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Comcel and Occel Announce 3rd Quarter and 9-Month 2000 Results.


Business Editors

BOGOTA Bo·go·tá  

The capital and largest city of Colombia, in the central part of the country on a high plain in the eastern Andes. It was a center of Chibcha culture before the Spanish established a settlement in 1538. Population: 6,980,000.
 & MEDELLIN Me·del·lín  

A city of northwest-central Colombia northwest of Bogotá. Founded in 1675, it is a coffee market in a mining region. Population: 1,980,000.

Noun 1.
, Columbia--(BUSINESS WIRE)--Oct. 25, 2000

Comunicacion Celular S.A. ("COMCEL COMCEL Comunicaciones Celulares (Guatemala) "), the leading cellular telecommunications company See telecom company.  in Colombia Colombia (kəlŭm`bēə, Span. kōlōm`byä), officially Republic of Colombia, republic (2005 est. pop. 42,954,000), 439,735 sq mi (1,138,914 sq km), NW South America. Bogotá is the capital and largest city. , and Occidente y Caribe Celular S.A. ("OCCEL"), a provider of cellular services in the Western Region of Colombia, today reported financial results for the third quarter, ended September September: see month.  30, 2000.

At the end of the third quarter, the two companies combined served more than 870,000 subscribers.

COMCEL (CONSOLIDATED con·sol·i·date  
v. con·sol·i·dat·ed, con·sol·i·dat·ing, con·sol·i·dates

v.tr.
1. To unite into one system or whole; combine:
): Third Quarter, 2000

At the end of the third quarter of 2000, COMCEL consolidated had 870,784 subscribers, an increase of 14% from its 766,205 subscribers at the end of the third quarter of 1999. Based on the latest subscriber subscriber,
n the person, usually the employee, who represents the family unit in relation to the prepayment plan. Other family members are
dependents. Also called
certificate holders or
enrollees.
 statistics from the Ministry of Communications (for the second quarter of 2000), COMCEL's consolidated market share was 56%.

Revenue for the third quarter of 2000 was Ps102,455 million (US$46.3 million)1 compared to Ps113,711 million (US$51.4 million) in the third quarter of 1999. This represents a 10% decrease in revenue from the year-ago period, which is primarily attributable attributable

emanating from or pertaining to attribute.


attributable proportion
see attributable risk (below).

attributable risk
 to a shift from postpaid post·paid  
adj.
With the postage having been paid in advance.


postpaid
Adverb, adj

with the postage prepaid

Adj. 1.
 to prepaid pre·pay  
tr.v. pre·paid, pre·pay·ing, pre·pays
To pay or pay for beforehand.



pre·payment n.
 subscribers and lower airtime air·time  
n.
1. The time during which a radio or television station is broadcasting. Also called airspace.

2. The time at which a radio or television program is broadcast.
 revenues, partially offset by an increase in prepaid Amigo cards. These revenues are also lower than those of the previous quarter, reflecting a further significant shift from postpaid in the third quarter.

Gross margin of 62% was higher than the 60% reported a year ago, primarily due to the change in the method for amortizing the license from straight line to reverse sum of the years' digits (RSYD) and the change in the amortization of the handset The part of the telephone that contains the speaker and the microphone. On a desktop phone, the part you hold in your hand is the handset. On a cellphone, the entire phone is the handset. See multihandset cordless and headset.  subsidy subsidy, financial assistance granted by a government or philanthropic foundation to a person or association for the purpose of promoting an enterprise considered beneficial to the public welfare. . Without this change, gross margin in the third quarter would have been 56%.

EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become  for the third quarter of 2000 was Ps20,460 million (US$9.2 million) compared to 1999 third quarter EBITDA of Ps40,049 million (US$18.1 million). This 49% decrease was primarily due to a decrease in revenues for the quarter, as well as a lesser increase in cash expenses. Consolidated EBITDA margin for the quarter was 20%, compared to 35% in the same quarter of 1999.

In the third quarter of 2000, COMCEL recorded a foreign exchange (FX) loss of Ps18,299 million (US$8.3 million) compared to a loss of Ps258,494 million (US$116.9 million) a year earlier. This decrease is due to the decrease of the devaluation devaluation, decreasing the value of one nation's currency relative to gold or the currencies of other nations. It is usually undertaken as a means of correcting a deficit in the balance of payments.  rate as well as to an accounting change which defers part of the FX loss on COMCEL's and OCCEL's US Dollar debt over the average remaining life of the debt. The Colombian peso Noun 1. Colombian peso - the basic unit of money in Colombia; equal to 100 centavos
peso

centavo - a fractional monetary unit of several countries: El Salvador and Sao Tome and Principe and Brazil and Argentina and Bolivia and Colombia and Cuba and the
 devaluation was 3.4% in the third quarter of 2000 compared to 16.5% in the third quarter of 1999.

Net loss for this year's third quarter was Ps83,278 million (US$37.6 million) compared to a net loss of Ps298,082 million (US$134.8 million) in the year-ago period. Without the partial deferral deferral - Waiting for quiet on the Ethernet.  of the FX loss, the net loss for the third quarter of 2000 would have been Ps120,776 million (US$54.6 million).

On September 30, 2000, COMCEL's long-term debt Long-Term Debt

Loans and financial obligations lasting over one year.

Notes:
For example debts obligations such as bonds and notes which have maturities greater than one year would be considered long-term debt.
 was Ps1,761,194 million (US$796.2 million), compared to Ps1,661,277 million (US$751 million) on September 30, 1999. Consolidated accounts receivable accounts receivable n. the amounts of money due or owed to a business or professional by customers or clients. Generally, accounts receivable refers to the total amount due and is considered in calculating the value of a business or the business' problems in paying  were Ps160,260 million (US$72.5 million-148 days), compared to Ps203,771 million (US$92.1 million-165 days) on September 30, 1999.

"I am especially pleased to communicate that BCI BCI Bat Conservation International
BCI Brain-Computer Interface
BCI Business Continuity Institute
BCI Business Cycle Indicators
BCI Banco de Credito e Inversiones (Chilean bank)
BCI Bell Canada International
, Telmex/America Movil and SBC (1) (SBC Communications Inc., San Antonio, TX, www.sbc.com) A large, national telecommunications company that grew from a multitude of local and regional companies, including Southwestern Bell, Pacific Bell and Nevada Bell, into a single, unified brand by 2002.  International have recently disclosed dis·close  
tr.v. dis·closed, dis·clos·ing, dis·clos·es
1. To expose to view, as by removing a cover; uncover.

2. To make known (something heretofore kept secret).
 further details of the agreement signed on September 25, 2000 and originally announced in June June: see month.  2000, on a joint venture in the telecom industry in South America South America, fourth largest continent (1991 est. pop. 299,150,000), c.6,880,000 sq mi (17,819,000 sq km), the southern of the two continents of the Western Hemisphere. . BCI's stakes in Comcel and Occel will be an important contribution to this joint venture. Comcel's and Occel's management actions are aimed at adding value for all their shareholders, by maintaining their position as a leader in the telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications.  industry of Colombia, with particular strengths in the prepaid market, offering a broad range of innovative telecommunications services In telecommunication, the term telecommunications service has the following meanings:

1. Any service provided by a telecommunication provider.

2.
. We expect Comcel's outlook will improve as the Colombian economy recovers and unemployment is reduced," said Peter Burrowes, President and Chief Executive Officer of COMCEL and OCCEL.

COMCEL (CONSOLIDATED): Nine-Month Period

Revenue for the nine-month period ended September 30, 2000 was Ps337,242 million (US$152.5 million) compared to Ps383,194 million (US$173.2 million) in the 1999 nine-month period.

Gross margin of 67% was higher than the 58% reported a year ago, primarily due to the change in the method for amortizing the license. On the previous basis, the gross margin for the third quarter of 2000 would have been 54%.

EBITDA for the first nine months of 2000 was Ps106,243 million (US$48.0 million), 9% lower than the Ps116,911 million (US$52.9 million) reported for the same period in 1999. EBITDA margin for the 2000 nine-month period was 32%, compared to 31% a year ago.

In the first nine months of 2000, COMCEL recorded a FX loss of Ps44,651 million (US$20.2 million) compared to a loss of Ps429,049 million (US$194.0 million) in the 1999 period. This decrease is due to the decrease of the devaluation rate as well as the accounting change which defers part of the FX loss on Comcel's and Occel's US Dollar debt over the average remaining life of the debt. The devaluation of the peso in the first nine months of 2000 was 18.06% compared to a devaluation of 30.8% for the 1999's same period.

Net loss for the first nine months of 2000 was Ps117,848 million (US$53.3 million) compared to a net loss of Ps480,446 million (US$217.2 million) in the year-ago period. Without the partial deferral referenced above, the FX loss would have been Ps 342,248 million (US$154.7 million).

COMCEL (EASTERN REGION): Third Quarter, 2000

The number of subscribers at the end of the third quarter, ended September 30, 2000, numbered 572,814, compared to 518,402 subscribers in the year ago quarter, representing an increase of 10%. In addition, the annualized annualized

Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared.
 churn rate (1) The percentage of customers who cancel their online, cellphone or other subscription service during a certain time period.

(2) The percentage of employees who leave the company during a certain time period. See churning.
 increased to 61 % from 22 % in the third quarter of 2000, mainly due to the elimination of inactive in·ac·tive  
adj.
1. Not active or tending to be active.

2.
a. Not functioning or operating; out of use: inactive machinery.

b.
 subscribers from the database. Based on the latest subscriber statistics from the Ministry of Communications (for the second quarter of 2000), COMCEL's market share in the Eastern region was 57%.

Revenue for the third quarter of 2000 was Ps74,221 million (US$33.6 million), compared to Ps86,516 million (US$39.1 million) in the third quarter of 1999. This represents a 14% decrease in revenue from the year-ago period. The decrease was primarily associated with the shift from postpaid to prepaid subscribers, partially offset by an increase in sales of prepaid cards.

Gross margin of 62% was higher than the 61% reported a year ago, primarily due to the change in the method for amortizing the license. On the previous basis, the gross margin for the third quarter of 2000 would have been 61%.

EBITDA for the third quarter of 2000 was Ps14,240 million (US$6.4 million) compared to 1999 third quarter EBITDA of Ps33,082 million (US$15.0 million). This decrease was primarily due to the decrease in revenues as well as a lesser increase in cash expenses for the quarter. EBITDA margin for the quarter was 19%, compared to 38% a year ago.

In the third quarter of 2000, COMCEL recorded an FX loss of Ps12,096 million (US$5.5 million) compared to a loss of Ps179,078 (US$81.0 million) in the third quarter of 1999, mainly due to the lower devaluation rate and the partial deferral of the FX loss on US Dollar debt.

Net loss for the third quarter of 2000 was Ps82,309 million (US$37.2 million) compared to net loss of Ps298,417 million (US$134.9 million) in the year-ago period. In the absence of the FX loss deferral, the loss would have been Ps109,366 million (US$49.4 million).

Voice Over Internet Internet

Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the
 Services

On December December: see month.  20, 1998, Comcel commenced offering its customers voice over Internet services through a value added Value Added

The enhancement a company gives its product or service before offering the product to customers.

Notes:
This can either increase the products price or value.
 service operator, Rey Moreno S Moreno, city (1991 pop. 287,188), Buenos Aires prov., E Argentina. It is a residential and district administrative center in the Greater Buenos Aires area. The district was the scene of several major battles during the Argentine War of Independence and the .A. Immediately thereafter, complaints were filed by several long-distance operators In telephony, the long-distance operator is available to assist with making long-distance telephone calls, answering billing questions, making collect calls and other functions, including emergency assistance.  in Colombia. As a result, the Superintendency Su`per`in`tend´en`cy

n. 1. The act of superintending; superintendence.
 of Industry and Commerce ("SIC") initiated its own investigation to determine whether or not Comcel was engaging in unfair trade practices. Rey Moreno ceased offering the services on September 24, 1999.

On July July: see month.  5, 2000, several long-distance operators submitted a claim to the SIC, estimating damages at US$54 million. On October October: see month.  11, 2000, the SIC rejected re·ject  
tr.v. re·ject·ed, re·ject·ing, re·jects
1. To refuse to accept, submit to, believe, or make use of.

2. To refuse to consider or grant; deny.

3.
 the claim as premature pre·ma·ture
adj.
1. Occurring or developing before the usual or expected time.

2. Born after a gestation period of less than the normal time, especially, in human infants, after a period of less than 37 weeks.
, indicating that the appropriate time to file any such claims is after the conclusion of its unfair trade practice investigation. In addition, Comcel's Colombian counsel believe that the damage allegations by the long distance operators will be subject to defenses on the merits on the merits adj. referring to a judgment, decision or ruling of a court based upon the facts presented in evidence and the law applied to that evidence. A judge decides a case "on the merits" when he/she bases the decision on the fundamental issues and considers  and that substantially all of the claims lack a sufficient evidentiary ev·i·den·tia·ry  
adj. Law
1. Of evidence; evidential.

2. For the presentation or determination of evidence: an evidentiary hearing.

Adj. 1.
 basis. Based on the advice of counsel, even if it were held to be liable liable adj. responsible or obligated. Thus, a person or entity may be liable for damages due to negligence, liable to pay a debt, liable to perform an act for which he/she/it contracted to do, or liable to punishment for commission of a crime.  for damages, Comcel believes the amount would not be material.

Financial Covenant covenant (kŭv`ənənt), agreement entered into voluntarily by two or more parties to do or refrain from doing certain acts. In the Bible and in theology the covenant is the agreement or engagement of God with man as revealed in the  Waiver The voluntary surrender of a known right; conduct supporting an inference that a particular right has been relinquished.

The term waiver is used in many legal contexts.


Comcel was not able to achieve compliance with the financial covenant of Total Senior Secured Debt to EBITDA required by its Senior Secured Term Loan Agreements at the end of the third quarter of 2000. As a result, the lenders under the Loan Agreement have agreed to waive To intentionally or voluntarily relinquish a known right or engage in conduct warranting an inference that a right has been surrendered.

For example, an individual is said to waive the right to bring a tort action when he or she renounces the remedy provided by law for such
 this covenant until October 31, 2000. Negotiations are underway with lenders to resolve this situation in a timely manner.

COMCEL EASTERN REGION: Nine-Month Period

Revenue for the nine-month period ended September 30, 2000 was Ps243,490 million (US$110.1 million) compared to Ps298,982 million (US$135.2 million) for last year's same period.

Gross margin of 68% was higher than the 57% reported a year ago, primarily due to the change in the method for amortizing the license. On the previous basis, the gross margin for the third quarter of 2000 would have been 56%.

EBITDA for the first nine months in 2000 was Ps76,036 million (US$34.4 million) compared to Ps100,893 million (US$45.6 million) for the same period a year ago. EBITDA margin for the 2000 nine-month period was 31%, compared to 34% in the first nine months of 1999.

In the first nine months of 2000, COMCEL recorded a FX loss of Ps28,176 million (US$12.7 million) compared to a loss of Ps296,675 million (US$134.1 million) in the 1999 nine-month period. The reduction is mainly due to the partial deferral of the FX loss on US Dollar debt and a lower devaluation rate.

Net loss for the first nine months of 2000 was Ps115,135 million (US$52.1 million) compared to a net loss of Ps480,388 million (US$217.2 million) in the same period for 1999. Without the FX loss deferral, the net loss for the first half of 2000 would have been Ps271,007 million (US$122.5 million).

COMCEL WESTERN REGION (OCCEL): Third Quarter

At the end of the third quarter 2000, OCCEL had 297,970 subscribers in the Western Region, an increase of 20% or 50,167 subscribers from its 247,803 subscribers in the year-ago period. The Company also reported an annualized churn rate of 34% for the third quarter of 2000, mainly due to the elimination of inactive subscribers from its database. Based on the latest subscriber statistics from the Ministry of Communications (for the second quarter of 2000), OCCEL had a 54% market share in the Western region.

OCCEL's third quarter revenue was Ps35,493 million (US$16.0 million) compared to Ps41,559 million (US$18.8 million) in the third quarter of 1999. This represents a 15% decrease in revenue from the year-ago period, which is mainly due to the shift from postpaid to prepaid subscribers, partially offset by an increase in sales of prepaid Amigo cards.

Gross margin for the third quarter of 56% was lower than the 57% reported a year ago, primarily due to the change in the method for amortizing the license. On the previous basis, the gross margin for the third quarter of 2000 would have been 43%.

EBITDA in the third quarter was Ps6,220 million (US$2.8 million), compared to Ps6,632 million (US$3.0 million) recorded in the third quarter of 1999. EBITDA margin in the third quarter was 18%, compared to the 16% posted in the year-ago period. This decrease was primarily due to a decrease in revenues and an increase in cost of revenues, partially offset by a reduction of cash expenses.

In the third quarter of 2000, OCCEL recorded a FX loss of Ps6,203 million (US$2.8 million) compared to a loss of Ps79,412 million (US$35.9 million) a year ago. The reduction is mainly due to the partial deferral of the foreign exchange loss on US Dollar debt and a lower devaluation rate.

Net loss for the third quarter of 2000 was Ps27,725 million (US$12.5 million) compared to a net loss of Ps100,798 million (US$45.6 million) in the year-ago period. Without the FX loss deferral, the net loss would have been Ps38,167 million (US$17.3 million).

COMCEL WESTERN REGION (OCCEL): Nine-Month Period

Revenue for the nine-month period ended September 30, 2000, was Ps122,012 million (US$55.2 million) compared to Ps129,696 million (US$58.6 million) in the 1999 nine-month period.

Gross margin of 59% was higher than the 50% reported a year ago, primarily due to the change in the method for amortizing the license. On the previous basis, the gross margin for the third quarter of 2000 would have been 47%.

EBITDA for the first nine months in 2000 was Ps30,248 million (US$13.7 million), almost twice the Ps16,068 million (US$7.3 million) for the same period of 1999. EBITDA margin was 25% compared to 12% for the nine-month period of 1999, primarily due to a decrease in cost of revenues and cash expenses, slightly offset by a decrease in revenues.

In the first nine-months of 2000, OCCEL recorded an FX loss of Ps16,475 million (US$7.4 million) compared to a loss of Ps132,374 million (US$59.8 million) in the 1999 nine-month period.

Net loss for the first nine months of 2000 was Ps27,549 million (US$12.5 million) compared to a net loss of Ps166,630 million (US$75.3 million) in the year-ago period. Without the FX loss deferral, the net loss would have been Ps96,077 million (US$43.4million).

"I would like to reiterate re·it·er·ate  
tr.v. re·it·er·at·ed, re·it·er·at·ing, re·it·er·ates
To say or do again or repeatedly. See Synonyms at repeat.



re·it
 that our brand, our products and our services remain strong and competitively well-positioned in both COMCEL and OCCEL. Regarding the performance of our Pre-paid Division, AMIGO, Yankelovich & Partners, a major market research firm, released a study made on prepaid cards in Colombia in October of this year. Results showed that Comcel has maintained its position as market leader with a 79% market share and an 82% top of mind. In addition, we continue innovating in new products and services. Colombia is the third country in Latin America Latin America, the Spanish-speaking, Portuguese-speaking, and French-speaking countries (except Canada) of North America, South America, Central America, and the West Indies. , after Mexico Mexico, city, Mexico
Mexico or Mexico City, Span. Ciudad de México (Méjico), city (1990 pop. 8,236,960; 1991 met. area est. 20,899,000), central Mexico, capital and largest city of Mexico.
 and Brazil Brazil (brəzĭl`), Port. Brasil, officially Federative Republic of Brazil, republic (2005 est. pop. 186,113,000), 3,286,470 sq mi (8,511,965 sq km), E South America. , to launch WAP (1) (Wireless Access Point) See access point.

(2) (Wireless Application Protocol) A standard for providing cellular phones, pagers and other handheld devices with secure access to e-mail and text-based Web pages.
 services, according to according to
prep.
1. As stated or indicated by; on the authority of: according to historians.

2. In keeping with: according to instructions.

3.
 Yankee Group (the Yankee Group, Boston, MA, www.yankeegroup.com) A major market research, analysis and consulting firm founded in 1970 by Howard Anderson. It provides general consulting and strategic planning in the computer and communications field. . During the month of August, Comcel became the first to offer WAP services in Colombia through its CDPD (Cellular Digital Packet Data) A low-speed, digital, wireless data network that is an enhancement to an existing analog cellular network. Based on IBM's CelluPlan II, CDPD provides a packet overlay onto the AMPS network and moves data at 19.  network, which enables Comcel users to have access to mobile Internet Refers to gaining access to the Internet using a lightweight, handheld device. See Mobile IP, PDA, smartphone and mobile TV.  through a WAP handset or PC. Strategic alliances for exclusivity on local content have been made with the leading media companies, airlines and financial institutions. These new services are not only a crucial factor for the continuity of any telecommunications company but also a leadership challenge that Comcel is anxious to continue undertaking. We intend to remain focused on reducing costs and increasing profitable growth," said Mr. Burrowes.

Comunicacion Celular S.A., COMCEL provides technologically advanced digital cellular telecommunications services in Colombia. COMCEL is one of two providers of cellular telecommunications services in the country's Eastern Region, representing approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 18.5 million people and including Santafe de Bogota, the region's capital. COMCEL's network covered approximately 81% of the population of the Eastern Region of Colombia as of September 30, 2000. COMCEL has been providing cellular services since July 1, 1994. COMCEL owns 70.8% of OCCEL.

OCCEL is one of two providers of advanced digital cellular telecommunications services in the Western Region of Colombia. The Western Region has approximately 15.5 million people (36 percent of Colombia's population), including the economic centers of Medellin and Cali, with 3.2 million and 2.7 million residents respectively. OCCEL's network covered approximately 69% of the population of the Western Region of Colombia as of September 30, 2000. OCCEL has been providing cellular services since September 1994.

"Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
" Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995: The statements contained in this release which are not historical facts are forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied Inferred from circumstances; known indirectly.

In its legal application, the term implied is used in contrast with express, where the intention regarding the subject matter is explicitly and directly indicated.
 by forward-looking statements. These risks are described in the Company's Securities and Exchange Commission filings and relate primarily to general economic and political conditions in Colombia, currency fluctuations, competition, potential technology changes, the Colombian regulatory reg·u·late  
tr.v. reg·u·lat·ed, reg·u·lat·ing, reg·u·lates
1. To control or direct according to rule, principle, or law.

2.
 environment and customer preferences and behavior.

1Pesos were translated at Ps2,211.94 per US Dollar, the representative market rate calculated by the Columibian Superintendency of Banking for September 30, 2000.


       COMUNICACION CELULAR S.A. COMCEL CONSOLIDATED (1)
                    Selected Financial Data
         (Unaudited, in millions and under local GAAP)

                         Three months ended September 30
                     ------------------------------------------
(Million)                    2000 (1)           1999 (2)
                     --------------------- --------------------
Revenues             Ps 102,455   US $46.3 Ps 113,711  US$ 51.4
Operating income       (12,768)      (5.8)      (173)     (0.1)
Net interest expense   (62,757)     (28.4)   (63,506)    (28.7)
Net Foreign exchange
 gain (loss)           (18,299)      (8.3)  (258,494)   (116.9)
Net monetary correction   4,445        2.0     10,578       4.8
Other                     6,101        2.8     13,513       6.1
Net earnings (loss)    (83,278)     (37.6)  (298,082)   (134.8)

EBITDA                   20,460        9.2     40,049      18.1
EBITDA MARGIN               20%                   35%


                              Year to Date September 30
                      -----------------------------------------
                             2000 (1)            1999(2)
                      --------------------  -------------------
Revenues              Ps337,242   US$152.5  Ps383,194  US$173.2
Operating income         10,343        4.7    (4,022)     (1.8)
Net interest expense  (173,147)     (78.3)  (159,923)    (72.3)
Net Foreign exchange
 gain (loss)           (44,651)     (20.2)  (429,049)   (194.0)
Net monetary correction 108,688       49.1    104,632      47.3
Other                  (19,081)      (8.6)      7,916       3.6
Net earnings (loss)   (117,848)     (53.3)  (480,446)   (217.2)

EBITDA                  106,243       48.0    116,911      52.9
EBITDA MARGIN               32%                   31%


                             Third Quarter ended September 30,
                                                 2000      1999
                                              -----------------
Number of subscribers at end of period        870,784   766,205
Average monthly minutes of use per subscriber     104        66
Service revenue per avg.subs. (Ps)(4)          39,000    45,000
Penetration (Eastern / Western Region)          2.56%     2.29%
Annualized churn rate                           52.1%     20.5%


(1) Figures are consolidated to reflect Comcel's 70.8% participation of Occel (67.7% fully diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
).

(2) Colombian peso amounts for the periods ending September 30, 2000 and 1999 have been translated intoUS dollars solely for the convenience of the reader at the average US$/Colombian Peso exchange rate of 2,211.94

(3) Numbers have been restated into constant Colombian pesos as of September 30, 2000 in order to express all financial information in purchasing power Purchasing Power

1. The value of a currency expressed in terms of the amount of goods or services that one unit of money can buy. Purchasing power is important because, all else being equal, inflation decreases the amount of goods or services you'd be able to purchase.

2.
 as of that date.

(4) Service revenue per subscriber is defined as total revenue minus equipment sales divided by the average number of subscribers in the period, stated in historical pesos


                        COMCEL - Eastern Region
                    Selected Financial Data
         (Unaudited, in millions and under local GAAP)

                            Three months ended September 30
                       ----------------------------------------
(Million)                       2000 (1)           1999 (2)
                       -------------------  -------------------
Revenues               Ps 74,221  US$ 33.6  Ps 86,516  US$ 39.1
Operating income         (6,627)     (3.0)      9,584       4.3
Net interest expense    (41,293)    (18.7)   (44,279)    (20.0)
Net Foreign exchange
 gain (loss)            (12,096)     (5.5)  (179,078)    (81.0)
Net monetary correction    3,127       1.4      7,433       3.4
Other                   (25,420)    (11.4)   (92,077)    (41.6)
Net earnings (loss)     (82,309)    (37.2)  (298,417)   (134.9)

EBITDA                    14,240       6.4     33,082      15.0
EBITDA MARGIN                19%                  38%


                              Year to Date September 30
                       ----------------------------------------
                            2000 (1)             1999(2)
                       -------------------  ------------------
Revenues               Ps243,490  US$110.1  Ps298,982  US$135.2
Operating income          16,941       7.7     32,088      14.5
Net interest expense   (118,300)    (53.5)  (114,232)    (51.6)
Net Foreign exchange
 gain (loss)            (28,176)    (12.7)  (296,675)   (134.1)
Net monetary correction   76,102      34.4     71,240      32.2
Other                   (61,702)    (28.0)  (172,809)    (78.2)
Net earnings (loss)    (115,135)    (52.1)  (480,388)   (217.2)

                          76,036      34.4    100,893      45.6
                             31%                  34%

                             Third Quarter ended September 30,
                                                2000       1999
                                             -------    -------
Number of subscribers at end of period       572,814    518,402
Average monthly minutes of use per subscriber    111         60
Service revenue per avg.subs. (Ps)(3)         41,000     49,000
Penetration (Eastern Region)                   3.09%      2.85%
Annualized churn rate                          61.3%      21.8%


(1) Colombian peso amounts for the year periods ending September 30, 2000 and 1999 have been translated into US dollars solely for the convenience of the reader at the average US$/Colombian Peso exchange rate of 2,211.94

(2) Numbers have been restated into constant Colombian pesos as of September 30, 2000 in order to express all financial information in purchasing power as of that date.

(3) Service revenue per subscriber is defined as total revenue minus equipment sales and Management Fees divided by the average number of subscribers in the period, stated in historical pesos


                        OCCEL - Western Region
                    Selected Financial Data
         (Unaudited, in millions and under local GAAP)

                             Three months ended September 30
                           ------------------------------------
(Million)                       2000 (1)           1999 (2)
                           -----------------   ----------------
Revenues                   Ps35,493  US$16.0   Ps41,559 US$18.8
Operating income                197      0.1    (3,008)   (1.4)
Net interest expense       (21,464)    (9.7)   (19,227)   (8.7)
Net Foreign exchange
 gain (loss)                (6,203)    (2.8)   (79,412)  (35.9)
Net monetary correction       1,532      0.7      3,826     1.7
Other                       (1,787)    (0.8)    (2,977)   (1.3)
Net earnings (loss)        (27,725)   (12.5)  (100,798)  (45.6)

EBITDA                        6,220      2.8      6,632     3.0
EBITDA MARGIN                   18%                 16%


                                 Year to Date September 30
                          -------------------------------------
                               2000 (1)             1999(2)
                          ------------------  -----------------
Revenues                  Ps122,012  US$55.2  Ps129,696 US$58.6
Operating income             12,394      5.6   (14,489)   (6.6)
Net interest expense       (54,847)   (24.8)   (45,691)  (20.7)
Net Foreign exchange
 gain (loss)               (16,475)    (7.4)  (132,374)  (59.8)
Net monetary correction      36,546     16.5     34,984    15.8
Other                       (5,167)    (2.4)    (9,060)   (4.0)
Net earnings (loss)        (27,549)   (12.5)  (166,630)  (75.3)

EBITDA                       30,248     13.7     16,068     7.3
EBITDA MARGIN                   25%                 12%


                        Third Quarter ended September 30,
                                                 2000      1999
                                              -----------------
Number of subscribers at end of period        297,970   247,803
Average monthly minutes of use per subscriber      90        78
Service revenue per avg.subs. (Ps)(3)          41,000    50,000
Penetration (Western Region)                    1.92%     1.62%
Annualized churn rate                           34.1%     17.7%


(1) Colombian peso amounts for the periods ending September 30, 2000 and 1998 have been translated into US dollars solely for the convenience of the reader at the average US$/Colombian Peso exchange rate of 2,211.94

(2) Numbers have been restated into constant Colombian pesos as of September 30, 2000 in order to express all financial information in purchasing power as of that date.

(3) Service revenue per subscriber is defined as total revenue minus equipment sales divided by the average number of subscribers in the period, stated in historical pesos


COMUNICACION CELULAR S.A. COMCEL
CONSOLIDATED BALANCE SHEETS


                         December            September
                         31,1999             30, 2000
                                             (Unaudited)
                        -----------  -------------------------
                        Millions of  Millions of  Thousands of
                        Colombian   Colombian    US dollars
                        pesos of    pesos of    (convenience
                         September   September    translation)
                         30, 2000    30, 2000
                         purchasing  purchasing
                         power       power
                        -----------  -------------------------

ASSETS

CURRENT ASSETS:
Cash and
 cash equivalents         Ps 1,499     Ps 2,839     US$ 1,284
Time deposits                9,742            -             -
Accounts receivable, net   173,583      160,260        72,452
Inventories                 24,041       26,110        11,804
Prepaid expenses            20,433       12,977         5,867
                        ----------     --------     ---------
 Total current assets      229,298      202,186        91,407

LONG-TERM ACCOUNTS
 RECEIVABLE                  1,007        1,096           495
PROPERTY, PLANT AND
 EQUIPMENT, NET            519,277      510,568       230,824
GOODWILL, NET              529,813      506,085       228,797
INTANGIBLE ASSETS, NET     900,325      895,274       404,746
DEFERRED CHARGES, NET      128,924      335,084       151,488
OTHER ASSETS                 3,898        2,821         1,275
VALUATION OF ASSETS        130,698      121,377        54,874
                      ------------ ------------ -------------
TOTAL ASSETS          Ps 2,443,240 Ps 2,574,491 US$ 1,163,906
                      ============ ============ =============
MEMORANDUM ACCOUNTS   Ps 4,380,783 Ps 2,856,153 US$ 1,169,179
                      ============ ============ =============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
 Notes payable to
  banks                 Ps 104,846   Ps 113,633    US$ 51,372
 Long-term debt due
  within one year           39,367      291,670       131,862
 Accounts payable          160,143      125,245        56,622
 Income tax and
  other taxes               14,388        9,417         4,257
 Payroll and
  vacation pay               2,665           73            33
 Accrued expenses           56,432       63,109        28,531
 Other liabilities          15,174       13,127         5,935
                       -----------    ---------  ------------
 Total current
  liabilities              393,015      616,274       278,612

LONG-TERM DEBT           1,524,599    1,469,524       664,360
MINORITY INTEREST            4,086        2,049           926
SHAREHOLDERS' EQUITY       521,540      486,644       220,008
                       -----------    ---------  ------------
TOTAL LIABILITIES AND
 SHAREHOLDERS' EQUITY Ps 2,443,240 Ps 2,574,491 US$ 1,163,906
                      ============ ============ =============
MEMORANDUM ACCOUNTS   Ps 4,380,783 Ps 2,586,153 US$ 1,169,179
                      ============ ============ =============


COMUNICACION CELULAR S.A. COMCEL
     CONSOLIDATED STATEMENTS OF OPERATIONS
     (Unaudited)

                     Three months        Three months ended
                     ended               September 30, 2000
                     September
                     30, 1999
                     -----------    -----------     -----------
                     Millions of    Millions of     Thousand of
                     Colombian      Colombian       U.S. Dollars
                     pesos of       pesos of        (convenience
                     September      September       translation)
                     30, 2000       30, 2000
                     purchasing     purchasing
                     power          power
                     -----------    -----------     ------------

REVENUES:
 Service Revenues     Ps 107,921      Ps 96,942      US$ 43,826
 Equipment Sales           5,790          5,513           2,492
                      ----------      ---------      ----------
Total Revenues           113,711        102,455          46,318
                      ----------      ---------      ----------
COST OF REVENUES:
 Cost of
  telecommunications
  services                21,381         28,440          12,858
 Amortization of
  concession              14,147          2,834           1,281
 Cost of equipment sold   10,462          8,169           3,692
                          ------         ------          ------
Total cost of Revenues    45,990         39,443          17,831
                          ------         ------          ------
GROSS PROFIT              67,721         63,012          28,487
                          ------         ------          ------
OPERATING EXPENSES:
 Selling                  10,544         14,995           6,779
 Administrative           24,699         25,590          11,569
 Technology                7,717          9,244           4,179
 Amortization of goodwill  9,594          9,715           4,392
 Depreciation             15,340         16,236           7,340
                          ------       --------         -------
Total Operating Expenses  67,894         75,780          34,259
                          ------       --------         -------
OPERATING INCOME (LOSS)    (173)       (12,768)         (5,772)
                          ------       --------         -------
OTHER INCOME (EXPENSE) :
 Interest, net          (63,506)       (62,757)        (28,372)
 Financing expenses, net(11,629)        (4,204)         (1,901)
 Foreign exchange gain
  (loss), net          (258,494)        (18,29)         (8,273)
 Other, net             (10,462)          4,110           1,859
                       ---------       --------        --------
Total Other Expenses   (344,091)       (81,150)        (36,687)
                       ---------       --------        --------
NET MONETARY CORRECTION   10,578          4,445           2,009
                       ---------       --------        --------
INCOME (LOSS)
 BEFORE INCOME TAX     (333,686)       (89,473)        (40,450)
INCOME TAX               (3,108)        (1,911)           (864)
                       ---------       --------        --------
MINORITY INTEREST         38,712          8,106           3,665
                       ---------       --------        --------
NET INCOME (LOSS)
 FOR THE PERIOD     Ps (298,082)    Ps (83,278)    US$ (37,649)
                    ------------    -----------    ------------
NET INCOME (LOSS)
 PER SHARE             Ps (1.54)      Ps (0.35)
                    ------------    -----------
WEIGHTED AVG. NUMBER
 OF SHARES OUTSTANDING
 (in millions)           193,818        238,409
                    ------------    -----------

COMUNICACION CELULAR S.A. COMCEL
CONSOLIDATED STATEMENTS OF OPERATIONS
                     (Unaudited)


                     Nine months        Nine months ended
                       ended            September 30, 2000
                     September
                      30, 1999
                     -----------    -----------     ------------
                     Millions of    Millions of     Thousand of
                     Colombian      Colombian       U.S. Dollars
                     pesos of       pesos of        (convenience
                     September      September       translation)
                     30, 2000       30, 2000
                     purchasing     purchasing
                     power          power
                     -----------    -----------     ------------

REVENUES:
 Service Revenues    Ps  368,003     Ps 318,418     US$ 143,954
 Equipment Sales          15,191         18,824           8,510
                     -----------     ----------     -----------
Total Revenues           383,194        337,242         152,464
                     -----------     ----------     -----------
COST OF REVENUES:
 Cost of
  telecommunications
  services                75,240         73,628          33,287
 Amortization of
  concession              43,024          7,748           3,503
 Cost of equipment sold   44,288         28,765          13,003
                         -------        -------         -------
Total cost of Revenues   162,552        110,141          49,793
                         -------        -------         -------
GROSS PROFIT             220,642        227,101         102,671
                         -------        -------         -------
OPERATING EXPENSES:
 Selling                  47,029         42,083          19,025
 Administrative           82,285         72,930          32,971
 Technology               22,235         26,977          12,196
 Amortization of
  goodwill                27,863         27,451          12,411
 Depreciation             45,252         47,317          21,392
Total Operating
                         -------        -------          ------
 Expenses                224,664        216,758          97,995
                         -------        -------          ------
OPERATING INCOME (LOSS)  (4,022)         10,343           4,676
                         -------        -------          ------
OTHER INCOME (EXPENSE) :
 Interest, net         (159,923)      (173,147)        (78,278)
 Financing expenses,
  net                   (26,402)       (17,492)         (7,908)
 Foreign exchange
  gain (loss), net     (429,049)       (44,651)        (20,186)
 Other, net             (15,839)        (1,932)           (874)
                       ---------      ---------       ---------
Total Other Expenses   (631,213)      (237,222)       (107,246)
                       ---------      ---------       ---------
NET MONETARY CORRECTION  104,632        108,688          49,137
INCOME (LOSS) BEFORE
 INCOME TAX            (530,603)      (118,191)        (53,433)
INCOME TAX               (9,357)        (7,712)         (3,487)
                       ---------      ---------        --------
MINORITY INTEREST         59,514          8,055           3,642
                       ---------      ---------        ---------
NET INCOME (LOSS)
 FOR THE
  PERIOD            Ps (480,446)    Ps (117,848)   US$ (53,278)
                    ------------    ------------   ------------
NET INCOME
 (LOSS) PER SHARE      Ps (2.54)      Ps (0.51)
                    ------------    -----------
WEIGHTED AVG. NUMBER
 OF SHARES
 OUTSTANDING
 (in millions)           189,089        233,170
                    ------------    -----------



COMUNICACION CELULAR S.A. COMCEL
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

                          Nine months    Nine months ended
                            ended        September 30, 2000
                          September
                          30, 1999
                          -----------  ------------------------
                         Millions of   Millions of    Thousands of
                         Colombian     Colombian      US dollars
                         pesos of      pesos of       (convenience
                         Sept. 30,     Sept 30,       translation)
                         2000          2000
                         purchasing    purchasing
                         power         power
                          -----------  ------------------------

OPERATING ACTIVITIES:
 Net loss               Ps  (480,446)  Ps(117,848)  US$(53,278)
 Adjustments to
  reconcile net income
  (loss) to net cash
  provided by
 (used in) operating
  activities:
 Depreciation                  45,252       47,317      21,392
 Amortization of
  concession                   43,031        7,748       3,503
 Adjustment of
  amortization on
  concession
  recalculation                     -      (2,595)      (1,173)
 Amortization of deferred
  charges                      59,619       59,506      26,902
 Amortization of goods
  held by third parties         1,099        1,806         817
 Amortization of goodwill      27,863       27,451      12,410
 Net monetary correction    (104,632)    (108,688)     (49,137)
 Adjustment for equity
  method                            -      (3,722)      (1,683)
 Unrealized foreign
  exchange loss               403,971       14,353       6,489
 Valuation allowance and
  adjustments of fixed assets   3,013        1,262         571
 Minoritary interest         (59,513)      (8,055)      (3,642)
 Accrued interest on bonds     77,132       95,064      42,978
 Addition of deferred
  charges                    (83,888)     (31,648)     (14,308)

   Changes in operating assets and liabilities:
 Accounts receivable, net       1,435      (8,013)      (3,623)
 Inventories                   10,931      (3,785)      (1,711)
 Prepaid expenses and
  other assets                    238        1,862         842
 Accounts payable              24,631     (30,586)     (13,828)
 Income tax and other taxes     1,177      (3,946)      (1,784)
 Payroll and vacation pay     (1,976)      (2,402)      (1,086)
 Accrued expenses              33,858       15,199       6,871
 Other liabilities                336          318         144
 Net cash provided by       ---------  -----------  -----------
  (used in) operating
  activities                    3,131     (49,402)     (22,334)
                            ---------  -----------  -----------
FINANCING ACTIVITIES:
 Increase (decrease) in
  short-term debt net
  of repayments               (1,902)       16,264       7,353
 Payment of long-term debt  (159,577)    (119,182)     (53,881)
 Issuance of long-term debt     9,256       78,576      35,523
 Issuance of common stock     160,477       88,499       40,010
                            ---------  -----------  -----------
 Net cash provided by
  financing activities          8,254       64,157       29,005

INVESTING ACTIVITIES:
 Acquisitioln of property,
  plant and equipment        (33,985)     (22,936)     (10,369)
 Acquisition of concession      (180)            -           -
 Decrease (increase) in
  advances to contractors       5,833        (805)        (364)
 Decrease in time deposit
  and other investment          7,625       10,433       4,717
                            ---------  -----------  -----------
 Net cash (used in)
  investing activities       (20,707)     (13,308)      (6,016)
                            ---------  -----------  -----------
Effect of constant peso
 restatement                  (1,272)        (107)         (49)
                            ---------  -----------  -----------
NET INCREASE (DECREASE) IN
  CASH AND CASH EQUIVALENTS  (10,594)        1,340         606
CASH AD CASH EQUIVALENTS:
 At the beginning of the
  period                       16,235        1,499         678
                            ---------  -----------  -----------
 At the end of the period   Ps  5,641     Ps 2,839  US$  1,284
                            =========  ===========  ===========


                   COMUNICACION CELULAR S.A.
               NON CONSOLIDATED - BALANCE SHEETS

                   December 31,1999     September 30, 2000
                                            (Unaudited)
                   ---------------- ---------------------------
                       Millions of    Millions of  Thousands of
                        Colombian      Columbian   U.S. dollars
                         pesos of      pesos of    (convenience
                     September 30,  September 30,  translation)
                          2000            2000
                       purchasing      purchasing
                         power           power
                     -------------  ---------------------------

                                ASSETS

CURRENT ASSETS:
Cash and cash equivalents   Ps 279       Ps 1,400       US$ 633
Accounts receivable, net   119,545        114,685        51,848
Inventories                 17,272         17,437         7,883
                            13,013          8,709         3,937
                           -------        -------       -------
 Total current assets
                           150,109        142,231        64,301
INVESTMENT IN SUBSIDIARY   396,530        361,439       163,404
LONG-TERM ACCOUNTS
 RECEIVABLE                    527            680           307
PROPERTY, PLANT AND
 EQUIPMENT, NET            354,932        348,458       157,535
GOODWILL, NET              154,053        161,225        72,889
INTANGIBLE ASSETS, NET     595,102        591,802       267,549
DEFERRED CHARGES, NET      120,533        256,438       115,934
OTHER ASSETS                 2,283          2,323         1,050
VALUATION OF ASSETS         66,358         61,625        27,860
                      ------------   ------------   -----------
TOTAL ASSETS          Ps 1,840,427   Ps 1,926,221   US$ 870,829
                      ------------   ------------   -----------
MEMORANDUM ACCOUNTS   Ps 3,496,257   Ps 1,576,928   US$ 712,916
                      ------------   ------------   -----------


             LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Notes payable to bank    Ps 60,600      Ps 73,197    US$ 33,092
Long-term debt due
 within one year            14,967        183,713        83,055
Accounts payable           117,382         79,326        35,863
Income tax and other taxes   8,934          3,501         1,583
Payroll and vacation pay     1,957             62            28
Accrued expenses            43,732         51,539        23,300
Other liabilities            9,396          7,867         3,557
                           -------     ----------      --------
 Total current liabilities 256,968        399,205       180,478

LONG-TERM DEBT           1,051,156      1,027,663       464,598
SHAREHOLDERS' EQUITY       532,303        499,353       225,753
TOTAL LIABILITIES AND
                      ------------   ------------   -----------
SHAREHOLDERS' EQUITY  Ps 1,840,427   Ps 1,926,221   US$ 870,829
                      ------------   ------------   -----------
MEMORANDUM ACCOUNTS   Ps 3,496,257   Ps 1,576,928   US$ 712,916
                      ------------   ------------   -----------




                  COMMUNICATION CELLULAR S.A.
          NON CONSOLIDATED - STATEMENTS OF OPERATIONS
                              (Unaudited)

             Three months ended         Three months ended
             September 30, 1999         September 30, 2000
             ------------------ -------------------------------
                 Millions of         Millions of    Thousand of
             Colombian pesos of Colombian pesos of U.S. Dollars
             September 30, 2000 September 30, 2000 (convenience
               purchasing power   purchasing power translation)
             ------------------ -------------------------------

REVENUES:
 Service Revenues     Ps 74,336          Ps 67,460   US$ 30,498
 Equipment Sales          3,310              3,755        1,697
 Other                    8,870              3,006        1,359
                      ---------          ---------   ----------
Total Revenues           86,516             74,221       33,554
                      ---------          ---------   ----------
COST OF REVENUES:
 Cost of telecommunications
  services               17,837             20,710        9,363
 Amortization of
  concession              9,417              2,045          924
 Cost of equipment sold   6,569              5,271        2,383
                         ------             ------       ------
Total Cost of Revenues   33,823             28,026       12,670
                         ------             ------       ------
GROSS PROFIT             52,693             46,195       20,884
                         ------             ------       ------

OPERATING EXPENSES:
 Selling                  6,793             10,665        4,822
 Administrative          18,861             20,247        9,153
 Tecnology                4,353              7,641        3,454
 Amortization of
  goodwill                2,505              2,964        1,340
 Depreciation            10,597             11,305        5,111
                         ------            -------      -------
Total Operating Expenses 43,109             52,822       23,880
                         ------            -------      -------
OPERATING INCOME (LOSS)   9,584            (6,627)      (2,996)
                         ------            -------      -------

OTHER INCOME (EXPENSES):
 Interest, net         (44,279)           (41,293)     (18,668)
 Financing expenses,
  net                  (10,919)            (3,429)      (1,550)
 Foreign exchange
  loss, net           (179,078)           (12,096)      (5,469)
 Other, net            (78,335)           (20,080)      (9,078)
                      ---------           --------     --------
Total Other Expenses  (312,611)           (76,898)     (34,765)

                      ---------           --------     --------
NET MONETARY CORRECTION   7,433              3,127        1,414
                      ---------           --------     --------
INCOME (LOSS) BEFORE
 INCOME TAX           (295,594)           (80,398)     (36,347)
INCOME TAX              (2,823)            (1,911)        (864)
                      ---------           --------     --------
NET INCOME (LOSS)
 FOR THE PERIOD    Ps (298,417)        Ps (82,309) US$ (37,211)
                   ------------        ----------- ------------
NET INCOME (LOSS)
 PER SHARE            Ps (1.54)          Ps (0.35)
                   ------------        ----------- ------------
WEIGHTED AVG. NUMBER
 OF SHARES
OUTSTANDING
 (in millions)          193,818            238,409
                   ------------        ----------- ------------


              Nine months ended         Nine months ended
              September 30, 1999       September 30, 2000
              ------------------  -----------------------------
                 Millions of         Millions of    Thousand of
             Colombian pesos of    Colombian pesos U.S. Dollars
             September 30, 2000      September 30, (convenience
               purchasing power   purchasing power translation)
             -------------------  -----------------------------

REVENUES:
 Service Revenues    Ps 256,985         Ps 221,416  US$ 100,100
 Equipment Sales         25,783             12,136        5,487
 Other                   16,214              9,938        4,493
                     ----------         -----------------------
Total Revenues          298,982            243,490      110,080
                     ----------         -----------------------
COST OF REVENUES:
 Cost of telecommunications
  services               59,972             56,418       25,506
 Amortization of
  concession             28,444              5,172        2,338
 Cost of equipment sold  39,056             16,880        7,632
                        -------            --------------------
Total Cost of Revenues  127,472             78,470       35,476
                        -------            --------------------
GROSS PROFIT            171,510            165,020       74,604
                        -------            --------------------

OPERATING EXPENSES:
 Selling                 27,411             29,252       13,225
 Administrative          62,289             56,176       25,397
 Tecnology               12,201             21,311        9,634
 Amortization of
  goodwill                6,290              8,500        3,843
 Depreciation            31,231             32,840       14,846
                        -------            -------       ------
Total Operating
 Expenses               139,422            148,079       66,945
                        -------            -------       ------
OPERATING INCOME (LOSS)  32,088             16,941        7,659
                        -------            -------       ------

OTHER INCOME (EXPENSES):
 Interest, net        (114,232)          (118,300)     (53,482)
 Financing expenses,
  net                  (23,831)           (14,120)      (6,384)
 Foreign exchange
  loss, net           (296,675)           (28,176)     (12,738)
 Other, net           (140,343)           (39,870)     (18,025)
                      ---------          ----------------------
Total Other Expenses  (575,081)          (200,466)     (90,629)
                      ---------          ----------------------
NET MONETARY CORRECTION  71,240             76,102       34,405
                      ---------          ----------------------
INCOME (LOSS) BEFORE
 INCOME TAX           (471,753)          (107,423)     (48,565)
INCOME TAX              (8,635)            (7,712)      (3,487)
NET INCOME (LOSS)
 FOR THE PERIOD    Ps (480,388)       Ps (115,135) US$ (52,052)
NET INCOME (LOSS)
 PER SHARE            Ps (2.54)           Ps(0.49)
WEIGHTED AVG. NUMBER
 OF SHARES
OUTSTANDING
 (in millions)          189,089            233,170



                   COMUNICACION CELULAR S.A.
          NON CONSOLIDATED - STATEMENTS OF CASH FLOWS
                              (Unaudited)

             Nine months ended          Nine months ended
            September 30, 1999         September 30, 2000
            ------------------  -------------------------------
                Millions of          Millions of   Thousands of
            Colombian pesos of  Colombian pesos of U.S. dollars
            September 30, 2000  September 30, 2000 (convenience
              purchasing power    purchasing power translation)
            ------------------  -------------------------------

OPERATING ACTIVITIES:
 Net loss         Ps (480,388)        Ps (115,135) US$ (52,052)
 Adjustments to
   reconcile net
   income (loss)
   to net cash
   provided by
   (used in) operating
   activities:
  Depreciation          31,231              32,840       14,846
  Amortization of
   concession           28,444               5,172        2,338
  Adjustment of
   amortization on
   concession recalculation  -             (1,762)        (797)
  Amortization of
   deferred charges     35,034              43,620       19,720
  Amortization of goods
   held by third parties   161                 440          199
  Amortization of
   goodwill              6,290               8,500        3,843
  Proportional loss in
   investment          130,279              40,739       18,418
  Adjustment for
   equity method             -             (3,722)      (1,683)
  Net monetary
   correction         (71,240)            (76,102)     (34,405)
  Unrealizaed foreign
   exchange gain
   (loss)              284,944              10,477        4,737
  Adjustments of fixed
   assets                (386)             (1,124)        (508)
  Accrued interest on
   bonds                48,505              59,327       26,821
  Addition of deferred
   charges            (61,018)            (19,823)      (8,962)

   Changes in operating assets and liabilities:
  Accounts receivable,
   net                  30,404             (2,931)      (1,325)
Inventories, net         6,118             (1,397)        (632)
Prepaid expenses and
 other assets            (336)               2,138          967
Accounts payable        32,035            (32,353)     (14,626)
Income tax and other
 taxes                   1,080             (4,797)      (2,169)
Payroll and vacation
 pay                   (1,301)             (1,755)        (793)
Accrued expenses        31,129              10,927        4,940
Other liabilities      (5,353)               (859)        (388)
                       -------            --------     --------
Net cash provided by
 (used in) operating
 activities             45,632            (47,580)     (21,511)
                       -------            --------     --------

FINANCING ACTIVITIES:
 Increase (decrease) in
  short-term debt net of
  repayments             6,546              16,918        7,648
 Payment of
  long-term debt     (154,233)            (16,691)      (7,546)
 Issuance of
  long-term debt       160,477               2,468        1,116
 Issuance of common
  stock                  5,122              80,141       36,231
                        ------              ------       ------
 Net cash provided by
  financing activities  17,912              82,836       37,449
                        ------              ------       ------
INVESTING ACTIVITIES:
 Acquisition of
  goodwill - Occel           -            (15,268)      (6,902)
 Acquisition of
  property, plant and
  equipment           (25,657)            (17,417)      (7,874)
 Decrease (Increase)
  in advances to
  contractors            2,181               (926)        (419)
 Increase in
  investment          (44,729)               (502)        (227)
                      --------            --------     --------
 Net cash used in
  investing
  activities          (68,205)            (34,113)     (15,422)
                      --------            --------     --------
Effect of constant
 peso restatement        (708)                (22)          (9)
                      --------            --------     --------
NET INCREASE
 (DECREASE) IN CASH
 AND CASH EQUIVALENTS  (5,369)               1,121          507
CASH AND CASH EQUIVALENTS:
 At the beginning of
  the period             9,046                 279          126
                      --------            --------     --------
 At the end of the
  period              Ps 3,677            Ps 1,400      US$ 633
                      --------            --------     --------





             OCCIDENTE Y CARIBE CELULAR S.A. OCCEL
                            BALANCE SHEETS

                Year ended        Nine months ended
               December 31,1999  September 30, 2000 (Unaudited)
                  Millions of        Millions of     Thousands of
             Colombian pesos of Colombian pesos of   U.S. dollars
             September 30, 2000 September 30, 2000   (convenience
               purchasing power   purchasing power    translation)
             ------------------ -------------------------------

                         ASSETS

CURRENT ASSETS:
Cash and cash
 equivalents           Ps 1,220           Ps 1,438      US$ 650
Time deposits             9,742                  -            -
Accounts receivable, net 74,521             69,435       31,391
Inventories, net          6,775              8,680        3,924
Prepaid expenses          7,420              4,268        1,930
                         ------            -------      -------
 Total current assets    99,678             83,821       37,895

LONG-TERM ACCOUNTS
 RECEIVABLE                 481                416          188
PROPERTY, PLANT AND
 EQUIPMENT, NET         164,346            163,130       73,750
INTANGIBLE ASSETS, NET  305,223            303,472      137,197
DEFERRED CHARGES, NET     8,391             78,646       35,555
OTHER ASSETS              1,614                498          225
VALUATION OF ASSETS      64,341             59,752       27,013
                     ----------       ------------  -----------
TOTAL ASSETS         Ps 644,074         Ps 689,735  US$ 311,823
                     ----------       ------------  -----------
MEMORANDUM ACCOUNTS  Ps 844,527       Ps 1,009,225  US$ 456,262
                     ----------       ------------  -----------


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Notes payable to
 banks                Ps 44,246          Ps 40,436   US$ 18,281
Long-term debt due
 within one year         24,400            107,957       48,806
Accounts payable         54,253             58,515       26,454
Income tax and other
 taxes                    5,454              5,916        2,674
Payroll and vacation pay    708                 11            5
Accrued expenses         21,448             21,942        9,920
Other liabilities         5,981              6,089        2,753
                         ------            -------      -------
 Total current
  liabilities           156,490            240,866      108,893
LONG-TERM DEBT          473,443            441,861      199,762
SHAREHOLDERS' EQUITY     14,141              7,008        3,168
                     ----------         ----------  -----------
TOTAL LIABILITIES AND
 SHAREHOLDERS'
  EQUITY             Ps 644,074         Ps 689,735  US$ 311,823
                     ----------         ----------  -----------

MEMORANDUM ACCOUNTS  Ps 844,527       Ps 1,009,225  US$ 456,262
                     ----------       ------------  -----------





             OCCIDENTE Y CARIBE CELULAR S.A. OCCEL
                       STATEMENTS OF OPERATIONS
                              (Unaudited)

             Three months ended        Three months ended
             September 30, 1999         September 30, 2000
             ------------------ -------------------------------
                 Millions of         Millions of    Thousand of
             Colombian pesos of Colombian pesos of U.S. Dollars
             September 30, 2000 September 30, 2000 (convenience
               purchasing power   purchasing power translation)
             ------------------ -------------------------------

REVENUES:
 Service Revenues     Ps 38,847          Ps 33,734   US$ 15,251
 Equipment Sales          2,712              1,759          795
                      ---------          ---------   ----------
Total Revenues           41,559             35,493       16,046
                      ---------          ---------   ----------
COST OF REVENUES:
 Cost of
  telecommunications
  services                8,853             11,984        5,418
 Amortization of
  concession              4,722                789          357
 Cost of equipment sold   4,428              2,899        1,310
                         ------             -------------------
Total Cost of Revenues   18,003             15,672        7,085
                         ------             -------------------
GROSS PROFIT             23,556             19,821        8,961
                         ------             -------------------

OPERATING EXPENSES:
 Selling                  3,751              4,330        1,958
 Administrative          14,707              8,760        3,960
 Technology               3,364              1,603          725
 Depreciation             4,742              4,931        2,229
                         ------             ------        -----
 Total Operating
  Expenses               26,564             19,624        8,872
                        -------             ------        -----
OPERATING INCOME (LOSS) (3,008)                197           89
                        -------             ------        -----

OTHER INCOME (EXPENSES) :
 Interest, net         (19,227)           (21,464)      (9,704)
 Financing expenses, net  (710)              (775)        (351)
 Foreign exchange
  gain (loss), net     (79,412)            (6,203)      (2,804)
 Other, net             (1,982)            (1,012)        (457)
                      ---------           --------     --------
Total Other Expenses  (101,331)           (29,454)     (13,316)
                      ---------           --------     --------
NET MONETARY CORRECTION   3,826              1,532          693

                      ---------           --------     --------
INCOME (LOSS) BEFORE
 INCOME TAX           (100,513)           (27,725)     (12,534)
INCOME TAX                (285)                  0            0
                      ---------           --------     --------
NET INCOME (LOSS)
 FOR THE PERIOD    Ps (100,798)        Ps (27,725) US$ (12,534)
                   ------------        ----------- ------------
NET INCOME (LOSS)
 PER SHARE        Ps (1,190.06)        Ps (288.80)
                  -------------        -----------
WEIGHTED AVG.
 NUMBER OF SHARES
 OUTSTANDING
 (in millions)             84.7               96.0
                  -------------        -----------


              Nine months ended          Nine months ended
             September 30, 1999          September 30, 2000
             ------------------ -------------------------------
                    Millions of        Millions of  Thousand of
             Colombian pesos of Colombian pesos of U.S. Dollars
             September 30, 2000 September 30, 2000 (convenience
               purchasing power   purchasing power translation)
             ------------------ -------------------------------

REVENUES:
 Service Revenues    Ps 123,046         Ps 115,324   US$ 52,137
 Equipment Sales          6,650              6,688        3,024
                     ----------         ----------   ----------
Total Revenues          129,696            122,012       55,161
                     ----------         ----------   ----------
COST OF REVENUES:
 Cost of
  telecommunications
  services               27,247             35,532       16,064
 Amortization of
  concession             14,580              2,576        1,165
 Cost of equipment sold  22,474             11,886        5,373
                         ------             ------       ------
Total Cost of Revenues   64,301             49,994       22,602
                         ------             ------       ------
GROSS PROFIT             65,395             72,018       32,559
                         ------             ------       ------

OPERATING EXPENSES:
 Selling                 19,618             12,831        5,801
 Administrative          36,211             26,650       12,048
 Technology              10,034              5,666        2,562
 Depreciation            14,021             14,477        6,545
                         ------             ------       ------
Total Operating Expenses 79,884             59,624       26,956
                         ------             ------       ------
OPERATING INCOME
 (LOSS)                (14,489)             12,394        5,603
                       --------             ------        -----

OTHER INCOME (EXPENSES) :
 Interest, net         (45,691)           (54,847)     (24,796)
 Financing expenses,
  net                   (2,571)            (3,372)      (1,524)
 Foreign exchange
  gain (loss), net    (132,374)           (16,475)      (7,448)
 Other, net             (5,767)            (1,795)        (812)
                      ---------           --------     --------
Total Other Expenses  (186,403)           (76,489)     (34,580)
                      ---------           --------     --------
NET MONETARY CORRECTION  34,984             36,546       16,522
                      ---------           --------     --------

INCOME (LOSS) BEFORE
  INCOME TAX          (165,908)           (27,549)     (12,455)
 INCOME TAX               (722)                  0            0
                   ------------        ------------------------
NET INCOME (LOSS)
  FOR THE PERIOD   Ps (166,630)        Ps (27,549) US$ (12,455)
                  -------------        ------------------------
 NET INCOME (LOSS)
  PER SHARE       Ps (1,997.96)        Ps (291.83)
                  -------------        -----------
WEIGHTED AVG.
 NUMBER OF SHARES
 OUTSTANDING
 (in millions)             83.4               94.4
                  -------------        -----------





             OCCIDENTE Y CARIBE CELULAR S.A. OCCEL
                       STATEMENTS OF CASH FLOWS
                              (Unaudited)

              Nine months ended         Nine months ended
             September 30, 1999         September 30, 2000
             ------------------ -------------------------------
                Millions of         Millions of    Thousands of
             Colombian pesos of Colombian pesos of U.S. dollars
             September 30, 2000 September 30, 2000 (convenience
               purchasing power   purchasing power translation)
             ------------------ -------------------------------


OPERATING ACTIVITIES:
 Net loss          Ps (166,630)        Ps (27,549) US$ (12,455)
 Adjustments to
   reconcile net
   income (loss) to
   net cash provided by
   (used in) operating
   activities:
  Depreciation           14,021             14,477        6,545
  Amortization of
   concession            14,580              2,576        1,165
  Adjustment of
   amortization on
   concession recalculation   -              (834)        (377)
  Amortization of
   deferred charges      24,593             15,887        7,182
  Amortization of goods
   held by third parties    939              1,367          618
  Net monetary
   correction          (34,984)           (36,546)     (16,522)
  Unrealized foreign
   exchange loss        119,027              3,876        1,752
  Adjustments of fixed
   assets                 3,012              1,366          618
  Accrued interest
   senior discount notes 28,626             35,737       16,156
  Addition of deferred
   charges             (22,869)           (11,826)      (5,346)

Changes in operating assets and liabilities:
 Accounts receivable,
  net                  (18,857)              (320)        (145)
 Inventories, net         4,765            (2,388)      (1,079)
 Prepaid expenses and
  other assets              568              (276)        (125)
 Accounts payable      (19,010)              (132)         (60)
 Income tax and other
  taxes                      97                851          385
 Payroll and vacation
  pay                     (673)              (648)        (293)
 Accrued expenses         4,221              2,024          915
 Other liabilities        5,691                536          242
 Net cash provided by
  (used in) operating
  activities           (42,883)            (1,822)        (824)
                       --------            -------        -----
FINANCING ACTIVITIES:
 Decrease in short-term
  debt net of
  repayments            (8,447)              (654)        (296)
 Payment of long-term
  debt                  (5,346)          (102,491)     (46,335)
 Issuance of long-term
  debt                    4,134             76,108       34,408
 Issuance of common
  stock                  44,669             23,971       10,837
                         ------            -------      -------
 Net cash provided by
 (used in) financing
  activities             35,010            (3,066)      (1,386)
                         ------            -------      -------
INVESTING ACTIVITIES:
 Decrease in time
  deposit and other
  investment              7,686             10,590        4,788
 Acquisition of
  concession              (180)                  -            -
 Acquisition of property,
  plant and equipment   (7,944)            (5,519)      (2,495)
 Decrease (increase) in
  advances to contractors 3,652                122           55
                        -------            -------      -------
 Net cash used in
  investing activities  (4,472)            (5,397)      (2,440)
                        -------            -------      -------
Effect of constant
 peso restatement         (563)               (87)         (39)
                        -------            -------      -------
NET INCREASE (DECREASE)
 IN CASH AND CASH
  EQUIVALENTS           (5,222)                218           99
CASH AND CASH EQUIVALENTS:
 At the beginning of the
  period                  7,186              1,220          551
                       --------           --------      -------
 At the end of the
  period               Ps 1,964           Ps 1,438      US$ 650
                       --------           --------      -------
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Publication:Business Wire
Geographic Code:3COLO
Date:Oct 25, 2000
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