Summary
Liberty Media Corporation (FWONK) filed an 8-K on February 2, 2022, primarily to disclose an extraordinary cash distribution related to its holdings in Sirius XM Holdings Inc. (SIRI). This distribution is a direct consequence of SIRI declaring a special cash dividend of $0.25 per share to its stockholders of record as of February 11, 2022. This event will result in Liberty Media passing through this cash distribution to the holders of its 2.125% Exchangeable Senior Debentures due 2048 and its 2.75% Exchangeable Senior Debentures due 2049. Investors should note that this filing is made under Regulation FD and is furnished, not deemed filed, meaning it does not have the same implications for liability as a traditional filing.
Key Highlights
- 1Liberty Media is facilitating an extraordinary cash distribution to holders of its 2.125% and 2.75% Exchangeable Senior Debentures.
- 2The distribution is a direct pass-through of a special cash dividend declared by Sirius XM Holdings Inc. (SIRI).
- 3Sirius XM's special dividend is $0.25 per share.
- 4The record date for Sirius XM's dividend, and thus for determining eligibility for Liberty Media's debenture distribution, is February 11, 2022.
- 5The filing is made under Item 7.01 (Regulation FD Disclosure).
- 6This information is being furnished, not filed, and therefore is not subject to the liabilities of Section 18 of the Exchange Act.
- 7The filing includes a press release dated February 1, 2022, as an exhibit.
Frequently Asked Questions
The main purpose of this 8-K filing is to inform investors about an extraordinary cash distribution that Liberty Media Corporation will make to holders of its 2.125% Exchangeable Senior Debentures due 2048 and 2.75% Exchangeable Senior Debentures due 2049. This distribution is a result of a special cash dividend declared by Sirius XM Holdings Inc. (SIRI).
Holders of Liberty Media's 2.125% Exchangeable Senior Debentures due 2048 and 2.75% Exchangeable Senior Debentures due 2049 are eligible to receive this extraordinary cash distribution.
Sirius XM Holdings Inc. (SIRI) declared a special cash dividend of $0.25 per share.
The record date of February 11, 2022, set by Sirius XM, is crucial. Stockholders of record on this date are entitled to SIRI's special dividend, which directly impacts Liberty Media's subsequent distribution to its debenture holders.
No, this filing is furnished under Item 7.01 of Form 8-K and is made in satisfaction of Regulation FD disclosure requirements. It is not deemed 'filed' for the purpose of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor will it be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act.