PHILADELPHIA(AP)
Meeting a regulator's tough conditions for approval of
Sirius Satellite Radio Inc.'s purchase of XM Satellite Radio
Holdings Inc. may be tough but isn't likely to derail the deal,
analysts said Thursday.
"These do seem to be onerous additional conditions,"
said David Joyce, an analyst at Miller Tabak. But, Joyce said,
"I don't think Sirius will walk away. I think they will
still work on negotiating the conditions."
Jonathan Adelstein, an FCC commissioner, told The Associated
Press Thursday that he would vote in favor of the deal if the
companies agree to his tougher requirements.
Joyce said the concessions would be easier for Sirius and XM to
swallow if they are compensated for setting aside 25 percent of
their capacity as Adelstein has asked.
So far, two of the five members of the Federal Communications
Commission have voted to approve Sirius' $3.1 billion buyout of
the nation's only other satellite radio provider.
Sirius announced an agreement to buy XM in February 2007.
A vocal opponent of big media mergers, Democrat Adelstein was
thought to be against the deal. But he may wind up casting the
swing vote on the five-member commission and tip the balance for
the deal's approval.
Adelstein wants the companies to cap prices for six years and
make one-fourth of their satellite capacity available for
public-interest and minority programming, among other
conditions.
Adelstein's demands echo those of U.S. Rep. Ed Markey,
chairman of the House Subcommittee on Telecommunications and the
Internet, the Massachusetts Democrat who wrote the FCC Tuesday
asking for similar concessions. FCC Chairman Kevin Martin had
sought a three-year price freeze and a reserve of 12 of 300
channels for public-interest programming.
"Six years sounds a little egregious, depending on what
conditions Sirius are attached," said Kit Spring, an analyst
at Stifel Nicolaus & Co. But Sirius "may be amenable if
it's a price freeze with a certain inflationary
adjustment."
Spring said if the companies agree not to raise prices for six
years, he would have to reduce the estimated $5 billion in annual
savings and synergies he's projecting.
Sirius and XM need the savings, since neither company has had an
adjusted operating profit or positive free cash flow on its
own.
The two have been hemorrhaging cash as revenues have been
insufficient to cover operating expenses. They are also saddled
with debt: In the first quarter, which ended March 31, Sirius had
long-term debt of nearly $1 billion while Washington, D.C.-based XM
had $1.7 billion.
Last month, Sirius said it expects to post an adjusted operating
profit and positive free cash flow in the first year after it buys
XM.
New York-based Sirius said it expects savings of about $400
million in 2009 from combining their operations. It is forecasting
$300 million in adjusted earnings before interest, taxes,
depreciation and amortization, excluding capital costs for
satellites.
Shares of Sirius rose 3 cents to $2.10 on Thursday, while XM was
down 17 cents to $8.44.
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