Virgin Media 2006 Annual Report Download - page 9

a holding company structure. The holding company structure was implemented to pursue opportunities outside of the United
Kingdom, or the U.K., and Ireland, and was accomplished through a merger. NTL’s stockholders at the time became stockholders of
the new holding company, NTL Delaware. The new holding company took the name NTL Incorporated until May 2000, when its
name was changed back to NTL (Delaware), Inc.
In May 2000, another new holding company structure was implemented in connection with the acquisition of the residential
assets of Cable & Wireless Communications plc, or CWC (the operations acquired from CWC are called ConsumerCo), and was
accomplished similarly through a merger. The stockholders of NTL Delaware became stockholders of the new holding company, NTL
Delaware became a subsidiary of the new holding company, and NTL remained a subsidiary of NTL Delaware. The new holding
company then took the name NTL Incorporated, which remained its name until January 10, 2003, at which time its name was changed
to NTL Europe, Inc., referred to in this annual report as NTL Europe. On February 21, 2001, NTL Europe contributed the assets of
ConsumerCo to NTL.
On January 10, 2003, NTL emerged from reorganization under Chapter 11 of the U.S. Bankruptcy Code. Pursuant to the plan of
reorganization, which we refer to as the Plan, NTL’s former parent, NTL Europe, and its subsidiaries and affiliates were split into two
separate groups, with NTL and NTL Europe each emerging as independent public companies. We were renamed NTL Incorporated
and became the holding company for the former NTL group’s principal U.K. and Ireland assets. NTL Europe became the holding
company for the former NTL group’s continental European and various other assets. All of the outstanding securities of NTL’s former
parent and some of its subsidiaries, including NTL, were cancelled. NTL issued shares of its common stock and Series A warrants,
and NTL Europe issued shares of its common stock and preferred stock, to various former creditors and stockholders. As a result,
NTL is no longer affiliated with NTL Europe. NTL Europe has since changed its name to PTV Inc., or PTV.
On March 3, 2006, NTL merged into a subsidiary of Telewest, which changed its name to NTL Incorporated. Because this transaction
is accounted for as a reverse acquisition, the financial statements included in this Form 10−K for the period through March 3, 2006 are
those of NTL, which is now known as Virgin Media Holdings Inc. For the period since March 3, 2006 our financial statements reflect
the reverse acquisition of Telewest. See note 1 to the consolidated financial statements of Virgin Media Inc.
On July 4, 2006, we acquired 100% of the outstanding shares and options of Virgin Mobile Holdings (UK) plc, or Virgin Mobile,
through a U.K. Scheme of Arrangement.
On February 6, 2007, we changed the name of our corporate parent from NTL Incorporated to Virgin Media Inc., and the names
of certain of our subsidiaries. See “Note Concerning Corporate Name Changes”.
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Source: VIRGIN MEDIA INVESTM, 10−K, March 01, 2007