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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): November 6, 2023
LIBERTY LATIN AMERICA LTD.
(Exact Name of Registrant as Specified in Charter)
| | | | | | | | | | | | | | |
| Bermuda | | 001-38335 | | 98-1386359 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification #) |
Clarendon House,
2 Church Street,
Hamilton HM 11, Bermuda
(Address of Principal Executive Office)
(303) 925-6000
(Registrant’s telephone number, including area code)
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:
☐ 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 Symbols | Name of Each Exchange on Which Registered |
| Class A Common Shares, par value $0.01 per share | LILA | The NASDAQ Stock Market LLC |
| Class C Common Shares, par value $0.01 per share | LILAK | The NASDAQ Stock Market LLC |
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. o
Item 7.01 Regulation FD Disclosure
This Current Report on Form 8-K and the information contained in the Press Release attached hereto as Exhibit 99.1 are being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| | | | | |
| Exhibit No. | Exhibit Name |
| |
| 99.1 | |
| 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/ MICHAEL D. OLIVER |
| | | Michael D. Oliver |
| | Vice President, Global Financial Reporting |
Date: November 6, 2023
DocumentExhibit 99.1
LIBERTY LATIN AMERICA TO ACQUIRE PUERTO RICO AND USVI SPECTRUM AND SUBSCRIBER ASSETS FROM DISH NETWORK
Acquisition enhances Liberty Latin America’s spectrum position in Puerto Rico and USVI enabling greater capacity, coverage, and speeds for customers
Subscriber additions will bolster prepaid business driving further growth
DENVER, COLORADO – November 6, 2023 – Liberty Latin America Ltd. (“Liberty Latin America” or the “Company”) (NASDAQ: LILA and LILAK, OTC Link: LILAB) has entered into a definitive agreement with DISH Network (“DISH”) to acquire DISH spectrum assets in Puerto Rico and the United States Virgin Islands (USVI) and approximately 120,000 prepaid mobile subscribers in those markets in exchange for cash and international roaming credits.
Vivek Khemka, Senior Vice President, Liberty Latin America, commented, “This transaction reinforces our commitment to Puerto Rico and the United States Virgin Islands (USVI) and showcases our intention to optimize service for our mobile customers. Upon completion of the spectrum acquisition, we will have valuable low, mid, and high band spectrum that will allow us to add more capacity, increase speeds, and further strengthen our leading 5G mobile network. We are also pleased to bring approximately 120,000 wireless subscribers to our business, which will increase our scale in the prepaid market and expand our sales channels.”
Tom Cullen, EVP of Corporate Development, DISH Network, said, “This transaction will enhance competition within the wireless market in Puerto Rico and the USVI, while providing DISH with additional capital to focus on our wireless business in the United States.”
The transaction is subject to certain customary closing conditions, including regulatory approvals, and is expected to close next year. The aggregate asset purchase price of $256 million will be paid in four annual installments commencing on the closing date. Liberty Latin America expects to fund the transaction through local liquidity sources, including cash on hand, cash generated from operations, cash generated from asset sales, and/or revolving credit facilities.
ABOUT LIBERTY LATIN AMERICA
Liberty Latin America is a leading communications company operating in over 20 countries across Latin America and the Caribbean under the consumer brands BTC, Flow, Liberty and Más Móvil, and through ClaroVTR, our joint venture in Chile. The communications and entertainment services that we offer to our residential and business customers in the region include digital video, broadband internet, telephony and mobile services. Our business products and services include enterprise-grade connectivity, data center, hosting and managed solutions, as well as information technology solutions with customers ranging from small and medium enterprises to international companies and governmental agencies. In addition, Liberty Latin America operates a subsea and terrestrial fiber optic cable network that connects approximately 40 markets in the region.
Liberty Latin America has three separate classes of common shares, which are traded on the NASDAQ Global Select Market under the symbols "LILA" (Class A) and "LILAK" (Class C), and on the OTC link under the symbol "LILAB" (Class B).
For more information, please visit www.lla.com or contact:
Investor Relations: Media Relations:
Kunal Patel ir@lla.com Kim Larson llacommunications@lla.com
FORWARD LOOKING STATEMENT
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the timing, benefits, expected impact and funding of the transaction and other information and statements that are not historical fact. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include, but are not limited to, events that are outside of our control, such as natural disasters and pandemics (including COVID-19), our ability to obtain regulatory approvals for the transaction as well as other conditions to closing, continued use of our services by the mobile subscribers being acquired following the transaction, as well as other factors detailed from time to time in our filings with the Securities and Exchange Commission, including our most recently filed Form 10-K and Form 10-Q. These forward-looking statements speak only as of the date of this press release. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
