Debt and Capital Lease Obligations (Tables)

3 Months Ended

Mar. 31, 2018

Debt and Capital Lease Obligations [Abstract]

Schedule of debt

The U.S. dollar equivalents of the components of our debt are as follows:

	March 31, 2018										Principal amount
	Weighted average interest rate (a)		Unused borrowing capacity (b)				Estimated fair value (c)
			Borrowing currency		U.S. $ equivalent		March 31, 2018		December 31, 2017		March 31, 2018		December 31, 2017
			in millions
VM Notes	5.54	%	—		$	—	$	9,891.3	$	9,987.4	$	9,750.9	$	9,565.7
VM Credit Facilities	4.19	%	(d)		946.2		4,889.0		4,681.5		4,869.2		4,676.2
Unitymedia Notes	4.73	%	—		—		5,892.3		5,773.3		5,555.2		5,465.2
Unitymedia Credit Facilities	3.55	%	€	500.0	614.6		2,718.7		2,698.4		2,719.0		2,696.8
UPCB SPE Notes	4.49	%	—		—		2,580.9		2,638.8		2,614.9		2,582.6
UPC Holding Bank Facility	3.91	%	€	990.1	1,216.9		2,596.8		2,576.4		2,589.6		2,576.1
UPC Holding Senior Notes	4.55	%	—		—		1,242.2		1,272.5		1,330.5		1,313.4
Telenet Credit Facility	3.65	%	(e)		846.9		2,211.3		2,188.9		2,197.2		2,177.6
Telenet Senior Secured Notes	4.65	%	—		—		1,677.3		1,724.4		1,737.5		1,721.3
Telenet SPE Notes	5.52	%	—		—		960.2		1,014.4		893.6		937.7
Vendor financing (f)	3.74	%	—		—		3,768.1		4,039.7		3,768.1		4,039.7
ITV Collar Loan	0.71	%	—		—		1,484.6		1,445.8		1,517.1		1,463.8
Sumitomo Share Loan (g)	0.95	%	—		—		615.1		621.7		615.1		621.7
Derivative-related debt instruments (h)	3.38	%	—		—		604.4		612.4		585.6		592.5
Sumitomo Collar Loan	1.88	%	—		—		179.4		170.3		178.9		169.1
Other (i)	5.70	%	—		—		404.7		413.4		410.7		418.2
Total debt before deferred financing costs, discounts and premiums	4.35	%			$	3,624.6	$	41,716.3	$	41,859.3	$	41,333.1	$	41,017.6

The following table provides a reconciliation of total debt before deferred financing costs, discounts and premiums to total debt and capital lease obligations:

	March 31, 2018			December 31, 2017
	in millions
Total debt before deferred financing costs, discounts and premiums	$	41,333.1		$	41,017.6
Deferred financing costs, discounts and premiums, net	(216.7		)	(223.2		)
Total carrying amount of debt	41,116.4			40,794.4
Capital lease obligations (j)	1,450.3			1,420.5
Total debt and capital lease obligations	42,566.7			42,214.9
Current maturities of debt and capital lease obligations	(4,290.7		)	(4,165.4		)
Long-term debt and capital lease obligations	$	38,276.0		$	38,049.5

_______________

(a) Represents the weighted average interest rate in effect at March 31, 2018 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 deferred financing costs, our weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was 4.20% at March 31, 2018. For information regarding our derivative instruments, see note 6.

(b) Unused borrowing capacity represents the maximum availability under the applicable facility at March 31, 2018 without regard to covenant compliance calculations or other conditions precedent to borrowing. At March 31, 2018, based on the applicable leverage covenants, the full amount of unused borrowing capacity was available to be borrowed under each of the respective subsidiary facilities, and based on the applicable leverage-based restricted payment tests, there were no restrictions on the respective subsidiary's ability to make loans or distributions from this availability to Liberty Global or its subsidiaries or other equity holders. Upon completion of the relevant March 31, 2018 compliance reporting requirements, we expect that the full amount of unused borrowing capacity will continue to be available and that there will be no restrictions with respect to loans or distributions.

(c) The estimated fair values of our debt instruments are generally determined using the average of applicable bid and ask prices (mostly Level 1 of the fair value hierarchy) or, when quoted market prices are unavailable or not considered indicative of fair value, discounted cash flow models (mostly Level 2 of the fair value hierarchy). The discount rates used in the cash flow models are based on the market interest rates and estimated credit spreads of the applicable entity, to the extent available, and other relevant factors. For additional information regarding fair value hierarchies, see note 7.

(d) Unused borrowing capacity under the VM Credit Facilities relates to multi-currency revolving facilities with an aggregate maximum borrowing capacity equivalent to £675.0 million ($946.2 million). In February 2018, the VM Revolving Facility was amended and split into two revolving facilities. VM Revolving Facility A is a multi-currency revolving facility maturing on December 31, 2021 with a maximum borrowing capacity equivalent to £75.0 million ($105.2 million), and VM Revolving Facility B is a multi-currency revolving facility maturing on January 15, 2024 with a maximum borrowing capacity equivalent to £600.0 million ($841.0 million). All other terms from the previously existing VM Revolving Facility continue to apply to the new revolving facilities.

(e) Unused borrowing capacity under the Telenet Credit Facility comprises (i) €400.0 million ($491.6 million) under Telenet Facility AG, (ii) $300.0 million under the Telenet Facility AL Add-on, as defined and described below, (iii) €25.0 million ($30.7 million) under the Telenet Overdraft Facility and (iv) €20.0 million ($24.6 million) under the Telenet Revolving Facility, each of which were undrawn at March 31, 2018.

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

(g) The Sumitomo Share Loan is carried at fair value. For information regarding fair value hierarchies, see note 7.

(h) Represents amounts associated with certain derivative-related borrowing instruments, including $334.5 million and $344.0 million at March 31, 2018 and December 31, 2017, respectively, carried at fair value. These instruments mature at various dates through January 2025. For information regarding fair value hierarchies, see note 7.

(i) Amounts include $158.4 million and $160.9 million at March 31, 2018 and December 31, 2017, respectively, of debt collateralized by certain trade receivables of Virgin Media.

(j) The U.S. dollar equivalents of our consolidated capital lease obligations are as follows:

	March 31, 2018		December 31, 2017
	in millions
Unitymedia	$	733.6	$	722.4
Telenet	476.2		456.1
UPC Holding	95.4		95.7
Virgin Media	81.3		79.1
Other subsidiaries	63.8		67.2
Total	$	1,450.3	$	1,420.5

Schedule of Maturities of Debt

Debt:

	Virgin Media			Unitymedia			UPC Holding (a)			Telenet (b)			Other			Total
	in millions
Year ending December 31:
2018 (remainder of year)	$	2,320.0		$	389.2		$	542.0		$	710.4		$	197.8		$	4,159.4
2019	133.8			57.6			79.4			47.2			42.2			360.2
2020	92.6			3.7			20.3			13.9			215.9			346.4
2021	1,402.6			3.6			20.0			12.3			1,657.1			3,095.6
2022	407.8			3.4			15.3			12.6			338.5			777.6
2023	979.6			515.1			9.9			12.8			—			1,517.4
Thereafter	11,960.2			7,973.0			6,534.9			4,608.4			—			31,076.5
Total debt maturities	17,296.6			8,945.6			7,221.8			5,417.6			2,451.5			41,333.1
Deferred financing costs, discounts and premiums, net	(61.6		)	(50.7		)	(52.4		)	(24.5		)	(27.5		)	(216.7		)
Total debt	$	17,235.0		$	8,894.9		$	7,169.4		$	5,393.1		$	2,424.0		$	41,116.4
Current portion	$	2,325.7		$	445.2		$	616.8		$	736.7		$	25.8		$	4,150.2
Noncurrent portion	$	14,909.3		$	8,449.7		$	6,552.6		$	4,656.4		$	2,398.2		$	36,966.2

_______________

(a) Amounts include certain senior secured notes issued by special purpose financing entities that are consolidated by UPC Holding and Liberty Global.

(b) Amounts include certain senior secured notes issued by special purpose financing entities that are consolidated by Telenet and Liberty Global.

Capital lease obligations:

	Unitymedia			Telenet			UPC Holding			Virgin Media			Other			Total
	in millions
Year ending December 31:
2018 (remainder of year)	$	69.7		$	70.0		$	12.8		$	14.7		$	18.4		$	185.6
2019	92.3			75.8			17.5			11.5			16.9			214.0
2020	92.0			71.6			17.7			8.3			10.6			200.2
2021	91.7			68.1			18.6			8.6			5.2			192.2
2022	91.3			69.1			14.7			10.2			3.0			188.3
2023	90.1			57.9			12.6			6.0			18.2			184.8
Thereafter	620.7			220.5			21.8			183.6			—			1,046.6
Total principal and interest payments	1,147.8			633.0			115.7			242.9			72.3			2,211.7
Amounts representing interest	(414.2		)	(156.8		)	(20.3		)	(161.6		)	(8.5		)	(761.4		)
Present value of net minimum lease payments	$	733.6		$	476.2		$	95.4		$	81.3		$	63.8		$	1,450.3
Current portion	$	37.7		$	58.8		$	11.5		$	13.5		$	19.0		$	140.5
Noncurrent portion	$	695.9		$	417.4		$	83.9		$	67.8		$	44.8		$	1,309.8