ZIGGO B.V. ANNOUNCES (I) OFFER TO PURCHASE ANY AND ALL OF ITS OUTSTANDING
€750,000,000 3.625% SENIOR SECURED NOTES DUE 2020 AND (II) SOLICITATION OF CONSENTS TO CERTAIN AMENDMENTS TO THE INDENTURE DATED AS OF MARCH 28, 2013 PURSUANT TO WHICH THE 3.625% SENIOR SECURED NOTES DUE 2020 WERE ISSUED AND TO THE PRIORITY AGREEMENT (AS DEFINED BELOW)
January 27, 2014. Ziggo B.V. (the “Offeror”) today announced that it has commenced (A) an offer to purchase (the “Tender Offer”) for cash any and all of its outstanding €750,000,000 3.625% Senior Secured Notes due 2020 (the “Notes”) from holders of the Notes (“Holders”) and, in conjunction with the Tender Offer, (B) a solicitation of consents (“Consents”) from the Holders to: (i) certain amendments to the indenture dated as of March 28, 2013 (the “Indenture”) pursuant to which the Notes were issued and (ii) certain amendments to the priority agreement originally dated September 12, 2006 (as amended and restated on October 6, 2006, November 17, 2006 and March 28, 2013, the “Priority Agreement”)
(together, the “Proposed Amendments”) (the “Consent Solicitation” and together with the Tender Offer, the “Offer”), as further described in the offer to purchase and consent solicitation statement dated as of January 27, 2014 (the “Offer Document”). In order to adopt the amendments to the Indenture and the amendments to the Priority Agreement, the Offeror must receive valid tenders of Notes and delivery of corresponding Consents of at least a majority of the aggregate principal amount of the outstanding Notes (the “Required Consents”).

The Offer will expire at 11:59 p.m., New York time, on February 24, 2014, unless extended or earlier terminated (such time and date, as the same may be extended or earlier terminated, the “Expiration Date”). Holders must validly tender their Notes, and not validly withdraw their Notes, at or prior to 5:00 p.m., New York time, on February 7, 2014 (such time and date, as the same may be extended, the “Early Tender and Consent Date”) in order to receive the Total Consideration (as set forth below), plus accrued interest on the Payment Date (as defined below). Holders that validly tender their Notes, and do not validly withdraw their Notes, after the Early Tender and Consent Date and at or prior to the Expiration Date will only be eligible to receive the Purchase Price (as set forth below), plus accrued interest on the Payment Date. Notes tendered may only be withdrawn prior to the effective date of the supplemental indenture which is expected to be executed as soon as the required Consents have been received (the “Withdrawal Deadline”) but not thereafter. Noteholders will be deemed to have delivered their Consents by tendering their Notes on or prior to the Expiration Date. Noteholders may not tender their Notes (including following the Early Tender and Consent Date) without delivering their Consents in respect of the tendered Notes.

The Offer is subject to the terms and conditions set forth in the Offer Document, including receiving the Required Consents. The “Total Consideration” equals the Purchase Price for each €1,000 principal amount of Notes, validly tendered pursuant to the Offer on or prior to the Early Tender and Consent Date (and not validly withdrawn prior to the Withdrawal Deadline) and accepted for purchase plus the applicable Early Tender and Consent Payment, as set out below.

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ZIGGO BOND COMPANY B.V.


ZIGGO BOND COMPANY B.V. ANNOUNCES OFFER TO EXCHANGE SENIOR
NOTES DUE 2018 FOR NEW SENIOR NOTES DUE 2018

January 27, 2014. Ziggo Bond Company B.V. (the “Issuer”) today announced that it has commenced an offer to exchange (the “Exchange Offer”) up to €934,000,000 aggregate principal amount of its outstanding €1,208,850,000 8% Senior Notes due 2018 (the “Existing Senior Notes”) for an equal amount of new 8% Senior Notes due 2018 to be issued by the Issuer (the “Exchange Notes”), as further described in the offering memorandum dated as of January 27, 2014 (as amended or supplemented, the “Exchange Offer Memorandum”). The Exchange Offer is being made solely pursuant to the Exchange Offer Memorandum, which more fully sets forth and governs the terms and conditions of the Exchange Offer, as well as sets forth additional information about the terms of the Exchange Offer, how to exchange the Existing Senior Notes in the Exchange Offer and certain conditions to the Exchange Offer. The Exchange Offer Memorandum contains important information that should be read carefully before any decision is made with respect to the Exchange Offer.

Separately from the Exchange Offer, Ziggo B.V. today commenced a tender offer to purchase for cash any and all of its outstanding €750,000,000 3.625% senior secured notes
due 2020 (the “2020 Notes”) together with a solicitation of consents from the holders of the 2020 Notes to certain amendments to the indenture governing the 2020 Notes. Concurrently,
Ziggo Finance B.V. intends to redeem or retire any and all of its outstanding €150,000,000
6 1/8% senior secured notes due 2017 (the “2017 Notes”) in accordance with the redemption
procedures set forth in the indenture governing the 2017 Notes.

Copies of the Exchange Offer Memorandum can be obtained by eligible holders of the Existing Senior Notes from the Exchange Agent at the telephone number below.

About Ziggo
Ziggo is a Dutch provider of entertainment, information and communication through television, internet and telephony services. The company serves around 2.8 million households, with 1.9 million internet subscribers, 2.3
million subscribers for digital television and 1.6 million telephony subscribers. Business-to-business subscribers use services such as data communication, telephony, television and internet.

Liberty Global to Acquire Ziggo
Strategic combination creates national Dutch cable operator

· Combined footprint will reach 7 million or over 90% of Dutch homes

· Creates leading challenger in the mobile & enterprise businesses

· Continued investment & innovation to benefit Dutch consumers

· Planning to leverage Ziggo's strong brand nationwide

· Centralizing Dutch operations at Ziggo's Utrecht headquarters

· Significant synergy opportunities

· Unanimously recommended by Ziggo's Supervisory & Management Boards

· Intended stock and cash offer implies a price of €34.53 per ordinary Ziggo share based on January 24, 2014 close (and a price of €35.74 per ordinary Ziggo share based on 10-day VWAP

1)
Denver, Colorado and Utrecht, the Netherlands

- January 27, 2014
Liberty Global and Ziggo joined announcement
This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients. Source: Ziggo, Atoomweg 100, Utrecht 3542 AB, The Netherlands

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Ziggo
Ziggo
EUR 32.105 -1,15 -3,44% vol. 493.000