Liberty Live Holdings Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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Item 8.01. Other Events.
On March 13, 2026, Liberty Live Holdings, Inc. (the “Company”) issued a press release announcing that it has entered into separate, privately negotiated exchange agreements (the “Exchange Agreements”) with certain holders (the “Holders”) of its 2.375% Exchangeable Senior Debentures due 2053 (exchangeable for the cash value of Live Nation Entertainment, Inc. (“Live Nation”) common stock) (the “Old Debentures”). Pursuant to the terms of the Exchange Agreements, Holders have agreed, subject to customary closing conditions, to exchange an aggregate of approximately $1,014 million outstanding principal amount of Old Debentures held by them for approximately $1,014 million in aggregate principal amount of the Company’s newly issued 2.375% Exchangeable Senior Debentures due 2053 (exchangeable for the cash value of Live Nation common stock) (the “New Debentures”). These exchange transactions are expected to close on or about March 20, 2026, subject to the satisfaction of customary closing conditions. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The terms of the New Debentures will be materially similar to the terms of the Old Debentures except (i) the initial Company redemption date and the holder repurchase date are September 30, 2032 (and the related exchange options have been correspondingly adjusted), (ii) the make-whole table providing for additional reference shares following certain events differs from the corresponding table for the Old Debentures, and (iii) for tax purposes the issue price, comparable yield and projected payment schedule for the New Debentures will differ from the same for the Old Debentures.
This Current Report on Form 8-K does not constitute a notice of redemption under the optional redemption provisions of the indenture governing the Old Debentures, nor does it constitute an offer to sell or a solicitation of an offer to buy, any security, including the New Debentures, nor does it constitute a solicitation for an offer to purchase any security, including the Old Debentures.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release, dated March 13, 2026. | |
| 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, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 13, 2026
| LIBERTY LIVE HOLDINGS, INC. | ||
| By: | /s/ Craig Troyer | |
| Name: Craig Troyer | ||
| Title: Senior Vice President and Assistant Secretary | ||