Debt and Finance Lease Obligations | Debt and Finance Lease Obligations The U.S. dollar equivalents of the components of our debt are as follows: December 31, 2023 Estimated fair value (c) Principal amount Weighted Unused borrowing capacity (b) Borrowing currency US $ equivalent December 31, December 31, 2023 2022 2023 2022 in millions Convertible Notes (d) 2.00 % $ — $ — $ 213.8 $ 357.4 $ 220.3 $ 402.5 C&W Notes 6.55 % — — 1,609.8 1,591.6 1,715.0 1,715.0 C&W Credit Facilities 7.34 % (e) 636.5 2,663.4 2,505.0 2,694.2 2,605.2 LPR Senior Secured Notes 6.08 % — — 1,851.5 1,772.7 1,981.0 1,981.0 LPR Credit Facilities 9.29 % 172.5 172.5 621.6 613.8 620.0 620.0 LCR Credit Facilities (f) 10.88 % 60.0 60.0 463.5 382.9 450.0 419.3 Vendor financing, Tower Transactions and other (g) (h) 7.81 % — — 561.7 223.1 561.7 223.1 Total debt before premiums, discounts and deferred financing costs 7.10 % $ 869.0 $ 7,985.3 $ 7,446.5 $ 8,242.2 $ 7,966.1 The following table provides a reconciliation of total debt before premiums, discounts and deferred financing costs to total debt and finance lease obligations: December 31, 2023 2022 in millions Total debt before premiums, discounts and deferred financing costs $ 8,242.2 $ 7,966.1 Premiums, discounts and deferred financing costs, net (67.8) (94.0) Total carrying amount of debt 8,174.4 7,872.1 Finance lease obligations 5.5 8.6 Total debt and finance lease obligations 8,179.9 7,880.7 Less: Current maturities of debt and finance lease obligations (581.9) (226.9) Long-term debt and finance lease obligations $ 7,598.0 $ 7,653.8 (a) Represents the weighted average interest rate in effect at December 31, 2023 for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented generally represent stated rates and do not include the impact of derivative instruments, deferred financing costs, original issue premiums or discounts and commitment fees, all of which affect our overall cost of borrowing. (b) Unused borrowing capacity represents the maximum availability under the applicable facility at December 31, 2023 without regard to covenant compliance calculations or other conditions precedent to borrowing. At December 31, 2023, the full amount of unused borrowing capacity was available to be borrowed under each of the respective subsidiary facilities, both before and after completion of the December 31, 2023 compliance reporting requirements. At December 31, 2023, except as may be limited by tax and legal considerations, the presence of noncontrolling interests, foreign currency exchange restrictions with respect to certain C&W subsidiaries and other factors, there were no restrictions on the respective subsidiary’s ability to upstream cash from this availability to Liberty Latin America or its subsidiaries or other equity holders. (c) The estimated fair values of our debt instruments are determined using the applicable bid prices (mostly Level 1 of the fair value hierarchy) or from quoted prices for similar instruments in active markets adjusted for the estimated credit spreads of the applicable entity, to the extent available, and other relevant factors (Level 2 of the fair value hierarchy). For additional information regarding fair value hierarchies, see note 4. (d) The interest rate reflects the stated rate of the Convertible Notes. The effective interest rate of the Convertible Notes is 6.7%, which considers the impact of a discount recorded in connection with the Conversion Option, as further described below. (e) The C&W Credit Facilities unused borrowing capacity comprise certain U.S. dollar, Trinidad & Tobago dollar and JMD revolving credit facilities. For further information, see C&W Credit Facilities below. (f) The LCR Credit Facilities at December 31, 2022 comprise certain CRC and U.S. dollar term loans and a U.S. dollar revolving credit facility. For information on the LCR Credit Facilities at December 31, 2023, see Financing Activity below. (g) In December 2023, we entered into the Tower Transactions associated with certain of our mobile towers across various markets. The Tower Transactions did not meet the criteria to be accounted for as a sale and leaseback. The proceeds from the Tower Transactions are recorded as a financial liability and the associated tower assets remain on our balance sheet. During 2023, we received proceeds of $244 million related to the Tower Transactions, which are included in borrowings of debt in our consolidated statement of cash flows. (h) Primarily represents $299 million and $217 million at December 31, 2023 and December 31, 2022, respectively, owed pursuant to interest-bearing vendor financing arrangements that are used to finance certain of our operating expenses and property and equipment additions. These obligations are generally due within one year and include VAT that were paid on our behalf by the vendor. Our operating expenses include $177 million, $149 million and $110 million for 2023, 2022 and 2021, respectively, that were financed by an intermediary and are reflected on the borrowing date as a cash outflow within net cash provided or used by operating activities and a cash inflow within net cash provided or used by financing activities in our consolidated statements of cash flows. Repayments of vendor financing obligations are included in payments of principal amounts of debt and finance lease obligations in our consolidated statements of cash flows. General Information At December 31, 2023, all of our outstanding debt had been incurred by one of our three primary “borrowing groups”: C&W, Liberty Puerto Rico and Liberty Costa Rica, except for our Convertible Notes (as described below). Unless stated otherwise, all of our borrowings are denominated in U.S. dollars. Credit Facilities. Each of our borrowing groups has entered into one or more credit facility agreements with certain financial institutions. Each of these credit facilities contain certain covenants, the more notable of which are as follows: • Our credit facilities contain certain net leverage ratios, as specified in the relevant credit facility, which are required to be complied with on an incurrence and/or maintenance basis; • Our credit facilities contain certain restrictions which, among other things, restrict the ability of the entities of the relevant borrowing group to (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets, in each case, subject to certain customary and agreed exceptions, and (iv) make certain restricted payments to their direct and/or indirect parent companies through dividends, loans or other distributions, subject to compliance with applicable covenants; • Our credit facilities require that certain entities of the relevant borrowing group guarantee the payment of all sums payable under the relevant credit facility and such entities are required to have first-ranking security granted over their shares and, in certain borrowing groups, over substantially all of their assets to secure the payment of all sums payable thereunder; • In addition to certain mandatory prepayment events, the instructing group of lenders under the relevant credit facility may cancel the commitments thereunder and declare the loans thereunder due and payable after the applicable notice period following the occurrence of a change of control (as specified in the relevant credit facility); • Our credit facilities contain certain customary events of default, the occurrence of which, subject to certain exceptions and materiality qualifications, would allow the instructing group of lenders to (i) cancel the total commitments, (ii) accelerate all outstanding loans and terminate their commitments thereunder and/or (iii) declare that all or part of the loans be payable on demand; • Our credit facilities require entities of the relevant borrowing group to observe certain affirmative and negative undertakings and covenants, which are subject to certain materiality qualifications and other customary and agreed exceptions; and • In addition to customary default provisions, our credit facilities generally include certain cross-default and cross-acceleration provisions with respect to other indebtedness of entities of the relevant borrowing group, subject to agreed minimum thresholds and other customary and agreed exceptions. Senior and Senior Secured Notes. Our C&W and Liberty Puerto Rico borrowing groups have issued senior and/or senior secured notes. In general, our senior and senior secured notes (i) are senior obligations of each respective issuer within the relevant borrowing group that rank equally with all of the existing and future debt of such issuer and, in the case of our senior secured notes, are senior to all existing and future subordinated debt of each respective issuer within the relevant borrowing group, (ii) contain, in most instances, guarantees from other entities of the relevant borrowing group (as specified in the applicable indenture) and (iii) are secured by pledges over the shares of certain entities of the relevant borrowing group and, in certain instances, over substantially all of the assets of those entities. In addition, the indentures governing our senior and senior secured notes contain certain covenants, the more notable of which are as follows: • Our notes contain certain customary incurrence-based covenants. In addition, our notes provide that any failure to pay principal prior to expiration of any applicable grace period, or any acceleration with respect to other indebtedness of the issuer or certain other members of the relevant borrowing group, over agreed minimum thresholds (as specified under the applicable indenture), is an event of default under the respective notes; • Our notes contain certain restrictions that, among other things, restrict the ability of the entities of the relevant borrowing group to (i) incur or guarantee certain financial indebtedness, (ii) make certain disposals and acquisitions, (iii) create certain security interests over their assets, in each case, subject to certain customary and agreed exceptions and (iv) make certain restricted payments to its direct and/or indirect parent companies through dividends, loans or other distributions, subject to compliance with applicable covenants; and • If the relevant issuer or certain of its subsidiaries (as specified in the applicable indenture) sell certain assets, such issuer must offer to repurchase the applicable notes at par, or if a change of control (as specified in the applicable indenture) occurs, such issuer must offer to repurchase all of the relevant notes at a redemption price of 101%. Liberty Latin America – Convertible Notes In June 2019, Liberty Latin America issued the Convertible Notes. Interest on the Convertible Notes is payable semi-annually on January 15 and July 15. The Convertible Notes are general unsecured obligations of the Company and are structurally subordinated to all the debt and other liabilities of our subsidiaries. Conversion Rights. Subject to certain conditions, and adjustments if certain events occur (as specified in the indenture governing the Convertible Notes), as of December 31, 2023, the Convertible Notes may be converted at a conversion rate equal to 48.4315 Class C common shares per $1,000 principal amount of the Convertible Notes (equivalent to a conversion price of approximately $20.65 per Class C common share). Any conversions of the Convertible Notes may be settled, at the election of the Company, in cash, Class C common shares or a combination thereof. On and after January 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the Convertible Notes may convert their notes at any time. We determined the Conversion Option should be bifurcated from the debt host instrument (the Convertible Notes) and accounted for as a separate financial instrument that qualifies for equity classification. Accordingly, we bifurcated the Conversion Option from the Convertible Notes and initially recorded the estimated fair value of $78 million as additional paid-in capital and debt discount. The debt discount is being accreted through interest expense, using the effective interest method, through maturity of the Convertible Notes or when the Conversion Option no longer qualifies for equity classification, if ever. At December 31, 2023, the carrying value of the Convertible Notes was $215 million and the unamortized debt discount on the Convertible Notes was $5 million. Redemption Rights. On or after July 19, 2022 but prior to the 85 th scheduled trading day immediately preceding July 15, 2024, we may redeem all or a portion of the Convertible Notes for cash, if the last reported sale price of our Class C common shares has been at least 130% of the conversion price then in effect on (i) each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption and (ii) the trading day immediately preceding the date we provide such notice . Other. If a fundamental change (as defined in the indenture) occurs, holders of the Convertible Notes may require the Company to repurchase all or a portion of their notes for cash at a price equal to 100% of the principal amount of the notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, following certain corporate transactions that occur prior to the maturity date of the Convertible Notes or the delivery of a notice of redemption, we will increase the applicable conversion rate for a holder who elects to convert in connection with such corporate transactions or notice of redemption in certain circumstances by a number of additional Class C common shares, as described in the related indenture. Borrowing Groups – Outstanding Debt Instruments C&W Notes The details of the outstanding C&W Notes as of December 31, 2023 are summarized in the following table: C&W Notes Maturity Interest Outstanding principal amount Carrying in millions 2027 C&W Senior Secured Notes September 7, 2027 5.750 % $ 495.0 $ 494.3 2027 C&W Senior Notes September 15, 2027 6.875 % 1,220.0 1,218.4 Total $ 1,715.0 $ 1,712.7 (a) Amounts are inclusive or net of original issue premiums and deferred financing costs, as applicable. Redemption Rights. The C&W Notes are subject to certain redemption rights (as specified in the applicable indenture). Some or all of the 2027 C&W Senior Notes and 2027 C&W Senior Secured Notes may be redeemed at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts (as specified in the indenture), if any, to the applicable redemption date, as set forth below: Redemption Price 2027 C&W Senior Notes 2027 C&W Senior Secured Notes 12-month period commencing: September 15 September 7 2024 100.859% 100.000% 2025 and thereafter 100.000% 100.000% C&W Credit Facilities The details of our borrowings under the C&W Credit Facilities as of December 31, 2023 are summarized in the following table: C&W Credit Facilities Maturity Interest rate Unused borrowing capacity Outstanding principal amount Carrying in millions CWP Revolving Credit Facility (b) January 18, 2027 Adjusted Term SOFR + 3.75% $ 10.0 $ 10.0 $ 10.0 C&W Revolving Credit Facility (b) January 30, 2027 Adjusted Term SOFR + 3.25% (c) 572.0 — — C&W Term Loan B-5 Facility January 31, 2028 Adjusted Term SOFR + 2.25% (c) — 1,510.0 1,499.7 C&W Term Loan B-6 Facility October 15, 2029 Adjusted Term SOFR + 3.0% (c) — 590.0 582.3 2028 CWP Term Loan January 18, 2028 4.25% — 435.0 430.9 C&W Regional Facilities (d) (e) various dates ranging from 2024 to 2038 6.85% (f) 54.5 80.2 78.7 C&W Other Facilities (g) 6.48% — 69.0 69.0 Total $ 636.5 $ 2,694.2 $ 2,670.6 (a) Amounts are net of discounts and deferred financing costs, as applicable. (b) Has a fee on unused commitments of 0.5% per year. (c) Subject to a SOFR floor of 0 basis points. (d) The unused borrowing capacity on the C&W Regional Facilities comprise certain U.S. dollar, Trinidad & Tobago dollar and JMD denominated revolving credit facilities. (e) The outstanding principal amount on the C&W Regional Facilities comprise certain JMD, U.S. dollar, East Caribbean dollar denominated credit facilities. (f) Represents a weighted average rate for all C&W Regional Facilities. (g) This borrowing is due in three annual installments beginning in May 2024. LPR Senior Secured Notes The details of the outstanding LPR Senior Secured Notes as of December 31, 2023 are summarized in the following table: LPR Senior Secured Notes Maturity Interest rate Outstanding principal amount Carrying in millions 2027 LPR Senior Secured Notes October 15, 2027 6.750% $ 1,161.0 $ 1,149.8 2029 LPR Senior Secured Notes July 15, 2029 5.125% 820.0 813.0 Total $ 1,981.0 $ 1,962.8 (a) Amounts are inclusive or net of original issue premiums and deferred financing costs, as applicable. Redemption Rights. The LPR Senior Secured Notes are subject to certain redemption rights (as specified in the applicable indenture). LCPR Senior Secured Financing may redeem some or all of the 2027 LPR Senior Secured Notes and 2029 LPR Senior Secured Notes at the following redemption prices (expressed as a percentage of principal amount) plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date: Redemption Price 2027 LPR Senior Secured Notes 2029 LPR Senior Secured Notes 12-month period commencing: October 15 July 15 2024 100.000% 102.563% 2025 100.000% 101.281% 2026 and thereafter 100.000% 100.000% LPR Credit Facilities The details of our borrowings under the LPR Credit Facilities as of December 31, 2023 are summarized in the following table: LPR Credit Facilities Maturity Interest rate Unused Outstanding principal amount Carrying in millions LPR Revolving Credit Facility (b) March 15, 2027 Adjusted Term SOFR + 3.50% $ 172.5 $ — $ — 2028 LPR Term Loan October 15, 2028 Adjusted Term SOFR + 3.75% (c) — 620.0 616.3 Total $ 172.5 $ 620.0 $ 616.3 (a) Amounts are net of deferred financing costs. (b) Has a fee on unused commitments of 0.5% per year. (c) Subject to a SOFR floor of 0 basis points. LCR Credit Facilities The details of the LCR Credit Facilities as of December 31, 2023 are summarized in the following table: LCR Credit Facilities Maturity Interest rate Unused Outstanding principal amount Carrying LCR Revolving Credit Facility (b) January 15, 2028 Term SOFR + 4.25% $ 60.0 $ — $ — 2031 LCR Term Loan A January 15, 2031 10.875% — 50.0 48.9 2031 LCR Term Loan B January 15, 2031 10.875% — 400.0 386.7 Total $ 60.0 $ 450.0 $ 435.6 (a) Amounts are net of deferred financing costs. (b) Has a fee on unused commitments of 0.5% per year. Financing and Refinancing Activity During May 2023, the terms of the agreements underlying the C&W Credit Facilities and the LPR Credit Facilities were amended, which resulted in (i) the replacement of LIBOR-based benchmark rates with Adjusted Term SOFR for the C&W Term Loan B-5 Facility, the C&W Term Loan B-6 Facility, the C&W Revolving Credit Facility, the 2028 LPR Term Loan and the LPR Revolving Credit Facility for interest periods commencing after June 30, 2023, (ii) the modification of the provisions for determining an alternative rate of interest upon the occurrence of certain events relating to the availability of interest rate benchmarks and (iii) certain conforming changes. The credit adjustment spreads applicable to the aforementioned debt instruments are 0.11448%, 0.26161% and 0.42826% for interest periods of one, three and six months, respectively. In the tables below, non-cash activity relates to borrowings that did not pass through our bank accounts, as financing proceeds from the issuance of debt were used to directly repay some or all of the outstanding debt instruments within the same borrowing group. During 2023, borrowings related to significant credit facilities we drew down, entered into or amended, are as follows: Borrowing group/ Borrower Instrument Issued at Amount borrowed in millions C&W C&W Other Facilities 100% $ 69.0 C&W C&W Revolving Credit Facility N/A $ 40.0 C&W C&W Regional Facilities N/A $ 20.0 C&W CWP Credit Facilities N/A $ 10.0 Liberty Puerto Rico LPR Revolving Credit Facility N/A $ 65.0 Liberty Costa Rica 2031 LCR Term Loan A 100% $ 50.0 Liberty Costa Rica 2031 LCR Term Loan B 100% $ 400.0 Liberty Costa Rica LCR Revolving Credit Facility (a) N/A $ — (a) In January 2023, the LCR Revolving Credit Facility was amended and restated. The amended and restated $60 million LCR Revolving Credit Facility has a fee on unused commitments of 0.5% per year. During 2022, borrowings related to significant credit facilities we drew down, entered into or amended, are as follows: Borrowing group/Borrower Instrument Issued at Amount borrowed Non-cash component in millions C&W 2028 CWP Term Loan 100% $ 435.0 $ 272.9 During 2021, borrowings related to significant notes we issued and credit facilities we drew down, entered into or amended, including activity related to the Chile JV Entities, are as follows: Borrowing group/ Borrower Borrowing Non-cash component Instrument Issued at Borrowing currency USD equivalent USD in millions, CRC in billions C&W C&W Term Loan B-6 Facility 99.25% $ 590.0 $ 590.0 $ 555.0 C&W C&W Revolving Credit Facility N/A (a) $ — Liberty Puerto Rico 2029 LPR Senior Secured Notes 100% $ 820.0 $ 820.0 $ 500.0 Liberty Puerto Rico 2028 LPR Term Loan 100% $ 620.0 $ 620.0 $ 500.0 Liberty Puerto Rico LPR Revolving Credit Facility N/A (b) $ — VTR VTR Notes 100% $ 410.0 $ 410.0 $ 60.0 VTR VTR Credit Facilities N/A $ — $ — $ — Liberty Costa Rica LCR Term Loan B-1 Facility 100% $ 227.5 $ 227.5 $ — Liberty Costa Rica LCR Term Loan B-2 Facility 100% CRC 36.5 $ 58.8 $ — (a) In September 2021, the C&W Revolving Credit Facility was amended to extend the maturity of $580 million in underlying commitments from January 30, 2026 to January 30, 2027. (b) Total commitments under the LPR Revolving Credit Facility were increased by $48 million during 2021. During 2023, we made certain repurchases or repayments on the following debt instruments: Amount paid Borrowing group / Borrower Instrument Redemption price Borrowing currency USD equivalent (a) USD in millions, CRC in billions C&W C&W Revolving Credit Facility 100% $ 40.0 $ 40.0 Liberty Puerto Rico LPR Revolving Credit Facility 100% $ 65.0 $ 65.0 Liberty Costa Rica LCR Term Loan B-1 Facility 100% $ 276.7 $ 276.7 Liberty Costa Rica LCR Term Loan B-2 Facility 100% CRC 79.6 $ 138.6 Liberty Latin America Convertible Notes (b) $ 173.0 $ 173.0 (a) Translated at the transaction date, if applicable. (b) During 2023, we repurchased and cancelled $182 million original principal amount of the Convertible Notes at a weighted average redemption price of 94.9%. In connection with these repurchases, we unwound $182 million of the related Capped Calls. During 2022, we made certain repurchases or repayments on the following debt instruments, including repayments related to the Chile JV Entities: Borrowing group/ Borrower Instrument Redemption price Amount paid Non-cash component in millions C&W C&W Regional Facilities 100% $ 272.9 $ 272.9 VTR VTR Notes (a) $ 48.1 $ — (a) During the third quarter of 2022, in aggregate we repurchased and cancelled approximately $91 million original principal amount of certain of the outstanding senior secured notes and senior notes of the Chile JV Entities. During 2021, we made certain repurchases or repayments on the following debt instruments, including repayments related to the Chile JV Entities: Borrowing group/ Borrower Redemption price Amount paid Non-cash component Instrument Borrowing currency USD equivalent (a) USD in millions, CRC in billions C&W 2026 C&W Senior Notes 103.75% $ 500.0 $ 500.0 $ 500.0 C&W 2027 C&W Senior Secured Notes 103% $ 55.0 $ 55.0 $ 55.0 Liberty Puerto Rico 2026 SPV Credit Facility 100% $ 1,000.0 $ 1,000.0 $ 1,000.0 Liberty Puerto Rico 2027 LPR Senior Secured Notes 103% $ 129.0 $ 129.0 $ — VTR VTR Notes 103% $ 120.0 $ 120.0 $ 60.0 VTR VTR Credit Facilities 100% CLP 174.0 $ 242.5 $ — (a) Translated at the transaction date, if applicable. Maturities of Debt Maturities of our debt as of December 31, 2023 are presented below. Amounts presented below represent U.S. dollar equivalents based on December 31, 2023 exchange rates. C&W Liberty Puerto Rico Liberty Liberty Latin America (a) Consolidated in millions Years ending December 31: 2024 $ 307.3 $ 58.2 $ 0.6 $ 220.8 $ 586.9 2025 32.7 1.9 — — 34.6 2026 25.3 — — — 25.3 2027 1,717.6 1,161.0 — — 2,878.6 2028 2,000.3 620.0 — — 2,620.3 Thereafter 786.3 860.2 450.0 — 2,096.5 Total debt maturities 4,869.5 2,701.3 450.6 220.8 8,242.2 Premiums, discounts and deferred financing costs, net (25.9) (21.9) (14.4) (5.6) (67.8) Total debt $ 4,843.6 $ 2,679.4 $ 436.2 $ 215.2 $ 8,174.4 Current portion $ 307.3 $ 58.2 $ 0.6 $ 215.2 $ 581.3 Noncurrent portion $ 4,536.3 $ 2,621.2 $ 435.6 $ — $ 7,593.1 (a) Represents the amount held by Liberty Latin America on a standalone basis plus the aggregate amount held by subsidiaries of Liberty Latin America that are outside our borrowing groups. |