clubs and restaurants, including the opening of new and profitable stores. Over the course of the last six years, we have invested
$50.6 billion pesos in fixed assets, thereby representing the reinvestment of 95% of our earnings.
• Dividends: We have consistently paid dividends, offering the choice of receiving payment in cash or in stock, so that our shareholders who so desire may have the opportunity to participate in our growth. The following chart shows the dividends paid during the last four years (with values adjusted by the split conducted in 2006).
Year 2005 2006 2007 2008Dividend per share (pesos) $0.32 $0.38 $0.51 $0.59% of earnings for the previous year 35% 35% 35% 35%Choice for the Shareholder
One share for each
62.78 shares owned
One share for each
80.05 shares owned
One share for each
89.37 shares owned
One share for each
77.12 shares owned
% of shareholders that requested dividends in shares 80% 75% 48% 35%Cash spent (millions of pesos) $531 $793 $2,236 $3,208
• Repurchase of Shares: The shareholders authorize the maximum amount available for the repurchase of shares. Repurchased shares are subtracted from the equity at the moment of repurchase and are formally cancelled during the Shareholders’ Annual Meeting. The following chart shows the investment in the repurchase of shares during the last four years (with values adjusted from the split conducted in 2006).
Program Repurchased Shares(millions)
Invested Amount
(millions of pesos)
2005 205 $ 4,663
2006 153 4,842
2007 144 6,065
2008 76 2,869
WORKING CAPITAL
In 2008, the Company continued operating with negative working capital requirements, which has historically allowed for the self-financing of growth and modernization. The inventory balance as of December 31 amounted to $22.8 billion pesos, which was financed by accounts payable to suppliers totaling $27.0 billion pesos.
PROFITABILITY
RETURN ON EQUITY
The Return on Equity (ROE) for the year was 23.9%.The Return on Capital Employed for the year was 27.0%
54 Wal-Mart de Mexico Good job
To the Board of Directors of Wal-Mart de Mexico, S.A.B. de C.V.
Dear Directors:
In compliance with Article 43 of the Mexican Securities Market law in effect and the rules and regulations of the Board of Directors, this is to inform you of the operations carried out in regards to the year ended on December 31, 2008.
In carrying out our duties, we have adhered not only to the Mexican Securities Market law but also to the recommendations contained in the Company’s Code for Better Corporate Practices and the Code of Ethics.
In order to comply with our supervision process, we performed the following:
I. As concerns Corporate Practices:a) We were informed of:
1.The process to assess the performance of relevant executives and to authorize the succession plan. There are no observations to report.
2.Processes followed during the fiscal year to conduct operations with related parties, and the comprehensive compensation packages for the CEO and other relevant executives listed under Note 7 of the company’s financial statements. Additionally, we were informed about the transfer pricing external review. There are no observations to report.
b) The Board of Directors did not grant waivers to any board member, relevant executive or others in the chain of command for any privilege listed under article 28, section III, paragraph f) of the Mexican Securities Market law.
II. Related to Audit:a) We analyzed the status of the internal control system, and we were informed in detail of the programs and
work done by Internal and Independent Audit, as well as the main aspects requiring improvement and follow-up on implemented preventive and corrective measures. Therefore it is our opinion that all effectiveness requirements are being met to ensure that the Company operates within a general environment of control.
b) We evaluated the performance of the independent auditors, who are responsible for rendering an opinion on the reasonability of the company’s financial statements and the compliance with the Mexican Financial Reporting Standards. We conclude that the partners of Mancera, S.C. (a member of Ernst & Young Global) meet the necessary professional skills, as well as independence in all intellectual and economic actions required, and therefore we recommend their appointment to examine and issue an opinion on the financial statements of
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries, as of December 31, 2008.c) We attended a number of meetings to review the company’s quarterly and annual financial statements and
recommended release of the financial information. We followed up on the investment plan of the year; we were informed of on-going legal proceedings to which the Company is a party thereof, and verified compliance with the corresponding standards and applicable regulations. Results were satisfactory.
d) We were informed of accounting policies approved in 2008, finding no changes that would affect figures in the financial statements.
e) We followed up on the decisions reached at Shareholders’ and Board Meetings.
Based on the work performed, and on the report of independent auditors, it is our opinion that accounting and reporting policies and criteria followed by the Company are adequate and sufficient and have been applied consistently, as a result of which, the information presented by the CEO reasonably reflects the financial position and results of the Company.
In light of the above, we recommend that the Board of Directors submit the financial statements for Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries for the year ended December 31, 2008 to the Company’s Shareholders’ Assembly for approval.
Sincerely,
Blanca TreviñoChairwoman Audit and Corporate Practices Committee
Mexico City, February 11, 2009
Blanca TrTrT eviño
Committees ReportAudit and
Corporate Practices
Annual report 2008 55
Independent AuditorsReport of
To the Shareholders ofWal-Mart de Mexico, S.A.B. de C.V.
We have audited the accompanying consolidated balance sheets of Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries as of December 31, 2008 and 2007, and the related consolidated statements of income and changes in shareholders’ equity for the years then ended and cash flows for the year ended December 31, 2008 and statement of changes in financial position for the year ended December 31, 2007. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in Mexico. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement and are prepared in conformity with Mexican Financial Reporting Standards. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the financial reporting standards used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries at December 31, 2008 and 2007, and the consolidated results of their operations and changes in their shareholders’ equity for the years then ended and consolidated cash flows for the year ended December 31, 2008 and consolidated changes in financial position for the year ended December 31, 2007, in conformity with Mexican Financial Reporting Standards.
Our audit opinion and the accompanying financial statements and footnotes have been translated room original Spanish version into English for convenience purposes only.
Mancera, S.C.A Member Practice ofErnst & Young Global
Felizardo Gastélum
Mexico City, January 30, 2009; Note 17 referring to final approval of financial statements is dated February 11, 2009.
Felizardo Gastélum
56 Wal-Mart de Mexico Good job Annual report 2008 57
December 31
2008 2007
Assets
Current assets:
Cash and cash equivalents Ps. 11,349,798 Ps. 8,983,817
Accounts receivable, net (Note 4) 4,487,796 4,700,237
Inventories, net 22,807,943 20,883,131
Prepaid expenses 531,933 655,189
Total current assets 39,177,470 35,222,374
Property and equipment, net (Note 5) 79,286,447 71,521,998
Total assets Ps. 118,463,917 Ps. 106,744,372
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable to suppliers (Note 7) Ps. 27,005,122 Ps. 25,380,996
Other accounts payable (Notes 7, 8, 10 and 12) 8,071,532 6,854,382
Total current liabilities 35,076,654 32,235,378
Long-term other liabilities (Note 10) 3,526,022 2,822,618
Deferred income tax (Note 11) 5,516,357 5,446,048
Labor obligations (Note 12) 68,690 56,323
Total liabilities 44,187,723 40,560,367
Shareholders’ equity (Note 13):
Capital stock 23,590,996 22,105,239
Legal reserve 4,421,048 4,068,913
Retained earnings 47,535,428 53,313,827
Accumulated result of restatement - ( 12,515,273)
Premium on sale of shares 2,274,854 2,302,669
Employee stock option plan fund ( 3,546,132) ( 3,091,370)
Total shareholders’ equity 74,276,194 66,184,005
Total liabilities and shareholders’ equity Ps. 118,463,917 Ps. 106,744,372
Consolidated Balance Sheets
(Notes 1, 2 and 3)Thousands of Mexican pesos for 2008 and thousands of Mexican pesos with purchasing power at December 31, 2007 for 2007
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries
The accompanying notes are an integral part of these financial statements.
Consolidated Statements of Income(Notes 1, 2 and 3)Thousands of Mexican pesos for 2008 and thousands of Mexican pesos with purchasing power at December 31, 2007 for 2007
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries
Year ended December 31
2008 2007
Net sales Ps. 244,029,030 Ps. 224,172,613
Other income 887,980 803,768
Total revenues 244,917,010 224,976,381
Cost of sales (191,632,968) ( 176,267,005)
Gross profit 53,284,042 48,709,376
General expenses ( 33,532,968) ( 30,038,499)
Operating income 19,751,074 18,670,877
Other expenses, net ( 368,871) ( 258,891)
Comprehensive financing result (Note 14) 474,447 1,495,271
Income before income tax 19,856,650 19,907,257
Income tax (Note 11) ( 5,183,822) ( 5,678,251)
Net income Ps. 14,672,828 Ps. 14,229,006
Earnings per share (in Mexican pesos) Ps. 1.732 Ps. 1.666
The accompanying notes are an integral part of these financial statements.
58 Wal-Mart de Mexico Good job Annual report 2008 59
Capital stockLegal
reserveRetainedearnings
Accumulatedresult of
restatement
Premium onsale
of shares
Employeestock option
plan fund Total
Balance at December 31, 2006 Ps. 20,367,261 Ps. 3,622,478 Ps. 49,775,672 Ps. ( 11,770,373) Ps. 2,331,940 Ps. ( 2,594,396) Ps. 61,732,582
Movements in employee stock option plan fund ( 29,271) ( 496,974) ( 526,245)
Increase in legal reserve 446,435 ( 446,435) -
Repurchase of shares ( 366,424) ( 5,844,245) ( 6,210,669)
Dividends capitalized and paid 2,104,402 ( 4,400,171) ( 2,099) ( 2,297,868)
Comprehensive income 14,229,006 ( 742,801) 13,486,205
Balance at December 31, 2007 22,105,239 4,068,913 53,313,827 ( 12,515,273) 2,302,669 ( 3,091,370) 66,184,005
Reclassification of the accumulated
result of restatement to retained earnings ( 12,535,877) 12,535,877 -
Movements in employee stock option plan fund ( 27,815) ( 454,762) ( 482,577)
Increase in legal reserve 352,135 ( 352,135) -
Repurchase of shares ( 208,151) ( 2,661,168) ( 2,869,319)
Dividends capitalized and paid 1,693,908 ( 4,902,047) ( 3,208,139)
Comprehensive income 14,672,828 ( 20,604) 14,652,224
Balance at December 31, 2008 Ps. 23,590,996 Ps. 4,421,048 Ps. 47,535,428 Ps. - Ps. 2,274,854 Ps. ( 3,546,132) Ps. 74,276,194
Consolidated Statements of Changes in Shareholders’ EquityFor the years ended december 31, 2008 and 2007(Notes 1, 2, 3 and 13) Thousands of Mexican pesos for 2008 and thousands of Mexican pesos with purchasing power at December 31, 2007 for 2007
The accompanying notes are an integral part of these financial statements.
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries
60 Wal-Mart de Mexico Good job Annual report 2008 61
Year ended December 31
2008 2007
Operating activities
Income before income tax Ps. 19,856,650 Ps. 19,907,257
Items related to investing activities:
Depreciation 4,136,073 3,727,361
Loss from retirement of property and equipment 223,631 271,428
Stock option compensation expense 91,453 35,635
Items related to financing activities:
Interest payable under capital leases 169,179 148,254
Gross cash flows 24,476,986 24,089,935
Variances in:
Accounts receivable 962,872 ( 1,017,877)
Inventories ( 1,924,812) ( 2,923,488)
Prepaid expenses 123,256 ( 102,603)
Accounts payable to suppliers 1,624,126 ( 540,193)
Other accounts payable 2,036,770 402,469
Income tax ( 6,713,351) ( 5,087,568)
Labor obligations 19,420 50,968
Net cash flows provided by operating activities 20,605,267 14,871,643
Investing activities
Purchase of property and equipment ( 11,315,980) ( 11,097,440)
Proceeds from the sale of property and equipment 105,045 94,100
Employee stock option plan fund, net ( 574,030) ( 561,880)
Net cash flows used in investing activities ( 11,784,965) ( 11,565,220)
Cash surplus to be applied to financing activities 8,820,302 3,306,423
Financing activities
Dividends paid ( 3,208,139) ( 2,297,868)
Repurchase of shares ( 2,869,319) ( 6,210,669)
Payments for property and equipment under capital leases ( 376,863) ( 355,553)
Net cash flow used in financing activities ( 6,454,321) ( 8,864,090)
Net increase (decrease) in cash and cash equivalents 2,365,981 ( 5,557,667)
Adjustment to cash flows for changes in the rate of inflation - ( 1,006,922)
Cash and cash equivalents at beginning of year 8,983,817 15,548,406
Cash and cash equivalents at end of year Ps. 11,349,798 Ps. 8,983,817
Consolidated Statements of
Cash Flows(Notes 1, 2 and 3)Thousands of Mexican pesos for 2008 and thousands of Mexican pesos with purchasing power at December 31, 2007 for 2007
The accompanying notes are an integral part of these financial statements.
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries
NOTE 1 - DESCRIPTION OF THE BUSINESS:
Wal-Mart de Mexico, S.A.B. de C.V. (WALMEX or “the Company”) is a company incorporated under the laws of Mexico and listed on the Mexican Stock Exchange. The principal shareholder of WALMEX is Wal-Mart Stores, Inc., a U.S. corporation, through Intersalt, S. de R.L. de C.V., a Mexican company.
WALMEX has a 99.9% equity interest in the following groups of companies:
Group Line of Business
Nueva Wal-Mart Operation of 442 (313 in 2007) Bodega Aurrera discount stores, 91 (83 in 2007) Sam’s Club membership self-service wholesale stores, 153 (136 in 2007) Walmart hypermarkets and 67 (64 in 2007) Superama supermarkets.
Suburbia Operation of 84 (76 in 2007) Suburbia stores with apparel and accessories for the entire family.
Vips Operation of 267 (256 in 2007) Vips restaurants serving international cuisine, 93 (92 in 2007) El Porton restaurants serving Mexican food, and 7 restaurants specializing in Italian food during both years.
Comercializadora Mexico Americana Import of goods for sale.
Real estate Real estate developments and management of real estate companies.
Services companies Rendering of professional services to Group companies, not-for-profit services to the community at large and shareholding.
Banco Wal-Mart de Mexico Adelante Rendering banking services through 38 (16 in 2007) customer and member services modules.
On October 1st. 2007, the Mexican National Banking and Securities Commission (CNBV) authorized WALMEX to operate Banco Wal-Mart de Mexico Adelante, S.A., Institucion de Banca Multiple (Bank), which opened its doors to the general public on November 7, 2007.
Notes to Consolidated Financial
StatementsAt december 31, 2008 and 2007Thousands of Mexican pesos for 2008 and thousands of Mexican pesos with purchasing power at December 31, 2007 for 2007, unless otherwise indicated
Wal-Mart de Mexico, S.A.B. de C.V. and Subsidiaries
62 Wal-Mart de Mexico Good job Annual report 2008 63
NOTE 2 - NEW FINANCIAL REPORTING STANDARDS:
In 2007, the Mexican Financial Reporting Standards Research and Development Board (Consejo Mexicano para la Investigacion y Desarrollo de Normas de Informacion Financiera, A.C. or CINIF) issued five new Mexican Financial Reporting Standards (Mexican FRS) that came into effect as of January 1st. 2008.
Mexican FRS B-10, Effects of Inflation, establishes the conditions for recognizing the effects of inflation on financial information based on the cumulative rate of inflation over the last three years.
Cumulative inflation over 2006, 2007 and 2008 is less than 26% and therefore, in conformity with Mexican FRS B-10, Mexico’s current economic environment is considered non-inflationary and so the Company’s financial information for 2008 was prepared without recognizing the effects of inflation.
The Interpretation of Mexican FRS 9 establishes that comparative financial statements for years prior to 2008 must be expressed in Mexican pesos with purchasing power at December 31, 2007, which was the last date on which the effects of inflation were recognized.
For a more accurate evaluation of the Company’s business performance, the consolidated statements of income for 2008 and 2007 are as follows in nominal Mexican pesos for both years:
Year ended December 31
2008 2007 % Growth
Net sales Ps. 244,029,030 Ps. 219,713,915 11
Other income 887,980 786,826 13
Total revenues 244,917,010 220,500,741 11
Gross profit 53,284,042 47,750,910 12
General expenses ( 33,532,968) ( 29,427,560) 14
Operating income 19,751,074 18,323,350 8
Other expenses, net ( 368,871) ( 255,335) 44
Comprehensive financing result 474,447 1,467,945 (68)
Income before income tax 19,856,650 19,535,960 2
Income tax ( 5,183,822) ( 5,574,287) (7)
Net income Ps. 14,672,828 Ps. 13,961,673 5
Mexican FRS B-2, Statement of Cash Flows, establishes that the statement of changes in financial position will be substituted by a statement of cash flows as part of the basic financial statements. For comparative purposes, the statement of changes in financial position for the year ended at December 31, 2007 was changed to a statement of cash flows.
As required by Mexican FRS B-2, the Company’s statement of changes in financial position is as follows in thousands of Mexican pesos with purchasing power at December 31, 2007.
Year ended
December 31, 2007
Net income Ps. 14,229,006
Items not requiring the use of resources 3,332,496
17,561,502
Resources used in operating activities ( 4,110,769)
Resources provided by operating activities 13,450,733
Resources used in financing activities ( 7,995,327)
Resources used in investing activities (12,019,995)
Net decrease in cash and cash equivalents ( 6,564,589)
Cash and cash equivalents at beginning of year 15,548,406
Cash and cash equivalents at end of year Ps. 8,983,817
The adoption of Mexican FRS B-15, Foreign Currency Translation, Mexican FRS D-3, Employee Benefits, and Mexican FRS D-4, Taxes on Profits, did not have a material effect on the Company’s financial information.
NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES:
The significant accounting policies and practices observed by the Company in the preparation of the consolidated financial statements, in conformity with Mexican FRS, are described below. Mexican FRS are understood to encompass the new standards issued by the CINIF and the bulletins issued by the Accounting Principles Board of the Mexican Institute of Public Accountants that have not been modified, replaced or abolished by Mexican FRS and that were transferred to the CINIF. As such, any of the documents comprising Mexican FRS will hereinafter be referred to by their original name or rather, either as “Mexican FRS” or as “accounting Bulletin”, as the case may be.
a. The accompanying consolidated financial statements include the statements of WALMEX and those of its subsidiaries, which are grouped as described in Note 1. All related party balances and transactions were eliminated in the consolidation.
b. As required by Mexican FRS B-10, Effects of Inflation, the Company’s 2008 financial information is shown in thousands of nominal Mexican pesos because the cumulative inflation rate over the last three years was 15.01% and so Mexico’s current economic environment is considered non-inflationary. The accumulated result of restatement at December 31, 2007 was reclassified to the retained earnings caption in the balance sheet.
64 Wal-Mart de Mexico Good job Annual report 2008 65
c. In order to provide a better understanding of the Company’s business performance, the consolidated statements of income were prepared on a functional basis, which allows for the disclosure of the cost of sales separately from other costs and expenses and of operating income as well, as established under Mexican FRS B-3, Statements of Income.
d. The Bank’s financial statements, which are included in the Company’s consolidated financial statements, were prepared based on the accounting criteria established by the CNBV, as issued as part of the General Provisions for Credit Institutions, and on the Mexican FRS issued by the CINIF. At date, there are no differences between these two sets of standards.
e. The preparation of financial statements in conformity with Mexican FRS requires the use of estimates in some items. Actual results might differ from these estimates.
f. Cash and cash equivalents consist basically of bank deposits and highly liquid investments. Such investments are stated at acquisition cost plus accrued interest, not in excess of market value.
The Company has no transactions with derivative financial instruments.
g. The balance of the Bank’s receivables portfolio is represented by amounts actually given to borrowers, plus uncollected earned interest. The preventive allowance for credit risks is presented net of the portfolio balances.
h. WALMEX recognizes bad debt reserves at the time the legal collection process begins in conformity with its internal procedures.
i. Inventories are stated at average cost, determined largely using the retail method. Due to the rapid turnover of inventories, the cost so determined is considered to be similar to replacement cost at the balance sheet date, not in excess of market value.
The buying allowances are charged to operations based on the turnover of inventories that gave rise to them.
j. Property and equipment are recorded initially at acquisition cost.
Fixed asset depreciation is computed using the straight-line method, at annual rates ranging from 3% to 33%.
k. The Company classifies its operating and capital leases for the rental of property following the guidelines established in accounting Bulletin D-5, Leases.
l. In conformity with accounting Bulletin C-15, the Company determines impairment in the value of its long-lived assets using the present value method, considering each of the Company’s stores or restaurants as a minimum cash generating unit to determine the value in use of its long-lived assets.
m. Foreign currency denominated monetary assets and liabilities are translated to Mexican pesos at the prevailing exchange rate as of the balance sheet date. Exchange differences determined are charged or credited to income, as required by Mexican FRS B-15, Foreign Currency Translation.
n. Liabilities for traditional deposits of the Bank are comprised of demand deposits in debit card accounts. These liabilities are recorded at either deposit or placement cost, plus accrued interest.
o. Liability provisions are recognized whenever the Company has current obligations derived from past events that can be reasonably estimated and that will most likely give rise to a future cash disbursement for their settlement.
p. Deferred income tax is determined using the asset and liability method. Under this method, deferred income tax is recognized on all temporary differences in balance sheet accounts for financial and tax reporting purposes, using the enacted income tax rate that will be in effect at the time the temporary differences giving rise to deferred tax assets and liabilities are expected to be recovered or settled, in conformity with Mexican FRS D-4, Taxes on Profits.
Deferred tax assets are evaluated periodically in order to determine their recoverability.
q. Seniority premiums accruing to employees under the Mexican Labor Law and termination payments made at the end of employment, except when resulting from corporate restructuring, are recognized as a cost of the years in which services are rendered, based on actuarial computations made by an independent expert, using the projected unit-credit method, in conformity with Mexican FRS D-3, Employee Benefits.
Actuarial gains and losses are amortized based on the expected remaining working life of the Company’s employees.
All other payments accruing to employees or their beneficiaries in the event of separation or death, in terms of the Mexican Labor Law, are expensed as incurred.
In conformity with Mexican FRS D-3, employee profit sharing is recognized in the Other expenses, net caption and represents a liability due and payable in less than one year.
r. In conformity with the Mexican Corporations Act, the Company is required to appropriate at least 5% of the net income of each year to increase the legal reserve. This practice must be continued until the legal reserve reaches 20% of capital stock.
66 Wal-Mart de Mexico Good job Annual report 2008 67
s. The employee stock option plan fund is comprised of WALMEX shares presented at acquisition cost. The plan is designed to grant stock options to executives of the companies in the Group, as approved by the CNBV.
t. The premium on the sale of shares represents the difference between the cost of the shares, restated through December 31, 2007 based on the Mexican National Consumer Price Index (NCPI), and the value at which such shares were assigned to executives of companies in the Group, net of the corresponding income tax.
u. Comprehensive income consists of the current year net income plus the current year restatement.
v. Sales revenues are recognized at the time the customer takes ownership of the products, in conformity with International Accounting Standard No. 18, issued by the International Accounting Standards Committee, applied on a supplementary basis.
Sam’s Club membership revenues are deferred over the twelve-month term of the membership, in conformity with the requirements of Staff Accounting Bulletin No. 104, Revenue Recognition in Financial Statements, issued by the U.S. Securities and Exchange Commission, applied on a supplementary basis. Such revenues are presented in the other income caption in the statement of income.
The Bank’s interest income is recognized in the Other Income caption in the statement of income.
w. The Company determined earnings per share by dividing the net income by the average weighted number of shares outstanding.
x. Segment financial information has been prepared using the management approach established in accounting Bulletin B-5, which is based on the information used by Company management to make business decisions and monitor the Company’s performance.
NOTE 4 - ACCOUNTS RECEIVABLE, NET:
An analysis of accounts receivable is as follows:
December 31
2008 2007
Recoverable taxes Ps. 2,374,815 Ps. 1,905,647
Trade receivables 1,860,273 2,754,901
Other accounts receivable 324,477 284,021
Allowance for bad debts ( 71,769) ( 244,332)
Total Ps. 4,487,796 Ps. 4,700,237
NOTE 5 - PROPERTY AND EQUIPMENT, NET:
An analysis of property and equipment is as follows:
December 31
2008 2007
Investments subject to depreciation:
Buildings Ps. 27,999,265 Ps. 25,426,052
Facilities and leasehold improvements 21,035,129 17,999,691
49,034,394 43,425,743
Less:
Accumulated depreciation ( 13,424,189) ( 11,864,717)
Property, net 35,610,205 31,561,026
Fixtures and equipment 27,930,767 25,165,660
Less:
Accumulated depreciation ( 13,691,512) ( 12,197,804)
Fixtures and equipment, net 14,239,255 12,967,856
Capital lease:
Property 4,369,203 3,427,307
Fixtures and equipment 855,073 992,735
5,224,276 4,420,042
Less:
Accumulated depreciation ( 1,210,417) ( 1,128,301)
Capital lease, net 4,013,859 3,291,741
Investments subject to depreciation, net Ps. 53,863,319 Ps. 47,820,623
Investments not subject to depreciation:
Land Ps. 22,750,274 Ps. 21,961,456
Construction in progress 2,672,854 1,739,919
Investments not subject to depreciation Ps. 25,423,128 Ps. 23,701,375
Total Ps. 79,286,447 Ps. 71,521,998
68 Wal-Mart de Mexico Good job Annual report 2008 69
NOTE 6 - FOREIGN CURRENCY DENOMINATED ASSETS AND LIABILITIES:
An analysis of the balances in foreign currency is as follows:
Thousands of U.S. dollars December 31
2008 2007
Current assets $ 36,934 $ 111,962
Current liabilities $ 176,211 $ 208,733
The Company had the following U.S. dollar denominated transactions (excluding property and equipment):
Thousands of U.S. dollarsDecember 31
2008 2007
Imported merchandise for sale $ 1,043,656 $ 1,148,411
Technical assistance, services and royalties $ 125,582 $ 117,264
The exchange rate at December 31, 2008 used to translate U.S. dollars denominated balances was Ps. 13.6944 (Ps. 10.9088 at December 31, 2007) pesos per U.S. dollar. At the date of these financial statements, the exchange rate was Ps. 14.1783 pesos per U.S. dollar.
NOTE 7 - RELATED PARTY BALANCES AND TRANSACTIONS:
Accounts payable to suppliers and other accounts payable include the following balances due to related parties:
December 31
2008 2007
Accounts payable to suppliers:
C.M.A. – U.S.A., L.L.C. (affiliated company) Ps. 715,474 Ps. 784,902
Global George, L.T.D. (affiliated company) 5,290 -
Ps. 720,764 Ps. 784,902
Other accounts payable:
Wal-Mart Stores, Inc. (holding company) Ps. 352,223 Ps. 312,458
The Company carried out the following transactions with related parties under similar-to-market conditions:
December 31
2008 2007
Imported merchandise for sale Ps. 3,930,879 Ps. 4,812,824
Technical assistance, services and royalties Ps. 1,350,920 Ps. 1,226,543
During the year ended December 31, 2008, the Company paid its primary officers compensations aggregating Ps. 418,185 (Ps. 406,690 in 2007). Such compensation is primarily comprised of direct short-term benefits as defined in Mexican FRS D-3.
NOTE 8 - OTHER ACCOUNTS PAYABLE:
An analysis of other accounts payable is as follows:
December 31
2008 2007
Accrued liabilities and others Ps. 7,364,774 Ps. 5,362,633
Labor obligations 74,728 67,675
Taxes payable 632,030 1,424,074
Total Ps. 8,071,532 Ps. 6,854,382
NOTE 9 – COMMITMENTS:
At December 31, 2008, the Company has entered into commitments for the purchase of inventory, property and equipment and maintenance services for Ps. 4,709,435 (Ps. 4,675,188 in 2007).
NOTE 10 – LEASES:
The Company has entered into operating leases with third parties for compulsory terms ranging from 2 to 15 years. Rent paid under capital leases may either be fixed or variable, based on a percentage of sales.
The Company has entered into capital leases for the rental of real estate. Such leases are recorded at the lesser of either the present value of minimum rental payments or the market value of the property under lease and are amortized over the useful life of each property (up to 33 years).
The Company has also entered into capital leases for the rental of residual water treatment plants used to meet environmental protection standards. The term of payment ranges from 4.25 to 10 years.
70 Wal-Mart de Mexico Good job Annual report 2008 71
Future rental payments are as follows:
Year
Operating Lease
(Compulsory term)
Capital Lease
(Minimumpayments)
2009 Ps. 174,849 Ps. 222,720
2010 Ps. 150,554 Ps. 210,298
2011 Ps. 141,792 Ps. 216,801
2012 Ps. 134,959 Ps. 227,009
2013 Ps. 134,566 Ps. 206,893
2014 and thereafter Ps. 480,840 Ps. 2,665,021
Total rent under operating leases charged to results of operations for the years ended December 31, 2008 and 2007 was Ps. 1,801,929 and Ps. 1,593,026, respectively.
NOTE 11 – INCOME TAX:
The Company and its subsidiaries, except for the Bank, have been authorized by the Ministry of Finance and Public Credit to determine their tax results on a consolidated basis.
An analysis of taxes charged to results of operations of the years ended December 31, 2008 and 2007 is as follows:
December 31
2008 2007
Current year income tax Ps. 5,365,353 Ps. 6,140,437
Deferred income tax ( 181,531) ( 498,394)
Subtotal 5,183,822 5,642,043
Monetary position (gain) on initial effect and non-monetary items loss of deferred income tax, net - 36,208
Total Ps. 5,183,822 Ps. 5,678,251
An analysis of the deferred tax liabilities (assets) derived from temporary differences is as follows:
December 31
2008 2007
Property and equipment Ps. 5,889,508 Ps. 5,183,075
Inventories 636,300 1,286,101
Recoverable asset tax - ( 323,898)
Unamortized tax loss for the Bank ( 230,042) ( 64,733)
Other items, net ( 779,409) ( 634,497)
Total Ps. 5,516,357 Ps. 5,446,048
The effective tax rate of WALMEX is lower than the 28% corporate income tax rate established in the Income Tax Law, since the effects of inflation on monetary and non-monetary items are no longer recognized in accounting as of January 1, 2008. The lower effective tax rate is also due to the Company’s enjoying the tax benefit for the correct and timely filing of income tax prepayments offered by the tax authority under Section X, Article 16 of the Federal Revenues Act for 2007.
On October 1, 2007, the new Flat-Rate Business Tax (IETU) Law was published in the Official Gazette, which came into force on January 1, 2008, and abrogated the Asset Tax Law.
Based on its forecast, the Company will continue generating income tax in subsequent years.
The Company’s 2008 income tax includes the partial taxation of the inventory held at December 31, 2004, since the Company opted to consider such inventories as taxable over a number of years, for purposes of deducting cost of sales. The last year of taxation of the inventories will be 2012.
The Bank has tax losses from prior years which, in conformity with the current Mexican Income Tax Law, may be carried forward against taxable income generated in the next ten years. An analysis of the available tax loss carryforward at December 31, 2008 is as follows:
Year of expiration Amount
2016 Ps. 23,291
2017 232,545
2018 565,743
Ps. 821,579
As a result of changes in Mexican Tax Law, the Company’s recoverable asset tax at December 31, 2008 may be recovered through 2017.
72 Wal-Mart de Mexico Good job Annual report 2008 73
NOTE 12 – LABOR OBLIGATIONS:
The Company has set up a defined benefits trust fund to cover seniority premiums accruing to employees. Workers make no contributions to this fund. The Company also recognizes the liability for employee termination payments. Both these obligations are computed using the projected unit-credit method.
The Company’s assets, liabilities and costs related to seniority premiums and employee termination payments for reasons other than corporate restructuring are as follows:
Seniority premiumsEmployee termination
payments
2008 2007 2008 2007
Vested benefit obligation Ps. 155,538 Ps. 174,871 Ps. 59,211 Ps. 96,677
Defined benefit obligation Ps. 382,977 Ps. 347,421 Ps. 108,543 Ps. 99,378
Plan assets ( 367,145) ( 319,792) - -
Unamortized items 11,438 (3,009) 7,605 -
Net projected liability Ps. 27,270 Ps. 24,620 Ps. 116,148 Ps. 99,378
Labor cost for current service Ps. 57,124 Ps. 46,375 Ps. 8,679 Ps. 7,040
Financial cost 28,337 13,405 8,338 3,842
Return on plan assets ( 25,989) ( 12,510) - -
Actuarial loss (gain) 3,952 144 ( 408) 41,689
Net period cost Ps. 63,424 Ps. 47,414 Ps. 16,609 Ps. 52,571
Benefits paid from the trust for seniority premiums for the year ended December 31, 2008 aggregated Ps. 25,040 (Ps. 18,365 in 2007), while contributions made to the trust during the year aggregated Ps. 60,761 (Ps. 49,017 in 2007).
At December 31, 2008, the plan assets have been invested through the trust as follows: 83% in the money market, 14% in the capital market and 3% in mutual funds.
At December 31, 2008 the nominal discount rate used to calculate the present value of labor obligations is 9.25% (4.75% real rate in 2007). The nominal salary increase rate is 5.0% (1.0% real rate in 2007) and the nominal return rate for the plan assets was 9.25% (4.75% real rate in 2007).
At December 31, 2008, the current other accounts payable caption includes the balance of labor obligations for seniority premiums of Ps. 14,755 (Ps. 13,604 in 2007) and employee termination payment for reasons other than corporate restructuring of Ps. 59,973 (Ps. 54,071 in 2007).
The following is an analysis at December 31 of the Company’s assets and liabilities that make up its labor obligations related to seniority premiums and employee termination payments for reasons other than corporate restructuring:
Seniority premiumsEmployee termination
payments
Year
Defined benefit
obligationPlan
assetsPlan
statusUnamortized
items
Defined benefit
obligationUnamortized
items
2008 Ps. 382,977 Ps. (367,145) Ps. 15,832 Ps. 11,438 Ps. 108,543 Ps. 7,605
2007 Ps. 347,421 Ps. (319,792) Ps. 27,629 Ps. ( 3,009) Ps. 99,378 -
20061 Ps. 298,380 Ps. (279,399) Ps. 18,981 Ps. 6,349 Ps. 42,600 -
20051 Ps. 261,673 Ps. (246,614) Ps. 15,059 Ps. 11,336 - -
20041 Ps. 222,040 Ps. (212,998) Ps. 9,042 Ps. 18,671 - -
The Company computed deferred employee profit sharing for the years ended December 31, 2008 and 2007 using the asset and liability method, as required by Mexican FRS D-3. The result of the computation is that the Company had no deferred employee profit sharing in such years.
(1) Figures in thousands of Mexican pesos with purchasing power at December 31, 2007.
74 Wal-Mart de Mexico Good job Annual report 2008 75
NOTE 13 – SHAREHOLDERS’ EQUITY:
a. The resolutions adopted and amounts approved at general shareholders’ meetings held on March 12, 2008 and March 6, 2007 are as follows:
Agreements 2008 2007
1. Approval of the maximum amount the Company will use to repurchase its own shares (nominal) Ps. 8,000,000 Ps. 8,000,000
2. Cancellation of Series “V” shares resulting from the repurchase of shares 152,018,400 158,368,900
3. Increase in the legal reserve, charged to retained earnings (nominal) Ps. 352,135 Ps. 434,632
4. A declared dividend, for which shareholders may receive payment either in cash or in Company shares at an exchange factor determined based on both the closing market price of the Company’s shares on April 2, 2008 (March 28, 2008) and the cash dividend (nominal peso) Ps. 0.59 Ps. 0.51
Date of dividend payment April 18 April 20
5. Increase in the variable portion of capital stock (nominal) for up to: Ps. 4,991,590 Ps. 4,369,383
The above capital increase will be covered by issuing common ordinary shares to be used solely for payment of the stock dividend. Maximum number of shares to be issued: 178,271,066 109,234,586
Those shares that are not subscribed and delivered to the shareholders shall be cancelled and the proposed capital increase shall be reduced proportionally.
The shareholders’ deadline for deciding on whether to accept the cash dividend or the stock dividend expired on April 15, 2008 (April 17, 2007). An analysis of this caption is as follows:
2008 2007
Number of shares Series “V” delivered to shareholders 37,228,737 44,921,618
Amount of the shares delivered to shareholders (nominal) Ps. 1,693,908 Ps. 2,047,527
Number of cancelled shares 141,042,329 64,312,968
Decrease in capital stock due to the cancellation of unsubscribed shares (nominal) Ps. 3,297,682 Ps. 2,321,856
Based on the preceding paragraph and as required by Article 112 of the Mexican Corporations Act that establishes that all of an entity’s shares must have the same theoretical value, the Company recomputed its capital stock by determining a fixed minimum amount of Ps. 1,844,173 for 2008 and Ps. 1,631,224 for 2007 (nominal).
b. The Company’s capital stock is comprised of unlimited registered shares with no par value. At December 31, unrestated capital and the number of shares are as follows:
Capital stock 2008 2007
Fixed Ps. 1,844,173 Ps. 1,631,224
Variable 12,625,520 11,270,607
Total Ps. 14,469,693 Ps. 12,901,831
Number of freely subscribed common series “V” shares 2008 2007
Fixed (Class 1) 1,075,006,074 1,071,307,452
Variable (Class 2) 7,359,674,349 7,401,977,734
Total 8,434,680,423 8,473,285,186
Capital stock at December 31, 2008 and 2007 includes capitalized earnings of Ps. 11,451,328 and
Ps. 9,757,420 (nominal), respectively, and Ps. 899,636 (nominal) in both years in capitalized restatement accounts.
During the year ended December 31, 2008, WALMEX repurchased 75,833,500 (144,005,000 in 2007) of its own shares, of which 12,963,400 (4,950,000 in 2007) were cancelled as per the resolution adopted at the shareholders’ meeting held on March 12, 2008 (March 6, 2007). As a result of the share repurchases, historical capital stock was reduced by Ps. 126,046 (Ps. 210,884 in 2007). The difference between the theoretical restated value and the repurchase cost of the shares acquired was applied against retained earnings.
c. Distributed earnings and capital reductions in excess of the balance of the net tax profit account (CUFIN) and the restated contributed capital account (CUCA) will be subject to taxation in terms of Articles 11 and 89 of the Mexican Income Tax Law.
At December 31, 2008 and 2007, the total balance of the aforesaid tax accounts is Ps. 66,246,839 and Ps. 58,822,330, respectively.
d. The employee stock option plan fund consists of 136,131,446 WALMEX shares, of which 127,564,266 shares have been placed in a trust created for such purpose. All employee stock options are granted to executives of subsidiary companies at a value that is no less than the market value on the date of grant.
76 Wal-Mart de Mexico Good job Annual report 2008 77
In accordance with current policies, WALMEX executives may exercise their option to acquire the shares in equal parts over five years. The right to exercise an employee stock option expires in a period of ten years from the date the option is granted, or within sixty days following the executive’s retirement from the Company.
Compensation from stock options is determined using the Black-Scholes financial valuation technique, in conformity with the guidelines of International Financial Reporting Standard 2, issued by the International Accounting Standards Board, applied on a supplementary basis. The amount charged to results of operations for this item aggregates Ps. 91,453 in 2008 and Ps. 35,635 in 2007, which represents no cash disbursement.
An analysis of movements in the Company’s employee stock option plan is as follows:
Numberof shares
Weightedaverage price
(nominal pesos)
Balance at December 31, 2006 125,264,275 17.96
Granted 19,490,736 43.09
Exercised ( 14,765,841) 15.26
Cancelled ( 5,831,632) 22.86
Balance at December 31, 2007 124,157,538 22.00
Granted 25,402,584 38.70
Exercised ( 13,113,293) 17.19
Cancelled ( 3,050,172) 35.51
Balance at December 31, 2008 133,396,657 25.34
Shares available for option grant:
December 31, 2008 2,734,789
December 31, 2007 5,387,201
At December 31, 2008, the employee stock options granted and exercisable and included in the employee stock option plan fund were as follows:
Granted Exercisable
Range of
exercise price
(nominal pesos)
Number
of shares
Average
remaining
life (in years)
Weighted
average price
per share
(nominal pesos)
Number
of shares
Weighted
average price
per share
(nominal pesos)
9.96 – 11.41 8,567,180 2.0 11.12 8,567,180 11.12
10.73 – 12.64 9,742,411 3.2 12.54 9,742,411 12.54
11.55 – 13.75 14,970,534 4.2 12.55 14,970,534 12.55
16.90 – 18.18 17,928,613 5.2 16.93 12,752,428 16.94
19.80 20,981,816 6.2 19.80 10,489,090 19.80
28.79 – 30.03 19,089,864 7.2 28.81 5,785,609 28.81
43.09 17,376,487 8.2 43.09 3,625,143 43.09
38.70 24,739,752 9.2 38.70 - -
133,396,657 6.3 25.34 65,932,395 17.47
NOTE 14 – COMPREHENSIVE FINANCING RESULT:
An analysis of comprehensive financing result is as follows:
December 31
2008 2007
Financial income, net Ps. 783,214 Ps. 817,611
Exchange (loss) gain, net ( 308,767) 13,375
Monetary position gain - 664,285
Total Ps. 474,447 Ps. 1,495,271
78 Wal-Mart de Mexico Good job Annual report 2008 79
NOTE 15 – SEGMENT INFORMATION:
The Company’s segment information was prepared based on a managerial approach and the criteria established in accounting Bulletin B-5. The “Other” segment consists of department stores, restaurants, real estate transactions with third parties and financial services.
An analysis of segment information at December 31, 2008 and 2007 is as follows:
Segment Total revenues Operating income
2008 2007 2008 2007
Self service Ps. 230,312,982 Ps. 209,652,627 Ps. 18,319,562 Ps. 16,257,811
Other 14,604,028 15,323,754 1,431,512 2,413,066
Consolidated Ps. 244,917,010 Ps. 224,976,381 Ps. 19,751,074 Ps. 18,670,877
Segment Purchase of property and equipment Depreciation
2008 2007 2008 2007
Self service Ps. 9,953,133 Ps. 8,455,595 Ps. 3,421,219 Ps. 3,141,578
Other 1,362,847 2,641,845 714,854 585,783
Consolidated Ps. 11,315,980 Ps. 11,097,440 Ps. 4,136,073 Ps. 3,727,361
Segment Total assets Current liabilities
2008 2007 2008 2007
Self service Ps. 95,730,567 Ps. 87,887,201 Ps. 31,523,608 Ps. 28,353,874
Other 13,996,423 13,623,834 2,256,645 2,066,068
Unassignable items 8,736,927 5,233,337 1,296,401 1,815,436
Consolidated Ps. 118,463,917 Ps. 106,744,372 Ps. 35,076,654 Ps. 32,235,378
Unassignable items refer primarily to reserve land, cash and cash equivalents of the parent and real estate companies, as well as income tax payable.
The Company operates in Mexico and makes sales to the general public.
NOTE 16 - NEW ACCOUNTING PRONOUNCEMENTS:
On November 11, 2008, the CNBV issued a press release announcing its decision to require companies listed on the Mexican Stock Exchange to adopt the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB). In conjunction with the CINIF, the CNBV will work on developing an IFRS adoption process for issuers in Mexico and will also make the regulatory changes necessary for this implementation. Such changes will include the requirement that issuers prepare and disclose their financial information based on IFRS as of 2012 and will also include the option of early adoption of IFRS reporting in 2008, 2009, 2010 and 2011. The Company is evaluating what effect the observance of these standards will have on the Company’s financial statements.
On December 19, 2008, the CINIF approved Mexican FRS B-7, Business Acquisitions; Mexican FRS B-8, Consolidated and Combined Financial Statements; Mexican FRS C-7, Investments in Associated Companies and Other Permanent Investments; Mexican FRS C-8, Intangible Assets; and Mexican FRS D-8, Share Based Payments, which came into force as of January 1, 2009. The application of these new standards will have no material effect on the Company’s financial statements.
NOTE 17 – APPROVAL OF FINANCIAL STATEMENTS:
The accompanying financial statements and these notes at and for the years ended December 31, 2008 and 2007 were approved by the Company’s Board of Directors at a meeting held on February 11, 2009.
All efforts are important, and although the press run of this annual report is relatively small, we reiterate our commitment to the environment by using environmentally-safe materials. The following are savings resulting from the use of recycled fiber. We used 13,820 lb of paper - meaning 10% recycled material - thereby allowing us to:
14 trees preserved
4,961 gal less water
37,887 lbs greenhouse gas prevented
9 million BTUs energy not consumed
This report was printed on Earthaware paper, FSC certified,elementally chlorine and acid-free.
This report may contain certain references to the future performance of Wal-Mart de Mexico and thus should be considered estimates made in good faith by the Company. Said references only reflect management’s expectations and are based on assumptions and information available at that time.
As such, everything shall always be dependent on future events, risks and matters that cannot be analyzed with precision and which could affect Company results.
LISTINGMexican Stock Exchange
INVESTOR RELATIONS CONTACTMariana Rodrí[email protected](52) 55 5283 0289
Almudena Sá[email protected](52) 55 5283 0100 ext. 8543
CORpORATE AffAIRSMaría Gisela [email protected](52) 55 5283 0100 ext. 8996
ADR SpONSORED pROGRAmThe Bank of New YorkInvestor ServicesP.O. Box 11258Church Street StationNew York, NY 10286-1258
Toll Free number (domestic US)1 888 218 [email protected]
TICkER SymbOLS
mExICAN STOCk ExChANGEWalmex V
ADR SpONSORED pROGRAmWMMVY
INTERNATIONAL OTCQx mARkET TIERWMMVY
bLOOmbERGWalmexV MMWMMVY
REuTERSWalmexV.MxWMMVY.Pk
www.walmartmexico.com.mx
informationInvestor
PhotograPhy: Covián Santa María y asociadosDeSign:
walmartmexico.com.mxwww.
Home OfficeBlvd. Manuel Avila Camacho 647Delegacion Miguel Hidalgo11220 Mexico, D.F.Telephone: (52) 55 5283 0100
annual report Walmart de Mexico
1 Consolidated Results and Balance Sheet 2 Message from the Chairman of the Board 6 Message from the CEO
11 Clear strategies... 15 ...committed associates... 19 ...acting responsibly... 23 ...in benefit of our customers. 26 Getting down to retail details 28 Bodega Aurrera: The best prices 30 Walmart: Save money. Live better
32 Sam’s Club: Prices that add value to your membership
34 Superama: Always close by 36 Suburbia: Fashion at the best possible price 38 Vips: Add flavor to your encounter
40 Wal-Mart de Mexico Bank: Offering bank services
42 A new identity for Walmart
44 Corporate Governance
46 Board of Directors
48 Senior Officers
50 Glossary and Financial Summary
52 Management’s Discussion and Analysis of Results
54 Audit and Corporate Practices Committees Report
55 Report of Independent Auditors
Contents
Presence in 224 cities
Good
job annual rep
ort 2008
Walm
art de Mexico
Goodjob