What changed in this filing

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Item 1A. Risk Factors

2021-03-01 compared with 2020-02-19 · 101 added, 69 removed, 514 unchanged (25% of the section changed)

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Our operating businesses are facing increasing competition from video services provided by, or over the networks of, other telecommunications operators and service providers.

As the availability and speed of broadband internet increases, we also face competition from OTT providers, including telephony providers such as WhatsApp, utilizing our or our competitors’ high-speed internet connections.

As the availability and speed of broadband

internet increases, we also face competition from OTT providers, including telephony providers such as WhatsApp, utilizing our or our competitors’ high-speed internet connections.

Some of these providers offer services without charging a fee, which could erode relationships with customers and may lead to a downward pressure on prices and returns for telecommunication services providers.

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In addition, we may face more vigorous competition than would have been the case if there were no such government involvement.

We expect the level and intensity of competition to continue to increase from both existing competitors and new market entrants as a result of changes in the regulatory framework of the industries in which we operate, advances in technology, the influx of new market entrants and strategic alliances and cooperative relationships among industry participants.

Increased competition could result in increased customer churn, reductions of customer acquisition rates for some products and services and significant price and promotional competition.

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New technologies, products and services may impact consumer behavior and therefore demand for our products and services.

Our ability to anticipate changes in technology and consumer tastes and to develop and introduce new and enhanced products and services on a timely basis will affect our ability to continue to grow, increase our revenue and number of customers and remain competitive.

Our ability to anticipate changes in technology and consumer tastes and to develop and introduce new and enhanced products and services on a timely basis will affect our ability to maintain, continue to grow, or increase our revenue and number of customers and remain competitive.

New products and services, once marketed, may not meet consumer expectations or demand, can be subject to delays in development and may fail to operate as intended.

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Significant additions to our property and equipment are, or in the future may be, required to add customers to our networks and to upgrade or expand our broadband communications networks and upgrade customer premises equipment to enhance our service offerings and improve the customer experience.

Additions to our property and equipment, which are currently underway, including in connection with Network Extensions , require significant capital expenditures for equipment and associated labor costs to build out and/or upgrade our networks as well as for related customer premises equipment.

Additions to our property and equipment, including in connection with Network Extensions , require significant capital expenditures for equipment and associated labor costs to build out and/or upgrade our networks as well as for related customer premises equipment.

Additionally, significant competition, the introduction of new technologies, the expansion of existing technologies, such as FTTx and advanced DSL technologies, the impact of natural disasters like hurricanes, or adverse regulatory developments could cause us to decide to undertake previously unplanned builds or upgrades of our networks and customer premises equipment.

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Additional financing may not be available on favorable terms, if at all, and our ability to incur additional debt will be limited by our debt agreements.

If we are unable to, or elect not to, pay for costs associated with adding new customers, expanding, extending or upgrading our networks or making other planned or unplanned additions to our property and equipment, or are delayed in making such investments, our growth could be limited and our competitive position could be harmed.

If we are unable to, or elect not to, pay for costs associated with adding new customers, expanding, extending or upgrading our networks or making other planned or unplanned additions to our property

and equipment, or are delayed in making such investments, our growth could be limited and our competitive position could be harmed.

We depend almost exclusively on our relationships with third-party programming providers and broadcasters for programming content, and a failure to acquire a wide selection of popular programming on acceptable terms could adversely affect our business.

The success of our video subscription business depends, in large part, on our ability to provide a wide selection of popular programming to our subscribers.

We generally do not produce our own content and we depend on our agreements, relationships and cooperation with public and private broadcasters and collective rights associations to obtain such content.

We do not produce our own content and we depend on our agreements, relationships and cooperation with public and private broadcasters and collective rights associations to obtain such content.

If we fail to obtain a diverse array of popular programming for our pay television services, including a sufficient selection of HD channels as well as non-linear content (such as a selection of attractive VoD content and rights for ancillary services such as DVR s and catch up or ‘Replay’ services), on satisfactory terms, we may not be able to offer a compelling video product to our customers at a price they are willing to pay.

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There can be no assurance that we will be able to renegotiate or renew the terms of our programming agreements on acceptable terms or at all.

We expect that programming and copyright costs will continue to rise in future periods

as a result of (i) higher costs associated with the expansion of our digital video content, including rights associated with ancillary product offerings and rights that provide for the broadcast of live sporting events and rate increases, and (ii) the growth in the number of our enhanced video subscribers.

If we are unable to obtain or retain attractively priced competitive content, demand for our television services could decrease, thereby limiting our ability to attract new customers, maintain existing customers and/or migrate customers from lower tier programming to higher tier programming.

Furthermore, we may be placed at a competitive disadvantage as certain OTT providers increasingly produce their own exclusive content and if certain of our competitors acquire exclusive programming rights, particularly with respect to popular sports.

In addition, we are party to several legal proceedings arising out of the regular course of our business, including legal proceedings before regulatory and tax authorities, proceedings that programmers may institute against us and proceedings that may arise from acquisitions and other transactions we may consummate.

For example, certain copyright agencies have asserted, and may in the future assert, claims against us and our subsidiaries regarding the transmission of any of the musical works within such agencies’ repertoire.

Such claims seek injunctive relief as well as monetary damages.

We cannot assure you that we will obtain a final favorable decision with regard to any particular proceeding.

A negative outcome in one or more pending proceedings or any future proceedings could have a material adverse effect on our business, financial condition and results of operations.

We depend on third-party suppliers and licensors to supply and maintain necessary equipment, software and certain services required for our businesses.

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In particular, our systems and equipment are in regions prone to hurricanes, earthquakes and other natural disasters, and they have been impacted by hurricanes in the recent past.

In early October 2016, our fixed-line and mobile networks in the Bahamas suffered extensive damage as a result of Hurricane Matthew, which caused our customers to experience significant outages.

In September 2017, the 2017 Hurricanes impacted a number of our markets in the Caribbean, resulting in varying degrees of damage to homes, businesses and infrastructure in these markets.

The most extensive damage occurred in Puerto Rico and certain markets within our C&W reportable segment.

In certain of our C&W markets, most notably in the British Virgin Islands and Dominica, portions of our fixed and mobile networks were significantly damaged by the 2017 Hurricanes.

In September 2019, Hurricane Dorian impacted certain islands of the Bahamas, resulting in significant damage to homes, businesses and infrastructure in those areas.

Moreover, despite security measures, our servers, systems and equipment are potentially vulnerable to physical or electronic break-ins, computer viruses and similar disruptive actions as further discussed below.

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We engage in a variety of preventive measures at an increased cost to us, in order to reduce the risk of cyberattacks and safeguard our infrastructure and confidential customer information, but as with all companies, these measures may not be sufficient for all eventualities and there is no guarantee that they will be adequate to safeguard against all cyberattacks, system compromises or misuses of data.

If hackers or cyberthieves gain improper access to our or our vendors’ technology systems, networks, or infrastructure, they may be able to access, steal, publish, delete, misappropriate, modify or otherwise disrupt access to confidential customer or employee data.

Moreover, additional harm to customers or employees could be perpetrated by third parties who are given access to the confidential customer data.

A network disruption (including one resulting from a cyberattack) could cause an interruption or degradation of service and diversion of management attention, as well as permit access, theft, publishing, deletion, misappropriation, or modification to or of confidential customer data.

Moreover, additional harm to customers or employees could be perpetrated by third parties who are given access to the confidential customer data or business systems or networks.

Due to the evolving techniques used in cyberattacks to disrupt or gain unauthorized access to technology networks, we may not be able to anticipate or prevent such disruption or unauthorized access.

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Among others, such costs could include increased expenditures on cyber security measures, litigation, regulatory actions, fines, sanctions, lost revenue from business interruption, and damage to the public’s perception regarding our ability to provide a secure service.

As a result, a cyberattack or network disruption could have a material adverse effect on our business, financial condition, and operating results.

As a result, a cyberattack or network disruption could have a material adverse effect on our business, financial condition, cash flows, and operating results.

We also face similar risks associated with security breaches affecting third parties with which we are affiliated or otherwise conduct business.

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Furthermore, billing and revenue generation for television services rely on the proper functioning of encryption systems.

While we continue to invest in measures to manage unauthorized access to our networks, any such unauthorized access to our cable television service could result in a loss of revenue, and any failure to respond to security breaches could raise concerns under our agreements with content providers, all of which could have a material adverse effect on our business and results of operations.

respond to security breaches could raise concerns under our agreements with content providers, all of which could have a material adverse effect on our business and results of operations.

If we are unable to retain key employees, our ability to manage our business could be adversely affected.

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Additionally, if we sustain certain wind damage that does not trigger coverage under our parametric wind risk insurance, we may receive no proceeds or proceeds that do not fully cover such damage.

If we do not have sufficient coverage under our policies, or if the insurance companies are successful in rescinding or denying coverage, we may be required to make material investments to repair such damage which could result in decreased capital investment, reduced Adjusted OIBDA (as defined below), decreased liquidity or increased use of credit facilities or other existing or new debt or funding arrangements.

If we do not have sufficient coverage under our policies, or if the insurance companies are successful in rescinding or denying coverage, we may be required to make material investments to repair such damage which could result in decreased capital investment, decreased liquidity or increased use of credit facilities or other existing or new debt or funding arrangements.

Data privacy regulations are expanding and compliance with, and any violations of, these regulations may cause us to incur significant expenses.

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The theft, loss or misuse of personal data collected, used, stored or transferred by us to run our business could result in significantly increased business and security costs or costs related to defending legal claims.

We are involved in disputes and legal proceedings that, if determined unfavorably to us, could have a material adverse effect on our business, financial condition and results of operations.

We are continually involved in disputes and legal proceedings arising out of the regular course of our business, including disputes and legal proceedings initiated by regulatory, competition and tax authorities as well as proceedings with competitors and other parties, including legal proceedings that programmers may institute against us and proceedings that may arise from acquisitions and other transactions we may consummate.

Such claims seek injunctive relief as well as monetary damages.

Additionally, VTR is subject to various legal proceedings in Chilean courts.

For more information on these VTR legal proceedings, see Item 3.

Legal Proceedings included in Part I of this Annual Report on Form 10-K.

We cannot assure you that we will obtain a final favorable decision with regard to any particular proceeding.

Any such disputes or legal proceedings could be expensive and time consuming, could divert the attention of our management and, if resolved adversely to us, could harm our reputation and increase our costs, all of which could result in a material adverse effect on our business, financial condition and results of operations.

Risks that Relate to Our Operating in Overseas Markets and Being Subject to Foreign and Domestic Regulation

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These riots led to the injury or detainment of protesters and the dismissal of members of the Chilean President’s cabinet.

For the fiscal year ended December 31, 2019, we derived $941 million of our total revenues from our Chilean operations.

Continued internal turmoil could slow or halt the development of, or otherwise constrain the market for our VTR products and services, could impact foreign exchange rates, and could otherwise impair the business and financial condition of VTR.

In addition, following these riots and protests the government announced that it would initiate a process to draft a new constitution for the country.

On October 25, 2020, the government conducted a national plebiscite to determine whether to draft a new constitution and the process to do so.

78% of voters approved a proposal to adopt a new constitution and 79% approved a proposal to call a new constitutional convention (without participation of existing representatives in the Chilean Congress).

Chile has scheduled another national vote on April 11, 2021 to elect the members of the constitutional convention.

Chile anticipates holding another national vote in August 2022 to approve the new constitution.

There is still significant uncertainty regarding the process to approve a new constitution and further protests and political instability cannot be ruled out.

Furthermore, the existing constitution has been in place since 1980 and any new constitution could change Chile’s political situation, potentially affecting the Chilean economy and business outlook, and ultimately VTR’s financial condition, results of operations and prospects.

In addition, certain countries and territories in which we operate, or in which we may operate in the future, face significant challenges relating to the lack, or poor condition, of physical infrastructure, including transportation, electricity generation and transmission.

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Foreign Corrupt Practices Act ( FCPA ) and similar laws.

Although our subsidiaries and business affiliates have undertaken, and will continue to undertake, compliance efforts with respect to these laws, their respective employees, contractors and agents, as well as those companies to which they outsource certain of their business operations, may take actions in violation of their policies and procedures.

certain of their business operations, may take actions in violation of their policies and procedures.

Any such violation could result in penalties imposed on, and adversely affect the reputation of, these subsidiaries and business affiliates.

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Public health crises, such as the recent outbreak of the novel coronavirus, in countries where we operate or where our contractors’ or vendors’ facilities are located could also have an effect on our financial condition or operations through impacts on our customers’ ability to use our services, on the availability of our workforce or through adverse impacts to our supply chain.

For example, as a result of the evolving outbreak of the novel coronavirus originating in Wuhan, China, certain of our product shipments from China may be delayed.

If such a disruption were to extend over a prolonged period, it could have an impact on the continuity of our supply chain.

Any disruption resulting from similar events on a larger scale or over a prolonged period could cause significant delays in shipments of products until we are able to resume such shipments or shift from the affected contractor or vendor to another third-party vendor, if needed.

We are exposed to foreign currency exchange rate risk.

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In addition to the exposure that results from unmatched debt, we are exposed to foreign currency risk to the extent that we enter into transactions denominated in currencies other than our operating subsidiaries’ respective functional currencies (non-functional currency risk), such as equipment purchases and programming contracts.

Changes in exchange rates with respect to amounts recorded in our consolidated balance sheet related to these items will result in unrealized (based upon period-end

exchange rates) or realized foreign currency transaction gains and losses upon settlement of the transactions.

Changes in exchange rates with respect to amounts recorded in our consolidated balance sheet related to these items will result in unrealized (based upon period-end exchange rates) or realized foreign currency transaction gains and losses upon settlement of the transactions.

Moreover, to the extent that our revenue, costs and expenses are denominated in currencies other than our respective functional currencies, we will experience fluctuations in our revenue, costs and expenses solely as a result of changes in foreign currency exchange rates.

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In this regard, we have entered into foreign currency forward contracts to hedge certain of these risks.

Certain non-functional currency risks related to our direct costs of services and other operating and selling, general and administrative expenses and property and equipment additions were not hedged as of December 31, 2019 .

Certain non-functional currency risks related to our programming and other direct costs of services and other operating costs and expenses and property and equipment additions were not hedged as of December 31, 2020.

We also are exposed to unfavorable and potentially volatile fluctuations of the U.S.

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dollar against any foreign currency that is the functional currency of one of our operating subsidiaries will cause us to experience unrealized foreign currency translation losses (gains) with respect to amounts already invested in such foreign currencies.

Accordingly, we may experience a negative impact on our comprehensive earnings or loss and equity with respect to our holdings solely as a result of foreign currency translation.

Our reported operating results are impacted by changes in the exchange rates for the Chilean peso and, to a much lesser extent, the Jamaican dollar.

Accordingly, we may experience a negative impact on our comprehensive earnings or loss and equity with respect to our holdings solely as a result of FX.

Our primary exposure to FX risk during 2020 was to the Chilean peso as 21.5% of our reported revenue during the period was derived from VTR, whose functional currency is the Chilean peso.

In addition, our reported operating results are impacted by changes in the exchange rates for other local currencies in Latin America and the Caribbean.

We generally do not hedge against the risk that we may incur non-cash losses upon the translation of the financial statements of our operating subsidiaries and affiliates into U.S.

Failure to comply with economic and trade sanctions, and similar laws could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences.

Treasury Department’s Office of Foreign Assets Control ( OFAC ), which prohibit or restrict transactions or dealings with specified countries, their governments, and in certain circumstances, their nationals, and with individuals and entities that are specially designated.

We operate in the Caribbean and Latin America, and similar to other international companies, we are subject to economic and trade sanctions programs, including certain of which that are administered by OFAC, which prohibit or restrict transactions or dealings with specified countries, their governments, and in certain circumstances, their nationals, and with individuals and entities that are specially designated.

These regulations are extensive and complex, and they differ from one sanctions regime to another.

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Our ability to provide telecommunications services depends on applicable law, telecommunications regulations and the terms of the licenses and concessions we are granted under such laws and regulations.

In particular, we are reliant on access with mutually beneficial terms to spectrum for both existing and next generation telecommunication services,

entrance into interconnection agreements with other telecommunications companies and are subject to a range of decisions by regulators, including in respect of pricing, for example, for termination rates.

In particular, we are reliant on access with mutually beneficial terms to spectrum for both existing and next generation telecommunication services, entrance into interconnection agreements with other telecommunications companies and are subject to a range of decisions by regulators, including in respect of pricing, for example, for termination rates.

The provision of electronic communications networks and services requires our licensing from, or registration with, the appropriate regulatory authorities.

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For more information, see Item 1.

Business—Narrative Description of Business—Regulatory Matters.

Business—Description of Business—Regulatory Matters.

Regulations may be especially strict in the markets of those countries in which we are considered to hold a significant market position.

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When we acquire additional communications companies, these acquisitions may require the approval of governmental authorities, which can block, impose conditions on, or delay an acquisition, thus hampering our opportunities for growth.

If conditions are imposed and we fail to meet them in a timely manner, the governmental authority may impose fines and, if in connection with an acquisition transaction, may require restorative measures, such as mandatory disposition of assets or divestiture of operations.

The acquisition of C&W in May 2016 triggered regulatory approval requirements in certain jurisdictions in which C&W operates.

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Moreover, in several of C&W ’s key markets, including Panama and the Bahamas, governments are C&W ’s partners and co-owners.

The Government of the Bahamas is a part-owner in C&W Bahamas and the Government of Panama is a part-owner in C&W Panama, and each of the governments have the right to

appoint members to the board of directors of the respective entity.

The Government of the Bahamas is a part-owner in C&W Bahamas and the Government of Panama is a part-owner in CWP, and each of the governments have the right to appoint members to the board of directors of the respective entity.

In both the Bahamas and Panama, we hold licenses or have received concessions from the government or independent regulatory bodies to operate our business, including our mobile and fixed networks.

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For more information, see Item 1.

Business—Narrative Description of Business—Regulatory Matters.

Business—Description of Business—Regulatory Matters.

For various reasons, governments may seek to increase the regulation of the use of the internet, particularly with respect to user privacy and data protection, access rights content, pricing, copyrights, consumer protection, distributions and characteristics and quality of products and services.

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Governments may also change their attitude towards foreign investment or extract extra concessions from businesses.

Accordingly, our operations may be constrained by the relevant political environment and may be adversely affected by such constraints, as well as by changes to the political structure or government in any of the markets in which we operate.

Or governments may elect to intervene directly in our markets by constructing their own infrastructure.

In Jamaica for example, the government recently announced an intention to explore the possibility of constructing its own national broadband backbone, connecting schools, hospitals, government ministries and fire and police stations.

Accordingly, our operations may be constrained by the

relevant political environment and may be adversely affected by such constraints, as well as by changes to the political structure or government in any of the markets in which we operate.

Future changes to regulation or changes in political administrations or a significant deterioration in our relationship with relevant regulators in the jurisdictions in which we operate, as well as failure to acquire and retain the necessary consents and approvals or in any other way comply with regulatory requirements, or excessive costs of complying with new or more onerous regulations and restrictions could have a material adverse effect on our business, reputation, financial condition, results of operations and prospects.

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Our ability to acquire new businesses may be limited by many factors, including availability of financing, debt covenants, the prevalence of complex ownership structures among potential targets, government regulation and competition from other potential acquirers, including private equity funds.

Even if we are successful in acquiring new businesses, the integration of these businesses, such as UTS and

certain of AT&T’s operations to be acquired in the AT&T Acquisition, may present significant costs and challenges associated with:

Even if we are successful in acquiring new businesses, the integration of these businesses, such as in the AT&T Acquisition and Telefonica-Cost Rica Acquisition, may present significant costs and challenges associated with:

realizing economies of scale in interconnection, programming and network operations;

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While we intend to conduct appropriate due diligence and to implement appropriate controls and procedures as we integrate acquired companies, we may not be able to certify as to the effectiveness of these companies’ disclosure controls and procedures or internal controls over financial reporting until we have fully integrated them.

Failure to complete the AT&T Acquisition could negatively impact our stock price and financial results.

If the AT&T Acquisition is not completed for any reason, we may be subject to numerous risks, including the following:

• Experiencing negative reactions from the financial markets, including negative impacts on the price of our common shares;

• Experiencing reputational harm due to the adverse perception of any failure to successfully complete the AT&T Acquisition ;

• Liberty Latin America (i) having its management divert attention away from their respective day-to-day activities and operations and devoting time and effort to consummating the AT&T Acquisition and (ii) incurring significant costs, including advisory, legal and other transaction and debt costs, without realizing any of the benefits of having completed the AT&T Acquisition .

We may not be successful in renewing the necessary regulatory licenses, concessions or other operating agreements needed to operate our businesses upon expiration, and such licenses may be subject to termination, revocation or material alteration in the event of a breach or to promote the public interest or as a result of triggering a change of control clause.

While we actively engage with the applicable governments and other regulatory bodies in advance of the expiry of our licenses, concessions and operating agreements, there can be no guarantee that when such licenses, concessions and operating agreements expire, we will be able to renew them on similar or commercially viable terms, or at all.

For instance, C&W ’s licenses in the Cayman Islands and the Turks and Caicos Islands are scheduled to expire in the next two years.

For instance, C&W ’s licenses in the Cayman Islands and the Turks and Caicos Islands are scheduled to expire in the next year;

however, we have already applied for renewals in both jurisdictions.

In addition, in some of the ECTEL states, we are operating under expired licenses and have applied for renewal of such licenses.

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Further, a number of our operating licenses include change of control clauses, which may be triggered by the sale of a business to which those clauses relate, or certain types of corporate restructurings.

Some of these change of control clauses may restrict our strategic options, including the ability to complete any potential disposal of individual businesses, a combination of businesses or the entire company unless a consent or waiver is obtained, and, if triggered, may lead to some licenses being terminated.

Some of these change of control clauses may restrict our

strategic options, including the ability to complete any potential disposal of individual businesses, a combination of businesses or the entire company unless a consent or waiver is obtained, and, if triggered, may lead to some licenses being terminated.

Failure to hold or to continue to hold or obtain the necessary licenses, concessions and other operating agreements required to operate our businesses could have a material adverse effect on our business, financial condition, results of operations and prospects.

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We may have exposure to additional tax liabilities.

We are subject to income taxes as well as non-income based taxes in the U.S., the U.K., the Caribbean and parts of Latin America.

We are subject to income taxes as well as non-income based taxes in the Caribbean, parts of Latin America, parts of Europe and the U.S.

In addition, most tax jurisdictions that we operate in have complex and subjective rules regarding the valuation of intercompany services, cross-border payments between affiliated companies and the related effects on income tax and transfer tax.

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Risks that Relate to Certain Financial Matters

The effects of the novel coronavirus (COVID-19) outbreak could continue to adversely impact our business and results of operations.

The outbreak and continuing exponential spread of COVID-19, which first surfaced in Wuhan, China in December 2019 and was declared a “pandemic” by the Word Health Organization in March 2020, may continue to lead to a significant number of adverse effects, both external and internal, on our business and results of operations.

With respect to external impacts, the COVID-19 outbreak has resulted in a substantial curtailment of the global economy, including global travel, tourism, and business activities.

As part of the global efforts to contain the spread of COVID-19, most of the countries in which we operate have imposed travel restrictions, with a significant number of airport closures, flight cancellations and suspensions, and port closures.

These measures, coupled with the further spread of COVID-19, have resulted in a significant reduction of worldwide travel, including travel related to tourism, which is an important economic activity for many of the markets in which we operate.

If these conditions continue for an extended period of time, we could experience reduced demand for our products and services, including a reduction in roaming charges incurred by tourists , which could continue to have a negative impact on our ability to enter into new customer contracts or renew existing customer contracts, specifically in our B2B operations and with hotels and other tourist-related businesses.

In addition, a continued prolonged period of travel, commercial and other similar restrictions, or delays in vaccine rollouts, and the resulting reduced demand for air and sea travel as a result of the COVID-19 outbreak could continue to have a negative impact on the ability of our government customers to perform their obligations to us under their existing customer contracts, as many of these markets rely heavily on tourism to drive their respective economies.

With respect to internal impacts, the COVID-19 outbreak has resulted in significant uncertainty in many areas of our business.

This continued uncertainty is expected to continue to negatively impact our operations.

We may experience labor shortages if our employees are unable or unwilling to come to work due to being infected with COVID-19, quarantine measures, or related outcomes as a result of this outbreak.

In this regard, our internal controls over financial reporting measures may be impacted by labor shortages and/or work from home initiatives.

Similarly, some of our retail stores, offices and facilities either have been or may be temporarily shut down because of this outbreak, which certain of our customers frequently access to pay for our products and services.

The inability of our customers to pay for our products and services, as well as continued government intervention precluding payment from customers for a certain period of time, whether in such retail stores, due to a continued general downturn in the global economy or otherwise, could continue to negatively impact our cash flows, liquidity, including working capital, and ability to borrow.

To the extent to which any of the above materialize for a meaningful period of time, we would have to rely on committed liquidity facilities to bridge cash flow, working capital and or capital expenditure requirements.

This may have a long term consequence for both our liquidity position and longer term leverage levels across the business.

In turn, such results could impact our capital expenditures, including those earmarked for equipment and associated labor costs to build out and/or upgrade our networks as well as for related customer premises equipment.

Additionally, certain of our product shipments from vendors may be delayed.

If such a disruption were to extend over a prolonged period, it could have an impact on the continuity of our supply chain.

If our suppliers cannot deliver the supplies we need to operate our business, including handsets, set-top boxes, and other devices, and if we are unable to deliver our products to our customers, our business and results of operations could continue to be negatively impacted.

As of December 31, 2020, the impact of COVID-19 has had a significant impact on our results of operations, financial position, cash flows and liquidity.

The extent of the impact of the continued outbreak on our operational and financial performance will depend on certain developments, including the duration and spread of the outbreak, vaccine rollouts, the impact on our customers and our sales cycles, the impact on our employees, and the effect on our vendors, all of which are uncertain and cannot be predicted.

The outbreak has resulted in systemic disruption of the worldwide equity markets, and the market values of our publicly-traded equity declined significantly beginning in late February 2020.

If, among other factors, (i) our equity values were to remain at these declined levels for a sustained period or were to decline further or (ii) the adverse impacts stemming from the COVID-19 outbreak, competition, economic, regulatory or other factors, including macro-economic and demographic trends, were to cause our results of operations or cash flows to be worse than anticipated, we could conclude in future periods that impairment charges are required in order to reduce the carrying values of goodwill or other long-lived assets.

Any such impairment charges could be significant.

Additionally, our ability to execute on cost-cutting measures and organizational change initiatives may impact our financial performance and results of operations, including less-than-anticipated cost savings.

For instance, in the event demand for our products or services continue to be reduced as a result of the COVID-19 pandemic and related economic impacts, we may need to assess different corporate actions, organizational change initiatives, and cost-cutting measures, including reducing our workforce, reducing our operating and capital costs, or closing one or more of our retail stores, offices or facilities, and these actions could cause us to incur costs and expose us to other risks and inefficiencies, including whether we would be able to rehire our workforce or recommence operations at such facilities if our business experiences a subsequent recovery.

Also, the expansion of our new Operations Center in Panama City, Panama, which is one of our key organizational change initiatives, may continue to be impacted as a result of the COVID-19 pandemic.

Our substantial leverage could limit our ability to obtain additional financing and have other adverse effects.

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Our ability to service or refinance our debt and to maintain compliance with the leverage covenants in our credit agreements is dependent primarily on our ability to maintain or increase the cash flow of our operating subsidiaries and to achieve adequate returns on our property and equipment additions and acquisitions.

Accordingly, if our cash provided by operations declines or we encounter other material liquidity requirements, we may be required to seek additional debt or equity financing in order to meet

our debt obligations and other liquidity requirements as they come due.

Accordingly, if our cash provided by operations declines or we encounter other material liquidity requirements, we may be required to seek additional debt or equity financing in order to meet our debt obligations and other liquidity requirements as they come due.

In addition, our current debt levels may limit our ability to incur additional debt financing to fund working capital needs, acquisitions, property and equipment additions, or other general corporate requirements.

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In that event, borrowings under other debt agreements or instruments that contain cross-default or cross-acceleration provisions with respect to other indebtedness of relevant members of each of our four borrowing groups (i.e.

C&W , VTR Finance , Cabletica , and Liberty Puerto Rico ) may become payable on demand and we may not have sufficient funds to repay all of our debts.

C&W , VTR , Cabletica, and Liberty Puerto Rico ) may become payable on demand and we may not have sufficient funds to repay all of our debts.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.

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have announced that LIBOR will be phased out by the end of 2021.

On November 30, 2020, the administrator of U.S.

dollar LIBOR announced a delay in the phase out of a majority of the U.S.

dollar LIBOR publications until June 30, 2023, with the remainder of LIBOR publications still being phased out at the end of 2021.

Our loan documents contain customary provisions that contemplate alternative calculations of the applicable base rate once LIBOR is no longer available.

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In addition to having a direct impact on our revenue, due, for example, to reduction of roaming charges incurred by tourists, these factors will in turn drive disposable income, with the corresponding impact on use of our products and services.

Due to the Caribbean’s heavy reliance on tourism, the Caribbean economy has suffered during previous periods of global recession and fluctuations in exchange rates and is likely to be adversely affected if major economies again find themselves in recession or if consumer and/or business confidence in those economies erodes in the face of trends in the global financial markets and economies.

recession or if consumer and/or business confidence in those economies erodes in the face of trends in the global financial markets and economies.

Should current economic conditions deteriorate, there may be volatility in exchange rates, increases in interest rates or inflation, liquidity shortfalls and an adverse effect on our revenue and profits.

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Also, even though we regularly review our credit exposures, defaults may arise from events or circumstances that are difficult to detect or foresee.

At December 31, 2019 , our exposure to counterparty credit risk included (i) derivative assets with an aggregate fair value

of $145 million , (ii) cash and cash equivalents and restricted cash balances of $2,457 million and (iii) aggregate undrawn debt facilities of $1,113 million .

At December 31, 2020, our exposure to counterparty credit risk included (i) cash and cash equivalents and restricted cash balances of $913 million and (ii) aggregate undrawn debt facilities of $1,173 million.

While we currently have no specific concerns about the creditworthiness of any counterparty for which we have material credit risk exposures, the current economic conditions and uncertainties in global financial markets have increased the credit risk of our counterparties and we cannot rule out the possibility that one or more of our counterparties could fail or otherwise be unable to meet its obligations to us.

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We indirectly own equity interests in a variety of international video, broadband internet, telephony, mobile and other communications businesses.

Certain of these equity interests, such as our interests in our operating subsidiaries of C&W Panama and C&W Bahamas, are held pursuant to concessions or agreements that provide the terms of the governance of the subsidiaries as well as the ownership of such interests.

Certain of these equity interests, such as our interests in our operating subsidiaries of CWP and C&W Bahamas, are held pursuant to concessions or agreements that provide the terms of the governance of the subsidiaries as well as the ownership of such interests.

These agreements contain provisions that affect the liquidity, and therefore the realizable value, of those interests by subjecting the transfer of such equity interests to consent rights or rights of first refusal of the other shareholders or partners or similar restrictions on transfer.

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As of December 31, 2020, we had goodwill of $4,886 million, which represented approximately 32% of our total assets.

We evaluate goodwill and other indefinite-lived intangible assets (primarily cable television franchise rights) for impairment at least annually on October 1 and whenever facts and circumstances indicate that their carrying amounts may not be recoverable.

We evaluate goodwill and other indefinite-lived intangible assets (primarily spectrum licenses and cable television franchise rights) for impairment at least annually on October 1 and whenever facts and circumstances indicate that their carrying amounts may not be recoverable.

As further described in note 9 to our consolidated financial statements, during the years ended December 31, 2020, 2019 and 2018, we incurred significant goodwill impairments.

If, among other factors, (i) our equity values were to decline significantly or (ii) the adverse impacts of competition, economic, regulatory or other factors, including macro-economic and demographic trends, were to cause our results of operations or cash flows to be worse than anticipated, we could conclude in future periods that impairment charges are required in order to reduce the carrying values of the goodwill and, to a lesser extent, other long-lived assets of C&W .

Any such impairment charges could be significant.

Risks Relating to our Corporate History and Structure

The consolidated financial statements of Liberty Latin America are not necessarily representative of Liberty Latin America’s future financial position, future results of operations or future cash flows nor does it reflect what Liberty Latin America’s financial position, results of operations or cash flows would have been as a standalone company during the periods presented.

Because the consolidated financial statements reflect the historical results of Liberty Latin America, as conducted by Liberty Global prior to the Split-Off, it is not necessarily representative of Liberty Latin America’s future financial position, future results of operations or future cash flows, nor does it necessarily reflect what Liberty Latin America’s financial position, results of operations or cash flows would have been as a standalone company, pursuing independent strategies, during the periods presented.

We are a holding company, and we could be unable in the future to obtain cash in amounts sufficient to service our financial obligations or meet our other commitments.

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In addition, all of our directors and executive officers, other than our directors Alfonso de Angoitia Noriega and Eric L.

Zinterhofer, have financial interests in Liberty Global as a result of their ownership of Liberty Global Shares and/or equity awards.

Zinterhofer, have financial interests in Liberty Global as a result of their ownership of Liberty Global ordinary shares and/or equity awards.

As a result of these multiple fiduciary duties and financial interests, these directors and executive officers may have conflicts of interest or the appearance of conflicts of interest with respect to matters involving or affecting more than one of the companies to which they owe fiduciary duties or in which they have financial interests.

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From time to time, we may enter into transactions with Liberty Global and/or any of its subsidiaries or other affiliates.

In the event of any potential conflict that qualifies as a “related party transaction” (as defined in Item 404 of Regulation S-K) involving Liberty Global and/or any of its subsidiaries or other affiliates, the audit committee or another independent body of Liberty Latin America would be required to review and approve the transaction.

In the event of any potential conflict that

qualifies as a “related party transaction” (as defined in Item 404 of Regulation S-K) involving Liberty Global and/or any of its subsidiaries or other affiliates, the audit committee or another independent body of Liberty Latin America would be required to review and approve the transaction.

If the potential conflict or transaction involved an executive officer of Liberty Latin America , the audit committee of our company would be the independent committee charged by our corporate governance guidelines with this duty, and if the potential conflict or transaction involved a director of Liberty Latin America , a committee of the disinterested independent directors of Liberty Latin America would be the independent committee charged by our corporate governance guidelines with this duty.

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The OTC Grey Markets tend to be highly illiquid, in part, because there is no national quotation system by which potential investors can track the market price of shares.

OTC Grey Market securities do not have bid or ask quotations in the OTC Link system or the OTC Bulletin Board.

Market securities do not have bid or ask quotations in the OTC Link system or the OTC Bulletin Board.

Broker-dealers must report OTC Grey Market trades to the Financial Industry Regulatory Authority, and therefore trade data is available on http://www.otcmarkets.com and other public sources.

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It is doubtful whether courts in Bermuda will enforce judgments obtained in other jurisdictions, including the United States, or entertain actions in Bermuda against us or our directors or officers under the securities laws of those jurisdictions.

We are a Bermuda company and the Bermuda Economic Substance Act 2018 may cause us to incur substantial additional costs, incur significant penalties or possibly require us to re-domicile.

Bermuda recently enacted the Economic Substance Act 2018 requiring affected Bermuda registered companies to maintain a substantial economic presence in Bermuda.

This legislation could require us to incur substantial additional cost, and/or incur significant penalties and possibly require us to re-domicile our company to a jurisdiction with higher tax rates.

Our results of operations could be materially and adversely affected if we become subject to these or other unanticipated tax liabilities.

Our bye-laws generally restrict shareholders from bringing legal action against our officers and directors.

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A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

The material weaknesses will not be considered remediated until the applicable new or enhanced controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

The material weaknesses will not be considered remediated until the applicable new or enhanced controls operate for a sufficient period and management has concluded, through testing, that these controls are operating effectively.

As remediation has not yet been completed, these material weaknesses continued to exist with respect to our internal control over financial reporting as of December 31, 2020.

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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 1A. Risk Factors