|
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the quarterly period ended June 30, 2016
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from to
|
England and Wales
|
|
98-1112770
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
Griffin House, 161 Hammersmith Rd, London, United Kingdom
|
|
W6 8BS
|
(Address of principal executive offices)
|
|
(Zip Code)
|
|
Class A
|
|
Class B
|
|
Class C
|
|||
Liberty Global ordinary shares
|
264,369,238
|
|
|
10,805,850
|
|
|
644,760,940
|
|
LiLAC ordinary shares
|
51,008,927
|
|
|
1,888,323
|
|
|
121,161,693
|
|
|
|
|
Page
Number
|
|
PART I — FINANCIAL INFORMATION
|
|
ITEM 1.
|
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
||
|
||
|
||
|
||
|
||
|
||
ITEM 2.
|
||
ITEM 3.
|
||
ITEM 4.
|
||
|
PART II — OTHER INFORMATION
|
|
ITEM 1A.
|
||
ITEM 2.
|
||
ITEM 6.
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
|
in millions
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,286.3
|
|
|
$
|
982.1
|
|
Trade receivables, net
|
1,844.3
|
|
|
1,467.7
|
|
||
Derivative instruments (note 4)
|
381.3
|
|
|
421.9
|
|
||
Prepaid expenses
|
312.8
|
|
|
144.2
|
|
||
Other current assets
|
656.0
|
|
|
341.5
|
|
||
Total current assets
|
4,480.7
|
|
|
3,357.4
|
|
||
Investments (including $1,961.7 million and $2,591.8 million, respectively, measured at fair value) (note 5)
|
2,165.3
|
|
|
2,839.6
|
|
||
Property and equipment, net (note 6)
|
24,705.0
|
|
|
21,684.0
|
|
||
Goodwill (note 6)
|
32,462.0
|
|
|
27,020.4
|
|
||
Intangible assets subject to amortization, net (note 6)
|
7,975.0
|
|
|
7,092.5
|
|
||
Other assets, net (note 4)
|
6,765.6
|
|
|
5,565.1
|
|
||
Total assets
|
$
|
78,553.6
|
|
|
$
|
67,559.0
|
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
|
in millions
|
||||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
1,370.0
|
|
|
$
|
1,050.1
|
|
Deferred revenue and advance payments from subscribers and others
|
1,511.6
|
|
|
1,393.5
|
|
||
Current portion of debt and capital lease obligations (notes 5 and 7)
|
2,143.3
|
|
|
2,537.9
|
|
||
Accrued interest
|
820.0
|
|
|
832.8
|
|
||
Derivative instruments (note 4)
|
588.2
|
|
|
346.3
|
|
||
Accrued income taxes
|
502.0
|
|
|
483.5
|
|
||
Accrued capital expenditures
|
496.5
|
|
|
441.8
|
|
||
Other accrued and current liabilities (note 11)
|
2,452.1
|
|
|
2,072.0
|
|
||
Total current liabilities
|
9,883.7
|
|
|
9,157.9
|
|
||
Long-term debt and capital lease obligations (notes 5 and 7)
|
49,500.7
|
|
|
44,211.2
|
|
||
Other long-term liabilities (notes 4 and 11)
|
5,154.3
|
|
|
4,015.6
|
|
||
Total liabilities
|
64,538.7
|
|
|
57,384.7
|
|
||
Commitments and contingencies (notes 3, 4, 7, 8, 13 and 15)
|
|
|
|
||||
Equity (note 9):
|
|
|
|
||||
Liberty Global shareholders:
|
|
|
|
||||
Liberty Global Shares — Class A, $0.01 nominal value. Issued and outstanding 272,572,110
and 252,766,455 shares, respectively
|
2.7
|
|
|
2.5
|
|
||
Liberty Global Shares — Class B, $0.01 nominal value. Issued and outstanding 10,805,850 and 10,472,517 shares, respectively
|
0.1
|
|
|
0.1
|
|
||
Liberty Global Shares — Class C, $0.01 nominal value. Issued and outstanding 646,703,723 and 584,044,394 shares, respectively
|
6.5
|
|
|
5.9
|
|
||
LiLAC Shares — Class A, $0.01 nominal value. Issued and outstanding 16,310,279 and 12,630,580 shares, respectively
|
0.2
|
|
|
0.1
|
|
||
LiLAC Shares — Class B, $0.01 nominal value. Issued and outstanding 540,089 and 523,423 shares, respectively
|
—
|
|
|
—
|
|
||
LiLAC Shares — Class C, $0.01 nominal value. Issued and outstanding 39,748,448 and 30,772,874 shares, respectively
|
0.4
|
|
|
0.3
|
|
||
Additional paid-in capital
|
18,582.8
|
|
|
14,908.1
|
|
||
Accumulated deficit
|
(5,427.8
|
)
|
|
(5,160.1
|
)
|
||
Accumulated other comprehensive earnings (loss), net of taxes
|
(102.9
|
)
|
|
895.9
|
|
||
Treasury shares, at cost
|
(0.3
|
)
|
|
(0.4
|
)
|
||
Total Liberty Global shareholders
|
13,061.7
|
|
|
10,652.4
|
|
||
Noncontrolling interests
|
953.2
|
|
|
(478.1
|
)
|
||
Total equity
|
14,014.9
|
|
|
10,174.3
|
|
||
Total liabilities and equity
|
$
|
78,553.6
|
|
|
$
|
67,559.0
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions, except per share amounts
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenue (note 14)
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Operating (other than depreciation and amortization) (including share-based compensation) (note 10)
|
1,929.5
|
|
|
1,675.3
|
|
|
3,654.6
|
|
|
3,372.5
|
|
||||
Selling, general and administrative (
SG&A
) (including share-based compensation) (note 10)
|
913.5
|
|
|
762.8
|
|
|
1,729.9
|
|
|
1,556.6
|
|
||||
Depreciation and amortization
|
1,553.0
|
|
|
1,477.8
|
|
|
2,988.5
|
|
|
2,929.2
|
|
||||
Impairment, restructuring and other operating items, net (notes 3 and 11)
|
190.3
|
|
|
25.7
|
|
|
214.7
|
|
|
42.7
|
|
||||
|
4,586.3
|
|
|
3,941.6
|
|
|
8,587.7
|
|
|
7,901.0
|
|
||||
Operating income
|
487.8
|
|
|
624.9
|
|
|
1,074.4
|
|
|
1,182.4
|
|
||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(657.1
|
)
|
|
(600.8
|
)
|
|
(1,276.4
|
)
|
|
(1,216.7
|
)
|
||||
Realized and unrealized gains (
losses)
on derivative instruments, net (note 4)
|
1,052.0
|
|
|
(679.7
|
)
|
|
543.3
|
|
|
(61.2
|
)
|
||||
Foreign currency transaction gains (
losses)
, net
|
(298.1
|
)
|
|
340.4
|
|
|
40.9
|
|
|
(695.2
|
)
|
||||
Realized and unrealized
gains (losses)
due to changes in fair values of certain investments and debt, net (notes 5 and 7)
|
(376.4
|
)
|
|
110.8
|
|
|
(644.6
|
)
|
|
262.2
|
|
||||
Losses on debt modification and extinguishment, net (note 7)
|
(19.6
|
)
|
|
(73.8
|
)
|
|
(23.9
|
)
|
|
(348.3
|
)
|
||||
Other income (expense), net (note 13)
|
(23.5
|
)
|
|
(1.7
|
)
|
|
29.8
|
|
|
(2.7
|
)
|
||||
|
(322.7
|
)
|
|
(904.8
|
)
|
|
(1,330.9
|
)
|
|
(2,061.9
|
)
|
||||
Earnings (loss)
before income taxes
|
165.1
|
|
|
(279.9
|
)
|
|
(256.5
|
)
|
|
(879.5
|
)
|
||||
Income tax expense
(note 8)
|
(56.0
|
)
|
|
(130.0
|
)
|
|
(7.1
|
)
|
|
(52.1
|
)
|
||||
Net earnings (
loss)
|
109.1
|
|
|
(409.9
|
)
|
|
(263.6
|
)
|
|
(931.6
|
)
|
||||
Net earnings attributable to noncontrolling interests
|
(7.7
|
)
|
|
(54.8
|
)
|
|
(4.1
|
)
|
|
(70.6
|
)
|
||||
Net earnings (
loss)
attributable to Liberty Global shareholders
|
$
|
101.4
|
|
|
$
|
(464.7
|
)
|
|
$
|
(267.7
|
)
|
|
$
|
(1,002.2
|
)
|
|
|
|
|
|
|
|
|
||||||||
Basic and diluted earnings (loss)
attributable to Liberty Global shareholders per share (notes 1 and 12):
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares
|
$
|
0.23
|
|
|
|
|
$
|
(0.15
|
)
|
|
|
||||
LiLAC Shares
|
$
|
(2.04
|
)
|
|
|
|
$
|
(3.00
|
)
|
|
|
||||
Old Liberty Global Shares
|
|
|
$
|
(0.53
|
)
|
|
|
|
$
|
(1.13
|
)
|
||||
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss)
|
$
|
109.1
|
|
|
$
|
(409.9
|
)
|
|
$
|
(263.6
|
)
|
|
$
|
(931.6
|
)
|
Other comprehensive earnings (loss), net of taxes:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(1,010.8
|
)
|
|
929.7
|
|
|
(994.2
|
)
|
|
238.6
|
|
||||
Reclassification adjustments included in net earnings (
loss)
|
0.1
|
|
|
0.9
|
|
|
(0.6
|
)
|
|
1.0
|
|
||||
Other
|
(1.7
|
)
|
|
0.5
|
|
|
(4.6
|
)
|
|
(1.0
|
)
|
||||
Other comprehensive earnings (loss)
|
(1,012.4
|
)
|
|
931.1
|
|
|
(999.4
|
)
|
|
238.6
|
|
||||
Comprehensive earnings (loss)
|
(903.3
|
)
|
|
521.2
|
|
|
(1,263.0
|
)
|
|
(693.0
|
)
|
||||
Comprehensive earnings attributable to noncontrolling interests
|
(7.1
|
)
|
|
(54.8
|
)
|
|
(3.5
|
)
|
|
(70.7
|
)
|
||||
Comprehensive earnings (
loss)
attributable to Liberty Global shareholders
|
$
|
(910.4
|
)
|
|
$
|
466.4
|
|
|
$
|
(1,266.5
|
)
|
|
$
|
(763.7
|
)
|
|
Liberty Global shareholders
|
|
Non-controlling
interests
|
|
Total
equity
|
||||||||||||||||||||||||||||||
|
Liberty Global Shares
|
|
LiLAC Shares
|
|
Additional
paid-in
capital
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
earnings (loss),
net of taxes
|
|
Treasury shares, at cost
|
|
Total Liberty Global
shareholders
|
|
|||||||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Balance at January 1, 2016
|
$
|
8.5
|
|
|
$
|
0.4
|
|
|
$
|
14,908.1
|
|
|
$
|
(5,160.1
|
)
|
|
$
|
895.9
|
|
|
$
|
(0.4
|
)
|
|
$
|
10,652.4
|
|
|
$
|
(478.1
|
)
|
|
$
|
10,174.3
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(267.7
|
)
|
|
—
|
|
|
—
|
|
|
(267.7
|
)
|
|
4.1
|
|
|
(263.6
|
)
|
|||||||||
Other comprehensive loss, net of taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(998.8
|
)
|
|
—
|
|
|
(998.8
|
)
|
|
(0.6
|
)
|
|
(999.4
|
)
|
|||||||||
Impact of the CWC Acquisition (note 3)
|
1.1
|
|
|
0.1
|
|
|
4,488.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,490.1
|
|
|
1,451.8
|
|
|
5,941.9
|
|
|||||||||
Repurchase and cancellation of Liberty Global ordinary shares (note 9)
|
(0.2
|
)
|
|
—
|
|
|
(973.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(973.4
|
)
|
|
—
|
|
|
(973.4
|
)
|
|||||||||
Share-based compensation (note 10)
|
—
|
|
|
—
|
|
|
130.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
130.0
|
|
|
—
|
|
|
130.0
|
|
|||||||||
Liberty Global call option contracts
|
—
|
|
|
—
|
|
|
119.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
119.1
|
|
|
—
|
|
|
119.1
|
|
|||||||||
Adjustments due to changes in subsidiaries’ equity and other, net
|
(0.1
|
)
|
|
0.1
|
|
|
(90.1
|
)
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
(90.0
|
)
|
|
(24.0
|
)
|
|
(114.0
|
)
|
|||||||||
Balance at June 30, 2016
|
$
|
9.3
|
|
|
$
|
0.6
|
|
|
$
|
18,582.8
|
|
|
$
|
(5,427.8
|
)
|
|
$
|
(102.9
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
13,061.7
|
|
|
$
|
953.2
|
|
|
$
|
14,014.9
|
|
|
Six months ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net
loss
|
$
|
(263.6
|
)
|
|
$
|
(931.6
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
||||
Share-based compensation expense
|
143.6
|
|
|
128.0
|
|
||
Depreciation and amortization
|
2,988.5
|
|
|
2,929.2
|
|
||
Impairment, restructuring and other operating items, net
|
214.7
|
|
|
42.7
|
|
||
Amortization of deferred financing costs and non-cash interest accretion
|
39.1
|
|
|
34.2
|
|
||
Realized and unrealized losses (gains) on derivative instruments, net
|
(543.3
|
)
|
|
61.2
|
|
||
Foreign currency transaction losses (gains), net
|
(40.9
|
)
|
|
695.2
|
|
||
Realized and unrealized losses (gains)
due to changes in fair values of certain investments and debt, including impact of dividends
|
644.6
|
|
|
(261.1
|
)
|
||
Losses on debt modification and extinguishment, net
|
23.9
|
|
|
348.3
|
|
||
Deferred income tax benefit
|
(196.4
|
)
|
|
(142.7
|
)
|
||
Excess tax benefit from share-based compensation
|
(3.2
|
)
|
|
(17.9
|
)
|
||
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions
|
(340.4
|
)
|
|
(199.7
|
)
|
||
Net cash provided by operating activities
|
2,666.6
|
|
|
2,685.8
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Cash paid in connection with acquisitions, net of cash acquired
|
(1,325.8
|
)
|
|
(279.3
|
)
|
||
Capital expenditures
|
(1,276.1
|
)
|
|
(1,262.4
|
)
|
||
Investments in and loans to affiliates and others
|
(44.6
|
)
|
|
(161.4
|
)
|
||
Other investing activities, net
|
78.5
|
|
|
11.0
|
|
||
Net cash used by investing activities
|
$
|
(2,568.0
|
)
|
|
$
|
(1,692.1
|
)
|
|
Six months ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
Cash flows from financing activities:
|
|
|
|
||||
Borrowings of debt
|
$
|
6,174.5
|
|
|
$
|
11,192.3
|
|
Repayments and repurchases of debt and capital lease obligations
|
(5,189.0
|
)
|
|
(10,717.8
|
)
|
||
Repurchase of Liberty Global ordinary shares
|
(717.5
|
)
|
|
(908.1
|
)
|
||
Change in cash collateral
|
117.7
|
|
|
61.8
|
|
||
Payment of financing costs and debt premiums
|
(89.4
|
)
|
|
(356.5
|
)
|
||
Net cash paid related to derivative instruments
|
(43.3
|
)
|
|
(303.3
|
)
|
||
Net cash received (paid) associated with call option contracts on Liberty Global ordinary shares
|
9.2
|
|
|
(121.2
|
)
|
||
Purchase of additional shares of subsidiaries
|
—
|
|
|
(142.2
|
)
|
||
Other financing activities, net
|
(94.2
|
)
|
|
(37.5
|
)
|
||
Net cash provided (used) by financing activities
|
168.0
|
|
|
(1,332.5
|
)
|
||
|
|
|
|
||||
Effect of exchange rate changes on cash
|
37.6
|
|
|
(0.2
|
)
|
||
|
|
|
|
|
|
||
Net increase (decrease) in cash and cash equivalents
|
304.2
|
|
|
(339.0
|
)
|
||
Cash and cash equivalents:
|
|
|
|
||||
Beginning of period
|
982.1
|
|
|
1,158.5
|
|
||
End of period
|
$
|
1,286.3
|
|
|
$
|
819.5
|
|
|
|
|
|
||||
Cash paid for interest
|
$
|
1,276.8
|
|
|
$
|
1,138.2
|
|
Net cash paid for taxes
|
$
|
246.7
|
|
|
$
|
167.3
|
|
Class A Liberty Global Shares (a)
|
$
|
1,167.2
|
|
Class C Liberty Global Shares (a)
|
2,803.5
|
|
|
Class A LiLAC Shares (a)
|
144.1
|
|
|
Class C LiLAC Shares (a)
|
375.3
|
|
|
Special Dividend (b)
|
193.8
|
|
|
Total
|
$
|
4,683.9
|
|
(a)
|
Represents the fair value of the
31,607,008
Class A
Liberty Global Shares
,
77,379,774
Class C
Liberty Global Shares
,
3,648,513
Class A
LiLAC Shares
and
8,939,316
Class C
LiLAC Shares
issued to
CWC
shareholders in connection with the
CWC Acquisition
. These amounts are based on the market price per share at closing on May 16, 2016 of
$36.93
,
$36.23
,
$39.50
and
$41.98
, respectively.
|
(b)
|
Represents the
Special Dividend
of
£0.03
(
$0.04
at the transaction date) per
CWC
share paid pursuant to the scheme of arrangement based on
4,433,222,313
outstanding shares of
CWC
on May 16, 2016.
|
Cash and cash equivalents
|
$
|
210.8
|
|
Other current assets
|
712.0
|
|
|
Property and equipment, net
|
2,895.7
|
|
|
Goodwill (a)
|
5,606.5
|
|
|
Intangible assets subject to amortization, net (b)
|
1,266.3
|
|
|
Other assets, net
|
428.0
|
|
|
Current portion of debt and capital lease obligations
|
(94.4
|
)
|
|
Other accrued and current liabilities
|
(761.0
|
)
|
|
Long-term debt and capital lease obligations
|
(3,280.8
|
)
|
|
Other long-term liabilities
|
(847.4
|
)
|
|
Noncontrolling interests (c)
|
(1,451.8
|
)
|
|
Total purchase price (d)
|
$
|
4,683.9
|
|
(a)
|
The goodwill recognized in connection with the
CWC Acquisition
is primarily attributable to (i) the ability to take advantage of
CWC
’s existing advanced broadband communications and sub-sea and terrestrial networks to gain immediate access to potential customers and (ii) synergies that are expected to be achieved through the integration of
CWC
with other operations in the
LiLAC Group
.
|
(b)
|
Amount primarily includes intangible assets related to customer relationships. At May 16, 2016, the preliminary assessment of the weighted average useful life of
CWC
’s intangible assets was approximately
eight years
.
|
(c)
|
Represents the aggregate fair value of the noncontrolling interests in
CWC
’s subsidiaries as of
May 16, 2016
.
|
(d)
|
Excludes direct acquisition costs of
$116.5 million
which are included in impairment, restructuring and other operating items, net, in our condensed consolidated statements of operations.
|
Cash and cash equivalents
|
$
|
160.1
|
|
Other current assets
|
176.2
|
|
|
Property and equipment, net
|
785.8
|
|
|
Goodwill (a)
|
345.9
|
|
|
Intangible assets subject to amortization, net:
|
|
||
Mobile spectrum (b)
|
261.0
|
|
|
Customer relationships (c)
|
127.0
|
|
|
Trademarks (d)
|
40.7
|
|
|
Other assets, net
|
10.7
|
|
|
Other accrued and current liabilities
|
(311.8
|
)
|
|
Other long-term liabilities
|
(97.9
|
)
|
|
Total purchase price (e)
|
$
|
1,497.7
|
|
(a)
|
The goodwill recognized in connection with the
BASE Acquisition
is primarily attributable to (i) the ability to take advantage of
BASE
’s existing mobile network to gain immediate access to potential customers and (ii) synergies that are expected to be achieved through the integration of
BASE
with
Telenet
.
|
(b)
|
As of
February 11, 2016
, the weighted average useful life of
BASE
’s mobile spectrum was approximately
11 years
.
|
(c)
|
As of
February 11, 2016
, the weighted average useful life of
BASE
’s customer relationships was approximately
six years
.
|
(d)
|
As of
February 11, 2016
, the weighted average useful life of
BASE
’s trademarks was approximately
20 years
.
|
(e)
|
Excludes direct acquisition costs of
$17.1 million
, including
$7.1 million
incurred during 2016, which are included in impairment, restructuring and other operating items, net, in our consolidated statements of operations.
|
Cash and cash equivalents
|
$
|
3.6
|
|
Other current assets
|
7.8
|
|
|
Property and equipment, net
|
79.8
|
|
|
Goodwill (a)
|
51.6
|
|
|
Intangible assets subject to amortization, net (b)
|
59.1
|
|
|
Franchise rights
|
147.8
|
|
|
Other assets, net
|
0.3
|
|
|
Other accrued and current liabilities
|
(13.2
|
)
|
|
Non-current deferred tax liabilities
|
(60.4
|
)
|
|
Total purchase price (c)
|
$
|
276.4
|
|
(a)
|
The goodwill recognized in connection with the
Choice Acquisition
is primarily attributable to (i) the ability to take advantage of
Choice
’s existing advanced broadband communications network to gain immediate access to potential customers and (ii) synergies that are expected to be achieved through the integration of
Choice
with
Liberty Puerto Rico
.
|
(b)
|
Amount primarily includes intangible assets related to customer relationships. As of June 3, 2015, the weighted average useful life of
Choice
’s intangible assets was approximately
ten years
.
|
(c)
|
Excludes direct acquisition costs of
$8.5 million
incurred through December 31, 2015, which were included in impairment, restructuring and other operating items, net, in our consolidated statement of operations for the year ended December 31, 2015.
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions, except per share amounts
|
||||||||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
4,471.2
|
|
|
$
|
4,424.0
|
|
|
$
|
8,829.7
|
|
|
$
|
8,822.7
|
|
LiLAC Group
|
891.8
|
|
|
909.4
|
|
|
1,800.7
|
|
|
1,829.3
|
|
||||
Total
|
$
|
5,363.0
|
|
|
$
|
5,333.4
|
|
|
$
|
10,630.4
|
|
|
$
|
10,652.0
|
|
|
|
|
|
|
|
|
|
||||||||
Net earnings (
loss)
attributable to Liberty Global shareholders:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares
|
$
|
204.2
|
|
|
$
|
—
|
|
|
$
|
(129.8
|
)
|
|
$
|
—
|
|
LiLAC Shares
|
21.4
|
|
|
—
|
|
|
131.1
|
|
|
—
|
|
||||
Old Liberty Global Shares
|
—
|
|
|
(516.4
|
)
|
|
—
|
|
|
(1,225.3
|
)
|
||||
Total
|
$
|
225.6
|
|
|
$
|
(516.4
|
)
|
|
$
|
1.3
|
|
|
$
|
(1,225.3
|
)
|
|
|
|
|
|
|
|
|
||||||||
Basic and diluted earnings (loss) attributable to Liberty Global shareholders per share:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.22
|
|
|
|
|
$
|
(0.14
|
)
|
|
|
||||
Diluted
|
$
|
0.21
|
|
|
|
|
$
|
(0.14
|
)
|
|
|
||||
LiLAC Shares:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.38
|
|
|
|
|
$
|
2.32
|
|
|
|
||||
Diluted
|
$
|
0.37
|
|
|
|
|
|
$
|
2.30
|
|
|
|
|
||
Old Liberty Global Shares:
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
|
$
|
(0.52
|
)
|
|
|
|
$
|
(1.24
|
)
|
||||
Diluted
|
|
|
$
|
(0.52
|
)
|
|
|
|
$
|
(1.24
|
)
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
Current
|
|
Long-term (a)
|
|
Total
|
|
Current
|
|
Long-term (a)
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cross-currency and interest rate derivative contracts:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
$
|
324.0
|
|
|
$
|
2,048.1
|
|
|
$
|
2,372.1
|
|
|
$
|
263.6
|
|
|
$
|
1,518.5
|
|
|
$
|
1,782.1
|
|
LiLAC Group
|
6.2
|
|
|
200.7
|
|
|
206.9
|
|
|
11.8
|
|
|
291.7
|
|
|
303.5
|
|
||||||
Total cross-currency and interest rate derivative contracts (b)
|
330.2
|
|
|
2,248.8
|
|
|
2,579.0
|
|
|
275.4
|
|
|
1,810.2
|
|
|
2,085.6
|
|
||||||
Equity-related derivative instruments – Liberty Global Group (c)
|
35.5
|
|
|
926.3
|
|
|
961.8
|
|
|
135.5
|
|
|
273.0
|
|
|
408.5
|
|
||||||
Foreign currency forward contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Liberty Global Group
|
15.2
|
|
|
13.7
|
|
|
28.9
|
|
|
6.2
|
|
|
—
|
|
|
6.2
|
|
||||||
LiLAC Group
|
—
|
|
|
—
|
|
|
—
|
|
|
4.2
|
|
|
—
|
|
|
4.2
|
|
||||||
Total foreign currency forward contracts
|
15.2
|
|
|
13.7
|
|
|
28.9
|
|
|
10.4
|
|
|
—
|
|
|
10.4
|
|
||||||
Other – Liberty Global Group
|
0.4
|
|
|
0.6
|
|
|
1.0
|
|
|
0.6
|
|
|
1.0
|
|
|
1.6
|
|
||||||
Total assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
375.1
|
|
|
2,988.7
|
|
|
3,363.8
|
|
|
405.9
|
|
|
1,792.5
|
|
|
2,198.4
|
|
||||||
LiLAC Group
|
6.2
|
|
|
200.7
|
|
|
206.9
|
|
|
16.0
|
|
|
291.7
|
|
|
307.7
|
|
||||||
Total
|
$
|
381.3
|
|
|
$
|
3,189.4
|
|
|
$
|
3,570.7
|
|
|
$
|
421.9
|
|
|
$
|
2,084.2
|
|
|
$
|
2,506.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
Current
|
|
Long-term (a)
|
|
Total
|
|
Current
|
|
Long-term (a)
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cross-currency and interest rate derivative contracts:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
$
|
514.4
|
|
|
$
|
1,559.5
|
|
|
$
|
2,073.9
|
|
|
$
|
304.9
|
|
|
$
|
1,194.7
|
|
|
$
|
1,499.6
|
|
LiLAC Group
|
21.1
|
|
|
61.2
|
|
|
82.3
|
|
|
—
|
|
|
13.8
|
|
|
13.8
|
|
||||||
Total cross-currency and interest rate derivative contracts (b)
|
535.5
|
|
|
1,620.7
|
|
|
2,156.2
|
|
|
304.9
|
|
|
1,208.5
|
|
|
1,513.4
|
|
||||||
Equity-related derivative instruments – Liberty Global Group (c)
|
41.7
|
|
|
—
|
|
|
41.7
|
|
|
34.7
|
|
|
39.7
|
|
|
74.4
|
|
||||||
Foreign currency forward contracts:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
2.1
|
|
|
—
|
|
|
2.1
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||||
LiLAC Group
|
8.9
|
|
|
0.6
|
|
|
9.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total foreign currency forward contracts
|
11.0
|
|
|
0.6
|
|
|
11.6
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||||
Other – Liberty Global Group
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
5.6
|
|
|
0.1
|
|
|
5.7
|
|
||||||
Total liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
558.2
|
|
|
1,559.6
|
|
|
2,117.8
|
|
|
346.3
|
|
|
1,234.5
|
|
|
1,580.8
|
|
||||||
LiLAC Group
|
30.0
|
|
|
61.8
|
|
|
91.8
|
|
|
—
|
|
|
13.8
|
|
|
13.8
|
|
||||||
Total
|
$
|
588.2
|
|
|
$
|
1,621.4
|
|
|
$
|
2,209.6
|
|
|
$
|
346.3
|
|
|
$
|
1,248.3
|
|
|
$
|
1,594.6
|
|
(a)
|
Our long-term derivative assets and liabilities are included in other assets, net, and other long-term liabilities, respectively, in our condensed consolidated balance sheets.
|
(b)
|
We consider credit risk in our fair value assessments. As of
June 30, 2016
and
December 31, 2015
, (i) the fair values of our cross-currency and interest rate derivative contracts that represented assets have been reduced by credit risk valuation adjustments aggregating
$127.1 million
and
$64.0 million
, respectively, and (ii) the fair values of our cross-currency and interest rate derivative contracts that represented liabilities have been reduced by credit risk valuation adjustments aggregating
$160.4 million
and
$86.5 million
, respectively. The adjustments to our derivative assets relate to the credit risk associated with counterparty nonperformance, and the adjustments to our derivative liabilities relate to credit risk associated with our own nonperformance. In all cases, the adjustments take into account offsetting liability or asset positions within a given contract. Our determination of credit risk valuation adjustments generally is based on our and our counterparties’ credit risks, as observed in the credit default swap market and market quotations for certain of our subsidiaries’ debt instruments, as applicable. The changes in the credit risk valuation adjustments associated with our cross-currency and interest rate derivative contracts resulted in a net gain (loss) of (
$14.3 million
) and
$77.2 million
during the
three months ended June 30, 2016
and
2015
, respectively, and net gains of
$7.1 million
and
$60.3 million
during the
six months ended June 30, 2016
and
2015
, respectively. These amounts are included in realized and unrealized gains (losses) on derivative instruments, net, in our condensed consolidated statements of operations. For further information regarding our fair value measurements, see note
5
.
|
(c)
|
Our equity-related derivative instruments primarily include the fair value of (i) the share collar (the
ITV Collar
) with respect to ITV plc (
ITV
) shares held by our company, (ii) the share collar (the
Sumitomo Collar
) with respect to the shares of Sumitomo Corporation (
Sumitomo
) held by our company, (iii) the prepaid forward transaction (the
Lionsgate Forward
) with respect to
2.5 million
of the shares of Lions Gate Entertainment Corp (
Lionsgate
) held by our company and (iv)
Virgin Media
’s conversion hedges (the
Virgin Media Capped Calls
) with respect to
Virgin Media
’s
6.50%
convertible senior notes. The fair values of the
ITV Collar
, the
Sumitomo Collar
and the
Lionsgate Forward
do not include credit risk valuation adjustments as we assume that any losses incurred by our company in the event of nonperformance by the respective
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Cross-currency and interest rate derivative contracts:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
699.8
|
|
|
$
|
(547.7
|
)
|
|
$
|
64.4
|
|
|
$
|
114.6
|
|
LiLAC Group
|
(43.6
|
)
|
|
(0.6
|
)
|
|
(181.2
|
)
|
|
77.6
|
|
||||
Total cross-currency and interest rate derivative contracts
|
656.2
|
|
|
(548.3
|
)
|
|
(116.8
|
)
|
|
192.2
|
|
||||
Equity-related derivative instruments – Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
ITV Collar
|
308.3
|
|
|
(53.5
|
)
|
|
513.7
|
|
|
(158.9
|
)
|
||||
Sumitomo Collar
|
66.3
|
|
|
(61.8
|
)
|
|
135.0
|
|
|
(71.9
|
)
|
||||
Lionsgate Forward
|
3.3
|
|
|
—
|
|
|
22.0
|
|
|
—
|
|
||||
Other
|
0.5
|
|
|
0.5
|
|
|
0.9
|
|
|
1.1
|
|
||||
Total equity-related derivative instruments
|
378.4
|
|
|
(114.8
|
)
|
|
671.6
|
|
|
(229.7
|
)
|
||||
Foreign currency forward contracts:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
19.8
|
|
|
(18.1
|
)
|
|
(1.9
|
)
|
|
(27.4
|
)
|
||||
LiLAC Group
|
(1.8
|
)
|
|
1.8
|
|
|
(8.9
|
)
|
|
3.0
|
|
||||
Total foreign currency forward contracts
|
18.0
|
|
|
(16.3
|
)
|
|
(10.8
|
)
|
|
(24.4
|
)
|
||||
Other – Liberty Global Group
|
(0.6
|
)
|
|
(0.3
|
)
|
|
(0.7
|
)
|
|
0.7
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total Liberty Global Group
|
1,097.4
|
|
|
(680.9
|
)
|
|
733.4
|
|
|
(141.8
|
)
|
||||
Total LiLAC Group
|
(45.4
|
)
|
|
1.2
|
|
|
(190.1
|
)
|
|
80.6
|
|
||||
Total
|
$
|
1,052.0
|
|
|
$
|
(679.7
|
)
|
|
$
|
543.3
|
|
|
$
|
(61.2
|
)
|
|
Six months ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
Operating activities:
|
|
|
|
||||
Liberty Global Group
|
$
|
(1.5
|
)
|
|
$
|
(161.3
|
)
|
LiLAC Group
|
2.8
|
|
|
(17.7
|
)
|
||
Total operating activities
|
1.3
|
|
|
(179.0
|
)
|
||
Investing activities – LiLAC Group
|
(0.4
|
)
|
|
(0.4
|
)
|
||
Financing activities – Liberty Global Group
|
(43.3
|
)
|
|
(303.3
|
)
|
||
Total cash outflows:
|
|
|
|
||||
Liberty Global Group
|
(44.8
|
)
|
|
(464.6
|
)
|
||
LiLAC Group
|
2.4
|
|
|
(18.1
|
)
|
||
Total
|
$
|
(42.4
|
)
|
|
$
|
(482.7
|
)
|
Subsidiary /
F
inal maturity date
|
|
Notional
amount
due from
counterparty
|
|
Notional
amount
due to
counterparty
|
|
Interest rate
due from
counterparty
|
|
Interest rate
due to (from) counterparty |
||||
|
|
in millions
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|||
Virgin Media Investment Holdings Limited (
VMIH
), a subsidiary of Virgin Media:
|
|
|
|
|
|
|
|
|
|
|||
January 2023
|
|
$
|
400.0
|
|
|
€
|
339.6
|
|
|
5.75%
|
|
4.33%
|
February 2022 (a)
|
|
$
|
2,208.5
|
|
|
£
|
1,378.7
|
|
|
3.29%
|
|
3.61%
|
June 2023
|
|
$
|
1,855.0
|
|
|
£
|
1,198.3
|
|
|
6 mo. LIBOR + 2.75%
|
|
6 mo. GBP LIBOR + 3.18%
|
January 2023
|
|
$
|
1,000.0
|
|
|
£
|
648.6
|
|
|
5.25%
|
|
5.32%
|
August 2024
|
|
$
|
750.0
|
|
|
£
|
527.0
|
|
|
5.50%
|
|
5.46%
|
April 2023 (a)
|
|
$
|
480.0
|
|
|
£
|
299.1
|
|
|
1.55%
|
|
1.78%
|
February 2022 - April 2023
|
|
$
|
475.0
|
|
|
£
|
295.6
|
|
|
4.88%
|
|
5.32%
|
October 2022
|
|
$
|
450.0
|
|
|
£
|
272.0
|
|
|
6.00%
|
|
6.43%
|
January 2021
|
|
$
|
447.9
|
|
|
£
|
276.7
|
|
|
5.25%
|
|
6 mo. GBP LIBOR + 2.06%
|
January 2022
|
|
$
|
425.0
|
|
|
£
|
255.8
|
|
|
5.50%
|
|
4.86%
|
January 2022 - January 2025
|
|
$
|
425.0
|
|
|
£
|
255.8
|
|
|
3 mo. LIBOR
|
|
4.86%
|
April 2019
|
|
$
|
191.5
|
|
|
£
|
122.3
|
|
|
5.38%
|
|
5.49%
|
April 2019 - February 2022
|
|
$
|
191.5
|
|
|
£
|
122.3
|
|
|
5.38%
|
|
5.54%
|
October 2019
|
|
$
|
100.0
|
|
|
£
|
65.4
|
|
|
7.19%
|
|
7.23%
|
November 2016 (a)
|
|
$
|
55.0
|
|
|
£
|
27.7
|
|
|
6.50%
|
|
7.03%
|
October 2019 - October 2022
|
|
$
|
50.0
|
|
|
£
|
30.7
|
|
|
6.00%
|
|
5.75%
|
October 2019 - April 2023
|
|
$
|
50.0
|
|
|
£
|
30.3
|
|
|
6.38%
|
|
6.84%
|
October 2019 (a)
|
|
£
|
30.3
|
|
|
$
|
50.0
|
|
|
2.14%
|
|
2.00%
|
UPC Broadband Holding B.V. (
UPC Broadband Holding
), a subsidiary of UPC Holding:
|
|
|
|
|
|
|
|
|
|
|||
January 2023
|
|
$
|
1,140.0
|
|
|
€
|
1,043.7
|
|
|
5.38%
|
|
3.71%
|
July 2021
|
|
$
|
440.0
|
|
|
€
|
337.2
|
|
|
6 mo. LIBOR + 2.50%
|
|
6 mo. EURIBOR + 2.87%
|
January 2017 - July 2021
|
|
$
|
262.1
|
|
|
€
|
194.1
|
|
|
6 mo. LIBOR + 2.50%
|
|
6 mo. EURIBOR + 2.51%
|
November 2019
|
|
$
|
250.0
|
|
|
€
|
181.5
|
|
|
7.25%
|
|
7.74%
|
November 2021
|
|
$
|
250.0
|
|
|
€
|
181.4
|
|
|
7.25%
|
|
7.50%
|
January 2022
|
|
$
|
171.6
|
|
|
€
|
127.7
|
|
|
6 mo. LIBOR + 3.85%
|
|
6 mo. EURIBOR + 4.06%
|
January 2020
|
|
$
|
163.8
|
|
|
€
|
124.9
|
|
|
6 mo. LIBOR + 4.88%
|
|
7.49%
|
January 2022
|
|
$
|
88.8
|
|
|
€
|
67.6
|
|
|
6 mo. LIBOR + 5.03%
|
|
7.16%
|
Subsidiary /
F
inal maturity date
|
|
Notional
amount
due from
counterparty
|
|
Notional
amount
due to
counterparty
|
|
Interest rate
due from
counterparty
|
|
Interest rate
due to (from) counterparty |
||||
|
|
in millions
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|||
January 2020
|
|
$
|
49.4
|
|
|
€
|
37.7
|
|
|
6 mo. LIBOR + 4.86%
|
|
6 mo. EURIBOR + 4.81%
|
June 2021
|
|
$
|
26.5
|
|
|
€
|
19.4
|
|
|
6 mo. LIBOR + 3.00%
|
|
6 mo. EURIBOR + 3.31%
|
December 2016
|
|
$
|
340.0
|
|
|
CHF
|
370.9
|
|
|
6 mo. LIBOR + 3.50%
|
|
6 mo. CHF LIBOR + 4.01%
|
July 2016 (a)
|
|
$
|
225.0
|
|
|
CHF
|
206.3
|
|
|
6 mo. LIBOR + 4.81%
|
|
1.00%
|
July 2016 - January 2020
|
|
$
|
225.0
|
|
|
CHF
|
206.3
|
|
|
6 mo. LIBOR + 4.81%
|
|
5.44%
|
July 2021
|
|
$
|
200.0
|
|
|
CHF
|
186.0
|
|
|
6 mo. LIBOR + 2.50%
|
|
6 mo. CHF LIBOR + 2.55%
|
January 2017 - July 2023
|
|
$
|
200.0
|
|
|
CHF
|
185.5
|
|
|
6 mo. LIBOR + 2.50%
|
|
6 mo. CHF LIBOR + 2.48%
|
November 2021
|
|
$
|
175.0
|
|
|
CHF
|
158.7
|
|
|
7.25%
|
|
6 mo. CHF LIBOR + 5.01%
|
January 2017 - July 2021
|
|
$
|
100.0
|
|
|
CHF
|
92.8
|
|
|
6 mo. LIBOR + 2.50%
|
|
6 mo. CHF LIBOR + 2.49%
|
July 2016 (a)
|
|
$
|
201.5
|
|
|
RON
|
489.3
|
|
|
6 mo. LIBOR + 3.50%
|
|
1.40%
|
July 2016 - July 2020
|
|
$
|
201.5
|
|
|
RON
|
489.3
|
|
|
6 mo. LIBOR + 3.50%
|
|
11.34%
|
September 2022
|
|
€
|
435.6
|
|
|
CHF
|
528.2
|
|
|
6 mo. EURIBOR + 2.62%
|
|
6 mo. CHF LIBOR + 2.72%
|
January 2021
|
|
€
|
398.6
|
|
|
CHF
|
485.0
|
|
|
6 mo. EURIBOR + 2.50%
|
|
6 mo. CHF LIBOR + 2.65%
|
January 2017 - September 2022
|
|
€
|
383.8
|
|
|
CHF
|
477.0
|
|
|
6 mo. EURIBOR + 2.00%
|
|
6 mo. CHF LIBOR + 2.22%
|
October 2016
|
|
€
|
285.1
|
|
|
CHF
|
346.7
|
|
|
10.51%
|
|
(0.73)%
|
October 2016 - January 2020
|
|
€
|
285.1
|
|
|
CHF
|
346.7
|
|
|
10.51%
|
|
9.42%
|
July 2023
|
|
€
|
200.0
|
|
|
CHF
|
216.9
|
|
|
—%
|
|
(0.51)%
|
January 2017
|
|
€
|
199.4
|
|
|
CHF
|
325.0
|
|
|
6 mo. EURIBOR + 3.75%
|
|
6 mo. CHF LIBOR + 3.95%
|
January 2020
|
|
€
|
175.0
|
|
|
CHF
|
258.6
|
|
|
7.63%
|
|
6.76%
|
January 2020
|
|
€
|
161.0
|
|
|
CHF
|
264.0
|
|
|
6 mo. EURIBOR + 3.75%
|
|
6 mo. CHF LIBOR + 2.88%
|
July 2023
|
|
€
|
85.3
|
|
|
CHF
|
95.0
|
|
|
6 mo. EURIBOR + 2.21%
|
|
6 mo. CHF LIBOR + 2.65%
|
January 2017
|
|
€
|
75.0
|
|
|
CHF
|
110.9
|
|
|
7.63%
|
|
6.98%
|
July 2021
|
|
€
|
70.1
|
|
|
CHF
|
84.8
|
|
|
6 mo. EURIBOR + 2.50%
|
|
6 mo. CHF LIBOR + 2.88%
|
January 2020
|
|
€
|
318.9
|
|
|
CZK
|
8,818.7
|
|
|
5.58%
|
|
5.44%
|
January 2022
|
|
€
|
60.0
|
|
|
CZK
|
1,703.1
|
|
|
5.50%
|
|
5.71%
|
July 2017
|
|
€
|
39.6
|
|
|
CZK
|
1,000.0
|
|
|
3.00%
|
|
3.75%
|
July 2016 (a)
|
|
€
|
260.0
|
|
|
HUF
|
75,570.0
|
|
|
5.50%
|
|
5.00%
|
July 2016 - December 2021
|
|
€
|
260.0
|
|
|
HUF
|
75,570.0
|
|
|
5.50%
|
|
8.97%
|
December 2021
|
|
€
|
150.0
|
|
|
HUF
|
43,367.5
|
|
|
5.50%
|
|
3.75%
|
July 2018
|
|
€
|
78.0
|
|
|
HUF
|
19,500.0
|
|
|
5.50%
|
|
9.15%
|
January 2022
|
|
€
|
245.0
|
|
|
PLN
|
1,000.6
|
|
|
5.50%
|
|
9.17%
|
September 2016
|
|
€
|
200.0
|
|
|
PLN
|
892.7
|
|
|
6.00%
|
|
3.91%
|
July 2016 - January 2022
|
|
€
|
180.0
|
|
|
PLN
|
788.2
|
|
|
4.50%
|
|
7.14%
|
January 2020
|
|
€
|
144.6
|
|
|
PLN
|
605.0
|
|
|
5.50%
|
|
7.98%
|
July 2017
|
|
€
|
82.0
|
|
|
PLN
|
318.0
|
|
|
3.00%
|
|
5.60%
|
Subsidiary /
F
inal maturity date
|
|
Notional
amount
due from
counterparty
|
|
Notional
amount
due to
counterparty
|
|
Interest rate
due from
counterparty
|
|
Interest rate
due to (from) counterparty |
||||
|
|
in millions
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|||
Amsterdamse Beheer-en Consultingmaatschappij B.V. (
ABC B.V.
), a subsidiary of Ziggo Group Holding:
|
|
|
|
|
|
|
|
|
|
|||
January 2022
|
|
$
|
2,350.0
|
|
|
€
|
1,819.0
|
|
|
6 mo. LIBOR + 2.75%
|
|
4.56%
|
January 2023
|
|
$
|
400.0
|
|
|
€
|
339.0
|
|
|
5.88%
|
|
4.58%
|
Unitymedia Hessen GmbH & Co. KG (
Unitymedia Hessen
), a subsidiary of Unitymedia:
|
|
|
|
|
|
|
|
|
|
|
|
|
January 2023
|
|
$
|
2,450.0
|
|
|
€
|
1,799.0
|
|
|
5.62%
|
|
4.76%
|
Telenet International Finance S.a.r.l (
Telenet International
), a subsidiary of Telenet:
|
|
|
|
|
|
|
|
|
|
|||
June 2024
|
|
$
|
850.0
|
|
|
€
|
743.3
|
|
|
3 mo. LIBOR + 3.50%
|
|
3.47%
|
Sable International Finance Limited (
Sable
), a subsidiary of CWC:
|
|
|
|
|
|
|
|
|
|
|||
July 2016 - December 2022
|
|
$
|
78.3
|
|
|
JMD
|
10,000.0
|
|
|
—%
|
|
8.65%
|
VTR:
|
|
|
|
|
|
|
|
|
|
|||
January 2022
|
|
$
|
1,400.0
|
|
|
CLP
|
951,390.0
|
|
|
6.88%
|
|
6.36%
|
(a)
|
Unlike the other cross-currency swaps presented in this table, the identified cross-currency swaps do not involve the exchange of notional amounts at the inception and maturity of the instruments. Accordingly, the only cash flows associated with these derivative instruments are interest payments and receipts.
|
Subsidiary / Final maturity date
|
|
Notional amount
|
|
Interest rate due from
counterparty
|
|
Interest rate due to (from)
counterparty
|
||
|
|
in millions
|
|
|
|
|
||
VMIH:
|
|
|
|
|
|
|
|
|
June 2023
|
|
£
|
1,257.7
|
|
|
6 mo. GBP LIBOR + 0.93%
|
|
2.48%
|
October 2018
|
|
£
|
1,198.3
|
|
|
6 mo. GBP LIBOR
|
|
1.52%
|
October 2018 - June 2023
|
|
£
|
1,198.3
|
|
|
6 mo. GBP LIBOR
|
|
2.49%
|
January 2021
|
|
£
|
905.1
|
|
|
6 mo. GBP LIBOR + 0.71%
|
|
2.37%
|
January 2021
|
|
£
|
628.4
|
|
|
5.50%
|
|
6 mo. GBP LIBOR + 1.84%
|
February 2022
|
|
£
|
140.6
|
|
|
5.83%
|
|
6 mo. GBP LIBOR + 4.72%
|
April 2023
|
|
£
|
108.9
|
|
|
6.85%
|
|
6 mo. GBP LIBOR + 5.62%
|
June 2022
|
|
£
|
100.0
|
|
|
6 mo. GBP LIBOR
|
|
1.54%
|
Subsidiary / Final maturity date
|
|
Notional amount
|
|
Interest rate due from
counterparty
|
|
Interest rate due to (from)
counterparty
|
||
|
|
in millions
|
|
|
|
|
||
October 2022
|
|
£
|
51.5
|
|
|
6.42%
|
|
6 mo. GBP LIBOR + 5.23%
|
UPC Broadband Holding:
|
|
|
|
|
|
|
|
|
January 2022
|
|
$
|
675.0
|
|
|
6.88%
|
|
6 mo. LIBOR + 4.90%
|
July 2016
|
|
€
|
503.4
|
|
|
6 mo. EURIBOR
|
|
0.20%
|
July 2020
|
|
€
|
500.0
|
|
|
6.38%
|
|
6 mo. EURIBOR + 3.17%
|
July 2016 - January 2021
|
|
€
|
250.0
|
|
|
6 mo. EURIBOR
|
|
2.52%
|
September 2022
|
|
€
|
250.0
|
|
|
6.38%
|
|
6 mo. EURIBOR + 4.05%
|
July 2016 - January 2023
|
|
€
|
210.0
|
|
|
6 mo. EURIBOR
|
|
2.88%
|
January 2022
|
|
€
|
150.4
|
|
|
6 mo. EURIBOR
|
|
2.92%
|
July 2016
|
|
CHF
|
1,629.8
|
|
|
6 mo. CHF LIBOR
|
|
(0.25)%
|
July 2016 - September 2022
|
|
CHF
|
729.8
|
|
|
6 mo. CHF LIBOR
|
|
1.75%
|
July 2016 - January 2021
|
|
CHF
|
500.0
|
|
|
6 mo. CHF LIBOR
|
|
1.65%
|
July 2016 - January 2018
|
|
CHF
|
400.0
|
|
|
6 mo. CHF LIBOR
|
|
2.51%
|
June 2021
|
|
CHF
|
370.9
|
|
|
6 mo. CHF LIBOR
|
|
(0.25)%
|
November 2016
|
|
CHF
|
226.8
|
|
|
6 mo. CHF LIBOR
|
|
(1.27)%
|
November 2016 - November 2021
|
|
CHF
|
158.7
|
|
|
6 mo. CHF LIBOR + 5.01%
|
|
6.34%
|
November 2016 - June 2021
|
|
CHF
|
68.0
|
|
|
6 mo. CHF LIBOR + 5.01%
|
|
6.34%
|
ABC B.V.:
|
|
|
|
|
|
|
|
|
January 2022
|
|
€
|
1,566.0
|
|
|
6 mo. EURIBOR
|
|
1.66%
|
January 2017
|
|
€
|
689.0
|
|
|
1 mo. EURIBOR + 3.75%
|
|
6 mo. EURIBOR + 3.57%
|
January 2021
|
|
€
|
500.0
|
|
|
6 mo. EURIBOR
|
|
2.61%
|
July 2016
|
|
€
|
461.3
|
|
|
6 mo. EURIBOR
|
|
0.20%
|
July 2016 - January 2023
|
|
€
|
290.0
|
|
|
6 mo. EURIBOR
|
|
2.84%
|
March 2021
|
|
€
|
175.0
|
|
|
6 mo. EURIBOR
|
|
2.32%
|
July 2016 - January 2022
|
|
€
|
171.3
|
|
|
6 mo. EURIBOR
|
|
3.44%
|
Unitymedia Hessen:
|
|
|
|
|
|
|
|
|
January 2023
|
|
€
|
268.2
|
|
|
5.01%
|
|
6 mo. EURIBOR + 4.82%
|
Telenet International:
|
|
|
|
|
|
|
|
|
June 2023
|
|
€
|
1,300.0
|
|
|
3 mo. EURIBOR
|
|
0.33%
|
July 2017
|
|
€
|
800.0
|
|
|
3 mo. EURIBOR
|
|
(0.17)%
|
July 2017 - June 2022
|
|
€
|
420.0
|
|
|
3 mo. EURIBOR
|
|
2.08%
|
July 2017 - June 2023
|
|
€
|
382.0
|
|
|
3 mo. EURIBOR
|
|
1.89%
|
June 2022
|
|
€
|
55.0
|
|
|
3 mo. EURIBOR
|
|
1.81%
|
Sable:
|
|
|
|
|
|
|
|
|
December 2022
|
|
$
|
800.0
|
|
|
3 mo. LIBOR
|
|
1.83%
|
Liberty Puerto Rico:
|
|
|
|
|
|
|
|
|
October 2016 - January 2022
|
|
$
|
506.3
|
|
|
3 mo. LIBOR
|
|
2.49%
|
October 2016 - January 2019
|
|
$
|
168.8
|
|
|
3 mo. LIBOR
|
|
1.96%
|
(a)
|
These purchased interest rate caps entitle us to receive payments from the counterparty when the relevant
EURIBOR
exceeds the
EURIBOR
cap rate during the specified observation periods.
|
(b)
|
These purchased interest rate caps entitle us to receive payments from the counterparty when the relevant LIBOR exceeds the LIBOR cap rate during the specified observation periods.
|
(c)
|
Our sold interest rate cap requires that we make payments to the counterparty when the relevant
EURIBOR
exceeds the
EURIBOR
cap rate during the specified observation periods.
|
Subsidiary / Final maturity date
|
|
Notional
amount
|
|
EURIBOR floor rate (a)
|
|
EURIBOR cap rate (b)
|
||
|
|
in millions
|
|
|
|
|
||
UPC Broadband Holding:
|
|
|
|
|
|
|
||
July 2016 - January 2020
|
€
|
1,135.0
|
|
|
1.00%
|
|
3.54%
|
(a)
|
We make payments to the counterparty when the relevant
EURIBOR
is less than the
EURIBOR
floor rate during the specified observation periods.
|
(b)
|
We receive payments from the counterparty when the relevant
EURIBOR
is greater than the
EURIBOR
cap rate during the specified observation periods.
|
Subsidiary
|
|
Currency
purchased
forward
|
|
Currency
sold
forward
|
|
Maturity dates
|
||||
|
|
in millions
|
|
|
||||||
|
|
|
|
|
|
|
|
|
||
LGE Financing
|
$
|
221.5
|
|
|
€
|
193.0
|
|
|
July 2016 - June 2018
|
|
LGE Financing
|
$
|
125.5
|
|
|
£
|
86.0
|
|
|
July 2016 - December 2018
|
|
LGE Financing
|
€
|
208.7
|
|
|
£
|
167.4
|
|
|
July 2016 - December 2018
|
|
LGE Financing
|
£
|
0.9
|
|
|
€
|
1.1
|
|
|
April 2017 - June 2017
|
|
UPC Broadband Holding
|
$
|
2.5
|
|
|
CZK
|
60.0
|
|
|
July 2016 - June 2017
|
|
UPC Broadband Holding
|
€
|
65.2
|
|
|
CHF
|
71.1
|
|
|
July 2016 - June 2017
|
|
UPC Broadband Holding
|
€
|
20.1
|
|
|
CZK
|
540.0
|
|
|
July 2016 - June 2017
|
|
UPC Broadband Holding
|
€
|
18.9
|
|
|
HUF
|
6,000.0
|
|
|
July 2016 - June 2017
|
|
UPC Broadband Holding
|
€
|
36.0
|
|
|
PLN
|
158.3
|
|
|
July 2016 - June 2017
|
|
UPC Broadband Holding
|
€
|
4.6
|
|
|
RON
|
21.0
|
|
|
July 2016
|
|
UPC Broadband Holding
|
£
|
2.7
|
|
|
€
|
3.6
|
|
|
July 2016 - March 2017
|
|
UPC Broadband Holding
|
CZK
|
320.0
|
|
|
€
|
11.8
|
|
|
July 2016
|
|
UPC Broadband Holding
|
HUF
|
3,500.0
|
|
|
€
|
11.1
|
|
|
July 2016
|
|
UPC Broadband Holding
|
PLN
|
153.0
|
|
|
€
|
34.4
|
|
|
July 2016
|
|
Telenet N.V.
|
$
|
43.6
|
|
|
€
|
38.9
|
|
|
July 2016 - April 2017
|
|
VTR
|
$
|
186.0
|
|
|
CLP
|
131,568.4
|
|
|
July 2016 - September 2017
|
|
|
|
Fair value measurements at
June 30, 2016 using:
|
||||||||||||
Description
|
June 30,
2016 |
|
Quoted prices
in active
markets for
identical assets
(Level 1)
|
|
Significant
other
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
|
in millions
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Cross-currency and interest rate derivative contracts
|
$
|
2,579.0
|
|
|
$
|
—
|
|
|
$
|
2,578.8
|
|
|
$
|
0.2
|
|
Equity-related derivative instruments
|
961.8
|
|
|
—
|
|
|
—
|
|
|
961.8
|
|
||||
Foreign currency forward contracts
|
28.9
|
|
|
—
|
|
|
28.9
|
|
|
—
|
|
||||
Other
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
||||
Total derivative instruments
|
3,570.7
|
|
|
—
|
|
|
2,608.7
|
|
|
962.0
|
|
||||
Investments
|
1,961.7
|
|
|
1,504.6
|
|
|
—
|
|
|
457.1
|
|
||||
Total assets
|
$
|
5,532.4
|
|
|
$
|
1,504.6
|
|
|
$
|
2,608.7
|
|
|
$
|
1,419.1
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Cross-currency and interest rate derivative contracts
|
$
|
2,156.2
|
|
|
$
|
—
|
|
|
$
|
2,150.7
|
|
|
$
|
5.5
|
|
Equity-related derivative instruments
|
41.7
|
|
|
—
|
|
|
—
|
|
|
41.7
|
|
||||
Foreign currency forward contracts
|
11.6
|
|
|
—
|
|
|
11.6
|
|
|
—
|
|
||||
Other
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
Total derivative liabilities
|
2,209.6
|
|
|
—
|
|
|
2,162.4
|
|
|
47.2
|
|
||||
Debt
|
275.8
|
|
|
90.8
|
|
|
185.0
|
|
|
—
|
|
||||
Total liabilities
|
$
|
2,485.4
|
|
|
$
|
90.8
|
|
|
$
|
2,347.4
|
|
|
$
|
47.2
|
|
|
|
|
Fair value measurements at
December 31, 2015 using:
|
||||||||||||
Description
|
December 31, 2015
|
|
Quoted prices
in active
markets for
identical assets
(Level 1)
|
|
Significant
other
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
|
in millions
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Cross-currency and interest rate derivative contracts
|
$
|
2,085.6
|
|
|
$
|
—
|
|
|
$
|
2,085.6
|
|
|
$
|
—
|
|
Equity-related derivative instruments
|
408.5
|
|
|
—
|
|
|
—
|
|
|
408.5
|
|
||||
Foreign currency forward contracts
|
10.4
|
|
|
—
|
|
|
10.4
|
|
|
—
|
|
||||
Other
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|
—
|
|
||||
Total derivative instruments
|
2,506.1
|
|
|
—
|
|
|
2,097.6
|
|
|
408.5
|
|
||||
Investments
|
2,591.8
|
|
|
2,257.2
|
|
|
—
|
|
|
334.6
|
|
||||
Total assets
|
$
|
5,097.9
|
|
|
$
|
2,257.2
|
|
|
$
|
2,097.6
|
|
|
$
|
743.1
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities - derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Cross-currency and interest rate derivative contracts
|
$
|
1,513.4
|
|
|
$
|
—
|
|
|
$
|
1,513.4
|
|
|
$
|
—
|
|
Equity-related derivative instruments
|
74.4
|
|
|
—
|
|
|
—
|
|
|
74.4
|
|
||||
Foreign currency forward contracts
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
||||
Other
|
5.7
|
|
|
—
|
|
|
5.7
|
|
|
—
|
|
||||
Total liabilities
|
$
|
1,594.6
|
|
|
$
|
—
|
|
|
$
|
1,520.2
|
|
|
$
|
74.4
|
|
|
Investments
|
|
Cross-currency and interest rate derivative contracts
|
|
Equity-related
derivative
instruments
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Balance of net assets at January 1, 2016
|
$
|
334.6
|
|
|
$
|
—
|
|
|
$
|
334.1
|
|
|
$
|
668.7
|
|
Gains included in net earnings (loss) (a):
|
|
|
|
|
|
|
|
|
|||||||
Realized and unrealized gains on derivative instruments, net
|
—
|
|
|
(5.3
|
)
|
|
671.6
|
|
|
666.3
|
|
||||
Realized and unrealized gains due to changes in fair values of certain investments and debt, net
|
95.0
|
|
|
—
|
|
|
—
|
|
|
95.0
|
|
||||
Partial settlement of Sumitomo Collar (b)
|
—
|
|
|
—
|
|
|
(83.2
|
)
|
|
(83.2
|
)
|
||||
Additions
|
25.2
|
|
|
—
|
|
|
—
|
|
|
25.2
|
|
||||
Foreign currency translation adjustments and other, net
|
2.3
|
|
|
—
|
|
|
(2.4
|
)
|
|
(0.1
|
)
|
||||
Balance of net assets at June 30, 2016
|
$
|
457.1
|
|
|
$
|
(5.3
|
)
|
|
$
|
920.1
|
|
|
$
|
1,371.9
|
|
(a)
|
Most of these net gains relate to assets and liabilities that we continue to carry on our condensed consolidated balance sheet as of
June 30, 2016
.
|
(b)
|
For additional information regarding the partial settlement of the
Sumitomo Collar
, see note
4
.
|
|
June 30,
2016 |
|
December 31,
2015 |
||||
|
in millions
|
||||||
Distribution systems:
|
|
|
|
||||
Liberty Global Group
|
$
|
25,062.1
|
|
|
$
|
24,447.2
|
|
LiLAC Group
|
3,507.5
|
|
|
1,037.8
|
|
||
Total
|
28,569.6
|
|
|
25,485.0
|
|
||
Customer premises equipment:
|
|
|
|
||||
Liberty Global Group
|
5,816.6
|
|
|
5,651.1
|
|
||
LiLAC Group
|
971.8
|
|
|
801.4
|
|
||
Total
|
6,788.4
|
|
|
6,452.5
|
|
||
Support equipment, buildings and land:
|
|
|
|
||||
Liberty Global Group
|
4,808.3
|
|
|
4,461.4
|
|
||
LiLAC Group
|
896.1
|
|
|
341.0
|
|
||
Total
|
5,704.4
|
|
|
4,802.4
|
|
||
Total property and equipment, gross:
|
|
|
|
||||
Liberty Global Group
|
35,687.0
|
|
|
34,559.7
|
|
||
LiLAC Group
|
5,375.4
|
|
|
2,180.2
|
|
||
Total
|
41,062.4
|
|
|
36,739.9
|
|
||
Accumulated depreciation:
|
|
|
|
||||
Liberty Global Group
|
(14,804.1
|
)
|
|
(13,719.2
|
)
|
||
LiLAC Group
|
(1,553.3
|
)
|
|
(1,336.7
|
)
|
||
Total
|
(16,357.4
|
)
|
|
(15,055.9
|
)
|
||
Total property and equipment, net:
|
|
|
|
||||
Liberty Global Group
|
20,882.9
|
|
|
20,840.5
|
|
||
LiLAC Group
|
3,822.1
|
|
|
843.5
|
|
||
Total
|
$
|
24,705.0
|
|
|
$
|
21,684.0
|
|
|
January 1, 2016
|
|
Acquisitions
and related
adjustments
|
|
Foreign
currency
translation
adjustments and other
|
|
June 30,
2016 |
||||||||
|
in millions
|
||||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
8,790.7
|
|
|
$
|
0.2
|
|
|
$
|
(844.1
|
)
|
|
$
|
7,946.8
|
|
The Netherlands
|
7,851.3
|
|
|
—
|
|
|
149.6
|
|
|
8,000.9
|
|
||||
Germany
|
3,104.4
|
|
|
—
|
|
|
59.1
|
|
|
3,163.5
|
|
||||
Belgium
|
1,777.1
|
|
|
345.9
|
|
|
26.0
|
|
|
2,149.0
|
|
||||
Switzerland/Austria
|
3,500.4
|
|
|
—
|
|
|
77.7
|
|
|
3,578.1
|
|
||||
Total Western Europe
|
25,023.9
|
|
|
346.1
|
|
|
(531.7
|
)
|
|
24,838.3
|
|
||||
Central and Eastern Europe
|
1,186.9
|
|
|
0.1
|
|
|
11.6
|
|
|
1,198.6
|
|
||||
Total European Operations Division
|
26,210.8
|
|
|
346.2
|
|
|
(520.1
|
)
|
|
26,036.9
|
|
||||
Corporate and other
|
34.0
|
|
|
—
|
|
|
—
|
|
|
34.0
|
|
||||
Total Liberty Global Group
|
26,244.8
|
|
|
346.2
|
|
|
(520.1
|
)
|
|
26,070.9
|
|
||||
LiLAC Group:
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
||||||||
CWC
|
—
|
|
|
5,606.5
|
|
|
(18.2
|
)
|
|
5,588.3
|
|
||||
Chile
|
377.0
|
|
|
—
|
|
|
27.2
|
|
|
404.2
|
|
||||
Puerto Rico
|
277.7
|
|
|
—
|
|
|
—
|
|
|
277.7
|
|
||||
Total LiLAC Division
|
654.7
|
|
|
5,606.5
|
|
|
9.0
|
|
|
6,270.2
|
|
||||
Corporate and other (a)
|
120.9
|
|
|
—
|
|
|
—
|
|
|
120.9
|
|
||||
Total LiLAC Group
|
775.6
|
|
|
5,606.5
|
|
|
9.0
|
|
|
6,391.1
|
|
||||
Total
|
$
|
27,020.4
|
|
|
$
|
5,952.7
|
|
|
$
|
(511.1
|
)
|
|
$
|
32,462.0
|
|
(a)
|
Represents enterprise-level goodwill that is allocated to our Puerto Rico segment for purposes of our impairment tests.
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Customer relationships:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
$
|
10,163.3
|
|
|
$
|
(3,908.9
|
)
|
|
$
|
6,254.4
|
|
|
$
|
10,285.3
|
|
|
$
|
(3,410.7
|
)
|
|
$
|
6,874.6
|
|
LiLAC Group
|
1,303.0
|
|
|
(61.0
|
)
|
|
1,242.0
|
|
|
149.0
|
|
|
(31.7
|
)
|
|
117.3
|
|
||||||
Total
|
11,466.3
|
|
|
(3,969.9
|
)
|
|
7,496.4
|
|
|
10,434.3
|
|
|
(3,442.4
|
)
|
|
6,991.9
|
|
||||||
Other:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
503.5
|
|
|
(130.4
|
)
|
|
373.1
|
|
|
205.3
|
|
|
(104.8
|
)
|
|
100.5
|
|
||||||
LiLAC Group
|
105.7
|
|
|
(0.2
|
)
|
|
105.5
|
|
|
0.2
|
|
|
(0.1
|
)
|
|
0.1
|
|
||||||
Total
|
609.2
|
|
|
(130.6
|
)
|
|
478.6
|
|
|
205.5
|
|
|
(104.9
|
)
|
|
100.6
|
|
||||||
Total intangible assets subject to amortization, net:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liberty Global Group
|
10,666.8
|
|
|
(4,039.3
|
)
|
|
6,627.5
|
|
|
10,490.6
|
|
|
(3,515.5
|
)
|
|
6,975.1
|
|
||||||
LiLAC Group
|
1,408.7
|
|
|
(61.2
|
)
|
|
1,347.5
|
|
|
149.2
|
|
|
(31.8
|
)
|
|
117.4
|
|
||||||
Total
|
$
|
12,075.5
|
|
|
$
|
(4,100.5
|
)
|
|
$
|
7,975.0
|
|
|
$
|
10,639.8
|
|
|
$
|
(3,547.3
|
)
|
|
$
|
7,092.5
|
|
|
June 30, 2016
|
|
|
|
Principal amount
|
|||||||||||||||||||||
Weighted
average
interest
rate (a)
|
|
Unused borrowing capacity (b)
|
|
Estimated fair value (c)
|
||||||||||||||||||||||
Borrowing currency
|
|
U.S. $
equivalent
|
|
June 30, 2016
|
|
December 31, 2015
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||
|
|
|
in millions
|
|||||||||||||||||||||||
Liberty Global Group:
|
|
|
|
|||||||||||||||||||||||
VM Notes
|
5.60
|
%
|
|
—
|
|
|
$
|
—
|
|
|
$
|
10,711.0
|
|
|
$
|
10,594.1
|
|
|
$
|
10,750.2
|
|
|
$
|
10,551.5
|
|
|
VM Credit Facility (d)
|
3.79
|
%
|
|
(e)
|
|
895.6
|
|
|
3,159.2
|
|
|
3,413.7
|
|
|
3,225.4
|
|
|
3,471.1
|
|
|||||||
Ziggo Credit Facilities (f)
|
3.68
|
%
|
|
€
|
800.0
|
|
|
885.8
|
|
|
5,140.2
|
|
|
5,161.0
|
|
|
5,217.0
|
|
|
5,272.0
|
|
|||||
Ziggo SPE Notes
|
4.47
|
%
|
|
—
|
|
|
—
|
|
|
1,680.8
|
|
|
1,582.7
|
|
|
1,728.8
|
|
|
1,703.9
|
|
||||||
Ziggo Notes
|
6.82
|
%
|
|
—
|
|
|
—
|
|
|
992.4
|
|
|
955.1
|
|
|
902.3
|
|
|
885.4
|
|
||||||
Unitymedia Notes
|
5.00
|
%
|
|
—
|
|
|
—
|
|
|
7,809.1
|
|
|
7,631.6
|
|
|
7,667.0
|
|
|
7,682.0
|
|
||||||
Unitymedia Revolving Credit Facilities
|
—
|
%
|
|
€
|
500.0
|
|
|
553.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
UPCB SPE Notes (g)
|
5.81
|
%
|
|
—
|
|
|
—
|
|
|
3,185.9
|
|
|
3,131.7
|
|
|
3,154.4
|
|
|
3,142.0
|
|
||||||
UPC Holding Senior Notes
|
6.59
|
%
|
|
—
|
|
|
—
|
|
|
1,627.6
|
|
|
1,601.4
|
|
|
1,520.8
|
|
|
1,491.1
|
|
||||||
UPC Broadband Holding Bank Facility (g)
|
3.34
|
%
|
|
€
|
990.1
|
|
|
1,096.3
|
|
|
1,278.6
|
|
|
1,284.3
|
|
|
1,305.0
|
|
|
1,305.0
|
|
|||||
Telenet Credit Facility (h)
|
3.41
|
%
|
|
€
|
381.0
|
|
|
421.9
|
|
|
3,327.4
|
|
|
1,443.0
|
|
|
3,371.4
|
|
|
1,474.5
|
|
|||||
Telenet SPE Notes
|
5.76
|
%
|
|
—
|
|
|
—
|
|
|
1,439.3
|
|
|
2,155.8
|
|
|
1,362.0
|
|
|
2,097.2
|
|
||||||
Vendor financing (i)
|
3.33
|
%
|
|
—
|
|
|
—
|
|
|
1,671.8
|
|
|
1,688.9
|
|
|
1,671.8
|
|
|
1,688.9
|
|
||||||
ITV Collar Loan
|
1.35
|
%
|
|
—
|
|
|
—
|
|
|
1,421.0
|
|
|
1,547.9
|
|
|
1,436.1
|
|
|
1,594.7
|
|
||||||
Sumitomo Collar Loan (j)
|
1.88
|
%
|
|
—
|
|
|
—
|
|
|
750.2
|
|
|
805.6
|
|
|
734.8
|
|
|
787.6
|
|
||||||
Other (k)
|
5.51
|
%
|
|
—
|
|
|
—
|
|
|
716.7
|
|
|
395.0
|
|
|
633.8
|
|
|
291.8
|
|
||||||
Total Liberty Global Group
|
4.66
|
%
|
|
|
|
3,853.2
|
|
|
44,911.2
|
|
|
43,391.8
|
|
|
44,680.8
|
|
|
43,438.7
|
|
|||||||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
CWC Notes
|
7.31
|
%
|
|
—
|
|
|
—
|
|
|
2,275.4
|
|
|
—
|
|
|
2,194.6
|
|
|
—
|
|
||||||
CWC Credit Facilities
|
4.71
|
%
|
|
$
|
310.0
|
|
|
310.0
|
|
|
1,356.9
|
|
|
—
|
|
|
1,364.5
|
|
|
—
|
|
|||||
VTR Finance Senior Secured Notes
|
6.88
|
%
|
|
—
|
|
|
—
|
|
|
1,403.5
|
|
|
1,301.1
|
|
|
1,400.0
|
|
|
1,400.0
|
|
||||||
VTR Credit Facility
|
—
|
|
|
(l)
|
|
193.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Liberty Puerto Rico Bank Facility
|
5.11
|
%
|
|
$
|
40.0
|
|
|
40.0
|
|
|
899.2
|
|
|
913.0
|
|
|
942.5
|
|
|
942.5
|
|
|||||
Vendor financing (i)
|
6.00
|
%
|
|
—
|
|
|
—
|
|
|
17.5
|
|
|
—
|
|
|
17.5
|
|
|
—
|
|
||||||
Total LiLAC Group
|
6.25
|
%
|
|
|
|
543.3
|
|
|
5,952.5
|
|
|
2,214.1
|
|
|
5,919.1
|
|
|
2,342.5
|
|
|||||||
Total debt before unamortized premiums, discounts and deferred financing costs
|
4.85
|
%
|
|
|
|
$
|
4,396.5
|
|
|
$
|
50,863.7
|
|
|
$
|
45,605.9
|
|
|
$
|
50,599.9
|
|
|
$
|
45,781.2
|
|
|
June 30, 2016
|
|
December 31, 2015
|
|||||||||||||
|
in millions
|
|||||||||||||||
|
|
|
|
|||||||||||||
Total debt before unamortized premiums, discounts and deferred financing costs
|
$
|
50,599.9
|
|
|
$
|
45,781.2
|
|
|||||||||
Unamortized premiums (discounts), net
|
70.2
|
|
|
(46.7
|
)
|
|||||||||||
Unamortized deferred financing costs
|
(337.6
|
)
|
|
(308.2
|
)
|
|||||||||||
Total carrying amount of debt
|
50,332.5
|
|
|
45,426.3
|
|
|||||||||||
Capital lease obligations (m)
|
1,311.5
|
|
|
1,322.8
|
|
|||||||||||
Total debt and capital lease obligations
|
51,644.0
|
|
|
46,749.1
|
|
|||||||||||
Current maturities of debt and capital lease obligations
|
(2,143.3
|
)
|
|
(2,537.9
|
)
|
|||||||||||
Long-term debt and capital lease obligations
|
$
|
49,500.7
|
|
|
$
|
44,211.2
|
|
(a)
|
Represents the weighted average interest rate in effect at
June 30, 2016
for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented represent stated rates and do not include the impact of derivative instruments, deferred financing costs, original issue premiums or discounts and commitment fees, all of which affect our overall cost of borrowing. Including the effects of derivative instruments, original issue premiums or discounts and commitment fees, but excluding the impact of financing costs, our weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was
4.9%
(including
4.7%
for the
Liberty Global Group
and
6.5%
for the
LiLAC Group
) at
June 30, 2016
. For information regarding our derivative instruments, see note
4
.
|
(b)
|
Unused borrowing capacity represents the maximum availability under the applicable facility at
June 30, 2016
without regard to covenant compliance calculations or other conditions precedent to borrowing. At
June 30, 2016
, based on the applicable leverage covenants, the full amount of unused borrowing capacity was available to be borrowed under each of the respective subsidiary facilities, and there were no restrictions on the respective subsidiary's ability to make loans or distributions from this availability to other
Liberty Global
subsidiaries or
Liberty Global
, except as shown in the table below. In the following table, for each facility that is subject to limitations on borrowing availability, we present (i) the actual borrowing availability under the respective facility and (ii) for each subsidiary where the ability to make loans or distributions from this availability is limited, the amount that can be loaned or distributed to other
Liberty Global
subsidiaries or to
Liberty Global
. The amounts presented below assume no changes from
June 30, 2016
borrowing levels and are based on the applicable covenant and other limitations in effect within each borrowing group at
June 30, 2016
, both before and after considering the impact of the completion of the
June 30, 2016
compliance requirements.
|
|
|
Limitation on availability
|
||||||||||||||
|
|
June 30, 2016
|
|
Upon completion of relevant June 30, 2016 compliance reporting requirements
|
||||||||||||
|
|
Borrowing currency
|
|
U.S. $ equivalent
|
|
Borrowing currency
|
|
U.S. $ equivalent
|
||||||||
|
|
in millions
|
||||||||||||||
Limitation on availability to be borrowed under:
|
|
|
|
|
|
|
|
|
||||||||
Ziggo Credit Facilities
|
|
€
|
438.1
|
|
|
$
|
485.1
|
|
|
€
|
—
|
|
|
$
|
—
|
|
Unitymedia Revolving Credit Facilities
|
|
€
|
500.0
|
|
|
$
|
553.6
|
|
|
€
|
470.1
|
|
|
$
|
520.5
|
|
UPC Broadband Holding Bank Facility
|
|
€
|
685.3
|
|
|
$
|
758.8
|
|
|
€
|
624.0
|
|
|
$
|
691.0
|
|
CWC Credit Facilities
|
|
$
|
177.3
|
|
|
$
|
177.3
|
|
|
$
|
177.3
|
|
|
$
|
177.3
|
|
|
|
|
|
|
|
|
|
|
||||||||
Limitation on availability to be loaned or distributed by:
|
|
|
|
|
|
|
|
|
||||||||
Virgin Media
|
|
£
|
549.0
|
|
|
$
|
728.4
|
|
|
£
|
457.5
|
|
|
$
|
607.0
|
|
Ziggo Group Holding
|
|
€
|
95.2
|
|
|
$
|
105.4
|
|
|
€
|
—
|
|
|
$
|
—
|
|
Unitymedia
|
|
€
|
99.7
|
|
|
$
|
110.4
|
|
|
€
|
52.6
|
|
|
$
|
58.2
|
|
(c)
|
The estimated fair values of our debt instruments are determined using the average of applicable bid and ask prices (mostly Level 1 of the fair value hierarchy) or, when quoted market prices are unavailable or not considered indicative of fair value, discounted cash flow models (mostly Level 2 of the fair value hierarchy). The discount rates used in the cash flow models are based on the market interest rates and estimated credit spreads of the applicable entity, to the extent available, and other relevant factors. For additional information regarding fair value hierarchies, see note
5
.
|
(d)
|
On March 31, 2016,
VMIH
entered into (i) a
€75.0 million
(
$83.0 million
) term loan facility, which matures on January 15, 2022, bears interest at a rate of
EURIBOR
plus
3.0%
and has a
EURIBOR
floor of
0.75%
and (ii) a
€25.0 million
(
$27.7 million
) term loan facility, which matures on March 31, 2021, bears interest at a rate of
EURIBOR
plus
3.75%
and has a
EURIBOR
floor of
0.0%
.
|
(e)
|
Unused borrowing capacity under the
VM Credit Facility
relates to a multi-currency revolving facility (the
VM Revolving Facility
) with maximum borrowing capacity equivalent to
£675.0 million
(
$895.6 million
).
|
(f)
|
On March 31, 2016, certain subsidiaries of
Ziggo Group Holding
purchased from a third-party lender certain loans receivable aggregating
€100.0 million
(
$110.7 million
) that were owed by (i) another subsidiary of
Ziggo Group Holding
and (ii) Ziggo Secured Finance B.V. (
Ziggo Secured Finance
).
Ziggo Secured Finance
, which is
100%
owned by a third-party, is a special purpose financing entity that was created for the primary purpose of offering certain senior secured debt.
Ziggo Secured Finance
is consolidated by
Ziggo Group Holding
and
Liberty Global
.
|
(g)
|
For information regarding a transaction completed subsequent to
June 30, 2016
impacting the
UPCB SPE Notes
and the
UPC Broadband Holding Bank Facility
, see note
15
.
|
(h)
|
In connection with the closing of the
BASE Acquisition
,
Telenet
borrowed (i) the full
€200.0 million
(
$221.5 million
) amount under Telenet Facility Z, a revolving credit facility that bears interest at
EURIBOR
plus a margin of
2.25%
, (ii) the full
€800.0 million
(
$885.8 million
) amount under Telenet Facility AA, a term loan facility that bears interest at
EURIBOR
plus a margin of
3.5%
and (iii)
€217.0 million
(
$240.3 million
) under Telenet Facility X, a revolving credit facility that bears interest at
EURIBOR
plus a margin of
2.75%
. For information concerning the
BASE Acquisition
, see note
3
.
|
(i)
|
Represents amounts owed pursuant to interest-bearing vendor financing arrangements that are used to finance certain of our property and equipment additions and, to a lesser extent, certain of our operating expenses. These obligations are generally due within
one year
and include
VAT
that was paid on our behalf by the vendor. Repayments of vendor financing obligations are included in repayments and repurchases of debt and capital lease obligations in our condensed consolidated statements of cash flows.
|
(j)
|
For information regarding the partial settlement of the
Sumitomo Collar Loan
, see note
4
.
|
(k)
|
The
June 30, 2016
balance includes
$185.0 million
associated with certain derivative-related borrowing instruments and
$90.8 million
associated with the
Sumitomo Share Loan
. All of these instruments are carried at fair value. For additional information, see note
5
.
|
(l)
|
The
VTR Credit Facility
is the senior secured credit facility of
VTR
and certain of its subsidiaries and comprises a
$160.0 million
U.S. dollar facility and a CLP
22.0 billion
(
$33.3 million
) Chilean peso facility, each of which were undrawn at
June 30, 2016
.
|
(m)
|
The
U.S.
dollar equivalents of our consolidated capital lease obligations are as follows:
|
|
|
June 30, 2016
|
|
December 31, 2015
|
|||||||||||||
|
|
in millions
|
|||||||||||||||
Liberty Global Group:
|
|
|
|
|
|||||||||||||
Unitymedia
|
|
$
|
703.3
|
|
|
$
|
703.1
|
|
|||||||||
Telenet
|
|
388.9
|
|
|
371.1
|
|
|||||||||||
Virgin Media
|
|
116.7
|
|
|
159.5
|
|
|||||||||||
Other subsidiaries
|
|
88.8
|
|
|
88.2
|
|
|||||||||||
Total Liberty Global Group
|
|
1,297.7
|
|
|
1,321.9
|
|
|||||||||||
LiLAC Group:
|
|
|
|
|
|||||||||||||
CWC
|
|
13.1
|
|
|
—
|
|
|||||||||||
Liberty Puerto Rico
|
|
0.3
|
|
|
0.6
|
|
|||||||||||
VTR
|
|
0.4
|
|
|
0.3
|
|
|||||||||||
Total LiLAC Group
|
|
13.8
|
|
|
0.9
|
|
|||||||||||
Total capital lease obligations
|
|
$
|
1,311.5
|
|
|
$
|
1,322.8
|
|
|
|
|
|
|
|
Outstanding principal
amount |
|
|
|
|
||||||||||
CWC Notes
|
|
Maturity
|
|
Interest
rate |
|
Borrowing
currency |
|
U.S. $ equivalent
|
|
Estimated
fair value |
|
Carrying
value (a) |
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Columbus Senior Notes (b)
|
March 30, 2021
|
|
7.375%
|
|
$
|
1,250.0
|
|
|
$
|
1,250.0
|
|
|
$
|
1,319.6
|
|
|
$
|
1,330.8
|
|
|
Sable Senior Notes (c)
|
August 1, 2022
|
|
6.875%
|
|
$
|
750.0
|
|
|
750.0
|
|
|
752.3
|
|
|
771.6
|
|
||||
CWC Senior Notes (d)
|
March 25, 2019
|
|
8.625%
|
|
£
|
146.7
|
|
|
194.6
|
|
|
203.5
|
|
|
213.3
|
|
||||
Total
|
|
$
|
2,194.6
|
|
|
$
|
2,275.4
|
|
|
$
|
2,315.7
|
|
(a)
|
Amounts include the impact of premiums recorded in connection with the acquisition accounting for the
CWC Acquisition
.
|
(b)
|
The
Columbus Senior Notes
were issued by Columbus Cable (Barbados) Limited (
Columbus
), formerly known as Columbus International Inc., a wholly-owned subsidiary of
CWC
.
|
(c)
|
The
Sable Senior Notes
were issued by
Sable
.
|
(d)
|
The
CWC Senior Notes
, which are non-callable, were issued by Cable & Wireless International Finance B.V., a wholly-owned subsidiary of
CWC
.
|
|
|
|
|
Redemption price
|
||
|
|
|
|
Columbus Senior Notes
|
|
Sable Senior Notes
|
|
|
|
|
|
|
|
12-month period commencing
|
|
March 30
|
|
August 1
|
||
|
|
|
|
|
||
2018
|
|
103.688%
|
|
105.156%
|
||
2019
|
|
101.844%
|
|
103.438%
|
||
2020
|
|
100.000%
|
|
101.719%
|
||
2021 and thereafter
|
|
N.A.
|
|
100.000%
|
CWC Credit Facility
|
|
Maturity
|
|
Interest rate
|
|
Facility amount
(in borrowing
currency)
|
|
Unused
borrowing
capacity
|
|
Carrying
value (a)
|
||||||
|
|
|
|
|
|
in millions
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||
CWC Term Loans
|
December 31, 2022
|
|
LIBOR + 4.75% (b)
|
|
$
|
800.0
|
|
|
$
|
—
|
|
|
$
|
776.9
|
|
|
CWC Revolving Credit Facility
|
July 31, 2021
|
|
LIBOR + 3.50% (c)
|
|
$
|
570.0
|
|
|
310.0
|
|
|
260.0
|
|
|||
CWC Regional Facilities (d)
|
various dates ranging from 2016 to 2038
|
|
3.33% (e)
|
|
$
|
304.5
|
|
|
—
|
|
|
304.5
|
|
|||
Total
|
|
$
|
310.0
|
|
|
$
|
1,341.4
|
|
(a)
|
Amounts include the impact of discounts and deferred financing costs, where applicable.
|
(b)
|
The
CWC Term Loans
have a LIBOR floor of
0.75%
.
|
(c)
|
The
CWC Revolving Credit Facility
has a fee on unused commitments of
0.5%
per year.
|
(d)
|
Represents certain amounts borrowed by
CWC Panama
,
CWC BTC
and
CWC Jamaica
.
|
(e)
|
Represents a blended weighted average rate for all
CWC Regional Facilities
.
|
|
Liberty Global Group
|
||||||||||||||||||||||||||
|
Virgin Media
|
|
Ziggo Group Holding (a)
|
|
Unitymedia
|
|
UPC
Holding (b) |
|
Telenet (c)
|
|
Other
|
|
Total Liberty Global Group
|
||||||||||||||
|
in millions
|
||||||||||||||||||||||||||
Year ending December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
2016 (remainder of year)
|
$
|
185.7
|
|
|
$
|
95.5
|
|
|
$
|
95.7
|
|
|
$
|
318.9
|
|
|
$
|
141.1
|
|
|
$
|
28.2
|
|
|
$
|
865.1
|
|
2017
|
407.9
|
|
|
146.2
|
|
|
76.6
|
|
|
345.5
|
|
|
8.2
|
|
|
375.3
|
|
|
1,359.7
|
|
|||||||
2018
|
0.8
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
8.2
|
|
|
1,186.0
|
|
|
1,197.4
|
|
|||||||
2019
|
0.8
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
18.7
|
|
|
322.4
|
|
|
344.3
|
|
|||||||
2020
|
0.9
|
|
|
79.4
|
|
|
2.5
|
|
|
—
|
|
|
12.4
|
|
|
27.6
|
|
|
122.8
|
|
|||||||
2021
|
3,523.7
|
|
|
735.5
|
|
|
2.6
|
|
|
1,980.0
|
|
|
11.0
|
|
|
458.9
|
|
|
6,711.7
|
|
|||||||
Thereafter
|
10,545.9
|
|
|
7,033.1
|
|
|
7,807.2
|
|
|
4,000.3
|
|
|
4,680.9
|
|
|
27.6
|
|
|
34,095.0
|
|
|||||||
Total debt maturities
|
14,665.7
|
|
|
8,089.7
|
|
|
7,989.4
|
|
|
6,644.7
|
|
|
4,880.5
|
|
|
2,426.0
|
|
|
44,696.0
|
|
|||||||
Unamortized premiums (discounts), net
|
13.9
|
|
|
26.2
|
|
|
—
|
|
|
(8.1
|
)
|
|
(6.8
|
)
|
|
(52.3
|
)
|
|
(27.1
|
)
|
|||||||
Unamortized deferred financing costs
|
(119.8
|
)
|
|
(28.6
|
)
|
|
(54.7
|
)
|
|
(35.6
|
)
|
|
(55.3
|
)
|
|
(1.1
|
)
|
|
(295.1
|
)
|
|||||||
Total debt
|
$
|
14,559.8
|
|
|
$
|
8,087.3
|
|
|
$
|
7,934.7
|
|
|
$
|
6,601.0
|
|
|
$
|
4,818.4
|
|
|
$
|
2,372.6
|
|
|
$
|
44,373.8
|
|
Current portion
|
$
|
593.6
|
|
|
$
|
241.7
|
|
|
$
|
171.4
|
|
|
$
|
664.4
|
|
|
$
|
141.1
|
|
|
$
|
43.6
|
|
|
$
|
1,855.8
|
|
Noncurrent portion
|
$
|
13,966.2
|
|
|
$
|
7,845.6
|
|
|
$
|
7,763.3
|
|
|
$
|
5,936.6
|
|
|
$
|
4,677.3
|
|
|
$
|
2,329.0
|
|
|
$
|
42,518.0
|
|
|
|
|
LiLAC Group
|
|
|
||||||||||||||||||
|
Total Liberty Global Group
|
|
CWC
|
|
VTR
|
|
Liberty Puerto Rico
|
|
Total LiLAC Group
|
|
Total Liberty Global
|
||||||||||||
|
|
|
in millions
|
||||||||||||||||||||
Year ending December 31:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2016 (remainder of year)
|
$
|
865.1
|
|
|
$
|
74.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
74.4
|
|
|
$
|
939.5
|
|
2017
|
1,359.7
|
|
|
87.3
|
|
|
17.5
|
|
|
—
|
|
|
104.8
|
|
|
1,464.5
|
|
||||||
2018
|
1,197.4
|
|
|
40.2
|
|
|
—
|
|
|
—
|
|
|
40.2
|
|
|
1,237.6
|
|
||||||
2019
|
344.3
|
|
|
230.5
|
|
|
—
|
|
|
—
|
|
|
230.5
|
|
|
574.8
|
|
||||||
2020
|
122.8
|
|
|
28.4
|
|
|
—
|
|
|
—
|
|
|
28.4
|
|
|
151.2
|
|
||||||
2021
|
6,711.7
|
|
|
1,533.0
|
|
|
—
|
|
|
—
|
|
|
1,533.0
|
|
|
8,244.7
|
|
||||||
Thereafter
|
34,095.0
|
|
|
1,565.3
|
|
|
1,400.0
|
|
|
942.5
|
|
|
3,907.8
|
|
|
38,002.8
|
|
||||||
Total debt maturities
|
44,696.0
|
|
|
3,559.1
|
|
|
1,417.5
|
|
|
942.5
|
|
|
5,919.1
|
|
|
50,615.1
|
|
||||||
Unamortized premiums (discounts), net
|
(27.1
|
)
|
|
105.3
|
|
|
—
|
|
|
(8.0
|
)
|
|
97.3
|
|
|
70.2
|
|
||||||
Unamortized deferred financing costs
|
(295.1
|
)
|
|
(8.2
|
)
|
|
(25.9
|
)
|
|
(8.4
|
)
|
|
(42.5
|
)
|
|
(337.6
|
)
|
||||||
Total debt
|
$
|
44,373.8
|
|
|
$
|
3,656.2
|
|
|
$
|
1,391.6
|
|
|
$
|
926.1
|
|
|
$
|
5,973.9
|
|
|
$
|
50,347.7
|
|
Current portion
|
$
|
1,855.8
|
|
|
$
|
123.5
|
|
|
$
|
17.5
|
|
|
$
|
—
|
|
|
$
|
141.0
|
|
|
$
|
1,996.8
|
|
Noncurrent portion
|
$
|
42,518.0
|
|
|
$
|
3,532.7
|
|
|
$
|
1,374.1
|
|
|
$
|
926.1
|
|
|
$
|
5,832.9
|
|
|
$
|
48,350.9
|
|
(a)
|
Amounts include certain senior and senior secured notes issued by special purpose financing entities that are consolidated by
Ziggo Group Holding
and
Liberty Global
.
|
(b)
|
Amounts include certain senior and senior secured notes issued by special purpose financing entities that are consolidated by
UPC Holding
and
Liberty Global
.
|
(c)
|
Amounts include certain senior and senior secured notes issued by special purpose financing entities that are consolidated by
Telenet
and
Liberty Global
.
|
|
Liberty Global Group
|
|
|
|
|
||||||||||||||||||||||
|
Unitymedia
|
|
Telenet
|
|
Virgin Media
|
|
Other
|
|
Total Liberty Global Group
|
|
Total LiLAC Group
|
|
Total
|
||||||||||||||
|
in millions
|
||||||||||||||||||||||||||
Year ending December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
2016 (remainder of year)
|
$
|
40.5
|
|
|
$
|
40.2
|
|
|
$
|
33.0
|
|
|
$
|
13.5
|
|
|
$
|
127.2
|
|
|
$
|
3.4
|
|
|
$
|
130.6
|
|
2017
|
81.2
|
|
|
63.9
|
|
|
33.6
|
|
|
21.3
|
|
|
200.0
|
|
|
5.3
|
|
|
205.3
|
|
|||||||
2018
|
81.2
|
|
|
62.5
|
|
|
12.4
|
|
|
15.1
|
|
|
171.2
|
|
|
3.2
|
|
|
174.4
|
|
|||||||
2019
|
81.2
|
|
|
52.7
|
|
|
6.7
|
|
|
10.2
|
|
|
150.8
|
|
|
1.5
|
|
|
152.3
|
|
|||||||
2020
|
81.2
|
|
|
49.8
|
|
|
4.4
|
|
|
6.6
|
|
|
142.0
|
|
|
1.3
|
|
|
143.3
|
|
|||||||
2021
|
81.1
|
|
|
47.9
|
|
|
3.8
|
|
|
5.8
|
|
|
138.6
|
|
|
0.1
|
|
|
138.7
|
|
|||||||
Thereafter
|
721.5
|
|
|
201.1
|
|
|
181.6
|
|
|
39.5
|
|
|
1,143.7
|
|
|
—
|
|
|
1,143.7
|
|
|||||||
Total principal and interest payments
|
1,167.9
|
|
|
518.1
|
|
|
275.5
|
|
|
112.0
|
|
|
2,073.5
|
|
|
14.8
|
|
|
2,088.3
|
|
|||||||
Amounts representing interest
|
(464.6
|
)
|
|
(129.2
|
)
|
|
(158.8
|
)
|
|
(23.2
|
)
|
|
(775.8
|
)
|
|
(1.0
|
)
|
|
(776.8
|
)
|
|||||||
Present value of net minimum lease payments
|
$
|
703.3
|
|
|
$
|
388.9
|
|
|
$
|
116.7
|
|
|
$
|
88.8
|
|
|
$
|
1,297.7
|
|
|
$
|
13.8
|
|
|
$
|
1,311.5
|
|
Current portion
|
$
|
27.9
|
|
|
$
|
42.7
|
|
|
$
|
48.1
|
|
|
$
|
20.0
|
|
|
$
|
138.7
|
|
|
$
|
7.8
|
|
|
$
|
146.5
|
|
Noncurrent portion
|
$
|
675.4
|
|
|
$
|
346.2
|
|
|
$
|
68.6
|
|
|
$
|
68.8
|
|
|
$
|
1,159.0
|
|
|
$
|
6.0
|
|
|
$
|
1,165.0
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Computed “expected” tax benefit (expense) (a)
|
$
|
(33.0
|
)
|
|
$
|
56.0
|
|
|
$
|
51.3
|
|
|
$
|
175.9
|
|
Change in valuation allowances (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(1.5
|
)
|
|
(160.3
|
)
|
|
(235.1
|
)
|
|
(386.3
|
)
|
||||
Increase
|
(119.8
|
)
|
|
42.8
|
|
|
13.9
|
|
|
43.8
|
|
||||
Non-deductible or non-taxable foreign currency exchange results (b):
|
|
|
|
|
|
|
|
||||||||
Increase
|
103.5
|
|
|
(67.3
|
)
|
|
122.1
|
|
|
2.2
|
|
||||
Decrease
|
(1.0
|
)
|
|
(21.2
|
)
|
|
(2.3
|
)
|
|
(29.9
|
)
|
||||
Tax effect of intercompany financing
|
47.0
|
|
|
38.5
|
|
|
85.1
|
|
|
76.7
|
|
||||
Basis and other differences in the treatment of items associated with investments in subsidiaries and affiliates (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(74.7
|
)
|
|
(26.7
|
)
|
|
(98.4
|
)
|
|
(27.7
|
)
|
||||
Increase
|
7.5
|
|
|
(2.7
|
)
|
|
18.8
|
|
|
11.8
|
|
||||
International rate differences (b) (c):
|
|
|
|
|
|
|
|
||||||||
Increase
|
41.8
|
|
|
31.4
|
|
|
77.0
|
|
|
125.3
|
|
||||
Decrease
|
(16.4
|
)
|
|
(21.0
|
)
|
|
(23.0
|
)
|
|
(34.5
|
)
|
||||
Non-deductible or non-taxable interest and other expenses (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(23.1
|
)
|
|
(15.3
|
)
|
|
(45.2
|
)
|
|
(49.0
|
)
|
||||
Increase
|
12.0
|
|
|
12.1
|
|
|
21.9
|
|
|
23.3
|
|
||||
Recognition of previously unrecognized tax benefits
|
2.9
|
|
|
4.7
|
|
|
17.9
|
|
|
13.6
|
|
||||
Other, net
|
(1.2
|
)
|
|
(1.0
|
)
|
|
(11.1
|
)
|
|
2.7
|
|
||||
Total income tax expense
|
$
|
(56.0
|
)
|
|
$
|
(130.0
|
)
|
|
$
|
(7.1
|
)
|
|
$
|
(52.1
|
)
|
(a)
|
The statutory or “expected” tax rate is the
U.K.
rate of
20.0%
. During 2015, the
U.K.
enacted legislation that will change the corporate income tax rate from the current rate of
20.0%
to
19.0%
in April 2017 and
18.0%
in April 2020. Substantially all of the impact of these rate changes on our deferred tax balances was recorded in the fourth quarter of 2015 when the change in law was enacted.
|
(b)
|
Country jurisdictions giving rise to increases within the
six-month period
are grouped together and shown separately from country jurisdictions giving rise to decreases within the
six-month period
.
|
(c)
|
Amounts reflect adjustments (either an increase or a decrease) to “expected” tax benefit (expense) for statutory rates in jurisdictions in which we operate outside of the
U.K.
|
|
Liberty Global Shares
|
|
LiLAC Shares
|
||||||||||||||||||||||||||||
|
Class A
|
|
Class B
|
|
Class C
|
|
Total
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Total
|
||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||
Balance at January 1, 2016
|
$
|
2.5
|
|
|
$
|
0.1
|
|
|
$
|
5.9
|
|
|
$
|
8.5
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.3
|
|
|
$
|
0.4
|
|
Impact of CWC Acquisition (a)
|
0.3
|
|
|
—
|
|
|
0.8
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
||||||||
Repurchase and cancellation of Liberty Global ordinary shares
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Adjustments due to changes in subsidiaries’ equity and other, net
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
||||||||
Balance at June 30, 2016
|
$
|
2.7
|
|
|
$
|
0.1
|
|
|
$
|
6.5
|
|
|
$
|
9.3
|
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
0.6
|
|
(a)
|
For information regarding the issuance of
LiLAC Shares
to
Liberty Global Group
shareholders subsequent to June 30, 2016, see note
3
.
|
|
Three months ended
June 30, |
|
Six months ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Liberty Global:
|
|
|
|
|
|
|
|
||||||||
Performance-based incentive awards (a)
|
$
|
35.8
|
|
|
$
|
28.5
|
|
|
$
|
76.9
|
|
|
$
|
70.6
|
|
Other share-based incentive awards
|
33.1
|
|
|
25.1
|
|
|
58.5
|
|
|
50.5
|
|
||||
Total Liberty Global
|
68.9
|
|
|
53.6
|
|
|
135.4
|
|
|
121.1
|
|
||||
Telenet share-based incentive awards
|
3.6
|
|
|
2.4
|
|
|
4.6
|
|
|
5.6
|
|
||||
Other
|
2.1
|
|
|
0.6
|
|
|
3.6
|
|
|
1.3
|
|
||||
Total
|
$
|
74.6
|
|
|
$
|
56.6
|
|
|
$
|
143.6
|
|
|
$
|
128.0
|
|
Included in:
|
|
|
|
|
|
|
|
||||||||
Operating expense:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
1.1
|
|
|
$
|
1.1
|
|
|
$
|
1.6
|
|
|
$
|
1.8
|
|
LiLAC Group
|
0.3
|
|
|
0.3
|
|
|
0.5
|
|
|
0.3
|
|
||||
Total operating expense
|
1.4
|
|
|
1.4
|
|
|
2.1
|
|
|
2.1
|
|
||||
SG&A expense:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
70.3
|
|
|
53.9
|
|
|
137.0
|
|
|
125.7
|
|
||||
LiLAC Group
|
2.9
|
|
|
1.3
|
|
|
4.5
|
|
|
0.2
|
|
||||
Total SG&A expense
|
73.2
|
|
|
55.2
|
|
|
141.5
|
|
|
125.9
|
|
||||
Total
|
$
|
74.6
|
|
|
$
|
56.6
|
|
|
$
|
143.6
|
|
|
$
|
128.0
|
|
(a)
|
Includes share-based compensation expense related to (i)
Liberty Global
performance-based restricted share units (
PSU
s
), including amounts resulting from the
2016 PSUs
, as described and defined below, (ii) a challenge performance award plan for certain executive officers and key employees (the
Challenge Performance Awards
) and (iii) the May 2014 grant of performance grant units (
PGUs
) to our Chief Executive Officer. The
Challenge Performance Awards
include performance-based share appreciation rights (
PSAR
s
) and
PSU
s.
|
|
Non-performance-based awards (a)
|
|
Performance-
based awards (a) (b)
|
||||
|
|
|
|
||||
Total compensation expense not yet recognized (in millions)
|
$
|
236.6
|
|
|
$
|
209.4
|
|
Weighted average period remaining for expense recognition (in years)
|
2.9
|
|
|
2.7
|
|
(a)
|
Amounts relate to awards granted or assumed by
Liberty Global
under (i) the Liberty Global 2014 Incentive Plan (as amended and restated effective February 24, 2015), (ii) the
Liberty Global 2014 Nonemployee Director Incentive Plan, (iii)
the Liberty Global, Inc. 2005 Incentive Plan
(as amended and restated effective
June 7, 2013
), (iv)
the Liberty Global, Inc. 2005 Nonemployee Director Incentive Plan
(as amended and restated effective
June 7, 2013
) and (v) certain other incentive
|
(b)
|
Amounts relate to (i)
PSU
s, including
$180.8 million
related to the
2016 PSUs
, and (ii) the
PGUs
.
|
|
Six months ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Assumptions used to estimate fair value of options and share appreciation rights (
SARs
) granted:
|
|
|
|
||||
Risk-free interest rate
|
1.01 - 1.46%
|
|
0.96 - 1.89%
|
||||
Expected life
|
3.2 - 5.5 years
|
|
3.0 - 5.5 years
|
||||
Expected volatility
|
27.4 - 37.4%
|
|
23.1 - 30.1%
|
||||
Expected dividend yield
|
none
|
|
none
|
||||
Weighted average grant-date fair value per share of awards granted:
|
|
|
|
||||
Options
|
$
|
10.31
|
|
|
$
|
14.73
|
|
SARs
|
$
|
8.67
|
|
|
$
|
10.78
|
|
Restricted share units (
RSUs
)
|
$
|
37.93
|
|
|
$
|
51.97
|
|
PSUs
|
$
|
34.09
|
|
|
$
|
51.69
|
|
Total intrinsic value of awards exercised (in millions):
|
|
|
|
||||
Options
|
$
|
3.1
|
|
|
$
|
93.5
|
|
SARs
|
$
|
34.2
|
|
|
$
|
40.1
|
|
PSARs
|
$
|
—
|
|
|
$
|
0.2
|
|
Cash received from exercise of options (in millions)
|
$
|
14.4
|
|
|
$
|
37.0
|
|
Income tax benefit related to share-based compensation (in millions)
|
$
|
29.0
|
|
|
$
|
28.0
|
|
Options — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
exercise price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
873,333
|
|
|
$
|
22.85
|
|
|
|
|
|
||
Granted
|
|
79,899
|
|
|
$
|
36.06
|
|
|
|
|
|
||
Forfeited
|
|
(9,328
|
)
|
|
$
|
34.59
|
|
|
|
|
|
||
Exercised
|
|
(207,034
|
)
|
|
$
|
20.99
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
736,870
|
|
|
$
|
24.66
|
|
|
4.5
|
|
$
|
6.0
|
|
Exercisable at June 30, 2016
|
|
499,248
|
|
|
$
|
20.58
|
|
|
3.7
|
|
$
|
5.4
|
|
Options — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
exercise price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
2,738,536
|
|
|
$
|
23.98
|
|
|
|
|
|
||
Granted
|
|
159,798
|
|
|
$
|
35.15
|
|
|
|
|
|
||
Forfeited
|
|
(51,787
|
)
|
|
$
|
35.07
|
|
|
|
|
|
||
Exercised
|
|
(541,147
|
)
|
|
$
|
19.40
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
2,305,400
|
|
|
$
|
25.58
|
|
|
5.3
|
|
$
|
16.4
|
|
Exercisable at June 30, 2016
|
|
1,304,011
|
|
|
$
|
19.05
|
|
|
3.5
|
|
$
|
14.6
|
|
SARs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
7,693,152
|
|
|
$
|
34.89
|
|
|
|
|
|
||
Granted
|
|
2,641,914
|
|
|
$
|
37.73
|
|
|
|
|
|
||
Forfeited
|
|
(123,302
|
)
|
|
$
|
43.48
|
|
|
|
|
|
||
Exercised
|
|
(336,732
|
)
|
|
$
|
11.64
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
9,875,032
|
|
|
$
|
36.34
|
|
|
4.9
|
|
$
|
18.2
|
|
Exercisable at June 30, 2016
|
|
4,136,581
|
|
|
$
|
30.20
|
|
|
3.4
|
|
$
|
18.2
|
|
SARs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
18,685,347
|
|
|
$
|
31.70
|
|
|
|
|
|
||
Granted
|
|
5,283,828
|
|
|
$
|
36.60
|
|
|
|
|
|
||
Forfeited
|
|
(256,622
|
)
|
|
$
|
41.60
|
|
|
|
|
|
||
Exercised
|
|
(995,103
|
)
|
|
$
|
11.66
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
22,717,450
|
|
|
$
|
33.61
|
|
|
4.6
|
|
$
|
55.6
|
|
Exercisable at June 30, 2016
|
|
10,937,013
|
|
|
$
|
27.51
|
|
|
3.2
|
|
$
|
55.5
|
|
PSARs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
2,889,457
|
|
|
$
|
31.93
|
|
|
|
|
|
||
Forfeited
|
|
(657
|
)
|
|
$
|
31.87
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
2,888,800
|
|
|
$
|
31.93
|
|
|
4.0
|
|
$
|
—
|
|
Exercisable at June 30, 2016
|
|
2,888,800
|
|
|
$
|
31.93
|
|
|
4.0
|
|
$
|
—
|
|
PSARs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
8,629,481
|
|
|
$
|
30.52
|
|
|
|
|
|
||
Forfeited
|
|
(1,961
|
)
|
|
$
|
30.46
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
8,627,520
|
|
|
$
|
30.52
|
|
|
4.0
|
|
$
|
—
|
|
Exercisable at June 30, 2016
|
|
8,672,520
|
|
|
$
|
30.52
|
|
|
4.0
|
|
$
|
—
|
|
RSUs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
564,976
|
|
|
$
|
44.06
|
|
|
|
Granted
|
|
268,427
|
|
|
$
|
37.72
|
|
|
|
Forfeited
|
|
(23,233
|
)
|
|
$
|
46.22
|
|
|
|
Released from restrictions
|
|
(101,374
|
)
|
|
$
|
41.30
|
|
|
|
Outstanding at June 30, 2016
|
|
708,796
|
|
|
$
|
41.98
|
|
|
3.4
|
RSUs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
1,194,182
|
|
|
$
|
41.64
|
|
|
|
Granted
|
|
536,854
|
|
|
$
|
36.59
|
|
|
|
Forfeited
|
|
(50,385
|
)
|
|
$
|
44.29
|
|
|
|
Released from restrictions
|
|
(236,244
|
)
|
|
$
|
38.06
|
|
|
|
Outstanding at June 30, 2016
|
|
1,444,407
|
|
|
$
|
40.26
|
|
|
3.3
|
PSUs and PGUs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
1,690,200
|
|
|
$
|
42.61
|
|
|
|
Granted
|
|
2,075,660
|
|
|
$
|
34.70
|
|
|
|
Performance adjustment (a)
|
|
17,499
|
|
|
$
|
39.33
|
|
|
|
Forfeited
|
|
(16,719
|
)
|
|
$
|
45.12
|
|
|
|
Released from restrictions
|
|
(696,341
|
)
|
|
$
|
39.51
|
|
|
|
Outstanding at June 30, 2016
|
|
3,070,299
|
|
|
$
|
37.93
|
|
|
2.5
|
PGUs — Class B ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
666,667
|
|
|
$
|
42.43
|
|
|
|
Released from restriction
|
|
(333,333
|
)
|
|
$
|
42.43
|
|
|
|
Outstanding at June 30, 2016
|
|
333,334
|
|
|
$
|
42.43
|
|
|
0.7
|
PSUs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
2,158,351
|
|
|
$
|
41.30
|
|
|
|
Granted
|
|
4,151,320
|
|
|
$
|
33.63
|
|
|
|
Performance adjustment (a)
|
|
35,000
|
|
|
$
|
38.08
|
|
|
|
Forfeited
|
|
(33,508
|
)
|
|
$
|
43.47
|
|
|
|
Released from restrictions
|
|
(837,276
|
)
|
|
$
|
35.58
|
|
|
|
Outstanding at June 30, 2016
|
|
5,473,887
|
|
|
$
|
36.32
|
|
|
2.7
|
(a)
|
Represents the increase in
PSU
s associated with the first quarter
2016
determination that
103.6%
of the
PSU
s that were granted in
2014
(the
2014 PSU
s
) had been earned. Half of the earned
2014 PSU
s were released from restrictions on April 1, 2016 and, subject to forfeitures, the remainder will be released on October 1, 2016.
|
Options — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
exercise price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
21,233
|
|
|
$
|
24.29
|
|
|
|
|
|
||
Granted
|
|
3,995
|
|
|
$
|
37.16
|
|
|
|
|
|
||
Forfeited
|
|
(238
|
)
|
|
$
|
43.84
|
|
|
|
|
|
||
Exercised
|
|
(1,312
|
)
|
|
$
|
9.56
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
23,678
|
|
|
$
|
27.08
|
|
|
4.1
|
|
$
|
0.2
|
|
Exercisable at June 30, 2016
|
|
16,388
|
|
|
$
|
21.45
|
|
|
3.2
|
|
$
|
0.2
|
|
Options — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
exercise price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
57,742
|
|
|
$
|
22.42
|
|
|
|
|
|
||
Granted
|
|
7,990
|
|
|
$
|
38.67
|
|
|
|
|
|
||
Forfeited
|
|
(474
|
)
|
|
$
|
43.91
|
|
|
|
|
|
||
Exercised
|
|
(4,439
|
)
|
|
$
|
9.86
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
60,819
|
|
|
$
|
25.30
|
|
|
3.8
|
|
$
|
0.6
|
|
Exercisable at June 30, 2016
|
|
46,224
|
|
|
$
|
20.43
|
|
|
3.1
|
|
$
|
0.6
|
|
SARs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
233,192
|
|
|
$
|
31.07
|
|
|
|
|
|
||
Granted
|
|
71,990
|
|
|
$
|
37.53
|
|
|
|
|
|
||
Forfeited
|
|
(1,963
|
)
|
|
$
|
39.57
|
|
|
|
|
|
||
Exercised
|
|
(6,852
|
)
|
|
$
|
7.84
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
296,367
|
|
|
$
|
33.12
|
|
|
4.7
|
|
$
|
1.0
|
|
Exercisable at June 30, 2016
|
|
140,195
|
|
|
$
|
26.72
|
|
|
3.2
|
|
$
|
1.0
|
|
SARs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
579,273
|
|
|
$
|
29.73
|
|
|
|
|
|
||
Granted
|
|
143,980
|
|
|
$
|
40.61
|
|
|
|
|
|
||
Forfeited
|
|
(4,173
|
)
|
|
$
|
39.81
|
|
|
|
|
|
||
Exercised
|
|
(19,413
|
)
|
|
$
|
8.01
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
699,667
|
|
|
$
|
32.51
|
|
|
4.4
|
|
$
|
3.1
|
|
Exercisable at June 30, 2016
|
|
377,302
|
|
|
$
|
25.79
|
|
|
3.0
|
|
$
|
3.1
|
|
PSARs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
140,127
|
|
|
$
|
30.08
|
|
|
|
|
|
||
Forfeited
|
|
(33
|
)
|
|
$
|
30.02
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
140,094
|
|
|
$
|
30.08
|
|
|
4.0
|
|
$
|
0.3
|
|
Exercisable at June 30, 2016
|
|
140,094
|
|
|
$
|
30.08
|
|
|
4.0
|
|
$
|
0.3
|
|
PSARs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
base price
|
|
Weighted
average
remaining
contractual
term
|
|
Aggregate
intrinsic value
|
|||||
|
|
|
|
|
|
in years
|
|
in millions
|
|||||
Outstanding at January 1, 2016
|
|
418,492
|
|
|
$
|
30.30
|
|
|
|
|
|
||
Forfeited
|
|
(99
|
)
|
|
$
|
30.23
|
|
|
|
|
|
||
Outstanding at June 30, 2016
|
|
418,393
|
|
|
$
|
30.30
|
|
|
4.0
|
|
$
|
—
|
|
Exercisable at June 30, 2016
|
|
418,393
|
|
|
$
|
30.30
|
|
|
4.0
|
|
$
|
—
|
|
RSUs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
1,713
|
|
|
$
|
45.12
|
|
|
|
Granted (a)
|
|
52,349
|
|
|
$
|
40.79
|
|
|
|
Released from restrictions
|
|
(301
|
)
|
|
$
|
48.09
|
|
|
|
Outstanding at June 30, 2016
|
|
53,761
|
|
|
$
|
40.89
|
|
|
1.8
|
RSUs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
3,428
|
|
|
$
|
43.97
|
|
|
|
Granted (a)
|
|
128,186
|
|
|
$
|
42.79
|
|
|
|
Released from restrictions
|
|
(606
|
)
|
|
$
|
44.03
|
|
|
|
Outstanding at June 30, 2016
|
|
131,008
|
|
|
$
|
42.82
|
|
|
1.8
|
PSUs and PGUs — Class A ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
86,303
|
|
|
$
|
42.56
|
|
|
|
Granted
|
|
72,848
|
|
|
$
|
35.46
|
|
|
|
Performance adjustment (b)
|
|
870
|
|
|
$
|
39.33
|
|
|
|
Forfeited
|
|
(755
|
)
|
|
$
|
46.11
|
|
|
|
Released from restrictions
|
|
(34,413
|
)
|
|
$
|
39.57
|
|
|
|
Outstanding at June 30, 2016
|
|
124,853
|
|
|
$
|
39.20
|
|
|
2.2
|
PGUs — Class B ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
33,333
|
|
|
$
|
42.43
|
|
|
|
Released from restriction
|
|
(16,666
|
)
|
|
$
|
42.43
|
|
|
|
Outstanding at June 30, 2016
|
|
16,667
|
|
|
$
|
42.43
|
|
|
0.7
|
PSUs — Class C ordinary shares
|
|
Number of
shares
|
|
Weighted
average
grant date
fair value
per share
|
|
Weighted
average
remaining
contractual
term
|
|||
|
|
|
|
|
|
in years
|
|||
Outstanding at January 1, 2016
|
|
111,215
|
|
|
$
|
41.36
|
|
|
|
Granted
|
|
145,696
|
|
|
$
|
37.70
|
|
|
|
Performance adjustment (b)
|
|
1,741
|
|
|
$
|
38.08
|
|
|
|
Forfeited
|
|
(1,518
|
)
|
|
$
|
44.44
|
|
|
|
Released from restrictions
|
|
(40,692
|
)
|
|
$
|
35.69
|
|
|
|
Outstanding at June 30, 2016
|
|
216,442
|
|
|
$
|
39.91
|
|
|
2.5
|
(a)
|
Includes
52,306
of LiLAC Class A and
128,100
of LiLAC Class C share-based incentive awards granted to
CWC
employees following the
CWC Acquisition
. These awards include
8,370
LiLAC Class A and
20,506
LiLAC Class C awards that will vest on June 1, 2017 and
43,936
LiLAC Class A and
107,594
LiLAC Class C awards that will vest on June 1, 2018. The weighted average grant-date fair values for the LiLAC Class A and LiLAC Class C awards granted to
CWC
employees were
$40.79
and
$42.79
, respectively.
|
(b)
|
Represents the increase in
PSU
s associated with the first quarter
2016
determination that
103.6%
of the
2014 PSU
s had been earned. Half of the earned
2014 PSU
s were released from restrictions on April 1, 2016, and, subject to forfeitures, the remainder will be released on October 1, 2016.
|
|
Employee
severance
and
termination
|
|
Office
closures
|
|
Contract termination and other
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Restructuring liability as of January 1, 2016
|
$
|
68.5
|
|
|
$
|
7.3
|
|
|
$
|
70.7
|
|
|
$
|
146.5
|
|
Restructuring charges
|
78.7
|
|
|
1.4
|
|
|
4.2
|
|
|
84.3
|
|
||||
Cash paid
|
(49.0
|
)
|
|
(1.2
|
)
|
|
(33.3
|
)
|
|
(83.5
|
)
|
||||
CWC and BASE liability at acquisition date
|
13.7
|
|
|
—
|
|
|
1.4
|
|
|
15.1
|
|
||||
Foreign currency translation adjustments and other
|
(1.6
|
)
|
|
—
|
|
|
1.9
|
|
|
0.3
|
|
||||
Restructuring liability as of June 30, 2016
|
$
|
110.3
|
|
|
$
|
7.5
|
|
|
$
|
44.9
|
|
|
$
|
162.7
|
|
|
|
|
|
|
|
|
|
||||||||
Current portion
|
$
|
90.5
|
|
|
$
|
2.8
|
|
|
$
|
9.6
|
|
|
$
|
102.9
|
|
Noncurrent portion
|
19.8
|
|
|
4.7
|
|
|
35.3
|
|
|
59.8
|
|
||||
Total
|
$
|
110.3
|
|
|
$
|
7.5
|
|
|
$
|
44.9
|
|
|
$
|
162.7
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Net
earnings (loss)
attributable to holders of:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares
|
$
|
204.2
|
|
|
$
|
—
|
|
|
$
|
(126.4
|
)
|
|
$
|
—
|
|
LiLAC Shares
|
(102.8
|
)
|
|
—
|
|
|
(141.3
|
)
|
|
—
|
|
||||
Old Liberty Global Shares
|
—
|
|
|
(464.7
|
)
|
|
—
|
|
|
(1,002.2
|
)
|
||||
Net earnings (loss)
attributable to Liberty Global shareholders
|
$
|
101.4
|
|
|
$
|
(464.7
|
)
|
|
$
|
(267.7
|
)
|
|
$
|
(1,002.2
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||
|
June 30,
|
|
June 30,
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Weighted average ordinary shares outstanding:
|
|
|
|
|
|
|
|
||||
Liberty Global Shares:
|
|
|
|
|
|
|
|
||||
Basic
|
892,530,351
|
|
|
|
|
868,011,483
|
|
|
|
||
Diluted
|
900,686,305
|
|
|
|
|
868,011,483
|
|
|
|
||
LiLAC Shares:
|
|
|
|
|
|
|
|
||||
Basic
|
50,357,803
|
|
|
|
|
47,145,780
|
|
|
|
||
Diluted
|
50,357,803
|
|
|
|
|
47,145,780
|
|
|
|
||
Old Liberty Global Shares:
|
|
|
|
|
|
|
|
||||
Basic
|
|
|
880,850,801
|
|
|
|
|
884,040,481
|
|
||
Diluted
|
|
|
880,850,801
|
|
|
|
|
884,040,481
|
|
Numerator:
|
|
||
Net earnings attributable to holders of Liberty Global Shares (basic and diluted EPS computation) (in millions)
|
$
|
204.2
|
|
|
|
||
Denominator:
|
|
||
Weighted average ordinary shares (basic EPS computation)
|
892,530,351
|
|
|
Incremental shares attributable to the assumed exercise of outstanding options, SARs and PSARs and the release of share units upon vesting (treasury stock method)
|
8,155,954
|
|
|
Weighted average ordinary shares (diluted EPS computation)
|
900,686,305
|
|
(a)
|
The commitments included in this table do not reflect any liabilities that are included in our
June 30, 2016
condensed consolidated balance sheet.
|
•
|
European Operations Division
:
|
•
|
U.K./Ireland
|
•
|
The Netherlands
|
•
|
Germany
|
•
|
Belgium
|
•
|
Switzerland/Austria
|
•
|
Central and Eastern Europe
|
•
|
LiLAC Division:
|
•
|
CWC
|
•
|
Chile
|
•
|
Puerto Rico
|
|
Revenue
|
||||||||||||||
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
1,717.7
|
|
|
$
|
1,759.6
|
|
|
$
|
3,404.2
|
|
|
$
|
3,471.0
|
|
The Netherlands
|
678.8
|
|
|
683.9
|
|
|
1,348.6
|
|
|
1,391.3
|
|
||||
Germany
|
643.5
|
|
|
591.0
|
|
|
1,260.6
|
|
|
1,188.9
|
|
||||
Belgium (a)
|
707.3
|
|
|
500.3
|
|
|
1,317.5
|
|
|
1,003.0
|
|
||||
Switzerland/Austria
|
447.0
|
|
|
448.8
|
|
|
880.4
|
|
|
888.1
|
|
||||
Total Western Europe
|
4,194.3
|
|
|
3,983.6
|
|
|
8,211.3
|
|
|
7,942.3
|
|
||||
Central and Eastern Europe
|
274.0
|
|
|
267.2
|
|
|
540.1
|
|
|
535.4
|
|
||||
Central and other
|
(0.9
|
)
|
|
(1.0
|
)
|
|
(3.3
|
)
|
|
(3.8
|
)
|
||||
Total European Operations Division
|
4,467.4
|
|
|
4,249.8
|
|
|
8,748.1
|
|
|
8,473.9
|
|
||||
Corporate and other
|
15.2
|
|
|
12.8
|
|
|
29.8
|
|
|
25.6
|
|
||||
Intersegment eliminations (b)
|
(11.4
|
)
|
|
(7.5
|
)
|
|
(22.6
|
)
|
|
(15.3
|
)
|
||||
Total Liberty Global Group
|
4,471.2
|
|
|
4,255.1
|
|
|
8,755.3
|
|
|
8,484.2
|
|
||||
LiLAC Group:
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
||||||||
CWC (c)
|
285.6
|
|
|
—
|
|
|
285.6
|
|
|
—
|
|
||||
Chile
|
210.6
|
|
|
220.8
|
|
|
410.6
|
|
|
429.6
|
|
||||
Puerto Rico (d)
|
106.9
|
|
|
90.6
|
|
|
210.8
|
|
|
169.6
|
|
||||
Total LiLAC Division
|
603.1
|
|
|
311.4
|
|
|
907.0
|
|
|
599.2
|
|
||||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
||||
Total LiLAC Group
|
602.9
|
|
|
311.4
|
|
|
906.8
|
|
|
599.2
|
|
||||
Total
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition revenue of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
Amounts are primarily related to transactions between our
European Operations Division
and our programming operations.
|
(c)
|
The amounts presented for the 2016 periods reflect the post-acquisition revenue of
CWC
, which was acquired on May 16, 2016.
|
(d)
|
The amounts presented for the 2015 periods exclude the pre-acquisition revenue of
Choice
, which was acquired on
June 3, 2015
.
|
|
Adjusted OIBDA
|
||||||||||||||
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
765.5
|
|
|
$
|
805.6
|
|
|
$
|
1,510.1
|
|
|
$
|
1,568.9
|
|
The Netherlands
|
364.1
|
|
|
371.0
|
|
|
732.0
|
|
|
738.9
|
|
||||
Germany
|
400.3
|
|
|
366.9
|
|
|
779.7
|
|
|
730.9
|
|
||||
Belgium (a)
|
311.3
|
|
|
260.8
|
|
|
581.1
|
|
|
507.8
|
|
||||
Switzerland/Austria
|
263.6
|
|
|
259.7
|
|
|
521.7
|
|
|
508.5
|
|
||||
Total Western Europe
|
2,104.8
|
|
|
2,064.0
|
|
|
4,124.6
|
|
|
4,055.0
|
|
||||
Central and Eastern Europe
|
114.6
|
|
|
118.4
|
|
|
225.5
|
|
|
236.5
|
|
||||
Central and other
|
(82.1
|
)
|
|
(72.7
|
)
|
|
(166.4
|
)
|
|
(140.6
|
)
|
||||
Total European Operations Division
|
2,137.3
|
|
|
2,109.7
|
|
|
4,183.7
|
|
|
4,150.9
|
|
||||
Corporate and other
|
(62.7
|
)
|
|
(52.3
|
)
|
|
(115.5
|
)
|
|
(104.4
|
)
|
||||
Total Liberty Global Group
|
2,074.6
|
|
|
2,057.4
|
|
|
4,068.2
|
|
|
4,046.5
|
|
||||
LiLAC Group:
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
101.0
|
|
|
—
|
|
|
101.0
|
|
|
—
|
|
||||
Chile
|
81.8
|
|
|
87.6
|
|
|
158.1
|
|
|
163.6
|
|
||||
Puerto Rico (c)
|
50.0
|
|
|
40.8
|
|
|
96.8
|
|
|
74.3
|
|
||||
Total LiLAC Division
|
232.8
|
|
|
128.4
|
|
|
355.9
|
|
|
237.9
|
|
||||
Corporate and other
|
(1.7
|
)
|
|
(0.8
|
)
|
|
(2.9
|
)
|
|
(2.1
|
)
|
||||
Total LiLAC Group
|
231.1
|
|
|
127.6
|
|
|
353.0
|
|
|
235.8
|
|
||||
Total
|
$
|
2,305.7
|
|
|
$
|
2,185.0
|
|
|
$
|
4,421.2
|
|
|
$
|
4,282.3
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition
Adjusted OIBDA
of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition
Adjusted OIBDA
of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amounts presented for the 2015 periods exclude the pre-acquisition
Adjusted OIBDA
of
Choice
, which was acquired on
June 3, 2015
.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Total segment Adjusted OIBDA
|
$
|
2,305.7
|
|
|
$
|
2,185.0
|
|
|
$
|
4,421.2
|
|
|
$
|
4,282.3
|
|
Share-based compensation expense
|
(74.6
|
)
|
|
(56.6
|
)
|
|
(143.6
|
)
|
|
(128.0
|
)
|
||||
Depreciation and amortization
|
(1,553.0
|
)
|
|
(1,477.8
|
)
|
|
(2,988.5
|
)
|
|
(2,929.2
|
)
|
||||
Impairment, restructuring and other operating items, net
|
(190.3
|
)
|
|
(25.7
|
)
|
|
(214.7
|
)
|
|
(42.7
|
)
|
||||
Operating income
|
487.8
|
|
|
624.9
|
|
|
1,074.4
|
|
|
1,182.4
|
|
||||
Interest expense
|
(657.1
|
)
|
|
(600.8
|
)
|
|
(1,276.4
|
)
|
|
(1,216.7
|
)
|
||||
Realized and unrealized gains (losses) on derivative instruments, net
|
1,052.0
|
|
|
(679.7
|
)
|
|
543.3
|
|
|
(61.2
|
)
|
||||
Foreign currency transaction gains (losses), net
|
(298.1
|
)
|
|
340.4
|
|
|
40.9
|
|
|
(695.2
|
)
|
||||
Realized and unrealized gains (losses) due to changes in fair values of certain investments and debt, net
|
(376.4
|
)
|
|
110.8
|
|
|
(644.6
|
)
|
|
262.2
|
|
||||
Losses on debt modification and extinguishment, net
|
(19.6
|
)
|
|
(73.8
|
)
|
|
(23.9
|
)
|
|
(348.3
|
)
|
||||
Other income (expense), net
|
(23.5
|
)
|
|
(1.7
|
)
|
|
29.8
|
|
|
(2.7
|
)
|
||||
Earnings (loss) before income taxes
|
$
|
165.1
|
|
|
$
|
(279.9
|
)
|
|
$
|
(256.5
|
)
|
|
$
|
(879.5
|
)
|
|
Six months ended
June 30, |
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
Liberty Global Group:
|
|
|
|
||||
European Operations Division:
|
|
|
|
||||
U.K./Ireland
|
$
|
771.9
|
|
|
$
|
723.2
|
|
The Netherlands
|
283.0
|
|
|
251.9
|
|
||
Germany
|
284.1
|
|
|
268.1
|
|
||
Belgium (a)
|
225.4
|
|
|
139.9
|
|
||
Switzerland/Austria
|
144.2
|
|
|
139.3
|
|
||
Total Western Europe
|
1,708.6
|
|
|
1,522.4
|
|
||
Central and Eastern Europe
|
142.3
|
|
|
113.3
|
|
||
Central and other
|
166.8
|
|
|
162.2
|
|
||
Total European Operations Division
|
2,017.7
|
|
|
1,797.9
|
|
||
Corporate and other
|
6.3
|
|
|
41.7
|
|
||
Total Liberty Global Group
|
2,024.0
|
|
|
1,839.6
|
|
||
LiLAC Group:
|
|
|
|
||||
CWC (b)
|
53.6
|
|
|
—
|
|
||
Chile
|
109.5
|
|
|
89.6
|
|
||
Puerto Rico (c)
|
41.8
|
|
|
36.3
|
|
||
Total LiLAC Group
|
204.9
|
|
|
125.9
|
|
||
Total property and equipment additions
|
2,228.9
|
|
|
1,965.5
|
|
||
Assets acquired under capital-related vendor financing arrangements
|
(946.4
|
)
|
|
(675.9
|
)
|
||
Assets acquired under capital leases
|
(41.8
|
)
|
|
(74.5
|
)
|
||
Changes in current liabilities related to capital expenditures
|
35.4
|
|
|
47.3
|
|
||
Total capital expenditures
|
$
|
1,276.1
|
|
|
$
|
1,262.4
|
|
(a)
|
The amount presented for the 2016 period includes the post-acquisition property and equipment additions of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amount presented for the 2016 period reflects the post-acquisition property and equipment additions of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amount presented for the 2015 period excludes the pre-acquisition property and equipment additions of
Choice
, which was acquired on
June 3, 2015
.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Subscription revenue (a):
|
|
|
|
|
|
|
|
||||||||
Video
|
$
|
1,614.0
|
|
|
$
|
1,605.0
|
|
|
$
|
3,181.7
|
|
|
$
|
3,210.8
|
|
Broadband internet
|
1,361.8
|
|
|
1,271.0
|
|
|
2,642.7
|
|
|
2,503.9
|
|
||||
Fixed-line telephony
|
781.4
|
|
|
798.8
|
|
|
1,533.5
|
|
|
1,595.0
|
|
||||
Cable subscription revenue
|
3,757.2
|
|
|
3,674.8
|
|
|
7,357.9
|
|
|
7,309.7
|
|
||||
Mobile (b)
|
435.3
|
|
|
261.2
|
|
|
728.5
|
|
|
512.9
|
|
||||
Total subscription revenue
|
4,192.5
|
|
|
3,936.0
|
|
|
8,086.4
|
|
|
7,822.6
|
|
||||
B2B revenue (c)
|
502.7
|
|
|
385.0
|
|
|
890.5
|
|
|
762.9
|
|
||||
Other revenue (b) (d)
|
378.9
|
|
|
245.5
|
|
|
685.2
|
|
|
497.9
|
|
||||
Total
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
(a)
|
Subscription revenue includes amounts received from subscribers for ongoing services, excluding installation fees and late fees. Subscription revenue from subscribers who purchase bundled services at a discounted rate is generally allocated proportionally to each service based on the standalone price for each individual service. As a result, changes in the standalone pricing of our cable and mobile products or the composition of bundles can contribute to changes in our product revenue categories from period to period.
|
(b)
|
Mobile subscription revenue excludes mobile interconnect revenue of
$77.7 million
and
$53.1 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$142.7 million
and
$107.5 million
during the
six months ended June 30, 2016
and
2015
, respectively. Mobile interconnect revenue and revenue from mobile handset sales are included in other revenue.
|
(c)
|
B2B
revenue includes revenue from business broadband internet, video, voice, mobile and data services offered to medium to large enterprises and, on a wholesale basis, to other operators. We also provide services to certain small or home office (
SOHO
) subscribers.
SOHO
subscribers pay a premium price to receive expanded service levels along with video, broadband internet, fixed-line telephony or mobile services that are the same or similar to the mass marketed products offered to our residential subscribers. Revenue from
SOHO
subscribers, which is included in cable subscription revenue, aggregated
$93.8 million
and
$67.4 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$180.6 million
and
$130.0 million
during the
six months ended June 30, 2016
and
2015
, respectively.
|
(d)
|
Other revenue includes, among other items,
interconnect, mobile handset sales, channel carriage fee and installation revenue
.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
||||||||
U.K.
|
$
|
1,605.6
|
|
|
$
|
1,662.4
|
|
|
$
|
3,184.1
|
|
|
$
|
3,274.4
|
|
The Netherlands
|
678.8
|
|
|
683.9
|
|
|
1,348.6
|
|
|
1,391.3
|
|
||||
Belgium (a)
|
707.3
|
|
|
500.3
|
|
|
1,317.5
|
|
|
1,003.0
|
|
||||
Germany
|
643.5
|
|
|
591.0
|
|
|
1,260.6
|
|
|
1,188.9
|
|
||||
Switzerland
|
350.5
|
|
|
357.3
|
|
|
689.8
|
|
|
704.1
|
|
||||
Ireland
|
112.1
|
|
|
97.2
|
|
|
220.1
|
|
|
196.6
|
|
||||
Poland
|
99.4
|
|
|
101.2
|
|
|
196.0
|
|
|
202.2
|
|
||||
Austria
|
96.5
|
|
|
91.5
|
|
|
190.6
|
|
|
184.0
|
|
||||
Hungary
|
68.0
|
|
|
65.2
|
|
|
133.4
|
|
|
130.2
|
|
||||
The Czech Republic
|
45.3
|
|
|
43.8
|
|
|
89.5
|
|
|
88.2
|
|
||||
Romania
|
42.9
|
|
|
38.7
|
|
|
84.3
|
|
|
77.6
|
|
||||
Slovakia
|
15.0
|
|
|
14.8
|
|
|
29.7
|
|
|
30.0
|
|
||||
Other
|
2.5
|
|
|
2.5
|
|
|
3.9
|
|
|
3.4
|
|
||||
Total European Operations Division
|
4,467.4
|
|
|
4,249.8
|
|
|
8,748.1
|
|
|
8,473.9
|
|
||||
Other, including intersegment eliminations
|
3.8
|
|
|
5.3
|
|
|
7.2
|
|
|
10.3
|
|
||||
Total Liberty Global Group
|
4,471.2
|
|
|
4,255.1
|
|
|
8,755.3
|
|
|
8,484.2
|
|
||||
LiLAC Group:
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
||||||||
CWC (b):
|
|
|
|
|
|
|
|
||||||||
Panama
|
83.2
|
|
|
—
|
|
|
83.2
|
|
|
—
|
|
||||
Jamaica
|
40.4
|
|
|
—
|
|
|
40.4
|
|
|
—
|
|
||||
Bahamas
|
37.2
|
|
|
—
|
|
|
37.2
|
|
|
—
|
|
||||
Barbados
|
26.6
|
|
|
—
|
|
|
26.6
|
|
|
—
|
|
||||
Trinidad & Tobago
|
20.1
|
|
|
—
|
|
|
20.1
|
|
|
—
|
|
||||
Other (c)
|
78.1
|
|
|
—
|
|
|
78.1
|
|
|
—
|
|
||||
Total CWC
|
285.6
|
|
|
—
|
|
|
285.6
|
|
|
—
|
|
||||
Chile
|
210.6
|
|
|
220.8
|
|
|
410.6
|
|
|
429.6
|
|
||||
Puerto Rico (d)
|
106.9
|
|
|
90.6
|
|
|
210.8
|
|
|
169.6
|
|
||||
Total LiLAC Division
|
603.1
|
|
|
311.4
|
|
|
907.0
|
|
|
599.2
|
|
||||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
||||
Total LiLAC Group
|
602.9
|
|
|
311.4
|
|
|
906.8
|
|
|
599.2
|
|
||||
Total
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition revenue of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition revenue of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
Amounts for the 2016 periods include revenue from
CWC
’s other consumer and B2B operations, primarily in other countries in the Caribbean and Latin America, as well as intercompany eliminations.
|
(d)
|
The amounts presented for the 2015 periods exclude the pre-acquisition revenue of
Choice
, which was acquired on
June 3, 2015
.
|
Item 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Forward-looking Statements.
This section provides a description of certain factors that could cause actual results or events to differ materially from anticipated results or events.
|
•
|
Overview.
This section provides a general description of our business and recent events.
|
•
|
Material Changes in Results of Operations.
This section provides an analysis of our results of operations for the
three and six months ended June 30, 2016
and
2015
.
|
•
|
Material Changes in Financial Condition.
This section provides an analysis of our corporate and subsidiary liquidity, condensed consolidated statements of cash flows and contractual commitments.
|
•
|
Quantitative and Qualitative Disclosures about Market Risk.
This section provides discussion and analysis of the foreign currency, interest rate and other market risk that our company faces.
|
•
|
economic and business conditions and industry trends in the countries in which we operate;
|
•
|
the competitive environment in the industries in the countries in which we operate, including competitor responses to our products and services;
|
•
|
fluctuations in currency exchange rates and interest rates;
|
•
|
instability in global financial markets, including sovereign debt issues and related fiscal reforms;
|
•
|
consumer disposable income and spending levels, including the availability and amount of individual consumer debt;
|
•
|
changes in consumer television viewing preferences and habits;
|
•
|
consumer acceptance of our existing service offerings, including our cable television, broadband internet, fixed-line telephony, mobile and business service offerings, and of new technology, programming alternatives and other products and services that we may offer in the future;
|
•
|
our ability to manage rapid technological changes;
|
•
|
our ability to maintain or increase the number of subscriptions to our cable television, broadband internet, fixed-line telephony and mobile service offerings and our average revenue per household;
|
•
|
our ability to provide satisfactory customer service, including support for new and evolving products and services;
|
•
|
our ability to maintain or increase rates to our subscribers or to pass through increased costs to our subscribers;
|
•
|
the impact of our future financial performance, or market conditions generally, on the availability, terms and deployment of capital;
|
•
|
changes in, or failure or inability to comply with, government regulations in the countries in which we operate and adverse outcomes from regulatory proceedings;
|
•
|
government intervention that opens our broadband distribution networks to competitors, such as the obligations imposed in Belgium;
|
•
|
our ability to obtain regulatory approval and satisfy other conditions necessary to close acquisitions and dispositions, and the impact of conditions imposed by competition and other regulatory authorities in connection with acquisitions;
|
•
|
our ability to successfully acquire new businesses and, if acquired, to integrate, realize anticipated efficiencies from and implement our business plan with respect to the businesses we have acquired, such as Ziggo Holding B.V. (
Ziggo
),
Choice
,
BASE
and
CWC
, or we expect to acquire;
|
•
|
changes in laws or treaties relating to taxation, or the interpretation thereof, in the
U.K.
,
U.S.
or in other countries in which we operate;
|
•
|
changes in laws and government regulations that may impact the availability and cost of capital and the derivative instruments that hedge certain of our financial risks;
|
•
|
the ability of suppliers and vendors (including our third-party wireless network providers under our
MVNO
arrangements) to timely deliver quality products, equipment, software, services and access;
|
•
|
the availability of attractive programming for our video services and the costs associated with such programming, including retransmission and copyright fees payable to public and private broadcasters;
|
•
|
uncertainties inherent in the development and integration of new business lines and business strategies;
|
•
|
our ability to adequately forecast and plan future network requirements, including the costs and benefits associated with our network extension programs;
|
•
|
the availability of capital for the acquisition and/or development of telecommunications networks and services;
|
•
|
problems we may discover post-closing with the operations, including the internal controls and financial reporting process, of businesses we acquire;
|
•
|
the leakage of sensitive customer data;
|
•
|
the outcome of any pending or threatened litigation;
|
•
|
the loss of key employees and the availability of qualified personnel;
|
•
|
changes in the nature of key strategic relationships with partners and joint venturers;
|
•
|
our equity capital structure; and
|
•
|
events that are outside of our control, such as political unrest in international markets, terrorist attacks, malicious human acts, natural disasters, pandemics and other similar events.
|
(i)
|
organic declines in (a) cable subscription in the Netherlands and Switzerland and (b) overall revenue in the Netherlands during the
second
quarter of
2016
, as compared to the
second
quarter of
2015
;
|
(ii)
|
organic declines during the
second
quarter of
2016
in (a) video
RGU
s in the majority of our markets, as declines in our basic video
RGU
s generally exceeded additions to our enhanced video
RGU
s (including migrations from basic video) in these markets, (b) fixed-line telephony
RGU
s in the Netherlands, Chile and Switzerland, (c) broadband internet
RGU
s in Switzerland and (d) total
RGU
s in the Netherlands and Switzerland; and
|
(iii)
|
organic declines in overall cable
ARPU
in the Netherlands and many of our other markets during the
second
quarter of
2016
, as compared to the
second
quarter of
2015
.
|
|
Three months ended June 30,
|
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
1,717.7
|
|
|
$
|
1,759.6
|
|
|
$
|
(41.9
|
)
|
|
(2.4
|
)
|
|
3.3
|
|
The Netherlands
|
678.8
|
|
|
683.9
|
|
|
(5.1
|
)
|
|
(0.7
|
)
|
|
(2.8
|
)
|
|||
Germany
|
643.5
|
|
|
591.0
|
|
|
52.5
|
|
|
8.9
|
|
|
6.7
|
|
|||
Belgium (a)
|
707.3
|
|
|
500.3
|
|
|
207.0
|
|
|
41.4
|
|
|
6.0
|
|
|||
Switzerland/Austria
|
447.0
|
|
|
448.8
|
|
|
(1.8
|
)
|
|
(0.4
|
)
|
|
1.6
|
|
|||
Total Western Europe
|
4,194.3
|
|
|
3,983.6
|
|
|
210.7
|
|
|
5.3
|
|
|
2.9
|
|
|||
Central and Eastern Europe
|
274.0
|
|
|
267.2
|
|
|
6.8
|
|
|
2.5
|
|
|
3.2
|
|
|||
Central and other
|
(0.9
|
)
|
|
(1.0
|
)
|
|
0.1
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total European Operations Division
|
4,467.4
|
|
|
4,249.8
|
|
|
217.6
|
|
|
5.1
|
|
|
2.9
|
|
|||
Corporate and other
|
15.2
|
|
|
12.8
|
|
|
2.4
|
|
|
18.8
|
|
|
58.3
|
|
|||
Intersegment eliminations
|
(11.4
|
)
|
|
(7.5
|
)
|
|
(3.9
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
4,471.2
|
|
|
4,255.1
|
|
|
216.1
|
|
|
5.1
|
|
|
3.0
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
285.6
|
|
|
—
|
|
|
285.6
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
210.6
|
|
|
220.8
|
|
|
(10.2
|
)
|
|
(4.6
|
)
|
|
4.5
|
|
|||
Puerto Rico (c)
|
106.9
|
|
|
90.6
|
|
|
16.3
|
|
|
18.0
|
|
|
1.4
|
|
|||
Total LiLAC Division
|
603.1
|
|
|
311.4
|
|
|
291.7
|
|
|
93.7
|
|
|
3.6
|
|
|||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total LiLAC Group
|
602.9
|
|
|
311.4
|
|
|
291.5
|
|
|
93.6
|
|
|
3.5
|
|
|||
Total
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
507.6
|
|
|
11.1
|
|
|
3.1
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
3,404.2
|
|
|
$
|
3,471.0
|
|
|
$
|
(66.8
|
)
|
|
(1.9
|
)
|
|
3.5
|
|
The Netherlands
|
1,348.6
|
|
|
1,391.3
|
|
|
(42.7
|
)
|
|
(3.1
|
)
|
|
(3.0
|
)
|
|||
Germany
|
1,260.6
|
|
|
1,188.9
|
|
|
71.7
|
|
|
6.0
|
|
|
6.1
|
|
|||
Belgium (a)
|
1,317.5
|
|
|
1,003.0
|
|
|
314.5
|
|
|
31.4
|
|
|
5.8
|
|
|||
Switzerland/Austria
|
880.4
|
|
|
888.1
|
|
|
(7.7
|
)
|
|
(0.9
|
)
|
|
2.0
|
|
|||
Total Western Europe
|
8,211.3
|
|
|
7,942.3
|
|
|
269.0
|
|
|
3.4
|
|
|
2.9
|
|
|||
Central and Eastern Europe
|
540.1
|
|
|
535.4
|
|
|
4.7
|
|
|
0.9
|
|
|
2.9
|
|
|||
Central and other
|
(3.3
|
)
|
|
(3.8
|
)
|
|
0.5
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total European Operations Division
|
8,748.1
|
|
|
8,473.9
|
|
|
274.2
|
|
|
3.2
|
|
|
2.9
|
|
|||
Corporate and other
|
29.8
|
|
|
25.6
|
|
|
4.2
|
|
|
16.4
|
|
|
60.1
|
|
|||
Intersegment eliminations
|
(22.6
|
)
|
|
(15.3
|
)
|
|
(7.3
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
8,755.3
|
|
|
8,484.2
|
|
|
271.1
|
|
|
3.2
|
|
|
3.0
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
285.6
|
|
|
—
|
|
|
285.6
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
410.6
|
|
|
429.6
|
|
|
(19.0
|
)
|
|
(4.4
|
)
|
|
6.0
|
|
|||
Puerto Rico (c)
|
210.8
|
|
|
169.6
|
|
|
41.2
|
|
|
24.3
|
|
|
2.1
|
|
|||
Total LiLAC Division
|
907.0
|
|
|
599.2
|
|
|
307.8
|
|
|
51.4
|
|
|
4.9
|
|
|||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total LiLAC Group
|
906.8
|
|
|
599.2
|
|
|
307.6
|
|
|
51.3
|
|
|
4.9
|
|
|||
Total
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
|
$
|
578.7
|
|
|
6.4
|
|
|
3.1
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition revenue of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition revenue of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amounts presented for the 2015 periods exclude the pre-acquisition revenue of
Choice
, which was acquired on
June 3, 2015
.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
29.2
|
|
|
$
|
—
|
|
|
$
|
29.2
|
|
|
$
|
50.7
|
|
|
$
|
—
|
|
|
$
|
50.7
|
|
ARPU (b)
|
3.3
|
|
|
—
|
|
|
3.3
|
|
|
18.9
|
|
|
—
|
|
|
18.9
|
|
||||||
Total increase in cable subscription revenue
|
32.5
|
|
|
—
|
|
|
32.5
|
|
|
69.6
|
|
|
—
|
|
|
69.6
|
|
||||||
Decrease in mobile subscription revenue (c)
|
(19.4
|
)
|
|
—
|
|
|
(19.4
|
)
|
|
(32.5
|
)
|
|
—
|
|
|
(32.5
|
)
|
||||||
Total increase in subscription revenue
|
13.1
|
|
|
—
|
|
|
13.1
|
|
|
37.1
|
|
|
—
|
|
|
37.1
|
|
||||||
Increase in B2B revenue (d)
|
—
|
|
|
13.6
|
|
|
13.6
|
|
|
—
|
|
|
23.7
|
|
|
23.7
|
|
||||||
Increase in other revenue (e)
|
—
|
|
|
31.2
|
|
|
31.2
|
|
|
—
|
|
|
59.8
|
|
|
59.8
|
|
||||||
Total organic increase
|
13.1
|
|
|
44.8
|
|
|
57.9
|
|
|
37.1
|
|
|
83.5
|
|
|
120.6
|
|
||||||
Impact of an acquisition
|
—
|
|
|
12.1
|
|
|
12.1
|
|
|
—
|
|
|
24.4
|
|
|
24.4
|
|
||||||
Impact of disposals
(f)
|
(3.3
|
)
|
|
(0.7
|
)
|
|
(4.0
|
)
|
|
(5.1
|
)
|
|
(5.1
|
)
|
|
(10.2
|
)
|
||||||
Impact of FX
|
(84.9
|
)
|
|
(23.0
|
)
|
|
(107.9
|
)
|
|
(159.6
|
)
|
|
(42.0
|
)
|
|
(201.6
|
)
|
||||||
Total
|
$
|
(75.1
|
)
|
|
$
|
33.2
|
|
|
$
|
(41.9
|
)
|
|
$
|
(127.6
|
)
|
|
$
|
60.8
|
|
|
$
|
(66.8
|
)
|
(a)
|
The
increases
in cable subscription revenue related
to changes in the average numbers of
RGU
s are primarily attributable to increases in the average numbers of (i) broadband internet
RGU
s in the
U.K.
and, for the six-month comparison, in Ireland and (ii) fixed-line telephony
RGU
s that were only partially offset by declines in (a) the average number of enhanced video
RGU
s and (b) the average number of basic
video
RGU
s in
Ireland.
|
(b)
|
The
increases
in cable subscripti
on revenue related to changes in
ARPU
are primarily attributable to the net effect of (i) net increases primarily due to (a) higher
ARPU
from broadband internet services, (b) lower
ARPU
from fixed-line telephony services in the
U.K.
, (c) lower
ARPU
resulting from the impact of a
change in the regulations governing certain fees
Virgin Media
charges to its customers in the
U.K.
, which reduced revenue by $7.7 million and $9.5 million, respectively, and (d) for the six-month comparison, higher
ARPU
from video services, as an increase in the
U.K.
was only partially offset by a decrease in Ireland and (ii) adverse changes in
RGU
mix in Ireland
. In addition, the three-month comparison includes lower
ARPU
from video services.
|
(c)
|
The
decreases
in mobile subscription revenue relate to the net effect of (i) lower
ARPU
in the
U.K.
, including declines of $25.4 million and $46.8 million, respectively, in postpaid mobile services revenue due to the continued growth of the
Split-contract Program
, (ii) increases in the
average number of postpaid mobile subscribers and (iii) declines in the average number of prepaid mobile subscribers in the
U.K.
|
(d)
|
The
increases
in
B2B
revenue are primarily due to the net effect of (i) increases in data revenue, primarily attributable to (a) higher volumes and (b) increases of $4.4 million and $8.8 million, respectively, in the
U.K.
’s amortization of deferred upfront fees on
B2B
contracts, (ii) lower voice revenue in the
U.K.
, largely attributable to declines in usage, and (iii) increases in low-margin equipment sales in the
U.K.
|
(e)
|
The
increases
in other revenue are primarily due to the net effect of (i) increases in mobile handset sales, primarily attributable to increases of $28.4 million and $57.5 million, respectively, associated with the
Split-contract Program
in the
U.K.
, (ii) decreases in interconnect revenue in the
U.K.
of $4.4 million and $8.3 million, respectively, primarily due to (a) declines in mobile short message service (or
SMS
) termination volumes, (b) lower fixed-line telephony termination volumes and (c) for the six-month comparison, lower mobile termination rates and (iii) increases in broadcasting revenue in Ireland. The increases in revenue from the
Split-contract Program
are due to the net effect of (1) increased volume associated with the continued growth of the program and (2) lower average revenue per handset sold.
|
(f)
|
Represents the estimated impact of (i) the non-cable subscribers in the
U.K.
that we sold in the fourth quarter of 2014 (the
U.K. Non-Cable Disposal
) and (ii) the
multi-channel multi-point (microwave) distribution system subscribers in Ireland that have disconnected since we announced the switch-off of this service effective April 2016
. The non-cable subscribers were migrated to a third party during the first nine months of 2015.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Decrease in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
(10.5
|
)
|
|
$
|
—
|
|
|
$
|
(10.5
|
)
|
|
$
|
(22.5
|
)
|
|
$
|
—
|
|
|
$
|
(22.5
|
)
|
ARPU (b)
|
(8.9
|
)
|
|
—
|
|
|
(8.9
|
)
|
|
(19.8
|
)
|
|
—
|
|
|
(19.8
|
)
|
||||||
Total decrease in cable subscription revenue
|
(19.4
|
)
|
|
—
|
|
|
(19.4
|
)
|
|
(42.3
|
)
|
|
—
|
|
|
(42.3
|
)
|
||||||
Increase in mobile subscription revenue (c)
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
||||||
Total decrease in subscription revenue
|
(18.4
|
)
|
|
—
|
|
|
(18.4
|
)
|
|
(39.8
|
)
|
|
—
|
|
|
(39.8
|
)
|
||||||
Increase (decrease) in B2B revenue
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
||||||
Decrease in other revenue (d)
|
—
|
|
|
(0.5
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(1.6
|
)
|
|
(1.6
|
)
|
||||||
Total organic decrease
|
(18.4
|
)
|
|
(0.4
|
)
|
|
(18.8
|
)
|
|
(39.8
|
)
|
|
(2.2
|
)
|
|
(42.0
|
)
|
||||||
Impact of FX
|
10.2
|
|
|
3.5
|
|
|
13.7
|
|
|
(0.5
|
)
|
|
(0.2
|
)
|
|
(0.7
|
)
|
||||||
Total
|
$
|
(8.2
|
)
|
|
$
|
3.1
|
|
|
$
|
(5.1
|
)
|
|
$
|
(40.3
|
)
|
|
$
|
(2.4
|
)
|
|
$
|
(42.7
|
)
|
(a)
|
The
decreases
in cable subscription revenue related to changes in the average num
bers of
RGU
s are attributable to declines in the average numbers of basic video, enhanced video and fixed-line telephony
RGU
s that were only partially offset by increases in the average number of broadband internet
RGU
s.
|
(b)
|
The
decreases
in cable subscription revenue related to changes in
ARPU
are attributable to the net effect of (i) net decreases due to (a) lower
ARPU
from fixed-line telephony services and broadband internet services and (b) higher
ARPU
from video services and (ii) improvements in
RGU
mix.
|
(c)
|
The
increases
in mobile subscription revenue are due to the net effect of (i) increases in the average number of mobile subscribers and (ii)
lower
ARPU
.
|
(d)
|
The decrease in other revenue for the six-month comparison includes the net effect of (i) an increase due to the favorable impact of $3.3 million of nonrecurring revenue recorded during the first quarter of 2016 following the settlement of prior period amounts and (ii) a decrease in revenue of $1.6 million resulting from the termination of a partner network agreement in the Netherlands shortly after the November 2014 acquisition of
Ziggo
. The remaining decreases in other revenue for both comparative periods are due to net decreases resulting from individually insignificant changes in other non-subscription revenue categories.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue (a)
|
|
Non-subscription
revenue (b)
|
|
Total
|
|
Subscription
revenue (a)
|
|
Non-subscription
revenue (b)
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (c)
|
$
|
14.6
|
|
|
$
|
—
|
|
|
$
|
14.6
|
|
|
$
|
29.2
|
|
|
$
|
—
|
|
|
$
|
29.2
|
|
ARPU (d)
|
20.8
|
|
|
—
|
|
|
20.8
|
|
|
42.7
|
|
|
—
|
|
|
42.7
|
|
||||||
Total increase in cable subscription revenue
|
35.4
|
|
|
—
|
|
|
35.4
|
|
|
71.9
|
|
|
—
|
|
|
71.9
|
|
||||||
Increase in mobile subscription revenue
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
1.8
|
|
|
—
|
|
|
1.8
|
|
||||||
Total increase in subscription revenue
|
36.5
|
|
|
—
|
|
|
36.5
|
|
|
73.7
|
|
|
—
|
|
|
73.7
|
|
||||||
Increase in B2B revenue
|
—
|
|
|
0.9
|
|
|
0.9
|
|
|
—
|
|
|
1.0
|
|
|
1.0
|
|
||||||
Increase (decrease) in other revenue (e)
|
—
|
|
|
2.3
|
|
|
2.3
|
|
|
—
|
|
|
(2.6
|
)
|
|
(2.6
|
)
|
||||||
Total organic increase
|
36.5
|
|
|
3.2
|
|
|
39.7
|
|
|
73.7
|
|
|
(1.6
|
)
|
|
72.1
|
|
||||||
Impact of FX
|
12.9
|
|
|
(0.1
|
)
|
|
12.8
|
|
|
—
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
||||||
Total
|
$
|
49.4
|
|
|
$
|
3.1
|
|
|
$
|
52.5
|
|
|
$
|
73.7
|
|
|
$
|
(2.0
|
)
|
|
$
|
71.7
|
|
(a)
|
Subscription revenue includes revenue from multi-year bulk agreements with landlords or housing associations or with third parties that operate and administer the in-building networks on behalf of housing associations. These bulk agreements, which generally allow for the procurement of the basic video signals at volume-based discounts, provide access to approximately two-thirds of Germany’s video subscribers. Germany’s bulk agreements are, to a significant extent, medium- and long-term contracts. As of
June 30, 2016
, bulk agreements covering approximately 36% of the video subscribers that Germany serves expire by the end of 2017 or are terminable on 30-days notice. During the three months ended
June 30, 2016
, Germany’s 20 largest bulk agreement accounts generated approximately 9% of its total revenue (including estimated amounts billed directly to the building occupants for digital video, broadband internet and fixed-line telephony services). No assurance can be given that Germany’s bulk agreements will be renewed or extended on financially equivalent terms, or at all.
|
(b)
|
Other revenue includes fees received for the carriage of certain channels included in Germany’s basic and enhanced video offerings. This channel carriage fee revenue is subject to contracts that expire or are otherwise terminable by either party on various dates ranging from 2016 through 2018. The aggregate amount of revenue related to these channel carriage contracts represented approximately 4% of Germany’s total revenue during the three months ended
June 30, 2016
. No assurance can be given that these contracts will be renewed or extended on financially equivalent terms, or at all. Also, our ability to increase the aggregate channel carriage fees that Germany receives for each channel is limited through the end of 2016 by certain commitments we made to regulators in connection with the acquisition of Unitymedia BW GmbH. In June 2017, we plan to discontinue our analog video service. We estimate that the discontinuance of this service will reduce Germany’s channel carriage revenue and operating income by approximately
€30 million
(
$33 million
) annually.
|
(c)
|
The
increases
in cable subscription revenue related to changes in the average numbers of
RGU
s are attributable to increases in the average numbers of broadband internet, fixed-line telephony and enhanced video
RGU
s that were only partially
|
(d)
|
The
increases
in cable subscription revenue related to changes in
ARPU
are attributable to (i) net increases due to (a) higher
ARPU
from broadband internet and video services and (b) lower
ARPU
from fixed-line telephony services and (ii) improvements in
RGU
mix.
|
(e)
|
The
changes
in other revenue are due to the net effect of (i) decreases due to legislative developments that have reduced the fees we can charge our late-paying customers, (ii) increases in installation revenue and (iii) for the six-month comparison, a net decrease resulting from individually insignificant changes in other non-subscription categories.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
5.8
|
|
|
$
|
—
|
|
|
$
|
5.8
|
|
|
$
|
12.0
|
|
|
$
|
—
|
|
|
$
|
12.0
|
|
ARPU (b)
|
14.0
|
|
|
—
|
|
|
14.0
|
|
|
21.3
|
|
|
—
|
|
|
21.3
|
|
||||||
Total increase in cable subscription revenue
|
19.8
|
|
|
—
|
|
|
19.8
|
|
|
33.3
|
|
|
—
|
|
|
33.3
|
|
||||||
Increase in mobile subscription revenue (c)
|
2.6
|
|
|
—
|
|
|
2.6
|
|
|
6.0
|
|
|
—
|
|
|
6.0
|
|
||||||
Total increase in subscription revenue
|
22.4
|
|
|
—
|
|
|
22.4
|
|
|
39.3
|
|
|
—
|
|
|
39.3
|
|
||||||
Increase (decrease) in B2B revenue (d)
|
—
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
4.8
|
|
|
4.8
|
|
||||||
Increase in other revenue (e)
|
—
|
|
|
8.1
|
|
|
8.1
|
|
|
—
|
|
|
14.2
|
|
|
14.2
|
|
||||||
Total organic increase
|
22.4
|
|
|
7.7
|
|
|
30.1
|
|
|
39.3
|
|
|
19.0
|
|
|
58.3
|
|
||||||
Impact of the BASE Acquisition
|
98.0
|
|
|
64.7
|
|
|
162.7
|
|
|
153.2
|
|
|
101.6
|
|
|
254.8
|
|
||||||
Impact of FX
|
10.3
|
|
|
3.9
|
|
|
14.2
|
|
|
1.3
|
|
|
0.1
|
|
|
1.4
|
|
||||||
Total
|
$
|
130.7
|
|
|
$
|
76.3
|
|
|
$
|
207.0
|
|
|
$
|
193.8
|
|
|
$
|
120.7
|
|
|
$
|
314.5
|
|
(a)
|
The
increases
in cable subscription revenue related to changes in the average numbers of
RGU
s are attributable to
increases in the average numbers of fixed-line telephony, broadband internet and enhanced video
RGU
s that were only partially offset by declines in the average number of basic video
RGU
s.
|
(b)
|
The
increases
in cable subscription revenue related to changes in
ARPU
are attributable to (i) higher
ARPU
from video, broadband internet and fixed-line telephony services and (ii) improvements in
RGU
mix.
|
(c)
|
The
increases
in mobile subscription revenue are due to the net effect of (i) increases in the average number of mobile subscribers, (ii) lower
ARPU
due to (a) declines of $2.9 million and $5.4 million, respectively, in mobile services revenue due to the June 2015 introduction of a
Split-contract Program
, and (b) declines in usage.
|
(d)
|
The
changes
in
B2B
revenue are primarily due to the net impact of (i) higher revenue from (a) information technology security services and related equipment sales and (b) data services and (ii) for the three-month comparison, a net decrease resulting from individually insignificant changes in other
B2B
categories.
|
(e)
|
The
increases
in other revenue are primarily due to (i) increases in mobile handset sales of $5.0 million and $9.3 million, respectively, (ii) increases in tablet sales of $1.5 million and $3.7 million, respectively, and (iii) increases in interconnect revenue, primarily attributable to the net effect of (a) growth in mobile call volumes and (b) lower
SMS
usage.
The increases in Belgium’s mobile handset sales, which typically generate relatively low margins, include the net impact of (1) increases of $6.2 million and $13.1 million, respectively, in non-subsidized handset sales,
including increases of $3.2 million and $6.1 million, respectively, associated with the June 2015 introduction of a
Split-contract Program
, and (2) decreases of $0.6 million and $3.1 million, respectively, in subsidized handset sales.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase (decrease) in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
(5.0
|
)
|
|
$
|
—
|
|
|
$
|
(5.0
|
)
|
|
$
|
(2.7
|
)
|
|
$
|
—
|
|
|
$
|
(2.7
|
)
|
ARPU (b)
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
5.1
|
|
|
—
|
|
|
5.1
|
|
||||||
Total increase (decrease) in cable subscription revenue
|
(2.5
|
)
|
|
—
|
|
|
(2.5
|
)
|
|
2.4
|
|
|
—
|
|
|
2.4
|
|
||||||
Increase in mobile subscription revenue (c)
|
3.5
|
|
|
—
|
|
|
3.5
|
|
|
7.1
|
|
|
—
|
|
|
7.1
|
|
||||||
Total increase in subscription revenue
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|
9.5
|
|
|
—
|
|
|
9.5
|
|
||||||
Increase (decrease) in B2B revenue
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
||||||
Increase in other revenue (d)
|
—
|
|
|
6.2
|
|
|
6.2
|
|
|
—
|
|
|
7.8
|
|
|
7.8
|
|
||||||
Total organic increase
|
1.0
|
|
|
6.1
|
|
|
7.1
|
|
|
9.5
|
|
|
7.9
|
|
|
17.4
|
|
||||||
Impact of FX
|
(6.1
|
)
|
|
(2.8
|
)
|
|
(8.9
|
)
|
|
(20.3
|
)
|
|
(4.8
|
)
|
|
(25.1
|
)
|
||||||
Total
|
$
|
(5.1
|
)
|
|
$
|
3.3
|
|
|
$
|
(1.8
|
)
|
|
$
|
(10.8
|
)
|
|
$
|
3.1
|
|
|
$
|
(7.7
|
)
|
(a)
|
The
decreases
in cable subscription revenue related to changes in the average numbers of
RGU
s are attributable to declines in the average number of basic video
RGU
s and, in Switzerland, the average number of enhanced video
RGU
s that were mostly offset by increases in the average numbers of fixed-line telephony and broadband internet
RGU
s.
|
(b)
|
The
increases
in cable subscription revenue related to changes in
ARPU
are attributable to (i) net increases due to (a) higher
ARPU
from video services, (b) lower
ARPU
from fixed-line telephony services and (c) for the six-month comparison, higher
ARPU
from broadband internet services and (ii) improvements in
RGU
mix, as favorable changes in Switzerland were mostly offset by adverse changes in Austria. For the three-month comparison,
ARPU
from broadband internet services was relatively unchanged as higher
ARPU
in Austria was primarily offset by lower
ARPU
in Switzerland.
|
(c)
|
The
increases
in mobile subscription revenue are primarily due to increases in the average number of mobile subscribers.
|
(d)
|
The
increases
in other revenue are primarily due to increases in mobile handset sales in Switzerland, including increases of $1.5 million and $2.1 million, respectively, associated with the September 2015 introduction of a
Split-contract Program
.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase (decrease) in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
11.9
|
|
|
$
|
—
|
|
|
$
|
11.9
|
|
|
$
|
22.4
|
|
|
$
|
—
|
|
|
$
|
22.4
|
|
ARPU (b)
|
(5.3
|
)
|
|
—
|
|
|
(5.3
|
)
|
|
(10.2
|
)
|
|
—
|
|
|
(10.2
|
)
|
||||||
Total increase in cable subscription revenue
|
6.6
|
|
|
—
|
|
|
6.6
|
|
|
12.2
|
|
|
—
|
|
|
12.2
|
|
||||||
Increase in mobile subscription revenue
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
1.9
|
|
|
—
|
|
|
1.9
|
|
||||||
Total increase in subscription revenue
|
7.7
|
|
|
—
|
|
|
7.7
|
|
|
14.1
|
|
|
—
|
|
|
14.1
|
|
||||||
Increase in B2B revenue
|
—
|
|
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
||||||
Increase in other revenue
|
—
|
|
|
0.3
|
|
|
0.3
|
|
|
—
|
|
|
0.8
|
|
|
0.8
|
|
||||||
Total organic increase
|
7.7
|
|
|
0.8
|
|
|
8.5
|
|
|
14.1
|
|
|
1.2
|
|
|
15.3
|
|
||||||
Impact of an acquisition
|
0.8
|
|
|
0.1
|
|
|
0.9
|
|
|
1.6
|
|
|
0.1
|
|
|
1.7
|
|
||||||
Impact of FX
|
(3.0
|
)
|
|
0.4
|
|
|
(2.6
|
)
|
|
(11.5
|
)
|
|
(0.8
|
)
|
|
(12.3
|
)
|
||||||
Total
|
$
|
5.5
|
|
|
$
|
1.3
|
|
|
$
|
6.8
|
|
|
$
|
4.2
|
|
|
$
|
0.5
|
|
|
$
|
4.7
|
|
(a)
|
The
increases
in cable subscription revenue related to changes in the average numbers of
RGU
s are primarily attributable to the net effect of (i) increases in the average numbers of fixed-line telephony, broadband internet and enhanced video
RGU
s in Romania, Hungary and Poland, (ii) declines in the average numbers of basic video
RGU
s in Hungary, Poland, Romania and Slovakia, (iii) increases in the average number of
DTH
RGU
s, (iv) increases in the average numbers of basic video and broadband internet
RGU
s in the Czech Republic, (v) declines in the average numbers of fixed-line telephony and enhanced video
RGU
s in the Czech Republic and (vi) increases in the average numbers of broadband internet, fixed-line telephony and, for the six-month comparison, enhanced video
RGU
s in Slovakia.
|
(b)
|
The
decreases
in cable subscription revenue related to changes in
ARPU
are attributable to (i) net decreases due to (a) lower
ARPU
from fixed-line telephony and broadband internet services and (b) higher
ARPU
from video services, primarily in Poland, and (ii) adverse changes in
RGU
mix, as adverse changes in Romania were mostly offset by improvements in Hungary.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
5.3
|
|
|
$
|
—
|
|
|
$
|
5.3
|
|
|
$
|
11.0
|
|
|
$
|
—
|
|
|
$
|
11.0
|
|
ARPU (b)
|
4.7
|
|
|
—
|
|
|
4.7
|
|
|
10.4
|
|
|
—
|
|
|
10.4
|
|
||||||
Total increase in cable subscription revenue
|
10.0
|
|
|
—
|
|
|
10.0
|
|
|
21.4
|
|
|
—
|
|
|
21.4
|
|
||||||
Increase in mobile subscription revenue (c)
|
1.4
|
|
|
—
|
|
|
1.4
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
||||||
Total increase in subscription revenue
|
11.4
|
|
|
—
|
|
|
11.4
|
|
|
24.7
|
|
|
—
|
|
|
24.7
|
|
||||||
Increase (decrease) in other revenue (d)
|
—
|
|
|
(1.5
|
)
|
|
(1.5
|
)
|
|
—
|
|
|
1.1
|
|
|
1.1
|
|
||||||
Total organic increase (decrease)
|
11.4
|
|
|
(1.5
|
)
|
|
9.9
|
|
|
24.7
|
|
|
1.1
|
|
|
25.8
|
|
||||||
Impact of FX
|
(19.1
|
)
|
|
(1.0
|
)
|
|
(20.1
|
)
|
|
(42.4
|
)
|
|
(2.4
|
)
|
|
(44.8
|
)
|
||||||
Total
|
$
|
(7.7
|
)
|
|
$
|
(2.5
|
)
|
|
$
|
(10.2
|
)
|
|
$
|
(17.7
|
)
|
|
$
|
(1.3
|
)
|
|
$
|
(19.0
|
)
|
(a)
|
The
increases
in cable subscription revenue related to changes in the average numbers of
RGU
s are attributable to increases in the average numbers of broadband internet and enhanced video
RGU
s that were only partially offset by declines in the average numbers of fixed-line telephony and basic video
RGU
s.
|
(b)
|
The
increases
in cable subscription revenue related to changes in
ARPU
are attributable to (i) net increases due to (a) higher
ARPU
from video and broadband internet services and (b) lower
ARPU
from fixed-line telephony services and (ii) improvements in
RGU
mix. In addition, Chile’s cable subscription revenue includes adjustments to reflect the retroactive application of a tariff on ancillary services provided directly to customers for the period from July 2013 through February 2014, including (1) an increase in revenue due to the impact of a $2.2 million unfavorable adjustment recorded during the first quarter of 2015 and (2) decreases in revenue during the three and six months ended June 30, 2016 of $2.1 million and $4.2 million, respectively, due to the impact of unfavorable adjustments recorded during the first and second quarters of 2016.
|
(c)
|
The
increases
in mobile subscription revenue are due to (i)
increases in the average number of mobile subscribers, as increases in the average number of postpaid mobile subscribers more than offset the decreases in the average number of prepaid mobile subscribers,
and (ii)
higher
ARPU
, primarily due to higher proportions of mobile subscribers on postpaid plans, which generate higher
ARPU
than prepaid plans
.
|
(d)
|
The increase in other revenue during the six-month period includes (i) an increase in interconnect revenue due to the impact of a $1.3 million unfavorable adjustment recorded during the first quarter of 2015 to reflect the retroactive application of a tariff reduction to June 2012 and (ii) a net decrease resulting from individually insignificant changes in other items.
|
|
Three-month period
|
|
Six-month period
|
||||||||||||||||||||
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Increase (decrease) in cable subscription revenue due to change in:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Average number of RGUs (a)
|
$
|
(0.4
|
)
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
|
$
|
4.0
|
|
|
$
|
—
|
|
|
$
|
4.0
|
|
ARPU (b)
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
(3.5
|
)
|
|
—
|
|
|
(3.5
|
)
|
||||||
Total increase (decrease) in cable subscription revenue
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
0.5
|
|
|
—
|
|
|
0.5
|
|
||||||
Increase in B2B revenue (c)
|
—
|
|
|
1.9
|
|
|
1.9
|
|
|
—
|
|
|
3.7
|
|
|
3.7
|
|
||||||
Decrease in other revenue
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
||||||
Total organic increase (decrease)
|
(0.6
|
)
|
|
1.9
|
|
|
1.3
|
|
|
0.5
|
|
|
3.1
|
|
|
3.6
|
|
||||||
Impact of the Choice Acquisition
|
13.5
|
|
|
1.5
|
|
|
15.0
|
|
|
33.7
|
|
|
3.9
|
|
|
37.6
|
|
||||||
Total
|
$
|
12.9
|
|
|
$
|
3.4
|
|
|
$
|
16.3
|
|
|
$
|
34.2
|
|
|
$
|
7.0
|
|
|
$
|
41.2
|
|
(a)
|
The
changes
in cable subscription revenue related to changes in the average numbers of
RGU
s are primarily attributable to the net effect of (i) increases in the average number of fixed-line telephony
RGU
s, (ii) for the six-month comparison, an increase in the average number of broadband internet
RGU
s and (iii) declines in the average number of enhanced video
RGU
s.
|
(b)
|
The
decreases
in cable subscription revenue related to changes in
ARPU
are attributable to the net effect of (i) adverse changes in
RGU
mix and (ii) net increases due to (a) higher
ARPU
from broadband internet services and (b) lower
ARPU
from fixed-line telephony and video services.
|
(c)
|
The
increases
in
B2B
revenue are primarily due to higher revenue from broadband internet services.
|
|
Three months ended June 30,
|
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
752.8
|
|
|
$
|
737.0
|
|
|
$
|
15.8
|
|
|
2.1
|
|
|
7.3
|
|
The Netherlands
|
221.5
|
|
|
215.5
|
|
|
6.0
|
|
|
2.8
|
|
|
0.7
|
|
|||
Germany
|
147.3
|
|
|
134.9
|
|
|
12.4
|
|
|
9.2
|
|
|
7.0
|
|
|||
Belgium (a)
|
288.7
|
|
|
185.5
|
|
|
103.2
|
|
|
55.6
|
|
|
1.8
|
|
|||
Switzerland/Austria
|
127.0
|
|
|
127.6
|
|
|
(0.6
|
)
|
|
(0.5
|
)
|
|
1.4
|
|
|||
Total Western Europe
|
1,537.3
|
|
|
1,400.5
|
|
|
136.8
|
|
|
9.8
|
|
|
5.0
|
|
|||
Central and Eastern Europe
|
114.5
|
|
|
107.6
|
|
|
6.9
|
|
|
6.4
|
|
|
6.7
|
|
|||
Central and other
|
33.0
|
|
|
27.1
|
|
|
5.9
|
|
|
21.8
|
|
|
20.6
|
|
|||
Total European Operations Division
|
1,684.8
|
|
|
1,535.2
|
|
|
149.6
|
|
|
9.7
|
|
|
5.4
|
|
|||
Corporate and other
|
14.8
|
|
|
13.6
|
|
|
1.2
|
|
|
8.8
|
|
|
26.7
|
|
|||
Intersegment eliminations
|
(11.5
|
)
|
|
(7.7
|
)
|
|
(3.8
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
1,688.1
|
|
|
1,541.1
|
|
|
147.0
|
|
|
9.5
|
|
|
5.4
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
107.9
|
|
|
—
|
|
|
107.9
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
88.5
|
|
|
93.1
|
|
|
(4.6
|
)
|
|
(4.9
|
)
|
|
4.2
|
|
|||
Puerto Rico (c)
|
43.8
|
|
|
39.7
|
|
|
4.1
|
|
|
10.3
|
|
|
(6.5
|
)
|
|||
Total LiLAC Division (d)
|
240.2
|
|
|
132.8
|
|
|
107.4
|
|
|
80.9
|
|
|
3.6
|
|
|||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total LiLAC Group
|
240.0
|
|
|
132.8
|
|
|
107.2
|
|
|
80.7
|
|
|
3.4
|
|
|||
Total operating expenses excluding share-based compensation expense
|
1,928.1
|
|
|
1,673.9
|
|
|
254.2
|
|
|
15.2
|
|
|
5.2
|
|
|||
Share-based compensation expense
|
1.4
|
|
|
1.4
|
|
|
—
|
|
|
—
|
|
|
|
||||
Total
|
$
|
1,929.5
|
|
|
$
|
1,675.3
|
|
|
$
|
254.2
|
|
|
15.2
|
|
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
1,475.4
|
|
|
$
|
1,469.5
|
|
|
$
|
5.9
|
|
|
0.4
|
|
|
5.3
|
|
The Netherlands
|
433.2
|
|
|
444.5
|
|
|
(11.3
|
)
|
|
(2.5
|
)
|
|
(2.5
|
)
|
|||
Germany
|
291.2
|
|
|
277.6
|
|
|
13.6
|
|
|
4.9
|
|
|
5.0
|
|
|||
Belgium (a)
|
539.6
|
|
|
389.0
|
|
|
150.6
|
|
|
38.7
|
|
|
1.0
|
|
|||
Switzerland/Austria
|
245.2
|
|
|
254.5
|
|
|
(9.3
|
)
|
|
(3.7
|
)
|
|
(1.0
|
)
|
|||
Total Western Europe
|
2,984.6
|
|
|
2,835.1
|
|
|
149.5
|
|
|
5.3
|
|
|
2.9
|
|
|||
Central and Eastern Europe
|
225.9
|
|
|
217.5
|
|
|
8.4
|
|
|
3.9
|
|
|
5.7
|
|
|||
Central and other
|
60.7
|
|
|
48.0
|
|
|
12.7
|
|
|
26.5
|
|
|
26.3
|
|
|||
Total European Operations Division
|
3,271.2
|
|
|
3,100.6
|
|
|
170.6
|
|
|
5.5
|
|
|
3.5
|
|
|||
Corporate and other
|
29.7
|
|
|
27.5
|
|
|
2.2
|
|
|
8.0
|
|
|
34.3
|
|
|||
Intersegment eliminations
|
(22.5
|
)
|
|
(15.8
|
)
|
|
(6.7
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
3,278.4
|
|
|
3,112.3
|
|
|
166.1
|
|
|
5.3
|
|
|
3.6
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
107.9
|
|
|
—
|
|
|
107.9
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
178.1
|
|
|
182.8
|
|
|
(4.7
|
)
|
|
(2.6
|
)
|
|
8.1
|
|
|||
Puerto Rico (c)
|
88.3
|
|
|
75.3
|
|
|
13.0
|
|
|
17.3
|
|
|
(4.9
|
)
|
|||
Total LiLAC Division (d)
|
374.3
|
|
|
258.1
|
|
|
116.2
|
|
|
45.0
|
|
|
5.6
|
|
|||
Intersegment eliminations
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total LiLAC Group
|
374.1
|
|
|
258.1
|
|
|
116.0
|
|
|
44.9
|
|
|
5.5
|
|
|||
Total operating expenses excluding share-based compensation expense
|
3,652.5
|
|
|
3,370.4
|
|
|
282.1
|
|
|
8.4
|
|
|
3.7
|
|
|||
Share-based compensation expense
|
2.1
|
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|
|
||||
Total
|
$
|
3,654.6
|
|
|
$
|
3,372.5
|
|
|
$
|
282.1
|
|
|
8.4
|
|
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition operating expenses of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition operating expenses of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amounts presented for the 2015 periods exclude the pre-acquisition operating expenses of
Choice
, which was acquired on
June 3, 2015
.
|
(d)
|
As further described under
Results of Operations
above, our estimate of the impact of an acquisition may be adjusted for certain items to arrive at organic growth. In this regard, the organic increases in the operating expenses of the LiLAC Division include the impact of
CWC
's integration costs, as described below. Excluding the impact of
CWC
, the organic increase in the LiLAC Division's operating expenses for the three and six months ended June 30, 2016 would have been 1.0% and 4.3%, respectively.
|
•
|
Increases in programming and copyright costs of $64.9 million or 12.6% and $122.2 million or 11.9%, respectively, primarily due to increases in
U.K./Ireland
and, to a lesser extent, the Netherlands, Belgium and Germany. These increases are primarily due to higher costs for certain premium and/or basic content, including increases of (i) $23.9 million and $46.3 million, respectively, associated with a sports programming contract entered into in August 2015 in
U.K./Ireland
and (ii) $9.6 million during each period (including $4.8 million related to the first quarter of 2016) associated with a new Europe-wide programming contract that was entered into in June 2016 with retroactive impact to January 1, 2016. In addition, growth in the number of enhanced video subscribers contributed to the increases in Germany and Belgium;
|
•
|
Decreases in mobile access and interconnect costs of $12.8 million or 4.7% and $26.1 million or 4.7%, respectively, primarily due to the net effect of (i) declines resulting from lower rates, primarily in
U.K./Ireland
,
(ii) lower fixed-line telephony call volumes in
U.K./Ireland
and, to a lesser extent, the Netherlands, (iii) increases primarily attributable to the net effect of (a) higher mobile usage in
U.K./Ireland
and (b) lower mobile usage in Belgium and (iv) decreases of $7.3 million and $6.6 million, respectively, due to the release of an accrual during the second quarter of 2016 related to the settlement of an operational contingency in Belgium;
|
•
|
Increases in mobile handset costs of $16.5 million and $17.4 million, respectively, primarily due to the net impact of (i) higher mobile handset sales volume, primarily due to increases in the number of handsets sold in
U.K./Ireland
and Switzerland/Austria, and (ii) lower average cost per handset sold in
U.K./Ireland
. In addition, the higher mobile handset costs for the six-month comparison were partially offset by the impact of a lower number of handsets sold in Belgium, primarily attributable to a reduction in subsidized handset promotions;
|
•
|
Decreases in personnel costs of $8.4 million or 3.4% and $16.5 million or 3.4%, respectively, due primarily to the net effect of (i) decreased staffing levels in the Netherlands,
U.K./Ireland
and Switzerland/Austria that were only partially offset by increases in Belgium, (ii) annual wage increases, (iii) decreased costs in
U.K./Ireland
resulting from higher proportions of capitalized labor costs associated with the network extension project in the
U.K.
and (iv) lower incentive compensation costs primarily in
U.K./Ireland
;
|
•
|
Increases in network-related expenses of $14.7 million or 8.7% and $15.7 million or 4.5%, respectively, due primarily to the net effect of (i) increases due to the impact of a reduction in local authority charges for certain elements of network infrastructure in the
U.K.
resulting in nonrecurring benefits during the first and second quarters of 2015 of $7.3 million and $10.8 million, respectively, (ii) for the six-month comparison, a $6.2 million decrease in
U.K./Ireland
associated with the settlement of an operational contingency during the first quarter of 2016, (iii) lower outsourced labor costs associated with customer-facing activities in
U.K./Ireland
and Switzerland/Austria, (iv) aggregate net increases of $2.3 million and $3.1 million, respectively, associated with the reassessment of accruals in
U.K./Ireland
recorded during the second quarters of 2016 and 2015, (v) increases in network maintenance costs, primarily in Belgium and, for the six-month comparison, Germany, that were only partially offset by decreases in Switzerland/Austria and (vi) decreases
|
•
|
Increases in outsourced labor and professional fees of $6.6 million or 7.8% and $1.7 million or 0.9%, respectively, primarily due to the net effect of (i) higher consulting costs in the
European Operations Division
’s central operations and Belgium that were only partially offset by decreases in
U.K./Ireland
and (ii) an increase for the three-month comparison and a decrease for the six-month comparison for call center costs. The changes in call center costs include (a) lower costs in the Netherlands and (b) higher costs in
U.K./Ireland
. The lower call center costs in the Netherlands include decreases of $2.7 million and $12.4 million, respectively, associated with the impact of third-party costs recorded in 2015 and 2016 related to network and product harmonization activities and certain other third-party customer care costs following the acquisition of
Ziggo
; and
|
•
|
An increase of $3.2 million during each period due to an accrual release recorded in
U.K./Ireland
during the second quarter of 2015 related to the settlement of an operational contingency.
|
•
|
Increases in programming and copyright costs of $4.9 million or 7.8% and $10.1 million or 8.3%, respectively, primarily associated with (i) growth in the number of enhanced video subscribers in Chile, (ii) increases arising from foreign currency exchange rate fluctuations, after giving effect to the application of hedge accounting for certain derivative instruments that are used to mitigate a portion of our foreign currency exchange rate risk with respect to Chile’s U.S. dollar denominated programming contracts, and (iii) increased costs for certain content. A significant portion of Chile’s programming contracts are denominated in
U.S.
dollars. During the third quarter of 2016, CWC will begin to broadcast live Premier League games in a number of its markets pursuant to a new multi-year agreement. The cost of the rights to broadcast these games is expected to result in a significant increase to CWC’s programming costs beginning in August 2016;
|
•
|
An increase in integration costs of $3.4 million incurred during the second quarter of 2016 to integrate
Columbus
(acquired by
CWC
on March 31, 2015) with
CWC
’s operations. These costs are excluded from the
CWC Acquisition
effect and, accordingly, are included in our organic increases;
|
•
|
Increases in mobile access charges in Chile of $0.7 million and $2.3 million, respectively, related to a nonrecurring adjustment that was recorded in the prior year periods for a February 2015 tariff decline that was retroactive to May 2014;
|
•
|
Increases in network-related expenses of $0.6 million or 6.6% and $1.2 million or 5.3%, respectively, primarily due to increased energy costs in Chile; and
|
•
|
Decreases in bad debt and collection expenses of $1.4 million or 17.2% and $1.1 million or 5.3%, respectively.
|
|
Three months ended June 30,
|
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
199.4
|
|
|
$
|
217.0
|
|
|
$
|
(17.6
|
)
|
|
(8.1
|
)
|
|
(3.8
|
)
|
The Netherlands
|
93.2
|
|
|
97.4
|
|
|
(4.2
|
)
|
|
(4.3
|
)
|
|
(5.7
|
)
|
|||
Germany
|
95.9
|
|
|
89.2
|
|
|
6.7
|
|
|
7.5
|
|
|
5.3
|
|
|||
Belgium (a)
|
107.3
|
|
|
54.0
|
|
|
53.3
|
|
|
98.7
|
|
|
22.9
|
|
|||
Switzerland/Austria
|
56.4
|
|
|
61.5
|
|
|
(5.1
|
)
|
|
(8.3
|
)
|
|
(7.2
|
)
|
|||
Total Western Europe
|
552.2
|
|
|
519.1
|
|
|
33.1
|
|
|
6.4
|
|
|
(0.2
|
)
|
|||
Central and Eastern Europe
|
44.9
|
|
|
41.2
|
|
|
3.7
|
|
|
9.0
|
|
|
9.5
|
|
|||
Central and other
|
48.2
|
|
|
44.6
|
|
|
3.6
|
|
|
8.1
|
|
|
5.6
|
|
|||
Total European Operations Division
|
645.3
|
|
|
604.9
|
|
|
40.4
|
|
|
6.7
|
|
|
0.9
|
|
|||
Corporate and other
|
63.1
|
|
|
51.5
|
|
|
11.6
|
|
|
22.5
|
|
|
22.8
|
|
|||
Intersegment eliminations
|
0.1
|
|
|
0.2
|
|
|
(0.1
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
708.5
|
|
|
656.6
|
|
|
51.9
|
|
|
7.9
|
|
|
2.6
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
76.7
|
|
|
—
|
|
|
76.7
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
40.3
|
|
|
40.1
|
|
|
0.2
|
|
|
0.5
|
|
|
9.9
|
|
|||
Puerto Rico (c)
|
13.1
|
|
|
10.1
|
|
|
3.0
|
|
|
29.7
|
|
|
7.8
|
|
|||
Total LiLAC Division (d)
|
130.1
|
|
|
50.2
|
|
|
79.9
|
|
|
159.2
|
|
|
12.2
|
|
|||
Corporate and other
|
1.7
|
|
|
0.8
|
|
|
0.9
|
|
|
112.5
|
|
|
112.5
|
|
|||
Total LiLAC Group
|
131.8
|
|
|
51.0
|
|
|
80.8
|
|
|
158.4
|
|
|
13.8
|
|
|||
Total SG&A expenses excluding share-based compensation expense
|
840.3
|
|
|
707.6
|
|
|
132.7
|
|
|
18.8
|
|
|
3.4
|
|
|||
Share-based compensation expense
|
73.2
|
|
|
55.2
|
|
|
18.0
|
|
|
32.6
|
|
|
|
||||
Total
|
$
|
913.5
|
|
|
$
|
762.8
|
|
|
$
|
150.7
|
|
|
19.8
|
|
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
418.7
|
|
|
$
|
432.6
|
|
|
$
|
(13.9
|
)
|
|
(3.2
|
)
|
|
1.0
|
|
The Netherlands
|
183.4
|
|
|
207.9
|
|
|
(24.5
|
)
|
|
(11.8
|
)
|
|
(11.8
|
)
|
|||
Germany
|
189.7
|
|
|
180.4
|
|
|
9.3
|
|
|
5.2
|
|
|
5.3
|
|
|||
Belgium (a)
|
196.8
|
|
|
106.2
|
|
|
90.6
|
|
|
85.3
|
|
|
27.8
|
|
|||
Switzerland/Austria
|
113.5
|
|
|
125.1
|
|
|
(11.6
|
)
|
|
(9.3
|
)
|
|
(7.4
|
)
|
|||
Total Western Europe
|
1,102.1
|
|
|
1,052.2
|
|
|
49.9
|
|
|
4.7
|
|
|
0.9
|
|
|||
Central and Eastern Europe
|
88.7
|
|
|
81.4
|
|
|
7.3
|
|
|
9.0
|
|
|
11.1
|
|
|||
Central and other
|
102.4
|
|
|
88.8
|
|
|
13.6
|
|
|
15.3
|
|
|
15.6
|
|
|||
Total European Operations Division
|
1,293.2
|
|
|
1,222.4
|
|
|
70.8
|
|
|
5.8
|
|
|
2.7
|
|
|||
Corporate and other
|
115.6
|
|
|
102.5
|
|
|
13.1
|
|
|
12.8
|
|
|
12.8
|
|
|||
Intersegment eliminations
|
(0.1
|
)
|
|
0.5
|
|
|
(0.6
|
)
|
|
N.M.
|
|
|
N.M.
|
|
|||
Total Liberty Global Group
|
1,408.7
|
|
|
1,325.4
|
|
|
83.3
|
|
|
6.3
|
|
|
3.4
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
76.7
|
|
|
—
|
|
|
76.7
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
74.4
|
|
|
83.2
|
|
|
(8.8
|
)
|
|
(10.6
|
)
|
|
(1.0
|
)
|
|||
Puerto Rico (c)
|
25.7
|
|
|
20.0
|
|
|
5.7
|
|
|
28.5
|
|
|
0.8
|
|
|||
Total LiLAC Division (d)
|
176.8
|
|
|
103.2
|
|
|
73.6
|
|
|
71.3
|
|
|
0.7
|
|
|||
Corporate and other
|
2.9
|
|
|
2.1
|
|
|
0.8
|
|
|
38.1
|
|
|
38.1
|
|
|||
Total LiLAC Group
|
179.7
|
|
|
105.3
|
|
|
74.4
|
|
|
70.7
|
|
|
1.5
|
|
|||
Total SG&A expenses excluding share-based compensation expense
|
1,588.4
|
|
|
1,430.7
|
|
|
157.7
|
|
|
11.0
|
|
|
3.3
|
|
|||
Share-based compensation expense
|
141.5
|
|
|
125.9
|
|
|
15.6
|
|
|
12.4
|
|
|
|
||||
Total
|
$
|
1,729.9
|
|
|
$
|
1,556.6
|
|
|
$
|
173.3
|
|
|
11.1
|
|
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition SG&A expenses of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition SG&A expenses of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amounts presented for the 2015 periods exclude the pre-acquisition SG&A expenses of
Choice
, which was acquired on
June 3, 2015
.
|
(d)
|
As further described under
Results of Operations
above, our estimate of the impact of an acquisition may be adjusted for certain items to arrive at organic growth. In this regard, the organic increases in the SG&A expenses of the LiLAC Division include the impact of CWC's integration costs, as described below. Excluding the impact of CWC, the organic increase (decrease) in the LiLAC Divisions's SG&A expenses for the
three and six months ended June 30, 2016
would have been 9.4% and (0.6%), respectively.
|
•
|
Increases in personnel costs of $8.7 million or 3.5% and $19.9 million or 4.0%, respectively, primarily due to the net effect of (i) increased staffing levels, primarily in
U.K./Ireland
, Germany, Belgium and, for the six-month comparison, the
European Operations Division
’s central operations, that were only partially offset by decreased staffing levels in the Netherlands and (ii) for the six-month comparison, lower incentive compensation costs in the
European Operations Division
’s central operations;
|
•
|
An increase of $8.4 million during each period due to the release of an accrual recorded during the second quarter of 2015 related to the resolution of a contingency associated with universal service obligations in Belgium;
|
•
|
Increases in outsourced labor and professional fees of $0.9 million or 3.7% and $4.4 million or 7.4%, respectively, primarily due to increased consulting costs, including (i) increases of $2.2 million and $5.3 million, respectively, associated with the integration of
BASE
with our operations in Belgium, (ii) decreases of $1.0 million and $2.0 million, respectively, associated with integration costs incurred during the 2015 periods following the acquisition of
Ziggo
, (iii) decreased costs associated with strategic initiatives in
U.K./Ireland
and (iv) for the six-month comparison, an increase in the
European Operations Division
’s central operations associated with scale initiatives in the areas of information technology and finance;
|
•
|
An increase (decrease) in information technology-related expenses of ($1.0 million) or (3.5%) and $2.6 million or 4.4%, respectively, primarily due to higher software and other information technology related maintenance costs in the
European Operations Division
’s central operations that were partially offset by lower costs in Germany and, for the three-month comparison, Belgium and the Netherlands;
|
•
|
Decreases in sales and marketing costs of $7.2 million or 3.2% and $1.6 million or 0.4%, respectively, primarily due to the net effect of (i) lower costs associated with advertising campaigns, including (a) for the three-month comparison, lower costs primarily in
U.K./Ireland
and Switzerland/Austria that were only partially offset by increases in the Netherlands and the
European Operations Division
’s central operations and (b) for the six-month comparison, lower costs primarily in the Netherlands, Switzerland/Austria and
U.K./Ireland
that were only partially offset by an increase in Belgium, (ii) lower third-party costs in the Netherlands of $2.8 million and $4.0 million, respectively, related to the impact of rebranding costs incurred during the 2015 periods following the acquisition of
Ziggo
and (iii) higher third-party sales commissions, as increases in Germany and
U.K./Ireland
more than offset declines in the Netherlands; and
|
•
|
Net decreases resulting from individually insignificant changes in other SG&A categories.
|
•
|
Decreases in facilities-related costs of $0.2 million or 2.4% and $1.6 million or 8.9%, respectively, primarily due to the net effect of (i) lower facilities maintenance in Chile and (ii) for the three-month comparison, an increase of $0.6 million related to the national gross receipts tax implemented in Puerto Rico. During the second quarter of 2015,
Liberty Puerto Rico
reversed the $0.6 million impact of this tax that was recorded during the first quarter of 2015 after it was determined that the tax would not be continued beyond 2014;
|
•
|
An increase in integration costs of $1.4 million incurred during the second quarter of 2016 to integrate
Columbus
(acquired by
CWC
on March 31, 2015) with
CWC
’s operations. These costs are excluded from the
CWC Acquisition
effect and, accordingly, are included in our organic increases;
|
•
|
Increases in personnel costs of $0.9 million or 5.5% and $1.2 million or 3.8%, respectively, primarily due to increased wages; and
|
•
|
For the three-month comparison, a net increase from individually insignificant changes in other SG&A expense categories.
|
|
Three months ended June 30,
|
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
765.5
|
|
|
$
|
805.6
|
|
|
$
|
(40.1
|
)
|
|
(5.0
|
)
|
|
1.5
|
|
The Netherlands
|
364.1
|
|
|
371.0
|
|
|
(6.9
|
)
|
|
(1.9
|
)
|
|
(4.0
|
)
|
|||
Germany
|
400.3
|
|
|
366.9
|
|
|
33.4
|
|
|
9.1
|
|
|
7.0
|
|
|||
Belgium (a)
|
311.3
|
|
|
260.8
|
|
|
50.5
|
|
|
19.4
|
|
|
5.5
|
|
|||
Switzerland/Austria
|
263.6
|
|
|
259.7
|
|
|
3.9
|
|
|
1.5
|
|
|
3.8
|
|
|||
Total Western Europe
|
2,104.8
|
|
|
2,064.0
|
|
|
40.8
|
|
|
2.0
|
|
|
2.3
|
|
|||
Central and Eastern Europe
|
114.6
|
|
|
118.4
|
|
|
(3.8
|
)
|
|
(3.2
|
)
|
|
(2.2
|
)
|
|||
Central and other
|
(82.1
|
)
|
|
(72.7
|
)
|
|
(9.4
|
)
|
|
(12.9
|
)
|
|
(10.0
|
)
|
|||
Total European Operations Division
|
2,137.3
|
|
|
2,109.7
|
|
|
27.6
|
|
|
1.3
|
|
|
1.8
|
|
|||
Corporate and other
|
(62.7
|
)
|
|
(52.3
|
)
|
|
(10.4
|
)
|
|
(19.9
|
)
|
|
(18.5
|
)
|
|||
Total Liberty Global Group
|
2,074.6
|
|
|
2,057.4
|
|
|
17.2
|
|
|
0.8
|
|
|
1.2
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
101.0
|
|
|
—
|
|
|
101.0
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
81.8
|
|
|
87.6
|
|
|
(5.8
|
)
|
|
(6.6
|
)
|
|
2.4
|
|
|||
Puerto Rico (c)
|
50.0
|
|
|
40.8
|
|
|
9.2
|
|
|
22.5
|
|
|
7.5
|
|
|||
Total LiLAC Division (d)
|
232.8
|
|
|
128.4
|
|
|
104.4
|
|
|
81.3
|
|
|
0.2
|
|
|||
Corporate and other
|
(1.7
|
)
|
|
(0.8
|
)
|
|
(0.9
|
)
|
|
(112.5
|
)
|
|
(112.5
|
)
|
|||
Total LiLAC Group
|
231.1
|
|
|
127.6
|
|
|
103.5
|
|
|
81.1
|
|
|
(0.5
|
)
|
|||
Total
|
$
|
2,305.7
|
|
|
$
|
2,185.0
|
|
|
$
|
120.7
|
|
|
5.5
|
|
|
1.1
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
European Operations Division:
|
|
|
|
|
|
|
|
|
|
||||||||
U.K./Ireland
|
$
|
1,510.1
|
|
|
$
|
1,568.9
|
|
|
$
|
(58.8
|
)
|
|
(3.7
|
)
|
|
2.4
|
|
The Netherlands
|
732.0
|
|
|
738.9
|
|
|
(6.9
|
)
|
|
(0.9
|
)
|
|
(0.9
|
)
|
|||
Germany
|
779.7
|
|
|
730.9
|
|
|
48.8
|
|
|
6.7
|
|
|
6.7
|
|
|||
Belgium (a)
|
581.1
|
|
|
507.8
|
|
|
73.3
|
|
|
14.4
|
|
|
4.9
|
|
|||
Switzerland/Austria
|
521.7
|
|
|
508.5
|
|
|
13.2
|
|
|
2.6
|
|
|
5.8
|
|
|||
Total Western Europe
|
4,124.6
|
|
|
4,055.0
|
|
|
69.6
|
|
|
1.7
|
|
|
3.3
|
|
|||
Central and Eastern Europe
|
225.5
|
|
|
236.5
|
|
|
(11.0
|
)
|
|
(4.7
|
)
|
|
(2.6
|
)
|
|||
Central and other
|
(166.4
|
)
|
|
(140.6
|
)
|
|
(25.8
|
)
|
|
(18.3
|
)
|
|
(17.9
|
)
|
|||
Total European Operations Division
|
4,183.7
|
|
|
4,150.9
|
|
|
32.8
|
|
|
0.8
|
|
|
2.5
|
|
|||
Corporate and other
|
(115.5
|
)
|
|
(104.4
|
)
|
|
(11.1
|
)
|
|
(10.6
|
)
|
|
(7.7
|
)
|
|||
Total Liberty Global Group
|
4,068.2
|
|
|
4,046.5
|
|
|
21.7
|
|
|
0.5
|
|
|
2.3
|
|
|||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Division:
|
|
|
|
|
|
|
|
|
|
||||||||
CWC (b)
|
101.0
|
|
|
—
|
|
|
101.0
|
|
|
N.M.
|
|
|
N.M.
|
|
|||
Chile
|
158.1
|
|
|
163.6
|
|
|
(5.5
|
)
|
|
(3.4
|
)
|
|
7.3
|
|
|||
Puerto Rico (c)
|
96.8
|
|
|
74.3
|
|
|
22.5
|
|
|
30.3
|
|
|
9.6
|
|
|||
Total LiLAC Division (d)
|
355.9
|
|
|
237.9
|
|
|
118.0
|
|
|
49.6
|
|
|
6.0
|
|
|||
Corporate and other
|
(2.9
|
)
|
|
(2.1
|
)
|
|
(0.8
|
)
|
|
(38.1
|
)
|
|
(38.1
|
)
|
|||
Total LiLAC Group
|
353.0
|
|
|
235.8
|
|
|
117.2
|
|
|
49.7
|
|
|
5.7
|
|
|||
Total
|
$
|
4,421.2
|
|
|
$
|
4,282.3
|
|
|
$
|
138.9
|
|
|
3.2
|
|
|
2.5
|
|
(a)
|
The amounts presented for the 2016 periods include the post-acquisition
Adjusted OIBDA
of
BASE
, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for the 2016 periods reflect the post-acquisition
Adjusted OIBDA
of
CWC
, which was acquired on May 16, 2016.
|
(c)
|
The amounts presented for the 2015 periods exclude the pre-acquisition
Adjusted OIBDA
of
Choice
, which was acquired on
June 3, 2015
.
|
(d)
|
As further described under
Results of Operations
above, our estimate of the impact of an acquisition may be adjusted for certain items to arrive at organic growth. In this regard, the organic increases in the
Adjusted OIBDA
of the LiLAC Division include the impact of CWC's integration costs. Excluding the impact of CWC, the organic increase in the LiLAC Division’s
Adjusted OIBDA
for the
three and six months ended June 30, 2016
would have been 4.0% and 8.0%, respectively.
|
|
Three months ended June 30,
|
|
Six months ended
June 30, |
||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
%
|
||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
European Operations Division:
|
|
|
|
|
|
|
|
U.K./Ireland
|
44.6
|
|
45.8
|
|
44.4
|
|
45.2
|
The Netherlands
|
53.6
|
|
54.2
|
|
54.3
|
|
53.1
|
Germany
|
62.2
|
|
62.1
|
|
61.9
|
|
61.5
|
Belgium
|
44.0
|
|
52.1
|
|
44.1
|
|
50.6
|
Switzerland/Austria
|
59.0
|
|
57.9
|
|
59.3
|
|
57.3
|
Total Western Europe
|
50.2
|
|
51.8
|
|
50.2
|
|
51.1
|
Central and Eastern Europe
|
41.8
|
|
44.3
|
|
41.8
|
|
44.2
|
Total European Operations Division
|
47.8
|
|
49.6
|
|
47.8
|
|
49.0
|
LiLAC Group:
|
|
|
|
|
|
|
|
LiLAC Division:
|
|
|
|
|
|
|
|
CWC
|
35.4
|
|
N.M.
|
|
35.4
|
|
N.M.
|
Chile
|
38.8
|
|
39.7
|
|
38.5
|
|
38.1
|
Puerto Rico
|
46.8
|
|
45.0
|
|
45.9
|
|
43.8
|
Total LiLAC Division
|
38.6
|
|
41.2
|
|
39.2
|
|
39.7
|
|
Three months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Subscription revenue (a):
|
|
|
|
|
|
|
|
|
|
||||||||
Video
|
$
|
1,614.0
|
|
|
$
|
1,605.0
|
|
|
$
|
9.0
|
|
|
0.6
|
|
|
0.5
|
|
Broadband internet
|
1,361.8
|
|
|
1,271.0
|
|
|
90.8
|
|
|
7.1
|
|
|
7.0
|
|
|||
Fixed-line telephony
|
781.4
|
|
|
798.8
|
|
|
(17.4
|
)
|
|
(2.2
|
)
|
|
(1.8
|
)
|
|||
Cable subscription revenue
|
3,757.2
|
|
|
3,674.8
|
|
|
82.4
|
|
|
2.2
|
|
|
2.2
|
|
|||
Mobile (b)
|
435.3
|
|
|
261.2
|
|
|
174.1
|
|
|
66.7
|
|
|
(3.4
|
)
|
|||
Total subscription revenue
|
4,192.5
|
|
|
3,936.0
|
|
|
256.5
|
|
|
6.5
|
|
|
1.8
|
|
|||
B2B revenue (c)
|
502.7
|
|
|
385.0
|
|
|
117.7
|
|
|
30.6
|
|
|
4.3
|
|
|||
Other revenue (b) (d)
|
378.9
|
|
|
245.5
|
|
|
133.4
|
|
|
54.3
|
|
|
20.3
|
|
|||
Total
|
$
|
5,074.1
|
|
|
$
|
4,566.5
|
|
|
$
|
507.6
|
|
|
11.1
|
|
|
3.1
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Subscription revenue (a):
|
|
|
|
|
|
|
|
|
|
||||||||
Video
|
$
|
3,181.7
|
|
|
$
|
3,210.8
|
|
|
$
|
(29.1
|
)
|
|
(0.9
|
)
|
|
0.6
|
|
Broadband internet
|
2,642.7
|
|
|
2,503.9
|
|
|
138.8
|
|
|
5.5
|
|
|
7.0
|
|
|||
Fixed-line telephony
|
1,533.5
|
|
|
1,595.0
|
|
|
(61.5
|
)
|
|
(3.9
|
)
|
|
(1.7
|
)
|
|||
Cable subscription revenue
|
7,357.9
|
|
|
7,309.7
|
|
|
48.2
|
|
|
0.7
|
|
|
2.3
|
|
|||
Mobile (b)
|
728.5
|
|
|
512.9
|
|
|
215.6
|
|
|
42.0
|
|
|
(1.9
|
)
|
|||
Total subscription revenue
|
8,086.4
|
|
|
7,822.6
|
|
|
263.8
|
|
|
3.4
|
|
|
2.0
|
|
|||
B2B revenue (c)
|
890.5
|
|
|
762.9
|
|
|
127.6
|
|
|
16.7
|
|
|
4.4
|
|
|||
Other revenue (b) (d)
|
685.2
|
|
|
497.9
|
|
|
187.3
|
|
|
37.6
|
|
|
17.5
|
|
|||
Total
|
$
|
9,662.1
|
|
|
$
|
9,083.4
|
|
|
$
|
578.7
|
|
|
6.4
|
|
|
3.1
|
|
(a)
|
Subscription revenue includes amounts received from subscribers for ongoing services, excluding installation fees and late fees. Subscription revenue from subscribers who purchase bundled services at a discounted rate is generally allocated proportionally to each service based on the standalone price for each individual service. As a result, changes in the standalone pricing of our cable and mobile products or the composition of bundles can contribute to changes in our product revenue categories from period to period.
|
(b)
|
Mobile subscription revenue excludes mobile interconnect revenue of
$77.7 million
and
$53.1 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$142.7 million
and
$107.5 million
during the
six months ended
|
(c)
|
B2B
revenue includes revenue from business broadband internet, video, voice, mobile and data services offered to medium to large enterprises and, on a wholesale basis, to other operators. We also provide services to certain
SOHO
subscribers.
SOHO
subscribers pay a premium price to receive expanded service levels along with video, broadband internet, fixed-line telephony or mobile services that are the same or similar to the mass marketed products offered to our residential subscribers. Revenue from
SOHO
subscribers, which is included in cable subscription revenue, aggregated
$93.8 million
and
$67.4 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$180.6 million
and
$130.0 million
during the
six months ended June 30, 2016
and
2015
, respectively. On an organic basis, our total
B2B
revenue, including revenue from
SOHO
subscribers, increased 9.1% and 9.3% for the
three and six months ended June 30, 2016
, respectively, as compared to the corresponding prior-year periods. A portion of the increase in our
SOHO
revenue is attributable to the conversion of our residential subscribers to
SOHO
subscribers.
|
(d)
|
Other revenue includes, among other items,
interconnect, mobile handset sales, channel carriage fee and installation revenue
.
|
|
Three months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
Subscription revenue:
|
|
|
|
|
|
|
|
|
|
||||||||
Video
|
$
|
1,456.2
|
|
|
$
|
1,470.0
|
|
|
$
|
(13.8
|
)
|
|
(0.9
|
)
|
|
0.2
|
|
Broadband internet
|
1,224.7
|
|
|
1,170.3
|
|
|
54.4
|
|
|
4.6
|
|
|
6.6
|
|
|||
Fixed-line telephony
|
729.8
|
|
|
754.8
|
|
|
(25.0
|
)
|
|
(3.3
|
)
|
|
(1.1
|
)
|
|||
Cable subscription revenue
|
3,410.7
|
|
|
3,395.1
|
|
|
15.6
|
|
|
0.5
|
|
|
2.1
|
|
|||
Mobile (a)
|
333.0
|
|
|
252.0
|
|
|
81.0
|
|
|
32.1
|
|
|
(4.1
|
)
|
|||
Total subscription revenue
|
3,743.7
|
|
|
3,647.1
|
|
|
96.6
|
|
|
2.6
|
|
|
1.7
|
|
|||
B2B revenue (b)
|
399.1
|
|
|
383.3
|
|
|
15.8
|
|
|
4.1
|
|
|
3.9
|
|
|||
Other revenue
|
328.4
|
|
|
224.7
|
|
|
103.7
|
|
|
46.2
|
|
|
23.0
|
|
|||
Total Liberty Global Group
|
$
|
4,471.2
|
|
|
$
|
4,255.1
|
|
|
$
|
216.1
|
|
|
5.1
|
|
|
3.0
|
|
|
Six months ended
June 30, |
|
Increase (decrease)
|
|
Organic increase (decrease)
|
||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
||||||||
|
in millions
|
|
|
|
|
||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
||||||||
Subscription revenue:
|
|
|
|
|
|
|
|
|
|
||||||||
Video
|
$
|
2,894.0
|
|
|
$
|
2,948.6
|
|
|
$
|
(54.6
|
)
|
|
(1.9
|
)
|
|
0.4
|
|
Broadband internet
|
2,398.4
|
|
|
2,309.8
|
|
|
88.6
|
|
|
3.8
|
|
|
6.7
|
|
|||
Fixed-line telephony
|
1,446.3
|
|
|
1,509.4
|
|
|
(63.1
|
)
|
|
(4.2
|
)
|
|
(1.2
|
)
|
|||
Cable subscription revenue
|
6,738.7
|
|
|
6,767.8
|
|
|
(29.1
|
)
|
|
(0.4
|
)
|
|
2.2
|
|
|||
Mobile (a)
|
617.3
|
|
|
495.6
|
|
|
121.7
|
|
|
24.6
|
|
|
(2.6
|
)
|
|||
Total subscription revenue
|
7,356.0
|
|
|
7,263.4
|
|
|
92.6
|
|
|
1.3
|
|
|
1.8
|
|
|||
B2B revenue (b)
|
783.1
|
|
|
759.8
|
|
|
23.3
|
|
|
3.1
|
|
|
3.9
|
|
|||
Other revenue
|
616.2
|
|
|
461.0
|
|
|
155.2
|
|
|
33.7
|
|
|
18.8
|
|
|||
Total Liberty Global Group
|
$
|
8,755.3
|
|
|
$
|
8,484.2
|
|
|
$
|
271.1
|
|
|
3.2
|
|
|
3.0
|
|
(a)
|
Mobile subscription revenue excludes mobile interconnect revenue of
$65.1 million
and
$52.1 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$129.2 million
and
$105.7 million
during the
six months ended June 30, 2016
and
2015
, respectively. Mobile interconnect revenue and revenue from mobile handset sales are included in other revenue.
|
(b)
|
Revenue from
SOHO
subscribers, which is included in cable subscription revenue, aggregated
$86.5 million
and
$62.4 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$167.7 million
and
$120.5 million
during the
six months ended June 30, 2016
and
2015
, respectively. On an organic basis,
Liberty Global Group
’s total
B2B
revenue, including revenue from
SOHO
subscribers, increased 8.8% and 9.0% for the
three and six months ended June 30, 2016
, respectively, as compared to the corresponding prior-year periods.
|
|
Three months ended
June 30, |
|
Increase
|
|
Organic increase (decrease)
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
|||||||
|
in millions
|
|
|
|
|
|||||||||||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Video
|
$
|
157.8
|
|
|
$
|
135.0
|
|
|
$
|
22.8
|
|
|
16.9
|
|
3.0
|
|
Broadband internet
|
137.1
|
|
|
100.7
|
|
|
36.4
|
|
|
36.1
|
|
10.9
|
|
|||
Fixed-line telephony
|
51.6
|
|
|
44.0
|
|
|
7.6
|
|
|
17.3
|
|
(12.6
|
)
|
|||
Cable subscription revenue
|
346.5
|
|
|
279.7
|
|
|
66.8
|
|
|
23.9
|
|
3.4
|
|
|||
Mobile (a)
|
102.3
|
|
|
9.2
|
|
|
93.1
|
|
|
N.M.
|
|
15.6
|
|
|||
Total subscription revenue
|
448.8
|
|
|
288.9
|
|
|
159.9
|
|
|
55.3
|
|
3.8
|
|
|||
B2B revenue (b)
|
103.6
|
|
|
1.7
|
|
|
101.9
|
|
|
N.M.
|
|
107.3
|
|
|||
Other revenue
|
50.5
|
|
|
20.8
|
|
|
29.7
|
|
|
142.8
|
|
(8.7
|
)
|
|||
Total LiLAC Group
|
$
|
602.9
|
|
|
$
|
311.4
|
|
|
$
|
291.5
|
|
|
93.6
|
|
3.5
|
|
|
Six months ended
June 30, |
|
Increase
|
|
Organic increase (decrease)
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
%
|
|||||||
|
in millions
|
|
|
|
|
|||||||||||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Video
|
$
|
287.7
|
|
|
$
|
262.2
|
|
|
$
|
25.5
|
|
|
9.7
|
|
3.5
|
|
Broadband internet
|
244.3
|
|
|
194.1
|
|
|
50.2
|
|
|
25.9
|
|
11.1
|
|
|||
Fixed-line telephony
|
87.2
|
|
|
85.6
|
|
|
1.6
|
|
|
1.9
|
|
(10.2
|
)
|
|||
Cable subscription revenue
|
619.2
|
|
|
541.9
|
|
|
77.3
|
|
|
14.3
|
|
4.0
|
|
|||
Mobile (a)
|
111.2
|
|
|
17.3
|
|
|
93.9
|
|
|
N.M.
|
|
19.3
|
|
|||
Total subscription revenue
|
730.4
|
|
|
559.2
|
|
|
171.2
|
|
|
30.6
|
|
4.5
|
|
|||
B2B revenue (b)
|
107.4
|
|
|
3.1
|
|
|
104.3
|
|
|
N.M.
|
|
118.0
|
|
|||
Other revenue
|
69.0
|
|
|
36.9
|
|
|
32.1
|
|
|
87.0
|
|
0.8
|
|
|||
Total LiLAC Group
|
$
|
906.8
|
|
|
$
|
599.2
|
|
|
$
|
307.6
|
|
|
51.3
|
|
4.9
|
|
(a)
|
Mobile subscription revenue excludes mobile interconnect revenue of
$12.6 million
and
$1.0 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$13.5 million
and
$1.8 million
during the
six months ended June
|
(b)
|
Revenue from
SOHO
subscribers, which is included in cable subscription revenue, aggregated
$7.3 million
and
$5.0 million
during the
three months ended June 30, 2016
and
2015
, respectively, and
$12.9 million
and
$9.5 million
during the
six months ended June 30, 2016
and
2015
, respectively. On an organic basis,
LiLAC Group
’s total
B2B
revenue, including revenue from
SOHO
subscribers, increased 31.9% and 29.5% for the
three and six months ended June 30, 2016
, respectively, as compared to the corresponding prior-year periods.
|
|
Three months ended
June 30, |
|
Six months ended June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
Liberty Global:
|
|
|
|
|
|
|
|
||||||||
Performance-based incentive awards (a)
|
$
|
35.8
|
|
|
$
|
28.5
|
|
|
$
|
76.9
|
|
|
$
|
70.6
|
|
Other share-based incentive awards
|
33.1
|
|
|
25.1
|
|
|
58.5
|
|
|
50.5
|
|
||||
Total Liberty Global
|
68.9
|
|
|
53.6
|
|
|
135.4
|
|
|
121.1
|
|
||||
Telenet share-based incentive awards
|
3.6
|
|
|
2.4
|
|
|
4.6
|
|
|
5.6
|
|
||||
Other
|
2.1
|
|
|
0.6
|
|
|
3.6
|
|
|
1.3
|
|
||||
Total
|
$
|
74.6
|
|
|
$
|
56.6
|
|
|
$
|
143.6
|
|
|
$
|
128.0
|
|
Included in:
|
|
|
|
|
|
|
|
||||||||
Operating expense:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
1.1
|
|
|
$
|
1.1
|
|
|
$
|
1.6
|
|
|
$
|
1.8
|
|
LiLAC Group
|
0.3
|
|
|
0.3
|
|
|
0.5
|
|
|
0.3
|
|
||||
Total operating expense
|
1.4
|
|
|
1.4
|
|
|
2.1
|
|
|
2.1
|
|
||||
SG&A expense:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
70.3
|
|
|
53.9
|
|
|
137.0
|
|
|
125.7
|
|
||||
LiLAC Group
|
2.9
|
|
|
1.3
|
|
|
4.5
|
|
|
0.2
|
|
||||
Total SG&A expense
|
73.2
|
|
|
55.2
|
|
|
141.5
|
|
|
125.9
|
|
||||
Total
|
$
|
74.6
|
|
|
$
|
56.6
|
|
|
$
|
143.6
|
|
|
$
|
128.0
|
|
(a)
|
Includes share-based compensation expense related to (i)
Liberty Global
PSU
s, including the
2016 PSUs
, (ii) the
Challenge Performance Awards
and (iii) the
PGUs
.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
69.7
|
|
|
$
|
19.9
|
|
|
$
|
88.4
|
|
|
$
|
31.8
|
|
LiLAC Group
|
120.6
|
|
|
5.8
|
|
|
126.3
|
|
|
10.9
|
|
||||
Total
|
$
|
190.3
|
|
|
$
|
25.7
|
|
|
$
|
214.7
|
|
|
$
|
42.7
|
|
|
Three months ended June 30,
|
|
Increase
|
||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
||||||
|
in millions
|
|
|
||||||||||
|
|
|
|
|
|
|
|
||||||
Liberty Global Group
|
$
|
580.8
|
|
|
$
|
560.6
|
|
|
$
|
20.2
|
|
|
3.6
|
LiLAC Group
|
76.4
|
|
|
40.3
|
|
|
36.1
|
|
|
89.6
|
|||
Inter-group eliminations
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
N.M.
|
|||
Total
|
$
|
657.1
|
|
|
$
|
600.8
|
|
|
$
|
56.3
|
|
|
9.4
|
|
Six months ended
June 30, |
|
Increase
|
||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
||||||
|
in millions
|
|
|
||||||||||
|
|
|
|
|
|
|
|
||||||
Liberty Global Group
|
$
|
1,146.0
|
|
|
$
|
1,138.2
|
|
|
$
|
7.8
|
|
|
0.7
|
LiLAC Group
|
130.5
|
|
|
78.8
|
|
|
51.7
|
|
|
65.6
|
|||
Inter-group eliminations
|
(0.1
|
)
|
|
(0.3
|
)
|
|
0.2
|
|
|
N.M.
|
|||
Total
|
$
|
1,276.4
|
|
|
$
|
1,216.7
|
|
|
$
|
59.7
|
|
|
4.9
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Cross-currency and interest rate derivative contracts:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
699.8
|
|
|
$
|
(547.7
|
)
|
|
$
|
64.4
|
|
|
$
|
114.6
|
|
LiLAC Group
|
(43.6
|
)
|
|
(0.6
|
)
|
|
(181.2
|
)
|
|
77.6
|
|
||||
Total cross-currency and interest rate derivative contracts (a)
|
656.2
|
|
|
(548.3
|
)
|
|
(116.8
|
)
|
|
192.2
|
|
||||
Equity-related derivative instruments – Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
ITV Collar
|
308.3
|
|
|
(53.5
|
)
|
|
513.7
|
|
|
(158.9
|
)
|
||||
Sumitomo Collar
|
66.3
|
|
|
(61.8
|
)
|
|
135.0
|
|
|
(71.9
|
)
|
||||
Lionsgate Forward
|
3.3
|
|
|
—
|
|
|
22.0
|
|
|
—
|
|
||||
Other
|
0.5
|
|
|
0.5
|
|
|
0.9
|
|
|
1.1
|
|
||||
Total equity-related derivative instruments (b)
|
378.4
|
|
|
(114.8
|
)
|
|
671.6
|
|
|
(229.7
|
)
|
||||
Foreign currency forward contracts:
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
19.8
|
|
|
(18.1
|
)
|
|
(1.9
|
)
|
|
(27.4
|
)
|
||||
LiLAC Group
|
(1.8
|
)
|
|
1.8
|
|
|
(8.9
|
)
|
|
3.0
|
|
||||
Total foreign currency forward contracts
|
18.0
|
|
|
(16.3
|
)
|
|
(10.8
|
)
|
|
(24.4
|
)
|
||||
Other – Liberty Global Group
|
(0.6
|
)
|
|
(0.3
|
)
|
|
(0.7
|
)
|
|
0.7
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total Liberty Global Group
|
1,097.4
|
|
|
(680.9
|
)
|
|
733.4
|
|
|
(141.8
|
)
|
||||
Total LiLAC Group
|
(45.4
|
)
|
|
1.2
|
|
|
(190.1
|
)
|
|
80.6
|
|
||||
Total
|
$
|
1,052.0
|
|
|
$
|
(679.7
|
)
|
|
$
|
543.3
|
|
|
$
|
(61.2
|
)
|
(a)
|
The gain
during the
2016
three-month period
is primarily attributable to the net effect of (i) gains associated with decreases in the values of the British pound sterling and euro relative to the
U.S.
dollar, (ii) losses associated with decreases in market interest rates in the British pound sterling and euro markets and (iii) gains associated with decreases in market interest rates in the
U.S.
dollar market. The loss during the
2016
six-month period
is primarily attributable to the net effect of (a) losses associated with decreases in market interest rates in the British pound sterling, euro and Chilean peso markets, (b) gains associated with a decrease in the value of the British pound sterling relative to the
U.S.
dollar, (c) gains associated with decreases in market interest rates in the
U.S.
dollar market and (d) losses associated with increases in the values of the Chilean peso and euro relative to the
U.S.
dollar. In addition, the gain (loss) during the
2016
periods include a net gain (loss) of (
$14.3 million
) and
$7.1 million
, respectively, resulting from changes in our credit risk valuation adjustments. The loss during the
2015
three-month period
is primarily attributable to the net effect of (1) losses associated with increases in the values of the euro and British pound sterling relative to the
U.S.
dollar, (2) gains associated with increases in market interest rates in the euro and British pound sterling markets and (3) losses associated with increases in market interest rates in the
U.S.
dollar market. The gain during the
2015
six-month period
is primarily attributable to the net effect of (I) gains associated with decreases in the values of the euro, Chilean peso and British pound sterling relative to the
U.S.
dollar, (II) losses associated with decreases in the values of the euro and
U.S.
dollar relative to the Swiss franc and (III) gains associated with increases in market interest rates in the euro and British pound sterling markets. In addition, the gain (loss) during the
2015
periods include net gains of
$77.2 million
and
$60.3 million
, respectively, resulting from changes in our credit risk valuation adjustments.
|
(b)
|
For information concerning the factors that impact the valuations of our equity-related derivative instruments, see note
5
to our condensed consolidated financial statements.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
||||||||
U.S. dollar denominated debt issued by British pound sterling functional currency entities
|
$
|
(443.4
|
)
|
|
$
|
239.2
|
|
|
$
|
(570.5
|
)
|
|
$
|
81.6
|
|
Intercompany payables and receivables denominated in a currency other than the entity’s functional currency (a)
|
243.6
|
|
|
(17.0
|
)
|
|
443.7
|
|
|
(135.4
|
)
|
||||
British pound sterling denominated debt issued by a U.S. dollar functional currency entity
|
118.4
|
|
|
(37.9
|
)
|
|
153.8
|
|
|
(6.3
|
)
|
||||
Yen denominated debt issued by a U.S. dollar functional currency entity
|
(64.4
|
)
|
|
13.9
|
|
|
(118.5
|
)
|
|
14.5
|
|
||||
U.S. dollar denominated debt issued by euro functional currency entities
|
(195.6
|
)
|
|
214.4
|
|
|
91.3
|
|
|
(585.7
|
)
|
||||
Euro denominated debt issued by British pound sterling functional currency entities
|
(28.4
|
)
|
|
9.8
|
|
|
(63.5
|
)
|
|
27.7
|
|
||||
Cash and restricted cash denominated in a currency other than the entity’s functional currency
|
43.5
|
|
|
(68.2
|
)
|
|
(14.4
|
)
|
|
(15.2
|
)
|
||||
Other
|
(9.2
|
)
|
|
17.5
|
|
|
(6.0
|
)
|
|
(2.7
|
)
|
||||
Total Liberty Global Group
|
(335.5
|
)
|
|
371.7
|
|
|
(84.1
|
)
|
|
(621.5
|
)
|
||||
LiLAC Group:
|
|
|
|
|
|
|
|
||||||||
U.S. dollar denominated debt issued by a Chilean peso functional currency entity
|
18.6
|
|
|
(30.2
|
)
|
|
105.1
|
|
|
(71.3
|
)
|
||||
British pound sterling denominated debt issued by a U.S. dollar functional currency entity
|
12.7
|
|
|
—
|
|
|
12.7
|
|
|
—
|
|
||||
Other
|
6.1
|
|
|
(1.1
|
)
|
|
7.2
|
|
|
(2.4
|
)
|
||||
Total LiLAC Group
|
37.4
|
|
|
(31.3
|
)
|
|
125.0
|
|
|
(73.7
|
)
|
||||
Total
|
$
|
(298.1
|
)
|
|
$
|
340.4
|
|
|
$
|
40.9
|
|
|
$
|
(695.2
|
)
|
(a)
|
Amounts primarily relate to (i) loans between certain of our non-operating and operating subsidiaries in Europe, which generally are denominated in the currency of the applicable operating subsidiary, and (ii) loans between certain of our non-operating subsidiaries in the
U.S.
and Europe.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Investments:
|
|
|
|
|
|
|
|
||||||||
ITV
|
$
|
(433.4
|
)
|
|
$
|
100.4
|
|
|
$
|
(673.9
|
)
|
|
$
|
204.5
|
|
Lionsgate
|
(8.1
|
)
|
|
—
|
|
|
(60.8
|
)
|
|
—
|
|
||||
Sumitomo
|
(0.6
|
)
|
|
43.1
|
|
|
(17.9
|
)
|
|
59.2
|
|
||||
Other, net (a)
|
52.7
|
|
|
(32.7
|
)
|
|
95.0
|
|
|
(1.5
|
)
|
||||
Debt
|
13.0
|
|
|
—
|
|
|
13.0
|
|
|
—
|
|
||||
Total
|
$
|
(376.4
|
)
|
|
$
|
110.8
|
|
|
$
|
(644.6
|
)
|
|
$
|
262.2
|
|
(a)
|
Most of the gains during the
three and six months ended June 30, 2016
relate to an investment that we expect to sell during the second half of 2016.
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
(21.1
|
)
|
|
$
|
(73.8
|
)
|
|
$
|
(25.4
|
)
|
|
$
|
(348.3
|
)
|
LiLAC Group
|
1.5
|
|
|
—
|
|
|
1.5
|
|
|
—
|
|
||||
Total
|
$
|
(19.6
|
)
|
|
$
|
(73.8
|
)
|
|
$
|
(23.9
|
)
|
|
$
|
(348.3
|
)
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
(23.0
|
)
|
|
$
|
(2.0
|
)
|
|
$
|
30.0
|
|
|
$
|
(2.6
|
)
|
LiLAC Group
|
(0.4
|
)
|
|
0.4
|
|
|
(0.1
|
)
|
|
0.2
|
|
||||
Inter-group eliminations
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.3
|
)
|
||||
Total
|
$
|
(23.5
|
)
|
|
$
|
(1.7
|
)
|
|
$
|
29.8
|
|
|
$
|
(2.7
|
)
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
(45.5
|
)
|
|
$
|
(131.4
|
)
|
|
$
|
(8.6
|
)
|
|
$
|
(37.6
|
)
|
LiLAC Group
|
(10.5
|
)
|
|
1.4
|
|
|
1.5
|
|
|
(14.5
|
)
|
||||
Total
|
$
|
(56.0
|
)
|
|
$
|
(130.0
|
)
|
|
$
|
(7.1
|
)
|
|
$
|
(52.1
|
)
|
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Liberty Global Group
|
$
|
223.8
|
|
|
$
|
(407.2
|
)
|
|
$
|
(110.0
|
)
|
|
$
|
(963.3
|
)
|
LiLAC Group
|
(114.7
|
)
|
|
(2.7
|
)
|
|
(153.6
|
)
|
|
31.7
|
|
||||
Total
|
$
|
109.1
|
|
|
$
|
(409.9
|
)
|
|
$
|
(263.6
|
)
|
|
$
|
(931.6
|
)
|
Cash and cash equivalents held by:
|
|
||
Liberty Global and unrestricted subsidiaries:
|
|
||
Liberty Global (a)
|
$
|
6.9
|
|
Unrestricted subsidiaries:
|
|
||
Liberty Global Group (b) (c)
|
657.5
|
|
|
LiLAC Group (d)
|
64.4
|
|
|
Total Liberty Global and unrestricted subsidiaries
|
728.8
|
|
|
Borrowing groups (e):
|
|
||
CWC (f)
|
248.2
|
|
|
VTR Finance
|
117.6
|
|
|
Liberty Puerto Rico
|
70.4
|
|
|
UPC Holding
|
60.7
|
|
|
Virgin Media (c)
|
37.1
|
|
|
Telenet
|
18.0
|
|
|
Ziggo Group Holding
|
5.2
|
|
|
Unitymedia
|
0.3
|
|
|
Total borrowing groups
|
557.5
|
|
|
Total cash and cash equivalents
|
$
|
1,286.3
|
|
|
|
||
Liberty Global Group
|
$
|
785.7
|
|
LiLAC Group
|
500.6
|
|
|
Total cash and cash equivalents
|
$
|
1,286.3
|
|
(a)
|
Represents the amount held by
Liberty Global
on a standalone basis, which is attributed to the
Liberty Global Group
.
|
(b)
|
Represents the aggregate amount held by subsidiaries attributed to the
Liberty Global Group
that are outside of our borrowing groups.
|
(c)
|
The
Virgin Media
borrowing group includes certain subsidiaries of
Virgin Media
, but excludes
Virgin Media
. The
$0.6 million
of cash and cash equivalents held by
Virgin Media
is included in the amount shown for the
Liberty Global Group
’s unrestricted subsidiaries.
|
(d)
|
Represents the aggregate amount held by subsidiaries attributed to the
LiLAC Group
that are outside of our borrowing groups.
|
(e)
|
Except as otherwise noted, represents the aggregate amounts held by the parent entity and restricted subsidiaries of our borrowing groups.
|
(f)
|
Amount includes $71.7 million held by
Columbus
and its subsidiaries, which together constitute a separate borrowing group within
CWC
.
|
|
Six months ended
|
|
|
||||||||
|
June 30,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
2,666.6
|
|
|
$
|
2,685.8
|
|
|
$
|
(19.2
|
)
|
Net cash used by investing activities
|
(2,568.0
|
)
|
|
(1,692.1
|
)
|
|
(875.9
|
)
|
|||
Net cash provided (used) by financing activities
|
168.0
|
|
|
(1,332.5
|
)
|
|
1,500.5
|
|
|||
Effect of exchange rate changes on cash
|
37.6
|
|
|
(0.2
|
)
|
|
37.8
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
$
|
304.2
|
|
|
$
|
(339.0
|
)
|
|
$
|
643.2
|
|
|
Six months ended
|
|
|
||||||||
|
June 30,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities:
|
|
|
|
|
|
||||||
Liberty Global Group
|
$
|
2,560.8
|
|
|
$
|
2,552.1
|
|
|
$
|
8.7
|
|
LiLAC Group
|
105.8
|
|
|
133.7
|
|
|
(27.9
|
)
|
|||
Total
|
$
|
2,666.6
|
|
|
$
|
2,685.8
|
|
|
$
|
(19.2
|
)
|
|
Six months ended
|
|
|
||||||||
|
June 30,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash used by investing activities:
|
|
|
|
|
|
||||||
Liberty Global Group
|
$
|
(2,402.9
|
)
|
|
$
|
(1,418.5
|
)
|
|
$
|
(984.4
|
)
|
LiLAC Group
|
(170.8
|
)
|
|
(380.9
|
)
|
|
210.1
|
|
|||
Inter-group eliminations
|
5.7
|
|
|
107.3
|
|
|
(101.6
|
)
|
|||
Total
|
$
|
(2,568.0
|
)
|
|
$
|
(1,692.1
|
)
|
|
$
|
(875.9
|
)
|
|
Six months ended June 30,
|
||||||||||||||||||||||
|
2016
|
|
2015
|
||||||||||||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Total
|
|
Liberty Global Group
|
|
LiLAC Group
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property and equipment additions
|
$
|
2,024.0
|
|
|
$
|
204.9
|
|
|
$
|
2,228.9
|
|
|
$
|
1,839.6
|
|
|
$
|
125.9
|
|
|
$
|
1,965.5
|
|
Assets acquired under capital-related vendor financing arrangements
|
(929.4
|
)
|
|
(17.0
|
)
|
|
(946.4
|
)
|
|
(675.9
|
)
|
|
—
|
|
|
(675.9
|
)
|
||||||
Assets acquired under capital leases
|
(41.6
|
)
|
|
(0.2
|
)
|
|
(41.8
|
)
|
|
(74.5
|
)
|
|
—
|
|
|
(74.5
|
)
|
||||||
Changes in current liabilities related to capital expenditures
|
41.5
|
|
|
(6.1
|
)
|
|
35.4
|
|
|
61.8
|
|
|
(14.5
|
)
|
|
47.3
|
|
||||||
Capital expenditures
|
$
|
1,094.5
|
|
|
$
|
181.6
|
|
|
$
|
1,276.1
|
|
|
$
|
1,151.0
|
|
|
$
|
111.4
|
|
|
$
|
1,262.4
|
|
|
Six months ended
|
|
|
||||||||
|
June 30,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided (used) by financing activities:
|
|
|
|
|
|
||||||
Liberty Global Group
|
$
|
(109.2
|
)
|
|
$
|
(1,601.5
|
)
|
|
$
|
1,492.3
|
|
LiLAC Group
|
282.9
|
|
|
376.3
|
|
|
(93.4
|
)
|
|||
Inter-group eliminations
|
(5.7
|
)
|
|
(107.3
|
)
|
|
101.6
|
|
|||
Total
|
$
|
168.0
|
|
|
$
|
(1,332.5
|
)
|
|
$
|
1,500.5
|
|
|
Six months ended June 30,
|
||||||||||||||||||||||
|
2016
|
|
2015
|
||||||||||||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Total
|
|
Liberty Global Group
|
|
LiLAC Group
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net cash provided by operating activities
|
$
|
2,560.8
|
|
|
$
|
105.8
|
|
|
$
|
2,666.6
|
|
|
$
|
2,552.1
|
|
|
$
|
133.7
|
|
|
$
|
2,685.8
|
|
Excess tax benefits from share-based compensation (a)
|
3.2
|
|
|
—
|
|
|
3.2
|
|
|
16.0
|
|
|
1.9
|
|
|
17.9
|
|
||||||
Cash payments for direct acquisition and disposition costs
|
24.9
|
|
|
61.1
|
|
|
86.0
|
|
|
234.8
|
|
|
4.0
|
|
|
238.8
|
|
||||||
Expenses financed by an intermediary (b)
|
393.2
|
|
|
—
|
|
|
393.2
|
|
|
51.7
|
|
|
—
|
|
|
51.7
|
|
||||||
Capital expenditures
|
(1,094.5
|
)
|
|
(181.6
|
)
|
|
(1,276.1
|
)
|
|
(1,151.0
|
)
|
|
(111.4
|
)
|
|
(1,262.4
|
)
|
||||||
Principal payments on amounts financed by vendors and intermediaries
|
(1,420.9
|
)
|
|
—
|
|
|
(1,420.9
|
)
|
|
(732.1
|
)
|
|
—
|
|
|
(732.1
|
)
|
||||||
Principal payments on certain capital leases
|
(55.2
|
)
|
|
(0.7
|
)
|
|
(55.9
|
)
|
|
(77.2
|
)
|
|
(0.2
|
)
|
|
(77.4
|
)
|
||||||
Free cash flow
|
$
|
411.5
|
|
|
$
|
(15.4
|
)
|
|
$
|
396.1
|
|
|
$
|
894.3
|
|
|
$
|
28.0
|
|
|
$
|
922.3
|
|
(a)
|
Excess tax benefits from share-based compensation represent the excess of tax deductions over the related financial reporting share-based compensation expense. The hypothetical cash flows associated with these excess tax benefits are reported as an increase to cash flows from financing activities and a corresponding decrease to cash flows from operating activities in our condensed consolidated statements of cash flows.
|
(b)
|
For purposes of our condensed consolidated statements of cash flows, expenses financed by an intermediary are treated as hypothetical operating cash outflows and hypothetical financing cash inflows when the expenses are incurred. When we pay the financing intermediary, we record financing cash outflows in our condensed consolidated statements of cash flows. For purposes of our free cash flow definition, we add back the hypothetical operating cash outflow when these financed expenses are incurred and deduct the financing cash outflows when we pay the financing intermediary.
|
|
Payments due during:
|
|
Total
|
||||||||||||||||||||||||||||
|
Remainder
of 2016 |
|
|
|
|
|
|||||||||||||||||||||||||
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
||||||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Debt (excluding interest)
|
$
|
939.5
|
|
|
$
|
1,464.5
|
|
|
$
|
1,237.6
|
|
|
$
|
574.8
|
|
|
$
|
151.2
|
|
|
$
|
8,244.7
|
|
|
$
|
38,002.8
|
|
|
$
|
50,615.1
|
|
Capital leases (excluding interest)
|
84.5
|
|
|
126.7
|
|
|
95.0
|
|
|
81.0
|
|
|
77.6
|
|
|
79.6
|
|
|
767.1
|
|
|
1,311.5
|
|
||||||||
Programming commitments
|
577.3
|
|
|
1,040.9
|
|
|
872.0
|
|
|
429.1
|
|
|
164.9
|
|
|
7.4
|
|
|
0.8
|
|
|
3,092.4
|
|
||||||||
Network and connectivity commitments
|
729.5
|
|
|
313.7
|
|
|
171.1
|
|
|
96.9
|
|
|
61.5
|
|
|
52.9
|
|
|
875.9
|
|
|
2,301.5
|
|
||||||||
Purchase commitments
|
767.0
|
|
|
288.8
|
|
|
142.7
|
|
|
85.8
|
|
|
67.7
|
|
|
18.3
|
|
|
61.3
|
|
|
1,431.6
|
|
||||||||
Operating leases
|
80.3
|
|
|
144.4
|
|
|
121.9
|
|
|
95.2
|
|
|
73.9
|
|
|
60.5
|
|
|
245.0
|
|
|
821.2
|
|
||||||||
Other commitments
|
68.4
|
|
|
57.5
|
|
|
36.7
|
|
|
32.4
|
|
|
16.3
|
|
|
14.2
|
|
|
16.5
|
|
|
242.0
|
|
||||||||
Total (a)
|
$
|
3,246.5
|
|
|
$
|
3,436.5
|
|
|
$
|
2,677.0
|
|
|
$
|
1,395.2
|
|
|
$
|
613.1
|
|
|
$
|
8,477.6
|
|
|
$
|
39,969.4
|
|
|
$
|
59,815.3
|
|
Projected cash interest payments on debt and capital lease obligations (b):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Liberty Global Group
|
$
|
1,075.0
|
|
|
$
|
2,153.0
|
|
|
$
|
2,104.8
|
|
|
$
|
2,095.6
|
|
|
$
|
2,086.6
|
|
|
$
|
1,944.3
|
|
|
$
|
4,900.0
|
|
|
$
|
16,359.3
|
|
LiLAC Group
|
179.7
|
|
|
364.7
|
|
|
360.5
|
|
|
358.5
|
|
|
339.6
|
|
|
291.0
|
|
|
370.5
|
|
|
2,264.5
|
|
||||||||
Total
|
$
|
1,254.7
|
|
|
$
|
2,517.7
|
|
|
$
|
2,465.3
|
|
|
$
|
2,454.1
|
|
|
$
|
2,426.2
|
|
|
$
|
2,235.3
|
|
|
$
|
5,270.5
|
|
|
$
|
18,623.8
|
|
(a)
|
The commitments included in this table do not reflect any liabilities that are included in our
June 30, 2016
condensed consolidated balance sheet other than debt and capital lease obligations. Our liability for uncertain tax positions in the various jurisdictions in which we operate ($508.7 million
at
June 30, 2016
,
including $81.9 million
related to
CWC
and its subsidiaries) has been excluded from the table as the amount and timing of any related payments are not subject to reasonable estimation.
|
(b)
|
Amounts are based on interest rates, interest payment dates, commitment fees and contractual maturities in effect as of
June 30, 2016
. These amounts are presented for illustrative purposes only and will likely differ from the actual cash payments required in future periods. In addition, the amounts presented do not include the impact of our interest rate derivative contracts, deferred financing costs, original issue premiums or discounts.
|
Item 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
|
June 30,
2016
|
|
December 31, 2015
|
||
Spot rates:
|
|
|
|
||
Euro
|
0.9031
|
|
|
0.9203
|
|
British pound sterling
|
0.7537
|
|
|
0.6787
|
|
Swiss franc
|
0.9773
|
|
|
0.9997
|
|
Hungarian forint
|
284.54
|
|
|
290.85
|
|
Polish zloty
|
3.9462
|
|
|
3.9286
|
|
Czech koruna
|
24.438
|
|
|
24.867
|
|
Romanian lei
|
4.0840
|
|
|
4.1604
|
|
Chilean peso
|
659.71
|
|
|
708.60
|
|
Jamaican dollar
|
126.60
|
|
|
119.95
|
|
|
Three months ended
|
|
Six months ended
|
||||||||
|
June 30,
|
|
June 30,
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Average rates:
|
|
|
|
|
|
|
|
||||
Euro
|
0.8853
|
|
|
0.9036
|
|
|
0.8957
|
|
|
0.8956
|
|
British pound sterling
|
0.6971
|
|
|
0.6526
|
|
|
0.6978
|
|
|
0.6565
|
|
Swiss franc
|
0.9704
|
|
|
0.9414
|
|
|
0.9818
|
|
|
0.9478
|
|
Hungarian forint
|
277.41
|
|
|
276.58
|
|
|
280.15
|
|
|
275.48
|
|
Polish zloty
|
3.8705
|
|
|
3.6941
|
|
|
3.9127
|
|
|
3.7095
|
|
Czech koruna
|
23.940
|
|
|
24.753
|
|
|
24.225
|
|
|
24.650
|
|
Romanian lei
|
3.9829
|
|
|
4.0153
|
|
|
4.0282
|
|
|
3.9865
|
|
Chilean peso
|
677.28
|
|
|
617.85
|
|
|
689.17
|
|
|
621.28
|
|
Jamaican dollar
|
123.71
|
|
|
115.17
|
|
|
122.41
|
|
|
115.07
|
|
(i)
|
an instantaneous increase (decrease) of 10% in the value of the British pound sterling relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
Virgin Media
cross-currency and interest rate derivative contracts by approximately
£559 million
(
$742 million
);
|
(ii)
|
an instantaneous increase (decrease) in the relevant base rate of 50 basis points (0.50%) would have increased (decreased) the aggregate fair value of the
Virgin Media
cross-currency and interest rate derivative contracts by approximately
£80 million
(
$106 million
); and
|
(iii)
|
an instantaneous increase (decrease) of 10% in the value of the euro relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
Virgin Media
cross-currency derivative contracts by approximately
£38 million
(
$50 million
).
|
(i)
|
an instantaneous increase (decrease) of 10% in the value of the Swiss franc, Polish zloty, Hungarian forint and Czech koruna relative to the euro would have decreased (increased) the aggregate fair value of the
UPC Broadband Holding
cross-currency and interest rate derivative contracts by approximately
€514 million
(
$569 million
);
|
(ii)
|
an instantaneous increase (decrease) of 10% in the value of the euro relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
UPC Broadband Holding
cross-currency and interest rate derivative contracts by approximately
€280 million
(
$310 million
);
|
(iii)
|
an instantaneous increase (decrease) of 10% in the value of the Swiss franc and Romanian lei relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
UPC Broadband Holding
cross-currency and interest rate derivative contracts by approximately
€121 million
(
$134 million
); and
|
(iv)
|
an instantaneous increase (decrease) in the relevant base rate of 50 basis points (0.50%) would have increased (decreased) the aggregate fair value of the
UPC Broadband Holding
cross-currency and interest rate derivative contracts by approximately
€67 million
(
$74 million
).
|
(i)
|
an instantaneous increase (decrease) of 10% in the value of the euro relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
Ziggo Group Holding
cross-currency and interest rate derivative contracts by approximately
€285 million
(
$316 million
); and
|
(ii)
|
an instantaneous increase (decrease) in the relevant base rate of 50 basis points (0.50%) would have increased (decreased) the aggregate fair value of the
Ziggo Group Holding
cross-currency and interest rate derivative contracts by approximately
€141 million
(
$156 million
).
|
(i)
|
an instantaneous increase (decrease) in the relevant base rate of 50 basis points (0.50%) would have increased (decreased) the aggregate fair value of the
Telenet
interest rate cap, collar and swap contracts by approximately
€111 million
(
$123 million
).
|
(ii)
|
an instantaneous increase (decrease) of 10% in the value of the euro relative to the
U.S.
dollar would have decreased (increased) the aggregate fair value of the
Telenet
cross-currency derivative contracts by approximately
€98 million
(
$109 million
).
|
|
Payments (receipts) due during:
|
|
Total
|
||||||||||||||||||||||||||||
|
Remainder of 2016
|
|
|
|
|||||||||||||||||||||||||||
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
|||||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||
Projected derivative cash payments (receipts), net:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Liberty Global Group:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest-related (a)
|
$
|
(27.4
|
)
|
|
$
|
47.5
|
|
|
$
|
33.6
|
|
|
$
|
39.8
|
|
|
$
|
27.2
|
|
|
$
|
28.5
|
|
|
$
|
13.9
|
|
|
$
|
163.1
|
|
Principal-related (b)
|
8.7
|
|
|
128.4
|
|
|
(17.8
|
)
|
|
(43.0
|
)
|
|
73.9
|
|
|
(248.1
|
)
|
|
(1,716.9
|
)
|
|
(1,814.8
|
)
|
||||||||
Other (c)
|
(57.6
|
)
|
|
(177.7
|
)
|
|
(402.5
|
)
|
|
(132.6
|
)
|
|
(10.8
|
)
|
|
—
|
|
|
(10.7
|
)
|
|
(791.9
|
)
|
||||||||
Total Liberty Global Group
|
(76.3
|
)
|
|
(1.8
|
)
|
|
(386.7
|
)
|
|
(135.8
|
)
|
|
90.3
|
|
|
(219.6
|
)
|
|
(1,713.7
|
)
|
|
(2,443.6
|
)
|
||||||||
LiLAC Group:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest-related (a)
|
4.0
|
|
|
18.4
|
|
|
18.4
|
|
|
16.7
|
|
|
16.2
|
|
|
16.1
|
|
|
11.1
|
|
|
100.9
|
|
||||||||
Principal-related (b)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42.8
|
|
|
42.8
|
|
||||||||
Other (c)
|
0.6
|
|
|
(0.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
||||||||
Total LiLAC Group
|
4.6
|
|
|
17.5
|
|
|
18.4
|
|
|
16.7
|
|
|
16.2
|
|
|
16.1
|
|
|
53.9
|
|
|
143.4
|
|
||||||||
Total
|
$
|
(71.7
|
)
|
|
$
|
15.7
|
|
|
$
|
(368.3
|
)
|
|
$
|
(119.1
|
)
|
|
$
|
106.5
|
|
|
$
|
(203.5
|
)
|
|
$
|
(1,659.8
|
)
|
|
$
|
(2,300.2
|
)
|
(a)
|
Includes (i) the cash flows of our interest rate cap, collar and swap contracts and (ii) the interest-related cash flows of our cross-currency and interest rate swap contracts.
|
(b)
|
Includes the principal-related cash flows of our cross-currency contracts.
|
(c)
|
Includes amounts related to our equity-related derivative instruments and foreign currency forward contracts. We may elect to use cash or the collective value of the related shares and equity-related derivative instrument to settle the
ITV Collar Loan
, the
Sumitomo Collar Loan
and the
Lionsgate Loan
.
|
Item 4.
|
CONTROLS AND PROCEDURES
|
•
|
changes in foreign currency exchange rates and disruptions in the capital markets. For example, a sustained period of weakness in the British pound sterling or the euro could have an adverse impact on our liquidity, including our ability to fund repurchases of our equity securities and other U.S. dollar-denominated liquidity requirements;
|
•
|
legal uncertainty and potentially divergent national laws and regulations as the
U.K.
determines which
E.U.
laws and directives to replace or replicate, or where previously implemented by enactment of
U.K.
laws or regulations, to retain, amend or repeal;
|
•
|
uncertainty as to the terms of the
U.K.
’s withdrawal from, and future relationship with, the
E.U.
in terms of the impact on the free movement of the Company’s services, capital and employees;
|
•
|
global economic uncertainty, which may cause the Company’s customers to reevaluate what they are willing to spend on our products and services; and
|
•
|
various geopolitical forces may impact the global economy and our business, including, for example, other
E.U.
member states (in particular those member states where we have operations) proposing referendums to, or electing to, exit the
E.U.
|
Item 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
(c)
|
Issuer Purchases of Equity Securities
|
Period
|
|
Total number of shares purchased
|
|
Average price
paid per share (a)
|
|
Total number of
shares purchased as part of publicly
announced plans
or programs
|
|
Approximate
dollar value of
shares that may
yet be purchased
under the plans or programs
|
||||
|
|
|
|
|
|
|
|
|
||||
April 1, 2016 through April 30, 2016:
|
|
|
|
|
|
|
|
|||||
Class A Liberty Global Shares
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
(b)
|
|
Class C Liberty Global Shares
|
136,615
|
|
|
$
|
36.78
|
|
|
136,615
|
|
|
(b)
|
|
May 1, 2016 through May 31, 2016:
|
|
|
|
|
|
|
|
|
||||
Class A Liberty Global Shares
|
4,510,900
|
|
|
$
|
36.87
|
|
|
4,510,900
|
|
|
(b)
|
|
Class C Liberty Global Shares
|
858,334
|
|
|
$
|
36.08
|
|
|
858,334
|
|
|
(b)
|
|
June 1, 2016 through June 30, 2016:
|
|
|
|
|
|
|
|
|||||
Class A Liberty Global Shares
|
7,920,422
|
|
|
$
|
31.81
|
|
|
7,920,422
|
|
|
(b)
|
|
Class C Liberty Global Shares
|
7,608,803
|
|
|
$
|
30.59
|
|
|
7,608,803
|
|
|
(b)
|
|
Total — April 1, 2016 through June 30, 2016:
|
|
|
|
|
|
|
|
|||||
Class A Liberty Global Shares
|
12,431,322
|
|
|
$
|
33.64
|
|
|
12,431,322
|
|
|
(b)
|
|
Class C Liberty Global Shares
|
8,603,752
|
|
|
$
|
31.24
|
|
|
8,603,752
|
|
|
(b)
|
(a)
|
Average price paid per share includes direct acquisition costs and the effects of derivative instruments, where applicable.
|
(b)
|
At
June 30, 2016
, the remaining amount authorized for share repurchases was
$3,031.9 million
.
|
Item 6.
|
EXHIBITS
|
4 — Instruments Defining the Rights of Securities Holders, including Indentures:
|
||
4.1
|
|
Additional Facility G Accession Agreement, dated March 31, 2016, among Virgin Media Investment Holdings Limited as Borrower, The Bank of Nova Scotia as Facility Agent and the financial institutions listed therein as Additional Facility G Lenders, under the VM Credit Facility Agreement (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed April 6, 2016 (File No. 001-35961) (the April 2016 8-K)).
|
|
|
|
4.2
|
|
Additional Facility H Accession Agreement, dated March 31, 2016, among Virgin Media Investment Holdings Limited as Borrower, The Bank of Nova Scotia as Facility Agent and the financial institutions listed therein as Additional Facility H Lenders, under the VM Credit Facility Agreement (incorporated by reference to Exhibit 4.2 to the April 2016 8-K).
|
|
|
|
4.3
|
|
Telenet Additional Facility AD Accession Agreement dated May 2, 2016 and entered into between, among others, Telenet Financing USD LLC and The Bank of Nova Scotia (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed May 6, 2016 (File No. 001-35961).
|
4.4
|
|
Credit Agreement, dated May 16, 2016, among LGE Coral Holdco Limited, Sable International Finance Limited, Coral-US Co-Borrower LLC, The Bank of Nova Scotia as Administrative Agent and L/C Issuer and Swing Line Lender and First Caribbean International Bank (Bahamas) Limited, BNP Paribas Fortis SA/NV and Royal Bank of Canada as Alternative L/C Issuers (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed May 20, 2016 (File No. 001-35961) (the May 2016 8-K)).
|
|
|
|
4.5
|
|
Indenture dated March 31, 2014, among Columbus International Inc., The Bank of New York Mellon as Trustee and The Bank of New York Mellon (Luxembourg) S.A. as Luxembourg Transfer Agent and Paying Agent (incorporated by reference to Exhibit 4.2 to the May 2016 8-K).
|
|
|
|
4.6
|
|
Indenture dated August 5, 2015, among Sable International Finance Limited as Issuer, Deutsche Bank Trust Company Americas as Trustee, Principal Paying Agent, Registrar and Transfer Agent and Deutsche Bank Luxembourg, S.A. as Luxembourg Paying Agent and (Regulation S) Transfer Agent (incorporated by reference to Exhibit 4.4 to the May 2016 8-K).
|
|
|
|
4.7
|
|
Indenture dated August 5, 2015, among Sable International Finance Limited as Issuer, Deutsche Bank Trust Company Americas as Trustee, Principal Paying Agent, Registrar and Transfer Agent and Deutsche Bank Luxembourg, S.A. as Luxembourg Paying Agent and (Regulation S) Transfer Agent (incorporated by reference to Exhibit 4.4 to the May 2016 8-K).
|
|
|
|
4.8
|
|
First Supplemental Indenture dated November 23, 2015, among Sable International Finance Limited as Issuer and Deutsche Bank Trust Company Americas as Trustee, Principal Paying Agent, Registrar and Transfer Agent (incorporated by reference to Exhibit 4.5 to the May 2016 8-K).
|
|
|
|
4.9
|
|
Fourth Supplemental Indenture, dated as of July 1, 2016, among Virgin Media, the Registrant and the Bank of New York Mellon as trustee to the Indenture, dated as of April 16, 2008, as amended and supplemented, for the Virgin Media 6.50% Convertible Senior Notes due 2016.*
|
|
|
|
4.10
|
|
Additional Facility AN Accession Agreement dated August 3, 2016 and entered into between, among others, UPC Financing Partnership and The Bank of Nova Scotia (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed August 3, 2016 (File No. 001-35961).
|
|
|
|
10 — Material Contracts:
|
||
|
|
|
10.1
|
|
Form of Performance Share Units Agreement between the Registrant and our Chief Executive Officer under the Liberty Global Incentive Plan Effective March 1, 2014, as amended and restated February 24, 2015.*
|
|
|
|
10.2
|
|
Form of Share Appreciation Rights Agreement between the Registrant and our Chief Executive Officer under the Liberty Global Incentive Plan Effective March 1, 2014, as amended and restated February 24, 2015.*
|
|
|
|
31 — Rule 13a-14(a)/15d-14(a) Certification:
|
||
|
|
|
31.1
|
|
Certification of President and Chief Executive Officer*
|
|
|
|
31.2
|
|
Certification of Executive Vice President and Co-Chief Financial Officer (Principal Financial Officer)*
|
|
|
|
*
|
Filed herewith
|
**
|
Furnished herewith
|
|
|
|
LIBERTY GLOBAL PLC
|
|
|
|
|
Dated:
|
August 4, 2016
|
|
/s/ M
ICHAEL
T. F
RIES
|
|
|
|
Michael T. Fries
President and Chief Executive Officer
|
|
|
|
|
Dated:
|
August 4, 2016
|
|
/s/ C
HARLES
H.R. B
RACKEN
|
|
|
|
Charles H.R. Bracken
Executive Vice President and Co-Chief
Financial Officer (Principal Financial Officer)
|
|
|
|
|
Dated:
|
August 4, 2016
|
|
/s/ B
ERNARD
G. D
VORAK
|
|
|
|
Bernard G. Dvorak
Executive Vice President and Co-Chief
Financial Officer (Principal Accounting Officer)
|
|
|
|
101.INS
|
|
XBRL Instance Document*
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document*
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document*
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase*
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document*
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document*
|
*
|
Filed herewith
|
**
|
Furnished herewith
|
|
|
6.50% Convertible Senior Notes due 2016
|
(i)
|
On April 1, 2019 during the Service Period, 50% of the Earned Performance Share Units shall become vested; and
|
(ii)
|
On October 1, 2019 during the Service Period, 50% of the Earned Performance Share Units shall become vested.
|
(A)
|
On the Corresponding Day in the sixth month following the Grant Date, 12.5% of the SARs will be exercisable;
|
(B)
|
On the Corresponding Day in the ninth month following the Grant Date and on the Corresponding Day in each third month thereafter, an additional 6.25% of the SARs will become exercisable; and
|
(C)
|
On and after the Corresponding Day in the forty-eighth (48) month following the Grant Date, 100% of the SARs will be exercisable.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Liberty Global plc;
|
2.
|
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
|
4.
|
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation; and
|
d)
|
Disclosed in this quarterly report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Michael T. Fries
|
|
Michael T. Fries
|
|
President and Chief Executive Officer
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Liberty Global plc;
|
2.
|
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
|
4.
|
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation; and
|
d)
|
Disclosed in this quarterly report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Charles H.R. Bracken
|
|
Charles H.R. Bracken
|
|
Executive Vice President and Co-Chief Financial Officer
|
|
(Principal Financial Officer)
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Liberty Global plc;
|
2.
|
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
|
4.
|
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation; and
|
d)
|
Disclosed in this quarterly report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
/s/ Bernard G. Dvorak
|
|
Bernard G. Dvorak
|
|
Executive Vice President and Co-Chief Financial Officer
|
|
(Principal Accounting Officer)
|
|
Dated:
|
August 4, 2016
|
|
/s/ Michael T. Fries
|
|
|
|
Michael T. Fries
|
|
|
|
Chief Executive Officer
|
|
|
|
|
|
|
|
|
Dated:
|
August 4, 2016
|
|
/s/ Charles H.R. Bracken
|
|
|
|
Charles H.R. Bracken
|
|
|
|
Executive Vice President and Co-Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
Dated:
|
August 4, 2016
|
|
/s/ Bernard G. Dvorak
|
|
|
|
Bernard G. Dvorak
|
|
|
|
Executive Vice President and Co-Chief Financial Officer
|
|
|
|
(Principal Accounting Officer)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
||||||||
Current assets:
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
785.7
|
|
|
$
|
500.6
|
|
|
$
|
—
|
|
|
$
|
1,286.3
|
|
Trade receivables, net
|
1,334.1
|
|
|
510.2
|
|
|
—
|
|
|
1,844.3
|
|
||||
Derivative instruments
|
375.1
|
|
|
6.2
|
|
|
—
|
|
|
381.3
|
|
||||
Prepaid expenses
|
233.9
|
|
|
78.9
|
|
|
—
|
|
|
312.8
|
|
||||
Inter-group interest (note 4)
|
3,951.0
|
|
|
—
|
|
|
(3,951.0
|
)
|
|
—
|
|
||||
Other current assets
|
254.5
|
|
|
426.1
|
|
|
(24.6
|
)
|
|
656.0
|
|
||||
Total current assets
|
6,934.3
|
|
|
1,522.0
|
|
|
(3,975.6
|
)
|
|
4,480.7
|
|
||||
Investments
|
2,164.4
|
|
|
0.9
|
|
|
—
|
|
|
2,165.3
|
|
||||
Property and equipment, net
|
20,882.9
|
|
|
3,822.1
|
|
|
—
|
|
|
24,705.0
|
|
||||
Goodwill
|
26,070.9
|
|
|
6,391.1
|
|
|
—
|
|
|
32,462.0
|
|
||||
Intangible assets subject to amortization, net
|
6,627.5
|
|
|
1,347.5
|
|
|
—
|
|
|
7,975.0
|
|
||||
Other assets, net (note 4)
|
5,581.9
|
|
|
1,200.8
|
|
|
(17.1
|
)
|
|
6,765.6
|
|
||||
Total assets
|
$
|
68,261.9
|
|
|
$
|
14,284.4
|
|
|
$
|
(3,992.7
|
)
|
|
$
|
78,553.6
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
||||||||
Current liabilities:
|
|
|
|
|
|
|
|
||||||||
Accounts payable
|
$
|
1,143.3
|
|
|
$
|
226.7
|
|
|
$
|
—
|
|
|
$
|
1,370.0
|
|
Deferred revenue and advance payments from subscribers and others
|
1,331.1
|
|
|
180.5
|
|
|
—
|
|
|
1,511.6
|
|
||||
Current portion of debt and capital lease obligations
|
1,994.5
|
|
|
148.8
|
|
|
—
|
|
|
2,143.3
|
|
||||
Accrued interest
|
707.9
|
|
|
112.1
|
|
|
—
|
|
|
820.0
|
|
||||
Derivative instruments
|
558.2
|
|
|
30.0
|
|
|
—
|
|
|
588.2
|
|
||||
Accrued income taxes
|
478.9
|
|
|
23.1
|
|
|
—
|
|
|
502.0
|
|
||||
Accrued capital expenditures
|
418.8
|
|
|
77.7
|
|
|
—
|
|
|
496.5
|
|
||||
Other accrued and current liabilities
|
1,925.5
|
|
|
551.2
|
|
|
(24.6
|
)
|
|
2,452.1
|
|
||||
Total current liabilities
|
8,558.2
|
|
|
1,350.1
|
|
|
(24.6
|
)
|
|
9,883.7
|
|
||||
Long-term debt and capital lease obligations (note 4)
|
43,670.1
|
|
|
5,838.9
|
|
|
(8.3
|
)
|
|
49,500.7
|
|
||||
Other long-term liabilities
|
4,058.5
|
|
|
1,104.6
|
|
|
(8.8
|
)
|
|
5,154.3
|
|
||||
Total liabilities
|
56,286.8
|
|
|
8,293.6
|
|
|
(41.7
|
)
|
|
64,538.7
|
|
||||
Equity attributable to Liberty Global shareholders (note 4)
|
12,517.7
|
|
|
4,495.0
|
|
|
(3,951.0
|
)
|
|
13,061.7
|
|
||||
Noncontrolling interests
|
(542.6
|
)
|
|
1,495.8
|
|
|
—
|
|
|
953.2
|
|
||||
Total equity
|
11,975.1
|
|
|
5,990.8
|
|
|
(3,951.0
|
)
|
|
14,014.9
|
|
||||
Total liabilities and equity
|
$
|
68,261.9
|
|
|
$
|
14,284.4
|
|
|
$
|
(3,992.7
|
)
|
|
$
|
78,553.6
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
||||||||
Current assets:
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
707.6
|
|
|
$
|
274.5
|
|
|
$
|
—
|
|
|
$
|
982.1
|
|
Trade receivables, net
|
1,376.2
|
|
|
91.5
|
|
|
—
|
|
|
1,467.7
|
|
||||
Derivative instruments
|
405.9
|
|
|
16.0
|
|
|
—
|
|
|
421.9
|
|
||||
Prepaid expenses
|
132.0
|
|
|
12.2
|
|
|
—
|
|
|
144.2
|
|
||||
Other current assets
|
305.7
|
|
|
44.8
|
|
|
(9.0
|
)
|
|
341.5
|
|
||||
Total current assets
|
2,927.4
|
|
|
439.0
|
|
|
(9.0
|
)
|
|
3,357.4
|
|
||||
Investments
|
2,839.6
|
|
|
—
|
|
|
—
|
|
|
2,839.6
|
|
||||
Property and equipment, net
|
20,840.5
|
|
|
843.5
|
|
|
—
|
|
|
21,684.0
|
|
||||
Goodwill
|
26,244.8
|
|
|
775.6
|
|
|
—
|
|
|
27,020.4
|
|
||||
Intangible assets subject to amortization, net
|
6,975.1
|
|
|
117.4
|
|
|
—
|
|
|
7,092.5
|
|
||||
Other assets, net (note 4)
|
4,504.1
|
|
|
1,062.6
|
|
|
(1.6
|
)
|
|
5,565.1
|
|
||||
Total assets
|
$
|
64,331.5
|
|
|
$
|
3,238.1
|
|
|
$
|
(10.6
|
)
|
|
$
|
67,559.0
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
||||||||
Current liabilities:
|
|
|
|
|
|
|
|
||||||||
Accounts payable
|
$
|
995.9
|
|
|
$
|
54.2
|
|
|
$
|
—
|
|
|
$
|
1,050.1
|
|
Deferred revenue and advance payments from subscribers and others
|
1,347.7
|
|
|
45.8
|
|
|
—
|
|
|
1,393.5
|
|
||||
Current portion of debt and capital lease obligations
|
2,537.1
|
|
|
0.8
|
|
|
—
|
|
|
2,537.9
|
|
||||
Accrued interest
|
776.5
|
|
|
56.3
|
|
|
—
|
|
|
832.8
|
|
||||
Derivative instruments
|
346.3
|
|
|
—
|
|
|
—
|
|
|
346.3
|
|
||||
Accrued income taxes
|
445.6
|
|
|
37.9
|
|
|
—
|
|
|
483.5
|
|
||||
Accrued capital expenditures
|
418.5
|
|
|
23.3
|
|
|
—
|
|
|
441.8
|
|
||||
Other accrued and current liabilities
|
1,899.7
|
|
|
181.3
|
|
|
(9.0
|
)
|
|
2,072.0
|
|
||||
Total current liabilities
|
8,767.3
|
|
|
399.6
|
|
|
(9.0
|
)
|
|
9,157.9
|
|
||||
Long-term debt and capital lease obligations (note 4)
|
41,907.7
|
|
|
2,304.6
|
|
|
(1.1
|
)
|
|
44,211.2
|
|
||||
Other long-term liabilities
|
3,751.9
|
|
|
264.2
|
|
|
(0.5
|
)
|
|
4,015.6
|
|
||||
Total liabilities
|
54,426.9
|
|
|
2,968.4
|
|
|
(10.6
|
)
|
|
57,384.7
|
|
||||
Equity attributable to Liberty Global shareholders
|
10,446.0
|
|
|
206.4
|
|
|
—
|
|
|
10,652.4
|
|
||||
Noncontrolling interests
|
(541.4
|
)
|
|
63.3
|
|
|
—
|
|
|
(478.1
|
)
|
||||
Total equity
|
9,904.6
|
|
|
269.7
|
|
|
—
|
|
|
10,174.3
|
|
||||
Total liabilities and equity
|
$
|
64,331.5
|
|
|
$
|
3,238.1
|
|
|
$
|
(10.6
|
)
|
|
$
|
67,559.0
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
4,471.2
|
|
|
$
|
602.9
|
|
|
$
|
—
|
|
|
$
|
5,074.1
|
|
Operating costs and expenses (note 3):
|
|
|
|
|
|
|
|
||||||||
Operating (other than depreciation and amortization) (including share-based compensation)
|
1,689.2
|
|
|
240.3
|
|
|
—
|
|
|
1,929.5
|
|
||||
SG&A (including share-based compensation)
|
778.8
|
|
|
134.7
|
|
|
—
|
|
|
913.5
|
|
||||
Inter-group fees and allocations
|
(2.1
|
)
|
|
2.1
|
|
|
—
|
|
|
—
|
|
||||
Depreciation and amortization
|
1,426.9
|
|
|
126.1
|
|
|
—
|
|
|
1,553.0
|
|
||||
Impairment, restructuring and other operating items, net
|
69.7
|
|
|
120.6
|
|
|
—
|
|
|
190.3
|
|
||||
|
3,962.5
|
|
|
623.8
|
|
|
—
|
|
|
4,586.3
|
|
||||
Operating income (loss)
|
508.7
|
|
|
(20.9
|
)
|
|
—
|
|
|
487.8
|
|
||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(580.8
|
)
|
|
(76.4
|
)
|
|
0.1
|
|
|
(657.1
|
)
|
||||
Realized and unrealized gains (losses) on derivative instruments, net
|
1,097.4
|
|
|
(45.4
|
)
|
|
—
|
|
|
1,052.0
|
|
||||
Foreign currency transaction gains (losses), net
|
(335.5
|
)
|
|
37.4
|
|
|
—
|
|
|
(298.1
|
)
|
||||
Realized and unrealized
losses
due to changes in fair values of certain investments and debt, net
|
(376.4
|
)
|
|
—
|
|
|
—
|
|
|
(376.4
|
)
|
||||
Gains (losses) on debt modification and extinguishment, net
|
(21.1
|
)
|
|
1.5
|
|
|
—
|
|
|
(19.6
|
)
|
||||
Other expense, net
|
(23.0
|
)
|
|
(0.4
|
)
|
|
(0.1
|
)
|
|
(23.5
|
)
|
||||
|
(239.4
|
)
|
|
(83.3
|
)
|
|
—
|
|
|
(322.7
|
)
|
||||
Earnings (loss) before income taxes
|
269.3
|
|
|
(104.2
|
)
|
|
—
|
|
|
165.1
|
|
||||
Income tax
expense
(note 2)
|
(45.5
|
)
|
|
(10.5
|
)
|
|
—
|
|
|
(56.0
|
)
|
||||
Net earnings (loss)
|
223.8
|
|
|
(114.7
|
)
|
|
—
|
|
|
109.1
|
|
||||
Net loss (earnings) attributable to noncontrolling interests
|
0.1
|
|
|
(7.8
|
)
|
|
—
|
|
|
(7.7
|
)
|
||||
Allocation of inter-group loss (note 4)
|
(19.7
|
)
|
|
19.7
|
|
|
—
|
|
|
—
|
|
||||
Net earnings (loss) attributable to Liberty Global shareholders
|
$
|
204.2
|
|
|
$
|
(102.8
|
)
|
|
$
|
—
|
|
|
$
|
101.4
|
|
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss)
|
$
|
223.8
|
|
|
$
|
(114.7
|
)
|
|
$
|
—
|
|
|
$
|
109.1
|
|
Other comprehensive loss, net of taxes:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(982.0
|
)
|
|
(28.8
|
)
|
|
—
|
|
|
(1,010.8
|
)
|
||||
Reclassification adjustments included in net earnings (loss)
|
0.3
|
|
|
(0.2
|
)
|
|
—
|
|
|
0.1
|
|
||||
Other
|
(1.2
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(1.7
|
)
|
||||
Other comprehensive loss
|
(982.9
|
)
|
|
(29.5
|
)
|
|
—
|
|
|
(1,012.4
|
)
|
||||
Comprehensive loss
|
(759.1
|
)
|
|
(144.2
|
)
|
|
—
|
|
|
(903.3
|
)
|
||||
Comprehensive loss (earnings) attributable to noncontrolling interests
|
0.7
|
|
|
(7.8
|
)
|
|
—
|
|
|
(7.1
|
)
|
||||
Comprehensive loss attributable to Liberty Global shareholders
|
$
|
(758.4
|
)
|
|
$
|
(152.0
|
)
|
|
$
|
—
|
|
|
$
|
(910.4
|
)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
4,255.1
|
|
|
$
|
311.4
|
|
|
$
|
—
|
|
|
$
|
4,566.5
|
|
Operating costs and expenses (note 3):
|
|
|
|
|
|
|
|
||||||||
Operating (other than depreciation and amortization) (including share-based compensation)
|
1,542.2
|
|
|
133.1
|
|
|
—
|
|
|
1,675.3
|
|
||||
SG&A (including share-based compensation)
|
710.5
|
|
|
52.3
|
|
|
—
|
|
|
762.8
|
|
||||
Depreciation and amortization
|
1,423.5
|
|
|
54.3
|
|
|
—
|
|
|
1,477.8
|
|
||||
Impairment, restructuring and other operating items, net
|
19.9
|
|
|
5.8
|
|
|
—
|
|
|
25.7
|
|
||||
|
3,696.1
|
|
|
245.5
|
|
|
—
|
|
|
3,941.6
|
|
||||
Operating income
|
559.0
|
|
|
65.9
|
|
|
—
|
|
|
624.9
|
|
||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(560.6
|
)
|
|
(40.3
|
)
|
|
0.1
|
|
|
(600.8
|
)
|
||||
Realized and unrealized gains (losses) on derivative instruments, net
|
(680.9
|
)
|
|
1.2
|
|
|
—
|
|
|
(679.7
|
)
|
||||
Foreign currency transaction gains (losses), net
|
371.7
|
|
|
(31.3
|
)
|
|
—
|
|
|
340.4
|
|
||||
Realized and unrealized
gains
due to changes in fair values of certain investments, net
|
110.8
|
|
|
—
|
|
|
—
|
|
|
110.8
|
|
||||
Losses on debt modification and extinguishment, net
|
(73.8
|
)
|
|
—
|
|
|
—
|
|
|
(73.8
|
)
|
||||
Other income (expense), net
|
(2.0
|
)
|
|
0.4
|
|
|
(0.1
|
)
|
|
(1.7
|
)
|
||||
|
(834.8
|
)
|
|
(70.0
|
)
|
|
—
|
|
|
(904.8
|
)
|
||||
Loss before income taxes
|
(275.8
|
)
|
|
(4.1
|
)
|
|
—
|
|
|
(279.9
|
)
|
||||
Income tax
benefit (expense)
(note 2)
|
(131.4
|
)
|
|
1.4
|
|
|
—
|
|
|
(130.0
|
)
|
||||
Net loss
|
(407.2
|
)
|
|
(2.7
|
)
|
|
—
|
|
|
(409.9
|
)
|
||||
Net earnings attributable to noncontrolling interests
|
(51.6
|
)
|
|
(3.2
|
)
|
|
—
|
|
|
(54.8
|
)
|
||||
Net loss attributable to Liberty Global shareholders
|
$
|
(458.8
|
)
|
|
$
|
(5.9
|
)
|
|
$
|
—
|
|
|
$
|
(464.7
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(407.2
|
)
|
|
$
|
(2.7
|
)
|
|
$
|
—
|
|
|
$
|
(409.9
|
)
|
Other comprehensive earnings, net of taxes:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
925.5
|
|
|
4.2
|
|
|
—
|
|
|
929.7
|
|
||||
Reclassification adjustments included in net loss
|
0.9
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
||||
Other
|
0.5
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
||||
Other comprehensive earnings
|
926.9
|
|
|
4.2
|
|
|
—
|
|
|
931.1
|
|
||||
Comprehensive earnings
|
519.7
|
|
|
1.5
|
|
|
—
|
|
|
521.2
|
|
||||
Comprehensive earnings attributable to noncontrolling interests
|
(51.6
|
)
|
|
(3.2
|
)
|
|
—
|
|
|
(54.8
|
)
|
||||
Comprehensive earnings (loss) attributable to Liberty Global shareholders
|
$
|
468.1
|
|
|
$
|
(1.7
|
)
|
|
$
|
—
|
|
|
$
|
466.4
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
8,755.3
|
|
|
$
|
906.8
|
|
|
$
|
—
|
|
|
$
|
9,662.1
|
|
Operating costs and expenses (note 3):
|
|
|
|
|
|
|
|
||||||||
Operating (other than depreciation and amortization) (including share-based compensation)
|
3,280.0
|
|
|
374.6
|
|
|
—
|
|
|
3,654.6
|
|
||||
SG&A (including share-based compensation)
|
1,545.7
|
|
|
184.2
|
|
|
—
|
|
|
1,729.9
|
|
||||
Inter-group fees and allocations
|
(4.2
|
)
|
|
4.2
|
|
|
—
|
|
|
—
|
|
||||
Depreciation and amortization
|
2,810.1
|
|
|
178.4
|
|
|
—
|
|
|
2,988.5
|
|
||||
Impairment, restructuring and other operating items, net
|
88.4
|
|
|
126.3
|
|
|
—
|
|
|
214.7
|
|
||||
|
7,720.0
|
|
|
867.7
|
|
|
—
|
|
|
8,587.7
|
|
||||
Operating income
|
1,035.3
|
|
|
39.1
|
|
|
—
|
|
|
1,074.4
|
|
||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(1,146.0
|
)
|
|
(130.5
|
)
|
|
0.1
|
|
|
(1,276.4
|
)
|
||||
Realized and unrealized gains (losses) on derivative instruments, net
|
733.4
|
|
|
(190.1
|
)
|
|
—
|
|
|
543.3
|
|
||||
Foreign currency transaction gains (losses), net
|
(84.1
|
)
|
|
125.0
|
|
|
—
|
|
|
40.9
|
|
||||
Realized and unrealized
losses
due to changes in fair values of certain investments and debt, net
|
(644.6
|
)
|
|
—
|
|
|
—
|
|
|
(644.6
|
)
|
||||
Gains (losses) on debt modification and extinguishment, net
|
(25.4
|
)
|
|
1.5
|
|
|
—
|
|
|
(23.9
|
)
|
||||
Other income (expense), net
|
30.0
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
29.8
|
|
||||
|
(1,136.7
|
)
|
|
(194.2
|
)
|
|
—
|
|
|
(1,330.9
|
)
|
||||
Loss before income taxes
|
(101.4
|
)
|
|
(155.1
|
)
|
|
—
|
|
|
(256.5
|
)
|
||||
Income tax
benefit (expense)
(note 2)
|
(8.6
|
)
|
|
1.5
|
|
|
—
|
|
|
(7.1
|
)
|
||||
Net loss
|
(110.0
|
)
|
|
(153.6
|
)
|
|
—
|
|
|
(263.6
|
)
|
||||
Net loss (earnings) attributable to noncontrolling interests
|
3.3
|
|
|
(7.4
|
)
|
|
—
|
|
|
(4.1
|
)
|
||||
Allocation of inter-group loss (note 4)
|
(19.7
|
)
|
|
19.7
|
|
|
—
|
|
|
—
|
|
||||
Net loss attributable to Liberty Global shareholders
|
$
|
(126.4
|
)
|
|
$
|
(141.3
|
)
|
|
$
|
—
|
|
|
$
|
(267.7
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(110.0
|
)
|
|
$
|
(153.6
|
)
|
|
$
|
—
|
|
|
$
|
(263.6
|
)
|
Other comprehensive loss, net of taxes:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(956.9
|
)
|
|
(37.3
|
)
|
|
—
|
|
|
(994.2
|
)
|
||||
Reclassification adjustments included in net loss
|
(0.4
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
(0.6
|
)
|
||||
Other
|
(0.8
|
)
|
|
(3.8
|
)
|
|
—
|
|
|
(4.6
|
)
|
||||
Other comprehensive loss
|
(958.1
|
)
|
|
(41.3
|
)
|
|
—
|
|
|
(999.4
|
)
|
||||
Comprehensive loss
|
(1,068.1
|
)
|
|
(194.9
|
)
|
|
—
|
|
|
(1,263.0
|
)
|
||||
Comprehensive loss (earnings) attributable to noncontrolling interests
|
3.9
|
|
|
(7.4
|
)
|
|
—
|
|
|
(3.5
|
)
|
||||
Comprehensive loss attributable to Liberty Global shareholders
|
$
|
(1,064.2
|
)
|
|
$
|
(202.3
|
)
|
|
$
|
—
|
|
|
$
|
(1,266.5
|
)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
8,484.2
|
|
|
$
|
599.2
|
|
|
$
|
—
|
|
|
$
|
9,083.4
|
|
Operating costs and expenses (note 3):
|
|
|
|
|
|
|
|
||||||||
Operating (other than depreciation and amortization) (including share-based compensation)
|
3,114.1
|
|
|
258.4
|
|
|
—
|
|
|
3,372.5
|
|
||||
SG&A (including share-based compensation)
|
1,451.1
|
|
|
105.5
|
|
|
—
|
|
|
1,556.6
|
|
||||
Depreciation and amortization
|
2,822.7
|
|
|
106.5
|
|
|
—
|
|
|
2,929.2
|
|
||||
Impairment, restructuring and other operating items, net
|
31.8
|
|
|
10.9
|
|
|
—
|
|
|
42.7
|
|
||||
|
7,419.7
|
|
|
481.3
|
|
|
—
|
|
|
7,901.0
|
|
||||
Operating income
|
1,064.5
|
|
|
117.9
|
|
|
—
|
|
|
1,182.4
|
|
||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(1,138.2
|
)
|
|
(78.8
|
)
|
|
0.3
|
|
|
(1,216.7
|
)
|
||||
Realized and unrealized gains (losses) on derivative instruments, net
|
(141.8
|
)
|
|
80.6
|
|
|
—
|
|
|
(61.2
|
)
|
||||
Foreign currency transaction losses, net
|
(621.5
|
)
|
|
(73.7
|
)
|
|
—
|
|
|
(695.2
|
)
|
||||
Realized and unrealized
gains
due to changes in fair values of certain investments, net
|
262.2
|
|
|
—
|
|
|
—
|
|
|
262.2
|
|
||||
Losses on debt modification and extinguishment, net
|
(348.3
|
)
|
|
—
|
|
|
—
|
|
|
(348.3
|
)
|
||||
Other income (expense), net
|
(2.6
|
)
|
|
0.2
|
|
|
(0.3
|
)
|
|
(2.7
|
)
|
||||
|
(1,990.2
|
)
|
|
(71.7
|
)
|
|
—
|
|
|
(2,061.9
|
)
|
||||
Earnings (loss) before income taxes
|
(925.7
|
)
|
|
46.2
|
|
|
—
|
|
|
(879.5
|
)
|
||||
Income tax expense (note 2)
|
(37.6
|
)
|
|
(14.5
|
)
|
|
—
|
|
|
(52.1
|
)
|
||||
Net earnings (loss)
|
(963.3
|
)
|
|
31.7
|
|
|
—
|
|
|
(931.6
|
)
|
||||
Net earnings attributable to noncontrolling interests
|
(65.6
|
)
|
|
(5.0
|
)
|
|
—
|
|
|
(70.6
|
)
|
||||
Net earnings (loss) attributable to Liberty Global shareholders
|
$
|
(1,028.9
|
)
|
|
$
|
26.7
|
|
|
$
|
—
|
|
|
$
|
(1,002.2
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss)
|
$
|
(963.3
|
)
|
|
$
|
31.7
|
|
|
$
|
—
|
|
|
$
|
(931.6
|
)
|
Other comprehensive earnings, net of taxes:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
226.9
|
|
|
11.7
|
|
|
—
|
|
|
238.6
|
|
||||
Reclassification adjustments included in net earnings (loss)
|
1.0
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
||||
Other
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
||||
Other comprehensive earnings
|
226.9
|
|
|
11.7
|
|
|
—
|
|
|
238.6
|
|
||||
Comprehensive earnings (loss)
|
(736.4
|
)
|
|
43.4
|
|
|
—
|
|
|
(693.0
|
)
|
||||
Comprehensive earnings attributable to noncontrolling interests
|
(65.7
|
)
|
|
(5.0
|
)
|
|
—
|
|
|
(70.7
|
)
|
||||
Comprehensive earnings (loss) attributable to Liberty Global shareholders
|
$
|
(802.1
|
)
|
|
$
|
38.4
|
|
|
$
|
—
|
|
|
$
|
(763.7
|
)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(110.0
|
)
|
|
$
|
(153.6
|
)
|
|
$
|
—
|
|
|
$
|
(263.6
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
|
|
|
||||||||
Share-based compensation expense
|
138.6
|
|
|
5.0
|
|
|
—
|
|
|
143.6
|
|
||||
Inter-group fees and allocations
|
(4.2
|
)
|
|
4.2
|
|
|
—
|
|
|
—
|
|
||||
Depreciation and amortization
|
2,810.1
|
|
|
178.4
|
|
|
—
|
|
|
2,988.5
|
|
||||
Impairment, restructuring and other operating items, net
|
88.4
|
|
|
126.3
|
|
|
—
|
|
|
214.7
|
|
||||
Amortization of deferred financing costs and non-cash interest accretion
|
38.9
|
|
|
0.2
|
|
|
—
|
|
|
39.1
|
|
||||
Realized and unrealized losses (gains) on derivative instruments, net
|
(733.4
|
)
|
|
190.1
|
|
|
—
|
|
|
(543.3
|
)
|
||||
Foreign currency transaction gains (losses), net
|
84.1
|
|
|
(125.0
|
)
|
|
—
|
|
|
(40.9
|
)
|
||||
Realized and unrealized losses due to changes in fair values of certain investments and debt
|
644.6
|
|
|
—
|
|
|
—
|
|
|
644.6
|
|
||||
Losses (gains) on debt modification and extinguishment, net
|
25.4
|
|
|
(1.5
|
)
|
|
—
|
|
|
23.9
|
|
||||
Deferred income tax benefit
|
(189.0
|
)
|
|
(7.4
|
)
|
|
—
|
|
|
(196.4
|
)
|
||||
Excess tax benefit from share-based compensation
|
(3.2
|
)
|
|
—
|
|
|
—
|
|
|
(3.2
|
)
|
||||
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions
|
(229.5
|
)
|
|
(110.9
|
)
|
|
—
|
|
|
(340.4
|
)
|
||||
Net cash provided by operating activities
|
2,560.8
|
|
|
105.8
|
|
|
—
|
|
|
2,666.6
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||||||
Cash received (paid) in connection with acquisitions, net
|
(1,342.8
|
)
|
|
17.0
|
|
|
—
|
|
|
(1,325.8
|
)
|
||||
Capital expenditures
|
(1,094.5
|
)
|
|
(181.6
|
)
|
|
—
|
|
|
(1,276.1
|
)
|
||||
Investments in and loans to affiliates and others
|
(43.8
|
)
|
|
(0.8
|
)
|
|
—
|
|
|
(44.6
|
)
|
||||
Inter-group receipts (payments), net
|
1.1
|
|
|
(6.8
|
)
|
|
5.7
|
|
|
—
|
|
||||
Other investing activities, net
|
77.1
|
|
|
1.4
|
|
|
—
|
|
|
78.5
|
|
||||
Net cash used by investing activities
|
$
|
(2,402.9
|
)
|
|
$
|
(170.8
|
)
|
|
$
|
5.7
|
|
|
$
|
(2,568.0
|
)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||||||
Borrowings of debt
|
$
|
5,080.5
|
|
|
$
|
1,094.0
|
|
|
$
|
—
|
|
|
$
|
6,174.5
|
|
Repayments and repurchases of debt and capital lease obligations
|
(4,435.2
|
)
|
|
(753.8
|
)
|
|
—
|
|
|
(5,189.0
|
)
|
||||
Repurchase of Liberty Global ordinary shares
|
(717.5
|
)
|
|
—
|
|
|
—
|
|
|
(717.5
|
)
|
||||
Change in cash collateral
|
117.7
|
|
|
—
|
|
|
—
|
|
|
117.7
|
|
||||
Payment of financing costs and debt premiums
|
(61.5
|
)
|
|
(27.9
|
)
|
|
—
|
|
|
(89.4
|
)
|
||||
Net cash paid related to derivative instruments
|
(43.3
|
)
|
|
—
|
|
|
—
|
|
|
(43.3
|
)
|
||||
Net cash received associated with call option contracts on Liberty Global ordinary shares
|
9.2
|
|
|
—
|
|
|
—
|
|
|
9.2
|
|
||||
Inter-group receipts (payments), net
|
6.8
|
|
|
(1.1
|
)
|
|
(5.7
|
)
|
|
—
|
|
||||
Other financing activities, net
|
(65.9
|
)
|
|
(28.3
|
)
|
|
—
|
|
|
(94.2
|
)
|
||||
Net cash provided (used) by financing activities
|
(109.2
|
)
|
|
282.9
|
|
|
(5.7
|
)
|
|
168.0
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Effect of exchange rate changes on cash
|
29.4
|
|
|
8.2
|
|
|
—
|
|
|
37.6
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net increase in cash and cash equivalents
|
78.1
|
|
|
226.1
|
|
|
—
|
|
|
304.2
|
|
||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Beginning of period
|
707.6
|
|
|
274.5
|
|
|
—
|
|
|
982.1
|
|
||||
End of period
|
$
|
785.7
|
|
|
$
|
500.6
|
|
|
$
|
—
|
|
|
$
|
1,286.3
|
|
|
|
|
|
|
|
|
|
||||||||
Cash paid for interest
|
$
|
1,159.4
|
|
|
$
|
117.4
|
|
|
$
|
—
|
|
|
$
|
1,276.8
|
|
Net cash paid for taxes
|
$
|
182.1
|
|
|
$
|
64.6
|
|
|
$
|
—
|
|
|
$
|
246.7
|
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
||||||||
Net earnings (loss)
|
$
|
(963.3
|
)
|
|
$
|
31.7
|
|
|
$
|
—
|
|
|
$
|
(931.6
|
)
|
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
||||||||
Share-based compensation expense
|
127.5
|
|
|
0.5
|
|
|
—
|
|
|
128.0
|
|
||||
Depreciation and amortization
|
2,822.7
|
|
|
106.5
|
|
|
—
|
|
|
2,929.2
|
|
||||
Impairment, restructuring and other operating items, net
|
31.8
|
|
|
10.9
|
|
|
—
|
|
|
42.7
|
|
||||
Amortization of deferred financing costs and non-cash interest accretion
|
32.3
|
|
|
1.9
|
|
|
—
|
|
|
34.2
|
|
||||
Realized and unrealized losses (gains) on derivative instruments, net
|
141.8
|
|
|
(80.6
|
)
|
|
—
|
|
|
61.2
|
|
||||
Foreign currency transaction losses, net
|
621.5
|
|
|
73.7
|
|
|
—
|
|
|
695.2
|
|
||||
Realized and unrealized gains due to changes in fair values of certain investments, including impact of dividends
|
(261.1
|
)
|
|
—
|
|
|
—
|
|
|
(261.1
|
)
|
||||
Losses on debt modification and extinguishment, net
|
348.3
|
|
|
—
|
|
|
—
|
|
|
348.3
|
|
||||
Deferred income tax benefit
|
(135.0
|
)
|
|
(7.7
|
)
|
|
—
|
|
|
(142.7
|
)
|
||||
Excess tax benefit from share-based compensation
|
(16.0
|
)
|
|
(1.9
|
)
|
|
—
|
|
|
(17.9
|
)
|
||||
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions
|
(198.4
|
)
|
|
(1.3
|
)
|
|
—
|
|
|
(199.7
|
)
|
||||
Net cash provided by operating activities
|
2,552.1
|
|
|
133.7
|
|
|
—
|
|
|
2,685.8
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||||||
Cash paid in connection with acquisitions, net of cash acquired
|
(6.8
|
)
|
|
(272.5
|
)
|
|
—
|
|
|
(279.3
|
)
|
||||
Capital expenditures
|
(1,151.0
|
)
|
|
(111.4
|
)
|
|
—
|
|
|
(1,262.4
|
)
|
||||
Investments in and loans to affiliates and others
|
(160.9
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(161.4
|
)
|
||||
Inter-group receipts (payments), net
|
(110.2
|
)
|
|
2.9
|
|
|
107.3
|
|
|
—
|
|
||||
Other investing activities, net
|
10.4
|
|
|
0.6
|
|
|
—
|
|
|
11.0
|
|
||||
Net cash used by investing activities
|
$
|
(1,418.5
|
)
|
|
$
|
(380.9
|
)
|
|
$
|
107.3
|
|
|
$
|
(1,692.1
|
)
|
|
Attributed to:
|
|
|
|
|
||||||||||
|
Liberty Global Group
|
|
LiLAC Group
|
|
Inter-group eliminations
|
|
Consolidated Liberty Global
|
||||||||
|
in millions
|
||||||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||||||
Borrowings of debt
|
$
|
10,931.2
|
|
|
$
|
261.1
|
|
|
$
|
—
|
|
|
$
|
11,192.3
|
|
Repayments and repurchases of debt and capital lease obligations
|
(10,717.4
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
(10,717.8
|
)
|
||||
Repurchase of Liberty Global ordinary shares
|
(908.1
|
)
|
|
—
|
|
|
—
|
|
|
(908.1
|
)
|
||||
Change in cash collateral
|
61.8
|
|
|
—
|
|
|
—
|
|
|
61.8
|
|
||||
Payment of financing costs and debt premiums
|
(353.4
|
)
|
|
(3.1
|
)
|
|
—
|
|
|
(356.5
|
)
|
||||
Net cash paid related to derivative instruments
|
(303.3
|
)
|
|
—
|
|
|
—
|
|
|
(303.3
|
)
|
||||
Net cash paid associated with call option contracts on Liberty Global ordinary shares
|
(121.2
|
)
|
|
—
|
|
|
—
|
|
|
(121.2
|
)
|
||||
Purchase of additional shares of subsidiaries
|
(142.2
|
)
|
|
—
|
|
|
—
|
|
|
(142.2
|
)
|
||||
Inter-group receipts (payments), net
|
(2.9
|
)
|
|
110.2
|
|
|
(107.3
|
)
|
|
—
|
|
||||
Other financing activities, net
|
(46.0
|
)
|
|
8.5
|
|
|
—
|
|
|
(37.5
|
)
|
||||
Net cash provided (used) by financing activities
|
(1,601.5
|
)
|
|
376.3
|
|
|
(107.3
|
)
|
|
(1,332.5
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Effect of exchange rate changes on cash
|
3.1
|
|
|
(3.3
|
)
|
|
—
|
|
|
(0.2
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Net increase (decrease) in cash and cash equivalents
|
(464.8
|
)
|
|
125.8
|
|
|
—
|
|
|
(339.0
|
)
|
||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Beginning of period
|
1,051.4
|
|
|
107.1
|
|
|
—
|
|
|
1,158.5
|
|
||||
End of period
|
$
|
586.6
|
|
|
$
|
232.9
|
|
|
$
|
—
|
|
|
$
|
819.5
|
|
|
|
|
|
|
|
|
|
||||||||
Cash paid for interest
|
$
|
1,065.6
|
|
|
$
|
72.6
|
|
|
$
|
—
|
|
|
$
|
1,138.2
|
|
Net cash paid for taxes
|
$
|
152.9
|
|
|
$
|
14.4
|
|
|
$
|
—
|
|
|
$
|
167.3
|
|
(
1
)
|
Attributed Financial Information
|
|
Liberty Global Group
|
||||||||||||||
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Computed “expected” tax benefit (expense) (a)
|
$
|
(53.8
|
)
|
|
$
|
55.2
|
|
|
$
|
20.3
|
|
|
$
|
185.1
|
|
Change in valuation allowances
|
(115.7
|
)
|
|
(119.7
|
)
|
|
(221.4
|
)
|
|
(341.9
|
)
|
||||
Non-deductible or non-taxable foreign currency exchange results (b):
|
|
|
|
|
|
|
|
||||||||
Increase
|
103.4
|
|
|
(67.3
|
)
|
|
122.0
|
|
|
2.2
|
|
||||
Decrease
|
0.9
|
|
|
(21.2
|
)
|
|
(0.4
|
)
|
|
(29.9
|
)
|
||||
Tax effect of intercompany financing
|
38.1
|
|
|
38.5
|
|
|
76.2
|
|
|
76.7
|
|
||||
International rate differences (b) (c):
|
|
|
|
|
|
|
|
||||||||
Increase
|
37.9
|
|
|
30.4
|
|
|
70.0
|
|
|
123.3
|
|
||||
Decrease
|
(5.5
|
)
|
|
(20.0
|
)
|
|
(11.8
|
)
|
|
(31.3
|
)
|
||||
Basis and other differences in the treatment of items associated with investments in subsidiaries and affiliates (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(53.2
|
)
|
|
(24.3
|
)
|
|
(75.1
|
)
|
|
(24.3
|
)
|
||||
Increase
|
6.8
|
|
|
(2.7
|
)
|
|
18.1
|
|
|
11.8
|
|
||||
Non-deductible or non-taxable interest and other expenses (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(17.3
|
)
|
|
(15.4
|
)
|
|
(39.0
|
)
|
|
(48.9
|
)
|
||||
Increase
|
9.7
|
|
|
12.1
|
|
|
19.6
|
|
|
23.3
|
|
||||
Recognition of previously unrecognized tax benefits
|
2.0
|
|
|
4.7
|
|
|
17.0
|
|
|
13.6
|
|
||||
Tax benefit associated with technology innovation
|
3.5
|
|
|
6.6
|
|
|
8.2
|
|
|
10.5
|
|
||||
Other, net
|
(2.3
|
)
|
|
(8.3
|
)
|
|
(12.3
|
)
|
|
(7.8
|
)
|
||||
Total income tax expense
|
$
|
(45.5
|
)
|
|
$
|
(131.4
|
)
|
|
$
|
(8.6
|
)
|
|
$
|
(37.6
|
)
|
(a)
|
The statutory or “expected” tax rate is the
U.K.
rate of
20.0%
. During 2015, the
U.K.
enacted legislation that will change the corporate income tax rate from the current rate of
20.0%
to
19.0%
in April 2017 and
18.0%
in April 2020. Substantially all of the impact of these rate changes on our deferred tax balances was recorded in the fourth quarter of 2015 when the change in law was enacted.
|
(b)
|
Country jurisdictions giving rise to increases within the
six-month period
are grouped together and shown separately from country jurisdictions giving rise to decreases within the
six-month period
.
|
(c)
|
Amounts reflect adjustments (either an increase or a decrease) to “expected” tax benefit (expense) for statutory rates in jurisdictions in which we operate outside of the
U.K.
|
|
LiLAC Group
|
||||||||||||||
|
Three months ended
June 30, |
|
Six months ended
June 30, |
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Computed “expected” tax benefit (expense) (a)
|
$
|
20.8
|
|
|
$
|
0.8
|
|
|
$
|
31.0
|
|
|
$
|
(9.2
|
)
|
Basis and other differences in the treatment of items associated with investments in subsidiaries and affiliates:
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(21.5
|
)
|
|
(2.4
|
)
|
|
(23.3
|
)
|
|
(3.4
|
)
|
||||
Increase
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
||||
Tax effect of intercompany financing
|
8.9
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
||||
Foreign taxes
|
(3.0
|
)
|
|
0.9
|
|
|
(6.4
|
)
|
|
0.8
|
|
||||
International rate differences (b) (c):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(10.9
|
)
|
|
(1.0
|
)
|
|
(11.2
|
)
|
|
(3.2
|
)
|
||||
Increase
|
3.9
|
|
|
1.0
|
|
|
7.0
|
|
|
2.0
|
|
||||
Non-deductible or non-taxable interest and other expenses (b):
|
|
|
|
|
|
|
|
||||||||
Decrease
|
(5.8
|
)
|
|
0.1
|
|
|
(6.2
|
)
|
|
—
|
|
||||
Increase
|
2.3
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
||||
Price level restatement
|
1.9
|
|
|
—
|
|
|
3.4
|
|
|
—
|
|
||||
Change in valuation allowances
|
(5.6
|
)
|
|
2.2
|
|
|
0.2
|
|
|
(0.6
|
)
|
||||
Other, net
|
(2.2
|
)
|
|
(0.2
|
)
|
|
(4.9
|
)
|
|
(0.9
|
)
|
||||
Total income tax benefit (expense)
|
$
|
(10.5
|
)
|
|
$
|
1.4
|
|
|
$
|
1.5
|
|
|
$
|
(14.5
|
)
|
(a)
|
The statutory or “expected” tax rate is the
U.K.
rate of
20.0%
. During 2015, the
U.K.
enacted legislation that will change the corporate income tax rate from the current rate of
20.0%
to
19.0%
in April 2017 and
18.0%
in April 2020. Substantially all of the impact of these rate changes on our deferred tax balances was recorded in the fourth quarter of 2015 when the change in law was enacted.
|
(b)
|
Country jurisdictions giving rise to increases within the
six-month period
are grouped together and shown separately from country jurisdictions giving rise to decreases within the
six-month period
.
|
(c)
|
Amounts reflect adjustments (either an increase or a decrease) to “expected” tax benefit (expense) for statutory rates in jurisdictions in which we operate outside of the
U.K.
|
(
3
)
|
Allocated Expenses
|
(
4
)
|
Inter-group Transactions
|