Liberty Global Ltd. [LBTYA] Filings

10-Q 1 lbtya-20240630.htm 10-Q lbtya-20240630

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q


☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	June 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from to

Commission file number 001-35961

Liberty Global Ltd.

(Exact name of Registrant as specified in its charter)


Bermuda						98-1750381
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda

(Address of Principal Executive Office)

Registrant’s telephone number, including area code: +1.303.220.6600

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered

Class A common shares	LBTYA	Nasdaq Global Select Market
Class B common shares	LBTYB	Nasdaq Global Select Market
Class C common shares	LBTYK	Nasdaq Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer þ Accelerated Filer ¨ Non-Accelerated Filer ¨

Smaller Reporting Company ☐ Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes ☐ No þ

The number of outstanding common shares of Liberty Global Ltd. as of July 18, 2024 was: 172,675,438 class A common shares, 12,988,658 class B common shares and 179,780,765 class C common shares.

LIBERTY GLOBAL LTD.

TABLE OF CONTENTS


		Page Number
	PART I — FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS
	Condensed Consolidated Balance Sheets as of June 30 , 2024 and December 31, 2023 (unaudited)	1
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30 , 2024 and 2023 (unaudited)	3
	Condensed Consolidated Statements of Comprehensive E arnin gs (Loss ) for the Three and Six Months Ended June 30 , 2024 and 2023 (unaudited)	4
	Condensed Consolidated Statements of Equity for the Three and Six Months Ended June 30 , 2024 and 2023 (unaudited)	5
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2024 and 2023 (unaudited)	7
	Notes to Condensed Consolidated Financial Statements (unaudited)	9
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	48
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	77
ITEM 4.	CONTROLS AND PROCEDURES	80
	PART II — OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	81
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	81
ITEM 5.	OTHER INFORMATION	81
ITEM 6.	EXHIBITS	82

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)


	June 30, 2024		December 31, 2023
	in millions
ASSETS
Current assets:
Cash and cash equivalents	$	2,011.3	$	1,415.9
Trade receivables, net (note 3)	858.8		870.1
Short-term investments (measured at fair value on a recurring basis) (note 4)	1,204.5		1,990.5
Derivative instruments (note 5)	591.1		518.1



Other current assets (notes 3 and 4)	721.9		847.0
Total current assets	5,387.6		5,641.6
Investments and related notes receivable (including $3,465.0 million and $3,408.5 million, respectively, measured at fair value on a recurring basis) (note 4)	13,260.0		13,396.1
Property and equipment, net (notes 7 and 9)	7,083.9		7,360.2
Goodwill (note 7)	9,770.0		10,477.0
Intangible assets subject to amortization, net (note 7)	1,797.7		2,053.6
Operating lease right-of-use (ROU) assets (note 9)	2,215.9		1,761.8



Other assets, net (notes 3 and 5)	1,323.2		1,397.6
Total assets	$	40,838.3	$	42,087.9

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS — (Continued)

(unaudited)


	June 30, 2024		December 31, 2023
	in millions
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	514.9	$	689.8
Deferred revenue (note 3)	292.5		249.2
Derivative instruments (note 5)	419.6		426.8
Current portion of debt and finance lease obligations (notes 8 and 9)	771.4		806.8
Accrued capital expenditures	275.9		229.5
Accrued income taxes	177.5		263.9


Other accrued and current liabilities (note 9)	1,578.6		1,666.8
Total current liabilities	4,030.4		4,332.8
Long-term debt and finance lease obligations (notes 8 and 9)	14,740.8		14,959.1


Long-term operating lease liabilities (note 9)	1,892.7		1,652.1
Other long-term liabilities (notes 3 and 5)	1,857.6		2,136.5
Total liabilities	22,521.5		23,080.5

Commitments and contingencies (notes 5, 8, 9, 10 and 14)

Equity (note 11):
Liberty Global shareholders:
Class A common shares, $0.01 nominal value. Issued and outstanding 172,674,174 and 171,463,760 shares, respectively	1.7		1.7
Class B common shares, $0.01 nominal value. Issued and outstanding 12,988,658 and 12,988,658 shares, respectively	0.1		0.1
Class C common shares, $0.01 nominal value. Issued and outstanding 181,568,240 and 198,153,613 shares, respectively	1.9		2.0
Additional paid-in capital	1,054.9		1,322.6
Accumulated earnings	16,344.1		15,566.0
Accumulated other comprehensive earnings, net of taxes	944.9		2,170.3
Treasury shares, at cost	(0.1)		(0.1)
Total Liberty Global shareholders	18,347.5		19,062.6
Noncontrolling interests	(30.7)		(55.2)
Total equity	18,316.8		19,007.4
Total liabilities and equity	$	40,838.3	$	42,087.9

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions, except per share amounts

Revenue (notes 3, 4 and 15)	$	1,873.7	$	1,848.0	$	3,818.8	$	3,716.4
Operating costs and expenses (exclusive of depreciation and amortization, shown separately below):
Programming and other direct costs of services (note 9)	589.6		583.8		1,261.7		1,154.5
Other operating (notes 9 and 12)	292.1		296.5		600.7		598.1
Selling, general and administrative (SG&A) (notes 9 and 12)	436.8		442.1		864.4		857.5
Depreciation and amortization	531.4		570.9		1,012.1		1,097.8
Impairment, restructuring and other operating items, net (note 9)	4.7		3.9		38.2		20.3
	1,854.6		1,897.2		3,777.1		3,728.2
Operating income (loss)	19.1		(49.2)		41.7		(11.8)
Non-operating income (expense):
Interest expense	(251.5)		(213.7)		(505.0)		(414.6)
Realized and unrealized gains on derivative instruments, net (note 5)	68.5		51.1		633.8		16.7
Foreign currency transaction gains (losses), net	228.9		56.4		298.0		(246.5)
Realized and unrealized gains (losses) due to changes in fair values of certain investments, net (notes 4 and 6)	(30.1)		(410.8)		84.8		(416.3)

Share of results of affiliates, net (note 4)	(25.6)		138.3		(33.6)		(100.3)




Gain on sale of All3Media (note 4)	242.9		—		242.9		—
Other income, net	83.7		75.8		127.2		119.7
	316.8		(302.9)		848.1		(1,041.3)
Earnings (loss) before income taxes	335.9		(352.1)		889.8		(1,053.1)
Income tax expense (note 10)	(60.7)		(159.2)		(87.6)		(171.7)





Net earnings (loss)	275.2		(511.3)		802.2		(1,224.8)
Net loss (earnings) attributable to noncontrolling interests	(7.1)		11.7		(24.1)		3.8
Net earnings (loss) attributable to Liberty Global shareholders	$	268.1	$	(499.6)	$	778.1	$	(1,221.0)

Basic earnings (loss) attributable to Liberty Global shareholders per share (note 13)	$	0.72	$	(1.13)	$	2.08	$	(2.73)



Diluted earnings (loss) attributable to Liberty Global shareholders per share (note 13)	$	0.71	$	(1.13)	$	2.04	$	(2.73)

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS)

(unaudited)


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions

Net earnings (loss)	$	275.2	$	(511.3)	$	802.2	$	(1,224.8)
Other comprehensive earnings (loss), net of taxes:

Foreign currency translation adjustments	(197.9)		494.0		(1,237.2)		1,195.3
Reclassification adjustments included in net earnings (loss)	(0.4)		(0.4)		(1.7)		(0.6)
Pension-related adjustments and other	(0.2)		(3.4)		14.0		(6.9)


Other comprehensive earnings (loss)	(198.5)		490.2		(1,224.9)		1,187.8
Comprehensive earnings (loss)	76.7		(21.1)		(422.7)		(37.0)
Comprehensive loss (earnings) attributable to noncontrolling interests	(7.0)		11.6		(24.6)		3.2
Comprehensive earnings (loss) attributable to Liberty Global shareholders	$	69.7	$	(9.5)	$	(447.3)	$	(33.8)

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(unaudited)


	Liberty Global shareholders																Non-controlling interests		Total equity
	Common shares						Additional paid-in capital		Accumulated earnings		Accumulated other comprehensive earnings, net of taxes		Treasury shares, at cost		Total Liberty Global shareholders
	Class A		Class B		Class C
	in millions

Balance at January 1, 2023	$	1.8	$	0.1	$	2.7	$	2,300.8	$	19,617.7	$	513.4	$	(0.1)	$	22,436.4	$	137.0	$	22,573.4
Net loss	—		—		—		—		(721.4)		—		—		(721.4)		7.9		(713.5)
Other comprehensive earnings, net of taxes	—		—		—		—		—		697.1		—		697.1		0.5		697.6
Repurchases and cancellations of Liberty Global common shares (note 11)	—		—		(0.1)		(236.7)		—		—		—		(236.8)		—		(236.8)
Share-based compensation (note 12)	—		—		—		34.9		—		—		—		34.9		—		34.9

Adjustments due to changes in subsidiaries’ equity and other, net	—		—		—		12.2		—		—		—		12.2		1.7		13.9
Balance at March 31, 2023	1.8		0.1		2.6		2,111.2		18,896.3		1,210.5		(0.1)		22,222.4		147.1		22,369.5
Net loss	—		—		—		—		(499.6)		—		—		(499.6)		(11.7)		(511.3)
Other comprehensive earnings, net of taxes	—		—		—		—		—		490.1		—		490.1		0.1		490.2
Repurchases and cancellations of Liberty Global common shares (note 11)	—		—		(0.1)		(388.6)		—		—		—		(388.7)		—		(388.7)
Share-based compensation (note 12)	—		—		—		61.9		—		—		—		61.9		—		61.9
Dividend distributions by subsidiaries to non-controlling interest owners	—		—		—		—		—		—		—		—		(47.3)		(47.3)
Adjustments due to changes in subsidiaries’ equity and other, net	—		—		—		(29.9)		—		—		—		(29.9)		(3.7)		(33.6)
Balance at June 30, 2023	$	1.8	$	0.1	$	2.5	$	1,754.6	$	18,396.7	$	1,700.6	$	(0.1)	$	21,856.2	$	84.5	$	21,940.7

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY — (Continued)

(unaudited)


	Liberty Global shareholders																Non-controlling interests		Total equity
	Common shares						Additional paid-in capital		Accumulated earnings		Accumulated other comprehensive earnings, net of taxes		Treasury shares, at cost		Total Liberty Global shareholders
	Class A		Class B		Class C
	in millions

Balance at January 1, 2024	$	1.7	$	0.1	$	2.0	$	1,322.6	$	15,566.0	$	2,170.3	$	(0.1)	$	19,062.6	$	(55.2)	$	19,007.4
Net earnings	—		—		—		—		510.0		—		—		510.0		17.0		527.0
Other comprehensive loss, net of taxes	—		—		—		—		—		(1,027.0)		—		(1,027.0)		0.6		(1,026.4)
Repurchases and cancellations of Liberty Global common shares (note 11)	—		—		(0.1)		(170.4)		—		—		—		(170.5)		—		(170.5)
Share-based compensation (note 12)	—		—		—		35.4		—		—		—		35.4		—		35.4

Adjustments due to changes in subsidiaries’ equity and other, net	—		—		—		18.6		—		—		—		18.6		(0.1)		18.5
Balance at March 31, 2024	1.7		0.1		1.9		1,206.2		16,076.0		1,143.3		(0.1)		18,429.1		(37.7)		18,391.4
Net earnings	—		—		—		—		268.1		—		—		268.1		7.1		275.2
Other comprehensive loss, net of taxes	—		—		—		—		—		(198.4)		—		(198.4)		(0.1)		(198.5)
Repurchases and cancellations of Liberty Global common shares (note 11)	—		—		—		(167.4)		—		—		—		(167.4)		—		(167.4)
Share-based compensation (note 12)	—		—		—		46.1		—		—		—		46.1		—		46.1


Adjustments due to changes in subsidiaries’ equity and other, net	—		—		—		(30.0)		—		—		—		(30.0)		—		(30.0)
Balance at June 30, 2024	$	1.7	$	0.1	$	1.9	$	1,054.9	$	16,344.1	$	944.9	$	(0.1)	$	18,347.5	$	(30.7)	$	18,316.8

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)


	Six months ended June 30,
	2024		2023
	in millions

Cash flows from operating activities:
Net earnings (loss)	$	802.2	$	(1,224.8)


Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Share-based compensation expense	94.1		119.6
Depreciation and amortization	1,012.1		1,097.8
Impairment, restructuring and other operating items, net	38.2		20.3
Amortization of deferred financing costs and non-cash interest	35.0		32.3
Realized and unrealized gains on derivative instruments, net	(633.8)		(16.7)
Foreign currency transaction losses (gains), net	(298.0)		246.5
Realized and unrealized losses (gains) due to changes in fair values of certain investments, net	(84.8)		416.3

Gain on sale of All3Media	(242.9)		—
Share of results of affiliates, net	33.6		100.3
Deferred income tax expense	12.6		87.6




Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions	23.5		120.4






Net cash provided by operating activities	791.8		999.6

Cash flows from investing activities:
Cash received from the sale of investments	2,319.0		4,282.9
Cash paid for investments	(1,756.3)		(5,383.6)
Capital expenditures, net	(640.1)		(688.4)
Cash received in connection with the sale of All3Media	411.7		—
Cash paid in connection with acquisitions, net of cash acquired	(8.1)		(94.6)
Dividend distributions received from the VMO2 JV	—		403.5


Other investing activities, net	(15.5)		(6.1)


Net cash provided (used) by investing activities	$	310.7	$	(1,486.3)

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS — (Continued)

(unaudited)


	Six months ended June 30,
	2024		2023
	in millions












































Cash flows from financing activities:
Borrowings of debt	$	3.1	$	1,221.1
Operating-related vendor financing additions	324.4		276.7
Repayments and repurchases of debt and finance lease obligations:
Debt (excluding vendor financing)	(7.3)		(21.0)
Principal payments on operating-related vendor financing	(322.1)		(268.9)
Principal payments on capital-related vendor financing	(75.3)		(162.2)
Principal payments on finance leases	(5.6)		(6.5)

Repurchases of Liberty Global common shares	(346.5)		(608.3)

Net cash paid related to derivative instruments	(1.4)		(62.5)
Dividend distributions by subsidiaries to noncontrolling interest owners	—		(46.4)

Other financing activities, net	(42.6)		(27.0)


Net cash provided (used) by financing activities	(473.3)		295.0




Effect of exchange rate changes on cash and cash equivalents and restricted cash	(33.0)		31.1

Net increase (decrease) in cash and cash equivalents and restricted cash	596.2		(160.6)




Cash and cash equivalents and restricted cash:
Beginning of period	1,422.9		1,732.4
Net increase (decrease)	596.2		(160.6)
End of period	$	2,019.1	$	1,571.8

Cash paid for interest	$	468.1	$	428.8




Net cash paid for taxes	$	190.7	$	174.8




Details of end of period cash and cash equivalents and restricted cash:
Cash and cash equivalents	$	2,011.3	$	1,565.2
Restricted cash included in other current assets and other assets, net	7.8		6.6



Total cash and cash equivalents and restricted cash	$	2,019.1	$	1,571.8

The accompanying notes are an integral part of these condensed consolidated financial statements.

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements

June 30, 2024

(unaudited)

(1) Basis of Presentation

Liberty Global Ltd. (Liberty Global) is an international provider of broadband internet, video, fixed-line telephony and mobile communications services to residential customers and businesses in Europe.

As a result of a series of mergers that were completed on June 7, 2013, Liberty Global plc became the publicly-held parent company of the successors by merger of Liberty Global, Inc. (the predecessor to Liberty Global plc) and Virgin Media Inc. (Virgin Media). On November 23, 2023, Liberty Global plc completed a statutory scheme of arrangement, pursuant to which a new Bermudan company, Liberty Global Ltd., became the sole shareholder of Liberty Global plc and the parent entity of the entire group of Liberty Global companies (the Redomiciliation). The Redomiciliation resulted in the Liberty Global group parent company changing its jurisdiction of incorporation from England and Wales to Bermuda. In these notes, except where context dictates otherwise, the terms “we”, “our”, “our company” and “us” may refer, as the context requires, to Liberty Global (or its predecessors) or collectively to Liberty Global (or its predecessors) and its subsidiaries and any of its joint ventures.

Our businesses provide residential and business-to-business (B2B) communications services in (i) Switzerland, which we refer to as “Sunrise”, and Slovakia through certain wholly-owned subsidiaries that we collectively refer to as “Sunrise Holding”, (ii) Belgium and Luxembourg through certain wholly-owned subsidiaries that we collectively refer to as “Telenet” and (iii) Ireland through another wholly-owned subsidiary (VM Ireland). In addition, we own 50% noncontrolling interests in (a) a 50:50 joint venture (the VMO2 JV) with Telefónica SA (Telefónica), which provides residential and B2B communications services in the United Kingdom (U.K.), and (b) a 50:50 joint venture (the VodafoneZiggo JV) with Vodafone Group plc (Vodafone), which provides residential and B2B communications services in the Netherlands. We also own (1) a 50% noncontrolling voting interest in a joint venture (the AtlasEdge JV), which is a leading European Edge data center platform, and (2) a 25% noncontrolling interest in a joint venture (the nexfibre JV), which is constructing a new fiber network in the U.K. outside of the existing footprint of the VMO2 JV.

We have announced our intention to spin-off our operations at Sunrise and certain other Liberty Global subsidiaries (together, the Sunrise Entities), which is expected to close during the fourth quarter of 2024.

In October 2023, we completed the Telenet Takeover Bid (as defined and described in note 11), pursuant to which we increased our ownership interest in Telenet to 100%.

Our unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information required by GAAP or Securities and Exchange Commission rules and regulations for complete financial statements. In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations for the interim periods presented. The results of operations for any interim period are not necessarily indicative of results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with our 2023 consolidated financial statements and notes thereto included in our 2023 Annual Report on Form 10-K, as amended (our 10-K).

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used in accounting for, among other things, the valuation of acquisition-related assets and liabilities, allowances for uncollectible accounts, certain components of revenue, programming and copyright costs, deferred income taxes and related valuation allowances, loss contingencies, fair value measurements, impairment assessments, capitalization of internal costs associated with construction and installation activities, lease terms, useful lives of long-lived assets, share-based compensation and actuarial liabilities associated with certain benefit plans. Actual results could differ from those estimates.

Unless otherwise indicated, ownership percentages and convenience translations into United States (U.S.) dollars are calculated as of June 30, 2024.

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

(2) Recent Accounting Pronouncements

ASU 2023-09

In December 2023, the Financial Accounting Standards Board (the FASB) issued Accounting Standards Update (ASU) No. 2023-09, Improvements to Income Tax Disclosures (ASU 2023-09), which is intended to enhance the transparency of income tax matters within financial statements, providing stakeholders with a clearer understanding of tax positions and their associated risks and uncertainties. ASU 2023-09 requires public business entities to disclose, on an annual basis, specific categories in the rate reconciliation and provide additional information for reconciling items that meet a specific quantitative threshold. There is a further requirement that public business entities will need to disclose a tabular reconciliation, using both percentages and reporting currency amounts. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. We are currently evaluating the impact of ASU 2023-09 on our consolidated financial statements and disclosures.

ASU 2023-07

In November 2023, the FASB issued ASU No. 2023-07, Improvements to Reportable Segment Disclosures (ASU 2023-07), which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures regarding significant segment expenses. ASU 2023-07 requires public companies to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. ASU 2023-07 also requires a public entity to disclose, on an annual and interim basis for each reportable segment, an amount for other segment items and a description of its composition. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 and is required to be applied on a retrospective basis. We are currently evaluating the impact of ASU 2023-07 on our consolidated financial statements and disclosures.

ASU 2023-05

In August 2023, the FASB issued ASU No. 2023-05, Business Combinations — Joint Venture Formations: Recognition and Initial Measurement (ASU 2023-05), which outlines updates to the formation of entities that meet the definition of a joint venture as defined by the FASB. ASU 2023-05 requires a joint venture to measure its assets and liabilities at fair value upon formation. ASU 2023-05 is effective prospectively for joint venture formations with a formation date on or after January 1, 2025. We do not expect ASU 2023-05 to have a significant impact on our consolidated financial statements.

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

(3) Revenue Recognition and Related Costs

Contract Balances

The timing of our recognition of revenue may differ from the timing of invoicing our customers. We record a trade receivable when we have transferred goods or services to a customer but have not yet received payment. Our trade receivables are reported net of an allowance for doubtful accounts. Such allowance aggregated $52.5 million and $58.0 million at June 30, 2024 and December 31, 2023, respectively.

If we transfer goods or services to a customer but do not have an unconditional right to payment, we record a contract asset. Contract assets typically arise from the uniform recognition of introductory promotional discounts over the contract period and accrued revenue for handset sales. Our contract assets were $40.9 million and $45.8 million as of June 30, 2024 and December 31, 2023, respectively. The current and long-term portions of our contract asset balances are included within other current assets and other assets, net, respectively, on our condensed consolidated balance sheets.

We record deferred revenue when we receive payment prior to transferring goods or services to a customer. We primarily defer revenue for (i) installation and other upfront services and (ii) other services that are invoiced prior to when services are provided. Our deferred revenue balances were $301.0 million and $267.6 million as of June 30, 2024 and December 31, 2023, respectively. The increase in deferred revenue for the six months ended June 30, 2024 is primarily due to the net effect of (a) the impact of additions during the period and (b) the recognition of $192.0 million of revenue that was included in our deferred revenue balance at December 31, 2023. The long-term portions of our deferred revenue balances are included within other long-term liabilities on our condensed consolidated balance sheets.

Contract Costs

Our aggregate assets associated with incremental costs to obtain and fulfill our contracts were $83.7 million and $84.1 million at June 30, 2024 and December 31, 2023, respectively. The current and long-term portions of our assets related to contract costs are included within other current assets and other assets, net, respectively, on our condensed consolidated balance sheets. We amortized $20.6 million and $41.5 million during the three and six months ended June 30, 2024, respectively, and $20.1 million and $39.5 million during the three and six months ended June 30, 2023, respectively, to operating costs and expenses related to these assets.

Unsatisfied Performance Obligations

A large portion of our revenue is derived from customers who are not subject to contracts. Revenue from customers who are subject to contracts is generally recognized over the term of such contracts, which is typically 12 months for our residential service contracts, one to three years for our mobile service contracts and one to five years for our B2B service contracts.

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

(4) Investments

The details of our investments are set forth below:


Accounting Method	June 30, 2024		December 31, 2023		Ownership (a)
	in millions				%
Equity (b):
Long-term:
VMO2 JV	$	7,188.1	$	7,248.5	50.0
VodafoneZiggo JV (c)	1,974.6		2,055.4		50.0
AtlasEdge JV	312.0		250.8		48.3
Formula E Holdings Ltd (Formula E) (d)	110.0		99.1		37.5
nexfibre JV	77.5		55.9		25.0
All3Media Group (All3Media) (e)	—		144.2		—
Other	132.8		133.7
Total — equity	9,795.0		9,987.6
Fair value:
Short-term:
Separately-managed accounts (SMAs) (f)	1,204.5		1,990.5
Long-term:
Vodafone - subject to re-use rights (g)	1,177.0		1,168.1		5.0
EdgeConneX, Inc. (EdgeConneX)	417.0		318.3		5.2
ITV plc (ITV)	393.1		321.9		9.7
Televisa Univision, Inc. (Televisa Univision)	386.7		388.3		6.4
SMAs (f)	301.2		285.6
Plume Design, Inc. (Plume) (h)	140.6		168.4		10.5
Pax8, Inc.	97.2		100.3		6.7
CANAL+ Polska S.A.	74.6		76.4		17.0
Lions Gate Entertainment Corp. (Lionsgate)	59.5		69.6		2.8
Aviatrix Systems, Inc. (Aviatrix)	28.0		55.5		4.3
Lacework, Inc. (Lacework)	18.6		94.2		4.3
Other	371.5		361.9
Total — fair value	4,669.5		5,399.0
Total investments (i)	$	14,464.5	$	15,386.6
Short-term investments	$	1,204.5	$	1,990.5
Long-term investments	$	13,260.0	$	13,396.1

_______________

(a)Represents our economic ownership based on total shares owned as a percentage of total shares outstanding as of the most recent balance sheet date or the most recent publicly-available information.

(b)Our equity method investments are originally recorded at cost and are adjusted to recognize our share of net earnings or losses of the affiliates as they occur rather than as dividend distributions are received, with our recognition of losses generally limited to the extent of our investment in, and loans and commitments to, the investee. Accordingly, the carrying values of our equity method investments may not equal the respective fair values. At June 30, 2024 and December 31, 2023, the aggregate carrying amounts of our equity method investments exceeded our proportionate share

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

of the respective investee’s net assets by $1,056.6 million and $1,234.7 million, respectively, which primarily includes amounts associated with the VodafoneZiggo JV Receivables, as defined below, and for December 31, 2023, amounts we were owed under long-term notes receivable from All3Media.

(c)Amounts include certain notes receivable due from a subsidiary of the VodafoneZiggo JV to a subsidiary of Liberty Global comprising (i) a euro-denominated note receivable with a principal amount of $750.1 million and $774.5 million at June 30, 2024 and December 31, 2023, respectively, (the VodafoneZiggo JV Receivable I) and (ii) a euro-denominated note receivable with a principal amount of $222.8 million and $230.0 million at June 30, 2024 and December 31, 2023, respectively, (the VodafoneZiggo JV Receivable II and, together with the VodafoneZiggo JV Receivable I, the VodafoneZiggo JV Receivables). The VodafoneZiggo JV Receivables bear interest at a rate of 5.55% and have a final maturity date of December 31, 2030. During the six months ended June 30, 2024, interest accrued on the VodafoneZiggo JV Receivables was $27.5 million, all of which has been cash settled.

(d)On June 13, 2024, Liberty Global announced an agreement to acquire the Formula E shares held by Warner Bros. Discovery, Inc. (Warner Bros. Discovery), which will increase Liberty Global’s ownership in Formula E to 64.9%. The expected purchase consideration is €145.9 million ($156.3 million). The transaction is currently pending regulatory approval, which is expected to take three to six months from the signing date of the sale agreement. Upon completion of the transaction, Formula E will be consolidated by Liberty Global.

(e)On May 16, 2024, Liberty Global, together with joint owner Warner Bros. Discovery, completed the sale of All3Media to RedBird IMI. We received £330.8 million ($419.3 million at the transaction date) of total cash in connection with the sale, including the repayment of the principal and accrued interest associated with long-term notes receivable from All3Media. We recognized a gain on the sale of All3Media of £212.3 million ($242.9 million at the transaction date).

(f)Represents investments held under SMAs, which are maintained by investment managers acting as agents on our behalf. We classify, measure and report these investments, the composition of which may change from time to time, based on the underlying nature and characteristics of each security held under the SMAs. With the exception of our SMA in a leveraged structured note, all of our investments held under SMAs were classified as available-for-sale debt securities as of June 30, 2024. Our SMA held in a leveraged structured note is accounted for at fair value and the associated gains or losses are included in realized and unrealized gains (losses) due to changes in fair values of certain investments, net, in our condensed consolidated statements of operations. At June 30, 2024 and December 31, 2023, interest accrued on our debt securities, which is included in other current assets on our condensed consolidated balance sheets, was $31.9 million and $34.6 million, respectively.

(g)In connection with our investment in Vodafone, we entered into a share collar (the Vodafone Collar) with respect to the Vodafone shares held by our company. The aggregate purchase price paid to acquire our investment in Vodafone was partially financed through borrowings under a secured borrowing agreement (the Vodafone Collar Loan) collateralized by the Vodafone shares. Under the terms of the Vodafone Collar, the counterparty has the right to re-use pledged Vodafone shares. At June 30, 2024 and December 31, 2023, the net fair value of our investment in Vodafone was $109.3 million and $115.5 million, respectively.

(h)Our investment in Plume includes warrants with a fair value of $50.4 million and $61.3 million at June 30, 2024 and December 31, 2023, respectively.

(i)The purchase and sale of investments are presented on a gross basis in our condensed consolidated statements of cash flows, including amounts associated with SMAs.

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

Equity Method Investments

The following table sets forth the details of our share of results of affiliates, net:


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions

Formula E	$	(18.8)	$	(9.6)	$	(23.3)	$	(9.4)
All3Media	(5.4)		1.4		(15.5)		1.7
AtlasEdge JV	(4.7)		(0.3)		(13.8)		(10.4)
nexfibre JV	(0.7)		14.9		11.7		6.3
VodafoneZiggo JV (a)	4.8		(52.2)		11.4		(87.9)
VMO2 JV (b)	3.0		188.9		3.7		10.4
Other, net	(3.8)		(4.8)		(7.8)		(11.0)
Total	$	(25.6)	$	138.3	$	(33.6)	$	(100.3)

_______________

(a)Represents (i) our 50% share of the results of operations of the VodafoneZiggo JV and (ii) 100% of the interest income earned on the VodafoneZiggo JV Receivables.

(b)Represents (i) our 50% share of the results of operations of the VMO2 JV and (ii) 100% of the share-based compensation expense associated with Liberty Global awards granted to VMO2 JV employees who were formerly employees of Liberty Global prior to the VMO2 JV formation, as these awards remain our responsibility.

VMO2 JV

Pursuant to an agreement (the U.K. JV Framework Agreement), Liberty Global provides certain services to the VMO2 JV on a transitional or ongoing basis (collectively, the U.K. JV Services). The U.K. JV Services provided by Liberty Global consist primarily of (i) technology and other services and (ii) capital-related expenditures for assets that will be used by, or will otherwise benefit, the VMO2 JV. Liberty Global charges both fixed and variable fees to the VMO2 JV for the U.K. JV Services provided pursuant to the U.K. JV Framework Agreement. We recorded revenue from the VMO2 JV of $91.2 million and $55.4 million during the three months ended June 30, 2024 and 2023, respectively, and $203.5 million and $121.2 million during the six months ended June 30, 2024 and 2023, respectively, primarily related to (a) the U.K. JV Services and (b) beginning in 2024, the sale of customer premises equipment (CPE) to the VMO2 JV at a mark-up. At June 30, 2024 and December 31, 2023, $47.3 million and $18.6 million, respectively, was due from the VMO2 JV related to the aforementioned transactions. The amounts due from the VMO2 JV, which are periodically cash settled, are included in other current assets on our condensed consolidated balance sheets. In addition, during the six months ended June 30, 2023, we received a dividend distribution from the VMO2 JV aggregating $403.5 million, which was accounted for as a return of capital for purposes of our condensed consolidated statement of cash flows.

The summarized results of operations of the VMO2 JV are set forth below:


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions

Revenue	$	3,375.4	$	3,391.5	$	6,658.2	$	6,554.2
Earnings before income taxes	$	27.1	$	515.4	$	70.1	$	61.4
Net earnings	$	12.6	$	374.7	$	35.3	$	22.6

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

VodafoneZiggo JV

Pursuant to an agreement (the NL JV Framework Agreement), Liberty Global provides certain services to the VodafoneZiggo JV (collectively, the NL JV Services). The NL JV Services provided by Liberty Global consist primarily of (i) technology and other services and (ii) capital-related expenditures for assets that will be used by, or will otherwise benefit, the VodafoneZiggo JV. Liberty Global charges both fixed and usage-based fees to the VodafoneZiggo JV for the NL JV Services provided pursuant to the NL JV Framework Agreement. We recorded revenue from the VodafoneZiggo JV of $59.6 million and $55.5 million during the three months ended June 30, 2024 and 2023, respectively, and $121.7 million and $120.5 million during the six months ended June 30, 2024 and 2023, respectively, primarily related to (a) the NL JV Services and (b) the sale of CPE to the VodafoneZiggo JV at a mark-up. At June 30, 2024 and December 31, 2023, $27.7 million and $24.2 million, respectively, was due from the VodafoneZiggo JV related to the aforementioned transactions. The amounts due from the VodafoneZiggo JV, which are periodically cash settled, are included in other current assets on our condensed consolidated balance sheets.

The summarized results of operations of the VodafoneZiggo JV are set forth below:


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions

Revenue	$	1,091.6	$	1,088.4	$	2,205.6	$	2,171.8
Loss before income taxes	$	(10.0)	$	(141.3)	$	(35.5)	$	(250.2)
Net loss	$	(15.4)	$	(127.5)	$	(29.0)	$	(215.6)

Fair Value Investments

The following table sets forth the details of our realized and unrealized gains (losses) due to changes in fair values of certain investments, net:


	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
	in millions

EdgeConneX	$	17.3	$	2.1	$	89.1	$	14.0
ITV	33.1		(61.4)		83.1		(16.3)
Lacework	(8.0)		(73.2)		(75.6)		(94.6)
Vodafone	(1.7)		(221.4)		46.5		(258.8)


Plume	(26.7)		(33.7)		(27.8)		(51.2)
Aviatrix	(13.2)		—		(27.5)		—
SMAs	1.6		(6.8)		20.9		(21.3)
Lionsgate	(4.1)		(14.2)		(10.1)		19.9
Other, net	(28.4)		(2.2)		(13.8)		(8.0)
Total	$	(30.1)	$	(410.8)	$	84.8	$	(416.3)

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

Debt Securities

The following tables set forth a summary of our debt securities at June 30, 2024 and December 31, 2023:


	June 30, 2024
	Amortized cost basis		Accumulated unrealized losses		Fair value
	in millions

Commercial paper	$	540.9	$	—	$	540.9
Government bonds	347.6		(0.5)		347.1
Certificates of deposit	247.3		—		247.3
Corporate debt securities	202.8		(0.2)		202.6
Structured note (a)	(a)		(a)		142.1
Other debt securities	25.7		—		25.7
Total debt securities	$	1,364.3	$	(0.7)	$	1,505.7

______________

(a)Amount represents an investment in a leveraged structured note issued by a third-party investment bank, which is accounted for at fair value. The return on the leveraged structured note is based on changes in the fair value of a proportionate amount of debt issued by various Liberty Global consolidated subsidiaries and affiliates (including the VMO2 JV and the VodafoneZiggo JV). The proportionate amount of debt associated with the return on the leveraged structured note may change from time to time as a result of open market purchases, privately negotiated transactions, tender offers, exchange offers, redemptions or prepayments, in each case, completed by Liberty Global consolidated subsidiaries and affiliates. While the structured note itself contains leverage, our at-risk investment is the estimated fair value as reported. During the six months ended June 30, 2024, we invested an additional $46.6 million in the leveraged structured note. At June 30, 2024, the proportionate amount of debt issued by Liberty Global consolidated subsidiaries and affiliates associated with the return on the leveraged structured note is summarized in the following table:


	Proportion of debt associated with the return on the leveraged structured note

Subsidiary:
Sunrise Holding	40.23	%
Telenet	19.14	%

Affiliate:
VMO2 JV	21.11	%
VodafoneZiggo JV	19.52	%
Total	100.00	%

LIBERTY GLOBAL LTD.

Notes to Condensed Consolidated Financial Statements — (Continued)

June 30, 2024

(unaudited)

December 31, 2023

Amortized cost basis

Accumulated unrealized gains

Fair value

Liberty Global Ltd. [LBTYA] Filings
Liberty Global Ltd. [LBTYB] Filings
Liberty Global Ltd. [LBTYK] Filings
10-Q	[2024-07-25]
10-Q	[2024-05-01]
10-K	[2024-02-15]
10-Q	[2023-10-31]
10-Q	[2023-07-24]
10-Q	[2023-05-09]
10-K	[2023-02-22]
10-Q	[2022-11-01]
10-Q	[2022-07-28]
10-Q	[2022-05-10]
10-K	[2022-02-17]
10-Q	[2021-11-03]
10-Q	[2021-07-29]
10-Q	[2021-05-05]
10-K	[2021-02-16]
10-Q	[2020-11-04]
10-Q	[2020-08-03]
10-Q	[2020-05-06]
10-K	[2020-02-13]
10-Q	[2019-11-06]
10-Q	[2019-08-08]
10-Q	[2019-05-06]
10-K	[2019-02-27]
10-Q	[2018-11-07]
10-Q	[2018-08-08]
10-Q	[2018-05-08]
10-K	[2018-02-14]
10-Q	[2017-11-01]
10-Q	[2017-08-07]
10-Q	[2017-05-08]
10-K	[2017-02-16]
10-Q	[2016-11-03]
10-Q	[2016-08-04]
10-Q	[2016-05-09]
10-K	[2016-02-16]
10-Q	[2015-11-05]
10-Q	[2015-08-04]
10-Q	[2015-05-07]
10-K	[2015-02-13]
10-Q	[2014-11-05]
10-Q	[2014-08-05]
10-Q	[2014-05-06]
10-K	[2014-02-13]
10-Q	[2013-11-05]
10-Q	[2013-08-01]

Liberty Global Ltd. [LBTYA] Filings

Liberty Global Ltd. [LBTYB] Filings

Liberty Global Ltd. [LBTYK] Filings