Liberty Global plc - FORM 8-K - EX-99.1 - EXHIBIT 99.1 - February 22, 2016

Attached files

file filename
8-K - 8-K - Liberty Global plca2-22x168xk210announcement.htm
Exhibit 99.1


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
Rule 2.10 Announcement and Buyback of Own Shares
22 February 2016
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers (the "Code"), Liberty Global (NASDAQ: LBTYA, LBTYB, LBTYK, LILA and LILAK) confirms that it had the following relevant securities held and in issue outside treasury as of the close of business on 19 February 2016:
•252,813,465 Liberty Global Class A ordinary shares of $0.01 each with ISIN reference GB00B8W67662;

•10,472,517 Liberty Global Class B ordinary shares of $0.01 each with ISIN reference GB00B8W67779;

•579,162,510 Liberty Global Class C ordinary shares of $0.01 each with ISIN reference GB00B8W67B19;
  
•12,630,958 LiLAC Class A ordinary shares of $0.01 each with ISIN reference GB00BTC0M714;

•523,423 LiLAC Class B ordinary shares of $0.01 each with ISIN reference GB00BTC0M938; and

•30,773,877 LiLAC Class C ordinary shares of $0.01 each with ISIN reference GB00BTC0MD78.

Liberty Global announces that it has repurchased the following number of Liberty Global Class C Ordinary Shares of $0.01 each pursuant to its share purchase plan, which operates on a daily basis in compliance with Rule 10b5-1 of the Securities Exchange Act 1934 (the "Buyback Plan"):
Date of purchase
19 February 2016
Number of shares purchased
138,900
Highest price per share (US$)
36.41
Lowest price per share (US$)
35.48

A breakdown of the prices at which these shares were purchased is set out as follows. These shares will be held in treasury until being cancelled in due course.
Price per share (US$)
Number of Liberty Global Class C Ordinary Shares of $0.01
35.4800
300
 35.5000
2500
 35.5300
200
 35.5450
100
 35.5500
1,400
 35.5600
500
35.5700
1600
35.5750
100


 35.5800
1000
35.5850
200
 35.5900
1000
 35.6000
5,000
35.6100
2000
 35.6150
200
 35.6200
4401
 35.6300
1600
 35.6400
3400
 35.6450
100
35.6500
2,600
 35.6600
1,600
 35.6700
2400
 35.6800
1,900
 35.6900
2,400
 35.7000
3,600
 35.7100
2400
 35.7200
1,200
 35.7300
300
 35.7400
2,700
 35.7500
2100
 35.7600
1,300
 35.7700
1600
 35.7800
3,400
 35.7900
1900
 35.8000
3,000
 35.8050
300
 35.8100
400
35.8200
200
 35.8800
500
 35.9000
1400
 35.9100
3,100
 36.0000
2800
 36.0800
900
 36.0900
1,600
 36.1000
1,900
36.1200
300
 36.1300
1,400
 36.1400
400
 36.1500
200
 36.1600
1700
 36.1700
2,600
 36.1800
400
 36.1850
100
36.1900
2300
 36.2000
3500
36.2050
100
 36.2100
3200
 36.2200
11600
 36.2300
4,300
36.2400
5700
 36.2450
400
 36.2500
7,399
36.2600
4700
 36.2700
2,400
 36.2800
300
36.2900
2000
 36.3000
2,200

2

 36.3100
300
 36.3200
300
 36.3500
1600
36.3700
800
 36.3800
900
36.3900
3100
36.4000
100
36.4100
1500

Liberty Global further announces that, pursuant to entering into a call spread transaction on 19 February 2016, it has acquired interests in 141,474 Liberty Global Class C ordinary shares of $0.01 each at a net premium per share of $35.34. Accordingly, Liberty Global confirms that it has entered into the following call spread transactions pursuant to the Buyback Plan:
Date of entry into transaction
Class of relevant security
Product description
Written or purchased
Number of securities to which option or derivative relates 
Exercise price per unit
(US$)
Type
e.g. American, European etc.
Expiry date
19 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
141,474
Zero
European
23 March 2016
Call option
Written
141,474
35.99
European
18 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
140,926
Zero
European
22 March 2016
Call option
Written
140,926
36.13
European
17 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
145,601
Zero
European
21 March 2016
Call option
Written
145,601
34.97
European
16 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
152,126
Zero
European
18 March 2016
Call option
Written
152,126
33.47
European
12 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
164,194
Zero
European
17 March 2016
Call option
Written
164,194
31.01
European
11 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
168,097
Zero
European
16 March 2016
Call option
Written
168,097
30.29
European
10 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
163,771
Zero
European
15 March 2016
Call option
Written
163,771
31.09
European
09 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
166,721
Zero
European
14 March 2016
Call option
Written
166,721
30.54
European
08 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
164,406
Zero
European
11 March 2016
Call option
Written
164,406
30.97
European
05 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
151,718
Zero
European
10 March 2016
Call option
Written
151,718
33.56
European

3

04 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
147,927
Zero
European
09 March 2016
Call option
Written
147,927
34.42
European
03 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
151,447
Zero
European
08 March 2016
Call option
Written
151,447
33.62
European
02 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
150,019
Zero
European
07 March 2016
Call option
Written
150,019
33.94
European
01 February
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
152,536
Zero
European
04 March 2016
Call option
Written
152,536
33.38
European
29 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
154,106
Zero
European
03 March 2016
Call option
Written
154,106
33.04
European
28 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
156,859
Zero
European
02 March 2016
Call option
Written
156,859
32.46
European
27 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
152,582
Zero
European
01 March 2016
Call option
Written
152,582
33.37
European
26 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
152,080
Zero
European
29 February 2016
Call option
Written
152,080
33.48
European
25 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
155,756
Zero
European
26 February 2016
Call option
Written
155,756
32.69
European
22 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
156,233
Zero
European
25 February 2016
Call option
Written
156,233
32.59
European
21 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
160,064
Zero
European
24 February 2016
Call option
Written
160,064
31.81
European
20 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
163,719
Zero
European
23 February 2016
Call option
Written
163,719
31.10
European
19 January
Liberty Global CLASS C ORDINARY SHARES of $0.01 EACH
Call option
Purchased
159,813
Zero
European
22 February 2016
Call option
Written
159,813
31.86
European

Further Information
A copy of this announcement will be made available on Liberty Global's website, www.libertyglobal.com.
Investors should note that in connection with the recommended offer for Cable & Wireless Communications Plc, Liberty Global will be required to disclose, which may be on a daily basis, certain further information about its share buyback program and capital structure, as well as other information relating to Liberty Global

4

and the recommended offer. This information may be material to investors in connection with the recommended offer. This information will be posted on our website and will be released through the Regulatory News Service in the U.K., as required by the Code. Therefore, we encourage investors, the media, and others interested in our company to review the information we post on our website, as well as through the Regulatory News Service, which can be accessed here:
http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.
For more information about Liberty Global, please visit www.libertyglobal.com or contact:
Investor Relations:
 
 
Corporate Communications:
Oskar Nooij
+1 303 220 4218
 
Marcus Smith
+44 20 7190 6374
Christian Fangmann
+49 221 8462 5151
 
Bert Holtkamp
+31 20 778 9800
John Rea
+1 303 220 4238
 
Matt Beake
+44 20 8483 6428
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover

5

Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.


6

Liberty Global plc Reports