Liberty Interactive Announces Extraordinary Cash Distribution on 1% Exchangeable Senior Debentures Due 2043 Resulting from HS...
January 28 2015 - 4:28PM
Business Wire
Liberty Interactive LLC (“Liberty Interactive”), a subsidiary of
Liberty Interactive Corporation (Nasdaq: QVCA, QVCB, LVNTA, LVNTB),
announced today that it will pay an extraordinary cash distribution
to the holders of its 1% Exchangeable Senior Debentures due 2043
(the “Debentures”). This distribution is the result of the
declaration by HSN, Inc. (“HSNi”) of a special cash dividend of
$10.00 per share payable to HSNi shareholders of record as of
February 9, 2015. In accordance with the indenture pursuant to
which the Debentures were issued (the “Indenture”), Liberty
Interactive is to make the extraordinary cash distribution to
holders of the Debentures on the twentieth business day after the
special cash dividend is paid by HSNi. HSNi has announced that it
will pay its special cash dividend on February 19, 2015, in which
case Liberty Interactive will pay its extraordinary cash
distribution on March 19, 2015 to holders of the Debentures as of a
special record date of March 5, 2015. The extraordinary cash
distribution will be $134.5800 per Debenture, for a total payment
of $53,832,000.00 to holders of the Debentures.
In accordance with the Indenture, the principal amount of the
Debentures is to be reduced by the amount of any extraordinary cash
distribution that we pay on the Debentures. In addition, the
adjusted principal amount is to be further reduced on each
successive semi-annual interest payment date to the extent
necessary to cause the semi-annual interest payment on that date to
represent the payment by Liberty Interactive, in arrears, of an
annualized yield of 1.0% of the adjusted principal amount of the
Debentures. In no event will the reductions to the principal amount
of the Debentures affect the amount of the semi-annual interest
payments received by holders of the Debentures, which will continue
to be a rate of interest equal to 1.0% per annum of the original
principal amount of the debentures.
Immediately following the payment by Liberty Interactive of the
extraordinary cash distribution attributable to HSNi’s payment of
its special cash dividend, the adjusted principal amount of the
Debentures will be $865.42 per $1,000 original principal amount,
and the aggregate outstanding adjusted principal amount of the
Debentures will be $346,168,000.00.
About Liberty Interactive LLC
Liberty Interactive LLC is a wholly owned subsidiary of Liberty
Interactive Corporation. Liberty Interactive Corporation operates
and owns interests in a broad range of digital commerce businesses.
Those businesses are currently attributed to two tracking stock
groups: the QVC Group and the Liberty Ventures Group. The
businesses and assets attributed to the QVC Group (Nasdaq: QVCA,
QVCB) consist of Liberty Interactive Corporation’s subsidiary, QVC,
Inc., and its interest in HSN, Inc., and the businesses and assets
attributed to the Liberty Ventures Group (Nasdaq: LVNTA, LVNTB)
consist of all of Liberty Interactive Corporation’s businesses and
assets other than those attributed to the QVC Group, including its
interest in Expedia, its subsidiaries Backcountry.com,
Bodybuilding.com, CommerceHub, LMC Right Start and Evite, and
minority interests in Time Warner, Time Warner Cable, Lending Tree,
Interval Leisure Group and FTD.
This press release includes forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
regarding Liberty Interactive’s anticipated payment of an
extraordinary cash distribution on the Debentures as a result of
HSNi’s announcement of its payment on February 19, 2015 of a
special cash dividend of $10.00 per share. These forward-looking
statements involve risks and uncertainties, including, without
limitation, the risk that HSNi will not pay its special cash
dividend on February 19, 2015 or at all. Under the Indenture
relating to the Debentures, Liberty Interactive is required to make
the extraordinary cash distribution referred to in this press
release only if HSNi first pays the special cash dividend, such
extraordinary cash distribution to be paid as of the 20th business
day after payment of the special cash dividend by HSNi.
Liberty InteractiveCourtnee Ulrich, 720-875-5420
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