As filed with the Securities and Exchange Commission on October 18, 2012
File No.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10
GENERAL FORM FOR REGISTRATION OF SECURITIES
Pursuant to Section 12(b) or 12(g) of
The Securities Exchange Act of 1934
Â鶹app Spinco, Inc.
(exact name of registrant as specified in its charter)
Delaware (State of incorporation or organization) |
37-1699499 (I.R.S. Employer Identification No.) |
|
12300 Â鶹app Blvd. Englewood, CO |
80112 |
|
(Address of principal executive offices) |
(Zip code) |
Registrant's telephone number, including area code: (720) 875-5400
Securities to be registered pursuant to Section 12(b) of the Act:
Series A Common Stock, $0.01 par value
(Title of class)
Series B Common Stock, $0.01 par value
(Title of class)
Securities
to be registered pursuant to Section 12(g) of the Act:
None.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o | Accelerated filer o | Non-accelerated filer ý (Do not check if a smaller reporting company) |
Smaller reporting company o |
Our Information Statement is filed as Exhibit 99.1 to this Form 10. For your convenience, we have provided below a cross-reference sheet identifying where the items required by Form 10 can be found in the Information Statement.
Item No. |
Item Caption | Location in Information Statement | ||
---|---|---|---|---|
1. | Business. | Summary; Risk Factors; Cautionary Statement Concerning Forward Looking Statements; The Spin-Off; Selected Financial Data; Management's Discussion and Analysis of Financial Condition and Results of Operations; Description of our Business; and Certain Relationships and Related Party Transactions | ||
1A. |
Risk Factors. |
Risk Factors |
||
2. |
Financial Information. |
Summary; Risk Factors; Selected Financial Data; and Management's Discussion and Analysis of Financial Condition and Results of Operations |
||
3. |
Properties. |
Description of our BusinessProperties |
||
4. |
Security Ownership of Certain Beneficial Owners and Management. |
Security Ownership of Certain Beneficial Owners and Management |
||
5. |
Directors and Executive Officers. |
Management |
||
6. |
Executive Compensation. |
Management; and Executive Compensation |
||
7. |
Certain Relationships and Related Transactions. |
Summary; Risk Factors; Management; and Certain Inter-Company Agreements |
||
8. |
Legal Proceedings. |
Description of our BusinessLegal Proceedings |
||
9. |
Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters. |
Summary; The Spin-Off; Risk Factors; Executive CompensationEquity Compensation Plan Information; and Description of our Capital Stock |
||
10. |
Recent Sales of Unregistered Securities. |
Not Applicable |
||
11. |
Description of Registrant's Securities to be Registered. |
Description of our Capital Stock |
||
12. |
Indemnification of Directors and Officers. |
Indemnification of Directors and Officers |
||
13. |
Financial Statements and Supplementary Data. |
Summary; Selected Financial Data; Management's Discussion and Analysis of Financial Condition and Results of Operations |
||
14. |
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. |
Not Applicable |
||
15. |
Financial Statements and Exhibits. |
1
Â鶹app |
||
Report of Independent Registered Public Accounting Firm |
||
Consolidated Balance Sheets as of December 31, 2011 and 2010 |
||
Consolidated Statements of Operations for the years ended December 31, 2011, 2010 and 2009 |
||
Consolidated Statements of Comprehensive Earnings (Loss) for the years ended December 31, 2011, 2010 and 2009 |
||
Consolidated Statements of Cash Flows for the years ended December 31, 2011, 2010 and 2009 |
||
Consolidated Statement of Equity for the years ended December 31, 2011, 2010 and 2009 |
||
Notes to Condensed Consolidated Financial Statements |
||
Unaudited Condensed Consolidated Balance Sheets as of June 30, 2012 and December 31, 2011 |
||
Unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2012 and 2011 and for the six months ended June 30, 2011 and 2012 |
||
Unaudited Condensed Consolidated Statements of Comprehensive Earnings (Loss) for the three months ended June 30, 2011 and 2012 and for the six months ended June 30, 2012 and 2011 |
||
Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2012 and 2011 |
||
Unaudited Condensed Consolidated Statement of Equity for the six months ended June 30, 2012 |
||
Notes to Condensed Consolidated Financial Statements (unaudited) |
||
Â鶹app Spinco, Inc. |
||
Unaudited Condensed Pro Forma Consolidated Balance Sheet as of June 30, 2012 |
||
Unaudited Condensed Pro Forma Consolidated Balance Sheet as of December 31, 2011 |
||
Unaudited Condensed Pro Forma Consolidated Balance Sheet as of December 31, 2010 |
||
Unaudited Condensed Pro Forma Consolidated Statement of Operations for the six months ended June 30, 2012 |
||
Unaudited Condensed Pro Forma Consolidated Statement of Operations for the six months ended June 30, 2011 |
||
Unaudited Condensed Pro Forma Consolidated Statement of Operations for the year ended December 31, 2011 |
||
Unaudited Condensed Pro Forma Consolidated Statement of Operations for the year ended December 31, 2010 |
||
Unaudited Condensed Pro Forma Consolidated Statement of Operations for the year ended December 31, 2009 |
||
Notes to Condensed Pro Forma Consolidated Financial Statements (unaudited) |
2
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
2.1 | Form of Reorganization Agreement by and between Â鶹app and the Registrant.* | ||
3.1 |
Form of Restated Certificate of Incorporation of the Registrant to be in effect at the time of the Spin-Off. |
||
3.2 |
Form of Bylaws of the Registrant to be in effect at the time of the Spin-Off. |
||
4.1 |
Specimen Certificate for shares of Series A Common Stock, par value $.01 per share, of the Registrant. |
||
4.2 |
Specimen Certificate for shares of Series B Common Stock, par value $.01 per share, of the Registrant. |
||
8.1 |
Opinion of Skadden, Arps, Slate, Meagher & Flom regarding certain tax matters.* |
||
10.1 |
Form of Â鶹app Spinco, Inc. 2012 Incentive Plan.* |
||
10.2 |
Form of Â鶹app Spinco, Inc. 2012 Nonemployee Director Incentive Plan.* |
||
10.3 |
Form of Â鶹app Spinco, Inc. 2012 Transitional Stock Adjustment Plan.* |
||
10.4 |
Â鶹app 2006 Deferred Compensation Plan (As Amended and Restated as of September 23, 2012) (incorporated by reference to Exhibit 10.7 to Â鶹app's Annual Report on Form 10-K for the year ending December 31, 2011 (File No. 001-33982) as filed on February 23, 2012). |
||
10.5 |
Form of Tax Sharing Agreement by and between Â鶹app Spinco, Inc. and Â鶹app.* |
||
10.6 |
Services Agreement by and between Â鶹app Interactive Corporation and Â鶹app (incorporated by reference to Exhibit 10.4 to Post-Effective Amendment No. 1 to Â鶹app's Form S-4 filed on September 23, 2011 (File No. 333-171201) (the "S-4"). |
||
10.7 |
Form of Services Agreement by and between Â鶹app Spinco, Inc. and Â鶹app.* |
||
10.8 |
Facilities Agreement by and between Â鶹app Interactive Corporation and Â鶹app Property Holdings, Inc. (incorporated by reference to Exhibit 10.6 to the S-4). |
||
10.9 |
Form of Facilities Agreement by and between Â鶹app and Â鶹app Property Holdings, Inc.* |
||
10.10 |
Form of Lease Agreement by and between Â鶹app and Â鶹app Property Holdings, Inc.* |
||
10.11 |
Form of Aircraft Time Sharing Agreements with Â鶹app Interactive Corporation.* |
||
10.12 |
Form of Aircraft Time Sharing Agreements with Â鶹app.* |
||
10.13 |
Form of Indemnification Agreement by and between Â鶹app Spinco, Inc. and its executive officers/directors. |
3
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
10.14 | Tax Sharing Agreement dated as of March 9, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.1 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2009 (File No. 001-33982) as filed on February 25, 2010 (the "Â鶹app Interactive 2009 10-K")). | ||
10.15 |
First Amendment to Tax Sharing Agreement dated as of May 28, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.2 to the Â鶹app Interactive 2009 10-K). |
||
10.16 |
Second Amendment to Tax Sharing Agreement dated as of September 24, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.3 to the Â鶹app Interactive 2009 10-K). |
||
10.17 |
Third Amendment to Tax Sharing Agreement dated as of October 20, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.4 to the Â鶹app Interactive 2009 10-K). |
||
10.18 |
Fourth Amendment to Tax Sharing Agreement dated as of October 28, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.5 to the Â鶹app Interactive 2009 10-K). |
||
10.19 |
Fifth Amendment to Tax Sharing Agreement dated as of December 6, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.6 to the Â鶹app Interactive 2009 10-K). |
||
10.20 |
Sixth Amendment to Tax Sharing Agreement dated as of December 10, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.7 to the Â鶹app Interactive 2009 10-K). |
||
10.21 |
Seventh Amendment to Tax Sharing Agreement dated as of December 30, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.8 to the Â鶹app Interactive 2009 10-K). |
4
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
10.22 | Eighth Amendment to Tax Sharing Agreement dated as of July 25, 2000, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.9 to the Â鶹app Interactive 2009 10-K). | ||
10.23 |
Instrument dated January 14, 2000, adding The Associated Group, Inc. as a party to the Tax Sharing Agreement dated as of March 9, 1999, as amended, among The Associated Group, Inc., AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.10 to the Â鶹app Interactive 2009 10-K). |
||
10.24 |
Tax Sharing Agreement, dated as of November 19, 2009, by and between Â鶹app and Â鶹app Entertainment, Inc. ("LEI") (incorporated by reference to Exhibit 10.7 to Amendment No. 1 to the LEI Registration Statement on Form S-4 (File No. 333-158795) as filed on June 8, 2009). |
||
10.25 |
Restated and Amended Employment Agreement dated November 1, 1992, between Tele-Communications, Inc. and John C. Malone (assumed by Â鶹app Media LLC as of March 9, 1999), and the amendment thereto dated June 30, 1999 and effective as of March 9, 1999, between Â鶹app Media LLC and John C. Malone (collectively, the "Malone Employment Agreement" (assumed, as amended, by Â鶹app as of September 22, 2011)) (incorporated by reference to Exhibit 10.11 to the Â鶹app Interactive 2009 10-K). |
||
10.26 |
Second Amendment to Malone Employment Agreement effective January 1, 2003 (incorporated by reference to Exhibit 10.12 to the Â鶹app Interactive 2009 10-K). |
||
10.27 |
Third Amendment to Malone Employment Agreement effective January 1, 2007 (incorporated by reference to Exhibit 10.13 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2008 (File No. 001-33982) as filed on February 27, 2009) (the "Â鶹app Interactive 2008 10-K")). |
||
10.28 |
Fourth Amendment to Malone Employment Agreement effective January 1, 2009 (incorporated by reference to Exhibit 10.14 to the Â鶹app Interactive 2008 10-K). |
||
10.29 |
Amended and Restated Executive Employment Agreement dated September 23, 2011, between Â鶹app and Gregory B. Maffei (incorporated by reference to Exhibit 10.29 to Â鶹app Media Corporation's Annual Report on Form 10-K for the year ended December 31, 2011 (File No.001-35294) as filed on February 23, 2012). |
||
10.30 |
Letter Agreement regarding personal use of Â鶹app Interactive's aircraft, dated as of February 22, 2008, between Gregory B. Maffei and Â鶹app (incorporated by reference to Exhibit 10.38 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2007 (File No. 000-51990) as filed on February 29, 2008). |
||
21.1 |
List of Subsidiaries |
||
99.1 |
Information Statement, Subject to Completion, dated October 18, 2012. |
5
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: October 18, 2012
LIBERTY SPINCO, INC. | ||||||
By: |
/s/ PAMELA L. COE |
|||||
Name: | Pamela L. Coe | |||||
Title: | Vice President, Secretary |
6
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
2.1 | Form of Reorganization Agreement by and between Â鶹app and the Registrant.* | ||
3.1 |
Form of Restated Certificate of Incorporation of the Registrant to be in effect at the time of the Spin-Off. |
||
3.2 |
Form of Bylaws of the Registrant to be in effect at the time of the Spin-Off. |
||
4.1 |
Specimen Certificate for shares of Series A Common Stock, par value $.01 per share, of the Registrant. |
||
4.2 |
Specimen Certificate for shares of Series B Common Stock, par value $.01 per share, of the Registrant. |
||
8.1 |
Opinion of Skadden, Arps, Slate, Meagher & Flom regarding certain tax matters.* |
||
10.1 |
Form of Â鶹app Spinco, Inc. 2012 Incentive Plan.* |
||
10.2 |
Form of Â鶹app Spinco, Inc. 2012 Nonemployee Director Incentive Plan.* |
||
10.3 |
Form of Â鶹app Spinco, Inc. 2012 Transitional Stock Adjustment Plan.* |
||
10.4 |
Â鶹app 2006 Deferred Compensation Plan (As Amended and Restated as of September 23, 2012) (incorporated by reference to Exhibit 10.7 to Â鶹app's Annual Report on Form 10-K for the year ending December 31, 2011 (File No. 001-33982) as filed on February 23, 2012). |
||
10.5 |
Form of Tax Sharing Agreement by and between Â鶹app Spinco, Inc. and Â鶹app.* |
||
10.6 |
Services Agreement by and between Â鶹app Interactive Corporation and Â鶹app (incorporated by reference to Exhibit 10.4 to Post-Effective Amendment No. 1 to Â鶹app's Form S-4 filed on September 23, 2011 (File No. 333-171201) (the "S-4"). |
||
10.7 |
Form of Services Agreement by and between Â鶹app Spinco, Inc. and Â鶹app.* |
||
10.8 |
Facilities Agreement by and between Â鶹app Interactive Corporation and Â鶹app Property Holdings, Inc. (incorporated by reference to Exhibit 10.6 to the S-4). |
||
10.9 |
Form of Facilities Agreement by and between Â鶹app and Â鶹app Property Holdings, Inc.* |
||
10.10 |
Form of Lease Agreement by and between Â鶹app and Â鶹app Property Holdings, Inc.* |
||
10.11 |
Form of Aircraft Time Sharing Agreements with Â鶹app Interactive Corporation.* |
||
10.12 |
Form of Aircraft Time Sharing Agreements with Â鶹app.* |
||
10.13 |
Form of Indemnification Agreement by and between Â鶹app Spinco, Inc. and its executive officers/directors. |
7
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
10.14 | Tax Sharing Agreement dated as of March 9, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.1 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2009 (File No. 001-33982) as filed on February 25, 2010 (the "Â鶹app Interactive 2009 10-K")). | ||
10.15 |
First Amendment to Tax Sharing Agreement dated as of May 28, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.2 to the Â鶹app Interactive 2009 10-K). |
||
10.16 |
Second Amendment to Tax Sharing Agreement dated as of September 24, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.3 to the Â鶹app Interactive 2009 10-K). |
||
10.17 |
Third Amendment to Tax Sharing Agreement dated as of October 20, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.4 to the Â鶹app Interactive 2009 10-K). |
||
10.18 |
Fourth Amendment to Tax Sharing Agreement dated as of October 28, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.5 to the Â鶹app Interactive 2009 10-K). |
||
10.19 |
Fifth Amendment to Tax Sharing Agreement dated as of December 6, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.6 to the Â鶹app Interactive 2009 10-K). |
||
10.20 |
Sixth Amendment to Tax Sharing Agreement dated as of December 10, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.7 to the Â鶹app Interactive 2009 10-K). |
||
10.21 |
Seventh Amendment to Tax Sharing Agreement dated as of December 30, 1999, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.8 to the Â鶹app Interactive 2009 10-K). |
8
Exhibit Number |
Exhibit Description | ||
---|---|---|---|
10.22 | Eighth Amendment to Tax Sharing Agreement dated as of July 25, 2000, by and among AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.9 to the Â鶹app Interactive 2009 10-K). | ||
10.23 |
Instrument dated January 14, 2000, adding The Associated Group, Inc. as a party to the Tax Sharing Agreement dated as of March 9, 1999, as amended, among The Associated Group, Inc., AT&T Corp., Â鶹app Media LLC, Tele-Communications, Inc., Â鶹app Ventures Group LLC, Â鶹app Media Group LLC, TCI Starz, Inc., TCI CT Holdings, Inc. and each Covered Entity listed on the signature pages thereof (incorporated by reference to Exhibit 10.10 to the Â鶹app Interactive 2009 10-K). |
||
10.24 |
Tax Sharing Agreement, dated as of November 19, 2009, by and between Â鶹app and Â鶹app Entertainment, Inc. ("LEI") (incorporated by reference to Exhibit 10.7 to Amendment No. 1 to the LEI Registration Statement on Form S-4 (File No. 333-158795) as filed on June 8, 2009). |
||
10.25 |
Restated and Amended Employment Agreement dated November 1, 1992, between Tele-Communications, Inc. and John C. Malone (assumed by Â鶹app Media LLC as of March 9, 1999), and the amendment thereto dated June 30, 1999 and effective as of March 9, 1999, between Â鶹app Media LLC and John C. Malone (collectively, the "Malone Employment Agreement" (assumed, as amended, by Â鶹app as of September 22, 2011)) (incorporated by reference to Exhibit 10.11 to the Â鶹app Interactive 2009 10-K). |
||
10.26 |
Second Amendment to Malone Employment Agreement effective January 1, 2003 (incorporated by reference to Exhibit 10.12 to the Â鶹app Interactive 2009 10-K). |
||
10.27 |
Third Amendment to Malone Employment Agreement effective January 1, 2007 (incorporated by reference to Exhibit 10.13 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2008 (File No. 001-33982) as filed on February 27, 2009) (the "Â鶹app Interactive 2008 10-K")). |
||
10.28 |
Fourth Amendment to Malone Employment Agreement effective January 1, 2009 (incorporated by reference to Exhibit 10.14 to the Â鶹app Interactive 2008 10-K). |
||
10.29 |
Amended and Restated Executive Employment Agreement dated September 23, 2011, between Â鶹app and Gregory B. Maffei (incorporated by reference to Exhibit 10.29 to Â鶹app Media Corporation's Annual Report on Form 10-K for the year ended December 31, 2011 (File No.001-35294) as filed on February 23, 2012). |
||
10.30 |
Letter Agreement regarding personal use of Â鶹app Interactive's aircraft, dated as of February 22, 2008, between Gregory B. Maffei and Â鶹app (incorporated by reference to Exhibit 10.38 to Â鶹app Interactive Corporation's Annual Report on Form 10-K for the year ended December 31, 2007 (File No. 000-51990) as filed on February 29, 2008). |
||
21.1 |
List of Subsidiaries |
||
99.1 |
Information Statement, Subject to Completion, dated October 18, 2012. |
9