UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): August 6, 2010
LIBERTY MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
| 001-33982 |
| 84-1288730 |
(State or other jurisdiction of incorporation or organization) |
| (Commission File Number) |
| (I.R.S. Employer Identification No.) |
12300 Liberty Blvd.
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (720) 875-5400
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On August 6, 2010, Liberty Media Corporation (“Liberty”) announced that it and its subsidiary Liberty Media, LLC have filed suit in the Delaware Court of Chancery against The Bank of New York (“BNY”), in BNY’s capacity as trustee under the indenture governing Liberty Media, LLC’s public indebtedness. The suit, which also seeks injunctive relief, seeks a declaratory judgment by the court that the previously announced plan to split-off (the “Split-Off”) the businesses, assets and liabilities currently attributed to Liberty’s Liberty Capital and Liberty Starz tracking stock groups will not constitute a disposition of all or substantially all the assets of Liberty Media, LLC under the indenture. Information related to the suit against BNY and its effect on the Split-Off is set forth in the Press Release filed herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
| Name |
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99.1 |
| Press Release dated August 6, 2010 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 6, 2010
| LIBERTY MEDIA CORPORATION | |
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| |
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| By: | /s/ Wade Haufschild |
|
| Name: Wade Haufschild |
|
| Title: Vice President |