Current Report Filing (8-k)
June 18 2019 - 5:02PM
Edgar (US Regulatory)
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): June 18, 2019 (June 18, 2019)
SIRIUS XM HOLDINGS INC.
(Exact Name of Registrant as Specified in its Charter)
|
|
|
|
|
Delaware
|
|
001-34295
|
|
38-3916511
|
(State or other Jurisdiction
of Incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
1290 Avenue of the Americas, 11th Fl., New York, NY
|
|
10104
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code: (212)
584-5100
Former name or former address, if changed since last report: Not Applicable
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:
|
|
|
☐
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
|
☐
|
|
Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
|
|
|
☐
|
|
Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
|
|
|
☐
|
|
Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, par value $0.001 per share
|
|
SIRI
|
|
NASDAQ Global Select Market
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or
Rule 12b-2 of
the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
On June 18, 2019, we issued a press release announcing the pricing of $1.5 billion of 4.625% Senior Notes due 2024 (the Notes) to be
issued by our subsidiary, Sirius XM Radio Inc. (SiriusXM). This represents an increase of $750 million in aggregate principal amount of Notes offered. The offering is expected to close on July 2, 2019, subject to customary
closing conditions. SiriusXM intends to use the net proceeds from the offering of the Notes, together with cash on hand, to redeem all of its 6.00% Senior Notes due 2024 at a purchase price of 103.00% of the principal amount thereof plus accrued and
unpaid interest thereon to, but excluding, the redemption date.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein
by reference.
The Notes have not been registered under the Securities Act of 1933, as amended (the Securities Act). The Notes may not be
offered or sold within the United States or to U.S. persons, except to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A and to
non-U.S.
persons in
offshore transactions in reliance on Regulation S. This announcement does not constitute an offer to sell or the solicitation of an offer to buy Notes in any jurisdiction in which such an offer or sale would be unlawful.
Item 9.01
|
Financial Statements and Exhibits
|
(d) Exhibits.
The Exhibit Index attached hereto is
incorporated herein.
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
hereunto duly authorized.
|
|
|
SIRIUS XM HOLDINGS INC.
|
|
|
By:
|
|
/s/ Patrick L. Donnelly
|
|
|
Patrick L. Donnelly
Executive Vice President, General
Counsel and Secretary
|
Dated: June 18, 2019
Sirius XM (NASDAQ:SIRI)
Historical Stock Chart
From Apr 2024 to May 2024
Sirius XM (NASDAQ:SIRI)
Historical Stock Chart
From May 2023 to May 2024