Liberty Global : Amendment to a previously filed SC TO-I

EXPLANATORY NOTE

This Amendment No. 5 filed with the Securities and Exchange Commission (the 'SEC') on September 16, 2019 (this 'Amendment') is filed solely to make adjustments to the information incorporated by reference in Amendment No. 4 filed with the SEC on September 12, 2019 to accurately reflect the number of Class A Shares and Class C Shares accepted for purchase by the Company, through the Counterparty Banks, in the Offers. All capitalized terms used in this Amendment and not otherwise defined herein have the respective meanings ascribed to them in the Schedule TO.

Except as otherwise set forth in this Amendment, the information set forth in the Schedule TO remains unchanged and is incorporated herein by reference to the extent relevant to the items in this Amendment. This Amendment should be read together with the Schedule TO.

ITEM 11. ADDITIONAL INFORMATION

Item 11 of the Schedule TO is hereby amended and supplemented as follows:

Liberty Global has accepted for purchase, through Credit Suisse Securities (USA) LLC and HSBC Securities (USA) Inc., each acting as principal, (i) 24,002,262 Class A Shares at a price of $27.50 per Class A Share and (ii) 75,420,009 Class C Shares at a price of $27.00 per Class C Share for a combined aggregate cost of approximately $2.7 billion, excluding fees and expenses relating to the tender offers. These Class A Shares and Class C Shares represent all such shares properly tendered and not properly withdrawn at or below $27.50 per Class A Share and $27.00 per Class C Share and, as such, no proration will apply for either class.

The total number of shares accepted for purchase in the tender offers includes an additional 1,274,990 Class A Shares and 5,975,565 Class C Shares pursuant to Liberty Global's right to increase the number of shares acquired by no more than 2% of the respective shares outstanding, without amending or extending the tender offers. The Class A Shares accepted for purchase represent approximately 11.70% of the Class A Shares outstanding and the Class C Shares accepted for purchase represent approximately 14.69% of the Class C Shares outstanding, in each case, as of September 9, 2019.