Liberty Expedia Closes Private Offering of $400 Million of 1.0% Exchangeable Senior Debentures due 2047
June 13 2017 - 4:15PM
Business Wire
Liberty Expedia Holdings, Inc. (the “Company”) (Nasdaq: LEXEA,
LEXEB) announced today that it has closed its previously announced
private offering of $400 million aggregate original principal
amount of its 1.0% exchangeable senior debentures due 2047 (the
“debentures”), including debentures with an aggregate original
principal amount of $50 million issued pursuant to the exercise of
an option granted to the initial purchasers.
Upon an exchange of debentures, the Company, at its option, may
deliver shares of Expedia, Inc. (“Expedia”) common stock, cash or a
combination of Expedia common stock and cash. Initially, 5.1566
shares of Expedia common stock are attributable to each $1,000
original principal amount of the debentures, representing an
initial exchange price of approximately $193.93 for each share of
Expedia common stock. A total of approximately 2.1 million shares
of Expedia common stock are attributable to the debentures.
Interest is payable quarterly on March 31, June 30, September 30
and December 31 of each year, commencing September 30, 2017. The
debentures may be redeemed by the Company, in whole or in part, on
or after July 5, 2022. Holders of the debentures also have the
right to require the Company to purchase their debentures on July
5, 2022. The redemption and purchase price will generally equal
100% of the adjusted principal amount of the debentures plus
accrued and unpaid interest, plus any final period
distribution.
The Company expects to use the net proceeds from the offering to
pay down outstanding borrowings of $350 million under a margin loan
facility entered into by the Company’s wholly owned special purpose
subsidiary. The Company expects to use the remaining proceeds for
general corporate purposes, including to pay interest on the
debentures.
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
were 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 the Company expressly disclaims any
obligation or undertaking to disseminate any updates or revisions
to any forward-looking statement contained herein to reflect any
change in the Company’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
the Company, including its most recent Annual Report on Form 10-K
and Quarterly Report on Form 10-Q, for risks and uncertainties
related to the Company’s business which may affect the statements
made in this press release.
About Liberty Expedia Holdings,
Inc.
Liberty Expedia Holdings’ (Nasdaq: LEXEA, LEXEB) principal
assets consist of its interest in Expedia, Inc. and its subsidiary
Vitalize, LLC (formerly referred to as Bodybuilding.com). Expedia
is an online travel company, empowering business and leisure
travelers with the tools and information they need to efficiently
research, plan, book and experience travel. Vitalize is a holding
company engaged in health, fitness, and media-related business
segments. Vitalize currently has three wholly-owned operating
subsidiaries: Bodybuilding, WeMotivate, and Verity Nutrition.
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Liberty Expedia Holdings, Inc.Courtnee Chun,
720-875-5420
Liberty Expedia (NASDAQ:LEXEB)
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