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[Updated below] In a note published Thursday, Goldman Sachs analyst Mark Weinke is not as concerned with debt refinancing as with possible dilution that he feels may be required later this year. In the note, Weinke states, “Our analysis of projected cash flows concludes both XM (XMSR) & Sirius (SIRI) can get through 2008, but maybe not comfortably, given XM’s funding of the $120 million MLB escrow last night, and pending ’09 maturities.”

The analyst feels that there is a tangible chance that the companies will need to raise between $500 million and $1 billion on top of the refinancing of XM’s putable debt.

Clearly the possibility exists that the companies will have to raise additional cash. Integrating the merged company will have its challenges, and even with efficiencies made in management, the savings do not happen right away. Whether more readily available synergies such as sales and marketing savings can help weather the storm is not clear. Last year Sirius and XM were able to put together decent second halves, and this may enable them to get through without issuance of new shares.

The issue boils down to where and when people see profits and free cash flow for these companies. If additional shares need to be issued, is this the last time that this type of activity is needed? Any analysis requires some speculation. Goldman, who has been bullish, is the only analyst thus far to pose a question of a need for additional shares.

For everyone, a major challenge is trying to build models on these companies without any guidance from them. It leaves a lot to the imagination of the analyst, and that makes projections problematic. Should investors be concerned with the possibility of a share dilution? Sure, but they need to understand the assumptions being made that lead down that path.

UPDATE - XM in their latest 8K regarding their MLB escrow has stated that they will not need additional funds and are fully funded.

“As previously disclosed, provided that we meet the revenue, expense and cash flow projections of our current business plan, we expect to be fully funded and not need additional liquidity to continue operations beyond our existing assets, credit facilities and cash generated by operations; our current business plan is based on estimates regarding expected future costs, expected future revenue and assumes the refinancing or renegotiating of certain of our obligations as they become due, including the maturity of our existing credit facilities and $400 million of convertible notes in 2009 and the MLB escrow arrangement. Our costs may exceed or our revenues may fall short of our estimates, our estimates may change, and future developments may affect our estimates. Any of these factors may increase our need for funds, which would require us to seek additional (including replacement) financing, which financing may not be available on favorable terms or at all, to continue implementing our current business plan. In addition, we may seek additional financing, such as the sale of additional equity and debt securities, to undertake initiatives not contemplated by our current business plan or for other business reasons, or seek to refinance or renegotiate certain of our other obligations.”

Position - Long Sirius, Long XM

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  •  
    In summary, the manner in which the FCC has processed this merger application represents an unparalleled degree of incompetence and is inexcusable.
    2008 May 27 12:43 PM | Link | Reply
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    Killerkaul, I agree 100%
    2008 May 27 01:55 PM | Link | Reply
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    163888.....

    Sirius Buzz will always be the first place to have the articles because it is my site. Seeking Alpha picks up stories only after they have already been published on Sirius Buzz. Sometimes SA grabs them quickly, other times it is the next day. I would say that SA picks up about 20% of what I write, and most of that comes from articles under the "investors" tab on Sirius Buzz. If you want to land on the investors section of Sirius Buzz simply type in satellitestandard.com
    2008 May 27 04:54 PM | Link | Reply
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    thanksgovt. ....why are you stalking me...I thought you left the country.....my comments to you regarding your calling this country a "shithole...." were final. My father would totally agree with my disdain for a veteran who would disrespect his "brothers in arms" the way you do. My father was not only my Dad, but once I grew up and took responsibility for my own life, became a great friend. He was able to move beyond his Veteran status and became a good citizen and family man, taking care of his own and was humble in his way. In that role he blamed no one for difficulties in his life, and never felt the need to wallow in his service of his country. It wasn't until I served in the Air Force, and thankfully, did not have to experience the "Horrors of War" as he and, you claim, you did, that he would even discuss his war time experiences.

    I will and do thank you for your service x 2, but have to wonder what went horribly wrong with your role as a citizen after your service ended. Serving in the military is not the end, if your fortunate, but should be the beginning of your taking responsibility for your life and the memory of your "Brothers" lives. I'm sorry but I will not participate in this line of conversation with you again. Find a better way to vent your frustration with this government that you, as I said before, are a part of...
    2008 May 27 05:32 PM | Link | Reply
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    Tyler...as always your information is unique and to the point. You are correct in that info on this subject is hard to come by. Keep up the good work!! Enjoyed the conference call the other day after the abbreviated show...didn't have to worry about typos...Thanks again.
    2008 May 27 05:52 PM | Link | Reply
  •  
    RE: cos1000, AMen... I too... choose to turn my back.
    2008 May 27 07:13 PM | Link | Reply
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    cos....

    Thanks for the comment. Glad you like the radio show. I may do another conf. call again sometime.
    2008 May 28 12:36 AM | Link | Reply
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    Dam, I missed the show when it was running in real time. Have to admit, was a little disappointed with the 15 minutes, The fact it was only 15 minutes. I heard about that call, wish I could have been there for that one.
    2008 May 28 11:38 AM | Link | Reply
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    163888....

    When I scheduled the show, I must have reset a field which wound up limiting the show to 15 minutes. I improvised with a conference call after the show. the show went well even though it was abbreviated, and the conference call was pretty cool in that interaction was much moire free flowing. I will do another conference call at some point. Perhaps next week.

    Thanks for the positive comments
    2008 May 28 02:25 PM | Link | Reply
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    Just as a side note, to the people that think sites like these to be so bias against XMSR. I have to say, it is not the site, it is XMSR last 10 quarters performance that make people so bias against XMSR. I find myself to be logical and fare and have to say, I would find it vary hard if not impossible to defend SIRI if they had lost market share for the last 10 quarters and would be saying the same things against SIRI if the rolls were reversed.
    2008 May 28 03:45 PM | Link | Reply
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    163888.... I agree with your take on XM's performance and the negative spin it gets here on this site when compared to Sirius. I personally would not invest one dime in SIRI's stock unless its was the company, of the two, that was indeed grabbing market share. In the last year I have invested modest amounts of money in XM in anticipation of a merger announcement. Playing XM's channel, with merger announcement disappointments by Martin and poor XM performance, has allowed me to purchase small amounts of SIRI stock on those disappointing benchmarks. Examples of these opportunities are at the end of 2007, expectation before the end of 1st quarter 2008, and now the end of 2nd quarter 2008, on
    K. Martins announcements of when he thinks this deal is going to get done and poor market share performance by XM. I've got to say that I believe that Martin is soon to suffer a broken clock reality, even he can right twice a day. In his case maybe twice a year.

    When I first invested Sirius, I saw it as a late comer with a better marketing strategy, and good content. Who could hate the Blue Dog? Retail was an area I thought the company would excel in, while waiting for the OEM channel to mature, and it did. Then the merger announcement, the FCC, and the retail market's bottom fell out, over time, and getting worse.

    I still have tremendous optimism in what the potential is for the merged company, but am extremely disappointed in the stall in growth that this decision to merge has created. This is an unexpected hiccup in this company's growth strategy, brought on by the competition, terrestrial radio (NAB), that without the merger, would not even have a playing field. As a business decision, this merger's wisdom, will be decided in the future. In the mean time I am still concerned about missed opportunities in the Fall for both of these companies, or the merged company, if the delay goes on.

    Just some food for thought from a still optimistic, but nervous investor.....
    2008 May 28 07:35 PM | Link | Reply
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    I know my concern above in the merger decision delay was mainly focussed in the supply chain of the retail market, but I also feel that further delays will impact new products available to the OEM supply chain. I actually think because of the efficiencies in the OEM manufacturing process, that changes in product are easier to implement there than in getting new product on retailer's shelves for consumer purchase, and install. Either way a, no decision from the FCC, is a decision to cripple the growth of these companies.
    2008 May 28 07:56 PM | Link | Reply
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    cos1000, I just cant believe people keep defending XMSR. Every quarter it gets worse for them. I have to admit, if the last quarter was the kind of market share we were talking about for the last 10, then XMSR people would have an arguement. But we have not just seen 19,000 sub difference it has been 200,000 and 300,000. You and I and many others that have been in these for some time have seen the XMSR people go from saying it is because of the churn factor to parking lot subs to retail no longer matters. The way I look at it is most of us sold out of most of our XMSR at 20 to 40 and got more into SIRI. The people that are defending XMSR are the ones that got in at 30 to 40 for the first time. I look at these people like they are on a sinking ship and are taking on water at a rate of 10 gallons a minute, but say that is ok, because we are pumping out 9.5 gallons a minute.
    2008 May 29 11:10 AM | Link | Reply
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    163888....As you and I have agreed before, if XM was as solid a performer as people would like to believe they would not have agreed to the merger. I truly believe that their MLB deal is what has been getting them through in subscription adds but now, ironically is forcing them to the well for additional capital. The OEM deals for both companies will eventually be their bread and butter when they mature and penetration and shear numbers of installed vehicles improves. Until then the retail market is key to keeping the companies on a slow bleed of cash. And again ironically, the merger which is needed to improve cash flow, is killing the retail market for both. I fear the missed estimate reporting in February, 09 if the merged company fails to execute during its prime season.

    On a different note, I enjoyed the discussion of ARPU, and your insight into the numbers. I don't think yoyoYo wanted to read the details of the SEC filing, which clearly educated me on how, at least for Sirius, net advertising revenue is considered a subscription or unit based revenue. That's a detail that I don't believe most people understand or even it's potential impact on ARPU. I think that as small as that revenue number is now, that it represents and realized opportunity for the future for both companies, or the merged entity. I do think yoyoYo's point relating to "contra revenues" as opposed to expenses was relevant also to the ARPU discussion, ie, deferred revenue for parking lot subscriptions is not an expense but a contra revenue, rebates to customers are not expenses but contra revenues, and so on. As far as the rest of the debate, I wasn't sure where it was all going or whether or not it was going to end.
    2008 May 29 05:21 PM | Link | Reply
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    Correction to my post.... I wrote "....that it represents and realized opportunity..." I meant " ....that it represents a real opportunity..."

    sorry folks...
    2008 May 29 05:32 PM | Link | Reply
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    cos1000, I as I said, I was not an accountant so I will yield that point to you. As for yoyoYO I really dont know where it is going ether, and I dont care. I just like to mess with him. Schhhhh dont tell him, LOL.
    2008 May 29 07:19 PM | Link | Reply
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    cos1000, I am going to have some faith that Mel karmazin has something in the works, on development of a new products for the Christmas season. For example look at the Starmate 5 that is coming out. I believe he has had his development teams working over time sense the DOJ approval. Maybe that faith has been misplaced who knows.
    2008 May 29 07:47 PM | Link | Reply
  •  
    AS ALWAYS TYLER YOU HAVE BEEN AN HONEST VOICE FOR SIRIUS AND XM RADIO. YOU HAVE ALWAYS TOLD IT TO USE STRAIGHT, I FOR ONE AND AM SURE MANY OTHER THANK YOU FOR THAT.

    NOW ONE DAY MAYBE THE FCC CAN GET IT RIGHT AND APPROVE THE MERGER. I AGREE IF THEY WERE NOT GOING TO APPROVE THE MERGER IT WOULD HAVE BEEN SAID ALREADY AND I DONT THINK ANY CONDITIONS PLACED ON THE MERGER WILL STOP SIRIUS AND XM FROM MERGING. I THINK MEL IS JUST PLAYING HIS CARDS AS A PLAN OF DECEPTION TO PREVENT OVER BEARING CONDITIONS PUT ON THE MERGER FROM THE FCC. I REMAIN $5.00 ON FCC APPROVAL.
    2008 May 30 12:05 AM | Link | Reply
  •  
    RE: C0s1000, and 163888, Once again, thanks for the above comments.
    2008 May 30 12:39 AM | Link | Reply
  •  
    TYLER, WHY IS THERE SUCH A SUBDUED REACTION TO SIRIUS SHARES (ONLY UP 10%) CONSIDERING FCC GRANTED APPROVAL..MAKES NO SENSE
    2008 Jun 16 08:38 AM | Link | Reply
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