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Disclaimer on
forward-looking statements
The guidance contained herein are based upon a number of assumptions and estimates that, while considered reasonable by us when
taken as a whole, are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of
which are beyond our control. In addition, the guidance is based upon specific assumptions with respect to future business
conditions, some or all of which will change. The guidance, like any forecast, is necessarily speculative in nature and it can be
expected that the assumptions upon which the guidance is based will not prove to be valid or will vary from actual results. Actual
results will vary from the guidance and the variations may be material. Consequently, the guidance should not be regarded as a
representation by us or any other person that the subscribers, synergies, revenue, and adjusted EBITDA will actually be achieved. You
are cautioned not to place undue reliance on this information.
This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995. Such statements include, but are not limited to, statements about future financial and operating results, the combined company’s
plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified
by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “intend,” “plan,” “projection,”
“outlook” or words of similar meaning. Such forward-looking statements are based upon the current beliefs and expectations of
SIRIUS XM’s management and are inherently subject to significant business, economic and competitive uncertainties and
contingencies, many of which are difficult to predict and generally beyond the control of SIRIUS and XM. Actual results may differ
materially from the results anticipated in these forward-looking statements.
The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations
expressed in the forward-looking statement: our dependence upon automakers and other third parties, the substantial indebtedness of
SIRIUS and XM; the useful life of our satellites; and our competitive position versus other forms of audio and video
entertainment. Additional factors that could cause SIRIUS’ and XM’s results to differ materially from those described in the forward-
looking statements can be found in SIRIUS’ Annual Report on Form 10-K for the year ended December 31, 2009 and its Quarterly Report
on Form 10-Q for the period ending June 30, 2010 and XM’s Annual Report on Form 10-K for the year ended December 31, 2009 and its
Quarterly Report on Form 10-Q for the period ending June 30, 2010, which are filed with the Securities and Exchange Commission (the
“SEC”) and available at the SEC’s Internet site (http://www.sec.gov). The information set forth herein speaks only as of the date hereof,
and SIRIUS and XM disclaim any intention or obligation to update any forward looking statements as a result of developments
occurring after the date of this communication.