UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
On November 9, 2020 and November 10, 2020, Liberty Media Corporation (the “Company”) announced the proposed offering and pricing, respectively, of $800 million aggregate principal amount of its 0.50% Exchangeable Senior Debentures due 2050 (the “Debentures”) pursuant to an exemption under the Securities Act of 1933, as amended. The Company also granted to the initial purchasers an option to purchase additional Debentures with an aggregate principal amount of up to $120 million.
As of September 30, 2020, the Company beneficially owned approximately 33% of the issued and outstanding shares of Live Nation Entertainment, Inc. common stock (“Live Nation common stock”). Of the shares the Company beneficially owns, as of September 30, 2020, 53,745,033 have been pledged as collateral (such pledged shares, the “Pledged Live Nation Collateral”) to secure obligations under a margin facility (the “Live Nation Margin Loan Facility”) entered into by a special purpose subsidiary of the Company.
On November 9, 2020, the Live Nation Margin Loan Facility was amended to, among other things, extend the maturity date and the availability period until December 2022, decrease the borrowing capacity to $200,000,000, release a portion of the Pledged Live Nation Collateral, decrease the undrawn commitment fee to 0.50% per annum (based on the undrawn amount) and increase the interest rate on borrowings to LIBOR plus 2.00%. Based on the last reported sale price on the New York Stock Exchange for the Live Nation common stock of $64.36 per share on November 9, 2020, all but approximately 9 million shares of the Pledged Live Nation Collateral will be released.
This Current Report on Form 8-K and the press releases attached hereto as Exhibits 99.1 and 99.2 are being furnished to the Securities and Exchange Commission 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 November 9, 2020, regarding the proposed private offering. | |
99.2 | Press Release, dated November 10, 2020, regarding the pricing. | |
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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: November 10, 2020
LIBERTY MEDIA CORPORATION | ||
By: | /s/ Wade Haufschild | |
Name: Wade Haufschild | ||
Title: Vice President |