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Published on 11/13/2007 in the Prospect News Special Situations Daily.

Sirius, XM shareholders OK merger deal

By Lisa Kerner

Charlotte, N.C., Nov. 13 - Sirius Satellite Radio Inc. shareholders voted to approve the issuance of Sirius common stock in connection with the proposed merger of the company with XM Satellite Radio Holdings Inc. Preliminary results from a special meeting held on Tuesday show that more than 96% of the shares voted were in favor of the deal.

At a separate meeting on Tuesday, XM shareholders also approved the deal. Preliminary results indicate that 99.8% of the XM shares voted were in favor of the merger.

"We look forward to completing the merger by the end of the year and, together with XM, becoming an even stronger competitor in the ever expanding audio entertainment marketplace offering consumers more choices at lower prices," Sirius chairman and chief executive officer Mel Karmazin said in a company news release.

"Today's vote is the latest demonstration of the strong support for our merger from a wide range of individuals and prestigious organizations who recognize the benefits that a merger will bring to consumers," chairman of the XM board Gary Parsons said in an XM news release.

On Feb. 20, 2007, Sirius and XM entered into a definitive agreement to combine in a tax-free, all-stock merger of equals valued at an estimated $13 billion, including net debt of about $1.6 billion.

XM shareholders will receive 4.6 shares of Sirius common stock for each share of XM they own.

Sirius is a New York-based satellite radio service. XM is a satellite radio services company located in Washington, D.C.


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