Liberty Global, Inc. ("Liberty Global”
or the "Company”)
(NASDAQ:LBTYA) (NASDAQ:LBTYB) (NASDAQ:LBTYK), today announces financial
and operating results for the fourth quarter ("Q4”)
and year ended December 31, 2007.
Highlights for the year compared to the results for the same period last
year (unless noted), include:
Organic RGU1 additions of 1.45 million,
ending 2007 with 24.0 million RGUs
Revenue of $9.0 billion, reflecting rebased2
growth of 9%
Operating Cash Flow ("OCF”)3
of $3.6 billion, reflecting rebased growth of 15%
--
Excluding Telenet, rebased OCF growth was 16% and 17% for 2007 and
Q4 2007, respectively
OCF margin4 of 39.6% and 39.2% for 2007 and
Q4 2007 as compared to 36.0% and 35.4% for the respective 2006 periods
Loss from continuing operations of $423 million as compared to a loss
of $334 million in 2006
Free cash flow ("FCF”)5
of $515 million, an increase of over 85% as compared to FCF in 2006
Commenting on the year, President and CEO Mike Fries said, "Our
operating results and share price performance in 2007 were attributable
to three things – industry-leading organic
OCF growth, opportunistic M&A activity, and aggressive management of our
capital structure. We posted another year of mid-teens OCF growth with
an increase of 15% (rebased) on a consolidated basis, and 16% excluding
Telenet. Several operations generated superior OCF results in the year
including Poland, Australia, Chile and the Czech Republic –
all of which posted rebased OCF growth rates above 20% for 2007. OCF
margins improved 360 basis points during the year due primarily to a
combination of profitable, high-margin subscriber growth and continued
focus on cost controls. With recent and upcoming product launches and
new bundled offerings across many of our markets, we are excited about
our growth prospects in 2008, particularly in our rapidly expanding
digital cable business.” "On an organic basis, we added 2.6 million
advanced service RGUs (digital video, broadband Internet and telephony)
in 2007, with over 900,000 RGUs coming from digital cable. Of particular
note, our operations in Japan, Belgium, Switzerland and the Czech
Republic had very strong years in terms of digital additions. In the
Netherlands, we have launched the entire suite of high-end video
applications (DVR, VoD and HD)6, and are
generating incremental digital ARPU7 of €8,
a 100% increase over the comparable figure in 2006. In terms of our data
and telephony products, we added 1.5 million organic RGU additions in
2007, with double- and triple-play offers proving to be a strong
catalyst for customer demand. Additionally, we continue to increase data
speeds in our markets, offering maximum speeds of at least 20 Mbps
across most of our European markets and a next-generation 160 Mbps
service in the Kansai region of Japan. On the telephony front, our voice
products have found wide consumer acceptance, particularly those that
provide unlimited calling for a single price.” "We had a successful 2007 on the M&A front,
while remaining disciplined given the fact that private market values
were considerably above public market values during the year. Our most
significant activity on the buy-side was substantially increasing our
ownership in Telenet to 51%. We also completed a number of small cable
system acquisitions in our existing markets which, in total, added
approximately 200,000 RGUs to our global subscriber base. Additionally,
in 2007 we rationalized our 50% interest in Jupiter TV. As we look to
2008, we continue to have a healthy M&A pipeline of potential
transactions, but will remain opportunistic and disciplined as we assess
them, especially in light of the fact that we believe our own equity
remains undervalued.” "In terms of capital structure management, we
believe that our levered equity strategy played a major role in
delivering returns to our shareholders. We purchased $1.9 billion of our
own stock in 2007 and, since fall 2005, we have purchased over $4.0
billion at an average cost under $30 per share. Although the global
capital markets have been challenging, we completed a major refinancing
of our UPC Broadband Holding credit facility in the spring of 2007 and,
in the second half of 2007, we completed three financing transactions at
Telenet, Austar, and LGJ Holdings, which generated over $1.2 billion in
cash for Liberty Global. As a result, our balance sheet remains solid.
At year end we had $2.0 billion of cash, approximately $2.9 billion in
committed, undrawn borrowing capacity8,
minimal near-term debt maturities, and we are substantially hedged on
both currencies and interest rates. We have been able to maintain our
gross leverage within our 4.0x – 5.0x target
range. As we continue to generate free cash flow and raise additional
capital from leverage, we will look to deploy it in a way that further
enhances long-term equity value.” "As we think about our objectives for the
year ahead, we are focused on two main financial metrics: (i) mid-teens
rebased OCF growth; and (ii) lower capital expenditures9
as a percentage of revenue. With that in mind, we are specifically
guiding to consolidated rebased OCF growth of 14 –
16% in 2008 and capital expenditures as a percentage of revenue of 20 –
22%. Over the next several years, we expect to further drive this
capital expenditure ratio lower, especially as we complete the majority
of our remaining European network upgrades.” Operating Statistics
Our total RGU base was 24.0 million at December 31, 2007, which
represents an increase of 4.6 million RGUs or 24% from our total of 19.4
million at year end 2006. The 2007 RGU increase consisted of 3.2 million
additions from M&A activity (principally Telenet) and 1.45 million
additions from organic growth. We finished 2007 with 14.7 million video,
5.4 million broadband Internet and 3.9 million telephony subscribers, as
we increasingly drove the penetration of our advanced services.10
This is reflected in our 1.49x bundling ratio and 33% bundling
penetration at December 31, 2007, both of which reflect significant
improvement over our year end 2006 bundling ratio and penetration of
1.40x and 28%, respectively. Furthermore, we added 863,000 triple-play
customers across our footprint in 2007.
Of our 1.45 million organic RGU additions, we added 782,000 broadband
Internet and 741,000 telephony subscribers and lost 77,000 video
subscribers. Organic broadband Internet and telephony subscriber growth
for the year increased 3% and 22%, respectively, from our additions for
these categories in the prior year period. From a quarterly phasing
perspective, the fourth quarter was our strongest quarter in terms of
organic additions, up 14% over the third quarter. We added 438,000
organic subscribers or 30% of our 2007 total organic additions in the
fourth quarter, with notable strength in our Central and Eastern
European ("CEE”)
operations.
In aggregate, broadband Internet was our strongest performer of the
year. We continue to demonstrate speed leadership in this product
category, as we now offer at least 20 Mbps service in most of our
European markets. In the fourth quarter, we added 214,000 organic
broadband Internet subscribers, a 13% sequential increase from the third
quarter. During 2007, we added 4.1 million total homes serviceable to
our broadband Internet footprint. As a result of our strong year in
broadband Internet, we were able to drive our consolidated broadband
Internet penetration to 21% at year end 2007 from 18% at year end 2006,
led principally by penetration increases in Europe and Chile.
We added 741,000 organic telephony subscribers in 2007, including a
record fourth quarter with 217,000 additions. Our organic telephony
additions in the CEE region for the 2007 fourth quarter and full year
were 47% and 35% higher than the corresponding prior year organic
additions, respectively. This was due in large part to the successful
marketing of Voice-over-Internet Protocol ("VoIP”)
and triple-play bundles across our footprint. We added 4.4 million
telephony homes serviceable to our footprint during the year and
increased consolidated telephony penetration to 16% at year end 2007
from 13% at year end 2006. Our Chilean operation currently sets the
standard for Liberty Global, as it has achieved 34% telephony
penetration in its footprint, while on the other hand, our CEE
operations, where VoIP is relatively new, represents a significant
growth opportunity as telephony penetration is only 9%.
At December 31, 2007, our 14.7 million video subscriber base consisted
of 10.2 million analog11, 3.4 million digital
cable and 1.1 million direct-to-home ("DTH”)
subscribers. In 2007, we lost 77,000 organic video subscribers, largely
as a result of a 117,000 video subscriber loss in Romania due to
heightened competitive factors. However, in the second half of 2007,
Liberty Global added 11,000 organic video subscribers, including 6,000
in the fourth quarter, which was a substantial improvement over our loss
of 88,000 organic subscribers in the first six months of 2007. This
improvement during the second half of 2007 was due in part to our
successful digital cable roll-out in the Czech Republic, and solid
performances in Poland, Hungary and Japan.
In terms of digital cable and DTH, we added 1.1 million organic
subscribers in 2007, with six countries including Japan, Belgium,
Switzerland, the Czech Republic, Chile, and the Netherlands, accounting
for over 80% of the increase. Highlights for the year included the
following: (i) J:COM finished 2007 with 67% digital penetration, an
increase from 52% at December 31, 2006; (ii) both Switzerland and the
Czech Republic experienced increasing digital cable additions throughout
the year, ending 2007 with digital cable penetrations of 16% and 22%,
respectively, which were substantial increases from their year end 2006
digital penetrations of 9% and 5%, respectively; and (iii) our fourth
quarter organic digital cable and DTH additions of 381,000 were the
highest of the year and reflected a 37% improvement over our fourth
quarter 2006 results. Furthermore, we finished 2007 with consolidated
digital cable penetration of 25%, as compared to 19% at year end 2006.
Additionally, we continue to realize incremental video ARPU gains in
those markets where we have launched value-added digital products, such
as premium tiers, DVRs, VoD and HD. For example, in the Netherlands, we
completed the launch of our full suite of advanced services in the fall
and ended 2007 with incremental digital ARPU of €8,
a doubling of our year end 2006 incremental digital ARPU. As we look to
2008, we have re-launched digital in Austria and created new compelling
digital offers in several markets including Ireland. We also plan to
launch digital cable in two of our largest CEE markets, Poland and
Hungary, and to roll-out selected advanced video services in many of our
European markets. As a result of these initiatives, we expect that
digital cable will be an important growth driver for us in 2008.
Revenue
Our revenue for the three months and year ended December 31, 2007 was
$2.5 billion and $9.0 billion, respectively. As compared to the
respective prior year periods, these figures reflect growth rates of 38%
and 39%, respectively. Excluding the impact of foreign currency ("FX”)
movements, revenue increased 26% and 31% for the three months and year
ended December 31, 2007, respectively, as compared to the same periods
last year. The primary drivers of our year-over-year growth, exclusive
of FX, were the consolidation of Telenet, organic growth and the impact
of a number of smaller acquisitions in 2006 and 2007.
For the three months and year ended December 31, 2007, we achieved
rebased growth rates of 7% and 9%, respectively. Our rebased revenue
growth for both periods was driven primarily by subscriber additions
throughout the year. For 2007, our organic performance was positively
impacted by double-digit rebased revenue increases in Poland, Australia,
the Czech Republic, and Chile.
Consolidated ARPU per customer relationship increased 13% to $39.07 for
the year ended December 31, 2007 as compared to the same period last
year. This annual increase was primarily impacted by the 2007
consolidation of Telenet, the appreciation of local currencies against
the U.S. dollar and ARPU per customer increases at our UPC Broadband
Division ("UPC”)
and VTR. UPC’s ARPU per customer relationship
increased 6% to €21.52 ($29.46) in 2007.
This figure was driven in part by UPC’s
continued improvement in product bundling, as it finished 2007 with 27%
of its customer base taking two or more products, as compared to 22% at
December 31, 2006. Similar to UPC, VTR increased its annual ARPU per
customer relationship by 6% to CLP 24,802 ($47.49), as it has been able
to increase the number of its customers taking a bundled product
offering by 24% in the last year. In terms of J:COM’s
2007 ARPU per customer relationship, it decreased slightly to ¥7,350
($62.41) as compared to the year ended December 31, 2006, primarily as a
result of the dilutive impact of the Cable West acquisition.
Operating Cash Flow
For the three months and year ended December 31, 2007, we generated OCF
of $965 million and $3.6 billion, respectively. As compared to the
respective 2006 periods, this reflects growth rates of 53% for both
periods. Excluding FX movements, we achieved OCF growth rates of 39% and
44% for the three months and the year ended December 31, 2007,
respectively, as compared to the same periods last year. Our results
reflect consolidated rebased OCF growth rates of 15% for both the three
months and year ended December 31, 2007 periods. Excluding Telenet, our
rebased OCF growth rate was 17% for the fourth quarter and 16% for the
full year 2007, as compared to the prior year periods. Our operations in
Australia, Chile, Ireland and CEE each achieved full year rebased OCF
growth rates in excess of 18%.
Our OCF margin for the three months ended December 31, 2007 was 39.2%, a
380 basis point improvement over our 35.4% OCF margin for the same
period last year. Similarly, our OCF margin for the year ended December
31, 2007 improved to 39.6%, as compared to 36.0% for 2006. We
experienced margin improvement across most markets for the fourth
quarter and full year, as compared to the respective prior year periods.
In particular, our operations in CEE, Chile and Ireland realized
substantial margin improvement. Overall, our margin expansion in 2007
was due in large part to stringent cost controls, operational leverage,
the positive impact of Telenet and healthy OCF conversion from the
further sell-through of high-margin services. As we look to 2008, we see
continued opportunity to increase OCF margins.
Loss from Continuing Operations
Our loss from continuing operations for the year ended December 31, 2007
was $423 million or $1.11 per basic and diluted share as compared to our
loss from continuing operations of $334 million or $0.76 per basic and
diluted share for the year ended December 31, 2006. Our loss from
continuing operations increased during 2007 as the positive effects of
an increase in our gains on dispositions of assets and improved
operating income were more than offset by the negative effects of
increased interest and income tax expenses and higher losses from
certain other non-operating items.
Capital Expenditures and Free Cash Flow
Capital expenditures for the three months and year ended December 31,
2007 were $583 million and $2,035 million, respectively. As a percentage
of revenue, capital expenditures were 23.7% and 22.6% for the three
months and year ended December 31, 2007, as compared to 25.7% and 23.3%
for the same periods last year, respectively. Additionally, we incurred
capital lease additions of $46 million and $185 million, for the three
months and year ended December 31, 2007. In terms of capital
expenditures for 2007, over 50% of our capital expenditures consisted of
customer premise equipment and scalable infrastructure.
In terms of free cash flow, we reported FCF of $210 million and $515
million for the three months and year ended December 31, 2007,
respectively. FCF improved $15 million and $238 million for the three
months and year ended December 31, 2007, respectively, as compared to
the respective prior year periods. On a full year basis, our FCF grew
over 85%, as the positive impact of higher cash provided by our
operating activities was only partially offset by higher capital
expenditures.
Balance Sheet, Leverage and Liquidity
At December 31, 2007, total debt was $18.4 billion and cash and cash
equivalents (including restricted cash related to our debt instruments)
totaled $2.5 billion, resulting in net debt of $15.8 billion.12
Our debt and cash balances increased by approximately $2.1 billion and
$0.5 billion from September 30, 2007, respectively. These increases were
primarily driven by the successful financings and subsequent capital
distributions undertaken by Telenet and Austar, the LGJ Holdings
financing which synthetically leveraged our J:COM equity interest, and
the impact of FX rates. As a result of the Telenet, Austar and LGJ
Holdings transactions mentioned above, we generated over $1.2 billion in
cash to Liberty Global. Importantly, these transactions were completed
during a challenging time in the credit markets and highlight our
ability to successfully access the capital markets. Additionally, our
cash position at December 31, 2007 was impacted by stock repurchase
activity during the fourth quarter, as we repurchased nearly $600
million of our equity.
In terms of managing our debt position, we made significant improvements
in our balance sheet during 2007. We capitalized on favorable markets in
the first half of 2007 in order to refinance and expand our UPC
Broadband Holding credit facility. As a result of the refinancing, we
extended maturities and reduced the borrowing costs under this facility.
On a consolidated basis, we have minimal near-term principal
amortizations with only 9% of our debt and capital lease balance
amortizing by December 31, 2011. Also, we continue to match
substantially all of our borrowings to our underlying local currencies
and have maintained a low cost of capital on our debt borrowings, with a
weighted average interest rate at December 31, 2007 of 5.9%.13
For the fourth quarter of 2007, our gross and net leverage ratios,
defined as total debt and net debt to last quarter annualized operating
cash flow, were 4.8x and 4.1x, respectively. In addition to our cash
balances at December 31, 2007, we continue to maintain significant
borrowing capacity. In our primary European credit facility at UPC
Broadband Holding, we expect to be able to borrow approximately €646.5
million ($943 million) of our undrawn commitments under our €1.1
billion ($1.6 billion) redrawable term loans I and L, upon completion of
our fourth quarter bank reporting requirements. At December 31, 2007,
our aggregate unused borrowing capacity, as represented by the maximum
undrawn commitment under each of our applicable facilities (including
those at Liberty Global parent, UPC Broadband Holding, Telenet, J:COM
and Austar), without regard to covenant compliance calculations, was
approximately $2.9 billion.8 2008 Guidance Targets
For 2008, we are providing the following consolidated guidance targets
for Liberty Global.
Rebased revenue growth of 7 – 9%;
Rebased OCF growth of 14 – 16%; and
Capital expenditures (excluding capital lease additions) of 20 –
22% of revenue.
About Liberty Global
Liberty Global is the leading international cable operator offering
advanced video, voice and broadband Internet services to connect its
customers to the world of entertainment, communications and information.
As of December 31, 2007, Liberty Global operated state-of-the-art
networks that served approximately 16 million customers across 15
countries principally located in Europe, Japan, Chile, and Australia.
Liberty Global’s operations also include
significant programming businesses such as Chellomedia in Europe.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
including our expectations with respect to our 2008 guidance targets,
our future growth prospects, the timing and impact of our roll-out of
digital products and services, and our borrowing availability; our
insight and expectations regarding competition in our markets; the
impact of our M&A activity on our operations and financial performance;
and other information and statements that are not historical fact. These
forward-looking statements involve certain risks and uncertainties that
could cause actual results to differ materially from those expressed or
implied by these statements. These risks and uncertainties include the
continued use by subscribers and potential subscribers of the Company's
services and willingness to upgrade to our more advanced offerings, our
ability to meet competitive challenges, continued growth in services for
digital television at a reasonable cost, the effects of changes in
technology and regulation, our ability to achieve expected operational
efficiencies and economies of scale, and our ability to generate
expected revenue and operating cash flow, control capital expenditures
as measured by percentage of revenue and achieve assumed margins, as
well as other factors detailed from time to time in the Company's
filings with the Securities and Exchange Commission including our most
recently filed Form 10-K. These forward-looking statements speak only as
of the date of this release. The Company expressly disclaims any
obligation or undertaking to disseminate any updates or revisions to any
forward-looking statement contained herein to reflect any change in the
Company's expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.
For more information, please visit www.lgi.com. 1 Please see page 20 for definition of revenue
generating units ("RGUs”).
Organic figures exclude RGUs of acquired entities at the date of
acquisition but include the impact of changes in RGUs from the date of
acquisition. Organic figures represent additions on a net basis.
2 For purposes of calculating rebased growth
rates on a comparable basis for all businesses that we owned during the
respective periods in 2007, we have adjusted our historical 2006 revenue
and OCF to (i) include the pre-acquisition revenue and OCF of certain
entities acquired during 2006 and 2007 in the respective 2006 rebased
amounts to the same extent that the revenue and OCF of such entities are
included in our 2007 results and (ii) reflect the translation of our
2006 rebased amounts at the applicable average exchange rates that were
used to translate our 2007 results. Please see page 10 for supplemental
information.
3 Please see page 13 for our operating cash
flow definition and the required reconciliation.
4 OCF margin is calculated by dividing OCF by
total revenue for the applicable period.
5 Free cash flow or FCF includes amounts from
both our continuing and discontinued operations and is defined as net
cash provided by operating activities less capital expenditures, each as
reported in our consolidated statements of cash flows. We have modified
this definition from previous reporting so that non-cash capital lease
additions are no longer deducted to arrive at FCF. Accordingly, prior
period FCF amounts have been revised to conform to our new FCF
definition. See page 15 for more information and the required
reconciliation.
6 The abbreviated terms of DVR, HD and VoD are
defined as follows: DVR – digital video
recorder; HD – hi-definition television; and
VoD – video-on-demand.
7 ARPU refers to the average monthly
subscription revenue per average RGU. ARPU per customer relationship
refers to the average monthly subscription revenue per average customer
relationship. In both cases, the amounts are calculated by dividing the
average monthly subscription revenue (excluding installation and mobile
telephony revenue) for the indicated period, by the average of the
opening and closing balances for RGUs or customer relationships, as the
case may be, for the period. Convenience translations for ARPU per
customer relationship figures are based on the average exchange rate for
the quarter.
8 The $2.9 billion amount reflects the
aggregate unused borrowing capacity, as represented by the maximum
undrawn commitments under each of our applicable facilities without
regard to covenant compliance calculations. This amount excludes
approximately $274 million related to unused borrowing capacity
associated with the VTR Bank Facility. Pursuant to the deposit
arrangements with the lender in relation to the VTR Bank Facility, we
are required to fund a cash collateral account in an amount equal to the
outstanding principal and interest under the VTR Bank Facility.
9 Capital expenditures refer to the amounts
reported in our consolidated statements of cash flows and therefore,
exclude non-cash capital lease additions.
10 Advanced services represent our services
related to digital video (including digital cable and DTH), broadband
Internet and telephony.
11 Includes analog and digital MMDS
subscribers.
12 Total debt includes capital lease
obligations. Total cash and cash equivalents includes $485 million of
restricted cash that is related to our debt instruments. Net debt is
defined as total debt less cash and cash equivalents including our
restricted cash balances related to our debt instruments.
13 The weighted average interest rate excludes
capital lease obligations and the impact of our interest rate derivative
agreements, deferred financing costs or commitment fees, all of which
affect our overall cost of borrowing.
Liberty Global, Inc. Condensed Consolidated Balance Sheets
December 31,
2007
2006 in millions ASSETS
Current assets:
Cash and cash equivalents
$
2,035.5
$
1,880.5
Trade receivables, net
1,003.7
726.5
Other receivables, net
95.7
110.3
Restricted cash
28.5
496.1
Deferred income taxes
319.1
131.6
Derivative instruments
230.5
51.0
Other current assets
211.6
166.5
Total current assets
3,924.6
3,562.5
Restricted cash
475.5
—
Investments in affiliates, accounted for using the equity method,
and related receivables
388.6
1,062.7
Other investments
782.9
477.6
Property and equipment, net
10,608.5
8,136.9
Goodwill
12,626.8
9,942.6
Intangible assets subject to amortization, net
2,504.9
1,578.3
Franchise rights and other intangible assets not subject to
amortization
183.7
177.1
Other assets, net
1,123.1
631.6
Total assets
$ 32,618.6 $ 25,569.3
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable
$
804.9
$
652.4
Deferred revenue and advance payments from subscribers and others
933.8
640.1
Current portion of debt and capital lease obligations
383.2
1,384.9
Accrued interest
341.2
257.0
Accrued capital expenditures
194.1
111.7
Other accrued and current liabilities
1,200.3
698.6
Total current liabilities
3,857.5
3,744.7
Long-term debt and capital lease obligations
17,970.2
10,845.2
Deferred tax liabilities
743.7
537.1
Other long-term liabilities
1,765.1
1,283.7
Total liabilities
24,336.5
16,410.7
Commitments and contingencies
Minority interests in subsidiaries
2,446.0
1,911.5
Stockholders’ equity
5,836.1
7,247.1
Total liabilities and stockholders’ equity
$ 32,618.6 $ 25,569.3 Liberty Global, Inc. Consolidated Statements of Operations
Three months endedDecember 31, Year endedDecember 31, 2007
2006 2007
2006 in millions, except per share amounts
Revenue
$ 2,461.4
$ 1,781.8
$ 9,003.3
$ 6,483.9
Operating costs and expenses:
Operating (other than depreciation and amortization) (including
stock-based compensation of $3.3 million, $2.8 million, $12.2
million and $7.0 million, respectively)
1,046.3
768.2
3,740.5
2,778.3
Selling, general and administrative (SG&A) (including stock-based
compensation of $48.8 million, $10.7 million, $181.2 million and
$63.0 million, respectively)
502.6
396.2
1,888.4
1,439.4
Depreciation and amortization
673.5
546.6
2,493.1
1,884.7
Provisions for litigation
25.0
—
171.0
—
Impairment, restructuring and other operating charges, net
26.0
17.5
43.5
29.2
2,273.4
1,728.5
8,336.5
6,131.6
Operating income
188.0
53.3
666.8
352.3
Other income (expense):
Interest expense
(275.7
)
(191.4
)
(982.1
)
(673.4
)
Interest and dividend income
30.7
23.3
115.3
85.4
Share of results of affiliates, net
4.7
7.1
33.7
13.0
Realized and unrealized gains (losses) on financial and derivative
instruments, net
195.2
(187.6
)
(38.7
)
(347.6
)
Foreign currency transaction gains, net
46.7
153.0
20.5
236.1
Other-than-temporary declines in fair values of investments
(206.6
)
(3.5
)
(212.6
)
(13.8
)
Losses on extinguishment of debt, net
(90.4
)
(0.2
)
(112.1
)
(40.8
)
Gains on disposition of assets, net
4.5
106.1
557.6
206.4
Other income (expense), net
(1.1
)
7.2
1.3
12.2
(292.0
)
(86.0
)
(617.1
)
(522.5
)
Earnings (loss) before income taxes, minority interests and
discontinued operations
(104.0
)
(32.7
)
49.7
(170.2
)
Income tax benefit (expense)
(109.3
)
84.3
(233.1
)
7.9
Minority interests in earnings of subsidiaries, net
16.1
(82.8
)
(239.2
)
(171.7
)
Loss from continuing operations
(197.2
)
(31.2
)
(422.6
)
(334.0
)
Discontinued operations:
Earnings from operations
— — —
6.8
Gain on disposal of discontinued operations
—
—
—
1,033.4
—
—
—
1,040.2
Net earnings (loss)
$ (197.2
)
$ (31.2
)
$ (422.6
)
$ 706.2
Basic and diluted earnings (loss) per share:
Continuing operations
$
(0.54
)
$
(0.08
)
$
(1.11
)
$
(0.76
)
Discontinued operations
—
—
—
2.37
$ (0.54
)
$ (0.08
)
$ (1.11
)
$ 1.61
Liberty Global, Inc. Condensed Consolidated Statements of Cash Flows
Year ended December 31, 2007
2006 in millions
Cash flows from operating activities:
Net earnings (loss)
$
(422.6
)
$
706.2
Net earnings from discontinued operations
—
(1,040.2
)
Net loss from continuing operations
(422.6
)
(334.0
)
Net adjustments to reconcile earnings (loss) from continuing
operations to net cash provided by operating activities
2,972.4
2,137.1
Net cash provided by operating activities of discontinued operations
—
74.9
Net cash provided by operating activities
2,549.8
1,878.0
Cash flows from investing activities:
Capital expended for property and equipment
(2,034.5
)
(1,507.9
)
Cash paid in connection with acquisitions, net of cash acquired
(1,178.8
)
(1,254.2
)
Proceeds received upon dispositions of assets
481.7
380.8
Investments in and loans to affiliates and others
(43.5
)
(255.7
)
Net cash received (paid) to purchase or settle derivative instruments
(110.4
)
50.5
Proceeds received from sale of short-term liquid investments
—
2.6
Other investing activities, net
(11.4
)
23.9
Proceeds received upon disposition of discontinued operations, net
of disposal costs
—
2,548.1
Net cash used by investing activities of discontinued operations
—
(92.5
)
Net cash used by investing activities
(2,896.9
)
(104.4
)
Cash flows from financing activities:
Borrowings of debt
11,952.5
7,774.5
Repayments of debt and capital lease obligations
(9,314.6
)
(6,683.3
)
Repurchase of LGI common stock
(1,796.8
)
(1,756.9
)
Cash distribution by subsidiaries to minority interest owners
(596.5
)
(95.3
)
Proceeds from issuance of stock by subsidiaries
124.9
18.5
Payment of deferred financing costs
(95.3
)
(91.9
)
Proceeds from issuance of LGI common stock upon exercise of stock
options
42.9
17.5
Change in cash collateral
6.2
(394.2
)
Other financing activities, net
17.8
(0.7
)
Net cash provided (used) by financing activities
341.1
(1,211.8
)
Effect of exchange rates on cash
161.0
116.5
Net increase in cash and cash equivalents:
Continuing operations
155.0
695.9
Discontinued operations
—
(17.6
)
Net increase in cash and cash equivalents
155.0
678.3
Cash and cash equivalents:
Beginning of period
1,880.5
1,202.2
End of period
$ 2,035.5
$ 1,880.5
Cash paid for interest
$ 887.1
$ 485.6
Net cash paid for taxes
$ 76.2
$ 65.9
Revenue and Operating Cash Flow
The following tables present revenue and operating cash flow by
reportable segment for the three months and year ended December 31,
2007, respectively, as compared to the corresponding prior year periods.
All of the reportable segments derive their revenue primarily from
broadband communications services, including video, voice and broadband
Internet services. Certain segments also provide competitive local
exchange carrier and other business-to-business communications services.
At December 31, 2007, our operating segments in the UPC Broadband
Division provided services in 10 European countries. Our other Central
and Eastern Europe segment includes our operating segments in Czech
Republic, Poland, Romania, Slovak Republic and Slovenia. Telenet, J:COM
and VTR provide broadband communications services in Belgium, Japan and
Chile, respectively. Our corporate and other category includes (i)
Austar and other less significant operating segments that provide
broadband communications services in Puerto Rico and video programming
and other services in Europe and Argentina and (ii) our corporate
category. Intersegment eliminations primarily represent the elimination
of intercompany transactions between our broadband communications and
programming operations, primarily in Europe.
We sold UPC Belgium to Telenet on December 31, 2006, and we began
accounting for Telenet as a consolidated subsidiary effective January 1,
2007. As a result, we began reporting a new segment as of January 1,
2007 that includes Telenet from the January 1, 2007 consolidation date
and UPC Belgium for all periods presented. The new reportable segment is
not a part of the UPC Broadband Division. Segment information for all
periods presented has been restated to reflect the transfer of UPC
Belgium to the Telenet segment. We present only the reportable segments
of our continuing operations in the following tables.
For purposes of calculating rebased growth rates on a comparable basis
for all businesses that we owned during 2007, we have adjusted our
historical revenue and OCF for the three months and year ended December
31, 2006, respectively to (i) include the pre-acquisition revenue and
OCF of certain entities acquired during 2006 and 2007 in our rebased
amounts for the three months and year ended December 31, 2006 to the
same extent that the revenue and OCF of such entities are included in
our results for the three months and year ended December 31, 2007 and
(ii) reflect the translation of our rebased amounts for the three months
and year ended December 31, 2006 at the applicable average exchange
rates that were used to translate our results for the three months and
year ended December 31, 2007. The acquired entities that have
been included in the determination of our rebased revenue and OCF for
the three months ended December 31, 2006 include Telenet, JTV Thematics,
Telesystems Tirol, ten small acquisitions in Europe and one small
acquisition in Japan. The acquired entities that have been included in
the determination of our rebased revenue and OCF for the year ended
December 31, 2006 include Telenet, Cable West, Karneval, INODE, JTV
Thematics, Telesystems Tirol, thirteen small acquisitions in Europe and
three small acquisitions in Japan. We have reflected the revenue and OCF
of these acquired entities in our 2006 rebased amounts based on what we
believe to be the most reliable information that is currently available
to us (generally pre-acquisition financial statements), as adjusted for
the estimated effects of (i) any significant differences between U.S.
generally accepted accounting principles ("GAAP”)
and local generally accepted accounting principles, (ii) any significant
effects of post-acquisition purchase accounting adjustments, (iii) any
significant differences between our accounting policies and those of the
acquired entities and (iv) other items we deem appropriate. As we did
not own or operate these businesses during the pre-acquisition periods,
no assurance can be given that we have identified all adjustments
necessary to present the revenue and OCF of these entities on a basis
that is comparable to the corresponding post-acquisition amounts that
are included in our historical 2007 results or that the pre-acquisition
financial statements we have relied upon do not contain undetected
errors. The adjustments reflected in our 2006 rebased amounts have not
been prepared with a view towards complying with Article 11 of the SEC's
Regulation S-X. In addition, the rebased growth percentages are
not necessarily indicative of the revenue and OCF that would have
occurred if these transactions had occurred on the dates assumed for
purposes of calculating our rebased 2006 amounts or the revenue and OCF
that will occur in the future. The rebased growth percentages have been
presented as a basis for assessing 2007 growth rates on a comparable
basis, and are not presented as a measure of our pro forma
financial performance for 2006. Therefore, we believe our rebased data
is not a non-GAAP measure as contemplated by Regulation G or Item 10 of
Regulation S-K.
In each case, the tables present (i) the amounts reported by each of our
reportable segments for the comparative period, (ii) the U.S. dollar
change and percentage change from period to period, (iii) the percentage
change from period to period, after removing FX, and (iv) the percentage
change from period to period, on a rebased basis. The comparisons that
exclude FX assume that exchange rates remained constant during the
periods that are included in each table.
Revenue
Three months ended December 31, Increase (decrease) In-crease(de-crease) excluding FX In-crease(de-crease) 2007
2006 $
% % Rebased % in millions, except % amounts
UPC Broadband Division:
The Netherlands
$
285.3
$
246.6
$
38.7
15.7
3.0
—
Switzerland
236.8
207.2
29.6
14.3
6.0
—
Austria
136.7
114.1
22.6
19.8
6.7
—
Ireland
82.9
69.5
13.4
19.3
6.3
—
Total Western Europe
741.7
637.4
104.3
16.4
5.0
3.9
Hungary
98.5
82.9
15.6
18.8
3.4
—
Other Central and Eastern Europe
221.8
168.3
53.5
31.8
13.1
—
Total Central and Eastern Europe
320.3
251.2
69.1
27.5
9.9
7.1
Central and corporate operations
2.0
7.3
(5.3
)
(72.6
)
(75.0
)
—
Total UPC Broadband Division
1,064.0
895.9
168.1
18.8
5.7
4.2
Telenet (Belgium)
352.7
12.1
340.6
N.M.
N.M.
8.3
J:COM (Japan)
619.7
535.3
84.4
15.8
11.2
6.7
VTR (Chile)
174.5
147.3
27.2
18.5
12.5
12.5
Corporate and other
275.2
211.7
63.5
30.0
16.2
—
Intersegment eliminations
(24.7
)
(20.5
)
(4.2
)
(20.5
)
(6.9
)
—
Total consolidated LGI
$ 2,461.4
$ 1,781.8
$ 679.6
38.1
26.0
6.9
Year ended December 31, Increase (decrease) In-crease(de-crease)excluding
FX In-crease(de-crease) 2007 2006 $ % % Rebased % in millions, except % amounts
UPC Broadband Division:
The Netherlands
$
1,060.6
$
923.9
$
136.7
14.8
5.2
—
Switzerland
873.9
771.8
102.1
13.2
8.3
—
Austria
503.1
420.0
83.1
19.8
9.9
—
Ireland
307.2
262.6
44.6
17.0
7.3
—
Total Western Europe
2,744.8
2,378.3
366.5
15.4
7.3
6.4
Hungary
377.1
307.1
70.0
22.8
7.4
—
Other Central and Eastern Europe
806.1
574.0
232.1
40.4
24.0
—
Total Central and Eastern Europe
1,183.2
881.1
302.1
34.3
18.2
10.2
Central and corporate operations
11.1
17.9
(6.8
)
(38.0
)
(40.7
)
—
Total UPC Broadband Division
3,939.1
3,277.3
661.8
20.2
10.0
7.3
Telenet (Belgium)
1,291.3
43.8
1,247.5
N.M.
N.M.
9.4
J:COM (Japan)
2,249.5
1,902.7
346.8
18.2
19.4
9.1
VTR (Chile)
634.9
558.9
76.0
13.6
11.7
11.7
Corporate and other
975.7
772.3
203.4
26.3
16.2
—
Intersegment eliminations
(87.2
)
(71.1
)
(16.1
)
(22.6
)
(12.2
)
—
Total consolidated LGI
$ 9,003.3
$ 6,483.9
$ 2,519.4
38.9
31.1
8.9
N.M. – Not Meaningful Operating Cash Flow
Three monthsended December 31, Increase (decrease) In-crease (de-crease) excluding FX In-crease(de-crease) 2007
2006 $
% % Rebased % in millions, except % amounts
UPC Broadband Division:
The Netherlands
$
156.8
$
124.4
$
32.4
26.0
12.1
—
Switzerland
106.7
93.2
13.5
14.5
6.2
—
Austria
60.8
49.1
11.7
23.8
10.5
—
Ireland
34.3
22.1
12.2
55.2
38.0
—
Total Western Europe
358.6
288.8
69.8
24.2
11.9
10.8
Hungary
49.3
40.4
8.9
22.0
6.8
—
Other Central and Eastern Europe
110.9
71.6
39.3
54.9
31.7
—
Total Central and Eastern Europe
160.2
112.0
48.2
43.0
22.8
20.5
Central and corporate operations
(66.4
)
(54.4
)
(12.0
)
(22.1
)
(7.3
)
—
Total UPC Broadband Division
452.4
346.4
106.0
30.6
16.1
14.6
Telenet (Belgium)
154.5
7.4
147.1
N.M.
N.M.
6.2
J:COM (Japan)
251.3
201.0
50.3
25.0
20.1
17.7
VTR (Chile)
71.2
54.4
16.8
30.9
24.4
24.4
Corporate and other
35.2
21.7
13.5
62.2
35.1
—
Total
$ 964.6
$ 630.9
$ 333.7
52.9
39.3
15.0
Year ended December 31, Increase (decrease) In-crease(de-crease) excluding FX In-crease(de-crease) 2007 2006 $ % % Rebased % in millions, except % amounts
UPC Broadband Division:
The Netherlands
$
556.5
$
451.9
$
104.6
23.1
12.7
—
Switzerland
419.3
353.7
65.6
18.5
13.6
—
Austria
237.5
195.7
41.8
21.4
11.4
—
Ireland
104.7
79.9
24.8
31.0
19.7
—
Total Western Europe
1,318.0
1,081.2
236.8
21.9
13.3
12.8
Hungary
189.9
145.3
44.6
30.7
14.5
—
Other Central and Eastern Europe
404.0
264.4
139.6
52.8
34.4
—
Total Central and Eastern Europe
593.9
409.7
184.2
45.0
27.4
18.5
Central and corporate operations
(237.8
)
(206.2
)
(31.6
)
(15.3
)
(5.2
)
—
Total UPC Broadband Division
1,674.1
1,284.7
389.4
30.3
19.1
16.0
Telenet (Belgium)
597.1
24.1
573.0
N.M.
N.M.
11.7
J:COM (Japan)
911.6
738.6
173.0
23.4
24.7
14.2
VTR (Chile)
249.2
198.5
50.7
25.5
23.3
23.3
Corporate and other
135.8
90.3
45.5
50.4
31.9
—
Total
$ 3,567.8
$ 2,336.2
$ 1,231.6
52.7
43.8
15.4
N.M. – Not Meaningful Operating Cash Flow Definition and Reconciliation
Operating cash flow is not a GAAP measure. Operating cash flow is the
primary measure used by our chief operating decision maker to evaluate
segment operating performance and to decide how to allocate resources to
segments. As we use the term, operating cash flow is defined as revenue
less operating and SG&A expenses (excluding stock-based compensation,
depreciation and amortization, provisions for litigation, and
impairment, restructuring and other operating charges or credits). We
believe operating cash flow is meaningful because it provides investors
a means to evaluate the operating performance of our segments and our
company on an ongoing basis using criteria that is used by our internal
decision makers. Our internal decision makers believe operating cash
flow is a meaningful measure and is superior to other available GAAP
measures because it represents a transparent view of our recurring
operating performance and allows management to (i) readily view
operating trends, (ii) perform analytical comparisons and benchmarking
between segments and (iii) identify strategies to improve operating
performance in the different countries in which we operate. For example,
our internal decision makers believe that the inclusion of impairment
and restructuring charges within operating cash flow would distort the
ability to efficiently assess and view the core operating trends in our
segments. In addition, our internal decision makers believe our measure
of operating cash flow is important because analysts and investors use
it to compare our performance to other companies in our industry.
However, our definition of operating cash flow may differ from cash flow
measurements provided by other public companies. A reconciliation of
total segment operating cash flow to our consolidated earnings (loss)
before income taxes, minority interests and discontinued operations, is
presented below. Operating cash flow should be viewed as a measure of
operating performance that is a supplement to, and not a substitute for,
operating income, net earnings, cash flow from operating activities and
other GAAP measures of income.
Three months ended December 31,
Year ended December 31, 2007
2006 2007
2006 in millions
Total segment operating cash flow
$
964.6
$
630.9
$
3,567.8
$
2,336.2
Stock-based compensation expense
(52.1
)
(13.5
)
(193.4
)
(70.0
)
Depreciation and amortization
(673.5
)
(546.6
)
(2,493.1
)
(1,884.7
)
Provisions for litigation
(25.0
)
—
(171.0
)
—
Impairment, restructuring and other operating charges, net
(26.0
)
(17.5
)
(43.5
)
(29.2
)
Operating income
188.0
53.3
666.8
352.3
Interest expense
(275.7
)
(191.4
)
(982.1
)
(673.4
)
Interest and dividend income
30.7
23.3
115.3
85.4
Share of results of affiliates, net
4.7
7.1
33.7
13.0
Realized and unrealized gains (losses) on financial and derivative
instruments, net
195.2
(187.6
)
(38.7
)
(347.6
)
Foreign currency transaction gains, net
46.7
153.0
20.5
236.1
Other-than-temporary declines in fair values of investments
(206.6
)
(3.5
)
(212.6
)
(13.8
)
Losses on extinguishment of debt, net
(90.4
)
(0.2
)
(112.1
)
(40.8
)
Gains on disposition of assets, net
4.5
106.1
557.6
206.4
Other income (expense), net
(1.1
)
7.2
1.3
12.2
Earnings (loss) before income taxes, minority interests and
discontinued operations
$ (104.0
)
$ (32.7
)
$ 49.7
$ (170.2
)
Summary of Debt, Capital Lease Obligations and Cash and Cash
Equivalents
The following table1 details the U.S. dollar
equivalent balances of our consolidated debt, capital lease obligations
and cash and cash equivalents at December 31, 2007:
Debt
CapitalLeaseObligations
Debt andCapital LeaseObligations
Cashand CashEquivalents2 in millions
LGI and its non-operating subsidiaries
$
2,505.6
$
—
$
2,505.6
$
1,411.8
UPC Broadband Division:
UPC Broadband Holding (excluding VTR)
7,220.1
27.3
7,247.4
156.9
UPC Holding
1,968.8
—
1,968.8
1.1
J:COM
1,495.3
499.7
1,995.0
204.8
Telenet
2,897.8
75.8
2,973.6
111.7
VTR
470.3
0.8
471.1
66.1
Austar
678.3
—
678.3
26.2
Chellomedia
344.2
0.1
344.3
48.3
Liberty Puerto Rico
169.3
—
169.3
4.9
Other operating subsidiaries
—
—
—
3.7
Total LGI
$ 17,749.7 $ 603.7 $ 18,353.4 $ 2,035.5 Capital Expenditures and Capital Lease Additions
The table below highlights our capital expenditures per category, as
well as capital lease additions for the three months and year ended
December 31, 2007 and 2006:
Three months ended December 31,
Year endedDecember 31, 2007
2006 2007
2006 in millions
Customer premises equipment
$
199.1
$
186.7
$
828.8
$
630.5
Scalable infrastructure
104.3
70.5
280.1
203.0
Line extensions
41.3
49.1
149.1
166.1
Upgrade/rebuild
89.2
68.6
332.1
201.2
Support capital
137.7
77.8
376.7
287.2
Other including Chellomedia
11.7
4.8
67.7
19.9
Total capital expenditures ("capex”)
$ 583.3
$ 457.5
$ 2,034.5
$ 1,507.9
Capital expenditures
$
583.3
$
457.5
$
2,034.5
$
1,507.9
Capital lease additions
46.0
77.8
185.2
150.4
Total capex and capital leases
$ 629.3
$ 535.3
$ 2,219.7
$ 1,658.3
As % of revenue
Capital expenditures
23.7
%
25.7
%
22.6
%
23.3
%
Capex and capital leases
25.6
%
30.0
%
24.7
%
25.6
%
Free Cash Flow Definition and Reconciliation
FCF includes amounts from both our continuing and discontinued
operations and is defined as net cash provided by operating activities
less capital expenditures, each as reported in our consolidated
statements of cash flows. We have modified this definition from previous
reporting so that non-cash capital lease additions are no longer
deducted to arrive at FCF. Accordingly, prior period FCF amounts have
been revised to conform to our new FCF definition. Adjusted FCF
represents FCF less non-cash capital lease additions. FCF and Adjusted
FCF are not GAAP measures of liquidity.
We believe that our presentation of FCF and Adjusted FCF provides useful
information to our investors because these measures can be used to gauge
our ability to service debt and fund new investment opportunities. FCF
should not be understood to represent our ability to fund discretionary
amounts, as we have various mandatory and contractual obligations,
including debt repayments, which are not deducted to arrive at this
amount. Investors should view FCF as a supplement to, and not a
substitute for, GAAP measures of liquidity included in our consolidated
cash flow statements. The table below highlights the reconciliation of
net cash from operating activities to FCF and FCF to Adjusted FCF for
the three months and year ended December 31, 2007 and 2006, respectively:
Three months ended December 31,
Year ended December 31, 2007
2006 2007
2006 in millions
Net cash provided by continuing operations
$
793.7
$
652.6
$
2,549.8
$
1,803.1
Capital expenditures of continuing operations
(583.3
)
(457.5
)
(2,034.5
)
(1,507.9
)
FCF of discontinued operations
—
—
—
(17.8
)
FCF
$ 210.4
$ 195.1
$ 515.3
$ 277.4
FCF
$
210.4
$
195.1
$
515.3
$
277.4
Capital lease additions
(46.0
)
(77.8
)
(185.2
)
(150.4
)
Adjusted FCF
$ 164.4
$ 117.3
$ 330.1
$ 127.0
ARPU per Customer Relationship Table3
The following table provides ARPU per customer relationship for the year
ended December 31, 2007 and 2006:
Year ended December 31,
2007
2006 % Change
UPC Broadband
€ 21.52
€ 20.31
6.0
%
Telenet
€ 31.98
N.M.
N.M.
J:COM
¥ 7,350
¥ 7,389
(0.5
)%
VTR
CLP 24,802
CLP 23,378
6.1
%
Liberty Global Consolidated
$
39.07
$
34.55
13.1
%
N.M. – Not Meaningful Customer Breakdown and Bundling
The following table provides information on the geography of our
customer base and highlights our customer bundling metrics at December
31, 2007, September 30, 2007 and December 31, 2006:
Dec 31,2007 Sep 30, 2007 Dec 31, 2006 Q4’07 /Q3’07(%
Change) Q4’07 /Q4’06(%
Change) Total Customers
UPC Broadband
9,685,900
9,665,500
9,719,000
0.2%
(0.3)%
Telenet
2,043,800
2,044,800
—
0.0%
N.M.
J:COM
2,659,100
2,615,300
2,512,200
1.7%
5.8%
VTR
992,800
981,600
940,700
1.1%
5.5%
Other
783,600 802,600 671,300 (2.4)% 16.7%
Liberty Global Consolidated
16,165,200
16,109,800
13,843,200
0.3%
16.8%
Total Single-Play Customers
10,784,100
10,941,400
9,976,800
(1.4)%
8.1%
Total Double-Play Customers
2,892,600
2,909,800
2,241,200
(0.6)%
29.1%
Total Triple-Play Customers
2,488,500
2,258,600
1,625,200
10.2%
53.1%
% Double-Play Customers
UPC Broadband
15.3%
15.6%
14.0%
(1.9)%
9.3%
Telenet
24.3%
23.8%
—
2.1%
N.M.
J:COM
27.5%
27.5%
28.3%
0.0%
(2.8)%
VTR
16.1%
16.9%
14.6%
(4.7)%
10.3%
Liberty Global Consolidated
17.9%
18.1%
16.2%
(1.1)%
10.5%
% Triple-Play Customers
UPC Broadband
11.6%
10.0%
7.8%
16.0%
48.7%
Telenet
15.0%
14.1%
—
6.4%
N.M.
J:COM
24.8%
24.2%
22.0%
2.5%
12.7%
VTR
39.0%
36.8%
32.1%
6.0%
21.5%
Liberty Global Consolidated
15.4%
14.0%
11.7%
10.0%
31.6%
RGUs per Customer Relationship
UPC Broadband
1.38
1.36
1.30
1.5%
6.2%
Telenet
1.54
1.52
—
1.3%
N.M.
J:COM
1.77
1.76
1.73
0.6%
2.3%
VTR
1.94
1.90
1.79
2.1%
8.4%
Liberty Global Consolidated
1.49
1.46
1.40
2.1%
6.4%
N.M. – Not Meaningful Fixed Income Overview
The following tables provide preliminary financial information for
selected credit groups and are subject to completion of the respective
financial statements and to finalization of the respective compliance
certificates for the fourth quarter of 2007.
Revenue
Operating Cash Flow4 Three months ended Dec. 31, 2007
Year ended Dec. 31, 2007 Three monthsendedDec. 31,
2007
Year ended Dec. 31, 2007 in millions
UPC Holding B.V.
€ 854.8
€ 3,334.0
€ 361.6
€ 1,402.7
Chellomedia Programming Financing HoldCo B.V.5
52.1
184.2
14.1
51.8
Summary of Debt and Capital Lease Obligations, Cash and Cash
Equivalents and Covenant Calculations6
December 31, 2007 Total Debt and Capital Lease Obligations Cash and Cash Equivalents Senior Leverage Total Leverage in millions
UPC Holding B.V.7 € 6,642.9
€ 153.6
3.56x
4.48x
Chellomedia Programming Financing HoldCo B.V.
236.0
21.1
3.61x
3.61x
Operating Cash Flow Definition and Reconciliations
Operating cash flow is not a GAAP measure. Operating cash flow is the
primary measure used by our chief operating decision makers to evaluate
operating performance and to decide how to allocate resources. As we use
the term, operating cash flow is defined as revenue less operating and
SG&A expenses (excluding stock-based compensation, depreciation and
amortization, and other charges or credits outlined in the respective
tables below). Investors should view operating cash flow as a measure of
operating performance that is a supplement to, and not a substitute for,
operating income, net earnings, cash flow from operating activities and
other GAAP measures of income. The following tables provide the
respective reconciliations for each of the selected credit groups.
Three months ended
Year ended December 31, 2007 December 31, 2007 UPC Holding B.V. in millions
Total segment operating cash flow
€ 361.6
€ 1,402.7
Stock-based compensation expense
(14.2
)
(55.9
)
Depreciation and amortization
(270.1
)
(1,074.0
)
Related party management credits
16.4
32.3
Impairment, restructuring and other operating charges
(9.7
)
(19.7
)
Operating income
€ 84.0
€ 285.4
Chellomedia Programming Financing HoldCo B.V.
Total segment operating cash flow
€ 14.1
€ 51.8
Stock-based compensation expense
(0.3
)
(11.4
)
Depreciation and amortization
(4.4
)
(16.4
)
Related party management fees
(1.9
)
(9.2
)
Impairment, restructuring and other operating charges
—
(0.4
)
Operating income
€ 7.5
€ 14.4
1 With the exception of UPC Holding, which is
stated on a stand-alone basis, the amounts reported in the table include
the named entity and its subsidiaries unless otherwise noted.
2 Excludes $485 million of restricted cash
that is related to our debt instruments.
3 ARPU per customer relationship refers to the
average monthly subscription revenue per average customer relationship
and is calculated by dividing the average monthly subscription revenue
(excluding installation and mobile telephony revenue) for the indicated
period, by the average of the opening and closing balances for customer
relationships for the period. Customer relationships of entities
acquired during the period are normalized. ARPU per customer
relationship for UPC Broadband and Liberty Global Consolidated are not
adjusted for currency impacts. ARPU for Telenet in 2006 is not shown
since it only would pertain to the operations of UPC Belgium, and thus,
would not be comparable to the Telenet ARPU in 2007.
4 Please note that reported OCF may differ
from what is used in the calculation of the respective covenants.
5 The figures for the three months and year
ended December 31, 2007 reflect the following: On May 25, 2007, the
Extreme channel was transferred by ESC Programming B.V., a subsidiary of
Chellomedia Programming B.V., to Zonemedia Broadcasting Limited, a
subsidiary of Chellomedia Programming Financing HoldCo B.V. On October
1, 2007, At Media Sp.z.o.o., a subsidiary of Chellomedia Programming
B.V., was transferred to Chellomedia CEE Holdco B.V., a subsidiary of
Chellomedia Programming Financing HoldCo B.V. Both of these transfers
were between entities under common control and have been reflected in
the reporting as if they occurred on January 1, 2007.
6 In the covenant calculations, we utilize
debt figures that take into account currency swaps. Thus, the debt used
in the calculations may differ from the debt balances reported within
the financial statements. The ratios for each of the two entities are
based on December 31, 2007 results, and are subject to completion of our
fourth quarter bank reporting requirements. The ratios for each entity
are defined and calculated in accordance with the applicable credit
agreement. As defined and calculated in accordance with the UPC
Broadband Holding Bank Facility, senior leverage refers to Senior Debt
to Annualized EBITDA (last two quarters annualized) and total leverage
refers to Total Debt to Annualized EBITDA (last two quarters
annualized). For Chellomedia Programming Financing HoldCo B.V., senior
leverage refers to Senior Net Debt to Annualized EBITDA (last two
quarters annualized) and total leverage refers to Total Net Debt to
Annualized EBITDA (last two quarters annualized).
7 Debt for UPC Holding B.V. reflects only
third party debt.
Consolidated Operating Data - December 31, 2007
Video
Internet
Telephone Homes Passed (1) Two-Way Homes Passed (2) Customer Relationships (3) Total RGUs (4) Analog Cable Sub-scribers (5)
Digital Cable Sub-scribers (6)
DTH Sub-scribers (7)
MMDS Sub-scribers (8)
Total Video Homes Serviceable (9)
Subscribers (10) Homes Serviceable (11)
Subscribers (12)
UPC Broadband Division:
The Netherlands
2,705,200
2,602,100
2,155,400
3,281,500
1,601,800
550,300
-
-
2,152,100
2,602,100
640,300
2,534,000
489,100
Switzerland (13)
1,850,800
1,309,800
1,552,500
2,294,500
1,298,400
252,700
-
-
1,551,100
1,499,800
454,900
1,497,800
288,500
Austria
1,076,000
1,076,000
759,400
1,185,900
490,600
59,600
-
-
550,200
1,076,000
441,700
1,076,000
194,000
Ireland
856,000 408,200 592,300 675,900 253,700 226,100 - 105,200 585,000 408,200 80,500 231,000 10,400
Total Western Europe
6,488,000 5,396,100 5,059,600 7,437,800 3,644,500 1,088,700 - 105,200 4,838,400 5,586,100 1,617,400 5,338,800 982,000
Hungary
1,166,600
1,117,100
988,400
1,343,100
706,000
-
168,000
-
874,000
1,117,100
281,400
1,119,700
187,700
Romania
2,056,200
1,561,300
1,337,500
1,615,700
1,185,100
37,400
115,000
-
1,337,500
1,436,000
181,800
1,374,200
96,400
Poland
1,966,800
1,564,400
1,064,700
1,421,300
1,011,300
-
-
-
1,011,300
1,564,400
297,300
1,516,700
112,700
Czech Republic
1,270,100
1,065,900
775,500
1,031,700
445,800
124,200
129,400
-
699,400
1,065,900
249,000
1,063,000
83,300
Slovak Republic
463,100
331,400
305,400
352,100
261,600
3,200
26,900
7,900
299,600
303,300
42,600
168,500
9,900
Slovenia
196,900 141,300 154,800 209,800 150,100 1,100 - 3,600 154,800 141,300 45,000 141,300 10,000
Total Central and Eastern Europe
7,119,700 5,781,400 4,626,300 5,973,700 3,759,900 165,900 439,300 11,500 4,376,600 5,628,000 1,097,100 5,383,400 500,000
Total UPC Broadband Division
13,607,700 11,177,500 9,685,900 13,411,500 7,404,400 1,254,600 439,300 116,700 9,215,000 11,214,100 2,714,500 10,722,200 1,482,000
Telenet (Belgium) (14) 1,920,000 1,920,000 2,043,800 3,152,300 1,340,700 390,800 - - 1,731,500 2,743,800 872,900 2,743,800 547,900
J:COM (Japan)
9,438,200 9,438,200 2,659,100 4,712,200 717,800 1,470,200 - - 2,188,000 9,438,200 1,211,600 9,415,300 1,312,600
The Americas:
VTR (Chile)
2,441,200
1,652,400
992,800
1,926,800
669,300
183,300
-
-
852,600
1,652,400
520,300
1,625,400
553,900
Puerto Rico
340,800 340,800 114,500 162,800 - 85,200 - - 85,200 340,800 58,000 340,800 19,600
Total The Americas
2,782,000 1,993,200 1,107,300 2,089,600 669,300 268,500 - - 937,800 1,993,200 578,300 1,966,200 573,500
Austar (Australia)
2,462,200 - 669,100 669,100 - 9,300 659,500 - 668,800 30,400 300 - -
Grand Total 30,210,100 24,528,900 16,165,200 24,034,700 10,132,200 3,393,400 1,098,800 116,700 14,741,100 25,419,700 5,377,600 24,847,500 3,916,000
Subscriber Variance Table – December
31, 2007 vs. September 30, 2007
Video
Internet
Telephone Homes Passed (1) Two- way Homes Passed (2) Customer Relationships (3) Total RGUs (4) Analog Cable Sub-scribers (5)
Digital Cable Sub-scribers (6)
DTH Sub-scribers (7)
MMDS Sub-scribers (8)
Total Video Homes Serviceable (9)
Subscribers (10) Homes Serviceable (11)
Subscribers (12)
UPC Broadband Division:
The Netherlands
6,700
3,000
(21,600
)
17,000
(40,300
)
18,900
-
-
(21,400
)
3,000
15,800
36,000
22,600
Switzerland(13)
3,400
3,400
(3,000
)
17,500
(40,100
)
37,100
-
-
(3,000
)
3,400
11,100
3,400
9,400
Austria
88,800
88,800
49,600
86,900
40,200
8,200
-
-
48,400
88,800
24,100
88,800
14,400
Ireland
(5,300
)
24,500
1,200
9,500
(2,800
)
5,400
- (2,600
)
-
24,500
6,900
77,700 2,600
Total Western Europe
93,600
119,700
26,200
130,900
(43,000
)
69,600
- (2,600
)
24,000
119,700
57,900
205,900 49,000
Hungary
7,000
11,400
(9,000
)
48,500
(1,500
)
-
5,900
-
4,400
11,400
23,000
11,400
21,100
Romania
1,400
84,100
(30,000
)
9,900
(76,000
)
17,800
28,500
-
(29,700
)
84,100
24,200
84,200
15,400
Poland
10,800
133,300
16,000
60,200
10,300
-
-
-
10,300
133,300
33,900
129,000
16,000
Czech Republic
800
11,200
16,200
45,000
(46,500
)
56,300
2,700
-
12,500
11,200
18,300
11,300
14,200
Slovak Republic
13,800
31,200
1,800
9,600
1,500
2,800
3,700
(7,000
)
1,000
23,800
3,500
1,000
5,100
Slovenia
1,300
1,500
(800
)
5,700
(1,300
)
100
- 300
(900
)
1,500
2,300
1,500 4,300
Total Central and Eastern Europe
35,100 272,700 (5,800 ) 178,900 (113,500
)
77,000 40,800 (6,700
)
(2,400 ) 265,300 105,200 238,400 76,100
Total UPC Broadband Division
128,700
392,400
20,400
309,800
(156,500
)
146,600
40,800 (9,300
)
21,600
385,000
163,100
444,300 125,100
Telenet (Belgium)(14) 4,900
4,900
(1,000
)
42,900
(56,800
)
52,500
- -
(4,300
)
6,800
22,800
6,800 24,400
J:COM (Japan)
72,500
72,500
43,800
110,600
(76,500
)
104,800
- -
28,300
72,500
29,600
71,700 52,700
The Americas:
VTR (Chile)
28,600
35,100
11,200
57,100
(27,500
)
39,800
-
-
12,300
35,100
20,300
34,800
24,500
Puerto Rico
2,500
2,500
(1,100
)
(600
)
-
(3,900
)
-
-
(3,900
)
2,500
2,400
2,500
900
Brazil
(14,300
)
(14,300
)
(14,300
)
(16,300
)
-
-
-
(14,300
)
(14,300
)
(14,300
)
(2,000
)
-
-
Peru
(68,400
)
(52,400
)
(14,300
)
(16,200
)
(11,500
)
-
- -
(11,500
)
(52,400
)
(4,700
)
- -
Total The Americas
(51,600
)
(29,100
)
(18,500
)
24,000
(39,000
)
35,900
- (14,300
)
(17,400
)
(29,100
)
16,000
37,300 25,400
Austar (Australia)
2,200
-
10,700
10,700
-
200
10,600 -
10,800
-
(100
)
- -
Grand Total 156,700
440,700
55,400
498,000
(328,800 ) 340,000
51,400 (23,600 ) 39,000
435,200
231,400
560,100 227,600
ORGANIC GROWTH SUMMARY:
UPC Broadband Division
48,400
307,400
(30,300
)
222,600
(199,600
)
137,800
40,800
(9,300
)
(30,300
)
300,000
138,300
359,300
114,600
Telenet (Belgium)
4,900
4,900
(7,100
)
37,900
(61,100
)
50,800
-
-
(10,300
)
6,800
23,800
6,800
24,400
J:COM (Japan)
72,500
72,500
43,800
110,600
(76,500
)
104,800
-
-
28,300
72,500
29,600
71,700
52,700
The Americas
30,300
36,800
9,400
55,900
(27,300
)
35,900
-
(800
)
7,800
36,800
22,700
37,300
25,400
Austar (Australia)
2,200
-
10,700
10,700
-
200
10,600 -
10,800
-
(100
)
- - Total Organic Change 158,300
421,600
26,500
437,700
(364,500 ) 329,500
51,400 (10,100 ) 6,300
416,100
214,300
475,100 217,100
ADJUSTMENTS FOR M&A AND OTHER:
Acquisition - Tirol (Austria)
85,000
85,000
50,700
84,000
43,100
5,600
- -
48,700
85,000
24,800
85,000 10,500 Total Q4 acquisitions 85,000
85,000
50,700
84,000
43,100
5,600
- -
48,700
85,000
24,800
85,000 10,500
Dec. 31, 2007 deconsolidation of Brazil and Peru
(81,900
)
(65,900
)
(27,900
)
(31,900
)
(11,700
)
-
-
(13,500
)
(25,200
)
(65,900
)
(6,700
)
-
-
Q4 2007 Belgium adjustment
-
-
6,100
5,000
4,300
1,700
-
-
6,000
-
(1,000
)
-
-
Q4 2007 Ireland adjustment
(4,700
)
-
-
3,200
-
3,200
- -
3,200
-
-
- - Net adjustments for M&A and other (1,600 ) 19,100
28,900
60,300
35,700
10,500
- (13,500 ) 32,700
19,100
17,100
85,000 10,500
Total Net Adds (Reductions) 156,700
440,700
55,400
498,000
(328,800 ) 340,000
51,400 (23,600 ) 39,000
435,200
231,400
560,100 227,600
Footnotes for pages 18 – 19
(1) Homes Passed are homes that can be connected to our networks without
further extending the distribution plant, except for direct-to-home
(DTH) and Multi-channel Multipoint (microwave) Distribution System
(MMDS) homes. Our Homes Passed counts are based on census data that can
change based on either revisions to the data or from new census results.
With the exception of Austar, we do not count homes passed for DTH. With
respect to Austar, we count all homes in the areas that Austar is
authorized to serve as Homes Passed. With respect to MMDS, one Home
Passed is equal to one MMDS subscriber. Due to the fact that we do not
own the partner networks (defined below) used by Cablecom in Switzerland
(see note 13) and Telenet in Belgium (see note 14), or the unbundled
loop and shared access network used by one of our Austrian subsidiaries,
UPC Austria GmbH (Austria GmbH), we do not report homes passed for
Cablecom’s and Telenet’s
partner networks or for Austria GmbH’s
unbundled loop and shared access network.
(2) Two-way Homes Passed are Homes Passed by our networks where
customers can request and receive the installation of a two-way
addressable set-top converter, cable modem, transceiver and/or voice
port which, in most cases, allows for the provision of video and
Internet services and, in some cases, telephone services. Due to the
fact that we do not own the partner networks used by Cablecom in
Switzerland and Telenet in Belgium or the unbundled loop and shared
access network used by Austria GmbH, we do not report two-way homes
passed for Cablecom’s and Telenet’s
partner networks or for Austria GmbH’s
unbundled loop and shared access network.
(3) Customer Relationships are the number of customers who receive at
least one level of service without regard to which service(s) they
subscribe. To the extent that Revenue Generating Units include
equivalent billing unit (EBU) adjustments, we reflect corresponding
adjustments to our Customer Relationship counts. We exclude mobile
customers from Customer Relationships.
(4) Revenue Generating Unit is separately an Analog Cable Subscriber,
Digital Cable Subscriber, DTH Subscriber, MMDS Subscriber, Internet
Subscriber or Telephone Subscriber. A home may contain one or more RGUs.
For example, if a residential customer in our Austrian system subscribed
to our digital cable service, telephone service and broadband Internet
service, the customer would constitute three RGUs. Total RGUs is the sum
of Analog Cable, Digital Cable, DTH, MMDS, Internet and Telephone
Subscribers. In some cases, non-paying subscribers are counted as
subscribers during their free promotional service period. Some of these
subscribers choose to disconnect after their free service period.
(5) Analog Cable Subscriber is comprised of analog cable customers that
are counted on a per connection or EBU basis. In Europe, we have
approximately 652,600 "lifeline”
customers that are counted on a per connection basis, representing the
least expensive regulated tier of basic cable service, with only a few
channels. Telenet’s Analog Cable Subscribers
at December 31, 2007, include 23,800 subscribers who receive Telenet’s
premium video service on a stand alone basis over the Telenet partner
network. Each such premium video subscriber is assumed to represent one
customer relationship.
(6) Digital Cable Subscriber is a customer with one or more digital
converter boxes that receives our digital cable service. We count a
subscriber with one or more digital converter boxes that receives our
digital cable service as just one subscriber. A Digital Cable Subscriber
is not counted as an Analog Cable Subscriber. Individuals who receive
digital cable service through a purchased digital set-top box but do not
pay a monthly digital service fee are only counted as Digital Cable
Subscribers to the extent we can verify that such individuals are
subscribing to analog cable service. We include this group of
subscribers in Telenet’s Digital Cable
Subscribers, but exclude them from Cablecom’s
Digital Cable Subscribers. Subscribers to digital cable services
provided by Cablecom over partner networks receive analog cable services
from the partner networks as opposed to Cablecom. As we migrate
customers from analog to digital cable services, we report a decrease in
our Analog Cable Subscribers equal to the increase in our Digital Cable
Subscribers.
(7) DTH Subscriber is a home or commercial unit that receives our video
programming broadcast directly to the home via a geosynchronous
satellite.
(8) MMDS Subscriber is a home or commercial unit that receives our video
programming via a multi-channel multipoint (microwave) distribution
system.
(9) Internet Homes Serviceable are homes that can be connected to our
broadband networks, or a partner network with which we have a service
agreement, where customers can request and receive broadband Internet
services. With respect to Austria GmbH, we do not report as Internet
Homes Serviceable those homes served either over an unbundled loop or
over a shared access network because they are not serviced over our
networks.
(10) Internet Subscriber is a home or commercial unit or EBU with one or
more cable modem connections to our broadband networks, or that we
service through a partner network, where a customer has requested and is
receiving broadband Internet services. Our Internet Subscribers in
Austria include residential digital subscriber line (DSL) subscribers of
Austria GmbH that are not serviced over our networks. Our Internet
Subscribers do not include customers that receive services via resale
arrangements or from dial-up connections.
(11) Telephone Homes Serviceable are homes that can be connected to our
networks, or a partner network with which we have a service agreement,
where customers can request and receive voice services. With respect to
Austria GmbH, we do not report as Telephone Homes Serviceable those
homes served over an unbundled loop rather than our network.
(12) Telephone Subscriber is a home or commercial unit or EBU connected
to our networks, or that we service through a partner network, where a
customer has requested and is receiving voice services. Telephone
Subscribers as of December 31, 2007, exclude an aggregate of 150,800
mobile telephone subscribers in the Netherlands, Australia and Belgium.
Also, our Telephone Subscribers do not include customers that receive
services via resale arrangements. Our Telephone Subscribers in Austria
include residential subscribers served by Austria GmbH through an
unbundled loop.
(13) Pursuant to service agreements, Cablecom offers digital cable,
broadband Internet and telephony services over networks owned by third
party cable operators (partner networks). A partner network RGU is only
recognized if Cablecom has a direct billing relationship with the
customer. Homes Serviceable for partner networks represent the estimated
number of homes that are technologically capable of receiving the
applicable service within the geographic regions covered by Cablecom’s
service agreements. Internet and Telephone Homes Serviceable and
Customer Relationships with respect to partner networks have been
estimated by Cablecom. These estimates may change in future periods as
more accurate information becomes available. Cablecom’s
partner network information generally is presented one quarter in
arrears such that information included in our December 31, 2007
subscriber table is based on September 30, 2007 data. In our December
31, 2007 subscriber table, Cablecom’s
partner networks account for 54,800 Customer Relationships, 102,300
RGUs, 31,400 Digital Cable Subscribers, 190,000 Internet Homes
Serviceable, 188,000 Telephone Homes Serviceable, 37,400 Internet
Subscribers, and 33,500 Telephone Subscribers. In addition, partner
networks account for 373,800 digital cable homes serviceable that are
not included in Homes Passed or Two-way Homes Passed in our December 31,
2007 subscriber table.
(14) Pursuant to certain agreements, Telenet offers premium video,
broadband Internet and telephony services over a Telenet partner
network. A partner network RGU is only recognized if Telenet has a
direct billing relationship with the customer. Homes Serviceable for
partner networks represent the estimated number of homes that are
technologically capable of receiving the applicable service within the
geographic regions covered by the Telenet partner network. In our
December 31, 2007 subscriber table, Telenet’s
partner network accounts for 465,800 RGUs, 823,800 Internet Homes
Serviceable and Telephone Homes Serviceable, 23,800 premium video
subscribers (included in our Analog Cable Subscribers), 267,200 Internet
Subscribers and 174,800 Telephone Subscribers. In addition, Telenet’s
partner network accounts for 823,800 Homes Passed and Two-way Homes
Passed that are not included in our December 31, 2007 subscriber table.
Additional General Notes to Tables:
With respect to Chile, Japan and Puerto Rico, residential multiple
dwelling units with a discounted pricing structure for video, broadband
Internet or telephony services are counted on an EBU basis. With respect
to commercial establishments, such as bars, hotels and hospitals, to
which we provide video and other services primarily for the patrons of
such establishments, the subscriber count is generally calculated on an
EBU basis by our subsidiaries (with the exception of Telenet, which
counts commercial establishments on a per connection basis). EBU is
calculated by dividing the bulk price charged to accounts in an area by
the most prevalent price charged to non-bulk residential customers
in that market for the comparable tier of service. On a
business-to-business basis, certain of our subsidiaries provide data,
telephony and other services to businesses, primarily in the
Netherlands, Switzerland, Austria, Ireland, Belgium and Romania. We
generally do not count customers of these services as subscribers,
customers or RGUs.
While we take appropriate steps to ensure that subscriber statistics are
presented on a consistent and accurate basis at any given balance sheet
date, the variability from country to country in (i) the nature and
pricing of products and services, (ii) the distribution platform, (iii)
billing systems, (iv) bad debt collection experience and (v) other
factors adds complexity to the subscriber counting process. We
periodically review our subscriber counting policies and underlying
systems to improve the accuracy and consistency of the data reported.
Accordingly, we may from time to time make appropriate adjustments to
our subscriber statistics based on those reviews.
Subscriber information for acquired entities is preliminary and subject
to adjustment until we have completed our review of such information and
determined that it is presented in accordance with our policies.