v3.26.3
Acquisitions and Dispositions
9 Months Ended
Sep. 30, 2026
Acquisitions and Dispositions [Abstract]  
Acquisitions and Dispositions Acquisitions and Dispositions
Acquisition

On July 31, 2026, Liberty Global completed the acquisition of Vodafone’s 50% interest in the VodafoneZiggo JV (the VodafoneZiggo Acquisition). In addition, upon closing of the transaction, Liberty Global acquired Vodafone’s shareholder loans to a subsidiary of VodafoneZiggo totaling €907.9 million ($1,045.6 million at the transaction date). Liberty Global began consolidating 100% of VodafoneZiggo’s results as of July 31, 2026.

We have accounted for the VodafoneZiggo Acquisition as a business combination using the acquisition method of accounting, whereby the total purchase price was allocated to the acquired identifiable net assets of VodafoneZiggo based on assessments of their respective fair values, and the excess of the purchase price over the fair values of these identifiable net assets was allocated to goodwill.

The following table summarizes the fair value of consideration transferred as part of the VodafoneZiggo Acquisition (in millions, all translations to U.S. dollars are as of the transaction date):
Cash consideration paid at closing (a)€977.5 $1,125.8 
Fair value of 10% equity interest in Ziggo Group issued to Vodafone (b)
479.9 552.7 
Fair value of off-market component of certain arrangements payable to Vodafone (c)
169.1 194.8 
Total purchase consideration (d)€1,626.5 $1,873.3 
Fair value of previously held equity investment in VodafoneZiggo (e)
€1,552.4 $1,787.9 
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(a)Represents €1.0 billion ($1.1 billion) cash consideration under the share purchase agreement, net of adjustments for certain pre-closing transfers of value.

(b)Represents the fair value of the 10% noncontrolling equity interest in Ziggo Group issued to Vodafone in the form of 1,959,697,247 Class B ordinary shares. The fair value was determined using an “income approach,” based on a forecast of expected future cash flows.

(c)Represents the estimated fair value of the additional consideration attributable to the off-market component of certain arrangements payable to Vodafone in connection with the VodafoneZiggo Acquisition. This amount was treated as additional consideration transferred.
(d)Represents the aggregate consideration transferred to Vodafone in exchange for its interests in VodafoneZiggo, comprising (i) its 50% equity interest in VodafoneZiggo and (ii) its shareholder loan to a subsidiary of VodafoneZiggo, as described above. In connection with the VodafoneZiggo Acquisition, Liberty Global and Vodafone agreed that the economic benefit attributable to the 50% less one share of Liberty Global’s total indirect 66.8% interest in Wyre is retained within the Ziggo Group. The remaining 50% plus one share of Liberty Global’s total 66.8% interest in Wyre is solely for the benefit of Liberty Global (excluding the Ziggo Group), subject to various other terms and conditions.

(e)Represents the fair value of our previously held 50% equity interest in VodafoneZiggo immediately prior to the VodafoneZiggo Acquisition, including the VodafoneZiggo JV Receivables, as defined and described in note 5. For additional information regarding the valuation of our previously held equity interest, see note 7.
In connection with the VodafoneZiggo Acquisition, we also recognized a gain of $121.6 million during the third quarter of 2026, representing the difference between the fair value and carrying amount of our previously held equity investment in the VodafoneZiggo JV. No income taxes were required to be provided on this gain.
The preliminary opening balance sheet is subject to adjustment based on our final assessment of the fair values of the acquired identifiable assets and liabilities. Although most items in the valuation process remain open, the items with the highest likelihood of changing upon finalization of the valuation process include (i) goodwill, (ii) property and equipment, (iii) certain intangible assets and their respective estimated useful lives, (iv) income taxes, (v) the fair value of the 10% equity interest in Ziggo Group and (vi) the fair value of the off-market component of certain arrangements payable to Vodafone. A summary of the preliminary purchase consideration and the opening balance sheet of VodafoneZiggo at the July 31, 2026 acquisition date is presented in the following table (in millions):

Cash and cash equivalents$— 
Trade receivables, net192.7 
Current assets held for sale (a)820.9 
Other current assets450.7 
Property and equipment, net6,387.6 
Goodwill (b)4,169.4 
Intangible assets subject to amortization, net (c)6,090.0 
Other assets, net705.9 
Current portion of debt and finance lease obligations(1,245.6)
Current liabilities held for sale (a)(120.0)
Other accrued and current liabilities(1,289.9)
Long-term debt and finance lease obligations(10,002.1)
Long-term operating lease liabilities(207.0)
Deferred tax liabilities(2,075.5)
Other long-term liabilities(215.9)
Total purchase consideration and fair value of previously held equity investment (d)$3,661.2 
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(a)    Represents assets and liabilities being sold in connection with the VodafoneZiggo TowerCo Sale (as defined and described below).

(b)    The goodwill recognized in connection with the VodafoneZiggo Acquisition primarily represents the future economic benefits of expected cost, operating and financial synergies to be achieved through the integration of VodafoneZiggo and Telenet within the Ziggo Group. None of the goodwill is expected to be deductible for income tax purposes.

(c)    Includes customer relationships of $5,015.7 million, mobile spectrum licenses of $723.0 million and trade names of $351.3 million with estimated weighted average remaining useful lives of 17 years, 9 years and 20 years, respectively.

(d)    Excludes direct acquisition costs of $23.5 million incurred during nine months ended September 30, 2026, which are included in impairment, restructuring and other operating items, net, in our condensed consolidated statement of operations.
Pro Forma Information

The following unaudited pro forma consolidated operating results give effect to the VodafoneZiggo Acquisition as if it had been completed as of January 1, 2025, the earliest period presented. These pro forma amounts are not necessarily indicative of the operating results that would have occurred if the VodafoneZiggo Acquisition had occurred on such date. The pro forma adjustments are based on certain assumptions that we believe are reasonable.
Nine months ended September 30,
20262025
(unaudited)
Revenue (in millions)$6,901.7 $6,830.3 
Net earnings (loss) attributable to Liberty Global shareholders (in millions) (a)$207.9 $(4,247.0)
Basic earnings (loss) attributable to Liberty Global shareholders per share$0.62 $(12.33)
Diluted earnings (loss) attributable to Liberty Global shareholders per share$0.59 $(12.33)
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(a)     The net earnings for the nine months ended September 30, 2026 include (i) the $121.6 million gain recognized on our previously held equity interest in VodafoneZiggo and (ii) $23.5 million of direct acquisition costs, both of which are nonrecurring and reflected in the period in which they were recognized.

Our consolidated statement of operations for the nine months ended September 30, 2026 includes revenue of $771.7 million and net loss of $59.1 million attributable to VodafoneZiggo for the period from the July 31, 2026 acquisition date through September 30, 2026. These amounts exclude the share of results of affiliates, net, related to our previously held equity interest in the VodafoneZiggo JV, which is included in our results through the acquisition date.

Disposition

UPC Slovakia

On April 30, 2026, we completed the sale of our operations in Slovakia (UPC Slovakia) to O2 Slovakia s.r.o., an affiliate of e& PPF Telecom Group B.V. After considering working capital adjustments (including cash disposed), we received net cash proceeds of €94.4 million ($110.7 million at the transaction date). During the third quarter of 2026, the final closing statement was settled, resulting in a €0.4 million ($0.5 million) reduction in the transaction consideration. In our segment presentation, UPC Slovakia is included in our “all other category.”

Effective with the signing of the share purchase agreement on December 18, 2025, we began accounting for UPC Slovakia as held for sale. Accordingly, we ceased to depreciate or amortize the long-lived assets of UPC Slovakia. However, we have not presented UPC Slovakia as a discontinued operation as this transaction did not represent a strategic shift that will have a major effect on our financial results or operations. As of December 31, 2025, the held-for-sale assets and liabilities of UPC Slovakia totaled $122.5 million and $18.2 million, respectively.

In connection with the held-for-sale classification and subsequent remeasurement, we recognized an impairment charge of $0.8 million prior to the closing of this transaction to reduce the carrying value of the UPC Slovakia disposal group to its fair value less costs to sell. Upon completion of the sale on April 30, 2026, we reclassified $3.8 million of accumulated foreign currency translation losses previously recognized in accumulated other comprehensive income (loss) into earnings. The impairment charge and the reclassification of accumulated translation adjustments are both included in impairment, restructuring and other operating items, net, in our condensed consolidated statement of operations.

As part of the transaction, we have agreed to provide certain transitional services for a period of up to 42 months from the closing of the transaction. These services principally comprise network and information technology-related functions. The annual charges will depend on the actual level of services required by the purchaser. During the three months ended September
30, 2026, we recorded revenue of $2.1 million associated with these transitional services. Liberty Global will also allow the use of the “UPC” brand for a transitional period of up to three years as part of the transaction.

Pending Disposition

VodafoneZiggo TowerCo Sale

On September 8, 2026, VodafoneZiggo entered into an agreement to sell certain towers and rooftop installations to an entity to be jointly owned by funds managed by DigitalBridge, TD Greystone Infrastructure, and Legal & General for total consideration of €669.0 million ($758.6 million) (the VodafoneZiggo TowerCo Sale). Subsequent to the completion of the VodafoneZiggo TowerCo Sale, VodafoneZiggo will lease space on the assets sold for an initial term of 12 years. All required regulatory approvals were received in October 2026, and the transaction is expected to be completed in the fourth quarter of 2026. As part of the VodafoneZiggo Acquisition, we accounted for the assets and liabilities subject to the VodafoneZiggo TowerCo Sale as held for sale and, accordingly, do not depreciate or amortize the associated long-lived assets. As of September 30, 2026, the held-for-sale assets and liabilities associated with the VodafoneZiggo TowerCo Sale, which primarily include property and equipment, right-of-use (ROU) asset and lease liabilities, totaled $810.1 million and $125.5 million, respectively. These assets and liabilities are measured at fair value less expected costs to sell.