Quarterly report pursuant to Section 13 or 15(d)

Debt (Tables)

v3.23.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments
Our debt as of June 30, 2023 and December 31, 2022 consisted of the following:
          Principal Amount at
Carrying value(a) at
Issuer / Borrower Issued Debt Maturity Date Interest
Payable		 June 30, 2023 June 30, 2023 December 31, 2022
Pandora
(c) (d)		 June 2018
1.75% Convertible Senior Notes
 December 1, 2023 semi-annually on June 1 and December 1 $ 20  $ 20  $ 193 
Sirius XM
(b) (f)		 April 2022 Incremental Term Loan April 11, 2024 variable fee paid monthly 500  500  500 
Sirius XM
(b)		 August 2021
3.125% Senior Notes
 September 1, 2026 semi-annually on March 1 and September 1 1,000  993  992 
Sirius XM
(b)		 July 2017
5.00% Senior Notes
 August 1, 2027 semi-annually on February 1 and August 1 1,500  1,493  1,492 
Sirius XM
(b)		 June 2021
4.00% Senior Notes
 July 15, 2028 semi-annually on January 15 and July 15 2,000  1,983  1,982 
Sirius XM
(b)		 June 2019
5.500% Senior Notes
 July 1, 2029 semi-annually on January 1 and July 1 1,250  1,241  1,240 
Sirius XM
(b)		 June 2020
4.125% Senior Notes
 July 1, 2030 semi-annually on January 1 and July 1 1,500  1,487  1,487 
Sirius XM
(b)		 August 2021
3.875% Senior Notes
 September 1, 2031 semi-annually on March 1 and September 1 1,500  1,486  1,485 
Sirius XM
(e)		 December 2012 Senior Secured Revolving Credit Facility (the "Credit Facility") August 31, 2026 variable fee paid quarterly 223  223  80 
Sirius XM Various Finance leases Various  n/a  n/a 17  12 
Total Debt 9,443  9,463 
Less: total current maturities 525  196 
Less: total deferred financing costs 10  11 
Total long-term debt $ 8,908  $ 9,256 
(a)The carrying value of the obligations is net of any remaining unamortized original issue discount.
(b)All material domestic subsidiaries, including Pandora and its subsidiaries, that guarantee the Credit Facility have guaranteed the Incremental Term Loan and these notes.
(c)Holdings has unconditionally guaranteed all of the payment obligations of Pandora under these notes.
(d)We acquired $193 in principal amount of the 1.75% Convertible Senior Notes due 2023 as part of the acquisition of Pandora Media, Inc. in 2019. During the six months ended June 30, 2023, certain investors exercised their right to require a Special Repurchase, as defined in the indenture governing such notes, and Pandora repurchased $173 in outstanding principal amount of its 1.75% Convertible Senior Notes due 2023 with cash for an aggregate purchase price equal to 100% of the principal amount of the notes repurchased plus accrued and unpaid interest to the date of repurchase. The 1.75% Convertible Senior Notes due 2023 were not convertible into common stock and were not redeemable as of June 30, 2023. On or after July 1, 2023 and prior to the close of business on November 29, 2023, the 1.75% Convertible Senior Notes due 2023 are convertible into Holdings’ common stock at the holders’ option at the applicable conversion rate in effect on the relevant conversion date.
(e)In August 2021, Sirius XM entered into an amendment to extend the maturity of the $1,750 Credit Facility to August 31, 2026. In March 2023, Sirius XM entered into an amendment to the Credit Facility to provide for the LIBOR transition on borrowings on or after July 1, 2023. 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.  Until June 30, 2023, interest on borrowings were payable on a monthly basis and accrued at a rate based on either the Secured Overnight Financing Rate (“SOFR”) or LIBOR plus an applicable rate.  On or after July 1, 2023, borrowings based on LIBOR as the benchmark rate are no longer be available. 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, 2023.  All of Sirius XM's outstanding borrowings under the Credit Facility are classified as Long-term debt within our unaudited consolidated balance sheets due to the long-term maturity of this debt.
(f)In April 2022, Sirius XM entered into an amendment to the Credit Facility to incorporate an Incremental Term Loan borrowing of $500 which matures on April 11, 2024. Interest on the Incremental Term Loan borrowing is based on SOFR plus an applicable rate.