Liberty Interactive Prices Private Offering of $350 Million of 1% Exchangeable Senior Debentures due 2043
04 September 2013 - 11:59PM
Business Wire
Liberty Interactive Corporation (“Liberty”) (Nasdaq: LINTA,
LINTB, LVNTA, LVNTB) announced today that its wholly owned
subsidiary Liberty Interactive LLC (the “Company”) has priced and
agreed to sell to initial purchasers in a private offering $350
million aggregate principal amount of its 1% exchangeable senior
debentures due 2043 (the “debentures”). The Company has also
granted to the initial purchasers an option to purchase additional
debentures with an aggregate principal amount up to $50
million.
The debentures will initially be exchangeable for 13.4580 shares
of HSN, Inc. common stock (Nasdaq: HSNI), per $1,000 principal
amount of debentures. This represents an initial exchange price of
approximately $74.31 per share of HSNI. Interest will be payable
quarterly on March 31, June 30, September 30 and December 31 of
each year, commencing December 31, 2013.
The offering is expected to close on September 9, 2013, subject
to satisfaction of customary closing conditions.
The Company expects to use the net proceeds of the offering for
general corporate purposes.
The debentures will be attributed to Liberty’s Interactive
Group.
The debentures have not been registered under the Securities Act
of 1933, as amended (the “Securities Act”), or any state securities
laws and, unless so registered, may not be offered or sold in the
United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws. The debentures
are being offered by means of an offering memorandum solely to
“Qualified Institutional Buyers” pursuant to, and as that term is
defined in, Rule 144A of the Securities Act.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the debentures nor shall there be
any sale of debentures in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such state.
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 offering of
debentures and the use of proceeds therefrom. 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 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’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,
including its most recent Form 10-K, for risks and uncertainties
related to Liberty.
About Liberty Interactive
Corporation
Liberty Interactive Corporation operates and owns interests in a
broad range of digital commerce businesses. Those interests are
currently attributed to two tracking stock groups: Liberty
Interactive Group and Liberty Ventures Group. The Liberty
Interactive Group (Nasdaq: LINTA, LINTB) is primarily focused on
digital commerce and consists of Liberty Interactive Corporation's
subsidiaries QVC, Provide Commerce, Backcountry.com,
Bodybuilding.com, Celebrate Interactive, CommerceHub and interests
in HSN and Lockerz. The businesses and assets attributed to the
Liberty Ventures Group (Nasdaq: LVNTA, LVNTB) consists of all of
Liberty Interactive Corporation's businesses and assets other than
those attributed to the Liberty Interactive Group and include its
subsidiary TripAdvisor, its interest in Expedia, and minority
interests in Time Warner and Time Warner Cable.
Liberty Interactive CorporationCourtnee Ulrich,
720-875-5420
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