Liberty Media Corporation Announces Extraordinary Cash Distribution on 2.125% Exchangeable Senior Debentures due 2048 and 2.75% Exchangeable Senior Debentures due 2049 Resulting from SIRI Special Cash Dividend
February 01 2022 - 6:00PM
Business Wire
Liberty Media Corporation (“Liberty Media”) (NASDAQ: LSXMA,
LSXMB, LSXMK, FWONA, FWONK, BATRA, BATRK) announced today that it
will pay an extraordinary cash distribution to the holders of its
2.125% Exchangeable Senior Debentures due 2048 (the “2.125%
Debentures”) and to the holders of its 2.75% Exchangeable Senior
Debentures due 2049 (the “2.75% Debentures”). This distribution is
the result of the declaration by Sirius XM Holdings Inc. (“SIRI”)
of a special cash dividend of $0.25 per share payable to SIRI
stockholders of record as of the close of business on February 11,
2022. The total amount of the SIRI special cash dividend is
expected to be approximately $1 billion. Liberty Media’s ownership
of SIRI as of January 28, 2022 is approximately 81.2%.
In accordance with the indenture pursuant to which the 2.125%
Debentures were issued (the “2.125% Debentures Indenture”) and the
indenture pursuant to which the 2.75% Debentures were issued (the
“2.75% Debentures Indenture”), respectively, Liberty Media is to
make the extraordinary cash distribution to holders of the 2.125%
Debentures and to the holders of the 2.75% Debentures on the fifth
business day following the date the special cash dividend is paid
by SIRI to its stockholders. SIRI has announced that it will pay
its special cash dividend on February 25, 2022, in which case
Liberty Media will pay its extraordinary cash distribution on March
4, 2022 to holders of the 2.125% Debentures and to the holders of
the 2.75% Debentures, in each case, as of a special record date of
February 11, 2022. The extraordinary cash distribution will be
$31.1731 per 2.125% Debenture (for a total payment of approximately
$12.5 million to holders of the 2.125% Debentures) and $29.0057 per
2.75% Debenture (for a total payment of approximately $17.5 million
to holders of the 2.75% Debentures), with expected aggregate
payments across both the 2.125% Debentures and the 2.75% Debentures
of approximately $30 million.
In accordance with the 2.125% Debentures Indenture and the 2.75%
Debentures Indenture, respectively, the principal amount of the
2.125% Debentures and the principal amount of the 2.75% Debentures
is to be reduced by the amount of any extraordinary cash
distribution that we pay on the 2.125% Debentures and on the 2.75%
Debentures, respectively. In addition, the adjusted principal
amount is to be further reduced on each successive quarterly
interest payment date to the extent necessary to cause the
quarterly interest payment on that date to represent the payment by
Liberty Media, in arrears, of an annualized yield of 2.125% of the
adjusted principal amount of the 2.125% Debentures and 2.75% of the
adjusted principal amount of the 2.75% Debentures. Reductions to
the principal amount of the 2.125% Debentures and the 2.75%
Debentures do not affect the amount of the quarterly interest
payments received by holders of the 2.125% Debentures and holders
of the 2.75% Debentures, which will continue to be a rate of
interest equal to 2.125% per annum of the $1,000 original principal
amount of the 2.125% Debentures and 2.75% per annum of the $1,000
original principal amount of the 2.75% Debentures.
Immediately following the payment by Liberty Media of the
extraordinary cash distribution attributable to SIRI’s payment of
its special cash dividend, the adjusted principal amount of the
2.125% Debentures will be $968.8269 per $1,000 original principal
amount (and the aggregate outstanding adjusted principal amount of
the 2.125% Debentures will be approximately $387.5 million) and the
adjusted principal amount of the 2.75% Debentures will be $970.9943
per $1,000 original principal amount (and the aggregate outstanding
adjusted principal amount of the 2.75% Debentures will be
approximately $586.2 million).
Forward-Looking
Statements
This press release includes certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, including statements about the extraordinary cash
distribution and the expected aggregate amount of the SIRI special
cash dividend. These forward-looking statements involve many risks
and uncertainties that could cause actual results to differ
materially from those expressed or implied by such statements,
including, without limitation, the payment by SIRI of its announced
special cash dividend to its stockholders. These forward-looking
statements speak only as of the date of this press release, and
Liberty Media expressly disclaims any obligation or undertaking to
disseminate any updates or revisions to any forward-looking
statement contained herein to reflect any change in Liberty Media's
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.
Please refer to the publicly filed documents of Liberty Media,
including the most recent Forms 10-K and 10-Q, for additional
information about Liberty Media and about the risks and
uncertainties related to Liberty Media's business which may affect
the statements made in this press release.
About Liberty Media
Corporation
Liberty Media Corporation operates and owns interests in a broad
range of media, communications and entertainment businesses. Those
businesses are attributed to three tracking stock groups: the
Liberty SiriusXM Group, the Braves Group and the Formula One Group.
The businesses and assets attributed to the Liberty SiriusXM Group
(NASDAQ: LSXMA, LSXMB, LSXMK) include Liberty Media Corporation’s
interests in SiriusXM and Live Nation Entertainment. The businesses
and assets attributed to the Braves Group (NASDAQ: BATRA, BATRK)
include Liberty Media Corporation’s subsidiary Braves Holdings,
LLC. The businesses and assets attributed to the Formula One Group
(NASDAQ: FWONA, FWONK) consist of all of Liberty Media
Corporation’s businesses and assets other than those attributed to
the Liberty SiriusXM Group and the Braves Group, including its
subsidiary Formula 1, its interest in Liberty Media Acquisition
Corporation and other minority investments.
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version on businesswire.com: https://www.businesswire.com/news/home/20220201006215/en/
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