| [May 10, 2012] |
 |
Liberty Global Reports First Quarter 2012 Results
ENGLEWOOD, Colo. --(Business Wire)--
Liberty Global, Inc. ("Liberty Global," "LGI," or the "Company")
(NASDAQ: LBTYA, LBTYB and LBTYK), today announces financial and
operating results for the three months ended March 31, 2012 ("Q1").
Highlights for Q1 are compared to the same period for 2011 (unless
noted), include:1
-
Organic RGU2 additions increased 71% to 445,000
-
Revenue of $2.54 billion, representing rebased3 growth of
5.5%
-
Operating Cash Flow ("OCF")4 of $1.20 billion, reflecting
rebased growth of 3.1%
-
Operating income increased 14% to $494 million
-
Adjusted Free Cash Flow ("Adjusted FCF")5 of $279 million,
up 15%
Liberty Global's President and CEO Mike Fries commented, "We had the
best quarter in the company's history for broadband and telephony RGU
additions, which drove a record result for LGI's overall subscriber
growth in the quarter as we continue leveraging our superior triple-play
bundles. This robust volume growth fueled further acceleration of our
revenue, representing our best revenue result in six quarters. Our
rebased OCF growth in the quarter reflected, in part, higher
year-over-year subscriber acquisition and marketing costs, although our
adjusted quarterly FCF growth was consistent with our mid-teens guidance
target for 2012. We feel optimistic about our outlook and are
reconfirming all of our full-year guidance targets."
"On the M&A front, the highlight of the quarter was the final regulatory
approval for the sale of our Australian pay-TV business. In terms of our
other M&A activity, it's important to note that Q1 2012 is our first
full quarter of results that include KBW in Germany, and together with
Unitymedia, creates the most dynamic and fastest growing cable asset in
Germany. The integration of our two German operations is well underway,
and we're excited about the growth potential of the combined business."
"We finished the first quarter with $1.7 billion of cash and equivalents
on our balance sheet, and adjusting for the approximate $1.1 billion of
Austar proceeds, our pro forma consolidated liquidity at March 31, 2012
would have been $4.8 billion, including approximately $2.8 billion of
cash and equivalents. Our debt maturity schedule remains well-extended,
as 95% of our total debt is due in 2016 and beyond. With our current
liquidity and free cash flow profile, we have ample capacity to
opportunistically pursue acquisitions and shrink our equity. Through
March 31, 2012, we repurchased $232 million of equity and remain daily
buyers of our stock, as we track to complete our $1.0 billion repurchase
target for 2012."
Subscriber Statistics
At March 31, 2012, we provided service to 33.4 million RGUs, consisting
of 18.4 million video, 8.5 million broadband internet and 6.5 million
telephony RGUs. As compared to our RGU count at December 31, 2011, our
RGUs increased by 586,000 during the first quarter of 2012. This
increase includes 445,000 organic RGU additions and 136,000 RGUs that
were added effective January 1, 2012, when we began counting small
office home office ("SOHO") RGUs for external reporting purposes.6
Our customer base at March 31, 2012 totaled 19.6 million customers,
including 11.2 million single-play, 2.9 million double-play and 5.5
million triple-play customers. This translates into 43% of our customer
base subscribing to more than one product or, a bundling ratio of 1.70
products per customer. The success of our bundles, which leverage our
"3.0" speed advantage, has been a key factor in driving our triple-play
penetration from 23% to 28% of our customer base in just the last twelve
months.
For the quarter ended March 31, 2012, our organic RGU additions totaled
445,000 RGUs, of which approximately 18,000 were SOHO RGUs. These record
RGU additions reflect growth of 17% or 65,000 RGUs above our strong
performance in the fourth quarter of 2011 and 71% or 185,000 RGUs above
our first quarter 2011 additions. The principal contributor to our
record setting quarter was our German operation, which accounted for
219,000 RGUs or 49% of our consolidated RGU total during Q1 2012. In
this regard, KBW, in its first full quarter, added 80,000 RGUs, while
Unitymedia, demonstrating the success of its "Go-for-Growth" strategy,
delivered its best quarterly result ever, with 139,000 RGU additions.
Another notable contributor to our Q1 performance was our Swiss
operation, which added 29,000 RGUs in the quarter. This result more than
tripled their Q1 2011 additions and was its best quarter in four years.
In addition to our western European operations,7 our Central
and Eastern European ("CEE") and Chilean operations gained 54,000 and
30,000 RGUs, respectively, reflecting year-over-year improvement of 67%
and 26%, respectively.
In terms of video, we experienced a loss of 86,000 RGUs, as compared to
a loss of 85,000 RGUs for the comparable prior year period, despite a
video base which is now 15% larger, mainly as a result of the KBW
acquisition. In addition, we added 279,000 digital cable subscribers
during the quarter, ending the period with digital penetration8
of 47%. Our digital cable additions are a reflection in part of our
focus on improving the video experience through time shifting and
on-demand functionalities, along with the expansion of our HD channel
line-ups and premium tiers. Of our 8.4 million digital cable
subscribers, approximately 4.4 million or 52% have selected our HD
and/or DVR service.9 As we look forward, we anticipate our
commercial deployment of the Horizon platform will begin in Q3 in the
Netherlands, followed by Switzerland.
We added 254,000 broadband internet and 277,000 telephony subscribers in
the first quarter of 2012, representing year-over-year growth of 34% and
79%, respectively. Excluding KBW's contribution of 37,000 broadband
internet and 39,000 telephony subscribers in the quarter, our growth
would have been 14% and 54%, respectively, driven by improvement in both
western Europe and CEE. In particular, our improvement in telephony
additions across most of our footprint stemmed from traction with our
superior triple-play bundles. At March 31, 2012, we had aggregate
broadband internet and telephony penetrations10 of 27% and
21%, respectively. In light of these figures, we believe we have an
opportunity to further drive these penetrations on the strength of our
bundled offers, whereby we can capitalize on our speed leadership and
the ability to add attractively-priced telephony products to the bundle.
Revenue
For the three months ended March 31, 2012, our consolidated revenue
increased by 12% to $2.54 billion, as compared to $2.26 billion for the
three months ended March 31, 2011. The revenue increase was driven
primarily by the addition of KBW and Aster for the full quarter in 2012
and organic revenue growth, offset by negative foreign currency
movements ("FX"). Excluding the impact of acquisitions and FX, we
achieved rebased revenue growth of 6% for the three months ended March
31, 2012, as compared to the corresponding period in 2011. This
quarterly result represents our highest quarterly growth since the third
quarter of 2010, and was helped by accelerating top-line performance in
broadband and telephony stemming from our particularly strong RGU
performance in the second half of 2011 and the first quarter of 2012, as
well as the inclusion of KBW's rebased growth.
During the first quarter of 2012, our western European operations
achieved year-over-year rebased growth of 7%, led by our German and
Belgian operations, both of which delivered 10% rebased growth.
Additionally, our Swiss operation continues to gain momentum, generating
3% rebased revenue growth in Q1, its best quarterly result in
three-and-a-half years. Similar to our western European performance, our
Chilean business generated rebased revenue growth of 7% in Q1 2012,
reflecting continued strength in consumer demand and the positive impact
of nearly 120,000 net adds in the last twelve months. Finally, our CEE
operations delivered close to flat rebased revenue growth in the
quarter, which was comparable to our Q4 2011 rebased performance.
Operating Cash Flow
As compared to the corresponding prior year period, our OCF increased
13% to $1.20 billion for the three months ended March 31, 2012. This
year-over-year increase was driven by the impact of acquisitions,
principally KBW and Aster, and to a lesser extent, organic growth, and
was partially offset by a strengthening U.S. dollar. Adjusting for FX
and acquisitions, we delivered rebased OCF growth of 3% for the quarter,
led by our western European operations, which achieved 5% rebased
growth. Of particular note, our German, Belgian, and Dutch operations,
which represent over 60% of our consolidated OCF, each generated rebased
OCF of 6% in the quarter. Rounding out our remaining operations, our CEE
and Chilean operations posted OCF declines of 1% and 10%, respectively,
with our Chilean growth adversely impacted by pre-launch costs from its
wireless project. Excluding higher incremental wireless costs of
approximately $9 million, our consolidated year-over-year rebased growth
at LGI would have increased to 4% for the three months ended March 31,
2012.
In addition to the impact of our Chilean wireless project, our
consolidated Q1 2012 rebased OCF growth rate was also impacted by higher
customer acquisition and marketing costs, including costs related to our
successful "Go for Growth" strategy at Unitymedia, and approximately $13
million of costs incurred during Q1 2012 in connection with the Belgian
football programming rights. Adjusting for these factors, our Q1 rebased
OCF growth rate would have been meaningfully higher.
Our consolidated OCF margin11 for the three months ended
March 31, 2012 was 47.1%, as compared to 47.0% for the three months
ended March 31, 2011. Our Q1 2012 OCF margin was helped by the positive
contribution of KBW in the quarter, but was unfavorably impacted by the
factors discussed above. Our European operations posted an OCF margin of
51.2% (50.3% excluding KBW) for the three months ended March 31, 2012,
as compared to 50.9% for the corresponding prior year period, with
year-over-year margin improvement in each of our European segments, with
the exceptions of Germany and Belgium.
Operating Income
For the three months ended March 31, 2012, our operating income
increased 14% to $494 million, as compared to $433 million,
respectively, for the three months ended March 31, 2011. This increase
was driven by higher revenue, as operating income measured as a
percentage of revenue was 19% for both first quarter periods.
Net Earnings/Loss Attributable to LGI Stockholders
We reported a net loss attributable to LGI stockholders of $25 million
or $0.09 per diluted share for the three months ended March 31, 2012.
This compares to net earnings attributable to LGI stockholders of $342
million or $1.22 per diluted share for the respective 2011 period. The
resultant year-over-year decline was due largely to higher realized and
unrealized losses on derivative instruments.
Our diluted per share calculations utilized weighted average common
shares of 273 million and 289 million for the three months ended March
31, 2012 and 2011, respectively. As of May 7, 2012, we had 270 million
shares outstanding, reflecting a modest decline from our 273 million
shares outstanding at February 16, 2012.
Capital Expenditures and Free Cash Flow
Notwithstanding our strong RGU growth, we remain disciplined on capital
spending. For the three months ended March 31, 2012, we incurred capital
expenditures of $521 million or 21% of revenue, as compared to $490
million or 22% of revenue for the corresponding prior year period. The
modest decline as a percentage of revenue was due to lower
year-over-year capital expenditures as a percentage of revenue in our
European operations. This decline was achieved despite the fact that our
fast-growing German operation, which accounted for approximately 26% of
our aggregate capital expenditures during Q1 2012, reported capital
expenditures as a percentage of revenue of 24% for Q1 2012. In terms of
our overall additions to property and equipment in Q1 2012,
approximately 57% was attributable to customer premises equipment and
scalable infrastructure, 29% pertained to line extensions and
upgrade/rebuild activity and the remaining 14% was largely related to
support capital.
We generated $242 million of Free Cash Flow for the three months ended
March 31, 2012, a 7% increase compared to $226 million in FCF for the
three months ended March 31, 2011. This growth was driven by a 9%
increase in our net cash provided by operating activities of continuing
operations, partially offset by a 6% increase in capital expenditures.
The increase in our cash provided by operations is attributable to our
increased OCF, as this factor more than offset an increase in our net
interest and derivative payments. On an adjusted basis, which excludes
costs associated with our Chilean wireless project and, during the 2011
period, certain Unitymedia derivative payments, we achieved Adjusted FCF
of $279 million in Q1 2012, a 15% improvement over our Adjusted FCF of
$243 million in Q1 2011. Our growth in both FCF and Adjusted FCF was
slightly impacted by year-over-year foreign currency movements. For the
remainder of 2012, we would expect that our Adjusted FCF will be
substantially weighted to the fourth quarter, as compared to the second
and third quarters.
Leverage and Liquidity
At March 31, 2012, we had total debt12 of $25.2 billion and
cash and cash equivalents of $1.7 billion, largely in-line with our debt
and cash positions at year-end 2011. These figures translate into
consolidated gross and net leverage ratios13 of approximately
5.3x and 4.9x, respectively. After excluding the $1.1 billion loan that
is backed by the shares we hold in Sumitomo Corporation, our adjusted
gross and net debt ratios decline to 5.0x and 4.7x, respectively, which
is at the upper-end of our target leverage range.
In the first quarter, we completed opportunistic transactions at the UPC
credit group and Telenet, further improving our consolidated maturity
profile. As of March 31, 2012, approximately 95% of our consolidated
debt was due in 2016 and beyond, which compares to approximately 87% at
March 31, 2011. Similar to the end of 2011, our fully-swapped borrowing
cost14 remained approximately 8.0% at March 31, 2012.
Subsequent to quarter end, we completed debt exchange and redemption
transactions involving our two German credit pools (Unitymedia and KBW).
As a result, we have now combined these operations into one funding pool.
In terms of our liquidity situation, we ended the first quarter with
approximately $3.7 billion of consolidated liquidity.15 This
consisted of consolidated cash of $1.7 billion, of which we held $846
million at the parent level and $816 million at our operating
subsidiaries, and $2.0 billion in aggregate borrowing capacity, as
represented by the maximum undrawn commitment under each of our credit
facilities.16 In addition, in the second quarter, we expect
to receive approximately $1.1 billion in cash proceeds from the
disposition of our Austar interest, which would further increase our
consolidated cash and liquidity position.
About Liberty Global
Liberty Global is the leading international cable operator offering
advanced video, voice and broadband internet services to connect its
customers to the world of entertainment, communications and information.
As of March 31, 2012, Liberty Global's continuing businesses operated
state-of-the-art networks serving 20 million customers across 13
countries principally located in Europe and Chile. Liberty Global's
operations also include significant programming businesses such as
Chellomedia in Europe.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
including our expectations with respect to our 2012 outlook and future
growth prospects, including our expectations for continued organic
growth in subscribers, the penetration of our advanced services, and our
ARPU per customer; our expectations with respect to the pending
disposition of Austar; our assessment of the strength of our balance
sheet, our liquidity and access to capital markets, including our
borrowing availability, potential uses of our excess capital, including
for acquisitions and continued stock buybacks, our ability to continue
to do opportunistic refinancings and debt maturity extensions and the
adequacy of our currency and interest rate hedges; our expectations with
respect to the timing and impact of our expanded roll-out of advanced
products and services, including our Horizon platform and our Chilean
wireless service; our insight and expectations regarding competitive and
economic factors in our markets, the availability of accretive M&A
opportunities and the impact of our M&A activity on our operations and
financial performance and other information and statements that are not
historical fact. These forward-looking statements involve certain risks
and uncertainties that could cause actual results to differ materially
from those expressed or implied by these statements. These risks and
uncertainties include the continued use by subscribers and potential
subscribers of the Company's services and willingness to upgrade to our
more advanced offerings, our ability to meet challenges from competition
and economic factors, the continued growth in services for digital
television at a reasonable cost, the effects of changes in technology,
law and regulation, our ability to obtain regulatory approval and
satisfy the conditions necessary to close acquisitions and dispositions,
our ability to achieve expected operational efficiencies and economies
of scale, our ability to generate expected revenue and operating cash
flow, control capital expenditures as measured by percentage of revenue,
achieve assumed margins and control the phasing of our FCF, our ability
to access cash of our subsidiaries and the impact of our future
financial performance and market conditions generally, on the
availability, terms and deployment of capital, fluctuations in currency
exchange and interest rates, the continued creditworthiness of our
counterparties, the ability of vendors and suppliers to timely meet
delivery requirements, as well as other factors detailed from time to
time in the Company's filings with the Securities and Exchange
Commission ("SEC") including our most recently filed Forms 10-K and
10-Q. These forward-looking statements speak only as of the date of this
release. The Company expressly disclaims any obligation or undertaking
to disseminate any updates or revisions to any forward-looking statement
contained herein to reflect any change in the Company's expectations
with regard thereto or any change in events, conditions or circumstances
on which any such statement is based.
For more information, please visit www.lgi.com.
____________________________________
1 We began accounting for Austar as a discontinued operation
effective December 31, 2011. The results of operations, subscriber
metrics and cash flows of Austar have been classified as a discontinued
operation for all periods presented. Accordingly, the financial and
statistical information presented herein includes only our continuing
operations, unless otherwise indicated.
2 Please see page 20 for the definition of revenue generating
units ("RGUs"). Organic figures exclude RGUs of acquired entities at the
date of acquisition but include the impact of changes in RGUs from the
date of acquisition. All subscriber/RGU additions or losses refer to net
organic changes, unless otherwise noted.
3 For purposes of calculating rebased growth rates on a
comparable basis for all businesses that we owned during 2011 and 2012,
we have adjusted our historical revenue and OCF for the three months
ended March 31, 2011 to (i) include the pre-acquisition revenue and OCF
of certain entities acquired during 2011 and 2012 in the respective 2011
rebased amounts to the same extent that the revenue and OCF of such
entities are included in our 2012 results, (ii) exclude a small
disposition to the extent that the revenue and OCF are included in our
2011 results and (iii) reflect the translation of our rebased amounts
for the 2011 period at the applicable average exchange rates that were
used to translate our 2012 results. Please see page 10 for supplemental
information.
4 Please see page 12 for our operating cash flow definition
and the required reconciliation.
5 Free Cash Flow ("FCF") is defined as net cash provided by
our operating activities, plus (i) excess tax benefits related to the
exercise of stock incentive awards and (ii) cash payments for direct
acquisition costs, less (a) capital expenditures, as reported in our
consolidated cash flow statements, (b) principal payments on vendor
financing obligations and (c) principal payments on capital leases
(exclusive of our network lease in Belgium and our duct leases in
Germany), with each item excluding any cash provided or used by our
discontinued operations. We also present Adjusted FCF, which adjusts FCF
to eliminate the incremental FCF deficit associated with the VTR
Wireless SA ("VTR Wireless") mobile initiative and, during the 2011
period, the payments associated with the capital structure of the
predecessor of Unitymedia ("Old Unitymedia"). Please see page 14 for
more information on FCF and Adjusted FCF and the required
reconciliations.
6 Certain of our business-to-business ("B2B") revenue is
derived from SOHO subscribers that receive video, internet or telephony
services that are the same or similar to the mass marketed products
offered to our residential subscribers. Effective January 1, 2012, we
recorded non-organic adjustments to begin including the SOHO subscribers
of our UPC Broadband Division in our RGU and customer counts. As a
result, all of our operations now include SOHO subscribers in their
respective RGU and customer counts. With the exception of our B2B SOHO
subscribers, we generally do not count customers of B2B services as
customers or RGUs for external reporting purposes. All RGU, customer,
bundling and ARPU amounts presented for periods prior to January 1, 2012
have not been restated to reflect this change.
7 References to western Europe include our operations in
Germany, the Netherlands, Switzerland, Austria and Ireland, as well as
in Belgium. References to our Western Europe reporting segment include
the aforementioned countries, with the exception of Belgium.
8 Digital penetration is calculated by dividing the number of
digital cable RGUs by the total number of digital and analog cable RGUs.
9 HD and DVR refer to high definition and digital video
recorder services, respectively.
10 Broadband internet and telephony penetrations are
calculated by dividing the number of broadband internet or telephony
RGUs by the number of respective homes serviceable.
11 OCF margin is calculated by dividing OCF by total revenue
for the applicable period.
12 Total debt includes capital lease obligations.
13 Our gross and net debt ratios are defined as total debt
and net debt to annualized OCF of the latest quarter. Net debt is
defined as total debt less cash and cash equivalents. For our adjusted
ratios, the debt amount excludes the $1.1 billion loan that is backed by
the shares we hold in Sumitomo Corporation.
14 Our fully-swapped debt borrowing cost represents the
weighted average interest rate on our aggregate variable and fixed rate
indebtedness (excluding capital lease obligations), including the
effects of derivative instruments, original issue premiums or discounts
and commitment fees, but excluding the impact of financing costs.
15 Liquidity refers to our consolidated cash and cash
equivalents plus our aggregate unused borrowing capacity, as represented
by the maximum undrawn commitments under our subsidiaries' applicable
facilities without regard to covenant compliance calculations.
16 The $2.0 billion amount reflects the aggregate unused
borrowing capacity, as represented by the maximum undrawn commitments
under our subsidiaries' applicable facilities without regard to covenant
compliance calculations. Upon completion of Q1 compliance reporting, we
would expect to be able to borrow approximately $789 million of this
aggregate borrowing capacity.
|
|
|
|
|
|
|
Liberty Global, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
|
|
|
|
|
|
|
|
|
|
March 31, 2012
|
|
December 31, 2011
|
|
|
|
in millions
|
|
ASSETS
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
1,662.4
|
|
$
|
1,651.2
|
|
Restricted cash
|
|
|
17.0
|
|
|
86.1
|
|
Trade receivables, net
|
|
|
797.5
|
|
|
910.5
|
|
Deferred income taxes
|
|
|
173.6
|
|
|
345.2
|
|
Current assets of discontinued operation
|
|
|
317.8
|
|
|
275.6
|
|
Other current assets
|
|
|
436.9
|
|
|
506.5
|
|
Total current assets
|
|
|
3,405.2
|
|
|
3,775.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
1,040.7
|
|
|
975.2
|
|
Property and equipment, net
|
|
|
13,293.5
|
|
|
12,868.4
|
|
Goodwill
|
|
|
13,808.5
|
|
|
13,289.3
|
|
Intangible assets subject to amortization, net
|
|
|
2,792.9
|
|
|
2,812.5
|
|
Long-term assets of discontinued operation
|
|
|
767.2
|
|
|
770.1
|
|
Other assets, net
|
|
|
1,685.6
|
|
|
1,918.6
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
36,793.6
|
|
$
|
36,409.2
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$
|
592.5
|
|
$
|
645.7
|
|
Deferred revenue and advance payments from subscribers and others
|
|
|
995.3
|
|
|
847.6
|
|
Current portion of debt and capital lease obligations
|
|
|
215.0
|
|
|
184.1
|
|
Derivative instruments
|
|
|
593.8
|
|
|
601.2
|
|
Accrued interest
|
|
|
325.0
|
|
|
295.4
|
|
Accrued programming
|
|
|
242.6
|
|
|
213.1
|
|
Current liabilities of discontinued operation
|
|
|
111.8
|
|
|
114.1
|
|
Other accrued and current liabilities
|
|
|
1,356.8
|
|
|
1,268.6
|
|
Total current liabilities
|
|
|
4,432.8
|
|
|
4,169.8
|
|
|
|
|
|
|
|
Long-term debt and capital lease obligations
|
|
|
24,966.3
|
|
|
24,573.8
|
|
Long-term liabilities of discontinued operation
|
|
|
750.0
|
|
|
746.5
|
|
Other long-term liabilities
|
|
|
3,929.6
|
|
|
3,987.7
|
|
Total liabilities
|
|
|
34,078.7
|
|
|
33,477.8
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
Total LGI stockholders
|
|
|
2,531.8
|
|
|
2,805.4
|
|
Noncontrolling interests
|
|
|
183.1
|
|
|
126.0
|
|
Total equity
|
|
|
2,714.9
|
|
|
2,931.4
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
$
|
36,793.6
|
|
$
|
36,409.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liberty Global, Inc.
Condensed Consolidated Statements of Operations
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions, except per share amounts
|
|
Revenue
|
|
$
|
2,537.0
|
|
|
$
|
2,257.9
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
Operating (other than depreciation and amortization) (including
stock-based compensation)
|
|
|
897.7
|
|
|
|
812.0
|
|
|
Selling, general and administrative (including stock-based
compensation)
|
|
|
471.4
|
|
|
|
417.9
|
|
|
Depreciation and amortization
|
|
|
670.7
|
|
|
|
589.0
|
|
|
Impairment, restructuring and other operating charges, net
|
|
|
2.9
|
|
|
|
6.1
|
|
|
|
|
|
2,042.7
|
|
|
|
1,825.0
|
|
|
Operating income
|
|
|
494.3
|
|
|
|
432.9
|
|
|
|
|
|
|
|
|
|
Non-operating income (expense):
|
|
|
|
|
|
|
Interest expense
|
|
|
(418.1
|
)
|
|
|
(347.2
|
)
|
|
Interest and dividend income
|
|
|
19.0
|
|
|
|
20.2
|
|
|
Realized and unrealized losses on derivative instruments, net
|
|
|
(614.1
|
)
|
|
|
(10.7
|
)
|
|
Foreign currency transaction gains, net
|
|
|
479.0
|
|
|
|
384.2
|
|
|
Realized and unrealized gains (losses) due to changes in fair
values of certain investments and debt, net
|
|
|
50.9
|
|
|
|
(93.6
|
)
|
|
Losses on debt modifications and extinguishments
|
|
|
(6.8
|
)
|
|
|
(19.3
|
)
|
|
Other expense, net
|
|
|
(0.3
|
)
|
|
|
(3.3
|
)
|
|
|
|
|
(490.4
|
)
|
|
|
(69.7
|
)
|
|
Earnings from continuing operations before income taxes
|
|
|
3.9
|
|
|
|
363.2
|
|
|
Income tax expense
|
|
|
(33.1
|
)
|
|
|
(28.5
|
)
|
|
Earnings (loss) from continuing operations
|
|
|
(29.2
|
)
|
|
|
334.7
|
|
|
Earnings from discontinued operation, net of taxes
|
|
|
38.1
|
|
|
|
89.3
|
|
|
Net earnings
|
|
|
8.9
|
|
|
|
424.0
|
|
|
Net earnings attributable to noncontrolling interests
|
|
|
(34.0
|
)
|
|
|
(81.6
|
)
|
|
Net earnings (loss) attributable to LGI stockholders
|
|
$
|
(25.1
|
)
|
|
$
|
342.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) attributable to LGI stockholders per share:
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(0.17
|
)
|
|
$
|
1.05
|
|
|
Discontinued operation
|
|
|
0.08
|
|
|
|
0.17
|
|
|
|
|
$
|
(0.09
|
)
|
|
$
|
1.22
|
|
|
Liberty Global, Inc. Condensed Consolidated
Statements of Cash Flows (unaudited)
|
|
|
|
|
|
|
|
|
|
Three months ended March 31,
|
|
|
|
2012
|
|
2011
|
|
Cash flows from operating activities:
|
|
in millions
|
|
Net earnings
|
|
$
|
8.9
|
|
|
$
|
424.0
|
|
|
Earnings from discontinued operation
|
|
|
(38.1
|
)
|
|
|
(89.3
|
)
|
|
Earnings (loss) from continuing operations
|
|
|
(29.2
|
)
|
|
|
334.7
|
|
|
|
|
|
|
|
|
Adjustments to reconcile earnings (loss) from continuing
operations to net cash provided by operating activities
|
|
|
784.0
|
|
|
|
359.7
|
|
|
Net cash provided by operating activities of discontinued operation
|
|
|
51.0
|
|
|
|
40.5
|
|
|
Net cash provided by operating activities
|
|
|
805.8
|
|
|
|
734.9
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Capital expenditures
|
|
|
(521.3
|
)
|
|
|
(489.6
|
)
|
|
Cash paid in connection with acquisitions, net of cash acquired
|
|
|
(32.3
|
)
|
|
|
(50.7
|
)
|
|
Increase in KBW Escrow Account
|
|
|
-
|
|
|
|
(1,649.3
|
)
|
|
Other investing activities, net
|
|
|
11.9
|
|
|
|
16.9
|
|
|
Net cash provided (used) by investing activities of discontinued
operation
|
|
|
(24.3
|
)
|
|
|
101.1
|
|
|
Net cash used by investing activities
|
|
|
(566.0
|
)
|
|
|
(2,071.6
|
)
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
Repayments and repurchases of debt and capital lease obligations
|
|
|
(1,106.4
|
)
|
|
|
(2,547.7
|
)
|
|
Borrowings of debt
|
|
|
1,054.6
|
|
|
|
2,929.4
|
|
|
Repurchase of LGI common stock
|
|
|
(230.5
|
)
|
|
|
(202.5
|
)
|
|
Change in cash collateral
|
|
|
64.0
|
|
|
|
-
|
|
|
Payment of financing costs and debt premiums
|
|
|
(20.0
|
)
|
|
|
(17.7
|
)
|
|
Payment of net settled employee withholding taxes on stock incentive
awards
|
|
|
(6.6
|
)
|
|
|
(28.3
|
)
|
|
Excess tax benefits from stock-based compensation
|
|
|
0.5
|
|
|
|
20.2
|
|
|
Other financing activities, net
|
|
|
(0.3
|
)
|
|
|
0.6
|
|
|
Net cash used by financing activities of discontinued operation
|
|
|
-
|
|
|
|
(24.0
|
)
|
|
Net cash provided (used) by financing activities
|
|
|
(244.7
|
)
|
|
|
130.0
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash:
|
|
|
|
|
|
Continuing operations
|
|
|
42.5
|
|
|
|
142.2
|
|
|
Discontinued operation
|
|
|
2.0
|
|
|
|
4.1
|
|
|
Total
|
|
|
44.5
|
|
|
|
146.3
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents:
|
|
|
|
|
|
Continuing operations
|
|
|
10.9
|
|
|
|
(1,182.1
|
)
|
|
Discontinued operation
|
|
|
28.7
|
|
|
|
121.7
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
39.6
|
|
|
|
(1,060.4
|
)
|
|
|
|
|
|
|
|
Cash and cash equivalents:
|
|
|
|
|
|
Beginning of period
|
|
|
1,860.1
|
|
|
|
3,847.5
|
|
|
End of period
|
|
|
1,899.7
|
|
|
|
2,787.1
|
|
|
Less cash and cash equivalents of discontinued operation at period
end
|
|
|
(237.3
|
)
|
|
|
-
|
|
|
Cash and cash equivalents of continuing operations at period end
|
|
$
|
1,662.4
|
|
|
$
|
2,787.1
|
|
|
|
|
|
|
|
|
Cash paid for interest:
|
|
|
|
|
|
Continuing operations
|
|
$
|
377.8
|
|
|
$
|
246.0
|
|
|
Discontinued operation
|
|
|
12.5
|
|
|
|
14.6
|
|
|
Total
|
|
$
|
390.3
|
|
|
$
|
260.6
|
|
|
|
|
|
|
|
|
Net cash paid (refunded) for taxes - continuing operations
|
|
$
|
(1.7
|
)
|
|
$
|
14.4
|
|
|
|
|
|
|
|
|
|
|
|
Revenue and Operating Cash Flow
In the following tables, we present revenue and operating cash flow by
reportable segment of our continuing operations for the three months
ended March 31, 2012, as compared to the corresponding prior year
period. All of the reportable segments derive their revenue primarily
from broadband communications services, including video, broadband
internet and telephony services. Most reportable segments also provide
B2B services. At March 31, 2012, our operating segments in the UPC
Broadband Division provided broadband communications services in 10
European countries and direct-to-home ("DTH") services to customers in
the Czech Republic, Hungary, Romania and Slovakia through a
Luxembourg-based organization that we refer to as "UPC DTH." Our Germany
segment includes Unitymedia and KBW. Our Other Western Europe segment
includes our broadband communications operating segments in Austria and
Ireland. Our Central and Eastern Europe segment includes our broadband
communications operating segments in the Czech Republic, Hungary,
Poland, Romania and Slovakia. The UPC Broadband Division's central and
other category includes (i) the UPC DTH operating segment, (ii) costs
associated with certain centralized functions, including billing
systems, network operations, technology, marketing, facilities, finance
and other administrative functions and (iii) intersegment eliminations
within the UPC Broadband Division. Telenet provides broadband
communications operations in Belgium. In Chile, the VTR Group includes
VTR, which provides broadband communications services, and VTR Wireless,
which is undertaking the launch of mobile services through a combination
of its own wireless network and certain third-party wireless access
arrangements. Our corporate and other category includes (i) less
significant operating segments that provide (a) broadband communications
services in Puerto Rico and (b) programming and other services in Europe
and Argentina and (ii) our corporate category. Intersegment eliminations
primarily represent the elimination of intercompany transactions between
our broadband communications and programming operations, primarily in
Europe.
As further described in note 14 to the condensed consolidated financial
statements included in our most recently filed Form 10-Q, segment
information for all periods presented has been restated to present
Austar as a discontinued operation.
For purposes of calculating rebased growth rates on a comparable basis
for all businesses that we owned during 2012, we have adjusted our
historical revenue and OCF for the three months ended March 31, 2011 to
(i) include the pre-acquisition revenue and OCF of certain entities
acquired during 2011 and 2012 in our rebased amounts for the three
months ended March 31, 2011 to the same extent that the revenue and OCF
of such entities are included in our results for the three months ended
March 31, 2012, (ii) exclude the pre-disposition revenue and OCF of a
small studio business that was disposed of at the beginning of 2012 from
our rebased amounts for the three months ended March 31, 2011 and (iii)
reflect the translation of our rebased amounts for the three months
ended March 31, 2011 at the applicable average foreign currency exchange
rates that were used to translate our results for the three months ended
March 31, 2012. The acquired entities that have been included in whole
or in part in the determination of our rebased revenue and OCF for the
three months ended March 31, 2011 include KBW, Aster and three small
entities in Europe. We have reflected the revenue and OCF of the
acquired entities in our 2011 rebased amounts based on what we believe
to be the most reliable information that is currently available to us
(generally pre-acquisition financial statements), as adjusted for the
estimated effects of (i) any significant differences between GAAP and
local generally accepted accounting principles, (ii) any significant
effects of acquisition accounting adjustments, (iii) any significant
differences between our accounting policies and those of the acquired
entities and (iv) other items we deem appropriate. We do not adjust
pre-acquisition periods to eliminate non-recurring items or to give
retroactive effect to any changes in estimates that might be implemented
during post-acquisition periods. As we did not own or operate the
acquired businesses during the pre-acquisition periods, no assurance can
be given that we have identified all adjustments necessary to present
the revenue and OCF of these entities on a basis that is comparable to
the corresponding post-acquisition amounts that are included in our
historical results or that the pre-acquisition financial statements we
have relied upon do not contain undetected errors. The adjustments
reflected in our rebased amounts have not been prepared with a view
towards complying with Article 11 of the SEC's Regulation S-X. In
addition, the rebased growth percentages are not necessarily indicative
of the revenue and OCF that would have occurred if these transactions
had occurred on the dates assumed for purposes of calculating our
rebased amounts or the revenue and OCF that will occur in the future.
The rebased growth percentages have been presented as a basis for
assessing growth rates on a comparable basis, and are not
presented as a measure of our pro forma financial performance.
Therefore, we believe our rebased data is not a non-GAAP financial
measure as contemplated by Regulation G or Item 10 of Regulation S-K.
In each case, the following tables present (i) the amounts reported by
each of our reportable segments for the comparative period, (ii) the
U.S. dollar change and percentage change from period to period and (iii)
the percentage change from period to period on a rebased basis.
|
|
|
|
|
|
|
|
|
Revenue
|
|
Three months ended March 31,
|
|
Increase (decrease)
|
|
Increase (decrease)
|
|
|
|
2012
|
|
2011
|
|
$
|
|
%
|
|
Rebased %
|
|
|
|
in millions, except % amounts
|
|
UPC Broadband Division:
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
$
|
560.7
|
|
|
$
|
335.0
|
|
|
$
|
225.7
|
|
|
67.4
|
|
|
9.7
|
|
|
The Netherlands
|
|
|
310.7
|
|
|
|
310.2
|
|
|
|
0.5
|
|
|
0.2
|
|
|
4.5
|
|
|
Switzerland
|
|
|
315.5
|
|
|
|
299.7
|
|
|
|
15.8
|
|
|
5.3
|
|
|
2.8
|
|
|
Other Western Europe
|
|
|
209.7
|
|
|
|
216.6
|
|
|
|
(6.9
|
)
|
|
(3.2
|
)
|
|
0.9
|
|
|
Total Western Europe
|
|
|
1,396.6
|
|
|
|
1,161.5
|
|
|
|
235.1
|
|
|
20.2
|
|
|
5.6
|
|
|
Central and Eastern Europe
|
|
|
280.9
|
|
|
|
265.1
|
|
|
|
15.8
|
|
|
6.0
|
|
|
(0.2
|
)
|
|
Central and other
|
|
|
28.2
|
|
|
|
30.1
|
|
|
|
(1.9
|
)
|
|
(6.3
|
)
|
|
-
|
|
|
Total UPC Broadband Division
|
|
|
1,705.7
|
|
|
|
1,456.7
|
|
|
|
249.0
|
|
|
17.1
|
|
|
4.4
|
|
|
Telenet (Belgium)
|
|
|
477.5
|
|
|
|
454.3
|
|
|
|
23.2
|
|
|
5.1
|
|
|
9.6
|
|
|
VTR Group (Chile)
|
|
|
224.5
|
|
|
|
214.1
|
|
|
|
10.4
|
|
|
4.9
|
|
|
6.5
|
|
|
Corporate and other
|
|
|
151.4
|
|
|
|
153.8
|
|
|
|
(2.4
|
)
|
|
(1.6
|
)
|
|
-
|
|
|
Intersegment eliminations
|
|
|
(22.1
|
)
|
|
|
(21.0
|
)
|
|
|
(1.1
|
)
|
|
(5.2
|
)
|
|
-
|
|
|
Total
|
|
$
|
2,537.0
|
|
|
$
|
2,257.9
|
|
|
$
|
279.1
|
|
|
12.4
|
|
|
5.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Cash Flow
|
|
Three months ended
March 31,
|
|
Increase
(decrease)
|
|
Increase
(decrease)
|
|
|
|
2012
|
|
2011
|
|
$
|
|
%
|
|
Rebased %
|
|
|
|
in millions, except % amounts
|
|
UPC Broadband Division:
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
$
|
323.0
|
|
|
$
|
199.8
|
|
|
$
|
123.2
|
|
|
61.7
|
|
|
6.4
|
|
|
The Netherlands
|
|
|
182.7
|
|
|
|
180.7
|
|
|
|
2.0
|
|
|
1.1
|
|
|
5.5
|
|
|
Switzerland
|
|
|
178.2
|
|
|
|
166.7
|
|
|
|
11.5
|
|
|
6.9
|
|
|
4.4
|
|
|
Other Western Europe
|
|
|
97.4
|
|
|
|
99.6
|
|
|
|
(2.2
|
)
|
|
(2.2
|
)
|
|
1.9
|
|
|
Total Western Europe
|
|
|
781.3
|
|
|
|
646.8
|
|
|
|
134.5
|
|
|
20.8
|
|
|
5.1
|
|
|
Central and Eastern Europe
|
|
|
137.6
|
|
|
|
127.3
|
|
|
|
10.3
|
|
|
8.1
|
|
|
(0.9
|
)
|
|
Central and other
|
|
|
(37.1
|
)
|
|
|
(33.6
|
)
|
|
|
(3.5
|
)
|
|
(10.4
|
)
|
|
-
|
|
|
Total UPC Broadband Division
|
|
|
881.8
|
|
|
|
740.5
|
|
|
|
141.3
|
|
|
19.1
|
|
|
3.7
|
|
|
Telenet (Belgium)
|
|
|
235.8
|
|
|
|
232.8
|
|
|
|
3.0
|
|
|
1.3
|
|
|
5.7
|
|
|
VTR Group (Chile)
|
|
|
75.2
|
|
|
|
84.4
|
|
|
|
(9.2
|
)
|
|
(10.9
|
)
|
|
(9.5
|
)
|
|
Corporate and other
|
|
|
2.8
|
|
|
|
4.2
|
|
|
|
(1.4
|
)
|
|
(33.3
|
)
|
|
-
|
|
|
Total
|
|
$
|
1,195.6
|
|
|
$
|
1,061.9
|
|
|
$
|
133.7
|
|
|
12.6
|
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total (excluding VTR Wireless)1
|
|
|
|
|
|
|
|
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Cash Flow Definition and Reconciliation
Operating cash flow is not a GAAP measure. Operating cash flow is the
primary measure used by our chief operating decision maker to evaluate
segment operating performance. Operating cash flow is also a key factor
that is used by our internal decision makers to (i) determine how to
allocate resources to segments and (ii) evaluate the effectiveness of
our management for purposes of annual and other incentive compensation
plans. As we use the term, operating cash flow is defined as revenue
less operating and selling, general and administrative expenses
(excluding stock-based compensation, depreciation and amortization,
provisions for litigation, and impairment, restructuring and other
operating charges or credits). Other operating charges or credits
include (i) gains and losses on the disposition of long-lived assets,
(ii) direct acquisition costs, such as third-party due diligence, legal
and advisory costs, and (iii) other acquisition-related items, such as
gains and losses on the settlement of contingent consideration. Our
internal decision makers believe operating cash flow is a meaningful
measure and is superior to available GAAP measures because it represents
a transparent view of our recurring operating performance that is
unaffected by our capital structure and allows management to (i) readily
view operating trends, (ii) perform analytical comparisons and
benchmarking between segments and (iii) identify strategies to improve
operating performance in the different countries in which we operate. We
believe our operating cash flow measure is useful to investors because
it is one of the bases for comparing our performance with the
performance of other companies in the same or similar industries,
although our measure may not be directly comparable to similar measures
used by other public companies. Operating cash flow should be viewed as
a measure of operating performance that is a supplement to, and not a
substitute for, operating income, net earnings (loss), cash flow from
operating activities and other GAAP measures of income or cash flows. A
reconciliation of total segment operating cash flow to our operating
income is presented below.
|
|
|
|
|
|
|
Three months ended March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions
|
|
Total segment operating cash flow from continuing operations
|
|
$
|
1,195.6
|
|
|
$
|
1,061.9
|
|
|
Stock-based compensation expense
|
|
|
(27.7
|
)
|
|
|
(33.9
|
)
|
|
Depreciation and amortization
|
|
|
(670.7
|
)
|
|
|
(589.0
|
)
|
|
Impairment, restructuring and other operating charges, net
|
|
|
(2.9
|
)
|
|
|
(6.1
|
)
|
|
Operating income
|
|
$
|
494.3
|
|
|
$
|
432.9
|
|
|
|
|
|
|
|
|
|
|
|
Summary of Debt, Capital Lease Obligations and Cash and Cash
Equivalents
The following table2 details the U.S. dollar equivalent
balances of our third-party consolidated debt, capital lease obligations
and cash and cash equivalents at March 31, 2012:
|
|
|
|
|
Capital
|
|
Debt and
|
|
Cash
|
|
|
|
|
|
Lease
|
|
Capital Lease
|
|
and Cash
|
|
|
|
Debt3
|
|
Obligations
|
|
Obligations
|
|
Equivalents
|
|
|
|
in millions
|
|
LGI and its non-operating subsidiaries
|
|
$
|
1,175.6
|
|
$
|
-
|
|
$
|
1,175.6
|
|
$
|
846.0
|
|
UPC Holding (excluding VTR Group)
|
|
|
11,899.9
|
|
|
34.8
|
|
|
11,934.7
|
|
|
54.9
|
|
Unitymedia
|
|
|
3,575.0
|
|
|
646.8
|
|
|
4,221.8
|
|
|
17.9
|
|
Telenet
|
|
|
3,619.6
|
|
|
404.4
|
|
|
4,024.0
|
|
|
576.3
|
|
KBW
|
|
|
3,044.4
|
|
|
316.7
|
|
|
3,361.1
|
|
|
64.9
|
|
Chellomedia
|
|
|
252.4
|
|
|
-
|
|
|
252.4
|
|
|
12.0
|
|
Liberty Puerto Rico
|
|
|
162.1
|
|
|
-
|
|
|
162.1
|
|
|
13.1
|
|
VTR Group4
|
|
|
49.1
|
|
|
0.5
|
|
|
49.6
|
|
|
74.9
|
|
Other operating subsidiaries
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
2.4
|
|
Total LGI
|
|
$
|
23,778.1
|
|
$
|
1,403.2
|
|
$
|
25,181.3
|
|
$
|
1,662.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures
The table below highlights the categories of our property and equipment
additions for the indicated periods and reconciles those additions to
the capital expenditures that we present in our condensed consolidated
statements of cash flows.
|
|
|
Three months ended March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions
|
|
Customer premises equipment
|
|
$
|
207.4
|
|
|
$
|
177.8
|
|
|
Scalable infrastructure
|
|
|
79.4
|
|
|
|
66.5
|
|
|
Line extensions
|
|
|
64.6
|
|
|
|
53.3
|
|
|
Upgrade/rebuild
|
|
|
84.6
|
|
|
|
66.0
|
|
|
Support capital
|
|
|
70.2
|
|
|
|
64.2
|
|
|
Other, including Chellomedia
|
|
|
1.2
|
|
|
|
2.1
|
|
|
Property and equipment additions
|
|
|
507.4
|
|
|
|
429.9
|
|
|
Assets acquired under capital-related vendor financing arrangements
|
|
|
(24.7
|
)
|
|
|
-
|
|
|
Assets acquired under capital leases
|
|
|
(12.7
|
)
|
|
|
(7.5
|
)
|
|
Changes in current liabilities related to capital expenditures
|
|
|
51.3
|
|
|
|
67.2
|
|
|
Total capital expenditures5
|
|
$
|
521.3
|
|
|
$
|
489.6
|
|
|
|
|
|
|
|
|
Capital expenditures as % of revenue
|
|
|
20.5
|
%
|
|
|
21.7
|
%
|
____________________________________
|
2
|
|
Except as otherwise indicated, the amounts reported in the table
include the named entity and its subsidiaries.
|
|
3
|
|
Debt amounts for UPC Holding and Telenet include senior secured
notes issued by special purpose entities that are consolidated by
each.
|
|
4
|
|
Of these amounts, VTR Wireless accounts for $49 million of the debt
and $18 million of the cash of VTR Group.
|
|
5
|
|
The capital expenditures that we report in our consolidated cash
flow statements do not include amounts that are financed under
vendor financing or capital lease arrangements. Instead, these
expenditures are reflected as non-cash additions to our property and
equipment when the underlying assets are delivered, and as
repayments of debt when the principal is repaid.
|
|
|
|
|
Free Cash Flow and Adjusted Free Cash Flow Definition and
Reconciliation
We define FCF as net cash provided by our operating activities, plus (i)
excess tax benefits related to the exercise of stock incentive awards
and (ii) cash payments for direct acquisition costs, less (a) capital
expenditures, as reported in our consolidated cash flow statements, (b)
principal payments on vendor financing obligations and (c) principal
payments on capital leases (exclusive of our network lease in Belgium
and our duct leases in Germany), with each item excluding any cash
provided or used by our discontinued operations. We also present
Adjusted FCF, which adjusts FCF for the incremental FCF deficit
associated with the VTR Wireless mobile initiative and, during the 2011
period, payments associated with Old Unitymedia's pre-acquisition
capital structure. These adjustments are consistent with how we set our
2012 Adjusted FCF guidance targets. FCF and Adjusted FCF are not GAAP
measures of liquidity.
We believe that our presentation of FCF and Adjusted FCF provides useful
information to our investors because this measure can be used to gauge
our ability to service debt and fund new investment opportunities. In
addition, we believe that Adjusted FCF is meaningful because it provides
investors with a better baseline for comparing our ongoing FCF and
Adjusted FCF profile. FCF and Adjusted FCF should not be understood to
represent our ability to fund discretionary amounts, as we have various
mandatory and contractual obligations, including debt repayments, which
are not deducted to arrive at this amount. Investors should view FCF and
Adjusted FCF as supplements to, and not substitutes for, GAAP measures
of liquidity included in our consolidated cash flow statements. The
following table provides the reconciliation of our continuing
operations' net cash provided by operating activities to FCF and
Adjusted FCF for the indicated periods:
|
|
|
Three months ended March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions
|
|
Net cash provided by operating activities of continuing operations
|
|
$
|
754.8
|
|
|
$
|
694.4
|
|
|
Excess tax benefits from stock-based compensation6
|
|
|
0.5
|
|
|
|
20.2
|
|
|
Cash payments for direct acquisition costs7
|
|
|
12.9
|
|
|
|
3.8
|
|
|
Capital expenditures
|
|
|
(521.3
|
)
|
|
|
(489.6
|
)
|
|
Principal payments on vendor financing obligations
|
|
|
(2.0
|
)
|
|
|
-
|
|
|
Principal payments on certain capital leases
|
|
|
(3.0
|
)
|
|
|
(2.5
|
)
|
|
FCF
|
|
$
|
241.9
|
|
|
$
|
226.3
|
|
|
|
|
|
|
|
|
FCF
|
|
$
|
241.9
|
|
|
$
|
226.3
|
|
|
Payments associated with Old Unitymedia's pre-acquisition capital
structure8
|
|
|
-
|
|
|
|
6.4
|
|
|
FCF deficit of VTR Wireless
|
|
|
37.4
|
|
|
|
9.8
|
|
|
Adjusted FCF
|
|
$
|
279.3
|
|
|
$
|
242.5
|
|
____________________________________
|
6
|
|
Excess tax benefits from stock-based compensation represent the
excess of tax deductions over the related financial reporting
stock-based compensation expense. The hypothetical cash flows
associated with these excess tax benefits are reported as an
increase to cash flows from financing activities and a corresponding
decrease to cash flows from operating activities in our consolidated
cash flow statements.
|
|
7
|
|
Represents costs paid during the period to third parties directly
related to acquisitions.
|
|
8
|
|
Represents derivative payments on the pre-acquisition capital
structure of Old Unitymedia during the post-acquisition period.
These payments were reflected as a reduction of cash provided by
operations in our condensed consolidated cash flow statement during
the three months ended March 31, 2011. Old Unitymedia's
pre-acquisition debt was repaid on March 2, 2010 with part of the
proceeds of the debt incurred for the Unitymedia acquisition.
|
|
|
|
|
RGUs, Customers and Bundling9
The following table provides information on the breakdown of our RGUs
and customer base and highlights our customer bundling metrics at March
31, 2012, December 31, 2011 and March 31, 2011:
|
|
|
March 31, 2012
|
|
December 31, 2011
|
|
March 31,
2011
|
|
Q1'12 / Q4'11 (% Change)
|
|
Q1'12 / Q1'11 (% Change)
|
|
Total RGUs
|
|
|
|
|
|
|
|
|
|
|
|
Total Video RGUs
|
|
18,349,200
|
|
|
18,405,500
|
|
|
15,908,400
|
|
|
(0.3
|
%)
|
|
15.3
|
%
|
|
Total Broadband Internet RGUs
|
|
8,480,700
|
|
|
8,159,300
|
|
|
6,595,200
|
|
|
3.9
|
%
|
|
28.6
|
%
|
|
Total Telephony RGUs
|
|
6,546,500
|
|
|
6,225,300
|
|
|
4,764,800
|
|
|
5.2
|
%
|
|
37.4
|
%
|
|
LGI Consolidated
|
|
33,376,400
|
|
|
32,790,100
|
|
|
27,268,400
|
|
|
1.8
|
%
|
|
22.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Customers
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband
|
|
16,174,600
|
|
|
16,116,300
|
|
|
13,369,800
|
|
|
0.4
|
%
|
|
21.0
|
%
|
|
Telenet
|
|
2,180,700
|
|
|
2,198,500
|
|
|
2,253,700
|
|
|
(0.8
|
%)
|
|
(3.2
|
%)
|
|
VTR
|
|
1,108,900
|
|
|
1,101,800
|
|
|
1,074,700
|
|
|
0.6
|
%
|
|
3.2
|
%
|
|
Other
|
|
122,700
|
|
|
121,600
|
|
|
121,800
|
|
|
0.9
|
%
|
|
0.7
|
%
|
|
Liberty Global Consolidated
|
|
19,586,900
|
|
|
19,538,200
|
|
|
16,820,000
|
|
|
0.2
|
%
|
|
16.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Single-Play Customers
|
|
11,231,600
|
|
|
11,455,800
|
|
|
10,265,800
|
|
|
(2.0
|
%)
|
|
9.4
|
%
|
|
Total Double-Play Customers
|
|
2,920,700
|
|
|
2,913,100
|
|
|
2,659,900
|
|
|
0.3
|
%
|
|
9.8
|
%
|
|
Total Triple-Play Customers
|
|
5,434,600
|
|
|
5,169,300
|
|
|
3,894,300
|
|
|
5.1
|
%
|
|
39.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
% Dual-Play Customers
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband
|
|
12.7
|
%
|
|
12.6
|
%
|
|
13.4
|
%
|
|
0.8
|
%
|
|
(5.2
|
%)
|
|
Telenet
|
|
28.3
|
%
|
|
28.2
|
%
|
|
27.1
|
%
|
|
0.4
|
%
|
|
4.4
|
%
|
|
VTR
|
|
20.6
|
%
|
|
21.2
|
%
|
|
21.7
|
%
|
|
(2.8
|
%)
|
|
(5.1
|
%)
|
|
Liberty Global Consolidated
|
|
14.9
|
%
|
|
14.9
|
%
|
|
15.8
|
%
|
|
0.0
|
%
|
|
(5.7
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
% Triple-Play Customers
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband
|
|
25.2
|
%
|
|
23.9
|
%
|
|
19.9
|
%
|
|
5.4
|
%
|
|
26.6
|
%
|
|
Telenet
|
|
37.0
|
%
|
|
35.6
|
%
|
|
32.6
|
%
|
|
3.9
|
%
|
|
13.5
|
%
|
|
VTR
|
|
46.2
|
%
|
|
45.2
|
%
|
|
43.4
|
%
|
|
2.2
|
%
|
|
6.5
|
%
|
|
Liberty Global Consolidated
|
|
27.7
|
%
|
|
26.5
|
%
|
|
23.2
|
%
|
|
4.5
|
%
|
|
19.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RGUs per Customer Relationship
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband
|
|
1.63
|
|
|
1.60
|
|
|
1.53
|
|
|
1.9
|
%
|
|
6.5
|
%
|
|
Telenet
|
|
2.02
|
|
|
1.99
|
|
|
1.92
|
|
|
1.5
|
%
|
|
5.2
|
%
|
|
VTR
|
|
2.13
|
|
|
2.12
|
|
|
2.09
|
|
|
0.5
|
%
|
|
1.9
|
%
|
|
Liberty Global Consolidated
|
|
1.70
|
|
|
1.68
|
|
|
1.62
|
|
|
1.2
|
%
|
|
4.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ARPU per Customer Relationship10
The following table provides ARPU per customer relationship for the
indicated periods:
|
|
|
Three months ended March 31,
|
|
|
|
FX Neutral
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
% Change11
|
|
UPC Broadband
|
|
€
|
23.76
|
|
€
|
23.30
|
|
2.0
|
%
|
|
1.7
|
%
|
|
Telenet
|
|
€
|
45.42
|
|
€
|
41.02
|
|
10.7
|
%
|
|
10.7
|
%
|
|
VTR
|
|
CLP
|
30,613
|
|
CLP
|
29,475
|
|
3.9
|
%
|
|
3.9
|
%
|
|
LGI Consolidated
|
|
$
|
36.36
|
|
$
|
37.26
|
|
(2.4
|
%)
|
|
1.2
|
%
|
____________________________________
|
9
|
|
The RGU, customer and bundling statistics reported for periods prior
to January 1, 2012 have not been restated to reflect the January 1,
2012 change in our reporting of SOHO RGUs.
|
|
10
|
|
ARPU per customer relationship refers to the average monthly
subscription revenue per average customer relationship and is
calculated by dividing the average monthly subscription revenue
(excluding installation, late fees and mobile telephony revenue) for
the indicated period, by the average of the opening and closing
balances for customer relationships for the period. Customer
relationships of entities acquired during the period are normalized.
Unless otherwise indicated, ARPU per customer relationship for UPC
Broadband and LGI Consolidated are not adjusted for currency
impacts. ARPU per customer relationship amounts reported for periods
prior to January 1, 2012 have not been restated to reflect the
January 1, 2012 change in our reporting of SOHO RGUs. In addition,
it should be noted that ARPU per customer relationship for UPC
Broadband and for LGI Consolidated is adversely impacted by the
inclusion of KBW in Q1 2012.
|
|
11
|
|
The FX-neutral change represents the percentage change on a
year-over-year basis adjusted for FX impacts and is calculated by
adjusting the prior year figures to reflect translation at the
foreign currency rates used to translate the current year amounts.
|
|
|
|
|
Fixed Income Overview
The following tables provide preliminary financial information for UPC
Holding B.V. ("UPC Holding") and Chellomedia Programming Financing
HoldCo B.V. ("Chellomedia Programming") and are subject to completion of
the respective financial statements and to finalization of the
respective compliance certificates for the first quarter of 2012.
Chellomedia Programming is a component of our Chellomedia business. Our
overall Chellomedia business generated revenue of approximately €88 million
in Q1 2012.
|
|
|
Three months ended
March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions
|
|
UPC Holding:
|
|
|
|
|
|
Revenue
|
|
€
|
1,044.5
|
|
€
|
976.5
|
|
OCF
|
|
€
|
497.0
|
|
€
|
461.8
|
|
|
|
|
|
|
|
Chellomedia Programming:
|
|
|
|
|
|
Revenue
|
|
€
|
77.8
|
|
€
|
78.9
|
|
OCF
|
|
€
|
18.5
|
|
€
|
15.5
|
|
|
|
|
|
|
|
|
|
|
|
Debt, Cash and Leverage at March 31, 201212
|
|
|
|
Total Debt13
|
|
Cash
|
|
Sr. Leverage
|
|
Total Leverage
|
|
|
|
in millions
|
|
|
|
UPC Holding
|
|
€
|
8,952.1
|
|
€
|
83.7
|
|
3.86x
|
|
4.67x
|
|
Chellomedia Programming
|
|
€
|
189.3
|
|
€
|
8.7
|
|
2.67x
|
|
2.67x
|
|
|
|
|
|
|
|
|
|
|
Operating Cash Flow Definition and Reconciliations
Operating cash flow is not a GAAP measure. For additional discussion of
OCF, please see page 12. The following tables provide the
reconciliations of OCF to operating income:
|
|
|
Three months ended
March 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
in millions
|
|
UPC Holding
|
|
|
|
|
|
Total segment operating cash flow
|
|
€
|
497.0
|
|
|
€
|
461.8
|
|
|
Stock-based compensation expense
|
|
|
(4.3
|
)
|
|
|
(3.3
|
)
|
|
Related-party fees and allocations, net
|
|
|
0.4
|
|
|
|
(1.5
|
)
|
|
Depreciation and amortization
|
|
|
(256.7
|
)
|
|
|
(239.7
|
)
|
|
Impairment, restructuring and other operating charges, net
|
|
|
0.7
|
|
|
|
(2.3
|
)
|
|
Operating income
|
|
€
|
237.1
|
|
|
€
|
215.0
|
|
|
|
|
|
|
|
|
Chellomedia Programming
|
|
|
|
|
|
Total segment operating cash flow
|
|
€
|
18.5
|
|
|
€
|
15.5
|
|
|
Stock-based compensation expense
|
|
|
(0.4
|
)
|
|
|
(0.3
|
)
|
|
Related-party management fees
|
|
|
(2.7
|
)
|
|
|
(2.8
|
)
|
|
Depreciation and amortization
|
|
|
(5.6
|
)
|
|
|
(6.3
|
)
|
|
Impairment, restructuring and other operating charges
|
|
|
(0.1
|
)
|
|
|
-
|
|
|
Operating income
|
|
€
|
9.7
|
|
|
€
|
6.1
|
|
|
|
|
|
|
|
|
|
|
|
____________________________________
|
12
|
|
In the covenant calculations for UPC Holding, we utilize debt
figures which take into account currency swaps calculated at the
weighted average FX rates across the period. Reported OCF and debt
may differ from what is used in the calculation of the respective
covenants. The ratios for each of the two entities are based on
March 31, 2012 results, and are subject to completion of our first
quarter bank reporting requirements. The ratios for each entity are
defined and calculated in accordance with the applicable credit
agreement. As defined and calculated in accordance with the UPC
Broadband Holding Bank Facility, senior leverage refers to Senior
Debt to Annualized EBITDA (last two quarters annualized) and total
leverage refers to Total Debt to Annualized EBITDA (last two
quarters annualized) for UPC Holding. For Chellomedia Programming,
senior leverage refers to Senior Net Debt to Annualized EBITDA (last
two quarters annualized) and total leverage refers to Total Net Debt
to Annualized EBITDA (last two quarters annualized).
|
|
13
|
|
Total debt includes capital lease obligations. Debt for UPC Holding
and Chellomedia Programming reflects third-party debt only.
|
|
|
|
|
|
|
|
Consolidated Operating Data - March 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
Video
|
|
Internet
|
|
Telephony
|
|
|
|
Homes Passed(1)
|
|
Two-way Homes Passed(2)
|
|
Customer Relationships(3)
|
|
Total RGUs(4)
|
|
Analog Cable Subscribers(5)
|
|
Digital Cable Subscribers(6)
|
|
DTH Subscribers(7)
|
|
MMDS Subscribers(8)
|
|
Total Video
|
|
Homes Serviceable(9)
|
|
Subscribers(10)
|
|
Homes Serviceable(11)
|
|
Subscribers(12)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband Division:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
12,470,100
|
|
12,064,200
|
|
6,948,000
|
|
10,612,400
|
|
4,677,300
|
|
2,067,500
|
|
-
|
|
-
|
|
6,744,800
|
|
12,064,200
|
|
1,918,000
|
|
12,064,200
|
|
1,949,600
|
|
The Netherlands(13)
|
|
2,802,000
|
|
2,786,300
|
|
1,799,100
|
|
3,665,500
|
|
759,600
|
|
1,037,600
|
|
-
|
|
-
|
|
1,797,200
|
|
2,798,800
|
|
984,900
|
|
2,796,000
|
|
883,400
|
|
Switzerland(13)
|
|
2,099,800
|
|
1,807,900
|
|
1,539,300
|
|
2,441,400
|
|
959,700
|
|
540,700
|
|
-
|
|
-
|
|
1,500,400
|
|
2,278,400
|
|
565,000
|
|
2,278,400
|
|
376,000
|
|
Austria
|
|
1,182,300
|
|
1,182,300
|
|
705,700
|
|
1,341,800
|
|
195,100
|
|
313,100
|
|
-
|
|
-
|
|
508,200
|
|
1,182,300
|
|
471,100
|
|
1,182,300
|
|
362,500
|
|
Ireland
|
|
867,300
|
|
720,800
|
|
536,900
|
|
922,600
|
|
77,300
|
|
332,700
|
|
-
|
|
52,700
|
|
462,700
|
|
720,800
|
|
272,700
|
|
691,200
|
|
187,200
|
|
Total Western Europe
|
|
19,421,500
|
|
18,561,500
|
|
11,529,000
|
|
18,983,700
|
|
6,669,000
|
|
4,291,600
|
|
-
|
|
52,700
|
|
11,013,300
|
|
19,044,500
|
|
4,211,700
|
|
19,012,100
|
|
3,758,700
|
|
Poland
|
|
2,626,800
|
|
2,481,200
|
|
1,492,900
|
|
2,537,200
|
|
678,000
|
|
662,700
|
|
-
|
|
-
|
|
1,340,700
|
|
2,481,200
|
|
800,300
|
|
2,468,800
|
|
396,200
|
|
Romania
|
|
2,073,500
|
|
1,656,300
|
|
1,146,100
|
|
1,637,400
|
|
480,500
|
|
376,000
|
|
283,800
|
|
-
|
|
1,140,300
|
|
1,656,300
|
|
296,800
|
|
1,594,400
|
|
200,300
|
|
Hungary
|
|
1,419,000
|
|
1,404,900
|
|
980,600
|
|
1,600,200
|
|
312,500
|
|
293,400
|
|
226,300
|
|
-
|
|
832,200
|
|
1,404,900
|
|
441,700
|
|
1,407,300
|
|
326,300
|
|
Czech Republic
|
|
1,336,100
|
|
1,227,800
|
|
747,500
|
|
1,226,500
|
|
76,200
|
|
422,100
|
|
85,600
|
|
-
|
|
583,900
|
|
1,227,800
|
|
442,100
|
|
1,225,100
|
|
200,500
|
|
Slovakia
|
|
484,900
|
|
456,100
|
|
278,500
|
|
403,600
|
|
95,200
|
|
112,800
|
|
49,300
|
|
800
|
|
258,100
|
|
422,900
|
|
92,500
|
|
422,900
|
|
53,000
|
|
Total Central & Eastern Europe
|
|
7,940,300
|
|
7,226,300
|
|
4,645,600
|
|
7,404,900
|
|
1,642,400
|
|
1,867,000
|
|
645,000
|
|
800
|
|
4,155,200
|
|
7,193,100
|
|
2,073,400
|
|
7,118,500
|
|
1,176,300
|
|
Total UPC Broadband Division
|
|
27,361,800
|
|
25,787,800
|
|
16,174,600
|
|
26,388,600
|
|
8,311,400
|
|
6,158,600
|
|
645,000
|
|
53,500
|
|
15,168,500
|
|
26,237,600
|
|
6,285,100
|
|
26,130,600
|
|
4,935,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Telenet (Belgium)
|
|
2,850,100
|
|
2,850,100
|
|
2,180,700
|
|
4,409,000
|
|
779,500
|
|
1,401,200
|
|
-
|
|
-
|
|
2,180,700
|
|
2,850,100
|
|
1,326,000
|
|
2,850,100
|
|
902,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Americas:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VTR (Chile)
|
|
2,763,800
|
|
2,139,000
|
|
1,108,900
|
|
2,361,100
|
|
199,400
|
|
721,300
|
|
-
|
|
-
|
|
920,700
|
|
2,139,000
|
|
781,600
|
|
2,129,600
|
|
658,800
|
|
Puerto Rico
|
|
353,000
|
|
353,000
|
|
122,700
|
|
217,700
|
|
-
|
|
79,300
|
|
-
|
|
-
|
|
79,300
|
|
353,000
|
|
88,000
|
|
353,000
|
|
50,400
|
|
Total The Americas
|
|
3,116,800
|
|
2,492,000
|
|
1,231,600
|
|
2,578,800
|
|
199,400
|
|
800,600
|
|
-
|
|
-
|
|
1,000,000
|
|
2,492,000
|
|
869,600
|
|
2,482,600
|
|
709,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Grand Total
|
|
33,328,700
|
|
31,129,900
|
|
19,586,900
|
|
33,376,400
|
|
9,290,300
|
|
8,360,400
|
|
645,000
|
|
53,500
|
|
18,349,200
|
|
31,579,700
|
|
8,480,700
|
|
31,463,300
|
|
6,546,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subscriber Variance Table - March 31, 2012 vs. December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
Video
|
|
Internet
|
|
Telephony
|
|
|
|
Homes Passed(1)
|
|
Two-way Homes Passed(2)
|
|
Customer Relationships(3)
|
|
Total
RGUs(4)
|
|
Analog Cable
Subscribers(5)
|
|
Digital Cable
Subscribers(6)
|
|
DTH
Subscribers(7)
|
|
MMDS
Subscribers(8)
|
|
Total
Video
|
|
Homes
Serviceable(9)
|
|
Subscribers(10)
|
|
Homes
Serviceable(11)
|
|
Subscribers(12)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband Division:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
24,800
|
|
|
29,700
|
|
15,700
|
|
|
228,800
|
|
(91,300
|
)
|
|
83,700
|
|
|
-
|
|
-
|
|
|
(7,600
|
)
|
|
29,700
|
|
118,500
|
|
29,700
|
|
117,900
|
|
The Netherlands(13)
|
|
4,100
|
|
|
2,100
|
|
(20,500
|
)
|
|
60,000
|
|
(48,400
|
)
|
|
27,400
|
|
|
-
|
|
-
|
|
|
(21,000
|
)
|
|
3,200
|
|
41,200
|
|
2,300
|
|
39,800
|
|
Switzerland(13)
|
|
15,300
|
|
|
31,100
|
|
12,500
|
|
|
37,600
|
|
42,300
|
|
|
(29,300
|
)
|
|
-
|
|
-
|
|
|
13,000
|
|
|
24,000
|
|
11,800
|
|
24,000
|
|
12,800
|
|
Austria
|
|
2,000
|
|
|
2,000
|
|
24,600
|
|
|
37,400
|
|
(13,700
|
)
|
|
11,000
|
|
|
-
|
|
-
|
|
|
(2,700
|
)
|
|
2,000
|
|
26,400
|
|
2,000
|
|
13,700
|
|
Ireland
|
|
(900
|
)
|
|
11,800
|
|
3,900
|
|
|
36,200
|
|
(5,100
|
)
|
|
1,300
|
|
|
-
|
|
(2,300
|
)
|
|
(6,100
|
)
|
|
11,800
|
|
17,300
|
|
16,600
|
|
25,000
|
|
Total Western Europe
|
|
45,300
|
|
|
76,700
|
|
36,200
|
|
|
400,000
|
|
(116,200
|
)
|
|
94,100
|
|
|
-
|
|
(2,300
|
)
|
|
(24,400
|
)
|
|
70,700
|
|
215,200
|
|
74,600
|
|
209,200
|
|
Poland
|
|
6,700
|
|
|
4,300
|
|
(4,100
|
)
|
|
42,800
|
|
(49,300
|
)
|
|
36,600
|
|
|
-
|
|
-
|
|
|
(12,700
|
)
|
|
4,300
|
|
24,500
|
|
4,100
|
|
31,000
|
|
Romania
|
|
1,100
|
|
|
5,900
|
|
3,500
|
|
|
29,300
|
|
(27,700
|
)
|
|
24,300
|
|
|
1,000
|
|
-
|
|
|
(2,400
|
)
|
|
5,900
|
|
15,500
|
|
5,800
|
|
16,200
|
|
Hungary
|
|
2,000
|
|
|
2,500
|
|
15,000
|
|
|
33,700
|
|
(10,600
|
)
|
|
3,100
|
|
|
7,000
|
|
-
|
|
|
(500
|
)
|
|
2,500
|
|
13,900
|
|
2,400
|
|
20,300
|
|
Czech Republic
|
|
1,200
|
|
|
1,200
|
|
6,100
|
|
|
14,500
|
|
(5,600
|
)
|
|
500
|
|
|
4,200
|
|
-
|
|
|
(900
|
)
|
|
1,200
|
|
9,800
|
|
1,200
|
|
5,600
|
|
Slovakia
|
|
(1,500
|
)
|
|
800
|
|
1,600
|
|
|
7,900
|
|
(7,200
|
)
|
|
3,400
|
|
|
2,600
|
|
-
|
|
|
(1,200
|
)
|
|
1,500
|
|
5,000
|
|
1,500
|
|
4,100
|
|
Total Central & Eastern Europe
|
|
9,500
|
|
|
14,700
|
|
22,100
|
|
|
128,200
|
|
(100,400
|
)
|
|
67,900
|
|
|
14,800
|
|
-
|
|
|
(17,700
|
)
|
|
15,400
|
|
68,700
|
|
15,000
|
|
77,200
|
|
Total UPC Broadband Division
|
|
54,800
|
|
|
91,400
|
|
58,300
|
|
|
528,200
|
|
(216,600
|
)
|
|
162,000
|
|
|
14,800
|
|
(2,300
|
)
|
|
(42,100
|
)
|
|
86,100
|
|
283,900
|
|
89,600
|
|
286,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Telenet (Belgium)
|
|
6,300
|
|
|
6,300
|
|
(17,800
|
)
|
|
24,800
|
|
(9,500
|
)
|
|
(8,300
|
)
|
|
-
|
|
-
|
|
|
(17,800
|
)
|
|
6,300
|
|
20,400
|
|
6,300
|
|
22,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Americas:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VTR (Chile)
|
|
5,500
|
|
|
9,200
|
|
7,100
|
|
|
30,300
|
|
(15,200
|
)
|
|
18,600
|
|
|
-
|
|
-
|
|
|
3,400
|
|
|
9,200
|
|
15,300
|
|
9,700
|
|
11,600
|
|
Puerto Rico
|
|
-
|
|
|
-
|
|
1,100
|
|
|
3,000
|
|
-
|
|
|
200
|
|
|
-
|
|
-
|
|
|
200
|
|
|
-
|
|
1,800
|
|
-
|
|
1,000
|
|
Total The Americas
|
|
5,500
|
|
|
9,200
|
|
8,200
|
|
|
33,300
|
|
(15,200
|
)
|
|
18,800
|
|
|
-
|
|
-
|
|
|
3,600
|
|
|
9,200
|
|
17,100
|
|
9,700
|
|
12,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Continuing Operations
|
|
66,600
|
|
|
106,900
|
|
48,700
|
|
|
586,300
|
|
(241,300
|
)
|
|
172,500
|
|
|
14,800
|
|
(2,300
|
)
|
|
(56,300
|
)
|
|
101,600
|
|
321,400
|
|
105,600
|
|
321,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ORGANIC CHANGE SUMMARY:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UPC Broadband Div. (excl. Germany)
|
|
12,800
|
|
|
46,900
|
|
(38,900
|
)
|
|
167,700
|
|
(206,700
|
)
|
|
130,800
|
|
|
13,800
|
|
(2,300
|
)
|
|
(64,400
|
)
|
|
41,600
|
|
103,000
|
|
45,100
|
|
129,100
|
|
Germany
|
|
24,800
|
|
|
29,700
|
|
10,700
|
|
|
219,100
|
|
(91,300
|
)
|
|
83,700
|
|
|
-
|
|
-
|
|
|
(7,600
|
)
|
|
29,700
|
|
113,500
|
|
29,700
|
|
113,200
|
|
Total UPC Broadband Division
|
|
37,600
|
|
|
76,600
|
|
(28,200
|
)
|
|
386,800
|
|
(298,000
|
)
|
|
214,500
|
|
|
13,800
|
|
(2,300
|
)
|
|
(72,000
|
)
|
|
71,300
|
|
216,500
|
|
74,800
|
|
242,300
|
|
Telenet (Belgium)
|
|
6,300
|
|
|
6,300
|
|
(17,800
|
)
|
|
24,800
|
|
(63,200
|
)
|
|
45,400
|
|
|
-
|
|
-
|
|
|
(17,800
|
)
|
|
6,300
|
|
20,400
|
|
6,300
|
|
22,200
|
|
The Americas
|
|
5,500
|
|
|
9,200
|
|
8,200
|
|
|
33,300
|
|
(15,200
|
)
|
|
18,800
|
|
|
-
|
|
-
|
|
|
3,600
|
|
|
9,200
|
|
17,100
|
|
9,700
|
|
12,600
|
|
Total Organic Change
|
|
49,400
|
|
|
92,100
|
|
(37,800
|
)
|
|
444,900
|
|
(376,400
|
)
|
|
278,700
|
|
|
13,800
|
|
(2,300
|
)
|
|
(86,200
|
)
|
|
86,800
|
|
254,000
|
|
90,800
|
|
277,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
Please see next page for adjustments.
|
|
|
Subscriber Variance Table - March 31, 2012 vs. December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
Video
|
|
Internet
|
|
Telephony
|
|
|
|
Homes
Passed(1)
|
|
Two-way
Homes
Passed(2)
|
|
Customer
Relationships(3)
|
|
Total
RGUs(4)
|
|
Analog Cable
Subscribers(5)
|
|
Digital Cable
Subscribers(6)
|
|
DTH
Subscribers(7)
|
|
MMDS
Subscribers(8)
|
|
Total
Video
|
|
Homes
Serviceable(9)
|
|
Subscribers(10)
|
|
Homes
Serviceable(11)
|
|
Subscribers(12)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADJUSTMENTS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SOHO Adjustments(14):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Germany
|
|
-
|
|
-
|
|
5,000
|
|
9,700
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
5,000
|
|
-
|
|
4,700
|
|
The Netherlands
|
|
-
|
|
-
|
|
-
|
|
18,100
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
11,300
|
|
-
|
|
6,800
|
|
Switzerland
|
|
-
|
|
-
|
|
3,200
|
|
5,000
|
|
-
|
|
1,300
|
|
-
|
|
-
|
|
1,300
|
|
-
|
|
3,600
|
|
-
|
|
100
|
|
Austria
|
|
-
|
|
-
|
|
21,500
|
|
27,200
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
20,700
|
|
-
|
|
6,500
|
|
Ireland
|
|
-
|
|
-
|
|
2,100
|
|
3,000
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
1,700
|
|
-
|
|
1,300
|
|
Poland
|
|
-
|
|
-
|
|
11,900
|
|
24,800
|
|
-
|
|
6,900
|
|
-
|
|
-
|
|
6,900
|
|
-
|
|
11,000
|
|
-
|
|
6,900
|
|
Romania
|
|
-
|
|
-
|
|
18,400
|
|
23,600
|
|
8,600
|
|
4,100
|
|
-
|
|
-
|
|
12,700
|
|
-
|
|
6,300
|
|
-
|
|
4,600
|
|
Hungary
|
|
-
|
|
-
|
|
15,200
|
|
19,800
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
8,000
|
|
-
|
|
11,800
|
|
Czech Republic
|
|
-
|
|
-
|
|
3,400
|
|
4,400
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
3,000
|
|
-
|
|
1,400
|
|
Slovakia
|
|
-
|
|
-
|
|
700
|
|
700
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
700
|
|
-
|
|
-
|
|
Q1 2012 Acquisitions - Switzerland
|
|
11,600
|
|
11,600
|
|
8,000
|
|
8,000
|
|
8,000
|
|
-
|
|
-
|
|
-
|
|
8,000
|
|
11,600
|
|
-
|
|
11,600
|
|
-
|
|
Q1 2012 Poland adjustment
|
|
5,600
|
|
3,200
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
3,200
|
|
-
|
|
3,200
|
|
-
|
|
Q1 2012 Switzerland adjustment(15)
|
|
-
|
|
-
|
|
(3,900)
|
|
(3,900)
|
|
64,800
|
|
(64,800)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(3,900)
|
|
-
|
|
-
|
|
Q1 2012 Hungary adjustment
|
|
-
|
|
-
|
|
1,000
|
|
1,000
|
|
-
|
|
-
|
|
1,000
|
|
-
|
|
1,000
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Q1 2012 Belgium adjustment
|
|
-
|
|
-
|
|
-
|
|
-
|
|
53,700
|
|
(53,700)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Net Adjustments
|
|
17,200
|
|
14,800
|
|
86,500
|
|
141,400
|
|
135,100
|
|
(106,200)
|
|
1,000
|
|
-
|
|
29,900
|
|
14,800
|
|
67,400
|
|
14,800
|
|
44,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Adds (Reductions) from Continuing Operations
|
|
66,600
|
|
106,900
|
|
48,700
|
|
586,300
|
|
(241,300)
|
|
172,500
|
|
14,800
|
|
(2,300)
|
|
(56,300)
|
|
101,600
|
|
321,400
|
|
105,600
|
|
321,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Footnotes for Operating Data and Subscriber Variance Tables
|
|
|
|
|
(1)
|
|
Homes Passed are homes or residential multiple dwelling units that
can be connected to our networks without materially extending the
distribution plant, except for direct-to-home ("DTH") and
Multi-channel Multipoint ("microwave") Distribution System ("MMDS")
homes. Our Homes Passed counts are based on census data that can
change based on either revisions to the data or from new census
results. We do not count homes passed for DTH. With respect to MMDS,
one MMDS customer is equal to one Home Passed. Due to the fact that
we do not own the partner networks (defined below) used in
Switzerland and the Netherlands (see note 13) or the unbundled loop
and shared access network used by one of our Austrian subsidiaries,
UPC Austria GmbH ("Austria GmbH"), we do not report homes passed for
Switzerland's and the Netherlands' partner networks or the unbundled
loop and shared access network used by Austria GmbH.
|
|
|
(2)
|
|
Two-way Homes Passed are Homes Passed by those sections of our
networks that are technologically capable of providing two-way
services, including video, internet and telephony services. Due to
the fact that we do not own the partner networks used in Switzerland
and the Netherlands or the unbundled loop and shared access network
used by Austria GmbH, we do not report two-way homes passed for
Switzerland's or the Netherlands' partner networks or the unbundled
loop and shared access network used by Austria GmbH.
|
|
|
(3)
|
|
Customer Relationships are the number of customers who receive at
least one of our video, internet or telephony services that we count
as Revenue Generating Units ("RGUs"), without regard to which or to
how many services they subscribe. To the extent that RGU counts
include equivalent billing unit ("EBU") adjustments, we reflect
corresponding adjustments to our Customer Relationship counts. For
further information regarding our EBU calculation, see Additional
General Notes to Tables below. Customer Relationships generally are
counted on a unique premises basis. Accordingly, if an individual
receives our services in two premises (e.g., a primary home and a
vacation home), that individual generally will count as two Customer
Relationships. We exclude mobile customers from Customer
Relationships. For Belgium, Customer Relationships only include
customers who subscribe to an analog or digital cable service due to
billing system limitations.
|
|
|
(4)
|
|
Revenue Generating Unit is separately an Analog Cable Subscriber,
Digital Cable Subscriber, DTH Subscriber, MMDS Subscriber, Internet
Subscriber or Telephony Subscriber. A home, residential multiple
dwelling unit, or commercial unit may contain one or more RGUs. For
example, if a residential customer in our Austrian system subscribed
to our digital cable service, telephony service and broadband
internet service, the customer would constitute three RGUs. Total
RGUs is the sum of Analog Cable, Digital Cable, DTH, MMDS, Internet
and Telephony Subscribers. RGUs generally are counted on a unique
premises basis such that a given premises does not count as more
than one RGU for any given service. On the other hand, if an
individual receives one of our services in two premises (e.g. a
primary home and a vacation home), that individual will count as two
RGUs for that service. Each bundled cable, internet or telephony
service is counted as a separate RGU regardless of the nature of any
bundling discount or promotion. Non-paying subscribers are counted
as subscribers during their free promotional service period. Some of
these subscribers may choose to disconnect after their free service
period. Services offered without charge on a long-term basis (e.g.,
VIP subscribers, free service to employees) generally are not
counted as RGUs. We do not include subscriptions to mobile services
in our externally reported RGU counts. In this regard, our March 31,
2012 RGU counts exclude 437,900 mobile subscriptions in Belgium,
Germany, Poland, and the Netherlands
|
.
|
|
(5)
|
|
Analog Cable Subscriber is a home, residential multiple dwelling
unit or commercial unit that receives our analog cable service over
our broadband network. The Analog Cable Subscriber counts reported
for Germany and Switzerland also include subscribers who may use a
purchased set-top box or other non-verifiable means to receive our
basic digital cable channels without subscribing to any services
that would require the payment of recurring monthly fees in addition
to the basic analog service fee (Basic Digital Cable Subscriber). In
Germany, our Basic Digital Cable Subscribers are attributable to the
fact that our basic digital cable channels are not encrypted in
certain portions of our footprint. In Switzerland, our Basic Digital
Cable Subscribers are attributable to subscribers who use purchased
set-top boxes or other non-verifiable means to receive our digital
cable channels. In Europe, we have approximately 426,300 "lifeline"
customers that are counted on a per connection basis, representing
the least expensive regulated tier of video cable service, with only
a few channels.
|
|
|
(6)
|
|
Digital Cable Subscriber is a home, residential multiple dwelling
unit or commercial unit that receives our digital cable service over
our broadband network or through a partner network. We count a
subscriber with one or more digital converter boxes that receives
our digital cable service in one premises as just one subscriber. A
Digital Cable Subscriber is not counted as an Analog Cable
Subscriber. As we migrate customers from analog to digital cable
services, we report a decrease in our Analog Cable Subscribers equal
to the increase in our Digital Cable Subscribers. As discussed in
further detail in note 5 above, Basic Digital Cable Subscribers are
not included in the respective Digital Cable Subscriber counts
reported for Germany and Switzerland. Subscribers in Belgium who
receive digital cable service through a purchased digital set-top
box, but do not subscribe to any services that would require the
payment of a recurring monthly service fee in addition to the basic
analog service fee, are counted as Digital Cable Subscribers to the
extent that we are able to verify that such individuals are
subscribing to our analog cable service. At March 31, 2012, we
included 166,900 of these subscribers in the Digital Cable
Subscribers reported for Belgium. Subscribers to digital cable
services provided by our operations in Switzerland and the
Netherlands over partner networks receive analog cable services from
the partner networks as opposed to our operations.
|
|
|
(7)
|
|
DTH Subscriber is a home, residential multiple dwelling unit or
commercial unit that receives our video programming broadcast
directly via a geosynchronous satellite.
|
|
|
(8)
|
|
MMDS Subscriber is a home, residential multiple dwelling unit or
commercial unit that receives our video programming via MMDS.
|
|
|
(9)
|
|
Internet Homes Serviceable are Two-way Homes Passed that can be
connected to our network, or a partner network with which we have a
service agreement, for the provision of broadband internet services
if requested by the customer, building owner or housing association,
as applicable. With respect to Austria GmbH, we do not report as
Internet Homes Serviceable those homes served either over an
unbundled loop or over a shared access network.
|
|
|
(10)
|
|
Internet Subscriber is a home, residential multiple dwelling unit or
commercial unit that receives internet services over our networks,
or that we service through a partner network. Our Internet
Subscribers in Austria include 69,400 residential digital subscriber
line ("DSL") subscribers of Austria GmbH that are not serviced over
our networks. Our Internet Subscribers do not include customers that
receive services from dial-up connections. In Germany, we offer a
128Kbps wholesale internet service to housing associations on a bulk
basis. Our Internet Subscribers in Germany include 6,400 subscribers
within such housing associations who have requested and received a
modem that enables the receipt of this 128Kbps wholesale internet
service.
|
|
|
(11)
|
|
Telephony Homes Serviceable are Two-way Homes Passed that can be
connected to our network, or a partner network with which we have a
service agreement, for the provision of telephony services if
requested by the customer, building owner or housing association, as
applicable. With respect to Austria GmbH, we do not report as
Telephony Homes Serviceable those homes served over an unbundled
loop rather than our network.
|
|
|
(12)
|
|
Telephony Subscriber is a home, residential multiple dwelling unit
or commercial unit that receives voice services over our networks,
or that we service through a partner network. Telephony Subscribers
exclude mobile telephony subscribers. Our Telephony Subscribers in
Austria include 52,600 residential subscribers of Austria GmbH that
are not serviced over our networks.
|
|
|
(13)
|
|
Pursuant to service agreements, Switzerland and, to a much lesser
extent, the Netherlands offer digital cable, broadband internet and
telephony services over networks owned by third-party cable
operators ("partner networks"). A partner network RGU is only
recognized if there is a direct billing relationship with the
customer. Homes Serviceable for partner networks represent the
estimated number of homes that are technologically capable of
receiving the applicable service within the geographic regions
covered by the applicable service agreements. Internet and Telephony
Homes Serviceable with respect to partner networks have been
estimated by our Switzerland operations. These estimates may change
in future periods as more accurate information becomes available. At
March 31, 2012, Switzerland's partner networks account for 121,000
Customer Relationships, 191,300 RGUs, 64,400 Digital Cable
Subscribers, 470,500 Internet and Telephony Homes Serviceable,
74,500 Internet Subscribers, and 52,400 Telephony Subscribers. In
addition, partner networks account for 481,000 of Switzerland's
digital cable homes serviceable that are not included in Homes
Passed or Two-way Homes Passed in our March 31, 2012 subscriber
table.
|
|
|
(14)
|
|
Most of our subsidiaries provide telephony, broadband internet,
data, video or other business-to-business ("B2B") services,
primarily in Belgium, Switzerland, the Netherlands, Austria,
Ireland, Hungary, Romania, and the Czech Republic. Certain of our
B2B revenue is derived from small or home office ("SOHO")
subscribers that receive video, internet or telephony services that
are the same or similar to the mass marketed products offered to our
residential subscribers. Effective January 1, 2012, we recorded
non-organic adjustments to begin including the SOHO subscribers of
our UPC Broadband Division in our RGU and customer counts. As a
result, all of our operations now include SOHO subscribers in their
respective RGU and customer counts. With the exception of our B2B
SOHO subscribers, we generally do not count customers of B2B
services as customers or RGUs for external reporting purposes. At
December 31, 2011, September 30, 2011, June 30, 2011, March 31, 2011
and December 31, 2010, SOHO RGUs of our UPC Broadband Division of
136,300, 117,600, 105,500, 92,000 and 80,800, respectively, were
excluded from our then reported RGU counts.
|
|
|
(15)
|
|
Effective January 1, 2012, we began reporting Switzerland's Basic
Digital Cable Subscribers as Analog Cable Subscribers. In connection
with this change, we reclassified 64,800 RGUs from Digital Cable
Subscribers to Analog Cable Subscribers. For additional information,
see note 5 above.
|
|
|
|
|
|
|
Additional General Notes to Tables:
Certain of our residential and commercial RGUs are counted on an EBU
basis, including residential multiple dwelling units and commercial
establishments, such as bars, hotels and hospitals, in Chile and Puerto
Rico and certain commercial establishments in Europe (with the exception
of Germany and Belgium, where we do not count any RGUs on an EBU
basis). Our EBUs are generally calculated by dividing the bulk price
charged to accounts in an area by the most prevalent price charged to
non-bulk residential customers in that market for the comparable tier of
service. As such, we may experience variances in our EBU counts solely
as a result of changes in rates. In Germany, homes passed reflect the
footprint, and two-way homes passed and internet and telephony homes
serviceable reflect the technological capability, of our network up to
the street cabinet, with drops from the street cabinet to the building
generally added, and in-home wiring generally upgraded, on an as needed
or success-based basis. In Belgium, Telenet leases a portion of its
network under a long-term capital lease arrangement. These tables
include operating statistics for Telenet's owned and leased networks.
While we take appropriate steps to ensure that subscriber statistics are
presented on a consistent and accurate basis at any given balance sheet
date, the variability from country to country in (i) the nature and
pricing of products and services, (ii) the distribution platform, (iii)
billing systems, (iv) bad debt collection experience and (v) other
factors add complexity to the subscriber counting process. We
periodically review our subscriber counting policies and underlying
systems to improve the accuracy and consistency of the data reported on
a prospective basis. Accordingly, we may from time to time make
appropriate adjustments to our subscriber statistics based on those
reviews.
Subscriber information for acquired entities is preliminary and subject
to adjustment until we have completed our review of such information and
determined that it is presented in accordance with our policies.

[ Back To TMCnet.com's Homepage ]
|