- Current report filing (8-K)
03 12월 2010 - 5:29AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
November 30,
2010
LIBERTY MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
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001-33982
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84-1288730
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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12300 Liberty Blvd.
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrants telephone number, including area code:
(720) 875-5400
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
x
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 7.01. Regulation
FD Disclosure
On December 2, 2010
Liberty Media Corporation (Liberty) announced that
Liberty has exchanged its entire equity stake in IAC for a combination of
operating assets and cash in a transaction intended to be tax-free to Liberty
and IAC. Pursuant to the transaction,
completed on December 1, Liberty exchanged approximately 12.8 million
shares of IAC stock (consisting of approximately 8.5 million shares of Class B
stock and 4.3 million shares of common stock, and representing approximately 60%
of the total votes of all classes of IAC stock) for all of the capital stock of
a wholly-owned subsidiary of IAC that holds the Evite and Gifts.com businesses,
and approximately $220 million in cash. These assets will be attributed to the
Liberty Interactive tracking stock group.
The
information included in this Item 7.01 and the related press release set forth
as Exhibit 99.2 to this Form 8-K are being furnished to the SEC in satisfaction
of the public disclosure requirements of Regulation FD.
Item 8.01. Other Matters
On
November 30, 2010 Liberty Media Corporation announced that Greg Maffei,
President and CEO of Liberty Media, will be presenting at the UBS 38
TH
Annual Global Media and Communications
Conference on Tuesday, December 7th at 2:30 p.m., Eastern Time at the
Grand Hyatt New York in New York City, New York. During his presentation, Mr. Maffei may
make observations regarding the companys financial performance and outlook and
may discuss the previously announced split-off of the Liberty Capital and
Liberty Starz tracking stock groups.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
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Name
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99.1
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Press
Release dated November 30, 2010
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99.2
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Press
Release dated December 2, 2010
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1
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date:
December 2, 2010
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LIBERTY
MEDIA CORPORATION
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By:
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/s/
Wade Haufschild
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Name:
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Wade
Haufschild
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Title:
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Vice
President
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2
EXHIBIT INDEX
Exhibit No.
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Name
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99.1
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Press
Release dated November 30, 2010
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99.2
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Press
Release dated December 2, 2010
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3
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