Sirius XM Radio LLC plans to issue $1 billion in Senior Notes maturing in 2032.

Sirius XM Holdings Inc. has recently made an announcement regarding its intention to offer $1,000,000,000 of Senior Notes due 2032 through its subsidiary, Sirius XM Radio LLC. This offer will be made to qualified institutional buyers and non-U.S. persons in compliance with Securities Act regulations. The net proceeds from this offering, along with existing cash reserves, will be used to purchase 3.125% Senior Notes due 2026 and, if necessary, to redeem or discharge any remaining notes.

The 3.125% Notes are currently redeemable at 100.000% of the principal amount plus accrued interest. As of December 31, 2025, $1,000,0000,000 worth of 3.125% Notes were outstanding. It is important to note that these securities have not been registered under the Securities Act and may only be offered or sold in compliance with exemptions from registration requirements.

The announcement serves as a notice of the intended offer for the new notes and the 3.125% Notes and is not a solicitation for purchase. SiriusXM is a prominent audio entertainment company in North America, offering a range of services including SiriusXM subscription entertainment, Pandora music streaming, podcasts, and business solutions. With approximately 170 million monthly listeners, SiriusXM provides diverse content across music, talk, news, and sports.

The company cautions that forward-looking statements in this announcement, such as the terms and timing of the note offering and the use of proceeds, are subject to uncertainties and contingencies beyond their control. Factors such as increased competition, subscriber losses, ineffective marketing efforts, reliance on third parties, and economic conditions could impact actual results and event timing.

In the SiriusXM business sector, changing consumer behavior and new technologies may affect subscriber numbers and revenue. Satellite failures and wireless interference are risks to consider. For the Pandora and Off-platform business, advertising revenue is a significant factor, and reduced spending by advertisers could impact financial performance.

Overall, Sirius XM Holdings Inc.’s intended note offering highlights their strategic financial planning and commitment to addressing existing debt obligations. The company’s diversified audio entertainment services position them as a key player in the industry, catering to a large audience with a variety of content options. While forward-looking statements always come with inherent uncertainties, SiriusXM’s solid track record and market presence suggest a strong foundation for continued growth in the audio entertainment sector.