UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 5, 2016 (January 5, 2016)
SIRIUS XM HOLDINGS INC.
(Exact Name of Registrant as Specified in Charter)
Delaware |
001-34295 |
38-3916511 |
(State or other Jurisdiction
of Incorporation) |
(Commission File Number) |
(I.R.S. Employer
Identification No.) |
1221 Avenue of the Americas, 36th Fl., New York, NY |
10020 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (212) 584-5100 |
_____________________________
Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition
On January 5, 2016, we issued a press release,
a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein, regarding our 2015 results and announcing
guidance for 2016.
The information in this Current Report on Form
8-K, including Exhibit 99.1 hereto, is being furnished pursuant to Item 2.02 of Form 8-K, as applicable, and shall
not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release dated January 5, 2016.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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SIRIUS XM HOLDINGS INC. |
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By: |
/s/ Patrick L. Donnelly |
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Patrick L. Donnelly |
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Executive Vice President, General |
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Counsel and Secretary |
Dated: January 5, 2016
Exhibit 99.1
FOR IMMEDIATE RELEASE
SiriusXM Exceeds 2015 Subscriber
Guidance; Issues 2016 Guidance
NEW YORK – January 5, 2016 – SiriusXM
today announced that it ended 2015 with 29.6 million subscribers, reporting approximately 2.3 million net subscriber additions
in the year, exceeding the company’s increased guidance of 2.0 million net subscriber additions. Self-pay net subscriber
additions in 2015 were 1.77 million, exceeding the company’s increased 2015 guidance of 1.6 million and resulting in self-pay
subscriptions of over 24 million at year end.
The company also announced that it expects to meet
or exceed its 2015 guidance for revenue, adjusted EBITDA and free cash flow.
“We delivered a fantastic year in 2015, nearly
doubling our original subscriber guidance and beating our other financial guidance across the board, even after raising our subscriber
and financial guidance multiple times. I’m very pleased we were able to renew key content agreements during the year, especially
agreements with Howard Stern and the NFL that extend through the end of the decade and beyond,” said Jim Meyer, SiriusXM’s
Chief Executive Officer.
“We are rapidly approaching 30 million subscribers
and will continue making key investments in content, new marketing capabilities, our connected vehicle business, new satellites
and a next generation wideband chipset, all of which will drive the long-term growth of our dynamic business. We also expect to
continue our long record of delivering cost-effective growth and returning substantial capital to stockholders via buybacks, which
we anticipate will result in strong double-digit growth in free cash flow per share,” added Meyer.
The company also issued 2016 guidance for continued
growth in subscribers, revenue, adjusted EBITDA and free cash flow:
| · | Net subscriber additions of approximately 1.4 million, |
| · | Revenue of approximately $4.9 billion, |
| · | Adjusted EBITDA of approximately $1.78 billion, and |
| · | Free cash flow of approximately $1.4 billion. |
SiriusXM expects to announce its complete results for
the fourth quarter and full year 2015 in the first week of February 2016.
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About SiriusXM
Sirius XM Holdings Inc. (NASDAQ: SIRI) is the world’s
largest radio broadcaster measured by revenue and has 29 million subscribers. SiriusXM creates and broadcasts commercial-free music;
premier sports talk and live events; comedy; news; exclusive talk and entertainment, and a wide-range of Latin music, sports and
talk programming. SiriusXM is available in vehicles from every major car company in the U.S. and on smartphones and other connected
devices as
well as online at siriusxm.com. SiriusXM radios and accessories are available from retailers nationwide and online at
SiriusXM. SiriusXM also provides premium traffic, weather, data and information services for subscribers in cars, trucks, and RVs
through SiriusXM Traffic™, SiriusXM Travel Link, NavTraffic®, NavWeather™. SiriusXM delivers critical weather,
data and information services to aircraft and boats through SiriusXM Aviation, SiriusXM Marine™, Sirius Marine Weather, XMWX
Aviation™, XMWX Weather, and XMWX Marine™. In addition, SiriusXM Music for Business provides commercial-free music
to a variety of businesses. SiriusXM holds a minority interest in SiriusXM Canada which has more than 2.6 million subscribers.
SiriusXM is also a leading provider of connected vehicles services to major automakers, giving customers access to a suite of safety,
security, and convenience services including automatic crash notification, stolen vehicle recovery assistance, enhanced roadside
assistance and turn-by-turn navigation.
To download SiriusXM logos and artwork, visit http://www.siriusxm.com/LogosAndPhotos.
This communication contains “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are
not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with
respect to future operations, products and services; and other statements identified by words such as “will likely result,”
“are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,”
“intend,” “plan,” “projection,” “outlook” or words of similar meaning. Such
forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to
significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally
beyond our control. Actual results may differ materially from the results anticipated in these forward-looking statements.
The following factors, among others, could cause
actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:
our competitive position versus other radio and audio service providers; our ability to attract and retain subscribers, which
is uncertain; our dependence upon the auto industry; general economic conditions; changes in consumer protection laws and their
enforcement; the security of the personal information about our customers; other existing or future government laws and regulations
could harm our business; failure of our satellites would significantly damage our business; the interruption or failure of our
information technology and communications systems; royalties we pay for music rights, which increase over time; the unfavorable
outcome of pending or future litigation; our failure to realize benefits of acquisitions or other strategic initiatives; rapid
technological and industry changes; failure of third parties to perform; failure to comply with FCC requirements; modifications
to our business plans; our indebtedness; and our principal stockholder has significant influence over our management and over
actions requiring stockholder approval and its interests may differ from interests of other holders of our common stock.
Additional factors that could cause our results to differ materially from those described in the forward-looking statements can
be found in our Annual Report on Form 10-K for the year ended December 31, 2014, which is filed with the Securities and Exchange
Commission (the “SEC”) and available at the SEC’s Internet site (http://www.sec.gov).
The information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any
forward looking statements as a result of developments occurring after the date of this communication.
Source: SiriusXM
Contact for SiriusXM:
Hooper Stevens
212-901-6718
hooper.stevens@siriusxm.com
Chris Leal
212-584-5236
Chris.leal@siriusxm.com
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