Qurate Retail : Proxy and 2020 Annual Report

2020 ANNUAL REPORT

2021 PROXY STATEMENT

2020 ANNUAL REPORT

2021 PROXY STATEMENT

Qurate Retail, Inc. brands meet their customers whenever, wherever and

however they want to engage across traditional, new, and emerging platforms.

TABLE OF CONTENTS

LETTER TO SHAREHOLDERS

STOCK PERFORMANCE

INVESTMENT SUMMARY

PROXY STATEMENT

FINANCIAL INFORMATION

CORPORATE DATA

ENVIRONMENTAL STATEMENT

FORWARD-LOOKING STATEMENTS

Certain statements in this Annual Report constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding business, product and marketing strategies; the novel coronavirus (COVID-19); a series of initiatives announced in October 2018 designed to better position our HSN and QVC U.S. businesses; new service offerings; revenue growth at QVC; synergies; the recoverability of goodwill and other intangible assets; projected sources and uses of cash; repayment of debt; fluctuations in interest rates and foreign currency exchange rates; and the anticipated impact of certain contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. In particular, statements in our "Letter to Shareholders" and under "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Quantitative and Qualitative Disclosures About Market Risk" contain forward-looking statements. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. The following include some but not all of the factors that could cause actual results or events to differ materially from those anticipated:

• the impact of the COVID-19 pandemic and local, state and federal governmental responses to the pandemic on the economy, our customers, our vendors and our businesses generally;
• customer demand for our products and services and our ability to attract new customers and retain existing customers by anticipating customer demand and adapting to changes in demand;
• competitor responses to our products and services;
• increased digital TV penetration and the impact on channel positioning of our programs;
• the levels of online traffic to our businesses' websites and our ability to convert visitors into customers or contributors;
• uncertainties inherent in the development and integration of new business lines and business strategies;
• our future financial performance, including availability, terms, deployment of capital and our level of indebtedness;
• our ability to effectively manage our installment sales plans and revolving credit card programs;
• the cost and ability of shipping companies, manufacturers, suppliers, digital marketing channels, and vendors to deliver products, equipment, software and services;
• the outcome of any pending or threatened litigation;
• availability of qualified personnel;
• the impact of the seasonality of our businesses;
• changes in, or failure or inability to comply with, government regulations, including, without limitation, regulations of the Federal Communications Commission, and adverse outcomes from regulatory proceedings;
• changes in the nature of key strategic relationships with partners, distributors, suppliers and vendors;
• domestic and international economic and business conditions and industry trends, including the impact of the "Brexit" withdrawal of the United Kingdom from the European Union;
• changes in the trade policy and trade relations with China;
• consumer spending levels, including the availability and amount of individual consumer debt and customer credit losses;
• system interruption and the lack of integration and redundancy in the systems and infrastructures of our businesses;
• advertising spending levels;
• changes in distribution and viewing of television programming, including the expanded deployment of video on demand technologies and Internet protocol television and their impact on home shopping programming;
• rapid technological changes;
• failure to protect the security of personal information, subjecting us to potentially costly government enforcement actions and/or private litigation and reputational damage;
• the regulatory and competitive environment of the industries in which we operate;
• natural disasters, public health crises (including COVID-19), political crises, and other catastrophic events or other events outside of our control;
• threatened terrorist attacks, political and economic unrest in international markets and ongoing military action around the world; and
• fluctuations in foreign currency exchange rates.

These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Annual Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward- looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events,

• ANNUAL REPORT 2020

FORWARD-LOOKING STATEMENTS (CONTINUED)

conditions or circumstances on which any such statement is based. When considering such forward-looking statements, you should keep in mind any risk factors identified and other cautionary statements contained in this Annual Report and in our publicly filed documents, including our most recent Forms 10-K and 10-Q. Such risk factors and statements describe circumstances which could cause actual results to differ materially from those contained in any forward-looking statement.

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