Debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt and Lease Obligation [Abstract]

Schedule of Debt

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

	March 31, 2023						Principal amount
	Weighted average interest rate (a)		Unused borrowing capacity (b)
			Borrowing currency		U.S. $ equivalent		March 31, 2023		December 31, 2022
			in millions
UPC Holding Bank Facility (c)	6.96	%	€	713.4	$	775.4	$	3,605.1	$	3,587.7
UPC SPE Notes	4.57	%	—		—		1,657.5		1,651.6
UPC Holding Senior Notes	4.77	%	—		—		819.5		814.2
Telenet Credit Facility (d)	6.27	%	€	555.0	603.3		3,501.5		3,483.9
Telenet Senior Secured Notes	4.76	%	—		—		1,587.0		1,578.4
VM Ireland Credit Facility (e)	6.38	%	€	100.0	108.7		978.3		963.9
Vodafone Collar Loan (f)	2.95	%	—		—		1,367.4		—
Vendor financing (g)	3.73	%	—		—		655.3		704.7
Other (h)	6.32	%	—		—		587.1		585.8
Total debt before deferred financing costs, discounts and premiums (i)	5.59	%			$	1,487.4	$	14,758.7	$	13,370.2

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

	March 31, 2023		December 31, 2022
	in millions
Total debt before deferred financing costs, discounts and premiums	$	14,758.7	$	13,370.2
Deferred financing costs, discounts and premiums, net	(161.8)		(43.1)
Total carrying amount of debt	14,596.9		13,327.1
Finance lease obligations (note 10)	450.8		436.1
Total debt and finance lease obligations	15,047.7		13,763.2
Current portion of debt and finance lease obligations	(758.5)		(799.7)
Long-term debt and finance lease obligations	$	14,289.2	$	12,963.5

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(a)Represents the weighted average interest rate in effect at March 31, 2023 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 and certain other obligations that we assumed in connection with certain acquisitions, the weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was 3.22% at March 31, 2023. For information regarding our derivative instruments, see note 6.

(b)Unused borrowing capacity represents the maximum availability under the applicable facility at March 31, 2023 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 in accordance with the terms of the respective

subsidiary facilities, (i) at March 31, 2023 and (ii) upon completion of the relevant March 31, 2023 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 March 31, 2023, or the full impact of additional amounts that may be available to borrow, loan or distribute under certain defined baskets within each respective facility.

	Availability
	March 31, 2023				Upon completion of the relevant March 31, 2023 compliance reporting requirements
	Borrowing currency		U.S. $ equivalent		Borrowing currency		U.S. $ equivalent
	in millions
Available to borrow:
UPC Holding Bank Facility	€	713.4	$	775.4	€	713.4	$	775.4
Telenet Credit Facility	€	555.0	$	603.3	€	555.0	$	603.3
VM Ireland Credit Facility	€	100.0	$	108.7	€	100.0	$	108.7
Available to loan or distribute:
UPC Holding Bank Facility	€	713.4	$	775.4	€	713.4	$	775.4
Telenet Credit Facility	€	555.0	$	603.3	€	555.0	$	603.3
VM Ireland Credit Facility	€	100.0	$	108.7	€	100.0	$	108.7

(c)Unused borrowing capacity under the UPC Holding Bank Facility relates to an equivalent €713.4 million ($775.4 million) under the UPC Revolving Facility, part of which has been made available as an ancillary facility. With the exception of €23.0 million ($25.0 million) of borrowings under the ancillary facility, the UPC Revolving Facility was undrawn at March 31, 2023.

(d)Unused borrowing capacity under the Telenet Credit Facility comprises (i) €510.0 million ($554.3 million) under the Telenet Revolving Facility I, (ii) €25.0 million ($27.2 million) under the Telenet Overdraft Facility and (iii) €20.0 million ($21.8 million) under the Telenet Revolving Facility, each of which were undrawn at March 31, 2023.

(e)Unused borrowing capacity under the VM Ireland Credit Facility relates to €100.0 million ($108.7 million) under the VM Ireland Revolving Facility, which was undrawn at March 31, 2023.

(f)For information regarding the Vodafone Collar Loan, see notes 5 and 6.

(g)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 as debt on our condensed consolidated balance sheets. 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-related expenses financed by an intermediary are treated as constructive operating cash outflows and constructive financing cash inflows when the intermediary settles the liability with the vendor as there is no actual cash outflow until we pay the financing intermediary. During the three months ended March 31, 2023 and 2022, the constructive cash outflow included in cash flows from operating activities and the corresponding constructive cash inflow included in cash flows from financing activities related to these operating expenses were $141.4 million and $133.7 million, respectively. Repayments of vendor financing obligations at the time we pay the financing intermediary are included in repayments and repurchases of debt and finance lease obligations in our condensed consolidated statements of cash flows.

(h)Amounts include $425.5 million and $428.1 million at March 31, 2023 and December 31, 2022, respectively, of liabilities related to Telenet’s acquisition of mobile spectrum licenses. Telenet will make annual payments for the license fees over the terms of the respective licenses.

(i)As of March 31, 2023 and December 31, 2022, our debt had an estimated fair value of $14.1 billion and $12.6 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.

Maturities of Debt and Capital Lease Obligations

Maturities of our debt as of March 31, 2023 are presented below for the named entity and its subsidiaries, unless otherwise noted, and represent U.S. dollar equivalents based on March 31, 2023 exchange rates.

	UPC Holding (a)		Telenet		VM Ireland		Other (b)		Total
	in millions
Year ending December 31:
2023 (remainder of year)	$	210.6	$	328.8	$	—	$	24.6	$	564.0
2024	54.3		71.4		—		15.4		141.1
2025	—		36.3		—		323.8		360.1
2026	—		38.0		—		1,044.8		1,082.8
2027	—		37.8		—		—		37.8
2028	1,152.3		3,919.8		—		—		5,072.1
Thereafter	4,929.8		1,592.7		978.3		—		7,500.8
Total debt maturities (c)	6,347.0		6,024.8		978.3		1,408.6		14,758.7
Deferred financing costs, discounts and premiums, net	(24.7)		(10.8)		(5.9)		(120.4)		(161.8)
Total debt	$	6,322.3	$	6,014.0	$	972.4	$	1,288.2	$	14,596.9
Current portion	$	264.9	$	375.3	$	—	$	29.3	$	669.5
Long-term portion	$	6,057.4	$	5,638.7	$	972.4	$	1,258.9	$	13,927.4

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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)Includes $1,367.4 million related to the Vodafone Collar Loan, which has settlement dates in 2025 and 2026 consistent with the Vodafone Collar. We may elect to use cash or the collective value of the related shares and Vodafone Collar to settle amounts under the Vodafone Collar Loan.

(c)Amounts include vendor financing obligations of $655.3 million, as set forth below:

	UPC Holding		Telenet		Other		Total
	in millions
Year ending December 31:
2023 (remainder of year)	$	210.6	$	309.1	$	24.6	$	544.3
2024	54.3		40.1		15.4		109.8
2025	—		—		1.2		1.2
Total vendor financing maturities	$	264.9	$	349.2	$	41.2	$	655.3
Current portion	$	264.9	$	349.2	$	29.3	$	643.4
Long-term portion	$	—	$	—	$	11.9	$	11.9

Summary of Vendor Financing Obligations

A reconciliation of the beginning and ending balances of our vendor financing obligations for the indicated periods is set forth below:

	2023		2022
	in millions
Balance at January 1	$	704.7	$	843.2
Operating-related vendor financing additions	141.4		133.7
Capital-related vendor financing additions	42.3		66.7
Principal payments on operating-related vendor financing	(143.5)		(208.4)
Principal payments on capital-related vendor financing	(104.5)		(35.9)
Foreign currency and other	14.9		(9.7)
Balance at March 31	$	655.3	$	789.6