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of Virgin Media Inc., including VMIH and its subsidiaries. Unless otherwise indicated, the discussion
contained in this report applies to VMIH as well as Virgin Media Inc.
Note Concerning Financial Information and Currency of Financial Statements
All of the financial statements included in this annual report have been prepared in accordance
with accounting principles generally accepted in the United States, or GAAP. The reporting currency of
our consolidated financial statements is U.K. pounds sterling.
Note Concerning Historical Structure of the Company
Virgin Media Inc. is a Delaware corporation and is publicly traded on the NASDAQ National
Market in the United States.
Our historical structure is as follows:
NTL Incorporated was incorporated in 1993 as a Delaware corporation and continued as a publicly
traded holding company until February 1999. From February 1999 until January 10, 2003, NTL
Incorporated was a wholly-owned subsidiary of NTL (Delaware), Inc., a Delaware corporation, referred
to in this annual report as NTL Delaware, which was incorporated in February 1999 in order to effect a
reorganization into 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 Incorporated’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 cable 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 Global, Inc., or 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. The merger combined the two largest U.K. cable operators,
4