Virgin Media 2010 Annual Report Download - page 6

Note Concerning Virgin Media Investment Holdings Limited and Virgin Media Investments Limited
VMIH is a company incorporated in England and Wales, with its registered office at 160 Great Portland
Street, London W1W 5QA, United Kingdom. The registered office for VMIH will be changing on March 31,
2011 to Media House, Bartley Wood Business Park, Bartley Way, Hook, Hampshire RG27 9UP. VMIH is a
wholly-owned subsidiary of Virgin Media Finance PLC, or Virgin Media Finance, and a wholly owned indirect
subsidiary of Virgin Media. VMIH is not an accelerated filer. VMIH is one of the guarantors of the unsecured
senior notes issued by Virgin Media Finance. VMIH’s guarantee of these notes is not deemed to be
unconditional. VMIH is also one of the guarantors of the senior secured notes issued by Virgin Media Secured
Finance PLC in January 2010. VMIH carries on the same business as Virgin Media, and is the principal borrower
under Virgin Media’s senior credit facility.
VMIL was formed on December 18, 2009, as a wholly owned subsidiary of VMIH. On December 30, 2009,
VMIL acceded as a senior subordinated guarantor of the unsecured senior notes issued by Virgin Media Finance,
on the same terms as VMIH. As VMIL’s guarantees are not deemed to be unconditional, separate financial
statements for VMIL have been included in this annual report pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission, or SEC.
Unless otherwise indicated, the discussion contained in this report applies to VMIH and VMIL as well as
Virgin Media.
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., or NTL Delaware, a Delaware corporation 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. On January 10, 2003, its name was changed to NTL Europe, Inc., or NTL Europe. On February 21,
2001, NTL Europe contributed the assets of ConsumerCo to NTL.
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