This excerpt taken from the SIRI 8-K filed Mar 21, 2007.
CONSOLIDATED APPLICATION FOR AUTHORITY TO TRANSFER CONTROL
Sirius Satellite Radio Inc. (Sirius) and XM Satellite Radio Holdings Inc. (XM, and with Sirius, the Applicants), pursuant to Section 310(d) of the Communications Act of 1934, as amended (the Communications Act or the Act),1 and Sections 1.948 and 25.119 of the Federal Communications Commissions (the FCCs or the Commissions) rules,2 respectfully submit this joint application (Application) for Commission consent to transfer control of licenses held by Sirius and XM or their subsidiaries. The Applicants have entered into an Agreement and Plan of Merger (the Merger Agreement) under which a wholly owned subsidiary of Sirius, Vernon Merger Corporation, will be merged with and into XM, with XM being the surviving entity of this subsidiary merger. In addition, the combined company will be_______________________
controlled by a new Board of Directors, selected by both Sirius and XM, and its equity ownership will be represented equally by former shareholders of XM and Sirius prior to the merger.
As detailed herein, the public interest will be served by the proposed merger. The merger of Sirius and XM will allow the combined company to offer customers more programming choices at lower prices and will result in significant efficiencies. Together, the Applicants will be better able to serve consumers in the ever-evolving and highly competitive audio entertainment market. Moreover, the merger will not harm competition in any market, because a combined satellite radio provider will have no market power and will need to continue to innovate and enhance its offerings to ensure that its service remains appealing to consumers. Accordingly, the Application should be granted.