SiriusXM and Liberty Media agree tracking stock merger; New SiriusXM single share class, ~8.4:1 ratio for LSXM holders

SIRIUS XM HOLDINGS INC.

Transaction combines Liberty Media's Liberty SiriusXM tracking stock (LSXMA/B/K) with SiriusXM into New SiriusXM, traded under SIRI.
LSXM stockholders receive ~8.4 shares of New SiriusXM per LSXM share; existing SIRI minority holders receive 1:1.
Pro forma ownership: former LSXM holders ~81%, SIRI minority ~19%; approximately 3,392M basic shares outstanding.
Expected close early Q3 2024, subject to LSXM stockholder vote, tax opinions, and regulatory approvals; Malone trusts committed to vote in favor.
Committed $1.1B financing from Morgan Stanley, BofA, J.P. Morgan to refinance Liberty Media's exchangeable notes and margin loan.

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