SiriusXM Reports Second Quarter 2015 Results and Increases Guidance

SiriusXM Reports Second Quarter 2015 Results and Increases Guidance

NEW YORK, July 28, 2015 /PRNewswire/ --


-- Self-pay Net Additions Increase 37% to 519,000
-- Record Second Quarter Revenue up 8% to $1.12 Billion
-- Net Income of $103 Million, Including a Pre-tax $108 Million Settlement
-- Adjusted EBITDA Climbs 12% to a Record $415 Million
-- Free Cash Flow Reaches $371 Million, up 11%
-- GAAP EPS of $0.02; Adjusted EPS of $0.03, Excluding Settlement
SiriusXM today announced second quarter 2015 operating and financial results, including record second quarter revenue of $1.12 billion, up 8% versus the second quarter of 2014.

http://photos.prnewswire.com/prnvar/20101014/NY82093LOGO

Net income in the second quarter of 2015 was $103 million, including a pre-tax $108 million charge to settle certain royalty litigation, versus $120 million in the second quarter of 2014. Net income per diluted common share was $0.02 in the second quarter of 2015 and 2014. Adjusted EBITDA was $415 million in the second quarter of 2015, up 12% from $370 million in the second quarter of 2014.

Adjusted net income was $170 million in the second quarter of 2015, up 29% from $131 million in the second quarter of 2014. Adjusted net income per diluted common share was $0.03 in the second quarter of 2015 compared to $0.02 in the second quarter of 2014. Adjusted net income excludes the impact of the settlement of certain royalty litigation during the second quarter of 2015.

"After another quarter of exceptional execution and subscriber growth, we are increasing our subscriber guidance for the second time this year to approximately 1.8 million net additions. We are also increasing guidance for revenue, adjusted EBITDA and free cash flow. Self-pay net additions of 519,000 were the strongest second quarter result since 2007, and our quarterly self-pay churn rate of 1.6% was outstanding. The economy continues to get stronger, our execution has never been better, and demand for our differentiated content bundle remains very high," said Jim Meyer, Chief Executive Officer, SiriusXM.

"We are focused on delivering the best, most compelling and most entertaining audio content available. Listeners are attracted to our diverse and exclusive content, such as our broadcasts of the Grateful Dead's historic concerts in Chicago, our two live exclusive subscriber concerts by Pitbull and James Taylor, and broadcasts of leading music festivals including Coachella, Bonnaroo, and The Electric Daisy Carnival. This fall we will bring our subscribers an exclusive channel created with the talented Andy Cohen, and launch our new exclusive 24/7 original headline news channel with FOX News," added Meyer.

SECOND QUARTER 2015 HIGHLIGHTS


-- Strong subscriber growth continues. SiriusXM added 692,000 net new
subscribers in the second quarter, a 46% increase from the 475,000 net
new subscribers added in the second quarter of 2014. Self-pay net
subscriber additions were 519,000 in the second quarter of 2015 compared
to 380,000 in the second quarter of 2014, which made it the largest
second quarter for self-pay subscriber growth since 2007. Total paid
subscribers reached 28.4 million, and self-pay subscribers reached 23.4
million, both record highs.
-- Record-low post-merger churn rate of 1.6%. The self-pay churn rate of
1.6% in the second quarter was the best on record since Sirius and XM
were combined in 2008, a decrease from 1.8% in the prior year period.
This trend demonstrates the strong, sustainable demand for satellite
radio.
-- Second quarter adjusted EBITDA rises 12%. Adjusted EBITDA of $415
million in the second quarter of 2015 was the highest quarterly amount
in the company's history, an increase of 12% over the $370 million
reported in the second quarter of 2014. Adjusted EBITDA margin was 37%,
equal to the record high margin set in the first quarter of 2015.
-- Free cash flow per diluted share increases 25%. Free cash flow of $371
million was up 11% from $335 million in the second quarter of 2014. With
increased cash flow and a lower share count from the company's share
repurchase program, free cash flow per diluted share climbed 25% to 6.7
cents in the second quarter of 2015, up from 5.4 cents in the second
quarter of 2014.
-- Revolving credit facility increased to $1.75 billion and extended to
2020. In the second quarter the company amended its revolving credit
facility, increasing it from $1.25 billion to $1.75 billion and
extending its maturity from 2017 to 2020.
-- Pre-72 litigation settlement. The company entered into an agreement to
settle certain outstanding litigation relating to the use of recordings
fixed prior to February 15, 1972. These plaintiffs have represented that
they own or control approximately 80% of the pre-1972 recordings the
company has historically used. Pursuant to the settlement, the company
will pay the plaintiffs $210 million for past claims and the continued
use of their recordings through 2017. As part of the settlement, the
company has the right to enter into a license with each plaintiff to
broadcast its pre-1972 recordings from 2018 through 2022. The royalty
rate for each license will be determined by negotiation or, if
necessary, binding arbitration.
"We repurchased 144 million shares for $560 million during the second quarter, and this year through yesterday we have repurchased 338 million shares for approximately $1.3 billion. Our growing free cash flow, low leverage and undrawn credit facility allow us to continue investing in growth, while providing flexibility to pursue strategic opportunities and return capital to shareholders," noted David Frear, Chief Financial Officer, SiriusXM.

INCREASED 2015 GUIDANCE

"Our performance in the first half has been phenomenal on all fronts," Frear added. "As a result, we are increasing guidance across the board for subscribers, revenue, adjusted EBITDA, and free cash flow. Our adjusted EBITDA guidance includes approximately $19 million of incremental expense from the reported royalty litigation settlement that will be reflected in the second half of 2015. Reported free cash flow in the second half of 2015 will exclude the cash payment we expect to make this month under the settlement."

Our full year 2015 guidance is as follows:





-- Net self-pay subscriber additions of approximately 1.6 million,
-- Total net subscriber additions of approximately 1.8 million,
-- Revenue of approximately $4.5 billion,
-- Adjusted EBITDA of approximately $1.62 billion, and
-- Free cash flow of approximately $1.3 billion.


SECOND QUARTER 2015 RESULTS



SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)


For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

(in thousands, except per share data) 2015 2014 2015 2014
---- ---- ---- ----

Revenue:

Subscriber revenue $940,077 $878,160 $1,851,547 $1,729,596

Advertising revenue 28,839 25,498 55,712 47,712

Equipment revenue 29,263 27,616 54,104 51,594

Other revenue 125,031 104,071 242,837 204,154
------- ------- ------- -------

Total revenue 1,123,210 1,035,345 2,204,200 2,033,056

Operating expenses:

Cost of services:

Revenue share and royalties 331,517 200,221 544,495 395,632

Programming and content 69,370 69,570 140,516 144,440

Customer service and billing 91,932 90,092 184,029 181,161

Satellite and transmission 21,714 21,272 43,018 42,651

Cost of equipment 10,930 12,030 19,775 19,834

Subscriber acquisition costs 136,504 124,407 258,764 247,429

Sales and marketing 86,493 77,759 165,237 154,086

Engineering, design and development 16,088 15,630 31,048 31,541

General and administrative 72,137 72,582 151,960 148,825

Depreciation and amortization 67,096 67,204 132,123 135,471

Total operating expenses 903,781 750,767 1,670,965 1,501,070
------- ------- --------- ---------

Income from operations 219,429 284,578 533,235 531,986

Other income (expense):

Interest expense, net of amounts capitalized (75,380) (67,521) (145,288) (121,613)

Interest and investment income (loss) 4,032 (1,066) 5,013 3,283

Loss on change in value of derivatives - (7,463) - (34,485)

Other income (loss) 189 (1,745) (69) (1,652)

Total other expense (71,159) (77,795) (140,344) (154,467)
------- ------- -------- --------

Income before income taxes 148,270 206,783 392,891 377,519

Income tax expense (45,421) (86,822) (184,350) (163,570)

Net income $102,849 $119,961 $208,541 $213,949
======== ======== ======== ========

Foreign currency translation adjustment, net of tax (9) (40) (9) 78

Total comprehensive income $102,840 $119,921 $208,532 $214,027
======== ======== ======== ========

Net income per common share:

Basic $0.02 $0.02 $0.04 $0.04
===== ===== ===== =====

Diluted $0.02 $0.02 $0.04 $0.04
===== ===== ===== =====

Weighted average common shares outstanding:

Basic 5,443,590 5,865,032 5,506,818 5,979,273
========= ========= ========= =========

Diluted 5,507,601 6,210,078 5,570,445 6,054,771
========= ========= ========= =========








SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

As of June30, As of December 31,

2015 2014
---- ----

(in thousands, except per
share data) (unaudited)

ASSETS

Current assets:

Cash and cash equivalents $294,053 $147,724

Receivables, net 240,325 220,579

Inventory, net 24,599 19,397

Prepaid expenses 122,996 116,336

Related party current assets 4,097 4,344

Deferred tax asset 903,376 1,038,603

Other current assets 40,920 2,763
------ -----

Total current assets 1,630,366 1,549,746

Property and equipment, net 1,463,827 1,510,112

Long-term restricted
investments 9,888 5,922

Deferred financing fees, net 15,377 12,021

Intangible assets, net 2,618,802 2,645,046

Goodwill 2,205,107 2,205,107

Related party long-term assets - 3,000

Long-term deferred tax asset 395,224 437,736

Other long-term assets 69,480 6,819

Total assets $8,408,071 $8,375,509
========== ==========

LIABILITIES AND STOCKHOLDERS'
EQUITY

Current liabilities:

Accounts payable and accrued
expenses $787,040 $587,755

Accrued interest 97,243 80,440

Current portion of deferred
revenue 1,694,232 1,632,381

Current portion of deferred
credit on executory contracts - 1,394

Current maturities of long-
term debt 8,074 7,482

Related party current
liabilities 4,687 4,340
----- -----

Total current liabilities 2,591,276 2,313,792

Deferred revenue 156,229 151,901

Long-term debt 5,108,336 4,493,863

Related party long-term
liabilities 12,215 13,635

Other long-term liabilities 92,751 92,481

Total liabilities 7,960,807 7,065,672
--------- ---------

Stockholders' equity:

Common stock, par value
$0.001; 9,000,000 shares
authorized; 5,379,798 and
5,653,529 shares issued;
5,370,298 and 5,646,119
outstanding at June 30, 2015
and December 31, 2014,
respectively 5,379 5,653

Accumulated other
comprehensive loss, net of
tax (411) (402)

Additional paid-in capital 5,710,484 6,771,554

Treasury stock, at cost; 9,500
and 7,410 shares of common
stock at June 30, 2015 and
December 31, 2014,
respectively (35,795) (26,034)

Accumulated deficit (5,232,393) (5,440,934)
---------- ----------

Total stockholders' equity 447,264 1,309,837
------- ---------

Total liabilities and
stockholders' equity $8,408,071 $8,375,509
========== ==========








SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

For the Six Months Ended June 30,
---------------------------------

(in thousands) 2015 2014
---- ----

Cash flows from operating activities:

Net income $208,541 $213,949

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 132,123 135,471

Non-cash interest expense,
net of amortization of
premium 3,868 10,779

Provision for doubtful
accounts 21,919 21,287

Amortization of deferred
income related to equity
method investment (1,388) (1,388)

Gain on unconsolidated entity
investments, net - (966)

Dividend received from
unconsolidated entity
investment 7,677 8,554

Loss on change in value of
derivatives - 34,485

Share-based payment expense 38,941 36,027

Deferred income taxes 177,739 157,965

Other non-cash purchase price
adjustments (1,394) (1,890)

Changes in operating assets and liabilities:

Receivables (41,665) (30,651)

Inventory (5,202) (7,692)

Related party, net (4,117) 2,837

Prepaid expenses and other
current assets (44,821) (1,057)

Other long-term assets (62,663) 1,238

Accounts payable and accrued
expenses 199,532 (40,098)

Accrued interest 16,803 12,943

Deferred revenue 66,179 44,981

Other long-term liabilities 269 (4,702)

Net cash provided by operating
activities 712,341 592,072
------- -------

Cash flows from investing activities:

Additions to property and
equipment (61,229) (58,417)

Purchases of restricted and
other investments (3,966) -

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

Return of capital from
investment in unconsolidated
entity - 24,178

Net cash used in investing
activities (65,195) (33,095)
------- -------

Cash flows from financing activities:

Proceeds from exercise of
stock options - 260

Taxes paid in lieu of shares
issued for stock-based
compensation (15,420) (7,313)

Proceeds from long-term
borrowings and revolving
credit facility, net of costs 1,259,346 1,921,230

Repayment of long-term
borrowings and revolving
credit facility (660,549) (905,815)

Common stock repurchased and
retired (1,084,194) (1,532,164)

Net cash used in financing
activities (500,817) (523,802)
-------- --------

Net increase in cash and cash
equivalents 146,329 35,175

Cash and cash equivalents at
beginning of period 147,724 134,805

Cash and cash equivalents at
end of period $294,053 $169,980
======== ========




Key Operating Metrics

The following table contains our key operating metrics based on our adjusted results of operations for the three and six months ended June 30, 2015 and 2014, respectively. Subscribers and subscription related revenues and expenses associated with our connected vehicle services are not included in our subscriber count or subscriber-based operating metrics:



Unaudited
---------

(in thousands, except per subscriber and per installation amounts) For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

2015 2014 2015 2014
---- ---- ---- ----

Self-pay subscribers 23,436 21,635 23,436 21,635

Paid promotional subscribers 4,999 4,667 4,999 4,667

Ending subscribers (a) 28,434 26,302 28,434 26,302
====== ====== ====== ======


Self-pay subscribers 519 380 913 553

Paid promotional subscribers 173 96 210 189

Net additions (a) 692 475 1,123 742
=== === ===== ===


Daily weighted average number of subscribers 28,031 26,006 27,720 25,805
====== ====== ====== ======


Average self-pay monthly churn 1.6% 1.8% 1.7% 1.9%
=== === === ===


New vehicle consumer conversion rate 41% 42% 41% 42%
=== === === ===


ARPU $12.42 $12.36 $12.34 $12.27

SAC, per installation $32 $33 $33 $34

Customer service and billing expenses, per average subscriber $0.99 $1.05 $1.00 $1.07

Free cash flow $370,914 $335,044 $647,146 $557,833

Adjusted EBITDA $414,962 $370,437 $814,189 $705,220

(a) Note: Amounts may not sum as a result of rounding.






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 on-going core operating results period over period, (ii) base our internal budgets and (iii) compensate management. As such, 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 Sirius and XM merger, (ii) depreciation and amortization, (iii) share-based payment expense and (iv) other significant operating expense (income) that does not relate to the on-going performance of our business. 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 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 believe the exclusion of share-based payment expense is useful given share-based payment expense is not directly related to the operational conditions of our business. We also believe the exclusion of the pre-1972 sound recordings legal settlement is useful as it does not represent an expense incurred as part of normal operations for the period. The portion of the pre-1972 sound recordings legal settlement related to the future period of July 2015 through December 2017 will not be excluded from adjusted EBITDA in future periods as the royalty expense will relate to the on-going performance of our business.

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 Sirius and XM merger. 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 unaudited 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:



Unaudited
---------

For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

(in thousands) 2015 2014 2015 2014
---- ---- ---- ----


Net income (GAAP): $102,849 $119,961 $208,541 $213,949

Add back items excluded from Adjusted EBITDA:

Purchase price accounting adjustments:

Revenues 1,813 1,813 3,626 3,626

Operating expenses (558) (945) (1,394) (1,890)

Pre-1972 sound recordings legal settlement (GAAP) 107,658 - 107,658 -

Share-based payment expense (GAAP) 19,524 17,787 38,941 36,027

Depreciation and amortization (GAAP) 67,096 67,204 132,123 135,471

Interest expense, net of amounts capitalized (GAAP) 75,380 67,521 145,288 121,613

Interest and investment (income) loss (GAAP) (4,032) 1,066 (5,013) (3,283)

Loss on change in value of derivatives (GAAP) - 7,463 - 34,485

Other (income) loss (GAAP) (189) 1,745 69 1,652

Income tax expense (GAAP) 45,421 86,822 184,350 163,570

Adjusted EBITDA $414,962 $370,437 $814,189 $705,220
======== ======== ======== ========






Adjusted Net Income and Adjusted Earnings Per Share - We define these Non-GAAP financial measures as our actual net income adjusted to exclude the impact of certain purchase price accounting adjustments, the loss on change in value of derivatives, and the pre-1972 sound recordings legal settlement, net of income tax expense. Adjusted earnings per share is derived from adjusted net income divided by our weighted average common shares outstanding. The following table reconciles our actual income before income taxes to our adjusted net income for the three and six months ended June 30, 2015 and 2014:



Unaudited
---------

For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

(in thousands) 2015 2014 2015 2014
---- ---- ---- ----


Income before income taxes (GAAP): $148,270 $206,783 $392,891 $377,519

Add back items excluded from adjusted net income:

Purchase price accounting adjustments:

Revenues 1,813 1,813 3,626 3,626

Operating expenses (558) (945) (1,394) (1,890)

Loss on change in value of derivatives (GAAP) - 7,463 - 34,485

Pre-1972 sound recordings legal settlement (GAAP) 107,658 - 107,658 -

Adjusted income before income taxes $257,183 $215,114 $502,781 $413,740

Allocable income tax expense (87,135) (83,679) (226,438) (160,945)

Adjusted net income $170,048 $131,435 $276,343 $252,795
======== ======== ======== ========

Adjusted net income per common share:

Basic $0.03 $0.02 $0.05 $0.04
===== ===== ===== =====

Diluted $0.03 $0.02 $0.05 $0.04
===== ===== ===== =====

Weighted average common shares outstanding:

Basic 5,443,590 5,865,032 5,506,818 5,979,273
========= ========= ========= =========

Diluted 5,507,601 6,210,078 5,570,445 6,054,771
========= ========= ========= =========






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 and six months ended June 30, 2015 and 2014:



Unaudited For the Three Months Ended June 30, 2015
--------------------------------------------------

(in thousands) As Reported Purchase Price Accounting Adjustments Allocation of Share-based Payment Expense Adjusted
----------- ------------------------------------- ----------------------------------------- --------


Revenue:

Subscriber revenue $940,077 $ - $ - $940,077

Advertising revenue 28,839 - - 28,839

Equipment revenue 29,263 - - 29,263

Other revenue 125,031 1,813 - 126,844

Total revenue $1,123,210 $1,813 $ - $1,125,023
========== ====== =========================== ==========

Operating expenses

Cost of services:

Revenue share and royalties $331,517 $ - $ - $331,517

Programming and content 69,370 558 (2,119) 67,809

Customer service and billing 91,932 - (676) 91,256

Satellite and transmission 21,714 - (975) 20,739

Cost of equipment 10,930 - - 10,930

Subscriber acquisition costs 136,504 - - 136,504

Sales and marketing 86,493 - (4,024) 82,469

Engineering, design and development 16,088 - (2,128) 13,960

General and administrative 72,137 - (9,602) 62,535

Depreciation and amortization (a) 67,096 - - 67,096

Share-based payment expense - - 19,524 19,524

Total operating expenses $903,781 $558 $ - $904,339
======== ==== =========================== ========


(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 June 30, 2015 was $9,000.








Unaudited For the Three Months Ended June 30, 2014
--------------------------------------------------

(in thousands) As Reported Purchase Price Accounting Adjustments Allocation of Share-based Payment Expense Adjusted
----------- ------------------------------------- ----------------------------------------- --------


Revenue:

Subscriber revenue $878,160 $ - $ - $878,160

Advertising revenue 25,498 - - 25,498

Equipment revenue 27,616 - - 27,616

Other revenue 104,071 1,813 - 105,884

Total revenue $1,035,345 $1,813 $ - $1,037,158
========== ====== =========================== ==========

Operating expenses

Cost of services:

Revenue share and royalties $200,221 $ - $ - $200,221

Programming and content 69,570 945 (2,254) 68,261

Customer service and billing 90,092 - (587) 89,505

Satellite and transmission 21,272 - (956) 20,316

Cost of equipment 12,030 - - 12,030

Subscriber acquisition costs 124,407 - - 124,407

Sales and marketing 77,759 - (3,407) 74,352

Engineering, design and development 15,630 - (1,937) 13,693

General and administrative 72,582 - (8,646) 63,936

Depreciation and amortization (a) 67,204 - - 67,204

Share-based payment expense - - 17,787 17,787

Total operating expenses $750,767 $945 $ - $751,712
======== ==== =========================== ========


(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 June 30, 2014 was $10,000.








Unaudited For the Six Months Ended June 30, 2015
------------------------------------------------

(in thousands) As Reported Purchase Price Accounting Adjustments Allocation of Share-based Payment Expense Adjusted
----------- ------------------------------------- ----------------------------------------- --------


Revenue:

Subscriber revenue $1,851,547 $ - $ - $1,851,547

Advertising revenue 55,712 - - 55,712

Equipment revenue 54,104 - - 54,104

Other revenue 242,837 3,626 - 246,463

Total revenue $2,204,200 $3,626 $ - $2,207,826
========== ====== =========================== ==========

Operating expenses

Cost of services:

Revenue share and royalties $544,495 $ - $ - $544,495

Programming and content 140,516 1,394 (4,346) 137,564

Customer service and billing 184,029 - (1,371) 182,658

Satellite and transmission 43,018 - (1,912) 41,106

Cost of equipment 19,775 - - 19,775

Subscriber acquisition costs 258,764 - - 258,764

Sales and marketing 165,237 - (7,768) 157,469

Engineering, design and development 31,048 - (4,262) 26,786

General and administrative 151,960 - (19,282) 132,678

Depreciation and amortization (a) 132,123 - - 132,123

Share-based payment expense - - 38,941 38,941

Total operating expenses $1,670,965 $1,394 $ - $1,672,359
========== ====== =========================== ==========


(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 six months ended June 30, 2015 was $18,000.








Unaudited For the Six Months Ended June 30, 2014
------------------------------------------------

(in thousands) As Reported Purchase Price Accounting Adjustments Allocation of Share-based Payment Expense Adjusted
----------- ------------------------------------- ----------------------------------------- --------


Revenue:

Subscriber revenue $1,729,596 $ - $ - $1,729,596

Advertising revenue 47,712 - - 47,712

Equipment revenue 51,594 - - 51,594

Other revenue 204,154 3,626 - 207,780

Total revenue $2,033,056 $3,626 $ - $2,036,682
========== ====== =========================== ==========

Operating expenses

Cost of services:

Revenue share and royalties $395,632 $ - $ - $395,632

Programming and content 144,440 1,890 (4,469) 141,861

Customer service and billing 181,161 - (1,164) 179,997

Satellite and transmission 42,651 - (1,902) 40,749

Cost of equipment 19,834 - - 19,834

Subscriber acquisition costs 247,429 - - 247,429

Sales and marketing 154,086 - (6,973) 147,113

Engineering, design and development 31,541 - (3,863) 27,678

General and administrative 148,825 - (17,656) 131,169

Depreciation and amortization (a) 135,471 - - 135,471

Share-based payment expense - - 36,027 36,027

Total operating expenses $1,501,070 $1,890 $ - $1,502,960
========== ====== =========================== ==========


(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 six months ended June 30, 2014 was $20,000.




Adjusted Cash Operating Expenses - We define this Non-GAAP financial measure as our actual operating expenses adjusted to exclude the impact of certain purchase price accounting adjustments from the merger of Sirius and XM, depreciation and amortization expense, share-based payment expense, and the pre-1972 sound recordings legal settlement. The following table reconciles our actual operating expenses to our adjusted cash operating expenses for the three and six months ended June 30, 2015 and 2014:



Unaudited
---------

For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

(in thousands) 2015 2014 2015 2014
---- ---- ---- ----

Operating expenses (GAAP): $903,781 $750,767 $1,670,965 $1,501,070

Items excluded from adjusted cash operating expenses:

Purchase price accounting adjustments 558 945 1,394 1,890

Pre-1972 sound recordings legal settlement (GAAP) (107,658) - (107,658) -

Share-based payment expense (GAAP) (19,524) (17,787) (38,941) (36,027)

Depreciation and amortization (GAAP) (67,096) (67,204) (132,123) (135,471)
------- ------- -------- --------

Adjusted cash operating expenses $710,061 $666,721 $1,393,637 $1,331,462
======== ======== ========== ==========






ARPU - is derived from total earned subscriber revenue, advertising revenue and other subscription-related revenue, excluding revenue associated with our connected vehicle business, 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 per subscriber amounts):



Unaudited
---------

For the Three Months Ended For the Six Months Ended
June 30, June 30,
-------- --------

2015 2014 2015 2014
---- ---- ---- ----

Subscriber revenue, excluding connected vehicle (GAAP) $915,311 $855,846 $1,803,692 $1,688,649

Add: advertising revenue (GAAP) 28,839 25,498 55,712 47,712

Add: other subscription-related revenue (GAAP) 100,300 82,990 192,954 163,758

$1,044,450 $964,334 $2,052,358 $1,900,119
========== ======== ========== ==========


Daily weighted average number of subscribers 28,031 26,006 27,720 25,805
====== ====== ====== ======


ARPU $12.42 $12.36 $12.34 $12.27
====== ====== ====== ======






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 as share-based payment expense is not directly related 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 per subscriber amounts):





Unaudited
---------

For the Three Months Ended For the Six Months Ended
June 30, June 30,
-------- --------

2015 2014 2015 2014
---- ---- ---- ----


Customer service and billing expenses, excluding connected vehicle (GAAP) $84,203 $82,705 $168,264 $166,809

Less: share-based payment expense (GAAP) (676) (587) (1,371) (1,164)

$83,527 $82,118 $166,893 $165,645
======= ======= ======== ========


Daily weighted average number of subscribers 28,031 26,006 27,720 25,805
====== ====== ====== ======


Customer service and billing expenses, per average subscriber $0.99 $1.05 $1.00 $1.07
===== ===== ===== =====






Free cash flow and free cash flow per diluted share - are 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 June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

2015 2014 2015 2014
---- ---- ---- ----


Cash Flow information

Net cash provided by operating activities $402,312 $340,682 $712,341 $592,072

Net cash used in investing activities $(31,398) $(5,638) $(65,195) $(33,095)

Net cash used in financing activities $(558,904) $(286,235) $(500,817) $(523,802)

Free Cash Flow

Net cash provided by operating activities $402,312 $340,682 $712,341 $592,072

Additions to property and equipment (31,398) (29,816) (61,229) (58,417)

Purchases of restricted and other investments - - (3,966) -

Return of capital from investment in unconsolidated entity - 24,178 - 24,178

Free cash flow $370,914 $335,044 $647,146 $557,833
======== ======== ======== ========


Diluted weighted average common shares outstanding 5,507,601 6,210,078 5,570,445 6,054,771
========= ========= ========= =========


Free cash flow per diluted share $0.07 $0.05 $0.12 $0.09
===== ===== ===== =====


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. 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, divided by the number of satellite radio installations in new vehicles and shipments of aftermarket radios for the period. SAC, per installation, is calculated as follows (in thousands, except per installation amounts):



Unaudited
---------

For the Three Months Ended June 30, For the Six Months Ended June 30,
----------------------------------- ---------------------------------

2014 2013 2014 2013
---- ---- ---- ----


Subscriber acquisition costs (GAAP) $136,504 $124,407 $258,764 $247,429

Less: margin from direct sales of radios and accessories (GAAP) (18,333) (15,586) (34,329) (31,760)

$118,171 $108,821 $224,435 $215,669
======== ======== ======== ========


Installations 3,655 3,280 6,876 6,358
===== ===== ===== =====


SAC, per installation $32 $33 $33 $34
=== === === ===






About SiriusXM

Sirius XM Holdings Inc. (NASDAQ: SIRI) is the world's largest radio broadcaster measured by revenue and has 28.4 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, 2014, 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/
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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