Annual report (20-F) - Ono

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Note: this map is representative of our geographic areas of operations and should not be interpreted as being an accurate representation of exact boundaries. Clusters Total Homes(1) Homes Passed Total Businesses(2) Mediterranean Cluster 2,040,690(3) 1,072,793 263,598(3) Southeast Cluster 2,527,563 719,794 295,072 Andalucía Cluster 717,097 339,528 77,009 North Cluster 281,792 153,324 34,017 Total—Franchises 5,567,142 2,285,439 669,696 (1) Total homes in each cluster are derived from preliminary figures from the 2001 Spanish national census. (2) Total businesses in each cluster have been obtained from the 2003 businesses central directory published by the National Statistics Institute of Spain (Instituto Nacional de Estadística– INE). (3) Data for the Mediterranean Cluster include all the homes and businesses in the Balearic Islands, not only those for the Island of Mallorca. • The Mediterranean Cluster. The Mediterranean cluster covers approximately 22,430 square kilometers, with 2.0 million homes and 264,000 businesses and a total population of 3.5 million. The Mediterranean cluster covers the provinces of Castellón and Valencia and the Island of Mallorca. The principal cities in the cluster are Valencia, Spain’s third largest city with 377,000 homes, Castellón de la Plana and Palma de Mallorca, each of them capital cities of their respective province. • The Southeast Cluster. The Southeast cluster covers approximately 96,600 square kilometers, with 2.5 million homes and 295,000 businesses and a total population of 4.4 million. The Southeast cluster serves the province of Alicante, the region of Murcia and each of the five provinces in the region of Castilla-La Mancha. The principal cities are Alicante, Murcia, Ciudad Real, Cuenca, Guadalajara, Toledo and Albacete, all of them provincial capitals, and the cities of Elche, Talavera de la Reina and the port city of Cartagena. The franchise of Castilla-La Mancha was won in mid 2003 and therefore our network development in the five provinces within the region of Castilla-La Mancha (other than the city of Albacete) commenced in late 2003 and 2004. We commenced our commercial activity in these provinces during the first half of 2004. 34
• Andalucía Cluster. The Andalucía cluster covers 17,600 square kilometers, with a total of approximately 717,000 homes and approximately 77,000 businesses and a total population of approximately 1.6 million. The ONO franchises in the Andalucía region of Spain include the Cádiz and Huelva provinces, which border the Atlantic Ocean and include the cities of Cádiz, Huelva and Jerez. • The North Cluster. Our franchise area in northern Spain covers the region of Cantabria (including the city of Santander) and covers approximately 5,300 square kilometers and approximately 282,000 homes and 34,000 businesses. Our Competition We face significant competition from established and new competitors that also provide residential telephony, residential Internet and pay television services as well as business telecommunications services in Spain. We believe that competition will continue to intensify in each of these businesses. We believe, however, that our ability to offer bundled services to our customers currently provides us with a competitive advantage over our main competitors. In our areas of operations, we are the only service provider that can provide the full range of services that we offer, including: ONO Telefónica Digital+ Broadband Resellers Telephone Resellers Free to air TV Telephony X X — — X — Broadband Internet X X — X X — Television X X X — — X Bundled Services X X — — — — Business Services X X — X X — Residential Telephony We compete primarily with Telefónica in providing direct access telephony services to residential customers in our Spanish franchise areas. We also compete with existing and future entrants in the Spanish telecommunications market, including indirect access providers such as Auna, Uni2, Tele2, Jazztel, and the three mobile telephony operators, Telefónica Móviles, Vodafone and Amena. Telefónica is the only operator currently offering direct access telecommunications services to residential customers in our franchises. The following is a description of our principal competitors in the residential telephony market: • Telefónica. Telefónica, the incumbent telecommunications operator in Spain and one of the largest Spanish corporations, has an established market presence and resources substantially greater than ours. Telefónica has a fully built national telephony network and has extensive experience in marketing and operating telecommunications services in Spain. Telefónica is required to provide universal telephony services across Spain and must impose uniform tariff rates. Most of the residential telephony customers in Spain are currently Telefónica’s customers. Our growth in residential telephony services depends on our ability to attract Telefónica’s customers to our services; • Auna. Auna began offering an indirect access fixed-line telephony service to residential customers in our franchise areas in January 1998 branded as Retevision. In addition, the assets of Auna include the third Spanish mobile operator, Amena, and cable assets in different franchise areas than ours; and • Other indirect access telephony providers. Indirect access telephony providers such as Uni2, Tele2 and Jazztel connect customers primarily through Telefónica’s networks. Indirect access telephony providers market number portability, carrier pre-selection and other such services to their customers and potential customers. These services are provided through Telefónica’s network, thus making quality management difficult by requiring the customer to keep its Telefónica connection as a result of their dependency on Telefónica. We believe that indirect telephony access services offer the customer a 35
Page 1 and 2: SECURITIES AND EXCHANGE COMMISSION
Page 3 and 4: “RGUs” are revenue generating u
Page 5 and 6: CONTENTS Clause Item 1. Identity of
Page 7 and 8: PART I Item 1. Identity of Director
Page 9 and 10: Reconciliation between EBITDA and n
Page 11 and 12: The table below shows the high and
Page 13 and 14: significant qualifications and exce
Page 15 and 16: • consolidate our brand in the ma
Page 17 and 18: operating and financial performance
Page 19 and 20: the products and services we offer
Page 21 and 22: • our ability to access the finan
Page 23 and 24: In March 2005, Cableuropa performed
Page 25 and 26: Our Strategy experience with cable
Page 27 and 28: We offer the following bundled serv
Page 29 and 30: Digital Television The introduction
Page 31 and 32: annual revenue of around €1 milli
Page 33: them are trained in our specific in
Page 37 and 38: • Television line-up. Sogecable h
Page 39 and 40: In accordance with the General Law
Page 41 and 42: Telecommunications further requires
Page 43 and 44: Obligations According to the releva
Page 45 and 46: second telephony lines. The network
Page 47 and 48: Address Current Use Size (square me
Page 49 and 50: Address Current Use Size (square me
Page 51 and 52: The following are the key factors a
Page 53 and 54: The following table sets forth reve
Page 55 and 56: The following table sets forth cert
Page 57 and 58: total revenues to 28.6% for the yea
Page 59 and 60: Net Extraordinary Income/(Expense)
Page 61 and 62: needed before commercial launch of
Page 63 and 64: Net cash provided by financing acti
Page 65 and 66: A number of these contracts are sub
Page 67 and 68: All decisions regarding our busines
Page 69 and 70: Leopoldo Calvo-Sotelo became an ind
Page 71 and 72: Audit and Compliance Committee GCO
Page 73 and 74: E. Share Ownership Currently none o
Page 75 and 76: The shareholders’ agreement provi
Page 77 and 78: Dividend and Liquidation Rights Pay
Page 79 and 80: • the aggregate increases approve
Page 81 and 82: As security for the senior bank fac
Page 83 and 84: The Indentures also provide for eve
Page 85 and 86:
par value shares and subject to adj
Page 87 and 88:
Where interest has been paid under
Page 89 and 90:
the avoidance of double taxation. H
Page 91 and 92:
possible application of the passive
Page 93 and 94:
a sale, exchange, retirement or dis
Page 95 and 96:
The table below shows the variable
Page 97 and 98:
Item 16C. Principal Accountant Fees
Page 99 and 100:
No. 333-10976)). (Now superseded.)
Page 101 and 102:
Form F-4 (File No. 333-109976)). 4.
Page 103 and 104:
INDEX TO THE CONSOLIDATED FINANCIAL
Page 105 and 106:
CABLEUROPA, S.A.U. AND SUBSIDIARIES
Page 107 and 108:
CABLEUROPA, S.A.U. AND SUBSIDIARIES
Page 109 and 110:
Other subsidiaries: Company Name He
Page 111 and 112:
d) Foreign exchange rate options Fo
Page 113 and 114:
Had the life of this debt not been
Page 115 and 116:
6. Start-up costs Euro thousand Bal
Page 117 and 118:
) Finance leases Computer hardware
Page 119 and 120:
9. Financial assets Euro thousand B
Page 121 and 122:
The detail of short and long term d
Page 123 and 124:
Cancellation in 2003 of MBCF relate
Page 125 and 126:
(e) State Subsidies Starting in 200
Page 127 and 128:
Options granted under the Phantom P
Page 129 and 130:
(c) Reserves (accumulated losses) i
Page 131 and 132:
(c) The movement in deferred tax as
Page 133 and 134:
In 2004, 2003 and 2002, the Group
Page 135 and 136:
Transactions Services received Serv
Page 137 and 138:
Euro thousand 2004 2003 Audit servi
Page 139 and 140:
Euro thousand 2004 2003 2002 Change
Page 141 and 142:
Reconciliation of net profit / (los
Page 143 and 144:
Management of the Group considered
Page 145 and 146:
(n) Start-up costs. Under Spanish G
Page 147 and 148:
Amortization expense related to int
Page 149:
(h) Leases The group leases certain
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Annual report (20-F) - Ono

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