Liberty Interactive takes over HSN

06 Jan '18

3 min read

Courtesy: HSN

Liberty Interactive Corporation has completely taken over HSN. It completed the acquisition of the 62 per cent of HSN, it did not already own in an all-stock transaction. As a result, shares of HSN common stock no longer trade on Nasdaq. Liberty Interactive Corporation operates and owns interests in a broad range of digital commerce businesses.

“We’re excited HSN is joining the QVC family. The combination will enhance QVC’s position as the leading global video eCommerce retailer and provide meaningful synergies,” said Greg Maffei, Liberty Interactive president and CEO. “We also look forward to the first quarter of 2018 when QVC Group is expected to become an asset-backed stock which should further highlight value.”

“We welcome the HSN team to our company, creating the leader in discovery-based shopping. The combination of QVC, HSN and zulily will enhance the customer experience, accelerate innovation, strengthen our brands and allow us to leverage our resources and talents,” said Mike George, QVC president and CEO. “We thank the HSN and QVC teams that have worked tirelessly on the integration, and we look forward to continuing to implement these plans in 2018.”

HSN shareholders (excluding Liberty Interactive) received fixed consideration of 1.650 shares of Series A QVC Group common stock for every share of HSN common stock held (as well as cash in lieu of any fractional shares of Series A QVC Group common stock). Liberty Interactive issued 53.6 million shares of Series A QVC Group common stock to HSN shareholders. Pro forma, QVC Group total undiluted share count is approximately 483.9 million, comprising approximately 454.7 million shares of Series A QVC Group common stock and approximately 29.2 million shares of Series B QVC Group common stock, with former HSN shareholders, excluding Liberty Interactive, owning 11.1 per cent of QVC Group’s undiluted equity and 7.2 per cent of the undiluted voting power, based on the number of QVC Group shares outstanding as of October 31, 2017.

HSN will remain based in St Petersburg, FL, and HSN and the Cornerstone portfolio will continue to operate as separate brands. Mike Fitzharris, formerly representative director and chairman, QVC Japan, has been named president of HSN and Claire Spofford, formerly president, Garnet Hill, has been named president of Cornerstone. Both Mike and Claire report to Mike George. In addition, the Liberty Interactive Board of Directors has been expanded by one to include Fiona Dias, previously a director of HSN. (SV)

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