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This excerpt taken from the SIRI DEF 14A filed Apr 30, 2009. Fractional
Shares
Stockholders will not receive fractional post-reverse stock
split shares in connection with the reverse stock split.
Instead, our transfer agent for the registered stockholders will
aggregate all fractional shares and arrange for them to be sold
as soon as practicable after the Effective Time at the then
prevailing prices on the open market on behalf of those
stockholders who would otherwise be entitled to receive a
fractional share. We expect that the transfer agent will cause
the sale to be conducted in an orderly fashion at a reasonable
pace and that it may take several days to sell all of the
aggregated fractional shares of common stock. After completing
the sale, stockholders will receive a cash payment from the
transfer agent in an amount equal to the stockholder’s pro
rata share of the total net proceeds of these sales. No
transaction costs will be assessed on the sale. However, the
proceeds will be subject to certain taxes as discussed below. In
addition, stockholders will not be entitled to receive interest
for the period of time between the Effective Time and the date a
stockholder receives payment for the cashed-out shares. The
payment amount will be paid to the stockholder in the form of a
check in accordance with the procedures outlined below.
After the reverse stock split, a stockholder will have no
further interest in the company with respect to their cashed-out
fractional shares. A person otherwise entitled to a fractional
interest will not have any voting, dividend or other rights
except to receive payment as described above.
This excerpt taken from the SIRI DEF 14A filed Nov 4, 2008. Fractional
Shares
Stockholders will not receive fractional post-reverse stock
split shares in connection with the reverse stock split.
Instead, our transfer agent for the registered stockholders will
aggregate all fractional shares and arrange for them to be sold
as soon as practicable after the Effective Time at the then
prevailing prices on the open market on behalf of those
stockholders who would otherwise be entitled to receive a
fractional share. We expect that the transfer agent will cause
the sale to be conducted in an orderly fashion at a reasonable
pace and that it may take several days to sell all of the
aggregated fractional shares of common stock. After completing
the sale, stockholders will receive a cash payment from the
transfer agent in an amount equal to the stockholder’s pro
rata share of the total net proceeds of these sales. No
transaction costs will be assessed on the sale. However, the
proceeds will be subject to certain taxes as discussed below. In
addition, stockholders will not be entitled to receive interest
for the period of time between the Effective Time and the date a
stockholder receives payment for the cashed-out shares. The
payment amount will be paid to the stockholder in the form of a
check in accordance with the procedures outlined below.
After the reverse stock split, a stockholder will have no
further interest in the company with respect to their cashed-out
fractional shares. A person otherwise entitled to a fractional
interest will not have any voting, dividend or other rights
except to receive payment as described above.
This excerpt taken from the SIRI 10-K filed Mar 1, 2007. No Fractional Shares. No fractional Shares shall be issued or delivered pursuant to the Plan or any Award, and the Committee shall determine
whether cash, other securities, or other property shall be paid or transferred in lieu of any fractional Shares or whether such fractional Shares or any rights thereto shall be canceled, terminated, or otherwise eliminated.
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