Debt (Tables)

9 Months Ended

Sep. 30, 2020

Debt and Lease Obligation [Abstract]

Schedule of Debt

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

	September 30, 2020						Principal amount
	Weighted average interest rate (a)		Unused borrowing capacity (b)
			Borrowing currency		U.S. $ equivalent		September 30, 2020		December 31, 2019
			in millions
Telenet Credit Facility (c)	2.19	%	€	555.0	$	650.6	$	3,596.1	$	3,541.4
Telenet Senior Secured Notes	4.72	%	—		—		1,633.0		1,673.7
UPCB SPE Notes	3.80	%	—		—		1,336.3		2,420.1
UPC Holding Bank Facility (d)	2.44	%	€	500.0	586.1		1,168.9		—
UPC Holding Senior Notes	4.58	%	—		—		1,231.6		1,202.3
Vendor financing (e)(f)	2.44	%	—		—		1,343.5		1,374.3
ITV Collar Loan	0.90	%	—		—		949.1		1,435.5
Virgin Media debt (g)	—		(f)		(f)		(f)		15,693.5
Other (f)(h)	6.10	%	—		—		250.8		307.3
Total debt before deferred financing costs, discounts and premiums (i)	3.03	%			$	1,236.7	$	11,509.3	$	27,648.1

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

	September 30, 2020			December 31, 2019
	in millions
Total debt before deferred financing costs, discounts and premiums	$	11,509.3		$	27,648.1
Deferred financing costs, discounts and premiums, net	(43.3		)	(82.7		)
Total carrying amount of debt	11,466.0			27,565.4
Finance lease obligations (f) (note 10)	532.7			617.1
Total debt and finance lease obligations	11,998.7			28,182.5
Current maturities of debt and finance lease obligations	(1,832.7		)	(3,877.2		)
Long-term debt and finance lease obligations	$	10,166.0		$	24,305.3

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(a) Represents the weighted average interest rate in effect at September 30, 2020 for all borrowings outstanding (excluding those of the U.K. JV Entities) 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 3.31% at September 30, 2020. For information regarding our derivative instruments, see note 6.

(b) Unused borrowing capacity represents the maximum availability under the applicable facility at September 30, 2020 without regard to covenant compliance calculations or other conditions precedent to borrowing. At September 30, 2020, based on the most restrictive 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 most restrictive 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 September 30, 2020 compliance reporting requirements, we expect the full amount of unused borrowing capacity will continue to be available under each of the respective subsidiary facilities, with no additional restriction to loan or distribute. Our above expectations do not consider any actual or potential changes to our borrowing levels or any amounts loaned or distributed subsequent to September 30, 2020, or the impact of additional amounts that may be available to borrow, loan or distribute under certain defined baskets within each respective facility.

(c) Unused borrowing capacity under the Telenet Credit Facility comprises (i) €510.0 million ($597.9 million) under the Telenet Revolving Facility I (as defined below), (ii) €25.0 million ($29.3 million) under the Telenet Overdraft Facility and (iii) €20.0 million ($23.4 million) under the Telenet Revolving Facility, each of which were undrawn at September 30, 2020. During 2020, Telenet Facility AG and Telenet Facility AP were cancelled in full and replaced with a single revolving facility, which bears interest at a rate of EURIBOR + 2.25%, is subject to a EURIBOR floor of 0.0% and has a final maturity date of May 31, 2026 (the Telenet Revolving Facility I).

(d) Unused borrowing capacity under the UPC Holding Bank Facility relates to €500.0 million ($586.1 million) of borrowing capacity under the UPC Revolving Facility (as defined below), which was undrawn at September 30, 2020. During 2020, as a result of the sale of certain entities within the UPC Holding borrowing group in prior years, and an associated reduction in the outstanding debt and Covenant EBITDA (as defined and described in the related debt agreement) of the remaining UPC Holding borrowing group, UPC Facility AM was cancelled in full and replaced with a new revolving facility, which bears interest at a rate of EURIBOR + 2.50% and has a final maturity date of May 31, 2026 (the UPC Revolving Facility).

(e) Represents amounts owed to various creditors pursuant to interest-bearing vendor financing arrangements that are used to finance certain of our property and equipment additions and operating expenses. These arrangements extend our repayment terms beyond a vendor’s original due dates (e.g. extension beyond a vendor’s customary payment terms, which are generally 90 days or less) and as such are classified outside of accounts payable on our condensed consolidated balance sheet. These

obligations are generally due within one year and include VAT that was also financed under these arrangements. Repayments of vendor financing obligations are included in repayments and repurchases of debt and finance lease obligations in our condensed consolidated statements of cash flows.

(f) In connection with the pending formation of the U.K. JV, the outstanding third-party debt of the U.K. JV Entities has been classified as liabilities associated with assets held for sale on our September 30, 2020 condensed consolidated balance sheet. For information regarding the pending formation of the U.K. JV and the held-for-sale presentation of the U.K. JV Entities, see note 4.

(g) The December 31, 2019 amount includes $264.6 million of debt collateralized by certain trade receivables of Virgin Media (VM Receivables Financing). During the third quarter of 2020, the amount outstanding under the VM Receivables Financing was repaid, and the associated trade receivables were sold to a third party (the VM Receivables Financing Sale).

(h) The December 31, 2019 amount includes $55.3 million of principal borrowings outstanding under the Lionsgate Loan. During the third quarter of 2020, we cash settled the outstanding amount under the Lionsgate Loan, as further described in note 6.

(i) As of September 30, 2020 and December 31, 2019, our debt had an estimated fair value of $11.5 billion (excluding the U.K. JV Entities) and $28.4 billion, respectively. 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.

Schedule of Maturities of Debt

Maturities of our debt as of September 30, 2020 are presented below for the named entity and its subsidiaries, unless otherwise noted, and represent U.S. dollar equivalents based on September 30, 2020 exchange rates. As a result of the held-for-sale presentation of the U.K. JV Entities on our September 30, 2020 condensed consolidated balance sheet, the amounts presented below do not include maturities of the debt obligations of these entities. For information regarding the held-for-sale presentation of the U.K. JV Entities, see note 4.

	UPC Holding (a)			Telenet			Other (b)			Total
	in millions
Year ending December 31:
2020 (remainder of year)	$	209.1		$	121.2		$	148.0		$	478.3
2021	404.1			295.8			771.4			1,471.3
2022	—			12.9			277.8			290.7
2023	—			12.6			160.1			172.7
2024	—			12.6			16.7			29.3
2025	—			12.8			0.6			13.4
Thereafter	3,736.8			5,316.8			—			9,053.6
Total debt maturities (c)	4,350.0			5,784.7			1,374.6			11,509.3
Deferred financing costs, discounts and premiums, net	(21.0		)	(17.7		)	(4.6		)	(43.3		)
Total debt	$	4,329.0		$	5,767.0		$	1,370.0		$	11,466.0
Current portion	$	613.2		$	416.2		$	732.4		$	1,761.8
Noncurrent portion	$	3,715.8		$	5,350.8		$	637.6		$	9,704.2

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(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 $949.1 million related to the ITV Collar Loan. The ITV Collar Loan has various maturity dates through 2022 consistent with the ITV Collar (see notes 5 and 6). We may elect to use cash or the collective value of the related shares and equity-related derivative instrument to settle the remaining amounts under the ITV Collar Loan.

(c) Amounts include vendor financing obligations of $1,343.5 million, as set forth below:

	UPC Holding		Telenet		Other		Total
	in millions
Year ending December 31:
2020 (remainder of year)	$	209.1	$	121.0	$	36.7	$	366.8
2021	404.1		282.5		126.3		812.9
2022	—		—		85.0		85.0
2023	—		—		61.3		61.3
2024	—		—		16.7		16.7
2025	—		—		0.8		0.8
Total vendor financing maturities	$	613.2	$	403.5	$	326.8	$	1,343.5
Current portion	$	613.2	$	403.5	$	140.5	$	1,157.2
Noncurrent portion	$	—	$	—	$	186.3	$	186.3