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[Updated below] In a note published Thursday, Goldman Sachs analyst Mark Weinke is not as concerned with debt refinancing as with possible dilution that he feels may be required later this year. In the note, Weinke states, “Our analysis of projected cash flows concludes both XM (XMSR) & Sirius (SIRI) can get through 2008, but maybe not comfortably, given XM’s funding of the $120 million MLB escrow last night, and pending ’09 maturities.”

The analyst feels that there is a tangible chance that the companies will need to raise between $500 million and $1 billion on top of the refinancing of XM’s putable debt.

Clearly the possibility exists that the companies will have to raise additional cash. Integrating the merged company will have its challenges, and even with efficiencies made in management, the savings do not happen right away. Whether more readily available synergies such as sales and marketing savings can help weather the storm is not clear. Last year Sirius and XM were able to put together decent second halves, and this may enable them to get through without issuance of new shares.

The issue boils down to where and when people see profits and free cash flow for these companies. If additional shares need to be issued, is this the last time that this type of activity is needed? Any analysis requires some speculation. Goldman, who has been bullish, is the only analyst thus far to pose a question of a need for additional shares.

For everyone, a major challenge is trying to build models on these companies without any guidance from them. It leaves a lot to the imagination of the analyst, and that makes projections problematic. Should investors be concerned with the possibility of a share dilution? Sure, but they need to understand the assumptions being made that lead down that path.

UPDATE - XM in their latest 8K regarding their MLB escrow has stated that they will not need additional funds and are fully funded.

“As previously disclosed, provided that we meet the revenue, expense and cash flow projections of our current business plan, we expect to be fully funded and not need additional liquidity to continue operations beyond our existing assets, credit facilities and cash generated by operations; our current business plan is based on estimates regarding expected future costs, expected future revenue and assumes the refinancing or renegotiating of certain of our obligations as they become due, including the maturity of our existing credit facilities and $400 million of convertible notes in 2009 and the MLB escrow arrangement. Our costs may exceed or our revenues may fall short of our estimates, our estimates may change, and future developments may affect our estimates. Any of these factors may increase our need for funds, which would require us to seek additional (including replacement) financing, which financing may not be available on favorable terms or at all, to continue implementing our current business plan. In addition, we may seek additional financing, such as the sale of additional equity and debt securities, to undertake initiatives not contemplated by our current business plan or for other business reasons, or seek to refinance or renegotiate certain of our other obligations.”

Position - Long Sirius, Long XM

Tyler Savery

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This article has 46 comments:

  •  
    May 23 05:22 AM
    Tyler, I think you mean **Goldman who has been Bearish, not bullish**. I think it was just a typo but if you could please confirm that for me.
  •  
    May 23 06:28 AM
    So What does this mean to the simple man??
  •  
    May 23 07:00 AM
    HOA DJIBOUTI, first of all with a pseudonym like that, I find it hard to believe you are a simple man. I think it means Goldman Sacs thinks that XMSR (and SIRI) will need to delute share base again before becoming profitable. Is it a big deal, well I dont think so, to raise the 500 million to 1 billion (which seems like alot more then would be needed) XMSR would have to go from what about 340 million shares outstanding to around 400 to 440 million. Which would push the stock price down. If people can see the light of profitability at the end of the tunnel for XMSR then it is what I would consider a necessary evil, and somethink most shareholders would support (it is ether that or go bankrupt).
  •  
    May 23 07:39 AM
    correction to last comment 319.5 million shares outstanding not 340
  •  
    May 23 09:51 AM
    163888.....

    A typo indeed. I have corrected it on Sirius Buzz. Great eye.
  •  
    May 23 09:51 AM
    siri will always be day trader fodder
  •  
    May 23 11:33 AM
    Thanks Tyler, I was wondering if I was reading Goldman Sacs analysis the wrong way all this time. LOL
  •  
    May 23 01:27 PM
    A simple man in mind, is only one who is happy with life's curves. And thank you for the interpretation my friend.
  •  
    May 23 02:44 PM
    Martin is now saying we should have a decision by June 30th and that the merger is not on the agenda for the mid June meeting. Not helping out very much in preparing for a very badly needed Fall through the end of the year push to "Showcase their new products". This must be an example of the FCC's new transparency effort.
  •  
    May 23 04:32 PM
    How much is the delay costing the 2 companies per day?
  •  
    May 23 08:04 PM
    HOA DJIBOUTI, I like your philosophy. It is something I should remind myself of often.
  •  
    May 24 09:55 PM
    Why delay a denial of the merger? It is just what I predicted The lawyers are taking a lot of time to put the documents together because Martin wants this to fly through the FCC and he wants this fully staffed through. Sirius will know the decision before its announced becuase they will have participated in the draft negotiations. This is a done deal.
  •  
    May 25 01:27 PM
    oh man, tyler, I enjoy reading your stuff, and I believe that you are intelligent, however, when you're making typos as major as this (and I've witnessed several other cases in the past), it's just catastrophic to your credibility. Would it be impossible to do a little proofreading before you publish? I want to continue reading you, but for your own sake (and ours), please run a tighter ship. thanks.
  •  
    May 25 09:17 PM
    RE: oregonduck, Sounds reasonable, and possible when I look at it with your experience and , I hope, your expertise. Best of luck to all of us! Long Siri.
  •  
    May 26 03:42 AM
    Full disclosure. I am not a securities lawyer but I have put together complicated settlement agreements with the Federal government before when I have had parties in civil litigation with the Federal government and with other government entities. It takes a lot of time to put together an agreement to put before the government body. The press makes it sound easy. TV makes it sound like its easy being a lawyer. Just show up to court and look good. The devil is in the details. With agreements like this where stock prices are influenced and no one can say anything public except that they are hoping that "a decision can be made", it just seems to me that the obvious is going to happen. A 3-2 or 4-1 decision for the merger with the conditions that XM-Sirius agreed to.
    The FCC would really look stupid denying the merger and they know it.
  •  
    May 26 03:50 AM
    One of the problems may be is that there are no securities or antitrust lawyers who work at the FCC. The FCC issue is really not an Anti-trust issue per se. Its a licensing issue. Also--What if the merger fails? Would XM be a buyout canditate for clearchannel or another broadcast giant? Would that be a anti-trust violation? Not under the Dept. Of Justice analysis. The FCC could not have anything to say because Sirius would not own it and you would not have two sattellite companies owning one license--which is the pickle that they are in.
  •  
    May 26 04:39 PM
    This deal will see the light from here on, end of juin .
    If there is no absurd conditions attached with the merger,people say SIRI will probably see 4.00 $to 5.00$.
    Why not 7.00$ to 8.00$,if XMRS is anywhere between 11.00 and 12.00.
  •  
    May 26 09:57 PM
    wulance....

    I appreciate the critique. If you are not aware, Sirius Buzz is not my full time career path, and as such, I am sometimes pressed for time to get things published in an expedient manner. I try to do a quick proof when I am pressed for time, and sometimes things slip by. All I can say is that I try to make corrections as quickly as possible if there is an error.

    In many cases, some of the news I publish is something that people do not seem to get anywhere else, and it is often time sensitive.

    While I appreciate having readers, and try to put a quality product together, I simply do not generate enough revenue from the site to even justify the time that I do spend on it.

    Having errors is not an enjoyable thing, and I wish I could meet everyone's high standards while still juggling the everyday things that I have to accomplish.

    I am sorry that you, and perhaps others are disappointed.

    Tyler
  •  
    May 27 07:43 AM
    Tyler, I hope you dont think that I was being nit-picky on that error I called out. I just wanted to make something clear for someone that may not follow Goldman Sacs and may have thought they were really Bullish on the satellite sector instead of bearish. I respect all the time you take to put the information out. I also know from all the information and research that is done there is noway you can be paid enough for your time.

    I would be the last one to criticize someone else for typos. All one has to do is look at some of my post.

    You do a great job, thanks.
  •  
    May 27 08:10 AM
    888 and "killer", you have mail at the bottom of the May 20th blog. Thanks.
  •  
    May 27 08:51 AM
    cos1000, it is also there for your reading as well. I'm sure your father, (my brother), may not agree with you and be so flippant towards me as you may think. Of course I could be wrong, I will not speak for him or any other vet. Unlike yourself and your other very intelligent blog heroes. Thanks.
  •  
    May 27 09:32 AM
    thanksgovt., I just saw and I gave you the response you deserved.
  •  
    May 27 09:32 AM
    163888....

    No problem at all. If there is an error, I like to get it corrected ASAP, and do not mind someone letting me know about the error. My coment was in answer to Wulance.

  •  
    May 27 10:05 AM
    Thanks Tyler, I can confirm what you say about news you put out. I can say for a fact that the news I get off ETrade is not as prompt, and as for what I get from Scottrade forget it. I will say ETrade just started adding Seeking Alpha links though. But as you well know Sirius Buzz has the information way before Seeking Alpha, when it comes to your articles.
  •  
    May 27 11:52 AM
    RE: oregonduck, Good point. Thanks. RE: Tyler, Couldn't care less about the rare typo! Great content, honest careful research, and intelligence, is the name of this game. Your leadership on this siri/xm merger is invaluable to me. Thank you!!! KEEP UP THE GREAT WORK. RUN BLUE DOG RUN!!!!!!!!!!!!!!!!!
  •  
    May 27 12:02 PM
    stinksgovt.... Blog heroes has nothing to do with anything. You burn the American flag... I spit on you. Simple as that.
  •  
    May 27 12:43 PM
    In summary, the manner in which the FCC has processed this merger application represents an unparalleled degree of incompetence and is inexcusable.
  •  
    May 27 01:55 PM
    Killerkaul, I agree 100%
  •  
    May 27 04:54 PM
    163888.....

    Sirius Buzz will always be the first place to have the articles because it is my site. Seeking Alpha picks up stories only after they have already been published on Sirius Buzz. Sometimes SA grabs them quickly, other times it is the next day. I would say that SA picks up about 20% of what I write, and most of that comes from articles under the "investors" tab on Sirius Buzz. If you want to land on the investors section of Sirius Buzz simply type in satellitestandard.com
  •  
    May 27 05:32 PM
    thanksgovt. ....why are you stalking me...I thought you left the country.....my comments to you regarding your calling this country a "shithole....&quo... were final. My father would totally agree with my disdain for a veteran who would disrespect his "brothers in arms" the way you do. My father was not only my Dad, but once I grew up and took responsibility for my own life, became a great friend. He was able to move beyond his Veteran status and became a good citizen and family man, taking care of his own and was humble in his way. In that role he blamed no one for difficulties in his life, and never felt the need to wallow in his service of his country. It wasn't until I served in the Air Force, and thankfully, did not have to experience the "Horrors of War" as he and, you claim, you did, that he would even discuss his war time experiences.

    I will and do thank you for your service x 2, but have to wonder what went horribly wrong with your role as a citizen after your service ended. Serving in the military is not the end, if your fortunate, but should be the beginning of your taking responsibility for your life and the memory of your "Brothers" lives. I'm sorry but I will not participate in this line of conversation with you again. Find a better way to vent your frustration with this government that you, as I said before, are a part of...
  •  
    May 27 05:52 PM
    Tyler...as always your information is unique and to the point. You are correct in that info on this subject is hard to come by. Keep up the good work!! Enjoyed the conference call the other day after the abbreviated show...didn't have to worry about typos...Thanks again.
  •  
    May 27 07:13 PM
    RE: cos1000, AMen... I too... choose to turn my back.
  •  
    May 28 12:36 AM
    cos....

    Thanks for the comment. Glad you like the radio show. I may do another conf. call again sometime.
  •  
    May 28 11:38 AM
    Dam, I missed the show when it was running in real time. Have to admit, was a little disappointed with the 15 minutes, The fact it was only 15 minutes. I heard about that call, wish I could have been there for that one.
  •  
    May 28 02:25 PM
    163888....

    When I scheduled the show, I must have reset a field which wound up limiting the show to 15 minutes. I improvised with a conference call after the show. the show went well even though it was abbreviated, and the conference call was pretty cool in that interaction was much moire free flowing. I will do another conference call at some point. Perhaps next week.

    Thanks for the positive comments
  •  
    May 28 03:45 PM
    Just as a side note, to the people that think sites like these to be so bias against XMSR. I have to say, it is not the site, it is XMSR last 10 quarters performance that make people so bias against XMSR. I find myself to be logical and fare and have to say, I would find it vary hard if not impossible to defend SIRI if they had lost market share for the last 10 quarters and would be saying the same things against SIRI if the rolls were reversed.
  •  
    May 28 07:35 PM
    163888.... I agree with your take on XM's performance and the negative spin it gets here on this site when compared to Sirius. I personally would not invest one dime in SIRI's stock unless its was the company, of the two, that was indeed grabbing market share. In the last year I have invested modest amounts of money in XM in anticipation of a merger announcement. Playing XM's channel, with merger announcement disappointments by Martin and poor XM performance, has allowed me to purchase small amounts of SIRI stock on those disappointing benchmarks. Examples of these opportunities are at the end of 2007, expectation before the end of 1st quarter 2008, and now the end of 2nd quarter 2008, on
    K. Martins announcements of when he thinks this deal is going to get done and poor market share performance by XM. I've got to say that I believe that Martin is soon to suffer a broken clock reality, even he can right twice a day. In his case maybe twice a year.

    When I first invested Sirius, I saw it as a late comer with a better marketing strategy, and good content. Who could hate the Blue Dog? Retail was an area I thought the company would excel in, while waiting for the OEM channel to mature, and it did. Then the merger announcement, the FCC, and the retail market's bottom fell out, over time, and getting worse.

    I still have tremendous optimism in what the potential is for the merged company, but am extremely disappointed in the stall in growth that this decision to merge has created. This is an unexpected hiccup in this company's growth strategy, brought on by the competition, terrestrial radio (NAB), that without the merger, would not even have a playing field. As a business decision, this merger's wisdom, will be decided in the future. In the mean time I am still concerned about missed opportunities in the Fall for both of these companies, or the merged company, if the delay goes on.

    Just some food for thought from a still optimistic, but nervous investor.....
  •  
    May 28 07:56 PM
    I know my concern above in the merger decision delay was mainly focussed in the supply chain of the retail market, but I also feel that further delays will impact new products available to the OEM supply chain. I actually think because of the efficiencies in the OEM manufacturing process, that changes in product are easier to implement there than in getting new product on retailer's shelves for consumer purchase, and install. Either way a, no decision from the FCC, is a decision to cripple the growth of these companies.
  •  
    May 29 11:10 AM
    cos1000, I just cant believe people keep defending XMSR. Every quarter it gets worse for them. I have to admit, if the last quarter was the kind of market share we were talking about for the last 10, then XMSR people would have an arguement. But we have not just seen 19,000 sub difference it has been 200,000 and 300,000. You and I and many others that have been in these for some time have seen the XMSR people go from saying it is because of the churn factor to parking lot subs to retail no longer matters. The way I look at it is most of us sold out of most of our XMSR at 20 to 40 and got more into SIRI. The people that are defending XMSR are the ones that got in at 30 to 40 for the first time. I look at these people like they are on a sinking ship and are taking on water at a rate of 10 gallons a minute, but say that is ok, because we are pumping out 9.5 gallons a minute.
  •  
    May 29 05:21 PM
    163888....As you and I have agreed before, if XM was as solid a performer as people would like to believe they would not have agreed to the merger. I truly believe that their MLB deal is what has been getting them through in subscription adds but now, ironically is forcing them to the well for additional capital. The OEM deals for both companies will eventually be their bread and butter when they mature and penetration and shear numbers of installed vehicles improves. Until then the retail market is key to keeping the companies on a slow bleed of cash. And again ironically, the merger which is needed to improve cash flow, is killing the retail market for both. I fear the missed estimate reporting in February, 09 if the merged company fails to execute during its prime season.

    On a different note, I enjoyed the discussion of ARPU, and your insight into the numbers. I don't think yoyoYo wanted to read the details of the SEC filing, which clearly educated me on how, at least for Sirius, net advertising revenue is considered a subscription or unit based revenue. That's a detail that I don't believe most people understand or even it's potential impact on ARPU. I think that as small as that revenue number is now, that it represents and realized opportunity for the future for both companies, or the merged entity. I do think yoyoYo's point relating to "contra revenues" as opposed to expenses was relevant also to the ARPU discussion, ie, deferred revenue for parking lot subscriptions is not an expense but a contra revenue, rebates to customers are not expenses but contra revenues, and so on. As far as the rest of the debate, I wasn't sure where it was all going or whether or not it was going to end.
  •  
    May 29 05:32 PM
    Correction to my post.... I wrote "....that it represents and realized opportunity..." I meant " ....that it represents a real opportunity..."

    sorry folks...
  •  
    May 29 07:19 PM
    cos1000, I as I said, I was not an accountant so I will yield that point to you. As for yoyoYO I really dont know where it is going ether, and I dont care. I just like to mess with him. Schhhhh dont tell him, LOL.
  •  
    May 29 07:47 PM
    cos1000, I am going to have some faith that Mel karmazin has something in the works, on development of a new products for the Christmas season. For example look at the Starmate 5 that is coming out. I believe he has had his development teams working over time sense the DOJ approval. Maybe that faith has been misplaced who knows.
  •  
    May 30 12:05 AM
    AS ALWAYS TYLER YOU HAVE BEEN AN HONEST VOICE FOR SIRIUS AND XM RADIO. YOU HAVE ALWAYS TOLD IT TO USE STRAIGHT, I FOR ONE AND AM SURE MANY OTHER THANK YOU FOR THAT.

    NOW ONE DAY MAYBE THE FCC CAN GET IT RIGHT AND APPROVE THE MERGER. I AGREE IF THEY WERE NOT GOING TO APPROVE THE MERGER IT WOULD HAVE BEEN SAID ALREADY AND I DONT THINK ANY CONDITIONS PLACED ON THE MERGER WILL STOP SIRIUS AND XM FROM MERGING. I THINK MEL IS JUST PLAYING HIS CARDS AS A PLAN OF DECEPTION TO PREVENT OVER BEARING CONDITIONS PUT ON THE MERGER FROM THE FCC. I REMAIN $5.00 ON FCC APPROVAL.
  •  
    May 30 12:39 AM
    RE: C0s1000, and 163888, Once again, thanks for the above comments.
  •  
    Jun 16 08:38 AM
    TYLER, WHY IS THERE SUCH A SUBDUED REACTION TO SIRIUS SHARES (ONLY UP 10%) CONSIDERING FCC GRANTED APPROVAL..MAKES NO SENSE

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