Liberty Global Reports First Half 2014 Results

  Liberty Global Reports First Half 2014 Results

239,000 Organic RGU Additions in Q2 and 584,000 YTD

Rebased OCF Growth of 7% YTD to $4.3 Billion

Adjusted FCF Increased 40% YTD to $1.1 Billion^1

Repurchased ~$900 Million of Equity YTD

Business Wire

DENVER -- August 5, 2014

Liberty Global plc (“Liberty Global” or the “Company”) (NASDAQ: LBTYA, LBTYB
and LBTYK), today announces financial and operating results for the three
months (“Q2”) and six months (“YTD”) ended June 30, 2014. Some of the
information below concerning Virgin Media Inc. (“Virgin Media”) relates to
periods prior to our ownership of the business. Please also note that we sold
substantially all of our content business on January 31, 2014 (the
“Chellomedia Sale”) and, accordingly, we have presented the disposed business
as a discontinued operation for all periods presented. Highlights for the 2014
periods as compared to the same periods in 2013 (unless noted) include:

  *Organic RGU^2 additions of 584,000 YTD, including 239,000 in Q2

       *Q2 driven by strong broadband gains and our lowest Q2 video attrition
         since 2006

  *Rebased^3 revenue growth of 3% YTD and in Q2, reaching $9.1 billion YTD

       *Reflects improved Q2 performance in Western Europe

  *YTD and Q2 rebased Operating Cash Flow^4 growth of 7% and 6%, respectively

       *Fueled by strong results in Germany, U.K., Belgium and Latin America

  *Operating income increased 29% to $1.3 billion YTD
  *Adjusted FCF increased 40%^1 on a combined basis to $1.1 billion YTD

       *Record Q2 Adjusted FCF of $725 million

  *Share repurchases of ~$900 million YTD, including nearly $500 million in
    Q2
  *Completion of Ziggo transaction on track for second half of 2014

Mike Fries, Chief Executive Officer, stated, “Our business is thriving on all
fronts - operationally, strategically and financially. We added nearly 240,000
new RGUs in the second quarter, a 25% improvement over last year, fueled again
by our superior broadband speeds and advanced TV services like Horizon and
TiVo. This volume growth, along with price increases and improving momentum in
B2B and mobile, drove rebased revenue growth above 3% in the second quarter.
In addition, we are heavily focused on using our operating leverage and scale
to drive efficiencies across our footprint and these initiatives helped us
achieve 7% rebased OCF growth year-to-date and 40% Adjusted Free Cash Flow
growth^1. Not surprisingly, we remain confident that we'll achieve or exceed
all our public guidance targets for the full year."

“Strategically, we're making steady progress on the Ziggo transaction, which
we remain confident will close in the second half of 2014. We are also
executing on our content strategy, with plans to invest in All3Media, a
U.K.-based global production company, and De Vijver Media, a leading
commercial broadcaster in Belgium, and with the recently completed acquisition
of an interest in ITV, the largest commercial broadcaster in the U.K. These
financially attractive investments require limited equity capital and will
allow us to participate or partner with great content businesses that should
bolster our core cable operations over the long-term. And lastly, we continue
our focus on returning capital through share buybacks, with approximately $900
million in repurchases during the first half of 2014, and we're targeting an
additional $2.6 billion by year-end 2015.”

Subscriber Statistics

At June 30, 2014, we provided our 24.5 million unique customers with 48.9
million subscription services ("RGUs") across our footprint of 47.4 million
homes passed. These services consisted of 21.7 million video, 14.8 million
broadband internet and 12.4 million telephony subscriptions. During Q2 2014,
we increased our total RGUs by 268,000, driven primarily by our 239,000
organic additions and a small acquisition in Poland. At the end of Q2 2014,
14.2 million or 58% of our customers were bundled and we reached 2.0 products
per customer for the first time. With over 10 million single-play customers,
four million dual-play customers and innovative products powered by our
superior network, we see an excellent opportunity for substantial RGU growth
ahead.

Our organic additions of 239,000 RGUs during Q2 2014 represent our second best
Q2 result ever, and an increase of 48,000, as compared to our 191,000 RGU
additions in Q2 2013. This 25% year-over-year increase was driven by improved
broadband RGU additions and reduced video attrition, partially offset by lower
year-over-year telephony RGU additions.

In terms of video, our video loss of 72,000 RGUs was our lowest Q2 video
attrition since 2006. During Q2 2014, Western Europe had a particularly strong
performance as Germany reported its best video result ever, while our Dutch
operation achieved its lowest quarterly video attrition of the last four
years. This strong performance was partly driven by the investment in our
next-generation TV platforms. We added 240,000 next-generation video
subscribers in Q2 2014 driving our total next-generation video base to 2.9
million subscribers. This base includes 2.3 million TiVo subscribers in the
U.K. and over 645,000 Horizon TV subscribers across four countries, reflecting
22% penetration of our total digital cable base, or 36% of our total digital
cable base in the five markets where we offer our advanced video services. On
the product innovation front, we successfully launched our TV everywhere app,
Horizon Go, in our four Horizon markets and in Poland in July. With this
launch, we have significantly enhanced the multi-screen viewing experience for
our customers, partly driven by the expansion of the number of live TV
channels that can be watched in, as well as out of the home. We ended the
second quarter of 2014 with 13.4 million digital cable subscribers,
representing 64% digital penetration^5 and 7.5 million analog cable
subscribers.

Our broadband additions of 185,000 RGUs represented the second best Q2 result
ever, led by strong improvements in the U.K., the Netherlands and Poland. This
result was further supported by a wide range of countries including 82,000
additions in Germany, 22,000 additions in Chile and five other countries
adding at least 11,000 RGUs each. On the telephony front, we added 125,000
RGUs during Q2, as compared to 142,000 RGUs during the prior year period. This
decrease was mainly attributable to slower triple-play take up in Germany and
Poland that was only partially offset by improvements in telephony additions
in the Belgium and the U.K.

Geographically, our Q2 RGU additions consisted of 165,000 RGUs in Western
Europe, 50,000 RGUs in Latin America^6 and 24,000 RGUs in Central and Eastern
Europe ("CEE"). In Western Europe, our German operation remained our primary
growth engine and delivered 124,000 RGU additions in Q2 led by consistent
broadband additions and a flat video base. Two other notable performers were
the U.K. and the Netherlands. In particular, as a result of our ongoing
investment in products and services in these two markets, our British
operation halved its RGU losses to 17,000 as compared to the prior year period
and the Netherlands continued a positive RGU trend by adding 7,000 RGUs in Q2.
Also of note, our Chilean business reported 41,000 RGU additions, which was
driven by its highest quarterly broadband additions (22,000) of the last two
years. In CEE, we delivered a 15,000 organic RGU addition increase as compared
to Q2 2013, as our Hungarian operation boosted results on the back of
attractive triple-play offers in combination with reduced churn levels.

In terms of mobile, we ended the second quarter of 2014 with 4.3 million
mobile subscribers^7. The 111,000 increase in Q2 was our best result over the
past year and was led by over 100,000 net mobile additions in our European
operations including over 40,000 additions in both the U.K. and Belgium.

Revenue

We reported consolidated revenue of $4.6 billion and $9.1 billion for the
three and six months ended June 30, 2014, respectively. As compared to the
corresponding 2013 periods, these results reflect increases of 51% and 59%,
respectively. Our growth in both periods was driven by the inclusion of
acquisitions (primarily Virgin Media, which we acquired on June 7, 2013), and,
to a lesser extent, positive foreign currency movements ("FX"), as all of our
key European currencies strengthened against the U.S. dollar, and organic
growth. When adjusting for the impact of acquisitions and FX, we achieved
year-over-year rebased revenue growth of 3% for both the three and six months
ended June 30, 2014, respectively. Our quarterly rebased top-line growth
improved from 2% during Q1 2014 to 3% during Q2 2014, each as compared to the
corresponding prior year period. Such improvement is due in part to our
continued broadband internet success, and supported by selective price
increases and growth in both our mobile and business-to-business ("B2B")
segments.

From a geographic perspective for Q2, we generated 4% rebased revenue growth
in Chile and 3% in Western Europe, while our CEE operations remained flat on a
rebased basis, in-line with recent quarterly results. Our performance in
Western Europe was led by our business in Switzerland, which delivered 6%
rebased revenue growth in Q2, its best quarterly result in six years, driven
by a mix of volume and ARPU^8 growth and a positive contribution from B2B. Our
British operation also improved sequentially and posted 3% rebased growth for
Q2 2014, as compared to 1% growth in Q1 2014. Our cable subscription business
in the U.K. reported 3% year-over-year rebased growth, despite a $12 million
negative impact as a result of a May 1, 2014 legislative change to the VAT
rules. In addition, our mobile and B2B businesses in the U.K. delivered
improved Q2 results with 12% and 6% rebased revenue growth, respectively, but
were partly offset by a decrease in revenue from Virgin Media's off-net
business and lower interconnect rates.

Rounding out our five largest markets, in Q2 our German and Belgian businesses
recorded rebased revenue growth of 5% and 4%, respectively, while our Dutch
operation experienced a rebased revenue decline of 1%, which represents the
third consecutive quarter that we have improved our rebased revenue
performance in the Netherlands on a year-over-year basis.

Operating Cash Flow

For the three and six months ended June 30, 2014, our reported OCF increased
49% to $2.1 billion and 58% to $4.3 billion, respectively, as compared to the
corresponding prior year periods. Similar to our reported revenue results, our
reported OCF increased as a result of acquisitions (primarily Virgin Media),
organic growth and favorable FX movements. Adjusting for both acquisitions and
currencies, we delivered rebased OCF growth of 6% and 7% for the three and six
months ended June 30, 2014, respectively. Our strong rebased OCF performance
during the YTD period included the favorable net impact of nonrecurring items
during Q1 2014, the most significant of which include the impact of accrual
releases related to the settlement of operational contingencies of $17 million
in Belgium and $7 million in Poland and an $11 million favorable revenue
settlement in Germany.

From a regional perspective, our European business produced 6% rebased OCF
growth in Q2 2014, with our Western European operations delivering 7% rebased
growth. Our Q2 2014 growth in Western Europe was somewhat offset by a 2%
rebased OCF decline in CEE and higher year-over-year central and other costs.
Beyond Europe, our Chilean operation delivered 13% rebased OCF growth in the
quarter, primarily driven by a reduction of the OCF deficit generated by its
mobile business.

Turning back to Western Europe, our strong Q2 performance was underpinned by
our German, Swiss and British operations, which delivered 11%, 9% and 6%
rebased OCF growth, respectively. In Switzerland, our rebased OCF growth was
our best Q2 performance since 2008, and was powered by its aforementioned
revenue growth and a favorable quarterly comparison due to higher Horizon TV
expenses in the prior year period. With respect to Virgin Media, our Q2
rebased OCF growth of 6% was delivered primarily through a combination of
top-line growth, cost savings and synergies, as a nonrecurring item that
reduced programming costs in Q2 largely offset the adverse impact of the
aforementioned legislative change to the VAT rules. Also noteworthy was our
Dutch performance, which reflects our best quarterly result in this market in
over a year with 3% rebased OCF growth. This result was helped by strong cost
control and further operational efficiencies. These results were partly offset
by slower growth in our Belgian business, which delivered 2% rebased OCF
growth in the quarter, due in part to higher costs associated with handset
subsidies.

We reported consolidated OCF margins^9 of 47% for the three and six months
ended June 30, 2014, respectively, in line with the corresponding prior year
periods on a reported basis. If we were to adjust our margin calculations^10
to include Virgin Media for the full three- and six-month periods ended June
30, 2013, our combined OCF margins would have been 45% for each of the 2013
periods. The resulting year-over-year margin improvements for the three and
six month periods were primarily driven by our two largest operations, Virgin
Media and UnityMedia KabelBW.

Operating Income

We reported operating income of $670 million and $1.3 billion for the three
and six months ended June 30, 2014, respectively. As compared to the
corresponding prior year periods, our operating income increased 50% for the
three-month period and 29% for the six-month period. These increases are
primarily attributable to the net impacts of the Virgin Media acquisition,
which accounted for a large part of the growth in our OCF and depreciation and
amortization expenses. In addition, decreases in share-based compensation
expense also contributed to the increases in operating income.

Net Loss Attributable to Shareholders

For the three and six months ended June 30, 2014, we reported net losses
attributable to shareholders (“Net Losses”) of $250 million or $0.32 per basic
and diluted^11 share and $329 million or $0.42 per basic and diluted share.
This compares to Net Losses of $12 million or $0.02 per basic and diluted
share ^ and $13 million or $0.02 per basic and diluted share for the three and
six months ended June 30, 2013, respectively. The Net Loss for both the three
and six months ended June 30, 2014, as compared to the prior year periods, was
driven to a large extent by increases in realized and unrealized losses on
derivative instruments, which more than offset a $333 million gain on the
January 2014 Chellomedia Sale.

At July 30, 2014, we had 779 million shares outstanding, including 215 million
Class A ordinary shares, 10 million Class B ordinary shares and 554 million
Class C ordinary shares.

Property and Equipment Additions

For the three months ended June 30, 2014, we reported property and equipment
("P&E") additions^12 of $971 million or 21% of revenue, as compared to $735
million or 24% of revenue for the corresponding prior year period. For the YTD
periods, we incurred P&E additions of $1.9 billion or 21% of revenue during
2014 as compared to $1.3 billion or 22% of revenue for the corresponding prior
year period. In absolute terms, both year-over-year increases were primarily
related to the inclusion of Virgin Media, which accounted for $356 million and
$700 million of our P&E additions during the three- and six-month periods of
2014, as compared to $93 million in each of the prior year periods.

Adjusting our Q2 and YTD 2013 results for the inclusion of Virgin Media for
the full period, our combined P&E additions would have been $1.0 billion or
23% of combined revenue for Q2 2013 and $1.9 billion or 22% for the YTD 2013
period.

In terms of a breakdown of our YTD 2014 spend, approximately 55% was related
to customer premises equipment and scalable infrastructure, 25% was
attributable to line extensions and upgrade/rebuild activity and 20% was due
to support capital including information technology upgrades and general
support systems.

Free Cash Flow & Adjusted Free Cash Flow

For the three and six months ended June 30, 2014, we generated FCF of $711
million and $1.0 billion, respectively, as compared to FCF of $203 million and
$225 million in the corresponding prior year periods. Similarly, on an
adjusted basis, which excludes certain cash costs, we increased FCF to $725
million for Q2 2014, as compared to $269 million for the second quarter of
2013. For the first half of 2014, we generated $1.1 billion of Adjusted FCF as
compared to $336 million for the 2013 six-month period. The growth in both FCF
and Adjusted FCF over the prior year three- and six-month periods was aided
primarily by the inclusion of Virgin Media.

Finally, if we were to combine the Adjusted FCF of both Liberty Global and
Virgin Media for the prior year periods, our Adjusted FCF of $1.1 billion for
YTD 2014 represents a 40% increase over the combined Adjusted FCF of $769
million for YTD 2013. For the second quarter of 2014, we realized a
year-over-year Adjusted FCF improvement of 36% to $725 million, as compared to
$532 million of combined Adjusted FCF in Q2 2013. These increases were driven
by organic OCF growth and favorable net working capital and FX movements that
were only partially offset by higher cash interest payments. With respect to
the remainder of 2014, we expect our Adjusted FCF to be significantly weighted
toward the fourth quarter as compared to the third quarter.

Leverage & Liquidity

We had total debt^13 of $42.6 billion at June 30, 2014, as compared to $44.5
billion at March 31, 2014. Our decrease in total debt during the quarter was
primarily due to over $2.0 billion of net debt repayments, most of which
occurred at Virgin Media. These repayments more than offset the translation
effect associated with a weakening U.S. dollar relative to the British pound
sterling.

Subsequent to quarter-end, we took advantage of favorable market conditions to
complete a $715 million leverage neutral refinancing in Puerto Rico, which
extended our average maturity and reduced our cost of debt. Furthermore, we
acquired a 6.4% stake in ITV plc for a total consideration of £481 million
($822 million) on July 17, 2014. Most of the purchase price was financed
through a loan linked to a hedging transaction, while the remainder of this
opportunistic investment was funded with existing liquidity.

With respect to our leverage at June 30, 2014, we had consolidated gross and
net leverage ratios^14 of 4.9x and 4.8x, respectively, after excluding $1.6
billion of debt backed by shares we hold in Sumitomo and Ziggo. Our
fully-swapped borrowing cost^15 decreased from 6.8% at March 31, 2014 to 6.6%
at June 30, 2014, primarily reflecting the recent refinancing transactions at
both Virgin Media and Telenet in combination with the repayment of higher cost
debt at UPC Holding. In addition, the average duration of our debt improved to
over seven years at June 30, 2014, with less than 20% of our total debt due
before 2020.

In terms of our liquidity position, we finished the second quarter of 2014
with $1.1 billion of cash and cash equivalents, as compared to $3.1 billion at
Q1 2014. During the second quarter of 2014, our cash position decreased as a
result of the aforementioned debt repayments and stock repurchases, partially
offset by strong free cash flow generation. Our consolidated liquidity^16 at
June 30, 2014 was approximately $4.7 billion, including the aforementioned
cash and cash equivalents of $1.1 billion and aggregate maximum undrawn
commitments under our credit facilities^17 of $3.6 billion.

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 operating momentum and 2014 and future
prospects, including our expectations for continued organic growth in
subscribers, higher rebased OCF growth, growth in and phasing of Adjusted FCF,
the penetration of our advanced services, increased broadband internet speeds
and acceptance of our product bundles including our mobile offers; our insight
and expectations regarding competitive and economic factors in our markets,
including the Netherlands, statements regarding the acquisition of Ziggo 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 our services and their 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 satisfy regulatory conditions associated with
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 property and equipment additions 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 deliver quality
products, as well as other factors detailed from time to time in our filings
with the Securities and Exchange Commission including the most recently filed
Forms 10-K/A and 10-Q. These forward-looking statements speak only as of the
date of this release. We expressly disclaim any obligation or undertaking to
disseminate any updates or revisions to any forward-looking statement
contained herein to reflect any change in our 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 largest international cable company with operations in
14 countries. We connect people to the digital world and enable them to
discover and experience its endless possibilities. Our market-leading
triple-play services are provided through next-generation networks and
innovative technology platforms that connected 24 million customers
subscribing to 49 million television, broadband internet and telephony
services at June 30, 2014.

Liberty Global's consumer brands include Virgin Media, UPC, Unitymedia, Kabel
BW, Telenet and VTR. Our operations also include Liberty Global Business
Services, our commercial division, and Liberty Global Ventures, our investment
fund. For more information, please visit www.libertyglobal.com or contact:

_______________________________________
              Please see page 17 for information on Free Cash Flow (“FCF”) and
              Adjusted Free Cash Flow ("Adjusted FCF") and the required
              reconciliations. The combined Adjusted FCF growth rates of 36%
^1         and 40% for the Q2 and YTD periods, respectively, are calculated
              by comparing our reported Adjusted FCF during the Q2 and YTD
              2014 periods to the combined Adjusted FCF of our company and
              Virgin Media during the Q2 and YTD 2013 periods, as calculated
              on pages 17 and 18.
              Please see page 24 for the definition of RGUs. Organic figures
              exclude RGUs of acquired entities at the date of acquisition,
^2            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            Please see page 12 for information on rebased growth.
^4            Please see page 15 for our OCF definition and the required
              reconciliation.
              Digital penetration is calculated by dividing the number of
^5            digital cable RGUs by the total number of digital and analog
              cable RGUs.
^6            Latin America includes our broadband communications operations
              in both Chile and Puerto Rico.
              Our mobile subscriber count represents the number of active
              subscriber identification module (“SIM”) cards in service rather
              than services provided. For example, if a mobile subscriber has
              both a data and voice plan on a smartphone this would equate to
              one mobile subscriber. Alternatively, a subscriber who has a
              voice and data plan for a mobile handset and a data plan for a
^7            laptop (via a dongle) would be counted as two mobile
              subscribers. Customers who do not pay a recurring monthly fee
              are excluded from our mobile telephony subscriber counts after
              periods of inactivity ranging from 30 to 90 days, based on
              industry standards within the respective country. Our June 30,
              2014 mobile subscriber counts for the U.K. and Chile include
              1,021,000 and 24,500 prepaid mobile subscribers, respectively.
              Average Revenue Per Unit (“ARPU”) 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, interconnect and mobile
              services revenue) for the indicated period, by the average of
^8            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 Liberty Global Consolidated, the
              European Operations Division and Other Europe are not adjusted
              for currency impacts.
^9            OCF margin is calculated by dividing OCF by total revenue for
              the applicable period.
^10           Please see page 19 for information on combined OCF and combined
              OCF margins.
              All share and per share amounts presented herein have been
              retroactively adjusted to give effect to the March 3, 2014 share
              split in the form of a share dividend ("2014 Share Dividend"),
^11           which constitutes a bonus issue under our articles of
              association and English law, of one Liberty Global Class C
              ordinary share for each outstanding Class A, Class B and Class C
              ordinary share.
              Our property and equipment additions include our capital
^12           expenditures on an accrual basis and amounts financed under
              vendor financing or capital lease arrangements.
^13           Total debt includes capital lease obligations.
              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
^14           purposes of these calculations, debt excludes the loans backed
              by the shares we hold in Sumitomo Corp. and Ziggo and is
              measured using swapped foreign currency rates, consistent with
              the covenant calculation requirements of our subsidiary debt
              agreements.
              Our fully-swapped debt borrowing cost represents the weighted
              average interest rate on our aggregate variable- and fixed-rate
^15           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.
              Consolidated liquidity refers to our consolidated cash and cash
^16           equivalents plus the maximum undrawn commitments under our
              subsidiaries' borrowing facilities without regard to covenant
              compliance calculations.
              The $3.6 billion reflects the aggregate unused borrowing
              capacity, as represented by the maximum undrawn commitments
              under our subsidiaries' applicable facilities without regard to
^17           covenant compliance calculations. Upon completion of the
              relevant June 30, 2014 compliance reporting requirements for our
              credit facilities, and assuming no further changes from
              quarter-end borrowing levels, we anticipate that our
              subsidiaries' borrowing availability will be $3.6 billion.
              


Liberty Global plc
Condensed Consolidated Balance Sheets (unaudited)

                                              June 30,       December 31,
                                                 2014             2013
                                                 in millions
ASSETS
Current assets:
Cash and cash equivalents                        $ 1,110.2        $ 2,701.9
Trade receivables, net                           1,511.9          1,588.7
Derivative instruments                           499.2            252.1
Deferred income taxes                            319.8            226.1
Prepaid expenses                                 252.1            238.2
Current assets of discontinued operation         —                238.7
Other current assets                             263.8           236.9      
Total current assets                             3,957.0          5,482.6
                                                                             
Investments                                      3,593.1          3,491.2
Property and equipment, net                      23,820.6         23,974.9
Goodwill                                         23,950.5         23,748.8
Intangible assets subject to amortization,       5,382.2          5,795.4
net
Long-term assets of discontinued operation       —                513.6
Other assets, net                                4,826.0         4,707.8    
                                                                             
Total assets                                     $ 65,529.4      $ 67,714.3 
                                                                             
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable                                 $ 1,207.5        $ 1,072.9
Deferred revenue and advance payments from       1,443.7          1,406.2
subscribers and others
Current portion of debt and capital lease        1,850.9          1,023.4
obligations
Derivative instruments                           1,271.4          751.2
Accrued interest                                 666.6            598.7
Accrued programming and copyright fees           387.6            359.1
Current liabilities of discontinued              —                127.5
operation
Other accrued and current liabilities            2,431.9         2,344.0    
Total current liabilities                        9,259.6          7,683.0
                                                                             
Long-term debt and capital lease                 40,709.3         43,680.9
obligations
Long-term liabilities of discontinued            —                19.8
operation
Other long-term liabilities                      4,772.9         4,789.1    
Total liabilities                                54,741.8        56,172.8   
                                                                             
Commitments and contingencies
                                                                             
Equity:
Total Liberty Global shareholders                11,440.2         12,025.8
Noncontrolling interests                         (652.6     )     (484.3     )
Total equity                                     10,787.6        11,541.5   
                                                                             
Total liabilities and equity                     $ 65,529.4      $ 67,714.3 
                                                                             

Liberty Global plc
Condensed Consolidated Statements of Operations (unaudited)

                   Three months ended            Six months ended
                      June 30,                        June 30,
                      2014          2013            2014          2013
                      in millions, except per share amounts
                                                                                
Revenue               $ 4,602.2      $ 3,057.8      $ 9,135.9      $ 5,729.7 
                                                                                
Operating costs
and expenses:
Operating
(other than
depreciation
and                   1,719.2         1,098.1         3,418.0         2,064.9
amortization)
(including
share-based
compensation)
Selling,
general and
administrative
(SG&A)                792.5           613.0           1,555.0         1,084.4
(including
share-based
compensation)
Depreciation
and                   1,393.4         855.8           2,770.5         1,540.4
amortization
Impairment,
restructuring
and other             27.6           45.8           141.2          66.7      
operating
items, net
                      3,932.7        2,612.7        7,884.7        4,756.4   
Operating             669.5          445.1          1,251.2        973.3     
income
                                                                                
Non-operating
income
(expense):
Interest              (641.8    )     (542.4    )     (1,295.3  )     (1,013.9  )
expense
Interest and          2.2             35.0            16.0            48.7
dividend income
Realized and
unrealized
gains (losses)        (328.6    )     (3.4      )     (705.2    )     192.1
on derivative
instruments,
net
Foreign
currency
transaction           (36.4     )     91.3            (57.2     )     (45.0     )
gains (losses),
net
Realized and
unrealized
gains due to
changes in fair       157.4           193.8           97.2            264.6
values of
certain
investments,
net
Losses on debt
modification
and                   (53.0     )     (11.7     )     (73.9     )     (170.0    )
extinguishment,
net
Other expense,        (3.9      )     (1.5      )     (4.4      )     (3.2      )
net
                      (904.1    )     (238.9    )     (2,022.8  )     (726.7    )
Earnings (loss)
from continuing
operations            (234.6    )     206.2           (771.6    )     246.6
before income
taxes
Income tax
benefit               0.6            (193.3    )     117.6          (213.6    )
(expense)
Earnings (loss)
from continuing       (234.0    )     12.9           (654.0    )     33.0      
operations
Discontinued
operation:
Earnings (loss)
from
discontinued          —               (4.2      )     0.8             (2.4      )
operation, net
of taxes
Gain
(adjustment to
gain) on
disposal of           (7.2      )     —              332.7          —         
discontinued
operation, net
of taxes
                      (7.2      )     (4.2      )     333.5          (2.4      )
Net earnings          (241.2    )     8.7             (320.5    )     30.6
(loss)
Net earnings
attributable to       (8.7      )     (20.3     )     (8.2      )     (43.2     )
noncontrolling
interests
Net loss
attributable to       $ (249.9  )     $ (11.6   )     $ (328.7  )     $ (12.6   )
Liberty Global
shareholders
                                                                                
Basic and
diluted
earnings (loss)
attributable to
Liberty Global
shareholders
per share:
Continuing            $ (0.31   )     $ (0.01   )     $ (0.84   )     $ (0.02   )
operations
Discontinued          (0.01     )     (0.01     )     0.42           —         
operation
                      $ (0.32   )     $ (0.02   )     $ (0.42   )     $ (0.02   )
                                                                                


Liberty Global plc
Condensed Consolidated Statements of Cash Flows (unaudited)

                                                Six months ended
                                                   June 30,
                                                   2014          2013
                                                   in millions
                                                                             
Cash flows from operating activities:
Net earnings (loss)                                $ (320.5  )     $ 30.6
Loss (earnings) from discontinued operation        (333.5    )     2.4       
Earnings (loss) from continuing operations         (654.0    )     33.0
Adjustments to reconcile earnings (loss)
from continuing operations to net cash             3,570.7         1,315.6
provided by operating activities
Net cash used by operating activities of           (9.6      )     (2.4      )
discontinued operation
Net cash provided by operating activities          2,907.1        1,346.2   
Cash flows from investing activities:
Capital expenditures                               (1,402.0  )     (987.0    )
Proceeds received upon disposition of
discontinued operation, net of disposal            985.2           —
costs
Cash paid in connection with acquisitions,         (32.3     )     (4,064.2  )
net of cash acquired
Investments in and loans to affiliates and         (18.6     )     (1,202.7  )
others
Other investing activities, net                    11.1            (17.2     )
Net cash used by investing activities of           (3.8      )     (7.1      )
discontinued operation
Net cash used by investing activities              (460.4    )     (6,278.2  )
Cash flows from financing activities:
Repayments and repurchases of debt and             (6,328.9  )     (7,339.1  )
capital lease obligations
Borrowings of debt                                 3,605.8         8,845.2
Repurchase of Liberty Global and LGI shares        (895.9    )     (346.4    )
Net cash paid related to derivative                (177.6    )     (4.4      )
instruments
Payment of financing costs and debt premiums       (172.2    )     (341.0    )
Net cash received (paid) associated with
call option contracts on Liberty Global and        (98.8     )     45.2
LGI shares
Distributions by subsidiaries to                   (2.2      )     (524.4    )
noncontrolling interests
Decrease in restricted cash related to the         —               3,594.4
Virgin Media Acquisition
Decrease in restricted cash related to the         —               1,539.7
Telenet Tender
Purchase of additional Telenet shares              —               (454.5    )
Other financing activities, net                    9.9             6.4
Net cash used by financing activities of           (1.2      )     (5.4      )
discontinued operation
Net cash provided (used) by financing              (4,061.1  )     5,015.7   
activities
Effect of exchange rate changes on cash:
Continuing operations                              22.7            3.3
Discontinued operation                             —              (0.9      )
Total                                              22.7           2.4       
Net increase (decrease) in cash and cash
equivalents:
Continuing operations                              (1,577.1  )     101.9
Discontinued operation                             (14.6     )     (15.8     )
Net increase (decrease) in cash and cash           (1,591.7  )     86.1
equivalents
Cash and cash equivalents:
Beginning of period                                2,701.9        2,038.9   
End of period                                      $ 1,110.2      $ 2,125.0 
                                                                             
Cash paid for interest - continuing                $ 1,199.1      $ 886.2   
operations
                                                                             
Net cash paid for taxes:
Continuing operations                              $ 54.5          $ 54.6
Discontinued operation                             2.2            6.2       
Total                                              $ 56.7         $ 60.8    
                                                                             

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 six months
ended June 30, 2014, as compared to the corresponding prior year periods. All
of our reportable segments derive their revenue primarily from broadband
communications services, including video, broadband internet and fixed-line
telephony services. Most of our reportable segments also provide B2B services
and certain of our reportable segments provide mobile services. Segment
information for the prior periods has been retrospectively revised to present
the disposed Chellomedia operations as a discontinued operation. Unless
otherwise noted, we present only the reportable segments of our continuing
operations in the tables below. For additional information, see note 15 to the
condensed consolidated financial statements included in our most recently
filed Form 10-Q.

At June 30, 2014, our operating segments in the European Operations Division
provided broadband communications services in 12 European countries and 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 European Operations
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 European Operations Division. In Chile, VTR includes
VTR GlobalCom, which provides video, broadband internet and fixed-line
telephony services, and VTR Wireless, which provides mobile services through a
third-party wireless access arrangement. Our corporate and other category
includes (a) less significant consolidated operating segments that provide (1)
broadband communications services in Puerto Rico and (2) programming and other
services and (b) our corporate category. Intersegment eliminations primarily
represent the elimination of intercompany transactions between our broadband
communications and programming operations.

For purposes of calculating rebased growth rates on a comparable basis for all
businesses that we owned during 2014, we have adjusted our historical revenue
and OCF for the three and six months ended June 30, 2013 to (i) include the
pre-acquisition revenue and OCF of certain entities acquired during 2013 and
2014 in our rebased amounts for the three and six months ended June 30, 2013
to the same extent that the revenue and OCF of such entities are included in
our results for the three and six months ended June 30, 2014, (ii) remove
intercompany eliminations for the applicable periods in 2013 to conform to the
presentation during the 2014 periods following the disposal of the Chellomedia
operations, which resulted in previously eliminated intercompany costs
becoming third-party costs and (iii) reflect the translation of our rebased
amounts for the three and six months ended June 30, 2013 at the applicable
average foreign currency exchange rates that were used to translate our
results for the three and six months ended June 30, 2014. We have included
Virgin Media and four small entities in whole or in part in the determination
of our rebased revenue and OCF for the three and six months ended June 30,
2013. We have reflected the revenue and OCF of the acquired entities in our
2013 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 Generally Accepted Accounting Principles in
the United States (“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 nonrecurring 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
                   June 30,                        (decrease)                (decrease)
Revenue            2014          2013            $             %         Rebased %
                   in millions, except % amounts
European
Operations
Division:
U.K. (Virgin       $ 1,774.6       $ 401.3         $ 1,373.3       N.M.      3.0
Media)
Germany
(Unitymedia        688.8           624.6           64.2            10.3      5.1
KabelBW)
Belgium            582.4           534.4           48.0            9.0       3.9
(Telenet)
The                316.3           303.2           13.1            4.3       (0.6    )
Netherlands
Switzerland        365.3           323.9           41.4            12.8      6.3
Other
Western            233.5          219.6          13.9           6.3      1.1     
Europe
Total
Western            3,960.9         2,407.0         1,553.9         64.6      3.4
Europe
Central and
Eastern            290.7           281.5           9.2             3.3       0.1
Europe
Central and        32.6           31.5           1.1            3.5      *
other
Total
European           4,284.2         2,720.0         1,564.2         57.5      3.1
Operations
Division
Chile (VTR)        229.8           252.7           (22.9     )     (9.1 )    4.0
Corporate          94.2            94.5            (0.3      )     (0.3 )    *
and other
Intersegment       (6.0      )     (9.4      )     3.4            N.M.      *
eliminations
Total              $ 4,602.2      $ 3,057.8      $ 1,544.4      50.5     3.1     
                                                                                     
Supplemental
Information:
Total Liberty Global (excluding Virgin Media)                                3.2
                                                                                     

                Six months ended              Increase                 Increase
                   June 30,                        (decrease)                (decrease)
Revenue            2014          2013            $             %         Rebased %
                   in millions, except % amounts
European
Operations
Division:
U.K. (Virgin       $ 3,502.5       $ 401.3         $ 3,101.2       N.M.      2.0
Media)
Germany
(Unitymedia        1,384.7         1,242.8         141.9           11.4      6.7
KabelBW)
Belgium            1,156.6         1,070.6         86.0            8.0       3.5
(Telenet)
The                634.4           618.0           16.4            2.7       (1.6    )
Netherlands
Switzerland        718.1           649.9           68.2            10.5      4.9
Other
Western            464.1          442.2          21.9           5.0      0.3     
Europe
Total
Western            7,860.4         4,424.8         3,435.6         77.6      2.9
Europe
Central and
Eastern            579.9           569.3           10.6            1.9       (0.2    )
Europe
Central and        66.5           63.3           3.2            5.1      *
other
Total
European           8,506.8         5,057.4         3,449.4         68.2      2.7
Operations
Division
Chile (VTR)        455.1           503.1           (48.0     )     (9.5 )    4.6
Corporate          187.3           187.5           (0.2      )     (0.1 )    *
and other
Intersegment       (13.3     )     (18.3     )     5.0            N.M.      *
eliminations
Total              $ 9,135.9      $ 5,729.7      $ 3,406.2      59.4     2.7     
                                                                                     
Supplemental
Information:
Total Liberty Global (excluding Virgin Media)                                3.2
                                                                                     

* - Omitted; N.M. - Not Meaningful


                                                                     
                   Three months ended              Increase                 Increase
                   June 30,                        (decrease)               (decrease)
Operating          2014          2013            $           %          Rebased %
Cash Flow
                   in millions, except % amounts
European
Operations
Division:
U.K. (Virgin       $ 772.4         $ 175.3         $ 597.1       N.M.       6.2
Media)
Germany
(Unitymedia        431.0           369.4           61.6          16.7       11.2
KabelBW)
Belgium            287.9           269.2           18.7          6.9        2.0
(Telenet)
The                185.1           171.1           14.0          8.2        3.1
Netherlands
Switzerland        219.6           189.2           30.4          16.1       9.2
Other
Western            114.9          105.6          9.3          8.8       3.4     
Europe
Total
Western            2,010.9         1,279.8         731.1         57.1       6.5
Europe
Central and
Eastern            136.9           135.1           1.8           1.3        (1.8    )
Europe
Central and        (61.6     )     (54.2     )     (7.4    )     (13.7 )    *
other
Total
European           2,086.2         1,360.7         725.5         53.3       5.8
Operations
Division
Chile (VTR)        85.8            86.8            (1.0    )     (1.2  )    12.7
Corporate          (27.1     )     (18.8     )     (8.3    )     (44.1 )    *
and other
Intersegment       —              11.4           (11.4   )     N.M.       *
eliminations
Total              $ 2,144.9      $ 1,440.1      $ 704.8      48.9      5.8     
                                                                                    
Supplemental
Information:
Total Liberty Global (excluding Virgin Media)                               5.6
                                                                                    

                                                                       
                   Six months ended                Increase                   Increase
                   June 30,                        (decrease)                 (decrease)
Operating          2014          2013            $             %          Rebased %
Cash Flow
                   in millions, except % amounts
European
Operations
Division:
U.K. (Virgin       $ 1,508.9       $ 175.3         $ 1,333.6       N.M.       6.0
Media)
Germany
(Unitymedia        860.0           729.4           130.6           17.9       12.9
KabelBW)
Belgium            590.0           516.7           73.3            14.2       9.4
(Telenet)
The                368.4           355.9           12.5            3.5        (0.8    )
Netherlands
Switzerland        426.0           371.4           54.6            14.7       8.8
Other
Western            228.0          210.4          17.6           8.4       3.5     
Europe
Total
Western            3,981.3         2,359.1         1,622.2         68.8       7.4
Europe
Central and
Eastern            283.9           275.7           8.2             3.0        1.0
Europe
Central and        (121.3    )     (100.0    )     (21.3     )     (21.3 )    *
other
Total
European           4,143.9         2,534.8         1,609.1         63.5       6.7
Operations
Division
Chile (VTR)        168.5           172.0           (3.5      )     (2.0  )    13.1
Corporate          (44.0     )     (29.4     )     (14.6     )     (49.7 )    *
and other
Intersegment       4.0            22.7           (18.7     )     N.M.       *
eliminations
Total              $ 4,272.4      $ 2,700.1      $ 1,572.3      58.2      6.7     
                                                                                      
Supplemental
Information:
Total Liberty Global (excluding Virgin Media)                                 7.0
                                                                                      

* - Omitted; N.M. - Not Meaningful


Operating Cash Flow Definition and Reconciliation

OCF is the primary measure used by our chief operating decision maker to
evaluate segment operating performance. OCF 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, OCF is
defined as revenue less operating and SG&A expenses (excluding share-based
compensation, depreciation and amortization, provisions and provision releases
related to significant litigation and impairment, restructuring and other
operating items).Other operating items include (a) gains and losses on the
disposition of long-lived assets, (b) third-party costs directly associated
with successful and unsuccessful acquisitions and dispositions, including
legal, advisory and due diligence fees, as applicable, and (c) 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 U.S. GAAP measures
because it represents a transparent view of our recurring operating
performance that is unaffected by our capital structure and allows management
to (1) readily view operating trends, (2) perform analytical comparisons and
benchmarking between segments and (3) 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.OCF 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              Six months ended
                    June 30,                        June 30,
                    2014          2013            2014          2013
                    in millions
Total segment
operating           $ 2,144.9       $ 1,440.1       $ 4,272.4       $ 2,700.1
cash flow
Share-based
compensation        (54.4     )     (93.4     )     (109.5    )     (119.7    )
expense
Depreciation
and                 (1,393.4  )     (855.8    )     (2,770.5  )     (1,540.4  )
amortization
Impairment,
restructuring
and other           (27.6     )     (45.8     )     (141.2    )     (66.7     )
operating
items, net
Operating           $ 669.5        $ 445.1        $ 1,251.2      $ 973.3   
income
                                                                              

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

The following table^1 details the U.S. dollar equivalent balances of our
third-party consolidated debt, capital lease obligations and cash and cash
equivalents at June 30, 2014:

                                                         
                                   Capital         Debt &          Cash
                                                   Capital
                                   Lease           Lease           and Cash
                    Debt^2         Obligations     Obligations     Equivalents
                    in millions
Liberty
Global and          $ 1,722.0      $  40.5         $  1,762.5      $  577.2
unrestricted
subsidiaries
Virgin              13,653.5       350.7           14,004.2        72.6
Media^3
UPC Holding         10,864.7       31.2            10,895.9        72.0
Unitymedia          7,809.8        931.0           8,740.8         27.4
KabelBW
Telenet             4,636.3        466.2           5,102.5         249.0
VTR Finance         1,400.0        0.7             1,400.7         110.5
Liberty             652.3          1.3             653.6           1.5
Puerto Rico
Total Liberty       $ 40,738.6     $  1,821.6      $  42,560.2     $  1,110.2
Global
                                                                      

Property and Equipment Additions and 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          Six months ended
                         June 30,                    June 30,
                         2014        2013          2014          2013
                         in millions, except % amounts
Customer premises        $ 354.3       $ 209.4       $ 698.8         $ 452.2
equipment
Scalable                 174.7         160.8         343.5           236.2
infrastructure
Line extensions          89.9          104.6         196.7           172.0
Upgrade/rebuild          138.1         95.0          272.9           169.8
Support capital &        213.8        165.5        369.1          236.1   
other
Property and
equipment                970.8         735.3         1,881.0         1,266.3
additions
Assets acquired
under
capital-related          (231.3  )     (145.5  )     (401.8    )     (221.6  )
vendor financing
arrangements
Assets acquired
under capital            (40.8   )     (26.6   )     (89.8     )     (44.9   )
leases
Changes in current
liabilities              (31.7   )     (75.6   )     12.6           (12.8   )
related to capital
expenditures
Capital                  $ 667.0      $ 487.6      $ 1,402.0      $ 987.0 
expenditures^4
                                                                             
Property and
equipment                21.1    %     24.0    %     20.6      %     22.1    %
additions as % of
revenue
                                                                             

_________________________________
^1        Except as otherwise indicated, the amounts reported in the table
             include the named entity and its subsidiaries.
             Debt amounts for UPC Holding and Telenet include senior secured
^2           notes issued by special purpose entities that are consolidated by
             each.
             The Virgin Media borrowing group includes certain subsidiaries of
             Virgin Media Inc. ("Virgin Media"), but excludes Virgin Media.
             The cash and cash equivalents amount includes cash and cash
             equivalents held by the Virgin Media borrowing group, but
             excludes $128 million of cash and cash equivalents held by Virgin
^3           Media. This amount is included in the amount shown for Liberty
             Global and unrestricted subsidiaries. In addition, the $57
             million carrying value of the 6.5% convertible notes of Virgin
             Media is excluded from the debt of the Virgin Media borrowing
             group and included in the debt of Liberty Global and unrestricted
             subsidiaries.
             The capital expenditures that we report in our condensed
             consolidated statements of cash flows do not include amounts that
             are financed under vendor financing or capital lease
^4           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 share-based incentive
awards and (ii) cash payments for third-party costs directly associated with
successful and unsuccessful acquisitions and dispositions, less (a) capital
expenditures, as reported in our consolidated statements of cash flows, (b)
principal payments on vendor financing obligations and (c) principal payments
on capital leases (exclusive of the portions of the network lease in Belgium
and the duct leases in Germany that we assumed in connection with certain
acquisitions), 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 mobile
initiative and certain financing and other costs associated with the Virgin
Media acquisition. 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 statements of cash flows.
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            Six months ended
                     June 30,                      June 30,
                     2014          2013          2014          2013
                     in millions
Net cash
provided by
operating            $ 1,596.3       $ 796.9       $ 2,916.7       $ 1,348.6
activities of
our continuing
operations
Excess tax
benefits from        —               (0.8    )     —               0.5
share-based
compensation^5
Cash payments
for direct
acquisition          9.2             30.0          20.4            38.4
and
disposition
costs^6
Capital              (667.0    )     (487.6  )     (1,402.0  )     (987.0    )
expenditures
Principal
payments on
vendor               (177.1    )     (130.4  )     (397.9    )     (167.4    )
financing
obligations
Principal
payments on          (50.8     )     (5.1    )     (97.2     )     (8.2      )
certain
capital leases
FCF                  $ 710.6        $ 203.0      $ 1,040.0      $ 224.9   
                                                                             
FCF                  $ 710.6         $ 203.0       $ 1,040.0       $ 224.9
FCF deficit of       14.1            34.0          34.7            78.4
VTR Wireless
Virgin Media
acquisition          —              32.3         —              32.3      
adjustments^7
Adjusted FCF         $ 724.7        $ 269.3      $ 1,074.7      $ 335.6   
                                                                             

______________________________________
             Excess tax benefits from share-based compensation represent the
             excess of tax deductions over the related financial reporting
             share-based compensation expense. The hypothetical cash flows
^5        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.
^6           Represents costs paid during the period to third parties directly
             related to acquisitions and dispositions.
             Represents costs associated with the Virgin Media Acquisition
             consisting of (i) cash paid of $19.8 million during the period
             related to the pre-acquisition costs of the new Virgin Media
^7           capital structure and (ii) cash paid of $12.5 million during the
             period for withholding taxes associated with certain intercompany
             transactions completed in connection with the Virgin Media
             Acquisition.
             

Combined Free Cash Flow and Adjusted Free Cash Flow Information for Historical
Q2 and YTD 2013

The combined amounts presented below have been included in this release to
provide a means for comparison. The Liberty Global amounts presented below are
on a reported basis. The Virgin Media pre-acquisition amounts presented below
are on a reported basis for the period from January 1, 2013 to June 7, 2013,
as adjusted to conform to the FCF and Adjusted FCF definitions of Liberty
Global as set forth earlier. The Virgin Media pre-acquisition amounts have
been converted into U.S. dollars at the average GBP/USD foreign exchange rate
for the pre-acquisition period in 2013 as applicable. The combined Liberty
Global/Virgin Media results have not been prepared with a view towards
complying with Article 11 of Regulation S-X. In addition, the combined Liberty
Global/Virgin Media results are not necessarily indicative of the FCF and
Adjusted FCF that would have occurred if the Liberty Global/Virgin Media
transaction had occurred on the dates assumed for purposes of calculating the
combined results, or the FCF and Adjusted FCF that will occur in the future.
The below FCF and Adjusted FCF table should be read in conjunction with the
information included in the footnotes to the tables on page 17.

                                   
                                       Three months ended
                                       June 30, 2013
                                                   Virgin      
                                       Liberty       Media Pre-
                                       Global        acquisition   Combined
                                      in millions
Net cash provided by operating
activities of our continuing           $ 796.9       $   433.8     $ 1,230.7
operations
Excess tax benefits from               (0.8    )     —             (0.8      )
share-based compensation
Cash payments for direct
acquisition and disposition            30.0          76.7          106.7
costs
Capital expenditures                   (487.6  )     (213.9    )   (701.5    )
Principal payments on vendor           (130.4  )     —             (130.4    )
financing obligations
Principal payments on certain          (5.1    )     (34.4     )   (39.5     )
capital leases
FCF                                    $ 203.0      $   262.2    $ 465.2   
                                                                             
FCF                                    $ 203.0       $   262.2     $ 465.2
FCF deficit of VTR Wireless            34.0          —             34.0
Virgin Media acquisition               32.3         —            32.3      
adjustments
Adjusted FCF                           $ 269.3      $   262.2    $ 531.5   
                                                                             


                                Six months ended
                                   June 30, 2013
                                                 Virgin       
                                   Liberty         Media Pre-
                                   Global          acquisition     Combined
                             in millions
Net cash provided by
operating activities of our        $ 1,348.6       $   906.1       $ 2,254.7
continuing operations
Excess tax benefits from           0.5             —               0.5
share-based compensation
Cash payments for direct
acquisition and disposition        38.4            80.0            118.4
costs
Capital expenditures               (987.0    )     (483.1    )     (1,470.1  )
Principal payments on vendor       (167.4    )     —               (167.4    )
financing obligations
Principal payments on              (8.2      )     (69.4     )     (77.6     )
certain capital leases
FCF                                $ 224.9        $   433.6      $ 658.5   
                                                                             
FCF                                $ 224.9         $   433.6       $ 658.5
FCF deficit of VTR Wireless        78.4            —               78.4
Virgin Media acquisition           32.3           —              32.3      
adjustments
Adjusted FCF                       $ 335.6        $   433.6      $ 769.2   
                                                                             

Combined Revenue, Property & Equipment Additions and OCF for Historical Q2 and
YTD 2013

The combined amounts presented below have been included in this release to
provide a means for comparison. The Liberty Global amounts presented below are
on a reported basis. The Virgin Media pre-acquisition amounts presented below
are on a reported basis for the period from January 1, 2013 to June 7, 2013.
The Virgin Media pre-acquisition amounts have been converted into U.S. dollars
at the average GBP/USD foreign exchange rate for the pre-acquisition period in
2013 as applicable. The combined Liberty Global/Virgin Media results have not
been prepared with a view towards complying with Article 11 of Regulation S-X.

                              
                                  Three months ended
                                  June 30, 2013
                                                Virgin Media  
                                  Liberty         Pre-
                                  Global        acquisition    Combined
                                  in millions
                                                                             
Revenue                           $ 3,057.8      $  1,174.6      $ 4,232.4 
                                                                             
OCF                               $ 1,440.1       $  480.4         $ 1,920.5
Share-based compensation          (93.4     )     (17.7      )     (111.1    )
Depreciation and                  (855.8    )     (280.8     )     (1,136.6  )
amortization
Impairment, restructuring         (45.8     )     (67.3      )     (113.1    )
and other
Operating Income                  $ 445.1        $  114.6        $ 559.7   
                                                                             
Property & Equipment              $ 735.3        $  256.9        $ 992.2   
Additions
                                                                             
OCF Margin                        47.1      %     40.9       %     45.4      %
Property & Equipment
Additions as a percentage         24.0      %     21.9       %     23.4      %
of Revenue
                                                                             

                               Six months ended
                                  June 30, 2013
                                                Virgin Media  
                                  Liberty         Pre-
                                  Global        acquisition    Combined
                                  in millions
                                                                             
Revenue                           $ 5,729.7      $  2,790.1      $ 8,519.8 
                                                                             
OCF                               $ 2,700.1       $  1,126.1       $ 3,826.2
Share-based compensation          (119.7    )     (33.8      )     (153.5    )
Depreciation and                  (1,540.4  )     (667.1     )     (2,207.5  )
amortization
Impairment, restructuring         (66.7     )     (78.5      )     (145.2    )
and other
Operating Income                  $ 973.3        $  346.7        $ 1,320.0 
                                                                             
Property & Equipment              $ 1,266.3      $  598.7        $ 1,865.0 
Additions
                                                                             
OCF Margin                        47.1      %     40.4       %     44.9      %
Property & Equipment
Additions as a percentage         22.1      %     21.5       %     21.9      %
of Revenue
                                                                             

ARPU per Customer Relationship

The following table provides ARPU per customer relationship^8 for the
indicated periods:

                                                           
                        Three months ended June 30,     %          FX-Neutral
                        2014           2013            Change     % Change^10
Liberty Global          $    50.09      $   40.74       23.0 %     18.6    %
Consolidated^9
European
Operations              €    35.95      €   29.62       21.4 %     20.8    %
Consolidated^9
U.K. (Virgin            £    49.95      £   48.66       2.7  %     2.7     %
Media)^9
Germany
(Unitymedia             €    21.36      €   20.24       5.5  %     5.5     %
KabelBW)
Belgium (Telenet)       €    50.83      €   48.06       5.8  %     5.8     %
Other Europe            €    30.09      €   28.87       4.2  %     4.4     %
VTR                     CLP  31,699     CLP 31,268      1.4  %     1.4     %
                                                                           

Mobile Statistics^11

The following tables provide ARPU per mobile subscriber^12 and mobile
subscribers^13 for the indicated periods:

                    
                        ARPU per Mobile Subscriber
                        Three months ended June 30,   %        FX-Neutral
                        2014            2013          Change     % Change^10
Liberty Global
Consolidated:^9
Including
interconnect            $   26.68         $  26.58      0.4  %     (5.0    )%
revenue
Excluding
interconnect            $   21.68         $  20.30      6.8  %     1.0     %
revenue
                                                                           

                            
                                Mobile Subscribers
                                June 30, 2014   March 31, 2014   Change
European Operations:
U.K. (Virgin Media)             3,041,300         2,998,500          42,800
Germany (Unitymedia             276,400           255,300            21,100
KabelBW)
Belgium (Telenet)               820,800           779,800            41,000
The Netherlands                 2,500             3,500              (1,000  )
Switzerland                     500              —                 500     
Total Western Europe            4,141,500        4,037,100         104,400 
Poland                          13,300            14,600             (1,300  )
Hungary                         9,300            8,500             800     
Total CEE                       22,600           23,100            (500    )
Total European Operations       4,164,100         4,060,200          103,900
Chile (VTR Wireless)            89,700           83,000            6,700   
Grand Total                     4,253,800        4,143,200         110,600 
                                                                             

_________________________________
              Average Revenue Per Unit (“ARPU”) 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, interconnect and
              mobile services revenue) for the indicated period, by the
^8         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
              Liberty Global Consolidated, the European Operations Division
              and Other Europe are not adjusted for currency impacts
              The Liberty Global consolidated and Virgin Media ARPU
^9            calculations for the 2013 period only include Virgin Media
              results for the 23-day post-acquisition stub period.
              The FX-neutral change represents the percentage change on a
              year-over-year basis adjusted for FX impacts and is calculated
^10           by adjusting the prior year figures to reflect translation at
              the foreign currency rates used to translate the current year
              amounts.
^11           Please see page 7 for the definition of mobile subscriber.
              Our ARPU per mobile subscriber calculation that excludes
              interconnect revenue refers to the average monthly mobile
              subscription revenue per average mobile subscribers in service
              and is calculated by dividing the average monthly mobile
              subscription revenue (excluding activation, handset fees and
^12           late fees) for the indicated period, by the average of the
              opening and closing balances of mobile subscribers in service
              for the period. Our ARPU per mobile subscriber calculation
              that includes interconnect revenue increases the numerator in
              the above-described calculation by the amount of mobile
              interconnect revenue during the period.
              With the exception of the U.K. and Chile, all of our mobile
              subscribers receive mobile services pursuant to postpaid
              contracts. As of June 30, 2014 and March 31, 2014, the mobile
^13           subscriber count in the U.K. included 1,021,000 and 1,040,800
              prepaid mobile subscribers, respectively, and the mobile
              subscriber count in Chile included 24,500 and 29,200 prepaid
              mobile subscribers, respectively.
                                                                             

RGUs, Customers and Bundling

The following table provides information on the breakdown of our RGUs and
customer base and highlights our customer bundling metrics at June30, 2014,
March 31, 2014 and June 30, 2013:

                June 30,      March 31,     June 30,      Q2’14 /   Q2’14 /
                                                                Q1’14       Q2’13
                   2014           2014           2013           (%          (%
                                                                Change)     Change)
Total RGUs
Total Video        21,658,200     21,727,400     21,877,900     (0.3 %)     (1.0 %)
RGUs
Total
Broadband          14,822,300     14,611,800     13,881,600     1.4  %      6.8  %
Internet
RGUs
Total
Telephony          12,424,900     12,298,100     11,772,100     1.0  %      5.5  %
RGUs
Liberty
Global             48,905,400     48,637,300     47,531,600     0.6  %      2.9  %
Consolidated
                                                                                 
Total
Customers
European
Operations         22,970,500     23,018,600     23,019,000     (0.2 %)     (0.2 %)
Division
VTR                1,224,700      1,210,300      1,182,900      1.2  %      3.5  %
Puerto Rico        275,700        275,300        272,100        0.1  %      1.3  %
Liberty
Global             24,470,900     24,504,200     24,474,000     (0.1 %)     —
Consolidated
                                                                                 
Total
Single-Play        10,291,200     10,468,700     10,954,400     (1.7 %)     (6.1 %)
Customers
Total
Double-Play        3,925,000      3,937,900      3,981,600      (0.3 %)     (1.4 %)
Customers
Total
Triple-Play        10,254,700     10,097,600     9,538,000      1.6  %      7.5  %
Customers
                                                                                 
%
Double-Play
Customers
European
Operations         15.7       %   15.7       %   15.9       %   —           (1.3 %)
Division
VTR                21.1       %   21.2       %   20.9       %   (0.5 %)     1.0  %
Liberty
Global             16.0       %   16.1       %   16.3       %   (0.6 %)     (1.8 %)
Consolidated
                                                                                 
%
Triple-Play
Customers
European
Operations         41.6       %   40.9       %   38.7       %   1.7  %      7.5  %
Division
VTR                47.1       %   46.7       %   46.5       %   0.9  %      1.3  %
Liberty
Global             41.9       %   41.2       %   39.0       %   1.7  %      7.4  %
Consolidated
                                                                                 
RGUs per
Customer
Relationship
European
Operations         1.99           1.98           1.93           0.5  %      3.1  %
Division
VTR                2.15           2.15           2.14           —           0.5  %
Liberty
Global             2.00           1.98           1.94           1.0  %      3.1  %
Consolidated
                                                                                 

                   
                       Consolidated Operating Data — June 30, 2014
                                                                                        Video                                                                                                           
                       Homes            Two-way          Customer              Total            Analog Cable        Digital Cable       DTH                 MMDS                Total            Internet            Telephony
                       Passed^(1)       Homes            Relationships^(3)     RGUs^(4)         Subscribers^(5)   Subscribers^(6)   Subscribers^(7)   Subscribers^(8)   Video            Subscribers^(9)     Subscribers^(10)
                                        Passed^(2)
European
Operations                                                                                                 
Division:
U.K.                   12,539,700       12,539,700       4,912,900             12,294,300       —                   3,733,700           —                   —                   3,733,700        4,415,500           4,145,100
Germany                12,658,700       12,321,600       7,098,800             11,949,200       4,327,400           2,257,500           —                   —                   6,584,900        2,742,900           2,621,400
Belgium                2,905,000        2,905,000        2,076,600             4,676,800        548,300             1,528,300           —                   —                   2,076,600        1,492,900           1,107,300
The                    2,843,700        2,830,700        1,605,700             3,697,500        483,600             1,119,900           —                   —                   1,603,500        1,098,400           995,600
Netherlands^(11)
Switzerland^(11)       2,155,800        2,154,000        1,454,600             2,581,800        732,200             683,100             —                   —                   1,415,300        700,500             466,000
Austria                1,340,200        1,340,200        648,500               1,330,000        168,100             355,000             —                   —                   523,100          447,000             359,900
Ireland                856,200         751,700         523,900              1,091,600       44,500             336,700            —                  33,600             414,800         352,300            324,500
Total Western          35,299,300      34,842,900      18,321,000           37,621,200      6,304,100          10,014,200         —                  33,600             16,351,900      11,249,500         10,019,800
Europe
Poland                 2,734,300        2,643,000        1,436,600             2,706,300        326,400             886,800             —                   —                   1,213,200        958,100             535,000
Hungary                1,545,300        1,529,800        1,059,700             1,911,200        240,300             395,700             269,200             —                   905,200          535,300             470,700
Romania                2,301,800        2,136,000        1,158,100             1,862,300        329,300             514,800             306,600             —                   1,150,700        406,700             304,900
Czech Republic         1,364,500        1,262,800        713,500               1,176,700        85,600              372,300             104,400             —                   562,300          440,400             174,000
Slovakia               503,400         480,700         281,600              428,000         48,700             137,000            65,300             600                251,600         111,900            64,500
Total CEE              8,449,300       8,052,300       4,649,500            8,084,500       1,030,300          2,306,600          745,500            600                4,083,000       2,452,400          1,549,100
Total Europe           43,748,600       42,895,200       22,970,500            45,705,700       7,334,400           12,320,800          745,500             34,200              20,434,900       13,701,900          11,568,900
                                                                                                                                                                                                                     
Chile                  2,948,200        2,427,700        1,224,700             2,637,800        122,200             885,700             —                   —                   1,007,900        921,000             708,900
Puerto Rico            704,800         704,800         275,700              561,900         —                  215,400            —                  —                  215,400         199,400            147,100
                                                                                                                                                                                                                     
Grand Total            47,401,600      46,027,700      24,470,900           48,905,400      7,456,600          13,421,900         745,500            34,200             21,658,200      14,822,300         12,424,900
                                                                                                                                                                                                                     

<td class="bwpadl0 bwnowrap bwpadr0 bwv*Story too large*
                   
                       Subscriber Variance Table - June 30, 2014 vs. March 31, 2014
                                                                                 Video                                                                                                        
                       Homes          Two-way        Customer              Total         Analog Cable        Digital Cable       DTH                 MMDS                Total         Internet            Telephony
                       Passed^(1)     Homes          Relationships^(3)     RGUs^(4)      Subscribers^(5)   Subscribers^(6)   Subscribers^(7)   Subscribers^(8)   Video         Subscribers^(9)     Subscribers^(10)
                                      Passed^(2)
European
Operations
Division:
U.K.                   (32,300  )     (32,300  )     (16,800     )         (17,000 )     —                   (14,900    )        —                   —                   (14,900 )     (300       )        (1,800      )
Germany                18,800         10,400         18,000                123,900       (10,300     )       10,400              —                   —                   100           81,700              42,100
Belgium                5,600          5,600          (5,800      )         25,100        (25,000     )       19,200              —                   —                   (5,800  )    12,000              18,900
The                    2,900          3,300          (11,900     )         7,300         (17,800     )       5,900               —                   —                   (11,900 )     13,400              5,800
Netherlands^(11)
Switzerland^(11)       2,600          269,800        (4,800      )         21,700        (15,300     )       8,900               —                   —                   (6,400  )     25,100              3,000
Austria                3,300          3,300          (2,100      )         9,200         (15,700     )       13,100              —                   —                   (2,600  )     6,600               5,200
Ireland                (1,700   )     1,100         (6,700      )         7,600        (3,300      )       (2,300     )        —                  (2,300     )        (7,900  )     4,000              11,500      
Total Western          (800     )     261,200       (30,100     )         177,800      (87,400     )       40,300             —                  (2,300     )        (49,400 )     142,500            84,700      
Europe
Poland                 9,300          13,000         5,600                 24,300        (26,900     )       18,600              —                   —                   (8,300  )     24,600              8,000
Hungary                3,300          3,200          4,700                 22,000        (6,000      )       7,700               2,400               —                   4,100         7,100               10,800
Romania                20,600         39,100         (21,400     )         100           (21,100     )       21,700              (22,600    )        —                   (22,000 )     11,700              10,400
Czech Republic         3,600          3,600          (4,500      )         (5,200  )     1,900               (3,900     )        1,400               —                   (600    )     (600       )        (4,000      )
Slovakia               600           700           (2,400      )         (1,000  )     (5,900      )       3,100              (500       )        —                  (3,300  )     1,200              1,100       
Total CEE              37,400        59,600        (18,000     )         40,200       (58,000     )       47,200             (19,300    )        —                  (30,100 )     44,000             26,300      
Total Europe           36,600         320,800        (48,100     )         218,000       (145,400    )       87,500              (19,300    )        (2,300     )        (79,500 )     186,500             111,000
                                                                                                                                                                                                                       
Chile                  15,000         15,400         14,400                41,200        (5,700

[TRUNCATED]
 
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