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Liberty Global plc (LBTYB)

Q4 2018 Earnings Call· Wed, Feb 27, 2019

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Transcript

Operator

Operator

Good afternoon ladies and gentlemen and thank you for standing. Welcome to Liberty Global's Full Year 2018 Results Investors Call. This call and the associated webcast are the property of Liberty Global and any redistribution, retransmission or rebroadcast of this call or webcast in any form without the expressed written consent of Liberty Global is strictly prohibited. At this time all participants are in listen-only mode. Today's formal presentation materials could be found under the Investor Relations section of Liberty Global's website at libertyglobal.com. After today's formal presentation, instructions will be given for a question and answer session. Page 2 of the slides details the Company's safe harbor statement regarding forward-looking statement. Today's presentation may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including the Company's expectations with respect to its outlook and future growth prospects and any other information and statements that are not historical fact. These forward-looking statements involve certain risks that could cause actual results to differ materially from those expressed or implied by these statements. These risks include those detailed in Liberty Global's filings with the Securities and Exchange Commission, including its most recently filed Forms 10-Q and 10-K as amended. Liberty Global disclaims any obligation to update any of these forward-looking statements to reflect any change in its expectations or in the conditions on which any such statement is based. I would now like to turn the call over to Mr. Mike Fries.

Mike Fries

Management

All right thank you, operator, and hello, everyone. We certainly appreciate you joining the call today. I know it’s a bit late in Europe actually where I am now so we’ll get right to it. I’ll kickoff the prepared remarks and then hand it over to Charlie after which we’ll take your questions. I understand that we haven’t allowed much time for you to grab the results presentation from our website but if you do get a chance, I think you’ll find the slides particularly useful as you walk through the call. And I’ll begin on Slide 4 with some highlights. The first of which not surprisingly addresses the announcement today regarding the sale of our Swiss business for CHF6.3 billion or around 10 times this year's operating cash flow. I’m going to talk more about this deal in a moment, but view to just about any lens the last 14 months for us have been pretty transformational. After two decades of buying, building and growing world-class cable operations in Europe we have now announced or completed transactions to exit six of our 12 markets at premium valuations between 10 times and 12 times operating cash flow. I am sure you’re all keeping track, but in case you’re not together these deals, the Swiss deal, the sale of Germany and Eastern Europe, the Vodafone, the disposal of our DTH business and then of course the sale of Austria represent an aggregate enterprise value of $31 billion and net cash proceeds of the company both received impending of $16 billion. As we said many times it has long been our ambition to create or enable national champions in Europe and we couldn't be more proud of these combinations each of which is going to challenge incumbence, accelerate innovation and benefit customers…

Charlie Bracken

Management

Thanks Mike. I've made to the Slide, titled Revenue and OCF growth. Now this is just another view of the 2018 growth rates of our operations. And as you can see, the U.K and Ireland grew pretty well from a revenue point of view aided by split contracts. But because of certain cost items, things like compensation received in 2017 for historic breaches and global rate increases, the OCF growth rate was slightly lower. Overall, we did a pretty respectable mid single-digit growth and later in the Presentation I'll give you some insight on how much of that comes from Lightning and how much of that comes from the rest of our business in the U.K and Ireland. Belgium performs strongly on the cost cutting side but clearly had a negative revenue growth. And I talked about that a lot in the results call, so I'm not going to do that today. So we had a very tough time on the revenue side, which translated into OCF losses. And that continues to be work in progress as we do improve our video proposition. And then in Central Eastern Europe, a pretty solid performance with low single-digit revenue and OCF growth. We also got or central cost down year-over-year and I'm going to address that in more detail shortly. So in the aggregate for the continuing operations Q4 was 1.2% revenue and 2.9% OCF growth another purely impacted by the one-off last year which understated the growth rates. And with a revenue and OCF growth rates for the full year of 2.2% and 3.5% respectively. Turning to CapEx on the page entitled P&E additions we broken our CapEx but my segment and by driver. A few high level comments capital intensity is coming down 2017 and 2018 were high levels of…

Operator

Operator

[Operator Instructions] And we'll take our first question from Nick Lyall with Societe Generale.

Nick Lyall

Analyst

Could I just ask two very quick ones please. Just you mentioned buybacks at the end Charlie. Could you just mention thing you're thinking about in terms of the mechanics and efficient sizes, what are you thinking about large buybacks and what might actually limit the size of the buyback what should we be thinking about that? And secondly, could you just give us a rough idea as well of the cash contribution to the free cash flow to Switzerland. It may just be – I have no time to work out but could you maybe just give us an update on that so we can sort to do a like-for-like between the guidance and this year's number please? Thank you.

Mike Fries

Management

Nick it's Mike, I'll take the buyback question; Charlie, you can work up the Swiss cash question. I mean as we said on most every call so far, we're not in a position today to describe either quantum or structure of buybacks with the use of proceeds. So you could easily determine those on your own, it's not that complicated. But I think at this stage it's just premature to get into that kind of detail but we're certainly working on alternatives and as we have more information, we'll absolutely look to the market now. You want to talk about the Swiss cash, Charlie?

Charlie Bracken

Management

Yes sure, actually it's intended to different years. In 2018 Switzerland was very strong cash flow generated for us and again you get into this question how you allocate the central cost by country, but I'll characterize it as having a relatively low CapEx sales ratios versus the other assets but in 2019 there's a big shift. We are planning to and we'll continue to plan to rollout the EOS next generation boxes and we'll also continue to push in an upgrade at the 1G network. So, I think you're going to see that free cash flow contribution in 2019 much lower and [indiscernible] is around 50 million and I think we’ll compare its around 200 million to 250 million in 2018. Now what I emphasize how you allocate the internal cost in 2018 and a reasonable man could disagree with that certainly how we look at it internally.

Operator

Operator

And we'll take our next question from Vijay Jayant with Evercore.

Vijay Jayant

Analyst · Evercore.

I think you called out about £120 million of inorganic headwinds in 2019, which is about I think about 600 basis points of headwinds. Can you just talk about how that sort of rolls-off past 2019 for Virgin and then broadly speaking, obviously you don't want to talk about how much buyback you would probably consider at some point, but just want to understand now having sort of a single country play obviously Telenet has its own capital structure, Ziggo has it's own. But with the U.K., Ireland sort of play what's the right amount of debt leverage for that entity?

Mike Fries

Management

So the question on just we got your question is correct, the question on debt is specifically around Virgin?

Vijay Jayant

Analyst · Evercore.

Yes.

Mike Fries

Management

Yes, and I think Charlie you can work up and answer to that I think we’re about – where we want to be on that, inorganic headwinds and Tom you can jump in here. Obviously the programming costs would annualize to the extent that we have additional contractual cost that would hit. But remember this year our costs were up about 5%, next year it's more like 8% or 9%. So we expect that to be a positive in the 2020 period should not be comparable hit. The broadband taxes, it's a big jump this year. I think it doubling something like that it might – you can comment Tom more specifically when it goes up next year but it won't be as material. So without being specific, many of those inorganic headwinds will not be as impactful on a one-off basis in 2020. So we do expect in the longer-term picture here to return to a more normalized growth in the U.K. and Ireland, just to probably give you that benchmark. Charlie you want to answer the second question on leverage?

Charlie Bracken

Management

Yes, just clearly on the [indiscernible] range because one more year and I guess that keeps giving from the British government, but it does end in 2020. So 2021 it will be back on a normalized space on the raise. But on the leverage I think we've always said that 4 to 5 is up that range, the bottom of the range if there was a high components of mobile and also there was lower growth. I think we've articulated that U.K. looks pretty high growth assets. So I think we're pretty comfortable where we are today at 5 times against that to the extent to which as you rightly pointed out U.K. becomes – particularly major part of our portfolio. We do have a diversity and ability to shelter but we so uptick of you on addressing I'm very comfortable with the 5 times where Virgin is today. There is no imperative to deliver and for more for transaction.

Operator

Operator

And we'll take our next question from James Ratzer with New Street Research.

James Ratzer

Analyst · New Street Research.

Yes thank you very much. Good evening, guys. Two questions please. One on Switzerland with the Sunrise deal; and it looks like fantastic terms for you. I mean to the extent they are so good what happens if Sunrise shareholders fail to approve the transaction terms saying that they have to go a shareholder vote from their side. What kind of security do you have or ability to potentially renegotiate or accept different terms if that has to be the case? And secondly on the U.K. business, could you just talk us through what happen on TV net adds, it looked a bit weak in the fourth quarter, is that something one-off or more structural?

Mike Fries

Management

And Tom, why don't you work up an answer or allude some of the TV net adds. On the Swiss transaction, yes, it is a good transaction and good terms for us. We would concur and that is also a good deal for them. I mean it does provide scale in all the core products, it does give them network reach, high-quality network reach, it does represent pretty material synergies and it gives them the clear number two position across the entire scope of the telecom market there. So, I think their shareholders will all agree, their shareholders will see this deal as being transformational for them and it will be something that we expect shareholders to approve. There is a small break fee. I am not sure we're disclosing that but it's in Swiss market, it's precedent, that's not usually very large number. I think we're relying on their underwriters who underwrite the rights offering and relying on their ability to make a very strong argument. So I think that will do convincingly but this is a transformational deal for that business. So, we're pretty encouraged by it. But there is no mechanism as such to say: well, if the vote doesn't go our way, this is plan B. We expect it to go the right way and we'll know that pretty quickly here. Tom, will allude on TV net adds.

Thomas Mockridge

Analyst · New Street Research.

Yes, on TV net adds I think in the entire 2018 we have made 36,000 net adds positive. It was weaker in Q4. The reason for that is two-fold. One is, right we did our price rise in Q4 and the other one was a deliberate decision to focus more on full house and VIP customer using our V6 boxes and not too much to focus on play and in terms of acquisition and you see that in higher free cash flow numbers.

Operator

Operator

All right and we'll move on to David Wright with Bank of America.

David Wright

Analyst

On the U.K. again please, we've obviously seen BT commit to a different pricing structure which means there will be no price rise until April 2020, so effectively nothing through 2019. And then moving to structurally lower price rise of CPI give or take 2%. In the U.K. you guys have historically driven prices around 4% to 5% every 12 months and that's been a core driver of OCF. Do we think that another price rise to lap into November 2019 is perhaps now less likely given that we know BT comparative and do you see that 4% to 5% run rate dropping down to the sort of 2% level that BT is now committed to?

Mike Fries

Management

I'll take that one. We're not going to provide today, David, any detail on pricing proposal this year or in the following years. We haven't announced that or even worked that out in any great detail. So we can't give you that headline. On the other hand I would point out that BT has been taking pretty regular price increases every nine months. I think this pause makes sense for them and to be honest with you it's still at CPI and there's certainly there is no indication that I've received from Philip or anyone else that this is the long-term plan. I'm not suggesting I know that it's a temporary plan either just for this year, but as you probably know we can't give you any guidance on future price increases before we talk to our customers about it. Except to say that at this point status quo seems reasonable for us.

Thomas

Analyst

I think to add to that Mike, I think two things. One thing is that if I haven't read it wrong, I think the no price rise in 2019 applies only for new customers not necessarily for existing customer. And I think second thing is that Sky recently has announced then on the price rise and I think the third thing you have to put also innovation potential in context with price rise, right. And as Mike has said before, we get our Horizon4 UI, we get fixed mobile convergence, we get higher speed. So I think we have a lot of innovations to satisfy our customers which might give us some pricing point.

Operator

Operator

And we'll take our next question from Polo Tang with UBS.

Polo Tang

Analyst · UBS.

I've actually got two questions. So just in terms of the Swiss deal, there have been on-off talks for the past one to two years, can you maybe talk to why the deal came together now? Was there any particular catalyst and also did you insist on all cash deal or were you open to taking equity and the merged density? My second question is really just about central costs. So you made a very helpful Slide in terms of Slide 16, but I just want to clarify in terms of the numbers that you laid out there, was this net of the recharge benefits that you received from VodafoneZiggo? And can you also clarify the recharge benefits that you'll get assuming the German and Swiss deals go ahead? And when you talked about the reduction in terms of the central costs, did I hear you correctly in terms of the hearing that you're looking to reduce these total central costs by 20% going forward?

Mike Fries

Management

Yeah, Charlie you can respond to the central cost point providing that the short answer is those - that $900 million does not include a quantum of revenue received. I'm not sure if we're disclosing all those details guys, so you work up that. On the Swiss deal, listen it's actually been about a year that we've been in discussions with them to be honest with you. In terms of substantive conversations around different ideas and structures, all transactions have a beginning and an end and there is no particular reason why this one took this amount of time or less or more. So there is not much drama to reveal to be honest with you. And the structures that have been discussed, vary across multiple outcomes as you might imagine. This one was the best for them and the best for us. And I think - we think they have a great business. The fact that we're not taking shares in the business is not a reflection at all of our view of the business. We think it's going to be a powerful platform and a very successful company long-term. Just that for us that this was the better outcome and the price we were able to realize. And our cash deal was certainly more attractive to us than other alternatives. I don’t know if you want to add anything more, Charlie, to the central cost question.

Charlie Bracken

Management

Yeah, just to confirm that that's the gross cost. There is no revenues goes on before benefits go in Austria. Those numbers were another $150 million. The gross cost also include businesses now close down which is a zero margin a low margin handset business about a $100 million of cost. So that's one consideration. I think the other thing is that the TSA is going forward near $400 million we would estimate, although that could obviously move around but it's not quite comparing apples-with-apples. So for example, in the $900 million we're spending money on products with Germany that aren't required into the TSA. So we would actually reduce that spend accordingly because most of the spend is flexible third-party contracted spend, that's part of the internal data. So I think it's quite hard to do an apples-to-apples. But we certainly could say that the majority of the spend therefore will be actually half of the year with TSAs. Virgin maybe the core anchor tenant as well in Eastern Europe. In terms of reduction, we all were just seeing where the cost is and I wouldn't want to characterize that the restructuring is as much about efficiency but also about the fact that certain items we're not going to spend. So we're not spend them in T&I area only about $130 million or so in labor. So most of it just stuff that you can scale down or scale up. And with restructuring the 20% we talked about is it only focused on that 260 and I think we said we had several of those activities.

Operator

Operator

And we'll take our next question from Jeff Wlodarczak with Pivotal Research Group.

Jeff Wlodarczak

Analyst · Pivotal Research Group.

First, congrats on the attractive price you were able to get for the Swiss assets. Between the VoD sale Austrian and the Swiss deals existing cash balance, you're going to have about roughly $17.5 billion in cash. Should we still think sort of 50-50 between buybacks alternatives? And then I have got a follow-up.

Mike Fries

Management

I knew you were going to ask that question Jeff. I think yeah, and it's fair but I think I'm going to have to say what I have said in the past, which was, it depends on a lot of different factors. The timing of completion where the market is at that point, where we think the market is headed at that point. In organic and financial opportunities which should be the one - the one you're referencing of course would be one. So I really can't give you any more color on that but certainly as we get closer to these deals completing and they're still months-and-months away here, we'll nail that down but I appreciate the question. I can't really provide much more color than that.

Jeff Wlodarczak

Analyst · Pivotal Research Group.

And then in terms of that VoD deal and I'm sure you are actively talking to regulators ; do you still feeling very comfortable with the mid 2019 close of the deal?

Thomas Mockridge

Analyst · Pivotal Research Group.

I mean that could mean June-July, we have - we're back working with them. The stop the clock is over and there's a milestone in March around the statement of injections that may or may not occur but you can expect that we are in regular contact and certainly Vodafone leading the charge in regular contact with the commission and by all accounts having been through many, many of these at this point, we have no reason to believe it wouldn't be a mid 2019 close.

Operator

Operator

And we'll take our next question from Carl Murdock-Smith with Berenberg.

Carl Murdock-Smith

Analyst

Two questions from me please. First just understanding the multiple on the Swiss transaction, 10x OCF means you're expecting $630 million or $662 million if I add back in the TSA that you noted on Slide 5 in the footnote. That implies a 12% drop from the figure you've just reported for 2018. Quite a deterioration from the minus 8% you've reported this year. Consensus was expecting an improvement; so what was causing the deterioration in trading in Switzerland that you were expecting? And then secondly just on the U.K. growth on Slide 15, just to confirm I think two-thirds of the rest of business 2% growth is from mobile handsets this year? I was just wondering if you could comment what the underlying cable growth is for the rest of the business?

Mike Fries

Management

On the Swiss map it's not correct and we're not going to provide independent guidance for Switzerland at this point except to say that we also - our budgeted number also assumed an improvement year-over-year in the growth outcome. So I'm not sure how you're getting to your math. It's certainly one way of getting there but it's not accurate. On the U. K. growth, Tom, would you respond to that?

Thomas Mockridge

Analyst

Just trying to identify Q4 table number I think -

Charlie Bracken

Management

Yes, I think the confusion going, the version including lining in that. I think the fact is that we believe that if you take out considerably there's no growth, you're quite right, not growing at quite 2% rate because that's a big problem of that is the handset. And also going to the underlying growth in the B2B business. So, we don't [indiscernible] consumer business spending is a negative [indiscernible] but not as much as 2%, which is the average of mobile, B2B and the Virgin Cable.

Mike Fries

Management

We know that B2B growth is approximately 3%, mobile growth plus minus 10%, and the other two are blended. That's another way to possibly answer that question.

Operator

Operator

Moving on to Steve Malcolm with Redburn.

Steve Malcolm

Analyst

I'm going to dig into the U.K. a little bit, then ask a quick question on the Sunrise deal if I can. Just you mentioned Brexit, I guess calling about a bit more than you have in the past, are there any particular sides in the business that you're worrying about, I'm particularly thinking of your B2B business. You have quite little local government exposure in there. You managed to sort of grow in the low single-digit growth for a bit. And also in the handset side I mean you've obviously there on to 3 year in IP deals. Are you going to have an air pocket this year with a lot about the extension of handset lifetimes, is that hitting that revenue line quite hard this year? And then just on the Swiss deal, do you happen to know if what free net's position is here because on this time they have a blocking minority here that I presume that the shareholder vote will require 75% approval. They have 24.5% on the basis that everyone turns up if they don't approve the deal it's hard to see it going through. So any clarity you can give us on what free net position here would be very useful.

Mike Fries

Management

Yes, I'm glad you asked that question. It's not a 75% approval, it's 51% approval. So, they do not have blocking position and you know their position is not so unknown to us, I'm not sure what Swisscom has disclosed or not about that. The board has approved the deal and Free Net might have it's own views, they've made clear to us and maybe made clear to Swisscom - I'm sorry, the Sunrise you might ask that question on the call tomorrow - Sunrise on their call tomorrow. But it doesn't require 75% approval. So I'm glad you asked that question. On Brexit, we've done a lot of work, Charlie chiming here. As every U.K. based company has done to determine where the vulnerabilities might be. I think it's important to point out that we don't see meaningful vulnerabilities either in supply or people or the things that make the programming contract or things that make the business tick. But as any U.K. based business would be doing, we're evaluating the impact on consumers, outside consistently for a very long time now since Brexit occurred. The biggest concern we have as anybody would have in our position is how will consumers be impacted. So it's principally a revenue view and there's lots of different variations on that, as you can imagine different points of view of what will happen to GDP and what will happen to inflation and what will happen to unemployment. But our business is sound and solid no matter what happens, these are sort of marginal deviations if they occur at all. But no material or contractual or any sort of supply related challenges. I don't know if Charlie if you want to add anything to that?

Charlie Bracken

Management

It's well said. I think, look, as you rightly point out, none of us really know what's going to happen and where price is going to return . We are seeing little bit of softness actually, and as you mentioned but nevertheless wherever the margin is for us, I think it's too early to say that's going to have the impact on local government. I think when we gave our guidance sort of make sure that there's range of possibilities because [indiscernible] I think none of us know what the economic environment is going to be later in the year. And we are seeing material, we're seeing mix economic but I think all consumers waiting and seeing rather than diving into new deals. So let's see how the end of March goes and hope for best.

Mike Fries

Management

And Andrea just confirm that the way I've described the Swiss Sunrise transaction is accurate, I know it is but chime in if you want.

Andrea Salvato

Analyst

It is a 50% vote of the shareholders that are representative meeting. And we don't have any official news as to how Free Net is going to vote the shares of our meeting. It's obviously likes of good, it needs to be gone through before we get to that. So I suspect we'll see how they place and they do have, as Mike said, they are putting their results tomorrow. So I'm sure you'll have a chance to ask them.

Operator

Operator

And we'll take our next question from Ulrich Rathe with Jefferies.

Ulrich Rathe

Analyst · Jefferies.

One question is that I've left is on the free cash flow, Charlie. I'm not entirely sure I can connect the new pro forma free cash flow easily to the continuing operations. Is it sort of an easy conceptual way to connect what you're highlighting it with the 2018 pro forma to the 1.1 billion reported in continuing operations? Particular I'm wondering is there a change in definitions here or is this the old free cash flow just in a different perimeter? And if it is a change in definition, could you sort of just highlight motivations for what you have done and why you're introducing this in this particular way? And if I may follow-up, I think Steve sort of asked this question about the handset life extension in U.K. overall about these, I mean there are easier way to ask this I suppose is what you actually expect give and take for the development of this big boost to the top line that you experience in 2018 when we met, how you expect that to unfold in 2019?

Charlie Bracken

Management

Well, on the free cash flow we haven't changed our definition at all. This is the same definition we were reporting to the last couple of quarters. I've got to be honest, I'll be damn pleased in these transactions supplies because the concept of a pro forma adjusted free cash flow as I'm running with my accounts, is that many men can dispute and argue about. What this is really trying to do is and perhaps I’ll take you through, our guys can take it you through it offline. This is our best guess of how we would report the Company performance per sales of the assets of free cash from those assets. And as a series of footnote - go to offline, there is no change in methodology. This is completely consistent with the how we gone through the previous quarters and indeed how 2018 has been compared to 2019 albeit 2019 doesn't include Switzerland.

Mike Fries

Management

On the handset question I think you are right. I mean we've sold in a lot of handset into our customer base and this has slowed down a bit. Number two as Charlie said before the customer demand especially on hardware and handset has slowed down, entire market is down 10% to 15% since December. But having said that the SIM free market in U.K. is only 15% as for instance SIM free market in Germany is 50, 50%. So huge opportunity to grow and if you take that together with fixed mobile convergence I would not think that we keep doing what we are doing.

Operator

Operator

We'll take our final question from Christian Fangmann with HSBC.

Christian Fangmann

Analyst

Just wanted to ask about the Swiss transaction. The transfer of the UPC debt how does it technically work I mean the debt is not specifically debt at Swiss entity. So just wanted to understand is only this Swiss bonds are being transferred or how does it work just to understand it technically? Thanks.

Charlie Bracken

Management

I am going to address relative but remember the goal was finding games around often and success we have been. So I don’t think we want to get into implication of that because there is a lot more detail but suffice to say that we are allocating and signing with transactions some of debt and UPC to the asset. Andrea do you want to give more detail.

Andrea Salvato

Analyst

Yes I think [indiscernible] when I put around this but I think the number has been disclosed in the press releases and is basically Christian a portfolio of bond and derivative securities that have been in the UPC kind that have been transferred over. Does that answer your question?

Mike Fries

Management

All right I’ll take that as yes. Listen we appreciate everybody joining the call especially folks in Europe it’s late, but we did want to be sure to get this announcement out as soon as we signed which was just an hour so ago before the call. So appreciate you joining. We’re excited about this transaction in Switzerland, I’ll tell you - as I said in my remarks it's a bittersweet moment Eric, Morris and Andrea have done a great job the whole management team there over a decade or more really done a great job building this company and that’s proud and incredible achievement for all of us to operate in this market. But we do know that Sunrise is going to do tremendously well with these two businesses put together it’s going to be in a terrific competitor particularly in Swisscom and it's the right thing for this market. So it's a win-win it certainly a win-win transaction and a great time for us to build cash. As you've obviously noticed we think that these multiples were doing the right thing here in terms of rebalancing the business and we’re excited about how to use that cash to create shareholder value. And we will always appreciate your support and the trust in the company and this team and we’ll speak to you soon. Thanks very much.

Operator

Operator

Ladies and gentlemen, this concludes Liberty Global's full year 2018 results investor call. As a reminder, a replay of the call will be available in the Investor Relations Section of Liberty Global's website. There you can also find a copy of today's presentation materials.