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Telenet Group Holding NV

Share Issue/Capital Change Jul 29, 2011

4008_mrq_2011-07-29_433fa8d4-8ed5-4b69-b0a3-9bd7f872fb5f.pdf

Share Issue/Capital Change

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Press Release

Regulated information July 29, 2011

Disclosure in accordance with the Law of May 2, 2007

July 2011 Update on outstanding securities

Mechelen, July 29, 2011 – Telenet Group Holding NV ("Telenet" or "the Company") (Euronext Brussels: TNET) hereby discloses information in accordance with Article 15 of the Law of May 2, 2007 and the related Royal Decree of February 14, 2008:

There were no share capital movements in July 2011, but following the payment of the capital reduction, the number of outstanding Options on Profit Certificates and the number of Warrants were amended as described below.

July 29, 2011 June 30, 2011 Difference
Share Capital
293.304.491,38 293.304.491,38 -
Total number of voting securities 113.175.044 113.175.044 0
Ordinary shares 113.080.171 113.080.171 0
Liquidation Dispreference Shares 94.843 94.843 0
Golden Shares 30 30 0
Total number of voting rights (the denominator)
related to
113.175.044 113.175.044 0
Ordinary shares 113.080.171 113.080.171 0
Liquidation Dispreference Shares 94.843 94.843 0
Golden Shares 30 30 0
Warrants and Profit Certificates
Warrants
(Options on) Profit Certificates
5.846.274
346.025
5.276.358
297.966
569.916
48.059

The rights attached to the Golden Shares and to the Liquidation Dispreference Shares are described in Telenet's articles of association, available on our website. Each option on a Profit Certificate gives the right to subscribe to one Profit Certificate. After a certain period, Profit Certificates can be exchanged against ordinary shares on a one-for-one basis. Each Warrant gives the right to subscribe to one ordinary share under the conditions set out in the terms and conditions of the Stock Option Plan 2007, Stock Option Plan 2008 , Stock Option Plan 2009 and Stock Option Plan 2010.

Any increase above (or decrease below) the following thresholds, requires a declaration to Telenet and the Financial Services and Markets Authority (FSMA, the successor of the former CBFA):

    1. 3% statutory threshold, as set out by the articles of association of the Company;
    1. 5% or each multiple of 5%, as set out by Belgian law.

Transparency declaration forms are still available on the website of the FSMA: http://www.fsma.be/nl/Supervision/fm/gv/ah/circah/ov.aspx

A detailed guide for completing a transparency declaration is also available on the website of the FSMA: http://www.fsma.be/~/media/Files/circah/NL/gv/ah/cbfa\_2008\_16.ashx

The transparency declaration form should be submitted to:

* For reasons of legal certainty

This information is also available on our website www.telenet.be.

Contacts

Legal: Dieter Nieuwdorp
VP Corporate Counsel – Legal
[email protected]
Phone: +32 15 33 58 62
Fax: +32 15 33 59 59
Liersesteenweg 4 – 2800 Mechelen – Belgium
Press: Stefan Coenjaerts
Corporate Communications
[email protected]
Telefoon: +32 15 33 55 44
Evelyne Nieuwland
Corporate Communications
[email protected]
Telefoon: +32 15 33 55 44

About Telenet – Telenet is a leading provider of media and telecommunication services. Its business comprises the provision of cable television, high speed internet and fixed and mobile telephony services, primarily to residential customers in Flanders and Brussels. In addition, Telenet offers services to business customers across Belgium under the brand Telenet Solutions. Telenet is listed on the Euronext Brussels Stock Exchange under the ticker symbol TNET.

Additional Information – Additional information on Telenet and its products can be obtained from our website www.telenet.be. Further information regarding the operating and financial data presented herein can be downloaded from the investor relations pages of this website. Our Consolidated Annual Report 2010 and the Consolidated Half Year Financial Report 2011 have been made available on the investor relations pages of our website (www.telenet.be).

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