Liberty Global : Sunrise Holding Group Condensed Combined Financial Statements – March 31, 2024

The Sunrise Holding Group

Condensed Combined Financial Statements

March 31, 2024

The Sunrise Holding Group
TABLE OF CONTENTS
	Page
	Number
Condensed Combined Balance Sheets as of March 31, 2024 and December 31, 2023 (unaudited)	1
Condensed Combined Statements of Operations for the Three Months Ended March 31, 2024 and 2023
(unaudited)	3
Condensed Combined Statements of Comprehensive Loss for the Three Months Ended March 31, 2024 and 2023
(unaudited)	4
Condensed Combined Statements of Equity for the Three Months Ended March 31, 2024 and 2023 (unaudited)....	5
Condensed Combined Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023
(unaudited)	7
Notes to Condensed Combined Financial Statements (unaudited)	9
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS	32

The Sunrise Holding Group

CONDENSED COMBINED BALANCE SHEETS

(unaudited)

		March 31,		December 31,
		2024			2023
		in millions
ASSETS
Current assets:
Cash and cash equivalents	€	14.8		€	6.0
Trade receivables, net (notes 3 and 10)		440.8			421.7
Related-partyreceivables (note 10)		5.8			6.6
Derivative instruments (note 4)		260.9			255.2
Prepaid expenses		103.2			139.1
Other current assets (note 3)		215.5			262.3
Total current assets		1,041.0			1,090.9
Related-partyreceivables (note 10)		49.6			159.3
Property and equipment, net (notes 6 and 8)		2,655.1			2,787.6
Goodwill (note 6)		6,239.2			6,535.6
Intangible assets subject to amortization, net (note 6)		1,099.4			1,247.2
Operating lease right-of-use(ROU) assets (note 8)		1,423.7			949.8
Other assets, net (notes 3, 4 and 10)		295.2			487.6
Total assets	€	12,803.2		€	13,258.0

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

1

The Sunrise Holding Group

CONDENSED COMBINED BALANCE SHEETS - (Continued)

(unaudited)

		March 31,		December 31,
		2024			2023
		in millions
LIABILITIES AND COMBINED EQUITY
Current liabilities:
Accounts payable (note 10)	€	202.4		€	286.5
Deferred revenue (note 3)		133.1			72.7
Derivative instruments (note 4)		116.6			193.5
Current portion of debt and finance lease obligations (notes 7 and 8)		305.9			346.3
Current operating lease liabilities (note 8)		100.5			74.6
Accrued capital expenditures		78.5			72.9
Other accrued and current liabilities:
Third-party		477.9			576.5
Related-party(note 10)		41.5			53.3
Total current liabilities		1,456.4			1,676.3
Long-term debt and finance lease obligations (notes 7 and 8)		5,623.0			5,530.9
Derivative instruments (note 4)		508.0			813.2
Long-termoperating lease liabilities (note 8)		1,134.7			879.6
Other long-termliabilities (notes 3 and 10)		288.4			334.3
Total liabilities		9,010.5			9,234.3
Commitments and contingencies (notes 4, 7, 8, 9 and 11)
Combined equity:
Parent entities:
Contributions and accumulated earnings in excess of distributions		2,675.1			2,816.3
Accumulated other comprehensive earnings, net of taxes		1,095.4			1,185.1
Total combined equity attributable to parent entities		3,770.5			4,001.4
Noncontrolling interests		22.2			22.3
Total combined equity		3,792.7			4,023.7
Total liabilities and combined equity	€	12,803.2		€	13,258.0

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

2

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF OPERATIONS

(unaudited)

Three months ended

March 31,

		2024			2023
		in millions
Revenue (notes 3, 10 and 12)	€	797.9		€	764.5
Operating costs and expenses (exclusive of depreciation and amortization, shown separately
below):
Programming and other direct costs of services (notes 8 and 10)		258.2			247.8
Other operating (notes 8 and 10)		127.0			122.5
Selling, general and administrative (SG&A) (notes 8 and 10)		156.5			149.6
Related-partyfees and allocations, net (note 10)		6.3			19.6
Depreciation and amortization		241.6			240.6
Impairment, restructuring and other operating items, net (note 8)		(0.1)			0.4
		789.5			780.5
Operating income (loss)		8.4			(16.0)
Non-operating income (expense):
Interest expense (note 10)		(99.5)			(87.1)
Realized and unrealized gains (losses) on derivative instruments, net (note 4)		397.5			(3.0)
Foreign currency transaction gains (losses), net		(452.0)			15.6
Other income, net (note 10)		8.1			3.7
		(145.9)			(70.8)
Loss before income taxes		(137.5)			(86.8)
Income tax benefit (note 9)		7.4			18.6
Net loss		(130.1)			(68.2)
Net earnings attributable to noncontrolling interests		(1.0)			(1.0)
Net loss attributable to parent entities	€	(131.1)		€	(69.2)

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

3

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF COMPREHENSIVE LOSS

(unaudited)

Three months ended

March 31,

		2024			2023
		in millions
Net loss	€	(130.1)		€	(68.2)
Other comprehensive loss, net of taxes:
Foreign currency translation adjustments		(100.6)			(14.9)
Pension-relatedadjustments and other		10.9			(0.4)
...........................................................................................................Other comprehensive loss		(89.7)			(15.3)
Comprehensive loss		(219.8)			(83.5)
Comprehensive earnings attributable to noncontrolling interests		(1.0)			(1.0)
Comprehensive loss attributable to parent entities	€	(220.8)		€	(84.5)

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

4

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF EQUITY

(unaudited)

				Parent entities
	Contributions		Accumulated			Total
		and				combined
	accumulated			other			equity			Non-			Total
		earnings in		comprehensive		attributable
		excess of			earnings,			to parent		controlling		combined
	distributions			net of taxes			entities			interests			equity
						in millions
Balance at January 1, 2023	€	3,187.7		€	1,109.1		€	4,296.8		€	17.8		€	4,314.6
Net loss		(69.2)			-			(69.2)			1.0			(68.2)
Other comprehensive loss, net of taxes		-			(15.3)			(15.3)			-			(15.3)
Technology-related transfer pricing recovery fee		(13.3)			-			(13.3)			-			(13.3)
(note 10)
Share-based compensation (note 10)		3.4			-			3.4			-			3.4
Capital charge in connection with the exercise or		(1.0)			-			(1.0)			-			(1.0)
vesting of share-based incentive awards (note 10) ...
Other, net		0.2			-			0.2			(0.1)			0.1
Balance at March 31, 2023	€	3,107.8		€	1,093.8		€	4,201.6		€	18.7		€	4,220.3

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

5

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF EQUITY- (Continued)

(unaudited)

				Parent entities
	Contributions		Accumulated			Total
		and				combined
	accumulated			other			equity			Non-			Total
		earnings in		comprehensive		attributable
		excess of			earnings,			to parent		controlling		combined
	distributions			net of taxes			entities			interests			equity
						in millions
Balance at January 1, 2024	€	2,816.3		€	1,185.1		€	4,001.4		€	22.3		€	4,023.7
Net loss		(131.1)			-			(131.1)			1.0			(130.1)
Other comprehensive loss, net of taxes		-			(89.7)			(89.7)			-			(89.7)
Technology-related transfer pricing recovery fee		(8.0)			-			(8.0)			-			(8.0)
(note 10)
Capital charge in connection with the exercise or		(6.7)			-			(6.7)			-			(6.7)
vesting of share-based incentive awards (note 10) ...
Share-based compensation (note 10)		3.9			-			3.9			-			3.9
Other, net		0.7			-			0.7			(1.1)			(0.4)
Balance at March 31, 2024	€	2,675.1		€	1,095.4		€	3,770.5		€	22.2		€	3,792.7

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

6

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF CASH FLOWS

(unaudited)

Three months ended

March 31,

		2024			2023
		in millions
Cash flows from operating activities:
Net loss	€	(130.1)		€	(68.2)
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Share-basedcompensation expense		5.2			5.0
Related-partyfees and allocations, net		6.3			19.6
Depreciation and amortization		241.6			240.6
Impairment, restructuring and other operating items, net		(0.1)			0.4
Realized and unrealized losses (gains) on derivative instruments, net		(397.5)			3.0
Foreign currency transaction losses (gains), net		452.0			(15.6)
Deferred income tax benefit		(8.6)			(19.0)
Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions...		(51.7)			26.8
Net cash provided by operating activities		117.1			192.6
Cash flows from investing activities:
Capital expenditures, net		(140.3)			(119.7)
Repayments from related parties, net		213.8			94.6
Cash paid in connection with acquisitions, net of cash acquired		(2.9)			(68.3)
Net cash provided (used) by investing activities	€	70.6		€	(93.4)

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

7

The Sunrise Holding Group

CONDENSED COMBINED STATEMENTS OF CASH FLOWS - (Continued)

(unaudited)

Three months ended

March 31,

		2024			2023
		in millions
Cash flows from financing activities:
Repayments of related-partydebt, net	€	(136.3)		€	(9.0)
Operating-relatedvendor financing additions		58.2			62.6
Repayments and repurchases of third-party debt and finance lease obligations:
Principal payments on operating-relatedvendor financing		(83.7)			(24.8)
Principal payments on capital-relatedvendor financing		(12.3)			(70.3)
Principal payments on finance leases		(2.9)			(0.7)
Net cash paid related to derivative instruments		-			(57.3)
Net cash used by financing activities		(177.0)			(99.5)
Effect of exchange rate changes on cash and cash equivalents and restricted cash		(1.3)			3.1
Net increase in cash and cash equivalents and restricted cash		9.4			2.8
Cash and cash equivalents and restricted cash:
Beginning of period		7.5			3.5
End of period	€	16.9		€	6.3
Cash paid for interest - third-party	€	124.0		€	124.6
Net cash paid for taxes
€	1.3		€	0.6
Details of end of period cash and cash equivalents and restricted cash:
Cash and cash equivalents	€	14.8		€	5.3
Restricted cash included in other assets, net		2.1			1.0
Total cash and cash equivalents and restricted cash
€	16.9		€	6.3

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

8