FRA Certification Helpline: (216) 694-0240

MEXICO CITY — Grupo TMM, S.A., the largest Latin American multi-modal transportation and logistics company and owner of the controlling interest in Mexico’s busiest railway, TFM, reported revenues from consolidated operations of $255.7 million for the fourth quarter of 2002, compared to revenues from consolidated operations of $258.2 million for the same period of 2001. Reduced revenue was reported at TFM, Tex-Mex, Specialized Maritime and Logistics due to sluggish trade growth, automotive sector revenue declines in transit and at outsourcing facilities, and from dry docking of some tanker vessels. Consolidated EBITDA (Earnings Before Income, Taxes and Depreciation) was $69.5 million for the fourth quarter of 2002, compared to $77.2 million in the fourth quarter of 2001.

For the full year, the company reported revenue from consolidated operations of $1.01 billion in 2002, compared to $1.0 billion for the same period of 2001. Annual revenue improvement was seen at Ports, Specialized Maritime and Logistics due to new product offerings and an improved product mix, demonstrating the sustainability of these operations. Consolidated EBITDA was $297.4 million for the full year of 2002, compared to $302.5 million in the same period of 2001.

Grupo TMM’s consolidated fourth quarter 2002 operating income decreased $6.3 million, from $47.5 million in 2001 to $41.2 million in 2002 and net income for the quarter decreased from $1.6 million in 2001 to a loss of $12.4 million in 2002. These results were primarily impacted by the direct and accounting effects of a 12.8 percent peso devaluation.

In 2002, Grupo TMM’s consolidated operating income decreased $5.1 million to $184.0 million due to increased costs at Ports and Terminals for increased security and reduction of Storage revenue; at Specialized Maritime for routine but mandatory dry dock improvements to the tanker fleet; and at Logistics due to sluggish automotive movement activity at outsourced locations. Revenue reductions in the automotive sector and in grain imports from the U.S. affected the Railroads’ results. Net income decreased to a loss of $46.2 million and was impacted, as stated above, primarily by peso devaluation.

LIQUIDITY AND DEBT PROFILE

Seeking to extend the company’s debt profile, on December 26, 2002, the company launched an offer to exchange all of its outstanding 9 1/2 percent Senior Notes due 2003 and its 10 1/4 percent Senior Notes 2006 for a new longer term security. This new security has a proposed 2010 maturity and will be guaranteed by the company’s controlling interest in Grupo TFM. This week, the company filed an amendment to the offer, proposing to include warrants to purchase TMM’s common stock as an additional consideration for those holders of 9 1/2 percent Senior Notes due 2003 whose bonds are tendered and accepted in the exchange. The expiration date for the exchange offer, unless extended by the company, is March 11, 2003.

VAT LAWSUIT

As previously disclosed on December 9, 2002, the Federal Tribunal of Fiscal and Administrative Justice (the “Tax Court”) in Mexico issued a ruling denying TFM’s right to receive a value added tax (VAT) refund from the Mexican Federal Government. The lower court’s objection stated that the law was violated by issuing a certificate in the name of a third party and not to TFM, but it also stated that TFM did not have a right to that certificate. Based on the advice of TFM’s legal counsel, who has carefully reviewed the prior favorable decision of the appellate court, the partners remain confident of TFM’s right under Mexican law to receive the VAT refund. The company has returned to the Mexican Magistrates Court (Federal Court) and requested that they enforce the original ruling as outlined in their decision of September 25, 2002.

FINANCIAL RESULTS

The greatest impact on the company’s financial results in 2002 was peso devaluation, which amounted to depreciation of 12.8 percent for the full year, accelerating in the second half of the year. This devaluation affected the company’s results through an exchange loss, reducing TFM’s net results $17.0 million and unconsolidated TMM’s net results by $3.0 million, and through a reduction in the company’s fiscal assets of approximately $22.0 million, of which $7.0 million was due to a change in the corporate tax rate from 35 percent in 2001 to 34 percent in 2002, mainly at TFM, for a combined negative impact on net results of $42.0 million. NOLs, however, grew in 2002, from approximately $820.0 million at TFM and $315.0 million at unconsolidated TMM, to $1.1 billion at TFM and $322.0 million respectively, which should positively impact the company in the future. Finally, financial obligations during the year increased at consolidated Grupo TMM in 2002 by $145.0 million, which was primarily related to the acquisition of Grupo TFM equity from the Mexican Government and accretion of TFM’s discount debentures, both items accounting for $19.1 million in increased financial expense. Additionally financial costs were impacted by premiums on sale of receivables; the coupon and premium on redemption of the convertible notes; and lower interest earned due to lower cash balances and lower interest in tax receivables.

BUSINESS OUTLOOK

Javier Segovia, president of Grupo TMM, said, “Our 2002 results reflect the continued development of TMM’s operations during a tough global economic environment. Ports and Terminals, Specialized Maritime and Logistics all showed improved annual revenues. Generally speaking, our operations are stable in spite of negative US/Mexican trade growth, and temporary slowness in the automotive sector, which impacted all of our assets tied to NAFTA corridors.

“In 2002, we remained consistent in our goals and the actions required to reach those goals, as we seek to extend the debt maturity of the company, succeed in the VAT collection and position the company for growth as the economy improves. To this end, TMM has initiated a bond exchange for both its 2003 and 2006 debt issues. With some very well positioned assets strategically located on what will continue to be one of the fastest growing trade corridors in the world, we believe the value of our company will rise accordingly once the economy recovers and resumes growth, with excess cash generated through that growth. The proposed exchange offer is evidence of this management team’s faith in the future value of our assets and in the growth of those assets, and subsequent cash flows, as the economy returns to a more normal position.

“Additionally, we have returned to the Mexican Magistrates Court (Federal Court) and requested that they enforce their original value added tax lawsuit ruling. As we have mentioned in the past, the Supreme Court’s original ruling is unappealable, and we believe, will be complied with during the next several months. We are confident this matter will be resolved as we have described in the past, that the rule of law in Mexico will prevail, and that this award will be used by TFM once the certificate is delivered.”