Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2019	Jan. 31, 2020	Jun. 30, 2019
Cover page.
Entity Central Index Key	0000908937
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2019
Document Transition Report	false
Entity File Number	001-34295
Entity Registrant Name	SIRIUS XM HOLDINGS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	38-3916511
Entity Address, Address Line One	1221 Avenue of the Americas
Entity Address, Address Line Two	35th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10020
City Area Code	212
Local Phone Number	584-5100
Title of 12(b) Security	Common stock, $0.001 par value
Trading Symbol	SIRI
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 7,370,915,284
Entity Common Stock, Shares Outstanding		4,413,944,475
Documents Incorporated by Reference	Information included in our definitive proxy statement for our 2020 annual meeting of stockholders scheduled to be held on Thursday, June 4, 2020 is incorporated by reference into Items 10, 11, 12, 13 and 14 of Part III of this report.

Consolidated Statements of Comprehensive Income - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenue:
Revenue	$ 7,794	$ 5,771	$ 5,425
Cost of services:
Cost of services	3,383
Subscriber acquisition costs	427	470	499
Sales and marketing	937	484	438
Engineering, design and development	280	123	112
General and administrative	524	354	335
Depreciation and amortization	468	301	299
Acquisition and other related costs	84	3
Total operating expenses	6,147	4,044	3,784
Income from operations	1,647	1,727	1,641
Other (expense) income:
Interest expense	(390)	(350)	(346)
Loss on extinguishment of debt	(57)	0	(44)
Other (expense) income	(3)	44	13
Total other (expense) income	(450)	(306)	(377)
Income before income taxes	1,197	1,421	1,264
Income tax expense	(283)	(245)	(616)
Net income	914	1,176	648
Foreign currency translation adjustment, net of tax	14	(29)	19
Total comprehensive income	$ 928	$ 1,147	$ 667
Net income per common share:
Basic (in dollars per share)	$ 0.20	$ 0.26	$ 0.14
Diluted (in dollars per share)	$ 0.20	$ 0.26	$ 0.14
Weighted average common shares outstanding:
Basic (in shares)	4,501	4,462	4,638
Diluted (in shares)	4,616	4,561	4,724
Subscriber revenue
Revenue:
Revenue	$ 6,120	$ 5,264	$ 4,990
Advertising revenue
Revenue:
Revenue	1,336	188	160
Equipment
Revenue:
Revenue	173	155	132
Cost of services:
Cost of services	29	31	35
Other revenue
Revenue:
Revenue	165	164	143
Revenue share and royalties
Cost of services:
Cost of services	2,291	1,394	1,210
Programming and content
Cost of services:
Cost of services	462	406	388
Customer service and billing
Cost of services:
Cost of services	475	382	385
Transmission
Cost of services:
Cost of services	$ 170	$ 96	$ 83

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 106	$ 54
Receivables, net	670	233
Inventory, net	11	22
Related party current assets	22	11
Prepaid expenses and other current assets	194	158
Total current assets	1,003	478
Property and equipment, net	1,626	1,513
Intangible assets, net	3,467	2,501
Goodwill	3,843	2,290
Related party long-term assets	452	960
Deferred tax assets	153	293
Operating lease right-of-use assets	466
Other long-term assets	139	138
Total assets	11,149	8,173
Current liabilities:
Accounts payable and accrued expenses	1,151	736
Accrued interest	160	128
Current portion of deferred revenue	1,930	1,932
Current maturities of debt	2	3
Operating lease current liabilities	46
Related party current liabilities	4	4
Total current liabilities	3,293	2,803
Long-term deferred revenue	130	149
Long-term debt	7,842	6,885
Related party long-term liabilities	0	4
Deferred tax liabilities	70	47
Operating lease liabilities	456
Other long-term liabilities	94	102
Total liabilities	11,885	9,990
Commitments and contingencies (Note 16)
Stockholders’ equity (deficit):
Common stock, par value $0.001 per share; 9,000 shares authorized; 4,412 and 4,346 shares issued; 4,412 and 4,346 outstanding at December 31, 2019 and December 31, 2018, respectively	4	4
Accumulated other comprehensive income (loss), net of tax	8	(6)
Additional paid-in capital	395	242
Treasury stock, at cost; 0 and 0 shares of common stock at December 31, 2019 and December 31, 2018, respectively	0	0
Accumulated deficit	(1,143)	(2,057)
Total stockholders’ equity (deficit)	(736)	(1,817)
Total liabilities and stockholders’ equity (deficit)	$ 11,149	$ 8,173

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	9,000,000,000	9,000,000,000
Common stock, shares issued (in shares)	4,412,000,000	4,346,000,000
Common stock, shares outstanding (in shares)	4,412,000,000	4,346,000,000
Treasury stock (in shares)	0	0

Consolidated Statement of Stockholders' Equity (Deficit) - USD ($) shares in Millions, $ in Millions	Total	Common Stock	Accumulated Other Comprehensive Income (Loss)	Additional Paid-in Capital	Treasury Stock	Accumulated Deficit	Pandora	Pandora Common Stock	Pandora Additional Paid-in Capital
Beginning balance (in shares) at Dec. 31, 2016		4,746			5
Beginning balance at Dec. 31, 2016	$ (792)	$ 4	$ 0	$ 3,118	$ (23)	$ (3,891)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income, net of tax	667		19			648
Issuance of common stock as part of recapitalization of Sirius XM Canada (in shares)		35
Issuance of common stock as part of recapitalization of Sirius XM Canada	179			179
Share-based payment expense	109			109
Exercise of stock options and vesting of restricted stock units (in shares)		22
Exercise of stock options and vesting of restricted stock units	1			1
Withholding taxes on net share settlement of stock-based compensation	(93)			(93)
Cash dividends paid on common stock	(190)			(190)
Common stock repurchased (in shares)					271
Common stock repurchased	(1,403)				$ (1,403)
Common stock retired (in shares)		(272)			(273)
Common stock retired	0			(1,409)	$ 1,409
Ending balance (in shares) at Dec. 31, 2017		4,531			3
Ending balance at Dec. 31, 2017	(1,522)	$ 4	19	1,715	$ (17)	(3,243)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income, net of tax	1,147		(29)			1,176
Share-based payment expense	133			133
Exercise of stock options and vesting of restricted stock units (in shares)		27
Exercise of stock options and vesting of restricted stock units	0
Withholding taxes on net share settlement of stock-based compensation	(121)			(121)
Cash dividends paid on common stock	(201)			(201)
Common stock repurchased (in shares)					209
Common stock repurchased	(1,297)				$ (1,297)
Common stock retired (in shares)		(212)			(212)
Common stock retired	0	$ 0		(1,314)	$ 1,314
Ending balance (in shares) at Dec. 31, 2018		4,346			0
Ending balance at Dec. 31, 2018	(1,817)	$ 4	(6)	242	$ 0	(2,057)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income, net of tax	928		14			914
Share-based payment expense	263			263
Exercise of stock options and vesting of restricted stock units (in shares)		38
Exercise of stock options and vesting of restricted stock units	8			8
Withholding taxes on net share settlement of stock-based compensation	(150)			(150)
Cash dividends paid on common stock	(226)			(226)
Issuance of common stock as part of Pandora Acquisition (in shares)								392
Issuance of common stock as part of Pandora Acquisition							$ 2,355	$ 1	$ 2,354
Equity component of convertible note	62			62
Common stock repurchased (in shares)					364
Common stock repurchased	(2,159)				$ (2,159)
Common stock retired (in shares)		(364)			(364)
Common stock retired	0	$ (1)		(2,158)	$ 2,159
Ending balance (in shares) at Dec. 31, 2019		4,412			0
Ending balance at Dec. 31, 2019	$ (736)	$ 4	$ 8	$ 395	$ 0	$ (1,143)

Consolidated Statement of Stockholders' Equity (Deficit) (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement of Stockholders' Equity [Abstract]
Cash dividend per share of common stock (in dollars per share)	$ 0.04961	$ 0.0451	$ 0.041

Consolidated Statements of Cash Flows - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Cash flows from operating activities:

Net income

$ 914

$ 1,176

$ 648

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

Depreciation and amortization

468

301

299

Non-cash interest expense, net of amortization of premium

17

9

Provision for doubtful accounts

53

51

56

Amortization of deferred income related to equity method investment

(3)

Loss on extinguishment of debt

57

0

44

Loss (gain) on unconsolidated entity investments, net

21

10

(5)

Gain on fair value instrument

0

(43)

0

Dividend received from unconsolidated entity investment

2

4

Share-based payment expense

250

133

124

Deferred income taxes

259

257

584

Changes in operating assets and liabilities:

Receivables

(137)

(42)

(74)

Inventory

11

(2)

2

Related party, net

(10)

1

(2)

Prepaid expenses and other current assets

(3)

(20)

50

Other long-term assets

4

10

7

Operating lease right-of-use assets

(14)

Accounts payable and accrued expenses

109

(20)

41

Accrued interest

32

(9)

23

Deferred revenue

(58)

70

42

Operating lease liabilities

36

Other long-term liabilities

9

(1)

7

Net cash provided by operating activities

2,017

1,880

1,856

Cash flows from investing activities:

Additions to property and equipment

(363)

(355)

(288)

Purchases of other investments

(7)

(8)

Acquisition of business, net of cash acquired

313

(2)

(108)

Sale of short-term investments

73

0

Investments in related parties and other equity investees

(19)

(17)

(612)

Repayment from (loan to) related party

0

3

(131)

Net cash used in investing activities

(3)

(379)

(1,147)

Cash flows from financing activities:

Proceeds from exercise of stock options

8

0

1

Taxes paid from net share settlements for stock-based compensation

(150)

(120)

(93)

Revolving credit facility, net of deferred financing costs

(439)

136

(90)

Proceeds from long-term borrowings, net of costs

2,715

0

2,473

Proceeds from sale of capped call security

3

0

Principal payments of long-term borrowings

(1,666)

(16)

(1,513)

Payment of premiums on redemption of debt

(45)

0

(33)

Common stock repurchased and retired

(2,159)

(1,314)

(1,409)

Dividends paid

(226)

(201)

(190)

Net cash used in financing activities

(1,959)

(1,515)

(854)

Net increase (decrease) in cash, cash equivalents and restricted cash

55

(14)

(145)

Cash, cash equivalents and restricted cash at beginning of period

65

^[1]

79

^[1]

224

Cash, cash equivalents and restricted cash at end of period

^[1]

120

65

79

Cash paid during the period for:

Interest, net of amounts capitalized

337

345

310

Income taxes paid

10

6

28

Non-cash investing and financing activities:

Capital lease obligations incurred to acquire assets

0

3

Treasury stock not yet settled

0

17

6

Fair value of shares issued related to acquisition of a business

2,355

0

Accumulated other comprehensive income (loss), net of tax

14

(29)

19

Fair value of shares issued related to acquisition of a business

$ 0

$ 179

[1]

The following table reconciles cash, cash equivalents and restricted cash per the statement of cash flows to the balance sheet. The restricted cash balances are primarily due to letters of credit which have been issued to the landlords of leased office space. The terms of the letters of credit primarily extend beyond one year.Cash and cash equivalents : December 31, 2019: $106, December 31, 2018: $54, December 31, 2017: $69, December 31, 2016: $214 Restricted cash included in Other long-term assets: December 31, 2019: $14, December 31, 2018: $11, December 31, 2017: $10, December 31, 2016: $10 Total cash, cash equivalents and restricted cash at end of period: December 31, 2019: $120, December 31, 2018: $65, , December 31, 2017: $79, December 31, 2016: $224

Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Millions

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Dec. 31, 2016

Statement of Cash Flows [Abstract]

Cash and cash equivalents

$ 106

$ 54

$ 69

$ 214

Restricted cash included in Other long-term assets

14

11

10

Cash, cash equivalents and restricted cash at end of period

$ 120

^[1]

$ 65

^[1]

$ 79

^[1]

$ 224

[1]

The following table reconciles cash, cash equivalents and restricted cash per the statement of cash flows to the balance sheet. The restricted cash balances are primarily due to letters of credit which have been issued to the landlords of leased office space. The terms of the letters of credit primarily extend beyond one year.Cash and cash equivalents : December 31, 2019: $106, December 31, 2018: $54, December 31, 2017: $69, December 31, 2016: $214 Restricted cash included in Other long-term assets: December 31, 2019: $14, December 31, 2018: $11, December 31, 2017: $10, December 31, 2016: $10 Total cash, cash equivalents and restricted cash at end of period: December 31, 2019: $120, December 31, 2018: $65, , December 31, 2017: $79, December 31, 2016: $224

Business & Basis of Presentation

12 Months Ended

Dec. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business & Basis of Presentation

This Annual Report on Form 10-K presents information for Sirius XM Holdings Inc. and subsidiaries (“Holdings”). The terms “Holdings,” “we,” “us,” “our,” and “our company” as used herein, and unless otherwise stated or indicated by context, refer to Sirius XM Holdings Inc. and its subsidiaries. “Sirius XM” refers to our wholly owned subsidiary Sirius XM Radio Inc. and its subsidiaries. “Pandora” refers to Sirius XM's wholly owned subsidiary Pandora Media, LLC (the successor to Pandora Media, Inc.) and its subsidiaries. Holdings has no operations independent of Sirius XM and Pandora.

Business

We operate two complementary audio entertainment businesses - our Sirius XM business and our Pandora business.

Sirius XM

Our Sirius XM business features music, sports, entertainment, comedy, talk, news, traffic and weather channels, as well as infotainment services, in the United States on a subscription fee basis. The Sirius XM service is distributed through our two proprietary satellite radio systems and through the internet via applications for mobile devices, home devices and other consumer electronic equipment. Satellite radios are primarily distributed through automakers, retailers and our website. Our Sirius XM service is also available through our user interface, which we call “360L,” that combines our satellite and streaming services into a single, cohesive in-vehicle entertainment experience. The primary source of revenue from our Sirius XM business is generated from subscription fees, with most of our customers subscribing to monthly, quarterly, semi-annual or annual plans. We also derive revenue from advertising on select non-music channels, direct sales of our satellite radios and accessories, and other ancillary services. As of December 31, 2019, our Sirius XM business had approximately 34.9 million subscribers.

In addition to our audio entertainment businesses, we provide connected vehicle services to several automakers and directly to consumers through aftermarket devices. These services are designed to enhance the safety, security and driving experience of consumers. We also offer a suite of data services that includes graphical weather, fuel prices, sports schedules and scores and movie listings, a traffic information service that includes information as to road closings, traffic flow and incident data to consumers with compatible in-vehicle navigation systems, and real-time weather services in vehicles, boats and planes.

Sirius XM also holds a 70% equity interest and 33% voting interest in Sirius XM Canada Holdings Inc. (“Sirius XM Canada”). Sirius XM Canada's subscribers are not included in our subscriber count or subscriber-based operating metrics.

Pandora

Our Pandora business operates a music, comedy and podcast streaming discovery platform, offering a personalized experience for each listener wherever and whenever they want to listen, whether through mobile devices, car speakers or connected devices. Pandora enables listeners to create personalized stations and playlists, discover new content, hear artist- and expert-curated playlists, podcasts and select Sirius XM content as well as search and play songs and albums on-demand. Pandora is available as an ad-supported radio service, a radio subscription service, called Pandora Plus, and an on-demand subscription service, called Pandora Premium. As of December 31, 2019, Pandora had approximately 6.2 million subscribers. The majority of revenue from our Pandora business is generated from advertising on our Pandora ad-supported radio service. In addition, through AdsWizz Inc., Pandora provides a comprehensive digital audio advertising technology platform, which connects audio publishers and advertisers.

Liberty Media

As of December 31, 2019, Liberty Media Corporation (“Liberty Media”) beneficially owned, directly and indirectly, approximately 72% of the outstanding shares of our common stock. As a result, we are a “controlled company” for the purposes of the NASDAQ corporate governance requirements.

Basis of Presentation

The accompanying consolidated financial statements of Holdings have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. Certain numbers in our prior period consolidated financial statements and footnotes have been reclassified or consolidated to conform to our current period presentation. Music Royalty Fee revenue was reported as Other revenue in our December 31, 2018 and 2017 Annual Reports on Form 10-K. This revenue was reclassified to Subscriber revenue to conform with the current period presentation.



	For the Year Ended December 31, 2018							For the Year Ended December 31, 2017
	As Reported		Reclassification			Current Report		As Reported		Reclassification			Current Report
Subscriber revenue	$	4,594	$	670		$	5,264	$	4,472	$	518		$	4,990
Advertising revenue	188		—			188		160		—			160
Equipment revenue	155		—			155		132		—			132
Other revenue	834		(670		)	164		661		(518		)	143
Total revenue	$	5,771	$	—		$	5,771	$	5,425	$	—		$	5,425

Public companies are required to disclose certain information about their reportable operating segments. Operating segments are defined as significant components of an enterprise for which separate financial information is available and is evaluated on a regular basis by the chief operating decision maker in deciding how to allocate resources to an individual segment and in assessing performance of the segment. We have determined that we have two reportable segments as our chief operating decision maker, our Chief Executive Officer, assesses performance and allocates resources based on the financial results of these segments. Refer to Note 18 for information related to our segments.

We have evaluated events subsequent to the balance sheet date and prior to the filing of this Annual Report on Form 10-K for the year ended December 31, 2019 and have determined that no events have occurred that would require adjustment to our consolidated financial statements. For a discussion of subsequent events that do not require adjustment to our consolidated financial statements refer to Note 19.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes. Estimates, by their nature, are based on judgment and available information. Actual results could differ materially from those estimates. Significant estimates inherent in the preparation of the accompanying consolidated financial statements include asset impairment, depreciable lives of our satellites, share-based payment expense, income taxes, and the purchase accounting related to the Pandora Acquisition (defined below).

Summary of Significant Accounting Policies - 10-K

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

In addition to the significant accounting policies discussed in this Note 2, the following table includes our significant accounting policies that are described in other notes to our consolidated financial statements, including the number and page of the note:



Significant Accounting Policy	Note #	Page #
Acquisition	3	F-17
Fair Value Measurements	4	F-19
Goodwill	8	F-21
Intangible Assets	9	F-22
Property and Equipment	10	F-23
Equity Method Investments	12	F-27
Share-Based Compensation	15	F-31
Legal Reserves	16	F-35
Income Taxes	17	F-38

Cash and Cash Equivalents

Our cash and cash equivalents consist of cash on hand, money market funds, certificates of deposit, in-transit credit card receipts and highly liquid investments purchased with an original maturity of three months or less.

Revenue Recognition

Revenue is measured according to Accounting Standards Codification (“ASC”) 606, Revenue - Revenue from Contracts with Customers, and is recognized based on consideration specified in a contract with a customer, and excludes any sales incentives and amounts collected on behalf of third parties. We recognize revenue when it satisfies a performance obligation by transferring control over a service or product to a customer. We report revenues net of any tax assessed by a governmental authority that is both imposed on, and concurrent with, a specific revenue-producing transaction between a seller and a customer in our consolidated statements of comprehensive income. Collected taxes are recorded within Other current liabilities until remitted to the relevant taxing authority. For equipment sales, we are responsible for arranging for shipping and handling. Shipping and handling costs billed to customers are recorded as revenue and are reported as a component of Cost of equipment.

The following is a description of the principal activities from which we generate our revenue, including from self-pay and paid promotional subscribers, advertising, and sales of equipment.

Subscriber revenue consists primarily of subscription fees and other ancillary subscription based revenues. Revenue is recognized on a straight line basis when the performance obligations to provide each service for the period are satisfied, which is over time as our subscription services are continuously transmitted and can be consumed by customers at any time. Consumers purchasing or leasing a vehicle with a factory-installed satellite radio may receive between a three and twelve month subscription to our service. In certain cases, the subscription fees for these consumers are prepaid by the applicable automaker. Prepaid subscription fees received from automakers or directly from consumers are recorded as deferred revenue and amortized to revenue ratably over the service period which commences upon sale. Activation fees are recognized over one month as the activation fees are non-refundable and do not provide for a material right to the customer. There is no revenue recognized for unpaid trial subscriptions. In some cases we pay a loyalty fee to the automakers when we receive a certain amount of payments from self-pay customers acquired from that automaker. These fees are considered incremental costs to obtain a contract and are, therefore, recognized as an asset and amortized to Subscriber acquisition costs over an average subscriber life. Revenue share and loyalty fees paid to an automaker offering a paid trial are accounted for as a reduction of revenue as the payment does not provide a distinct good or service.

Music royalty fee primarily consists of U.S. music royalty fees (“MRF”) collected from subscribers. The related costs we incur for the right to broadcast music and other programming are recorded as Revenue share and royalties expense. Fees received from subscribers for the MRF are recorded as deferred revenue and amortized to Subscriber revenue ratably over the service period.

We recognize revenue from the sale of advertising as performance obligations are satisfied, which generally occurs as ads are delivered. Agency fees are calculated based on a stated percentage applied to gross billing revenue for our advertising inventory and are reported as a reduction of advertising revenue. Additionally, we pay certain third parties a percentage of advertising revenue. Advertising revenue is recorded gross of such revenue share payments as we control the advertising service, including the ability to establish pricing, and we are primarily responsible for providing the service. Advertising revenue share payments are recorded to Revenue share and royalties during the period in which the advertising is transmitted.

Equipment revenue and royalties from the sale of satellite radios, components and accessories are recognized upon shipment, net of discounts and rebates. Shipping and handling costs billed to customers are recorded as revenue. Shipping and handling costs associated with shipping goods to customers are reported as a component of Cost of equipment. Other revenue primarily includes revenue recognized from royalties received from Sirius XM Canada.

Customers pay for the services in advance of the performance obligation and therefore these prepayments are recorded as deferred revenue. The deferred revenue is recognized as revenue in our consolidated statement of comprehensive income as the services are provided. Changes in the deferred revenue balance during the period ended December 31, 2019 was not materially impacted by other factors.

As the majority of our contracts are one year or less, we have utilized the optional exemption under ASC 606-10-50-14 and will not disclose information about the remaining performance obligations for contracts which have original expected durations of one year or less. As of December 31, 2019, less than ten percent of our total deferred revenue balance related to contracts that extended beyond one year. These contracts primarily include prepaid data trials which are typically provided for three to five years as well as for self-pay customers who prepay for their audio subscriptions for up to three years in advance. These amounts are recognized on a straight-line basis as our services are provided.

Revenue Share

We share a portion of our subscription revenues earned from self-pay subscribers with certain automakers. The terms of the revenue share agreements vary with each automaker, but are typically based upon the earned audio revenue as reported or gross billed audio revenue.

Royalties

In connection with our businesses, we must enter into royalty arrangements with two sets of rights holders: holders of musical compositions copyrights (that is, the music and lyrics) and holders of sound recordings copyrights (that is, the actual recording of a work). Our Sirius XM business and our Pandora business use both statutory and direct music licenses as part of their businesses. We also license varying rights - such as performance and mechanical rights - for use in our Sirius XM and Pandora businesses based on the various radio and interactive services they offer. The music rights licensing arrangement for our Sirius XM and Pandora businesses are complex.

We pay performance royalties for our Sirius XM business and our Pandora business to holders and rights administrators of musical compositions copyrights, including performing rights organizations and other copyright owners. These performance royalties are contained in direct license agreements and are generally fixed fees per year.

For our interactive music services offered by our Pandora business, we pay mechanical royalties to copyright holders at the rates determined by the Copyright Royalty Board (the “CRB”) in accordance with the statutory license set forth in Section 115 of the United States Copyright Act. These mechanical royalties are calculated as the greater of a percentage of our revenue or a percentage of our payments to record labels.

For our satellite radio business, we pay performance royalties to owners of sound recordings based on a percentage of our subscription revenue (subject to certain exclusions) through SoundExchange. We pay these royalties at a statutory rate established by the CRB.

For our streaming music and interactive music services offered by our Pandora business, we pay royalties to owners of sound recordings based on either a per-performance fee based on the number of sound recordings transmitted, a percentage of revenue associated with the applicable service, or a per-subscriber minimum amount. The royalty rates paid by our Pandora business are primarily stipulated in direct license agreements with record companies. The performance royalty rates paid to owners of sound recordings by our Sirius XM business for streaming music are primarily set by the CRB.

Programming Costs

Programming costs which are for a specified number of events are amortized on an event-by-event basis; programming costs which are for a specified season or include programming through a dedicated channel are amortized over the season or period on a straight-line basis. We allocate a portion of certain programming costs which are related to sponsorship and marketing activities to Sales and marketing expense on a straight-line basis over the term of the agreement.

Advertising Costs

Media is expensed when aired and advertising production costs are expensed as incurred. Advertising production costs include expenses related to marketing and retention activities, including expenses related to direct mail, outbound telemarketing and email communications. We also incur advertising production costs related to cooperative marketing and promotional events and sponsorships. During the years ended December 31, 2019, 2018 and 2017, we recorded advertising costs of $392, $267 and $263, respectively. These costs are reflected in Sales and marketing expense in our consolidated statements of comprehensive income.

Subscriber Acquisition Costs

Subscriber acquisition costs consist of costs incurred to acquire new subscribers which include hardware subsidies paid to radio manufacturers, distributors and automakers, including subsidies paid to automakers who include a satellite radio and a prepaid subscription to our service in the sale or lease price of a new vehicle; subsidies paid for chipsets and certain other components used in manufacturing radios; device royalties for certain radios and chipsets; commissions paid to retailers and automakers as incentives to purchase, install and activate radios; product warranty obligations; freight; and provisions for inventory allowance attributable to inventory consumed in our automotive and retail distribution channels. Subscriber acquisition costs do not include advertising costs, loyalty payments to distributors and dealers of radios and revenue share payments to automakers and retailers of radios.

Subsidies paid to radio manufacturers and automakers are expensed upon installation, shipment, receipt of product or activation and are included in Subscriber acquisition costs because we are responsible for providing the service to the customers. Commissions paid to retailers and automakers are expensed upon either the sale or activation of radios. Chipsets that are shipped to radio manufacturers and held on consignment are recorded as inventory and expensed as Subscriber acquisition costs when placed into production by radio manufacturers. Costs for chipsets not held on consignment are expensed as Subscriber acquisition costs when the automaker confirms receipt.

Research & Development Costs

Research and development costs are expensed as incurred and primarily include the cost of new product development, chipset design, software development and engineering. During the years ended December 31, 2019, 2018 and 2017, we recorded research and development costs of $231, $106 and $97, respectively. These costs are reported as a component of Engineering, design and development expense in our consolidated statements of comprehensive income.

Accumulated Other Comprehensive Income (Loss), net of tax

Accumulated other comprehensive income of $8 was primarily comprised of the cumulative foreign currency translation adjustments related to Sirius XM Canada (refer to Note 12 for additional information). During the year ended December 31, 2019, we recorded a foreign currency translation adjustment gain of $14, which is recorded net of tax of $5. During the years ended December 31, 2018 and 2017, we recorded foreign currency translation adjustment (loss) gain of $(29) and $19, respectively, net of tax.

Recent Accounting Pronouncements

In August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The implementation costs incurred in a hosting arrangement that is a service contract should be presented as a prepaid asset in the balance sheet and expensed over the term of the hosting arrangement to the same line item in the statement of income as the costs related to the hosting fees. The guidance in this ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and early adoption is permitted including adoption in any interim period. The amendments should be applied either retrospectively or prospectively to all implementation costs incurred after adoption. This ASU will not have a material impact on our consolidated statements of operations.

Recently Adopted Accounting Policies

ASU 2016-02, Leases (Topic 842). In February 2016, FASB issued ASU 2016-02 which requires companies to recognize lease assets and liabilities arising from operating leases in the statement of financial position. This ASU does not significantly change the previous lease guidance for how a lessee should recognize, measure, and present expenses and cash flows arising from a lease. Additionally, the criteria for classifying a finance lease versus an operating lease are substantially the same as the previous guidance. This ASU was effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption was permitted. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842) Targeted Improvements, amending certain aspects of the new leasing standard. The amendment allows an additional optional transition method whereby an entity records a cumulative effect adjustment to opening retained earnings in the year of adoption without restating prior periods. We adopted this ASU on January 1, 2019 and elected the additional transition method per ASU 2018-11. Our leases consist of repeater leases, facility leases and equipment leases. We elected the package of practical expedients permitted under the transition guidance within the new standard.

Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities of approximately $347 and $369, respectively, as of January 1, 2019. The standard did not impact our consolidated statements of operations, consolidated statements of cash flows or debt. Additionally, we did not record a cumulative effect adjustment to opening retained earnings.

The effect of the changes made to our consolidated balance sheet as of January 1, 2019 for the adoption of ASU 2016-02 is included in the table below.



	Balance at December 31, 2018		Adjustments Due to ASU 2016-02			Balance at January 1, 2019
Balance Sheet
Assets:
Operating lease right-of-use assets	$	—	$	347		$	347

Liabilities:
Accounts payable and accrued expenses	$	736	$	(1	)	$	735
Operating lease current liabilities	—		30			30
Operating lease liabilities	—		339			339
Other long-term liabilities	102		(21		)	81

ASU 2014-09, Revenue - Revenue from Contracts with Customers. In May 2014, the FASB issued ASU 2014-09 which requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. We adopted ASU 2014-09, and all related amendments, which established ASC Topic 606 (the "new revenue standard"), effective as of January 1, 2018. We adopted the new revenue standard using the modified retrospective method by

recognizing the cumulative effect of initially applying the new revenue standard to all non-completed contracts as of January 1, 2018 as an adjustment to opening Accumulated deficit in the period of adoption. Results for reporting periods beginning after January 1, 2018 are presented under the new revenue standard, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Topic 605.

The new revenue standard primarily impacts how we account for revenue share payments and also has other immaterial impacts.

Revenue Share - Paid Trials

We previously recorded revenue share related to paid trials as Revenue share and royalties expense. Under the new revenue standard, we have recorded these revenue share payments as a reduction to revenue as the payments do not transfer a distinct good or service to us.

Other Impacts

Other impacts of the new revenue standard include:

•

Activation fees were previously recognized over the expected subscriber life using the straight-line method. Under the new revenue standard, activation fees have been recognized over a one month period from activation as the activation fees are non-refundable and they do not convey a material right. As of January 1, 2018, we reduced deferred revenue related to activation fees of $8, net of tax, to Accumulated deficit.

•

Loyalty payments to OEMs were previously expensed when incurred as Subscriber acquisition costs. Under the new revenue standard, these costs have been capitalized in Prepaid expenses and other current assets as costs to obtain a contract and these costs will be amortized to Subscriber acquisition costs over an average self-pay subscriber life of that OEM. As of January 1, 2018, we capitalized previously expensed loyalty payments of $10, net of tax, to Prepaid expenses and other current assets by reducing Accumulated deficit.

These changes do not have a material impact to our financial statements.

The following tables illustrate the impacts of adopting ASU 2014-09 on our consolidated statement of comprehensive income.



	For the Year Ended December 31, 2018
	Current Report			Impact of Adopting ASU 2014-09		Balances Without Adoption of ASU 2014-09
Income Statement
Revenues
Subscriber revenue ⁽¹⁾	$	5,264		$	95	$	5,359

Expenses
Revenue share and royalties	1,394			88		1,482
Subscriber acquisition costs	470			4		474
Income tax expense	(245		)	—		(245		)

Net Income	$	1,176		$	3	$	1,179


(1)	Music Royalty Fee revenue was reported as Other revenue in our December 31, 2018 and 2017 Annual Reports on Form 10-K. This revenue was reclassified to Subscriber revenue to conform with the current period presentation. Refer to Note 1 for more information.

ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. In February 2018, the FASB issued ASU 2018-02 to amend its standard on comprehensive income to provide an option for an entity to reclassify the stranded tax effects of the Tax Cuts and Jobs Act (the “Tax Act”) that was passed in December 2017 from accumulated other comprehensive income (“AOCI”) directly to retained

earnings. The stranded tax effects result from the remeasurement of deferred tax assets and liabilities which were originally recorded in comprehensive income but whose remeasurement is reflected in the income statement. The guidance is effective for interim and fiscal years beginning after December 15, 2018, with early adoption permitted. We elected to adopt ASU 2018-02 effective January 1, 2018 and reclassified the stranded tax effects due to the Tax Act of $4 related to the currency translation adjustment from our investment balance and note receivable with Sirius XM Canada from AOCI to Accumulated deficit. The adoption did not have any impact on our consolidated statement of comprehensive income.

ASU 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. In June 2018, the FASB issued ASU 2018-07 which simplifies the accounting for share-based payments made to nonemployees so that the accounting for such payments is substantially the same as those made to employees, with certain exceptions. Under this ASU, equity-classified share based awards to nonemployees will be measured at fair value on the grant date of the awards, entities will need to assess the probability of satisfying performance conditions if any are present, and awards will continue to be classified according to ASC 718 upon vesting which eliminates the need to reassess classification upon vesting, consistent with awards granted to employees, unless the award is modified after the service has been rendered, any other conditions necessary to earn the right to benefit from the instruments have been satisfied, and the nonemployee is no longer providing services. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. We elected to early adopt ASU 2018-07 effective July 1, 2018 and remeasured our unsettled liability-classified nonemployee awards at their January 1, 2018 fair value by recording a retrospective cumulative effect adjustment to opening Accumulated deficit and reclassified our previously liability-classified awards to equity.

Acquisition

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Acquisition

On February 1, 2019, through a series of transactions, Pandora Media, Inc., became an indirect wholly owned subsidiary of Sirius XM and continues to operate as Pandora Media, LLC (the “Pandora Acquisition”). In connection with the Pandora Acquisition, we purchased all of the outstanding shares of the capital stock of Pandora for $2,355 by converting each outstanding share of Pandora common stock into 1.44 shares of our common stock and we also canceled our preferred stock investment in Pandora for $524 for total consideration of $2,879. Net cash acquired was $313. As part of the Pandora Acquisition, Holdings unconditionally guaranteed all of the payment obligations of Pandora under its outstanding 1.75% convertible senior notes due 2020 and 1.75% convertible senior notes due 2023.

The table below shows the value of the consideration paid in connection with the Pandora Acquisition:



	Total
Pandora common stock outstanding	272
Exchange ratio	1.44
Common stock issued	392
Price per share of Holdings common stock	$	5.83
Value of common stock issued to Pandora stockholders	$	2,285
Value of replacement equity awards attributable to pre-combination service	$	70
Consideration of common stock and replacement equity awards for pre-combination service	$	2,355
Sirius XM’s Pandora preferred stock investment (related party fair value instrument) canceled	$	524
Total consideration for Pandora Acquisition	$	2,879
Value attributed to par at $0.001 par value	$	1
Balance to capital in excess of par value	$	2,354

The table below summarizes the fair value of the assets acquired and liabilities assumed as of the acquisition date:



Acquired Assets:
Cash and cash equivalents	$	313
Receivables, net	353
Prepaid expenses and other current assets	109
Property and equipment	65
Intangible assets	1,107
Goodwill	1,553
Deferred tax assets	102
Operating lease right-of-use assets	104
Long term assets	7
Total assets	$	3,713

Assumed Liabilities:
Accounts payable and accrued expenses	$	324
Deferred revenue	37
Operating lease current liabilities	28
Current maturities of debt	151
Long-term debt (a)	218
Operating lease liabilities	69
Other long-term liabilities	7
Total liabilities	$	834
Total consideration	$	2,879


(a)	In order to present the assets acquired and liabilities assumed, the conversion feature associated with Pandora's convertible notes for $62 has been included within Long-term debt in the table above and included within Additional paid-in-capital within our statement of stockholders' equity (deficit). Refer to Note 13 for additional information.

The Pandora Acquisition was accounted for using the acquisition method of accounting. As of December 31, 2019, the purchase price allocation has been finalized. The excess purchase price over identifiable net tangible and intangible assets of $1,553 has been recorded to Goodwill in our consolidated balance sheets as of December 31, 2019. A total of $776 has been allocated to identifiable intangible assets subject to amortization and relates to the assessed fair value of the acquired customer relationships and software and technology and is being amortized over the estimated weighted average useful lives of 8 and 5 years, respectively. A total of $331 has been allocated to identifiable indefinite lived intangible assets and relates to the assessed fair value of the acquired trademarks. The fair value assessed for the majority of the remaining assets acquired and liabilities assumed equaled their carrying value. Goodwill represents synergies and economies of scale expected from the combination of services. Goodwill has been allocated to the Pandora segment. Additionally, in connection with the Pandora Acquisition, we acquired gross net operating loss (“NOL”) carryforwards of approximately $1,287 for federal income tax purposes that are available to offset future taxable income. The acquired NOL's are limited by Section 382 of the Internal Revenue Code. Those limitations are not expected to impact our ability to fully utilize those NOL's within the carryforward period.

We recognized acquisition related costs of $84 that were expensed in Acquisition and other related costs in our consolidated statements of comprehensive income during the year ended December 31, 2019.

Pro Forma Financial Information

Pandora was consolidated into our financial statements starting on the acquisition date, February 1, 2019. The aggregate revenue and net loss of Pandora consolidated into our financial statements since the date of acquisition was $1,607 and $303, respectively, for the year ended December 31, 2019. The following pro forma financial information presents our results as if the Pandora Acquisition had occurred on January 1, 2017:



	For the Years Ended December 31,
	2019		2018		2017
Total revenue	$	7,921	$	7,348	$	6,818
Net income	$	938	$	844	$	335

These pro forma results are based on estimates and assumptions, which we believe are reasonable. They are not the results that would have been realized had the acquisition actually occurred on January 1, 2017 and are not indicative of our consolidated results of operations in future periods. The pro forma results primarily include adjustments related to amortization of acquired intangible assets, depreciation of property and equipment, acquisition costs, fair value gain or loss on the Pandora investment and associated tax impacts.

Fair Value Measurements

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

The fair value of a financial instrument is the amount at which the instrument could be exchanged in an orderly transaction between market participants. As of December 31, 2019 and 2018, the carrying amounts of cash and cash equivalents, receivables, and accounts payable approximated fair value due to the short-term nature of these instruments. ASC 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy for input into valuation techniques as follows:


i.	Level 1 input: unadjusted quoted prices in active markets for identical instrument;


ii.	Level 2 input: observable market data for the same or similar instrument but not Level 1, including quoted prices for identical or similar assets or liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and


iii.	Level 3 input: unobservable inputs developed using management's assumptions about the inputs used for pricing the asset or liability.

Investments are periodically reviewed for impairment and an impairment is recorded whenever declines in fair value below carrying value are determined to be other than temporary. In making this determination, we consider, among other factors, the severity and duration of the decline as well as the likelihood of a recovery within a reasonable timeframe.

Our assets and liabilities measured at fair value were as follows:



	December 31, 2019						December 31, 2018
	Level 1	Level 2		Level 3	Total Fair Value		Level 1	Level 2		Level 3	Total Fair Value
Assets:
Pandora investment ^(a)	—	$	—	—	$	—	—	$	523	—	$	523
Liabilities:
Debt ^(b)	—	$	8,378	—	$	8,378	—	$	6,633	—	$	6,633


(a)	During the year ended December 31, 2017, Sirius XM completed a $480 investment in Pandora. Prior to the Pandora Acquisition, we elected the fair value option to account for this investment. This investment was canceled in conjunction with the Pandora Acquisition. Refer to Note 3 for information on this acquisition.

(b)

The fair value for non-publicly traded instruments is based upon estimates from a market maker and brokerage firm. Refer to Note 13 for information related to the carrying value of our debt as of December 31, 2019 and 2018.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Earnings per Share

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Earnings per Share

Basic net income per common share is calculated by dividing the income available to common stockholders by the weighted average common shares outstanding during each reporting period. Diluted net income per common share adjusts the weighted average number of common shares outstanding for the potential dilution that could occur if common stock equivalents (stock options, restricted stock units and convertible debt) were exercised or converted into common stock, calculated using the treasury stock method. We had no participating securities during the years ended December 31, 2019, 2018 and 2017.

Common stock equivalents of 66, 40, and 41 for the years ended December 31, 2019, 2018 and 2017, respectively, were excluded from the calculation of diluted net income per common share as the effect would have been anti-dilutive. We issued 392 shares of our common stock in connection with the Pandora Acquisition.



	For the Years Ended December 31,
	2019		2018		2017⁽¹⁾
Numerator:
Net Income available to common stockholders for basic net income per common share	$	914	$	1,176	$	648
Effect of interest on assumed conversions of convertible debt, net of tax	7		—		—
Net Income available to common stockholders for dilutive net income per common share	$	921	$	1,176	$	648
Denominator:
Weighted average common shares outstanding for basic net income per common share	4,501		4,462		4,638
Weighted average impact of assumed convertible notes	28		—		—
Weighted average impact of dilutive equity instruments	87		99		86
Weighted average shares for diluted net income per common share	4,616		4,561		4,724
Net income per common share:
Basic	$	0.20	$	0.26	$	0.14
Diluted	$	0.20	$	0.26	$	0.14

(1)

Our net income per basic and diluted share includes the impact of $185 in income tax expense, or a decrease of approximately $0.04 per share, due to the reduction in our net deferred tax asset balance as a result of the Tax Act.

Receivables, net

12 Months Ended

Dec. 31, 2019

Receivables [Abstract]

Receivables, net

Receivables, net, includes customer accounts receivable, receivables from distributors and other receivables. We do not have any customer receivables that individually represent more than ten percent of the receivables.

Customer accounts receivable, net, includes receivables from our subscribers, advertising customers and other customers, and is stated at amounts due, net of an allowance for doubtful accounts. Our allowance for doubtful accounts is based upon our assessment of various factors. We consider historical experience, the age of the receivable balances, current economic conditions, industry experience and other factors that may affect the counterparty’s ability to pay. Bad debt expense is included in Customer service and billing expense in our consolidated statements of comprehensive income.

Receivables from distributors primarily include billed and unbilled amounts due from automakers for services included in the sale or lease price of vehicles, as well as billed amounts due from wholesale distributors of our satellite radios. Other receivables primarily include amounts due from manufacturers of our radios, modules and chipsets where we are entitled to subsidies and royalties based on the number of units produced. We have not established an allowance for doubtful accounts for our receivables from distributors or other receivables as we have historically not experienced any significant collection issues with automakers or other third parties.

Receivables, net, consists of the following:



	December 31, 2019			December 31, 2018
Gross customer accounts receivable	$	546		$	105
Allowance for doubtful accounts	(14		)	(7		)
Customer accounts receivable, net	$	532		$	98
Receivables from distributors	113			107
Other receivables	25			28
Total receivables, net	$	670		$	233

Inventory, net

12 Months Ended

Dec. 31, 2019

Inventory Disclosure [Abstract]

Inventory, net

Inventory consists of finished goods, refurbished goods, chipsets and other raw material components used in manufacturing radios and connected vehicle devices. Inventory is stated at the lower of cost or market. We record an estimated allowance for inventory that is considered slow moving or obsolete or whose carrying value is in excess of net realizable value. The provision related to products purchased for resale in our direct to consumer distribution channel and components held for resale by us is reported as a component of Cost of equipment in our consolidated statements of comprehensive income. The provision related to inventory consumed in our OEM channel is reported as a component of Subscriber acquisition costs in our consolidated statements of comprehensive income.

Inventory, net, consists of the following:



	December 31, 2019			December 31, 2018
Raw materials	$	3		$	5
Finished goods	13			23
Allowance for obsolescence	(5		)	(6		)
Total inventory, net	$	11		$	22

Goodwill

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired in business combinations. Our annual impairment assessment of our two reporting units is performed as of the fourth quarter of each year, and an assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. ASC 350, Intangibles - Goodwill and Other, states that an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. ASC 350 also states that a reporting unit with a zero or negative carrying amount is not required to perform a qualitative assessment. Our Sirius XM reporting unit, which has an allocated goodwill balance of $2,290, had a negative carrying amount as of December 31, 2019.

As of December 31, 2019, there were no indicators of impairment, and no impairment losses were recorded for goodwill during the years ended December 31, 2019 and 2018. As of December 31, 2019, the cumulative balance of goodwill impairments recorded was $4,766, which was recognized during the year ended December 31, 2008 and is included in the carrying value of the goodwill allocated to our Sirius XM reporting unit.

As a result of the Pandora Acquisition, we recorded additional goodwill of $1,553 during the year ended December 31, 2019 at our Pandora reporting unit. The goodwill of the acquired company is not deductible for tax purposes. Refer to Note 3 for information on this acquisition.

Refer to the table below for our goodwill activity for the years ended December 31, 2019 and 2018:



	Sirius XM		Pandora		Total
Balance at December 31, 2017	$	2,287	$	—	$	2,287
Acquisition	3		—		3
Balance at December 31, 2018	2,290		—		2,290
Acquisition	—		1,553		1,553
Balance at December 31, 2019	$	2,290	$	1,553	$	3,843

Intangible Assets

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Our intangible assets include the following:



		December 31, 2019							December 31, 2018
	Weighted Average Useful Lives	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Indefinite life intangible assets:
FCC licenses	Indefinite	$	2,084	$	—		$	2,084	$	2,084	$	—		$	2,084
Trademarks	Indefinite	251		—			251		251		—			251
Definite life intangible assets:
OEM relationships	15 years	220		(90		)	130		220		(76		)	144
Licensing agreements	12 years	45		(42		)	3		45		(38		)	7
Software and technology	7 years	35		(25		)	10		35		(20		)	15
Due to Pandora Acquisition:
Indefinite life intangible assets:
Trademarks	Indefinite	$	331	$	—		$	331	$	—	$	—		$	—
Definite life intangible assets:
Customer relationships	8 years	403		(49		)	354		—		—			—
Software and technology	5 years	373		(69		)	304		—		—			—
Total intangible assets		$	3,742	$	(275	)	$	3,467	$	2,635	$	(134	)	$	2,501

Indefinite Life Intangible Assets

We have identified our FCC licenses and XM, Pandora and Automatic trademarks as indefinite life intangible assets after considering the expected use of the assets, the regulatory and economic environment within which they are used and the effects of obsolescence on their use. As part of the Pandora Acquisition, we also identified $331 related to its trademarks, for which the fair value was determined using the relief from royalty method as of the acquisition date.

We hold FCC licenses to operate our satellite digital audio radio service and provide ancillary services. Each of the FCC licenses authorizes us to use radio spectrum, a reusable resource that does not deplete or exhaust over time.

ASC 350-30-35, Intangibles - Goodwill and Other, provides for an option to first perform a qualitative assessment to determine whether it is more likely than not that an asset is impaired. If the qualitative assessment supports that it is more likely than not that the fair value of the asset exceeds its carrying value, a quantitative impairment test is not required. If the qualitative assessment does not support the fair value of the asset, then a quantitative assessment is performed. Our annual impairment assessment of our identifiable indefinite lived intangible assets is performed as of the fourth quarter of each year. An assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of the asset below its carrying value. If the carrying value of the intangible assets exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

We completed qualitative assessments of our FCC licenses and XM, Pandora and Automatic trademarks during the fourth quarter of 2019, 2018 and 2017. As of the date of our annual assessment for 2019, 2018 and 2017, our qualitative impairment assessment of the fair value of our indefinite intangible assets indicated that the fair value of such assets substantially exceeded their carrying value and therefore was not at risk of impairment. No impairment loss was recognized for intangible assets with indefinite lives during the years ended December 31, 2019, 2018 and 2017.

Definite Life Intangible Assets

Definite-lived intangible assets are amortized over their respective estimated useful lives to their estimated residual values, in a pattern that reflects when the economic benefits will be consumed, and are reviewed for impairment under the provisions of ASC 360-10-35, Property, Plant and Equipment/Overall/Subsequent Measurement. We review intangible assets subject to amortization for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the expected cash flows, undiscounted and without interest, is less than the carrying amount of the asset, an impairment loss is recognized in an amount by which the carrying amount of the asset exceeds its fair value. No impairments were recorded for intangible assets with definite lives during the years ended December 31, 2019, 2018 and 2017.

Amortization expense for all definite life intangible assets was $141, $23 and $38 for the years ended December 31, 2019, 2018 and 2017, respectively. We retired definite lived intangible assets of $390 during the year ended December 31, 2018 primarily related to fully amortized subscriber relationships and acquired proprietary software. There were no retirements of definite lived intangible assets during the years ended December 31, 2019 and 2017. As part of the Pandora Acquisition, $776 was allocated to identifiable intangible assets subject to amortization and related to the assessed fair value of customer relationships and software and technology, which was determined by using the multi-period excess earnings method and the relief from royalty method, respectively, as of the acquisition date.

The expected amortization expense for each of the fiscal years 2020 through 2024 and for periods thereafter is as follows:



Years ending December 31,	Amount
2020	$	152
2021	146
2022	144
2023	134
2024	69
Thereafter	156
Total definite life intangible assets, net	$	801

Property and Equipment

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment, including satellites, are stated at cost, less accumulated depreciation. Equipment under capital leases is stated at the present value of minimum lease payments. Depreciation is calculated using the straight-line method over the following estimated useful life of the asset:



Satellite system	15 years
Terrestrial repeater network	5 - 15 years
Broadcast studio equipment	3 - 15 years
Capitalized software and hardware	2 - 7 years
Satellite telemetry, tracking and control facilities	3 - 15 years
Furniture, fixtures, equipment and other	2 - 7 years
Building	20 or 30 years
Leasehold improvements	Lesser of useful life or remaining lease term

We review long-lived assets, such as property and equipment, for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Recoverability of assets to be held and used is measured by

a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds the estimated future cash flows, an impairment charge is recognized in an amount by which the carrying amount exceeds the fair value of the asset. We did not record any impairments during the years ended December 31, 2019, 2018 and 2017.

Property and equipment, net, consists of the following:



	December 31, 2019			December 31, 2018
Satellite system	$	1,587		$	1,587
Terrestrial repeater network	100			98
Leasehold improvements	105			58
Broadcast studio equipment	137			111
Capitalized software and hardware	1,086			824
Satellite telemetry, tracking and control facilities	87			76
Furniture, fixtures, equipment and other	89			97
Land	38			38
Building	63			63
Construction in progress	505			412
Total property and equipment	3,797			3,364
Accumulated depreciation and amortization	(2,171		)	(1,851		)
Property and equipment, net	$	1,626		$	1,513

Construction in progress consists of the following:



	December 31, 2019		December 31, 2018
Satellite system	$	371	$	296
Terrestrial repeater network	7		5
Capitalized software and hardware	107		77
Other	20		34
Construction in progress	$	505	$	412

Depreciation and amortization expense on property and equipment was $327, $278 and $261 and for the years ended December 31, 2019, 2018 and 2017, respectively. We retired property and equipment of $9, $35 and $79 during the years ended December 31, 2019, 2018 and 2017, respectively.

We capitalize a portion of the interest on funds borrowed to finance the construction and launch of our satellites. Capitalized interest is recorded as part of the asset’s cost and depreciated over the satellite’s useful life. Capitalized interest costs were $17, $12 and $5 for the years ended December 31, 2019, 2018 and 2017, respectively, which related to the construction of our SXM-7 and SXM-8 satellites. We also capitalize a portion of share-based compensation related to employee time for capitalized software projects. Capitalized share-based compensation costs were $13 for the year ended December 31, 2019. We did not capitalize any share-based compensation for the years ended December 31, 2018 and 2017.

Satellites

As of December 31, 2019, we owned a fleet of five satellites. The chart below provides certain information on our satellites as of December 31, 2019:



Satellite Description	Year Delivered	Estimated End of Depreciable Life
SIRIUS FM-5	2009	2024
SIRIUS FM-6	2013	2028
XM-3	2005	2020
XM-4	2006	2021
XM-5	2010	2025

Each satellite requires an FCC license and prior to the expiration of each license, we are required to apply for a renewal of the FCC satellite licenses. The renewal and extension of our licenses is reasonably certain at minimal cost, which is expensed as incurred.

The following table outlines the years in which each of our satellite licenses expires:



FCC satellite licenses		Expiration year
SIRIUS FM-5		2025
SIRIUS FM-6		2022
XM-3		2021
XM-4		2022
XM-5		2026

Leases

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Leases

We have operating and finance leases for offices, terrestrial repeaters, data centers and certain equipment. Our leases have remaining lease terms of less than 1 year to 18 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. We elected the practical expedient to account for the lease and non-lease components as a single component. Additionally, we elected the practical expedient to not recognize right-of-use assets or lease liabilities for short-term leases, which are those leases with a term of twelve months or less at the lease commencement date.

The components of lease expense were as follows:



	For the Year Ended December 31,
	2019
Operating lease cost	$	80
Finance lease cost	4
Sublease income	(3		)
Total lease cost	$	81

Supplemental cash flow information related to leases was as follows:



	For the Year Ended December 31,
	2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	70
Financing cash flows from finance leases	$	3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	83

Supplemental balance sheet information related to leases was as follows:



	December 31, 2019
Operating Leases
Operating lease right-of-use assets	$	466

Operating lease current liabilities	46
Operating lease liabilities	456
Total operating lease liabilities	$	502



	December 31, 2019
Finance Leases
Property and equipment, gross	$	15
Accumulated depreciation	(12		)
Property and equipment, net	$	3

Current maturities of debt	$	1
Long-term debt	1
Total finance lease liabilities	$	2



	December 31, 2019
Weighted Average Remaining Lease Term
Operating leases	9 years
Finance leases	2 years



	December 31, 2019
Weighted Average Discount Rate
Operating leases	5.3	%
Finance leases	1.7	%

Maturities of lease liabilities were as follows:



	Operating Leases			Finance Leases
Year ending December 31,
2020	$	69		$	1
2021	74			1
2022	71			—
2023	68			—
2024	59			—
Thereafter	303			—
Total future minimum lease payments	644			2
Less imputed interest	(142		)	—
Total	$	502		$	2

Leases

We have operating and finance leases for offices, terrestrial repeaters, data centers and certain equipment. Our leases have remaining lease terms of less than 1 year to 18 years, some of which may include options to extend the leases for up to 5 years, and some of which may include options to terminate the leases within 1 year. We elected the practical expedient to account for the lease and non-lease components as a single component. Additionally, we elected the practical expedient to not recognize right-of-use assets or lease liabilities for short-term leases, which are those leases with a term of twelve months or less at the lease commencement date.

The components of lease expense were as follows:



	For the Year Ended December 31,
	2019
Operating lease cost	$	80
Finance lease cost	4
Sublease income	(3		)
Total lease cost	$	81

Supplemental cash flow information related to leases was as follows:



	For the Year Ended December 31,
	2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	70
Financing cash flows from finance leases	$	3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	83

Supplemental balance sheet information related to leases was as follows:



	December 31, 2019
Operating Leases
Operating lease right-of-use assets	$	466

Operating lease current liabilities	46
Operating lease liabilities	456
Total operating lease liabilities	$	502



	December 31, 2019
Finance Leases
Property and equipment, gross	$	15
Accumulated depreciation	(12		)
Property and equipment, net	$	3

Current maturities of debt	$	1
Long-term debt	1
Total finance lease liabilities	$	2



	December 31, 2019
Weighted Average Remaining Lease Term
Operating leases	9 years
Finance leases	2 years



	December 31, 2019
Weighted Average Discount Rate
Operating leases	5.3	%
Finance leases	1.7	%

Maturities of lease liabilities were as follows:



	Operating Leases			Finance Leases
Year ending December 31,
2020	$	69		$	1
2021	74			1
2022	71			—
2023	68			—
2024	59			—
Thereafter	303			—
Total future minimum lease payments	644			2
Less imputed interest	(142		)	—
Total	$	502		$	2

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2019
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In the normal course of business, we enter into transactions with related parties such as Liberty Media and Sirius XM Canada. Prior to the Pandora Acquisition, we also had an investment in Pandora that was a related party transaction. Liberty Media As of December 31, 2019, Liberty Media beneficially owned, directly and indirectly, approximately 72% of the outstanding shares of our common stock. Liberty Media has one executive, one senior advisor and one of its directors on our board of directors. Gregory B. Maffei, the President and Chief Executive Officer of Liberty Media, is the Chairman of our board of directors. Sirius XM Canada In 2017, Sirius XM completed a recapitalization of Sirius XM Canada (the “Transaction”), which is now a privately held corporation. Following the Transaction, Sirius XM holds a 70% equity interest and 33% voting interest in Sirius XM Canada. The total consideration from Sirius XM to Sirius XM Canada during the year ended December 31, 2017 was $309, which included $130 in cash and we issued 35 shares of our common stock with an aggregate value of $179 to the holders of the shares of Sirius XM Canada acquired in the Transaction. We own 591 shares of preferred stock of Sirius XM Canada, which has a liquidation preference of one Canadian dollar per share. Sirius XM also made a loan to Sirius XM Canada in the aggregate amount of $131 in connection with the Transaction. The loan is denominated in Canadian dollars and is considered a long-term investment with any unrealized gains or losses reported within Accumulated other comprehensive (loss) income. During the years ended December 31, 2019 and 2018, Sirius XM Canada repaid less than $1 and $3 of the principal amount of the loan, respectively. In connection with the Transaction, Sirius XM also entered into a Services Agreement and an Advisory Services Agreement with Sirius XM Canada. Each agreement has a thirty year term. Pursuant to the Services Agreement, Sirius XM Canada currently pays Sirius XM 25% of its gross revenues on a monthly basis and pursuant to the Advisory Services Agreement, Sirius XM Canada pays Sirius XM 5% of its gross revenues on a monthly basis. Sirius XM Canada is accounted for as an equity method investment, and its results are not consolidated in our consolidated financial statements. Sirius XM Canada does not meet the requirements for consolidation as we do not have the ability to direct the most significant activities that impact Sirius XM Canada's economic performance. Our related party long-term assets balance as of December 31, 2019 and 2018 included the carrying value of our investment balance in Sirius XM Canada of $321 and $311, respectively, and, as of December 31, 2019 and 2018, also included $131 and $126, respectively, for the long-term value of the outstanding loan to Sirius XM Canada. Sirius XM Canada paid gross dividends to us of $2, $2 and $4 during the years ended December 31, 2019, 2018 and 2017, respectively. Dividends are first recorded as a reduction to our investment balance in Sirius XM Canada to the extent a balance exists and then as Other (expense) income for any remaining portion. We recorded revenue from Sirius XM Canada as Other revenue in our consolidated statements of comprehensive income of $98, $97 and $87 for the years ended December 31, 2019, 2018 and 2017, respectively. Pandora The $523 preferred stock investment in Pandora as of December 31, 2018 was canceled in conjunction with the Pandora Acquisition. Refer to Note 3 for information on this acquisition.

Debt

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Debt

Our debt as of December 31, 2019 and 2018 consisted of the following:

Carrying value^(a) at

Issuer / Borrower

Issued

Debt

Maturity Date

Interest Payable

Principal Amount at December 31, 2019

December 31, 2019

December 31, 2018

Pandora
(b) (c)

December 2015

1.75% Convertible Senior Notes

December 1, 2020

semi-annually on June 1 and December 1

$

1

$

1

$

—

Sirius XM
(d)

July 2017

3.875% Senior Notes

August 1, 2022

semi-annually on February 1 and August 1

1,000

995

994

Sirius XM
(d)

May 2013

4.625% Senior Notes

May 15, 2023

semi-annually on May 15 and November 15

500

498

497

Pandora
(b) (e)

June 2018

1.75% Convertible Senior Notes

December 1, 2023

semi-annually on June 1 and December 1

193

163

—

Sirius XM
(d) (h)

May 2014

6.00% Senior Notes

July 15, 2024

semi-annually on January 15 and July 15

—

1,490

Sirius XM
(d) (i)

July 2019

4.625% Senior Notes

July 15, 2024

semi-annually on January 15 and July 15

1,500

1,485

—

Sirius XM
(d)

March 2015

5.375% Senior Notes

April 15, 2025

semi-annually on April 15 and October 15

1,000

993

992

Sirius XM
(d)

May 2016

5.375% Senior Notes

July 15, 2026

semi-annually on January 15 and July 15

1,000

992

991

Sirius XM
(d)

July 2017

5.00% Senior Notes

August 1, 2027

semi-annually on February 1 and August 1

1,500

1,488

1,487

Sirius XM
(d) (g)

June 2019

5.500% Senior Notes

July 1, 2029

semi-annually on January 1 and July 1

1,250

1,236

—

Sirius XM
(f)

December 2012

Senior Secured Revolving Credit Facility (the "Credit Facility")

June 29, 2023

variable fee paid quarterly

—

439

Sirius XM

Various

Finance leases

Various

n/a

2

5

Total Debt

7,853

6,895

Less: total current maturities

2

3

Less: total deferred financing costs

9

7

Total long-term debt

$

7,842

$

6,885


(a)	The carrying value of the obligations is net of any remaining unamortized original issue discount.


(b)	Holdings has unconditionally guaranteed all of the payment obligations of Pandora under these notes.

(c)

We acquired $152 in principal amount of the 1.75% Convertible Senior Notes due 2020 as part of the Pandora Acquisition. On February 14, 2019, Pandora announced a tender offer to repurchase for cash any and all of its outstanding 1.75% Convertible Senior Notes due 2020 at a price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest thereon to, but not including, the repurchase date. On March 18, 2019, we purchased $151 in aggregate principal amount of the 1.75% Convertible Senior Notes due 2020 that had been validly tendered and not validly withdrawn in the repurchase offer. We recorded a $1 Loss on extinguishment of debt in connection with this transaction. In addition, we unwound a capped call security acquired as part of the Pandora Acquisition in March 2019 for $3.


(d)	All material domestic subsidiaries, including Pandora and its subsidiaries, that guarantee the Credit Facility have guaranteed these notes.

(e)

We acquired $193 in principal amount of the 1.75% Convertible Senior Notes due 2023 as part of the Pandora Acquisition. We allocate the principal amount of the 1.75% Convertible Senior Notes due 2023 between the liability and equity components. The value assigned to the debt components of the 1.75% Convertible Senior Notes due 2023 is the estimated fair value as of the issuance date of similar debt without the conversion feature. The difference between the fair value of the debt and this estimated fair value represents the value which has been assigned to the equity component. The equity component is recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Notes over the carrying amount of the liability component is recorded as a debt discount and is being amortized to interest expense using the effective interest method through the December 1, 2023 maturity date. The 1.75% Convertible Senior Notes due 2023 were not convertible into common stock and not redeemable as of December 31, 2019. As a result, we have classified the debt as Long-term within our consolidated balance sheets.

(f)

The $1,750 Credit Facility expires in June 2023. Sirius XM's obligations under the Credit Facility are guaranteed by certain of its material domestic subsidiaries, including Pandora and its subsidiaries, and are secured by a lien on substantially all of Sirius XM's assets and the assets of its material domestic subsidiaries. Interest on borrowings is payable on a monthly basis and accrues at a rate based on LIBOR plus an applicable rate. Sirius XM is also required to pay a variable fee on the average daily unused portion of the Credit Facility which is payable on a quarterly basis. The variable rate for the unused portion of the Credit Facility was 0.25% per annum as of December 31, 2019. All of Sirius XM's outstanding borrowings under the Credit Facility are classified as Long-term debt within our consolidated balance sheets due to the long-term maturity of this debt. Additionally, the amount available for future borrowing under the Credit Facility is reduced by letters of credit issued for the benefit of Pandora, which were $1 as of December 31, 2019.


(g)	On June 7, 2019, Sirius XM issued $1,250 aggregate principal amount of the 5.500% Senior Notes due 2029 with a net original issuance discount and deferred financing costs in the aggregate of $16.


(h)	On July 18, 2019, Sirius XM redeemed $1,500 in outstanding principal amount of the 6.00% Senior Notes due 2024 for an aggregate purchase price, including premium and interest, of $1,546. We recognized $56 to Loss on extinguishment of debt, consisting primarily of unamortized discount, deferred financing fees and redemption premium, as a result of this redemption.


(i)	On July 2, 2019, Sirius XM issued $1,500 aggregate principal amount of the 4.625% Senior Notes due 2024 with a net original issuance discount and deferred financing costs in the aggregate of $19.

Covenants and Restrictions

Under the Credit Facility, Sirius XM, our wholly owned subsidiary, must comply with a debt maintenance covenant that it cannot exceed a total leverage ratio, calculated as consolidated total debt to consolidated operating cash flow, of 5.0 to 1.0. The Credit Facility generally requires compliance with certain covenants that restrict Sirius XM's ability to, among other things, (i) incur additional indebtedness, (ii) incur liens, (iii) pay dividends or make certain other restricted payments, investments or acquisitions, (iv) enter into certain transactions with affiliates, (v) merge or consolidate with another person, (vi) sell, assign, lease or otherwise dispose of all or substantially all of Sirius XM's assets, and (vii) make voluntary prepayments of certain debt, in each case subject to exceptions.

The indentures governing Sirius XM's notes restrict Sirius XM's non-guarantor subsidiaries' ability to create, assume, incur or guarantee additional indebtedness without such non-guarantor subsidiary guaranteeing each such series of notes on a pari passu basis. The indentures governing the notes also contain covenants that, among other things, limit Sirius XM's ability and the ability of its subsidiaries to create certain liens; enter into sale/leaseback transactions; and merge or consolidate.

Under Sirius XM's debt agreements, the following generally constitute an event of default: (i) a default in the payment of interest; (ii) a default in the payment of principal; (iii) failure to comply with covenants; (iv) failure to pay other indebtedness after final maturity or acceleration of other indebtedness exceeding a specified amount; (v) certain events of bankruptcy; (vi) a judgment for payment of money exceeding a specified aggregate amount; and (vii) voidance of subsidiary guarantees, subject to grace periods where applicable. If an event of default occurs and is continuing, our debt could become immediately due and payable.

The indentures governing the Pandora Convertible Notes contain covenants that limit Pandora’s ability to merge or consolidate and provide for customary events of default, which include nonpayment of principal or interest, breach of covenants, payment defaults or acceleration of other indebtedness and certain events of bankruptcy.

At December 31, 2019 and 2018, we were in compliance with our debt covenants.

Pandora Convertible Notes

Pandora's 1.75% Convertible Senior Notes due 2020 (the “Pandora 2020 Notes”) and Pandora's 1.75% Convertible Senior Notes due 2023 (the “Pandora 2023 Notes” and, together with the Pandora 2020 Notes, the “Pandora Convertible Notes”) are unsecured, senior obligations of Pandora. Holdings has guaranteed the payment and performance obligations of Pandora under the Pandora Convertible Notes and the indentures governing the Pandora Convertible Notes.

The Pandora 2020 Notes will mature on December 1, 2020, unless earlier repurchased or redeemed by Pandora or converted in accordance with their terms. Upon consummation of the Pandora Acquisition, the conversion rate applicable to the Pandora 2020 Notes was 87.7032 shares of Holdings’ common stock per $1,000 principal amount of the Pandora 2020 Notes. Pandora has irrevocably elected and determined to settle all conversion obligations from and after February 1, 2019 with respect to the Pandora 2020 Notes solely in cash. During the years ended December 31, 2019, Pandora purchased $151 in aggregate principal amount of the Pandora 2020 Notes. See footnote (c) to the table above.

The Pandora 2023 Notes will mature on December 1, 2023, unless earlier repurchased or redeemed by Pandora or converted in accordance with their terms. Upon consummation of the Pandora Acquisition, the conversion rate applicable to the Pandora 2023 Notes was 150.4466 shares of Holdings' common stock per $1,000 principal amount of the Pandora 2023 Notes.

Stockholders' Equity

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

Common Stock, par value $0.001 per share

We are authorized to issue up to 9,000 shares of common stock. There were 4,412 and 4,346 shares of common stock issued and 4,412 and 4,346 shares outstanding on December 31, 2019 and December 31, 2018, respectively. As part of the Pandora Acquisition, we issued 392 shares of our common stock.

As of December 31, 2019, there were 283 shares of common stock reserved for issuance in connection with outstanding stock based awards to be granted to members of our board of directors, employees and third parties.

Quarterly Dividends

During the year ended December 31, 2019, we declared and paid the following dividends:



Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
January 29, 2019	$	0.0121	February 11, 2019	$	57	February 28, 2019
April 23, 2019	$	0.0121	May 10, 2019	$	56	May 31, 2019
July 16, 2019	$	0.0121	August 9, 2019	$	54	August 30, 2019
October 10, 2019	$	0.01331	November 8, 2019	$	59	November 29, 2019

Stock Repurchase Program

As of December 31, 2019, our board of directors had approved for repurchase an aggregate of $14,000 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, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Exchange Act, in privately negotiated transactions, including transactions with Liberty Media and its affiliates, or otherwise. As of December 31, 2019, our cumulative repurchases since December 2012 under our stock repurchase program totaled 3,047 shares for $12,834, and $1,166 remained available for future share repurchases under our stock repurchase program.

The following table summarizes our total share repurchase activity for the years ended:



	December 31, 2019			December 31, 2018			December 31, 2017
Share Repurchase Type	Shares	Amount		Shares	Amount		Shares	Amount
Open Market Repurchases	364	$	2,159	209	$	1,297	271	$	1,403

Preferred Stock, par value $0.001 per share

We are authorized to issue up to 50 shares of undesignated preferred stock with a liquidation preference of $0.001 per share. There were no shares of preferred stock issued or outstanding as of December 31, 2019 and 2018.

Benefit Plans

12 Months Ended

Dec. 31, 2019

Retirement Benefits [Abstract]

Benefit Plans

We recognized share-based payment expense of $250, $133 and $124 for the years ended December 31, 2019, 2018 and 2017, respectively. This amount includes $21 of share-based compensation expense recorded in Acquisition and other related costs in our consolidated statements of comprehensive income during the year ended December 31, 2019.

We account for equity instruments granted in accordance with ASC 718, Compensation - Stock Compensation. ASC 718 requires all share-based compensation payments to be recognized in the financial statements based on fair value. We use the Black-Scholes-Merton option-pricing model to value stock option awards and have elected to treat awards with graded vesting as a single award. Share-based compensation expense is recognized ratably over the requisite service period, which is generally the vesting period. We measure restricted stock awards and units using the fair market value of the restricted shares of common stock on the day the award is granted. Stock-based awards granted to employees, non-employees and members of our board of directors include stock options and restricted stock units.

Fair value as determined using the Black-Scholes-Merton model varies based on assumptions used for the expected life, expected stock price volatility, expected dividend yield and risk-free interest rates. For the years ended December 31, 2019, 2018 and 2017, we estimated the fair value of awards granted using the hybrid approach for volatility, which weights observable historical volatility and implied volatility of qualifying actively traded options on our common stock. The expected life assumption represents the weighted-average period stock-based awards are expected to remain outstanding. These expected life assumptions are established through a review of historical exercise behavior of stock-based award grants with similar vesting periods. Where historical patterns do not exist for non-employees, contractual terms are used. Dividend yield is based on the current expected annual dividend per share and our stock price. The risk-free interest rate represents the daily treasury yield curve rate at the grant date based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term. Our assumptions may change in future periods.

2015 Long-Term Stock Incentive Plan

In May 2015, our stockholders approved the Sirius XM Holdings Inc. 2015 Long-Term Stock Incentive Plan (the “2015 Plan”). Employees, consultants and members of our board of directors are eligible to receive awards under the 2015 Plan. The 2015 Plan provides for the grant of stock options, restricted stock awards, restricted stock units and other stock-based awards that the compensation committee of our board of directors deems appropriate. Stock-based awards granted under the 2015 Plan are generally subject to a graded vesting requirement, which is generally three to four years from the grant date. Stock options generally expire ten years from the date of grant. Restricted stock units include performance-based restricted stock units (“PRSUs”), the vesting of which are subject to the achievement of performance goals and the employee's continued employment and generally cliff vest on the third anniversary of the grant date. Each restricted stock unit entitles the holder to

receive one share of common stock upon vesting. As of December 31, 2019, 165 shares of common stock were available for future grants under the 2015 Plan.

In connection with the Pandora Acquisition, we assumed all shares available for issuance (including any shares that later become available for issuance in accordance with the terms of the applicable plans) under each of the 2014 Stock Incentive Plan of AdsWizz Inc., the Pandora Media, Inc. 2011 Equity Incentive Plan, the Pandora Media, Inc. 2004 Stock Plan and the TheSavageBeast.com, Inc. 2000 Stock Incentive Plan, which were previously approved by stockholders of Pandora or the applicable adopting entity. All shares available under these stock plans became additional shares available for grant pursuant to the terms of the 2015 Plan (as adjusted, to the extent appropriate, to reflect the application of the exchange ratio). Subject to certain limitations set forth in the 2015 Plan, such shares may be used for awards under the 2015 Plan.

Other Plans

We maintain six additional share-based benefit plans — the Sirius XM Radio Inc. 2009 Long-Term Stock Incentive Plan, the Amended and Restated Sirius Satellite Radio 2003 Long-Term Stock Incentive Plan, the 2014 Stock Incentive Plan of AdsWizz Inc., the Pandora Media, Inc. 2011 Equity Incentive Plan, the Pandora Media, Inc. 2004 Stock Plan and the TheSavageBeast.com, Inc. 2000 Stock Incentive Plan. Excluding dividend equivalent units granted as a result of a declared dividend, no further awards may be made under these plans.

The following table summarizes the weighted-average assumptions used to compute the fair value of options granted to employees and members of our board of directors:



	For the Years Ended December 31,
	2019	2018	2017
Risk-free interest rate	2.4%	2.7%	1.8%
Expected life of options — years	3.41	4.38	4.59
Expected stock price volatility	26%	23%	24%
Expected dividend yield	0.8%	0.7%	0.7%

The following table summarizes stock option activity under our share-based plans for the years ended December 31, 2019, 2018 and 2017:



	Options		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Outstanding at the beginning of January 1, 2017	333		$	3.50
Granted	26		$	5.49
Exercised	(73	)	$	3.21
Forfeited, cancelled or expired	(6	)	$	4.07
Outstanding as of December 31, 2017	280		$	3.76
Granted	32		$	6.59
Exercised	(65	)	$	3.35
Forfeited, cancelled or expired	(4	)	$	4.76
Outstanding as of December 31, 2018	243		$	4.22
Options granted in connection with Pandora Acquisition	7		$	3.85
Granted	15		$	6.10
Exercised	(53	)	$	3.65
Forfeited, cancelled or expired	(4	)	$	5.58
Outstanding as of December 31, 2019	208		$	4.46	5.58	$	560
Exercisable as of December 31, 2019	148		$	3.96	4.77	$	472

The weighted average grant date fair value per share of stock options granted during the years ended December 31, 2019, 2018 and 2017 was $1.26, $1.45 and $1.17, respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2019, 2018 and 2017 was $146, $215 and $167, respectively. During the years ended December 31, 2019, 2018 and 2017, the number of net settled shares which were issued as a result of stock option exercises was 15, 19 and 17.

In connection with the Pandora Acquisition, each option granted by Pandora under its stock incentive plans to purchase shares of Pandora common stock, whether vested or unvested, was assumed and converted into an option to purchase shares of our common stock, with appropriate adjustments (based on the 1.44 exchange ratio) to the exercise price and number of shares of our common stock subject to such option, and has the same vesting schedule and exercise conditions as in effect as of immediately prior to the closing of the Pandora Acquisition; provided, that any Pandora stock option that had an exercise price per share that was equal to or greater than the value, at the closing of the Pandora Acquisition, of our common stock issued as merger consideration in exchange for each share of Pandora common stock, was canceled without payment. We recorded $8 to Goodwill related to pre-acquisition replacement equity awards attributable to pre-combination service.

We recognized share-based payment expense associated with stock options of $60, $67 and $78 for the years ended December 31, 2019, 2018 and 2017, respectively.

The following table summarizes the restricted stock unit, including PRSU, activity under our share-based plans for the years ended December 31, 2019, 2018 and 2017:



	Shares		Grant Date Fair Value Per Share
Nonvested at the beginning of January 1, 2017	30		$	4.03
Granted	12		$	5.35
Vested	(9	)	$	3.92
Forfeited	(2	)	$	4.42
Nonvested as of December 31, 2017	31		$	4.54
Granted	18		$	6.40
Vested	(13	)	$	4.43
Forfeited	(1	)	$	4.99
Nonvested as of December 31, 2018	35		$	5.50
Units granted in connection with Pandora Acquisition	48		$	5.83
Granted	38		$	6.01
Vested	(38	)	$	5.53
Forfeited	(8	)	$	5.85
Nonvested as of December 31, 2019	75		$	5.95

The total intrinsic value of restricted stock units, including PRSUs, vesting during the years ended December 31, 2019, 2018 and 2017 was $235, $85 and $48, respectively. During the years ended December 31, 2019, 2018 and 2017, the number of net settled shares which were issued as a result of restricted stock units vesting totaled 23, 7 and 5. During the years ended December 31, 2019, 2018 and 2017, we granted 6, 5 and 1 PRSUs to certain employees, respectively. We believe it is probable that the performance target applicable to these PRSUs will be achieved.

In connection with the Pandora Acquisition, each unvested restricted stock unit granted by Pandora under its stock incentive plans was assumed and converted into an unvested restricted stock unit of Holdings, with appropriate adjustments (based on the 1.44 exchange ratio) to the number of shares of our common stock to be received, and has the same vesting schedule and settlement date as in effect as of immediately prior to the closing of the Pandora Acquisition. We recorded $62 to Goodwill related to pre-acquisition replacement equity awards attributable to pre-combination service.

In connection with the cash dividends paid during the years ended December 31, 2019, 2018 and 2017, we granted less than 1 restricted stock units, including PRSUs, in accordance with the terms of existing award agreements. These grants did not

result in any additional incremental share-based payment expense being recognized during the years ended December 31, 2019, 2018 and 2017.

We recognized share-based payment expense associated with restricted stock units, including PRSUs, of $190, $66 and $46 for the years ended December 31, 2019, 2018 and 2017, respectively.

Total unrecognized compensation costs related to unvested share-based payment awards for stock options and restricted stock units, including PRSUs, granted to employees, members of our board of directors and third parties at December 31, 2019 and 2018 was $415 and $254, respectively. The total unrecognized compensation costs at December 31, 2019 are expected to be recognized over a weighted-average period of 2.4 years.

401(k) Savings Plans

Sirius XM Radio Inc. 401(k) Savings Plan

Sirius XM sponsors the Sirius XM Radio Inc. 401(k) Savings Plan (the “Sirius XM Plan”) for eligible employees. The Sirius XM Plan allows eligible employees to voluntarily contribute from 1% to 50% of their pre-tax eligible earnings, subject to certain defined limits. We match 50% of an employee’s voluntary contributions per pay period on the first 6% of an employee’s pre-tax salary up to a maximum of 3% of eligible compensation. We may also make additional discretionary matching, true-up matching and non-elective contributions to the Sirius XM Plan. Employer matching contributions under the Sirius XM Plan vest at a rate of 33.33% for each year of employment and are fully vested after three years of employment for all current and future contributions. Our cash employer matching contributions are not used to purchase shares of our common stock on the open market, unless the employee elects our common stock as their investment option for this contribution. We recognized expenses of $9, $9 and $8 for the years ended December 31, 2019, 2018 and 2017, respectively, in connection with the Sirius XM Plan.

Pandora Media, LLC 401(k) Profit Sharing Plan and Trust

Pandora sponsors the Pandora Media, LLC 401(k) Profit Sharing Plan and Trust (the “Pandora Plan”) for eligible employees. The Pandora Plan allows eligible employees to voluntarily contribute from 1% to 75% of their pre-tax eligible earnings, subject to certain defined limits. As of December 31, 2019, there was no employer matching of employee contributions under the Pandora Plan.

Sirius XM Holdings Inc. Deferred Compensation Plan

The Sirius XM Holdings Inc. Deferred Compensation Plan (the “DCP”) allows members of our board of directors and certain eligible employees to defer all or a portion of their base salary, cash incentive compensation and/or board of directors’ cash compensation, as applicable. Pursuant to the terms of the DCP, we may elect to make additional contributions beyond amounts deferred by participants, but we are under no obligation to do so. We have established a grantor (or “rabbi”) trust to facilitate the payment of our obligations under the DCP.

Contributions to the DCP, net of withdrawals, for the years ended December 31, 2019, 2018 and 2017 were $7, $8 and $8, respectively. As of December 31, 2019 and 2018, the fair value of the investments held in the trust were $34 and $22, respectively, which is included in Other long-term assets in our consolidated balance sheets and classified as trading securities. Trading gains and losses associated with these investments are recorded in Other (expense) income within our consolidated statements of comprehensive income. The associated liability is recorded within Other long-term liabilities in our consolidated balance sheets, and any increase or decrease in the liability is recorded in General and administration expense within our consolidated statements of comprehensive income. For the years ended December 31, 2019 and 2018, we recorded unrealized gains (losses) on investments held in the trust of $3 and $(1), respectively.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

The following table summarizes our expected contractual cash commitments as of December 31, 2019:



	2020		2021		2022		2023		2024		Thereafter		Total
Debt obligations	$	2	$	1	$	1,000	$	693	$	1,500	$	4,750	$	7,946
Cash interest payments	396		390		390		339		321		703		2,539
Satellite and transmission	87		4		2		1		1		1		96
Programming and content	333		228		144		84		42		97		928
Sales and marketing	56		28		21		9		3		8		125
Satellite incentive payments	8		9		9		9		9		46		90
Operating lease obligations	72		72		64		56		42		173		479
Advertising sales commitments	20		15		—		—		—		—		35
Royalties, minimum guarantees and other	512		233		162		17		7		—		931
Total ⁽¹⁾	$	1,486	$	980	$	1,792	$	1,208	$	1,925	$	5,778	$	13,169


(1)	The table does not include our reserve for uncertain tax positions, which at December 31, 2019 totaled $12.

Debt obligations. Debt obligations include principal payments on outstanding debt and finance lease obligations.

Cash interest payments. Cash interest payments include interest due on outstanding debt and capital lease payments through maturity.

Satellite and transmission. We have entered into agreements with several third parties to design, build, launch and insure two satellites, SXM-7 and SXM-8. We also have entered into agreements with third parties to operate and maintain satellite telemetry, tracking and control facilities and certain components of our terrestrial repeater networks.

Programming and content. We have entered into various programming and content agreements. Under the terms of these agreements, our obligations include fixed payments, advertising commitments and revenue sharing arrangements. In certain of these agreements, the future revenue sharing costs are dependent upon many factors and are difficult to estimate; therefore, they are not included in our minimum contractual cash commitments.

Sales and marketing. We have entered into various marketing, sponsorship and distribution agreements to promote our brands and are obligated to make payments to sponsors, retailers, automakers, radio manufacturers and other third parties under these agreements. Certain programming and content agreements also require us to purchase advertising on properties owned or controlled by the licensors.

Satellite incentive payments. Boeing Satellite Systems International, Inc., the manufacturer of certain of our in-orbit satellites, may be entitled to future in-orbit performance payments upon XM-3 and XM-4 meeting their fifteen-year design life, which we expect to occur. Boeing may also be entitled to up to $10 of additional incentive payments if our XM-4 satellite continues to operate above baseline specifications during the five years beyond the satellite’s fifteen-year design life.

Maxar Technologies (formerly Space Systems/Loral), the manufacturer of certain of our in-orbit satellites, may be entitled to future in-orbit performance payments upon XM-5, SIRIUS FM-5 and SIRIUS FM-6 meeting their fifteen-year design life, which we expect to occur.

Operating lease obligations. We have entered into both cancelable and non-cancelable operating leases for office space, terrestrial repeaters, data centers and equipment. These leases provide for minimum lease payments, additional operating expense charges, leasehold improvements and rent escalations that have initial terms ranging from one to fifteen years, and certain leases have options to renew. Total rent recognized in connection with leases for the years ended December 31, 2019, 2018 and 2017 was $75, $43 and $43, respectively.

Advertising Sales Commitments. We have entered into agreements with third parties that contain minimum advertising sales guarantees and require that we make guaranteed payments. As of December 31, 2019, we had future minimum guarantee commitments of $35, of which $20 will be paid in 2020 and the remainder will be paid thereafter. On a quarterly basis, we record the greater of the cumulative actual expense incurred or the cumulative minimum guarantee based on our forecast for the minimum guarantee period. The minimum guarantee period is the period of time that the minimum guarantee relates to, as specified in the agreement, which may be annual or a longer period.

Royalties, Minimum Guarantees and Other. We have entered into music royalty arrangements that include fixed payments. Certain of our content agreements also contain minimum guarantees and require that we make upfront minimum guaranteed payments. During the year ended December 31, 2019, we prepaid $25 in content costs related to minimum guarantees. As of December 31, 2019, we had future fixed minimum guarantee commitments of $265, of which $249 will be paid in 2020 and the remainder will be paid thereafter. On a quarterly basis, we record the greater of the cumulative actual content costs incurred or the cumulative minimum guarantee based on forecasted usage for the minimum guarantee period. The minimum guarantee period is the period of time that the minimum guarantee relates to, as specified in each agreement, which may be annual or a longer period. The cumulative minimum guarantee, based on forecasted usage, considers factors such as listening hours, revenue, subscribers and other terms of each agreement that impact our expected attainment or recoupment of the minimum guarantees based on the relative attribution method.

Several of our content agreements also include provisions related to the royalty payments and structures of those agreements relative to other content licensing arrangements, which, if triggered, could cause our payments under those agreements to escalate. In addition, record labels, publishers and performing rights organizations (“PROs”) with whom we have entered into direct license agreements have the right to audit our content payments, and any such audit could result in disputes over whether we have paid the proper content costs.

We have also entered into various agreements with third parties for general operating purposes.

In addition to the minimum contractual cash commitments described above, we have entered into other variable cost arrangements. These future costs are dependent upon many factors and are difficult to anticipate; however, these costs may be substantial. We may enter into additional programming, distribution, marketing and other agreements that contain similar variable cost provisions. We also have a surety bond of approximately $45 primarily used as security against non-performance in the normal course of business. We do not have any other significant off-balance sheet financing arrangements that are reasonably likely to have a material effect on our financial condition, results of operations, liquidity, capital expenditures or capital resources.

Legal Proceedings

In the ordinary course of business, we are a defendant or party to various claims and lawsuits, including those discussed below.

We record a liability when we believe that it is both probable that a liability will be incurred, and the amount of loss can be reasonably estimated. We evaluate developments in legal matters that could affect the amount of liability that has been previously accrued and make adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount of a loss or potential loss. We may be unable to reasonably estimate the reasonably possible loss or range of loss for a particular legal contingency for various reasons, including, among others, because: (i) the damages sought are indeterminate; (ii) the proceedings are in the relative early stages; (iii) there is uncertainty as to the outcome of pending proceedings (including motions and appeals); (iv) there is uncertainty as to the likelihood of settlement and the outcome of any negotiations with respect thereto; (v) there remain significant factual issues to be determined or resolved; (vi) the relevant law is unsettled; or (vii) the proceedings involve novel or untested legal theories. In such instances, there may be considerable uncertainty regarding the ultimate resolution of such matters, including the likelihood or magnitude of a possible eventual loss, if any.

Telephone Consumer Protection Act Suits. On March 13, 2017, Thomas Buchanan, individually and on behalf of all others similarly situated, filed a class action complaint against Sirius XM in the United States District Court for the Northern District of Texas, Dallas Division. The plaintiff alleges that Sirius XM violated the Telephone Consumer Protection Act of 1991 (the “TCPA”) by, among other things, making telephone solicitations to persons on the National Do-Not-Call registry, a

database established to allow consumers to exclude themselves from telemarketing calls unless they consent to receive the calls in a signed, written agreement, and making calls to consumers in violation of our internal Do-Not-Call registry. The plaintiff is seeking various forms of relief, including statutory damages of five hundred dollars for each violation of the TCPA or, in the alternative, treble damages of up to fifteen hundred dollars for each knowing and willful violation of the TCPA and a permanent injunction prohibiting us from making, or having made, any calls to land lines that are listed on the National Do-Not-Call registry or our internal Do-Not-Call registry.

Following a mediation, in April 2019, Sirius XM entered into an agreement to settle this purported class action suit. The settlement resolves the claims of consumers for the period October 2013 through January 2019. As part of the settlement, Sirius XM paid $25 into a non-reversionary settlement fund from which cash to class members, notice, administrative costs, and attorney's fees and costs will be paid. The settlement also contemplates that Sirius XM will provide three months of service to its All Access subscription package for those members of the class that elect to receive it, in lieu of cash, at no cost to those class members and who are not active subscribers at the time of the distribution. The availability of this three-month service option will not diminish the $25 common fund. As part of the settlement, Sirius XM will also implement certain changes relating to its “Do-Not-Call” practices and telemarketing programs. On January 28, 2020, the Court issued an order and final judgment approving the settlement.

Pre-1972 Sound Recording Litigation. On October 2, 2014, Flo & Eddie Inc. filed a class action suit against Pandora in the federal district court for the Central District of California. The complaint alleges a violation of California Civil Code Section 980, unfair competition, misappropriation and conversion in connection with the public performance of sound recordings recorded prior to February 15, 1972 (which we refer to as, “pre-1972 recordings”). On December 19, 2014, Pandora filed a motion to strike the complaint pursuant to California’s Anti-Strategic Lawsuit Against Public Participation (“Anti-SLAPP”) statute, which following denial of Pandora’s motion was appealed to the Ninth Circuit Court of Appeals. In March 2017, the Ninth Circuit requested certification to the California Supreme Court on the substantive legal questions. The California Supreme Court accepted certification. In May 2019, the California Supreme Court issued an order dismissing consideration of the certified questions on the basis that, following the enactment of the Orrin G. Hatch-Bob Goodlatte Music Modernization Act, Pub. L. No. 115-264, 132 Stat. 3676 (2018) (the “MMA”), resolution of the questions posed by the Ninth Circuit Court of Appeals was no longer “necessary to . . . settle an important question of law.”

The MMA grants a potential federal preemption defense to the claims asserted in the aforementioned lawsuits. In July 2019, Pandora took steps to avail itself of this preemption defense, including making the required payments under the MMA for certain of its uses of pre-1972 recordings. Based on the federal preemption contained in the MMA (along with other considerations), Pandora asked the Ninth Circuit to order the dismissal of the Flo & Eddie, Inc. v. Pandora Media, Inc. case. On October 17, 2019, the Ninth Circuit Court of Appeals issued a memorandum disposition concluding that the question of whether the MMA preempts Flo and Eddie's claims challenging Pandora's performance of pre-1972 recordings “depends on various unanswered factual questions” and remanded the case to the District Court for further proceedings.

After Flo & Eddie filed its action in 2014 against Pandora, several other plaintiffs commenced separate actions, both on an individual and class action basis, alleging a variety of violations of common law and state copyright and other statutes arising from allegations that Pandora owed royalties for the public performance of pre-1972 recordings. Many of these separate actions have been dismissed or are in the process of being dismissed. None of the remaining pending actions is likely to have a material adverse effect on our business, financial condition or results of operations.

We believe we have substantial defenses to the claims asserted in these actions, and we intend to defend these actions vigorously.

Copyright Royalty Board Proceeding to Determine the Rate for Statutory Webcasting. Pursuant to Sections 112 and 114 of the Copyright Act, the CRB initiated a proceeding in January 2019 to set the rates and terms by which webcasters may perform sound recordings via digital transmission over the internet and make ephemeral reproductions of those recordings during the 2021-2025 rate period under the authority of statutory licenses provided under Sections 112 and 114 of the Copyright Act. We filed a petition to participate in the proceeding on behalf of our Sirius XM and Pandora businesses, as did other webcasters including Google Inc. and the National Association of Broadcasters. SoundExchange, a collective organization that collects and distributes digital performance royalties to artists and copyright holders, represents the various copyright owner participants in the proceeding, including Sony Music Entertainment, Universal Music Group, and Warner Music Group. Because the proceeding focuses on setting statutory rates for non-interactive online music streaming (commonly

identified as “webcasting”), the proceeding will set the rates that our Pandora business pays for music streaming on its free, ad-supported tier, and that our Sirius XM business pays for streaming on its subscription internet radio service. This proceeding will not set the rates that we pay for our other music offerings (satellite radio, business establishment services) or that we pay for interactive streaming on our Pandora Plus and Pandora Premium services.

In September 2019, the participants filed written direct statements, including proposed rates and terms for the 2021-2025 period. We and other webcaster participants proposed rates below the existing statutory rates, which for commercial webcasters are currently set at $0.0018 per performance for non-subscription transmissions (such as offered by our Pandora ad-supported business) and $0.0024 per performance for subscription transmissions (such as offered by our Sirius XM internet radio service). SoundExchange has proposed increasing the commercial webcasting rates to $0.0028 per performance for non-subscription transmissions and $0.0031 per performance for subscription transmissions.

In January 2020, the participants filed written rebuttal statements, responding to each other’s proposals. Discovery in the matter is ongoing, and a multi-week hearing has been set to begin before the CRB in March 2020. The CRB’s initial determination of the rates and terms for the 2021-2025 period is required to be delivered in December 2020.

Other Matters. In the ordinary course of business, we are a defendant in various other lawsuits and arbitration proceedings, including derivative actions; actions filed by subscribers, both on behalf of themselves and on a class action basis; former employees; parties to contracts or leases; and owners of patents, trademarks, copyrights or other intellectual property. None of these other matters, in our opinion, is likely to have a material adverse effect on our business, financial condition or results of operations.

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

There is no current U.S. federal income tax provision, as all federal taxable income was offset by utilizing U.S. federal net operating loss carryforwards. The current state income tax provision is primarily related to taxable income in certain states that have suspended or limited the ability to use net operating loss carryforwards or where net operating losses have been fully utilized. Income tax expense is the sum of current income tax plus the change in deferred tax assets and liabilities.

We file a consolidated federal income tax return for all of our wholly owned subsidiaries, including Sirius XM and Pandora. Income tax expense consisted of the following:



	For the Years Ended December 31,
	2019			2018			2017
Current taxes:
Federal	$	—		$	—		$	—
State	(24		)	12			(32		)
Total current taxes	(24		)	12			(32		)
Deferred taxes:
Federal	(229		)	(259		)	(564		)
State	(30		)	2			(20		)
Total deferred taxes	(259		)	(257		)	(584		)
Total income tax expense	$	(283	)	$	(245	)	$	(616	)

The following table presents a reconciliation of the U.S. federal statutory tax rate and our effective tax rate:



	For the Years Ended December 31,
	2019		2018		2017
Federal tax expense, at statutory rate	21.0	%	21.0	%	35.0	%
State income tax expense, net of federal benefit	3.9	%	3.6	%	2.8	%
Change in valuation allowance	0.3	%	1.0	%	(0.1	)%
Tax credits	(2.7	)%	(6.8	)%	(1.7	)%
Share-based compensation	(2.4	)%	(3.1	)%	(2.9	)%
Impact of nondeductible officers' compensation	1.6	%	0.7	%	0.3	%
Federal tax reform - deferred rate change	—	%	—	%	14.6	%
Other, net	1.9	%	0.8	%	0.7	%
Effective tax rate	23.6	%	17.2	%	48.7	%

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Act. The Tax Act made broad and complex changes to the U.S. tax code, including, accelerated depreciation that will allow for full expensing of qualified property. The Tax Act also reduced the U.S. federal corporate income tax rate from 35% to 21%.

Our effective tax rate of 23.6% for the year ended December 31, 2019 was primarily impacted by the recognition of excess tax benefits related to share-based compensation and benefits related to state and federal research and development and certain other credits, partially offset by the impact of nondeductible officers' compensation. Our effective tax rate of 17.2% for the year ended December 31, 2018 was primarily impacted by the recognition of excess tax benefits related to share-based compensation and a benefit related to state and federal research and development credits. Our effective tax rate of 48.7% for the year ended December 31, 2017 was negatively impacted by the revaluation of our net deferred tax assets, excluding after tax credits, as of December 31, 2017 as a result of the reduction of the federal corporate income tax rate. This was offset by the recognition of excess tax benefits related to share-based compensation and a benefit related to federal research and development credits, under the Protecting Americans from Tax Hikes Act of 2015.

Deferred income taxes are recognized for the tax consequences related to temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes at each year-end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences can be carried forward under tax law. Our evaluation of the realizability of deferred tax assets considers both positive and negative evidence, including historical financial performance, scheduled reversal of deferred tax assets and liabilities, projected taxable income and tax planning strategies. The weight given to the potential effects of positive and negative evidence is based on the extent to which it can be objectively verified. A valuation allowance is recognized when, based on the weight of all available evidence, it is considered more likely than not that all, or some portion, of the deferred tax assets will not be realized.

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities, shown before jurisdictional netting, are presented below:



	For the Years Ended December 31,
	2019			2018
Deferred tax assets:
Net operating loss carryforwards and tax credits	$	1,010		$	952
Deferred revenue	81			89
Accrued bonus	34			27
Expensed costs capitalized for tax	14			16
Investments	22			12
Stock based compensation	72			55
Other	10			6
Total deferred tax assets	1,243			1,157
Deferred tax liabilities:
Depreciation of property and equipment	(228		)	(230		)
FCC license	(519		)	(515		)
Other intangible assets	(340		)	(102		)
Other	(3		)	2
Total deferred tax liabilities	(1,090		)	(845		)
Net deferred tax assets before valuation allowance	153			312
Valuation allowance	(70		)	(66		)
Total net deferred tax asset	$	83		$	246

Net operating loss carryforwards and tax credits increased as a result of the recognition of $1,287 of net operating losses from the Pandora Acquisition and accelerated depreciation that allowed for full expensing on qualified property under the Tax Act offset by the utilization of net operating losses related to current year taxable income. For the years ended December 31, 2019 and 2018, we recorded $33 and $97 for state and federal tax credits, respectively. As of December 31, 2019, our gross federal net operating loss carryforwards were approximately $2,694.

As of December 31, 2019 and 2018, we had a valuation allowance related to deferred tax assets of $70 and $66, respectively, which were not likely to be realized due to the timing of certain federal and state net operating loss limitations. During the year ended December 31, 2019, our allowance increased primarily due to time limitations associated with federal research and development credits.

ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information. A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority. If the tax position is not more likely than not to be sustained, the gross amount of the unrecognized tax position will not be recorded in the financial statements but will be shown in tabular format within the uncertain income tax positions. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs due to the following conditions: (1) the tax position is “more likely than not” to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. A number of years may elapse before an uncertain tax position is effectively settled or until there is a lapse in the applicable statute of limitations. We record interest and penalties related to uncertain tax positions in Income tax expense in our consolidated statements of comprehensive income.

As of December 31, 2019 and 2018, the gross liability for income taxes associated with uncertain tax positions was $406 and $387, respectively. If recognized, $297 of unrecognized tax benefits would affect our effective tax rate. Uncertain tax

positions are recognized in Other long-term liabilities which, as of December 31, 2019 and 2018, were $12 and $9, respectively, including accrued interest. No penalties have been accrued.

We have state income tax audits pending. We do not expect the ultimate outcome of these audits to have a material adverse effect on our financial position or results of operations. We also do not currently anticipate that our existing reserves related to uncertain tax positions as of December 31, 2019 will significantly increase or decrease during the year ending December 31, 2020. Various events could cause our current expectations to change. Should our position with respect to the majority of these uncertain tax positions be upheld, the effect would be recorded in our consolidated statements of comprehensive income as part of the income tax provision. We recorded interest expense of $2 and $1 for the years ended December 31, 2019 and 2018, respectively, related to unrecognized tax benefits.

Changes in our uncertain income tax positions, from January 1 through December 31 are set forth below:



	2019			2018
Balance, beginning of year	$	387		$	334
Increases in tax positions for prior years	—			65
Increases in tax positions for current years	31			15
Decreases in tax positions for prior years	(12		)	(27		)
Balance, end of year	$	406		$	387

Segments and Geographic Information

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Segments and Geographic Information

In accordance with FASB ASC Topic 280, Segment Reporting, we disaggregate our operations into two reportable segments: Sirius XM and Pandora. The change in segment reporting was due to the acquisition of Pandora. The financial results of these segments are utilized by the chief operating decision maker, who is our Chief Executive Officer, for evaluating segment performance and allocating resources. We report our segment information based on the "management" approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of our reportable segments. For additional information on our segments refer to Note 1.

Segment results include the revenues and cost of services which are directly attributable to each segment. There are no indirect revenues or costs incurred that are allocated to the segments. There are planned intersegment advertising campaigns which will be eliminated. We had less than $1 of intersegment advertising revenue during the year ended December 31, 2019.

Segment revenue and gross profit were as follows during the period presented:



	For the Year Ended December 31, 2019
	Sirius XM			Pandora			Total
Revenue
Subscriber revenue	$	5,644		$	476		$	6,120
Advertising revenue	205			1,131			1,336
Equipment revenue	173			—			173
Other revenue	165			—			165
Total revenue	6,187			1,607			7,794
Cost of services ^(a)	(2,378		)	(1,005		)	(3,383		)
Segment gross profit	$	3,809		$	602		$	4,411

The reconciliation between reportable segment gross profit to consolidated income before income tax is as follows:



	For the Year Ended December 31, 2019
Segment Gross Profit	$	4,411
Subscriber acquisition costs	(427		)
Sales and marketing ^(a)	(859		)
Engineering, design and development ^(a)	(231		)
General and administrative ^(a)	(466		)
Depreciation and amortization	(468		)
Share-based payment expense	(229		)
Acquisition and other related costs	(84		)
Total other (expense) income	(450		)
Consolidated income before income taxes	$	1,197


(a)	Share-based payment expense of $44 related to cost of services, $78 related to sales and marketing, $49 related to engineering, design and development and $58 related to general and administrative has been excluded.

A measure of segment assets is not currently provided to the Chief Executive Officer and has therefore not been provided.

As of December 31, 2019, long-lived assets were predominantly located in the United States. No individual foreign country represented a material portion of our consolidated revenue during the year ended December 31, 2019.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Capital Return Program On January 30, 2020, our board of directors declared a quarterly dividend on our common stock in the amount of $0.01331 per share of common stock payable on February 28, 2020 to stockholders of record as of the close of business on February 12, 2020.

Quarterly Financial Data -- Unaudited

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data -- Unaudited

Quarterly Financial Data--Unaudited

Our quarterly results of operations are summarized below:



	For the Three Months Ended
	March 31			June 30			September 30			December 31
2019
Total revenue	$	1,744		$	1,977		$	2,011		$	2,062
Cost of services	$	(748	)	$	(882	)	$	(881	)	$	(916	)
Income from operations	$	333		$	439		$	476		$	399
Net income	$	162		$	263		$	246		$	243
Net income per common share--basic ⁽¹⁾	$	0.04		$	0.06		$	0.06		$	0.05
Net income per common share--diluted ⁽¹⁾	$	0.03		$	0.06		$	0.05		$	0.05
2018
Total revenue	$	1,375		$	1,432		$	1,468		$	1,496
Cost of services	$	(535	)	$	(637	)	$	(565	)	$	(572	)
Income from operations	$	424		$	362		$	482		$	459
Net income	$	290		$	292		$	343		$	251
Net income per common share--basic⁽¹⁾	$	0.06		$	0.07		$	0.08		$	0.06
Net income per common share--diluted⁽¹⁾	$	0.06		$	0.06		$	0.07		$	0.06

(1)

Basic and Diluted earnings per share are computed quarterly and the sum of the quarterly calculation may not necessarily agree to the net income per share for the year due to rounding.

Schedule II - Schedule of Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2019

SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]

Schedule II - Schedule of Valuation and Qualifying Accounts



(in millions)
Description	Balance January 1,		Charged to Expenses	Write-offs/ Payments/ Other		Balance December 31,
2019
Allowance for doubtful accounts	$	7	53	(46	)	$	14
Deferred tax assets—valuation allowance	$	66	4	—		$	70
2018
Allowance for doubtful accounts	$	10	51	(54	)	$	7
Deferred tax assets—valuation allowance	$	53	13	—		$	66
2017
Allowance for doubtful accounts	$	9	56	(55	)	$	10
Deferred tax assets—valuation allowance	$	48	4	1		$	53

Summary of Significant Accounting Policies - 10-K (Policies)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements of Holdings have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. Certain numbers in our prior period consolidated financial statements and footnotes have been reclassified or consolidated to conform to our current period presentation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes. Estimates, by their nature, are based on judgment and available information. Actual results could differ materially from those estimates. Significant estimates inherent in the preparation of the accompanying consolidated financial statements include asset impairment, depreciable lives of our satellites, share-based payment expense, income taxes, and the purchase accounting related to the Pandora Acquisition (defined below).
Cash and Cash Equivalents	Cash and Cash Equivalents Our cash and cash equivalents consist of cash on hand, money market funds, certificates of deposit, in-transit credit card receipts and highly liquid investments purchased with an original maturity of three months or less.
Revenue Recognition, Revenue Share, Royalties, Programming Costs, Advertising Costs, and Subscriber Acquisition Costs	Revenue Recognition Revenue is measured according to Accounting Standards Codification (“ASC”) 606, Revenue - Revenue from Contracts with Customers, and is recognized based on consideration specified in a contract with a customer, and excludes any sales incentives and amounts collected on behalf of third parties. We recognize revenue when it satisfies a performance obligation by transferring control over a service or product to a customer. We report revenues net of any tax assessed by a governmental authority that is both imposed on, and concurrent with, a specific revenue-producing transaction between a seller and a customer in our consolidated statements of comprehensive income. Collected taxes are recorded within Other current liabilities until remitted to the relevant taxing authority. For equipment sales, we are responsible for arranging for shipping and handling. Shipping and handling costs billed to customers are recorded as revenue and are reported as a component of Cost of equipment. The following is a description of the principal activities from which we generate our revenue, including from self-pay and paid promotional subscribers, advertising, and sales of equipment. Subscriber revenue consists primarily of subscription fees and other ancillary subscription based revenues. Revenue is recognized on a straight line basis when the performance obligations to provide each service for the period are satisfied, which is over time as our subscription services are continuously transmitted and can be consumed by customers at any time. Consumers purchasing or leasing a vehicle with a factory-installed satellite radio may receive between a three and twelve month subscription to our service. In certain cases, the subscription fees for these consumers are prepaid by the applicable automaker. Prepaid subscription fees received from automakers or directly from consumers are recorded as deferred revenue and amortized to revenue ratably over the service period which commences upon sale. Activation fees are recognized over one month as the activation fees are non-refundable and do not provide for a material right to the customer. There is no revenue recognized for unpaid trial subscriptions. In some cases we pay a loyalty fee to the automakers when we receive a certain amount of payments from self-pay customers acquired from that automaker. These fees are considered incremental costs to obtain a contract and are, therefore, recognized as an asset and amortized to Subscriber acquisition costs over an average subscriber life. Revenue share and loyalty fees paid to an automaker offering a paid trial are accounted for as a reduction of revenue as the payment does not provide a distinct good or service. Music royalty fee primarily consists of U.S. music royalty fees (“MRF”) collected from subscribers. The related costs we incur for the right to broadcast music and other programming are recorded as Revenue share and royalties expense. Fees received from subscribers for the MRF are recorded as deferred revenue and amortized to Subscriber revenue ratably over the service period. We recognize revenue from the sale of advertising as performance obligations are satisfied, which generally occurs as ads are delivered. Agency fees are calculated based on a stated percentage applied to gross billing revenue for our advertising inventory and are reported as a reduction of advertising revenue. Additionally, we pay certain third parties a percentage of advertising revenue. Advertising revenue is recorded gross of such revenue share payments as we control the advertising service, including the ability to establish pricing, and we are primarily responsible for providing the service. Advertising revenue share payments are recorded to Revenue share and royalties during the period in which the advertising is transmitted. Equipment revenue and royalties from the sale of satellite radios, components and accessories are recognized upon shipment, net of discounts and rebates. Shipping and handling costs billed to customers are recorded as revenue. Shipping and handling costs associated with shipping goods to customers are reported as a component of Cost of equipment. Other revenue primarily includes revenue recognized from royalties received from Sirius XM Canada. Customers pay for the services in advance of the performance obligation and therefore these prepayments are recorded as deferred revenue. The deferred revenue is recognized as revenue in our consolidated statement of comprehensive income as the services are provided. Changes in the deferred revenue balance during the period ended December 31, 2019 was not materially impacted by other factors. As the majority of our contracts are one year or less, we have utilized the optional exemption under ASC 606-10-50-14 and will not disclose information about the remaining performance obligations for contracts which have original expected durations of one year or less. As of December 31, 2019, less than ten percent of our total deferred revenue balance related to contracts that extended beyond one year. These contracts primarily include prepaid data trials which are typically provided for three to five years as well as for self-pay customers who prepay for their audio subscriptions for up to three years in advance. These amounts are recognized on a straight-line basis as our services are provided. Revenue Share We share a portion of our subscription revenues earned from self-pay subscribers with certain automakers. The terms of the revenue share agreements vary with each automaker, but are typically based upon the earned audio revenue as reported or gross billed audio revenue. Royalties In connection with our businesses, we must enter into royalty arrangements with two sets of rights holders: holders of musical compositions copyrights (that is, the music and lyrics) and holders of sound recordings copyrights (that is, the actual recording of a work). Our Sirius XM business and our Pandora business use both statutory and direct music licenses as part of their businesses. We also license varying rights - such as performance and mechanical rights - for use in our Sirius XM and Pandora businesses based on the various radio and interactive services they offer. The music rights licensing arrangement for our Sirius XM and Pandora businesses are complex. We pay performance royalties for our Sirius XM business and our Pandora business to holders and rights administrators of musical compositions copyrights, including performing rights organizations and other copyright owners. These performance royalties are contained in direct license agreements and are generally fixed fees per year. For our interactive music services offered by our Pandora business, we pay mechanical royalties to copyright holders at the rates determined by the Copyright Royalty Board (the “CRB”) in accordance with the statutory license set forth in Section 115 of the United States Copyright Act. These mechanical royalties are calculated as the greater of a percentage of our revenue or a percentage of our payments to record labels. For our satellite radio business, we pay performance royalties to owners of sound recordings based on a percentage of our subscription revenue (subject to certain exclusions) through SoundExchange. We pay these royalties at a statutory rate established by the CRB. For our streaming music and interactive music services offered by our Pandora business, we pay royalties to owners of sound recordings based on either a per-performance fee based on the number of sound recordings transmitted, a percentage of revenue associated with the applicable service, or a per-subscriber minimum amount. The royalty rates paid by our Pandora business are primarily stipulated in direct license agreements with record companies. The performance royalty rates paid to owners of sound recordings by our Sirius XM business for streaming music are primarily set by the CRB. Programming Costs Programming costs which are for a specified number of events are amortized on an event-by-event basis; programming costs which are for a specified season or include programming through a dedicated channel are amortized over the season or period on a straight-line basis. We allocate a portion of certain programming costs which are related to sponsorship and marketing activities to Sales and marketing expense on a straight-line basis over the term of the agreement. Advertising Costs Media is expensed when aired and advertising production costs are expensed as incurred. Advertising production costs include expenses related to marketing and retention activities, including expenses related to direct mail, outbound telemarketing and email communications. We also incur advertising production costs related to cooperative marketing and promotional events and sponsorships. During the years ended December 31, 2019, 2018 and 2017, we recorded advertising costs of $392, $267 and $263, respectively. These costs are reflected in Sales and marketing expense in our consolidated statements of comprehensive income. Subscriber Acquisition Costs Subscriber acquisition costs consist of costs incurred to acquire new subscribers which include hardware subsidies paid to radio manufacturers, distributors and automakers, including subsidies paid to automakers who include a satellite radio and a prepaid subscription to our service in the sale or lease price of a new vehicle; subsidies paid for chipsets and certain other components used in manufacturing radios; device royalties for certain radios and chipsets; commissions paid to retailers and automakers as incentives to purchase, install and activate radios; product warranty obligations; freight; and provisions for inventory allowance attributable to inventory consumed in our automotive and retail distribution channels. Subscriber acquisition costs do not include advertising costs, loyalty payments to distributors and dealers of radios and revenue share payments to automakers and retailers of radios. Subsidies paid to radio manufacturers and automakers are expensed upon installation, shipment, receipt of product or activation and are included in Subscriber acquisition costs because we are responsible for providing the service to the customers. Commissions paid to retailers and automakers are expensed upon either the sale or activation of radios. Chipsets that are shipped to radio manufacturers and held on consignment are recorded as inventory and expensed as Subscriber acquisition costs when placed into production by radio manufacturers. Costs for chipsets not held on consignment are expensed as Subscriber acquisition costs when the automaker confirms receipt.
Research and Development Costs	Research & Development Costs Research and development costs are expensed as incurred and primarily include the cost of new product development, chipset design, software development and engineering. During the years ended December 31, 2019, 2018 and 2017, we recorded research and development costs of $231, $106 and $97, respectively. These costs are reported as a component of Engineering, design and development expense in our consolidated statements of comprehensive income.
Foreign Currency Transactions and Translations	Accumulated Other Comprehensive Income (Loss), net of tax Accumulated other comprehensive income of $8 was primarily comprised of the cumulative foreign currency translation adjustments related to Sirius XM Canada (refer to Note 12 for additional information). During the year ended December 31, 2019, we recorded a foreign currency translation adjustment gain of $14, which is recorded net of tax of $5. During the years ended December 31, 2018 and 2017, we recorded foreign currency translation adjustment (loss) gain of $(29) and $19, respectively, net of tax.
Recent Accounting Pronouncements and Recently Adopted Accounting Policies	Recent Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The implementation costs incurred in a hosting arrangement that is a service contract should be presented as a prepaid asset in the balance sheet and expensed over the term of the hosting arrangement to the same line item in the statement of income as the costs related to the hosting fees. The guidance in this ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and early adoption is permitted including adoption in any interim period. The amendments should be applied either retrospectively or prospectively to all implementation costs incurred after adoption. This ASU will not have a material impact on our consolidated statements of operations. Recently Adopted Accounting Policies ASU 2016-02, Leases (Topic 842). In February 2016, FASB issued ASU 2016-02 which requires companies to recognize lease assets and liabilities arising from operating leases in the statement of financial position. This ASU does not significantly change the previous lease guidance for how a lessee should recognize, measure, and present expenses and cash flows arising from a lease. Additionally, the criteria for classifying a finance lease versus an operating lease are substantially the same as the previous guidance. This ASU was effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption was permitted. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842) Targeted Improvements, amending certain aspects of the new leasing standard. The amendment allows an additional optional transition method whereby an entity records a cumulative effect adjustment to opening retained earnings in the year of adoption without restating prior periods. We adopted this ASU on January 1, 2019 and elected the additional transition method per ASU 2018-11. Our leases consist of repeater leases, facility leases and equipment leases. We elected the package of practical expedients permitted under the transition guidance within the new standard. Adoption of the new standard resulted in the recording of additional lease assets and lease liabilities of approximately $347 and $369, respectively, as of January 1, 2019. The standard did not impact our consolidated statements of operations, consolidated statements of cash flows or debt. Additionally, we did not record a cumulative effect adjustment to opening retained earnings.
Fair Value Measurements	Investments are periodically reviewed for impairment and an impairment is recorded whenever declines in fair value below carrying value are determined to be other than temporary. In making this determination, we consider, among other factors, the severity and duration of the decline as well as the likelihood of a recovery within a reasonable timeframe.
Earnings per Share	Basic net income per common share is calculated by dividing the income available to common stockholders by the weighted average common shares outstanding during each reporting period. Diluted net income per common share adjusts the weighted average number of common shares outstanding for the potential dilution that could occur if common stock equivalents (stock options, restricted stock units and convertible debt) were exercised or converted into common stock, calculated using the treasury stock method.
Receivables, net	Receivables, net, includes customer accounts receivable, receivables from distributors and other receivables. We do not have any customer receivables that individually represent more than ten percent of the receivables. Customer accounts receivable, net, includes receivables from our subscribers, advertising customers and other customers, and is stated at amounts due, net of an allowance for doubtful accounts. Our allowance for doubtful accounts is based upon our assessment of various factors. We consider historical experience, the age of the receivable balances, current economic conditions, industry experience and other factors that may affect the counterparty’s ability to pay. Bad debt expense is included in Customer service and billing expense in our consolidated statements of comprehensive income. Receivables from distributors primarily include billed and unbilled amounts due from automakers for services included in the sale or lease price of vehicles, as well as billed amounts due from wholesale distributors of our satellite radios. Other receivables primarily include amounts due from manufacturers of our radios, modules and chipsets where we are entitled to subsidies and royalties based on the number of units produced. We have not established an allowance for doubtful accounts for our receivables from distributors or other receivables as we have historically not experienced any significant collection issues with automakers or other third parties.
Inventory, net	Inventory consists of finished goods, refurbished goods, chipsets and other raw material components used in manufacturing radios and connected vehicle devices. Inventory is stated at the lower of cost or market. We record an estimated allowance for inventory that is considered slow moving or obsolete or whose carrying value is in excess of net realizable value. The provision related to products purchased for resale in our direct to consumer distribution channel and components held for resale by us is reported as a component of Cost of equipment in our consolidated statements of comprehensive income. The provision related to inventory consumed in our OEM channel is reported as a component of Subscriber acquisition costs in our consolidated statements of comprehensive income.
Goodwill	Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired in business combinations. Our annual impairment assessment of our two reporting units is performed as of the fourth quarter of each year, and an assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. ASC 350, Intangibles - Goodwill and Other, states that an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. ASC 350 also states that a reporting unit with a zero or negative carrying amount is not required to perform a qualitative assessment.
Indefinite Life Intangible Assets	Indefinite Life Intangible Assets We have identified our FCC licenses and XM, Pandora and Automatic trademarks as indefinite life intangible assets after considering the expected use of the assets, the regulatory and economic environment within which they are used and the effects of obsolescence on their use. As part of the Pandora Acquisition, we also identified $331 related to its trademarks, for which the fair value was determined using the relief from royalty method as of the acquisition date. We hold FCC licenses to operate our satellite digital audio radio service and provide ancillary services. Each of the FCC licenses authorizes us to use radio spectrum, a reusable resource that does not deplete or exhaust over time. ASC 350-30-35, Intangibles - Goodwill and Other, provides for an option to first perform a qualitative assessment to determine whether it is more likely than not that an asset is impaired. If the qualitative assessment supports that it is more likely than not that the fair value of the asset exceeds its carrying value, a quantitative impairment test is not required. If the qualitative assessment does not support the fair value of the asset, then a quantitative assessment is performed. Our annual impairment assessment of our identifiable indefinite lived intangible assets is performed as of the fourth quarter of each year. An assessment is performed at other times if an event occurs or circumstances change that would more likely than not reduce the fair value of the asset below its carrying value. If the carrying value of the intangible assets exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. We completed qualitative assessments of our FCC licenses and XM, Pandora and Automatic trademarks during the fourth quarter of 2019, 2018 and 2017. As of the date of our annual assessment for 2019, 2018 and 2017, our qualitative impairment assessment of the fair value of our indefinite intangible assets indicated that the fair value of such assets substantially exceeded their carrying value and therefore was not at risk of impairment.
Definite Life Intangible Assets	Definite Life Intangible Assets Definite-lived intangible assets are amortized over their respective estimated useful lives to their estimated residual values, in a pattern that reflects when the economic benefits will be consumed, and are reviewed for impairment under the provisions of ASC 360-10-35, Property, Plant and Equipment/Overall/Subsequent Measurement. We review intangible assets subject to amortization for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the expected cash flows, undiscounted and without interest, is less than the carrying amount of the asset, an impairment loss is recognized in an amount by which the carrying amount of the asset exceeds its fair value.
Property and Equipment	We review long-lived assets, such as property and equipment, for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds the estimated future cash flows, an impairment charge is recognized in an amount by which the carrying amount exceeds the fair value of the asset.
Equity Method Investments	Sirius XM Canada is accounted for as an equity method investment, and its results are not consolidated in our consolidated financial statements. Sirius XM Canada does not meet the requirements for consolidation as we do not have the ability to direct the most significant activities that impact Sirius XM Canada's economic performance.
Benefit Plans	Fair value as determined using the Black-Scholes-Merton model varies based on assumptions used for the expected life, expected stock price volatility, expected dividend yield and risk-free interest rates. For the years ended December 31, 2019, 2018 and 2017, we estimated the fair value of awards granted using the hybrid approach for volatility, which weights observable historical volatility and implied volatility of qualifying actively traded options on our common stock. The expected life assumption represents the weighted-average period stock-based awards are expected to remain outstanding. These expected life assumptions are established through a review of historical exercise behavior of stock-based award grants with similar vesting periods. Where historical patterns do not exist for non-employees, contractual terms are used. Dividend yield is based on the current expected annual dividend per share and our stock price. The risk-free interest rate represents the daily treasury yield curve rate at the grant date based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term. Our assumptions may change in future periods.
Legal Reserves	We record a liability when we believe that it is both probable that a liability will be incurred, and the amount of loss can be reasonably estimated. We evaluate developments in legal matters that could affect the amount of liability that has been previously accrued and make adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount of a loss or potential loss. We may be unable to reasonably estimate the reasonably possible loss or range of loss for a particular legal contingency for various reasons, including, among others, because: (i) the damages sought are indeterminate; (ii) the proceedings are in the relative early stages; (iii) there is uncertainty as to the outcome of pending proceedings (including motions and appeals); (iv) there is uncertainty as to the likelihood of settlement and the outcome of any negotiations with respect thereto; (v) there remain significant factual issues to be determined or resolved; (vi) the relevant law is unsettled; or (vii) the proceedings involve novel or untested legal theories. In such instances, there may be considerable uncertainty regarding the ultimate resolution of such matters, including the likelihood or magnitude of a possible eventual loss, if any.
Income Taxes	ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information. A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority. If the tax position is not more likely than not to be sustained, the gross amount of the unrecognized tax position will not be recorded in the financial statements but will be shown in tabular format within the uncertain income tax positions. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs due to the following conditions: (1) the tax position is “more likely than not” to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired. A number of years may elapse before an uncertain tax position is effectively settled or until there is a lapse in the applicable statute of limitations. We record interest and penalties related to uncertain tax positions in Income tax expense in our consolidated statements of comprehensive income.

Business & Basis of Presentation (Tables)

12 Months Ended

Dec. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Reclassification



	For the Year Ended December 31, 2018							For the Year Ended December 31, 2017
	As Reported		Reclassification			Current Report		As Reported		Reclassification			Current Report
Subscriber revenue	$	4,594	$	670		$	5,264	$	4,472	$	518		$	4,990
Advertising revenue	188		—			188		160		—			160
Equipment revenue	155		—			155		132		—			132
Other revenue	834		(670		)	164		661		(518		)	143
Total revenue	$	5,771	$	—		$	5,771	$	5,425	$	—		$	5,425

Summary of Significant Accounting Policies - 10-K (Tables)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Schedule of Significant Accounting Policies

In addition to the significant accounting policies discussed in this Note 2, the following table includes our significant accounting policies that are described in other notes to our consolidated financial statements, including the number and page of the note:



Significant Accounting Policy	Note #	Page #
Acquisition	3	F-17
Fair Value Measurements	4	F-19
Goodwill	8	F-21
Intangible Assets	9	F-22
Property and Equipment	10	F-23
Equity Method Investments	12	F-27
Share-Based Compensation	15	F-31
Legal Reserves	16	F-35
Income Taxes	17	F-38

Schedule of new ASU adoption impact on financial statements

The effect of the changes made to our consolidated balance sheet as of January 1, 2019 for the adoption of ASU 2016-02 is included in the table below.



	Balance at December 31, 2018		Adjustments Due to ASU 2016-02			Balance at January 1, 2019
Balance Sheet
Assets:
Operating lease right-of-use assets	$	—	$	347		$	347

Liabilities:
Accounts payable and accrued expenses	$	736	$	(1	)	$	735
Operating lease current liabilities	—		30			30
Operating lease liabilities	—		339			339
Other long-term liabilities	102		(21		)	81

The following tables illustrate the impacts of adopting ASU 2014-09 on our consolidated statement of comprehensive income.



	For the Year Ended December 31, 2018
	Current Report			Impact of Adopting ASU 2014-09		Balances Without Adoption of ASU 2014-09
Income Statement
Revenues
Subscriber revenue ⁽¹⁾	$	5,264		$	95	$	5,359

Expenses
Revenue share and royalties	1,394			88		1,482
Subscriber acquisition costs	470			4		474
Income tax expense	(245		)	—		(245		)

Net Income	$	1,176		$	3	$	1,179

(1)

Music Royalty Fee revenue was reported as Other revenue in our December 31, 2018 and 2017 Annual Reports on Form 10-K. This revenue was reclassified to Subscriber revenue to conform with the current period presentation. Refer to Note 1 for more information.

Acquisition (Tables)

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable

The table below shows the value of the consideration paid in connection with the Pandora Acquisition:



	Total
Pandora common stock outstanding	272
Exchange ratio	1.44
Common stock issued	392
Price per share of Holdings common stock	$	5.83
Value of common stock issued to Pandora stockholders	$	2,285
Value of replacement equity awards attributable to pre-combination service	$	70
Consideration of common stock and replacement equity awards for pre-combination service	$	2,355
Sirius XM’s Pandora preferred stock investment (related party fair value instrument) canceled	$	524
Total consideration for Pandora Acquisition	$	2,879
Value attributed to par at $0.001 par value	$	1
Balance to capital in excess of par value	$	2,354

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The table below summarizes the fair value of the assets acquired and liabilities assumed as of the acquisition date:



Acquired Assets:
Cash and cash equivalents	$	313
Receivables, net	353
Prepaid expenses and other current assets	109
Property and equipment	65
Intangible assets	1,107
Goodwill	1,553
Deferred tax assets	102
Operating lease right-of-use assets	104
Long term assets	7
Total assets	$	3,713

Assumed Liabilities:
Accounts payable and accrued expenses	$	324
Deferred revenue	37
Operating lease current liabilities	28
Current maturities of debt	151
Long-term debt (a)	218
Operating lease liabilities	69
Other long-term liabilities	7
Total liabilities	$	834
Total consideration	$	2,879


(a)	In order to present the assets acquired and liabilities assumed, the conversion feature associated with Pandora's convertible notes for $62 has been included within Long-term debt in the table above and included within Additional paid-in-capital within our statement of stockholders' equity (deficit). Refer to Note 13 for additional information.

Acquisition, Pro Forma Information

The following pro forma financial information presents our results as if the Pandora Acquisition had occurred on January 1, 2017:



	For the Years Ended December 31,
	2019		2018		2017
Total revenue	$	7,921	$	7,348	$	6,818
Net income	$	938	$	844	$	335

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Summary of assets and liabilities measured at fair value

Our assets and liabilities measured at fair value were as follows:



	December 31, 2019						December 31, 2018
	Level 1	Level 2		Level 3	Total Fair Value		Level 1	Level 2		Level 3	Total Fair Value
Assets:
Pandora investment ^(a)	—	$	—	—	$	—	—	$	523	—	$	523
Liabilities:
Debt ^(b)	—	$	8,378	—	$	8,378	—	$	6,633	—	$	6,633


(a)	During the year ended December 31, 2017, Sirius XM completed a $480 investment in Pandora. Prior to the Pandora Acquisition, we elected the fair value option to account for this investment. This investment was canceled in conjunction with the Pandora Acquisition. Refer to Note 3 for information on this acquisition.

(b)

The fair value for non-publicly traded instruments is based upon estimates from a market maker and brokerage firm. Refer to Note 13 for information related to the carrying value of our debt as of December 31, 2019 and 2018.

Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted



	For the Years Ended December 31,
	2019		2018		2017⁽¹⁾
Numerator:
Net Income available to common stockholders for basic net income per common share	$	914	$	1,176	$	648
Effect of interest on assumed conversions of convertible debt, net of tax	7		—		—
Net Income available to common stockholders for dilutive net income per common share	$	921	$	1,176	$	648
Denominator:
Weighted average common shares outstanding for basic net income per common share	4,501		4,462		4,638
Weighted average impact of assumed convertible notes	28		—		—
Weighted average impact of dilutive equity instruments	87		99		86
Weighted average shares for diluted net income per common share	4,616		4,561		4,724
Net income per common share:
Basic	$	0.20	$	0.26	$	0.14
Diluted	$	0.20	$	0.26	$	0.14


(1)	Our net income per basic and diluted share includes the impact of $185 in income tax expense, or a decrease of approximately $0.04 per share, due to the reduction in our net deferred tax asset balance as a result of the Tax Act.

Receivables, net (Tables)

12 Months Ended

Dec. 31, 2019

Receivables [Abstract]

Accounts receivable, net

Receivables, net, consists of the following:



	December 31, 2019			December 31, 2018
Gross customer accounts receivable	$	546		$	105
Allowance for doubtful accounts	(14		)	(7		)
Customer accounts receivable, net	$	532		$	98
Receivables from distributors	113			107
Other receivables	25			28
Total receivables, net	$	670		$	233

Inventory, net (Tables)

12 Months Ended

Dec. 31, 2019

Inventory Disclosure [Abstract]

Summary of inventory, net

Inventory, net, consists of the following:



	December 31, 2019			December 31, 2018
Raw materials	$	3		$	5
Finished goods	13			23
Allowance for obsolescence	(5		)	(6		)
Total inventory, net	$	11		$	22

Goodwill (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill Rollforward

Refer to the table below for our goodwill activity for the years ended December 31, 2019 and 2018:



	Sirius XM		Pandora		Total
Balance at December 31, 2017	$	2,287	$	—	$	2,287
Acquisition	3		—		3
Balance at December 31, 2018	2,290		—		2,290
Acquisition	—		1,553		1,553
Balance at December 31, 2019	$	2,290	$	1,553	$	3,843

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of indefinite-lived intangible assets



		December 31, 2019							December 31, 2018
	Weighted Average Useful Lives	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Indefinite life intangible assets:
FCC licenses	Indefinite	$	2,084	$	—		$	2,084	$	2,084	$	—		$	2,084
Trademarks	Indefinite	251		—			251		251		—			251
Definite life intangible assets:
OEM relationships	15 years	220		(90		)	130		220		(76		)	144
Licensing agreements	12 years	45		(42		)	3		45		(38		)	7
Software and technology	7 years	35		(25		)	10		35		(20		)	15
Due to Pandora Acquisition:
Indefinite life intangible assets:
Trademarks	Indefinite	$	331	$	—		$	331	$	—	$	—		$	—
Definite life intangible assets:
Customer relationships	8 years	403		(49		)	354		—		—			—
Software and technology	5 years	373		(69		)	304		—		—			—
Total intangible assets		$	3,742	$	(275	)	$	3,467	$	2,635	$	(134	)	$	2,501

Schedule of finite-lived intangible assets



		December 31, 2019							December 31, 2018
	Weighted Average Useful Lives	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Indefinite life intangible assets:
FCC licenses	Indefinite	$	2,084	$	—		$	2,084	$	2,084	$	—		$	2,084
Trademarks	Indefinite	251		—			251		251		—			251
Definite life intangible assets:
OEM relationships	15 years	220		(90		)	130		220		(76		)	144
Licensing agreements	12 years	45		(42		)	3		45		(38		)	7
Software and technology	7 years	35		(25		)	10		35		(20		)	15
Due to Pandora Acquisition:
Indefinite life intangible assets:
Trademarks	Indefinite	$	331	$	—		$	331	$	—	$	—		$	—
Definite life intangible assets:
Customer relationships	8 years	403		(49		)	354		—		—			—
Software and technology	5 years	373		(69		)	304		—		—			—
Total intangible assets		$	3,742	$	(275	)	$	3,467	$	2,635	$	(134	)	$	2,501

Expected future amortization expense

The expected amortization expense for each of the fiscal years 2020 through 2024 and for periods thereafter is as follows:



Years ending December 31,	Amount
2020	$	152
2021	146
2022	144
2023	134
2024	69
Thereafter	156
Total definite life intangible assets, net	$	801

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Line Items]

Property and equipment, net

Property and equipment, net, consists of the following:



	December 31, 2019			December 31, 2018
Satellite system	$	1,587		$	1,587
Terrestrial repeater network	100			98
Leasehold improvements	105			58
Broadcast studio equipment	137			111
Capitalized software and hardware	1,086			824
Satellite telemetry, tracking and control facilities	87			76
Furniture, fixtures, equipment and other	89			97
Land	38			38
Building	63			63
Construction in progress	505			412
Total property and equipment	3,797			3,364
Accumulated depreciation and amortization	(2,171		)	(1,851		)
Property and equipment, net	$	1,626		$	1,513

Depreciation is calculated using the straight-line method over the following estimated useful life of the asset:



Satellite system	15 years
Terrestrial repeater network	5 - 15 years
Broadcast studio equipment	3 - 15 years
Capitalized software and hardware	2 - 7 years
Satellite telemetry, tracking and control facilities	3 - 15 years
Furniture, fixtures, equipment and other	2 - 7 years
Building	20 or 30 years
Leasehold improvements	Lesser of useful life or remaining lease term

Summary of orbiting satellites

The chart below provides certain information on our satellites as of December 31, 2019:



Satellite Description	Year Delivered	Estimated End of Depreciable Life
SIRIUS FM-5	2009	2024
SIRIUS FM-6	2013	2028
XM-3	2005	2020
XM-4	2006	2021
XM-5	2010	2025

Years in which licenses expire



FCC satellite licenses		Expiration year
SIRIUS FM-5		2025
SIRIUS FM-6		2022
XM-3		2021
XM-4		2022
XM-5		2026

Construction in progress

Property, Plant and Equipment [Line Items]

Property and equipment, net

Construction in progress consists of the following:



	December 31, 2019		December 31, 2018
Satellite system	$	371	$	296
Terrestrial repeater network	7		5
Capitalized software and hardware	107		77
Other	20		34
Construction in progress	$	505	$	412

Leases (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Components of Lease Expense

The components of lease expense were as follows:



	For the Year Ended December 31,
	2019
Operating lease cost	$	80
Finance lease cost	4
Sublease income	(3		)
Total lease cost	$	81

Supplemental cash flow information related to leases was as follows:



	For the Year Ended December 31,
	2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	70
Financing cash flows from finance leases	$	3

Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	83

Lessee, Operating and Finance Leases, Supplemental Information

Supplemental balance sheet information related to leases was as follows:



	December 31, 2019
Operating Leases
Operating lease right-of-use assets	$	466

Operating lease current liabilities	46
Operating lease liabilities	456
Total operating lease liabilities	$	502



	December 31, 2019
Finance Leases
Property and equipment, gross	$	15
Accumulated depreciation	(12		)
Property and equipment, net	$	3

Current maturities of debt	$	1
Long-term debt	1
Total finance lease liabilities	$	2



	December 31, 2019
Weighted Average Remaining Lease Term
Operating leases	9 years
Finance leases	2 years



	December 31, 2019
Weighted Average Discount Rate
Operating leases	5.3	%
Finance leases	1.7	%

Maturities of Finance Lease Liabilities

Maturities of lease liabilities were as follows:



	Operating Leases			Finance Leases
Year ending December 31,
2020	$	69		$	1
2021	74			1
2022	71			—
2023	68			—
2024	59			—
Thereafter	303			—
Total future minimum lease payments	644			2
Less imputed interest	(142		)	—
Total	$	502		$	2

Maturities of Operating Lease Liabilities



	Operating Leases			Finance Leases
Year ending December 31,
2020	$	69		$	1
2021	74			1
2022	71			—
2023	68			—
2024	59			—
Thereafter	303			—
Total future minimum lease payments	644			2
Less imputed interest	(142		)	—
Total	$	502		$	2

Debt (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of long-term debt instruments

Our debt as of December 31, 2019 and 2018 consisted of the following:

Carrying value^(a) at

Issuer / Borrower

Issued

Debt

Maturity Date

Interest Payable

Principal Amount at December 31, 2019

December 31, 2019

December 31, 2018

Pandora
(b) (c)

December 2015

1.75% Convertible Senior Notes

December 1, 2020

semi-annually on June 1 and December 1

$

1

$

1

$

—

Sirius XM
(d)

July 2017

3.875% Senior Notes

August 1, 2022

semi-annually on February 1 and August 1

1,000

995

994

Sirius XM
(d)

May 2013

4.625% Senior Notes

May 15, 2023

semi-annually on May 15 and November 15

500

498

497

Pandora
(b) (e)

June 2018

1.75% Convertible Senior Notes

December 1, 2023

semi-annually on June 1 and December 1

193

163

—

Sirius XM
(d) (h)

May 2014

6.00% Senior Notes

July 15, 2024

semi-annually on January 15 and July 15

—

1,490

Sirius XM
(d) (i)

July 2019

4.625% Senior Notes

July 15, 2024

semi-annually on January 15 and July 15

1,500

1,485

—

Sirius XM
(d)

March 2015

5.375% Senior Notes

April 15, 2025

semi-annually on April 15 and October 15

1,000

993

992

Sirius XM
(d)

May 2016

5.375% Senior Notes

July 15, 2026

semi-annually on January 15 and July 15

1,000

992

991

Sirius XM
(d)

July 2017

5.00% Senior Notes

August 1, 2027

semi-annually on February 1 and August 1

1,500

1,488

1,487

Sirius XM
(d) (g)

June 2019

5.500% Senior Notes

July 1, 2029

semi-annually on January 1 and July 1

1,250

1,236

—

Sirius XM
(f)

December 2012

Senior Secured Revolving Credit Facility (the "Credit Facility")

June 29, 2023

variable fee paid quarterly

—

439

Sirius XM

Various

Finance leases

Various

n/a

2

5

Total Debt

7,853

6,895

Less: total current maturities

2

3

Less: total deferred financing costs

9

7

Total long-term debt

$

7,842

$

6,885


(a)	The carrying value of the obligations is net of any remaining unamortized original issue discount.


(b)	Holdings has unconditionally guaranteed all of the payment obligations of Pandora under these notes.

(c)

We acquired $152 in principal amount of the 1.75% Convertible Senior Notes due 2020 as part of the Pandora Acquisition. On February 14, 2019, Pandora announced a tender offer to repurchase for cash any and all of its outstanding 1.75% Convertible Senior Notes due 2020 at a price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest thereon to, but not including, the repurchase date. On March 18, 2019, we purchased $151 in aggregate principal amount of the 1.75% Convertible Senior Notes due 2020 that had been validly tendered and not validly withdrawn in the repurchase offer. We recorded a $1 Loss on extinguishment of debt in connection with this transaction. In addition, we unwound a capped call security acquired as part of the Pandora Acquisition in March 2019 for $3.


(d)	All material domestic subsidiaries, including Pandora and its subsidiaries, that guarantee the Credit Facility have guaranteed these notes.

(e)

We acquired $193 in principal amount of the 1.75% Convertible Senior Notes due 2023 as part of the Pandora Acquisition. We allocate the principal amount of the 1.75% Convertible Senior Notes due 2023 between the liability and equity components. The value assigned to the debt components of the 1.75% Convertible Senior Notes due 2023 is the estimated fair value as of the issuance date of similar debt without the conversion feature. The difference between the fair value of the debt and this estimated fair value represents the value which has been assigned to the equity component. The equity component is recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Notes over the carrying amount of the liability component is recorded as a debt discount and is being amortized to interest expense using the effective interest method through the December 1, 2023 maturity date. The 1.75% Convertible Senior Notes due 2023 were not convertible into common stock and not redeemable as of December 31, 2019. As a result, we have classified the debt as Long-term within our consolidated balance sheets.

(f)

The $1,750 Credit Facility expires in June 2023. Sirius XM's obligations under the Credit Facility are guaranteed by certain of its material domestic subsidiaries, including Pandora and its subsidiaries, and are secured by a lien on substantially all of Sirius XM's assets and the assets of its material domestic subsidiaries. Interest on borrowings is payable on a monthly basis and accrues at a rate based on LIBOR plus an applicable rate. Sirius XM is also required to pay a variable fee on the average daily unused portion of the Credit Facility which is payable on a quarterly basis. The variable rate for the unused portion of the Credit Facility was 0.25% per annum as of December 31, 2019. All of Sirius XM's outstanding borrowings under the Credit Facility are classified as Long-term debt within our consolidated balance sheets due to the long-term maturity of this debt. Additionally, the amount available for future borrowing under the Credit Facility is reduced by letters of credit issued for the benefit of Pandora, which were $1 as of December 31, 2019.


(g)	On June 7, 2019, Sirius XM issued $1,250 aggregate principal amount of the 5.500% Senior Notes due 2029 with a net original issuance discount and deferred financing costs in the aggregate of $16.


(h)	On July 18, 2019, Sirius XM redeemed $1,500 in outstanding principal amount of the 6.00% Senior Notes due 2024 for an aggregate purchase price, including premium and interest, of $1,546. We recognized $56 to Loss on extinguishment of debt, consisting primarily of unamortized discount, deferred financing fees and redemption premium, as a result of this redemption.

(i)

On July 2, 2019, Sirius XM issued $1,500 aggregate principal amount of the 4.625% Senior Notes due 2024 with a net original issuance discount and deferred financing costs in the aggregate of $19.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
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-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Schedule of dividends declared

During the year ended December 31, 2019, we declared and paid the following dividends:



Declaration Date	Dividend Per Share		Record Date	Total Amount		Payment Date
January 29, 2019	$	0.0121	February 11, 2019	$	57	February 28, 2019
April 23, 2019	$	0.0121	May 10, 2019	$	56	May 31, 2019
July 16, 2019	$	0.0121	August 9, 2019	$	54	August 30, 2019
October 10, 2019	$	0.01331	November 8, 2019	$	59	November 29, 2019

Schedule of repurchase agreements

The following table summarizes our total share repurchase activity for the years ended:



	December 31, 2019			December 31, 2018			December 31, 2017
Share Repurchase Type	Shares	Amount		Shares	Amount		Shares	Amount
Open Market Repurchases	364	$	2,159	209	$	1,297	271	$	1,403

Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2019

Retirement Benefits [Abstract]

Fair value of options granted

The following table summarizes the weighted-average assumptions used to compute the fair value of options granted to employees and members of our board of directors:



	For the Years Ended December 31,
	2019	2018	2017
Risk-free interest rate	2.4%	2.7%	1.8%
Expected life of options — years	3.41	4.38	4.59
Expected stock price volatility	26%	23%	24%
Expected dividend yield	0.8%	0.7%	0.7%

Stock options activity under share-based payment plans

The following table summarizes stock option activity under our share-based plans for the years ended December 31, 2019, 2018 and 2017:



	Options		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Outstanding at the beginning of January 1, 2017	333		$	3.50
Granted	26		$	5.49
Exercised	(73	)	$	3.21
Forfeited, cancelled or expired	(6	)	$	4.07
Outstanding as of December 31, 2017	280		$	3.76
Granted	32		$	6.59
Exercised	(65	)	$	3.35
Forfeited, cancelled or expired	(4	)	$	4.76
Outstanding as of December 31, 2018	243		$	4.22
Options granted in connection with Pandora Acquisition	7		$	3.85
Granted	15		$	6.10
Exercised	(53	)	$	3.65
Forfeited, cancelled or expired	(4	)	$	5.58
Outstanding as of December 31, 2019	208		$	4.46	5.58	$	560
Exercisable as of December 31, 2019	148		$	3.96	4.77	$	472

Summary of restricted stock unit and stock award activity

The following table summarizes the restricted stock unit, including PRSU, activity under our share-based plans for the years ended December 31, 2019, 2018 and 2017:



	Shares		Grant Date Fair Value Per Share
Nonvested at the beginning of January 1, 2017	30		$	4.03
Granted	12		$	5.35
Vested	(9	)	$	3.92
Forfeited	(2	)	$	4.42
Nonvested as of December 31, 2017	31		$	4.54
Granted	18		$	6.40
Vested	(13	)	$	4.43
Forfeited	(1	)	$	4.99
Nonvested as of December 31, 2018	35		$	5.50
Units granted in connection with Pandora Acquisition	48		$	5.83
Granted	38		$	6.01
Vested	(38	)	$	5.53
Forfeited	(8	)	$	5.85
Nonvested as of December 31, 2019	75		$	5.95

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Expected contractual cash commitments

The following table summarizes our expected contractual cash commitments as of December 31, 2019:



	2020		2021		2022		2023		2024		Thereafter		Total
Debt obligations	$	2	$	1	$	1,000	$	693	$	1,500	$	4,750	$	7,946
Cash interest payments	396		390		390		339		321		703		2,539
Satellite and transmission	87		4		2		1		1		1		96
Programming and content	333		228		144		84		42		97		928
Sales and marketing	56		28		21		9		3		8		125
Satellite incentive payments	8		9		9		9		9		46		90
Operating lease obligations	72		72		64		56		42		173		479
Advertising sales commitments	20		15		—		—		—		—		35
Royalties, minimum guarantees and other	512		233		162		17		7		—		931
Total ⁽¹⁾	$	1,486	$	980	$	1,792	$	1,208	$	1,925	$	5,778	$	13,169

(1)

The table does not include our reserve for uncertain tax positions, which at December 31, 2019 totaled $12.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of components of income tax expense

We file a consolidated federal income tax return for all of our wholly owned subsidiaries, including Sirius XM and Pandora. Income tax expense consisted of the following:



	For the Years Ended December 31,
	2019			2018			2017
Current taxes:
Federal	$	—		$	—		$	—
State	(24		)	12			(32		)
Total current taxes	(24		)	12			(32		)
Deferred taxes:
Federal	(229		)	(259		)	(564		)
State	(30		)	2			(20		)
Total deferred taxes	(259		)	(257		)	(584		)
Total income tax expense	$	(283	)	$	(245	)	$	(616	)

Schedule of effective income tax rate reconciliation

The following table presents a reconciliation of the U.S. federal statutory tax rate and our effective tax rate:



	For the Years Ended December 31,
	2019		2018		2017
Federal tax expense, at statutory rate	21.0	%	21.0	%	35.0	%
State income tax expense, net of federal benefit	3.9	%	3.6	%	2.8	%
Change in valuation allowance	0.3	%	1.0	%	(0.1	)%
Tax credits	(2.7	)%	(6.8	)%	(1.7	)%
Share-based compensation	(2.4	)%	(3.1	)%	(2.9	)%
Impact of nondeductible officers' compensation	1.6	%	0.7	%	0.3	%
Federal tax reform - deferred rate change	—	%	—	%	14.6	%
Other, net	1.9	%	0.8	%	0.7	%
Effective tax rate	23.6	%	17.2	%	48.7	%

Deferred tax assets and liabilities

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities, shown before jurisdictional netting, are presented below:



	For the Years Ended December 31,
	2019			2018
Deferred tax assets:
Net operating loss carryforwards and tax credits	$	1,010		$	952
Deferred revenue	81			89
Accrued bonus	34			27
Expensed costs capitalized for tax	14			16
Investments	22			12
Stock based compensation	72			55
Other	10			6
Total deferred tax assets	1,243			1,157
Deferred tax liabilities:
Depreciation of property and equipment	(228		)	(230		)
FCC license	(519		)	(515		)
Other intangible assets	(340		)	(102		)
Other	(3		)	2
Total deferred tax liabilities	(1,090		)	(845		)
Net deferred tax assets before valuation allowance	153			312
Valuation allowance	(70		)	(66		)
Total net deferred tax asset	$	83		$	246

Uncertain income tax positions

Changes in our uncertain income tax positions, from January 1 through December 31 are set forth below:



	2019			2018
Balance, beginning of year	$	387		$	334
Increases in tax positions for prior years	—			65
Increases in tax positions for current years	31			15
Decreases in tax positions for prior years	(12		)	(27		)
Balance, end of year	$	406		$	387

Segments and Geographic Information (Tables)

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Segment revenue and gross profit were as follows during the period presented:



	For the Year Ended December 31, 2019
	Sirius XM			Pandora			Total
Revenue
Subscriber revenue	$	5,644		$	476		$	6,120
Advertising revenue	205			1,131			1,336
Equipment revenue	173			—			173
Other revenue	165			—			165
Total revenue	6,187			1,607			7,794
Cost of services ^(a)	(2,378		)	(1,005		)	(3,383		)
Segment gross profit	$	3,809		$	602		$	4,411

Reconciliation of Revenue from Segments to Consolidated

The reconciliation between reportable segment gross profit to consolidated income before income tax is as follows:



	For the Year Ended December 31, 2019
Segment Gross Profit	$	4,411
Subscriber acquisition costs	(427		)
Sales and marketing ^(a)	(859		)
Engineering, design and development ^(a)	(231		)
General and administrative ^(a)	(466		)
Depreciation and amortization	(468		)
Share-based payment expense	(229		)
Acquisition and other related costs	(84		)
Total other (expense) income	(450		)
Consolidated income before income taxes	$	1,197

(a)

Share-based payment expense of $44 related to cost of services, $78 related to sales and marketing, $49 related to engineering, design and development and $58 related to general and administrative has been excluded.

Quarterly Financial Data -- Unaudited (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Schedule of quarterly financial information

Our quarterly results of operations are summarized below:



	For the Three Months Ended
	March 31			June 30			September 30			December 31
2019
Total revenue	$	1,744		$	1,977		$	2,011		$	2,062
Cost of services	$	(748	)	$	(882	)	$	(881	)	$	(916	)
Income from operations	$	333		$	439		$	476		$	399
Net income	$	162		$	263		$	246		$	243
Net income per common share--basic ⁽¹⁾	$	0.04		$	0.06		$	0.06		$	0.05
Net income per common share--diluted ⁽¹⁾	$	0.03		$	0.06		$	0.05		$	0.05
2018
Total revenue	$	1,375		$	1,432		$	1,468		$	1,496
Cost of services	$	(535	)	$	(637	)	$	(565	)	$	(572	)
Income from operations	$	424		$	362		$	482		$	459
Net income	$	290		$	292		$	343		$	251
Net income per common share--basic⁽¹⁾	$	0.06		$	0.07		$	0.08		$	0.06
Net income per common share--diluted⁽¹⁾	$	0.06		$	0.06		$	0.07		$	0.06

(1)

Basic and Diluted earnings per share are computed quarterly and the sum of the quarterly calculation may not necessarily agree to the net income per share for the year due to rounding.

Business & Basis of Presentation (Details) subscriber in Millions	12 Months Ended
	Dec. 31, 2019 subscriber segment satellite_radio_system
Related Party Transaction [Line Items]
Number of reportable segments \| segment	2
Number of satellite radio systems \| satellite_radio_system	2
Equity Method Investee \| Sirius XM Canada
Related Party Transaction [Line Items]
Equity method investment, equity interest percentage	70.00%
Equity method investment, voting interest percentage	33.00%
Common Stock \| Management \| Liberty Media
Related Party Transaction [Line Items]
Related party ownership percentage	72.00%
Sirius XM
Related Party Transaction [Line Items]
Number of subscribers	34.9
Pandora
Related Party Transaction [Line Items]
Number of subscribers	6.2

Business & Basis of Presentation - Reclassification (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue	$ 2,062	$ 2,011	$ 1,977	$ 1,744	$ 1,496	$ 1,468	$ 1,432	$ 1,375	$ 7,794	$ 5,771	$ 5,425
Subscription Revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue									6,120	5,264	4,990
Advertising revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue									1,336	188	160
Equipment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue									173	155	132
Other revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue									$ 165	164	143
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										5,771	5,425
As Reported \| Subscription Revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										4,594	4,472
As Reported \| Advertising revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										188	160
As Reported \| Equipment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										155	132
As Reported \| Other revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										834	661
Reclassification
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										0	0
Reclassification \| Subscription Revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										670	518
Reclassification \| Advertising revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										0	0
Reclassification \| Equipment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										0	0
Reclassification \| Other revenue
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenue										$ (670)	$ (518)

Summary of Significant Accounting Policies - 10-K - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disaggregation of Revenue [Line Items]
Contract period (or less)	1 year
Activation fee revenue recognition period (months)	1 month
Other Income and Expenses [Abstract]
Advertising expense	$ 392	$ 267	$ 263
Engineering, design and development	280	123	112
Engineering, Design and Development
Other Income and Expenses [Abstract]
Engineering, design and development	$ 231	$ 106	$ 97
Minimum
Disaggregation of Revenue [Line Items]
Data trial contract period	3 years
Maximum
Disaggregation of Revenue [Line Items]
Percent of deferred revenue related to long-term contracts	10.00%
Data trial contract period	5 years
Subscription prepayment period	3 years
Prepaid Vehicle Subscriptions \| Minimum
Disaggregation of Revenue [Line Items]
Contract period (or less)	3 months
Prepaid Vehicle Subscriptions \| Maximum
Disaggregation of Revenue [Line Items]
Contract period (or less)	12 months

Summary of Significant Accounting Policies - 10-K - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stockholders’ (deficit) equity	$ (736)	$ (1,817)	$ (1,522)	$ (792)
Foreign currency translation adjustment, net of tax	14	(29)	19
Foreign currency translation adjustment, tax	(5)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stockholders’ (deficit) equity	$ 8	$ (6)	$ 19	$ 0

Summary of Significant Accounting Policies - 10-K - Recent Adopted Accounting Policies (Details) - USD ($) $ in Millions	Dec. 31, 2019	Jan. 01, 2019
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets	$ 466	$ 347
Lease liabilities	$ 502
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		347
Lease liabilities		$ 369

Summary of Significant Accounting Policies - 10-K - Cumulative Effect of Adoption of ASUs on the Consolidated Balance Sheet (Details) - USD ($) $ in Millions	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
Assets
Operating lease right-of-use assets	$ 466	$ 347
Liabilities:
Accounts payable and accrued expenses	1,151	735	$ 736
Operating lease current liabilities	46	30
Operating lease liabilities	456	339
Other long-term liabilities	$ 94	81	$ 102
Accounting Standards Update 2016-02
Assets
Operating lease right-of-use assets		347
Liabilities:
Accounts payable and accrued expenses		(1)
Operating lease current liabilities		30
Operating lease liabilities		339
Other long-term liabilities		$ (21)

Summary of Significant Accounting Policies - 10-K - ASU 2014-09 (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jan. 01, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Activation fee revenue recognition period (months)									1 month
Accumulated deficit	$ (1,143)				$ (2,057)				$ (1,143)	$ (2,057)
Revenue	2,062	$ 2,011	$ 1,977	$ 1,744	1,496	$ 1,468	$ 1,432	$ 1,375	7,794	5,771	$ 5,425
Cost of services	(916)	$ (881)	$ (882)	$ (748)	(572)	$ (565)	$ (637)	$ (535)	3,383
Subscriber acquisition costs									427	470	499
Income tax expense									(283)	(245)	(616)
Net income									914	1,176	648
Accumulated other comprehensive income (loss), net of tax	$ 8				$ (6)				8	(6)
Subscription Revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenue									6,120	5,264	4,990
Revenue Share and Royalties
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cost of services									$ 2,291	1,394	$ 1,210
Adjustments Due to ASU 2018-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Accumulated other comprehensive income (loss), net of tax												$ 4
Difference between Revenue Guidance in Effect before and after Topic 606 \| Accounting Standards Update 2014-09
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Subscriber acquisition costs										4
Income tax expense										0
Net income										3
Difference between Revenue Guidance in Effect before and after Topic 606 \| Accounting Standards Update 2014-09 \| Activation Fees
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reduction in deferred revenue												8
Accumulated deficit												8
Difference between Revenue Guidance in Effect before and after Topic 606 \| Accounting Standards Update 2014-09 \| Loyalty Payments
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Accumulated deficit												10
Prepaid expense and other assets												$ 10
Difference between Revenue Guidance in Effect before and after Topic 606 \| Accounting Standards Update 2014-09 \| Subscription Revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenue										95
Difference between Revenue Guidance in Effect before and after Topic 606 \| Accounting Standards Update 2014-09 \| Revenue Share and Royalties
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cost of services										88
Calculated under Revenue Guidance in Effect before Topic 606
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Subscriber acquisition costs										474
Income tax expense										(245)
Net income										1,179
Calculated under Revenue Guidance in Effect before Topic 606 \| Subscription Revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenue										5,359
Calculated under Revenue Guidance in Effect before Topic 606 \| Revenue Share and Royalties
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cost of services										$ 1,482

Acquisition (Details) $ in Millions		12 Months Ended
Acquisition (Details) $ in Millions	Feb. 01, 2019 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Feb. 14, 2019	Dec. 31, 2017 USD ($)
Business Acquisition [Line Items]
Goodwill		$ 3,843	$ 2,290		$ 2,287
Acquisition and other related costs		84	$ 3
Pandora
Business Acquisition [Line Items]
Consideration of common stock and replacement equity awards for pre-combination service	$ 2,355
Exchange ratio (in shares per share)	1.44
Sirius XM’s Pandora preferred stock investment (related party fair value instrument) canceled	$ 524
Total consideration for Pandora Acquisition	2,879
Acquisition of business, net of cash acquired	313
Goodwill	1,553	1,553
Finite-lived intangible assets		776
Gross operating loss carryforwards	$ 1,287
Acquisition and other related costs		$ 84
Customer relationships \| Pandora
Business Acquisition [Line Items]
Weighted average useful lives (years)		8 years
Software and technology
Business Acquisition [Line Items]
Weighted average useful lives (years)		7 years
Software and technology \| Pandora
Business Acquisition [Line Items]
Weighted average useful lives (years)		5 years
Senior Notes \| 1.75% Senior Notes Due 2020
Business Acquisition [Line Items]
Stated interest rate (as a percent)		1.75%
Senior Notes \| 1.75% Senior Notes Due 2020 \| Pandora
Business Acquisition [Line Items]
Stated interest rate (as a percent)		1.75%		1.75%
Senior Notes \| 1.75% Senior Notes Due 2023
Business Acquisition [Line Items]
Stated interest rate (as a percent)		1.75%
Trademarks \| Pandora
Business Acquisition [Line Items]
Fair value of acquired trademarks		$ 331

Acquisition - Consideration Transferred (Details) $ / shares in Units, shares in Millions, $ in Millions		12 Months Ended
	Feb. 01, 2019 USD ($) $ / shares shares	Dec. 31, 2019 $ / shares shares	Dec. 31, 2018 $ / shares
Business Acquisition [Line Items]
Common stock, par value (in dollars per share) \| $ / shares		$ 0.001	$ 0.001
Pandora
Business Acquisition [Line Items]
Pandora common stock outstanding (shares)	$ 272
Exchange ratio (in shares per share)	1.44
Price per share of Holdings common stock (in dollars per share) \| $ / shares	$ 5.83
Value of common stock issued to Pandora stockholders	$ 2,285
Value of replacement equity awards attributable to pre-combination service	70
Consideration of common stock and replacement equity awards for pre-combination service	2,355
Sirius XM’s Pandora preferred stock investment (related party fair value instrument) canceled	524
Total consideration for Pandora Acquisition	2,879
Value attributed to par at $0.001 par value	$ 1
Common stock, par value (in dollars per share) \| $ / shares	$ 0.001
Balance to capital in excess of par value	$ 2,354
Common Stock \| Pandora
Business Acquisition [Line Items]
Common stock issued (in shares) \| shares	392	392

Acquisition - Schedule of Acquisition (Details) - USD ($) $ in Millions	Dec. 31, 2019	Feb. 01, 2019	Dec. 31, 2018	Dec. 31, 2017
Acquired Assets:
Goodwill	$ 3,843		$ 2,290	$ 2,287
Assumed Liabilities:
Conversion feature of debt		$ 62
Pandora
Acquired Assets:
Cash and cash equivalents		313
Receivables, net		353
Prepaid expenses and other current assets		109
Property and equipment		65
Intangible assets		1,107
Goodwill	$ 1,553	1,553
Deferred tax assets		102
Operating lease right-of-use assets		104
Long term assets		7
Total assets		3,713
Assumed Liabilities:
Accounts payable and accrued expenses		324
Deferred revenue		37
Operating lease current liabilities		28
Current maturities of debt		151
Long-term debt		218
Operating lease liabilities		69
Other long-term liabilities		7
Total liabilities		834
Total consideration		$ 2,879

Acquisition - Pro Forma Information (Details) - Pandora - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Revenue	$ 1,607
Net loss	303
Total revenue	7,921	$ 7,348	$ 6,818
Net income	$ 938	$ 844	$ 335

Fair Value Measurements (Details) - USD ($) $ in Millions	12 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Liabilities:
Debt, fair value	$ 8,378	$ 6,633
Investment	19	17	$ 612
Pandora
Assets:
Pandora investment	0	523
Pandora \| Investee
Liabilities:
Investment			$ 480
Level 1
Liabilities:
Debt, fair value	0	0
Level 1 \| Pandora
Assets:
Pandora investment	0	0
Level 2
Liabilities:
Debt, fair value	8,378	6,633
Level 2 \| Pandora
Assets:
Pandora investment	0	523
Level 3
Liabilities:
Debt, fair value	0	0
Level 3 \| Pandora
Assets:
Pandora investment	$ 0	$ 0

Earnings per Share - Additional Information (Details) - shares		12 Months Ended
	Feb. 01, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Participating securities (in shares)		0	0	0
Anti-dilutive common stock equivalents (in shares)		66,000,000	40,000,000	41,000,000
Common Stock \| Pandora
Business Acquisition [Line Items]
Common stock issued (in shares)	392,000,000	392,000,000

Earnings per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Numerator:
Net Income available to common stockholders for basic net income per common share									$ 914	$ 1,176	$ 648
Effect of interest on assumed conversions of convertible debt, net of tax									7	0	0
Net Income available to common stockholders for dilutive net income per common share									$ 921	$ 1,176	$ 648
Denominator:
Weighted average common shares outstanding for basic net income per common share (in shares)									4,501	4,462	4,638
Weighted average impact of assumed Convertible Senior Notes conversion (in shares)									28	0	0
Weighted average impact of dilutive equity instruments (in shares)									87	99	86
Weighted average shares for diluted net income per common share (in shares)									4,616	4,561	4,724
Net income per common share:
Basic (in dollars per share)	$ 0.05	$ 0.06	$ 0.06	$ 0.04	$ 0.06	$ 0.08	$ 0.07	$ 0.06	$ 0.20	$ 0.26	$ 0.14
Diluted (in dollars per share)	$ 0.05	$ 0.05	$ 0.06	$ 0.03	$ 0.06	$ 0.07	$ 0.06	$ 0.06	$ 0.20	$ 0.26	$ 0.14
Adjustment of deferred tax assets											$ 185
Income tax effect on earnings per share (in dollars per share)											$ 0.04

Receivables, net (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Accounts receivable, net
Gross customer accounts receivable	$ 546	$ 105
Allowance for doubtful accounts	(14)	(7)
Customer accounts receivable, net	532	98
Receivables from distributors	113	107
Other receivables	25	28
Total receivables, net	$ 670	$ 233

Inventory, net (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Raw materials	$ 3	$ 5
Finished goods	13	23
Allowance for obsolescence	(5)	(6)
Total inventory, net	$ 11	$ 22

Goodwill (Details)	12 Months Ended
Goodwill (Details)	Dec. 31, 2019 USD ($) reporting_unit	Dec. 31, 2018 USD ($)	Feb. 01, 2019 USD ($)	Dec. 31, 2017 USD ($)
Business Acquisition [Line Items]
Number of reporting units \| reporting_unit	2
Goodwill	$ 3,843,000,000	$ 2,290,000,000		$ 2,287,000,000
Impairment losses for goodwill	0	0
Accumulated impairment of goodwill since the merger	4,766,000,000
Acquisition	1,553,000,000	3,000,000
Sirius XM
Business Acquisition [Line Items]
Goodwill	2,290,000,000	2,290,000,000		$ 2,287,000,000
Acquisition	0	$ 3,000,000
Pandora
Business Acquisition [Line Items]
Goodwill	1,553,000,000		$ 1,553,000,000
Acquisition	$ 1,553,000,000

Goodwill - Rollforward (Details) - USD ($) $ in Millions	12 Months Ended
Goodwill - Rollforward (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Goodwill [Roll Forward]
Goodwill, beginning of period	$ 2,290	$ 2,287
Acquisition	1,553	3
Goodwill, end of period	3,843	2,290
Sirius XM
Goodwill [Roll Forward]
Goodwill, beginning of period	2,290	2,287
Acquisition	0	3
Goodwill, end of period	2,290	2,290
Pandora
Goodwill [Roll Forward]
Goodwill, beginning of period	0	0
Acquisition	1,553	0
Goodwill, end of period	$ 1,553	$ 0

Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Definite life intangible assets:
Accumulated Amortization	$ (275)	$ (134)
Total definite life intangible assets, net	801
Gross Carrying Value
Total intangible assets	3,742	2,635
Net Carrying Value
Total intangible assets	3,467	2,501
FCC licenses
Indefinite life intangible assets:
Gross Carrying Value	2,084	2,084
Net Carrying Value	2,084	2,084
Trademarks
Indefinite life intangible assets:
Gross Carrying Value	251	251
Net Carrying Value	251	251
Trademarks \| Pandora
Indefinite life intangible assets:
Gross Carrying Value	331
Net Carrying Value	$ 331
OEM relationships
Definite life intangible assets:
Weighted average useful lives (years)	15 years
Gross Carrying Value	$ 220	220
Accumulated Amortization	(90)	(76)
Total definite life intangible assets, net	$ 130	144
Licensing agreements
Definite life intangible assets:
Weighted average useful lives (years)	12 years
Gross Carrying Value	$ 45	45
Accumulated Amortization	(42)	(38)
Total definite life intangible assets, net	$ 3	7
Software and technology
Definite life intangible assets:
Weighted average useful lives (years)	7 years
Gross Carrying Value	$ 35	35
Accumulated Amortization	(25)	(20)
Total definite life intangible assets, net	$ 10	$ 15
Software and technology \| Pandora
Definite life intangible assets:
Weighted average useful lives (years)	5 years
Gross Carrying Value	$ 373
Accumulated Amortization	(69)
Total definite life intangible assets, net	$ 304
Customer relationships \| Pandora
Definite life intangible assets:
Weighted average useful lives (years)	8 years
Gross Carrying Value	$ 403
Accumulated Amortization	(49)
Total definite life intangible assets, net	$ 354

Intangible Assets - Indefinite Life Intangible Assets (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Acquired Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets, indefinite-lived (excluding goodwill)	$ 0	$ 0	$ 0
Trademarks \| Pandora
Acquired Indefinite-lived Intangible Assets [Line Items]
Fair value of acquired trademarks	$ 331,000,000

Intangible Assets - Definite Life Intangible Assets (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Definite life intangible assets:
Impairment of definite-lived intangible assets	$ 0	$ 0	$ 0
Amortization of intangible assets	141,000,000	23,000,000	38,000,000
Retired
Definite life intangible assets:
Intangible assets	0	$ 390,000,000	$ 0
Pandora
Definite life intangible assets:
Finite-lived intangible assets	$ 776,000,000

Intangible Assets - Expected Amortization Expense for Each of the Fiscal Years (Details) $ in Millions	Dec. 31, 2019 USD ($)
Expected amortization expense for each of the fiscal years
2020	$ 152
2021	146
2022	144
2023	134
2024	69
Thereafter	156
Total definite life intangible assets, net	$ 801

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 3,797	$ 3,364
Accumulated depreciation and amortization	(2,171)	(1,851)
Property and equipment, net	$ 1,626	1,513
Satellite system
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	15 years
Total property and equipment	$ 1,587	1,587
Terrestrial repeater network
Property, Plant and Equipment [Line Items]
Total property and equipment	100	98
Broadcast studio equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	137	111
Capitalized software and hardware
Property, Plant and Equipment [Line Items]
Total property and equipment	1,086	824
Satellite telemetry, tracking and control facilities
Property, Plant and Equipment [Line Items]
Total property and equipment	87	76
Furniture, fixtures, equipment and other
Property, Plant and Equipment [Line Items]
Total property and equipment	89	97
Building
Property, Plant and Equipment [Line Items]
Total property and equipment	63	63
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	105	58
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	38	38
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 505	$ 412
Minimum \| Terrestrial repeater network
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	5 years
Minimum \| Broadcast studio equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	3 years
Minimum \| Capitalized software and hardware
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	2 years
Minimum \| Satellite telemetry, tracking and control facilities
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	3 years
Minimum \| Furniture, fixtures, equipment and other
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	2 years
Minimum \| Building
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	20 years
Maximum \| Terrestrial repeater network
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	15 years
Maximum \| Broadcast studio equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	15 years
Maximum \| Capitalized software and hardware
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	7 years
Maximum \| Satellite telemetry, tracking and control facilities
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	15 years
Maximum \| Furniture, fixtures, equipment and other
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	7 years
Maximum \| Building
Property, Plant and Equipment [Line Items]
Estimated useful lives (years)	30 years

Property and Equipment - Schedule of Construction in Progress (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Construction in progress	$ 505	$ 412
Satellite system
Property, Plant and Equipment [Line Items]
Construction in progress	371	296
Terrestrial repeater network
Property, Plant and Equipment [Line Items]
Construction in progress	7	5
Capitalized software and hardware
Property, Plant and Equipment [Line Items]
Construction in progress	107	77
Other
Property, Plant and Equipment [Line Items]
Construction in progress	$ 20	$ 34

Property and Equipment - Additional Information (Details)	12 Months Ended
	Dec. 31, 2019 USD ($) satellite	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Property, Plant and Equipment [Abstract]
Asset impairment charges	$ 0	$ 0	$ 0
Depreciation and amortization expense on property and equipment	327,000,000	278,000,000	261,000,000
Disposal of property and equipment	9,000,000	35,000,000	79,000,000
Capitalized interest costs	17,000,000	12,000,000	5,000,000
Capitalized stock-based compensation costs	$ 13,000,000	$ 0	$ 0
Number of owned satellites \| satellite	5

Leases (Details)	12 Months Ended
Leases (Details)	Dec. 31, 2019
Lessee, Lease, Description [Line Items]
Finance lease, renewal term (years)	5 years
Minimum
Lessee, Lease, Description [Line Items]
Operating lease obligations, term (years)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Operating lease obligations, term (years)	18 years
Operating lease, renewal term (years)	5 years
Option to terminate lease, term of option (years)	1 year

Leases - Components of Lease Expense (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Leases [Abstract]
Operating lease cost	$ 80
Finance lease cost	4
Sublease income	(3)
Total lease cost	$ 81

Leases - Supplemental Cash Flow Information (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Leases [Abstract]
Operating cash flows from operating leases	$ 70
Financing cash flows from finance leases	3
Operating leases	$ 83

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Dec. 31, 2019	Jan. 01, 2019
Operating Lease [Abstract]
Operating lease right-of-use assets	$ 466	$ 347
Operating lease current liabilities	46	30
Operating lease liabilities	456	$ 339
Total operating lease liabilities	502
Finance Lease [Abstract]
Property and equipment, gross	15
Accumulated depreciation	(12)
Property and equipment, net	3
Current maturities of debt	1
Long-term debt	1
Total finance lease liabilities	$ 2
Weighted average remaining lease term, operating leases (years)	9 years
Weighted average remaining lease term, finance leases (years)	2 years
Weighted average discount rate, operating lease (as a percent)	5.30%
Weighted average discount rate, finance lease (as a percent)	1.70%

Leases - Maturities of Lease Liabilities (Details) $ in Millions	Dec. 31, 2019 USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2020	$ 69
2021	74
2022	71
2023	68
2024	59
Thereafter	303
Total future minimum lease payments	644
Less imputed interest	(142)
Total operating lease liabilities	502
Finance Lease, Liability, Payment, Due [Abstract]
2020	1
2021	1
2022	0
2023	0
2024	0
Thereafter	0
Total future minimum lease payments	2
Less imputed interest	0
Total finance lease liabilities	$ 2

Related Party Transactions - Liberty Media, Sirius XM Canada, Pandora - Additional Information (Details) $ / shares in Units, $ / shares in Units, shares in Millions, $ in Millions, $ in Millions		12 Months Ended
	May 25, 2017 CAD ($)	Dec. 31, 2019 USD ($) director executive $ / shares shares	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($) shares	Dec. 31, 2019 $ / shares
Related Party Transaction [Line Items]
Preferred stock liquidation preference per share (in dollars per share) \| $ / shares		$ 0.001
Common Stock
Related Party Transaction [Line Items]
Shares issued in purchase \| shares				35
Pandora
Related Party Transaction [Line Items]
Pandora investment		$ 0	$ 523
Management \| Liberty Media \| Executives
Related Party Transaction [Line Items]
Number of related party members on board of directors \| executive		1,000
Management \| Liberty Media \| Senior Advisor
Related Party Transaction [Line Items]
Number of related party members on board of directors \| executive		1,000
Management \| Liberty Media \| Director
Related Party Transaction [Line Items]
Number of related party members on board of directors \| director		1,000
Management \| Liberty Media \| Common Stock
Related Party Transaction [Line Items]
Related party ownership percentage		72.00%
Equity Method Investee
Related Party Transaction [Line Items]
Notes receivable, related parties	$ 131
Proceeds from related party debt			3
Equity Method Investee \| Services Agreement
Related Party Transaction [Line Items]
Period of agreement	30 years
Equity Method Investee \| Services Agreement, Years 1 Through 5
Related Party Transaction [Line Items]
Payments receivable, percentage of gross revenue	25.00%
Equity Method Investee \| Advisory Services Agreement
Related Party Transaction [Line Items]
Period of agreement	30 years
Payments receivable, percentage of gross revenue	5.00%
Equity Method Investee \| Common Stock
Related Party Transaction [Line Items]
Shares issued in purchase \| shares				35
Equity Method Investee \| Sirius XM Canada
Related Party Transaction [Line Items]
Equity method investment, equity interest percentage		70.00%
Equity method investment, voting interest percentage		33.00%
Consideration transferred				$ 309
Payments to acquire equity method investments				130
Equity interests issued and issuable				179
Number of preferred shares owned \| shares		591
Preferred stock liquidation preference per share (in dollars per share) \| $ / shares					$ 1
Notes receivable, related parties		$ 131	126
Equity method investments		321	311
Revenue from related parties		98	97	87
Maximum \| Equity Method Investee
Related Party Transaction [Line Items]
Proceeds from related party debt		1
Maximum \| Equity Method Investee \| Sirius XM Canada
Related Party Transaction [Line Items]
Equity method investment, dividends, including reduction of investment		2	2	$ 4
Fair Value, Inputs, Level 2 \| Pandora
Related Party Transaction [Line Items]
Pandora investment		$ 0	$ 523

Debt - Schedule of Long-term Debt Instruments (Details) - USD ($)				12 Months Ended
	Jul. 18, 2019	Mar. 18, 2019	Feb. 14, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jul. 02, 2019	Jun. 07, 2019	Feb. 01, 2019
Debt
Capital leases				$ 2,000,000
Capital leases					$ 5,000,000
Total debt				7,853,000,000	6,895,000,000
Less: total current maturities				2,000,000	3,000,000
Less: total deferred financing costs for Notes				9,000,000	7,000,000
Total long-term debt				7,842,000,000	6,885,000,000
Loss on extinguishment of debt				57,000,000	0	$ 44,000,000
Proceeds from sale of capped call security				3,000,000	0	$ 0
Senior Secured Revolving Credit Facility
Debt
Principal amount				0
Carrying value				$ 0	439,000,000
Credit facility, unused capacity, commitment fee percentage				0.25%
Senior Notes \| 1.75% Senior Notes Due 2020
Debt
Stated interest rate (as a percent)				1.75%
Principal amount				$ 1,000,000
Carrying value				1,000,000	0
Loss on extinguishment of debt				$ 1,000,000
Senior Notes \| 3.875% Senior Notes Due 2022
Debt
Stated interest rate (as a percent)				3.875%
Principal amount				$ 1,000,000,000
Carrying value				$ 995,000,000	994,000,000
Senior Notes \| 4.625% Senior Notes Due 2023
Debt
Stated interest rate (as a percent)				4.625%
Principal amount				$ 500,000,000
Carrying value				$ 498,000,000	497,000,000
Senior Notes \| 1.75% Senior Notes Due 2023
Debt
Stated interest rate (as a percent)				1.75%
Principal amount				$ 193,000,000
Carrying value				$ 163,000,000	0
Senior Notes \| 6.00% Senior Note Due 2024
Debt
Stated interest rate (as a percent)	6.00%			6.00%
Principal amount	$ 1,500,000,000			$ 0
Carrying value				$ 0	1,490,000,000
Extinguishment of debt	1,546,000,000
Loss on extinguishment of debt	$ (56,000,000)
Senior Notes \| 4.625% Senior Notes Due 2024
Debt
Stated interest rate (as a percent)				4.625%			4.625%
Principal amount				$ 1,500,000,000			$ 1,500,000,000
Carrying value				$ 1,485,000,000	0
Net original issuance discount and deferred financing costs							$ 19,000,000
Senior Notes \| 5.375% Senior Notes Due 2025
Debt
Stated interest rate (as a percent)				5.375%
Principal amount				$ 1,000,000,000
Carrying value				$ 993,000,000	992,000,000
Senior Notes \| 5.375% Senior Notes Due 2026
Debt
Stated interest rate (as a percent)				5.375%
Principal amount				$ 1,000,000,000
Carrying value				$ 992,000,000	991,000,000
Senior Notes \| 5.00% Senior Notes Due 2027
Debt
Stated interest rate (as a percent)				5.00%
Principal amount				$ 1,500,000,000
Carrying value				$ 1,488,000,000	1,487,000,000
Senior Notes \| 5.500% Senior Notes Due 2029
Debt
Stated interest rate (as a percent)				5.50%
Principal amount				$ 1,250,000,000				$ 1,250,000,000
Carrying value				1,236,000,000	$ 0
Net original issuance discount and deferred financing costs								$ 16,000,000
Line of Credit \| Senior Secured Revolving Credit Facility
Debt
Line of credit facility				$ 1,750,000,000
Pandora \| Senior Notes \| 1.75% Senior Notes Due 2020
Debt
Stated interest rate (as a percent)			1.75%	1.75%
Short-term debt									$ 152,000,000
Debt instrument redemption price (as a percent of aggregate principal)			100.00%
Pandora \| Senior Notes \| 1.75% Senior Notes Due 2023
Debt
Principal amount									$ 193,000,000
Pandora \| Senior Notes \| 1.75% Senior Notes Due 2020
Debt
Extinguishment of debt		$ 151,000,000
Pandora
Debt
Letters of credit outstanding				$ 1,000,000

Debt - Additional Information (Details) $ in Millions	12 Months Ended
Debt - Additional Information (Details) $ in Millions	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)
Senior Secured Revolving Credit Facility
Debt Instrument [Line Items]
Maximum consolidated leverage ratio	5.0
Carrying value	$ 0	$ 439
Senior Notes \| 1.75% Senior Notes Due 2020
Debt Instrument [Line Items]
Stated interest rate (as a percent)	1.75%
Shares issued (shares per thousand dollars)	0.0877
Carrying value	$ 1	0
Senior Notes \| 1.75% Senior Notes Due 2023
Debt Instrument [Line Items]
Stated interest rate (as a percent)	1.75%
Shares issued (shares per thousand dollars)	0.1504
Carrying value	$ 163	$ 0
Pandora \| Senior Notes \| 1.75% Senior Notes Due 2020
Debt Instrument [Line Items]
Carrying value	$ 151

Stockholders' Equity - Common Stock (Details) - $ / shares		12 Months Ended
	Feb. 01, 2019	Dec. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Common stock, par value (in dollars per share)		$ 0.001	$ 0.001
Common stock, shares authorized (in shares)		9,000,000,000	9,000,000,000
Common stock, shares issued (in shares)		4,412,000,000	4,346,000,000
Common stock, shares outstanding (in shares)		4,412,000,000	4,346,000,000
Common stock reserved for issuance (in shares)		283,000,000
Pandora
Business Acquisition [Line Items]
Common stock, par value (in dollars per share)	$ 0.001
Common Stock \| Pandora
Business Acquisition [Line Items]
Common stock issued (in shares)	392,000,000	392,000,000

Stockholders' Equity - Quarterly Dividends (Details) - USD ($) $ / shares in Units, $ in Millions	Oct. 10, 2019	Jul. 16, 2019	Apr. 23, 2019	Jan. 29, 2019
Equity [Abstract]
Dividends Per Share (in dollars per share)	$ 0.01331	$ 0.0121	$ 0.0121	$ 0.0121
Total Amount	$ 59	$ 54	$ 56	$ 57

Stockholders' Equity - Stock Repurchase Program (Details) shares in Millions	Dec. 31, 2019 USD ($) shares
Class of Stock [Line Items]
Number of shares repurchased (in shares) \| shares	3,047
Aggregate cost for shares repurchased	$ 12,834,000,000
Remaining amount authorized under the stock repurchase program	1,166,000,000
Common Stock
Class of Stock [Line Items]
Stock repurchase program, aggregate authorized amount	$ 14,000,000,000

Stockholders' Equity - Schedule of Repurchase Agreements (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Shares Repurchase Activity [Line Items]
Amount	$ 2,159	$ 1,297	$ 1,403
Open Market Repurchases
Shares Repurchase Activity [Line Items]
Shares (in shares)	364	209	271
Amount	$ 2,159	$ 1,297	$ 1,403

Stockholders' Equity - Preferred Stock (Details) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Equity [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001
Undesignated preferred stock authorized (in shares)	50,000,000
Preferred stock liquidation preference per share (in dollars per share)	$ 0.001
Preferred stock issued (in shares)	0	0
Preferred stock outstanding (in shares)	0	0

Benefit Plans - Additional Information (Details) $ / shares in Units, shares in Millions, $ in Millions		12 Months Ended
	Feb. 01, 2019 USD ($)	Dec. 31, 2019 USD ($) $ / shares shares	Dec. 31, 2018 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) $ / shares shares
Business Acquisition [Line Items]
Share-based payment expense		$ 250	$ 133	$ 124
Goodwill		3,843	2,290	2,287
Share-based payment expense		250	$ 133	$ 124
Pandora
Business Acquisition [Line Items]
Exchange ratio (in shares per share)	1.44
Goodwill	$ 1,553	$ 1,553
Employees and Non Employee Stock Option
Business Acquisition [Line Items]
Grant date fair value of options (in dollars per share) \| $ / shares		$ 1.26	$ 1.45	$ 1.17
Options exercised in period, intrinsic value		$ 146	$ 215	$ 167
Exercise of stock options and vesting of restricted stock units (in shares) \| shares		15	19	17
Share-based payment expense		$ 60	$ 67	$ 78
Pre-Acquisition Replacement Equity Awards
Business Acquisition [Line Items]
Goodwill		8
Restricted Stock Units (RSUs) and Performance Shares
Business Acquisition [Line Items]
Share-based payment expense		190	66	46
Restricted stock units vested, intrinsic value		$ 235	$ 85	$ 48
Granted (in shares) \| shares		38	18	12
Restricted Stock Units (RSUs)
Business Acquisition [Line Items]
Exercise of stock options and vesting of restricted stock units (in shares) \| shares		23	7	5
Performance-based Share Awards
Business Acquisition [Line Items]
Granted (in shares) \| shares		6	5	1
Pre-Acquisition Replacement Equity Awards, Restricted Stock Units
Business Acquisition [Line Items]
Goodwill		$ 62
Restricted Stock Units Rsu And Stock Options
Business Acquisition [Line Items]
Unrecognized compensation costs		$ 415	$ 254
Weighted-average service period (in years)		2 years 4 months 24 days
Acquisition-related Costs
Business Acquisition [Line Items]
Share-based payment expense		$ 21
Maximum \| Restricted Stock Units (RSUs) and Performance Shares
Business Acquisition [Line Items]
Restricted stock units granted (in shares) \| shares		1	1	1

Benefit Plans - 2015 Long-Term Stock Incentive Plan (Details) shares in Millions	12 Months Ended
	Dec. 31, 2019 shares
Performance-based Share Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	3 years
2015 Long-Term Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock conversion to common stock	1
Common stock available for future grants (in shares)	165
2015 Long-Term Stock Incentive Plan \| Employees and Non Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option expiration period	10 years
2015 Long-Term Stock Incentive Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	3 years
2015 Long-Term Stock Incentive Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	4 years

Benefit Plans - Other Plans (Details)	12 Months Ended
Benefit Plans - Other Plans (Details)	Dec. 31, 2019 plan
Retirement Benefits [Abstract]
Number of other share-based benefit plans	6

Benefit Plans - Fair Value of Options Granted (Details)	12 Months Ended
Benefit Plans - Fair Value of Options Granted (Details)	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Retirement Benefits [Abstract]
Risk-free interest rate	2.40%	2.70%	1.80%
Expected life of options — years	3 years 4 months 28 days	4 years 4 months 17 days	4 years 7 months 2 days
Expected stock price volatility	26.00%	23.00%	24.00%
Expected dividend yield	0.80%	0.70%	0.70%

Benefit Plans - Stock Options Activity Under Share-Based Payment Plans (Details) - Employees and Non Employee Stock Option - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Options
Outstanding as of beginning of period (in shares)	243	280	333
Options granted in connection with Pandora Acquisition (in shares)	7
Granted (in shares)	15	32	26
Exercised (in shares)	(53)	(65)	(73)
Forfeited, cancelled or expired (in shares)	(4)	(4)	(6)
Outstanding as of end of period (in shares)	208	243	280
Exercisable (in shares)	148
Weighted- Average Exercise Price Per Share
Outstanding as of beginning of period (in dollars per share)	$ 4.22	$ 3.76	$ 3.50
Options granted in connection with Pandora Acquisition (in dollars per share)	3.85
Granted (in dollars per share)	6.10	6.59	5.49
Exercised (in dollars per share)	3.65	3.35	3.21
Forfeited, cancelled or expired (in dollars per share)	5.58	4.76	4.07
Outstanding as of end of period (in dollars per share)	4.46	$ 4.22	$ 3.76
Exercisable (in dollars per share)	$ 3.96
Weighted- Average Remaining Contractual Term (Years)
Outstanding	5 years 6 months 29 days
Exercisable	4 years 9 months 7 days
Aggregate Intrinsic Value
Outstanding	$ 560
Exercisable	$ 472

Benefit Plans - Summary of Restricted Stock Unit and Stock Award Activity (Details) - Restricted Stock Units (RSUs) and Performance Shares - $ / shares shares in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Shares
Nonvested as of beginning of period (in shares)	35	31	30
Units granted in connection with Pandora Acquisition (in shares)	48
Granted (in shares)	38	18	12
Vested (in shares)	(38)	(13)	(9)
Forfeited (in shares)	(8)	(1)	(2)
Nonvested as of end of period (in shares)	75	35	31
Grant Date Fair Value Per Share
Nonvested as of beginning of period (in dollars per share)	$ 5.50	$ 4.54	$ 4.03
Units granted in connection with Pandora Acquisition (in dollars per share)	5.83
Granted (in dollars per share)	6.01	6.40	5.35
Vested (in dollars per share)	5.53	4.43	3.92
Forfeited (in dollars per share)	5.85	4.99	4.42
Nonvested as of end of period (in dollars per share)	$ 5.95	$ 5.50	$ 4.54

Benefit Plans - 401(k) Savings Plan (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Sirius XM Savings Plan
Defined Benefit Plan Disclosure [Line Items]
Minimum of employee contributions of pre-tax eligible earnings to Company 401(k) Savings Plan	1.00%
Maximum of employee contributions of pre-tax eligible earnings to Company 401(k) Savings Plan	50.00%
Percent of Company match of employee's voluntary contributions	50.00%
Percent of employee's pre-tax salary	6.00%
Maximum annual contributions per employee, percent	3.00%
Vesting percentage of employer contributions for each year of employment	33.33%
Savings plan, fully vested period	3 years
Recognized cost	$ 9	$ 9	$ 8
Pandora Plan
Defined Benefit Plan Disclosure [Line Items]
Minimum of employee contributions of pre-tax eligible earnings to Company 401(k) Savings Plan	1.00%
Maximum of employee contributions of pre-tax eligible earnings to Company 401(k) Savings Plan	75.00%

Benefit Plans - Sirius XM Holdings Inc. Deferred Compensation Plan (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Deferred compensation contributions	$ 7	$ 8	$ 8
Fair value of investment assets related to deferred compensation plan	34	22
Unrealized gains (losses) on investments	$ 3	$ (1)

Commitments and Contingencies - Expected Contractual Cash Commitments (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Expected contractual cash commitments
2020	$ 1,486
2021	980
2022	1,792
2023	1,208
2024	1,925
Thereafter	5,778
Total	13,169
Uncertain tax positions are recognized in other long-term liabilities	12	$ 9
Debt obligations
Expected contractual cash commitments
2020	2
2021	1
2022	1,000
2023	693
2024	1,500
Thereafter	4,750
Total	7,946
Cash interest payments
Expected contractual cash commitments
2020	396
2021	390
2022	390
2023	339
2024	321
Thereafter	703
Total	2,539
Satellite and transmission
Expected contractual cash commitments
2020	87
2021	4
2022	2
2023	1
2024	1
Thereafter	1
Total	96
Programming and content
Expected contractual cash commitments
2020	333
2021	228
2022	144
2023	84
2024	42
Thereafter	97
Total	928
Sales and marketing
Expected contractual cash commitments
2020	56
2021	28
2022	21
2023	9
2024	3
Thereafter	8
Total	125
Satellite incentive payments
Expected contractual cash commitments
2020	8
2021	9
2022	9
2023	9
2024	9
Thereafter	46
Total	90
Operating lease obligations
Expected contractual cash commitments
2020	72
2021	72
2022	64
2023	56
2024	42
Thereafter	173
Total	479
Advertising sales commitments
Expected contractual cash commitments
2020	20
2021	15
2022	0
2023	0
2024	0
Thereafter	0
Total	35
Royalties, minimum guarantees and other
Expected contractual cash commitments
2020	512
2021	233
2022	162
2023	17
2024	7
Thereafter	0
Total	$ 931

Commitments and Contingencies - Additional Information (Details)			1 Months Ended	12 Months Ended
	Apr. 30, 2019	Mar. 13, 2017 USD ($)	Apr. 30, 2019 USD ($)	Dec. 31, 2019 USD ($) $ / transmission satellite	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Loss Contingencies [Line Items]
Number of replacement satellites \| satellite				2
Rent expense recognized				$ 75,000,000
Rent expense recognized					$ 43,000,000	$ 43,000,000
Telephone Consumer Protection Act Suits
Loss Contingencies [Line Items]
Non-reversionary settlement fund			$ 25,000,000
Subscription term awarded to other party (in months)	3 months		3 months
Telephone Consumer Protection Act Suits \| Pending Litigation
Loss Contingencies [Line Items]
Damages sought per violation		$ 500
Copyright Royalty Board Proceeding To Determine The Rate For Statutory Webcasting
Loss Contingencies [Line Items]
Webcaster fee, non-subscription (usd per transmission) \| $ / transmission				0.0018
Webcaster fee, subscription (usd per transmission) \| $ / transmission				0.0024
Webcaster fee, non-subscription, proposed rate (usd per transmission) \| $ / transmission				0.0028
Webcaster fee, subscription, proposed rate (usd per transmission) \| $ / transmission				0.0031
Surety Bond
Loss Contingencies [Line Items]
Estimate of possible loss				$ 45,000,000
Maximum
Loss Contingencies [Line Items]
Operating lease obligations, term (years)				15 years
Maximum \| Telephone Consumer Protection Act Suits \| Pending Litigation
Loss Contingencies [Line Items]
Damages sought per willful violation		$ 1,500
Minimum
Loss Contingencies [Line Items]
Operating lease obligations, term (years)				1 year
XM-5, FM-5, FM-6, XM-3, and XM-4
Loss Contingencies [Line Items]
Operating performance over design life				15 years
XM-4
Loss Contingencies [Line Items]
Period beyond expected operating performance of design life for XM-4				5 years
XM-4 \| Maximum
Loss Contingencies [Line Items]
Additional payments required if XM-4 continues to operate above baseline specifications				$ 10,000,000
Advertising sales commitments
Loss Contingencies [Line Items]
Future minimum guarantee payments				35,000,000
Minimum guarantee payments due in remainder of 2019				20,000,000
Royalty Arrangement
Loss Contingencies [Line Items]
Future minimum guarantee payments				265,000,000
Minimum guarantee payments due in remainder of 2019				249,000,000
Prepayments made of minimum guarantee payments				$ 25,000,000

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Feb. 01, 2019
Operating Loss Carryforwards [Line Items]
Current federal income tax provision	$ 0	$ 0	$ 0
Effective income tax rate percent	23.60%	17.20%	48.70%
Adjustment of deferred tax assets			$ (185,000,000)
Tax credit	$ 33,000,000	$ 97,000,000
Valuation allowance	70,000,000	66,000,000
Unrecognized tax benefits	406,000,000	387,000,000	$ 334,000,000
Unrecognized tax benefits that would impact effective tax rate	297,000,000
Uncertain tax positions are recognized in other long-term liabilities	12,000,000	9,000,000
Penalties accrued	0
Unrecognized tax benefits, increase resulting from interest	2,000,000	$ 1,000,000
Domestic Tax Authority
Operating Loss Carryforwards [Line Items]
Gross operating loss carryforwards	$ 2,694,000,000
Pandora
Operating Loss Carryforwards [Line Items]
Gross operating loss carryforwards				$ 1,287,000,000

Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Current taxes:
Federal	$ 0	$ 0	$ 0
State	(24,000,000)	12,000,000	(32,000,000)
Total current taxes	(24,000,000)	12,000,000	(32,000,000)
Deferred taxes:
Federal	(229,000,000)	(259,000,000)	(564,000,000)
State	(30,000,000)	2,000,000	(20,000,000)
Total deferred taxes	(259,000,000)	(257,000,000)	(584,000,000)
Total income tax expense	$ (283,000,000)	$ (245,000,000)	$ (616,000,000)

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Federal tax expense, at statutory rate	21.00%	21.00%	35.00%
State income tax expense, net of federal benefit	3.90%	3.60%	2.80%
Change in valuation allowance	0.30%	1.00%	(0.10%)
Tax credits	(2.70%)	(6.80%)	(1.70%)
Share-based compensation	(2.40%)	(3.10%)	(2.90%)
Impact of nondeductible officers' compensation	1.60%	0.70%	0.30%
Federal tax reform - deferred rate change	0.00%	0.00%	14.60%
Other, net	1.90%	0.80%	0.70%
Effective tax rate	23.60%	17.20%	48.70%

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets:
Net operating loss carryforwards and tax credits	$ 1,010	$ 952
Deferred revenue	81	89
Accrued bonus	34	27
Expensed costs capitalized for tax	14	16
Investments	22	12
Stock based compensation	72	55
Other	10	6
Total deferred tax assets	1,243	1,157
Deferred tax liabilities:
Depreciation of property and equipment	(228)	(230)
FCC license	(519)	(515)
Other intangible assets	(340)	(102)
Other	(3)	2
Total deferred tax liabilities	(1,090)	(845)
Net deferred tax assets before valuation allowance	153	312
Valuation allowance	(70)	(66)
Total net deferred tax asset	$ 83	$ 246

Income Taxes - Summary of Income Tax Contingencies (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Changes in uncertain income tax positions
Balance, beginning of year	$ 387	$ 334
Increases in tax positions for prior years	0	65
Increases in tax positions for current years	31	15
Decreases in tax positions for prior years	(12)	(27)
Balance, end of year	$ 406	$ 387

Segments and Geographic Information (Details)	3 Months Ended								12 Months Ended
Segments and Geographic Information (Details)	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2018 USD ($)	Mar. 31, 2018 USD ($)	Dec. 31, 2019 USD ($) segment	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments \| segment									2
Revenue	$ 2,062,000,000	$ 2,011,000,000	$ 1,977,000,000	$ 1,744,000,000	$ 1,496,000,000	$ 1,468,000,000	$ 1,432,000,000	$ 1,375,000,000	$ 7,794,000,000	$ 5,771,000,000	$ 5,425,000,000
Advertising revenue
Segment Reporting Information [Line Items]
Revenue									1,336,000,000	$ 188,000,000	$ 160,000,000
Maximum \| Advertising revenue \| Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenue									$ 1,000,000

Segments and Geographic Information - Revenue and Profit by Segment (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Segment Reporting Information [Line Items]
Revenue	$ 2,062	$ 2,011	$ 1,977	$ 1,744	$ 1,496	$ 1,468	$ 1,432	$ 1,375	$ 7,794	$ 5,771	$ 5,425
Cost of services	$ 916	$ 881	$ 882	$ 748	$ 572	$ 565	$ 637	$ 535	(3,383)
Segment gross profit									4,411
Sirius XM
Segment Reporting Information [Line Items]
Revenue									6,187
Cost of services									(2,378)
Segment gross profit									3,809
Pandora
Segment Reporting Information [Line Items]
Revenue									1,607
Cost of services									(1,005)
Segment gross profit									602
Subscriber revenue
Segment Reporting Information [Line Items]
Revenue									6,120	5,264	4,990
Subscriber revenue \| Sirius XM
Segment Reporting Information [Line Items]
Revenue									5,644
Subscriber revenue \| Pandora
Segment Reporting Information [Line Items]
Revenue									476
Advertising revenue
Segment Reporting Information [Line Items]
Revenue									1,336	188	160
Advertising revenue \| Sirius XM
Segment Reporting Information [Line Items]
Revenue									205
Advertising revenue \| Pandora
Segment Reporting Information [Line Items]
Revenue									1,131
Equipment revenue
Segment Reporting Information [Line Items]
Revenue									173	155	132
Cost of services									(29)	(31)	(35)
Equipment revenue \| Sirius XM
Segment Reporting Information [Line Items]
Revenue									173
Equipment revenue \| Pandora
Segment Reporting Information [Line Items]
Revenue									0
Other revenue
Segment Reporting Information [Line Items]
Revenue									165	$ 164	$ 143
Other revenue \| Sirius XM
Segment Reporting Information [Line Items]
Revenue									165
Other revenue \| Pandora
Segment Reporting Information [Line Items]
Revenue									$ 0

Segments and Geographic Information - Gross Profit to Consolidated Income Reconciliation (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment gross profit	$ 4,411
Subscriber acquisition costs	(427)	$ (470)	$ (499)
Sales and marketing	(937)	(484)	(438)
Engineering, design and development	(280)	(123)	(112)
General and administrative	(524)	(354)	(335)
Depreciation and amortization	(468)	(301)	(299)
Share-based payment expense	(250)	(133)	(124)
Acquisition and other related costs	(84)	(3)
Consolidated income before income taxes	1,197	$ 1,421	$ 1,264
Segment Reconciling Items
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Subscriber acquisition costs	(427)
Sales and marketing	(859)
Engineering, design and development	(231)
General and administrative	(466)
Depreciation and amortization	(468)
Share-based payment expense	(229)
Acquisition and other related costs	(84)
Total other (expense) income	(450)
Cost of Sales
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Share-based payment expense	(44)
Sales and Marketing
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Share-based payment expense	(78)
Research and Development Expense
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Share-based payment expense	(49)
General and Administrative Expense
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Share-based payment expense	$ (58)

Subsequent Events (Details) - $ / shares	Jan. 30, 2020	Oct. 10, 2019	Jul. 16, 2019	Apr. 23, 2019	Jan. 29, 2019
Subsequent Event [Line Items]
Dividends declared per common share (in dollars per share)		$ 0.01331	$ 0.0121	$ 0.0121	$ 0.0121
Subsequent Event
Subsequent Event [Line Items]
Dividends declared per common share (in dollars per share)	$ 0.01331

Quarterly Financial Data -- Unaudited (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Quarterly Financial Information Disclosure [Abstract]
Revenue	$ 2,062	$ 2,011	$ 1,977	$ 1,744	$ 1,496	$ 1,468	$ 1,432	$ 1,375	$ 7,794	$ 5,771	$ 5,425
Cost of services	(916)	(881)	(882)	(748)	(572)	(565)	(637)	(535)	3,383
Income from operations	399	476	439	333	459	482	362	424	1,647	1,727	1,641
Net income	$ 243	$ 246	$ 263	$ 162	$ 251	$ 343	$ 292	$ 290	$ 914	$ 1,176	$ 648
Net income (loss) per common share--basic (in dollars per share)	$ 0.05	$ 0.06	$ 0.06	$ 0.04	$ 0.06	$ 0.08	$ 0.07	$ 0.06	$ 0.20	$ 0.26	$ 0.14
Net income (loss) per common share--diluted (in dollars per share)	$ 0.05	$ 0.05	$ 0.06	$ 0.03	$ 0.06	$ 0.07	$ 0.06	$ 0.06	$ 0.20	$ 0.26	$ 0.14

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Schedule II - Schedule of Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Allowance for doubtful accounts
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance January 1,	$ 7	$ 10	$ 9
Charged to Expenses	53	51	56
Write-offs/ Payments/ Other	(46)	(54)	(55)
Balance December 31,	14	7	10
Deferred tax assets—valuation allowance
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance January 1,	66	53	48
Charged to Expenses	4	13	4
Write-offs/ Payments/ Other	0	0	1
Balance December 31,	$ 70	$ 66	$ 53

Label	Element	Value
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 44,000,000
Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	10,000,000
Additional Paid-in Capital [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	30,000,000
AOCI Attributable to Parent [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 4,000,000