Liberty Global : VodafoneZiggo Group B.V. Condensed Consolidated Financial Statements – March 31, 2024

VodafoneZiggo Group B.V.

Quarterly Report

March 31, 2024

VodafoneZiggo Group B.V.

Boven Vredenburgpassage 128,

3511 WR Utrecht

The Netherlands

VODAFONEZIGGO GROUP B.V.

TABLE OF CONTENTS

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CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 (unaudited)....................

Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023

(unaudited).............................................................................................................................................................

Condensed Consolidated Statements of Owner's Equity for the Three Months Ended March 31, 2024 and 2023

(unaudited).............................................................................................................................................................

Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023

(unaudited).............................................................................................................................................................

Notes to Condensed Consolidated Financial Statements (unaudited) ......................................................................

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF

OPERATIONS...........................................................................................................................................................

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4

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6

8

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

		March 31,		December 31,
		2024			2023
		in millions
ASSETS
Current assets:
Cash and cash equivalents	€	39.6		€	116.6
Trade receivables, net (note 3)		164.0			157.0
Related-partyreceivables (note 10)		52.9			23.0
Prepaid expenses		75.9			57.7
Derivative instruments (note 4)		268.1			218.0
Contract assets (note 3)		170.0			166.3
Other current assets, net (note 3)		132.3			96.1
...............................................................................................................Total current assets		902.8			834.7
Property and equipment, net (notes 6 and 8)		4,755.3			4,760.4
Goodwill (note 6)		7,375.5			7,375.5
Intangible assets subject to amortization, net (note 6)		3,731.0			3,884.1
Long-termderivative instruments (note 4)		632.7			508.2
Other assets, net (notes 3 and 8)		448.1			454.5
...........................................................................................................................Total assets	€	17,845.4		€	17,817.4

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

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED BALANCE SHEETS - (Continued)

(unaudited)

		March 31,		December 31,
		2024			2023
		in millions
LIABILITIES AND OWNER'S EQUITY
Current liabilities:
Accounts payable (note 10)	€	360.4		€	453.4
Deferred revenue and advance payments from subscribers and others (note 3)		209.2			210.3
Value-addedtaxes (VAT) payable		139.6			136.2
Accrued interest (note 7)		122.4			178.0
Current portion of third-party debt and finance lease obligations (notes 7 and 8)		1,044.6			1,014.5
Accrued and other current liabilities (notes 4, 8 and 10)		576.5			472.7
Total current liabilities		2,452.7			2,465.1
Long-term debt and finance lease obligations (notes 7 and 8):
Third-party		10,258.4			10,135.6
Related-party(note 10)		1,815.8			1,815.8
Deferred income taxes		992.9			1,044.6
Other long-termliabilities (notes 3, 4, 8 and 10)		357.5			375.7
Total liabilities		15,877.3			15,836.8
Commitments and contingencies (notes 4, 7, 8, 10 and 11)
Total owner's equity		1,968.1			1,980.6
Total liabilities and owner's equity	€	17,845.4		€	17,817.4

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

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

		Three months ended
		March 31,
		2024			2023
		in millions
Revenue (notes 3, 10 and 12)	€	1,026.1		€	1,009.8
Operating costs and expenses (exclusive of depreciation and amortization, shown separately
below):
Programming and other direct costs of services (note 10)		198.0			206.5
Other operating		130.9			143.3
Selling, general and administrative (SG&A) (note 10)		170.7			167.7
Charges for JV Services (note 10)		48.4			52.7
Depreciation and amortization		382.2			381.0
Impairment, restructuring and other operating items, net		(0.1)			2.7
		930.1			953.9
Operating income		96.0			55.9
Non-operating income (expense):
Interest expense:
Third-party		(164.6)			(143.3)
Related-party(note 10)		(25.5)			(25.2)
Realized and unrealized gains (losses) on derivative instruments, net (note 4)		211.0			(74.4)
Foreign currency transaction gains (losses), net		(140.3)			85.6
Other expense, net		(0.1)			-
		(119.5)			(157.3)
Loss before income taxes		(23.5)			(101.4)
Income tax benefit (note 9)		11.0			19.4
Net loss	€	(12.5)		€	(82.0)

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

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED STATEMENTS OF OWNER'S EQUITY

(unaudited)

					Additional		Accumulated
	Share capital			paid-in				Total
			capital			deficit
					in millions
Balance at January 1, 2023	€	0.01		€	3,215.4		€	(563.3)		€	2,652.1
Net loss		-			-			(82.0)			(82.0)
Balance at March 31, 2023	€	0.01		€	3,215.4		€	(645.3)		€	2,570.1
					Additional		Accumulated
	Share capital			paid-in				Total
			capital			deficit
					in millions
Balance at January 1, 2024	€	0.01		€	3,015.4		€	(1,034.8)		€	1,980.6
Net loss		-			-			(12.5)			(12.5)
Balance at March 31, 2024	€	0.01		€	3,015.4		€	(1,047.3)		€	1,968.1

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

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

		Three months ended
		March 31,
		2024			2023
		in millions
Cash flows from operating activities:
Net loss	€	(12.5)		€	(82.0)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		382.2			381.0
Impairment, restructuring and other operating items, net		(0.1)			2.7
Amortization of debt premiums, deferred financing costs and non-cash interest		1.8			1.7
Realized and unrealized losses (gains) on derivative instruments, net		(211.0)			74.4
Foreign currency transaction losses (gains), net		140.3			(85.6)
Deferred income tax benefit		(51.7)			(49.5)
Changes in operating assets and liabilities		(72.2)			0.1
Net cash provided by operating activities		176.8			242.8
Cash flows from investing activities:
Capital expenditures		(190.0)			(207.9)
Other investing activities, net		1.8			(1.3)
Net cash used by investing activities	€	(188.2)		€	(209.2)

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

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VODAFONEZIGGO GROUP B.V.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)

(unaudited)

		Three months ended
		March 31,
		2024			2023
		in millions
Cash flows from financing activities:
Borrowings of third-partydebt	€	177.9		€	184.1
Operating-relatedvendor financing additions		165.3			167.8
Repayments of third-party debt and finance lease obligations:
Debt (excluding vendor financing)		(168.7)			(188.0)
Principal payments on operating-relatedvendor financing		(149.6)			(172.7)
Principal payments on capital-relatedvendor financing		(90.4)			(101.9)
Principal payments on finance leases		(2.2)			(2.0)
Payment of financing costs		(3.8)			-
Other financing activities, net		(0.2)			(0.3)
Net cash used by financing activities		(71.7)			(113.0)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		-			0.1
Net decrease in cash and cash equivalents and restricted cash		(83.1)			(79.3)
Cash and cash equivalents and restricted cash:
Beginning of period		125.2			99.9
End of period	€	42.1		€	20.6
Cash paid for interest:
Cash paid for third-partyinterest	€	238.7		€	182.8
Cash paid for related-partyinterest		25.5			25.2
Total	€	264.2		€	208.0
Cash paid for income taxes	€	17.7		€	9.3
Details of end of period cash and cash equivalents and restricted cash:
Cash and cash equivalents	€	39.6		€	12.3
Restricted cash included in other current assets, net		2.5			8.3
Total cash and cash equivalents and restricted cash	€	42.1		€	20.6

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

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VODAFONEZIGGO GROUP B.V.

Notes to Condensed Consolidated Financial Statements

March 31, 2024

(unaudited)

1. Basis of Presentation

VodafoneZiggo Group B.V. (VodafoneZiggo) provides fixed, mobile and integrated communication and entertainment services to consumers and businesses in the Netherlands. In these notes, the terms "we," "our," "our company" and "us" may refer, as the context requires, to VodafoneZiggo or collectively to VodafoneZiggo and its subsidiaries.

VodafoneZiggo is a wholly-owned subsidiary of VodafoneZiggo Group Holding B.V. (VodafoneZiggo Group Holding). VodafoneZiggo Group Holding is a 50:50 joint venture (the VodafoneZiggo JV) between Vodafone Group Plc (Vodafone) and Liberty Global Ltd. (Liberty Global) (each a "Shareholder").

Our unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and do not include all of the information required by GAAP 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 GAAP 2023 consolidated financial statements and notes thereto included in our 2023 annual report.

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 allowances for uncollectible accounts, certain components of revenue, programming and copyright expenses, deferred income taxes and related valuation allowances, loss contingencies, fair value measurements, impairment assessments, capitalization of internal costs associated with construction and installation activities and the development of internal-use software and useful lives of long-lived assets. Actual results could differ from those estimates.

Our functional currency is the euro (€). Unless otherwise indicated, convenience translations into euros are calculated as of March 31, 2024.

These unaudited condensed consolidated financial statements reflect our consideration of the accounting and disclosure implications of subsequent events through May 15, 2024, the date of issuance.

1. 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.

1. Revenue Recognition and Related Costs

Contract Balances

The timing of our revenue recognition 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 €26.9 million and €26.6 million at March 31, 2024 and December 31, 2023, respectively.

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VODAFONEZIGGO GROUP B.V.

Notes to Condensed Consolidated Financial Statements - (Continued)

March 31, 2024

(unaudited)

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 delivery of a handset that is paid for over the duration of the contract period or the uniform recognition of introductory promotional discounts over the contract period. Our contract assets were €237.6 million and €234.1 million as of March 31, 2024 and December 31, 2023, respectively, and are reported net of an allowance for doubtful accounts. Such allowance aggregated €5.6 million and €5.4 million at March 31, 2024 and December 31, 2023, respectively. The long-term portions of our contract asset balances are included within other assets, net, 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) services that are invoiced prior to when they are provided and (ii) installation and other upfront services. Our deferred revenue balances were €214.0 million and €214.5 million as of March 31, 2024 and December 31, 2023, respectively. 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 €79.9 million and €76.3 million at March 31, 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, net, and other assets, net, respectively, on our condensed consolidated balance sheets. We amortized €24.1 million and €19.6 million during the three months ended March 31, 2024 and 2023, respectively, to programming and other direct costs of services and other operating expenses related to these assets.

Unsatisfied Performance Obligations

A large portion of our revenue is derived from customers whose initial contracts have been extended and now have a one month notice period. Revenue from customers who are subject to initial contracts is recognized over the term of such contracts, which is generally 12-24 months for our residential contracts and one to five years for our business-to-business (B2B) service contracts.

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