Sirius XM Radio Inc. Prices Offering Of $1.5 Billion Of 6.00% Senior Notes due 2024

Sirius XM Radio Inc. Prices Offering Of $1.5 Billion Of 6.00% Senior Notes due

PR Newswire

NEW YORK, May 1, 2014

NEW YORK, May 1, 2014 /PRNewswire/ --SiriusXM announced today that its
subsidiary, Sirius XM Radio Inc., priced an offering of $1.5 billionof Senior
Notes due 2024.


The notes are to be sold to qualified institutional buyers pursuant to Rule
144A under the Securities Act of 1933, as amended, and outside the United
States in compliance with Regulation S of the Securities Act. The notes will
bear interest at an annual rate of 6.00%. 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 for general
corporate purposes, which may include, from time to time and as market
conditions warrant, the repurchase, redemption, defeasance, tender or
repayment of its outstanding senior or subordinated indebtedness, including
any borrowings outstanding under its revolving credit facility, and dividends
to SiriusXM, its parent corporation, to fund share repurchases of SiriusXM's
common stock. Pending application of these amounts, the company currently
expects to maintain any excess amount as cash on hand.

The securities will not be registered under the Securities Act, or any state
securities laws, and may not be offered or sold inthe 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 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

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 SiriusXM programming is
available through the SiriusXM Internet Radio App for smartphones and other
connected devices as well as online at 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

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 ( 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.


Contact Information for Investors and Financial Media:


Hooper Stevens
212 901 6718


Patrick Reilly
212 901 6646


SOURCE Sirius XM Holdings Inc.

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