Liberty Global Reports Q4 and FY 2023 Results

Achieved full-year 2023 guidance (as updated) including operating company targets and Distributable Cash Flow (before unanticipated tax payment)

Delivered stable to growing revenue across our FMC operations for the full year despite continued headwinds from competition and cost of living challenges, and supported by pricing adjustments and momentum in mobile

Repurchased 18.5% of total shares outstanding from the beginning of 2023 through end of January 2024

Year-end investor call to include Strategy Update on value creation and capital allocation

Liberty Global Ltd. today announced its Q4 2023 financial results.

CEO Mike Fries stated, "In 2023 we managed through a challenging environment, including cost of living and inflationary pressures and an increasingly competitive landscape for broadband, mobile and video services. Despite that, we delivered strong Q4 and full year results with continued postpaid momentum and an improved performance in broadband across most markets. We successfully executed price adjustments throughout the year, which supported stable to growing revenues across our FMC markets in 2023, and achieved our operating company guidance metrics for the full year as updated at Q3. Our Full Company¹ Distributable Cash Flow result was impacted by a U.S. litigation-related cash tax payment of $315 million which was not anticipated in 2023, but excluding this item we exceeded our Distributable Cash Flow guidance of $1.6 billion for the year. After repurchasing 18.5% of our stock through January 2024, our share count has been reduced to 378 million shares outstanding and, with over $4 billion⁽ⁱ⁾ in cash and liquid securities, our balance sheet remains in great shape.

"In Q4 we delivered postpaid growth across all of our core FMC operations and over 80,000 aggregate² net adds. Our flanker brand strategies supported growth at VMO2 and Sunrise, and VodafoneZiggo delivered strong postpaid growth despite the price rise in October. At Telenet, overall results continued to be modestly impacted by the IT platform migration issues, but the return to postpaid growth in Q4 was driven by renewed FMC campaigns and targeted hardware offers. The sequential improvement in our broadband performance across most markets in the face of continued competition was positively impacted by our speed differentiation and commercial initiatives and, despite headwinds in fixed, the pricing actions taken during the year supported stable to growing ARPUs across the group in Q4. On the financial front, we reported quarterly revenue growth at VodafoneZiggo, Telenet and Sunrise, as well as stable or improved sequential Adjusted EBITDA performance across all of our core FMC operations.

"We made significant progress on our fixed network strategies in 2023. With almost 32 million aggregate³ homes capable of delivering gigabit speeds, including those on the nexfibre network, we're investing heavily to further expand our reach to 38 million homes³ by 2026 through new build and wholebuy structures. At the end of 2023, VMO2 passed over 4 million FTTH homes, including those on the nexfibre network, and is targeting the addition of approximately 2 million FTTH homes in 2024, with nexfibre planning to invest £1 billion over the year. In Belgium, 2023 marked the launch of Telenet's Wyre NetCo partnership with Fluvius, which will ramp up its fiber rollout in 2024, and we're excited to launch our FMC offerings in Wallonia later this year.

"We look forward to providing a strategic update on how we plan to crystallize and deliver value over time as part of tomorrow's extended fourth quarter and full-year results call."

Q4 Operating Company Highlights

Sunrise (Consolidated)

Sunrise delivered strong mobile performance and continued momentum in flanker brands, with lower costs to capture spend further supporting Adjusted EBITDA growth in Q4; Achieved 2023 financial guidance

Operating highlights: In Q4, Sunrise continued to drive commercial momentum in mobile, delivering 25,100 postpaid net adds. The sequential improvement in broadband performance, which was flat in Q4, was supported by strong Q4 sales despite a delay in activations, as well as continued momentum in its secondary brand, yallo. FMC penetration remains high at 58% across the Sunrise broadband base.

Financial highlights: Revenue of $897.5 million in Q4 2023 increased 11.7% YoY on a reported basis and 2.5% on a rebased⁴ basis. The rebased increase was largely driven by (i) growth in mobile subscription revenue, (ii) a favorable phasing impact in mobile non-subscription revenue, (iii) continued trading momentum in flanker brands and B2B and (iv) the positive impact of the July price increase. Adjusted EBITDA increased 16.1% YoY on a reported basis and 5.6% on a rebased basis to $287.4 million in Q4 2023, including $5 million of costs to capture⁵. The rebased increase was mainly due to (i) the aforementioned increase in revenue and (ii) lower costs to capture. Adjusted EBITDA less P&E Additions of $107.8 million in Q4 increased 73.6% YoY on a reported basis and 55.4% on a rebased basis, including $18 million of opex and capex costs to capture.

Telenet (Consolidated)

2023 guidance achieved across all metrics despite macroeconomic and competitive backdrop

Operating highlights: Telenet delivered a sequential improvement in net adds performance in Q4, with a return to positive growth in the postpaid mobile base, with 1,900 net adds, and a net loss of 5,200 broadband customers. The improved performance during the quarter was largely driven by Telenet's latest marketing campaigns, including the Unlimited ONE campaign and targeted hardware promotions, while churn remains elevated due to the competitive environment and the continued impact of the IT platform migration issues encountered throughout 2023. As of the end of 2023, Wyre, Telenet's NetCo partnership with Fluvius, had started construction on over 100,000 fiber homes. Build will further accelerate in 2024 in order to reach a peak rollout of ~450,000 homes per annum as of 2025 as previously communicated. FMC penetration remains high at 49% of the broadband base.

Financial highlights: Revenue of $792.5 million in Q4 2023 increased 8.8% YoY on a reported basis and 1.8% on a rebased basis. The rebased increase was primarily driven by (i) an increase in B2B revenue and (ii) higher mobile subscription revenue due to the June price increase and growth in postpaid net adds. Adjusted EBITDA increased 3.1% on a reported basis and decreased 3.0% on a rebased basis to $326.5 million in Q4. The rebased decrease was primarily driven by (a) higher staff-related expenses following the mandatory 11% wage indexation, (b) higher energy costs and (c) higher costs for outsourced call centers linked to IT platform migration issues, partially offset by the aforementioned revenue increase. Reported and rebased Adjusted EBITDA less P&E Additions decreased 28.1% and 31.6%, respectively, to $92.0 million in Q4.

VMO2 (Non-consolidated Joint Venture)

VMO2 increases customers, fiber and 5G reach as strong integration execution drives Adjusted EBITDA growth

Operating highlights: VMO2's fixed customer base grew by 2,600 in Q4, driven by 9,500 broadband net adds. Postpaid mobile also continued to grow, delivering 19,000 net adds in Q4. The average download speed across the company's broadband base increased 19% YoY to 358Mbps, approximately 5x higher than the national average. VMO2's gigabit fixed network reached the milestone of 17 million premises at the end of 2023, including those premises on VMO2's network as well as those passed by nexfibre. Across 2023, through a mix of the continued upgrade of VMO2's own network and expansion of the nexfibre network, VMO2 expanded its fiber footprint by 833,100, bringing its total fiber reach to over 4 million homes. In mobile, VMO2 reached the target of 50% U.K. outdoor 5G population coverage. 2023 absolute synergy delivery was approximately two thirds of the £540 million run-rate, significantly accelerating delivery timelines.

Financial highlights (in U.S. GAAP)⁶: Revenue¹¹ of $3,516.1 million in Q4 2023 increased 9.4% YoY on a reported basis and decreased 2.0% YoY on a rebased basis. The rebased decrease was primarily due to the net effect of (i) a decrease in mobile revenue driven by lower handset revenue and (ii) an increase in B2B revenue, with each revenue category as defined and reported by the VMO2 JV. Q4 Adjusted EBITDA¹¹ increased 14.2% YoY on a reported basis and 6.6% YoY on a rebased basis to $1,195.7 million, including $31 million of opex costs to capture. The YoY increase in Adjusted EBITDA was primarily due to (a) consumer price rises, (b) the realization of synergies and (c) a reduction in costs of $19 million in 2023 due to a change in the contract terms of services provided by a related-party. Q4 Adjusted EBITDA less P&E Additions¹¹ increased 110.9% YoY on a reported basis and 23.3% YoY on a rebased basis to $665.9 million, including $55 million of opex and capex costs to capture.

Financial highlights (in IFRS): Revenue of £2,830.7 million ($3,516.1 million) on a reported basis in Q4 2023 increased 3.8% YoY on an FX neutral basis and decreased 2.0% YoY on a rebased basis. Q4 Adjusted EBITDA of £1,063.4 million ($1,320.9 million) on a reported basis, including costs to capture, increased 8.9% YoY on an FX neutral basis and 7.8% YoY on a rebased basis. Q4 Adjusted EBITDA less P&E Additions of £564.7 million ($701.6 million) on a reported basis increased 74.5% YoY on an FX neutral basis and 16.8% YoY on a rebased basis. The drivers of these IFRS changes are largely consistent with those under U.S. GAAP detailed above.

2024 Guidance (in IFRS, as guided by the VMO2 JV, with the exception of Adjusted FCF)⁽ⁱⁱ⁾: Expect to deliver stable to declining revenue and low to mid-single-digit Adjusted EBITDA decline (each excluding nexfibre, as defined and reported by the VMO2 JV). Expect revenue pressure from B2B fixed and opex investment into future growth drivers including Off-net. Expect P&E additions of £2.0 to £2.2 billion (excluding ROU additions). Expect Adjusted FCF of around £500 million and cash distributions to shareholders of ~£850 million, supported by CTIL proceeds.

For more information regarding the VMO2 JV, including full IFRS disclosures, please visit its investor relations page to access the Q4 earnings release.

VodafoneZiggo (Non-consolidated Joint Venture)

VodafoneZiggo achieves all 2023 guidance and delivers strong revenue growth in Q4

Operating highlights: VodafoneZiggo continues to drive momentum in mobile and convergence, as FMC households⁷ grew by 7,000 in Q4 and FMC net adds increased by 9,700 in Q4 to almost 2.7 million, delivering significant Net Promoter Scores along with customer loyalty benefits. FMC penetration increased from 46% to 48% YoY. Mobile postpaid net adds grew 40,300 alongside growth in mobile postpaid ARPU of 3.3% YoY, primarily driven by the price indexation implemented in October. The broadband base contracted by 26,500 net adds in the quarter, as a 31,200 decline in Consumer was only partially offset by a 4,700 increase in B2B. Consumer fixed ARPU increased 3.7% YoY as a result of the price increase implemented in July.

Financial highlights: Revenue increased 10.1% YoY on a reported basis and 4.5% YoY on a rebased basis to $1,153.5 million in Q4. The rebased increase was primarily due to (i) growth in mobile, driven by growth in the customer base and the October price increase, and (ii) growth in B2B fixed. Adjusted EBITDA increased 2.0% YoY on a reported basis and decreased 3.2% on a rebased basis to $497.8 million in Q4. The rebased decrease was primarily driven by higher energy and wage costs related to inflation, partially offset by growth in sales margins. Reported and rebased Adjusted EBITDA less P&E Additions increased 42.7% and 33.1%, respectively, to $245.8 million in Q4.

Q4 ESG Highlights

2023 has marked a transformational year for our ESG agenda. This year saw the launch of our new strategy, People Planet Progress, adding to the impactful Belonging agenda - where we are creating a culture that is inclusive, where everyone is valued and respected, and where we have a positive impact on each other and our communities.

Our People priorities mean that we strive to be an inclusive company for our employees through our Belonging agenda, creating positive connections every day so that we all Belong. In our communities our focus on Digital Inclusion and Tomorrow's Workforce means we are working to enhance inclusive connectivity and the digital skills needed equitably in broader society. In Q4, several of our operations increased their offering and availability of services to financially vulnerable customers. VodafoneZiggo, in collaboration with the Alliantie Digitaal Samenleven, NLdigital, and other partners, launched a trial Digital Participation Package, while VMO2 enhanced their inclusive connectivity by leveraging company-owned stores to become National Digital Inclusion Hubs.

Our Planet agenda reflects our commitment to the environment and efforts to be a sustainable company. Here, we are working across our entire footprint to reduce our Scope 1, 2 and 3 emissions. Throughout our company we are striving to be more energy efficient, while ensuring the energy we do use comes from renewable energy sources. We are working to enhance network efficiency through AI and other technologies, we are working to electrify our fleet, and we are focused on the energy efficiency and circularity of the products we offer. Furthermore, we are actively working across our supply chain to encourage our partners to commit to decarbonization.

On Progress, our priorities underpin our commitment to transparency and responsibility, corporate responsibility and contributing to the advancement of wider social impact and sustainability goals. In Q4 we joined the UN Global Compact (UNGC), where we can assure our agenda helps to progress UN Sustainable Development Goals. We recently became members of the Joint Alliance for CSR (JAC) - the international association of telecom operators dedicated to developing and assessing Corporate Social Responsibility (CSR) standards across the industry's supply chain. Additionally, VodafoneZiggo was awarded a gold medal from EcoVadis, an authority in business sustainability ratings. This achievement positions VodafoneZiggo among the top 5% of best-performing companies and underscores its ongoing commitment to a fair and sustainable supply chain, achieved through close collaboration with suppliers.

Liberty Global Consolidated Q4 Highlights

• Q4 revenue⁽ⁱ⁾ increased 4.3% YoY on a reported basis and decreased 1.8% on a rebased basis to $1,920.5 million
• Q4 earnings (loss) from continuing operations increased 25.9% YoY on a reported basis to ($3,471.7 million)
• Q4 Adjusted EBITDA⁽ⁱ⁾ decreased 8.6% YoY on a reported basis and decreased 12.0% on a rebased basis to $546.0 million
• Q4 property & equipment additions⁽ⁱ⁾ were 24.5% of revenue, as compared to 27.1% in Q4 2022
• Balance sheet with $5.3 billion of total liquidity⁸
  • Comprised of $1.4 billion of cash, $2.3 billion of investments held under SMAs and $1.6 billion of unused borrowing capacity⁹
• Blended, fully-swapped borrowing cost of 3.4% on a debt balance of $15.9 billion

Customer Growth

Earnings (Loss) from Continuing Operations

Earnings (loss) from continuing operations was ($3,471.7 million) and ($4,684.3 million) for the three months ended December 31, 2023 and 2022, respectively, and ($3,873.8 million) and $1,105.3 million for the years ended December 31, 2023 and 2022, respectively.

Financial Highlights

The following tables present (i) Revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions for each of our reportable segments, including the non-consolidated VMO2 JV and VodafoneZiggo JV, for the comparative periods and (ii) the percentage change from period to period on both a reported and rebased basis. During the first quarter of 2023, we changed the terms related to, and approach to how we reflect the allocation of, charges for certain products and services that our centrally-managed technology and innovation function (our T&I Function) provides to our consolidated reportable segments (the Tech Framework). For additional information, see the Appendix. Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA less P&E Additions are non-GAAP measures. For additional information on how these measures are defined and why we believe they are meaningful, see the Glossary.

Leverage and Liquidity

• Total principal amount of debt and finance leases: $15.9 billion

• Average debt tenor¹⁰: 4.9 years, with ~47% not due until 2029 or thereafter

• Borrowing costs: Blended, fully-swapped cost of debt was 3.4%

• Liquidity: $5.3 billion, including (i) $1.4 billion of cash at December 31, 2023, (ii) $2.3 billion of investments held under SMAs and (iii) $1.6 billion of aggregate unused borrowing capacity under our credit facilities

Forward-Looking Statements and Disclaimer

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements with respect to our strategies, future growth prospects and opportunities; expectations regarding our and our businesses' financial performance, including Revenue and Rebased Revenue, Adjusted EBITDA, Adjusted EBITDA less P&E Additions, Adjusted Free Cash Flow and Distributable Cash Flow, as well as the 2024 financial guidance provided by us and our operating companies and joint ventures; expectations of any macroeconomic dynamics that may be beneficial or detrimental to the company; any distributions or payments to be received from our joint ventures; the timing of any strategic updates that we may provide; our and our affiliates' and joint ventures' plans with respect to network products and services; expectations with respect to new build and wholebuy homes to be reached; expectations with respect to the number of FTTH homes to be passed by VMO2 and nexfibre, including the cost, timing and benefits to be derived therefrom; our strategic plans for our ventures portfolio, including expected capital rotation; our planned non-core asset dispositions during 2024; our commitments and aspirations with respect to ESG through our People Planet Progress strategy; our anticipated investments in our infrastructure, products and networks, including the continuing rollout of fiber in Belgium through Wyre; the anticipated launch of certain FMC offerings in Wallonia in 2024, including the anticipated timing and benefits to be derived therefrom; the strength of our and our affiliates' respective balance sheets (including cash and liquidity position); the tenor and cost of our third-party debt and anticipated borrowing capacity; 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 events that are outside of our control, such as the continued use by subscribers and potential subscribers of our and our affiliates' and joint ventures' services and their willingness to upgrade to our more advanced offerings; our and our affiliates' ability to meet challenges from competition, to manage rapid technological change or to maintain or increase rates to subscribers or to pass through increased costs to subscribers; the potential impact of pandemics and epidemics on us and our businesses as well as our customers; the effects of changes in laws or regulations; the effects of the U.K.'s exit from the E.U.; general economic factors; our, our affiliates' and our joint ventures' ability to obtain regulatory approval and satisfy regulatory conditions associated with acquisitions and dispositions; our, our affiliates' and our joint ventures' ability to successfully acquire and integrate new businesses and realize anticipated efficiencies from acquired businesses; the availability of attractive programming for our, our affiliates' and our joint ventures' video services and the costs associated with such programming; our, our affiliates' and our joint ventures' ability to achieve forecasted financial and operating targets; the outcome of any pending or threatened litigation; the ability of our operating companies and affiliates and joint ventures to access the cash of their respective subsidiaries; the impact of our operating companies', affiliates' and joint ventures' future financial performance, or market conditions generally, on the availability, terms and deployment of capital; fluctuations in currency exchange and interest rates; the ability of suppliers, vendors and contractors to timely deliver quality products, equipment, software, services and access; our, our affiliates' and our joint ventures' ability to adequately forecast and plan future network requirements including the costs and benefits associated with network expansions; and other factors detailed from time to time in our filings with the Securities and Exchange Commission (the "SEC"), including our most recently filed Form 10-K. 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.

Share Repurchase Program

Our original share buyback plan for 2023 authorized the repurchase of 10% of our outstanding shares as of December 31, 2022, and this was increased to a minimum of 15% in July 2023. As of October 30, 2023, we completed our 15% buyback target and further expanded our program to repurchase shares through the end of January 2024 in the amount of approximately $300.0 million, which was successfully completed.

About Liberty Global

Liberty Global (NASDAQ:LBTYA, LBTYB and LBTYK))) is a world leader in converged broadband, video and mobile communications services. We deliver next-generation products through advanced fiber and 5G networks, and currently provide over 85 million* connections across Europe. Our businesses operate under some of the best-known consumer brands, including Sunrise in Switzerland, Telenet in Belgium, Virgin Media in Ireland, UPC in Slovakia, Virgin Media-O2 in the U.K. and VodafoneZiggo in The Netherlands. Through our substantial scale and commitment to innovation, we are building Tomorrow's Connections Today, investing in the infrastructure and platforms that empower our customers to make the most of the digital revolution, while deploying the advanced technologies that nations and economies need to thrive.

Liberty Global's consolidated businesses generate annual revenue of more than $7 billion, while the VMO2 JV and the VodafoneZiggo JV generate combined annual revenue of more than $18 billion.**

Liberty Global Ventures, our global investment arm, has a portfolio of more than 75 companies and funds across the content, technology and infrastructure industries, including stakes in companies like ITV, Televisa Univision, Plume, AtlasEdge and the Formula E racing series.

Sunrise, Telenet, the VMO2 JV and the VodafoneZiggo JV deliver mobile services as mobile network operators. Virgin Media Ireland delivers mobile services as a mobile virtual network operator through third-party networks. UPC Slovakia delivers mobile services as a reseller of SIM cards.

Liberty Global Ltd. is listed on the Nasdaq Global Select Market under the symbols "LBTYA", "LBTYB" and "LBTYK".

For more information, please visit www.libertyglobal.com.

Balance Sheets, Statements of Operations and Statements of Cash Flows

The consolidated balance sheets, statements of operations and statements of cash flows of Liberty Global are in our 10-K.

Rebase Information

Rebase growth percentages, which are non-GAAP measures, are presented as a basis for assessing growth rates on a comparable basis. For purposes of calculating rebase growth rates on a comparable basis for all businesses that we owned during 2023, we have adjusted our historical revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions for the three months and year ended December 31, 2022 to (i) include the pre-acquisition revenue, Adjusted EBITDA and P&E additions to the same extent these entities are included in our results for the three months and year ended December 31, 2023, (ii) exclude from our rebased amounts the revenue, Adjusted EBITDA and P&E additions of entities disposed of to the same extent these entities are excluded in our results for the three months and year ended December 31, 2023, (iii) include in our rebased amounts the revenue and costs for the temporary elements of transitional and other services provided to iliad, Vodafone, Deutsche Telekom and M7 Group, to reflect amounts related to these services equal to those included in our results for the three months and year ended December 31, 2023 and (iv) reflect the translation of our rebased amounts at the applicable average foreign currency exchange rates that were used to translate our results for the three months and year ended December 31, 2023. We have reflected the revenue, Adjusted EBITDA and P&E additions of these acquired entities in our 2022 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 (a) any significant differences between U.S. GAAP and local generally accepted accounting principles, (b) any significant effects of acquisition accounting adjustments, (c) any significant differences between our accounting policies and those of the acquired entities and (d) 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, Adjusted EBITDA and Adjusted EBITDA less P&E Additions of these entities on a basis that is comparable to the corresponding post-acquisition amounts that are included in our results or that the pre-acquisition financial statements we have relied upon do not contain undetected errors. In addition, the rebase growth percentages are not necessarily indicative of the revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions that would have occurred if these transactions had occurred on the dates assumed for purposes of calculating our rebased amounts or the revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions that will occur in the future. Investors should view rebase growth as a supplement to, and not a substitute for, U.S. GAAP measures of performance included in our consolidated statements of operations.

The following table provides adjustments made to the 2022 amounts (i) in aggregate for our consolidated reportable segments and (ii) for the non-consolidated VMO2 JV and VodafoneZiggo JV to derive our rebased growth rates:

Liquidity

The following table⁽ⁱ⁾ details the U.S. dollar equivalents of our liquidity position at December 31, 2023, which includes our (i) cash and cash equivalents, (ii) investments held under SMAs and (iii) unused borrowing capacity:

Summary of Debt & Finance Lease Obligations

The following table⁽ⁱ⁾ details the December 31, 2023 U.S. dollar equivalents of the (i) outstanding principal amounts of our debt and finance lease obligations, (ii) expected principal-related derivative cash payments or receipts and (iii) swapped principal amounts of our debt and finance lease obligations:

Property and Equipment Additions and Capital Expenditures

The table below highlights the categories of property and equipment additions of our continuing operations for the indicated periods and reconciles those additions to the capital expenditures of our continuing operations that are presented in the consolidated statements of cash flows in our 10-K.

ARPU per Fixed Customer Relationship

The following table provides ARPU per fixed customer relationship and percentage change from period to period on both a reported and rebased basis for the indicated periods:

Mobile ARPU

The following tables provide ARPU per mobile subscriber and percentage change from period to period on both a reported and rebased basis for the indicated periods:

Additional General Notes to Tables:

Most of our broadband communications subsidiaries provide broadband internet, telephony, data, video or other B2B services. Certain of our B2B revenue is derived from SOHO subscribers that pay a premium price to receive enhanced service levels along with internet, video or telephony services that are the same or similar to the mass marketed products offered to our residential subscribers. All mass marketed products provided to SOHOs, whether or not accompanied by enhanced service levels and/or premium prices, are included in the respective RGU and customer counts of our broadband communications operations, with only those services provided at premium prices considered to be "SOHO RGUs" or "SOHO customers". To the extent our existing customers upgrade from a residential product offering to a SOHO product offering, the number of SOHO RGUs or SOHO customers will increase, but there is no impact to our total RGU or customer counts. With the exception of our B2B SOHO subscribers and mobile subscribers at medium and large enterprises, we generally do not count customers of B2B services as customers or RGUs for external reporting purposes.

In Belgium, Telenet leases a portion of its network under a long-term finance lease arrangement. These tables include operating statistics for Telenet's owned and leased networks.

While we take appropriate steps to ensure that subscriber statistics are presented on a consistent and accurate basis at any given balance sheet date, the variability from country to country in (i) the nature and pricing of products and services, (ii) the distribution platform, (iii) billing systems, (iv) bad debt collection experience and (v) other factors add complexity to the subscriber counting process. We periodically review our subscriber counting policies and underlying systems to improve the accuracy and consistency of the data reported on a prospective basis. Accordingly, we may from time to time make appropriate adjustments to our subscriber statistics based on those reviews.

Subscriber information for acquired entities is preliminary and subject to adjustment until we have completed our review of such information and determined that it is presented in accordance with our policies.

Footnotes

1. The term "Full Company" includes certain amounts that were classified as discontinued operations prior to disposal. We present Full Company Adjusted Free Cash Flow and Full Company Distributable Cash Flow as applicable for those periods impacted by discontinued operations.
2. Represents aggregate consolidated and 50% owned non-consolidated VMO2 JV and VodafoneZiggo JV homes passed, broadband subscribers or postpaid mobile subscribers, as applicable. Aggregate subscribers also includes certain B2B fixed subscribers of the VodafoneZiggo JV.
3. Represents aggregate consolidated and 50% owned non-consolidated VMO2 JV and VodafoneZiggo JV homes passed. Includes those homes passed on the nexfibre partner network, which the VMO2 JV has access to and acts as an anchor tenant, and certain homes passed through whole buy.
4. The indicated growth rates are rebased for acquisitions, dispositions, FX and other items that impact the comparability of our year-over-year results. See the Rebase Information section for more information on rebased growth.
5. Costs to capture generally include incremental, third-party operating and capital related costs that are directly associated with integration activities, restructuring activities and certain other costs associated with aligning an acquiree to our business processes to derive synergies. These costs are necessary to combine the operations of a business being acquired (or joint venture being formed) with ours or are incidental to the acquisition. As a result, costs to capture may include certain (i) operating costs that are included in Adjusted EBITDA, (ii) capital-related costs that are included in property and equipment additions and Adjusted EBITDA less P&E Additions and (iii) certain integration-related restructuring expenses that are not included within Adjusted EBITDA or Adjusted EBITDA less P&E Additions. Given the achievement of synergies occurs over time, certain of our costs to capture are recurring by nature, and generally incurred within a few years of completing the transaction.
6. This release includes the actual U.S. GAAP results for the VMO2 JV for the three months and year ended December 31, 2023 and 2022. The commentary and YoY growth rates presented in this release are shown on a rebased basis. For more information regarding the VMO2 JV, including full IFRS disclosures, please visit their investor relations page to access the VMO2 JV's Q4 earnings release.
7. Converged households or converged SIMs represent customers in either our Consumer or SOHO segment that subscribe to both a fixed-line digital TV and an internet service and Vodafone and/or hollandsnieuwe postpaid mobile telephony service.
8. Liquidity refers to cash and cash equivalents and investments held under separately managed accounts plus the maximum undrawn commitments under subsidiary borrowing facilities, without regard to covenant compliance calculations or other conditions precedent to borrowing.
9. Our aggregate unused borrowing capacity of $1.6 billion represents the maximum undrawn commitments under the applicable facilities without regard to covenant compliance calculations or other conditions precedent to borrowing. Upon completion of the relevant December 31, 2023 compliance reporting requirements for our credit facilities, and assuming no further changes from quarter-end borrowing levels, we anticipate that the full unused borrowing capacity will continue to be available under each of the respective subsidiary facilities. Our above expectations do not consider any actual or potential changes to our borrowing levels or any amounts loaned or distributed subsequent to December 31, 2023.
10. For purposes of calculating our average tenor, total third-party debt excludes vendor financing, certain debt obligations that we assumed in connection with various acquisitions, and liabilities related to Telenet's acquisition of mobile spectrum licenses. The percentage of debt not due until 2029 or thereafter includes all of these amounts.
11. The U.S. GAAP YoY growth rates for the VMO2 JV are impacted by rebase adjustments and recurring U.S. GAAP to IFRS accounting differences, as further described and reconciled below.

Glossary

10-Q or 10-K: As used herein, the terms 10-Q and 10-K refer to our most recent quarterly or annual report as filed with the Securities and Exchange Commission on Form 10-Q or Form 10-K, as applicable.

Adjusted EBITDA, Adjusted EBITDA less P&E Additions and Property and Equipment Additions (P&E Additions):

• Adjusted EBITDA: Adjusted EBITDA is the primary measure used by our chief operating decision maker to evaluate segment operating performance and 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, Adjusted EBITDA is defined as earnings (loss) from continuing operations before net income tax benefit (expense), other non-operating income or expenses, net share of results of affiliates, net gains (losses) on debt extinguishment, net realized and unrealized gains (losses) due to changes in fair values of certain investments, net foreign currency transaction gains (losses), net gains (losses) on derivative instruments, net interest expense, depreciation and amortization, share-based compensation, 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 Adjusted EBITDA is a meaningful measure 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 consolidated Adjusted EBITDA measure, which is a non-GAAP 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. Consolidated Adjusted EBITDA should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, U.S. GAAP measures of income included in our consolidated statements of operations.

• Adjusted EBITDA less P&E Additions: We define Adjusted EBITDA less P&E Additions, which is a non-GAAP measure, as Adjusted EBITDA less property and equipment additions on an accrual basis. Adjusted EBITDA less P&E Additions is a meaningful measure because it provides (i) a transparent view of Adjusted EBITDA that remains after our capital spend, which we believe is important to take into account when evaluating our overall performance and (ii) a comparable view of our performance relative to other telecommunications companies. Our Adjusted EBITDA less P&E Additions measure may differ from how other companies define and apply their definition of similar measures. Adjusted EBITDA less P&E Additions should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, U.S. GAAP measures of income included in our consolidated statements of operations.

• P&E Additions: Includes capital expenditures on an accrual basis, amounts financed under vendor financing or finance lease arrangements and other non-cash additions. A reconciliation of earnings (loss) from continuing operations to Adjusted EBITDA and Adjusted EBITDA less P&E Additions is presented in the following table: