Fomento Economico Mexicano S.A.B. de C.V.
Annual Report 2016

Plain-text annual report

FOMENTO ECONOMICO MEXICANO, S.A.B. DE C.V. General Anaya 601 Pte. Col. Bella Vista C.P. 64410 Monterrey, Nuevo Leon, Mexico investor@femsa.com.mx www.annualreport.femsa.com www.femsa.com.mx F O C U S E D O N G R O W T H A N N U A L R E P O R T 2 0 1 6 AN N UAL R EP OR T 2 01 6 TABLE OF CONTENTS FEMSA at a Glance . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . .4 Letter to Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . .6 FEMSA Comercio - Retail Division . . . . . . . . . . . . . . .8 FEMSA Comercio - Health Division . . . . . . . . . . . . . .9 FEMSA Comercio - Fuel Division . . . . . . . . . . . . . . .10 Coca-Cola FEMSA . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Sustainability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14 FEMSA Foundation . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Executive Management . . . . . . . . . . . . . . . . . . . . . . . .18 Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . .19 Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20 In Memoriam . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Financial Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . .22 Management’s Discussion & Analysis . . . . . . . . . .24 FEMSA is a multinational beverage and retail company headquartered in Mexico. We hold a 48% stake in Coca-Cola FEMSA, the largest bottler of Coca-Cola products in the world by volume, and a 20% stake in Heineken, one of the world’s leading brewers with operations in over 70 countries. We participate in the retail industry through FEMSA Comercio (100%), comprising a Retail Division operating primarily through OXXO, the largest convenience store chain in Latin America by units; a Fuel Division, operating the OXXO GAS chain of retail service stations; and a Health Division, which includes drugstores and related operations in Mexico and South America. In addition, our FEMSA Strategic Businesses provide logistics, point-of-sale refrigeration and plastics solutions to our own businesses and third party clients. FOMENTO ECONOMICO MEXICANO, S.A.B. DE C.V. General Anaya 601 Pte. Col. Bella Vista C.P. 64410 Monterrey, Nuevo Leon, Mexico investor@femsa.com.mx www.annualreport.femsa.com www.femsa.com.mx F O C U S E D O N G R O W T H A N N U A L R E P O R T 2 0 1 6 AN N UAL R EP OR T 2 01 6 TABLE OF CONTENTS FEMSA at a Glance . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . .4 Letter to Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . .6 FEMSA Comercio - Retail Division . . . . . . . . . . . . . . .8 FEMSA Comercio - Health Division . . . . . . . . . . . . . .9 FEMSA Comercio - Fuel Division . . . . . . . . . . . . . . .10 Coca-Cola FEMSA . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Sustainability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14 FEMSA Foundation . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Executive Management . . . . . . . . . . . . . . . . . . . . . . . .18 Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . .19 Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20 In Memoriam . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Financial Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . .22 Management’s Discussion & Analysis . . . . . . . . . .24 FEMSA is a multinational beverage and retail company headquartered in Mexico. We hold a 48% stake in Coca-Cola FEMSA, the largest bottler of Coca-Cola products in the world by volume, and a 20% stake in Heineken, one of the world’s leading brewers with operations in over 70 countries. We participate in the retail industry through FEMSA Comercio (100%), comprising a Retail Division operating primarily through OXXO, the largest convenience store chain in Latin America by units; a Fuel Division, operating the OXXO GAS chain of retail service stations; and a Health Division, which includes drugstores and related operations in Mexico and South America. In addition, our FEMSA Strategic Businesses provide logistics, point-of-sale refrigeration and plastics solutions to our own businesses and third party clients. FOCUSED ON GROWTH We continue to deliver on our promise of sustainable growth at FEMSA. More stores, products, categories, markets, formats. More innovation, diversification, economies of scale. More segmentation, consumption, traffic. More revenues, profits, returns. And more jobs, investment, community impact. Our definition of growth is broad, ensuring we keep our focus on the horizon in order to thrive in the complex global environment in which we operate and create enduring value for all our stakeholders. PB FEMS A AN N UAL R EP OR T 2 01 6 1 FEMSA at a Glance 2016 was a year of growth, diversification, expansion and consolidation, with double-digit increases in revenue and income from operations. FEMSA COMERCIO Retail Division OXXO, the largest C-store chain in the Americas by units FEMSA COMERCIO Health Division Drugstores and related operations in Mexico, Chile and Colombia FEMSA COMERCIO Fuel Division OXXO GAS chain of retail service stations in Mexico COCA-COLA FEMSA Largest Coca-Cola franchise bottler in the world by volume Mexico Central America Colombia Venezuela Brazil Argentina Philippines Total Clients per Day (millions)1 Mexico and Colombia Points of Sale Distribution Facilities Headcount 10.9 15,225 17 120,588 Clients per Year (millions)2 Mexico, Chile and Colombia Points of Sale Distribution Facilities Headcount 138 2,120 9 21,216 Clients per Year (millions) Mexico Points of Sale Headcount 135 382 5,359 Population Served (millions) Points of Sale Plants Distribution Facilities 71.1 21.3 46.9 31.7 87.7 12.2 104.5 375.4 854,459 125,778 401,234 168,833 394,489 49,416 846,588 2,840,797 17 5 7 4 12 2 19 66 145 34 24 26 43 4 52 328 1 Clients per day based on daily transactions. 2 The number of clients for Chile includes only the Cruz Verde format. 2 2 FE MS A AN N UAL R EP OR T 2 01 6 FE MS A AN N UAL R EP OR T 2 01 6 3 3 Mexico ● ● ● ● ● Guatemala ● ● Nicaragua ● ● Panama ● ● Venezuela ● Costa Rica ● ● Colombia ● ● ● ● Business Unit ● FEMSA Comercio / Retail Division ● FEMSA Comercio / Health Division ● FEMSA Comercio / Fuel Division ● Coca-Cola FEMSA FEMSA Comercio / Retail Division and Coca-Cola FEMSA ● Strategic Businesses Philippines ● Peru ● Chile ● ● Brazil ● ● Argentina ● 2 2 FEMS A AN N UAL R EP OR T 2 01 6 FEMS A AN N UAL R EP OR T 2 01 6 3 3 ~20 billion beverage transactions ~11 million transactions per day at OXXO on average 138 million clients in the Health Division Financial Highlights Millions of pesos Total revenues Income from operations (2) Operating margin Consolidated net income Controlling interest net income (3) Controlling interest earnings per BD unit (4) Controlling interest earnings per ADS (5) EBITDA EBITDA margin Total assets Total liabilities Total equity Capital expenditures Total cash and cash equivalents (6) Short-term debt Long-term debt Headcount (7) 2016 (1) 19,377 1,815 1,318 1,025 0.3 2.9 2,667 26,465 12,584 13,880 1,075 2,117 353 6,401 2016 2015 %Change 2014 %Change 399,507 311,589 37,427 9.4% 27,175 21,140 5.9 59.1 54,987 13.8% 545,623 259,453 286,170 22,155 43,637 7,281 131,967 266,144 33,735 10.8% 23,276 17,683 4.9 49.4 46,626 15.0% 409,332 167,476 241,856 18,885 29,396 5,895 85,969 246,158 28.2% 10.9% 16.8% 19.5% 20.4% 19.6% 17.9% 33.3% 54.9% 18.3% 17.3% 48.4% 23.5% 53.5% 8.1% 263,449 29,983 11.4% 22,630 16,701 4.7 46.7 40,945 15.5% 376,173 146,051 230,122 18,163 18.3% 12.5% 2.9% 5.9% 4.3% 5.8% 13.9% 8.8% 14.7% 5.1% 4.0% 35,497 -17.2% 1,553 279.6% 82,935 216,740 3.7% 13.6% 1 U.S. dollar figures are converted from Mexican pesos using the noon-buying rate published by U.S. Federal Reserve Board, which was Ps. 20.6170 per US$1.00 as of December 30, 2016. 2 Company's key performance indicator. 3 Represents the net income that is assigned to the controlling shareholders of the entity. 4 "BD" units each of which represents one series "B" share, two series "D-B" shares and two series "D-L" shares. Data based on outstanding 2,161,177,770 BD units and 1,417,048,500 B units. 5 American Depositary Shares, a U.S. dollar-denominated equity share of a foreing-based company available for purchase on an American stock exchange. 6 Cash consists of non-interest bearing bank deposits and cash equivalents consist principally of short-term bank deposits and fixed rate investments. 7 Includes headcount from Coca-Cola FEMSA (excluding the Philippines operations), FEMSA Comercio and Other Businesses of FEMSA. 8 Includes other companies and our 20% economic interest in Heineken. . FEMSA Consolidated Total Revenues by Business Unit millions of pesos Total assets by Business Unit millions of pesos Income from Operations by Business Unit millions of pesos EBITDA by Business Unit millions of pesos Ps.399,507 Ps.545,623 Ps.37,427 Ps.54,987 ● Coca-Cola FEMSA FEMSA Comercio: ● Retail Division ● Fuel Division ● Health Division ● Others (8) 43% 33% 7% 10% 7% ● Coca-Cola FEMSA FEMSA Comercio: ● Retail Division ● Fuel Division ● Health Division ● Others (8) 48% 10% 1% 6% 35% ● Coca-Cola FEMSA FEMSA Comercio: ● Retail Division ● Fuel Division ● Health Division ● Others (8) 64% 31% 0.5% 4% 0.5% ● Coca-Cola FEMSA FEMSA Comercio: ● Retail Division ● Fuel Division ● Health Division ● Others (8) 65% 28% 1% 4% 2% 4 4 FE MS A AN N UAL R EP OR T 2 01 6 FE MS A AN N UAL R EP OR T 2 01 6 5 5 FEMSA COMERCIO ● Retail Division ● Health Division ● Fuel Division Headcount thousands 123.9 110.7 113.7 103.0 Total Revenues billions of Mexican pesos Income from Operations1 billions of Mexican pesos EBITDA2 billions of Mexican pesos Total Assets billions of Mexican pesos 137.1 119.9 109.6 97.6 11.5 10.3 15.5 13.7 59.7 8.7 7.9 11.8 10.5 43.7 44.7 39.6 % annual growth % annual growth % annual growth % annual growth % annual growth 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 Headcount thousands 21.2 20.0 Total Revenues billions of Mexican pesos Income from Operations1 billions of Mexican pesos EBITDA2 billions of Mexican pesos Total Assets billions of Mexican pesos 43.4 1.6 2.4 35.9 % annual growth 13.1 % annual growth 0.6 % annual growth 0.8 % annual growth 22.5 % annual growth 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 Headcount thousands 5.4 4.6 Total Revenues billions of Mexican pesos Income from Operations1 billions of Mexican pesos EBITDA2 billions of Mexican pesos Total Assets billions of Mexican pesos 28.6 0.3 18.5 0.2 0.4 0.3 3.6 3.2 % annual growth % annual growth % annual growth % annual growth % annual growth 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 COCA-COLA FEMSA Headcount3 thousands 84.9 83.4 83.7 85.1 Total Revenues billions of Mexican pesos Income from Operations1 billions of Mexican pesos EBITDA2 billions of Mexican pesos Total Assets billions of Mexican pesos 177.7 156.0 147.3 152.4 23.9 22.6 21.5 20.7 35.5 31.2 28.6 28.4 279.3 216.7 212.4 210.2 % annual growth % annual growth % annual growth % annual growth % annual growth 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 2013 2014 2015 2016 1 Company’s key performance indicator. 2 EBITDA equals to Income from operations plus depreciation, amortization and other non-cash items. 3 Excluding the Philippines operations. 4 4 FEMS A AN N UAL R EP OR T 2 01 6 FEMS A AN N UAL R EP OR T 2 01 6 5 5 17.8 54.6 22.2 26.1 13.0 6.0 232.6 157.7 205.1 59.1 15.7 -1.8 0.4 1.7 5.6 5.6 3.4 16.6 12.0 7.5 2.7 9.0 -2.3 -3.3 9.2 5.6 2.4 -0.7 10.0 13.6 30.4 -2.0 -1.0 32.8 12.9 12.4 9.4 14.4 8.1 7.9 8.6 8.4 17.3 11.5 16.7 13.1 27.4 10.4 2.2 33.7 José Antonio Fernández Carbajal Executive Chairman of the Board Carlos Salazar Lomelín Chief Executive Officer DEAR SHAREHOLDERS On behalf of the entire FEMSA team, we are pleased to share this report on our performance, people, strategy and impact in 2016. It was a challenging but rewarding year for the company, one of growth, diversification, expansion and consolidation. We strengthened our competitive position, leveraged our strong brand portfolio and operational expertise, successfully accessed the capital markets, and further embedded sustainability within our operations, all while adapting to challenging macroeconomic conditions and industry dynamics in several of our key markets. A year of growth A number of developments in the year helped shape our performance and advance our growth. FEMSA Comercio, which is now comprised of three divisions –Retail, Health and Fuel– to provide greater transparency to the dynamics and performance of each format, delivered remarkable gains in 2016. In Retail, we benefited from a 7.0% rise in same-store sales at OXXO Mexico, as well as the addition of 1,164 net new OXXO stores and the acquisition of a small but promising convenience store platform in Chile; in Health, the first full year of integration of Socofar and bolt-on acquisitions in Colombia and Mexico drove growth; and in Fuel, our role in the rapid transformation of Mexico’s energy sector can be seen with the addition of 75 new OXXO GAS stations, and an encouraging 7.6% increase in same-station sales. 6 FE MS A AN N UAL R EP OR T 2 01 6 7 expanding our powerful, diversified platform across businesses and markets, primed for growth yet also resilient and defensive as the environment requires. Our balance sheet is robust and we will continue to use it with focus and care. And we are fortunate to have an extraordinary team of men and women who every year find a way to exceed our expectations and create more value than ever. Thus we are very confident as together we all write the growth story of the year that begins. Consolidated revenues totaled Ps. 399.5 billion in 2016, up 28.2%." by solid growth across most operations, as well as by the integration of Socofar in FEMSA Comercio’s Health Division. Income from operations increased 10.9% to Ps. 37.4 billion (US$ 1.8 billion), while net consolidated income increased 16.8% to Ps. 27.2 billion (US$ 1.3 billion). Net majority income per BD Unit was Ps. 5.91 in 2016 (US$ 2.87 per ADS). We know the value we create must be shared in order to be sustainable. To that end, we invest approximately 1% of total consolidated revenue in sustainability each year, an amount totaling Ps. 2,875 million in 2016 (US$ 139.4 million), allocated both externally to our communities, and internally to employee development and environmental stewardship. This helps us develop the capabilities we need to generate the economic, social, and environmental conditions required to operate today and grow in the future, in harmony with our environment. The road ahead As is often the case, we begin the new year on a road that presents challenges as well as many opportunities. We are At Coca-Cola FEMSA, we might characterize the year as a tale of two regions: in Mexico, a supportive consumer backdrop and strong execution drove solid top line growth, while we faced adverse consumer and macroeconomic environments in South America. Notwithstanding, revenues, transactions and volume all rose in the year, with outperformance in still beverages. Our multi-category leadership was strengthened this year with the acquisition of AdeS1, the leading soy- based beverage brand in Latin America, and the acquisition of Vonpar, one of the largest privately owned bottlers in the Brazilian Coca-Cola system that expands our regional footprint and consolidates our position as the largest volume franchise bottler in the world. We continue to see strong growth potential across our markets, with a focus on increasing our share of value and on driving incremental transactions. Within our Strategic Businesses, FEMSA Logistica made progress in the integration of its less-than-truckload platform in Brazil and its storage platform in Mexico, while Imbera, our commercial cooling solutions operation, expanded into the foodservice equipment space through an acquisition in Mexico. While these business units are not yet of a scale comparable to our retail or beverage businesses, they are growing quickly and delivering attractive levels of profitability and returns. Creating value, retaining flexibility Our long-term growth strategy and disciplined execution have continued to create economic and social value with and for the communities we serve, and for all our stakeholders. This is reflected in our performance at the consolidated level: Total revenues in 2016 increased 28.2% over the previous year to Ps. 399.5 billion (US$ 19.4 billion), mainly driven 6 FEMS A AN N UAL R EP OR T 2 01 6 7 1 At the time of the publication of this report, this transaction was still pending approval from antitrust authorities. Hence, the closing of this acquisition has not yet been finalized. FEMSA COMERCIO Sustained growth, market leadership Our fast-growing retail operations in Mexico and South America generated approximately half of FEMSA’s consolidated revenues and a third of EBITDA in 2016, favorably diversifying our business portfolio and financial performance. The strong pace of growth at FEMSA Comercio continued across every division, reflecting the integration of acquisitions, new store openings, and a favorable consumer environment in Mexico. Retail Division The OXXO chain of convenience stores in Mexico is the heart of our Retail Division. With approximately 11 million people making purchases each day, and a new store opening every eight hours on average, OXXO is today the third largest retailer in the country by revenue, and the leading retailer in Latin America by units. We use proprietary models to identify optimal store locations, layouts and product categories, with strict cost of capital parameters that together with our well-developed operating processes and practices, allow us to drive margins and returns. We continue to fine-tune our business model by adding new categories and services in order to meet differentiated consumer needs, adjusting 8 FE MS A AN N UAL R EP OR T 2 01 6 9 15,225 14,061 12,853 11,721 % annual growth 10.6 9.7 9.4 8.3 2013 2014 2015 2016 Total OXXO stores 1,164 net new OXXO stores in 2016 the value proposition of each store to its location and environment. This helped OXXO’s same-store sales in 2016 rise by an average of 7.0% over a demanding comparison base from the prior year. 2016 highlights: • We opened 1,164 net new OXXO stores in the year, including 19 in Colombia, representing the creation of approximately 10,200 direct new jobs. Penetration levels remain low in many regions of Mexico, indicating plenty of runway for continued growth. • We acquired Big John, a well- positioned convenience store chain in Chile operating 49 stores, mainly in the Santiago metropolitan area. The transaction helps advance our regional growth strategy by deploying our considerable expertise in the convenience store format in the Chilean market, where we also acquired leading drugstore operator Socofar in 2015. • We continued to enhance our Services platform, particularly in the financial arena, adding HSBC and Banorte to our Correspondent Banking network, reaching 6.6 million Saldazo debit card accounts, and launching a nationwide partnership with Western Union to receive and disburse remittances to our customers. Health Division We first entered the drugstore segment in 2013 with the acquisition of two regional chains in Mexico, leveraging our small- box retail expertise with the addition of pharmaceutical, health and beauty products. Two additional acquisitions in 2015, including a majority stake in Chilean leader Socofar, significantly advanced our growth strategy in this segment and allowed us to expand beyond our home market in Mexico. Given its expansion and continued potential for growth, as well as our commitment to transparent disclosure practices that align with internal decision-making, we now present all our drugstore and related operations under the Health Division. Our strategy is to consolidate fragmented markets such as Mexico and Colombia following the OXXO game plan, using our operational and logistics expertise to facilitate international expansion. With 2,120 stores at year-end 2016, we are becoming a key drugstore operator in Latin America. Revenues jumped a remarkable 232.6% in 2016 with the integration of Socofar, and 24.0% on an organic basis. We are preparing for further growth while integrating our legacy operations into a single platform.” 8 FEMS A AN N UAL R EP OR T 2 01 6 9 2016 highlights: • We opened 99 net new stores in the year, primarily in Mexico, entering new regions including the key Valley of Mexico market. • Additionally, we made two small bolt-on acquisitions: Generix in Mexico and Acuña in Colombia, adding a total of 121 new stores to our regional footprint. • During the year we made significant progress building the infrastructure required to integrate our legacy drugstore operations in Mexico into a single platform and standardize the business model across different regional brands in order to prepare for future growth. Fuel Division When Mexico’s regulatory framework for the energy sector was modified in 2013, we saw a unique opportunity to participate in the transformation of the fuel industry via the operation of a large network of service stations. The clear alignment with our retail service operation and the ability to leverage OXXO’s brand equity, combined with the potential returns on capital of a low asset-intensity model, was compelling. Our 382 strong network of OXXO GAS service stations is located in 16 states, primarily in the north of Mexico. Along with fuel, oil and additives, we differentiate our offering through reliable and high quality service, a strong brand, and exclusive promotions available only to OXXO GAS clients. In our first full year of reporting Fuel Division results (2015: 10 months), total revenues increased 54.6% while same- station sales increased 7.6%. Looking ahead to 2017, as the industry continues to transition into an open market model, higher gas prices will likely translate to higher revenues but our long-term growth strategy will remain focused on expanding the network of service stations, and enhancing underlying profitability by continuing to gear the business model towards our expertise in retail dynamics. 2016 highlights: • We added 75 new service stations in the year; this rapid pace of growth rate led to short-term operating deleverage, as new service stations take some time to ramp up. • We continued to invest in the expansion of our infrastructure to enable accelerated growth across more territories. • We launched and began the rollout of the new image and branding for OXXO GAS, in order to further differentiate our stations. 220 net new stores in 2016 2,120 1,900 % annual growth 2015 2016 Total number of stores for Health Division per year 75 net new services stations in 2016 382 307 % annual growth 2015 2016 Total OXXO GAS Services stations per year We are expanding our infrastructure to accommodate rapid growth across more territories." 10 FE MS A AN N UAL R EP OR T 2 01 6 11 24.4 11.6 COCA-COLA FEMSA We also reached a new, broad cooperation framework with our partner, The Coca-Cola Company, that aims to maintain a mutually beneficial business relationship over the long term and allows both companies to focus on driving business growth. Portfolio initiatives We generated nearly 20 billion transactions in 2016, and maintained or gained market share in both sparkling and still beverages in key territories. We are building a compelling product portfolio with a wider array of sparkling beverages, juices, isotonic sports and energy drinks, teas, waters, and dairy products, maximizing value in each segment through innovation and increased affordability. Portfolio excellence, geographic growth, ongoing transformation We are the largest franchise bottler of Coca-Cola beverages in the world by volume, operating in two of the most attractive regions in the industry: Latin America and Southeast Asia. We delivered solid financial results in 2016 in the context of a challenging consumer, currency, and raw material environment across many of our markets, and continued to transform our operating model, strengthen our corporate culture, consolidate our geographic footprint, and deliver portfolio innovations. 10 FEMS A AN N UAL R EP OR T 2 01 6 11 Significantly enhanced our profile in one of the largest markets for Coke products in the world.” % annual growth 346 351 375 358 2013 2014 2015 2016 Population served millions +375 million consumers in 2016 2016 highlights: • We launched Coca-Cola Stevia across targeted channels in Brazil. Sweetened with natural ingredients, it offers a reduced calorie alternative for one of the world’s most beloved brands. • We began distributing the Monster energy portfolio in Mexico and Brazil, outperforming expectations. • Our dairy volume more than doubled in 2016, and we continue to strengthen our position in Mexico’s premium dairy category. Since the 2014 launch of Santa Clara brand UHT milk, we have expanded our offering to lactose-free, light, and skim white UHT milk, along with chocolate, cappuccino, vanilla, and strawberry flavored options. • Together with The Coca-Cola Company, we agreed to acquire AdeS, Latin America’s leading soy-based beverage producer, to expand our non-carbonated beverage portfolio. Along with geographic expansion potential, AdeS provides a strategic platform for our nutritional products focus; the brand is well positioned to benefit from favorable dynamics in the broader dairy-alternative beverage segment, as well as positive consumption trends for premium, nutritious, and natural products. Expansion and consolidation Among other competitive advantages, our geographic footprint across ten countries provides us with the benefits of diversification. In 2016, for example, solid performance in Mexico, our largest market, was sufficient to offset headwinds in much of South America. In addition, 12 extend our portfolio to new customers, generate economies of scale, and capture approximately BRL 65 million of synergies at the EBITDA level in the next 18 to 24 months. per capita consumption trends indicate attractive potential for growth in several of our operations; we see significant opportunities ahead, particularly in the Central American markets of Panama, Costa Rica, Nicaragua and Guatemala, as well as in the Philippines. We continue to transform the company by complementing organic growth with strategic value-creating acquisitions. In 2016 we acquired Vonpar in Brazil, a strategically important franchise that borders our territories in the south, and significantly enhances our profile in one of the largest markets for Coke products in the world. Combined, we will serve approximately 88 million consumers, nearly half of the Coca-Cola system’s volume in the country. The integration of Vonpar will create opportunities to FE MS A AN N UAL R EP OR T 2 01 6 13 10.9 1.4 2.0 4.7 The profitable transformation of our operations in the Philippines continued in 2016, in advance of the financial consolidation of this operation’s results beginning in 2017. We further strengthened the supply chain, enhanced control of distribution and logistics, and installed the fastest bottling line in the world as part of the effort to modernize our production capacity and expand our package portfolio. Transforming the operating model Our Strategic Framework continues to guide our long-term business growth. As part of the multi-year process launched in 2014 to create a leaner, more agile and flexible organization, we continue to evolve our core capabilities and transform our operating models via Centers of Excellence (CoE). This year, the Commercial CoE rolled out the KOFmmercial Digital Platform in Mexico, which provides advanced analytics for revenue transformation, next generation trade marketing, and sales force automation. Already deployed to over 600,000 clients in over 3,400 routes across the country, it has quickly generated incremental volume and sales growth and improved point of sale execution. Deployment to other markets will take place through 2017. Our Distribution & Logistics CoE is working to transform the supply chain; we implemented Digital Distribution at four distribution centers in Mexico in 2016, with mobile applications, telematics and live web platform that aim to improve customer satisfaction, optimize route-to- market resources, and enhance driver safety. In the Manufacturing CoE, we continued the development and rollout of our Manufacturing Management Model to bolster efficiency and productivity; in 2016, we increased production lines under our Plant Operating Model, covering one-third of the company’s total volumes. Strengthening our culture As a growing multicultural corporation, Coca-Cola FEMSA is continuously evolving and adapting to ensure a strong, unified corporate culture that embraces diversity. To support the priorities identified via feedback from employees, we developed and deployed a number of initiatives including: • A holistic program to transform our leadership style to incorporate consultative, supportive, and inspirational leadership roles within our executive team and their direct reports. • Growing future leaders by defining and communicating clear career tracks, and self-development tools to advance their specific priorities. • Bolstering the performance management process to systematically recognize and reward positive performance. • Deploying current and future leaders into stretch roles to accelerate their and our company’s growth. • Utilizing new technology to enable greater communication, closeness, and collaboration between our employees. 600,000+ clients already on KOFmmercial Digital Platform.” 12 FEMS A AN N UAL R EP OR T 2 01 6 13 SUSTAINABILITY We rely on a robust Strategic Sustainability Framework, which is grounded in our ethics and values, to focus our actions, programs, and initiatives. FEMSA’s sustainability efforts are spearheaded by the Executive Committee and increasingly integrated into the operating strategy of each business unit, bringing greater accountability and transparency. In 2016, we developed a number of new and updated policies regarding natural resource management, community relationships, and anti-corruption measures, among others. We made progress across all three pillars of our Conducting our actions and decisions with a sustainable approach contributes to achieving our mission Our commitment to stakeholders, embedded in our mission, is to create economic and social value. To deliver growth and sustainable value, we must adapt our capabilities and shape the conditions in which we operate, particularly in the context of competing demands and constraints. We promote wellness and quality of life for our employees and their families, and encourage them to contribute positively to their communities. 14 FE MS A AN N UAL R EP OR T 2 01 6 15 SUSTAINABILITYStrategic Sustainability Framework – Our People, Our Planet, and Our Community – and continued to strengthen the foundation of Our Ethics and Values. Our Planet Our Community Goal: Minimize the environmental impact of our operations. Goal: Contribute to the generation of sustainable communities. Highlights include: Our People Action/Focus Areas: Water; energy (includes impact of transportation & logistics); waste and recycling (includes packaging). Goal: Promote the comprehensive development of our employees. 2016 Investment: Ps. 963 million (US $46.7 million). Action/Focus Areas: Culture and values; training and development (includes workplace safety & health, compensation); comprehensive development. 2016 Highlights: Improved our water and energy utilization rates, reduced our CO2 emissions, expanded our recycling initiatives, and reduced total tons of waste. 2016 Investment: Ps. 1,555 million (US $75.4 million). 2016 Highlights: Strengthened HR and talent management platform; expanded FEMSA University offerings; promoted culture of self-directed development. KPIs: Average number of training hours per employee: 186,150 (2015: 121,428) Accident Index1: 2.13 (2015: 3.94) Employee hours volunteered: 81.5 (2015: 81.6). KPIs: Liters of water consumed per liter of beverages produced (KOF): 1.72 (2015: 1.77) CO2e tons direct and indirect emissions: 1,050,707 (2015: 1,266,732) Porcentage of recycled material: 93.6 (2015: 82.7). Indirect energy consumption2: 8,803,031 GJ (2015: 8,418,810 GJ). Ps. 2,875.3 million invested in sustainability programs and initiatives in 2016.” Action/Focus Areas: Healthy lifestyles (includes nutrition & physical activity); community development (includes responsible marketing, sustainable products & services, environmental safety, and social wellbeing). 2016 Investment: Ps. 357.3 million (USD $17.3 million). 2016 Highlights: Began implementing MARRCO (Model for Addressing Risks and Relations with the Community) to strengthen the way we relate to local communities, improve the effectiveness of our relationships, and advance a culture of partnership rather than philanthropy. KPIs: Funds collected by Redondeo Clientes OXXO: Ps. 98.3 million (US $4.7 million) (2015: Ps. 100.8 million) (US $5.8 million). Food Program (OXXO): Ps. 43.6 million (US $2.1 million) 2015: Ps. 29 million (US $ 1.6 million). +186,000 employees received training through 13,260 courses in 2016 186,150 121,428 79,438 84,077 2013 2014 2015 2016 FEMSA University Number of employees trained End of school year event 2015 – 2016, Coordenadas para Vivir, Veracruz, Mexico. 14 FEMS A AN N UAL R EP OR T 2 01 6 15 1 Index based on the number of incidents per 100 employees. Figures are calculated based on the number of FEMSA direct employees reported to SASSO. Includes information on all countries. 2 Consumption of electrical energy from renewable and non-renewable sources. FEMSA FOUNDATION In Wawa Bar, Nicaragua, Gibaron Haward age 9, already uses the water system installed in his community. © E.Hasting/Water aid. Lasting impacts that empower people and communities The FEMSA Foundation is our social investment vehicle through which we aim to create lasting positive impacts that empower people and communities to take the reins of their own development. We work Children eating nopal salad prepared with Comer en Familia at the fair Juntos con Mexico 2016. with high-level international partnerships that strengthen our impact: in 2016, for every dollar invested, we secured another US$2.39, a total of US$13.5 million in partner investments to support our projects and Our investment philosophy is rooted in innovation, replicability, and scalability, with an emphasis on capacity building and community ownership to ensure sustainable impact once interventions are complete. We are currently focused on two strategic action areas: grantees this year. Water Goal: Address water challenges in Latin America and the Philippines through technology-supported informed decision- making, access to water and sanitation, and water security through watershed sustainability. 16 FE MS A AN N UAL R EP OR T 2 01 6 17 Partners: Inter-American Development Bank, Global Environment Facility, The Nature Conservancy, Millennium Water Alliance, Coca-Cola Latin America, Tecnológico de Monterrey. Key Programs: Latin American Water Funds Partnership: initiative that provides technical and financial assistance for the creation of Water Funds, collective action mechanisms aimed at helping achieve water security by investing in natural infrastructure and governance; to date, Water Funds have leveraged over Ps 2,149 million from more than 100 local partners. Water Links: program that empowers more than 110,000 people through access to safe water, sanitation, and hygiene education in 196 rural communities of Mexico, Nicaragua, Guatemala, Honduras, and Colombia. Strategic Decisions Hub (NED, for its acronym in Spanish): tool run by the Water Center for Latin America and the Caribbean at Tecnológico de Monterrey to support the decision-making process in complex matters such as water management, integrating methodology, technology information, and a network of experts. 2016 Highlights: Hosted the 3rd Water Funds Biennial in Bogotá, Colombia, with President Juan Manuel Santos as the guest of honor, during which we built capacities, shared lessons learned, and finalized the first phase of the Partnership and launched the second, with a new approach: water security. Supported the Monterrey Water Fund in leveraging NED’s powerful simulation instruments to design the city’s Water Plan and help secure its supply for the next 50 years. Early Childhood Development Goal: Foster early childhood development so children, mainly those who live in adverse conditions, may reach their maximum potential; support applied scientific research on health. Partners: Save the Children; Sesame Workshop; Food for the Hungry; Glasswing International; Healthy Ministry of Mexico; UNICEF; as well as local schools in Mexico, Brazil, Costa Rica, Guatemala, Nicaragua, Panama, and Colombia; Tecnológico de Monterrey, University of Houston. Key Programs: ¡Listos a Jugar! (Ready to play!): a multi-platform initiative to promote life- long habits among children from 0 to 6 years. 1,124,319 631,250 533,545 297,545 +493,000 more people benefited in 2016 2014 2015 2016 2013 People benefited accumulated Carlos Vives, Colombian celebrity, was one of our guests of honor at the 3rd Water Funds Biennial. ©Ana Guzmán/TNC. Lasting impacts that empower people and communities.” Eating as a Family: training mothers and caregivers in healthy cooking habits to empower them to promote their families’ health and well-being. Colors Campaign: nutrition education programs for elementary and pre-school children to boost their development, together with their teachers and parents. 2016 Highlights: Organized the Early Childhood Development Symposium “Foundations for Our Future,” a dialogue space where over 200 specialists from 9 countries gathered to analyze the situation of the sector in Latin America and the Caribbean; supported the development of a device for early diabetes detection at the FEMSA Biotechnology Center, which is now ready for clinical trials. 16 FEMS A AN N UAL R EP OR T 2 01 6 17 EXECUTIVE MANAGEMENT Our management team is focused on growth and creating economic, social and environmental value for our stakeholders. Our executives have significant experience, often across multiple business units and roles within FEMSA, ensuring a deep understanding of the challenges and opportunities we face, as well as the rich culture and values upholding the organization. José Antonio Fernández Carbajal Executive Chairman of the Board Javier Gerardo Astaburuaga Sanjines Vice President of Corporate Development Mr. Fernández joined FEMSA in 1988. He was appointed CEO in 1995 and Chairman in 2001, serving in both positions until January 2014. He is Vice Chairman of the Heineken N.V. Supervisory Board and member of the Heineken Holding N.V. Board, and also serves as Chairman of Coca-Cola FEMSA, FEMSA Foundation, Tecnológico de Monterrey, and the US-Mexico Foundation. He is a member of the Board of Industrias Peñoles and Grupo Televisa, and co-chairs the Mexico Institute of the Woodrow Wilson Center. His degrees in Industrial Engineering and Systems and MBA were both earned from Tecnológico de Monterrey. Carlos Salazar Lomelín Chief Executive Officer Mr. Salazar was appointed CEO in 2014 following his tenure as CEO of Coca-Cola FEMSA, and prior to that as CEO of FEMSA Cerveza and various management roles in other FEMSA subsidiaries. Mr. Salazar is an Advisory Board member of the Tecnológico de Monterrey’s EGADE Business School. He holds a BA in Economics and an MBA from Tecnológico de Monterrey, and he pursued graduate studies in Economic Development in Italy. Miguel Eduardo Padilla Silva Chief Financial and Corporate Officer Mr. Padilla joined FEMSA in 1997 and was named to his current position in January 2016. Previously he served as CEO of FEMSA Comercio, CEO of FEMSA Strategic Procurement, and FEMSA’s Director of Planning and Control. Mr. Padilla earned a Bachelor’s degree in Mechanical Engineering from Tecnológico de Monterrey and an MBA from Cornell University. He also holds a Master’s degree from IPADE. Mr. Astaburuaga joined FEMSA in 1982. His roles in the company have included co-CEO of FEMSA Cerveza, Director of Sales for Northern Mexico, CFO of FEMSA Cerveza, and Chief Financial and Corporate Officer of FEMSA. He was appointed to his current position in April 2015. Mr. Astaburuaga earned his Bachelor’s degree in Public Accounting from Tecnológico de Monterrey. Alfonso Garza Garza Vice President of Strategic Businesses Mr. Garza joined FEMSA in 1985 and held various positions including CEO of FEMSA Empaques. In 2012 he was appointed to his current position. He served as President of the Employers Confederation of Mexico (Coparmex) for the state of Nuevo León (2011-2013), and has served as National Vice President since 2009. He is Chairman of the Talent and Culture Committee of Tecnológico de Monterrey, and member of the Board of Coca-Cola FEMSA and Tecnológico de Monterrey. Mr. Garza earned a Bachelor’s degree in Industrial Engineering from Tecnológico de Monterrey and completed postgraduate coursework at IPADE. Genaro Borrego Estrada Vice President of Corporate Affairs Mr. Borrego joined FEMSA in 2008 after serving as Governor of the Mexican State of Zacatecas (1986-1992), head of the Mexican Social Security Institute (IMSS)(1993- 2000), and Senator to the Federal Congress representing the State of Zacatecas (2000- 2006). He holds a degree in Industrial Relations from Universidad Iberoamericana. José González Ornelas Vice President of Administration and Corporate Control Mr. González joined FEMSA in 1973 and assumed his current position in 2001. His previous roles have included CFO of FEMSA Cerveza, Director of Planning and Corporate Development of FEMSA, and CEO of FEMSA Logística. He serves as Secretary of the Audit Committee of both FEMSA’s and Coca-Cola FEMSA’s Boards of Directors, and is a member of the Board of Productorºa de Papel, S.A. He holds a BA in Accounting from Universidad Autónoma de Nuevo León and completed postgraduate studies in Business Administration from IPADE. John Anthony Santa Maria Otazúa Chief Executive Officer of Coca-Cola FEMSA Mr. Santa Maria was appointed to his current position in 2014, having joined Coca-Cola FEMSA in 1995 and having served in several senior management positions since then, including COO of the company’s Mexico Division, and Strategic Planning and Business Development Officer. Mr. Santa Maria earned a Bachelor´s degree and an MBA with a major in Finance from Southern Methodist University. Daniel Alberto Rodríguez Cofré Chief Executive Officer of FEMSA Comercio Mr. Rodríguez joined FEMSA in 2015 as Chief Financial and Corporate Officer, and was named to his current position in January 2016. Prior to joining the company he was CFO and then CEO of CENCOSUD (Centros Comerciales Sudamericanos S.A.), among other senior finance and management positions in Latin America, Europe and Africa. He is a member of the Board of Coca-Cola FEMSA and an alternate member of the Board of FEMSA. Mr. Rodríguez holds a forest engineering degree from Austral University of Chile and an MBA from Adolfo Ibañez University. 18 FE MS A AN N UAL R EP OR T 2 01 6 19 CORPORATE GOVERNANCE We seek to adhere to best governance practices, with a commitment to quality, accuracy and reliability in our disclosure, financial transparency, accountability, and the highest ethical standards. We comply with the standards set forth in the Mexican Securities Law (Ley del Mercado de Valores) and the applicable provisions of the Sarbanes-Oxley Act (United States of America). The reliability and transparency of our corporate governance policies at FEMSA is essential to our long-term success." The following committees support the work of the Board of Directors: Audit Committee The Audit Committee is responsible for (i) reviewing the accuracy and integrity of quarterly and annual financial statements in accordance with accounting, internal control and auditing requirements; (ii) the appointment, compensation, retention, and oversight of the independent auditor, who reports directly to the Audit Committee; and (iii) identifying and following up on contingencies and legal proceedings. The Audit Committee has procedures for receiving, retaining, and addressing complaints regarding accounting, internal control, and auditing matters, including the submission of confidential, anonymous complaints from employees regarding questionable accounting or auditing matters. To carry out its duties, the Audit Committee may hire independent counsel and other advisors. As necessary, the company compensates the independent auditor and any outside advisor hired by the Audit Committee and provides funding for ordinary administrative expenses incurred by the Audit Committee in the course of its duties. As required by Mexican Securities Law and applicable NYSE listing standards, all committee members are independent directors. The members of the committee are: José Manuel Canal Hernando (Chairman and financial expert), Francisco Zambrano Rodriguez, Alfonso González Migoya and Ernesto Cruz Velázquez de León. The Secretary of the Audit Committee is José González Ornelas. Corporate Practices Committee The Corporate Practices Committee is responsible for preventing or reducing the risk of transactions that could damage the value of the company or benefit a particular group of shareholders. The committee may call a shareholders’ meeting and place matters on that meeting’s agenda as it deems appropriate. It is also responsible for approving policies for the use of the company’s assets or any related party transactions and the compensation of the Chief Executive Officer and senior executives, as well as supporting the Board of Directors in the preparation of reports on accounting practices. As required by Mexican Securities Law, each member of the Corporate Practices Committee is an independent director. The members of the committee are: (✝) Alfredo Livas Cantú (Chairman), Robert E. Denham, Moisés Naím and Ricardo Saldívar Escajadillo. The Secretary of the Corporate Practices Committee is Miguel Eduardo Padilla Silva. Finance and Planning Committee The Finance and Planning Committee is responsible for (i) evaluating the investment and financing policies proposed by the Chief Executive Officer; and (ii) evaluating risk factors to which the corporation is exposed, as well as its management policies. The members of the committe are: Ricardo Guajardo Touché (Chairman), Federico Reyes García, Robert E. Denham, Francisco Javier Fernández Carbajal and (✝) Alfredo Livas Cantú. The Secretary of the Finance and Planning Committee is Miguel Eduardo Padilla Silva. For more information on how our corporate governance practices differ from those of United States companies under NYSE listing standards, please refer to the Corporate Governance section of our website: www.femsa.com/investor 18 FEMS A AN N UAL R EP OR T 2 01 6 19 BOARD OF DIRECTORS The Board is responsible for determining corporate strategy; defining and overseeing the implementation of vision and values; and approving related-party transactions and transactions not in the ordinary course of business. SERIES “B” DIRECTORS José Antonio Fernández Carbajal Executive Chairman of the Board of Fomento Económico Mexicano, S.A.B. de C.V. Elected 1984 Alternate: Federico Reyes García C Mariana Garza Lagüera Gonda Private Investor Elected 1998 Alternate: Eva María Garza Lagüera Gonda Paulina Garza Lagüera Gonda Private Investor Elected 1999 Alternate: Othón Páez Garza José Fernando Calderón Rojas Chief Executive Officer and Chairman of the Board of Directors of Franca Servicios, S.A. de C.V., Servicios Administrativos de Monterrey, S.A. de C.V., Regio Franca, S.A. de C.V., and Franca Industrias, S.A. de C.V. Elected 1984 Alternate: Francisco José Calderón Rojas Alfonso Garza Garza Vice President of Strategic Businesses of Fomento Económico Mexicano, S.A.B. de C.V. Elected 2001 Alternate: Juan Carlos Garza Garza Max Michel González Operations Manager at Servicios Liverpool, S.A. de C.V. Elected 1996 Alternate: Bertha Michel González Alberto Bailleres González Chairman of the Boards of the companies of Grupo BAL, S.A. de C.V. Elected 1989 Alternate: Arturo Fernández Pérez Francisco Javier Fernández Carbajal C Chief Executive Officer of Servicios Administrativos Contry, S.A. de C.V. Elected 2004 Alternate: Javier Astaburuaga Sanjines Ricardo Guajardo Touché C, I Chairman of the Board of Solfi, S.A. de C.V. Elected 1988 Alternate: Alfonso González Migoya A, I Alfredo Livas Cantú B, C, I (✝ April 2016) Elected 1995 Alternate: Sergio Deschamps Ebergenyi I Bárbara Garza Lagüera Gonda Private Investor; President of the Acquisitions Committee of Colección FEMSA Elected 1998 Alternate: Juan Guichard Michel Carlos Salazar Lomelín Chief Executive Officer of Fomento Económico Mexicano, S.A.B. de C.V. Elected 2014 Alternate: Miguel Eduardo Padilla Silva Ricardo Saldívar Escajadillo B, I President of the Board of Directors and Chief Executive Officer of The Home Depot Mexico Elected 2006 Alfonso de Angoitia Noriega I Executive Vice-Chairman and Chairman of the Finance Committee of Grupo Televisa, S.A.B. Elected 2015 SERIES “D” DIRECTORS Armando Garza Sada I Chairman of the Board of Grupo Alfa, S.A.B. de C.V., Alpek, S.A.B. de C.V. and Nemak, S.A.B. de C.V. Elected 2003 Alternate: Enrique F. Senior Hernández I Moisés Naím B, I Distinguished Fellow at the Carnegie Endowment for International Peace; Producer and host of Efecto Naím; author and journalist Elected 2011 Alternate: Francisco Zambrano Rodríguez A, I José Manuel Canal Hernando A, I Independent Consultant Elected 2003 Michael Larson I Chief Investment Officer for William H. Gates III Elected 2010 Alternate Director: Daniel Alberto Rodríguez Cofré Robert E. Denham B, C, I Partner at Munger, Tolles & Olson, LLP (law firm) Elected 2001 Alternate Director: Ernesto Cruz Velázquez de León A, I Secretary Carlos Eduardo Aldrete Ancira Alternate Secretary Arnulfo Treviño Garza A Audit Committee B Corporate Practices Committee C Strategy and Finance Committee I Independent Director 2020 FE MS A AN N UAL R EP OR T 2 01 6 21 Alfredo Livas Cantú, Board member and longtime friend of our company, passed away on April 26, 2016. Mr. Livas contributed his talent, loyalty and integrity for almost forty years." IN MEMORIAM Alfredo Livas Cantú (✝ 1951 - 2016) He earned an undergraduate degree in Economics from the Universidad Autónoma de Nuevo León, and master’s degrees in Business Administration and Economics from the University of Texas and the UANL. He first came to FEMSA, then known as VISA, in 1978. For ten years he served as the company’s Chief Financial Officer, and played an outstanding role in key transactions such as the debt restructuring in the 1980s, forging the successful joint venture with The Coca-Cola Company, various business acquisitions and divestitures in the 1990s and, most significantly, the corporate restructuring of VISA-FEMSA, which paved the way for our historic public offering on the New York Stock Exchange. He was elected member of FEMSA’s Board of Directors in 1995 and Secretary of the Planning and Finance Committee in 2002. As a Board member, he was known for his vision, openness and clarity, and he gave crucial guidance to the company in its strategic path. He earned not only the trust of Board members and shareholders but also business executives, who valued his talent, experience and professional prestige. He was an altruistic man, who served his community and his country with dedication and passion. The affection and generosity he brought to his continuous efforts to help neighbors and peasant families of Linares, Nuevo León, is just one shining example. Firm in his convictions, faithful to his friends and loving to his family, Alfredo Livas will always be a life example for future generations. 20 FEMS A AN N UAL R EP OR T 2 01 6 21 FINANCIAL SUMMARY Amounts expressed in millions of Mexican pesos (Ps.) as of December 31, 2016 INCOME STATEMENT Net sales Total revenues Cost of goods sold Gross profit Operating expenses Income from operations (1) Other non-operating expenses (income), net Financing expenses, net Income before income taxes and share of the profit of associates and joint ventures accounted for using the equity method Income taxes Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Consolidated net income Controlling Interest Non-Controlling Interest Ratios to total revenues (%) Gross margin Operating margin Consolidated net income Other information Depreciation Amortization and other non cash charges to income from operations Operative Cash Flow (EBITDA) Capital expenditures (2) Ps. 398,622 399,507 251,303 148,204 110,777 37,427 4,208 4,619 28,600 7,888 6,463 27,175 21,140 6,035 37.1% 9.4% 6.8% 2016 2015 2014 2013 2012 Ps. 310,849 311,589 188,410 123,179 89,444 33,735 954 7,618 Ps. 262,779 263,449 153,278 110,171 80,188 29,983 (508) 6,988 Ps. 256,804 258,097 148,443 109,654 79,797 29,857 326 4,249 Ps. 236,922 238,309 137,009 101,300 72,073 29,227 (345) 1,904 25,163 7,932 6,045 23,276 17,683 5,593 39.5% 10.8% 7.5% 23,503 6,253 5,380 22,630 16,701 5,929 41.8% 11.4% 8.6% 25,282 7,756 4,629 22,155 15,922 6,233 42.5% 11.6% 8.6% 12,076 9,761 9,029 8,805 5,484 54,987 22,155 3,130 46,626 18,885 1,933 40,945 18,163 1,208 39,870 17,882 27,668 7,949 8,332 28,051 20,707 7,344 42.5% 12.3% 11.8% 7,175 1,278 37,680 15,560 22 FE MS A AN N UAL R EP OR T 2 01 6 23 BALANCE SHEET Assets Current assets Investments in associates and joint ventures Property, plant and equipment, net (3) Intangible assets,net Other assets, net Total assets Liabilities Short-term bank loans and current portion of long-term bank loans and notes payable Other current liabilities Long-term bank loans and notes payable Employee benefits Deferred tax liabilities Other long-term liabilities Total liabilites Total equity Controlling interest Non-controlling interest Financial ratios (%) Liquidity Leverage Capitalization Data per share Controlling interest book value (4) Net controlling interest income (⁵) Dividends paid (6) Series B shares Series D shares Number of employees (7) Number of outstanding shares (8) 2016 2015 2014 2013 2012 117,951 128,601 102,223 153,268 43,580 545,623 7,281 79,008 131,967 4,447 11,037 25,713 259,453 286,170 211,904 74,266 1.367 0.907 0.33 86,723 111,731 80,296 108,341 22,241 409,332 5,895 59,451 85,969 4,229 6,230 5,702 167,476 241,856 181,524 60,332 1.327 0.692 0.28 11.844 1.182 10.146 0.988 79,112 102,159 75,629 101,527 17,746 376,173 1,553 47,766 82,935 4,207 3,643 5,947 146,051 230,122 170,473 59,649 1.604 0.635 0.27 9.528 0.933 73,569 98,330 73,955 103,293 10,045 359,192 3,827 45,042 72,921 4,074 2,993 7,785 136,642 222,550 159,392 63,158 1.505 0.614 0.26 8.909 0.890 75,455 83,840 61,649 67,893 7,105 295,942 8,702 39,814 28,640 3,675 700 4,250 85,781 210,161 155,259 54,902 1.555 0.408 0.16 8.678 1.157 0.417 0.521 266,144 17,891.13 0.366 0.458 246,158 17,891.13 0.000 0.000 216,740 17,891.13 0.667 0.833 209,232 17,891.13 0.309 0.386 182,260 17,891.13 Includes investments in property, plant and equipment, as well as deferred charges and intangible assets. Includes bottles and cases. (1) Company’s key performance indicator. (2) (3) (4) Controlling interest divided by the total number of shares outstanding at the end of each year. (5) Net controlling interest income divided by the total number of shares outstanding at the end of the each year. (6) Expressed in nominal pesos of each year. (7) (8) Includes incremental employees resulting from mergers & acquisitions made during the year. Total number of shares outstanding at the end of each year expressed in millions. 22 FEMS A AN N UAL R EP OR T 2 01 6 23 MANAGEMENT’S DISCUSSION AND ANALYSIS FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES, MONTERREY, N.L., MEXICO Audited Financial Results for the twelve months ended December 31, 2016 Compared to the twelve months ended December 31, 2015. Fomento Económico Mexicano, S.A.B. de C.V. (“FEMSA”) is a Mexican holding company. Set forth below is certain audited financial information for FEMSA and its subsidiaries (the “Company” or “FEMSA Consolidated”) (NYSE: FMX; BMV: FEMSA UBD). The principal activities of the Company are grouped mainly under the following subholding companies (the “Subholding Companies”): Coca-Cola FEMSA, S.A.B de C.V. (“Coca-Cola FEMSA” or “KOF”), (NYSE: KOF, BMV: KOFL) which engages in the production, distribution and marketing of beverages, and FEMSA Comercio, S.A. de C.V. (“FEMSA Comercio”), including its Retail Division which operates small-format chain stores, a Health Division, which includes drugstores and related operations and its Fuel Division which operates retail service stations for fuels, motor oils and others. The consolidated financial information included in this annual report was prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The 2016 and 2015 results are stated in nominal Mexican pesos (“pesos” or “Ps.”). Translations of pesos into US dollars (“US$”) are included solely for the convenience of the reader and are determined using the noon buying rate for pesos as published by the U.S. Federal Reserve Board in its H.10 Weekly Release of Foreign Exchange Rates as of December 30, 2016, which was 20.6170 pesos per US dollar. This report may contain certain forward-looking statements concerning Company’s future performance that should be considered good faith estimates made by the Company. These forward-looking statements reflect management expectations and are based upon currently available data. Actual results are subject to future events and uncertainties, which could materially impact the Company’s actual performance. FEMSA Consolidated 2016 amounts in millions of Mexican pesos Total Revenues % Growth vs‘15 Gross Profit % Growth vs ‘15 FEMSA Consolidated Coca-Cola FEMSA FEMSA Comercio – Retail Division FEMSA Comercio – Health Division FEMSA Comercio – Fuel Division 399,507 177,718 137,139 43,411 28,616 28.2% 16.6% 14.4% N/A 54.6% 148,204 79,662 50,990 12,738 2,248 20.3% 10.6% 16.8% N/A 58.3% 24 FE MS A AN N UAL R EP OR T 2 01 6 25 FEMSA’s consolidated total revenues increased 28.2% to Ps. 399,507 million in 2016 compared to Ps. 311,589 million in 2015. Coca-Cola FEMSA’s total revenues increased 16.6% to Ps. 177,718 million, supported by the positive translation effect originated by the appreciation of the Brazilian real and the Colombian peso, despite of the depreciation of the Venezuelan bolivar and the Argentine peso; all as compared to the Mexican peso. FEMSA Comercio – Retail Division’s revenues increased 14.4% to Ps. 137,139 million, driven by the opening of 1,164 net new OXXO stores combined with an average increase of 7.0% in same- store sales. FEMSA Comercio – Health Division’s amount to PS. 43,411 million, which on an organic basis,1 increased 24.0% compared to 2015. FEMSA Comercio – Fuel Division revenues increased 54.6% to Ps. 28,616 million in 2016, compared to the ten-month period from March to December of 2015, driven by the addition of 75 total net new stations in the last twelve months, a 7.6% increase in same-store sales. Consolidated gross profit increased 20.3% to Ps. 148,204 million in 2016 compared to Ps. 123,179 million in 2015. Gross margin decreased 240 basis points to 37.1% of total revenues compared to 2015, reflecting a contraction in Coca-Cola FEMSA’s gross margin and the incorporation and growth of lower margin businesses in FEMSA Comercio. Consolidated operating expenses increased 23.9% to Ps. 110,777 million in 2016 compared to Ps. 89,444 million in 2015. As a percentage of total revenues, consolidated operating expenses decreased from 28.7% in 2015 to 27.7% in 2016. Consolidated administrative expenses increased 25.8% to Ps. 14,730 million in 2016 compared to Ps. 11,705 million in 2015. As a percentage of total revenues, consolidated administrative expenses decreased 10 basis points, from 3.8% in 2015, compared to 3.7% in 2016. Consolidated selling expenses increased 25.1% to Ps. 95,547 million in 2016 as compared to Ps. 76,375 million in 2015. As a percentage of total revenues, selling expenses decreased 60 basis points, from 24.5% in 2015 to 23.9% in 2016. Consolidated income from operations increased 10.8% to Ps. 37,427 million in 2016 as compared to Ps. 33,735 million in 2015. As a percentage of total revenues, operating margin decreased 140 basis points, from 10.8% in 2015 to 9.4% in 2016. Some of our subsidiaries pay management fees to us in consideration for corporate services we provide to them. These fees are recorded as administrative expenses in the respective business segments. Our subsidiaries’ payments of management fees are eliminated in consolidation and, therefore, have no effect on our consolidated operating expenses. Net financing expenses decreased to Ps. 4,619 million from Ps. 7,618 million in 2015, mostly driven by a positive result caused by inflationary effects in KOF’s net monetary positions across different countries, combined with a foreign exchange gain related to the effect of FEMSA’s US Dollar-denominated cash position, these movements where enough to offset an interest expense increase of 24.0% to Ps. 9,646 million in 2016, compared to Ps. 7,777 million in 2015 resulting from new debt issuance at Coca-Cola FEMSA in connection to the Vonpar acquisition, and the EUR $1,000 million bond issued by FEMSA during the first half of 2016. Income before income taxes and share of the profit in Heineken results increased 13.7% to Ps. 28,600 million in 2016 compared with Ps. 25,163 million in 2015, mainly as a result of growth in FEMSA’s income from operations and lower financing expenses, which more than offset higher non-operating expenses. Our accounting provision for income taxes in 2016 was Ps. 7,888 million, as compared to Ps. 7,932 million in 2015, resulting in an effective tax rate of 27.6% in 2016, as compared to 31.5% in 2015, slightly under our expected medium term range of 30%. The lower effective tax rate registered during 2016 is mainly related to Coca-Cola FEMSA driven by; certain tax efficiencies, lower effective tax rate in Colombia and ongoing efforts to reduce non-deductible items across our operations. Consolidated net income was Ps. 27,175 million in 2016 compared to Ps. 23,276 million in 2015, resulting from growth in FEMSA’s income from operations and an increase in FEMSA’s 20% participation in Heineken’s results. Controlling interest amounted to Ps. 21,140 million in 2016 compared to Ps. 17,683 million in 2015. Controlling interest in 2016 per FEMSA Unit was Ps. 5.91 (US$ 2.87 per ADS). Coca-Cola FEMSA Coca-Cola FEMSA total revenues increased 16.6% to Ps. 177,718 million in 2016, as compared to 2015, supported by the positive translation effect originated by the appreciation of the Brazilian real and the Colombian peso, despite of the depreciation of the Venezuelan bolivar and the Argentine peso; all as compared to the Mexican peso. On a currency neutral basis and excluding Venezuela, total revenues grew 6.6%, driven by average price per unit case growth across most of our operations and volume growth in Mexico and Central America. Coca-Cola FEMSA gross profit increased 10.6% to Ps. 79,662 million in 2016, as compared to 2015, with a gross margin contraction of 250 basis points. In local currency, higher sugar prices, plus the depreciation of the average exchange rate of the Argentine peso, the Colombian Peso, the Brazilian Real and the Mexican peso as applied to our U.S. dollar- denominated raw material costs; and an unfavorable currency hedging position in Brazil, were not fully offset by the benefit of lower PET prices, and our ongoing currency hedging strategy. Gross margin reached 44.8% in 2016. 1 Excludes non-comparable results and significant acquisitions in the last twelve months. 24 FEMS A AN N UAL R EP OR T 2 01 6 25 The components of cost of goods sold include raw materials (principally concentrate, sweeteners and packaging materials), depreciation costs attributable to our production facilities, wages and other employment costs associated with labor force employed at our production facilities and certain overhead costs. Concentrate prices are determined as a percentage of the retail price of our products in the local currency, net of applicable taxes. Packaging materials, mainly PET and aluminum, and HFCS, used as a sweetener in some countries, are denominated in U.S. dollars. Operating expenses increased 12.9% to Ps. 55,742 million in 2016 compared with Ps. 49,386 million in 2015. Administrative expenses increased 15.9% to Ps. 7,423 million in 2016, compared with Ps. 6,404 million in 2015. Selling expenses increased 14.7% to Ps. 48,039 million in 2016 compared with Ps. 41,880 million in 2015. Income from operations increased 5.6% to Ps. 23,920 million in 2016 compared with Ps. 22,645 million in 2015. FEMSA Comercio – Retail Division FEMSA Comercio – Retail Division total reve- nues increased 14.4% to Ps. 137,139 million in 2016 compared to Ps. 119,879 million in 2015, primarily as a result of the opening of 1,164 net new OXXO stores during 2016, together with an average increase in same-store sales of 7.0%. As of December 31, 2016, there were a total of 15,225 OXXO stores. As referenced above, OXXO same-store sales increased an average of 7.0% compared to 2015, driven by a 6.8% increase in average customer ticket while store traffic increased 0.2%. Cost of goods sold increased 13.0% to Ps. 86,149 million in 2016, compared with Ps. 76,235 million in 2015. Gross margin increased 80 basis points to reach 37.2% of total revenues. This increase reflects healthy trends in our commercial income activity and the sustained growth of the services category, including income from financial services. As a result gross profit increased 16.8% to Ps. 50,990 million in 2016 compared with 2015. Operating expenses increased 18.4% to Ps. 39,505 million in 2016 compared with Ps. 33,356 million in 2015. The increase in operating expenses was driven by the electricity tariff pick-up seen during the second half of 2016, and our initiative to improve the compensation structure of key in-store personnel. Administrative expenses increased 17.6% to Ps. 2,924 million in 2016, compared with Ps. 2,487 million in 2015; as a percentage of sales, they reached 2.1%. Selling expenses increased 18.6% to Ps. 36,341 million in 2016 compared with Ps. 30,631 million in 2015; as a percentaje of sales, they reached 26.5% in 2016. Income from operations increased 11.6% to Ps. 11,485 million in 2016 compared with Ps. 10,288 million in 2015, resulting in an operating margin contraction of 20 basis points to 8.4% as a percentage of total revenues for the year, compared with 8.6% in 2015. FEMSA Comercio – Health Division FEMSA Comercio – Health Division total revenues amounted to Ps. 43,411 million compared to Ps. 13,053 million in 2015 driven by the integration of Socofar and 220 net new store openings across territories. On an organic basis1, total revenues for the full year increased 24.0% compared to 2015. As of December 31, 2016, there were a total of 2,120 drugstores in Mexico, Chile and Colombia. FEMSA Comercio – Health Division same-store sales increased an average of 22.4% reflecting strong performance across operations and positive foreign exchange translation effects from our South American operations. Cost of goods sold amounted to Ps. 30,673 million in 2016, compared with Ps. 9,365 million in 2015. Gross margin increased 100 basis points to reach 29.3% of total revenues compared with 28.3% in 2015 reflecting higher structural gross margins at the Socofar operation. As a result, gross profit reached Ps. 12,738 million in 2016. Operating expenses amounted to Ps. 11,166 million in 2016 compared with Ps. 3,078 million in 2015. The increase reflects the integration of Socofar and the organic expansion across Mexico. Administrative expenses amounted to Ps. 1,769 million in 2016, compared with Ps. 414 million in 2015; as a percentage of sales, they reached 4.1%. Selling expenses amounted to Ps. 9,365 million in 2016 compared with Ps. 2,682 million in 2015; as a percentage of sales, they reached 21.5%. Income from operations increased 157.7% to Ps. 1,572 million in 2016, resulting in an operating margin contraction of 110 basis points to 3.6% as a percentage of total revenues for the year, compared with 4.7% in 2015, reflecting higher expenses in Mexico, as we continue to build infrastructure and prepare for further growth while we integrate our four legacy drugstore operations into a single platform, as well as improvements to the incentive structures for our in-store personnel. On an organic basis1, income from operations increased 5.8% compared to 2015. FEMSA Comercio – Fuel Division FEMSA Comercio – Fuel Division total revenues increased 54.6% to Ps. 28,616 million in 2016 compared to the ten-month period from March to December 2015. Same-station sales increased an average of 7.6% compared to the comparable period in 2015, driven by a 6.9% increase in average volume and a slight increase of 0.7% in average price per liter. Cost of goods sold increased 54.3% to Ps. 26,368 million in 2016, compared with Ps. 17,090 million in 2015. Gross margin increased 20 basis points to reach 7.9% of total revenues. This increase reflects the benefit of price increases as well as higher operating leverage. For 2016, gross profit increased 58.3% to Ps. 2,248 million in 2016 compared with the ten-month period from March to December of 2015. Operating expenses increased 64.5% to Ps. 1,995 million in 2016 compared with Ps. 1,213 million the comparable period of 2015. Administrative expenses increased 44.3% to Ps. 127 million in 2016, compared with Ps. 88 million in the comparable period of 2015; as a percentage of sales, they reached 0.4%. Selling expenses increased 65.9% to Ps. 1,865 million in 1 Excludes non-comparable results and significant acquisitions in the last twelve months. 26 FE MS A AN N UAL R EP OR T 2 01 6 27 2016 compared with Ps. 1,124 million in the comparable period of 2015; as a percentage of sales, they reached 6.6%. Income from operations increased 22.2% to Ps. 253 million in 2016 compared with Ps. 207 million in the comparable period of 2015, resulting in an operating margin contraction of 20 basis points to 0.9% as a percentage of total revenues for the year, compared with 1.1% from the comparable period reflecting the ongoing expansion of our infrastructure to accommodate rapid growth across more territories, as well as higher regulation costs. Key Events During 2016 Successful Euro Bond issuance in International Markets The following texts reproduced our press releases exactly as the time they were published. On March 18, 2016, FEMSA announced the placement of Euro-denominated notes in the international capital markets. FEMSA successfully issued EUR $1,000 million in 7-year senior unsecured notes at a spread of 155 basis points over the relevant benchmark mid-swap, for a total yield of 1.824%. This issuance received credit ratings of A- from Standard & Poor's and A from Fitch Ratings. The proceeds from this issuance will be used for general corporate purposes, improving FEMSA's cost of debt. FEMSA has again increased its financial flexibility under extremely favorable conditions in order to continue to advance its long-term growth strategy. The Coca-Cola Company and Coca-Cola FEMSA acquired soy-based beverage business from Unilever On June 1 2016, The Coca-Cola Company together with Coca-Cola FEMSA announced that it had entered into an agreement with Unilever to acquire Unilever’s AdeS soy- based beverage business for an aggregate amount of US$ 575 million. Founded in 1988 in Argentina, AdeS is the leading soy-based beverages brand in Latin America. As the first major brand launched in the category, AdeS pioneered the development of the second largest global market for soy-based beverages. The AdeS brand has a presence in Brazil, Mexico, Argentina, Uruguay, Paraguay, Bolivia, Chile, and Colombia. During 2015, AdeS sold 56.2 million unit cases of beverages and generated net revenues of US$ 284 million. FEMSA Comercio enters convenience store space in Chile On June 6, 2016, FEMSA Comercio announced that it had acquired Big John, a leading convenience store operator based in Santiago, Chile. Following its acquisition of a majority stake in Chilean drugstore operator Socofar in the second half of 2015, FEMSA Comercio reiterated its appetite to pursue incremental growth opportunities in the region by acquiring Big John, which as of that date operated 49 stores mainly in the Santiago metropolitan area. This transaction represents another important step for FEMSA Comercio as it brings its considerable expertise in the convenience store format to the Chilean market, acquiring a strong local operator with a leading banner and attractive growth prospects while establishing a solid base from which to expand in the region. Coca-Cola FEMSA Selected as One of the Most Sustainable Emerging Market Companies On July 11, 2016, Coca-Cola FEMSA was selected for the second consecutive time as one of the highest rated companies in sustainability in emerging markets by the Vigeo Eiris Emerging Market 70 Ranking. Because of its commitment to the sustainable generation of economic, social and environmental value, the Company was selected from a field of 842 companies from 37 industries and 31 countries. Furthermore, the ranking selected only four companies from the beverage sector, and only four based in Mexico. The ranking follows the Equitis ® methodology, based on 38 criteria, divided into six key areas: environment, human rights, human resources, community involvement, business behavior, and corporate governance. Coca-Cola FEMSA Recognized by Dow Jones for Its Commitment to Sustainable Development On September 13, 2016, Coca-Cola FEMSA was selected as a member of the Dow Jones Sustainability Emerging Markets Index for the fourth consecutive year. After a rigorous evaluation process, the Dow Jones Sustainability Index selects the top companies committed to sustainable development. The Company is one of only eight beverage companies in the world and one of just five Mexican companies across all industries chosen on the Dow Jones Sustainability Emerging Markets Index for its excellent performance in the economic, social, and environmental fields. Throughout the year, the Company has earned several awards and recognitions for its sustainability performance. These include its participation in the Mexican Stock Exchange Sustainability Index and its selection as a member of the Vigeo Eiris Emerging Market 70 Ranking. Coca-Cola FEMSA reaches an agreement to acquire Vonpar in Brazil On September 23, 2016, Coca-Cola FEMSA announced that its Brazilian subsidiary, Spal Industria Brasileira de Bebidas S.A. (“Spal”), had reached an agreement with the shareholders of Vonpar to acquire 100% of Vonpar, one of the largest privately owned bottlers in the Brazilian Coca-Cola system, for an aggregate enterprise value of R$3,578 million and an approximate equity value of R$3,508 million. Vonpar’s footprint is a perfect geographic fit that links with the Coca-Cola FEMSA’s operations in the state of Paraná, in the south of Brazil. This transaction will increase Coca-Cola FEMSA’s volume in Brazil by 25%, allowing them to reach 49% of the Coca-Cola system’s volume in the country. During the last twelve months ended June 30, 2016, Vonpar sold 190 million unit cases of beverages, including 23 million unit cases of beer, generating R$2,026 million in net revenues and an EBITDA of R$335 million. The preliminary estimated amount of synergies to be captured from this transaction in the next 18 to 24 months is approximately R$65 million at the EBITDA level. These synergies will result from reconfiguration of the logistic network, manufacturing optimization, efficiencies in administrative expenses and the implementation of Coca-Cola FEMSA’s commercial practices. This transaction was successfully closed on December 6, 2016. FEMS A AN N UAL R EP OR T 2 01 6 27 26 HEADQUARTERS For more information FEMSA Corporate Offices Monterrey General Anaya No. 601 Pte. Col. Bella Vista Monterrey, Nuevo Leon Mexico, C.P. 64410 Phone: +52 (81) 8328-6000 Fax: +52 (81) 8328-6080 Ciudad de Mexico Mario Pani N° 100 Col. Santa Fe Cuajimalpa, C.P. 05348 Ciudad de Mexico, Mexico Phone: +52 (55) 5249 6800 Coca-Cola FEMSA Mario Pani N° 100 Col. Santa Fe Cuajimalpa, C.P. 05348, Ciudad de Mexico, Mexico Phone: +52 (55) 1519-5000 FEMSA Comercio Edison No. 1235 Nte. Col. Talleres Monterrey, Nuevo Leon Mexico, C.P. 64480 Phone: +52 (81) 8389-2121 Fax: +52 (81) 8389-2106 FEMSA Negocios Estrategicos General Anaya No. 601 Pte. Col. Bella Vista Monterrey, Nuevo Leon Mexico, C.P. 64410 Phone: +52 (81) 8328-6600 Fax: +52 (81) 8328-6601 We provide additional information and extensive reporting online, including the Audited Financial Statements. We encourage you to review the following sites to learn more about FEMSA: www.annualreport.femsa.com www.sustainabilityreport.femsa.com www.femsafoundation.org/report216 The FEMSA 2016 Annual Report may contain certain forward-looking statements concerning FEMSA and its subsidiaries’ future performance and should be considered as good faith estimates of FEMSA and its subsidiaries. These forward-looking statements reflect management’s expectations and are based upon currently available data. Actual results are subject to fur ther events and uncer tainties which could materially impact the Company’s subsidiaries’ actual performance. 28 FE MS A AN N UAL R EP OR T 2 01 6 PB Consolidated Financial Statements AN N UAL R EP OR T 2 01 6 Consolidated Financial Statements C O N T EN T S Annual Report of the Audit Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Independent Auditors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Consolidated Statements of Financial Position . . . . . . . . . . . . . . . . . . . . . . . 7 Consolidated Income Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Consolidated Statements of Comprehensive Income . . . . . . . . . . . . . . . . . 9 Consolidated Statements of Changes in Equity . . . . . . . . . . . . . . . . . . . . . . 10 Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . 13 Annual Report of the Audit Committee FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. Y SUBSIDIARIAS MONTERREY, N.L., MEXICO To the Board of Directors Fomento Económico Mexicano, S .A .B . de C .V . (the “Company”): Pursuant to Articles 42 and 43 of the Mexican Securities Law (Ley del Mercado de Valores) and the Charter of the Audit Committee, we submit to the Board of Directors our report on the activities performed during, 2016 . We considered the recommendations established in the Code of Corporate Best Practices and, since the Company is a publicly-listed company in the New York Stock Exchange (¨NYSE¨), we also complied with the applicable provisions set forth in Sarbanes-Oxley Act . We met at least on a quarterly basis and, based on a work program, we carried out the activities described below: Risk Assessment We periodically evaluated the effectiveness of the Enterprise Risk Management Process, which is established to identify, measure, record, assess, and manage the Company´s risks, as well as for the implementation of follow-up measures to ensure its effective operation . We reviewed with Management and both External and Internal Auditors of the Company, the key risk factors that could adversely affect the Company´s operations and assets, and we determined that they have been appropriately identified, managed, and considered in both audit programs . Internal Control We verified the compliance by Management of its responsibilities regarding internal control, and the establishment of general guidelines and the procedures necessary for their application and compliance . This process included presentations to the Audit Committee by the area responsible of the most important subsidiaries . Additionally, we followed the comments and remarks made in this regard by External Auditors as a result of their findings . We verified the actions taken by the Company in order to comply with section 404 of Sarbanes-Oxley Act regarding the self-assessment of internal controls . During this process, we made sure that a follow up on main preventive and corrective actions implemented concerning internal control issues that required improvement, were taken, and the submission to the authorities of requested information . External Audit We recommended to the Board of Directors the appointment of the external auditors (who have been the same for the past seven years) for the Company and its subsidiaries for fiscal year 2016 . For this purpose, we verified their independence and their compliance with the requirements established by applicable laws and regulations . We analyzed their approach, work program as well as their coordination with Internal Audit . We were in permanent and direct communication with them to be timely informed of their progress and their observations, and also to consider any comments that resulted from their review of the quarterly financial statements . We were timely informed of their conclusions and reports, regarding the annual financial statements and followed up on the actions implemented resulting from the findings and recommendations provided during the year . We authorized the fees of the external auditors for their annual audit and other permitted services, and verified that such services would not compromise their Independence . With the appropriate input from Management, we carried out an evaluation of their services for the previous year and initiated the evaluation process for fiscal year 2016 . Internal Auditing In order to maintain its independence and objectivity, the Internal Audit area reports to the Audit Committee therefore: We reviewed and approved the annual work program and budget, in order to comply with the requirements of Sarbanes-Oxley Act . For its preparation, the Internal Audit area participated in the risk assessment process and the validation of the internal control system . We received periodic reports regarding the progress of the approved work program, any deviations and the causes thereof . We followed up the implementation of the observations developed by Internal Audit . We confirmed the existence and validated the implementation of an Annual Training program . We reviewed and discuss with the responsible of the IA function the evaluations of the Internal Audit service performed by the responsible of each business unit and the Audit Committee . Financial Information, Accounting Policies and Reports to the Third Parties We reviewed the quarterly and annual financial statements of the Company with the individuals responsible for its preparation and recommended to the Board of Directors, its approval and authorize its publication . As part of this process, we analyzed the comments of the external auditors and confirm that the criteria, accounting policies and information used by Management to prepare financial information were adequate, sufficient, and consistently applied with the prior year . As a consequence, the information submitted by Management reasonably reflects the financial position of the Company, its operating results and cash flows for the fiscal year ending on December 31, 2016 . We also reviewed the quarterly reports prepared by Management and submitted to shareholders and the financial community, verifying that such information was prepared under International Financial Reporting Standards (IFRS) and the same accounting criteria for preparing the annual information . We also reviewed the existence of an integral process that provides a reasonable assurance of fairness in the information content . To conclude, we recommended to the Board of Directors to authorize the release of such information . Our reviews also included reports and any other financial information required by Mexican and United States regulatory authorities . We reviewed and approved the changes to the accounting standards used by the Company that became effective in 2016, recommending their approval to the Board of Directors . 2 Compliance with Applicable Laws and Regulations, Legal Issues and Contingencies We verified the existence and reliability of the Company-established controls to ensure compliance with the various legal provisions applicable to the Company . When required, we verified its appropriate disclosure in the financial reports . We made periodic reviews of the various tax, legal and labor contingencies of the Company . We supervised the efficiency of the procedures established for their identification and follow-up, as well as their adequate disclosure and recording . Code Of Conduct We reviewed the new version of the Business Code of Ethics of the Company which incorporates among other changes an update of its values, validating that it includes a compliance provision with the Anti-Money Laundering laws in the countries where we operate, as well as compliance with anti-corruption laws (FCPA), and recommended its approval to the Board of Directors . With the support of Internal Audit, we verified the compliance of the Business Code of Ethics, the existence of adequate processes to update it and its communication to employees, as well as the application of sanctions in those cases where violations were detected . We reviewed the complaints received in the Company´s Whistle-Blowing System and followed up on their correct and timely handling . Training To comply with the training requirements of our charter, during the year, The Audit Committee members attended specific courses on topics as internal controls, risk management and auditing . Administrative Activities We held regular meetings with Management to be informed of any relevant or unusual activities and events . We also met individually with external and internal auditors to review their work, and observations . In those cases where we deemed advisable, we requested the support and opinion from independent experts . We are not aware of any significant non-compliance with the operating policies, the internal control system or the accounting records of the Company . We held executive meetings and when applicable reviewed with Management our resolutions . We submitted quarterly reports to the Board of Directors, on the activities performed by the Committee . We reviewed the Audit Committee Charter and made the amendments that we deemed appropriate, submitting such changes for its approval by the Board of Directors . We verified that the financial expert of the Committee meets the technical background and experience requirements to be considered as such, and that each Committee Member meets the independence requirements set forth in by the applicable laws and regulations . Our activities were duly documented in the minutes prepared for each meeting . Such minutes were properly reviewed and approved by Committee members . We made our annual performance self-assessment, and submitted the results to the Chairman of the Board of Directors . Sincerely February 24, 2017 José Manuel Canal Hernando 3 Independent Auditor’s Report FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. Y SUBSIDIARIAS MONTERREY, N.L., MEXICO The Board of Directors and Shareholders of Fomento Económico Mexicano, S .A .B . de C .V . Opinion We have audited the accompanying consolidated financial statements of Fomento Económico Mexicano, S .A .B . de C .V . and its subsidiaries (collectively “the Group”), which comprised the related consolidated statement of financial position as of December 31, 2016, and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements including a summary of significant accounting policies . In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2016, and their financial performance and cash flows for the year then ended, in accordance with International Financial Reporting Standards (“IFRS”) . Basis for opinion We conducted our audit in accordance with International Standard on Auditing (“ISAs”) . Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report . We are independent of the Group in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (“IESBA Code”) together with the ethical requirements that are relevant to our audit of the consolidated financial statements in Mexico according with the “Codigo de Etica Profesional del Instituto Mexicano de Contadores Publicos” (“IMCP Code”), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code . We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion . Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the year ended December 31, 2016 . These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters . For each matter below, our description of how our audit addressed the matter is provided in that context . We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report, including in relation to these matters . Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the accompanying consolidated financial statements . The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated financial statements . Investment in Coca-Cola - FEMSA Philippines and subsequent consolidation in 2017 Description of the key audit matter As disclosed in Notes 10 and 20 .7 to the consolidated financial statements, up to December 31, 2016, the Group accounts using the equity method for its 51% ownership in Coca-Cola FEMSA Philippines (“CCFPI”), and holds potential voting rights in CCFPI through a call option to acquire the remaining 49% of CCFPI from The Coca-Cola Company (“TCCC”) at any time through January 2020, and also has a put option to sell its 51% ownership back to TCCC at any time from January 2018 through January 2019 . The estimation of fair value of CCFPI performed by management is a key audit matter as it impacts the significant judgment applied to evaluate whether the call option to acquire the remaining 49% is substantive, which generally occurs when the call option is in-the-money, and consequently whether the potential voting rights are probable of being executed . The results of these evaluations would impact whether the Group should consolidate CCFPI rather than to apply the equity method of accounting . Further, the fair value of CCFPI is used also to assess whether the Company’s investment in CCFPI is impaired; thus an additional key audit matter . The complexity of this analysis and the fact that related unobservable data (specifically management projections of future cash flows of CCFPI) requires a high degree of estimation uncertainty, resulted in specific focus during our audit . On January 25, 2017, the Company obtained control without transfer of additional consideration over CCFPI and started consolidating such subsidiary . As the acquisition occurred before the issuance of the consolidated financial statements, pursuant to the requirements of IFRS 3 the Company has disclosed the purchase price allocation in Note 28 of the consolidated financial statements . Based on the quantitative materiality of the acquisition and the significant degree of estimates required of management in determining the purchase price allocation, we have determined this to be a key audit matter . How our audit addressed the matter We evaluated management assumptions related to compound annual growth rates, projected cost and expense savings among others key assumptions used in both an IFRS 13 Level 3 fair value and an IAS 36 value in use computation by 1) assessing the historical accuracy of the Group’s budgetary estimates, 2) obtaining and analyzing the Group´s business strategies supporting the future cash flow estimates, and 3) evaluating the macroeconomic environment including comparisons to the performance of market participants for which publicly available data is available . We also tested the Group's procedures around the preparation of the budget, upon which the value-in-use model is based and management’s assessment of the probability that the potential voting rights might be executed and whether they were substantive based on the aforementioned fair value estimates and the call option’s written terms by reviewing 1) management´s valuation model of the call option and analysis of whether the call option is in or out of the money, and 2) management´s assessment of the qualitative matters in regards to why the call option is not substantive in nature . We involved our internal specialists when performing these procedures . Finally, we evaluated the related disclosures made in the consolidated financial statements . In regards to this acquisition, we assessed the identification of the acquired assets and assumed liabilities . We have compared this identification with our knowledge of the Group’s business, business plans, and management's explanations on the rationale of the acquisition . We have tested management´s fair values of assets and liabilities of these acquisitions based on commonly used valuation models with the assistance of our internal specialists . We further assessed the adequacy of the company's disclosures on these business combinations . 4 Impairment of distribution rights, goodwill and trade mark rights Description of the key audit matter As disclosed in Note 12 to the consolidated financial statements, Distribution Rights, Goodwill and Trade mark rights were Ps .143,420 million as of December 31, 2016 . Given the materiality of distribution rights, goodwill and trade mark rights in relation to the consolidated financial statements and the significant judgment and estimation required by management when evaluating these accounts for impairment, we focused our auditing efforts in this area in particular for Brazil and Chile due to recent acquisitions that resulted in significant additions to these accounts and Venezuela given the general deterioration of the country’s macroeconomic environment . How our audit addressed the matter We evaluated management assumptions related to compound annual growth rates, projected cost and expense savings among others key assumptions used in the impairment testing by 1) assessing the historical accuracy of the Management’s budgetary estimates, 2) obtaining and analyzing Management´s business strategies supporting the future cash flow estimates, and 3) evaluating the macroeconomic environment including comparisons to the performance of market participants for which publicly available data is available . We also assessed management’s sensitivity analyses focusing on the projected compound annual growth rates and projected cost savings, mainly . We involved our internal specialists when performing these procedures . In addition, we tested the Group's procedures around the preparation of the budget, upon which the value-in- use model is based . Furthermore, we assessed the related disclosures made in the consolidated financial statements . Venezuela Description of the key audit matter Venezuela is a challenging economic and political environment . Challenges of operating in Venezuela include, but are not limited to, the existence of multiple foreign currency exchange rates, lack of exchangeability across all exchange mechanisms, limited access to certain key raw materials, and periodic government intervention into operations including continually changing laws and regulations . We focused on this area because of the following key judgments and sources of estimation uncertainty include: 1) Whether the Group continues to have control over relevant activities in its Venezuela operations under IFRS 10 given the foreign currency restrictions, as well as other operating challenges established by the economic and political environment . 2) The appropriate exchange rate to be used to translate foreign currency denominated liabilities, including the effect of security advances, and consolidate foreign operations, due to the existence of multiple foreign exchange rates available . 3) The recoverability of long-lived assets related to the Group’s Venezuela operations as described in the key audit matter “Impairment of distribution rights and goodwill," section above . As disclosed in Note 3 .3 of the consolidated financial statements, the Group has, over the past few years, accumulated significant amounts of accumulated other comprehensive loss in an amount of Ps . 20,230 million as of December 31, 2016 . To the extent that the Group losses control of its Venezuela operations such amounts would be required to be recognized in the Group’s income statement as a loss . How our audit addressed the matter We evaluated management´s assessment of the relevant activities attributable to the Venezuela operations under IFRS 10 . This included consideration of management’s ability to control relevant activities such as budgeting, establishing sales strategies, pricing, financial decisions, cost infrastructure, among other matters and the analysis of the Group exposure to variable returns in their investment in Venezuela . With regards to measurement of foreign liabilities in Venezuela we focused our audit efforts on assessing management’s judgment applied in selecting the most appropriate exchange rate at which such foreign liabilities should be measured, including amounts payable to those vendors for which off-shore security advances have been provided and for these vendors we have also inspected the relevant documentation and performed confirmation of balances and terms and conditions; with the assistance of our internal specialists we analyzed the legal and other regulatory implications . We also assessed the adequacy of the related disclosures made in the consolidated financial statements . Recoverability of the deferred tax assets Description of the key audit matter As disclosed on Note 24 to the consolidated financial statements, the Group had Ps .27,452 million of net operating losses carrying forwards as of December 31, 2016; such amount relates to Brazil, Colombia and Mexico . Brazilian amounts are mainly attributable to deductions of goodwill amortization generated on recent business acquisitions while the amounts generated in Mexico related to tax losses generated in recent years . We focus on this area because the recognition of deferred tax assets relies on the significant application of judgement by management in respect of assessing the probability and sufficiency of future taxable profits and ongoing tax planning strategies, therefore, due to the size of the Group's deferred tax assets of Brazil and Mexico and the associated uncertainty surrounding recoverability, this is considered a key audit matter . How our audit addressed the matter Our audit procedures, among others, included the assessment of controls over the recognition and measurement of deferred tax assets and the evaluation of assumptions used in projecting the Group's future taxable profits in Mexico and Brazil . With the assistance of our internal tax specialists, we assessed the feasibility of the Group's future tax planning strategies that may enable the materialization of deferred tax asset of the Company . When applicable, our audit procedures also focused on the review of management´s projections of future cash flows in relation to the likelihood of generating sufficient taxable profits based on forecasts of anticipated future cost savings, growth rates, discount rates, and other key assumptions . We involved our internal specialists when performing these procedures . We also evaluated the related disclosures made in the consolidated financial statements . Business acquisitions Description of the key audit matter On December 6, 2016 the Group acquired Vonpar, S .A . for a total consideration of Ps .20,992 million and completed during the year smaller acquisitions which in the aggregate amounted to Ps .5,612 million . For these acquisitions, the Company made a preliminary purchase price allocation in which the consideration transferred was allocated to the preliminary fair values of the various assets and liabilities including significant contingencies of the acquired company . This is outlined in Note 4 of the consolidated financial statements . The preliminary purchase price allocation and the analysis of the accounting, and the evaluation of the consideration transferred which in the case of Vonpar it involved embedded derivatives, are key audit matter . 5 How our audit addressed the matter We audited for acquisitions in scope, the corresponding purchase agreements and analyzed the propriety of the accounting of the consideration transferred, in the case of Vonpar including the identification of the embedded derivatives . We also tested with the assistance of our risk specialists the measurement of the fair values of the various embedded derivatives including the option to convert the promissory note into equity instruments as part of the consideration transferred . In regards to these acquisitions, we audit the identification of the acquired assets and assumed liabilities . We have assessed this identification with our knowledge of the Group’s business, business plans, and management's explanations on the rationale of the acquisition, and tested management´s estimated fair values of assets and liabilities of these acquisitions . We further assessed the adequacy of the company's disclosures of these business combinations in the consolidated financial statements . Other information included in the Group’s 2016 Annual Report Other information comprises of the information included in the Group’s 2016 Annual Report presented to the Comisión Nacional Bancaria y de Valores (“CNBV”) other than the financial statements and our auditor’s report thereon . Management is responsible for the other information . Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon . In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated, as issuing the declaratory on annual report requested by CNBV . If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact . We have nothing to report in this regard . Responsibilities of Management and the Audit Committee for the consolidated financial statements Management is responsible for the preparation and fair presentation of the accompanying consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error . In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so . The Audit Committee is responsible for overseeing the Group’s financial reporting process . Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion . Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists . Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements . As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional skepticism throughout the audit . We also: · Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion . The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control . · Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control . · Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management . · Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern . If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion . Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report . However, future events or conditions may cause The Group to cease to continue as a going concern . · Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation . · Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion of the consolidated financial statements . We are responsible for the direction, supervision and performance of the Group audit . We remain solely responsible for our audit opinion . We communicate with the Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit . We also provide to the Audit Committee a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards . From the matters communicated with the Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters . We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication . The engagement partner on the audit resulting in this independent auditor’s report, is who signs It . February 28, 2017 Monterrey, N .L . México 6 Mancera, S .C . A member practice of Ernst & Young Global Limited Américo de la Paz de la Garza Consolidated Statements of Financial Position FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO As of December 31, 2016 and 2015 . Amounts expressed in millions of U .S . dollars ($) and in millions of Mexican pesos (Ps .) . ASSETS Current Assets: Cash and cash equivalents Investments Accounts receivable, net Inventories Recoverable taxes Other current financial assets Other current assets Total current assets Investments in associates and joint ventures Property, plant and equipment, net Intangible assets, net Deferred tax assets Other financial assets Other assets TOTAL ASSETS LIABILITIES AND EQUITY Current Liabilities: Bank loans and notes payable Current portion of long-term debt Interest payable Suppliers Accounts payable Taxes payable Other current financial liabilities Total current liabilities Long-Term Liabilities: Bank loans and notes payable Employee benefits Deferred tax liabilities Other financial liabilities Provisions and other long-term liabilities Total long-term liabilities Total liabilities Equity: Controlling interest: Capital stock Additional paid-in capital Retained earnings Cumulative other comprehensive income (loss) Total controlling interest Non-controlling interest in consolidated subsidiaries Total equity TOTAL LIABILITIES AND EQUITY Note December 2016 (*) December 2016 December 2015 5 6 7 8 24 9 9 10 11 12 24 13 13 18 18 25 18 16 24 25 25 21 $ $ $ $ 2,117 6 1,272 1,549 447 131 199 5,721 6,238 4,958 7,434 585 744 785 26,465 93 260 47 2,302 564 551 368 4,185 6,401 216 535 355 892 8,399 12,584 162 1,248 8,187 682 10,279 3,602 13,881 26,465 Ps. 43,637 120 26,222 31,932 9,226 2,705 4,109 117,951 128,601 102,223 153,268 12,053 15,345 16,182 Ps. 545,623 Ps. 29,396 19 18,012 24,680 8,544 2,418 3,654 86,723 111,731 80,296 108,341 8,293 8,955 4,993 Ps. 409,332 Ps. 1,912 5,369 976 47,465 11,624 11,360 7,583 86,289 131,967 4,447 11,037 7,320 18,393 173,164 259,453 Ps. 2,239 3,656 597 35,773 9,236 9,136 4,709 65,346 85,969 4,229 6,230 495 5,207 102,130 167,476 3,348 25,733 168,796 14,027 211,904 74,266 286,170 Ps. 545,623 3,348 25,807 156,532 (4,163) 181,524 60,332 241,856 Ps. 409,332 (*) Convenience translation to U .S . dollars ($) – See Note 2 .2 .3 The accompanying notes are an integral part of these consolidated statements of financial position . 7 2016 2015 2014 Ps. 310,849 740 311,589 188,410 123,179 11,705 76,375 423 2,741 7,777 1,024 (1,193) (36) 364 Ps. 262,779 670 263,449 153,278 110,171 10,244 69,016 1,098 1,277 6,701 862 (903) (319) 73 Ps. 398,622 885 399,507 251,303 148,204 14,730 95,547 1,157 5,909 9,646 1,299 1,131 2,411 186 28,556 7,888 25,163 7,932 6,045 23,276 17,683 5,593 23,276 0.88 1.10 0.88 1.10 Ps. Ps. Ps. 23,744 6,253 5,139 22,630 16,701 5,929 22,630 0.83 1.04 0.83 1.04 6,507 27,175 Ps. Ps. Ps. Ps. Ps. Ps. 21,140 6,035 27,175 1.05 1.32 1.05 1.32 Consolidated Income Statements FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO For the years ended December 31, 2016, 2015 and 2014 . Amounts expressed in millions of U .S . dollars ($) and in millions of Mexican pesos (Ps .), except per share amounts . Note Net sales Other operating revenues Total revenues Cost of goods sold Gross profit Administrative expenses Selling expenses Other income Other expenses Interest expense Interest income Foreign exchange gain (loss), net Monetary position gain (loss), net Market value gain on financial instruments Income before income taxes and share of the profit of associates and joint ventures accounted for using the equity method Income taxes Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Consolidated net income Attributable to: Controlling interest Non-controlling interest Consolidated net income Basic net controlling interest income: Per series “B” share Per series “D” share Diluted net controlling interest income: Per series “B” share Per series “D” share 19 19 18 24 10 23 23 23 23 $ $ $ $ 2016 (*) 19,335 42 19,377 12,189 7,188 714 4,634 56 287 468 63 55 117 9 1,385 383 316 1,318 1,025 293 1,318 0.05 0.06 0.05 0.06 (*) Convenience translation to U .S . dollars ($) – See Note 2 .2 .3 The accompanying notes are an integral part of these consolidated income statements . 8 Consolidated Statements of Comprehensive Income FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO For the years ended December 31, 2016, 2015 and 2014 . Amounts expressed in millions of U .S . dollars ($) and in millions of Mexican pesos (Ps .) Note 2016 (*) 2016 2015 2014 Consolidated net income Other comprehensive income: Items that may be reclassified to consolidated net income, net of tax: Valuation of the effective portion of derivative financial instruments Loss on hedge of a net investment in a foreign operations Exchange differences on the translation of foreign operations and associates Share of other comprehensive (loss) income of associates and joint ventures 20 18 10 Total items that may be reclassified Items that will not to be reclassified to consolidated net income in subsequent periods, net of tax: Remeasurements of the net defined benefit liability share of other comprehensive (loss) income of associates and joint ventures Remeasurements of the net defined benefit liability Total items that will not be reclassified Total other comprehensive income (loss), net of tax Consolidated comprehensive income, net of tax Controlling interest comprehensive income Non-controlling interest comprehensive income (loss) Consolidated comprehensive income, net of tax $ 1,318 Ps. 27,175 Ps. 23,276 Ps. 22,630 84 (70) 1,732 (1,443) 122 - 493 - 1,492 30,763 (2,234) (12,256) (108) 1,398 (2,228) 28,824 282 (1,830) 1,322 (10,441) (49) (8) (57) 1,341 2,659 1,908 751 2,659 (1,004) (167) (1,171) 27,653 54,828 39,330 15,498 54,828 Ps. Ps. Ps. Ps. 169 144 313 (1,517) 21,759 19,165 2,594 21,759 (881) (361) (1,242) (11,683) 10,947 11,283 (336) 10,947 Ps. Ps. $ $ (*) Convenience translation to U .S . dollars ($) – See Note 2 .2 .3 The accompanying notes are an integral part of these consolidated statements of comprehensive income . 9 Consolidated Statements of Changes in Equity FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO For the years ended December 31, 2016, 2015 and 2014 . Amounts expressed in millions of Mexican pesos (Ps .) Capital Stock Additional Paid-in Capital Retained Earnings Valuation of the Effective Portion of Derivative Financial Instrument Exchange Differences on the Translation of Foreign Operations and Associates Remeasurements of the Net Defined Benefit Liability Total Controlling Interest Non- Controlling Interest Total Equity Balances at January 1, 2014 Ps. 3,346 Ps. 25,433 Ps. 130,840 Ps. Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Issuance (repurchase) of shares associated with share-based payment plans Other movements of equity method of associates, net of taxes - - - - 1 - - - - - 216 - 16,701 - 16,701 - - (419) Balances at December 31, 2014 3,347 25,649 147,122 Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Issuance of shares associated with share-based payment plans Acquisition of Grupo Socofar (see Note 4) Contributions from non-controlling interest Other movements of equity method of associates, net of taxes - - - - 1 - - - - - - - 158 - - - 17,683 - 17,683 (7,350) - - - (923) Balances at December 31, 2015 3,348 25,807 156,532 Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Issuance of shares associated with share-based payment plans Other equity instruments from acquisition of Vonpar (see Note 4) Other acquisitions and remeasurements (see Note 4) Contributions from non-controlling interest Other movements of equity method of associates, net of taxes - - - - - - - - - - - - - (74) - - - - 21,140 - 21,140 (8,355) - - - - (521) 181 - 126 126 - - - 307 - 299 299 - - - - - 606 - 2,057 2,057 - - - - - - Ps. 779 Ps. (1,187) Ps. 159,392 Ps. 63,158 Ps. 222,550 (3,633) (2,319 ) 170,473 59,649 230,122 (4,412) (4,412) (1,132) (1,132) 945 945 238 238 17,241 17,241 (1,108) (1,108) - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 16,701 (5,418) 11,283 - 217 (419) 17,683 1,482 19,165 (7,350) 159 - - (923) 21,140 18,190 39,330 (8,355) (74) - - - (521) 5,929 (6,265) (336) (3,152) (21) - 5,593 (2,999) 2,594 (3,351) 57 1,133 250 - 6,035 9,463 15,498 (3,690) 9 (485) 1,710 892 - 22,630 (11,683) 10,947 (3,152) 196 (419) 23,276 (1,517) 21,759 (10,701) 216 1,133 250 (923) 27,175 27,653 54,828 (12,045) (65) (485) 1,710 892 (521) (2,688) (2,081) 181,524 60,332 241,856 Balances at December 31, 2016 Ps. 3,348 Ps. 25,733 Ps. 168,796 Ps. 2,663 Ps. 14,553 Ps. (3,189) Ps. 211,904 Ps. 74,266 Ps. 286,170 The accompanying notes are an integral part of these consolidated statements of changes in equity . 10 Balances at January 1, 2014 Ps. 3,346 Ps. 25,433 Ps. 130,840 Ps. 181 Ps. 779 Ps. (1,187) Ps. 159,392 Ps. 63,158 Ps. 222,550 Capital Stock Additional Paid-in Capital Valuation of the Effective Portion of Derivative Financial Instrument Exchange Differences on the Translation of Foreign Operations and Associates Remeasurements of the Net Defined Benefit Liability Total Controlling Interest Non- Controlling Interest Total Equity Balances at December 31, 2014 3,347 25,649 147,122 (3,633) (2,319 ) 170,473 59,649 230,122 - (4,412) (4,412) - - - - (1,132) (1,132) - - - 16,701 (5,418) 11,283 - 217 (419) 5,929 (6,265) (336) (3,152) (21) - 22,630 (11,683) 10,947 (3,152) 196 (419) Balances at December 31, 2015 3,348 25,807 156,532 606 (2,688) (2,081) 181,524 60,332 241,856 - 945 945 - - - - - - 238 238 - - - - - 17,683 1,482 19,165 (7,350) 159 - - (923) 5,593 (2,999) 2,594 (3,351) 57 1,133 250 - 23,276 (1,517) 21,759 (10,701) 216 1,133 250 (923) Balances at December 31, 2016 Ps. 3,348 Ps. 25,733 Ps. 168,796 Ps. 2,663 Ps. 14,553 Ps. (3,189) Ps. 211,904 Ps. 74,266 Ps. 286,170 - 17,241 17,241 - (1,108) (1,108) - - - - - - - - - - - - 21,140 18,190 39,330 (8,355) (74) - - - (521) 6,035 9,463 15,498 (3,690) 9 (485) 1,710 892 - 27,175 27,653 54,828 (12,045) (65) (485) 1,710 892 (521) Issuance (repurchase) of shares associated with share-based payment plans 216 Other movements of equity method of associates, net of taxes Issuance of shares associated with share-based payment plans 158 Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Acquisition of Grupo Socofar (see Note 4) Contributions from non-controlling interest Other movements of equity method of associates, net of taxes Net income Other comprehensive income, net of tax Comprehensive income Dividends declared Issuance of shares associated with share-based payment plans Other equity instruments from acquisition of Vonpar (see Note 4) Other acquisitions and remeasurements (see Note 4) Contributions from non-controlling interest Other movements of equity method of associates, net of taxes Retained Earnings 16,701 16,701 (419) 17,683 17,683 (7,350) (923) 21,140 21,140 (8,355) - - - - - - - - - - - - (521) - - - - - - - - - - - - - - - - - - - - (74) 126 126 307 299 299 - - - - - - - - - - - - - - - - - 2,057 2,057 - - - - 1 - - - - - 1 - - - - - - - - - - - - 11 Consolidated Statements of Cash Flows FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO For the years ended December 31, 2016, 2015 and 2014 . Amounts expressed in millions of U .S . dollars ($) and in millions of Mexican pesos (Ps .) Cash flows from operating activities: Income before income taxes Adjustments for: Non-cash operating expenses Depreciation Amortization (Gain) loss on sale of long-lived assets Loss (gain) on sale of shares Disposal of long-lived assets Impairment of long-lived assets Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Interest income Interest expense Foreign exchange (gain) loss, net Monetary position (gain) loss, net Market value (gain) on financial instruments Cash flow from operating activities before changes in operating accounts Accounts receivable and other current assets Other current financial assets Inventories Derivative financial instruments Suppliers and other accounts payable Other long-term liabilities Other current financial liabilities Employee benefits paid Cash generated from operations Income taxes paid Net cash generated by operating activities Cash flows from investing activities: Acquisition of Grupo Socofar, net of cash acquired (see Note 4) Partial payment of Vonpar, net of cash acquired (see Note 4) Other acquisitions, net of cash acquired (see Note 4) Other investments in associates and joint ventures Purchase of investments Proceeds from investments Interest received Derivative financial instruments Dividends received from associates and joint ventures Property, plant and equipment acquisitions Proceeds from the sale of property, plant and equipment Acquisition of intangible assets Investment in other assets Collections of other assets Investment in other financial assets Collection in other financial assets Net cash used in investing activities Cash flows from financing activities: Proceeds from borrowings Payments of bank loans Interest paid Derivative financial instruments Dividends paid Contributions from non-controlling interest Other financing activities Net cash generated (used in) by financing activities Increase (decrease) in cash and cash equivalents Initial balance of cash and cash equivalents Effects of exchange rate changes and inflation effects on cash and cash equivalents held in foreign currencies Ending balance of cash and cash equivalents (*) Convenience translation to U .S . dollars ($) – see Note 2 .2 .3 The accompanying notes are an integral part of these consolidated statements of cash flow . 12 2016 (*) 2016 2015 2014 $ 1,701 Ps. 35,063 Ps. 31,208 Ps. 28,883 199 586 79 (8) - 12 - (316) (63) 468 (55) (117) (9) 2,477 (92) (68) (239) 6 744 47 128 (23) 2,980 (549) 2,431 - (640) (244) (106) (6) 1 63 (11) 159 (926) 28 (112) (83) - (1) 3 (1,875) 1,292 (265) (265) (168) (584) 43 11 64 620 1,426 4,111 12,076 1,633 (170) 8 238 - (6,507) (1,299) 9,646 (1,131) (2,411) (186) 51,071 (1,889) (1,395) (4,936) 130 15,337 968 2,642 (476) 61,452 (11,321) 50,131 - (13,198) (5,032) (2,189) (118) 20 1,299 (220) 3,276 (19,083) 574 (2,309) (1,709) 2 (23) 65 (38,645) 26,629 (5,458) (5,470) (3,471) (12,045) 892 220 1,297 12,783 29,396 2,873 9,761 1,064 (249) (14) 416 134 (6,045) (1,024) 7,777 1,193 36 (364) 46,766 (4,379) 318 (4,330) 441 6,799 822 (570) (382) 45,485 (8,743) 36,742 (6,890) - (5,821) (291) - 126 1,024 232 2,394 (17,485) 630 (971) (1,502) 223 (28) - (28,359) 8,422 (15,520) (4,563) 8,345 (10,701) 250 26 (13,741) (5,358) 35,497 71 2,117 1,458 43,637 Ps. (743) 29,396 Ps. Ps. $ 209 9,029 985 7 - 153 145 (5,139) (862) 6,701 903 319 (73) 41,260 (4,962) 1,736 (1,122) 245 8,048 (2,308) 793 (416) 43,274 (5,910) 37,364 - - - 90 (607) 589 863 (25) 1,801 (16,985) 209 (706) (796) - (41) - (15,608) 5,354 (5,721) (3,984) (2,267) (3,152) - 482 (9,288) 12,468 27,259 (4,230) 35,497 Notes to the Consolidated Financial Statements FOMENTO ECONÓMICO MEXICANO, S.A.B. DE C.V. AND SUBSIDIARIES MONTERREY, N.L., MEXICO For the years ended December 31, 2016, 2015 and 2014 . Amounts expressed in millions of U .S . dollars ($) and in millions of Mexican pesos (Ps .) Note 1. Activities of the Company Fomento Económico Mexicano, S .A .B . de C .V . (“FEMSA”) is a Mexican holding company . The principal activities of FEMSA and its subsidiaries (the “Company”), as a business unit, are carried out by operating subsidiaries and companies under direct and indirect holding company subsidiaries of FEMSA . The following is a description of the Company´s activities as of the date of the issuance of these consolidated financial statements, together with the ownership interest in each subholding company or business unit: Subholding Company Coca-Cola FEMSA, S .A .B . de C .V . and subsidiaries (“Coca-Cola FEMSA”) % Ownership December 31, 2016 December 31, 2015 Activities 47.9% (1) (63.0% of the voting shares) 47 .9% (1) (63 .0% of the voting shares) Retail Division 100% 100% Production, distribution and marketing of certain Coca-Cola trademark beverages in Mexico, Guatemala, Nicaragua, Costa Rica, Panama, Colombia, Venezuela, Brazil, Argentina and Philippines (see Note 10 and 28) . At December 31, 2016, The Coca-Cola Company (TCCC) indirectly owns 28 .1% of Coca-Cola FEMSA’s capital stock . In addition, shares representing 24 .0% of Coca-Cola FEMSA’s capital stock are traded on the Bolsa Mexicana de Valores (Mexican Stock Exchange “BMV”) and on the New York Stock Exchange, Inc (NYSE) in the form of American Depositary Shares (“ADS”) . Small-box retail chain format operations in Mexico, Colombia and the United States, mainly under the trade name “OXXO” and “Big John” in Chile . Fuel Division 100% 100% Retail service stations for fuels, motor oils, lubricants and car care products under the trade name “OXXO GAS” with operations in Mexico . Health Division (3) Various (2) Various (2) CB Equity, LLP (“CB Equity”) 100% 100% Other companies 100% 100% Drugstores operations in Chile and Colombia, mainly under the trademark “Cruz Verde” and Mexico under different brands such as YZA, La Moderna and Farmacon . This Company holds Heineken N .V . and Heineken Holding N .V . shares, which represents in the aggregate a 20% economic interest in both entities (“Heineken”) . Companies engaged in the production and distribution of coolers, commercial refrigeration equipment, plastic cases, food processing, preservation and weighing equipment; as well as logistic transportation and maintenance services to FEMSA’s subsidiaries and to third parties . (1) The Company controls Coca-Cola FEMSA’s relevant activities. (2) The former shareholders of Farmacias YZA hold a 25% stake in Cadena Comercial de Farmacias, S.A.P.I. de C.V., a subsidiary of FEMSA Comercio that holds all pharmacy business in Mexico (which we refer to as CCF). In addition, FEMSA Comercio through one of its subsidiaries, Cadena Comercial de Farmacias Sudamerica, S.P.A., holds a 60% stake in Grupo Socofar, see Note 4.1.2. (3) As of 2016, FEMSA Comercio – Health Division has been considered as a separate reportable segment, see Note 26. 13 . .V C e d . A S . , i o c r e m o C A S M E F i i s e i r a d s b u s d n a i ) ” o c r e m o C A S M E F “ ( Note 2. Basis of Preparation 2.1 Statement of compliance The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) . The Company’s consolidated financial statements and notes were authorized for issuance by the Company’s Chief Executive Officer Carlos Salazar Lomelín and Chief Financial and Corporate Officer Eduardo Padilla Silva on February 23, 2017 . These consolidated financial statements and notes were then approved by the Company’s Board of Directors on February 24, 2017 and subsequent events have been considered through that date (see Note 28) . These consolidated financial statements and their accompanying notes were then approved by the Company's shareholders meeting in March 16, 2017 . 2.2 Basis of measurement and presentation The consolidated financial statements have been prepared on the historical cost basis, except for the following: • Available-for-sale investments . • Derivative financial instruments . • Long-term notes payable on which fair value hedge accounting is applied . • Trust assets of post-employment and other long-term employee benefit plans . The carrying values of recognized assets and liabilities that are designated as hedged items in fair value hedges that would otherwise be carried at amortised cost are adjusted to record changes in the fair values atrtributable to the risks that are being hedged in effective hedge relationship . The financial statements of subsidiaries whose functional currency is the currency of a hyperinflationary economy are stated in terms of the measuring unit current at the end of the reporting period . 2.2.1 Presentation of consolidated income statement The Company classifies its costs and expenses by function in the consolidated income statement, in order to conform to the industry practices where the Company operates . 2.2.2 Presentation of consolidated statements of cash flows The Company’s consolidated statement of cash flows is presented using the indirect method . 2.2.3 Convenience translation to U.S. dollars ($) The consolidated financial statements are stated in millions of Mexican pesos (“Ps .”) and rounded to the nearest million unless stated otherwise . However, solely for the convenience of the readers, the consolidated statement of financial position as of December 31, 2016, the consolidated income statement, the consolidated statement of comprehensive income and consolidated statement of cash flows for the year ended December 31, 2016 were converted into U .S . dollars at the exchange rate of 20 .6170 Mexican pesos per U .S . dollar as published by the Federal Reserve Bank of New York as of December 30, 2016 . This arithmetic conversion should not be construed as representation that the amounts expressed in Mexican pesos may be converted into U .S . dollars at that or any other exchange rate . As explained in Note 2 .1 above, as of February 24, 2017 (the issuance date of these financial statements) such exchange rate was Ps . 19 .9127 per U .S . dollar, a revaluation of 4% since December 31, 2016 . 2.3 Critical accounting judgments and estimates In the application of the Company’s accounting policies, which are described in Note 3, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources . The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant . Real results may differ from these estimates . The estimates and underlying assumptions are reviewed on an ongoing basis . Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods . 2.3.1 Key sources of estimation uncertainty The following are the key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year . Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Company . Such changes are reflected in the assumptions when they occur . 2.3.1.1 Impairment of indefinite lived intangible assets, goodwill and depreciable long-lived assets Intangible assets with indefinite lives including goodwill are subject to impairment tests annually or whenever indicators of impairment are present . An impairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use . The fair value less costs to sell calculation is based on available data from binding sales transactions in arm’s length transactions of similar assets or observable market prices less incremental costs for disposing of the asset . In order to determine whether such assets are impaired, the Company initially calculates an estimation of the value in use of the cash-generating units to which such assets have been allocated . Impairment losses are recognized in current earnings in the period the related impairment is determined . The Company assesses at each reporting date whether there is an indication that a long-lived asset may be impaired . If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount . When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount . In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset . In determining fair value less costs to sell, recent market transactions are taken into account, if available . If no such transactions can be identified, an appropriate valuation model is used . These calculations are corroborated by valuation multiples, quoted share prices for publicly traded subsidiaries or other available fair value indicators . The key assumptions used to determine the recoverable amount for the Company’s CGUs, including a sensitivity analysis, are further explained in Notes 3 .16 and 12 . 2.3.1.2 Useful lives of property, plant and equipment and intangible assets with defined useful lives Property, plant and equipment, including returnable bottles as they are expected to provide benefits over a period of more than one year, as well as intangible assets with defined useful lives are depreciated/amortized over their estimated useful lives . The Company bases its estimates on the experience of its technical personnel as well as based on its experience in the industry for similar assets, see Notes 3 .12, 3 .14, 11 and 12 . 14 2.3.1.3 Employee benefits The Company regularly evaluates the reasonableness of the assumptions used in its post-employment and other long-term employee benefit computations . Information about such assumptions is described in Note 16 . 2.3.1.4 Income taxes Deferred income tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities . The Company regularly reviews its deferred tax assets for recoverability, and records a deferred tax asset based on its judgment regarding the probability of historical taxable income continuing in the future, projected future taxable income and the expected timing of the reversals of existing temporary differences, see Note 24 . 2.3.1.5 Tax, labor and legal contingencies and provisions The Company is subject to various claims and contingencies related to tax, labor and legal proceedings as described in Note 25 . Due to their nature, such legal proceedings involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions . Management periodically assesses the probability of loss for such contingencies and accrues a provision and/or discloses the relevant circumstances, as appropriate . If the potential loss of any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company accrues a provision for the estimated loss . Management’s judgment must be exercised to determine the likelihood of such a loss and an estimate of the amount, due to the subjective nature of the loss . 2.3.1.6 Valuation of financial instruments The Company is required to measure all derivative financial instruments at fair value . The fair values of derivative financial instruments are determined considering quoted prices in recognized markets . If such instruments are not traded, fair value is determined by applying techniques based upon technical models supported by sufficient reliable and verifiable data, recognized in the financial sector . The Company bases its forward price curves upon market price quotations . Management believes that the chosen valuation techniques and assumptions used are appropriate in determining the fair value of financial instruments, see Note 20 . 2.3.1.7 Business combinations Acquisitions of businesses are accounted for using the acquisition method . The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Company to, and liabilities assumed by the Company from the former owners of the acquiree, the amount of any non-controlling interest in the acquiree, and the equity interests issued by the Company in exchange for control of the acquiree . At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized and measured at their fair value, except that: • Deferred tax assets or liabilities, and assets or liabilities related to employee benefit arrangements are recognized and measured in accordance with IAS 12, Income Taxes and IAS 19, Employee Benefits, respectively; • Liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-based payment arrangements of the Company entered into to replace share-based payment arrangements of the acquiree are measured in accordance with IFRS 2, Share-based Payment at the acquisition date, see Note 3 .24; and • Assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5, Non-current Assets Held for Sale and Discontinued Operations are measured in accordance with that standard . • Indemnifiable assets are recognized at the acquisition date on the same basis as the indemnifiable liability subject to any contractual limitations . For each acquisition, management’s judgment must be exercised to determine the fair value of the assets acquired, the liabilities assumed and any non-controlling interest in the acquiree, applying estimates or judgments in techniques used, especially in forecasting CGU's cash flows, in the computation of WACC and estimation of inflation during the identification of intangible assets with indefinite live, mainly, goodwill and trademark rights . 2.3.2 Judgements In the process of applying the Company’s accounting policies, management has made the following judgements which have the most significant effects on the amounts recognized in the consolidated financial statements . 2.3.2.1 Investments in associates If the Company holds, directly or indirectly, 20 per cent or more of the voting power of the investee, it is presumed that it has significant influence, unless it can be clearly demonstrated that this is not the case . If the Company holds, directly or indirectly, less than 20 per cent of the voting power of the investee, it is presumed that the Company does not have significant influence, unless such influence can be clearly demonstrated . Decisions regarding the propriety of utilizing the equity method of accounting for a less than 20 per cent-owned corporate investee requires a careful evaluation of voting rights and their impact on the Company’s ability to exercise significant influence . Management considers the existence of the following circumstances which may indicate that the Company is in a position to exercise significant influence over a less than 20 per cent-owned corporate investee: • Representation on the board of directors or equivalent governing body of the investee; • Participation in policy-making processes, including participation in decisions about dividends or other distributions; • Material transactions between the Company and the investee; • Interchange of managerial personnel; or • Provision of essential technical information . Management also considers the existence and effect of potential voting rights that are currently exercisable or currently convertible when assessing whether the Company has significant influence . In addition, the Company evaluates certain indicators that provide evidence of significant influence, such as: • Whether the extent of the Company’s ownership is significant relative to other shareholders (i .e ., a lack of concentration of other shareholders); • Whether the Company’s significant shareholders, fellow subsidiaries, or officers hold additional investment in the investee; and • Whether the Company is a part of significant investee committees, such as the executive committee or the finance committee . 15 2.3.2.2 Joint arrangements An arrangement can be a joint arrangement even though not all of its parties have joint control of the arrangement . When the Company is a party to an arrangement it shall assess whether the contractual arrangement gives all the parties, or a group of the parties, control of the arrangement collectively; joint control exists only when decisions about the relevant activities require the unanimous consent of the parties that control the arrangement collectively . Management needs to apply judgment when assessing whether all the parties, or a group of the parties, have joint control of an arrangement . When assessing joint control, management considers the following facts and circumstances such as: a) Whether all the parties or a group of the parties, control the arrangement, considering definition of joint control, as described in Note 3 .11 .2; and b) Whether decisions about the relevant activities require the unanimous consent of all the parties, or of a group of the parties . As mentioned in Note 10, Coca-Cola FEMSA accounts for its 51% investment in Coca-Cola FEMSA Philippines, Inc . (CCFPI) as a joint venture . This is based on the facts that Coca-Cola FEMSA and TCCC: (i) make all operating decisions jointly during the initial four-year period; and (ii) potential voting rights to acquire the remaining 49% of CCFPI are not probable to be executed in the foreseeable future due to the fact the call option was “out of the money” as of December 31, 2016 and 2015 . 2.3.2.3 Venezuela exchange rates and consolidation As is further explained in Note 3 .3 below, the exchange rate used to account for foreign currency denominated monetary items arising in Venezuela, and also the exchange rate used to translate the financial statements of the Company’s Venezuelan subsidiary for group reporting purposes are both key sources of estimation uncertainty in preparing the accompanying consolidated financial statements . As is also explained in Note 3 .3 below, the Company believes that it currently controls its subsidiary operations in Venezuela but recognizes the challenging economic and political environment in Venezuela . Should the Company in the future conclude that it no longer controls such operations, its consolidated financial statements would change as further explained below . 2.4 Aplication of recently issued accounting standards The Company has applied the following amendments to IFRS during 2016: IAS 19 Employee Benefits The amendment clarifies that market depth of high quality corporate bonds is assessed based on the currency in which the obligation is denominated, rather than the country where the obligation is located . When there is no deep market for high quality corporate bonds in that currency, government bond rates must be used . This amendment is applied prospectively . For the Company´s pension plan there is no deep market for high-quality corporate bonds in mexican pesos, therefore, the Company continues to use government bond rates (see Note 16 .1) . Note 3. Significant Accounting Policies 3.1 Basis of consolidation The consolidated financial statements comprise the financial statements of the Company . Control is achieved when the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee . Specifically, the Company controls an investee if and only if the Company has: • Power over the investee (i .e . existing rights that give it the current ability to direct the relevant activities of the investee); • Exposure, or rights, to variable returns from its involvement with the investee; and • The ability to use its power over the investee to affect its returns . When the Company has less than a majority of the voting or similar rights of an investee, the Company considers all relevant facts and circumstances in assessing whether it has power over an investee, including: • The contractual arrangements with the other vote holders of the investee; • Rights arising from other contractual arrangements; and • The Company’s voting rights and potential voting rights . The Company re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control . Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary . Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements of income and comprehensive income from the date the Company gains control until the date the Company ceases to control the subsidiary . Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Company and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance . When necessary adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Company’s accounting policies . All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Company are eliminated in full on consolidation . 16 A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction . If the Company loses control over a subsidiary, it: • Derecognizes the assets (including goodwill) and liabilities of the subsidiary . • Derecognizes the carrying amount of any non-controlling interests . • Derecognizes the cumulative translation differences recorded in equity . • Recognizes the fair value of the consideration received . • Recognizes the fair value of any investment retained . • Recognizes any surplus or deficit in profit or loss . • Reclassifies the parent’s share of components previously recognized in OCI to profit or loss or retained earnings, as appropriate, as would be required if the Company had directly disposed of the related assets or liabilities . 3.1.1 Acquisitions of non-controlling interests Acquisitions of non-controlling interests are accounted for as transactions with owners in their capacity as owners and therefore no goodwill is recognized as a result . Adjustments to non-controlling interests arising from transactions that do not involve the loss of control are measured at carrying amount and reflected in shareholders’ equity as part of additional paid-in capital . 3.2 Business combinations Business combinations are accounted for using the acquisition method at the acquisition date, which is the date on which control is transferred to the Company . In assessing control, the Company takes into consideration substantive potential voting rights . The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interests in the acquiree . For each business combination, the Company elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets . Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the Company previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed . If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the Company previously held interest in the acquiree (if any), the excess is recognized immediately in profit or loss as a bargain purchase gain . Costs, other than those associated with the issuance of debt or equity securities, that the Company incurs in connection with a business combination are expensed as incurred . Any contingent consideration payable is recognized at fair value at the acquisition date . If the contingent consideration is classified as equity, it is not remeasured and settlement is accounted for within equity . Otherwise, if after reassessment, subsequent changes to the fair value of the contingent considerations are recognized in consolidated net income . If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Company reports provisional amounts for the items in which the accounting is incomplete, and discloses that its allocation is preliminary in nature . Those provisional amounts are adjusted retrospectively during the measurement period (not greater than 12 months from the acquisition date), or additional assets or liabilities are recognized, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date . 3.3 Foreign currencies, consolidation of foreign subsidiaries and accounting for investments in associates and joint ventures In preparing the financial statements of each individual subsidiary and accounting for investments in associates and joint ventures, transactions in currencies other than the individual entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions . At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date . Non-monetary items that are measured in terms of historical cost in a foreign currency are not remeasured . Exchange differences on monetary items are recognized in consolidated net income in the period in which they arise except for: • The variations in the net investment in foreign subsidiaries generated by exchange rate fluctuation which are included in other comprehensive income, which is recorded in equity as part of cumulative translation adjustment within the cumulative other comprehensive income . • Intercompany financing balances with foreign subsidiaries are considered as long-term investments when there is no plan to pay such financing in the foreseeable future . Monetary position and exchange rate fluctuation regarding this financing is recorded in the exchange differences on translation of foreign operations within the cumulative other comprehensive income (loss) item, which is recorded in equity . • Exchange differences on transactions entered into in order to hedge certain foreign currency risks . Foreign exchange differences on monetary items are recognized in profit or loss . Their classification in the income statement depends on their nature . Differences arising from fluctuations related to operating activities are presented in the “other expenses” line (see Note 19) while fluctuations related to non-operating activities such as financing activities are presented as part of “foreign exchange gain (loss)” line in the income statement . For incorporation into the Company’s consolidated financial statements, each foreign subsidiary, associates or joint venture’s individual financial statements are translated into Mexican pesos, as follows: • For hyperinflationary economic environments, the inflation effects of the origin country are recognized pursuant IAS 29 Financial Reporting in Hyperinflationary Economies, and subsequently translated into Mexican pesos using the year-end exchange rate for the consolidated statements of financial position and consolidated income statement and comprehensive income; and • For non-hyperinflationary economic environments, assets and liabilities are translated into Mexican pesos using the year-end exchange rate, equity is translated into Mexican pesos using the historical exchange rate, and the income statement and comprehensive income is translated using the exchange rate at the date of each transaction . The Company uses the average exchange rate of each month if the exchange rate does not fluctuate significantly . 17 Country or Zone Guatemala Costa Rica Panama Colombia Nicaragua Argentina Venezuela a) Brazil Chile Euro Zone Peru Ecuador Philippines Functional / Recording Currency Quetzal Colon U.S. dollar Colombian peso Cordoba Argentine peso Bolivar Reais Chilean peso Euro (€) Nuevo Sol Peso Philippine peso Exchange Rates of Local Currencies Translated to Mexican Pesos Average Exchange Rate for Exchange Rate as of 2016 2.46 0.03 18.66 0.01 0.65 1.26 a) 5.39 0.03 20.66 5.53 18.66 0.39 2015 2.07 0.03 15.85 0.01 0.58 1.71 a) 4.81 0.02 17.60 4.99 15.85 0.35 2014 1.72 0.02 13.30 0.01 0.51 1.64 a) 5.66 0.02 17.66 4.68 13.30 0.30 December 31, 2016 December 31, 2015 2.75 0.04 20.66 0.01 0.70 1.30 a) 6.34 0.03 21.77 6.15 20.66 0.41 2.25 0.03 17.21 0.01 0.62 1.32 a) 4.41 0.02 18.94 5.05 17.21 0.36 a) Venezuela The Company has operated under exchange controls in Venezuela since 2003, which limit its ability to remit dividends abroad or make payments other than in local currency and which may increase the real price paid for raw materials and services purchased in local currency . Cash balances of the Company’s Venezuelan subsidiary which are not available for use at the time the Company prepares its consolidated financial statements are disclosed in Note 5 . The exchange rate used by the Company for its Venezuelan operations depends on the type of the transaction as explained below . As of December 31, 2016 and 2015, the companies in Venezuela were able to convert bolivars to U .S . dollars at one of the following legal exchange rates: i) The official exchange rate . Used for transactions involving what the Venezuelan government considers to be “essential goods and services” . Until March 10, 2016, most of the Company’s concentrate purchases from The Coca-Cola Company and other strategic suppliers qualified for such treatment . As of December 31, 2014 and 2015 the official exchange rate was 6 .30 bolivars per U .S . dollar . ii) SICAD . Used for certain transactions, including payment of services and payments related to foreign investments in Venezuela, determined by the state-run system known as Sistema Complementario de Administración de Divisas or SICAD exchange rate . The SICAD determined this alternative exchange rate based on limited periodic sales of U .S . dollars through auctions . As of December 31, 2015 the SICAD exchange rate was 13 .50 bolivars per U .S . dollar (Ps . 1 .27 per bolivar) . During part of 2015, SICAD was used for certain types of transactions including purchases from other strategic suppliers that did not qualify by the official exchange rate . iii) SICAD II . The Venezuelan government enacted a new law in 2014 that authorized an additional method of exchanging Venezuelan bolivars to U .S . dollars . During part of 2015 SICAD-II was used for certain types of transactions not covered by the official exchange rate or the SICAD exchange rate . In February 2015, this exchange rate was eliminated . iv) SIMADI . In February 2015, the Venezuelan government enacted a new market-based exchange rate determined by the system known as the Sistema Marginal de Divisas, or SIMADI . The SIMADI determined the exchange rates based on supply and demand of U .S . dollars . The SIMADI exchange rate as of December 31, 2015 was 198 .70 bolivars per U .S . dollar (Ps . 0 .09 per bolivar) . As of December 31 2015, the Company used SIMADI to translated its results of their Venezuela subsidiary . v) DIPRO and DICOM . In March 10, 2016, the Venezuelan government announced the replacement of (a) the SIMADI exchange rate with a new market based exchange rate known as Divisas Complementarias, or “DICOM”, and (b) the official exchange rate with a preferential exchange rate denominated Divisa Protegida, or “DIPRO” . The DIPRO exchange rate is determined by the Venezuelan government and may be used to settle imports of a list of goods and raw materials . The DICOM exchange rate is determined based on supply and demand of U .S . dollars . As of December 31, 2016 the DIPRO and DICOM exchange rates were 10 bolivars and 673 .76 bolivars per U .S . dollar, respectively . As of December 31, 2016 the Company used the DIPRO exchange rates to remeasure some of their liabilities in U .S . dollar that were originally recorded at the official exchange rate . The DICOM exchange rate was used in the remeasurement of certain liabilities and in the translation of the financial statements of their Venezuelan operations . The Company’s recognition of its Venezuelan operations involves a two-step accounting process in order to translate into bolivars all transactions in a different currency than bolivars and then to translate the bolivar amounts to Mexican Pesos . Step-one .- Transactions are first recorded in the stand-alone accounts of the Venezuelan subsidiary in its functional currency, which are bolivars . Any non-bolivar denominated monetary assets or liabilities are translated into bolivars at each balance sheet date using the exchange rate at which the Company expects them to be settled, with the corresponding effect of such translation being recorded in the income statement . As of December 31, 2016 Coca-Cola FEMSA had U .S . $429 .8 million in monetary liabilities recorded using DIPRO exchange rate, and U .S . $189 .8 recorded at DICOM . As of December 31, 2015 Coca-Cola FEMSA had U .S . $418 .5 million in monetary liabilities recorded using the official exchange rate, and U .S . $138 .7 recorded at SICAD at the moment this exchange rate was determined by the government, of which U .S . $44 .9 million were recorded at 12 .00 bolivars, U .S . $35 .9 were recorded at 12 .80 bolivars and U .S . $57 .9 at 13 .50 bolivars . Coca-Cola FEMSA believes that these account payables for imports of essential goods should continue to qualify as transactions that may be settled using the DICOM rate, as they were recorded, but also recognizes the current illiquidity of the U .S . dollar market in Venezuela . If there is a change in the official exchange rate used in the future, or should Coca-Cola FEMSA determine these amounts no longer qualify, the Coca-Cola FEMSA may need to recognize a portion of the impact of this change in the income statement . Step-two .- In order to integrate the results of the Venezuelan operations into the consolidated figures of Coca-Cola FEMSA, such Venezuelan results are translated from Venezuelan bolivars into Mexican pesos . During 2016 and 2015, the Coca-Cola FEMSA used DICOM (673 .76 bolivars per USD) and SIMADI exchange rate (198 .70 bolivars per USD) for accounting purposes respectively, based on the expectations that these would have been the exchange rate to what dividends will be settled . 18 On the disposal of a foreign operation (i .e . a disposal of the Company’s entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, a disposal involving loss of joint control over a joint venture that includes a foreign operation, or a disposal involving loss of significant influence over an associate that includes a foreign operation), all of the exchange differences accumulated in other comprehensive income in respect of that operation attributable to the owners of the Company are recognized in the consolidated income statement . The Company continues to monitor all of its foreign operations, but most notably its Venezuela operations for the reasons explained herein . Over the past few years, the Coca-Cola FEMSA has recognized significant amounts of exchange difference in accumulated other comprehensive loss (approximating Ps . 20,230 million) related to such Venezuela operations . To the extent that economic and or operational conditions were to worsen in the future resulting in a conclusion that the Coca-Cola FEMSA no longer controls such operations, such would result in both deconsolidation and an income statement charge for the accumulated exchange loss . There can be no assurances that such might not happen in the future . In addition, in relation to a partial disposal of a subsidiary that does not result in the Coca-Cola FEMSA losing control over the subsidiary, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognized in profit or loss . For all other partial disposals (i .e ., partial disposals of associates or joint ventures that do not result in the Company losing significant influence or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss . Goodwill and fair value adjustments on identifiable assets and liabilities acquired arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the rate of exchange prevailing at the end of each reporting period . Foreign exchange differences arising are recognized in equity as part of the cumulative translation adjustment . The translation of assets and liabilities denominated in foreign currencies into Mexican pesos is for consolidation purposes and does not indicate that the Company could realize or settle the reported value of those assets and liabilities in Mexican pesos . Additionally, this does not indicate that the Company could return or distribute the reported Mexican peso value in equity to its shareholders . 3.4 Recognition of the effects of inflation in countries with hyperinflationary economic environments The Company recognizes the effects of inflation on the financial information of its Venezuelan subsidiary that operates in hyperinflationary economic environments (when cumulative inflation of the three preceding years is approaching, or exceeds, 100% or more in addition to other qualitative factors), which consists of: • Using inflation factors to restate non-monetary assets, such as inventories, property, plant and equipment, intangible assets, including related costs and expenses when such assets are consumed or depreciated; • Applying the appropriate inflation factors to restate capital stock, additional paid-in capital, net income, retained earnings and items of other comprehensive income by the necessary amount to maintain the purchasing power equivalent in the currency of Venezuela on the dates such capital was contributed or income was generated up to the date those consolidated financial statements are presented; and • Including the monetary position gain or loss in consolidated net income . The Company restates the financial information of subsidiaries that operate in hyperinflationary economic environment using the consumer price index of each country (CPI) . As of December 31, 2016, 2015, and 2014, the operations of the Company are classified as follows: Country Mexico Guatemala Costa Rica Panama Colombia Nicaragua Argentina a) Venezuela Brazil Philippines (equity method investment) Euro Zone Chile Peru Ecuador Cumulative Inflation 2014- 2016 9.9% 10.6% 5.1% 2.8% 17.0% 13.1% 99.7% 2263.0% 25.2% 5.7% 1.2% 12.2% 11.2% 8.4% Type of Economy Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Cumulative Inflation 2013- 2015 10.5% 10.8% 8.1% 5.1% 12.8% 15.8% 59.2% 562.9% 24.7% 8.3% 0.9% 12.5% 10.8% 10.0% Type of Economy Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Cumulative Inflation 2012- 2014 12.4% 11.5% 14.6% 9.7% 8.1% 21.9% 52.6% 210.2% 19.0% 9.9% 2.9% 9.4% 9.0% 10.9% Type of Economy Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary Non-hyperinflationary a) As of December 2016 there are multiple inflation indices (including combination of indices in the case of CPI or certain months without official available information in the case of National Wholesale Price Index (WPI), as follows: i) CPI for the City and Greater Buenos Aires Area (New CPI-CGBA), for which the IMF noted improvements in quality, this new consumer price index will only be provided for periods after April 2016 and does not provide national coverage . The cumulative CPI inflation (using the indices of the City of Buenos Aires for November 2015 to April 2016) for the three years was 104 .6% as of November 2016 . ii) “Coeficiente de Estabilización de Referencia” (CER or Reference Stabilization Ratio) to calculate the three-year cumulative inflation rate in Argentina, the CER is used by the government of Argentina to adjust the rate they pay on certain adjustable rate bonds they issue . At November 30, 2016, the three-year cumulative inflation rate based on CER data is estimated to be approximately 92% . iii) WPI with a cumulative inflation for three years of 92 .2% at November 2016 but not including information for November and December 2015 since it was not published by the National Bureau of Statistics of Argentina (INDEC) . The WPI has historically been viewed as the most relevant inflation measure for companies by practitioners in Argentina . As a result of the existence of multiple inflation indices, the Company believes it necessitates an increased level of judgment in determining whether the economy of Argentina should be considered highly inflationary . 19 The Company believes that general market sentiment is that on the basis of the quantitative and qualitative indicators in IAS 29, the economy of Argentina should not be considered as hyperinflationary as of December 31, 2016 . However, it is possible that certain market participants and regulators could have varying views on this topic both during 2016 and as Argentina’s economy continues to evolve in 2017 . The Company will continue to carefully monitor the situation and make appropriate changes if and when necessary . 3.5 Cash and cash equivalents and restricted cash Cash is measured at nominal value and consists of non-interest bearing bank deposits . Cash equivalents consist principally of short-term bank deposits and fixed rate investments, both with maturities of three months or less at the acquisition date and are recorded at acquisition cost plus interest income not yet received, which is similar to market prices . The Company also maintains restricted cash held as collateral to meet certain contractual obligations (see Note 9 .2) . Restricted cash is presented within other current financial assets given that the restrictions are short-term in nature . 3.6 Financial assets Financial assets are classified into the following specified categories: “fair value through profit or loss (FVTPL) ,” “held-to-maturity investments,” “available-for-sale” and “loans and receivables” or as derivatives designated as hedging instruments in an effective hedge, as appropriate . The classification depends on the nature and purpose of holding the financial assets and is determined at the time of initial recognition . When a financial asset is recognized initially, the Company measures it at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset . The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest . The Company’s financial assets include cash, cash equivalents and restricted cash, investments with maturities of greater than three months, loans and receivables, derivative financial instruments and other financial assets . 3.6.1 Effective interest rate method (EIR) The effective interest rate method is a method of calculating the amortized cost of loans and receivables and other financial assets (designated as held to-maturity) and of allocating interest income/expense over the relevant period . The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees on points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial asset, or (where appropriate) a shorter period, to the net carrying amount on initial recognition . 3.6.2 Investments Investments consist of debt securities and bank deposits with maturities of more than three months at the acquisition date . Management determines the appropriate classification of investments at the time of purchase and assesses such designation as of each reporting date (see Note 6) . 3.6.2.1 Held-to maturity investments are those that the Company has the positive intent and ability to hold to maturity, and after initial measurement, such financial assets are subsequently measured at amortized cost, which includes any cost of purchase and premium or discount related to the investment . Subsequently, the premium/discount is amortized over the life of the investment based on its outstanding balance utilizing the effective interest method less any impairment . Interest and dividends on investments classified as held-to maturity are included in interest income . 3.6.3 Loans and receivables Loans and receivables are non-derivative financial instruments with fixed or determinable payments that are not quoted in an active market . Loans and receivables with a stated term (including trade and other receivables) are measured at amortized cost using the effective interest method, less any impairment . Interest income is recognized by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial . For the years ended December 31, 2016, 2015 and 2014 the interest income on loans and receivables recognized in the interest income line item within the consolidated income statements is Ps . 41, Ps . 53 and Ps . 47, respectively . 3.6.4 Other financial assets Other financial assets include long term accounts receivable, derivative financial instruments and recoverable contingencies acquired from business combinations . Long term accounts receivable with a stated term are measured at amortized cost using the effective interest method, less any impairment . 3.6.5 Impairment of financial assets Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period . Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, (an incurred “loss event”) and that loss event has an impact on the estimated future cash flows of the financial assets that can be reliably estimated . Evidence of impairment may include indicators as follows: • Significant financial difficulty of the issuer or counterparty; or • Default or delinquent in interest or principal payments; or • It becoming probable that the borrower will enter bankruptcy or financial re-organization; or • The disappearance of an active market for that financial asset because of financial difficulties . For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate . The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance for doubtful accounts . When a trade receivable is considered uncollectible, it is written off against the allowance account . Subsequent recoveries of amounts previously written off are credited to the allowance account . Changes in the carrying amount of the allowance account are recognized in consolidated net income . 20 3.6.6 Derecognition A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when: • The rights to receive cash flows from the financial asset have expired, or • The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset . 3.6.7 Offsetting of financial instruments Financial assets are required to be offset against financial liabilities and the net amount reported in the consolidated statement of financial position if, and only when the Company: • Currently has an enforceable legal right to offset the recognized amounts; and • Intends to settle on a net basis, or to realize the assets and settle the liabilities simultaneously . 3.7 Derivative financial instruments The Company is exposed to different risks related to cash flows, liquidity, market and third party credit . As a result, the Company contracts different derivative financial instruments in order to reduce its exposure to the risk of exchange rate fluctuations between the Mexican peso and other currencies, and interest rate fluctuations associated with its borrowings denominated in foreign currencies and the exposure to the risk of fluctuation in the costs of certain raw materials . The Company values and records all derivative financial instruments and hedging activities, in the consolidated statement of financial position as either an asset or liability measured at fair value, considering quoted prices in recognized markets . If such instruments are not traded in a formal market, fair value is determined by applying techniques based upon technical models supported by sufficient, reliable and verifiable market data . Changes in the fair value of derivative financial instruments are recorded each year in current earnings otherwise as a component of cumulative other comprehensive income based on the item being hedged and the effectiveness of the hedge . 3.7.1 Hedge accounting The Company designates certain hedging instruments, which include derivatives to cover foreign currency risk, as either fair value hedges or cash flow hedges . Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges . At the inception of the hedge relationship, the Company documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions . Furthermore, at the inception of the hedge and on an ongoing basis, the Company documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk . 3.7.1.1 Cash flow hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading valuation of the effective portion of derivative financial instruments . The gain or loss relating to the ineffective portion is recognized immediately in consolidated net income, and is included in the market value (gain) loss on financial instruments line item within the consolidated income statements . Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to consolidated net income in the periods when the hedged item is recognized in consolidated net income, in the same line of the consolidated income statement as the recognized hedged item . However, when the hedged forecast transaction results in the recognition of a non-financial asset or a non-financial liability, the gains and losses previously recognized in other comprehensive income and accumulated in equity are transferred from equity and included in the initial measurement of the cost of the non-financial asset or non-financial liability . Hedge accounting is discontinued when the Company revokes the hedging relationship, when the hedging instrument expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting . Any gain or loss recognized in cumulative other comprehensive income in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in consolidated net income . When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in consolidated net income . 3.7.1.2 Fair value hedges The change in the fair value of a hedging derivative is recognized in the consolidated income statement as foreign exchange gain or loss . The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognized in the consolidated income statement as foreign exchange gain or loss . For fair value hedges relating to items carried at amortized cost, , any adjustment to carrying value is amortized through profit or loss over the remaining term of the hedge using the EIR method . EIR amortization may begin as soon as an adjustment exists and no later than when the hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged . If the hedged item is derecognized, the unamortized fair value is recognized immediately in profit or loss . When an unrecognized firm commitment is designated as a hedged item, the subsequent cumulative change in the fair value of the firm commitment attributable to the hedged risk is recognized as an asset or liability with a corresponding gain or loss recognized in the consolidated net income . 3.7.2 Hedge of net investment in a foreign business The Company applies hedge accounting to foreign currency differences arising between the functional currency of its investments abroad and the functional currency of the holding (Mexican peso), regardless of whether the net investment is held directly or through a sub-holding . Differences in foreign currency that arise in the conversion of a financial liability designated as a hedge of a net investment in a foreign operation are recognized in other comprehensive income in the exchange differences on the translation of foreign operations and associates caption in other comprehensive income, to the extent that the hedge is effective . To the extent that the hedge is ineffective, such differences are recognized as market value gain or loss on financial instruments within the consolidated income statements . When part of the hedge of a net investment is eliminated, the corresponding accumulated foreign currency translation effect is recognized as part of the gain or loss on disposal within the consolidated income statement . 21 3.8 Fair value measurement The Company measures financial instruments, such as derivatives, and non-financial assets, at fair value at each balance sheet date . Also, fair values of financial instruments measured at amortized cost are disclosed in Notes 13 and 18 . Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date . The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: • • In the principal market for the asset or liability; or In the absence of a principal market, in the most advantageous market for the asset or liability . A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use . The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs . All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole: • Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date . • Level 2 — Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly . • Level 3 — Are unobservable inputs for the asset or liability . Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date . For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period . The Company determines the policies and procedures for both recurring fair value measurements, such as those described in Note 20 and unquoted liabilities such as debt described in Note 18 . For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above . 3.9 Inventories and cost of goods sold Inventories are measured at the lower of cost and net realizable value . Net realizable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale . Inventories represent the acquisition or production cost which is incurred when purchasing or producing a product . The operating segments of the Company use inventory costing methodologies to value their inventories, such as the weighted average cost method in Coca-Cola FEMSA, retail method (a method to estimate the average cost) in FEMSA Comercio – Retail Division and FEMSA Comercio – Health Division; and acquisition method in FEMSA Comercio – Fuel Division, except for the distribution centers which are valued with average cost method . Cost of goods sold is based on the weighted average cost of the inventories at the time of sale . Cost of goods sold includes expenses related to the purchase of raw materials used in the production process, as well as labor costs (wages and other benefits), depreciation of production facilities, equipment and other costs, including fuel, electricity, equipment maintenanceand inspection; expenses related to the purchase of goods and services used in the sale process of the Company´s products and expenses related to the purchase of gasoline, diesel and all engine lubricants used in the sale process of the Company . 3.10 Other current assets Other current assets, which will be realized within a period of less than one year from the reporting date, are comprised of prepaid assets and product promotion agreements with customers . Prepaid assets principally consist of advances to suppliers of raw materials, advertising, promotional, leasing and insurance costs, and are recognized as other current assets at the time of the cash disbursement . Prepaid assets are carried to the appropriate caption in the income statement when inherent benefits and risks have already been transferred to the Company or services have been received, respectively . The Company has prepaid advertising costs which consist of television and radio advertising airtime in advance . These expenses are generally amortized over the period based on the transmission of the television and radio spots . The related production costs are recognized in consolidated net income as incurred . Coca-Cola FEMSA has agreements with customers for the right to sell and promote Coca-Cola FEMSA’s products over a certain period . The majority of these agreements have terms of more than one year, and the related costs are amortized using the straight-line method over the term of the contract, with amortization presented as a reduction of net sales . During the years ended December 31, 2016, 2015 and 2014, such amortization aggregated to Ps . 582, Ps . 317 and Ps . 338, respectively . 3.11 Investments in associates and joint arrangements 3.11.1 Investments in associates Associates are those entities over which the Company has significant influence . Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control over those policies . Upon loss of significant influence over the associate, the Company measures and recognizes any retained investment at its fair value . Investments in associates are accounted for using the equity method and initially recognized at cost, which comprises the investment’s purchase price and any directly attributable expenditure necessary to acquire it . The carrying amount of the investment is adjusted to recognize changes in the Company’s shareholding of the associate since the acquisition date . The financial statements of the associates are prepared for the same reporting period as the Company . The consolidated financial statements include the Company’s share of the consolidated net income and other comprehensive income, after adjustments to align the accounting policies with those of the Company, from the date that significant influence commences until the date that significant influence ceases . 22 Profits and losses resulting from ‘upstream’ and ‘downstream’ transactions between the Company (including its consolidated subsidiaries) and an associate are recognized in the consolidated financial statements only to the extent of unrelated investors’ interests in the associate . ‘Upstream’ transactions are, for example, sales of assets from an associate to the Company . ‘Downstream’ transactions are, for example, sales of assets from the Company to an associate . The Company’s share in the associate’s profits and losses resulting from these transactions is eliminated . When the Company’s share of losses exceeds the carrying amount of the associate, including any advances, the carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Company has a legal or constructive obligation to pay the associate or has to make payments on behalf of the associate . Goodwill identified at the acquisition date is presented as part of the investment in shares of the associate in the consolidated statement of financial position . Any goodwill arising on the acquisition of the Company’s interest in an associate is measured in accordance with the Company’s accounting policy for goodwill arising in a business combination, see Note 3 .2 . After application of the equity method, the Company determines whether it is necessary to recognize an additional impairment loss on its investment in its associate . The Company determines at each reporting date whether there is any objective evidence that the investment in the associates is impaired . If this is the case, the Company calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value, and recognizes the amount in the share of the profit or loss of associates and joint ventures accounted for using the equity method in the consolidated income statements . 3.11.2 Joint arrangements A joint arrangement is an arrangement of which two or more parties have joint control . Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control . The Company classifies its interests in joint arrangements as either joint operations or joint ventures depending on the Company’s rights to the assets and obligations for the liabilities of the arrangements . Joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement . The Company recognizes its interest in the joint ventures as an investment and accounts for that investment using the equity method, as described in Note 3 .11 .1 . As of December 31, 2016 and 2015 the Company does not have an interest in joint operations . Upon loss of joint control over the joint venture, the Company measures and recognizes any retained investment at its fair value . 3.12 Property, plant and equipment Property, plant and equipment are initially recorded at their cost of acquisition and/or construction, and are presented net of accumulated depreciation and/or accumulated impairment losses, if any . The borrowing costs related to the acquisition or construction of qualifying asset is capitalized as part of the cost of that asset, if material . Major maintenance costs are capitalized as part of total acquisition cost . Routine maintenance and repair costs are expensed as incurred . Investments in progress consist of long-lived assets not yet in service, in other words, that are not yet ready for the purpose that they were bought, built or developed . The Company expects to complete those investments during the following 12 months . Depreciation is computed using the straight-line method over the asset’s estimated useful life . Where an item of property, plant and equipment comprises major components having different useful lives, they are accounted and depreciated for as separate items (major components) of property, plant and equipment . The Company estimates depreciation rates, considering the estimated useful lives of the assets . The estimated useful lives of the Company’s principal assets are as follows: Buildings Machinery and equipment Distribution equipment Refrigeration equipment Returnable bottles Leasehold improvements Information technology equipment Other equipment Years 15-50 10-20 7-15 5-7 1.5-4 The shorter of lease term or 15 years 3-5 3-10 The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis . An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset . Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds (if any) and the carrying amount of the asset and is recognized in consolidated net income . Returnable and non-returnable bottles: Coca-Cola FEMSA has two types of bottles: returnable and non-returnable . • Non returnable: Are recorded in consolidated net income at the time of the sale of the product . • Returnable: Are classified as long-lived assets as a component of property, plant and equipment . Returnable bottles are recorded at acquisition cost and for countries with hyperinflationary economies, restated according to IAS 29, Depreciation of returnable bottles is computed using the straight-line method considering their estimated useful lives . There are two types of returnable bottles: • Those that are in Coca-Cola FEMSA’s control within its facilities, plants and distribution centers; and • Those that have been placed in the hands of customers, and still belong to Coca-Cola FEMSA . 23 Returnable bottles that have been placed in the hands of customers are subject to an agreement with a retailer pursuant to which Coca-Cola FEMSA retains ownership . These bottles are monitored by sales personnel during periodic visits to retailers and Coca-Cola FEMSA has the right to charge any breakage identified to the retailer . Bottles that are not subject to such agreements are expensed when placed in the hands of retailers . Coca-Cola FEMSA’s returnable bottles are depreciated according to their estimated useful lives (3 years for glass bottles and 1 .5 years for PET bottles) . Deposits received from customers are amortized over the same useful estimated lives of the bottles . 3.13 Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale . Borrowing costs may include: • Interest expense; and • Exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs . Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization . All other borrowing costs are recognized in consolidated net income in the period in which they are incurred . 3.14 Intangible assets Intangible assets are identifiable non monetary assets without physical substance and represent payments whose benefits will be received in future years . Intangible assets acquired separately are measured on initial recognition at cost . The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition (see Note 3 .2) . Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses . The useful lives of intangible assets are assessed as either finite or indefinite, in accordance with the period over which the Company expects to receive the benefits . Intangible assets with finite useful lives are amortized and mainly consist of: • Information technology and management system costs incurred during the development stage which are currently in use . Such amounts are capitalized and then amortized using the straight-line method over their expected useful lives, with a range in useful lives from 3 to 10 years . Expenses that do not fulfill the requirements for capitalization are expensed as incurred . • Long-term alcohol licenses are amortized using the straight-line method over their estimated useful lives, which range between 12 and 15 years, and are presented as part of intangible assets with finite useful lives . Amortized intangible assets, such as finite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable through its expected future cash flows . Intangible assets with an indefinite life are not amortized and are subject to impairment tests on an annual basis as well as whenever certain circumstances indicate that the carrying amount of those intangible assets exceeds their recoverable value . The Company’s intangible assets with an indefinite life mainly consist of rights to produce and distribute Coca-Cola trademark products in the Company’s territories . These rights are contained in agreements that are standard contracts that The Coca-Cola Company has with its bottlers . Additionaly, the Company´s intangible assets with an indefinite life consist of FEMSA Comercio – Health Division´s trademark rights which consist of standalone beauty store retail banners, pharmaceutical distribution to third-party clients and the production of generic and bioequivalent pharmaceuticals . As of December 31, 2016, Coca-Cola FEMSA had nine bottler agreements in Mexico: (i) the agreements for the Valley of Mexico territory, which are up for renewal in August 2017 and June 2023, (ii) the agreement for the Southeast territory, which is up for renewal in June 2023, (iii) three agreements for the Central territory, which are up for renewal in August 2017 (two agreements), and May 2025, (iv) the agreement for the Northeast territory, which is up for renewal in August 2017, and (v) two agreements for the Bajio territory, which are up for renewal in August 2017 and May 2025 . As of December 31, 2016, Coca-Cola FEMSA had nine bottler agreements in Brazil, which are up for renewal in October 2017 (seven agreements) and April 2024 (two agreements); and one bottler agreement in each of Argentina, which is up for renewal in September 2024; Colombia, which is up for renewal in June 2024; Venezuela, which is up for renewal in August 2026; Guatemala, which is up for renewal in March 2025; Costa Rica, which is up for renewal in September 2017; Nicaragua, which is up for renewal in May 2026 and Panama, which is up for renewal in November 2024 . The bottler agreements are automatically renewable for ten-year terms, subject to the right of either party to give prior notice that it does not wish to renew a specific agreement . In addition, these agreements generally may be terminated in the case of material breach . Termination would prevent Coca-Cola FEMSA from selling Coca- Cola trademark beverages in the affected territory and would have an adverse effect on the Company´s business, financial conditions, results from operations and prospects . 3.15 Non-current assets held for sale Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use . This condition is regarded as met only when the sale is highly probable and the non-current asset (or disposal group) is available for immediate sale in its present condition . Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification . When the Company is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Company will retain a non-controlling interest in its former subsidiary after the sale . Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their previous carrying amount and fair value less costs to sell . 3.16 Impairment of long-lived assets At the end of each reporting period, the Company reviews the carrying amounts of its long-lived tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss . If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any) . Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs . Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual CGUs, or otherwise they are allocated to the smallest CGUs for which a reasonable and consistent allocation basis can be identified . 24 For the purpose of impairment testing, where a reasonable basis of allocation can not be identified, goodwill acquired in a business combination, from the acquisition date, is allocated to each of the group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units . For goodwill and other indefinite lived intangible assets, the Company tests for impairment on an annual basis and whenever certain circumstances indicate that the carrying amount of related CGU might exceed its recoverable amount . Recoverable amount is the higher of fair value less costs to sell and value in use . In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted, as discussed in Note 2 .3 .1 .1 . If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount . An impairment loss is recognized immediately in consolidated net income . Where an impairment loss subsequently reverses, the carrying amount of the asset (or CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or CGU) in prior years . A reversal of an impairment loss is recognized immediately in consolidated net income . Impairment losses related to goodwill are not reversible . For the year ended December 31, 2015 and 2014, the Company recognized impairment of Ps . 134 and Ps . 145, respectively (see Note 19) . 3.17 Leases The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement . Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee . All other leases are classified as operating leases . Assets held under finance leases are initially recognized as assets of the Company at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments . The corresponding liability to the lessor is included in the consolidated statement of financial position as a finance lease obligation . Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability . Interest expenses are recognized immediately in consolidated net income, unless they are directly attributable to qualifying assets, in which case they are capitalized in accordance with the Company’s general policy on borrowing costs . Contingent rentals are recognized as expenses in the periods in which they are incurred . Assets held under finance leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease . Operating lease payments are recognized as an expense on a straight-line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed . Contingent rentals arising under operating leases are recognized as an expense in the period in which they are incurred . In the event that lease incentives are received to enter into operating leases, such incentives are recognized as a liability . The aggregate benefit of incentives is recognized as a reduction of rental expense on a straight-line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed . Leasehold improvements on operating leases are amortized using the straight-line method over the shorter of either the useful life of the assets or the related lease term . 3.18 Financial liabilities and equity instruments 3.18.1 Classification as debt or equity Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument . 3.18.2 Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities . Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs . Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity . No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments . 3.18.3 Financial liabilities Initial recognition and measurement Financial liabilities within the scope of IAS 39 are classified as financial liabilities at FVTPL, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate . The Company determines the classification of its financial liabilities at initial recognition . All financial liabilities are recognized initially at fair value less, in the case of loans and borrowings, directly attributable transaction costs . The Company´s financial liabilities include trade and other payables, loans and borrowings, and derivative financial instruments, see Note 3 .7 . Subsequent measurement The measurement of financial liabilities depends on their classification as described below . 3.18.4 Loans and borrowings After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the effective interest method . Gains and losses are recognized in the consolidated income statements when the liabilities are derecognized as well as through the effective interest method amortization process . Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest method . The effective interest method amortization is included in interest expense in the consolidated income statements, see Note 18 . 3.18.5 Derecognition A financial liability is derecognized when the obligation under the liability is discharged, cancelled or expires . When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability . The difference in the respective carrying amounts is recognized in the consolidated income statements . 25 3.19 Provisions Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation . The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation . When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (where the effect of the time value of money is material) . When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably . The Company recognizes a provision for a loss contingency when it is probable (i .e ., the probability that the event will occur is greater than the probability that it will not) that certain effects related to past events, would materialize and can be reasonably quantified . These events and their financial impact are also disclosed as loss contingencies in the consolidated financial statements when the risk of loss is deemed to be other than remote . The Company does not recognize an asset for a gain contingency until the gain is realized, see Note 25 . Restructuring provisions are recognized only when the recognition criteria for provisions are fulfilled . The Company has a constructive obligation when a detailed formal plan identifies the business or part of the business concerned, the location and number of employees affected, a detailed estimate of the associated costs, and an appropriate timeline . Furthermore, the employees affected must have been notified of the plan’s main features . 3.20 Post-employment and other long-term employee benefits Post-employment and other long-term employee benefits, which are considered to be monetary items, include obligations for pension and retirement plans, seniority premiums and postretirement medical services, are all based on actuarial calculations, using the projected unit credit method . In Mexico, the economic benefits from employee benefits and retirement pensions are granted to employees with 10 years of service and minimum age of 60 . In accordance with Mexican Labor Law, the Company provides seniority premium benefits to its employees under certain circumstances . These benefits consist of a one- time payment equivalent to 12 days wages for each year of service (at the employee’s most recent salary, but not to exceed twice the legal minimum wage), payable to all employees with 15 or more years of service, as well as to certain employees terminated involuntarily prior to the vesting of their seniority premium benefit . For qualifying employees, the Company also provides certain post-employment healthcare benefits such as the medical-surgical services, pharmaceuticals and hospital . For defined benefit retirement plans and other long-term employee benefits, such as the Company’s sponsored pension and retirement plans, seniority premiums and postretirement medical service plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each reporting period . All remeasurements effects of the Company’s defined benefit obligation such as actuarial gains and losses are recognized directly in other comprehensive income (“OCI”) . The Company presents service costs within cost of goods sold, administrative and selling expenses in the consolidated income statements . The Company presents net interest cost within interest expense in the consolidated income statements . The projected benefit obligation recognized in the consolidated statement of financial position represents the present value of the defined benefit obligation as of the end of each reporting period . Certain subsidiaries of the Company have established plan assets for the payment of pension benefits, seniority premiums and postretirement medical services through irrevocable trusts of which the employees are named as beneficiaries, which serve to increase the funded status of such plans’ related obligations . Costs related to compensated absences, such as vacations and vacation premiums, are recognized on an accrual basis . Cost for mandatory severance benefits are recorded when the related event occurs . The Company recognizes a liability and expense for termination benefits at the earlier of the following dates: a) When it can no longer withdraw the offer of those benefits; or b) When it recognizes costs for a restructuring that is within the scope of IAS 37 “Provisions, Contingent Liabilities and Contingent Assets,” and involves the payment of termination benefits . The Company is demonstrably committed to a termination when, and only when, the entity has a detailed formal plan for the termination and is without realistic possibility of withdrawal . A settlement occurs when an employer enters into a transaction that eliminates all further legal of constructive obligations for part or all of the benefits provided under a defined benefit plan . A curtailment arises from an isolated event such as closing of a plant, discontinuance of an operation or termination or suspension of a plan . Gains or losses on the settlement or curtailment of a defined benefit plan are recognized when the settlement or curtailment occurs . During 2014, Coca-Cola FEMSA settled its pension plan in Brazil and consequently recognized the corresponding effects of the settlement on the results of the current period, refer to Note 16 . 3.21 Revenue recognition Sales of all of the Company products (including retail and consumer goods, fuel and others) are recognized as revenue upon delivery to the customer, and once all the following conditions are satisfied: • The Company has transferred to the buyer the significant risks and rewards of ownership of the goods; • The Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; • The amount of revenue can be measured reliably; • It is probable that the economic benefits associated with the transaction will flow to the Company; and • The costs incurred or to be incurred in respect of the transaction can be measured reliably . All of the above conditions are typically met at the point in time that goods are delivered to the customer at the customers’ facilities . Net sales reflect units delivered at list prices reduced by promotional allowances, discounts and the amortization of the agreements with customers to obtain the rights to sell and promote the Company’s products . Rendering of services and other Revenue arising from logistic transportation, maintenance services and packing of raw materials are recognized in the revenues caption in the consolidated income statement . 26 The Company recognized these transactions as revenues in accordance with the requirements established in the IAS 18 “Revenue” for delivery of goods and rendering of services, which are: a) The amount of revenue can be measured reliably; b) It is probable that the economic benefits associated with the transaction will flow to the entity . Interest income Revenue arising from the use by others of entity assets yielding interest is recognized once all the following conditions are satisfied: • The amount of the revenue can be measured reliably; and • It is probable that the economic benefits associated with the transaction will flow to the entity . For all financial instruments measured at amortized cost and interest bearing financial assets classified as held to maturity, interest income is recorded using the effective interest rate (“EIR”), which is the rate that exactly discounts the estimated future cash or receipts through the expected life of the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial asset . The related interest income is included in the consolidated income statements . 3.22 Administrative and selling expenses Administrative expenses include labor costs (salaries and other benefits, including employee profit sharing “PTU”) of employees not directly involved in the sale or production of the Company’s products, as well as professional service fees, the depreciation of office facilities, amortization of capitalized information technology system implementation costs and any other similar costs . Selling expenses include: • Distribution: labor costs (salaries and other related benefits), outbound freight costs, warehousing costs of finished products, write off of returnable bottles in the distribution process, depreciation and maintenance of trucks and other distribution facilities and equipment . For the years ended December 31, 2016, 2015 and 2014, these distribution costs amounted to Ps . 20,250, Ps . 20,205 and Ps . 19,236, respectively; • Sales: labor costs (salaries and other benefits, including PTU) and sales commissions paid to sales personnel; and • Marketing: promotional expenses and advertising costs . PTU is paid by the Company’s Mexican subsidiaries to its eligible employees . In Mexico, employee profit sharing is computed at the rate of 10% of the individual company taxable income . PTU in Mexico is calculated from the same taxable income for income tax, except for the following: a) neither tax losses from prior years nor the PTU paid during the year are deductible; and b) payments exempt from taxes for the employees are fully deductible in the PTU computation . 3.23 Income taxes Income tax expense represents the sum of the tax currently payable and deferred tax . Income taxes are charged to consolidated net income as they are incurred, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity, respectively . 3.23.1 Current income taxes Income taxes are recorded in the results of the year they are incurred . 3.23.2 Deferred income taxes Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit . Deferred tax liabilities are generally recognized for all taxable temporary differences . Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized and if any, future benefits from tax loss carry forwards and certain tax credits . Such deferred tax assets and liabilities are not recognized if the temporary difference arises from initial recognition of goodwill (no recognition of deferred tax liabilities) or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit, except in the case of Brazil, where certain goodwill amounts are at times deductible for tax purposes . The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized . Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered . Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future . Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future . Deferred income taxes are classified as a long-term asset or liability, regardless of when the temporary differences are expected to reverse . Deferred tax relating to items recognized in the other comprehensive income are recognized in correlation to the underlying transaction in OCI . Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period . The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities . In Mexico, the income tax rate is 30% for 2016, 2015 and 2014, and as result of Mexican Tax Reform for 2014, it will remain at 30% for the following years . 3.24 Share-based payments arrangements Senior executives of the Company receive remuneration in the form of share-based payment transactions, whereby employees render services as consideration for equity instruments . The equity instruments are granted and then held by a trust controlled by the Company until vesting . They are accounted for as equity settled transactions . The award of equity instruments is a fixed monetary value on grant date . 27 Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date . The fair value determined at the grant date of the equity-settled share-based payments is expensed and recognized based on the graded vesting method over the vesting period, based on the Company’s estimate of equity instruments that will eventually vest . At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest . The impact of the revision of the original estimates, if any, is recognized in consolidated net income such that the cumulative expense reflects the revised estimate . 3.25 Earnings per share The Company presents basic and diluted earnings per share (EPS) data for its shares . Basic EPS is calculated by dividing the net income attributable to controlling interest by the weighted average number of shares outstanding during the period adjusted for the weighted average of own shares purchased in the year . Diluted EPS is determined by adjusting the weighted average number of shares outstanding including the weighted average of own shares purchased in the year for the effects of all potentially dilutive securities, which comprise share rights granted to employees described above . 3.26 Issuance of subsidiary stock The Company recognizes the issuance of a subsidiary’s stock as an equity transaction . The difference between the book value of the shares issued and the amount contributed by the non-controlling interest holder or third party is recorded as additional paid-in capital . Note 4. Mergers and Acquisitions 4.1 Mergers and acquisitions The Company has had certain mergers and acquisitions for the years 2016 and 2015; which were recorded using the acquisition method of accounting . The results of the acquired operations have been included in the consolidated financial statements since the date on which the Company obtained control of the business, as disclosed below . Therefore, the consolidated income statements and the consolidated statements of financial position in the years of such acquisitions are not comparable with previous periods . The consolidated statements of cash flows for the years ended December 31, 2016 and 2015 show the cash outflow for the merged and acquired operations net of the cash acquired related to those mergers and acquisitions . For the year ended December 31, 2014, the Company did not have any acquisitions or mergers . 4.1.1 Acquisition of Vonpar On December 6, 2016, Coca-Cola FEMSA through its Brazilian subsidiary Spal Industria Brasileira de Bebidas, S .A . completed the acquisition of 100% of Vonpar S .A . (herein “Vonpar”) for a consideration transfered of Ps . 20,992 . Vonpar was a bottler of Coca-Cola trademark products which operated mainly in Rio Grande do Sul and Santa Catarina, Brazil . This acquisition was made to reinforce the Company’s leadership position in Brazil . Of the purchase price of approximately Ps . 20,992 (R$3,508); Spal paid an amount of approximately Ps . 10,370 (R$1,730) in cash on December 6, 2016 . On the same date Spal additionally paid Ps . 4,124 (R$688) in cash, of which in a subsequent and separate transaction the sellers commited to capitalize for an amount of Ps . 4,082 into Coca-Cola FEMSA in exchange for approximately 27 .9 million KOF series L shares at an implicit value of Ps . 146 .27 . At closing, Spal issued a 3-year promissory note denominated and payable in cash in Brazilian Reals for the remaining balance of Ps . 6,534 (R$1,090) . This note will pay an annual interest rate of 0 .375% plus or minus the depreciation or appreciation of the Brazilian Real relative to the U .S . Dollar, plus an additional amount in case the price of KOF shares is higher than Ps . 178 .5 per share (the “Additional Amount”), in connection with the following option: the sellers will have the option to capitalize, in an amount equivalent to the promissory note plus the Additional Amount, a new Mexican company to be merged into Coca-Cola FEMSA in order to receive KOF publicly traded shares at a price of Ps . 178 .5 . As of December 6, 2016, the fair value of KOF series L (KL) shares was Ps . 128 .88 per share, in addition the KL shares have not been issued, consequently as a result of this subsequent transaction an embedded financial instrument was originated and recorded into equity for an amount of Ps . 485 . In accordance with IAS 32, in the consolidated financial statements the purchase price was also adjusted to recognize the fair value of the embedded derivative arising from the difference between the implicit value of KL shares and the fair value at acquisition date . As of December 31, 2016 the Company is still in the process of completing its purchase price allocation of this transaction . Specifically, it is in the process of evaluating the fair value of the net assets acquired which valuation is in the process of completion with the assistance of a third party valuation expert . The Company ultimately anticipates allocating a large component of this purchase price to the value of the distribution right agreement with the Coca-Cola Company, which will be an indefinite life intangible asset . Transaction related costs of Ps . 35 were expensed by Spal as incurred, and recorded as a component of administrative expenses in the accompanying consolidated income statements . Results of operation of Vonpar have been included in the operating results from acquisition date . Coca-Cola FEMSA preliminary estimate of the fair value of Vonpar’s net assets acquired and the reconciliation of cash flows is as follows: Total current assets (including cash acquired of Ps. 1,287) Total non-current assets Distribution rights Total assets Total liabilities Net assets acquired Goodwill Total consideration transferred Amount to be paid through Promissory Notes Cash acquired of Vonpar Amount recognized as embedded financial instrument Net cash paid 28 2016 4,390 10,855 9,602 24,847 (11,709) 13,138 7,854 20,992 (6,992) (1,287) 485 13,198 Ps. Ps. Coca-Cola FEMSA expects to recover the amount recorded as goodwill through synergies related to the available production capacity . Goodwill has been allocated to Coca-Cola FEMSA´s cash generating unit in Brazil . The goodwill recognized and expected to be deductible for income tax purposes according to Brazil tax law, is Ps . 7,854 . Selected income statement information of Vonpar for the period from the acquisition date through to December 31, 2016 is as follows: Income Statement Total revenues Income before income taxes Net income 2016 1,628 380 252 Ps. Ps. 4.1.2 Acquisition of Grupo Socofar On September 30, 2015, FEMSA Comercio – Health Division completed the acquisition of 60% of Grupo Socofar . Grupo Socofar is an operator of pharmacies in South America which operated, directly and through franchises, 643 pharmacies and 154 beauty supply stores in Chile, and over 150 pharmacies in Colombia . Grupo Socofar was acquired for Ps . 7,685 in an all cash transaction . Transaction related costs of Ps . 116 were expensed by FEMSA Comercio – Health Division as incurred, and recorded as a component of administrative expenses in the accompanying consolidated income statements . Socofar was included in operating results from the closing in September 2015 . The fair value of Grupo Socofar’s net assets acquired is as follows: Total current assets (including cash acquired of Ps. 795) Total non-current assets Trademark rights Total assets Total liabilities Net assets acquired Goodwill Non-controlling interest (2) Total consideration transferred 2016 Final Purchase Price Allocation Ps. Ps. 10,499 4,240 3,033 17,772 (12,564) 5,208 4,559 (1) (2,082) 7,685 (1) As a result of the purchase price allocation which was finalized in 2016, additional fair value adjustments from those recognized in 2015 have been recognized as follow: property, plant and equipment amounted of Ps. 197, trademark rights amounted of Ps. 3,033, other intangible assets with finete live amounted of Ps. 163 and deferred tax liabilities amounted of Ps. 1,009. (2) Measured at the proportionate share of the acquiree’s identificable net assets. FEMSA Comercio – Health Division expects to recover the amount recorded as goodwill through synergies related to the implementation of successful practices from its existing Mexican operations such as speed and quality in execution of the customer’s value proposition and growth . Goodwill has been allocated to FEMSA Comercio Health Division cash generating units in South America (see Note 12) . Selected income statement information of Socofar for the period from the acquisition date through December 31, 2015 is as follows: Income Statement Total revenues Income before income taxes Net income 2015 7,583 394 354 Ps. Ps. FEMSA Comercio – Health Division entered into option transactions regarding the remaining 40% non-controlling interest not held by FEMSA Comercio – Health Division . The former controlling shareholders of Socofar may be able to put some or all of that interest to FEMSA Comercio – Health Division beginning (i) 42-months after the initial acquisition, upon the occurrence of certain events and (ii) 60 months after the initial acquisition, in any event, FEMSA Comercio – Health Division can call the remaining 40% non-controlling interest beginning on the seventh anniversary of the initial acquisition date . Both of these options would be exercisable at the then fair value of the interest and shall remain indefinitely . 4.1.3 Other acquisitions During 2016, the Company completed a smaller acquisitions which in the aggregate amounted to Ps . 5,612 . These acquisitions were primarily related to the following: (1) acquisition of 100% of Farmacias Acuña, a drugstore operator in Bogota, Colombia; at the acquisition date, Farmacias Acuña operated 51 drugstores .; (2) acquisition of an additional 50% of Specialty’s Café and Bakery Inc . shares, a small coffee and bakery restaurant (“Specialty’s”), reaching an 80% of ownership, with 56 stores in California, Washington and Illinois in the United States; (3) acquisition of 100% of Comercial Big John Limitada “Big John”, an operator of small-box retail format stores located in Santiago, Chile; at the acquisition date, Big John operated 49 stores; (4) acquisition of 100% of Operadora de Farmacias Generix, S .A .P .I . de C .V ., a regional drugstore operator in Guadalajara, Guanajuato, Mexico City and Queretaro in Mexico; at the acquisition date, Farmacias Generix operated 70 drugstores and one distribution center; (5) acquisition of 100% of Grupo Torrey (which consist in many companies constituted as S .A . de C .V .), a Mexican company with 47 years of know-how in operation in the manufacture of equipment for the processing, conservation and weighing of foods, with corporate offices in Monterrey, Mexico and (6) acquisition of 80% of Open Market, a specialized company in providing end-to-end integral logistics solutions to the local and international companies which operate in Colombia . Transactions related costs in the aggregate amounted of Ps . 46 were expensed as incurred, and recorded as a component of administrative expenses in the accompanying consolidated income statements . 29 The Company is currently in the process of allocating to all assets acquired and liabilities assumed in the acquisitions the consideration transferred as the sum of the acquisitions-dates fair values of the net assets acquired because it is conducting a detailed review process . The Company expects to finish the allocation during the following year but before the measurement period allowed by IFRS; preliminary estimate of fair value of 2016 acquisitions’ net assets acquired in the aggregate is as follows: Total current assets (including cash acquired of Ps. 211) Total non-current assets Total assets Total liabilities Net assets acquired Goodwill Non-controling interest (1) Equity interest held previously Total consideration transferred 2016 1,267 1,958 3,225 (1,664) 1,561 4,420 (369) 369 5,243 Ps. Ps. (1) In the case of the acqusition of Specialty’s the non-controling interest was measured at fair value at the acquisition date, and for Open Market the non-controling interest was recognized at the proportionate share of the net assets acquired. During 2016, FEMSA Comercio has been allocated goodwill in the acqusitions in FEMSA Comercio – Retail Division in Chile and FEMSA Comercio – Health Division in Mexico and Colombia, to each one respectively . FEMSA Comercio expects to recover the amount recorded through synergies related to the adoption of the Company’s economic current value proposition, the ability to apply the successful operational processes and expansion planning designed for each unit . Other companies dedicated to the production, distribution of coolers and logistic transportation services have been allocated goodwill of Grupo Torrey and Open Market, respectively in Mexico and Colombia . The companies dedicated to the production and distribution expect to recover the goodwill through synergies related to operative improvements; in the case of logistic transportation services, through the know how of specialized skills to attend pharmaceutical market and increasing new customers in the countries where the company operates . Selected income statement information of other acquisitions in the aggregate amount for the period from the acquisition date through December 31, 2016 is as follows: Income Statement Total revenues Income before income taxes Net income 2016 2,400 (66) (126) Ps. Ps. The former controlling shareholders of Open Market retain a put for their remaining 20% non-controlling interest that can be exercised (i) at any time after the acquisition date upon the occurrence of certain events and (ii) annually from January through April, after the third anniversary of the acquisition date . In any event, the Company through one of its subsidiaries can call the remaining 20% non-controlling interest annually from January through April, after the fifth anniversary of the acquisition date . Both options would be exercisable at the then fair value of the interest and shall remain indefinitely . Given that these options are exercisable at the then fair value on exercise date, their value is not significant at the acquisition date and at December 31, 2016 . During 2015, the Company completed smaller acquisitions and mergers which in the aggregate amounted to Ps . 5,892 . These acquisitions and mergers were primarily related to the following: acquisition of 100% Farmacias Farmacon, a regional drugstore operator in the western Mexican states of Sinaloa, Sonora, Baja California and Baja California Sur with headquarters in the city of Culiacan, Sinaloa, at the acquisition date Farmacias Farmacon operated 215 stores; merger of 100% of PEMEX franchises in which FEMSA Comercio – Fuel Division has been providing operational and administrative services for gasoline service stations through agreements with third parties, using the commercial brand name “OXXO GAS”, at the acquisition date there were 227 OXXO GAS stations; acquisition of 100% of “Zimag”, supplier of logistics services in Mexico, with experience in warehousing, distribution and value added services over twelve cities in Mexico mainly in Mexico City, Monterrey, Guanajuato, Chihuahua, Merida and Tijuana; acquisition of 100% of Atlas Transportes e Logistica, supplier of logistics services in Brazil, with experience in the service industry breakbulk logistics with a network of 49 operative centers and over 1,200 freight units through all regions in Brazil . Transactions related costs in the aggregate amounted of Ps . 39 were expensed as incurred, and recorded as a component of administrative expenses in the accompanying consolidated income statements . The fair value of other acquisitions’ net assets acquired in the aggregate is as follows: Total current assets (including cash acquired of Ps. 71) Total non-current assets Total assets Total liabilities Net assets acquired Goodwill Total consideration transferred Final Purchase Price Allocation Ps. Ps. 1,683 2,319 4,002 (2,955) 1,047 5,027 (1) 6,074 (1) As a result of the purchase price allocation which was finalized in 2016, additional fair value adjustments from those recognized in 2015 have been recognized as follow: property, plant and equipment amounted of Ps. 130, trademark rights amounted of Ps. 453 and other liabilities amounted of Ps. 1,202. FEMSA Comercio – Health Division and the logistic services business expect to recover the amount recorded as goodwill through synergies related to the ability to apply the operational processes of these business units . Farmacias Farmacon goodwill have been allocated to FEMSA Comercio – Health Division cash generating unit in Mexico and merger of PEMEX franchises goodwill have been allocated to FEMSA Comercio – Fuel Division cash generating unit in Mexico . Zimag and Atlas Transportes e Logistica goodwill have been allocated into logistic services business’s cash generating unit in Mexico and Brazil, respectively . 30 Selected income statement information of these acquisitions for the period from the acquisition date through December 31, 2015 is as follows: Income Statement Total revenues Income before income taxes Net income 2015 20,262 176 120 Ps. Ps. Unaudited Pro Forma Financial Data The following unaudited consolidated pro forma financial data represent the Company’s historical financial statements, adjusted to give effect to (i) the acquisition of Vonpar, Farmacias Acuña, Specialty´s, Big John, Farmacias Generix, Grupo Torrey and Open Market as if they occurred on January 1, 2016; and (ii) certain accounting adjustments mainly related to the pro forma depreciation of fixed assets of the acquired companies . Unaudited pro forma financial data for all acquisitions and merger included, are as follow . Total revenues Income before income taxes and share of the profit of associates and joint ventures accounting for using the equity method Net income Basic net controlling interest income per share Series “B” Basic net controlling interest income per share Series “D” Unaudited pro forma financial information for the –year ended December 31, 2016 Ps. Ps. 410,831 29,950 28,110 1.08 1.35 Below are unaudited consolidated pro forma data of the acquisitions made on 2015 as if Grupo Socofar, Farmacias Farmacon, Zimag, Atlas Transportes e Logística and merger of PEMEX franchises were acquired on January 1, 2015: Total revenues Income before income taxes and share of the profit of associates and joint ventures accounting for using the equity method Net income Basic net controlling interest income per share Series “B” Basic net controlling interest income per share Series “D” Unaudited pro forma financial information for the –year ended December 31, 2015 Ps. Ps. 340,600 27,485 25,004 0.97 1.21 Note 5. Cash and Cash Equivalents For the purposes of the statement of cash flows, the cash ítem includes cash on hand and in bank deposits and cash equivalents, which are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, with a maturity date of three months or less at their acquisition date . Cash at the end of the reporting period as shown in the consolidated statement of cash flows is comprised of the following: Cash and bank balances Cash equivalents (see Note 3.5) December 31, 2016 Ps. Ps. 18,140 25,497 43,637 December 31, 2015 Ps. Ps. 12,530 16,866 29,396 As explained in Note 3 .3 above, the Company operates in Venezuela, which has a certain level of exchange control restrictions, that might prevent cash and cash equivalent balances from being available for use elsewhere in the group . At December 31, 2016 and 2015, cash and cash equivalent balances of the Company’s Venezuela subsidiaries were Ps . 2,764 and Ps . 1,259, respectively . Note 6. Investments As of December 31, 2016 and 2015 investments are classified as held-to maturity, the carrying value of the investments is similar to their fair value . The following is a detail of held-to maturity investments: Held-to Maturity (1) Corporate Debt Securities Acquisition cost Accrued interest Amortized cost 2016 118 2 120 120 Ps. Ps. Ps. 2015 19 - 19 19 Ps. Ps. Ps. (1) Denominated in euros at a fixed interest rate. Investments as of December 31, 2016 mature during 2017. For the years ended December 31, 2015 and 2014, the effect of the investments in the consolidated income statements under the interest income item is Ps . 1 and Ps . 3, respectively . For the year ended December 31, 2016 the Company recognized an immaterial amount in the consolidated income statement . 31 Note 7. Accounts Receivable, Net Trade receivables Allowance for doubtful accounts The Coca-Cola Company (see Note 14) Loans to employees Other related parties Heineken (see Note 14) Others December 31, 2016 December 31, 2015 Ps. Ps. 22,177 (1,193) 1,857 229 254 1,041 1,857 26,222 Ps. Ps. 14,696 (849) 1,559 151 243 754 1,458 18,012 7.1 Trade receivables Accounts receivable representing rights arising from sales and loans to employees or any other similar concept, are presented net of discounts and the allowance for doubtful accounts . Coca-Cola FEMSA has accounts receivable from The Coca-Cola Company arising from the latter’s participation in advertising and promotional programs and investment in refrigeration equipment and returnable bottles made by Coca-Cola FEMSA . The carrying value of accounts receivable approximates its fair value as of December 31, 2016 and 2015 . Aging of past due but not impaired (days outstanding) 60-90 days 90-120 days 120+ days Total 7.2 Changes in the allowance for doubtful accounts Opening balance Allowance for the year Charges and write-offs of uncollectible accounts Addition from business combinations Effects of changes in foreign exchange rates Ending balance December 31, 2016 December 31, 2015 Ps. Ps. Ps. Ps. 610 216 1,539 2,365 2015 456 167 (99) 401 (76) 849 Ps. Ps. Ps. Ps. 178 161 588 927 2014 489 94 (90) - (37) 456 2016 849 467 (418) 94 201 1,193 Ps. Ps. In determining the recoverability of trade receivables, the Company considers any change in the credit quality of the trade receivable from the date credit was initially granted up to the end of the reporting period . The concentration of credit risk is limited due to the customer base being large and disperse . 7.3 Payments from The Coca-Cola Company The Coca-Cola Company participates in certain advertising and promotional programs as well as in the Coca-Cola FEMSA’s refrigeration equipment and returnable bottles investment program . Contributions received by Coca-Cola FEMSA for advertising and promotional incentives are recognized as a reduction in selling expenses and contributions received for the refrigeration equipment and returnable bottles investment program are recorded as a reduction in the carrying amount of refrigeration equipment and returnable bottles items . For the years ended December 31, 2016, 2015 and 2014 contributions due were Ps . 4,518, Ps . 3,749 and Ps . 4,118, respectively . Note 8. Inventories Finished products Raw materials Spare parts Work in process Inventories in transit Other December 31, 2016 December 31, 2015 Ps. Ps. 22,709 5,156 2,401 144 1,188 334 31,932 Ps. Ps. 17,631 3,629 1,661 108 1,534 117 24,680 For the years ended at 2016, 2015 and 2014, the Company recognized write-downs of its inventories for Ps . 1,832, Ps . 1,290 and Ps . 1,028 to net realizable value, respectively . 32 For the years ended at 2016, 2015 and 2014, changes in inventories are comprised as follows and included in the consolidated income statement under the cost of goods sold caption: Changes in inventories of finished goods and work in progress Raw materials and consumables used Total 2016 Ps. 172,554 63,285 Ps. 235,839 2015 132,835 53,514 186,349 Ps. Ps. 2014 92,390 55,038 147,428 Ps. Ps. Note 9. Other Current Assets and Other Current Financial Assets 9.1 Other current assets Prepaid expenses Agreements with customers Short-term licenses Other Prepaid expenses as of December 31, 2016 and 2015 are as follows: Advances for inventories Advertising and promotional expenses paid in advance Advances to service suppliers Prepaid leases Prepaid insurance Others December 31, 2016 December 31, 2015 Ps. Ps. Ps. Ps. 3,784 179 112 34 4,109 December 31, 2016 2,734 171 466 164 104 145 3,784 Ps. Ps. Ps. Ps. 3,363 168 86 37 3,654 December 31, 2015 2,291 58 601 115 58 240 3,363 Advertising and promotional expenses paid in advance recorded in the consolidated income statement for the years ended December 31, 2016, 2015 and 2014 amounted to Ps . 6,578, Ps . 4,613 and Ps . 4,460, respectively . 9.2 Other current financial assets Restricted cash Derivative financial instruments (see Note 20) Short term note receivable (1) December 31, 2016 December 31, 2015 Ps. Ps. 774 1,917 14 2,705 Ps. Ps. 704 523 1,191 2,418 (1) The carrying value approximates its fair value as of December 31, 2016 and 2015. The Company has pledged part of its short-term deposits in order to fulfill the collateral requirements for the accounts payable in different currencies . As of December 31, 2016 and 2015, the carrying of the short-term deposit pledged were: Venezuelan bolivars Brazilian reais Colombian pesos December 31, 2016 December 31, 2015 Ps. Ps. 183 73 518 774 Ps. Ps. 344 360 - 704 Restricted cash in Venezuela and Brazil relates to short term deposits in order to fulfill the collateral requirements for accounts payable . During 2016 due to a jurisdictional order with the municipal sewage system services, the Colombian autorithies withheld all the cash that Coca-Cola FEMSA has in the bank account, the total amount of which was reclassified as a restricted cash according with the Company’s accounting policy . 33 Note 10. Investments in Associates and Joint Ventures Details of the Company’s associates and joint ventures accounted for under the equity method at the end of the reporting period are as follows: Investee Heineken (1) (2) Coca-Cola FEMSA: Joint ventures: Ownership Percentage Carrying Amount Principal Activity Place of Incorporation December 31, 2016 December 31, 2015 December 31, 2016 December 31, 2015 Beverages The Netherlands 20.0% 20.0% Ps. 105,229 Ps. 92,694 Compañía Panameña de Bebidas, S.A.P.I. de C.V. Dispensadoras de Café, S.A.P.I. de C.V. Estancia Hidromineral Itabirito, L.T.D.A Coca-Cola FEMSA Philippines, Inc. (“CCFPI”) Fountain Agua Mineral, L.T.D.A Beverages Services Bottling and distribution Bottling Beverages Panama Mexico Brazil Philippines Brazil Associates: Promotora Industrial Azucarera, S.A. de C.V. (“PIASA”) Industria Envasadora de Queretaro, S.A. de C.V. (“IEQSA”) Industria Mexicana de Reciclaje, S.A. de C.V. (“IMER”) Jugos del Valle, S.A.P.I. de C.V. KSP Partiçipações, L.T.D.A. Leao Alimentos e Bebidas, L.T.D.A. Other investments in Coca-Cola FEMSA’s companies FEMSA Comercio: Café del Pacifico, S.A.P.I. de C.V. (Caffenio) (1) Other investments (1) (3) Sugar production Canned bottling Recycling Beverages Beverages Beverages Various Mexico Mexico Mexico Mexico Brazil Brazil Various Coffee Various Mexico Various 40.0% Various 50.0% 50.0% 50.0% 51.0% 50.0% 36.4% 26.5% 35.0% 26.3% 38.7% 27.7% Various 50.0% 50.0% 50.0% 51.0% 50.0% 36.4% 26.5% 35.0% 26.3% 38.7% 24.4% Various 40.0% Various 1,911 145 96 11,460 765 2,657 177 100 1,574 126 3,282 64 1,573 161 160 9,996 491 2,187 172 100 1,531 80 1,363 60 493 522 Ps. 128,601 Ps. 467 696 111,731 (1) Associate. (2) As of December 31, 2016 and 2015, comprised of 12.53% of Heineken, N.V. and 14.94% of Heineken Holding, N.V., which represents an economic interest of 20% in Heineken. The Company has significant influence, mainly, due to the fact that it participates in the Board of Directors of Heineken Holding, N.V. and the Supervisory Board of Heineken N.V.; and for the material transactions between the Company and Heineken. (3) Joint ventures. As mentioned in Note 4, on December 6, Coca-Cola FEMSA through its subsidiary Spal, completed the acquisition of 100% of Vonpar . As part of this acquisition Spal increase its equity interest to 3 .36% in Leao Alimentos e Bebidas, LTDA . During 2016 the Coca-Cola FEMSA made capital contributions to Leao Alimentos e Bebidas, LTDA, Compañía Panameña de Bebidas, S .A .P .I . de C .V . and Promotora Industrial Azucarera, S .A . de C .V . in the amounts of Ps . 1,273, Ps . 419 and Ps . 376, respectively , there were no changes in the ownership percentage as a result of capital contributions made by the other shareholders . During 2016 the Coca-Cola FEMSA received dividends from Industria Envasadora de Queretaro, S .A . de C .V ., and Estancia Hidromineral Itabirito, LTDA in the amount of Ps . 5 and Ps . 190 . During 2015, Coca-Cola FEMSA received dividends from Industria Envasadora de Queretaro, S .A . de C .V ., in the amount of Ps . 13 and subsequently sold shares for an amount of Ps . 22 . During 2015, Coca-Cola FEMSA made capital contributions to Compañía Panameña de Bebidas, S .A .P .I . de C .V . in the amount of Ps . 7 . During 2015, Coca-Cola FEMSA made capital contributions to Leao Alimentos e Bebidas, L .T .D .A . in the amount of Ps . 71 . On January 25, 2013, Coca-Cola FEMSA closed the acquisition of 51% of CCFPI for an amount of $688 .5 U .S . dollars (Ps . 8,904) in an all-cash transaction . As part of the agreement, Coca-Cola FEMSA obtained a call option to acquire the remaining 49% of CCFPI at any time during the seven years following the closing . Coca-Cola FEMSA also has a put option to sell its 51% ownership to The Coca-Cola Company at any time from the fifth anniversary of the date of acquisition until the sixth anniversary, at a price which is based in part on the fair value of CCFPI at the date of acquisition (see Note 20 .7) . Although Coca-Cola FEMSA currently owns 51% of CCFPI, when considering (i) the terms of the shareholders’ agreements (specifically the fact that during the initial four year period the joint approval of both Coca-Cola FEMSA and TCCC is required to approve CCFPI´s annual business plan, which is the key documents pursuant to which CCFPI´s business is operated among other matters); and (ii) potential voting rights to acquire the remaining 49% of CCFPI are not probable to be executed in the foreseeable future and the fact that the call option remains “out of the money”, the Company has concluded it did not control CCFPI during any of the periods presented in the consolidated financial statements and consequently the Company has accounted for this investment as joint venture using the equity method . As disclosed in Note 28, starting in February 2017 Coca-Cola FEMSA will take control over the relevant activities of CCFPI´s in accordance with the shareholders agreements and will consolidated CCFPI results . 34 On April 30, 2010, the Company acquired an economic interest of 20% of Heineken Group . Heineken’s main activities are the production, distribution and marketing of beer worldwide . The Company recognized an equity income of Ps . 6,342, Ps . 5,879 and Ps . 5,244, net of taxes regarding its interest in Heineken for the years ended December 31, 2016, 2015 and 2014, respectively . The Company’s equity method in the net income attributable to equity holders of Heineken exclusive of amortization of adjustments amounted to Ps . 6,430 (€ . 308 million), Ps . 6,567 (€ . 378 million) and Ps . 5,362 (€ . 303 million), for the years ended December 31, 2016, 2015 and 2014, respectively . Summarized financial information in respect of the associate Heineken accounted for under the equity method is set out below . December 31, 2016 Million of December 31, 2015 Million of Peso Euro Peso Euro Total current assets Total non-current assets Total current liabilities Total non-current liabilities Total equity Equity attributable to equity holders of Heineken Total revenue and other income Total cost and expenses Net income Net income attributable to equity holders of the company Other comprehensive income Total comprehensive income Total comprehensive income attributable to equity holders of the company Reconciliation from the equity of the associate Heineken to the investment of the Company . Equity attributable to equity holders of Heineken Economic ownership percentage Investment in Heineken exclusive of goodwill and others adjustments Effects of fair value determined by Purchase Price Allocation Goodwill Investment in Heineken Ps. 177,176 679,004 226,385 312,480 317,315 288,246 Ps. 427,019 370,563 Ps. 35,636 31,558 (19,037) 16,599 13,525 Ps. €. €. €. €. 8,137 31,184 10,397 14,351 14,573 13,238 20,838 18,083 1,739 1,540 (929) 810 660 Ps. 157,599 602,217 206,875 267,551 285,390 256,323 Ps. 363,191 309,812 37,166 32,844 4,809 41,975 37,323 Ps. Ps. €. 8,322 31,800 10,924 14,128 15,070 13,535 €. 20,922 17,847 2,141 1,892 277 2,418 2,150 €. €. December 31, 2016 Million of Peso €. €. Ps. 288,090 20% Ps. 57,618 21,495 26,116 Ps. 105,229 €. December 31, 2015 Million of Peso Ps. 256,323 20% Ps. 51,265 18,704 22,725 €. €. Euro 13,535 20% 2,707 988 1,200 Ps. 92,694 €. 4,895 Euro 13,238 20% 2,648 988 1,200 4,836 For the years then ended December 31, 2016 and 2015 fair value of Company’s investment in Heineken N .V . Holding and Heineken N .V . represented by shares equivalent to 20% of its outstanding shares amounted to Ps . 173,857 (€ . 7,989 million) and Ps . 165,517 (€ . 8,740 million) based on quoted market prices of those dates . As of February 24, 2017, issuance date of these consolidated financial statements, fair value amounted to € . 8,695 million . During the years ended December 31, 2016, 2015 and 2014, the Company received dividends distributions from Heineken, amounting to Ps . 3,263, Ps . 2,343 and Ps . 1,795, respectively . For the years then ended December 31, 2016, 2015 and 2014 the total net income corresponding to the inmaterial associates of Coca-Cola FEMSA was Ps . 31, Ps . 185 and Ps . 195, respectively . For the years then ended December 31, 2016, 2015 and 2014 the total net income (loss) corresponding to the inmaterial joint ventures of Coca-Cola FEMSA was Ps . 116, Ps . (30) and Ps . (320), respectively . The Company’s share of other comprehensive income from equity investees, net of taxes for the year ended December 31, 2016, 2015 and 2014 are as follows: Items that may be reclassified to consolidated net income: Valuation of the effective portion of derivative financial instruments Exchange differences on translating foreign operations Total Items that may not be reclassified to consolidated net income in subsequent periods: Remeasurements of the net defined benefit liability 2016 Ps. Ps. 614 (2,842) (2,228) Ps. (1,004) Ps. Ps. Ps. 2015 213 69 282 169 2014 (257) 1,579 1,322 (881) Ps. Ps. Ps. 35 Note 11. Property, Plant and Equipment, Net Cost Land Buildings January 1, 2014 Additions Changes in fair value of past acquisitions Transfer of completed projects in progress Transfer (to)/from assets classified Ps. 7,094 803 (115) - Ps. 17,544 Ps. 54 (610) 1,717 Machinery and Equipment 49,877 4,156 891 2,823 - (17) - (144) (134) (2,243) as held for sale Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Capitalization of borrowing costs Refrigeration Equipment Returnable Bottles Ps. 13,389 32 (57) 1,523 - (632) Ps. 7,386 398 - 1,994 - (60) Investments in Fixed Assets in Progress Ps. 7,039 11,209 (68) (10,050) Leasehold Improvements Other Total Ps. 10,693 Ps. 99 99 1,990 1,566 Ps. 114,588 16,985 234 (113) (253) - 3 - (5) - (587) - (79) (134) (3,767) (664) (3,125) (5,415) (1,975) (323) (545) (44) (506) (12,597) 110 - 355 - 531 33 186 - 7 - 29 263 - - 110 - 1,328 296 Cost as of December 31, 2014 Ps. 7,211 Ps. 15,791 Ps. 50,519 Ps. 12,466 Ps. 9,402 Ps. 7,872 Ps. 12,250 Ps. 1,075 Ps. 116,586 Cost as of January 1, 2015 Additions Additions from business acquisitions Transfer of completed projects in progress Transfer (to)/from assets classified as held for sale Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Capitalization of borrowing costs Ps. 7,211 675 30 Ps. 15,791 Ps. 1,688 251 50,519 5,122 870 Ps. 12,466 851 - Ps. 9,402 1,655 - Ps. 7,872 6,942 - Ps. 12,250 Ps. 41 862 1,075 Ps. 116,586 17,485 2,013 511 - 59 - (56) 1,289 3,251 - (219) (10) (2,694) 1,168 - (972) 662 (8,143) 1,714 - (103) - - - (356) - - (40) - (10) (4,440) (595) (1,352) (4,330) (1,216) (266) (1,004) (23) (848) (9,634) 245 - 503 - 957 - 295 - 301 - 91 57 - - 229 - 2,621 57 Cost as of December 31, 2015 Ps. 7,569 Ps. 17,951 Ps. 53,685 Ps. 12,592 Ps. 11,651 Ps. 5,815 Ps. 14,488 Ps. 927 Ps. 124,678 Cost as of January 1, 2016 Additions Additions from business acquisitions Changes in fair value of past acquisitions Transfer of completed projects Ps. 7,569 328 163 50 Ps. 17,951 Ps. 53,685 6,499 1,521 85 877 763 - Ps. 12,592 73 105 - Ps. 11,651 2,236 23 - Ps. 5,815 8,667 45 - Ps. 14,488 Ps. 36 668 115 927 Ps. 124,678 19,083 367 3,288 - 250 - in progress 46 1,039 2,445 1,978 779 (8,493) 2,206 - - - (88) 260 854 - - (202) 2,643 1,470 - (36) (2,461) 5,858 2,710 61 - (574) 1,953 851 - - (139) 1,271 122 - - (2) 569 415 (38) - (474) 329 - - - (19) (132) 942 1 (36) (3,959) 12,751 7,364 24 Ps. 9,182 Ps. 24,541 Ps. 70,367 Ps. 16,978 Ps. 15,943 Ps. 6,978 Ps. 17,368 Ps. 2,086 Ps. 163,443 Transfer (to)/from assets classified as held for sale Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Capitalization of borrowing costs Cost as of December 31, 2016 36 Accumulated Depreciation Land Buildings Machinery and Equipment Refrigeration Equipment Returnable Bottles Investments in Fixed Assets in Progress Ps. Ps. Ps. Ps. Ps. Accumulated Depreciation as of January 1, 2014 Depreciation for the year Transfer (to)/from assets classified as held for sale Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Accumulated Depreciation as of December 31, 2014 Accumulated Depreciation as of January 1, 2015 Depreciation for the year Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Accumulated Depreciation as of December 31, 2015 Accumulated Depreciation as of January 1, 2016 Depreciation for the year Transfer to/(from) assets classified as held for sale Disposals Effects of changes in foreign exchange rates Changes in value on the recognition of inflation effects Accumulated Depreciation as of December 31, 2016 Ps. - - - - - - - - - - - - - - - - - - - - Ps. (4,674) Ps. (466) (21,779) (4,525) Ps. (6,976) (1,181) Ps. (3,480) (1,879) Ps. - 77 62 2,086 - 602 1,512 3,481 1,046 (175) (707) (135) - 57 105 (8) Ps. (3,726) Ps. (21,382) Ps. (6,644) Ps. (5,205) Ps. Ps. (3,726) Ps. (515) 172 (21,382) (4,864) 2,001 Ps. (6,644) (1,184) 946 Ps. (5,205) (1,984) 80 Ps. 498 2,222 1,044 167 (187) (426) (166) (436) Ps. (3,758) Ps. (22,449) Ps. (6,004) Ps. (7,378) Ps. Ps. (3,758) Ps. (22,449) (5,737) (734) Ps. (6,004) (1,723) Ps. (7,378) (2,235) Ps. - 132 16 2,101 - 672 - 227 (600) (3,093) (1,147) (847) (593) (1,101) (521) (33) Ps. (5,553) Ps. (30,263) Ps. (8,723) Ps. (10,266) Ps. - - - - - - - - - - - - - - - - - - - - Leasehold Improvements Other Total Ps. (3,270) Ps. (863) (454) Ps. (40,633) (9,029) (115) - 517 2 - - 1 62 3,340 236 6,382 (54) (1,079) Ps. (3,614) Ps. (386) Ps. (40,957) Ps. (3,614) Ps. (1,071) 270 (386) Ps. (40,957) (9,761) (143) 3,471 2 22 1 212 4,165 (86) (1,300) Ps. (4,392) Ps. (401) Ps. (44,382) Ps. (4,392) Ps. (1,447) (401) Ps. (44,382) (12,076) (200) - 364 - 9 16 3,505 (81) 39 (5,729) - (306) (2,554) Ps. (5,556) Ps. (859) Ps. (61,220) Carrying Amount Land Buildings Machinery and Equipment Refrigeration Equipment Returnable Bottles Investments in Fixed Assets in Progress Leasehold Improvements Other Total As of December 31, 2014 As of December 31, 2015 As of December 31, 2016 Ps. 7,211 Ps. 12,065 Ps. 29,137 Ps. 7,569 Ps. 9,182 Ps. 14,193 Ps. Ps. 18,988 Ps. 31,236 40,104 Ps. Ps. Ps. 5,822 6,588 8,255 Ps. Ps. Ps. 4,197 4,273 5,677 Ps. 7,872 Ps. 5,815 Ps. 6,978 Ps. Ps. Ps. 8,636 Ps. 689 Ps. 75,629 10,096 Ps. 11,812 Ps. 526 Ps. 80,296 1,227 Ps. 102,223 During the years ended December 31, 2016, 2015 and 2014 the Company capitalized Ps . 61, Ps . 57 and Ps . 296, respectively of borrowing costs in relation to Ps . 99, Ps . 993 and Ps . 1,915 in qualifying assets . The effective interest rates used to determine the amount of borrowing costs eligible for capitalization were 4 .5%, 4 .1% and 4 .8%, respectively . For the years ended December 31, 2016, 2015 and 2014 interest expense, interest income and net foreign exchange losses and gains are analyzed as follows: Interest expense, interest income and net foreign exchange Amount capitalized (1) Net amount in consolidated income statements (1) Amount of interest capitalized in property, plant and equipment and intangible assets. Commitments related to acquisitions of property, plant and equipment are disclosed in Note 25 .8 . 2016 7,285 69 7,216 Ps. Ps. 2015 8,031 85 7,946 2014 7,080 338 6,742 Ps. Ps. Ps. Ps. 37 Note 12. Intangible Assets Cost as of December 31, 2014 Ps. 70,263 Ps. 25,174 Ps. 1,514 Ps. 63 Ps. 97,014 Ps. 3,225 Ps. 1,554 Ps. 1,027 Ps. 671 Ps. 6,477 Ps. 103,491 Cost Cost as of January 1, 2014 Purchases Change in fair value of past acquisitions Transfer of completed development systems Disposals Effect of movements in exchange rates Changes in value on the recognition of inflation effects Capitalization of borrowing costs Cost as of January 1, 2015 Purchases Acquisitions from business combinations Transfer of completed development systems Disposals Effect of movements in exchange rates Changes in value on the recognition of inflation effects Capitalization of borrowing costs Cost as of January 1, 2016 Purchases Acquisitions from business combinations (see Note 4) Changes in fair value of past acquisitions Internally development Transfer of completed development systems Disposals Effect of movements in exchange rates Changes in value on the recognition of inflation effects Capitalization of Rights to Produce and Distribute Coca-Cola Trademark Products Goodwill Trademark Rights Other Indefinite Lived Intangible Assets Total Unamortized Intangible Assets Technology Costs and Management Systems Systems in Development Alcohol Licenses Other Total Amortized Intangible Assets Total Intangible Assets 1,604 Ps. 229 859 Ps. 168 690 Ps. 6,372 Ps. 105,194 681 668 44 Ps. 75,727 Ps. 21,308 Ps. - - 1,515 - (2,416) 4,117 - - - - - - - Ps. 272 Ps. 98,822 Ps. 3,219 Ps. 13 13 (205) 1,496 - (8) - (8) 227 - 278 (387) - (278) - (5,343) (251) (1) (9) (5,604) (152) (1) 2,295 - - - - - - - 2,295 - (2) 42 - - Ps. 70,263 Ps. 25,174 Ps. - - - - - 11,369 - - 1,514 - - - - Ps. 63 Ps. 97,014 Ps. 3,225 Ps. - - 1,238 12,607 480 328 - - - - - 1,085 (150) (1,085) (242) (4,992) (2,693) (33) (19) (7,737) (94) (2) 1,121 - - - - - - - 1,121 - (12) 28 - - 1,554 Ps. 458 1,027 Ps. 198 671 Ps. 6,477 Ps. 103,491 1,219 1,219 83 - - - - - - (17) - (33) (17) 1,479 - (420) - (428) (13) (166) (5,770) - - (2) 2,293 42 42 - - - - - - 199 - (77) (16) - - 527 13,134 - (469) - (469) (112) (7,849) (12) 1,109 28 28 Ps. 66,392 Ps. 33,850 Ps. - - 1,481 3 Ps. 1,282 Ps. 103,005 Ps. 4,890 Ps. 3 345 - 9,602 12,276 239 1,067 23,184 318 - - - - (2,385) - - - 4,315 - - - (554) - 1,376 - - - - - - - 304 (336) (304) - 8,124 8,116 187 392 16,819 451 (193) 1,220 - - - - 1,220 - 141 11 - - 683 Ps. 609 3 - - 1,225 Ps. 860 Ps. 7,658 Ps. 110,663 1,296 1,291 146 191 - - - - - - - - 174 495 23,679 1,078 - 1,078 - 2,372 - - (24) - (360) - (360) 104 362 17,181 - - 141 11 1,361 11 Ps. 2,187 Ps. 145,607 Ps. 6,124 Ps. 798 Ps. 1,416 Ps. 2,338 Ps. 10,676 Ps. 156,283 Cost as of December 31, 2015 Ps. 66,392 Ps. 33,850 Ps. 1,481 Ps. 1,282 Ps. 103,005 Ps. 4,890 Ps. 683 Ps. 1,225 Ps. 860 Ps. 7,658 Ps. 110,663 borrowing costs - Cost as of December 31, 2016 Ps. 85,338 Ps. 51,857 Ps. 6,225 - - 38 Rights to Produce and Distribute Coca-Cola Trademark Products Goodwill Trademark Rights Other Indefinite Lived Intangible Assets Total Unamortized Intangible Assets Technology Costs and Management Systems Systems in Development Alcohol Licenses Other Total Amortized Intangible Assets Total Intangible Assets Amortization and Impairment Losses Amortization as of January 1, 2014 Amortization expense Impairment losses Disposals Effect of movements in exchange rates Amortization as of Ps. - Ps. - - - - Ps. - - - - - December 31, 2014 Ps. - Ps. - Ps. Amortization as of January 1, 2015 Amortization expense Disposals Effect of movements in exchange rates Amortization as of Ps. - Ps. - - - Ps. - - - - December 31, 2015 Ps. - Ps. - Ps. Amortization as of January 1, 2016 Amortization expense Impairment losses Disposals Effect of movements in exchange rates Amortization as of Ps. - Ps. - - - - Ps. - - - - - December 31, 2016 Ps. - Ps. - Ps. Carrying Amount - - - - - - - - - - - - - - - - - Ps. - Ps. - (36) - - Ps. - (36) - (1,462) Ps. (268) - 387 - Ps. - - - (177) Ps. (58) - - (262) Ps. (1,901) Ps. (97) - - (423) - 387 (1,901) (423) (36) 387 - - - - - 9 9 9 Ps. (36) Ps. (36) Ps. (1,343) Ps. - Ps. (235) Ps. (350) Ps. (1,928) Ps. (1,964) Ps. (36) Ps. - - - (36) Ps. (1,343) Ps. - - - (461) 126 59 - Ps. - - - (67) - - (76) 42 19 (604) 168 (1,964) (604) 168 78 78 (235) Ps. (350) Ps. (1,928) Ps. Ps. (36) Ps. (36) Ps. (1,619) Ps. - Ps. (302) Ps. (365) Ps. (2,286) Ps. (2,322) Ps. (36) Ps. - - - - (36) Ps. - - - - (1,619) Ps. (630) - 313 - Ps. - - - (302) Ps. (365) Ps. (2,286) Ps. (2,322) (1,006) - 349 (302) - 36 (74) - - - 349 (1,006) (1) - - (35) (36) (36) Ps. (36) Ps. (36) Ps. (1,937) Ps. - Ps. (376) Ps. (666) Ps. (2,979) Ps. (3,015) As of December 31, 2014 As of December 31, 2015 As of December 31, 2016 Ps. 70,263 Ps. 25,174 Ps. 1,514 1,481 Ps. 66,392 Ps. 33,850 Ps. Ps. 85,338 Ps. 51,857 Ps. 6,225 Ps. 27 Ps. 96,978 Ps. Ps. 1,246 Ps. 102,969 Ps. Ps. 2,151 Ps. 145,571 Ps. 1,882 Ps. 3,271 Ps. 4,187 Ps. 1,554 Ps. 683 Ps. 798 Ps. 792 Ps. 923 Ps. 321 Ps. 4,549 Ps. 101,527 495 Ps. 5,372 Ps. 108,341 1,040 Ps. 1,672 Ps. 7,697 Ps. 153,268 During the years ended December 31, 2016, 2015 and 2014 the Company capitalized Ps . 8, Ps . 28 and Ps . 42, respectively of borrowing costs in relation to Ps . 28, Ps . 410 and Ps . 600 in qualifying assets, respectively . The effective interest rates used to determine the amount of borrowing costs eligible for capitalization were 4 .1%, 4 .1% and 4 .2%, respectively . For the years ended 2016, 2015 and 2014, allocation for amortization expense is as follows: Cost of goods sold Administrative expenses Selling expenses 2016 84 677 160 921 Ps. Ps. Ps. Ps. 2015 61 407 136 604 Ps. Ps. The average remaining period for the Company’s intangible assets that are subject to amortization is as follows: Technology Costs and Management Systems Alcohol Licenses 2014 12 156 255 423 Years 3 - 10 12 - 15 39 Coca-Cola FEMSA Impairment Tests for Cash-Generating Units Containing Goodwill and Distribution Rights For the purpose of impairment testing, goodwill and distribution rights are allocated and monitored on an individual country basis, which is considered to be the CGU . The aggregate carrying amounts of goodwill and distribution rights allocated to each CGU are as follows: Mexico Guatemala Nicaragua Costa Rica Panama Colombia Venezuela Brazil Argentina Total December 31, 2016 December 31, 2015 Ps. Ps. 55,137 499 532 1,622 1,241 5,988 1,225 52,609 67 118,920 Ps. Ps. 55,137 410 465 1,391 1,033 4,746 621 23,557 69 87,429 Goodwill and distribution rights are tested for impairments annually . The recoverable amounts of the CGUs are based on value-in-use calculations . Value in use was determined by discounting the future cash flows generated from the continuing use of the CGU . The foregoing forecasts could differ from the results obtained over time; however, Coca-Cola FEMSA prepares its estimates based on the current situation of each of the CGUs . The recoverable amounts are based on value in use . The value in use of CGUs is determined based on the method of discounted cash flows . The key assumptions used in projecting cash flows are: volume, expected annual long-term inflation, and the weighted average cost of capital (“WACC”) used to discount the projected flows . To determine the discount rate, Coca-Cola FEMSA uses the WACC as determined for each of the cash generating units in real terms and as described in following paragraphs . The estimated discount rates to perform the IAS 36 “Impairment of assets”, impairment test for each CGU consider market participants’ assumptions . Market participants were selected taking into consideration the size, operations and characteristics of the business that are similar to those of Coca-Cola FEMSA . The discount rates represent the current market assessment of the risks specific to each CGU, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates . The discount rate calculation is based on the specific circumstances of Coca- Cola FEMSA and its operating segments and is derived from its WACC . The WACC takes into account both debt and equity . The cost of equity is derived from the expected return on investment by Company’s investors . The cost of debt is based on the interest bearing borrowings Coca-Cola FEMSA is obliged to service, which is equivalent to the cost of debt based on the conditions that would asses a creditor in the market . Segment-specific risk is incorporated by applying beta factors which are evaluated annually based on publicly available market data . Market participant assumptions are important because, not only do they include industry data for growth rates, management also assesses how the CGU’s position, relative to its competitors, might change over the forecasted period . The key assumptions used for the value-in-use calculations are as follows: • Cash flows were projected based on actual operating results and the five-year business plan . Cash flows for a further five-year were forecasted maintaining the same stable growth and margins per country of the last year base . Coca-Cola FEMSA believes that this forecasted period is justified due to the non-current nature of the business and past experiences . • Cash flows after the first ten-year period were extrapolated using a perpetual growth rate equal to the expected annual population growth, in order to calculate the terminal recoverable amount . • A per CGU-specific Weighted Average Cost of Capital (“WACC”) was applied as a hurdle rate to discount cash flows to get the recoverable amount of the units; the calculation assumes, size premium adjusting . The key assumptions by CGU for impairment test as of December 31, 2016 were as follows: CGU Mexico Colombia Venezuela Costa Rica Guatemala Nicaragua Panama Argentina Brazil Pre-tax WACC 6.8% 7.9% 17.5% 8.4% 9.9% 10.6% 7.8% 9.1% 8.7% Post-tax WACC 6.3% 7.5% 17.0% 8.3% 9.5% 10.1% 7.4% 8.5% 8.1% Expected Annual Long-Term Inflation 2017-2026 Expected Volume Growth Rates 2017-2026 3.7% 3.2% 117.3% 4.4% 5.0% 4.2% 3.0% 12.2% 4.4% 1.2% 4.0% 1.0% 4.7% 13.2% 5.7% 4.9% 4.1% 2.9% 40 The key assumptions by CGU for impairment test as of December 31, 2015 were as follows: CGU Mexico Colombia Venezuela Costa Rica Guatemala Nicaragua Panama Argentina Brazil Pre-tax WACC Post-tax WACC Expected Annual Long-Term Inflation 2016-2025 Expected Volume Growth Rates 2016-2025 6.7% 7.6% 17.8% 8.2% 10.6% 13.4% 7.4% 9.8% 8.0% 6.1% 6.8% 17.1% 7.9% 10.0% 12.8% 6.8% 9.1% 7.4% 3.4% 3.0% 72.5% 4.7% 3.7% 5.3% 3.1% 22.8% 4.9% 2.1% 4.4% 3.9% 3.9% 4.7% 6.4% 5.2% 3.4% 4.0% The values assigned to the key assumptions represent management’s assessment of future trends in the industry and are based on both external sources and internal sources (historical data) . Coca-Cola FEMSA consistently applied its methodology to determine CGU specific WACC’s to perform its annual impairment testing . Sensitivity to Changes in Assumptions At December 31, 2016, Coca-Cola FEMSA performed an additional impairment sensitivity calculation, taking into account an adverse change in post-tax WACC, according to the country risk premium, using for each country the relative standard deviation between equity and sovereign bonds and an additional sensitivity to the volume of 100 basis points except for Venezuela and concluded that no impairment would be recorded . For Venezuela CGU the Coca-Cola FEMSA performed a sensivity analysis with a possible change in each key assumption that must change, in order for the CGU recoverable amount assigned to its distribution right to be equal to its carrying amount in accordance with IAS 36 given the uncertainty in the macroeconomic conditions in Venezuela . To the extent that economic and or operational conditions were to worsen in the future resulting in a conclusion that Coca-Cola FEMSA has an impairment in Venezuela an income statement charge could affect our future results . There can be no assurances that such might not happen in the future . CGU Mexico Colombia Venezuela Costa Rica Guatemala Nicaragua Panama Argentina Brazil (1) Compound Annual Growth Rate (CAGR). Change in WACC +0.4% +0.6% +2.7% +1.1% +1.0% +3.4% +0.3% +0.7% +0.2% Change in Volume Growth CAGR (1) -1.0% -1.0% -0.385% -1.0% -1.0% -1.0% -1.0% -1.0% -1.0% Effect on Valuation Passes by 4.1x Passes by 3.4x Passes by 1.0x Passes by 2.7x Passes by 13.3x Passes by 5.4x Passes by 11.7x Passes by 270.6x Passes by 1.33x FEMSA Comercio Impairment Test for Cash-Generating Units Containing Goodwill For the purpose of impairment testing, goodwill is allocated and monitored on an individual country basis by operating segment . FEMSA Comercio has integrated its cash generating units as follow: Retail Division and Health Division are integrated as Mexico, Chile and Colombia for each of them and Fuel Division includes only Mexico . As of December 31, 2016 in Health Division there is a significant carrying amount of goodwill allocated in Chile and Colombia as a group of cash generating (South America) with a total carrying amount of Ps . 5,861 . Goodwill is tested for impairments annually . The recoverable amounts of the CGUs are based on value-in-use calculations . Value in use was determined by discounting the future cash flows generated from the continuing use of the CGU . The foregoing forecasts could differ from the results obtained over time; however, FEMSA Comercio prepares its estimates based on the current situation of each of the CGUs or group of CGUs . The recoverable amounts are based on value in use . The value in use of CGUs is determined based on the method of discounted cash flows . The key assumptions used in projecting cash flows are: sales, expected annual long-term inflation, and the weighted average cost of capital (“WACC”) used to discount the projected flows . To determine the discount rate, FEMSA Comercio uses the WACC as determined for each of the cash generating units or group of the cash generating units in real terms and as described in following paragraphs . The estimated discount rates to perform the IAS 36 “Impairment of assets”, impairment test for each CGU or group of CGU consider market participants’ assumptions . Market participants were selected taking into consideration the size, operations and characteristics of the business that are similar to those of FEMSA Comercio . The discount rates represent the current market assessment of the risks specific to each CGU or group of CGU, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates . The discount rate calculation is based on the opportunity cost to a market participant, considering the specific circumstances of FEMSA Comercio and its operating segments and is derived from its WACC . The WACC takes into account both debt and cost of equity . The cost of equity is derived from the expected return on investment by Company’s investors . The cost of debt is estimated based on the conditions that would asses a creditor in the market for credit to the CGUs . . Segment-specific risk is incorporated by applying beta factors which are evaluated annually based on publicly available market data . 41 Market participant assumptions are important because, not only do they include industry data for growth rates, management also assesses how the CGU’s position, relative to its competitors, might change over the forecasted period . The key assumptions used for the value-in-use calculations are as follows: • Cash flows were projected based on actual operating results and the five-year business plan . FEMSA Comercio believes that this forecasted period is justified due to the non-current nature of the business and past experiences . • Cash flows projected based on actual operating results and five-year business plan were calculated using a perpetual growth rate equal to the expected annual population growth, in order to calculate the terminal recoverable amount . • A per CGU-specific Weighted Average Cost of Capital (“WACC”) was applied as a hurdle rate to discount cash flows to get the recoverable amount of the units; the calculation assumes, size premium adjusting . The key assumptions by CGU for impairment test as of December 31, 2016 were as follows: CGU South America (Health Division) Pre-tax WACC 7.5% Post-tax WACC 7.3% Expected Annual Long-Term Inflation 2016-2025 3% Expected Volume Growth Rates 2016-2025 13% During 2015, the goodwill allocated to the Chile and Colombia CGU’s was in the process of initial allocation of the purchase price . The values assigned to the key assumptions represent management’s assessment of future trends in the industry and are based on both external sources and internal sources (historical data) . FEMSA Comercio consistently applied its methodology to determine CGU specific WACC’s to perform its annual impairment testing . Sensitivity to Changes in Assumptions At December 31, 2016, FEMSA Comercio performed an additional impairment sensitivity calculation, taking into account an adverse change in post-tax WACC, according to the country risk premium, using for each country the relative standard deviation between equity and sovereign bonds and a sensitivity analysis of sales that would be affected considering a contraction in economic conditions as a result of lower purchasing power of customers, which based on management estimation considered to be reasonably possible an effect of 100 basis points in the sale’s compound annual growth rate (CAGR), concluding that no impairment would be recognized . CGU Health Division (South America) (1) Compound Annual Growth Rate. Change in WACC +0.5% Change in Sales Growth CAGR (1) -1.0% Effect on Valuation Passes by 1.23x Note 13. Other Assets and Other Financial Assets 13.1 Other assets Agreement with customers Long term prepaid advertising expenses Guarantee deposits (1) Prepaid bonuses Advances to acquire property, plant and equipment Recoverable taxes Indemnifiable assets from business combinations (2) Others December 31, 2016 December 31, 2015 Ps. Ps. 793 392 3,757 103 173 1,653 8,081 1,230 16,182 Ps. Ps. 238 52 1,870 122 370 1,181 - 1,160 4,993 (1) As it is customary in Brazil, the Company is required to collaterize tax, legal and labor contingencies by guarantee deposits including those related to business acquisitions (see Note 25.7). (2) Corresponds to indemnifiable assets that are warranted by former Vonpar owners as per the share purchase agreement. 13.2 Other financial assets Non-current accounts receivable Derivative financial instruments (see Note 20) Other non-current financial assets December 31, 2016 December 31, 2015 Ps. Ps. 511 14,729 105 15,345 Ps. Ps. 478 8,377 100 8,955 As of December 31, 2016 and 2015, the fair value of long term accounts receivable amounted to Ps . 541 and Ps . 452, respectively . The fair value is calculated based on the discounted value of contractual cash flows whereby the discount rate is estimated using rates currently offered for receivable of similar amounts and maturities, which is considered to be level 2 in the fair value hierarchy . 42 Note 14. Balances and transactions with related parties and affiliated companies Balances and transactions between the Company and its subsidiaries have been eliminated on consolidation and are not disclosed in this note . The consolidated statements of financial positions and consolidated income statements include the following balances and transactions with related parties and affiliated companies: Balances Due from The Coca-Cola Company (see Note 7) (1) (8) Balance with BBVA Bancomer, S.A. de C.V. (2) Balance with Grupo Financiero Banorte, S.A. de C.V. (2) Instituto Tecnológico y de Estudios Superiores de Monterrey, A.C. (3) Due from Heineken (1) (3) (7) Due from Grupo Estrella Azul (3) Other receivables (1) (4) Due to The Coca-Cola Company (5) (6) (8) Due to BBVA Bancomer, S.A. de C.V. (5) Due to Caffenio (6) (7) Due to Heineken (6) (7) Other payables (6) (1) Presented within accounts receivable. (2) Presented within cash and cash equivalents. (3) Presented within other financial assets. (4) Presented within other current financial assets. (5) Recorded within bank loans and notes payable. (6) Recorded within accounts payable. (7) Associates. (8) Non controlling interest. December 31, 2016 December 31, 2015 Ps. Ps. 1,857 2,535 - 128 2,622 - 237 4,454 395 76 4,458 1,047 Ps. Ps. 1,559 2,683 1,178 79 1,739 69 1,352 3,140 292 108 2,588 981 Balances due from related parties are considered to be recoverable . Accordingly, for the years ended December 31, 2016 and 2015, there was no expense resulting from the uncollectibility of balances due from related parties . Transactions Income: Services to Heineken (1) Logistic services to Grupo Industrial Saltillo, S.A. de C.V. (3) Logistic services to Jugos del Valle (1) Other revenues from related parties Expenses: Purchase of concentrate from The Coca-Cola Company (2) Purchases of raw material and beer from Heineken (1) Purchase of coffee from Caffenio (1) Purchase of baked goods and snacks from Grupo Bimbo, S.A.B. de C.V. (3) Advertisement expense paid to The Coca-Cola Company (2) (4) Purchase of juices from Jugos del Valle, S.A.P.I. de C.V. (1) Purchase of sugar from Promotora Industrial Azucarera, S.A. de C.V. (1) Interest expense and fees paid to BBVA Bancomer, S.A. de C.V. (3) Purchase of sugar from Beta San Miguel (3) Purchase of sugar, cans and aluminum lids from Promotora Mexicana de Embotelladores, S.A. de C.V. (3) Purchase of canned products from IEQSA (1) Purchase of inventories to Leao Alimentos e Bebidas, L.T.D.A. (1) Advertising paid to Grupo Televisa, S.A.B. (3) Interest expense paid to Grupo Financiero Banamex, S.A. de C.V. (3) Insurance premiums for policies with Grupo Nacional Provincial, S.A.B. (3) Donations to Instituto Tecnológico y de Estudios Superiores de Monterrey, A.C. (3) Donations to Fundación FEMSA, A.C. (3) Donations to Difusión y Fomento Cultural, A.C. (3) Interest expense paid to The Coca-Cola Company (2) Other expenses with related parties Ps. Ps. Ps. 2016 3,153 427 555 857 Ps. 38,146 16,436 2,064 4,184 2,354 3,310 1,765 26 1,349 759 798 1,648 193 - 63 1 62 49 - 617 Ps. Ps. 2015 3,396 407 564 644 27,330 14,467 1,774 3,740 1,316 3,082 1,236 68 1,264 587 731 3,359 175 - 58 - 30 59 1 470 (1) Associates. (2) Non controlling interest. (3) Members of the board of directors in FEMSA participate in board of directors of this entity. (4) Net of the contributions from The Coca-Cola Company of Ps. 4,518, Ps. 3,749 and Ps. 4,118, for the years ended in 2016, 2015 and 2014, respectively. 2014 3,544 313 513 670 28,084 15,133 1,404 3,674 1,167 2,592 1,020 99 1,389 567 591 2,891 158 2 140 42 - 73 4 321 43 Commitments with related parties Related Party Heineken Commitment Supply Conditions Supply of all beer products in Mexico’s OXXO stores. The contract may be renewed for five years or additional periods. At the end of the contract OXXO will not hold exclusive contract with another supplier of beer for the next 3 years. Commitment term, Jan 1st, 2010 to Jun 30, 2020. The benefits and aggregate compensation paid to executive officers and senior management of the Company were as follows: Short-term employee benefits paid Postemployment benefits Termination benefits Share based payments Ps. 2016 1,510 39 192 468 Ps. 2015 1,162 42 63 463 Ps. 2014 964 45 114 283 Note 15. Balances and Transactions in Foreign Currencies Assets, liabilities and transactions denominated in foreign currencies are those realized in a currency different than the functional currency of the Company . As of the end and for the years ended on December 31, 2016, 2015 and 2014, assets, liabilities and transactions denominated in foreign currencies, expressed in Mexican pesos (contractual amounts) are as follows: Assets Liabilities Short-Term Long-Term Short-Term Long- Term Ps. 17,796 246 5 Ps. 696 - 1,581 Ps. 4,540 345 246 Ps. 88,611 21,774 1,190 Ps. 18,047 Ps. 2,277 Ps. 5,131 Ps. 111,575 Ps. Ps. 10,939 3 - Ps. 630 - 1,173 Ps. 10,942 Ps. 1,803 Ps. 1,672 23 152 1,847 Ps. 71,123 - 41 Ps. 71,164 Revenues Other Revenues Purchases of Raw Materials Interest Expense Consulting Fees Assets Acquisitions Other Ps. Ps. 4,068 6 29 1,281 1,987 150 Ps. 14,961 104 - Ps. 3,173 355 150 Ps. 182 43 185 Ps. 4,103 Ps. 3,418 Ps. 15,065 Ps. 3,678 Ps. 410 Ps. 407 - - Ps. 407 Ps. 3,339 5 4 Ps. 3,348 Ps. Ps. Ps. Ps. Ps. Ps. 1,891 - 20 1,911 2,817 7 178 Ps. 3,002 Ps. 472 1 - 473 641 - - 641 Ps. Ps. Ps. 11,710 2 - 11,712 Ps. Ps. 1,973 - - Ps. 1,973 Ps. 15,006 80 10 Ps. 1,669 15 - Ps. Ps. 15,096 Ps. 1,684 Ps. 34 2 - 36 14 - - 14 Ps. Ps. 75 - - 75 Ps. 2,035 37 204 Ps. 2,276 Ps. 478 5 - Ps. 483 Ps. 2,068 13 4 Ps. 2,085 Balances As of December 31, 2016 U.S. dollars Euros Other currencies Total As of December 31, 2015 U.S. dollars Euros Other currencies Total Transactions For the year ended December 31, 2016 U.S. dollars Euros Other currencies Total For the year ended December 31, 2015 U.S. dollars Euros Other currencies Total For the year ended December 31, 2014 U.S. dollars Euros Other currencies Total 44 Mexican peso exchange rates effective at the dates of the consolidated statements of financial position and at the issuance date of the Company’s consolidated financial statements were as follows: U.S. dollar Euro Note 16. Employee Benefits 2016 20.6640 21.7741 December 31, 2015 17.2065 18.7873 February 24, 2016 19.9127 21.0364 The Company has various labor liabilities for employee benefits in connection with pension, seniority and post-retirement medical benefits . Benefits vary depending upon the country where the individual employees are located . Presented below is a discussion of the Company’s labor liabilities in Mexico, which comprise the substantial majority of those recorded in the consolidated financial statements . During 2016 and 2014, Coca-Cola FEMSA settled its pension plan in Colombia and Brazil, respectively and consequently Coca-Cola FEMSA recognized the corresponding effects of the settlement as disclosed below . In Colombia, the settlement of the complementary pension plan was only for certain executive employees . 16.1 Assumptions The Company annually evaluates the reasonableness of the assumptions used in its labor liability for post-employment and other non-current employee benefits computations . Actuarial calculations for pension and retirement plans, seniority premiums and post-retirement medical benefits, as well as the associated cost for the period, were determined using the following long-term assumptions for non-hyperinflationary Mexico: Mexico Financial: Discount rate used to calculate the defined benefit obligation Salary increase Future pension increases Healthcare cost increase rate Biometric: Mortality (1) Disability (2) Normal retirement age Employee turnover table (3) Measurement date December: (1) EMSSA. Mexican Experience of social security. (2) IMSS. Mexican Experience of Instituto Mexicano del Seguro Social. (3) BMAR. Actuary experience. December 31, 2016 December 31, 2015 December 31, 2014 7.60% 4.50% 3.50% 5.10% 7.00% 4.50% 3.50% 5.10% 7.00% 4.50% 3.50% 5.10% EMSSA 2009 IMSS-97 60 años BMAR 2007 EMSSA 2009 IMSS-97 60 years BMAR 2007 EMSSA 2009 IMSS-97 60 years BMAR 2007 In Mexico the methodology used to determine the discount rate was the Yield or Internal Rate of Return (“IRR”) which involves a yield curve . In this case, the expected rates of each period were taken from a yield curve of Mexican Federal Government Treasury Bond (known as CETES in Mexico) because there is no deep market in high quality corporate obligations in mexican pesos . In Mexico upon retirement, the Company purchases an annuity for the employee, which will be paid according to the option chosen by the employee . Based on these assumptions, the amounts of benefits expected to be paid out in the following years are as follows: 2017 2018 2019 2020 2021 2022 to 2026 Pension and Retirement Plans Seniority Premiums Ps. Ps. 465 307 367 457 380 2,075 51 36 34 33 33 181 Ps. Post Retirement Medical Services 18 19 20 21 23 141 Total Ps. 534 362 421 511 436 2,397 45 16.2 Balances of the liabilities for employee benefits Pension and Retirement Plans: Defined benefit obligation Pension plan funds at fair value Net defined benefit liability Seniority Premiums: Defined benefit obligation Seniority premium plan funds at fair value Net defined benefit liability Postretirement Medical Services: Defined benefit obligation Medical services funds at fair value Net defined benefit liability Post-employment: Net defined benefit liability Total employee benefits 16.3 Trust assets Trust assets consist of fixed and variable return financial instruments recorded at market value, which are invested as follows: Type of Instrument Fixed return: Traded securities Bank instruments Federal government instruments of the respective countries Variable return: Publicly traded shares December 31, 2016 December 31, 2015 Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 5,702 (2,216) 3,486 663 (102) 561 460 (60) 400 - 4,447 Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 5,308 (2,068) 3,240 610 (103) 507 404 (57) 347 135 4,229 December 31, 2016 December 31, 2015 15% 4% 63% 18% 100% 13% 6% 63% 18% 100% In Mexico, the regulatory framework for pension plans is established in the Income Tax Law and its Regulations, the Federal Labor Law and the Mexican Social Security Institute Law . None of these laws establish minimum funding levels or a minimum required level of contributions . In Mexico, the Income Tax Law requires that, in the case of private plans, certain notifications must be submitted to the authorities and a certain level of instruments must be invested in Federal Government securities among others . The Company’s various pension plans have a technical committee that is responsible for verifying the correct operation of the plan with regard to the payment of benefits, actuarial valuations of the plan, and supervise the trustee . The committee is responsible for determining the investment portfolio and the types of instruments the fund will be invested in . This technical committee is also responsible for reviewing the correct operation of the plans in all of the countries in which the Company has these benefits . The risks related to the Company’s employee benefit plans are primarily attributable to the plan assets . The Company’s plan assets are invested in a diversified portfolio, which considers the term of the plan so as to invest in assets whose expected return coincides with the estimated future payments . Since the Mexican Tax Law limits the plan asset investment to 10% for related parties, this risk is not considered to be significant for purposes of the Company’s Mexican subsidiaries . In Mexico, the Company’s policy is to invest at least 30% of the fund assets in Mexican Federal Government instruments . Guidelines for the target portfolio have been established for the remaining percentage and investment decisions are made to comply with these guidelines insofar as the market conditions and available funds allow . In Mexico, the amounts and types of securities of the Company in related parties included in portfolio fund are as follows: Debt: Cementos Mexicanos. S.A.B. de C.V. Grupo Televisa, S.A.B. de C.V. Grupo Financiero Banorte, S.A.B. de C.V. El Puerto de Liverpool, S.A.B. de C.V. Grupo Industrial Bimbo, S.A.B. de C. V. Gentera, S.A.B. de C.V. Capital: Alfa, S.A.B. de C.V. Gruma, S.A.B. de C.V. Grupo Industrial Bimbo, S.A.B. de C.V. 46 December 31, 2016 December 31, 2015 Ps. Ps. 7 45 7 5 19 8 - - 6 7 45 12 5 3 8 13 5 3 During the years ended December 31, 2016, 2015 and 2014, the Company did not make significant contributions to the plan assets and does not expect to make material contributions to the plan assets during the following fiscal year . The plan assets include securities of the Company in portfolio fund in amount of Ps . 114 and Ps . 113, as of December 31, 2016 and 2015, respectively . 16.4 Amounts recognized in the consolidated income statements and the consolidated statement of comprehensive income December 31, 2016 Pension and retirement plans Seniority premiums Postretirement medical services Total December 31, 2015 Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Venezuela Total December 31, 2014 Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Venezuela Total Income Statement OCI (1) Current Service Cost Past Service Cost Gain or Loss on Settlement or Curtailment Net Interest on the Net Defined Benefit Liability Remeasurements of the Net Defined Benefit Liability Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 245 92 22 359 233 88 16 6 343 221 75 10 24 Ps. 330 Ps. 45 - - 45 3 - - - 3 54 9 - - 63 Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. (61) - - (61) (120) (9) - - (129) (193) (27) - - Ps. (220) Ps. 224 34 24 282 212 32 23 9 276 279 28 16 18 341 Ps. 1,102 18 151 Ps. 1,271 Ps. 913 39 119 - Ps. 1,071 Ps. 998 76 74 99 Ps. 1,247 (1) Amounts accumulated in other comprehensive income as of the end of the period. For the years ended December 31, 2016, 2015 and 2014, current service cost of Ps . 359, Ps . 343 and Ps . 330 has been included in the consolidated income statement as cost of goods sold, administration and selling expenses . Remeasurements of the net defined benefit liability recognized in other comprehensive income are as follows: Amount accumulated in other comprehensive income as of the beginning of the period, net of tax Actuarial losses arising from exchange rates Remeasurements during the year, net of tax Actuarial gains arising from changes in demographic assumptions Actuarial gains and (losses) arising from changes in financial assumptions Amount accumulated in other comprehensive income as of the end of the period, net of tax Ps. Ps. 810 123 288 - (255) 966 Ps. Ps. 942 (12) (46) - (74) 810 Ps. Ps. 585 (173) 318 41 171 942 December 31, 2016 December 31, 2015 December 31, 2014 Remeasurements of the net defined benefit liability include the following: • The return on plan assets, excluding amounts included in net interest expense . • Actuarial gains and losses arising from changes in demographic assumptions . • Actuarial gains and losses arising from changes in financial assumptions . 47 16.5 Changes in the balance of the defined benefit obligation for post-employment Pension and Retirement Plans: Initial balance Current service cost Past service cost Interest expense Settlement Effect on curtailment Remeasurements of the net defined benefit obligation Foreign exchange loss (gain) Benefits paid Ending balance Seniority Premiums: Initial balance Current service cost Past service cost Interest expense Settlement Effect on curtailment Remeasurements of the net defined benefit obligation Benefits paid Acquisitions Ending balance Postretirement Medical Services: Initial balance Current service cost Interest expense Remeasurements of the net defined benefit obligation Benefits paid Ending balance Post-employment: Initial balance Current service cost Certain liability cost Interest expense Reclasification to certain liability cost Foreign exchange (gain) Benefits paid Ending balance 16.6 Changes in the balance of plan assets Total Plan Assets: Initial balance Actual return on trust assets Foreign exchange loss (gain) Life annuities Benefits paid Effect due to settlement Ending balance December 31, 2016 December 31, 2015 December 31, 2014 Ps. 5,308 245 45 369 - (61) (67) 150 (287) Ps. 5,702 Ps. Ps. Ps. Ps. Ps. Ps. 610 93 - 41 - - (43) (55) 17 663 404 22 27 30 (23) 460 135 - - - (135) - - - Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 5,270 233 3 353 - (120) (154) 39 (316) 5,308 563 88 - 38 - (9) (34) (45) 9 610 338 16 26 44 (20) 404 194 5 73 - - (137) - 135 Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 4,866 221 54 353 (482) - 378 42 (162) 5,270 475 75 9 33 (27) - 29 (37) 6 563 267 10 20 60 (19) 338 743 24 - 18 54 (638) (7) 194 December 31, 2016 December 31, 2015 December 31, 2014 Ps. Ps. 2,228 40 4 107 (1) - 2,378 Ps. Ps. 2,158 65 7 61 (63) - 2,228 Ps. Ps. 2,371 133 (8) 197 - (535) 2,158 As a result of the Company’s investments in life annuities plan, management does not expect it will need to make material contributions to plan assets in order to meet its future obligations . 48 16.7 Variation in assumptions The Company decided that the relevant actuarial assumptions that are subject to sensitivity and valuated through the projected unit credit method, are the discount rate, the salary increase rate and healthcare cost increase rate . The reasons for choosing these assumptions are as follows: • Discount rate: The rate that determines the value of the obligations over time . • Salary increase rate: The rate that considers the salary increase which implies an increase in the benefit payable . • Healthcare cost increase rate: The rate that considers the trends of health care costs which implies an impact on the postretirement medical service obligations and the cost for the year . The following table presents the amount of defined benefit plan expense and OCI impact in absolute terms of a variation of 0 .5% in the assumptions on the net defined benefit liability associated with the Company’s defined benefit plans . The sensitivity of this 0 .5% on the significant actuarial assumptions is based on a projected long- term discount rates to Mexico and a yield curve projections of long-term sovereign bonds: +0.5%: Discount rate used to calculate the defined benefit obligation and the net interest on the net defined benefit liability Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Total Expected salary increase Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Total Assumed rate of increase in healthcare costs Postretirement medical services -0.5%: Discount rate used to calculate the defined benefit obligation and the net interest on the net defined benefit liability Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Total Expected salary increase Pension and retirement plans Seniority premiums Postretirement medical services Post-employment Total Assumed rate of increase in healthcare costs Postretirement medical services (1) Amounts accumulated in other comprehensive income as of the end of the period. Income Statement Current Service Cost Past Service Cost Ps. Ps. Ps. Ps. 236 89 20 - 345 257 100 21 - 378 Ps. Ps. Ps. Ps. 43 - - - 43 48 1 - - 49 Gain or Loss on Settlement or Curtailment Effect of Net Interest on the Net Defined Benefit Liability (Asset) Ps. (57) Ps. - - - Ps. (57) Ps. Ps. Ps. (66) - - - (66) Ps. Ps. 217 34 23 - 274 240 37 24 - 301 OCI (1) Remeasurements of the Net Defined Benefit Liability (Asset) Ps. 648 (22) 126 - Ps. 752 Ps. 1,043 69 151 - Ps. 1,263 Ps. 22 Ps. - Ps. - Ps. 25 Ps. 193 Current Service Cost Past Service Cost Gain or Loss on Settlement or Curtailment Effect of Net Interest on the Net Defined Benefit Liability (Asset) Ps. Ps. Ps. Ps. 258 99 22 - 379 236 89 21 - 346 Ps. Ps. Ps. Ps. 50 1 - - 51 44 - - - 44 Ps. Ps. Ps. Ps. (66) - - - (66) (60) - - - (60) Ps. Ps. Ps. Ps. 227 35 25 - 287 205 32 24 - 261 Remeasurements of the Net Defined Benefit Liability (Asset) Ps. 1,101 48 187 - Ps. 1,336 Ps. 703 (24) 151 - Ps. 830 Ps. 20 Ps. - Ps. - Ps. 23 Ps. 131 49 16.8 Employee benefits expense For the years ended December 31, 2016, 2015 and 2014, employee benefits expenses recognized in the consolidated income statements as cost of goods sold, administrative and selling expenses are as follows: Wages and salaries Social security costs Employee profit sharing Post employment benefits Share-based payments Termination benefits Note 17. Bonus Programs 2016 Ps. 39,459 6,114 1,506 625 468 503 Ps. 48,675 2015 39,459 6,114 1,243 493 463 503 48,275 Ps. Ps. 2014 35,659 5,872 1,138 514 283 431 43,897 Ps. Ps. 17.1 Quantitative and qualitative objectives The bonus program for executives is based on complying with certain goals established annually by management, which include quantitative and qualitative objectives, and special projects . The quantitative objectives represent approximately 50% of the bonus, and are based on the Economic Value Added (“EVA”) methodology . The objective established for the executives at each entity is based on a combination of the EVA generated per entity and the EVA generated by the Company, calculated at approximately 70% and 30%, respectively . The qualitative objectives and special projects represent the remaining 50% of the annual bonus and are based on the critical success factors established at the beginning of the year for each executive . The bonus amount is determined based on each eligible participant’s level of responsibility and based on the EVA generated by the applicable business unit the employee works for . This formula is established by considering the level of responsibility within the organization, the employees’ evaluation and competitive compensation in the market . The bonus is granted to the eligible employee on an annual basis and after withholding applicable taxes . 17.2 Share-based payment bonus plan The Company has implemented a stock incentive plan for the benefit of its senior executives . As discussed above, this plan uses as its main evaluation metric the EVA . Under the EVA stock incentive plan, eligible employees are entitled to receive a special annual bonus (fixed amount), to be paid in shares of FEMSA or Coca-Cola FEMSA, as applicable or stock options (the plan considers providing stock options to employees; however, since inception only shares of FEMSA or Coca-Cola FEMSA have been granted) . The plan is managed by FEMSA’s chief executive officer (CEO), with the support of the board of directors, together with the CEO of the respective sub-holding company . FEMSA’s Board of Directors is responsible for approving the plan’s structure, and the annual amount of the bonus . Each year, FEMSA’s CEO in conjunction with the Evaluation and Compensation Committee of the board of directors and the CEO of the respective sub-holding company determine the employees eligible to participate in the plan and the bonus formula to determine the number of shares to be received . Until 2015 the shares were vested ratably over a six year period, beginning with January 1, 2016 onwards they were ratably vest over a four year period, with retrospective effects . Early December 31, 2015, the Company and the eligible employee agree to the share-based payment arrangement, being when it and the counterparty have a shared understanding of the terms and conditions of the arrangement . FEMSA accounts for its share-based payment bonus plan as an equity-settled share based payment transaction as it will ultimately settle its obligations with its employees by issuing its own shares or those of its subsidiary Coca-Cola FEMSA . The Company contributes the individual employee’s special bonus (after taxes) in cash to the Administrative Trust (which is controlled and consolidated by FEMSA), who then uses the funds to purchase FEMSA or Coca-Cola FEMSA shares (as instructed by the Administrative Trust’s Technical Committee), which are then allocated to such employee . The Administrative Trust tracks the individual employees’ account balance . FEMSA created the Administrative Trust with the objective of conducting the purchase of FEMSA and Coca-Cola FEMSA shares by each of its subsidiaries with eligible executives participating in the stock incentive plan . The Administrative Trust’s objectives are to acquire FEMSA shares, or shares of Coca-Cola FEMSA and to manage the shares granted to the individual employees based on instructions set forth by the Technical Committee . Once the shares are acquired following the Technical Committee’s instructions, the Administrative Trust assigns to each participant their respective rights . As the trust is controlled and therefore consolidated by FEMSA, shares purchased in the market and held within the Administrative Trust are presented as treasury stock (as it relates to FEMSA’s shares) or as a reduction of the noncontrolling interest (as it relates to Coca-Cola FEMSA’s shares) in the consolidated statement of changes in equity, on the line issuance (repurchase) of shares associated with share-based payment plans . Should an employee leave prior to their shares vesting, they would lose the rights to such shares, which would then remain within the Administrative Trust and be able to be reallocated to other eligible employees as determined by the Company . The incentive plan target is expressed in months of salary, and the final amount payable is computed based on a percentage of compliance with the goals established every year . For the years ended December 31, 2016, 2015 and 2014, the compensation expense recorded in the consolidated income statement amounted to Ps . 468, Ps . 463 and Ps . 283, respectively . All shares held in the Administrative Trust are considered outstanding for diluted earnings per share purposes and dividends on shares held by the trust are charged to retained earnings . 50 As of December 31, 2016 and 2015, the number of shares held by the trust associated with the Company’s share based payment plans is as follows: Beginning balance Shares acquired by the administrative trust to employees Shares released from administrative trust to employees upon vesting Forfeitures Ending balance Number of Shares FEMSA UBD KOFL 2016 2015 2016 2015 4,246,792 2,375,196 (2,996,817) - 3,625,171 4,763,755 1,491,330 (2,008,293) - 4,246,792 1,160,311 695,487 (787,471) - 1,068,327 1,298,533 466,036 (604,258) - 1,160,311 The fair value of the shares held by the trust as of the end of December 31, 2016 and 2015 was Ps . 712 and Ps . 830, respectively, based on quoted market prices of those dates . Note 18. Bank Loans and Notes Payables (in millions of Mexican pesos) 2017 2018 2019 2020 2021 At December 31, (1) Carrying Value at December 31, 2016 Fair Value at December 31, 2016 Carrying Value at December 31, 2015(1) 2022 and Thereafter Short-term debt: Fixed rate debt: Colombian pesos Bank loans Interest rate Argentine pesos Bank loans Interest rate Chilean pesos Bank loans Interest rate Finance leases Interest rate U.S. dollars Bank loans Interest rate Variable rate debt: Colombian pesos Bank loans Interest rate Brazilian reais Bank loans Interest rate Chilean pesos Bank loans Interest rate Ps. Ps. - - - Ps. - 644 32.0% 338 4.3% - - 206 3.4% 723 9.1% - - 1 10.0% - - - - - - - - - - - - - - Total short-term debt Ps. 1,912 Ps. - Ps. - - - - - - - - - - - - - - - - - Ps. Ps. - - - - - - - - - - - - - - - - - Ps. Ps. - - - - - - - - - - - - - - - - - Ps. Ps. - - - - - - - - - - - - - - - - - Ps. - Ps. - - Ps. - 219 6.5% 644 32.0% 338 4.3% - - 206 3.4% 723 9.1% - - 1 10.0% Ps. 1,912 669 - 338 - - - 208 - 720 - - - 165 26.2% 1,442 4.2% 10 2.4% - - 235 8.2% 168 14.8% 1 - - - Ps. 1,936 Ps. 2,239 51 (in millions of Mexican pesos) 2017 2018 2019 2020 2021 At December 31, (1) Carrying Value at December 31, 2016 Fair Value at December 31, 2016 Carrying Value at December 31, 2015(1) 2022 and Thereafter Long-term debt: Fixed rate debt: Euro Senior unsecured notes Interest rate U.S. dollars Yankee bond Interest rate Bank of NY (FEMSA USD 2023) Interest rate (1) Bank of NY (FEMSA USD 2043) Interest rate (1) Finance leases Interest rate (1) Mexican pesos Units of investment (UDIs) Interest rate Domestic senior notes Interest rate Brazilian reais Bank loans Interest rate Finance leases Interest rate Notes payable Interest rate Argentine pesos Bank loans Interest rate Chilean pesos Bank loans Interest rate Finance leases Interest rate Colombian pesos Finance leases Interest rate Subtotal Ps. Ps. - - - Ps. - Ps. - - Ps. - - - - - - - - 7 4.0% 3,245 4.2% - - 282 4.7% - - - - - - 125 6.8% 25 3.5% - - 20,625 2.4% - - - - 6 4.0% - - - - 227 5.1% - - - - - - 39 7.9% 25 3.6% 758 9.6% - - - - - - 5 3.8% - - - - 106 7.4% - - 7,022 0.4% - - - - 23 3.5% - - 10,297 4.6% - - - - 2 4.0% - - - - 50 5.1% - - - - - - - - 21 3.3% - - - - - - - - - - - - - - 2,497 8.3% 41 5.1% - - - - - - - - 20 3.2% - - Ps. 21,627 1.8% Ps. 21,627 Ps. 22,178 - 1.8% Ps. - - 30,781 4.4% 6,117 2.9% 14,128 4.4% - - - - 7,494 5.5% 36 5.1% - - - - - - - - - - - - 61,703 3.8% 6,117 2.9% 14,128 4.4% 20 3.9% 3,245 4.2% 9,991 6.2% 742 5.3% - - 7,022 0.4% - - 164 7.0% 114 3.4% 64,230 - 5,953 - 13,749 - 20 - 3,245 - 8,983 - 714 - - - 6,547 - - - 164 - 114 - 51,333 3.8% 5,068 2.9% 11,675 4.4% - - 3,385 4.2% 9,989 6.2% 819 6.0% 460 4.6% - - 18 15.3% 232 7.5% 92 3.4% 758 9.6% - - Ps. 125,631 Ps. 126,647 Ps. 83,071 750 - Ps. 3,684 Ps. 21,680 Ps. 7,156 Ps. 10,370 Ps. 2,558 Ps. 80,183 (1) All interest rates shown in this table are weighted average contractual annual rates. 52 (in millions of Mexican pesos) 2017 2018 2019 2020 2021 At December 31, (1) Carrying Value at December 31, 2016 Fair Value at December 31, 2016 Carrying Value at December 31, 2015(1) 2022 and Thereafter Variable rate debt: U.S. dollars Bank loans Interest rate (1) Mexican pesos Domestic senior notes Interest rate (1) Argentine pesos Bank loans Interest rate Brazilian reais Bank loans Interest rate Notes payable Interest rate Colombian pesos Bank loans Interest rate Chilean pesos Bank loans Interest rate Subtotal Total long-term debt Current portion of long term debt Ps. - Ps. - - Ps. - - - 40 27.8% 483 5.5% 10 0.4% 793 9.1% - - - - 451 5.5% 10 0.4% 413 10.0% 359 3.9% Ps. 1,685 Ps. 5,369 477 3.9% Ps. 1,351 Ps. Ps. 23,031 Ps. - - - - - - 410 5.5% 6 0.4% - - 641 3.8% 1,057 8,213 Ps. Ps. Ps. - - - - - - 308 5.5% - - - - 1,071 3.8% 1,379 11,749 (1) All interest rates shown in this table are weighted average contractual annual rates. Ps. 4,218 1.6% Ps. - - - - 88 5.5% - - - - 706 3.7% 5,012 7,570 Ps. Ps. - - - - - - 124 5.5% - - - - Ps. 4,218 Ps. 4,299 Ps. 1.6% - - 40 27.8% 1,864 5.5% 26 0.4% 1,206 9.6% - - - 40 - 1,776 - 23 - 1,213 - - - 2,496 3.6% 123 32.2% 584 10.1% - - 1,176 6.9% 1,097 3.6% Ps. 1,221 Ps. 81,404 4,350 - 4,351 3.7% 11,705 Ps. 2,175 6.0% Ps. 11,701 Ps. 6,554 Ps. 137,336 Ps. 138,348 Ps. 89,625 (3,656) Ps. 85,969 Ps. 131,967 (5,369) 53 Hedging Derivative Financial Instruments (1) Cross currency swaps: Units of investments to Mexican pesos and variable rate: Fixed to variable (2) Interest pay rate Interest receive rate U.S. dollars to Mexican pesos Fixed to variable (3) Interest pay rate Interest receive rate Variable to fixed Interest pay rate Interest receive rate Fixed to fixed Interest pay rate Interest receive rate U.S. dollars to Brazilian reais Fixed to variable Interest pay rate Interest receive rate Variable to variable Interest pay rate Interest receive rate Chilean pesos Variable to fixed Interest pay rate Interest receive rate Interest rate swap: Mexican pesos Variable to fixed rate: Interest pay rate Interest receive rate Variable to fixed rate (2): Interest pay rate Interest receive rate Variable to fixed rate (3): Interest pay rate Interest receive rate 2017 2018 2019 2020 2021 (notional amounts in millions of Mexican pesos) 2022 and Thereafter Total 2016 Total 2015 Ps. 2,500 Ps. 5.9% 4.2% - - - Ps. - - - - - - - - - 207 14.3% 3.4% - - - - - - - - - 5.9% 6.0% - - - - - 9,092 6.0% 2.4% 2,376 6.4% 2.4% 9,195 12.6% 2.5% 18,598 12.6% 2.1% - - - - - - - - - - - - - - - - - - - - - - 7,022 10.1% 0.4% - - - - - - 77 6.5% 4.7% - - - - Ps. Ps. - - - - - - - - - 10,332 9.1% 4.6% 4,786 12.9% 2.9% - - - 827 6.9% 6.2% - - - - - - - - - - - - - - - - - - - - - - 4,236 11.7% 1.5% - - - 727 7.6% 4.7% - - - - Ps. - Ps. 2,500 Ps. 2,500 3.4% - 4.2% - 5.9% 4.2% 11,403 7.4% 4.0% - - - 6,743 9.1% 3.8% - - - - - - - - - 2,787 4.8% 4.1% - - 7.2% 7.4% 11,403 7.4% 4.0% 9,092 6.0% 2.4% 19,451 8.8% 4.1% 21,210 11.9% 1.9% 22,834 12.4% 2.0% 827 6.9% 6.2% 3,591 6.4% 5.1% 5.9% 6.0% 7.2% 7.4% 11,403 4.8% 4.0% 7,571 3.5% 2.4% 1,267 5.7% 2.9% 5,592 12.7% 2.7% 17,551 12.6% 2.1% 1,097 6.9% 6.8% 1,273 7.0% 5.5% 5.2% 3.4% 7.2% 4.8% (1) All interest rates shown in this table are weighted average contractual annual rates. (2) Interest rate swaps with a notional amount of Ps. 1,250 that receive a variable rate of 6.0% and pay a fixed rate of 5.9%; joined with a cross currency swap of the same notional amount, which covers units of investments to Mexican pesos, that receives a fixed rate of 4.2% and pays a variable rate of 5.9%. (3) Interest rate swaps with a notional amount of Ps. 11,403 that receive a variable rate of 7.4% and pay a fixed rate of 7.2%; joined with a cross currency swap, which covers U.S. dollars to Mexican pesos, that receives a fixed rate of 4.0% and pay a variable rate of 7.4%. For the years ended December 31, 2016, 2015 and 2014, the interest expense is comprised as follows: Interest on debts and borrowings Capitalized interest Finance charges for employee benefits Derivative instruments Finance operating charges Finance charges payable under finance leases 2016 5,694 (32) 282 3,519 183 - 9,646 Ps. Ps. Ps. Ps. 2015 4,586 (60) 276 2,894 79 2 7,777 2014 3,992 (117) 341 2,413 66 6 6,701 Ps. Ps. In March 14, 2016, the Company issued long-term debt on the Irish Stock Exchange (ISE) in the amount of €1,000, which was made up of senior notes with a maturity of 7 years, a fixed interest rate of 1 .75% and a spread of 155 basis points over the relevant benchmark mid-swap, for a total yield of 1 .824% . The Company has designated this non-derivative financial liability as a hedge on the net investment in Heineken . For the year ended December 31, 2016, a foreing exchange loss, net of tax, has been recognized as part of the exchange differences on translation of foreign operations within the cumulative other comprehensive income of Ps . 1,443 . 54 On May 7, 2013, the Company issued long-term debt on the NYSE in the amount of $1,000, which was made up of senior notes of $300 with a maturity of 10 years and a fixed interest rate of 2 .875%; and senior notes of $700 with a maturity of 30 years and a fixed interest rate of 4 .375% . After the issuance, the Company contracted cross-currency swaps to reduce its exposure to risk of exchange rate and interest rate fluctuations associated with this issuance, see Note 20 . On December 7, 2007, the Company issued domestic senior notes in the amount of 637,587,000 investment units (Ps . 2,500 nominal amount), with a maturity date on November 24, 2017 and a fixed interest rate . Coca-Cola FEMSA has the following debt bonds: a) registered with the Mexican stock exchange: i) Ps . 2,500 (nominal amount) with a maturity date in 2021 and fixed interest rate of 8 .27% and ii) Ps . 7,500 (nominal amount) with a maturity date in 2023 and fixed interest rate of 5 .46%; and b) registered with the SEC: i) Senior notes of U .S . $500 with interest at a fixed rate of 4 .63% and maturity date on February 15, 2020, ii) Senior notes of U .S . $1,000 with interest at a fixed rate of 2 .38% and maturity date on November 26, 2018, iii) Senior notes of U .S . $900 with interest at a fixed rate of 3 .88% and maturity date on November 26, 2023 and iv) Senior notes of U .S . $600 with interest at a fixed rate of 5 .25% and maturity date on November 26, 2043 all of which are guaranteed by Coca-Cola FEMSA subsidiaries: Propimex, S . de R .L . de C .V ., Comercializadora La Pureza de Bebidas, S . de R .L . de C .V ., Controladora Interamericana de Bebidas, S . de R .L . de C .V ., Grupo Embotellador Cimsa, S . de R .L . de C .V ., Refrescos Victoria del Centro, S . de R .L . de C .V ., Distribuidora y Manufacturera del Valle de Mexico, S . de R .L . de C .V (as successor guarantor of Servicios Integrados Inmuebles del Golfo, S . de R .L . de C .V .) and Yoli de Acapulco, S . de R .L . de C .V . (“Guarantors”) . The Company has financing from different institutions under agreements that stipulate different restrictions and covenants, which mainly consist of maximum levels of leverage and capitalization as well as minimum consolidated net worth and debt and interest coverage ratios . As of the date of these consolidated financial statements, the Company was in compliance with all restrictions and covenants contained in its financing agreements . In December 2015, Coca-Cola FEMSA prepaid in full outstanding Bank loans denominated in U .S . million dollars for a total amount of $450 (nominal amount) . Note 19. Other Income and Expenses Gain on sale of shares Gain on sale of long-lived assets Gain on sale of other assets Sale of waste material Write off-contingencies (see Note 25.5) Recoveries from previous years Insurance rebates Others Other income Contingencies associated with prior acquisitions or disposals (1) Loss son sale of shares Loss on sale of long-lived assets Loss on sale of other assets Impairment of long-lived assets Disposal of long-lived assets (2) Foreign exchange losses related to operating activities Non-income taxes from Colombia Severance payments Donations Legal fees and other expenses from past acquisitions Other Other expenses (1) Contingencies amounted of Ps. 764 associated with Heineken (see Note 25.5.1). (2) Charges related to fixed assets retirement from ordinary operations and other long-lived assets. 2016 - 170 - 50 329 466 10 132 1,157 1,582 8 - 159 - 238 2,370 53 98 203 241 957 5,909 Ps. Ps. Ps. Ps. Ps. Ps. Ps. Ps. 2015 14 249 - 41 - 16 17 86 423 93 - - - 134 416 917 30 285 362 223 281 2,741 2014 - - 276 44 475 89 18 196 1,098 - - 7 - 145 153 147 69 277 172 31 276 1,277 Ps. Ps. Ps. Ps. 55 Note 20. Financial Instruments Fair Value of Financial Instruments The Company measures the fair value of its financial assets and liabilities classified as level 2 applying the income approach method, which estimates the fair value based on expected cash flows discounted to net present value . The following table summarizes the Company’s financial assets and liabilities measured at fair value, as of December 31, 2016 and 2015: Derivative financial instrument (current asset) Derivative financial instrument (non-current asset) Derivative financial instrument (current liability) Derivative financial instrument (non-current liability) December 31, 2016 December 31, 2015 Level 1 374 - - - Level 2 1,543 14,729 264 6,403 Level 1 - - 270 - Level 2 523 8,377 89 277 20.1 Total debt The fair value of bank loans is calculated based on the discounted value of contractual cash flows whereby the discount rate is estimated using rates currently offered for debt of similar amounts and maturities, which is considered to be level 2 in the fair value hierarchy . The fair value of the Company’s publicly traded debt is based on quoted market prices as of December 31, 2016 and 2015, which is considered to be level 1 in the fair value hierarchy . Carrying value Fair value Ps. 2016 139,248 140,284 Ps. 2015 91,864 91,551 20.2 Interest rate swaps The Company uses interest rate swaps to offset the interest rate risk associated with its borrowings, pursuant to which it pays amounts based on a fixed rate and receives amounts based on a floating rate . These instruments have been designated as cash flow hedges and are recognized in the consolidated statement of financial position at their estimated fair value . The fair value is estimated using formal technical models . The valuation method involves discounting to present value the expected cash flows of interest, calculated from the rate curve of the cash flow currency, and expresses the net result in the reporting currency . Changes in fair value are recorded in cumulative other comprehensive income, net of taxes until such time as the hedged amount is recorded in the consolidated income statements . At December 31, 2016, the Company has the following outstanding interest rate swap agreements: Maturity Date 2017 2019 2021 2022 2023 At December 31, 2015, the Company has the following outstanding interest rate swap agreements: Maturity Date 2017 2019 2021 2022 2023 Ps. Ps. Notional Amount 1,250 77 727 929 13,261 Notional Amount 1,250 76 623 574 11,403 Fair Value Liability December 31, 2016 Fair Value Asset December 31, 2016 Ps. - (4) (87) (35) (73) Ps. 10 - - - 1,028 Fair Value Liability December 31, 2015 Fair Value Asset December 31, 2015 Ps. Ps. (36) (3) (62) (9) - - - - - 89 The net effect of expired contracts treated as hedges are recognized as interest expense within the consolidated income statements . 20.3 Forward agreements to purchase foreign currency The Company has entered into forward agreements to reduce its exposure to the risk of exchange rate fluctuations between the Mexican peso and other currencies . Foreign exchange forward contracts measured at fair value are designated hedging instruments in cash flow hedges of forecast inflows in Euros and forecast purchases of raw materials in U .S . dollars . These forecast transactions are highly probable . These instruments have been designated as cash flow hedges and are recognized in the consolidated statement of financial position at their estimated fair value which is determined based on prevailing market exchange rates to terminate the contracts at the end of the period . The price agreed in the instrument is compared to the current price of the market forward currency and is discounted to present value of the rate curve of the relevant currency . Changes in the fair value of these forwards are recorded as part of cumulative other comprehensive income, net of taxes . Net gain/loss on expired contracts is recognized as part of cost of goods sold when the raw material is included in sale transaction, and as a part of foreign exchange when the inflow in Euros are received . 56 At December 31, 2016, the Company had the following outstanding forward agreements to purchase foreign currency: Maturity Date 2017 Notional Amount Fair Value Liability December 31, 2016 Fair Value Asset December 31, 2016 Ps. 8,265 Ps. (247) Ps. 364 At December 31, 2015, the Company had the following outstanding forward agreements to purchase foreign currency: Maturity Date 2016 Notional Amount Fair Value Liability December 31, 2015 Fair Value Asset December 31, 2015 Ps. 6,735 Ps. (84) Ps. 383 20.4 Options to purchase foreign currency The Company has executed call option and collar strategies to reduce its exposure to the risk of exchange rate fluctuations . A call option is an instrument that limits the loss in case of foreign currency depreciation . A collar is a strategy that combines call and put options, limiting the exposure to the risk of exchange rate fluctuations in a similar way as a forward agreement . These instruments have been designated as cash flow hedges and are recognized in the consolidated statement of financial position at their estimated fair value which is determined based on prevailing market exchange rates to terminate the contracts at the end of the period . Changes in the fair value of these options, corresponding to the intrinsic value, are initially recorded as part of “cumulative other comprehensive income” . Changes in the fair value, corresponding to the extrinsic value, are recorded in the consolidated income statements under the caption “market value gain/ (loss) on financial instruments,” as part of the consolidated net income . Net gain/(loss) on expired contracts including the net premium paid, is recognized as part of cost of goods sold when the hedged item is recorded in the consolidated income statements . At December 31, 2015, the Company paid a net premium of Ps . 75 millions for the following outstanding call options to purchase foreign currency: Maturity Date 2016 Notional Amount Fair Value Liability December 31, 2015 Fair Value Asset December 31, 2015 Ps. 1,612 Ps. - Ps. 65 20.5 Cross-currency swaps The Company has contracted for a number of cross-currency swaps to reduce its exposure to risks of exchange rate and interest rate fluctuations associated with its borrowings denominated in U .S . dollars and other foreign currencies . Cross-Currency swaps contracts are designated as hedging instruments through which the Company changes the debt profile to its functional currency to reduce exchange exposure . These instruments are recognized in the consolidated statement of financial position at their estimated fair value which is estimated using formal technical models . The valuation method involves discounting to present value the expected cash flows of interest, calculated from the rate curve of the cash foreign currency, and expresses the net result in the reporting currency . These contracts are designated as financial instruments at fair value through profit or loss . The fair values changes related to those cross currency swaps are recorded under the caption “market value gain (loss) on financial instruments,” net of changes related to the long-term liability, within the consolidated income statements . The Company has cross-currency contracts designated as cash flow hedges and are recognized in the consolidated statement of financial position at their estimated fair value . Changes in fair value are recorded in cumulative other comprehensive income, net of taxes until such time as the hedge amount is recorded in the consolidated income statement . At December 31, 2016, the Company had the following outstanding cross currency swap agreements: Maturity Date 2017 2018 2019 2020 2021 2023 2026 2027 At December 31, 2015, the Company had the following outstanding cross currency swap agreements: Maturity Date 2017 2018 2020 2023 Ps. Ps. Notional Amount 2,707 39,262 7,022 19,474 5,076 12,670 925 5,476 Notional Amount 2,711 30,714 4,034 12,670 Fair Value Liability December 31, 2016 Fair Value Asset December 31, 2016 Ps. Ps. (10) (4,837) (265) (842) (128) - (131) - Fair Value Liability 2015 - - (116) - Ps. 1,165 3,688 - 798 28 9,057 - 125 Fair Value Asset December 31, 2015 Ps. - 1,159 2,216 4,859 57 20.6 Commodity price contracts The Company has entered into various commodity price contracts to reduce its exposure to the risk of fluctuation in the costs of certain raw material . The fair value is estimated based on the market valuations to terminate the contracts at the end of the period . These instruments are designated as Cash Flow Hedges and the changes in the fair value are recorded as part of “cumulative other comprehensive income .” The fair value of expired commodity price contract was recorded in cost of goods sold where the hedged item was recorded . At December 31, 2016, Coca-Cola FEMSA had the following sugar price contracts: Maturity Date 2017 At December 31, 2016, Coca-Cola FEMSA had the following aluminum price contracts: Maturity Date 2017 At December 31, 2015, Coca-Cola FEMSA had the following sugar price contracts: Maturity Date 2016 At December 31, 2015, Coca-Cola FEMSA had the following aluminum price contracts: Maturity Date 2016 Notional Amount Ps. 572 Ps. Notional Amount Ps. 74 Ps. Fair Value Asset December 31, 2016 370 Fair Value Asset December 31, 2016 5 Ps. Notional Amount 1,497 Notional Amount Ps. 436 Ps. Fair Value Liability December 31, 2015 (190) Ps. Fair Value Liability December 31, 2015 (84) 20.7 Financial Instruments for CCFPI acquisition Coca-Cola FEMSA’s call option related to the remaining 49% ownership interest in CCFPI is measured at fair value in its financial statements using a Level 3 concept . The call option had an estimated fair value of approximately Ps . 859 million at inception of the option, and approximately Ps . 466 million and Ps . 456 million as of December 31, 2016 and 2015, respectively . Significant observable inputs into that Level 3 estimate include the call option’s expected term (7 years at inception), risk free rate as expected return (LIBOR), a volatility (18 .56%) and the underlying enterprise value of the CCFPI . The enterprise value of CCFPI for the purpose of this estimate was based on CCFPI’s long-term business plan . Coca-Cola FEMSA uses Black & Scholes valuation technique to measure call option value . Coca-Cola FEMSA acquired its 51% ownership interest in CCFPI in January 2013 and continues to integrate CCFPI into its global operations using the equity method of accounting, and currently believes that the underlying exercise price of the call option is “out of the money” . The Level 3 fair value of Coca-Cola FEMSA’s put option related to its 51% ownership interest approximates zero as its exercise price as defined in the contract adjusts proportionately to the underlying fair value of CCFPI . Coca-Cola FEMSA estimates that the call option is “out of the money” as of December 31, 2016 and 2015 . As of December 31, 2016 and 2015, the call option is “out of the money” by approximately 25 .47% and 13 .89% or U .S . $155 million and U .S . $90 million, respectively, with respect to the strike price . 20.8 Option embedded in the Promissory Note to fund the Vonpar’s acquisition As disclosed in Note 4 .1 .1 regarding the acquisition of Vonpar as part of the purchase price agreement the acquirer Spal Industria Brasileira de Bebidas, S .A . (a subsidiary of the Coca-Cola FEMSA) granted a call option to former Vonpar owners to convert the promissory note denominated and payable in Brazilian Reals for the remaining balance of Ps . 6,534 million plus the appreciation and depretiation of the reals versus the U .S . dollars and an additional amount if the price of KOF shares is higher than Ps . 178 .5 per share at the maturity date . Coca-Cola FEMSA uses Black & Scholes valuation technique to measure call option at fair value . The call option had an estimated fair value of Ps . 343 million at inception of the option and Ps . 368 million as of December 31, 2016 . The option is recorded as part of the Promisory Note disclosed in Note 18 . Coca-Cola FEMSA estimates that the call option is “out of the money” as of December 31, 2016 by approximately 35 .9% or U .S . $93 million with respect to the strike price . 58 20.9 Net effects of expired contracts that met hedging criteria Type of Derivatives Interest rate swaps Cross currency swap (1) Cross currency swap (1) Forward agreements to purchase foreign currency Commodity price contracts Options to purchase foreign currency Forward agreements to purchase foreign currency Impact in Consolidated Income Statement Interest expense Interest expense Foreign exchange Foreign exchange Cost of goods sold Cost of goods sold Cost of goods sold Ps. Ps. 2016 - - - 160 (241) - (45) Ps. 2015 - 2,595 (10,911) (180) 619 (21) (523) (1) This amount corresponds to the settlement of cross currency swaps portfolio in Brazil presented as part of the other financial activities. 20.10 Net effect of changes in fair value of derivative financial instruments that did not meet the hedging criteria for accounting purposes Type of Derivatives Interest rate swaps Cross currency swaps Others Impact in Consolidated Income Statement Market value gain (loss) on financial instruments Ps. 20.11 Net effect of expired contracts that did not meet the hedging criteria for accounting purposes Type of Derivatives Cross-currency swaps Impact in Consolidated Income Statement Market value Ps. 2016 - - - 2016 - Ps. 2015 - (20) 56 Ps. 2015 204 Ps. Ps. 2014 337 - - 38 291 - 22 2014 10 59 3 2014 - 20.12 Market risk Market risk is the risk that the fair value of future cash flow of a financial instrument will fluctuate because of changes in market prices . Market prices include currency risk and commodity price risk . The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and commodity prices . The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk, and commodity prices risk including: • Forward Agreements to Purchase Foreign Currency in order to reduce its exposure to the risk of exchange rate fluctuations . • Cross-Currency Swaps in order to reduce its exposure to the risk of exchange rate fluctuations . • Commodity price contracts in order to reduce its exposure to the risk of fluctuation in the costs of certain raw materials . The Company tracks the fair value (mark to market) of its derivative financial instruments and its possible changes using scenario analyses . 59 The following disclosures provide a sensitivity analysis of the market risks management considered to be reasonably possible at the end of the reporting period based on a stress test of the exchange rates according to an annualized volatility estimated with historic prices obtained for the underlying asset over a period of time, in the cases of derivative financial instruments related to foreign currency risk, which the Company is exposed to as it relates to in its existing hedging strategy: Change in Exchange Rate Effect on Equity -17% MXN/EUR Ps. +17% MXN/EUR +11% CLP/USD -11% CLP/USD -18% BRL/USD +18% BRL/USD -17% MXN/USD +17% MXN/USD -18% COP/USD +18% COP/USD -14% MXN/EUR Ps. +14% MXN/EUR +10% CLP/USD -10% CLP/USD -11% MXN/USD +11% MXN/USD +21% BRL/USD +17% COP/USD -36% ARS/USD +36% ARS/USD -21% BRL/USD -17% COP/USD +17% COP/USD -9% MXN/EUR Ps. +9% MXN/EUR -11% ARS/USD +11% ARS/USD -14% BRL/USD +14% BRL/USD -9% COP/USD +9% COP/USD -7% MXN/USD +7% MXN/USD 293 (293) 12 (12) (203) 203 (916) 916 (255) 255 319 (319) 9 (9) 197 (197) (387) (113) 231 (231) 387 113 (113) 278 (278) (22) 22 (96) 96 (42) 42 (119) 119 Foreign Currency Risk 2016 FEMSA (1) Coca-Cola FEMSA 2015 FEMSA (1) Coca-Cola FEMSA 2014 FEMSA (1) Coca-Cola FEMSA (1) Does not include Coca-Cola FEMSA. 60 Cross Currency Swaps (1) (2) 2016 FEMSA (3) Coca-Cola FEMSA 2015 FEMSA (3) Coca-Cola FEMSA 2014 FEMSA (3) Coca-Cola FEMSA Net Cash in Foreign Currency (1) 2016 FEMSA (3) Coca-Cola FEMSA 2015 FEMSA (3) Coca-Cola FEMSA 2014 FEMSA (3) Coca-Cola FEMSA (1) The sensitivity analysis effects include all subsidiaries of the Company. (2) Includes the sensitivity analysis effects of all derivative financial instruments related to foreign exchange risk. (3) Does not include Coca-Cola FEMSA. Change in Exchange Rate Effect on Equity Effect on Profit or Loss -11% CLP/USD Ps. +11% CLP/USD -17% MXN/USD +17% MXN/USD -18% COP/USD +18% COP/USD +17% MXN/USD +18% BRL/USD -17% MXN/USD -18% BRL/USD -11% MXN/USD Ps. +11% MXN/USD -11% MXN/USD +11% MXN/USD -21% BRL/USD +21% BRL/USD -7% MXN/USD Ps. +7% MXN/USD -7% MXN/USD +7% MXN/USD -14% BRL/USD +14% BRL/USD - - - - - - 3,687 9,559 (3,687) (9,559) - - - - (4,517) 4,517 Ps. (549) 549 (3,836) 3,836 (448) 448 1,790 - (1,790) - Ps. (2,043) 2,043 (938) 938 (1,086) 1,086 - - - - - - Ps. (1,100) 1,100 (481) 415 (3,935) 2,990 Change in Exchange Rate Effect on Profit or Loss +17% EUR/ +17% USD Ps. -17% EUR/ -17% USD +17% USD -17% USD +14% EUR/ +11%USD Ps. -14% EUR/ -11%USD +11%USD -11%USD +9% EUR/+7%USD Ps. -9% EUR/-7%USD +7%USD -7%USD 3,176 (3,176) (105) 105 504 (504) (1,112) 1,112 233 (233) (747) 747 61 Commodity Price Contracts (1) 2016 Coca-Cola FEMSA 2015 Coca-Cola FEMSA 2014 Coca-Cola FEMSA Change in U.S.$ Rate Effect on Equity Sugar - 33% Ps. Aluminum - 16% Sugar - 31% Ps. Aluminum - 18% Sugar - 27% Ps. Aluminum - 17% (310) (13) (406) (58) (528) (87) (1) Effects on commoditie price contracts are only in Coca-Cola FEMSA. 20.13 Interest rate risk Interest rate risk is the risk that the fair value or future cash flow of a financial instrument will fluctuate because of changes in market interest rates . The Company is exposed to interest rate risk because it and its subsidiaries borrow funds at both fixed and variable interest rates . The risk is managed by the Company by maintaining an appropriate mix between fixed and variable rate borrowings, and by the use of the different derivative financial instruments . Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied . The following disclosures provide a sensitivity analysis of the interest rate risks management considered to be reasonably possible at the end of the reporting period, which the Company is exposed to as it relates to its fixed and floating rate borrowings, which it considers in its existing hedging strategy: Interest Rate Swap (1) 2016 FEMSA (2) 2015 FEMSA (2) 2014 FEMSA (2) (1) The sensitivity analysis effects include all subsidiaries of the Company. (2) Does not include Coca-Cola FEMSA. Interest Effect of Unhedged Portion Bank Loans Change in interest rate Effect on profit loss Change in Bps. Effect on Equity (100 Bps.) Ps. (550) (100 Bps.) Ps. (542) (100 Bps.) Ps. (528) 2016 2015 2014 +100 Bps. (354) Ps. +100 Bps. (192) Ps. +100 Bps. (244) Ps. 20.14 Liquidity risk Each of the Company’s sub-holding companies generally finances its operational and capital requirements on an independent basis . As of December 31, 2016 and 2015, 64 .5% and 82 .66%, respectively of the Company’s outstanding consolidated total indebtedness was at the level of its sub-holding companies . This structure is attributable, in part, to the inclusion of third parties in the capital structure of Coca-Cola FEMSA . Currently, the Company’s management expects to continue financing its operations and capital requirements when it is considering domestic funding at the level of its sub-holding companies, otherwise; it is generally more convenient that its foreign operations would be financed directly through the Company because of better market conditions obtained by itself . Nonetheless, sub-holdings companies may decide to incur indebtedness in the future to finance their own operations and capital requirements of the Company’s subsidiaries or significant acquisitions, investments or capital expenditures . As a holding company, the Company depends on dividends and other distributions from its subsidiaries to service the Company’s indebtedness . The Company’s principal source of liquidity has generally been cash generated from its operations . The Company has traditionally been able to rely on cash generated from operations because a significant majority of the sales of Coca-Cola FEMSA and FEMSA Comercio are on a cash or short-term credit basis, and FEMSA Comercio’s OXXO stores are able to finance a significant portion of their initial and ongoing inventories with supplier credit . The Company’s principal use of cash has generally been for capital expenditure programs, acquisitions, debt repayment and dividend payments . Ultimate responsibility for liquidity risk management rests with the Company’s board of directors, which has established an appropriate liquidity risk management framework for the management of the Company’s short-, medium- and long-term funding and liquidity requirements . The Company manages liquidity risk by maintaining adequate cash reserves and continuously monitoring forecast and actual cash flows, and with a low concentration of maturities per year . 62 The Company has access to credit from national and international banking institutions in order to meet treasury needs; besides, the Company has the highest rating for Mexican companies (AAA) given by independent rating agencies, allowing the Company to evaluate capital markets in case it needs resources . As part of the Company’s financing policy, management expects to continue financing its liquidity needs with cash from operations . Nonetheless, as a result of regulations in certain countries in which the Company operates, it may not be beneficial or, as in the case of exchange controls in Venezuela, practicable to remit cash generated in local operations to fund cash requirements in other countries . Exchange controls like those in Venezuela may also increase the real price of remitting cash from operations to fund debt requirements in other countries . In the event that cash from operations in these countries is not sufficient to fund future working capital requirements and capital expenditures, management may decide, or be required, to fund cash requirements in these countries through local borrowings rather than remitting funds from another country . In addition, the Company’s liquidity in Venezuela could be affected by changes in the rules applicable to exchange rates as well as other regulations, such as exchange controls . In the future the Company management may finance its working capital and capital expenditure needs with short-term or other borrowings . The Company’s management continuously evaluates opportunities to pursue acquisitions or engage in joint ventures or other transactions . We would expect to finance any significant future transactions with a combination of cash from operations, long-term indebtedness and capital stock . The Company’s sub-holding companies generally incur short-term indebtedness in the event that they are temporarily unable to finance operations or meet any capital requirements with cash from operations . A significant decline in the business of any of the Company’s sub-holding companies may affect the sub-holding company’s ability to fund its capital requirements . A significant and prolonged deterioration in the economies in which we operate or in the Company’s businesses may affect the Company’s ability to obtain short-term and long-term credit or to refinance existing indebtedness on terms satisfactory to the Company’s management . The Company presents the maturity dates associated with its long-term financial liabilities as of December 31, 2016, see Note 18 . The Company generally makes payments associated with its long-term financial liabilities with cash generated from its operations . The following table reflects all contractually fixed pay-offs for settlement, repayments and interest resulting from recognized financial liabilities . It includes expected net cash outflows from derivative financial liabilities that are in place as of December 31, 2016 . Such expected net cash outflows are determined based on each particular settlement date of an instrument . The amounts disclosed are undiscounted net cash outflows for the respective upcoming fiscal years, based on the earliest date on which the Company could be required to pay . Cash outflows for financial liabilities (including interest) without fixed amount or timing are based on economic conditions (like interest rates and foreign exchange rates) existing at December 31, 2016 . Non-derivative financial liabilities: Notes and bonds Loans from banks Obligations under finance leases Derivative financial liabilities 2017 2018 2019 2020 2021 2022 and thereafter Ps. 7,930 4,690 39 (1,296) Ps. 22,997 2,724 36 638 Ps. 9,429 1,402 33 664 Ps. 12,754 1,591 28 624 Ps. 4,879 Ps. 122,628 1,070 5,158 0 26 (12,253) (1) The Company generally makes payments associated with its non-current financial liabilities with cash generated from its operations . 20.15 Credit risk Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company . The Company has adopted a policy of only dealing with creditworthy counterparties, where appropriate, as a means of mitigating the risk of financial loss from defaults . The Company only transacts with entities that are rated the equivalent of investment grade and above . This information is supplied by independent rating agencies where available and, if not available, the Company uses other publicly available financial information and its own trading records to rate its major customers . The Company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties . Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management committee . The Company has a high receivable turnover; hence management believes credit risk is minimal due to the nature of its businesses, which have a large portion of their sales settled in cash . The Company’s maximum exposure to credit risk for the components of the statement of financial position at December 31, 2016 and 2015 is the carrying amounts (see Note 7) . The credit risk on derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies . The Company manages the credit risk related to its derivative portfolio by only entering into transactions with reputable and credit-worthy counterparties as well as by maintaining in some cases a Credit Support Annex (CSA) that establishes margin requirements, which could change upon changes to the credit ratings given to the Company by independent rating agencies . As of December 31, 2016, the Company concluded that the maximum exposure to credit risk related with derivative financial instruments is not significant given the high credit rating of its counterparties . 63 Note 21. Non-Controlling Interest in Consolidated Subsidiaries An analysis of FEMSA’s non-controlling interest in its consolidated subsidiaries for the years ended December 31, 2016 and 2015 is as follows: Coca-Cola FEMSA Other The changes in the FEMSA’s non-controlling interest were as follows: Balance at beginning of the year Net income of non controlling interest Other comprehensive income (loss): Exchange differences on translation of foreign operation Remeasurements of the net defined benefits liability Valuation of the effective portion of derivative financial instruments Other acquisitions and remeasurments Contribution from non-controlling interest Equity instruments Dividends Share based payment Balance at end of the year Non controlling cumulative other comprehensive loss is comprised as follows: Exchange differences on translation foreign operation Remeasurements of the net defined benefits liability Valuation of the effective portion of derivative financial instruments Cumulative other comprehensive loss 2016 Ps. 60,332 6,035 9,463 9,238 (63) 288 1,710 892 (485) (3,690) 9 Ps. 74,266 December 31, 2016 Ps. Ps. 70,293 3,973 74,266 December 31, 2015 Ps. Ps. 58,340 1,992 60,332 2015 59,649 5,593 (2,999) (3,110) 75 36 1,133 250 - (3,351) 57 60,332 December 31, 2016 (199) (304) 195 (308) Ps. Ps. Ps. Ps. 2014 63,158 5,929 (6,265) (6,264) (110) 109 - - - (3,152) (21) 59,649 December 31, 2015 (9,436) (241) (93) (9,770) Ps. Ps. Ps. Ps. Coca-Cola FEMSA shareholders, especially the Coca-Cola Company which hold Series D shares, have some protective rights about investing in or disposing of significant businesses . However, these rights do not limit the continued normal operations of Coca-Cola FEMSA . Summarized financial information in respect of Coca-Cola FEMSA is set out below: Total current assets Total non-current assets Total current liabilities Total non-current liabilities Total revenue Total consolidated net income Total consolidated comprehensive income Net cash flow from operating activities Net cash flow from used in investing activities Net cash flow from financing activities Note 22. Equity December 31, 2016 December 31, 2015 Ps. Ps. Ps. 45,453 233,803 39,868 110,155 177,718 10,527 27,171 32,446 (26,915) (9,734) Ps. Ps. Ps. 42,232 168,017 30,480 71,034 152,360 10,329 5,033 23,202 (10,945) (8,567) 22.1 Equity accounts The capital stock of FEMSA is comprised of 2,161,177,770 BD units and 1,417,048,500 B units . As of December 31, 2016 and 2015, the capital stock of FEMSA was comprised of 17,891,131,350 common shares, without par value and with no foreign ownership restrictions . Fixed capital stock amounts to Ps . 300 (nominal value) and the variable capital may not exceed 10 times the minimum fixed capital stock amount . The characteristics of the common shares are as follows: • Series “B” shares, with unlimited voting rights, which at all times must represent a minimum of 51% of total capital stock; • Series “L” shares, with limited voting rights, which may represent up to 25% of total capital stock; and • Series “D” shares, with limited voting rights, which individually or jointly with series “L” shares may represent up to 49% of total capital stock . 64 The Series “D” shares are comprised as follows: • Subseries “D-L” shares may represent up to 25% of the series “D” shares; • Subseries “D-B” shares may comprise the remainder of outstanding series “D” shares; and • The non-cumulative premium dividend to be paid to series “D” shareholders will be 125% of any dividend paid to series “B” shareholders . The Series “B” and “D” shares are linked together in related units as follows: • “B units” each of which represents five series “B” shares and which are traded on the BMV; and • “BD units” each of which represents one series “B” share, two subseries “D-B” shares and two subseries “D-L” shares, and which are traded both on the BMV and the NYSE . As of December 31, 2016 and 2015, FEMSA’s capital stock is comprised as follows: Units Shares: Series “B” Series “D” Subseries “D-B” Subseries “D-L” Total shares “B” Units “BD” Units Total 1,417,048,500 2,161,177,770 3,578,226,270 7,085,242,500 - - - 7,085,242,500 2,161,177,770 8,644,711,080 4,322,355,540 4,322,355,540 10,805,888,850 9,246,420,270 8,644,711,080 4,322,355,540 4,322,355,540 17,891,131,350 The net income of the Company is subject to the legal requirement that 5% thereof be transferred to a legal reserve until such reserve equals 20% of capital stock at nominal value . This reserve may not be distributed to shareholders during the existence of the Company, except as a stock dividend . As of December 31, 2016 and 2015, this reserve amounted to Ps . 596 . Retained earnings and other reserves distributed as dividends, as well as the effects derived from capital reductions, are subject to income tax at the rate in effect at the date of distribution, except when capital reductions come from restated shareholder contributions and when the distributions of dividends come from net taxable income, denominated “Cuenta de Utilidad Fiscal Neta” (“CUFIN”) . Dividends paid in excess of CUFIN are subject to income tax at a grossed-up rate based on the current statutory rate . Since 2003, this tax may be credited against the income tax of the year in which the dividends are paid, and in the following two years against the income tax and estimated tax payments . Due to the Mexican Tax Reform, a new Income Tax Law (LISR) went into effect on January 1, 2014 . Such law no longer includes the tax consolidation regime which allowed calculating the CUFIN on a consolidated basis; therefore, beginning in 2014, distributed dividends must be taken from the individual CUFIN balance of FEMSA, which can be increased with the subsidiary companies’ individual CUFINES through the transfers of dividends . The sum of the individual CUFIN balances of FEMSA and its subsidiaries as of December 31, 2016 amounted to Ps . 103,615 . In addition, the new LISR sets forth that entities that distribute dividends to its stockholders who are individuals and foreign residents must withhold 10% thereof for ISR purposes, which will be paid in Mexico . The foregoing will not be applicable when distributed dividends arise from the accumulated CUFIN balances as December 31, 2013 . At an ordinary shareholders’ meeting of Coca-Cola FEMSA held on March 6, 2014, the shareholders approved a dividend of Ps . 6,012 that was paid 50% on May 4, 2014 and other 50% on November 5, 2014 . The corresponding payment to the non-controlling interest was Ps . 3,134 . At an ordinary shareholders’ meeting of FEMSA held on March 19, 2015, the shareholders approved a dividend of Ps . 7,350 that was paid 50% on May 7, 2015 and other 50% on November 5, 2015; and a reserve for share repurchase of a maximum of Ps . 3,000 . As of December 31, 2015, the Company has not repurchased shares . Treasury shares resulted from share-based payment bonus plan are disclosed in Note 17 . At an ordinary shareholders’ meeting of Coca-Cola FEMSA held on March 12, 2015, the shareholders approved a dividend of Ps . 6,405 that was paid 50% on May 5, 2015 and other 50% on November 3, 2015 . The corresponding payment to the non-controlling interest was Ps . 3,340 . At an ordinary shareholders’ meeting of FEMSA held on March 8, 2016, the shareholders approved a dividend of Ps . 8,355 that was paid 50% on May 5, 2016 and other 50% on November 3, 2016; and a reserve for share repurchase of a maximum of Ps . 7,000 . As of December 31, 2016, the Company has not repurchased shares . Treasury shares resulted from share-based payment bonus plan are disclosed in Note 17 . At an ordinary shareholders’ meeting of Coca-Cola FEMSA held on March 7, 2016, the shareholders approved a dividend of Ps . 6,944 that was paid 50% on May 3, 2016 and other 50% on November 1, 2016 . The corresponding payment to the non-controlling interest was Ps . 3,621 . For the years ended December 31, 2016, 2015 and 2014 the dividends declared and paid by the Company and Coca-Cola FEMSA were as follows: FEMSA Coca-Cola FEMSA (100% of dividend) Ps. 2016 8,355 6,945 Ps. For the years ended December 31, 2016 and 2015 the dividends declared and paid per share by the Company are as follows: Series of Shares “B” “D” Ps. 2014 - 6,012 2015 7,350 6,405 2016 Ps. 0.41666 0.52083 Ps. 2015 0.36649 0.45811 65 22.2 Capital management The Company manages its capital to ensure that its subsidiaries will be able to continue as going concerns while maximizing the return to shareholders through the optimization of its debt and equity balance in order to obtain the lowest cost of capital available . The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions . To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares . No changes were made in the objectives, policies or processes for managing capital during the years ended December 31, 2016 and 2015 . The Company is not subject to any externally imposed capital requirements, other than the legal reserve (see Note 22 .1) and debt covenants (see Note 18) . The Company’s finance committee reviews the capital structure of the Company on a quarterly basis . As part of this review, the committee considers the cost of capital and the risks associated with each class of capital . In conjunction with this objective, the Company seeks to maintain the highest credit rating both national and international, currently rated AAA and A- respectively, which requires it to have a debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratio lower than 1 .5 . As a result, prior to entering into new business ventures, acquisitions or divestures, management evaluates the optimal ratio of debt to EBITDA in order to maintain its credit rating . Note 23. Earnings per Share Basic earnings per share amounts are calculated by dividing consolidated net income for the year attributable to controlling interest by the weighted average number of shares outstanding during the period adjusted for the weighted average of own shares purchased in the period . Diluted earnings per share amounts are calculated by dividing consolidated net income for the year attributable to controlling interest by the weighted average number of shares outstanding during the period plus the weighted average number of shares for the effects of dilutive potential shares (originated by the Company’s share based payment program) . Shares expressed in millions: Weighted average number of shares for basic earnings per share Effect of dilution associated with non-vested shares 2016 2015 2014 Per Series “B” Shares Per Series “D” Shares Per Series “B” Shares Per Series “D” Shares Per Series “B” Shares Per Series “D” Shares 9,242.48 8,628.97 9,241.91 8,626.69 9,240.54 8,621.18 for share based payment plans 3.94 15.74 4.51 18.02 5.88 23.53 Weighted average number of shares adjusted for the effect of dilution (Shares outstanding) Dividend rights per series (see Note 22.1) Weighted average number of shares further adjusted to reflect dividend rights Allocation of earnings, weighted Net Controlling Interest Income Allocated Note 24. Income Taxes 9,246.42 100% 8,644.71 125% 9,246.42 46.11% 9,748 Ps. Ps. 10,805.89 53.89% 9,246.42 100% 9,246.42 46.11% 8,644.71 125% 9,246.42 100% 8,644.71 125% 10,805.89 53.89% 9,246.42 46.11% 10,805.89 53.89% 7,701 Ps. 9,000 11,392 Ps. 8,154 Ps. 9,529 Ps. On April 1, 2015, the Brazilian government issued Decree No . 8 .426/15 to impose, as of July 2015, PIS/COFINS (Social Contributions on Gross Revenues) of 4 .65% on financial income (except for foreign exchange variations) . Also in Brazil, starting 2016 the rates of value-added tax in certain states will be changed as follows: Mato Grosso do Sul – from 17 .0% to 20 .0%; Rio Grande do Sul from 18 .0% to 20 .0%; Minas Gerais - the tax rate will remain at 18 .0% but there will be an additional 2 .0% as a contribution to poverty eradication just for the sales to non- taxpayer (final consumers); Rio de Janeiro - the contribution related to poverty eradication fund will be increased from 1 .0% to 2 .0% effectively in April; Paraná - the rate will be reduced to 16 .0% but a rate of 2 .0% as a contribution to poverty eradication will be charged on sales to non-taxpayers . Additionally in Brazil, starting on January 1st, 2016, the rates of federal production tax will be reduced and the rates of the federal sales tax will be increased . Coca-Cola FEMSA estimates of these taxes is 16 .2% over the net sales . For 2017, we expected the average of these taxes will range between 15 .0% and 17 .0% over the net sales . On January 1, 2015, a general tax reform became effective in Colombia . This reform included the imposition of a new temporary tax on net equity through 2017 to Colombian residents and non-residents who own property in Colombia directly or indirectly through branches or permanent establishments . The relevant taxable base will be determined annually based on a formula . For net equity that exceeds 5 .0 billion Colombian pesos (approximately U .S . $2 .1 million) the rate will be 1 .15% in 2015, 1 .0% in 2016 and 0 .4% in 2017 . In addition, the tax reform in Colombia imposed that the supplementary income tax at a rate of 9 .0% as contributions to social programs, which was previously scheduled to decrease to 8 .0% by 2015, will remain indefinitely . Additionally, this tax reform included the imposition of a temporary contribution to social programs at a rate of 5 .0%, 6 .0%, 8 .0% and 9 .0% for the years 2015, 2016, 2017 and 2018, respectively . Finally, this reform establishes an income tax deduction of 2 .0% of value-added tax paid in the acquisition or import of hard assets, such as tangible and amortizable assets that are not sold or transferred in the ordinary course of business and that are used for the production of goods or services . Some of these rules were changed again through a new tax reform introduced at the end of 2016 and be effective in 2017, as described below . 66 On January 1, 2017, a new general tax reform became effective in Colombia . This reform modifies the income tax rate to 33%, starting with a 34 .0% for 2017 and then 33 .0% for the next years . In addition, this reform includes an extra income tax rate of 6 .0% for 2017 and 4 .0% for 2018, for entities located outside free trade zone . Regarding taxpayers located in free trade zone, the special income tax rate increase to 20 .0% for 2017 . In 2016 the rate is 15 .0% . Additionally, the supplementary income tax (9 .0%) the temporary contribution to social programs (5 .0% to 9 .0% for 2015 to 2018), and the tax on net equity which were included in tax reform 2015 were eliminated . For 2017, the dividends received by individuals that are Colombian residents will be subject to a withholding of 35 .0%; the dividends received by foreign individuals or entities non-residents in Colombia will be subject to a withholding of 5 .0% . Finally, regarding the presumptive income on patrimony, the rate increased to a 3 .5% for 2017 instead of 3 .0% in 2016 . Starting in 2017, the Colombian general rate of value-added tax (VAT) increased to 19 .0%, replacing the 16 .0% rate in effect till 2016 . On December 30, 2015, the Venezuelan government enacted a package of tax reforms that became effective in January 2016 . This reform mainly (i) eliminated the inflationary adjustments for the calculation of income tax as well as the new investment tax deduction, and (ii) imposed a new tax on financial transactions effective as of February 1, 2016, for those identified as “special taxpayers,” at a rate of 0 .75% over certain financial transactions, such as bank withdrawals, transfer of bonds and securities, payment of debts without intervention of the financial system and debits on bank accounts for cross-border payments, which will be immediately withheld by the banks . Given the inherent uncertainty as to how the Venezuelan Tax Administration will require that the aforementioned inflation adjustments be applied, starting 2016 the Company decided to recognize the effects of elimination of the inflationary adjustments . 24.1 Income Tax The major components of income tax expense for the years ended December 31, 2016, 2015 and 2014 are: Current tax expense Deferred tax expense: Origination and reversal of temporary differences (Recognition) application of tax losses, net Total deferred tax income Change in the statutory rate Recognized in Consolidated Statement of Other Comprehensive Income (OCI) Income tax related to items charged or recognized directly in OCI during the year: Unrealized loss on cash flow hedges Exchange differences on translation of foreign operations Remeasurements of the net defined benefit liability Share of the other comprehensive income of associates and joint ventures Total income tax cost recognized in OCI 2016 Ps. 13,548 Ps. (3,947) (1,693) (5,640) (20) 7,888 Ps. 2016 745 4,478 (49) (1,385) 3,789 Ps. Ps. Ps. Ps. Ps. 2015 9,879 826 (2,789) (1,963) 16 7,932 2015 93 1,699 49 193 2,034 2014 7,810 1,303 (2,874) (1,571) 14 6,253 2014 219 (60) (49) 189 299 Ps. Ps. Ps. Ps. A reconciliation between tax expense and income before income taxes and share of the profit or loss of associates and joint ventures accounted for using the equity method multiplied by the Mexican domestic tax rate for the years ended December 31, 2016, 2015 and 2014 is as follows: Mexican statutory income tax rate Difference between book and tax inflationary values and translation effects Annual inflation tax adjustment Difference between statutory income tax rates Non-deductible expenses Taxable (non-taxable) income, net Change in the statutory Mexican tax rate Hedge of a net investment in foreign operations Effect of changes in Venezuela Tax Law Income tax credits Others 2016 30.0% (2.4%) 0.6% 1.2% 2.8% (0.4%) (0.1%) (2.2%) 3.6% (3.9%) (1.6%) 27.6% 2015 30.0% (1.3%) (1.5%) 0.4% 3.3% (0.3%) 0.1% - - - 0.8% 31.5% 2014 30.0% (3.1%) (4.4%) 0.9% 3.7% (1.1%) 0.1% - - - 0.2% 26.3% 67 Deferred Income Tax Related to: Allowance for doubtful accounts Inventories Other current assets Property, plant and equipment, net Investments in associates and joint ventures Other assets Finite useful lived intangible assets Indefinite lived intangible assets Post-employment and other long-term employee benefits Derivative financial instruments Provisions Temporary non-deductible provision Employee profit sharing payable Tax loss carryforwards Tax credits to recover (2) Cumulative other comprehensive income (1) Exchange differences on translation of foreign operations in OCI Other liabilities Deferred tax income Deferred tax income net recorded in share of the profit of associates and joint ventures accounted for using the equity method Deferred tax income, net Deferred income taxes, net Deferred tax asset Deferred tax liability Consolidated Statement of Financial Position as of December 31, 2016 December 31, 2015 Ps. (172) (112) 64 (471) (1,227) 257 201 9,376 (692) 255 (2,956) (3,450) (340) (8,889) (1,150) 537 7,694 59 - - - (1,016) (12,053) 11,037 Ps. Ps. (128) 66 120 (1,858) 307 99 419 146 (672) 127 (1,209) 2,486 (311) (5,272) - (171) 3,834 (46) - - - (2,063) (8,293) 6,230 Ps. Consolidated Statement of Income Ps. 2015 93 (14) 21 (314) 684 (52) 201 84 86 165 (8) 735 (43) (2,789) - - - (113) Ps. 2014 (106) 77 (18) (968) 87 422 (133) (195) (92) (99) (477) 2,450 (13) (2,874) - - - 475 Ps. (1,264) Ps. (1,464) 2016 (17) (151) (80) 670 75 234 (1,506) 7,391 (34) 128 (411) (9,118) (29) (1,693) (1,150) - - 102 (5,589) Ps. Ps. (71) (683) (93) Ps. (5,660) Ps. (1,947) Ps. (1,557) (1) Deferred tax related to derivative financial instruments and remeasurements of the ned defined benefit liability. (2) Correspond to income tax credits arising of dividends received from foreign subsidiaries to be recovered within the next ten years accordingly to the Mexican Income Tax law as well as effects of the exchange of foreign currencies with a related and non-related parties. As a result of the change of this law, the Company recognized a deferred tax liability in Venezuela for an amount of Ps . 1,107 with their corresponding impact on the income tax of the year as disclosed in the effective tax rate reconciliation . Deferred Tax Related to Other Comprehensive Income (OCI) Income tax related to items charged or recognized directly in OCI as of the year: Unrealized loss on derivative financial instruments Remeasurements of the net defined benefit liability Total deferred tax loss (income) related to OCI The changes in the balance of the net deferred income tax asset are as follows: Initial balance Deferred tax provision for the year Change in the statutory rate Deferred tax income net recorded in share of the profit of associates and joint ventures accounted for using the equity method Acquisition of subsidiaries (see Note 4) Effects in equity: Unrealized loss on cash flow hedges Exchange differences on translation of foreign operations Remeasurements of the net defined benefit liability Retained earnings of associates Cash flow hedges in foreign investments Restatement effect of the year and beginning balances associated with hyperinflationary economies Ending balance Ps. Ps. Ps. 2016 847 (306) 541 2015 (2,635) (1,963) 16 683 (161) 184 1,729 121 (396) - Ps. Ps. Ps. 2015 105 (275) (170) 2014 (799) (1,571) 14 93 (516) 109 617 (427) (180) - Ps. 2016 (2,063) (5,640) (20) 71 1,375 1,008 3,260 (479) (224) (618) 2,314 (1,016) Ps. 359 (2,063) 25 (2,635) Ps. Ps. The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities related to income taxes are levied by the same tax authority . 68 Tax Loss Carryforwards The subsidiaries in Mexico, Colombia and Brazil have tax loss carryforwards . The tax losses carryforwards and their years of expiration are as follows: Year 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 and thereafter No expiration (Brazil and Colombia) Tax Loss Carryforwards Ps. Ps. 502 91 563 119 53 185 15 1,850 3,463 6,706 13,905 27,452 The Company recorded certain goodwill balances due to acquisitions that are deductible for Brazilian income tax reporting purposes . The deduction of such goodwill amortization has resulted in the creation of NOLs in Brazil . NOLs in Brazil have no expiration, but their usage is limited to 30% of Brazilian taxable income in any given year . As of December 31, 2016, The Company believes that it is more likely than not that it will ultimately recover such NOLs through the reversal of temporary differences and future taxable income . Accordingly the related deferred tax assets have been fully recognized . The changes in the balance of tax loss carryforwards are as follows: Balance at beginning of the year Reserved Additions Additions from acquisitions Usage of tax losses Translation effect of beginning balances Balance at end of the year 2016 16,463 (2) 6,349 - (168) 4,810 27,452 Ps. Ps. 2015 8,734 - 8,545 825 (215) (1,426) 16,463 Ps. Ps. There were no withholding taxes associated with the payment of dividends in either 2016, 2015 or 2014 by the Company to its shareholders . The Company has determined that undistributed profits of its subsidiaries, joint ventures or associates will not be distributed in the foreseeable future . The temporary differences associated with investments in subsidiaries, associates and joint ventures, for which a deferred tax liability has not been recognized, aggregate to Ps . 41,204 (December 31, 2015: Ps . 44,082 and December 31, 2014: Ps . 43,394) . 24.2 Recoverable taxes Recoverable taxes are mainly integrated by higher provisional payments of income tax during 2016 in comparison to prior year, which will be compensated during 2017 . The operations in Guatemala and Colombia are subject to a minimum tax, which is based primary on a percentage of assets . Any payments are recoverable in future years, under certain conditions . Note 25. Other Liabilities, Provisions, Contingencies and Commitments 25.1 Other current financial liabilities Sundry creditors Derivative financial instruments (see Note 20) Others Total The carrying value of short-term payables approximates its fair value as of December 31, 2016 and 2015 . 25.2 Provisions and other long term liabilities Provisions Taxes payable Others Total December 31, 2016 December 31, 2015 Ps. Ps. 7,244 264 75 7,583 Ps. Ps. 4,336 358 15 4,709 December 31, 2016 December 31, 2015 Ps. Ps. 16,428 508 1,457 18,393 Ps. Ps. 3,415 458 1,334 5,207 69 25.3 Other financial liabilities Derivative financial instruments (see Note 20) Security deposits Total December 31, 2016 December 31, 2015 Ps. Ps. 6,403 917 7,320 Ps. Ps. 277 218 495 25.4 Provisions recorded in the consolidated statement of financial position The Company has various loss contingencies, and has recorded reserves as other liabilities for those legal proceedings for which it believes an unfavorable resolution is probable . Most of these loss contingencies are the result of the Company’s business acquisitions . The following table presents the nature and amount of the loss contingencies recorded as of December 31, 2016 and 2015: Indirect taxes Labor Legal Total 25.5 Changes in the balance of provisions recorded 25.5.1 Indirect taxes Balance at beginning of the year Penalties and other charges New contingencies (see Note 19) Reclasification in tax contingencies with Heineken Contingencies added in business combination (1) Cancellation and expiration Payments Brazil amnesty adoption Effects of changes in foreign exchange rates Balance at end of the year December 31, 2016 December 31, 2015 Ps. Ps. 11,065 2,578 2,785 16,428 Ps. Ps. 1,725 1,372 318 3,415 December 31, 2016 December 31, 2015 December 31, 2014 Ps. Ps. 1,725 173 768 - 7,840 (106) (6) - 671 11,065 Ps. Ps. 2,271 21 84 - - (205) (214) - (232) 1,725 Ps. Ps. 3,300 220 38 1,349 1,190 (798) (2,517) (599) 88 2,271 During 2014, Coca-Cola FEMSA took advantage of a Brazilian tax amnesty program . The settlementof certain outstanding matters under that amnesty program generated a benefit Ps . 455 which is reflected in other income during the year ended December 31, 2014 (see Note 19) . 25.5.2 Labor Balance at beginning of the year Penalties and other charges New contingencies Contingencies added in business combination Cancellation and expiration Payments Effects of changes in foreign exchange rates Balance at end of the year December 31, 2016 December 31, 2015 December 31, 2014 Ps. Ps. 1,372 203 397 500 (186) (336) 628 2,578 Ps. Ps. 1,587 210 44 - (102) (114) (253) 1,372 Ps. Ps. 1,063 107 145 442 (53) (57) (60) 1,587 While provision for all claims has already been made, the actual outcome of the disputes and the timing of the resolution cannot be estimated by the Company at this time . 25.5.3 Legal December 31, 2016 December 31, 2015 December 31, 2014 Balance at beginning of the year Penalties and other charges New contingencies Contingencies added in business combination Cancellation and expiration Payments Effects of changes in foreign exchange rates Balance at end of the year (1) Coca-Cola FEMSA recognized an amount of Ps. 7,840 correspond to tax claims with local IRS (including a contingency of Ps. 5,321 related to the deductibility of a tax goodwill balance). The remaining contingencies relates to multiple IRS claims with loss expectations assessed by management and supported by the analysis of legal counsels as possible, the total amount of contingencies guaranteed agreements amounts to Ps. 8,081, such amount is included in Note 13.1. 318 34 196 2,231 (46) (81) 133 2,785 427 - - - (33) - (76) 318 417 4 9 - (5) - 2 427 Ps. Ps. Ps. Ps. Ps. Ps. 70 25.6 Unsettled lawsuits The Company has entered into several proceedings with its labor unions, tax authorities and other parties that primarily involve Coca-Cola FEMSA and its subsidiaries. These proceedings have resulted in the ordinary course of business and are common to the industry in which the Company operates. The aggregate amount being claimed against the Company resulting from such proceedings as of December 31, 2016 is Ps. 53,045. Such contingencies were classified by legal counsel as less than probable but more than remote of being settled against the Company. However, the Company believes that the ultimate resolution of such several proceedings will not have a material effect on its consolidated financial position or result of operations. Included in this amount Coca-Cola FEMSA has tax contingencies, most of which are related to its Brazilian operations, amounting to approximately Ps. 40,606, with loss expectations assessed by management and supported by the analysis of legal counsel consider as possible. Among these possible contingencies, are Ps. 11,748 in various tax disputes related primarily to credits for ICMS (VAT) and Ps. 26,559 related to tax credits of IPI over raw materials acquired from Free Trade Zone Manaus. Possible claims also include Ps. 1,646 related to compensation of federal taxes not approved by the IRS (Tax authorities) and Ps. 653 related to the requirement by the Tax Authorities of State of São Paulo for ICMS (VAT), interest and penalty due to the alleged underpayment of tax arrears for the period 1994-1996. Coca-Cola FEMSA is defending its position in these matters and final decision is pending in court. In addition, the Company has Ps. 6,531 in unsettled indirect tax contingencies regarding indemnification accorded with Heineken over FEMSA Cerveza. These matters are related to different Brazilian federal taxes which are pending final decision. In recent years in its Mexican and Brazilian territories, Coca-Cola FEMSA has been requested to present certain information regarding possible monopolistic practices. These requests are commonly generated in the ordinary course of business in the soft drink industry where this subsidiary operates. The Company does not expect any material liability to arise from these contingencies. 25.7 Collateralized contingencies As is customary in Brazil, the Company has been required by the tax authorities there to collateralize tax contingencies currently in litigation amounting to Ps. 8,093 and Ps. 3,569 as of December 31, 2016 and 2015, respectively, by pledging fixed assets and entering into available lines of credit covering the contingencies (see Note 13). 25.8 Commitments As of December 31, 2016, the Company has contractual commitments for finance leases for machinery and transport equipment and operating lease for the rental of production machinery and equipment, distribution and computer equipment, and land for FEMSA Comercio’s operations. The contractual maturities of the operating lease commitments by currency, expressed in Mexican pesos as of December 31, 2016, are as follows: Not later than 1 year Later than 1 year and not later than 5 years Later than 5 years Total Mexican Pesos Ps. 4,130 17,500 28,560 Ps. 50,190 U.S. Dollars 363 1,253 468 2,084 Ps. Ps. Others 1,424 4,109 2,887 8,420 Ps. Ps. Rental expense charged to consolidated net income was Ps. 8,202, Ps. 6,088 and Ps. 4,988 for the years ended December 31, 2016, 2015 and 2014, respectively. Future minimum lease payments under finance leases with the present value of the net minimum lease payments are as follows: Not later than 1 year Later than 1 year and not later than 5 years Later than 5 years Total minimum lease payments Less amount representing finance charges Present value of minimum lease payments 2016 Minimum Payments Present Value of Payments 2015 Minimum Payments Present Value of Payments Ps. Ps. (32) 103 - 135 23 112 Ps. (68) 83 97 112 - 112 109 359 166 634 67 567 Ps. 91 327 149 567 - 567 The Company through its subsidiary Coca-Cola FEMSA has firm commitments for the purchase of property, plant and equipment of Ps. 234 as December 31, 2016. 71 Note 26. Information by Segment The analytical information by segment is presented considering the Company’s business units (as defined in Note 1) based on its products and services, which is consistent with the internal reporting presented to the Chief Operating Decision Maker . A segment is a component of the Company that engages in business activities from which it earns renenues, and incurs the related costs and expenses, including revenues, costs and expenses that relate to transactions with any of Company’s other components . All segments’ operating results are reviewed regularly by the Chief Operating Decision Maker, which makes decisions about the resources that would be allocated to the segment and to assess its performance, and for which financial information is available . Inter-segment transfers or transactions are entered into and presented under accounting policies of each segment, which are the same to those applied by the Company . Intercompany operations are eliminated and presented within the consolidation adjustment column included in the tables below . a) By Business Unit: 2016 Total revenues Intercompany revenue Gross profit Administrative expenses Selling expenses Other income Other expenses Interest expense Interest income Other net finance expenses (3) Income before income taxes and share of the profit of associates and joint ventures accounted for using the equity method Income taxes Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Consolidated net income Depreciation and amortization (2) Non-cash items other than Coca-Cola FEMSA FEMSA Comercio Retail Division FEMSA Comercio Health Division FEMSA Comercio Fuel Division Ps. 177,718 Ps. 4,269 79,662 - - - - 7,473 715 - 137,139 - 50,990 - - - - 809 246 - Ps. 43,411 - 12,738 - - - - 654 31 - Ps. 28,616 - 2,248 - - - - 109 37 - 14,308 3,928 11,046 719 147 - 15 - 8,666 3,736 914 371 - - 855 8 182 16 - - 92 17 CB Equity Other (1) Consolidation Adjustments Consolidated Ps. - - - - - - - - 20 - 9 3 6,342 - - - (16,868) (3,548) Ps. 29,491 Ps. (16,868) Ps. 399,507 - 148,204 14,730 95,547 1,157 5,909 9,646 1,299 3,728 12,599 6,114 - - - - 1,580 1,229 - - - - - (979) (979) - 2,218 2,851 (121) - 28,556 7,888 3 - 360 630 404 90,429 64,876 1,671 - - - - - (32,289) (32,289) 6,507 27,175 13,709 3,851 128,601 545,623 259,453 (312) 22,155 depreciation and amortization 2,908 288 Investments in associates and joint ventures Total assets Total liabilities Investments in fixed assets (4) 22,357 279,256 150,023 12,391 611 59,740 42,211 7,632 - 35,862 24,368 474 - 3,649 3,132 299 105,229 108,976 7,132 - (1) Includes other companies (see Note 1) and corporate. (2) Includes bottle breakage. (3) Includes foreign exchange loss, net; loss on monetary position for subsidiaries in hyperinflationary economies; and market value gain on financial instruments. (4) Includes acquisitions and disposals of property, plant and equipment, intangible assets and other long-lived assets. 72 2015 Total revenues Intercompany revenue Gross profit Administrative expenses Selling expenses Other income Other expenses Interest expense Interest income Other net finance expenses (3) Income before income taxes and share of the profit of associates and joint ventures accounted for using the equity method Income taxes Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Consolidated net income Depreciation and amortization (2) Non-cash items other than depreciation and amortization Investments in associates and joint ventures Total assets Total liabilities Investments in fixed assets (4) Coca-Cola FEMSA FEMSA Comercio Retail Division FEMSA Comercio Health Division FEMSA Comercio Fuel Division CB Equity Other (1) Consolidation Adjustments Consolidated Ps. Ps. 152,360 Ps. 3,794 72,030 - - - - (6,337) 414 - 14,725 4,551 155 - 7,144 1,443 17,873 210,249 101,514 11,484 119,884 46 43,649 - - - - (612) 149 - 9,714 859 (10) - 3,132 296 744 44,677 30,661 5,731 Ps. 13,053 - 3,688 - - - - (148) 8 - 416 97 - - 204 (16) - 22,534 14,122 317 Ps. 18,510 - 1,420 - - - - (78) 35 - 164 28 - - 63 17 19 3,230 2,752 228 Ps. - - - - - - - - 18 - 8 2 5,879 - - - 92,694 95,502 4,202 - 22,774 Ps. (14,992) Ps. 311,589 - (14,992) 123,179 (2,942) 11,705 76,375 423 (2,741) (7,777) 1,024 (865) 11,152 5,334 - - - - (1,269) 1,067 - - - - - 667 (667) - 208 2,395 21 - 282 326 401 49,213 30,298 1,448 (72) - 25,163 7,932 - - - - - (16,073) (16,073) (323) 6,045 23,276 10,825 2,066 111,731 409,332 167,476 18,885 (1) Includes other companies (see Note 1) and corporate. (2) Includes bottle breakage. (3) Includes foreign exchange loss, net; loss on monetary position for subsidiaries in hyperinflationary economies; and market value gain on financial instruments. (4) Includes acquisitions and disposals of property, plant and equipment, intangible assets and other long-lived assets. 73 2014 Total revenues Intercompany revenue Gross profit Administrative expenses Selling expenses Other income Other expenses Interest expense Interest income Other net finance expenses (3) Income before income taxes and share of the profit of associates and joint ventures accounted for using the equity method Income taxes Share of the profit of associates and joint ventures accounted for using the equity method, net of taxes Consolidated net income Depreciation and amortization (2) Non-cash items other than depreciation and amortization Investments in associates and joint ventures Total assets Total liabilities Investments in fixed assets (4) Ps. Coca-Cola FEMSA 147,298 3,475 68,382 - - - - (5,546) 379 - 14,952 3,861 (125) - 6,949 693 17,326 212,366 102,248 11,313 FEMSA Comercio Retail Division Ps. 109,624 - 39,386 - - - - (686) 23 - 7,959 541 37 - 2,872 204 742 43,722 31,860 5,191 CB Equity Other (1) Consolidation Adjustments Consolidated Ps. - - - - - - - - 16 - 8 2 5,244 - - - 83,710 85,742 2,005 - (13,542) (2,468) Ps. 20,069 Ps. (13,542) Ps. 263,449 - 110,171 10,244 69,016 1,098 (1,277) (6,701) 862 (1,149) 10,067 4,871 - - - - (1,093) 1,068 - - - - - 624 (624) - 905 1,849 (80) - 23,744 6,253 (17) - 193 87 381 51,251 26,846 1,955 - - - - - (16,908) (16,908) (296) 5,139 22,630 10,014 984 102,159 376,173 146,051 18,163 (1) Includes other companies (see Note 1) and corporate. (2) Includes bottle breakage. (3) Includes foreign exchange loss, net; loss on monetary position for subsidiaries in hyperinflationary economies; and market value gain on financial instruments. (4) Includes acquisitions and disposals of property, plant and equipment, intangible assets and other long-lived assets. As of December 31, 2016, FEMSA Comercio – Health Division was aggregated into FEMSA Comercio – Retail Division, based on the non compliance of the quantitative thresholds to be considered as a reportable segment (see Note 2 .3 .2) . However, in 2016, FEMSA Comercio – Health Division has been considered as a separate reportable segment since it exceeds the quantitative criteria; therefore, the Company had restated 2015 information by segment in its consolidated financial statements for comparative purposes . 74 b) By Geographic Area: The Company aggregates geographic areas into the following for the purposes of its consolidated financial statements: (i) Mexico and Central America division (comprising the following countries: Mexico, Guatemala, Nicaragua, Costa Rica and Panama) and (ii) the South America division (comprising the following countries: Brazil, Argentina, Colombia, Chile and Venezuela) . Venezuela operates in an economy with exchange controls and hyper-inflation; and as a result,it is not aggregated into the South America area, (iii) Europe (comprised of the Company’s equity method investment in Heineken) and (iv) the Asian division comprised of the Coca-Cola FEMSA’s equity method investment in CCFPI (Philippines) which was acquired in January 2013 . Geographic disclosure for the Company is as follow: 2016 Mexico and Central America (1) (2) South America (3) Venezuela Europe Consolidation adjustments Consolidated 2015 Mexico and Central America (1) (2) South America (3) Venezuela Europe Consolidation adjustments Consolidated 2014 Mexico and Central America (1) (2) South America (3) Venezuela Europe Consolidation adjustments Consolidated Total Revenues 267,732 113,937 18,937 - (1,099) 399,507 228,563 74,928 8,904 - (806) 311,589 Ps. Ps. Ps. Ps. Total Non Current Assets 176,613 138,549 7,281 105,229 - 427,672 158,506 67,568 3,841 92,694 - 322,609 Total Revenues 186,736 69,172 8,835 - (1,294) 263,449 Ps. Ps. Ps. Ps. Ps. Ps. (1) Central America includes Guatemala, Nicaragua, Costa Rica and Panama. Domestic (Mexico only) revenues were Ps. 254,643, Ps. 218,809 and Ps. 178,125 during the years ended December 31, 2016, 2015 and 2014, respectively. Domestic (Mexico only) non-current assets were Ps. 168,976 and Ps. 157,080, as of December 31, 2016, and December 31, 2015, respectively. (2) Coca-Cola FEMSA’s Asian division consists of the 51% equity investment in CCFPI (Philippines) which was acquired in 2013, and is accounted for using the equity method of accounting (see Note 10). The equity in earnings of the Asian division were Ps. 93, Ps. 86 and Ps. (334) in 2016, 2015 and 2014, respectively as is the equity method investment in CCFPI was Ps. 11,460, Ps. 9,996 and Ps. 9,021 this is presented as part of the Company’s corporate operations in 2016, 2015 and 2014, respectively and thus disclosed net in the table above as part of the “Total Non Current assets” in the Mexico & Central America division. However, the Asian division is represented by the following investee level amounts, prior to reflection of the Company’s 51% equity interest in the accompanying consolidated financial statements: revenues Ps. 22,768, Ps. 19,576 and Ps. 16,548, gross profit Ps. 7,678, Ps. 5,325 and Ps. 4,913, income before income taxes Ps. 486, Ps. 334 and Ps. 664, depreciation and amortization Ps. 2,163, Ps. 2,369 and Ps. 643, total assets Ps. 28,066, Ps. 22,002 and Ps. 19,877, total liabilities Ps. 9,634, Ps. 6,493 and Ps. 6,614, capital expenditures Ps. 3,342, Ps. 1,778 and Ps. 2,215, as of December 31, 2016, 2105 and 2014, respectively. (3) South America includes Brazil, Argentina, Colombia, Chile and Venezuela, although Venezuela is shown separately above. South America revenues include Brazilian revenues of Ps. 48,924, Ps. 39,749 and Ps. 45,799 during the years ended December 31, 2016, 2015 and 2014, respectively. Brazilian non-current assets were Ps. 97,127 and Ps. 44,851, as of December 31, 2016 and December 31, 2015, respectively. South America revenues include Colombia revenues of Ps. 17,027, Ps. 14,283 and Ps. 14,207 during the years ended December 31, 2016, 2015 and 2014, respectively. Colombia non-current assets were Ps. 18,835 and Ps. 12,755, as of December 31, 2016 and December 31, 2015, respectively. South America revenues include Argentina revenues of Ps. 12,340, Ps. 14,004 and Ps. 9,714 during the years ended December 31, 2016, 2015 and 2014, respectively. Argentina non-current assets were Ps. 3,159 and Ps. 2,861, as of December 31, 2016 and December 31, 2015, respectively. South America revenues include Chile revenues of Ps. 36,631 and Ps. 7,586 during the year ended December 31, 2016 and 2015, respectively. Chile non-current assets were Ps. 19,367 and Ps. 7,031, as of December 31, 2016 and 2015, respectively. Note 27. Future Impact of Recently Issued Accounting Standards not yet in Effect The Company has not applied the following standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Company’s financial statements are disclosed below . The Company intends to adopt these standards, if applicable, when they become effective . IFRS 15, Revenue from Contracts with Customers IFRS 15, “Revenue from Contracts with Customers”, was originally issued in May 2014 and supersedes IAS 18 “Revenue” and applies to annual reporting periods beginning on or after January 1, 2018, with early adoption permitted . Revenue is recognized as control is passed, either over time or at a point in time . The Company does not plan on early adopting this standard . However, it has determined that the adoption of this standard will be accounted prospectively, as allowed by the corresponding transitional provisions which imply cumulative effect shown as an adjustment to retained earnings at the date of initial application . The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance . In applying the revenue model to contracts within its scope, an entity will: 1) Identify the contract(s) with a customer; 2) Identify the performance obligations in the contract; 3) Determine the transaction price; 4) Allocate the transaction price to the performance obligations in the contract; 5) Recognize revenue when (or as) the entity satisfies a performance obligation . Also, an entity needs to disclose sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers . 75 The Company is currently in the process of performing its evaluation of the potential impacts that the adoption of IFRS 15 may represent to its consolidated financial statements . As part of such process, management is assessing the different revenue streams by reportable segment by applying them to the five-step revenue model, in order to determine whether its performance obligations are satisfied over time or at a point in time and to identify potential gaps with its existing accounting policies, which are in accordance with IAS 18 . With regards to the Coca-Cola FEMSA reportable segment, revenue streams are mainly related to the sale of finished products and delivery of promotional products, which are currently recognized in the income statement when the Company transfers such goods to its customers . This revenue stream is supported by contracts maintained with different companies of the retail industry through both traditional and modern channels, in which prices with these customers are constantly negotiated due to the high turnover of the Company’s products and to remain competitive in the market . The Company is performing its evaluation of the potential impacts that the adoption of IFRS 15 may represent to its consolidated financial statements . As part of such process the Company is assessing whether such negotiations should be considered as modifications to the contracts and whether each transaction represents a separate performance obligation with the customer that is accounted for once the particular goods are delivered . Additionally, the Company is analyzing if any discounts offered to the client are already considered in each negotiation and recognized net of the related revenue and whether embedded derivatives may exist as well as significant financial components nor agent or principal considerations as it relates to its operation . As its new revenue accounting policy is developed and applied, potential impacts could be identified upon adoption of the new standard . With regards to the FEMSA Comercio, revenue streams are mainly related to direct sales to the end consumers, in which discounts are also offered directly in the price per product available . This revenue stream is currently recognized in the income statement when the Company transfers such goods to its customers at the point of sale . Additionally, the Company provides certain services in which it acts as an agent and recognizes the corresponding net revenue in the income statement in the moment in which the transaction has been completed physically in the stores as meeting its performance obligation (i .e . sale of prepaid telephone minutes or other prepaid cards and services) . The Company is analyzing whether embedded derivatives may exist as well assignificant financial components nor other agent or principal considerations as it relates to this segment . As its new revenue accounting policy is developed and applied, potential impacts could be identified upon adoption of the new standard . With regards to the other companies, revenues are mainly related to contracts mainly directly with the end consumer, in which there are no discounts offered directly in the price of the contract . This revenue stream is currently recognized in the income statement when the Company transfers such services according to the conditions in the contract . The Company is analyzing whether embedded derivatives may exist as well assignificant financial components nor other agent or principal considerations as it relates to this segment . As its new revenue accounting policy is developed and applied, potential impacts could be identified upon adoption of the new standard . The Company has yet to complete its evaluation of whether there will be a significant impact as a consequence of this standard’s adoption in the consolidated financial statements . IFRS 9, Financial Instruments In July 2014, the IASB issued the final version of IFRS 9 Financial Instruments which reflects all phases of the financial instruments project and replaces IAS 39 Financial Instruments: Recognition and Measurement and all previous versions of IFRS 9 . The standard introduces new requirements for classification and measurement, impairment, and hedge accounting . IFRS 9 is effective for annual periods beginning on or after January 1, 2018, with early application permitted . The transition to IFRS 9 differs by requirements and is partly retrospective and partly prospective . The Company plans to adopt the new standard on the required effective date . The Company is analyzing whether an impact of all three aspects of IFRS 9 may exist based on currently available information and may be subject to changes arising from further detailed analyses or additional reasonable and supportable information being made available to the Company in the future . As its new accounting policy is developed and applied, potential impacts could be identified upon adoption of the new standard . IFRS 16, Leases IFRS 16 “Leases” was issued in January 2016 and supersedes IAS 17 “Leases” and related interpretations . The new standard brings most leases on-balance sheet for lessees under a single model, eliminating the distinction between operating and finance leases . Lessor accounting, however, remains largely unchanged and the distinction between operating and finance leases is retained . IFRS 16 is effective for periods beginning on or after January 1, 2019, with earlier adoption permitted if IFRS 15 ‘Revenue from Contracts with Customers’ has also been applied . The Company does not plan on early adopting this standard . However, it has determined that the adoption of this standard will be treated applying the prospective transitional provisions, which imply that adoption effects will be reflected directly against retained earnings and the applicable assets and liabilities as of January 1, 2019 . Under IFRS 16 a lessee recognizes a right-of-use asset and a lease liability . The right-of-use asset is treated similarly to other non-financial assets and depreciated accordingly and the financial liability accrues interest . This will typically produce a front-loaded expense profile (whereas operating leases under IAS 17 would typically have had straight-line expenses) as an assumed linear depreciation of the right-of-use asset and the decreasing interest on the liability will lead to an overall decrease of expense over the life of the lease . The lease liability is initially measured at the present value of the lease payments payable over the lease term, discounted at the rate implicit in the lease if that can be readily determined . If that rate cannot be readily determined, the lessee shall use their incremental borrowing rate . However, a lessee may elect to account for lease payments as an expense on a straight-line basis over the lease term for leases with a lease term of 12 months or less and containing no purchase options (this election is made by class of underlying asset); and leases where the underlying asset has a low value when new, such as personal computers or small items of office furniture (this election can be made on a lease-by-lease basis) . The Company is currently in the process of performing its evaluation of the potential impacts that the adoption of IFRS 16 may represent to its consolidated financial statements . As part of such process, management is assessing by reportable segment the different lease contracts, mainly those in which it acts as a lessee as well as other contracts in which the definition of a lease could be met independently of its legal form . Based on the ongoing assessment, it may expect a material impact from the adoption of IFRS 16 on its consolidated financial statements especially as relates to its FEMSA Comercio Retail, Fuel and Health reportable segments given that they have significant real estate leases . The Company is in the process of quantifying the effects of IFRS 16 as well developing its accounting policy under the new standard, which includes evaluating those lease contracts that may qualify under the accounting exceptions provided by the standard for those assets considered as low value and developing its corresponding judgement on potentially subjective matters particularly in respect of the definition of a lease and the assessment of the lease term . 76 Amendments to IAS 7, Disclosure Initiative The amendments to IAS 7 Statement of Cash Flows, require that the following changes in liabilities arising from financing activities be disclosed separately from changes in other assets and liabilities: (i) changes from financing cash flows; (ii) changes arising from obtaining or losing control of subsidiaries or other businesses; (iii) the effect of changes in foreign exchange rates; (iv) changes in fair values; and (v) other changes . One way to fulfill the new disclosure requirement is to provide a reconciliation between the opening and closing balances in the statement of financial position for liabilities arising from financing activities . Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the statement of cash flows as cash flows from financing activities . The new disclosure requirements also relate to changes in financial assets if they meet the same definition . These amendments are effective for annual periods beginning on or after January 1, 2017 with earlier application permitted, and entities need not provide comparative information when they first apply them . The Company is in the process of assessing the potential impacts from the adoption of these amendments in its financial statements . Amendments to IAS 12, Recognition of Deferred Tax Assets for Unrealized Losses The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that deductible temporary difference . Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount . Entities are required to apply the amendments retrospectively . However, on initial application of the amendments, the change in the opening equity of the earliest comparative period may be recognized in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity . Entities applying this relief must disclose that fact . These amendments are effective for annual periods beginning on or after January 1, 2017 with early application permitted . If an entity applies the amendments for an earlier period, it must disclose that fact . These amendments are not expected to have any impact on the Company . Note 28. Subsequent Events On January 25, 2013, the Company closed the acquisition of 51% of CCFPI for an amount of $688 .5 U .S . dollars (Ps . 8,904) in an all-cash transaction . As part of the agreement, on January 25, 2017 the veto right held by TCCC over certain operating decisions has expired and, as a result, Coca-Cola FEMSA obtained the control of CCFPI, because by contractual agreement joint approval over operating decisions is no longer required . Consequently the Company has obtained control without a transfer of consideration . As a result of the above, the company will consolidate in its financial statements the Philippine figures from February 2017 . CCFPI is a bottler of Coca-Cola trademark products which operates in Philippines . This acquisition was made to strengthen the Company’s position in Asia . As mentioned in Note 19 .6 the Company has a Call Option related to the remaining 49% ownership interest in CCFPI which is maintained under the same conditions . Since January 25, 2017, Coca-Cola FEMSA control CCFPI since all decisions relating to the operation and management of CCFPI’s business, including its annual normal operations plan, are approved by a majority of its board of directors without requiring the affirmative vote of any director appointed by The Coca-Cola Company . Commencing on February 1, 2017, Coca-Cola FEMSA started consolidating CCFPI’s financial results in the financial statements . The results for the first quarter of 2017 and future results in 2017 will reflect a reduction in our share of the profit of associates and joint ventures accounted for using the equity method as a result of this consolidation . The Company estimate of fair value of CCFPI net assets acquired to the date of acquisition (February 2017) is as follows: Total current assets Total non-current assets Distribution rights Total assets Total liabilities Net assets acquired Acquisition date fair value of the equity interest in the acquire (in substitution to nil or zero consideration) Non-controlling interest Net assets acquired attributable to the parent company Goodwill Carrying value of CCFPI investment derecognized Loss as a result of remeasuring to fair value the equity interest Gain on derecognition of other comprehensive income Total gain on a bargain purchase Ps. 9,372 18,371 4,026 31,769 (9,814) 21,955 21,482 (10,758) 11,197 - 11,460 263 2,783 Ps. 2,520 On January 2017, FEMSA Comercio through its subsidiary Cadena Comercial USA Corporation, LLC ., completed the acquisition of an additional 20% stake in Specialty’s Cafe & Bakery, reaching 100% of shareholding . On February 13, 2017, Heineken announced that it had reached an agreement to acquire Brasil Kirin Holding S .A ., for a consideration of € . 664 . The transaction is expected to close in the first half of 2017 . The Company will recognize results of operation of this business combination through the recognition of the equity method in Heineken, once it has been incorporated in the consolidation of Heineken . 77 Investor Relations Juan Fonseca Gerardo Lozoya Phone: +52 (81) 8328-6167 Fax: +52 (81) 83286080 e-mail: investor@femsa.com.mx Corporate Communication Mauricio Reyes Alma Beltran Phone: +52 (55) 5249-6843 Fax: +52 (55) 5249-6861 e-mail: comunicacion@femsa.com.mx For more information visit us at: www.femsa.com www.femsa.com/investor investor@femsa.com.mx General Anaya No. 601 Pte. Colonia Bella Vista Monterrey, Nuevo Leon, Mexico, C.P. 64410 Phone: +52 (81) 8328-6180 CONTACT INFORMATION General Counsel Carlos E. Aldrete Ancira General Anaya No. 601 Pte. Colonia Bella Vista Monterrey, Nuevo Leon, Mexico, C.P. 64410 Phone: +52 (81) 8328-6180 Independent Accountant Mancera, S.C. A Member Practice of Ernst & Young Global Limited Av. Lazaro Cardenas No. 2321 Pte. Piso 5 Col. Residencial San Agustín San Pedro Garza Garcia, Nuevo Leon, Mexico, C.P. 66260 Phone: +52 (81) 8152-1800 Depositary Bank and Registrar BNY Mellon BNY Mellon Shareowner Services P.O. Box 30170 College Station, TX 77842-3170 Phone: +1 888 BNY ADRS (269-2377) International Callers: +1 201-680-6825 e-mail: shrrelations@cpushareownerservices.com Website: www.mybnymdr.com Stock Markets and Symbols Fomento Economico Mexicano, S.A.B. de C.V. stock trades on the Bolsa Mexicana de Valores (BMV) in the form of units under the symbols FEMSA UBD and FEMSA UB. The FEMSA UBD units also trade on The New York Stock Exchange, Inc. (NYSE) in the form of ADRs under the symbol FMX. Design: www.signi.com.mx FOMENTO ECONOMICO MEXICANO, S.A.B. DE C.V. General Anaya 601 Pte. Col. Bella Vista C.P. 64410 Monterrey, Nuevo Leon, Mexico investor@femsa.com.mx www.annualreport.femsa.com www.femsa.com.mx F O C U S E D O N G R O W T H A N N U A L R E P O R T 2 0 1 6 AN N UAL R EP OR T 2 01 6 TABLE OF CONTENTS FEMSA at a Glance . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . .4 Letter to Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . .6 FEMSA Comercio - Retail Division . . . . . . . . . . . . . . .8 FEMSA Comercio - Health Division . . . . . . . . . . . . . .9 FEMSA Comercio - Fuel Division . . . . . . . . . . . . . . .10 Coca-Cola FEMSA . . . . . . . . . . . . . . . . . . . . . . . . . . . . .11 Sustainability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14 FEMSA Foundation . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Executive Management . . . . . . . . . . . . . . . . . . . . . . . .18 Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . .19 Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . .20 In Memoriam . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Financial Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . .22 Management’s Discussion & Analysis . . . . . . . . . .24 FEMSA is a multinational beverage and retail company headquartered in Mexico. We hold a 48% stake in Coca-Cola FEMSA, the largest bottler of Coca-Cola products in the world by volume, and a 20% stake in Heineken, one of the world’s leading brewers with operations in over 70 countries. We participate in the retail industry through FEMSA Comercio (100%), comprising a Retail Division operating primarily through OXXO, the largest convenience store chain in Latin America by units; a Fuel Division, operating the OXXO GAS chain of retail service stations; and a Health Division, which includes drugstores and related operations in Mexico and South America. In addition, our FEMSA Strategic Businesses provide logistics, point-of-sale refrigeration and plastics solutions to our own businesses and third party clients. 

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