Stockholders' Equity |
12 Months Ended |
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Dec. 31, 2023 | |
Stockholders' Equity | 听 |
Stockholders' Equity |
(12)听听Stockholders鈥 Equity Preferred Stock Liberty鈥檚 preferred stock is issuable, from time to time, with such designations, preferences and relative participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in a resolution or resolutions providing for the issue of such preferred stock adopted by the Board of Directors. As of December听31, 2023, no shares of preferred stock were issued. Common Stock Series听A Liberty SiriusXM, Liberty Formula One and Liberty Live common stock have one vote per share, Series听B Liberty SiriusXM, Liberty Formula One and Liberty Live common stock have ten votes per share and Series听C Liberty SiriusXM, Liberty Formula One and Liberty Live common stock have no votes per share except as otherwise required by Delaware law. Each share of Series听B common stock is exchangeable at the option of the holder for one share of Series听A common stock of the same group. All series of our common stock participate on an equal basis with respect to dividends and distributions. Purchases of Common Stock During the year ended December 31, 2021, the Company repurchased 3.1听million shares of Series听A Liberty SiriusXM common stock for aggregate cash consideration of $141听million, 7.7听million shares of Series听C Liberty SiriusXM common stock for aggregate cash consideration of $359听million and 1.2听million shares of Series听A Liberty Formula One common stock for aggregate cash consideration of $55听million under the authorized repurchase program. All of the foregoing shares obtained have been retired and returned to the status of authorized and available for issuance. There were no repurchases of Series听A Liberty Braves common stock and no repurchases of Series C Liberty Braves common stock or Liberty Formula One stock during the year ended December听31, 2021.During the year ended December 31, 2022, the Company repurchased 3.5听million shares of Series听A Liberty SiriusXM common stock for aggregate cash consideration of $161听million, 4.5听million shares of Series听C Liberty SiriusXM common stock for aggregate cash consideration of $197听million and 0.7听million shares of Series听A Liberty Formula One common stock for aggregate cash consideration of $37听million under the authorized repurchase program. All of the foregoing shares obtained have been retired and returned to the status of authorized and available for issuance. There were no repurchases of Series听A Liberty Braves common stock and no repurchases of Series C Liberty Braves common stock or Liberty Formula One stock during the year ended December听31, 2022.There were no repurchases of the Company鈥檚 common stock during the year ended December 31, 2023. Dividends Declared by Subsidiary During the year ended December听31, 2021, Sirius XM Holdings declared a cash dividend each quarter, and paid in cash an aggregate amount of $268听million, of which Liberty received $210听million. During the year ended December听31, 2022, Sirius XM Holdings declared quarterly dividends and a special dividend and paid in cash an aggregate amount of $1,339听million, of which Liberty received $1,090听million. During the year ended December 31, 2023, Sirius XM Holdings declared a cash dividend each quarter, and paid in cash an aggregate amount of $383 million, of which Liberty received $318 million. On January听24, 2024, Sirius XM Holdings鈥 board of directors declared a quarterly dividend on its common stock in the amount of $0.0266 per share of common stock, payable on February听23, 2024 to stockholders of record at the close of business on February听9, 2024. Liberty received $85 million related to this dividend. jvid视频 Acquisition Corporation In November 2020, the Company, through its wholly owned subsidiary, jvid视频 Acquisition Sponsor, LLC (the 鈥淪ponsor鈥), formed jvid视频 Acquisition Corporation (鈥淟MAC鈥) and ultimately purchased approximately 14.4 million shares of LMAC Series F common stock (鈥淔ounder Shares鈥). On January 26, 2021, LMAC consummated its initial public offering (鈥淚PO鈥) of 57.5 million units (the 鈥淯nits鈥), including 7.5 million Units sold pursuant to the full exercise of the underwriters鈥 overallotment option. Each Unit consisted of one share of Series A common stock of LMAC and -fifth of one redeemable warrant of LMAC. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to LMAC of $575 million, which were placed in a U.S.-based trust account. Substantially concurrent with the IPO, LMAC completed the private placement of 10 million warrants to the Sponsor, generating gross proceeds of $15 million (鈥淧rivate Placement Warrants鈥). The Company, through the Sponsor鈥檚 ownership of the Founder Shares, owned 20% of LMAC鈥檚 issued and outstanding common stock. The Founder Shares had certain governance rights which allow the Company to control LMAC鈥檚 affairs, policies and operations through the initial business combination and therefore the Company consolidated LMAC post-IPO. LMAC鈥檚 Series A common stock, issued as part of the Units in the IPO, had certain provisions which allowed the holder to put back the stock to LMAC upon an initial business combination at their election. This conditional redemption feature required the Company to account for those shares that were subject to potential redemption as redeemable noncontrolling interests which required temporary equity classification (outside of permanent equity). LMAC employed a broad set of search criteria for potential target business combinations, however, LMAC鈥檚 management observed what it believes were high valuations in 2021, a declining IPO market in 2022, and significant public and private market volatility, which prevented LMAC from securing an opportunity that it believed would offer a compelling return on investment for its stockholders. In light of these circumstances, LMAC determined that it was not feasible to complete an initial business combination in advance of the contractual termination date of January 26, 2023. As a result, on November 14, 2022, stockholders of LMAC approved an amendment to LMAC鈥檚 certificate of incorporation which allowed LMAC to unwind and redeem all of its outstanding public shares prior to December 30, 2022. The redemption was completed during December 2022 and LMAC was subsequently dissolved. The Company鈥檚 interest in LMAC was attributed to the Formula One Group. Transactions and ownership interests with the Sponsor eliminated upon consolidation.
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