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

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.

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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 million in 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 stands near an all-time high at 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:


-- Subscribers 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.
-- Adjusted 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.
-- Free 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:


-- Net subscriber additions of approximately 1.25 million,
-- Revenue of over $4.0 billion,
-- Adjusted EBITDA of approximately $1.38 billion, and
-- Free 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 data) 2014 2013
---- ----

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
capitalized (54,092) (46,174)

Interest and
investment
income 4,349 1,638

Loss on change
in value of
derivatives (27,023) -

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
adjustment,
net of tax 118 (172)

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 share data) (Unaudited)

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 executory contracts 3,672 3,781

Current maturities of long-term debt 497,516 496,815

Current maturities of long-term related party debt 10,970 10,959

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 contracts 558 1,394

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 6,096,220,526 outstanding, at
March 31, 2014 and December 31, 2013, respectively 6,074 6,096

Accumulated other comprehensive loss, net of tax (190) (308)

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 31, 2014
and December 31, 2013, respectively (47,613) -

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 amortization of
premium 5,231 5,442

Provision for doubtful
accounts 10,634 11,410

Amortization of deferred
income related to equity
method investment (694) (694)

Gain on unconsolidated entity
investments, net (4,326) (1,345)

Dividend received from
unconsolidated entity
investment 4,222 9,674

Loss on disposal of assets 196 124

Loss on change in value of
derivatives 27,023 -

Share-based payment expense 18,240 14,518

Deferred income taxes 74,565 83,631

Other non-cash purchase price
adjustments (945) (70,459)

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 assets (15,682) (51,815)

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
activities 251,390 168,915
------- -------


Cash flows from investing activities:

Additions to property and
equipment (28,601) (26,434)

Acquisition of business, net
of cash acquired 1,144 -

Net cash used in investing
activities (27,457) (26,434)
------- -------


Cash flows from financing activities:

Proceeds from exercise of
stock options 259 10,946

Taxes paid in lieu of shares
issued for stock-based
compensation (4,229) -

Repayment of long-term
borrowings and revolving
credit facility (152,528) (1,933)

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
equivalents (13,634) (314,218)

Cash and cash equivalents at
beginning of period 134,805 520,945

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 installation
amounts) 2014 2013
---- ----


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
subscribers 25,602,139 24,008,472
========== ==========


Average self-pay
monthly churn 1.9% 2.0%
=== ===


New vehicle consumer
conversion rate 42% 44%
=== ===


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
capitalized (GAAP) 54,092 46,174

Interest and
investment income
(GAAP) (4,349) (1,638)

Loss on change in
value of derivatives
(GAAP) 27,023 -

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 March 31, 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 derivatives
(GAAP) 27,023 -

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 March 31, 2014 and 2013:












Unaudited For the Three Months Ended March 31, 2014
---------------------------------------------------

(in thousands) As Reported Purchase Price Allocation of Adjusted

Accounting Share-based

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 content 74,870 945 (2,215) 73,600

Customer service and billing 91,069 - (577) 90,492

Satellite and transmission 21,380 - (946) 20,434

Cost of equipment 7,804 - - 7,804

Subscriber acquisition costs 123,022 - - 123,022

Sales and marketing 76,327 - (3,566) 72,761

Engineering, design and development 15,911 - (1,926) 13,985

General and administrative 76,243 - (9,010) 67,233

Depreciation and amortization (a) 68,267 - - 68,267

Share-based payment expense - - 18,240 18,240

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
---------------------------------------------------

(in thousands) As Reported Purchase Price Allocation of Adjusted

Accounting Share-based

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 content 74,610 2,478 (1,642) 75,446

Customer service and billing 80,394 - (470) 79,924

Satellite and transmission 19,695 - (850) 18,845

Cost of equipment 7,027 - - 7,027

Subscriber acquisition costs 116,111 22,005 - 138,116

Sales and marketing 65,899 4,165 (3,061) 67,003

Engineering, design and development 14,842 - (1,647) 13,195

General and administrative 56,340 - (6,848) 49,492

Depreciation and amortization (a) 67,018 - - 67,018

Share-based payment expense - - 14,518 14,518

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 vehicle (GAAP) $832,804 $783,342

Add: advertising revenue (GAAP) 22,214 20,211

Add: other subscription-related
revenue (GAAP) 80,768 64,137

$935,786 $867,690
======== ========


Daily weighted average number of
subscribers 25,602,139 24,008,472
========== ==========


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 (GAAP) $84,103 $80,394

Less: share-based payment
expense (GAAP) (577) (470)

$83,526 $79,924
======= =======


Daily weighted average number
of subscribers 25,602,139 24,008,472
========== ==========


Customer service and billing
expenses, per average
subscriber $1.09 $1.11
===== =====
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
activities $251,390 $168,915

Net cash used in investing
activities $(27,457) $(26,434)

Net cash used in financing
activities $(237,567) $(456,699)

Free Cash Flow

Net cash provided by operating
activities $251,390 $168,915

Additions to property and
equipment (28,601) (26,434)

Free cash flow $222,789 $142,481
======== ========


Diluted weighted average common
shares outstanding 6,173,848 6,606,276
========= =========


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 radios and accessories
(GAAP) (16,174) (11,129)

Add: purchase price accounting
adjustments - 22,005

$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(TM), SiriusXM Travel Link, NavTraffic®, NavWeather(TM), SiriusXM Aviation, SiriusXM Marine(TM), Sirius Marine Weather, XMWX Aviation(TM), and XMWX Marine(TM). 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

Logo - http://photos.prnewswire.com/prnh/20101014/NY82093LOGO



SOURCE Sirius XM Holdings Inc.

Photo:http://photos.prnewswire.com/prnh/20101014/NY82093LOGO
http://photoarchive.ap.org/
Sirius XM Holdings Inc.

Web Site: http://www.siriusxm.com


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