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This excerpt taken from the SIRI DEF 14A filed Apr 30, 2009. Issuance
of the Preferred Stock
On March 6, 2009, we issued 1,000,000 shares of our
Series B-1
Preferred Stock in consideration for the investments described
herein and 11,500,000 nonvoting shares of Convertible Perpetual
Preferred Stock,
Series B-2
(the “Series B-2 Preferred Stock”). All of the shares
of our
Series B-2
Preferred Stock were
Table of Contents
converted into 11,500,000 shares of
Series B-1
Preferred Stock on April 21, 2009. The rights, preferences
and privileges of the preferred stock are described in the
Certificate of Designations. A summary of the terms of the
Certificate of Designations is described above. The foregoing
description of the Certificate of Designations does not purport
to be a complete description of all of the terms of such
Certificate of Designations and is qualified in its entirety by
reference to the Certificate of Designations, a copy of which
are filed as Exhibit 3.1 to the Current Report on
Form 8-K
dated March 6, 2009 filed with the Securities and Exchange
Commission.
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