Debt (Tables)

6 Months Ended

Jun. 30, 2021

Debt and Lease Obligation [Abstract]

Schedule of Debt

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

	June 30, 2021						Principal amount
	Weighted average interest rate (a)		Unused borrowing capacity (b)
			Borrowing currency		U.S. $ equivalent		June 30, 2021		December 31, 2020
			in millions
UPC Holding Bank Facility (c)	2.86	%	€	716.6	$	849.1	$	4,120.9	$	4,767.1
UPCB SPE Notes	4.42	%	—		—		1,960.9		1,393.7
UPC Holding Senior Notes	4.58	%	—		—		1,239.1		1,261.5
Telenet Credit Facility (d)	2.14	%	€	555.0	657.6		3,610.2		3,652.0
Telenet Senior Secured Notes	4.72	%	—		—		1,639.6		1,660.2
VM Ireland Credit Facility (e)	3.50	%	€	100.0	118.5		1,066.4		—
Vendor financing (f)	2.13	%	—		—		1,009.2		1,142.9
ITV Collar Loan (g)	—		—		—		—		415.9
Other	7.05	%	—		—		151.0		266.3
Total debt before deferred financing costs, discounts and premiums (h)	3.28	%			$	1,625.2	$	14,797.3	$	14,559.6

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

	June 30, 2021		December 31, 2020
	in millions
Total debt before deferred financing costs, discounts and premiums	$	14,797.3	$	14,559.6
Deferred financing costs, discounts and premiums, net	(62.7)		(118.4)
Total carrying amount of debt	14,734.6		14,441.2
Finance lease obligations (note 10)	522.1		556.5
Total debt and finance lease obligations	15,256.7		14,997.7
Current maturities of debt and finance lease obligations	(982.1)		(1,130.4)
Long-term debt and finance lease obligations	$	14,274.6	$	13,867.3

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(a)Represents the weighted average interest rate in effect at June 30, 2021 for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented represent stated rates and do not include the impact of derivative instruments, deferred financing costs, original issue premiums or discounts and commitment fees, all of which affect our overall cost of borrowing. Including the effects of derivative instruments, original issue premiums or discounts and commitment fees, but excluding the impact of deferred financing costs, the weighted average interest rate on our aggregate variable- and fixed-rate indebtedness was 3.54% at June 30, 2021. For information regarding our derivative instruments, see note 6.

(b)Unused borrowing capacity represents the maximum availability under the applicable facility at June 30, 2021 without regard to covenant compliance calculations or other conditions precedent to borrowing. At June 30, 2021, based on the most restrictive applicable leverage covenants, the full amount of unused borrowing capacity under the UPC Holding Bank Facility and the Telenet Credit Facility was available to be borrowed, and based on the most restrictive applicable

leverage-based restricted payment tests, there were no additional restrictions on the respective subsidiary's ability to make loans or distributions from this availability to Liberty Global or its subsidiaries or other equity holders. With respect to the VM Ireland Credit Facility (as defined below), the full unused capacity is currently unavailable to borrow or upstream. Upon completion of the relevant June 30, 2021 compliance reporting requirements, we expect the full amount of unused borrowing capacity will continue to be available under the UPC Holding Bank Facility and the Telenet Credit Facility, with no additional restriction to loan or distribute. With respect to the VM Ireland Credit Facility, we expect the full unused capacity will remain unavailable to borrow or upstream. Our above expectations do not consider any actual or potential changes to our borrowing levels or any amounts loaned or distributed subsequent to June 30, 2021, or the impact of additional amounts that may be available to borrow, loan or distribute under certain defined baskets within each respective facility.

(c)Unused borrowing capacity under the UPC Holding Bank Facility relates to an equivalent €716.6 million ($849.1 million) under the UPC Revolving Facility, part of which has been made available as an ancillary facility. During the second quarter of 2021, the UPC Revolving Facility was amended to provide for maximum borrowing capacity of €736.4 million ($872.5 million), including €23.0 million ($27.3 million) under the related ancillary facility. With the exception of €19.8 million ($23.4 million) of borrowings under the ancillary facility, the UPC Revolving Facility was undrawn at June 30, 2021.

(d)Unused borrowing capacity under the Telenet Credit Facility comprises (i) €510.0 million ($604.3 million) under the Telenet Revolving Facility I, (ii) €25.0 million ($29.6 million) under the Telenet Overdraft Facility and (iii) €20.0 million ($23.7 million) under the Telenet Revolving Facility, each of which were undrawn at June 30, 2021.

(e)Unused borrowing capacity under the VM Ireland Credit Facility relates to €100.0 million ($118.5 million) under the VM Ireland Revolving Facility (as defined below). The VM Ireland Revolving Facility was undrawn at June 30, 2021.

(f)Represents amounts owed to various creditors pursuant to interest-bearing vendor financing arrangements that are used to finance certain of our property and equipment additions and operating expenses. These arrangements extend our repayment terms beyond a vendor’s original due dates (e.g. extension beyond a vendor’s customary payment terms, which are generally 90 days or less) and as such are classified outside of accounts payable on our condensed consolidated balance sheet. These obligations are generally due within one year and include VAT that was also financed under these arrangements. Repayments of vendor financing obligations are included in repayments and repurchases of debt and finance lease obligations in our condensed consolidated statements of cash flows.

(g)As described in note 5, the ITV Collar Loan was fully repaid during the second quarter of 2021.

(h)As of June 30, 2021 and December 31, 2020, our debt had an estimated fair value of $14.9 billion and $14.7 billion, respectively. The estimated fair values of our debt instruments are generally determined using the average of applicable bid and ask prices (mostly Level 1 of the fair value hierarchy). For additional information regarding fair value hierarchies, see note 7.

The following tables summarize our outstanding indebtedness as of June 30, 2021 with respect to (i) the UPC Holding Bank Facility and (ii) the UPCB SPE Notes, after completion of the aforementioned financing transactions.

UPC Holding Bank Facility	Maturity	Interest rate	Facility amount (borrowing currency) (a)		Unused borrowing capacity		Outstanding principal amount		Carrying value (b)
			in millions
AQ (c)	June 15, 2029	3.625%	€	600.0	$	—	$	710.9	$	706.6
AT (d)	April 30, 2028	LIBOR + 2.25%	$	700.0	—		700.0		696.7
AU (e)	April 30, 2029	EURIBOR + 2.5%	€	400.0	—		473.9		471.6
AX (d)	January 31, 2029	LIBOR + 3.0%	$	1,925.0	—		1,925.0		1,909.2
AY (e)	January 31, 2029	EURIBOR + 3.0%	€	862.5	—		1,022.0		1,016.2
AZ (c)	July 15, 2031	4.875%	$	1,250.0	—		1,250.0		1,248.8
UPC Revolving Facility (f)	May 31, 2026	EURIBOR + 2.5%	€	736.4	849.1		—		—
Elimination of Facilities AQ and AZ in consolidation (c)					—		(1,960.9)		(1,955.4)
Total					$	849.1	$	4,120.9	$	4,093.7

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

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

(c)The amounts outstanding under UPC Facilities AQ and AZ are eliminated in our condensed consolidated financial statements.

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

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

(f)The UPC Revolving Facility has a fee on unused commitments of 1.0% per year.

			Original issue amount		Outstanding principal amount
UPCB SPE Notes	Maturity	Interest rate			Borrowing currency		U.S. $ equivalent		Carrying value (a)
			in millions
UPCB Finance VII Euro Notes	June 15, 2029	3.625%	€	600.0	€	600.0	$	710.9	$	706.6
2031 UPC Senior Secured Notes	July 15, 2031	4.875%	$	1,250.0	$	1,250.0	1,250.0		1,248.8
Total							$	1,960.9	$	1,955.4

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

Maturities of Debt and Capital Lease Obligations

Maturities of our debt as of June 30, 2021 are presented below for the named entity and its subsidiaries, unless otherwise noted, and represent U.S. dollar equivalents based on June 30, 2021 exchange rates.

	UPC Holding (a)		Telenet		VM Ireland		Other		Total
	in millions
Year ending December 31:
2021 (remainder of year)	$	143.1	$	221.4	$	—	$	43.3	$	407.8
2022	264.8		203.4		—		71.7		539.9
2023	—		11.7		—		56.7		68.4
2024	—		11.6		—		16.4		28.0
2025	—		11.6		—		1.3		12.9
2026	—		11.7		—		—		11.7
Thereafter	7,320.9		5,341.3		1,066.4		—		13,728.6
Total debt maturities (b)	7,728.8		5,812.7		1,066.4		189.4		14,797.3
Deferred financing costs, discounts and premiums, net	(39.1)		(15.7)		(7.9)		—		(62.7)
Total debt	$	7,689.7	$	5,797.0	$	1,058.5	$	189.4	$	14,734.6
Current portion	$	407.9	$	424.2	$	—	$	77.8	$	909.9
Noncurrent portion	$	7,281.8	$	5,372.8	$	1,058.5	$	111.6	$	13,824.7

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(a)Amounts include certain senior secured notes issued by special purpose financing entities that are consolidated by UPC Holding and Liberty Global.

(b)Amounts include vendor financing obligations of $1,009.2 million, as set forth below:

	UPC Holding		Telenet		Other		Total
	in millions
Year ending December 31:
2021 (remainder of year)	$	143.1	$	220.5	$	43.3	$	406.9
2022	264.8		191.4		71.7		527.9
2023	—		—		56.7		56.7
2024	—		—		16.4		16.4
2025	—		—		1.3		1.3
Total vendor financing maturities	$	407.9	$	411.9	$	189.4	$	1,009.2
Current portion	$	407.9	$	411.9	$	77.8	$	897.6
Noncurrent portion	$	—	$	—	$	111.6	$	111.6

Maturities of Financing Lease Liabilities

Amounts include vendor financing obligations of $1,009.2 million, as set forth below:

	UPC Holding		Telenet		Other		Total
	in millions
Year ending December 31:
2021 (remainder of year)	$	143.1	$	220.5	$	43.3	$	406.9
2022	264.8		191.4		71.7		527.9
2023	—		—		56.7		56.7
2024	—		—		16.4		16.4
2025	—		—		1.3		1.3
Total vendor financing maturities	$	407.9	$	411.9	$	189.4	$	1,009.2
Current portion	$	407.9	$	411.9	$	77.8	$	897.6
Noncurrent portion	$	—	$	—	$	111.6	$	111.6

Maturities of our operating and finance lease liabilities as of June 30, 2021 are presented below. Amounts represent U.S. dollar equivalents based on June 30, 2021 exchange rates:

	Operating leases		Finance leases
	in millions
Year ending December 31:
2021 (remainder of year)	$	99.8	$	52.7
2022	204.0		97.1
2023	189.2		100.8
2024	172.4		62.7
2025	159.1		59.3
2026	46.1		54.6
Thereafter	1,118.7		245.6
Total payments	1,989.3		672.8
Less: present value discount	(628.4)		(150.7)
Present value of lease payments	$	1,360.9	$	522.1
Current portion	$	185.1	$	72.2
Noncurrent portion	$	1,175.8	$	449.9