Portions of the definitive proxy statement for the Registrant’s 2020 Annual General Meeting of Shareholders are incorporated by reference in Part III of this Form 10-K.

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Item 1.	BUSINESS

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•	the disposition on November 5, 2019 of Cable & Wireless Seychelles based on an enterprise value of approximately $104 million to a consortium of local investors (the Seychelles Disposition);

•	entry into a stock purchase agreement on October 9, 2019 with certain subsidiaries of AT&T Inc. (AT&T) to acquire AT&T’s wireless and wireline operations in Puerto Rico and the U.S. Virgin Islands in an all cash transaction valued at approximately $1.95 billion on a cash and debt-free basis, subject to certain adjustments (the AT&T Acquisition);

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the acquisition on March 31, 2019 of an 87.5% stake from the government of Curacao in United Telecommunications Services N.V. (UTS, and the acquisition, the UTS Acquisition), which provides fixed and mobile services to the island nations of Curacao, St. Maarten, St. Martin, Bonaire, St. Barths, St. Eustatius and Saba, and on September 10, 2019 of the remaining 12.5% from the government of St. Maarten, each in an all cash transaction;

•	the acquisition on October 17, 2018 of Searchlight Capital Partners L.P.’s 40% interest in both Leo Cable and Leo Cable L.L.C., which in turn gave us 100% ownership of Liberty Puerto Rico, in exchange for 9,500,000 unregistered Class C common shares;

•	the acquisition on October 1, 2018 of an 80% stake in Cabletica (the Cabletica Acquisition), which is a leading cable operator in Costa Rica that provides television, broadband internet and fixed-line telephony services to residential customers, from Televisora de Costa Rica S.A. in an all cash transaction;

•	the acquisition on May 16, 2016 of C&W, a full-service telecommunications operator with a well-recognized and respected brand that has been in use for more than 70 years; and

•	the acquisition on June 3, 2015 of Choice Cable TV, a cable and broadband services provider in Puerto Rico, which has been integrated into our Liberty Puerto Rico operations, in an all cash transaction.

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•	economic and business conditions and industry trends in the countries in which we operate;

•	the competitive environment in the industries in the countries in which we operate, including competitor responses to our products and services;

•	fluctuations in currency exchange rates, inflation rates and interest rates;

•	instability in global financial markets, including sovereign debt issues and related fiscal reforms;

•	consumer disposable income and spending levels, including the availability and amount of individual consumer debt;

•	changes in consumer viewing preferences and habits, including on mobile devices that function on various operating systems and specifications, limited bandwidth, and different processing power and screen sizes;

•	customer acceptance of our existing service offerings, including our video, broadband internet, fixed-line telephony, mobile and business service offerings, and of new technology, programming alternatives and other products and services that we may offer in the future;

•	our ability to manage rapid technological changes;

•	the impact of 5G and wireless technologies;

•	our ability to maintain or increase the number of subscriptions to our video, broadband internet, fixed-line telephony and mobile service offerings and our average revenue per household;

•	our ability to provide satisfactory customer service, including support for new and evolving products and services;

•	our ability to maintain or increase rates to our subscribers or to pass through increased costs to our subscribers;

•	the impact of our future financial performance, or market conditions generally, on the availability, terms and deployment of capital;

•	changes in, or failure or inability to comply with, government regulations in the countries in which we operate and adverse outcomes from regulatory proceedings;

•	government intervention that requires opening our broadband distribution networks to competitors;

•	our ability to obtain regulatory approval and satisfy other conditions necessary to close acquisitions and dispositions, and the impact of conditions imposed by competition and other regulatory authorities in connection with acquisitions, such as the AT&T Acquisition;

•	our ability to successfully acquire new businesses and, if acquired, to integrate, realize anticipated efficiencies from and implement our business plan with respect to the businesses we have acquired or that we expect to acquire, such as with respect to the AT&T Acquisition;

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•	changes in laws or treaties relating to taxation, or the interpretation thereof, in the U.S. or in other countries in which we operate;

•	changes in laws and government regulations that may impact the availability and cost of capital and the derivative instruments that hedge certain of our financial risks;

•	the ability of suppliers and vendors, including third-party channel providers and broadcasters (including our third-party wireless network provider under our mobile virtual network operator (MVNO) arrangement), to timely deliver quality products, equipment, software, services and access;

•	the availability of attractive programming for our video services and the costs associated with such programming, including retransmission and copyright fees payable to public and private broadcasters;

•	uncertainties inherent in the development and integration of new business lines and business strategies;

•	our ability to adequately forecast and plan future network requirements, including the costs and benefits associated with our network extension and upgrade programs;

•	the availability of capital for the acquisition and/or development of telecommunications networks and services, including property and equipment additions;

•	problems we may discover post-closing with the operations, including the internal controls and financial reporting process, of businesses we acquire, such as with respect to the AT&T Acquisition;

•	piracy, targeted vandalism against our networks, and cybersecurity threats or other security breaches, including the leakage of sensitive customer data, which could harm our business or reputation;

•	the outcome of any pending or threatened litigation;

•	the loss of key employees and the availability of qualified personnel;

•	changes in the nature of key strategic relationships with partners and joint venturers;

•	our equity capital structure;

•	changes in and compliance with applicable data privacy laws, rules, and regulations;

•	our ability to recoup insurance reimbursements and settlements from third-party providers;

•	our ability to comply with economic and trade sanctions laws, such as the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC); and

•	events that are outside of our control, such as political conditions and unrest in international markets, terrorist attacks, malicious human acts, hurricanes and other natural disasters, pandemics and other similar events.

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(a)

In September 2019, Hurricane Dorian impacted certain islands of the Bahamas, resulting in significant damage to homes, businesses and infrastructure. For those areas of the Bahamas impacted by Hurricane Dorian, the homes passed and subscriber counts reflect the pre-hurricane homes passed and subscriber counts as of August 31, 2019 as adjusted through December 31, 2019 for net voluntary disconnects. We are still in the process of assessing the impact of the hurricane on our networks and subscriber counts. The impacted areas in the Bahamas include approximately 30,200 homes passed, 7,700 telephony RGUs, 3,800 internet RGUs, 900 video RGUs, 4,400 postpaid mobile subscribers and 36,500 prepaid mobile subscribers. For those areas of the Bahamas not impacted by Hurricane Dorian, the homes passed and subscriber counts reflect counts as of December 31, 2019.

(b)	C&W's "Other" category includes subscriber data related to UTS. Subscriber information for UTS is preliminary and subject to adjustment until we have completed our review of such information and determined that it is presented in accordance with our policies.

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(c)	Mobile subscribers are comprised of the following:

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(1)	Percentage of total homes passed that are two-way homes passed.

(2)	Percentage of two-way homes passed served by a cable, fiber-to-the-home/-cabinet/-building/-node (FTTx) or digital subscriber line (DSL) network, as applicable.“VDSL” refers to both our DSL and very high-speed DSL technology networks.

(3)	Percentage of total homes passed that subscribe to cable television services (basic video or enhanced video).

(4)	Percentage of two-way homes passed that subscribe to broadband internet or fixed-line telephony services, as applicable.

(5)	Percentage of total customers that subscribe to two services (double-play customers) or three services (triple-play customers) offered by our operations (video, broadband internet and fixed-line telephony), as applicable.

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(1)	These are the primary systems used for delivery of services in the countries indicated. “HFC” refers to hybrid fiber coaxial cable networks.

(2)	Represents an average as speeds vary by market.

(3)	Fastest available technology. “LTE” refers to the Long Term Evolution Standard.

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•	VoIP and circuit-switch telephony, on-premise and hosted private branch exchange solutions and conferencing options, hosted contact center solutions;

•	Data services for internet access, virtual private networks, high capacity point-to-point, point-to-multi-point and multi-point-to-multi-point services, managed networking services such as wide area networks and WiFi networks;

•	Wireless services for mobile voice and data;

•	Interactive TV service with specialized channel lineups for targeted industries; and

•	Value added services, including cloud IT services such as disaster recovery as a service, backup services, and IaaS; managed network security services; and specialized services such as digital signage, retail analytics and location based marketing.

•	recapturing bandwidth and optimizing our networks by:

◦	increasing the number of nodes in our markets;

◦	increasing the bandwidth of our hybrid fiber coaxial cable networks;

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◦	converting analog channels to digital;

◦	bonding additional data over cable service interface specification (DOCSIS) 3.0 channels;

◦	deploying VDSL over our fixed telephony network;

◦	replacing copper lines with modern optic fibers; and

◦	using digital compression technologies.

•	freeing spectrum for high-speed internet, VoD and other services by encouraging customers to move from analog to digital services;

•	increasing the efficiency of our networks by moving headend functions (encoding, transcoding and multiplexing) to cloud storage systems;

•	enhancing our network to accommodate further business services;

•	using our wireless technologies to extend services outside of the home;

•	offering remote access to our video services through laptops, smart phones and tablets;

•	expanding the availability of next generation decoder and set-top boxes and related products, as well as developing and introducing online media sharing and streaming or cloud-based video; and

•	testing new technologies.

•	proposition (meeting and exceeding our customers’ expectations on content and entertainment);

•	product (enabling access anywhere and anytime, including live, catch-up and/or VoD);

•	acquisition (investment in the most relevant channels, VoD content and sports); and

•	partnering (strategic alliances with content partners and leading distributors).

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•	net neutrality principles mandating equal access to all content and applications regardless of the source and without favoring, degrading, interrupting, intercepting, blocking access or throttling speeds;

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Video. The provision of cable television services requires a franchise issued by the TRB. Franchises are subject to termination proceedings in the event of a material breach or failure to comply with certain material provisions set forth in the franchise agreement governing a franchisee’s system operations, although such terminations are rare. In addition, franchises require payment of a franchise fee as a requirement to the grant of authority. Franchises establish comprehensive facilities and service requirements, as well as specific customer service standards and monetary penalties for non- compliance. Franchises are generally granted for fixed terms of up to ten years and must be periodically renewed.

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Internet. Liberty Puerto Rico offers high-speed internet access throughout its entire footprint. In March 2015, the FCC issued an order classifying mass-market broadband internet access service as a “telecommunications service,” changing its long-standing treatment of this offering as an “information service,” which the FCC traditionally has subjected to limited regulation. The rules adopted by the FCC prohibited, among other things, broadband providers from: (i) blocking access to lawful content, applications, services or non-harmful devices; (ii) impairing or degrading lawful internet traffic on the basis of content, applications, services or non-harmful devices; and (iii) favoring some lawful internet traffic over other lawful internet traffic in exchange for consideration (collectively, 2015 Restrictions). In addition, the FCC prohibited broadband providers from unreasonably interfering with users’ ability to access lawful content or use devices that do not harm the network, or with edge providers’ ability to disseminate their content, and imposed more detailed disclosure obligations on broadband providers than were previously in place. On December 14, 2017, the FCC adopted a Declaratory Ruling, Report and Order (the 2017 Order) that, in large part, reversed the regulations issued by the FCC in 2015. The 2017 Order, among other things, restores the classifications of broadband Internet access as an information service under Title I of the Communications Act, and mobile broadband Internet access service as a private mobile service, and eliminates the 2015 Restrictions. The 2017 Order does require ISPs to disclose information to consumers regarding practices such as throttling, paid prioritization and affiliated prioritization, and restores broadband consumer protection authority to the Federal Trade Commission. On October 1, 2019, the United States Court of Appeals for the District of Columbia Circuit (D.C. Circuit) ruled on numerous appeals of the 2017 Order by interested parties. The D.C. Circuit largely upheld the 2017 Order. However, it vacated that portion of the 2017 Order preempting inconsistent state or local regulations, and remanded the 2017 Order to the FCC for further consideration of its effect on public safety, pole attachment regulation, and the Lifeline support program. The D.C. Circuit’s ruling may be subject to further judicial review. Legislative proposals regarding the net neutrality rules also are pending in Congress.

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Fixed-Line Telephony Services. Liberty Puerto Rico offers fixed-line telephony services, including both circuit-switched telephony and VoIP. Its circuit-switched telephony services are subject to FCC and local regulations regarding the quality and technical aspects of service. All local telecommunications providers, including Liberty Puerto Rico, are obligated to provide telephony service to all customers within the service area, subject to certain exceptions under FCC regulations, and must give long distance telephony service providers equal access to their network. Under the Communications Act, competitive local exchange carriers (CLECs), like us, may require interconnection with the incumbent local exchange carrier (ILEC), and the ILEC must negotiate a reasonable and nondiscriminatory interconnection agreement with the CLEC. Such arrangement requires the ILEC to interconnect with the CLEC at any technically feasible point within the ILEC’s network, provide access to certain unbundled network elements of the ILEC’s network, and allow physical collocation of the CLEC’s equipment in the ILEC’s facilities to permit interconnection or access to unbundled network

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C&W. C&W competes with a variety of pay TV service providers, with several of these competitors offering double-play and triple-play packages. Fixed-mobile convergence services are not a significant factor in most of C&W’s residential markets. In several of C&W’s other markets, including Jamaica, Trinidad and Tobago and Barbados, C&W is the largest or one of the largest video service providers. In these markets, C&W’s primary competition is from DTH providers, such as DIRECTV Latin America Holdings, Inc. (DirecTV), which is now called Vrio Corp., and operators of IPTV services over VDSL and FTTx, such as Digicel. In Panama, C&W competes primarily with Cable Onda, which is 80% owned by Millicom and which offers video, internet and fixed-line telephony over its cable network, and with the DTH services of Claro. To compete effectively, C&W invests in leading mobile and fixed networks and content.

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VTR. VTR competes primarily with DTH service providers, including Movistar, Claro, Entel, GTD Manquehue (GTD) and DirecTV, among others. Movistar offers double-play and triple-play packages using DTH for video and DSL for internet and fixed-line telephony and offers mobile services. On a smaller scale, Movistar also offers IPTV services over FTTx networks in Chile. Claro offers triple-play packages using DTH and, in most major cities in Chile, through a hybrid fiber coaxial cable network. It also offers mobile services. To a lesser extent, VTR also competes with video services offered by or over networks of fixed-line telecommunication providers using DSL technology. To compete effectively, VTR focuses on enhancing its subscribers’ viewing options in and out of the home through offering VoD, catch-up television, DVR functionality, Horizon TV and a variety of premium channels. These services and its variety of bundled options, including internet and telephony, enhance VTR’s competitive position.

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Liberty Puerto Rico. Liberty Puerto Rico is the largest provider of fixed-line video services in Puerto Rico. Liberty Puerto Rico’s primary competition for video customers is from DTH satellite providers DirecTV and Dish Network Corporation (Dish Network). Dish Network is an aggressive competitor, offering low introductory offers, free HD channels and, in its top tier packages, a free multi-room DVR service. DirecTV is also a significant competitor offering similar programming in Puerto Rico compared to Dish Network. In order to compete, Liberty Puerto Rico focuses on offering video packages with attractive programming, including HD and Spanish language channels, plus a specialty video package of Spanish-only channels that has gained popularity. In addition, Liberty Puerto Rico uses its bundled offers that include high-speed internet with download speeds of up to 500 Mbps to drive its video services.

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•	C&W. Where C&W is the incumbent telecommunications provider, it competes with cable operators, the largest of which are Cable Onda in Panama, Cable Bahamas in the Bahamas, and Digicel in certain of C&W’s markets. To distinguish itself from these competitors, C&W uses its bundled offers with video and telephony to promote its broadband internet services.

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VTR. VTR faces competition primarily from non-cable-based ISPs, such as Movistar and Entel, and from other cable-based providers, such as Claro and GTD. Competition is particularly intense with each of these companies offering competitively priced services, including bundled offers with high-speed internet services. Mobile broadband competition is significant as well. Movistar, Claro and Entel have launched LTE networks for high-speed mobile data. To compete effectively, VTR is expanding its two-way coverage and offering attractive bundling with fixed-line telephony and digital video service and high-speed internet with download speeds of up to 600 Mbps.

•	Liberty Puerto Rico. Liberty Puerto Rico competes primarily with Claro and other operators using fiber networks or fixed wireless access technologies. To compete with these providers, Liberty Puerto Rico offers its high-speed internet with download speeds of up to 500 Mbps.

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Item 1A.	RISK FACTORS

•	risks that relate to the competition we face and the technology used in our businesses;

•	risks that relate to our operating in overseas markets and being subject to foreign and domestic regulation;

•	risks that relate to certain financial matters;

•	risks relating to our corporate history and structure; and

•	risks relating to our common shares and the securities market.

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•	fluctuations in foreign currency exchange rates;

•	difficulties in staffing and managing operations consistently through our several operating areas;

•	export and import restrictions, custom duties, tariffs and other trade barriers;

•	burdensome tax, customs, duties or regulatory assessments based on new or differing interpretations of law or regulations, including increases in taxes and governmental fees;

•	economic and political instability, social unrest, and public health crises, such as the occurrence of a contagious disease like the novel coronavirus;

•	changes in foreign and domestic laws and policies that govern operations of foreign-based companies;

•	interruptions to essential energy inputs;

•	direct and indirect price controls;

•	cancellation of contract rights and licenses;

•	delays or denial of governmental approvals;

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•	a lack of reliable security technologies;

•	privacy concerns; and

•	uncertainty regarding intellectual property rights and other legal issues.

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•	impair our ability to use our bandwidth in ways that would generate maximum revenue and cash flow;

•	create a shortage of capacity on our networks, which could limit the types and variety of services we seek to provide our customers;

•	impact our ability to access spectrum for our mobile services;

•	strengthen our competitors by granting them access and lowering their costs to enter into our markets; and

•	otherwise have a significant adverse impact on our results of operations.

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•	incur or guarantee additional indebtedness;

•	pay dividends or make other upstream distributions;

•	make investments;

•	transfer, sell or dispose of certain assets, including their stock;

•	merge or consolidate with other entities;

•	engage in transactions with us or other affiliates; or

•	create liens on their assets.

•	fund property and equipment additions or acquisitions that could improve our value;

•	meet their loan and capital commitments to their business affiliates;

•	invest in companies in which they would otherwise invest;

•	fund any operating losses or future development of their business affiliates;

•	obtain lower borrowing costs that are available from secured lenders or engage in advantageous transactions that monetize their assets; or

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•	conduct other necessary or prudent corporate activities.

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•	authorizing a capital structure with multiple classes of shares: a Class B that entitles the holders to ten votes per share, a Class A that entitles the holders to one vote per share and a Class C that entitles the holder to no voting rights, except as otherwise required by applicable law (in which case, the holder is entitled to 1/100 of a vote per share);

•	authorizing the issuance of “blank check” preferred shares, which could be issued by our board to increase the number of outstanding shares and thwart a takeover attempt;

•	classifying our board with staggered three-year terms, which may lengthen the time required to gain control of our board;

•	prohibiting shareholder action by written consent, thereby requiring all shareholder actions to be taken at a meeting of the shareholders;

•	establishing advance notice requirements for nominations of candidates for election to our board or for proposing matters that can be acted upon by shareholders at shareholder meetings;

•	requiring supermajority shareholder approval with respect to certain extraordinary matters, such as certain mergers, amalgamations, or consolidations of the company, or in the case of amendments to our bye-laws; and

•	the existence of authorized and unissued shares which would allow our board to issue shares to persons friendly to current management, thereby protecting the continuity of its management, or which could be used to dilute the share ownership of persons seeking to obtain control of us.

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Item 1B.	UNRESOLVED STAFF COMMENTS

Item 2.	PROPERTIES

Item 3.	LEGAL PROCEEDINGS

Item 4.	MINE SAFETY DISCLOSURES

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Item 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

(a)	No trades occurred during the first quarter of 2018.

(b)	The Class B common shares trade infrequently. During the third and fourth quarters of 2019, no trades occurred. As such, the high and low prices shown for this period relate to the second quarter of 2019.

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Item 6.	SELECTED FINANCIAL DATA

(a)	We acquired UTS effective March 31, 2019, Cabletica on October 1, 2018, C&W on May 16, 2016 and Choice Cable TV on June 3, 2015.

(b)

We adopted ASU 2016-02, as defined and described in note 2 to our consolidated financial statements, on January 1, 2019 using the effective date transition method. The main impact of the adoption of this standard was the recognition of right-of-use assets and lease liabilities. At December 31, 2019, we had $151 million in right-of-use assets recorded in our consolidated balance sheet associated with contracts that qualify as operating leases under ASU 2016-02.

(c)

Amounts are calculated based on weighted average number of shares outstanding of 181,506,875, 173,313,575, 171,850,041, 125,627,811 and 43,925,871, respectively. The 2019 and 2018 amounts represent the weighted average number of Liberty Latin America Shares outstanding during the year, respectively. The 2017 amount represents (i) the weighted average number of LiLAC Shares outstanding during the year prior to the Split-Off and (ii) the weighted average number of Liberty Latin America Shares outstanding during the year subsequent to the Split-Off. The 2016 amount represents the actual weighted average number of LiLAC Shares outstanding, as adjusted to reflect the total 117,430,965 Class A and Class C LiLAC Shares issued to holders of Class A and Class C Liberty Global Shares pursuant to the LiLAC Distribution as if such distribution was completed on the May 16, 2016 date of the C&W Acquisition. The 2015 amount represents the actual weighted average number of LiLAC Shares outstanding for the period from July 1, 2015 through December 31, 2015, as adjusted to reflect the LiLAC Transaction as if such transaction was completed on January 1, 2015.

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Item 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

•	Overview. This section provides a general description of our business and recent events.

•	Results of Operations. This section provides an analysis of our results of operations for the years ended December 31, 2019 and 2018.

•	Liquidity and Capital Resources. This section provides an analysis of our liquidity, consolidated statements of cash flows and contractual commitments.

•	Critical Accounting Policies, Judgments and Estimates. This section discusses those material accounting policies that involve uncertainties and require significant judgment in their application.

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(a)	The increase is primarily attributable to higher broadband internet and video RGUs. The increase is partially offset by a decrease in RGUs as a result of Hurricane Dorian in the Bahamas.

(b)	The decrease is primarily due to the net effect of (i) lower ARPU from fixed-line telephony and video services and (ii) higher ARPU from broadband internet services. The decrease also includes a reduction in ARPU as a result of Hurricane Dorian in the Bahamas.

(c)	The decrease is primarily attributable to lower interconnect revenue, mainly due to lower (i) volumes in Panama, Barbados and other C&W markets and (ii) fixed termination rates in other C&W markets.

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(d)	The decrease is primarily attributable to lower ARPU and average subscribers in Panama, the Bahamas and other C&W markets. In addition, the decrease in mobile service revenue in the Bahamas includes an estimated $3 million attributable to the impact of Hurricane Dorian.

(e)

The decrease is primarily attributable to (i) lower interconnect revenue, primarily associated with (a) lower volumes at Panama and (b) reduced rates at other C&W markets, and (ii) lower handset sales, primarily a result of (a) decreased volumes in our Cayman Islands operations, the Bahamas and other C&W markets and (b) customers purchasing lower priced products in the Bahamas and other C&W markets.

(f)

The increase is primarily due to the net effect of (i) higher managed services revenue, largely driven by an increase in nonrecurring projects in Panama, as well as increases at Networks & LatAm and Jamaica, (ii) lower revenue from fixed-line telephony services, primarily in Jamaica, Panama and the Bahamas and (iii) increased interconnect revenue, primarily driven by higher volumes in Jamaica. The increase in B2B service revenue is partially offset by an estimated $3 million decrease related to the impact of Hurricane Dorian. The change also includes a decrease related to the transfer of certain B2B operations in Puerto Rico from our C&W segment to our Liberty Puerto Rico segment.

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(a)	The increase is attributable to the net effect of (i) higher broadband internet and video RGUs and (ii) lower fixed-line telephony RGUs.

(b)	The increase is due to the net effect of (i) higher ARPU from broadband internet services, (ii) an improvement in product mix and (iii) lower ARPU from video and fixed-line telephony services. The increase in ARPU from video services is partially offset by $2 million in discounts given to customers due to content not provided as a result of civil unrest in Chile during the fourth quarter of 2019.

(c)	The increase is due to the net effect of (i) a higher average number of mobile subscribers and (ii) lower ARPU from mobile services.

(d)	The increase is primarily attributable to higher average numbers of broadband internet, video and fixed-line telephony RGUs.

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A decrease in programming and copyright costs of $23 million or 16.3%, primarily due to the net effect of (i) a $13 million benefit during 2019 from content accrual adjustments, largely related to the entry into new agreements with various content providers and, to a lesser extent, reassessments of content accruals, (ii) lower sports content costs, (iii) higher costs associated with an increase in subscribers during 2019, and (iv) a benefit from an accrual adjustment related to settlement discussions on a copyright dispute;

•	Higher costs related to B2B managed services projects in Panama; and

•	A decrease in interconnect and access costs of $2 million or 0.8%, primarily due to the net effect of (i) an increase in wholesale call volumes in Jamaica, (ii) the beneficial impact of the reassessment of an accrual during the second quarter of 2019 and (iii) lower rates.

•	A decrease in interconnect and access costs of $10 million or 15.3%, primarily as a result of the net effect of (i) decreases in interconnect costs and MVNO charges due to lower rates and (ii) the impact of a $3 million credit received during the fourth quarter of 2018 in connection with the renegotiation of our MVNO contract;

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An increase in programming and copyright costs of $3 million or 1.5%, primarily due to (i) higher costs associated with video-on-demand (VoD) services and catch-up television, (ii) an increase in copyright costs and (iii) an increase in certain premium and basic content costs, primarily resulting from higher rates.The increase in certain premium and basic content costs is partially offset by $2 million in lower costs due to certain premium services that were not provided during the fourth quarter of 2019; and

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•	An increase in equipment costs of $2 million or 8.2%, primarily due to the net effect of (i) higher mobile handset sales in VTR and (ii) lower equipment sales in Cabletica.

•	An increase in programming and copyright costs of $16 million or 22.2%, mostly attributable to (i) the impact of $11 million in credits received from programming vendors in 2018 resulting from the 2017 Hurricanes and (ii) higher programming rates; and

•	A decrease in interconnect costs of $2 million or 24.1%, primarily resulting from lower rates.

•	A decrease of $10 million in withholding taxes on third-party supplier services, primarily related to the expiration of statute of limitations;

•	A decrease in network-related expenses of $4 million or 2.3%, primarily due to lower (i) maintenance costs and (ii) hurricane restoration costs;

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An increase in bad debt and collection expenses of $1 million or 2.2%, primarily due to the net effect of (i) changes in provisions during 2019, including (a) a $5 million increase in provisions primarily related to certain B2B and government customers, (b) the release of certain other provisions and (c) a $2 million provision related to the impact of Hurricane Dorian, (ii) improved collections in 2019 and (iii) a $3 million recovery in the first quarter of 2018 related to provisions established following the impacts of the 2017 Hurricanes;

•	A net decrease of $4 million in revenue-based taxes in certain of our markets; and

•	A net increase resulting from other individually insignificant changes.

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•	An increase in outsourced labor and professional fees of $7 million or 35.7%, primarily due to increased call center volume in VTR; and

•	A decrease in network-related expenses of $2 million or 2.1%, primarily related to the net effect of (i) a decrease resulting from higher proportions of capitalized labor associated with installation activities, and (ii) higher costs related to customer premises equipment (CPE) materials and refurbishment activity.

•	An increase in network-related expenses of $3 million or 39.0%, primarily due to (i) an increase in system power expenses, as the 2018 period was impacted by the 2017 Hurricanes and (ii) higher CPE repair costs;

•	An increase in other various operating expenses of $2 million, as the 2018 period was impacted by the 2017 Hurricanes; and

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A decrease in personnel costs of $3 million or 14.8%, mostly driven by the net effect of (i) lower overtime-related personnel activities, as the 2018 period was impacted by the 2017 Hurricanes, and (ii) a $1 million hurricane disaster relief credit received during the third quarter of 2018 from the Puerto Rico Treasury Department, representing relief for wages paid to employees during the period of time our business was inoperable as a result of the 2017 Hurricanes.

•	A decrease in outsourced labor and professional services of $5 million or 13.1%, primarily due to lower legal and advisory-related costs in 2019;

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•	A decrease in marketing and advertising expenses of $4 million or 5.8%, primarily due to lower sponsorship costs and sales commissions;

•	A decrease in personnel costs of $2 million or 0.9%, primarily due to lower staffing levels largely stemming from various restructuring activities, as further described below;

•	A decrease in insurance costs of $2 million, due in part to the impact of C&W’s Weather Derivative, as further described below and in notes 3 and 5 to our consolidated financial statements; and

•	A net decrease resulting from individually insignificant changes.

•	An increase in professional services of $7 million or 36.9%, primarily due to (i) increased information technology costs associated with the implementation of a business support system and (ii) higher professional consultancy services; and

•	An increase in sales, marketing and advertising expenses of $2 million or 4.0%, primarily due to the net effect of (i) higher sales commissions to third-party dealers and (ii) lower costs associated with advertising campaigns.

•	Higher personnel costs of $2 million or 10.7%, mostly driven by a $1 million hurricane disaster relief credit received during the third quarter of 2018 from the Puerto Rico Treasury Department, representing relief for wages paid to employees during the period of time our business was inoperable as a result of the 2017 Hurricanes; and

•	An increase in information and technology-related expenses of $2 million or 60.9%, mostly driven by new software services.

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(a)

The loss during 2019 is primarily attributable to (i) changes in interest rates and (ii) changes in FX rates, predominantly due to changes in the value of the Chilean peso relative to the U.S. dollar. In addition, the loss during 2019 includes a net gain of $4 million resulting from changes in our credit risk valuation adjustments. The gain during 2018 is primarily attributable to (i) changes in FX rates, predominantly due to changes in the value of the Chilean peso relative to the U.S. dollar, and (ii) changes in interest rates. In addition, the gain during 2018 includes a net loss of $23 million resulting from changes in our credit risk valuation adjustments.

(b)	The amount for the 2019 period includes $6 million of amortization of the premiums associated with our Weather Derivatives, which we entered into during the second quarter of 2019.

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(a)	Represents the amount held by Liberty Latin America on a standalone basis, which includes the proceeds resulting from the offering of the Convertible Notes, net of issue costs and payments for the Capped Calls (as further described in note 13 to our consolidated financial statements).

(b)	Represents the aggregate amount held by subsidiaries of Liberty Latin America that are outside of our borrowing groups. All of these companies rely on funds provided by our borrowing groups to satisfy their liquidity needs.

(c)	Represents the aggregate amounts held by the parent entity of the applicable borrowing group and their restricted subsidiaries.

(d)	Includes $1,256 million of restricted cash held in escrow that will be used to fund a portion of the AT&T Acquisition (the AT&T Acquisition Restricted Cash). For additional information on the AT&T Acquisition and cash held in escrow see notes 4 and 10, respectively, to our consolidated financial statements.

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(a)

For purposes of our consolidated statements of cash flows, expenses, including VAT, financed by an intermediary are treated as hypothetical operating cash outflows and hypothetical financing cash inflows when the expenses are incurred. When we pay the financing intermediary, we record financing cash outflows in our consolidated statements of cash flows. For purposes of our adjusted free cash flow definition, we add back the hypothetical operating cash outflow when these financed expenses are incurred and deduct the financing cash outflows when we pay the financing intermediary.

(b)	Amount represents interest received on the AT&T Acquisition Restricted Cash.

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(a)

The commitments included in this table do not reflect any liabilities that are included in our December 31, 2019 consolidated balance sheet other than (i) debt and (ii) finance and operating lease obligations. Our liability for uncertain tax positions, including accrued interest, in the various jurisdictions in which we operate ($79 million at December 31, 2019) has been excluded from the table as the amount and timing of any related payments are not subject to reasonable estimation. For additional information regarding our liability for uncertain tax positions, see note 12 to our consolidated financial statements.

(b)	Amounts are based on interest rates, interest payment dates, commitment fees and contractual maturities in effect as of December 31, 2019. These amounts are presented for illustrative purposes only and will likely differ from the actual cash payments required in future periods. In addition, the amounts presented do not include the impact of our derivative contracts.

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Item 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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(a)	Includes the interest-related cash flows of our cross-currency and interest rate derivative contracts.

(b)	Includes the principal-related cash flows of our cross-currency derivative contracts.

(c)	Includes amounts related to our foreign currency forward contracts.

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Item 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Item 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Item 9A.	CONTROLS AND PROCEDURES

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•	The Company did not have a sufficient number of trained resources with the appropriate skills and knowledge with assigned responsibilities and accountability for the design and operation of internal controls over financial reporting.

•	The Company did not have an effective risk assessment process that successfully identified and assessed risks of misstatement to ensure controls were designed and implemented to respond to those risks. The Company did not adequately communicate the changes necessary in financial reporting and related internal controls throughout its organization and to affected third parties.

•	The Company did not have an effective monitoring process to assess the consistent operation of internal control over financial reporting and to remediate known control deficiencies.

•	The Company did not have an effective information and communication process to identify, capture and process relevant information necessary for financial accounting and reporting.

•

The Company did not i) establish effective general information technology controls (GITCs), specifically program change controls and access controls, commensurate with financial and IT personnel job responsibilities that support the consistent operation of the Company’s IT operating systems, databases and IT applications, and end user computing over all financial reporting, ii) have policies and procedures through which general information technology controls are deployed across the organization. Automated process-level controls and manual controls dependent upon the accuracy and completeness of information derived from information technology systems were also rendered ineffective because they are affected by the lack of GITCs.

•	Hire, train, and retain individuals with appropriate skills and experience, assign responsibilities and hold individuals accountable for their roles related to internal control over financial reporting.

•	Design and implement a comprehensive and continuous risk assessment process to identify and assess risks of material misstatement and ensure that the impacted financial reporting processes and related internal controls are properly designed and in place to respond to those risks in our financial reporting.

•	Design and implement additional monitoring controls to assess the consistent operation of controls, including those performed by our service providers, and to remediate deficiencies.

•	Design and implement general control activities over IT to support business processes.

•	Enhance the design of existing control activities and implement additional process-level control activities (including controls over the order-to-cash, procure-to-pay, hire-to-pay, long-lived assets, inventory, and other financial reporting processes) and ensure they are properly evidenced and operating effectively.

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•	The company did not have effective control activities related to the design, implementation and operation of process-level control activities related to goodwill impairment expense and business combinations.

•	Enhanced our risk assessment process and designed and implemented our additional or improved procedures and control activities to respond to material risks in our financial reporting.

•	Designed and implemented additional procedures and control activities related to our business combinations process surrounding the review and use of valuation reports and our recording of purchase price accounting adjustments.

•	Designed and implemented enhanced procedures and internal control activities surrounding the annual goodwill impairment analysis.

Item 9B.	OTHER INFORMATION

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•	The Company did not have a sufficient number of trained resources with the appropriate skills and knowledge with assigned responsibilities and accountability for the design and operation of internal controls over financial reporting.

•	The Company did not have an effective risk assessment process that successfully identified and assessed risks of misstatement to ensure controls were designed and implemented to respond to those risks. The Company did not adequately communicate the changes necessary in financial reporting and related internal controls throughout its organization and to affected third parties.

•	The Company did not have an effective monitoring process to assess the consistent operation of internal control over financial reporting and to remediate known control deficiencies.

•	The Company did not have an effective information and communication process to identify, capture and process relevant information necessary for financial accounting and reporting.

•

The Company did not i) establish effective general information technology controls (GITCs), specifically program change controls and access controls, commensurate with financial and IT personnel job responsibilities that support the consistent operation of the Company’s IT operating systems, databases and IT applications, and end user computing over all financial reporting, ii) have policies and procedures through which general information technology controls are deployed across the organization. Automated process-level controls and manual controls dependent upon the accuracy and completeness of information derived from information technology systems were also rendered ineffective because they are affected by the lack of GITCs.

•

The Company did not have effective control activities related to the design, implementation and operation of process-level control activities related to order-to-cash (including revenue, trade receivables, and deferred revenue), procure-to-pay (including operating expenses, prepaid expenses, accounts payable, and accrued liabilities), hire-to-pay (including compensation expense and accrued liabilities), long-lived assets, inventory, and other financial reporting processes.

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(1)	Basis of Presentation

General

Liberty Latin America Ltd. (Liberty Latin America) is a registered company in Bermuda that primarily includes (i) Cable & Wireless Communications Limited (C&W) and its subsidiaries, (ii) VTR Finance B.V. (VTR Finance) and its subsidiaries, which include VTR.com SpA (VTR), (iii) Leo Cable LP (Leo Cable) and its subsidiaries, which includes Liberty Cablevision of Puerto Rico LLC (LCPR), collectively “Liberty Puerto Rico”, and (iv) LBT CT Communications, S.A. (a less than wholly-owned entity) and its subsidiary, Cabletica (as defined in note 4). C&W owns less than 100% of certain of its consolidated subsidiaries, including The Bahamas Telecommunications Company Limited (C&W Bahamas), Cable & Wireless Jamaica Limited (C&W Jamaica), and Cable & Wireless Panama, S.A. (C&W Panama). For information regarding the percentages of certain of our less than wholly-owned consolidated subsidiaries, see Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Overview.

The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) and include the historical financial information of (i) certain former subsidiaries of Liberty Global plc (Liberty Global) for periods prior to the Split-Off, as defined below, and (ii) Liberty Latin America and its consolidated subsidiaries for the period following the Split-Off. Although Liberty Latin America was previously reported on a combined basis, these financial statements present all prior periods as consolidated. In these notes, the terms “we,” “our,” “our company” and “us” may refer, as the context requires, to Liberty Latin America or collectively to Liberty Latin America and its subsidiaries. Unless otherwise indicated, ownership percentages and convenience translations into United States (U.S.) dollars are calculated as of December 31, 2019.

We are an international provider of fixed, mobile and subsea telecommunications services. We provide residential and business-to-business (B2B) services in (i) over 20 countries, primarily in Latin America and the Caribbean, through C&W, (ii) Chile and Costa Rica, through VTR/Cabletica, and (iii) Puerto Rico, through Liberty Puerto Rico. Through our “Networks & LatAm” business, C&W also provides (i) B2B services in certain other countries in Latin America and the Caribbean and (ii) wholesale communication services over its subsea and terrestrial fiber optic cable networks that connect over 40 markets in that region.

LiLAC Transaction

On July 1, 2015, Liberty Global completed the “LiLAC Transaction,” pursuant to which each holder of Class A, Class B and Class C Liberty Global ordinary shares (Liberty Global Shares) received one share of the corresponding class of its “LiLAC Shares” for each 20 Liberty Global Shares held as of the record date for such distribution. Accordingly, Liberty Global issued 12,625,362 Class A, 523,626 Class B and 30,776,883 Class C LiLAC Shares upon the completion of the LiLAC Transaction. The LiLAC Shares were tracking shares, which were intended to reflect or “track” the economic performance of Liberty Global’s “LiLAC Group” rather than the economic performance of Liberty Global as a whole. The LiLAC Group comprised the same entities as Liberty Latin America at the time of the Split-Off (as defined below). As further described below, in connection with the Split-Off, the LiLAC Shares were effectively replaced by corresponding classes of Liberty Latin America common shares.

Split-Off of Liberty Latin America from Liberty Global

On December 29, 2017 (the Split-Off Distribution Date), Liberty Global completed its previously announced split-off (the Split-Off) of its former wholly-owned subsidiary, Liberty Latin America.The Split-Off was accomplished by (i) the distribution by Liberty Global to holders of its LiLAC Shares of all of the Company’s common shares and (ii) immediately following the distribution, the LiLAC Shares were redesignated as deferred shares (with virtually no economic rights) and those deferred shares were transferred for no consideration to a third-party designee, in each case, in accordance with Liberty Global’s articles of association and applicable law. Pursuant to the Split-Off, Liberty Global distributed to holders of its LiLAC Shares, as a dividend, (i) one Class A common share of the Company for each Class A LiLAC ordinary share, (ii) one Class B common share of the Company for each Class B LiLAC ordinary share and (iii) one Class C common share of the Company for each Class C LiLAC ordinary share, in each case, held by such holder as of the Split-Off Distribution Date. In the Split-Off, 48,428,841 Class A common shares, 1,940,193 Class B common shares and 120,843,539 Class C common shares of Liberty Latin America were issued (collectively, Liberty Latin America Shares). As a result of the Split-Off, Liberty Latin America is an independent, publicly traded company. The Split-Off was accounted for at historical cost due to the pro rata distribution of Liberty Latin America Shares to holders of Liberty Global’s LiLAC Shares.

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(2)	Accounting Changes and Recent Accounting Pronouncements

Accounting Changes

ASU 2016-02

In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (ASU 2016-02), as amended by ASU No. 2018-11, Targeted Improvements, which provides an option to use one of two modified retrospective approaches in the adoption of ASU 2016-02. ASU 2016-02, for most leases, results in lessees recognizing right-of-use assets and lease liabilities on the balance sheet and additional disclosures. We adopted ASU 2016-02 effective January 1, 2019 using the effective date transition method. A number of optional practical expedients were applied in transition, as further described below.

The main impact of the adoption of this standard was the recognition of right-of-use assets and lease liabilities in our consolidated balance sheet as of January 1, 2019 for those leases classified as operating leases under ASU 2016-02. We did not recognize right-of-use assets or lease liabilities for leases with a term of 12 months or less, as permitted by the short-term lease practical expedient in the standard. In transition, we applied the practical expedients that permit us not to reassess (i) whether expired or existing contracts are or contain a lease under the new standard, (ii) the lease classification for expired or existing leases, (iii) whether previously-capitalized initial direct costs would qualify for capitalization under the new standard and (iv) whether existing or expired land easements that were not previously accounted for as leases are or contain a lease. We also applied the practical expedient that permits us to account for customer service revenue contracts that include both non-lease and lease components as a single component in all instances where the non-lease component is the predominant component of the arrangement and the other applicable criteria are met. In addition, we did not use hindsight during the transition.

We implemented internal controls to ensure we adequately evaluate our contracts and properly assessed the impact of ASU 2016-02 on our consolidated financial statements. We do not believe such controls represent significant changes to our internal control over financial reporting.

For information regarding changes to our accounting policies following the adoption of ASU 2016-02, see note 3.

The cumulative effect of the changes made to our consolidated balance sheet as of January 1, 2019 is as follows:

	Balance at December 31, 2018				Cumulative catch up adjustments upon adoption				Balance at January 1, 2019
	in millions
Assets:
Other assets, net	$	703.4			$	141.6			$	845.0
Liabilities:
Other accrued and current liabilities	$	567.4			$	33.9			$	601.3
Other long-term liabilities	$	552.9			$	107.7			$	660.6

ASU 2018-13

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13). ASU 2018-13 modifies certain disclosure requirements on fair value measurements, including (i) clarifying narrative disclosure regarding measurement uncertainty from the use of unobservable inputs, if those inputs reasonably could have been different as of the reporting date, (ii) adding certain quantitative disclosures, including (a) changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and (b) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and (iii) removing certain fair value measurement disclosure requirements, including (a) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, (b) the policy for timing of transfers between levels of the fair value hierarchy and (c) the valuation processes for Level 3 fair value measurements. The amendments in ASU 2018-13 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. We are permitted to early adopt any removed or modified disclosures and delay

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adoption of the additional disclosures until their effective date. As of December 31, 2018, we early adopted the portion of ASU 2018-13 that allows for the removal of certain fair value measurement disclosures from our consolidated financial statements. We do not expect the remaining disclosure requirements of ASU 2018-13 will have a material effect on our consolidated financial statements.

ASU 2014-09

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. We adopted ASU 2014-09 effective January 1, 2018 by recording the cumulative effect to the opening balance of our accumulated deficit. We applied the new standard to contracts that were not complete as of January 1, 2018. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods.

The most significant impacts of ASU 2014-09 on our revenue recognition policies relate to our accounting for (i) long-term capacity contracts, (ii) subsidized handset plans and (iii) certain installation and other upfront fees, each as set forth below:

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We enter into certain long-term capacity contracts with customers where the customer pays the transaction consideration at inception of the contract. Under previous accounting standards, we did not impute interest for advance payments from customers related to services that are provided over time. Under ASU 2014-09, payment received from a customer significantly in advance of the provision of services is indicative of a financing component within the contract. If the financing component is significant, interest expense is accreted over the life of the contract with a corresponding increase to revenue.

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ASU 2014-09 requires the identification of deliverables in contracts with customers that qualify as performance obligations. The transaction price consideration from customers is allocated to each performance obligation under the contract on the basis of relative standalone selling price. Under previous accounting standards, when we offered discounted equipment, such as handsets under a subsidized contract, upfront revenue recognition was limited to the upfront cash collected from the customer as the remaining monthly fees to be received from the customer, including fees associated with the equipment, were contingent upon delivering future airtime. This limitation is not applied under ASU 2014-09. The primary impact on revenue reporting is that when we sell discounted equipment together with airtime services to customers, revenue allocated to equipment and recognized when control of the device passes to the customer will increase and revenue recognized as services are delivered will decrease.

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When we enter into contracts to provide services to our customers, we often charge installation or other upfront fees. Under previous accounting standards, installation fees related to services provided over our fixed networks were recognized as revenue during the period in which the installation occurred to the extent those fees were equal to or less than direct selling costs. Under ASU 2014-09, these fees are generally deferred and recognized as revenue over the contractual period for those contracts with substantive termination penalties, or for the period of time the upfront fees convey a material right for month-to-month contracts and contracts that do not include substantive termination penalties.

ASU 2014-09 also impacted our accounting for certain upfront costs directly associated with obtaining and fulfilling customer contracts. Under our previous policy, these costs were expensed as incurred unless the costs were in the scope of other accounting standards that allowed for capitalization. Under ASU 2014-09, the upfront costs associated with contracts that have substantive termination penalties and a term of longer than one year are recognized as assets and amortized to other operating expenses over the applicable period benefited. 

We implemented internal controls to ensure we adequately evaluated our contracts and properly assessed the impact of ASU 2014-09 on our consolidated financial statements. We do not believe such new controls represent significant changes to our internal control over financial reporting.

For information regarding changes to our accounting policies following the adoption of ASU 2014-09 and our contract assets and deferred revenue balances, see note 3. For our disaggregated revenue by product, see note 19.

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The cumulative effect of the changes made to our consolidated balance sheet as of January 1, 2018 is as follows:

	Balance at December 31, 2017				Cumulative catch up adjustments upon adoption				Balance at January 1, 2018
	in millions
Assets:
Other current assets	$	222.9			$	15.8			$	238.7
Other assets, net	$	517.7			$	15.6			$	533.3
Liabilities:
Deferred revenue	$	143.4			$	13.3			$	156.7
Other long-term liabilities	$	697.8			$	25.6			$	723.4
Equity:
Accumulated deficit	$	(1,010.7	)		$	(11.1	)		$	(1,021.8	)
Noncontrolling interests	$	1,361.0			$	3.6			$	1,364.6

The impact of our adoption of ASU 2014-09 to our consolidated statement of operations for the year ended December 31, 2018 is as follows:

	Before adoption of ASU 2014-09				Impact of ASU 2014-09 Increase (decrease)				As reported
	in millions
Revenue	$	3,697.3			$	8.4			$	3,705.7
Operating costs and expenses – selling, general and administrative	$	768.9			$	(0.7	)		$	768.2
Non-operating expense – interest expense	$	424.6			$	19.1			$	443.7
Income tax expense	$	52.6			$	(1.5	)		$	51.1
Net loss	$	627.3			$	8.5			$	635.8

Recent Accounting Pronouncements

ASU 2016-13

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses—Measurement of Credit Losses on Financial Instruments (ASU 2016-13), as amended by (i) ASU No. 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates, which amended certain effective dates, and (ii) ASU No. 2019-11, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, which clarifies guidance around how to report expected recoveries. ASU 2016-13 replaces the incurred loss impairment methodology for recognizing credit losses with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. We will be required to use a forward-looking expected credit loss model for accounts receivables, loans and other financial instruments. ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. Adoption of the standard will be applied using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align our credit loss methodology with the new standard. We do not expect the adoption of ASU 2016-13 will have a material impact on our consolidated financial statements.

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ASU 2018-14

In August 2018, the FASB issued ASU No. 2018-14, Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans (ASU 2018-14), which removes and modifies certain existing disclosure requirements and adds new disclosure requirements related to employer sponsored defined benefit pension or other postretirement plans. ASU 2018-14 is effective for annual reporting periods after December 15, 2020, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the effect that ASU 2018-14 will have on our disclosures.

ASU 2018-15

In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software—Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (ASU 2018-15). ASU 2018-15 provides additional guidance on ASU No. 2015-05, Intangibles—Goodwill and Other—Internal-Use Software—Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which was issued to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The guidance (i) provides criteria for determining which implementation costs to capitalize as an asset related to the service contract and which costs to expense, (ii) requires an entity (customer) to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement and (iii) clarifies the presentation requirements for reporting such costs in the entity’s financial statements. ASU 2018-15 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. We will apply ASU 2018-15 prospectively to all implementation costs incurred after the date of adoption and do not expect it will have a material impact on our consolidated financial statements.

ASU 2019-12

(3)	Summary of Significant Accounting Policies

Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used in accounting for, among other things, the valuation of acquisition-related assets and liabilities, allowances for uncollectible accounts, programming and copyright expenses, deferred income taxes and related valuation allowances, loss contingencies, fair value measurements, impairment assessments, capitalization of internal costs associated with construction and installation activities, useful lives of long-lived assets and actuarial liabilities associated with certain benefit plans. Actual results could differ from those estimates.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation.

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Principles of Consolidation

The accompanying consolidated financial statements include our accounts and the accounts of all voting interest entities where we exercise a controlling financial interest through the ownership of a direct or indirect controlling voting interest and variable interest entities for which our company is the primary beneficiary. Intercompany accounts have been eliminated in consolidation.

Cash and Cash Equivalents and Restricted Cash

Cash equivalents consist of money market funds and other investments that are readily convertible into cash and have maturities of three months or less at the time of acquisition. We record money market funds at the net asset value as there are no restrictions on our ability, contractual or otherwise, to redeem our investments.

Restricted cash consists of cash held in restricted accounts, including cash held as collateral for acquisitions, debt and other compensating balances, as applicable. Cash that is restricted to a specific use is classified as current or long-term based on, among other things, the expected use and timing of disbursement of the restricted cash. At December 31, 2019 and 2018, our current and long-term restricted cash balances aggregated $1,273 million and $11 million, respectively. Our current restricted cash balances are included in other current assets, net, in our consolidated balance sheets. For further information on certain of our restricted cash, see note 10.

Trade Receivables

Our trade receivables are reported net of an allowance for doubtful accounts. The allowance for doubtful accounts is based upon our assessment of probable loss related to uncollectible accounts receivable. We use a number of factors in determining the allowance, including, among other things, collection trends, prevailing and anticipated economic conditions and specific customer credit risk. The allowance is maintained until either payment is received or the likelihood of collection is considered to be remote.

Concentration of credit risk with respect to trade receivables is limited due to the large number of customers and their dispersion across many different countries, with the exception of $89 million and $85 million at December 31, 2019 and 2018, respectively, due from a single government.

Investments

We hold an equity security in Telecommunications Services of Trinidad and Tobago Limited (TSTT) for which the fair value is not readily determinable. Accordingly, we measure this investment at cost minus impairment, plus or minus changes resulting from observable price changes. When indicators of impairment exist, we estimate the fair value and record an impairment charge if the carrying value of the investment exceeds its estimated fair value. Any impairment charges are recorded in other income (expense), net, in our consolidated statement of operations.

We account for our investment in United Kingdom (U.K.) Government Gilts using the available-for-sale method. Available-for-sale securities are measured at fair value. Changes in the fair value of available-for-sale securities are reflected in other comprehensive income or loss until sold or other-than-temporarily impaired, at which time the amounts are reclassified from accumulated other comprehensive income or loss into non-operating income or expense in our consolidated statement of operations.

For additional information regarding our fair value measurements, see note 6. For additional information regarding these investments, see notes 7 and 15.

Financial Instruments

Due to the short maturities of cash and cash equivalents, trade and other receivables, other current assets, accounts payable, accrued liabilities and other accrued and current liabilities, their respective carrying values approximate their respective fair values. For information concerning the fair values of our derivative and debt instruments, see notes 5 and 10, respectively. For information regarding how we arrive at certain of our fair value measurements, see note 6.

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Derivative Instruments

Derivative Instruments Recorded at Fair Value

Most of our derivative instruments, whether designated as hedging relationships or not, are recorded on the consolidated balance sheets at fair value. If the derivative instrument is not designated as a hedge, changes in the fair value of the derivative instrument are recognized in earnings. If the derivative instrument is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative instrument are recorded in other comprehensive earnings or loss and subsequently reclassified into our consolidated statements of operations when the hedged forecasted transaction affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in realized and unrealized gains or losses on derivative instruments in our consolidated statements of operations. With the exception of certain foreign currency forward contracts, we do not apply hedge accounting to our derivative instruments.

The net cash received or paid related to our derivative instruments is classified as an operating, investing or financing activity in our consolidated statements of cash flows based on the objective of the derivative instrument and the classification of the applicable underlying cash flows. For cross-currency and interest rate derivative contracts, the net cash paid or received related to current interest is classified as an operating activity in our consolidated statements of cash flows. For cross-currency derivative contracts, the net cash paid or received related to principal is classified as a financing activity in our consolidated statements of cash flows. For foreign currency forward contracts that are used to hedge capital expenditures, the net cash paid or received is classified as an adjustment to capital expenditures in our consolidated statements of cash flows. For foreign currency forward contracts that are used to hedge principal exposure on foreign currencies, the net cash paid or received is classified as a financing activity in our consolidated statements of cash flows. For derivative contracts that are terminated prior to maturity, the cash paid or received upon termination that relates to future periods is classified as a financing activity in our consolidated statements of cash flows.

Weather Derivatives

Our weather derivative contracts (Weather Derivatives) are not accounted for at fair value. The premiums paid associated with the Weather Derivatives are recorded in other current assets, net, in our consolidated balance sheet, and the amortization of the premiums is included in realized and unrealized gains (losses) on derivative instruments, net, in our consolidated statement of operations. The cash paid associated with the premiums is classified as an operating activity in our consolidated statement of cash flows. In the event of a payout under our Weather Derivatives, the cash received would be classified as an operating activity in our consolidated statements of cash flows.

For information regarding our derivative instruments, see note 5.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. We capitalize costs associated with the construction of new cable and mobile transmission and distribution facilities and the installation of new cable services. The nature and amount of labor and other costs to be capitalized with respect to construction and installation activities involves significant judgment. In addition to direct external and internal labor and materials, we also capitalize other costs directly attributable to our construction and installation activities, including dispatch costs, quality-control costs, vehicle-related costs and certain warehouse-related costs. The capitalization of these costs is based on time sheets, time studies, standard costs, call tracking systems and other verifiable means that directly link the costs incurred with the applicable capitalizable activity. We continuously monitor the appropriateness of our capitalization policies and update the policies when necessary to respond to changes in facts and circumstances, such as the development of new products and services and changes in the manner that installations or construction activities are performed. Installation activities that are capitalized include (i) the initial connection (or drop) from our cable system to a customer location, (ii) the replacement of a drop and (iii) the installation of equipment for additional services, such as digital cable, telephone or broadband internet service. The costs of other customer-facing activities, such as reconnecting and disconnecting customer locations and repairing or maintaining drops, are expensed as incurred. Interest capitalized with respect to construction activities was not material during any of the periods presented.

We capitalize internal and external costs directly associated with the development of internal-use software. Capitalized internal-use software is included as a component of property and equipment. We also capitalize costs associated with the purchase of software licenses. Software obtained in a hosting arrangement is expensed as incurred over the life of the service contract, unless we have the right to take possession of the software at any time without significant penalty and it is feasible to run the software

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on our own hardware or contract with another party unrelated to the vendor to host the software. Maintenance and training costs, as well as costs incurred during the preliminary stage of an internal-use software development project, are expensed as incurred.

Depreciation is computed using the straight-line method over the estimated useful life of the underlying asset. Equipment under finance leases is amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset and is included in depreciation and amortization in our consolidated statements of operations. Useful lives used to depreciate our property and equipment are assessed periodically and are adjusted when warranted. The useful lives of cable and mobile distribution systems that are undergoing a rebuild are adjusted such that property and equipment to be retired will be fully depreciated by the time the rebuild is completed. For additional information regarding the useful lives of our property and equipment, see note 9.

Additions, replacements and improvements that extend the asset life are capitalized. Repairs and maintenance are expensed as incurred.

We recognize a liability for asset retirement obligations in the period in which it is incurred if sufficient information is available to make a reasonable estimate of fair values. Asset retirement obligations primarily relate to assets placed on leased wireless towers and other premises. Asset retirement obligations of $38 million and $37 million at December 31, 2019 and 2018, respectively, are included in other long-term liabilities in our consolidated balance sheets.

Intangible Assets

Our primary intangible assets relate to goodwill, customer relationships and cable television franchise rights. Goodwill represents the excess purchase price over the fair value of the identifiable net assets acquired in a business combination. Customer relationships and cable television franchise rights are initially recorded at their fair values in connection with business combinations.

Goodwill and other intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with finite lives are amortized on a straight-line basis over their respective estimated useful lives to their estimated residual values, and reviewed for impairment.

We do not amortize our cable television franchise rights and certain other intangible assets as these assets have indefinite lives. For additional information regarding the useful lives of our intangible assets, see note 9.

Impairment of Property and Equipment and Intangible Assets

When circumstances warrant, we review the carrying amounts of our property and equipment and our intangible assets (other than goodwill and other indefinite-lived intangible assets) to determine whether such carrying amounts continue to be recoverable. Such changes in circumstance may include (i) the impact of natural disasters, such as hurricanes, (ii) an expectation of a sale or disposal of a long-lived asset or asset group, (iii) adverse changes in market or competitive conditions, (iv) an adverse change in legal factors or business climate in the markets in which we operate and (v) operating or cash flow losses. For purposes of impairment testing, long-lived assets are grouped at the lowest level for which cash flows are largely independent of other assets and liabilities, generally at or below the reporting unit level (see below). If the carrying amount of the asset or asset group is greater than the expected undiscounted cash flows to be generated by such asset or asset group, an impairment adjustment is recognized. Such adjustment is measured by the amount that the carrying value of such asset or asset group exceeds its fair value. We generally measure fair value by considering (i) sale prices for similar assets, (ii) discounted estimated future cash flows using an appropriate discount rate and/or (iii) estimated replacement cost. Assets to be disposed of are recorded at the lower of their carrying amount or fair value less costs to sell.

We evaluate goodwill and other indefinite-lived intangible assets (primarily cable television franchise rights) for impairment at least annually on October 1 and whenever facts and circumstances indicate that the fair value of a reporting unit or an indefinite-lived intangible asset may be less than its carrying value. For impairment evaluations with respect to both goodwill and other indefinite-lived intangibles, we first make a qualitative assessment to determine if the goodwill or other indefinite-lived intangible may be impaired. In the case of goodwill, if it is more-likely-than-not that a reporting unit’s fair value is less than its carrying value, we then compare the fair value of the reporting unit to its respective carrying amount. A reporting unit is an operating segment or one level below an operating segment (referred to as a “component”). Goodwill impairment is recorded as the excess of a reporting unit’s carrying value over its fair value and is charged to operations as an impairment loss. With respect to other indefinite-lived intangible assets, if it is more-likely-than-not that the fair value of an indefinite-lived intangible asset is less than its carrying value, we then estimate its fair value and any excess of the carrying value over the fair value is also charged to operations

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as an impairment loss. For additional information regarding the fair value measurements of our property and equipment and intangible assets, see note 6. For additional information regarding impairments, see note 9.

Contract Assets

When we transfer goods or services to a customer but do not have an unconditional right to payment, we record a contract asset. Contract assets are reclassified to trade receivables, net, in our consolidated balance sheet at the point in time we have the unconditional right to payment. Our contract assets were $22 million and $9 million as of December 31, 2019 and 2018, respectively. The change in our contract assets during 2019 was not material. The current and long-term portion of contract assets are included in other current assets and other assets, net, respectively, in our consolidated balance sheet.

Deferred Contract Costs

Incremental costs to obtain a contract with a customer, such as incremental sales commissions, are recognized as an asset and amortized to SG&A expenses over the applicable period benefited, which is the longer of the contract life or the economic life of the commission. If, however, the amortization period is one year or less, we expense such costs in the period incurred. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained are recognized as an expense when incurred. Our deferred contract costs were $8 million and $9 million as of December 31, 2019 and 2018, respectively. The change in our deferred contract costs during 2019 was not material. The current and long-term portion of deferred contract costs are included in other current assets and other assets, net, respectively, in our consolidated balance sheet.

Deferred Revenue

We record deferred revenue when we have received payment prior to transferring goods or services to a customer. Deferred revenue primarily relates to (i) advanced payments on fixed subscription services, mobile airtime services and long-term capacity contracts and (ii) deferred installation and other upfront fees. Our aggregate current and long-term deferred revenue as of December 31, 2019 and 2018 was $372 million and $401 million, respectively. Long-term deferred revenue is included in other long-term liabilities in our consolidated balance sheets. We recorded an aggregate of $19 million of current and long-term deferred revenue on January 1, 2018 upon the adoption of ASU 2014-09. The decrease in our current and long-term deferred revenue balances during 2019 primarily relates to amortization of long-term capacity contracts, partially offset by new contracts entered into during the year at Networks & LatAm.

Operating Leases

We classify leases with a term of greater than 12 months where substantially all risks and rewards incidental to ownership are retained by the third-party lessors as operating leases. We record a right-of-use asset and an operating lease liability at inception of the lease at the present value of the lease payments plus certain other payments, including variable lease payments and amounts probable of being owed by us under residual value guarantees. Payments made under operating leases, net of any incentives received from the lessors, are recognized to expense on a straight-line basis over the term of the lease. Initial direct costs incurred in negotiating and arranging operating leases are recognized to expense when incurred. Contingent rental payments are recognized to expense when incurred. Our right-of-use assets are included in other assets, net, in our consolidated balance sheet. Our current and non-current operating lease liabilities are included in other accrued and current liabilities and other long-term liabilities, respectively, in our consolidated balance sheet.

We use a credit-adjusted discount rate to measure our operating lease liabilities. We derive the discount rates associated with each of our borrowing groups starting with a risk free rate, generally the U.S. Treasury Bill rate. To determine credit risk, we create an industry benchmark credit default swap (CDS) curve from an observable high-yield debt index using comparable telecommunication companies as a proxy. We then determine the maximum curve shift against this CDS curve derived from our own tradable debt within each borrowing group, and make adjustments to correct for the collateralized interest rate spread by comparing unsecured debt to asset-backed securities (secured debt) trades, which is based on the spread between the BB- and B+ industrial curves. We determine the discount factor from this adjusted curve for each borrowing group.

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Our operating leases primarily consist of (i) property leases for mobile tower locations that generally have initial terms of five to ten years with one or more renewal options and (ii) lease commitments for (a) retail stores, offices and facilities, (b) other network assets and (c) other equipment. It is expected that in the normal course of business, operating leases that expire generally will be renewed or replaced by similar leases.

Income Taxes

The income taxes of Liberty Latin America are presented on a standalone basis, and each tax paying entity or group within Liberty Latin America is presented on a separate return basis. Income taxes are accounted for under the asset and liability method. We recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts and income tax basis of assets and liabilities and the expected benefits of utilizing net operating loss and tax credit carryforwards, using enacted tax rates in effect for each taxing jurisdiction in which we operate for the year in which those temporary differences are expected to be recovered or settled. We recognize the financial statement effects of a tax position when it is more-likely-than-not, based on technical merits, that the position will be sustained upon examination. Net deferred tax assets are then reduced by a valuation allowance if we believe it is more-likely-than-not that such net deferred tax assets will not be realized. Certain of our valuation allowances and tax uncertainties are associated with entities that we acquired in business combinations. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. Deferred tax liabilities related to investments in foreign entities and foreign corporate joint ventures that are essentially permanent in duration are not recognized until it becomes apparent that such amounts will reverse in the foreseeable future. In order to be considered essentially permanent in duration, sufficient evidence must indicate that the foreign entity has invested or will invest its undistributed earnings indefinitely, or that earnings will be remitted in a tax-free liquidation. Interest and penalties related to income tax liabilities are included in income tax benefit or expense in our consolidated statements of operations.

For additional information regarding our income taxes, see note 12.

Employee Benefit Plans

Certain of our subsidiaries maintain various employee defined benefit plans. Defined benefit pension plan costs are determined using actuarial methods and are accounted for using the projected unit credit method, which incorporates management’s best estimates of future salary levels, other cost escalations, retirement ages of employees, and other actuarial factors. Our net asset or liability in respect of defined benefit pension plans represents the fair value of the plan assets, less the present value of the defined benefit obligations. The fair value of plan assets and the projected benefit obligation for each plan are calculated annually by independent qualified actuaries. Defined benefit assets are only recognized to the extent they are deemed recoverable.

For additional information regarding our defined benefit plans, see note 15.

Certain of our subsidiaries participate in externally managed defined contribution pension plans. A defined contribution plan is a pension plan under which we have no further obligation once the fixed defined contribution has been paid to the third-party administrator of the plan. Contributions under our defined contribution pension plan are recognized as incurred in SG&A expense in our consolidated statements of operations.

Foreign Currency Translation and Transactions

The reporting currency of Liberty Latin America is the U.S. dollar. The functional currency of our foreign operations is the applicable local currency for each foreign entity. Assets and liabilities of our foreign subsidiaries (including intercompany balances for which settlement is not anticipated in the foreseeable future) are translated at the spot rate in effect at the applicable reporting date. With the exception of certain material transactions, the amounts reported in our consolidated statements of operations are translated at the average exchange rates in effect during the applicable period. The resulting unrealized cumulative translation adjustment, net of applicable income taxes, is recorded as a component of accumulated other comprehensive earnings or loss in our consolidated statements of equity. With the exception of certain material transactions, the cash flows from our operations in foreign countries are translated at the average rate for the applicable period in our consolidated statements of cash flows. The impacts of material transactions generally are recorded at the applicable spot rates in our consolidated statements of operations and cash flows. The effect of exchange rates on cash balances held in foreign currencies are separately reported in our consolidated statements of cash flows.

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Transactions denominated in currencies other than our or our subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Changes in exchange rates with respect to amounts recorded in our consolidated balance sheets related to these non-functional currency transactions result in transaction gains and losses that are reflected in our consolidated statements of operations as unrealized (based on the applicable period end exchange rates) or realized upon settlement of the transactions.

Revenue Recognition

We categorize revenue into two major categories: (i) residential revenue, which includes revenue from fixed and mobile services provided to residential customers, and (ii) B2B revenue, which includes B2B service and subsea network revenue. For additional information regarding our revenue by major category, see note 19. Our revenue recognition policies are as follows.

General. Most of our fixed and mobile residential contracts are not enforceable or do not contain substantive early termination penalties. Accordingly, revenue relating to these customers is recognized on a basis consistent with customers that are not subject to contracts. We account for customer service revenue contracts that include both non-lease and lease components as a single component in all instances where the non-lease component is the predominant component of the arrangement and the other applicable criteria are met.

Residential Fixed and B2B Service Revenue – Fixed Networks. We recognize revenue from video, broadband internet and fixed-line telephony services over our fixed networks to customers in the period the related residential fixed or B2B services are provided. Installation or other upfront fees related to services provided over our fixed networks are generally deferred and recognized as subscription revenue over the contractual period, or longer if the upfront fee results in a material renewal right. We defer upfront installation and certain nonrecurring fees received on B2B contracts where we maintain ownership of the installed equipment. The deferred fees are amortized into revenue on a straight-line basis over the term of the arrangement or the expected period of performance.

We may also sell video, broadband internet and fixed-line telephony services to our customers in bundled packages at a rate lower than if the customer purchased each product on a standalone basis. Arrangement consideration from bundled packages generally is allocated proportionally to the individual service based on the relative standalone price for each respective product or service.

Mobile Revenue – General. Consideration from mobile contracts is allocated to airtime services and handset sales based on the relative standalone prices of each performance obligation.

Mobile Revenue – Airtime Services. We recognize revenue from mobile services in the period the related services are provided. Payments received from prepay customers are recorded as deferred revenue prior to the commencement of services and are recognized as revenue as the services are rendered or usage rights expire.

Mobile Revenue – Handset Revenue. Arrangement consideration allocated to handsets is recognized as revenue when the goods have been transferred to the customer.

B2B Subsea Network Revenue – Long-term Capacity Contracts. We enter into certain long-term capacity contracts with customers where the customer either pays a fixed fee over time or prepays for the capacity upfront and pays a portion related to operating and maintenance of the network over time. We assess whether prepaid capacity contracts contain a significant financing component. If the financing component is significant, interest expense is accreted over the life of the contract using the effective interest method. The revenue associated with prepaid capacity contracts is deferred and generally recognized on a straight-line basis over the life of the contract. As of December 31, 2019, we have approximately $455 million of unfulfilled performance obligations relating to our long-term capacity contracts, primarily subsea contracts, that generally will be recognized as revenue over an average remaining life of seven years.

Government Funding Revenue. During 2018, we received funds from the U.S. Federal Communications Commission (the FCC), which were granted to help restore and improve coverage and service quality from damages caused by Hurricanes Irma and Maria (the 2017 Hurricanes), across certain of our markets. The FCC does not meet the definition of a “customer,” accordingly, we recognized the funds granted from the FCC as other revenue in the period in which we were entitled to receive the funds. For additional information regarding funding received during the third quarter of 2018, see note 19.

Sales, Use and Other Value-Added Taxes (VAT). Revenue is recorded net of applicable sales, use and other value-added taxes.

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Share-based Compensation

We recognize compensation expense associated with share-based incentive awards based on their grant-date fair values. The grant-date fair values for stock appreciation rights (SARs) are estimated using the Black-Scholes-Merton valuation model and the grant-date fair values for restricted stock units (RSUs) and performance-based restricted stock units (PSUs) are based upon the closing market price of our stock on the date of grant. We use the legal life of the award for the expected life of SARs granted to executives. For SARs granted to non-executives, the expected life is calculated using the “simplified method.” We believe the simplified method is appropriate for these awards as we do not have historical exercise data for periods prior to the Split-Off. The expected volatility of SARs is calculated utilizing a weighted average computation of data from a comparable group of peer companies, Liberty Latin America’s share trading history, and the implied volatility from traded LILA and LILAK options. We recognize the grant-date fair value of outstanding awards as a charge to operations over the requisite service period, which is generally the vesting period, and account for forfeitures as they occur. We use the straight-line method to recognize share-based compensation expense for share-based incentive awards that do not contain a performance condition and the accelerated expense attribution method for our share-based incentive awards that contain a performance condition and vest on a graded basis.

For additional information regarding our share-based compensation, see note 16.

Earnings (Loss) per Share

Basic earnings (loss) per share (EPS) is computed by dividing net earnings (loss) attributable to Liberty Latin America shareholders by the weighted average number of Liberty Latin America Shares and/or LiLAC Shares outstanding during the years presented, as further described below. Diluted EPS presents the dilutive effect, if any, on a per share basis of potential shares as if they had been exercised, vested or converted at the beginning of the periods presented.

The details of our weighted average shares outstanding are set forth below:

	Year ended December 31,
	2019 (a)			2018 (a)			2017 (b)
Weighted average shares outstanding - basic and dilutive	181,506,875			173,313,575			171,850,041

(a)	Represent the weighted average number of Liberty Latin America Shares outstanding during the year.

(b)	Represents (i) the weighted average number of LiLAC Shares outstanding during the year prior to the Split-Off and (ii) the weighted average number of Liberty Latin America Shares outstanding during the year subsequent to the Split-Off. The amount was used for both basic and dilutive EPS, as no Company equity awards were outstanding prior to the Split-Off.

We reported losses attributable to Liberty Latin America shareholders during 2019, 2018 and 2017. As a result, the potentially dilutive effect at December 31, 2019, 2018 and 2017 of the following items was not included in the computation of diluted loss per share for such periods because their inclusion would have been anti-dilutive to the computation or, in the case of certain PSUs, because such awards had not yet met the applicable performance criteria: (i) using the if-converted method, the aggregate number of shares potentially issuable under our Convertible Notes of approximately 18.1 million, nil and nil, respectively, (ii) the aggregate number of shares issuable pursuant to outstanding options, SARs and RSUs of approximately 15.2 million, 13.1 million and 8.9 million, respectively, and (iii) the aggregate number of shares issuable pursuant to outstanding PSUs of approximately 2.0 million, 2.1 million and 1.2 million, respectively. A portion of these amounts relate to Liberty Latin America Shares held by employees of Liberty Global.

Litigation Costs

Legal fees and related litigation costs are expensed as incurred.

(4)	Acquisitions and Disposition

Pending Acquisition

On October 9, 2019, Leo Cable and Liberty Latin America entered into a stock purchase agreement with certain subsidiaries of AT&T Inc. (AT&T) to acquire AT&T’s wireless and wireline operations in Puerto Rico and the U.S. Virgin Islands (the AT&T

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Acquisition) in an all-cash transaction. The AT&T Acquisition companies provide consumer mobile and B2B services in Puerto Rico and the U.S. Virgin Islands, excluding DirecTV customers. The AT&T Acquisition is valued at an enterprise value of $1,950 million on a cash- and debt-free basis, subject to certain adjustments. We intend to finance this acquisition, including related fees and expenses, through a combination of net proceeds from the 2027 LPR Senior Secured Notes and the 2026 SPV Credit Facility, each as defined and further discussed in note 10, and available liquidity.

The transaction is subject to customary closing conditions, including reviews by the United States FCC and the Department of Justice. We currently expect the transaction to close in the second quarter of 2020.

AT&T will provide ongoing support to the AT&T Acquisition companies under a transition services agreement (the AT&T TSA) for a period up to 36 months following the closing date of the acquisition. Services under the AT&T TSA include, but are not limited to, (i) wireless core, (ii) technology development, (iii) global technology operations, (iv) wireless engineering, (v) network infrastructure, (vi) supply chain and (vii) finance and sales operations. We may terminate any services under the AT&T TSA upon sixty business days’ notice to AT&T in accordance with the terms and conditions of the AT&T TSA.

2019 Acquisition

UTS. Effective March 31, 2019, we completed the acquisition of an 87.5% interest in United Telecommunication Services N.V. (UTS) for a cash purchase price of $162 million, subject to certain potential post-closing adjustments, based on an enterprise value of $189 million (the UTS Acquisition). During the third quarter of 2019, we increased our ownership interest in UTS from 87.5% to 100%, as further described in note 13. UTS provides fixed and mobile services to the island nations of Curaçao, St. Maarten, St. Martin, Bonaire, St. Barths, St. Eustatius and Saba. The UTS Acquisition was funded through a $170 million draw on the C&W Revolving Credit Facility. For further information on the draw of the C&W Revolving Credit Facility, see note 10.

We have accounted for the UTS Acquisition as a business combination using the acquisition method of accounting, whereby the total purchase price was allocated to the acquired identifiable net assets of UTS based on assessments of their respective fair values, and the excess of the purchase price over the fair values of these identifiable net assets was allocated to goodwill. The preliminary opening balance sheet is subject to adjustment based on our final assessment of the fair values of the acquired identifiable assets and liabilities. The valuation process remains open and our opening balance sheet will change as we finalize our valuation. The items with the highest likelihood to change upon finalization of the valuation process include property and equipment, goodwill, intangible assets and deferred taxes. A summary of the purchase price and preliminary opening balance sheet of UTS at the effective March 31, 2019 acquisition date is presented in the following table (in millions):

Cash	$	0.9
Trade receivables	14.9
Other current assets	7.9
Property and equipment	157.2
Goodwill (a)	37.1
Intangible assets subject to amortization	20.1
Long-term deferred tax assets	5.1
Other assets	13.2
Accounts payable	(30.3		)
Other accrued and current liabilities	(28.8		)
Other long-term liabilities	(23.6		)
Noncontrolling interest (b)	(11.6		)
Total purchase price (c)	$	162.1

(a)	The goodwill recognized in connection with the UTS Acquisition is primarily attributable to (i) the ability to take advantage of UTS’s existing broadband communications and mobile networks to gain immediate access to potential customers, and (ii) synergies that are expected to be achieved through the integration of UTS with C&W’s existing business in Curacao.

(b)	Amount represents the estimated aggregate fair value of the noncontrolling interest in UTS as of March 31, 2019.

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(c)	Excludes $3 million of direct acquisition costs, including $1 million incurred during 2018. Direct acquisition costs are included in impairment, restructuring and other operating items, net, in our consolidated statements of operations.

Our consolidated statement of operations for the year ended December 31, 2019 includes revenue of $96 million and net earnings of $4 million attributable to UTS.

2019 Disposition

During the fourth quarter of 2019, we disposed of our operations in the Seychelles (the Seychelles Disposition) at an enterprise value of $104 million. As a result of the Seychelles Disposition, we received $78 million of net cash inflows and recorded a loss on disposition of $3 million.

2018 Acquisition

Cabletica. On February 12, 2018, we entered into a definitive agreement to acquire certain assets and liabilities related to Televisora de Costa Rica S.A.’s (Televisora) cable operations in Costa Rica (Cabletica) based on an enterprise value of $252 million, subject to certain customary adjustments. As part of the agreement, the owners of Televisora retained a 20% ownership interest in Cabletica. On October 1, 2018, we completed the acquisition of our 80% interest (the Cabletica Acquisition) for an effective purchase price of $226 million, after working capital adjustments and deducting the value of Televisora’s retained equity interest. The Cabletica Acquisition was financed through a combination of debt and existing cash.

We have accounted for the Cabletica Acquisition as a business combination using the acquisition method of accounting, whereby the total purchase price was allocated to the acquired identifiable net assets of Cabletica based on assessments of their respective fair values, and the excess of the purchase price over the fair values of these identifiable net assets was allocated to goodwill. A summary of the purchase price and opening balance sheet of Cabletica at the October 1, 2018 acquisition date is presented in the following table. The opening balance sheet presented below reflects our final purchase price allocation (in millions):

Other current assets	$	6.3
Property and equipment	65.8
Goodwill (a)	159.6
Intangible assets subject to amortization (b)	52.7
Other assets	0.1
Other accrued and current liabilities	(17.7		)
Non-current deferred tax liabilities	(14.6		)
Other long-term liabilities	(0.7		)
Noncontrolling interest (c)	(25.1		)
Total purchase price (d)	$	226.4

(a)	The goodwill recognized in connection with the Cabletica Acquisition is primarily attributable to the ability to take advantage of Cabletica’s existing advanced broadband communications network as a base on which to expand our footprint in the region, and to gain immediate access to potential customers.

(b)	Amount primarily includes intangible assets related to customer relationships. As of October 1, 2018, the weighted average useful life of Cabletica’s intangible assets was approximately eleven years.

(c)	Amount represents the fair value of Televisora’s interest in Cabletica as of the October 1, 2018 acquisition date.

(d)	Excludes $5 million of direct acquisition costs, including $3 million incurred during 2018.

2017 Acquisition

Carve-out Entities. In connection with the acquisition of C&W during 2016 (the C&W Acquisition ), and C&W’s acquisition of Columbus International Inc. and its subsidiaries (collectively, Columbus) in 2015 (the Columbus Acquisition), certain entities (the Carve-out Entities) that hold licenses granted by the FCC were transferred to entities not controlled by C&W (collectively, New Cayman).The arrangements with respect to the Carve-out Entities, which were executed in connection with the Columbus

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Acquisition and the C&W Acquisition, contemplated that upon receipt of regulatory approval, we would acquire the Carve-out Entities. On March 8, 2017, the FCC granted its approval for our acquisition of the Carve-out Entities. Accordingly, on April 1, 2017, subsidiaries of C&W acquired the Carve-out Entities (the C&W Carve-out Acquisition) for an aggregate purchase price of $86 million, which represents the amount due under notes receivable that were exchanged for the equity of the Carve-out Entities.

(5)	Derivative Instruments

In general, we seek to enter into derivative instruments to protect against (i) increases in the interest rates on our variable-rate debt and (ii) foreign currency movements, particularly with respect to borrowings that are denominated in a currency other than the functional currency of the borrowing entity. In this regard, through our subsidiaries, we have entered into various derivative instruments to manage interest rate exposure and foreign currency exposure with respect to the U.S. dollar ($), the Chilean peso (CLP), the Colombian peso (COP) and the Jamaican dollar (JMD). With the exception of certain foreign currency forward contracts, we do not apply hedge accounting to our derivative instruments. Accordingly, changes in the fair values of most of our derivative instruments are recorded in realized and unrealized gains or losses on derivative instruments in our consolidated statements of operations.

The following table provides details of the fair values of our derivative instrument assets and liabilities:

	December 31, 2019												December 31, 2018
	Current (a)				Long-term (a)				Total				Current (a)				Long-term (a)				Total
	in millions
Assets:
Cross-currency and interest rate derivative contracts (b)	$	23.4			$	126.9			$	150.3			$	30.7			$	82.1			$	112.8
Foreign currency forward contracts	9.8				—				9.8				14.1				—				14.1
Total	$	33.2			$	126.9			$	160.1			$	44.8			$	82.1			$	126.9
Liabilities:
Cross-currency and interest rate derivative contracts (b)	$	34.9			$	99.6			$	134.5			$	23.9			$	41.4			$	65.3
Foreign currency forward contracts	0.5				—				0.5				—				—				—
Total	$	35.4			$	99.6			$	135.0			$	23.9			$	41.4			$	65.3

(a)	Our current derivative assets, current derivative liabilities, long-term derivative assets and long-term derivative liabilities are included in other current assets, net, other accrued and current liabilities, other assets, net, and other long-term liabilities, respectively, in our consolidated balance sheets.

(b)

We consider credit risk relating to our and our counterparties’ nonperformance in the fair value assessment of our derivative instruments. In all cases, the adjustments take into account offsetting liability or asset positions within each of our primary borrowing groups (see note 10). The changes in the credit risk valuation adjustments associated with our cross-currency and interest rate derivative contracts resulted in net gains (losses) of $4 million, ($23 million) and $23 million during 2019, 2018 and 2017, respectively. These amounts are included in realized and unrealized gains (losses) on derivative instruments, net, in our consolidated statements of operations. For further information regarding our fair value measurements, see note 6.

The derivative assets set forth in the table above exclude our Weather Derivatives, as defined and described in note 3, as they are not accounted for at fair value. The Weather Derivatives are included in other current assets, net, in our consolidated balance sheet.

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The details of our realized and unrealized gains (losses) on derivative instruments, net, are as follows:

	Year ended December 31,
	2019				2018				2017
	in millions
Cross-currency and interest rate derivative contracts	$	(21.0	)		$	69.6			$	(157.8	)
Foreign currency forward contracts and other (a)	3.8				25.2				(12.3		)
Total	$	(17.2	)		$	94.8			$	(170.1	)

(a)	The amount for 2019 includes $6 million of amortization of the premiums associated with our Weather Derivatives, which we entered into during the second quarter of 2019.

The following table sets forth the classification of the net cash inflows (outflows) of our derivative instruments:

	Year ended December 31,
	2019				2018				2017
	in millions
Operating activities	$	11.2			$	(15.9	)		$	(26.9	)
Investing activities	6.5				(2.3		)		(3.7		)
Financing activities	(0.3		)		10.0				—
Total	$	17.4			$	(8.2	)		$	(30.6	)

Counterparty Credit Risk

We are exposed to the risk that the counterparties to the derivative instruments of our borrowing groups will default on their obligations to us. We manage these credit risks through the evaluation and monitoring of the creditworthiness of, and concentration of risk with, the respective counterparties. In this regard, credit risk associated with our derivative instruments is spread across a relatively broad counterparty base of banks and financial institutions. Collateral has not been posted by either party under the derivative instruments of our borrowing groups. At December 31, 2019, our exposure to counterparty credit risk included derivative assets with an aggregate fair value of $145 million.

Each of our borrowing groups has entered into derivative instruments under agreements with each counterparty that contain master netting arrangements that are applicable in the event of early termination by either party to such derivative instrument. The master netting arrangements under each of these master agreements are limited to the derivative instruments governed by the relevant master agreement within each individual borrowing group and are independent of similar arrangements of our other subsidiary borrowing groups.

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Details of our Derivative Instruments

Cross-currency Derivative Contracts

As noted above, we are exposed to foreign currency exchange rate risk in situations where our debt is denominated in a currency other than the functional currency of the operations whose cash flows support our ability to service, repay or refinance such debt. Although we generally seek to match the denomination of our borrowings with the functional currency of the operations that are supporting the respective borrowings, market conditions or other factors may cause us to enter into borrowing arrangements that are not denominated in the functional currency of the underlying operations (unmatched debt). Our policy is generally to provide for an economic hedge against foreign currency exchange rate movements, whenever possible and when cost effective to do so, by using derivative instruments to synthetically convert unmatched debt into the applicable underlying currency. The following table sets forth the total notional amounts and the related weighted average remaining contractual lives of our cross-currency swap contracts at December 31, 2019:

Borrowing group		Notional amount due from counterparty				Notional amount due to counterparty				Weighted average remaining life
		in millions								in years
C&W		$	108.3			JMD	13,817.5			7.1
		$	56.3			COP	180,000.0			6.6
VTR Finance		$	1,260.0			CLP	854,020.0			2.5

Interest Rate Derivative Contracts

Interest Rate Swaps

As noted above, we enter into interest rate swaps to protect against increases in the interest rates on our variable-rate debt. Pursuant to these derivative instruments, we typically pay fixed interest rates and receive variable interest rates on specified notional amounts. The following table sets forth the total U.S. dollar equivalents of the notional amounts and the related weighted average remaining contractual lives of our interest rate swap contracts at December 31, 2019:

Borrowing group		Notional amount due from counterparty				Weighted average remaining life
		in millions				in years
C&W (a)		$	2,555.0			4.3
VTR Finance		$	187.4			3.1
Liberty Puerto Rico		$	1,000.0			6.6
Cabletica		$	53.5			3.5

(a)	Includes forward-starting derivative instruments.

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Basis Swaps

Basis swaps involve the exchange of attributes used to calculate our floating interest rates, including (i) the benchmark rate, (ii) the underlying currency and/or (iii) the borrowing period. We typically enter into these swaps to optimize our interest rate profile based on our current evaluations of yield curves, our risk management policies and other factors. The following table sets forth the total U.S. dollar equivalents of the notional amounts and the related weighted average remaining contractual lives of our basis swap contracts at December 31, 2019:

Borrowing group		Notional amount due from counterparty				Weighted average remaining life
		in millions				in years
C&W (a)		$	2,340.0			0.8
Liberty Puerto Rico (a)		$	1,590.0			0.7

(a)	Includes forward-starting derivative instruments.

Foreign Currency Forwards Contracts

We enter into foreign currency forward contracts with respect to non-functional currency exposure. At December 31, 2019, our foreign currency forward contracts had total notional amounts due from and to counterparties of $135 million and CLP 94 billion, respectively, with a weighted average remaining contractual life of 0.4 years. All of our foreign currency forward contracts are held by our VTR Finance borrowing group.

(6)	Fair Value Measurements

General

We use the fair value method to account for most of our derivative instruments and the available-for-sale method to account for our investment in the U.K. Government Gilts. The reported fair values of our derivative instruments as of December 31, 2019 likely will not represent the value that will be paid or received upon the ultimate settlement or disposition of these assets and liabilities, as we expect that the values realized generally will be based on market conditions at the time of settlement, which may occur at the maturity of the derivative instrument or at the time of the repayment or refinancing of the underlying debt instrument.

U.S. GAAP provides for a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 inputs are quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 inputs are inputs other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability.

All of our Level 2 inputs (interest rate futures, swap rates and certain of the inputs for our weighted average cost of capital calculations) and certain of our Level 3 inputs (non-interest rate curves and credit spreads) are obtained from pricing services. These inputs, or interpolations or extrapolations thereof, are used in our internal models to calculate, among other items, yield curves, forward interest and currency rates and weighted average cost of capital rates. In the normal course of business, we receive market value assessments from the counterparties to our derivative contracts. Although we compare these assessments to our internal valuations and investigate unexpected differences, we do not otherwise rely on counterparty quotes to determine the fair values of our derivative instruments. The midpoints of applicable bid and ask ranges generally are used as inputs for our internal valuations.

Recurring Fair Value Measurements

Derivatives

In order to manage our interest rate and foreign currency exchange risk, we have entered into various derivative instruments, as further described in note 5. The recurring fair value measurements of these derivative instruments are determined using discounted cash flow models. Most of the inputs to these discounted cash flow models consist of, or are derived from, observable Level 2

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data for substantially the full term of these derivative instruments. This observable data mostly includes interest rate futures and swap rates, which are retrieved or derived from available market data. Although we may extrapolate or interpolate this data, we do not otherwise alter this data in performing our valuations. We incorporate a credit risk valuation adjustment in our fair value measurements to estimate the impact of both our own nonperformance risk and the nonperformance risk of our counterparties. Our and our counterparties’ credit spreads represent our most significant Level 3 inputs, and these inputs are used to derive the credit risk valuation adjustments with respect to these instruments. As we would not expect changes in our or our counterparties’ credit spreads to have a significant impact on the valuations of these instruments, we have determined that these valuations fall under Level 2 of the fair value hierarchy. Our credit risk valuation adjustments with respect to our cross-currency and interest rate derivative contracts are quantified and further explained in note 5. Due to the lack of Level 2 inputs for the valuation of the U.S. dollar to the Jamaican dollar cross-currency swaps (the Sable Currency Swaps) held by Sable International Finance Limited (Sable), a wholly-owned subsidiary of C&W, we believe this valuation falls under Level 3 of the fair value hierarchy. The Sable Currency Swaps are our only Level 3 financial instruments. The fair values of the Sable Currency Swaps at December 31, 2019 and 2018 were $30 million and $36 million, respectively, which are included in other long-term liabilities in our consolidated balance sheets. The change in the fair values of the Sable Currency Swaps resulted in net gains (losses) of $6 million, ($14 million) and ($11 million) during 2019, 2018 and 2017, respectively, which are reflected in realized and unrealized gains (losses) on derivative instruments, net, in our consolidated statements of operations.

Available-for-sale Investments

Our investment in U.K. Government Gilts falls under Level 1 of the fair value hierarchy. At December 31, 2019 and 2018, the carrying values of our investment in U.K. Government Gilts, which are included in other assets, net, in our consolidated balance sheets, were $37 million and $35 million, respectively.

Nonrecurring Fair Value Measurements

Fair value measurements are also used for purposes of nonrecurring valuations performed in connection with our Convertible Notes, acquisition accounting and impairment assessments.

Conversion Option – Convertible Notes

As further described and defined in note 10, our Convertible Notes include a Conversion Option that we bifurcated from the Convertible Notes and recorded at fair value upon issuance as an equity component in our consolidated statement of equity. The fair value of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature, which was established using the present value of cash flows associated with such instrument based on a 5-year tenor and an estimated yield rate of 6.7%, which is a Level 2 input. The fair value of the equity component was determined by deducting the fair value of the liability component from the proceeds received on issuance of the Convertible Notes.

Acquisition Accounting

The nonrecurring valuations associated with acquisition accounting, which use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy, primarily include the valuation of customer relationships and property and equipment, as further described below:

•

Customer relationships. The valuation of customer relationships is primarily based on an excess earnings methodology, which is a form of a discounted cash flow analysis. The excess earnings methodology for customer relationship intangible assets requires us to estimate the specific cash flows expected from the acquired customer relationships, considering such factors as estimated customer life, the revenue expected to be generated over the life of the customer relationships, contributory asset charges and other factors.

•	Property and equipment. Property and equipment is typically valued using a replacement or reproduction cost approach, considering factors such as current prices of the same or similar equipment, the age of the equipment and economic obsolescence.

During 2019, we performed nonrecurring valuations related to the acquisition accounting for the UTS Acquisition and the Cabletica Acquisition. The weighted average discount rate used in the preliminary valuation of the customer relationships acquired as a result of the UTS Acquisition was approximately 14%. The weighted average discount rate used in the final valuation of the customer relationships acquired as a result of the Cabletica Acquisition was approximately 14%.

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During 2017, we completed final nonrecurring valuations related to the acquisition accounting for the C&W Acquisition and C&W Carve-out Acquisition. The weighted average discount rates used in the final valuation of the customer relationships acquired as a result of the C&W Acquisition ranged from 9% to 12%.

Impairment Assessments

The nonrecurring valuations associated with impairment assessments, which use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy, primarily include the valuation of reporting units for the purpose of testing for goodwill impairment. Unless a reporting unit has a readily determinable fair value, we estimate the fair value of the reporting unit using either a market-based approach or discounted cash flow analysis. With the exception of certain inputs for our weighted average cost of capital and discount rate calculations that are derived from pricing services, the inputs used in our discounted cash flow analysis, such as forecasts of future cash flows, are based on our assumptions.

During the third quarter of 2019, based on further declines in the operating results of our Panamanian reporting unit of our C&W segment, we conducted a goodwill impairment assessment of that reporting unit. We used a market-based valuation approach to determine the fair value of this reporting unit, as further discussed below. For additional information regarding impairment charges resulting from this impairment analysis, see note 9.

As part of our annual goodwill impairment assessment in the fourth quarter of 2019, we first made a qualitative assessment to determine potential impairment and concluded that no events or circumstances indicated that the fair value of any our reporting units is less than its carrying amount.

As part of our annual goodwill impairment assessment in the fourth quarter of 2018, we used a market-based valuation approach to determine the fair value of certain reporting units within C&W. The fair value of a reporting unit using a market-based approach is estimated based upon a market multiple typically applied to the reporting unit’s Adjusted OIBDA, as defined in note 19. We determine the market multiple for each reporting unit taking the following into consideration: (i) public company trading multiples for entities with similar business characteristics as the respective reporting unit, adjusted to reflect an appropriate control premium or discount, a “trading multiple,” and (ii) multiples derived from the value of recent transactions for businesses with similar operations and in geographically similar locations, a “transaction multiple.” For additional information regarding impairment charges resulting from these impairment analyses, see note 9.

In September 2017, the 2017 Hurricanes impacted a number of our markets in the Caribbean, resulting in varying degrees of damage to homes, businesses and infrastructure in these markets. The most extensive damage occurred in Puerto Rico and certain markets within our C&W segment, most notably British Virgin Islands and Dominica (collectively, the Impacted Markets). The effects of the hurricanes were deemed to constitute triggering events with respect to the need to assess certain assets for impairment. Nonrecurring valuations were performed in connection with these impairment assessments, most notably to measure the fair value of Liberty Puerto Rico and certain reporting units within C&W for purposes of assessing goodwill impairments, and to measure the fair value of Liberty Puerto Rico’s cable television franchise rights. We used discount rates of 8% and 10% in the valuation of Liberty Puerto Rico and certain reporting units within C&W, respectively, while a discount rate of 9% was used in the valuation of Liberty Puerto Rico’s cable television franchise rights. These valuations used projected cash flows that reflected the significant risks and uncertainties associated with our recovery from the 2017 Hurricanes, including variables such as (i) the length of time estimated to restore the power and transmission systems, particularly in Puerto Rico, (ii) the number of people estimated to leave these islands for an extended period or permanently and the associated impact on customer churn, (iii) the amount of potential insurance recoveries and (iv) the estimated capital expenditures required to restore the damaged networks in the Impacted Markets. For additional information regarding the impairment charges related to the hurricanes, see note 9.

(7)	Investments

A subsidiary of C&W holds a 49% interest in TSTT. Our investment in TSTT is included in other assets, net, in our consolidated balance sheets. Pursuant to certain conditions to the regulatory approval of the acquisition of Columbus International, Inc. by C&W in 2015, we are required to dispose of our investment in TSTT, subject to certain terms and conditions. During the third quarter of 2018, we recorded an impairment charge of $16 million due to a decline in the estimated fair value of this investment. As of December 31, 2019 and 2018, the carrying value of our investment in TSTT was $77 million. We cannot predict when, or if, we will be able to dispose of this investment at an acceptable price. As such, no assurance can be given that we will be able to recover the carrying value of our investment in TSTT.

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(8)	Insurance Recoveries

The 2017 Hurricanes impacted a number of our markets in the Caribbean, resulting in varying degrees of damage to homes, businesses and infrastructure in these markets. In October 2016, our operations in the Bahamas, which is part of our C&W segment, were significantly impacted by Hurricane Matthew.

In December 2018, we settled our insurance claims for the 2017 Hurricanes and Hurricane Matthew as follows: (i) $109 million for the 2017 Hurricanes, after deducting $30 million of self-insurance, and (ii) $12 million for Hurricane Matthew, after deducting $15 million of self-insurance.

The following table summarizes the impact of the insurance settlements to our consolidated statements of operations:

	Year ended December 31,
	2018				2017
	in millions
Other operating (a)	$	2.2			$	2.5
SG&A	2.4				—
Business interruption (b)	59.5				—
Impairment, restructuring and other operating items, net (c)	35.7				18.2
Total	$	99.8			$	20.7

(a)	The 2017 amount represents recoveries related to Hurricane Matthew.

(b)	The 2018 amount includes $3 million attributable to Hurricane Matthew.

(c)	Amounts for each year include $3 million attributable to Hurricane Matthew.

During 2018 and 2017, we received net advance payments related to the 2017 Hurricanes and Hurricane Matthew from our third-party insurance provider totaling $51 million and $3 million, respectively. Of the amount received during 2018, $21 million is presented as a cash inflow from investing activities on our consolidated statement of cash flows. With respect to the advances received during 2018, $45 million was provided to Liberty Puerto Rico and $6 million was provided to C&W. The advance received during 2017 related to Hurricane Matthew and was provided to C&W.

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(9)	Long-lived Assets

Impairment Charges

The following table sets forth the details of our impairment charges:

	C&W				VTR/Cabletica				Liberty Puerto Rico				Total
	in millions
Year ended December 31, 2019:
Goodwill	$	181.9			$	—			$	—			$	181.9
Property and equipment and other	17.2				0.3				—				17.5
Total impairment charges	$	199.1			$	0.3			$	—			$	199.4
Year ended December 31, 2018:
Goodwill	$	610.0			$	—			$	—			$	610.0
Property and equipment and other	5.0				0.3				0.4				5.7
Total impairment charges	$	615.0			$	0.3			$	0.4			$	615.7
Year ended December 31, 2017:
Annual impairment analysis – goodwill	$	317.9			$	—			$	—			$	317.9
Hurricane-related:
Goodwill	117.3				—				120.9				238.2
Property and equipment	22.8				—				50.2				73.0
Other indefinite-lived intangible assets	—				—				44.1				44.1
Total hurricane-related	140.1				—				215.2				355.3
Other	—				4.7				—				4.7
Total impairment charges	$	458.0			$	4.7			$	215.2			$	677.9

Goodwill. We evaluate goodwill and other indefinite-lived intangible assets (primarily cable television franchise rights) for impairment at least annually on October 1 and whenever facts and circumstances indicate that their carrying amounts may not be recoverable. During our 2018 annual goodwill impairment test, we concluded a $608 million impairment was necessary at the Panamanian reporting unit of our C&W segment and during the third quarter of 2019 we concluded that an additional $182 million goodwill impairment charge was necessary based on further deterioration in the Panamanian reporting unit’s operating results. These impairments primarily resulted from the impact of a significant increase in competition, particularly with respect to our prepaid mobile business. The accumulation of prepaid mobile subscriber losses, together with associated adverse impacts to average monthly subscription revenue per mobile subscriber, negatively impacted the actual results during these periods and the expected future financial performance of the Panamanian reporting unit, resulting in the impairments during 2018 and 2019. As of December 31, 2019, the goodwill balance of the Panamanian reporting unit was $794 million.

During our 2017 annual goodwill impairment test, we concluded impairments were necessary at certain C&W reporting units primarily as a result of greater than expected impacts of competition and, in the case of one smaller C&W reporting unit, a longer expected recovery period from Hurricane Irma.

Hurricane Dorian. In September 2019, our operations in the Bahamas, which is part of our C&W segment, were impacted by Hurricane Dorian resulting in significant damage to homes, businesses and infrastructure. Based on our initial estimates of the impacts of the hurricane to our operations, during the third quarter of 2019, we recorded an impairment charge of $16 million to write-off the net carrying amount of property and equipment that was damaged beyond repair.

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2017 Hurricanes. In September 2017, certain of our operations in the Caribbean were severely impacted by the 2017 Hurricanes, with the most extensive damage occurring in Puerto Rico and certain of C&W’s markets. Based on our then estimates of the impacts on our operations from these hurricanes, we recorded impairment charges to reduce the carrying values of our goodwill, property and equipment and other indefinite-lived intangible assets as set forth in the table above. These impairment charges were based on our assessments of then currently available information.

For additional information regarding the impacts of the hurricanes and the fair value methods and related assumptions used in our impairment assessments, see note 6.

Goodwill

Changes in the carrying amount of our goodwill during 2019 are set forth below:

	January 1, 2019				Acquisitions and related adjustments				Disposition				Foreign currency translation adjustments and other				Impairments				December 31, 2019
	in millions
C&W	$	4,325.6			$	37.1			$	(33.6	)		$	(36.4	)		$	(181.9	)		$	4,110.8
VTR/Cabletica	530.0				8.3				—				(20.4		)		—				517.9
Liberty Puerto Rico	277.7				—				—				—				—				277.7
Total	$	5,133.3			$	45.4			$	(33.6	)		$	(56.8	)		$	(181.9	)		$	4,906.4

Based on the results of our 2019 goodwill impairment tests, declines in the estimated fair value of certain C&W reporting units could result in the need to record additional goodwill impairment charges. If, among other factors, (i) our equity values were to decline significantly or (ii) the adverse impacts of competition, economic, regulatory or other factors, including macro-economic and demographic trends, were to cause our results of operations or cash flows to be worse than anticipated, we could conclude in future periods that impairment charges are required in order to reduce the carrying values of the goodwill and, to a lesser extent, other long-lived assets of C&W. Any such impairment charges could be significant.

Changes in the carrying amount of our goodwill during 2018 are set forth below:

	January 1, 2018				Acquisitions and related adjustments				Foreign currency translation adjustments and other				Impairments (a)				December 31, 2018
	in millions
C&W	$	4,962.5			$	23.6			$	(50.5	)		$	(610.0	)		$	4,325.6
VTR/Cabletica	433.4				151.3				(54.7		)		—				530.0
Liberty Puerto Rico	277.7				—				—				—				277.7
Total	$	5,673.6			$	174.9			$	(105.2	)		$	(610.0	)		$	5,133.3

(a)	Amount primarily represents an impairment charge associated with the Panamanian reporting unit of our C&W segment.

At December 31, 2019 and 2018, our accumulated goodwill impairments were $1,348 million and $1,166 million, respectively.

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Property and Equipment, Net

The details of our property and equipment and the related accumulated depreciation are set forth below:

	Estimated useful life at December 31, 2019		December 31,
			2019				2018
			in millions
Distribution systems	3 to 25 years		$	4,299.6			$	4,115.0
Customer premises equipment	3 to 5 years		1,763.8				1,606.0
Support equipment, buildings and land	3 to 40 years		1,530.9				1,398.8
			7,594.3				7,119.8
Accumulated depreciation			(3,293.2		)		(2,882.9		)
Total			$	4,301.1			$	4,236.9

Depreciation expense related to our property and equipment was $697 million, $641 million and $596 million during 2019, 2018 and 2017, respectively.

We recorded non-cash increases to our property and equipment related to vendor financing arrangements of $96 million, $54 million and $55 million during 2019, 2018 and 2017, respectively.

Intangible Assets Subject to Amortization, Net

The details of our intangible assets subject to amortization, which had estimated useful lives ranging from four to 15 years at December 31, 2019, are set forth below:

	December 31,
	2019				2018
	in millions
Gross carrying amount:
Customer relationships	$	1,482.9			$	1,509.7
Licenses and other	170.1				186.8
Total gross carrying amount	1,653.0				1,696.5
Accumulated amortization:
Customer relationships	(645.5		)		(504.7		)
Licenses and other	(38.3		)		(26.1		)
Total accumulated amortization	(683.8		)		(530.8		)
Net carrying amount	$	969.2			$	1,165.7

Amortization expense related to intangible assets with finite useful lives was $174 million, $189 million and $198 million during 2019, 2018 and 2017, respectively.

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Based on our amortizable intangible asset balance at December 31, 2019, we expect that amortization expense will be as follows for the next five years and thereafter (in millions):

2020	$	189.8
2021	181.1
2022	161.0
2023	140.6
2024	104.4
Thereafter	192.3
Total	$	969.2

Intangible Assets Not Subject to Amortization

At December 31, 2019 and 2018, our other indefinite-lived intangible assets aggregated $561 million and $563 million, respectively, including $540 million related to the cable television franchise rights of Liberty Puerto Rico at both December 31, 2019 and 2018.

(10)	Debt and Finance Lease Obligations

The U.S. dollar equivalents of the components of our debt are as follows:

	December 31, 2019											Estimated fair value (c)								Principal Amount
	Weighted average interest rate (a)			Unused borrowing capacity (b)
				Borrowing Currency				US $ equivalent				December 31,								December 31,
												2019				2018				2019				2018
				in millions
Convertible Notes (d)	2.00	%		$	—			$	—			$	430.1			$	—			$	402.5			$	—
C&W Notes	6.81	%		—				—				2,270.9				1,724.7				2,120.0				1,781.6
C&W Credit Facilities	4.91	%		$	728.2			728.2				2,017.1				2,135.6				2,006.1				2,193.6
VTR Finance Senior Notes	6.88	%		—				—				1,290.9				1,265.0				1,260.0				1,260.0
VTR Credit Facilities	6.15	%		(e)				244.9				229.7				245.7				231.4				250.7
LPR Senior Secured Notes	6.75	%		—				—				1,278.3				—				1,200.0				—
LPR Credit Facilities	6.76	%		$	125.0			125.0				1,012.1				905.4				1,000.0				942.5
Cabletica Credit Facilities	9.84	%		(f)				15.0				123.8				122.2				124.8				124.7
Vendor financing (g)	4.27	%		—				—				167.7				157.6				167.7				157.6
Total debt before premiums, discounts and deferred financing costs	6.11	%						$	1,113.1			$	8,820.6			$	6,556.2			$	8,512.5			$	6,710.7

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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,
	2019				2018
	in millions
Total debt before premiums, discounts and deferred financing costs	$	8,512.5			$	6,710.7
Premiums, discounts and deferred financing costs, net (d)	(146.1		)		(41.5		)
Total carrying amount of debt	8,366.4				6,669.2
Finance lease obligations	3.6				12.9
Total debt and finance lease obligations	8,370.0				6,682.1
Less: Current maturities of debt and finance lease obligations	(180.2		)		(302.5		)
Long-term debt and finance lease obligations	$	8,189.8			$	6,379.6

(a)

Represents the weighted average interest rate in effect at December 31, 2019 for all borrowings outstanding pursuant to each debt instrument, including any applicable margin. The interest rates presented 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, 2019 without regard to covenant compliance calculations or other conditions precedent to borrowing. At December 31, 2019, 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, 2019 compliance reporting requirements. At December 31, 2019, there were no restrictions on the respective subsidiary’s ability to make loans or distributions 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 average of applicable bid and ask prices (mostly Level 1 of the fair value hierarchy) or, when quoted market prices are unavailable or not considered indicative of fair value, discounted cash flow models (mostly Level 2 of the fair value hierarchy).  The discount rates used in the cash flow models are based on the market interest rates and estimated credit spreads of the applicable entity, to the extent available, and other relevant factors. For additional information regarding fair value hierarchies, see note 6.

(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 the discount recorded in connection with the Conversion Option, as further described below.

(e)	The VTR Credit Facilities comprise certain CLP term loans and U.S. dollar and CLP revolving credit facilities, including unused borrowing capacity. For further information, see VTR Credit Facilities below.

(f)	The Cabletica Credit Facilities comprise certain Costa Rican colón (CRC) and U.S. dollar term loans and a U.S. dollar revolving credit facility. For further information, see Cabletica Credit Facilities below.

(g)

Represents amounts 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 was paid on our behalf by the vendor. Our operating expenses include $130 million, $172 million and $83 million for the years ended December 31, 2019, 2018 and 2017, respectively, that were financed by an intermediary and are reflected on the borrowing date as a hypothetical cash outflow within net cash provided by operating activities and a hypothetical cash inflow within net cash provided 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, 2019, except for our Convertible Notes (as defined and described below), all of our outstanding debt had been incurred by one of our four primary “borrowing groups”: C&W, VTR Finance, Liberty Puerto Rico and Cabletica.

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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, VTR Finance 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%.

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Liberty Latin America – Convertible Notes

In June 2019, Liberty Latin America issued $403 million principal amount of 2.0% convertible senior notes (the Convertible Notes) due July 15, 2024. Interest on the Convertible Notes is payable semi-annually on January 15 and July 15, beginning on January 15, 2020. 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), the Convertible Notes may be converted at a conversion rate initially equal to 44.9767 Class C common shares per $1,000 principal amount of the Convertible Notes (equivalent to an initial conversion price of approximately $22.23 per Class C common share), the “Conversion Option”. 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.

The Convertible Notes may be converted at the option of the holders at any time prior to the close of business on January 12, 2024, only under the following circumstances:

•

during any calendar quarter commencing after September 30, 2019 (and only during such calendar quarter), if the last reported sale price of our Class C common shares for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on and including the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the Convertible Notes on each applicable trading day;

•

during the five consecutive business day period immediately after any five consecutive trading day period (the “measurement period”), in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of that measurement period was less than 98% of the product of the last reported sale price of our Class C common shares and the conversion rate on each such trading day;

•	if we give notice of redemption, as described below; or

•	upon the occurrence of specified corporate transactions.

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, regardless of the foregoing circumstances.

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 will be 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, 2019, the carrying value of the Convertible Notes was $327 million and the unamortized debt discount on the Convertible Notes was $72 million.

Redemption Rights. Other than a redemption for a change in certain tax laws, we may not redeem the Convertible Notes prior to July 19, 2022. 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 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.

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We used a portion of the net proceeds from the issuance of the Convertible Notes to fund the cost of the Capped Calls, as defined and further described in note 13, and expect to use the remaining funds for other general corporate purposes, which may include funding a portion of the AT&T Acquisition.

C&W Notes

The details of the outstanding C&W Notes as of December 31, 2019 are summarized in the following table:

							Outstanding principal amount
C&W Notes		Maturity		Interest rate			Borrowing currency				U.S. $ equivalent				Estimated fair value				Carrying value (a)
							in millions
Senior Secured Notes:
2027 C&W Senior Secured Notes		September 7, 2027		5.750	%		$	400.0			$	400.0			$	422.6			$	392.1
Senior Notes:
2026 C&W Senior Notes		October 15, 2026		7.500	%		$	500.0			500.0				542.5				493.9
2027 C&W Senior Notes		September 15, 2027		6.875	%		$	1,220.0			1,220.0				1,305.8				1,216.6
Total											$	2,120.0			$	2,270.9			$	2,102.6

(a)	Amounts are inclusive or net of original issue premiums, discounts and deferred financing costs, as applicable.

Financing and Refinancing Transactions

C&W Senior Financing Designated Activity Company (C&W Senior Financing) was a special purpose financing entity, created for the primary purpose of facilitating certain debt offerings. C&W was required to consolidate C&W Senior Financing as a result of the variable interests created by debt issued by C&W Senior Financing to C&W, for which C&W was considered the primary beneficiary. C&W Senior Financing was dependent upon payments from C&W in order to service its payment obligations under the 2026 C&W Senior Notes and 2027 C&W Senior Notes, as further described below.

2027 C&W Senior Secured Notes. In April 2019, Sable issued $400 million principal amount of 5.750% senior secured notes, at 99.195% of par, due September 7, 2027 (the 2027 C&W Senior Secured Notes). Interest on the 2027 C&W Senior Secured Notes is payable semi-annually on January 7 and July 7.

The net proceeds from the 2027 C&W Senior Secured Notes were primarily used to (i) redeem $150 million of aggregate principal amount under the 2022 C&W Senior Notes, as further described below, according to the redemption terms of the indenture, comprising (a) the 105.156% redemption price and (b) accrued and unpaid interest on the redeemed notes, and (ii) repay $235 million of aggregate principal amount under the C&W Term Loan B-4 Facility. In connection with this transaction, we recognized a net loss on debt modification and extinguishment of $6 million, which primarily includes the net effect of redemption premiums paid and the write-off of unamortized premiums and discounts.

2027 C&W Senior Notes. In August 2017, C&W Senior Financing issued the 2027 C&W Senior Notes. Interest on the 2027 C&W Senior Notes is payable semi-annually on January 15 and July 15.

C&W Senior Financing used the proceeds from the 2027 C&W Senior Notes issuance to fund a new term loan (the 2027 C&W Financing Loan) with Sable, as the borrower and certain other C&W subsidiaries as guarantors. The call provisions, maturity and applicable interest rate for the 2027 C&W Financing Loan are the same as those for the 2027 C&W Senior Notes. C&W Senior Financing’s obligations under the 2027 C&W Senior Notes are secured by interests over (i) certain of C&W Senior Financing’s bank accounts and (ii) C&W Senior Financing’s rights under the 2027 C&W Financing Loan.

The net proceeds from the C&W Term Loan B-3 Facility Add-on (as defined and described below) and the 2027 C&W Financing Loan were used (i) to redeem in full $1,250 million outstanding principal amount of senior notes, issued by Columbus prior to the Columbus Acquisition, and (ii) for general corporate purposes. In connection with these transactions, we recognized a net loss on debt modification and extinguishment of $24 million, which includes the net effect of redemption premiums paid and the write-off of unamortized premiums.

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2027 C&W Senior Notes Add-on A. In April 2019, C&W Senior Financing issued an additional $300 million aggregate principal amount, at 99.205% of par, under the existing 2027 C&W Senior Notes indenture (the 2027 C&W Senior Notes Add-on A).

The net proceeds from the 2027 C&W Senior Notes Add-on A were primarily used to (i) repay in full the $170 million outstanding principal amount under the C&W Revolving Credit Facility and (ii) redeem $115 million of aggregate principal amount of the 2022 C&W Senior Notes according to the redemption terms of the related indenture, comprising (a) a 105.156% redemption price and (b) accrued and unpaid interest on the redeemed notes. In connection with this transaction, we recognized a net loss on debt modification and extinguishment of$4 million, which includes the net effect of redemption premiums paid and the write-off of unamortized premiums.

2027 C&W Senior Notes Add-on B. In July 2019, C&W Senior Financing issued an additional $220 million aggregate principal amount, at 103.625% of par, under the existing 2027 C&W Senior Notes indenture (the 2027 C&W Senior Notes Add-on B).

The net proceeds from the 2027 C&W Senior Notes Add-on B were primarily used to redeem the remaining aggregate principal amount of the 2022 C&W Senior Notes of $210 million according to the redemption terms of the related indenture, comprising (a) a 103.438% redemption price and (b) accrued and unpaid interest on the redeemed notes. In connection with this transaction, we recognized a net loss on debt modification and extinguishment of $4 million, which primarily includes the net effect of redemption premiums paid and the write-off of unamortized premiums.

2026 C&W Senior Notes. In October 2018, C&W Senior Financing issued the 2026 C&W Senior Notes. Interest on the 2026 C&W Senior Notes is payable semi-annually on April 15 and October 15.

C&W Senior Financing used the proceeds from the 2026 C&W Senior Notes issuance to fund a new term loan (the 2026 C&W Financing Loan) with Sable as borrower and together with certain other C&W subsidiaries as guarantors. The call provisions, maturity and applicable interest rate for the 2026 C&W Financing Loan are the same as those for the 2026 C&W Senior Notes. C&W Senior Financing’s obligations under the 2026 C&W Senior Notes are secured by interests over (i) certain of C&W Senior Financing’s bank accounts and (ii) C&W Senior Financing’s rights under the 2026 C&W Financing Loan.

The net proceeds from the 2026 C&W Financing Loan were partially used to (i) repurchase £63 million ($80 million, at the applicable rate) of outstanding principal under the 2019 C&W Senior Notes, as further described below, and (ii) redeem $275 million of outstanding principal under the 2022 C&W Senior Notes. In connection with these transactions, we recognized a net loss on debt modification and extinguishment of $13 million, which primarily includes the net effect of redemption premiums paid, the write-off of unamortized premiums, discounts and deferred financing costs and the payment of third-party costs.

Redemption Rights. Subject to the circumstances described below:

•	The 2026 C&W Senior Notes, 2027 C&W Senior Notes and 2027 C&W Senior Secured Notes are non-callable until October 15, 2021, September 15, 2022 and September 7, 2022, respectively.

•

At any time prior to (i) October 15, 2021 in the case of the 2026 C&W Senior Notes, (ii) September 15, 2022 in the case of the 2027 C&W Senior Notes and (iii) September 7, 2022 in the case of the 2027 C&W Senior Secured Notes, Sable and C&W Senior Financing (as applicable) may redeem some or all of the applicable notes by paying a price equal to 100% of the principal amount of the applicable notes redeemed plus accrued and unpaid interest and a “make-whole” premium, which is generally the present value of all remaining scheduled interest payments to October 15, 2021, September 15, 2022 or September 7, 2022 (as applicable) using the discount rate (as specified in the indenture) as of the redemption date plus 50 basis points.

•

At any time prior to (i) October 15, 2021 in the case of the 2026 C&W Senior Notes, (ii) September 15, 2022 in the case of the 2027 C&W Senior Notes and (iii) September 7, 2022 in the case of the 2027 C&W Senior Secured Notes, subject to certain restrictions (as specified in the applicable indenture), up to 40% of each of the 2026 C&W Senior Notes, 2027 C&W Senior Notes and 2027 C&W Senior Secured Notes may be redeemed with the net proceeds of one or more specified equity offerings at a redemption price equal to 107.500%, 106.875% and 105.750%, respectively, of the principal amount redeemed, plus accrued and unpaid interest and additional amounts (as specified in the applicable indenture), if any, to the applicable redemption date.

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•	Prior to September 7, 2022, during each 12-month period commencing on April 5, 2019, up to 10% of the principal amount of the 2027 C&W Senior Secured Notes may be redeemed at a redemption price equal to 103% of the principal amount redeemed plus accrued and unpaid interest to the redemption date.

Sable and C&W Senior Financing (as applicable) may redeem some or all of the 2026 C&W Senior Notes, 2027 C&W Senior Notes and 2027 C&W Senior Secured Notes, respectively, 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
		2026 C&W Senior Notes		2027 C&W Senior Notes		2027 C&W Senior Secured Notes
12-month period commencing:		October 15		September 15		September 7
2021		103.750%		N.A.		N.A.
2022		101.875%		103.438%		102.875%
2023		100.000%		101.719%		101.438%
2024		100.000%		100.859%		100.000%
2025 and thereafter		100.000%		100.000%		100.000%

2022 C&W Senior Notes. In November 2018, C&W completed the redemption of $275 million of aggregate principal amount of the 6.875% secured notes due August 1, 2022 (the 2022 C&W Senior Notes) for total consideration of $294 million, including (i) the 105.156% redemption price and (ii) accrued and unpaid interest on the redeemed notes. In connection with this transaction, we recognized a net loss on debt modification and extinguishment of $11 million, which primarily includes the net effect of redemption premiums paid and the write-off of unamortized premiums.

2019 C&W Senior Notes. In October 2018, C&W launched a tender offer to repurchase, for cash, any and all of its outstanding 2019 C&W Senior Notes (the Tender Offer). The price of the Tender Offer was 103% of the principal amount of the bonds tendered, plus accrued and unpaid interest up to, but not including, the payment date. Pursuant to the Tender Offer, which was completed on October 31, 2018, we paid total consideration of £68 million ($87 million at the transaction date), including accrued interest of £3 million ($4 million at the transaction date), for 43.0% of the outstanding 2019 C&W Senior Notes and cancelled the 2019 C&W Senior Notes that were tendered.

In March 2019, C&W repaid in full the outstanding principal amount under the 2019 C&W Senior Notes for total consideration of £91 million ($120 million at the transaction date), including accrued interest of £7 million ($9 million at the transaction date).

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C&W Credit Facilities

The C&W Credit Facilities are the senior secured credit facilities of certain subsidiaries of C&W. The details of our borrowings under the C&W Credit Facilities as of December 31, 2019 are summarized in the following table:

						Unused borrowing capacity								Outstanding principal amount
C&W Credit Facilities		Maturity		Interest rate		Borrowing currency				US $ equivalent				Borrowing currency				US $ equivalent				Carrying value (a)
						in millions
C&W Revolving Credit Facility (b)		June 30, 2023		LIBOR (c) + 3.25%		$	625.0			$	625.0			$	—			$	—			$	—
C&W Term Loan B-4 Facility (b) (d)		January 31, 2026		LIBOR + 3.25%		$	—			—				$	1,640.0			1,640.0				1,636.5
C&W Regional Facilities (e)		various dates ranging from 2020 to 2038		4.463% (f)		(g)				103.2				(h)				366.1				364.3
Total										$	728.2							$	2,006.1			$	2,000.8

(a)	Amounts are net of discounts and deferred financing costs, as applicable.

(b)	In March 2018, we amended and restated the credit agreement originally dated May 16, 2016, as amended and restated as of May 26, 2017, providing for the additional C&W Term Loan B-4 Facility, as further described below, and a $625 million revolving credit facility. The C&W Revolving Credit Facility has a fee on unused commitments of 0.5% per year.

(c)	London Interbank Offered Rate.

(d)	Subsequent to December 31, 2019, the outstanding principal amount under the C&W Term Loan B-4 Facility was repaid in full. For additional information, see note 21.

(e)	Primarily represents amounts borrowed by C&W Panama, C&W Jamaica and Columbus Communications Trinidad Limited (collectively, the C&W Regional Facilities).

(f)	Represents a weighted average rate for all C&W Regional Facilities.

(g)	The unused borrowing capacity on the C&W Regional Facilities comprise certain U.S. dollar and Trinidad & Tobago dollar denominated revolving credit facilities.

(h)	The outstanding principal amount on the C&W Regional Facilities comprise certain U.S. dollar, JMD, Trinidad & Tobago dollar and East Caribbean dollar denominated credit facilities.

Financing and Refinancing Transactions

C&W Revolving Credit Facility. In connection with the UTS Acquisition during the first quarter of 2019, C&W borrowed $170 million under the C&W Revolving Credit Facility. The outstanding principal amount of the C&W Revolving Credit Facility, including accrued interest, was repaid in full during the second quarter of 2019.

C&W Term Loan B-4 Facility. In February 2018, C&W entered into a $1,875 million principal amount term loan facility (the C&W Term Loan B-4 Facility). The net proceeds of the C&W Term Loan B-4 Facility were used to repay in full the $1,825 million outstanding principal amount of the C&W Term Loan B-3 Facility, as further described below, and repay $40 million drawn under the C&W Revolving Credit Facility. The exchange in principal amounts of $1,825 million was treated as a non-cash transaction in our consolidated statement of cash flows. In connection with this transaction, we recognized a loss on debt modification and extinguishment of $13 million, which includes the write-off of unamortized discounts and deferred financing costs.

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C&W Regional Facilities. In January 2018, C&W Panama entered into a $100 million principal amount term loan facility that bears interest at 4.35% per annum, payable on a quarterly basis, and matures in January 2023. The proceeds from the term loan were primarily used to repay existing C&W Panama debt.

C&W Term Loan B-3 Facility. In May 2017, C&W entered into a $1,125 million term loan facility (the C&W Term Loan B-3 Facility). The net proceeds from the C&W Term Loan B-3 Facility were used to prepay in full $1,100 million outstanding principal amount under term loans issued in May 2016 (the C&W Term Loans). Certain lenders of the C&W Term Loans novated $929 million principal amount under the C&W Term Loans into the C&W Term Loan B-3 Facility, which was treated as a non-cash financing transaction in our consolidated statement of cash flows. In connection with these transactions, we recognized a loss on debt modification and extinguishment of $25 million, which primarily includes the write-off of unamortized discounts and deferred financing costs and the payment of third-party costs.

VTR Finance Senior Notes

In January 2014, VTR Finance issued $1.4 billion principal amount of senior notes (the VTR Finance Senior Notes), due January 15, 2024. In October 2018, VTR Finance redeemed $140 million of aggregate principal amount of the VTR Finance Senior Notes for total consideration of $147 million, including (i) the 103% redemption price and (ii) accrued and unpaid interest on the redeemed notes. In connection with this transaction, VTR Finance recognized a loss on debt modification and extinguishment of $6 million, which includes the net effect of redemption premiums paid and the write-off of deferred financing costs.

At December 31, 2019, the carrying value of the VTR Finance Senior Notes was $1,246 million.

VTR Finance may redeem all or part of the VTR Finance Senior Notes 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 related indenture), if any, to the applicable redemption date, as set forth below:

		Redemption Price
12-month period commencing January 15:
2019		103.438%
2020		102.292%
2021		101.146%
2022 and thereafter		100.000%

VTR Credit Facilities

In May 2018, VTR entered into (i) the VTR TLB-1 Facility and the VTR TLB-2 Facility (collectively, the VTR Term Loan Facilities) and (ii) new U.S. dollar and CLP revolving credit facilities (collectively, the VTR Revolving Credit Facilities and together with the VTR Term Loan Facilities, the VTR Credit Facilities). Upon closing of the VTR Credit Facilities, the previously existing credit facility at VTR was cancelled.

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The details of our borrowings under the VTR Credit Facilities as of December 31, 2019 are summarized in the following table:

						Unused borrowing capacity									Outstanding principal amount
VTR Credit Facilities		Maturity		Interest rate		Borrowing currency					US $ equivalent				Borrowing currency					US $ equivalent				Carrying value (a)
						in millions
VTR TLB-1 Facility		(b)		ICP (c) + 3.80%		CLP	—				$	—			CLP	140,900.0				$	187.4			$	184.0
VTR TLB-2 Facility		May 23, 2023		7.00%		CLP	—				—				CLP	33,100.0				44.0				43.2
VTR RCF–A (d)		May 23, 2023		TAB (e) + 3.35%		CLP	45,000.0				59.9				CLP	—				—				—
VTR RCF–B (f)		March 14, 2024		LIBOR + 2.75%			$	185.0			185.0					$	—			—				—
Total											$	244.9								$	231.4			$	227.2

(a)	Amounts are net of deferred financing costs.

(b)	Under the terms of the credit agreement, VTR is obligated to repay 50% of the outstanding aggregate principal amount of the VTR TLB-1 Facility on November 23, 2022, with the remaining principal amount due on May 23, 2023, which represents the ultimate maturity date of the facility.

(c)	Índice de Cámara Promedio rate.

(d)	In March 2019, the commitment under the VTR RCF – A was increased to CLP 45 billion ($60 million). The VTR RCF – A has a fee on unused commitments of 1.34% per year.

(e)	Tasa Activa Bancaria rate.

(f)	Includes a $1 million credit facility that matures on May 23, 2023. The VTR RCF – B has a fee on unused commitments of 1.10% per year.

LPR Senior Secured Notes

In October 2019, LCPR Senior Secured Financing Designated Activity Company (LCPR Senior Secured Financing) issued $1.2 billion principal amount, at par, of 6.75% senior secured notes, due October 15, 2027 (the 2027 LPR Senior Secured Notes). Interest is payable semi-annually on April 15 and October 15, with the first interest payment due on April 15, 2020. LCPR Senior Secured Financing is a special purpose financing entity, created for the primary purpose of facilitating the issuance of certain debt offerings. A subsidiary of Leo Cable is required to consolidate LCPR Senior Secured Financing as a result of certain variable interests in LCPR Senior Secured Financing, of which the subsidiary is considered the primary beneficiary.

Subject to the circumstances described below:

•	The 2027 LPR Senior Secured Notes are non-callable until October 15, 2022.

•

At any time prior to October 15, 2022, LCPR Senior Secured Financing may redeem some or all of the 2027 LPR Senior Secured Notes by paying a price equal to 100% of the principal amount of the 2027 LPR Senior Secured Notes redeemed plus accrued and unpaid interest and a “make-whole” premium, which is generally the present value of all remaining scheduled interest payments to October 15, 2022 using the discount rate (as specified in the indenture) as of the redemption date plus 50 basis points.

•

At any time prior to October 15, 2022, subject to certain restrictions (as specified in the indenture), up to 40% of the 2027 LPR Senior Secured Notes may be redeemed with the net proceeds of one or more specified equity offerings at a redemption price equal to 106.750% of the principal amount redeemed, plus accrued and unpaid interest and additional amounts (as specified in the indenture), if any, to the redemption date.

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•	Prior to October 15, 2022, during each 12-month period commencing on October 9, 2019, up to 10% of the principal amount of the 2027 LPR Senior Secured Notes may be redeemed at a redemption price equal to 103% of the principal amount redeemed, plus accrued and unpaid interest and additional amounts (as specified in the indenture), if any, to the redemption date.

On and after October 15, 2022, LCPR Senior Secured Financing may redeem some or all of the 2027 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 indenture), if any, to the applicable redemption date:

	Redemption Price
12-month period commencing October 15:
2022	103.375%
2023	101.688%
2024 and thereafter	100.000%

In the event that the AT&T Acquisition is not or will not be consummated on or before April 9, 2021 (the Long-Stop Date), LCPR Senior Secured Financing will be required to redeem all of the 2027 LPR Senior Secured Notes at a redemption price equal to 100% of the principal amount redeemed, plus accrued and unpaid interest and additional amounts, if any, to the redemption date.

The net proceeds from the 2027 LPR Senior Secured Notes were deposited into escrow. The escrow may be released subject to the satisfaction of certain conditions, including the consummation of the AT&T Acquisition. On the escrow release date, the escrowed proceeds, including the SPV Escrowed Proceeds (as defined and described below), will be used to fund one or more loans to a wholly-owned subsidiary of Liberty Latin America. The payment of all obligations under such loans will be guaranteed by LCPR and certain of its affiliates and their respective significant subsidiaries, and all the issued capital stock or share capital of LCPR and each guarantor, and substantially all assets of LCPR and each guarantor will be pledged to secure the payment of such obligations. Such loans and a capital contribution from Liberty Latin America will be used to finance the AT&T Acquisition and to pay related fees and expenses. Until the AT&T Acquisition closes, the cash in escrow from the (i) 2027 LPR Senior Secured Notes and (ii) SPV Escrowed Proceeds are included in restricted cash in our consolidated balance sheet.

At December 31, 2019, the carrying value of the 2027 LPR Senior Secured Notes was $1,191 million.

LPR Credit Facilities

The LPR Credit Facilities are the senior secured credit facilities of Liberty Puerto Rico. The details of our borrowings under the LPR Credit Facilities as of December 31, 2019 are summarized in the following table:

LPR Credit Facilities		Maturity		Interest rate		Facility amount (in borrowing currency)				Unused borrowing capacity				Outstanding principal amount				Carrying value (a)
						in millions
2019 LPR Revolving Credit Facility (b)		October 15, 2025		LIBOR + 3.50%		$	125.0			$	125.0			$	—			$	—
2026 SPV Credit Facility		October 15, 2026		LIBOR + 5.0%		$	1,000.0			—				1,000.0				982.4
Total										$	125.0			$	1,000.0			$	982.4

(a)	Amounts are net of discounts and deferred financing costs.

(b)	The 2019 LPR Revolving Credit Facility has a fee on unused commitments of 0.5% per year.

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Financing Transactions

2026 SPV Credit Facility. In October 2019, LCPR Loan Financing LLC (LCPR Loan Financing) entered into a LIBOR plus 5.0% $1.0 billion principal amount term loan facility, issued at 99.0% of par, due October 15, 2026 (the 2026 SPV Credit Facility). Interest on the 2026 SPV Credit Facility is currently payable monthly. LCPR Loan Financing is a special purpose financing entity, created for the primary purpose of facilitating the issuance of certain term loan debt. LCPR is required to consolidate LCPR Loan Financing as a result of certain variable interests in LCPR Loan Financing, for which LCPR is considered the primary beneficiary.

LCPR Loan Financing used the proceeds from the 2026 SPV Credit Facility to (i) fund a new $947 million term loan (the LPR Financing Loan) to LCPR and (ii) deposit $53 million, which will fund a portion of the purchase price associated with the AT&T Acquisition, into escrow (the SPV Escrowed Proceeds). The terms and conditions, including maturity and applicable interest rate, for the LPR Financing Loan are the same as those for the 2026 SPV Credit Facility. LCPR Loan Financing’s obligations under the 2026 SPV Credit Facility are secured by interests over various assets, as further described in the 2026 SPV Credit Facility agreement.

In the event that the AT&T Acquisition is not or will not be consummated, LCPR Loan Financing will be required to apply the SPV Escrowed Proceeds in partial prepayment of the 2026 SPV Credit Facility, together with accrued and unpaid interest to such date of prepayment. In the event that the AT&T Acquisition is consummated and the purchase price for the AT&T Acquisition is reduced in excess of 10%, LCPR Loan Financing will be required to apply the portion of the SPV Escrowed Proceeds that was not used towards the purchase price of the AT&T Acquisition in partial prepayment of the 2026 SPV Credit Facility, together with accrued and unpaid interest to such date of prepayment.

The net proceeds from the LPR Financing Loan were used to redeem, in full, the$923 million outstanding principal amount of the LPR Bank Facility. This borrowing and repayment activity was treated as a non-cash transaction in our consolidated statement of cash flows. In connection with this transaction, we recognized a loss on debt modification and extinguishment of $7 million, which includes the write-off of unamortized discounts and deferred financing costs.

2019 LPR Revolving Credit Facility. In October 2019, LCPR entered into a LIBOR plus 3.5%, 6-year senior secured credit facility agreement providing for $125 million of revolving commitments (the 2019 LPR Revolving Credit Facility). The 2019 LPR Revolving Credit Facility has a fee on unused commitments of 0.5% per year. Upon closing of the 2019 LPR Revolving Credit Facility, the previously existing revolving credit facility at LCPR was cancelled. In the event that the AT&T Acquisition is not or will not be consummated on or before the Long-Stop Date, the aggregate principal amount available for borrowing under the 2019 LPR Revolving Credit Facility will be reduced by $63 million.

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LPR Bank Facility. During the second quarter of 2019, LCPR repaid$20 million of principal outstanding under the LPR Bank Facility. As noted above, the LPR Bank Facility was fully repaid in the fourth quarter of 2019.

During 2017, LCPR borrowed $85 million under the then existing LPR First Lien Term Loan. The net proceeds were used to prepay $85 million of the outstanding principal amount under the then existing LPR Second Lien Term Loan. This borrowing and repayment activity was treated as a non-cash transaction in our consolidated statement of cash flows.

Cabletica Credit Facilities

In October 2018, in connection with the completion of the Cabletica Acquisition, Cabletica entered into certain senior secured credit facilities (the Cabletica Credit Facilities).

The details of our borrowings under the Cabletica Credit Facilities as of December 31, 2019 are summarized in the following table:

						Unused borrowing capacity								Outstanding principal
Cabletica Credit Facilities		Maturity		Interest rate		Borrowing currency				U.S. $ equivalent				Borrowing currency				U.S. $ equivalent				Carrying value (a)
						in millions
Cabletica Term Loan B-1 Facility		(b)		LIBOR + 5.00%		$	—			$	—			$	49.2			$	49.2			$	47.4
Cabletica Term Loan B-2 Facility		(b)		TBP (c) + 6.00%		CRC	—			—				CRC	43,177.4			75.6				74.7
Cabletica Revolving Credit Facility (d)		October 5, 2023		LIBOR + 4.25%		$	15.0			15.0				$	—			—				—
										$	15.0							$	124.8			$	122.1

(a)	Amounts are net of deferred financing costs.

(b)	Under the terms of the credit agreement, Cabletica is obligated to repay 50% of the outstanding aggregate principal amounts of the Cabletica Term Loan B-1 Facility and the Cabletica Term Loan B-2 Facility on April 5, 2023, with the remaining respective principal amounts due on October 5, 2023, which represents the ultimate maturity date of each facility.

(c)	Tasa Básica Pasiva rate.

(d)	The Cabletica Revolving Credit Facility has a fee on unused commitments of 1.70% per year.

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Maturities of Debt

Maturities of our debt as of December 31, 2019 are presented below. Amounts presented below represent U.S. dollar equivalents based on December 31, 2019 exchange rates:

	C&W				VTR Finance				Liberty Puerto Rico				Cabletica				Liberty Latin America (a)				Consolidated
	in millions
Years ending December 31:
2020	$	84.3			$	93.6			$	—			$	—			$	0.3			$	178.2
2021	126.5				—				—				—				0.5				127.0
2022	18.0				93.7				—				—				0.7				112.4
2023	125.7				137.7				—				124.8				0.8				389.0
2024	77.3				1,260.0				—				—				403.0				1,740.3
Thereafter	3,765.6				—				2,200.0				—				—				5,965.6
Total debt maturities	4,197.4				1,585.0				2,200.0				124.8				405.3				8,512.5
Premiums, discounts and deferred financing costs, net	(22.7		)		(18.4		)		(27.0		)		(2.7		)		(75.3		)		(146.1		)
Total debt	$	4,174.7			$	1,566.6			$	2,173.0			$	122.1			$	330.0			$	8,366.4
Current portion	$	84.3			$	93.6			$	—			$	—			$	0.3			$	178.2
Noncurrent portion	$	4,090.4			$	1,473.0			$	2,173.0			$	122.1			$	329.7			$	8,188.2

(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.

Subsequent Events

For information regarding certain financing-related transactions completed subsequent to December 31, 2019, see note 21.

(11)	Leases

The following table provides details of our operating lease expense:

	Year ended December 31,
	2019				2018 (a)				2017 (a)
	in millions
Operating lease expense:
Operating lease cost	$	45.7			$	48.2			$	49.1
Short-term lease cost	10.4				—				—
Total operating lease expense	$	56.1			$	48.2			$	49.1

(a)	Amounts reflect operating lease expense recorded under ASC 840, Leases, prior to adoption of ASU 2016-02 on January 1, 2019. Accordingly, amounts are not comparable.

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The following table provides certain other details of our operating leases at December 31, 2019:

For the year ended December 31, 2019 (in millions):
Operating cash flows from operating leases	$	46.2
Right-of-use assets obtained in exchange for new operating lease liabilities (a)	$	48.0
As of December 31, 2019 (in millions):
Operating lease right-of-use assets	$	150.9
Operating lease liabilities:
Current	$	31.5
Noncurrent	119.2
Total operating lease liabilities	$	150.7
Weighted-average remaining lease term	6.4 years
Weighted-average discount rate	6.6		%

(a)	Represents non-cash transactions associated with operating leases entered into during the year ended December 31, 2019.

Maturities of Operating Leases

Maturities of our operating lease liabilities on an undiscounted basis as of December 31, 2019 are presented below along with the current and noncurrent operating lease liabilities on a discounted basis. Such amounts represent U.S. dollar equivalents (in millions) based on December 31, 2019 exchange rates.

Years ending December 31:
2020	$	40.2
2021	33.3
2022	27.8
2023	22.0
2024	18.5
Thereafter	45.5
Total operating lease liabilities on an undiscounted basis	187.3
Amount representing interest	(36.6		)
Present value of operating lease liabilities	$	150.7
Current portion	$	31.5
Noncurrent portion	$	119.2

(12)	Income Taxes

Period post Split-Off

We entered into a tax sharing agreement with Liberty Global (the Tax Sharing Agreement) that became effective upon consummation of the Split-Off. The Tax Sharing Agreement governs the parties’ respective rights, responsibilities and obligations with respect to taxes and tax benefits, the filing of tax returns, the control of audits and other tax matters. Pursuant to the Tax Sharing Agreement, tax liabilities and benefits relating to taxable periods before and after the Split-Off will be computed and apportioned between Liberty Latin America and Liberty Global, and responsibility for payment of those tax liabilities (including any taxes attributable to the Split-Off and related internal restructurings) and use of those tax benefits, will be allocated between Liberty Latin America and Liberty Global. Furthermore, the Tax Sharing Agreement sets forth the rights of Liberty Latin America and Liberty Global with respect to the preparation and filing of tax returns, the handling of audits or other tax proceedings and assistance and cooperation and other matters, in each case, for taxable periods ending on or before or that otherwise include the date of the Split-Off.

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Periods prior to Split-Off

Prior to the Split-Off, the income taxes of Liberty Latin America were presented on a standalone basis, and each tax paying entity or group within Liberty Latin America was presented on a separate return basis. Liberty Latin America was included among Liberty Global subsidiaries that were included in combined or consolidated tax returns, including tax returns in the Netherlands (the Dutch Fiscal Unity), the U.K. (the U.K. Tax Group) and the U.S. (the U.S. Tax Group). These tax groups also included Liberty Global subsidiaries that were not included in Liberty Latin America. Certain of the entities included in the Dutch Fiscal Unity, the U.K. Tax Group and the U.S. Tax Group were included in Liberty Latin America. As a result, we recorded related-party tax allocations to recognize changes in the tax attributes of certain entities of Liberty Latin America that were included in the Dutch Fiscal Unity, the U.K. Tax Group or the U.S. Tax Group.

On July 11, 2017, Liberty Latin America was formed as a corporation in Bermuda where a Tax Assurance Certificate has been granted to guarantee that any imposition of income or other taxes will not be applicable to Liberty Latin America through March 31, 2035. Accordingly, Liberty Latin America does not file a primary corporate income tax return in Bermuda, although various subsidiaries in other jurisdictions are taxable operations and file income tax returns in their respective jurisdictions. The income taxes of Liberty Latin America are presented, prior to the Split-Off, on a separate return basis for each tax-paying entity or group.

The components of our loss before income taxes are as follows:

	Year ended December 31,
	2019				2018				2017
	in millions
Domestic (a)	$	(46.0	)		$	(32.5	)		$	—
Foreign (b) (c)	(234.6		)		(552.2		)		(651.2		)
Total	$	(280.6	)		$	(584.7	)		$	(651.2	)

(a)	Liberty Latin America is considered a stand-alone Bermuda entity.

(b)

Amounts for the years ended December 31, 2019 and 2018 include impairment charges at our Panamanian reporting unit of $182 million and $608 million, respectively. The amount for the year ended December 31, 2017 includes impairment charges of $211 million, $191 million, $113 million and $97 million at our Puerto Rico, Trinidad and Tobago, British Virgin Islands and Bahamas reporting units, respectively. For additional information regarding asset impairments, see note 9.

(c)

For the year ended December 31, 2019, material jurisdictions that comprise the “foreign” component of our loss before income taxes include Bahamas, Barbados, Chile, Costa Rica, Jamaica, the Netherlands, Panama, Puerto Rico, Trinidad, the U.K. and the U.S. For the year ended December 31, 2018, material jurisdictions that comprise the “foreign” component of our loss before income taxes include Barbados, Chile, the Netherlands, Panama, Puerto Rico and the U.K. For the year ended December 31, 2017, material jurisdictions that comprise the “foreign” component of our loss before income taxes include Bahamas, Barbados, Chile, Jamaica, the Netherlands, Panama, Puerto Rico, the U.K. and the U.S.

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Income tax benefit (expense) consists of:

	Current				Deferred				Total
	in millions
Year ended December 31, 2019:
Domestic	$	—			$	—			$	—
Foreign	65.5				32.7				98.2
Total	$	65.5			$	32.7			$	98.2
Year ended December 31, 2018:
Domestic	$	—			$	—			$	—
Foreign	(84.0		)		32.9				(51.1		)
Total	$	(84.0	)		$	32.9			$	(51.1	)
Year ended December 31, 2017:
Domestic	$	—			$	—			$	—
Foreign	(282.6		)		135.1				(147.5		)
Total	$	(282.6	)		$	135.1			$	(147.5	)

Income tax benefit (expense) attributable to our earnings (loss) before income taxes differs from the amounts computed by using the applicable tax rate as a result of the following:

	Year ended December 31,
	2019				2018				2017
	in millions
Computed expected tax benefit (a)	$	—			$	—			$	—
Permanent differences (b)	(13.9		)		(23.3		)		(118.5		)
Basis and other differences in the treatment of items associated with investments in Liberty Latin America entities	19.9				0.4				5.5
Increases in valuation allowances	(60.9		)		(23.8		)		(59.0		)
International rate differences (a) (c)	56.0				130.3				116.4
Changes in uncertain tax positions	161.7				8.9				(54.9		)
Enacted tax law and rate changes (d) (e) (f) (g) (h) (i)	11.3				1.5				83.7
Effect of non-deductible goodwill impairments	(43.8		)		(157.0		)		(101.9		)
Other, net	(32.1		)		11.9				(18.8		)
Total income tax benefit (expense)	$	98.2			$	(51.1	)		$	(147.5	)

(a)

On July 11, 2017, Liberty Latin America was formed as a corporation in Bermuda where the company is exempt from income taxes on ordinary income and capital gains, and therefore has a “statutory” or “expected” tax rate of 0% in 2019, 2018 and 2017. The majority of our subsidiaries operate in jurisdictions where income tax is imposed at local applicable rates, resulting in “international rate differences,” as shown in the table above that reflect the computed tax benefit (expense) of pre-tax book income (loss) in the respective taxable jurisdiction.

(b)	Permanent differences primarily relate to various non-taxable income or non-deductible expenses, such as Caricom treaty income, limitations on deductible management fees, or executive compensation, among others.

(c)	The 2019 corporate tax rates applicable to our primary tax jurisdictions are as follows: Chile, 27%; Puerto Rico, 37.5%; the U.K., 19%; the Netherlands, 25%; Panama, 25%; and the U.S., 21%.

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(d)

During 2018, legislation was enacted that changed the income tax rate in Barbados from 25.0% to 30.0% on Regular Barbados Companies. Substantially all of the impact of this rate change on our deferred tax balances was recorded during the fourth quarter of 2018 when the change in law was enacted. During 2019, legislation was enacted that changed the income tax rate in Barbados from 30.0% on Regular Business Companies to a regressive tax rate ranging from 5.5% to 1% applicable to all Barbados companies, dependent upon taxable income levels. Substantially all of the impact of this rate change on our deferred tax balances was recorded during the first quarter of 2019 when the change in law was enacted.

(e)

On December 27, 2019, legislation was enacted in Colombia that replaces tax reform which had previously been enacted in 2018 but had been declared unconstitutional due to procedural flaws. The legislation confirms provisions from the original 2018 reform, including a phasing down of the corporate tax rates through 2022, whereby the rate will be 30% going forward. Substantially all of the impact of this rate change on our deferred tax balances was recorded during the fourth quarter of 2019 when the change in law was enacted.

(f)	On December 10, 2018, legislation was enacted that changed the total corporate income tax rate in Puerto Rico from 39.0% to 37.5% for tax years beginning after December 31, 2018. Substantially all of the impact of this rate change on our deferred balances was recorded during the fourth quarter of 2018 when the change in law was enacted.

(g)	On January 1, 2017, legislation was enacted that changed the income tax rate in Trinidad and Tobago from 25.0% to 30.0%. Substantially all of the impact of this rate change on our deferred tax balances was recorded during the first quarter of 2017 when the change in tax law was enacted.

(h)	On December 22, 2017, the Tax Cuts and Jobs Act legislation was enacted in the U.S., which permanently reduced the corporate income tax rate to 21.0% (effective January 1, 2018), among other corporate income tax changes. Substantially all of the impact of this rate change on our U.S. deferred tax balances was recorded during the fourth quarter of 2017 when the change in tax law was enacted.

(i)

The corporate tax rate applicable to our Chilean operations increased to 25.5% in 2017. In 2018 and future years, the tax rate is 27.0%. As of 2017, the 35.0% withholding tax applicable to payments made by our Chilean operations to non-resident shareholders will be based only on actual distributions to shareholders and only 65.0% of the actual corporate tax paid by our Chilean operations will be available to be used as a credit against this withholding tax. In the case of shareholders residing in countries that have tax treaties in force with Chile, there will be a full credit for the corporate tax paid.

Deferred income taxes reflect the impact of temporary differences between the amount of assets and liabilities recognized for financial reporting purposes and such amounts recognized for tax purposes. The components of our deferred tax assets (liabilities) are as follows:

	December 31,
	2019				2018
	in millions
Deferred tax assets	$	55.7			$	144.7
Deferred tax liabilities	(401.8		)		(543.0		)
Net deferred tax liability	$	(346.1	)		$	(398.3	)

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The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:

	December 31,
	2019				2018
	in millions
Deferred tax assets:
Net operating losses, credits and other carryforwards	$	1,520.2			$	1,414.9
Unrealized gains and losses	64.9				68.8
Accrued expenses	23.7				41.9
Other future deductible amounts	2.3				5.7
Deferred tax assets	1,611.1				1,531.3
Valuation allowance	(1,402.8		)		(1,308.9		)
Deferred tax assets, net of valuation allowance	208.3				222.4
Deferred tax liabilities:
Investments	(224.1		)		(231.6		)
Intangible assets	(168.6		)		(197.5		)
Property and equipment, net	(158.1		)		(173.5		)
Un-remitted foreign earnings	(3.1		)		(18.1		)
Other future taxable amounts	(0.5		)		—
Deferred tax liabilities	(554.4		)		(620.7		)
Net deferred tax liability	$	(346.1	)		$	(398.3	)

The changes in our valuation allowances are summarized below: 

		Year ended December 31,
		2019				2018				2017
		in millions
Balance at beginning of period		$	1,308.9			$	1,282.2			$	1,328.4
Net tax expense related to operations		60.9				23.8				59.0
Translation adjustments		8.8				2.9				26.1
Business acquisitions and other		24.2				—				(131.3		)
Balance at end of period		$	1,402.8			$	1,308.9			$	1,282.2

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Deferred tax assets related to net operating losses may be used to offset future taxable income. The significant components of our tax loss carryforwards and related tax assets at December 31, 2019 are as follows:

Country			Tax loss carryforward				Related tax asset				Expiration date
			in millions
U.K.:
Amount attributable to capital losses			$	4,924.2			$	837.1			Indefinite
Amount attributable to net operating losses			1,358.8				230.1				Indefinite
Barbados			1,088.0				28.6				2020 - 2026
Jamaica			448.7				148.7				Indefinite
Curacao			207.1				45.6				2020 - 2029
U.S.			117.2				29.3				2028 - 2038
Puerto Rico			31.3				10.2				2025 - 2029
Chile			22.6				6.1				Indefinite
Other			219.1				53.7				Various
Total			$	8,417.0			$	1,389.4

As of December 31, 2019, a valuation allowance of $1,340 million has been recorded on the net operating loss carryforwards where we do not expect to generate future taxable income, or where certain losses may be limited in use due to change in control or same-business tests.

Our tax loss carryforwards within each jurisdiction combine all companies’ tax losses (both capital and ordinary losses) in that jurisdiction; however, certain tax jurisdictions limit the ability to offset taxable income of a separate company or different tax group with the tax losses associated with another separate company or group. Further, tax jurisdictions restrict the type of taxable income that the above losses are able to offset.

In 2019 and 2018, we have foreign tax credit carryforwards each of $25 million, which are available in the U.S., but are subject to a full valuation allowance. Substantially all credits not utilized will expire at the end of 2027. Other credit carry forwards at the end of 2019 and 2018, in the amounts of $17 million and $12 million, respectively, predominantly represent alternative minimum tax credits attributable to our operations in Puerto Rico for which the current tax law provides no period of expiration.

Through our consolidated subsidiaries, we maintain a presence in many countries. Many of these countries maintain highly complex tax regimes. We have accounted for the effect of these taxes based on what we believe is reasonably expected to apply to us and our consolidated subsidiaries based on tax laws currently in effect and reasonable interpretations of these laws. Because some jurisdictions do not have systems of taxation that are as well established as the system of income taxation used in other major industrialized countries, it may be difficult to anticipate how other jurisdictions will tax our and our consolidated subsidiaries’ current and future operations.

Although we intend to take reasonable tax planning measures to limit our tax exposures, no assurance can be given that we will be able to do so.

We file income tax returns in various jurisdictions. In the normal course of business, our income tax filings are subject to review by various taxing authorities. In connection with such reviews, disputes could arise with the taxing authorities over the interpretation or application of certain income tax rules related to our business in that tax jurisdiction. Such disputes may result in future tax and interest and penalty assessments by these taxing authorities. The ultimate resolution of tax contingencies will take place upon the earlier of (i) the settlement date with the applicable taxing authorities in either cash or agreement of income tax positions or (ii) the date when the tax authorities are statutorily prohibited from adjusting the company’s tax computations.

In general, tax returns filed by, or that include, entities comprising Liberty Latin America for years prior to 2009 are no longer subject to examination by tax authorities. We are currently undergoing income tax audits in Chile, Panama, Trinidad and Tobago and certain other jurisdictions within the Caribbean and Latin America. Except as noted below, any adjustments that might arise

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from the foregoing examinations are not expected to have a material impact on our consolidated financial position or results of operations.

The changes in our unrecognized tax benefits are summarized below: 

	Year ended December 31,
	2019				2018				2017
	in millions
Balance at January 1	$	249.0			$	264.5			$	182.3
Additions for tax positions of prior years	20.3				26.2				67.6
Effects of business acquisitions	3.1				—				—
Additions based on tax positions related to the current year	1.0				29.6				24.0
Lapse of statute of limitations	(2.7		)		(10.7		)		(5.9		)
Foreign currency translation	(11.5		)		(29.9		)		17.8
Decrease for settlement with tax authorities	(42.0		)		—				(1.0		)
Reductions for tax positions of prior years	(153.1		)		(30.7		)		(20.3		)
Balance at December 31	$	64.1			$	249.0			$	264.5

No assurance can be given that any of these unrecognized tax benefits will be recognized or realized.

As of December 31, 2019, all of our unrecognized tax benefits would have a favorable impact on our effective income tax rate if ultimately recognized.

During 2020, it is reasonably possible that the resolution of ongoing examinations by tax authorities as well as expiration of statutes of limitation could result in reductions to our unrecognized tax benefits related to tax positions taken as of December 31, 2019. Other than the potential impacts of ongoing examinations and the expected expiration of certain statutes of limitation, we do not expect any material changes to our unrecognized tax benefits during 2020. No assurance can be given as to the nature or impact of any changes in our unrecognized tax positions during 2020.

(13)	Equity

Share Capital

In connection with the Split-Off, we issued 48,428,841, 1,940,193 and 120,843,539 shares of Class A, Class B and Class C common stock, respectively. As a result, the accumulated net contributions balance as of December 29, 2017 was reclassified to additional paid-in capital and reflected as a change in capitalization in connection with the Split-Off in our consolidated statement of equity.

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A summary of the changes in our share capital during 2019 and 2018 is set forth in the table below:

	Class A			Class B			Class C
Balance at January 1, 2018	48,428,841			1,940,193			120,843,539
LPR NCI Acquisition	—			—			9,500,000
Issued in connection with share-based compensation plans	68,718			—			153,629
Issued in connection with 401(k) company match	—			—			28,990
Conversion of Class B to Class A	4,244			(4,244	)		—
Balance at December 31, 2018	48,501,803			1,935,949			130,526,158
Balance at January 1, 2019	48,501,803			1,935,949			130,526,158
Issued in connection with share-based compensation plans	292,486			—			596,153
Issued in connection with 401(k) company match	—			—			59,060
Conversion of Class B to Class A	1,263			(1,263	)		—
Balance at December 31, 2019	48,795,552			1,934,686			131,181,371

Voting rights. Holders of Class A common shares and Class B common shares vote together as a single class on all matters submitted to a vote of Liberty Latin America’s shareholders. The holders of Class A common shares have one vote per share; the holders of Class B common shares have 10 votes per share; and the holders of Class C common shares generally have no votes per share. In the event a right to vote is required under applicable law, holders of Class C common shares will vote as a single class with the holders of Class A common shares and Class B common shares and will be entitled to 1/100 of a vote on such matter for each Class C common share. Each Class B common share is convertible at the option of the holder for one Class A common share.

Capped Calls

In connection with the issuance of our Convertible Notes, we entered into capped call option contracts (the Capped Calls). The Capped Calls are used as an economic hedge to reduce or offset potential dilution to our Class C common shares upon any conversion of the Convertible Notes and/or offset any cash payments we are required to make in excess of the principal amount of such converted notes, as the case may be, with such reduction and/or offset subject to a cap. Collectively, the Capped Calls cover, initially, the number of the Company’s Class C common shares underlying the Convertible Notes, or 18.1 million of Class C common shares. The Capped Calls have an initial strike price of $22.2337 per Class C common share and an initial cap price of $31.7625 per Class C common share, subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Convertible Notes, and expire on July 15, 2024. The Capped Calls are not considered a derivative instrument under ASC 815, Derivatives and Hedging, as the contracts are indexed to our Class C common shares and therefore classified within shareholders’ equity. The aggregate premiums paid for the Capped Calls of $46 million are included in additional paid-in capital in our consolidated statement of equity.

Conversion Option – Convertible Notes

In connection with the issuance of the Convertible Notes, we recorded $77 million in additional paid-in capital in our consolidated statement of equity for the Conversion Option, which represents the fair value of the Conversion Option at issuance less $1 million of allocated transaction fees and costs. For additional information, see notes 6 and 10.

Noncontrolling interests

During the third quarter of 2019, we increased our ownership interest in UTS from 87.5% to 100.0% for $12 million (the UTS NCI Acquisition), of which $5 million was paid during the quarter and the remaining $7 million is included in other accrued and current liabilities in our consolidated balance sheet at December 31, 2019.

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During 2018, we increased our ownership in C&W Jamaica from 82.0% to 92.3% by acquiring 1,727,047,174 of the issued and outstanding ordinary stock units of C&W Jamaica that we did not already own (the C&W Jamaica NCI Acquisition) for JMD 1.45 per share or JMD 2,504 million ($20 million at the transaction dates) of paid consideration.

On October 17, 2018, we acquired the remaining 40.0% partnership interests in LCPR from Searchlight Capital Partners, L.P. (Searchlight) in exchange for 9,500,000 unregistered Liberty Latin America Class C common shares (the LPR NCI Acquisition). In connection with the LPR NCI Acquisition (i) we entered into a registration rights agreement with Searchlight related to the Class C common shares and (ii) Searchlight is subject to certain restrictions regarding the transfer of the shares issued in the transaction for a period of up to two years.

Effective September 1, 2017, we increased our ownership in C&W Barbados from 81.1% to 100% by acquiring all of the issued and outstanding common shares of C&W Barbados that we did not already own for Barbadian dollars (Bds) of Bds 2.86 per share (the C&W Barbados NCI Acquisition). As of December 31, 2019, Bds 67 million ($34 million) of the consideration was paid, including Bds 2 million ($1 million) in transaction fees, and the remaining Bds 12 million ($6 million) was recorded as a liability in our consolidated balance sheet.

Liberty Puerto Rico Equity Commitment

In December 2017, and in connection with challenging circumstances that Liberty Puerto Rico experienced as a result of the damage caused by the 2017 Hurricanes, the LPR Credit Agreements were amended to provide for, among other things, a commitment from Liberty Puerto Rico’s shareholders through December 31, 2018 to fund potential liquidity shortfalls. During 2018, prior to the LPR NCI Acquisition, capital contributions aggregating $45 million were provided to Liberty Puerto Rico consisting of $27 million from us and $18 million from investment funds affiliated with Searchlight. The capital contributions from Searchlight are included in our consolidated statement of equity as an increase to noncontrolling interests.

Distributions to Liberty Global

During 2017 (for the period prior to the Split-Off), we made capital distributions of $53 million and $21 million, respectively, to reimburse Liberty Global for LiLAC Shares it repurchased pursuant to its then share repurchase program with respect to LiLAC Shares.

(14)	Restructuring Liabilities

A summary of changes in our restructuring liabilities during 2019 is set forth in the table below:

	Employee severance and termination				Contract termination and other				Total
	in millions
Restructuring liability as of January 1, 2019	$	7.6			$	18.0			$	25.6
Restructuring charges	30.9				9.3				40.2
UTS liabilities at acquisition date	8.3				—				8.3
Cash paid	(27.6		)		(13.0		)		(40.6		)
Foreign currency translation adjustments	(0.2		)		(1.0		)		(1.2		)
Restructuring liability as of December 31, 2019	$	19.0			$	13.3			$	32.3
Current portion	$	13.1			$	10.5			$	23.6
Noncurrent portion	5.9				2.8				8.7
Total	$	19.0			$	13.3			$	32.3

Our restructuring charges during 2019 primarily relate to employee severance and termination costs associated with reorganization programs at C&W and VTR. In addition to these charges, we also incurred $5 million in restructuring charges related to employee severance and termination costs at C&W, which impacted our net pension liability. For additional information, see note 15.

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A summary of changes in our restructuring liabilities during 2018 is set forth in the table below:

	Employee severance and termination				Contract termination and other				Total
	in millions
Restructuring liability as of January 1, 2018	$	6.2			$	25.4			$	31.6
Restructuring charges	25.6				8.8				34.4
Cash paid	(24.3		)		(13.5		)		(37.8		)
Foreign currency translation adjustments	0.1				(2.7		)		(2.6		)
Restructuring liability as of December 31, 2018	$	7.6			$	18.0			$	25.6
Current portion	$	7.6			$	10.4			$	18.0
Noncurrent portion	—				7.6				7.6
Total	$	7.6			$	18.0			$	25.6

Our restructuring charges during 2018 primarily relate to (i) employee severance and termination costs, primarily associated with reorganization programs at C&W of $15 million and (ii) $6 million of contract termination costs at VTR.

In addition to the restructuring charges set forth in the table above, we also incurred $9 million in restructuring charges related to employee severance and termination costs at C&W, which impacted our net pension liability. For additional information, see note 15.

A summary of changes in our restructuring liabilities during 2017 is set forth in the table below:

	Employee severance and termination				Contract termination and other				Total
	in millions
Restructuring liability as of January 1, 2017	$	4.0			$	26.9			$	30.9
Restructuring charges	34.7				6.3				41.0
Cash paid	(33.1		)		(10.0		)		(43.1		)
Foreign currency translation adjustments	0.6				2.2				2.8
Restructuring liability as of December 31, 2017	$	6.2			$	25.4			$	31.6

Our restructuring charges during 2017 primarily include (i) employee severance and termination costs associated with certain reorganization and integration activities of $23 million and $10 million at C&W and VTR, respectively, and (ii) contract termination costs of $6 million at VTR.

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(15)	Defined Benefit Plans

C&W maintains various funded defined benefit plans for its employees, including (i) the Cable & Wireless Superannuation Fund (CWSF), which is C&W’s largest defined benefit plan, and (ii) plans in Jamaica, Barbados, the Bahamas and Curacao. A significant portion of these defined benefit plans are closed to new entrants, and existing participants do not accrue any additional benefits.

C&W also operates unfunded defined benefit arrangements in the U.K., which are governed by individual trust deeds (the U.K. unfunded plans). One arrangement incorporates a covenant requiring C&W to hold security against the value of the liabilities. The security is in the form of U.K. Government Gilts, which are included in other assets, net, in our consolidated balance sheets. At December 31, 2019 and 2018, the carrying value of our investment in the U.K. Government Gilts was $37 million and $35 million, respectively.

Prior to the UTS Acquisition, UTS had unfunded defined benefit liabilities for certain of its employees. In connection with the UTS Acquisition, an insurance policy was purchased for 64 million Netherlands Antillean Guilders ($36 million). The payments from this policy effectively match the corresponding obligations to the UTS employees.

Annual service costs for these employee benefit plans is determined using the projected unit credit actuarial method. The C&W subsidiaries that maintain funded plans have established investment policies for plan assets. The investment strategies are long-term in nature and generally designed to meet the following objectives:

•ensure that funds are available to pay benefits as they become due;

•maximize the total returns on plan assets subject to prudent risk taking; and

•preserve or improve the funded status of the trusts over time.

The weighted average assumptions used in determining our benefit obligations and net periodic pension cost are as follows:

	December 31,
	2019		2018
Expected rate of salary increase	0.8%		0.7%
Discount rate	3.0%		3.6%
Return on plan assets	3.0%		3.6%
Retail price index inflation rate	3.0%		3.5%
Consumer price index inflation rate	2.1%		2.2%

The present value of the CWSF vested benefit obligations has been calculated and, together with the U.K. unfunded plans, represents 75% of the overall projected benefit obligation as of December 31, 2019. Assumptions used are best estimates from a range of possible actuarial assumptions, which may not necessarily be borne out in practice. The assumptions related to mortality rates for the CWSF and the U.K. unfunded plans are based upon the third series of Self-Administered Pension Scheme and the actual experience of the plan participants and dependents. In addition, allowance was made for future mortality improvements in line with the 2018 Continuous Mortality Investigation core projections with a long-term rate of improvement of 1.25% per annum. Based on these assumptions, the life expectancies of participants aged 60 are as follows:

	December 31,
	2019		2029		2039
	years
Male participants and dependents	27		28		29
Female participants	28		28		29
Female dependents	28		29		30

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Risk

Through our defined benefit pension plans, we are exposed to a number of risks, the most significant of which are detailed below. The net pension liability can be significantly influenced by short-term market factors.

The calculation of the net surplus or deficit of the respective plans depends on factors that are beyond our control, principally (i) the value at the balance sheet date of equity securities in which the respective plan has invested and (ii) long-term interest rates, which are used to discount future liabilities. The funding of the respective plans is based on long-term trends and assumptions relating to market growth, as advised by qualified actuaries and investment advisors, including:

•	Investment returns: Our net pension assets (liabilities) and contribution requirements are heavily dependent upon the return on the invested assets;

•	Longevity: The cost to the company of the pensions promised to members is dependent upon the expected term of these payments. To the extent that members live longer than expected this will increase the cost of these arrangements; and

•	Inflation rate risk: In the U.K., pension obligations are impacted by inflation and, as such, higher inflation will lead to higher pension liabilities.

At December 31, 2019, the above risks have been mitigated for approximately 67% of the CWSF’s liabilities, 66% of the Jamaican plan’s liabilities and 100% of the UTS liabilities through the purchase of insurance policies, the payments from which match the corresponding obligations to employees. The remaining investment risks in the plans have also been mitigated to a reasonable extent by a combination of matching assets and diversification of the return-seeking assets.

Sensitivity analysis

The following table summarizes (i) the impact a 1.0% increase or decrease in the applicable actuarial assumed rate would have on the valuation of our pension plans, (ii) the impact a 1.0% increase or decrease in the assumed inflation rate would have on the valuation of the CWSF and the U.K. unfunded plans and (iii) the impact of plan participants living, on average, one year longer or one year less than assumed would have on the valuation of our pension plans:

	Increase				Decrease
	in millions
CWSF and U.K. unfunded arrangements
Discount rate:
Effect on defined benefit obligation	$	(208	)		$	258
Effect on defined benefit obligation, net of annuity insurance policies	$	(92	)		$	120
Inflation (and related increases):
Effect on defined benefit obligation	$	147			$	(137	)
Effect on defined benefit obligation, net of annuity insurance policies	$	72			$	(64	)
Life expectancy:
Effect on defined benefit obligation	$	84			$	(82	)
Effect on defined benefit obligation, net of annuity insurance policies	$	21			$	(21	)
Other plans
Effect on defined benefit obligation:
Discount rate	$	(51	)		$	63
Life expectancy	$	11			$	(10	)

The sensitivity analysis is based on a standalone change in each assumption while holding all other assumptions constant. As reflected above, the impact on the net pension liability is significantly reduced for the CWSF as a result of the annuity insurance policies we hold.

Using the projected unit credit method for the valuation of liabilities, the current service cost is expected to increase when expressed as a percentage of pensionable payroll as the members of the plans approach retirement.

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The following tables summarize the activities of the C&W pension plans for 2019, 2018 and 2017, as applicable.

The following is a summary of the funded status of our defined benefit plans:

	December 31,
	2019				2018
	in millions
Projected benefit obligation at beginning of period	$	2,096.7			$	2,020.0
UTS acquisition (a)	36.0				—
Bahamas plan adjustment (b)	—				328.4
Service cost	4.6				6.3
Prior service cost (c)	—				16.4
Contributions by plan participants	1.2				1.3
Interest cost	73.5				69.1
Actuarial (gain) loss	148.3				(123.6		)
Benefits paid	(114.4		)		(124.3		)
Other	3.6				6.4
Effect of changes in foreign currency exchange rates	63.9				(103.3		)
Projected benefit obligation at end of period	$	2,313.4			$	2,096.7
Accumulated benefit obligation at end of period	$	2,302.5			$	2,084.1
Fair value of plan assets at beginning of period	$	2,068.1			$	2,118.7
UTS acquisition (a)	36.0				—
Bahamas plan adjustment (b)	—				152.3
Actual return on plan assets	197.0				24.2
Contributions by employer	6.9				7.0
Contributions by plan participants	1.2				1.3
Benefits paid	(114.4		)		(124.3		)
Other	0.6				0.2
Effect of changes in foreign currency exchange rates	68.0				(111.3		)
Fair value of plan assets at end of period	$	2,263.4			$	2,068.1
Net pension liability	$	(50.0	)		$	(28.6	)

(a)	Amounts represent the initial projected benefit obligation of the UTS unfunded defined benefit plan at the UTS Acquisition date and a corresponding plan asset associated with the expected cash flows from the insurance policy covering the projected benefit obligation.

(b)	During 2018, C&W recognized a net pension liability that is largely indemnified by a government entity. At December 31, 2019 and 2018, the indemnification asset balance was $155 million and $132 million, respectively, which is included in other assets, net, in our consolidated balance sheets.

(c)	The 2018 amount relates to an allowance recorded in connection with expected costs associated with guaranteed minimum pension equalization in the CWSF.

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Defined benefit plan amounts included in our consolidated balance sheets are as follows:

	December 31,
	2019				2018
	in millions
Noncurrent assets	$	184.9			$	177.3
Noncurrent liabilities	(234.9		)		(205.9		)
Net pension liability	$	(50.0	)		$	(28.6	)

The asset allocation by asset category, asset mix and fair value hierarchy level (as further described in note 6) of our defined benefit plan assets are as follows:

	Asset mix (a)		December 31, 2019
			Total				Level 1				Level 2				Level 3
	%		in millions
Equity securities	11.5		$	259.1			$	157.0			$	102.1			$	—
Bonds (b)	28.6		646.9				633.9				13.0				—
Insurance annuity contracts (c)	56.8		1,285.5				—				142.0				1,143.5
Real estate	1.2		28.0				12.5				1.6				13.9
Private equity	0.4		9.9				—				—				9.9
Cash	1.5		34.0				34.0				—				—
Total	100.0		$	2,263.4			$	837.4			$	258.7			$	1,167.3

	Asset mix (a)		December 31, 2018
			Total				Level 1				Level 2				Level 3
	%		in millions
Equity securities	17.9		$	369.7			$	207.8			$	161.9			$	—
Bonds (b)	25.1		518.9				504.6				14.3				—
Insurance annuity contracts (c)	54.1		1,119.3				—				91.0				1,028.3
Real estate	1.3		26.0				9.9				1.2				14.9
Private equity	0.4		9.7				—				—				9.7
Cash	1.2		24.5				24.5				—				—
Total	100.0		$	2,068.1			$	746.8			$	268.4			$	1,052.9

(a)	We review the asset allocations within the respective portfolios on a regular basis. Generally, the plans do not have explicit asset mix targets other than for the equity securities and bond portfolios within the CWSF on a consolidated basis. The asset mix is primarily subject to, among other considerations, a de-risking plan related to the CWSF.

(b)	Amounts primarily include (i) fixed-interest and index-linked U.K. Government Gilts held by the CWSF and (ii) bonds held by the Bahamas and Jamaica plans.

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(c)

The trustees of the CWSF, Jamaica plan and UTS unfunded liabilities have each purchased annuity policies pursuant to which the insurer assumed responsibility for the benefits payable to certain participants of the CWSF, Jamaica plan and UTS liabilities. The liabilities in the CWSF, Jamaica plan and at UTS are matched by related annuity policy assets, which reduces our funding risk for these plans, as follows:

	December 31,
	2019			2018
CWSF	67	%		66	%
Jamaica plan	66	%		64	%
UTS	100	%		NA

A reconciliation of the beginning and ending balances of our plan assets measured at fair value using Level 3 inputs is as follows:

	December 31,
	2019				2018
	in millions
Balance at beginning of year	$	1,052.9			$	1,171.4
Gains relating to assets still held at year-end	94.9				10.4
Purchases, sales and settlements of investments, net	(24.9		)		(64.4		)
Foreign currency translation adjustments	44.4				(64.5		)
Balance at end of year	$	1,167.3			$	1,052.9

 

The components of net periodic pension benefit (expense) recorded in our consolidated statements of operations are as follows:

	Year ended December 31,
	2019				2018				2017
	in millions
Included in operating income – service costs	$	3.4			$	3.7			$	1.2
Other income (expense), net:
Interest costs	57.6				64.5				58.8
Expected return on plan assets	(59.6		)		(74.8		)		(73.0		)
Other	—				(1.9		)		(0.3		)
	(2.0		)		(12.2		)		(14.5		)
Total net periodic pension benefit (expense)	$	1.4			$	(8.5	)		$	(13.3	)

In addition to the net periodic pension expense in 2019, we incurred $5 million in restructuring charges related to employee severance and termination costs at C&W, which impacted our net pension liability. For information on our restructuring charges, see note 14.

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The net actuarial gain (loss) recognized in accumulated other comprehensive earnings (loss) during each period and not yet recognized as a component of net period benefit cost at each period end is as follows:

	Year ended December 31,
	2019				2018				2017
	in millions
Balance at beginning of year	$	10.7			$	(19.8	)		$	(9.7	)
Actuarial gain (loss) on projected benefit obligation	(134.5		)		81.9				47.2
Actuarial gain (loss) on plan assets (a)	131.9				(51.1		)		(59.2		)
Foreign currency translation adjustments and other	0.5				(0.3		)		1.9
Balance at end of year	$	8.6			$	10.7			$	(19.8	)

(a)	Represents the actual less expected return on plan assets.

Based on December 31, 2019 exchange rates, the benefits that we currently expect to pay during the next five years and in the aggregate for the five years thereafter with respect to our defined benefit plans are as follows (in millions):

Year ending December 31:
2020	$	112.0
2021	114.1
2022	116.5
2023	120.7
2024	121.7
2025 – 2029	649.7

2020 Expected Contributions

Based on December 31, 2019 foreign exchange rates and information available as of that date, we expect contributions of $8 million in aggregate to our defined benefit plans in 2020.

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(16)	Share-based Compensation

Our share-based compensation expense includes (i) amounts related to share-based incentive awards held by our employees and employees of our subsidiaries, (ii) amounts allocated from Liberty Global to Liberty Latin America prior to the Split-Off related to share-based incentive awards held by our employees, as further discussed below, and (iii) amounts related to share-based incentive awards issued under plans that have expired at VTR and LCPR. Amounts allocated from Liberty Global to Liberty Latin America relate to share-based incentive awards held by our employees prior to the Split-Off associated with both LiLAC Shares and Liberty Global Shares, and are reflected as an increase (decrease) to accumulated net contributions (distributions) in our consolidated statements of equity. As discussed below, in conjunction with the Split-Off, LiLAC Shares previously issued to our employees were replaced with Liberty Latin America share-based incentive awards. Following the Split-Off, Liberty Global no longer allocates share-based compensation expense to our company. The following table summarizes our share-based compensation expense:

	Year ended December 31,
	2019				2018				2017
	in millions
Included in:
Other operating expense	$	0.9			$	0.6			$	0.5
SG&A expense	56.6				39.2				13.7
Total	$	57.5			$	39.8			$	14.2

As of December 31, 2019, we have $67 million of total unrecognized compensation expense related to awards held by our employees that is expected to be recognized as a future expense over a weighted-average period of approximately 2.2 years.

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The following table summarizes certain information related to the share-based incentive awards granted and exercised:

	Year ended December 31,
Assumptions used to estimate fair value of SARs granted:	2019				2018
Risk-free interest rate	1.69 - 2.41%				2.24 - 3.05%
Expected life	4.6 - 7.0 years				4.6 - 7.0 years
Expected volatility	33.1 - 36.4%				29.8 - 38.2%
Expected dividend yield	none				none
Weighted average grant-date fair value per share of awards granted:
SARs	$	6.86			$	7.05
RSUs	$	19.75			$	18.41
PSUs	$	16.95			$	19.49
Total intrinsic value of SARs exercised (in millions)	$	—			$	—
Income tax benefit related to share-based compensation (in millions)	$	3.8			$	6.2

Equity Incentive Plans

In connection with the Split-Off, we adopted the Liberty Latin America Ltd. 2018 Incentive Plan (the Employee Incentive Plan) and the Liberty Latin America Ltd. 2018 Nonemployee Director Incentive Plan (the Nonemployee Director Incentive Plan). Options, SARs, RSUs, cash awards, performance awards or any combination of the foregoing may be granted under the Employee Incentive Plan and the Nonemployee Director Incentive Plan. The maximum number of Liberty Latin America common shares that may be issued under the Employee Incentive Plan and the Nonemployee Director Incentive Plan is 25 million (of which no more than 10 million shares may consist of Class B shares) and 5 million, respectively, in each case subject to anti-dilution and other adjustment provisions in the respective plans. Liberty Latin America common shares issuable pursuant to awards will be made available from either authorized but unissued shares or shares that have been issued but reacquired by Liberty Latin America.

RSUs and SARs under the Employee Incentive Plan generally vest 12.5% on the seventh-month anniversary of the grant date and then vest at a rate of 6.25% each quarter thereafter over a four year term. SARs expire seven years after the grant date and may be granted with an exercise price at or above the fair market value of the shares on the date of grant in any class of common shares. RSUs issued under the Nonemployee Director Incentive Plan vest on the first anniversary of the grant date.

Liberty Latin America Ltd. Transitional Share Conversion Plan

In connection with the Split-Off, share-based incentive awards with respect to LiLAC Shares outstanding as of December 29, 2017 (the Original Awards) were cancelled and replaced with corresponding share-based incentive awards with respect to Liberty Latin America Shares, pursuant to the Liberty Latin America Ltd. Transitional Share Conversion Plan (the Transition Plan). Specifically, each option, SAR, RSU and PSU outstanding as of the Split-Off Distribution Date was cancelled and replaced with the same number of corresponding Liberty Latin America awards (the Replacement Awards). We did not recognize any incremental share-based compensation expense associated with these modifications, as we determined that the incremental value was immaterial. The PSUs granted in connection with the Transition Plan covered a three-year performance period ending December 31, 2018 and included a performance target metric based on the achievement of specified compound annual growth rates (CAGR) in a consolidated Adjusted OIBDA metric. Participants earned 80% of their targeted awards under the Transition Plan PSUs, which vested 50% on each of April 1 and October 1 of 2019.

Performance Awards

The following is a summary of the material terms and conditions with respect to our performance-based awards for certain executive officers and key employees.

Equity awards are granted to executive officers and key employees based on a target annual equity value for each executive and key employee, of which approximately two-thirds would be delivered in the form of PSUs and approximately one-third in the form of an annual award of SARs. Each currently-outstanding PSU represents the right to receive one Liberty Latin America Class A or Class C common share, as applicable, subject to performance and vesting.

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PSUs are granted to executive officers and key employees annually pursuant to performance plans that are based on the achievement of specified CAGRs of our Adjusted OIBDA (as defined in note 19) during a 2-year period (Adjusted OIBDA CAGR). The performance targets will be adjusted for events such as acquisitions, dispositions and changes in foreign currency exchange rates that affect comparability. These PSUs require delivery of a specified Adjusted OIBDA during the applicable two-year performance periods, with adjustments to the payout should the Adjusted OIBDA exceed or fail to meet the target, as applicable. A performance range of 50% to 125% or more of the applicable target Adjusted OIBDA CAGR generally results in award recipients earning 50% to 150% of their target PSU subject to reduction or forfeiture based on individual performance. The earned PSUs generally vest 50% on each of April 1, and October 1, of the year following the end of the performance period.

Share-based Incentive Awards

The following tables summarize the share-based incentive award activity during 2019 with respect to Liberty Latin America awards held by our employees and our board of directors.

	Number of shares			Weighted average base price				Weighted average remaining contractual term		Aggregate intrinsic value
SARs – Class A shares								in years		in millions
Outstanding at January 1, 2019	2,536,333			$	22.77
Granted	1,125,735			$	19.60
Forfeited	(225,202	)		$	22.03
Exercised	(9,203	)		$	18.80
Outstanding at December 31, 2019	3,427,663			$	21.80			5.2		$	0.9
Exercisable at December 31, 2019	1,290,049			$	24.45			4.4		$	0.2

	Number of shares			Weighted average base price				Weighted average remaining contractual term		Aggregate intrinsic value
SARs – Class C shares								in years		in millions
Outstanding at January 1, 2019	5,136,950			$	22.82
Granted	2,226,828			$	19.75
Forfeited	(441,804	)		$	22.52
Exercised	(17,562	)		$	18.24
Outstanding at December 31, 2019	6,904,412			$	21.87			5.1		$	2.7
Exercisable at December 31, 2019	2,626,453			$	24.67			4.3		$	0.8

	Number of shares			Weighted average grant-date fair value per share				Weighted average remaining contractual term
RSUs – Class A shares								in years
Outstanding at January 1, 2019	199,994			$	21.94
Granted	233,388			$	19.70
Forfeited	(32,025	)		$	21.06
Released from restrictions	(155,531	)		$	21.35
Outstanding at December 31, 2019	245,826			$	20.23			2.5

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	Number of shares			Weighted average grant-date fair value per share				Weighted average remaining contractual term
RSUs – Class C shares								in years
Outstanding at January 1, 2019	399,747			$	21.86
Granted	466,776			$	19.77
Forfeited	(64,028	)		$	21.04
Released from restrictions	(311,170	)		$	21.33
Outstanding at December 31, 2019	491,325			$	20.25			2.5

	Number of shares			Weighted average grant-date fair value per share				Weighted average remaining contractual term
PSUs – Class A shares								in years
Outstanding at January 1, 2019	505,722			$	20.63
Granted	366,795			$	16.90
Forfeited	(173,987	)		$	21.72
Released from restrictions	(19,682	)		$	31.63
Outstanding at December 31, 2019	678,848			$	18.08			1.3

	Number of shares			Weighted average grant-date fair value per share				Weighted average remaining contractual term
PSUs – Class C shares								in years
Outstanding at January 1, 2019	1,011,451			$	20.84
Granted	721,238			$	16.99
Forfeited	(336,805	)		$	22.28
Released from restrictions	(38,188	)		$	31.89
Outstanding at December 31, 2019	1,357,696			$	18.19			1.3

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The following tables summarize the share-based incentive awards related to Liberty Global Shares held by employees of Liberty Latin America as of December 31, 2019:

	Number of shares			Weighted average base price				Weighted average remaining contractual term
Share-based incentive award type								in years
SARs:
Liberty Global Class A ordinary shares:
Outstanding	1,131,589			$	33.65			2.1
Exercisable	1,051,164			$	33.61			2.0
Liberty Global Class C ordinary shares:
Outstanding	2,596,472			$	31.64			1.9
Exercisable	2,435,590			$	31.53			1.8

	Number of shares			Weighted average grant-date fair value per share				Weighted average remaining contractual term
Share-based incentive award type								in years
RSUs outstanding:
Liberty Global Class A ordinary shares	4,550			$	32.37			1.4
Liberty Global Class C ordinary shares	9,085			$	32.05			1.4

Accumulated other comprehensive loss included in our consolidated balance sheets and statements of equity reflect the aggregate impact of foreign currency translation adjustments and pension-related adjustments and other. The changes in the components of accumulated other comprehensive loss, net of taxes, are summarized as follows:

	Liberty Latin America shareholders
	Foreign currency translation adjustments				Pension- related adjustments and other				Accumulated other comprehensive loss				Non-controlling interests				Total accumulated other comprehensive loss
	in millions
Balance at January 1, 2017	$	(5.2	)		$	(11.5	)		$	(16.7	)		$	(0.9	)		$	(17.6	)
Other comprehensive loss	(37.2		)		(10.3		)		(47.5		)		0.9				(46.6		)
Balance at December 31, 2017	(42.4		)		(21.8		)		(64.2		)		—				(64.2		)
Other comprehensive earnings	5.6				35.1				40.7				(1.3		)		39.4
Impact of the C&W Jamaica NCI Acquisition	7.0				0.2				7.2				(7.2		)		—
Balance at December 31, 2018	(29.8		)		13.5				(16.3		)		(8.5		)		(24.8		)
Other comprehensive loss	4.3				(2.8		)		1.5				(0.3		)		1.2
Balance at December 31, 2019	$	(25.5	)		$	10.7			$	(14.8	)		$	(8.8	)		$	(23.6	)

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The components of other comprehensive earnings (loss), net of taxes, are reflected in our consolidated statements of comprehensive loss. The following table summarizes the tax effects related to each component of other comprehensive earnings (loss), net of amounts reclassified to our consolidated statements of operations:

	Pre-tax amount				Tax benefit (expense)				Net-of-tax amount
	in millions
Year ended December 31, 2019:
Foreign currency translation adjustments	$	1.8			$	—			$	1.8
Pension-related adjustments and other	(1.5		)		0.9				(0.6		)
Other comprehensive earnings	0.3				0.9				1.2
Other comprehensive loss attributable to noncontrolling interests (a)	0.3				—				0.3
Other comprehensive earnings attributable to Liberty Latin America shareholders	$	0.6			$	0.9			$	1.5
Year ended December 31, 2018:
Foreign currency translation adjustments	$	2.7			$	—			$	2.7
Pension-related adjustments and other	37.9				(1.2		)		36.7
Other comprehensive earnings	40.6				(1.2		)		39.4
Other comprehensive loss attributable to noncontrolling interests (a)	1.3				—				1.3
Other comprehensive earnings attributable to Liberty Latin America shareholders	$	41.9			$	(1.2	)		$	40.7
Year ended December 31, 2017:
Foreign currency translation adjustments	$	(35.6	)		$	—			$	(35.6	)
Pension-related adjustments and other	(12.1		)		1.1				(11.0		)
Other comprehensive loss	(47.7		)		1.1				(46.6		)
Other comprehensive earnings attributable to noncontrolling interests (a)	(0.9		)		—				(0.9		)
Other comprehensive loss attributable to Liberty Latin America shareholders	$	(48.6	)		$	1.1			$	(47.5	)

(a)	Amounts represent the noncontrolling interest owners’ share of our foreign currency translation adjustments and pension-related adjustments.

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(18)	Commitments and Contingencies

Commitments

In the normal course of business, we have entered into agreements that commit our company to make cash payments in future periods with respect to programming contracts, network and connectivity commitments, purchases of customer premises and other equipment and services, and other items. The following table sets forth the U.S. dollar equivalents of such commitments as of December 31, 2019:

	Payments due during:
	2020				2021				2022				2023				2024				Thereafter				Total
	in millions
Programming commitments	$	105.9			$	40.4			$	8.7			$	1.3			$	0.7			$	0.1			$	157.1
Network and connectivity commitments	71.9				39.5				11.8				11.3				10.6				18.3				163.4
Purchase commitments	128.3				19.5				6.5				0.5				—				—				154.8
Other commitments	19.3				3.3				2.3				2.0				2.9				10.1				39.9
Total (a)	$	325.4			$	102.7			$	29.3			$	15.1			$	14.2			$	28.5			$	515.2

(a)	The commitments included in this table do not reflect any liabilities that are included in our December 31, 2019 consolidated balance sheet.

Programming commitments consist of obligations associated with certain programming, studio output and sports rights contracts that are enforceable and legally binding on us as we have agreed to pay minimum fees without regard to (i) the actual number of subscribers to the programming services, (ii) whether we terminate service to a portion of our subscribers or dispose of a portion of our distribution systems or (iii) whether we discontinue our premium sports services. In addition, programming commitments do not include increases in future periods associated with contractual inflation or other price adjustments that are not fixed. Accordingly, the amounts reflected in the above table with respect to these contracts are significantly less than the amounts we expect to pay in these periods under these contracts. Historically, payments to programming vendors have represented a significant portion of our operating costs, and we expect that this will continue to be the case in future periods. In this regard, our total programming and copyright costs aggregated $406 million, $400 million and $388 million during 2019, 2018 and 2017, respectively.

Network and connectivity commitments include (i) VTR’s domestic network service agreements with certain other telecommunications companies and (ii) VTR’s mobile virtual network operator (MVNO) agreement. The amounts reflected in the above table with respect to our MVNO commitment represent fixed minimum amounts payable under this agreement and, therefore, may be significantly less than the actual amounts VTR ultimately pays in these periods.

Purchase commitments include unconditional and legally-binding obligations related to (i) the purchase of customer premises and other equipment and (ii) certain service-related commitments, including call center, information technology and maintenance services.

In addition to the commitments set forth in the table above, we have commitments under (i) derivative instruments and (ii) defined benefit plans and similar agreements, pursuant to which we expect to make payments in future periods. For information regarding our derivative instruments, including the net cash paid or received in connection with these instruments during 2019, 2018 and 2017, see note 5. For information concerning our defined benefit plans, see note 15.

We have established various defined contribution benefit plans for our employees. Our aggregate expense for matching contributions under the various defined contribution employee benefit plans was $13 million, $10 million and $12 million during 2019, 2018 and 2017, respectively.

Guarantees and Other Credit Enhancements

In the ordinary course of business, we may provide (i) indemnifications to our lenders, our vendors and certain other parties and (ii) performance and/or financial guarantees to local municipalities, our customers and vendors. Historically, these arrangements have not resulted in our company making any material payments and we do not believe that they will result in material payments

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in the future. In addition, C&W has provided indemnifications of (i) up to $300 million with respect to any potential tax-related claims related to the disposal in April 2013 of C&W’s interests in certain businesses and (ii) an unlimited amount of qualifying claims associated with the disposal of another business in May 2014. The first indemnification expires in April 2020 and the second expires in May 2020. We do not expect that either of these arrangements will require us to make material payments to the indemnified parties.

Legal and Regulatory Proceedings and Other Contingencies

Regulatory Issues. Video distribution, broadband internet, fixed-line telephony and mobile businesses are regulated in each of the countries in which we operate. The scope of regulation varies from country to country. Adverse regulatory developments could subject our businesses to a number of risks. Regulation, including conditions imposed on us by competition or other authorities as a requirement to close acquisitions or dispositions, could limit growth, revenue and the number and types of services offered and could lead to increased operating costs and property and equipment additions. In addition, regulation may restrict our operations and subject them to further competitive pressure, including pricing restrictions, interconnect and other access obligations, and restrictions or controls on content, including content provided by third parties. Failure to comply with current or future regulation could expose our businesses to various penalties.

In addition to the foregoing items, we have contingent liabilities related to matters arising in the ordinary course of business, including (i) legal proceedings, (ii) issues involving wage, property, withholding and other tax issues and (iii) disputes over interconnection, programming and copyright fees. While we generally expect that the amounts required to satisfy these contingencies will not materially differ from any estimated amounts we have accrued, no assurance can be given that the resolution of one or more of these contingencies will not result in a material impact on our results of operations, cash flows or financial position in any given period. Due, in general, to the complexity of the issues involved and, in certain cases, the lack of a clear basis for predicting outcomes, we cannot provide a meaningful range of potential losses or cash outflows that might result from any unfavorable outcomes.

(19)	Segment Reporting

We generally identify our reportable segments as those operating segments that represent 10% or more of our revenue, Adjusted OIBDA (as defined below) or total assets. We evaluate performance and make decisions about allocating resources to our reportable segments based on financial measures such as revenue and Adjusted OIBDA. In addition, we review non-financial measures, such as subscriber growth.

Adjusted OIBDA is the primary measure used by our chief operating decision maker to evaluate segment operating performance. Adjusted OIBDA is also a key factor that is used by our internal decision makers to (i) determine how to allocate resources to segments and (ii) evaluate the effectiveness of our management for purposes of incentive compensation plans. As we use the term, “Adjusted OIBDA” is defined as operating income or loss before depreciation and amortization, share-based compensation, provisions and provision releases related to significant litigation and impairment, restructuring and other operating items. Other operating items include (i) gains and losses on the disposition of long-lived assets, (ii) third-party costs directly associated with successful and unsuccessful acquisitions and dispositions, including legal, advisory and due diligence fees, as applicable, and (iii) other acquisition-related items, such as gains and losses on the settlement of contingent consideration. Our internal decision makers believe Adjusted OIBDA is a meaningful measure because it represents a transparent view of our recurring operating performance that is unaffected by our capital structure and allows management to (i) readily view operating trends, (ii) perform analytical comparisons and benchmarking between segments and (iii) identify strategies to improve operating performance in the different countries in which we operate. A reconciliation of total Adjusted OIBDA to operating income (loss) and to loss before income taxes is presented below.

As of December 31, 2019, our reportable segments are as follows:

•C&W

•VTR/Cabletica

•Liberty Puerto Rico

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Our reportable segments derive their revenue primarily from residential and B2B services, including video, broadband internet and fixed-line telephony services and, with the exception of Liberty Puerto Rico, mobile services. We provide residential and B2B services in (i) over 20 countries, primarily in Latin America and the Caribbean, through C&W, (ii) Chile and Costa Rica, through VTR/Cabletica, and (iii) Puerto Rico, through Liberty Puerto Rico. C&W also provides (i) B2B services in certain other countries in Latin America and the Caribbean and (ii) wholesale communication services over its subsea and terrestrial fiber optic cable networks that connect over 40 markets in that region. Our corporate category includes our corporate operations.

Performance Measures of our Reportable Segments

The amounts presented below represent 100% of the revenue and Adjusted OIBDA of each of our reportable segments and our corporate operations. As we have the ability to control Cabletica and certain subsidiaries of C&W that are not wholly owned, we include 100% of the revenue and expenses of these entities in our consolidated statements of operations despite the fact that third parties own significant interests in these entities. On October 17, 2018, we acquired the remaining 40.0% interest in LCPR that we did not already own. The noncontrolling owners’ interests in the operating results of (i) certain subsidiaries of C&W, (ii) Cabletica and (iii) prior to October 17, 2018, LCPR, are reflected in net earnings or loss attributable to noncontrolling interests in our consolidated statements of operations.

	Revenue
	Year ended December 31,
	2019				2018				2017
	in millions
C&W (a)	$	2,389.5			$	2,333.1			$	2,322.1
VTR/Cabletica (b)	1,073.8				1,043.7				952.9
Liberty Puerto Rico	412.1				335.6				320.5
Intersegment eliminations	(8.4		)		(6.7		)		(5.5		)
Total	$	3,867.0			$	3,705.7			$	3,590.0

(a)	The amounts presented exclude the pre-acquisition revenue of UTS, which was acquired effective March 31, 2019.

(b)	The amounts presented for 2018 and 2017 exclude the pre-acquisition revenue of Cabletica, which was acquired on October 1, 2018.

	Adjusted OIBDA
	Year ended December 31,
	2019				2018				2017
	in millions
C&W (a)	$	959.7			$	915.7			$	861.8
VTR/Cabletica (b)	433.6				421.1				383.3
Liberty Puerto Rico	203.2				195.8				132.6
Corporate	(55.1		)		(46.1		)		(25.1		)
Total	$	1,541.4			$	1,486.5			$	1,352.6

(a)	The amounts presented exclude the pre-acquisition Adjusted OIBDA of UTS, which was acquired effective March 31, 2019.

(b)	The amounts presented for 2018 and 2017 exclude the pre-acquisition Adjusted OIBDA of Cabletica, which was acquired on October 1, 2018.

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The following table provides a reconciliation of total Adjusted OIBDA to loss before income taxes:

	Year ended December 31,
	2019				2018				2017
	in millions
Total Adjusted OIBDA	$	1,541.4			$	1,486.5			$	1,352.6
Share-based compensation expense	(57.5		)		(39.8		)		(14.2		)
Depreciation and amortization	(871.0		)		(829.8		)		(793.7		)
Impairment, restructuring and other operating items, net	(259.1		)		(640.5		)		(707.6		)
Operating income (loss)	353.8				(23.6		)		(162.9		)
Interest expense	(499.2		)		(443.7		)		(381.8		)
Realized and unrealized gains (losses) on derivative instruments, net	(17.2		)		94.8				(170.1		)
Foreign currency transaction gains (losses), net	(112.5		)		(180.0		)		94.4
Losses on debt modification and extinguishment, net	(19.8		)		(32.1		)		(51.8		)
Other income (expense), net	14.3				(0.1		)		21.0
Loss before income taxes	$	(280.6	)		$	(584.7	)		$	(651.2	)

Property and Equipment Additions of our Reportable Segments

The property and equipment additions of our reportable segments (including capital additions financed under vendor financing or finance lease arrangements) are presented below and reconciled to the capital expenditure amounts included in our consolidated statements of cash flows. For additional information concerning capital additions financed under vendor financing, see note 9.

	Year ended December 31,
	2019				2018				2017
	in millions
C&W (a)	$	395.5			$	378.7			$	431.8
VTR/Cabletica (b)	222.7				214.7				212.7
Liberty Puerto Rico	88.0				161.9				132.2
Corporate	15.3				16.1				—
Total property and equipment additions	721.5				771.4				776.7
Assets acquired under capital-related vendor financing arrangements	(96.1		)		(53.9		)		(54.9		)
Assets acquired under finance leases	(0.2		)		(3.9		)		(4.2		)
Changes in current liabilities related to capital expenditures	(36.1		)		62.8				(78.3		)
Total capital expenditures	$	589.1			$	776.4			$	639.3

(a)	The amounts presented exclude the pre-acquisition property and equipment additions of UTS, which was acquired effective March 31, 2019.

(b)	The amounts presented for 2018 and 2017 exclude the pre-acquisition property and equipment additions of Cabletica, which was acquired on October 1, 2018.

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Balance Sheet Data of our Reportable Segments

We do not present the balance sheet data of our reportable segments, as this information is not a primary measure used by our chief operating decision makers to evaluate segment operating performance, determine the allocation of resources to segments, or assess the effectiveness of our management for purposes of annual or other incentive compensation plans.

Revenue by Major Category

Our revenue by major category for our reportable segments is set forth in the tables below. As further described in note 2, we adopted ASU 2014-09 effective January 1, 2018 using the cumulative effect transition method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The adoption of ASU 2014-09 did not have a material impact on our revenue by category.

	Year ended December 31, 2019
	C&W (a)				VTR/Cabletica				Liberty Puerto Rico				Intersegment Eliminations (b)				Total
	in millions
Residential revenue:
Residential fixed revenue:
Subscription revenue (c):
Video	$	181.1			$	422.1			$	140.9			$	—			$	744.1
Broadband internet	260.0				412.0				175.0				—				847.0
Fixed-line telephony	101.9				100.7				23.4				—				226.0
Total subscription revenue	543.0				934.8				339.3				—				1,817.1
Non-subscription revenue (d)	62.0				34.3				21.7				—				118.0
Total residential fixed revenue	605.0				969.1				361.0				—				1,935.1
Residential mobile revenue:
Service revenue (c)	559.5				62.7				—				—				622.2
Interconnect, equipment sales and other (e)	85.5				12.0				—				—				97.5
Total residential mobile revenue	645.0				74.7				—				—				719.7
Total residential revenue	1,250.0				1,043.8				361.0				—				2,654.8
B2B revenue:
Service revenue (f)	896.2				30.0				51.1				(1.8		)		975.5
Subsea network revenue (g)	243.3				—				—				(6.6		)		236.7
Total B2B revenue	1,139.5				30.0				51.1				(8.4		)		1,212.2
Total	$	2,389.5			$	1,073.8			$	412.1			$	(8.4	)		$	3,867.0

(a)	The amounts presented exclude the pre-acquisition revenue of UTS, which was acquired effective March 31, 2019.

(b)	Represents intersegment transactions between (i) C&W and Liberty Puerto Rico and (ii) C&W and VTR/Cabletica.

(c)	Residential fixed subscription and residential mobile services revenue include amounts received from subscribers for ongoing fixed and airtime services, respectively.

(d)	Residential fixed non-subscription revenue primarily includes interconnect and advertising revenue.

(e)	The total amount includes $43 million of revenue from sales of mobile handsets and other devices.

(f)	B2B service revenue primarily includes broadband internet, video, fixed-line telephony, mobile and managed services (including equipment installation contracts) offered to small (including small or home office), medium and large enterprises

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and, on a wholesale basis, other telecommunication operators. The total amount also includes $26 million of revenue from sales of mobiles handsets and other devices.

(g)	B2B subsea network revenue includes long-term capacity contracts with customers where the customer either pays a fee over time or prepays for the capacity upfront and pays a portion related to operating and maintenance of the network over time.

	Year ended December 31, 2018
	C&W				VTR/Cabletica (a)				Liberty Puerto Rico				Intersegment Eliminations (b)				Total
	in millions
Residential revenue:
Residential fixed revenue:
Subscription revenue:
Video	$	172.0			$	401.4			$	118.9			$	—			$	692.3
Broadband internet	225.3				386.5				132.5				—				744.3
Fixed-line telephony	101.0				123.8				18.6				—				243.4
Total subscription revenue	498.3				911.7				270.0				—				1,680.0
Non-subscription revenue	68.3				30.2				17.4				—				115.9
Total residential fixed revenue	566.6				941.9				287.4				—				1,795.9
Residential mobile revenue:
Service revenue	594.2				62.9				—				—				657.1
Interconnect, equipment sales and other (c)	89.6				13.2				—				—				102.8
Total residential mobile revenue	683.8				76.1				—				—				759.9
Total residential revenue	1,250.4				1,018.0				287.4				—				2,555.8
B2B revenue:
Service revenue (d)	837.6				25.7				37.1				(1.8		)		898.6
Subsea network revenue	245.1				—				—				(4.9		)		240.2
Total B2B revenue	1,082.7				25.7				37.1				(6.7		)		1,138.8
Other revenue (e)	—				—				11.1				—				11.1
Total	$	2,333.1			$	1,043.7			$	335.6			$	(6.7	)		$	3,705.7

(a)	The amounts presented exclude the pre-acquisition revenue of Cabletica, which was acquired on October 1, 2018.

(b)	Represents intersegment transactions between C&W and Liberty Puerto Rico.

(c)	The total amount includes $47 million of revenue from sales of mobile handsets and other devices.

(d)	The total amount includes $23 million of revenue from sales of mobiles handsets and other devices.

(e)	Represents funds received by Liberty Puerto Rico from the FCC, which were granted to help restore and improve coverage and service quality from damages caused by the 2017 Hurricanes.

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	Year ended December 31, 2017
	C&W				VTR/ Cabletica				Liberty Puerto Rico				Intersegment Eliminations (a)				Total
	in millions
Residential revenue:
Residential fixed revenue:
Subscription revenue:
Video	$	164.8			$	362.2			$	125.4			$	—			$	652.4
Broadband internet	207.8				344.4				124.5				—				676.7
Fixed-line telephony	115.3				134.7				19.9				—				269.9
Total subscription revenue	487.9				841.3				269.8				—				1,599.0
Non-subscription revenue	68.4				28.6				20.8				—				117.8
Total residential fixed revenue	556.3				869.9				290.6				—				1,716.8
Residential mobile revenue:
Service revenue	643.0				56.0				—				—				699.0
Interconnect, equipment sales and other (b)	88.5				11.1				—				—				99.6
Total residential mobile revenue	731.5				67.1				—				—				798.6
Total residential revenue	1,287.8				937.0				290.6				—				2,515.4
B2B revenue:
Service revenue (c)	823.1				15.9				29.9				(1.0		)		867.9
Subsea network revenue	211.2				—				—				(4.5		)		206.7
Total B2B revenue	1,034.3				15.9				29.9				(5.5		)		1,074.6
Total	$	2,322.1			$	952.9			$	320.5			$	(5.5	)		$	3,590.0

(a)	Represents intersegment transactions between C&W and Liberty Puerto Rico.

(b)	The total amount includes $44 million of revenue from sales of mobile handsets and other devices.

(c)	The total amount includes $17 million of revenue from sales of mobile handsets and other devices.

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Geographic Markets

The revenue from third-party customers for our geographic markets is set forth in the table below. Except as otherwise noted, the amounts presented include revenue from residential and B2B operations.

	Year ended December 31,
	2019				2018				2017
	in millions
Panama	$	580.4			$	597.4			$	620.4
Networks & LatAm (a)	346.4				350.9				310.7
Jamaica	383.3				361.6				340.6
The Bahamas	207.3				229.2				257.9
Barbados	150.2				151.3				158.8
Trinidad and Tobago	161.3				157.4				156.9
Curacao (b)	124.6				28.1				26.1
Chile	941.1				1,011.1				952.9
Costa Rica (c)	132.7				32.6				—
Puerto Rico	410.5				333.8				319.5
Other (d)	429.2				452.3				446.2
Total	$	3,867.0			$	3,705.7			$	3,590.0

 

(a)	The amounts represent managed services and wholesale revenue from various jurisdictions across Latin America and the Caribbean, primarily related to the sale and lease of telecommunications capacity on C&W’s subsea and terrestrial fiber optic cable networks.

(b)	The amounts presented exclude the pre-acquisition revenue of UTS, which was acquired effective March 31, 2019.

(c)	Represents revenue associated with Cabletica, which was acquired on October 1, 2018.

(d)	The amounts relate to a number of countries in which C&W has less significant operations, all of which are located in Latin America and the Caribbean.

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The long-lived assets of our geographic markets are set forth below:

	December 31,
	2019				2018 (a)
	in millions
Panama	$	391.6			$	402.3
Networks & LatAm (b)	744.0				779.9
Jamaica	374.6				372.2
The Bahamas	359.4				387.1
Barbados	193.7				201.6
Trinidad and Tobago	216.0				202.3
Curacao (c)	176.6				34.9
Chile	710.8				725.8
Costa Rica	67.6				61.0
Puerto Rico	524.2				494.6
Other (d)	542.6				575.2
Total	$	4,301.1			$	4,236.9

(a)	Amounts for 2018 have been revised to conform with the current period presentation, which excludes intangible assets and goodwill.

(b)	Represents long-lived assets related to C&W’s subsea and terrestrial fiber optic cable networks that connect over 40 markets in Latin America and the Caribbean.

(c)	The amount presented for 2019 includes the long-lived assets of UTS, which was acquired effective March 31, 2019.

(d)	The amounts primarily include long-lived assets of C&W’s other operations, which are primarily located in the Caribbean.

	2019
	1st quarter				2nd quarter				3rd quarter				4th quarter
	in millions, except per share amounts
Revenue (a)	$	942.7			$	982.9			$	966.8			$	974.6
Operating income (loss)	$	113.3			$	143.5			$	(69.7	)		$	166.7
Net earnings (loss) attributable to Liberty Latin America shareholders	$	(41.7	)		$	(116.0	)		$	35.3			$	42.3
Basic and diluted net earnings (loss) per share attributable to Liberty Latin America shareholders (b)	$	(0.23	)		$	(0.64	)		$	0.19			$	0.23
	2018
	1st quarter				2nd quarter				3rd quarter				4th quarter
	in millions, except per share amounts
Revenue (c)	$	909.9			$	922.1			$	925.2			$	948.5
Operating income (loss)	$	98.3			$	124.2			$	138.8			$	(384.9	)
Net loss attributable to Liberty Latin America shareholders	$	(44.5	)		$	(42.2	)		$	(25.5	)		$	(233.0	)
Basic and diluted net loss per share attributable to Liberty Latin America shareholders (d)	$	(0.26	)		$	(0.25	)		$	(0.15	)		$	(1.30	)

(a)	As discussed in note 4, we completed the UTS Acquisition in March 2019.

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(b)

The basic net earnings (loss) per share attributable to Liberty Latin America shareholders amounts are calculated based on a weighted average number of Liberty Latin America Shares outstanding of 181,036,790, 181,504,385, 181,588,912 and 181,887,158, respectively. The dilutive net earnings per share attributable to Liberty Latin America shareholders amounts for the third and fourth quarters of 2019 are calculated based on a weighted average number of Liberty Latin America Shares outstanding of 181,943,750 and 181,952,454, respectively.

(c)	As discussed in note 4, we completed the Cabletica Acquisition in October 2018.

(d)	Amounts are calculated based on a weighted average number of shares outstanding of 171,231,111, 171,278,819, 171,378,608 and 179,288,782, respectively.

Financing and Refinancing Transactions

C&W Term Loan B-5 Facility. In January 2020, Coral-US Co-Borrower LLC, a wholly-owned subsidiary of C&W, entered into a LIBOR plus 2.25% $1,510 million principal amount term loan facility (the C&W Term Loan B-5 Facility), issued at par, due January 31, 2028. Interest is payable monthly beginning on February 28, 2020. In addition, the maturity date associated with $575 million of the existing $625 million C&W Revolving Credit Facility was extended to January 30, 2026, all other terms and conditions of the revolving credit facility remain unchanged.

2027 C&W Senior Secured Notes Add-on. In January 2020, Sable issued an additional $150 million aggregate principal amount, at 106.0% of par, under the existing 2027 C&W Senior Secured Notes indenture (the 2027 C&W Senior Secured Notes Add-on). The terms and conditions of the 2027 C&W Senior Secured Notes Add-on are consistent with the original indenture.

The net proceeds from the C&W Term Loan B-5 Facility and the 2027 C&W Senior Secured Notes Add-on were primarily used to repay in full the $1,640 million outstanding principal amount under the C&W Term Loan B-4 Facility, including accrued and unpaid interest.

C&W Borrowing Group Refinancing Transactions. In January 2020, C&W completed a series of transactions contemplated by and permitted under its existing debt agreements (the C&W Borrowing Group Refinancing Transactions) that ultimately resulted in the 2026 C&W Senior Notes and the 2027 C&W Senior Notes (previously issued by C&W Senior Financing) instead being directly issued by a wholly-owned subsidiary of C&W, C&W Senior Finance Limited (C&W Senior Finance). In connection with the C&W Borrowing Group Refinancing Transactions, the 2026 C&W Financing Loan and the 2027 C&W Financing Loan are no longer outstanding. The terms and conditions applicable to the 2026 C&W Senior Notes and the 2027 C&W Senior Notes otherwise remained substantively unchanged.

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Item 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

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***	Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Liberty Latin America hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any schedule or exhibit so furnished.

Item 16.	FORM 10-K SUMMARY

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LIBERTY LATIN AMERICA LTD.

SCHEDULE I

(Parent Company Information – See Notes to Consolidated Financial Statements)

CONDENSED BALANCE SHEETS

(Parent Company Only)

	December 31,
	2019				2018
	in millions
ASSETS
Current assets:
Cash and cash equivalents	$	524.6			$	49.9
Other receivables – related-party	60.7				20.9
Other current assets	0.8				2.4
Total current assets	586.1				73.2
Long-term notes receivable – related-party	45.7				45.0
Investments in consolidated subsidiaries	3,072.0				3,108.8
Other assets, net	0.2				5.2
Total assets	$	3,704.0			$	3,232.2
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Related-party loan payable	$	245.8			$	117.5
Related-party liabilities	16.0				—
Accrued liabilities and other	5.2				2.1
Total current liabilities	267.0				119.6
Long-term debt and finance lease obligations, net	327.2				—
Total liabilities	$	594.2			$	119.6
Shareholders’ equity:
Class A, $0.01 par value; 500,000,000 shares authorized; 48,795,552 and 48,501,803 shares issued and outstanding, respectively	0.5				0.5
Class B, $0.01 par value; 50,000,000 shares authorized; 1,934,686 and 1,935,949 shares issued and outstanding, respectively	—				—
Class C, $0.01 par value; 500,000,000 shares authorized; 131,181,371 and 130,526,158 shares issued and outstanding, respectively	1.3				1.3
Additional paid-in capital	4,569.9				4,494.1
Accumulated deficit	(1,447.1		)		(1,367.0		)
Accumulated other comprehensive loss, net of taxes	(14.8		)		(16.3		)
Total shareholders’ equity	3,109.8				3,112.6
Total liabilities and shareholders’ equity	$	3,704.0			$	3,232.2

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LIBERTY LATIN AMERICA LTD.

SCHEDULE I

(Parent Company Information - See Notes to Consolidated Financial Statements)

CONDENSED STATEMENTS OF OPERATIONS

(Parent Company Only)

	Year ended December 31,								Period from the date of inception (July 11, 2017) to December 31, 2017
	2019				2018
	in millions
Operating costs and expenses:
Selling, general and administrative (including share-based compensation)	$	11.8			$	8.7			$	—
Depreciation and amortization	—				0.8				—
Other operating expenses	23.8				24.5				—
Operating loss	(35.6		)		(34.0		)		—
Non-operating income:
Interest expense – third-party	(10.9		)		—				—
Interest income – third-party	4.6				—				—
Interest income – related-party	1.0				0.7				—
Other income (loss), net	(0.4		)		1.1				—
	(5.7		)		1.8				—
Loss before equity in losses of consolidated subsidiaries and income taxes	(41.3		)		(32.2		)		—
Equity in losses of consolidated subsidiaries, net	(38.8		)		(313.0		)		—
Income tax expense	—				—				—
Net loss	$	(80.1	)		$	(345.2	)		$	—

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LIBERTY LATIN AMERICA LTD.

SCHEDULE I

(Parent Company Information - See Notes to Consolidated Financial Statements)

CONDENSED STATEMENTS OF CASH FLOWS

(Parent Company Only)

	Year ended December 31,								Period from the date of inception (July 11, 2017) to December 31, 2017
	2019				2018
	in millions
Cash flows from operating activities:
Net loss	$	(80.1	)		$	(345.2	)		$	—
Adjustments to reconcile net loss to net cash used by operating activities:
Equity in losses of consolidated subsidiaries, net	38.8				313.0				—
Share-based compensation expense	1.3				0.2				—
Depreciation and amortization	—				0.8				—
Amortization of debt financing costs	7.2				—				—
Changes in operating assets and liabilities	38.2				25.1				—
Net cash provided by (used) by operating activities	5.4				(6.1		)		—
Cash flows from investing activities:
Capital expenditures	(5.1		)		(4.4		)		—
Investments in and advances to consolidated subsidiaries	(5.1		)		(45.0		)		—
Other investing activities, net	—				—				(0.3		)
Net cash used by investing activities	(10.2		)		(49.4		)		(0.3		)
Cash flows from financing activities:
Borrowings of third-party debt	402.5				—				—
Capped calls	(45.6		)		—				—
Borrowings of related-party debt	123.4				—				105.6
Other financing activities, net	(0.8		)		0.1				—
Net cash provided by financing activities	479.5				0.1				105.6
Net increase (decrease) in cash, cash equivalents and restricted cash	474.7				(55.4		)		105.3
Cash, cash equivalents and restricted cash:
Beginning of year	49.9				105.3				—
End of year	$	524.6			$	49.9			$	105.3

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LIBERTY LATIN AMERICA LTD.

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

 

	Allowance for doubtful accounts—Trade receivables
	Balance at beginning of period				Additions to costs and expenses			Acquisitions			Deductions or write-offs			Foreign currency translation adjustments			Disposal			Balance at end of  period
	in millions
Year ended December 31:
2017	$	116.1			77.1			5.4			(62.5	)		6.1			—			$	142.2
2018	$	142.2			52.6			1.6			(48.5	)		(3.5	)		—			$	144.4
2019	$	144.4			61.8			—			(113.9	)		(2.6	)		(2.4	)		$	87.3