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Debt
9 Months Ended
Sep. 30, 2021
Debt and Lease Obligation [Abstract]  
Debt Debt
The U.S. dollar equivalents of the components of our debt are as follows:
 September 30, 2021Principal amount
Weighted
average
interest
rate (a)
Unused borrowing
capacity (b)
Borrowing currencyU.S. $
equivalent
September 30,
2021
December 31,
2020
  in millions
UPC Holding Bank Facility (c)2.87 %716.2 $828.6 $4,085.8 $4,767.1 
UPCB SPE Notes4.43 %— — 1,944.2 1,393.7 
UPC Holding Senior Notes4.59 %— — 1,222.6 1,261.5 
Telenet Credit Facility (d)2.14 %555.0 642.1 3,579.3 3,652.0 
Telenet Senior Secured Notes4.73 %— — 1,624.8 1,660.2 
VM Ireland Credit Facility (e)3.50 %100.0 115.7 1,041.3 — 
Vendor financing (f)2.01 %  1,003.5 1,099.6 
ITV Collar Loan (g)— — — — 415.9 
Other7.08 %— — 149.4 266.3 
Total debt before deferred financing costs, discounts and premiums (h)3.28 %$1,586.4 $14,650.9 $14,516.3 

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,
2021
December 31,
2020
in millions
Total debt before deferred financing costs, discounts and premiums
$14,650.9 $14,516.3 
Deferred financing costs, discounts and premiums, net(60.3)(118.4)
Total carrying amount of debt
14,590.6 14,397.9 
Finance lease obligations (note 10)
493.2 549.5 
Total debt and finance lease obligations
15,083.8 14,947.4 
Current maturities of debt and finance lease obligations
(986.5)(1,086.1)
Long-term debt and finance lease obligations
$14,097.3 $13,861.3 
_______________

(a)Represents the weighted average interest rate in effect at September 30, 2021 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, the weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was 3.54% at September 30, 2021. For information regarding our derivative instruments, see note 6.

(b)Unused borrowing capacity represents the maximum availability under the applicable facility at September 30, 2021 without regard to covenant compliance calculations or other conditions precedent to borrowing. The following table provides our borrowing availability and amounts available to loan or distribute under each of the respective subsidiary facilities, based on the most restrictive applicable leverage covenants and leverage-based restricted payment tests, (i) at
September 30, 2021 and (ii) upon completion of the relevant September 30, 2021 compliance reporting requirements. These amounts do not consider any actual or potential changes to our borrowing levels or any amounts loaned or distributed subsequent to September 30, 2021, or the impact of additional amounts that may be available to borrow, loan or distribute under certain defined baskets within each respective facility.
Availability
 September 30, 2021
Upon completion of the relevant September 30, 2021 compliance reporting requirements
Borrowing currencyU.S. $
equivalent
Borrowing currencyU.S. $
equivalent
 in millions
Available to borrow:
UPC Holding Bank Facility
716.2 $828.6 716.2 $828.6 
Telenet Credit Facility555.0 $642.1 555.0 $642.1 
VM Ireland Credit Facility
100.0 $115.7 100.0 $115.7 
Available to loan or distribute:
UPC Holding Bank Facility
716.2 $828.6 716.2 $828.6 
Telenet Credit Facility555.0 $642.1 555.0 $642.1 
VM Ireland Credit Facility
— $— 81.6 $94.4 

(c)Unused borrowing capacity under the UPC Holding Bank Facility relates to an equivalent €716.2 million ($828.6 million) under the UPC Revolving Facility, part of which has been made available as an ancillary facility. During 2021, the UPC Revolving Facility was amended to provide for maximum borrowing capacity of €736.4 million ($852.0 million), including €23.0 million ($26.6 million) under the related ancillary facility. With the exception of €20.2 million ($23.4 million) of borrowings under the ancillary facility, the UPC Revolving Facility was undrawn at September 30, 2021.
(d)Unused borrowing capacity under the Telenet Credit Facility comprises (i) €510.0 million ($590.1 million) under the Telenet Revolving Facility I, (ii) €25.0 million ($28.9 million) under the Telenet Overdraft Facility and (iii) €20.0 million ($23.1 million) under the Telenet Revolving Facility, each of which were undrawn at September 30, 2021.

(e)Unused borrowing capacity under the VM Ireland Credit Facility relates to €100.0 million ($115.7 million) under the VM Ireland Revolving Facility (as defined below), which was undrawn at September 30, 2021.

(f)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. For purposes of our condensed consolidated statements of cash flows, operating expenses financed by an intermediary are treated as hypothetical operating cash outflows and hypothetical financing cash inflows when the expenses are incurred. During the nine months ended September 30, 2021 and 2020, the hypothetical cash outflow included in cash flows from operating activities and the corresponding hypothetical cash inflow included in cash flows from financing activities related to these operating expenses was $1,657.5 million and $1,995.5 million, respectively. 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.

(g)As described in note 5, the ITV Collar Loan was fully repaid during the second quarter of 2021.
(h)As of September 30, 2021 and December 31, 2020, our debt had an estimated fair value of $14.8 billion and $14.7 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). For additional information regarding fair value hierarchies, see note 7.

Financing Transactions - General Information

At September 30, 2021, most of our outstanding debt had been incurred by one of our three subsidiary “borrowing groups.” References to these borrowing groups, which comprise UPC Holding, Telenet and VM Ireland, include their respective restricted parent and subsidiary entities. Below we provide summary descriptions of certain financing transactions completed during the first nine months of 2021. A portion of our financing transactions may include non-cash borrowings and repayments. During the nine months ended September 30, 2021 and 2020, non-cash borrowings and repayments aggregated $2.9 billion and $3.5 billion, respectively. Unless otherwise noted, the terms and conditions of any new notes and/or credit facilities are largely consistent with those of existing notes and credit facilities of the corresponding borrowing group with regard to covenants, events of default and change of control provisions, among other items. For information regarding the general terms and conditions of our debt and capitalized terms not defined herein, see note 11 to the consolidated financial statements included in our 10-K.

UPC Holding Financing Transactions

During the second quarter of 2021, UPC Holding completed a number of financing transactions that generally resulted in lower interest rates and extended maturities, including the issuance of certain senior secured notes and the entrance into certain accession agreements under the UPC Holding Bank Facility. In connection with these transactions, UPC Holding recognized an aggregate loss on debt extinguishment of $90.6 million related to (i) the write-off of $77.7 million of unamortized deferred financing costs and discounts and (ii) the payment of $12.9 million of redemption premiums. In September 2021, Liberty Global entered into an agreement to sell UPC Poland, the proceeds of which are expected to be used, in part, to repay a portion of UPC Holding’s outstanding indebtedness. For additional information, see note 4.

The following tables summarize our outstanding indebtedness as of September 30, 2021 with respect to (i) the UPC Holding Bank Facility and (ii) the UPCB SPE Notes, after completion of the aforementioned financing transactions.
UPC Holding Bank FacilityMaturityInterest rateFacility amount (borrowing currency) (a)Unused
borrowing
capacity
Outstanding principal amountCarrying
value (b)
   in millions
AQ (c)June 15, 20293.625%600.0 $— $694.2 $690.1 
AT (d)April 30, 2028LIBOR + 2.25%$700.0 — 700.0 696.8 
AU (e)April 30, 2029EURIBOR + 2.5%400.0 — 462.8 460.6 
AX (d)January 31, 2029LIBOR + 3.0%$1,925.0 — 1,925.0 1,909.9 
AY (e)January 31, 2029EURIBOR + 3.0%862.5 — 998.0 992.5 
AZ (c)July 15, 20314.875%$1,250.0 — 1,250.0 1,248.6 
UPC Revolving Facility (f)May 31, 2026EURIBOR + 2.5%736.4 828.6 — — 
Elimination of Facilities AQ and AZ in consolidation (c)— (1,944.2)(1,938.7)
Total$828.6 $4,085.8 $4,059.8 
_______________

(a)Except as described in (c) below, amounts represent total third-party facility amounts at September 30, 2021.

(b)Amounts are net of deferred financing costs and discounts, where applicable.
(c)The amounts outstanding under UPC Facilities AQ and AZ are eliminated in our condensed consolidated financial statements.

(d)UPC Facilities AT and AX are each subject to a LIBOR floor of 0.0%.

(e)UPC Facilities AU and AY are each subject to a EURIBOR floor of 0.0%.

(f)The UPC Revolving Facility has a fee on unused commitments of 1.0% per year.
  Original issue amountOutstanding principal
amount
 
UPCB SPE NotesMaturityInterest rateBorrowing
currency
U.S. $
equivalent
Carrying
value (a)
  in millions
UPCB Finance VII Euro NotesJune 15, 20293.625%600.0 600.0 $694.2 $690.1 
2031 UPC Senior Secured Notes
July 15, 20314.875%$1,250.0 $1,250.0 1,250.0 1,248.6 
Total
$1,944.2 $1,938.7 
_______________

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

VM Ireland Financing Transactions

In June 2021, VM Ireland entered into a credit facility (the VM Ireland Credit Facility), comprising (i) a €900.0 million ($1,041.3 million) term loan facility (VM Ireland Facility B1) and (ii) a €100.0 million ($115.7 million) revolving facility (the VM Ireland Revolving Facility). VM Ireland Facility B1 was issued at 99.5% of par, matures on July 15, 2029 and bears interest at a rate of EURIBOR + 3.5%, subject to a EURIBOR floor of 0.0%. The VM Ireland Revolving Facility matures on September 15, 2027 and bears interest at a rate of EURIBOR + 2.75%. The proceeds from VM Ireland Facility B1 and the VM Ireland Revolving Facility can be used for general corporate purposes.
Maturities of Debt

Maturities of our debt as of September 30, 2021 are presented below for the named entity and its subsidiaries, unless otherwise noted, and represent U.S. dollar equivalents based on September 30, 2021 exchange rates.
UPC Holding (a)
Telenet
VM Ireland
OtherTotal
 in millions
Year ending December 31:
2021 (remainder of year)$62.6 $100.6 $— $25.7 $188.9 
2022351.9 331.3 — 70.4 753.6 
2023— 11.4 — 55.7 67.1 
2024— 11.4 — 16.1 27.5 
2025— 11.4 — 1.2 12.6 
2026— 11.5 — — 11.5 
Thereafter7,252.6 5,295.8 1,041.3 — 13,589.7 
Total debt maturities (b)7,667.1 5,773.4 1,041.3 169.1 14,650.9 
Deferred financing costs, discounts and premiums, net
(37.7)(15.1)(7.5)— (60.3)
Total debt$7,629.4 $5,758.3 $1,033.8 $169.1 $14,590.6 
Current portion
$414.5 $431.3 $— $72.8 $918.6 
Noncurrent portion
$7,214.9 $5,327.0 $1,033.8 $96.3 $13,672.0 
_______________

(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 vendor financing obligations of $1,003.5 million, as set forth below:
UPC
Holding
TelenetOtherTotal
 in millions
Year ending December 31:
2021 (remainder of year)$62.6 $100.4 $25.7 $188.7 
2022351.9 319.5 70.4 741.8 
2023— — 55.7 55.7 
2024— — 16.1 16.1 
2025— — 1.2 1.2 
Total vendor financing maturities
$414.5 $419.9 $169.1 $1,003.5 
Current portion
$414.5 $419.9 $72.8 $907.2 
Noncurrent portion
$— $— $96.3 $96.3