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Form 8-K Liberty Interactive Corp For: Jun 29

June 29, 2016 12:01 PM EDT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

 

 

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

 

 

Date of Report (date of earliest event reported): June 28, 2016

 

 

 

LIBERTY INTERACTIVE CORPORATION

 

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

 

 

Delaware

 

001-33982

 

 

84-1288730

 

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

 

 

12300 Liberty Boulevard

Englewood, Colorado 80112

(Address of principal executive offices and zip code)

 

 

Registrant's telephone number, including area code: (720) 875-5300

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 7.01Regulation FD Disclosure

 

On June 28, 2016, Liberty Interactive Corporation issued a press release containing information regarding (i) the record date and proposed distribution date for the upcoming spin-off (the “Spin-Off”) of its subsidiary CommerceHub, Inc. (“CH Parent”) and (ii) the trading symbols that are expected to be used by CH Parent common stock following the Spin-Off. 

 

This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are being furnished to the Securities and Exchange Commission under Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed "filed" for any purpose.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

 

 

 

 

Exhibit No.

 

Name

 

 

 

99.1

 

Press Release, dated June 28, 2016

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: June 29, 2016

 

 

 

 

 

LIBERTY INTERACTIVE CORPORATION

 

 

 

 

 

 

By:

/s/ Pamela L. Coe

 

Name:

Pamela L. Coe

 

Title:

Senior Vice President, Deputy

 

 

General Counsel and Secretary

 

1


 

 

 

EXHIBIT INDEX

 

 

 

 

 

Exhibit No.

 

Name

 

 

 

99.1

 

Press Release, dated June 28, 2016

 

2


Exhibit 99.1

Liberty Announces Record and Proposed Distribution Dates and Symbol Information for Spin-off of CommerceHub

ENGLEWOOD, Colo., June 28, 2016.  Liberty Interactive Corporation ("Liberty") (Nasdaq: QVCA, QVCB, LVNTA, LVNTB), announced today the record date and proposed distribution date in connection with its upcoming spin-off (the "Spin-off") of its subsidiary CommerceHub, Inc. ("CH Parent"). The record date is 5:00 p.m., New York City time, on July 8, 2016 (such date and time, the "record date") and the proposed distribution date is 5:00 p.m., New York City time, on July 13, 2016 for the distribution, by means of a dividend, of shares of CH Parent common stock to effect the Spin-off. In the Spin-off, Liberty will distribute (the "Distribution") to holders of its Series A and Series B Liberty Ventures common stock (i) 0.1 of a share of the corresponding series of CH Parent common stock and (ii) 0.2 of a share of CH Parent Series C common stock, in each case, for each share of Liberty Ventures common stock held as of the record date. 

Liberty expects that the CH Parent Series A and Series C common stock will begin trading in the "regular way" on the Nasdaq Global Select Market under the symbols "CHUBA" and "CHUBK," and that the CH Parent Series B common stock will be quoted on the OTC Markets under the symbol "CHUBB," in each case, beginning on July 14, 2016.

The completion of the Spin-off remains subject to the satisfaction or waiver, as applicable, of a number of conditions. Additional information relating to the Spin-off, including the ex-dividend date of the Distribution, will be announced once available.

About 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 subsidiaries, QVC, Inc. and zulily, llc, 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, Interval Leisure Group and FTD, its subsidiaries Bodybuilding.com, CommerceHub and Evite, and minority interests in Time Warner, Liberty Broadband Corporation, Lending Tree and Charter Communications, Inc.

Liberty Interactive Corporation
Courtnee Chun, 720-875-5420

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