Delaware Court of Chancery Rules in Favor of ÎçҹѰ»¨
ENGLEWOOD, Colo.--(BUSINESS WIRE)-- ÎçҹѰ»¨ ("ÎçҹѰ»¨") (Nasdaq: LCAPA, LCAPB, LINTA, LINTB, LSTZA, LSTZB) announced that today the Delaware Court of Chancery has ruled in ÎçҹѰ»¨'s favor in its case against the Bank of New York. The court's ruling states that the previously announced plan to split-off (the "Split-Off") the businesses, assets and liabilities currently attributed to ÎçҹѰ»¨'s ÎçҹѰ»¨ Capital and ÎçҹѰ»¨ Starz tracking stock groups will not constitute a disposition of all or substantially all the assets of ÎçҹѰ»¨ Media, LLC under the indenture governing its public indebtedness.
The parties have been directed to prepare a form of final decree implementing the ruling for the Court's consideration, and ÎçҹѰ»¨ expects a final decree will be entered in the near future. The judgment is subject to appeal, which must be lodged within 30 days from the entry of the final decree. If an appeal is filed, ÎçҹѰ»¨ will request expedition of the appeal.
The consummation of the Split-Off is conditioned on a final non-appealable judgment on this matter, in addition to the other conditions disclosed in ÎçҹѰ»¨'s proxy statement.
About ÎçҹѰ»¨
ÎçҹѰ»¨ Media owns interests in a broad range of electronic retailing, media, communications and entertainment businesses. Those interests are attributed to three tracking stock groups: (1) the ÎçҹѰ»¨ Interactive group (Nasdaq: LINTA, LINTB), which includes ÎçҹѰ»¨ Media's interests in QVC, Provide Commerce, Backcountry.com, Celebrate Interactive, Bodybuilding.com and Expedia, (2) the ÎçҹѰ»¨ Starz group (Nasdaq: LSTZA, LSTZB), which includes ÎçҹѰ»¨ Media's interest in Starz, LLC, and (3) the ÎçҹѰ»¨ Capital group (Nasdaq: LCAPA, LCAPB), which includes all businesses, assets and liabilities not attributed to the Interactive group or the Starz group including its subsidiaries the Atlanta National League Baseball Club, Inc., and TruePosition, Inc., ÎçҹѰ»¨ Media's interest in SIRIUS XM Radio, Inc., and minority equity investments in Live Nation, Time Warner Inc. and Viacom.
Additional Information
Nothing in this press release shall constitute a solicitation to buy or an offer to sell shares of the split-off entity or any of ÎçҹѰ»¨'s tracking stocks. The offer and sale of shares in the proposed split-off will only be made pursuant to ÎçҹѰ»¨ Splitco, Inc.'s effective registration statement. ÎçҹѰ»¨ stockholders and other investors are urged to read the Form S-4 registration statement on file with the SEC, including ÎçҹѰ»¨'s proxy statement/prospectus contained therein, because they contain important information about the split-off. Copies of ÎçҹѰ»¨'s and ÎçҹѰ»¨'s Splitco, Inc.'s SEC filings are available free of charge at the SEC's website (). Copies of the filings together with the materials incorporated by reference therein are also available, without charge, by directing a request to ÎçҹѰ»¨, 12300 ÎçҹѰ»¨ Boulevard, Englewood, Colorado 80112, Attention: Investor Relations, Telephone: (720) 875-5408.
Participants in a Solicitation
The directors and executive officers of ÎçҹѰ»¨ and other persons may be deemed to be participants in the solicitation of proxies in respect of proposals to approve the split-off. Information regarding the directors and executive officers of each of ÎçҹѰ»¨ and the split-off entity and other participants in the proxy solicitation and a description of their respective direct and indirect interests, by security holdings or otherwise, will be available in the proxy materials filed with the SEC (preliminary filings of which have been made with the SEC).
Source: ÎçҹѰ»¨
Released April 29, 2011