Liberty Broadband Corporation Closes Private Offering of $860 Million of 3.125% Exchangeable Senior Debentures Due 2054
02 Julio 2024 - 3:15PM
Business Wire
Liberty Broadband Corporation (“Liberty Broadband”) (Nasdaq:
LBRDA, LBRDK, LBRDP) announced today that it has closed its
previously announced private offering of $860 million aggregate
original principal amount of its 3.125% exchangeable senior
debentures due 2054 (the “Debentures”), exchangeable for Charter
Communications, Inc. (“Charter”) Class A common stock, inclusive of
Debentures in an aggregate original principal amount of $60 million
issued pursuant to the exercise of an option granted to the initial
purchasers, which was partially exercised.
Upon an exchange of Debentures, Liberty Broadband, at its
option, may deliver shares of Charter Class A common stock or the
value thereof in cash or any combination of shares of Charter Class
A common stock and cash. Initially, 2.5442 shares of Charter Class
A common stock are attributable to each $1,000 original principal
amount of Debentures, representing an initial exchange price of
approximately $393.05 for each share of Charter Class A common
stock. A total of 2,188,012 shares of Charter Class A common stock
are initially attributable to the Debentures. Interest is payable
quarterly on March 31, June 30, September 30 and December 31 of
each year, commencing December 31, 2024. The Debentures may be
redeemed by Liberty Broadband, in whole or in part, on or after
December 15, 2028. Holders of Debentures also have the right to
require Liberty Broadband to purchase their Debentures on December
15, 2028. The redemption and purchase price will generally equal
100% of the adjusted principal amount of the Debentures plus
accrued and unpaid interest to the redemption date, plus any final
period distribution.
In connection with the closing of the private offering of the
Debentures, Liberty Broadband repaid $540 million of borrowings
under the margin loan agreement of Liberty Broadband’s indirect,
wholly-owned special purpose entity, and repurchased a total of
$300 million in aggregate principal amount of Liberty Broadband’s
3.125% exchangeable senior debentures due 2053 pursuant to
individually privately negotiated transactions.
The Debentures have not been registered under the Securities Act
of 1933, as amended (the “Securities Act”), or any state securities
laws and, unless so registered, may not be offered or sold in the
United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws. The Debentures
were offered by means of an offering memorandum solely to
“Qualified Institutional Buyers” pursuant to, and as that term is
defined in, Rule 144A of the Securities Act.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the Debentures nor shall there be
any sale of Debentures 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 Broadband
Corporation
Liberty Broadband Corporation (Nasdaq: LBRDA, LBRDK, LBRDP)
operates and owns interests in a broad range of communications
businesses. Liberty Broadband’s principal assets consist of its
interest in Charter Communications and its subsidiary GCI. GCI is
Alaska’s largest communications provider, providing data, wireless,
video, voice and managed services to consumer and business
customers throughout Alaska and nationwide. GCI has delivered
services over the past 40 years to some of the most remote
communities and in some of the most challenging conditions in North
America.
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version on businesswire.com: https://www.businesswire.com/news/home/20240701490154/en/
Liberty Broadband Corporation Shane Kleinstein,
720-875-5432
Liberty Broadband (NASDAQ:LBRDP)
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