Nader Calls Out Liberty Media Over SiriusXM Buy-Out Plan
January 7, 2014

After Liberty Media proposed a plan to make SiriusXM Radio a wholly owned subsidiary, consumer advocate Ralph Nader called the offer "ludicrous" and demanded that activist investor Carl Icahn take notice. Nader, a Sirius shareholder, said on Monday that Liberty’s $3.68-a-share bid was below the $4 where the company was trading a few weeks ago, according to a report in the New York Post.

"I am sure that I along with other shareholders in SiriusXM will be interested in a legal challenge to John Malone's company for lowballing Sirius XM's shareholder value," Nader said in a statement. "Carl Icahn — take notice and interest."

Liberty already owns a controlling stake in the satcaster, but if shareholders approve its plan, all outstanding shares of common stock of the Company not owned by Liberty would be converted into the right to receive 0.0760 of a new share of Liberty Series C common stock. In a press release explaining the proposal, Liberty indicated that it intends to distribute, on a 2:1 basis, shares of Liberty's Series C common stock to all holders of record of Liberty's Series A and B common stock. Upon the completion of the transaction, Liberty then expects that SiriusXM's public stockholders would own approximately 39 percent of Liberty's then-outstanding common stock. SiriusXM's Board of Directors is forming a Special Committee of independent directors to consider Liberty's proposal.

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Jon Zellner
EVP/Programming Operations

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