Liberty Entertainment shareholders approve split from Liberty Media

By Lisa Kerner

Charlotte, N.C., Nov. 19 - Liberty Media Corp. said holders of Liberty Entertainment common stock approved the splitoff of newly formed subsidiary Liberty Entertainment Inc. (LEI) from Liberty Media as well as the proposed business combination between LEI and DirecTV Group, Inc. at a special meeting on Thursday.

According to a Liberty Media news release, it planned to redeem 90% of the outstanding shares of Liberty Entertainment common stock in exchange for all the outstanding shares of LEI common stock at 5 p.m. ET on Thursday, assuming all other conditions to the splitoff and the DirecTV business combination are satisfied or waived.

Liberty Media said it would redeem 0.9 of each outstanding share of Liberty Entertainment common stock for 0.9 of a share of the corresponding series of common stock of LEI.

Immediately after the completion of the splitoff and the combination with DirecTV, LEI and DirecTV will become wholly owned subsidiaries of a new public company to be named DirecTV ("Holdings").

In the DirecTV transaction:

• All shares of LEI common stock will be exchanged for shares of Holdings class A common stock, other than the shares of LEI series B common stock held by John C. Malone, chairman of the boards of Liberty Media;

• The series B common stock will be exchanged for shares of Holdings class B common stock; and

• Each share of DirecTV common stock will be exchanged for one share of Holdings class A common stock.

A final exchange ratio for the LEI shares in the DirecTV business combination will be announced.

Liberty Media said it plans to complete the redesignation of the Liberty Entertainment common stock as Liberty Starz common stock immediately following the completion of the DirecTV business combination.

As previously reported, DirecTV shareholders were slated to vote on the transaction at their meeting on Thursday.

According to a prior Liberty Media news release, once the splitoff and business combination are completed, the series A and series B Liberty Starz shares are expected to begin regular-way trading on Friday on the Nasdaq Global Select Market under the symbols "LSTZA" and "LSTZB," respectively.

Liberty Media is an Englewood, Colo., entertainment company.

DirecTV is an El Segundo, Calif., provider of digital multichannel television entertainment.

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