Sirius XM Holdings Inc. (NASDAQ: SIRI) has issued $1 billion of senior notes due 2032 through its subsidiary Sirius XM Radio LLC, and it is simultaneously offering a cash tender to redeem all outstanding 3.125% senior notes due 2026, which total $1 billion in principal as of December 31 2025.
The tender offer will close on March 4 2026, with payment scheduled for March 5 2026. Any remaining 2026 notes will be redeemed on September 1 2026, allowing the company to replace short‑term debt with a longer‑dated instrument at a lower coupon rate.
The refinancing extends Sirius XM’s debt maturity profile and reduces near‑term refinancing risk. The company’s return to profitability in 2025—net income of $805 million versus a $2.1 billion loss in 2024—combined with $1.26 billion in free cash flow supports the ability to fund the new notes and maintain financial flexibility.
Full‑year 2025 revenue was $8.56 billion, a 2% decline from 2024, while adjusted EBITDA fell 2% to $2.67 billion. The company’s revenue mix remains heavily weighted toward its core SiriusXM service (75%) with Pandora contributing the remaining 25%, reflecting the competitive pressure from streaming platforms.
CEO Jennifer Witz said in the Q4 2025 earnings call, "We entered 2025 with renewed strategic focus as a fully independent public company, and we're pleased to have overdelivered on our commitments, finishing the year with a strong fourth quarter, meaningful free cash flow growth, and exceeding our full‑year guidance."
Management guidance for 2026 projects flat revenue and EBITDA, with free cash flow expected to rise to about $1.35 billion, indicating confidence in sustaining cash generation while maintaining a balanced growth outlook.
Sirius XM’s long‑term debt stood at $8.65 billion as of December 31 2025, and the company’s total debt of $5.2 billion reflects a disciplined capital structure that the new notes will help to strengthen.
The refinancing aligns with a broader industry trend of media companies proactively managing debt maturities to preserve financial flexibility amid competitive pressures from streaming services. By extending its debt maturity and reducing coupon costs, Sirius XM positions itself to invest in content and technology while maintaining a solid balance sheet.
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