GCI Liberty, Inc. (Nasdaq: GLIBA, GLIBP) has announced that it has priced and agreed to sell to initial purchasers in a private offering USD 415 million aggregate original principal amount of its 1.75% exchangeable senior debentures due 2046, the company said.
GCI Liberty has also granted to the initial purchasers an option to purchase additional debentures in an aggregate amount of up to USD 62.25 million.
Upon an exchange of debentures, GCI Liberty, at its option, may deliver Charter Communications, Inc. (“Charter”) Class A common stock, cash or a combination of Charter Class A common stock and cash.
Initially, 2.6989 shares of Charter Class A common stock are attributable to each USD 1,000 principal amount of debentures, representing an initial exchange price of approximately USD 370.52 for each share of Charter Class A common stock.
A total of 1,120,044 shares of Charter Class A common stock are attributable to the debentures (assuming the initial purchasers do not exercise their option to purchase additional debentures).
GCI Liberty expects to use the net proceeds of the offering (1) to make indemnification payments to Liberty Interactive LLC (“LI LLC”), a direct, wholly owned subsidiary of Qurate Retail, Inc. (“Qurate Retail”), pursuant to GCI Liberty´s indemnification agreement with LI LLC and Qurate Retail, in connection with any of LI LLC´s 1.75% Exchangeable Debentures due 2046 that may be repurchased by LI LLC in privately negotiated transactions, by tender offer or in other purchase transactions and (2) for general corporate purposes, which may include repayment of GCI Liberty´s outstanding indebtedness.
GCI Liberty operates and owns interests in a broad range of communications businesses. GCI Liberty´s principal assets consist of its subsidiary GCI Holdings, LLC (“GCI”) and interests in Charter Communications and Liberty Broadband Corporation. GCI is Alaska´s largest communications provider, providing data, wireless, video, voice and managed services to consumer and business customers throughout Alaska and nationwide.