Liberty Interactive Corporation (“Liberty”) (Nasdaq: LINTA, LINTB, LVNTA, LVNTB) announced today that it intends to file Amendment No. 3 to the Schedule 13D it filed on August 29, 2008 with respect to its ownership of common stock of HSN, Inc., a Delaware corporation (“HSNi”) (Nasdaq: HSNI). The amendment is being made in connection with a private offering of new exchangeable senior debentures by Liberty Interactive LLC, a wholly-owned subsidiary of Liberty, that will be exchangeable for the common stock of HSNi.
The offering of the new debentures and the underlying reference shares will not be 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 the registration requirements of the Securities Act and applicable state securities laws. The private offering will be made only to “Qualified Institutional Buyers,” as that term is defined in the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the new debentures or reference shares.
This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about the intended launch of a private offering. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, general market conditions. These forward looking statements speak only as of the date of this press release, and Liberty expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Liberty's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of Liberty, including its most recent Form 10-K, for risks and uncertainties relating to Liberty.
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