Virgin Media 2009 Annual Report Download - page 6

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Note Concerning Virgin Media Investments Limited
VMI was formed on December 18, 2009, as a wholly owned subsidiary of VMIH. On December
30, 2009, VMI acceded as a senior subordinated guarantor of the unsecured senior notes issued by
Virgin Media Finance, on the same terms as VMIH. As VMI’s guarantees are not deemed to be
unconditional, separate financial statements for VMI have been included in this annual report pursuant
to the rules and regulations of the U.S. Securities and Exchange Commission, or SEC.
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.
Historical Structure of the Company
Virgin Media Inc., formerly known as NTL Incorporated, is a Delaware corporation and is publicly
traded in the United States on the NASDAQ Global Select Market and in the United Kingdom on the
London Stock Exchange.
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, 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 Incorporated’s former parent and some of its subsidiaries, including NTL
Incorporated, were cancelled. NTL Incorporated 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 Incorporated is no longer affiliated with NTL Europe.
On March 3, 2006, NTL Incorporated was renamed NTL Holdings Inc., and subsequently merged
with a subsidiary of Telewest Global, Inc., or Telewest, by means of a reverse acquisition. The resulting
entity was known as NTL Incorporated. The financial information included in this annual report on
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