Liberty Expedia Holdings, Inc. Prices Private Offering of $350 Million of 1.0% Exchangeable Senior Debentures due 2047
08 Juin 2017 - 12:50PM
Business Wire
Liberty Expedia Holdings, Inc. (“Liberty”) (Nasdaq: LEXEA,
LEXEB) announced today that it has priced and agreed to sell to
initial purchasers in a private offering $350 million aggregate
principal amount of its 1.0% exchangeable senior debentures due
2047 (the “debentures”). Liberty has also granted to the initial
purchasers an option to purchase additional debentures in an
aggregate principal amount of up to $50 million.
Upon an exchange of debentures, Liberty, at its option, may
deliver shares of Expedia, Inc. (“Expedia”) common stock, cash or a
combination of common stock and cash. Initially, 5.1566 shares of
common stock are attributable to each $1,000 principal amount of
debentures, representing an initial exchange price of approximately
$193.93 for each share of Expedia common stock. A total of
approximately 1,804,810 shares of Expedia common stock are
attributable to the debentures (assuming the initial purchasers do
not exercise their option to purchase additional debentures).
Interest will be payable quarterly on March 31, June 30, September
30 and December 31 of each year, commencing September 30, 2017. The
debentures may be redeemed by Liberty, in whole or in part, on or
after July 5, 2022. Holders of the debentures also have the right
to require Liberty to purchase their debentures on July 5, 2022.
The redemption and purchase price will generally equal 100% of the
adjusted principal amount of the debentures plus accrued and unpaid
interest to the redemption date, plus any final period
distribution.
The offering is expected to close on June 13, 2017, subject to
the satisfaction of customary closing conditions.
Liberty expects to use the net proceeds of the offering,
together with cash on hand, to repay $350 million outstanding under
its margin loan facility entered into by a wholly owned special
purpose subsidiary. Any remaining net proceeds will be used for
general corporate purposes, including to pay interest on the
debentures.
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 Securities Act.
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.
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 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
Report on Form 10-Q, for risks and uncertainties related to
Liberty’s business which may affect the statements made in this
press release.
About Liberty Expedia Holdings,
Inc.
Liberty Expedia Holdings’ (Nasdaq: LEXEA, LEXEB) principal
assets consist of its interest in Expedia, Inc. and its subsidiary
Vitalize, LLC (formerly referred to as Bodybuilding.com). Expedia
is an online travel company, empowering business and leisure
travelers with the tools and information they need to efficiently
research, plan, book and experience travel. Vitalize is a holding
company engaged in health, fitness, and media-related business
segments. Vitalize currently has three wholly-owned operating
subsidiaries: Bodybuilding, WeMotivate, and Verity Nutrition.
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Liberty Expedia Holdings, Inc.Courtnee Chun,
720-875-5420
Liberty Expedia (NASDAQ:LEXEB)
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