On May 15, 2017, Telenet Financing USD LLC (the Facility AI2
Borrower), a wholly-owned subsidiary of Telenet International
Finance S..r.l. (TIF), entered into the financing described below
by way of an additional facility drawn under the Credit Agreement
originally dated August 1, 2007, as amended from time to time and
last amended and restated on November 2, 2015, and made between,
amongst others, Telenet BVBA as original borrower and The Bank of
Nova Scotia as facility agent (the Credit Agreement). TIF is a
direct subsidiary of Telenet BVBA, and Telenet BVBA is an
indirect subsidiary of Liberty Global plc.

Description of Financings:

The Facility AI2 Borrower, among others, and The Bank of Nova
Scotia as facility agent entered into a $500.0 million additional
facility accession agreement (the AI2 Accession Agreement) to the
Credit Agreement. Under the terms of the AI2 Accession Agreement,
certain lenders have agreed to provide a $500.0 million term loan
facility (Facility AI2) to the Facility AI2 Borrower. The final
maturity date for Facility AI2 will be June 30, 2025. Facility
AI2 will bear interest at a rate of LIBOR plus 2.75% subject to a
LIBOR floor of 0.00%. Facility AI2 can be utilized by the
Facility AI2 Borrower for general corporate purposes and/or
working capital purposes including the refinancing, repayment or
prepayment of existing indebtedness of the subsidiaries of
Telenet Group Holding N.V., including the payment of fees and
expenses in connection with the refinancing.

The advances made under Facility AI2 will be issued with no
original issue discount fee. The net proceeds of such advances
under Facility AI2 will be used to (i) prepay in full the 450.0
million ($493.9 million at the May 15, 2017 exchange rate)
outstanding amount under Telenet Facility U under the Credit
Agreement and (ii) redeem in full the 450.0 million ($493.9
million at the May 15, 2017 exchange rate) aggregate outstanding
principal amount of the 6.25% Senior Secured Notes due 2022
issued by Telenet Finance V Luxembourg S.C.A.

The AI2 Accession Agreement provides that the lenders under
Facility AI2 consent to the amendments to the covenants and other
provisions of the Credit Agreement and the Finance Documents (as
defined in the Credit Agreement) outlined in the AI2 Accession
Agreement (including in the schedules thereto). Once the consent
of the requisite lenders is obtained under the Credit Agreement,
such amendments may be implemented at the election of Telenet
BVBA.

The foregoing descriptions of Facility AI2 and the transactions
contemplated thereby are not complete and are subject to and
qualified in their entirety by reference to the AI2 Accession
Agreement, a copy of which is attached hereto at Exhibit 4.1.

Item 9.01. Financial Statements and Exhibits.

d) Exhibits.