07/24/2026 | Press release | Distributed by Public on 07/24/2026 15:03
Item 1.03 Bankruptcy or Receivership.
As previously disclosed in the Current Report on Form 8-K (the "Current Report") filed by QVC Group, Inc. (the "Company") on April 17, 2026, on April 16, 2026 (the "Petition Date"), the Company and certain of its affiliates (collectively, the "Company Parties") filed voluntary petitions for relief (the "Chapter 11 Cases") under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") to implement a prepackaged chapter 11 plan of reorganization (the "Plan"). The Chapter 11 Cases are being jointly administered for administrative purposes only under the caption In re: QVC Group, Inc., et al., Case No. 26-90447 (ARP).
Confirmation of Plan of Reorganization
On July 20, 2026, the Bankruptcy Court entered an order, Docket No. 722 (the "Confirmation Order"), confirming the Second Amended Joint Prepackaged Plan of Reorganization of QVC Group, Inc. and its Debtor Affiliates Pursuant to Chapter 11 of the Bankruptcy Code (as confirmed by the Confirmation Order, the "Plan"). After expiration or waiver of any applicable stay and satisfaction or waiver of the conditions precedent to the effectiveness of the Plan, the Company Parties intend to effect the transactions contemplated by the Plan and emerge from chapter 11 protection. The Plan and its Debtor Affiliates and the Confirmation Order are filed as Exhibits 2.1 and 2.2 hereto, respectively, and incorporated herein by reference. Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Plan.
The Plan incorporates by reference certain documents filed with the Bankruptcy Court as part of a plan supplement, as the same have been amended from time to time prior to confirmation of the Plan and may be further amended prior to the effective date of the Plan (the "Effective Date") or as otherwise set forth in the Plan (including the plan supplements) or the Confirmation Order. It is also possible that technical amendments could be made to the Plan prior to the Effective Date.
Features of the Plan of Reorganization
The following is a summary of the material terms of the Plan. This summary describes only certain substantive provisions of the Plan, as confirmed by the Bankruptcy Court pursuant to the Confirmation Order, and is not intended to be a complete description of the Plan. The following summary is qualified in its entirety by reference to the full text of the Plan (including the plan supplements) and the Confirmation Order.
Pursuant to the Plan, the restructuring provides for, among other things, the treatment of claims and interests as follows:
| · | holders of Allowed RCF Claims (the "RCF Claimholders") and holders of Allowed QVC Notes Claims (the "QVC Notes Claimholders") will receive, in full and final satisfaction of such claims, their pro rata share of the QVC Funded Debt Plan Consideration, consisting of QVC Distributable Cash, Takeback Debt and 100% of the QVC New Equity Interests, subject to dilution by the shares issued pursuant to the Management Incentive Plan (the "MIP Shares"); |
| · | all of QVC Group, Inc.'s equity interests outstanding prior to the Effective Date, including QVC Group, Inc.'s Series A common stock and Series B common stock (collectively, the "Old Common Stock") and 8.0% Series A Cumulative Redeemable Preferred Stock (the "Old Preferred Stock"), will be canceled for no consideration on the Effective Date; |