Item 7.01. Regulation FD Disclosure
On August 5, 2020, the board of directors (the “Board”) of Liberty Latin America Ltd. (the “Company”) authorized the issuance of subscription rights (the “Class C Rights”) to purchase Class C common shares of the Company, par value $0.01 per share (“Class C Common Shares”), in a rights offering (the “Rights Offering”) to be distributed to holders of the Company’s Class A common shares, par value $0.01 per share, Class B common shares, par value $0.01 per share, and Class C Common Shares. The aggregate intended size of the Rights Offering is $350 million, and each whole Class C Right will entitle the holder to acquire a Class C Common Share at a price equal to a 25% discount to the volume weighted average price of the Class C Common Shares over a period to be determined prior to the record date. Net proceeds from any exercise of rights in the Rights Offering are expected to be used to finance acquisitions, including the recently announced acquisition of Telefonica’s Costa Rica mobile business, and for other general corporate purposes. The Rights Offering will be made pursuant to a registration statement and prospectus to be filed by the Company with the Securities and Exchange Commission.
The record date for the distribution of the Class C Rights is 5:00 p.m., New York City time, on September 8, 2020. It is expected that the proposed Rights Offering will commence on September 11, 2020, and expire on September 25, 2020, subject to extension. The distribution date for the Class C Rights is expected to be 5:00 p.m. New York City time on September 10, 2020.
The proposed Rights Offering is subject to certain conditions, and the Company reserves the right to terminate the Rights Offering at any time and for any reason, including following the distribution of the Class C Rights.
For additional information regarding the Rights Offering, please see the press release attached hereto as Exhibit 99.1.
This Current Report on Form 8-K and the information contained in the press release attached hereto as Exhibit 99.1 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.
Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the distribution of the Class C Rights, the Rights Offering and the timing thereof and other information and statements that are not historical fact. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements, including, without limitation, the Company’s ability to satisfy the conditions to the distribution of the Class C Rights and the Company’s ability to complete the Rights Offering. These forward-looking statements speak only as of the date of this Current Report on Form 8-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 expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the Company’s filings with the Securities and Exchange Commission, including its most recently filed Form 10-K and Form 10-Q, for additional information about the risks and uncertainties related to the Company’s business that may affect the statements made in this Current Report on Form 8-K.
Not a Solicitation
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of any securities referred to in this Current Report on Form 8-K in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The Rights Offering will be made only by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.