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    TSavery is offline
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    The Suit

    The class action lawsuit that was brought against Sirius by Brockwell and Johnson, I find problematic in many ways:

    1. These two shareholders were "extremely concerned" that the Board of Sirius breached their fiduciary responsibility in regards to the merger. So strong was their concern that they filed class action lawsuits.

    2. The plaintiffs, as a result, got an additional 8k filed prior to the shareholder vote. While the plaintiffs attorney calls the 8K an immediate and substantial result, I do not agree.

    A. The additional information provided seems to have erased the "concerns" of Brockwell and Johnson, who now appear to be satisfied that Sirius has acted with fiduciary responsibility with regards to the merger.

    B. The additional information provided was in my opinion not at all substantial, and in fact, seems paltry when compared to the "grave concerns" that would have brought about the effort to bring a class action suit in the first place.

    C. Did the little bit of information provided calm the nerves of the plaintiffs? If so, I would call into question their initial investment into this equity. I would also question whether or not they should be invested in any equity. The additional information equated to nothing more than a pat on the back.

    3. Because this case sought, and was granted "Class Status", the plaintiffs are now toying with the rights of all shareholders. The broad based nature of the suit in effect now removes the ability of the entire class to take any action should something be found in the future that indeed warrants shareholder concern as a class.

    4. This suit sells out all of the classes rights in exchange for a few paragraphs of added analysis with regard to the merger.

    A. The settlement releases virtually all claims made by the plaintiff, both known and unknown. This means that the class is releasing any claim regarding the merger tied to the fiduciary responsibility of the BOD and management.

    5. Who was the real winner here? The plaintiff or Sirius? Given that the plaintiff succeeded in getting a few paragraphs of information vs. relinquishing all rights going forward, I would say that Sirius management and the BOD won. It could even be insinuated that the Plaintiffs attorney and the plaintiffs have made a bigger dis-service to all shareholders that that which the BOD and management had been accused of by Brockwell and Johnson in the start. In fact, I could pretty easilly argue that Brockwell and Johnson breached shareholder responsibilityfar more that they ever accused Sirius of doing.

    In conclusion, I happen to believe in this merger, and even feel that the price of the merger is fair. I believe that there is information that we as shareholders do not have access to, and understand that as a shareholder a certain amount of faith needs to be placed in these companies. I understand that I may not get everything I want. As a shareholder I feel 1000 times more slighted by the plaintiff than I do by the initial and final disclosures surrounding the merger.

    My position is that I intend to opt out of this suit. It gained me nothing, and takes away far more than it gains. In fact, it can now be argued that the BOD has more carte blanche than they ever did before. This means that my trust level in the BOD and management now has to be deeper than ever before.
    Last edited by TSavery; 03-23-2008 at 05:56 PM.
    Tyler Savery
    Satellite Standard Founder

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