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Rating Action:

Moody's assigns Ba3 CFR to Ziggo Group Holding B.V.; outlook stable

14 Jan 2015

London, 14 January 2015 -- Moody's today assigned a Ba3 Corporate Family Rating (CFR) and a Ba3-PD Probability of Default rating to Ziggo Group Holding B.V. and withdraws all ratings of Ziggo Holding B.V. (formerly Ziggo N.V.). Ziggo Group Holding B.V. ("Ziggo Group Holding" or "the company") will be the reporting entity for future consolidated financial reports for the Ziggo group of companies. Moody's also downgraded the rating of the senior secured notes due 2020 at Ziggo B.V. ('Ziggo BV') to Ba3 (from Ba2), assigned a definitive Ba3 rating to Ziggo BV's existing bank facilities and assigned a Ba3 rating to Ziggo Secured Finance B.V.'s proposed new EUR 1.5 billion senior secured facilities. Finally, the agency upgraded the rating of the senior notes due 2024 ("the 2024 notes") assumed by Ziggo Bond Company B.V. ("Ziggo Bond Company" previously assigned to LGE HoldCo VI B.V.) to B2 (from (P)B3) and assigned a B2 rating to the proposed issuance of EUR 730 million in senior unsecured notes due 2025 at Ziggo Bond Finance B.V. ("Ziggo Bond Finance").

Ziggo Group Holding is an indirectly wholly owned subsidiary of Liberty Global plc ("Liberty Global", Ba3, stable). In turn, Ziggo Group Holding indirectly wholly owns Ziggo Holding B.V. (formerly Ziggo N.V.), the Dutch cable operator Liberty Global acquired in November 2014. Liberty Global has started a reorganization process, which will result in a transfer of its existing Dutch cable operations headed by UPC Nederland to Ziggo Group Holding. All ratings assigned assume that the reorganization process will be concluded as currently planned during the first calendar quarter of 2015. The ratings also assume that cross guarantee and collateral sharing arrangements are put in place that will result in a pari passu position of the claims under the new senior notes at Ziggo Bond Finance and Ziggo Bond Company and the existing senior secured debt at Ziggo B.V. and the new senior secured debt at Ziggo Secured Finance, respectively. Moody's notes that the claims of debt holders of Ziggo Bond Finance and Ziggo Secured Finance on the new Ziggo Group Holding's subsidiaries are indirect through senior notes proceeds loans and secured proceeds loans respectively. Ziggo Bond Finance and Ziggo Secured Finance are SPV borrowing vehicles, directly and indirectly owned by a Dutch foundation. Proceeds from the Ziggo Bond Finance issuance will initially be held in escrow, to be released in connection with the completion of the reorganization of Liberty Global's Dutch assets.

RATINGS RATIONALE

The rating actions follow the finalization of Liberty Global's financing for the acquisition of Ziggo Holding B.V. (formerly Ziggo N.V.), including the pushdown of the 2024 notes to Ziggo Bond Company and the announcement that Liberty Global intends to combine its existing Dutch cable operations with those acquired in the Ziggo acquisition. The Ba3 CFR reflects the combined group's increased scale and scope and its strong market position as the only significant cable communications operator in the Netherlands, as well as the potential for significant synergies in areas such as operating costs, procurement and cross-selling. The company should also see growth from its mobile activities as mobile virtual network operator (MVNO), albeit at a margin cost, and from an increased focus on business-to-business services. However, Moody's expects competition in the mature Dutch market for communications services to remain strong, in particular from telecom incumbent Koninklijke KPN N.V. (Baa3, stable). While the agency expects competition to be focused on product and service quality, disruptive price competition remains a possibility.

Ziggo Group Holding's ratings are constrained by its significant leverage of around 5.2x Debt/EBITDA (as calculated by Moody's) on a last-twelve-months to 30 September 2014 pro forma combined basis and by Moody's expectation that Liberty Global will utilize Ziggo Group Holding's cash generation and leverage capacity from time to time for parent company distributions within the confines of Liberty Global's long-standing 4x-5x Debt/OCF leverage target.

Ziggo Group Holding's capitalization following the conclusion of Liberty Global's corporate reorganization process will include related-party funding of just under EUR 5 billion. Moody's understands and the ratings assume that Liberty Global will structure this funding so that it meets Moody's criteria for equity-equivalent treatment.

Moody's regards Ziggo Group Holding's liquidity provision as solid relative to its near-term requirements. Pro forma for Liberty Global's corporate reorganization the company is expected to hold cash of EUR 43 million. This is complemented by its EUR 650 million revolving credit facility, which is currently not utilized. Ziggo Group Holding's near term obligations are not material relative to the size of the group and the bulk of third party debt does not mature before 2022. The RCF is subject to certain financial maintenance covenants, including the requirement to maintain a senior net debt leverage ratio of no more than 4.50 to 1 and a total net debt leverage ratio of more than 5.50 to 1. Moody's expects the company to maintain good headroom under these covenants.

OUTLOOK

The stable outlook is based on Moody's assumption that the integration of Ziggo and UPC NL will progress smoothly yielding integration benefits such as cost, capex and revenue synergies and that the new entity will produce sustainable revenue and EBITDA growth.

WHAT COULD CHANGE THE RATING -- DOWN

Downward ratings pressure could ensue, if Moody's expectations for a stable outlook are not met or if leverage as measured by the Debt/EBITDA ratio (Moody's definition) exceeds 5.25x for a sustained period of time. Negative rating pressure would also ensue should Ziggo Group Holdings related party funding not meet Moody's criteria for equity treatment.

WHAT COULD CHANGE THE RATING --UP

While positive ratings development is unlikely in the near term, strong operating performance and solid revenue growth along with leverage as measured by the Debt/EBITDA (as adjusted by Moody's) ratio falling sustainably below 4.25x could lead to a ratings upgrade.

The principal methodology used in these ratings was Global Pay Television - Cable and Direct-to-Home Satellite Operators published in April 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies.

Ziggo Group Holding B.V., headquartered in Utrecht, The Netherlands is through its subsidiaries the largest cable operator in the Netherlands. Following its combination with Liberty Global's Dutch cable assets its networks will cover 93% of the country by homes passed as of September 30, 2014 and serve 4.3 million customers (against 7.0 million homes passed). The company is the country's leading pay-TV operator, provides telephony and fast broadband services. It also operates a nascent mobile business as a mobile virtual network operator (MVNO) with over 100,000 subscribers at the end of September 2014. Its main competitors are the Dutch telecom incumbent KPN, Tele2 and other DSL players as well as Canal Digitaal, a satellite TV operator. For the last twelve months ending September 30, 2014 the combined group generated EUR 2.5 billion in revenue.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this rating action, and whose ratings may change as a result of this rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating.

Christian Rauch
Senior Vice President
Corporate Finance Group
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Sandra Veseli
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Releasing Office:
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's assigns Ba3 CFR to Ziggo Group Holding B.V.; outlook stable
No Related Data.
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