NEW YORK, Feb. 2, 2016 /PRNewswire/ -- SiriusXM today announced fourth quarter and full-year 2015 operating and financial results, including record revenue of $1.2 billion and $4.6 billion, respectively, up 10% and 9% versus the prior year periods.

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Net income totaled $135 million and $510 million in the fourth quarter and full-year 2015, respectively, compared to $143 million and $493 million in the fourth quarter and full-year 2014. Net income per diluted common share was $0.03 and $0.09 in the fourth quarter and full-year 2015, respectively, versus $0.03 and $0.08 in the fourth quarter and full-year 2014. Adjusted EBITDA was $396 million and $1.66 billion in the fourth quarter and full-year, respectively, up 4% and 13% compared to the prior year periods.

"We produced our best subscriber growth in eight years, taking our subscriber base to approximately 29.6 million. The company also set records in 2015 for revenue, adjusted EBITDA, and free cash flow. We are investing in new marketing capabilities, our connected vehicle business, new satellites, a next generation wideband chipset and, most importantly, our world-class and exclusive content. We expect that these investments, together with our long-standing focus on execution, will help us continue our long history of strong, profitable growth," said Jim Meyer, Chief Executive Officer, SiriusXM.

"SiriusXM's strong, resilient business model and ability to deploy capital to benefit our stockholders present a compelling investment opportunity. Our content bundle of commercial-free music channels, live sports events, expanded comedy and entertainment programming remains a unique value in audio entertainment. And the development and deployment of our next-generation SXM17 entertainment platform and telematics services in connected vehicles position us well to continue our enviable place in the dashboard," added Meyer.

FULL-YEAR 2015 HIGHLIGHTS


    --  Subscriber Growth Continues. SiriusXM added 2,283,000 net new
        subscribers in 2015, the highest growth in net subscribers since 2007,
        before Sirius and XM merged.  The growth in net new subscribers in 2015
        represents a 30% increase from the 1,752,000 net new subscribers added
        in 2014. Self-pay net subscriber additions were 1,765,000 in 2015,
        approximately 23% higher than in 2014. Total paid subscribers climbed 8%
        in 2015 to approximately 29.6 million, and self-pay subscribers also
        increased 8% in 2015 to 24.3 million, both record highs.
    --  Full-year Adjusted EBITDA Rose 13% to a Record High. Adjusted EBITDA of
        $1.66 billion in 2015 was the highest in the company's history, an
        increase of 13% over the $1.47 billion reported in 2014. The company's
        adjusted EBITDA margin was also a record high of 36%, an increase from
        35% in 2014.
    --  Free Cash Flow Per Diluted Share Increased 23%. Free cash flow of $1.32
        billion in 2015 was up 14% from $1.16 billion in 2014.  With increased
        cash flow and a 7% lower average diluted share count from the company's
        share repurchase program, free cash flow per diluted share climbed 23%
        to 24.2 cents in 2015, up from 19.7 cents in 2014.

"During the fourth quarter, we spent $369 million to repurchase 92 million of our shares. In January, as our stock fell alongside the worldwide market declines, we accelerated our repurchases to nearly $200 million, repurchasing an additional 52 million shares. Our stock repurchase plan has now delivered $6.5 billion into the hands of our stockholders in just three years. We continue to maintain modest leverage of just 3.3 times adjusted EBITDA, and with no near term maturities and growing free cash flow, we have ample options on how we deploy our capital going forward," remarked David Frear, Chief Financial Officer, SiriusXM.

2016 GUIDANCE

Our full-year 2016 guidance for continued growth in net subscribers, revenue, adjusted EBITDA, and free cash flow, originally issued on January 5, 2016, is as follows:


    --  Net subscriber additions of approximately 1.4 million,
    --  Revenue of approximately $4.9 billion,
    --  Adjusted EBITDA of approximately $1.78 billion, and
    --  Free cash flow of approximately $1.4 billion.

FOURTH QUARTER AND FULL-YEAR 2015 RESULTS



                                                                                 SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

                                                                              CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


                                                        For the Three Months Ended                               For the Twelve Months Ended
                                                               December 31,                                              December 31,
                                                               ------------                                              ------------

    (in thousands, except per share data)                                             2015                                                       2014        2015         2014
                                                                                      ----                                                       ----        ----         ----

                                                               (Unaudited)                                               (Unaudited)

    Revenue:

    Subscriber revenue                                                            $998,775                                                   $922,192  $3,824,793   $3,554,302

    Advertising revenue                                                             33,449                                                     27,970     122,292      100,982

    Equipment revenue                                                               30,944                                                     29,938     110,923      104,661

    Other revenue                                                                  132,978                                                    110,852     512,050      421,150
                                                                                   -------                                                    -------     -------      -------

    Total revenue                                                                1,196,146                                                  1,090,952   4,570,058    4,181,095

    Operating expenses:

    Cost of services:

    Revenue share and royalties                                                    251,717                                                    210,089   1,034,832      810,028

    Programming and content                                                         76,868                                                     77,953     293,091      297,313

    Customer service and billing                                                    99,387                                                     96,411     377,908      370,585

    Satellite and transmission                                                      28,848                                                     21,567      94,609       86,013

    Cost of equipment                                                               13,703                                                     15,078      42,724       44,397

    Subscriber acquisition costs                                                   140,826                                                    126,257     532,599      493,464

    Sales and marketing                                                             98,411                                                     98,488     354,189      336,480

    Engineering, design and development                                             17,223                                                     15,107      64,403       62,784

    General and administrative                                                     105,607                                                     69,943     324,801      293,938

    Depreciation and amortization                                                   69,687                                                     66,402     272,214      266,423

    Total operating expenses                                                       902,277                                                    797,295   3,391,370    3,061,425
                                                                                   -------                                                    -------   ---------    ---------

    Income from operations                                                         293,869                                                    293,657   1,178,688    1,119,670

    Other income (expense):

    Interest expense, net of amounts capitalized                                  (77,191)                                                  (71,981)  (299,103)   (269,010)

    Loss on change in value of derivatives                                               -                                                         -          -    (34,485)

    Other income                                                                     3,302                                                      6,377      12,379       14,611

    Total other expense                                                           (73,889)                                                  (65,604)  (286,724)   (288,884)
                                                                                   -------                                                    -------    --------     --------

    Income before income taxes                                                     219,980                                                    228,053     891,964      830,786

    Income tax expense                                                            (85,347)                                                  (84,931)  (382,240)   (337,545)

    Net income                                                                    $134,633                                                   $143,122    $509,724     $493,241
                                                                                  ========                                                   ========    ========     ========

    Foreign currency translation adjustment, net of tax                                  -                                                     (114)      (100)        (94)

    Total comprehensive income                                                    $134,633                                                   $143,008    $509,624     $493,147
                                                                                  ========                                                   ========    ========     ========

    Net income per common share:

    Basic                                                                            $0.03                                                      $0.03       $0.09        $0.09
                                                                                     =====                                                      =====       =====        =====

    Diluted                                                                          $0.03                                                      $0.03       $0.09        $0.08
                                                                                     =====                                                      =====       =====        =====

    Weighted average common shares outstanding:

    Basic                                                                        5,195,673                                                  5,577,325   5,375,707    5,788,944
                                                                                 =========                                                  =========   =========    =========

    Diluted                                                                      5,247,514                                                  5,643,839   5,435,166    5,862,020
                                                                                 =========                                                  =========   =========    =========


                                                                 SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

                                                                        CONSOLIDATED BALANCE SHEETS

                                                                                                                  As of December 31,

                                                                                                                           2015              2014
                                                                                                                           ----              ----

    (in thousands, except per share data)

                                                                ASSETS

    Current assets:

    Cash and cash equivalents                                                                                          $111,838          $147,724

    Receivables, net                                                                                                    234,782           220,579

    Inventory, net                                                                                                       22,295            19,397

    Related party current assets                                                                                          5,941             4,344

    Deferred tax assets                                                                                                       -        1,038,603

    Prepaid expenses and other current assets                                                                           187,033           119,099
                                                                                                                        -------           -------

    Total current assets                                                                                                561,889         1,549,746

    Property and equipment, net                                                                                       1,415,401         1,510,112

    Long-term restricted investments                                                                                      9,888             5,922

    Intangible assets, net                                                                                            2,593,346         2,645,046

    Goodwill                                                                                                          2,205,107         2,205,107

    Related party long-term assets                                                                                            -            3,000

    Deferred tax assets                                                                                               1,115,731           437,736

    Other long-term assets                                                                                              145,300            12,396

    Total assets                                                                                                     $8,046,662        $8,369,065
                                                                                                                     ==========        ==========

                                            LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY

    Current liabilities:

    Accounts payable and accrued expenses                                                                              $625,313          $587,755

    Accrued interest                                                                                                     91,655            80,440

    Current portion of deferred revenue                                                                               1,771,915         1,632,381

    Current portion of deferred credit on executory contracts                                                                 -            1,394

    Current maturities of long-term debt                                                                                  4,764             7,482

    Related party current liabilities                                                                                     2,840             4,340
                                                                                                                          -----             -----

    Total current liabilities                                                                                         2,496,487         2,313,792

    Deferred revenue                                                                                                    157,609           151,901

    Long-term debt                                                                                                    5,443,614         4,487,419

    Related party long-term liabilities                                                                                  10,795            13,635

    Deferred tax liabilities                                                                                              6,681                 -

    Other long-term liabilities                                                                                          97,967            92,481

    Total liabilities                                                                                                 8,213,153         7,059,228
                                                                                                                      ---------         ---------

    Stockholders' (deficit) equity:

    Preferred stock, undesignated, par value $0.001 (liquidation preference of $0.001 per share); 50,000 shares
     authorized and 0 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively                  -                -

    Common stock, par value $0.001; 9,000,000 shares authorized; 5,153,451 and 5,653,529 shares issued; 5,147,647
     and 5,646,119 outstanding at December 31, 2015 and December 31, 2014, respectively                                   5,153             5,653

    Accumulated other comprehensive loss, net of tax                                                                      (502)            (402)

    Additional paid-in capital                                                                                        4,783,795         6,771,554

    Treasury stock, at cost; 5,804 and 7,410 shares of common stock at December 31, 2015 and December 31, 2014,
     respectively                                                                                                      (23,727)         (26,034)

    Accumulated deficit                                                                                             (4,931,210)      (5,440,934)
                                                                                                                     ----------        ----------

    Total stockholders' (deficit) equity                                                                              (166,491)        1,309,837
                                                                                                                       --------         ---------

    Total liabilities and stockholders' (deficit) equity                                                             $8,046,662        $8,369,065
                                                                                                                     ==========        ==========


                                                                                      SIRIUS XM HOLDINGS INC. AND SUBSIDIARIES

                                                                                        CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                                                               For the Twelve Months Ended December 31,
                                                                                                                               ----------------------------------------

    (in thousands)                                                                                                                              2015                            2014
                                                                                                                                                ----                            ----

    Cash flows from operating activities:

    Net income                                                                                                                              $509,724                        $493,241

    Adjustments to reconcile net income to net cash provided by operating activities:

    Depreciation and amortization                                                                                                            272,214                         266,423

    Non-cash interest expense, net of amortization of premium                                                                                  7,872                          21,039

    Provision for doubtful accounts                                                                                                           47,237                          44,961

    Amortization of deferred income related to equity method investment                                                                      (2,776)                        (2,776)

    Gain on unconsolidated entity investments, net                                                                                                 -                        (5,547)

    Dividend received from unconsolidated entity investment                                                                                   14,788                          17,019

    Loss on disposal of assets                                                                                                                 7,384                               -

    Loss on change in value of derivatives                                                                                                         -                         34,485

    Share-based payment expense                                                                                                               84,310                          78,212

    Deferred income taxes                                                                                                                    365,499                         327,461

    Other non-cash purchase price adjustments                                                                                                (1,394)                        (3,781)

    Changes in operating assets and liabilities:

    Receivables                                                                                                                             (61,440)                       (72,628)

    Inventory                                                                                                                                (2,898)                        (5,534)

    Related party, net                                                                                                                      (14,953)                        (4,303)

    Prepaid expenses and other current assets                                                                                               (67,204)                        (1,195)

    Other long-term assets                                                                                                                 (130,741)                          3,393

    Accounts payable and accrued expenses                                                                                                     52,696                        (17,191)

    Accrued interest                                                                                                                          11,215                          38,355

    Deferred revenue                                                                                                                         145,242                          48,645

    Other long-term liabilities                                                                                                                7,276                         (7,035)

    Net cash provided by operating activities                                                                                              1,244,051                       1,253,244
                                                                                                                                           ---------                       ---------

    Cash flows from investing activities:

    Additions to property and equipment                                                                                                    (134,892)                      (121,646)

    Purchases of restricted and other investments                                                                                            (3,966)                              -

    Acquisition of business, net of cash acquired                                                                                                  -                          1,144

    Return of capital from investment in unconsolidated entity                                                                                     -                         24,178

    Net cash used in investing activities                                                                                                  (138,858)                       (96,324)
                                                                                                                                            --------                         -------

    Cash flows from financing activities:

    Proceeds from exercise of stock options                                                                                                      260                             331

    Taxes paid in lieu of shares issued for stock-based compensation                                                                        (54,539)                       (37,318)

    Proceeds from long-term borrowings and revolving credit facility, net of costs                                                         1,728,571                       2,406,205

    Repayment of long-term borrowings and revolving credit facility                                                                        (797,117)                    (1,016,420)

    Common stock repurchased and retired                                                                                                 (2,018,254)                    (2,496,799)

    Net cash used in financing activities                                                                                                (1,141,079)                    (1,144,001)
                                                                                                                                          ----------                      ----------

    Net (decrease) increase in cash and cash equivalents                                                                                    (35,886)                         12,919

    Cash and cash equivalents at beginning of period                                                                                         147,724                         134,805

    Cash and cash equivalents at end of period                                                                                              $111,838                        $147,724
                                                                                                                                            ========                        ========

Key Operating Metrics

The following table contains our key operating metrics based on our adjusted results of operations for the three and twelve months ended December 31, 2015 and 2014, respectively. Subscribers and subscription related revenues and expenses associated with our connected vehicle services are not included in our subscriber count or subscriber-based operating metrics:


                                                                                                       Unaudited
                                                                                                       ---------

    (in thousands, except per subscriber and per installation amounts)      For the Three Months Ended            For the Twelve Months Ended
                                                                                   December 31,                           December 31,
                                                                                   ------------                           ------------

                                                                       2015             2014                 2015                      2014
                                                                       ----             ----                 ----                      ----

    Self-pay subscribers                                                              24,288               22,523                    24,288       22,523

    Paid promotional subscribers                                                       5,306                4,788                     5,306        4,788

    Ending subscribers                                                                29,594               27,311                    29,594       27,311
                                                                                      ======               ======                    ======       ======


    Self-pay subscribers                                                                 472                  508                     1,765        1,441

    Paid promotional subscribers                                                         162                   69                       517          311

    Net additions (a)                                                                    634                  577                     2,283        1,752
                                                                                         ===                  ===                     =====        =====


    Daily weighted average number of subscribers                                      29,238               27,022                    28,337       26,284
                                                                                      ======               ======                    ======       ======


    Average self-pay monthly churn                                                      1.9%                1.8%                     1.8%        1.9%
                                                                                         ===                  ===                       ===          ===


    New vehicle consumer conversion rate                                                 39%                 40%                      40%         41%
                                                                                         ===                  ===                       ===          ===


    ARPU                                                                              $12.75               $12.49                    $12.53       $12.38

    SAC, per installation                                                                $33                  $33                       $33          $34

    Customer service and billing expenses, per average subscriber                      $1.04                $1.07                     $1.01        $1.07

    Free cash flow                                                                  $299,148             $330,674                $1,315,193   $1,155,776

    Adjusted EBITDA                                                                 $396,235             $381,306                $1,657,617   $1,467,775

    (a)Note: Amounts may not sum as a result of rounding.

Glossary

Adjusted EBITDA - EBITDA is defined as net income before interest expense, net of amounts capitalized; income tax expense and depreciation and amortization. We adjust EBITDA to exclude the impact of other income, loss on disposal of assets, loss on extinguishment of debt, loss on change in value of derivatives as well as certain other charges discussed below. This measure is one of the primary Non-GAAP financial measures on which we (i) evaluate the performance of our on-going core operating results period over period, (ii) base our internal budgets and (iii) compensate management. As such, adjusted EBITDA is a Non-GAAP financial performance measure that excludes (if applicable): (i) certain adjustments as a result of the purchase price accounting for the merger of Sirius and XM, (ii) depreciation and amortization, (iii) share-based payment expense and (iv) other significant operating expense (income) that do not relate to the on-going performance of our business. The purchase price accounting adjustments include: (i) the elimination of deferred revenue associated with the investment in XM Canada, (ii) recognition of deferred subscriber revenues not recognized in purchase price accounting, and (iii) elimination of the benefit of deferred credits on executory contracts, which are primarily attributable to third party arrangements with an OEM and programming providers. We believe adjusted EBITDA is a useful measure of the underlying trend of our operating performance, which provides useful information about our business apart from the costs associated with our physical plant, capital structure and purchase price accounting. We believe investors find this Non-GAAP financial measure useful when analyzing our results and comparing our operating performance to the performance of other communications, entertainment and media companies. We believe investors use current and projected adjusted EBITDA to estimate our current and prospective enterprise value and to make investment decisions. Because we fund and build-out our satellite radio system through the periodic raising and expenditure of large amounts of capital, our results of operations reflect significant charges for depreciation expense. The exclusion of depreciation and amortization expense is useful given significant variation in depreciation and amortization expense that can result from the potential variations in estimated useful lives, all of which can vary widely across different industries or among companies within the same industry. We believe the exclusion of share-based payment expense and loss on disposal of assets is useful as they are not directly related to the operational conditions of our business. We also believe the exclusion of settlements related only to the historical use of pre-1972 sound recordings is useful as it does not represent an expense incurred as part of normal operations for the period.

Adjusted EBITDA has certain limitations in that it does not take into account the impact to our statements of comprehensive income of certain expenses, including share-based payment expense and certain purchase price accounting for the merger of Sirius and XM. We endeavor to compensate for the limitations of the Non-GAAP measure presented by also providing the comparable GAAP measure with equal or greater prominence and descriptions of the reconciling items, including quantifying such items, to derive the Non-GAAP measure. Investors that wish to compare and evaluate our operating results after giving effect for these costs, should refer to net income as disclosed in our consolidated statements of comprehensive income. Since adjusted EBITDA is a Non-GAAP financial performance measure, our calculation of adjusted EBITDA may be susceptible to varying calculations; may not be comparable to other similarly titled measures of other companies; and should not be considered in isolation, as a substitute for, or superior to measures of financial performance prepared in accordance with GAAP. The reconciliation of net income to the adjusted EBITDA is calculated as follows:


                                                                                             Unaudited
                                                                                             ---------

                                                                  For the Three Months Ended                 For the Twelve Months Ended
                                                                         December 31,                               December 31,
                                                                         ------------                               ------------

    (in thousands)                                                           2015                       2014                   2015             2014
                                                                             ----                       ----                   ----             ----


    Net income (GAAP):                                                   $134,633                   $143,122               $509,724         $493,241

    Add back items excluded from Adjusted EBITDA:

    Purchase price accounting adjustments:

    Revenues                                                                1,813                      1,813                  7,251            7,251

    Operating expenses                                                          -                     (946)               (1,394)         (3,781)

    Pre-1972 sound recordings historical legal settlements (GAAP)           1,506                          -               109,164                -

    Loss on disposal of assets (GAAP)                                       7,384                          -                 7,384                -

    Loss on change in value of derivatives (GAAP)                               -                         -                     -          34,485

    Share-based payment expense (GAAP)                                     21,976                     20,380                 84,310           78,212

    Depreciation and amortization (GAAP)                                   69,687                     66,402                272,214          266,423

    Interest expense, net of amounts capitalized (GAAP)                    77,191                     71,981                299,103          269,010

    Other income (GAAP)                                                   (3,302)                   (6,377)              (12,379)        (14,611)

    Income tax expense (GAAP)                                              85,347                     84,931                382,240          337,545

    Adjusted EBITDA                                                      $396,235                   $381,306             $1,657,617       $1,467,775
                                                                         ========                   ========             ==========       ==========

Adjusted Net Income and Adjusted Earnings Per Share - We define these Non-GAAP financial measures as our actual net income adjusted to exclude the impact of certain purchase price accounting adjustments, the pre-1972 sound recordings legal settlements, the loss on disposal of assets, and the loss on change in value of derivatives, net of income tax expense. Adjusted earnings per share is derived from adjusted net income divided by our weighted average common shares outstanding. The following table reconciles our actual income before income taxes to our adjusted net income for the three and twelve months ended December 31, 2015 and 2014:


                                                                                             Unaudited
                                                                                             ---------

                                                                  For the Three Months Ended           For the Twelve Months Ended
                                                                         December 31,                          December 31,
                                                                         ------------                          ------------

    (in thousands, except per share data)                                    2015                 2014                    2015             2014
                                                                             ----                 ----                    ----             ----


    Income before income taxes (GAAP):                                   $219,980             $228,053                $891,964         $830,786

    Add back items excluded from adjusted net income:

    Purchase price accounting adjustments:

    Revenues                                                                1,813                1,813                   7,251            7,251

    Operating expenses                                                          -               (946)                (1,394)         (3,781)

    Pre-1972 sound recordings historical legal settlements (GAAP)           1,506                    -                109,164                -

    Loss on disposal of assets (GAAP)                                       7,384                    -                  7,384                -

    Loss on change in value of derivatives (GAAP)                               -                   -                      -          34,485

    Adjusted income before income taxes                                  $230,683             $228,920              $1,014,369         $868,741

    Allocable income tax expense                                         (89,500)            (85,254)              (434,703)       (352,955)

    Adjusted net income                                                  $141,183             $143,666                $579,666         $515,786
                                                                         ========             ========                ========         ========

    Adjusted net income per common share:

    Basic                                                                   $0.03                $0.03                   $0.11            $0.09
                                                                            =====                =====                   =====            =====

    Diluted                                                                 $0.03                $0.03                   $0.11            $0.09
                                                                            =====                =====                   =====            =====

    Weighted average common shares outstanding:

    Basic                                                               5,195,673            5,577,325               5,375,707        5,788,944
                                                                        =========            =========               =========        =========

    Diluted                                                             5,247,514            5,643,839               5,435,166        5,862,020
                                                                        =========            =========               =========        =========

Adjusted Revenues and Operating Expenses - We define this Non-GAAP financial measure as our actual revenues and operating expenses adjusted to exclude the impact of certain purchase price accounting adjustments from the merger of Sirius and XM and share-based payment expense. We use this Non-GAAP financial measure to manage our business, to set operational goals and as a basis for determining performance-based compensation for our employees. The following tables reconcile our actual revenues and operating expenses to our adjusted revenues and operating expenses for the three and twelve months ended December 31, 2015 and 2014:


                                                                                               Unaudited For the Three Months Ended December 31, 2015
                                                                                               ------------------------------------------------------

    (in thousands)                                                                                            As Reported                                                Purchase Price                                             Allocation of                                        Adjusted
                                                                                                                                                                            Accounting                                                Share-based
                                                                                                                                                                           Adjustments                                              Payment Expense
                                                                                                                                                                                                                                                                                                       ---


    Revenue:

    Subscriber revenue                                                                                                            $998,775                                  $                         -                               $                         -                                  $998,775

    Advertising revenue                                                                                                             33,449                                                            -                                                         -                                    33,449

    Equipment revenue                                                                                                               30,944                                                            -                                                         -                                    30,944

    Other revenue                                                                                                                  132,978                                                        1,813                                                          -                                   134,791

    Total revenue                                                                                                               $1,196,146                                                       $1,813                                $                         -                                $1,197,959
                                                                                                                                ==========                                                       ======                                ===========================                                ==========

    Operating expenses

    Cost of services:

    Revenue share and royalties                                                                                                   $251,717                                  $                         -                               $                         -                                  $251,717

    Programming and content                                                                                                         76,868                                                            -                                                   (3,080)                                    73,788

    Customer service and billing                                                                                                    99,387                                                            -                                                     (818)                                    98,569

    Satellite and transmission                                                                                                      28,848                                                            -                                                     (991)                                    27,857

    Cost of equipment                                                                                                               13,703                                                            -                                                         -                                    13,703

    Subscriber acquisition costs                                                                                                   140,826                                                            -                                                         -                                   140,826

    Sales and marketing                                                                                                             98,411                                                            -                                                   (4,929)                                    93,482

    Engineering, design and development                                                                                             17,223                                                            -                                                   (2,407)                                    14,816

    General and administrative                                                                                                     105,607                                                            -                                                   (9,751)                                    95,856

    Depreciation and amortization (a)                                                                                               69,687                                                            -                                                         -                                    69,687

    Share-based payment expense                                                                                                          -                                                           -                                                    21,976                                     21,976

    Total operating expenses                                                                                                      $902,277                                  $                         -                               $                         -                                  $902,277
                                                                                                                                  ========                                  ===========================                               ===========================                                  ========


    (a) Purchase price accounting adjustments included above exclude the incremental depreciation and amortization associated with the $785,000 stepped up basis in property, equipment and intangible assets as a result of the merger of Sirius and XM. The increased depreciation and
     amortization for the three months ended December 31, 2015 was $8,000.


                                                                                               Unaudited For the Three Months Ended December 31, 2014
                                                                                               ------------------------------------------------------

    (in thousands)                                                                                            As Reported                                                Purchase Price                                             Allocation of                                        Adjusted
                                                                                                                                                                            Accounting                                                Share-based
                                                                                                                                                                           Adjustments                                              Payment Expense
                                                                                                                                                                                                                                                                                                       ---


    Revenue:

    Subscriber revenue                                                                                                            $922,192                                  $                         -                               $                         -                                  $922,192

    Advertising revenue                                                                                                             27,970                                                            -                                                         -                                    27,970

    Equipment revenue                                                                                                               29,938                                                            -                                                         -                                    29,938

    Other revenue                                                                                                                  110,852                                                        1,813                                                          -                                   112,665

    Total revenue                                                                                                               $1,090,952                                                       $1,813                                $                         -                                $1,092,765
                                                                                                                                ==========                                                       ======                                ===========================                                ==========

    Operating expenses

    Cost of services:

    Revenue share and royalties                                                                                                   $210,089                                  $                         -                               $                         -                                  $210,089

    Programming and content                                                                                                         77,953                                                          946                                                    (2,277)                                    76,622

    Customer service and billing                                                                                                    96,411                                                            -                                                     (748)                                    95,663

    Satellite and transmission                                                                                                      21,567                                                            -                                                   (1,004)                                    20,563

    Cost of equipment                                                                                                               15,078                                                            -                                                         -                                    15,078

    Subscriber acquisition costs                                                                                                   126,257                                                            -                                                         -                                   126,257

    Sales and marketing                                                                                                             98,488                                                            -                                                   (4,216)                                    94,272

    Engineering, design and development                                                                                             15,107                                                            -                                                   (2,253)                                    12,854

    General and administrative                                                                                                      69,943                                                            -                                                   (9,882)                                    60,061

    Depreciation and amortization (a)                                                                                               66,402                                                            -                                                         -                                    66,402

    Share-based payment expense                                                                                                          -                                                           -                                                    20,380                                     20,380

    Total operating expenses                                                                                                      $797,295                                                         $946                                $                         -                                  $798,241
                                                                                                                                  ========                                                         ====                                ===========================                                  ========


    (a) Purchase price accounting adjustments included above exclude the incremental depreciation and amortization associated with the $785,000 stepped up basis in property, equipment and intangible assets as a result of the merger of Sirius and XM. The increased depreciation and
     amortization for the three months ended December 31, 2014 was $9,000.


                                                                                               Unaudited For the Twelve Months Ended December 31, 2015
                                                                                               -------------------------------------------------------

    (in thousands)                                                                                             As Reported                                                Purchase Price                                             Allocation of                                       Adjusted
                                                                                                                                                                             Accounting                                                Share-based
                                                                                                                                                                            Adjustments                                              Payment Expense
                                                                                                                                                                                                                                                                                                        ---


    Revenue:

    Subscriber revenue                                                                                                           $3,824,793                                  $                         -                               $                         -                                $3,824,793

    Advertising revenue                                                                                                             122,292                                                            -                                                         -                                   122,292

    Equipment revenue                                                                                                               110,923                                                            -                                                         -                                   110,923

    Other revenue                                                                                                                   512,050                                                        7,251                                                          -                                   519,301

    Total revenue                                                                                                                $4,570,058                                                       $7,251                                $                         -                                $4,577,309
                                                                                                                                 ==========                                                       ======                                ===========================                                ==========

    Operating expenses

    Cost of services:

    Revenue share and royalties                                                                                                  $1,034,832                                  $                         -                               $                         -                                $1,034,832

    Programming and content                                                                                                         293,091                                                        1,394                                                   (10,325)                                   284,160

    Customer service and billing                                                                                                    377,908                                                            -                                                   (2,982)                                   374,926

    Satellite and transmission                                                                                                       94,609                                                            -                                                   (4,147)                                    90,462

    Cost of equipment                                                                                                                42,724                                                            -                                                         -                                    42,724

    Subscriber acquisition costs                                                                                                    532,599                                                            -                                                         -                                   532,599

    Sales and marketing                                                                                                             354,189                                                            -                                                  (17,985)                                   336,204

    Engineering, design and development                                                                                              64,403                                                            -                                                   (9,470)                                    54,933

    General and administrative                                                                                                      324,801                                                            -                                                  (39,401)                                   285,400

    Depreciation and amortization (a)                                                                                               272,214                                                            -                                                         -                                   272,214

    Share-based payment expense                                                                                                           -                                                           -                                                    84,310                                     84,310

    Total operating expenses                                                                                                     $3,391,370                                                       $1,394                                $                         -                                $3,392,764
                                                                                                                                 ==========                                                       ======                                ===========================                                ==========


    (a) Purchase price accounting adjustments included above exclude the incremental depreciation and amortization associated with the $785,000 stepped up basis in property, equipment and intangible assets as a result of the merger of Sirius and XM. The increased depreciation and
     amortization for the twelve months ended December 31, 2015 was $35,000.


                                                                                               Unaudited For the Twelve Months Ended December 31, 2014
                                                                                               -------------------------------------------------------

    (in thousands)                                                                                             As Reported                                                Purchase Price                                             Allocation of                                       Adjusted
                                                                                                                                                                             Accounting                                                Share-based
                                                                                                                                                                            Adjustments                                              Payment Expense
                                                                                                                                                                                                                                                                                                        ---


    Revenue:

    Subscriber revenue                                                                                                           $3,554,302                                  $                         -                               $                         -                                $3,554,302

    Advertising revenue                                                                                                             100,982                                                            -                                                         -                                   100,982

    Equipment revenue                                                                                                               104,661                                                            -                                                         -                                   104,661

    Other revenue                                                                                                                   421,150                                                        7,251                                                          -                                   428,401

    Total revenue                                                                                                                $4,181,095                                                       $7,251                                $                         -                                $4,188,346
                                                                                                                                 ==========                                                       ======                                ===========================                                ==========

    Operating expenses

    Cost of services:

    Revenue share and royalties                                                                                                    $810,028                                  $                         -                               $                         -                                  $810,028

    Programming and content                                                                                                         297,313                                                        3,781                                                    (9,180)                                   291,914

    Customer service and billing                                                                                                    370,585                                                            -                                                   (2,780)                                   367,805

    Satellite and transmission                                                                                                       86,013                                                            -                                                   (4,091)                                    81,922

    Cost of equipment                                                                                                                44,397                                                            -                                                         -                                    44,397

    Subscriber acquisition costs                                                                                                    493,464                                                            -                                                         -                                   493,464

    Sales and marketing                                                                                                             336,480                                                            -                                                  (15,454)                                   321,026

    Engineering, design and development                                                                                              62,784                                                            -                                                   (8,675)                                    54,109

    General and administrative                                                                                                      293,938                                                            -                                                  (38,032)                                   255,906

    Depreciation and amortization (a)                                                                                               266,423                                                            -                                                         -                                   266,423

    Share-based payment expense                                                                                                           -                                                           -                                                    78,212                                     78,212

    Total operating expenses                                                                                                     $3,061,425                                                       $3,781                                $                         -                                $3,065,206
                                                                                                                                 ==========                                                       ======                                ===========================                                ==========


    (a) Purchase price accounting adjustments included above exclude the incremental depreciation and amortization associated with the $785,000 stepped up basis in property, equipment and intangible assets as a result of the merger of Sirius and XM. The increased depreciation and
     amortization for the twelve months ended December 31, 2014 was $39,000.

Adjusted Cash Operating Expenses - We define this Non-GAAP financial measure as our actual operating expenses adjusted to exclude the impact of certain purchase price accounting adjustments from the merger of Sirius and XM, depreciation and amortization expense, share-based payment expense, the pre-1972 sound recordings historical legal settlements, and the loss on disposal of assets. The following table reconciles our actual operating expenses to our adjusted cash operating expenses for the three and twelve months ended December 31, 2015 and 2014:


                                                                                             Unaudited
                                                                                             ---------

                                                                  For the Three Months Ended           For the Twelve Months Ended
                                                                         December 31,                          December 31,
                                                                         ------------                          ------------

    (in thousands)                                                           2015                 2014                    2015             2014
                                                                             ----                 ----                    ----             ----

    Operating expenses (GAAP):                                           $902,277             $797,295              $3,391,370       $3,061,425

    Items excluded from adjusted cash operating expenses:

    Purchase price accounting adjustments                                       -                 946                   1,394            3,781

    Pre-1972 sound recordings historical legal settlements (GAAP)         (1,506)                   -              (109,164)               -

    Loss on disposal of assets (GAAP)                                     (7,384)                   -                (7,384)               -

    Share-based payment expense (GAAP)                                   (21,976)            (20,380)               (84,310)        (78,212)

    Depreciation and amortization (GAAP)                                 (69,687)            (66,402)              (272,214)       (266,423)
                                                                          -------              -------                --------         --------

    Adjusted cash operating expenses                                     $801,724             $711,459              $2,919,692       $2,720,571
                                                                         ========             ========              ==========       ==========

ARPU - is derived from total earned subscriber revenue, advertising revenue and other subscription-related revenue, excluding revenue associated with our connected vehicle business, divided by the number of months in the period, divided by the daily weighted average number of subscribers for the period. Other subscription-related revenue includes the U.S. Music Royalty Fee. ARPU is calculated as follows:


                                                                                       Unaudited
                                                                                       ---------

                                                           For the Three Months Ended            For the Twelve Months Ended
                                                                  December 31,                         December 31,
                                                                  ------------                         ------------

    (in thousands, except per subscriber amounts)                    2015                   2014                 2015              2014
                                                                     ----                   ----                 ----              ----


    Subscriber revenue, excluding connected vehicle (GAAP)       $973,347               $897,308           $3,726,340        $3,466,050

    Add: advertising revenue (GAAP)                                33,449                 27,970              122,292           100,982

    Add: other subscription-related revenue (GAAP)                111,207                 87,270              410,644           336,408

                                                               $1,118,003             $1,012,548           $4,259,276        $3,903,440
                                                               ==========             ==========           ==========        ==========


    Daily weighted average number of subscribers                   29,238                 27,022               28,337            26,284
                                                                   ======                 ======               ======            ======


    ARPU                                                           $12.75                 $12.49               $12.53            $12.38
                                                                   ======                 ======               ======            ======

Average self-pay monthly churn - is defined as the monthly average of self-pay deactivations for the period divided by the average number of self-pay subscribers for the period.

Customer service and billing expenses, per average subscriber - is derived from total customer service and billing expenses, excluding connected vehicle customer service and billing expenses and share-based payment expense, divided by the number of months in the period, divided by the daily weighted average number of subscribers for the period. We believe the exclusion of share-based payment expense in our calculation of customer service and billing expenses, per average subscriber, is useful as share-based payment expense is not directly related to the operational conditions that give rise to variations in the components of our customer service and billing expenses. Customer service and billing expenses, per average subscriber, is calculated as follows:



                                                                                             Unaudited
                                                                                             ---------

                                                                              For the Three Months Ended      For the Twelve Months Ended
                                                                                     December 31,                     December 31,
                                                                                     ------------                     ------------

    (in thousands, except per subscriber amounts)                                                        2015                              2014      2015       2014
                                                                                                         ----                              ----      ----       ----


    Customer service and billing expenses, excluding connected vehicle (GAAP)                         $91,686                           $87,417  $346,789   $340,094

    Less: share-based payment expense (GAAP)                                                            (818)                            (748)  (2,982)   (2,780)

                                                                                                      $90,868                           $86,669  $343,807   $337,314
                                                                                                      =======                           =======  ========   ========


    Daily weighted average number of subscribers                                                       29,238                            27,022    28,337     26,284
                                                                                                       ======                            ======    ======     ======


    Customer service and billing expenses, per average subscriber                                       $1.04                             $1.07     $1.01      $1.07
                                                                                                        =====                             =====     =====      =====

Free cash flow and free cash flow per diluted share - are derived from cash flow provided by operating activities, net of additions to property and equipment, restricted and other investment activity, and the return of capital from investment in unconsolidated entity, excluding the $210,000 pre-1972 sound recordings legal settlement payment. The calculation for free cash flow and free cash flow per diluted share are as follows:


                                                                                            Unaudited
                                                                                            ---------

                                                               For the Three Months Ended             For the Twelve Months Ended
                                                                      December 31,                            December 31,
                                                                      ------------                            ------------

    (in thousands, except per share data)                                 2015                   2014                    2015                2014
                                                                          ----                   ----                    ----                ----


    Cash Flow information

    Net cash provided by operating activities                         $343,097               $365,076              $1,244,051          $1,253,244

    Net cash used in investing activities                            $(43,949)             $(34,402)             $(138,858)          $(96,324)

    Net cash used in financing activities                           $(339,855)            $(286,535)           $(1,141,079)       $(1,144,001)

    Free Cash Flow

    Net cash provided by operating activities                         $343,097               $365,076              $1,244,051          $1,253,244

    Additions to property and equipment                               (43,949)              (34,402)              (134,892)          (121,646)

    Purchases of restricted and other investments                            -                     -                (3,966)                  -

    Return of capital from investment in unconsolidated entity               -                     -                      -             24,178

    Pre-1972 sound recordings legal settlement                               -                     -                210,000                   -

    Free cash flow                                                    $299,148               $330,674              $1,315,193          $1,155,776
                                                                      ========               ========              ==========          ==========


    Diluted weighted average common shares outstanding               5,247,514              5,643,839               5,435,166           5,862,020
                                                                     =========              =========               =========           =========


    Free cash flow per diluted share                                     $0.06                  $0.06                   $0.24               $0.20
                                                                         =====                  =====                   =====               =====

New vehicle consumer conversion rate - is defined as the percentage of owners and lessees of new vehicles that receive our satellite radio service and convert to become self-paying subscribers after the initial promotion period. At the time satellite radio enabled vehicles are sold or leased, the owners or lessees generally receive trial subscriptions ranging from three to twelve months. We measure conversion rate three months after the period in which the trial service ends. The metric excludes rental and fleet vehicles.

Subscriber acquisition cost, per installation - or SAC, per installation, is derived from subscriber acquisition costs and margins from the sale of radios and accessories, divided by the number of satellite radio installations in new vehicles and shipments of aftermarket radios for the period. SAC, per installation, is calculated as follows:


                                                                                               Unaudited
                                                                                               ---------

                                                                    For the Three Months Ended           For the Twelve Months Ended
                                                                           December 31,                          December 31,
                                                                           ------------                          ------------

    (in thousands, except per installation amounts)                            2015                 2014                    2015            2014
                                                                               ----                 ----                    ----            ----


    Subscriber acquisition costs (GAAP)                                    $140,826             $126,257                $532,599        $493,464

    Less: margin from direct sales of radios and accessories (GAAP)        (17,241)            (14,860)               (68,199)       (60,264)

                                                                           $123,585             $111,397                $464,400        $433,200
                                                                           ========             ========                ========        ========


    Installations                                                             3,736                3,391                  14,041          12,788
                                                                              =====                =====                  ======          ======


    SAC, per installation                                                       $33                  $33                     $33             $34
                                                                                ===                  ===                     ===             ===

About SiriusXM

Sirius XM Holdings Inc. (NASDAQ: SIRI) is the world's largest radio broadcaster measured by revenue and has 29.6 million subscribers. SiriusXM creates and broadcasts commercial-free music; premier sports talk and live events; comedy; news; exclusive talk and entertainment, and a wide-range of Latin music, sports and talk programming. SiriusXM is available in vehicles from every major car company in the U.S. and on smartphones and other connected devices as well as online at siriusxm.com. SiriusXM radios and accessories are available from retailers nationwide and online at SiriusXM. SiriusXM also provides premium traffic, weather, data and information services for subscribers in cars, trucks, and RVs through SiriusXM Traffic(TM), SiriusXM Travel Link, NavTraffic®, NavWeather(TM). SiriusXM delivers critical weather, data and information services to aircraft and boats through SiriusXM Aviation, SiriusXM Marine(TM), Sirius Marine Weather, XMWX Aviation(TM), XMWX Weather, and XMWX Marine(TM). In addition, SiriusXM Music for Business provides commercial-free music to a variety of businesses. SiriusXM holds a minority interest in SiriusXM Canada which has more than 2.7 million subscribers. SiriusXM is also a leading provider of connected vehicles services to major automakers, giving customers access to a suite of safety, security, and convenience services including automatic crash notification, stolen vehicle recovery assistance, enhanced roadside assistance and turn-by-turn navigation.

To download SiriusXM logos and artwork, visit http://www.siriusxm.com/LogosAndPhotos.

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, our 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," "believe," "intend," "plan," "projection," "outlook" or words of similar meaning. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. 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 statements: our competitive position versus other radio and audio service providers; our ability to attract and retain subscribers, which is uncertain; our dependence upon the auto industry; general economic conditions; changes in consumer protection laws and their enforcement; the security of the personal information about our customers; other existing or future government laws and regulations could harm our business; failure of our satellites would significantly damage our business; the interruption or failure of our information technology and communications systems; royalties we pay for music rights, which increase over time; the unfavorable outcome of pending or future litigation; our failure to realize benefits of acquisitions or other strategic initiatives; rapid technological and industry changes; failure of third parties to perform; failure to comply with FCC requirements; modifications to our business plans; our indebtedness; and our principal stockholder has significant influence over our management and over actions requiring stockholder approval and its interests may differ from interests of other holders of our common stock. Additional factors that could cause our results to differ materially from those described in the forward-looking statements can be found in our Annual Report on Form 10-K for the year ended December 31, 2014, which is 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 we disclaim any intention or obligation to update any forward looking statements as a result of developments occurring after the date of this communication.

Source: SiriusXM

Contact for SiriusXM:

Hooper Stevens
212-901-6718
Hooper.stevens@siriusxm.com

Chris Leal
212-584-5236
Chris.leal@siriusxm.com

Logo - http://photos.prnewswire.com/prnh/20101014/NY82093LOGO

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/siriusxm-reports-fourth-quarter-and-full-year-2015-results-300213410.html

SOURCE Sirius XM Holdings Inc.