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This excerpt taken from the SIRI 10-K filed Mar 10, 2009. (13) Stockholders’ Equity At our annual meeting of stockholders held in As of December 31, 2008, approximately 858,934,000 shares of common stock were reserved for issuance in connection with outstanding In January 2007, Howard Stern and his In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common restrictions which lapse over time. We recognized expense associated with these shares of $5,852 during each of the years ended December 31, 2008, 2007 and 2006. Of the remaining $13,272 in common stock value, $5,852 and $7,420 are included in Other current assets and Other long-term assets, respectively, in the consolidated balance sheet as of December 31, 2008. SIZE="2">Convertible Preferred Stock, par value $0.001 per share We are authorized to issue up to 50,000,000 shares of The shares of Series A convertible preferred stock are
F-33 Table of ContentsSIRIUS XM RADIO INC. AND SUBSIDIARIES ALIGN="center">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)(Dollar amounts in
This excerpt taken from the SIRI 10-Q filed Nov 1, 2007. 8. Stockholders’ Equity
Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock as of September 30, 2007. As of September 30, 2007, approximately 384,136,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants, incentive stock plans and common stock to be granted to third parties upon satisfaction of performance targets. During the nine months ended September 30, 2007, employees exercised 1,304,594 stock options at exercise prices ranging from $2.79 to $4.16 per share, resulting in proceeds to us of $1,502. We also collected $1,175 in 2007 related to stock option exercises that occurred in 2006. 15
SIRIUS SATELLITE RADIO INC. AND SUBSIDIARIES In January 2007, Howard Stern and his agent were granted an aggregate of 22,058,824 shares of our common stock as a result of certain performance targets that were satisfied on December 31, 2006. We recognized expense associated with these shares of $61,875 during the nine months ended September 30, 2006. In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common stock as a result of certain performance targets that were satisfied in January 2006. We recognized expense associated with these shares of $224,813 during the nine months ended September 30, 2006. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $1,641 during each of the three months ended September 30, 2007 and 2006, and $3,501 during each of the nine months ended September 30, 2007 and 2006. Of the remaining $21,476 in common stock value, $5,852 and $15,624 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheet as of September 30, 2007. Warrants We have issued warrants to purchase shares of our common stock in connection with distribution and programming agreements and certain debt issuances. As of September 30, 2007, warrants to acquire 88,702,626 shares of our common stock with an average exercise price of $3.34 were outstanding. These warrants vest over time or upon the achievement of milestones and expire at various times through June 2014. For the three months ended September 30, 2007 and 2006, we recognized expense of $5,382 and $4,584, respectively, and $11,331 and $45,553 for the nine months ended September 30, 2007 and 2006, respectively, in connection with these warrants.
This excerpt taken from the SIRI 10-Q filed Aug 9, 2007. 8. Stockholders’ Equity Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock as of June 30, 2007. As of June 30, 2007, approximately 385,036,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants, incentive stock plans and common stock to be granted to third parties upon satisfaction of performance targets. During the six months ended June 30, 2007, employees exercised 556,236 stock options at exercise prices ranging from $2.81 to $4.16 per share, resulting in proceeds to us of $757. We also collected $1,175 in 2007 related to stock option exercises that occurred in 2006. In January 2007, Howard Stern and his agent were granted an aggregate of 22,058,824 shares of our common stock as a result of certain performance targets that were satisfied on December 31, 2006. We recognized expense associated with these shares of $0 and $41,250 during the six months ended June 30, 2007 and 2006, respectively. 15
SIRIUS SATELLITE RADIO INC. AND SUBSIDIARIES In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common stock as a result of certain performance targets that were satisfied in January 2006. We recognized expense associated with these shares of $224,813 during the six months ended June 30, 2006. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $219 during each of the three months ended June 30, 2007 and 2006, and $1,860 during each of the six months ended June 30, 2007 and 2006. Of the remaining $23,117 in common stock value, $5,852 and $17,265 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheets as of June 30, 2007. Warrants We have issued warrants to purchase shares of our common stock in connection with distribution and programming agreements and certain debt issuances. As of June 30, 2007, warrants to acquire 88,717,626 shares of our common stock with an average exercise price of $3.34 were outstanding. These warrants vest over time or upon the achievement of milestones and expire at various times through June 2014. For the three months ended June 30, 2007 and 2006, we recognized expense of $750 and $26,599, respectively, and $5,949 and $40,970 for the six months ended June 30, 2007 and 2006, respectively, in connection with these warrants. This excerpt taken from the SIRI 10-Q filed May 10, 2007. 8. Stockholders’ Equity Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock as of March 31, 2007. As of March 31, 2007, approximately 387,477,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants, incentive stock plans and common stock to be granted to third parties upon satisfaction of performance targets. During the three months ended March 31, 2007, employees exercised 286,202 stock options at exercise prices ranging from $0.65 to $3.30 per share, resulting in proceeds to us of $356. Of this amount, $335 was collected as of March 31, 2007. We also collected $1,175 in 2007 related to stock option exercises that occurred in 2006. In January 2007, Howard Stern and his agent were granted an aggregate of 22,058,824 shares of our common stock as a result of certain performance targets that were satisfied on December 31, 2006. We recognized expense associated with these shares of $0 and $20,625, respectively, during the three months ended March 31, 2007 and 2006. In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common stock as a result of certain performance targets that were satisfied in January 2006. We recognized expense associated with these shares of $224,813 during the three months ended March 31, 2006. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $1,641 15
SIRIUS SATELLITE RADIO INC. AND SUBSIDIARIES during each of the three months ended March 31, 2007 and 2006. Of the remaining $23,336 in common stock value, $5,852 and $17,484 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheets as of March 31, 2007. Warrants We have issued warrants to purchase shares of our common stock in connection with distribution and programming agreements and certain debt issuances. As of March 31, 2007, warrants to acquire 88,717,626 shares of our common stock with an average exercise price of $3.34 were outstanding. These warrants vest over time or upon the achievement of milestones and expire at various times through June 2014. For the three months ended March 31, 2007 and 2006, we recognized expense of $5,199 and $14,371, respectively, in connection with these warrants. This excerpt taken from the SIRI 10-Q filed Nov 8, 2006. 7. Stockholders’ Equity Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock as of September 30, 2006. As of September 30, 2006, approximately 457,896,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants, incentive stock plans and common stock to be granted to third parties upon satisfaction of performance targets. During the nine months ended September 30, 2006, employees exercised 2,764,476 stock options at exercise prices ranging from $0.47 to $3.93 per share, resulting in proceeds to us of $3,788. Of this amount, $3,747 was collected as of September 30, 2006. We also collected $283 in 2006 related to stock option exercises that occurred in 2005. In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common stock as a result of certain performance targets that were satisfied in January 2006. We recognized expense associated with these shares of $224,813 during the nine months ended September 30, 2006. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $1,641 during each of the three months ended September 30, 2006 and 2005, and $3,501 during each of the nine months ended September 30, 2006 and 2005. Of the remaining $27,328 in common stock value, $5,852 and $21,476 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheet as of September 30, 2006. This excerpt taken from the SIRI 10-Q filed Aug 9, 2006. 7. Stockholders’ Equity Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock as of June 30, 2006. As of June 30, 2006, approximately 458,783,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants, incentive stock plans and common stock to be granted to third parties upon satisfaction of performance targets. During the six months ended June 30, 2006, employees exercised 1,934,521 stock options at exercise prices ranging from $0.47 to $3.93 per share, resulting in proceeds to us of $2,786. Of this amount, $2,693 was collected as of June 30, 2006. We also collected $283 in 2006 related to stock option exercises that occurred in 2005. In January 2006, Howard Stern and his agent were granted an aggregate of 34,375,000 shares of our common stock as a result of certain performance targets that were satisfied in January 2006. We recognized expense associated with these shares of $224,813 during the six months ended June 30, 2006. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $219 during each of the three months ended June 30, 2006 and 2005, and $1,860 during each of the six months ended June 30, 2006 and 2005. Of the remaining $28,970 in common stock value, $5,852 and $23,118 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheet as of June 30, 2006. Warrants We have issued warrants to purchase shares of our common stock in connection with distribution and programming agreements and certain debt issuances. As of June 30, 2006, warrants to acquire 129,405,589 shares of our common stock with an average exercise price of $3.10 were outstanding. These warrants vest over time or upon the achievement of milestones and expire at various times through June 2014. For the three months ended June 30, 2006 and 2005, we recognized expense of $26,599 and $24,528, respectively, and $40,970 and $46,024 for the six months ended June 30, 2006 and 2005, respectively, in connection with warrants. This excerpt taken from the SIRI 10-Q filed Nov 8, 2005. 7. Stockholders’ Equity Common Stock, par value $0.001 per share We are authorized to issue 2,500,000,000 shares of our common stock. As of September 30, 2005, approximately 500,946,000 shares of our common stock were reserved for issuance in connection with outstanding convertible debt, warrants and incentive stock plans. During the nine months ended September 30, 2005, employees exercised 8,088,194 stock options at exercise prices ranging from $0.67 to $5.17 per share, resulting in proceeds to us of $11,118. In January 2004, we signed a seven-year agreement with the NFL. We delivered to the NFL 15,173,070 shares of our common stock valued at $40,967 upon execution of this agreement. These shares of common stock are subject to transfer restrictions which lapse over time. We recognized expense associated with these shares of $1,641 during each of the three months ended September 30, 2005 and 2004, and $3,501 and $1,933 during the nine months ended September 30, 2005 and 2004, respectively. Of the remaining $33,181 in common stock value, $5,852 and $27,329 are included in other current assets and other long-term assets, respectively, on our accompanying unaudited consolidated balance sheet as of September 30, 2005. Warrants In June 2004, we issued DaimlerChrysler AG warrants to purchase up to 21,500,000 shares of our common stock at an exercise price of $1.04 per share. These warrants vest based on the achievement of various performance milestones, including the volume thresholds contained in our agreement with DaimlerChrysler. These warrants replaced warrants issued to DaimlerChrysler AG in October 2002. In February 2004, we announced an agreement with RadioShack Corporation to distribute, market and sell SIRIUS radios. In connection with this agreement, we issued RadioShack warrants to purchase up to 10,000,000 shares of our common stock. These warrants have an exercise price of $5.00 per share and vest and become exercisable if RadioShack achieves activation targets during the five-year term of the agreement. In January 2004, we signed an agreement with Penske Automotive Group, Inc., United Auto Group, Inc., Penske Truck Leasing Co. L.P. and Penske Corporation (collectively, the “Penske companies”). In connection with this agreement, we agreed to issue the Penske companies warrants to purchase up to 38,000,000 shares of our common stock at an exercise price of $2.392 per share. Two million of these warrants vested upon issuance. The balance of these warrants vest over time and upon achievement of certain milestones by the Penske companies. During the nine months ended September 30, 2005, Penske exercised 2,700,000 vested warrants in a series of cashless exercises. In connection with these transactions, we issued 1,851,423 shares of our common stock. In January 2004, we issued the NFL warrants to purchase 50,000,000 shares of our common stock at an exercise price of $2.50 per share. Of these warrants, 16,666,665 vest upon the delivery to us of media assets by the 10 NFL and its member clubs, and 33,333,335 of these warrants will be earned by the NFL or its member
clubs as we acquire subscribers which are directly trackable through their efforts. In March 2003, we issued warrants to purchase 45,416,690 shares of our common stock in exchange for
all of our outstanding 9.2% Series A Junior Cumulative Convertible Preferred Stock and 9.2%
Series B Junior Cumulative Convertible Preferred Stock held by affiliates of Apollo Management,
L.P. (“Apollo”). Apollo exercised all of these warrants prior to their expiration on March 7,
2005 in a series of cashless exercises. In connection with these transactions, we issued 39,538,505
shares of our common stock. Warrants to acquire shares of our common stock were outstanding as follows (shares in thousands): We recognized expense of $22,763 and $7,960 in connection with warrants for the three months ended
September 30, 2005 and 2004, respectively, and $68,787 and $23,339 for the nine months ended
September 30, 2005 and 2004, respectively. | EXCERPTS ON THIS PAGE:
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