XM Radio 2013 Annual Report Download - page 120

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Dollar amounts in thousands, unless otherwise stated)
Stock Repurchase Program
Since December 2012, our board of directors has approved $4,000,000 for repurchases of our common
stock. Our board of directors did not establish an end date for this stock repurchase program. Shares of common
stock may be purchased from time to time on the open market and in privately negotiated transactions, including
transactions with Liberty Media and its affiliates.
On October 9, 2013, we entered into an agreement with Liberty Media to repurchase $500,000 of our
common stock from Liberty Media. Pursuant to the agreement with Liberty Media, we repurchased $160,000 of
our common stock from Liberty Media as of December 31, 2013. On January 23, 2014, we entered into an
amendment to the agreement with Liberty Media to defer the previously scheduled $240,000 repurchase of
shares of our common stock from Liberty Media from January 27, 2014 to April 25, 2014, the date of the final
purchase installment under the agreement. As a result of this deferral, we expect to repurchase $340,000 of our
shares of common stock from Liberty Media on April 25, 2014 at a price of $3.66 per share. We entered into this
amendment at the request of the Special Committee of our board of directors that has been formed to review and
evaluate the Liberty Media proposal. See “Note 1 — Recent Developments.”
The share repurchase agreement was transferred from Sirius XM to Holdings’ effective November 15, 2013.
Commitments under the share repurchase agreement are accounted for at fair value as a derivative, with changes
in fair value recorded in Loss on change in value of derivatives within Holdings’ consolidated statements of
comprehensive income. Prior to November 15, 2013, changes in fair value were recorded to Loss on fair value of
debt and equity instruments in Sirius XM’s consolidated statements of comprehensive income.
We recognized $20,393 to Loss on change in value of derivatives in Holdings’ consolidated statement of
comprehensive income during the year ended December 31, 2013 for the share repurchase agreement, net of a
$2,713 gain recognized to Loss on fair value of debt and equity instruments in Sirius XM’s consolidated
statements of comprehensive income.
During the year ended December 31, 2013, we repurchased 520,257,866 shares of our common stock for
$1,762,360, including fees and commissions, on the open market and in privately negotiated transactions,
including transactions with Liberty Media. All common stock repurchases were settled and retired as of
December 31, 2013.
As of December 31, 2013, $2,237,640 remained available for purchase under our stock repurchase program.
Share Lending Arrangements
To facilitate the offering of the Exchangeable Notes, we entered into share lending agreements with Morgan
Stanley Capital Services Inc. and UBS AG London Branch in July 2008. All loaned shares were returned to us as
of October 2011 and the share lending agreements were terminated.
We recorded interest expense related to the amortization of the costs associated with the share lending
arrangement and other issuance costs for our Exchangeable Notes of $12,745, $12,402 and $11,189 for the years
ended December 31, 2013, 2012 and 2011, respectively. As of December 31, 2013, the unamortized balance of
the debt issuance costs was $12,701, with $12,423 recorded in Other current assets and $278 recorded in Related
party current assets in our consolidated balance sheet. As of December 31, 2012, the unamortized balance of the
debt issuance costs was $27,652, with $27,099 recorded in Deferred financing fees, net, and $553 recorded in
Long-term related party assets. These costs will continue to be amortized until the debt is terminated. A portion
of the unamortized debt issuance costs was recognized during the year ended December 31, 2013 in connection
with conversions of the Exchangeable Notes.
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