Home Latest News Table More Dilution – Over 45million shares to pay down a measly $6 million

More Dilution – Over 45million shares to pay down a measly $6 million


It appears Sirius is forced to continue to issue massive numbers of shares at these low prices to whittle down the $211 million due in February.  The unfortunate consequence for shareholders is that if things do not change, we will be facing enormous amounts of further dilution and we will not be able to pay off the approximately one billion dollars due in 2009.  One would hope management would do something positive to increase share price prior to printing and issuing hundreds of millions of shares at these ridiculously low prices.


As I stated at the shareholder meeting, it would sure be nice if certain insiders, other than Mr. Karmazin, were to purchase shares at these levels. It’s quite troubling that even at these prices, there isn’t a single insider that has purchased any shares in this company.

It seems as though the insiders aren’t certain of this company’s survival and unfortunately, nor am I.


As you all know, Mr. Karmazin was brought out of retirement by Mr. Leon Black to consolidate all of the satellite radio spectrum at any and all cost. By driving this company’s share price to these levels, Mr. Karmazin has set the table for private equity to steal this company for pennies on the dollar. That said, is Mr. Karmazin really any different than Mr. Bernard Madoff?  I think not. Both have perpetrated a fraud and have facilitated the theft of billions of dollars.  


Below is an e-mail I received from a student at FDU University who was made aware of our site through their Corporate Governance class. You can see that Mr. Leon Black and Apollo have made a habit of association with companies who have been driven into the ground and then purchased by Mr. Leon  Black and Apollo. Am I the only one that finds this to be a conflict of interest and quite possibly, criminal activity?


Also, note that the chairman of the board of Claire’s Stores has been or is an executive at Apollo. Wouldn’t it be interesting to follow the money trail there?


I found your website as a result of my corporate governance class through FDU University.

Have you looked at the Board of Directors?  Leon Black of Apollo Management LP was also affiliated with Claire's Stores Inc before they had financial trouble and they were bought out at a discount and went private. DiNicola, former Exec. Chairman of the Board of Claire's, was a Senior Retail Advisor for Apollo Management, LP.  Claire's is now owned by Apollo.   Linens and Thing hired Apollo Management back in 2006 to restructure their debts.  Leon Black was also with Drexel Burnham Lambert Inc before they went bankrupt, too!   I found all this out in SEC filings available online.  My guess is that his intention is to drive the company into the ground, sell it to a private entity at a great price, and then that private entity will reap the benefit of being the only satellite radio kid on the block.  Good luck with your endeavor!" 


The only way they will not be able to facilitate and consummate their multi-year plan to steal this company is if we the shareholders prevent it. I suggest you contact management of Sirius XM and demand they file an application and request  “Tarp Funds”. If the retailers can ask for such funds, Sirius Satellite Radio surely can.


As executives of Sirius XM were quick to point out in FCC proceedings, they are an essential part of our nation’s Emergency  Broadcast System.  Many,  in rural areas of the country, can receive few or no terrestrial signals. Therefore, satellite radio is an essential part of an early notification and warning system to these rural residents. If there were major power outages across the country, satellite radio, whose primary penetration is in automobiles, would still function via the vehicle’s battery.


Unregistered Sale of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities.

We have agreed to issue an aggregate of 45,200,000 shares of our common stock, par value $0.001 per share, in exchange for $6,000,000 principal amount of our 2�% Convertible Notes due 2009 (the "2�% Notes") beneficially owned by institutional holders. After giving effect to these exchanges, $187,588,000 aggregate principal amount of the 2�% Notes remain outstanding.

We will not receive any cash proceeds as a result of the exchange of our common stock for the 2�% Notes, which notes will be 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.

The issuance of the shares of our common stock will be made pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, contained in Section 3(a)(9) of such Act.

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