Quarterly report pursuant to Section 13 or 15(d)

Long-Term Debt

v2.4.0.8
Long-Term Debt
9 Months Ended
Sep. 30, 2014
Long-term Debt, Unclassified [Abstract]  
Long-Term Debt

 

(10)   Long-Term Debt

Debt is summarized as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding

 

 

 

 

 

 

 

 

principal at

 

Carrying value

 

 

    

September 30, 2014

    

September 30, 2014

    

December 31, 2013

 

 

 

amounts in millions

 

Interactive Group

 

 

 

 

 

 

 

 

 

Corporate level notes and debentures

 

 

 

 

 

 

 

 

 

8.5% Senior Debentures due 2029

 

$

287 

 

 

285 

 

285 

 

8.25% Senior Debentures due 2030

 

 

504 

 

 

501 

 

501 

 

1% Exchangeable Senior Debentures due 2043

 

 

400 

 

 

414 

 

423 

 

Subsidiary level notes and facilities

 

 

 

 

 

 

 

 

 

QVC 7.5% Senior Secured Notes due 2019

 

 

 —

 

 

 —

 

761 

 

QVC 3.125% Senior Secured Notes due 2019

 

 

400 

 

 

399 

 

 

QVC 7.375% Senior Secured Notes due 2020

 

 

500 

 

 

500 

 

500 

 

QVC 5.125% Senior Secured Notes due 2022

 

 

500 

 

 

500 

 

500 

 

QVC 4.375% Senior Secured Notes due 2023

 

 

750 

 

 

750 

 

750 

 

QVC 4.850% Senior Secured Notes due 2024

 

 

600 

 

 

600 

 

 

QVC 4.45% Senior Secured Notes due 2025

 

 

600 

 

 

599 

 

 —

 

QVC 5.45% Senior Secured Notes due 2034

 

 

400 

 

 

399 

 

 —

 

QVC 5.95% Senior Secured Notes due 2043

 

 

300 

 

 

300 

 

300 

 

QVC Bank Credit Facilities

 

 

32 

 

 

32 

 

922 

 

Other subsidiary debt

 

 

157 

 

 

156 

 

141 

 

Total Interactive Group

 

$

5,430 

 

 

5,435 

 

5,083 

 

Ventures Group

 

 

 

 

 

 

 

 

 

Corporate level debentures

 

 

 

 

 

 

 

 

 

4% Exchangeable Senior Debentures due 2029

 

$

439 

 

 

305 

 

284 

 

3.75% Exchangeable Senior Debentures due 2030

 

 

438 

 

 

293 

 

270 

 

3.5% Exchangeable Senior Debentures due 2031

 

 

355 

 

 

329 

 

316 

 

0.75% Exchangeable Senior Debentures due 2043

 

 

850 

 

 

1,133 

 

1,062 

 

Total Ventures Group debt

 

$

2,082 

 

 

2,060 

 

1,932 

 

Total consolidated Liberty debt

 

$

7,512 

 

 

7,495 

 

7,015 

 

Less current classification

 

 

 

 

 

(972)

 

(909)

 

Total long-term debt

 

 

 

 

$

6,523 

 

6,106 

 

 

QVC Senior Secured Notes

On March 18, 2014, QVC issued $400 million principal amount of new 3.125% Senior Secured Notes due 2019 at an issue price of 99.828% and $600 million principal amount of new 4.85% Senior Secured Notes due 2024 at an issue price of 99.927% (collectively, the “March Notes”). The March Notes are secured by a first-priority lien on the capital stock of QVC, which is the same collateral that secures QVC's existing secured indebtedness. The net proceeds from the March Notes offerings were used to repay indebtedness under QVC’s senior secured credit facility and for working capital and other general corporate purposes. 

On August 21, 2014, QVC issued $600 million principal amount of 4.45% Senior Secured Notes due 2025 at an issue price of 99.860% and new $400 million principal amount 5.45% Senior Secured Notes due 2034 at an issue price of 99.784% (collectively, the “August Notes”). The August Notes are secured by a first-priority lien on the capital stock of QVC, which is the same collateral that secures QVC’s existing secured indebtedness. The net proceeds from the August Notes offerings were used for the redemption of QVC’s 7.5% Senior Secured Notes due 2019 (the “Redemption”) on September 9, 2014 and for working capital and other general corporate purposes. As a result of the Redemption,  QVC incurred an extinguishment loss of $48 million for the three and nine month periods ended September 30, 2014, which is recorded in other, net in the Company’s condensed consolidated statements of operations.

QVC was in compliance with all of its debt covenants related to its outstanding senior secured notes at September 30, 2014.  

QVC Bank Credit Facilities

The interest rate on borrowings outstanding under the QVC Bank Credit Facilities was 2.3% at September 30, 2014. Availability under the QVC Amended and Restated Credit Agreement at September 30, 2014 was $2.0 billion. See note 2 for a discussion regarding an additional draw in October 2014 in connection with the reattribution of the Company’s Digital Commerce companies from the Interactive Group to the Ventures Group. QVC was in compliance with all debt covenants related to the Amended and Restated Credit Agreement at September 30, 2014.

Exchangeable Senior Debentures

Liberty has elected to account for the exchangeable senior debentures using the fair value option. Accordingly, changes in the fair value of these instruments are recognized as unrealized gains (losses) in the statements of operations.  Liberty will review the terms of the debentures on a quarterly basis to determine whether a triggering event has occurred to require current classification of the exchangeables upon a call event.  As of September 30, 2014 the balance of the 4% Exchangeable Senior Debentures due 2029, the 3.75% Exchangeable Senior Debentures due 2030 and the 3.5% Exchangeable Senior Debentures due 2031 have been classified as current.

Other Subsidiary Debt

Other subsidiary debt at September 30, 2014 is comprised of capitalized satellite transponder lease obligations and bank debt of certain subsidiaries.

Fair Value of Debt

Liberty estimates the fair value of its debt based on the quoted market prices for the same or similar issues or on the current rate offered to Liberty for debt of the same remaining maturities (Level 2). The fair value of Liberty's publicly traded debt securities that are not reported at fair value in the accompanying condensed consolidated balance sheet at September 30, 2014 are as follows (amounts in millions):

 

 

 

 

 

 

Senior debentures

 

$

880 

 

QVC senior secured notes

    

$

4,117 

 

 

Due to the variable rate nature, Liberty believes that the carrying amount of its other debt, not discussed above, approximated fair value at September 30, 2014.