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QVC PROPOSES TO MERGE WITH HOME SHOPPING NETWORK, INC.

 WEST CHESTER, Pa., July 12 /PRNewswire/ -- QVC (NASDAQ: QVCN) announced today that it has made a proposal to Home Shopping Network, Inc. (NYSE: HSN) to merge in a stock-for-stock transaction.
 The transaction would provide for a tax-free exchange in which each outstanding share of QVC's common stock would be exchanged for five shares of HSN common stock. QVC shareholders would also receive a security entitling them to receive, in connection with certain liabilities of HSN, additional shares of HSN common stock up to a value equal to 10 percent of the value of its outstanding capital stock.
 It is expected that following the merger, the board of directors of the surviving public company would consist of the present members of the board of QVC. It is the intention of QVC that the surviving public company would use the QVC name.
 The merger would be subject to certain conditions, including the execution of definitive agreements, approval by the board of directors and the shareholders of each company as required, compliance with the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the satisfactory completion of due diligence by both parties. In connection with the merger, it is contemplated that the surviving public company will purchase from Liberty Media Corporation an option to purchase 2 million shares of Silver King Communications, Inc.
 In a letter to the board of directors of QVC, Liberty Media, the controlling shareholder of HSN, confirmed its complete support of the proposed merger transaction and that it will express such support to the board of directors of HSN.
 Barry Diller, chairman and chief executive officer of QVC, said, "Home Shopping Network was the founder of electronic retailing. Though it may have had its troubles of late, it retains a fine structure with excellent distribution lines, the most sophisticated information processing capabilities, and a first-rate executive in its CEO Gerry Hogan, who has worked so hard and well these last several months to set the company right and on a positive course. We believe the combination of companies will result in a streamlined, cohesive operation that will provide consumers with greater diversification of product, advanced services and superior convenience. It will ultimately push forward the entire evolution of electronic retailing."
 /delval/
 -0- 7/12/93
 /CONTACT: Michael Rourke, 215-429-8303, or Jenni Moyer, 215-431-6424, or William Costello (financial), 215-430-8938, all of QVC/
 (QVCN)


CO: QVC Network, Inc.; Home Shopping Network, Inc.; Liberty Media
 Corporation ST: Pennsylvania, Florida IN: ENT SU: TNM


MK-LJ -- PH003 -- 0240 07/12/93 08:31 EDT
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Copyright 1993 Gale, Cengage Learning. All rights reserved.

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Publication:PR Newswire
Date:Jul 12, 1993
Words:420
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