Liberty Media Reports Agreement To Purchase Additional SIRI at $2.15
Liberty Media (NASDAQ:LMCA) has announced today that they have an agreement in place to purchase an additional 302 million shares at a price of $2.15. The move will happen with a forward purchasing agreement and not via a tender offer. The $605 million dollar transaction will take the Liberty stake in Sirius XM to 45.2%. The transaction will settle in Q3 of 2012.
While this move does not deliver de jure control of Sirius XM to Liberty Media it does get them much closer than they were, and at a price point less expensive than many anticipated. If you were looking for a premium in the stock on this transaction, it has not materialized yet, and likely will not be as significant as many hoped for.
Sirius XM has been trading down ever since their Q1 earnings release. The news of a Liberty purchase today may be what helped propel the equity up slightly as the market closed yesterday, but now that the price is known, watch out for the action today. The very fact that Liberty is making a move is significant.
Have to say….kinda dissapointed. This is way lower than anyone predicted and sucks for longs who were hoping for $3 much less $2.50. Totally blows.
Does Mel still have some bargaining power with talks about an RMT ongoing? Faber on CNBC just said both parties are trying to work this out now, and that it was difficult….but if they came to an agreement, it’d be win win for both.
Mel said on Cramer the other month that he’d FIGHT to make sure SIRI shareholders were treated FAIRLY. I really hope thats true, because I am sorry…$2.15 SUCKS.
The gains will come when the share buybacks take place. I wouldn’t be surprised if they begin in Q4, but the entire process could take several years. The real gains will take place after the weak (impatient) hands have been shook out.
osprey…..
You are here with a comment! Do you have any thoughts on this development? You were of the opinion that a private deal could not happen, yet that is exactly what is transpiring. Do you have an explanation for this?
Spencer- Show everyone the quote where I said what you claim. I dare you to prove what you expressed above. Put up or shut up, tough guy. Any casual observation of your words and ways, continually show biased manipulation of the facts. Prove me wrong, show us the quote.
Osprey…..
You posted on a baseball article that Andy “schooled me” . Turns out Andy was wrong, and you by extension.
Andy went on and on that Liberty had to do a tender offer that all shareholders could participate in. He was wrong…..Andy couldn’t school a kindergartner on these matters because he lets his passion for the company jade his thinking.
You seem to be at preschool level….you will learn soon enough
Remeber when I said a share buyback would increase the liberty stake and Koat went all over the net attacking me and saying I was wrong. A few months later they are writing articles stating that the liberty stake would increase. It took some time but I was proven right.
They also told everyone Liberty needed 80% to do an RMT.
Now this is yet another example of how far off base they are……But you are a believer…..How’s that working? You come here to stalk me at the behest of a different website. How sad is that?
Run along and report back to your masters
wuw…..
The cards are held by Malone. The power Mel has is negotiating the terms of a Reverse Morris Trust transaction.
That being said, I would not expect a huge premium to be paid for remaining shares.
Malone just established a precedence that the fair price is $2.15
I have been speaking for MONTHS that many SIRI investors simply have expectations that are WAY to high. Sirius XM trades at a premium already.
How much fight can Mel have? Even getting 20% gains in EBITDA have not really been in the cards. Yes, the growth is happening, but this is not a rocket ship.
Malone did this deal without Mel, as was his prerogative. Now Liberty has an even stronger negotiating position.
In my opinion the best situation for shareholders is for Mel to sit down and hammer out a deal. It will not be at $2.50, but it will allow the Liberty cloud to get to closure and this business to move forward.
So now it wont even be at $2.50? Wasnt that the price all the analysts were predicting? And all the longs were bitching about? So now you’re saying we wont even get $2.50? Sheesh. This is just getting better and better. (sarcastic)
I just find it annoying that fair value keeps getting lower and lower.
And isnt this “deal” only an “option” to buy at $2.15? One that extends out until the 3rd quarter? Did Malone do this to keep the price at or around $2.15 until the end of the year to give him levarage when bargaining terms about the RMT with the board?
wuw…..
Yes, $2.50 was the range many were looking at. Yesterday, prior to the Liberty announcement, I went lower that that and projected $2.35. People wanted to hang me. Today they are wishing $2.35 was real!
Liberty stated that they are on the hook for the money and the deal is done. They could walk away, but it would cost them a ton to do it. This purchase at $2.15 is a done deal that will close early in Q3
You’ve got to be pizzing yourself now.,
Yeah but Spencer…doesnt Liberty need 80% to enact a RMT? So they still need SIRIUS XM to some degree. So Mel does still habe some leverage no? Or am i mistaken.
Maybe thats why Malone didnt buy these shares outright? Maybe thats why its an “option” to buy at $2.15 that extends until the end of the 3rd Quarter. Perhaps Malone is using this as leverage in the RMT talks. I mean if he can cap the price at $2.15 for now…it gives him some leversge in these talks no?
Just riffing here. But ultimately Malone wants the price to go up. A higher share price benefits both parties. I just hope this is settled soon. So shareholders of both companies can reap the rewards of a future share buy back and improving fundies.
wuw…..
No, Liberty does not need 80% to do a Reverse Morris Trust. That is a bogus lie perpetuated by other sites that do not understand the dynamics at hand. I advise extreme caution when reading those types of things. Another site attacked me just yesterday saying that a private deal, just like the one announced today, was not legal and that Liberty must do a public tender offer. Again, be cautious with what you read…..even from this site…I sometimes get things wrong as well, but typically not to the gross extent some of these others do.
Best situation is to negotiate with Malone.
It still sucks. $2.15 seems way low and i am dissapointed to say the least. Liberty got 40% on the cheap and now theyve gotten another 5% cheaper than anyone was expecting.
Mel said Liberty was free to do what they wanted on Mad Money the other month, but that he’d make sure we were treated fairly. Um…sorry Spence….but this doesn’t seem fair to me. Not at all.
I am holding my shares that were bought for .99 cents in 2010…..and wont sell. In the long run, after the dust settles and the RMT is done….i am sure my shares will tank like shares in DTV tanked after the RMT for about a year….before they start going up again.
Just sucks that my time frame of hopefully selling this year….has realistically been extended out until 2015/2016….and that will probably be only for a modest gain after the RMT. Hardly seems worth it.
Kicking myself for not selling last year when we hit $2.44 and then this year when we hit $2.41.
I think the ride is over for us SIRI shareholders, and it saddens me. Loyalty means nothing in this world anymore.
Sorry you didn’t see the writing on the wall when Mel, Scott Greenstein, Patrick Donnelly, James Meyer have been dumping tens of millions of shares in recent months. Greenstein and Mel have each dumped multiple millions of shares above 2.20 and 2.25 in the past few days. I’m out, and all it takes is a look at the execs frantically padding their mattresses to know that I’m going to stay out.
i wonder who they agreed to this purchase with as its a large holder of shares–Plus, since this goes down in the 3rd quarter, why wouldnt the entity selling have just dumped the shares at a potentially higher price?
Spencer- Hey, you drunken fool ego maniac, “guilty by extension” ? What a pathetic distortion of the truth and lack of reading comprehension. Go back and reread the entire exchange, you fool, and do it this time in an unbiased way. You’re so friggin’ paranoid you read through blood filled eyes. Get a grip on yourself, before you end up in a mental institution.
osprey….
First I am not a huge fan of drinking, so your comments to that effect are not only baseless and useless, but brings nothing of value to the discussion.
This is what was stated in the article that Andy took exception to:
“Their (Liberty) least expensive path is likely to be a private deal with large shareholders. The problem with that situation is that SIRI shareholders may feel spurned by not being allowed to participate in the process.”
Andy States:
“Your article is incorrect. Because Liberty already owns 40 percent of Sirius XM and is looking to own greater than 50% of the company to gain the control of those assets..they cannot make private deals and avoid a public tender. They must Tender to all shareholders
…….they cannot tender for controlling percentage without making that offer available to ALL shareholders..so private deals with funds only are not going to happen! They can tender at a specific price….to EVERYONE.”
You see, Andy is stating that private deals can not happen. Andy is dead wrong, like he and his counterparts were about the 40% as well as the size of the stake Liberty needs to do a Reverse Morris Trust. You believe them because they tell you what you want to hear.
Andy Stated
“They would also have to file their intent since they already own 40 percent before they did anything regarding shares.”
As you can see by what has recently transpired, they cut a deal for 302 million shares without first filing intent. Their filing will come after the fact.
Andy said
“The acquiring firm must provide 30 days’ notice of its intention to make an acquisition to the management of the target firm and to the SEC. Another requirement is that the beneficial owner of the stock, as well as the party financing the acquisition, must be disclosed when substantial amounts of stock are being acquired with the intent to gain control of a firm. In addition, anyone making a tender offer that would result in ownership of more than 5 percent of a class of securities is required to file a report with the SEC.”
Did you get 30 days notice? Nope….no one did. Liberty’s move is the first step in gaining control of Sirius XM and it is happening despite the rants of Andy and the guys at koat.
I remember Andy saying he did not have napkins and had no need for them to wipe the egg off his face regarding the 40% stake and the fact that a share buyback by Sirius XM would increase the Liberty stake. He never bothered to admit he was wrong, but in the end came to the exact place I was at month before. A share buyback would increase the Liberty stake.
The egg is there once again, and now he is SILENT. He has lacky’s run around to raid other websites instead. Very sad. Koat is resorting to the types of things another sat rad site did as well. In the end they all go by the wayside.
You conveniently leave out crucial quotes in order to support your views. This is why you lack credibility. For once, provide ALL the facts and not just the carefully chosen ones. You are a paranoid fraud and anyone with the kehones to call you on it are dismissed as “fools”. In just two of my comments, you have categorized me as a spy working for other websites and a stalker. You’ve got some serious mental issues, dude. Brandon and KOAT have beaten you through your own paranoia. I have, absolutely nothing to do with either. Now, who really is the fool? LOL
Anyone is welcomed to go look for themselves.
Andy said private deals could not happen. You agreed. A private deal happened. You were both quite wrong. It is pretty simple.
Never accused you of being a spy working for other sites. You ate simply a butt boy of those places, which is why you stalk me here. If not, you wouldn’t be here.
Those people want what i have and spend all of their time either trying to emulate what i have or bash me down. It has been years and they are getting more insignificant by the day.
“Now, who really is the fool? LOL”
You are Osprey.
No idea why Spencer wastes his time responding to you.
Ok, Spencer, Congrats! You got this one right…nice job! Malone never overpays…so, what do you see happening next? Seems to be following the Directv script? It is interesting that most of the selling is from small investors with large block trades remaining positive with more buys then sells…
Looking at Directv, it does not appear that an RMT hurt that stock price. I know other RMTs did not do so well for the targeted company, but I am not aware of any deals done by Liberty that were harmful to any of the targeted companies?
Spencer is, currently, in the hospital emergency room. It seems he dislocated his shoulder, while patting himself on the back, all day yesterday. Although truth be told, Greg Maffei outlined Liberty’s path several months ago.
Spencer wastes his time responding to me because he is insecure. It doesn’t take a brain surgeon to figure that out. Throw in the facts that he is a paranoid ego-maniac and you have the recipe for a real head case. He is either wrong, or loose with the facts, much more often than he is right, yet rarely ever admits to screwing up. Succinctly, he’s a punk.
Osprey….
Simply stated you are a stalker with an agenda. Not paranoid at all. I know for a fact that I am often a topic of discussion at other sites. I receive dozens of emails a week on the subject. It is actually a chore reading them. These guys can’t help themselves…..they want what I already have. Paranoia would be believing in something that is not real.
Now if you had cojnes (that is the proper spelling by the way) you would step up from your anonymous stalking life, grab some pride, and go about your own business.
You stalk me. I am on MY website. You come here day after day and post nonsense. I simply call you out for being the spineless loser you are.
You WILL come here again day after day because you are not man enough to simply walk away. You NEED to stalk me in an anonymous manner because you lack the intestinal fortitude to stand behind your words in reality.
I have tried to help you through this, but unless you step up and admit your behavior you will be destined to remain a disappointment to your family. Have a nice evening
Spencer/Tyler/Gutless Punk- I am not a stalker, but I will admit you are on my “bucket list”. That being, I strongly desire to meet up with you (and your big mouth) in a bar someday. I live in Chitown, let me know if you’re ever in the neighborhood. However, knowing you’re just another Internet tough guy, you never will. Here’s hoping you prove me wrong.
Funny…..
You want to meet in a bar and you call me a drunk….lmao
So now you wanna beat me up….too funny….
Like i said, you will keep returning here because you lack self control.
There are china town’s everywhere. I just spent the last 6 months doing a project right next to one.
Funny all the names this guys throws around at Spencer when they all seem to fit him.
Now he is calling Spencer an internet tough guy while challenging him to a fight in the comment section of a website. What a loser.
Spencer, he either wants to beat you up or get you drunk and ask you out on a date.
Spencer, did you read the following filing today?
http://secfilings.nasdaq.com/f.....&pdf=
“On December 30, 2011, Liberty Radio, LLC, a wholly-owned subsidiary of the Reporting Person, entered into a forward purchase contract (the “Forward Contract”) with an unaffiliated counterparty covering up to a maximum of 315,000,000 notional shares of the Issuer’s Common Stock. The exact number of shares to be covered by the Forward Contract is to equal the number purchased by the counterparty to establish its initial hedge.”
DECEMBER 30, 2011! Doesn’t the SEC require immediate reporting? Well, there’s your premium…the price closed at 1.82 on 12/30/11…
Boomer….
I have addressed this in an article that is not yet published, but I will answer you here.
The number of shares was not finalized until May 7th. Without a number of shares the contract could not be fully executed. The third party did not determine their hedge position until May 7th, thus they filed as soon as they knew all parts of the contract
liberty bought another 60 million shares on the open market to bring there total to 46.2 percent spence is this enough for defacto control or do they need 51%
fraz…..
It might be. That will need to be determined by the FCC. The FCC takes no exception, so far, to Liberty Media being in theoretical control of licenses.
No need to worry, this will be done soon
Spencer,
Liberty converted the 5.8m in convertible 1.875 2014 debt they owned as reported on Friday in an SEC filing.
My question for you is, do you think it is very possible that a big part of the 302M ahare deal they cut to purchase shares at 2.15 is the JPM 1.875 2014 convertible debt & this is the reason why it has not been consummated yet ?
If they convert before selling to Liberty, then the stock price could be under big dilutionary pressure up front.
The Wellington stake could be a separate piece of the puzzle or also related to the 302M ?
Depending on if the converts and/or Wellington stake are in the Liberty plan to get to 51 or 54% will determine how much more needs to be bought on the open market.
my bad, Liberty just reported their ownership and did not convert yet…sorry. But still would like your thoughts on the rest of what I wrote above.
Spencer –
any comments on the 1.875 2014 convertible bondsand Liberty involvement or not ?
I do not think the bonds are part of the equation. They could be, but I simply think these shares are coming from the float, and not via a debt instrurment
spence how do u see this playing out are the shareholders going to get screwed by malone i have been long since they first signed stern
Thanks for all the input Spencer. It may take me days to go through it all.
wow, Spencer you are really outdoing yourself with all the opinions you are giving me. I really appreciate your responses.
What is happening to this stock???
I guess $2.15 is the ceiling and not the floor. I thought that Liberty’s stock purchases would be a good thing, guess I am wrong again!
I have paid as much a $4.00 for this stock and as little as $.06. I can’t watch this stock go down again.
Then close your eyes because it’s going down ……. l have owned this too for a vety long time….. sucks to watch
Well, it would appear that relmor at Kota is a bit upset. You see, one of the owners there posted a comment under my seekingalpha article that liberty would have to do a tender offer for shares. Of course that thought process is just as wrong as when they stated that if Sirius bought back shares that it would not increase the liberty stake. You see, this group has never been able to assimilate from being message board posters to someone who has a website. It is something I thought they would have grasped by now, but alas, they have not. Relmose posts:
Submitted on 2012/06/08 at 10:17 pm | In reply to RELMOR.
“If you want to lie to your readers thats your problem. You sound like a Liberty lawyer. Im sure in court thats what they will argue. But we didnt know if we wanted shares or not… LOL… Ya right. According to a filed FCC document, Liberty attempted to obtain defact control as early as late Feb. This means they were intent on adding shares LONG BEFORE MAY and even had a contract in place to do so. They in a way lied to the FCC by ommitting that contract.”
I do not lie to readers. I report news and offer objective opinion. Relmor, was it not you that has mislead readers by saying that a Sirius xm share buy back would not increase the liberty stake? Did you not mislead people into thinking that an 80% stake was needed for a reverse Morris trust? Was it not owners of your site that then said that liberty would have to do a tender offer? Liberty had intentions of raising their stake YEARS ago! They did not lie to the FCC. Why on earth would they need to tell the FCC about the forward purchase agreement if they felt they might get de facto control at 40%? Think deeper man.
Submitted on 2012/06/08 at 10:14 pm | In reply to spencer osborne.
“Wrong. 13D is an intent to purchase shares. That intent began in Dec of 2011. THey even PAID MONEY TO THE PARTY TO ACQUIRE SHARES. If this isnt intent to purchase shares, then Im a monkeys uncle. Wheres my proof? Why did Liberty file their 13D in May? They still didnt have the shares, nor is the contract FOR SHARES FINAL. Cash option. Hence why file now vs. in Dec? Illogical. If you dont have to file in Dec, ou dont have to file till July then. When you actually have the shares.”
Poor research and understanding strikes again. Relmor, you do not grasp the terms of the contract. One tremor the contract that determined the number of shares was not finalized until May. Once finalized, and the number of shares was known, they filed. Pretty simple stuff. The cash option is not going to be used. Liberty already disclosed that they are going to buy the shares in a roundabout way. I suggest you do more research.
Submitted on 2012/06/08 at 10:11 pm | In reply to spencer osborne.
“Look Spencer. Dont lie. Your a liar. Period. Please post where KOAT said Liberty can only add shares by tendering. FOR CONTROL THEY MUST TENDER. IS 45% CONTROL? Maybe if you remove the smuggness off your face, dust off your 1 share you have on a plague you bought at 6 dollars a share, and learn something for once.
Ok liar. Your new name is liar , not spencer.
SAY IT WITH ME NOW…. FOR CONTROL…
FOR CONTROL…
FOR CONTROL…
NOW ASK YOUSELF IS 45% CONTROL?”
Relmor, it is very well established that you lack the ability to understand these things. Look what happened with the share buy back fiasco you did. Then there was the reverse Morris trust, and lastly the tender offer. One of your owners, Andy, went on the record on my seeking alpha article saying liberty would have to do a tender offer. They don’t have to, and have already stated such in ther FCC and SEC filings.
Next, asshole, I have thousands of shares. You are talking out of your ass again and again. Who is the liar now? Thousands and thousands of shares are in my accounts. You are the asshole liar who speaks before thinking.
Will 45% be enough for de facto control? It has been in the past, and could well happen again.
Good night asshole