Liberty Media and Sirius XM Announce Completion of Split-Off and Merger
September 09 2024 - 5:01PM
Business Wire
Liberty Media Corporation (“Liberty Media”) (Nasdaq: FWONA,
FWONK, LLYVA, LLYVK) and Sirius XM Holdings Inc. (Nasdaq: SIRI)
announced that they completed the split-off (the “Split-Off”) of
Liberty Sirius XM Holdings Inc. (“New Sirius”) today at 4:05 p.m.,
New York City time. Following the Split-Off, at 6:00 p.m., New York
City time, a wholly owned subsidiary of New Sirius merged with and
into Sirius XM Inc. (formerly known as Sirius XM Holdings Inc.,
“Old Sirius”), with Old Sirius surviving the merger as a wholly
owned subsidiary of New Sirius (the “Merger”). As a result of these
transactions, New Sirius is now an independent public company
separate from Liberty Media, and has been renamed Sirius XM
Holdings Inc.
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Sirius XM Holdings will have a single outstanding series of
common stock and will begin trading at market open on Tuesday,
September 10, 2024 on the Nasdaq Global Select Market under the
symbol “SIRI”. Liberty Media’s Liberty Formula One common stock and
Liberty Live common stock will continue trading following the
Split-Off and Merger on the Nasdaq Global Select Market or the OTC
Markets, as applicable.
Effective as of the Merger, Sirius XM Holdings has 339,133,937
shares of common stock outstanding, of which former holders of
Liberty SiriusXM common stock own approximately 81% of Sirius XM
Holdings, while former Old Sirius minority stockholders own the
remaining 19%.
Forward-Looking Statements
This communication includes certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, including certain statements relating to the expected
trading of New Sirius common stock on the Nasdaq Stock Market. All
statements other than statements of historical fact are
“forward-looking statements” for purposes of federal and state
securities laws. These forward-looking statements generally can be
identified by phrases such as “possible,” “potential,” “intends” or
“expects” or other words or phrases of similar import or future or
conditional verbs such as “will,” “may,” “might,” “should,”
“would,” “could,” or similar variations. These forward-looking
statements involve many risks and uncertainties that could cause
actual results and the timing of events to differ materially from
those expressed or implied by such statements. These
forward-looking statements speak only as of the date of this
communication, and Liberty Media and New Sirius expressly disclaim
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 or New Sirius’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 and New Sirius,
including Liberty Media’s definitive proxy statement materials for
the special meeting, New Sirius’s registration statement and their
most recent Forms 10-K and 10-Q, as such risk factors may be
amended, supplemented or superseded from time to time by other
reports Liberty Media or New Sirius subsequently file with the SEC,
for additional information about Liberty Media, New Sirius and
about the risks and uncertainties related to Liberty Media’s and
New Sirius’s businesses which may affect the statements made in
this communication.
About Liberty Media Corporation
Liberty Media Corporation operates and owns interests in a broad
range of media, communications, sports and entertainment
businesses. Those businesses are attributed to two tracking stock
groups: the Formula One Group and the Liberty Live Group. The
businesses and assets attributed to the Formula One Group (NASDAQ:
FWONA, FWONK) include Liberty Media’s subsidiaries Formula 1 and
Quint, and other minority investments. The businesses and assets
attributed to the Liberty Live Group (NASDAQ: LLYVA, LLYVK) include
Liberty Media’s interest in Live Nation and other minority
investments.
About Sirius XM Holdings Inc.
SiriusXM is the leading audio entertainment company in North
America with a portfolio of audio businesses including its flagship
subscription entertainment service SiriusXM; the ad-supported and
premium music streaming services of Pandora; an expansive podcast
network; and a suite of business and advertising solutions.
Reaching a combined monthly audience of approximately 150 million
listeners, New Sirius offers a broad range of content for listeners
everywhere they tune in with a diverse mix of live, on-demand, and
curated programming across music, talk, news, and sports. For more
about New Sirius, please go to: www.siriusxm.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20240909028056/en/
Contact for Liberty Media
Corporation Shane Kleinstein, 720-875-5432
Contacts for Sirius XM Holdings
Inc. Hooper Stevens 212-901-6718
hooper.stevens@siriusxm.com
Natalie Candela 212-901-6672 natalie.candela@siriusxm.com
Maggie Mitchell Maggie.mitchell@siriusxm.com
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