Liberty Media to Acquire Largest Stake in DIRECTV
22 12월 2006 - 11:00PM
PR Newswire (US)
Liberty's stake in News to be exchanged for 38.5% of DIRECTV, Three
Regional Sports Networks, and Cash ENGLEWOOD, Colo., Dec. 22
/PRNewswire-FirstCall/ -- Liberty Media Corporation
(NASDAQ:LINTANASDAQ:LCAPA) ("Liberty") announced today that it has
entered into a definitive agreement with News Corporation ("News")
to exchange Liberty's 16.3% stake in News for News's 38.5% stake in
DIRECTV Group, Inc. (NYSE:DTV) ("DIRECTV"), regional sports
networks in Denver, Pittsburgh, and Seattle, and cash. "We are
happy to become the largest shareholder in the world's largest
satellite television provider. Chase Carey and the DIRECTV team
have done a fantastic job, and we look forward to the strategic
benefits of them joining the Liberty family," said Liberty
President and CEO Greg Maffei who added, "During 2006 we converted
many passive investments into strategic operating businesses, but
this transaction is the largest and most important. DIRECTV and the
regional sports networks represent a critical step in our efforts
to transform Liberty Media into a well-positioned, focused
operating company." "We are extremely pleased with the successful,
tax-efficient conversion of our News holding. Our investment in
DIRECTV will create financial, operating, and strategic
flexibility," said Liberty Chairman John Malone. "Liberty's
ownership of News has created tremendous value for our
shareholders, and we are grateful to Rupert Murdoch and News
management." DIRECTV President and CEO Chase Carey stated, "We are
very excited about welcoming Liberty to DIRECTV. They bring a
wealth of expertise in media and technology that will be
invaluable. I have known both John Malone and Greg Maffei for over
10 years which gives me great confidence this transition will be
smooth, and we will move forward without missing a beat. I also
want to take advantage of this opportunity to thank Rupert Murdoch
and News for their contributions to DIRECTV's success over the last
three years." It is expected that Chase Carey will continue to
serve as DIRECTV's President and CEO, and Liberty will appoint
directors to fill the board seats currently held by News
representatives. Under the agreement, pursuant to Section 355 of
the IRC, Liberty will transfer to News 188,000,000 NWS shares and
324,637,067 NWS.A shares, and News will transfer to Liberty the
stock of a subsidiary that holds 470,420,752 shares of DIRECTV
common stock, the Fox Sports Rocky Mountain, Northwest and
Pittsburgh regional sports networks, and $550 million in cash. The
transaction, which was unanimously approved by the boards of News
and Liberty, is expected to close in mid-2007, and is subject to
regulatory and News Corp shareholder approvals and the receipt of a
private letter ruling from the Internal Revenue Service. Liberty
was represented in the transaction by the investment banking firm
of Bear Stearns and the law firm of Baker Botts. About Liberty
Media Corporation Liberty Media Corporation owns a broad range of
electronic retailing, media, communications and entertainment
businesses and investments. Those interests are attributed to two
tracking stock groups: the Liberty Interactive group, which
includes Liberty's interests in QVC, Provide Commerce,
IAC/InterActiveCorp, and Expedia, and the Liberty Capital group
includes Liberty's interests in Starz Entertainment, News
Corporation, and Time Warner. For more information, please see
http://www.libertymedia.com/. About DIRECTV DIRECTV, Inc., the
nation's leading satellite television service provider, presents
the finest television experience available to more than 15.6
million customers through exclusive content, industry-leading
customer service (which has surpassed cable for six years running)
and superior technologies. Each day, DIRECTV subscribers enjoy over
250 channels of 100% digital picture and sound; exclusive
programming and the most comprehensive collection of sports
programming available anywhere including NFL SUNDAY TICKET(TM), and
MLB EXTRA INNINGS(TM). DIRECTV (NYSE:DTV) also leads the digital
television technology revolution with exclusives such as NFL SUNDAY
TICKET SuperFan(TM), US Open Interactive, and YES Network
Interactive and will soon have the capacity to offer over 150
channels in HD. For the most up-to-date information on the Company,
please visit http://www.directv.com/. Forward-Looking Statements:
This press release contains forward-looking statements within the
meaning of the Federal securities laws, including the anticipated
completion date of the proposed transaction. 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. For a description of these risks and
uncertainties, please see the most recently filed Form 10-Q and
Form 10-K for Liberty filed with the Securities and Exchange
Commission. DATASOURCE: Liberty Media Corporation CONTACT: John Orr
of Liberty Media Corporation, +1-720-875-5622 Web site:
http://www.libertymedia.com/ http://www.directv.com/
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