Liberty Latin America Ltd. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
$LILAK
Cable & Other Pay Television Services
Telecommunications
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 11, 2025
(Exact Name of Registrant as Specified in Charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification #) | ||||||||||||
(Address of Principal Executive Office)
(303 ) 925-6000
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Item 1.01. Entry into a Material Definitive Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
On February 6, 2025, C&W Senior Finance Limited (“CWSFL”) entered into a purchase agreement (the “Purchase Agreement”) with, among others, J.P. Morgan Securities LLC, as representative of the several initial purchasers named therein (collectively, the “Initial Purchasers”), pursuant to which CWSFL agreed to sell, subject to the terms and conditions set forth therein, $755.0 million aggregate principal amount of its 9.000% senior notes due 2033 (the “Notes”), at an issue price of 100.000%, to the Initial Purchasers in a private offering in accordance with Rule 144A and Regulation S under the Securities Act of 1933, as amended.
The Notes were issued on February 11, 2025 (the “Issue Date”) under an indenture, dated the Issue Date (the “Indenture”) between, among others, CWSFL and The Bank of New York Mellon, London Branch, as trustee and security trustee.
The proceeds from the offering of the Notes are expected to be used to refinance CWSFL’s 6.875% senior notes due 2027, in full, and to pay any related fees, premiums and expenses in connection with the foregoing.
The Notes will mature on January 15, 2033. Interest on the Notes will be payable semi-annually on each January 15 and July 15, commencing on July 15, 2025. The Notes may be redeemed, in whole or in part, at any time prior to January 15, 2028, at a price equal to 100.000% of the principal amount of the Notes redeemed plus accrued and unpaid interest to (but excluding) the redemption date and a “make whole” premium, as described in the Indenture. The Notes may be redeemed, in whole or in part, at any time on or after January 15, 2028 at the following redemption prices (expressed as a percentage of the principal amount) plus accrued and unpaid interest and additional amounts, if any, to the applicable redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve month period commencing on January 15 of the years set out below:
| Year | Redemption Price | |||||||
| 2028 | 104.500% | |||||||
| 2029 | 102.250% | |||||||
| 2030 and thereafter | 100.000% | |||||||
In addition, at any time, or from time to time, prior to January 15, 2028, CWSFL may redeem up to 40% of the aggregate principal amount of the Notes with the net proceeds of one or more specified equity offerings at a redemption price of 109.000%.
The Notes will be guaranteed on a senior basis by Cable & Wireless Limited (the “Parent Guarantor”) and will be the senior obligations of CWSFL and the Parent Guarantor. Within 60 business days of the Issue Date, the Notes will be secured by an equitable share mortgage over the capital stock of CWSFL.
The above mentioned descriptions of the Notes and the transactions contemplated thereby are not complete and are subject to and qualified in their entirety by reference to the Indenture, a copy of which will be filed with Liberty Latin America Ltd.’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Exhibit Name | ||||
| 101.SCH | XBRL Inline Taxonomy Extension Schema Document. | ||||
| 101.DEF | XBRL Inline Taxonomy Extension Definition Linkbase. | ||||
| 101.LAB | XBRL Inline Taxonomy Extension Label Linkbase Document. | ||||
| 101.PRE | XBRL Inline Taxonomy Extension Presentation Linkbase Document. | ||||
| 104 | Cover Page Interactive Data File.* (formatted as Inline XBRL and contained in Exhibit 101) | ||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LIBERTY LATIN AMERICA LTD. | ||||||||
| By: | /s/ John M. Winter | |||||||
| John M. Winter | ||||||||
| Senior Vice President, Chief Legal Officer & Secretary | ||||||||
Date: February 18, 2025