Sirius XM has set final pricing terms for its cash tender offer to repurchase its outstanding 3.125% Senior Notes due 2026 as the satellite broadcaster works to shift a major repayment obligation six years into the future through a billion-dollar swap.
The $1 billion in 2026 notes will be purchased at $994.64 per $1,000 principal amount, based on a reference yield of 4.242% on the 0.750% U.S. Treasury due August 31, 2026, plus a fixed 50-basis-point spread. The calculation reflects a yield to the notes’ September 1, 2026, maturity, as outlined in the Offer to Purchase.
Holders whose notes are accepted will also receive accrued and unpaid interest up to, but not including, the initial settlement date, expected today, March 5. Notes delivered through guaranteed procedures are expected to settle on March 9. Notes may be withdrawn at any time before the expiration or, if the offer is extended, within ten business days of commencement. Withdrawals also become available if the offer remains open more than 60 business days.
Completion is not conditioned on any minimum tender amount. SiriusXM intends to fund the transaction with proceeds from a contemporaneous senior notes issuance, at a coupon of 5.875%, along with cash on hand. If fewer than all notes are tendered, the company may redeem the remainder or satisfy and discharge the indenture through a trust deposit, as permitted under the governing terms. The company emphasized that this announcement is not a redemption notice.
The tender represents the second step in a broader refinancing effort reported earlier by Radio Ink, in which SiriusXM outlined plans to eliminate the full 2026 maturity through a combination of tender, redemption, and new 2032 debt issuance. Media companies across the sector have pursued similar moves to avoid near-term repayment walls. iHeartMedia extended maturities into the 2029–2031 window in late 2024; Cumulus Media and Urban One executed exchanges tied to the 2026–2028 schedule; and other operators have likewise swapped lower-coupon paper for higher-yielding, longer-dated notes.
Citigroup Global Markets Inc. is serving as the exclusive dealer manager, and Kroll Issuer Services US is acting as tender and information agent.
