NEW YORK, June 18, 2019 /PRNewswire/ -- SiriusXM
announced today that its subsidiary, Sirius XM Radio Inc., priced
an offering of $1.5 billion of 4.625%
Senior Notes due 2024. This represents an increase of $750 million in aggregate principal amount in the
offering size of the notes. The sale of the notes is expected to be
consummated on or about July 2, 2019,
subject to customary closing conditions.
The notes are to be sold to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as amended,
and non-U.S. persons outside the United
States in compliance with Regulation S of the Securities
Act.
The notes will bear interest at an annual rate of 4.625%. The
price to investors will be 100% of the principal amount of the
notes. The company will receive gross proceeds of $1.5 billion from the sale of the notes before
deducting the initial purchasers' commissions and estimated
offering fees and expenses.
The company intends to use the net proceeds from the offering,
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.
The securities have not been and will not be registered under
the Securities Act, or any state securities laws, and may not be
offered or sold in the United
States absent registration, except pursuant to an exemption
from the registration requirements of the Securities Act and
applicable state securities laws.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of these securities, and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such an offer, solicitation or sale would be unlawful. This
announcement does not constitute a notice of redemption of the
6.00% Senior Notes due 2024.
About SiriusXM
Sirius XM Holdings Inc. (NASDAQ: SIRI) is the world's largest
audio entertainment company, and the premier programmer and
platform for subscription- and advertising-supported audio
products. With the recent addition of Pandora, the largest
streaming music provider in the U.S., SiriusXM reaches more than
100 million people with its audio products.
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 the intended use of proceeds of the anticipated
notes offering and the anticipated closing date for the notes
offering. 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 and the timing of events may differ materially from the
results anticipated in these forward-looking statements.
The following factors, among others, could cause actual
results and the timing of events to differ materially from the
anticipated results or other expectations expressed in the
forward-looking statements: our substantial competition, which is
likely to increase over time; our ability to attract or increase
the number of subscribers, which is uncertain; our ability to
profitably attract and retain more price-sensitive consumers;
failure to protect the security of personal information about our
customers; interference to our service from wireless operations; a
decline in the effectiveness of our extensive marketing efforts;
consumer protection laws and their enforcement; our failure to
realize benefits of acquisitions or other strategic initiatives,
including the acquisition of Pandora Media, Inc.; unfavorable
outcomes of pending or future litigation; the market for music
rights, which is changing and subject to uncertainties; our
dependence upon the auto industry; general economic conditions;
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; rapid technological and industry
changes; failure of third parties to perform; our failure to comply
with FCC requirements; modifications to our business plan; our
indebtedness; damage to our studios, networks or other three
facilities as a result of terrorism or natural catastrophes; our
principal stockholder has significant influence over our affairs
and over actions requiring stockholder approval and its interests
may differ from interests of other holders of our common stock;
impairment of our business by third-party intellectual property
rights; and changes to our dividend policies which could occur at
any time. 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, 2018 and our Quarterly
Report on Form 10-Q for the quarter ended March 31, 2019, in each case, as 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
Contacts for SiriusXM:
Investors:
Hooper Stevens
212-901-6718
hooper.stevens@siriusxm.com
Media:
Patrick Reilly
212-901-6646
patrick.reilly@siriusxm.com
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SOURCE Sirius XM Holdings Inc.