What changed in this filing

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Item 1. Business

2024-02-15 compared with 2023-02-22 · 387 added, 328 removed, 611 unchanged (54% of the section changed)

We are Liberty Global plc ( Liberty Global ), an international converged fixed and mobile communications company, providing world-class connectivity and entertainment services to our residential and business customers.

We are focused on building fixed-mobile convergence national champions in our core European markets, and we are constantly striving to enhance and simplify our customers’ lives through quality products and services that give them the freedom to connect, converse, work and be entertained anytime, anywhere they choose.

To that end, we deliver market-leading connectivity and entertainment products through next-generation networks that connect retail and wholesale customers subscribing to over 86 million (at December 31, 2022) broadband internet, video, fixed-line telephony and mobile services across our operating companies.

We are Liberty Global Ltd.

(formerly Liberty Global plc) ( Liberty Global ), an international fixed-mobile convergence ( FMC ) communications company, providing world-class connectivity and entertainment services to our residential and business customers.

We are focused on building FMC national champions in our core European markets, and we are constantly striving to enhance and simplify our customers’ lives through quality products and services that give them the freedom to connect, converse, work and be entertained anytime, anywhere they choose.

To that end, we deliver market-leading connectivity and entertainment products through next-generation networks and provide over 85 million connections (at December 31, 2023) across Europe.

Our primary business operations are listed below, all of which we consolidate, with the exception of the VMO2 JV and the VodafoneZiggo JV (each as defined below).

Additionally, our ventures arm, Liberty Global Ventures, has investments in more than 75 companies in the fields of content, technology and infrastructure, including strategic stakes in companies such as Plume Design, Inc.

( Plume ), ITV plc ( ITV ), Televisa Univision, Inc.

( Televisa Univision ), AE Group Sàrl ( AtlasEdge ) and Formula E Holdings Ltd.

Additionally, our ventures arm, Liberty Global Ventures, has investments in more than 75 companies and funds across the content, technology and infrastructure industries, including stakes in companies such as ITV plc ( ITV ), Televisa Univision, Inc.

( Televisa Univision ), Plume Design, Inc.

( Plume ), AE Group Sàrl ( AtlasEdge ) and Formula E Holdings Ltd.

( Formula E ).

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UPC Slovakia Slovakia 100.0%

Virgin Media O2 United Kingdom ( U.K.

Virgin Media O2 United Kingdom 50.0%

VodafoneZiggo Netherlands 50.0%

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General Development of Business

As a result of a series of mergers that were completed on June 7, 2013, Liberty Global became the publicly-held parent company of the successors by merger of Liberty Global, Inc.

(the predecessor to Liberty Global) and Virgin Media Inc.

As a result of a series of mergers that were completed on June 7, 2013, Liberty Global plc became the publicly-held parent company of the successors by merger of Liberty Global, Inc.

(the predecessor to Liberty Global plc) and Virgin Media Inc.

( Virgin Media ).

In this filing on Form 10-K, except where context dictates otherwise, the terms “we”, “our”, “our company” and “us” may refer, as the context requires, to Liberty Global (or its predecessor) or collectively to Liberty Global (or its predecessor) and its subsidiaries and any joint ventures.

On November 23, 2023, Liberty Global plc completed a statutory scheme of arrangement, pursuant to which a new Bermudan company, Liberty Global Ltd., became the sole shareholder of Liberty Global plc and the parent entity of the entire group of Liberty Global companies (the Redomiciliation ).

The Redomiciliation resulted in the Liberty Global group parent company changing its jurisdiction of incorporation from England and Wales to Bermuda.

In this Annual Report on Form 10-K, except where context dictates otherwise, the terms “we”, “our”, “our company” and “us” may refer, as the context requires, to Liberty Global (or its predecessors) or collectively to Liberty Global (or its predecessors) and its subsidiaries and any of its joint ventures.

Unless otherwise indicated, convenience translations into United States ( U.S.

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We have completed a number of strategic acquisitions, dispositions and joint ventures over the last several years.

We made or entered into these acquisitions, dispositions and joint ventures in order to execute on our strategy to concentrate on markets where we can focus on creating national champion converged businesses in core markets and unlock significant synergies.

We made or entered into these acquisitions, dispositions and joint ventures in order to execute on our strategy to concentrate on markets where we can focus on creating national champion FMC businesses in core markets and unlock significant synergies.

Acquisitions .

One of our recent significant acquisitions includes:

• On November 11, 2020, we completed the acquisition of Sunrise Communications Group AG ( Sunrise ) through the settlement of the all cash public tender offer to acquire all of the outstanding shares of Sunrise (the Sunrise Acquisition ).

In April 2021, we completed a statutory “squeeze-out” procedure, under applicable Swiss law, to acquire the remaining Sunrise Shares that were not acquired pursuant to the tender offer and, accordingly, we now hold 100% of the share capital of Sunrise.

Our combined business in Switzerland is now referred to as Sunrise.

Our significant acquisitions include:

• On October 13, 2023, we completed the acquisition of all of the shares of Telenet Group Holding N.V.

( Telenet ) that we did not already hold through an all cash public tender offer (the Telenet Takeover Bid ).

All shares not acquired through the tender offer process were acquired through a statutory simplified “squeeze-out” procedure under applicable Belgian law.

Telenet is now a wholly-owned, indirect subsidiary of Liberty Global.

• On July 1, 2023, pursuant to an agreement dated July 19, 2022, Telenet and Fluvius System Operator CV ( Fluvius ) created an independent, self-funding infrastructure company ( Wyre ) within their combined geographic footprint in the Flanders region of Belgium and in parts of Brussels (the Telenet Wyre Transaction ).

The companies each contributed certain cable infrastructure assets with Telenet and Fluvius initially owning 66.8% and 33.2% of Wyre, respectively.

Telenet and Liberty Global began consolidating Wyre’s results upon the closing of the transaction.

Joint Ventures .

Our significant joint ventures include:

• On December 15, 2022, we contributed cash to a newly-formed joint venture in the U.K.

• On December 15, 2022, we contributed cash to a newly-formed joint venture in the United Kingdom ( U.K.

) (the nexfibre JV ) that is anticipated to roll-out a new fiber network to 5-7 million new homes in the U.K.

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• On September 1, 2021, we (i) contributed certain assets and liabilities to a newly-formed 50:50 joint venture (the AtlasEdge JV ) that was established for the purpose of acquiring and commercializing European technical real estate for edge colocation and hosting services and (ii) sold certain other assets to the AtlasEdge JV.

In addition, we sold certain additional assets to the AtlasEdge JV during the fourth quarter of 2021.

We account for our interest in the AtlasEdge JV as an equity method investment.

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Our significant dispositions include:

• On June 1, 2022, Telenet Group Holding N.V.

( Telenet ) completed the sale of substantially all of its passive infrastructure and tower assets to DigitalBridge Investments LLC ( DigitalBridge ) (the Telenet Tower Sale ).

• On June 1, 2022, Telenet completed the sale of substantially all of its passive infrastructure and tower assets to DigitalBridge Investments LLC ( DigitalBridge ) (the Telenet Tower Sale ).

As part of the Telenet Tower Sale, Telenet entered into a master lease agreement to lease back the passive infrastructure and tower assets from DigitalBridge for an initial period of 15 years (the Telenet Tower Lease Agreement ).

As part of the Telenet Tower Lease Agreement, Telenet has also committed to lease back 475 build-to-suit sites over the term of the lease.

As part of the Telenet Tower Lease Agreement,

Telenet has also committed to lease back 475 build-to-suit sites over the term of the lease.

Telenet will act as an agent over the construction of future towers on the build-to-suit sites.

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Other Transactions

We continue to evaluate a change in jurisdiction of incorporation to Bermuda, which has U.S.-style corporate laws and lower administrative costs.

To the extent we determine to move forward with any re-domicile transaction, we would seek shareholder approval in advance.

• A described above in this section, we completed the Redomiciliation on November 23, 2023.

Our shares continue to trade on the Nasdaq Global Select Market under the same ticker symbols as they did prior to the Redomiciliation (LBTYA, LBTYB and LBTYK).

• On August 15, 2023, we announced a new strategic collaboration with Infosys to help scale Liberty Global’s digital entertainment and connectivity platforms.

The agreement has an initial five-year term, with an option to extend to eight years.

Under this partnership, Liberty Global will license certain of its intellectual property to Infosys, who will then market our entertainment and connectivity platforms to customers outside of Liberty Global’s family of companies.

As part of this arrangement, Liberty Global will continue to control the product roadmaps and retain the intellectual property for such platforms.

Equity Transactions

Share repurchases are an important part of our strategy in creating value for our shareholders.

Pursuant to our most recent share repurchase program, our board of directors authorized us to repurchase ten percent of our outstanding shares (measured at the start of each year) during each of 2022 and 2023.

Additionally, in July 2022, our board of directors authorized a further $400.0 million for 2022 share repurchases.

The following table provides the details of our share repurchases during 2022:

Pursuant to our most recent share repurchase program, our board of directors authorized us to repurchase 10% of our outstanding shares (measured at the start of the year) during 2023.

Additionally, in July 2023, our board of directors increased our share repurchase authorization to a minimum of 15% of shares outstanding as of December 31, 2022.

We achieved this minimum as of October 30, 2023 and announced a further repurchase target of approximately $300.0 million through the end of January 2024.

This target was fully achieved on January 26, 2024.

The following table provides a summary of our share repurchases during 2023.

Title of shares Number of shares Average price paid per share (1)

Aggregate purchase price (1)

Class A ordinary shares 3,856,700 $ 21.55 $ 83.1

Class C ordinary shares 69,381,968 $ 23.34 1,619.5

Class A common shares 1,444,000 $ 18.24 $ 26.3

Class C common shares 78,452,085 $ 18.86 1,479.6

Total $ 1,505.9

_______________

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Management’s Discussion and Analysis of Financial Condition and Results of Operations and Item 7A.

Quantitative and Qualitative Disclosures About Market Risk may contain forward-looking statements, including statements regarding our business, product, foreign currency and finance strategies, our property and equipment additions, subscriber growth and retention rates, competitive, regulatory and economic factors, the timing and impacts of proposed transactions, the maturity of our markets, the potential impact of the coronavirus ( COVID-19 ) and other large-scale health crises on our company, the anticipated impacts of new legislation (or changes to existing rules and regulations), anticipated changes in our revenue, costs or growth rates, our liquidity, credit risks, foreign currency risks, interest rate risks, target leverage levels, debt covenants, our future projected contractual commitments and cash flows, our share repurchase programs and other information and statements that are not historical fact.

Quantitative and Qualitative Disclosures About Market Risk may contain forward-looking statements, including statements regarding our business, product, foreign currency, hedging and finance strategies, our property and equipment additions, subscriber growth and retention rates, competitive, regulatory and economic factors, the timing and impacts of proposed transactions, the maturity of our markets, the potential impact of the coronavirus ( COVID-19 ) and other large-scale health crises on our company, the anticipated impacts of new legislation (or changes to existing rules and regulations), anticipated changes in our revenue, costs or growth rates, our liquidity, credit risks, foreign currency risks, interest rate risks, target leverage levels, debt covenants, our future projected contractual commitments and cash flows, our share repurchase programs and other information and statements that are not historical fact.

Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished.

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• fluctuations in currency exchange rates and interest rates;

• instability in global financial markets, including sovereign debt issues and related fiscal reforms;

• instability in global financial markets, including sovereign debt issues, currency instability and related fiscal reforms;

• consumer disposable income and spending levels, including the availability and amount of individual consumer debt, as a result of, among other things, inflationary pressures;

• changes in consumer television viewing and mobile and broadband usage preferences and habits;

• consumer acceptance of our existing service offerings, including our broadband internet, television, fixed-line telephony, mobile and business service offerings, and of new technology, programming alternatives and other products and services that we may offer in the future;

• our ability to manage rapid technological changes and the rate at which our current technology becomes obsolete;

• our ability to maintain or increase the number of subscriptions to our broadband internet, television, fixed-line telephony and mobile service offerings and our average revenue per household;

• changes in consumer television viewing, mobile and broadband usage preferences and habits;

• consumer acceptance of our existing service offerings, including our broadband internet, video, fixed-line telephony, mobile and business service offerings, and of new technology, programming alternatives and other products and services that we may offer in the future;

• our ability to manage rapid technological changes, including our ability to adequately manage our legacy technologies and transformation, and the rate at which our current technology becomes obsolete;

• our ability to maintain or increase the number of subscriptions to our broadband internet, video, fixed-line telephony and mobile service offerings and our average revenue per household;

• our ability to provide satisfactory customer service, including support for new and evolving products and services;

• our ability to maintain or increase rates to our subscribers or to pass through increased costs to our subscribers as a result of, among other things, inflationary pressures;

• our ability to maintain or increase rates to our subscribers or to pass through increased costs to our subscribers, including with respect to our significant property and equipment additions, as a result of, among other things, inflationary pressures;

• the impact of our future financial performance, or market conditions generally, on the availability, terms and deployment of capital;

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• government intervention that requires opening our broadband distribution networks to competitors, such as certain regulatory obligations imposed in Belgium;

• our ability to obtain regulatory approval and shareholder approval and satisfy other conditions necessary to close acquisitions and dispositions and the impact of conditions imposed by competition and other regulatory authorities in connection with acquisitions;

• our ability to successfully acquire new businesses and, if acquired, to integrate, realize anticipated efficiencies from, and implement our business plan with respect to, the businesses we have acquired or that we expect to acquire;

• our ability to maintain and further develop our direct and indirect distribution channels;

• the effect of perceived health risks associated with electromagnetic radiation from base statement and associated equipment;

• the effect on our businesses of strikes or collective action by certain of our employees that are represented by trade unions;

• our ability to obtain regulatory approval and shareholder approval and satisfy other conditions necessary to close acquisitions, dispositions, combinations or joint ventures and the impact of conditions imposed by competition and other regulatory authorities in connection with acquisitions, combinations and joint ventures;

• our ability to successfully acquire new businesses or form joint ventures and, if acquired or joined, to integrate, realize anticipated efficiencies from, and implement our business plan with respect to, the businesses we have acquired or joined or that we expect to acquire or join;

• changes in laws or treaties relating to taxation, or the interpretation thereof, in the U.K., the U.S.

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• our ability to navigate the potential impacts on our business resulting from the U.K.’s departure from the European Union ( E.U.

• the ability of suppliers and vendors (including our third-party wireless network provider, Three (Hutchison), under our mobile virtual network operator ( MVNO ) arrangement in Ireland) to timely deliver quality products, equipment, software, services and access;

• the availability of attractive programming for our video services and the costs associated with such programming, including production costs, retransmission and copyright fees payable to public and private broadcasters;

• the ability of suppliers and vendors (including our third-party wireless network provider, Three (Hutchison), under our mobile virtual network operator ( MVNO ) arrangement at VM Ireland (as defined below)) to timely deliver quality products, equipment, software, services and access;

• the activities of device manufacturers, and our operating companies’ ability to secure adequate and timely supply of handsets that experience high demand;

• the availability of attractive programming for our video services and the costs associated with such programming, including, but not limited to, production costs, retransmission and copyright fees payable to public and private broadcasters;

• uncertainties inherent in the development and integration of new business lines and business strategies;

• our ability to adequately forecast and plan future network requirements;

• the availability and cost of capital for the acquisition and/or development of telecommunications networks and services;

• the availability and cost of capital for the acquisition, maintenance and/or development of telecommunications networks, products and services;

• the availability, cost and regulation of spectrum;

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• successfully integrating businesses or operations that we acquire or partner with on the timelines or within the budgets estimated for such integrations;

• operating costs, customer loss and business disruption, including maintaining relationships with employees, customers, suppliers or vendors, may be greater than expected in connection with our acquisitions and dispositions;

• our ability to realize the expected synergies from our acquisitions and joint ventures in the amounts anticipated or on the anticipated timelines;

• our ability to profit from investments, such as our joint ventures, that we do not solely control;

• our ability to protect against, mitigate and contain loss of our and our customers’ data as a result of cyber attacks on us or any of our operating companies;

• the leakage of sensitive customer data;

• our ability to anticipate, protect against, mitigate and contain loss of our and our customers’ data as a result of cyber attacks on us or any of our operating companies;

• the leakage of sensitive customer or company data or the failure to comply with applicable data protection laws, regulations and rules;

• a failure in our network and information systems, whether caused by a natural failure or a security breach, and unauthorized access to our networks;

• the outcome of any pending or threatened litigation;

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• changes in the nature of key strategic relationships with partners and joint venturers;

• the risk of default by counterparties to our cash investments, derivative and other financial instruments and undrawn debt facilities;

• our capital structure and factors related to our debt arrangements;

• events that are outside of our control, such as political unrest in international markets, terrorist attacks, malicious human acts, natural disasters, epidemics, pandemics (such as COVID-19) and other similar events, including the ongoing invasion of Ukraine by Russia.

The broadband distribution and mobile service industries are changing rapidly and, therefore, the forward-looking statements of expectations, plans and intent in this Annual Report are subject to a significant degree of risk.

• events that are outside of our control, such as political unrest in international markets, terrorist attacks, armed conflicts, malicious human acts, natural disasters, epidemics, pandemics (such as COVID-19) and other similar events, including the ongoing invasion of Ukraine by Russia and the Israeli-Palestinian conflict.

The broadband distribution and mobile service industries are changing rapidly and, therefore, the forward-looking statements of expectations, plans and intents in this Annual Report are subject to a significant degree of risk.

These forward-looking statements and the above-described risks, uncertainties and other factors speak only as of the date of this Annual Report, and 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 other change in events, conditions or circumstances on which any such statement is based.

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Description of Business

We are one of the world’s leading converged video, broadband and communications companies, with a commitment to providing our customers the “best in class” connectivity and entertainment services.

These services are delivered to our residential and business customers over our networks and include broadband internet, video, telephony and mobile services.

We design our services to enable our customers to access the digital world on their own terms, with “best in class” connectivity at the core of our strategy.

Today, our extensive broadband network enables us to deliver ultra-high-speed internet service across our markets, be it through fiber, cable, a combination thereof or mobile technology.

We continually strive to extend our reach and reinforce our speed leadership.

In most of our footprint we offer converged fixed and mobile experiences in and out of the home, and it is our ambition to further enhance this proposition through strategic acquisitions and partnerships and through product development to offer our customers a world-class suite of products and services.

As part of this strategy, Telenet, the VMO2 JV, the VodafoneZiggo JV and Sunrise deliver mobile services as mobile network operators, and Virgin Media Ireland ( VM Ireland ) delivers mobile services as an MVNO through Three (Hutchison’s) network.

We provide residential and business telecommunication services in Ireland through VM Ireland, Belgium through Telenet, Switzerland through Sunrise and Slovakia through UPC Slovakia, and we are a leading fixed network provider in each of these countries.

We also have investments in the VodafoneZiggo JV and the VMO2 JV, each of which is a fixed network leader in their respective countries.

We are one of the world’s leading converged broadband, video and communications companies, with a commitment to providing our customers “best in class” connectivity and entertainment services.

These services are delivered to our residential and business customers over our networks and include internet, video, telephony and mobile services.

We design these services to enable our customers to access the digital world on their own terms, with top quality connectivity at the core of our strategy.

Our extensive broadband network enables us to deliver ultra-high-speed internet service across our markets, be it through fiber, cable and mobile technology, and we strive to extend our reach and reinforce our speed leadership.

Across our footprint we offer converged fixed and mobile experiences in and out of the home, and it is our ambition to further enhance this proposition through strategic acquisitions and partnerships and through product development to offer our customers a world-class suite of products and services.

As part of this strategy, Sunrise GmbH ( Sunrise ), Telenet, the VMO2 JV and our 50:50 joint venture with Vodafone Group plc ( Vodafone ) (the VodafoneZiggo JV ) deliver mobile services as mobile network operators ( MNOs ), Virgin Media Ireland ( VM Ireland ) delivers mobile services as an MVNO through Three (Hutchison)’s network and UPC Slovakia delivers mobile services as a reseller of subscriber identification module ( SIM ) cards provided by SWAN, a.s.

We provide residential and business telecommunication services in Switzerland through Sunrise, Belgium through Telenet, Ireland through VM Ireland and Slovakia through UPC Slovakia, and we are a leading fixed network provider in each of these countries.

We also own 50% of the VMO2 JV and the VodafoneZiggo JV, each of which is a fixed network leader in their respective countries.

A breakdown of our revenue by major category for our consolidated reportable segments appears in note 19 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

As a trusted provider of telecommunications services for our customers, we strive to ensure the connections we make today are building for a sustainable future.

Through our next-generation networks and products, digital innovations and a culture of belonging and well-being, we are purpose-driven to be a responsible, sustainable and inclusive company that offers opportunity for everyone to connect to an exciting digital world.

We work to ensure that we are continuously focused on the most significant sustainability impacts of our business – that while we create impact for our customers and the communities we serve, we are not creating negative impact for our planet.

We are committed to becoming carbon neutral by 2030 for our Scope 1 and 2 emissions and are working across our entire business to build our full Scope 3 ambition.

Our commitment to reduce GHG emissions includes purchasing electricity from renewable sources, transitioning our fleet to electric vehicles, improving the efficiency of our networks that will allow us to meet growing connectivity demands without increasing energy consumption, tackling e-waste by reducing the use of raw materials in our products, limiting our packaging and designing our products for longer lifespans and circularity.

In addition, we are working with our partners and suppliers to ensure our entire value chain shares our focus on the urgency of the climate crisis.

As a founding member of the European Green Digital Coalition, we champion our wider industry as a key player in the development of carbon-reducing digital solutions, to enable other sectors to also become more sustainable.

Diversity and inclusion have long been priorities for Liberty Global and our operating companies, and they will become even more integral moving forward.

Over the past several years, Liberty Global, VM Ireland,

Telenet, Sunrise, UPC Slovakia, the VMO2 JV and the VodafoneZiggo JV have all pursued gender diversity as a strategic goal, with an emphasis on building a gender-diverse pipeline of talent.

Similarly, inclusion is a key focus area, and we are committed to providing an environment that empowers everyone to bring their full selves to work while creating a more inviting workplaces regardless of age, race, gender, ethnicity, neuroability, religion, socioeconomic status, nationality or sexual orientation.

As a provider of telecommunications services, we strive to ensure that the connections we make today are building for a sustainable future.

Our People Planet Progress strategy demonstrates how we work inclusively, sustainably and responsibly as a company and with our partners.

Our People priorities mean that we champion diversity and representation to elevate equitable and inclusive opportunities across every part of our business.

We are committed to enhancing inclusive connectivity and digital skills needed for our communities and society today, as well as the workforce of tomorrow, through educational and social programs and volunteering.

As part of our Planet agenda, we work to ensure that we continuously focus on the most significant environmental impacts of our business.

We are working across our entire footprint to reduce our Scope 1, 2 and 3 emissions, with long-term ambitions in line with science-based targets.

Our commitment to reducing GHG emissions includes purchasing electricity from renewable sources, transitioning our fleet to electric vehicles, improving the efficiency of our networks to meet growing connectivity demands without increasing energy consumption, tackling e-waste by reducing the use of raw materials in our products, limiting our packaging and designing our products for longer lifespans and circularity.

Our Progress priorities mean that we are committed to transparency throughout our business and value chain, supported by our governance structures and human rights, ethics and labor management processes and practices.

We also focus on working together with our partners to ensure high standards in our supply chain, as well as taking an active role in cross-industry collaborations.

We are a founding member of the European Green Digital Coalition and, in 2023, became a member of the United Nations Global Compact and joined the Joint Alliance for CSR.

As such, we champion our industry as a key player in the development of carbon-reducing digital solutions and enabling other sectors to also become more sustainable.

Operating Data

The following tables present certain operating data as of December 31, 2022, with respect to the networks of our subsidiaries and significant joint ventures.

The following table presents certain operating data as of December 31, 2023 with respect to the networks of our subsidiaries and significant joint ventures.

The following tables reflect 100% of the data applicable to each of our subsidiaries and significant joint ventures regardless of our ownership percentage.

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Consolidated Liberty Global:

Belgium 3,436,700 2,008,800 1,730,700 1,694,700 1,012,400 4,437,800 2,940,300

Switzerland (8)

Telenet 3,613,400 2,007,500 1,730,400 1,657,700 934,200 4,322,300 2,910,500

2,707,700 1,468,000 1,180,400 1,199,700 934,200 3,314,300 2,836,300

Ireland 965,000 421,100 382,600 260,700 252,200 895,500 143,800

Slovakia 637,900 182,400 146,400 164,900 89,400 400,700 —

VM Ireland 982,900 402,800 368,500 227,900 205,800 802,200 134,400

UPC Slovakia 642,400 177,200 144,800 161,700 87,500 394,000 —

Total 7,946,400 4,055,500 3,424,100 3,247,000 2,161,700 8,832,800 5,881,200

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Certain of our Homes Passed counts are based on census data that can change based on either revisions to the data or from new census results.

Due to the fact that we do not own the partner networks (defined below) used in Switzerland (see note 8 below), we do not report homes passed for Switzerland’s partner networks.

Due to the fact that we do not own the partner networks (defined below) used in Switzerland (see note 8 below), we do not report homes passed for Sunrise’s partner networks.

(2) Fixed-Line Customer Relationships are the number of customers who receive at least one of our internet, video or telephony services that we count as Revenue Generating Units ( RGUs ), without regard to which or to how many services they subscribe.

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(3) Internet Subscribers are homes, residential multiple dwelling units or commercial units that receive internet services over our networks or that we service through a partner network.

In Switzerland, we offer a 10 Mbps internet service to our Video Subscribers without an incremental recurring fee.

Our Internet Subscribers in Switzerland include approximately 45,100 subscribers who have requested and received this service.

At Sunrise, we offer a 10 Mbps internet service to our Video Subscribers without an incremental recurring fee.

Our Internet Subscribers at Sunrise include approximately 39,800 subscribers who have requested and received this service.

(4) Video Subscribers are homes, residential multiple dwelling units or commercial units that receive our video services over our broadband network or through a partner network.

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Telephony Subscribers exclude mobile telephony subscribers.

In Switzerland, we offer a basic phone service to our Video Subscribers without an incremental recurring fee.

Our Telephony Subscribers in Switzerland include approximately 188,500 subscribers who have requested and received this service.

(6) An RGU is, separately, a Video Subscriber, Internet Subscriber or Telephony Subscriber.

At Sunrise, we offer a basic phone service to our Video Subscribers without an incremental recurring fee.

Our Telephony Subscribers at Sunrise include approximately 128,400 subscribers who have requested and received this service.

(6) An RGU is, separately, an Internet Subscriber, Video Subscriber or Telephony Subscriber.

A home, residential multiple dwelling unit or commercial unit may contain one or more RGUs.

For example, if a residential customer subscribed to our video service, fixed-line telephony service and broadband internet service, the customer would constitute three RGUs.

Total RGUs is the sum of Video, Internet and Telephony Subscribers.

For example, if a residential customer subscribed to our broadband internet service, video service and fixed-line telephony service, the customer would constitute three RGUs.

Total RGUs is the sum of Internet, Video and Telephony Subscribers.

RGUs generally are counted on a unique premises basis such that a given premise does not count as more than one RGU for any given service.

However, if an individual receives one of our services in two premises (e.g., a primary home and a vacation home), that individual will count as two RGUs for that service.

Each bundled cable, internet or telephony service is counted as a separate RGU regardless of the nature of any bundling discount or promotion.

Each bundled internet, video or telephony service is counted as a separate RGU regardless of the nature of any bundling discount or promotion.

Non-paying subscribers are counted as subscribers during their free promotional service period.

Some of these subscribers may choose to disconnect after their free service period.

Services offered without charge on a long-term basis (e.g., certain preferred subscribers or free service to employees) generally

are not counted as RGUs.

Services offered without charge on a long-term basis (e.g., certain preferred subscribers or free service to employees) generally are not counted as RGUs.

We do not include subscriptions to mobile services in our externally reported RGU counts.

In this regard, our RGU counts exclude our separately reported postpaid and prepaid mobile subscribers.

(7) Our Mobile Subscriber count represents the number of active subscriber identification module ( SIM ) cards in service rather than services provided.

(7) Our Mobile Subscriber count represents the number of active SIM cards in service rather than services provided.

For example, if a mobile subscriber has both a data and voice plan on a smartphone this would equate to one Mobile Subscriber.

Alternatively, a subscriber who has a voice and data plan for a mobile handset and a data plan for a laptop would be counted as two mobile subscribers.

Alternatively, a subscriber who has a data and voice plan for a mobile handset and a data plan for a laptop would be counted as two Mobile Subscribers.

Customers who do not pay a recurring monthly fee are excluded from our Mobile Subscriber count after periods of inactivity ranging from 30 to 90 days, based on industry standards within the respective country.

In a number of countries, our mobile subscribers receive mobile services pursuant to prepaid contracts.

As of December 31, 2022, our mobile subscriber count included approximately 440,000, 271,000, 7,968,300 and 370,700 prepaid Mobile Subscribers in Switzerland, Belgium, the VMO2 JV and the VodafoneZiggo JV, respectively.

In a number of countries, our Mobile

Subscribers receive mobile services pursuant to prepaid contracts.

As of December 31, 2023, our Mobile Subscriber count included approximately 369,200, 233,200, 7,617,900 and 340,200 prepaid Mobile Subscribers at Sunrise, Telenet, the VMO2 JV and the VodafoneZiggo JV, respectively.

Prepaid mobile customers are excluded from the VMO2 JV’s and the VodafoneZiggo JV’s Mobile Subscriber counts after a period of inactivity of three months and nine months, respectively.

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The mobile subscriber count for the VMO2 JV presented in the table above excludes mobile wholesale connections based on their definition.

(8) Pursuant to service agreements, Switzerland offers broadband internet, video and telephony services over networks owned by third-party operators ( partner networks ), and following the acquisition of Sunrise, also service homes through Sunrise’s existing agreements with Swisscom, Swiss Fibre Net and local utilities.

(8) Pursuant to service agreements, Sunrise offers broadband internet, video and telephony services over networks owned by third-party operators ( partner networks ), and following the acquisition of Sunrise, also services homes through Sunrise’s existing agreements with Swisscom, Swiss Fibre Net and local utilities.

Under these agreements, RGUs are only recognized if there is a direct billing relationship with the customer.

Homes passed or serviceable through the above service agreements are not included in Switzerland’s homes passed count as we do not own these networks.

Including these arrangements, our operations in Switzerland have the ability to offer fixed services to the national footprint.

Homes passed or serviceable through the above service agreements are not included in Sunrise’s homes passed count as we do not own these networks.

Including these arrangements, our operations at Sunrise have the ability to offer fixed services to the national footprint.

(9) Amounts related to the VodafoneZiggo JV’s fixed-line and mobile products include business and multiple dwelling unit subscribers.

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Most of our broadband communications subsidiaries provide broadband internet, video, telephony, mobile, data or other business services.

Certain of our business service revenue is derived from small or home office ( SOHO ) subscribers that pay a premium price to receive enhanced service levels along with video, internet or telephony services that are the same or similar to the mass marketed products offered to our residential subscribers.

Certain of our business service revenue is derived from small or home office ( 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”.

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Connectivity is a critical building block for vibrant communities.

As highlighted by the COVID-19 pandemic, all aspects of society, including families, businesses, education and healthcare, to name a few, rely heavily on connectivity and the digital services that depend on it.

To meet our customers’ expectations of seamless connectivity, we are developing a fully digital, cloud-based connectivity ecosystem that we call “ ONE Connect ,” built on top of our fiber-rich fixed broadband network and recently expanded mobile network.

Following the COVID-19 pandemic, it has become apparent that all aspects of society, including families, businesses, education and healthcare, to name a few, continue to rely heavily on connectivity and the digital services that depend on it.

To meet our customers’ expectations of seamless connectivity, we developed a fully digital, cloud-based connectivity ecosystem that we call “ ONE Connect ”, built on top of our fiber-rich fixed broadband network and expansive mobile network.

ONE Connect is orchestrated by a fully cloud-based digital journey, enabling fast and flexible introduction of new hardware and services, as well as cloud-to-cloud open API integration, simplifying the on-boarding of new services and devices.

The devices used within our ONE Connect ecosystem are connected and protected through our security gateway and VPN, both at home and on the go.

At home, our customers can benefit from the gigabit speeds enabled by our “ Connect Box ” (described below), as well as “ Intelligent WiFi ”, which has optimization functionalities, such as the ability to adapt to the number of people and devices online at any given time in order to improve and extend wireless connectivity reach and speeds.

The devices used within our ONE Connect ecosystem are connected and protected through our secure gateway and virtual private network ( VPN ), both at home and on the go.

We have completed the rollout of our award-winning Intelligent WiFi across all our markets.

In addition, we introduced our first “ Smart Home ” bundles in select markets, enabling those customers to take their smart home ambitions to the next level, including enhanced entertainment, home automation and home security.

Our “ Smart Security ” services complement these capabilities by offering a layer of security for all customer connected devices.

In addition, we offer “ Smart Home ” bundles in select markets, enabling those customers to take their smart home ambitions to the next level, including enhanced entertainment, home automation and home security.

Finally, our “ Connect App ” is the digital touchpoint that allows customers to access and manage all of our services.

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During 2023, we continued the roll out of One Firmware to our legacy DOCSIS 3.0 WiFi 5 GW and our next generation DOCSIS 3.1 WiFi 6 GW.

In addition, we completed the porting activity of One Firmware to our new XGSPON and ethernet WiFi 6 gateways.

To support the adoption of fiber-to-the-home, cabinet, building or node networks (fiber-to-the-home/-cabinet/-building/-node is referred to herein as FTTx ) access in both on-net and off-net scenarios, we plan to add XGS-PON (an updated standard for passive optical networks that supports higher-speed, 10 Gbps symmetrical data transfers) and Ethernet-based Connect Boxes with WiFi 6, providing speeds up to 10 Gbps that run our One Firmware and support our ONE Connect ecosystem.

Our Connect Box is available in all our markets, and during 2022, approximately 12 million of our customers have a Connect Box.

In addition to our core markets, we distribute our Connect Box to other markets in Europe, Latin America and the Caribbean.

Robust wireless connectivity is increasingly important with our customers spending more and more time using bandwidth-heavy services on multiple devices.

In addition, we completed the porting activity of One Firmware to our new XGSPON WiFi 6 gateways, which we have now rolled out in the U.K., Switzerland and Ireland.

To support the adoption of fiber-to-the-home, cabinet, building or node networks (fiber-to-the-home/-cabinet/-building/-node is referred to herein as FTTx ) access in both on-net and off-net scenarios, we introduced XGSPON (an updated standard for passive optical networks that supports higher-speed, 10 Gbps symmetrical data transfers) and Ethernet-based Connect Boxes with WiFi 6, providing speeds up to 10 Gbps that run our One Firmware and support our ONE Connect ecosystem.

In 2023, we introduced a new WiFi 6 Mesh device, ONE Connect Mesh, which provides our WiFi Mesh system that is fully orchestrated and optimized via the ONE Connect Platform.

In 2023, we provided the world’s first test of DOCSIS 4 technology on live network infrastructure, capable of 10 Gbps speeds over Hybrid Fiber Coaxial ( HFC ) Plant with upgraded passive components, emphasizing the re-usability of our existing coaxial cable.

The DOCSIS 4 CPE and node was the culmination of joint development activity with our vendors and silicon partners.

In 2023, we added a cybersecurity feature to our ONE Connect Platform, providing our customers with safe browsing and advanced network protection features.

Our Connect Box is available in all our markets, and during 2023, approximately 11 million of our customers had a Connect Box.

We also offer our Connect App that, among other things, allows our customers to optimize their WiFi coverage and manage their connected devices.

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Internet speed is of crucial importance to our customers, as they spend more time streaming video and other bandwidth-heavy services on multiple devices.

Our extensive broadband network enables us to deliver ultra-high-speed internet service across our markets.

Our residential subscribers access the internet via cable modems connected to their internet capable devices, or wirelessly via a WiFi gateway device.

We offer multiple tiers of broadband internet service up to gigabit speeds that is now available across our entire European footprint.

The speed of service depends on the customer location and their service selected.

By leveraging our existing fiber-rich broadband networks, we are in a position to deliver gigabit services by deploying the next generation DOCSIS 3.1 technology.

Our extensive broadband network enables us to deliver ultra-high-speed internet services across our markets.

Our residential subscribers access the internet via cable or XGSPON modems connected to their internet capable devices, or wirelessly via WiFi.

We offer multiple tiers of broadband internet service, including gigabit or greater speeds across our entire European footprint.

The speed of service depends on the customer location and their selected service.

By leveraging our existing fiber-rich broadband networks, we are in a position to deliver gigabit or greater speeds by deploying the next generation DOCSIS 3.1 technology.

DOCSIS 3.1 technology is an international standard that defines the requirements for data transmission over a cable system.

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Currently, our ultra-high-speed internet service is based primarily on DOCSIS 3.1 technology, and we offer this technology in all of our markets.

As of the end of 2022, both the VMO2 JV’s and the VodafoneZiggo JV’s broadband networks were capable of offering every customer of the VMO2 JV and the VodafoneZiggo JV gigabit internet speeds.

Alongside DOCSIS 3.1, XGSPON technology provides our gigabit services an additional boost, as exemplified by the launch of a 2 Gbps tier of service at VM Ireland during 2023, supported by our XGSPON Wifi 6 gateways.

We offer value-added broadband services in certain of our markets for an incremental charge.

These services include Intelligent WiFi features, security (e.g., anti-virus, anti-spyware, firewall and spam protection), Smart Home services, and online storage solutions and web spaces.

These services include Intelligent WiFi features, security (e.g., in-home network protection, anti-virus, firewall and spam protection), Smart Home services and online storage solutions and web spaces.

Subscribers to our internet service pay a monthly fee based on the tier of service selected.

In addition to the monthly fee, customers pay an activation service fee upon subscribing to an internet service.

This one-time fee may be waived for promotional reasons.

We determine pricing for each different tier of internet service through an analysis of speed, market conditions and other factors.

At the end of 2023, we rolled out a new Smart Security service in the U.K.

which helps protect all connected devices, including Smart Home devices, and is anticipated to be rolled out to the rest of our footprint during 2024.

Mobile Services

Mobile services are another key building block for us to provide customers with seamless connectivity.

Telenet, the VMO2 JV, the VodafoneZiggo JV and Sunrise offer mobile services as mobile network providers, and VM Ireland offers mobile services as an MVNO over a third-party network through Three (Hutchison).

Sunrise, Telenet, the VMO2 JV and the VodafoneZiggo JV offer mobile services as mobile network providers, VM Ireland offers mobile services as an MVNO over a third-party network through Three (Hutchison) and UPC Slovakia delivers mobile services as a reseller of SIM cards provided by SWAN, a.s.

Pursuant to VM Ireland’s agreement with Three (Hutchison) to provide mobile services as an MVNO, Three (Hutchison) leases a third-party’s radio access network and owns the core network, including switching, backbone and interconnections.

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In each of our markets, we offer a range of mobile related services.

The majority of subscribers take a post-paid service plan, which has an agreed monthly fee for a set duration (typically 1 to 2 years).

The majority of subscribers take a postpaid service plan, which often has an agreed monthly fee for a set duration (typically 1 to 2 years).

The monthly fee will vary depending on the country and service package selected.

Service packages can have different levels of data allowances, voice minutes and network speed, as well as differing other aspects, such as roaming charges and contract duration.

Post-paid services are also offered as a bundle with fixed services, and by taking a “converged” offering, customers typically receive some benefits such as lower total cost or additional features.

Post-paid services are offered to both business and retail consumers.

In addition, we offer pre-paid mobile services, where the customers pay in advance for a pre-determined amount of airtime or data and which generally have no minimum contract term.

Service packages can have different levels of data allowances, voice minutes and network speed, as well as other differing aspects, such as roaming charges and contract duration.

Postpaid services are also offered as a bundle with fixed services, and by taking a “converged” offering, customers typically receive some benefits, such as lower total cost or additional features.

Postpaid services are offered to both business and retail consumers.

In addition, we offer prepaid mobile services, where the customers pay in advance for a pre-determined amount of airtime or data and which generally have no minimum contract term.

In countries where we operate as a mobile service operator, we also offer a number of MVNOs where other mobile providers use our mobile network for their mobile offering.

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Our cable operations offer multiple tiers of digital video programming and audio services, starting with a basic video service.

Subscribers to our basic video service pay a fixed monthly fee and receive digital video channels (including a growing number of high definition ( HD ) and ultra-high definition 4K resolution ( 4K ) channels) and several digital and analog radio channels, as well as an electronic programming guide.

Subscribers to our basic video service pay a fixed monthly fee and receive digital video channels in high definition ( HD ) and a growing number of ultra-high definition 4K resolution ( 4K ) channels, as well as an electronic programming guide.

We tailor our video services in each country of operation based on programming preferences, culture, demographics and local regulatory requirements.

We also offer a variety of premium channel packages to meet the interests of our subscribers.

For an additional monthly charge, a subscriber may upgrade to one of our extended digital tier services and receive an increased number of video and radio channels, including the channels in the basic tier service and additional HD and 4K channels.

For an additional monthly charge, a subscriber may upgrade to one of our extended digital tier services and receive an increased number of video channels, including the channels in the basic tier service and additional HD and 4K channels.

Our channel offerings include general entertainment, sports, movies, series, documentaries, lifestyles, news, adult, children and ethnic and foreign channels.

Discounts to our monthly service fees are available to any subscriber who selects a bundle of two or more of our services ( bundled services ):

video, internet, fixed-line telephony and, in most of our markets, mobile services.

Bundled services consist of double-play for two services, triple-play for three services and, where available, quad-play for four services.

internet, video, fixed-line telephony and mobile services.

Bundled services consist of double-play for two services, triple-play for three services and quad-play for four services.

To meet customer demands, we have enhanced our video services with additional relevant content services and features, which increases viewing satisfaction and addresses individual user needs.

Our latest next generation product suite is called “ Horizon 4 ”, a cloud-based, multi-screen entertainment platform that combines linear television (including recording and replay features), premium video-on-demand (“ VoD ”) offerings, an increasing amount of integrated premium global and local video applications and mobile viewing into one entertainment experience.

Our latest next generation product suite is called “ Horizon 5 ”, a cloud-based, multi-screen entertainment platform that combines linear television (including recording and

replay features), premium video-on-demand (“ VoD ”) offerings, an increasing amount of integrated premium global and local video applications and mobile viewing into one entertainment experience.

Horizon 5 comes with a state-of-the-art personal user interface that is intuitively easy to navigate.

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Video playback control, navigation shortcuts and content searches can all be conducted via a voice control button on the remote control, a feature highly appreciated by our customers.

Horizon 4 is available in all of our markets on the latest set top boxes and is capable of delivering 4K video content, including high dynamic range.

Horizon 5 is available in all of our markets on the latest set-top boxes and is capable of delivering 4K video content, including high dynamic range ( HDR ).

The platform also features a ‘Personal Home’ page that automatically aggregates content, both linear and VoD, in a streamlined user interface based on the user’s viewing habits.

It has achieved significant positive customer feedback, manifesting in high product net promoter score figures.

Horizon 4 is marketed under the name “Telenet TV-Box” in Belgium, “Sunrise TV” in Switzerland,

“Virgin TV360” in the U.K., through the VMO2 JV, and Ireland and “MediaBox Next” in the Netherlands through the VodafoneZiggo JV.

Horizon 5 is marketed under the name “Sunrise TV” at Sunrise, “Telenet TV-Box” at Telenet, “Virgin TV360” at the VMO2 JV and VM Ireland and “MediaBox Next” at the VodafoneZiggo JV.

In the U.K., the forerunner product of Horizon 5 is based on the TiVo platform and was developed under a strategic partnership agreement with TiVo Inc.

The TiVo platform is deployed on a basic set-top box as well as the Virgin Media V6 box.

Similar to Horizon 4, the Virgin Media V6 box combines 4K video, including high dynamic range, with improved streaming functionalities and more processing power.

Similar to Horizon 5, the Virgin Media V6 box combines 4K video, including HDR, with improved streaming functionalities and more processing power.

The Virgin Media V6 box allows customers to record six channels simultaneously while watching a seventh channel.

Customers can also start watching a program on one television and pick up where they left off on other boxes in another room or through an app on their smart phones and tablets.

Over 50% of the VMO2 JV’s customers have the Virgin Media V6 box.

Similar to the hardware already deployed via the VodafoneZiggo JV, over time these V6 boxes will be flashed with the latest Horizon 4 software, bringing our latest and most successful television and entertainment experience to the VMO2 JV’s customers without the need to exchange the installed hardware.

A majority of the VMO2 JV’s customers have the Virgin Media V6 box.

The V6 hardware is the same hardware that is used in other markets with Horizon software and over time these V6 boxes will be flashed with the latest Horizon 5 software, bringing our latest and most successful video and entertainment experience to the VMO2 JV’s customers without the need to exchange the installed hardware.

Approximately 40% of the VMO2 JV’s customers are on the Horizon 5 platform.

In the summer of 2020, we launched our first IP-only streaming device in our former Polish operations, which runs the full Horizon 4 product suite and features a small puck-like form factor that can be tucked away behind a TV screen.

This all-IP mini 4K capable TV box has extremely low power consumption, and its casing is made from recycled plastic, proudly winning us the Digital TV Europe’s Video Tech Innovation Sustainability Award in December 2020 as well as the Red Dot Product Design Award in 2021.

We have also launched this all-IP 4K capable TV box in Switzerland, the Netherlands and the U.K.

We intend to continue rolling out this product to our other markets in the coming years.

In the summer of 2020, we launched our first IP-only streaming device, which runs the full Horizon 5 product suite, using only a small puck-like device that can be tucked away behind a television screen.

This all-IP mini 4K capable set-top box has extremely low power consumption and its casing is made from recycled plastic, proudly winning us the Digital TV Europe’s Video Tech Innovation Sustainability Award in December 2020, as well as the Red Dot Product Design Award in 2021.

We have also launched this all-IP 4K capable set-top box at Sunrise, VM Ireland (which launched in 2023), the VMO2 JV and the VodafoneZiggo JV.

Most recently, we launched a newer, better performing version of this box at Telenet in November 2023.

This box has the same appearance as in the other markets but possesses more memory, improved accessibility features and better sustainability.

We intend to roll out this box to our other markets in the coming years.

Underpinned by this new IP-only streaming device, we launched our first subscription VoD-focused proposition in the U.K.

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One of our key video services is “ Replay TV ”.

Through Replay TV, the last seven days of content (subject to rights related to blackouts) is made available via the electronic programming guide ( EPG ) for on demand viewing.

Through Replay TV, the last seven days of content (subject to blackout-related rights) is made available via the electronic programming guide ( EPG ) for on demand viewing.

Customers can simply open the EPG, scroll back and replay linear programming instantly.

This same technical solution also allows our customers to replay a television program from the start even while the live broadcast is in progress.

Additionally, customers have the option of recording television programs in the cloud (or onto the hard disk drive in the set top box in the U.K., through the VMO2 JV, and in Ireland, through VM Ireland).

Additionally, customers have the option of recording television programs in the cloud (or onto the hard disk drive that is housed within the “Virgin TV360” set-top box in the U.K.

and in Ireland).

Replay TV is one of the most used and appreciated features on our platforms.

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In several of our markets, our subscription VoD service is included in certain of our video offerings.

This service is tailored to the specific market based on available content, consumer preferences and competitive offers, and it includes various programming, such as music, kids, documentaries, adult, sports and TV series.

We continue to develop our VoD services to provide a growing collection of programming from local and international suppliers, including, among others, Disney/Fox, NBC/Universal, CBS/Paramount, Warner Bros.-Discovery and Sony.

In addition, in all of our markets we offer global premium OTT services such as Netflix, YouTube and Amazon Prime Video, and we also offer local OTT services via a large portion of our set-top boxes.

This service is tailored to the specific market based on available content, consumer preferences and competitive offers and it includes various programming, such as music, kids, documentaries, adult, sports and television series.

In addition, in all of our markets we offer global premium OTT services such as Netflix, YouTube and Prime Video, and we also offer local OTT services via a large portion of our set-top boxes.

These types of paid subscription services can be bundled into customers’ packages like in the Stream proposition or, in many cases, added directly to customers’ bills, offering them further convenience.

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Additionally, Horizon Go enables customers to remotely schedule the recording of a television program on their Horizon 5 box at home.

In 2023, we expanded our collaboration with our technology partner Infosys to evolve and scale our entertainment platform (as well as our connectivity platform).

Infosys has taken over the build and operation of our Horizon platform and agreed to provide this service back to us for an initial five-year period, with an option to extend to eight years.

By bringing the scale and breadth of Infosys, including cutting-edge technologies such as Infosys Topaz TM AI, the expanded collaboration ensures continued operational excellence, a highly scalable development engine for new features and capabilities and cost efficiencies for us.

Additionally, we will license this platform to Infosys so that they can offer it to new operators and markets outside our operating companies.

This will potentially enable millions of new customers around the world to experience next-generation digital entertainment services through Horizon for the first time.

We will continue to control product roadmaps and retain all intellectual property for the Horizon entertainment platform.

Telephony Services

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Multiple Dwelling Units and Partner Networks

In July of 2022, Telenet entered into an agreement with Fluvius System Operator CV ( Fluvius ) in which Telenet and Fluvius agreed to create a separate, self-funding infrastructure company in the Flanders region of Belgium ( NetCo ) that will operate the network infrastructure assets of both companies in the region.

NetCo expects to further roll-out and operate a hybrid fiber coaxial ( HFC ) and fiber-to-the-home ( FTTH ) network within Telenet’s current geographic footprint.

Following the closing of this transaction, Telenet will become a wholesale access client of NetCo.

This transaction is subject to regulatory approval by the European Commission, which is expected to be received mid-2023.

Upon closing of the transaction with Fluvius, the long-term lease that Telenet currently has with Fluvius will terminate.

Following the closing of the Telenet Wyre Transaction on July 1, 2023, Telenet became a wholesale access client of Wyre, in addition to Orange Belgium N.V.

( Orange Belgium ), resulting in network penetration of close to 60%.

In the coming years, Wyre expects to further roll-out and operate an HFC and fiber-to-the-home ( FTTH ) network within Belgium, aiming to cover 78% of its footprint with FTTH by 2038.

Additionally, in connection with the Telenet Wyre Transaction, the long-term lease that Telenet had with Fluvius to provide fixed services to its customers in Fluvius’ footprint was terminated.

Pursuant to an agreement executed on June 28, 2008 (the 2008 PICs Agreement ) with four associations of municipalities in Belgium (the pure intercommunales or “ PICs ”), Telenet leases the PICs broadband communications network and, accordingly, makes its services available to all of the homes passed by the cable network owned by the PICs.

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For additional information on the 2008 PICs Agreement, see note 18 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

For over 70% of Sunrise’s basic video subscribers, Sunrise maintains billing relationships with landlords or housing associations and provides basic video service to the tenants.

The landlord or housing association administers the billing for the basic video service with their tenants and manages service terminations for their rental units.

For over 70% of Sunrise’s basic video subscribers, Sunrise maintains billing relationships with landlords or housing associations and provides basic video service to tenants.

The landlord or housing association administer the billing for the basic video service with their tenants and manage service terminations for their rental units.

When tenants select triple-play bundles with or without mobile service from Sunrise, they then migrate to a direct billing relationship with us.

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Sunrise also provides network maintenance services and engineering and construction services to its partner networks.

In the third quarter of 2023, VM Ireland started offering broadband internet and video products and services to an additional footprint on the SIRO network, opening up new areas where VM Ireland ’s own network is not available.

In 2024, to continue the expansion into additional homes and business, VM Ireland entered into an agreement with National Broadband Ireland ( NBI ) to offer broadband internet and video products and services into the footprint served by NBI .

Business Services

In addition to our residential services, we offer business services in all of our operations.

For business and public sector organizations, we provide a complete range of voice, advanced data, video, wireless and cloud-based services, as well as mobile and converged fixed-mobile services.

Our business customers include SOHO (generally up to five employees), small business and medium and large enterprises.

For business and public sector organizations, we provide a complete range of voice, advanced data, video, wireless and cloud-based services, as well as mobile and FMC services.

Our business customers include SOHOs (generally up to five employees), small businesses and medium and large enterprises.

We also provide business services on a wholesale basis to other operators.

Our business services are designed to meet the specific demands of our business customers with a wide range of services, including increased data transmission speeds and virtual private networks.

Our business services are designed to meet the specific demands of our business customers with a wide range of services, including increased data transmission speeds and VPNs.

These services fall into five broad categories:

• data services for fixed internet access, with a 4G connectivity backup, IP virtual private networks based on SDWAN solutions, and high-capacity point-to-point services, including dedicated cloud connections;

• data services for fixed internet access with a 4G connectivity backup, IP VPNs based on SDWAN solutions and high-capacity point-to-point services, including dedicated cloud connections;

• cloud collaboration VoIP solutions and circuit switch telephony, unified communications and conferencing options;

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Our intermediate to long-term strategy is to enhance our capabilities and offerings in the business sector so we become a preferred provider in the business market.

To execute this strategy, customer experience and strategic marketing play a key role.

To execute this strategy, partnerships, customer experience and strategic marketing play a key role.

Our business services are provided to customers at contractually established prices based on the size of the business, type of services received and the volume and duration of the service agreement.

SOHO and small business customers pay business market prices on a monthly subscription basis to receive enhanced service levels and business features that support their needs.

For more advanced business services, these customers generally enter into a service agreement.

For more advanced business services, customers generally enter into a service agreement.

For medium to large business customers, we enter into individual agreements that address their needs.

These agreements are generally for a period of at least one year.

Customer Premises Equipment

We purchase CPE from a number of different suppliers.

CPE includes set-top boxes, modems, WiFi routers and boosters, digital video recorders ( DVRs ), tuners and similar devices.

For each type of equipment, we retain specialists to provide customer support.

For our broadband services, we use a variety of suppliers for our network equipment and the various services we offer.

Similarly, we use a variety of suppliers for mobile handsets to offer our customers mobile services.

Software Licenses

We license software products, including email and security software, and content, such as news feeds, from several suppliers for our internet services.

The agreements for these products typically require us to pay a fee for software licenses and/or a share of advertising revenue for content licenses.

Liberty Global owns 50% of the VMO2 JV, an integrated communications provider of broadband internet, video, fixed-line telephony, mobile and converged services to residential and business customers in the U.K.

As part of the U.K.

JV Transaction, Liberty Global entered into a shareholders agreement with Telefónica, that previously owned O2 in the U.K.

JV Shareholders Agreement ), which sets forth the corporate governance of the VMO2 JV, as well as, among other things, its dividend policy and non-competition provisions.

JV Transaction, Liberty Global entered into a shareholders agreement with Telefónica, which previously owned O2 in the U.K.

JV Shareholders Agreement ), setting forth the corporate governance of the VMO2 JV, as well as, among other things, its dividend policy and non-competition provisions.

JV Shareholders Agreement mandates that the VMO2 JV distribute to Liberty Global and Telefónica on a quarterly basis a pro rata dividend equaling (unless agreed otherwise) all unrestricted cash, subject to certain minimum thresholds and financing arrangements.

Subject to certain exceptions, Liberty Global may not transfer its ownership interest in the VMO2 JV without consent from Telefónica.

Additional information on the U.K.

JV Shareholders Agreement can be found in note 7 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

The VMO2 JV offers gigabit internet across its entire fixed network footprint, reaching over 16.1 million homes, combined with a mobile network that offers 99% indoor and outdoor population coverage on 4G, as well as 5G services in over 1,600 towns and cities across the U.K.

For additional information on the U.K.

JV Shareholders Agreement, see note 7 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

The VMO2 JV offers gigabit internet across its entire serviceable fixed network footprint, reaching 16.2 million homes, combined with a mobile network that offers 99% indoor and outdoor population coverage on 4G, as well as over 50% 5G outdoor population coverage.

The VMO2 JV had over 12 million RGUs as of December 31, 2023, comprised of approximately 5.7 million broadband internet subscribers.

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In addition, the VMO2 JV had approximately 35.2 million mobile subscribers and is the U.K.’s leading mobile operator in terms of connections, with 44.9 million connections across its mobile, IoT and wholesale services.

In addition to gigabit broadband, the VMO2 JV provides fixed-line TV and telephony services.

In 2022, the VMO2 JV launched a new flexible entertainment service called ‘Stream,’ which combines the customer’s subscription packages such as Netflix, Disney+, and Amazon Prime, as well as the free TV channels under one system while also allowing the customer to transform their TV into a voice-activated unit.

The VMO2 JV’s TV customers continue to have access to the Horizon 4 minibox and its functionalities (marketed as ‘Virgin TV 360’), including ‘Catch up’, ‘Startover’ and pause live TV, the Virgin TV Go app and VoD, along with access to a range of premium subscription-based and pay per view services.

In addition to gigabit broadband, the VMO2 JV provides fixed-line video and telephony services.

The VMO2 JV’s video customers have access to the Horizon 5 minibox and its functionalities (marketed as “Virgin TV 360”), including ‘Catch-up’, ‘Startover’, the Virgin TV Go app, pause live television and VoD, along with access to a range of premium subscription-based and pay-per-view services.

The VMO2 JV also offers a flexible entertainment service called ‘Stream’ which combines customers’ subscription packages, such as Netflix, Disney+ and Prime Video, as well as the free television channels under one system while also allowing the customer to transform their television into a voice-activated unit.

The VMO2 JV provides a wide range of mobile telecommunications and associated value-added products and services, such as voice, messaging and data services, handsets and hardware (e.g., wearables and handsets), stand-alone mobile devices and other accessories.

The VMO2 JV’s consumer convergence offering is led by its “ Volt ” proposition, offering new and existing customers that take Virgin Media broadband and eligible O2 Pay Monthly plans an upgrade to the next fixed broadband speed tier, increased mobile data and more value, including a WiFi guarantee.

As of December 31, 2022, Volt had surpassed 1.3 million customers, while fixed-mobile convergence penetration stood at approximately 45%.

As of December 31, 2023, Volt had 1.9 million customers, supporting the VMO2 JV’s FMC penetration of approximately 44%.

The VMO2 JV also provides business and wholesale products and services to large enterprises, public sector entities and small and medium business customers, as well as wholesale and MVNO partners.

nexfibre JV .

We own a 25% interest in the nexfibre JV, a newly formed joint venture in the U.K.

We beneficially own a 25% interest in the nexfibre JV, a joint venture in the U.K.

that intends to construct and operate a wholesale FTTH broadband network of 5-7 million premises that does not overlap with the VMO2 JV’s existing network.

Telefónica owns 25% of the nexfibre JV and InfraVia owns the remaining 50%.

The VMO2 JV will act as the anchor client for the new nexfibre JV’s fiber network.

The VMO2 JV also entered into a master services agreement with the nexfibre JV to provide access to the VMO2 JV’s expertise in the telecommunications business.

In combination with the VMO2 JV’s existing network and planned FTTH upgrades, the VMO2 JV and the nexfibre JV networks are expected to expand gigabit coverage to approximately 80% of the U.K.

The VMO2 JV will act as the anchor client for the nexfibre JV’s fiber network.

The VMO2 JV also entered into a construction agreement and a master services agreement with the nexfibre JV to provide various network construction and operation services to the nexfibre JV.

In combination with the VMO2 JV’s existing network and planned FTTH upgrades, the VMO2 JV and the nexfibre JV networks are looking to expand gigabit coverage to approximately 80% of the U.K.

once completed.

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VodafoneZiggo JV

We own a 50% interest in the VodafoneZiggo JV, which is a leading Dutch company that provides fixed, mobile and integrated communication and entertainment services to consumers and businesses in the Netherlands.

In connection with the formation of the VodafoneZiggo JV, we entered into a shareholders agreement with Vodafone Group plc ( Vodafone ) providing for the governance of the VodafoneZiggo JV, including, among other things, its dividend policy and non-compete provisions.

Liberty Global owns 50% of the VodafoneZiggo JV, a leading Dutch telecommunications company that provides fixed, mobile and integrated communication and entertainment services to consumers and businesses in the Netherlands.

In connection with the formation of the VodafoneZiggo JV, we entered into a shareholders agreement with Vodafone providing for the governance of the VodafoneZiggo JV, including, among other things, its dividend policy and non-compete provisions.

It also provides for restrictions on the transfer of interests in the VodafoneZiggo JV and exit arrangements.

Under the dividend policy, the VodafoneZiggo JV is required to distribute all unrestricted cash to Vodafone and us, subject to minimum cash requirements and financing arrangements.

We also entered into a framework agreement with the VodafoneZiggo JV to provide access to each partner’s expertise in the telecommunications business.

We also entered into a framework agreement with the VodafoneZiggo JV to provide access to each partner’s expertise in the telecommunications industry.

For additional information on the above agreements, see note 7 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

The fiber-rich broadband network of the VodafoneZiggo JV passes approximately 7.5 million homes.

In 2022 the VodafoneZiggo JV began offering gigabit internet speeds for residential and business customers across its entire footprint.

The VodafoneZiggo JV offers gigabit internet speeds for residential and business customers across its entire footprint.

The VodafoneZiggo JV also offers nationwide 4G and 5G mobile coverage.

At December 31, 2022, the VodafoneZiggo JV had 8.8 million RGUs, of which 3.7 million were video, 3.3 million were broadband internet and 1.8 million were fixed-line telephony.

In addition, the VodafoneZiggo JV had 5.5 million mobile customers.

At December 31, 2023, the VodafoneZiggo JV had 8.3 million RGUs, of which

3.2 million were broadband internet, 3.5 million were video and 1.5 million were fixed-line telephony.

In addition, the VodafoneZiggo JV had 5.6 million mobile subscribers.

Besides its residential services, the VodafoneZiggo JV offers extensive business services throughout the Netherlands.

The operations of the VodafoneZiggo JV are subject to various regulations, which are described below under Regulatory Matters—Joint Venture Entities—The Netherlands .

The VodafoneZiggo JV’s customers continue to have access to the Horizon 4 minibox and its functionalities (marketed as “Ziggo TV”), including Replay TV, the Ziggo Go app, pause live TV and VoD, gigabit internet speeds and an extensive WiFi community network.

The VodafoneZiggo JV’s customers continue to have access to the Horizon 5 media boxes and their functionalities (marketed as “Ziggo TV”), including Replay TV, the Ziggo Go app, pause live television and VoD, gigabit internet speeds and an extensive WiFi community network.

The VodafoneZiggo JV also has its own sports channel, Ziggo Sport, and offers some exclusive programming.

The VodafoneZiggo JV’s customers also have access to Vodafone’s nationwide 4G (referred to herein as LTE ) and 5G wireless services, under either a prepaid or postpaid service plan.

The VodafoneZiggo JV’s customers also have access to its nationwide 4G (referred to herein as “ LTE ”) and 5G wireless services under either a prepaid or postpaid service plan.

The VodafoneZiggo JV provides its mobile services under various licenses that have a weighted average useful life of approximately 18 years as of December 31, 2023.

With its mobile services, the VodafoneZiggo JV is able to offer quad-play bundles and converged services to its residential and business customers.

With its mobile services, the VodafoneZiggo JV is able to offer quad-play bundles and FMC services to its residential and business customers.

Additional Business Information

Liberty Global’s investment arm, Liberty Global Ventures, has amassed a portfolio of investments in more than 75 companies across the world, investing in the fields of content, technology and infrastructure.

Liberty Global’s investment arm, Liberty Global Ventures, has amassed a portfolio of investments in more than 75 companies and funds across the world, investing in the fields of content, technology and infrastructure.

With its long-term, founder-friendly mindset, Liberty Global Ventures makes meaningful investments in technologies that will change how people live and work tomorrow.

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◦ increasing the number of nodes in our markets;

◦ increasing the bandwidth of our hybrid fiber coaxial cable network to 1 GHz;

◦ increasing the bandwidth of our HFC cable network to 1.2 GHz;

◦ converting analog channels to digital;

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• offering remote access to our video services through laptops, smart phones and tablets;

• expanding the availability of the Horizon 4 minibox and Virgin TV Go, as well as Horizon 4, and related products and developing and introducing online media sharing and streaming or cloud-based video;

• expanding the availability of the Horizon 5 minibox and Horizon Go, as well as Horizon 5, and related products and developing and introducing online media sharing and streaming or cloud-based video;

• testing new technologies.

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In addition, we are seeking mobile service opportunities where we have established cable networks and expanding our fixed-line networks where we have a strong mobile offering.

This will allow us to offer converged fixed-line and mobile services to our customers.

This will allow us to offer FMC services to our customers.

We deliver high-speed data and fixed-line telephony over our broadband network in our markets.

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To provide these speeds to our subscribers, we plan to grow our base of DOCSIS 3.1 technology throughout our footprint.

The use of DOCSIS 3.1 technology provides us significantly higher efficiencies on our networks and allow us to offer faster speeds, in-home WiFi and better services.

The use of DOCSIS 3.1 technology provides us significantly higher efficiencies on our networks and allows us to offer faster speeds, in-home WiFi and better services.

The new gateways and the continued upgrades to our network in the coming years will allow us to maximize high-speed connectivity over our broadband networks and deliver gigabit services in a cost-effective manner.

It will also allow us to meet the expectations of our customers for high-speed internet access both in cities and rural areas of our footprint.

While DOCSIS 3.1 technology will provide up to 2.5 Gbps, in 2023, we plan to deploy XGS-PON technology across our FTTH footprint, enabling speeds of up to 10 Gbps.

In addition, we have started prototyping technology that is anticipated to equally provide 10 Gbps capabilities across our HFC footprint.

While DOCSIS 3.1 technology will provide up to 2.5 Gbps, in 2023, we introduced XGSPON technology across much of our FTTH footprint, enabling speeds of up to 10 Gbps, with plans for further rollouts in 2024.

In addition, we have started prototyping DOCSIS 4.0 technology that is anticipated to equally provide 10 Gbps capabilities across our HFC footprint.

Supply Sources

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For on-demand programming, we generally pay a revenue share for transactional VoD (occasionally with minimum guarantees) and either a flat fee or a monthly fee per subscriber for subscription VoD.

In the case of the VMO2 JV and the VodafoneZiggo JV, transactional VoD is primarily sourced via a third party (Vubiquity and Pathé, respectively).

For a majority of our agreements, we seek to include the rights to offer the licensed programming to our customers through multiple delivery platforms and through our apps for smart phones and tablets.

In seeking licenses for content, we, including the VMO2 JV and the VodafoneZiggo JV, as applicable, partner with leading international and regional pay television providers, such as Disney, Sony, UKTV Paramount Global, AMC, NBCUniversal, RTL, BBC and Warner Bros.

In seeking licenses for content, we, including the VMO2 JV and the VodafoneZiggo JV, as applicable, partner with leading international and regional pay television providers, such as Disney, Sony, Paramount Global, AMC, NBCUniversal, RTL, BBC and Warner Bros.

Discovery (including HBO).

We also seek to carry in each of our markets key public and private broadcasters, and in some markets, we acquire local premium programming through select relationships with companies such as Sky plc ( Sky ), BT Group plc ( BT ), Warner Bros.

Discovery and CANAL+ Polska S.A.

Discovery), Streamz, BlueTV and Canal+.

For our VoD services we license a variety of programming, including box sets of television series, movies, music, kids’ programming and documentaries.

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We currently have arrangements with Disney (The Walt Disney Company Limited and The Walt Disney Company Benelux), Netflix International B.V.

( Netflix ) and with Amazon Europe Core S.A.R.L.

Pursuant to these arrangements, Disney+, Netflix and Amazon Prime Video services, respectively, are available via certain of our set-top boxes to our video customers across many of our markets each as premium OTT services.

The Disney + app is available to customers in the U.K.

through the VMO2 JV and in the Netherlands (launched December 2022) through the VodafoneZiggo JV.

The Netflix app is available to customers in the U.K., through the VMO2 JV, the Netherlands through the VodafoneZiggo JV, Ireland, Switzerland and Belgium.

The Amazon Prime Video app is currently available to our customers in the U.K.

through the VMO2 JV, the Netherlands through the VodafoneZiggo JV, Ireland, Switzerland and Belgium.

We also entered into an arrangement with Google Ireland Limited for the YouTube and YouTube Kids services apps which are available via certain of our set top boxes to customers in the U.K.

through the VMO2 JV, the Netherlands through the VodafoneZiggo JV, Ireland, Switzerland and Belgium.

In order to tailor our entertainment offerings to each market, we have added various locally relevant apps such as BBC iPlayer in the U.K.

through the VMO2 JV, NPO Start and Videoland in the Netherlands through the VodafoneZiggo JV, VRT Max in Belgium and BluePlay in Switzerland.

In addition, we have concluded deals with the Viaplay group (previously NENT) for the Viaplay service in the Netherlands through the VodafoneZiggo JV, which launched in March 2022.

( Netflix ), Amazon Europe Core S.A.R.L.

( Amazon ), SkyShowtime Limited ( SkyShowtime ), Apple Inc., HBO Nordic AB and Viaplay Group AB ( Viaplay ).

Pursuant to these arrangements, Disney+, Netflix, Prime Video, SkyShowtime, AppleTV+, HBO Max and Viaplay services, respectively, are available via certain of our set-top boxes to our video customers across many of our markets, each as premium OTT services.

The Disney + app is available to customers at Telenet, the VMO2 JV and the VodafoneZiggo JV.

The Netflix app is available to customers at Sunrise, Telenet, VM Ireland, the VMO2 JV and the VodafoneZiggo JV.

The Amazon Prime Video app is available to customers at Sunrise, Telenet, VM Ireland, the VMO2 JV and the VodafoneZiggo JV.

The SkyShowtime service is available to customers at the VodafoneZiggo JV (launched October 2023).

The AppleTV+ app is available to customers at Sunrise and VM Ireland (which both launched December 2023) and the VMO2 JV (launched October 2023).

The HBO Max app is available to customers at the VodafoneZiggo JV.

Viaplay’s service is available to customers at the VodafoneZiggo JV.

In addition, the VodafoneZiggo JV launched the Canal+ app in December 2023 after concluding an agreement with Canal+ Luxembourg S.à.r.l.

We also entered into an arrangement with Google Ireland Limited for the YouTube and YouTube Kids services apps which are available via certain of our set-top boxes to customers at Sunrise, Telenet, VM Ireland, the VMO2 JV and the VodafoneZiggo JV.

In order to tailor our entertainment offerings to each market, we have added various locally relevant apps such as Play Suisse at Sunrise, VRT Max, VTM Go and GoPlay at Telenet, BBC iPlayer and ITVX at the VMO2 JV and NPO Start and Videoland at the VodafoneZiggo JV.

Exclusive content is another element of our content strategy.

To support this approach, we are investing in content assets.

We have invested in various content companies, including ITV, All3Media, Lionsgate, Virgin Media TV, SBS Belgium, Woestijnvis and Caviar Group.

We have invested in various content companies, including ITV, All3Media, Lionsgate, Virgin Media TV, Play Media (previously SBS Belgium), Woestijnvis and Caviar Group.

We are also investing in sports, both as a broadcaster and as a rights owner.

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In addition, the VodafoneZiggo JV owns Ziggo Sport and commissions the production of certain shows such as Rondo and Race Cafe .

The basic Ziggo Sport service is available exclusively to the VodafoneZiggo JV’s customers;

however, the premium service is widely available through license arrangements.

The basic Ziggo Sport service is available exclusively to the VodafoneZiggo JV’s customers, however, the premium service is widely available through license arrangements.

In addition, we have commissioned our own drama series content.

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In addition, we have produced the Swiss sitcom Fassler-Kunz , the Swiss series Im Heimatland and the original Belgian series Chaussée d’Amour and De Dag with local production companies.

These television series will primarily be available to our customers on an on-demand basis.

We will also continue to commission, produce and/or co-produce content for our free-to-air ( FTA ) assets and VoD platforms in Ireland and Telenet will continue to commission, produce and/or co-produce content for its FTA assets via SBS Belgium and VoD platforms in Belgium, mainly via Streamz , its joint venture for subscription VoD with DPG Media.

Customer Premises Equipment .

We purchase each type of CPE from a number of different suppliers.

CPE includes set-top boxes, modems, WiFi routers and boosters, digital video recorders ( DVRs ), tuners and similar devices.

For each type of equipment, we retain specialists to provide customer support.

For our broadband services, we use a variety of suppliers for our network equipment and the various services we offer.

Similarly, we use a variety of suppliers for mobile handsets to offer our customers mobile services.

Software Licenses .

We license software products, including email and security software, and content, such as news feeds, from several suppliers for our internet services.

The agreements for these products typically require us to pay a fee for software licenses and/or a share of advertising revenue for content licenses.

For our mobile network operations and our fixed-line telephony services, we license software products, such as voicemail, text messaging and caller ID, from a variety of suppliers.

For these licenses we seek to enter into long-term contracts, which generally require us to pay based on usage of the services.

These television series are primarily available to our customers on an on-demand basis.

We also intend to continue commissioning, producing and/or co-producing content for our free-to-air ( FTA ) assets and VoD platforms at Telenet and VM Ireland, mainly via Streamz , Telenet’s joint venture for subscription VoD with DPG Media.

For mobile services in Ireland provided through an MVNO arrangement with Three (Hutchison), we are dependent on third-party wireless network providers.

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We seek to enter into medium to long-term arrangements for these services.

A termination of this arrangements could significantly impact our MVNO-operated mobile services in Ireland.

A termination of this arrangements could significantly impact our MVNO-operated mobile services at VM Ireland.

All of our businesses operate in highly competitive and rapidly evolving markets.

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Our customers want access to high quality telecommunication products that provide a seamless connectivity experience.

Accordingly, our ability to offer converged services (video, internet and telephony through our, fixed and mobile networks) is a key component of our strategy.

In many of our markets, we compete with incumbent companies that provide converged mobile and fixed-line services, as well as companies that are established in one or more communication products.

Accordingly, our ability to offer FMC services (internet, video and telephony through our fixed and mobile networks) is a key component of our strategy.

In many of our markets, we compete with incumbent companies that provide FMC services, as well as companies that are established in one or more communication products.

Many of these companies have extensive resources allowing them to offer competitively priced converged services.

Consequently, our businesses face significant competition.

Our ability to offer high-quality and attractive triple-play or quad-play bundles and fixed-mobile convergence bundles in these markets is one of our key strategies to attract and retain customers.

Our ability to offer high-quality and attractive triple-play or quad-play bundles and FMC bundles in these markets is one of our key strategies to attract and retain customers.

We seek to distinguish ourselves through our multimedia gateway services, interactive video products (such as Replay TV and VoD), proprietary sports offerings, extensive content offers (for both in and out of the home) and our high-speed connectivity services backed by intelligent in-home WiFi solutions.

In this section, we begin with an overview on the competitive nature of the broadband internet, video, mobile and telephony services in our markets, and then provide information on key competitors in our more material markets.

Our businesses face competition in a rapidly evolving broadband marketplace from both incumbent and non-incumbent telecommunications companies, mobile operators and other internet service providers, many of which have substantial resources.

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In this intense competitive environment, internet speed and pricing are the key criteria for customers.

Our strategy is seamless speed leadership.

Our broadband strategy is seamless speed leadership.

Our focus is on increasing the maximum speed of our connections while providing a reliable customer experience and offering a variety of service tiers, prices, bundled products and a range of value-added services, including intelligent in-home connectivity solutions.

We update our bundles and packages on an ongoing basis to meet the needs of our customers and to retain an attractive value-for-money ratio.

Ultra-high download speeds of 1 Gbps are available throughout our operational footprints in each of the U.K., Belgium, the Netherlands, Switzerland and Ireland.

We update our bundles and packages on an ongoing basis to meet the needs of our customers and to retain an attractive value-for-money proposition.

Ultra-high download speeds of 1 Gbps are available throughout our operational footprints in each of Switzerland, Belgium, Ireland, the U.K.

and the Netherlands.

We use our competitively priced ultra-high-speed internet services to encourage customers to switch to our services from other providers.

A notable competitive factor for us is overbuilding of our networks with FTTx technology by incumbent companies and other third parties.

At the moment, we do not consider our networks to be critically overbuilt;

however certain FTTx providers accelerated the rollout of their networks.

We are confident that our hybrid fiber-coaxial networks can be upgraded to higher speeds, to match potential FTTx based products.

At the moment, we do not consider our networks to be critically overbuilt, however, certain FTTx providers accelerated the rollout of their networks.

We are confident that our HFC networks can be upgraded to higher speeds to match potential FTTx based products.

Furthermore, whenever it makes operational and economic sense, we seek to capitalize on opportunities to grow our network capabilities through FTTx technology.

This can be seen through the VMO2’s previously-communicated plans to upgrade its entire U.K.

fixed network to full FTTx, as well as the nexfibre JV’s announced fiber project that will target building up to 7 million new FTTH homes in the coming years.

In the Flanders region of Belgium, Telenet is the leading provider of residential broadband internet services.

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Proximus’ DSL and very high-speed DSL technology (VDSL) services provide download speeds up to 100 Mbps.

Moreover, Proximus offers up to 1 Gbps speed via its fiber network that is available in selected cities

and is being actively deployed elsewhere in the country.

Similar to its video services, Telenet faces competition in the provision of internet services from other providers who have wholesale access to Telenet’s cable network.

Through such access, Orange Belgium N.V ( Orange Belgium ) currently offers its mobile subscribers a triple-play bundle including enhanced video, mobile and fixed broadband internet services.

Furthermore, Orange Belgium is awaiting regulatory approval for its acquisition of VOO, a telecom operator that owns cable networks in the Wallonia region of Belgium.

Telenet has signed an Memorandum of Understanding with Orange Belgium with respect to potentially gaining access to VOO’s cable network in Wallonia.

Furthermore, Telenet and Fluvius entered into an agreement to create NetCo, regulatory approval for which is expected in mid-2023.

Moreover, Proximus offers up to 1 Gbps speed via its fiber network that is available in selected cities and is being actively deployed elsewhere in the country.

Similar to its video services, Telenet faces competition in the provision of internet services from other providers who have wholesale access to Wyre’s cable network.

Through such access, Orange Belgium currently offers its mobile subscribers a triple-play bundle including fixed broadband internet, enhanced video and mobile services.

In June 2023, Orange Belgium completed its acquisition of a 75% stake (minus one share) in VOO, a telecom operator that owns cable networks in the Wallonia region of Belgium.

In January 2023, Telenet entered into two 15-year commercial wholesale agreements with Orange Belgium.

The agreements provide Telenet and Orange Belgium access to each other’s fixed networks, including both HFC and FTTH, on a commercial basis for a 15-year period and enable Telenet to offer FMC services in Wallonia beginning in 2024.

In Switzerland, Swisscom is the largest provider of broadband internet services and is Sunrise’s primary competitor.

Swisscom offers download speeds ranging from 100 Mbps to up to 10 Gbps, depending on the region.

Swisscom offers download speeds ranging from 100 Mbps to up to 10 Gbps, depending on its available network technology.

Swisscom continues to expand its FTTx network to Switzerland households in our footprint, as well as in our partner network footprints.

Salt, a predominantly mobile player, also competes in this arena, with a focus on fixed-mobile convergence through a combination of FTTx and fixed wireless access technologies offering 10 Gbps internet speeds.

In this competitive market, Sunrise offers a fixed-mobile convergence portfolio called “Sunrise Up”, enabling customers to benefit from the ultra-high-speed connectivity that is available across all of Sunrise’s customer premises and offers significant fixed and mobile cross-selling opportunities.

For more information on the Sunrise Acquisition, see note 5 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

Salt, a predominantly mobile player, also competes in this arena, with a focus on FMC services through a combination of FTTx and fixed wireless access technologies offering 10 Gbps internet speeds.

• Significant Joint Ventures .

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BT is actively building out its FTTx network through its subsidiary, Openreach, to support its goal of covering 25 million homes by the end of 2026.

In support of this mission, BT offers a range of ultrafast consumer packages with speeds of up to 900 Mbps.

As noted above, the VMO2 JV has reached 1 Gbps connectivity in all of its 16.1 million premises.

In support of this mission, BT offers a range of ultrafast consumer packages with speeds of up to 1.6 Gbps.

As noted above, the VMO2 JV has reached 1 Gbps connectivity in all 16.2 million premises.

Moreover, the VMO2 JV announced its intention to upgrade its fixed network to full fiber-to-the-premise by the end of 2028 and extend its FTTH footprint to up to 23 million premises through its partnership with the nexfibre JV.

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( KPN ), offers internet protocol television ( IPTV ) over its FTTx network and through broadband internet connections using DSL or VDSL.

Where KPN has enhanced its VDSL system, it offers broadband internet with download speeds of up to 200 Mbps, and on its FTTx networks, it offers download speeds of up to 1 Gbps.

Portions of the VodafoneZiggo JV’s network have been overbuilt by KPN’s and other providers’ FTTx networks.

Where KPN has enhanced its VDSL system, it offers broadband internet with download speeds of up to 200 Mbps, and on its FTTx

networks, it offers download speeds of up to 4 Gbps.

A significant part of VodafoneZiggo JV’s network has been overbuilt by KPN’s and other providers’ FTTx networks.

In 2021, KPN and pension fund, APG, established a joint venture company called Glaspoort that is targeting fiber rollouts in medium-dense, rural and industrials areas by connecting up to 1.2 million households and businesses by 2026.

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OTT video content providers utilizing our or our competitors’ high-speed internet connections are also a significant competitive factor, as are other video service providers that overlap our service areas.

The OTT video providers (such as HBO Now, Amazon Prime Video, Netflix, Disney+ and AppleTV+) offer VoD service for television series, movies and programming from broadcasters.

The OTT video providers (such as HBO Now, Prime Video, Netflix, Disney+ and AppleTV+) offer VoD services for television series, movies and programming from broadcasters.

Generally, the content libraries of such services are offered for a monthly fee.

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Moreover, broadcasters offer direct to customer content, including VoD, live and catch-up television via their own platforms (such as BBC iPlayer, Discovery and RTL).

To retain our competitive position, we provide our subscribers with TV everywhere products and premium OTT video services through our online mobile apps, VoD and Replay TV services or through our arrangements with Netflix, Amazon, YouTube and others.

To retain our competitive position, we provide our subscribers with television everywhere products and premium OTT video services through our online mobile apps, VoD and Replay TV services through our arrangements with Netflix, Amazon, YouTube and others.

Our businesses also compete to varying degrees with other sources of information and entertainment, such as online entertainment, newspapers, magazines, books, live entertainment/concerts and sporting events.

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If exclusive content offerings increase through other providers, programming options could be a deciding factor for subscribers on selecting a video service.

We compete on value by offering advanced digital services with a premier user interface, such as cloud recording and DVR functionality, HD/4K, VoD, voice control, OTT aggregation, Replay TV and multiscreen services via a superior user interface.

We also compete by offering attractive content packages, as well as bundled services, at reasonable prices.

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In addition, from time to time, we modify our digital channel offerings to improve the quality of our programming.

Where mobile voice and data are available, we focus on our converged service offerings at attractive prices.

Where mobile voice and data are available, we focus on our FMC service offerings at attractive prices.

In our other operations, we use the triple-play bundle as a means of driving video, as well as other products where convenience and price can be leveraged across the portfolio of services.

We also continue to enhance our Horizon platform to meet our customers’ desire to view programming anytime and anywhere, such as new applications and expanding its availability in our markets.

Horizon 5 is the latest iteration of our entertainment platform.

It enables content aggregation and bundling to help customers navigate the ever-growing libraries of first-class content by pulling in all key streaming apps across television, music, gaming, smart home and social, while delivering a hyper-personal user experience.

Telenet’s principal competitor is Proximus, the incumbent telecommunications operator, which has interactive digital television, replay television, VoD, OTT and HD service as part of its video offer, as well as mobile-only video propositions tailored to the needs of younger market segments.

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Also, as a result of regulatory obligations, Telenet and other Belgian cable operators must give alternative providers access to their cable networks.

Orange Belgium gained such access in 2016 and currently offers its mobile subscribers a triple play bundle, including mobile, enhanced video and broadband internet services.

Orange Belgium gained such access in 2016 and currently offers its mobile subscribers a triple-play bundle, including broadband internet, enhanced video and mobile services.

Telenet may face increased competition from other providers of video services who take advantage of the wholesale access and may be able to offer triple- and quad-play services.

For more information on wholesale access, see Regulatory Matters—Belgium.

In order to compete effectively against alternative providers, Telenet leverages its extensive cable network, the broad acceptance of its basic cable television services, its Telenet TV offering and its additional features, such as HD and DVR functionality, VoD offerings, its Play Sports channel and original programming delivered via the Horizon 4 multimedia box.

It is also using mobile services to drive its other products through its converged offerings.

In addition, Telenet and DPG Media now offer a streaming platform called Streamz, which combines some of the best locally produced series and must-see international content from HBO, extensive kids’ content, films and documentaries.

Streamz is available for a monthly fee.

For more information on wholesale access, see Regulatory Matters—Belgium below .

Our main competitor in Switzerland is Swisscom, the incumbent telecommunications operator, which provides IPTV services over DSL, VDSL and FTTx networks.

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Swisscom launched an advanced set-top box in the market with voice control, Smart Home integration and content aggregation beyond video, such as music streaming and gaming services.

Although its presence is limited, Salt focuses on value propositions by including TV within their bundles and providing access to OTT via Apple TV.

Although its presence is limited, Salt focuses on value propositions by including television within their bundles and providing access to OTT via Apple TV.

In this saturated market, price competition and high promotional intensity are significant factors.

To compete effectively in Switzerland, Sunrise promotes its TV offering and a related family of products together with Replay TV and VoD, giving subscribers the ability to personalize their programming and viewing preferences while delivering an excellent user interface with voice control.

Sunrise has its own sports channel, My Sports and aggregates third-party apps (e.g.

Netflix, Amazon Prime Video, Sky Show, YouTube and others).

Sunrise has expanded its video product offering to Yallo, its ancillary brand, an important step in moving Yallo to full telecommunications functionality.

Yallo customers can access over 270 channels (many in Full HD and Dolby Digital), replay services and streaming apps such as Netflix, Disney+ and Amazon Prime which come pre-installed on the TV box.

For more information on the Sunrise Acquisition, see note 5 to our consolidated financial statements included in Part II of this Annual Report on Form 10-K.

• Significant Joint Ventures .

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BT is also both a principal competitor and an important supplier of content to the VMO2 JV.

BT owns premium BT Sport channels, providing a range of sports content, including football (soccer) from the English Premier League and its exclusive rights to the UEFA Champions League and the UEFA Europa League.

The BT Sport channels are available on the VMO2 JV’s cable network as well as its competitors’ networks.

The VMO2 JV is expanding its broadband network and actively promoting its 4K and HDR ready boxes running on its Horizon 4 platform (marketed as “Virgin TV360”) as well as it online streaming service, Virgin TV Go.

Customers also have access to a new entertainment service, Stream, which is an all-in-one streaming TV box, combining TV channels and aggregating third-party subscription services such as Sky Sports, Netflix, and Disney+.

Stream provides personalized viewing recommendations and allows customers to customize their subscription mix, billed through a single Virgin Media account.

The VodafoneZiggo JV primarily competes with KPN with respect to video distribution, which provides IPTV services over DSL, VDSL and FTTx networks.

In 2023, BT formed a joint venture with Warner Bros.

Discovery and launched TNT Sports, which replaced BT Sport and combined the partners’ content portfolios, including Olympic Games, the English Champion’s League, UEFA Europa League and other live sports.

TNT Sports is available on the VMO2 JV’s cable network as well as its competitors’ networks.

The VMO2 JV is expanding its broadband network and actively promoting its 4K and HDR ready boxes running on its Horizon 5 platform (marketed as “Virgin TV360”) as well as its online streaming service, Virgin TV Go.

Customers also have access to an entertainment service, ‘Stream’, which is an all-in-one streaming box, combining television channels and aggregating third-party subscription services such as Sky Sports , Netflix and Disney+.

Stream provides personalized viewing recommendations and allows customers to customize their subscription mix, billed through a single account.

The VodafoneZiggo JV primarily competes with KPN with respect to video distribution, which provides IPTV services.

KPN offers many of the same interactive video service features as the VodafoneZiggo JV does, including VoD services, DVR, replay functionality and HD channels.

KPN also offers its customers bundling packages that include its video products, creating a highly competitive market for the VodafoneZiggo JV’s products and services.

Ziggo Sport , the VodafoneZiggo JV’s sports offering, acquired the exclusive 2024/2027 media rights to the UEFA Champions League, the UEFA Europa League and the UEFA Europa Conference League.

Starting in the 2024/2025 football season, this will bring the most important European club competitions under one roof for the first time.

All the competitions and highlights will be available exclusively on Ziggo Sport .

Mobile and Telephony Services

In Belgium, as a mobile network operator ( MNO ), we are one of the larger mobile providers based on number of SIM cards.

In Belgium, as a MNO, we are one of the larger mobile providers based on number of SIM cards.

The same is true for the VodafoneZiggo JV in the Netherlands.

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Competition remains significant across each of our markets.

We offer various calling plans, such as unlimited calling, national or international calling and use converged bundles and benefits to cross-sell mobile to our existing fixed customers.

Our ability to offer fixed-mobile convergence services is a key driver of growth.

Furthermore, in order to address lower segments of the market, we operate with ancillary mobile brands, such as Base (Belgium), Yallow (Switzerland) and Hollandsnieuwe (Netherlands).

We offer various calling plans, such as unlimited calling, national or international calling and use FMC bundles and benefits to cross-sell mobile to our existing fixed customers.

Our ability to offer FMC services is a key driver of growth.

Furthermore, in order to address lower segments of the market, we operate with ancillary mobile brands, such as Yallo (Switzerland), Base (Belgium), giffgaff (U.K.) and Hollandsnieuwe (Netherlands).

The market for fixed-line telephony services is saturated in all of our markets.

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In each of our markets, we face competition with a dominant fixed-line telephony provider, most of which also have competitive mobile offers based on 4G or 5G services.

In our largest markets, the key dominant telephony providers are Proximus (Belgium) and Swisscom (Switzerland).

In our largest consolidated markets, the key dominant telephony providers are Swisscom (Switzerland) and Proximus (Belgium).

These telephony competitors are also the largest mobile operators in these markets based on number of SIM cards.

These competitors include their mobile products in bundles with fixed-line services.

These competitors include their mobile products in bundles with

fixed-line services.

Moreover, there is a fundamental shift in customer preference towards mobile and OTT.

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Human Capital Resources

As of December 31, 2022, our consolidated subsidiaries had an aggregate of approximately 10,100 full-time equivalent employees, including approximately 3,660 in Belgium, 2,980 in Switzerland, 1,260 in the U.K., 940 in the Republic of Ireland, 870 in the Netherlands, 280 in Slovakia and 110 in the United States.

As of December 31, 2023, our consolidated subsidiaries had an aggregate of approximately 9,860 full-time equivalent employees, including approximately 3,770 in Belgium, 3,020 in Switzerland, 1,260 in the U.K., 940 in the Republic of Ireland, 520 in the Netherlands, 250 in Slovakia and 100 in the U.S.

With respect to our significant nonconsolidated joint ventures, the VMO2 JV employs approximately 15,020 people and the VodafoneZiggo JV employs approximately 6,260 people.

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We invest significantly in our employees because we recognize that when each employee is supported and given the opportunity to succeed, our company as a whole flourishes.

We are committed to building a diverse, inclusive and equitable culture, where everyone belongs.

We have been actively challenging our own behaviors and each other to create such culture.

Being diverse, inclusive and equitable is important to our employees’ experience and performance, talent acquisition and retention, and it brings us closer to the communities in which we live and operate.

In 2022, we built upon our Diversity, Equity & Inclusion ( DE&I ) ambitions.

We have continued to work with our DE&I Council, composed of our CEO and 19 executive representatives from around the company that meets regularly to discuss company strategies, initiatives and policies concerning DE&I.

We have worked closely with our five Employee Resource Groups ( ERGs ) that focus on gender, race and ethnicity, multigenerational families, disability, neurodiversity and LGBTQIA+, ensuring that we are actively listening and co-creating.

The VMO2 JV and VodafoneZiggo JV, along with Sunrise and VM Ireland, also have their own ERGs to provide support for their local employees and to complement Liberty Global’s DE&I strategy and initiatives.

In addition, our DE&I Council has worked diligently to prepare concrete, implementable initiatives to further our collective DE&I strategy.

Such initiatives are measurable, allowing us to easily track our progress.

We are fostering a culture where every individual is valued and respected, contributing to a positive impact on one another and our communities.

Through connections formed daily, we strive to create a sense of belonging for all.

The importance of diversity, equity and inclusivity extends beyond our employees' experience and performance;

it influences talent acquisition and retention and strengthens our ties to the communities where we live and operate.

In 2023, our commitment to Diversity, Equity & Inclusion ( DE&I ) continued to evolve.

Our DE&I Council, comprised of our chief executive officer ( CEO ) and 19 executive representatives, meets regularly to discuss company strategies, initiatives and policies related to DE&I.

The council advises on our DE&I strategy, monitors progress against our ambitions and facilitates the exchange of best practices across our organization.

The People, Planet, Progress committee of our board of directors provides guidance to our DE&I Council from time to time.

While conducting our annual DE&I survey in 2023, we sought feedback from our employees through listening forums, which informed our strategic plans based on the insights gained.

Our DE&I program has progressed through close collaboration across all of our business sectors, resulting in specific goals for gender representation.

Central to our efforts is measuring the sentiment of individuals who feel authentic in the workplace daily.

Each business unit has identified priorities that contribute to our overarching goal of fostering innovation, collaboration and overall organizational performance.

Our commitment to hiring the best candidates remains unwavering, and we continuously optimize roles through natural turnover, tracking progress through employee dashboards and quarterly business review meetings.

Collaboration with our Employee Resource Groups ( ERGs ), focusing on various aspects of diversity, has been integral to our DE&I efforts.

With 22 ERGs globally, we co-create initiatives for strategic cultural change.

Working with our ERGs, we have delivered five ‘Empower Hours’, centered around specific days in our diversity calendar, to educate, engage and empower each other to take meaningful action.

Additionally, we carried out a global leadership reverse mentoring pilot with our race and ethnicity ERG, in which the members of the ERG led the programming and acted as mentors to the participants.

This reverse mentoring pilot took place with senior leaders from across our company and is expected to be implemented more broadly in the coming years.

Our involvement in the Valuable 500, a global movement putting disability on the business leadership agenda, and the disability confident scheme in the U.K., emphasizes our commitment to disability inclusion.

Inclusive Employers, a leading membership organization, supports our efforts through consultancy, training and thought leadership.

Achieving silver status in the Inclusive Employers standard and receiving commendation for our belonging communication campaign demonstrates our progress in this area.

The VMO2 JV and VodafoneZiggo JV, along with Sunrise and VM Ireland, also have their own ERGs to provide support for their local employees and to complement Liberty Global’s broader DE&I strategy and initiatives.

In addition, our DE&I

Council has worked diligently to prepare concrete, implementable initiatives to further our collective DE&I strategy.

Such initiatives are measurable, allowing us to more accurately track our progress.

To help eliminate potential bias in our hiring, we implemented inclusive hiring manager training, ensured diverse interview panels and have begun to use artificial intelligence to help eliminate gender-biased language in job descriptions.

We broadened our talent pool through a refreshed external proposition, conscious advertising and internal transparency.

Our company policy reviews aim to create a more equitable, accessible and inclusive working environment.

In 2023, we launched our “Youth Council”, consisting of 12 Gen Z and under 35 members that serve as an advisory body to our executive leadership team, signifying our commitment to harnessing youth culture and future-proofing our strategy.

The council actively contributes across our customer propositions and experiences, sustainability and the future of work.

We also conduct compulsory anti-bullying, anti-discrimination and anti-harassment training for all of our employees in line with our Anti-Discrimination, Harassment and Bullying policy and engage in small-group, impactful conversations, centering on discrimination and harassment in the workplace.

Our venture capital arm has committed $10 million to investing in start-up companies, including through our partner, Avesta Capital, that make a positive impact on society.

Our venture capital arm has committed $13 million to investing in start-up companies, including through our partners, Avesta Capital and Colorado Impact Fund, that make a positive impact on society.

These companies, such as Blue Studios, Kiira Health, BoxPower, Harvest Thermal and Sunny Day Fund are specifically focused on socially conscious business practices, such as tackling economic and social inequity, as well as climate change.

Liberty Global prides itself on the achievements it has made with respect to DE&I, but it recognizes that there is much work still to be done, and that to grow as a company we must invest in our people so that they can be themselves at work everyday.

Liberty Global prides itself on the achievements it has made with respect to DE&I, but it recognizes that there is much work still to be done, and that to grow as a company, we must invest in our people so that they can be themselves at work every day.

Our compensation program is key to our company’s success and incentivizes our management team to execute our financial and operational goals.

We concentrate on attracting, retaining and motivating talented executives who can be responsive to new and different opportunities for our company and thereby create value for our customers and shareholders.

The primary goals of our executive compensation program are to:

motivate our executives to maximize their contributions to the company’s success, attract and retain the best leaders for our business and align our executives’ interests with creating shareholder value.

The primary goals of our executive compensation program are to motivate our executives to maximize their contributions to the company’s success, attract and retain the best leaders for our business and to align our executives’ interests with creating shareholder value.

At Liberty Global, we are committed to the health and safety of our employees and visitors to our sites, and we ensure compliance with all relevant national health and safety regulations.

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This approach informs decision making across key employee focus areas, including for example, well-being, work-from-home opportunities and skills development.

Additional information on our workforce and our commitment to our employees is made available in Liberty Global’s Annual Corporate Responsibility Report, which we expect to be published on our website at the beginning of the third quarter of 2023.

The contents of this report are not incorporated by reference herein.

Regulatory Matters

Video distribution, broadband internet, fixed-line telephony and mobile businesses are regulated in each of the countries in which we operate.

Broadband internet, video distribution, fixed-line telephony and mobile businesses are regulated in each of the countries in which we operate.

The scope of regulation varies from country to country, although in some significant respects, regulation in E.U.

markets is harmonized under the regulatory structure of the E.U.

Of the six countries in our footprint, four are part of the E.U.:

the Republic of Ireland, the Netherlands (nonconsolidated joint venture), Belgium and Slovakia.

Of the seven countries in our footprint, five are part of the E.U.:

the Republic of Ireland, the Netherlands (nonconsolidated joint venture), Belgium, Luxembourg and Slovakia.

Our other operations are in the U.K.

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single market.

The Northern Irish Protocol, while not material to our or the VMO2 JV’s operations, affects the movement of consumer premises equipment and installation personnel between Northern Ireland and the Republic of Ireland.

The Northern Irish Protocol, while not material to our or the VMO2 JV’s operations, affects the movement of CPE and installation personnel between Northern Ireland and the Republic of Ireland.

A review of the E.U.-U.K.

Agreement is due to take place in May 2026.

In Switzerland, the distribution of radio and television is regulated under the Radio and Television Act.

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The European Electronic Communications Code (the Code ) is the primary source of regulation governing our E.U.

The Code came into effect on December 20, 2018 and has been transposed by a majority of the Member States and the U.K.

into their respective national laws.

On April 6, 2022, the European Commission referred a number of Member States to the Court of Justice of the European Union for being late with the transposition, including Ireland.

Ireland is in the process of adopting two legislative instruments that should give effect to the Code, the European Communities (Electronic Communications) Regulations 2022 and the Communications Regulation (Enforcement) Bill 2022.

The Code came into effect on December 20, 2018 and has been transposed by all of the Member States in our footprint into their respective national laws.

has largely transposed the Code into its national laws.

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Such obligations must be based on clearly defined general interest objectives, be proportionate and transparent and be subject to periodic review.

and Switzerland have a regulatory system that reflects these principles.

We are subject to must carry regulations in all markets in which we operate, and we do not expect the such obligations to be curtailed in the foreseeable future.

and Switzerland each have a regulatory system that reflects these principles.

We are subject to must-carry regulations in all markets in which we operate, and we do not expect such obligations to be curtailed in the foreseeable future.

NRAs may, in some cases, impose access obligations on service providers, regardless of whether they have SMP.

Under the Code and the E.U.

Broadband Cost Reduction Directive, service providers may be required to provide access to certain elements of their passive network infrastructure upon reasonable request if there are significant economic or physical replicability barriers.

Broadband Cost Reduction Directive, service providers may be required to provide access to certain

elements of their passive network infrastructure upon reasonable request if there are significant economic or physical replicability barriers.

Service providers may be required to provide access to their active infrastructure as well but only if a number of additional requirements are met.

Broadband Cost Reduction Directive is under review, and the repealing regulation (the Gigabit Infrastructure Act) is expected to be adopted in 2024, with most provisions coming into effect six to 12 months after its publication.

has a similar system in place, while the Telecommunications Act in Switzerland requires operators with a dominant position to grant access to other providers on a non-discriminatory manner at cost-oriented prices.

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transposed net neutrality into its national law following Brexit.

In its communication on October 26, 2023, the U.K.

Office of Communications ( Ofcom ) proposed a more lenient interpretation of some aspects of net neutrality, and the effect of some of those may be subject to changes of national law.

Legislative changes are, however, a matter for the U.K.

In Switzerland, the Telecommunications Act introduced more transparent net neutrality regulation that allows for traffic management in limited circumstances (e.g., to fight exceptional network congestion).

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Call termination tariffs for SMP providers are set by NRAs, but for the E.U., the Code includes a system of single maximum, E.U.-wide voice termination rates for fixed and mobile.

All fixed service providers are subject to a maximum fixed termination rate of €0.07 per minute, and by 2024 the single maximum rate for mobile termination will be €0.20 per minute.

During 2024, all fixed service providers will be subject to a maximum fixed voice termination rate of €0.07 per minute and all mobile service providers will be subject to a maximum mobile voice termination rate of €0.20 per minute.

In the U.K., an SMP provider must provide termination on fair and reasonable terms, conditions and charges, which must be no higher than BT’s regulated charges unless certain conditions are met.

Switzerland does not follow the E.U.

standard, however.

Call termination rates in Switzerland are unregulated and commercially negotiated by operators.

If an agreement cannot be found for fixed termination rates, the parties may initiate proceedings at the Communication Commission (ComCom), which then sets cost-oriented termination rates.

If an agreement cannot be found for fixed termination rates, the parties may initiate proceedings at the Communication Commission, which then sets cost-oriented termination rates.

Overall, termination rates in Switzerland are higher than the E.U.

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Member State to be freely transmitted within their territory, so long as the broadcaster complies with the law of their home state.

In addition, when we offer third-party VoD services on our network, it is the third-party

provider, and not us as the distributor, that is regulated in respect of these services.

In addition, when we offer third-party VoD services on our network, it is the third-party provider, and not us as the distributor, that is regulated in respect of these services.

and Switzerland have regulatory systems that also reflect these principles.

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and Switzerland have similar principles in their regulatory systems.

To build upon the AVMSD, the European Commission published a proposal for the Media Freedom Act in September of 2022.

It is not clear at this time when this proposed law would be adopted and become effective.

The new law aims to help ensure media pluralism across the E.U., as well as ownership transparency requirements, especially with respect to foreign financing and the introduction of a review mechanism for concentrations of media companies.

We expect that the Media Freedom Act will impact our business, however, until the final legislation is adopted, we will not know to what extent.

Member States are also allowed to require service providers to contribute financially to the production of European works, including requiring financial contributions from VoD providers established in other territories that target audiences in their jurisdiction.

Member States are also allowed to require service providers to contribute financially to the production of European works, including requiring financial contributions from providers of VoD services established in other territories that target audiences in their jurisdiction.

Such obligations are applicable to (or are expected to become applicable to) certain of our businesses.

In addition, European Commission regulations mandate that commercial providers of online content services (including OTT service providers) enable subscribers who are temporarily present in any Member State to access and use online content services in substantially the same manner as in their country of residence.

The European Commission published a proposal for the Media Freedom Act in September of 2022.

At present, it seems likely that the proposed law will be adopted in 2024, with most provisions coming into effect 15 months after adoption.

The new law aims to help ensure media pluralism across the E.U., as well as ownership transparency requirements, especially with

respect to foreign financing and the introduction of a review mechanism for concentrations of media companies.

We expect that the Media Freedom Act will impact our business, however, until the final legislation is adopted, we will not know to what extent.

The European Commission regulations mandate that commercial providers of online content services (including OTT service providers) enable subscribers who are temporarily present in any Member State to access and use online content services in substantially the same manner as in their country of residence.

We comply with these content portability requirements.

In the U.K., the VMO2 JV is required to hold individual licenses under the Broadcasting Acts 1990 and 1996 for any television channels (including barker channels) that it owns or operates and to provide certain other services on its cable television platform, such as electronic program guides.

These television licensable content service ( TLCS ) licenses are granted and administered by the U.K.

Office of Communications ( Ofcom ), the U.K.’s NRA.

These television licensable content service ( TLCS ) licenses are granted and administered by Ofcom, the U.K.’s NRA.

Under these licenses, each covered service must comply with a number of Ofcom codes, including the Broadcasting Code, and with all of Ofcom’s directions.

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It sets essential requirements for safety and health, electromagnetic compatibility and the efficient use of the radio spectrum.

In 2025, the list of essential requirements under the Radio Equipment Directive is expected to be expanded for certain categories of internet-connected radio equipment, including WiFi-enabled modems and set-top boxes.

The devices concerned are expected under this directive to protect the network from harm, protect the personal data and privacy of the user and of the subscriber and offer users and subscribers protection services from fraud.

Due to a Mutual Recognition Agreement established between the E.U.

and Switzerland, the Standby Regulation and the Radio Equipment Directive both apply in Switzerland.

Before Brexit, the U.K.

Prior to Brexit, the U.K.

implemented the Standby Regulation and the Radio Equipment Directive into national law.

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The GDPR applies to the European Economic Area ( EEA ), which includes the E.U.

and a number of countries, but does not include the U.K.

and a number of other countries, but does not include the U.K.

or Switzerland.

When personal data is transferred outside the EEA, special safeguards stemming from the GDPR, such as the adoption of adequacy decisions and the use of standard contractual clauses ( SCCs ), are enforced to ensure that data is transferred in a protected manner.

ensure that data is transferred in a protected manner.

Adequacy decisions indicate which third countries have sufficiently similar data protection laws in place to those provided under the GDPR.

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On June 28, 2021, the European Commission adopted an adequacy decision for the U.K., as the U.K.’s data protection system is based on the same GDPR rules that were applicable when the U.K.

was a Member State.

Member State.

However, the adequacy decision is subject to a “sunset clause”, which establishes the automatic expiration of the decision after four years from its adoption.

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continues to ensure an adequate level of data protection.

On December 13, 2022, the European Commission adopted a draft adequacy decision for the E.U.-U.S.

On July 10, 2023, the European Commission adopted the adequacy decision on the E.U.-U.S.

Data Privacy Framework, replacing the Privacy Shield deal which was struck down by the European Court of Justice in July 2020.

companies will be able to join the E.U.-U.S.

companies can join the E.U.-U.S.

Data Privacy Framework by committing to comply with a detailed set of privacy obligations.

citizens will also have access to a number of redress mechanisms in case their personal data is handled in violation of this framework, including an independent dispute resolution mechanism and a newly created ‘Data Protection Review Court’.

The draft adequacy decision is now going through its adoption procedure and is expected to be finalized in the summer of 2023.

citizens also have access to a number of redress mechanisms in case their personal data is handled in violation of this framework, including an independent dispute resolution mechanism and a newly created ‘Data Protection Review Court’.

The functioning of this framework is anticipated to be jointly periodically reviewed by the European Commission, European data protection authorities and competent U.S.

The first review will take place within a year of the entry into force of the adequacy decision.

When a data transfer involves a third country that has not been granted an adequacy decision, our operations must use SCCs.

The European Commission has issued an implementing decision on new SCCs, under which it makes clear that using standard contractual clauses does not automatically make an international data transfer GDPR compliant.

The European Commission has issued an implementing decision on new SCCs, under which it makes clear that using SCCs does not automatically make an international data transfer GDPR compliant.

Instead, the parties must perform “transfer impact assessments” in order to address any possible risks in the data transfer and take supplementary measures.

The impact assessment takes into account maters such as the circumstances of the transfer, the nature of the parties, the personal data involved and the laws and practices of the country of destination.

A continued flow of personal data from the EEA to Switzerland is ensured by the revised Swiss Data Protection Act ( DPA ), which is expected to come into force on September 1, 2023.

The impact assessment takes into account matters such as the circumstances of the transfer, the nature of the parties, the personal data involved and the laws and practices of the country of destination.

A continued flow of personal data from the EEA to Switzerland is ensured by the revised Swiss Data Protection Act ( DPA ), which came into force on September 1, 2023.

The DPA ensures compatibility with E.U.

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Member States will have until October 18, 2024 to transpose the directive into their national legislation.

In parallel, the European Commission will work on a number of delegated acts to lay down detailed rules on risk mitigation and notification measures, which are scheduled for publication by the same date.

have announced restrictions related to so-called “high risk vendors” ( HRVs ) in the telecommunications sector.

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The Digital Markets Act and the Digital Services Act were adopted in September and October 2022, respectively, and will become effective in 2024.

While the Digital Markets Act will have an immaterial impact on our business, under the Digital Services Act we will have additional obligations imposed on us, including with respect to periodic reporting, content moderation and the establishment of points of contact with national authorities and customers.

In February 2022, the European Commission introduced the Data Act, which would require companies to share personal and non-personal data generated by IoT products with users and third parties, upon the user’s request.

While the Digital Markets Act will have an immaterial impact on our business, under the Digital

Services Act we will have additional obligations imposed on us, including with respect to periodic reporting, content moderation and the establishment of points of contact with national authorities and customers.

In February 2022, the European Commission introduced the Data Act, which requires companies to share personal and non-personal data generated by IoT products with users and third parties, upon the user’s request.

The Data Act also requires companies to share personal and non-personal data with public sector bodies in situations of exceptional need, and imposes switching and interoperability requirements on cloud services.

Negotiations between the European Council and the European Parliament are still in process, and we cannot predict the ultimate outcome of these negotiations.

Negotiations between the European Council and the European Parliament concluded on June 28, 2023.

The Data Act is now subject to formal approval, with provisions coming into effect 20 months after adoption.

The Corporate Sustainability Reporting Directive ( CSRD ) came into force on January 5, 2023.

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The first of the reporting requirements relevant to Liberty Global will apply in 2026 (for fiscal year 2025 reporting), with additional reporting requirements coming into effect on a staggered basis until 2029.

Our operating companies are also subject to both national and European level regulations on competition and on consumer protection, which are largely regulated under the Code.

Our operating companies are also subject to both national and European level regulations on competition and consumer protection, which are largely regulated under the Code.

For example, while our operating companies may offer their services in bundled packages in European markets, they are sometimes not permitted to make a subscription to one service, such as cable television, conditional upon a subscription to another service, such as telephony.

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Member States.

Such regimes which allow national governments to review and impose conditions on certain transactions involving critical infrastructures such as telecommunications.

Such regimes allow national governments to review and impose conditions on certain transactions involving critical infrastructures such as telecommunications.

In the event conditions are imposed and we fail to meet them in a timely manner, the relevant authority or governments may impose fines and, if in connection with a transaction, may require restorative measures, such as a disposition of assets or divestiture of operations.

Telenet has been found to have SMP in the wholesale broadband market, obliging it to (1) provide third-party operators with access to the digital television platform (including basic digital video and analog video) and (2) make available to third-party operators a bitstream offer of broadband internet access including fixed voice as an option.

One such example of potential close regulatory scrutiny is the E.U.

Foreign Subsidies Regulation ( FSR ).

Adopted in December 2022 and applicable from July 12, 2023, the FSR aims to prevent foreign subsidies from distorting the E.U.

internal market.

We may be obligated to file notifications for ex ante review when participating in M&A transactions or in public tenders.

This could bring further regulatory complexity to our transactions, and failure to comply with these obligations could lead to sanctions.

Telenet has been found to have SMP in the wholesale broadband market, obliging it to (i) provide third-party operators with access to the digital television platform (including basic digital video and analog video) and (ii) make available to third-party operators a bitstream offer of broadband internet access including fixed voice as an option.

The Belgian NRA has imposed monthly wholesale cable resale access prices.

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The obligations on Telenet may strengthen its competitors by granting them access to Telenet’s fixed network to offer competing products and services notwithstanding Telenet’s substantial investments in developing its high-performing fixed infrastructure.

In addition, any access granted to competitors could (1) limit the bandwidth available to Telenet to provide new or expanded products and services to its customers, and (2) adversely impact Telenet’s ability to maintain or increase its revenue and cash flows.

The extent of any such adverse impacts ultimately will be dependent on the degree to which competitors take advantage of the access of Telenet’s network, the rates that Telenet receives for such access and other competitive factors or market developments.

In addition, any access granted to competitors could (i) limit the bandwidth available to Telenet to provide new or expanded products and services to its customers and (ii) adversely impact Telenet’s ability to maintain or increase its revenue and cash flows.

The extent of any such adverse impacts ultimately will be dependent on the degree to which competitors take advantage of the access to Telenet’s network, the rates that Telenet receives for such access and other competitive factors or market developments.

Significant Joint Venture Entities

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This new legislation comes as a result of the U.K.

government’s push to encourage greater investment in new digital infrastructure and deliver FTTH/gigabit capable networks to approximately 85% of U.K.

premises by 2025.

From 2017 to 2021, the Netherlands’ NRA, the Autoriteit Consument & Markt ( ACM ), conducted a market analysis of high-quality wholesale access.

On November 18, 2021, the ACM submitted to the European Commission its intended decision to withdraw regulation of the high-quality business telecom services provided over KPN’s network.

On December 16, 2021, the European Commission indicated that it had no comments, resulting in the final decision of the ACM on December 23, 2021 to completely deregulate the high-quality wholesale access market in the Netherlands.

government’s push to encourage greater investment in new digital infrastructure and deliver gigabit capable networks to approximately 85% of U.K.

premises by 2025 and nationwide by 2030.

On July 10, 2023, the Netherlands’ NRA, the Autoriteit Consument & Markt ( ACM ), published a draft decision of its analysis of the wholesale fixed access market, concluding that there are five regional markets that are, or tend to be, competitive.

On December 12, 2023, the ACM published its final decision to refrain from further regulation of the wholesale local access fixed broadband internet market following review by the European Commission.

The ACM found that there is sufficient competition in the telecom market and confirmed its previous position that further regulation of the market is not currently necessary.

This decision to deregulate is mainly based on two factors:

(i) the approval of KPN’s commercial offer in a formal commitment decision by the ACM, which makes KPN’s fiber network open to various providers of telecom service and allows them to compete effectively at the retail level and (ii) the announcements of fiber roll-out plans by network operators which will likely cover all geographic areas of the Netherlands within the next five years.

The ACM also adopted a final decision rejecting YouCa’s request for symmetric access to non-replicable network assets of VodafoneZiggo's cable network in Amsterdam, as it was deemed not proportionate.

Available Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business