0001254699-14-000031.txt : 20140825 0001254699-14-000031.hdr.sgml : 20140825 20140825154108 ACCESSION NUMBER: 0001254699-14-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140821 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140825 DATE AS OF CHANGE: 20140825 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QVC INC CENTRAL INDEX KEY: 0001254699 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 232414041 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-184501 FILM NUMBER: 141062524 MAIL ADDRESS: STREET 1: 1200 WILSON DRIVE AT STUDIO PARK CITY: WEST CHESTER STATE: PA ZIP: 19380 8-K 1 qvc_8kxnewnotesclosingx821.htm 8-K QVC_8K_newnotesclosing_8.21.2014


 
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): August 21, 2014



QVC, Inc.
(Exact name of registrant as specified in its charter)


State of Delaware
333-184501
23-2414041
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
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


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. Other Regulation FD Disclosure

On August 21, 2014, QVC, Inc. ("QVC"), an indirect wholly-owned subsidiary of Liberty Interactive Corporation, announced the completion of the previously announced offering of new $600 million principal amount 4.45% senior secured notes due 2025 and new $400 million principal amount 5.45% senior secured notes due 2034 (collectively, the "Notes"). The Notes will be 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 for the redemption of QVC’s 7.50% senior secured notes due October 2019 and for working capital and other general corporate purposes.

The Notes were offered pursuant to an exemption under the Securities Act of 1933, as amended (the "Securities Act"), only to qualified institutional buyers as permitted under Rule 144A of the Securities Act, or outside the United States to certain persons in reliance on Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. In connection with the offering of the Notes, QVC has agreed, subject to certain conditions, to file a registration statement with the Securities and Exchange Commission ("SEC") with respect to a registered offer to exchange the Notes for registered notes having substantially identical terms as the Notes.

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.
Exhibit No.
 
Description
 
 
 
99.1
 
Press Release dated August 21, 2014.


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.
                                            
QVC, Inc.
 
 
Date: August 25, 2014
By:/s/ JOHN F. MISKO
 
John F. Misko
 
Senior Vice President and Controller


3



EXHIBIT INDEX

Exhibit No.
 
Description
 
 
 
99.1
 
Press Release dated August 21, 2014.

4
EX-99.1 2 exhibit991notesclosing1.htm EXHIBIT 99.1 Exhibit 99.1 Notes Closing (1)


Exhibit 99.1


August 21, 2014


QVC Completes Issuance of $1 Billion of New Senior Secured Notes

WEST CHESTER, Pa. (August 21, 2014) - QVC, Inc. announced today the completion of the previously announced offering of $600 million principal amount of new 4.45% senior secured notes due 2025 and $400 million principal amount of new 5.45% senior secured notes due 2034 (collectively, the “Notes”). The Notes will be 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 for the redemption of QVC’s 7.50% senior secured notes due October 2019 and for working capital and other general corporate purposes. QVC, Inc. is a wholly-owned subsidiary of Liberty Interactive Corporation (Nasdaq: LINTA, LINTB, LVNTA, LVNTB).
The Notes were offered pursuant to an exemption under the Securities Act of 1933, as amended (the "Securities Act") only to Qualified Institutional Buyers as permitted under Rule 144A of the Securities Act, or outside the United States to certain persons in reliance on Regulation S under the Securities Act. The Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act.
In connection with the offering of the Notes, QVC has agreed, subject to certain conditions, to file a registration statement relating to a registered offer to exchange the Notes for new registered notes having substantially identical terms as the Notes.
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 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, general market conditions. 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 QVC’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 QVC, including the most recent Form 10-K for additional information about QVC and about the risks and uncertainties related to QVC’s business which may affect the statements made in this press release.


Contact:
Courtnee Ulrich
720-875-5420


SOURCE Liberty Interactive Corporation