Will Murdoch Make a Move on Sirius? 227 comments
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With the market cap of Sirius XM Radio (SIRI) hovering at around the $1 billion mark, it is easy to speculate that an interested party could begin to acquire shares, and perhaps even make a bid for the company. Many analysts agree that if the debt issue were behind Sirius XM Radio, the potential for the company improves dramatically.
In normal market conditions, the refinancing of Sirius XM Radio’s debt would not bring many problems. But we are not in normal times. Some feel we are in crisis, and it has become more difficult to disagree with such an assertion. Bank failures, mergers and acquisitions seem to now happen over breakfast on a Saturday. The current situation, across the board, has people more than a bit nervous.
Friday it was rumored that Rupert Murdoch of News Corp. (NWS) has plenty of cash on hand, and may be looking at some deals in the near term. In fact, Murdoch has $5 billion that he may well be looking to use to acquire struggling companies. It would take a small portion of that to make a substantial investment in satellite radio.
Clearly, Murdoch has several media businesses, and a move on satellite could bring about regulatory scrutiny, but there is also a crisis happening, and perhaps Murdoch would be able to bring about such a transaction if he so desired. Murdoch has concentrated in businesses outside the U.S. recently, but is no stranger to the media world in the United States.
Murdoch investing in satellite is a pure hypothetical situation, but looking at it from the standpoint that Sirius XM has such a low market cap, it becomes much easier for virtually any entity with cash to make such a move. Given the current glass ceiling on many equities, including Sirius, a player could walk in and begin garnering shares without much worry about squeezing the price upwards.
With the stock price at .39 cents, financing as an overhang, and the market in general being pessimistic, there are many viable options on the table. Investors in the sector would be wise to consider many paths with regard to this or any equity.
via [Financial Times]
Position - Long SIRI, No Position NewsCorp.
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This article has 227 comments:
Media companies are tricky, and you are right that it would take someone who has owned a media company in the past to be suitable to the powers that be. He is an insider, and would be a welcome help. Get this board out of here, buy us off, or take over control, I dont care. I will vote a resounding no on the reverse slit, and printing more shares. Thats ammo they dont need. I dont believe the bs about why the financing was so bad.
Do you mind me asking, how many shares of SIRI do you own??
you seem to suck on every thread you post....
I realize this is your hypothetical opinion but it seems like a dangerous game of wild conjecture...because to some readers it could suppose that your article will give Murdoch the idea and on that basis, he would execute. JMO...
btw...
>>In normal market conditions, the refinancing of Sirius XM Radio’s debt would not bring many problems.<<
I have to refute that for the following reasons:
1. Market conditions were normal in July. Why didn't they do standard financing then?
2. We now know Mel has lied about #1, in that time was the only reason standard financing was not utilized--which we all bought hook, line and sinker. The reason IMO, is they could not get acceptable terms, even in that "normal" market. Mel stated publically as recently as Tuesday, he is only able to get LIBOR + 6 or 7. My take is this was the same deal he was able to secure in July, which even if LIBOR (currently over 4) is more normal @ 2 , that's still 8 or 9%, which still = too high for the company. Hence the "ugly" financing option in a normal market.
And now in a troubled market, of course we know for sure it's their only option (and as confirmed by the recent Proxy content).
sl62..... I have the same respect for you and your level headed thinking and now very correct cautious attitude. As I am someone confused by these recent requests for authority that, on the surface, are in direct contrast to each other and commitments made by Mel K to the common shareholders, I must also look at all sides to the evidence presented.
In owning any company's stock there must be a solid level of confidence in a company's leadership team that they will succeed and do right by its' shareholders. For me as already stated above that confidence in this company's management team has been shaken but not yet destroyed. I will wait as I also said above to hear from Management before taking any action. Given recent economic events, my investment strategy has already moved to the "trader" mode for 20% of my holdings, not just with Sirius but with all holdings. That percentage increases as opportunities present themselves.
To make myself clear, I agree with your (sl62) reading of the proxy statement that the 8 bil shares will be filed and available and part of the company's total shares available but not yet issued, immediately. I said as much in my breakdown of events above when posting to Gekko13. That does not change the scenario that I then described as being a very real action plan during the month of January 2009. With a little tweaking......
A quick review:
1. Affirmative vote on increasing shares available for trading to 8 Billion from 4.5 Billion. THESE SHARES ARE IMMEDIATELY AVAILABLE TO THE COMPANY SHOULD THEY WISH TO ISSUE THEM.
2. Affirmative vote on the authorization to execute a Reverse Split minimum 1 for 10 existing, up to, 1 for 50 existing. Authorization is good until Dec. 31, 2009
3. Company announces 1 for 20, RS on Jan. 15, 2008. 8 Billion shares are now 400 million shares. Existing 3.2 Billion shares issued become 160 million shares valued at: .37 x 20 = $7.40/sh. Market Cap is the same as Before Reverse Split, $1.184 Billion.
(caution: These numbers can change up or down depending on how the market perceives the news. In this scenario, I am assuming that management already knows who wants to buy their shares.)
4. Company announces that they are offering to put on the Market for sale at a, say..... 13% discount, 140M shares of Common Stock leaving 100 Million shares authorized but not yet issued. 400M-160M(existing shares)=240M-140M(new offering to raise capital)= 100M (shares authorized but not issued)
5. Company reports 140M shares sold at $6.44/share, which allows them to raise $900M to pay off debt and support operations for 2009.
6. The result is that the company now has 300M shares Outstanding with 400 M shares authorized and has raised $900 M to pay off debt and assist in operations. It now has 3.2 Billion shares outstanding and 4.5 Billion shares authorized.
7. To be complete to the investors out there this also means for every 100 shares you now have 5 shares at market which realistically will initially get shaved by 13% or be worth around $6.44/ share through the 140 M share sale announcement. This value will go up or down depending on how it is received by Wall Street.
I am not a person at this point who wants to invest in HOPE. I do think that with all I have said to the negative about the Proxy Statement requests for authorization, that Gekko13 has asked some questions that require further investigation. The above scenario should be reviewed and tested for accuracy and further inquiry. It is but one scenario.
I left this on the other article too...
*******
Thanks for taking the time to lay that out. Maybe you should also email that to the company as in your last letter.
Personally, I don't think this is what they're thinking but I could be wrong. IMO, if this was the plan, would they not have laid the scenario out in the Proxy? Instead it was broad stroke uncertainty allowing for a multitude of combinations and possibilities (going all the way out to Dec '09). Someone should tell the company that Wall Street does not appreciate nor work well with uncertainty. If they were even concerned a little it about the stock price currently, they would have brought forth a specific plan (like gekko/you) have suggested. So...more questions regarding leadership qualifications. I do not anymore think they are concerned about their shareholders and this Proxy goes a long way to reinforcing that.
I want to be clear to all that I have not just "switched sides" or am now a SIRI basher. At this time, just like most serious investors are, I have to be tighter on my criticism on the facts as they are now presented to my by the company. Not through wild baseless accusations or ovbiousness but interpretation of reality. I don't want to be overly negative but if we as shareholders are actually being thrown under the bus (as I now unfortunately believe), I don't want my back turned to the bus so I can jump out of the way, as it were. Mel and the company have changed the game so I'm changing with their changes. Like you cos1000, I'm cautious but will not be making irrational decisions. Unfortunately, we all now find ourselves in an increasingly difficult position regarding our investments. Had they done this at .80 or .70, I might have just called it a day on Friday. Now at .36, scraping the would-be bottom, it makes it ever more challenging to decide what to do. I think there is a real possibility this stock could also go to .05 or even lower given the wrong circumstances--which makes me want to watch that descent from the sidelines, then jump in when the short cover begins. Our questions are enormous right now. Commit new money to try to recoup old positions? Is this the low? Will .05 be the low? When will the short covering begin? How far will the short cover run? We're like in a dingy in the middle of the ocean right now. Without a compass, in which direction would you paddle? My question also is was this the company's plan? To wait until we closed in the .30's to release this Proxy? To cause cloudy decision-making? Helping them get Proxy approval from a bunch of confused investors? I'm skeptical about everything now that looks, sounds, smells or quacks like a duck. How aligned are they really with GS, MS, et al? I will say this. A very public written statement right now from one Mel Karmazin to all shareholders would go a hell of a long way. Uncertainty is now as high as it's ever been for this company. He has contradicted himself and who knows anymore what is real, perceived or accurate? None of this helps us make intelligent decisions to keep from getting hurt further.
I agree and i've been making that point incessantly. It's clear now that the reasons fo the "ugly" financing were an outright lie by Mel on national cable tv. And now he is going to do it again...only this time needs our blessing to kick our own ass. It's like paying someone to beat you senseless.
He couldn't get financing then, period. And he most certainly can't get it now. Turns out SIRI is way too risky for any commercial lender. TrippleC credit rating with huge debt outstanding. So instead they want to use more paper funny money (shares) to fund debt, pay talent, etc...
Puts us in a tough spot to either ride through this madness and phony acounting or hit the road running, wounded but alive. I'm going to be watching and am ready to act. Forget about the shareholder vote. They already know they have the votes to pass. Their main concern right now are the bondholders because without them, this company is DOA. A sad reality to admit.
In the meantime, a good post yesterday from NotVerySmart2...
*I aslo wanted to mention that RegSHO and Anti Fraud rules took effect yesterday, this combined with reverse split gives naked shorts 35 days to cover.*
Why would you reverse split after you issue a bunch of new shares. Just reverse split and issue like 120 million shares at a huge discount.....
Even a 1 for 10 on remaining shares would only create 130 M shares outstanding and with current prices they would have a $3.70 / sh price. At best they could raise, with a 13% discount, $418M and wouldn't have any shares outstanding left for future use. Now that truly would be a foolish way to run the business.
This company is not going to file for Bankruptcy protection in their current state of operations. They will get the votes needed and if they use convertibles to refinance their debt, they won't need bankruptcy to bankrupt the current shareholders. Our shares will be stolen from us as I have said already.
On the other hand, and we who are shaken by the proxy statement are WRONG, and Mel does have a plan similar to what I outlined above, existing shareholders will be present, not whole, on the other side.
Truly if you want to sleep better it is time for you to move on with the next up tick.... For me I am going to stick around a little longer after having looked around at all sides and now waiting for an explanation from Mel.
Do they have to issue shares before they RS? Cos1000 , sl62, please give me some input. What are the advantages of both, and do you see them needing all the shares? ANd do you think they are bluffing for the banks to allow more time to short this stock, so they can get more shares, and have people sell on the way up, as they sold on the way down... Maybe too many people are buying shares cause they dropped it too low, now they need to buy back to cover shorts, and they dont want a huge increase too quickly.
Thanks for the level head. I agree. I'm going to be watching close to see how things go.
relmore...
In The Proxy, it specifically states that the shares would be issued first before a reverse. It says the new shares would be immediately instated in Delaware upon shareholder approval. Whether or not they are activated immediately is the guess. The reverse is open-ended to a point of their choosing until Dec '09. This is the problem. Uncertainty. It's a broad stroke concept with no specificity. Our only known and given is the bondholder deals they are already famous for. Knowing that, it's clear to me it is their intention to do the same thing. How or when the reverse comes in is anybodys guess. Gekko and Cos1000 created a more specific scenario (up in an earlier post this article) but that's hypothesis. The company says nothing of the kind. I feel the same way, they are not giving us anything solid with which to make an informed decision. We know Mel K is a ruthless businessman, we just thought he would be ruthless on our behalf. As it turns out, we are seeing he is being ruthless on his own behalf and we are insignificant to him.
My focus right now is on the present. I will not go through any reverse or share authorization with this company. As you say and I wrote about yesterday, the short-cover has me worried because I now suspect they have been using the short cover all along to disguise buying (to entice more sharholder loaders/jumpers to make more money, for right now when they release this news), and to keep price from tanking. Look at the drift. This is a highly volitile stock. With that bogus short, they have been able to do a nice slow burn tricking people into thinking it was not crashing. Like you also said and I wrote yesterday, this is a classic where to many people (us) load up on cheap prices. Now, of course they don't want you to make the money so out comes the news. I think this was so strategic that their breath stinks. We have been trying to figure out a complex scam that is airtight. Yes, they will have lawsuits but things like Mel buying 2M shares (yeah right, like he gives a crap about those shares, he has 24M other shares), they will plead stupid and oblivious and call it market conditions. The best part of the plan is they knew all along that this time would come, they either get the vote and f us, or if no vote, they file for BK protection and f us that way. Then they emerge with no debt, 20M subscribers and a new company. A la a Kmart.
As of Sept 25 the reported short interest was 199M, down from 236M on Sept 10. We should be getting the 1st October number any day. It will be interesting to see what that number is. Aside from that, If the company restructures with the same bondholders (GS,MS, UBS), the question is do they need to cover their short, or does the new deal just incorporate approximate value with no actual covering to keep price in the tank?
NotVerySmart2 seems to think the short cover will still happen but he didn't seem to me to think it was going to be too significant. We may only be looking at a .10 -.15 move here. Question is how low will this price go? Q3 release scares the crap out out of me. Without a spotless report, topline, eps and guidance, this stock is going down. I don't envision a spotless report--plus taking into account Mel and Co are actually against us, why wouldn't they give plenty of doubt in the report so MM's can drop price another .12 -.15 and get more heavy shares (bought at low prices) back from jumpers? I just don't know if I want to be asking these same questions with the stock @ .20 or .15. It could just die on the vine there or lower. MM's have executed this perfectly and I'm starting to doubt there will ever be a panic cover.
Granted, the Nasdaq rule reprieve is next to a done deal but if their stock gets to .15 or below, I suspect they will reverse before end of this year. Now it's embarrassing for the company. They will want to blow us away sooner than later. Meeting is 12/18 I think.
*Sirius XM Dismisses Auditor Ernst & Young >SIRI*
Bring in a fresh accounting company who will accept master plan without asking questions. Jeez. I hate this. Because whenever a company switches accountants, it's for two reasons. 1. To cover up improprieties or 2. Legit reasons. I wanted to believe at the time it was 2. Now I think it's 1.
Allowing the subs to lend funds to the company, with the same options as the existing Sub-lenders may not be such a hard-sell.
You seem mad?
There is still a lot of time before the vote...
We have 3Q report coming in Nov.
And we don't know what is going on behind the scenes... GOOD OR BAD!
All WE have is SPECULATION now..
Are you going to be ok man..... ??
You sound like your going to have a stroke or something....
I am reviewing the "Hartleib Manifesto" and intend to open a dialogue with him regarding legal options. I believe there may be an exploitable conflict between Karmazin and Apollo/Black.
I hope everyone posting here will retain all current shares long enough to fully exercise their voting rights and will attend the Board of Directors meeting in December (New York is a great place to visit that time of year anyway; take the family to Rockefeller Ctr etc).
Doing nothing makes us all accomplice to our own preventable demise. Is there really anything that Mel Karmazin can say at this point that can change your mind and, more importantly, can be trusted? That bridge has been burned . . . Q3 will be more of the same. The bigger the lie . . . the more believeable.
(Private note to Mel's blog screeners: Tell Mel to hold-off on the new penthouse unit for now; prices will probably be down another 10-15% next year anyway. Better yet, use the mortgage contingency to get out of the contract . . . there's a nice 10 X 10 flat waiting for you; the rent is free, you get free meals and you'll probably be able to listen to the HS show on terrestrial radio).
I thank all of you for your show of support.
This has been a multi-year well orchestrated effort to steal this company away from its shareholders; Sirius Management's goal has not been to enhance shareholder value, it has been to consolidate all of the SDARS spectrum at any cost as the combined entity now controls more spectrum than all of the FM/AM stations combined in the United States. More so, not just in major populated areas but in every nook and cranny in the nation.
This will become a business model that will be worth multiple billions of dollars. The problem is, unless we do something, we will not be the ones that benefit from this. To date, I have spent roughly 3000 hours researching the company's failure to comply with their interoperable mandate and all of the misinformation and lack of transparency on this issue.
Above, I have included the 2nd Amended Complaint filed by Jeffrey P Fink initially on behalf of we - the shareholders - ie: "The Class". With some luck, a lot of work, and approximately $45k spent, I was able to defeat this suit which protected shareholders' rights. This suit was a sham and set up from the start. The suit was brought forward at arm's length by the executives of Sirius to reach a settlement which would provide them complete indemnification/insura... for all of their past corrupt acts. In class action cases, the norm is for the plaintiff's counsel to demand a letter be sent to each shareholder informing them that their rights are at risk and give the shareholders an opportunity to "opt out". In this case, Sirius refused as they argued before the Court, they could not spend the $1million it would cost them to send this letter to their individual shareholders. Instead, they argued that a one-day ad in the back of the Wallstreet Journal would be sufficient notice. I argued that this in no way could be considered due process or proper notification of the Class in which the Judge finally agreed and was going to force Sirius to send notice via the US Mail. Sirius refused as they were concerned about committing mail fraud under RICO statutes which could have led to five years in prison and a $10K fine for each and every piece of mail sent. Three days after this hearing where they argued they could not afford to spend $1M to properly notify their shareholders, they paid Mr. Karmazin $32M for the year - $1M more than the prior year. That was the end of the line for me.
Attached is another letter memorializing a call from Mr. Fink (lead counsel in the case) in which I was offered $500k to allow the sham suit to go on but at the cost of all other shareholders and class members. I refused. The plaintiff used in this case representing billions of dollars in our interest as shareholders is a professional plaintiff by the name of Mr. Greg Brockwell. He lives in a very upscale neighborhood in Duxbury MA and his home has a current value of $1.3M. He also drives expensive cars and owns other properties as well. One must wonder why someone who proclaims to own 1000 shares of Sirius would contact a law firm in San Diego CA and bring forth such a case.
Mr. Brockwell is a member of a litigation kennel. A group of professional plaintiff's that own minuscule, if any, shares in thousands of companies so that when opportunity arises the plaintiff is picked from the litigation kennel, has absolutely no involvement in the case, and is secretly paid for his participation in said case which is a felony.
Once I uncovered all of this information, Mr. Fink, Mr. Brockwell and the Robbins Umeda firm ran for the hills, but before doing so, they converted the class action, that was supposed to protect our interest, to an individual action on behalf of Mr. Brockwell and Terri Johnson only. At the time, I did not understand why they were doing this, but it has since been abundantly clear; as Mr. Fink and his law firm has now hired a high profile prominent defense firm that specializes in high risk, high exposure situations. The defense they are attempting is that when they converted the class action to an individual action, we as a class retained all of our rights, so "No Harm, No Foul" despite the fact that I spent nearly 12 months and $45K defeating this case to retain our rights. Where they are mistaken is that this suit, when it received preliminary class status, prevented us from filing a similar suit as it would have been moot and consolidated with their complaint. Therefore, we lost our right to a fully informed vote as well as the right to stop this merger via an injunction which was the main reason the Brockwell complaint was filed.
If you read the Second Amended Complaint, you will see the egregious accusations made against Mr. Karmazin and all other management of Sirius. Mr. Fink states clearly that if this merger is not stopped, at any and all costs, members of the Class will continue to be harmed. Mr. Fink's fancy footwork by converting the class action to an individual suit was an attempt to protect themselves as they are saying, we as shareholders/members of the class, did not lose anything as we are free to bring an action of our own. Where Mr. Fink is mistaken and incorrect is that his obligation was not to Mr. Brockwell, it was to WE the Class. Mr. Fink owed us a fiduciary duty to protect our interest.
Mr. Fink, in the eleventh hour, threw members of the Class under the bus to reach a settlement that was of no benefit to members of the Class and was going to line his firm, as well as other counsel's pockets, to the tune of millions of dollars. I believe we not only have recourse against Sirius and its executives but we also have recourse against Mr. Fink and his firm for denying our right to a fully informed vote. lulling us into a sense of complacency , denying us our right to stop this merger via an injunction from the court. He and his firm could be liable for hundreds of millions of dollars in damages to we, the shareholders.
I suggest we bring an action against Mr. Fink, his firm and Mr. Brockwell, as they have already shown they know the tremendous exposure they are now facing as they have hired high profile high dollar counsel to protect their firm; evidence that they understand the risk they face. We all need to bite the bullet and contribute monies to a legal fund as well as make our voices heard via a PR firm and potential civil disobedience at the shareholder meeting and potentially outside Mr. Karmazin's place of residence: Trump Tower.
Please, all of you that can attend the December 18th shareholder meeting at Sirius Headquarters MUST. Anyone that has friends or relatives that are shareholders need to be contacted. We must have a large turnout in order for the press to take an interest. I will see to it the press, The Wallstreet Journal, and others will be there but I must know that we are going to have a substantial turn out.
I'm coming from Southern California, have booked my flight, $199 to $249, so prices are reasonable if booked early. If any of you can help by contacting institutional owners, that would be a large help. Also, I don't believe it would hurt if you understand the details and seriousness of Mr. Fink's (ie: Brockwell's) breach of fiduciary duties owed us, that you start contacting the firm, asking to speak to Mr. Fink, and express your outrage as to how he sold out the Class members and that we will be bringing forth an orchestrated and combined action against him. I will also give you numbers of members of the press so that it is not just one voice yelling in the wind, but it will be multiple voices, which will give us more credibility.
It has been merely 2 days and we've received 16 e-mails, several phone calls, and we are just beginning. Next week, I will have information on how to run (and the cost of running) a PR news wire on Yahoo placed next to the Sirius ticker which will advise shareholders we are commencing an action and seeking plaintiffs (ie: participants).
Any other suggestions as to publications, ads run, or any other ideas are most welcome. Please feel free to call me anytime with questions or give me a number in which I can reach you. I know there are a lot of attachments and a lot to digest, but please spend the time to read them as it will help you to understand the depth of the corruption and the length of the battle I've been involved in.
For full disclosure, I am a Sirius Satellite Radio shareholder and hold well over 200K shares purchased at an average price of $4.50. But I can assure everyone, I am more than just a scorned shareholder. This entire situation and the position the shareholders have been placed in is a travesty. What took place in that Manhattan Court Room was criminal and jeopardizes the entire Judicial process (ie: Professional Plaintiffs).
GO TO SIRIUSBUZZ.COM "FORUMS"..... KEEP THE POST AND THREAD ALIVE AND ON TOP BECAUSE MANAGEMENT AND OTHERS FOLLOW THESE SITES CLOSELY. ALSO, THOSE OF YOU THAT POST ON YAHOO, PLEASE SOLICIT OTHER SHAREHOLDERS TO CONTACT ME AT SAVESIRIUS@GMAIL.COM TO PROTECT THEIR RIGHTS AND INTERESTS.
Again, thank you for your help.
Michael Hartleib
Where is the shareholder meeting....
And how do we vote.....
The only shareholder votes I have gotten have been through the mail.....lol?
All my sentiments. A clear case of Mel and company shafting their shareholders in a premeditated way. The problem with a lawsuit is he's done everything strategically barely within "the rules." Though the sequence and clear deception is easy to see, it doesn't necessarily make it provable to be illegal. Because he did things like buy 2M shares, etc... it would be hard to prove collusion or fraud--esp through the ever handy finacial meltdown crisis smoke screen. He nailed this one and us to the wall...and will live to scam the next share owners. The picture is clear now. I'm pissed I didn't see it sooner.
1. Attempt merger
2. Merger denied/held up creating massive frustration--creating "at any cost" obsession when finally approved. No sound business person would have done this deal knowing they couldn't secure proper financing. The only one that would do it would be someone who already was in bed with IBs and was ready to throw shareholders under the bus (Mel K)
3. Finally get merger but already know you can't get "legal" financing due to average credit rating, no positive cash flow, and new major debt of company being leveraged
4. Arrange "only option" deal with IB's to put financing on shareholders backs via convertible bonds and common stock dilution
5. EXPLICITLY understood that IB's will have no choice but to take out common stock, and down to possibly zero, to hedge "financial investment" but do not disclose this to shareholders
6. Create initial dilution to common, revalue shares from 2.29 down to 1.50 overnight--keep deal details hush to shareholders or media
A. Delay official SEC deal filing to public several days--possibly 3 days (3 days is the max by rule)
7. Create strategic media appearances/article releases to create hope and keep shareholders in the game pumping more money into a dying stock
A. SOURCE: SEEKING ALPHA POST;
* bdp
Sep 18 06:42 AM
For what it is worth. I copied this from another news forum:
"There is a rumor traveling around from a very credible source that Mel, who is friends with Donald trump, has met with Trump and two of Trump's creditors and a deal to take care of all outstanding debt in the early part of 2009 is almost finalized. The terms are very easy and since the merger, operating expenses have been smaller than once figured with subscriptions climing actually more rapid than originally expected, stock prices are expected to soar for a while and could easily be in the 4.00 range by the end of 2008. A reverse split has also been tossed around and if emplemented will make this a very attractive stock. Sirius stock is going to be expected to soar as it has bottomed out recently."
8. Make Mad Money appearance and assure shareholders of no reverse and guarantee that the shorts will be beaten
A. Pump up shareholder confidence by saying you are on their side to fight shorts and make the financing right for shareholders.
i. "Mel did say that he has been contacted by the owners of these converts and told of their interest in refinancing them for a better deal. He said that was not in the interest of the company and that they would pay the Feb, 09 debt with a combination of cash on hand and Bank financing, not converts."
B. CEO pretends on the air he doesn't understand the most important deal details (the short of the common) instead letting Cramer call them out on national cable TV. Then blame him for stock price depression
i. Mel Karmazin On Madison And The Merger
Joan Lappin, Gramercy Capital Management 09.04.08, 6:00 PM ET
CNBC's Jim Cramer didn't help the process at all. He was on TV yelling (can you imagine) that you didn't want to own the stock and you should only own the bonds being sold. Of course, the bonds were not available to small investors so that advice was totally useless for most folks. It definitely affected the price of the offering though, and it really jacked up the cost of the money. I also asked Karmazin why he went onto Cramer's show after he had cost both the company and in turn SIRI shareholders so much money. The answer to that query was that they had several meetings with large institutional investors and regarded CNBC as a way to communicate with retail investors.
C. Lie to shareholders and say "ugly financing" was the only way because of quick FCC ruling and staving off of immediate threat of NAB injunction to block merger
i. A. Mel Karmazin On Madison And The Merger
Joan Lappin, Gramercy Capital Management 09.04.08, 6:00 PM ET
Once the FCC finally approved the merger after almost a year and a half of consideration, he had two choices: to close that night or to wait for better financing alternatives than those he was offered at that moment. There were risks to each choice. If he didn't proceed to close as fast as possible, there was the immediate risk that the National Association of Broadcasters would get a court injunction the following morning and throw the deal into the courts for an even more prolonged battle. Some are of the opinion that there was a real risk that XM might go bankrupt under the weight of the debt which the combined companies are now laboring to lighten. If it did file for bankruptcy protection, other possible bidders like Direct TV (nyse: DTV - news - people ) or Comcast (nasdaq: CMCSA - news - people ) who like and understand the subscription media model were likely to surface with the ability to outbid Sirius (nasdaq: SIRI - news - people ). That also would have precluded a combination in the future. In order to close the transaction, Sirius needed to raise enough money to take out the XM debt that was triggered by immediate "change of control" clauses in its indentures. The credit markets are pretty rapacious these days. It doesn't matter if you are trying to refinance your home or an office building or if you are trying to raise capital to complete a merger, as in this case. It really complicates matters in this environment if you don't yet have earnings or positive annualized cash flow. Faced with this set of choices, Karmazin swallowed hard and decided to forge forward. He viewed the "ugly" offering as the better alternative, and he took it.
D. Do not disclose that regular non-dilutive bank financing was never an option due to limited high rates only available to the company
9. Create illusion of solidarity to shareholders by purchasing 2M shares in after hours 9 days after merger deal to keep shareholders in the game
A. But why does CEO buy shares when he knows full well the stock is possibly going to zero because of financing-related short of common and that further 8B share dilution/reverse is planned for Dec. 18?
i. Mel Karmazin On Madison And The Merger
Joan Lappin, Gramercy Capital Management 09.04.08, 6:00 PM ET
Last but not least, I asked Karmazin about his recent purchase of two million additional shares and why he didn't buy more. His employment agreement gives him about a 1.5% interest in the merged company if the options he has been granted become worth something. At present prices, he isn't faring much better than the rest of the shareholders. He had previously put $24 million into open market share purchases at much higher prices and felt that a $30 million exposure on his own money was sufficient incentive for him to make this merger a success.
B. Stock already down .10 from revalue before CEO purchase
C. Purchase in after hours so stock can run up to attract unsuspecting buyers next day
D. Stock loses all pumped value next day and closes right back where it started before after hours purchase
10. Announce "big news coming" after Labor Day to so that it alludes to new financing news to make shareholders whole
11. Disappoint on meek news after Labor Day at conference and shoot mouth off to create more conflict/pressure for stock
12. Continue loose cannon behavior shooting off mouth
13. No communication whatsoever with shareholders about intention to make financing right as said on Cramers show
14. Watch stock drift lower daily over next 4 weeks with no word of concern to shareholders
15. Allow existing IB creditor of Feb '09 debt, GS, to also drop common price target opinion further to .50 (which is also in GS's financial gain to see that price due to common short) and still no word of confidence from CEO
16. Let stock to drift down and close @ .37
17. Drop the bomb and officially release Annual Shareholder Meeting Proxy to public with intentions for approving massive additional 8B shareholder dilution and reverse split in order to restructure convertible due debt, and provide new required short opportunity for the deal
A. A strategy clearly planned from the beginning due to lack of any traditional creditor options--credit which was not only not possible in tough credit environment but not even possible in normal credit environment (this is provable)
18. I now believe something else. Isn't it a strange coincidence (not) that the two main IB's (in addition to UBS as the 3rd who is also part of this deal) that are left standing are GS & MS (who are the two main players in SIRI's convertible deals). Although I guess GS is no longer technically an IB but you get the point. And don't you think that all the IB community higher-ups knew who was in trouble (Leh, Bear, Merrill) and that there was going to be this massive deleveraging, financial crisis and CREDIT FREEZE...and who would survive and who wouldn't? Hmmmm. How interesting (and timely) for SIRI to have the credit freeze and now high rates as a handy excuse for this "change" to doing more dilutive convertibles instead of non-dilutive bank financing? I have to believe a little GS and MS birdie told SIRI this was coming while saying don't worry, they would be left standing to do this new deal. This cannot be a coincidence given everything we have seen. That's how I feel very certain this sheme was all premeditated. You would have a tough time proving it in court however though I'm confident we will see some suits come together. We have to let this play out first though if we are to initiate a suit. I might be up for it at the proper time.
The meeting is in NYC. I hope your starting to get the idea that this is no longer a go Mel go situation. He's f'd up big time here.
Thanks for posting the manifesto. Interesting. I knew immediately as of reading that Shareholder Meeting Proxy that the game had dramatically changed. The manifesto confirms that things were already going bad underneath the surface. My question would be though where was this info right after the merger as an alert to all potential buyers of new shares post-merger? Would have saved many of us money.
I agree with you on Tyler's articles. I have in the past thanked him for bringing articles and providing a place for us to post.
1-0 Sox after 3!
Anyways.....sl62
I know it's in NYC but does anyone know like.... where in NYC yet??
That's why I can't just look at this situation through one set of eyes....
I agree with you guys that a reverse split should not have even been mentioned along with the share offering... but I don't see this price being justified even by manipulators....
All who post here should COPY & PASTE THAT TIMELINE INTO A WORD DOCUMENT so that you do not lose track of it . . . it will be worthwhile to have it for easy future reference.
As to Donald Trump . . . it is certainly true that he and Mel are more than casual aquaintances. Mel owns a place in Trump's building. Although Trump recently purchased a private golf course in New Jersey, his casinos are performing very poorly and are reportedly for sale. Trump publicly stated many months before the current crisis that "the banks aren't lending" and it's tough to get a new project done with "the banks not lending" and then gave the PT Barnum pitch about how spectacular the Manhattan real estate market is.
The point . . . Trump's cash is drying up too; The Manhattan residential real estate market is dead-in-the-water and he's got steel-up on several dead projects, he's tied-up in an ugly eminent domain case in Ireland which is delaying development of a golf course there, his Atlantic City casinos are badly underperfoming and he is in NO POSITION TO LOAN MONEY TO ANYONE including his buddy Mel.
BTW . . . don't forget that "the Donald" came out of bankruptcy smellin like a rose . . I think that was during the Marla Maples years.
(Private note to Mel's screeners: Does Mel prefer Shadow Isle or Due Process . . . does Mel know that Due Process was owned by Bob Brennan? Yeah, you know, the Bob Brennan from First Jersey Securities fame . . . the penny stock swindler now doing time at Fort Dix)
December 18, 2008, at 9:00 a.m., New York City time, in The Auditorium at The Equitable Center, 787 Seventh Avenue, New York, New York 10019
Look. It's so very unfortunate the financial meltdown happened right at this time. Your point is taken that sure, even companies with healthy balance sheets have gotten pounded due to mandatory hedge and mutual unwinding, short pouncing, etc...let's just call it the deepest part of the Bear's jaws. So yes, it's now nearly impossible to discern what exactly is going on with any given stock. Look at CHTR also. Another CDL. Media stocks have been hit hard. Everything really has just been hammered. So OK. Let's see what happens to SIRI now that the fear is lifting a little in the market. I feel like their stock has disconnected from the product for the most part. Meaning do they even have the power anymore to react to positively to good news. Or do they act appropriately to bad news. I wasn't encouraged Friday. That wasn't great news that was released and the stock did nothing--though they did close on an uptick rather than their usual .02 dump. But that may have been NotVerySmart2's 100K block. But eerie silence is a weird sign.
Either way, I plan on being attentive to what I see this coming week. If we don't bounce here off of .36 we will be breeching the 3rd low since the revalue and each time prior it was look out below. So we'll just see it that holds up. I can't see why it won't. Don't forget, just like the broader market, most money managers still use moving averages and low breaks to determine their buying and selling--even in this weird market place. If there is any legitimacy to SIRI's stock at all (other than total mechanical manipulation) and if there are any players still even long--besides us (lol), they are also still using at least these technicals to help make decisions. A breech is a breech. If you take out an important low, it always means you're headed down. I wouldn't use RSI, MacD or BBands though. Those most likely be giving less than accurate indications. Sorry for the tangent. What I'm saying is, the main thing where SIRI is concerned is trouble has been located in the system. Mel has let us down. The dog is not only bloodied and bruised but so are we now. We just have to keep that in mind as we go forward. THE GAME HAS CHANGED.
TO BE HELD ON THURSDAY, DECEMBER 18, 2008
To our Stockholders:
You are cordially invited to attend our Annual Meeting of Stockholders, which will be held on Thursday, December 18, 2008, at 9:00 a.m., New York City time, in The Auditorium at The Equitable Center, 787 Seventh Avenue, New York, New York 10019. The annual meeting is being held to:
1. Elect twelve directors.
2. To approve an amendment to 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 shares.
3. To approve an amendment to our certificate of incorporation to (i) effect a reverse stock split of our common stock by a ratio of not less than one-for-ten and not more than one-for-fifty at any time prior to December 31, 2009, with the exact ratio to be set at a whole number within this range to be determined by our board of directors in its discretion, and (ii) reduce the number of authorized shares of our common stock as set forth in the proxy statement.
4. Ratify the appointment of KPMG LLP as our independent registered public accountants for 2008.
5. Transact any other business that may properly come before the meeting and any adjournments thereof.
Only stockholders of record at the close of business on are entitled to vote at the annual meeting. A list of stockholders entitled to vote will be available for examination for the ten days prior to the annual meeting, between the hours of 9:00 a.m. and 4:00 p.m., New York City time, at our offices at 1221 Avenue of the Americas, 36th Floor, New York, New York 10020.
In accordance with new rules approved by the Securities and Exchange Commission, we sent a Notice of Internet Availability of Proxy Materials on or about , 2008 to certain stockholders of record at the close of business on , 2008. We also provided access to our proxy materials over the Internet beginning on that date. On or about , 2008 we also began delivering the proxy statement and the accompanying proxy card to the remaining stockholders of record. If you received a Notice of Internet Availability of Proxy Materials by mail and did not receive, but would like to receive, a printed copy of our proxy materials, you should follow the instructions for requesting such materials included in the notice or on page one of this proxy statement.
Whether or not you expect to attend in person, we urge you to vote your shares via the Internet, by phone, or by signing, dating, and returning the enclosed proxy card at your earliest convenience. This will ensure the presence of a quorum at the meeting. If you wish to vote your shares by mail, an addressed envelope for which no postage is required if mailed in the United States is enclosed.
Voting over the Internet or by telephone is fast, convenient, and your vote is immediately confirmed and tabulated. Most important, by using the Internet or telephone, you help us reduce postage and proxy tabulation costs. If you received a paper copy of the proxy materials, please do not return the enclosed paper ballot if you are voting over the Internet or by telephone.
If You Plan to Attend
Please note that space limitations make it necessary to limit attendance to stockholders. Admission to the meeting will be on a first-come, first-served basis. Stockholders holding stock in brokerage accounts (“street name” holders) will need to bring a copy of a brokerage statement reflecting stock ownership as of the record date to enter the meeting. Cameras, recording devices and other electronic equipment will not be permitted in the meeting.
By Order of the Board of Directors,
PATRICK L. DONNELLY
Executive Vice President, General Counsel and Secretary
New York, New York
, 2008
Everytime I see that 8B, all those zeros, it gives me the creeps that they would even consider such a thing having no positive cash flow or positve eps...or at all period!! I've never heard of such a thing! and I've been in the market for ten years. Talk about cajones!! They want to flood a possible 8B (an additional 3.5B to an already whopping 4.5B) shares of common stock into this marketplace??? And they want the current shareholders to approve this. Whew.
Sirius Roadkill... like your private notes to screeners. I had been wondering if the company would be trying to follow these boards...or if they were too insular. pompus and delusional to even care. Or I wondered about MM's looking to pick up on buying/selling strategy. Who knows I guess...the manifesto guy seemed to think they were/are watching pretty closely. Hey whatever. There's a fishy smell coming from NYC!!
Location: United States
KPMG International
Timothy P. Flynn became Chairman of KPMG International on October 1, 2007. He was elected Chairman and Chief Executive of KPMG in the U.S. in June 2005.
Tim is dedicated to creating a values-driven culture that helps fulfill KPMG’s ‘Promise of Professionalism’ to our people, our clients and the capital markets our member firms serve. He is a member of the Advisory Committee on the Auditing Profession established by U.S. Secretary of the Treasury Henry M. Paulson, Jr. to make recommendations on fostering a more sustainable auditing profession.
Before becoming International Chairman, Tim served as Global Managing Partner for KPMG’s Audit practice and Global Managing Partner for KPMG’s Human Resources, as well as being a member of KPMG International’s executive team.
Tim started his career in the U.S. firm’s Minneapolis office in 1979 and became a partner in 1988. He was the Midwest Area Partner in Charge of the Manufacturing, Retail and Distribution practice and served as engagement partner on a number of public and venture capital-funded high technology companies. While in the U.S. firm’s High Technology practice, he wrote two books, “Going Public, What the High Technology CEO Needs to Know” and “How to Build a High Technology Business”.
He serves on the Business Roundtable’s Corporate Governance task force, the board of trustees of the Financial Accounting Foundation (FAF) and is a member of FAF’s Audit, Development and Strategic Planning committees. In addition, he is a member of the Governing Board of the Center for Audit Quality, which is affiliated with the American Institute of Certified Public Accountants. Tim is a member of the Committee to Encourage Corporate Philanthropy and serves on the board of trustees for the University of St. Thomas in St. Paul, Minnesota, where he earned his bachelor’s degree in accounting.
He has spoken on leadership, ethics and integrity at a number of colleges and universities including Howard, Fordham, Yale and the Wharton School of Business. He was featured in the May 2007 issue of Financial Executive speaking about changes in the accounting profession and the regulatory and reporting environment.
Marc Fischer
Washington's Loss: XM Empties Out
"It was very important for XM to continue, after the merger, to be headquartered in Washington, D.C. We've even said we won't have less employment here in the District than we already have."-- Sirius XM Radio chief executive Mel Karmazin, June 2007.
Well, probably no one really believed that even when he said it. Federal regulators approved the merger of the nation's two satellite radio companies this summer knowing full well that New York-based Sirius, which was essentially taking over D.C.-based XM, would dismantle XM and search for a path to profitability mainly by cutting costs--XM's costs.
Nobody has announced anything yet, but about 80 Washington-based XM employees, including many of the on-air voices and program directors of the service's most popular music channels, have learned this week that today is their last day of employment. They found out in the worst possible way: One worker routinely signed on to the company's payroll system and saw that his final day of employment was listed as October 15. Word spread like a virus through the building and by the time everyone had checked the system, it was clear that Sirius boss Mel Karmazin was ready with his bloodletting.
There's no word yet on the future of XM's headquarters building at New York and Florida avenues NE in NoMa, but it's hard to imagine that Sirius will hold on to an emptied-out building for long. Karmazin's plan, according to several radio industry news outlets, is to merge XM and Sirius programming into one stream on or around Nov. 5--directly in opposition to Karmazin's repeated and vehement promises to keep the two voices separate and distinct for some time to come.
Gone from XM as of this morning are some of the most popular voices and programs offered by the satellite service, including many of the producers and deejays on XM's highly creative Decades channels, which, unlike anything on Sirius, recreate the sounds of radio stations from the 1940s, 50s, 60s and so on. Also gone, almost all of the staffers on XM's black music channels, including Soul Street chief Bobby Bennett, a Washington legend from his WOL days (perhaps best known in more recent years as the voice of Cavalier men's shops and countless ads for R&B concerts. My profile of Bennett from 1997 is on the jump.)
But a scan of XM's music channels this morning finds most programs proceeding as usual, with deejays making no mention of any changes.
The big move came less than 24 hours after Karmazin made the rounds of media analysts, pushing the idea that Sirius is nearing profitability and is already "one of the top 25 media companies today," even if its stock has collapsed and is trading at 48 cents a share.
Although XM had more subscribers than Sirius and listeners often contended that the Washington-based service offers a better signal and more creative programming--here's my 2006 comparison of the two services, concluding that each is superior in certain areas of programming--Sirius got the upper hand in the years-long negotiations and lobbying that led to government approval of the merger this summer.
For the District, the potential loss of XM would be a rough blow to the emerging cluster of big employers in the NoMa neighborhood. It was XM's decision to build its base in a converted factory that led to the city's push for redevelopment of what had long been a dead zone. After XM and Federal Express moved to the area around Eckington Place, the feds decided to build the Bureau of Alcohol, Tobacco and Firearms headquarters across the street, and Metro went ahead with plans to add a station there. The result has been an explosion of construction, but the softening of the real estate market and the collapse of the credit flow has led to an extended pause in progress, and any possible closing of XM's headquarters would only add to the sense that the boom is over, or at least on a long hiatus, in that part of the District.
More as it happens....
If they do infact increase the # of shares.... i might be tempted to buy a ton at .05 or less!! just before the RS to increase the amount of shares i own..... then dump after a 1-2 day pop after the split.....
That's my plan....
Otherwise im sticking with my shares and not putting any more money into this until stuff is straightened out and facts become clear...
and you know , this company has been giving me bad vibes for a long time ....but I kept hanging in there , and I bought in to the concept .......but I always noticed at any retail store the satrad displays were crappy , and no one was paying attention to them .......I NEVER saw someone standing at the display checking out the siri or xm radios .....NEVER , NOT ONCE .........That always bugged me , but it was too late , I had already bought in , and it was on the way down ......I just kept hoping it would bounce back .......stupid me
The type of debt that they have been exercising, convertible bonds, generate capital but, create incredible dilution of the stock. The convertible arbitrage partnered with the convertible bond also creates a large “short” interest keeping the stock price down.
With the stock price being held down and profits not reached due to the debt, Institutional Investment MM’s are not investing in the company, 14.5% Inst. Inv. This also brings in a large percent,85%, of retail investors whose margin accounts allow their shares to be lent for shorting purposes by their broker dealers.
All of these characteristics composing common share ownership, low Institutional and high Retail, is why the company needs to do something drastic to clean up the mess. A lot of Retail investors with margin accounts creates a Short Seller opportunity to continually be able to locate shares from these margin account holders. The Short side manipulation and the Debt are a ball and chain on the company’s future. They do not want to file Bankruptcy and put operations under the review of the courts. They need to remove the debt convertibles creating common share dilution and remove the large shares outstanding to be able to protect the stock from “short” selling attacks. The credit facilities in May 09 are fine if they can be extended because they do not create dilution and their are no common shares associated.
In 2009 the convertible bond debt, 300 M in Feb. 09, and 400 M in Dec. 09 needs to be paid off. How the management team does this is very important to the common shareholder. We need to push management with letters, calls, e-mails and any other legal manner available to force them to reveal their plan to the shareholders before the shareholder meeting in December. Hold on to your shares and hold on to your right to vote on these issues.
The only other avenue management is exploring at this time is a private equity firm to come in and take us private. Short of that, we have no option but to restructure under chapter 11.
This information has been passed down to us because alot of us employees are scared for the future of our company and are considering leaving the company.
Do we love working there? Sure, but families and mortgages come first. And after what Mel did to the 83 employees of XM in DC last week, don't think for a second that he cares about anyone other than himself and his buddies that keep getting bonuses while the stock keeps tanking and the profits elude us.
As for FM5, there is debate if we will launch the bird next year as it is not paid for yet.
By the way you make no sense it seems hard for me to believe in the middle of SIRIXM letting 80 people go which you all would have known was coming after the merger (what else did you think senergies ment). That there would be others basically holding signs up take me first, because I am thinking of leaving anyway.
That's what i've been thinking of about the dilution...
I was just wondering if I should risk picking up a bunch of shares after the diluted price.....If it happens before a RS.?.?.?.?
(In cos and gekko's case the dilution would happen after the RS)
Any thoughts about my dilema?
Thank goodness John Malone took over DirecTV and re-inked a Tivo deal.
Basically, they just stopped paying the employees and they found out by logging into the payroll website that Oct 15th was listed as their last day. This happened to 83 employees after they did the same thing to another group of 50.
As for the company being ok with losing employees, sure for most they would most likely be happy they didn't have to axe them and be the bas guys them selves, but the engineering staff isn't exactly a group you can just up and replace.
And I know it will be most of next year before we are delisted, as I said, just enough time to convert ALL the debt next year into common stock..
You can go read the SEC document yourself, if they weren't going to do it, they wouldn't be looking for approval just to have "another tool in the toolbox" be serious. Mel isn't saying anything because HE HAS NOTHING TO SAY!
I just want to say thanks for your posts. Believe me, I believe you. I'm sorry I missed your posts from Sept 30. I don't know how I missed them but I guess I did. The stock price is about .20 lower today then at that time--which isn't the end of the world...even at .50 is was in the toilet. I'm more glad that I didn't miss your post had you done so when the stock was @ 1.26 (when you tried to short-and yes, shorting under $5 for us peon investors is non-marginable for brokers so no go), although I now wish you would have posted your Sept 30 info then. No matter, your info whenever it has been posted is appreciated and invaluable. It confirms exactly what we have finally learned (through facts) this past weekend...that Mel and Co. are evil. As you may have read previous, many here truely believed he and the company were on the side of the shareholder. Not to be.
I kept a little bit of money I was putting on the side, but when i did I wasn't expecting the price to have a chance of being diluted....
So I kept my money on the side.... (It was money I was going to spend on it anyways... just now I think I will wait to see if the dilution occurs... Then I will at least get the most bang for my buck LoL!)
Otherwise, I do agree with you that Mel does still care about his Rep. and about what you said about him taking less money to come here... I still belive that what Mel has planned is for the best for the company in the current situation...
I have not turned YET on Mel.....!
I want to repost Srius_Employee's posts from Sept 30 and I urge all to please re-read his posts from this morning just up the page from here. IMHO, if you go forward from here with a blind eye and think everything will just be OK, or Mel is cool, without your extreme attention from here on in, you will have no one to blame but yourselves in the end! This has devolved into a madman's game. Wherever Mel came from or how much money he's made in his career is now irrelevant. It's more about where he's headed that's key--which could be to prison. I am going to begin with a few of today's posts because they are probably the most relevant and reconfirms what I and others were writing about all weekend. As shareholders with the price @.38 even as we speak , we are now in a very tough spot. Mel has orchestrated this tough spot for us. Now we must make the hard choices of either to stay in until before the meeting and hope for (I hate that word hope becaue it's not really a strategy) a short cover pop back to maybe .50 -.60 ( I see no higher)--and risk this price being at potentally .15 - .20 at meeting time...or do we exit now and preserve whatevers left, move on and start working with other stocks to make some money back elsewhere by meeting time (12/18). I have to think anyone owning stock from a cetain time premerger to now (release of Proxy) would be eligible for a class action suit to recover losses. We've walked right into the company's trap and are hard pressed to decide what to do.
p.s. cos1000...you're mentioned in these posts and of course no offense to you at all. You know your views and opinions are respected and valued. I just copied in entirety...and sorry about the BoSox...
Post 1
Srius_Employee
BTW: Standard disclaimer: I have no position in Sirius stock. I refuse to open my 401k there because the match is only in company stock that I view as worthless. I DID try to short the stock at $1.26, but my broker won't let me short any penny stocks (under 5 rule)
Post 2
Srius_Employee
>>>ON: Mon Oct 20th 09:29 AM
Commented on:
Will Murdoch Make a Move on Sirius?
Cos1000: heres the deal. We can't get the Feb debt refied AT ALL, no less on favorable terms, so the board wants to double the number of shares of common to convert the debt. After the convert, we will do the reverse split so as to comply with the listing rules on the NASDAQ. There has been a temp hold on the NASDAQ delisting procedure due to current market problems (check the NASDAQ site), so this is our window to convert the debt into common stock before the RS, and not get delisted.
The only other avenue management is exploring at this time is a private equity firm to come in and take us private. Short of that, we have no option but to restructure under chapter 11.
This information has been passed down to us because alot of us employees are scared for the future of our company and are considering leaving the company.
Do we love working there? Sure, but families and mortgages come first. And after what Mel did to the 83 employees of XM in DC last week, don't think for a second that he cares about anyone other than himself and his buddies that keep getting bonuses while the stock keeps tanking and the profits elude us.<<<
Post 3
Srius_Employee
The issue isn't Sirius letting people go, ofcourse we all expected that, it was the WAY in which they were let go. Read the article about it in the Washington Post.
Basically, they just stopped paying the employees and they found out by logging into the payroll website that Oct 15th was listed as their last day. This happened to 83 employees after they did the same thing to another group of 50.
As for the company being ok with losing employees, sure for most they would most likely be happy they didn't have to axe them and be the bas guys them selves, but the engineering staff isn't exactly a group you can just up and replace.
And I know it will be most of next year before we are delisted, as I said, just enough time to convert ALL the debt next year into common stock..
You can go read the SEC document yourself, if they weren't going to do it, they wouldn't be looking for approval just to have "another tool in the toolbox" be serious. Mel isn't saying anything because HE HAS NOTHING TO SAY!
Post 4
Srius_Employee
ON: Tue Sep 30th 13:28 PM
Commented on:
Is Sirius XM a Buy, Sell or Hold?
>I know exactly how much debt this company has,
Really? Try 4.1B in total debt (bonds and contracts with SSL)
>and reducing redundant and non performing >channels to make room for Best of Both, new >revenue, is just smart business.
Are you serious? When I scroll through my Sirius receiver, I don't have "redundant" channels. Maybe I would with a combined receiver and a subscription to both services; but with existing equipment, I get standard existing channels that I have been paying $12 a month for.
Now enter best of both. My house radio, nor the 2 cars have a combined receiver, so I get what I get on them. In order to get best of both on my Sirius receiver, some of the channels I have been getting for $12 a month for are going to have to go away. If I continue paying $12 a month, I will get less channels than I do today. If I pay another fee for best of both, I end up with the same total number of channels that I have today. The receivers are only capable of receiving a total amt of bandwidth. You want the option to add channels, you need to take away from the existing to make room.
>WaMu and Wachovia are not in the same industry so >wipe the "spiddle" from your chin and move on.
You're right, they are not, but what they did have going for them was they actually made a profit a one point in their exsistance and as such gave investors more of a reason to believe they would repay their debt.
You are so bullish, so tell us, how much MONEY have you made off this stock since you started buying it? Last I checked, no one but the founder of the co made money and that was only because he tossed his stock shortly after going public and jumping to $60 a share.
Post 5
Srius_Employee
ON: Tue Sep 30th 01:37 AM
Commented on:
Is Sirius XM a Buy, Sell or Hold?
I really hate to say this, but from as an insider looking at the stock as an outsider, its going to $0.00 unless the shareholders rail against our terrible CEO. Our stock is at $1.26 and he has the nerve of going on Mad Money and saying "We've done everything right, its the stock market that has us wrong." I learned a long time ago, when a CEO makes excuses like that, they are lost and you best expect a HUGE loss.
So what are the BIG BIG negatives other than the debt thats killing us?
1: A new $400 million dollar satellite is set to launch next fall (FM5) that is INCAPABLE of handling both Sirius and XM frequencies. The combined company is looking at a total of 9 satellites to broadcast the bandwidth of just 2. Oh, and lets not forget there is no launch insurance on this bird, nor for the ones already in orbit (other than the 2 failed XM birds that kept their insurance for obvious reasons.)
Or the debt both companies have with SSL for the satellites that is not included in the financial report as debt. (XM still owes $400m on XM4 in a lease-buyback program) Confusing on the details, but if the bird fails XM is on the hook for the $400m on the spot.
Large numbers of subscribers have been canceling their accounts in the past 2 months, all the while the company is claiming to add another 1m subscribers by the end of this year and another 1m next year? Subscriber count will either be sideways, or possibly DOWN, not up. Doubt me? Go-to Best Buy and ask about the services. Most employees will tell you to wait for the combined receiver.
What they have not said about the "Best of Both" programming that is supposedly able to work on existing receivers? In order for that to be the case both divisions need to reduce the channel count for "their" channels to make room so you can "add" the others best channels. The end result? Unless you pay the extra $$ for the combined plans, you will have FEWER channels available at the current price point. (This does not take into account the loss of channels as mandated by the FCC)
I think Cos1000 needs to take a better look at Siri and XM's last quarterly reports and get a better understanding on the total amount of debt the combined companies are carrying. As for why the bond bullies would want to convert, or not renew the bond? The Company only has enough money to pay down the interest (330m / year) and NOTHING on the principal, all the while the debt has been slowly growing over-time.
Would you seriously lend your cash to a company with a debt rating the same at WaMu's before they went to zero, with no profits EVER to pay it off? If so, I guess you must be a lender from WaMu or Wachovia.
1. My apologies to you and your beliefs. You were right. I'm man enough to admit when I was wrong. I still adhere to that I don't know how you knew but I can't believe it was on anything factual (such as what Srius_Employee provided) but maybe you just knew on a gut feeling. There were plenty of facts available to the long side of this to indicate a positive outcome to this (which were articulated by intelligent people). Obviously there was no way for anyone to know about the contents of the Proxy, which became the deathnell of the whole glass-half full picture. Not only now is the glass not half empty, it's empty. But...
2. Point two in my opinion is the most important to the big picture. Many of us longs were basing our opinions on facts, numbers, history, tangible things. You contrarians were expressing your opinions without facts, numbers or anything. Usually it was just one liners like "stock is going to 0" or "you guys are idiots to stay in this company" or "bankruptcy!". I have to say right here. That's not the way to articulate an opinion that may actually be able to help someone change their view. So given that, it became clear that you were here more to gloat and rub salt in the wounds and kick people when they were down for your own amusement. Which obviously doesn't present a picture that you were sincere at all in in trying to HELP anyone here. Maybe that's something you should consider as you move forward in further forums. Investors have trouble enough making gains by themselves, these forums should be about helping one another through facts and belief, but the facts are important. We asked several times for anyone to step up with some contrarian solid facts, articles, whatever, and no one ever did.
No prob on the post earlier, just trying to help navigate this brave new world through information. I agree with you that if Mel were to stand up THIS WEEK, TODAY, TOMORROW preferrably and explain himself and the Proxy, that would help matters some. However, I have little faith he will. Look at how he is laying of DC XM employees...without a word. I wonder why though you would expect him to stand up and be counted now, when he hasn't until now? Instead all he has ever done since August is shoot his mouth of in public and blame everyone but himself rather than talk to his shareholders...IMHO
I am in a bit of a pickle and time is running out quick...
I think what troubles me the most is that I can't believe Mel would do this and I can't really trust anyone else's OPINION about this situation....
How do I know Sirius Employee (I mean no offense when I say this) is actually an employee and knows this information he speaks....?
The statements and articles you guys have brought up are not based on numbers or anything.... They are based on hunches and feelings that are already magnified by the fact we all lost so much money....
It seems like every article and seemingly innocent news strip that comes out you guys are starting to become paranoid about and exaggerate news...
Don't forget that besides the SEC filing, The news reports have been bashing this stock to smithereens, now with the filing... they are ripping into new flesh!!
I can't shake my hunch that Mel has not turned his back at us...
I will however addmit defeat when it is proven to me by FACTS!
Believe me i'm SCARED to say this but
----------------------... SIRI--------------------------------------
What is your opinion on what the Q3 numbers will look like? Thanks.
There are many who share your concerns about management . . . please consider contacting Michael Hartleib at 714-927-5898 or by email at savesirius@gmail.com
Your identity will be protected.
I'm glad you are starting to embrace the fact that something could be wrong in Bangkok. None of us supporters wanted to go to this place of doubt but now I'm feeling like more of an athletic supporter than anything (lol). But I have to refute your comment of lack of facts. I think there are plenty of facts on the table and recent posts are not just hunches. Mels litany of rogue public comments are facts. Mels lies are facts. The Proxy is a fact. The ever sinking stock price is a fact. Laying off DC employess without a word to them is a fact. Closing the DC XM altogether when Mel said he wouldn't pre merger is a near fact. Srius_Employee I do believe as a fact including all the facts he's provided regarding bird debt, no insurance etc...You have to remember now that Mel has pulled this DC debacle, EVERY SIRI employee has to be sh%tting in their pants because they have familes, mortgages etc. I totally believe Mel has not been communicating with them--he hasn't been communicating with us! Another fact. If you look at all Srius_Employee's posts (only 5 btw...it's not like he's ben here ragging on people like others), I take him at his word becuae he fits into the picture. The facts also state that Mel never inteneded on doing bank loans as he said HIMSELF he could only get LIBOR +6 or 7--his own words last Tuesday. Without looking at a chart, I just heard on CNBC this morning that normal for Libor would be 2.8 or 3. So that means (as Srius_Employee confirmed) he never could get a loan for under 9 or 10% and that's not happning (that is also a fact). It would kill the company. Oh and that manifesto that was posted is a FACT. If you want to check it use that email address and contact that guy. I intend to. People have already been at work preparing lawsuits against the company for malfeasance. Both legally and some illegally to profit. People know this thing is going to go down in flames. We just don't know the timeframe. Sadly we're in the unenviable position right now of HAVING to pick a bottom and a short cover rally (and the strength of it). Good luck to us!! How can you further believe in a company long term that is UNABLE PERIOD to secure another bank loan and can only use common stock dilution to fund their debt? Thats funny money. The only way out I see for this company is Chapter 11 (or 13) depending. And I now believe this was Mels instrument of choice knowing full well that we were headed into a financial meltdowm. Don't forget, he has been in bed with GS and MS. You don't think they didn't tell him some heavy sh%t was going to go down this fall? So you have to ask yourself. If you know you can't borrow any more money from a bank up front, yet you still intend on going ahead with a massive debt incurring merger and fund the merger with stock dilution while mandating a futher mandatory stock depression (due to the bond short) (which could take your stock to 0 if desired), and you know a financial meltdown is coming which will help your case for eventually filing BK (without ostensibly too many questions), then you do the final blow to the stock by announcing a massive flood of more dilutive stock, with a reverse to boot, then there you have it. I am 95% sure the master plan of this whole thing was to take the merged company into bankruptcy by the end of this year. Don't forget in a BK the bondholders are always satisfied first, then comes everyone else and stockholders are last. This is so clear to me considering all the FACTS now coming to light. One other fact that I overlooked before which now has relevance. In the history side of this, we know SIRI went through a low stock price in 02 - 03. Their low then was .38 intraday. Becauses I always believed in Mel I never looked at this FACT:
"Karmazin accepted the top job at Sirius in November 2004."
The sad fact here is that Howard had already jacked the SIRI stock to 6.00 by November 2004. The news of Mel joining the company is what kicked the stock to its post techbubble high of 9.50 (approx)...probably in early Dec of that year. From then on it was down to here today. So the takeaway here is a few fold.
1. Mel never navigated the company though the lean years. Had his big mouth been around then, maybe the company never would have made it.
2. Since Mel joined the company, the stock has gone from its high, all the way down here. That's on his watch. So there you go. More facts.
I have no idea what to do at the moment. I want to just sell it all and be done with it and if something happens and the thing turns around I can jump back in. As of now I've sold nothing. Today is good because we're flat (sad that now you have to be excited about flat!). So I'm just doing more thinking today.
I agree that Sirius's balance sheet is in trouble. I agree the markets are in trouble. But Sirius/XM together have a market cap of way less than both seperate. I refuse to believe that is possible so long after the merger. Either both stocks were heavily overpriced before the merger(they were way down at the time) or the price now is undervalued. Their debt is substantial. Their revenue handles it. Can they ever get debt free without more stock dilution? Sure. Companies run with debt 100 percent of their existance. No big deal. Do they make more than they pay out? Almost. Thats why the stock is undervalued right now.
I have an excellent ability to read through lies from posters. What I dont have an excellent ability at is knowing where market manipulations are going short to medium term. I know where this company will be in 5 years. Powerful, large, and the thing to have. Will they be debt free, probably not, but no where near these levels. Will they be making money? Yes. Will they be making a lot of money? Maybe. If they can get to a magic number of say 24 million subs, and increase ad revenue just 10 percent, and lower talent costs only 10 percent, they have the ability to make a lot of money. Are the above goals reachable? Yes, and I think that is conservative. SHould we wait? That is the question. The market conditions are the worst in history. Credit conditions are the worst in history. There has never been so much negative energy about this stock in its existance. It is controlled by shorting interests.
HMMMMM. What to do what to do. Our CEO is playing chicken with your money, and being about as helpful as the NAB towards our interests. I wrote it off as a low SP gives Sirius power. It shows no futher dilution would be possible to investors. Stock isnt worth anything. RS? That changes a few things. Adding Shares? Someone wants them? That cant be true. Who? Give me their names. Id talk some sense into them. LOL.......
SL62, me and C0s1000 have done a 180 on this for good reason. The proxy reveals they lied to us. Not only are they considering it, it seems inevitable given no facts to the shareholders for us to think otherwise.
So as Ive said before, unless they SHOW us that there are NO other options other than bankrupcy, even then Im not for it. Id rather let them go to bankrupcy, which is the reason I dont believe the sirius employee, or that he was lied too. They are using the low SP and the threat of bankrupcy to railroad this through. Im not buying it. SOrry Mel, your a lyer and work for someone else, not the stockholder. When and if i see you at the meeting, I willask you who you really work for. And if you like jail.
Notes of interest...
As I have been saying all along, Sirius is now under control of the PTB. The banks. The CFR, the Roschilds, etc.. Whatever conspricacy your believe, the Maria Shriver thing adds fuel. Shes a Kennedy, and part of the ruling families. This company is so IN, it makes me shake to know they want my shares so bad, the board might be willing to risk jail to do it. Freaks me out they are that ballsy. Very very scary.
Just something to consider regarding the consolidation. IMO, what speaks more about the downsize is HOW you do it, not so much that you are doing it. It's one thing to begin downsizing (which was fortold, OK fine) but look at how it's happening. How would you like it if you worked for either company, you have a family and mortgages, etc.. and your CEO is telling you nothing about who is going and who isn't? Esp. by now!!! The merger was 3 months ago!!!! Where is the plan for all to see in phases or waves or increments? There are people right now today, still going to work in DC XM, who have not been told they are terminated, yet their pay has been cancelled beyond a certain point. What? I ask, where is the management? Is this what you call good management? How would you like it if that happened to you? Why do we hear about 8B shares and a reverse split (and plenty of publicly running off at the mouth) before we see ANYTHING about the consolidation plans??
And...you can't secure a proper bank loan period and you are doing everything right? Mel has hidden things and misled us and that's all there is to it. He's doing the same things to his employees. IMHO.
Agreed but I believe Srius_Employee. Mel is making enemies faster than you can think of. As I just posted, look at the long-term chart. He joined in late 2004 at the stock high and has crashed it under his watch. This is the proof how badly he has mismanaged the company. Doing this il-advised merger was the last straw. I now tink he did it TO get the company into BK reorg. That way he can emerge out of it like Kmart did--smelling like a rose with no debt and 20+M subs and like you say a very good product still with deals with OEMS etc...a built in rev stream guaranteeing positive cash instantly without the debt. IT'S VERY IMPORTANT to realize that he lied about being able to do a bank loan. He implicated himself last Tuesday by shooting his mouth off by saying he can only get LIBOR +6 or 7%. Even at normal LIBOR of 2.8/3, that would be 9 or 10 (in good times). So thisi whole financial meltdown is just a smoke screen. He ABSOLUTELY KNEW BEFORE THE MERGER that he couldn't do any bank loans. So he knew he was going to smoke the shareholders and I think just drive it right down into BK. Why NOT? I belive Srius_Employee saying the bird debt is massive, uninsured and not reported to the bottom line. Mel knew this also. It's just becoming so clear what his plan was to take this company into reorg to shake all the debt. There are too many signs to ignore IMO. He knew there would be shareholder revolt. That's why he's done this. HE WANTS THE REVOLT. Anyone going to the meeting willbe playing right into his hand (if the company even makes it until then). He might yet use the shareholder revolt to say "because we now think we will not have enough votes to pass this stock dilution, we have no choice but to file for bankruptcy--effective immediately." This to me a very real scenario before the meeting and in it, there will be no warning. It will be released some morning, like Fannie, Freddie, Leh. Bear etc.. and the stock price will open at .05. We have to be wary of this possibility. I no longer will put the worst scenario past Mel K.
Also regarding the meeting (if it gets that far). It is written in the Proxy that seating is limited (as it always is, any place is only so big) so many who try to attend won't get in. Many will be relegated to standing outside the hall yelling epithets most likely. I wouldn't put it past SIRI to already have the hall filled with "the right people" and so will start turning people away VERY EARLY in the AM.
Also, I suggest we wait until some of these actions come to fruition before bringing the suit. There are going to be massive suits IMO--which again is anothe thing that will dog any stock of theirs, reversed or not next year.
Man, the hits keep coming!!
www.tradingmarkets.com.../
A little contingency planning . . . the articles posted here are reprinted, with permission, from the Siriusbuzz website. In the event that something unexpected happens and the Siriusbuzz website shuts down we will have lost our conduit for this forum; we need a back-up plan now . .
If anyone has "IT" knowledge and can set-up a no-frills site now as a back-up, please do so or, alternatively, recommend a place to reconvene this forum with our current identities. The continued communications flow is critical.
I also urge everyone to copy & paste any important posts, such as the sl62 Timeline, into a Word document for safe-keeping and future reference. Perhaps someone here will volunteer as a recording secretary to secure any of the important posts and act as librarian.
Please reply with suggestions for a back-up forum . . .
Relmor, can't hurt to hear what Hartleib has to say . . . he has already done much of the heavy-lifting
many here have even considered me an "enemy" simply because I acknowledged that the "doomers" MIGHT be right ..........I hoped not , but hell , I was not going to be so blind as to give them no credence whatsoever ..........but some did just that , and they have turned out to be wrong ........we all were wrong to be so hopeful and optimistic in the face of constant negative earnings ..........YES companies can be negative for a while .........but siri / xm has NEVER turned a profit ........and one helluva gamble
The thing that got us ALL ....is the fact that we KNOW satrad is here to stay .....the concept is not going to disappear .....and we banked on being part of that ...........it appears we are being betrayed severely ......This is a cutthroat society , and it is ALWAYS the masses that get screwed when the chips are down ................
Mel could issue 3 billion shares ........one million investors like me could buy another thousand dollars worth ........that would generate one billion dollars with no convertible bonds or financing short scammers in the mix .......share dilution , but debt gone , and no more GS crap
one question ........is there any merit to the idea that maybe the big boys want to snatch up all our shares on the cheap out of fear ???? Is that a noteworthy scenario ?????? Because I don't want to fall into that trap either ........I would really feel stupid if I sold , and this thing took off
This may come as news to you sl62 but both SIRI and XMSR have ways of knowing which channels are the most popular (XMSR had the ability for a long time but SIRI just got it several months ago.)
If I could go , Id be making a motion to fire them all
I'm sorry to report a little whle ago, I dumped my shares @ .387. I no longer feel comfortable in what this company can do. It's gotten too wicked. What put me over the edge was 1. stop the bleeding allowing me to trade another day to help recoup losses faster elsewhere. 2. I can always jump back in if a short rally occurs but my downside is in. With new information on the table, the rally will now not happen premarket or afterhours because of an announcement of a bank REFI as promised(LOL) it will happen during market hours if and when shorts decide to exit, so there will be time. And I will be there too ready to pounce. I've officially lost 20K, which is enough for me. I will now get to work trying to make it back. Now coming out of this financial meltdown, luckily, there are plenty of beaten-down opportunities out here to recoup all of this by end of year. I know I will still qualify for class action so maybe I'll get that back too.
The last straw for me was what I wrote to relmor in my last post. I am very concerned now that we could all wake up one day to an announcement of BK reorg. If that happens, this stock will open that day @ .05 or less. If that happens, that would be a good day to pick up a .05 move on 200K shares or something. Get in get out. But I think they have announced this massive share issue to piss off shareholders enough so they can then turn around shortly and say they have no choice but to reorg. It all makes sense. Bondholders get paid, shareholders get shafted. They are swimming in debt with no way out. This is Mels plan. Think about this. You might say well if they do that they will lose subs. BINGO! Hence the merger!!! that takes care of that attrition. Even if they lost 5M subs because of BK (which I highly doubt because they know everyone who has SatRad loves it and will keep it), they still have 15M left (and then no debt). The company will issue a statement that all day to day operations wll not be affected so if they lose 1M, no big deal. Plus, even if their new sign ups take a hit intially, they still have 15-18M existing (and no debt!) Did United stop flying when they filed? Nope. This way SIRI will emerge debt free with a viable money making company. AND PLENTY of new investors will buy their new stock WITHOUT ANY DEBT --a PPS probably about $15. The reorg will also help with their current downsize issues. In BK it will be sudden and clean and make more sense to observers (whatever they decide to cut out of the equation). Obviously there is going to be massive cuts in the next 8 weeks anyway. They've only just begun that (with no plan communicated to us or employees)
Like I have said and relmor and cos1000 said...you have to have a hard time figuring out why they would be attempting this 8B issue. It makes less and less sense to actually happen. I now think it's to help them into BK. If i'm wrong, and the stock winds up popping, I'll be there too. This is just a preventative measure to eliminate what I think is now massive risk to the downside that I never believed before. I have completely lost faith in Mel Karmazin who is leading a company in which I own shares (used to). That is every reason in the world not to own those shares. First rule of investing: if you don't believe in the management...do not invest. Period. I now have lost all faith in this management and it scares me what they will do next. But see the rub is, he will get away with this. He is shrewd and hard to get. He knows the product is good and people want it. He just knows he has to do away with the debt and reorg is the only way. A closer look at the stock from Nov '04 until now tells the story of Mel K. Relmor said it, he overpaid for all talent to get the subs up...knowing full well it was going to choke the stock--which it did. His last part to kill the stock was the merger. And here we are. He killed it. He devised a plan with IB's to make it all happen and now he will slip into protection and reemerge as a lean company with a great product, major subs and blue skies. GREAT PLAN MEL IF YOU'RE READING!!!! CONGRATS AND PLEASE CHOKE ON MY MONEY!!!!!
So I hope they choke on my money. and maybe they'll be giving it back to me sometime in the future through a court room--who knows. And maybe, I'll even get some of it back out of their hyde before they seek protection like cowards.
I'll still be here reading posts if anyone wants my opinion or whatever and for any legal stuff in the future.
Point taken.
163888...
Point taken. However, if they're gone, do it right. TELL THEM. Don't not tell them and just cut off their electronic paychecks. Sorry but that's lame.
This is tough...
One last thing tipping my scales today. Knowing that class action against SIRI is already well under way. That tells me this scene is bad and will only get worse. There will be many lawsuits against Mel and Co. as it keeps unwinding. They already have a patent lawsuit, now today sweatshop accusations are under way. Natural upsides to this company (in this iteration) are dwindling extremely low. No reason for me to go through all the further bs that's coming with them since I've already caught them lying...
Good thoughts...
Good news is anything posted here in these articles is retrievable from Seeking Alpha via subpoena. The fact that they database and sort all comments via name helps. I assume the same is true via SIRIUS BUZZ? I've never been there. If the names are hot like here, all info is easy to find. I've been saving articles and posts just in case myself for a while and will continue to do so....
For the class action lawsuits, do you just need to own the shares during a certian period to be part of the lawsuit?
what about Mel just saying last week he was "confident" he would get the financiing done. based on what we all seem to believe today is this not just another total lie?
Yes, in class action there is always a time period restriction. My guess it this one will be from when Mel first attempted the merger until either the release of the Proxy, the shareholder meeting or depending on how bad it gets, whenever prudent in the future. You just have to have proof of ownership between that period. But I think the merger will prove the catalyst event leading up to this decline. Who knows. If you look at Mels track record with this stock it could go back further. He has really killed this stock since he joined the company in '04. Now we can see he's had a master plan all along to do so (I can at least).
As far as stocks...be slow and methodical and go for a little here and a little there where thimgs are beaten-up (plenty out there) and before you know it you'll be close to that 400%. Sucks to be us, we got played here by a master manipulator and salesman Mel Karmazen. We thought his ruthless aggression was working for us. Unfortunately we see now it's been working against us big time. We've been officially thrown under the bus. IMHO...
What is your opinion on what the Q3 numbers will look like? Thanks.
Honestly, in my department atleast, we ARE SCARED TO DEATH of the Q3 numbers because we don't see the 19.5m subs that Mel CONTINUES to say we will have at the end of this year. I personally know 7 people who have turned off the service for various reasons. Also, Mels explanation of "Even if Detroit loses, we still win" doesn't add up. Granted, penetration is up, but not nearly up enough to offset new car sales being down 30-35%. If you go into Best Buy or Walmart, and put yourself in the shoes of a regular Joe who doesn't follow this stuff, you are left asking yourself "I thought they merged? Two different ads, two different receivers. Even new receivers (XMp3) that don't receive the other sides spectrum."
We see subs are either flat, or slightly declining for the 3Q, and with Mel not even acknowledging that its possible we don't see 19.5m, whats the street going to do with the numbers? Alot of my co-workers have ALOT of this stock, and for them I wish it were better, but most of them have been dumping their 401k holdings in the past 2 weeks, even tho they are charged a 29.99 commission to get them out of the 401k.
As for the lay-offs, as a shareholder, I know you guys see them opposite as I do, and thats totally understandable given your position, BUT I am sure you guys wish Mel was out there PUSHING the fact that he just layed off 83 people for cost savings. Thats the type of news that shareholders want to hear, but alas, hes not saying a word about it due to the way it was done.
We see synergies contributing to the 4Q numbers, but doing very little to help the 3Q. Most of the changes and layoffs have been very recent.
One good note: we are LOVING getting O & A on our department receiver :) Just wish the company did some advertising to make a bigger deal about the best of both having been rolled out. We found out by scrolling thought the channels after the latest channel update was done.
Like that song "This is How We Do It." You're not surpised are you?
Much cheaper to wait for Sirius to burn through more money. With the debt they have and deteriorating subscription rates, they will go away unless they can be had for a much, more discounted price.
Thanks for your opinion.
So, Srius_Employee... people here are right to think you might be one of Mel's cronies (or other). I do not. But for others, and not that there will be any difinitive through this forum, but are you willing to go on this record saying you're being honest about your statements and position as a SIRI employeee?
Not that anyone here is looking for insider information (which is illegal and a felony), but that you have just come to this Seeking Alpha forum as a concerned person about the questionable conduct of Sirius XM and it's officers esp. CEO Mel Karmazen, to offer your opinion? Which possibly could help another investor here that has lost significant portions of their investment...and to commiserate with other SIRI shareholders who feel they have been lied to and taken to the cleaners by said Mel Karmazen and his company Sirius XM?
Need to pay for something? Just issue more shares! Get that printing press rolling.
IMHO...in a world of what have you done for me, rather than what will you tell me you will do in the future, if those Q3 sub numbers are a miss...the street will crucify this stock by 50%. Another reason I dumped today (before your post).
investor.sirius.com/se...
From the 10-16-08 Proxy
Gary M. Parsons is now our chairman of the board of directors. Mr. Parsons has an employment agreement with our subsidiary, XM, which extends until November 18, 2009. Mr. Parsons generally participates in the same executive compensation plans and arrangements available to the other senior executives. His compensation consists of annual base salary, annual bonus and long-term equity-linked compensation. His employment agreement calls for Mr. Parsons to receive a base salary of at least $525,000 annually, subject to increase by the board of directors of XM. The target amount of Mr. Parsons’ discretionary bonus ranges from 100-125% of base salary.
Do you think these guys deserve any bonus' ?
Anyone requested any info from Siri?
Our board of directors has also adopted a Code of Ethics , which is applicable to all our employees, including our chief executive officer, principal financial officer and principal accounting officer.
Our Code of Ethics is available on our website at sirius.com and in print to any stockholder who requests it from our Corporate Secretary. If we amend or waive the Code of Ethics with respect to our chief executive officer, principal financial officer or principal accounting officer, we will post the amendment or waiver at this location on our website.
Mel makes 1.25 mil/year and in 07got 4Mil in cash bonus!!!
Should he be fired ...
The proverbial GOLDEN PARACHUTE!!
Mel Karmazin
In November 2004, we entered into a five-year agreement with Mel Karmazin to serve as our Chief Executive Officer. We pay Mr. Karmazin a base salary of $1,250,000 per year, and annual bonuses in an amount determined each year by the Compensation Committee of our Board.
Pursuant to our agreement with Mr. Karmazin, his stock options and shares of restricted stock will vest upon his termination of employment for good reason, upon his death or disability and in the event of a change
in control. In the event Mr. Karmazin’s employment is terminated by us without cause, his unvested stock options and shares of restricted stock will vest and become exercisable, and he will receive his current base salary for the remainder of the term and any earned but unpaid annual bonus.
In the event that any payment we make, or benefit we provide, to Mr. Karmazin would require him to pay an excise tax under Section 280G of the Internal Revenue Code, we have agreed to pay Mr. Karmazin the amount of such tax and such additional amount as may be necessary to place him in the exact same financial position that he would have been in if the excise tax was not imposed.
Lets not throw the baby out with the bath-water. If the product is viable, and the business model credible . . . then it is merely the execution of the business plan that is failing, which means management is failing . . .
I have had the privilege through my work of serving on many local and regional boards and committees, both in the private and governmental sectors. Change is hard but can be accomplished with effective leadership and a fearlessness to challenge the authority.
I have seen it first hand. It is within the power of shareholders to effect change but it requires the application of constant, crushing, overwhelming pressure . . . Mel CAN be worn down to a little nub but it will take a constant barrage of pressure.
Now it not the time for the faint-hearted. It is possible that a series of small, strategic, legal challenges can buy enough time for credit markets to thaw.
Management often forgets who they serve. Mel will go out fighting . . . that's who he is . . . but I have seen other guys at his age, that also fought the good fight, eventually say eh, do I really need this aggravation at this stage of my life?
A change of management and execution of the business plan is what is needed . . . not a series of duplicitous, ill-timed mis-steps and embarrasing public speaking engagements.
The shareholders can and should fight to throw out this management team . . . that process starts with voting your shares to memorialize your discontent, flooding management with letters, phone calls and emails of discontent and attending all Board meetings.
Look, it is NOT personal. Mel is either incompetent, over his head or worse . . . in any case, it is not a tenable situation for shareholders. Do not throw away your shares . . . the monetary value is all but irrelevant anyway . . . the value for today is in the voting privilege.
Like TIAA-CREF and other invesment Companies who own millions of shares?
What about the fools who paid $ 1.50 psp few days after merger?
Nice try Vicar.... your respite wasn't long enough for me to forget who you really are...
You guys are all so gullible, this poster is not a Sirius employee. I just got back and cannot believe the panic hear. First:
S162 I appreciate you thoughts and can understand your selling your shares but, please don't try and convince me that Sirius Employee is providing us with any real information here. This is BS.
Today I thought was a good day, low volume and the stock price didn't go down..... interesting and different. With all the panic and talk about Class actions lets stay focused. I am concerned about dilution as presented and an unexplained Proxy Statement released Thursday evening like everyone else. I am concerned about the Reverse Split for the same reason. There is no evidence that the Sky is Falling or the Sun won't rise tomorrow. WE HAVE TIME to decide.
S162 is making a decision to sell his position. Like me when I sell my percent of holdings at some price, I am betting the stock will go down so I can get back in. I am sorry but until your back in s162, your opinion is tainted. No offense intended. Its just the way the game is played.
163888.... It is very good to see you back on the board and posting again. I was away most of the day an came back to the BS of people taking Sirius Employee as some insider with real info. He is laughing his a$$ off at his ploy.
You are starting to concern me..... I haven't heard your plans to put money in my pocket as a shareholder. I have heard you say that we need to throw out the management team and Mel. Let's get some details on exactly what you would do that will fill my pockets as a common shareholder with cash. So far I just haven't heard it.
We are all in a vulnerable position as investors of this company. Some are serious about our investment and belief that this is a good business model that should and will turn a profit. The debt and shareholder equity has us wondering what's going on. Silence from management and Proxy statement filings without explanation are even more concerning. All of us want answers.
Detractors have been here and on every board that we post for a long time. I am not now going to give them my power as a shareholder and supporter of this company now any more than I will be silent if management takes us in a bad direction.
Please, as investors do not lose focus in your wanting answers to the questions that you have. Do not make decisions base on what I say or do, and certainly not what anyone else here says or does. Take it all with a grain of salt, go back and look at what your plan was, and execute it based on what you've learned. If you didn't have a plan, sorry its time get out and rethink why your here.
Writing letters and voicing your opinion management is always a good idea. This company has gone Dark with communications. They have to report third quarter numbers. We need to hear what they will say. Right now is not the time to be manipulated in giving up your position in this stock.
Cos.... Read my 12:14 p.m. comment..... It's basically the same thing you just said..... ( plus a little extra but you get it)
Also Mr. Between, since you're forecasting profitability, please discuss the effect of a GM Chrysler merger on Sirius profitablity. I beleive it will be a horror movie entitled "Saw 6".
No worries. And SiriEmployee or whoever he is, is nothing new or relevant on their own. I put out a challenge of truth to that individual. Obviously, if they disappear, that confirms that. Most of those facts were also reported by other sources. Just a small piece of a larger puzzle anyway. Many other clean facts out there. Not about being gullible dude. My fear here is that no one is seeing or acknowledging that Mel has lied to you--among other things, the main thing is not being able to get bank financing. That is one of the big reasons I rode this stock down here. He said it, and he lied about it. Had he said that on Cramer's show like he should have, actually said he could only pay down debt by using stock...NOW WAY would I even be here. That's not spec, that's insane. I would have been out @ 1.50, taken a small loss and moved on--and then watched the carnage from the sidelines like NotVerySmart2. Let's keep the focus where it belongs on cheating Mel not SiriEmployee or whoever you think it is...with all due respect.
Management has failed to execute and it is my own opinion that a change is needed . . . . it may not be any better in "filling your pockets" but it certainly can do no worse than the current regime has in emptying them. . . . readers are free to follow whatever course they choose, including the "cos manuscript for filling shareholders pockets" if they so desire; it is a free country. No one should be told to "rethink why they are here" cos. It is not for you to decide. If you are a leigitimate "long" like relmor or sl62 you are undermining your own credibility with comments like that. This site is an idea filter . . . you are free to refute every single negative remark made about management by me or anyone else. Simply do so.
If you genuinely find my comments troubling . . . do not concern yourself with me cos. I have heard that line from you before. You are free to denounce me as a heretic or an NAB mole, ignore me, ridicule me as you have in the past because that is your proven schtick . . . . right out of the same old playbook . . . or you can try the old shout-down/intimidatio... method that you are so fond of.
It will say more about you than it will about me. I do not have to be vetted by you to offer an opinion. Let the readers here judge the motives for themselves.
It wasn't too long ago cos that you also accused "me" of being "The Vicar of Value;" you were pretty cock-sure of yourself on that one too, same as you are today about "Serious Employee." I have not posted any "I told ya so" comments on this site when I would most certainly be justified in doing so. The closk on the vote is ticking and I am scrambling to find a solution and having to defend myself to you is a distraction and of no value to other readers so it is the last time I will do so.
"Serious Employee" has been given the contact info for Michael Hartleib. I don't know who he is or if he is legit; no one here does. I am willing to consider the possibility that there may be legitimately disenfranchised employees who have something to add to the dialogue, particularly after the way the DC terminations were handled
We shall see . . . if any other disenfranchised employees have issues, they too should contact Michael Hartleib in confidence; do not post here! Call Michael Hartleib directly . . . the phone # and email are posted above . . .
Sirius Roadkill, The above statement of concern was for you to give some insight into your plan to move this company forward after we move current management out. It was not a shout down, accusation of you being a mole or a heretic. That is not my schtick. as you say, I simply asked the question. Are we jumping from the "pan into the fire" or what?
I have followed by reading Michael Hartlieb legal filings. I think they have merit but as I already stated felt at the time of his original filings, thinking the merger was going to help the company in being successful, felt they were a distraction. JMHO
My questions should not threaten your leadership on overthrowing the management team and Mel. They are an opportunity for you throw your ideas out into the filter which is this board.
My comment about rethinking why you are here pertains to how we all got here with this company, at this stock price, and what an individuals goals were and currently are. Class action lawsuits, overthrowing management, can be distractions and expensive ones regardless what side of the issue your on. My statement about us all being vulnerable reflects my intent.
As far as my accusing you of being the Vicar in the past, I can only apologize for being wrong and paranoid at the time. The Vicar had posed as under several pseudonyms over the course of several days, including cos10000. After contacting Seeking Alpha they verified for me the difficulty they were having tracking the individual down because he was using several different IP addresses.
So again, I apologize for that, but still ask you to answer my original concerns about what direction you would take this company if we ousted current management and how that process would work to put us in a better place as investors, meaning putting money in my pocket.
All very intelligent discourse. Thanks for that.
cos1000...
I'm surprised to see you so acerbic today. I thought it was clear to most here that the game had changed. The spotlight is on mismanagement now, not detractors. Mismanagement has become an unfortunate reality and should be viewed as such. For you to call people out to examine their reasons for being here at this point are off base IMO. As I have said for myself, I invested in a company that does what they say, not does something different than what they say. It is unaccpetable for me to support liers. As it has proven, that will not only not fill my pockets, it will take everything out of them--which has been proven. You seem to be forgiving Mel and are asking for him to give you an explaination and everything will be alright. I am not at all telling others here to dump shares or not. But as a thinking person, I have constructively expressed my DEEP concerns for what I perceive to be the new downside risk. People can still think for themselves that this stock is going back to $1. It might--and I have no problem if it does. But if the stock does wind up at .05 one morning after a BK announcement, I have protected myself from losing many more thousands between now and then, and also having to look at myself in the miriror and ask what I was thinking in the face of so much evidence. I'm not saying it will or won't happen that way, I'm just managing my risk at this point. Don't forget, Mel now has 20K of my money. Do you think I'm happy about that?
Further, though I was a fractional owner of this company, they are not my life's work or commitment. AKA, not an entity I would risk my own life for. I still believe SatRad is a great product. But that also doesn't necessarily mean that great product is being managed correctly. I now believe it's not, that's all. Trying to ouster this managment will take time, effort and more money. Money to travel to NYC, money to secure legal representation and the many hours needed to implement. Look at the amount of hours/extra cash Michael Hartleib said he put in (maybe you don't believe him either, I don't know). Sadly, putting in massive hours to ouster this team is prohibitive for me as I have other responsibilities going on day to day. Nor do I have further unlimited resources to be throwing at SIRI. I'm not Carl Ichan nor have his time and wealth to lobby this company for change as he did Yahoo. I wish I did. I would do it. I would love nothing better than to see Mel Karmazin removed frm this company. You talk about tainting. As you say, the PRODUCT is good. The company/management sadly is not. Mel K has tainted this company big time. Just look a the stock price on his watch cos. 2004 until now. It's clear now that the reason it didn't hold it's height @ $9 when he came in, is because he has spent recklessly, overpaid for talent and forgot that the company should be kept more lean. Catching him in these most recent lies makes me believe he's been lying all along. He's been "selling" the street without delivering. It's fine to become profitable by end of next year but at what cost? He's done the Producers trick, sell 160% of a 100% show. My guess is he also did this ill-advised merger (because he couldn't REALLY pay for it) to have even any chance of being cash positive next year. Without that, SIRI by itself probably had no chance of achieving that and it would have been game over for Mel. I can't be sure there but, a guess. If I notice harder now, I notice how hard he's been emphasizng that EBITDA positive next year--over and over. But with all this debt, nobody will listen. Besides him being totally mad, that's the only reason he still went ahead with this merger, knowing full well the company (SIRI) could not afford to do it. And per the Proxy, he is telling the world he's going to ask the shareholders to fund this company from here on in until they start actually earning positive cash...or he is going to have to do it via a BK. Those are his ONLY TWO OPTIONS cos. Either way, SIRI will still be into positive cash end of next year with little or no debt--with the same great product. The only question now is how it will happen. Sadly in the short term, for shareholders it's a lose-lose either way it goes. He has backed shareholders into this present day reality. In Mels world, shareholders don't become profitable for 2 or 3 years from now. He expects shareholders to go into negative cash flow so the company can go into positive cash flow. Then...eventually shareholders can get back into positve cash. He's asking shareholders to take one for the team, while he contnues to be paid 1 point something Mil per year with 4M in bonuses. If shareholders find this unacceptable, he wll have no choice but file for protection. This is what I fear. Let's say shareholders spend all kinds of money to go there and prevent the Proxy authorization and no additional shares are ratified. This will piss Mel off to the moon. Shareholders attending that meeting might go out for drinks and celebrate in NYC that night (12/18, a Thursday), but they will awaken the very next morning to a filing for BK protection from Mel. I guarantee you this has a very high probability of going down this way. How else will he fund this company into next year? This is where the leader of Sirius Xm Radio has taken the company...like it or not.
I think you know cos, who the "detractors" are in this forum. There is nothing wrong with "intelligent" contrarian thinking when appropriate. No one is making demands that anyone in particular sell shares or buy more for that matter. What is being discussed now is important for anyone to hear both sides constructively. I haven't switched sides, I'm just now an independent an djust providing a POV. When this stock was @ .90, .80, .70, even .60 & .50, the lack of communication from management just meant no news is probably good news. Now new facts have hit the table and no news = serious trouble. What the company has presented shareholders with has heightend risks 10 fold IMO. They've been caught lying. They have said publicly they think their investors are unsophisticated. Of course they are gong to pull this crap. They think they are invincible, which is why I don't now put then sliding into a comfortable BK past them even before the meeting. Certainly if the 8B shares are voted down he will be left only to BK. Am I wrong about any of this cos, or am I just dreaming all of this?
I just think everyone is just getting worked up because of the loss of all the money.... don't get me wrong i'm pissed i lost so much too...
But as an optimist, I must say that...
Even if Mel didn't want to do a Reverse split or Dilution.... We as shareholders would still have to vote on it because it IS ONE!!!!@!#@#@ of our options to get the SP above $1.00....
And Mel has to have a plan ready to go when he goes to the NASDAQ hearing to try and consult for a 180 day extension of the de-listing notice....
Just my Opinion though... My thoughts have not changed and I am not so scared now to say
----------------------... LONG SIRI ----------------------...
GO OPTIMISM
(It helps the depression that begins to set in)
s162 - as far as I'm concerned , your comments are welcome ......you paid $20,000 to siri , and hell that buys you a ticket in my books .....if I sell , I will be down $50,000 , and so I am thinking real hard before I pull the trigger .............I think you can re-coup 20k in the market fairly reasonably ......at least get half back ...............but 50k for me is quite a hurdle
between the hedges - ( for us idiots ) yes removing debt is great .......but a 20-1 split ( it will happen ) and an additional 3.5 billion shares issued is nothing to be optimistic about , even if it removes debt ..........Mel is not going to let this stock tinker around a buck or less ..........he will do the R-Split , and get it up to 3.70 ......and then it will probably tank down to a dollar ........THEN it will be a screaming BUY !!!!! but current shareholders are going to get screwed in the process , and will find it very hard to get back to "break-even" .........and for all the people who keep hollering " Show me some Facts " ???? Hell open your damn eyes !!!!!!!! Rule #1 - Don't argue with the tape
We ALL forgot that one .............
s162 - you might very well have done the right thing ........and I MIGHT follow .................not just yet though
I need a story man... cheer me up : D
I believe the article in the WSJ was reporting on an SEC filing of $30 million of converts that were exchanged for 67 M shares. It was an unregistered sale but is listed on EDGAR online. Here's the link:
yahoo.brand.edgar-onli...
thanks cos....
Honestly, the only ones that are credible posting on a site like this are the ones that are making money by making good calls. If you guys listened to me back in Sept you would have saved yourselves a 26% decline. If you don't like me, its really only because you don't like losing money, and didn't listen.
We are setting a target price of $0.15 for the guys to put their 401k match back to work. Until then, my coworkers put their stock in cash reserves. (The company match is administered by another company other than Prudential. So they can't move the money out easily, but going cash reserves in the Sirius match doesn't hurt.)
The forward position has been lost completely.... We both hopped onto the Abrams and are in a retreat...
Looking for a good regrouping position...
We have Resistance left...
This dog will have it's day......
Killer takeover man.... we need ya.!
Others are out there and we will put up more great fights as we slowly lose retreat to better and better positions.....
The Blue dog knew that the last position would surely be lost.....
Sad to see relmor and sl62 among the MIA.....
Dog is reserving his strength for the good battle ready to be fought.....
cos, one of the backroom discussions that always took place in meetings in which I was involved, where real change was being sought, was . . . "if we push through this change, what is the risk that we end up in a worse place than we are now?" It is a very valid question. Many people prefer to stick with the "enemy they know" for the predictability.
The second part of that question then becomes "if not Mel, then who?" An equally difficult challenge . . . many of these issues are better discussed in a private forum . . . I plan to at least open a dialogue with Hartleib and evaluate where his agenda is . . . it may not be the same as ours but we might be able to piggy-back off his efforts and at least have a pivot point for some kind of coordinated movement.
My fear now is that doing nothing is a worse risk . . .
we waited to hear good news from Mel after the merger . . .
then we waited to hear good news from Mel after the appeal deadline expired . . . .
then we waited to hear good news from Mel at the Merrill Lynch conference . . . .
then we waited to hear good news from Mel after Labor Day . . . .
then we waited to hear good news from Mel at the post "lottery ticket" Cramer appearance . . . .
then we waited to hear from some VP at a Deutshe Bank Conference in Arizona (still haven't heard anything about that one) . . .
then we waited to hear good news from Mel on October 5 . . .
now we're waiting for the Q-3 report
we've waited, and waited, and waited all the way down to $0.40
what is the downside here . . . we wait and lose the remaining 10-15% of our original investment?
cos, I am not seeking a leadership role for myself in all of this . . . I am hoping rather through my comments to inspire others to empower themselves to challenge the failed status quo, to start researching options for a new direction and to contribute suggestions aimed at preserving shareholder value.
We agree the product is good. We agree the subscription business model is good. Can we agree that execution of the business plan has not been good and can we agree that handling of the debt has not been good? There have been many "outside-the-box" suggestions put forward in this forum that deserve management's consideration.
Our best hope may be a loose alliance with Hartleib . . . . if we have common ground. He seems to have the energy and the stomach for what may lie ahead.
In the end . . . we will all hope this is much a'do about nothing and that the company performs and Mel executes the business plan . . . if not, it is worth being prepared for a fight.
I again urge everyone to write management, vote your shares and attend the Board meeting. If the content is appropriate for publication, I will recap my conversation with Hartleib at an appropriate time. All else are invited to call Hartleib themselves. His phone # and email address are posted way up above somewhere . . .
OK now for the good news ----- it seems a few analysts have also raised earnings outlooks from -.21 to -.16 for 2009 ........still negative , but going in the right direction ......also after hours , the stock is up 2 cents !!!!!! hahahahahahhaha I can't believe I am happy to see a frickin' 2 cent hike !!!!!!!! I am soooooo pathetic now ....someone please just shoot me and get it over with ..........I now seem to think that I may never break even if I keep holding .....BUT ( excluding BK ) , I think it is possible to wait it out and maybe get back up to a mere loss of 40% instead of 80%
I wish I had the guts to sell all , and buy back @ .10 - .20 .......maybe even .05 , or even wait until after the R-S ( if it R-splits , I am pretty sure it will go down more before any upward movement )
yes dilution and R-split is bad - BUT BK IS DISASTROUS !!!!!!
Appreciate your opinions but this last post of yours causes me concern. Way too much grandstanding and judging for someone posting here 6 times. "I told you so's" don't make it around here. You've been called out as a phony by others here... I would appreciate you responding directly to my earlier post (below). Leave the I told you so's and details about your shorting career out for now and just respond to who you are for the record. If you are masquerading as someone else...waaaaay uncool. This last post of yours went nowhere. Please try again and make us believe in you. Thank you.
>>So, Srius_Employee... people here are right to think you might be one of Mel's cronies (or other). I do not. But for others, and not that there will be any difinitive through this forum, but are you willing to go on this record saying you're being honest about your statements and position as a SIRI employeee?
Not that anyone here is looking for insider information (which is illegal and a felony), but that you have just come to this Seeking Alpha forum as a concerned person about the questionable conduct of Sirius XM and it's officers esp. CEO Mel Karmazen, to offer your opinion? Which possibly could help another investor here that has lost significant portions of their investment...and to commiserate with other SIRI shareholders who feel they have been lied to and taken to the cleaners by said Mel Karmazen and his company Sirius XM?<<
We should decide this quickly and agree to retain our same identities if possible.
If something happens to the SiriusBuzz site before we reach concensus on where to meet please contact Michael Hartleib at: SAVESIRIUS@GMAIL.COM for directions to an alternate forum (I do not know Mr. Hartleib personally; Since he is willing to place his email address in a public venue, I assume he would assist us in the event of a problem with the SiriusBuzz site).
We're on the same page. I'm concerned about his last post...
Also, just because I have kept up with after hours practically every day since $1.00, SIRI usually goes up .02 every after hours... not to be a bummer but that's reality. Just mentioning.
cos1000...
Out of respect to your concerns, and now of mine, I'm digging a little further regarding our new poster....(as is shure46)
Not sure what you mean. I access these posts directly through Seeking Alpha, who will not be going away anytime soon. Or, SA articles about SIRI (Tyler and Brandon's) are linked in places like yahoo finance (SIRI page) or others...Believe it, SIRI is SA's dream company for providing all the clicks...we should be ok...
I feel siri has more downside ..........but , barring BK , will eventually see upside ..........right now I could live with a 30%loss .........but this 80% loss is really going to hurt me if I lock it in ...............but I have a sneaky feeling .20 is coming ................decisi... decisions
As I understand it . . . the Tyler/Brandon articles are first published at the SiriusBuzz website, which is where I usually read them. I am assuming that is the originating source. Sometime thereafter, the articles are picked-up by Seeking Alpha and republished here. Maybe I am wrong about that (someone help clarify).
What happens if SiriusBuzz goes down and thus no new Tyler/Brandon articles are originated at the SiriusBuzz website? Also, Seeking Alpha has a policy of not printing articles on stocks trading at less than $1.00 which they have not yet enforced . . .
Can anyone help with this??
This page has been going on for so long i forgot what the article was even about....
LoL give us something else to read and digest Tyler....
and now some unrelated good news -------- housing sales have jumped 60% in parts of California
You've made some very worthwhile comments today...I agree, at this stage it is all about sharing information, both positive and negative, to assist in painting an accurate picture for all to see. Though I have now protected my catastrophic downside risk, I still want to try to help see this thing through and assist via constructive opinion and viewpoint. As said earlier, I am just as apt to jump back in here if I feel that risk subsides. I think we all know that Wall Street is not a game to be taken lightly, esp as we have seen in recent years. Plenty of fraud, perp walks and jail time in the mix. So I'm just still trying to make sense of this very complex situation as everyone is.
For instance...what do you make of the most recent NBA news posted this eve...that some older SIRI receivers can now not get NBA games because the NBA stream was "quietly" switched to XM. It apparently is the companies tactic to get more people to buy best of both but some older SIRI hardware is incapable of receiving best of both so those people now need to go buy all new hardware. Naturally, those subs are not happy. Supposedly, according to the article a certain percentage of earlier equipped vehicles can also not receive the best of both due to their outdated chip sets. Once again, it is being called out that a certain CEO promised this would not happen and is being taken to task by several groups. It's all this "ethics/ honesty-related" news that bothers me the most...the questions needing solving IMO are, are these just more media bashing SIRI articles or are they related to shady tactics and lies.
Thanks for your comments. Ditto. Always appreciate your opinion also.
Today was a tough decision to pull that trigger. As you say, I just was seeing more downside days before it may do its cover pop (if that materializes). I was also becoming increasingly bothered by the tighter and tighter daily range, meaning less movement no matter what the news except how easy it still is to keep drifting down .02 - .03 a day. To me this shows a stanglehold and disconnect again from the company and the overall market. But really, today was more about realizing that Mel will now do anything and everything to save his company regardless of the shareholder. But as you say, it's each persons decision about how to play the next few weeks/months and no one is or should be pressuring anyone else about what to do.
>>
We issued an aggregate of 67,038,070 shares of our common stock, par value $0.001 per share, in exchange for $30,500,000 principal amount of our 2½% Convertible Notes due 2009 (the “2½% Notes”) beneficially owned by institutional holders.
We did not receive any cash proceeds as a result of the exchange of our common stock for the 2½% Notes, which notes have been retired and cancelled. We executed these transactions to reduce our debt and interest cost, increase our equity, and improve our balance sheet. We may engage in additional exchanges in respect of our outstanding indebtedness if and as favorable opportunities arise.
Q. What does this mean?
A. 30.5 million of the Feb 09 debt has been paid down in exchange for 67,038,070 shares of SIRI at near its current value of 0.38 a share.
Q. Why would these bondholders agree to convert at this point?
A. The share price of this newly merged company is at a historic low, since these particular bondholders have opted to convert, I am assuming that they feel the share price will increase from hear and they can profit from ownership of the stock.
Q. How does this bondholder know that the PPS will go up from here, and why would Sirius be so ready to allow a convert when its shares are priced below book value?
A. The share price is depressed because of uncertainty about the ability to refinance the debt due in 2009. HMMMM If I was a lending institution that just recieved 67 million shares in a company with share prices depressed on worries about debt, I would alleviate those worries and watch my 30 million investment double, triple or better, just by lending more money to Sirius XM. It is like legal inside information!!
Those are my 1/20th of a siri share (2 cents)!
We issued an aggregate of 67,038,070 shares of our common stock, par value $0.001 per share, in exchange for $30,500,000 principal amount of our 2½% Convertible Notes due 2009 (the “2½% Notes”) beneficially owned by institutional holders.
We did not receive any cash proceeds as a result of the exchange of our common stock for the 2½% Notes, which notes have been retired and cancelled. We executed these transactions to reduce our debt and interest cost, increase our equity, and improve our balance sheet. We may engage in additional exchanges in respect of our outstanding indebtedness if and as favorable opportunities arise.
Q. What does this mean?
A. 30.5 million of the Feb 09 debt has been paid down in exchange for 67,038,070 shares of SIRI at near its current value of 0.38 a share.
Q. Why would these bondholders agree to convert at this point?
A. The share price of this newly merged company is at a historic low, since these particular bondholders have opted to convert, I am assuming that they feel the share price will increase from hear and they can profit from ownership of the stock.
Q. How does this bondholder know that the PPS will go up from here, and why would Sirius be so ready to allow a convert when its shares are priced below book value?
A. The share price is depressed because of uncertainty about the ability to refinance the debt due in 2009. HMMMM If I was a lending institution that just recieved 67 million shares in a company with share prices depressed on worries about debt, I would alleviate those worries and watch my 30 million investment double, triple or better, just by lending more money to Sirius XM. It is like legal inside information!!
Those are my 1/20th of a siri share (2 cents)!
Something else to consider. That former bondholder can also now immediately take those shares to market and cash out rather than wait and hope they increase in value.The problem now as I see it, is the bomb that Mel and Co dropped via the Proxy. He announced that further dilution to the common shares is imminent to the tune of the 3.5B increase. If I were a bondholder who just traded real debt for shares, I most likely would rather have the current cash value of those shares rather than waiting to be diluted. Again, that is what I feel has changed this whole game. Who in their right mind wants to become a long-term investor in a company facing such dilution and a reverse split. That is uncertainty and big money investors abhore uncertainty and avoid it like the plague. So that's why i feel Mel has taken all the wind out of the sails of this stock. IMO, no matter how much debt gets paid off via stock at this point, most potential meaningful investors have been driven away until this mess of the Proxy is cleared up. Until then my fear is the only thing capable of moving the stock higher is short covering. My take is, had Mel not released the Proxy, this convertible transaction could have moved the stock up .10 or more already in after hours. As if there weren't enough on this company, Mels Proxy filing is like an anchor. JMO....
I never once said I sit on the board and have "insider" information. I am just a regular Joe, working, paying bills and worrying for the future. I only know the things passed down by management to me, but when my boss tells me Mel is seeking a private equity firm to take us private, I have NO REASON to doubt this information. Also, at the least it proved my suspection that the debt could not be refied.
I am sorry for the grandstanding as you guys saw it. I know I am taking the unpopular side here, but its not fun to keep getting bashed down when so far I have not steered anyone wrong. If I tell you to sell, and you miss a big upswing, I am sorry, but I honestly don't see that as happening in the near term. I do believe the product is sound, just the management is not. This company needs a deal with Verizon to stream content in order to be viable.
I suspect they think that as well with the 12 for 12 board members we get to vote on. No way to remove anyone with no option but to vote no for a guy with no competition for the seat.
I just don't see ANY way to turn a profit with a subscription model that only generates $12-17 a month compared with a DirectTV that gets 103.33 out of me a month. Basically the same costs to build, launch and operate a satellite, but totally different revenue. A sat needs to be operated at 85% capacity to be profitable. This combined co wants to keep launching sats with no new spectrum, so in the next 2 years we could have 8-9 birds in the air, with only 4 (50%) broadcasting at a time. Thats no where near the profitable capacity mark as I see it. Also, our content costs us alot more than DirectTV pays for talent on the 101. I don't understand why the talent gets SO MUCH MONEY, nor do I understand the bonuses management gets.
As an employee, we have been getting "profit sharing bonuses" for years, with no profit in site. Its you shareholders thats been lining our pockets with money.
Press release 8pm monday night.
Long Sirius
Thank you for a well thought out and accurate response. I cannot find anything that I would disagree with and support your efforts in spirit but will not actively participate in undermining current management until I have heard from them. I know that sounds ridiculous at this point, but I do not believe yet that all has been lost.
Shure46
Thank you for inquiring into the legitimacy of Sirius Employees posts and position. Although I may be paranoid, I have had my pseudonym cos1000 and comments made as cos10000 in recent months as though they were my comments. Seeking Alpha cooperated and removed them. At the time they were removed Sirius Employee popped up and started posting as an employee bashing management, the stock, and the company's ability to survive. I may be absolutely wrong and if I am then I will apologize profusely and do so in advance.
Sirius Employee
If you are an employee of Sirius XM Radio I am sorry for my accusations but as stated above we are talking about Millions of our Investment Dollars. You yourself stated how your bonuses come from our investments so my skepticism is what it is. I still find it difficult to understand your coming here to post on Sept. 30th when we've been here for months.
Check out this link for accessing forum articles/staying in touch. This is what I use. I don't think this is related to the SiriusBuzz forum...I could be wrong...
seekingalpha.com/symbo...
Absent some other concrete news from the Company, isn't the best thing to hang on and reassess whether to get out in early December? In the meantime, we can hope for white knight of some other serrendipitous event. Wonder what others think.
With that, I am not seriously conidering DOUBLING DOWN HERE. It would be my last stand, and if it doesnt work, I am violating every investing rule I have ever made. I do believe that Bankrupcy reorg. is one way to go, stock dilution another, or simple bankhanded deals with banks to cooperate in getting the stock lower(temporarily). I am leaning towards the 1st or 3rd. Problem with Mel's theory, is that the market is going to look a lot better in 09, and banks will have begun lending in earnest again. What will he have to say about the "markets" then. I know he knows this as well. Very very confusing, just like they want it.
At any stocks bottom, fear and confusion must reign king. We have that. He didnt need anyone buying stock right now, or fear of a huge dump. Who cares, its being manipulated down anyway. Sometimes I think we all forget that, these past two days.
Im wavering. Im torn between cos1000 positions and sl62. Since they are both smart, I would assume, yes, Sirius stock has bottomed here.
Until actual proof or passing of dilutionary measures.
OK about this stock for debt exchange ---- I read an article on it , and it says the bond holders will make a KILLING after the R-Split ....but the article did not say WHY they would make a killing
Is it because those shares exchanged to debt holders will stay at 67 million even AFTER the R-split ?????? or is it because they now have a ton of shares to short with ??????
Why did the article say the debt holders recieving 67 million shares will make a KILLING after the R-S ?????
If 67 million shares are going to remain 67 million shares after the R-S , they will be worth 20 times the .45 paid for those shares
I am getting close to the last straw with siri
I think we have a classic case of spending someone elses money with reckless abandon for years and years ......Living high on the hog
My gut says small to medium pop. After that I dont know. My head says its a trap, be careful of all pops(but I still see one). I have proof, just market seems to have bottomed(for now) and the stock as well. Nothing worse news wise could come out of Sirius that a RS and a dilution. Like finding out you have AIDS and cancer on the same day. After that, if you told me I had a cold too, I would be happy to hear it wasnt herpes. So, based on that psychology, and thats what SP's are(fear/greed cycles) a contrarian view might take place here, and gather support for a small to medium pop( or slow gradual crawl, not sure, lol)
ALL POSTERS/SHAREHOLDERS….
CLICK ON SIRIUSBUZZ RADIO-SPECIAL EDITION
You will hear Michael Hartleib and Tyler discussing the recent actions by Sirius Management. A MUST TO HEAR IF YOU CARE ABOUT YOUR INVESTMENT!!!
not familiar with the NBA problem . . . will have to research that.
cos . .
I respect your patient temperamant . . the dissenting viewpoints are essential to a good decision . . . lets keep the think tank rolling . . . I have some ideas I will put forward in a later post.
i am moving further posts to the new article
"If you have not listened yet, there is a special edition of SiriusBuzz Radio available. Simply click on the link in the sidebar of the main site. This edition featured a conversation with Michael hartleib. If listeners have questions for Mr. Hartleib, they can post them here. Also tune in this Thursday when Mr. Hartleib will take callers questions."
__________________
Tyler Savery
Satellite Standard Founder
SiriusBuzz Radio - Special Edition - Oct 21,2008
GO TO SIRIUSBUZZ.COM . . . THE LINK FOR THE INTERVIEW IS ON THE RIGHT SIDE OF THE PAGE MIDWAY DOWN. IT IS SIRIUSBUZZ RADIO SPECIAL EDITION OCT 21
MEET BACK HERE AFTER YOU HAVE LISTENED
no worries about me. I'm as legit as you...my theory on .05 is only if they surprise some morning like fannie, freddie, leh, bear and announce bkprotection. IF that happens, this stock will open that morning somewhere around .05. My problem was with I no longer put that action past Mel and I can't let him do that to me. He has brcome rogue and I think he's now capable of anything and everthing. It just depends how backed in a corner he feels IMO...
p.s. JMO, but I would wait until or if they show stablizing at this low before buying more. Make them prove it. Otherwise there will be time to hop in if there is a kick...though i no longer expect it in any significant way. Look at the timeframe and issues. I also said yesterday, who would buy in here for a long-term knowing the massive dilution and reverse is on the table. Mel killed all interim interest by announcing that. In a way he did us a favor though to keep us from averaging down. Plus, their earnings is in a few weeks, there won't be any moves before then I don't think...just thoughts...
This while is a small part of the 1.1 billion maybe a hint of how Mel plans on taking care of alot of the rest of it and why he is asking for the extra shares. It is a big part of the 300 million in Feb. which I have said was not going to be a problem. I will once again remind people that they have enough in cash on hand to pay the rest of the Feb converts off. That is without the FCF positive that they will also have in the forth quarter. I will say it now there will be a big number (in FCF positive) coming in the 4th Q. Why, well first of all SIRI went from 30 million in FCF positive in 4th Q of 2006 to 80 million FCF positive in 2007. Just add another 40 million to that number and you get 120 million for 2008 (that is wihout any of the savings from the merger that will start to come in in the 4th Q). Next most may not know or may have forgot that the only reason XMSR did not have any FCF positive last year is because of the CAPEX from the last satellite they launched, they dont have that cost this year. So you can now add another at least 80 million FCF to that 120 million FCF from SIRI and you get 200 million in FCF positive, IMO.
serius _employee, It is not news to most that have been invested in SIRI/XMSR that 3rd Q numbers will be bad as I have said before 3rd Q net sub adds are always the worst of the year. Also while the 3rd Q metrics show good improvement, this time because of the cost of the merger that wont be there ether. I am not a person that thinks Mel ment 19.5 now, but was ether a misunderstanding or misprint/misspoken that he really ment 19.5 million by the end of the year. I personally would be very surprised if they had more then 200,000 net adds in the 3rd Q. I also think that is another reason the PPS is so low because this is not going to be any surprise to most investors in this stock. I had warned a long time ago that the next 6 months was going to be tuff. Some have not been able to take it and sold. We are almost halfway to the end of the tuff time and I will wait the rest out.
What if?
1. They issue the new shares
2. Use that money to pay off the debt they have coming due in 09
3. With the money they save the synergies, plus not paying on the debt they bank money,
4. Then with that money plus the money from new subscribers, they purchase back the outstanding shares.
I know it is not that easy but no one could predict the turmoil that the credit markets have become.
That would be my attempt at righting the ship and making this company continue and increase shareholder value.
At this point I have decided to stay long. No guts No Glory!!! Losing all my investment would not bother me as much as if the stock turned around and I missed out on it. Reply |Report abuse
AVOID SIRIUS STOCK!!!
Mel is a crook! He is putting the entire debt on the back of the long term stock holder. He planned it.
Let SIRIUS go BK. I don't want my 300K back from this crook. I want Mel nailed to a cross and justice!
LOL watch as is trades short after the split and then Mel will buy up on the cheap and go private. Crook!!!
I will say that if what Mike H. has talked about happens I would have a problem with that and would want people to pay and goto jail. But as even as Mike said, in the WSJ Mel said he would take the company private, but not till 2009 (I could have swore, Mel said that would not be possible until at least after 2009 when the company is profitable). Now the stock by that time should be at a way higher PPS even without a reverse split and be sold for a much higher price then even what it is at at that time (5 or 6) without a RS.
Once again I believe Mel is honorable and has shown to be through his life. I am willing to give him the benifit of dought. If though what Mike H. talks about happens, I will be one that calls for him being put behind bars. I say that, because I have also known for a long time just how much the spectrum that SIRIXM now holds, was so big that this company will be a media giant, the likes if which has never been seen before.
good to hear from you again....
Also I'm not sure I understand you "%" point. To be sure if someone bought today, the percentage swing of a penny or two is larger than if you bought the stock at $2.00. But if you're in at $2.00, that's your basis and the percentage losses or "gains" (polyannish thought for the day talking about gains) are measured off that basis, right?
I don't know what to do but I feel like selling right now would run a risk of getting out at or near the bottom. I'm trying to resist the human temptation to get in at the top and out at the bottom. Anyhow, I appreciate your thoughts, thanks again.
I dont see how anyone can accuse me of messing with their financial lives by saying they are taking a HUGE risk buying more and doubleing down? So far since I have made my sell calls, no one would have lost money by listening to me. I am all for speculating and taking risks for a big gain, but you need to see more upside potential than downside to take that risk.
Everyone here knows all the downside, no need for me to reiterate. But whats the upside in the next 4 months that would get you to pull the trigger and buy now? You must be thinking "I dont want to miss a pop and this must be THE bottom, so I am going to double down".
Ok, so whats the news or event that will cause this pop you are betting on? It wasn't the merger, it wasn't the best of both, its not diluting the common, and its not a RS. I haven't read anyone say what the upside is in the next 4 months, its all "in years this stock will be worth 10 a share". Ok, if thats your belief for buying in, would you really care if you paid 0.50 a share, or 0.38 a share when its at 10? No one has to listen to me, I just want people to think and be responsible and not lose money because the stock is "cheap". If you want to bet on the company, buy some Jan 2010 calls with a strike of $5. Or just buy some of the debt, lock in the 9.65% interest and get a convert after that.
Murdoch is a savvy guy (or at least has savvy guys advising him) so his assumption of the Company's significant debt load today, especially when it trades at a significant discount to face value, seems like a no brainer and a deal stopper (for anyone).
Highly-Leveraged Companies 101... never buy the common until you see where the debt (and preferred) are trading. If a secured investor is demanding a huge return it usually implies a crazy amount of risk for anyone lower in the capital structure.