Form 8-K Liberty Media Corp For: May 05
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): May 5, 2016
LIBERTY MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
001-35707
|
37-1699499
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
12300 Liberty Blvd.
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (720) 875-5400
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 7.01. Regulation FD Disclosure
On May 5, 2016, Liberty Media Corporation issued a press release announcing certain proposed terms for the previously announced distribution of subscription rights to holders of its Series A, Series B and Series C Liberty Braves common stock to acquire shares of its Series C Liberty Braves common stock in a rights offering to follow such distribution. The press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference into this Item 7.01.
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. |
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Name |
|
|
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99.1 |
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Press release dated May 5, 2016. |
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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: May 5, 2016
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LIBERTY MEDIA CORPORATION |
|
|
|
|
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By: |
/s/ Wade Haufschild |
|
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Name: Wade Haufschild |
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Title: Vice President |
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EXHIBIT INDEX
Exhibit No. |
|
Name |
|
|
|
99.1 |
|
Press release dated May 5, 2016. |
4
Exhibit 99.1
LIBERTY MEDIA CORPORATION ANNOUNCES PROPOSED TERMS FOR PREVIOUSLY ANNOUNCED PROPOSED RIGHTS OFFERING
ENGLEWOOD, CO, May 5, 2016 -- Liberty Media Corporation (Nasdaq: LSXMA, LSXMB, LSXMK, BATRA, BATRK, LMCA, LMCK) (“Liberty”) announced today certain proposed terms for its previously announced distribution of subscription rights to holders of its Series A, Series B and Series C Liberty Braves common stock to acquire shares of its Series C Liberty Braves common stock (the “Series C Liberty Braves Rights”) in a rights offering to follow such distribution. The proposed size of the rights offering is $200 million, and the subscription price per Series C Liberty Braves Right will be determined based on a 20% discount to the volume weighted average trading price of the Series C Liberty Braves common stock for the 18-trading day period ending on (and including) May 11, 2016. As of April 15, 2016, there were outstanding 10,227,693 shares of Series A Liberty Braves common stock, 987,096 shares of Series B Liberty Braves common stock and 22,273,533 shares of Series C Liberty Braves common stock.
The proposed record date for the distribution of the Series C Liberty Braves Rights is 5:00 p.m., New York City time, on May 16, 2016, and the proposed distribution date is 5:00 p.m., New York City time, on May 18, 2016. It is expected that the proposed rights offering will commence on May 19, 2016 (which is also the proposed ex-dividend date for the distribution of the Series C Liberty Braves Rights), and will remain open for 20 trading days, subject to extension.
The proposed rights offering is subject to certain conditions, and Liberty reserves the right to terminate the rights offering at any time and for any reason, including following the distribution of the Series C Liberty Braves Rights.
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 Braves Group and Liberty SiriusXM Group, including its interest in Live Nation Entertainment, and minority equity investments in Time Warner Inc. and Viacom.
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 about the proposed rights offering, including the size and timing of the rights offering. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.
1
This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of any securities referred to in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The rights offering will be made only by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.
Liberty Media Corporation
Courtnee Chun, 720-875-5420
Source: Liberty Media Corporation
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