Key Developments For Liberty Media Corp
Liberty Media Corp (LCAPA.O) (Nasdaq)
Liberty Media Completes Split-Off Of Liberty Entertainment, Inc.
Liberty Media announced that it has completed its previously announced split-off (Split-Off) of Liberty Entertainment, Inc. (LEI) from Liberty Media. Liberty Media has completed the redemption of 90% of the outstanding shares of Liberty Entertainment common stock in exchange for all of the outstanding shares of common stock of LEI. In the redemption, 0.9 of each outstanding share of Liberty Entertainment common stock was redeemed for 0.9 of a share of the corresponding series of common stock of LEI. LEI holds Liberty Media's 57% interest in The DIRECTV Group, Inc. (DIRECTV), a 100% interest in Liberty Sports Holdings, LLC, a 65% interest in Game Show Network, LLC and approximately $120 million in cash and cash equivalents, and is the obligor on approximately $2 billion of indebtedness. All of the businesses, assets and liabilities that were attributed to Liberty Media's Entertainment group that are not held by LEI have remained with Liberty Media and continue to be attributed to the Entertainment group, which Liberty Media has redesignated as the Liberty Starz group. The Series A and Series B Liberty Starz common stock will begin regular way trading at the open of business on Friday, November 20, 2009, under the symbols LSTZA and LSTZB respectively. There will be approximately 50 million shares of Liberty Starz Series A common stock and approximately 2.4 million shares of Liberty Starz Series B common stock outstanding when trading begins.
Liberty Media Completes Merger With The DIRECTV Group, Inc.
Liberty Media announced that it has completed its business combination transaction between The DIRECTV Group, Inc. (DIRECTV) and Liberty Entertainment, Inc. (LEI) (DTV Business Combination). Immediately following the Split-Off, the parties completed the DTV Business Combination and each of LEI and DIRECTV have become wholly owned subsidiaries of a new public holding company named DIRECTV (Holdings). In the DTV Business Combination, each share of LEI Series A common stock was exchanged for 1.11130 shares of Holdings Class A common stock, each share of LEI Series B common stock (other than shares held by John C. Malone, Chairman of the Boards of Liberty Media, LEI and DIRECTV, and certain related persons) was exchanged for 1.11130 shares of Holdings Class A common stock, and each share of DIRECTV common stock was exchanged for one share of Holdings Class A common stock. Additionally, immediately prior to the completion of the mergers, Mr. Malone and certain related persons contributed each of their shares of LEI Series B common stock to Holdings for 1.11130 shares of Holdings Class B common stock. Each share of Holdings Class A common stock entitles the holder to one vote per share, and each share of Holdings Class B common stock entitles the holder to 15 votes per share and to certain limited consent rights. The Holdings Class A common stock will begin regular way trading at the open of business on November 20, 2009, under the symbol DTV.
Securities and Exchange Commission Declares Split Of Liberty Entertainment, Inc. From Liberty Media
Liberty Media announced that the registration statement on Form S-4 filed by Liberty Entertainment, Inc. (LEI), a wholly owned subsidiary of Liberty Media, in connection with the split-off of LEI from Liberty Media (the Split-Off), has been declared effective by the Securities and Exchange Commission and that Liberty Media has commenced mailing the definitive proxy statement/prospectus relating to a special meeting of the holders of Liberty Entertainment common stock. If the proposal relating to the Split-Off receives the requisite stockholder approval at the special meeting, then, assuming all other conditions to the Split-Off are satisfied or waived, Liberty Media will redeem, pursuant to its charter, 90% of the outstanding shares of Liberty Entertainment common stock in exchange for all of the outstanding shares of common stock of LEI promptly following the special meeting. However, the Split-Off may not be completed prior to the first to occur of the satisfaction of the conditions to the DTV Business Combination (other than those which may only be satisfied at closing) or the termination of the related Merger Agreement. At this time, Liberty Media anticipates that the date of the redemption will be the same date as the special meeting. On the date of the redemption, Liberty Media will redeem 0.9 of each outstanding share of Liberty Entertainment common stock for 0.9 of a share of the corresponding series of common stock of LEI.
Liberty Media's QVC Completes Issuance Of $1 Billion Of Senior Secured Notes Due 2019
QVC, Inc. announced the completion of the previously announced offering of $1 billion in aggregate principal amount of 7.50% Senior Secured Notes due 2019 (the Notes) at an issue price of 98.278% on September 25, 2009. The net proceeds of the Notes will be used to fund the purchase and cancellation of outstanding term loans under QVC's senior secured credit facilities that mature in 2014. QVC, Inc. is a wholly owned subsidiary of Liberty Media Corporation attributed to the Liberty Interactive group.
Liberty Media's QVC Prices $1 Billion Of New Senior Secured Notes
QVC, Inc. announced the pricing of $1 billion principal amount of new 7.50% Senior Secured Notes due 2019 at a price of 98.278% (the Notes). The principal amount of Notes was increased from the previously announced $500 million aggregate principal amount. The net proceeds of the offering will be used to fund the purchase and cancellation of outstanding borrowings under QVC's senior secured credit facilities. The offering is expected to close on or about September 25, 2009, subject to customary closing conditions. QVC, Inc. is a wholly owned subsidiary of Liberty Media Corporation attributed to the Liberty Interactive group.
