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): September 13, 2018
QVC, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-38654 |
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23-2414041 |
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(State or other jurisdiction of |
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(Commission |
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(I.R.S. Employer |
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incorporation or organization) |
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File Number) |
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Identification No.) |
1200 Wilson Drive
West Chester, Pennsylvania 19380
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (484) 701-1000
(Former name or former address, if changed since last report)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 7.01. Regulation FD Disclosure.
On September 13, 2018, QVC, Inc. announced the closing of its previously announced public offering of $225,000,000 aggregate principal amount of 6.375% Senior Secured Notes due 2067.
This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are being furnished to the SEC 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
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Exhibit No. |
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Description |
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99.1 |
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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 13, 2018
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QVC, INC. | ||
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By: |
/s/ John F. Misko | |
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Name: |
John F. Misko |
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Title: |
Senior Vice President and Controller |
QVC, Inc. Completes Issuance of $225 Million of New Senior Secured Notes
WEST CHESTER, Pa. (September 13, 2018) - QVC, Inc. (“QVC”) announced today the completion of the previously announced offering of $225 million principal amount of new 6.375% Senior Secured Notes due 2067 (the “Notes”). QVC also granted the underwriters of this offering an option to acquire up to an additional $33.75 million principal amount of the Notes to cover any over-allotments. The Notes are secured by a first-priority lien on the capital stock of QVC, which is the same collateral that secures QVC’s existing secured indebtedness and certain future indebtedness. The net proceeds from the offering will be used to partially repay existing indebtedness under QVC’s senior secured credit facility and for general corporate purposes. As a result, the offering of Notes by QVC will be effectively leverage neutral. QVC is a wholly-owned subsidiary of Qurate Retail, Inc. (formerly Liberty Interactive Corporation) (Nasdaq: QRTEA and QRTEB).
QVC has applied to list the Notes on the New York Stock Exchange. QVC expects trading in the Notes to begin within 30 days after the Notes are first issued.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC, RBC Capital Markets, LLC and UBS Securities LLC are the joint book-running managers for this offering.
QVC issued the Notes pursuant to its existing shelf registration statement that has been filed with the Securities and Exchange Commission (“SEC”). QVC has filed with the SEC a definitive prospectus supplement and accompanying prospectus describing the terms of this offering. Copies of the definitive prospectus supplement and accompanying prospectus for this offering may be obtained by contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322, Morgan Stanley & Co. LLC at 1-800-584-6837, Wells Fargo Securities, LLC at 1-800-645-3751, RBC Capital Markets, LLC at 1-866-375-6829 and UBS Securities LLC at 1-888-827-7275.
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any sales of Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Forward-Looking Statements
This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements about the intended listing and trading of the Notes and the use of proceeds from the offering. 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, the commencement of trading of the Notes. These forward-looking statements speak only as of the date of this press release, and QVC expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in its 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 QVC, including the most recent Forms 10-K and 10-Q, for additional information about QVC and about the risks and uncertainties related to the business of QVC which may affect the statements made in this press release.
Contacts:
Courtnee Chun
720-875-5420
QVC Media Relations
484-701-1647
SOURCE QVC, Inc.