First Quarter Earnings Release. Megacable Holdings, S.A.B. de C.V.

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First Quarter 2012 Earnings Release Megacable Holdings, S.A.B. de C.V. May 2, 2012

Guadalajara, Jalisco, Mexico, May 2, 2012 - Megacable Holdings S.A.B. de C.V. ( Megacable or the Company ) (BMV: MEGA.CPO) announced today its results for the first quarter 2012. Figures were prepared in accordance with Mexican Financial Reporting Standards. All figures are expressed in thousands of pesos, unless otherwise indicated. Highlights Consolidated Financial Results Variation Figures in millions of pesos 1Q12 Service Income 2,250 2,044 10% Adjusted EBITDA for Cable Operations 982 918 7% Adjusted EBITDA Margin for Cable Operations 45.3% 46.8% Consolidated EBITDA 996 930 7% Consolidated EBITDA Margin 44.3% 45.5% Net Income 619 561 10% Net Debt (79) 146-154% Net Debt/Anualized consolidated EBITDA (0.02) 0.04 Interest Coverage 31.80 28.49 Operating Results Variation 1Q12 Homes Passed 5,879,153 5,279,825 11% Network Kilometers 41,770 37,190 12% Two- way Network Percentage 97% 96% Cable Television Subscribers 1,988,122 1,730,937 15% Digital Cable Subscribers 1,048,058 589,664 78% Penetration Rate of Households 33.8% 32.8% HSD Internet Subscribers 720,162 590,526 22% Penetration Rate of Cable Subscribers 36.2% 34.1% Telephony Subscribers 501,491 442,955 13% Penetration Rate of Cable Subscribers 25.2% 25.6% Unique Subscribers 2,059,258 1,777,169 16% Revenue Generating Units 3,209,775 2,764,418 16% RGU's Per Unique Subscribers 1.56 1.56 0% ARPU per Unique Subscriber 366.9 382.4-4% 2

Executive Summary Megacable reported important growth it its number of subscribers during the first quarter of 2012, reaching 1,988,122 Video subscribers, 720,162 Internet subscribers and 501,491 subscribers in Telephony, representing annual increases of 15% in Video, 22% in Internet and 13% in Telephony. The Video segment concluded the period with net adds of 44,212 subscribers, Internet with 37,436 net adds and Telephony with 6,286 subscribers, representing increases of 2%, 5% and 1%, respectively, compared to 4Q11. Per Mexican Stock Exchange ( BMV ) requirements for companies that trade on the BMV, the Company began to report financial results based on International Financial Reporting Standards ( IFRS ). The adoption of these standards does not affect revenues, but slightly affects some expense line items. As a result, 1Q2 figures reflect service revenues of Ps. 2,250, 10% greater than the result reported in the same period in 2011. Consolidated and Adjusted EBITDA rose 7% in 1Q12 compared to, reaching Ps. 996 million and Ps. 982 million, respectively, with an Cable Income margin of 45.3% and an adjusted margin of 44.3%. Based on this, the Company reported Net Income of Ps. 592 million, 42% higher than 4Q11 and 10% above. The Digitalization Project continued its consolidation, offering subscribers the best audio and video quality with the most advanced technology in over 1 million homes. For 2012, the goal is to add approximately 600 thousand subscribers, offering these customers more channels, and incorporating Premium, VOD and High-Definition to more locations. Megacable has maintained this goal by substantially improving operating efficiency and controlling piracy in an efficient manner. GTAC (the Company formed via a partnership with Televisa and Telefonica) reached approximately 90% coverage in the illumination of the 2 fiber optic threads that the Company won in the concession. The network infrastructure is currently operating, and successfully used by customers. GTAC continues working to expand the network to reach 100% operation of this network; the project is expected to be fully operational in second quarter 2012. Cash and short-term investments increased Ps. 305 million, despite important distributions from to 1Q12, including CAPEX investments, the payment of a loan with Citibank for US$20 million and a prepayment to Cisco Systems Capital for US$47 million. The Company s shareholders equity rose 5% during the quarter to more than Ps. 14,000 million, maintaining a healthy capital structure, with a liabilities to capital ratio of 0.34x and interest coverage of 31.8x at March 31, 2012. Net debt declined, reaching (Ps. 79 million), due to the higher cash generation. 3

Net property, systems and equipment grew 26%, or Ps. 2,045 million, on a year-to-year basis due to the purchase of terminal equipment for the digitalization project, construction of new network kilometers, modernization of the existing network and the purchase of other equipment. Operating Results MEGACABLE HOLDINGS S. A. B. DE C. V. QUARTELY OPERATING DATA 1Q12 4Q11 Variation 4Q11 ARPU (1) (Ps.) Unique Subscribers 366.9 382.4 367.3-4% 0% Video 231.8 241.0 226.3-4% 2% Internet 210.6 214.0 223.9-2% -6% Telephony 194.5 211.5 198.7-8% -2% Other Income (2) 21.1 22.8 21.2-7% 0% Monthly Average Churn Rate Video 2.6% 3.4% 2.4% Internet 3.2% 4.1% 3.2% Telephony 3.5% 5.0% 3.4% NotNotes: 4 (1) ARPU, or average revenue per unit for each segment, is the result of calculating total revenue per each segment for the period, divided by the average number of subscribers. (2) Other income includes revenues generated from MCM, Videorola, MMDS and the channels produced by Megacable, which are included in the unique subscriber s ARPU calculation. Video Segment The Video segment ended the quarter with 1,988,122 subscribers, an increase of 15%, or over 257 thousand net additions, compared to the same quarter of the previous year. As a result of Megacable s digitalization project, the Company added over 72 thousand digital subscribers in 1Q12, an increase of 458 thousand digital subscribers compared to. This represented an increase of 78%, with over 1 million primary digital boxes and over 1.1 million secondary digital boxes in the market. Video ARPU declined 4% compared to, mainly due to the adoption of services directed at lower socioeconomic segments, the diversification of services purchased by customers, making the portfolio more attractive to the subscriber and a reduction in the number of annual payments by the Company s subscribers. Internet The broadband Internet segment reported subscriber growth of 22% from to 1Q12, increasing the base by over 130 thousand subscribers to end the quarter with 720 thousand subscribers.

Internet ARPU declined 2%, from to 1Q12, and 6% compared to 4Q11 due to the packaging of services and the strong subscriber growth in the quarter, which generated revenue upon the terminal of the promotional contract period. Telephony The Telephony segment concluded 1Q12 with 501 thousand subscribers, which represented 6 thousand net additions during the quarter compared to 4Q11. ARPU for the segment declined 2% compared to 4Q11, and 8% versus due to the packaging of services and the incorporation of new products at competitive prices, as well as the reduction in tariffs for cell phone interconnections. Unique Subscribers and Revenue Generating Units (RGU s) The Company s unique subscribers increased 16% from to 1Q12, ending the quarter with 2,059,258. RGU s remained at 1.56 in 1Q12. ARPU per unique subscriber was Ps. 366.9, maintaining the same margin compared to 4Q11 and a decline of 4% compared to. This was due to a lower number of annual payments, sales promotions and the strategy initiated in 2011 of removing unprofitable clients. Average Monthly Churn Rate The average monthly churn rate in 1Q12 declined compared to, with decreases of 75, 92 and 149 basis points, in Video, Internet and Telephony, respectively. Video decreased from 3.4% to 2.6%; Internet from 4.1% to 3.2% and Telephony from 5.0% to 3.5% compared to. This was due to the cleanup of the portfolio to include quality clients, a strategy which strongly impacted last year s results and has been maintained in 2012. Homes Passed and Network Kilometers As of March 31, 2012, the Company s cable network was extended by 41,770 kilometers, passing 5,879,153 homes. To date, the network had a 97% bidirectional rate and in 1Q12, the Company added 1,214 kilometers of fiber. Additionally, our network is prepares to offer DOCSIS 3.0 services with speeds of over 100 megabits, in the 22 cities that Megacable serves. 5

Consolidated Results Income by Segment In millions of Pesos 1Q12 4Q11 4Q11 Video 1,378 1,254 10% 1,295 6.4% Internet 450 379 19% 449 0.3% Telephony 292 288 1% 290 0.8% Other 129 122 6% 125 3.8% Total 2,250 2,043 10% 2,159 4.2% Total service income increased 10% from to 1Q12, reaching Ps. 2,250 million. The highest increase in revenue per segment took place in the Internet segment, which rose 19% from to 1Q12. Video revenues increased 10%, Telephony rose 1% and Others increased 6%. In terms of revenue composition, the Video segment continued to be the largest contributor with 61% of Megacable s total revenues, followed by Internet with 20%, Telephony with 13%, and Others with 6% of total revenues. Cost of services increased 9% from to 1Q12 and 2% compared to 4Q11, mainly due to the reduction in interconnection rates and Internet connections. As a result, the adjusted EBITDA for the cable operations reached Ps. 982 million in 1Q12, 7% higher than in, reaching a margin of 45.3%. Consolidated EBITDA margin for the cable operations was 44.3% in 1Q12, reaching Ps. 996 million. Operating and general costs increased 17% versus, generated by increased costs for labor, commissions, maintenance and leasing. It is important to mention that costs for were affected by the removal of unprofitable clients, via less marketing, which represented lower expense levels and a higher operating margin compared to a regular quarter. 6

EBITDA In thousands of Pesos 1Q12 Consolidated Operating Income $ 674,538 $ 671,582 0% Less Operating Income (Loss) of MCM $ 3,894 $ 264 1372% Operating Income for Cable Operations Plus Consolidated depreciation and amortization Less depreciation and amortization of MCM Holding Plus Non- recurring items $ 670,644 $ 671,318 0% $ 321,478 $ 257,937 25% $ 10,528 $ 10,948-4% $ - $ - #DIV/0! Adjusted EBITDA for Cable Operations (1) $ 981,594 $ 918,307 7% Total Income excluding MCM $ 2,168,774 $ 1,962,994 10% Adjusted EBITDA Margin for Cable Operations 45.3% 46.8% Consolidated EBITDA (2) $ 996,016 $ 929,519 7% Consolidated EBITDA Margin 44.3% 45.5% Notes: (1) Adjusted EBITDA is calculated by adding to net income the following: depreciation and amortization, net comprehensive financing income, other net income, non-ordinary expenses (income), total tax, provisions for labor obligations, equity in income of associated companies and minority interest, less MCM EBITDA. (2) Adjusted Consolidated EBITDA is calculated by adding to the net income the following: depreciation and amortization, net comprehensive financing income, other net income, non-ordinary expenses (income), total tax, provisions for labor obligations, equity in income of associated companies and minority interest. Liquidity, Debt and Capital Structure Liquidity The Company s liquidity ratios slightly decreased from 2.80 to 2.41 due to an increase in short-term debt with Cisco. Cash and short-term investments increased more than Ps. 304 million from to 1Q12, below the figure generated by the operation due to the acquisition of new systems, payment of certain loans and the investment in CAPEX. 7

Property, Systems and Equipment, Net This line item increased 26%, reaching Ps. 9,814 million, an increase of Ps. 2,045 million compared to, mainly due to organic growth via the increase in Megacable s network kilometers, as well as the purchase of terminal equipment for the digitalization, Internet and Telephony projects; the purchase of vehicles, computer and office equipment, among others. Debt as of March 31, Liquidity Ratio 2012 2011 Assets Ratio 2.41 2.80 During the quarter, the Company repaid 2 loans; one with Citibank for US$ 20 million and the second with Cisco Capital for US$ 20 million. The Company currently has derivative contracts for Swaps for Ps. 1,600 million, all with maturity dates in the third quarter 2013. As a result of the above, debt and interest coverage ratios posted notable improvements, with Net Debt / Annualized EBITDA reaching -0.02x and an interest coverage ratio of 31.80x. as of March 31, Debt Ratios 2012 2011 Debt Ratio 0.26 0.26 Debt to Equity Ratio 0.34 0.36 Net Debt/ Annualized EBITDA (0.02) 0.04 Interest Coverage EBITDA/ Interests Expenses 31.80 28.49 Net Debt at the close of 1Q12 was (Ps. 79 million). In thousands of Pesos Short Term Debt 1Q12 93,874 6,023 One year maturity of long term bank loans 93,874 6,023 Long Term Debt 2,232,796 2,241,205 Bank Loans 2,075,937 2,074,830 Accounts Payable 156,859 166,375 Total Debt 2,326,670 2,247,228 Cash and Short Term Investments Net Debt 2,405,407 2,100,736 (78,737) 146,492 8

Shareholders Equity Shareholders equity rose 15% from to 1Q12, from Ps. 12,177 million to Ps. 14,042 million, mainly as a result of the Company s 20% increase in retained earnings. CAPEX During 1Q12, Megacable invested Ps. 406 million. This investment was mainly allocated towards construction, the purchase of subscriber terminal equipment, mainly related to the digitalization and modernization of the Company s cable network, as well as the purchase of real estate. Total Shares Outstanding As of March 31, 2012, the Company had 1,719 million total shares outstanding, while the number of outstanding CPOs reached 298 million. The remaining resources since the 4Q11 report is 282 million with a free-float of 35%. Stock Information Ticker MEGA.CPO 2 Series "A" Shares = 1 CPO Total Outstanding Series "A" Shares (millions) 1,719 Outstanding CPOs (thousands) 298,318 CPOs in Treasury (thousands) 1,182 Mkt. Cap (In Ps. millions) $ 24,324 Closing Price (Ps) * $ 28.30 As of March 31, 2012 Source: Infosel About the Company Megacable is the largest cable operator in Mexico in terms of number of subscribers, and is the main provider of high speed data Internet services, and digital Telephony over cable network according to the National Chamber of Cable Telecommunications (CANITEC). The Company operates in 25 states in Mexico and over 200 municipalities. As of March 31, 2012, the Company had 11,520 employees. 9

Quarterly Income Statement MEGACABLE HOLDINGS, S. A. B. DE C.V. For the Three-month period ended March 31, 2012 & 2011 In thousands of Pesos 1Q12 Variation Services Income $ 2,250,068 $ 2,043,642 10% Cost of Services 675,938 619,915 9% Gross Profit $ 1,574,130 $ 1,423,727 11% Operating and General Expenses 578,114 494,208 17% EBITDA $ 996,016 $ 929,519 7% Depreciation and amortization 321,478 257,937 25% Operating Profit $ 674,538 $ 671,582 0% Other income (expenses), net 4,594 15,241 (70%) Comprehensive Financing Income, Net -92,459-851 10764% Equity in income of associated companies -7,159 1,108 (746%) Income Before Income Tax and Minority Interest $ 778,750 $ 686,566 13% Income Tax 159,672 125,083 28% Net Profit $ 619,078 $ 561,484 10% Net income attribute to: Controlling interest 27,127 24,560 10% Non-Controlling interest 591,951 536,923 10% $ 619,078 $ 561,484 10% 10

Balance Sheet MEGACABLE HOLDINGS, S. A. B DE C. V. Y SUBSIDIARIAS Balance Sheet In thousands of Pesos As of March 31, 2011 2010 ASSETS CURRENT ASSETS: Cash and short term investments 2,405,407 2,100,736 Accounts receivable from customers and other, net 562,635 440,609 Recoverable taxes 259,186 443,853 Inventories 235,621 526,541 Total Current Assets 3,462,849 3,511,738 Investment in shares of associated companies 89,217 107,417 Property, systems and equipment, net 9,813,555 7,768,145 Goodwill, net 4,277,036 4,277,036 Other assets 674,577 451,906 Affiliated and Associated Companies 565,714 384,530 Total Assets 18,882,947 16,500,771 LIABILITIES AND STOCKHOLDER'S EQUITY CURRENT LIABILITIES One-year maturity of long term liabilities 93,874 6,023 Suppliers 560,100 675,042 Affiliated and Associated Companies 71,313 19,973 Accounts payable and accrued expenses payable 712,726 553,087 Total Current Liabilities 1,438,013 1,254,126 LONG TERM LIABILITIES Bank loans 2,075,937 2,074,830 Labor obligations 97,708 72,055 Accounts payable 156,859 166,375 Deferred taxes 1,072,093-755,924 Total Long Term Liabilities 3,402,597 3,069,183 Total Liabilities 4,840,610 4,323,309 STOCKHOLDERS' EQUITY Capital Stock 910,244 910,244 Premium on subscription of shares 4,999 4,999 Net Premium on the placement of shares 2,112,561 2,112,561 Retained Earnings 10,693,141 8,902,553 Minority Interest 321,391 247,105 Total Stockholders' Equitiy 14,042,337 12,177,462 Total Liabilities & Stockholders' Equity 18,882,947 16,500,771 11

Disclaimer This press release contains forward-looking statements regarding the Company s results and future prospects which are subject to risk and uncertainty. Therefore, these results and statements may differ due to various factors. Moreover, figures in this report may vary due to rounding. For more information please visit: http://inversionistas.megacable.com.mx Investor Relations: Saul Alonso Gil Peña Investor Relations Officer Megacable Holdings, S.A.B. de C.V. Tel: 52 (33) 3750-0042 ext. 1091 Investor.relations@megacable.com.mx 12