Take A Look At The 12b-25 Ext: What Does It Reveal?

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Originally Posted by Brandon Matthews

Why is it my other stocks don't give me these F$%&^#&^ problems?????????:annoyed::annoyed:

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Calm down Brandon , if they lost subs in Q4, Malone would be waiting for them to go BK, and buying debt right now. They wouldnt have touched this pig. Losing subs in q4 would have been the end of any chance of avoiding bkcy.

I believe that KPMG's "Going Concern" paragraph because of Mel's inability to meet all contingencies in the Malone / Liberty deal is the biggest issue here. I shortens the 11th hour time line for Mel in negotiating the May $250M debt extension or else he has to have the COH to pay it off, which is possible given that Revenue Seems to be OK from Merger synergies and Best of Both cash. Also there was additional Cash taken in on existing Sub Resets when B of B was added... I see the May debt as the sticking point that is now at hand...

Bit of a newb here,

"Management has not yet completed its evaluation as to whether substantial doubt exists relative to the Company’s ability to continue as a going concern for a reasonable period of time."

What does that exactly mean??? Does that mean they may cease to continue as a company?


DMO, I also don't understand how the media has not picked this up yet??? Especially the fool, look at the article they came up with today http://www.fool.com/investing/high-g...sirius-xm.aspx and they have this kind of info at their finger tips... I don't get it! And back to puking...

Yeah I'm wondering how this hasn't been seized upon by anyone in the media to report. Any potential negativity and you would think the WSJ, Barrons, or the FOOL among others would be all over it. Weird. And do you all think this is baked into the current.13 SP? Or we back to .06?

It seems to me the Going Concern clause is a chicken and egg situation. The auditors are saying that they have to include the clause if the May debt is not extended, and the Liberty agreement to buy the May debt is contingent on the auditors not including the clause . . . which comes first? The answer has to be BOTH!

Actually the answer is that the $250 million JPM debt has to be worked out before the 17th, then everything falls into place.

Could XM goes bankrupt and Sirius prosper? Isn't XM a wholly owned subsidiary of Sirius? Couldn't they let XM go belly up? Wouldn't that be extraordinarily beneficial for Sirius? Or am I misreading this?

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Originally Posted by Shawn

Could XM goes bankrupt and Sirius prosper? Isn't XM a wholly owned subsidiary of Sirius? Couldn't they let XM go belly up? Wouldn't that be extraordinarily beneficial for Sirius? Or am I misreading this?

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I'm not sure I understand how they could do that without affecting the current shareholders. Maybe there's something I missed?

That is my concern also. This report is based off the 2008 information and although im not expert in this field, I would imagine that they can not cloud the picture with any 09 info.

Maybe, just maybe, the Ma"loan" verbage was thrown in to persuade the auditors into thinking there is no concern.

.I love subliminal seed planting.

edit: what i mean here is that sirius xm is hoping for some sympathy points with the auditors, like "please please please look at the economy...and if you don't upgrade us we can't get the loan, come on just this once"

here is on explanation of "going concern" and it appears in this definition they can use all information available in making their assessment

International Accounting Standard 1 (revised 1997), "Presentation of Financial Statements" sets out management's responsibility for assessing going concern as follows:

"When preparing financial statements, management should make an assessment of an enterprise's ability to continue as a going concern. Financial statements should be prepared on a going concern basis unless management either intends to liquidate the enterprise or to cease trading, or has no realistic alternative but to do so. When management is aware … of material uncertainties … which may cast significant doubt upon the enterprise's ability to continue as a going concern, those uncertainties should be disclosed. When the financial statements are not prepared on a going concern basis, that fact should be disclosed, together with the basis on which the financial statements are prepared and the reason why the enterprise is not considered to be a going concern.

In assessing whether the going concern assumption is appropriate, management takes into account all available information for the foreseeable future, which should be at least, but is not limited to, twelve months from the balance sheet date.”

They should BK the subsidiary. However, I think that would axe the Malone deal, which would bk sirius.

It looks like the end of Sirius as we know it. They may file for chapter 11 prior to the 17th. This is really bad news people.

I really believe it is ALL about the $250M May debt..... Get this done by the 17th, before would be better, and KPMG can sign off on the Going Concern issue because with May handled, all of the Malone /Liberty money then flows.... avoiding any defaults...

Brandon, step back from the ledge........

Ok, now I'm confused. Why DIDN'T they take Ergen's deal if it would have taken care of the debt?

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Originally Posted by cos1000

here is on explanation of "going concern" and it appears in this definition they can use all information available in making their assessment

International Accounting Standard 1 (revised 1997), "Presentation of Financial Statements" sets out management's responsibility for assessing going concern as follows:

"When preparing financial statements, management should make an assessment of an enterprise's ability to continue as a going concern. Financial statements should be prepared on a going concern basis unless management either intends to liquidate the enterprise or to cease trading, or has no realistic alternative but to do so. When management is aware … of material uncertainties … which may cast significant doubt upon the enterprise's ability to continue as a going concern, those uncertainties should be disclosed. When the financial statements are not prepared on a going concern basis, that fact should be disclosed, together with the basis on which the financial statements are prepared and the reason why the enterprise is not considered to be a going concern.

In assessing whether the going concern assumption is appropriate, management takes into account all available information for the foreseeable future, which should be at least, but is not limited to, twelve months from the balance sheet date.”

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cos 1000,

Based on that definition, how is it that Liberty was allowed to put verbiage in the deal that stated a going concern kills the deal. Something smells rotten right now.....and they get a premuim for cancelling the deal as well......I'm really PISSED OFF right now!

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Originally Posted by FoolNHisMoney

Actually the answer is that the $250 million JPM debt has to be worked out before the 17th, then everything falls into place.

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Bingo. It all hinges on extending the $250m loan.
I can't see how this won't happen though. Unless JPM hates the Malone deal.
Even CNBC reported that extending the May loans was a slam dunk.

Good discussion guys. Keep thinking and.................... DO NOT GIVE UP HOPE. NO FEAR. ..killer and the Dog.

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Originally Posted by Koop

sounds like maybe XM is about to go belly up. Interesting how Sirius which is still seperate wasn't listed in the "going concern" problem.
I will re-read and update.
koop

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Couldn't disagree any more. The paragraph explains why Sirius requested the extension -- because they couldn't get KPMG to sign off on the audit without the "going concern" wording... which if included, would put Sirius in default of their recently refinanced Notes through Liberty.

This is NOT let me emphasize this again... NOT wording saying that "XM is going belly up".



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I'm with Brandon, I am ready to jump!!! :mad::mad::mad:

So if the "going concern" is place in the audit, Sirius goes BK, shareholders wiped out!??? Im ready to sell, I had the balls for the feb 18th bk scare but not another........

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Originally Posted by cos1000

Koop, How's it going..... thanks for stopping by... This is the question I was trying to raise the other day on SA, but it is hard to frame it without sounding overly negative... I read this stuff knowing that the extension had to be filed because the commitments made to Malone & Liberty by XM to get lenders to extend debt, namely the banks led by JPM on the May XM $250M is not done. The extension is to meet those commitments and keep the negative paragraph out of the report is my take, but I am not sure.... This is why I felt the extension would be viewed negatively because it puts the deal in Limbo still...

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cos1000 - Irregardless of what was stated in in the second portion of the Liberty financing -- if the language is included by KPMG, then SIRIUS XM (the parent company) is in default, through its recent refinancing of the Feb09 Notes.

This is NOT a statement that it is XM that is going belly up.

This refinancing is FAR from over and explains why Sirius is still valued at $0.13.



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XM cannot go BK without taking Sirius with it. If XM sat's are broadcasting then XM ownes a FCC license. While I understand XM could countinue to operate after BK it would kill SiriusXM. What happens if a third party winds up owning that license?
More harem scarem from Mel. I hate that guy