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þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2017
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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England and Wales
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98-1112770
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Griffin House, 161 Hammersmith Rd, London, United Kingdom
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W6 8BS
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(Address of principal executive offices)
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(Zip Code)
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Title of Each Class
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Name of Each Exchange on Which Registered
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Liberty Global Class A Ordinary Shares, nominal value $0.01 per share
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NASDAQ Global Select Market
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Liberty Global Class B Ordinary Shares, nominal value $0.01 per share
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NASDAQ Global Select Market
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Liberty Global Class C Ordinary Shares, nominal value $0.01 per share
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NASDAQ Global Select Market
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Large Accelerated Filer þ
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Accelerated Filer ¨
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Non-Accelerated Filer ¨
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Smaller Reporting Company ¨
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Emerging Growth Company ¨
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Page
Number
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Mine Safety Disclosures
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 16.
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Form 10-K Summary
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Brand
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Entity
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Location
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Ownership
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Virgin Media
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United Kingdom & Ireland
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100.0%
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Unitymedia
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Germany
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100.0%
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Telenet
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Belgium & Luxembourg
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57.4%
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UPC Holding
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Switzerland, Austria, Poland, Hungary, Romania, Czech Republic, Slovakia
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100.0%
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VodafoneZiggo
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Netherlands
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50.0%
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•
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On June 19, 2017, Telenet Group Holding N.V. (Telenet) acquired Coitel Brabant sprl, operating under the brand name SFR BeLux (SFR BeLux), which provided broadband operations in Belgium (Brussels and Wallonia) and Luxembourg.
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•
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On May 16, 2016, we acquired C&W, a provider of telecommunication services, including mobile and high-speed broadband, focused in Latin America and the Caribbean (the C&W Acquisition). In connection with the Split-off Transaction, we transferred C&W to Liberty Latin America.
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•
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On February 11, 2016, Telenet acquired BASE Company N.V. (BASE), the third-largest mobile network operator in Belgium.
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•
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On June 3, 2015, we acquired, together with investment funds affiliated with Searchlight Capital Partners, L.P., Choice Cable TV, a cable and broadband services provider in Puerto Rico, which was integrated into the operations of Liberty Puerto Rico. In connection with the Split-off Transaction, we transferred Liberty Puerto Rico to Liberty Latin America.
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•
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In November 2014, we gained control of Ziggo Holding B.V. (Ziggo), a provider of video, broadband internet, fixed-line telephony and mobile services in the Netherlands, and integrated Ziggo into our Netherlands broadband operations. This business was contributed to form the VodafoneZiggo JV (as defined below), a 50:50 joint venture, on December 31, 2016.
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•
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On December 31, 2016, our company and Vodafone Group Plc (Vodafone) contributed our respective operations in the Netherlands to VodafoneZiggo Group Holding B.V., a 50:50 joint venture (referred to herein as the “VodafoneZiggo JV”). We treat the VodafoneZiggo JV as an equity investment.
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•
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On January 31, 2014, we sold substantially all of our programming interest held through Chellomedia B.V.
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Title of shares
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Number of shares
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Average price paid per share*
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Aggregate purchase price*
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|||||
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in millions
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|||||
Liberty Global Class A
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34,881,510
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$
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33.73
|
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$
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1,176.9
|
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Liberty Global Class C
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52,523,651
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$
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32.71
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$
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1,717.8
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LiLAC Class A
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2,062,233
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$
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22.84
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$
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47.1
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|
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LiLAC Class C
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285,572
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|
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$
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22.25
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$
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6.4
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|
•
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economic and business conditions and industry trends in the countries in which we or our affiliates operate;
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•
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the competitive environment in the industries in the countries in which we or our affiliates operate, including competitor responses to our products and services;
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•
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fluctuations in currency exchange rates and interest rates;
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•
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instability in global financial markets, including sovereign debt issues and related fiscal reforms;
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•
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consumer disposable income and spending levels, including the availability and amount of individual consumer debt;
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•
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changes in consumer television viewing preferences and habits;
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•
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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;
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•
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our ability to manage rapid technological changes;
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•
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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;
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•
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our ability to provide satisfactory customer service, including support for new and evolving products and services;
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•
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our ability to maintain or increase rates to our subscribers or to pass through increased costs to our subscribers;
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•
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the impact of our future financial performance, or market conditions generally, on the availability, terms and deployment of capital;
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•
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changes in, or failure or inability to comply with, government regulations in the countries in which we or our affiliates operate and adverse outcomes from regulatory proceedings;
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•
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government intervention that requires opening our broadband distribution networks to competitors, such as the obligations imposed in Belgium;
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•
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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;
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•
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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 or that we expect to acquire;
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•
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changes in laws or treaties relating to taxation, or the interpretation thereof, in the U.K., the U.S. or in other countries in which we or our affiliates operate;
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•
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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;
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•
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the ability of suppliers and vendors (including our third-party wireless network providers under our mobile virtual network operator (MVNO) arrangements) to timely deliver quality products, equipment, software, services and access;
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•
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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;
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•
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uncertainties inherent in the development and integration of new business lines and business strategies;
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•
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our ability to adequately forecast and plan future network requirements, including the costs and benefits associated with the planned Network Extensions;
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•
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the availability of capital for the acquisition and/or development of telecommunications networks and services;
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•
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problems we may discover post-closing with the operations, including the internal controls and financial reporting process, of businesses we acquire;
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•
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the leakage of sensitive customer data;
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•
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the outcome of any pending or threatened litigation;
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•
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the loss of key employees and the availability of qualified personnel;
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•
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changes in the nature of key strategic relationships with partners and joint venturers;
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•
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our equity capital structure; and
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•
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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.
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Homes
Passed
(1)
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Two-way
Homes
Passed
(2)
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Cable Customer
Relationships
(3)
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Total
RGUs
(4)
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Video
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|||||||||||||||||
Basic Video Subscribers
(5)
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Enhanced Video
Subscribers
(6)
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DTH
Subscribers
(7)
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Total
Video
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Internet Subscribers
(8)
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Telephony Subscribers
(9)
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Mobile Subscribers (10)
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||||||||||||||||||||
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|||||||||||
United Kingdom
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13,979,000
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13,967,200
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5,432,600
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|
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13,371,600
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|
|
—
|
|
|
3,827,200
|
|
|
—
|
|
|
3,827,200
|
|
|
5,104,300
|
|
|
4,440,100
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|
|
|
3,002,800
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Germany
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12,981,300
|
|
|
12,900,400
|
|
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7,160,200
|
|
|
13,068,400
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|
|
4,687,200
|
|
|
1,653,600
|
|
|
—
|
|
|
6,340,800
|
|
|
3,476,600
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|
|
3,251,000
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320,400
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Belgium
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3,317,100
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3,317,100
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2,190,400
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5,008,000
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|
244,700
|
|
|
1,786,600
|
|
|
—
|
|
|
2,031,300
|
|
|
1,674,100
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|
|
1,302,600
|
|
|
|
2,803,800
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Switzerland (11)
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2,281,600
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|
|
2,281,600
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|
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1,236,800
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|
|
2,487,500
|
|
|
520,600
|
|
|
679,900
|
|
|
—
|
|
|
1,200,500
|
|
|
749,300
|
|
|
537,700
|
|
|
|
114,800
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|
Austria
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1,410,800
|
|
|
1,410,800
|
|
|
654,100
|
|
|
1,433,900
|
|
|
93,200
|
|
|
367,500
|
|
|
—
|
|
|
460,700
|
|
|
515,600
|
|
|
457,600
|
|
|
|
64,100
|
|
Ireland
|
893,900
|
|
|
855,300
|
|
|
454,300
|
|
|
1,021,200
|
|
|
24,600
|
|
|
268,100
|
|
|
—
|
|
|
292,700
|
|
|
372,200
|
|
|
356,300
|
|
|
|
49,900
|
|
Poland
|
3,354,100
|
|
|
3,296,900
|
|
|
1,434,900
|
|
|
2,982,200
|
|
|
188,800
|
|
|
1,023,800
|
|
|
—
|
|
|
1,212,600
|
|
|
1,139,700
|
|
|
629,900
|
|
|
|
4,000
|
|
Romania
|
3,077,100
|
|
|
3,034,200
|
|
|
1,345,600
|
|
|
2,416,900
|
|
|
260,700
|
|
|
673,200
|
|
|
365,900
|
|
|
1,299,800
|
|
|
581,700
|
|
|
535,400
|
|
|
|
—
|
|
Hungary
|
1,789,400
|
|
|
1,772,000
|
|
|
1,110,900
|
|
|
2,263,000
|
|
|
92,200
|
|
|
590,900
|
|
|
265,900
|
|
|
949,000
|
|
|
675,300
|
|
|
638,700
|
|
|
|
88,400
|
|
Czech Republic
|
1,533,900
|
|
|
1,509,400
|
|
|
717,000
|
|
|
1,288,800
|
|
|
171,600
|
|
|
356,000
|
|
|
100,600
|
|
|
628,200
|
|
|
497,500
|
|
|
163,100
|
|
|
|
—
|
|
Slovakia
|
604,100
|
|
|
589,400
|
|
|
270,500
|
|
|
452,200
|
|
|
25,400
|
|
|
140,600
|
|
|
76,400
|
|
|
242,400
|
|
|
131,100
|
|
|
78,700
|
|
|
|
—
|
|
Total
|
45,222,300
|
|
|
44,934,300
|
|
|
22,007,300
|
|
|
45,793,700
|
|
|
6,309,000
|
|
|
11,367,400
|
|
|
808,800
|
|
|
18,485,200
|
|
|
14,917,400
|
|
|
12,391,100
|
|
|
|
6,448,200
|
|
(1)
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Homes Passed are homes, residential multiple dwelling units or commercial units that can be connected to our networks without materially extending the distribution plant, except for DTH homes. Certain of our Homes Passed counts are based on census data that can change based on either revisions to the data or from new census results. We do not count homes passed for DTH. Due to the fact that we do not own the partner networks (defined below) used in Switzerland (see note 11 below), we do not report homes passed for Switzerland’s partner networks.
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(2)
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Two-way Homes Passed are Homes Passed by those sections of our networks that are technologically capable of providing two-way services, including video, internet and telephony services.
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(3)
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Cable Customer Relationships are the number of customers who receive at least one of our video, internet or telephony services that we count as Revenue Generating Units (RGUs), without regard to which or to how many services they subscribe. To the extent that RGU counts include equivalent billing unit (EBU) adjustments, we reflect corresponding adjustments to our Cable Customer Relationship counts. For further information regarding our EBU calculation, see Additional General Notes to Tables below. Cable Customer Relationships generally are counted on a unique premises basis. Accordingly, if an individual receives our services in two premises (e.g., a primary home and a vacation home), that individual generally will count as two Cable Customer Relationships. We exclude mobile-only customers from Cable Customer Relationships.
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(4)
|
RGU is separately a Basic Video Subscriber, Enhanced Video Subscriber, DTH Subscriber, Internet Subscriber or Telephony Subscriber (each as defined and described below). A home, residential multiple dwelling unit, or commercial unit may contain one or more RGUs. For example, if a residential customer in our U.K. market subscribed to our enhanced video service, fixed-line telephony service and broadband internet service, the customer would constitute three RGUs. Total RGUs is the sum of Basic Video, Enhanced Video, DTH, Internet and Telephony Subscribers. RGUs generally are counted on a unique premises basis such that a given premises does not count as more than one RGU for any given service. On the other hand, if an individual receives one of our services in two premises (e.g., a primary home and a vacation home), that individual will count as two RGUs for that service. Each bundled cable, internet or telephony service is counted as a separate RGU regardless of the nature of any bundling discount or promotion. Non-paying subscribers are counted as subscribers during their free promotional service period. Some of these subscribers may choose to disconnect after their free service period. Services offered without charge on a long-term basis (e.g., VIP subscribers or free service to employees) generally are not counted as RGUs. We do not include subscriptions to mobile services in our externally reported RGU counts. In this regard, our December 31, 2017 RGU counts exclude our separately reported postpaid and prepaid mobile subscribers.
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(5)
|
Basic Video Subscriber is a home, residential multiple dwelling unit or commercial unit that receives our video service over our broadband network either via an analog video signal or via a digital video signal without subscribing to any recurring monthly service that requires the use of encryption-enabling technology. Encryption-enabling technology includes conditional access security cards or “smart cards”, or other integrated or virtual technologies that we use to provide our enhanced service offerings. With the exception of RGUs that we count on an EBU basis, we count RGUs on a unique premises basis. In other words, a subscriber with multiple outlets in one premises is counted as one RGU and a subscriber with two homes and a subscription to our video service at each home is counted as two RGUs. In Europe, we have approximately 192,700 “lifeline” customers that are counted on a per connection basis, representing the least expensive regulated tier of video cable service, with only a few channels.
|
(6)
|
Enhanced Video Subscriber is a home, residential multiple dwelling unit or commercial unit that receives our video service over our broadband network or through a partner network via a digital video signal while subscribing to any recurring monthly service that requires the use of encryption-enabling technology. Enhanced Video Subscribers that are not counted on an EBU basis are counted on a unique premises basis. For example, a subscriber with one or more set-top boxes that receives our video service in one premises is generally counted as just one subscriber. An Enhanced Video Subscriber is not counted as a Basic Video Subscriber. As we migrate customers from basic to enhanced video services, we report a decrease in our Basic Video Subscribers equal to the increase in our Enhanced Video Subscribers. Subscribers to enhanced video services provided by our operations in Switzerland over partner networks receive basic video services from the partner networks as opposed to our operations.
|
(7)
|
DTH Subscriber is a home, residential multiple dwelling unit or commercial unit that receives our video programming broadcast directly via a geosynchronous satellite.
|
(8)
|
Internet Subscriber is a home, residential multiple dwelling unit or commercial unit that receives internet services over our networks, or that we service through a partner network. Our Internet Subscribers exclude 39,100 digital subscriber line (DSL) subscribers within Austria that are not serviced over our networks. Our Internet Subscribers do not include customers that receive services from dial-up connections. In Switzerland, we offer a 2 Mbps internet service to our Basic and Enhanced Video Subscribers without an incremental recurring fee. Our Internet Subscribers in Switzerland include 83,900 subscribers who have requested and received this service.
|
(9)
|
Telephony Subscriber is a home, residential multiple dwelling unit or commercial unit that receives voice services over our networks, or that we service through a partner network. Telephony Subscribers exclude mobile telephony subscribers. Our Telephony Subscribers exclude 30,000 subscribers within Austria that are not serviced over our networks. In Switzerland, we offer a basic phone service to our Basic and Enhanced Video Subscribers without an incremental recurring fee. Our Telephony Subscribers in Switzerland include 131,000 subscribers who have requested and received this service.
|
(10)
|
Our Mobile Subscriber count represents the number of active subscriber identification module (SIM) cards in service rather than services provided. For example, if a Mobile Subscriber has both a data and voice plan on a smartphone this would equate to one Mobile
|
(11)
|
Pursuant to service agreements, Switzerland offers enhanced video, broadband internet and telephony services over networks owned by third-party cable operators (partner networks). A partner network RGU is only recognized if there is a direct billing relationship with the customer. At December 31, 2017, Switzerland’s partner networks account for 138,100 Cable Customer Relationships, 315,800 RGUs, 113,700 Enhanced Video Subscribers, 116,000 Internet Subscribers and 86,100 Telephony Subscribers.
|
|
U.K.
|
|
Germany
|
|
Belgium
|
|
Switzerland
|
|
Austria
|
|
Ireland
|
|
Poland
|
|
Hungary
|
|
Romania
|
|
Czech Republic
|
|
Slovakia
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Network Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Two-way homes passed percentage (1)
|
100
|
|
99
|
|
100
|
|
100
|
|
100
|
|
96
|
|
98
|
|
99
|
|
99
|
|
98
|
|
98
|
Digital video availability percentage (2)
|
100
|
|
100(9)
|
|
99
|
|
100(9)
|
|
95
|
|
98
|
|
99
|
|
98
|
|
98
|
|
96
|
|
93
|
Broadband internet availability percentage (2)
|
100
|
|
99(9)
|
|
99
|
|
100(9)
|
|
100
|
|
96
|
|
98
|
|
99
|
|
97
|
|
96
|
|
94
|
Fixed-line telephony availability percentage (2)
|
100
|
|
99(9)
|
|
99
|
|
100(9)
|
|
100
|
|
95
|
|
98
|
|
99
|
|
97
|
|
96
|
|
93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bandwidth percentage (3):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
at least 860 MHz
|
78
|
|
98
|
|
58
|
|
100
|
|
86
|
|
62
|
|
100
|
|
44
|
|
97
|
|
99
|
|
98
|
750 MHz to 859 MHz
|
19
|
|
—
|
|
—
|
|
—
|
|
—
|
|
33
|
|
--(10)
|
|
49
|
|
--(10)
|
|
--(10)
|
|
—
|
less than 750 MHz
|
3
|
|
2
|
|
42
|
|
—
|
|
14
|
|
5
|
|
--(10)
|
|
5
|
|
3
|
|
1
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product Penetration:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cable television penetration (4)
|
27
|
|
49
|
|
61
|
|
53
|
|
33
|
|
33
|
|
36
|
|
38
|
|
30
|
|
34
|
|
27
|
Enhanced video penetration (5)
|
100
|
|
26
|
|
88
|
|
57
|
|
80
|
|
92
|
|
84
|
|
87
|
|
72
|
|
67
|
|
85
|
Broadband internet penetration (6)
|
37
|
|
27
|
|
50
|
|
33
|
|
37
|
|
44
|
|
35
|
|
38
|
|
19
|
|
33
|
|
22
|
Fixed telephony penetration (6)
|
32
|
|
25
|
|
39
|
|
24
|
|
32
|
|
42
|
|
19
|
|
36
|
|
18
|
|
11
|
|
13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Double-play penetration (7)
|
19
|
|
13
|
|
20
|
|
17
|
|
26
|
|
35
|
|
30
|
|
11
|
|
10
|
|
48
|
|
17
|
Triple-play penetration (7)
|
64
|
|
35
|
|
54
|
|
42
|
|
47
|
|
45
|
|
39
|
|
46
|
|
35
|
|
16
|
|
25
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed-Mobile Convergence penetration (8)
|
21
|
|
5
|
|
40
|
|
10
|
|
5
|
|
8
|
|
--(11)
|
|
9
|
|
—
|
|
—
|
|
—
|
(1)
|
Percentage of total homes passed that are two-way homes passed.
|
(2)
|
Percentage of total homes passed to which digital video, broadband internet or fixed-line telephony services, as applicable, are made available.
|
(3)
|
Percentage of total homes passed served by a network with the indicated bandwidth.
|
(4)
|
Percentage of total homes passed that subscribe to cable television services (Basic Video or Enhanced Video).
|
(5)
|
Percentage of cable television subscribers (Basic Video and Enhanced Video Subscribers) that are Enhanced Video Subscribers.
|
(6)
|
Percentage of two-way homes passed that subscribe to broadband internet or fixed-line telephony services, as applicable.
|
(7)
|
Percentage of total customers that subscribe to two services (double-play customers) or three services (triple-play customers) offered by our operations (video, broadband internet and fixed-line telephony).
|
(8)
|
Fixed-Mobile Convergence penetration represents the number of customers who subscribe to both our internet service and our postpaid mobile service, divided by the number of customers who subscribe to our internet service.
|
(9)
|
Assuming the contractual right to serve the building exists in the case of multiple dwelling units.
|
(10)
|
Less than 1%.
|
(11)
|
Fixed-Mobile Convergence penetration in Hungary is less than 1%.
|
|
|
U.K.
|
|
Germany
|
|
Belgium
|
|
Switzerland
|
|
Austria
|
|
Ireland
|
|
Poland
|
|
Hungary
|
|
Romania
|
|
Czech Republic
|
|
Slovakia
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Video services (excluding DTH):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Next Generation Video Platform
|
|
TiVo
|
|
Horizon
|
|
Digital TV(5)
|
|
Horizon
|
|
Horizon
|
|
Horizon
|
|
Horizon
|
|
Horizon Lite(5)
|
|
Horizon Lite(5)
|
|
Horizon/Horizon Lite(5)
|
|
Horizon Lite(5)
|
Number of Next Generation Video percentage(1)
|
|
91
|
|
11
|
|
88
|
|
31
|
|
17
|
|
60
|
|
40
|
|
25
|
|
9
|
|
40
|
|
58
|
Number of out-of-home channels available (second screen)
|
|
110
|
|
117
|
|
91
|
|
123
|
|
50
|
|
95
|
|
59
|
|
43
|
|
83
|
|
72
|
|
64
|
Availability of Replay TV
|
|
—
|
|
—
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
Number of channels in basic digital tier
|
|
71
|
|
95
|
|
83
|
|
90
|
|
110
|
|
72
|
|
107
|
|
100
|
|
131
|
|
112
|
|
93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Broadband internet service:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Maximum download speed offered (Mbps)
|
|
300(3)
|
|
400
|
|
400(3)
|
|
500
|
|
300
|
|
360(3)
|
|
500(3)(6)
|
|
500
|
|
500
|
|
500
|
|
500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed-line telephony and mobile services:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VoIP Fixed-line
|
|
(4)
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
|
X
|
Number of Mobile SIM cards (in 000’s)(2)
|
|
3,003
|
|
320
|
|
2,804
|
|
115
|
|
64
|
|
50
|
|
4(7)
|
|
88
|
|
—
|
|
—
|
|
—
|
Prepaid
|
|
514
|
|
—
|
|
515
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Postpaid
|
|
2,489
|
|
320
|
|
2,289
|
|
115
|
|
64
|
|
50
|
|
4
|
|
88
|
|
—
|
|
—
|
|
—
|
(1)
|
Percentage of total cable television subscribers that have next generation video.
|
(2)
|
Represents the number of active SIM cards in service. See note 10 to Consolidated Operating Data table above for how these are counted.
|
(3)
|
For business customers, speeds of up to: 350 Mbps in the U.K., 500 Mbps in Belgium, 400 Mbps in Ireland and 600 Mbps in Poland, are available.
|
(4)
|
Voice-over-internet-protocol (VoIP) services are available only to business customers.
|
(5)
|
Refers to an upgraded set-top box system that provides several features of Horizon TV (defined below) in the home.
|
(6)
|
Speeds of up to 600 Mbps available in limited areas.
|
(7)
|
Limited to legacy subscribers.
|
•
|
VoIP and circuit-switch telephony, hosted private branch exchange solutions and conferencing options;
|
•
|
data services for internet access, virtual private networks and high capacity point-to-point services;
|
•
|
wireless services for mobile voice and data, as well as managed WiFi networks;
|
•
|
video programming packages and select channel lineups for targeted industries; and
|
•
|
value added services, including webhosting, managed security systems and storage and cloud enabled software.
|
•
|
recapturing bandwidth and optimizing our networks by:
|
◦
|
increasing the number of nodes in our markets;
|
◦
|
increasing the bandwidth of our hybrid fiber coaxial cable network to 1 GHz;
|
◦
|
converting analog channels to digital;
|
◦
|
bonding additional DOCSIS 3.0 channels;
|
◦
|
deploying VDSL over our fixed telephony network;
|
◦
|
replacing copper lines with modern optic fibers; and
|
◦
|
using digital compression technologies.
|
•
|
freeing spectrum for high-speed internet, VoD and other services by encouraging customers to move from analog to digital services;
|
•
|
increasing the efficiency of our networks by moving headend functions (encoding, transcoding and multiplexing) to cloud storage systems;
|
•
|
enhancing our network to accommodate business services;
|
•
|
using wireless technologies to extend our services outside of the home;
|
•
|
offering remote access to our video services through laptops, smart phones and tablets;
|
•
|
expanding the availability of Horizon TV and related products and developing and introducing online media sharing and streaming or cloud-based video; and
|
•
|
testing new technologies.
|
•
|
proposition (exceeding our customers' entertainment desires and expectations);
|
•
|
product (delivering the best content available);
|
•
|
procurement (investment in the best brands, shows and sports); and
|
•
|
partnering (strategic alignment, acquisitions and growth opportunities).
|
•
|
Virgin Media. Virgin Media’s digital television services compete primarily with FTA television and with Sky, the primary pay satellite television provider. Sky offers competitively priced triple-play and quad-play services in the U.K. and Ireland. Other significant competitors are BT and TalkTalk Telecom Group plc (TalkTalk) in the U.K. and Eircom Limited in Ireland, each of which offer triple-play services, as well as IPTV video services. Each of these competitors have multimedia home gateways.
|
•
|
Unitymedia. Unitymedia’s primary competition is from FTA television received via satellite. Unitymedia’s primary competitor for pay TV services is the IPTV services over VDSL and FTTx and DTH of the incumbent telecommunications operator, Deutsche Telekom. Deutsche Telekom’s VDSL network covers approximately 68% of German homes and it continues to expand this coverage with plans to reach approximately 80% of German homes in 2018.
|
•
|
Telenet. Telenet’s principal competitor is Proximus, the incumbent telecommunications operator, which has interactive digital television, replay television, VoD and HD service as part of its video offer, as well as a remote access service. Proximus offers customers a wide range of both individual and bundled services at competitive prices. Also, Telenet and other Belgian cable operators must give alternative providers access to their cable networks. Orange Belgium N.V. (Orange Belgium) gained such access in 2016 and currently offers its mobile subscribers a dual play bundle, including enhanced video and broadband internet services. Telenet may face increased competition from other providers of video services who take advantage of the wholesale access and may be able to offer triple- and quad-play services. For more information on wholesale access, see Regulatory Matters—Belgium.
|
•
|
UPC Switzerland. Our main competitor in Switzerland is Swisscom, the incumbent telecommunications operator, which provides IPTV services over DSL, VDSL and FTTx networks. Swisscom offers VoD services, DVR and replay functionality and HD channels, as well as the functionality to allow remote access to its video services, and has exclusive rights to distribute certain sports programming. To compete effectively in Switzerland, UPC Switzerland promotes Horizon TV and its family of products together with Replay TV and VoD, giving subscribers the ability to personalize their programming and viewing preferences. It also uses its high-speed internet of up to 50, 200 or 500 Mbps to promote its extended digital tier bundles.
|
•
|
Virgin Media. In the U.K., we have a number of significant competitors in the market for broadband internet services, including fixed-line incumbent telecommunications providers. Of these broadband internet providers, BT is the largest, which provides broadband internet access services to both its own retail customers and third-party retail providers over its own DSL network. BT has announced its intention to rollout ultrafast speeds of up to at least 300 Mbps by the end of 2020 to up to 10.0 million premises using G.fast technology, a DSL standard applied over copper local loops. BT has also announced that it intends to rollout a FTTx service supporting 1 Gbps to two million homes and businesses by 2020. As a result of these objectives, BT recently launched a range of ultrafast packages offering speeds of up to 150 Mbps and 300 Mbps, respectively, using a combination of G.fast and FTTx technology, which are currently available to 250,000 U.K. homes.
|
•
|
Unitymedia. In Germany, the market for broadband internet services is highly competitive. For broadband internet access, DSL is the dominant technology and Deutsche Telekom is the primary provider. Other major competitors to our services are resellers of Deutsche Telekom’s DSL and VDSL services. We also face increased competition from mobile broadband operators, including Deutsche Telekom, and other network providers, many of which offer mobile services through LTE wireless systems and are increasing their coverage areas. Deutsche Telekom plans to cover approximately 80% of German homes with its VDSL network by 2018. Within its footprint, Deutsche Telekom is implementing vectoring technology, which increases broadband speeds to up to 100 Mbps from the current speeds of up to 50 Mbps. Deutsche Telekom further announced its ambition to implement super vectoring technology, enhancing broadband speeds to up to 250 Mbps.With its (vectored) VDSL expansion plan, competition from Deutsche Telekom will increase.
|
•
|
Telenet. In the Flanders region of Belgium, Telenet is the leading provider of residential broadband internet services. Telenet’s primary competitor is the DSL service provider Proximus. Proximus is a well-established competitor offering quad-play bundles. Proximus’ DSL and VDSL service provide download speeds up to 100 Mbps. Mobile broadband penetration is increasing as well, reaching nearly 66% of the total population based on the BIPT 2016 Annual Report. Similar to its video services, Telenet faces competition in the provision of internet services from other providers who have wholesale access to Telenet’s cable network. Through such access, Orange Belgium currently offers its mobile subscribers a dual-play bundle including enhanced video and broadband internet services. In this competitive market, Telenet is using its fixed-mobile converged offers to promote its internet and other services.
|
•
|
UPC Switzerland. In Switzerland, Swisscom is the largest provider of broadband internet services, and is our primary competitor. Swisscom internet customers have access to its basic video content free of charge through its internet portal. It is also expanding its FTTx network and rolling out G.fast technology. At year end 2016, it had 2.5 million new connections through these technologies. Swisscom offers download speeds ranging from 40 Mbps to up to 1 Gbps. Swisscom’s internet speeds include 40 Mbps to 100 Mbps on its VDSL network and up to 1 Gbps in areas served by its FTTx network. Swisscom continues to expand its FTTx network to Switzerland households in our footprint, as well as in our partner network footprints. It has built its FTTH network in several cities in cooperation with municipality-owned utility companies and, where no cooperation agreement has been reached, Swisscom is building its own FTTH network. With respect to subscribers on partner networks, UPC Switzerland competes with other service providers for the contracts to serve these subscribers. In this competitive market, UPC Switzerland increased it introductory speed to 50 Mbps and is promoting its broadband services through its bundled offers.
|
•
|
Licensing and Exclusivity. The Regulatory Framework requires Member States to abolish exclusivities on communication networks and services in their territory and allow operators into their markets based on a simple registration. The Regulatory Framework sets forth an exhaustive list of conditions that may be imposed on communication networks and services. Possible obligations include, among other things, financial charges for universal service or for the costs of regulation, environmental requirements, data privacy and other consumer protection rules, “must carry” obligations, provision of customer information to law enforcement agencies and access obligations.
|
•
|
Significant Market Power. Certain of the obligations allowed by the Regulatory Framework apply only to operators or service providers with “Significant Market Power” (defined below) in a relevant market. For example, the provisions of the Access Directive allow the National Regulatory Authority (NRA) in E.U. Member States to mandate certain access obligations only for those operators and service providers that are deemed to have Significant Market Power. For purposes of the Regulatory Framework, an operator or service provider will be deemed to have Significant Market Power where, either individually or jointly with others, it enjoys a position of significant economic strength affording it the power to behave to an appreciable extent independently of competitors, customers and consumers.
|
•
|
Video Services. The regulation of distribution, but not the content, of television services to the public is harmonized by the Regulatory Framework. Member States are allowed to impose on certain operators under their jurisdiction reasonable must carry obligations for the transmission of specified radio and television broadcast channels. Such obligations are required to be based on clearly defined general interest objectives, be proportionate and be transparent and subject to periodic review. We are subject to must carry regulations in all markets in which we operate. Must carry regulations are significantly different among Member States. In some cases, these obligations go beyond what we believe is allowable under the Regulatory Framework. To date, however, the European Commission has taken very limited steps to enforce E.U. law in this area, leaving must carry obligations intact in certain Member States. We do not expect the European Commission or the Member States to curtail such obligations in the foreseeable future.
|
•
|
Net Neutrality/Traffic Management/Roaming. In October 2015, the European Parliament adopted the regulation on the first E.U.-wide net neutrality regime. The regulation, which is directly applicable in all Member States, permits the provision of specialized services, optimized for specific content and subjects operators to reasonable traffic management requirements. The regulation also abolished roaming tariffs beginning in June 2017.
|
•
|
risks that relate to the competition we face and the technology used in our businesses;
|
•
|
risks that relate to our operating in overseas markets and being subject to foreign regulation;
|
•
|
risks that relate to certain financial matters; and
|
•
|
other risks, including risks that, among other things, relate to the obstacles that may be faced by anyone who may seek to acquire us.
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
difficulties in staffing and managing international operations;
|
•
|
potentially adverse tax consequences;
|
•
|
export and import restrictions, custom duties, tariffs and other trade barriers;
|
•
|
increases in taxes and governmental fees;
|
•
|
economic and political instability; and
|
•
|
changes in foreign and domestic laws and policies that govern operations of foreign-based companies.
|
•
|
impair our ability to use our bandwidth in ways that would generate maximum revenue and Adjusted OIBDA;
|
•
|
create a shortage of capacity on our networks, which could limit the types and variety of services we seek to provide our customers;
|
•
|
impact our ability to access spectrum for our mobile services;
|
•
|
strengthen our competitors by granting them access and lowering their costs to enter into our markets; and
|
•
|
have a significant adverse impact on our results of operations.
|
•
|
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; 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.
|
•
|
incur or guarantee additional indebtedness;
|
•
|
pay dividends or make other upstream distributions;
|
•
|
make investments;
|
•
|
transfer, sell or dispose of certain assets, including subsidiary stock;
|
•
|
merge or consolidate with other entities;
|
•
|
engage in transactions with us or other affiliates; or
|
•
|
create liens on their assets.
|
•
|
fund property and equipment additions or acquisitions that could improve their value;
|
•
|
meet their loan and capital commitments to their business affiliates;
|
•
|
invest in companies in which they would otherwise invest;
|
•
|
fund any operating losses or future development of their business affiliates;
|
•
|
obtain lower borrowing costs that are available from secured lenders or engage in advantageous transactions that monetize their assets; or
|
•
|
conduct other necessary or prudent corporate activities.
|
•
|
authorizing a capital structure with multiple classes of ordinary shares; a Class B that entitles the holders to 10 votes per share; a Class A that entitles the holders to one vote per share; and a Class C that, except as otherwise required by applicable law, entitles the holders to no voting rights;
|
•
|
authorizing the issuance of “blank check” shares (both ordinary and preference), which could be issued by our board of directors to increase the number of outstanding shares and thwart a takeover attempt;
|
•
|
classifying our board of directors with staggered three-year terms, which may lengthen the time required to gain control of our board of directors, although under English law, shareholders of our company can remove a director without cause by ordinary resolution;
|
•
|
prohibiting shareholder action by written resolution, thereby requiring all shareholder actions to be taken at a meeting of the shareholders;
|
•
|
requiring the approval of 75% in value of the shareholders (or class of shareholders) and/or English court approval for certain statutory mergers or schemes of arrangements; and
|
•
|
establishing advance notice requirements for nominations of candidates for election to our board of directors or for proposing matters that can be acted upon by shareholders at shareholder meetings.
|
Item 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
Class A
|
|
Class B
|
|
Class C
|
||||||||||||||||||
|
|
High
|
|
Low
|
|
High
|
|
Low
|
|
High
|
|
Low
|
||||||||||||
Liberty Global Shares (a):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
First quarter
|
|
$
|
37.69
|
|
|
$
|
30.43
|
|
|
$
|
39.85
|
|
|
$
|
32.32
|
|
|
$
|
37.00
|
|
|
$
|
29.58
|
|
Second quarter
|
|
$
|
36.26
|
|
|
$
|
28.17
|
|
|
$
|
37.30
|
|
|
$
|
29.05
|
|
|
$
|
35.41
|
|
|
$
|
27.36
|
|
Third quarter
|
|
$
|
35.01
|
|
|
$
|
31.10
|
|
|
$
|
36.55
|
|
|
$
|
31.30
|
|
|
$
|
33.86
|
|
|
$
|
30.22
|
|
Fourth quarter
|
|
$
|
35.90
|
|
|
$
|
29.13
|
|
|
$
|
35.55
|
|
|
$
|
30.50
|
|
|
$
|
34.18
|
|
|
$
|
28.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
First quarter
|
|
$
|
36.97
|
|
|
$
|
26.91
|
|
|
$
|
43.54
|
|
|
$
|
31.34
|
|
|
$
|
35.27
|
|
|
$
|
26.19
|
|
Second quarter
|
|
$
|
34.99
|
|
|
$
|
26.19
|
|
|
$
|
40.42
|
|
|
$
|
27.34
|
|
|
$
|
33.88
|
|
|
$
|
26.24
|
|
Third quarter
|
|
$
|
34.63
|
|
|
$
|
26.16
|
|
|
$
|
44.39
|
|
|
$
|
27.60
|
|
|
$
|
33.58
|
|
|
$
|
25.86
|
|
Fourth quarter
|
|
$
|
34.65
|
|
|
$
|
28.50
|
|
|
$
|
37.52
|
|
|
$
|
29.95
|
|
|
$
|
33.50
|
|
|
$
|
27.82
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
LiLAC Shares (a):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
First quarter
|
|
$
|
27.35
|
|
|
$
|
21.44
|
|
|
$
|
24.83
|
|
|
$
|
24.69
|
|
|
$
|
27.20
|
|
|
$
|
21.17
|
|
Second quarter
|
|
$
|
22.94
|
|
|
$
|
20.08
|
|
|
$
|
23.38
|
|
|
$
|
20.96
|
|
|
$
|
23.79
|
|
|
$
|
19.81
|
|
Third quarter
|
|
$
|
26.99
|
|
|
$
|
22.05
|
|
|
$
|
28.81
|
|
|
$
|
23.28
|
|
|
$
|
26.82
|
|
|
$
|
21.59
|
|
Fourth quarter
|
|
$
|
25.62
|
|
|
$
|
20.15
|
|
|
$
|
27.50
|
|
|
$
|
20.72
|
|
|
$
|
25.54
|
|
|
$
|
19.89
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
First quarter
|
|
$
|
39.10
|
|
|
$
|
32.01
|
|
|
$
|
39.98
|
|
|
$
|
39.98
|
|
|
$
|
41.30
|
|
|
$
|
34.22
|
|
Second quarter
|
|
$
|
41.17
|
|
|
$
|
32.06
|
|
|
$
|
55.00
|
|
|
$
|
35.62
|
|
|
$
|
42.98
|
|
|
$
|
32.07
|
|
Third quarter
|
|
$
|
36.27
|
|
|
$
|
26.54
|
|
|
$
|
35.62
|
|
|
$
|
27.01
|
|
|
$
|
36.67
|
|
|
$
|
27.23
|
|
Fourth quarter
|
|
$
|
28.38
|
|
|
$
|
19.10
|
|
|
$
|
28.80
|
|
|
$
|
20.48
|
|
|
$
|
28.74
|
|
|
$
|
19.37
|
|
(a)
|
On July 1, 2016, we completed the LiLAC Distribution. The share price information presented herein for periods prior to July 1, 2016 has not been retroactively revised. Prices for LiLAC Class B ordinary shares reflect inter-dealer prices without retail mark-up, mark-down or actual transactions.
|
|
|
Total number of
shares repurchased
|
|
Average price
paid per share (a)
|
|
Total number of shares
repurchased as part of
publicly-announced
programs
|
|
Value
of shares
that may
yet be
repurchased
under the
programs
|
||||||||||
Liberty Global Shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
October 1, 2017 through October 31, 2017
|
|
Class A:
|
|
1,438,600
|
|
|
Class A:
|
|
$
|
31.99
|
|
|
Class A:
|
|
1,438,600
|
|
|
(b)
|
|
|
Class C:
|
|
3,901,600
|
|
|
Class C:
|
|
$
|
31.21
|
|
|
Class C:
|
|
3,901,600
|
|
|
(b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
November 1, 2017 through November 30, 2017
|
|
Class A:
|
|
224,000
|
|
|
Class A:
|
|
$
|
30.74
|
|
|
Class A:
|
|
224,000
|
|
|
(b)
|
|
|
Class C:
|
|
3,692,400
|
|
|
Class C:
|
|
$
|
29.54
|
|
|
Class C:
|
|
3,692,400
|
|
|
(b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
December 1, 2017 through December 31, 2017
|
|
Class A:
|
|
521,100
|
|
|
Class A:
|
|
$
|
32.18
|
|
|
Class A:
|
|
521,100
|
|
|
(b)
|
|
|
Class C:
|
|
118,800
|
|
|
Class C:
|
|
$
|
32.58
|
|
|
Class C:
|
|
118,800
|
|
|
(b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total Liberty Global Shares — October 1, 2017 through December 31, 2017
|
|
Class A:
|
|
2,183,700
|
|
|
Class A:
|
|
$
|
31.91
|
|
|
Class A:
|
|
2,183,700
|
|
|
(b)
|
|
|
Class C:
|
|
7,712,800
|
|
|
Class C:
|
|
$
|
30.43
|
|
|
Class C:
|
|
7,712,800
|
|
|
(b)
|
(a)
|
Average price paid per share includes direct acquisition costs and the effects of derivative instruments, where applicable.
|
(b)
|
As of December 31, 2017, the remaining amount authorized for repurchases of Liberty Global Shares was $2.1 billion.
|
|
December 31,
|
||||||||||||||||||
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Liberty Global Shares - Class/Series A
|
$
|
141.36
|
|
|
$
|
153.38
|
|
|
$
|
129.41
|
|
|
$
|
93.45
|
|
|
$
|
109.49
|
|
Liberty Global Shares - Class/Series B
|
$
|
140.54
|
|
|
$
|
155.49
|
|
|
$
|
124.59
|
|
|
$
|
96.40
|
|
|
$
|
108.96
|
|
Liberty Global Shares - Class/Series C
|
$
|
143.52
|
|
|
$
|
161.49
|
|
|
$
|
136.28
|
|
|
$
|
99.28
|
|
|
$
|
113.12
|
|
ICB 6500 Telecommunications
|
$
|
113.40
|
|
|
$
|
116.49
|
|
|
$
|
120.68
|
|
|
$
|
149.37
|
|
|
$
|
149.23
|
|
Nasdaq US Benchmark TR Index
|
$
|
133.48
|
|
|
$
|
150.12
|
|
|
$
|
150.84
|
|
|
$
|
170.46
|
|
|
$
|
206.91
|
|
|
|
December 31,
|
||||||||||
|
|
2015
|
|
2016
|
|
2017
|
||||||
|
|
|
|
|
|
|
||||||
LiLAC Shares - Class A
|
|
$
|
83.39
|
|
|
$
|
44.27
|
|
|
$
|
47.33
|
|
LiLAC Shares - Class B
|
|
$
|
81.93
|
|
|
$
|
41.97
|
|
|
$
|
42.46
|
|
LiLAC Shares - Class C
|
|
$
|
89.40
|
|
|
$
|
44.01
|
|
|
$
|
48.71
|
|
ICB 6500 Telecommunications
|
|
$
|
99.06
|
|
|
$
|
122.61
|
|
|
$
|
122.49
|
|
Nasdaq US Benchmark TR Index
|
|
$
|
98.05
|
|
|
$
|
110.81
|
|
|
$
|
134.50
|
|
|
December 31,
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
in millions
|
||||||||||||||||||
Summary Balance Sheet Data (a):
|
|
||||||||||||||||||
Investments
|
$
|
6,671.4
|
|
|
$
|
6,388.7
|
|
|
$
|
2,839.6
|
|
|
$
|
1,808.2
|
|
|
$
|
3,492.1
|
|
Property and equipment, net
|
$
|
19,535.4
|
|
|
$
|
17,249.3
|
|
|
$
|
20,840.5
|
|
|
$
|
23,016.0
|
|
|
$
|
22,733.6
|
|
Goodwill
|
$
|
18,547.4
|
|
|
$
|
17,063.7
|
|
|
$
|
26,244.8
|
|
|
$
|
28,214.3
|
|
|
$
|
22,180.9
|
|
Total assets (including discontinued operations)
|
$
|
57,596.8
|
|
|
$
|
68,684.1
|
|
|
$
|
67,559.0
|
|
|
$
|
72,496.4
|
|
|
$
|
67,321.5
|
|
Debt and capital lease obligations, including current portion
|
$
|
42,214.9
|
|
|
$
|
37,510.8
|
|
|
$
|
44,444.8
|
|
|
$
|
43,782.0
|
|
|
$
|
43,739.8
|
|
Total equity
|
$
|
6,393.0
|
|
|
$
|
14,732.0
|
|
|
$
|
10,174.3
|
|
|
$
|
14,116.0
|
|
|
$
|
11,541.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Year ended December 31,
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
in millions, except per share amounts
|
||||||||||||||||||
Summary Statement of Operations Data (a):
|
|
||||||||||||||||||
Revenue
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
|
$
|
17,043.7
|
|
|
$
|
13,186.7
|
|
Operating income
|
$
|
1,947.5
|
|
|
$
|
2,482.2
|
|
|
$
|
2,101.1
|
|
|
$
|
1,999.8
|
|
|
$
|
1,989.2
|
|
Earnings (loss) from continuing operations (b)
|
$
|
(1,865.5
|
)
|
|
$
|
1,994.5
|
|
|
$
|
(1,101.2
|
)
|
|
$
|
(990.6
|
)
|
|
$
|
(829.0
|
)
|
Earnings (loss) from continuing operations attributable to Liberty Global shareholders
|
$
|
(1,943.6
|
)
|
|
$
|
1,960.8
|
|
|
$
|
(1,196.4
|
)
|
|
$
|
(1,040.5
|
)
|
|
$
|
(898.5
|
)
|
Basic earnings (loss) from continuing operations attributable to Liberty Global shareholders per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Liberty Global Shares (c)
|
$
|
(2.29
|
)
|
|
$
|
2.20
|
|
|
$
|
(0.19
|
)
|
|
|
|
|
||||
Old Liberty Global Shares (d)
|
|
|
|
|
$
|
(1.16
|
)
|
|
$
|
(1.30
|
)
|
|
$
|
(1.34
|
)
|
||||
Diluted earnings (loss) from continuing operations attributable to Liberty Global shareholders per share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Liberty Global Shares (c)
|
$
|
(2.29
|
)
|
|
$
|
2.18
|
|
|
$
|
(0.19
|
)
|
|
|
|
|
||||
Old Liberty Global Shares (d)
|
|
|
|
|
$
|
(1.16
|
)
|
|
$
|
(1.30
|
)
|
|
$
|
(1.34
|
)
|
(a)
|
We acquired BASE on February 11, 2016, Ziggo on November 11, 2014 and Virgin Media on June 7, 2013. Our continuing operations also completed a number of less significant acquisitions during the years presented. On December 31, 2016, we completed the VodafoneZiggo JV Transaction, pursuant to which we contributed VodafoneZiggo Holding to the VodafoneZiggo JV. In addition, we acquired C&W on May 16, 2016 and a less significant cable and broadband services provider in Puerto Rico on June 3, 2015, each of which was attributed to the LiLAC Group. Effective December 31, 2017, we completed the Split-off Transaction, pursuant to which the businesses, assets and liabilities of the LiLAC Group were transferred to an independent publicly-traded company. On January 31, 2014, we sold substantially all of the assets of Chellomedia B.V. (the Chellomedia Disposal Group). Accordingly, the selected financial data included in this table presents the LiLAC Group and the Chellomedia Disposal Group as discontinued operations for all applicable periods. For information regarding our acquisitions and dispositions during the past three years, see notes 4 and 5, respectively, to our consolidated financial statements.
|
(b)
|
Includes earnings from continuing operations attributable to noncontrolling interests of $78.1 million, $33.7 million, $95.2 million, $49.9 million and $69.5 million, respectively.
|
(c)
|
The amounts presented for 2015 relate to the period from July 1, 2015 through December 31, 2015.
|
(d)
|
The amounts presented for 2015 relate to the period from January 1, 2015 through June 30, 2015.
|
Item 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Overview. This section provides a general description of our business and recent events.
|
•
|
Results of Operations. This section provides an analysis of our results of operations for the years ended December 31, 2017, 2016 and 2015.
|
•
|
Liquidity and Capital Resources. This section provides an analysis of our corporate and subsidiary liquidity, consolidated statements of cash flows and contractual commitments.
|
•
|
Critical Accounting Policies, Judgments and Estimates. This section discusses those material accounting policies that involve uncertainties and require significant judgment in their application.
|
•
|
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.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
6,398.7
|
|
|
$
|
6,508.8
|
|
|
$
|
(110.1
|
)
|
|
(1.7
|
)
|
|
$
|
151.8
|
|
|
2.3
|
|
Belgium
|
2,865.3
|
|
|
2,691.1
|
|
|
174.2
|
|
|
6.5
|
|
|
36.3
|
|
|
1.3
|
|
||||
Germany
|
2,705.4
|
|
|
2,539.7
|
|
|
165.7
|
|
|
6.5
|
|
|
109.5
|
|
|
4.3
|
|
||||
Switzerland/Austria
|
1,766.0
|
|
|
1,755.6
|
|
|
10.4
|
|
|
0.6
|
|
|
(5.0
|
)
|
|
(0.3
|
)
|
||||
Central and Eastern Europe
|
1,183.6
|
|
|
1,088.4
|
|
|
95.2
|
|
|
8.7
|
|
|
57.6
|
|
|
5.2
|
|
||||
The Netherlands
|
—
|
|
|
2,690.8
|
|
|
(2,690.8
|
)
|
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
||||
Central and Corporate (a)
|
144.8
|
|
|
73.2
|
|
|
71.6
|
|
|
97.8
|
|
|
3.4
|
|
|
2.5
|
|
||||
Intersegment eliminations
|
(14.9
|
)
|
|
(62.6
|
)
|
|
47.7
|
|
|
N.M.
|
|
|
(0.6
|
)
|
|
N.M.
|
|
||||
Total
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
(2,236.1
|
)
|
|
(12.9
|
)
|
|
$
|
353.0
|
|
|
2.4
|
|
(a)
|
The amount presented for 2017 primarily includes the revenue earned from services provided to the VodafoneZiggo JV. For additional information, see note 6 to our consolidated financial statements. The amount presented for 2016 primarily includes the revenue of Ziggo Sport, which was contributed to the VodafoneZiggo JV as part of the VodafoneZiggo JV Transaction.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
80.0
|
|
|
$
|
—
|
|
|
$
|
80.0
|
|
ARPU (b)
|
18.2
|
|
|
—
|
|
|
18.2
|
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
18.9
|
|
|
18.9
|
|
|||
Total increase in residential cable revenue
|
98.2
|
|
|
18.9
|
|
|
117.1
|
|
|||
Increase (decrease) in residential mobile revenue (d)
|
(52.9
|
)
|
|
38.9
|
|
|
(14.0
|
)
|
|||
Increase in B2B revenue (e)
|
34.6
|
|
|
7.0
|
|
|
41.6
|
|
|||
Increase in other revenue (f)
|
—
|
|
|
7.1
|
|
|
7.1
|
|
|||
Total organic increase
|
79.9
|
|
|
71.9
|
|
|
151.8
|
|
|||
Impact of acquisitions
|
—
|
|
|
31.4
|
|
|
31.4
|
|
|||
Impact of disposals
|
—
|
|
|
(2.9
|
)
|
|
(2.9
|
)
|
|||
Impact of FX
|
(230.0
|
)
|
|
(60.4
|
)
|
|
(290.4
|
)
|
|||
Total
|
$
|
(150.1
|
)
|
|
$
|
40.0
|
|
|
$
|
(110.1
|
)
|
(a)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is primarily attributable to (i) increases in the average number of broadband internet, video and fixed-line telephony RGUs in the U.K. and (ii) a decrease in the average number of video RGUs in Ireland.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to (i) the net effect of (a) higher ARPU from broadband internet services and (b) lower ARPU from video and fixed-line telephony services and (ii) an improvement in RGU mix. In addition, ARPU from video, broadband internet and fixed-line telephony services was adversely impacted by an aggregate revenue decrease of $12.4 million associated with an April 2016 change in the regulations governing payment handling fees that Virgin Media charges to its customers in the U.K.
|
(c)
|
The increase in residential cable non-subscription revenue is primarily attributable to the net effect of (i) an increase in installation revenue in the U.K. and (ii) a decrease in early termination fees in the U.K.
|
(d)
|
The decrease in residential mobile subscription revenue is primarily attributable to the net effect of (i) a decrease in the U.K., due primarily to lower ARPU, and (ii) an increase in Ireland, mainly due to an increase in the average number of mobile subscribers. The lower ARPU in the U.K. includes the net effect of (a) a decline of $104.8 million attributable to a lower number of customers under higher-ARPU subsidized handset contracts and (b) an increase of $42.5 million attributable to growth in the number of customers under the lower-ARPU Split-contract Program. For additional information regarding Split-contract Programs, see note 3 to our consolidated financial statements. The increase in residential mobile non-subscription revenue is primarily due to (1) an increase in revenue from mobile handset sales in the U.K. and (2) a decrease in interconnect revenue, as a decrease in the U.K. was only partially offset by a volume-related increase in Ireland. The decrease in interconnect revenue in the U.K. is primarily due to (I) a decline in mobile short message service or “SMS” termination volumes and (II) lower mobile termination rates and volumes.
|
(e)
|
The increase in B2B subscription revenue is primarily due to an increase in the average number of broadband internet SOHO RGUs in the U.K. The increase in B2B non-subscription revenue is primarily due to the net effect of (i) an increase in early termination fees in the U.K. and (ii) lower revenue from data services in the U.K.
|
(f)
|
The increase in other revenue is largely due to an increase in broadcasting revenue in Ireland.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase (decrease) in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
(35.7
|
)
|
|
$
|
—
|
|
|
$
|
(35.7
|
)
|
ARPU (b)
|
23.3
|
|
|
—
|
|
|
23.3
|
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
6.7
|
|
|
6.7
|
|
|||
Total increase (decrease) in residential cable revenue
|
(12.4
|
)
|
|
6.7
|
|
|
(5.7
|
)
|
|||
Decrease in residential mobile revenue (d)
|
(28.4
|
)
|
|
(25.6
|
)
|
|
(54.0
|
)
|
|||
Increase in B2B revenue (e)
|
46.7
|
|
|
49.5
|
|
|
96.2
|
|
|||
Decrease in other revenue
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|||
Total organic increase
|
5.9
|
|
|
30.4
|
|
|
36.3
|
|
|||
Impact of acquisitions
|
74.9
|
|
|
33.7
|
|
|
108.6
|
|
|||
Impact of disposals
|
(21.0
|
)
|
|
(9.0
|
)
|
|
(30.0
|
)
|
|||
Impact of FX
|
44.9
|
|
|
14.4
|
|
|
59.3
|
|
|||
Total
|
$
|
104.7
|
|
|
$
|
69.5
|
|
|
$
|
174.2
|
|
(a)
|
The decrease in residential cable subscription revenue related to a change in the average number of RGUs is attributable to decreases in the average number of video, broadband internet and fixed-line telephony RGUs.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to (i) the net effect of (a) higher ARPU from video and broadband internet services and (b) lower ARPU from fixed-line telephony services and (ii) an improvement in RGU mix.
|
(c)
|
The increase in residential cable non-subscription revenue is attributable to the net effect of (i) an increase of $5.8 million due to adjustments recorded during 2017 to reflect the expected recovery of certain prior-period VAT payments and (ii) a decrease in revenue from services provided over third-party networks.
|
(d)
|
The decrease in residential mobile subscription revenue is primarily due to the net effect of (i) a decline in the average number of mobile subscribers, as a decrease in the average number of prepaid mobile subscribers was only partially offset by an increase in the average number of postpaid mobile subscribers, and (ii) higher ARPU. The decrease in residential mobile non-subscription revenue is primarily due to (a) a decrease in revenue from sales of mobile handsets and other devices and (b) a decrease in interconnect revenue due to the net effect of lower SMS termination volumes, higher roaming revenue and lower mobile termination rates.
|
(e)
|
The increase in B2B subscription revenue is attributable to increases in the average number of broadband internet, video, mobile and fixed-line telephony SOHO subscribers. The increase in B2B non-subscription revenue is primarily due to (i) higher revenue from wholesale services, (ii) an increase in interconnect revenue driven by higher mobile volumes and (iii) an increase in revenue from hosting and managed security services.
|
|
Subscription
revenue (a)
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (b)
|
$
|
45.0
|
|
|
$
|
—
|
|
|
$
|
45.0
|
|
ARPU (c)
|
27.7
|
|
|
—
|
|
|
27.7
|
|
|||
Decrease in residential cable non-subscription revenue (d)
|
—
|
|
|
(14.9
|
)
|
|
(14.9
|
)
|
|||
Total increase (decrease) in residential cable revenue
|
72.7
|
|
|
(14.9
|
)
|
|
57.8
|
|
|||
Increase (decrease) in residential mobile revenue (e)
|
(3.4
|
)
|
|
26.7
|
|
|
23.3
|
|
|||
Increase in B2B revenue (f)
|
14.6
|
|
|
15.2
|
|
|
29.8
|
|
|||
Decrease in other revenue
|
—
|
|
|
(1.4
|
)
|
|
(1.4
|
)
|
|||
Total organic increase
|
83.9
|
|
|
25.6
|
|
|
109.5
|
|
|||
Impact of FX
|
50.4
|
|
|
5.8
|
|
|
56.2
|
|
|||
Total
|
$
|
134.3
|
|
|
$
|
31.4
|
|
|
$
|
165.7
|
|
(a)
|
Residential cable 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 December 31, 2017, bulk agreements covering approximately 36% of the video subscribers that Germany serves expire by the end of 2018 or are terminable on 30-days notice. During the three months ended December 31, 2017, 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)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is attributable to the net effect of (i) increases in the average number of broadband internet and fixed-line telephony RGUs and (ii) a decline in the average number of video RGUs.
|
(c)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to (i) an improvement in RGU mix and (ii) a net increase due to (a) higher ARPU from video and broadband internet services and (b) lower ARPU from fixed-line telephony services.
|
(d)
|
The decrease in residential cable non-subscription revenue is primarily due to the net effect of (i) a decrease in channel carriage fee revenue, (ii) a decrease in interconnect revenue, primarily due to a decline in fixed-line telephony termination rates and volumes, and (iii) an increase in installation revenue. Channel carriage revenue relates to 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 2018 through 2022. The aggregate amount of revenue related to these channel carriage contracts represented approximately 4% of Germany’s total revenue during the three months ended December 31, 2017. No assurance can be given that these contracts will be renewed or extended on financially equivalent terms, or at all. The decrease in channel carriage fee revenue is primarily due to the June 2017 discontinuation of our analog video service in Germany, which resulted in a revenue decrease of $17.5 million.
|
(e)
|
The increase in residential mobile non-subscription revenue is primarily due to an increase in revenue from mobile handset sales of $26.4 million associated with the fourth quarter 2016 launch of a wholesale handset program. These mobile handset sales typically generate relatively low margins. Beginning in 2018, Germany’s wholesale handset program will be included within a broader program that will be administered by a subsidiary within Central and Corporate. Accordingly, Germany’s low-margin mobile handset sales are expected to decline significantly in 2018.
|
(f)
|
The increase in B2B subscription revenue is primarily attributable to increases in the average number of fixed-line telephony
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Decrease in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
(4.5
|
)
|
|
$
|
—
|
|
|
$
|
(4.5
|
)
|
ARPU (b)
|
(43.6
|
)
|
|
—
|
|
|
(43.6
|
)
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
14.9
|
|
|
14.9
|
|
|||
Total increase (decrease) in residential cable revenue
|
(48.1
|
)
|
|
14.9
|
|
|
(33.2
|
)
|
|||
Increase in residential mobile revenue (d)
|
16.8
|
|
|
0.4
|
|
|
17.2
|
|
|||
Increase in B2B revenue (e)
|
4.4
|
|
|
6.6
|
|
|
11.0
|
|
|||
Total organic increase (decrease)
|
(26.9
|
)
|
|
21.9
|
|
|
(5.0
|
)
|
|||
Impact of acquisitions
|
1.6
|
|
|
4.8
|
|
|
6.4
|
|
|||
Impact of FX
|
6.9
|
|
|
2.1
|
|
|
9.0
|
|
|||
Total
|
$
|
(18.4
|
)
|
|
$
|
28.8
|
|
|
$
|
10.4
|
|
(a)
|
The decrease in residential cable subscription revenue related to a change in the average number of RGUs is attributable to the net effect of (i) a decline in the average number of video RGUs and (ii) increases in the average number of fixed-line telephony and broadband internet RGUs.
|
(b)
|
The decrease in residential cable subscription revenue related to a change in ARPU is attributable to (i) a decrease due to lower ARPU from fixed-line telephony, broadband internet and video services and (ii) an adverse change in RGU mix.
|
(c)
|
The increase in residential cable non-subscription revenue is primarily attributable to the net effect of (i) a $19.3 million increase associated with distribution revenue that we earned following the September 2017 launch of our Swiss sports channels, (ii) a decrease in installation revenue in Switzerland and (iii) a decrease in equipment sales in Switzerland. In addition, the increase in residential cable non-subscription revenue includes a $6.5 million favorable impact of the release of unclaimed customer credits in Switzerland during the first half of 2017.
|
(d)
|
The increase in residential mobile subscription revenue is due to the net impact of (i) an increase in the average number of mobile subscribers and (ii) lower ARPU from mobile services.
|
(e)
|
The increase in B2B subscription revenue is primarily attributable to an increase in the average number of broadband internet SOHO RGUs. The increase in B2B non-subscription revenue is primarily due to (i) higher revenue from data services, primarily in Switzerland, (ii) higher revenue from construction services provided to our partner networks in Switzerland and (iii) an increase in interconnect revenue in Switzerland.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase (decrease) in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
29.7
|
|
|
$
|
—
|
|
|
$
|
29.7
|
|
ARPU (b)
|
(9.8
|
)
|
|
—
|
|
|
(9.8
|
)
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
6.3
|
|
|
6.3
|
|
|||
Total increase in residential cable revenue
|
19.9
|
|
|
6.3
|
|
|
26.2
|
|
|||
Increase in residential mobile revenue (d)
|
2.9
|
|
|
0.5
|
|
|
3.4
|
|
|||
Increase in B2B revenue (e)
|
8.3
|
|
|
19.5
|
|
|
27.8
|
|
|||
Increase in other revenue
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|||
Total organic increase
|
31.1
|
|
|
26.5
|
|
|
57.6
|
|
|||
Impact of FX
|
33.8
|
|
|
3.8
|
|
|
37.6
|
|
|||
Total
|
$
|
64.9
|
|
|
$
|
30.3
|
|
|
$
|
95.2
|
|
(a)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is attributable to (i) an increase in the average number of broadband internet RGUs, primarily due to increases in Hungary, the Czech Republic, Romania and Poland, (ii) an increase in the average number of video RGUs, primarily due to increases in the Czech Republic, Hungary and Romania that were only partially offset by decreases in Slovakia and UPC DTH and (iii) an increase in the average number of fixed-line telephony RGUs, due primarily to increases in Hungary and Romania.
|
(b)
|
The decrease in residential cable subscription revenue related to a change in ARPU is primarily attributable to (i) the net effect of (a) higher ARPU from video services, primarily due to increases in Poland, Hungary and UPC DTH that were only partially offset by a decrease in the Czech Republic, (b) lower ARPU from fixed-line telephony services, primarily driven by decreases in Poland, Romania and Hungary and (c) lower ARPU from broadband internet services, as decreases in Poland and Hungary were only partially offset by an increase in Romania, and (ii) an improvement in RGU mix.
|
(c)
|
The increase in residential cable non-subscription revenue is primarily attributable to increases in Hungary, Poland and UPC DTH.
|
(d)
|
The increase in residential mobile subscription revenue is primarily due to an increase in the average number of mobile subscribers in Hungary.
|
(e)
|
The increase in B2B subscription revenue is primarily attributable to (i) an increase in the average number of broadband internet SOHO RGUs, most notably in Hungary and Poland, and (ii) an increase in the average number of video SOHO RGUs. The increase in B2B non-subscription revenue is primarily due to (a) higher revenue from fixed-line telephony services, primarily in the Czech Republic, (b) higher interconnect revenue, primarily due to higher volumes in Poland and Hungary, and (c) higher revenue from data services, primarily in Poland and Romania.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
6,508.8
|
|
|
$
|
7,058.7
|
|
|
$
|
(549.9
|
)
|
|
(7.8
|
)
|
|
$
|
195.5
|
|
|
2.8
|
|
Belgium (a)
|
2,691.1
|
|
|
2,021.0
|
|
|
670.1
|
|
|
33.2
|
|
|
97.8
|
|
|
3.8
|
|
||||
The Netherlands
|
2,690.8
|
|
|
2,745.3
|
|
|
(54.5
|
)
|
|
(2.0
|
)
|
|
(45.9
|
)
|
|
(1.7
|
)
|
||||
Germany
|
2,539.7
|
|
|
2,399.5
|
|
|
140.2
|
|
|
5.8
|
|
|
148.4
|
|
|
6.2
|
|
||||
Switzerland/Austria
|
1,755.6
|
|
|
1,758.2
|
|
|
(2.6
|
)
|
|
(0.1
|
)
|
|
29.1
|
|
|
1.7
|
|
||||
Central and Eastern Europe
|
1,088.4
|
|
|
1,066.6
|
|
|
21.8
|
|
|
2.0
|
|
|
40.2
|
|
|
3.8
|
|
||||
Central and Corporate (b)
|
73.2
|
|
|
51.5
|
|
|
21.7
|
|
|
42.1
|
|
|
34.2
|
|
|
86.6
|
|
||||
Intersegment eliminations
|
(62.6
|
)
|
|
(38.1
|
)
|
|
(24.5
|
)
|
|
N.M.
|
|
|
(25.0
|
)
|
|
N.M.
|
|
||||
Total
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
|
$
|
222.3
|
|
|
1.3
|
|
|
$
|
474.3
|
|
|
2.7
|
|
(a)
|
The amount presented for 2016 includes the post-acquisition revenue of BASE, which was acquired on February 11, 2016.
|
(b)
|
The amounts presented for 2016 and 2015 primarily include the revenue of Ziggo Sport, which was contributed to the VodafoneZiggo JV as part of the VodafoneZiggo JV Transaction.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
89.7
|
|
|
$
|
—
|
|
|
$
|
89.7
|
|
ARPU (b)
|
92.6
|
|
|
—
|
|
|
92.6
|
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
16.1
|
|
|
16.1
|
|
|||
Total increase in residential cable revenue
|
182.3
|
|
|
16.1
|
|
|
198.4
|
|
|||
Increase (decrease) in residential mobile revenue (d)
|
(86.8
|
)
|
|
41.7
|
|
|
(45.1
|
)
|
|||
Increase in B2B revenue (e)
|
12.5
|
|
|
16.8
|
|
|
29.3
|
|
|||
Increase in other revenue (f)
|
—
|
|
|
12.9
|
|
|
12.9
|
|
|||
Total organic increase
|
108.0
|
|
|
87.5
|
|
|
195.5
|
|
|||
Impact of acquisitions
|
—
|
|
|
44.7
|
|
|
44.7
|
|
|||
Impact of disposals
|
—
|
|
|
(11.8
|
)
|
|
(11.8
|
)
|
|||
Impact of FX
|
(616.7
|
)
|
|
(161.6
|
)
|
|
(778.3
|
)
|
|||
Total
|
$
|
(508.7
|
)
|
|
$
|
(41.2
|
)
|
|
$
|
(549.9
|
)
|
(a)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is primarily attributable to the net effect of (i) increases in the average number of broadband internet and fixed-line telephony RGUs in the U.K. and (ii) a decline in the average number of video RGUs.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is primarily attributable to the net effect of (i) a net increase primarily due to the net effect of (a) higher ARPU from broadband internet and video services and (b) lower ARPU from fixed-line telephony services in the U.K. and (ii) an adverse change in RGU mix. In addition, ARPU was adversely impacted by an April 2016 change in the regulations governing payment handling fees that Virgin Media charges to its customers in the U.K., which reduced revenue by $29.4 million.
|
(c)
|
The increase in residential cable non-subscription revenue is primarily related to (i) an increase in installation revenue, (ii) an increase in early termination fees and (iii) higher revenue from late fees.
|
(d)
|
The decrease in residential mobile subscription revenue is primarily attributable to the net effect of (i) a decrease in the U.K., due primarily to lower ARPU, and (ii) an increase in Ireland, mainly due to an increase in the average number of mobile subscribers. The lower ARPU in the U.K. includes the net effect of (a) a decline of $158.8 million attributable to a lower number of customers under higher-ARPU subsidized handset contracts, (b) an increase of $61.6 million attributable to growth in the number of customers under the lower-ARPU Split-contract Program, (c) an increase of $15.7 million attributable to growth in the number of customers under subscriber identification module or “SIM”-only contracts and (d) a decrease in revenue due to the impact of a $4.2 million favorable adjustment to VAT recorded during the fourth quarter of 2015. The increase in residential mobile non-subscription revenue is primarily due to the net effect of (1) an increase in revenue from mobile handset sales, primarily attributable to an increase of $63.5 million associated with the U.K. Split-contract Program, (2) a decrease in interconnect revenue in the U.K., primarily due to (A) a decline in mobile SMS termination volumes and (B) lower fixed-line telephony termination volumes, and (3) a decrease in early termination fees in the U.K. The increase in revenue from mobile handset sales pursuant to the U.K. Split-contract Program is due to the net effect of (I) increased volume and (II) lower average revenue per handset sold.
|
(e)
|
The increase in B2B subscription revenue is primarily due to an increase in the average number of broadband internet SOHO RGUs, primarily in the U.K. The increase in B2B non-subscription revenue is primarily due to the net effect of (i) lower revenue from fixed-line telephony services in the U.K., due in part to the impact of a $17.4 million favorable adjustment recorded during the fourth quarter of 2015 related to the settlement of disputes with mobile operators over amounts charged for voice traffic, including $15.6 million related to years prior to 2015, (ii) an increase in data services, including an increase of $13.1 million in the U.K.’s amortization of deferred upfront fees on B2B contracts, and (iii) an increase in installation revenue in the U.K.
|
(f)
|
The increase in other revenue is primarily attributable to higher broadcasting revenue in Ireland.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase (decrease) in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
(11.3
|
)
|
|
$
|
—
|
|
|
$
|
(11.3
|
)
|
ARPU (b)
|
38.4
|
|
|
—
|
|
|
38.4
|
|
|||
Increase in residential cable non-subscription revenue (c)
|
—
|
|
|
1.8
|
|
|
1.8
|
|
|||
Total increase in residential cable revenue
|
27.1
|
|
|
1.8
|
|
|
28.9
|
|
|||
Increase in residential mobile revenue (d)
|
3.2
|
|
|
8.4
|
|
|
11.6
|
|
|||
Increase in B2B revenue (e)
|
44.9
|
|
|
12.4
|
|
|
57.3
|
|
|||
Total organic increase
|
75.2
|
|
|
22.6
|
|
|
97.8
|
|
|||
Impact of acquisitions
|
348.4
|
|
|
231.1
|
|
|
579.5
|
|
|||
Impact of FX
|
(4.9
|
)
|
|
(2.3
|
)
|
|
(7.2
|
)
|
|||
Total
|
$
|
418.7
|
|
|
$
|
251.4
|
|
|
$
|
670.1
|
|
(a)
|
The decrease in residential cable subscription revenue related to a change in the average number of RGUs is attributable to the net effect of (i) decreases in the average number of video and broadband internet RGUs and (ii) an increase in the average number of fixed-line telephony RGUs.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to (i) higher ARPU from video, broadband internet and fixed-line telephony services and (ii) an improvement in RGU mix.
|
(c)
|
The increase in residential cable non-subscription revenue is attributable to the net effect of (i) an increase in equipment sales, (ii) a decrease in interconnect revenue and (iii) a decrease in installation revenue.
|
(d)
|
The increase in residential mobile subscription revenue is due to the net effect of (i) an increase in the average number of postpaid mobile subscribers and (ii) lower ARPU, primarily due to (a) a decline of $12.4 million in mobile services revenue due to the June 2015 introduction of a Split-contract Program and (b) a decline in usage. The increase in residential mobile non-subscription revenue is primarily due to higher revenue from sales of mobile handsets and other devices.
|
(e)
|
The increase in B2B subscription revenue is largely attributable to increases in the average number of video, broadband internet and mobile SOHO RGUs. The increase in B2B non-subscription revenue is primarily due to higher revenue from managed security services and related equipment sales.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Decrease in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
(51.8
|
)
|
|
$
|
—
|
|
|
$
|
(51.8
|
)
|
ARPU (b)
|
(17.1
|
)
|
|
—
|
|
|
(17.1
|
)
|
|||
Increase in residential cable non-subscription revenue
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|||
Total increase (decrease) in residential cable revenue
|
(68.9
|
)
|
|
0.2
|
|
|
(68.7
|
)
|
|||
Increase in residential mobile revenue (c)
|
3.3
|
|
|
0.8
|
|
|
4.1
|
|
|||
Increase (decrease) in B2B revenue (d)
|
19.0
|
|
|
(0.3
|
)
|
|
18.7
|
|
|||
Total organic increase (decrease)
|
(46.6
|
)
|
|
0.7
|
|
|
(45.9
|
)
|
|||
Impact of FX
|
(7.8
|
)
|
|
(0.8
|
)
|
|
(8.6
|
)
|
|||
Total
|
$
|
(54.4
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
(54.5
|
)
|
(a)
|
The decrease in residential cable subscription revenue related to a change in the average number of RGUs is attributable to declines in the average number of video and fixed-line telephony RGUs that were only partially offset by an increase in the average number of broadband internet RGUs.
|
(b)
|
The decrease in residential cable subscription revenue related to a change in ARPU is attributable to the net effect of (i) a net decrease due to (a) lower ARPU from fixed-line telephony and broadband internet services and (b) higher ARPU from video services and (ii) an improvement in RGU mix.
|
(c)
|
The increase in residential mobile subscription revenue is due to the net effect of (i) an increase in the average number of mobile subscribers and (ii) lower ARPU.
|
(d)
|
The increase in B2B subscription revenue is primarily due to increases in the average number of video and broadband internet SOHO RGUs.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
51.3
|
|
|
$
|
—
|
|
|
$
|
51.3
|
|
ARPU (b)
|
72.8
|
|
|
—
|
|
|
72.8
|
|
|||
Decrease in residential cable non-subscription revenue (c)
|
—
|
|
|
(1.7
|
)
|
|
(1.7
|
)
|
|||
Total increase (decrease) in residential cable revenue
|
124.1
|
|
|
(1.7
|
)
|
|
122.4
|
|
|||
Increase in residential mobile revenue (d)
|
1.7
|
|
|
10.7
|
|
|
12.4
|
|
|||
Increase in B2B revenue (e)
|
10.2
|
|
|
4.3
|
|
|
14.5
|
|
|||
Decrease in other revenue
|
—
|
|
|
(0.9
|
)
|
|
(0.9
|
)
|
|||
Total organic increase
|
136.0
|
|
|
12.4
|
|
|
148.4
|
|
|||
Impact of FX
|
(7.0
|
)
|
|
(1.2
|
)
|
|
(8.2
|
)
|
|||
Total
|
$
|
129.0
|
|
|
$
|
11.2
|
|
|
$
|
140.2
|
|
(a)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is attributable to increases in the average number of broadband internet and fixed-line telephony RGUs that were only partially offset by a decline in the average number of video RGUs.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to (i) a net increase due to (a) higher ARPU from video and broadband internet services and (b) lower ARPU from fixed-line telephony services and (ii) an adverse change in RGU mix.
|
(c)
|
The decrease in residential cable non-subscription revenue is largely due to the net effect of (i) an increase in installation revenue and (ii) a decrease due to legislative developments that have reduced the fees Germany can charge late-paying customers.
|
(d)
|
The increase in residential mobile non-subscription revenue is primarily due to an increase of $11.5 million in mobile handset sales associated with the fourth quarter 2016 launch of a wholesale handset program.
|
(e)
|
The increase in B2B subscription revenue is primarily due to increases in the average number of broadband internet and fixed-line telephony SOHO RGUs. The increase in B2B non-subscription revenue is primarily due to higher revenue from data services.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase (decrease) in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
(10.4
|
)
|
|
$
|
—
|
|
|
$
|
(10.4
|
)
|
ARPU (b)
|
10.9
|
|
|
—
|
|
|
10.9
|
|
|||
Decrease in residential cable non-subscription revenue (c)
|
—
|
|
|
(5.3
|
)
|
|
(5.3
|
)
|
|||
Total increase (decrease) in residential cable revenue
|
0.5
|
|
|
(5.3
|
)
|
|
(4.8
|
)
|
|||
Increase in residential mobile revenue (d)
|
16.5
|
|
|
11.3
|
|
|
27.8
|
|
|||
Increase in B2B revenue (e)
|
4.8
|
|
|
1.4
|
|
|
6.2
|
|
|||
Decrease in other revenue
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|||
Total organic increase
|
21.8
|
|
|
7.3
|
|
|
29.1
|
|
|||
Impact of acquisitions
|
—
|
|
|
1.6
|
|
|
1.6
|
|
|||
Impact of FX
|
(26.8
|
)
|
|
(6.5
|
)
|
|
(33.3
|
)
|
|||
Total
|
$
|
(5.0
|
)
|
|
$
|
2.4
|
|
|
$
|
(2.6
|
)
|
(a)
|
The decrease in residential cable subscription revenue related to a change in the average number of RGUs is primarily attributable to a decline in the average number of video RGUs that was mostly offset by increases in the average number of broadband internet and fixed-line telephony RGUs.
|
(b)
|
The increase in residential cable subscription revenue related to a change in ARPU is attributable to the net effect of (i) a net increase due to (a) higher ARPU from video and broadband internet services and (b) lower ARPU from fixed-line telephony services and (ii) an adverse change in RGU mix.
|
(c)
|
The decrease in residential cable non-subscription revenue is primarily attributable to (i) lower revenue from late fees and (ii) a decrease in revenue from services provided through third-party networks.
|
(d)
|
The increase in residential mobile subscription revenue is due to the net effect of (i) an increase in the average number of mobile subscribers and (ii) lower ARPU. The increase in residential mobile non-subscription revenue is primarily due to (a) an increase in revenue from mobile handset sales and (b) an increase in mobile interconnect revenue.
|
(e)
|
The increase in B2B subscription revenue is primarily attributable to an increase in the average number of broadband internet SOHO RGUs.
|
|
Subscription
revenue
|
|
Non-subscription
revenue
|
|
Total
|
||||||
|
in millions
|
||||||||||
Increase (decrease) in residential cable subscription revenue due to change in:
|
|
|
|
|
|
||||||
Average number of RGUs (a)
|
$
|
53.7
|
|
|
$
|
—
|
|
|
$
|
53.7
|
|
ARPU (b)
|
(34.7
|
)
|
|
—
|
|
|
(34.7
|
)
|
|||
Increase in residential cable non-subscription revenue
|
—
|
|
|
3.4
|
|
|
3.4
|
|
|||
Total increase in residential cable revenue
|
19.0
|
|
|
3.4
|
|
|
22.4
|
|
|||
Increase in residential mobile revenue
|
3.9
|
|
|
0.9
|
|
|
4.8
|
|
|||
Increase in B2B revenue (c)
|
8.5
|
|
|
4.5
|
|
|
13.0
|
|
|||
Total organic increase
|
31.4
|
|
|
8.8
|
|
|
40.2
|
|
|||
Impact of acquisitions
|
3.1
|
|
|
0.3
|
|
|
3.4
|
|
|||
Impact of FX
|
(19.7
|
)
|
|
(2.1
|
)
|
|
(21.8
|
)
|
|||
Total
|
$
|
14.8
|
|
|
$
|
7.0
|
|
|
$
|
21.8
|
|
(a)
|
The increase in residential cable subscription revenue related to a change in the average number of RGUs is primarily attributable to (i) an increase in the average number of broadband internet RGUs, primarily due to increases in Poland, Hungary and Romania, (ii) an increase in the average number of video RGUs, primarily due to increases in Poland, UPC DTH, Romania, the Czech Republic and Hungary, and (iii) an increase in the average number of fixed-line telephony RGUs, primarily due to increases in Poland, Hungary and Romania.
|
(b)
|
The decrease in residential cable subscription revenue related to a change in ARPU is attributable to (i) a net decrease due to (a) lower ARPU from broadband internet services, primarily due to a decrease in Poland that was only partially offset by an increase in Romania, (b) lower ARPU from fixed-line telephony services, primarily due to decreases in Poland, Romania and Hungary, and (c) higher ARPU from video services, as increases in Poland, Hungary, UPC DTH and Romania were only partially offset by decreases in the Czech Republic and Slovakia, and (ii) an adverse change in RGU mix.
|
(c)
|
The increase in B2B subscription revenue is primarily attributable to an increase in broadband internet SOHO RGUs, mainly in Poland and the Czech Republic.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
2,894.5
|
|
|
$
|
2,930.9
|
|
|
$
|
(36.4
|
)
|
|
(1.2
|
)
|
|
$
|
93.0
|
|
|
3.2
|
|
Belgium
|
1,299.7
|
|
|
1,173.4
|
|
|
126.3
|
|
|
10.8
|
|
|
71.0
|
|
|
5.9
|
|
||||
Germany
|
1,700.3
|
|
|
1,586.4
|
|
|
113.9
|
|
|
7.2
|
|
|
77.2
|
|
|
4.9
|
|
||||
Switzerland/Austria
|
1,054.3
|
|
|
1,069.3
|
|
|
(15.0
|
)
|
|
(1.4
|
)
|
|
(23.6
|
)
|
|
(2.2
|
)
|
||||
Central and Eastern Europe
|
516.2
|
|
|
471.5
|
|
|
44.7
|
|
|
9.5
|
|
|
25.1
|
|
|
5.4
|
|
||||
The Netherlands
|
—
|
|
|
1,472.7
|
|
|
(1,472.7
|
)
|
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
||||
Central and Corporate
|
(379.4
|
)
|
|
(540.5
|
)
|
|
161.1
|
|
|
(29.8
|
)
|
|
49.6
|
|
|
7.4
|
|
||||
Total
|
$
|
7,085.6
|
|
|
$
|
8,163.7
|
|
|
$
|
(1,078.1
|
)
|
|
(13.2
|
)
|
|
$
|
292.3
|
|
|
4.3
|
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
2,930.9
|
|
|
$
|
3,162.1
|
|
|
$
|
(231.2
|
)
|
|
(7.3
|
)
|
|
$
|
138.5
|
|
|
4.4
|
|
Belgium (a)
|
1,173.4
|
|
|
990.3
|
|
|
183.1
|
|
|
18.5
|
|
|
49.3
|
|
|
4.4
|
|
||||
The Netherlands
|
1,472.7
|
|
|
1,519.5
|
|
|
(46.8
|
)
|
|
(3.1
|
)
|
|
(42.1
|
)
|
|
(2.8
|
)
|
||||
Germany
|
1,586.4
|
|
|
1,502.1
|
|
|
84.3
|
|
|
5.6
|
|
|
89.0
|
|
|
5.9
|
|
||||
Switzerland/Austria
|
1,069.3
|
|
|
1,040.1
|
|
|
29.2
|
|
|
2.8
|
|
|
50.0
|
|
|
4.8
|
|
||||
Central and Eastern Europe
|
471.5
|
|
|
474.0
|
|
|
(2.5
|
)
|
|
(0.5
|
)
|
|
6.7
|
|
|
1.4
|
|
||||
Central and Corporate
|
(540.5
|
)
|
|
(511.8
|
)
|
|
(28.7
|
)
|
|
5.6
|
|
|
(35.2
|
)
|
|
(6.6
|
)
|
||||
Total
|
$
|
8,163.7
|
|
|
$
|
8,176.3
|
|
|
$
|
(12.6
|
)
|
|
(0.2
|
)
|
|
$
|
256.2
|
|
|
3.1
|
|
(a)
|
The amount presented for 2016 includes the post-acquisition Adjusted OIBDA of BASE, which was acquired on February 11, 2016.
|
|
Year ended December 31,
|
||||
|
2017
|
|
2016
|
|
2015
|
|
%
|
||||
|
|
|
|
|
|
U.K./Ireland
|
45.2
|
|
45.0
|
|
44.8
|
Belgium
|
45.4
|
|
43.6
|
|
49.0
|
Germany
|
62.8
|
|
62.5
|
|
62.6
|
Switzerland/Austria
|
59.7
|
|
60.9
|
|
59.2
|
Central and Eastern Europe
|
43.6
|
|
43.3
|
|
44.4
|
The Netherlands
|
—
|
|
54.7
|
|
55.3
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
Residential revenue:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential cable revenue (a):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subscription revenue (b):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Video
|
$
|
4,437.8
|
|
|
$
|
5,655.6
|
|
|
$
|
(1,217.8
|
)
|
|
(21.5
|
)
|
|
$
|
(65.6
|
)
|
|
(1.5
|
)
|
Broadband internet
|
4,019.9
|
|
|
4,523.4
|
|
|
(503.5
|
)
|
|
(11.1
|
)
|
|
240.8
|
|
|
6.3
|
|
||||
Fixed-line telephony
|
2,176.8
|
|
|
2,709.3
|
|
|
(532.5
|
)
|
|
(19.7
|
)
|
|
(44.9
|
)
|
|
(2.0
|
)
|
||||
Total subscription revenue
|
10,634.5
|
|
|
12,888.3
|
|
|
(2,253.8
|
)
|
|
(17.5
|
)
|
|
130.3
|
|
|
1.2
|
|
||||
Non-subscription revenue
|
504.9
|
|
|
516.4
|
|
|
(11.5
|
)
|
|
(2.2
|
)
|
|
32.1
|
|
|
6.8
|
|
||||
Total residential cable revenue
|
11,139.4
|
|
|
13,404.7
|
|
|
(2,265.3
|
)
|
|
(16.9
|
)
|
|
162.4
|
|
|
1.5
|
|
||||
Residential mobile revenue (c):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subscription revenue (b)
|
1,035.2
|
|
|
1,135.2
|
|
|
(100.0
|
)
|
|
(8.8
|
)
|
|
(65.0
|
)
|
|
(5.8
|
)
|
||||
Non-subscription revenue
|
656.3
|
|
|
608.4
|
|
|
47.9
|
|
|
7.9
|
|
|
40.9
|
|
|
6.6
|
|
||||
Total residential mobile revenue
|
1,691.5
|
|
|
1,743.6
|
|
|
(52.1
|
)
|
|
(3.0
|
)
|
|
(24.1
|
)
|
|
(1.4
|
)
|
||||
Total residential revenue
|
12,830.9
|
|
|
15,148.3
|
|
|
(2,317.4
|
)
|
|
(15.3
|
)
|
|
138.3
|
|
|
1.1
|
|
||||
B2B revenue (d):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subscription revenue
|
498.3
|
|
|
476.5
|
|
|
21.8
|
|
|
4.6
|
|
|
108.6
|
|
|
28.5
|
|
||||
Non-subscription revenue
|
1,492.4
|
|
|
1,569.6
|
|
|
(77.2
|
)
|
|
(4.9
|
)
|
|
98.5
|
|
|
6.9
|
|
||||
Total B2B revenue
|
1,990.7
|
|
|
2,046.1
|
|
|
(55.4
|
)
|
|
(2.7
|
)
|
|
207.1
|
|
|
11.3
|
|
||||
Other revenue (e)
|
227.3
|
|
|
90.6
|
|
|
136.7
|
|
|
150.9
|
|
|
7.6
|
|
|
3.6
|
|
||||
Total
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
(2,236.1
|
)
|
|
(12.9
|
)
|
|
$
|
353.0
|
|
|
2.4
|
|
(a)
|
Residential cable subscription revenue includes amounts received from subscribers for ongoing services. Residential cable non-subscription revenue includes, among other items, channel carriage fees, installation revenue, late fees and revenue from the sale of equipment.
|
(b)
|
Residential 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.
|
(c)
|
Residential mobile subscription revenue includes amounts received from subscribers for ongoing services. Residential mobile non-subscription revenue includes, among other items, interconnect revenue and revenue from sales of mobile handsets and other devices. Residential mobile interconnect revenue was $279.1 million and $281.9 million during 2017 and 2016, respectively.
|
(d)
|
B2B subscription revenue represents revenue from 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. A portion of the increases in our B2B subscription revenue is attributable to the conversion of certain residential subscribers to SOHO subscribers. B2B non-subscription revenue includes revenue from business broadband internet, video, fixed-line telephony, mobile and data services offered to medium to large enterprises and, on a wholesale basis, to other operators.
|
(e)
|
Other revenue includes, among other items, revenue earned from services provided to the VodafoneZiggo JV.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
1,868.8
|
|
|
$
|
1,946.4
|
|
|
$
|
(77.6
|
)
|
|
(4.0
|
)
|
|
$
|
(8.1
|
)
|
|
(0.4
|
)
|
Belgium
|
743.6
|
|
|
734.9
|
|
|
8.7
|
|
|
1.2
|
|
|
(20.7
|
)
|
|
(2.8
|
)
|
||||
Germany
|
262.5
|
|
|
228.7
|
|
|
33.8
|
|
|
14.8
|
|
|
27.8
|
|
|
12.2
|
|
||||
Switzerland/Austria
|
274.8
|
|
|
245.4
|
|
|
29.4
|
|
|
12.0
|
|
|
27.4
|
|
|
11.1
|
|
||||
Central and Eastern Europe
|
299.1
|
|
|
254.8
|
|
|
44.3
|
|
|
17.4
|
|
|
35.1
|
|
|
13.8
|
|
||||
The Netherlands
|
—
|
|
|
509.1
|
|
|
(509.1
|
)
|
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
||||
Central and Corporate
|
4.7
|
|
|
64.6
|
|
|
(59.9
|
)
|
|
(92.7
|
)
|
|
1.6
|
|
|
61.5
|
|
||||
Intersegment eliminations
|
(4.1
|
)
|
|
(54.9
|
)
|
|
50.8
|
|
|
N.M.
|
|
|
2.8
|
|
|
N.M.
|
|
||||
Total
|
$
|
3,449.4
|
|
|
$
|
3,929.0
|
|
|
$
|
(479.6
|
)
|
|
(12.2
|
)
|
|
$
|
65.9
|
|
|
1.9
|
|
•
|
An increase in programming and copyright costs of $89.3 million or 4.9%, primarily due to increases in U.K./Ireland, Switzerland/Austria and Hungary. These increases are primarily due to (i) higher costs for certain premium and/or basic content, including higher costs for sports rights, primarily in U.K./Ireland and Switzerland, and (ii) growth in the number of enhanced video subscribers, primarily due to increases in Germany, Hungary, U.K./Ireland, Romania and Poland that were only partially offset by a decrease in Belgium. The cost for sports rights increased by $28.9 million in Switzerland due to the acquisition of the rights to carry live sporting events in connection with the September 2017 launch of our Swiss sports channels. Approximately half of these programming costs and the operating and capital costs associated with the production of the related Swiss sports channels are recovered from the revenue earned from the distribution of these sports channels to other cable operators;
|
•
|
A decrease in interconnect and access costs of $56.7 million or 5.7%. The lower costs are primarily due to the net effect of (i) a $42.1 million decrease (including $32.3 million and $9.8 million recorded in the second and fourth quarters of 2017, respectively) in U.K./Ireland, primarily associated with a telecommunications operator’s agreement to compensate communications providers, including Virgin Media, for certain contractual breaches related to network charges, (ii) lower MVNO costs, as decreases in Belgium and U.K./Ireland were only partially offset by an increase in Switzerland/Austria, (iii) a decline resulting from lower interconnect rates, primarily in Germany, (iv) an increase of $6.8 million due to the release of an accrual during the second quarter of 2016 related to the settlement of an operational contingency in Belgium
|
•
|
An increase in mobile handset and other device costs of $23.1 million or 6.7%, primarily due to the net effect of (i) a higher average cost per handset sold in U.K./Ireland and (ii) lower mobile handset and other device sales volume, primarily due to decreases in Belgium and U.K./Ireland that were largely offset by an increase in Germany.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
859.5
|
|
|
$
|
836.9
|
|
|
$
|
22.6
|
|
|
2.7
|
|
|
$
|
58.6
|
|
|
7.0
|
|
Belgium
|
395.5
|
|
|
361.9
|
|
|
33.6
|
|
|
9.3
|
|
|
10.8
|
|
|
2.9
|
|
||||
Germany
|
363.0
|
|
|
350.9
|
|
|
12.1
|
|
|
3.4
|
|
|
4.6
|
|
|
1.3
|
|
||||
Switzerland/Austria
|
221.4
|
|
|
225.1
|
|
|
(3.7
|
)
|
|
(1.6
|
)
|
|
(6.6
|
)
|
|
(2.9
|
)
|
||||
Central and Eastern Europe
|
192.0
|
|
|
195.5
|
|
|
(3.5
|
)
|
|
(1.8
|
)
|
|
(7.5
|
)
|
|
(3.8
|
)
|
||||
The Netherlands
|
—
|
|
|
346.9
|
|
|
(346.9
|
)
|
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
||||
Central and Corporate
|
170.7
|
|
|
144.6
|
|
|
26.1
|
|
|
18.0
|
|
|
4.1
|
|
|
3.2
|
|
||||
Intersegment eliminations
|
4.9
|
|
|
4.8
|
|
|
0.1
|
|
|
N.M.
|
|
|
(0.9
|
)
|
|
N.M.
|
|
||||
Total other operating expenses excluding share-based compensation expense
|
2,207.0
|
|
|
2,466.6
|
|
|
(259.6
|
)
|
|
(10.5
|
)
|
|
$
|
63.1
|
|
|
2.9
|
|
|||
Share-based compensation expense
|
4.8
|
|
|
3.3
|
|
|
1.5
|
|
|
45.5
|
|
|
|
|
|
||||||
Total
|
$
|
2,211.8
|
|
|
$
|
2,469.9
|
|
|
$
|
(258.1
|
)
|
|
(10.4
|
)
|
|
|
|
|
•
|
An increase in network-related expenses of $65.2 million or 8.6%, primarily due to the net effect of (i) an increase of $34.0 million in U.K./Ireland related to network infrastructure charges following an April 1, 2017 increase in the rateable value of existing assets, (ii) higher network maintenance costs, primarily in Belgium, Central and Corporate and U.K./Ireland, (iii) higher energy costs, primarily in U.K./Ireland and Germany, (iv) a $5.9 million increase in U.K./Ireland associated with the impact of the settlement of an operational contingency during the first quarter of 2016 and (v) lower expenses resulting from the capitalization of UPC DTH’s satellite capacity costs following the April 2017 renegotiation of the underlying agreement. For additional information regarding the increased network infrastructure charges in U.K./Ireland, see note 17 to our consolidated financial statements;
|
•
|
A decrease in personnel costs of $34.0 million or 4.9%, due primarily to the net effect of (i) lower staffing levels, as decreases in Germany, Central and Corporate and U.K./Ireland were only partially offset by an increase in Belgium, (ii) annual wage increases, (iii) decreased costs in U.K./Ireland and Belgium resulting from higher capitalized labor costs,
|
•
|
An increase in outsourced labor and professional fees of $16.8 million or 6.3%, as higher call center costs in U.K./Ireland and Germany were only partially offset by lower consulting costs, primarily in U.K./Ireland. The higher call center costs were largely driven by increased call volumes;
|
•
|
A decrease in vehicle expenses of $9.4 million or 47.1%, a portion of which is due to the impact of the conversion of certain operating leases on company vehicles to capital leases, primarily in U.K./Ireland; and
|
•
|
An increase in information technology-related expenses of $8.7 million or 8.0%, primarily due to higher software and other information technology-related maintenance costs in U.K./Ireland and Central and Corporate.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
775.9
|
|
|
$
|
794.6
|
|
|
$
|
(18.7
|
)
|
|
(2.4
|
)
|
|
$
|
8.3
|
|
|
1.0
|
|
Belgium
|
426.5
|
|
|
420.9
|
|
|
5.6
|
|
|
1.3
|
|
|
(24.8
|
)
|
|
(5.6
|
)
|
||||
Germany
|
379.6
|
|
|
373.7
|
|
|
5.9
|
|
|
1.6
|
|
|
(0.1
|
)
|
|
—
|
|
||||
Switzerland/Austria
|
215.5
|
|
|
215.8
|
|
|
(0.3
|
)
|
|
(0.1
|
)
|
|
(2.2
|
)
|
|
(1.0
|
)
|
||||
Central and Eastern Europe
|
176.3
|
|
|
166.6
|
|
|
9.7
|
|
|
5.8
|
|
|
4.9
|
|
|
2.9
|
|
||||
The Netherlands
|
—
|
|
|
362.1
|
|
|
(362.1
|
)
|
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
||||
Central and Corporate
|
348.8
|
|
|
404.5
|
|
|
(55.7
|
)
|
|
(13.8
|
)
|
|
(51.9
|
)
|
|
(13.0
|
)
|
||||
Intersegment eliminations
|
(15.7
|
)
|
|
(12.5
|
)
|
|
(3.2
|
)
|
|
N.M.
|
|
|
(2.5
|
)
|
|
N.M.
|
|
||||
Total SG&A expenses excluding share-based compensation expense
|
2,306.9
|
|
|
2,725.7
|
|
|
(418.8
|
)
|
|
(15.4
|
)
|
|
$
|
(68.3
|
)
|
|
(2.9
|
)
|
|||
Share-based compensation expense
|
169.1
|
|
|
278.2
|
|
|
(109.1
|
)
|
|
(39.2
|
)
|
|
|
|
|
||||||
Total
|
$
|
2,476.0
|
|
|
$
|
3,003.9
|
|
|
$
|
(527.9
|
)
|
|
(17.6
|
)
|
|
|
|
|
|
Year ended December 31,
|
|
Decrease
|
|
Organic
decrease
|
||||||||||||||||
|
2017
|
|
2016
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
General and administrative (a)
|
$
|
1,591.5
|
|
|
$
|
1,905.4
|
|
|
$
|
(313.9
|
)
|
|
(16.5
|
)
|
|
$
|
(68.0
|
)
|
|
(4.1
|
)
|
External sales and marketing
|
715.4
|
|
|
820.3
|
|
|
(104.9
|
)
|
|
(12.8
|
)
|
|
(0.3
|
)
|
|
—
|
|
||||
Total
|
$
|
2,306.9
|
|
|
$
|
2,725.7
|
|
|
$
|
(418.8
|
)
|
|
(15.4
|
)
|
|
$
|
(68.3
|
)
|
|
(2.9
|
)
|
(a)
|
General and administrative expenses include all personnel-related costs within our SG&A expenses, including personnel-related costs associated with our sales and marketing function.
|
•
|
A decrease in outsourced labor and professional fees of $36.6 million or 17.3%, primarily due to the net effect of (i) a decrease in consulting costs, primarily in Belgium and Central and Corporate, (ii) an increase in call center costs, primarily in U.K./Ireland, and (iii) lower audit and legal fees. The decrease in consulting costs in Belgium includes an aggregate decrease of $6.3 million related to costs incurred during 2016 associated with the integration of BASE with our operations in Belgium; and
|
•
|
A decrease in personnel costs of $36.3 million or 3.5% due primarily to the net effect of (i) decreased staffing levels, as decreases in Central and Corporate and Belgium were only partially offset by increases in Germany and Switzerland/Austria, (ii) lower incentive compensation costs, primarily due to decreases in Central and Corporate, U.K./Ireland and Germany that were only partially offset by increases in Belgium and Switzerland/Austria, and (iii) annual wage increases. The lower incentive compensation costs include a decrease of $12.5 million, primarily in Central and Corporate, attributable to our decision to issue Liberty Global Shares to settle a portion of our 2017 annual incentive compensation.
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
Liberty Global:
|
|
|
|
||||
Performance-based incentive awards (a)
|
$
|
29.0
|
|
|
$
|
160.8
|
|
Non-performance based share-based incentive awards
|
108.6
|
|
|
108.1
|
|
||
Other (b)
|
14.2
|
|
|
—
|
|
||
Total Liberty Global shares (c)
|
151.8
|
|
|
268.9
|
|
||
Telenet share-based incentive awards (d)
|
20.7
|
|
|
12.2
|
|
||
Other
|
1.4
|
|
|
0.4
|
|
||
Total
|
$
|
173.9
|
|
|
$
|
281.5
|
|
Included in:
|
|
|
|
||||
Other operating expenses
|
$
|
4.8
|
|
|
$
|
3.3
|
|
Total SG&A expenses
|
169.1
|
|
|
278.2
|
|
||
Total
|
$
|
173.9
|
|
|
$
|
281.5
|
|
(a)
|
Includes share-based compensation expense related to PSUs, the Challenge Performance Awards and PGUs.
|
(b)
|
Represents annual incentive compensation and defined contribution plan liabilities that have been or will be settled with Liberty Global Shares.
|
(c)
|
Amounts include incremental expense of $8.2 million and $16.1 million, respectively, related to the 2015 Award Modifications.
|
(d)
|
Represents the share-based compensation expense associated with Telenet’s share-based incentive awards, which, at December 31, 2017, included performance- and non-performance-based stock option awards with respect to 3,693,753 Telenet shares. These stock option awards had a weighted average exercise price of €48.26 ($58.02).
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
Cross-currency and interest rate derivative contracts (a)
|
$
|
(1,506.1
|
)
|
|
$
|
716.2
|
|
Equity-related derivative instruments:
|
|
|
|
||||
ITV Collar
|
215.0
|
|
|
351.5
|
|
||
Sumitomo Collar
|
(77.4
|
)
|
|
(25.6
|
)
|
||
Lionsgate Forward
|
(11.4
|
)
|
|
10.1
|
|
||
Other
|
(3.9
|
)
|
|
1.6
|
|
||
Total equity-related derivative instruments (b)
|
122.3
|
|
|
337.6
|
|
||
Foreign currency forward and option contracts
|
(29.0
|
)
|
|
18.1
|
|
||
Other
|
0.8
|
|
|
(0.9
|
)
|
||
Total
|
$
|
(1,412.0
|
)
|
|
$
|
1,071.0
|
|
(a)
|
The loss during 2017 is primarily attributable to the net effect of (i) a net loss associated with changes in the relative value of certain currencies and (ii) a net gain associated with changes in certain market interest rates. In addition, the loss during 2017 includes a net gain of $233.7 million resulting from changes in our credit risk valuation adjustments. The gain during 2016 is attributable to the net effect of (a) a net gain associated with changes in the relative value of certain currencies and (b) a net loss associated with changes in certain market interest rates. In addition, the gain during 2016 includes a net loss of $28.1 million 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 8 to our consolidated financial statements.
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
U.S. dollar denominated debt issued by euro functional currency entities
|
$
|
892.0
|
|
|
$
|
(481.6
|
)
|
Intercompany payables and receivables denominated in a currency other than the entity’s functional currency (a)
|
(874.5
|
)
|
|
731.6
|
|
||
U.S. dollar denominated debt issued by British pound sterling functional currency entities
|
351.9
|
|
|
(954.4
|
)
|
||
British pound sterling denominated debt issued by a U.S. dollar functional currency entity
|
(125.5
|
)
|
|
251.2
|
|
||
Cash and restricted cash denominated in a currency other than the entity’s functional currency
|
(104.8
|
)
|
|
203.5
|
|
||
Yen denominated debt issued by a U.S. dollar functional currency entity
|
(20.9
|
)
|
|
(40.3
|
)
|
||
Euro denominated debt issued by British pound sterling functional currency entities
|
20.2
|
|
|
(75.7
|
)
|
||
Other
|
28.0
|
|
|
(34.4
|
)
|
||
Total
|
$
|
166.4
|
|
|
$
|
(400.1
|
)
|
(a)
|
Amounts primarily relate to (i) loans between certain of our non-operating subsidiaries in the U.S. and Europe and (ii) loans between certain of our non-operating and operating subsidiaries in Europe, which generally are denominated in the currency of the applicable operating subsidiary.
|
(a)
|
Amounts for 2017 and 2016 include gains of $12.7 million and $84.4 million, respectively, related to investments that were sold during the respective year.
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
VodafoneZiggo JV (a)
|
$
|
70.1
|
|
|
$
|
—
|
|
Other
|
25.1
|
|
|
111.6
|
|
||
Total
|
$
|
95.2
|
|
|
$
|
111.6
|
|
(a)
|
Amount in 2017 includes the net effect of (i) $64.3 million, representing 100% of the interest income earned on the VodafoneZiggo JV Receivable, (ii) 100% of the share-based compensation expense associated with Liberty Global awards held by VodafoneZiggo JV employees who were formerly employees of Liberty Global, as these awards remain our responsibility, and (iii) our 50% share of the remaining results of operations of the VodafoneZiggo JV. During 2017, the VodafoneZiggo JV generated (a) revenue of $4,537.7 million, (b) Adjusted OIBDA of $1,908.8 million, (c) operating income of $217.0 million, (d) net non-operating expenses of $588.9 million (including $643.7 million of interest expense) and (e) a net loss of $265.7 million. The VodafoneZiggo JV’s operating income includes depreciation and amortization of $1,677.3 million.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
Residential revenue:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential cable revenue (a):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subscription revenue (b):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Video
|
$
|
5,655.6
|
|
|
$
|
5,786.4
|
|
|
$
|
(130.8
|
)
|
|
(2.3
|
)
|
|
$
|
69.2
|
|
|
1.2
|
|
Broadband internet
|
4,523.4
|
|
|
4,495.1
|
|
|
28.3
|
|
|
0.6
|
|
|
267.3
|
|
|
5.9
|
|
||||
Fixed-line telephony
|
2,709.3
|
|
|
2,926.0
|
|
|
(216.7
|
)
|
|
(7.4
|
)
|
|
(52.5
|
)
|
|
(1.8
|
)
|
||||
Total subscription revenue
|
12,888.3
|
|
|
13,207.5
|
|
|
(319.2
|
)
|
|
(2.4
|
)
|
|
284.0
|
|
|
2.1
|
|
||||
Non-subscription revenue
|
516.4
|
|
|
521.0
|
|
|
(4.6
|
)
|
|
(0.9
|
)
|
|
14.6
|
|
|
2.8
|
|
||||
Total residential cable revenue
|
13,404.7
|
|
|
13,728.5
|
|
|
(323.8
|
)
|
|
(2.4
|
)
|
|
298.6
|
|
|
2.2
|
|
||||
Residential mobile revenue (c):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Subscription revenue (b)
|
1,135.2
|
|
|
993.3
|
|
|
141.9
|
|
|
14.3
|
|
|
(58.1
|
)
|
|
(4.6
|
)
|
||||
Non-subscription revenue
|
608.4
|
|
|
432.1
|
|
|
176.3
|
|
|
40.8
|
|
|
73.8
|
|
|
12.9
|
|
||||
Total residential mobile revenue
|
1,743.6
|
|
|
1,425.4
|
|
|
318.2
|
|
|
22.3
|
|
|
15.7
|
|
|
0.9
|
|
||||
Total residential revenue
|
15,148.3
|
|
|
15,153.9
|
|
|
(5.6
|
)
|
|
—
|
|
|
314.3
|
|
|
2.0
|
|
||||
B2B revenue (d):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Subscription revenue
|
476.5
|
|
|
304.9
|
|
|
171.6
|
|
|
56.3
|
|
|
100.0
|
|
|
26.2
|
|
||||
Non-subscription revenue
|
1,569.6
|
|
|
1,572.0
|
|
|
(2.4
|
)
|
|
(0.2
|
)
|
|
35.5
|
|
|
2.1
|
|
||||
Total B2B revenue
|
2,046.1
|
|
|
1,876.9
|
|
|
169.2
|
|
|
9.0
|
|
|
135.5
|
|
|
6.6
|
|
||||
Other revenue
|
90.6
|
|
|
31.9
|
|
|
58.7
|
|
|
184.0
|
|
|
24.5
|
|
|
37.7
|
|
||||
Total
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
|
$
|
222.3
|
|
|
1.3
|
|
|
$
|
474.3
|
|
|
2.7
|
|
(a)
|
Residential cable subscription revenue includes amounts received from subscribers for ongoing services. Residential cable non-subscription revenue includes, among other items, channel carriage fees, installation revenue, late fees and revenue from the sale of equipment.
|
(b)
|
Residential 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.
|
(c)
|
Residential mobile subscription revenue includes amounts received from subscribers for ongoing services. Residential mobile non-subscription revenue includes, among other items, interconnect revenue and revenue from sales of mobile handsets and other devices. Residential mobile interconnect revenue was $281.9 million and $209.1 million during 2016 and 2015, respectively.
|
(d)
|
B2B subscription revenue represents revenue from 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. A portion of the increases in our B2B subscription revenue is attributable to the conversion of certain residential subscribers to SOHO subscribers. B2B non-subscription revenue includes revenue from business broadband internet, video, fixed-line telephony, mobile and data services offered to medium to large enterprises and, on a wholesale basis, to other operators.
|
Organic increase in residential cable subscription revenue due to change in:
|
|
||
Average number of RGUs
|
$
|
189.4
|
|
ARPU
|
94.6
|
|
|
Organic increase in residential cable non-subscription revenue
|
14.6
|
|
|
Total organic increase in residential cable revenue
|
298.6
|
|
|
Organic decrease in residential mobile subscription revenue
|
(58.1
|
)
|
|
Organic increase in residential mobile non-subscription revenue
|
73.8
|
|
|
Total organic increase in residential revenue
|
314.3
|
|
|
Impact of acquisitions
|
428.9
|
|
|
Impact of disposals
|
(17.5
|
)
|
|
Impact of FX
|
(731.3
|
)
|
|
Total decrease in residential revenue
|
$
|
(5.6
|
)
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
|||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
|||||||||
|
in millions, except percentages
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
U.K./Ireland
|
$
|
1,946.4
|
|
|
$
|
2,070.7
|
|
|
$
|
(124.3
|
)
|
|
(6.0
|
)
|
|
$
|
86.1
|
|
|
4.1
|
Belgium (a)
|
734.9
|
|
|
526.8
|
|
|
208.1
|
|
|
39.5
|
|
|
4.0
|
|
|
0.5
|
||||
The Netherlands
|
509.1
|
|
|
468.6
|
|
|
40.5
|
|
|
8.6
|
|
|
42.3
|
|
|
9.0
|
||||
Germany
|
228.7
|
|
|
203.5
|
|
|
25.2
|
|
|
12.4
|
|
|
25.9
|
|
|
12.7
|
||||
Switzerland/Austria
|
245.4
|
|
|
236.9
|
|
|
8.5
|
|
|
3.6
|
|
|
12.8
|
|
|
5.4
|
||||
Central and Eastern Europe
|
254.8
|
|
|
234.1
|
|
|
20.7
|
|
|
8.8
|
|
|
24.8
|
|
|
10.5
|
||||
Central and Corporate
|
64.6
|
|
|
52.1
|
|
|
12.5
|
|
|
24.0
|
|
|
26.0
|
|
|
66.7
|
||||
Intersegment eliminations
|
(54.9
|
)
|
|
(26.4
|
)
|
|
(28.5
|
)
|
|
N.M.
|
|
|
(27.8
|
)
|
|
N.M.
|
||||
Total
|
$
|
3,929.0
|
|
|
$
|
3,766.3
|
|
|
$
|
162.7
|
|
|
4.3
|
|
|
$
|
194.1
|
|
|
4.9
|
(a)
|
The amount presented for 2016 includes the post-acquisition direct costs of BASE, which was acquired on February 11, 2016.
|
•
|
An increase in programming and copyright costs of $234.7 million or 10.9%, primarily due to increases in U.K./Ireland, the Netherlands and, to a lesser extent, Central and Corporate, Belgium and Germany. These increases are primarily attributable to higher costs for certain premium and/or basic content, including increases of (i) $55.1 million associated with a sports programming contract entered into in August 2015 in U.K./Ireland and (ii) $19.2 million associated with a new Europe-wide programming contract that was entered into in June 2016 with retrospective impact to January 1, 2016. The increase in programming and copyright costs also includes the net effect of (a) higher costs at Ziggo Sport, (b) an increase of $5.6 million in the Netherlands resulting from adjustments related to the settlement of operational contingencies recorded during the third and fourth quarters of 2015 and (c) a decrease of $3.5 million in U.K./Ireland associated with the reassessment of an accrual during the fourth quarter of 2016. In addition, growth in the number of enhanced video subscribers contributed to the increases in Germany and Belgium;
|
•
|
A decrease in interconnect and access costs of $53.1 million or 4.8%, primarily due to the net effect of (i) lower fixed-line telephony call volumes in U.K./Ireland and, to a lesser extent, the Netherlands, Belgium and Germany, (ii) a decline resulting from lower rates, primarily in U.K./Ireland, (iii) higher mobile usage in Switzerland/Austria and Belgium, (iv) a $6.6 million decrease in Belgium due to the release of an accrual during the second quarter of 2016 as a result of the settlement of an operational contingency, (v) a decrease of $4.2 million in U.K./Ireland related to the settlement of disputes with mobile operators over amounts charged for voice traffic during the fourth quarter of 2015, (vi) an increase of $3.9 million in Switzerland/Austria related to the settlement of an operational contingency during the third quarter of 2015 and (vii) slightly lower MVNO costs, as decreases in U.K./Ireland and Belgium were largely offset by increases in Switzerland/Austria, Hungary and the Netherlands; and
|
•
|
An increase in mobile handset and other device costs of $17.2 million, primarily due to the net effect of (i) higher mobile handset and other device sales volumes, as increases in U.K./Ireland and, to a lesser extent, Germany and Switzerland/Austria were only partially offset by lower handset sales in Belgium and (ii) a lower average cost per handset sold in
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
836.9
|
|
|
$
|
961.7
|
|
|
$
|
(124.8
|
)
|
|
(13.0
|
)
|
|
$
|
(39.1
|
)
|
|
(4.0
|
)
|
Belgium (a)
|
361.9
|
|
|
248.3
|
|
|
113.6
|
|
|
45.8
|
|
|
16.3
|
|
|
4.7
|
|
||||
The Netherlands
|
346.9
|
|
|
373.9
|
|
|
(27.0
|
)
|
|
(7.2
|
)
|
|
(26.2
|
)
|
|
(7.0
|
)
|
||||
Germany
|
350.9
|
|
|
357.8
|
|
|
(6.9
|
)
|
|
(1.9
|
)
|
|
(5.1
|
)
|
|
(1.4
|
)
|
||||
Switzerland/Austria
|
225.1
|
|
|
252.8
|
|
|
(27.7
|
)
|
|
(11.0
|
)
|
|
(24.2
|
)
|
|
(9.6
|
)
|
||||
Central and Eastern Europe
|
195.5
|
|
|
195.6
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
2.5
|
|
|
1.3
|
|
||||
Central and Corporate
|
144.6
|
|
|
118.7
|
|
|
25.9
|
|
|
21.8
|
|
|
28.2
|
|
|
20.7
|
|
||||
Intersegment eliminations
|
4.8
|
|
|
(4.8
|
)
|
|
9.6
|
|
|
N.M.
|
|
|
9.5
|
|
|
N.M.
|
|
||||
Total other operating expenses excluding share-based compensation expense
|
2,466.6
|
|
|
2,504.0
|
|
|
(37.4
|
)
|
|
(1.5
|
)
|
|
$
|
(38.1
|
)
|
|
(1.5
|
)
|
|||
Share-based compensation expense
|
3.3
|
|
|
3.1
|
|
|
0.2
|
|
|
6.5
|
|
|
|
|
|
||||||
Total
|
$
|
2,469.9
|
|
|
$
|
2,507.1
|
|
|
$
|
(37.2
|
)
|
|
(1.5
|
)
|
|
|
|
|
(a)
|
The amount presented for 2016 includes the post-acquisition other operating expenses of BASE, which was acquired on February 11, 2016.
|
•
|
A decrease in personnel costs of $29.9 million or 3.2%, due primarily to the net effect of (i) decreased staffing levels, as decreases in Switzerland/Austria, U.K./Ireland and the Netherlands were only partially offset by increases in Central and Corporate and Belgium, (ii) annual wage increases, (iii) decreased costs in U.K./Ireland resulting from higher proportions of capitalized labor costs, primarily associated with the Network Extensions, (iv) lower costs related to certain employee benefits in U.K./Ireland and Central and Corporate and (v) lower incentive compensation costs, primarily in U.K./Ireland;
|
•
|
An increase in outsourced labor and professional fees of $17.0 million or 5.4%, primarily due to (i) an increase in call center costs, as higher costs in U.K./Ireland were only partially offset by lower costs in Switzerland/Austria and the Netherlands, and (ii) higher consulting costs, as increases in Switzerland/Austria, Central and Corporate and the Netherlands were only partially offset by decreases in Poland and Belgium. The lower call center costs in the Netherlands are attributable to a decrease of $12.7 million associated with third-party costs related to network and product harmonization activities and certain other third-party customer care costs following the acquisition of Ziggo;
|
•
|
A decrease in bad debt and collection expenses of $13.8 million or 9.9%, primarily related to declines in U.K./Ireland, the Netherlands, Belgium, Hungary and Switzerland/Austria that were only partially offset by increases in Germany and Poland;
|
•
|
An increase in network-related expenses of $13.2 million or 1.7%, primarily due to the net effect of (i) an $18.1 million increase resulting from retroactive adjustments recorded during the first and second quarters of 2015 to reflect lower local authority charges for certain elements of network infrastructure in the U.K., (ii) lower outsourced labor costs primarily associated with customer-facing activities in Germany and U.K./Ireland, (iii) higher network maintenance costs, as increases in Belgium, U.K./Ireland, Hungary and Poland were only partially offset by decreases in the Netherlands and Switzerland/Austria, (iv) a $6.2 million decrease in U.K./Ireland associated with the settlement of an operational contingency during the first quarter of 2016, (v) higher energy costs, as increases in Belgium, the Netherlands and Germany were only partially offset by lower costs in U.K./Ireland, (vi) a net decrease of $5.5 million in Germany associated with certain reassessments of an accrual during 2016 and 2015 and (vii) a decrease of $2.5 million as a result of costs incurred during the first half of 2015 associated with network harmonization activities following the acquisition of Ziggo;
|
•
|
A decrease in facilities expenses of $7.1 million or 12.7%, primarily due to lower costs in U.K./Ireland and the Netherlands; and
|
•
|
A decrease in vehicle expenses of $4.8 million or 10.7%, primarily related to lower costs for company vehicles in U.K./Ireland, the Netherlands, Switzerland/Austria and Hungary due largely to fewer vehicles and the impact of the conversion of certain operating leases to capital leases.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
794.6
|
|
|
$
|
864.2
|
|
|
$
|
(69.6
|
)
|
|
(8.1
|
)
|
|
$
|
10.0
|
|
|
1.1
|
|
Belgium
|
420.9
|
|
|
255.6
|
|
|
165.3
|
|
|
64.7
|
|
|
28.2
|
|
|
7.2
|
|
||||
The Netherlands
|
362.1
|
|
|
383.3
|
|
|
(21.2
|
)
|
|
(5.5
|
)
|
|
(19.9
|
)
|
|
(5.2
|
)
|
||||
Germany
|
373.7
|
|
|
336.1
|
|
|
37.6
|
|
|
11.2
|
|
|
38.6
|
|
|
11.5
|
|
||||
Switzerland/Austria
|
215.8
|
|
|
228.4
|
|
|
(12.6
|
)
|
|
(5.5
|
)
|
|
(9.5
|
)
|
|
(4.2
|
)
|
||||
Central and Eastern Europe
|
166.6
|
|
|
162.9
|
|
|
3.7
|
|
|
2.3
|
|
|
6.2
|
|
|
3.8
|
|
||||
Central and Corporate
|
404.5
|
|
|
392.5
|
|
|
12.0
|
|
|
3.1
|
|
|
15.2
|
|
|
4.5
|
|
||||
Intersegment eliminations
|
(12.5
|
)
|
|
(6.9
|
)
|
|
(5.6
|
)
|
|
N.M.
|
|
|
(6.7
|
)
|
|
N.M.
|
|
||||
Total SG&A expenses excluding share-based compensation expense
|
2,725.7
|
|
|
2,616.1
|
|
|
109.6
|
|
|
4.2
|
|
|
$
|
62.1
|
|
|
2.4
|
|
|||
Share-based compensation expense
|
278.2
|
|
|
312.7
|
|
|
(34.5
|
)
|
|
(11.0
|
)
|
|
|
|
|
||||||
Total
|
$
|
3,003.9
|
|
|
$
|
2,928.8
|
|
|
$
|
75.1
|
|
|
2.6
|
|
|
|
|
|
(a)
|
The amount presented for 2016 includes the post-acquisition SG&A expenses of BASE, which was acquired on February 11, 2016.
|
|
Year ended December 31,
|
|
Increase (decrease)
|
|
Organic
increase (decrease)
|
||||||||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|
$
|
|
%
|
||||||||||
|
in millions, except percentages
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
General and administrative (a)
|
$
|
1,905.4
|
|
|
$
|
1,766.0
|
|
|
$
|
139.4
|
|
|
7.9
|
|
|
$
|
62.9
|
|
|
3.5
|
|
External sales and marketing
|
820.3
|
|
|
850.1
|
|
|
(29.8
|
)
|
|
(3.5
|
)
|
|
(0.8
|
)
|
|
(0.1
|
)
|
||||
Total
|
$
|
2,725.7
|
|
|
$
|
2,616.1
|
|
|
$
|
109.6
|
|
|
4.2
|
|
|
$
|
62.1
|
|
|
2.4
|
|
(a)
|
General and administrative expenses include all personnel-related costs within our SG&A expenses, including personnel-related costs associated with our sales and marketing function.
|
•
|
An increase in personnel costs of $57.7 million or 5.2%, primarily due to (i) increased staffing levels, as increases in Central and Corporate, U.K./Ireland, Germany and, to a lesser extent, Switzerland/Austria were only partially offset by decreased staffing levels in the Netherlands and (ii) annual wage increases;
|
•
|
A decrease in external sales and marketing costs of $12.5 million or 1.5%, primarily due to the net effect of (i) lower costs associated with advertising campaigns, as decreases in U.K./Ireland, the Netherlands and Switzerland/Austria were only partially offset by higher costs in Belgium, (ii) higher third-party sales commissions, as increases in Germany and U.K./Ireland were only partially offset by a decline in the Netherlands, and (iii) lower third-party costs in the Netherlands of $4.0 million related to the impact of rebranding costs incurred during 2015 following the acquisition of Ziggo;
|
•
|
An increase in facilities expenses of $9.5 million or 4.6%, primarily due to higher rent and other facilities-related expenses, as increases in Central and Corporate, Germany, U.K./Ireland, Belgium and the Netherlands were only partially offset by a decrease in Switzerland/Austria;
|
•
|
An increase in information technology-related expenses of $9.2 million or 12.4%, primarily due to higher software and other information technology-related maintenance costs in Germany, Central and Corporate and Belgium that were only partially offset by a decrease in the Netherlands;
|
•
|
An increase of $8.4 million due to the impact of an accrual release during the second quarter of 2015 related to the resolution of a contingency associated with universal service obligations in Belgium; and
|
•
|
A decrease in outsourced labor and professional fees of $4.9 million or 1.8%, due to the net effect of (i) increased legal costs in Central and Corporate and Belgium, (ii) a decrease in consulting costs, as decreases in Central and Corporate and U.K./Ireland were only partially offset by increases in Belgium and the Netherlands, and (iii) an increase in call center costs, primarily in the Netherlands and Belgium. The decrease in consulting costs includes (a) a decrease of $8.3 million associated with declines in the integration costs incurred in connection with the acquisitions of Ziggo and BASE and (b) a decrease of $2.6 million in U.K./Ireland associated with consulting fees incurred during the fourth quarter of 2015 in connection with the settlement of disputes with mobile operators over amounts charged for voice traffic.
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
Liberty Global:
|
|
|
|
||||
Performance-based incentive awards (a)
|
$
|
160.8
|
|
|
$
|
157.6
|
|
Other share-based incentive awards
|
108.1
|
|
|
148.2
|
|
||
Total Liberty Global shares (b)
|
268.9
|
|
|
305.8
|
|
||
Telenet share-based incentive awards (c)
|
12.2
|
|
|
9.2
|
|
||
Other
|
0.4
|
|
|
0.8
|
|
||
Total
|
$
|
281.5
|
|
|
$
|
315.8
|
|
Included in:
|
|
|
|
||||
Other operating expenses
|
$
|
3.3
|
|
|
$
|
3.1
|
|
Total SG&A expenses
|
278.2
|
|
|
312.7
|
|
||
Total
|
$
|
281.5
|
|
|
$
|
315.8
|
|
(a)
|
Includes share-based compensation expense related to PSUs, the Challenge Performance Awards and PGUs.
|
(b)
|
Amounts include incremental expense of $16.1 million and $69.3 million, respectively, related to the 2015 Award Modifications.
|
(c)
|
Represents the share-based compensation expense associated with Telenet’s share-based incentive awards.
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
|
|
|
|
||||
Cross-currency and interest rate derivative contracts (a)
|
$
|
716.2
|
|
|
$
|
855.7
|
|
Equity-related derivative instruments:
|
|
|
|
||||
ITV Collar
|
351.5
|
|
|
(222.6
|
)
|
||
Sumitomo Collar
|
(25.6
|
)
|
|
(20.3
|
)
|
||
Lionsgate Forward
|
10.1
|
|
|
14.5
|
|
||
Other
|
1.6
|
|
|
0.7
|
|
||
Total equity-related derivative instruments (b)
|
337.6
|
|
|
(227.7
|
)
|
||
Foreign currency forward and option contracts
|
18.1
|
|
|
(9.0
|
)
|
||
Other
|
(0.9
|
)
|
|
0.9
|
|
||
Total
|
$
|
1,071.0
|
|
|
$
|
619.9
|
|
(a)
|
The gain during 2016 is primarily attributable to the net effect of (i) a net gain associated with changes in the relative value of certain currencies and (ii) a net loss associated with changes in certain market interest rates. In addition, the gain during 2016 includes a net loss of $28.1 million resulting from changes in our credit risk valuation adjustments. The gain during 2015 is primarily attributable to net gains associated with (a) changes in the relative value of certain currencies and (b) changes in certain market interest rates. In addition, the gain during 2015 includes a net loss of $8.3 million 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 8 to our consolidated financial statements.
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
|
|
|
|
||||
U.S. dollar denominated debt issued by British pound sterling functional currency entities
|
$
|
(954.4
|
)
|
|
$
|
(210.0
|
)
|
Intercompany payables and receivables denominated in a currency other than the entity’s functional currency (a)
|
731.6
|
|
|
(98.4
|
)
|
||
U.S. dollar denominated debt issued by euro functional currency entities
|
(481.6
|
)
|
|
(715.7
|
)
|
||
British pound sterling denominated debt issued by a U.S. dollar functional currency entity
|
251.2
|
|
|
89.6
|
|
||
Cash and restricted cash denominated in a currency other than the entity’s functional currency
|
203.5
|
|
|
22.9
|
|
||
Euro denominated debt issued by British pound sterling functional currency entities
|
(75.7
|
)
|
|
8.1
|
|
||
Yen denominated debt issued by a U.S. dollar functional currency entity
|
(40.3
|
)
|
|
2.0
|
|
||
Other
|
(34.4
|
)
|
|
(24.3
|
)
|
||
Total
|
$
|
(400.1
|
)
|
|
$
|
(925.8
|
)
|
(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.
|
(a)
|
The amount for 2016 includes a gain of $84.4 million related to an investment that was sold during the third quarter of 2016.
|
Cash and cash equivalents held by:
|
|
||
Liberty Global and unrestricted subsidiaries:
|
|
||
Liberty Global (a)
|
$
|
73.2
|
|
Unrestricted subsidiaries (b)
|
1,484.4
|
|
|
Total Liberty Global and unrestricted subsidiaries
|
1,557.6
|
|
|
Borrowing groups (c):
|
|
||
Telenet
|
46.9
|
|
|
UPC Holding
|
33.1
|
|
|
Virgin Media (d)
|
32.0
|
|
|
Unitymedia
|
2.8
|
|
|
Total borrowing groups
|
114.8
|
|
|
Total cash and cash equivalents
|
$
|
1,672.4
|
|
(a)
|
Represents the amount held by Liberty Global on a standalone basis.
|
(b)
|
Represents the aggregate amount held by subsidiaries that are outside of our borrowing groups.
|
(c)
|
Except as otherwise noted, represents the aggregate amounts held by the parent entity and restricted subsidiaries of our borrowing groups.
|
(d)
|
The Virgin Media borrowing group includes certain subsidiaries of Virgin Media, but excludes the parent entity, Virgin Media Inc.
|
|
Year ended December 31,
|
|
|
||||||||
|
2017
|
|
2016
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
5,134.6
|
|
|
$
|
5,471.7
|
|
|
$
|
(337.1
|
)
|
Net cash provided (used) by investing activities
|
79.4
|
|
|
(3,475.2
|
)
|
|
3,554.6
|
|
|||
Net cash used by financing activities
|
(4,720.9
|
)
|
|
(1,638.8
|
)
|
|
(3,082.1
|
)
|
|||
Effect of exchange rate changes on cash
|
102.7
|
|
|
11.3
|
|
|
91.4
|
|
|||
Net increase in cash and cash equivalents
|
$
|
595.8
|
|
|
$
|
369.0
|
|
|
$
|
226.8
|
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
Property and equipment additions
|
$
|
4,764.8
|
|
|
$
|
4,638.6
|
|
Assets acquired under capital-related vendor financing arrangements
|
(2,635.8
|
)
|
|
(2,018.7
|
)
|
||
Assets acquired under capital leases
|
(169.8
|
)
|
|
(104.2
|
)
|
||
Changes in current liabilities related to capital expenditures
|
(6.1
|
)
|
|
(361.8
|
)
|
||
Capital expenditures
|
$
|
1,953.1
|
|
|
$
|
2,153.9
|
|
|
Year ended December 31,
|
|
|
||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
5,471.7
|
|
|
$
|
5,422.3
|
|
|
$
|
49.4
|
|
Net cash used by investing activities
|
(3,475.2
|
)
|
|
(3,429.0
|
)
|
|
(46.2
|
)
|
|||
Net cash used by financing activities
|
(1,638.8
|
)
|
|
(2,334.3
|
)
|
|
695.5
|
|
|||
Effect of exchange rate changes on cash
|
11.3
|
|
|
(2.8
|
)
|
|
14.1
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
$
|
369.0
|
|
|
$
|
(343.8
|
)
|
|
$
|
712.8
|
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions
|
||||||
|
|
|
|
||||
Property and equipment additions
|
$
|
4,638.6
|
|
|
$
|
3,910.2
|
|
Assets acquired under capital-related vendor financing arrangements
|
(2,018.7
|
)
|
|
(1,481.5
|
)
|
||
Assets acquired under capital leases
|
(104.2
|
)
|
|
(106.1
|
)
|
||
Changes in current liabilities related to capital expenditures
|
(361.8
|
)
|
|
(50.3
|
)
|
||
Capital expenditures
|
$
|
2,153.9
|
|
|
$
|
2,272.3
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities of our continuing operations
|
$
|
5,134.6
|
|
|
$
|
5,471.7
|
|
|
$
|
5,422.3
|
|
Cash payments for direct acquisition and disposition costs
|
8.7
|
|
|
29.3
|
|
|
259.3
|
|
|||
Expenses financed by an intermediary (a)
|
1,506.9
|
|
|
812.0
|
|
|
294.2
|
|
|||
Capital expenditures
|
(1,953.1
|
)
|
|
(2,153.9
|
)
|
|
(2,272.3
|
)
|
|||
Principal payments on amounts financed by vendors and intermediaries
|
(3,059.3
|
)
|
|
(2,074.7
|
)
|
|
(1,125.4
|
)
|
|||
Principal payments on certain capital leases
|
(86.6
|
)
|
|
(105.5
|
)
|
|
(146.0
|
)
|
|||
Adjusted free cash flow
|
$
|
1,551.2
|
|
|
$
|
1,978.9
|
|
|
$
|
2,432.1
|
|
(a)
|
For purposes of our 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 consolidated statements of cash flows. For purposes of our adjusted 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:
|
|
|
||||||||||||||||||||||||
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
in millions
|
||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt (excluding interest)
|
$
|
4,194.4
|
|
|
$
|
195.3
|
|
|
$
|
330.2
|
|
|
$
|
3,019.6
|
|
|
$
|
751.0
|
|
|
$
|
32,527.1
|
|
|
$
|
41,017.6
|
|
Capital leases (excluding interest)
|
140.6
|
|
|
120.2
|
|
|
113.7
|
|
|
112.8
|
|
|
116.4
|
|
|
816.8
|
|
|
1,420.5
|
|
|||||||
Network and connectivity commitments
|
833.4
|
|
|
378.6
|
|
|
307.8
|
|
|
267.5
|
|
|
76.4
|
|
|
952.1
|
|
|
2,815.8
|
|
|||||||
Programming commitments
|
1,040.8
|
|
|
626.5
|
|
|
275.7
|
|
|
96.0
|
|
|
48.4
|
|
|
64.7
|
|
|
2,152.1
|
|
|||||||
Purchase commitments
|
1,092.1
|
|
|
237.6
|
|
|
165.5
|
|
|
48.2
|
|
|
21.5
|
|
|
59.0
|
|
|
1,623.9
|
|
|||||||
Operating leases
|
104.2
|
|
|
89.7
|
|
|
73.8
|
|
|
60.8
|
|
|
50.6
|
|
|
201.1
|
|
|
580.2
|
|
|||||||
Other commitments
|
27.0
|
|
|
9.0
|
|
|
2.7
|
|
|
0.5
|
|
|
0.3
|
|
|
0.1
|
|
|
39.6
|
|
|||||||
Total (a)
|
$
|
7,432.5
|
|
|
$
|
1,656.9
|
|
|
$
|
1,269.4
|
|
|
$
|
3,605.4
|
|
|
$
|
1,064.6
|
|
|
$
|
34,620.9
|
|
|
$
|
49,649.7
|
|
Projected cash interest payments on debt and capital lease obligations (b)
|
$
|
1,768.3
|
|
|
$
|
1,712.7
|
|
|
$
|
1,729.2
|
|
|
$
|
1,686.8
|
|
|
$
|
1,592.6
|
|
|
$
|
5,784.0
|
|
|
$
|
14,273.6
|
|
(a)
|
The commitments included in this table do not reflect any liabilities that are included in our December 31, 2017 consolidated balance sheet other than debt and capital lease obligations. Our liability for uncertain tax positions in the various jurisdictions in which we operate ($214.0 million at December 31, 2017) 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 December 31, 2017. 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.
|
•
|
Impairment of property and equipment and intangible assets (including goodwill);
|
•
|
Costs associated with construction and installation activities;
|
•
|
Fair value measurements; and
|
•
|
Income tax accounting.
|
Item 7A
|
. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
|
As of December 31,
|
||||
|
2017
|
|
2016
|
||
Spot rates:
|
|
|
|
||
Euro
|
0.8318
|
|
|
0.9481
|
|
British pound sterling
|
0.7394
|
|
|
0.8100
|
|
Swiss franc
|
0.9736
|
|
|
1.0172
|
|
Hungarian forint
|
258.41
|
|
|
293.29
|
|
Polish zloty
|
3.4730
|
|
|
4.1769
|
|
Czech koruna
|
21.243
|
|
|
25.623
|
|
Romanian lei
|
3.8830
|
|
|
4.3077
|
|
|
Year ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
Average rates:
|
|
|
|
|
|
|||
Euro
|
0.8852
|
|
|
0.9035
|
|
|
0.9009
|
|
British pound sterling
|
0.7767
|
|
|
0.7407
|
|
|
0.6545
|
|
Swiss franc
|
0.9847
|
|
|
0.9852
|
|
|
0.9630
|
|
Hungarian forint
|
274.34
|
|
|
281.52
|
|
|
279.39
|
|
Polish zloty
|
3.7766
|
|
|
3.9441
|
|
|
3.7717
|
|
Czech koruna
|
23.374
|
|
|
24.437
|
|
|
24.593
|
|
Romanian lei
|
4.0514
|
|
|
4.0594
|
|
|
4.0079
|
|
(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 £605 million ($818 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 Virgin Media cross-currency and interest rate derivative contracts by approximately £61 million ($82 million).
|
(i)
|
an instantaneous increase (decrease) of 10% in the value of the Swiss franc, Polish zloty, Hungarian forint, Czech koruna and Romanian lei relative to the euro would have decreased (increased) the aggregate fair value of the UPC Holding cross-currency and interest rate derivative contracts by approximately €518 million ($623 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 Holding cross-currency and interest rate derivative contracts by approximately €285 million ($343 million); and
|
(iii)
|
an instantaneous increase (decrease) of 10% in the value of the Swiss franc relative to the U.S. dollar would have decreased (increased) the aggregate fair value of the UPC Holding cross-currency and interest rate derivative contracts by approximately €91 million ($109 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 Telenet cross-currency derivative contracts by approximately €254 million ($305 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 Telenet cross currency, interest rate cap and swap contracts by approximately €81 million ($98 million).
|
|
Payments (receipts) due during:
|
|
Total
|
||||||||||||||||||||||||
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
|||||||||||||||
|
in millions
|
||||||||||||||||||||||||||
Projected derivative cash payments (receipts), net:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Interest-related (a)
|
$
|
(268.0
|
)
|
|
$
|
60.9
|
|
|
$
|
(57.8
|
)
|
|
$
|
(48.2
|
)
|
|
$
|
(89.2
|
)
|
|
$
|
(146.3
|
)
|
|
$
|
(548.6
|
)
|
Principal-related (b)
|
—
|
|
|
6.1
|
|
|
86.3
|
|
|
(146.2
|
)
|
|
(206.7
|
)
|
|
(552.8
|
)
|
|
(813.3
|
)
|
|||||||
Other (c)
|
—
|
|
|
—
|
|
|
17.0
|
|
|
41.7
|
|
|
(22.3
|
)
|
|
(505.1
|
)
|
|
(468.7
|
)
|
|||||||
Total
|
$
|
(268.0
|
)
|
|
$
|
67.0
|
|
|
$
|
45.5
|
|
|
$
|
(152.7
|
)
|
|
$
|
(318.2
|
)
|
|
$
|
(1,204.2
|
)
|
|
$
|
(1,830.6
|
)
|
(a)
|
Includes (i) the cash flows of our interest rate cap, swaption, 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 swap 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 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
Item 9A.
|
CONTROLS AND PROCEDURES
|
Item 9B.
|
OTHER INFORMATION
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,672.4
|
|
|
$
|
1,076.6
|
|
Trade receivables, net
|
1,540.4
|
|
|
1,374.9
|
|
||
Derivative instruments (note 7)
|
576.0
|
|
|
405.5
|
|
||
Prepaid expenses
|
144.4
|
|
|
122.8
|
|
||
Current assets held for sale (note 5)
|
34.9
|
|
|
—
|
|
||
Receivable from the VodafoneZiggo JV (note 6)
|
—
|
|
|
2,346.6
|
|
||
Current assets of discontinued operations (note 5)
|
—
|
|
|
1,487.8
|
|
||
Other current assets:
|
|
|
|
||||
Third-party
|
325.4
|
|
|
206.8
|
|
||
Related-party (note 6)
|
38.1
|
|
|
30.8
|
|
||
Total current assets
|
4,331.6
|
|
|
7,051.8
|
|
||
Investments and related note receivables (including $2,315.3 million and $2,057.2 million, respectively, measured at fair value on a recurring basis) (note 6)
|
6,671.4
|
|
|
6,388.7
|
|
||
Property and equipment, net (note 9)
|
19,535.4
|
|
|
17,249.3
|
|
||
Goodwill (note 9)
|
18,547.4
|
|
|
17,063.7
|
|
||
Intangible assets subject to amortization, net (note 9)
|
1,935.4
|
|
|
2,423.2
|
|
||
Deferred tax assets (note 11)
|
3,157.2
|
|
|
2,826.4
|
|
||
Long-term assets held for sale (note 5)
|
1,187.3
|
|
|
—
|
|
||
Long-term assets of discontinued operations (note 5)
|
—
|
|
|
12,678.4
|
|
||
Other assets, net (notes 7, 9 and 11)
|
2,231.1
|
|
|
3,002.6
|
|
||
Total assets
|
$
|
57,596.8
|
|
|
$
|
68,684.1
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
1,046.6
|
|
|
$
|
954.5
|
|
Deferred revenue and advance payments from subscribers and others
|
1,101.1
|
|
|
1,059.0
|
|
||
Current portion of debt and capital lease obligations (note 10)
|
4,165.4
|
|
|
2,624.3
|
|
||
Accrued capital expenditures
|
718.9
|
|
|
677.8
|
|
||
Accrued interest
|
515.2
|
|
|
555.8
|
|
||
Accrued income taxes
|
472.3
|
|
|
431.8
|
|
||
Current liabilities held for sale (note 5)
|
78.5
|
|
|
—
|
|
||
Current liabilities of discontinued operations (note 5)
|
—
|
|
|
1,325.5
|
|
||
Other accrued and current liabilities (notes 7 and 14)
|
1,867.8
|
|
|
2,094.1
|
|
||
Total current liabilities
|
9,965.8
|
|
|
9,722.8
|
|
||
Long-term debt and capital lease obligations (note 10)
|
38,049.5
|
|
|
34,886.5
|
|
||
Long-term liabilities held for sale (note 5)
|
77.8
|
|
|
—
|
|
||
Long-term liabilities of discontinued operations (note 5)
|
—
|
|
|
7,107.3
|
|
||
Other long-term liabilities (notes 7, 11, 14 and 15)
|
3,110.7
|
|
|
2,235.5
|
|
||
Total liabilities
|
51,203.8
|
|
|
53,952.1
|
|
||
Commitments and contingencies (notes 4, 7, 10, 11, 15 and 17)
|
|
|
|
||||
Equity (note 12):
|
|
|
|
||||
Liberty Global shareholders:
|
|
|
|
||||
Liberty Global Shares — Class A, $0.01 nominal value. Issued and outstanding 219,668,579 and 253,827,604 shares, respectively
|
2.2
|
|
|
2.5
|
|
||
Liberty Global Shares — Class B, $0.01 nominal value. Issued and outstanding 11,102,619 and 10,805,850 shares, respectively
|
0.1
|
|
|
0.1
|
|
||
Liberty Global Shares — Class C, $0.01 nominal value. Issued and outstanding 584,332,055 and 634,391,072 shares, respectively
|
5.8
|
|
|
6.3
|
|
||
LiLAC Shares — Class A, $0.01 nominal value. Issued and outstanding nil and 50,317,930 shares, respectively
|
—
|
|
|
0.5
|
|
||
LiLAC Shares — Class B, $0.01 nominal value. Issued and outstanding nil and 1,888,323 shares, respectively
|
—
|
|
|
—
|
|
||
LiLAC Shares — Class C, $0.01 nominal value. Issued and outstanding nil and 120,889,034 shares, respectively
|
—
|
|
|
1.2
|
|
||
Additional paid-in capital
|
11,358.6
|
|
|
17,578.2
|
|
||
Accumulated deficit
|
(6,217.6
|
)
|
|
(3,454.8
|
)
|
||
Accumulated other comprehensive earnings (loss), net of taxes
|
1,656.0
|
|
|
(372.4
|
)
|
||
Treasury shares, at cost
|
(0.1
|
)
|
|
(0.3
|
)
|
||
Total Liberty Global shareholders
|
6,805.0
|
|
|
13,761.3
|
|
||
Noncontrolling interests
|
(412.0
|
)
|
|
970.7
|
|
||
Total equity
|
6,393.0
|
|
|
14,732.0
|
|
||
Total liabilities and equity
|
$
|
57,596.8
|
|
|
$
|
68,684.1
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions, except per share amounts
|
||||||||||
|
|
|
|
|
|
||||||
Revenue (notes 6 and 18)
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
Operating costs and expenses (exclusive of depreciation and amortization, shown separately below):
|
|
|
|
|
|
||||||
Programming and other direct costs of services
|
3,449.4
|
|
|
3,929.0
|
|
|
3,766.3
|
|
|||
Other operating (note 13)
|
2,211.8
|
|
|
2,469.9
|
|
|
2,507.1
|
|
|||
Selling, general and administrative (SG&A) (note 13)
|
2,476.0
|
|
|
3,003.9
|
|
|
2,928.8
|
|
|||
Depreciation and amortization (note 9)
|
4,857.0
|
|
|
5,213.8
|
|
|
5,609.4
|
|
|||
Impairment, restructuring and other operating items, net (notes 4, 14 and 15)
|
107.2
|
|
|
186.2
|
|
|
150.0
|
|
|||
|
13,101.4
|
|
|
14,802.8
|
|
|
14,961.6
|
|
|||
Operating income
|
1,947.5
|
|
|
2,482.2
|
|
|
2,101.1
|
|
|||
Non-operating income (expense):
|
|
|
|
|
|
||||||
Interest expense
|
(1,889.6
|
)
|
|
(2,324.4
|
)
|
|
(2,284.1
|
)
|
|||
Realized and unrealized gains (losses) on derivative instruments, net (note 7)
|
(1,412.0
|
)
|
|
1,071.0
|
|
|
619.9
|
|
|||
Foreign currency transaction gains (losses), net
|
166.4
|
|
|
(400.1
|
)
|
|
(925.8
|
)
|
|||
Realized and unrealized gains (losses) due to changes in fair values of certain investments and debt, net (notes 6, 8 and 10)
|
36.9
|
|
|
(461.5
|
)
|
|
124.5
|
|
|||
Losses on debt modification and extinguishment, net (note 10)
|
(343.3
|
)
|
|
(238.1
|
)
|
|
(388.0
|
)
|
|||
Share of losses of affiliates, net (note 6)
|
(95.2
|
)
|
|
(111.6
|
)
|
|
(54.3
|
)
|
|||
Gain on the VodafoneZiggo JV Transaction (note 5)
|
4.5
|
|
|
520.8
|
|
|
—
|
|
|||
Other income, net
|
28.8
|
|
|
109.2
|
|
|
29.8
|
|
|||
|
(3,503.5
|
)
|
|
(1,834.7
|
)
|
|
(2,878.0
|
)
|
|||
Earnings (loss) from continuing operations before income taxes
|
(1,556.0
|
)
|
|
647.5
|
|
|
(776.9
|
)
|
|||
Income tax benefit (expense) (note 11)
|
(309.5
|
)
|
|
1,347.0
|
|
|
(324.3
|
)
|
|||
Earnings (loss) from continuing operations
|
(1,865.5
|
)
|
|
1,994.5
|
|
|
(1,101.2
|
)
|
|||
Earnings (loss) from discontinued operations, net of taxes (note 5)
|
(855.1
|
)
|
|
(227.2
|
)
|
|
51.7
|
|
|||
Net earnings (loss)
|
(2,720.6
|
)
|
|
1,767.3
|
|
|
(1,049.5
|
)
|
|||
Net earnings attributable to noncontrolling interests
|
(57.5
|
)
|
|
(62.0
|
)
|
|
(103.0
|
)
|
|||
Net earnings (loss) attributable to Liberty Global shareholders
|
$
|
(2,778.1
|
)
|
|
$
|
1,705.3
|
|
|
$
|
(1,152.5
|
)
|
|
|
|
|
|
|
||||||
Basic earnings (loss) from continuing operations attributable to Liberty Global shareholders per share (notes 1 and 3):
|
|
|
|
|
|
||||||
Liberty Global Shares
|
$
|
(2.29
|
)
|
|
$
|
2.20
|
|
|
$
|
(0.19
|
)
|
Old Liberty Global Shares
|
|
|
|
|
$
|
(1.16
|
)
|
||||
|
|
|
|
|
|
||||||
Diluted earnings (loss) from continuing operations attributable to Liberty Global shareholders per share (notes 1 and 3):
|
|
|
|
|
|
||||||
Liberty Global Shares
|
$
|
(2.29
|
)
|
|
$
|
2.18
|
|
|
$
|
(0.19
|
)
|
Old Liberty Global Shares
|
|
|
|
|
$
|
(1.16
|
)
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Net earnings (loss)
|
$
|
(2,720.6
|
)
|
|
$
|
1,767.3
|
|
|
$
|
(1,049.5
|
)
|
Other comprehensive earnings (loss), net of taxes (note 16):
|
|
|
|
|
|
||||||
Continuing operations:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
1,971.4
|
|
|
(1,908.3
|
)
|
|
(762.4
|
)
|
|||
Reclassification adjustments included in net earnings (loss) (note 5)
|
(1.4
|
)
|
|
714.6
|
|
|
1.5
|
|
|||
Pension-related adjustments and other
|
18.7
|
|
|
(5.8
|
)
|
|
(20.3
|
)
|
|||
Other comprehensive earnings (loss) from continuing operations
|
1,988.7
|
|
|
(1,199.5
|
)
|
|
(781.2
|
)
|
|||
Other comprehensive earnings (loss) from discontinued operations
|
(43.9
|
)
|
|
(71.9
|
)
|
|
31.0
|
|
|||
Other comprehensive earnings (loss)
|
1,944.8
|
|
|
(1,271.4
|
)
|
|
(750.2
|
)
|
|||
Comprehensive earnings (loss)
|
(775.8
|
)
|
|
495.9
|
|
|
(1,799.7
|
)
|
|||
Comprehensive earnings attributable to noncontrolling interests
|
(59.2
|
)
|
|
(58.9
|
)
|
|
(103.5
|
)
|
|||
Comprehensive earnings (loss) attributable to Liberty Global shareholders
|
$
|
(835.0
|
)
|
|
$
|
437.0
|
|
|
$
|
(1,903.2
|
)
|
|
Liberty Global shareholders
|
|
Non-controlling
interests
|
|
Total
equity
|
||||||||||||||||||||||||||||||||||
|
Liberty Global Shares
|
|
LiLAC Shares
|
|
Old Liberty Global Shares
|
|
Additional
paid-in
capital
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
earnings,
net of taxes
|
|
Treasury shares, at cost
|
|
Total Liberty Global
shareholders
|
|
|||||||||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Balance at January 1, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8.9
|
|
|
$
|
17,070.8
|
|
|
$
|
(4,007.6
|
)
|
|
$
|
1,646.6
|
|
|
$
|
(4.2
|
)
|
|
$
|
14,714.5
|
|
|
$
|
(598.5
|
)
|
|
$
|
14,116.0
|
|
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,152.5
|
)
|
|
—
|
|
|
—
|
|
|
(1,152.5
|
)
|
|
103.0
|
|
|
(1,049.5
|
)
|
||||||||||
Other comprehensive loss, net of taxes (note 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(750.7
|
)
|
|
—
|
|
|
(750.7
|
)
|
|
0.5
|
|
|
(750.2
|
)
|
||||||||||
Repurchase and cancellation of Liberty Global ordinary shares (note 12)
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(2,344.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,344.5
|
)
|
|
—
|
|
|
(2,344.5
|
)
|
||||||||||
Share-based compensation (note 13)
|
—
|
|
|
—
|
|
|
—
|
|
|
284.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284.3
|
|
|
—
|
|
|
284.3
|
|
||||||||||
Impact of the LiLAC Transaction (note 1)
|
8.7
|
|
|
0.4
|
|
|
(8.7
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Adjustments due to changes in subsidiaries’ equity and other, net (note 12)
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(102.3
|
)
|
|
—
|
|
|
—
|
|
|
3.8
|
|
|
(98.7
|
)
|
|
16.9
|
|
|
(81.8
|
)
|
||||||||||
Balance at December 31, 2015
|
$
|
8.5
|
|
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
14,908.1
|
|
|
$
|
(5,160.1
|
)
|
|
$
|
895.9
|
|
|
$
|
(0.4
|
)
|
|
$
|
10,652.4
|
|
|
$
|
(478.1
|
)
|
|
$
|
10,174.3
|
|
|
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 earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,705.3
|
|
|
—
|
|
|
—
|
|
|
1,705.3
|
|
|
62.0
|
|
|
1,767.3
|
|
|||||||||
Other comprehensive loss, net of taxes (notes 5 and 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,268.3
|
)
|
|
—
|
|
|
(1,268.3
|
)
|
|
(3.1
|
)
|
|
(1,271.4
|
)
|
|||||||||
Impact of the C&W Acquisition (note 4)
|
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 12)
|
(0.6
|
)
|
|
—
|
|
|
(2,088.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,089.5
|
)
|
|
—
|
|
|
(2,089.5
|
)
|
|||||||||
Share-based compensation (note 13)
|
—
|
|
|
—
|
|
|
269.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
269.0
|
|
|
—
|
|
|
269.0
|
|
|||||||||
Liberty Global call option contracts (note 12)
|
—
|
|
|
—
|
|
|
119.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
119.1
|
|
|
—
|
|
|
119.1
|
|
|||||||||
Impact of the LiLAC Distribution (note 4)
|
—
|
|
|
1.2
|
|
|
(1.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Adjustments due to changes in subsidiaries’ equity and other, net (note 12)
|
(0.1
|
)
|
|
—
|
|
|
(116.8
|
)
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
(116.8
|
)
|
|
(61.9
|
)
|
|
(178.7
|
)
|
|||||||||
Balance at December 31, 2016
|
$
|
8.9
|
|
|
$
|
1.7
|
|
|
$
|
17,578.2
|
|
|
$
|
(3,454.8
|
)
|
|
$
|
(372.4
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
13,761.3
|
|
|
$
|
970.7
|
|
|
$
|
14,732.0
|
|
|
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, 2017, before effect of accounting change
|
$
|
8.9
|
|
|
$
|
1.7
|
|
|
$
|
17,578.2
|
|
|
$
|
(3,454.8
|
)
|
|
$
|
(372.4
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
13,761.3
|
|
|
$
|
970.7
|
|
|
$
|
14,732.0
|
|
Accounting change (note 2)
|
—
|
|
|
—
|
|
|
—
|
|
|
15.3
|
|
|
—
|
|
|
—
|
|
|
15.3
|
|
|
—
|
|
|
15.3
|
|
|||||||||
Balance at January 1, 2017, as adjusted for accounting change
|
8.9
|
|
|
1.7
|
|
|
17,578.2
|
|
|
(3,439.5
|
)
|
|
(372.4
|
)
|
|
(0.3
|
)
|
|
13,776.6
|
|
|
970.7
|
|
|
14,747.3
|
|
|||||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,778.1
|
)
|
|
—
|
|
|
—
|
|
|
(2,778.1
|
)
|
|
57.5
|
|
|
(2,720.6
|
)
|
|||||||||
Other comprehensive earnings, net of taxes (note 16)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,943.1
|
|
|
—
|
|
|
1,943.1
|
|
|
1.7
|
|
|
1,944.8
|
|
|||||||||
Impact of the Split-off Transaction (note 5)
|
—
|
|
|
(1.7
|
)
|
|
(3,346.8
|
)
|
|
—
|
|
|
85.3
|
|
|
—
|
|
|
(3,263.2
|
)
|
|
(1,360.9
|
)
|
|
(4,624.1
|
)
|
|||||||||
Repurchase and cancellation of Liberty Global ordinary shares (note 12)
|
(0.8
|
)
|
|
—
|
|
|
(2,947.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,948.2
|
)
|
|
—
|
|
|
(2,948.2
|
)
|
|||||||||
Share-based compensation (note 13)
|
—
|
|
|
—
|
|
|
155.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
155.9
|
|
|
—
|
|
|
155.9
|
|
|||||||||
Adjustments due to changes in subsidiaries’ equity and other, net
|
—
|
|
|
—
|
|
|
(81.3
|
)
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
(81.1
|
)
|
|
(81.0
|
)
|
|
(162.1
|
)
|
|||||||||
Balance at December 31, 2017
|
$
|
8.1
|
|
|
$
|
—
|
|
|
$
|
11,358.6
|
|
|
$
|
(6,217.6
|
)
|
|
$
|
1,656.0
|
|
|
$
|
(0.1
|
)
|
|
$
|
6,805.0
|
|
|
$
|
(412.0
|
)
|
|
$
|
6,393.0
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net earnings (loss)
|
$
|
(2,720.6
|
)
|
|
$
|
1,767.3
|
|
|
$
|
(1,049.5
|
)
|
Earnings (loss) from discontinued operations
|
(855.1
|
)
|
|
(227.2
|
)
|
|
51.7
|
|
|||
Earnings (loss) from continuing operations
|
(1,865.5
|
)
|
|
1,994.5
|
|
|
(1,101.2
|
)
|
|||
Adjustments to reconcile earnings (loss) from continuing operations to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Share-based compensation expense
|
173.9
|
|
|
281.5
|
|
|
315.8
|
|
|||
Depreciation and amortization
|
4,857.0
|
|
|
5,213.8
|
|
|
5,609.4
|
|
|||
Impairment, restructuring and other operating items, net
|
107.2
|
|
|
186.2
|
|
|
150.0
|
|
|||
Amortization of deferred financing costs and non-cash interest
|
67.7
|
|
|
76.2
|
|
|
76.5
|
|
|||
Realized and unrealized losses (gains) on derivative instruments, net
|
1,412.0
|
|
|
(1,071.0
|
)
|
|
(619.9
|
)
|
|||
Foreign currency transaction losses (gains), net
|
(166.4
|
)
|
|
400.1
|
|
|
925.8
|
|
|||
Realized and unrealized losses (gains) due to changes in fair values of certain investments and debt, net
|
(36.9
|
)
|
|
461.5
|
|
|
(124.5
|
)
|
|||
Losses on debt modification and extinguishment, net
|
343.3
|
|
|
238.1
|
|
|
388.0
|
|
|||
Gain on the VodafoneZiggo JV Transaction
|
(4.5
|
)
|
|
(520.8
|
)
|
|
—
|
|
|||
Share of losses of affiliates, net
|
95.2
|
|
|
111.6
|
|
|
54.3
|
|
|||
Deferred income tax expense (benefit)
|
31.9
|
|
|
(1,465.0
|
)
|
|
(31.5
|
)
|
|||
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions:
|
|
|
|
|
|
||||||
Receivables and other operating assets
|
500.1
|
|
|
395.2
|
|
|
452.3
|
|
|||
Payables and accruals
|
(679.9
|
)
|
|
(869.6
|
)
|
|
(701.9
|
)
|
|||
Dividends from affiliates and others
|
299.5
|
|
|
39.4
|
|
|
29.2
|
|
|||
Net cash provided by operating activities of continuing operations
|
5,134.6
|
|
|
5,471.7
|
|
|
5,422.3
|
|
|||
Net cash provided by operating activities of discontinued operations
|
573.9
|
|
|
468.2
|
|
|
310.2
|
|
|||
Net cash provided by operating activities
|
5,708.5
|
|
|
5,939.9
|
|
|
5,732.5
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Capital expenditures
|
(1,953.1
|
)
|
|
(2,153.9
|
)
|
|
(2,272.3
|
)
|
|||
Distributions received from affiliates
|
1,569.4
|
|
|
—
|
|
|
—
|
|
|||
Equalization payment related to the VodafoneZiggo JV Transaction
|
845.3
|
|
|
—
|
|
|
—
|
|
|||
Cash paid in connection with acquisitions, net of cash acquired
|
(420.9
|
)
|
|
(1,401.5
|
)
|
|
(113.3
|
)
|
|||
Investments in and loans to affiliates and others
|
(118.3
|
)
|
|
(140.2
|
)
|
|
(998.6
|
)
|
|||
Sale of investments
|
25.5
|
|
|
147.3
|
|
|
—
|
|
|||
Other investing activities, net
|
131.5
|
|
|
73.1
|
|
|
(44.8
|
)
|
|||
Net cash provided (used) by investing activities of continuing operations
|
79.4
|
|
|
(3,475.2
|
)
|
|
(3,429.0
|
)
|
|||
Net cash used by investing activities of discontinued operations
|
(638.7
|
)
|
|
(442.5
|
)
|
|
(400.4
|
)
|
|||
Net cash used by investing activities
|
$
|
(559.3
|
)
|
|
$
|
(3,917.7
|
)
|
|
$
|
(3,829.4
|
)
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Borrowings of debt
|
$
|
10,070.3
|
|
|
$
|
12,160.2
|
|
|
$
|
14,969.3
|
|
Repayments and repurchases of debt and capital lease obligations
|
(10,506.2
|
)
|
|
(11,387.9
|
)
|
|
(13,880.6
|
)
|
|||
Repurchase of Liberty Global ordinary shares
|
(2,976.2
|
)
|
|
(1,948.3
|
)
|
|
(2,320.5
|
)
|
|||
Change in cash collateral
|
(674.2
|
)
|
|
117.6
|
|
|
(56.1
|
)
|
|||
Payment of financing costs and debt premiums
|
(345.4
|
)
|
|
(222.4
|
)
|
|
(418.1
|
)
|
|||
Value-added taxes (VAT) paid on behalf of the VodafoneZiggo JV
|
(162.6
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash paid related to derivative instruments
|
(102.5
|
)
|
|
(251.5
|
)
|
|
(301.2
|
)
|
|||
Purchase of additional shares of subsidiaries
|
—
|
|
|
—
|
|
|
(142.4
|
)
|
|||
Other financing activities, net
|
(24.1
|
)
|
|
(106.5
|
)
|
|
(184.7
|
)
|
|||
Net cash used by financing activities of continuing operations
|
(4,720.9
|
)
|
|
(1,638.8
|
)
|
|
(2,334.3
|
)
|
|||
Net cash provided by financing activities of discontinued operations
|
40.4
|
|
|
248.7
|
|
|
269.8
|
|
|||
Net cash used by financing activities
|
(4,680.5
|
)
|
|
(1,390.1
|
)
|
|
(2,064.5
|
)
|
|||
|
|
|
|
|
|
||||||
Effect of exchange rate changes on cash:
|
|
|
|
|
|
||||||
Continuing operations
|
102.7
|
|
|
11.3
|
|
|
(2.8
|
)
|
|||
Discontinued operations
|
1.7
|
|
|
3.7
|
|
|
(12.2
|
)
|
|||
Total
|
104.4
|
|
|
15.0
|
|
|
(15.0
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents:
|
|
|
|
|
|
||||||
Continuing operations
|
595.8
|
|
|
369.0
|
|
|
(343.8
|
)
|
|||
Discontinued operations
|
(22.7
|
)
|
|
278.1
|
|
|
167.4
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
573.1
|
|
|
647.1
|
|
|
(176.4
|
)
|
|||
Cash and cash equivalents — continuing operations:
|
|
|
|
|
|
||||||
Beginning of year
|
1,076.6
|
|
|
707.6
|
|
|
1,051.4
|
|
|||
End of year
|
1,672.4
|
|
|
1,076.6
|
|
|
707.6
|
|
|||
Cash paid for interest:
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
1,893.3
|
|
|
$
|
2,303.4
|
|
|
$
|
2,024.0
|
|
Discontinued operations
|
393.1
|
|
|
304.6
|
|
|
146.4
|
|
|||
Total
|
$
|
2,286.4
|
|
|
$
|
2,608.0
|
|
|
$
|
2,170.4
|
|
Net cash paid for taxes:
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
302.2
|
|
|
$
|
309.7
|
|
|
$
|
213.8
|
|
Discontinued operations
|
110.9
|
|
|
131.0
|
|
|
22.5
|
|
|||
Total
|
$
|
413.1
|
|
|
$
|
440.7
|
|
|
$
|
236.3
|
|
•
|
When we enter into contracts to provide services to our customers, we often provide time-limited discounts or free service periods. Under current accounting standards, we recognize revenue net of discounts during the promotional periods and do not recognize any revenue during free service periods. Under ASU 2014-09, revenue recognition for those contracts that contain substantive termination penalties will be accelerated, as the impact of the discounts or free service periods will be recognized uniformly over the contractual period. For contracts that do not have substantive termination penalties, we will continue to record the impacts of partial or full discounts during the applicable promotional periods.
|
•
|
When we enter into contracts to provide services to our customers, we often charge installation or other upfront fees. Under current accounting rules, installation fees related to services provided over our cable networks are recognized as revenue during the period in which the installation occurs to the extent these fees are equal to or less than direct selling costs. Under ASU 2014-09, these fees will generally be deferred and recognized as revenue over the contractual period, or longer if the upfront fee results in a material renewal right.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Liberty Global Shares (a):
|
|
|
|
|
|
||||||
Earnings (loss) from continuing operations
|
$
|
(1,865.5
|
)
|
|
$
|
1,994.5
|
|
|
$
|
(137.9
|
)
|
Net earnings from continuing operations attributable to noncontrolling interests
|
(78.1
|
)
|
|
(33.7
|
)
|
|
(29.6
|
)
|
|||
Net earnings (loss) from continuing operations attributable to Liberty Global shareholders
|
$
|
(1,943.6
|
)
|
|
$
|
1,960.8
|
|
|
$
|
(167.5
|
)
|
Old Liberty Global Shares (b):
|
|
|
|
|
|
||||||
Loss from continuing operations
|
|
|
|
|
$
|
(963.3
|
)
|
||||
Net earnings from continuing operations attributable to noncontrolling interests
|
|
|
|
|
(65.6
|
)
|
|||||
Net loss from continuing operations attributable to Liberty Global shareholders
|
|
|
|
|
|
|
$
|
(1,028.9
|
)
|
(a)
|
The amounts presented for the year ended December 31, 2015 relate to the period from July 1, 2015 through December 31, 2015.
|
(b)
|
The amounts presented relate to the period from January 1, 2015 through June 30, 2015.
|
|
Year ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
Weighted average shares outstanding:
|
|
|
|
|
|
|||
Liberty Global Shares (a):
|
|
|
|
|
|
|||
Basic
|
847,894,601
|
|
|
889,790,968
|
|
|
864,721,483
|
|
Diluted
|
847,894,601
|
|
|
899,969,654
|
|
|
864,721,483
|
|
Old Liberty Global Shares — basic and diluted (b)
|
|
|
|
|
884,040,481
|
|
(a)
|
The amounts presented for the year ended December 31, 2015 relate to the period from July 1, 2015 through December 31, 2015.
|
(b)
|
The amount presented relates to the period from January 1, 2015 through June 30, 2015.
|
Cash and cash equivalents
|
$
|
160.1
|
|
Other current assets
|
148.3
|
|
|
Property and equipment, net
|
811.4
|
|
|
Goodwill (a)
|
330.7
|
|
|
Intangible assets subject to amortization, net:
|
|
||
Mobile spectrum (b)
|
261.0
|
|
|
Customer relationships (b)
|
115.0
|
|
|
Trademarks (b)
|
40.7
|
|
|
Other assets, net
|
10.5
|
|
|
Accrued and current liabilities
|
(290.0
|
)
|
|
Long-term liabilities
|
(93.4
|
)
|
|
Total purchase price (c)
|
$
|
1,494.3
|
|
(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) estimated synergy benefits through the integration of BASE with Telenet.
|
(b)
|
As of February 11, 2016, the weighted average useful life of BASE’s mobile spectrum, customer relationships and trademarks was approximately 11 years, seven years and 20 years, respectively.
|
(c)
|
Excludes direct acquisition costs of $17.1 million, including $7.1 million and $10.0 million incurred during 2016 and 2015, respectively, which are included in impairment, restructuring and other operating items, net, in our consolidated statements of operations.
|
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 C&W shareholders in connection with the C&W 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 C&W share paid pursuant to the scheme of arrangement based on 4,433,222,313 outstanding shares of C&W on May 16, 2016.
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
|
in millions, except per
share amounts
|
||||||
|
|
|
|
||||
Revenue
|
$
|
17,359.4
|
|
|
$
|
17,743.0
|
|
|
|
|
|
||||
Net earnings (loss) from continuing operations attributable to Liberty Global shareholders:
|
|
|
|
||||
Liberty Global Shares (a)
|
$
|
1,957.3
|
|
|
$
|
(127.7
|
)
|
Old Liberty Global Shares (b)
|
—
|
|
|
(1,045.7
|
)
|
||
Total
|
$
|
1,957.3
|
|
|
$
|
(1,173.4
|
)
|
|
|
|
|
||||
Basic earnings (loss) from continuing operations attributable to Liberty Global shareholders per share:
|
|
|
|
||||
Liberty Global Shares (a):
|
|
|
|
||||
Basic
|
$
|
2.20
|
|
|
$
|
(0.15
|
)
|
Diluted
|
$
|
2.18
|
|
|
$
|
(0.15
|
)
|
Old Liberty Global Shares (b):
|
|
|
|
||||
Basic and diluted
|
|
|
$
|
(1.18
|
)
|
(a)
|
The amounts presented for the year ended December 31, 2015 relate to the period from July 1, 2015 through December 31, 2015.
|
(b)
|
The amounts presented for the year ended December 31, 2015 relate to the period from January 1, 2015 through June 30, 2015.
|
Assets:
|
|
||
Current assets other than cash
|
$
|
29.2
|
|
Property and equipment, net
|
451.9
|
|
|
Goodwill
|
732.2
|
|
|
Other assets, net
|
3.2
|
|
|
Total assets
|
$
|
1,216.5
|
|
|
|
||
Liabilities:
|
|
||
Current portion of debt and capital lease obligations
|
$
|
0.8
|
|
Other accrued and current liabilities
|
77.7
|
|
|
Other long-term liabilities
|
77.8
|
|
|
Total liabilities
|
$
|
156.3
|
|
•
|
a reorganization agreement (the Reorganization Agreement), which provides for, among other things, the principal corporate transactions (including the internal restructuring) required to effect the Split-off Transaction, certain conditions to the Split-off Transaction and provisions governing the relationship between Liberty Global and Liberty Latin America with respect to and resulting from the Split-off Transaction;
|
•
|
a tax sharing agreement (the Tax Sharing Agreement), which governs the parties’ respective rights, responsibilities and obligations with respect to taxes and tax benefits, the filing of tax returns, the control of audits and other tax matters;
|
•
|
a services agreement (the Services Agreement), pursuant to which, for up to two years following the Split-off Transaction, with the option to renew for a one-year period, Liberty Global will provide Liberty Latin America with specified services, including access to Liberty Global’s procurement team and tools to leverage scale and take advantage of joint purchasing opportunities, certain management services, other services to support Liberty Latin America’s legal, tax, accounting and finance departments, and certain technical and information technology services (including software development services associated with Horizon TV, our next generation multimedia home gateway, management information systems, computer, data storage, and network and telecommunications services);
|
•
|
a sublease agreement (the Sublease Agreement), pursuant to which Liberty Latin America will sublease office space from Liberty Global in Denver, Colorado until May 31, 2031, subject to customary termination and notice provisions; and
|
•
|
a facilities sharing agreement (the Facilities Sharing Agreement), pursuant to which, for as long as the Sublease Agreement remains in effect, Liberty Latin America will pay a fee for the usage of certain facilities at the office space in Denver, Colorado.
|
Assets:
|
|
||
Cash and cash equivalents
|
$
|
552.6
|
|
Trade receivables, net
|
531.6
|
|
|
Other current assets
|
403.6
|
|
|
Total current assets
|
1,487.8
|
|
|
Property and equipment, net
|
3,860.9
|
|
|
Goodwill
|
6,302.6
|
|
|
Intangible assets subject to amortization, net
|
1,234.5
|
|
|
Other assets
|
1,280.4
|
|
|
Total assets (a)
|
$
|
14,166.2
|
|
|
|
||
Liabilities:
|
|
||
Current liabilities
|
$
|
1,325.5
|
|
Long-term debt and capital lease obligations
|
5,897.1
|
|
|
Other long-term liabilities
|
1,210.2
|
|
|
Total liabilities (a)
|
$
|
8,432.8
|
|
(a)
|
Excludes intercompany payables and receivables that are eliminated within Liberty Global’s consolidated financial statements.
|
|
Year ended December 31,
|
||||||||||
|
2017 (a)
|
|
2016 (a)
|
|
2015 (a)
|
||||||
|
in millions, except per share amounts
|
||||||||||
|
|
|
|
|
|
||||||
Revenue
|
$
|
3,590.0
|
|
|
$
|
2,723.8
|
|
|
$
|
1,217.3
|
|
Operating income (loss)
|
$
|
(148.4
|
)
|
|
$
|
319.1
|
|
|
$
|
248.1
|
|
Earnings (loss) before income taxes and noncontrolling interests
|
$
|
(651.1
|
)
|
|
$
|
(98.1
|
)
|
|
$
|
92.3
|
|
Income tax expense
|
$
|
(204.0
|
)
|
|
$
|
(129.1
|
)
|
|
$
|
(40.6
|
)
|
Net (earnings) loss attributable to noncontrolling interests
|
$
|
20.6
|
|
|
$
|
(28.3
|
)
|
|
$
|
(7.8
|
)
|
Net earnings (loss) attributable to Liberty Global shareholders, net of taxes, attributable to holders of:
|
|
|
|
|
|
||||||
LiLAC Shares
|
$
|
(834.5
|
)
|
|
$
|
(255.5
|
)
|
|
$
|
17.2
|
|
Old Liberty Global Shares
|
|
|
|
|
$
|
26.7
|
|
||||
|
|
|
|
|
|
||||||
Basic and diluted earnings (loss) attributable to Liberty Global shareholders per share:
|
|
|
|
|
|
||||||
LiLAC Shares
|
$
|
(4.86
|
)
|
|
$
|
(2.30
|
)
|
|
$
|
0.39
|
|
Old Liberty Global Shares
|
|
|
|
|
$
|
0.03
|
|
(a)
|
Excludes the LiLAC Group’s intercompany revenue and expenses that are eliminated within Liberty Global’s consolidated financial statements.
|
|
Year ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
|
|
|
|
|
|
|||
LiLAC Shares:
|
|
|
|
|
|
|||
Basic
|
171,846,133
|
|
|
110,868,650
|
|
|
43,915,757
|
|
Diluted
|
171,846,133
|
|
|
110,868,650
|
|
|
44,235,275
|
|
|
|
|
|
|
|
|||
Old Liberty Global Shares — basic and diluted
|
|
|
|
|
884,040,481
|
|
Numerator:
|
|
||
Net earnings attributable to holders of LiLAC Shares (basic and diluted EPS computation) (in millions)
|
$
|
17.2
|
|
|
|
||
Denominator:
|
|
||
Weighted average ordinary shares (basic EPS computation)
|
43,915,757
|
|
|
Incremental shares attributable to the assumed exercise of outstanding options, SARs and PSARs and the release of share units upon vesting (treasury stock method)
|
319,518
|
|
|
Weighted average ordinary shares (diluted EPS computation)
|
44,235,275
|
|
Assets:
|
|
||
Cash and cash equivalents
|
$
|
6.1
|
|
Current restricted cash
|
3,144.0
|
|
|
Current assets other than cash
|
259.0
|
|
|
Property and equipment, net
|
3,201.2
|
|
|
Goodwill
|
7,637.2
|
|
|
Intangible assets subject to amortization, net
|
3,406.7
|
|
|
Other assets, net
|
578.8
|
|
|
Total assets
|
$
|
18,233.0
|
|
|
|
||
Liabilities:
|
|
||
Current portion of debt and capital lease obligations
|
$
|
290.3
|
|
Other accrued and current liabilities
|
2,396.4
|
|
|
Long-term debt and capital lease obligations
|
11,812.8
|
|
|
Other long-term liabilities
|
991.7
|
|
|
Total liabilities
|
$
|
15,491.2
|
|
|
|
December 31,
|
||||||
Accounting Method
|
|
2017
|
|
2016
|
||||
|
in millions
|
|||||||
Equity (a):
|
|
|
|
|||||
VodafoneZiggo JV (b)
|
$
|
4,162.8
|
|
|
$
|
4,186.6
|
|
|
Other
|
161.8
|
|
|
140.9
|
|
|||
Total — equity
|
4,324.6
|
|
|
4,327.5
|
|
|||
Fair value:
|
|
|
|
|||||
ITV plc (ITV) — subject to re-use rights
|
892.0
|
|
|
1,015.4
|
|
|||
Sumitomo Corporation (Sumitomo)
|
776.5
|
|
|
538.4
|
|
|||
Lions Gate Entertainment Corp (Lionsgate)
|
163.9
|
|
|
128.6
|
|
|||
ITI Neovision S.A. (ITI Neovision)
|
161.9
|
|
|
129.3
|
|
|||
Casa Systems, Inc. (Casa)
|
76.3
|
|
|
39.1
|
|
|||
Other
|
244.7
|
|
|
206.4
|
|
|||
Total — fair value
|
2,315.3
|
|
|
2,057.2
|
|
|||
Cost
|
31.5
|
|
|
4.0
|
|
|||
Total
|
$
|
6,671.4
|
|
|
$
|
6,388.7
|
|
(a)
|
At December 31, 2017 and 2016, the aggregate carrying amounts of our equity method investments did not materially exceed our proportionate share of the respective investees’ net assets.
|
(b)
|
Amounts include a related-party note receivable (the VodafoneZiggo JV Receivable) with a principal amount of $1,081.9 million and $1,054.7 million, respectively, due from a subsidiary of the VodafoneZiggo JV (as defined below) to a subsidiary of Liberty Global. The VodafoneZiggo JV Receivable bears interest at 5.55% and requires €100.0 million ($120.2 million) of principal to be paid annually during the first three years of the agreement, with the remaining principal due on January 16, 2027. In this regard, we received a €100.0 million ($118.5 million at the transaction date) principal payment on the VodafoneZiggo JV Receivable in December 2017. The accrued interest on the VodafoneZiggo JV Receivable will be payable in a manner mutually agreed upon by Liberty Global and the VodafoneZiggo JV. During 2017, interest accrued on the VodafoneZiggo JV Receivable was $64.3 million, all of which has been cash settled.
|
|
December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
VodafoneZiggo JV (a)
|
$
|
70.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Other
|
25.1
|
|
|
111.6
|
|
|
54.3
|
|
|||
Total
|
$
|
95.2
|
|
|
$
|
111.6
|
|
|
$
|
54.3
|
|
(a)
|
Amounts include the net effect of (i) 100% of the interest income earned on the VodafoneZiggo JV Receivable, (ii) 100% of the share-based compensation expense associated with Liberty Global awards held by VodafoneZiggo JV employees who were formerly employees of Liberty Global, as these awards remain our responsibility, and (iii) our 50% share of the remaining results of operations of the VodafoneZiggo JV.
|
|
|
||
Revenue
|
$
|
4,537.7
|
|
Loss before income taxes
|
$
|
(371.8
|
)
|
Net loss
|
$
|
(265.7
|
)
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
Current assets
|
$
|
823.4
|
|
|
$
|
3,785.1
|
|
Long-term assets
|
24,076.8
|
|
|
22,109.0
|
|
||
Total assets
|
$
|
24,900.2
|
|
|
$
|
25,894.1
|
|
|
|
|
|
||||
Current liabilities
|
$
|
2,631.7
|
|
|
$
|
4,808.1
|
|
Long-term liabilities
|
16,110.4
|
|
|
14,822.0
|
|
||
Owners’ equity
|
6,158.1
|
|
|
6,264.0
|
|
||
Total liabilities and owners’ equity
|
$
|
24,900.2
|
|
|
$
|
25,894.1
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
Current (a)
|
|
Long-term (a)
|
|
Total
|
|
Current (a)
|
|
Long-term (a)
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cross-currency and interest rate derivative contracts (b)
|
$
|
559.1
|
|
|
$
|
1,171.4
|
|
|
$
|
1,730.5
|
|
|
$
|
337.5
|
|
|
$
|
2,123.1
|
|
|
$
|
2,460.6
|
|
Equity-related derivative instruments (c)
|
—
|
|
|
560.9
|
|
|
560.9
|
|
|
37.1
|
|
|
486.9
|
|
|
524.0
|
|
||||||
Foreign currency forward and option contracts
|
16.4
|
|
|
0.1
|
|
|
16.5
|
|
|
30.7
|
|
|
14.1
|
|
|
44.8
|
|
||||||
Other
|
0.5
|
|
|
0.6
|
|
|
1.1
|
|
|
0.2
|
|
|
0.3
|
|
|
0.5
|
|
||||||
Total
|
$
|
576.0
|
|
|
$
|
1,733.0
|
|
|
$
|
2,309.0
|
|
|
$
|
405.5
|
|
|
$
|
2,624.4
|
|
|
$
|
3,029.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cross-currency and interest rate derivative contracts (b)
|
$
|
239.1
|
|
|
$
|
1,866.4
|
|
|
$
|
2,105.5
|
|
|
$
|
239.1
|
|
|
$
|
999.6
|
|
|
$
|
1,238.7
|
|
Equity-related derivative
instruments (c)
|
5.4
|
|
|
—
|
|
|
5.4
|
|
|
8.6
|
|
|
—
|
|
|
8.6
|
|
||||||
Foreign currency forward and option contracts
|
7.7
|
|
|
0.2
|
|
|
7.9
|
|
|
4.7
|
|
|
0.1
|
|
|
4.8
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
||||||
Total
|
$
|
252.2
|
|
|
$
|
1,866.6
|
|
|
$
|
2,118.8
|
|
|
$
|
252.4
|
|
|
$
|
999.8
|
|
|
$
|
1,252.2
|
|
(a)
|
Our current derivative liabilities, long-term derivative assets and long-term derivative liabilities are included in other current and accrued liabilities, other assets, net, and other long-term liabilities, respectively, in our consolidated balance sheets.
|
(b)
|
We consider credit risk relating to our and our counterparties’ nonperformance in the fair value assessment of our derivative instruments. In all cases, the adjustments take into account offsetting liability or asset positions within each of our subsidiary borrowing groups (as defined and described in note 10). The changes in the credit risk valuation adjustments associated with our cross-currency and interest rate derivative contracts resulted in a net gain of $233.7 million during 2017 and net losses of $28.1 million and $8.3 million during 2016 and 2015, respectively. These amounts are included in realized and unrealized gains on derivative instruments, net, in our consolidated statements of operations. For further information regarding our fair value measurements, see note 8.
|
(c)
|
Our equity-related derivative instruments primarily include the fair value of (i) the ITV Collar , (ii) the share collar (the Sumitomo Collar) with respect to a portion of the shares of Sumitomo held by our company, and (iii) the Lionsgate Forward. 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 counterparty would be, subject to relevant insolvency laws, fully offset against amounts we owe to such counterparty pursuant to the related secured borrowing arrangements.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Cross-currency and interest rate derivative contracts
|
$
|
(1,506.1
|
)
|
|
$
|
716.2
|
|
|
$
|
855.7
|
|
Equity-related derivative instruments:
|
|
|
|
|
|
||||||
ITV Collar
|
215.0
|
|
|
351.5
|
|
|
(222.6
|
)
|
|||
Sumitomo Collar
|
(77.4
|
)
|
|
(25.6
|
)
|
|
(20.3
|
)
|
|||
Lionsgate Forward
|
(11.4
|
)
|
|
10.1
|
|
|
14.5
|
|
|||
Other
|
(3.9
|
)
|
|
1.6
|
|
|
0.7
|
|
|||
Total equity-related derivative instruments
|
122.3
|
|
|
337.6
|
|
|
(227.7
|
)
|
|||
Foreign currency forward and option contracts
|
(29.0
|
)
|
|
18.1
|
|
|
(9.0
|
)
|
|||
Other
|
0.8
|
|
|
(0.9
|
)
|
|
0.9
|
|
|||
Total
|
$
|
(1,412.0
|
)
|
|
$
|
1,071.0
|
|
|
$
|
619.9
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Operating activities
|
$
|
53.6
|
|
|
$
|
47.9
|
|
|
$
|
(225.9
|
)
|
Investing activities
|
(0.5
|
)
|
|
(2.9
|
)
|
|
15.6
|
|
|||
Financing activities
|
(102.5
|
)
|
|
(251.5
|
)
|
|
(301.2
|
)
|
|||
Total
|
$
|
(49.4
|
)
|
|
$
|
(206.5
|
)
|
|
$
|
(511.5
|
)
|
(a)
|
Includes certain derivative instruments that 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 coupon-related payments and receipts. At December 31, 2017, the total U.S. dollar equivalents of the notional amount of these derivative instruments were $3.7 billion.
|
(b)
|
Includes certain derivative instruments that are “forward-starting,” such that the initial exchange occurs at a date subsequent to December 31, 2017. These instruments are typically entered into in order to extend existing hedges without the need to amend existing contracts.
|
|
|
Borrowing group pays fixed rate (a)
|
|
Borrowing group receives fixed rate
|
||||||||
Borrowing group
|
|
Notional amount
|
|
Weighted average remaining life
|
|
Notional amount
|
|
Weighted average remaining life
|
||||
|
|
in millions
|
|
in years
|
|
in millions
|
|
in years
|
||||
|
|
|
|
|
|
|
|
|
||||
Virgin Media
|
$
|
18,236.1
|
|
|
4.1
|
|
$
|
11,228.5
|
|
|
6.1
|
|
|
|
|
|
|
|
|
|
|
||||
UPC Holding
|
$
|
5,149.5
|
|
|
5.8
|
|
$
|
2,746.7
|
|
|
7.8
|
|
|
|
|
|
|
|
|
|
|
||||
Unitymedia
|
$
|
8,573.9
|
|
|
3.6
|
|
$
|
6,071.9
|
|
|
5.4
|
|
|
|
|
|
|
|
|
|
|
||||
Telenet
|
$
|
3,795.2
|
|
|
6.0
|
|
$
|
1,715.5
|
|
|
5.7
|
(a)
|
Includes forward-starting derivative instruments.
|
Borrowing group
|
|
Notional amount
|
|
Underlying swap currency
|
|
Weighted average option expiration period (a)
|
|
Weighted average strike rate (b)
|
||
|
|
in millions
|
|
|
|
in years
|
|
|
||
|
|
|
|
|
|
|
|
|
||
Virgin Media
|
$
|
7,183.9
|
|
|
£
|
|
1.7
|
|
2.45%
|
|
|
|
|
|
|
|
|
|
|
||
UPC Holding
|
$
|
986.6
|
|
|
CHF
|
|
1.0
|
|
1.11%
|
|
|
|
|
|
|
|
|
|
|
||
Unitymedia
|
$
|
4,276.3
|
|
|
€
|
|
1.9
|
|
1.88%
|
(a)
|
Represents the weighted average period until the date on which we have the option to enter into the interest rate swap contracts.
|
(b)
|
Represents the weighted average interest rate that we would pay if we exercised our option to enter into the interest rate swap contracts.
|
Borrowing group
|
|
Notional amount due from counterparty
|
|
Weighted average remaining life
|
||
|
|
in millions
|
|
in years
|
||
|
|
|
|
|
||
Virgin Media (a)
|
$
|
4,617.2
|
|
|
1.0
|
|
|
|
|
|
|
||
UPC Holding (a)
|
$
|
1,975.0
|
|
|
1.0
|
|
|
|
|
|
|
||
Unitymedia (a)
|
$
|
1,705.0
|
|
|
0.9
|
|
|
|
|
|
|
||
Telenet
|
$
|
1,300.0
|
|
|
1.0
|
(a)
|
Includes forward-starting derivative instruments.
|
|
|
Increase (decrease) to borrowing costs at December 31, 2017 (a)
|
||
|
|
|
|
|
Virgin Media
|
(0.31
|
)%
|
||
UPC Holding
|
0.42
|
%
|
||
Unitymedia
|
(0.48
|
)%
|
||
Telenet
|
(0.24
|
)%
|
||
Total decrease to borrowing costs
|
(0.21
|
)%
|
(a)
|
Represents the effect of derivative instruments in effect at December 31, 2017 and does not include forward-starting derivative instruments or swaptions.
|
Installment date
|
|
Aggregate market value of borrowed Sumitomo shares
|
|||
|
|
|
in millions
|
||
|
|
|
|
||
May 22, 2016
|
$
|
91.4
|
|
||
November 22, 2016
|
$
|
110.6
|
|
||
May 22, 2017
|
$
|
117.4
|
|
||
November 22, 2017
|
$
|
135.7
|
|
|
|
|
|
Fair value measurements at December 31, 2017 using:
|
||||||||||||
Description
|
|
December 31,
2017 |
|
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
|
$
|
1,730.5
|
|
|
$
|
—
|
|
|
$
|
1,722.8
|
|
|
$
|
7.7
|
|
|
Equity-related derivative instruments
|
560.9
|
|
|
—
|
|
|
—
|
|
|
560.9
|
|
|||||
Foreign currency forward and option contracts
|
16.5
|
|
|
—
|
|
|
16.5
|
|
|
—
|
|
|||||
Other
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|||||
Total derivative instruments
|
2,309.0
|
|
|
—
|
|
|
1,740.4
|
|
|
568.6
|
|
|||||
Investments
|
2,315.3
|
|
|
1,908.7
|
|
|
—
|
|
|
406.6
|
|
|||||
Total assets
|
$
|
4,624.3
|
|
|
$
|
1,908.7
|
|
|
$
|
1,740.4
|
|
|
$
|
975.2
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|||||||||
Derivative instruments:
|
|
|
|
|
|
|
|
|||||||||
Cross-currency and interest rate derivative contracts
|
$
|
2,105.5
|
|
|
$
|
—
|
|
|
$
|
2,102.3
|
|
|
$
|
3.2
|
|
|
Equity-related derivative instruments
|
5.4
|
|
|
—
|
|
|
—
|
|
|
5.4
|
|
|||||
Foreign currency forward and option contracts
|
7.9
|
|
|
—
|
|
|
7.9
|
|
|
—
|
|
|||||
Total derivative liabilities
|
2,118.8
|
|
|
—
|
|
|
2,110.2
|
|
|
8.6
|
|
|||||
Debt
|
965.7
|
|
|
621.7
|
|
|
344.0
|
|
|
—
|
|
|||||
Total liabilities
|
$
|
3,084.5
|
|
|
$
|
621.7
|
|
|
$
|
2,454.2
|
|
|
$
|
8.6
|
|
|
|
|
|
Fair value measurements
at December 31, 2016 using:
|
||||||||||||
Description
|
|
December 31,
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
|
$
|
2,460.6
|
|
|
$
|
—
|
|
|
$
|
2,460.6
|
|
|
$
|
—
|
|
|
Equity-related derivative instruments
|
524.0
|
|
|
—
|
|
|
—
|
|
|
524.0
|
|
|||||
Foreign currency forward and option contracts
|
44.8
|
|
|
—
|
|
|
44.8
|
|
|
—
|
|
|||||
Other
|
0.5
|
|
|
—
|
|
|
0.5
|
|
|
—
|
|
|||||
Total derivative instruments
|
3,029.9
|
|
|
—
|
|
|
2,505.9
|
|
|
524.0
|
|
|||||
Investments
|
2,057.2
|
|
|
1,682.4
|
|
|
—
|
|
|
374.8
|
|
|||||
Total assets
|
$
|
5,087.1
|
|
|
$
|
1,682.4
|
|
|
$
|
2,505.9
|
|
|
$
|
898.8
|
|
|
Liabilities - derivative instruments:
|
|
|
|
|
|
|
|
|||||||||
Cross-currency and interest rate derivative contracts
|
$
|
1,238.7
|
|
|
$
|
—
|
|
|
$
|
1,238.7
|
|
|
$
|
—
|
|
|
Equity-related derivative instruments
|
8.6
|
|
|
—
|
|
|
—
|
|
|
8.6
|
|
|||||
Foreign currency forward and option contracts
|
4.8
|
|
|
—
|
|
|
4.8
|
|
|
—
|
|
|||||
Other
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|||||
Total derivative liabilities
|
1,252.2
|
|
|
—
|
|
|
1,243.6
|
|
|
8.6
|
|
|||||
Debt
|
344.4
|
|
|
215.5
|
|
|
128.9
|
|
|
—
|
|
|||||
Total liabilities
|
$
|
1,596.6
|
|
|
$
|
215.5
|
|
|
$
|
1,372.5
|
|
|
$
|
8.6
|
|
|
Investments
|
|
Cross-currency and interest rate derivative contracts
|
|
Equity-related
derivative
instruments
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Balance of net assets at January 1, 2017
|
$
|
374.8
|
|
|
$
|
—
|
|
|
$
|
515.4
|
|
|
$
|
890.2
|
|
Gains included in net earnings (a):
|
|
|
|
|
|
|
|
||||||||
Realized and unrealized gains on derivative instruments, net
|
—
|
|
|
4.5
|
|
|
122.3
|
|
|
126.8
|
|
||||
Realized and unrealized gains due to changes in fair values of certain investments, net
|
35.7
|
|
|
—
|
|
|
—
|
|
|
35.7
|
|
||||
Partial settlement of Sumitomo Collar (b)
|
—
|
|
|
—
|
|
|
(85.3
|
)
|
|
(85.3
|
)
|
||||
Transfers out of Level 3
|
(32.6
|
)
|
|
—
|
|
|
|
|
(32.6
|
)
|
|||||
Dispositions
|
(17.6
|
)
|
|
—
|
|
|
—
|
|
|
(17.6
|
)
|
||||
Additions
|
59.8
|
|
|
—
|
|
|
—
|
|
|
59.8
|
|
||||
Foreign currency translation adjustments, dividends and other, net
|
(13.5
|
)
|
|
—
|
|
|
3.1
|
|
|
(10.4
|
)
|
||||
Balance of net assets at December 31, 2017
|
$
|
406.6
|
|
|
$
|
4.5
|
|
|
$
|
555.5
|
|
|
$
|
966.6
|
|
(a)
|
Most of these net gains relate to assets and liabilities that we continue to carry on our consolidated balance sheet as of December 31, 2017.
|
(b)
|
For additional information regarding the Sumitomo Collar, see note 7.
|
|
Estimated useful life at
December 31, 2017
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
|||||
|
|
|
in millions
|
||||||
|
|
|
|
|
|
||||
Distribution systems
|
3 to 30 years
|
|
$
|
25,202.2
|
|
|
$
|
21,249.9
|
|
Customer premises equipment
|
3 to 7 years
|
|
5,617.7
|
|
|
4,829.9
|
|
||
Support equipment, buildings and land
|
2 to 50 years
|
|
5,415.1
|
|
|
4,385.5
|
|
||
Total property and equipment, gross
|
|
36,235.0
|
|
|
30,465.3
|
|
|||
Accumulated depreciation
|
|
(16,699.6
|
)
|
|
(13,216.0
|
)
|
|||
Total property and equipment, net
|
|
$
|
19,535.4
|
|
|
$
|
17,249.3
|
|
|
January 1,
2017
|
|
Acquisitions
and related
adjustments
|
|
Reclassification to assets held for sale
|
|
Foreign
currency
translation
adjustments
|
|
December 31,
2017 |
||||||||||
|
in millions
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
7,412.3
|
|
|
$
|
2.3
|
|
|
$
|
—
|
|
|
$
|
719.5
|
|
|
$
|
8,134.1
|
|
Belgium
|
2,032.7
|
|
|
338.6
|
|
|
—
|
|
|
310.4
|
|
|
2,681.7
|
|
|||||
Germany
|
3,013.2
|
|
|
—
|
|
|
—
|
|
|
421.3
|
|
|
3,434.5
|
|
|||||
Switzerland/Austria (a)
|
3,443.4
|
|
|
—
|
|
|
(715.6
|
)
|
|
203.5
|
|
|
2,931.3
|
|
|||||
Central and Eastern Europe
|
1,144.4
|
|
|
1.1
|
|
|
—
|
|
|
208.0
|
|
|
1,353.5
|
|
|||||
Central and Corporate (a)
|
17.7
|
|
|
—
|
|
|
(5.4
|
)
|
|
—
|
|
|
12.3
|
|
|||||
Total
|
$
|
17,063.7
|
|
|
$
|
342.0
|
|
|
$
|
(721.0
|
)
|
|
$
|
1,862.7
|
|
|
$
|
18,547.4
|
|
(a)
|
Represents goodwill associated with the pending sale of UPC Austria, which we began accounting for as held for sale on December 22, 2017. For additional information, see note 5.
|
|
January 1,
2016
|
|
Acquisitions
and related
adjustments
|
|
Disposition (a)
|
|
Foreign
currency
translation
adjustments
|
|
December 31,
2016 |
||||||||||
|
|
|
in millions
|
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
U.K./Ireland
|
$
|
8,790.7
|
|
|
$
|
12.9
|
|
|
$
|
—
|
|
|
$
|
(1,391.3
|
)
|
|
$
|
7,412.3
|
|
Belgium
|
1,777.1
|
|
|
330.7
|
|
|
—
|
|
|
(75.1
|
)
|
|
2,032.7
|
|
|||||
The Netherlands
|
7,851.3
|
|
|
—
|
|
|
(7,621.2
|
)
|
|
(230.1
|
)
|
|
—
|
|
|||||
Germany
|
3,104.4
|
|
|
—
|
|
|
—
|
|
|
(91.2
|
)
|
|
3,013.2
|
|
|||||
Switzerland/Austria
|
3,500.4
|
|
|
11.8
|
|
|
—
|
|
|
(68.8
|
)
|
|
3,443.4
|
|
|||||
Central and Eastern Europe
|
1,186.9
|
|
|
1.9
|
|
|
—
|
|
|
(44.4
|
)
|
|
1,144.4
|
|
|||||
Central and Corporate
|
34.0
|
|
|
—
|
|
|
(16.0
|
)
|
|
(0.3
|
)
|
|
17.7
|
|
|||||
Total
|
$
|
26,244.8
|
|
|
$
|
357.3
|
|
|
$
|
(7,637.2
|
)
|
|
$
|
(1,901.2
|
)
|
|
$
|
17,063.7
|
|
(a)
|
Represents goodwill associated with VodafoneZiggo Holding, which was contributed to the VodafoneZiggo JV on December 31, 2016. For additional information, see note 5.
|
|
Estimated useful life at December 31, 2017
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
|
Gross carrying amount
|
|
Accumulated amortization
|
|
Net carrying amount
|
|||||||||||||
|
|
|
in millions
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Customer relationships
|
2 to 15 years
|
|
$
|
4,862.4
|
|
|
$
|
(3,240.3
|
)
|
|
$
|
1,622.1
|
|
|
$
|
5,499.4
|
|
|
$
|
(3,404.5
|
)
|
|
$
|
2,094.9
|
|
Other
|
2 to 20 years
|
|
542.7
|
|
|
(229.4
|
)
|
|
313.3
|
|
|
478.3
|
|
|
(150.0
|
)
|
|
328.3
|
|
||||||
Total intangible assets subject to amortization, net
|
|
$
|
5,405.1
|
|
|
$
|
(3,469.7
|
)
|
|
$
|
1,935.4
|
|
|
$
|
5,977.7
|
|
|
$
|
(3,554.5
|
)
|
|
$
|
2,423.2
|
|
2018
|
$
|
690.9
|
|
2019
|
609.8
|
|
|
2020
|
233.8
|
|
|
2021
|
152.7
|
|
|
2022
|
28.6
|
|
|
Thereafter
|
219.6
|
|
|
Total
|
$
|
1,935.4
|
|
|
December 31, 2017
|
|
Estimated fair value (c)
|
|
Principal amount
|
|||||||||||||||||||||
Weighted
average
interest
rate (a)
|
|
Unused borrowing capacity (b)
|
|
|||||||||||||||||||||||
Borrowing currency
|
|
U.S. $
equivalent
|
|
December 31,
|
|
December 31,
|
||||||||||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||||
|
|
|
in millions
|
|||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
VM Notes
|
5.54
|
%
|
|
—
|
|
|
$
|
—
|
|
|
$
|
9,987.4
|
|
|
$
|
9,311.0
|
|
|
$
|
9,565.7
|
|
|
$
|
9,041.0
|
|
|
VM Credit Facilities
|
3.77
|
%
|
|
(d)
|
|
912.9
|
|
|
4,681.5
|
|
|
4,531.5
|
|
|
4,676.2
|
|
|
4,505.5
|
|
|||||||
Unitymedia Notes
|
4.74
|
%
|
|
—
|
|
|
—
|
|
|
5,773.3
|
|
|
7,679.7
|
|
|
5,465.2
|
|
|
7,419.3
|
|
||||||
Unitymedia Credit Facilities
|
3.38
|
%
|
|
€
|
500.0
|
|
|
601.1
|
|
|
2,698.4
|
|
|
—
|
|
|
2,696.8
|
|
|
—
|
|
|||||
UPCB SPE Notes
|
4.50
|
%
|
|
—
|
|
|
—
|
|
|
2,638.8
|
|
|
1,783.7
|
|
|
2,582.6
|
|
|
1,772.8
|
|
||||||
UPC Holding Bank Facility
|
3.69
|
%
|
|
€
|
990.1
|
|
|
1,190.3
|
|
|
2,576.4
|
|
|
2,811.9
|
|
|
2,576.1
|
|
|
2,782.8
|
|
|||||
UPC Holding Senior Notes
|
4.56
|
%
|
|
—
|
|
|
—
|
|
|
1,272.5
|
|
|
1,569.8
|
|
|
1,313.4
|
|
|
1,451.5
|
|
||||||
Telenet Credit Facility (e)
|
3.48
|
%
|
|
€
|
445.0
|
|
|
535.0
|
|
|
2,188.9
|
|
|
3,210.0
|
|
|
2,177.6
|
|
|
3,187.5
|
|
|||||
Telenet Senior Secured Notes
|
4.66
|
%
|
|
—
|
|
|
—
|
|
|
1,724.4
|
|
|
—
|
|
|
1,721.3
|
|
|
—
|
|
||||||
Telenet SPE Notes
|
5.48
|
%
|
|
—
|
|
|
—
|
|
|
1,014.4
|
|
|
1,383.9
|
|
|
937.7
|
|
|
1,297.3
|
|
||||||
Vendor financing (f)
|
3.80
|
%
|
|
—
|
|
|
—
|
|
|
4,039.7
|
|
|
2,284.5
|
|
|
4,039.7
|
|
|
2,284.5
|
|
||||||
ITV Collar Loan (g)
|
0.71
|
%
|
|
—
|
|
|
—
|
|
|
1,445.8
|
|
|
1,323.7
|
|
|
1,463.8
|
|
|
1,336.2
|
|
||||||
Sumitomo Share Loan (h)
|
0.95
|
%
|
|
—
|
|
|
—
|
|
|
621.7
|
|
|
215.5
|
|
|
621.7
|
|
|
215.5
|
|
||||||
Derivative-related debt instruments (i)
|
3.40
|
%
|
|
—
|
|
|
—
|
|
|
612.4
|
|
|
450.7
|
|
|
592.5
|
|
|
426.3
|
|
||||||
Sumitomo Collar Loan (g)
|
1.88
|
%
|
|
—
|
|
|
—
|
|
|
170.3
|
|
|
499.7
|
|
|
169.1
|
|
|
488.2
|
|
||||||
Other (j)
|
5.54
|
%
|
|
—
|
|
|
—
|
|
|
413.4
|
|
|
343.2
|
|
|
418.2
|
|
|
349.0
|
|
||||||
Total debt before deferred financing costs, discounts and premiums
|
4.27
|
%
|
|
|
|
$
|
3,239.3
|
|
|
$
|
41,859.3
|
|
|
$
|
37,398.8
|
|
|
$
|
41,017.6
|
|
|
$
|
36,557.4
|
|
|
December 31,
|
|||||||||||||||
|
2017
|
|
2016
|
|||||||||||||
|
in millions
|
|||||||||||||||
|
|
|
|
|||||||||||||
Total debt before deferred financing costs, discounts and premiums
|
$
|
41,017.6
|
|
|
$
|
36,557.4
|
|
|||||||||
Deferred financing costs, discounts and premiums, net
|
(223.2
|
)
|
|
(267.7
|
)
|
|||||||||||
Total carrying amount of debt
|
40,794.4
|
|
|
36,289.7
|
|
|||||||||||
Capital lease obligations (k)
|
1,420.5
|
|
|
1,221.1
|
|
|||||||||||
Total debt and capital lease obligations
|
42,214.9
|
|
|
37,510.8
|
|
|||||||||||
Current maturities of debt and capital lease obligations
|
(4,165.4
|
)
|
|
(2,624.3
|
)
|
|||||||||||
Long-term debt and capital lease obligations
|
$
|
38,049.5
|
|
|
$
|
34,886.5
|
|
(a)
|
Represents the weighted average interest rate in effect at December 31, 2017 for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented represent stated rates and do not include
|
(b)
|
Unused borrowing capacity represents the maximum availability under the applicable facility at December 31, 2017 without regard to covenant compliance calculations or other conditions precedent to borrowing. At December 31, 2017, 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 based on the applicable leverage-based restricted payment tests, there were no restrictions on the respective subsidiary's ability to make loans or distributions from this availability to Liberty Global or its subsidiaries or other equity holders, except as shown in the table below. In the following table, we present (i) for each subsidiary where the ability to borrow is limited, 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 Liberty Global or its subsidiaries or other equity holders. We had no restrictions on our subsidiaries’ ability to borrow at December 31, 2017 or upon completion of the relevant December 31, 2017 compliance reporting requirements. The amounts presented below assume no changes from December 31, 2017 borrowing levels and are based on the applicable leverage-based restricted payment tests and covenant and other limitations in effect for each borrowing group at December 31, 2017, both before and after considering the impact of the completion of the December 31, 2017 compliance requirements.
|
|
|
December 31, 2017
|
|
Upon completion of relevant December 31, 2017 compliance reporting requirements
|
||||||||||||
|
|
Borrowing currency
|
|
U.S. $ equivalent
|
|
Borrowing currency
|
|
U.S. $ equivalent
|
||||||||
|
|
in millions
|
||||||||||||||
Limitation on availability to be loaned or distributed by:
|
|
|
|
|
|
|
|
|
||||||||
Unitymedia
|
|
€
|
255.9
|
|
|
$
|
307.6
|
|
|
€
|
473.1
|
|
|
$
|
568.8
|
|
(c)
|
The estimated fair values of our debt instruments are generally 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 8.
|
(d)
|
Unused borrowing capacity under the VM Revolving Facility (as defined and described under VM Credit Facilities below) relates to a multi-currency revolving facility with maximum borrowing capacity equivalent to £675.0 million ($912.9 million).
|
(e)
|
In connection with the June 19, 2017 closing of the SFR BeLux Acquisition, Telenet borrowed (i) the full €120.0 million ($144.3 million) amount under Telenet Facility Z and (ii) €90.0 million ($108.2 million) of the total €400.0 million ($480.9 million) amount under Telenet Facility AG. At December 31, 2017, all outstanding balances under Telenet Facility Z and Telenet Facility AG were repaid and the commitments under Telenet Facility Z were cancelled. For further information regarding the SFR BeLux Acquisition, see note 4.
|
(f)
|
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 consolidated statements of cash flows.
|
(g)
|
For information regarding the ITV Collar Loan and the Sumitomo Collar Loan, see note 7.
|
(h)
|
The Sumitomo Share Loan is carried at fair value. For information regarding fair value hierarchies, see note 8.
|
(i)
|
Represents amounts associated with certain derivative-related borrowing instruments, including $344.0 million and $128.9 million at at December 31, 2017 and 2016, respectively, carried at fair value. For information regarding fair value hierarchies, see note 8.
|
(j)
|
Amounts include $160.9 million and $116.0 million at December 31, 2017 and 2016, respectively, of debt collateralized by certain trade receivables of Virgin Media. For information regarding fair value hierarchies, see note 8.
|
(1)
|
Primarily represents Unitymedia’s obligations under duct network lease agreements with Telekom Deutschland GmbH (Telekom Deutschland), an operating subsidiary of Deutsche Telekom AG, as the lessor. The original contracts were concluded in 2000 and 2001 and have indefinite terms, subject to certain mandatory statutory termination rights for either party after a term of 30 years. With certain limited exceptions, the lessor generally is not entitled to terminate these leases. For information regarding litigation involving these duct network lease agreements, see note 17.
|
(2)
|
At December 31, 2017 and 2016, Telenet’s capital lease obligations included €361.8 million ($435.0 million) and €341.2 million ($410.2 million), respectively, associated with Telenet’s lease of the broadband communications network of the four associations of municipalities in Belgium, which we refer to as the pure intercommunalues or the “PICs.” All capital expenditures associated with the PICs network are initiated by Telenet, but are executed and financed by the PICs through additions to this lease that are repaid over a 15-year term. These amounts do not include Telenet’s commitment related to certain operating costs associated with the PICs network. For additional information regarding this commitment, see note 17.
|
•
|
Our credit facilities contain certain consolidated net leverage ratios, as specified in the relevant credit facility, which are required to be complied with (i) on an incurrence basis and/or (ii) when the associated revolving credit facilities have been drawn beyond a specified percentage of the total available revolving credit commitments, on a maintenance basis;
|
•
|
Subject to certain customary and agreed exceptions, our credit facilities contain certain restrictions which, among other things, restrict the ability of the members of the relevant borrowing group to, (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets and (iv) make certain restricted payments to their direct and/or indirect parent companies (and indirectly to Liberty Global) through dividends, loans or other distributions;
|
•
|
Our credit facilities require that certain members of the relevant borrowing group guarantee the payment of all sums payable under the relevant credit facility and such group members are required to grant first-ranking security over their shares or, in certain borrowing groups, over substantially all of their assets to secure the payment of all sums payable thereunder;
|
•
|
In addition to certain mandatory prepayment events, our credit facilities provide that either the instructing group of lenders or each individual lender under the relevant credit facility, as applicable, under certain circumstances, may cancel the group’s or the applicable lender’s commitments thereunder and declare the applicable loan(s) thereunder due and payable after the applicable notice period following the occurrence of a change of control (as specified in the relevant credit facility);
|
•
|
Our credit facilities contain certain customary events of default, the occurrence of which, subject to certain exceptions, materiality qualifications and cure rights, would allow the instructing group of lenders to (i) cancel the total commitments, (ii) declare that all or part of the loans be payable on demand and/or (iii) accelerate all outstanding loans and terminate their commitments thereunder;
|
•
|
Our credit facilities require members of the relevant borrowing group to observe certain affirmative and negative undertakings and covenants, which are subject to certain materiality qualifications and other customary and agreed exceptions; and
|
•
|
In addition to customary default provisions, our credit facilities generally include certain cross-default and cross-acceleration provisions with respect to other indebtedness of members of the relevant borrowing group, subject to agreed minimum thresholds and other customary and agreed exceptions.
|
•
|
Our notes contain certain customary incurrence-based covenants. In addition, our notes provide that any failure to pay principal prior to expiration of any applicable grace period, or any acceleration with respect to other indebtedness of the issuer or certain subsidiaries, over agreed minimum thresholds (as specified under the applicable indenture), is an event of default under the respective notes;
|
•
|
Subject to certain customary and agreed exceptions, our notes contain certain restrictions that, among other things, restrict the ability of the members of the relevant borrowing group to (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets and (iv) make certain restricted payments to its direct and/or indirect parent companies (and indirectly to Liberty Global) through dividends, loans or other distributions;
|
•
|
If the relevant issuer or certain of its subsidiaries (as specified in the applicable indenture) sell certain assets, such issuer must, subject to certain customary and agreed exceptions, offer to repurchase the applicable notes at par, or if a change of control (as specified in the applicable indenture) occurs, such issuer must offer to repurchase all of the relevant notes at a redemption price of 101%; and
|
•
|
Our senior secured notes contain certain early redemption provisions including, for certain senior secured notes, the ability to, during each 12-month period commencing on the issue date for such notes until the applicable call date, redeem up to 10% of the principal amount of the notes at a redemption price equal to 103% of the principal amount of the notes to be redeemed plus accrued and unpaid interest.
|
|
|
|
|
|
|
Original issue amount
|
|
Outstanding principal
amount |
|
Estimated
fair value |
|
Carrying
value (a) |
||||||||||||
VM Notes
|
|
Maturity
|
|
Interest
rate |
|
|
Borrowing
currency |
|
U.S. $
equivalent |
|
|
|||||||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||||||
VM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2022 VM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2022 VM 4.875% Dollar Senior Notes
|
February 15, 2022
|
|
4.875%
|
|
$
|
118.7
|
|
|
$
|
118.7
|
|
|
$
|
118.7
|
|
|
$
|
117.5
|
|
|
$
|
119.2
|
|
|
2022 VM 5.25% Dollar Senior Notes
|
February 15, 2022
|
|
5.250%
|
|
$
|
95.0
|
|
|
$
|
95.0
|
|
|
95.0
|
|
|
93.1
|
|
|
95.4
|
|
||||
2022 VM Sterling Senior Notes
|
February 15, 2022
|
|
5.125%
|
|
£
|
44.1
|
|
|
£
|
44.1
|
|
|
59.6
|
|
|
60.0
|
|
|
59.9
|
|
||||
2023 VM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2023 VM Dollar Senior Notes
|
April 15, 2023
|
|
6.375%
|
|
$
|
530.0
|
|
|
$
|
530.0
|
|
|
530.0
|
|
|
549.3
|
|
|
524.2
|
|
||||
2023 VM Sterling Senior Notes
|
April 15, 2023
|
|
7.000%
|
|
£
|
250.0
|
|
|
£
|
250.0
|
|
|
338.1
|
|
|
355.4
|
|
|
334.4
|
|
||||
2024 VM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2024 VM Dollar Senior Notes
|
October 15, 2024
|
|
6.000%
|
|
$
|
500.0
|
|
|
$
|
500.0
|
|
|
500.0
|
|
|
514.4
|
|
|
496.0
|
|
||||
2024 VM Sterling Senior Notes
|
October 15, 2024
|
|
6.375%
|
|
£
|
300.0
|
|
|
£
|
300.0
|
|
|
405.6
|
|
|
435.9
|
|
|
403.2
|
|
||||
2025 VM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2025 VM Dollar Senior Notes
|
January 15, 2025
|
|
5.750%
|
|
$
|
400.0
|
|
|
$
|
400.0
|
|
|
400.0
|
|
|
406.4
|
|
|
396.8
|
|
||||
2025 VM Euro Senior Notes
|
January 15, 2025
|
|
4.500%
|
|
€
|
460.0
|
|
|
€
|
460.0
|
|
|
553.0
|
|
|
579.2
|
|
|
547.6
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
VM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
January 2021 VM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
January 2021 VM Sterling Senior Secured Notes
|
January 15, 2021
|
|
5.500%
|
|
£
|
628.4
|
|
|
£
|
107.1
|
|
|
144.8
|
|
|
162.4
|
|
|
144.4
|
|
||||
January 2021 VM Dollar Senior Secured Notes
|
January 15, 2021
|
|
5.250%
|
|
$
|
447.9
|
|
|
$
|
447.9
|
|
|
447.9
|
|
|
472.7
|
|
|
454.0
|
|
||||
2025 VM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2025 VM 6.0% Sterling Senior Secured Notes (b)
|
January 15, 2025
|
|
6.000%
|
|
£
|
521.3
|
|
|
£
|
521.3
|
|
|
705.1
|
|
|
808.0
|
|
|
711.1
|
|
||||
2025 VM 5.5% Sterling Senior Secured Notes
|
January 15, 2025
|
|
5.500%
|
|
£
|
430.0
|
|
|
£
|
387.0
|
|
|
523.4
|
|
|
544.5
|
|
|
521.5
|
|
||||
2025 VM 5.125% Sterling Senior Secured Notes
|
January 15, 2025
|
|
5.125%
|
|
£
|
300.0
|
|
|
£
|
300.0
|
|
|
405.6
|
|
|
423.9
|
|
|
402.5
|
|
||||
2025 VM Dollar Senior Secured Notes
|
January 15, 2025
|
|
5.500%
|
|
$
|
425.0
|
|
|
$
|
425.0
|
|
|
425.0
|
|
|
437.9
|
|
|
423.5
|
|
||||
2026 VM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2026 VM 5.25% Dollar Senior Secured Notes
|
January 15, 2026
|
|
5.250%
|
|
$
|
1,000.0
|
|
|
$
|
1,000.0
|
|
|
1,000.0
|
|
|
1,019.7
|
|
|
1,001.9
|
|
||||
2026 VM 5.5% Dollar Senior Secured Notes
|
August 15, 2026
|
|
5.500%
|
|
$
|
750.0
|
|
|
$
|
750.0
|
|
|
750.0
|
|
|
770.8
|
|
|
743.6
|
|
||||
2027 Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
2027 VM 4.875% Sterling Senior Secured Notes
|
January 15, 2027
|
|
4.875%
|
|
£
|
525.0
|
|
|
£
|
525.0
|
|
|
710.0
|
|
|
725.0
|
|
|
707.5
|
|
||||
2027 VM 5.0% Sterling Senior Secured Notes
|
April 15, 2027
|
|
5.000%
|
|
£
|
675.0
|
|
|
£
|
675.0
|
|
|
912.9
|
|
|
929.5
|
|
|
907.7
|
|
||||
2029 VM Sterling Senior Secured Notes
|
March 28, 2029
|
|
6.250%
|
|
£
|
400.0
|
|
|
£
|
400.0
|
|
|
541.0
|
|
|
581.8
|
|
|
542.0
|
|
||||
Total
|
|
$
|
9,565.7
|
|
|
$
|
9,987.4
|
|
|
$
|
9,536.4
|
|
(a)
|
Amounts include the impact of premiums, including amounts recorded in connection with the acquisition accounting for Virgin Media, discounts and deferred financing costs, where applicable.
|
(b)
|
Interest on the 2025 VM 6.0% Sterling Senior Secured Notes initially accrues at a rate of 6.0% up to January 15, 2021 and at a rate of 11.0% thereafter. In light of these terms, the maturity table included at the end of this note assumes that the 2025 VM 6.0% Sterling Senior Secured Notes will be repaid in 2021.
|
VM Notes
|
|
VM Call Date
|
|
|
|
2022 VM Senior Notes
|
(a)
|
|
2023 VM Senior Notes
|
April 15, 2018
|
|
2024 VM Senior Notes
|
October 15, 2019
|
|
2025 VM Senior Notes
|
January 15, 2020
|
|
January 2021 VM Senior Secured Notes
|
(a)
|
|
2025 VM 6.0% Sterling Senior Secured Notes
|
January 15, 2021
|
|
2025 VM 5.5% Sterling Senior Secured Notes
|
January 15, 2019
|
|
2025 VM 5.125% Sterling Senior Secured Notes
|
January 15, 2020
|
|
2025 VM Dollar Senior Secured Notes
|
January 15, 2019
|
|
2026 VM 5.25% Dollar Senior Secured Notes
|
January 15, 2020
|
|
2026 VM 5.5% Dollar Senior Secured Notes
|
August 15, 2021
|
|
2027 VM 4.875% Sterling Senior Secured Notes
|
January 15, 2021
|
|
2027 VM 5.0% Sterling Senior Secured Notes
|
April 15, 2022
|
|
2029 VM Sterling Senior Secured Notes
|
January 15, 2021
|
(a)
|
The 2022 VM Senior Notes and the January 2021 VM Senior Secured Notes are non-callable. At any time prior to maturity, some or all of these notes may be redeemed by paying a “make-whole” premium, which is the present value of all remaining scheduled interest payments to the respective maturity date.
|
|
|
Redemption price
|
|||||||||||||||
|
|
|
2025 VM 5.5% Sterling Senior Secured Notes
|
|
2025 VM 5.125% Sterling Senior Secured Notes
|
|
2025 VM Dollar Senior Secured Notes
|
|
2026 VM 5.25% Dollar Senior Secured Notes
|
|
2026 VM 5.5% Dollar Senior Secured Notes
|
|
2027 VM 4.875% Sterling Senior Secured Notes
|
|
2027 VM 5.0% Sterling Senior Secured Notes
|
|
2029 VM Sterling Senior Secured Notes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12-month period commencing
|
|
January 15
|
|
January 15
|
|
January 15
|
|
January 15
|
|
August 15
|
|
January 15
|
|
April 15
|
|
January 15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2019
|
|
102.750%
|
|
N.A.
|
|
102.750%
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2020
|
|
101.833%
|
|
102.563%
|
|
101.833%
|
|
102.625%
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2021
|
|
100.000%
|
|
101.708%
|
|
100.000%
|
|
101.313%
|
|
102.750%
|
|
102.438%
|
|
N.A.
|
|
103.125%
|
|
2022
|
|
100.000%
|
|
100.854%
|
|
100.000%
|
|
100.656%
|
|
101.375%
|
|
101.219%
|
|
102.500%
|
|
102.083%
|
|
2023
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.688%
|
|
100.609%
|
|
101.250%
|
|
101.042%
|
|
2024
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.625%
|
|
100.000%
|
|
2025 and thereafter
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
VM Credit Facilities
|
|
Maturity
|
|
Interest rate
|
|
Facility amount
(in borrowing
currency)
|
|
Outstanding principal amount
|
|
Unused
borrowing
capacity
|
|
Carrying
value (a)
|
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
Senior Secured Facilities:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
K (b)
|
January 15, 2026
|
|
LIBOR + 2.50%
|
|
$
|
3,400.0
|
|
|
$
|
3,400.0
|
|
|
$
|
—
|
|
|
$
|
3,373.2
|
|
|
L (b)
|
January 15, 2027
|
|
LIBOR +3.25%
|
|
£
|
400.0
|
|
|
541.0
|
|
|
—
|
|
|
535.7
|
|
||||
M (b)
|
November 15, 2027
|
|
LIBOR +3.25%
|
|
£
|
500.0
|
|
|
676.2
|
|
|
—
|
|
|
667.1
|
|
||||
VM Revolving Facility (c)
|
December 31, 2021
|
|
LIBOR + 2.75%
|
|
(d)
|
|
—
|
|
|
912.9
|
|
|
—
|
|
||||||
Total Senior Secured Facilities
|
|
4,617.2
|
|
|
912.9
|
|
|
4,576.0
|
|
|||||||||||
Senior Facility:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
VM Financing Facility (e)
|
September 15, 2024
|
|
5.55%
|
|
—
|
|
|
59.0
|
|
|
—
|
|
|
59.0
|
|
|||||
Total
|
|
$
|
4,676.2
|
|
|
$
|
912.9
|
|
|
$
|
4,635.0
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
(b)
|
VM Facility K, VM Facility L and VM Facility M are each subject to a LIBOR floor of 0.0%.
|
(c)
|
The VM Revolving Facility has a fee on unused commitments of 1.1% per year.
|
(d)
|
The VM Revolving Facility is a multi-currency revolving facility with a maximum borrowing capacity equivalent to £675.0 million ($912.9 million).
|
(e)
|
Virgin Media Receivables Financing Notes I Designated Activity Company (Virgin Media Receivables Financing Company), a third-party special purpose financing entity that is not consolidated by Virgin Media or Liberty Global, issues, from time to time, certain notes (the VM Receivables Financing Notes). The net proceeds from the VM Receivables Financing Notes are used to purchase certain vendor financed receivables of Virgin Media and its subsidiaries from various third parties. To the extent that the proceeds from the VM Receivables Financing Notes exceed the amount of vendor financed receivables available to be purchased, the excess proceeds are used to fund an excess cash facility (the VM Financing Facility) under a new credit facility of Virgin Media. Virgin Media Receivables Financing Company can request the VM Financing Facility be repaid by Virgin Media as additional vendor financed receivables become available for purchase.
|
|
|
|
|
|
|
Original issue amount
|
|
Outstanding principal
amount
|
|
|
|
|
|||||||||||||
Unitymedia Notes
|
|
Maturity
|
|
Interest
rate
|
|
|
Borrowing
currency
|
|
U.S. $
equivalent
|
|
Estimated
fair value
|
|
Carrying
value (a)
|
||||||||||||
|
|
|
|
|
|
in millions
|
|||||||||||||||||||
UM Senior Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2025 UM Senior Notes
|
January 15, 2025
|
|
6.125
|
%
|
|
$
|
900.0
|
|
|
$
|
900.0
|
|
|
$
|
900.0
|
|
|
$
|
952.8
|
|
|
$
|
895.7
|
|
|
2027 UM Senior Notes
|
January 15, 2027
|
|
3.750
|
%
|
|
€
|
700.0
|
|
|
€
|
700.0
|
|
|
841.5
|
|
|
861.0
|
|
|
835.6
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
UM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
April 2023 UM Senior Secured Notes
|
April 15, 2023
|
|
5.625
|
%
|
|
€
|
350.0
|
|
|
€
|
245.0
|
|
|
294.5
|
|
|
306.8
|
|
|
292.9
|
|
||||
2025 UM Senior Secured Notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2025 UM Euro Senior Secured Notes
|
January 15, 2025
|
|
4.000
|
%
|
|
€
|
1,000.0
|
|
|
€
|
1,000.0
|
|
|
1,202.2
|
|
|
1,274.7
|
|
|
1,196.3
|
|
||||
2025 UM Dollar Senior Secured Notes
|
January 15, 2025
|
|
5.000
|
%
|
|
$
|
550.0
|
|
|
$
|
550.0
|
|
|
550.0
|
|
|
566.3
|
|
|
547.3
|
|
||||
2026 UM Senior Secured Notes
|
February 15, 2026
|
|
4.625
|
%
|
|
€
|
420.0
|
|
|
€
|
420.0
|
|
|
504.9
|
|
|
545.4
|
|
|
503.0
|
|
||||
2027 UM Senior Secured Notes
|
January 15, 2027
|
|
3.500
|
%
|
|
€
|
500.0
|
|
|
€
|
500.0
|
|
|
601.1
|
|
|
622.6
|
|
|
596.1
|
|
||||
2029 UM Senior Secured Notes
|
January 15, 2029
|
|
6.250
|
%
|
|
€
|
475.0
|
|
|
€
|
475.0
|
|
|
571.0
|
|
|
643.7
|
|
|
563.9
|
|
||||
Total
|
|
$
|
5,465.2
|
|
|
$
|
5,773.3
|
|
|
$
|
5,430.8
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
Unitymedia Notes
|
|
UM Call Date
|
|
|
|
2025 UM Senior Notes
|
January 15, 2020
|
|
2027 UM Senior Notes
|
January 15, 2021
|
|
April 2023 UM Senior Secured Notes
|
April 15, 2018
|
|
2025 UM Senior Secured Notes
|
January 15, 2020
|
|
2026 UM Senior Secured Notes
|
February 15, 2021
|
|
2027 UM Senior Secured Notes
|
January 15, 2021
|
|
2029 UM Senior Secured Notes
|
January 15, 2021
|
|
|
|
Redemption price
|
||||||
|
|
|
2025 UM Senior Notes
|
|
2027 UM Senior Notes
|
|
April 2023 UM Senior Secured Notes
|
|
2025 UM Euro Senior Secured Notes
|
|
|
|
|
|
|
|
|
|
|
12-month period commencing
|
|
January 15
|
|
January 15
|
|
April 15
|
|
January 15
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
N.A.
|
|
N.A.
|
|
102.813%
|
|
N.A.
|
|
2019
|
|
N.A.
|
|
N.A.
|
|
101.875%
|
|
N.A.
|
|
2020
|
|
103.063%
|
|
N.A.
|
|
100.938%
|
|
102.000%
|
|
2021
|
|
102.042%
|
|
101.875%
|
|
100.000%
|
|
101.333%
|
|
2022
|
|
101.021%
|
|
100.938%
|
|
100.000%
|
|
100.667%
|
|
2023
|
|
100.000%
|
|
100.469%
|
|
N.A.
|
|
100.000%
|
|
2024 and thereafter
|
|
100.000%
|
|
100.000%
|
|
N.A.
|
|
100.000%
|
|
|
Redemption price
|
|||||||
|
|
|
2025 UM Dollar Senior Secured Notes
|
|
2026 UM Senior Secured Notes
|
|
2027 UM Senior Secured Notes
|
|
2029 UM Senior Secured Notes
|
|
|
|
|
|
|
|
|
|
|
12-month period commencing
|
|
January 15
|
|
February 15
|
|
January 15
|
|
January 15
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2019
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2020
|
|
102.500%
|
|
N.A.
|
|
N.A.
|
|
N.A.
|
|
2021
|
|
101.667%
|
|
102.313%
|
|
101.750%
|
|
103.125%
|
|
2022
|
|
100.833%
|
|
101.156%
|
|
100.875%
|
|
102.083%
|
|
2023
|
|
100.000%
|
|
100.578%
|
|
100.438%
|
|
101.042%
|
|
2024 and thereafter
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
|
100.000%
|
Unitymedia Facility
|
|
Maturity
|
|
Interest rate
|
|
Facility amount (in borrowing currency)
|
|
Outstanding principal amount
|
|
Unused
borrowing
capacity
|
|
Carrying
value (a)
|
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
UM Senior Secured Facility (b)
|
December 31, 2023
|
|
EURIBOR + 2.75%
|
|
€
|
420.0
|
|
|
$
|
—
|
|
|
$
|
504.9
|
|
|
$
|
—
|
|
|
UM Super Senior Secured Facility (c)
|
December 31, 2023
|
|
EURIBOR + 2.25%
|
|
€
|
80.0
|
|
|
—
|
|
|
96.2
|
|
|
—
|
|
||||
UM Facility B (d)
|
September 30, 2025
|
|
LIBOR + 2.25%
|
|
$
|
855.0
|
|
|
855.0
|
|
|
—
|
|
|
849.1
|
|
||||
UM Facility C (e)
|
January 15, 2027
|
|
EURIBOR + 2.75%
|
|
€
|
825.0
|
|
|
991.8
|
|
|
—
|
|
|
987.3
|
|
||||
UM Facility D (d)
|
January 15, 2026
|
|
LIBOR + 2.25%
|
|
$
|
850.0
|
|
|
850.0
|
|
|
—
|
|
|
843.3
|
|
||||
Total
|
|
$
|
2,696.8
|
|
|
$
|
601.1
|
|
|
$
|
2,679.7
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
(b)
|
The UM Senior Secured Facility has a fee on unused commitments of 1.1% per year.
|
(c)
|
The UM Super Senior Secured Facility has a fee on unused commitments of 0.9% per year and is senior with respect to the priority of proceeds received from the enforcement of shared collateral to (i) the Unitymedia Notes and (ii) the UM Senior Secured Facility.
|
(d)
|
UM Facility B and UM Facility D are each subject to a LIBOR floor of 0.0%.
|
(e)
|
UM Facility C is subject to a EURIBOR floor of 0.0%.
|
|
|
|
|
|
|
Original issue amount
|
|
Outstanding principal
amount
|
|
|
|
|
||||||||||||
UPCB SPE Notes
|
|
Maturity
|
|
Interest rate
|
|
|
Borrowing
currency
|
|
U.S. $
equivalent
|
|
Estimated
fair value
|
|
Carrying
value (a)
|
|||||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||||||
UPCB Finance IV Dollar Notes
|
January 15, 2025
|
|
5.375%
|
|
$
|
1,140.0
|
|
|
$
|
1,140.0
|
|
|
$
|
1,140.0
|
|
|
$
|
1,150.7
|
|
|
$
|
1,132.9
|
|
|
UPCB Finance IV Euro Notes
|
January 15, 2027
|
|
4.000%
|
|
€
|
600.0
|
|
|
€
|
600.0
|
|
|
721.3
|
|
|
766.3
|
|
|
716.2
|
|
||||
UPCB Finance VII Euro Notes
|
June 15, 2029
|
|
3.625%
|
|
€
|
600.0
|
|
|
€
|
600.0
|
|
|
721.3
|
|
|
721.8
|
|
|
715.1
|
|
||||
Total
|
|
$
|
2,582.6
|
|
|
$
|
2,638.8
|
|
|
$
|
2,564.2
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
|
|
|
Redemption price
|
||||
|
|
|
UPCB Finance IV Dollar Notes
|
|
UPCB Finance IV Euro Notes
|
|
UPCB Finance VII Euro Notes
|
|
|
|
|
|
|
|
|
12-month period commencing
|
|
January 15
|
|
January 15
|
|
June 15
|
|
|
|
|
|
|
|
|
|
2020
|
|
102.688%
|
|
N.A.
|
|
N.A.
|
|
2021
|
|
101.792%
|
|
102.000%
|
|
N.A.
|
|
2022
|
|
100.896%
|
|
101.000%
|
|
101.813%
|
|
2023
|
|
100.000%
|
|
100.500%
|
|
100.906%
|
|
2024
|
|
100.000%
|
|
100.000%
|
|
100.453%
|
|
2025 and thereafter
|
|
N.A.
|
|
100.000%
|
|
100.000%
|
UPC Holding Bank Facility
|
|
Maturity
|
|
Interest rate
|
|
Facility amount
(in borrowing
currency) (a)
|
|
Outstanding principal amount
|
|
Unused
borrowing
capacity
|
|
Carrying
value (b)
|
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
AK (c)
|
January 15, 2027
|
|
4.000%
|
|
€
|
600.0
|
|
|
$
|
721.3
|
|
|
$
|
—
|
|
|
$
|
716.2
|
|
|
AL (c)
|
January 15, 2025
|
|
5.375%
|
|
$
|
1,140.0
|
|
|
1,140.0
|
|
|
—
|
|
|
1,132.9
|
|
||||
AM (d)
|
December 31, 2021
|
|
EURIBOR + 2.75%
|
|
€
|
990.1
|
|
|
—
|
|
|
1,190.3
|
|
|
—
|
|
||||
AQ (c)
|
June 15, 2029
|
|
3.625%
|
|
€
|
600.0
|
|
|
721.3
|
|
|
—
|
|
|
715.1
|
|
||||
AR (e)
|
January 15, 2026
|
|
LIBOR + 2.50%
|
|
$
|
1,975.0
|
|
|
1,975.0
|
|
|
—
|
|
|
1,952.8
|
|
||||
AS (f)
|
October 15, 2026
|
|
EURIBOR + 2.75%
|
|
€
|
500.0
|
|
|
601.1
|
|
|
—
|
|
|
597.9
|
|
||||
Elimination of Facilities AK, AL and AQ in consolidation (c)
|
|
(2,582.6
|
)
|
|
—
|
|
|
(2,564.2
|
)
|
|||||||||||
Total
|
|
$
|
2,576.1
|
|
|
$
|
1,190.3
|
|
|
$
|
2,550.7
|
|
(a)
|
Except as described in (c) below, amounts represent total third-party facility amounts at December 31, 2017.
|
(b)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
(c)
|
As further discussed in the above description of the UPCB SPE Notes, the amounts borrowed by UPC Financing Partnership outstanding under UPC Facilities AK, AL and AQ are eliminated in Liberty Global’s consolidated financial statements.
|
(d)
|
UPC Facility AM has a fee on unused commitments of 1.1% per year.
|
(e)
|
UPC Facility AR has a LIBOR floor of 0.0%.
|
(f)
|
UPC Facility AS has a EURIBOR floor of 0.0%.
|
|
|
|
|
|
|
Outstanding principal
amount
|
|
|
|
|
||||||||||
UPC Holding Senior Notes
|
|
Maturity
|
|
Interest rate
|
|
Borrowing
currency
|
|
U.S. $
equivalent
|
|
Estimated
fair value
|
|
Carrying
value (a)
|
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
UPC Holding 3.875% Senior Notes
|
June 15, 2029
|
|
3.875%
|
|
€
|
635.0
|
|
|
$
|
763.4
|
|
|
$
|
735.1
|
|
|
$
|
758.4
|
|
|
UPC Holding 5.50% Senior Notes
|
January 15, 2028
|
|
5.500%
|
|
$
|
550.0
|
|
|
550.0
|
|
|
537.4
|
|
|
546.0
|
|
||||
Total
|
|
$
|
1,313.4
|
|
|
$
|
1,272.5
|
|
|
$
|
1,304.4
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
|
|
|
Redemption price
|
||
|
|
|
UPC Holding 3.875%
Senior Notes
|
|
UPC Holding 5.50%
Senior Notes |
|
|
|
|
|
|
12-month period commencing
|
|
June 15
|
|
October 15
|
|
|
|
|
|
|
|
2022
|
|
101.938%
|
|
102.750%
|
|
2023
|
|
100.969%
|
|
101.375%
|
|
2024
|
|
100.484%
|
|
100.688%
|
|
2025 and thereafter
|
|
100.000%
|
|
100.000%
|
Telenet Credit Facility
|
|
Maturity
|
|
Interest rate
|
|
Facility amount
(in borrowing
currency) (a)
|
|
Outstanding principal amount
|
|
Unused
borrowing
capacity
|
|
Carrying
value (b)
|
||||||||
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
V (c)
|
August 15, 2024
|
|
6.750%
|
|
€
|
250.0
|
|
|
$
|
300.5
|
|
|
$
|
—
|
|
|
$
|
296.6
|
|
|
AB (c)
|
July 15, 2027
|
|
4.875%
|
|
€
|
530.0
|
|
|
637.1
|
|
|
—
|
|
|
631.7
|
|
||||
AG (d)
|
June 30, 2023
|
|
EURIBOR + 2.75%
|
|
€
|
400.0
|
|
|
—
|
|
|
480.9
|
|
|
—
|
|
||||
AJ (c)
|
March 1, 2028
|
|
5.500%
|
|
$
|
1,000.0
|
|
|
1,000.0
|
|
|
—
|
|
|
995.0
|
|
||||
AK (c)
|
March 1, 2028
|
|
3.500%
|
|
€
|
600.0
|
|
|
721.3
|
|
|
—
|
|
|
716.6
|
|
||||
AL (e)
|
March 1, 2026
|
|
LIBOR + 2.50%
|
|
$
|
1,300.0
|
|
|
1,300.0
|
|
|
—
|
|
|
1,297.6
|
|
||||
AM (f)
|
December 15, 2027
|
|
EURIBOR + 2.75%
|
|
€
|
730.0
|
|
|
877.6
|
|
|
—
|
|
|
874.9
|
|
||||
Telenet Overdraft Facility (g)
|
December 31, 2018
|
|
EURIBOR + 1.60%
|
|
€
|
25.0
|
|
|
—
|
|
|
30.1
|
|
|
—
|
|
||||
Telenet Revolving Facility (h)
|
September 30, 2021
|
|
EURIBOR + 2.00%
|
|
€
|
20.0
|
|
|
—
|
|
|
24.0
|
|
|
—
|
|
||||
Elimination of Telenet Facilities V, AB, AJ and AK in consolidation (c)
|
|
(2,658.9
|
)
|
|
—
|
|
|
(2,639.9
|
)
|
|||||||||||
Total
|
|
$
|
2,177.6
|
|
|
$
|
535.0
|
|
|
$
|
2,172.5
|
|
(a)
|
Except as described in (c) below, amounts represent total third-party facility amounts at December 31, 2017.
|
(b)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
(c)
|
The Funded Facilities V and AB, as described under General Information - SPE Notes above, and the Telenet Finance Loans AJ and AK, as discussed in the below description of the Telenet Finance Loans included in Telenet Senior Secured Notes - 2017 Refinancing Transactions, are eliminated in Liberty Global’s consolidated financial statements.
|
(d)
|
Telenet Facility AG has a fee on unused commitments of 1.1% per year and is subject to a EURIBOR floor of 0.0%.
|
(e)
|
Telenet Facility AL is subject to a LIBOR floor of 0.0%.
|
(f)
|
Telenet Facility AM is subject to a EURIBOR floor of 0.0%.
|
(g)
|
The Telenet Overdraft Facility has a fee on unused commitments of 0.55% and is subject to a EURIBOR floor of 0.0%.
|
(h)
|
The Telenet Revolving Facility has a fee on unused commitments of 0.60% and is subject to a EURIBOR floor of 0.0%.
|
|
|
|
|
|
|
|
Outstanding
principal amount
|
|
|
|
|
||||||||||
Telenet Senior Secured Notes
|
|
|
Maturity
|
|
Interest rate
|
|
Borrowing
currency
|
|
U.S. $
equivalent
|
|
Estimated
fair value
|
|
Carrying
value (a)
|
||||||||
|
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
2028 Telenet Dollar Senior Secured Notes
|
|
March 1, 2028
|
|
5.500%
|
|
$
|
1,000.0
|
|
|
$
|
1,000.0
|
|
|
$
|
1,003.5
|
|
|
$
|
995.0
|
|
|
2028 Telenet Euro Senior Secured Notes
|
|
March 1, 2028
|
|
3.500%
|
|
€
|
600.0
|
|
|
721.3
|
|
|
720.9
|
|
|
716.6
|
|
||||
Total
|
|
$
|
1,721.3
|
|
|
$
|
1,724.4
|
|
|
$
|
1,711.6
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
|
|
Redemption price
|
|||
|
|
|
2028 Telenet Dollar Senior Secured Notes
|
|
2028 Telenet Euro Senior Secured Notes
|
|
|
|
|
|
|
12-month period commencing
|
|
December 1
|
|
December 1
|
|
|
|
|
|
|
|
2022
|
|
102.750%
|
|
101.750%
|
|
2023
|
|
101.375%
|
|
100.875%
|
|
2024
|
|
100.688%
|
|
100.438%
|
|
2025 and thereafter
|
|
100.000%
|
|
100.000%
|
|
|
|
|
|
|
|
Outstanding
principal amount
|
|
|
|
|
||||||||||
Telenet SPEs Notes
|
|
|
Maturity
|
|
Interest rate
|
|
Borrowing
currency
|
|
U.S. $
equivalent
|
|
Estimated
fair value
|
|
Carrying
value (a)
|
||||||||
|
|
|
|
|
|
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Telenet Finance V Notes
|
|
August 15, 2024
|
|
6.750%
|
|
€
|
250.0
|
|
|
$
|
300.6
|
|
|
$
|
321.2
|
|
|
$
|
296.6
|
|
|
Telenet Finance VI Notes
|
|
July 15, 2027
|
|
4.875%
|
|
€
|
530.0
|
|
|
637.1
|
|
|
693.2
|
|
|
631.7
|
|
||||
Total
|
|
$
|
937.7
|
|
|
$
|
1,014.4
|
|
|
$
|
928.3
|
|
(a)
|
Amounts are net of discounts and deferred financing costs, where applicable.
|
|
|
Redemption price
|
|||
|
|
|
Telenet
Finance V
Notes
|
|
Telenet Finance VI Notes
|
|
|
|
|
|
|
12-month period commencing
|
|
August 15
|
|
July 15
|
|
|
|
|
|
|
|
2018
|
|
103.375%
|
|
N.A.
|
|
2019
|
|
102.531%
|
|
N.A.
|
|
2020
|
|
101.688%
|
|
N.A.
|
|
2021
|
|
100.844%
|
|
102.438%
|
|
2022
|
|
100.000%
|
|
101.219%
|
|
2023
|
|
100.000%
|
|
100.609%
|
|
2024 and thereafter
|
|
N.A.
|
|
100.000%
|
|
Virgin Media
|
|
Unitymedia
|
|
UPC
Holding (a)
|
|
Telenet (b)
|
|
Other
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Year ending December 31:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2018
|
$
|
2,480.7
|
|
|
$
|
390.9
|
|
|
$
|
786.3
|
|
|
$
|
323.8
|
|
|
$
|
212.7
|
|
|
$
|
4,194.4
|
|
2019
|
127.7
|
|
|
3.8
|
|
|
5.3
|
|
|
20.5
|
|
|
38.0
|
|
|
195.3
|
|
||||||
2020
|
91.4
|
|
|
3.6
|
|
|
16.4
|
|
|
13.6
|
|
|
205.2
|
|
|
330.2
|
|
||||||
2021
|
1,366.6
|
|
|
3.5
|
|
|
14.5
|
|
|
12.1
|
|
|
1,622.9
|
|
|
3,019.6
|
|
||||||
2022
|
400.3
|
|
|
3.3
|
|
|
9.8
|
|
|
12.3
|
|
|
325.3
|
|
|
751.0
|
|
||||||
Thereafter
|
12,752.0
|
|
|
8,371.3
|
|
|
6,472.0
|
|
|
4,931.8
|
|
|
—
|
|
|
32,527.1
|
|
||||||
Total debt maturities
|
17,218.7
|
|
|
8,776.4
|
|
|
7,304.3
|
|
|
5,314.1
|
|
|
2,404.1
|
|
|
41,017.6
|
|
||||||
Deferred financing costs, discounts and premiums, net
|
(65.8
|
)
|
|
(51.5
|
)
|
|
(52.8
|
)
|
|
(24.2
|
)
|
|
(28.9
|
)
|
|
(223.2
|
)
|
||||||
Total debt
|
$
|
17,152.9
|
|
|
$
|
8,724.9
|
|
|
$
|
7,251.5
|
|
|
$
|
5,289.9
|
|
|
$
|
2,375.2
|
|
|
$
|
40,794.4
|
|
Current portion
|
$
|
2,480.7
|
|
|
$
|
390.9
|
|
|
$
|
786.3
|
|
|
$
|
323.8
|
|
|
$
|
43.6
|
|
|
$
|
4,025.3
|
|
Noncurrent portion
|
$
|
14,672.2
|
|
|
$
|
8,334.0
|
|
|
$
|
6,465.2
|
|
|
$
|
4,966.1
|
|
|
$
|
2,331.6
|
|
|
$
|
36,769.1
|
|
(a)
|
Amounts include the UPCB SPE Notes issued by the UPCB SPEs. As described above, the UPCB SPEs are consolidated by UPC Holding and Liberty Global.
|
(b)
|
Amounts include the Telenet SPE Notes issued by the Telenet SPEs. As described above, the Telenet SPEs are consolidated by Telenet and Liberty Global.
|
|
Unitymedia
|
|
Telenet
|
|
UPC
Holding |
|
Virgin Media
|
|
Other
|
|
Total
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
Year ending December 31:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2018
|
$
|
90.1
|
|
|
$
|
84.4
|
|
|
$
|
17.0
|
|
|
$
|
19.6
|
|
|
$
|
23.4
|
|
|
$
|
234.5
|
|
2019
|
89.5
|
|
|
72.1
|
|
|
16.9
|
|
|
10.4
|
|
|
16.5
|
|
|
205.4
|
|
||||||
2020
|
89.1
|
|
|
67.5
|
|
|
16.8
|
|
|
7.3
|
|
|
10.4
|
|
|
191.1
|
|
||||||
2021
|
88.8
|
|
|
64.2
|
|
|
17.9
|
|
|
7.5
|
|
|
5.1
|
|
|
183.5
|
|
||||||
2022
|
88.5
|
|
|
65.2
|
|
|
14.1
|
|
|
8.8
|
|
|
3.0
|
|
|
179.6
|
|
||||||
Thereafter
|
695.1
|
|
|
252.4
|
|
|
33.3
|
|
|
182.1
|
|
|
18.0
|
|
|
1,180.9
|
|
||||||
Total principal and interest payments
|
1,141.1
|
|
|
605.8
|
|
|
116.0
|
|
|
235.7
|
|
|
76.4
|
|
|
2,175.0
|
|
||||||
Amounts representing interest
|
(418.7
|
)
|
|
(149.7
|
)
|
|
(20.3
|
)
|
|
(156.6
|
)
|
|
(9.2
|
)
|
|
(754.5
|
)
|
||||||
Present value of net minimum lease payments
|
$
|
722.4
|
|
|
$
|
456.1
|
|
|
$
|
95.7
|
|
|
$
|
79.1
|
|
|
$
|
67.2
|
|
|
$
|
1,420.5
|
|
Current portion
|
$
|
35.8
|
|
|
$
|
57.1
|
|
|
$
|
12.2
|
|
|
$
|
14.7
|
|
|
$
|
20.3
|
|
|
$
|
140.1
|
|
Noncurrent portion
|
$
|
686.6
|
|
|
$
|
399.0
|
|
|
$
|
83.5
|
|
|
$
|
64.4
|
|
|
$
|
46.9
|
|
|
$
|
1,280.4
|
|
|
Year ended December 31,
|
||||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||||
|
in millions
|
||||||||||||
|
|
|
|
|
|
||||||||
U.K.
|
$
|
(991.3
|
)
|
|
$
|
1,165.4
|
|
|
$
|
780.4
|
|
||
U.S.
|
(842.5
|
)
|
|
(873.0
|
)
|
|
(929.7
|
)
|
|||||
Belgium
|
140.0
|
|
—
|
|
13.7
|
|
—
|
|
175.4
|
|
|||
Switzerland
|
111.6
|
|
|
273.9
|
|
|
395.3
|
|
|||||
Germany
|
31.3
|
|
|
(49.3
|
)
|
|
(5.1
|
)
|
|||||
The Netherlands
|
(26.1
|
)
|
—
|
|
169.6
|
|
—
|
|
(1,260.3
|
)
|
|||
Other
|
21.0
|
|
|
(52.8
|
)
|
|
67.1
|
|
|||||
Total
|
$
|
(1,556.0
|
)
|
|
$
|
647.5
|
|
|
$
|
(776.9
|
)
|
|
Current
|
|
Deferred
|
|
Total
|
||||||
|
in millions
|
||||||||||
Year ended December 31, 2017:
|
|
|
|
|
|
||||||
The Netherlands
|
$
|
(16.2
|
)
|
|
$
|
(118.2
|
)
|
|
$
|
(134.4
|
)
|
U.K.
|
(3.3
|
)
|
|
(64.7
|
)
|
|
(68.0
|
)
|
|||
Germany
|
(78.6
|
)
|
|
19.7
|
|
|
(58.9
|
)
|
|||
Belgium
|
(203.6
|
)
|
|
145.4
|
|
|
(58.2
|
)
|
|||
U.S. (a)
|
47.2
|
|
|
(32.8
|
)
|
|
14.4
|
|
|||
Switzerland
|
(2.0
|
)
|
|
15.6
|
|
|
13.6
|
|
|||
Other
|
(21.1
|
)
|
|
3.1
|
|
|
(18.0
|
)
|
|||
Total
|
$
|
(277.6
|
)
|
|
$
|
(31.9
|
)
|
|
$
|
(309.5
|
)
|
|
|
|
|
|
|
||||||
Year ended December 31, 2016:
|
|
|
|
|
|
||||||
The Netherlands
|
$
|
(0.3
|
)
|
|
$
|
1,259.6
|
|
|
$
|
1,259.3
|
|
U.S. (a)
|
146.8
|
|
|
90.2
|
|
|
237.0
|
|
|||
Belgium
|
(105.0
|
)
|
|
57.0
|
|
|
(48.0
|
)
|
|||
Switzerland
|
(48.4
|
)
|
|
5.3
|
|
|
(43.1
|
)
|
|||
Germany
|
(77.9
|
)
|
|
41.0
|
|
|
(36.9
|
)
|
|||
U.K
|
(12.3
|
)
|
|
1.2
|
|
|
(11.1
|
)
|
|||
Other
|
(20.9
|
)
|
|
10.7
|
|
|
(10.2
|
)
|
|||
Total
|
$
|
(118.0
|
)
|
|
$
|
1,465.0
|
|
|
$
|
1,347.0
|
|
|
|
|
|
|
|
||||||
Year ended December 31, 2015:
|
|
|
|
|
|
||||||
U.K.
|
$
|
(0.9
|
)
|
|
$
|
(209.0
|
)
|
|
$
|
(209.9
|
)
|
The Netherlands
|
2.5
|
|
|
159.0
|
|
|
161.5
|
|
|||
Belgium
|
(125.4
|
)
|
|
11.1
|
|
|
(114.3
|
)
|
|||
Switzerland
|
(63.2
|
)
|
|
(14.7
|
)
|
|
(77.9
|
)
|
|||
Germany
|
(66.7
|
)
|
|
24.3
|
|
|
(42.4
|
)
|
|||
U.S. (a)
|
(79.4
|
)
|
|
54.1
|
|
|
(25.3
|
)
|
|||
Other
|
(22.7
|
)
|
|
6.7
|
|
|
(16.0
|
)
|
|||
Total
|
$
|
(355.8
|
)
|
|
$
|
31.5
|
|
|
$
|
(324.3
|
)
|
(a)
|
Includes federal and state income taxes. Our U.S. state income taxes were not material during any of the years presented.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Computed “expected” tax benefit (expense) (a)
|
$
|
299.5
|
|
|
$
|
(129.5
|
)
|
|
$
|
157.3
|
|
Change in valuation allowances (b):
|
|
|
|
|
|
||||||
Expense
|
(365.8
|
)
|
|
(272.0
|
)
|
|
(493.5
|
)
|
|||
Benefit
|
26.1
|
|
|
1,100.7
|
|
|
6.9
|
|
|||
Non-deductible or non-taxable foreign currency exchange results (b):
|
|
|
|
|
|
||||||
Expense
|
(247.9
|
)
|
|
(33.1
|
)
|
|
(4.0
|
)
|
|||
Benefit
|
12.6
|
|
|
227.4
|
|
|
53.2
|
|
|||
International rate differences (b) (c):
|
|
|
|
|
|
||||||
Benefit
|
125.8
|
|
|
132.1
|
|
|
192.6
|
|
|||
Expense
|
(35.7
|
)
|
|
(19.8
|
)
|
|
(45.6
|
)
|
|||
Non-deductible or non-taxable interest and other expenses (b):
|
|
|
|
|
|
||||||
Expense
|
(121.7
|
)
|
|
(95.2
|
)
|
|
(100.8
|
)
|
|||
Benefit
|
35.3
|
|
|
51.5
|
|
|
48.1
|
|
|||
Basis and other differences in the treatment of items associated with investments in subsidiaries and affiliates (b):
|
|
|
|
|
|
||||||
Expense
|
(116.6
|
)
|
|
(79.2
|
)
|
|
(90.8
|
)
|
|||
Benefit
|
35.5
|
|
|
172.7
|
|
|
0.9
|
|
|||
Recognition of previously unrecognized tax benefits
|
13.2
|
|
|
210.9
|
|
|
44.4
|
|
|||
Tax benefit associated with technologies innovation
|
12.1
|
|
|
72.6
|
|
|
21.0
|
|
|||
Enacted tax law and rate changes (d)
|
10.9
|
|
|
(157.7
|
)
|
|
(282.0
|
)
|
|||
Tax effect of intercompany financing
|
2.4
|
|
|
161.6
|
|
|
154.9
|
|
|||
Other, net
|
4.8
|
|
|
4.0
|
|
|
13.1
|
|
|||
Total income tax benefit (expense)
|
$
|
(309.5
|
)
|
|
$
|
1,347.0
|
|
|
$
|
(324.3
|
)
|
(a)
|
The statutory or “expected” tax rates are the U.K. rates of 19.25% for 2017, 20.00% for 2016 and 20.25% for 2015. The 2017 statutory rate represents the blended rate that was in effect for the year ended December 31, 2017 based on the 20.0% statutory rate that was in effect for the first quarter of 2017 and the 19.0% statutory rate that was in effect for the remainder of 2017. The statutory rate for the 2015 periods represents the blended rate that was in effect for the year ended December 31, 2015 based on the 21.0% statutory rate that was in effect for the first quarter of 2015 and the 20.0% statutory rate that is in effect for the remainder of 2015.
|
(b)
|
Country jurisdictions giving rise to income tax benefits are grouped together and shown separately from country jurisdictions giving rise to income tax expenses.
|
(c)
|
Amounts reflect adjustments (either a benefit or expense) to the “expected” tax benefit (expense) for statutory rates in jurisdictions in which we operate outside of the U.K.
|
(d)
|
On December 25, 2017, a Belgian corporate income tax rate reduction was signed into law. The statutory tax rate will decrease from the current rate of 33.9% to 29.58% for years 2018 and 2019 and to 25.0% in 2020. On December 22, 2017, the U.S. corporate income tax rate was reduced from 35% to 21% effective January 1, 2018. Substantially all of the impacts of both the Belgian and U.S. tax rate changes on our deferred tax balances were recorded during the fourth quarter of 2017. During 2015, the U.K. enacted legislation that provided for reductions in the corporate income tax rate from 20.0% to 19.0%
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
Deferred tax assets
|
$
|
3,157.2
|
|
|
$
|
2,826.4
|
|
Deferred tax liabilities (a)
|
(643.2
|
)
|
|
(669.9
|
)
|
||
Net deferred tax asset
|
$
|
2,514.0
|
|
|
$
|
2,156.5
|
|
(a)
|
Our deferred tax liabilities are included in other long-term liabilities in our consolidated balance sheets.
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
Deferred tax assets:
|
|
|
|
||||
Net operating loss and other carryforwards
|
$
|
5,542.0
|
|
|
$
|
5,176.6
|
|
Property and equipment, net
|
2,089.7
|
|
|
1,971.7
|
|
||
Debt
|
966.5
|
|
|
1,469.8
|
|
||
Derivative instruments
|
156.4
|
|
|
55.2
|
|
||
Intangible assets
|
104.7
|
|
|
86.1
|
|
||
Share-based compensation
|
71.7
|
|
|
118.7
|
|
||
Other future deductible amounts
|
189.6
|
|
|
260.9
|
|
||
Deferred tax assets
|
9,120.6
|
|
|
9,139.0
|
|
||
Valuation allowance
|
(4,665.1
|
)
|
|
(4,664.5
|
)
|
||
Deferred tax assets, net of valuation allowance
|
4,455.5
|
|
|
4,474.5
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Property and equipment, net
|
(939.5
|
)
|
|
(902.4
|
)
|
||
Intangible assets
|
(505.0
|
)
|
|
(664.0
|
)
|
||
Deferred revenue
|
(240.5
|
)
|
|
(254.8
|
)
|
||
Investments (including consolidated partnerships)
|
(130.3
|
)
|
|
(144.7
|
)
|
||
Derivative instruments
|
(1.6
|
)
|
|
(175.5
|
)
|
||
Other future taxable amounts
|
(124.6
|
)
|
|
(176.6
|
)
|
||
Deferred tax liabilities
|
(1,941.5
|
)
|
|
(2,318.0
|
)
|
||
Net deferred tax asset
|
$
|
2,514.0
|
|
|
$
|
2,156.5
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Balance at January 1
|
$
|
347.1
|
|
|
$
|
606.3
|
|
|
$
|
513.5
|
|
Additions for tax positions of prior years
|
171.2
|
|
|
8.0
|
|
|
23.1
|
|
|||
Reductions for tax positions of prior years
|
(35.6
|
)
|
|
(186.6
|
)
|
|
(42.2
|
)
|
|||
Foreign currency translation
|
33.8
|
|
|
(12.0
|
)
|
|
(22.0
|
)
|
|||
Additions based on tax positions related to the current year
|
15.6
|
|
|
23.5
|
|
|
142.3
|
|
|||
Settlements with tax authorities
|
(3.6
|
)
|
|
(13.5
|
)
|
|
(0.1
|
)
|
|||
Lapse of statute of limitations
|
—
|
|
|
(78.6
|
)
|
|
(8.3
|
)
|
|||
Effects of business acquisitions
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at December 31
|
$
|
528.5
|
|
|
$
|
347.1
|
|
|
$
|
606.3
|
|
|
Liberty Global Shares (a)
|
||||
|
Class A
|
|
Class C
|
||
|
|
|
|
||
Options
|
580,481
|
|
|
2,725,566
|
|
SARs
|
14,701,611
|
|
|
34,103,846
|
|
PSUs and RSUs
|
2,591,498
|
|
|
5,174,713
|
|
(a)
|
Includes share-based compensation awards held by former employees of Liberty Global that became employees of Liberty Latin America as a result of the Split-off Transaction. For additional information, see note 13.
|
|
Liberty Global Shares
|
|
LiLAC Shares (a)
|
|
Old Liberty Global Shares
|
||||||||||||||||||||||||||||||||||||||||||
|
Class A
|
|
Class B
|
|
Class C
|
|
Total
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Total
|
|
Class A
|
|
Class B
|
|
Class C
|
|
Total
|
||||||||||||||||||||||||
|
in millions
|
||||||||||||||||||||||||||||||||||||||||||||||
Balance at January 1, 2015
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.5
|
|
|
$
|
0.1
|
|
|
$
|
6.3
|
|
|
$
|
8.9
|
|
Repurchase and cancellation of Liberty Global Shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||||||||||
Liberty Global call option contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
||||||||||||
Balance at June 30, 2015
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
0.1
|
|
|
6.1
|
|
|
8.7
|
|
||||||||||||
Impact of the LiLAC Transaction (note 1)
|
2.5
|
|
|
0.1
|
|
|
6.1
|
|
|
8.7
|
|
|
0.1
|
|
|
—
|
|
|
0.3
|
|
|
0.4
|
|
|
(2.5
|
)
|
|
(0.1
|
)
|
|
(6.1
|
)
|
|
(8.7
|
)
|
||||||||||||
Repurchase and cancellation of Liberty Global Shares
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Liberty Global call option contracts
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Balance at December 31, 2015
|
2.5
|
|
|
0.1
|
|
|
5.9
|
|
|
8.5
|
|
|
0.1
|
|
|
—
|
|
|
0.3
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Impact of the C&W Acquisition (note 4)
|
0.3
|
|
|
—
|
|
|
0.8
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Repurchase and cancellation of Liberty Global Shares
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Impact of the LiLAC Distribution (note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.8
|
|
|
1.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Other
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Balance at December 31, 2016
|
2.5
|
|
|
0.1
|
|
|
6.3
|
|
|
8.9
|
|
|
0.5
|
|
|
—
|
|
|
1.2
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Impact of the Split-off Transaction (note 5)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(1.2
|
)
|
|
(1.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Repurchase and cancellation of Liberty Global Shares
|
(0.3
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Balance at December 31, 2017
|
$
|
2.2
|
|
|
$
|
0.1
|
|
|
$
|
5.8
|
|
|
$
|
8.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(a)
|
In connection with the Split-off Transaction, the LiLAC Shares were redesignated as deferred shares (with virtually no economic rights) and transferred to a third party. For additional information regarding the Split-off Transaction, see note 5.
|
|
|
Class A ordinary shares
|
|
Class C ordinary shares
|
|
|
||||||||||||
|
|
Shares
repurchased
|
|
Average price
paid per share (a)
|
|
Shares
repurchased
|
|
Average price
paid per share (a)
|
|
Total cost (a)
|
||||||||
|
|
|
|
|
|
|
|
|
|
in millions
|
||||||||
Liberty Global Shares:
|
|
|
|
|
|
|
|
|
|
|
||||||||
2017
|
|
34,881,510
|
|
|
$
|
33.73
|
|
|
52,523,651
|
|
|
$
|
32.71
|
|
|
$
|
2,894.7
|
|
2016
|
|
32,387,722
|
|
|
$
|
32.26
|
|
|
31,557,089
|
|
|
$
|
32.43
|
|
|
$
|
2,068.0
|
|
2015 (b)
|
|
—
|
|
|
$
|
—
|
|
|
49,984,562
|
|
|
$
|
46.91
|
|
|
$
|
2,344.5
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
LiLAC Shares:
|
|
|
|
|
|
|
|
|
|
|
||||||||
2017
|
|
2,062,233
|
|
|
$
|
22.84
|
|
|
285,572
|
|
|
$
|
22.25
|
|
|
$
|
53.5
|
|
2016
|
|
720,800
|
|
|
$
|
20.65
|
|
|
313,647
|
|
|
$
|
21.19
|
|
|
$
|
21.5
|
|
(a)
|
Includes direct acquisition costs, where applicable.
|
(b)
|
Amounts relate to repurchases of (i) Old Liberty Global Shares from January 1 through June 30, 2015 and (ii) Liberty Global Shares from July 1 through December 31, 2015.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Liberty Global:
|
|
|
|
|
|
||||||
Performance-based incentive awards (a)
|
$
|
29.0
|
|
|
$
|
160.8
|
|
|
$
|
157.6
|
|
Non-performance based share-based incentive awards
|
108.6
|
|
|
108.1
|
|
|
148.2
|
|
|||
Other (b)
|
14.2
|
|
|
—
|
|
|
—
|
|
|||
Total Liberty Global (c)
|
151.8
|
|
|
268.9
|
|
|
305.8
|
|
|||
Telenet share-based incentive awards (d)
|
20.7
|
|
|
12.2
|
|
|
9.2
|
|
|||
Other
|
1.4
|
|
|
0.4
|
|
|
0.8
|
|
|||
Total
|
$
|
173.9
|
|
|
$
|
281.5
|
|
|
$
|
315.8
|
|
Included in:
|
|
|
|
|
|
||||||
Other operating expenses
|
$
|
4.8
|
|
|
$
|
3.3
|
|
|
$
|
3.1
|
|
SG&A expenses
|
169.1
|
|
|
278.2
|
|
|
312.7
|
|
|||
Total
|
$
|
173.9
|
|
|
$
|
281.5
|
|
|
$
|
315.8
|
|
(a)
|
Includes share-based compensation expense related to (i) PSUs, (ii) in 2016, a challenge performance award plan for certain executive officers and key employees (the Challenge Performance Awards) and (iii) through March 2017, the PGUs held by our Chief Executive Officer. The Challenge Performance Awards included PSARs and PSUs.
|
(b)
|
Represents annual incentive compensation and defined contribution plan liabilities that have been or will be settled with Liberty Global Shares.
|
(c)
|
In connection with the LiLAC Transaction, our compensation committee approved modifications to our outstanding share-based incentive awards (the 2015 Award Modifications) in accordance with the underlying share-based incentive plans. The objective of our compensation committee was to ensure a relatively unchanged intrinsic value of outstanding equity awards before and after the bonus issuance of the LiLAC Shares. The mechanism to modify outstanding share-based incentive awards, as approved by our compensation committee, utilized the volume-weighted average price of the respective shares for the five days prior to and the five days following the bonus issuance (Modification VWAPs). In order to determine if any incremental share-based compensation expense should be recorded as a result of the 2015 Award Modifications, we were required to measure the changes in the fair values of the then outstanding share-based incentive awards using market prices immediately before and immediately after the 2015 Award Modifications. Due to declines in the share prices of our Class A and Class C Liberty Global Shares following the bonus issuance, the exercise prices of options, SARs and PSARs determined using the Modification VWAPs were lower than the exercise prices that would have resulted if the market prices immediately before and after the 2015 Award Modifications had been used. Accordingly, the Black-Scholes fair values of our options, SARs and PSARs increased as a result of the 2015 Award Modifications, resulting in incremental share-based compensation of $99.5 million, including $8.2 million, $16.1 million and $69.3 million recognized during 2017, 2016 and 2015, respectively. In connection with the LiLAC Distribution in 2016 and the Split-off Transaction in 2017, our compensation committee also approved modifications to our outstanding share-based incentive awards (the 2016 Award Modification and 2017 Award Modification, respectively) in accordance with the underlying share-based incentive plans. As we determined that the incremental value associated with each of the 2016 Award Modification and 2017 Award Modification was immaterial, we did not recognize any incremental share-based compensation expense associated with these modifications.
|
(d)
|
Represents the share-based compensation expense associated with Telenet’s share-based incentive awards, which, at December 31, 2017, included performance- and non-performance-based stock option awards with respect to 3,693,753 Telenet shares. These stock option awards had a weighted average exercise price of €48.26 ($58.02).
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Assumptions used to estimate fair value of options, SARs and PSARs granted:
|
|
|
|
|
|
||||||
Risk-free interest rate
|
1.66 - 2.16%
|
|
0.88 - 1.49%
|
|
0.96 - 1.89%
|
||||||
Expected life
|
3.0 - 6.4 years
|
|
3.1 - 5.5 years
|
|
3.0 - 5.5 years
|
||||||
Expected volatility
|
25.9 - 37.9%
|
|
27.4 - 42.9%
|
|
23.1 - 30.1%
|
||||||
Expected dividend yield
|
none
|
|
none
|
|
none
|
||||||
Weighted average grant-date fair value per share of awards granted:
|
|
|
|
|
|
||||||
Options
|
$
|
9.40
|
|
|
$
|
10.40
|
|
|
$
|
14.73
|
|
SARs
|
$
|
8.60
|
|
|
$
|
8.60
|
|
|
$
|
10.76
|
|
RSUs
|
$
|
31.24
|
|
|
$
|
36.67
|
|
|
$
|
51.85
|
|
PSUs
|
$
|
26.59
|
|
|
$
|
33.97
|
|
|
$
|
51.57
|
|
Total intrinsic value of awards exercised (in millions):
|
|
|
|
|
|
||||||
Options
|
$
|
13.4
|
|
|
$
|
16.9
|
|
|
$
|
106.8
|
|
SARs and PSARs
|
$
|
74.8
|
|
|
$
|
42.9
|
|
|
$
|
51.9
|
|
Cash received from exercise of options (in millions)
|
$
|
11.7
|
|
|
$
|
17.4
|
|
|
$
|
40.5
|
|
Income tax benefit related to share-based compensation of our continuing operations (in millions)
|
$
|
9.8
|
|
|
$
|
51.1
|
|
|
$
|
66.0
|
|
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, 2017
|
|
707,293
|
|
|
$
|
21.53
|
|
|
|
|
|
||
Granted
|
|
96,823
|
|
|
$
|
31.13
|
|
|
|
|
|
||
Forfeited
|
|
(14,742
|
)
|
|
$
|
29.23
|
|
|
|
|
|
||
Exercised
|
|
(208,893
|
)
|
|
$
|
14.29
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
|
580,481
|
|
|
$
|
25.54
|
|
|
4.0
|
|
$
|
6.4
|
|
Exercisable at December 31, 2017
|
|
395,200
|
|
|
$
|
22.59
|
|
|
3.1
|
|
$
|
5.5
|
|
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, 2017
|
|
2,754,480
|
|
|
$
|
23.08
|
|
|
|
|
|
||
Granted
|
|
692,780
|
|
|
$
|
27.24
|
|
|
|
|
|
||
Forfeited
|
|
(175,933
|
)
|
|
$
|
29.06
|
|
|
|
|
|
||
Exercised
|
|
(545,761
|
)
|
|
$
|
13.94
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
|
2,725,566
|
|
|
$
|
25.58
|
|
|
3.0
|
|
$
|
23.2
|
|
Exercisable at December 31, 2017
|
|
2,347,482
|
|
|
$
|
24.79
|
|
|
2.5
|
|
$
|
21.5
|
|
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, 2017
|
|
13,182,578
|
|
|
$
|
30.89
|
|
|
|
|
|
||
Granted
|
|
3,190,836
|
|
|
$
|
35.81
|
|
|
|
|
|
||
Forfeited
|
|
(569,484
|
)
|
|
$
|
36.17
|
|
|
|
|
|
||
Exercised
|
|
(1,102,319
|
)
|
|
$
|
18.69
|
|
|
|
|
|
||
Impact of the Split-off Transaction
|
|
(1,177,536
|
)
|
|
$
|
32.12
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
|
13,524,075
|
|
|
$
|
32.72
|
|
|
4.0
|
|
$
|
55.8
|
|
Exercisable at December 31, 2017 (a)
|
|
8,557,161
|
|
|
$
|
31.04
|
|
|
3.0
|
|
$
|
49.9
|
|
(a)
|
Excludes 753,714 SARs at a weighted average exercise price of $29.67 that are held by former employees of Liberty Global.
|
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, 2017
|
|
32,139,764
|
|
|
$
|
28.54
|
|
|
|
|
|
||
Granted
|
|
6,381,676
|
|
|
$
|
34.89
|
|
|
|
|
|
||
Forfeited
|
|
(1,142,689
|
)
|
|
$
|
34.94
|
|
|
|
|
|
||
Exercised
|
|
(3,274,905
|
)
|
|
$
|
17.88
|
|
|
|
|
|
||
Impact of the Split-off Transaction
|
|
(2,798,710
|
)
|
|
$
|
29.84
|
|
|
|
|
|
||
Outstanding at December 31, 2017
|
|
31,305,136
|
|
|
$
|
30.60
|
|
|
3.7
|
|
$
|
136.4
|
|
Exercisable at December 31, 2017 (a)
|
|
21,348,878
|
|
|
$
|
28.76
|
|
|
2.8
|
|
$
|
128.2
|
|
(a)
|
Excludes 1,949,581 SARs at a weighted average exercise price of $27.46 that are held by former employees of Liberty Global.
|
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, 2017
|
|
669,060
|
|
|
$
|
36.13
|
|
|
|
Granted
|
|
226,350
|
|
|
$
|
35.62
|
|
|
|
Forfeited
|
|
(85,437
|
)
|
|
$
|
37.41
|
|
|
|
Released from restrictions
|
|
(282,704
|
)
|
|
$
|
35.99
|
|
|
|
Impact of the Split-off Transaction
|
|
(16,208
|
)
|
|
$
|
34.76
|
|
|
|
Outstanding at December 31, 2017
|
|
511,061
|
|
|
$
|
35.81
|
|
|
2.6
|
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, 2017
|
|
1,350,133
|
|
|
$
|
34.54
|
|
|
|
Granted
|
|
452,700
|
|
|
$
|
34.72
|
|
|
|
Forfeited
|
|
(172,379
|
)
|
|
$
|
35.45
|
|
|
|
Released from restrictions
|
|
(590,618
|
)
|
|
$
|
34.20
|
|
|
|
Impact of the Split-off Transaction
|
|
(32,523
|
)
|
|
$
|
36.41
|
|
|
|
Outstanding at December 31, 2017
|
|
1,007,313
|
|
|
$
|
34.60
|
|
|
2.6
|
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, 2017
|
|
2,980,587
|
|
|
$
|
33.30
|
|
|
|
Granted
|
|
94,122
|
|
|
$
|
35.32
|
|
|
|
Forfeited
|
|
(281,408
|
)
|
|
$
|
30.86
|
|
|
|
Released from restrictions
|
|
(729,072
|
)
|
|
$
|
41.13
|
|
|
|
Impact of the Split-off Transaction
|
|
(129,434
|
)
|
|
$
|
30.28
|
|
|
|
Outstanding at December 31, 2017
|
|
1,934,795
|
|
|
$
|
31.00
|
|
|
1.7
|
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, 2017
|
|
333,334
|
|
|
$
|
37.72
|
|
|
|
Released from restriction
|
|
(333,334
|
)
|
|
$
|
37.72
|
|
|
|
Outstanding at December 31, 2017
|
|
—
|
|
|
$
|
—
|
|
|
—
|
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, 2017
|
|
5,302,451
|
|
|
$
|
31.78
|
|
|
|
Granted
|
|
188,244
|
|
|
$
|
34.34
|
|
|
|
Forfeited
|
|
(564,321
|
)
|
|
$
|
29.81
|
|
|
|
Released from restrictions
|
|
(791,497
|
)
|
|
$
|
43.27
|
|
|
|
Impact of the Split-off Transaction
|
|
(259,145
|
)
|
|
$
|
29.31
|
|
|
|
Outstanding at December 31, 2017
|
|
3,875,732
|
|
|
$
|
30.01
|
|
|
1.7
|
|
Employee
severance
and
termination
|
|
Office
closures
|
|
Contract termination and other
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Restructuring liability as of January 1, 2017
|
$
|
73.6
|
|
|
$
|
7.3
|
|
|
$
|
31.8
|
|
|
$
|
112.7
|
|
Restructuring charges
|
56.0
|
|
|
8.3
|
|
|
4.9
|
|
|
69.2
|
|
||||
Cash paid
|
(100.4
|
)
|
|
(6.8
|
)
|
|
(22.2
|
)
|
|
(129.4
|
)
|
||||
Reclassification to held for sale
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
||||
Foreign currency translation adjustments
|
7.3
|
|
|
0.7
|
|
|
1.9
|
|
|
9.9
|
|
||||
Restructuring liability as of December 31, 2017
|
$
|
36.1
|
|
|
$
|
9.5
|
|
|
$
|
16.4
|
|
|
$
|
62.0
|
|
|
|
|
|
|
|
|
|
||||||||
Current portion
|
$
|
34.7
|
|
|
$
|
4.4
|
|
|
$
|
4.6
|
|
|
$
|
43.7
|
|
Noncurrent portion
|
1.4
|
|
|
5.1
|
|
|
11.8
|
|
|
18.3
|
|
||||
Total
|
$
|
36.1
|
|
|
$
|
9.5
|
|
|
$
|
16.4
|
|
|
$
|
62.0
|
|
|
Employee
severance
and
termination
|
|
Office
closures
|
|
Contract termination
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Restructuring liability as of January 1, 2016
|
$
|
66.2
|
|
|
$
|
7.2
|
|
|
$
|
42.0
|
|
|
$
|
115.4
|
|
Restructuring charges
|
127.1
|
|
|
3.4
|
|
|
24.2
|
|
|
154.7
|
|
||||
Cash paid
|
(87.8
|
)
|
|
(2.6
|
)
|
|
(34.7
|
)
|
|
(125.1
|
)
|
||||
BASE liabilities at acquisition date
|
—
|
|
|
—
|
|
|
1.3
|
|
|
1.3
|
|
||||
Disposal (a)
|
(28.1
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(28.6
|
)
|
||||
Foreign currency translation adjustments
|
(3.8
|
)
|
|
(0.2
|
)
|
|
(1.0
|
)
|
|
(5.0
|
)
|
||||
Restructuring liability as of December 31, 2016
|
$
|
73.6
|
|
|
$
|
7.3
|
|
|
$
|
31.8
|
|
|
$
|
112.7
|
|
|
|
|
|
|
|
|
|
||||||||
Current portion
|
$
|
69.4
|
|
|
$
|
2.2
|
|
|
$
|
19.8
|
|
|
$
|
91.4
|
|
Noncurrent portion
|
4.2
|
|
|
5.1
|
|
|
12.0
|
|
|
21.3
|
|
||||
Total
|
$
|
73.6
|
|
|
$
|
7.3
|
|
|
$
|
31.8
|
|
|
$
|
112.7
|
|
(a)
|
Represents restructuring liabilities associated with VodafoneZiggo Holding.
|
|
Employee
severance
and
termination
|
|
Office
closures
|
|
Contract termination
|
|
Total
|
||||||||
|
in millions
|
||||||||||||||
|
|
|
|
|
|
|
|
||||||||
Restructuring liability as of January 1, 2015
|
$
|
25.2
|
|
|
$
|
12.5
|
|
|
$
|
72.2
|
|
|
$
|
109.9
|
|
Restructuring charges (credits)
|
99.2
|
|
|
(0.8
|
)
|
|
(8.2
|
)
|
|
90.2
|
|
||||
Cash paid
|
(64.9
|
)
|
|
(5.8
|
)
|
|
(13.1
|
)
|
|
(83.8
|
)
|
||||
Foreign currency translation adjustments and other
|
6.7
|
|
|
1.3
|
|
|
(8.9
|
)
|
|
(0.9
|
)
|
||||
Restructuring liability as of December 31, 2015
|
$
|
66.2
|
|
|
$
|
7.2
|
|
|
$
|
42.0
|
|
|
$
|
115.4
|
|
|
|
|
|
|
|
|
|
||||||||
Current portion
|
$
|
61.4
|
|
|
$
|
1.1
|
|
|
$
|
28.5
|
|
|
$
|
91.0
|
|
Noncurrent portion
|
4.8
|
|
|
6.1
|
|
|
13.5
|
|
|
24.4
|
|
||||
Total
|
$
|
66.2
|
|
|
$
|
7.2
|
|
|
$
|
42.0
|
|
|
$
|
115.4
|
|
|
December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Fair value of plan assets (a)
|
$
|
1,414.0
|
|
|
$
|
1,199.6
|
|
|
$
|
1,092.6
|
|
Projected benefit obligation
|
$
|
1,379.4
|
|
|
$
|
1,253.2
|
|
|
$
|
1,188.3
|
|
Net asset (liability)
|
$
|
34.6
|
|
|
$
|
(53.6
|
)
|
|
$
|
(95.7
|
)
|
(a)
|
The fair value of plan assets at December 31, 2017 includes $969.1 million, $146.7 million and $296.4 million of assets that are valued based on Level 1, Level 2 and Level 3 inputs, respectively, of the fair value hierarchy (as further described in note 8). Our plan assets comprise investments in debt securities, equity securities, hedge funds, insurance contracts and certain other assets.
|
|
|
Liberty Global shareholders
|
|
|
|
|
||||||||||||||
|
|
Foreign
currency
translation
adjustments
|
|
Pension-
related adjustments and other
|
|
Accumulated
other
comprehensive
earnings (loss)
|
|
Noncontrolling
interests
|
|
Total
accumulated
other
comprehensive
earnings (loss)
|
||||||||||
|
|
in millions
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at January 1, 2015
|
|
$
|
1,712.1
|
|
|
$
|
(65.5
|
)
|
|
$
|
1,646.6
|
|
|
$
|
(3.3
|
)
|
|
$
|
1,643.3
|
|
Other comprehensive loss
|
|
(732.9
|
)
|
|
(17.8
|
)
|
|
(750.7
|
)
|
|
0.5
|
|
|
(750.2
|
)
|
|||||
Balance at December 31, 2015
|
|
979.2
|
|
|
(83.3
|
)
|
|
895.9
|
|
|
(2.8
|
)
|
|
893.1
|
|
|||||
Other comprehensive loss
|
|
(1,251.8
|
)
|
|
(16.5
|
)
|
|
(1,268.3
|
)
|
|
(3.1
|
)
|
|
(1,271.4
|
)
|
|||||
Balance at December 31, 2016
|
|
(272.6
|
)
|
|
(99.8
|
)
|
|
(372.4
|
)
|
|
(5.9
|
)
|
|
(378.3
|
)
|
|||||
Other comprehensive earnings
|
|
1,942.8
|
|
|
0.3
|
|
|
1,943.1
|
|
|
1.7
|
|
|
1,944.8
|
|
|||||
Impact of the Split-off Transaction
|
|
56.4
|
|
|
28.9
|
|
|
85.3
|
|
|
—
|
|
|
85.3
|
|
|||||
Balance at December 31, 2017
|
|
$
|
1,726.6
|
|
|
$
|
(70.6
|
)
|
|
$
|
1,656.0
|
|
|
$
|
(4.2
|
)
|
|
$
|
1,651.8
|
|
|
|
Pre-tax
amount
|
|
Tax benefit (expense)
|
|
Net-of-tax
amount
|
||||||
|
|
in millions
|
||||||||||
Year ended December 31, 2017:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments (a)
|
|
$
|
1,971.4
|
|
|
$
|
—
|
|
|
$
|
1,971.4
|
|
Pension-related adjustments and other
|
|
20.0
|
|
|
(2.7
|
)
|
|
17.3
|
|
|||
Other comprehensive earnings from continuing operations
|
|
1,991.4
|
|
|
(2.7
|
)
|
|
1,988.7
|
|
|||
Other comprehensive loss from discontinued operations
|
|
(45.0
|
)
|
|
1.1
|
|
|
(43.9
|
)
|
|||
Other comprehensive earnings
|
|
1,946.4
|
|
|
(1.6
|
)
|
|
1,944.8
|
|
|||
Other comprehensive earnings attributable to noncontrolling interests (b)
|
|
(1.9
|
)
|
|
0.2
|
|
|
(1.7
|
)
|
|||
Other comprehensive earnings attributable to Liberty Global shareholders
|
|
$
|
1,944.5
|
|
|
$
|
(1.4
|
)
|
|
$
|
1,943.1
|
|
|
|
|
|
|
|
|
||||||
Year ended December 31, 2016:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments (a)
|
|
$
|
(1,192.4
|
)
|
|
$
|
(1.6
|
)
|
|
$
|
(1,194.0
|
)
|
Pension-related adjustments and other
|
|
(5.1
|
)
|
|
(0.4
|
)
|
|
(5.5
|
)
|
|||
Other comprehensive loss from continuing operations
|
|
(1,197.5
|
)
|
|
(2.0
|
)
|
|
(1,199.5
|
)
|
|||
Other comprehensive loss from discontinued operations
|
|
(72.1
|
)
|
|
0.2
|
|
|
(71.9
|
)
|
|||
Other comprehensive loss
|
|
(1,269.6
|
)
|
|
(1.8
|
)
|
|
(1,271.4
|
)
|
|||
Other comprehensive loss attributable to noncontrolling interests (b)
|
|
3.1
|
|
|
—
|
|
|
3.1
|
|
|||
Other comprehensive loss attributable to Liberty Global shareholders
|
|
$
|
(1,266.5
|
)
|
|
$
|
(1.8
|
)
|
|
$
|
(1,268.3
|
)
|
|
|
|
|
|
|
|
||||||
Year ended December 31, 2015:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments (a)
|
|
$
|
(766.6
|
)
|
|
$
|
4.2
|
|
|
$
|
(762.4
|
)
|
Pension-related adjustments
|
|
(25.3
|
)
|
|
6.5
|
|
|
(18.8
|
)
|
|||
Other comprehensive loss from continuing operations
|
|
(791.9
|
)
|
|
10.7
|
|
|
(781.2
|
)
|
|||
Other comprehensive earnings from discontinued operations
|
|
31.4
|
|
|
(0.4
|
)
|
|
31.0
|
|
|||
Other comprehensive loss
|
|
(760.5
|
)
|
|
10.3
|
|
|
(750.2
|
)
|
|||
Other comprehensive earnings attributable to noncontrolling interests (b)
|
|
(0.7
|
)
|
|
0.2
|
|
|
(0.5
|
)
|
|||
Other comprehensive loss attributable to Liberty Global shareholders
|
|
$
|
(761.2
|
)
|
|
$
|
10.5
|
|
|
$
|
(750.7
|
)
|
(a)
|
For additional information regarding reclassifications of foreign currency translation losses to earnings, see the consolidated statements of comprehensive earnings (loss) and note 5.
|
(b)
|
Amounts represent the noncontrolling interest owners’ share of our pension-related adjustments.
|
|
Payments due during:
|
|
|
||||||||||||||||||||||||
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
in millions
|
||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Network and connectivity commitments
|
$
|
833.4
|
|
|
$
|
378.6
|
|
|
$
|
307.8
|
|
|
$
|
267.5
|
|
|
$
|
76.4
|
|
|
$
|
952.1
|
|
|
$
|
2,815.8
|
|
Programming commitments
|
1,040.8
|
|
|
626.5
|
|
|
275.7
|
|
|
96.0
|
|
|
48.4
|
|
|
64.7
|
|
|
2,152.1
|
|
|||||||
Purchase commitments
|
1,092.1
|
|
|
237.6
|
|
|
165.5
|
|
|
48.2
|
|
|
21.5
|
|
|
59.0
|
|
|
1,623.9
|
|
|||||||
Operating leases
|
104.2
|
|
|
89.7
|
|
|
73.8
|
|
|
60.8
|
|
|
50.6
|
|
|
201.1
|
|
|
580.2
|
|
|||||||
Other commitments
|
27.0
|
|
|
9.0
|
|
|
2.7
|
|
|
0.5
|
|
|
0.3
|
|
|
0.1
|
|
|
39.6
|
|
|||||||
Total (a)
|
$
|
3,097.5
|
|
|
$
|
1,341.4
|
|
|
$
|
825.5
|
|
|
$
|
473.0
|
|
|
$
|
197.2
|
|
|
$
|
1,277.0
|
|
|
$
|
7,211.6
|
|
(a)
|
The commitments included in this table do not reflect any liabilities that are included in our December 31, 2017 consolidated balance sheet.
|
•
|
U.K./Ireland
|
•
|
Belgium
|
•
|
Germany
|
•
|
Switzerland/Austria
|
•
|
Central and Eastern Europe
|
|
Year ended December 31,
|
||||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
|
Revenue
|
|
Adjusted OIBDA
|
|
Revenue
|
|
Adjusted OIBDA
|
|
Revenue
|
|
Adjusted OIBDA
|
||||||||||||
|
in millions
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.K./Ireland
|
$
|
6,398.7
|
|
|
$
|
2,894.5
|
|
|
$
|
6,508.8
|
|
|
$
|
2,930.9
|
|
|
$
|
7,058.7
|
|
|
$
|
3,162.1
|
|
Belgium
|
2,865.3
|
|
|
1,299.7
|
|
|
2,691.1
|
|
|
1,173.4
|
|
|
2,021.0
|
|
|
990.3
|
|
||||||
Germany
|
2,705.4
|
|
|
1,700.3
|
|
|
2,539.7
|
|
|
1,586.4
|
|
|
2,399.5
|
|
|
1,502.1
|
|
||||||
Switzerland/Austria
|
1,766.0
|
|
|
1,054.3
|
|
|
1,755.6
|
|
|
1,069.3
|
|
|
1,758.2
|
|
|
1,040.1
|
|
||||||
Central and Eastern Europe
|
1,183.6
|
|
|
516.2
|
|
|
1,088.4
|
|
|
471.5
|
|
|
1,066.6
|
|
|
474.0
|
|
||||||
The Netherlands
|
—
|
|
|
—
|
|
|
2,690.8
|
|
|
1,472.7
|
|
|
2,745.3
|
|
|
1,519.5
|
|
||||||
Central and Corporate
|
144.8
|
|
|
(379.4
|
)
|
|
73.2
|
|
|
(540.5
|
)
|
|
51.5
|
|
|
(511.8
|
)
|
||||||
Intersegment eliminations
|
(14.9
|
)
|
|
—
|
|
|
(62.6
|
)
|
|
—
|
|
|
(38.1
|
)
|
|
—
|
|
||||||
Total
|
$
|
15,048.9
|
|
|
$
|
7,085.6
|
|
|
$
|
17,285.0
|
|
|
$
|
8,163.7
|
|
|
$
|
17,062.7
|
|
|
$
|
8,176.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
VodafoneZiggo JV
|
$
|
4,537.7
|
|
|
$
|
1,908.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
Total segment Adjusted OIBDA from continuing operations
|
$
|
7,085.6
|
|
|
$
|
8,163.7
|
|
|
$
|
8,176.3
|
|
Share-based compensation expense
|
(173.9
|
)
|
|
(281.5
|
)
|
|
(315.8
|
)
|
|||
Depreciation and amortization
|
(4,857.0
|
)
|
|
(5,213.8
|
)
|
|
(5,609.4
|
)
|
|||
Impairment, restructuring and other operating items, net
|
(107.2
|
)
|
|
(186.2
|
)
|
|
(150.0
|
)
|
|||
Operating income
|
1,947.5
|
|
|
2,482.2
|
|
|
2,101.1
|
|
|||
Interest expense
|
(1,889.6
|
)
|
|
(2,324.4
|
)
|
|
(2,284.1
|
)
|
|||
Realized and unrealized gains (losses) on derivative instruments, net
|
(1,412.0
|
)
|
|
1,071.0
|
|
|
619.9
|
|
|||
Foreign currency transaction gains (losses), net
|
166.4
|
|
|
(400.1
|
)
|
|
(925.8
|
)
|
|||
Realized and unrealized gains (losses) due to changes in fair values of certain investments and debt, net
|
36.9
|
|
|
(461.5
|
)
|
|
124.5
|
|
|||
Losses on debt modification and extinguishment, net
|
(343.3
|
)
|
|
(238.1
|
)
|
|
(388.0
|
)
|
|||
Share of losses of affiliates
|
(95.2
|
)
|
|
(111.6
|
)
|
|
(54.3
|
)
|
|||
Gain on the VodafoneZiggo JV Transaction
|
4.5
|
|
|
520.8
|
|
|
—
|
|
|||
Other income, net
|
28.8
|
|
|
109.2
|
|
|
29.8
|
|
|||
Earnings (loss) from continuing operations before income taxes
|
$
|
(1,556.0
|
)
|
|
$
|
647.5
|
|
|
$
|
(776.9
|
)
|
|
Long-lived assets
|
|
Total assets
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
in millions
|
||||||||||||||
U.K./Ireland
|
$
|
17,678.3
|
|
|
$
|
16,287.4
|
|
|
$
|
21,968.4
|
|
|
$
|
20,445.8
|
|
Belgium
|
6,067.9
|
|
|
4,961.8
|
|
|
6,992.8
|
|
|
5,724.7
|
|
||||
Germany
|
8,272.5
|
|
|
7,388.9
|
|
|
8,578.6
|
|
|
7,937.2
|
|
||||
Switzerland/Austria
|
4,212.5
|
|
|
5,054.3
|
|
|
5,740.8
|
|
|
5,415.3
|
|
||||
Central and Eastern Europe
|
2,783.0
|
|
|
2,262.4
|
|
|
2,908.7
|
|
|
2,360.7
|
|
||||
Central and Corporate (a)
|
1,007.1
|
|
|
784.5
|
|
|
11,407.5
|
|
|
12,634.2
|
|
||||
Total - continuing operations
|
40,021.3
|
|
|
36,739.3
|
|
|
57,596.8
|
|
|
54,517.9
|
|
||||
Discontinued operations
|
—
|
|
|
12,005.2
|
|
|
—
|
|
|
14,166.2
|
|
||||
Total
|
$
|
40,021.3
|
|
|
$
|
48,744.5
|
|
|
$
|
57,596.8
|
|
|
$
|
68,684.1
|
|
|
|
|
|
|
|
|
|
||||||||
VodafoneZiggo JV
|
$
|
24,017.4
|
|
|
$
|
21,782.7
|
|
|
$
|
24,900.2
|
|
|
$
|
25,894.1
|
|
(a)
|
The total asset amounts include our equity method investment in the VodafoneZiggo JV and related receivables.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
U.K./Ireland
|
$
|
2,161.8
|
|
|
$
|
1,761.1
|
|
|
$
|
1,527.3
|
|
Belgium
|
691.0
|
|
|
588.4
|
|
|
371.6
|
|
|||
Germany
|
696.8
|
|
|
594.3
|
|
|
535.7
|
|
|||
Switzerland/Austria
|
369.0
|
|
|
368.7
|
|
|
315.6
|
|
|||
Central and Eastern Europe
|
398.2
|
|
|
330.5
|
|
|
277.3
|
|
|||
The Netherlands
|
—
|
|
|
588.9
|
|
|
536.1
|
|
|||
Central and Corporate (a)
|
448.0
|
|
|
406.7
|
|
|
346.6
|
|
|||
Total property and equipment additions
|
4,764.8
|
|
|
4,638.6
|
|
|
3,910.2
|
|
|||
Assets acquired under capital-related vendor financing arrangements
|
(2,635.8
|
)
|
|
(2,018.7
|
)
|
|
(1,481.5
|
)
|
|||
Assets acquired under capital leases
|
(169.8
|
)
|
|
(104.2
|
)
|
|
(106.1
|
)
|
|||
Changes in current liabilities related to capital expenditures
|
(6.1
|
)
|
|
(361.8
|
)
|
|
(50.3
|
)
|
|||
Total capital expenditures
|
$
|
1,953.1
|
|
|
$
|
2,153.9
|
|
|
$
|
2,272.3
|
|
|
|
|
|
|
|
||||||
Property and equipment additions - VodafoneZiggo JV
|
$
|
933.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(a)
|
Includes amounts that represent the net impact of changes in inventory levels associated with certain centrally-procured network equipment. This equipment is ultimately transferred to our operating subsidiaries.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Residential revenue:
|
|
|
|
|
|
||||||
Residential cable revenue (a):
|
|
|
|
|
|
||||||
Subscription revenue (b):
|
|
|
|
|
|
||||||
Video
|
$
|
4,437.8
|
|
|
$
|
5,655.6
|
|
|
$
|
5,786.4
|
|
Broadband internet
|
4,019.9
|
|
|
4,523.4
|
|
|
4,495.1
|
|
|||
Fixed-line telephony
|
2,176.8
|
|
|
2,709.3
|
|
|
2,926.0
|
|
|||
Total subscription revenue
|
10,634.5
|
|
|
12,888.3
|
|
|
13,207.5
|
|
|||
Non-subscription revenue
|
504.9
|
|
|
516.4
|
|
|
521.0
|
|
|||
Total residential cable revenue
|
11,139.4
|
|
|
13,404.7
|
|
|
13,728.5
|
|
|||
Residential mobile revenue (c):
|
|
|
|
|
|
||||||
Subscription revenue (b)
|
1,035.2
|
|
|
1,135.2
|
|
|
993.3
|
|
|||
Non-subscription revenue
|
656.3
|
|
|
608.4
|
|
|
432.1
|
|
|||
Total residential mobile revenue
|
1,691.5
|
|
|
1,743.6
|
|
|
1,425.4
|
|
|||
Total residential revenue
|
12,830.9
|
|
|
15,148.3
|
|
|
15,153.9
|
|
|||
B2B revenue (d):
|
|
|
|
|
|
||||||
Subscription revenue
|
498.3
|
|
|
476.5
|
|
|
304.9
|
|
|||
Non-subscription revenue
|
1,492.4
|
|
|
1,569.6
|
|
|
1,572.0
|
|
|||
Total B2B revenue
|
1,990.7
|
|
|
2,046.1
|
|
|
1,876.9
|
|
|||
Other revenue (e)
|
227.3
|
|
|
90.6
|
|
|
31.9
|
|
|||
Total
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
(a)
|
Residential cable subscription revenue includes amounts received from subscribers for ongoing services. Residential cable non-subscription revenue includes, among other items, channel carriage fees, installation revenue, late fees and revenue from the sale of equipment.
|
(b)
|
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.
|
(c)
|
Residential mobile subscription revenue includes amounts received from subscribers for ongoing services. Residential mobile non-subscription revenue includes, among other items, interconnect revenue and revenue from sales of mobile handsets and other devices.
|
(d)
|
B2B subscription revenue represents revenue from 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. B2B non-subscription revenue includes business broadband internet, video, fixed-line telephony, mobile and data services offered to medium to large enterprises and, on a wholesale basis, to other operators.
|
(e)
|
Other revenue during 2017 includes, among other items, revenue earned from services provided to the VodafoneZiggo JV.
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
|
|
|
|
|
|
||||||
U.K.
|
$
|
5,927.9
|
|
|
$
|
6,070.4
|
|
|
$
|
6,663.3
|
|
Belgium
|
2,865.3
|
|
|
2,691.1
|
|
|
2,021.0
|
|
|||
The Netherlands
|
—
|
|
|
2,690.8
|
|
|
2,745.3
|
|
|||
Germany
|
2,705.4
|
|
|
2,539.7
|
|
|
2,399.5
|
|
|||
Switzerland
|
1,370.1
|
|
|
1,377.3
|
|
|
1,390.3
|
|
|||
Ireland
|
470.8
|
|
|
438.4
|
|
|
395.4
|
|
|||
Poland
|
417.9
|
|
|
391.4
|
|
|
399.7
|
|
|||
Austria
|
395.9
|
|
|
378.3
|
|
|
367.9
|
|
|||
Hungary
|
305.7
|
|
|
273.1
|
|
|
258.5
|
|
|||
The Czech Republic
|
201.5
|
|
|
180.4
|
|
|
176.6
|
|
|||
Romania
|
181.6
|
|
|
169.9
|
|
|
158.1
|
|
|||
Slovakia
|
59.4
|
|
|
58.4
|
|
|
59.3
|
|
|||
Other, including intersegment eliminations
|
147.4
|
|
|
25.8
|
|
|
27.8
|
|
|||
Total
|
$
|
15,048.9
|
|
|
$
|
17,285.0
|
|
|
$
|
17,062.7
|
|
|
|
|
|
|
|
||||||
VodafoneZiggo JV (the Netherlands)
|
$
|
4,537.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
|
|
|
|
||||
U.K.
|
$
|
16,902.9
|
|
|
$
|
15,638.7
|
|
Germany
|
8,272.5
|
|
|
7,388.9
|
|
||
Belgium
|
6,067.9
|
|
|
4,961.8
|
|
||
Switzerland
|
4,212.5
|
|
|
4,057.3
|
|
||
Austria
|
—
|
|
|
997.0
|
|
||
Poland
|
1,028.4
|
|
|
840.9
|
|
||
Ireland
|
775.4
|
|
|
648.7
|
|
||
The Czech Republic
|
646.6
|
|
|
529.1
|
|
||
Hungary
|
612.6
|
|
|
519.4
|
|
||
Romania
|
279.0
|
|
|
228.2
|
|
||
Slovakia
|
132.8
|
|
|
109.6
|
|
||
U.S. and other (a)
|
1,090.7
|
|
|
819.7
|
|
||
Total
|
$
|
40,021.3
|
|
|
$
|
36,739.3
|
|
|
|
|
|
||||
VodafoneZiggo JV (the Netherlands)
|
$
|
24,017.4
|
|
|
$
|
21,782.7
|
|
|
|
2017
|
||||||||||||||
|
|
1st quarter
|
|
2nd quarter
|
|
3rd quarter
|
|
4th quarter
|
||||||||
|
|
in millions, except per share amounts
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
|
||||||||
As previously reported
|
|
$
|
4,429.9
|
|
|
$
|
4,584.6
|
|
|
$
|
4,785.4
|
|
|
$
|
3,987.7
|
|
Reclassification of the LiLAC Group to discontinued operations (note 5)
|
|
(910.9
|
)
|
|
(920.9
|
)
|
|
(906.9
|
)
|
|
—
|
|
||||
As adjusted
|
|
$
|
3,519.0
|
|
|
$
|
3,663.7
|
|
|
$
|
3,878.5
|
|
|
$
|
3,987.7
|
|
Operating income:
|
|
|
|
|
|
|
|
|
||||||||
As previously reported
|
|
$
|
569.2
|
|
|
$
|
641.9
|
|
|
$
|
335.8
|
|
|
$
|
495.8
|
|
Reclassification of the LiLAC Group to discontinued operations (note 5)
|
|
(138.0
|
)
|
|
(158.7
|
)
|
|
201.5
|
|
|
—
|
|
||||
As adjusted
|
|
$
|
431.2
|
|
|
$
|
483.2
|
|
|
$
|
537.3
|
|
|
$
|
495.8
|
|
Net loss
|
|
$
|
(256.3
|
)
|
|
$
|
(630.2
|
)
|
|
$
|
(435.4
|
)
|
|
$
|
(1,398.7
|
)
|
Net loss attributable to Liberty Global shareholders
|
|
$
|
(320.2
|
)
|
|
$
|
(674.3
|
)
|
|
$
|
(791.6
|
)
|
|
$
|
(992.0
|
)
|
Basic and diluted loss attributable to Liberty Global shareholders per share (note 3):
|
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares (continuing operations)
|
|
$
|
(0.33
|
)
|
|
$
|
(0.75
|
)
|
|
$
|
(0.55
|
)
|
|
$
|
(0.68
|
)
|
LiLAC Shares (discontinued operations)
|
|
$
|
(0.16
|
)
|
|
$
|
(0.22
|
)
|
|
$
|
(1.93
|
)
|
|
$
|
(2.55
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
2016
|
||||||||||||||
|
|
1st quarter
|
|
2nd quarter
|
|
3rd quarter
|
|
4th quarter
|
||||||||
|
|
in millions, except per share amounts
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
|
||||||||
As previously reported
|
|
$
|
4,588.0
|
|
|
$
|
5,074.1
|
|
|
$
|
5,207.2
|
|
|
$
|
5,139.5
|
|
Reclassification of the LiLAC Group to discontinued operations (note 5)
|
|
(303.9
|
)
|
|
(602.9
|
)
|
|
(894.1
|
)
|
|
(922.9
|
)
|
||||
As adjusted
|
|
$
|
4,284.1
|
|
|
$
|
4,471.2
|
|
|
$
|
4,313.1
|
|
|
$
|
4,216.6
|
|
Operating income:
|
|
|
|
|
|
|
|
|
||||||||
As previously reported
|
|
$
|
586.6
|
|
|
$
|
487.8
|
|
|
$
|
902.7
|
|
|
$
|
824.2
|
|
Reclassification of the LiLAC Group to discontinued operations (note 5)
|
|
(60.0
|
)
|
|
20.9
|
|
|
(138.8
|
)
|
|
(141.2
|
)
|
||||
As adjusted
|
|
$
|
526.6
|
|
|
$
|
508.7
|
|
|
$
|
763.9
|
|
|
$
|
683.0
|
|
Net earnings (loss)
|
|
$
|
(333.8
|
)
|
|
$
|
223.8
|
|
|
$
|
(136.8
|
)
|
|
$
|
2,014.1
|
|
Net earnings (loss) attributable to Liberty Global shareholders
|
|
$
|
(369.1
|
)
|
|
$
|
101.4
|
|
|
$
|
(249.5
|
)
|
|
$
|
2,222.5
|
|
Basic earnings (loss) attributable to Liberty Global shareholders per share (note 3):
|
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares (continuing operations)
|
|
$
|
(0.39
|
)
|
|
$
|
0.25
|
|
|
$
|
(0.18
|
)
|
|
$
|
2.47
|
|
LiLAC Shares (discontinued operations)
|
|
$
|
(0.88
|
)
|
|
$
|
(2.43
|
)
|
|
$
|
(0.47
|
)
|
|
$
|
(0.07
|
)
|
Diluted earnings (loss) attributable to Liberty Global shareholders per share (note 3):
|
|
|
|
|
|
|
|
|
||||||||
Liberty Global Shares (continuing operations)
|
|
$
|
(0.39
|
)
|
|
$
|
0.25
|
|
|
$
|
(0.18
|
)
|
|
$
|
2.45
|
|
LiLAC Shares (discontinued operations)
|
|
$
|
(0.88
|
)
|
|
$
|
(2.43
|
)
|
|
$
|
(0.47
|
)
|
|
$
|
(0.07
|
)
|
Item 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS
|
Plan Category
|
|
Number of
securities to be
issued upon
exercise of
outstanding
options, warrants
and rights (1)(2)(3)
|
|
Weighted average
exercise price of
outstanding
options, warrants
and rights (1)(2)
|
|
Number of
securities
available for
future issuance
under equity
compensation
plans (excluding securities reflected in the first column)
|
||||
Equity compensation plans approved by security holders:
|
|
|
|
|
|
|
||||
Liberty Global 2014 Incentive Plan (4):
|
|
|
|
|
|
|
||||
Total ordinary shares available for issuance
|
|
|
|
|
|
56,671,902
|
|
|||
Liberty Global Class A ordinary shares
|
|
9,921,146
|
|
|
$
|
35.81
|
|
|
|
|
Liberty Global Class C ordinary shares
|
|
19,875,243
|
|
|
$
|
34.59
|
|
|
|
|
Liberty Global 2014 Nonemployee Director Incentive Plan (5):
|
|
|
|
|
|
|
||||
Total ordinary shares available for issuance
|
|
|
|
|
|
9,464,495
|
|
|||
Liberty Global Class A ordinary shares
|
|
303,744
|
|
|
$
|
34.22
|
|
|
|
|
Liberty Global Class C ordinary shares
|
|
606,814
|
|
|
$
|
32.87
|
|
|
|
|
Liberty Global 2005 Incentive Plan (6):
|
|
|
|
|
|
—
|
|
|||
Liberty Global Class A ordinary shares
|
|
4,556,275
|
|
|
$
|
26.03
|
|
|
|
|
Liberty Global Class C ordinary shares
|
|
13,566,891
|
|
|
$
|
24.75
|
|
|
|
|
Liberty Global 2005 Director Incentive Plan (6):
|
|
|
|
|
|
—
|
|
|||
Liberty Global Class A ordinary shares
|
|
167,604
|
|
|
$
|
16.39
|
|
|
|
|
Liberty Global Class C ordinary shares
|
|
514,316
|
|
|
$
|
15.75
|
|
|
|
|
VM Incentive Plan (6):
|
|
|
|
|
|
—
|
|
|||
Liberty Global Class A ordinary shares
|
|
333,323
|
|
|
$
|
24.28
|
|
|
|
|
Liberty Global Class C ordinary shares
|
|
2,266,148
|
|
|
$
|
26.34
|
|
|
|
|
Equity compensation plans not approved by security holders:
|
|
|
|
|
|
|
||||
None
|
|
—
|
|
|
|
|
—
|
|
||
Totals:
|
|
|
|
|
|
|
||||
Total ordinary shares available for issuance
|
|
|
|
|
|
66,136,397
|
|
|||
Liberty Global Class A ordinary shares
|
|
15,282,092
|
|
|
|
|
|
|
||
Liberty Global Class C ordinary shares
|
|
36,829,412
|
|
|
|
|
|
|
(1)
|
This table includes (i) SARs and PSARs with respect to 14,701,611 and 34,103,846, Liberty Global Class A and Liberty Global Class C ordinary shares, respectively. Upon exercise, the appreciation of a SAR, which is the difference between the base price of the SAR and the then-market value of the respective underlying class of ordinary shares or in certain cases, if lower, a specified price, may be paid in shares of the applicable class of ordinary shares. Based upon the respective market prices of Liberty Global Class A and Class C ordinary shares at December 31, 2017 and excluding any related tax effects, 1,714,698 and 4,454,272 Liberty Global Class A and Liberty Global Class C ordinary shares, respectively, would have been issued if all outstanding and in-the-money SARs had been exercised on December 31, 2017. For further information, see note 13 to our consolidated financial statements.
|
(2)
|
In addition to the option, SAR and PSAR information included in this table, there are outstanding RSU and PSU awards under the various incentive plans with respect to an aggregate of 2,591,498 and 5,174,713, Liberty Global Class A and Liberty Global Class C ordinary shares, respectively.
|
(3)
|
In connection with the Split-off Transaction and pursuant to the terms of the Liberty Latin America Transitional Share Conversion Plan, a holder of an outstanding equity award with respect to shares of LiLAC Class A, LiLAC Class B, and LiLAC Class C ordinary shares (a LiLAC Award) received an equity award based on the corresponding class of Liberty Latin America common stock with the same terms, including base price and number of shares, as the original LiLAC Award. As a result, all LiLAC Awards of Liberty Global are no longer outstanding under any of our share incentive plans.
|
(4)
|
The Liberty Global 2014 Incentive Plan permits grants of, or with respect to, Liberty Global Class A, Class B, or Class C ordinary shares subject to a single aggregate limit of 105 million shares (of which no more than 50.25 million shares may consist of Class B shares), subject to anti-dilution adjustments. As of December 31, 2017, an aggregate of 56,671,902 ordinary shares were available for issuance pursuant to the incentive plan. For further information, see note 13 to our consolidated financial statements.
|
(5)
|
The Liberty Global 2014 Nonemployee Director Incentive Plan permits grants of, or with respect to, Liberty Global Class A, Class B, or Class C ordinary shares subject to a single aggregate limit of 10.5 million shares, subject to anti-dilution adjustments. As of December 31, 2017, an aggregate of 9,464,495 ordinary shares were available for issuance pursuant to the Liberty Global 2014 Nonemployee Director Incentive Plan. For further information, see note 13 to our consolidated financial statements.
|
(6)
|
On January 30, 2014, our shareholders approved the Liberty Global 2014 Incentive Plan and the Liberty Global 2014 Nonemployee Director Incentive Plan and, accordingly, no further awards will be granted under the Liberty Global 2005 Incentive Plan, the Liberty Global 2005 Director Incentive Plan or the VM Incentive Plan.
|
Item 15.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
Schedule I - Condensed Financial Information of Registrant (Parent Company Information):
|
|
Liberty Global plc Condensed Balance Sheets as of December 31, 2017 and 2016 (Parent Company Only)
|
|
Liberty Global plc Condensed Statements of Operations for the years ended December 31, 2017, 2016 and 2015 (Parent Company Only)
|
|
Liberty Global plc Condensed Statements of Cash Flows for the years ended December 31, 2017, 2016, and 2015 (Parent Company Only)
|
|
Schedule II - Valuation and Qualifying Accounts
|
2 -- Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession:
|
||
2.10
|
|
|
3 -- Articles of Incorporation and Bylaws:
|
||
3.1
|
|
|
4 -- Instruments Defining the Rights of Securities Holders, including Indentures:
|
||
4.1
|
|
|
4.2
|
|
|
4.3
|
|
|
4.4
|
|
|
4.5
|
|
4.6
|
|
|
4.7
|
|
|
4.8
|
|
|
4.9
|
|
|
4.10
|
|
|
4.11
|
|
|
4.12
|
|
|
4.13
|
|
|
4.14
|
|
|
4.15
|
|
|
4.16
|
|
|
4.17
|
|
|
4.18
|
|
|
4.19
|
|
|
4.20
|
|
4.21
|
|
|
4.22
|
|
|
4.23
|
|
|
4.24
|
|
|
4.25
|
|
|
4.26
|
|
|
4.27
|
|
|
4.28
|
|
|
4.29
|
|
|
4.30
|
|
|
4.31
|
|
|
4.32
|
|
|
4.33
|
|
|
4.34
|
|
4.35
|
|
|
4.36
|
|
|
4.37
|
|
|
4.38
|
|
|
4.39
|
|
|
4.40
|
|
|
4.41
|
|
|
4.42
|
|
|
|
The Registrant undertakes to furnish to the Securities and Exchange Commission, upon request, a copy of all instruments with respect to long-term debt not filed herewith.
|
|
10 -- Material Contracts:
|
||
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
10.4
|
|
|
10.5
|
|
|
10.6
|
|
|
10.7
|
|
|
10.8
|
|
|
10.9
|
|
|
10.10
|
|
10.11
|
|
|
10.12
|
|
|
10.13
|
|
|
10.14
|
|
|
10.15
|
|
|
10.16
|
|
|
10.17
|
|
|
10.18
|
|
|
10.19
|
|
|
10.20
|
|
|
10.21
|
|
|
10.22
|
|
|
10.23
|
|
|
10.24
|
|
|
10.25
|
|
|
10.26
|
|
|
10.27
|
|
|
10.28
|
|
|
10.29
|
|
|
10.30
|
|
|
10.31
|
|
|
10.32
|
|
|
10.33
|
|
|
10.34
|
|
|
10.35
|
|
Item 16.
|
FORM 10-K SUMMARY
|
|
|
|
LIBERTY GLOBAL PLC
|
|
|
|
|
Dated:
|
February 14, 2018
|
|
/s/ BRYAN H. HALL
|
|
|
|
Bryan H. Hall
Executive Vice President, General Counsel and Secretary
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ JOHN C. MALONE
|
|
Chairman of the Board
|
|
February 14, 2018
|
John C. Malone
|
|
|
|
|
|
|
|
|
|
/s/ MICHAEL T. FRIES
|
|
President, Chief Executive Officer and Director
|
|
February 14, 2018
|
Michael T. Fries
|
|
|
|
|
|
|
|
|
|
/s/ ANDREW J. COLE
|
|
Director
|
|
February 14, 2018
|
Andrew J. Cole
|
|
|
|
|
|
|
|
|
|
/s/ MIRANDA CURTIS
|
|
Director
|
|
February 14, 2018
|
Miranda Curtis
|
|
|
|
|
|
|
|
|
|
/s/ JOHN W. DICK
|
|
Director
|
|
February 14, 2018
|
John W. Dick
|
|
|
|
|
|
|
|
|
|
/s/ PAUL A. GOULD
|
|
Director
|
|
February 14, 2018
|
Paul A. Gould
|
|
|
|
|
|
|
|
|
|
/s/ RICHARD R. GREEN
|
|
Director
|
|
February 14, 2018
|
Richard R. Green
|
|
|
|
|
|
|
|
|
|
/s/ DAVID E. RAPLEY
|
|
Director
|
|
February 14, 2018
|
David E. Rapley
|
|
|
|
|
|
|
|
|
|
/s/ LARRY E. ROMRELL
|
|
Director
|
|
February 14, 2018
|
Larry E. Romrell
|
|
|
|
|
|
|
|
|
|
/s/ J.C. SPARKMAN
|
|
Director
|
|
February 14, 2018
|
J.C. Sparkman
|
|
|
|
|
|
|
|
|
|
/s/ J. DAVID WARGO
|
|
Director
|
|
February 14, 2018
|
J. David Wargo
|
|
|
|
|
|
|
|
|
|
/s/ CHARLES H.R. BRACKEN
|
|
Executive Vice President and Chief Financial Officer
|
|
February 14, 2018
|
Charles H.R. Bracken
|
|
|
|
|
|
|
|
|
|
/s/ JASON WALDRON
|
|
Senior Vice President and Chief Accounting Officer
|
|
February 14, 2018
|
Jason Waldron
|
|
|
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
73.2
|
|
|
$
|
58.9
|
|
Interest receivables — related-party
|
1.8
|
|
|
451.5
|
|
||
Other receivables — related-party
|
44.6
|
|
|
338.8
|
|
||
Other current assets
|
5.8
|
|
|
7.3
|
|
||
Total current assets
|
125.4
|
|
|
856.5
|
|
||
Long-term notes receivable — related-party
|
975.8
|
|
|
10,537.0
|
|
||
Investments in consolidated subsidiaries, including intercompany balances
|
17,472.6
|
|
|
9,460.3
|
|
||
Other assets, net
|
17.8
|
|
|
16.4
|
|
||
Total assets
|
$
|
18,591.6
|
|
|
$
|
20,870.2
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
in millions
|
||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
0.9
|
|
|
$
|
34.0
|
|
Other payables — related-party
|
68.7
|
|
|
299.1
|
|
||
Current portion of notes payable — related-party
|
2,834.7
|
|
|
1,851.7
|
|
||
Accrued liabilities and other
|
5.6
|
|
|
17.5
|
|
||
Total current liabilities
|
2,909.9
|
|
|
2,202.3
|
|
||
Long-term notes payable — related-party
|
7,884.1
|
|
|
3,912.9
|
|
||
Other long-term liabilities — related-party
|
989.9
|
|
|
991.6
|
|
||
Other long-term liabilities
|
2.7
|
|
|
2.1
|
|
||
Total liabilities
|
11,786.6
|
|
|
7,108.9
|
|
||
Commitments and contingencies
|
|
|
|
||||
Shareholders’ equity:
|
|
|
|
||||
Liberty Global Shares — Class A, $0.01 nominal value. Issued and outstanding 219,668,579 and 253,827,604 shares, respectively
|
2.2
|
|
|
2.5
|
|
||
Liberty Global Shares — Class B, $0.01 nominal value. Issued and outstanding 11,102,619 and 10,805,850 shares, respectively
|
0.1
|
|
|
0.1
|
|
||
Liberty Global Shares — Class C, $0.01 nominal value. Issued and outstanding 584,332,055 and 634,391,072 shares, respectively
|
5.8
|
|
|
6.3
|
|
||
LiLAC Shares — Class A, $0.01 nominal value. Issued and outstanding nil and 50,317,930 shares, respectively
|
—
|
|
|
0.5
|
|
||
LiLAC Shares — Class B, $0.01 nominal value. Issued and outstanding nil and 1,888,323 shares, respectively
|
—
|
|
|
—
|
|
||
LiLAC Shares — Class C, $0.01 nominal value. Issued and outstanding nil and 120,889,034 shares, respectively
|
—
|
|
|
1.2
|
|
||
Additional paid-in capital
|
11,358.6
|
|
|
17,578.2
|
|
||
Accumulated deficit
|
(6,217.6
|
)
|
|
(3,454.8
|
)
|
||
Accumulated other comprehensive earnings (loss), net of taxes
|
1,656.0
|
|
|
(372.4
|
)
|
||
Treasury shares, at cost
|
(0.1
|
)
|
|
(0.3
|
)
|
||
Total shareholders’ equity
|
6,805.0
|
|
|
13,761.3
|
|
||
Total liabilities and shareholders’ equity
|
$
|
18,591.6
|
|
|
$
|
20,870.2
|
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Operating costs and expenses:
|
|
|
|
|
|
||||||
Selling, general and administrative (including share-based compensation)
|
$
|
44.9
|
|
|
$
|
52.9
|
|
|
$
|
83.2
|
|
Related-party fees and allocations
|
55.2
|
|
|
66.3
|
|
|
62.7
|
|
|||
Depreciation and amortization
|
1.0
|
|
|
0.8
|
|
|
0.2
|
|
|||
Other operating expenses
|
—
|
|
|
0.7
|
|
|
14.0
|
|
|||
Operating loss
|
(101.1
|
)
|
|
(120.7
|
)
|
|
(160.1
|
)
|
|||
Non-operating income (expense):
|
|
|
|
|
|
||||||
Interest expense — related-party
|
(406.5
|
)
|
|
(162.3
|
)
|
|
(71.2
|
)
|
|||
Interest income — related-party
|
822.7
|
|
|
781.0
|
|
|
787.3
|
|
|||
Foreign currency transaction gains (losses), net
|
(644.8
|
)
|
|
45.8
|
|
|
(29.8
|
)
|
|||
Other expense, net
|
(3.3
|
)
|
|
(1.3
|
)
|
|
(2.5
|
)
|
|||
|
(231.9
|
)
|
|
663.2
|
|
|
683.8
|
|
|||
Earnings before income taxes and equity in earnings (losses) of consolidated subsidiaries, net
|
(333.0
|
)
|
|
542.5
|
|
|
523.7
|
|
|||
Equity in earnings (losses) of consolidated subsidiaries, net
|
(2,386.0
|
)
|
|
1,279.7
|
|
|
(1,574.7
|
)
|
|||
Income tax expense
|
(59.1
|
)
|
|
(116.9
|
)
|
|
(101.5
|
)
|
|||
Net earnings (loss)
|
$
|
(2,778.1
|
)
|
|
$
|
1,705.3
|
|
|
$
|
(1,152.5
|
)
|
|
Year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
in millions
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net earnings (loss)
|
$
|
(2,778.1
|
)
|
|
$
|
1,705.3
|
|
|
$
|
(1,152.5
|
)
|
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Equity in losses (earnings) of consolidated subsidiaries, net
|
2,386.0
|
|
|
(1,279.7
|
)
|
|
1,574.7
|
|
|||
Share-based compensation expense
|
19.8
|
|
|
29.0
|
|
|
34.6
|
|
|||
Related-party fees and allocations
|
55.2
|
|
|
66.3
|
|
|
62.7
|
|
|||
Depreciation and amortization
|
1.0
|
|
|
0.8
|
|
|
0.2
|
|
|||
Other operating expenses
|
—
|
|
|
0.7
|
|
|
14.0
|
|
|||
Foreign currency transaction losses (gains), net
|
644.8
|
|
|
(45.8
|
)
|
|
29.8
|
|
|||
Deferred income tax benefit
|
(1.6
|
)
|
|
(1.7
|
)
|
|
(5.8
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Receivables and other operating assets
|
502.7
|
|
|
116.8
|
|
|
146.4
|
|
|||
Payables and accruals
|
(160.9
|
)
|
|
29.0
|
|
|
(34.3
|
)
|
|||
Net cash provided by operating activities
|
668.9
|
|
|
620.7
|
|
|
669.8
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Distribution and repayments from (investments in and advances to) consolidated subsidiaries, net
|
1,188.7
|
|
|
(133.6
|
)
|
|
36.4
|
|
|||
Other investing activities, net
|
(7.0
|
)
|
|
0.3
|
|
|
(2.5
|
)
|
|||
Net cash provided (used) by investing activities
|
1,181.7
|
|
|
(133.3
|
)
|
|
33.9
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Borrowings of related-party debt
|
4,632.7
|
|
|
5,249.8
|
|
|
11,241.9
|
|
|||
Repayments of related-party debt
|
(3,496.0
|
)
|
|
(3,751.5
|
)
|
|
(9,590.7
|
)
|
|||
Repurchase of Liberty Global ordinary shares
|
(2,976.2
|
)
|
|
(1,968.3
|
)
|
|
(2,320.5
|
)
|
|||
Proceeds (payments) associated with call option contracts, net
|
—
|
|
|
9.2
|
|
|
(78.3
|
)
|
|||
Proceeds from issuance of Liberty Global shares upon exercise of options
|
11.7
|
|
|
17.4
|
|
|
40.5
|
|
|||
Other financing activities, net
|
(8.1
|
)
|
|
(9.4
|
)
|
|
(9.6
|
)
|
|||
Net cash used by financing activities
|
(1,835.9
|
)
|
|
(452.8
|
)
|
|
(716.7
|
)
|
|||
|
|
|
|
|
|
||||||
Effect of exchange rate changes on cash
|
(0.4
|
)
|
|
(0.3
|
)
|
|
0.9
|
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents
|
14.3
|
|
|
34.3
|
|
|
(12.1
|
)
|
|||
Cash and cash equivalents:
|
|
|
|
|
|
||||||
Beginning of period
|
58.9
|
|
|
24.6
|
|
|
36.7
|
|
|||
End of period
|
$
|
73.2
|
|
|
$
|
58.9
|
|
|
$
|
24.6
|
|
|
Allowance for doubtful accounts — Trade receivables (Continuing operations)
|
||||||||||||||||||||||||
|
Balance at
beginning
of period
|
|
Additions to
costs and
expenses
|
|
Acquisitions
|
|
VodafoneZiggo JV Transaction
|
|
Reclassification to assets held for sale
|
|
Deductions
or write-offs
|
|
Foreign
currency
translation
adjustments
|
|
Balance at
end of
period
|
||||||||||
|
in millions
|
||||||||||||||||||||||||
Year ended December 31:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2015
|
$
|
85.6
|
|
|
80.1
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
(75.0
|
)
|
|
(6.3
|
)
|
|
$
|
84.8
|
|
2016
|
$
|
84.8
|
|
|
69.2
|
|
|
3.8
|
|
|
(13.0
|
)
|
|
—
|
|
|
(59.8
|
)
|
|
(7.8
|
)
|
|
$
|
77.2
|
|
2017
|
$
|
77.2
|
|
|
76.8
|
|
|
1.5
|
|
|
—
|
|
|
(2.3
|
)
|
|
(66.8
|
)
|
|
9.7
|
|
|
$
|
96.1
|
|
|
|
Balan Nair
1550 Wewatta Street, Suite 1000
Denver, CO 80202
USA
|
|
November 1, 2017
Split-Off of Liberty Latin America Ltd.
|
|
|
|
(1)
|
2017 Liberty Global plc Annual Bonus
|
(2)
|
Liberty Global plc Equity Awards
|
(i)
|
With respect to the “Go” grant of performance share units, any other performance share units and all outstanding share appreciation rights (other than those addressed in clause (ii) below) you hold as of the Effective Date, your employment with the LiLAC Group will be considered service to LGI, and such awards will continue to vest, become exercisable and/or become payable in accordance with their current terms for so long as you remain employed with the LiLAC Group.
|
(ii)
|
The special compensatory award granted to you by LGI in February 2017 consisting of $1.0 million and 500,000 share appreciation rights will continue to vest until March 1, 2018, resulting in 1/3 of the share appreciation rights vesting (55,555 Class A; 111,111 Class C), subject to your continued employment with the LiLAC Group through March 1, 2018, and all remaining unvested share appreciation rights shall be forfeited as of such date.
|
(3)
|
280G Waiver
|
Name
|
Country
|
Liberty Global Services GmbH
|
Austria
|
UPC Austria GmbH
|
Austria
|
UPC Austria Services GmbH
|
Austria
|
UPC Business Austria GmbH
|
Austria
|
UPC Cablecom Austria GmbH
|
Austria
|
UPC Oberöstereich GmbH
|
Austria
|
UPC Telekabel Wien GmbH
|
Austria
|
UPC Telekabel-Fernsehnetz Region Baden Betriebe GmbH
|
Austria
|
Allo Telecom NV
|
Belgium
|
Coditel Brabant BVBA
|
Belgium
|
Coditel S.ár.l.
|
Belgium
|
Telenet BVBA
|
Belgium
|
Telenet Finance BVBA
|
Belgium
|
Telenet Group BVBA
|
Belgium
|
Telenet Group Holding N.V.
|
Belgium
|
Telenet Retail BVBA
|
Belgium
|
Telenet Tecteo Bidco NV
|
Belgium
|
Telenet Vlaanderen NV
|
Belgium
|
T-VGAS NV
|
Belgium
|
Liberty Global Cayman Holding Ltd.
|
Cayman Islands
|
UPC Ceska Republica Sro
|
Czech Republic
|
UPC Infrastructure s.r.o.
|
Czech Republic
|
UPC Real Estate s.r.o.
|
Czech Republic
|
UPC Broadband France S.A.S.
|
France
|
UPC Broadband France SNC
|
France
|
Arena Sport Rechte und Marketing GmbH
|
Germany
|
Unitymedia BW GmbH
|
Germany
|
Unitymedia Finanz-Service GmbH
|
Germany
|
Unitymedia GmbH
|
Germany
|
Unitymedia Hessen GmbH & Co. KG
|
Germany
|
Unitymedia Hessen Verwaltungs GmbH
|
Germany
|
Unitymedia International GmbH
|
Germany
|
Unitymedia Management GmbH
|
Germany
|
Unitymedia NRW GmbH
|
Germany
|
Unitymedia Service GmbH
|
Germany
|
Unitymedia Smart Outsourcing GmbH
|
Germany
|
UPC Magyarorszag Kft
|
Hungary
|
Channel 6 Broadcasting Ltd
|
Ireland
|
Cullen Broadcasting Limited
|
Ireland
|
Imminus (Ireland) Limited
|
Ireland
|
Name
|
Country
|
Kish Media Ltd
|
Ireland
|
LGI DTH Ireland
|
Ireland
|
Tullamore Beta Ltd
|
Ireland
|
TV3 Television Network Ltd
|
Ireland
|
TVThree Enterprises Ltd
|
Ireland
|
TVThree Sales Ltd
|
Ireland
|
Ulana Business Management Ltd
|
Ireland
|
UPC Broadband Ireland Ltd
|
Ireland
|
Virgin Media Ireland Ltd
|
Ireland
|
Finance Center Telenet Sàrl
|
Luxembourg
|
Telenet Finance Luxembourg Notes Sàrl
|
Luxembourg
|
Telenet International Finance Sàrl
|
Luxembourg
|
Telenet Luxembourg Finance Center Sàrl
|
Luxembourg
|
Telenet Solutions Luxemburg NV
|
Luxembourg
|
UPC DTH Leasing Sàrl
|
Luxembourg
|
UPC DTH Sàrl
|
Luxembourg
|
UPC DTH Slovakia Sàrl
|
Luxembourg
|
Liberty Global Holding Company Limited
|
Malta
|
Liberty Global Insurance Company Limited
|
Malta
|
Binan Investments B.V.
|
Netherlands
|
Labesa Holding B.V.
|
Netherlands
|
LGCI Holdco I BV
|
Netherlands
|
LGI Mobile BV
|
Netherlands
|
LGI Ventures B.V.
|
Netherlands
|
Liberty Global B.V.
|
Netherlands
|
Liberty Global CE Holding B.V.
|
Netherlands
|
Liberty Global Content Investments BV
|
Netherlands
|
Liberty Global Europe Financing B.V.
|
Netherlands
|
Liberty Global Europe HoldCo 2 B.V.
|
Netherlands
|
Liberty Global Europe Holding B.V.
|
Netherlands
|
Liberty Global Europe Holding II B.V.
|
Netherlands
|
Liberty Global Europe Holding III B.V.
|
Netherlands
|
Liberty Global Europe Investments B.V.
|
Netherlands
|
Liberty Global Europe Management B.V.
|
Netherlands
|
Liberty Global Group Holding BV
|
Netherlands
|
Liberty Global Holding B.V.
|
Netherlands
|
Liberty Global Management BV
|
Netherlands
|
Liberty Global Operations B.V.
|
Netherlands
|
Liberty Global Services B.V.
|
Netherlands
|
Liberty Global Ventures Holding BV
|
Netherlands
|
UGC Australia BV
|
Netherlands
|
UPC Broadband B.V.
|
Netherlands
|
UPC Broadband Holding B.V.
|
Netherlands
|
UPC CEE Holding BV
|
Netherlands
|
UPC CHAT Holding B.V.
|
Netherlands
|
UPC Direct Programming II B.V.
|
Netherlands
|
Name
|
Country
|
Eurobell (Sussex ) Limited
|
UK-England & Wales
|
Eurobell (West Kent) Limited
|
UK-England & Wales
|
Eurobell Internet Services Limited
|
UK-England & Wales
|
Filegale Limited
|
UK-England & Wales
|
Flextech (1992) Limited
|
UK-England & Wales
|
Flextech Broadband Limited
|
UK-England & Wales
|
Flextech Interactive Limited
|
UK-England & Wales
|
Flextech Limited
|
UK-England & Wales
|
General Cable Limited
|
UK-England & Wales
|
General Cable Programming Limited
|
UK-England & Wales
|
Global Handset Finco Ltd
|
UK-England & Wales
|
Interactive Digital Sales Limited
|
UK-England & Wales
|
Jewel Holdings
|
UK-England & Wales
|
LG Ireland Group Limited
|
UK-England & Wales
|
LGCI HoldCo III Ltd
|
UK-England & Wales
|
LGCI Holding Limited
|
UK-England & Wales
|
Liberty Global Broadband Germany Holding II Limited
|
UK-England & Wales
|
Liberty Global Broadband Germany Holding Limited
|
UK-England & Wales
|
Liberty Global Broadband Holding Limited
|
UK-England & Wales
|
Liberty Global Broadband I Limited
|
UK-England & Wales
|
Liberty Global Broadband II Limited
|
UK-England & Wales
|
Liberty Global Content Investments Holding Ltd.
|
UK-England & Wales
|
Liberty Global Content Ltd.
|
UK-England & Wales
|
Liberty Global Europe 2 Limited
|
UK-England & Wales
|
Liberty Global Europe Ltd.
|
UK-England & Wales
|
Liberty Global Finance I (UK) Ltd.
|
UK-England & Wales
|
Liberty Global Finance II (UK) Ltd.
|
UK-England & Wales
|
Liberty Global Incorporated Limited
|
UK-England & Wales
|
Liberty Global plc
|
UK-England & Wales
|
Liberty Global Technology Limited
|
UK-England & Wales
|
Liberty Global Ventures Group Limited
|
UK-England & Wales
|
Liberty Global Ventures Holding Limited
|
UK-England & Wales
|
London South Cable Partnership (P)
|
UK-England & Wales
|
Lynx Europe 4 Limited
|
UK-England & Wales
|
M&NW Network II Limited
|
UK-England & Wales
|
M&NW Network Limited
|
UK-England & Wales
|
Matchco Limited
|
UK-England & Wales
|
Middlesex Cable Limited
|
UK-England & Wales
|
ntl (Aylesbury and Chiltern) Limited
|
UK-England & Wales
|
ntl (B) Limited
|
UK-England & Wales
|
ntl (BCM Plan) Pension Trustees Limited
|
UK-England & Wales
|
ntl (Broadland) Limited
|
UK-England & Wales
|
ntl (CWC) Corporation Limited
|
UK-England & Wales
|
ntl (CWC) Limited
|
UK-England & Wales
|
ntl (South East) Limited
|
UK-England & Wales
|
ntl (South Hertfordshire) Limited
|
UK-England & Wales
|
Name
|
Country
|
ntl (V)
|
UK-England & Wales
|
ntl (YorCan) Limited
|
UK-England & Wales
|
ntl (York) Limited
|
UK-England & Wales
|
ntl Bolton Cablevision Holding Company
|
UK-England & Wales
|
ntl Business (Ireland) Limited
|
UK-England & Wales
|
ntl Business Limited
|
UK-England & Wales
|
ntl CableComms Bolton
|
UK-England & Wales
|
ntl CableComms Bolton Leasing Limited
|
UK-England & Wales
|
ntl CableComms Bromley
|
UK-England & Wales
|
ntl CableComms Bromley Leasing Limited
|
UK-England & Wales
|
ntl CableComms Bury and Rochdale
|
UK-England & Wales
|
ntl CableComms Cheshire
|
UK-England & Wales
|
ntl CableComms Derby
|
UK-England & Wales
|
ntl CableComms Derby Leasing Limited
|
UK-England & Wales
|
ntl CableComms East Lancashire
|
UK-England & Wales
|
ntl CableComms Greater Manchester
|
UK-England & Wales
|
ntl CableComms Greater Manchester Leasing Limited
|
UK-England & Wales
|
ntl CableComms Group Limited
|
UK-England & Wales
|
ntl CableComms Holdings No 1 Limited
|
UK-England & Wales
|
ntl CableComms Holdings No 2 Limited
|
UK-England & Wales
|
ntl CableComms Limited
|
UK-England & Wales
|
ntl CableComms Macclesfield
|
UK-England & Wales
|
ntl CableComms Oldham and Tameside
|
UK-England & Wales
|
ntl CableComms Solent
|
UK-England & Wales
|
ntl CableComms Staffordshire
|
UK-England & Wales
|
ntl CableComms Stockport
|
UK-England & Wales
|
ntl CableComms Surrey
|
UK-England & Wales
|
ntl CableComms Surrey Leasing Limited
|
UK-England & Wales
|
ntl CableComms Sussex
|
UK-England & Wales
|
ntl CableComms Sussex Leasing Limited
|
UK-England & Wales
|
ntl CableComms Wessex
|
UK-England & Wales
|
ntl CableComms Wessex Leasing Limited
|
UK-England & Wales
|
ntl CableComms Wirral
|
UK-England & Wales
|
ntl CableComms Wirral Leasing Limited
|
UK-England & Wales
|
ntl Cambridge Limited
|
UK-England & Wales
|
ntl Communications Services Limited
|
UK-England & Wales
|
ntl Derby Cablevision Holding Company
|
UK-England & Wales
|
ntl Digital Ventures Limited
|
UK-England & Wales
|
ntl Funding Limited
|
UK-England & Wales
|
ntl Glasgow
|
UK-England & Wales
|
ntl Glasgow Holdings Limited
|
UK-England & Wales
|
ntl Kirklees
|
UK-England & Wales
|
ntl Kirklees Holdings Limited
|
UK-England & Wales
|
ntl Manchester Cablevision Holding Company
|
UK-England & Wales
|
ntl Midlands Holdings Limited
|
UK-England & Wales
|
ntl Midlands Leasing Limited
|
UK-England & Wales
|
Name
|
Country
|
ntl Midlands Limited
|
UK-England & Wales
|
ntl National Networks Limited
|
UK-England & Wales
|
ntl Pension Trustees Limited
|
UK-England & Wales
|
ntl Rectangle Limited
|
UK-England & Wales
|
ntl South Central Limited
|
UK-England & Wales
|
ntl South Wales Limited
|
UK-England & Wales
|
ntl Telecom Services Limited
|
UK-England & Wales
|
ntl Trustees Limited
|
UK-England & Wales
|
ntl UK Telephone and Cable TV Holding Company Limited
|
UK-England & Wales
|
ntl Victoria Limited
|
UK-England & Wales
|
ntl Wirral Telephone and Cable TV Company
|
UK-England & Wales
|
ntl Wirral Telephone and Cable TV Company Leasing Limited
|
UK-England & Wales
|
Sheffield Cable Communications Limited
|
UK-England & Wales
|
Smallworld Cable Limited
|
UK-England & Wales
|
Smashedatom Limited
|
UK-England & Wales
|
Telewest Communications (Central Lancashire) Limited
|
UK-England & Wales
|
Telewest Communications (Cotswolds) Limited
|
UK-England & Wales
|
Telewest Communications (Cotswolds) Venture (P)
|
UK-England & Wales
|
Telewest Communications (Fylde & Wyre) Limited
|
UK-England & Wales
|
Telewest Communications (Liverpool) Limited
|
UK-England & Wales
|
Telewest Communications (London South) Joint Venture (P)
|
UK-England & Wales
|
Telewest Communications (London South) Limited
|
UK-England & Wales
|
Telewest Communications (Midlands and North West) Leasing Limited
|
UK-England & Wales
|
Telewest Communications (Midlands and North West) Limited
|
UK-England & Wales
|
Telewest Communications (Midlands) Limited
|
UK-England & Wales
|
Telewest Communications (North East) Limited
|
UK-England & Wales
|
Telewest Communications (North East) Partnership (P)
|
UK-England & Wales
|
Telewest Communications (South East) Limited
|
UK-England & Wales
|
Telewest Communications (South East) Partnership (P)
|
UK-England & Wales
|
Telewest Communications (South Thames Estuary) Limited
|
UK-England & Wales
|
Telewest Communications (South West) Limited
|
UK-England & Wales
|
Telewest Communications (Southport) Limited
|
UK-England & Wales
|
Telewest Communications (St Helens & Knowsley) Limited
|
UK-England & Wales
|
Telewest Communications (Telford) Limited
|
UK-England & Wales
|
Telewest Communications (Tyneside) Limited
|
UK-England & Wales
|
Telewest Communications (Wigan) Limited
|
UK-England & Wales
|
Telewest Communications Cable Limited
|
UK-England & Wales
|
Telewest Communications Holdco Limited
|
UK-England & Wales
|
Telewest Communications Holdings Limited
|
UK-England & Wales
|
Telewest Communications Networks Limited
|
UK-England & Wales
|
Telewest Limited
|
UK-England & Wales
|
Telewest Workwise Limited
|
UK-England & Wales
|
The Cable Corporation Limited
|
UK-England & Wales
|
The Yorkshire Cable Group Limited
|
UK-England & Wales
|
Theseus No. 1 Limited
|
UK-England & Wales
|
Theseus No.2 Limited
|
UK-England & Wales
|
Name
|
Country
|
TVS Television Limited
|
UK-England & Wales
|
Tyneside Cable Limited Partnership (P)
|
UK-England & Wales
|
UPC Broadband UK Limited
|
UK-England & Wales
|
Virgin Media Business Limited
|
UK-England & Wales
|
Virgin Media Communications Limited
|
UK-England & Wales
|
Virgin Media Communications Networks Limited
|
UK-England & Wales
|
Virgin Media Employee Medical Trust Limited
|
UK-England & Wales
|
Virgin Media Finance plc
|
UK-England & Wales
|
Virgin Media Finco Limited
|
UK-England & Wales
|
Virgin Media Investment Holdings Limited
|
UK-England & Wales
|
Virgin Media Investments Limited
|
UK-England & Wales
|
Virgin Media Limited
|
UK-England & Wales
|
Virgin Media Mobile Finance Limited
|
UK-England & Wales
|
Virgin Media Payments Limited
|
UK-England & Wales
|
Virgin Media PCHC II Limited
|
UK-England & Wales
|
Virgin Media PCHC Limited
|
UK-England & Wales
|
Virgin Media Properties II Limited
|
UK-England & Wales
|
Virgin Media Properties Limited
|
UK-England & Wales
|
Virgin Media Secretaries Limited
|
UK-England & Wales
|
Virgin Media Secured Finance plc
|
UK-England & Wales
|
Virgin Media Senior Investments Limited
|
UK-England & Wales
|
Virgin Media Senior Secured Notes Issuer plc
|
UK-England & Wales
|
Virgin Media SFA Finance Limited
|
UK-England & Wales
|
Virgin Media Wholesale Limited
|
UK-England & Wales
|
Virgin Mobile Group (UK) Limited
|
UK-England & Wales
|
Virgin Mobile Holdings (UK) Limited
|
UK-England & Wales
|
Virgin Mobile Telecoms Limited
|
UK-England & Wales
|
Virgin Net Limited
|
UK-England & Wales
|
Virgin WiFi Limited
|
UK-England & Wales
|
VM Sundial Limited
|
UK-England & Wales
|
VM Telewest Holdings Limited
|
UK-England & Wales
|
VM Transfers (No 4) Limited
|
UK-England & Wales
|
VM Transfers (No 5) Limited
|
UK-England & Wales
|
VMFH Limited
|
UK-England & Wales
|
VMIH Sub Limited
|
UK-England & Wales
|
VMWH Limited
|
UK-England & Wales
|
W Television Leasing Limited
|
UK-England & Wales
|
Windsor Television Limited
|
UK-England & Wales
|
X-TANT Limited
|
UK-England & Wales
|
Yorkshire Cable Communications Limited
|
UK-England & Wales
|
CableTel Northern Ireland Limited
|
UK-Northern Ireland
|
CableTel Scotland Limited
|
UK-Scotland
|
ntl Glasgow Holdings Limited
|
UK-Scotland
|
Telewest Communications (Cumbernauld) Limited
|
UK-Scotland
|
Telewest Communications (Dumbarton) Limited
|
UK-Scotland
|
Telewest Communications (Dundee & Perth) Limited
|
UK-Scotland
|
Name
|
Country
|
Telewest Communications (Falkirk) Limited
|
UK-Scotland
|
Telewest Communications (Glenrothes) Limited
|
UK-Scotland
|
Telewest Communications (Motherwell) Limited
|
UK-Scotland
|
Telewest Communications (Scotland Holdings) Limited
|
UK-Scotland
|
Telewest Communications (Scotland) Limited
|
UK-Scotland
|
Telewest Communications (Scotland) Venture (P)
|
UK-Scotland
|
Avon Cable Limited Partnership (P)
|
USA-Colorado
|
Cotswolds Cable Limited Partnership (P)
|
USA-Colorado
|
Edinburgh Cable Limited Partnership (P)
|
USA-Colorado
|
Estuaries Cable Limited Partnership (P)
|
USA-Colorado
|
LGI Technology Holdings Inc.
|
USA-Colorado
|
Liberty Global Management, LLC
|
USA-Colorado
|
Liberty Global Services, LLC
|
USA-Colorado
|
TCI US West Cable Communications Group (P)
|
USA-Colorado
|
UIM Aircraft, LLC
|
USA-Colorado
|
United Cable (London South) Limited Partnership (P)
|
USA-Colorado
|
Virgin Media Finance Holdings Inc.
|
USA-Colorado
|
Virgin Media Group LLC
|
USA-Colorado
|
Virgin Media Inc.
|
USA-Colorado
|
Associated SMR, Inc.
|
USA-Delaware
|
LGI International LLC
|
USA-Delaware
|
LGI Slovakia Holdings Inc.
|
USA-Delaware
|
LGI Ventures Management, Inc.
|
USA-Delaware
|
Liberty Global Japan, LLC
|
USA-Delaware
|
Liberty Global, Inc.
|
USA-Delaware
|
Liberty Japan MC, LLC
|
USA-Delaware
|
Liberty Programming Japan, LLC
|
USA-Delaware
|
Liberty Spectrum Inc.
|
USA-Delaware
|
NTL (Triangle) LLC
|
USA-Delaware
|
NTL CableComms Group LLC
|
USA-Delaware
|
Telenet Financing USD LLC
|
USA-Delaware
|
UnitedGlobalCom LLC
|
USA-Delaware
|
Unitymedia Finance LLC
|
USA-Delaware
|
UPC Financing Partnership
|
USA-Delaware
|
Virgin Media Bristol LLC
|
USA-Delaware
|
1.
|
I have reviewed this annual report on Form 10-K of Liberty Global plc;
|
2.
|
Based on my knowledge, this annual 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 annual report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual report;
|
4.
|
The registrant's other certifying officer 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 annual 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 annual report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this annual report based on such evaluation; and
|
d)
|
Disclosed in this annual 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 officer 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 annual report on Form 10-K of Liberty Global plc;
|
2.
|
Based on my knowledge, this annual 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 annual report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual report;
|
4.
|
The registrant's other certifying officer 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 annual 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 annual report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this annual report based on such evaluation; and
|
d)
|
Disclosed in this annual 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 officer 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 Chief Financial Officer
|
|
|
|
Dated:
|
February 14, 2018
|
|
/s/ Michael T. Fries
|
|
|
|
Michael T. Fries
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
|
|
Dated:
|
February 14, 2018
|
|
/s/ Charles H.R. Bracken
|
|
|
|
Charles H.R. Bracken
|
|
|
|
Executive Vice President and Chief Financial Officer
|