Sirius XM enters definitive agreement for Liberty SiriusXM split-off and merger

SIRIUS XM HOLDINGS INC.

Liberty Media to split-off New Sirius, which will merge with SiriusXM; New Sirius renamed Sirius XM Holdings Inc.
John C. Malone trusts (≈48% voting power) agree to vote LSXMA/LSXMB shares in favor of Split-Off.
SiriusXM stockholder approval obtained via written consent from Liberty subsidiary; no shareholder meeting.
$1.1B 364-day senior secured bridge loan committed by Morgan Stanley, BofA, JPMorgan for refinancing/fees.
Closing requires LSXMA/LSXMB vote, antitrust/communications approvals, tax opinions, and Nasdaq listing.

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