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8-K

QVC Group, Inc. (QVCAQ)

8-K 2021-10-26 For: 2021-10-20
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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): October 20, 2021

QURATE RETAIL, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-33982 84-1288730
(State or other jurisdiction of<br><br>incorporation or organization) (Commission<br><br>File Number) (I.R.S. Employer<br><br>Identification No.)

12300 Liberty Blvd.

Englewood , Colorado **** 80112

(Address of principal executive offices and zip code)

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

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of exchange on which registered
Series A common stock QRTEA The Nasdaq Stock Market LLC
Series B common stock QRTEB The Nasdaq Stock Market LLC
8.0% Series A Cumulative Redeemable Preferred Stock QRTEP The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure.

On October 20, 2021, Qurate Retail, Inc. (the “Company”) announced that it will be holding its annual Investor Meeting on Friday, November 19, 2021 with presentations beginning at 9:00am E.T. The annual Investor Meeting will be held virtually and is open to shareholders, research analysts and press. During these presentations, observations may be made regarding the Company's financial performance and outlook, as well as other forward looking matters.

On October 21, 2021, the Company announced that its Executive Chairman, Greg Maffei, and Chief Executive Officer, David Rawlinson, will host a conference call to discuss results for the third quarter of 2021 on Thursday, November 4^th^, at 8:30 a.m. (E.D.T.). Following prepared remarks, the Company will host a brief Q&A session during which management will accept questions regarding the Company.  During the call, Mr. Maffei and Mr. Rawlinson may discuss the financial performance and outlook of the Company, as well as other forward looking matters.

This Current Report on Form 8-K and the press releases attached hereto as Exhibit 99.1 and Exhibit 99.2 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 October 20, 2021, regarding the Investor Meeting
99.2 Press Release, dated October 21, 2021, regarding the third quarter earnings announcement
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

2

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: October 25, 2021

1
QURATE RETAIL, INC.
By: /s/ Wade Haufschild
Name: Wade Haufschild
Title: Senior Vice President

3

Exhibit 99.1 October 20, 2021

Qurate Retail, Inc. Announces Virtual Investor Meeting

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- Qurate Retail, Inc. (“Qurate Retail”) (Nasdaq: QRTEA, QRTEB, QRTEP) will be holding its annual Investor Meeting on Friday, November 19, 2021 with presentations beginning at 9:00am E.T. The annual Investor Meeting will be held virtually and is open to shareholders, research analysts and press. Registration information is available on the Qurate Retail website and at https://meetingtomorrow.com/webcast/QurateInvestorDay2021. During these presentations, observations may be made regarding the company's financial performance and outlook, as well as other forward looking matters.

After the presentations, Greg Maffei, Executive Chairman of Qurate Retail, David Rawlinson, President and Chief Executive Officer of Qurate Retail, and other members of the management team will host a Q&A session. Stockholders are able to submit questions in advance of the Q&A session. To submit a question, please email investorday@libertymedia.com with the subject “Investor Day Question” by 5:00 p.m. E.T. on Friday, November 12, 2021.

An archive of the webcast of the Investor Meeting will also be available on https://www.qurateretail.com/investors/news-events/press-releases for one year after appropriate filings have been made with the SEC.

Liberty Media Corporation will host its Investor Meeting on November 18, 2021. Information is available at www.libertymedia.com.

About Qurate Retail, Inc.

Qurate Retail, Inc. is a Fortune 500 company comprised of seven leading retail brands – QVC®, HSN®, Zulily®, Ballard Designs®, Frontgate®, Garnet Hill®, and Grandin Road® (collectively, “Qurate Retail GroupSM”). Globally, Qurate Retail Group is a world leader in video commerce, among the top 10 e-commerce retailers in North America (according to Digital Commerce 360), and a leader in mobile commerce and social commerce. The retailer reaches approximately 218 million homes worldwide via 14 television networks and reaches millions more via multiple streaming services, social pages, mobile apps, websites, print catalogs, and in-store destinations. Qurate Retail, Inc. also holds various minority interests and green energy investments.

Qurate Retail, Inc. Courtnee Chun, 720-875-5420

Source: Qurate Retail, Inc.

Exhibit 99.2 October 21, 2021

Qurate Retail, Inc. Announces Third Quarter Earnings Release and Conference Call

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- Qurate Retail, Inc.’s (“Qurate Retail”) (Nasdaq: QRTEA, QRTEB, QRTEP) Chief Executive Officer, David Rawlinson, and Executive Chairman, Greg Maffei, will host a conference call to discuss results for the third quarter of 2021 on Thursday, November 4th at 8:30 a.m. (E.D.T.). Before the open of market trading that day, Qurate Retail will issue a press release reporting such results, which can be found at https://www.qurateretail.com/investors/news-events/press-releases. The press release and conference call may discuss Qurate Retail’s financial performance and outlook, as well as other forward looking matters.

Please call GlobalMeet at (800) 289-0571 or +1 (323) 794-2093, passcode 5872354, at least 10 minutes prior to the call. Callers will need to be on a touch-tone telephone to ask questions. The conference administrator will provide instructions on how to use the polling feature.

In addition, the conference call will be broadcast live via the Internet. All interested participants should visit the Qurate Retail website at https://www.qurateretail.com/investors/news-events/ir-calendar to register for the webcast. Links to the press release and replays of the call will also be available on the Qurate Retail website. The conference call will be archived on the website after appropriate filings have been made with the SEC.

About Qurate Retail, Inc.

Qurate Retail, Inc. is a Fortune 500 company comprised of seven leading retail brands – QVC®, HSN®, Zulily®, Ballard Designs®, Frontgate®, Garnet Hill®, and Grandin Road® (collectively, “Qurate Retail GroupSM”). Globally, Qurate Retail Group is a world leader in video commerce, among the top 10 e-commerce retailers in North America (according to Digital Commerce 360), and a leader in mobile commerce and social commerce. The retailer reaches approximately 218 million homes worldwide via 14 television networks and reaches millions more via multiple streaming services, social pages, mobile apps, websites, print catalogs, and in-store destinations. Qurate Retail, Inc. also holds various minority interests and green energy investments.

Qurate Retail, Inc. Courtnee Chun, 720-875-5420

Source: Qurate Retail, Inc.