This excerpt taken from the LBTYA 8-K filed Apr 20, 2007.
Denver, Colorado April 20, 2007: Liberty Global, Inc. (Liberty Global) (NASDAQ: LBTYA, LBTYB and LBTYK) announced today the expiration of its modified Dutch auction self-tender offers to purchase up to 7,142,857 shares of its Series A common stock and up to 7,656,968 shares of its Series C common stock, which expired at 5:00 p.m., New York City time, on April 19, 2007.
Based on the preliminary tabulation by the depositary, the Series A tender offer was oversubscribed as approximately 8,024,762 shares of Series A common stock were validly tendered and not withdrawn, including shares subject to guaranteed delivery. The purchase price for the Series A tender offer is $35.00 per share. Liberty Global also announced that it intends to exercise its right to purchase up to an additional 2% of its outstanding Series A common stock in the tender offer without extending the tender offer. Accordingly, Liberty Global expects to purchase all the shares of Series A common stock validly tendered and not withdrawn. Based on the preliminary tabulation by the depositary, approximately 724,183 shares of Series C common stock were validly tendered and not withdrawn, including shares subject to guaranteed delivery. The purchase price for the Series C tender offer is $32.65 per share.
The purchase prices for the Series A and Series C tender offers, which are preliminary and subject to verification as described below, represent the maximum of the respective tender offer price ranges, which were $28.20-$35.00 for the Series A tender offer and $26.65-$32.65 for the Series C tender offer.
After the depositary verifies the actual number of Series A shares and Series C shares validly tendered and not withdrawn, including Series A shares and Series C shares tendered pursuant to guaranteed delivery procedures, and the purchase price at which such Series A shares and Series C shares were tendered, Liberty Global will promptly announce the actual number of Series A shares and Series C shares tendered and not withdrawn and the purchase price for Series A shares and Series C shares validly tendered and not withdrawn. Promptly after such announcement, the depositary will issue payment for the Series A shares and Series C shares validly tendered and accepted for purchase under the Series A tender offer or Series C tender offer, as applicable, and will return all other Series A shares and Series C shares tendered. It is currently expected that the final purchase price, in each case, applicable for each tender offer, will be announced on or about April 25, 2007 and that payment for all Series A shares and Series C shares purchased will be made promptly thereafter.
The information agent for the tender offers is D. F. King & Co., Inc. The depositary is Computershare Shareholder Services, Inc. For questions and information please contact the information agent toll free at (800) 207-3158.
This excerpt taken from the LBTYA 8-K filed Mar 1, 2007.
Denver, Colorado February 28, 2007: Liberty Global, Inc. (Liberty Global or the Company) (NASDAQ: LBTYA, LBTYB and LBTYK), today announces financial and operating results for the fourth quarter (Q4) and year ended December 31, 2006.
Highlights for the year compared to the results for the same period last year (unless noted), include(1):
· 2006 organic additions(2) of 1.63 million RGUs(3) (540,000 in Q4), a 45% increase over 2005
· Revenue of $6.49 billion, reflecting rebased(4) growth of 11%
· Operating cash flow (OCF)(5) of $2.34 billion, reflecting rebased growth of 16%
· Loss from continuing operations increased to $334 million
· Net earnings increased to $706 million as compared to a net loss of $80 million
Liberty Globals President and CEO Mike Fries stated, We successfully delivered on all of our financial, operational and strategic objectives, and meaningfully exceeded our 2006 full-year guidance targets. We achieved double-digit revenue and mid-teens OCF rebased growth, rebalanced our European operations to focus on higher growth markets, and repurchased over $2.0 billion of our equity since the beginning of 2006. As we build on our 2006 results, particularly our fourth quarter performance, we are entering 2007 with strong operating momentum.
For the full year, we increased revenue by 44% to $6.49 billion and OCF by 47% to $2.34 billion compared to our results in 2005. These results reflect revenue and OCF rebased growth rates of 11% and 16%, respectively, after adjusting to neutralize the impact of acquisitions and currency movements. Our Q4 results were particularly strong, as we drove rebased revenue and OCF growth to 12% and 18%, respectively. Our operations in Switzerland, Central and Eastern Europe and Chile continue to be top performers and were key in delivering our overall 2006 results.
In terms of subscriber growth, we generated 1.63 million organic RGU additions during 2006, a 45% increase over our RGU additions the prior year. In Europe, the fourth quarter is typically our strongest quarter for subscriber growth and this year was no exception, as we added 540,000 organic RGUs globally, driven by a 48% increase in our European RGU additions compared to the same period last year.
We now serve 2.2 million digital cable subscribers, ending 2006 with a digital cable penetration of 19%. We continue to see a significant opportunity to upsell our 10 million analog customers to advanced digital services, driven by premium content, digital video recorders, high definition and video on demand offerings. In particular, we added nearly one million digital cable subscribers organically worldwide during 2006, including over 400,000 digital cable RGUs in the Netherlands(6) and over 300,000 digital cable RGUs in Japan. As a result of our digital initiative in the Netherlands, we finished 2006 with 23% digital penetration in the Netherlands and, on average, we are seeing an incremental ARPU of over 6 (before discounts) from our digital television subscribers, which compares to our base analog ARPU of 13.
(1) Our consolidated financial statements have been reclassified to present UPC Norway, UPC Sweden, UPC France and Priority Telecom Norway (PT Norway) as discontinued operations. As a result, their financial information for all historical periods has been retroactively removed from the reported figures. All references to our subscriber metrics exclude the impact of our discontinued operations. Additionally, we sold our Belgium operations to an equity affiliate on December 31, 2006. As a result of our continued interest in the Belgium operations, our operating results and cash flows, including revenue, OCF and FCF include the impact of Belgium for all periods. With respect to RGU metrics, organic additions include Belgium additions, but total RGUs at December 31, 2006, exclude Belgium.
(2) Organic figures exclude RGUs at the date of acquisition but include the impact of changes in RGUs from the date of acquisition. Organic figures represent additions on a net basis.
(3) Please see footnote 4 on Page 22 for the definition of Revenue Generating Units (RGUs).
(4) For purposes of calculating rebased growth rates on a comparable basis for all businesses that we owned during the respective periods in 2006, we have adjusted our historical 2005 revenue and OCF to (i) include the pre-acquisition revenue and OCF of certain entities acquired during 2005 and 2006 in the respective 2005 rebased amounts to the same extent that the revenue and OCF of such entities are included in the respective 2006 results and (ii) reflect the translation of our 2005 rebased amounts at the applicable average exchange rates that were used to translate our 2006 results. Please see page 17 for supplemental information.
(5) Please see page 13 for an explanation of operating cash flow and the required reconciliation.
Our broadband Internet products continue to see strong demand from our customers, and we are improving the value proposition by increasing our downstream speeds across most of our markets, where we frequently offer the fastest speeds available. In the fourth quarter alone, we surpassed the 200,000 organic addition mark for broadband Internet subscribers for the first time, finishing 2006 with 3.8 million subscribers. On the telephony front, we had launched VoIP (Voice-over-Internet-Protocol) across 12 markets by year-end and had approximately 13 million VoIP homes ready for service. Due in part to the launch of VoIP, we increased the number of our triple-play customers by 45% during 2006, and, in 2007, we will continue to aggressively market our bundled products.
In 2006, we successfully rebalanced our European footprint to focus on high growth markets. We disposed of our operations in Norway, Sweden and France at very attractive multiples, generating $2.5 billion in aggregate after-tax cash proceeds. Additionally, we completed several key acquisitions during the year, which expanded our reach in Japan and the Czech Republic. We also increased our position in Telenet, the largest cable operator in Belgium, and we will consolidate this business in our financial results from January 1, 2007. As we look ahead, we will continue to evaluate potentially accretive M&A opportunities.
We are actively managing our balance sheet and remain focused on maintaining our target leverage and access to liquidity. We ended the year with $2.4 billion of cash (including restricted cash(7)) and had unused borrowing capacity throughout our consolidated subsidiaries of approximately $2.7 billion, subject to covenant compliance. We believe that our levered equity return strategy is a key advantage in driving shareholder value. Since the beginning of 2006, we have purchased in excess of $2.0 billion of our stock through open market purchases and tender offers, reducing our shares outstanding by approximately 17%. Additionally, today we are announcing an aggregate $500 million in modified dutch auction tender offers for our own stock, which we expect to launch on or shortly after March 6, 2007. We continue to believe that our stock is undervalued in relation to our growth prospects and, accordingly, will use excess cash to repurchase shares.
This excerpt taken from the LBTYA 8-K filed Nov 29, 2006.
Denver, Colorado November 28, 2006: Liberty Global, Inc. (Liberty Global) (NASDAQ: LBTYA, LBTYB, LBTYK) announced today that its board of directors has authorized Dutch auction cash self-tender offers to purchase up to 5,084,746 shares of its Series A common stock and up to 5,246,590 shares of its Series C common stock, at ranges of $26.08 to $29.50 per Series A share and $25.27 to $28.59 per Series C share. If Liberty Global purchases the maximum number of shares of each series, the total cost will be between approximately $265.2 million and $300.0 million. The closing prices of the Series A and Series C shares on November 28, 2006 were $26.61 and $25.79 per share, respectively. Each of the self tender offers is expected to commence on or about December 4, 2006 and will remain open for a minimum of 20 business days.
The tender offers will be subject to a number of terms and conditions, which will be described in the offer to purchase to be distributed to stockholders on the date the tender offers are commenced. Neither Liberty Global nor its board of directors is making any recommendation to stockholders as to whether to tender or refrain from tendering their shares into either or both tender offers.
Shares purchased pursuant to the tender offers will not reduce Liberty Globals previously announced stock repurchase program, which has been suspended in accordance with applicable Federal securities laws until after the expiration or earlier termination of the tender offers.
This excerpt taken from the LBTYA 8-K filed Sep 30, 2005.
Denver, Colorado September 30, 2005: Today, UPC Holding B.V. (UPC), the European indirect subsidiary of Liberty Global, Inc. (Liberty Global) (Nasdaq: LBTYA, LBTYB, LBTYK) has published its financial statements for the six months ended June 30, 2005. The financial statements have been posted in the investor relations section of the Liberty Global website (www.lgi.com), and will be available there until the third quarter financial statements of UPC Holding B.V. are posted on the Liberty Global website.
UPC is part of the UPC Broadband division of Liberty Global and based on its consolidated operating statistics at June 30, 2005, UPCs networks passed approximately 14.0 million homes and served approximately 10.1 million revenue generating units, including approximately 8.4 million video subscribers, 1.4 million broadband Internet subscribers and 0.6 million telephone subscribers. On July 29, 2005, UPC issued 500 million 7 3/4% Senior Notes due 2014. The financial statements are also available from the Trustee for the Senior Notes.