Liberty Latin America Split-Off Q & A

Questions and Answers for Liberty Latin America Ltd. shareholders

This information is intended to answer some of your questions you may have about our recently announced split-off of Liberty Latin America Ltd. (“Liberty Latin America”) from Liberty Global plc. For more information, please refer to Liberty Latin America’s Registration Statement on Form S-1, as amended, which has been filed with the Securities and Exchange Commission.

Q: What will happen in the split-off of Liberty Latin America Ltd. from Liberty Global plc?

A: In the split-off, (i) Liberty Global plc will transfer to Liberty Latin America Ltd. all of the businesses, assets and liabilities that it attributes to Liberty Global plc’s LiLAC Group, (ii) Liberty Global plc will distribute to the holders of its LiLAC ordinary shares all of the Liberty Latin America Ltd. common shares and (iii) immediately following the distribution, the LiLAC ordinary shares will be redesignated as deferred shares (with virtually no economic rights) and those deferred shares will be transferred for no consideration to a third-party designee. Holders of Liberty Global ordinary shares will not participate in the split-off.   Following the split-off, Liberty Latin America Ltd. will be a separate company from Liberty Global plc and no longer part of Liberty Global plc. Former holders of LiLAC ordinary shares will not have any remaining ownership interest in Liberty Global plc by virtue of their prior ownership of LiLAC ordinary shares.

Q: What will holders of LiLAC ordinary shares receive in the split-off of Liberty Latin America Ltd. from Liberty Global plc?

A: Holders of LiLAC ordinary shares will receive a distribution of one share of the same class of Liberty Latin America Ltd. common shares for each LiLAC ordinary share held by them at 5:00 p.m., New York City time, on December 29, 2017, which is the distribution date for the split-off.

Q: What will holders of LiLAC ordinary shares have to do to participate in the split-off?

A: Holders of record of LiLAC ordinary shares whose shares were held in book-entry form will not need to take any action to receive their Liberty Latin America Ltd. common shares in the split-off. Rather, their accounts will be debited as of the distribution date for the split-off and promptly thereafter credited with the corresponding class and number of Liberty Latin America Ltd. common shares. 

On the other hand, holders of certificated LiLAC ordinary shares will need to take certain actions to receive their Liberty Latin America Ltd. common shares in the split-off. Computershare will deliver or make available to all holders of certificated LiLAC ordinary shares an exchange form with which to surrender certificated shares in exchange for the corresponding class and number of Liberty Latin America Ltd. common shares. Holders of certificated LiLAC ordinary shares must surrender their share certificate(s) together with the exchange form (and any other documentation required thereby) in order to receive their Liberty Latin America Ltd. common shares in the split-off.

Holders of LiLAC ordinary shares are not required to pay any cash or deliver any other consideration to receive the Liberty Latin America Ltd. common shares distributable to them in the split-off, regardless of whether the LiLAC Ordinary Shares are held in book-entry or certificated form.

Q: What will happen to my LiLAC ordinary shares in the split-off? Will I still be a shareholder of Liberty Global plc when the split-off has been completed?

A: On the distribution date, the LiLAC ordinary shares will be redesignated as “deferred shares” (with virtually no economic rights) and transferred for no consideration to a third-party designee. In addition, the LiLAC ordinary shares will stop trading after market close on December 29, 2017 and will be delisted. 

Immediately following the split-off, former holders of LiLAC ordinary shares will retain only the Liberty Latin America Ltd. common shares distributed in the split-off, and they no longer will own any LiLAC ordinary shares or any other interest in Liberty Global plc following the split-off, unless they held Liberty Global ordinary shares. 

Q: If I own Liberty Global ordinary shares, will they change in any manner as a result of the split-off?

A: Your rights as a holder of Liberty Global ordinary shares will not change, and the Liberty Global ordinary shares will continue to trade on the Nasdaq Global Select Market following the split-off. However, following the split-off, these shares will functionally cease to constitute tracking stock and will reflect the economic performance of Liberty Global plc as a whole, which will exclude the businesses, assets and liabilities transferred to Liberty Latin America Ltd. immediately prior to the split-off. At the first annual general meeting of shareholders following the completion of the split-off, Liberty Global plc intends to seek shareholder approval to amend its articles of association to remove the tracking stock provisions. 

Q: Will the split-off of Liberty Latin America Ltd. from Liberty Global plc be taxable to holders of LiLAC ordinary shares?

A: The split-off of Liberty Latin America Ltd. from Liberty Global plc is structured not to be taxable to holders of LiLAC ordinary shares under U.S. federal income tax laws.  The distribution of Liberty Latin America Ltd. common shares to a U.K. holder of LiLAC ordinary shares pursuant to the split-off will be taxed as a dividend for U.K. tax purposes in the hands of that holder. The distribution will be subject to U.K. income tax in the hands of U.K. individual holders, and the applicable rate and availability of an annual tax-free dividend allowance will depend on the holder’s particular circumstances. On the basis that such a distribution would normally be expected to fall within an exempt class and meet certain other conditions, a U.K. corporate holder will not normally be liable for U.K. corporation tax on the distribution income.

Q: When will my Liberty Latin America Ltd. common shares be available in my broker account?

A: (1) Holders of Liberty Global LiLAC ordinary shares at the distribution time may expect to receive their Liberty Latin America common shares in their bank or brokerage accounts on or about January 4, 2018. (2) Holders of certificated Liberty Global LiLAC ordinary shares, will need to submit an exchange form and surrender their share certificates to receive their Liberty Latin America common shares.