Cover
Cover | 6 Months Ended |
Jun. 30, 2024 shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Jun. 30, 2024 |
Document Transition Report | false |
Entity File Number | 333-276758 |
Entity Registrant Name | Liberty Sirius XM Holdings Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 93-4680139 |
Entity Address, Address Line One | 12300 Liberty Boulevard |
Entity Address, City or Town | Englewood |
Entity Address, State or Province | CO |
Entity Address, Postal Zip Code | 80112 |
City Area Code | 720 |
Local Phone Number | 875-5400 |
Entity Current Reporting Status | No |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Central Index Key | 0002003397 |
Document Fiscal Year Focus | 2024 |
Document Fiscal Period Focus | Q2 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 0 |
COMBINED STATEMENTS OF OPERATIO
COMBINED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue: | ||||
Total revenue | $ 2,178 | $ 2,250 | $ 4,340 | $ 4,394 |
Cost of services: | ||||
Subscriber acquisition costs | 92 | 93 | 182 | 183 |
Sales and marketing | 228 | 220 | 457 | 443 |
Engineering, design and development | 71 | 83 | 157 | 162 |
General and administrative | 116 | 169 | 240 | 329 |
Depreciation and amortization | 156 | 154 | 311 | 315 |
Impairment, restructuring and acquisition costs | 21 | 18 | 53 | 50 |
Total operating expenses | 1,707 | 1,798 | 3,460 | 3,569 |
Income from operations | 471 | 452 | 880 | 825 |
Other income (expense), net | ||||
Interest expense | (126) | (136) | (255) | (270) |
Other income (expense), net | 85 | (25) | 114 | 34 |
Total other expense | (41) | (161) | (141) | (236) |
Income before income taxes | 430 | 291 | 739 | 589 |
Income tax expense | (76) | (52) | (144) | (120) |
Net income | 354 | 239 | 595 | 469 |
Less net income attributable to noncontrolling interests | 50 | 51 | 92 | 88 |
Net income attributable to Liberty Sirius XM Holdings Inc. | $ 304 | $ 188 | $ 503 | $ 381 |
Net income per common share: | ||||
Unaudited pro forma net income attributable to Liberty Sirius XM Holdings Inc. per share - basic (in USD per share) | $ 0.91 | $ 1.50 | ||
Subscriber revenue | ||||
Revenue: | ||||
Total revenue | $ 1,658 | $ 1,725 | $ 3,338 | $ 3,417 |
Advertising revenue | ||||
Revenue: | ||||
Total revenue | 443 | 445 | 845 | 819 |
Equipment revenue | ||||
Revenue: | ||||
Total revenue | 47 | 47 | 97 | 93 |
Cost of services: | ||||
Cost of services | 2 | 3 | 5 | 7 |
Other revenue | ||||
Revenue: | ||||
Total revenue | 30 | 33 | 60 | 65 |
Revenue share and royalties | ||||
Cost of services: | ||||
Cost of services | 708 | 732 | 1,411 | 1,432 |
Programming and content | ||||
Cost of services: | ||||
Cost of services | 148 | 153 | 305 | 303 |
Customer service and billing | ||||
Cost of services: | ||||
Cost of services | 108 | 123 | 224 | 246 |
Transmission | ||||
Cost of services: | ||||
Cost of services | $ 57 | $ 50 | $ 115 | $ 99 |
COMBINED STATEMENTS OF COMPREHE
COMBINED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 354 | $ 239 | $ 595 | $ 469 |
Credit risk on fair value debt instrument gains (losses), net of tax | 17 | (5) | (14) | (4) |
Recognition of previously unrealized gains on debt, net of tax | 0 | (15) | 0 | (34) |
Foreign currency translation adjustment, net of tax | (5) | 10 | (14) | 10 |
Total comprehensive income | 366 | 229 | 567 | 441 |
Less: comprehensive income attributable to noncontrolling interests | 50 | 52 | 92 | 89 |
Total comprehensive income | $ 316 | $ 177 | $ 475 | $ 352 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 188 | $ 306 |
Prepaid expenses and other current assets | 333 | 310 |
Total current assets | 1,197 | 1,361 |
Property and equipment, net | 1,899 | 1,791 |
FCC Licenses | 8,600 | 8,600 |
Other intangible assets, net | 1,642 | 1,710 |
Goodwill | 15,209 | 15,209 |
Equity method investments | 1,601 | 715 |
Other long-term assets | 673 | 670 |
Total assets | 30,821 | 30,056 |
Current liabilities: | ||
Accounts payable and accrued expenses | 1,123 | 1,303 |
Accrued interest | 175 | 174 |
Current portion of deferred revenue | 1,128 | 1,195 |
Current maturities of debt, including $581 and $574 measured at fair value, respectively (Note 11) | 586 | 1,079 |
Total current liabilities | 3,269 | 3,951 |
Long-term deferred revenue | 83 | 88 |
Long-term debt, including $601 and $688 measured at fair value, respectively (Note 11) | 10,240 | 10,073 |
Deferred tax liabilities | 2,371 | 2,414 |
Other long-term liabilities | 1,136 | 428 |
Total liabilities | 17,099 | 16,954 |
Commitments and Contingencies | ||
Stockholders’ equity (deficit): | ||
Parent's investment | (5,242) | (5,284) |
Accumulated other comprehensive income (loss), net of tax | (19) | 7 |
Noncontrolling interests | 15,859 | 15,353 |
Total parent's investment | 10,598 | 10,076 |
Noncontrolling interests | 3,124 | 3,026 |
Total equity | 13,722 | 13,102 |
Total liabilities and equity | 30,821 | 30,056 |
Nonrelated Party | ||
Current assets: | ||
Receivables, net | 644 | 709 |
Current liabilities: | ||
Other current liabilities | 170 | 192 |
Related Party | ||
Current assets: | ||
Receivables, net | 32 | 36 |
Current liabilities: | ||
Other current liabilities | $ 87 | $ 8 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Current maturities of debt, fair value | $ 581 | $ 574 |
Long-term debt, fair value | $ 601 | $ 688 |
COMBINED STATEMENT OF EQUITY
COMBINED STATEMENT OF EQUITY - USD ($) $ in Millions | Total | Parent's investment | Retained earnings | Retained earnings Cumulative Effect, Adjustment | Accumulated other comprehensive income (loss) | Noncontrolling interest |
Beginning balance at Dec. 31, 2022 | $ 12,371 | $ (5,368) | $ 14,567 | $ 34 | $ 3,138 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 469 | 381 | 88 | |||
Other comprehensive income (loss) | (29) | (30) | 1 | |||
Share-based compensation | 101 | 85 | 16 | |||
Withholding taxes on net share settlements of share-based compensation | (19) | (19) | ||||
Transactions with Parent, net (Note 12) | (3) | (3) | ||||
Shares repurchased by subsidiary | (202) | 40 | (242) | |||
Dividends paid by subsidiary | (33) | (33) | ||||
Shares issued by subsidiary | 1 | (17) | 18 | |||
Other, net | (42) | (16) | (26) | |||
Ending balance at Jun. 30, 2023 | 12,614 | (5,298) | 14,948 | 4 | 2,960 | |
Beginning balance at Mar. 31, 2023 | 12,493 | (5,373) | 14,760 | 16 | 3,090 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 239 | 188 | 51 | |||
Other comprehensive income (loss) | (11) | (12) | 1 | |||
Share-based compensation | 48 | 41 | 7 | |||
Withholding taxes on net share settlements of share-based compensation | (4) | (4) | ||||
Transactions with Parent, net (Note 12) | (1) | (1) | ||||
Shares repurchased by subsidiary | (136) | 30 | (166) | |||
Dividends paid by subsidiary | (16) | (16) | ||||
Shares issued by subsidiary | 1 | (6) | 7 | |||
Other, net | 1 | 15 | (14) | |||
Ending balance at Jun. 30, 2023 | 12,614 | (5,298) | 14,948 | 4 | 2,960 | |
Beginning balance at Dec. 31, 2023 | 13,102 | (5,284) | 15,353 | $ 3 | 7 | 3,026 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 595 | 503 | 92 | |||
Other comprehensive income (loss) | (28) | (26) | (2) | |||
Share-based compensation | 107 | 90 | 17 | |||
Withholding taxes on net share settlements of share-based compensation | (23) | (23) | ||||
Dividends paid by subsidiary | (34) | (34) | ||||
Shares issued by subsidiary | 0 | (25) | 25 | |||
Ending balance at Jun. 30, 2024 | 13,722 | (5,242) | 15,859 | (19) | 3,124 | |
Beginning balance at Mar. 31, 2024 | 13,324 | (5,270) | 15,555 | (32) | 3,071 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 354 | 304 | 50 | |||
Other comprehensive income (loss) | 12 | 13 | (1) | |||
Share-based compensation | 54 | 45 | 9 | |||
Withholding taxes on net share settlements of share-based compensation | (6) | (6) | ||||
Dividends paid by subsidiary | (17) | (17) | ||||
Shares issued by subsidiary | 0 | (12) | 12 | |||
Other, net | 1 | 1 | ||||
Ending balance at Jun. 30, 2024 | $ 13,722 | $ (5,242) | $ 15,859 | $ (19) | $ 3,124 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | ||
Cash flows from operating activities: | |||
Net income | $ 595,000 | $ 469,000 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 311,000 | 315,000 | |
Non-cash impairment and restructuring costs | 1,000 | 21,000 | |
Unrealized (gains) losses on intergroup interests, net | 0 | (64,000) | |
Realized and unrealized (gains) losses on financial instruments, net | (100,000) | 31,000 | |
Share of (earnings) losses of equity method investments, net | (6,000) | 5,000 | |
Share-based payment expense | 96,000 | 94,000 | |
Deferred income tax (benefit) expense | (33,000) | (68,000) | |
Amortization of right-of-use assets | 24,000 | 21,000 | |
Other charges (credits), net | 73,000 | 8,000 | |
Changes in operating assets and liabilities: | |||
Receivables and other assets | 50,000 | (20,000) | |
Deferred revenue | (72,000) | (40,000) | |
Payables and other liabilities | (186,000) | 85,000 | |
Net cash provided by operating activities | 753,000 | 857,000 | |
Cash flows from investing activities: | |||
Additions to property and equipment | (347,000) | (334,000) | |
Other investing activities, net | (203,000) | (43,000) | |
Net cash used in investing activities | (550,000) | (377,000) | |
Cash flows from financing activities: | |||
Taxes paid from net share settlements for stock-based compensation | (23,000) | (19,000) | |
Revolving credit facility borrowings | 1,352,000 | 1,117,000 | |
Revolving credit facility repayments | (1,002,000) | (974,000) | |
Proceeds from long-term borrowings, net of costs | 0 | 931,000 | |
Repayments of long-term borrowings | (603,000) | (1,589,000) | |
Settlement of intergroup interests | 0 | 202,000 | |
Subsidiary shares repurchased by subsidiary | 0 | (199,000) | |
Dividends paid by subsidiary | (34,000) | (33,000) | |
Transactions with Parent, net (Note 12) | 0 | (3,000) | |
Other financing activities | (4,000) | 36,000 | |
Net cash used in financing activities | (314,000) | (531,000) | |
Net (decrease) in cash, cash equivalents and restricted cash | (111,000) | (51,000) | |
Cash, cash equivalents and restricted cash at beginning of period | [1] | 315,000 | 370,000 |
Cash, cash equivalents and restricted cash at end of period | [1] | 204,000 | 319,000 |
Cash paid during the period for: | |||
Interest, net of amounts capitalized | 242,000 | 257,000 | |
Income taxes paid | 106,000 | 62,000 | |
Non-cash investing and financing activities: | |||
Finance lease obligations incurred to acquire assets | 0 | 7,000 | |
Tax equity investments | $ 757,000 | $ 0 | |
[1] The following table reconciles cash, cash equivalents and restricted cash per the statement of cash flows to the balance sheet. The restricted cash balances are primarily due to letters of credit which have been issued to the landlords of leased office space. The terms of the letters of credit primarily extend beyond one year. For the Six Months Ended June 30, (in millions) 2024 2023 Cash and cash equivalents $ 188 $ 311 Restricted cash included in Prepaid expenses and other current assets 8 — Restricted cash included in Other long-term assets 8 8 Total cash, cash equivalents and restricted cash at end of period $ 204 $ 319 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Cash Flows [Abstract] | |||
Cash and cash equivalents | $ 188 | $ 311 | |
Restricted cash included in Prepaid expenses and other current assets | 8 | 0 | |
Restricted cash included in Other long-term assets | 8 | 8 | |
Total cash, cash equivalents and restricted cash at end of period | [1] | $ 204 | $ 319 |
[1] The following table reconciles cash, cash equivalents and restricted cash per the statement of cash flows to the balance sheet. The restricted cash balances are primarily due to letters of credit which have been issued to the landlords of leased office space. The terms of the letters of credit primarily extend beyond one year. For the Six Months Ended June 30, (in millions) 2024 2023 Cash and cash equivalents $ 188 $ 311 Restricted cash included in Prepaid expenses and other current assets 8 — Restricted cash included in Other long-term assets 8 8 Total cash, cash equivalents and restricted cash at end of period $ 204 $ 319 |
Business & Basis of Presentatio
Business & Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business & Basis of Presentation | Business & Basis of Presentation On December 11, 2023, Liberty Media Corporation (“Liberty” or “Parent”) entered into definitive agreements, subject to the terms thereof, to redeem each outstanding share of its Liberty SiriusXM common stock in exchange for a number of shares of common stock of a newly formed entity (“the Split-Off”), Liberty Sirius XM Holdings Inc. (“Liberty Sirius XM Holdings”) equal to the Exchange Ratio (as defined in the Reorganization Agreement dated as of December 11, 2023, and as amended by the First Amendment to the Reorganization Agreement, dated as of June 16, 2024, in each case, by and among Liberty, Liberty Sirius XM Holdings and Sirius XM Holdings (as defined below) (the “Reorganization Agreement”)). The Exchange Ratio will be calculated prior to the effective time of the redemption and is estimated to be approximately 0.83 of a share of Liberty Sirius XM Holdings common stock. Liberty Sirius XM Holdings will be comprised of the businesses, assets and liabilities attributed to the Liberty SiriusXM Group (“Liberty SiriusXM Group”), which, as of June 30, 2024, include Liberty’s approximate 83% interest in Sirius XM Holdings, Inc. (“Sirius XM Holdings”), corporate cash, Liberty’s 3.75% Convertible Senior Notes due 2028, Liberty’s 2.75% Exchangeable Senior Debentures due 2049 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of Liberty. The accompanying combined financial statements represent a combination of the historical financial information of Sirius XM Holdings and the aforementioned assets and liabilities. These combined financial statements refer to the combination of Sirius XM Holdings and the aforementioned assets and liabilities as “Liberty Sirius XM Holdings,” “the Company,” “us,” “we” and “our” in the notes to the combined financial statements. “Sirius XM” refers to Sirius XM Holdings’ wholly owned subsidiary, Sirius XM Radio Inc., and its subsidiaries other than Pandora. “Pandora” refers to Sirius XM's wholly owned subsidiary Pandora Media, LLC and its subsidiaries. The Split-Off will be accounted for at historical cost due to the pro rata nature of the distribution to holders of Liberty SiriusXM common stock. All significant intercompany accounts and transactions have been eliminated in the combined financial statements. The accompanying (a) combined balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (b) the interim unaudited combined financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information and Article 10 of Regulation S-X as promulgated by the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the results for such periods have been included. Interim results are not necessarily indicative of results that may be expected for a full year. These combined financial statements should be read in conjunction with the combined financial statements and notes thereto for the year ended December 31, 2023 as presented in the prospectus filed with the SEC on July 23, 2024, which forms part of Liberty Sirius XM Holdings' Registration Statement on Form S-4 (File No. 333-276758) (the “Registration Statement”). Public companies are required to disclose certain information about their reportable operating segments. Operating segments are defined as significant components of an enterprise for which separate financial information is available and is evaluated on a regular basis by the chief operating decision maker in deciding how to allocate resources to an individual segment and in assessing performance of the segment. We have determined that we have two reportable segments as our chief operating decision maker, who is the Chief Executive Officer of Sirius XM Holdings, assesses performance and allocates resources based on the financial results of these segments. Refer to Note 16 for information related to our segments. We have evaluated events subsequent to the balance sheet date and prior to the filing of this Quarterly Report on Form 10-Q and have determined that no events have occurred that would require adjustment to our unaudited combined financial statements. Disclosure of relevant subsequent events have been included throughout these unaudited combined financial statements. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes. Estimates, by their nature, are based on judgment and available information. Actual results could differ materially from those estimates. Significant estimates inherent in the preparation of the accompanying unaudited combined financial statements include asset impairment, fair value measurement of non-financial instruments, depreciable lives of our satellites, share-based payment expense and income taxes. Business Sirius XM Holdings operates two complementary audio entertainment businesses - one of which it refers to as “Sirius XM” and the second of which it refers to as “Pandora and Off-platform”. Sirius XM The Sirius XM business features music, sports, entertainment, comedy, talk, news, traffic and weather channels and other content, as well as podcasts and infotainment services, in the United States on a subscription fee basis. Sirius XM packages include live, curated and certain exclusive and on demand programming. The Sirius XM service is distributed through Sirius XM Holdings’ two proprietary satellite radio systems and streamed via applications for mobile devices, home devices and other consumer electronic equipment. Satellite radios are primarily distributed through automakers, retailers and Sirius XM Holdings’ website. The Sirius XM service is also available through an in-car user interface, called “360L”, that combines Sirius XM Holdings’ satellite and streaming services into a single, cohesive in-vehicle entertainment experience. The primary source of revenue from the Sirius XM business is subscription fees, with most of its customers subscribing to monthly or annual plans. Sirius XM Holdings also derives revenue from advertising on select non-music channels, which is sold under the SiriusXM Media brand, direct sales of satellite radios and accessories, and other ancillary services. As of June 30, 2024, the Sirius XM business had approximately 33.3 million subscribers. In addition to the audio entertainment businesses, Sirius XM Holdings provides connected vehicle services to several automakers. These services are designed to enhance the safety, security and driving experience of consumers. Sirius XM Holdings also offers a suite of data services that includes graphical weather and fuel prices, a traffic information service, and real-time weather services in boats and airplanes. Sirius XM holds a 70% equity interest and 33% voting interest in Sirius XM Canada Holdings Inc. (“Sirius XM Canada”). Sirius XM Canada's subscribers are not included in Sirius XM’s subscriber count or subscriber-based operating metrics. Pandora and Off-platform The Pandora and Off-platform business operates a music, comedy and podcast streaming discovery platform, offering a personalized experience for each listener wherever and whenever they want to listen, whether through mobile devices, vehicle speakers or connected devices. Pandora enables listeners to create personalized stations and playlists, discover new content, hear artist- and expert-curated playlists, podcasts as well as search and play songs and albums on-demand. Pandora is available as (1) an ad-supported radio service, (2) a radio subscription service (Pandora Plus) and (3) an on-demand subscription service (Pandora Premium). As of June 30, 2024, Pandora had approximately 6.0 million subscribers. The majority of revenue from Pandora is generated from advertising on Pandora’s ad-supported radio service which is sold under the SiriusXM Media brand. Pandora also derives subscription revenue from its Pandora Plus and Pandora Premium subscribers. Sirius XM Holdings also sells advertising on other audio platforms and in widely distributed podcasts, which it considers to be off-platform services. Sirius XM Holdings has an arrangement with SoundCloud Holdings, LLC (“SoundCloud”) to be its exclusive ad sales representative in the US and certain European countries and offer advertisers the ability to execute campaigns across the Pandora and SoundCloud platforms. It also has arrangements to serve as the ad sales representative for certain podcasts. In addition, through AdsWizz Inc., Sirius XM Holdings provides a comprehensive digital audio and programmatic advertising technology platform, which connects audio publishers and advertisers with a variety of ad insertion, campaign trafficking, yield optimization, programmatic buying, marketplace and podcast monetization solutions. Split-Off of Liberty Sirius XM Holdings from Liberty Following the Split-Off, Sirius XM Holdings will become a wholly-owned subsidiary pursuant to a merger of a subsidiary of the Company with and into Sirius XM Holdings, with Sirius XM Holdings surviving the merger as a wholly owned subsidiary of the Company (the “ Merger” and, collectively with the Split-Off, the “ Transactions”) and stockholders of Sirius XM Holdings other than the Company and its subsidiaries will receive one-tenth of a share of the Company’s common stock for each share of Sirius XM Holdings common stock, thereby eliminating the noncontrolling interest in Sirius XM Holdings. The Transactions are intended to generally be tax-free to holders of Liberty SiriusXM common stock and Sirius XM Holdings common stock (except with respect to any cash received by such holders) and the completion of the Transactions will be subject to various conditions, including the receipt of opinions of tax counsel. A portion of Liberty’s general and administrative expenses, including legal, tax, accounting, treasury and investor relations support was allocated to the Company each period primarily based on an estimate of time spent on matters related to the Company. The Company paid approximately $3 for each of the three months ended June 30, 2024 and 2023 and $6 for each of the six months ended June 30, 2024 and 2023 for such expenses, which are included in General and administrative in our combined statements of operations. Following the Split-Off, Liberty and Liberty Sirius XM Holdings will operate as separate, publicly traded companies, and neither is expected to have any continuing stock ownership, beneficial or otherwise, in the other. In connection with the Split-Off, Liberty and Liberty Sirius XM Holdings have entered into the Reorganization Agreement and will enter into certain other agreements, including a tax sharing agreement, in order to govern the relationship between the two companies after the Split-Off. The Reorganization Agreement provides for, among other things, the principal corporate transactions (including the internal restructuring) required to effect the Split-Off, certain conditions to the Split-Off and provisions governing the relationship between Liberty Sirius XM Holdings and Liberty with respect to, and resulting from, the Split-Off. The tax sharing agreement will provide for the allocation and indemnification of tax liabilities and benefits between Liberty and Liberty Sirius XM Holdings and other agreements related to tax matters. Refer to Note 2 , Summary of Significant Accounting Policies, in the audited combined financial statements included in the Registration Statement. Reclasses Certain prior period amounts have been reclassified for comparability with the current year presentation. Recently Adopted Accounting Policies In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-02, Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method , which expands the population of investments for which an investor may elect to apply the proportional amortization method. Under this ASU, an investor in a tax equity investment may elect the proportional amortization method for qualifying investments on a tax credit program-by-program basis. We adopted ASU 2023-02 as of January 1, 2024 using the modified retrospective approach. Adoption of the new standard resulted in the recording of additional Equity method investments, Related party current liabilities, Other Long-term liabilities, Deferred tax liabilities and a cumulative effect adjustment to opening retained earnings. The effects of the changes made to our unaudited combined balance sheet as of January 1, 2024 for the adoption of ASU 2023-02 are included in the table below. Balance at December 31, 2023 Adjustments Due to ASU 2023-02 Balance at January 1, 2024 Balance Sheet Equity method investments $ 715 $ 122 $ 837 Related party current liabilities $ 8 $ 15 $ 23 Other long-term liabilities $ 428 $ 109 $ 537 Deferred tax liabilities $ 2,414 $ (5) $ 2,409 Retained earnings $ 15,353 $ 3 $ 15,356 |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Pro Forma Net Income per Share | Pro Forma Net Income per Share Pro forma net income per common share is computed by dividing net income by the number of shares expected to be issued in the Split-Off and the Merger. Shares of the Company's common stock to be issued in the Split-Off, if the Split-Off had occurred on June 30, 2024, are a number of shares, equal to the aggregate number of shares of Liberty SiriusXM Series A, Series B and Series C common stock and Liberty granted restricted stock ("RSAs") and restricted stock units ("RSUs") (as discussed in Note 13) that would have been outstanding as of June 30, 2024, multiplied by the Exchange Ratio assuming a 0.83 Exchange Ratio for every share of aforementioned stock outstanding. In the Merger, minority interest stockholders in Sirius XM Holdings will receive one-tenth of a share of the Company's common stock for each share of SiriusXM Holdings common stock, referred to below as the Minority Interest exchange ratio. Refer to Note 1 for additional information on the Transactions. For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2024 Numerator: Net income attributable to Liberty Sirius XM Holdings Inc. $ 304 $ 503 Denominator: Total Liberty SiriusXM Shares 327 327 Exchange Ratio 0.83 0.83 Liberty SiriusXM Shares multiplied by the Exchange Ratio 271 271 Minority Interest Shares 645 645 Minority Interest exchange ratio 0.1 0.1 Minority Interest Shares multiplied by the Minority Interest exchange ratio 64 64 Total Shares 335 335 Pro forma net income attributable to Liberty Sirius XM Holdings Inc. per share - basic $ 0.91 $ 1.50 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The fair value of a financial instrument is the amount at which the instrument could be exchanged in an orderly transaction between market participants. As of June 30, 2024 and December 31, 2023, the carrying amounts of cash and cash equivalents, receivables, and accounts payable approximated fair value due to the short-term nature of these instruments. Due to the variable rate nature of the Credit Facility (including the Incremental Term Loan) and Sirius XM Holdings Margin Loan, each as defined in Note 11, the Company believes that the carrying amount approximates fair value at June 30, 2024 and December 31, 2023. Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures , establishes a fair value hierarchy for input into valuation techniques as follows: i. Level 1 input: unadjusted quoted prices in active markets for identical instrument; ii. Level 2 input: observable market data for the same or similar instrument but not Level 1, including quoted prices for identical or similar assets or liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and iii. Level 3 input: unobservable inputs developed using management's assumptions about the inputs used for pricing the asset or liability. Our assets and liabilities measured at fair value were as follows: June 30, 2024 December 31, 2023 Level 1 Level 2 Level 3 Total Fair Value Level 1 Level 2 Level 3 Total Fair Value Cash equivalents $ 87 $ — $ — $ 87 $ 266 $ — $ — $ 266 Financial instruments (a) $ 58 $ — $ — $ 58 $ 53 $ — $ — $ 53 Debt (b) $ — $ 1,182 $ — $ 1,182 $ — $ 1,262 $ — $ 1,262 (a) Level 1 financial instrument assets are comprised of the Company's deferred compensation plan assets. Refer to Note 13 for additional discussion. (b) The fair values of the corporate level exchangeable senior debentures and convertible senior notes are based on quoted market prices but are not considered to be traded on “active markets,” as defined by GAAP. Refer to Note 11 for additional discussion related to our debt. Realized and Unrealized Gains (Losses) on Financial Instruments, net Realized and unrealized gains (losses) on financial instruments, net are comprised of changes in the fair value of the following and are included in Other income, net on the combined unaudited statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Debt measured at fair value (a) $ 80 $ (47) $ 95 $ 62 Change in fair value of bond hedges — 11 — (99) Other 2 2 5 6 Total $ 82 $ (34) $ 100 $ (31) (a) The Company elected to account for its corporate level exchangeable senior debentures and convertible senior notes using the fair value option. Changes in the fair value of the corporate level exchangeable senior debentures and convertible senior notes recognized in the combined statements of operations are primarily due to market factors primarily driven by changes in the fair value of the underlying shares into which the debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to changes in the instrument specific credit risk and recognizes such amount in other comprehensive earnings (loss). The change in the fair value of the corporate level exchangeable senior debentures and convertible senior notes attributable to changes in the instrument specific credit risk was a gain of $18 and a loss of $9 for the three months ended June 30, 2024 and 2023, respectively, and a loss of $13 and a loss of $12 for the six months ended June 30, 2024 and 2023, respectively. During the three and six months ended June 30, 2023, the Company recognized $18 and $42, respectively, of previously unrecognized gains related to the retirement of a portion of Liberty's 1.375% Cash Convertible Senior Notes due 2023 and Liberty's 2.125% Exchangeable Senior Debentures due 2048, which was recognized through Other income, net in the combined statements of operations. There was no retirement of debt measured at fair value during the three and six months ended June 30, 2024. The cumulative change since issuance was a loss of $83 as of June 30, 2024, net of the recognition of previously unrecognized gains and losses. |
Restructuring Costs
Restructuring Costs | 6 Months Ended |
Jun. 30, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | Restructuring Costs During the three and six months ended June 30, 2024, restructuring costs were $3 and $15, respectively. During the six months ended June 30, 2024, Sirius XM Holdings further realigned its business to focus on strategic priorities, reducing the size of its workforce, and recorded a charge of $15 primarily related to severance and other related costs. The restructuring charges were recorded to Impairment, restructuring and acquisition costs in our unaudited combined statements of operations. During the three and six months ended June 30, 2023, restructuring costs were $5 and $35, respectively. During the six months ended June 30, 2023, Sirius XM Holdings initiated measures to pursue greater efficiency and to realign its business and focus on strategic priorities. As part of these measures, Sirius XM Holdings reduced the size of its workforce by approximately 475 roles, or 8%. Sirius XM Holdings recorded a charge of $28 primarily related to severance and other related costs. In addition, Sirius XM Holdings vacated one of its leased locations, and Sirius XM Holdings recorded an impairment of $5 to reduce the carrying value of the related right of use asset to its estimated fair value. Additionally, Sirius XM Holdings accrued expenses of $2 for which it will not recognize any future economic benefits. The restructuring and related impairment charges were recorded to Impairment, restructuring and acquisition costs in our unaudited combined statements of operations. |
Receivables, net
Receivables, net | 6 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
Receivables, net | Receivables, net Receivables, net, includes customer accounts receivable, receivables from distributors and other receivables. We do not have any customer receivables that individually represent more than ten percent of our receivables. Customer accounts receivable, net, includes receivables from our subscribers and advertising customers, including advertising agencies and other customers, and is stated at amounts due, net of an allowance for doubtful accounts. Our allowance for doubtful accounts is based upon our assessment of various factors. We consider historical experience, the age of the receivable balances, current economic conditions, industry experience and other factors that may affect the counterparty’s ability to pay. Bad debt expense is included in Customer service and billing expense in our unaudited combined statements of operations. Receivables from distributors primarily include billed and unbilled amounts due from automakers for services included in the sale or lease price of vehicles, as well as billed amounts due from wholesale distributors of our satellite radios. Other receivables primarily include amounts due from manufacturers of our radios, modules and chipsets where we are entitled to subsidies and royalties based on the number of units produced. We have not established an allowance for doubtful accounts for our receivables from distributors or other receivables as we have historically not experienced any significant collection issues with automakers or other third parties and do not expect issues in the foreseeable future. Receivables, net, consists of the following: June 30, 2024 December 31, 2023 Gross customer accounts receivable $ 562 $ 631 Allowance for doubtful accounts (9) (15) Customer accounts receivable, net $ 553 $ 616 Receivables from distributors 57 56 Other receivables 34 37 Total receivables, net $ 644 $ 709 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired in business combinations. Our annual impairment assessment of our two reporting units is performed as of the fourth quarter of each year, and an assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. ASC 350, Intangibles - Goodwill and Other , states that an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. As of June 30, 2024, there were no indicators of impairment, and no impairment losses were recorded for goodwill during the three and six months ended June 30, 2024 and 2023. As of June 30, 2024, the cumulative balance of goodwill impairments recorded was $956, which was recognized during the year ended December 31, 2020 and is included in the carrying amount of the goodwill allocated to our Pandora and Off-platform reporting unit. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets include the following: June 30, 2024 December 31, 2023 Weighted Gross Accumulated Amortization Net Gross Accumulated Amortization Net Recorded to Sirius XM Reporting Unit: Indefinite life intangible assets: FCC licenses Indefinite $ 8,600 $ — $ 8,600 $ 8,600 $ — $ 8,600 Trademarks Indefinite 930 — 930 930 — 930 Definite life intangible assets: Customer relationships 15 years 570 (437) 133 570 (418) 152 OEM relationships 15 years 220 (156) 64 220 (149) 71 Licensing agreements 15 years 285 (236) 49 285 (228) 57 Software and technology 7 years 28 (23) 5 28 (22) 6 Due to Acquisitions recorded to Pandora Indefinite life intangible assets: Trademarks Indefinite 312 — 312 312 — 312 Definite life intangible assets: Customer relationships 8 years 442 (305) 137 442 (279) 163 Software and technology 5 years 391 (379) 12 391 (372) 19 Total intangible assets $ 11,778 $ (1,536) $ 10,242 $ 11,778 $ (1,468) $ 10,310 Indefinite Life Intangible Assets We have identified our Federal Communications Commission (“FCC”) licenses and XM and Pandora trademarks as indefinite life intangible assets after considering the expected use of the assets, the regulatory and economic environment within which they are used and the effects of obsolescence on their use. We hold FCC licenses to operate our satellite digital audio radio service and provide ancillary services. Each of the FCC licenses authorizes us to use radio spectrum, a reusable resource that does not deplete or exhaust over time. Our annual impairment assessment of our identifiable indefinite lived intangible assets is performed as of the fourth quarter of each year. An assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of the asset below its carrying value. If the carrying value of the intangible assets exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. As of June 30, 2024, there were no indicators of impairment, and no impairment loss was recognized for intangible assets with indefinite lives during the six months ended June 30, 2024 and 2023. Definite Life Intangible Assets Amortization expense for all definite life intangible assets was $31 and $50 for the three months ended June 30, 2024 and 2023, respectively, and $69 and $101 for the six months ended June 30, 2024 and 2023, respectively. There were no retirements or impairments of definite lived intangible assets during the three and six months ended June 30, 2024 and 2023. The expected amortization expense for each of the fiscal years 2024 through 2028 and for periods thereafter is as follows: Years ending December 31, Amount 2024 (remaining) $ 63 2025 124 2026 123 2027 75 2028 15 Thereafter — Total definite life intangible assets, net $ 400 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net, consists of the following: June 30, 2024 December 31, 2023 Satellite system $ 1,598 $ 1,598 Capitalized software and hardware 2,175 2,178 Construction in progress 867 538 Other 695 627 Total property and equipment 5,335 4,941 Accumulated depreciation (3,436) (3,150) Property and equipment, net $ 1,899 $ 1,791 Construction in progress consists of the following: June 30, 2024 December 31, 2023 Satellite system $ 613 $ 490 Capitalized software and hardware 227 17 Other 27 31 Construction in progress $ 867 $ 538 Depreciation and amortization expense on property and equipment was $125 and $104 for the three months ended June 30, 2024 and 2023, respectively, and $242 and $214 for the six months ended June 30, 2024 and 2023, respectively. During the three and six months ended June 30, 2024, we retired property and equipment of $45 and $55, respectively, and during the six months ended June 30, 2024, we recorded related impairment charges of $1, primarily related to terminated software projects. There were no impairment charges recorded during the three months ended June 30, 2024. During the three and six months ended June 30, 2023, we recorded impairment charges of $11 and $13, respectively, primarily related to terminated software projects. We capitalize a portion of the interest on funds borrowed to finance the construction and launch of our satellites. Capitalized interest is recorded as part of the asset’s cost and depreciated over the satellite’s useful life. Capitalized interest costs were $6 and $4 for the three months ended June 30, 2024 and 2023, respectively, and $12 and $6 for the six months ended June 30, 2024 and 2023, respectively, which related to the construction of our SXM-9, SXM-10, SXM-11 and SXM-12 satellites. We also capitalize a portion of share-based compensation related to employee time for capitalized software projects. Capitalized share-based compensation costs were $6 and $3 for the three months ended June 30, 2024 and 2023, respectively, and $11 and $7 for the six months ended June 30, 2024 and 2023, respectively. Satellites As of June 30, 2024, we operated a fleet of five satellites. Each satellite requires an FCC license, and prior to the expiration of each license, we are required to apply for a renewal of the FCC satellite license. The renewal and extension of our licenses is reasonably certain at minimal cost, which is expensed as incurred. The chart below provides certain information on our satellites as of June 30, 2024: Satellite Description Year Delivered Estimated End of FCC License Expiration Year SIRIUS FM-5 2009 2024 2025 SIRIUS FM-6 2013 2028 2030 XM-3 2005 2020 2026 XM-5 2010 2025 2026 SXM-8 2021 2036 2029 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | Leases We have operating and finance leases for offices, terrestrial repeaters, data centers and certain equipment. Our leases have remaining lease terms of less than 1 year to 19 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. We elected the practical expedient to account for the lease and non-lease components as a single component. Additionally, we elected the practical expedient to not recognize right-of-use assets or lease liabilities for short-term leases, which are those leases with a term of twelve months or less at the lease commencement date. The components of lease expense were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Operating lease cost $ 16 $ 11 $ 31 $ 32 Finance lease cost 2 1 3 1 Sublease income (1) (1) (2) (2) Total lease cost $ 17 $ 11 $ 32 $ 31 During the six months ended June 30, 2023, we ceased using one of our leased locations and recorded an impairment charge of $5 to write down the carrying value of the right-of-use asset to its estimated fair value. Refer to Note 4 for additional information. |
Leases | Leases We have operating and finance leases for offices, terrestrial repeaters, data centers and certain equipment. Our leases have remaining lease terms of less than 1 year to 19 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. We elected the practical expedient to account for the lease and non-lease components as a single component. Additionally, we elected the practical expedient to not recognize right-of-use assets or lease liabilities for short-term leases, which are those leases with a term of twelve months or less at the lease commencement date. The components of lease expense were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Operating lease cost $ 16 $ 11 $ 31 $ 32 Finance lease cost 2 1 3 1 Sublease income (1) (1) (2) (2) Total lease cost $ 17 $ 11 $ 32 $ 31 During the six months ended June 30, 2023, we ceased using one of our leased locations and recorded an impairment charge of $5 to write down the carrying value of the right-of-use asset to its estimated fair value. Refer to Note 4 for additional information. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In the normal course of business, we enter into transactions with related parties such as our tax equity investments and with Sirius XM Canada and SoundCloud. Tax Equity Investments The Company has entered into certain tax-effective clean energy technology investments. We invested $23 and $2 during the three months ended June 30, 2024 and 2023, respectively, and $202 and $41 during the six months ended June 30, 2024 and 2023, respectively, in these clean energy projects. As of January 1, 2024, we adopted ASU 2023-02 using the modified retrospective approach and have accounted for these investments using the proportional amortization method. The unamortized investment balance as of June 30, 2024 was $937 and was recorded to Equity method investments in our unaudited combined balance sheets. Under the proportional amortization method, the investment balance will be amortized over the term of the investments based on the current period income tax benefits as a proportion to the total expected income tax benefits. We also recorded liabilities of $767 related to future contractual payments and contingent payments which we determined to be probable, of which $87 is recorded in Related party current liabilities and the balance is recorded in Other long-term liabilities in our unaudited combined balance sheets. Sirius XM Canada Sirius XM holds a 70% equity interest and 33% voting interest in Sirius XM Canada, a privately held corporation. We own 591 shares of preferred stock of Sirius XM Canada, which has a liquidation preference of one Canadian dollar per share. Sirius XM Canada is accounted for as an equity method investment, and its results are not combined in our unaudited combined financial statements. Sirius XM Canada does not meet the requirements for consolidation as we do not have the ability to direct the most significant activities that impact Sirius XM Canada's economic performance. On March 15, 2022, Sirius XM and Sirius XM Canada entered into an amended and restated services and distribution agreement. Pursuant to the amended and restated services and distribution agreement, the fee payable by Sirius XM Canada to Sirius XM was modified from a fixed percentage of revenue to a variable fee, based on a target operating profit for Sirius XM Canada. Such variable fee is expected to be evaluated annually based on comparable companies. In accordance with the amended and restated services and distribution agreement, the fee is payable on a monthly basis, in arrears, beginning January 1, 2022. Our Equity method investments as of June 30, 2024 and December 31, 2023 included the carrying value of our investment balance in Sirius XM Canada of $591 and $604, respectively, and, as of each of June 30, 2024 and December 31, 2023, also included $8, for the long-term value of the outstanding loan to Sirius XM Canada. Sirius XM Canada paid gross dividends to us of less than $1 during each of the three and six months ended June 30, 2024 and 2023. Dividends are first recorded as a reduction to our investment balance in Sirius XM Canada to the extent a balance exists and then as Other (expense) income for any remaining portion. We recorded revenue from Sirius XM Canada as Other revenue in our unaudited combined statements of operations of $23 and $26 during the three months ended June 30, 2024 and 2023, respectively, and $47 and $51 during the six months ended June 30, 2024 and 2023, respectively. SoundCloud In February 2020, Sirius XM Holdings completed a $75 investment in Series G Membership Units of SoundCloud. The Series G Units are convertible at the option of the holders at any time into shares of ordinary membership units of SoundCloud at a ratio of one ordinary membership unit for each Series G Unit. The investment in SoundCloud is accounted for as an equity method investment as Sirius XM Holdings does not have the ability to direct the most significant activities that impact SoundCloud's economic performance. Our investment in SoundCloud is recorded in Equity method investments in our unaudited combined balance sheets. Sirius XM has appointed two individuals to serve on SoundCloud's ten-member board of managers. Sirius XM's share of SoundCloud's net loss was $2 and $1 for the three months ended June 30, 2024 and 2023, respectively, and $2 for each of the six months ended June 30, 2024 and 2023, which was recorded in Other income, net in our unaudited combined statements of operations. In addition to our investment in SoundCloud, Pandora has an agreement with SoundCloud to be its exclusive ad sales representative in the US and certain European countries. Through this arrangement, Pandora offers advertisers the ability to execute campaigns across the Pandora and SoundCloud platforms. We recorded revenue share expense related to this agreement of $15 and $14 for the three months ended June 30, 2024 and 2023, respectively, and $30 and $25 for the six months ended June 30, 2024 and 2023, respectively. We also had related party liabilities of $21 and $20 as of June 30, 2024 and December 31, 2023, respectively, related to this agreement. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt Our debt as of June 30, 2024 and December 31, 2023 consisted of the following: Principal Amount at Carrying value (a) at Issuer / Borrower Issued Debt Maturity Date Interest June 30, 2024 June 30, 2024 December 31, 2023 Corporate level notes and loans: Parent (b) March 2023 3.75% Convertible Senior Notes March 15, 2028 Semi-annually in arrears on March 15 and September 15 $ 575 $ 601 $ 688 Parent (b) November 2019 2.75% Exchangeable Senior Debentures December 1, 2049 quarterly in arrears on March 1, June 1, September 1, and December 1 585 581 574 Parent Various Sirius XM Holdings Margin Loan Various n/a 595 595 695 Subsidiary notes and loans: Sirius XM (c) April 2022 Incremental Term Loan April 11, 2024 variable fee paid monthly — — 500 Sirius XM December 2012 Senior Secured Revolving Credit Facility (the "Credit Facility") August 31, 2026 variable fee paid quarterly 350 350 — Sirius XM (c) August 2021 3.125% Senior Notes September 1, 2026 semi-annually on March 1 and September 1 1,000 995 994 Sirius XM (c) July 2017 5.00% Senior Notes August 1, 2027 semi-annually on February 1 and August 1 1,500 1,495 1,494 Sirius XM (c) June 2021 4.00% Senior Notes July 15, 2028 semi-annually on January 15 and July 15 2,000 1,986 1,985 Sirius XM (c) June 2019 5.500% Senior Notes July 1, 2029 semi-annually on January 1 and July 1 1,250 1,242 1,241 Sirius XM (c) June 2020 4.125% Senior Notes July 1, 2030 semi-annually on January 1 and July 1 1,500 1,489 1,488 Sirius XM (c) August 2021 3.875% Senior Notes September 1, 2031 semi-annually on March 1 and September 1 1,500 1,487 1,487 Sirius XM Various Finance leases Various n/a n/a 13 15 Total debt 10,834 11,161 Less: total current maturities 586 1,079 Less: total deferred financing costs, net 8 9 Total long-term debt $ 10,240 $ 10,073 (a) The carrying value of the obligations is net of any remaining unamortized original issue discount except for the debt measured at fair value noted in (b) below. (b) Measured at fair value. (c) All material domestic subsidiaries, including Pandora and its subsidiaries, that guarantee the Credit Facility have guaranteed the Incremental Term Loan and these notes. 3.75% Convertible Senior Notes due 2028 On March 10, 2023, the Company issued $575 convertible notes at an interest rate of 3.75% per annum, which, at the Company’s election, are convertible into cash, shares of Series A Liberty SiriusXM common stock or a combination of cash and shares of Series A Liberty SiriusXM common stock and mature on March 15, 2028. As of June 30, 2024, the conversion rate for the notes was approximately 35.4563 shares (not in millions) of Series A Liberty SiriusXM common stock per $1 thousand principal amount of notes, equivalent to a conversion price of approximately $28.20 per share of Series A Liberty SiriusXM common stock. The Company elected to account for the notes using the fair value option. See Note 3 for information related to unrealized gains (losses) on debt measured at fair value. 2.75% Exchangeable Senior Debentures due 2049 On November 26, 2019, the Company closed a private offering of approximately $604 aggregate principal amount of its 2.75% exchangeable senior debentures due 2049 (the “2.75% Exchangeable Senior Debentures due 2049”). Upon an exchange of debentures, the Company, at its option, may deliver Sirius XM Holdings common stock, Series C Liberty SiriusXM common stock, cash or a combination of Sirius XM Holdings common stock, Series C Liberty SiriusXM common stock and/or cash. The number of shares of Sirius XM Holdings common stock attributable to a debenture represents an initial exchange price of approximately $8.62 per share. A total of approximately 70 shares of Sirius XM Holdings common stock are attributable to the debentures. The debentures may be redeemed by the Company, in whole or in part, on or after December 1, 2024. Accordingly, the 2.75% Exchangeable Senior Debentures due 2049 are classified as a current liability in the combined balance sheet as of June 30, 2024 and December 31, 2023. Additionally, by assumption of the debentures pursuant to the terms of the indenture governing the 2.75% Exchangeable Senior Debentures due 2049, holders will have the right to require the Company to repurchase the 2.75% Exchangeable Senior Debentures due 2049. Holders of the debentures also have the right to require the Company to purchase their debentures on December 1, 2024. The redemption and purchase price will generally equal 100% of the adjusted principal amount of the debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution. The Company elected to account for the debentures using the fair value option. See Note 3 for information related to unrealized gains (losses) on debt measured at fair value. Sirius XM Holdings Margin Loan In February 2021, Liberty Siri MarginCo, LLC (“Siri MarginCo”), a wholly-owned subsidiary of the Company, borrowed $125 pursuant to an amendment to its margin loan agreement secured by shares of Sirius XM Holdings common stock (the “Sirius XM Holdings Margin Loan”) that was comprised of an $875 term loan and an $875 revolving line of credit. The term loan and any drawn portion of the revolver carried an interest rate of the London Inter-Bank Offer Rate plus 2.00% with the undrawn portion carrying a fee of 0.50%. In March 2023, Siri MarginCo amended the Sirius XM Holdings Margin Loan, increasing the revolving line of credit to $1,075, extending the maturity to March 2026 and changing the interest rate to the Secured Overnight Financing Rate (“SOFR”) plus 2.25%. During the six months ended June 30, 2024, Siri MarginCo repaid $100 of borrowings outstanding under the term loan. Borrowings outstanding under the Sirius XM Holdings Margin Loan bore interest at a rate of 7.58% and 7.60% per annum as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, availability under the Sirius XM Holdings Margin Loan was $1,075. As of June 30, 2024, 1,000 shares of the Company’s Sirius XM Holdings common stock with a value of $2,830 were held in collateral accounts related to the Sirius XM Holdings Margin Loan. The margin loan contains various affirmative and negative covenants that restrict the activities of the borrower. The margin loan does not include any financial covenants. The Credit Facility In August 2021, Sirius XM entered into an amendment to extend the maturity of the $1,750 Credit Facility to August 31, 2026. Sirius XM's obligations under the Credit Facility are guaranteed by certain of its material domestic subsidiaries, including Pandora and its subsidiaries, and are secured by a lien on substantially all of Sirius XM's assets and the assets of its material domestic subsidiaries. From and after July 1, 2023, Sirius XM's borrowings are based on the SOFR plus an applicable rate based on its debt to operating cash flow ratio. Sirius XM is also required to pay a variable fee on the average daily unused portion of the Credit Facility which is payable on a quarterly basis. The variable rate for the unused portion of the Credit Facility was 0.25% per annum as of June 30, 2024. All of Sirius XM's outstanding borrowings under the Credit Facility are classified as Long-term debt within our unaudited combined balance sheets due to the long-term maturity of this debt. In April 2022, Sirius XM entered into an amendment to the Credit Facility to incorporate an Incremental Term Loan borrowing of $500. Interest on the Incremental Term Loan borrowing was based on the SOFR plus an applicable rate. On April 11, 2024, the Incremental Term Loan matured and was retired with cash for 100% of the principal amount plus accrued and unpaid interest to the date of maturity. On January 26, 2024, Sirius XM entered into an amendment to the Credit Facility to, among other things, incorporate a $1,100 delayed draw incremental term loan. Subject to the conditions described in the amendment, the delayed draw incremental term loan shall be available to be drawn by Sirius XM in up to three separate drawings until December 31, 2024. If drawn, interest on the delayed draw incremental term loan will be based on SOFR plus an applicable rate. Covenants and Restrictions Under the Credit Facility, Sirius XM, our wholly owned subsidiary, must comply with a debt maintenance covenant that it cannot exceed a total leverage ratio, calculated as consolidated total debt to consolidated operating cash flow, of 5.0 to 1.0. The Credit Facility generally requires compliance with certain covenants that restrict Sirius XM's ability to, among other things, (i) incur additional indebtedness, (ii) incur liens, (iii) pay dividends or make certain other restricted payments, investments or acquisitions, (iv) enter into certain transactions with affiliates, (v) merge or consolidate with another person, (vi) sell, assign, lease or otherwise dispose of all or substantially all of Sirius XM's assets, and (vii) make voluntary prepayments of certain debt, in each case subject to exceptions. The indentures governing Sirius XM's notes restrict Sirius XM's non-guarantor subsidiaries' ability to create, assume, incur or guarantee additional indebtedness without such non-guarantor subsidiary guaranteeing each such series of notes on a pari passu basis. The indentures governing the notes also contain covenants that, among other things, limit Sirius XM's ability and the ability of its subsidiaries to create certain liens; enter into sale/leaseback transactions; and merge or consolidate. Under Sirius XM's debt agreements, the following generally constitute an event of default: (i) a default in the payment of interest; (ii) a default in the payment of principal; (iii) failure to comply with covenants; (iv) failure to pay other indebtedness after final maturity or acceleration of other indebtedness exceeding a specified amount; (v) certain events of bankruptcy; (vi) a judgment for payment of money exceeding a specified aggregate amount; and (vii) voidance of subsidiary guarantees, subject to grace periods where applicable. If an event of default occurs and is continuing, our debt could become immediately due and payable. Fair Value of Debt The fair values, based on quoted market prices of the same instruments but not considered to be active markets (Level 2), of Sirius XM’s debt securities, not reported at fair value, whose carrying value does not approximate fair value, are as follows: June 30, 2024 December 31, 2023 Sirius XM 3.125% Senior Notes due 2026 $ 937 $ 932 Sirius XM 5.0% Senior Notes due 2027 $ 1,431 $ 1,444 Sirius XM 4.0% Senior Notes due 2028 $ 1,797 $ 1,827 Sirius XM 5.50% Senior Notes due 2029 $ 1,169 $ 1,202 Sirius XM 4.125% Senior Notes due 2030 $ 1,275 $ 1,326 Sirius XM 3.875% Senior Notes due 2031 $ 1,221 $ 1,277 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Stockholders' Equity | Equity Transactions with Parent, net As of December 31, 2022, approximately 1.8 notional shares represented a 2.9% intergroup interest in the Liberty Braves Group previously held by the Liberty SiriusXM Group and approximately 4.2 notional shares represented a 1.7% intergroup interest in the Liberty Formula One Group ("Formula One Group") previously held by th e Liberty SiriusXM Group. During March 2023, the Formula One Group paid approximately $202 to the Liberty SiriusXM Group to settle a portion of the intergroup interest in the Formula One Group held by the Liberty SiriusXM Group, as a result of the repurchase of a portion of Liberty's 1.375% Cash Convertible Senior Notes due 2023. On July 12, 2023, the Formula One Group paid approximately $71 to the Liberty SiriusXM Group to settle and extinguish the remaining intergroup interest in the Formula One Group held by the Liberty SiriusXM Group. On July 18, 2023, Liberty completed the split-off of Atlanta Braves Holdings, Inc. through a redemption of each outstanding share of Liberty Braves common stock in exchange for one share of the corresponding series of Atlanta Braves Holdings, Inc. common stock. The intergroup interest in the Liberty Braves Group attributed to the Company was settled and extinguished through the attribution of Atlanta Braves Holdings, Inc. Series C common stock on a one-for-one basis equal to the number of notional shares representing the intergroup interest. Purchases of Common Stock of Parent There were no repurchases of Liberty SiriusXM common stock during the six months ended June 30, 2024 and 2023. Cash distributions to Parent The Company did not pay any cash distributions to the Parent during the six months ended June 30, 2024 and paid $1 and $3 to the Parent during the three and six months ended June 30, 2023, respectively. Subsidiary equity activity Special Dividends There were no special dividends declared and paid during the six months ended June 30, 2024 and 2023. Quarterly Dividends During the six months ended June 30, 2024 and 2023, Sirius XM Holdings' board of directors declared and paid the following dividends: Declaration Date Dividend Per Share Record Date Total Amount Payment Date 2024 dividends January 24, 2024 $ 0.0266 February 9, 2024 $ 102 February 23, 2024 April 24, 2024 $ 0.0266 May 10, 2024 $ 103 May 29, 2024 2023 dividends January 25, 2023 $ 0.0242 February 9, 2023 $ 94 February 24, 2023 April 19, 2023 $ 0.0242 May 5, 2023 $ 94 May 24, 2023 On July 26, 2023, Sirius XM Holdings' board of directors declared a quarterly dividend on Sirius XM Holdings' common stock in the amount of $0.0242 per share of common stock to stockholders of record as of the close of business on August 8, 2023. The dividend was paid on August 30, 2023. In addition, on July 24, 2024, Sirius XM Holdings' board of directors declared a quarterly dividend on Sirius XM Holdings' common stock in the amount of $0.0266 per share of common stock payable on August 26, 2024 to stockholders of record as of the close of business on August 9, 2024. Subsidiary Stock Repurchase Program As of June 30, 2024, Sirius XM Holdings' board of directors had approved for repurchase an aggregate of $18,000 of its common stock. Sirius XM Holdings' board of directors did not establish an end date for this stock repurchase program. Shares of common stock may be purchased from time to time on the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in privately negotiated transactions, including transactions with Liberty and its affiliates, or otherwise. As of June 30, 2024, Sirius XM Holdings' cumulative repurchases since December 2012 under its stock repurchase program totaled 3,731 shares for $16,834, and $1,166 remained available for future share repurchases under its stock repurchase program. During the six months ended June 30, 2024, Sirius XM Holdings did not repurchase any shares of its common stock. The following table summarizes Sirius XM Holdings' total share repurchase activity for the six months ended: June 30, 2024 June 30, 2023 Share Repurchase Type Shares Amount Shares Amount Open Market Repurchases — $ — 53 $ 202 |
Benefit Plans
Benefit Plans | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Benefit Plans | Benefit Plans Included in the accompanying combined statements of operations are the following amounts of share-based compensation expense: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Cost of services: Programming and content $ 9 $ 8 $ 17 $ 15 Customer service and billing 1 1 2 3 Transmission 1 1 3 2 Sales and marketing 11 11 23 20 Engineering, design, and development 11 11 23 22 General and administrative 15 14 28 32 $ 48 $ 46 $ 96 $ 94 Liberty Awards Liberty grants, to certain of its directors and employees, RSAs, RSUs and stock options to purchase shares of Liberty SiriusXM common stock (collectively, "Liberty Awards"). The Company measures the cost of employee services received in exchange for an equity classified Liberty Award based on the grant-date fair value (“GDFV”) of the Liberty Award and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Liberty Award). The Company measures the cost of employee services received in exchange for a liability classified Liberty Award based on the current fair value of the Liberty Award and remeasures the fair value of the Liberty Award at each reporting date. At the time of the Split-Off, outstanding stock options to purchase shares of Liberty SiriusXM common stock will be accelerated and become fully vested and exchanged into stock options to purchase shares of Liberty Sirius XM Holdings common stock adjusted based on the Exchange Ratio. The RSAs and RSUs with respect to shares of Liberty SiriusXM common stock will accelerate, become fully vested, and be treated as outstanding shares of Liberty SiriusXM common stock and as such will be exchanged into shares of Liberty Sirius XM Holdings common stock in the Split-Off based on the Exchange Ratio. Following the Split-Off, a portion of the outstanding stock options to purchase shares of Liberty SiriusXM common stock may be settled in cash as the underlying shares may not be registered, and therefore if cash settlement is probable these awards would be liability classified. The following table presents the number and weighted average exercise price ("WAEP") of options to purchase shares of Series C Liberty SiriusXM common stock granted to certain officers, employees and directors of Liberty, as well as the weighted average remaining life and aggregate intrinsic value of the options. Options (000's) WAEP Weighted Aggregate Outstanding at January 1, 2024 5,863 $ 29.13 Granted — $ — Exercised (987) $ 25.94 Forfeited/Cancelled (1) $ 29.98 Outstanding at June 30, 2024 4,875 $ 29.78 2.8 $ — Exercisable at June 30, 2024 4,086 $ 29.84 2.7 $ — The Company did not grant any options to purchase Series A, Series B or Series C Liberty SiriusXM common stock during the six months ended June 30, 2024. As of June 30, 2024, there were no outstanding Series A or Series B options to purchase shares of Series A or Series B Liberty SiriusXM common stock. Liberty calculates the GDFV for its equity classified options using the Black-Scholes Model. Liberty estimates the expected term of the options based on historical exercise and forfeiture data. The volatility used in the calculation for options is based on the historical volatility of Liberty SiriusXM common stock and, when available, the implied volatility of publicly traded Liberty SiriusXM options. The Company uses a zero-dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options. As of June 30, 2024, Liberty reserved 4.9 shares of Series C Liberty SiriusXM common stock for issuance under exercise privileges of outstanding stock options. The aggregate intrinsic value of all Series C Liberty SiriusXM options exercised during the six months ended June 30, 2024 and 2023 was approximately $3 and $2, respectively. During the six months ended June 30, 2024, Liberty granted 82 thousand performance-based RSUs of Series C Liberty SiriusXM common stock to its Chief Executive Officer. The RSUs had a GDFV of $29.31 per share and cliff vest one year from the month of grant, subject to the satisfaction of certain performance objectives. Performance objectives, which are subjective, are considered in determining the timing and amount of compensation expense recognized. When the satisfaction of the performance objectives becomes probable, the Company records compensation expense. The probability of satisfying the performance objectives is assessed at the end of each reporting period. The aggregate fair value of all RSAs and RSUs of Series A and Series C Liberty SiriusXM common stock that vested during the six months ended June 30, 2024 and 2023 was approximately $2 and $1, respectively. The Company had approximately 301 thousand unvested RSAs and RSUs of Liberty SiriusXM common stock held by certain directors, officers and employees of Liberty as of June 30, 2024. These unvested RSAs and RSUs of Series C Liberty SiriusXM common stock had a weighted average GDFV of $27.68 per share. As of June 30, 2024, the total unrecognized compensation cost related to unvested Liberty SiriusXM Awards was approximately $5. Such amount will be recognized in the Company's combined statements of operations over a weighted average period of approximately 1.8 years. Sirius XM Holdings Awards 2015 Long-Term Stock Incentive Plan In May 2015, Sirius XM Holdings' stockholders approved the Sirius XM Holdings Inc. 2015 Long-Term Stock Incentive Plan (the “2015 Plan”). Employees, consultants and members of Sirius XM Holdings board of directors are eligible to receive awards under the 2015 Plan. The 2015 Plan provides for the grant of stock options, RSAs, RSUs and other stock-based awards that the compensation committee (the “Compensation Committee”) of Sirius XM Holdings' board of directors deems appropriate. Stock-based awards granted under the 2015 Plan are generally subject to a graded vesting requirement, which is generally three The Compensation Committee intends to award equity-based compensation to Sirius XM Holdings' senior management in the form of: stock options, restricted stock units, PRSUs, which will cliff vest after a performance period target established by the Compensation Committee is achieved, and PRSUs, which will cliff vest after a performance period based on the performance of Sirius XM Holdings' common stock relative to the companies included in the S&P 500 Index. Sirius XM Holdings refers to this performance measure as a relative “TSR” or “total stockholder return” metric. TSRs based on the relative total stockholder return metric will only vest if Sirius XM Holdings' performance achieves at least the 25th percentile, with a target payout requiring performance at the 50th percentile. The settlement of PRSUs earned in respect of the applicable performance period will be generally subject to the executive’s continued employment with us through the date the total stockholder return performance is certified by the Compensation Committee. At the Split-Off, Liberty Sirius XM Holdings is expected to assume the awards on a one-to-ten basis. Other Plans Sirius XM Holdings maintains six share-based benefit plans in addition to the 2015 Plan — the Sirius XM Radio Inc. 2009 Long-Term Stock Incentive Plan, the Amended and Restated Sirius Satellite Radio 2003 Long-Term Stock Incentive Plan, the 2014 Stock Incentive Plan of AdsWizz Inc., the Pandora Media, Inc. 2011 Equity Incentive Plan, the Pandora Media, Inc. 2004 Stock Plan and the TheSavageBeast.com, Inc. 2000 Stock Incentive Plan. Excluding dividend equivalent units granted as a result of a declared dividend, no further awards may be made under these plans. The following table summarizes the weighted-average assumptions used to compute the fair value of options granted to employees, members of Sirius XM Holdings' board of directors and non-employees under the Sirius XM Awards: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Risk-free interest rate 4.7% 3.6% 4.4% 4.0% Expected life of options — years 3.75 3.80 3.76 3.80 Expected stock price volatility 41% 34% 40% 31% Expected dividend yield 3.9% 2.6% 2.8% 2.0% The following table summarizes stock option activity under Sirius XM Holdings' share-based plans for the six months ended June 30, 2024: Options WAEP Weighted-Average Aggregate Outstanding as of January 1, 2024 122 $ 5.60 Granted 29 $ 4.19 Exercised (1) $ 3.56 Forfeited, cancelled or expired (6) $ 5.75 Outstanding as of June 30, 2024 144 $ 5.33 5.41 $ 1 Exercisable as of June 30, 2024 92 $ 5.57 4.14 $ — The weighted average GDFV per stock option granted during the six months ended June 30, 2024 was $1.23. The total intrinsic value of stock options exercised during each of the six months ended June 30, 2024 and 2023 was $1. During the six months ended June 30, 2024, the number of net settled shares issued as a result of stock option exercises was less than 1. The Company recognized share-based payment expense associated with Sirius XM Holdings stock options of $8 and $7 for the three months ended June 30, 2024 and 2023, respectively, and $16 and $15 for the six months ended June 30, 2024 and 2023, respectively. The following table summarizes the RSUs, including PRSUs, activity under the Sirius XM Holdings share-based plans for the six months ended June 30, 2024: Shares GDFV Per Share Nonvested as of January 1, 2024 89 $ 5.59 Granted 15 $ 4.30 Vested (12) $ 6.06 Forfeited (7) $ 5.54 Nonvested as of June 30, 2024 85 $ 5.27 The total intrinsic value of RSUs, including PRSUs, vesting during the six months ended June 30, 2024 and 2023 was $51 and $44, respectively. During the six months ended June 30, 2024, the number of net settled shares issued as a result of RSUs vesting totaled 8. During the six months ended June 30, 2024, we granted 9 PRSUs to certain employees. The Company believes it is probable that the performance target applicable to these PRSUs will be achieved. In connection with the cash dividends paid during the six months ended June 30, 2024, Sirius XM Holdings granted 1 RSUs, including PRSUs, in accordance with the terms of existing award agreements. These grants did not result in any additional incremental share-based payment expense being recognized during the six months ended June 30, 2024. The Company recognized share-based payment expense associated with Sirius XM Holdings' RSUs, including PRSUs, of $38 and $35 for the three months ended June 30, 2024 and 2023, respectively, and $75 and $72 for the six months ended June 30, 2024 and 2023, respectively. Total unrecognized compensation costs related to unvested share-based payment awards for Sirius XM Holdings stock options and RSUs, including PRSUs, granted to employees, members of Sirius XM Holdings' board of directors and third parties at June 30, 2024 and December 31, 2023 was $385 and $423, respectively. The total unrecognized compensation costs at June 30, 2024 are expected to be recognized over a weighted-average period of 2.4 years. 401(k) Savings Plans Sirius XM Holdings sponsors the Sirius XM Radio Inc. 401(k) Savings Plan (the “Sirius XM Plan”) for eligible employees. The Sirius XM Plan allows eligible employees to voluntarily contribute from 1% to 50% of their pre-tax eligible earnings, subject to certain defined limits. Sirius XM Holdings matches 50% of an employee’s voluntary contributions per pay period on the first 6% of an employee’s pre-tax salary up to a maximum of 3% of eligible compensation. Sirius XM Holdings may also make additional discretionary matching, true-up matching and non-elective contributions to the Sirius XM Plan. Employer matching contributions under the Sirius XM Plan vest at a rate of 33.33% for each year of employment and are fully vested after three years of employment for all current and future contributions. Sirius XM Holdings cash employer matching contributions are not used to purchase shares of Sirius XM Holdings common stock on the open market, unless the employee elects Sirius XM Holdings common stock as their investment option for this contribution. The Company recognized expenses of $5 for each of the three months ended June 30, 2024 and 2023, and $11 for each of the six months ended June 30, 2024 and 2023 in connection with the Sirius XM Plan. Sirius XM Holdings Inc. Deferred Compensation Plan The Sirius XM Holdings Inc. Deferred Compensation Plan (the “DCP”) allows members of Sirius XM Holdings board of directors and certain eligible employees to defer all or a portion of their base salary, cash incentive compensation and/or board of directors’ cash compensation, as applicable. Pursuant to the terms of the DCP, Sirius XM Holdings may elect to make additional contributions beyond amounts deferred by participants, but it is under no obligation to do so. Sirius XM Holdings has established a grantor (or “rabbi”) trust to facilitate the payment of its obligations under the DCP. Contributions to the DCP, net of withdrawals, for the three months ended June 30, 2024 and 2023, were $(1) and less than $(1), respectively, and $1 for each of the six months ended June 30, 2024 and 2023. As of June 30, 2024 and December 31, 2023, the fair value of the investments held in the trust were $58 and $53, respectively, which is included in Other long-term assets in our unaudited combined balance sheets and classified as trading securities. Trading gains and losses associated with these investments are recorded in Other (expense) income within our unaudited combined statements of comprehensive income. The associated liability is recorded within Other long-term liabilities in our unaudited combined balance sheets, and any increase or decrease in the liability is recorded in General and administrative expense within our unaudited combined statements of operations. We recorded gains on investments held in the trust of $1 and $3 for the three months ended June 30, 2024 and 2023, respectively, and $5 for each of the six months ended June 30, 2024 and 2023. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The following table summarizes our expected contractual cash commitments as of June 30, 2024: 2024 2025 2026 2027 2028 Thereafter Total Debt obligations $ 3 $ 7 $ 1,950 $ 1,501 $ 2,575 $ 4,832 $ 10,868 Cash interest payments 251 494 446 383 296 695 2,565 Satellite and transmission 163 211 92 41 1 4 512 Programming and content 199 347 238 148 79 63 1,074 Sales and marketing 52 29 18 6 1 — 106 Satellite incentive payments 4 8 3 3 3 12 33 Operating lease obligations 29 55 50 45 36 67 282 Royalties, minimum guarantees and other 331 550 695 267 262 275 2,380 Total (1) $ 1,032 $ 1,701 $ 3,492 $ 2,394 $ 3,253 $ 5,948 $ 17,820 (1) The table does not include our reserve for uncertain tax positions, which at June 30, 2024 totaled $71. Debt obligations. Debt obligations include principal payments on outstanding debt and finance lease obligations. Cash interest payments. Cash interest payments include interest due on outstanding debt and finance lease payments through maturity. Satellite and transmission. We have entered into agreements for the design, construction and launch of four additional satellites, SXM-9, SXM-10, SXM-11 and SXM-12. We also have entered into agreements with third parties to operate and maintain satellite telemetry, tracking and control facilities and certain components of our terrestrial repeater networks. Programming and content. We have entered into various programming and content agreements. Under the terms of these agreements, our obligations include fixed payments, advertising commitments and revenue sharing arrangements. In certain of these agreements, the future revenue sharing costs are dependent upon many factors and are difficult to estimate; therefore, they are not included in our minimum contractual cash commitments. Sales and marketing. We have entered into various marketing, sponsorship and distribution agreements to promote our brands and are obligated to make payments to sponsors, retailers, automakers, radio manufacturers and other third parties under these agreements. Certain programming and content agreements also require us to purchase advertising on properties owned or controlled by the licensors. Satellite incentive payments. Maxar Technologies (formerly Space Systems/Loral), the manufacturer of certain of our in-orbit satellites, may be entitled to future in-orbit performance payments upon XM-5, SIRIUS FM-5, SIRIUS FM-6, and SXM-8 meeting their fifteen-year design life, which we expect to occur. Operating lease obligations. We have entered into both cancelable and non-cancelable operating leases for office space, terrestrial repeaters, data centers and equipment. These leases provide for minimum lease payments, additional operating expense charges, leasehold improvements and rent escalations that have initial terms ranging from one Royalties, Minimum Guarantees and Other. We have entered into music royalty arrangements that include fixed payments. In addition, certain of our podcast agreements also contain minimum guarantees. As of June 30, 2024, we had future fixed commitments related to music royalty and podcast agreements of $912, of which $141 will be paid in 2024 and the remainder will be paid thereafter. On a quarterly basis, we record the greater of the cumulative actual content costs incurred or the cumulative minimum guarantee based on forecasts for the minimum guarantee period. The minimum guarantee period is the period of time that the minimum guarantee relates to, as specified in each agreement, which may be annual or a longer period. The cumulative minimum guarantee, based on forecasts, considers factors such as listening hours, downloads, revenue, subscribers and other terms of each agreement that impact our expected attainment or recoupment of the minimum guarantees based on the relative attribution method. We have entered into certain tax equity investments in which we expect to make future contributions. These future contributions are expected to be made over the remaining respective terms of the investments and totaled $767 as of June 30, 2024, of which $33 is expected to be paid in 2024 and the remainder thereafter. Several of our content agreements also include provisions related to the royalty payments and structures of those agreements relative to other content licensing arrangements, which, if triggered, cause our payments under those agreements to escalate. In addition, record labels, publishers and performing rights organizations with whom we have entered into direct license agreements have the right to audit our content payments, and such audits often result in disputes over whether we have paid the proper content costs. We have also entered into various agreements with third parties for general operating purposes. In addition to the minimum contractual cash commitments described above, we have entered into other variable cost arrangements. These future costs are dependent upon many factors and are difficult to anticipate; however, these costs may be substantial. We may enter into additional programming, distribution, marketing and other agreements that contain similar variable cost provisions. We do not have any other significant off-balance sheet financing arrangements that are reasonably likely to have a material effect on our financial condition, results of operations, liquidity, capital expenditures or capital resources. Legal Proceedings In the ordinary course of business, we are a defendant or party to various claims and lawsuits, including those discussed below. We record a liability when we believe that it is both probable that a liability will be incurred, and the amount of loss can be reasonably estimated. We evaluate developments in legal matters that could affect the amount of liability that has been previously accrued and make adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount of a loss or potential loss. We may be unable to reasonably estimate the possible loss or range of loss for a particular legal contingency for various reasons, including, among others, because: (i) the damages sought are indeterminate; (ii) the proceedings are in the relative early stages; (iii) there is uncertainty as to the outcome of pending proceedings (including motions and appeals); (iv) there is uncertainty as to the likelihood of settlement and the outcome of any negotiations with respect thereto; (v) there remain significant factual issues to be determined or resolved; (vi) the relevant law is unsettled; or (vii) the proceedings involve novel or untested legal theories. In such instances, there may be considerable uncertainty regarding the ultimate resolution of such matters, including the likelihood or magnitude of a possible eventual loss, if any. Vladmir Fishel v. Liberty Media Corporation, et al. On September 23, 2021, a putative class action complaint was filed by a purported Sirius XM Holdings stockholder in the Court of Chancery of the State of Delaware under the caption Vladmir Fishel v. Liberty Media Corporation, et al. , Case No. 2021-0820. The complaint named as defendants Liberty, the members of the Sirius XM Holdings board of directors, and Sirius XM Holdings as the nominal defendant. The complaint alleged that the Sirius XM Holdings board of directors, including Mr. Gregory B. Maffei, the Chairman of the board of directors of Sirius XM Holdings, Ms. Robin P. Hickenlooper, Mr. David A. Blau and Mr. Evan D. Malone, and Liberty, in its purported capacity as a controlling stockholder, breached their fiduciary duties in connection with approving an upsizing of Sirius XM Holdings’ ongoing repurchase program in July 2021. The complaint also alleged that various relationships among certain members of the Sirius XM Holdings board of directors, Mr. John C. Malone and Liberty rendered a majority of the Sirius XM Holdings board of directors not independent from Mr. John C. Malone and Liberty. The complaint sought, among other things, certification of a class action, preliminary and permanent injunctive relief enjoining Sirius XM Holdings’ ongoing repurchase program and any further stock purchases, and monetary relief in the form of damages. On February 2, 2022, the plaintiff filed a supplement to the complaint, which included, among other things, a request for a declaratory judgment that any short-form merger under 8 Del. C. § 253 would be subject to judicial review. On September 15, 2023, the plaintiff filed a motion for leave to file a Verified Amended Class Action and Derivative Complaint and Supplemental Complaint. On December 8, 2023, and in advance of the expenditure of significant time and costs to prepare for trial in this action, the plaintiff (on behalf of himself and other members of a proposed settlement class) and the defendants entered into an agreement in principle to settle the litigation pursuant to which the parties agreed that the plaintiff would release the claims in the original complaint, the supplemented complaint, and the proposed amended complaint with prejudice, with customary releases, in return for a settlement payment of $36, a portion of which would be contributed by insurance carriers. The Company recorded a current liability in the combined balance sheet and litigation settlement expense within income from operations in the combined statements of operations of approximately $7 each related to this matter in the fourth quarter of 2023 and paid $7 to fund the escrow account during the first quarter of 2024. On January 8, 2024, the parties filed a Stipulation and Agreement of Settlement, Compromise, and Release. On January 10, 2024, the Court preliminarily certified, solely for purposes of effectuating the proposed settlement, the action as a non-opt out class action on behalf of a settlement class consisting of all holders of Sirius XM Holdings common stock as of close of trading on January 5, 2024, with some limited exceptions. The Court set a settlement hearing for April 8, 2024, to determine whether to permanently certify the class, whether the proposed settlement is fair, reasonable, and adequate to the settlement class, and whether to enter a judgment dismissing the action with prejudice, among other things. On January 12, 2024, the parties filed a Corrected Stipulation and Agreement of Settlement, Compromise, and Release. On April 9, 2024, after holding a settlement hearing the previous day, the Court entered an Order and Final Judgment, certifying the action as a non-opt out class action on behalf of a settlement class consisting of all holders of Sirius XM Holdings common stock as of close of trading on January 5, 2024, with some limited exceptions, approving the proposed settlement as fair, reasonable, and adequate to the settlement class, and dismissing the action with prejudice, among other things. New York State v. Sirius XM Radio Inc. On December 20, 2023, the People of the State of New York, by Letitia James, Attorney General of the State of New York (the “NY AG”), filed a Petition in the Supreme Court of the State of New York, New York County, against Sirius XM. The Petition alleges various violations of New York law and the federal Restore Online Shoppers’ Confidence Act (“ROSCA”) arising out of subscription cancellation practices. In general, the Petition alleges that Sirius XM requires consumers to devote an excessive amount of time to cancel subscriptions and have not implemented cancellation processes that are simple and efficient. The Petition claims to be brought under certain provisions of New York law that authorize the NY AG to initiate special proceedings seeking injunctive and other equitable relief in cases of persistent business fraud or illegality. The Petition seeks: a permanent injunction against violating provisions of New York law and ROSCA arising out of the alleged deceptive practices associated with its subscription cancellation procedures; an accounting of each consumer who cancelled, or sought to cancel, a satellite radio subscription, including the duration of the cancel interaction and the funds collected from such consumers after that interaction; monetary restitution and damages to aggrieved consumers; disgorgement of all profits resulting from the alleged improper acts; civil penalties; and the NY AG’s costs. In March 2024, Sirius XM filed its Answer to the Petition which was supported by various factual declarations and asserts affirmative defenses to the allegations contained in the Petition. In connection with the Answer, Sirius XM has cross moved for summary judgment with respect to various claims asserted in the Petition. In April 2024, the NY AG filed its responsive pleadings in support of the Petition and in opposition to Sirius XM’s cross motion for summary judgment. In May 2024, Sirius XM filed further opposition to the Petition, and a reply in support of its cross-motion. The Petition and Sirius XM's cross-motion are now fully submitted. The parties have jointly requested that the Court set oral argument; the Court has yet to act upon that request. Sirius XM believes it has substantial defenses to the action and intends to defend this action vigorously. U.S. Music Royalty Fee Actions and Mass Arbitrations . A number of class actions and mass arbitrations have been commenced against Sirius XM relating to its pricing, billing and subscription marketing practices. Although each class action and mass arbitration contains unique allegations; in general, the actions and arbitrations allege that Sirius XM falsely advertised its music subscription plans at lower prices than it actually charges, that it allegedly did not disclose its “U.S. Music Royalty Fee”, and that Sirius XM has taken other actions to prevent customers from discovering the existence, amount and nature of the U.S. Music Royalty Fee in violation of various state consumer protection laws. The plaintiffs and claimants seek to enjoin Sirius XM from advertising its music subscription plans without more specifically disclosing the existence and amount of the U.S. Music Royalty Fee. The plaintiffs and claimants also seek disgorgement, restitution and/or damages in the aggregate amount of U.S Music Royalty Fees paid by customers, as well as statutory and punitive damages where available. To date, the actions and arbitrations filed against Sirius XM include: • On April 14, 2023, Ayana Stevenson and David Ambrose, individually, as private attorneys general, and on behalf of all other California persons similarly situated, filed a class action complaint against Sirius XM in the Superior Court of the State of California, County of Contra Costa. The case was removed to the United States District Court for the Northern District of California, which issued an Order on November 9, 2023 granting Sirius XM’s Motion to Compel Arbitration and dismissed the complaint. Plaintiffs appealed the Court’s granting of the Motion, and Sirius XM cross-appealed the Court’s dismissal in lieu of the issuance of a stay pending arbitration. The appeal and cross-appeal have been dismissed leaving the District Court’s order compelling arbitration in place. • On May 17, 2023, Robyn Posternock, Muriel Salters and Philip Munning, individually, as private attorneys general, and on behalf of all other New Jersey persons similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the District of New Jersey. Sirius XM filed a Motion to Compel Arbitration on August 18, 2023. Sirius XM renewed that motion on June 14, 2024 and the renewed motion remains pending. • On June 5, 2023, Christopher Carovillano and Steven Brandt, individually, as private attorneys general, and on behalf of all other U.S. persons similarly situated (excluding persons in the states of California, New Jersey and Washington), filed a class action complaint against Sirius XM in the United States District Court for the Southern District of New York. On February 6, 2024, the Court issued an Order denying Sirius XM’s Motion to Dismiss and Sirius XM filed an Answer to the complaint on February 20, 2024. On May 24, 2024, Sirius XM filed a Motion for Partial Summary Judgement and to Strike Class Allegations. On July 18, 2024, the Court issued an Opinion and Order granting Sirius XM's motion for partial summary judgement and striking the plaintiffs' class allegations. This case is now expected to proceed solely as to plaintiff's individual claims. • On June 1, 2024, Elenamarie Burns, Jacqueline Gardner, and Lynne Silver filed a petition on behalf of 7,628 individuals in the Commercial Division of the Supreme Court of New York, County of New York, seeking to compel Sirius XM to arbitrate and advance the payment of American Arbitration Association (the AAA) arbitration fees in connection with individual arbitrations. On July 3, 2024, those petitioners filed an amended petition seeking the same relief on behalf of a revised list of 7,628 petitioners. The Court has not taken any action in connection with the amended petition. • On June 14, 2024, Kara Kirkpatrick, Gillian Maxfield, Anna Demarco and Cody Michael, individually and on behalf of all other Oregon persons similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the District of Oregon. • On June 21, 2024, Cindy Balmores, Justin Braswell, Deborah Garvin, and Thea Anderson, individually, as private attorneys general, and on behalf of all other Washington persons similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the Western District of Washington. • On June 25, 2024, Denise Woods and Sherry Tapia, individually, as private attorneys general, and on behalf of all other California persons similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the Northern District of California. On July 3, 2024, plaintiffs filed an administrative motion to relate this case to the earlier filed Stevenson case. • On June 26, 2024, Bonnie Wilson, individually and on behalf of all other U.S. persons similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the Southern District of New York. • Commencing in June 2023, various law firms began filing mass arbitration claims against Sirius XM before the AAA. Collectively, the law firms purport to act on behalf of approximately 70,000 claimants. Several of the law firms have asserted additional causes of action under the Electronic Funds Transfer Act. Sirius XM believes it has substantial defenses to the claims asserted in these actions and arbitrations, and it intends to defend these actions vigorously. Other Matters . In the ordinary course of business, Sirius XM Holdings and Sirius XM are defendants in various other lawsuits and arbitration proceedings, including derivative actions; actions filed by subscribers, both on behalf of themselves and on a class action basis; former employees; parties to contracts or leases; and owners of patents, trademarks, copyrights or other intellectual property. None of these other matters, in our opinion, is likely to have a material adverse effect on our business, financial condition or results of operations. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Certain entities and activities attributed to the Company were included in the federal combined income tax returns of Liberty during the periods presented. The tax provision included in these combined financial statements has been prepared on a stand-alone basis, as if the Company was not part of the consolidated Liberty tax group. Tax sharing payments are remitted between Liberty and the Company in accordance with Liberty’s tax sharing policies based on income tax benefits or liabilities attributed to the Company. As of June 30, 2024 and December 31, 2023, Liberty Sirius XM Holdings had an income tax payable of approximately $116 and $131, respectively, included in other current liabilities in the combined balance sheet. This payable is expected to be reduced to zero prior to the Split-Off. Income tax expense was $76 and $52 for the three months ended June 30, 2024 and 2023, respectively, and $144 and $120 for the six months ended June 30, 2024 and 2023, respectively. Our effective tax rate for the three months ended June 30, 2024 and 2023 was 17.7% and 17.9%, respectively. Our effective tax rate for the six months ended June 30, 2024 and 2023 was 19.5% and 20.4%, respectively. The effective tax rate for the three and six months ended June 30, 2024 was primarily impacted by benefits related to certain tax credits. The effective tax rate for the three and six months ended June 30, 2023 was primarily impacted by the release of valuation reserves against state net operating losses we now expect to realize and benefits related to certain tax credits. During the three and six months ended June 30, 2024, we recognized net tax benefits of $12 and $16, respectively, related to our tax equity investments. These recognized net tax benefits were recorded to Income tax expense in our unaudited combined statement of comprehensive income. During the three and six months ended June 30, 2024, the net tax benefits included tax credits and other income tax benefits of $54 and $79, respectively, which were partially offset by amortization expense of $42 and $63, respectively. As of each of June 30, 2024 and December 31, 2023, we had a valuation allowance related to deferred tax assets of $88 that were not likely to be realized due to the timing of certain federal and state net operating loss limitations. |
Segments and Geographic Informa
Segments and Geographic Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segments and Geographic Information | Segments and Geographic Information In accordance with FASB ASC Topic 280, Segment Reporting , we disaggregate our operations into two reportable segments: Sirius XM and Pandora and Off-platform. The financial results of these segments are utilized by the chief operating decision maker, who is the Chief Executive Officer of Sirius XM Holdings, for evaluating segment performance and allocating resources. We report our segment information based on the "management" approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of our reportable segments. For additional information on our segments refer to Note 1. Segment results include the revenues and cost of services which are directly attributable to each segment. There are no indirect revenues or costs incurred that are allocated to the segments. The Company eliminates intersegment advertising campaign revenue. We had intersegment advertising revenue of $1 and less than $1 during the three months ended June 30, 2024 and 2023, respectively, and $2 and $1 during the six months ended June 30, 2024 and 2023, respectively. Segment revenue and gross profit were as follows during the period presented: For the Three Months Ended June 30, 2024 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 1,520 $ 138 $ 1,658 Advertising revenue 43 400 443 Equipment revenue 47 — 47 Other revenue 30 — 30 Total revenue 1,640 538 2,178 Cost of services (a) (654) (358) (1,012) Segment gross profit $ 986 $ 180 $ 1,166 The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Three Months Ended June 30, 2024 Segment Gross Profit $ 1,166 Subscriber acquisition costs (92) Sales and marketing (a) (217) Engineering, design and development (a) (60) General and administrative (a) (101) Depreciation and amortization (156) Share-based payment expense (48) Impairment, restructuring and acquisition costs (21) Total other expense (41) Combined income before income taxes $ 430 (a) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $11 related to cost of services, $11 related to sales and marketing, $11 related to engineering, design and development and $15 related to general and administrative. These amounts have been excluded from these line items in this table for the three months ended June 30, 2024 . For the Three Months Ended June 30, 2023 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 1,597 $ 128 $ 1,725 Advertising revenue 45 400 445 Equipment revenue 47 — 47 Other revenue 33 — 33 Total revenue 1,722 528 2,250 Cost of services (b) (675) (376) (1,051) Segment gross profit $ 1,047 $ 152 $ 1,199 The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Three Months Ended June 30, 2023 Segment Gross Profit $ 1,199 Subscriber acquisition costs (93) Sales and marketing (b) (209) Engineering, design and development (b) (72) General and administrative (b) (155) Depreciation and amortization (154) Share-based payment expense (46) Impairment, restructuring and acquisition costs (18) Total other expense (161) Combined income before income taxes $ 291 (b) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $10 related to cost of services, $11 related to sales and marketing, $11 related to engineering, design and development and $14 related to general and administrative. These amounts have been excluded from these line items in this table for the three months ended June 30, 2023. For the Six Months Ended June 30, 2024 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 3,067 $ 271 $ 3,338 Advertising revenue 83 762 845 Equipment revenue 97 — 97 Other revenue 60 — 60 Total revenue 3,307 1,033 4,340 Cost of services (c) (1,329) (709) (2,038) Segment gross profit $ 1,978 $ 324 $ 2,302 The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Six Months Ended June 30, 2024 Segment Gross Profit $ 2,302 Subscriber acquisition costs (182) Sales and marketing (c) (434) Engineering, design and development (c) (134) General and administrative (c) (212) Depreciation and amortization (311) Share-based payment expense (96) Impairment, restructuring and acquisition costs (53) Total other expense (141) Combined income before income taxes $ 739 (c) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $22 related to cost of services, $23 related to sales and marketing, $23 related to engineering, design and development and $28 related to general and administrative. These amounts have been excluded from these line items in this table for the six months ended June 30, 2024. For the Six Months Ended June 30, 2023 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 3,160 $ 257 $ 3,417 Advertising revenue 85 734 819 Equipment revenue 93 — 93 Other revenue 65 — 65 Total revenue 3,403 991 4,394 Cost of services (d) (1,340) (727) (2,067) Segment gross profit $ 2,063 $ 264 $ 2,327 The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Six Months Ended June 30, 2023 Segment Gross Profit $ 2,327 Subscriber acquisition costs (183) Sales and marketing (d) (423) Engineering, design and development (d) (140) General and administrative (d) (297) Depreciation and amortization (315) Share-based payment expense (94) Impairment, restructuring and acquisition costs (50) Total other expense (236) Combined income before income taxes $ 589 (d) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $20 related to cost of services, $20 related to sales and marketing, $22 related to engineering, design and development and $32 related to general and administrative. These amounts have been excluded from these line items in this table for the six months ended June 30, 2023. A measure of segment assets is not currently provided to the Chief Executive Officer of Sirius XM Holdings and has therefore not been provided. As of June 30, 2024, long-lived assets were predominantly located in the United States. No individual foreign country represented a material portion of our combined revenue during the three and six months ended June 30, 2024 and 2023. |
Business & Basis of Presentat_2
Business & Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of New ASU Adoption Impact on Financial Statements | The effects of the changes made to our unaudited combined balance sheet as of January 1, 2024 for the adoption of ASU 2023-02 are included in the table below. Balance at December 31, 2023 Adjustments Due to ASU 2023-02 Balance at January 1, 2024 Balance Sheet Equity method investments $ 715 $ 122 $ 837 Related party current liabilities $ 8 $ 15 $ 23 Other long-term liabilities $ 428 $ 109 $ 537 Deferred tax liabilities $ 2,414 $ (5) $ 2,409 Retained earnings $ 15,353 $ 3 $ 15,356 |
Pro Forma Net Income per Share
Pro Forma Net Income per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Pro Forma Net Income per Share | For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2024 Numerator: Net income attributable to Liberty Sirius XM Holdings Inc. $ 304 $ 503 Denominator: Total Liberty SiriusXM Shares 327 327 Exchange Ratio 0.83 0.83 Liberty SiriusXM Shares multiplied by the Exchange Ratio 271 271 Minority Interest Shares 645 645 Minority Interest exchange ratio 0.1 0.1 Minority Interest Shares multiplied by the Minority Interest exchange ratio 64 64 Total Shares 335 335 Pro forma net income attributable to Liberty Sirius XM Holdings Inc. per share - basic $ 0.91 $ 1.50 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | Our assets and liabilities measured at fair value were as follows: June 30, 2024 December 31, 2023 Level 1 Level 2 Level 3 Total Fair Value Level 1 Level 2 Level 3 Total Fair Value Cash equivalents $ 87 $ — $ — $ 87 $ 266 $ — $ — $ 266 Financial instruments (a) $ 58 $ — $ — $ 58 $ 53 $ — $ — $ 53 Debt (b) $ — $ 1,182 $ — $ 1,182 $ — $ 1,262 $ — $ 1,262 (a) Level 1 financial instrument assets are comprised of the Company's deferred compensation plan assets. Refer to Note 13 for additional discussion. (b) The fair values of the corporate level exchangeable senior debentures and convertible senior notes are based on quoted market prices but are not considered to be traded on “active markets,” as defined by GAAP. Refer to Note 11 for additional discussion related to our debt. |
Unrealized Gain (Loss) on Investments | Realized and unrealized gains (losses) on financial instruments, net are comprised of changes in the fair value of the following and are included in Other income, net on the combined unaudited statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Debt measured at fair value (a) $ 80 $ (47) $ 95 $ 62 Change in fair value of bond hedges — 11 — (99) Other 2 2 5 6 Total $ 82 $ (34) $ 100 $ (31) (a) The Company elected to account for its corporate level exchangeable senior debentures and convertible senior notes using the fair value option. Changes in the fair value of the corporate level exchangeable senior debentures and convertible senior notes recognized in the combined statements of operations are primarily due to market factors primarily driven by changes in the fair value of the underlying shares into which the debt is exchangeable. The Company isolates the portion of the unrealized gain (loss) attributable to changes in the instrument specific credit risk and recognizes such amount in other comprehensive earnings (loss). The change in the fair value of the corporate level exchangeable senior debentures and convertible senior notes attributable to changes in the instrument specific credit risk was a gain of $18 and a loss of $9 for the three months ended June 30, 2024 and 2023, respectively, and a loss of $13 and a loss of $12 for the six months ended June 30, 2024 and 2023, respectively. During the three and six months ended June 30, 2023, the Company recognized $18 and $42, respectively, of previously unrecognized gains related to the retirement of a portion of Liberty's 1.375% Cash Convertible Senior Notes due 2023 and Liberty's 2.125% Exchangeable Senior Debentures due 2048, which was recognized through Other income, net in the combined statements of operations. There was no retirement of debt measured at fair value during the three and six months ended June 30, 2024. The cumulative change since issuance was a loss of $83 as of June 30, 2024, net of the recognition of previously unrecognized gains and losses. |
Receivables, net (Tables)
Receivables, net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable, Net | Receivables, net, consists of the following: June 30, 2024 December 31, 2023 Gross customer accounts receivable $ 562 $ 631 Allowance for doubtful accounts (9) (15) Customer accounts receivable, net $ 553 $ 616 Receivables from distributors 57 56 Other receivables 34 37 Total receivables, net $ 644 $ 709 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | Our intangible assets include the following: June 30, 2024 December 31, 2023 Weighted Gross Accumulated Amortization Net Gross Accumulated Amortization Net Recorded to Sirius XM Reporting Unit: Indefinite life intangible assets: FCC licenses Indefinite $ 8,600 $ — $ 8,600 $ 8,600 $ — $ 8,600 Trademarks Indefinite 930 — 930 930 — 930 Definite life intangible assets: Customer relationships 15 years 570 (437) 133 570 (418) 152 OEM relationships 15 years 220 (156) 64 220 (149) 71 Licensing agreements 15 years 285 (236) 49 285 (228) 57 Software and technology 7 years 28 (23) 5 28 (22) 6 Due to Acquisitions recorded to Pandora Indefinite life intangible assets: Trademarks Indefinite 312 — 312 312 — 312 Definite life intangible assets: Customer relationships 8 years 442 (305) 137 442 (279) 163 Software and technology 5 years 391 (379) 12 391 (372) 19 Total intangible assets $ 11,778 $ (1,536) $ 10,242 $ 11,778 $ (1,468) $ 10,310 |
Schedule of Finite-Lived Intangible Assets | Our intangible assets include the following: June 30, 2024 December 31, 2023 Weighted Gross Accumulated Amortization Net Gross Accumulated Amortization Net Recorded to Sirius XM Reporting Unit: Indefinite life intangible assets: FCC licenses Indefinite $ 8,600 $ — $ 8,600 $ 8,600 $ — $ 8,600 Trademarks Indefinite 930 — 930 930 — 930 Definite life intangible assets: Customer relationships 15 years 570 (437) 133 570 (418) 152 OEM relationships 15 years 220 (156) 64 220 (149) 71 Licensing agreements 15 years 285 (236) 49 285 (228) 57 Software and technology 7 years 28 (23) 5 28 (22) 6 Due to Acquisitions recorded to Pandora Indefinite life intangible assets: Trademarks Indefinite 312 — 312 312 — 312 Definite life intangible assets: Customer relationships 8 years 442 (305) 137 442 (279) 163 Software and technology 5 years 391 (379) 12 391 (372) 19 Total intangible assets $ 11,778 $ (1,536) $ 10,242 $ 11,778 $ (1,468) $ 10,310 |
Schedule of Expected Future Amortization Expense | The expected amortization expense for each of the fiscal years 2024 through 2028 and for periods thereafter is as follows: Years ending December 31, Amount 2024 (remaining) $ 63 2025 124 2026 123 2027 75 2028 15 Thereafter — Total definite life intangible assets, net $ 400 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, consists of the following: June 30, 2024 December 31, 2023 Satellite system $ 1,598 $ 1,598 Capitalized software and hardware 2,175 2,178 Construction in progress 867 538 Other 695 627 Total property and equipment 5,335 4,941 Accumulated depreciation (3,436) (3,150) Property and equipment, net $ 1,899 $ 1,791 Construction in progress consists of the following: June 30, 2024 December 31, 2023 Satellite system $ 613 $ 490 Capitalized software and hardware 227 17 Other 27 31 Construction in progress $ 867 $ 538 |
Schedule of Orbiting Satellites | The chart below provides certain information on our satellites as of June 30, 2024: Satellite Description Year Delivered Estimated End of FCC License Expiration Year SIRIUS FM-5 2009 2024 2025 SIRIUS FM-6 2013 2028 2030 XM-3 2005 2020 2026 XM-5 2010 2025 2026 SXM-8 2021 2036 2029 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense were as follows: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Operating lease cost $ 16 $ 11 $ 31 $ 32 Finance lease cost 2 1 3 1 Sublease income (1) (1) (2) (2) Total lease cost $ 17 $ 11 $ 32 $ 31 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Our debt as of June 30, 2024 and December 31, 2023 consisted of the following: Principal Amount at Carrying value (a) at Issuer / Borrower Issued Debt Maturity Date Interest June 30, 2024 June 30, 2024 December 31, 2023 Corporate level notes and loans: Parent (b) March 2023 3.75% Convertible Senior Notes March 15, 2028 Semi-annually in arrears on March 15 and September 15 $ 575 $ 601 $ 688 Parent (b) November 2019 2.75% Exchangeable Senior Debentures December 1, 2049 quarterly in arrears on March 1, June 1, September 1, and December 1 585 581 574 Parent Various Sirius XM Holdings Margin Loan Various n/a 595 595 695 Subsidiary notes and loans: Sirius XM (c) April 2022 Incremental Term Loan April 11, 2024 variable fee paid monthly — — 500 Sirius XM December 2012 Senior Secured Revolving Credit Facility (the "Credit Facility") August 31, 2026 variable fee paid quarterly 350 350 — Sirius XM (c) August 2021 3.125% Senior Notes September 1, 2026 semi-annually on March 1 and September 1 1,000 995 994 Sirius XM (c) July 2017 5.00% Senior Notes August 1, 2027 semi-annually on February 1 and August 1 1,500 1,495 1,494 Sirius XM (c) June 2021 4.00% Senior Notes July 15, 2028 semi-annually on January 15 and July 15 2,000 1,986 1,985 Sirius XM (c) June 2019 5.500% Senior Notes July 1, 2029 semi-annually on January 1 and July 1 1,250 1,242 1,241 Sirius XM (c) June 2020 4.125% Senior Notes July 1, 2030 semi-annually on January 1 and July 1 1,500 1,489 1,488 Sirius XM (c) August 2021 3.875% Senior Notes September 1, 2031 semi-annually on March 1 and September 1 1,500 1,487 1,487 Sirius XM Various Finance leases Various n/a n/a 13 15 Total debt 10,834 11,161 Less: total current maturities 586 1,079 Less: total deferred financing costs, net 8 9 Total long-term debt $ 10,240 $ 10,073 (a) The carrying value of the obligations is net of any remaining unamortized original issue discount except for the debt measured at fair value noted in (b) below. (b) Measured at fair value. (c) All material domestic subsidiaries, including Pandora and its subsidiaries, that guarantee the Credit Facility have guaranteed the Incremental Term Loan and these notes. The fair values, based on quoted market prices of the same instruments but not considered to be active markets (Level 2), of Sirius XM’s debt securities, not reported at fair value, whose carrying value does not approximate fair value, are as follows: June 30, 2024 December 31, 2023 Sirius XM 3.125% Senior Notes due 2026 $ 937 $ 932 Sirius XM 5.0% Senior Notes due 2027 $ 1,431 $ 1,444 Sirius XM 4.0% Senior Notes due 2028 $ 1,797 $ 1,827 Sirius XM 5.50% Senior Notes due 2029 $ 1,169 $ 1,202 Sirius XM 4.125% Senior Notes due 2030 $ 1,275 $ 1,326 Sirius XM 3.875% Senior Notes due 2031 $ 1,221 $ 1,277 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of Dividends Declared | During the six months ended June 30, 2024 and 2023, Sirius XM Holdings' board of directors declared and paid the following dividends: Declaration Date Dividend Per Share Record Date Total Amount Payment Date 2024 dividends January 24, 2024 $ 0.0266 February 9, 2024 $ 102 February 23, 2024 April 24, 2024 $ 0.0266 May 10, 2024 $ 103 May 29, 2024 2023 dividends January 25, 2023 $ 0.0242 February 9, 2023 $ 94 February 24, 2023 April 19, 2023 $ 0.0242 May 5, 2023 $ 94 May 24, 2023 |
Schedule of Repurchase Agreements | The following table summarizes Sirius XM Holdings' total share repurchase activity for the six months ended: June 30, 2024 June 30, 2023 Share Repurchase Type Shares Amount Shares Amount Open Market Repurchases — $ — 53 $ 202 |
Benefit Plans (Tables)
Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Schedule of Fair Value of Options Granted | The following table summarizes the weighted-average assumptions used to compute the fair value of options granted to employees, members of Sirius XM Holdings' board of directors and non-employees under the Sirius XM Awards: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Risk-free interest rate 4.7% 3.6% 4.4% 4.0% Expected life of options — years 3.75 3.80 3.76 3.80 Expected stock price volatility 41% 34% 40% 31% Expected dividend yield 3.9% 2.6% 2.8% 2.0% |
Schedule of Stock Options Activity Under Share-based Payment Plans | The following table presents the number and weighted average exercise price ("WAEP") of options to purchase shares of Series C Liberty SiriusXM common stock granted to certain officers, employees and directors of Liberty, as well as the weighted average remaining life and aggregate intrinsic value of the options. Options (000's) WAEP Weighted Aggregate Outstanding at January 1, 2024 5,863 $ 29.13 Granted — $ — Exercised (987) $ 25.94 Forfeited/Cancelled (1) $ 29.98 Outstanding at June 30, 2024 4,875 $ 29.78 2.8 $ — Exercisable at June 30, 2024 4,086 $ 29.84 2.7 $ — The following table summarizes stock option activity under Sirius XM Holdings' share-based plans for the six months ended June 30, 2024: Options WAEP Weighted-Average Aggregate Outstanding as of January 1, 2024 122 $ 5.60 Granted 29 $ 4.19 Exercised (1) $ 3.56 Forfeited, cancelled or expired (6) $ 5.75 Outstanding as of June 30, 2024 144 $ 5.33 5.41 $ 1 Exercisable as of June 30, 2024 92 $ 5.57 4.14 $ — |
Schedule of Restricted Stock Unit and Stock Award Activity | The following table summarizes the RSUs, including PRSUs, activity under the Sirius XM Holdings share-based plans for the six months ended June 30, 2024: Shares GDFV Per Share Nonvested as of January 1, 2024 89 $ 5.59 Granted 15 $ 4.30 Vested (12) $ 6.06 Forfeited (7) $ 5.54 Nonvested as of June 30, 2024 85 $ 5.27 |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount | Included in the accompanying combined statements of operations are the following amounts of share-based compensation expense: For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Cost of services: Programming and content $ 9 $ 8 $ 17 $ 15 Customer service and billing 1 1 2 3 Transmission 1 1 3 2 Sales and marketing 11 11 23 20 Engineering, design, and development 11 11 23 22 General and administrative 15 14 28 32 $ 48 $ 46 $ 96 $ 94 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Expected Contractual Cash Commitments | The following table summarizes our expected contractual cash commitments as of June 30, 2024: 2024 2025 2026 2027 2028 Thereafter Total Debt obligations $ 3 $ 7 $ 1,950 $ 1,501 $ 2,575 $ 4,832 $ 10,868 Cash interest payments 251 494 446 383 296 695 2,565 Satellite and transmission 163 211 92 41 1 4 512 Programming and content 199 347 238 148 79 63 1,074 Sales and marketing 52 29 18 6 1 — 106 Satellite incentive payments 4 8 3 3 3 12 33 Operating lease obligations 29 55 50 45 36 67 282 Royalties, minimum guarantees and other 331 550 695 267 262 275 2,380 Total (1) $ 1,032 $ 1,701 $ 3,492 $ 2,394 $ 3,253 $ 5,948 $ 17,820 (1) The table does not include our reserve for uncertain tax positions, which at June 30, 2024 totaled $71. |
Segments and Geographic Infor_2
Segments and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment revenue and gross profit were as follows during the period presented: For the Three Months Ended June 30, 2024 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 1,520 $ 138 $ 1,658 Advertising revenue 43 400 443 Equipment revenue 47 — 47 Other revenue 30 — 30 Total revenue 1,640 538 2,178 Cost of services (a) (654) (358) (1,012) Segment gross profit $ 986 $ 180 $ 1,166 For the Three Months Ended June 30, 2023 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 1,597 $ 128 $ 1,725 Advertising revenue 45 400 445 Equipment revenue 47 — 47 Other revenue 33 — 33 Total revenue 1,722 528 2,250 Cost of services (b) (675) (376) (1,051) Segment gross profit $ 1,047 $ 152 $ 1,199 For the Six Months Ended June 30, 2024 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 3,067 $ 271 $ 3,338 Advertising revenue 83 762 845 Equipment revenue 97 — 97 Other revenue 60 — 60 Total revenue 3,307 1,033 4,340 Cost of services (c) (1,329) (709) (2,038) Segment gross profit $ 1,978 $ 324 $ 2,302 For the Six Months Ended June 30, 2023 Sirius XM Pandora and Off-platform Total Revenue Subscriber revenue $ 3,160 $ 257 $ 3,417 Advertising revenue 85 734 819 Equipment revenue 93 — 93 Other revenue 65 — 65 Total revenue 3,403 991 4,394 Cost of services (d) (1,340) (727) (2,067) Segment gross profit $ 2,063 $ 264 $ 2,327 |
Schedule of Reconciliation of Revenue from Segments to Consolidated | The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Three Months Ended June 30, 2024 Segment Gross Profit $ 1,166 Subscriber acquisition costs (92) Sales and marketing (a) (217) Engineering, design and development (a) (60) General and administrative (a) (101) Depreciation and amortization (156) Share-based payment expense (48) Impairment, restructuring and acquisition costs (21) Total other expense (41) Combined income before income taxes $ 430 (a) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $11 related to cost of services, $11 related to sales and marketing, $11 related to engineering, design and development and $15 related to general and administrative. These amounts have been excluded from these line items in this table for the three months ended June 30, 2024 . For the Three Months Ended June 30, 2023 Segment Gross Profit $ 1,199 Subscriber acquisition costs (93) Sales and marketing (b) (209) Engineering, design and development (b) (72) General and administrative (b) (155) Depreciation and amortization (154) Share-based payment expense (46) Impairment, restructuring and acquisition costs (18) Total other expense (161) Combined income before income taxes $ 291 (b) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $10 related to cost of services, $11 related to sales and marketing, $11 related to engineering, design and development and $14 related to general and administrative. These amounts have been excluded from these line items in this table for the three months ended June 30, 2023. The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Six Months Ended June 30, 2024 Segment Gross Profit $ 2,302 Subscriber acquisition costs (182) Sales and marketing (c) (434) Engineering, design and development (c) (134) General and administrative (c) (212) Depreciation and amortization (311) Share-based payment expense (96) Impairment, restructuring and acquisition costs (53) Total other expense (141) Combined income before income taxes $ 739 (c) Share-based payment expense is presented as a separate line item for the purpose of this note and consists of $22 related to cost of services, $23 related to sales and marketing, $23 related to engineering, design and development and $28 related to general and administrative. These amounts have been excluded from these line items in this table for the six months ended June 30, 2024. The reconciliation between reportable segment gross profit to combined income before income tax is as follows: For the Six Months Ended June 30, 2023 Segment Gross Profit $ 2,327 Subscriber acquisition costs (183) Sales and marketing (d) (423) Engineering, design and development (d) (140) General and administrative (d) (297) Depreciation and amortization (315) Share-based payment expense (94) Impairment, restructuring and acquisition costs (50) Total other expense (236) Combined income before income taxes $ 589 |
Business & Basis of Presentat_3
Business & Basis of Presentation (Details) subscriber in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment satelliteRadioSystem subscriber | Jun. 30, 2023 USD ($) | Jun. 16, 2024 | Mar. 10, 2023 | Nov. 26, 2019 | |
Related Party Transaction [Line Items] | |||||||
Number of reportable segments | segment | 2 | ||||||
Number of satellite radio systems | satelliteRadioSystem | 2 | ||||||
Merger related costs | $ 3 | $ 3 | $ 6 | $ 6 | |||
Revolving credit facility borrowings | 1,352 | 1,117 | |||||
Revolving credit facility repayments | $ 1,002 | $ 974 | |||||
Number of Operating Segments | segment | 2 | ||||||
Sirius XM Holdings, Inc. | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership percentage | 83% | 83% | |||||
2.75% Exchangeable Senior Debentures | Senior Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Stated interest rate (as a percent) | 2.75% | 2.75% | 2.75% | ||||
3.75% Convertible Senior Notes | Senior Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Stated interest rate (as a percent) | 3.75% | 3.75% | 3.75% | ||||
Pandora | |||||||
Related Party Transaction [Line Items] | |||||||
Number of subscribers | subscriber | 6 | ||||||
Sirius XM Holdings, Inc. | |||||||
Related Party Transaction [Line Items] | |||||||
Redemption ratio | 0.1 | 0.1 | 0.1 | ||||
Sirius XM Canada | Equity Method Investee | |||||||
Related Party Transaction [Line Items] | |||||||
Equity method investment, equity interest percentage | 70% | 70% | |||||
Equity method investment, voting interest percentage | 33% | 33% | |||||
Sirius XM | |||||||
Related Party Transaction [Line Items] | |||||||
Number of subscribers | subscriber | 33.3 |
Business & Basis of Presentat_4
Business & Basis of Presentation - Schedule of New ASU Adoption Impact on Financial Statements (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Jan. 01, 2024 | Dec. 31, 2023 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Equity method investments | $ 1,601 | $ 837 | $ 715 |
Related party liabilities | 23 | 8 | |
Other long-term liabilities | 1,136 | 537 | 428 |
Deferred tax liabilities | 2,371 | 2,409 | 2,414 |
Accumulated deficit | $ 15,859 | 15,356 | $ 15,353 |
Cumulative Effect, Adjustment | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Equity method investments | 122 | ||
Related party liabilities | 15 | ||
Other long-term liabilities | 109 | ||
Deferred tax liabilities | (5) | ||
Accumulated deficit | $ 3 |
Pro Forma Net Income per Shar_2
Pro Forma Net Income per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares | Jun. 16, 2024 | Jun. 15, 2024 shares | |
Numerator: | ||||||
Net income attributable to Liberty Sirius XM Holdings Inc. | $ | $ 304 | $ 188 | $ 503 | $ 381 | ||
Denominator: | ||||||
Common stock outstanding (in shares) | 335 | 335 | ||||
Net income per common share: | ||||||
Unaudited pro forma net income attributable to Liberty Sirius XM Holdings Inc. per share - basic (in USD per share) | $ / shares | $ 0.91 | $ 1.50 | ||||
Liberty Sirius XM | ||||||
Denominator: | ||||||
Common stock outstanding (in shares) | 271 | 271 | 327 | |||
Redemption ratio | 0.83 | 0.83 | 0.83 | |||
Sirius XM Holdings, Inc. | ||||||
Denominator: | ||||||
Common stock outstanding (in shares) | 64 | 64 | 645 | |||
Redemption ratio | 0.1 | 0.1 | 0.1 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 87 | $ 266 |
Financial instruments | 58 | 53 |
Debt | 1,182 | 1,262 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 87 | 266 |
Financial instruments | 58 | 53 |
Debt | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Financial instruments | 0 | 0 |
Debt | 1,182 | 1,262 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Financial instruments | 0 | 0 |
Debt | $ 0 | $ 0 |
Fair Value Measurements - Gains
Fair Value Measurements - Gains (Losses) on Financial Instruments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Total | $ 82 | $ (34) | $ 100 | $ (31) | |
Gain on retirement of debt | $ 18 | $ 42 | |||
Cash Convertible Senior Notes due 2023 | Senior Notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate (as a percent) | 1.375% | 1.375% | 1.375% | ||
2.125%% Exchangeable Senior Debentures due 2048 | Senior Notes | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Stated interest rate (as a percent) | 2.125% | 2.125% | |||
Debt measured at fair value | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Total | 80 | $ (47) | 95 | $ 62 | |
Gain (loss) on specific credit risk | 18 | (9) | (13) | (12) | |
Cumulative loss on credit risk | 83 | 83 | |||
Change in fair value of bond hedges | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Total | 0 | 11 | 0 | (99) | |
Other | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Total | $ 2 | $ 2 | $ 5 | $ 6 |
Restructuring Costs (Details)
Restructuring Costs (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) employee | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring costs | $ 3 | $ 5 | $ 15 | $ 35 |
Positions eliminated | employee | 475 | |||
Percent of positions eliminated | 8% | |||
Severance costs | $ 15 | $ 28 | ||
Impairment loss | 5 | |||
Accrued restructuring expense | $ 2 | $ 2 |
Receivables, net (Details)
Receivables, net (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Receivables [Abstract] | ||
Gross customer accounts receivable | $ 562 | $ 631 |
Allowance for doubtful accounts | (9) | (15) |
Customer accounts receivable, net | 553 | 616 |
Receivables from distributors | 57 | 56 |
Other receivables | 34 | 37 |
Total receivables, net | $ 644 | $ 709 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) reportingUnit | Dec. 31, 2023 USD ($) | |
Business Acquisition [Line Items] | ||||
Number of reporting units | reportingUnit | 2 | |||
Goodwill, impairment loss | $ 0 | $ 0 | ||
Accumulated impairment of goodwill since the merger | 956,000,000 | $ 956,000,000 | ||
Goodwill | 15,209,000,000 | 15,209,000,000 | $ 15,209,000,000 | |
Sirius XM | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 14,250,000,000 | 14,250,000,000 | 14,250,000,000 | |
Pandora and Off-platform | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 959,000,000 | $ 959,000,000 | $ 959,000,000 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Definite life intangible assets: | ||
Accumulated Amortization | $ (1,536) | $ (1,468) |
Total definite life intangible assets, net | 400 | |
Gross Carrying Value | ||
Total intangible assets | 11,778 | 11,778 |
Net Carrying Value | ||
Total intangible assets | 10,242 | 10,310 |
FCC licenses | Sirius XM | ||
Indefinite life intangible assets: | ||
Gross Carrying Value | 8,600 | 8,600 |
Trademarks | Sirius XM | ||
Indefinite life intangible assets: | ||
Gross Carrying Value | 930 | 930 |
Trademarks | Pandora and Off-platform | ||
Indefinite life intangible assets: | ||
Gross Carrying Value | $ 312 | 312 |
OEM relationships | Sirius XM | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 15 years | |
Gross Carrying Value | $ 220 | 220 |
Accumulated Amortization | (156) | (149) |
Total definite life intangible assets, net | $ 64 | 71 |
Licensing agreements | Sirius XM | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 15 years | |
Gross Carrying Value | $ 285 | 285 |
Accumulated Amortization | (236) | (228) |
Total definite life intangible assets, net | $ 49 | 57 |
Software and technology | Sirius XM | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 7 years | |
Gross Carrying Value | $ 28 | 28 |
Accumulated Amortization | (23) | (22) |
Total definite life intangible assets, net | $ 5 | 6 |
Software and technology | Pandora and Off-platform | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 5 years | |
Gross Carrying Value | $ 391 | 391 |
Accumulated Amortization | (379) | (372) |
Total definite life intangible assets, net | $ 12 | 19 |
Customer relationships | Sirius XM | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 15 years | |
Gross Carrying Value | $ 570 | 570 |
Accumulated Amortization | (437) | (418) |
Total definite life intangible assets, net | $ 133 | 152 |
Customer relationships | Pandora and Off-platform | ||
Definite life intangible assets: | ||
Weighted Average Useful Lives | 8 years | |
Gross Carrying Value | $ 442 | 442 |
Accumulated Amortization | (305) | (279) |
Total definite life intangible assets, net | $ 137 | $ 163 |
Intangible Assets - Indefinite
Intangible Assets - Indefinite Life Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of indefinite lived assets | $ 0 | $ 0 | $ 0 | $ 0 |
Intangible Assets - Definite Li
Intangible Assets - Definite Life Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 31,000,000 | $ 50,000,000 | $ 69,000,000 | $ 101,000,000 |
Retirement of assets | 0 | 0 | ||
Impairments of definite lived intangible assets | $ 0 | $ 0 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Expected Future Amortization Expense (Details) $ in Millions | Jun. 30, 2024 USD ($) |
Expected amortization expense for each of the fiscal years | |
2024 (remaining) | $ 63 |
2025 | 124 |
2026 | 123 |
2027 | 75 |
2028 | 15 |
Thereafter | 0 |
Total definite life intangible assets, net | $ 400 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 5,335 | $ 4,941 |
Accumulated depreciation | (3,436) | (3,150) |
Property and equipment, net | 1,899 | 1,791 |
Satellite system | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,598 | 1,598 |
Capitalized software and hardware | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,175 | 2,178 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 867 | 538 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 695 | $ 627 |
Property and Equipment - Sche_2
Property and Equipment - Schedule of Construction in Progress (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Construction in progress | $ 867 | $ 538 |
Satellite system | ||
Property, Plant and Equipment [Line Items] | ||
Construction in progress | 613 | 490 |
Capitalized software and hardware | ||
Property, Plant and Equipment [Line Items] | ||
Construction in progress | 227 | 17 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Construction in progress | $ 27 | $ 31 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) satellite | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) satellite | Jun. 30, 2023 USD ($) | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense on property and equipment | $ 125 | $ 104 | $ 242 | $ 214 |
Disposal of property and equipment | 45 | 55 | ||
Capitalized interest costs | 6 | 4 | 12 | 6 |
Capitalized stock-based compensation costs | $ 6 | 3 | $ 11 | 7 |
Number of owned satellites | satellite | 5 | 5 | ||
Capitalized software and hardware | ||||
Property, Plant and Equipment [Line Items] | ||||
Write off of fixed assets | $ 1 | $ 11 | $ 13 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||
Impairment loss | $ 5 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Lease obligations, term (years) | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Lease obligations, term (years) | 19 years | |
Operating lease, renewal term (years) | 5 years | |
Finance lease, renewal term (years) | 5 years | |
Option to terminate lease, term of option (years) | 1 year |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Leases [Abstract] | ||||
Operating lease cost | $ 16 | $ 11 | $ 31 | $ 32 |
Finance lease cost | 2 | 1 | 3 | 1 |
Sublease income | (1) | (1) | (2) | (2) |
Total lease cost | $ 17 | $ 11 | $ 32 | $ 31 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Feb. 29, 2020 USD ($) | Jun. 30, 2024 USD ($) boardMember shares | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) boardMember shares | Jun. 30, 2023 USD ($) | Jun. 30, 2024 $ / shares | Jan. 01, 2024 USD ($) | Dec. 31, 2023 USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Equity method investments | $ 1,601 | $ 1,601 | $ 837 | $ 715 | ||||
Total revenue | 2,178 | $ 2,250 | 4,340 | $ 4,394 | ||||
Loss from equity method investments | 6 | (5) | ||||||
Related party liabilities | $ 23 | 8 | ||||||
SoundCloud Holdings, LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Cost of services | 15 | 14 | 30 | 25 | ||||
Related party liabilities | $ 21 | $ 21 | 20 | |||||
SoundCloud Holdings, LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of board members | boardMember | 10 | 10 | ||||||
Equity Method Investee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Loss from equity method investments | $ (2) | (1) | (2) | |||||
Clean Energy Technology Investments | ||||||||
Related Party Transaction [Line Items] | ||||||||
Investments in related parties and other equity investees | 23 | 2 | $ 202 | 41 | ||||
Elected amount | 937 | 937 | ||||||
Elected commitment | 767 | 767 | ||||||
Clean Energy Technology Investments | Related Party | ||||||||
Related Party Transaction [Line Items] | ||||||||
Elected commitment | $ 87 | $ 87 | ||||||
Sirius XM Canada | Equity Method Investee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Equity method investment, equity interest percentage | 70% | 70% | ||||||
Equity method investment, voting interest percentage | 33% | 33% | ||||||
Number of preferred shares owned (in shares) | shares | 591,000,000 | 591,000,000 | ||||||
Preferred stock liquidation preference per share (in CAD per share) | $ / shares | $ 1 | |||||||
Equity method investments | $ 591 | $ 591 | 604 | |||||
Other receivable | 8 | 8 | $ 8 | |||||
Equity method investment, dividends, including reduction of investment | 1 | 1 | 1 | 1 | ||||
Total revenue | $ 23 | $ 26 | $ 47 | $ 51 | ||||
SoundCloud Holdings, LLC | Equity Method Investee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Investments in related parties and other equity investees | $ 75 | |||||||
Number of board members appointed | boardMember | 2 | 2 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) | Jun. 30, 2024 | Jan. 26, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Mar. 10, 2023 | Apr. 30, 2022 | Feb. 28, 2021 | Nov. 26, 2019 |
Debt | ||||||||
Total | $ 13,000,000 | $ 15,000,000 | ||||||
Total debt | 10,834,000,000 | 11,161,000,000 | ||||||
Less: total current maturities | 586,000,000 | 1,079,000,000 | ||||||
Less: total deferred financing costs, net | 8,000,000 | 9,000,000 | ||||||
Total long-term debt | $ 10,240,000,000 | 10,073,000,000 | ||||||
Senior Notes | 3.75% Convertible Senior Notes | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 3.75% | 3.75% | ||||||
Principal amount | $ 575,000,000 | $ 575,000,000 | ||||||
Carrying value | $ 601,000,000 | 688,000,000 | ||||||
Senior Notes | 2.75% Exchangeable Senior Debentures | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 2.75% | 2.75% | ||||||
Principal amount | $ 585,000,000 | $ 604,000,000 | ||||||
Carrying value | $ 581,000,000 | 574,000,000 | ||||||
Senior Notes | 3.125% Senior Notes Due 2026 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 3.125% | |||||||
Principal amount | $ 1,000,000,000 | |||||||
Carrying value | $ 995,000,000 | 994,000,000 | ||||||
Senior Notes | 5.00% Senior Notes Due 2027 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 5% | |||||||
Principal amount | $ 1,500,000,000 | |||||||
Carrying value | $ 1,495,000,000 | 1,494,000,000 | ||||||
Senior Notes | 4.00% Senior Notes Due 2028 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 4% | |||||||
Principal amount | $ 2,000,000,000 | |||||||
Carrying value | $ 1,986,000,000 | 1,985,000,000 | ||||||
Senior Notes | 5.500% Senior Notes Due 2029 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 5.50% | |||||||
Principal amount | $ 1,250,000,000 | |||||||
Carrying value | $ 1,242,000,000 | 1,241,000,000 | ||||||
Senior Notes | 4.125% Senior Notes Due 2030 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 4.125% | |||||||
Principal amount | $ 1,500,000,000 | |||||||
Carrying value | $ 1,489,000,000 | 1,488,000,000 | ||||||
Senior Notes | 3.875% Senior Notes Due 2031 | ||||||||
Debt | ||||||||
Stated interest rate (as a percent) | 3.875% | |||||||
Principal amount | $ 1,500,000,000 | |||||||
Carrying value | 1,487,000,000 | 1,487,000,000 | ||||||
Line of Credit | Incremental Term Loan | ||||||||
Debt | ||||||||
Principal amount | 0 | $ 1,100,000,000 | $ 500,000,000 | |||||
Carrying value | 0 | 500,000,000 | ||||||
Line of Credit | Senior Secured Revolving Credit Facility (the "Credit Facility") | ||||||||
Debt | ||||||||
Principal amount | 350,000,000 | |||||||
Carrying value | 350,000,000 | 0 | ||||||
Line of Credit | Sirius XM Holdings Margin Loan | ||||||||
Debt | ||||||||
Principal amount | 595,000,000 | $ 125,000,000 | ||||||
Carrying value | $ 595,000,000 | $ 695,000,000 | ||||||
Line of Credit | Sirius XM Holdings Margin Loan | Senior Secured Revolving Credit Facility (the "Credit Facility") | ||||||||
Debt | ||||||||
Principal amount | $ 1,075,000,000 | $ 875,000,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 6 Months Ended | ||||||||
Apr. 11, 2024 | Nov. 26, 2019 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Feb. 28, 2021 USD ($) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 | Jan. 26, 2024 USD ($) | Mar. 10, 2023 USD ($) | Apr. 30, 2022 USD ($) | Aug. 31, 2021 USD ($) | |
Line of Credit | Sirius XM Holdings Margin Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 125,000,000 | $ 595,000,000 | ||||||||
Credit facility, unused capacity, commitment fee percentage | 0.50% | |||||||||
Interest rate | 7.58% | 7.60% | ||||||||
Remaining capacity | $ 1,075,000,000 | |||||||||
Shares owned (in shares) | shares | 1,000,000,000 | |||||||||
Value of shares | $ 2,830,000,000 | |||||||||
Senior Notes | 3.75% Convertible Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate (as a percent) | 3.75% | 3.75% | ||||||||
Principal amount | $ 575,000,000 | $ 575,000,000 | ||||||||
Shares issued (shares per thousand dollars) | 35.4563 | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 28.20 | |||||||||
Senior Notes | 2.75% Exchangeable Senior Debentures | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate (as a percent) | 2.75% | 2.75% | ||||||||
Principal amount | $ 604,000,000 | $ 585,000,000 | ||||||||
Conversion price (in dollars per share) | $ / shares | $ 8.62 | |||||||||
Shares attributable to debentures (in shares) | shares | 70,000,000 | |||||||||
Debt instrument redemption price (as a percent of aggregate principal) | 100% | |||||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, unused capacity, commitment fee percentage | 0.25% | |||||||||
Maximum consolidated leverage ratio | 5 | |||||||||
Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 350,000,000 | |||||||||
Line of credit facility | $ 1,750,000,000 | |||||||||
Revolving Credit Facility | Line of Credit | Sirius XM Holdings Margin Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 1,075,000,000 | $ 875,000,000 | ||||||||
Variable rate | 2.25% | 2% | ||||||||
Incremental Term Loan | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | 0 | $ 1,100,000,000 | $ 500,000,000 | |||||||
Debt instrument redemption price (as a percent of aggregate principal) | 100% | |||||||||
Term Loan | Line of Credit | Sirius XM Holdings Margin Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount | $ 875,000,000 | |||||||||
Extinguishment of debt | $ 100,000,000 |
Debt - Fair Value (Details)
Debt - Fair Value (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 601 | $ 688 |
Senior Notes | 3.125% Senior Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 937 | 932 |
Senior Notes | 5.00% Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,431 | 1,444 |
Senior Notes | 4.00% Senior Notes Due 2028 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,797 | 1,827 |
Senior Notes | 5.500% Senior Notes Due 2029 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,169 | 1,202 |
Senior Notes | 4.125% Senior Notes Due 2030 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 1,275 | 1,326 |
Senior Notes | 3.875% Senior Notes Due 2031 | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 1,221 | $ 1,277 |
Stockholders' Equity - Transact
Stockholders' Equity - Transactions with Parent (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jul. 12, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||||
Settlement of intergroup interests | $ 71 | $ 202 | $ 0 | $ 202 | ||
Transactions with Parent, net | $ 1 | $ 0 | $ 3 | |||
Senior Notes | Cash Convertible Senior Notes due 2023 | ||||||
Class of Stock [Line Items] | ||||||
Stated interest rate (as a percent) | 1.375% | 1.375% | 1.375% | |||
Braves Group | ||||||
Class of Stock [Line Items] | ||||||
Investment (in shares) | 1.8 | |||||
Ownership percentage | 2.90% | |||||
Liberty Formula One Group | ||||||
Class of Stock [Line Items] | ||||||
Investment (in shares) | 4.2 | |||||
Ownership percentage | 1.70% |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 24, 2024 | Jan. 24, 2024 | Jul. 26, 2023 | Apr. 19, 2023 | Jan. 25, 2023 |
Equity [Abstract] | |||||
Dividend Per Share (in USD per share) | $ 0.0266 | $ 0.0266 | $ 0.0242 | $ 0.0242 | $ 0.0242 |
Total Amount | $ 103 | $ 102 | $ 94 | $ 94 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - $ / shares | Jul. 24, 2024 | Apr. 24, 2024 | Jan. 24, 2024 | Jul. 26, 2023 | Apr. 19, 2023 | Jan. 25, 2023 |
Class of Stock [Line Items] | ||||||
Common stock, dividends, declared (in dollars per share) | $ 0.0266 | $ 0.0266 | $ 0.0242 | $ 0.0242 | $ 0.0242 | |
Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Common stock, dividends, declared (in dollars per share) | $ 0.0266 |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchase Program (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 139 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | |
Class of Stock [Line Items] | ||||
Stock repurchased during period (in shares) | 0 | 0 | 3,731,000,000 | |
Stock repurchased during period | $ 136 | $ 202 | $ 16,834 | |
Remaining amount authorized under the stock repurchase program | $ 1,166 | 1,166 | ||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Stock repurchase program, aggregate authorized amount | $ 18,000 | $ 18,000 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Repurchase Agreements (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 139 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | |
Shares Repurchase Activity [Line Items] | ||||
Stock repurchased during period (in shares) | 0 | 0 | 3,731,000,000 | |
Stock repurchased during period | $ 136 | $ 202 | $ 16,834 | |
Open Market Repurchases | ||||
Shares Repurchase Activity [Line Items] | ||||
Stock repurchased during period (in shares) | 0 | 53,000,000 | ||
Stock repurchased during period | $ 0 | $ 202 |
Benefit Plans - Share Based Pay
Benefit Plans - Share Based Payment Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | $ 48 | $ 46 | $ 96 | $ 94 |
Programming and content | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | 9 | 8 | 17 | 15 |
Customer service and billing | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | 1 | 1 | 2 | 3 |
Transmission | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | 1 | 1 | 3 | 2 |
Sales and marketing | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | 11 | 11 | 23 | 20 |
Engineering, design, and development | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | 11 | 11 | 23 | 22 |
General and administrative | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based payment expense | $ 15 | $ 14 | $ 28 | $ 32 |
Benefit Plans - Schedule of Sto
Benefit Plans - Schedule of Stock Options Activity Under Share-Based Payment Plans (Details) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Liberty Awards | |
Options | |
Outstanding as of beginning of period (in shares) | shares | 5,863 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (987) |
Forfeited, cancelled or expired (in shares) | shares | (1) |
Outstanding as of end of period (in shares) | shares | 4,875 |
Exercisable (in shares) | shares | 4,086 |
WAEP | |
Outstanding as of beginning of period (in USD per share) | $ / shares | $ 29.13 |
Granted (in USD per share) | $ / shares | 0 |
Exercised (in USD per share) | $ / shares | 25.94 |
Forfeited, cancelled or expired (in USD per share) | $ / shares | 29.98 |
Outstanding as of end of period (in USD per share) | $ / shares | 29.78 |
Exercisable (in USD per share) | $ / shares | $ 29.84 |
Weighted-Average Remaining Contractual Term (Years) | |
Outstanding | 2 years 9 months 18 days |
Exercisable | 2 years 8 months 12 days |
Aggregate Intrinsic Value | |
Outstanding | $ | $ 0 |
Exercisable | $ | $ 0 |
Sirius XM Holdings Awards | |
Options | |
Outstanding as of beginning of period (in shares) | shares | 122,000 |
Granted (in shares) | shares | 29,000 |
Exercised (in shares) | shares | (1,000) |
Forfeited, cancelled or expired (in shares) | shares | (6,000) |
Outstanding as of end of period (in shares) | shares | 144,000 |
Exercisable (in shares) | shares | 92,000 |
WAEP | |
Outstanding as of beginning of period (in USD per share) | $ / shares | $ 5.60 |
Granted (in USD per share) | $ / shares | 4.19 |
Exercised (in USD per share) | $ / shares | 3.56 |
Forfeited, cancelled or expired (in USD per share) | $ / shares | 5.75 |
Outstanding as of end of period (in USD per share) | $ / shares | 5.33 |
Exercisable (in USD per share) | $ / shares | $ 5.57 |
Weighted-Average Remaining Contractual Term (Years) | |
Outstanding | 5 years 4 months 28 days |
Exercisable | 4 years 1 month 20 days |
Aggregate Intrinsic Value | |
Outstanding | $ | $ 1 |
Exercisable | $ | $ 0 |
Benefit Plans - Liberty Awards
Benefit Plans - Liberty Awards Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock reserved for issuance (in shares) | 4,900 | |
Series C Liberty SiriusXM Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options exercised in period, intrinsic value | $ 3 | $ 2 |
Restricted Stock Awards and Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested in period fair value | $ 2 | $ 1 |
Nonvested (in shares) | 301 | |
Nonvested (in USD per share) | $ 27.68 | |
Liberty Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation costs | $ 5 | |
Weighted-average service period (in years) | 1 year 9 months 18 days | |
Performance Based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 82 | |
Granted ( in USD per share) | $ 29.31 | |
Award vesting period | 1 year |
Benefit Plans - 2015 Long-Term
Benefit Plans - 2015 Long-Term Stock Incentive Plan (Narrative) (Details) - 2015 Long-Term Stock Incentive Plan shares in Millions | 6 Months Ended |
Jun. 30, 2024 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock conversion to common stock | 1 |
Common stock available for future grants (in shares) | 79 |
Employees and Non Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock option expiration period | 10 years |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 3 years |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Benefit Plans - Sirius XM Holdi
Benefit Plans - Sirius XM Holdings Awards (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment expense | $ 48 | $ 46 | $ 96 | $ 94 | |
Share-based payment expense | $ 96 | 94 | |||
Employees and Non Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant date fair value of options ( in USD per share) | $ 1.23 | ||||
Options exercised in period, intrinsic value | $ 1 | 1 | |||
Exercise of stock options and vesting of restricted stock units (in shares) | 1,000 | ||||
Share-based payment expense | 8 | 7 | $ 16 | 15 | |
Restricted Stock Units (RSUs) and Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment expense | 38 | $ 35 | 75 | 72 | |
Restricted stock units vested, intrinsic value | $ 51 | $ 44 | |||
Granted (in shares) | 15,000 | ||||
Restricted stock units granted (in shares) | 1,000 | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise of stock options and vesting of restricted stock units (in shares) | 8,000 | ||||
Performance-based Share Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 9,000 | ||||
Restricted Stock Units Rsu And Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | 385 | $ 385 | $ 423 | ||
Weighted-average service period (in years) | 2 years 4 months 24 days | ||||
Liberty Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 5 | $ 5 | |||
Weighted-average service period (in years) | 1 year 9 months 18 days | ||||
Performance Based RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 82 |
Benefit Plans - Other Plans (Na
Benefit Plans - Other Plans (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2024 plan | |
Retirement Benefits [Abstract] | |
Number of other share-based benefit plans | 6 |
Benefit Plans - Schedule of Fai
Benefit Plans - Schedule of Fair Value of Options Granted (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Retirement Benefits [Abstract] | ||||
Risk-free interest rate | 4.70% | 3.60% | 4.40% | 4% |
Expected life of options — years | 3 years 9 months | 3 years 9 months 18 days | 3 years 9 months 3 days | 3 years 9 months 18 days |
Expected stock price volatility | 41% | 34% | 40% | 31% |
Expected dividend yield | 3.90% | 2.60% | 2.80% | 2% |
Benefit Plans - Schedule of Res
Benefit Plans - Schedule of Restricted Stock Unit and Stock Award Activity (Details) - Restricted Stock Units (RSUs) and Performance Shares shares in Millions | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Shares | |
Nonvested as of beginning of period (in shares) | shares | 89 |
Granted (in shares) | shares | 15 |
Vested (in shares) | shares | (12) |
Forfeited (in shares) | shares | (7) |
Nonvested as of end of period (in shares) | shares | 85 |
GDFV Per Share | |
Nonvested as of beginning of period ( in USD per share) | $ / shares | $ 5.59 |
Granted ( in USD per share) | $ / shares | 4.30 |
Vested ( in USD per share) | $ / shares | 6.06 |
Forfeited ( in USD per share) | $ / shares | 5.54 |
Nonvested as of end of period ( in USD per share) | $ / shares | $ 5.27 |
Benefit Plans - 401(k) Savings
Benefit Plans - 401(k) Savings Plan (Narrative) (Details) - Sirius XM Savings Plan - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Minimum of employee contributions of pre-tax eligible earnings to company 401(k) savings plan | 1% | ||
Maximum of employee contributions of pre-tax eligible earnings to company 401(k) savings plan | 50% | ||
Percent of Company match of employee's voluntary contributions | 50% | ||
Percent of employee's pre-tax salary | 6% | ||
Maximum annual contributions per employee, percent | 3% | ||
Vesting percentage of employer contributions for each year of employment | 33.33% | ||
Savings plan, fully vested period | 3 years | ||
Recognized cost | $ 5 | $ 11 | $ 11 |
Benefit Plans - Sirius XM Hol_2
Benefit Plans - Sirius XM Holdings Inc. Deferred Compensation Plan (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2023 | |
Retirement Benefits [Abstract] | ||||
Net withdrawals | $ (1) | $ (1) | ||
Net contributions | $ 1 | |||
Fair value of investment assets related to deferred compensation plan | 58 | $ 53 | ||
Gains (losses) on investments | $ 1 | $ 3 | $ 5 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Expected Contractual Cash Commitments (Details) $ in Millions | Jun. 30, 2024 USD ($) |
Expected contractual cash commitments | |
2024 | $ 1,032 |
2025 | 1,701 |
2026 | 3,492 |
2027 | 2,394 |
2028 | 3,253 |
Thereafter | 5,948 |
Total | 17,820 |
Uncertain tax positions are recognized in other long-term liabilities | 71 |
Debt obligations | |
Expected contractual cash commitments | |
2024 | 3 |
2025 | 7 |
2026 | 1,950 |
2027 | 1,501 |
2028 | 2,575 |
Thereafter | 4,832 |
Total | 10,868 |
Cash interest payments | |
Expected contractual cash commitments | |
2024 | 251 |
2025 | 494 |
2026 | 446 |
2027 | 383 |
2028 | 296 |
Thereafter | 695 |
Total | 2,565 |
Satellite and transmission | |
Expected contractual cash commitments | |
2024 | 163 |
2025 | 211 |
2026 | 92 |
2027 | 41 |
2028 | 1 |
Thereafter | 4 |
Total | 512 |
Programming and content | |
Expected contractual cash commitments | |
2024 | 199 |
2025 | 347 |
2026 | 238 |
2027 | 148 |
2028 | 79 |
Thereafter | 63 |
Total | 1,074 |
Sales and marketing | |
Expected contractual cash commitments | |
2024 | 52 |
2025 | 29 |
2026 | 18 |
2027 | 6 |
2028 | 1 |
Thereafter | 0 |
Total | 106 |
Satellite incentive payments | |
Expected contractual cash commitments | |
2024 | 4 |
2025 | 8 |
2026 | 3 |
2027 | 3 |
2028 | 3 |
Thereafter | 12 |
Total | 33 |
Operating lease obligations | |
Expected contractual cash commitments | |
2024 | 29 |
2025 | 55 |
2026 | 50 |
2027 | 45 |
2028 | 36 |
Thereafter | 67 |
Total | 282 |
Royalties, minimum guarantees and other | |
Expected contractual cash commitments | |
2024 | 331 |
2025 | 550 |
2026 | 695 |
2027 | 267 |
2028 | 262 |
Thereafter | 275 |
Total | $ 2,380 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jul. 03, 2024 plaintiff | Jun. 01, 2024 plaintiff | Dec. 08, 2023 USD ($) | Jun. 05, 2023 plaintiff | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) satellite | |
Loss Contingencies [Line Items] | |||||||
Number of replacement satellites | satellite | 4 | ||||||
Non-reversionary settlement fund | $ 36 | ||||||
Litigation expense | $ 7 | ||||||
Payment to fund escrow | $ 7 | ||||||
Clean Energy Technology Investments | |||||||
Loss Contingencies [Line Items] | |||||||
Equity method investment liability, remainder of fiscal year | $ 33 | ||||||
Elected commitment | 767 | ||||||
American Arbitration Association | |||||||
Loss Contingencies [Line Items] | |||||||
Number of claimants | plaintiff | 7,628 | 70,000 | |||||
American Arbitration Association | Subsequent Event | |||||||
Loss Contingencies [Line Items] | |||||||
Number of claimants | plaintiff | 7,628 | ||||||
Music Royalty And Podcast Content Minimum Gaurantee | |||||||
Loss Contingencies [Line Items] | |||||||
Future minimum guarantee payments | 912 | ||||||
Other commitment, to be paid, year one | $ 141 | ||||||
Minimum | |||||||
Loss Contingencies [Line Items] | |||||||
Operating lease obligations, term (years) | 1 year | ||||||
Maximum | |||||||
Loss Contingencies [Line Items] | |||||||
Operating lease obligations, term (years) | 15 years | ||||||
XM-5, SIRIUS FM-5, SIRIUS FM-6, and SXM-8 | |||||||
Loss Contingencies [Line Items] | |||||||
Operating performance over design life | 15 years |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Income taxes payable | $ 116 | $ 116 | $ 131 | ||
Income tax expense | $ 76 | $ 52 | $ 144 | $ 120 | |
Effective income tax rate percent | 17.70% | 17.90% | 19.50% | 20.40% | |
Tax credits and other income tax benefits, net | $ 12 | $ 16 | |||
Tax credits and other income tax benefits | 54 | 79 | |||
Amortization expense | 42 | 63 | |||
Valuation allowance | $ 88 | $ 88 | $ 88 |
Segments and Geographic Infor_3
Segments and Geographic Information - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Total revenue | $ 2,178 | $ 2,250 | $ 4,340 | $ 4,394 |
Advertising revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 443 | 445 | 845 | 819 |
Advertising revenue | Intersegment Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 1 | $ 1 | $ 2 | $ 1 |
Segments and Geographic Infor_4
Segments and Geographic Information - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 2,178 | $ 2,250 | $ 4,340 | $ 4,394 |
Cost of services | (1,012) | (1,051) | (2,038) | (2,067) |
Segment gross profit | 1,166 | 1,199 | 2,302 | 2,327 |
Subscriber revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,658 | 1,725 | 3,338 | 3,417 |
Advertising revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 443 | 445 | 845 | 819 |
Equipment revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 47 | 47 | 97 | 93 |
Other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 30 | 33 | 60 | 65 |
Sirius XM | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,640 | 1,722 | 3,307 | 3,403 |
Cost of services | (654) | (675) | (1,329) | (1,340) |
Segment gross profit | 986 | 1,047 | 1,978 | 2,063 |
Sirius XM | Subscriber revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,520 | 1,597 | 3,067 | 3,160 |
Sirius XM | Advertising revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 43 | 45 | 83 | 85 |
Sirius XM | Equipment revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 47 | 47 | 97 | 93 |
Sirius XM | Other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 30 | 33 | 60 | 65 |
Pandora and Off-platform | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 538 | 528 | 1,033 | 991 |
Cost of services | (358) | (376) | (709) | (727) |
Segment gross profit | 180 | 152 | 324 | 264 |
Pandora and Off-platform | Subscriber revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 138 | 128 | 271 | 257 |
Pandora and Off-platform | Advertising revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 400 | 400 | 762 | 734 |
Pandora and Off-platform | Equipment revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Pandora and Off-platform | Other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Segments and Geographic Infor_5
Segments and Geographic Information - Schedule of Reconciliation of Revenue from Segments to Consolidated (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment gross profit | $ 1,166 | $ 1,199 | $ 2,302 | $ 2,327 |
Subscriber acquisition costs | (92) | (93) | (182) | (183) |
Sales and marketing | (228) | (220) | (457) | (443) |
Engineering, design and development | (71) | (83) | (157) | (162) |
General and administrative | (116) | (169) | (240) | (329) |
Depreciation and amortization | (156) | (154) | (311) | (315) |
Share-based payment expense | (48) | (46) | (96) | (94) |
Impairment, restructuring and acquisition costs | (21) | (18) | (53) | (50) |
Consolidated income before income taxes | 430 | 291 | 739 | 589 |
Cost of Sales | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Share-based payment expense | (11) | (10) | (22) | (20) |
Sales and marketing | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Share-based payment expense | (11) | (11) | (23) | (20) |
Engineering, design, and development | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Share-based payment expense | (11) | (11) | (23) | (22) |
General and administrative | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Share-based payment expense | (15) | (14) | (28) | (32) |
Segment Reconciling Items | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Subscriber acquisition costs | (92) | (93) | (182) | (183) |
Sales and marketing | (217) | (209) | (434) | (423) |
Engineering, design and development | (60) | (72) | (134) | (140) |
General and administrative | (101) | (155) | (212) | (297) |
Depreciation and amortization | (156) | (154) | (311) | (315) |
Share-based payment expense | (48) | (46) | (96) | (94) |
Impairment, restructuring and acquisition costs | (21) | (18) | (53) | (50) |
Total other expense | $ (41) | $ (161) | $ (141) | $ (236) |