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VIRGIN MEDIA INC.
(See note 1)
Notes to Condensed Consolidated Financial Statements — (Continued)
June 30, 2014
(unaudited)
21
The following table summarizes our share-based compensation expense, which is included in SG&A expense in our condensed
consolidated statements of operations (in millions):
Three-month period Six-month period
Successor Predecessor Successor Predecessor
Three
months
ended
June 30,
2014
Period
from
June 8 to
June 30,
2013
Period from
April 1 to
June 7,
2013
Six months
ended
June 30,
2014
Period
from
June 8 to
June 30,
2013
Period from
January 1
to June 7,
2013
Performance-based incentive awards (a)......... £ 1.5 £ 0.2 £ 4.9 £ 2.8 £ 0.2 £ 10.0
Other share-based incentive awards................ 5.7 23.0 6.7 16.1 23.0 12.1
Total (b)....................................................... £ 7.2 £ 23.2 £ 11.6 £ 18.9 £ 23.2 £ 22.1
______________
(a) Includes share-based compensation expense related to Liberty Global performance-based restricted share units (PSUs) and
the challenge performance award plan (the Challenge Performance Awards). The Challenge Performance Awards, which
were issued on June 24, 2013, include performance-based share appreciation rights (PSARs) and PSUs.
(b) In connection with the LG/VM Transaction, Liberty Global issued Liberty Global share-based incentive awards (Virgin
Media Replacement Awards) to employees and former directors of our company in exchange for corresponding Old Virgin
Media awards. During the post-acquisition period ended June 30, 2013, £18.3 million of the June 7, 2013 estimated fair
value of the Virgin Media Replacement Awards was charged to expense in recognition of the Virgin Media Replacement
Awards that were fully vested on June 7, 2013 or for which vesting was accelerated pursuant to the terms of the Agreement
and Plan of Merger agreement (the LG/VM Transaction Agreement) on or prior to June 30, 2013.
The following table provides certain information related to share-based compensation not yet recognized for share-based
incentive awards held by Virgin Media employees related to Liberty Global ordinary shares as of June 30, 2014:
Liberty
Global
ordinary
shares (a)
Liberty Global
performance-
based awards (b)
Total compensation expense not yet recognized (in millions).................................................. £ 23.5 £ 11.3
Weighted average period remaining for expense recognition (in years)................................... 2.0 1.8
______________
(a) Amounts relate to awards granted or assumed by Liberty Global under (i) the Virgin Media Inc. 2010 Stock Incentive Plan
(as amended and restated effective June 7, 2013) (the VM Incentive Plan), (ii) certain other incentive plans of our company
and (iii) the Liberty Global 2014 Incentive Plan and certain other incentive plans of Liberty Global. On January 30, 2014,
Liberty Global’s shareholders approved the Liberty Global 2014 Incentive Plan and, accordingly, awards are now only
granted under the Liberty Global 2014 Incentive Plan.
(b) Amounts relate to (i) the Challenge Performance Awards and (ii) PSUs.