X0306 4 2013-09-09 0 0001434729 HSN, Inc. HSNI 0001355096 Liberty Interactive Corp 12300 LIBERTY BOULEVARD ENGLEWOOD CO 80112 0 0 1 0 1% sr. exchangeable debentures due 2043 (obligation to sell) 2013-09-09 4 S 0 400000000 400000000 A 2043-09-28 Common Stock 5383200 400000000 I Held through wholly owned subsidiary On September 9, 2013, a wholly owned subsidiary of the reporting person sold $400,000,000 aggregate principal amount of its 1% senior exchangeable debentures due 2043 to qualified institutional buyers in a private sale pursuant to Rule 144A. Each $1,000 principal amount of the debentures is initially exchangeable for 13.4580 shares of the issuer's common stock. Upon exchange at the option of the holder, the reporting person may elect physical or cash settlement or a combination thereof. Exchangeable at the option of the holders at any time after the occurrence of certain triggering events, based on: (i) after March 31, 2014, (x) the closing price of the issuer's common stock and/or (y) the trading price of the debentures compared to the aggregate trading price of the underlying shares of the issuer's common stock; (ii) during specified periods in connection with a call by the reporting person of the debentures or the occurrence of a "fundamental change"; (iii) at any time on or after July 7, 2016 until October 3, 2016; and (iv) at any time on or after July 2, 2043 until September 28, 2043. Richard N. Baer, Senior Vice President and General Counsel 2013-09-11