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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): January 28, 2022
QVC, Inc.
(Exact name of registrant as specified in its charter)
| | | | | | | | |
| Delaware | 001-38654 | 23-2414041 |
(State or other jurisdiction of
incorporation or organization) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
1200 Wilson Drive
West Chester, Pennsylvania 19380
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (484) 701-1000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| 6.375% Senior Secured Notes due 2067 | QVCD | New York Stock Exchange |
| 6.250% Senior Secured Notes due 2068 | QVCC | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
Item 7.01. Regulation FD Disclosure.
On January 28, 2022, Qurate Retail, Inc. ("Qurate Retail"), the parent company of QVC, Inc. ("QVC"), issued a press release providing preliminary unaudited fourth quarter of 2021 financial results and announcing that Qurate Retail's Executive Chairman, Greg Maffei, and President and Chief Executive Officer, David Rawlinson, will host a conference call to discuss results for the fourth quarter of 2021 on Friday, February 25th, at 8:30 a.m. (E.D.T.). Following prepared remarks, Qurate Retail will host a brief Q&A session during which management will accept questions regarding the Company. During the call, Mr. Maffei and Mr. Rawlinson may discuss the financial performance and outlook of the Company, as well as other forward looking matters.
This Current Report on Form 8-K and the press release furnished as Exhibit 99.1 are being furnished to the Securities and Exchange Commission under Items 2.02 (insofar as they disclose historical information regarding the Company’s results of operations or financial condition for the three months and year ended December 31, 2021) and 7.01 of Form 8-K shall not be deemed "filed" for any purpose.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Description |
| 99.1 | | |
| 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.
| | | | | |
| QVC, Inc. |
| |
| Date: January 28, 2022 | By:/s/ JOHN F. MISKO |
| John F. Misko |
| Senior Vice President and Controller |