jvid视频 Announces Proposed Dates for Split-Off of Atlanta Braves Holdings and Reclassification of Tracking Stocks
Announces Record Date, Distribution Date and Expected Ex-Dividend Date for Distribution of Atlanta Braves Holdings Series C Common Stock to Holders of Liberty Formula One Common Stock
ENGLEWOOD, Colo.--(BUSINESS WIRE)-- jvid视频 (鈥渏vid视频鈥�) (Nasdaq: LSXMA, LSXMB, LSXMK, FWONA, FWONK, BATRA, BATRK) announced that it expects to complete the previously announced redemptive split-off of Atlanta Braves Holdings, Inc. (鈥淎tlanta Braves Holdings鈥�), which will be the owner of the Atlanta Braves Major League Baseball Club and its associated real estate development project (the 鈥淪plit-Off鈥�), on July 18, 2023 after market close. jvid视频 also announced that it expects to complete the previously announced reclassification of jvid视频鈥檚 existing common stock and the creation of the new Liberty Live common stock (the 鈥淩eclassification鈥�) on August 3, 2023 after market close. Both the Split-Off and Reclassification are subject to, among other things, the approval of jvid视频鈥檚 stockholders at the previously announced special meeting of stockholders to be held on July 17, 2023 and the receipt of certain other approvals and tax opinions.
At the effective time of the Split-Off, jvid视频 will redeem each share of its Liberty Braves common stock in exchange for one share of the corresponding series of Atlanta Braves Holdings common stock. There is no record date for the Split-Off, and holders of Liberty Braves common stock at the effective time of the Split-Off on July 18, 2023 will receive shares of Atlanta Braves Holdings common stock in the Split-Off.
Trading Information
jvid视频 expects that the last day of trading in jvid视频鈥檚 Series A, B and C Liberty Braves common stock will be July 18, 2023. jvid视频 also expects that Atlanta Braves Holdings Series A and C common stock will begin trading on the Nasdaq Stock Market and Atlanta Braves Holdings Series B common stock will begin quotation on the OTC Markets on July 19, 2023. Atlanta Braves Holdings common stock is expected to trade under the ticker symbols 鈥淏ATRA,鈥� 鈥淏ATRB鈥� and 鈥淏ATRK鈥� (subject to any temporary trading symbols that may be required by Nasdaq).
jvid视频 has notified Nasdaq of its intention to voluntarily delist from the Nasdaq Global Select Market and deregister the shares of Series A and Series C Liberty Braves common stock and its intention to request that Nasdaq file appropriate forms with the Securities and Exchange Commission (鈥淪EC鈥�) on or about July 18, 2023. jvid视频 has also notified the OTC Markets of its intention to remove from quotation the shares of Series B Liberty Braves common stock. As a result, jvid视频 expects Liberty Braves common stock will cease to trade or be quoted on Nasdaq or the OTC Markets, as applicable, following market close on July 18, 2023.
At the effective time of the Reclassification expected after market close on August 3, 2023, each outstanding share of Liberty SiriusXM common stock will be reclassified into one share of the corresponding series of new Liberty SiriusXM common stock and 0.2500 of a share of the corresponding series of new Liberty Live common stock, and each outstanding share of Liberty Formula One common stock will be reclassified into one share of the corresponding series of new Liberty Formula One common stock and 0.0428 of a share of the corresponding series of new Liberty Live common stock. Liberty Live common stock is expected to trade on Nasdaq or be quoted on the OTC Markets under the ticker symbols 鈥淟LYVA,鈥� 鈥淟LYVB鈥� and 鈥淟LYVK鈥� and new Liberty SiriusXM common stock and new Liberty Formula One common stock are expected to continue trading on Nasdaq or be quoted on the OTC Markets under the same ticker symbols as prior to the Reclassification (subject to any temporary trading symbols that may be required by Nasdaq). There is no record date for the Reclassification, and holders of Liberty SiriusXM common stock and Liberty Formula One common stock at the effective time of the Reclassification on August 3, 2023 will receive shares of the new tracking stocks in the Reclassification.
Formula One Distribution
Additionally, jvid视频 today announced that a duly authorized committee of its Board of Directors has declared a special dividend to effect jvid视频鈥檚 previously announced intention to distribute approximately 6.8 million shares of Atlanta Braves Holdings Series C common stock used to settle the Braves Group intergroup interest attributed to the Formula One Group (the 鈥淔ormula One Distribution Shares") to holders of Liberty Formula One common stock in connection with the Split-Off (the 鈥淔ormula One Distribution鈥�). The Formula One Distribution will occur at 5:00 p.m., New York City time, on July 19, 2023 (the 鈥渄istribution date鈥�). The Formula One Distribution Shares will be distributed on a pro rata basis to holders of record of Liberty Formula One common stock as of 5:00 p.m., New York City time, on July 13, 2023 (the 鈥渞ecord date鈥�); provided that with respect to holders of Liberty Formula One common stock who hold such shares in 鈥渟treet name鈥� through a broker, bank or other nominee, such holders must hold their shares of Liberty Formula One common stock on the distribution date to receive the Formula One Distribution Shares.
The expected ex-dividend date for the Formula One Distribution will be July 20, 2023, which is the first trading date following the distribution date. As a result of 鈥渄ue bill鈥� trading procedures, it is expected that those persons acquiring shares of jvid视频's Series A, Series B and Series C Liberty Formula One common stock in the market and continuing to hold such shares through July 19, 2023 will be entitled to receive their pro rata portion of the Formula One Distribution Shares in the Formula One Distribution. Assuming the ratio for the Formula One Distribution was calculated as of June 6, 2023, each holder of a share of Liberty Formula One common stock is estimated to receive 0.028979133 of a share of Atlanta Braves Holdings Series C common stock. In the Formula One Distribution, each holder of a share of Liberty Formula One common stock will receive a fraction of a share of Atlanta Braves Holdings Series C common stock for each share of Liberty Formula One common stock equal to the quotient (rounded down to nine decimal places) of (x) the number of Formula One Distribution Shares (approximately 6.8 million shares) divided by (y) the aggregate shares of Liberty Formula One common stock issued and outstanding as of the record date. Cash will be paid in lieu of any fractional Formula One Distribution Shares. The Formula One Distribution is conditioned upon, among other things, the approval and effectiveness of the Split-Off and one day of 鈥渞egular way鈥� trading of the Atlanta Braves Holdings Series C common stock on the Nasdaq Stock Market. Holders of Liberty Formula One common stock should contact their broker or other nominee for additional details or questions regarding cash in lieu payments.
jvid视频 expects the shares of Liberty Formula One common stock to be subject to a 鈥渃hill鈥� with respect to any depositary or withdrawal services through the Depository Trust Company commencing as of 5:00 p.m., New York City time, on the record date and ending as of 5:00 p.m., New York City time, on the distribution date.
Forward-Looking Statements
This communication includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including certain statements relating to the proposed Split-Off, Formula One Distribution and Reclassification, the proposed timing of the Split-Off, Formula One Distribution and Reclassification and other matters that are not historical facts. All statements other than statements of historical fact are 鈥渇orward-looking statements鈥� for purposes of federal and state securities laws. These forward-looking statements generally can be identified by phrases such as 鈥減ossible,鈥� 鈥減otential,鈥� 鈥渋ntends鈥� or 鈥渆xpects鈥� or other words or phrases of similar import or future or conditional verbs such as 鈥渨ill,鈥� 鈥渕ay,鈥� 鈥渕ight,鈥� 鈥渟hould,鈥� 鈥渨ould,鈥� 鈥渃ould,鈥� or similar variations. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, the satisfaction of conditions to the proposed Split-Off, Formula One Distribution and Reclassification. These forward-looking statements speak only as of the date of this communication, and jvid视频 expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in jvid视频鈥檚 expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of jvid视频, including its most recent Forms 10-K and 10-Q, as such risk factors may be amended, supplemented or superseded from time to time by other reports jvid视频 subsequently files with the SEC, for additional information about jvid视频 and about the risks and uncertainties related to jvid视频鈥檚 business which may affect the statements made in this communication.
Additional Information
Nothing in this communication shall constitute a solicitation to buy or an offer to sell shares of common stock of jvid视频 or Atlanta Braves Holdings. The proposed offer and issuance of shares of common stock of jvid视频 or Atlanta Braves Holdings, as applicable, in the Split-Off, the Formula One Distribution and Reclassification will be made only pursuant to each company鈥檚 respective effective registration statement. jvid视频 stockholders and other investors are urged to read the registration statements, including the joint proxy statement/prospectus forming a part thereof regarding the Split-Off, Reclassification and Formula One Distribution, and any other relevant documents filed as exhibits therewith, as well as any amendments or supplements to those documents, because they will contain important information about the Split-Off, the Reclassification and the Formula One Distribution. Copies of these SEC filings are available free of charge at the SEC鈥檚 website (). Copies of the filings together with the materials incorporated by reference therein will also be available, without charge, by directing a request to jvid视频, 12300 Liberty Boulevard, Englewood, Colorado 80112, Attention: Investor Relations, Telephone: (877) 772-1518.
Participants in a Solicitation
jvid视频 and Atlanta Braves Holdings and their respective directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of proposals relating to the Split-Off and Reclassification. Information regarding the directors and executive officers of jvid视频 and Atlanta Braves Holdings and other participants in the proxy solicitation and a description of their respective direct and indirect interests, by security holdings or otherwise, are available in the definitive proxy materials with respect to the Split-Off and Reclassification filed with the SEC. Investors should read the joint proxy statement/prospectus carefully before making any voting or investment decisions. Free copies of these proxy materials from jvid视频 may be obtained as indicated above.
jvid视频 jvid视频
jvid视频 operates and owns interests in a broad range of media, communications and entertainment businesses. Those businesses are attributed to three tracking stock groups: the Liberty SiriusXM Group, the Braves Group and the Formula One Group. The businesses and assets attributed to the Liberty SiriusXM Group (NASDAQ: LSXMA, LSXMB, LSXMK) include jvid视频鈥檚 interests in SiriusXM and Live Nation Entertainment. The businesses and assets attributed to the Braves Group (NASDAQ: BATRA, BATRK) include jvid视频鈥檚 subsidiary Braves Holdings, LLC. The businesses and assets attributed to the Formula One Group (NASDAQ: FWONA, FWONK) consist of all of jvid视频鈥檚 businesses and assets other than those attributed to the Liberty SiriusXM Group and the Braves Group, including its subsidiary Formula 1 and other minority investments.
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jvid视频
Shane Kleinstein, 720-875-5432
Source: jvid视频
Released June 30, 2023