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Sirius XM Announces Results of Senior Notes Tender Offer

Sirius XM Holdings Inc. (NASDAQ: SIRI) recently announced the results of its cash tender offer for its outstanding 3.125% senior notes due 2026. The offer expired at 5:00 p.m. New York City time on March 4, 2026, and the results were as follows:

  • The principal amount outstanding for the 3.125% senior notes due 2026 was $1,000,000,000.
  • A total of $498,935,000 principal amount of the notes were tendered, representing 49.89% of the principal amount outstanding.
  • The purchase price per $1,000 principal amount of the notes was $994.64.

Additionally, there were $70,634,000 aggregate principal amount of the notes that remain subject to the guaranteed delivery procedures described in the offer to purchase and the related notice of guaranteed delivery.

The company expects to accept for purchase all notes validly tendered and not validly withdrawn as of the expiration time and make payment for any such notes on March 5, 2026. The payment date for any notes tendered pursuant to the guaranteed delivery procedures is expected to be March 9, 2025.

To fund the purchase of the tendered notes, Sirius XM Holdings Inc. will utilize a portion of the proceeds from the issuance of $1,250.0 million aggregate principal amount of the offeror’s 5.875% senior notes due 2032, which closed on March 4, 2026, in addition to cash on the balance sheet.

Following the settlement of the offer, the company intends to issue a notice of redemption to redeem any notes that remain outstanding, using a portion of the net proceeds from the senior notes offering together with cash on hand if needed.

Citigroup Global Markets Inc. served as the exclusive dealer manager for the offer, and Kroll Issuer Services (US) served as the tender agent and information agent for the offer.

This press release is neither an offer to purchase nor a solicitation of an offer to sell any securities. It also does not constitute a notice of redemption under the indenture governing the notes.

About Sirius XM Holdings Inc. SiriusXM is a leading audio entertainment company in North America, offering a broad range of content for listeners, including live, on-demand, and curated programming across music, talk, news, and sports. Today the company's shares have moved -2.2% to a price of $20.45. Check out the company's full 8-K submission here.

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