Sirius XM (SIRI) and Liberty Media (LSXMA) Announce Final Exchange Ratio for the Split-Off Transactions

Liberty Media Corporation (“Liberty Media”) (Nasdaq: LSXMA, LSXMB, LSXMK, FWONA, FWONK, LLYVA, LLYVK) and Sirius XM Holdings Inc. (Nasdaq: SIRI) (“Sirius XM”) announced today that, assuming the requisite conditions to the previously announced redemptive split-off (the “Split-Off”) of Liberty Sirius XM Holdings Inc. (“New Sirius”) are satisfied or waived, as applicable, at 4:05 p.m., New York City time, on September 9, 2024, Liberty Media will redeem each outstanding share of Series A Liberty SiriusXM common stock (“LSXMA”), Series B Liberty SiriusXM common stock (“LSXMB”) and Series C Liberty SiriusXM common stock (“LSXMK”, and together with LSXMA and LSXMB, the “Liberty SiriusXM common stock”) in exchange for 0.8375 of a share of common stock of New Sirius, with cash paid in lieu of any fractional shares. Upon the Split-Off, New Sirius will be the owner of all of the businesses, assets and liabilities previously attributed to the Liberty SiriusXM Group.

Following the Split-Off at 6:00 p.m., New York City time, on September 9, 2024, a wholly owned subsidiary of New Sirius will merge with Sirius XM (the “Merger”), and Sirius XM stockholders (other than New Sirius and its subsidiaries) will receive one-tenth (0.1) of a share of New Sirius common stock, with cash paid in lieu of any fractional shares. The Split-Off and the Merger will create a new public company which will continue to operate under the Sirius XM name and brand. The shares of New Sirius common stock will be listed on the Nasdaq Stock Market under the ticker symbol “SIRI” and will begin trading on the Nasdaq Stock Market on September 10, 2024.

Liberty Media and Sirius XM expect that New Sirius will have approximately 339.1 million shares of New Sirius common stock outstanding immediately following the consummation of the Split-Off and Merger, of which former holders of Liberty SiriusXM common stock are expected to own approximately 81% of New Sirius and former Sirius XM minority stockholders are expected to own the remaining 19% of New Sirius.

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