ENGLEWOOD, Colo.--(BUSINESS WIRE)--
Liberty Media Corporation ("Liberty") (Nasdaq: LSXMA, LSXMB, LSXMK,
BATRA, BATRK, LMCA, LMCK) announced today that it has priced and agreed
to sell to initial purchasers in a private offering $444,614,000
aggregate principal amount of its 2.25% exchangeable senior debentures
due 2046 (the "debentures").
Upon an exchange of debentures, Liberty, at its option, may deliver Time
Warner Inc. ("Time Warner") common stock, cash or a combination of Time
Warner common stock and cash. The number of shares of Time Warner common
stock attributable to a debenture represents an initial exchange price
of approximately $104.55 per share. A total of approximately 4.25
million shares of Time Warner common stock are attributable to the
debentures. Interest will be payable quarterly on March 31, June 30,
September 30 and December 31 of each year, commencing December 31, 2016.
The debentures may be redeemed by Liberty, in whole or in part, on or
after October 5, 2021. Holders of the debentures also have the right to
require Liberty to purchase their debentures on October 5, 2021. The
redemption and purchase price will generally equal 100% of the adjusted
principal amount of the debentures plus accrued and unpaid interest.
The offering is expected to close on August 17, 2016, subject to
satisfaction of customary closing conditions.
Liberty expects to use the net proceeds of the offering to provide
additional funds for operations and for general corporate purposes,
including to make acquisitions.
The debentures, as well as the associated cash proceeds, will be
attributed to the Liberty Media 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
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.
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 Annual Report on Form
10-K and Quarterly Reports on Form 10-Q, for risks and uncertainties
related to Liberty.
About Liberty Media Corporation
Liberty Media Corporation operates and owns interests in a broad range
of media, communications and entertainment businesses. Those businesses
are attributed to three tracking stock groups: the Liberty SiriusXM
Group, the Liberty Braves Group and the Liberty Media Group. The
businesses and assets attributed to the Liberty SiriusXM Group (Nasdaq:
LSXMA, LSXMB, LSXMK) include our interest in SiriusXM. The businesses
and assets attributed to the Liberty Braves Group (Nasdaq: BATRA, BATRK)
include our subsidiary Braves Holdings, LLC. The businesses and assets
attributed to the Liberty Media Group (Nasdaq: LMCA, LMCK) consist of
all of Liberty Media Corporation's businesses and assets other than
those attributed to the Liberty SiriusXM Group and the Liberty Braves
Group, including its interest in Live Nation Entertainment, and minority
equity investments in Time Warner Inc. and Viacom.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160812005104/en/
Liberty Media Corporation
Courtnee Chun, 720-875-5420
Source: Liberty Media Corporation
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