JohnnyIrishXM,
Where did you get this? I don't see "Hart-Scott-Rodino Act" mentioned anywhere in this.
Please post a link......
Quote:
Originally Posted by SIRIHILL
This is copied from a google discussion post...
Is anyone else eagerly awaiting Wednesday week? As an investor in
SIRI, I think this date is very material to the potential future
prospects of the company. It's the final date that another company can
approach SiriusXM and offer a better deal than Liberty did. My view is
other industry players (if they weren't already aware of the potential
fortune to be made from saving Sirius) would certainly be aware of it
post Liberty's investment in Feb. If any other bigger industry players
view Sirius as a serious potential for the future, there may be more
to this story than has already been written. Personally, I am ok with
having Liberty as a partner but they did extract their pound and a
half of flesh - they are getting 40% equity in the company for simply
rolling the debt over, along with a 15% coupon on the debt. While this
is a highly penal rate for SIRI, it did ensure the company's survival,
so we'll live with it. But there is the potential for another media /
cash rich company to come in and make a marginally less penal offer to
Sirius and steal the deal from Liberty. I am sure this is a long shot
and has been more hope value for me over the past couple of months but
we as investors will know for certain either way by April 15th.
This was my answer.
Sorry cant happen once the second part of the deal went through it made it a done deal.
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JohnnyIrishXM, your a bastard. What my answer wasn't wordy enough for you.
P.S. I almost forgot I am messing around.
All shares would be reversed -- including those that were loaned out for the XM exchangeable bond. They would not have to be returned. The hedge funds don't have to return them until the bonds are retired. But if the company does a 1 for 10 split, the amount loaned out would be reduced to 26.3MM.
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Demian, this is from the last Sirius XM proxy:
GM and Honda are large stakeholders in Sirius XM -- and have very complex contracts with the company that are very lucrative to them. They would not necessarily do what is best for shareholders, if put in that situation -- they likely would do what is best for themselves and their involvement in the company. This obviously hurt any perceived "independence" that they could achieve.Quote:
"Pursuant to the Guidelines, the board undertook a review of director independence in September 2008. As part of this review, we reviewed written questionnaires submitted by each director. The questionnaires disclose transactions and relationships between each director or members of his immediate family and SIRIUS XM, other directors, members of our senior management and our affiliates.
As a result of this review, the board determined that all of our directors and nominees are independent of the company and its management under the standards set forth in our Guidelines, with the exception of Mel Karmazin and Gary M. Parsons, each of whom is an employee of SIRIUS XM, and Chester A. Huber, Jr. and John W. Mendel, who are employees of General Motors and American Honda, respectively."
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I wasn't trying to give a "textbook" answer... I was only noting that the "independent common directors" have NO connection to Liberty. That's all I was saying. What they as directors would do, if put in a situation, I have no idea... however to assume that it would be a slamdunk decision because they would be connected to Liberty, is wrong. That's all I was pointing out.
The make up of the BOD is 4 older directors, with connections to the company; 6 new directors, connected to Liberty; and 5 independent directors with NO connection to Liberty or the company.
Again, what these 5 would determine in such a situation, I made no claim of -- I only stated that they are not connected to either side. But if you were to hold me down -- I would point out that the 5 were appointed by Sirius management, not Liberty. So if it comes down to loyalty -- I think I know what side they'd take...
But that's just my opinion...
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Homer,
First of all, as always, thanks for your input...
Would Chester A. Huber, Jr. and John W. Mendel have to recuse themselves in discussions/votes that are directly related to dealings with their companies? Are there any situations in which Liberty board members would have to recuse themselves?
I still don't understand how Chester A. Huber, Jr. and John W. Mendel can be considered "Independent Directors" - especially in situations that relate to their interests outside of Sirius/XM.............
R/S affects all shares, was my point. Is that not correct? Even shares on "loan". As with our accounts, if we held before the R/S those shares would in effect disappear.
As for the directors comment Homer, I see what your saying. Of course you cannot speculate, but I think you can definately see where Siriusxm decisions, might be outside the scope now of an "in house decision". I feel this will make their decisons better from this time forward for stockholders. Now Malone has an interest in what his stake is actually worth.