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Liberty Media may appeal IAC breakup ruling


Friday, May 09, 2008

NEW YORK — Liberty Media Corp. filed an appeal to stop IAC/InterActiveCorp from pursuing a plan to break up the Internet conglomerate, although Liberty’s chief executive said it was still exploring a variety of options.

Liberty, the majority shareholder of IAC, filed a notice of appeal with the Delaware Supreme Court on Wednesday — the deadline for such a filing. It enables Liberty to dispute a March ruling from a Delaware judge who sided with IAC CEO Barry Diller on the breakup plans.

Diller initially announced plans to spin off IAC’s HSN home shopping network, Ticketmaster, LendingTree.com and Interval time-share businesses in November.

The judge ruled that Liberty failed to prove Diller violated an agreement between them by pursuing the breakup plan. The judge also said Diller does not need to get Liberty’s approval to split up IAC.

Liberty, which owns about 30 percent of the Internet conglomerate’s equity, has been fighting with IAC for months about the split plans.

Liberty controls about 62 percent of the voting power due to a dual-share structure. Through an agreement between them, Diller has controlled Liberty’s votes for years. Liberty had sued to reclaim the voting rights it claims Diller gave up when he went against Liberty’s will in pushing for the breakup.

In an earnings conference call Thursday, Liberty CEO Greg Maffei responded to a question about the recent ruling and Liberty’s options by saying there are a “host of options that are imaginable.”

He said these include Liberty potentially working with IAC on the spin-offs in some way going forward.

Maffei also said that he believes Liberty “filed in a time to potentially appeal if (IAC goes) forward on a basis we don’t like.”

A Liberty spokesperson could not be immediately reached for comment Friday.

In a statement Friday, IAC said it views Liberty’s filing as a “nonevent.”

“We are quite confident that the decision will not be reversed and we don’t expect this to delay the spins,” IAC said.

Diller said in an earnings conference call at the end of April that IAC hopes to file with the Securities and Exchange Commission in May regarding the spin-offs and have them finished in August.

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