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QVC INC FILES (8-K) Disclosing Results of Operations and Financial Condition, Other Events, Financial Statements and Exhibits

August 11, 2014



Item 2.02. Results of Operations and Financial Condition.

On August 5, 2014, Liberty Interactive Corporation ("Liberty"), the parent company of QVC, Inc. ("QVC"), issued a press release setting forth information, including financial information, which is intended to supplement the financial statements and related Management's Discussion and Analysis of Financial Condition and Results of Operations contained in Liberty's Quarterly Report on Form 10-Q for the quarter ended June 30, 2014, which was filed with the Securities and Exchange Commission (the "SEC") on August 5, 2014.

This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1, insofar as they disclose historical information regarding QVC's results of operations or financial condition for the quarter ended June 30, 2014, are being furnished to the SEC under Item 2.02 of Form 8-K.

Item 8.01 Other Events

On August 7, 2014, QVC announced the proposed offering and later announced pricing of $600 million principal amount of new 4.45% senior secured notes due 2025 and $400 million principal amount of new 5.45% senior secured notes due 2034 (collectively, the "Notes"). The first press release issued on August 7, 2014 (attached hereto as Exhibit 99.2) announced the proposed offering of the Notes, and the second press release issued later that day (attached hereto as Exhibit 99.3) announced the pricing of the Notes. The Notes will be secured by a first-priority lien on the capital stock of QVC, which is the same collateral that secures QVC's existing secured indebtedness and certain future indebtedness. The net proceeds from the offering will be used for the redemption of QVC's 7.50% senior secured notes due October 2019 and for working capital and other general corporate purposes. The offering of the Notes is expected to close on or about August 21, 2014, subject to customary closing conditions.

The Notes will be offered pursuant to an exemption under the Securities Act of 1933, as amended (the "Securities Act") only to qualified institutional buyers as permitted under Rule 144A of the Securities Act, or outside the United States to certain persons in reliance on Regulation S under the Securities Act. The Notes have not been registered under the Securities Act and may not be sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. In connection with the offering of the Notes, QVC will agree, subject to certain conditions, following the completion of the offering, to file a registration statement relating to a registered offer to exchange the Notes for registered notes having substantially identical terms as the Notes.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description Press Release of Liberty dated August 5, 2014 (incorporated by reference to Exhibit 99.1 to Liberty's Current Report on Form 8-K 99.1 filed on August 8, 2014 (File No. 001-33982)). 99.2 Press Release dated August 7, 2014 regarding the Notes offering. 99.3 Press Release dated August 7, 2014 regarding the Notes pricing. 2



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Source: Edgar Glimpses


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