UPC Holding BV (“UPC Holding”), UPCB Finance IV Limited (“UPCB IV”) and UPCB Finance VII Limited (“UPCB VII”) announce agreement to sell certain assets to Vodafone Group plc (“Vodafone”).

LONDON--()--UPC Holding BV (together with its subsidiaries, the “UPC Group”), today announces that its parent, Liberty Global plc (“Liberty Global”), and Vodafone have entered into a definitive agreement (the “Acquisition Agreement”) for the acquisition by Vodafone of the UPC Group’s operations in Hungary, Romania and the Czech Republic, together with certain other businesses owned by Liberty Global (the “Proposed Acquisition”).

UPC Holding has outstanding the following debt securities listed on the Irish Stock Exchange:

  • $550,000,000 original aggregate principal amount of 5.500% Senior Notes due 2028 (Rule 144A CUSIP: 90320LAG2; ISIN: US90320LAG23; Regulation S CUSIP: N9T41QAG3; ISIN: USN9T41QAG33) (the “2028 Senior Notes”); and
  • €635,000,000 original aggregate principal amount of 3.875% Senior Notes due 2029 (Rule 144A common code: 162996983; ISIN: XS1629969830; Regulation S common code: 162996932; ISIN: XS1629969327) (the “2029 Senior Notes”, together with the 2028 Senior Notes, the “Senior Notes”).

UPCB IV has outstanding the following debt securities listed on the Irish Stock Exchange:

  • €600,000,000 original aggregate principal amount of 4.000% Senior Secured Notes due 2027 (Rule 144A common code: 111729808; ISIN: XS1117298080; Regulation S common code: 111729760; ISIN: XS1117297603) (the “2027 Senior Secured Notes”); and
  • $1,140,000,000 original aggregate principal amount of 5.375% Senior Notes due 2025 (Rule 144A CUSIP: US90320MAA3; ISIN: US90320MAA36; Regulation S CUSIP: G9300MAA0; ISIN: USG9300MAA02) (the “2025 Senior Secured Notes”).

UPCB VII has outstanding the following debt securities listed on the Irish Stock Exchange:

  • €600,000,000 original aggregate principal amount of 3.625% Senior Secured Notes due 2029 (Rule 144A common code: 163425319; ISIN: XS1634253196; Regulation S common code: 163425262; ISIN: XS1634252628) (the “2029 Senior Secured Notes”, together with the 2027 Senior Secured Notes, the 2028 Senior Notes and the 2029 Senior Notes, the “Notes”).

The Proposed Acquisition will be notifiable to the European Commission for regulatory approval, which is expected to occur in the mid 2019. There is no guarantee that the Proposed Acquisition will be consummated.

Further details regarding the Proposed Acquisition are set forth in Liberty Global’s announcement, dated today, which is available on Liberty Global’s web site (www.libertyglobal.com).

This communication is for information purposes only and does not constitute or form part of, and should not be construed as, an offer to sell or the solicitation of an offer to buy, or of consents under, any securities (including the Notes) in any jurisdiction, including the United States or an inducement to enter into investment activity.

Disclosure of inside information by UPC Holding, UPCB IV and UPCB VII under Article 17(1) of Regulation (EU) 596/2014.

UPC Holding:
The Directors
UPC Holding B.V.
Boeingavenue 53
1119 PE Schiphol-Rijk
The Netherlands
Facsimile No.: +31 20 778 9841

UPCB IV:
The Directors
UPCB Finance IV Limited
PO Box 1093, Boundary Hall
Cricket Square
Grand Cayman, KY1-1102
Cayman Islands
Facsimile No.: +1 345 945 7100

UPCB VII:
The Directors
UPCB Finance VII Limited
PO Box 1093, Boundary Hall
Cricket Square
Grand Cayman, KY1-1102
Cayman Islands
Facsimile No.: +1 345 945 7100

Issued by: UPC Holding, UPCB IV and UPCB VII

About UPC Group

The UPC Group provides market-leading triple- and quad-play services through next-generation networks and innovative technology platforms across seven countries that connected 6.8 million customers subscribing to 13.3 million television, internet and fixed-line telephony services as of December 31, 2017. In addition, the UPC Group served 271,000 mobile subscribers at December 31, 2017.

This announcement is not directed at, or intended for distribution to or use by any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution or use would be contrary to law or regulation or which would require any registration or licensing.

The securities of UPC Holding, UPCB IV and UPCB VII have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or jurisdiction of the United States, and may not be offered, sold, resold or otherwise transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities law of any state or other jurisdiction of the United States.

This announcement contains or, incorporates by reference, “forward-looking statements.” These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “projects,” “expects,” “intends,” “aims,” “plans,” “predicts,” “may,” “will,” “seeks,” “could,” “would,” “shall” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and include statements regarding the intentions, beliefs or current expectations of the UPC Group concerning, among other things, the Proposed Acquisition and UPC Group’s results of operations, financial condition, prospects, growth, strategies and the industries in which the UPC Group operates.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future or are beyond the UPC Group’s control. Forward-looking statements are not guarantees of future performance and are based on one or more assumptions relating to the UPC Group’s actual results of operations and financial condition and the development of the industries in which the UPC Group operates may differ materially from those suggested by the forward-looking statements contained in, or incorporated by reference into, in this announcement. In addition, even if the UPC Group’s actual results of operations, financial condition and the development of the industries in which the UPC Group operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in subsequent periods.

The forward-looking statements contained in, or incorporated by reference into, this announcement speak only as of the date of this announcement. The UPC Group expressly disclaims any obligations or undertaking to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by applicable law.

Contacts

Liberty Global plc
Investor Relations
John Rea
+1 303 220 4238

UPC Holding BV