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SiriusXM Reports First Quarter 2014 Results

                 SiriusXM Reports First Quarter 2014 Results

- Revenue of $998 Million, Up 11% From First Quarter of 2013

- Net Income of $94 Million

- Adjusted EBITDA Grows 28% to a Record $335 Million

- Free Cash Flow Increases 56% to a First Quarter Record of $223 Million

- Company Reiterates 2014 Guidance

PR Newswire

NEW YORK, April 24, 2014

NEW YORK, April 24, 2014 /PRNewswire/ -- SiriusXM announced first quarter 2014
financial and operating results, including revenue of $998 million, up 11%
from the first quarter 2013 revenue of $897 million. Earnings per diluted
share were $0.02 in both the first quarter of 2014 and 2013.

SIRIUS XM logo.

Net income of $94 million, adjusted for a non-recurring item associated with
accounting for the Liberty Media stock repurchase agreement and purchase price
accounting adjustments from the Sirius and XM merger, net of taxes, resulted
in adjusted net income of $121 million, a 46% increase over $83 millionin
last year's first quarter. Adjusted EBITDA for the first quarter of 2014
reached a record $335 million, up 28% from $262 million in the first quarter
of 2013.

"SiriusXM performed ahead of our expectations in the first quarter, with
266,799 net subscriber additions including 173,480 self-pay net additions.
For the ninth consecutive quarter we grew revenue at a double digit pace, and
once again we set a new quarterly record for adjusted EBITDA and adjusted
EBITDA margin. Free cash flow grew 56% compared to the prior year to a new
first quarter record, and we resumed our stock repurchase program, helping to
drive free cash flow per share up 64%," stated Jim Meyer, Chief Executive
Officer, SiriusXM.

"Our business continues to perform well. New car installations and trial
conversions set first quarter records, and our trial funnel standsnear an
all-time highat 6.9 million. We are excited about this year's strong growth
of subscribers, revenue, adjusted EBITDA, and free cash flow, and we are eager
to continue deploying our capital to benefit our stockholders and grow free
cash flow per share even faster," added Meyer.

Additional highlights of the first quarter include:

  oSubscribers Reach a Record 25.8 Million. Net subscriber additions in the
    first quarter of 2014 were 266,799. The total paid subscriber base
    reached a record 25.8 million, up 6% from the prior-year period. Self-pay
    net subscriber additions were 173,480, while the self-pay subscriber base
    reached a record high of 21.3 million, up 7% from the prior-year period.
    Total paid and unpaid trials were 6.9 million at the end of the first
    quarter of 2014.
  oAdjusted EBITDA and Adjusted EBITDA Margin Reach New Record Highs.
    Adjusted EBITDA climbed 28% from the first quarter of 2013 to a record
    quarterly figure of $335 million, and the Company's adjusted EBITDA margin
    reached a record 33.5% in the first quarter of 2014.
  oFree Cash Flow Per Share Climbs 64%. Free cash flow in the first quarter
    of 2014 was $223 million, up 56% from $142 million in the first quarter of
    2013. Free cash flow per diluted share was 3.6 cents in the first quarter
    of 2014, up 64% from 2.2 cents in the first quarter of 2013.

"Last year we took steps to lower our average cost of debt, and this year we
have focused our efforts on significantly increasing our flexibility to return
capital to stockholders by eliminating covenants in our 5.25% Notes and
increasing the threshold for restricted payments in our Credit Facility," said
David Frear, SiriusXM's Executive Vice President and Chief Financial Officer.

"Tomorrow, we are scheduled to repurchase 93 million shares from Liberty Media
for $340 million, bringing total share repurchases for the year to 158 million
shares for $550 million and leaving us with $1.7 billion remaining under our
share repurchase authorization. Total debt to adjusted EBITDA at the end of
the first quarter 2014 was 2.8 times, below our 4.0 times leverage target. We
expect to opportunistically tap the debt markets this year as we move towards
our leverage target," added Frear.

2014 GUIDANCE

SiriusXM reaffirmed its previously issued guidance for 2014:

  oNet subscriber additions of approximately 1.25 million,
  oRevenue of over $4.0 billion,
  oAdjusted EBITDA of approximately $1.38 billion, and
  oFree cash flow approaching $1.1 billion.

FIRST QUARTER 2014 RESULTS



SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
                                     For the Three Months Ended March 31,
(in thousands, except per share      2014                  2013
data)
Revenue:
Subscriber revenue                   $      851,436   $      783,342
Advertising revenue                  22,214                20,211
Equipment revenue                    23,978                18,156
Other revenue                        100,083               75,689
Total revenue                        997,711               897,398
Operating expenses:
Cost of services:
Revenue share and royalties          195,411               148,531
Programming and content              74,870                74,610
Customer service and billing         91,069                80,394
Satellite and transmission           21,380                19,695
Cost of equipment                    7,804                 7,027
Subscriber acquisition costs         123,022               116,111
Sales and marketing                  76,327                65,899
Engineering, design and development  15,911                14,842
General and administrative           76,243                56,340
Depreciation and amortization        68,267                67,018
Total operating expenses             750,304               650,467
Income from operations               247,407               246,931
Other income (expense):
Interest expense, net of amounts     (54,092)              (46,174)
capitalized
Interest and investment income      4,349                 1,638
Loss on change in value of           (27,023)              -
derivatives
Other income                        95                    247
Total other expense                  (76,671)              (44,289)
Income before income taxes           170,736               202,642
Income tax expense                   (76,748)              (79,040)
Net income                           $       93,988  $      123,602
Foreign currency translation        118                   (172)
adjustment, net of tax
Total comprehensive income           $       94,106  $      123,430
Net income per common share:
Basic                                $             $        
                                     0.02                  0.02
Diluted                              $             $        
                                     0.02                  0.02
Weighted average common shares
outstanding:
Basic                                6,094,784             6,259,803
Diluted                              6,173,848             6,606,276



SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
                                      As of March 31,      As of December 31,
                                      2014                 2013
(in thousands, except share and per   (Unaudited)
share data)
ASSETS
Current assets:
Cash and cash equivalents             $           $         
                                        121,171            134,805
Accounts receivable, net              103,872              103,937
Receivables from distributors         89,486               88,975
Inventory, net                        18,987               13,863
Prepaid expenses                      123,239              110,530
Related party current assets          5,143                9,145
Deferred tax asset                    896,386              937,598
Other current assets                  19,501               20,160
Total current assets                  1,377,785            1,419,013
Property and equipment, net           1,571,460            1,594,574
Long-term restricted investments      5,718                5,718
Deferred financing fees, net          11,988               12,604
Intangible assets, net                2,685,978            2,700,062
Goodwill                              2,203,409            2,204,553
Related party long-term assets        33,663               30,164
Long-term deferred tax asset          834,663              868,057
Other long-term assets                9,511                10,035
Total assets                          $           $         
                                      8,734,175           8,844,780
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $           $         
                                        558,756            578,333
Accrued interest                      57,376               42,085
Current portion of deferred revenue   1,623,668            1,586,611
Current portion of deferred credit on 3,672                3,781
executory contracts
Current maturities of long-term debt  497,516              496,815
Current maturities of long-term       10,970               10,959
related party debt
Related party current liabilities     47,536               20,320
Total current liabilities             2,799,494            2,738,904
Deferred revenue                      146,830              149,026
Deferred credit on executory          558                  1,394
contracts
Long-term debt                        2,943,202            3,093,821
Related party long-term liabilities   15,627               16,337
Other long-term liabilities           103,051              99,556
Total liabilities                     6,008,762            6,099,038
Stockholders' equity:
Preferred stock, undesignated, par
value $0.001 (liquidation preference
of $0.001 per share); 50,000,000      -                    -
shares authorized and 0 shares issued
and outstanding at March 31, 2014 and
December 31, 2013
Common stock, par value $0.001;
9,000,000,000 shares authorized;
6,073,791,343 and 6,096,220,526
shares issued; 6,058,791,343 and      6,074                6,096
6,096,220,526 outstanding, at March
31, 2014 and December 31, 2013,
respectively
Accumulated other comprehensive loss, (190)                (308)
net of tax
Additional paid-in capital            8,607,329            8,674,129
Treasury stock, at cost; 15,000,000
and 0 shares of common stock at March (47,613)             -
31, 2014 and December 31, 2013,
respectively
Accumulated deficit                   (5,840,187)          (5,934,175)
Total stockholders' equity            2,725,413            2,745,742
Total liabilities and stockholders'   $           $         
equity                                8,734,175           8,844,780

SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
                                      For the Three Months Ended March 31,
(in thousands)                        2014                 2013
Cash flows from operating activities:
Net income                            $           $         
                                        93,988           123,602
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization         68,267               67,018
Non-cash interest expense, net of     5,231                5,442
amortization of premium
Provision for doubtful accounts       10,634               11,410
Amortization of deferred income       (694)                (694)
related to equity method investment
Gain on unconsolidated entity         (4,326)              (1,345)
investments, net
Dividend received from unconsolidated 4,222                9,674
entity investment
Loss on disposal of assets            196                  124
Loss on change in value of            27,023               -
derivatives
Share-based payment expense           18,240               14,518
Deferred income taxes                 74,565               83,631
Other non-cash purchase price         (945)                (70,459)
adjustments
Changes in operating assets and
liabilities:
Accounts receivable                   (10,569)             (13,143)
Receivables from distributors         (511)                1,663
Inventory                             (5,124)              5,242
Related party assets                  654                  26
Prepaid expenses and other current    (15,682)             (51,815)
assets
Other long-term assets                522                  1,730
Accounts payable and accrued expenses (68,168)             (97,537)
Accrued interest                      15,291               31,054
Deferred revenue                      34,861               47,480
Related party liabilities             177                  5,891
Other long-term liabilities           3,538                (4,597)
Net cash provided by operating        251,390              168,915
activities
Cash flows from investing activities:
Additions to property and equipment   (28,601)             (26,434)
Acquisition of business, net of cash  1,144                -
acquired
Net cash used in investing activities (27,457)             (26,434)
Cash flows from financing activities:
Proceeds from exercise of stock       259                  10,946
options
Taxes paid in lieu of shares issued   (4,229)              -
for stock-based compensation
Repayment of long-term borrowings and (152,528)            (1,933)
revolving credit facility
Common stock repurchased and retired  (81,069)             (465,712)
Net cash used in financing activities (237,567)            (456,699)
Net decrease in cash and cash         (13,634)             (314,218)
equivalents
Cash and cash equivalents at          134,805              520,945
beginning of period
Cash and cash equivalents at end of   $           $         
period                                 121,171            206,727

Key Operating Metrics

The following table contains our key operating metrics for the three months
ended March 31, 2014 and 2013, respectively. Subscribers to our connected
vehicle services are not included in our subscriber count:

                                  Unaudited
                                  For the Three Months Ended March 31,
(in thousands, except subscriber,
per subscriber and per            2014                   2013
installation amounts)
 Self-pay                       21,255,297             19,874,660
 Paid promotional               4,570,812              4,478,566
Ending subscribers                25,826,109             24,353,226
 Self-pay                       173,480                304,386
 Paid promotional               93,319                 148,504
Net additions                     266,799                452,890
Daily weighted average number of  25,602,139             24,008,472
subscribers
Average self-pay monthly churn    1.9%                   2.0%
New vehicle consumer conversion   42%                    44%
rate
ARPU                              $            $          
                                   12.18                12.05
SAC, per installation             $            $          
                                      35                 47
Customer service and billing      $            $          
expenses, per average subscriber    1.09                1.11
Free cash flow                    $             $         
                                  222,789               142,481
Adjusted EBITDA                   $             $         
                                  334,782               261,871

Glossary

Adjusted EBITDA  - EBITDA is defined as net income before interest and
investment income (loss); interest expense, net of amounts capitalized; income
tax expense and depreciation and amortization. We adjust EBITDA to exclude the
impact of other income and expense, loss on extinguishment of debt, loss on
change in value of derivatives as well as certain other charges discussed
below. This measure is one of the primary Non-GAAP financial measures on which
we (i) evaluate the performance of our businesses, (ii) base our internal
budgets and (iii) compensate management. Adjusted EBITDA is a Non-GAAP
financial performance measure that excludes (if applicable): (i) certain
adjustments as a result of the purchase price accounting for the merger of
Sirius and XM, (ii) depreciation and amortization and (iii) share-based
payment expense. The purchase price accounting adjustments include: (i) the
elimination of deferred revenue associated with the investment in XM Canada,
(ii) recognition of deferred subscriber revenues not recognized in purchase
price accounting, and (iii) elimination of the benefit of deferred credits on
executory contracts, which are primarily attributable to third party
arrangements with an OEM and programming providers. We believe adjusted
EBITDA is a useful measure of the underlying trend of our operating
performance, which provides useful information about our business apart from
the costs associated with our physical plant, capital structure and purchase
price accounting. We believe investors find this Non-GAAP financial measure
useful when analyzing our results and comparing our operating performance to
the performance of other communications, entertainment and media companies. We
believe investors use current and projected adjusted EBITDA to estimate our
current and prospective enterprise value and to make investment decisions.
Because we fund and build-out our satellite radio system through the periodic
raising and expenditure of large amounts of capital, our results of operations
reflect significant charges for depreciation expense. The exclusion of
depreciation and amortization expense is useful given significant variation in
depreciation and amortization expense that can result from the potential
variations in estimated useful lives, all of which can vary widely across
different industries or among companies within the same industry. We also
believe the exclusion of share-based payment expense is useful given the
significant variation in expense that can result from changes in the fair
value as determined using the Black-Scholes-Merton model which varies based on
assumptions used for the expected life, expected stock price volatility and
risk-free interest rates.

Adjusted EBITDA has certain limitations in that it does not take into account
the impact to our statements of comprehensive income of certain expenses,
including share-based payment expense and certain purchase price accounting
for the merger of Sirius and XM. We endeavor to compensate for the limitations
of the Non-GAAP measure presented by also providing the comparable GAAP
measure with equal or greater prominence and descriptions of the reconciling
items, including quantifying such items, to derive the Non-GAAP measure.
Investors that wish to compare and evaluate our operating results after giving
effect for these costs, should refer to net income as disclosed in our
consolidated statements of comprehensive income. Since adjusted EBITDA is a
Non-GAAP financial performance measure, our calculation of adjusted EBITDA may
be susceptible to varying calculations; may not be comparable to other
similarly titled measures of other companies; and should not be considered in
isolation, as a substitute for, or superior to measures of financial
performance prepared in accordance with GAAP. The reconciliation of net income
to the adjusted EBITDA is calculated as follows (in thousands):

                                     Unaudited
                                     For the Three Months Ended March 31,
                                     2014                  2013
Net income (GAAP):                   $       93,988  $      123,602
Add back items excluded from
Adjusted EBITDA:
Purchase price accounting
adjustments:
Revenues                             1,813                 1,813
Operating expenses                   (945)                 (68,409)
Share-based payment expense (GAAP)   18,240                14,518
Depreciation and amortization (GAAP) 68,267                67,018
Interest expense, net of amounts     54,092                46,174
capitalized (GAAP)
Interest and investment income       (4,349)               (1,638)
(GAAP)
Loss on change in value of           27,023                -
derivatives (GAAP)
Other income (GAAP)                  (95)                  (247)
Income tax expense (GAAP)            76,748                79,040
Adjusted EBITDA                      $      334,782   $      261,871

Adjusted Net Income  - We define this Non-GAAP financial measure as our actual
net income adjusted to exclude the impact of certain purchase price accounting
adjustments and the loss on change in value of derivatives, net of income tax
expense. The following table reconciles our actual income before income taxes
to our adjusted net income for the three months ended March31, 2014 and 2013
(in thousands):

                                     Unaudited
                                     For the Three Months Ended March 31,
                                     2014                 2013
Income before income taxes (GAAP):   $      170,736  $      202,642
Add back items excluded from
adjusted net income:
Purchase price accounting
adjustments:
Revenues                             1,813                1,813
Operating expenses                   (945)                (68,409)
Loss on change in value of           27,023               -
derivatives (GAAP)
Adjusted income before income taxes  $      198,627  $      136,046
Allocable income tax expense         (77,266)             (53,058)
Adjusted net income                  $      121,361  $       82,988

Adjusted Revenues and Operating Expenses  - We define this Non-GAAP financial
measure as our actual revenues and operating expenses adjusted to exclude the
impact of certain purchase price accounting adjustments from the merger of
Sirius and XM and share-based payment expense. We use this Non-GAAP financial
measure to manage our business, to set operational goals and as a basis for
determining performance-based compensation for our employees. The following
tables reconcile our actual revenues and operating expenses to our adjusted
revenues and operating expenses for the three months ended March31, 2014 and
2013:

                      Unaudited For the Three Months Ended March 31, 2014
                                   Purchase Price   Allocation of

(in thousands)        As Reported  Accounting       Share-based    Adjusted

                                   Adjustments      Payment
                                                    Expense
Revenue:
Subscriber revenue    $       $         $        $     
                        851,436       -            -    851,436
Advertising revenue   22,214       -                -              22,214
Equipment revenue     23,978       -                -              23,978
Other revenue         100,083      1,813            -              101,896
Total revenue         $       $         $        $     
                        997,711    1,813              -    999,524
Operating expenses
Cost of services:
Revenue share and     $       $         $        $     
royalties               195,411       -            -    195,411
Programming and       74,870       945              (2,215)        73,600
content
Customer service and  91,069       -                (577)          90,492
billing
Satellite and         21,380       -                (946)          20,434
transmission
Cost of equipment     7,804        -                -              7,804
Subscriber            123,022      -                -              123,022
acquisition costs
Sales and marketing   76,327       -                (3,566)        72,761
Engineering, design   15,911       -                (1,926)        13,985
and development
General and           76,243       -                (9,010)        67,233
administrative
Depreciation and      68,267       -                -              68,267
amortization (a)
Share-based payment   -            -                18,240         18,240
expense
Total operating       $       $         $        $     
expenses                750,304     945             -    751,249

(a) Purchase price accounting adjustments included above exclude the
incremental depreciation and amortization associated with the $785,000 stepped
up basis in property, equipment and intangible assets as a result of the
merger of Sirius and XM. The increased depreciation and amortization for the
three months ended March 31, 2014 was $10,000.



                      Unaudited For the Three Months Ended March 31, 2013
                                   Purchase Price   Allocation of

(in thousands)        As Reported  Accounting       Share-based    Adjusted

                                   Adjustments      Payment
                                                    Expense
Revenue:
Subscriber revenue    $       $         $        $     
                        783,342       -            -    783,342
Advertising revenue   20,211       -                -              20,211
Equipment revenue     18,156       -                -              18,156
Other revenue         75,689       1,813            -              77,502
Total revenue         $       $         $        $     
                        897,398    1,813              -    899,211
Operating expenses
Cost of services:
Revenue share and     $       $         $        $     
royalties               148,531   39,761               -    188,292
Programming and       74,610       2,478            (1,642)        75,446
content
Customer service and  80,394       -                (470)          79,924
billing
Satellite and         19,695       -                (850)          18,845
transmission
Cost of equipment     7,027        -                -              7,027
Subscriber            116,111      22,005           -              138,116
acquisition costs
Sales and marketing   65,899       4,165            (3,061)        67,003
Engineering, design   14,842       -                (1,647)        13,195
and development
General and           56,340       -                (6,848)        49,492
administrative
Depreciation and      67,018       -                -              67,018
amortization (a)
Share-based payment   -            -                14,518         14,518
expense
Total operating       $       $         $        $     
expenses                650,467   68,409               -    718,876

(a) Purchase price accounting adjustments included above exclude the
incremental depreciation and amortization associated with the $785,000 stepped
up basis in property, equipment and intangible assets as a result of the
merger of Sirius and XM. The increased depreciation and amortization for the
three months ended March 31, 2013 was $13,000.

ARPU  - is derived from total earned subscriber revenue, advertising revenue
and other subscription-related revenue, excluding revenue associated with our
connected vehicle business, net of purchase price accounting adjustments,
divided by the number of months in the period, divided by the daily weighted
average number of subscribers for the period. Other subscription-related
revenue includes the U.S. Music Royalty Fee. ARPU is calculated as follows
(in thousands, except for subscriber and per subscriber amounts):

                                        Unaudited
                                        For the Three Months Ended March 31,
                                        2014                2013
Subscriber revenue, excluding connected $    832,804    $    783,342
vehicle (GAAP)
Add: advertising revenue (GAAP)         22,214              20,211
Add: other subscription-related revenue 80,768              64,137
(GAAP)
                                        $    935,786    $    867,690
Daily weighted average number of        25,602,139          24,008,472
subscribers
ARPU                                    $      12.18  $      12.05

Average self-pay monthly churn  - is defined as the monthly average of
self-pay deactivations for the period divided by the average number of
self-pay subscribers for the period.

Customer service and billing expenses, per average subscriber - is derived
from total customer service and billing expenses, excluding connected vehicle
customer service and billing expenses and share-based payment expense, divided
by the number of months in the period, divided by the daily weighted average
number of subscribers for the period. We believe the exclusion of share-based
payment expense in our calculation of customer service and billing expenses,
per average subscriber, is useful given the significant variation in expense
that can result from changes in the fair market value of our common stock, the
effect of which is unrelated to the operational conditions that give rise to
variations in the components of our customer service and billing expenses.
Customer service and billing expenses, per average subscriber, is calculated
as follows (in thousands, except for subscriber and per subscriber amounts):

                                      Unaudited
                                      For the Three Months Ended

                                      March 31,
                                      2014                 2013
Customer service and billing
expenses, excluding connected vehicle $     84,103    $     80,394
(GAAP)
Less: share-based payment expense     (577)                (470)
(GAAP)
                                      $     83,526    $     79,924
Daily weighted average number of      25,602,139           24,008,472
subscribers
Customer service and billing          $       1.09  $       1.11
expenses, per average subscriber

Free cash flow  - is derived from cash flow provided by operating activities,
capital expenditures and restricted and other investment activity. The
calculation for free cash flow and free cash flow per diluted share are as
follows (in thousands, except per share data):

                                  Unaudited
                                  For the Three Months Ended

                                  March 31,
                                  2014                   2013
Cash Flow information
Net cash provided by operating    $     251,390     $     168,915
activities
Net cash used in investing        $      (27,457)   $      (26,434)
activities
Net cash used in financing        $     (237,567)    $     (456,699)
activities
Free Cash Flow
Net cash provided by operating    $     251,390     $     168,915
activities
Additions to property and         (28,601)               (26,434)
equipment
Free cash flow                    $     222,789     $     142,481
Diluted weighted average common   6,173,848              6,606,276
shares outstanding
Free cash flow per diluted share  $        0.04  $        0.02

New vehicle consumer conversion rate  - is defined as the percentage of owners
and lessees of new vehicles that receive our satellite radio service and
convert to become self-paying subscribers after the initial promotion period.
At the time satellite radio enabled vehicles are sold or leased, the owners or
lessees generally receive trial subscriptions ranging from three to twelve
months. Promotional periods generally include the period of trial service plus
30 days to handle the receipt and processing of payments. We measure
conversion rate three months after the period in which the trial service ends.
The metric excludes rental and fleet vehicles.

Subscriber acquisition cost, per installation - or SAC, per installation, is
derived from subscriber acquisition costs and margins from the sale of radios
and accessories, excluding purchase price accounting adjustments, divided by
the number of satellite radio installations in new vehicles and shipments of
aftermarket radios for the period. Purchase price accounting adjustments
associated with the merger of Sirius and XM include the elimination of the
benefit of amortization of deferred credits on executory contracts recognized
at the merger date attributable to an OEM. SAC, per installation, is
calculated as follows (in thousands, except for installation amounts):

                                       Unaudited
                                       For the Three Months Ended

                                       March 31,
                                       2014                  2013
Subscriber acquisition costs (GAAP)    $    123,022      $     116,111
Less: margin from direct sales of      (16,174)              (11,129)
radios and accessories (GAAP)
Add: purchase price accounting         -                     22,005
adjustments
                                       $    106,848      $     126,987
Installations                          3,078,510             2,710,893
SAC, per installation                  $         35  $        
                                                             47

About SiriusXM

Sirius XM Holdings Inc. (NASDAQ: SIRI) is the world's largest radio
broadcaster measured by revenue and has 25.8 million subscribers. SiriusXM
creates and broadcasts commercial-free music; premier sports talk and live
events; comedy; news; exclusive talk and entertainment; and the most
comprehensive Latin music, sports and talk programming in radio. SiriusXM is
available in vehicles from every major car company in the U.S. and from
retailers nationwide as well as at shop.siriusxm.com. SiriusXM programming is
available through the SiriusXM Internet Radio App for smartphones and other
connected devices as well as online at siriusxm.com. SiriusXM also provides
premium traffic, weather, data and information services for subscribers in
cars, trucks, RVs, boats and aircraft through SiriusXM Traffic™, SiriusXM
Travel Link, NavTraffic®, NavWeather™, SiriusXM Aviation, SiriusXM Marine™,
Sirius Marine Weather, XMWX Aviation™, and XMWX Marine™. SiriusXM holds a
minority interest in SiriusXM Canada which has more than 2 million
subscribers.

On social media, join the SiriusXM community on Facebook, Twitter, Instagram,
and YouTube.

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 future financial and
operating results, our plans, objectives, expectations and intentions with
respect to future operations, products and services; and other statements
identified by words such as "will likely result," "are expected to," "will
continue," "is anticipated," "estimated," "believe," "intend," "plan,"
"projection," "outlook" or words of similar meaning. 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 may differ
materially from the results anticipated in these forward-looking statements.

The following factors, among others, could cause actual results to differ
materially from the anticipated results or other expectations expressed in the
forward-looking statements: our competitive position versus other radio and
audio entertainment providers; our ability to attract and retain subscribers,
which is uncertain; our dependence upon the auto industry; general economic
conditions; failure of our satellites, which, in most cases, are not insured;
the interruption or failure of our information and communications systems; the
security of the personal information about our customers; royalties we pay for
music rights, which increase over time; the unfavorable outcome of pending or
future litigation; our failure to realize benefits of acquisitions; rapid
technological and industry change; failure of third parties to perform;
changes in consumer protection laws and their enforcement; failure to comply
with FCC requirements and other government regulations; and our indebtedness.
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, 2013, which is 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.

E-SIRI

Contact Information for Investors and Financial Media:

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.

Website: http://www.siriusxm.com
 
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