Virgin Media 2012 Annual Report Download - page 3

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“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
Various Statements contained in this document constitute “forward-looking statements” as that term is defined under
the Private Securities Litigation Reform Act of 1995. Words like “believe,” “anticipate,” “should,” “intend,” “plan,” “will,”
“expects,” “estimates,” “projects,” “positioned,” “think,” “strategy,” and similar expressions identify these forward-looking
statements, which involve known and unknown risks, uncertainties and other factors that may cause our actual results,
performance or achievements or industry results to be materially different from those contemplated, projected,
forecasted, estimated or budgeted, whether expressed or implied, by these forward-looking statements. These factors,
among others, include the following:
• We have entered in to a Merger Agreement with Liberty Global, Inc., or Liberty Global, which is subject to
certain conditions, and as a result the merger may not be consummated; our operations, both before and after
consummation of the merger, will be impacted;
• We operate in highly competitive markets which may lead to a decrease in our revenue, increased costs,
increased customer churn or a reduction in the rate of customer acquisition;
• The sectors in which we compete are subject to rapid and significant changes in technology, and the effect of
technological changes on our businesses cannot be predicted;
• Adverse economic developments could reduce customer spending for our TV, broadband, and telephony
services and increase churn, either of which could therefore have a material adverse effect on our revenue;
• Our fixed line telephony revenue is declining and unlikely to improve;
• A failure in our network and information systems, whether caused by a natural failure or a security breach,
could significantly disturb our operations, which could have a material adverse effect on those operations, our
business, our results of operations and financial condition;
• Unauthorized access to our network resulting in piracy could result in a loss of revenue;
• We rely on third-party suppliers and contractors to provide necessary hardware, software or operational support
and are reliant on them in a way that could economically disadvantage us;
• The “Virgin” brand is not under our control and the activities of the Virgin Group and other licensees could
have a material adverse effect on the goodwill of customers towards us as a licensee;
• Our inability to obtain popular programming or to obtain it at a reasonable cost could potentially have a material
adverse effect on the number of customers or reduce margins;
• Our consumer mobile service relies on EE's network to carry its communications traffic;
• We do not insure the underground portion of our cable network and various pavement-based electronics
associated with our cable network;
• We are subject to currency and interest rate risks;
• We are subject to tax in more than one tax jurisdiction and our structure poses various tax risks;
• Acquisitions and other strategic transactions present many risks, and we may not realize the financial and
strategic goals that were contemplated at the time of any transaction;
• Adverse changes in our financial outlook may result in negative or unexpected tax consequences which could
adversely affect our net income;
• We are subject to significant regulation, and changes in U.K. and EU laws, regulations or governmental policy
affecting the conduct of our business, which may have a material adverse effect on our ability to set prices,
enter new markets or control our costs;
• We have substantial indebtedness that may have a material adverse effect on our available cash flow, our
ability to obtain additional financing if necessary in the future, our flexibility in reacting to competitive and
technological change and our operations;
• We may not be able to fund our debt service obligations in the future;
• The covenants under our debt agreements place certain limitations on our ability to finance future operations
and how we manage our business; and
• We are a holding company dependent upon cash flow from subsidiaries to meet our obligations.
These and other factors are discussed in more detail under “Risk Factors” in Item 1A and elsewhere in this annual
report on Form 10-K. We assume no obligation to update our forward-looking statements to reflect actual results,
changes in assumptions or changes in factors affecting these statements.
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