QVC Announces Final Results of Tender Offer for 7.125% Senior Secured Notes due 2017 and Preliminary Results of Tender Offer for

  QVC Announces Final Results of Tender Offer for 7.125% Senior Secured Notes
  due 2017 and Preliminary Results of Tender Offer for 7.50% Senior Secured
  Notes due 2019

Business Wire

WEST CHESTER, Pa. -- March 18, 2013

QVC, Inc. announced today that, as of 5:00 p.m., New York City time, on March
15, 2013 (the “Any and All Expiration Date” and the “Dutch Auction Early
Tender Deadline”), the following principal amounts of the outstanding senior
secured notes have been tendered and accepted for purchase under the
previously announced cash tender offers (the “Offers”) to purchase any and all
of its outstanding $500 million in aggregate principal amount of 7.125% Senior
Secured Notes due 2017 (the “Any and All Notes”) and up to $250 million in
aggregate principal amount (as such amount may be increased in QVC’s sole
discretion, the “Dutch Tender Cap”) of its 7.50% Senior Secured Notes due 2019
(the “Dutch Auction Notes” and together with the Any and All Notes, the
“Notes”) on the terms and subject to the conditions set forth in the Offer to
Purchase, dated as of March 4, 2013 (as it may be amended or supplemented from
time to time, the “Offer to Purchase”).

                                                    Principal
                                                    Amount             Principal
                                                    Tendered on        Amount
                               Outstanding          or Prior to        Accepted at
                               Principal            the Any and        Any and All
Series        CUSIP            Amount Prior         All                Expiration
of         Numbers       to                Expiration      Date or the
Notes                          Commencement         Date or the        Dutch
                               of the Offers        Dutch              Auction
                                                    Auction            Early Tender
                                                    Early Tender       Deadline, as
                                                    Deadline, as       applicable
                                                    applicable
Any and
All                                                       
Notes:
7.125%
Senior
Secured       747262AC7,       $500,000,000         $124,463,000       $124,463,000
Notes
due
2017
              U74900AB4
Dutch
Auction
Notes:
7.500%
Senior
Secured       747262AA1,       $1,000,000,000       $230,708,000       $230,708,000
Notes
due
2019
              747262AB9,
              U74900AA6
                                                                       

Holders of the Any and All Notes that have been accepted for purchase will
receive the total consideration of $1,039.40 for each $1,000 principal amount
of the Any and All Notes purchased pursuant to the Offers. All of the tenders
of Dutch Auction Notes were made at various bid prices within the acceptable
bid price range of $1,105.00 - $1,120.00 per $1,000 principal amount of Notes.
Holders of the Dutch Auction Notes who validly tendered and did not withdraw
their Dutch Auction Notes on or prior to the Dutch Auction Early Tender
Deadline, and whose Dutch Auction notes are purchased pursuant to the Offers,
will be entitled to receive the total consideration payable under the Offers,
which includes an “Early Tender Payment” of $30.00 for each $1,000 principal
amount of Dutch Auction Notes so purchased. Based on the modified Dutch
Auction procedure as described in the Offer to Purchase, the total
consideration for the Dutch Auction Notes is $1,120 for each $1,000 principal
amount of Dutch Auction Notes. QVC expects to make payment for such accepted
Any and All Notes and Dutch Auction Notes today.

Pursuant to the Offer to Purchase, holders of Dutch Auction Notes may tender
their Notes after the Dutch Auction Early Tender Deadline. However, any such
tender will not be entitled to receive the Early Tender Payment. The Offer for
the Dutch Auction Notes will expire at 11:59 p.m., New York City Time, on
April 1, 2013 unless extended (such time and date, as the same may be
extended, the “Dutch Auction Expiration Date”).

As the withdrawal date of 5:00 p.m., New York City time, on March 15, 2013 has
passed, previously tendered Dutch Auction Notes can no longer be withdrawn,
and holders who tender Dutch Auction Notes after such withdrawal date will not
have withdrawal rights unless otherwise required by applicable law.

Subject to and in accordance with applicable law, QVC reserves the right to
amend, extend or terminate the Offer for the Dutch Auction Notes at any time
prior to the Dutch Auction Expiration Date.

On March 18, 2013, QVC will send a written notice to the trustee for the
indenture governing the Any and All Notes exercising its right to redeem the
Any and All Notes that were not tendered pursuant to the Offers. QVC expects
to close such redemption on or about April 17, 2013.

Additional Information

QVC has retained Barclays Capital Inc., J.P.Morgan Securities LLC and Wells
Fargo Securities, LLC to act as the Lead Dealer Managers for the Offers. BNP
Paribas Securities Corp., BofA Merrill Lynch and Morgan Stanley & Co. LLC are
the Co-Dealer Managers for the Offers. Global Bondholder Services Corporation
is the Information Agent and Depositary for the Offers. Questions regarding
the Offers should be directed to Barclays Capital Inc. at (800) 438-3242
(toll-free) or (212) 528-7581 (collect), J.P. Morgan Securities LLC at (866)
834-4666 (toll-free) or (212) 834-4811 (collect) and Wells Fargo Securities,
LLC at (866) 309-6316 (toll-free) or (704) 410-4760 (collect). Requests for
documentation should be directed to Global Bondholder Services Corporation at
(866) 470-3800 (toll-free) or (212) 430-3774 (for banks and brokers). This
press release is for informational purposes only. This press release is not an
offer to purchase or a solicitation of an offer to purchase with respect to
any Notes or any other securities. The Offers are being made solely pursuant
to the Offer to Purchase and related documents. The Offers are not being made
to holders of Notes in any jurisdiction in which the making or acceptance
thereof would not be in compliance with the securities, blue sky or other laws
of such jurisdiction. In any jurisdiction in which the securities laws or blue
sky laws require the Offers to be made by a licensed broker or dealer, the
Offers will be deemed to be made on behalf of QVC by the Dealer Managers, or
one or more registered brokers or dealers that are licensed under the laws of
such jurisdiction. None of QVC, the Dealer Managers or the Information Agent
makes any recommendation as to whether holders should tender or refrain from
tendering their Notes. Holders must make their own decision as to whether to
tender Notes and, if so, the principal amount of the Notes to tender.

Forward-Looking Statements

This press release includes certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, including
without limitation, statements about the completion of the Offers. 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, general market conditions.
These forward looking statements speak only as of the date of this press
release, and QVC expressly disclaims any obligation or undertaking to
disseminate any updates or revisions to any forward-looking statement
contained herein to reflect any change in QVC’s 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 QVC,
including the most recent Form 10-K for additional information about QVC and
about the risks and uncertainties related to QVC’s business which may affect
the statements made in this press release.

Contact:

Liberty Interactive Corporation
Courtnee Ulrich, 720-875-5420
 
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