Unitymedia GmbH ("Unitymedia”), the second largest cable operator in
Germany is today providing selected, preliminary unaudited financial and
operating information for the three months ("Q”) ended March 31, 2010.
Unitymedia is an indirectly owned subsidiary of Liberty Global, Inc.
("Liberty Global”) (NASDAQ: LBTYA) (NASDAQ: LBTYB) (NASDAQ: LBTYK). A
copy of this press release will be posted to the Unitymedia website (www.unitymedia.de)
as well as to the Liberty Global website (www.lgi.com).
In addition, Unitymedia’s financial statements with the accompanying
notes are expected to be posted to both websites prior to the end of May
2010.
Financial and operating highlights for the quarter ended March 31, 2010
as compared to the results for the same period last year (unless noted)
include:
Cable Operating Performance*:
-
Total RGUs increased 6% to 5.8 million
-
Quarterly net RGU additions of 92,000 as compared to 88,000
-
Advanced services subscriptions, consisting of digital cable, internet
and telephony, grew by 30% or 618,000 to 2.7 million RGUs
-
Telephony and internet RGUs increased 49% and 45%, respectively
-
During Q1 2010, 75% of all new internet additions took Unity3play
-
Digital penetration increased to 31% from 26%
-
Both internet and telephony penetration reached 8% of two-way homes
passed, up from 6%
Cable Financial Results and Highlights*:
-
Cable revenue growth of 5% to €228 million, with blended ARPU per
customer increasing 7% to €14.68 per customer
-
Cable Adjusted EBITDA increased 8% to €120 million
-
Cable Adjusted EBITDA margin increased 170 basis points to 53%
-
Cable capital expenditures decreased to 22% of cable revenue from 28%
-
Repaid pre-acquisition capital structure and completed UPC Germany
debt pushdown
* For definitions and reconciliations of certain financial
and subscriber metrics please see pages 8-11.
|
|
|
|
|
|
|
|
|
Unitymedia Operating Statistics Summary
|
|
|
|
|
|
|
|
|
|
Unitymedia Cable Segment
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
%
|
|
(in ’000s unless otherwise noted)
|
|
2010
|
|
2009
|
|
Change
|
|
|
|
|
|
|
|
|
|
Footprint
|
|
|
|
|
|
|
|
Homes Passed(1)
|
|
8,802
|
|
|
8,735
|
|
|
1
|
%
|
|
Two-Way Homes Passed(2)
|
|
8,115
|
|
|
7,526
|
|
|
8
|
%
|
|
|
|
|
|
|
|
|
|
Subscribers (RGUs(3))
|
|
|
|
|
|
|
|
Analog Cable(4)
|
|
3,109
|
|
|
3,373
|
|
|
(8
|
%)
|
|
Digital Cable(5)
|
|
1,415
|
|
|
1,204
|
|
|
18
|
%
|
|
Total Video
|
|
4,523
|
|
|
4,577
|
|
|
(1
|
%)
|
|
Internet(6)
|
|
639
|
|
|
442
|
|
|
45
|
%
|
|
Telephony(7)
|
|
638
|
|
|
428
|
|
|
49
|
%
|
|
Total RGUs
|
|
5,800
|
|
|
5,447
|
|
|
6
|
%
|
|
|
|
|
|
|
|
|
|
Quarterly RGU Net Additions
|
|
|
|
|
|
|
|
Analog Cable
|
|
(62
|
)
|
|
(126
|
)
|
|
51
|
%
|
|
Digital Cable
|
|
53
|
|
|
88
|
|
|
(40
|
%)
|
|
Total Video
|
|
(9
|
)
|
|
(38
|
)
|
|
76
|
%
|
|
Internet
|
|
50
|
|
|
61
|
|
|
(19
|
%)
|
|
Telephony
|
|
52
|
|
|
65
|
|
|
(20
|
%)
|
|
Total RGU Net Additions
|
|
92
|
|
|
88
|
|
|
4
|
%
|
|
|
|
|
|
|
|
|
|
Penetration
|
|
|
|
|
|
|
|
Digital Cable as % of Total Video Subscribers(8)
|
|
31.3
|
%
|
|
26.3
|
%
|
|
5pp
|
|
|
Internet as % of Two-Way Homes Passed(9)
|
|
7.9
|
%
|
|
5.9
|
%
|
|
2pp
|
|
|
Telephony as % of Two-Way Homes Passed(9)
|
|
7.9
|
%
|
|
5.7
|
%
|
|
2pp
|
|
|
|
|
|
|
|
|
|
|
Customer Relationships
|
|
|
|
|
|
|
|
Customer Relationships(10)
|
|
4,572
|
|
|
4,577
|
|
|
0
|
%
|
|
RGUs per Customer Relationship
|
|
1.27
|
|
|
1.19
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
ARPU (€)(11)
|
|
|
|
|
|
|
|
Blended ARPU per Customer Relationship
|
|
14.68
|
|
|
13.69
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
arena Segment
|
|
|
|
|
|
|
|
arenaSAT Customers(12)
|
|
51
|
|
|
184
|
|
|
(72
|
%)
|
Note: Minor differences in figures throughout this document are due to
rounding. For footnote disclosure please refer to page 10.
Subscriber Statistics
Following the acquisition by Liberty Global, we have changed the manner
of accounting for our video and internet subscriber base as of Q1 2010.
Regarding the video subscriber base, Pay TV RGUs are not accounted for
separately but treated as an additional service that a digital cable RGU
is subscribing to in addition to the underlying basic cable access
service. In addition, a customer subscribing to our basic digital
service will be counted as a digital cable subscriber, but not as an
analog cable subscriber. Therefore, a customer taking our basic digital
cable service as well as one or more Pay TV packages and/or digital
video recorder ("DVR”) subscriptions is counted as one digital cable
RGU. In terms of our internet RGU base, we are including customers
taking retail broadband products (ranging from 2 to 120 MB/s) as well as
those Multimedia-Anschluss ("MMA”) RGUs, the wholesale 128 KB/s internet
product for landlords, which have requested and received a modem that
enables the receipt of the service. Prior period figures have been
adjusted to conform to the new subscriber policies and further
adjustments to our subscriber counting policies are possible in future
periods as we continue the integration process with Liberty Global. For
more detail and an RGU overview of prior quarters under the revised RGU
definition please refer to page 8 of this release.
At March 31, 2010, we had 5.80 million RGUs, reflecting an increase of
6%, as compared to our 5.45 million RGUs at March 31, 2009. The
improvement in RGUs was due to growth in our advanced services of
digital cable, internet and telephony, which increased 30% from 2.07
million as of March 31, 2009 to 2.69 million as of March 31, 2010. This
growth resulted in part from a combination of our high value product
offerings and an increased consumer awareness of our triple-play
services. Of our total RGUs at Q1 2010, advanced services represented
46%, as compared to 38% in the prior year period.
We finished the three months ended March 31, 2010 with 639,000 and
638,000 internet and telephony RGUs, respectively. As compared to March
31, 2009, our internet RGUs increased by 197,000 or 45% and our
telephony RGUs increased by 210,000 or 49%. Our internet growth has been
driven primarily by the strong take-up of Unity3play services, which
offers the consumer a bundled offering consisting of digital basic cable
programming, internet and telephony services. Additionally, the
triple-play bundle is fueling our telephony RGU growth, as over 90% of
our internet additions in the quarter also subscribed to our telephony
service.
Our video subscriber base at March 31, 2010 totaled 4.52 million RGUs,
consisting of 3.11 million analog and 1.42 million digital subscribers.
Over the last twelve months, our video base declined by 1% or 54,000
RGUs, primarily as a result of previous price increases in our single
and multi-user segments. A highlight of the last twelve months has been
the addition of 211,000 digital cable RGUs, of which 53,000 were in Q1
2010. This increase has been driven by the ongoing conversion of analog
cable subscriptions into digital as well as continued strong take-up of
Unity3play. As a result, our digital cable penetration at March 31, 2010
was 31%, up from 26% at March 31, 2009.
At arenaSAT, our subscriber base decreased to 51,000 subscribers at
March 31, 2010, from 184,000 at March 31, 2009. This was primarily due
to expected churn from Bundesliga subscribers, as the Premiere
(now Sky Deutschland) sublicense agreement expired on June 30, 2009.
ARPU per Customer
A key component of our business strategy is to increase the penetration
of our advanced services by providing our customers with a compelling
value proposition through our bundled product offerings and enhanced
digital video functionality and content. As a result, one of our
objectives is to increase our ARPU per customer through a combination of
migrating our largely single-play analog cable customers to digital
video and upselling our customers to our Unity3play services, as
customers increasingly recognize the value of our bundled products. As
part of our business strategy, we are seeking to accelerate the roll-out
of next-generation high-speed internet, using EuroDOCSIS 3.0 technology,
as well as high definition television.
In the last twelve months, we have increased our RGUs per customer
relationship by 7% to 1.27x at March 31, 2010 from 1.19x at March 31,
2009. Over the same period, our blended ARPU per cable Customer
Relationship has increased by 7% to €14.68 for the three months ended
March 31, 2010, as compared to €13.69 for the three months ended March
31, 2009.
|
|
|
|
|
|
|
Unitymedia Preliminary Unaudited EU-IFRS*
Selected Financials
|
|
|
|
|
|
|
|
|
|
Three months ended March 31,
|
|
%
|
|
(in €m, unless otherwise noted)
|
|
2010
|
|
2009
|
|
Change
|
|
|
|
|
|
|
|
|
|
Revenue(13)
|
|
|
|
|
|
|
|
Unitymedia Cable
|
|
227.6
|
|
|
217.1
|
|
|
5
|
%
|
|
arena
|
|
3.4
|
|
|
79.6
|
|
|
(96
|
%)
|
|
Consolidated
|
|
231.0
|
|
|
296.7
|
|
|
(22
|
%)
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA(14)
|
|
|
|
|
|
|
|
Unitymedia Cable
|
|
120.2
|
|
|
111.0
|
|
|
8
|
%
|
|
arena
|
|
1.1
|
|
|
9.9
|
|
|
N/M
|
|
|
Consolidated
|
|
121.2
|
|
|
120.9
|
|
|
N/M
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures(15)
|
|
|
|
|
|
|
|
Unitymedia Cable
|
|
49.3
|
|
|
60.8
|
|
|
(19
|
%)
|
|
arena
|
|
0.0
|
|
|
0.3
|
|
|
N/M
|
|
|
Consolidated
|
|
49.3
|
|
|
61.1
|
|
|
(19
|
%)
|
|
|
|
|
|
|
|
|
|
Key Financial Metrics for Unitymedia Cable
|
|
|
|
|
|
|
|
Cable Adjusted EBITDA Margin(16)
|
|
52.8
|
%
|
|
51.1
|
%
|
|
2pp
|
|
|
Cable CapEx as % of Cable Revenue
|
|
21.6
|
%
|
|
28.0
|
%
|
|
(6pp
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
For the quarter ended March 31, 2010, cable revenue amounted to €228
million, reflecting an increase of 5%, as compared to €217 million for
the quarter ended March 31, 2009. The increase was primarily due to
increased revenue from advanced services, as we continued to experience
strong demand for our lead consumer product, Unity3play, and to a lesser
extent, the positive impact of an increase in our basic cable pricing
effective January 1, 2010 for certain multi-user contracts. These were
partially offset by the impact of the discontinuation of retailing Bundesliga
programming in the digital cable business and basic video subscriber
churn resulting in part from previous price increases.
arena generated revenue of €3 million in the quarter ended March 31,
2010, as compared to €80 million in the quarter ended March 31, 2009.
The decrease in revenue was primarily due to the discontinuation of
Premiere share revenue recognition and sublicense fees from Premiere, as
the underlying Bundesliga sublicense agreement with Premiere
expired on June 30, 2009, as well as lower subscription revenue.
* International Financial Reporting Standards, as adopted by
the European Union ("EU-IFRS”).
Adjusted EBITDA
As a result of our acquisition by Liberty Global, we have revised our
definition of Adjusted EBITDA and current and prior period amounts are
presented under the revised definition. For more information, please
refer to footnote 14 and page 9 of this release.
For the quarter ended March 31, 2010, Cable Adjusted EBITDA was €120
million, reflecting an increase of 8%, as compared to the quarter ended
March 31, 2009. This growth was primarily due to increased take-up of
our advanced services and was partially offset by higher costs to
service our RGU base, including costs related to interconnection and
customer care. In terms of margins, we achieved a Cable Adjusted EBITDA
margin of 52.8% in Q1 2010, as compared to 51.1% in Q1 2009. This
year-over-year margin improvement was primarily due to lower programming
expenses following the discontinuation of Bundesliga programming, the
January 1, 2010 price increase in our video business as well as
operating leverage inherent in our business.
Capital Expenditures
Capital expenditures for the cable segment decreased from €61 million
for the quarter ended March 31, 2009 to €49 million for the quarter
ended March 31, 2010, primarily driven by a lower volume of network
backbone upgrades. For the quarter ended March 31, 2010, capital
expenditures were 22% of cable revenue. As of March 31, 2010, the
network was 92% upgraded for two-way services up to the street cabinet,
with drops from the street cabinet to the building generally added, and
in-home wiring generally upgraded, on an as-needed, success-based basis.
In line with our strategy to offer our customers competitive broadband
services at very high speeds we plan to have approximately 80% of our
two-way homes passed upgraded to EuroDocsis 3.0 standard by the end of
2010.
Capital Resources
The following table details our nominal, consolidated third-party
financial debt as of March 31, 2010:
|
Unitymedia Financial Debt
|
|
Maturity Date
|
|
Interest Rate
|
|
Nominal Value
|
|
|
|
|
|
|
|
in € millions
|
|
|
|
|
|
|
|
|
|
Euro Senior Secured Notes
|
|
Dec. 1, 2017
|
|
8.125%
|
|
1,430.0
|
|
USD Senior Secured Notes
|
|
Dec. 1, 2017
|
|
8.125%
|
|
624.4(17)
|
|
Senior Notes
|
|
Dec. 1, 2019
|
|
9.625%
|
|
665.0
|
|
Revolving Credit Facility
|
|
Dec. 31, 2014
|
|
Euribor + 3.75%
|
|
80.0(18)
|
|
|
|
|
|
|
|
|
The following table provides a reconciliation of our consolidated
third-party financial debt to the EU-IFRS balance sheet value as of the
indicated periods:
|
|
|
March 31, 2010
|
|
December 31, 2009
|
|
|
|
in € millions
|
|
Existing Debt Prior to Closing of Liberty Global Acquisition
|
|
—
|
|
|
1,699.1(19)
|
|
Revolving Credit Facility, of which drawn
|
|
35.0
|
|
|
—
|
|
|
Euro Senior Secured Notes due 2017, net of issuance discount
|
|
1,400.2
|
|
|
—
|
|
|
USD Senior Secured Notes due 2017, net of issuance discount
|
|
611.4
|
|
|
—
|
|
|
Senior Notes due 2019, net of issuance discount
|
|
649.7
|
|
|
—
|
|
|
Subtotal Amount of Third-Party Financial Debt
|
|
2,696.3
|
|
|
1,699.1
|
|
|
|
|
|
|
|
|
Accrued Interest and Capitalized Transaction Costs
|
|
13.7
|
|
|
(8.6
|
)
|
|
Third-Party Financial Debt per EU-IFRS Balance Sheet
|
|
2,710.0
|
|
|
1,690.5
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
(87.9
|
)
|
|
(185.0
|
)
|
|
Net Debt(20)
|
|
2,622.1
|
|
|
1,505.5
|
|
|
|
|
|
|
|
|
|
March 2010 Refinancing
On November 20, 2009, UPC Germany as part of the acquisition financing
for Unitymedia issued:
-
€1,430 million principal amount of 8.125% senior secured notes due 2017
-
$845 million principal amount of 8.125% senior secured notes due 2017
-
€665 million principal amount of 9.625% senior notes due 2019.
In addition, on December 21, 2009, UPC Germany entered into an €80
million secured revolving credit facility agreement. The proceeds from
the November 20, 2009 note issuances were used to fund a portion of the
purchase price for the Unitymedia acquisition upon closing of the
transaction on January 28, 2010. In addition, on March 2, 2010, as part
of the debt pushdown to Unitymedia and certain of its operating
subsidiaries, the remaining proceeds from the note issuances were used
to redeem Unitymedia’s then existing indebtedness, which consisted of
the following:
-
€1,350 million senior secured floating rate notes due 2013 (of which
€1,024 million was outstanding);
-
€235 million 10.125% senior notes due 2015 (and payment of applicable
call premium of €12 million);
-
$151 million 10.375% senior notes due 2015 (and payment of applicable
call premium of $8 million);
-
€215 million 8.75% senior notes due 2015 (and payment of applicable
call premium of €9 million); and
-
€100 million term loan facility.
Additionally, Unitymedia’s existing undrawn €130 million revolving
credit facility was cancelled. Accrued interest on Unitymedia’s existing
indebtedness of €13 million in the aggregate was also paid. Unitymedia
used approximately €198 million of cash on the balance sheet to repay a
portion of the above-described existing indebtedness as part of the
March 2, 2010 refinancing.
About Unitymedia
Unitymedia is the second largest cable operator in Germany and an
indirectly owned subsidiary of Liberty Global, Inc. We provide analog
and digital cable television services as well as internet and telephony
services to our customers who reside in our upgraded network area in the
federal states of North Rhine-Westphalia and Hesse. Our cable network,
which passes approximately 8.8 million homes, is one of the most
technically advanced in Europe. In addition to this core business, we
operate a digital pay TV satellite platform, arenaSAT, which is part of
our arena segment. As of March 31, 2010, Unitymedia had approximately
4.5 million video subscribers, including 1.4 million digital video RGUs,
639,000 internet RGUs and 638,000 telephony RGUs. More information on
Unitymedia can be found at http://www.unitymedia.de.
Unitymedia´s ultimate parent, Liberty Global, Inc., is the leading
international cable operator offering advanced video, voice and
broadband internet services and operating state-of-the-art networks
across 14 countries principally located in Europe, Chile, and Australia.
Liberty Global’s operations also include significant programming
businesses such as Chellomedia in Europe.
Disclaimer
This press release contains forward-looking statements, including our
expectations with respect to our strategy and future growth prospects,
including our ability to increase ARPU per customer through bundling of
advanced services; the timing and impact of our expanded roll-out of
advanced products and services, including our next-generation broadband
services and advanced digital video features; our insight and
expectations regarding competitive and economic factors in our markets;
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 our services
and their willingness to upgrade to our more advanced offerings, our
ability to meet challenges from competition and economic factors, the
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, as
well as other factors detailed from time to time in Liberty Global's
filings with the Securities and Exchange Commission including Liberty
Global’s most recently filed Forms 10-K and 10-Q. These forward-looking
statements speak only as of the date of this release. We expressly
disclaim any obligation or undertaking to disseminate any updates or
revisions to any forward-looking statement contained herein to reflect
any change in our expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based.
The financial information contained herein is preliminary and subject to
change. We presently expect to issue our unaudited consolidated
financial statements for the three months ended March 31, 2010 prior to
the end of May 2010, at which time they will be posted to the investor
relations section of the Unitymedia website (www.unitymedia.de)
and the investor relations section of the Liberty Global website (www.lgi.com)
under the fixed income heading.
Our financial condition and results of operations will be included in
Liberty Global’s consolidated financial statements under accounting
principles generally accepted in the United States ("U.S. GAAP”) while
the financial figures contained in this release are prepared in
accordance with EU-IFRS. There are significant differences between the
U.S. GAAP and EU-IFRS presentations of our consolidated financial
statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Statistics Under Revised RGU Definition
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in ‘000s unless otherwise stated)
|
|
Q1 2010
|
|
Q4 2009
|
|
Q3 2009
|
|
Q2 2009
|
|
Q1 2009
|
|
Q4 2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unitymedia Cable Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Footprint
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Homes Passed(1)
|
|
8,802
|
|
|
8,786
|
|
|
8,757
|
|
|
8,744
|
|
|
8,735
|
|
|
8,685
|
|
|
Two-Way Homes Passed(2)
|
|
8,115
|
|
|
8,095
|
|
|
7,839
|
|
|
7,690
|
|
|
7,526
|
|
|
7,222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subscribers (RGUs)(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Analog Cable(4)
|
|
3,109
|
|
|
3,171
|
|
|
3,258
|
|
|
3,306
|
|
|
3,373
|
|
|
3,499
|
|
|
Digital Cable(5)
|
|
1,415
|
|
|
1,362
|
|
|
1,301
|
|
|
1,265
|
|
|
1,204
|
|
|
1,116
|
|
|
Total Video
|
|
4,523
|
|
|
4,533
|
|
|
4,558
|
|
|
4,570
|
|
|
4,577
|
|
|
4,615
|
|
|
Internet(6)
|
|
639
|
|
|
589
|
|
|
542
|
|
|
499
|
|
|
442
|
|
|
380
|
|
|
Telephony(7)
|
|
638
|
|
|
586
|
|
|
535
|
|
|
490
|
|
|
428
|
|
|
363
|
|
|
Total RGUs
|
|
5,800
|
|
|
5,708
|
|
|
5,635
|
|
|
5,559
|
|
|
5,447
|
|
|
5,358
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Penetration
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Digital Cable as a % of Total Video Subscribers(8)
|
|
31.3
|
%
|
|
30.0
|
%
|
|
28.5
|
%
|
|
27.7
|
%
|
|
26.3
|
%
|
|
24.2
|
%
|
|
Internet as a % of Two-Way Homes Passed(9)
|
|
7.9
|
%
|
|
7.3
|
%
|
|
6.9
|
%
|
|
6.5
|
%
|
|
5.9
|
%
|
|
5.3
|
%
|
|
Telephony as a% of Two-Way Homes Passed(9)
|
|
7.9
|
%
|
|
7.2
|
%
|
|
6.8
|
%
|
|
6.4
|
%
|
|
5.7
|
%
|
|
5.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Customer Relationships
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Customer Relationships(10)
|
|
4,572
|
|
|
4,533
|
|
|
4,558
|
|
|
4,570
|
|
|
4,577
|
|
|
4,615
|
|
|
RGUs per Customer Relationship
|
|
1.27
|
|
|
1.26
|
|
|
1.24
|
|
|
1.22
|
|
|
1.19
|
|
|
1.16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ARPU (€)(11)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blended ARPU per Customer Relationship
|
|
14.68
|
|
|
14.26
|
|
|
13.91
|
|
|
14.06
|
|
|
13.69
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
arena Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
arenaSAT Customers(12)
|
|
51
|
|
|
57
|
|
|
68
|
|
|
105
|
|
|
184
|
|
|
191
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Key Financial Overview and Reconciliations Under Revised Revenue(13), Depreciation
& Amortization, Financial Income(21),
Financial Expenses(21) and Adjusted
EBITDA Definitions(14)
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, 2010
|
|
|
|
|
|
|
|
(in €m)
|
|
Cable
|
|
arena
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
227.6
|
|
|
3.4
|
|
|
231.0
|
|
|
|
|
|
|
|
|
|
|
Reportable Segment Adjusted EBITDA
|
|
120.2
|
|
|
1.1
|
|
|
121.2
|
|
|
|
|
|
|
|
|
|
|
Share Based Payments
|
|
(7.3
|
)
|
|
0.0
|
|
|
(7.3
|
)
|
|
Related Party Fees and Allocations(22)
|
|
(5.8
|
)
|
|
0.0
|
|
|
(5.8
|
)
|
|
Reportable Segment EBITDA
|
|
107.1
|
|
|
1.1
|
|
|
108.1
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization
|
|
(70.3
|
)
|
|
(0.2
|
)
|
|
(70.4
|
)
|
|
Reportable Segment EBIT
|
|
36.8
|
|
|
0.9
|
|
|
37.7
|
|
|
|
|
|
|
|
|
|
|
Financial Income
|
|
8.4
|
|
|
0.0
|
|
|
8.4
|
|
|
Financial Expenses
|
|
(143.1
|
)
|
|
0.0
|
|
|
(143.1
|
)
|
|
Income Tax Benefit (Expenses)
|
|
27.4
|
|
|
(0.4
|
)
|
|
27.0
|
|
|
Profit (Loss) for the Period
|
|
(70.5
|
)
|
|
0.5
|
|
|
(70.0
|
)
|
|
|
|
|
|
|
|
|
|
Capital Expenditures ("CapEx”)
|
|
49.3
|
|
|
0.0
|
|
|
49.3
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA Margin
|
|
52.8
|
%
|
|
31.7
|
%
|
|
52.4
|
%
|
|
CapEx as % of Revenue
|
|
21.6
|
%
|
|
0.4
|
%
|
|
21.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended March 31, 2009
|
|
|
|
|
|
|
|
(in €m)
|
|
Cable
|
|
arena
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
217.1
|
|
|
79.6
|
|
|
296.7
|
|
|
|
|
|
|
|
|
|
|
Reportable Segment Adjusted EBITDA
|
|
111.0
|
|
|
9.9
|
|
|
120.9
|
|
|
|
|
|
|
|
|
|
|
Expenses Related to Business Acquisitions
|
|
(0.1
|
)
|
|
0.0
|
|
|
(0.1
|
)
|
|
Share Based Payments
|
|
(0.5
|
)
|
|
0.0
|
|
|
(0.5
|
)
|
|
Reportable Segment EBITDA
|
|
110.5
|
|
|
9.9
|
|
|
120.4
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization
|
|
(68.5
|
)
|
|
(0.7
|
)
|
|
(69.2
|
)
|
|
Reportable Segment EBIT
|
|
42.0
|
|
|
9.2
|
|
|
51.2
|
|
|
|
|
|
|
|
|
|
|
Financial Income
|
|
6.0
|
|
|
0.7
|
|
|
6.8
|
|
|
Financial Expenses
|
|
(39.1
|
)
|
|
0.0
|
|
|
(39.1
|
)
|
|
Income Tax Expenses
|
|
(5.3
|
)
|
|
(1.2
|
)
|
|
(6.5
|
)
|
|
Profit for the Period
|
|
3.6
|
|
|
8.7
|
|
|
12.4
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures
|
|
60.8
|
|
|
0.3
|
|
|
61.1
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA Margin
|
|
51.1
|
%
|
|
12.5
|
%
|
|
40.8
|
%
|
|
CapEx as % of Revenue
|
|
28.0
|
%
|
|
0.4
|
%
|
|
20.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Footnotes
|
(1)
|
|
Homes Passed are homes or residential multiple dwelling units that
can be connected to our network without materially extending the
distribution plant, except for direct-to-home satellite ("DTH”)
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.
|
|
(2)
|
|
Two-way Homes Passed are Homes Passed by those sections of our
network that are technologically capable of providing two-way
services, including video, internet services and telephony services,
up to the street cabinet, with drops from the street cabinet to the
building generally added, and in-home wiring generally upgraded, on
an as-needed, success-based basis.
|
|
(3)
|
|
Revenue Generating Unit ("RGU”) is separately an Analog Cable
Subscriber, Digital Cable Subscriber, Internet Subscriber or
Telephony Subscriber. A home or residential multiple dwelling unit
may contain one or more RGUs. For example, if a residential customer
subscribed to our digital cable service, telephony service and
broadband internet service, the customer would constitute three
RGUs. Total RGUs is the sum of Analog Cable, Digital Cable, Internet
and Telephony Subscribers. RGUs generally are counted on a unique
premise basis such that a given premise does not count as more than
one RGU for any given service. On the other hand, if an individual
receives our service in two premises (e.g. a primary home and a
vacation home), that individual will count as two RGUs. 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.
|
|
(4)
|
|
Analog Cable Subscriber is a home or a residential multiple dwelling
unit that receives our analog cable service over our broadband
network. Beginning in Q2 2009, Analog Cable Subscribers include
customers in multiple dwelling units that subscribe to our video
services without an underlying contract through the landlord.
|
|
(5)
|
|
Digital Cable Subscriber is a home or residential multiple dwelling
unit that receives our digital cable service over our broadband
network. 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. 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.
|
|
(6)
|
|
Internet Subscriber is a home or residential multiple dwelling unit
that receives internet services over our network. Our Internet
Subscribers do not include customers that receive services from
dial-up connections. We offer a 128Kbps wholesale internet service
to housing associations on a bulk basis. As of Q1 2010, our Internet
Subscribers include approximately 5,000 subscribers within such
housing associations who have requested and received a modem that
enables the receipt of our wholesale internet service.
|
|
(7)
|
|
Telephony Subscriber is a home or residential multiple dwelling unit
that receives voice services over our network.
|
|
(8)
|
|
Digital cable penetration is calculated by dividing digital cable
RGUs by the total of digital and analog cable RGUs.
|
|
(9)
|
|
Internet and telephony penetration is calculated by dividing the
internet and telephony RGUs by two-way homes passed.
|
|
(10)
|
|
Customer Relationships are the number of customers who receive at
least one of our video, internet or voice services that we count as
RGUs, without regard to which, or to how many services they
subscribe. Customer Relationships generally are counted on a unique
premise basis. Accordingly, if an individual receives our services
in two premises (e.g., primary home and vacation home), that
individual will count as two Customer Relationships. Beginning Q1
2010 we also include subscribers not taking a video service but
subscribing to our internet and/or telephony services. As of Q1
2010, we had approximately 48,000 of these customers.
|
|
(11)
|
|
ARPU per Customer Relationship refers to the average monthly
subscription revenue per average Customer Relationship. The amount
is calculated by dividing the average monthly subscription revenue
(excluding fees from interconnection, installation, late fees and
carriage) for the indicated period, by the average of the opening
and closing balances for Customer Relationships for the period. ARPU
per Customer Relationship for Q1 2010 includes approximately 48,000
subscribers not taking a video service but subscribing to our
internet and/or telephony services while ARPU per Customer
Relationship for prior periods exclude such subscribers.
|
|
(12)
|
|
arena Customer is a home or a residential multiple dwelling unit
that receives our video programming directly via DTH satellite.
|
|
(13)
|
|
Beginning Q1 2010, revenue for Unitymedia Cable includes
subscription revenues, carriage fees, interconnection fees,
installation fees and other revenue (including dunning fees, call
center call charges and other revenue), whereas in prior periods
dunning fees were included under Other Income. Prior period figures
have been adjusted to conform to the revised definition. For arena,
revenue primarily includes subscription revenue in Q1 2010 and also
included sublicense revenue and Premiere share revenue recognition
until Q2 2009, as the underlying Bundesliga sublicense agreement
with Premiere expired on June 30, 2009.
|
|
(14)
|
|
Under EU-IFRS, EBITDA is defined as profit before net finance
expense, income taxes, depreciation, amortization and impairment.
Adjusted EBITDA is defined as EBITDA before stock-based
compensation, restructuring charges, related party fees and
allocations charged by our parent company and certain other
operating charges or credits. Operating charges or credits related
to acquisitions or divestures are defined as (i) gains and losses on
the disposition of long-lived assets and (ii) direct acquisition
costs such as third party due diligence, legal and advisory costs.
Our management believes Adjusted EBITDA is a meaningful measure and
is superior to other available GAAP measures because it represents a
transparent view of our recurring operating performance that is
unaffected by our capital structure and allows management to readily
view operating trends and improve operating performance. We believe
our Adjusted EBITDA measure is useful to investors because it is one
of the bases for comparing our performance with the performance of
other companies in the same or similar industries, although our
measure may not be directly comparable to similar measures used by
other public companies. Adjusted EBITDA should not replace the
measures in accordance with EU-IFRS as an indicator of the company's
performance, but rather should be used in conjunction with the most
directly comparable IFRS measure. Adjusted EBITDA is a non-GAAP
measure as contemplated by the U.S. Securities and Exchange
Commission's Regulation G. A reconciliation of segment Adjusted
EBITDA to our net profit/(loss) is presented on page 9.
|
|
(15)
|
|
Capital expenditures ("CapEx”) consist of expenditures for property,
plant and equipment and intangibles (except for customer lists) as
reported in our EU-IFRS cash flow statement, and do not include
financial assets. Q1 2009 Cable CapEx excludes €8 million for the
acquisition of third party cable networks.
|
|
(16)
|
|
We define Adjusted EBITDA Margin to mean Adjusted EBITDA as a
percentage of revenue.
|
|
(17)
|
|
Based on a USD/EUR exchange rate of 1.3602 per debt push down on
March 2, 2010 and including foreign exchange gains as per March 31,
2010.
|
|
(18)
|
|
Nominal amount of €80 million, of which €35 million was drawn as of
March 31, 2010.
|
|
(19)
|
|
Net of €251 million repurchased but not retired FRNs.
|
|
(20)
|
|
Net debt is the value of bonds and bank liabilities as shown in the
EU-IFRS financial statements less cash on hand. Net debt is not a
defined term under EU-IFRS and may not therefore be comparable with
other similarly titled measures reported by other companies.
|
|
(21)
|
|
Beginning Q1 2010, the loss from foreign currency transactions and
the related gain on the swap were presented separately within
financial expenses and financial income, respectively. In prior
periods the loss from foreign currency transactions and the related
gain on the swap were presented on a net basis. Prior period figures
have been adjusted to conform to the revised definition.
|
|
(22)
|
|
Represents non-cash charge from parent for general support and
administration services rendered.
|
