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QVC Announces Final Results of Tender Offer for 7.50% Senior Secured Notes due 2019

  QVC Announces Final Results of Tender Offer for 7.50% Senior Secured Notes
  due 2019

Business Wire

WEST CHESTER, Pa. -- April 2, 2013

QVC, Inc. announced today that, as of 11:59 p.m., New York City time, on April
1, 2013 (the “Dutch Auction Expiration Date”), the following principal amount
of the outstanding 7.50% Senior Secured Notes due 2019 (the “Dutch Auction
Notes”) have been tendered and accepted for purchase under the previously
announced cash tender offer (the “Offer”) to purchase up to $250 million in
aggregate principal amount of Dutch Auction Notes on the terms and subject to
the conditions set forth in the Offer to Purchase, dated as of March 4, 2013
(the “Offer to Purchase”).

                                        Principal      Principal      Principal
                       Outstanding      Amount         Amount         Amount
                       Principal        Tendered on    Accepted at    Accepted
Series    CUSIP        Amount Prior     or             Dutch          at
of       Numbers     to              Prior to the  Auction       Dutch
Notes                  Commencement     Dutch          Early          Auction
                       of the Offer     Auction        Tender         Expiration
                                        Expiration     Deadline^(1)   Date
                                        Date
7.500%
Senior    747262AA1,
Secured  747262AB9,  $1,000,000,000  $230,937,000  $230,708,000  $229,000
Notes     U74900AA6
due
2019
(1) The early tender deadline for the Offer was 5:00 p.m., New York City time,
on March 15, 2013 (the “Dutch Auction Early Tender Deadline”).


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 Dutch Auction 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 were purchased pursuant to the Offer, received the total consideration
payable under the Offer, which included 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 (the “Total Consideration”).

Holders of Dutch Auction Notes who validly tendered their Dutch Auction Notes
after the Dutch Auction Early Tender Deadline, but prior to the Dutch Auction
Expiration Date, will receive the Total Consideration less the Early Tender
Payment for each $1,000 principal amount of Dutch Action Notes. QVC expects to
make the final payment for such accepted Dutch Auction Notes today.

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 Offer. BNP
Paribas Securities Corp., BofA Merrill Lynch and Morgan Stanley & Co. LLC are
the Co-Dealer Managers for the Offer. Global Bondholder Services Corporation
is the Information Agent and Depositary for the Offer. Questions regarding the
Offer 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 Dutch Auction Notes or any other securities. The Offer was made solely
pursuant to the Offer to Purchase and related documents. The Offer was not
made to holders of Dutch Auction 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 Offer to be made by a licensed
broker or dealer, the Offer will be deemed to have been 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.

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 Offer. 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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