Authorization

QVC, Inc. Prices $435 Million of New Senior Secured Notes

QVC, Inc. ("QVCa??) announced today the pricing of $435 million principal amount of new 6.250% Senior Secured Notes due 2068 (the "Notesa??). QVC also granted the underwriters of this offering an option to acquire up to an additional $65.25 million principal amount of the Notes to cover any over-allotments. The Notes will be secured by a first-priority lien on the capital stock of QVC, which also secures QVCa??s existing secured indebtedness and certain future indebtedness. The net proceeds from the offering are expected to be used to repay a portion of the borrowings outstanding under QVCa??s senior secured credit facility. QVCa??s senior secured credit facility is used for working capital purposes and, among other things, may be used for the repayment of other debt and the payment of dividends to Qurate Retail, Inc. for general corporate purposes, including repurchases of its common stock. The offering is expected to close on or about November 26, 2019, subject to customary closing conditions. QVC is a wholly-owned subsidiary of Qurate Retail, Inc. (Nasdaq: QRTEA and QRTEB).


QVC intends to apply to list the Notes on the New York Stock Exchange. If the application is approved, QVC expects trading in the Notes to begin within 30 days after the Notes are first issued.


BofA Securities, Morgan Stanley, RBC Capital Markets, UBS Investment Bank and Wells Fargo Securities are the joint book-running managers for this offering.


J.P. Morgan is the joint lead manager for this offering.


QVC is offering the Notes pursuant to its existing effective shelf registration statement that has been filed with the U.S. Securities and Exchange Commission ("SECa??). QVC intends to file with the SEC a definitive prospectus supplement and accompanying prospectus describing the terms of this offering. When available, copies of the definitive prospectus supplement and accompanying prospectus for this offering may be obtained by contacting BofA Securities, Inc., NC1-004-03-43; 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, Toll-Free: 1-800-294-1322, Email: dg.prospectus_requests@bofa.com; Morgan Stanley and Co. & LLC, Attn: Prospectus Department, 180 Varick Street, New York, NY 10014, by telephone at (866) 718-1649; RBC Capital Markets, LLC, 200 Vesey Street, New York, New York 10281, Attn: Transaction Management, by telephone at (866) 375-6829 or by email at rbcnyfixedincomeprospectus@rbccm.com; UBS Securities LLC Attn: Prospectus Department, 1285 Avenue of the Americas, New York, New York 10019, by telephone at (888) 827-7275 and Wells Fargo Securities, LLC 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attention: WFS Customer Service, Email: wfscustomerservice@wellsfargo.com, Toll-Free: 1-800-645-3751.
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