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Thread: Tyler Brandon Demian, check this out... what does it mean???

  1. #1
    otone is offline
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    Tyler Brandon Demian, check this out... what does it mean???

    http://files.shareholder.com/downloa...937/filing.pdf

  2. #2
    Demian is offline
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    Otone,

    I would not jump to conclusions from this. Having something at your disposal is not the same thing as using it. Maybe Mel is sending a message to the bond holders that there is no way in hell that he will extend the converts no matter what he has to do. Mel stated pretty clearly that a reverse split was not in the companies interest during the Q2 earnings call....


    Mel Karmazin

    "We are well aware that the stock price has suffered. I am not pleased with the market reaction.
    You have all seen my own public purchase of 2 million shares this week. I had been restricted from buying Sirius stock from the time I began merger discussions, which was over two years ago. The bottom line is this -- Sirius received FCC approval, accomplished the financing, and closed the transaction. We intend to work very hard to deliver on the value of this merger and meet our objectives.
    Third, we have no plans for a reverse split. It’s hard to see how that would add any value to our company."


    The stock is actually trading up in AH a bit.....I would not listen to the bearish scare talk surrounding this shareholder meeting release. Mel has stated his intentions very clearly. He wants the stock to go up and the company to be successful...

  3. #3
    frigginsirius is offline
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    Demian. I am(was) the BIGGEST Mel defender.....BUT after reading this....I am sorry....HOW CAN ANYONE....have faith about this?

    Mel saying he bought 2 million shares DOES NOT comfort me in the least!!!! That is chump change for him.

    Your theory might about Mel just trying to scare the Bond holders MAY have worked on me in the past....

    But after EVERYTHING we've been thru with this stock...and considering the current economic environment....I DON'T THINK MEL has ANY leverage with the Bondholders.

    They are probably LAUGHING at Mel and calling his bluff.

    Either way, us shareholders are SCREWED. I truly believe it's game over now.

    And I plan to after 3 years of HELL.....to SELL my shares here at 40 cents. I am going to lose over 20 grand instantly....but at LEAST I will have SOMETHING left...even if it's only a couple of grand.

    I have officially lost ALL faith in Mel and in this stock. LOVE the product, and the company will survive. But the writing is on the wall now about the stock.

    The shareholders are going to get WIPED OUT. END OF FRIGGIN STORY.

    I am SICK to my stomach right now....but I can't see ANY good come out of this. No hope whatsoever.

    I can't believe I'm going to look at $2,000 as a VICTORY. It's the most bitter tasting victory I've ever tasted. But a victory it will be when I think about if I STAY IN THE STOCK....that I will SURELY LOSE IT ALL.

  4. #4
    imromo24 is offline
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    slow down

    don't you think this statement is contradictory: page 38

    The proposed increase in the authorized shares of our common stock would become effective immediately upon the filing of the Share Increase Amendment with the office of the Secretary of State of the State of Delaware. We expect to file the Share Increase Amendment in this Item 2 with the Secretary of State of the State of Delaware promptly upon approval by our stockholders and in any event prior to effecting any reverse stock split and share decrease authorized by Item 3.
    The affirmative vote of the holders of a majority of the outstanding shares of common stock entitled to vote at the annual meeting will be required to approve the Share Increase Amendment. Approval by stockholders of this Item 2 is not conditioned upon approval of Item 3; conversely, approval by stockholders of Item 3 is not conditioned upon approval of this Item 2.
    The board of directors unanimously recommends a vote “FOR” the proposal to amend our certificate of incorporation to increase the number of authorized shares of our common stock from 4,500,000,000 to 8,000,000,000.

  5. #5
    imromo24 is offline
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    and...

    Our board of directors believes that stockholder approval of an exchange ratio range (rather than an exact exchange ratio) provides the board with maximum flexibility to achieve the purposes of the reverse stock split. If the stockholders approve Item 3, the reverse stock split will be effected, if at all, only upon a determination by the board of directors that the reverse stock split is in the company’s and the stockholders’ best interests at that time. In connection with any determination to effect the reverse stock split, the board of directors will set

    The board of directors reserves its right to elect to abandon the reverse stock split if it determines, in its sole discretion, that this proposal is no longer in the best interests of the company and its stockholders.

  6. #6
    imromo24 is offline
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    Super bad...

    assuming the board doesn't take the right action as stated above, this would destroy us all....

    • To the extent we are unable to refinance our debt at maturity on attractive terms, we may choose to issue shares of common stock in satisfaction thereof During 2009, approximately $1.05 billion of our debt is due to mature.

    • Because the number of issued and outstanding shares of common stock would decrease as result of the reverse stock split, the number of authorized but unissued shares of common stock may increase on a relative basis. If we issue additional shares of common stock, the ownership interest of our current stockholders would be diluted, possibly substantially.

  7. #7
    imromo24 is offline
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    but they also...

    The board of directors unanimously recommends a vote “FOR” the proposal to amend our certificate of incorporation to effect a reverse stock split at a ratio of not less than one-for-ten and not more than one-forfifty any time prior to December 31, 2009, with the exact ratio to be determined by our board of directors and to reduce the number of authorized shares as set forth in Item 3 above.

  8. #8
    Demian is offline
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    This is the most important part...

    "Our board of directors intends to effect the reverse stock split only if it believes that a decrease in the number of
    shares is likely to improve the trading price of our common stock and if the implementation of the reverse stock split
    is determined by the board of directors to be in the best interests of the company and its stockholders."

  9. #9
    Demian is offline
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    They have to say stuff like this so that they have more strength going into financing negotiations......it doesn't mean that they will do it. Mel has stated very clearly that the company is not interested in doing this, but it's better to show up to the table with a full deck...

    "To the extent we are unable to refinance our debt at maturity on attractive terms, we may choose to issue
    shares of common stock in satisfaction thereof. During 2009, approximately $1.05 billion of our debt is due to
    mature."

  10. #10
    Demian is offline
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    Just because you bring your toolbox full of tools to the job, doesn't mean you take them all out - but isn't it nice to have a toolbox full of tools?

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