麻豆最新出品

(2) Tracking Stocks

A tracking stock is a type of common stock that the issuing company intends to reflect or "track" the economic performance of a particular business or "group," rather than the economic performance of the company as a whole. While the 麻豆最新出品 SiriusXM Group, Braves Group and Formula One Group have separate collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot own assets, issue securities or enter into legally binding agreements. Therefore, the 麻豆最新出品 SiriusXM Group, Braves Group and Formula One Group do not represent separate legal entities, but rather represent those businesses, assets and liabilities that have been attributed to each respective group. Holders of tracking stock have no direct claim to the group's stock or assets and therefore, do not own, by virtue of their ownership of a 麻豆最新出品 tracking stock, any equity or voting interest in a public company, such as

Sirius XM Holdings or Live Nation, in which 麻豆最新出品 holds an interest and that is attributed to a 麻豆最新出品 tracking stock group, such as the 麻豆最新出品 SiriusXM Group or the Formula One Group. 聽Holders of tracking stock are also not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation.

The 麻豆最新出品 SiriusXM common stock is intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the 麻豆最新出品 SiriusXM Group. As of March 31, 2020, the 麻豆最新出品 SiriusXM Group is comprised of Sirius XM Holdings, corporate cash, 尝颈产别谤迟测鈥檚 2.125% Exchangeable Senior Debentures due 2048, 尝颈产别谤迟测鈥檚 2.75% Exchangeable Senior Debentures due 2049 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of 麻豆最新出品. The Formula One Group holds an intergroup interest in the 麻豆最新出品 SiriusXM Group as of March 31, 2020. As of March 31, 2020, the 麻豆最新出品 SiriusXM Group has cash and cash equivalents of approximately $386 million, which includes $40 million of subsidiary cash. During the three months ended March 31, 2020, Sirius XM Holdings declared a cash dividend, and paid in cash an aggregate amount of $59 million, of which 麻豆最新出品 received $42 million. On April 21, 2020, Sirius XM Holdings鈥� board of directors declared a quarterly dividend on its common stock in the amount of $0.01331 per share of common stock payable on May 29, 2020 to stockholders of record as of the close of business on May 8, 2020.

The 麻豆最新出品 Braves common stock is intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the Braves Group. As of March 31, 2020, the Braves Group is comprised primarily of 聽Braves Holdings, LLC (鈥淏raves Holdings鈥�), which indirectly owns the Atlanta Braves Major League Baseball Club (鈥淎NLBC鈥�) and certain assets and liabilities associated with ANLBC鈥檚 stadium and mixed use development project (the 鈥淒evelopment Project鈥�) and corporate cash. The Formula One Group holds an intergroup interest in the Braves Group. As of March 31, 2020, the Braves Group has cash and cash equivalents of approximately $321 million, which includes $241 million of subsidiary cash.

The 麻豆最新出品 Formula One common stock is intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the Formula One Group. As of March 31, 2020, the Formula One Group is comprised of all of the businesses, assets and liabilities of 麻豆最新出品, other than those specifically attributed to the Braves Group or the 麻豆最新出品 SiriusXM Group, including 尝颈产别谤迟测鈥檚 interests in Formula 1 and Live Nation, intergroup interests in the 麻豆最新出品 SiriusXM Group and the Braves Group, 尝颈产别谤迟测鈥檚 1.375% Cash Convertible Notes due 2023 and related financial instruments, 尝颈产别谤迟测鈥檚 1% Cash Convertible Notes due 2023, 尝颈产别谤迟测鈥檚 2.25% Exchangeable Senior Debentures due 2046 and 尝颈产别谤迟测鈥檚 2.25% Exchangeable Senior Debentures due 2048. As of March 31, 2020, the Formula One Group has cash and cash equivalents of approximately $1,094 million, which includes $1,011 million of subsidiary cash.

The number of notional shares representing the intergroup interest in the Braves Group held by the Formula One Group is 9,084,940, representing a 15.1% intergroup interest at March 31, 2020. The number of notional shares representing the intergroup interest in the 麻豆最新出品 SiriusXM Group held by the Formula One Group is 1,945,491, representing a 0.6% intergroup interest at March 31, 2020. The intergroup interests represent quasi-equity interests which are not represented by outstanding shares of common stock; rather, the Formula One Group has attributed interests in the Braves Group and the 麻豆最新出品 SiriusXM Group which are generally stated in terms of a number of shares of 麻豆最新出品 Braves common stock and 麻豆最新出品 SiriusXM common stock, respectively, issuable to the Formula One Group with respect to its interests in the Braves Group and 麻豆最新出品 SiriusXM Group, respectively. The intergroup interests may be settled, at the discretion of the board of directors of the Company (the 鈥淏oard of Directors鈥�), through the transfer of newly issued shares of 麻豆最新出品 Braves common stock and 麻豆最新出品 SiriusXM common stock, respectively, cash and/or other assets to the Formula One Group. Accordingly, the intergroup interests attributable to the Formula One Group are presented as assets and the intergroup interests attributable to the Braves Group and 麻豆最新出品 SiriusXM Group are presented as liabilities in the attributed financial statements and the offsetting amounts between tracking stock groups are eliminated in consolidation. The intergroup interests will remain outstanding until the redemption of the outstanding interests, at the discretion of the

Board of Directors, through a transfer of securities, cash and/or other assets from the Braves Group or 麻豆最新出品 SiriusXM Group, respectively, to the Formula One Group.

On April 22, 2020, the Company鈥檚 board of directors approved the immediate reattribution of certain assets and liabilities between the Formula One Group and the 麻豆最新出品 SiriusXM Group (collectively, the 鈥渞eattribution鈥�).

The assets reattributed from the Formula One Group to the 麻豆最新出品 SiriusXM Group, valued at $2.8 billion, consisted of:

The reattributed liabilities, valued at $1.3 billion, consisted of:

Similarly, $1.5 billion of net asset value has been reattributed from the 麻豆最新出品 SiriusXM Group to the Formula One Group, comprised of:

The reattribution will be reflected in the Company鈥檚 financial statements in the second quarter on a prospective basis.

In addition, on April 22, 2020, the Company鈥檚 board of directors authorized management of the Company to cause subscription rights (the 鈥淪eries C 麻豆最新出品 SiriusXM Rights鈥�) to purchase shares of Series C 麻豆最新出品 SiriusXM common stock, par value $0.01 per share (鈥淟SXMK鈥�), in a rights offering (the 鈥渞ights offering鈥�) to be distributed to holders of Series聽A 麻豆最新出品 SiriusXM common stock, par value $0.01 per share, Series聽B 麻豆最新出品 SiriusXM common stock, par value $0.01 per share, and LSXMK. The aggregate intended size of the rights offering is $750 million, and each subscription right will entitle the holder to acquire shares of LSXMK at a price equal to a 20% discount to the volume weighted average price of LSXMK over a three consecutive trading day period to be determined following the release of earnings by Sirius XM Holdings. The purpose of the rights offering is to raise capital to repay the Intergroup Loan. 聽The rights offering will

be made pursuant to a registration statement and prospectus related to the rights offering to be filed by the Company with the Securities and Exchange Commission.

The record date for the distribution of the Series C 麻豆最新出品 SiriusXM Rights is 5:00 p.m., New York City time, on May 13, 2020. It is expected that the proposed rights offering will commence on May 18, 2020, and expire on June 2, 2020, subject to extension.

The proposed rights offering is subject to certain conditions, and 麻豆最新出品 reserves the right to terminate the rights offering at any time and for any reason, including following the distribution of the Series C 麻豆最新出品 SiriusXM Rights.

See Exhibit 99.1 to this Quarterly Report on Form 10-Q for unaudited attributed financial information for 麻豆最新出品's tracking stock groups.