Liberty Media Corp. Announces Exercise of Underwriters’ Option to Purchase Additional Shares from Selling Stockholders & Su...
June 05 2017 - 6:15PM
Business Wire
Liberty Media Corporation (“Liberty”) (Nasdaq: LSXMA, LSXMB,
LSXMK, BATRA, BATRK, FWONA, FWONK) announced today that in
connection with its recent underwritten public offering (the
“Offering”) of Liberty’s Series C Liberty Formula One common stock,
par value $0.01 per share (“FWONK”), certain selling stockholders
(the “Selling Stockholders”) have sold an additional 6,000,000
shares of FWONK to the underwriters following the exercise in full
of the underwriters’ option to purchase additional shares.
Following the exercise, the aggregate number of shares of FWONK
sold in the Offering increased to 46,000,000 shares, 12,903,225 of
which were issued and sold by Liberty and 33,096,775 of which were
sold by the Selling Stockholders.
The Selling Stockholders received all of the net proceeds from
the sale of the additional shares of FWONK. Liberty did not receive
any proceeds from the sale of shares of FWONK on behalf of the
Selling Stockholders in the Offering.
Following the closing of the Offering (and including the
exercise in full of the underwriters’ option to purchase additional
shares of FWONK from the Selling Stockholders), approximate
ownership of the equity of the Formula One Group is comprised of
(1): (i) 17%(2) owned by the selling shareholders of Formula 1 (the
“Formula 1 Selling Shareholders”) who acquired shares of FWONK in
January 2017 in connection with the Formula 1 Acquisition and
pro-forma for the dilutive impact of the Exchangeable Notes issued
to the Formula 1 Selling Shareholders, (ii) 27%(2) owned by certain
third party investors who acquired shares of FWONK in January 2017
in connection with the Formula 1 Acquisition and (iii) the
remaining percentage owned by other public shareholders (with 6%
and 14% of the equity of the Formula One Group being comprised of
shares offered by Liberty and the Selling Stockholders,
respectively, in this Offering, including following the exercise in
full of the underwriters’ option to purchase additional shares of
FWONK from the Selling Stockholders).
Goldman Sachs & Co. LLC, J.P. Morgan and Morgan Stanley
acted as book-running managers and representatives of the
underwriters for the Offering, together with BofA Merrill Lynch,
Barclays, Credit Suisse and Citigroup as additional book-running
managers.
The shares of FWONK were sold pursuant to an effective shelf
registration statement on Form S-3 previously filed with the
SEC.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of FWONK or any other
securities, nor shall there be any sale of these securities in any
state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of
such state.
About Liberty Media Corporation
Liberty Media Corporation operates and owns interests in a broad
range of media, communications and entertainment businesses. Those
businesses are attributed to three tracking stock groups: the
Liberty SiriusXM Group, the Braves Group and the Formula One Group.
The businesses and assets attributed to the Liberty SiriusXM Group
(Nasdaq: LSXMA, LSXMB, LSXMK) include Liberty’s interest in
SiriusXM. The businesses and assets attributed to the Braves Group
(Nasdaq: BATRA, BATRK) include Liberty’s subsidiary Braves
Holdings, LLC. The businesses and assets attributed to the Formula
One Group (Nasdaq: FWONA, FWONK) consist of all of Liberty’s
businesses and assets other than those attributed to the Liberty
SiriusXM Group and the Braves Group, including its subsidiary
Formula 1, its interest in Live Nation Entertainment and minority
equity investments in Time Warner Inc. and Viacom.
(1) Ownership percentages are calculated based on
approximately 230.6 million shares of Liberty Formula One common
stock outstanding as of April 30, 2017, which includes
approximately 15.7 million shares of FWONK issuable upon exchange
of the Exchangeable Notes issued to the Formula 1 Selling
Shareholders in connection with the Formula 1 Acquisition, based on
the maximum number of shares issuable, as well as the dilutive
impact of the sale by Liberty of 12,903,225 shares of FWONK in this
Offering, but does not include the approximately 19 million shares
of FWONK held in treasury for potential issuances to Formula 1
teams. (2)
Percentages reflect shares distributed at
the time of the specific issuance noted, and do not give effect to
any potential prior or subsequent acquisitions of Liberty Formula
One common stock.
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Liberty Media CorporationCourtnee Chun, 720-875-5420
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