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Debt and Capital Lease Obligations
 12 Months Ended
Dec. 31, 2016
Debt and Capital Lease Obligations [Abstract]  
Debt and Capital Lease Obligations Debt and Capital Lease Obligations

Debt

The U.S. dollar equivalents of the components of our debt are as follows:
 
December 31, 2016
 
Estimated fair value (c)
 
Principal amount
Weighted
average
interest
rate (a)
 
Unused borrowing capacity (b)
 
Borrowing currency
 
U.S. $
equivalent
 
December 31,
 
December 31,
 
 
2016
 
2015
 
2016
 
2015
 
 
 
in millions
Liberty Global Group:
 
 
 
VM Notes
5.60
%
 
—

 
$
—

 
$
9,311.0

 
$
10,594.1

 
$
9,041.0

 
$
10,551.5

VM Credit Facilities
3.69
%
 
(d)
 
833.3

 
4,531.5

 
3,413.7

 
4,505.5

 
3,471.1

Unitymedia Notes
5.01
%
 
—

 
—

 
7,679.7

 
7,631.6

 
7,419.3

 
7,682.0

Unitymedia Revolving Credit Facilities
—

 
€
500.0

 
527.4

 
—

 
—

 
—

 
—

UPCB SPE Notes
4.88
%
 
—

 
—

 
1,783.7

 
3,131.7

 
1,772.8

 
3,142.0

UPC Holding Senior Notes
6.59
%
 
—

 
—

 
1,569.8

 
1,601.4

 
1,451.5

 
1,491.1

UPC Broadband Holding Bank Facility
3.83
%
 
€
990.1

 
1,044.3

 
2,811.9

 
1,284.3

 
2,782.8

 
1,305.0

Telenet Credit Facility
3.46
%
 
€
545.0

 
574.9

 
3,210.0

 
1,443.0

 
3,187.5

 
1,474.5

Telenet SPE Notes
5.76
%
 
—

 
—

 
1,383.9

 
2,155.8

 
1,297.3

 
2,097.2

Vendor financing (e) (f)
3.78
%
 
—

 
—

 
2,284.5

 
1,688.9

 
2,284.5

 
1,688.9

ITV Collar Loan
1.35
%
 
—

 
—

 
1,323.7

 
1,547.9

 
1,336.2

 
1,594.7

Sumitomo Collar Loan (g)
1.88
%
 
—

 
—

 
499.7

 
805.6

 
488.2

 
787.6

Derivative-related debt instruments (h)
3.43
%
 
—

 
—

 
450.7

 
—

 
426.3

 
—

Ziggo Group Holding debt
—

 
(f)
 
(f)
 
(f)
 
7,698.8

 
(f)
 
7,861.3

Other (i)
3.85
%
 
—

 
—

 
558.7

 
395.0

 
564.5

 
291.8

Total Liberty Global Group
4.56
%
 
 
 
2,979.9

 
37,398.8

 
43,391.8

 
36,557.4

 
43,438.7

LiLAC Group:
 
 
 
 
 
 
 
 
 
 
 
 
 
CWC Notes
7.31
%
 
—

 
—

 
2,319.6

 
—

 
2,181.1

 
—

CWC Credit Facilities
5.11
%
 
$
756.5

 
756.5

 
1,427.9

 
—

 
1,411.9

 
—

VTR Finance Senior Secured Notes
6.88
%
 
—

 
—

 
1,463.9

 
1,301.1

 
1,400.0

 
1,400.0

VTR Credit Facility
—

 
(j)
 
192.8

 
—

 
—

 
—

 
—

Liberty Puerto Rico Bank Facility
5.11
%
 
$
40.0

 
40.0

 
935.2

 
913.0

 
942.5

 
942.5

Vendor Financing
5.50
%
 
—

 
—

 
48.9

 
—

 
48.9

 
—

Total LiLAC Group
6.33
%
 
 
 
989.3

 
6,195.5

 
2,214.1

 
5,984.4

 
2,342.5

Total debt before unamortized premiums, discounts and deferred financing costs
4.81
%
 
 
 
$
3,969.2

 
$
43,594.3

 
$
45,605.9

 
$
42,541.8

 
$
45,781.2

The following table provides a reconciliation of total debt before unamortized premiums, discounts and deferred financing costs to total debt and capital lease obligations:
 
December 31,
 
2016
 
2015
 
in millions
 
 
 
 
Total debt before unamortized premiums, discounts and deferred financing costs
$
42,541.8

 
$
45,781.2

Unamortized premiums (discounts), net
44.5

 
(46.7
)
Unamortized deferred financing costs
(270.4
)
 
(308.2
)
Total carrying amount of debt
42,315.9

 
45,426.3

Capital lease obligations (h) (k)
1,242.8

 
1,322.8

Total debt and capital lease obligations
43,558.7

 
46,749.1

Current maturities of debt and capital lease obligations
(2,775.1
)
 
(2,537.9
)
Long-term debt and capital lease obligations
$
40,783.6

 
$
44,211.2


_______________ 

(a)
Represents the weighted average interest rate in effect at December 31, 2016 for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented represent stated rates and do not include the impact of derivative instruments, deferred financing costs, original issue premiums or discounts and commitment fees, all of which affect our overall cost of borrowing. Including the effects of derivative instruments, original issue premiums or discounts and commitment fees, but excluding the impact of financing costs, our weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was 5.0% (including 4.7% for the Liberty Global Group and 6.8% for the LiLAC Group) at December 31, 2016. For information regarding our derivative instruments, see note 7.

(b)
Unused borrowing capacity represents the maximum availability under the applicable facility at December 31, 2016 without regard to covenant compliance calculations or other conditions precedent to borrowing. At December 31, 2016, based on the applicable leverage covenants, the full amount of unused borrowing capacity was available to be borrowed under each of the respective subsidiary facilities and there were no restrictions on the respective subsidiary's ability to make loans or distributions from this availability to Liberty Global or its subsidiaries or other equity holders, except as shown in the table below. In the following table, for each facility that is subject to limitations on borrowing availability, we present (i) the actual borrowing availability under the respective facility and (ii) for each subsidiary where the ability to make loans or distributions from this availability is limited, the amount that can be loaned or distributed to Liberty Global or its subsidiaries or other equity holders. The amounts presented below assume no changes from December 31, 2016 borrowing levels and are based on the applicable covenant and other limitations in effect within each borrowing group at December 31, 2016, both before and after considering the impact of the completion of the December 31, 2016 compliance requirements. For information concerning certain refinancing transactions completed subsequent to December 31, 2016 that could have an impact on unused borrowing capacity and/or the availability to be borrowed, loaned or distributed, see note 20.
 
 
December 31, 2016
 
Upon completion of relevant December 31, 2016 compliance reporting requirements
 
 
Borrowing currency
 
U.S. $ equivalent
 
Borrowing currency
 
U.S. $ equivalent
 
 
in millions
Limitation on availability to be borrowed under:
 
 
 
 
 
 
 
 
Unitymedia Revolving Credit Facilities
 
€
434.5

 
$
458.3

 
€
500.0

 
$
527.4

UPC Broadband Holding Bank Facility
 
€
676.0

 
$
713.0

 
€
990.1

 
$
1,044.3

CWC Credit Facilities
 
$
612.5

 
$
612.5

 
$
612.5

 
$
612.5

 
 
 
 
 
 
 
 
 
Limitation on availability to be loaned or distributed by:
 
 
 
 
 
 
 
 
Virgin Media
 
£
539.3

 
$
665.8

 
£
675.0

 
$
833.3

Unitymedia
 
€
17.0

 
$
17.9

 
€
211.5

 
$
223.1


(c)
The estimated fair values of our debt instruments are determined using the average of applicable bid and ask prices (mostly Level 1 of the fair value hierarchy) or, when quoted market prices are unavailable or not considered indicative of fair value, discounted cash flow models (mostly Level 2 of the fair value hierarchy).  The discount rates used in the cash flow models are based on the market interest rates and estimated credit spreads of the applicable entity, to the extent available, and other relevant factors. For additional information regarding fair value hierarchies, see note 8.

(d)
The VM Revolving Facility (as defined and described under VM Credit Facilities below) is a multi-currency revolving facility with maximum borrowing capacity equivalent to £675.0 million ($833.3 million).

(e)
Represents amounts owed pursuant to interest-bearing vendor financing arrangements that are used to finance certain of our property and equipment additions and, to a lesser extent, certain of our operating expenses, including amounts associated with Ziggo Group Holding at December 31, 2015. These obligations are generally due within one year and include VAT that was paid on our behalf by the vendor. Repayments of vendor financing obligations are included in repayments and repurchases of debt and capital lease obligations in our consolidated statements of cash flows.

(f)
On December 31, 2016, we completed the Dutch JV Transaction. For additional information, see note 5.

(g)
During 2016, the first two tranches of the Sumitomo Collar Loan were settled, resulting in a loss on debt modification and extinguishment, net, of $9.6 million. For information regarding the Sumitomo Collar Loan, see note 7.

(h)
Represents amounts associated with certain derivative-related borrowing instruments, including $128.9 million carried at fair value. For information regarding fair value hierarchies, see note 8.

(i)
The December 31, 2016 balance includes (i) $215.5 million associated with the Sumitomo Share Loan, which is carried at fair value, and (ii) $116.0 million of debt collateralized by certain trade receivables of Virgin Media. For information
regarding fair value hierarchies, see note 8.

(j)
The VTR Credit Facility is the senior secured credit facility of VTR and certain of its subsidiaries and comprises a $160.0 million facility (the VTR Dollar Credit Facility) and a CLP 22.0 billion ($32.8 million) facility (the VTR Peso Credit Facility), each of which were undrawn at December 31, 2016. The VTR Dollar Credit Facility and the VTR Peso Credit Facility have fees on unused commitments of 1.1% and 1.34% per year, respectively. The interest rate for the VTR Dollar Credit Facility is LIBOR plus a margin of 2.75%. The interest rate for the VTR Peso Credit Facility is the applicable interbank offered rate for Chilean pesos in the relevant interbank market plus a margin of 3.35%. Borrowings under the VTR Dollar Credit Facility and the VTR Peso Credit Facility mature in January 2020 and January 2019, respectively.

(k)The U.S. dollar equivalents of our consolidated capital lease obligations are as follows:
 
December 31,
 
2016
 
2015
 
in millions
Liberty Global Group:
 
 
 
Unitymedia (1)
$
657.0

 
$
703.1

Telenet (2)
374.0

 
371.1

Virgin Media
91.2

 
159.5

Other subsidiaries
98.9

 
88.2

Total — Liberty Global Group
1,221.1

 
1,321.9

LiLAC Group:
 
 
 
CWC
20.8

 
—

VTR
0.7

 
0.3

Liberty Puerto Rico
0.2

 
0.6

Total — LiLAC Group
21.7

 
0.9

Total
$
1,242.8

 
$
1,322.8

_______________ 

(1)
Primarily represents Unitymedia’s obligations under duct network lease agreements with Telekom Deutschland GmbH (Deutsche Telekom), an operating subsidiary of Deutsche Telekom AG, as the lessor. The original contracts were concluded in 2000 and 2001 and have indefinite terms, subject to certain mandatory statutory termination rights for either party after a term of 30 years. With certain limited exceptions, the lessor generally is not entitled to terminate these leases. For information regarding litigation involving these duct network lease agreements, see note 17.

(2)
At December 31, 2016 and 2015, Telenet’s capital lease obligations included €341.2 million ($359.9 million) and €329.3 million ($347.3 million), respectively, associated with Telenet’s lease of the broadband communications network of the four associations of municipalities in Belgium, which we refer to as the pure intercommunalues or the “PICs.” All capital expenditures associated with the PICs network are initiated by Telenet, but are executed and financed by the PICs through additions to this lease that are repaid over a 15-year term. These amounts do not include Telenet’s commitment related to certain operating costs associated with the PICs network. For additional information regarding this commitment, see note 17.

General Information

At December 31, 2016, most of our outstanding debt had been incurred by one of our seven primary "borrowing groups." These borrowing groups include the respective restricted parent and subsidiary entities within Virgin Media, Unitymedia, UPC Holding, Telenet, CWC, VTR Finance and Liberty Puerto Rico.

Credit Facilities. Each of our borrowing groups has entered into one or more credit facility agreements with certain financial institutions. Each of these credit facilities contain certain covenants, the more notable of which are as follows:

•
Our credit facilities contain certain consolidated net leverage ratios, as specified in the relevant credit facility, which are required to be complied with on an incurrence and/or maintenance basis;

•
Our credit facilities contain certain restrictions which, among other things, restrict the ability of the members of the relevant borrowing group to (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets, in each case, subject to certain customary and agreed exceptions and (iv) make certain restricted payments to their direct and/or indirect parent companies (and indirectly to Liberty Global) through dividends, loans or other distributions, subject to compliance with applicable covenants;

•
Our credit facilities require that certain members of the relevant borrowing group guarantee the payment of all sums payable under the relevant credit facility and such group members are required to grant first-ranking security over their shares or, in certain borrowing groups, over substantially all of their assets to secure the payment of all sums payable thereunder;

•
In addition to certain mandatory prepayment events, the instructing group of lenders under the relevant credit facility may cancel the commitments thereunder and declare the loans thereunder due and payable after the applicable notice period following the occurrence of a change of control (as specified in the relevant credit facility);

•
Our credit facilities contain certain customary events of default, the occurrence of which, subject to certain exceptions and materiality qualifications, would allow the instructing group of lenders to (i) cancel the total commitments, (ii) accelerate all outstanding loans and terminate their commitments thereunder and/or (iii) declare that all or part of the loans be payable on demand;

•
Our credit facilities require members of the relevant borrowing group to observe certain affirmative and negative undertakings and covenants, which are subject to certain materiality qualifications and other customary and agreed exceptions; and

•
In addition to customary default provisions, our credit facilities generally include certain cross-default and cross-acceleration provisions with respect to other indebtedness of members of the relevant borrowing group, subject to agreed minimum thresholds and other customary and agreed exceptions.
 
Senior and Senior Secured Notes. Certain of our borrowing groups have issued senior and/or senior secured notes. In general, our senior and senior secured notes (i) are senior obligations of each respective issuer within the relevant borrowing group that rank equally with all of the existing and future senior debt of such issuer and are senior to all existing and future subordinated debt of each respective issuer within the relevant borrowing group, (ii) contain, in most instances, certain guarantees from other members of the relevant borrowing group (as specified in the applicable indenture) and (iii) with respect to our senior secured notes, are secured by certain pledges or liens over the assets and/or shares of certain members of the relevant borrowing group. In addition, the indentures governing our senior and senior secured notes contain certain covenants, the more notable of which are as follows:

•
Our notes contain certain customary incurrence-based covenants. In addition, our notes provide that any failure to pay principal prior to expiration of any applicable grace period, or any acceleration with respect to other indebtedness of the issuer or certain subsidiaries, over agreed minimum thresholds (as specified under the applicable indenture), is an event of default under the respective notes;

•
Our notes contain certain restrictions that, among other things, restrict the ability of the members of the relevant borrowing group to (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets, in each case, subject to certain customary and agreed exceptions and (iv) make certain restricted payments to its direct and/or indirect parent companies (and indirectly to Liberty Global) through dividends, loans or other distributions, subject to compliance with applicable covenants;

•
If the relevant issuer or certain of its subsidiaries (as specified in the applicable indenture) sell certain assets, such issuer must offer to repurchase the applicable notes at par, or if a change of control (as specified in the applicable indenture) occurs, such issuer must offer to repurchase all of the relevant notes at a redemption price of 101%; and

•
Our senior secured notes contain certain early redemption provisions including the ability to, during each 12-month period commencing on the issue date for such notes until the applicable call date, redeem up to 10% of the principal amount of the notes to be redeemed at a redemption price equal to 103% of the principal amount of the notes to be redeemed plus accrued and unpaid interest.

SPE Notes. From time to time, we create special purpose financing entities (SPEs), which are 100% owned by third parties, for the primary purpose of facilitating the offering of senior and senior secured notes, which we collectively refer to as the "SPE Notes." In this regard, SPE Notes have been issued, and are outstanding at December 31, 2016, by UPCB Finance IV Limited (UPCB Finance IV, the UPCB SPE), and Telenet Finance V Luxembourg S.C.A. (Telenet Finance V) and Telenet Finance VI Luxembourg S.C.A. (Telenet Finance VI), collectively the "Telenet SPEs."

The SPEs used the proceeds from the issuance of SPE Notes to fund term loan facilities under their respective borrowing group (as further described below), each a “Funded Facility” and collectively the “Funded Facilities.” Each SPE is dependent on payments from the relevant borrower under the applicable Funded Facility in order to service its payment obligations under each respective SPE Note. Although none of the respective borrowing entities under the Funded Facilities have any equity or voting interest in any of the relevant SPEs, each of the Funded Facility term loans creates a variable interest in the respective SPE for which the relevant borrowing entity is the primary beneficiary. As such, each borrowing entity under the relevant Funded Facility and its parent entities, including Liberty Global, are required to consolidate the relevant SPEs. As a result, the amounts outstanding under the Funded Facilities are eliminated in the respective borrowing group’s and Liberty Global’s consolidated financial statements.

Pursuant to the respective indentures for the SPE Notes (the SPE Indentures) and the respective accession agreements for the Funded Facilities, the call provisions, maturity and applicable interest rate for each Funded Facility are the same as those of the related SPE Notes. The SPEs, as lenders under the relevant credit facility for each respective borrowing group, are treated the same as the other lenders under the respective credit facility, with benefits, rights and protections similar to those afforded to the other lenders. Through the covenants in the applicable SPE Indentures and the applicable security interests over (i) all of the issued shares of the relevant SPE and (ii) the relevant SPE’s rights under the applicable Funded Facility granted to secure the relevant SPE’s obligations under the relevant SPE Notes, the holders of the SPE Notes are provided indirectly with the benefits, rights, protections and covenants granted to the SPEs as lenders under the respective credit facility. The SPEs are prohibited from incurring any additional indebtedness, subject to certain exceptions under the SPE Indentures.
VM Notes

The details of the outstanding notes of Virgin Media as of December 31, 2016 are summarized in the following table:
 
 
 
 
 
 
Original issue amount
 
Outstanding principal
amount
 
Estimated
fair value
 
Carrying
value (a)
VM Notes
 
Maturity
 
Interest
rate
 
 
Borrowing
currency
 
U.S. $
equivalent
 
 
 
 
 
 
 
 
in millions
VM Senior Notes (b):
 
 
 
 
 
 
 
 
 
 
 
 
 
2022 VM Senior Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2022 VM 4.875% Dollar Senior Notes
February 15, 2022
 
4.875%
 
$
118.7

 
$
118.7

 
$
118.7

 
$
105.8

 
$
119.3

2022 VM 5.25% Dollar Senior Notes
February 15, 2022
 
5.250%
 
$
95.0

 
$
95.0

 
95.0

 
85.0

 
95.5

2022 VM Sterling Senior Notes
February 15, 2022
 
5.125%
 
£
44.1

 
£
44.1

 
54.4

 
55.3

 
54.8

2023 VM Senior Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2023 VM Dollar Senior Notes
April 15, 2023
 
6.375%
 
$
530.0

 
$
530.0

 
530.0

 
551.9

 
523.1

2023 VM Sterling Senior Notes
April 15, 2023
 
7.000%
 
£
250.0

 
£
250.0

 
308.6

 
334.9

 
304.6

2024 VM Senior Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2024 VM Dollar Senior Notes
October 15, 2024
 
6.000%
 
$
500.0

 
$
500.0

 
500.0

 
513.1

 
495.5

2024 VM Sterling Senior Notes
October 15, 2024
 
6.375%
 
£
300.0

 
£
300.0

 
370.3

 
393.0

 
367.7

2025 VM Senior Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2025 VM Euro Senior Notes
January 15, 2025
 
4.500%
 
€
460.0

 
€
460.0

 
485.2

 
502.7

 
479.8

2025 VM Dollar Senior Notes
January 15, 2025
 
5.750%
 
$
400.0

 
$
400.0

 
400.0

 
399.3

 
396.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
VM Senior Secured Notes (c):
 
 
 
 
 
 
 
 
 
 
 
 
 
January 2021 VM Senior Secured Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
January 2021 VM Sterling Senior Secured Notes
January 15, 2021
 
5.500%
 
£
628.4

 
£
628.4

 
775.8

 
860.6

 
782.7

January 2021 VM Dollar Senior Secured Notes
January 15, 2021
 
5.250%
 
$
447.9

 
$
447.9

 
447.9

 
475.3

 
456.0

April 2021 VM Sterling Senior Secured Notes
April 15, 2021
 
6.000%
 
£
1,100.0

 
£
640.0

 
790.1

 
824.6

 
782.7

2025 VM Senior Secured Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2025 VM 5.5% Sterling Senior Secured Notes
January 15, 2025
 
5.500%
 
£
430.0

 
£
387.0

 
477.8

 
495.7

 
475.8

2025 VM 5.125% Sterling Senior Secured Notes
January 15, 2025
 
5.125%
 
£
300.0

 
£
300.0

 
370.3

 
380.8

 
367.0

2025 VM Dollar Senior Secured Notes
January 15, 2025
 
5.500%
 
$
425.0

 
$
425.0

 
425.0

 
432.4

 
423.3

2026 VM Senior Secured Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2026 VM 5.25% Dollar Senior Secured Notes
January 15, 2026
 
5.250%
 
$
1,000.0

 
$
1,000.0

 
1,000.0

 
991.3

 
1,002.0

2026 VM 5.5% Dollar Senior Secured Notes
August 15, 2026
 
5.500%
 
$
750.0

 
$
750.0

 
750.0

 
751.4

 
742.8

2027 VM Senior Secured Notes
January 15, 2027
 
4.875%
 
£
525.0

 
£
525.0

 
648.1

 
637.6

 
645.6

2029 VM Senior Secured Notes
March 28, 2029
 
6.250%
 
£
400.0

 
£
400.0

 
493.8

 
520.3

 
494.8

Total
 
$
9,041.0

 
$
9,311.0

 
$
9,009.4

_______________

(a)
Amounts include the impact of premiums, including amounts recorded in connection with the acquisition accounting for Virgin Media, and deferred financing costs, where applicable.

(b)
The VM Senior Notes were issued by Virgin Media Finance PLC (Virgin Media Finance), a wholly-owned subsidiary of Virgin Media.

(c)
The VM Senior Secured Notes were issued by Virgin Media Secured Finance PLC (Virgin Media Secured Finance), a wholly-owned subsidiary of Virgin Media.

Subject to the circumstances described below, the VM Notes are non-callable prior to the applicable call date (VM Call Date) as presented in the below table. At any time prior to the respective VM Call Date, Virgin Media Secured Finance or Virgin Media Finance may redeem some or all of the applicable notes by paying a “make-whole” premium, which is the present value of all remaining scheduled interest payments to the applicable VM Call Date using the discount rate (as specified in the applicable indenture) as of the redemption date plus 50 basis points (25 basis points in the case of the January 2021 VM Senior Secured Notes).
VM Notes
 
VM Call Date
 
 
 
2022 VM Senior Notes
(a)
2023 VM Senior Notes
April 15, 2018
2024 VM Senior Notes
October 15, 2019
2025 VM Senior Notes
January 15, 2020
January 2021 VM Senior Secured Notes
(a)
April 2021 VM Sterling Senior Secured Notes
April 15, 2017
2025 VM 5.5% Sterling Senior Secured Notes
January 15, 2019
2025 VM Dollar Senior Secured Notes
January 15, 2019
2025 VM 5.125% Sterling Senior Secured Notes
January 15, 2020
2026 VM 5.25% Dollar Senior Secured Notes
January 15, 2020
2026 VM 5.5% Dollar Senior Secured Notes
August 15, 2021
2027 VM Senior Secured Notes
January 15, 2021
2029 VM Senior Secured Notes
January 15, 2021
_______________

(a)
The 2022 VM Senior Notes and the January 2021 VM Senior Secured Notes are non-callable. At any time prior to maturity, some or all of these notes may be redeemed by paying a “make-whole” premium, which is the present value of all remaining scheduled interest payments to the respective maturity date.

Virgin Media Finance or Virgin Media Secured Finance (as applicable) may redeem some or all of the VM Senior Notes and the VM Senior Secured Notes (with the exception of the 2022 VM Senior Notes and the January 2021 VM Senior Secured Notes) at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date, as set forth below:
 
 
 
Redemption price
 
 
 
2023 VM Dollar Senior Notes
 
2023 VM Sterling Senior Notes
 
2024 VM Dollar Senior Notes
 
2024 VM Sterling Senior Notes
 
2025 VM Dollar Senior Notes
 
2025 VM Euro Senior Notes
 
April 2021 VM Dollar Senior Secured Notes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12-month period commencing
 
April 15
 
April 15
 
October 15
 
October 15
 
January 15
 
January 15
 
April 15
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A
 
N.A
 
102.688%
2018
 
103.188%
 
103.500%
 
N.A.
 
N.A.
 
N.A
 
N.A
 
101.344%
2019
 
102.125%
 
102.333%
 
103.000%
 
103.188%
 
N.A
 
N.A
 
100.000%
2020
 
101.063%
 
101.667%
 
102.000%
 
102.125%
 
102.875%
 
102.250%
 
100.000%
2021
 
100.000%
 
100.000%
 
101.000%
 
101.063%
 
101.917%
 
101.500%
 
N.A.
2022
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.958%
 
100.750%
 
N.A.
2023
 
N.A.
 
N.A.
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
N.A.
2024 and thereafter
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
100.000%
 
100.000%
 
N.A.
 
 
 
Redemption Price
 
 
 
April 2021 VM Sterling Senior Secured Notes
 
2025 VM 5.5% Sterling Senior Secured Notes
 
2025 VM Dollar Senior Secured Notes
 
2025 VM 5.125% Sterling Senior Secured Notes
 
2026 VM 5.25% Dollar Senior Secured Notes
 
2026 VM 5.5% Dollar Senior Secured Notes

 
2027 VM Senior Secured Notes
 
2029 VM Senior Secured Notes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12-month period commencing
 
April 15
 
January 15
 
January 15
 
January 15
 
January 15
 
August 15
 
January 15
 
January 15
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
 
103.000%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2018
 
101.500%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2019
 
100.000%
 
102.750%
 
102.750%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2020
 
100.000%
 
101.833%
 
101.833%
 
102.563%
 
102.625%
 
N.A.
 
N.A.
 
N.A.
2021
 
N.A.
 
100.000%
 
100.000%
 
101.708%
 
101.313%
 
102.750%
 
102.438%
 
103.125%
2022
 
N.A.
 
100.000%
 
100.000%
 
100.854%
 
100.656%
 
101.375%
 
101.219%
 
102.083%
2023
 
N.A.
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.688%
 
100.609%
 
101.042%
2024 and thereafter
 
N.A.
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.000%


2016 Refinancing Transactions. In April 2016, Virgin Media Secured Finance issued the 2026 VM 5.5% Dollar Senior Secured Notes. The net proceeds from the 2026 VM 5.5% Dollar Senior Secured Notes were used to repay in full the then outstanding amount under the VM Revolving Facility and for general corporate purposes.

For information regarding a refinancing transaction completed subsequent to December 31, 2016 that impacts the VM Notes, see note 20.

2015 and 2014 Refinancing Transactions. During 2015 and 2014, Virgin Media completed a number of refinancing transactions that generally resulted in lower interest rates and extended maturities. In connection with these transactions, Virgin Media recognized gains (losses) on debt modification and extinguishment, net, of ($44.3 million) and $32.3 million during 2015 and 2014, respectively,
which includes (i) the write-off of deferred financing costs of $28.6 million and $15.6 million, respectively, (ii) the payment of redemption premiums of $10.7 million and $123.0 million, respectively, (iii) the write-off of net unamortized (discounts) premiums ($4.2 million) and $170.9 million, respectively, and (iv) the payment of third-party costs of $0.8 million and nil, respectively.

VM Credit Facilities

The VM Credit Facilities are the senior and senior secured credit facilities of certain subsidiaries of Virgin Media. The details of our borrowings under the VM Credit Facilities as of December 31, 2016 are summarized in the following table:
VM Credit Facilities
 
Maturity
 
Interest rate
 
Facility amount
(in borrowing
currency)
 
Outstanding principal amount
 
Unused
borrowing
capacity
 
Carrying
value (a)
 
 
 
 
 
 
in millions
Senior Secured Facilities:
 
 
 
 
 
 
 
 
 
 
 
E
June 30, 2023
 
LIBOR + 3.50% (b)
 
£
849.4

 
$
1,048.6

 
$
—

 
$
1,039.0

I
January 31, 2025
 
LIBOR + 2.75%
 
$
3,400.0

 
3,400.0

 
—

 
3,349.7

VM Revolving Facility (c)
December 31, 2021
 
LIBOR + 2.75%
 
(d)
 
—

 
833.3

 
—

Total Senior Secured Facilities
 
4,448.6

 
833.3

 
4,388.7

Senior Facility:
 
 
 
 
 
 
 
 
 
 
 
VM Financing Facility
September 15, 2024
 
5.26%
 
—

 
56.9

 
—

 
56.9

Total
 
$
4,505.5

 
$
833.3

 
$
4,445.6

 _______________

(a)
The carrying values of VM Facilities E and I are net of discounts and deferred financing costs.

(b)
VM Facility E has a LIBOR floor of 0.75%.

(c)
The VM Revolving Facility has a fee on unused commitments of 1.1% per year.

(d)
The VM Revolving Facility is a multi-currency revolving facility with a maximum borrowing capacity equivalent to £675.0 million ($833.3 million).

2016 Refinancing Transactions. In October 2016, Virgin Media Receivables Financing Notes I Designated Activity Company (Virgin Media Receivables Financing Company), a third-party special purpose financing entity that is not consolidated by Virgin Media or Liberty Global, issued £350.0 million ($432.1 million) principal amount of 5.50% receivables financing notes due September 15, 2024 (the VM Receivables Financing Notes). The net proceeds from the VM Receivables Financing Notes are used to purchase certain vendor financed receivables of Virgin Media and its subsidiaries from various third parties. To the extent that the proceeds from the VM Receivables Financing Notes exceed the amount of vendor financed receivables available to be purchased, the excess proceeds are used to fund an excess cash facility (the VM Financing Facility) under a new credit facility of VMIH. Virgin Media Receivables Financing Company can request the VM Financing Facility be repaid by VMIH as additional vendor financed receivables become available for purchase.

In December 2016, Virgin Media Bristol LLC entered into VM Facility I. VM Facility I was issued at 99.75% of par and is subject to a LIBOR floor of 0.0%. The net proceeds from VM Facility I were used to prepay (i) in full the $1,855.0 million outstanding principal amount under VM Facility F, (ii) in full the $900.0 million outstanding principal under the April 2021 VM Dollar Senior Secured Notes, (iii) £350.0 million ($432.1 million) of the £990.0 million ($1,222.2 million) outstanding principal amount under the April 2021 VM Sterling Senior Secured Notes and (iv) in full the £100.0 million ($123.5 million) outstanding principal amount under VM Facility D. In connection with these transactions, Virgin Media recognized a loss on debt modification and extinguishment, net, of $78.4 million. This loss includes (a) the payment of $52.6 million of redemption premium, (b) the write-off of $23.8 million of deferred financing costs and (c) the write-off of unamortized discount of $2.0 million.
For information regarding a refinancing transaction completed subsequent to December 31, 2016 that impacts the VM Credit Facilities, see note 20.

Unitymedia Notes

The details of the Unitymedia Notes as of December 31, 2016 are summarized in the following table:
 
 
 
 
 
 
 
 
Outstanding principal
amount
 
 
 
 
Unitymedia Notes
 
Maturity
 
Interest
rate
 
Original issue amount
 
Borrowing
currency
 
U.S. $
equivalent
 
Estimated
fair value
 
Carrying
value (a)
 
 
 
 
 
 
in millions
UM Senior Notes (b):
 
 
 
 
 
 
 
 
 
 
 
 
 
2025 UM Senior Notes
January 15, 2025
 
6.125
%
 
$
900.0

 
$
900.0

 
$
900.0

 
$
925.9

 
$
895.3

2027 UM Senior Notes
January 15, 2027
 
3.750
%
 
€
700.0

 
€
700.0

 
738.3

 
702.3

 
732.6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
UM Senior Secured Notes (c):
 
 
 
 
 
 
 
 
 
 
 
 
 
2022 UM Senior Secured Notes
September 15, 2022
 
5.500
%
 
€
650.0

 
€
526.5

 
555.3

 
587.9

 
550.0

January 2023 UM Senior Secured Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
January 2023 UM Dollar Senior Secured Notes
January 15, 2023
 
5.500
%
 
$
1,000.0

 
$
1,000.0

 
1,000.0

 
1,037.5

 
992.7

January 2023 5.75% UM Euro Senior Secured Notes
January 15, 2023
 
5.750
%
 
€
500.0

 
€
405.0

 
427.2

 
458.4

 
425.1

January 2023 5.125% UM Euro Senior Secured Notes
January 21, 2023
 
5.125
%
 
€
500.0

 
€
405.0

 
427.2

 
453.6

 
425.6

April 2023 UM Senior Secured Notes
April 15, 2023
 
5.625
%
 
€
350.0

 
€
280.0

 
295.3

 
317.5

 
293.5

2025 UM Senior Secured Notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
2025 UM Euro Senior Secured Notes
January 15, 2025
 
4.000
%
 
€
1,000.0

 
€
1,000.0

 
1,054.7

 
1,101.5

 
1,049.0

2025 UM Dollar Senior Secured Notes
January 15, 2025
 
5.000
%
 
$
550.0

 
$
550.0

 
550.0

 
550.7

 
547.0

2026 UM Senior Secured Notes
February 15, 2026
 
4.625
%
 
€
420.0

 
€
420.0

 
443.0

 
469.5

 
441.2

2027 UM Senior Secured Notes
January 15, 2027
 
3.500
%
 
€
500.0

 
€
500.0

 
527.3

 
519.1

 
522.6

2029 UM Senior Secured Notes
January 15, 2029
 
6.250
%
 
€
475.0

 
€
475.0

 
501.0

 
555.8

 
494.3

Total
 
$
7,419.3

 
$
7,679.7

 
$
7,368.9

_______________

(a)
Amounts are net of deferred financing costs.

(b)
The UM Senior Notes were issued by Unitymedia.

(c)
The UM Senior Secured Notes were issued by Unitymedia Hessen and Unitymedia NRW GmbH, each a subsidiary of Unitymedia (together, the UM Senior Secured Notes Issuers).

Subject to the circumstances described below, the Unitymedia Notes are non-callable prior to the applicable call date (UM Call Date) as presented in the below table. At any time prior to the respective UM Call Date, Unitymedia or the UM Senior Secured Notes Issuers may redeem some or all of the applicable notes by paying a “make-whole” premium, which is the present value of all remaining scheduled interest payments to the applicable UM Call Date using the discount rate (as specified in the applicable indenture) as of the redemption date plus 50 basis points.
Unitymedia Notes
 
UM Call Date
 
 
 
2025 UM Senior Notes
January 15, 2020
2027 UM Senior Notes
January 15, 2021
2022 UM Senior Secured Notes
September 15, 2017
January 2023 UM Dollar Senior Secured Notes
January 15, 2018
January 2023 5.75% UM Euro Senior Secured Notes
January 15, 2018
January 2023 5.125% UM Euro Senior Secured Notes
January 21, 2018
April 2023 UM Senior Secured Notes
April 15, 2018
2025 UM Senior Secured Notes
January 15, 2020
2026 UM Senior Secured Notes
February 15, 2021
2027 UM Senior Secured Notes
January 15, 2021
2029 UM Senior Secured Notes
January 15, 2021

Unitymedia or the UM Senior Secured Notes Issuers (as applicable) may redeem some or all of the Unitymedia Notes at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date, as set forth below:
 
 
 
Redemption price
 
 
 
2025 UM Senior Notes
 
2027 UM Senior Notes
 
2022 UM Senior Secured Notes
 
January 2023
UM Dollar Senior Secured Notes
 
January 2023 5.75%
UM Euro Senior Secured Notes
 
January 2023 5.125% UM Euro Senior Secured Notes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12-month period commencing
 
January 15
 
January 15
 
September 15
 
January 15
 
January 15
 
January 21
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
 
N.A.
 
N.A.
 
102.750%
 
N.A.
 
N.A.
 
N.A.
2018
 
N.A.
 
N.A.
 
101.833%
 
102.750%
 
102.875%
 
102.563%
2019
 
N.A.
 
N.A.
 
100.917%
 
101.833%
 
101.917%
 
101.708%
2020
 
103.063%
 
N.A.
 
100.000%
 
100.917%
 
100.958%
 
100.854%
2021
 
102.042%
 
101.875%
 
100.000%
 
100.000%
 
100.000%
 
100.000%
2022
 
101.021%
 
100.938%
 
N.A.
 
100.000%
 
100.000%
 
100.000%
2023
 
100.000%
 
100.469%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2024 and thereafter
 
100.000%
 
100.000%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
 
 
Redemption price
 
 
 
April 2023 UM Senior Secured Notes
 
2025 UM Euro Senior Secured Notes
 
2025 UM Dollar Senior Secured Notes
 
2026 UM Senior Secured Notes
 
2027 UM Senior Secured Notes
 
2029 UM Senior Secured Notes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12-month period commencing
 
April 15
 
January 15
 
January 15
 
February 15
 
January 15
 
January 15
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2018
 
102.813%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2019
 
101.875%
 
N.A.
 
N.A.
 
N.A.
 
N.A.
 
N.A.
2020
 
100.938%
 
102.000%
 
102.500%
 
N.A.
 
N.A.
 
N.A.
2021
 
100.000%
 
101.333%
 
101.667%
 
102.313%
 
101.750%
 
103.125%
2022
 
100.000%
 
100.667%
 
100.833%
 
101.156%
 
100.875%
 
102.083%
2023
 
N.A.
 
100.000%
 
100.000%
 
100.578%
 
100.438%
 
101.042%
2024 and thereafter
 
N.A.
 
100.000%
 
100.000%
 
100.000%
 
100.000%
 
100.000%


2016 Refinancing Transactions. In December 2015, the UM Senior Secured Notes Issuers, issued the 2026 UM Senior Secured Notes. A portion of the net proceeds from the 2026 UM Senior Secured Notes, which were held in escrow at December 31, 2015 as cash collateral, were used in January 2016 to redeem 10% of the principal amount of each of the following series of notes: (i) the €585.0 million ($617.0 million) outstanding principal amount of 2022 UM Senior Secured Notes and (ii) the €450.0 million ($474.6 million) outstanding principal amount of the January 2023 5.125% UM Euro Senior Secured Notes, each at a redemption price equal to 103% of the applicable redeemed principal amount in accordance with the indentures governing each of the notes. In connection with these transactions, Unitymedia recognized a loss on debt modification and extinguishment, net, of $4.3 million in 2016. This loss includes (a) the payment of $3.4 million of redemption premium and (b) the write-off of $0.9 million of deferred financing costs.

2015 and 2014 Refinancing Transactions. During 2015 and 2014, Unitymedia completed a number of refinancing transactions that generally resulted in lower interest rates and extended maturities. In connection with these transactions, Unitymedia recognized losses on debt modification and extinguishment, net, of $102.4 million and $130.8 million during 2015 and 2014, respectively. These losses include (i) the payment of redemption premiums of $98.8 million and $115.1 million, respectively, (ii) the write-off of deferred financing costs of $2.2 million and $14.0 million, respectively, (iii) the write-off of unamortized discounts of $1.4 million and $12.3 million, respectively, and (iv) the write-off of $10.6 million of unamortized premium in 2014.


Unitymedia Revolving Credit Facilities

The Unitymedia Revolving Credit Facilities are the senior secured credit facilities of certain subsidiaries of Unitymedia. The details of our borrowings under the Unitymedia Revolving Credit Facilities as of December 31, 2016 are summarized in the following table:
Unitymedia Facility
 
Maturity
 
Interest rate
 
Facility amount (in borrowing currency)
 
Outstanding principal amount
 
Unused
borrowing
capacity (a)
 
Carrying
value
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
UM Senior Secured Facility (b)
December 31, 2020
 
EURIBOR + 2.75%
 
€
420.0

 
$
—

 
$
443.0

 
$
—

UM Super Senior Secured Facility (c)
December 31, 2020
 
EURIBOR + 2.25%
 
€
80.0

 
—

 
84.4

 
—

Total
 
$
—

 
$
527.4

 
$
—

_______________
 
(a)
At December 31, 2016, our availability under the Unitymedia Revolving Credit Facilities was limited to €434.5 million ($458.3 million). When the relevant December 31, 2016 compliance reporting requirements have been completed, and assuming no changes from December 31, 2016 borrowing levels, we anticipate the full amount of unused borrowing capacity under the Unitymedia Revolving Credit Facilities will be available to be borrowed. The Unitymedia Revolving Credit Facilities may be used for general corporate and working capital purposes.

(b)
The UM Senior Secured Facility has a fee on unused commitments of 1.1% per year.

(c)
The UM Super Senior Secured Facility has a fee on unused commitments of 0.9% per year and is senior with respect to the priority of proceeds received from the enforcement of shared collateral to (i) the Unitymedia Notes and (ii) the UM Senior Secured Facility.

UPCB SPE Notes

The details of the UPCB SPE Notes as of December 31, 2016 are summarized in the following table:
 
 
 
 
 
 
 
 
Outstanding principal
amount
 
 
 
 
UPCB SPE Notes
 
Maturity
 
Interest rate
 
Original issue amount
 
Borrowing
currency
 
U.S. $
equivalent
 
Estimated
fair value
 
Carrying
value (a)
 
 
 
 
 
 
in millions
UPCB Finance IV Dollar Notes
January 15, 2025
 
5.375%
 
$
1,140.0

 
$
1,140.0

 
$
1,140.0

 
$
1,149.3

 
$
1,132.1

UPCB Finance IV Euro Notes
January 15, 2027
 
4.000%
 
€
600.0

 
€
600.0

 
632.8

 
634.4

 
627.9

Total
 
 
 
 
 
 
 
 
$
1,772.8

 
$
1,783.7

 
$
1,760.0

 _______________
 
(a)
Amounts are net of discounts and deferred financing costs, where applicable.

Subject to the circumstances described below, the UPCB Finance IV Dollar Notes are non-callable until January 15, 2020 and the UPCB Finance IV Euro Notes are non-callable until January 15, 2021 (each a UPCB SPE Notes Call Date). If, however, at any time prior to the applicable UPCB SPE Notes Call Date, all or a portion of the loans under the related UPCB SPE Funded Facility are voluntarily prepaid (a UPCB Early Redemption Event), then the UPCB SPE will be required to redeem an aggregate principal amount of its UPCB SPE Notes equal to the aggregate principal amount of the loans so prepaid under the relevant UPCB SPE Funded Facility. In general, the redemption price payable will equal 100% of the principal amount of the applicable UPCB SPE Notes to be redeemed and a “make-whole” premium, which is the present value of all remaining scheduled interest payments
to the applicable UPCB SPE Notes Call Date using the discount rate (as specified in the applicable indenture) as of the redemption date plus 50 basis points.

Upon the occurrence of a UPCB Early Redemption Event on or after the applicable UPCB SPE Notes Call Date, the UPCB SPE will redeem an aggregate principal amount of its UPCB SPE Notes equal to the principal amount of the related UPCB SPE Funded Facility prepaid at the following redemption prices (expressed as a percentage of the principal amount), plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date, as set forth below:
 
 
 
Redemption price
 
 
 
UPCB Finance IV Dollar Notes
 
UPCB Finance IV Euro Notes
 
 
 
 
 
 
12-month period commencing
 
January 15
 
January 15
 
 
 
 
 
 
2020
 
102.688%
 
N.A.
2021
 
101.792%
 
102.000%
2022
 
100.896%
 
101.000%
2023
 
100.000%
 
100.500%
2024 and thereafter
 
100.000%
 
100.000%


2016 Refinancing Transactions. In August 2016, UPC Broadband Holding entered into UPC Facility AN (as defined and described below). A portion of the net proceeds from UPC Facility AN were ultimately used to redeem (i) in full the amount outstanding under the UPCB Finance V Notes and (ii) 10% of the original principal amount under the UPCB Finance VI Notes, as further described below under UPC Broadband Holding Bank Facility - 2016 Refinancing Transactions.

In November 2016, UPC Financing and UPC Broadband Holding entered into UPC Facility AO (as defined and described below). A portion of the net proceeds from UPC Facility AO were ultimately used to redeem the remaining outstanding amount under the UPCB Finance VI Notes, as further described below under UPC Broadband Holding Bank Facility - 2016 Refinancing Transactions.

2015 Refinancing Transactions. During 2015, UPC Holding completed a number of refinancing transactions that generally resulted in lower interest rates and extended maturities. In connection with these transactions, UPC Holding recognized losses on debt modification and extinguishment, net, of $59.6 million. These losses includes (i) the payment of $54.3 million of redemption premium and (ii) the write-off of $5.3 million of deferred financing costs.

UPC Holding Senior Notes

The details of the UPC Holding Senior Notes as of December 31, 2016 are summarized in the following table: 
 
 
 
 
Outstanding principal
amount
 
 
 
 
UPC Holding Senior Notes
 
Maturity
 
Borrowing
currency
 
U.S. $
equivalent
 
Estimated
fair value
 
Carrying
value (a)
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
UPC Holding 6.375% Senior Notes
September 15, 2022
 
€
600.0

 
$
632.8

 
$
675.9

 
$
625.9

UPC Holding 6.75% Senior Notes:
 
 
 
 
 
 
 
 
 
 
UPC Holding 6.75% Euro Senior Notes
March 15, 2023
 
€
450.0

 
474.6

 
518.8

 
472.6

UPC Holding 6.75% CHF Senior Notes
March 15, 2023
 
CHF
350.0

 
344.1

 
375.1

 
342.5

Total
 
$
1,451.5

 
$
1,569.8

 
$
1,441.0




_______________

(a)
Amounts are net of discounts and deferred financings costs, where applicable.

At any time prior to September 15, 2017, in the case of the UPC Holding 6.375% Senior Notes, and March 15, 2018, in the case of the UPC Holding 6.75% Senior Notes, UPC Holding may redeem some or all of such UPC Holding Senior Notes by paying a “make-whole” premium, which is the present value of all scheduled interest payments until September 15, 2017 or March 15, 2018 (as applicable) using the discount rate (as specified in the applicable indenture) as of the redemption date, plus 50 basis points.
 
UPC Holding may redeem some or all of the UPC Holding Senior Notes at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date, as set forth below:
 
 
 
Redemption price
 
 
 
UPC Holding 6.375%
Senior Notes
 
UPC Holding 6.75% Senior Notes
 
 
 
 
 
 
12-month period commencing
 
September 15
 
March 15
 
 
 
 
 
 
2017
 
103.188%
 
N.A.
2018
 
102.125%
 
103.375%
2019
 
101.063%
 
102.250%
2020
 
100.000%
 
101.125%
2021 and thereafter
 
100.000%
 
100.000%


2015 and 2014 Financing Transactions. During 2015 and 2014, UPC Holding completed a number of financing transactions that generally resulted in lower interest rates and extended maturities. In connection with these transactions, UPC Holding recognized losses on debt modification and extinguishment, net, of $69.3 million and $41.5 million during 2015 and 2014, respectively, which includes (i) the payment of redemption premiums of $59.2 million and $19.7 million, respectively, (ii) the write-off of deferred financing costs of $10.1 million and $4.4 million, respectively and (iii) the write-off of unamortized discount of nil and $17.4 million, respectively.

UPC Broadband Holding Bank Facility

The UPC Broadband Holding Bank Facility is the senior secured credit facility of certain subsidiaries of UPC Holding. The details of our borrowings under the UPC Broadband Holding Bank Facility as of December 31, 2016 are summarized in the following table:
UPC Broadband Holding Facility
 
Maturity
 
Interest rate
 
Facility amount
(in borrowing
currency) (a)
 
Outstanding principal amount

 
Unused
borrowing
capacity (b)
 
Carrying
value (c)
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
AK (d)
January 15, 2027
 
4.000%
 
€
600.0

 
$
632.8

 
$
—

 
$
627.9

AL (d)
January 15, 2025
 
5.375%
 
$
1,140.0

 
1,140.0

 
—

 
1,132.1

AM
December 31, 2021
 
EURIBOR + 2.75%
 
€
990.1

 
—

 
1,044.3

 
—

AN
August 31, 2024
 
LIBOR + 3.00%
 
$
2,150.0

 
2,150.0

 
—

 
2,131.9

AO
January 15, 2026
 
EURIBOR + 3.00%
 
€
600.0

 
632.8

 
—

 
627.9

Elimination of Facilities AK and AL in consolidation (d)
 
(1,772.8
)
 
—

 
(1,760.0
)
Total
 
$
2,782.8

 
$
1,044.3

 
$
2,759.8

 _______________

(a)
Except as described in (d) below, amounts represent total third-party facility amounts at December 31, 2016.

(b)
At December 31, 2016, our availability under the UPC Broadband Holding Bank Facility was limited to €676.0 million ($713.0 million). When the relevant December 31, 2016 compliance reporting requirements have been completed, and assuming no changes from the December 31, 2016 borrowing levels, we anticipate that the full amount of unused borrowing capacity under the UPC Broadband Holding Bank Facility will be available to be borrowed. UPC Facility AM has a fee on unused commitments of 1.1% per year.

(c)
Amounts are net of discounts and deferred financing costs, where applicable.

(d)
As further discussed in the above description of the UPCB SPE Notes, the amounts borrowed by UPC Financing Partnership (UPC Financing) outstanding under UPC Facilities AK and AL are eliminated in Liberty Global’s consolidated financial statements.

2016 Refinancing Transactions. In August 2016, UPC Broadband Holding entered into UPC Facility AN. UPC Facility AN was issued at 99.5% of par and is subject to a LIBOR floor of 0.0%. The net proceeds from UPC Facility AN were used to prepay (i) in full the $1,305.0 million outstanding principal amount under UPC Facility AH, (ii) in full the $675.0 million outstanding principal amount under UPC Facility AC, together with accrued and unpaid interest and the related prepayment premium, to UPCB Finance V Limited (UPCB Finance V) and, in turn, UPCB Finance V used such proceeds to fully redeem the $675.0 million principal amount of its 7.250% senior secured notes and (iii) 10% of the $750.0 million original principal amount under UPC Facility AD, together with accrued and unpaid interest and the related prepayment premium, to UPCB Finance VI Limited (UPCB Finance VI) and, in turn, UPCB Finance VI used such proceeds to redeem 10% of its $750.0 million original principal amount of 6.875% senior secured notes due January 15, 2022 (the UPCB Finance VI Notes). The redemption price for the UPCB Finance VI Notes was 103% of the applicable redeemed principal amount. In connection with these transactions, UPC Holding recognized a loss on debt modification and extinguishment, net, of $48.8 million. This loss includes (a) the payment of $34.2 million of redemption premium, (b) the write-off of $11.0 million of deferred financing costs and (c) the write-off of unamortized discount of $3.6 million.

In November 2016, UPC Financing entered into UPC Facility AO. UPC Facility AO was issued at 99.75% of par and is subject to a EURIBOR floor of 0.0%. The net proceeds from UPC Facility AO, in conjunction with existing cash, were used to prepay in full the remaining $600.0 million outstanding principal amount under UPC Facility AD, together with accrued and unpaid interest and the related prepayment premium to UPCB Finance VI and, in turn, UPCB Finance VI used such proceeds to redeem the remaining $600.0 million outstanding principal amount of the UPCB Finance VI Notes. The redemption price for the UPCB Finance VI Notes was 103% of the applicable redeemed principal amount. In connection with these transactions, UPC Holding recognized a loss on debt modification and extinguishment, net, of $28.3 million. This loss includes (i) the payment of $23.0 million of redemption premium and (ii) the write-off of $5.3 million of deferred financing costs.

For information regarding a refinancing transaction completed subsequent to December 31, 2016 that impacts the UPC Broadband Holding Bank Facility, see note 20.

2015 and 2014 Refinancing Transactions. During 2015 and 2014, UPC Holding completed a number of refinancing transactions that generally resulted in lower interest rates or extended maturities under the the UPC Broadband Holding Bank Facility. In connection with these transactions, UPC Holding recognized losses on debt modification and extinguishment, net, of $76.9 million and $16.5 million during 2015 and 2014, respectively. These losses include (i) the payment of $53.5 million of redemption premium in 2015, (ii) the write-off of deferred financing costs of $18.7 million and $11.6 million, respectively, and (iii) the write-off of unamortized discounts of $4.7 million and $4.9 million, respectively.



Telenet Credit Facility

The Telenet Credit Facility is the senior secured credit facility of certain subsidiaries of Telenet. The details of our borrowings under the Telenet Credit Facility as of December 31, 2016 are summarized in the following table:
Telenet Facility
 
Maturity
 
Interest rate
 
Facility amount
(in borrowing
currency) (a)
 
Outstanding principal amount
 
Unused
borrowing
capacity
 
Carrying
value (b)
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
U (c)
August 15, 2022
 
6.250%
 
€
450.0

 
$
474.6

 
$
—

 
$
468.4

V (c)
August 15, 2024
 
6.750%
 
€
250.0

 
263.7

 
—

 
259.8

Z (d)
June 30, 2018
 
EURIBOR + 2.25%
 
€
120.0

 
—

 
126.6

 
—

AB (c)
July 15, 2027
 
4.875%
 
€
530.0

 
559.0

 
—

 
553.8

AE
January 31, 2025
 
EURIBOR + 3.25%
 
€
1,600.0

 
1,687.5

 
—

 
1,673.2

AF
January 31, 2025
 
LIBOR + 3.00%
 
$
1,500.0

 
1,500.0

 
—

 
1,491.1

AG (e)
June 30, 2023
 
EURIBOR + 2.75%
 
€
400.0

 
—

 
421.9

 
—

Telenet Overdraft Facility (f)
December 31, 2017
 
EURIBOR + 1.60%
 
€
25.0

 
—

 
26.4

 
—

Elimination of Telenet Facilities U, V and AB in consolidation (c)
 
(1,297.3
)
 
—

 
(1,282.0
)
Total
 
$
3,187.5

 
$
574.9

 
$
3,164.3

 _______________

(a)
Except as described in (c) below, amounts represent total third-party facility amounts at December 31, 2016.

(b)
Amounts are net of deferred financing costs.

(c)
As further discussed in the above description of the Telenet SPE Notes, the amounts outstanding under Telenet Facilities U, V and AB are eliminated in Liberty Global’s consolidated financial statements.

(d)
Telenet Facility Z has a fee on unused commitments of 0.79% and is subject to a EURIBOR floor of 0.0%.

(e)
In November 2016, Telenet International entered into Telenet Facility AG, which is subject to a EURIBOR floor of 0.0% and has a fee on unused commitments of 1.1% per year. In connection with this transaction, commitments under the then existing Telenet Facility X were cancelled.

(f)
The Telenet Overdraft Facility has a fee on unused commitments of 0.55% and is subject to a EURIBOR floor of 0.0%.

2016 Refinancing Transactions. In May 2016, Telenet Financing USD LLC (Telenet Finance), a wholly-owned subsidiary of Telenet, entered into a new $850.0 million term loan facility (Telenet Facility AD). The net proceeds from Telenet Facility AD were used to repay in full (i) the €400.0 million ($421.9 million) outstanding principal amount under Telenet Facility P, together with accrued and unpaid interest and the related prepayment premium, to Telenet Finance IV Luxembourg S.C.A. (Telenet Finance IV) and, in turn, Telenet Finance IV used such proceeds to fully redeem the €400.0 million ($421.9 million) principal amount of its senior secured floating rate notes and (ii) the €300.0 million ($316.4 million) outstanding principal amount under Telenet Facility O, together with accrued and unpaid interest and the related prepayment premium, to Telenet Finance III Luxembourg S.C.A. (Telenet Finance III) and, in turn, Telenet Finance III used such proceeds to fully redeem the €300.0 million ($316.4 million) principal amount of its 6.625% senior secured notes. In connection with these transactions, Telenet recognized a loss on debt modification and extinguishment, net, of $18.9 million. This loss includes (a) the payment of $11.1 million of redemption premium and (b) the write-off of $7.8 million of deferred financing costs.
In November 2016, (i) Telenet International, a wholly-owned subsidiary of Telenet, entered into Telenet Facility AE which is subject to a EURIBOR floor of 0.0%, and (ii) Telenet Finance entered into Telenet Facility AF, which was issued at 99.5% of par and is subject to a LIBOR floor of 0.0%. The net proceeds from Telenet Facility AE and Telenet Facility AF were used to prepay in full (a) the €474.1 million ($500.1 million) outstanding principal amount under Telenet Facility W, (b) the €882.9 million ($931.2
million) outstanding principal amount under Telenet Facility Y, (c) the €800.0 million ($843.8 million) outstanding principal amount under Telenet Facility AA and (d) the $850.0 million outstanding principal amount under Telenet Facility AD. In connection with these transactions, Telenet recognized a loss on debt modification and extinguishment, net, of $33.9 million. This loss includes (a) the write-off of $26.0 million of deferred financing costs and (b) the payment of $7.9 million of redemption premium.
2014 Refinancing Transactions. During 2014, Telenet completed a number of refinancing transactions that generally resulted in lower interest rates and extended maturities. In connection with these transactions, Telenet recognized a loss on debt modification and extinguishment, net, of $11.9 million, which includes (i) the write-off of $7.1 million of deferred financing costs, (ii) the payment of $3.6 million of redemption premium and (iii) the write-off of $1.2 million of unamortized discount.

Telenet SPE Notes
The details of the Telenet SPE Notes as of December 31, 2016 are summarized in the following table:
 
 
 
 
 
 
 
Outstanding 
principal amount
 
 
 
 
Telenet SPEs Notes
 
 
Maturity
 
Interest rate
 
Borrowing
currency
 
U.S. $
equivalent
 
Estimated
fair value
 
Carrying
value (a)
 
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6.25% Telenet Finance V Notes
 
August 15, 2022
 
6.250%
 
€
450.0

 
$
474.6

 
$
505.2

 
$
468.4

6.75% Telenet Finance V Notes
 
August 15, 2024
 
6.750%
 
€
250.0

 
263.7

 
293.5

 
259.8

Telenet Finance VI Notes
 
July 15, 2027
 
4.875%
 
€
530.0

 
559.0

 
585.2

 
553.8

Total
 
$
1,297.3

 
$
1,383.9

 
$
1,282.0

 _______________

(a)
Amounts are net of deferred financing costs.

Subject to the circumstances described below, the 6.25% Telenet Finance V Notes are non-callable until August 15, 2017, the 6.75% Telenet Finance V Notes are non-callable until August 15, 2018 and the Telenet Finance VI Notes are non-callable until July 15, 2021 (each a Telenet SPE Notes Call Date). If, however, at any time prior to the applicable Telenet SPE Notes Call Date, all or a portion of the loans under the related Telenet SPE Funded Facility are voluntarily prepaid (a Telenet Early Redemption Event), then the applicable Telenet SPE will be required to redeem an aggregate principal amount of its Telenet SPE Notes equal to the principal amount of the loans so prepaid under the relevant Telenet SPE Funded Facility. In general, the redemption price payable will equal 100% of the principal amount of the applicable Telenet SPE Notes to be redeemed and a “make-whole” premium, which is the present value of all remaining scheduled interest payments to the applicable Telenet SPE Notes Call Date using the discount rate (as specified in the applicable indenture) as of the redemption date plus 50 basis points.

Upon the occurrence of a Telenet Early Redemption Event on or after the applicable Telenet SPE Notes Call Date, the applicable Telenet SPE will redeem an aggregate principal amount of its Telenet SPE Notes equal to the principal amount of the related Telenet SPE Funded Facility prepaid at the following redemption prices (expressed as a percentage of the principal amount), plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date, as set for below:
 
 
 
Redemption Price
 
 
 
6.25% Telenet
Finance V
Notes
 
6.75% Telenet
Finance V
Notes
 
Telenet Finance VI Notes
 
 
 
 
 
 
 
 
12-month period commencing
 
August 15
 
August 15
 
July 15
 
 
 
 
 
 
 
 
2017
 
103.125%
 
N.A.
 
N.A.
2018
 
102.083%
 
103.375%
 
N.A.
2019
 
101.563%
 
102.531%
 
N.A.
2020
 
100.000%
 
101.688%
 
N.A.
2021
 
100.000%
 
100.844%
 
102.438%
2022
 
N.A.
 
100.000%
 
101.219%
2023
 
N.A.
 
100.000%
 
100.609%
2024 and thereafter
 
N.A.
 
N.A.
 
100.000%


2016 Refinancing Transactions. In May 2016, Telenet Finance entered into Telenet Facility AD (as defined and described above). A portion of the net proceeds from Telenet Facility AD were ultimately used to redeem in full the amounts outstanding under the Telenet Finance III Notes and Telenet Finance IV Notes, as further described above under Telenet Credit Facility - 2016 Refinancing Transactions.

2015 Refinancing Transaction. During 2015, Telenet completed a refinancing transaction that resulted in lower interest rates and extended maturities. In connection with this transaction, Telenet recognized a loss on debt modification and extinguishment, net, of $34.3 million, representing the payment of redemption premium.

Ziggo Group Holding Debt

2016 Financing Transactions. During 2016, prior to the completion of the Dutch JV Transaction, Ziggo Group Holding and certain of its subsidiaries completed the below financing transactions.

In August 2016, (i) Ziggo Secured Finance B.V. (Ziggo Secured Finance), a special purpose financing entity owned 100% by a third-party, entered into a €2,598.2 million ($2,740.4 million) term loan facility (Ziggo Facility C) and (ii) Ziggo Secured Finance Partnership, a subsidiary of Ziggo Secured Finance, entered into a $1,000.0 million term loan facility (Ziggo Facility D). Ziggo Facility C and Ziggo Facility D were each issued at 99.5% of par and mature on August 31, 2024. Ziggo Facility C bears interest at a rate of EURIBOR plus 3.75% and is subject to a EURIBOR floor of 0.0%. Ziggo Facility D bears interest at a rate of LIBOR plus 3.00% and is subject to a LIBOR floor of 0.0%. The net proceeds from Ziggo Facility C were used, in conjunction with existing cash, to prepay in full (a) the €664.2 million ($700.6 million) outstanding principal amount under an existing Ziggo Group Holding credit facility that was due on March 31, 2021 and (b) the €1,925.0 million ($2,030.4 million) outstanding principal amount under the Ziggo Euro Facility, and the net proceeds from Ziggo Facility D were used, in conjunction with existing cash, to prepay $1,000.0 million of the $2,350.0 million outstanding principal amount under the Ziggo Dollar Facility, which bears interest at a rate of LIBOR plus 2.75% and matures on January 15, 2022. Except as noted above, these transactions were completed as non-cash refinancings. In connection with these transactions, Ziggo Group Holding recognized losses on debt modification and extinguishment, net, of $15.9 million. These losses include (1) the the write-off of net unamortized discounts of $8.7 million and (2) the write-off of $7.2 million of deferred financing costs.

In September 2016, (i) Ziggo Secured Finance issued (a) $2,000.0 million principal amount of 5.50% senior secured notes (the Ziggo 2027 Dollar Senior Secured Notes) and (b) €775.0 million ($817.4 million) of 4.25% senior secured notes (together with the Ziggo 2027 Dollar Senior Secured Notes, the Ziggo 2027 Senior Secured Notes), each due January 15, 2027, and (ii)
Ziggo Bond Finance B.V., a special purpose finance entity owned 100% by a third party, issued $625.0 million principal amount of 6.00% senior notes due January 15, 2027 (the Ziggo 2027 Senior Notes). Ziggo Secured Finance used $300.0 million of the net proceeds from the Ziggo 2027 Dollar Senior Secured Notes to fund a senior secured proceeds loan (the Ziggo Dollar Senior Secured Proceeds Loans) under a term loan facility agreement. The Ziggo Dollar Senior Secured Proceeds Loans were used to prepay $300.0 million of the principal amount outstanding under the Ziggo Dollar Facility.

The remaining net proceeds from the Ziggo 2027 Senior Secured Notes and the Ziggo 2027 Senior Notes were placed into certain escrow accounts (the Escrowed Proceeds). Upon completion of the Dutch JV Transaction, on January 4, 2017, the Escrowed Proceeds were used to fund a distribution to Liberty Global and Vodafone. As a result of the Dutch JV Transaction, effective December 31, 2016, we no longer consolidate Ziggo Group Holding. For information regarding the Dutch JV Transaction and cash proceeds received on January 4, 2017, see note 5.

CWC Notes

The details of the outstanding notes of CWC as of December 31, 2016 are summarized in the following table:
 
 
 
 
 
 
Outstanding principal
amount
 
 
 
 
CWC Notes
 
Maturity
 
Interest
rate
 
Borrowing
currency
 
U.S. $ equivalent
 
Estimated
fair value
 
Carrying
value (a)
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
Columbus Senior Notes (b)
March 30, 2021
 
7.375%
 
$
1,250.0

 
$
1,250.0

 
$
1,332.8

 
$
1,322.9

Sable Senior Notes (c)
August 1, 2022
 
6.875%
 
$
750.0

 
750.0

 
783.7

 
770.0

CWC Senior Notes (d)
March 25, 2019
 
8.625%
 
£
146.7

 
181.1

 
203.1

 
195.8

Total
 
$
2,181.1

 
$
2,319.6

 
$
2,288.7

 _______________
(a)
Amounts include the impact of premiums recorded in connection with the acquisition accounting for the CWC Acquisition.

(b)
The Columbus Senior Notes were issued by Columbus International Inc. (Columbus), a wholly-owned subsidiary of CWC.

(c)
The Sable Senior Notes were issued by Sable.

(d)
The CWC Senior Notes, which are non-callable, were issued by Cable & Wireless International Finance B.V., a wholly-owned subsidiary of CWC.

Subject to the circumstances described below, the Columbus Senior Notes are non-callable until March 30, 2018 and the Sable Senior Notes are non-callable until August 1, 2018. At any time prior to March 30, 2018, in the case of the Columbus Senior Notes and August 1, 2018, in the case of the Sable Senior Notes, Columbus and Sable may redeem some or all of the applicable notes by paying a “make-whole” premium, which is generally based on the present value of all scheduled interest payments until March 30, 2018 or August 1, 2018 (as applicable) using the discount rate (as specified in the applicable indenture) as of the redemption date, plus 50 basis points, and in the case of the Sable Senior Notes is subject to a minimum 1% of the principal amount outstanding at any redemption date prior to August 1, 2018.

Columbus and Sable (as applicable) may redeem some or all of the Columbus Senior Notes and Sable Senior Notes, respectively, at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the redemption date, as set forth below:
 
 
 
 
Redemption price
 
 
 
 
Columbus Senior Notes
 
Sable Senior Notes
 
 
 
 
 
 
 
12-month period commencing
 
March 30
 
August 1
 
 
 
 
 
2018
 
103.688%
 
105.156%
2019
 
101.844%
 
103.438%
2020
 
100.000%
 
101.719%
2021 and thereafter
 
N.A.
 
100.000%


CWC Credit Facilities

The CWC Credit Facilities are the senior secured credit facilities of certain subsidiaries of CWC. The details of our borrowings under the CWC Credit Facilities as of December 31, 2016 are summarized in the following table:
CWC Credit Facility
 
Maturity
 
Interest rate
 
Facility amount
(in borrowing
currency)
 
Outstanding principal amount
 
Unused
borrowing
capacity (a)
 
Carrying
value (b)
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
CWC Term Loans
December 31, 2022
 
LIBOR + 4.75% (c)
 
$
1,100.0

 
$
1,100.0

 
$
—

 
$
1,075.6

CWC Revolving Credit Facility
July 31, 2021
 
LIBOR + 3.50% (d)
 
$
625.0

 
—

 
625.0

 
—

CWC Regional Facilities (e)
various dates ranging from 2017 to 2038
 
3.65% (f)
 
$
443.4

 
311.9

 
131.5

 
310.5

Total
 
$
1,411.9

 
$
756.5

 
$
1,386.1

_______________

(a)
At December 31, 2016, our aggregate availability under the CWC Revolving Credit Facility was limited to $481.0 million. When the relevant December 31, 2016 compliance reporting requirements have been completed, and assuming no changes from the December 31, 2016 borrowing levels, we anticipate that our availability under the CWC Revolving Credit Facility will remain limited to $481.0 million. At December 31, 2016, the full amount of the unused borrowing capacity under the CWC Regional Facilities was available to be borrowed.

(b)
Amounts are net of discounts and deferred financing costs, where applicable.

(c)
The CWC Term Loans are subject to a LIBOR floor of 0.75%.

(d)
The CWC Revolving Credit Facility has a fee on unused commitments of 0.5% per year.

(e)
Represents certain amounts borrowed by CWC Panama, CWC BTC, CWC Jamaica and CWC Barbados.

(f)
Represents a blended weighted average rate for all CWC Regional Facilities.

2016 Financing Transactions. On May 17, 2016, Sable and Coral-US Co-Borrower LLC (Coral-US), a wholly-owned subsidiary of CWC, acceded as borrowers and assumed obligations under the credit agreement dated May 16, 2016, pursuant to which (i) Coral-US entered into the CWC Term Loans and (ii) Sable and Coral-US entered into the CWC Revolving Credit Facility.
A portion of the proceeds from the CWC Term Loans and amounts drawn under the CWC Revolving Credit Facility were used to (i) repay amounts outstanding under the then existing revolving credit facility and (ii) redeem certain senior secured notes
issued by Sable. In connection with these transactions, CWC recognized a gain on debt modification and extinguishment, net, of $1.5 million. This gain includes (a) the write-off of $19.0 million of unamortized premium and (b) the payment of $17.5 million of redemption premium.
In November 2016, Sable and Coral-US entered into a new $300.0 million term loan facility, which has the same maturity date, interest rate and LIBOR floor as the existing CWC Term Loans. The net proceeds from the new term loan were used to prepay indebtedness under the CWC Revolving Credit Facility and for general corporate purposes.

VTR Finance Senior Secured Notes

In January 2014, VTR Finance issued $1.4 billion principal amount of VTR Finance Senior Secured Notes, due January 15, 2024. At any time prior to January 15, 2019, VTR Finance may redeem some or all of the VTR Finance Senior Secured Notes by paying a “make-whole” premium, which is the present value of all remaining scheduled interest payments to January 15, 2019 using the discount rate (as specified in the VTR Indenture) as of the applicable redemption date plus 50 basis points.

VTR Finance may redeem all or part of the VTR Finance Senior Secured Notes at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the VTR Indenture), if any, to the applicable redemption date, as set forth below:
 
 
Redemption
price
12-month period commencing January 15:
 
 
2019
 
103.438%
2020
 
102.292%
2021
 
101.146%
2022 and thereafter
 
100.000%


Liberty Puerto Rico Bank Facility

The Liberty Puerto Rico Bank Facility is the senior secured credit facility of certain subsidiaries of Liberty Puerto Rico. The details of our borrowings under the Liberty Puerto Rico Bank Facility as of December 31, 2016 are summarized in the following table:
Liberty Puerto Rico Facility
 
Maturity
 
Interest rate
 
Facility  amount
(in borrowing
currency)
 
Outstanding principal amount
 
Unused
borrowing
capacity
 
Carrying
value (a)
 
 
 
 
 
 
in millions
 
 
 
 
 
 
 
 
 
 
 
 
 
LPR Term Loan B
January 7, 2022
 
LIBOR + 3.50% (b)
 
$
765.0

 
$
765.0

 
$
—

 
$
752.8

LPR Term Loan C
July 7, 2023
 
LIBOR + 6.75% (b)
 
$
177.5

 
177.5

 
—

 
174.4

LPR Revolving Loan (c)
July 7, 2020
 
LIBOR + 3.50%
 
$
40.0

 
—

 
40.0

 
—

Total
 
$
942.5

 
$
40.0

 
$
927.2

 _______________

(a)
Amounts are net of discounts and deferred financing costs.

(b)
LPR Term Loan B and LPR Term Loan C each have a LIBOR floor of 1.0%.

(c)
The LPR Revolving Loan has a fee on unused commitments of 0.50% or 0.375% depending on the consolidated total net leverage ratio (as specified in the Liberty Puerto Rico Bank Facility).

2014 Refinancing Transactions. During 2014, Liberty Puerto Rico completed various refinancing transactions that generally resulted in additional borrowings or extended maturities under the Liberty Puerto Rico Bank Facility. In connection with these
transactions, Liberty Puerto Rico recognized a loss on debt modification and extinguishment, net, of $9.8 million. This loss includes (i) third-party costs of $7.1 million, (ii) the write-off of deferred financing costs of $3.6 million and (iii) the write-off of unamortized premium of $0.9 million.

Maturities of Debt and Capital Lease Obligations

Maturities of our debt and capital lease obligations as of December 31, 2016 are presented below for the named entity and its subsidiaries, unless otherwise noted. Amounts presented below represent U.S. dollar equivalents based on December 31, 2016 exchange rates:

Debt:
 
Liberty Global Group
 
LiLAC Group
 
 
 
Virgin Media
 
Unitymedia
 
UPC
Holding (a)
 
Telenet (b)
 
Other
 
Total Liberty Global Group
 
CWC
 
VTR
 
Liberty Puerto Rico
 
Total LiLAC Group
 
Total
 
in millions
Year ending December 31:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
$
1,262.3

 
$
222.7

 
$
776.9

 
$
44.4

 
$
519.0

 
$
2,825.3

 
$
95.2

 
$
48.9

 
$
—

 
$
144.1

 
$
2,969.4

2018
0.5

 
7.8

 
—

 
7.8

 
1,098.6

 
1,114.7

 
54.8

 
—

 
—

 
54.8

 
1,169.5

2019
0.5

 
7.6

 
—

 
17.8

 
302.4

 
328.3

 
227.7

 
—

 
—

 
227.7

 
556.0

2020
116.5

 
7.2

 
—

 
11.8

 
27.6

 
163.1

 
38.3

 
—

 
—

 
38.3

 
201.4

2021
2,014.2

 
6.8

 
—

 
10.4

 
215.5

 
2,246.9

 
1,284.0

 
—

 
—

 
1,284.0

 
3,530.9

Thereafter
11,503.5

 
7,765.4

 
6,007.1

 
4,566.0

 
27.5

 
29,869.5

 
1,893.0

 
1,400.0

 
942.5

 
4,235.5

 
34,105.0

Total debt maturities
14,897.5

 
8,017.5

 
6,784.0

 
4,658.2

 
2,190.6

 
36,547.8

 
3,593.0

 
1,448.9

 
942.5

 
5,984.4

 
42,532.2

Unamortized premium (discount)
13.9

 
—

 
(14.6
)
 
—

 
(38.9
)
 
(39.6
)
 
91.6

 
—

 
(7.5
)
 
84.1

 
44.5

Unamortized deferred financing costs
(106.3
)
 
(50.3
)
 
(31.8
)
 
(38.5
)
 
(1.2
)
 
(228.1
)
 
(9.8
)
 
(24.7
)
 
(7.8
)
 
(42.3
)
 
(270.4
)
Total debt
$
14,805.1

 
$
7,967.2

 
$
6,737.6

 
$
4,619.7

 
$
2,150.5

 
$
36,280.1

 
$
3,674.8

 
$
1,424.2

 
$
927.2

 
$
6,026.2

 
$
42,306.3

Current portion
$
1,262.3

 
$
226.1

 
$
776.9

 
$
44.4

 
$
190.4

 
$
2,500.1

 
$
95.2

 
$
48.9

 
$
—

 
$
144.1

 
$
2,644.2

Noncurrent portion
$
13,542.8

 
$
7,741.1

 
$
5,960.7

 
$
4,575.3

 
$
1,960.1

 
$
33,780.0

 
$
3,579.6

 
$
1,375.3

 
$
927.2

 
$
5,882.1

 
$
39,662.1

 _______________

(a)
Amounts include the UPCB SPE Notes issued by the UPCB SPEs. As described above, the UPCB SPEs are consolidated by UPC Holding and Liberty Global.

(b)
Amounts include the Telenet SPE Notes issued by the Telenet SPEs. As described above, the Telenet SPEs are consolidated by Telenet and Liberty Global.

Capital lease obligations:
 
Liberty Global Group
 
 
 
 
 
Unitymedia
 
Telenet
 
Virgin Media
 
Other
 
Total Liberty Global Group
 
Total LiLAC Group
 
Total
 
in millions
Year ending December 31:
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
$
77.4

 
$
64.7

 
$
38.2

 
$
27.9

 
$
208.2

 
$
7.4

 
$
215.6

2018
77.4

 
62.9

 
15.0

 
21.8

 
177.1

 
11.6

 
188.7

2019
77.4

 
53.3

 
7.1

 
15.7

 
153.5

 
2.1

 
155.6

2020
77.3

 
50.4

 
4.2

 
9.7

 
141.6

 
1.2

 
142.8

2021
77.3

 
48.7

 
3.6

 
7.2

 
136.8

 
0.1

 
136.9

Thereafter
687.1

 
215.8

 
168.9

 
38.5

 
1,110.3

 
—

 
1,110.3

Total principal and interest payments
1,073.9

 
495.8

 
237.0

 
120.8

 
1,927.5

 
22.4

 
1,949.9

Amounts representing interest
(416.9
)
 
(121.8
)
 
(145.8
)
 
(21.9
)
 
(706.4
)
 
(0.7
)
 
(707.1
)
Present value of net minimum lease payments
$
657.0

 
$
374.0

 
$
91.2

 
$
98.9

 
$
1,221.1

 
$
21.7

 
$
1,242.8

Current portion
$
27.6

 
$
43.1

 
$
33.1

 
$
20.4

 
$
124.2

 
$
6.7

 
$
130.9

Noncurrent portion
$
629.4

 
$
330.9

 
$
58.1

 
$
78.5

 
$
1,096.9

 
$
15.0

 
$
1,111.9



Non-cash Financing Transactions

During 2016, 2015 and 2014, certain of our refinancing transactions included non-cash borrowings and repayments of debt aggregating $8,939.5 million, $3,586.5 million and $5,418.8 million, respectively. In addition, we also completed certain non-cash financing transactions at Ziggo Group Holding, as discussed above.