Spin-off - Liberty Broadband Corp
Form Type: 8-K
Filing Date: 2025-05-13
Corporate Action: Spin-off
Type: New
Accession Number: 000161198325000015
Filing Summary: On May 13, 2025, Liberty Broadband Corporation and its subsidiary GCI Liberty, Inc. received notice regarding a blackout period for the employee benefit plans due to the proposed spin-off of GCI Liberty. The spin-off will involve the contribution of GCI Business to GCI Liberty, followed by a distribution to holders of Liberty Broadband's common stock. The blackout period is expected to start on May 30, 2025, and could last until August 28, 2025. The actual distribution date is anticipated to be in the summer of 2025, likely between June 2 and August 29, 2025, but the exact timing depends on the satisfaction of certain conditions. Additionally, notifications regarding the blackout were sent to directors and executive officers of both companies to inform them of the trading prohibitions during this period. The document includes a reference to a copy of this notification and contact information for inquiries.
Additional details:
Item Noted: plan_blackout_period
Description: The blackout period is to facilitate the creation of the GCI Group common stock fund.
Item Noted: blackout_start_date
Description: May 30, 2025
Item Noted: blackout_end_date
Description: August 28, 2025
Item Noted: distribution_date_range
Description: June 2, 2025 to August 29, 2025
Item Noted: notice_sent_to
Description: Directors and executive officers of Liberty Broadband and individuals expected to serve as directors and executive officers of GCI Liberty.
Form Type: 8-K
Filing Date: 2025-05-06
Corporate Action: Spin-off
Type: Update
Accession Number: 000110465925044735
Filing Summary: On May 5, 2025, Liberty Broadband Corporation entered into a Series A Preferred Stock Purchase Agreement with GCI Liberty, Inc. for the spin-off of GCI Liberty from Liberty Broadband. Under the agreement, Liberty Broadband will sell 10,000 shares of GCI Liberty's 12% Series A Cumulative Redeemable Non-Voting Preferred Stock for $10 million. The closing of the transaction is contingent on the absence of prohibitive orders or laws and the completion of an internal reorganization, transferring certain assets and liabilities to GCI Liberty. GCI Liberty will subsequently issue a Certificate of Designations detailing the rights and privileges of the shares. The shares will require mandatory redemption seven years after issuance and may be redeemed by GCI Liberty prior to that date under certain conditions.
Additional details:
Title Of Each Class: Series A common stock
Trading Symbol: LBRDA
Name Of Each Exchange: The Nasdaq Stock Market LLC
Title Of Each Class: Series C common stock
Trading Symbol: LBRDK
Name Of Each Exchange: The Nasdaq Stock Market LLC
Title Of Each Class: Series A Cumulative Redeemable preferred stock
Trading Symbol: LBRDP
Name Of Each Exchange: The Nasdaq Stock Market LLC
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