QVC, Inc. Completes Issuance of $435 Million of New Senior Secured Notes & Announces Full Exercise of Related Over-Allotment ...
November 26 2019 - 7:40PM
Business Wire
QVC, Inc. (“QVC”) announced today the completion of the
previously announced offering of $435 million principal amount of
new 6.250% Senior Secured Notes due 2068 (the “Notes”). QVC also
announced today that the underwriters of this offering have
exercised in full their option to acquire up to an additional
$65.25 million principal amount of the Notes to cover
over-allotments. The settlement of the sale of the additional Notes
pursuant to the option is expected to occur on December 6, 2019.
The Notes are secured by a first-priority lien on the capital stock
of QVC, which also secures QVC’s existing secured indebtedness and
certain future indebtedness. The net proceeds from the offering are
expected to be used to repay a portion of the borrowings
outstanding under QVC’s senior secured credit facility. QVC’s
senior secured credit facility is used for working capital purposes
and, among other things, may be used for the repayment of other
debt and the payment of dividends to Qurate Retail, Inc. for
general corporate purposes, including repurchases of its common
stock. QVC is a wholly-owned subsidiary of Qurate Retail, Inc.
(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.
BofA Securities, Morgan Stanley, RBC Capital Markets, UBS
Investment Bank and Wells Fargo Securities are the joint
book-running managers for this offering.
J.P. Morgan is the joint lead manager for this offering.
QVC issued the Notes pursuant to its existing effective shelf
registration statement that has been filed with the U.S. 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 BofA Securities, Inc., NC1-004-03-43;
200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn:
Prospectus Department, Toll-Free: 1-800-294-1322, Email:
dg.prospectus_requests@bofa.com; Morgan Stanley and Co. & LLC,
Attn: Prospectus Department, 180 Varick Street, New York, NY 10014,
by telephone at (866) 718-1649; RBC Capital Markets, LLC, 200 Vesey
Street, New York, New York 10281, Attn: Transaction Management, by
telephone at (866) 375-6829 or by email at
rbcnyfixedincomeprospectus@rbccm.com; UBS Securities LLC Attn:
Prospectus Department, 1285 Avenue of the Americas, New York, New
York 10019, by telephone at (888) 827-7275 and Wells Fargo
Securities, LLC 608 2nd Avenue South, Suite 1000, Minneapolis, MN
55402, Attention: WFS Customer Service, Email:
wfscustomerservice@wellsfargo.com, Toll-Free: 1-800-645-3751.
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 offered Notes, nor shall there be any sales of Notes in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
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, the use of proceeds from
the offering and the completion of the sale of additional Notes
pursuant to the exercise of the underwriters' option. 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20191126005921/en/
Courtnee Chun 720-875-5420
QVC Media Relations 484-701-1647
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