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This excerpt taken from the SIRI DEF 14A filed Apr 30, 2009. Shareholder
Rights Plan
On April 28, 2009, our board of directors adopted a rights
plan to protect against limitations on our ability to use our
net operating loss carryforwards and certain other tax benefits
to reduce potential future federal income tax obligations. The
rights plan is intended to act as a deterrent to any person or
group acquiring 4.9% or more of our outstanding common stock
(assuming for purposes of this calculation that all of our
outstanding convertible preferred stock is converted into common
stock) without the approval of our board of directors. We plan
to submit the rights plan to a stockholder vote by June 30,
2010, and if stockholders do not approve the rights plan by this
date it will terminate. The rights plan will expire on the
earlier of (i) August 1, 2011 and
(ii) June 30, 2010 if our stockholders have not
approved the rights plan as noted above. Additional information
regarding the rights plan is available in the Current Report on
Form 8-K
dated April 29, 2009 filed with the Securities and
Exchange Commission.
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