QVCAQ 8-K
QVC Group, Inc. (QVCAQ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
On September 11, 2024, QVC, Inc. (“QVC”), a wholly-owned subsidiary of Qurate Retail, Inc. (“Qurate Retail”), issued a press release announcing the commencement of two separate exchange offers for eligible holders of QVC’s Old Notes (as defined below): (i) an offer to exchange any and all of QVC’s outstanding 4.750% Senior Secured Notes due 2027 (“Old 2027 Notes”) for QVC’s newly issued 6.875% Senior Secured Notes due 2029 (“New Notes”) and cash; and (ii) an offer to exchange any and all of QVC’s outstanding 4.375% Senior Secured Notes due 2028 (“Old 2028 Notes” and, together with the Old 2027 Notes, the “Old Notes”) for New Notes. A copy of the press release is attached hereto as Exhibit 99.1, which is incorporated by reference herein. QVC also commenced offers for holders of Old Notes that are not eligible holders to offer to purchase their Old Notes.
In connection with the offers (collectively, the “Offers”), Liberty Interactive LLC, a wholly-owned subsidiary of Qurate Retail, through its subsidiaries, is expected to contribute to QVC an amount in cash equal to the cash portion of the consideration to be offered in the Offers minus $75 million which will be paid by QVC, immediately prior to the settlement date of the Offers.
This Current Report on Form 8-K does not constitute an offer to tender for, or purchase, any Old Notes or any other security, nor does it constitute an offer to sell or the solicitation of an offer to buy New Notes or any other security.
This Current Report on Form 8-K and the press release furnished 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. |
Description | |
| 99.1 | Press Release dated September 11, 2024 regarding the Offers (incorporated by reference to Exhibit 99.1 to QVC’s Current Report on form 8-K filed on September 11, 2024 (File No. 001-38654)). | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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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: September 11, 2024
| QURATE RETAIL, INC. | |||
| By: | /s/ Wade Haufschild | ||
| Name: | Wade Haufschild | ||
| Title: | Senior Vice President | ||
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