EX-99.2 3 exhibit992-summitpresent.htm EX-99.2 exhibit992-summitpresent
Rationale Further ConsiderationsTransaction WE INTEND TO LIST & SPIN SUNRISE IN H2 2024 18 LG Shareholders 100% 100% $1.7bn Cash v Summary: Intention to list Sunrise on the Swiss exchange and spin-off 100% of shares to LBTY shareholders v Deleveraging: Committed to invest up to CHF 1.5 billion ($1.7 billion) into Sunrise pre-spin to reduce leverage; targeting 3.5x-4.5x range v Shrink LBTY Valuation Gap: Establishes fully-distributed local valuation for Sunrise and dividends out that value to shareholders v Compelling Equity Story: Best-in- class FMC Champion in stable 3-player market; multiple growth levers and significant FCF underpinning attractive dividend v Local Track Record: Sunrise and management team well known by Swiss & European investors from prior successful listing v Expanded Shareholder Base: Local listing and dividend profile to attract new active and passive investor base into Sunrise v Funding: $1.7 billion for debt reduction funded from the sale of All3 ($400m), Sunrise FCF (~$400m),and corporate cash (<$1.0B) v Exchange: Sunrise to be listed on the SIX with two share classes (to approximate LBTY voting structure) v Timing: Expected in H2 2024 v Advisors: Appointed JP Morgan and UBS v Taxes: Transaction expected to be tax-free for U.S. shareholders; evaluating other jurisdictions EXHIBIT 99.2 2024 Guidance Includes Buyback and Dividend Repurchased ~60% of Shares Since 2017 WE REMAIN SQUARELY FOCUSED ON SHAREHOLDER REMUNERATION IN 2024 22 378m 900m Jan 1 2017 Jan 31 2024 Total Investment(1) $14.0bn LIBERTY SHAREHOLDERS +$1.7bn Pre-Spin Equity Value Post-Spin Equity Value $1.7bn Up to $800m Buyback Up to 10% of Shares(2) (1) Represents shares repurchased through January 31, 2024. (2) Based on shares outstanding on December 31, 2023. Sources of Cash Uses of Cash Historical Capital Allocation 2017 - 2023 WE HAVE A STRONG TRACK RECORD ALLOCATING CAPITAL AND WILL CONTINUE ON THAT PATH 23 ~$14.4B ~$9.1B ~$14.0B ~$3.6B ~$2.1B ~3.7B ~$24B Net After-Tax Proceeds from Asset Sales(1) Distributable CF Upstreamed(2) Buybacks(3) M&A(4) Ventures(5) Cash(6) Sunrise Spin Transaction v Committed to deleveraging Sunrise by up to $1.7 billion ahead of H2’24 spin Share Buybacks v Expect to repurchase up to 10% of shares outstanding during CY’24 FMC Champions v Will consider strategic deleveraging into accretive transactions v Remain opportunistic on strategic M&A in core markets Other Uses v nexfibre JV in the U.K. v Tech, content and infra opportunities v Scaling up tech & services platforms Upstreamed FCF from OpCos v Big four FMC Champions are FCF positive in 2024 despite capex cycle v Anticipate significant cash upstreamed, supported by CTIL proceeds at VMO2 Asset Sales v On track for non-core asset disposals of $0.5-1.0B by H2’24 Investments & Liquidity $3.7B Cash(6) $0.9B Listed(7) $2.3B Other Ventures(8) $6.9B ~$650m ~$400m ~$250m ~$150m ~$100m ~$100m (1) Reflects net proceeds related to sales of our operations in Germany, Hungary, Romania, Czech Republic, Austria and Poland, as well as net proceeds received in connection with the formation of the VodafoneZiggo JV, the VMO2 JV and net proceeds received from the Telenet Tower transaction. (2) Reflects Full Company Distributable Cash Flow from 2017-2023. (3) Reflects buyback from January 1, 2017 – January 31, 2024. (4) Reflects net purchase price for Sunrise. (5) Reflects net ventures investments. (6) Includes SMAs (7) Includes our investments in ITV, Lionsgate and Vodafone. Also includes our investment in All3Media. (8) Amounts exclude the fair values for the VMO2 JV, the VodafoneZiggo JV and SMAs and include the book values for Slovakia and Egg, which are consolidated businesses. Amounts also reflect fair value adjustments for certain investments that have a higher estimated fair value than reported book value.