UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
LIBERTY MEDIA CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware |
|
37-1699499 |
(State of Incorporation or organization) |
|
(I.R.S. Employer Identification no.) |
|
|
|
12300 Liberty Boulevard |
|
|
Englewood, Colorado |
|
80112 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Name of each exchange on which |
to be so registered |
|
each class is to be registered |
|
|
|
Subscription Rights to Purchase Shares of Series C Liberty Braves Common Stock |
|
The NASDAQ Stock Market LLC |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
Securities Act registration statement file number to which this form relates: |
|
333-211428 |
|
|
|
|
|
(if applicable) |
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrants Securities to be Registered.
The securities to be registered hereby are the transferable subscription rights to purchase shares of Series C Liberty Braves Common Stock (the Series C Liberty Braves Rights) of Liberty Media Corporation (the Registrant), each of which entitle the holder thereof to purchase shares of Series C Liberty Braves Common Stock, $0.01 par value, of the Registrant. The Registrant has applied to list the Series C Liberty Braves Rights on the Nasdaq Global Select Market under the symbol BATRR.
Reference is made to the Registrants Registration Statement on Form S-3 (File No. 333-211428), which was filed with the Securities and Exchange Commission (the SEC) on May 18, 2016 and deemed automatically effective upon filing, including the prospectus contained therein (the S-3). The description of the Series C Liberty Braves Rights as contained under the caption The Rights Offering in the S-3 is hereby incorporated by reference.
Item 2. Exhibits.
The following exhibits are filed as part of this Registration Statement on Form 8-A.
Exhibit No. |
|
Description |
|
|
|
3.1 |
|
Form of Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to Amendment No. 2 to the Registrants Registration Statement on Form S-4 filed on February 18, 2016 (File No. 333-208699)). |
3.2 |
|
Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed on August 6, 2015 (File No. 001-35707)). |
4.1 |
|
Specimen Certificate for Series C Liberty Braves Common Stock Subscription Rights of the Registrant (incorporated by reference to Exhibit 4.2 to the Registrants Registration Statement on Form S-3 filed on May 18, 2016 (File No. 333-211428 (the S-3)). |
4.2 |
|
Instructions for use of Series C Liberty Braves Common Stock Subscription Right Certificates of the Registrant (incorporated by reference to Exhibit 4.3 to the S-3. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
|
Liberty Media Corporation | |
|
|
|
Date: May 18, 2016 |
By: |
/s/ Craig Troyer |
|
Name: |
Craig Troyer |
|
Title: |
Vice President, Deputy General Counsel and Assistant Secretary |
EXHIBIT INDEX
The following exhibits are filed as part of this Registration Statement on Form 8-A.
Exhibit No. |
|
Description |
|
|
|
3.1 |
|
Form of Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to Amendment No. 2 to the Registrants Registration Statement on Form S-4 filed on February 18, 2016 (File No. 333-208699)). |
3.2 |
|
Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed on August 6, 2015 (File No. 001-35707)). |
4.1 |
|
Specimen Certificate for Series C Liberty Braves Common Stock Subscription Rights of the Registrant (incorporated by reference to Exhibit 4.2 to the Registrants Registration Statement on Form S-3 filed on May 18, 2016 (File No. 333-211428 (the S-3)). |
4.2 |
|
Instructions for use of Series C Liberty Braves Common Stock Subscription Right Certificates of the Registrant (incorporated by reference to Exhibit 4.3 to the S-3. |