Liberty Interactive greenshoe lifts exchangeables to $750 million

By Susanna Moon

Chicago, Aug. 24 – Liberty Interactive LLC said underwriters fully exercised the $75 million over-allotment option on its 1.75% senior debentures due 2046 exchangeable for Charter Communications Inc. stock.

The greenshoe exercise brings the total deal size to $750 million, according to a company update.

As reported, Liberty priced an upsized $675 million of the 1.75% exchangeables on Aug. 18, with an initial conversion premium of 32.5%.

The Rule 144A offering was upsized from an initially talked $500 million deal size, and pricing came at the rich end of talk, which was for a 1.75% to 2.25% coupon and a 27.5% to 32.5% premium.

Active bookrunners were BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc.

The debenture is non-callable until Oct. 5, 2023 and freely callable after that. There is a put on Oct. 5, 2023.

Dividend protection is in the form of a pass through, and upon an exchange of debentures, the company may deliver Charter Communications stock, cash or a combination of stock and cash.

Proceeds will be used to repay up to $450 million outstanding under a margin loan facility recently entered into by its wholly owned special purpose subsidiary LV Bridge, LLC; to repurchase its outstanding 0.75% exchangeable senior debentures due 2043 and to satisfy its exchange obligation in cash for holders that tender the 2043 debentures. Any remaining proceeds will be used for general corporate purposes, including to pay interest on the debentures.

The debentures, as well as the associated cash proceeds, will be attributed to the Liberty Ventures Group.

Liberty Interactive LLC is a subsidiary of Liberty Interactive Corp., a media and communications company based in Englewood, Colo.

Charter is a Stamford, Conn.-based media and entertainment company.

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