LIBERTY INTERACTIVE CORPORATION (NASDAQ:LVNTA) Files An 8-K Other Events
Item 8.01. Other Events
On April4, 2017, Liberty Interactive Corporation (the Company)
and General Communication,Inc. (GCI) issued a joint press release
announcing the Companys entry into an agreement to acquire GCI,
combine GCI with the Companys Liberty Ventures tracking stock
group and effect a split-off of the Companys interest in the
combined company (GCI Liberty). A copy of the press release is
filed herewith as Exhibit99.1 in compliance with Rule14a-12 under
the Securities Exchange Act of 1934, as amended (the Exchange
Act), and is incorporated herein by reference.
Also on April4, 2017, the Company made available on its website a
slide show presentation regarding the transaction in connection
with a call held with investors. A copy of the presentation is
filed herewith as Exhibit99.2 in compliance with Rule14a-12 under
the Exchange Act and is incorporated herein by reference.
The press release and presentation are both archived on the
Companys website.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
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ExhibitNo. |
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Name |
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99.1 |
Press Release dated April4, 2017 |
|
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99.2 |
Investor Presentation dated April4, 2017 |
Forward-Looking Statements
This Current Report on Form8-K, including the exhibits attached
hereto, includes certain forward-looking statements, including
statements about the proposed acquisition of GCI by the Company
and the proposed split-off of the Companys interest in GCI
Liberty (the proposed split-off and together with the proposed
acquisition of GCI, the proposed transactions), the timing of the
proposed transactions, the contemplated reincorporation of GCI
Liberty, the proposed reattribution or sale of assets and
liabilities at the Company in connection with the proposed
transactions, the renaming of the Company, GCI Libertys entry
into a margin loan arrangement prior to the completion of the
proposed split-off, the Companys anticipated offer to exchange
any or all of its outstanding 1.75% Charter exchangeable
debentures, the realization of estimated synergies and benefits
from the proposed transactions, business strategies, market
potential, future financial prospects and other matters that are
not historical facts. 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 satisfaction of
conditions to the proposed transactions. These forward-looking
statements speak only as of the date of this Current Report on
Form8-K, and the Company expressly disclaims any obligation or
undertaking to disseminate any updates or revisions to any
forward-looking statement contained herein to reflect any change
in the Companys 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 the
Company, including the most recent Form10-K, for additional
information about the Company and about the risks and
uncertainties related to the business of the Company which may
affect the statements made in this Current Report on Form8-K.
Additional Information
Nothing in this Current Report on Form8-K, including the exhibits
attached hereto, shall constitute a solicitation to buy or an
offer to sell shares of GCI Liberty, GCI common stock or any of
the Companys tracking stocks. The offer and sale of shares in the
proposed transactions will only be made to GCI Libertys effective
registration statement. The Companys stockholders, GCI
stockholders and other investors are urged to read the
registration statement and the joint proxy statement/prospectus
to be filed regarding the proposed transactions and any other
relevant documents filed with the SEC, as well as any amendments
or supplements to those documents, because they will contain
important information about the proposed
transactions. Copies of these SEC filings are available free of
charge at the SECs website (http://www.sec.gov). Copies of the
filings together with the materials incorporated by reference
therein are also available, without charge, by directing a
request to Liberty Interactive Corporation, 12300 Liberty
Boulevard, Englewood, Colorado 80112, Attention: Investor
Relations, Telephone: (720) 875-5420. GCI investors can access
additional information at ir.gci.com.
Participants in a Solicitation
The directors and executive officers of the Company and GCI and
other persons may be deemed to be participants in the
solicitation of proxies in respect of proposals to approve the
proposed transactions. Information regarding the directors and
executive officers of the Company is available in its
definitive proxy statement, which was filed with the SEC on
July8, 2016, and certain of its Current Reports on Form8-K.
Information regarding the directors and executive officers of
GCI is available as part of its Form10-K filed with the SEC on
March2, 2017. For other information regarding the participants
in the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, will be
available in the proxy materials regarding the foregoing to be
filed with the SEC. Free copies of these documents may be
obtained as described in the preceding paragraph
LIBERTY INTERACTIVE CORPORATION (NASDAQ:LVNTA) Recent Trading Information
LIBERTY INTERACTIVE CORPORATION (NASDAQ:LVNTA) closed its last trading session 00.00 at 44.51 with 611,005 shares trading hands.
