Liberty Media Corporation Prices Offering of Series C Liberty Formula One Common Stock
21 August 2024 - 10:15PM
Business Wire
Expect Proceeds Will Partially Fund MotoGP™ Acquisition and
General Corporate Purposes
Liberty Media Corporation (“Liberty Media”) (Nasdaq: LSXMA,
LSXMB, LSXMK, FWONA, FWONK, LLYVA, LLVYK) announced today that it
has priced the previously-announced public offering of 10,650,000
shares of its Series C Liberty Formula One Common Stock (“FWONK”)
at a public offering price of $77.50 per share. Liberty Media also
granted the underwriter of the offering an option to purchase up to
an additional 1,597,500 FWONK shares.
The offering is expected to close on August 22, 2024, subject to
the satisfaction of customary closing conditions, and is expected
to result in approximately $825,375,000 in gross proceeds to
Liberty Media, before deducting the underwriter’s discounts and
estimated offering expenses payable by Liberty Media (assuming no
exercise of the underwriter’s option to purchase additional
shares). Liberty Media intends to exercise its option to deliver
additional cash in lieu of shares of FWONK as part of its
previously disclosed proposed acquisition (the “Acquisition”) of
Dorna Sports, S.L., such that all the consideration paid will be
comprised of cash and no shares of FWONK will be issued to the
sellers. Liberty Media expects to use the net proceeds from the
sale of shares in this offering (i) to fund the increase in total
cash consideration for the Acquisition, which is expected to close
by year-end 2024 and (ii) for general corporate purposes, including
the repayment of debt. Completion of the offering is not
conditioned upon consummation of the Acquisition. If the
Acquisition is not consummated for any reason, the net proceeds
from this offering would be available for general corporate
purposes and attributed to the Formula One Group tracking
stock.
Goldman Sachs & Co. LLC is acting as the sole underwriter
for the offering.
The offering is being made pursuant to an effective registration
statement on Form S-3 filed with the Securities and Exchange
Commission (the “SEC”). The offering will be made only by means of
the prospectus that forms a part of the registration statement,
copies of which may be obtained by contacting: Goldman Sachs &
Co. LLC, Attention: Prospectus Department, 200 West Street, New
York, New York 10282, by phone at (866) 471-2526 or by email at
prospectus-ny@ny.email.gs.com; or by visiting the EDGAR database on
the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities, nor shall
there be any sale of these securities, in any state or jurisdiction
in which such an offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of
any such state or jurisdiction.
Forward-Looking Statements
This press release includes certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, including statements relating to the intended closing of
an offering of shares, the size of the offering, the use of
proceeds therefrom and the consummation of the Acquisition. All
statements other than statements of historical fact are
“forward-looking statements” for purposes of federal and state
securities laws. These forward-looking statements generally can be
identified by phrases such as “possible,” “potential,” “intends” or
“expects” or other words or phrases of similar import or future or
conditional verbs such as “will,” “may,” “might,” “should,”
“would,” “could,” or similar variations. These forward-looking
statements involve many risks and uncertainties that could cause
actual results to differ materially from those expressed or implied
by such statements, including, without limitation, general market
conditions. These forward-looking statements speak only as of the
date of this press release, and Liberty Media expressly disclaims
any obligation or undertaking to disseminate any updates or
revisions to any forward-looking statement contained herein to
reflect any change in Liberty Media’s expectations with regard
thereto or any change in events, conditions or circumstances on
which any such statement is based. Please refer to the publicly
filed documents of Liberty Media, including its Registration
Statement on Form S-3 (File No. 333-281660), and its most recent
Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for
additional information about Liberty Media and about the risks and
uncertainties related to Liberty Media’s business which may affect
the statements made in this press release.
About Liberty Media Corporation
Liberty Media Corporation operates and owns interests in a broad
range of media, communications, sports and entertainment
businesses. Those businesses are attributed to three tracking stock
groups: the Liberty SiriusXM Group, the Formula One Group and the
Liberty Live Group. The businesses and assets attributed to the
Liberty SiriusXM Group (NASDAQ: LSXMA, LSXMB, LSXMK) include
Liberty Media’s interest in SiriusXM. The businesses and assets
attributed to the Formula One Group (NASDAQ: FWONA, FWONK) include
Liberty Media’s subsidiaries Formula 1 and Quint, and other
minority investments. The businesses and assets attributed to the
Liberty Live Group (NASDAQ: LLYVA, LLYVK) include Liberty Media’s
interest in Live Nation and other minority investments.
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version on businesswire.com: https://www.businesswire.com/news/home/20240820045814/en/
Shane Kleinstein, 720-875-5432
Liberty Media (NASDAQ:FWONK)
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