Liberty Global Reports Third Quarter 2012 Results

  Liberty Global Reports Third Quarter 2012 Results

Strongest Quarterly Rebased Revenue & OCF Growth YTD

Horizon Launch in the Netherlands Exceeds Expectations

Confirming All 2012 Guidance Targets

Business Wire

ENGLEWOOD, Colo. -- November 04, 2012

Liberty Global, Inc. (“Liberty Global,” “LGI,” or the “Company”) (NASDAQ:
LBTYA, LBTYB and LBTYK), today announces financial and operating results for
the third quarter ended September 30, 2012 (“Q3”). Highlights for Q3, as
compared to the same period last year (unless noted), include:^1

  *YTD organic RGU^2 additions of 1.1 million, including 320,000 in Q3
  *Revenue of $2.52 billion, representing rebased^3 growth of 6%
  *Operating Cash Flow (“OCF”)^4 of $1.22 billion, reflecting rebased growth
    of 5%
  *Operating income increased 5% to $509 million
  *YTD Adjusted Free Cash Flow (“Adjusted FCF”)^5 increased 4% to $440
    million
  *YTD 2012 stock repurchases totaled approximately $620 million

Liberty Global President and CEO Mike Fries stated, “We delivered our
strongest quarter of the year in terms of rebased revenue and OCF performance.
In fact, our top-line rebased growth of 6% reflects our best quarterly
performance in two years, fueled by a record number of broadband internet and
telephony subscriber additions over the last twelve months. As expected, we
delivered improved OCF in Q3 with 5% rebased growth on a consolidated basis
and we should be able to maintain this momentum in the fourth quarter. As a
result, we are confirming all of our 2012 targets today.”

“Through September 30, we have added 1.1 million organic RGUs, including
320,000 in the third quarter, and we continue to balance our market leading
bundles with selective price increases in markets like Germany and the
Netherlands. Our recent introduction of Horizon TV in the Dutch market was a
watershed event, as we have sold more than 50,000 Horizon subscriptions and
had over 125,000 unique online users since launch. Looking ahead, we expect to
launch Horizon TV in Switzerland later this quarter, followed by Ireland and
Germany next year.”

“We finished the third quarter with cash and equivalents in excess of $3
billion and total liquidity^6 of more than $5 billion. As we disclosed last
week, we intend to continue with the tender offer for the minority shares of
Telenet and expect to officially launch the offer shortly. We have the
requisite capital to not only fund the Telenet tender offer, but also complete
our $1 billion stock buyback target for 2012. At September 30, we had
approximately $380 million of equity to repurchase before year end, and we
intend to remain active buyers of our stock during Q4.”

Subscriber Statistics

At the end of Q3, we provided a total of 34.1 million services, consisting of
18.2 million video, 8.9 million broadband internet and 7.0 million telephony
subscriptions to our 19.6 million unique customers. Our RGU growth during the
third quarter was entirely organic, as we increased our subscriber base by
320,000 RGUs. Driven by the continued traction of our triple-play bundles, we
had 45% of our customers subscribing to more than one product from us at
September 30, 2012, which represents an increase of 24% (inclusive of
acquisitions), as compared to our bundled customer base at September 30, 2011.
As a result, our bundling ratio of 1.74 RGUs per customer has increased by 5%
over the last twelve months. We still have a large single-play base of 10.8
million customers that we are focused on upselling to our advanced services.

For the three and nine months ended September 30, 2012, we generated RGU
additions of 320,000 and 1.1 million, respectively, reflecting a
year-over-year decline of 2% for the three-month period and an increase of 39%
for the nine-month period. Our RGU additions for the three- and nine-month
periods included 22,000 and 62,000, respectively, relating to small office
home office (“SOHO”) RGUs.^7

Our RGU development in the third quarter remained healthy overall,
representing our second best third quarter ever. This performance was led by
our German, Belgian, Hungarian and Swiss operations, which accounted for
roughly 80% of our total additions in Q3. It’s worth noting that our Dutch
business lost 3,000 RGUs in Q3, as compared to a gain of 38,000 in the prior
year period, due largely to a reduction in the Dutch market’s combined
broadband and telephony additions, which totaled 18,000 in Q3 2012, as
compared to 56,000 in Q3 2011. The lower result in the Netherlands reflects in
large part a combination of increasing competition and the impact of a price
increase on triple-play bundles.

For the three months ended September 30, 2012, we lost 90,000 video RGUs,
which was largely consistent with the losses we experienced during each of the
first and second quarters of 2012 and compares to video losses of 59,000 for
Q3 2011. The quarterly year-over-year increase was related in part to our
German video losses of 26,000 in Q3 2012 as compared to video losses of 7,000
in Q3 2011. These losses stemmed from a combination of a video price increase
for certain single dwelling units and the loss of a housing association
contract during the quarter. Additionally, we were also impacted by heightened
competitive environments in Poland and Chile, as our Polish and Chilean net
video losses increased by 18,000 and 11,000, respectively, on a year-over-year
basis.

In terms of digital cable additions, we added 180,000 and 703,000 for the
three- and nine-month 2012 periods, respectively, led by strong performances
in our Belgian, Polish, German and Swiss operations. With this continued
success, our digital base increased to 8.8 million RGUs at quarter-end,
boosting our digital penetration^8 above 50%. A key development for us in Q3
was the long-awaited launch of Horizon TV in the Netherlands, which will help
us differentiate our product offerings not only in the Netherlands in coming
quarters, but also in markets like Switzerland, Ireland and our largest
market, Germany.

Our bundles continue to emphasize our speed advantage for broadband internet
and our attractively-priced telephony services. For the three and nine months
ended September 30, 2012, we generated broadband internet RGU additions of
198,000 and 660,000, respectively, which reflect year-over-year growth rates
of 3% and 23%, respectively. In addition, we added telephony RGUs of 211,000
and 728,000 during the three- and nine-month 2012 periods, respectively, which
represent year-over-year improvements of 9% and 44%.

Revenue

For the three and nine months ended September 30, 2012, our consolidated
revenue increased 4% to $2.5 billion and 7% to $7.6 billion, respectively, as
compared to the corresponding prior year periods. Both results were positively
impacted by acquisitions, principally Kabel BW, and continued subscriber
growth, as we added 1.5 million organic RGUs during the last twelve months. On
a comparative basis, our revenue growth was adversely impacted by negative
foreign currency (“FX”) movements associated with the translation effect from
a strengthening U.S. dollar. Adjusting for both the impact of acquisitions and
FX, we achieved year-over-year rebased revenue growth of 6% for each of the
three- and nine-month 2012 periods.

Overall, our third quarter rebased growth reflected our best top-line
performance since Q3 2010. Rebased revenue growth was largely powered by
western Europe^9 and Chile, each of which delivered growth of 7% in the
quarter, while our Central and Eastern European (“CEE”) operations reported a
rebased decline of 1%, which is generally consistent with recent quarters. Our
western European operations of Germany, Belgium, the Netherlands and
Switzerland generated rebased revenue growth of 11%, 6%, 5% and 5%,
respectively. Of particular note, our German, Dutch and Swiss businesses each
realized their best quarterly rebased revenue growth of the year, with our
German operation achieving its best result since we acquired Unitymedia back
in 2010.

Operating Cash Flow

As compared to the corresponding prior year periods, OCF increased 5% to $1.2
billion and 7% to $3.6 billion for the three and nine months ended September
30, 2012, respectively. Our OCF growth reflects the positive impacts of
acquisitions and, to a lesser extent, organic growth. This growth was
partially offset by the negative impact of foreign currency changes. Adjusting
for both FX and acquisition effects, our year-over-year rebased OCF growth was
5% and 4% for the three and nine months ended September 30, 2012,
respectively.

Our western European operations delivered quarterly rebased OCF growth of 8%,
driven largely by strong performances in our German and Belgian operations,
which reported 12% and 8% rebased OCF growth, respectively. In addition, both
our Dutch and Swiss businesses posted healthy rebased OCF growth in Q3 of 6%
and 4%, respectively, with our Dutch market posting its highest growth to-date
in 2012. Similar to recent quarters, our rebased OCF growth was partially
offset by both our Chilean and CEE operations, which generated declines of 7%
and 3%, respectively. Of particular note, our Chilean mobile roll-out due in
part to its early success in generating sales volumes, resulted in an
incremental OCF deficit in Q3 2012 that was $15 million higher than the
rebased OCF deficit incurred during the same period in 2011. Adjusting for the
impact of Chilean mobile, LGI’s consolidated year-over-year rebased OCF growth
rate would have increased to 7% for Q3 from our reported 5%.

Our consolidated OCF margins^10 for the three and nine months ended September
30, 2012 were 48.6% and 47.7%, respectively. These margins reflect
year-over-year improvements of 50 and 10 basis points, respectively, over the
corresponding prior year periods. The margin improvement in each period was
aided by the consolidation of Kabel BW in 2012, offset in part by our Chilean
mobile operations. As compared to our Q2 2012 OCF margin, our Q3 OCF margin
was higher by 130 basis points with notable improvement evident in our western
European operations. Collectively, our western European operations achieved an
OCF margin of 56.6%, reflecting a 140 basis point improvement over Q2 levels.

Operating Income

For the three and nine months ended September 30, 2012, our reported operating
income increased by 5% for both periods to $509 million and $1.5 billion,
respectively, as compared to the respective prior year periods. The increase
in each period was largely due to higher revenue and lower operating expenses
measured as a percentage of revenue. These factors were partially offset by
increases in our depreciation and amortization expense.

Net Earnings/Loss Attributable to LGI Stockholders

We reported a net loss attributable to LGI stockholders (“Net Loss”) of $22
million or $0.08 per basic and diluted share for the three months ended
September 30, 2012. This compares to a Net Loss of $333 million or $1.18 per
basic and diluted share for the respective 2011 period. The year-over-year
improvement in our Net Loss, among other factors, resulted from an improvement
in our foreign currency transaction results that were only partially offset by
changes in the mark-to-market adjustments of our derivative instruments.

On a year-to-date basis, we reported net earnings attributable to LGI
stockholders (“Net Earnings”) of $654 million or $2.43 per basic and diluted
share for the nine months ended September 30, 2012, versus a Net Loss of $338
million or $1.30 per basic and diluted share for the corresponding 2011
period. Our Net Earnings for the nine-month period reflects the positive
impact of a $924 million gain on the disposition of our Austar interest in the
second quarter of 2012.

For the three and nine months ended September 30, 2012, our basic and diluted
per share calculations utilized weighted average common shares of 266 million
and 269 million, respectively, and 282 million and 260 million for the three
and nine months ended September 30, 2011. Additionally, our 266 million shares
outstanding at July 27, 2012 declined modestly to 263 million shares
outstanding at October 29, 2012.

Capital Expenditures and Free Cash Flow

For the three months ended September 30, 2012, we reported capital
expenditures of $457 million or 18% of revenue, as compared to $449 million or
19% of revenue for the corresponding 2011 period. For the 2012 and 2011
nine-month periods, our capital expenditures totaled $1.45 billion and $1.42
billion, respectively. As a percentage of revenue, our 2012 year-to-date
capital expenditures decreased to 19% of revenue from 20% of revenue for the
prior year period. The declines in our capital expenditures as a percentage of
revenue for each of the three- and nine-month 2012 periods were attributable
to our non-cash vendor financing and capital lease arrangements, which were
$37 million and $112 million higher, as compared to the respective 2011
periods. Additionally, our total property and equipment additions, which
include our capital expenditures on an accrual basis and our non-cash vendor
financing and capital lease additions, represented 21% and 22% of revenue
during the three and nine months ended September 30, 2012, as compared to 21%
for each of the 2011 comparable periods.

In terms of our Free Cash Flow (“FCF”), we reported FCF of ($63 million) and
$2 million for the three months ended September 30, 2012 and 2011,
respectively. On a year-to-date basis, we generated FCF of $328 million for
the 2012 period, as compared to $348 million for the 2011 period. The declines
in year-over-year FCF in each period were attributable in part to the negative
FCF resulting from our Chilean wireless project, as well as adverse FX
movements.

Our Adjusted FCF, which primarily excludes costs associated with our Chilean
wireless project, was ($26 million) for Q3 2012, as compared to $31 million
for Q3 2011. For the 2012 nine-month period, we generated Adjusted FCF of $440
million, which represents a 4% increase over the comparable 2011 result.
Consistent with prior years, we expect strong Adjusted FCF generation during
the fourth quarter, helped in part by favorable working capital trends. Based
on this expectation, we are confirming our 2012 guidance target for mid-teens
Adjusted FCF growth.

Leverage and Liquidity

At September 30, 2012, we had total debt^11 of $26.5 billion and cash and cash
equivalents of $3.3 billion. As compared to June 30, 2012, our reported debt
and cash positions increased by $2.6 billion and $1.4 billion, respectively.
Besides the impact of a stronger euro relative to the U.S. dollar during the
quarter, the increase in both debt and cash was largely attributable to €1.95
billion ($2.51 billion) in principal value of bond financings that we
completed in Q3 at Telenet, Unitymedia KabelBW and UPC Holding.

These bond financings resulted in an increase to our cash accounts of over
€1.5 billion ($1.9 billion) after deducting amounts that were used to pay fees
and repay €396 million ($510 million) principal amount of floating rate notes
at Unitymedia KabelBW. With respect to our cash position, other factors which
partially offset the incremental cash raised from our debt financings include
the cash distribution to Telenet minority shareholders of approximately €181
million ($228 million) in August and continued repurchases of LGI equity
during the quarter.

In terms of our overall liquidity at quarter-end, we had approximately $5.5
billion of consolidated liquidity, consisting of $3.3 billion of cash,
including $2.1 billion at the parent level,^12 and $2.2 billion in aggregate
borrowing capacity, as represented by the maximum undrawn commitment under
each of our credit facilities.^13

With respect to our consolidated leverage ratios, we ended the third quarter
with reported gross and net leverage ratios^14 of 5.4x and 4.7x, respectively.
After excluding the $1.2 billion loan that is backed by the shares we hold in
Sumitomo Corporation, our adjusted gross and net debt ratios decline to 5.2x
and 4.5x, respectively, a modest increase from our second quarter levels. Of
our total debt at September 30, 2012, over 95% was due in 2016 and beyond,
while our fully-swapped borrowing cost^15 declined to approximately 7.5% at Q3
2012 from 7.8% at Q2 2012, due to a combination of lower costs associated with
our derivative instruments and the attractive pricing of our recent financing
transactions.

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, our
expectations with respect to our Adjusted FCF generation during the fourth
quarter of 2012, the penetration of our advanced services, and our ARPU per
customer; 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 Horizon TV; 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 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.

About Liberty Global

Liberty Global is the leading international cable company, with operations in
13 countries. We connect people to the digital world and enable them to
discover and experience its endless possibilities. Our market-leading
television, broadband internet and telephony services are provided through
next-generation networks and innovative technology platforms that connect 20
million customers who subscribe to 34 million services as of September 30,
2012.

Liberty Global’s consumer brands include UPC, Unitymedia, KabelBW, Telenet and
VTR. Our operations also include Chellomedia, our content division, UPC
Business, a commercial services division and Liberty Global Ventures, our
investment fund. 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 and nine months ended September 30,
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 11 for
supplemental information.

^4 Please see page 14 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 KabelBW
GmbH (“Old Unitymedia”). Please see page 16 for more information on FCF and
Adjusted FCF and the required reconciliations.

^6 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.

^7 Certain of our business-to-business (“B2B”) revenue is derived from SOHO
subscribers that pay a premium price to receive enhanced service levels along
with 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/Unity Division in our RGU and customer counts. As
a result, all mass marketed products provided to SOHOs, whether or not
accompanied by enhanced service levels and/or premium prices, are now included
in the respective RGU and customer counts of our broadband communications
operations, with only those services provided at premium prices considered to
be “SOHO RGUs” or “SOHO customers.” 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.

^8 Digital penetration is calculated by dividing the number of digital cable
RGUs by the total number of digital and analog cable RGUs.

^9 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.

^10 OCF margin is calculated by dividing OCF by total revenue for the
applicable period.

^11 Total debt includes capital lease obligations.

^12 Refers to cash at the parent and non-operating subsidiaries.

^13 The $2.2 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 Q3 2012 compliance reporting, we would expect to be able to
borrow approximately $1.4 billion of this aggregate borrowing capacity.

^14 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 loan that is backed by the shares we hold in Sumitomo Corporation.

^15 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.

Liberty Global, Inc.
Condensed Consolidated Balance Sheets (unaudited)
                                                               
                                                  September 30,   December 31,
                                                  2012            2011
ASSETS                                            in millions
Current assets:
Cash and cash equivalents                         $  3,317.3      $  1,651.2
Trade receivables, net                               784.6           910.5
Deferred income taxes                                104.1           345.2
Current assets of discontinued operation             —               275.6
Other current assets                                541.0         592.6
Total current assets                                 4,747.0         3,775.1
                                                                  
Investments                                          977.2           975.2
Property and equipment, net                          12,924.3        12,868.4
Goodwill                                             13,426.2        13,289.3
Intangible assets subject to amortization, net       2,504.1         2,812.5
Long-term assets of discontinued operation           —               770.1
Other assets, net                                   2,038.6       1,918.6
                                                                  
Total assets                                      $  36,617.4    $  36,409.2
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable                                  $  558.7        $  645.7
Deferred revenue and advance payments from           645.3           847.6
subscribers and others
Accrued programming                                  245.1           213.1
Accrued interest                                     323.4           295.4
Derivative instruments                               513.6           601.2
Current portion of debt and capital lease            292.4           184.1
obligations
Current liabilities of discontinued operation        —               114.1
Other accrued and current liabilities               1,288.4       1,268.6
Total current liabilities                            3,866.9         4,169.8
                                                                  
Long-term debt and capital lease obligations         26,169.1        24,573.8
Long-term liabilities of discontinued operation      —               746.5
Other long-term liabilities                         3,933.5       3,987.7
Total liabilities                                   33,969.5      33,477.8
                                                                  
Commitments and contingencies
                                                                  
Equity:
Total LGI stockholders                               2,852.4         2,805.4
Noncontrolling interests                            (204.5   )     126.0
Total equity                                        2,647.9       2,931.4
                                                                  
Total liabilities and equity                      $  36,617.4    $  36,409.2
                                                                     

Liberty Global, Inc.
Condensed Consolidated Statements of Operations (unaudited)
                                                 
                       Three months ended          Nine months ended
                       September 30,               September 30,
                       2012         2011          2012          2011
                       in millions, except per share amounts
Revenue                $ 2,519.1    $ 2,418.8    $ 7,580.6     $ 7,106.3  
                                                                  
Operating costs and
expenses:
Operating (other
than depreciation
and amortization)        859.0         843.0         2,644.0        2,511.0
(including
stock-based
compensation)
Selling, general and
administrative
(including               462.6         445.4         1,411.9        1,318.2
stock-based
compensation)
Depreciation and         670.3         629.3         2,009.7        1,838.3
amortization
Impairment,
restructuring and       18.1        17.9        32.6         28.5     
other operating
items, net
                        2,010.0     1,935.6     6,098.2      5,696.0  
Operating income        509.1       483.2       1,482.4      1,410.3  
                                                                  
Non-operating income
(expense):
Interest expense         (408.6  )     (364.3  )     (1,228.8 )     (1,086.9 )
Interest and             17.8          28.4          38.7           62.4
dividend income
Realized and
unrealized gains
(losses) on              (237.2  )     355.1         (613.9   )     (104.0   )
derivative
instruments, net
Foreign currency
transaction gains        150.2         (787.1  )     154.8          (197.9   )
(losses), net
Realized and
unrealized losses
due to changes in        (18.1   )     (63.4   )     (1.3     )     (205.9   )
fair values of
certain investments
and debt, net
Losses on debt
modification,            (13.8   )     (12.3   )     (27.5    )     (218.7   )
extinguishment and
conversion, net
Gains due to changes     52.5          —             52.5           —
in ownership
Other income            3.4         (0.8    )    (0.6     )    (6.0     )
(expense), net
                        (453.8  )    (844.4  )    (1,626.1 )    (1,757.0 )
Earnings (loss) from
continuing               55.3          (361.2  )     (143.7   )     (346.7   )
operations before
income taxes
Income tax benefit      (61.1   )    4.4         (106.0   )    (22.6    )
(expense)
Loss from continuing    (5.8    )    (356.8  )    (249.7   )    (369.3   )
operations
Discontinued
operation:
Earnings from
discontinued             —             12.8          35.5           118.6
operation, net of
taxes
Gain on disposal of
discontinued            —           —           924.1        —        
operation, net of
taxes
                        —           12.8        959.6        118.6    
Net earnings (loss)      (5.8    )     (344.0  )     709.9          (250.7   )
Net loss (earnings)
attributable to         (16.6   )    10.9        (55.8    )    (87.0    )
noncontrolling
interests
Net earnings (loss)
attributable to LGI    $ (22.4   )   $ (333.1  )   $ 654.1       $ (337.7   )
stockholders
                                                                  
                                                                  
Basic and diluted
earnings (loss)
attributable to LGI
stockholders per
share:
Continuing             $ (0.08   )   $ (1.21   )   $ (1.06    )   $ (1.55    )
operations
Discontinued            —           0.03        3.49         0.25     
operation
                       $ (0.08   )   $ (1.18   )   $ 2.43        $ (1.30    )
                                                                             

Liberty Global, Inc.
Condensed Consolidated Statements of Cash Flows (unaudited)
                                                 
                                                   Nine months ended
                                                   September 30,
                                                   2012          2011
Cash flows from operating activities:              in millions
Net earnings (loss)                                $ 709.9        $ (250.7   )
Earnings from discontinued operation                (959.6   )    (118.6   )
Loss from continuing operations                      (249.7   )     (369.3   )
                                                                  
Adjustments to reconcile loss from continuing
operations to net cash provided by operating         2,074.7        2,094.4
activities
Net cash provided by operating activities of        61.2         133.4    
discontinued operation
Net cash provided by operating activities           1,886.2      1,858.5  
                                                                  
Cash flows from investing activities:
Capital expenditures                                 (1,450.7 )     (1,415.7 )
Proceeds received upon disposition of                1,055.4        —
discontinued operation
Cash paid in connection with acquisitions, net       (119.2   )     (832.2   )
of cash acquired
Investments in and loans to affiliates               (81.0    )     (29.6    )
Increase in escrow account, net                      —              (1,506.3 )
Other investing activities, net                      39.6           35.7
Net cash provided (used) by investing activities    (260.6   )    42.1     
of discontinued operation
Net cash used by investing activities               (816.5   )    (3,706.0 )
                                                                  
Cash flows from financing activities:
Borrowings of debt                                   4,142.2        4,263.0
Repayments and repurchases of debt and capital       (2,595.7 )     (3,392.6 )
lease obligations
Repurchase of LGI common stock                       (617.2   )     (790.2   )
Distributions by subsidiaries to noncontrolling      (325.3   )     (388.5   )
interests
Net cash paid related to derivative instruments      (113.1   )     (33.8    )
Payment of financing costs, debt premiums and        (70.6    )     (234.5   )
exchange offer consideration
Change in cash collateral                            60.5           —
Payment of net settled employee withholding          (34.1    )     (77.5    )
taxes on stock incentive awards
Excess tax benefits from stock-based                 3.7            33.3
compensation
Other financing activities, net                      (70.7    )     25.8
Net cash used by financing activities of            —            (102.5   )
discontinued operation
Net cash provided (used) by financing activities    379.7        (697.5   )
                                                                  
Effect of exchange rate changes on cash:
Continuing operations                                17.3           62.2
Discontinued operation                              (9.5     )    11.9     
Total                                               7.8          74.1     
                                                                  
Net increase (decrease) in cash and cash
equivalents:
Continuing operations                                1,666.1        (2,555.8 )
Discontinued operation                              (208.9   )    84.9     
Net increase (decrease) in cash and cash             1,457.2        (2,470.9 )
equivalents
                                                                  
Cash and cash equivalents:
Beginning of period                                 1,651.2      3,847.5  
End of period                                      $ 3,317.3     $ 1,376.6  
                                                                  
Cash paid for interest:
Continuing operations                              $ 1,147.7      $ 948.4
Discontinued operation                              29.0         42.5     
Total                                              $ 1,176.7     $ 990.9    
                                                                  
Net cash paid for taxes – continuing operations    $ 8.0         $ 34.6     
                                                                             

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 and nine months
ended September 30, 2012, as compared to the corresponding prior year periods.
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 September 30,
2012, our operating segments in the UPC/Unity 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
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/Unity 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/Unity Division. Telenet provides video, broadband internet and telephony
services in Belgium. In Chile, the VTR Group includes VTR, which provides
video, broadband internet and telephony services, and VTR Wireless, which
provides 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 consolidated operating segments that
provide (a) broadband communications services in Puerto Rico and (b)
programming and other services in Europe and Latin America and (ii) our
corporate category. Intersegment eliminations represent the elimination of
intercompany transactions between our broadband communications and programming
operations, primarily in Europe. 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 and nine months ended September 30, 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 and nine months ended September
30, 2011 to the same extent that the revenue and OCF of such entities are
included in our results for the three and nine months ended September 30,
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 and nine months ended September 30, 2011 and (iii)
reflect the translation of our rebased amounts for the three and nine months
ended September 30, 2011 at the applicable average foreign currency exchange
rates that were used to translate our results for the three and nine months
ended September 30, 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 September 30, 2011 include KBW, Aster and five small
entities in Europe. The acquired entities that have been included in whole or
in part in the determination of our rebased revenue and OCF for the nine
months ended September 30, 2011 include KBW, Aster and seven 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 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 periods, (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:

                   Three months ended          Increase             Increase
Revenue           September 30,                                 
                                               (decrease)           (decrease)
                   2012         2011          $          %        Rebased %
                   in millions, except % amounts
UPC/Unity
Division:
Germany            $ 568.7       $ 362.7       $ 206.0     56.8     11.2
The Netherlands      300.3         321.7         (21.4 )   (6.7 )   5.2
Switzerland          310.2         344.3         (34.1 )   (9.9 )   4.8
Other Western       205.7       223.1       (17.4 )   (7.8 )   4.1    
Europe
Total Western        1,384.9       1,251.8       133.1     10.6     7.3
Europe
Central and          273.9         283.1         (9.2  )   (3.2 )   (0.8   )
Eastern Europe
Central and         28.6        31.4        (2.8  )   (8.9 )   —      
other
Total UPC/Unity      1,687.4       1,566.3       121.1     7.7      5.9
Division
Telenet              461.0         488.8         (27.8 )   (5.7 )   6.4
(Belgium)
VTR Group            241.0         231.7         9.3       4.0      6.7
(Chile)
Corporate and        150.0         154.4         (4.4  )   (2.8 )   —
other
Intersegment        (20.3   )    (22.4   )    2.1      9.4     —      
eliminations
Total              $ 2,519.1    $ 2,418.8    $ 100.3    4.1     5.8    
                                                                           

                   Nine months ended           Increase             Increase
                  September 30,                                 
                                               (decrease)           (decrease)
                   2012         2011          $          %        Rebased %
                   in millions, except % amounts
UPC/Unity
Division:
Germany            $ 1,695.6     $ 1,058.1     $ 637.5     60.2     10.6
The Netherlands      914.7         959.6         (44.9 )   (4.7 )   4.5
Switzerland          940.9         970.9         (30.0 )   (3.1 )   3.7
Other Western       621.7       667.4       (45.7 )   (6.8 )   2.2    
Europe
Total Western        4,172.9       3,656.0       516.9     14.1     6.4
Europe
Central and          829.8         837.2         (7.4  )   (0.9 )   (0.5   )
Eastern Europe
Central and         85.1        93.0        (7.9  )   (8.5 )   —      
other
Total UPC/Unity      5,087.8       4,586.2       501.6     10.9     5.1
Division
Telenet              1,404.7       1,430.9       (26.2 )   (1.8 )   7.7
(Belgium)
VTR Group            692.3         674.4         17.9      2.7      6.0
(Chile)
Corporate and        458.9         481.1         (22.2 )   (4.6 )   —
other
Intersegment        (63.1   )    (66.3   )    3.2      4.8     —      
eliminations
Total              $ 7,580.6    $ 7,106.3    $ 474.3    6.7     5.5    
                                                                           

Operating Cash    Three months ended          Increase              Increase
Flow                                                            
                  September 30,               (decrease)            (decrease)
                  2012         2011          $          %         Rebased %
                  in millions, except % amounts
UPC/Unity
Division:
Germany           $ 340.9       $ 214.8       $ 126.1     58.7      11.7
The Netherlands     183.7         195.3         (11.6 )   (5.9  )   6.2
Switzerland         177.8         198.8         (21.0 )   (10.6 )   4.0
Other Western      101.9       107.4       (5.5  )   (5.1  )   6.8    
Europe
Total Western       804.3         716.3         88.0      12.3      8.0
Europe
Central and         137.7         144.0         (6.3  )   (4.4  )   (3.2   )
Eastern Europe
Central and        (36.2   )    (36.1   )    (0.1  )   (0.3  )   —      
other
Total UPC/Unity     905.8         824.2         81.6      9.9       6.1
Division
Telenet             240.7         250.8         (10.1 )   (4.0  )   8.2
(Belgium)
VTR Group           81.5          89.2          (7.7  )   (8.6  )   (6.6   )
(Chile)
Corporate and      (3.3    )    (0.9    )    (2.4  )   N.M.      —      
other
Total             $ 1,224.7    $ 1,163.3    $ 61.4     5.3      5.2    
                                                                    
Total
(excluding VTR                                                      6.5    
Wireless)^1
                                                                           

                Nine months ended             Increase              Increase
                                                                
                September 30,                 (decrease)            (decrease)
                2012           2011          $          %         Rebased %
                in millions, except % amounts
UPC/Unity
Division:
Germany         $  998.1        $ 636.7       $ 361.4     56.8      8.6
The                545.2          570.0         (24.8 )   (4.4  )   5.0
Netherlands
Switzerland        536.6          547.6         (11.0 )   (2.0  )   5.0
Other
Western           293.8        313.4       (19.6 )   (6.3  )   2.9    
Europe
Total
Western            2,373.7        2,067.7       306.0     14.8      6.2
Europe
Central and
Eastern            410.2          413.1         (2.9  )   (0.7  )   (2.0   )
Europe
Central and       (116.6   )    (105.3  )    (11.3 )   (10.7 )   —      
other
Total
UPC/Unity          2,667.3        2,375.5       291.8     12.3      4.3
Division
Telenet            713.4          737.7         (24.3 )   (3.3  )   6.2
(Belgium)
VTR Group          232.0          260.5         (28.5 )   (10.9 )   (8.2   )
(Chile)
Corporate         2.5          9.1         (6.6  )   N.M.      —      
and other
Total           $  3,615.2     $ 3,382.8    $ 232.4    6.9      3.6    
                                                                    
Total
(excluding                                                          4.7    
VTR
Wireless)^1
                                                                    
N.M. - Not
Meaningful.
                                                                    
^1 Represents our consolidated rebased growth rate, excluding the incremental
OCF deficit of VTR Wireless.


Operating Cash Flow Definition and Reconciliation

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 items). Other
operating items 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         Nine months ended
                       September 30,               September 30,
                       2012         2011          2012          2011
                       in millions
Total segment
operating cash flow    $ 1,224.7     $ 1,163.3     $ 3,615.2      $ 3,382.8
from continuing
operations
Stock-based              (27.2   )     (32.9   )     (90.5    )     (105.7   )
compensation expense
Depreciation and         (670.3  )     (629.3  )     (2,009.7 )     (1,838.3 )
amortization
Impairment,
restructuring and       (18.1   )    (17.9   )    (32.6    )    (28.5    )
other operating
items, net
Operating income       $ 509.1      $ 483.2      $ 1,482.4     $ 1,410.3  
                                                                             

ARPU per Customer Relationship

The following table provides ARPU per customer relationship^2 for the
indicated periods:

                   Three months ended Sept. 30,                  FX Neutral
                    2012               2011           % Change     % Change^3
UPC/Unity           €     24.54         €    24.16     1.6   %      2.6    %
Division
Telenet             €     46.55         €    43.02     8.2   %      8.2    %
VTR                 CLP   30,854        CLP  30,246    2.0   %      2.0    %
LGI                 $     35.92         $    39.84     (9.8  %)     1.2    %
Consolidated

^2 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 services 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 the UPC/Unity
Division 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 the UPC/Unity Division and for LGI Consolidated is adversely
impacted by the inclusion of KBW in Q3 2012.
^3 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.


Summary of Debt, Capital Lease Obligations and Cash and Cash Equivalents

The following table^4 details the U.S. dollar equivalent balances of our
third-party consolidated debt, capital lease obligations and cash and cash
equivalents at September 30, 2012:
                                                              
                                   Capital         Debt and        Cash
                                   Lease           Capital Lease   and Cash
                   Debt^5          Obligations     Obligations     Equivalents
                   in millions
LGI and its
non-operating      $  1,382.5      $   8.3         $   1,390.8     $  2,102.9
subsidiaries
UPC Holding
(excluding VTR        12,370.6         32.6            12,403.2       66.9
Group)
Unitymedia            6,537.6          918.5           7,456.1        26.0
KabelBW
Telenet               4,560.2          396.7           4,956.9        1,047.1
Liberty Puerto        174.6            0.7             175.3          24.9
Rico
VTR Group^6           78.9             0.3             79.2           29.2
Other operating      —               —              —             20.3
subsidiaries
Total LGI          $  25,104.4     $   1,357.1     $   26,461.5    $  3,317.3
                                                                   



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             Nine months ended
                    September 30,                   September 30,
                    2012           2011            2012          2011
                    in millions, except % amounts
Customer
premises            $  224.6        $  190.3        $  690.9       $ 539.9
equipment
Scalable               78.1            102.6           249.7         271.9
infrastructure
Line extensions        55.4            50.0            182.3         190.6
Upgrade/rebuild        89.4            81.8            265.1         223.4
Support capital        78.0            78.8            241.6         225.0
Other, including      2.7           2.7           6.1         6.7     
Chellomedia
Property and
equipment              528.2           506.2           1,635.7       1,457.5
additions
Assets acquired
under
capital-related        (60.4  )        (32.8  )        (152.3  )     (58.7   )
vendor financing
arrangements
Assets acquired
under capital          (18.5  )        (9.5   )        (45.5   )     (26.7   )
leases
Changes in
current
liabilities           7.3           (15.1  )       12.8        43.6    
related to
capital
expenditures
Total capital       $  456.6       $  448.8       $  1,450.7    $ 1,415.7 
expenditures^7
                                                                   
Property and
equipment              21.0   %        20.9   %        21.6    %     20.5    %
additions as %
of revenue
Capital
expenditures as        18.1   %        18.6   %        19.1    %     19.9    %
% of revenue
                                                                   
(4) Except as otherwise indicated, the amounts reported in the table include
the named entity and its subsidiaries.
(5) Debt amounts for UPC Holding and Telenet include senior secured notes
issued by special purpose entities that are consolidated by each.
(6) Of these amounts, VTR Wireless accounts for $79 million of the debt and $5
million of the cash of VTR Group.
(7) 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 related principal is repaid.


Free Cash Flow and Adjusted Free Cash Flow Definition and Reconciliation

We define free cash flow 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 believe that our presentation of free cash flow
provides useful information to our investors because this measure can be used
to gauge our ability to service debt and fund new investment opportunities.
Free cash flow 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 free cash flow as a supplement to, and not
a substitute 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             Nine months ended
                                                
                    September 30,                  September 30,
                    2012            2011          2012          2011
                    in millions
Net cash
provided by
operating           $  431.3         $  439.2      $ 1,825.0      $ 1,725.1
activities of
continuing
operations
Excess tax
benefits from          (6.3    )        10.2         3.7            33.3
stock-based
compensation^8
Cash payments
for direct             5.1              7.6          19.5           17.0
acquisition
costs^9
Capital                (456.6  )        (448.8 )     (1,450.7 )     (1,415.7 )
expenditures
Principal
payments on            (33.2   )        (2.6   )     (59.9    )     (3.4     )
vendor financing
obligations
Principal
payments on           (3.3    )       (3.3   )    (9.4     )    (8.2     )
certain capital
leases
FCF                 $  (63.0   )     $  2.3       $ 328.2       $ 348.1    
                                                                  
FCF                 $  (63.0   )     $  2.3        $ 328.2        $ 348.1
Payments
associated with
Old Unitymedia’s       —                —            —              12.9
pre-acquisition
capital
structure^10
FCF deficit of        37.2           28.7       111.5        62.4     
VTR Wireless
Adjusted FCF        $  (25.8   )     $  31.0      $ 439.7       $ 423.4    
                                                                  
^8 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.
^9 Represents costs paid during the period to third parties directly related
to acquisitions.
^10 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 statements for the three and nine months ended
September 30, 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 Bundling^11

The following table provides information on the breakdown of our RGUs and
customer base and highlights our customer bundling metrics at September 30,
2012, June 30, 2012 and September 30, 2011:

                September                     September      Q3’12 /   Q3’12 /
               30,           June 30,      30,           Q2’12    Q3’11
                2012           2012           2011           (%        (%
                                                             Change)   Change)
Total RGUs
Total Video     18,222,600     18,312,100     16,162,400     (0.5 %)   12.7 %
RGUs
Total
Broadband       8,909,300      8,711,300      7,162,300      2.3  %    24.4 %
Internet RGUs
Total
Telephony       7,003,400     6,792,200     5,193,700     3.1  %    34.8 %
RGUs
Liberty
Global          34,135,300     33,815,600     28,518,400     0.9  %    19.7 %
Consolidated
                                                                       
Total
Customers
UPC/Unity       16,191,200     16,214,400     13,743,000     (0.1 %)   17.8 %
Division
Telenet         2,134,000      2,152,200      2,214,100      (0.8 %)   (3.6 %)
VTR             1,129,500      1,121,100      1,099,600      0.7  %    2.7  %
Other           124,700       123,600       121,800       0.9  %    2.4  %
Liberty
Global          19,579,400     19,611,300     17,178,500     (0.2 %)   14.0 %
Consolidated
                                                                       
Total
Single-Play     10,820,100     11,033,900     10,117,700     (1.9 %)   6.9  %
Customers
Total
Double-Play     2,962,700      2,950,500      2,781,500      0.4  %    6.5  %
Customers
Total
Triple-Play     5,796,600      5,626,900      4,279,300      3.0  %    35.5 %
Customers
                                                                       
% Double-Play
Customers
UPC/Unity       12.8       %   12.8       %   13.9       %   —         (7.9 %)
Division
Telenet         29.5       %   28.9       %   27.6       %   2.1  %    6.9  %
VTR             20.5       %   20.3       %   21.5       %   1.0  %    (4.7 %)
Liberty
Global          15.1       %   15.0       %   16.2       %   0.7  %    (6.8 %)
Consolidated
                                                                       
% Triple-Play
Customers
UPC/Unity       27.1       %   26.2       %   21.7       %   3.4  %    24.9 %
Division
Telenet         39.4       %   38.0       %   34.7       %   3.7  %    13.5 %
VTR             46.7       %   47.0       %   44.9       %   (0.6 %)   4.0  %
Liberty
Global          29.6       %   28.7       %   24.9       %   3.1  %    18.9 %
Consolidated
                                                                       
RGUs per
Customer
Relationship
UPC/Unity       1.67           1.65           1.57           1.2  %    6.4  %
Division
Telenet         2.08           2.05           1.97           1.5  %    5.6  %
VTR             2.14           2.14           2.11           —         1.4  %
Liberty
Global          1.74           1.72           1.66           1.2  %    4.8  %
Consolidated
                                                                       
^11 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.

             Consolidated Operating Data – September 30, 2012
                                                                 Video                                                               Internet                   Telephony
              Homes        Two-way      Customer                     Analog        Digital       DTH           MMDS                       Homes                       Homes
              Passed       Homes        Relationships   Total RGUs   Cable        Cable        Subscribers  Subscribers  Total        Serviceable  Subscribers   Serviceable  Subscribers
              ^(1)         Passed       ^(3)            ^(4)         Subscribers   Subscribers   ^(7)          ^(8)          Video        ^(9)          ^(10)         ^(11)         ^(12)
                           ^(2)                                      ^(5)          ^(6)                                                                                                         
UPC/Unity
Division:
Germany       12,566,500   12,109,900   6,988,700       10,958,900   4,564,900     2,148,800     —             —             6,713,700    12,109,900    2,111,400     12,109,900    2,133,800
The
Netherlands   2,819,400    2,804,200    1,762,000       3,683,500    694,200       1,065,800     —             —             1,760,000    2,817,000     1,013,300     2,814,000     910,200
^(13)
Switzerland   2,120,900    1,840,600    1,544,100       2,494,700    922,000       584,800       —             —             1,506,800    2,308,100     585,700       2,308,100     402,200
^(13)
Austria       1,262,300    1,262,300    701,100         1,357,900    177,400       327,400       —             —             504,800      1,262,300     479,100       1,262,300     374,000
Ireland       863,800      733,400      538,200         969,200      67,500        336,100       —             47,900        451,500      733,400       294,300       707,700       223,400
Total
Western       19,632,900   18,750,400   11,534,100      19,464,200   6,426,000     4,462,900     —             47,900        10,936,800   19,230,700    4,483,800     19,202,000    4,043,600
Europe
Poland        2,649,700    2,513,500    1,463,800       2,559,800    592,700       715,400       —             —             1,308,100    2,513,500     820,100       2,503,000     431,600
Romania       2,078,700    1,700,600    1,152,300       1,675,600    446,400       404,200       296,100       —             1,146,700    1,700,600     316,700       1,638,700     212,200
Hungary       1,518,500    1,502,500    1,019,300       1,722,800    320,500       313,800       232,000       —             866,300      1,502,500     477,500       1,504,900     379,000
Czech         1,342,000    1,233,700    744,300         1,214,500    72,300        410,700       96,200        —             579,200      1,233,700     439,600       1,230,900     195,700
Republic
Slovakia      486,500      459,400      277,400         408,700      83,400        118,300       51,400        700           253,800      427,600       98,400        427,700       56,500
Total CEE     8,075,400    7,409,700    4,657,100       7,581,400    1,515,300     1,962,400     675,700       700           4,154,100    7,377,900     2,152,300     7,305,200     1,275,000
Total         27,708,300   26,160,100   16,191,200      27,045,600   7,941,300     6,425,300     675,700       48,600        15,090,900   26,608,600    6,636,100     26,507,200    5,318,600
UPC/Unity.
                                                                                                                                                                                                
Telenet       2,862,600    2,862,600    2,134,000       4,446,000    597,400       1,536,600     —             —             2,134,000    2,862,600     1,363,200     2,862,600     948,800
(Belgium)
                                                                                                                                                                                                
The
Americas:
VTR (Chile)   2,819,600    2,278,400    1,129,500       2,416,600    172,600       744,700       —             —             917,300      2,278,400     819,100       2,269,700     680,200
Puerto Rico   353,800      353,800      124,700         227,100      —             80,400        —             —             80,400       353,800       90,900        353,800       55,800
Total The     3,173,400    2,632,200    1,254,200       2,643,700    172,600       825,100       —             —             997,700      2,632,200     910,000       2,623,500     736,000
Americas
                                                                                                                                                                                                
Grand Total   33,744,300   31,654,900   19,579,400      34,135,300   8,711,300     8,787,000     675,700       48,600        18,222,600   32,103,400    8,909,300     31,993,300    7,003,400
                                                                                                                                                                                                

              Subscriber Variance Table – September 30, 2012 vs. June 30, 2012
                                                              Video                                                              Internet                   Telephony
               Homes      Two-way     Customer                    Analog        Digital       DTH           MMDS                      Homes                       Homes
                          Homes                       Total       Cable        Cable                                  Total                    Subscribers                Subscribers
               Passed                 Relationships                                           Subscribers   Subscribers               Serviceable   ^(10)         Serviceable   ^(12)
               ^(1)       Passed      ^(3)            RGUs ^(4)   Subscribers   Subscribers   ^(7)          ^(8)          Video       ^(9)                        ^(11)                     
                          ^(2)                                    ^(5)          ^(6)
UPC/Unity
Division:
Germany        14,600     11,400      1,900           157,200     (50,200   )   24,300        —             —             (25,900 )   11,400        94,500        11,400        88,600
The
Netherlands    3,100      3,300       (21,100   )     (3,200  )   (30,700   )   9,400         —             —             (21,300 )   3,300         9,500         3,300         8,600
^(13)
Switzerland    9,100      16,500      4,600           31,800      (16,600   )   21,600        —             —             5,000       15,400        10,500        15,400        16,300
^(13)
Austria        12,800     12,800      (1,600    )     6,900       (8,200    )   6,200         —             —             (2,000  )   12,800        4,100         12,800        4,800
Ireland        (1,400 )   5,100      1,100          24,000     (4,800    )   2,900        —             (2,600   )    (4,500  )   5,100        10,900       7,500        17,600   
Total
Western        38,200    49,100     (15,100   )     216,700    (110,500  )   64,400       —             (2,600   )    (48,700 )   48,000       129,500      50,400       135,900  
Europe
Poland         13,000     19,100      (15,000   )     5,200       (46,000   )   26,500        —             —             (19,500 )   19,100        10,500        20,100        14,200
Romania        2,100      16,000      5,100           20,600      (18,600   )   14,200        9,100         —             4,700       16,000        10,300        15,900        5,600
Hungary        4,200      3,800       6,100           31,900      (10,800   )   8,500         6,000         —             3,700       3,800         8,700         3,800         19,500
Czech          3,700      3,700       (4,100    )     (10,900 )   (2,400    )   (7,800   )    5,600         —             (4,600  )   3,700         (3,500   )    3,700         (2,800   )
Republic
Slovakia       800       2,500      (200      )     2,700      (5,600    )   2,800        1,100         —            (1,700  )   3,300        2,800        3,400        1,600    
Total CEE      23,800    45,100     (8,100    )     49,500     (83,400   )   44,200       21,800        —            (17,400 )   45,900       28,800       46,900       38,100   
Total          62,000    94,200     (23,200   )     266,200    (193,900  )   108,600      21,800        (2,600   )    (66,100 )   93,900       158,300      97,300       174,000  
UPC/Unity
                                                                                                                                                                                            
Telenet        6,300     6,300      (18,200   )     34,400     (82,300   )   64,100       —             —            (18,200 )   6,300        24,000       6,300        28,600   
(Belgium)
                                                                                                                                                                                            
The
Americas:
VTR (Chile)    29,300     65,800      8,400           13,900      (12,300   )   6,500         —             —             (5,800  )   65,800        14,000        66,200        5,700
Puerto Rico    300       300        1,100          5,200      —            600          —             —            600        300          1,700        300          2,900    
Total The      29,600    66,100     9,500          19,100     (12,300   )   7,100        —             —            (5,200  )   66,100       15,700       66,500       8,600    
Americas
                                                                                                                                                                                            
Grand Total    97,900    166,600    (31,900   )     319,700    (288,500  )   179,800      21,800        (2,600   )    (89,500 )   166,300      198,000      170,100      211,200  
                                                                                                                                                                                            
                                                                                                                                                                                            
ORGANIC
CHANGE        
SUMMARY:
UPC/Unity
(excl.         33,900     70,700      (25,100   )     109,000     (143,700  )   84,300        21,800        (2,600   )    (40,200 )   70,400        63,800        73,800        85,400
Germany)
Germany        14,600    33,300     1,900          157,200    (50,200   )   24,300       —             —            (25,900 )   33,300       94,500       33,300       88,600   
Total          48,500    104,000    (23,200   )     266,200    (193,900  )   108,600      21,800        (2,600   )    (66,100 )   103,700      158,300      107,100      174,000  
UPC/Unity
Telenet        6,300      6,300       (18,200   )     34,400      (82,300   )   64,100        —             —             (18,200 )   6,300         24,000        6,300         28,600
(Belgium)
The Americas   29,600    66,100     9,500          19,100     (12,300   )   7,100        —             —            (5,200  )   66,100       15,700       66,500       8,600    
Total
Organic        84,400    176,400    (31,900   )     319,700    (288,500  )   179,800      21,800        (2,600   )    (89,500 )   176,100      198,000      179,900      211,200  
Change
                                                                                                                                                                                            
                                                                                                                                                                                            
Q3 2012
ADJUSTMENTS:
Germany        —          (21,900 )   —               —           —             —             —             —             —           (21,900  )    —             (21,900  )    —
adjustment
Austria        9,900      9,900       —               —           —             —             —             —             —           9,900         —             9,900         —
adjustment
Poland         3,600     2,200      —              —          —            —            —             —            —          2,200        —            2,200        —        
adjustment
Net            13,500    (9,800  )   —              —          —            —            —             —            —          (9,800   )    —            (9,800   )    —        
Adjustments
                                                                                                                                                                                            
Net Adds       97,900    166,600    (31,900   )     319,700    (288,500  )   179,800      21,800        (2,600   )    (89,500 )   166,300      198,000      170,100      211,200  
(Reductions)
                                                                                                                                                                                            

Footnotes for Operating Data and Subscriber Variance Tables

(1) Homes Passed are homes, residential multiple dwelling units or commercial
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 September 30, 2012 RGU counts exclude 340,900,
132,600, 46,200, 37,300, 13,200 and 800 postpaid subscriber identification
module (“SIM”) cards in service in Belgium, Germany, Poland, Chile, the
Netherlands and Hungary, respectively, and 41,400 prepaid SIM cards in service
in Chile.

(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 402,300 “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 September 30, 2012, we included 180,000 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
68,000 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 6,500 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 52,400
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 September 30, 2012, Switzerland’s partner networks
account for 122,300 Customer Relationships, 225,400 RGUs, 89,100 Digital Cable
Subscribers, 467,500 Internet and Telephony Homes Serviceable, 79,400 Internet
Subscribers, and 56,900 Telephony Subscribers. In addition, partner networks
account for 480,500 of Switzerland’s digital cable homes serviceable that are
not included in Homes Passed or Two-way Homes Passed in our September 30, 2012
subscriber table.

Additional General Notes to Tables:

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 pay a premium price to receive enhanced
service levels along with 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/Unity Division in our RGU and
customer counts. As a result, all mass marketed products provided to SOHOs,
whether or not accompanied by enhanced service levels and/or premium prices,
are now included in the respective RGU and customer counts of our broadband
communications operations, with only those services provided at premium prices
considered to be “SOHO RGUs” or “SOHO customers.” 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.

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.

Contact:

Liberty Global, Inc.
Investor Relations:
Christopher Noyes, +1 303-220-6693
Oskar Nooij, +1 303-220-4218
Corporate Communications:
Hanne Wolf, +1 303-220-6678
Bert Holtkamp, +31 20-778-9800