Sirius to be holding company, XM to be the surviving subsidiary company
![]()
While not stating that the new name will definitely be XM, the way the merger will be structured is that Sirius will spin off a wholly-owned subsidiary, containing all of Sirius’s assets, that will be the entity that is merging with XM Satellite Radio, according to an 8-K just filed. This does buck the trend that it was Sirius that would be the surviving entity. As stated before, this does not mean they have decided on the new company’s name; it could go either way. For example, in 2005 America West Airlines bought US Airways, but retained the US Airways name because it was a stronger national brand. A similar instance could happen here.
For clarification, a wholly owned subsidiary is a company that is owned and controlled by another company. For example, Linksys is a wholly-owned subsidiary of Cisco Systems, and Nabisco is a wholly owned subsidiary of Kraft Foods.
It will also be titled a reorganization for tax purposes, rather than a merger.




lol by SDRANGER619
What does the phrase above mean? by SDRANGER619
"For clarification, a wholly owned subsidiary is a company that is owned by another company. For example, Linksys is a wholly-owned subsidiary of Cisco Systems, and Nabisco is a wholly owned subsidiary of Kraft Foods."
Does that help? by BenDee
-jhdk by JHDKoopman
Parent A will acquire Child C, which is a merged company of Child A and Child B, which was just born by Parent B. You end up with just Parent A owning Child C, and Child A, Child B and Parent B just go away.
That give anyone a headache yet? by DaJoker
sounds to me like sirius is not an equal.
-jhdk by JHDKoopman
Cisco has a child company named Linksys. Dlink is itself a corporation with no holding parent. Dlink spins of DLink Networks as a subsidiary. Now, Linksys and DLink Networks merge in equality 50% of the shares going to each companies shareholders, calling themselves Dlinksys and will be owned by Cisco. by DaJoker
when a few years ago when NETZERO bought Juno Online
they formed a new company called united online by KTMC
-jhdk by JHDKoopman
http://www.shareholder.com/Common/Ed...2540/07-00.pdf
I haven't read it all yet, it's long, but it's possible the new structure is meant to allow Sirius to retain control of the new company.
There are lots of big companies controlled by what are called "holding companies" whose sole reason for existence is to own the other company.
I'm guessing the new Sirius holding company will hold a bunch of shares in New XM Co. that will have twice as many voting rights as regular shares, giving Sirius complete control no matter how many regular shares are sold. by angrytrousers
"pursuant to which SIRIUS and XM will combine their businesses through a merger of XM and a newly formed, wholly owned subsidiary of SIRIUS (the "Merger"), with XM remaining as the surviving corporation following the Merger." by shade4five
Sounds like to me that XM Satellite Radio Holdings Corporation and Sirius are merging and that new corp. will, for lack of a better word, 'own' XM sat radio company. So the new merged corp.(maybe called Sirius) will be the parent and XM radio will be the child company.
Just guessing here.... by Satradioman
This is from a new SEC filing ammending the merger agreement:
I guess it's time to bury the
I'll go get the shovel... by h3x
I guess it's time to bury the
I'll go get the shovel...
Sirius will spin off Vernon Merger Corp. Vernon will merge with XM, the new company will be called XM, and will be owned by Sirius. by DaJoker
AT&T acquired Cingular as Cingular's parent corporation, yet they had AT&T wireless. The two merged, keeping Cingular as the name, yet it was owned by AT&T. Of course now, it is called AT&T as they gradually phase out the Cingular name.
The corporate structure is different for XM and Sirius, but...
AT&T is corporation A, Cingular is "B" and AT&T wireless is "C":
A buys B, merges C with B. It names it B.
Sirius is corporation A, XM is "B" and Sirius (Vernon) is "C":
A buys B, merges C with B. It names it B. by SuperH
Sirius will spin off Vernon Merger Corp. Vernon will merge with XM, the new company will be called XM, and will be owned by Sirius.
Bingo! You Got It! by jmp54
When I first got Sirius, I was showing the radio to a friend, he said "Oh, so you got XM"? And I said no, Sirius. And then 5 minutes later he again said something about me having XM, and I said again "Sirius, not XM." And he said, "isn't this type of radio called an XM radio?" And I explained to him that it was a satellite radio and Sirius and XM were both brand names.
I don't think my friend is the only one... I think there are a lot of people out there who recognize Sirius as a brand name and XM as a type of radio... by krockradio
While not stating that the new name will definitely be XM, the way the merger will be structured is that Sirius will spin off a wholly-owned subsidiary, containing all of Sirius's assets, that will be the entity that is merging with XM Satellite Radio, according to an 8-K <a href="http://biz.yahoo.com/e/070221/siri8-k.html">just filed</a>. This does buck the trend that it was Sirius that would be the surviving entity. As stated before, this does not mean they have decided on the new company's name; it could go either way. For example, in 2005 America West Airlines bought US Airways, but retained the US Airways name because it was a stronger national brand. A similar instance could happen here.
For clarification, a wholly owned subsidiary is a company that is owned and controlled by another company. For example, Linksys is a wholly-owned subsidiary of Cisco Systems, and Nabisco is a wholly owned subsidiary of Kraft Foods.
It will also be titled a reorganization for tax purposes, rather than a merger.
To tell you the truth, XM really makes more sense for a company name (though I prefer Sirius as a name -- don't kill the dog!)
AM/FM/XM... I mean... "duh".
Xtra-terrestrial Modulation
I wouldn't mind seeing this as a logo... (attached)
I would still prefer the company to be called Sirius.
When I first got Sirius, I was showing the radio to a friend, he said "Oh, so you got XM"? And I said no, Sirius. And then 5 minutes later he again said something about me having XM, and I said again "Sirius, not XM." And he said, "isn't this type of radio called an XM radio?" And I explained to him that it was a satellite radio and Sirius and XM were both brand names.
I don't think my friend is the only one... I think there are a lot of people out there who recognize Sirius as a brand name and XM as a type of radio...
-jhdk by JHDKoopman
AT&T acquired Cingular as Cingular's parent corporation, yet they had AT&T wireless. The two merged, keeping Cingular as the name, yet it was owned by AT&T. Of course now, it is called AT&T as they gradually phase out the Cingular name.
The corporate structure is different for XM and Sirius, but...
AT&T is corporation A, Cingular is "B" and AT&T wireless is "C":
A buys B, merges C with B. It names it B.
Sirius is corporation A, XM is "B" and Sirius (Vernon) is "C":
A buys B, merges C with B. It names it B.
AT&T, which at the time was a seperate company, owned AT&T Wireless (AWE). At some point, AWE was spun off as its own company, not owned by AT&T, and it licensed the use of the AT&T name.
When Cingular bought AWE, it was not bought from AT&T as AWE was a public-stock company. After the Cingular/AWE deal was completed, SBC bought the old AT&T, and began using it's name, calling itself "the new AT&T". After this transaction Cingular Wireless was still owned by BellSouth Corp and AT&T (formerly SBC). In 2006, AT&T bought BellSouth, thus acquiring full ownership of Cingular.
It can be very confusing with all the variations on AT&T and the name changes!
Hope this cleared things up for ya.
Christopher
Atlanta, GA
Sirius since Jan '04 by ptkdude
-jhdk by JHDKoopman
Sirius will spin off Vernon Merger Corp. Vernon will merge with XM, the new company will be called XM, and will be owned by Sirius.
I think Sirius has better brand recognition these days thanks to Howard.
What this will let them do is keep the accounting, tax, and regulatory aspects under the XM name, lessen the risk to Sirius, and in case they want to buy/make any new lines of business those companies will also be held separate from what XM does but will still be owned by Sirius i.e. a video service or some other media outlet.
Sirius makes the money, XM does the dirty work.
It also opens up the possibility that Sirius could eventually spin off XM if they become focused on something other then Sat Radio.
The company I work for is a wholly-owned subsidiary of a much larger company. All of the assets (companies) of the parent company are in the financial services sector, but we all do different things. So instead of the parent being responsible for all of the taxes, accounting and regulations each smaller company is responsible, but all of our stock is under the parent company.
For the most part companies do this to control risk and to help move debt. by Fergz99
Cingular bought AT&T WIRELESS (not AT&T corporation) for something like $41 billion somewhere around February 2004.
It was my understanding that AT&T corporation (not AT&T wireless) owned 60% of Cingular already, well before Cingular bought AT&T wireless from essentially it's parent company (AT&T corporation) for $41B in 2004.
As far as power, nothing is ever equal when it comes to power, by definition. If it were truly equal, everyone's decision would always be honored, and that is impossible with more than one entity. Someone is going to be let down at some time, and that is guaranteed. Making 50% of the decisions still doesn't equate to 50% of the power. What 50% of the decisions were made? Which mattered?
Sirius is by far the most powerful entity here. They are the parent corporation. Their CEO is CEO of the combined company. The advantage XM has is that they end up being the "surviving entity" which could come to things remaining to be branded XM. by SuperH
With Sirius listing XM as a subsidiary it may circumvent the one company holding both license rule.
Just venturing a guess, but I could see XM's bandwidth going to Sat Radio and Sirius' going to video. by Fergz99
From my news wire service:
CORRECT: Sirius Satellite: XM Will Survive Sirius Subsidiary
6:51 PM EST February 21, 2007
XM Satellite Radio Holdings Inc. (XMSR) will be the surviving company following the proposed merger between it and a newly formed, wholly owned subsidiary of Sirius Satellite Radio Inc. (SIRI), a regulatory filing said.
(The headline "Sirius Satellite: XM Will Be Surviving Co Following Merger," published at 6:24 p.m. EST., incorrectly indicated that XM would be the surviving company in the proposed merger between the Sirius parent company and XM.) by Sirius_Rich
I don't get the argument that XM is the better name. But at the same time I understand the Am,FM,XM..that's why I hope the merge the 2 SiriusXM Radio.
It is beyond AM, and FM, and is the brightest star (dog star) by S50isagem
So here was a case where a company (SBC) merged with a former parent (AT&T) which took the name of the former parent, now child (AT&T) which bought a sibling (BLS) and the remaining part of one of their children (Cingular) and changed everything to the one name (The new AT&T)
So as I read this, Sirius is the holding company for a new company tentatively called XM but can become some other name (even Sirius) even though XM is the surviving corporation. So as of now it is something like "XM Satelite Radio from Sirius Corporation" by Siread
Mamalookaboobooday would be PROUD to broadcast on the Vernon Merger Corp. network. by angrytrousers
Company A is sirius and you like it better
Company B is XM and someone else likes it better.
You want it to appear that Sirius is stronger XM people want it to appear that they are stronger...and I don't give a shit.
Point being....no matter what it is called if it expands the repeater network, increases programming, upgrades sound quality, and makes the company profitable then they could call it Kurt Sucks Penis and I would be happy. I just want the best bang for my dollar and these two companies were equals with exclusive content that I wanted from each.
I had Sirius and XM for a year or so but dropped the Sirius because $26 was too much. I preferred the XM sports package over Sirius plain and simple. Did I enjoy Sirius ... yes......did I enjoy XM yes.....will I enjoy Kurt Sucks Penis....well I won't like the name but I will buy the product and not give a shit about who won the so called battle.
On a side note.....both companies lost the battle....the throwing away too much money to try and out do the other. by Kurto2021
But only if I can get a bumper sticker. by angrytrousers
- Jon by jon01
When I first got Sirius, I was showing the radio to a friend, he said "Oh, so you got XM"? And I said no, Sirius. And then 5 minutes later he again said something about me having XM, and I said again "Sirius, not XM." And he said, "isn't this type of radio called an XM radio?" And I explained to him that it was a satellite radio and Sirius and XM were both brand names.
I don't think my friend is the only one... I think there are a lot of people out there who recognize Sirius as a brand name and XM as a type of radio...
I've got a friend who can not for the life of him pronounce 'Sirius'. He is always saying 'Sirus'. I don't know how many times I've told him the correct pronunciation. by mjflem
Of course, when I asked if he knew what XM was, he had no idea. But, he definitely knew that Stern was on "cirrus radio".
For instance:
1) Sirius stays Sirius.
2) Sirius spins off Vernon who merges with XM.
3) Vernon-XM are owned by Sirius, and called XM
4) Sirius & XM continue to operate separately, though both owned by Sirius.
Is this even possible? With the Vernon spin-off thing, it makes it sound like there will still be 2 systems operating. by Celt1997
Parent A will acquire Child C, which is a merged company of Child A and Child B, which was just born by Parent B. You end up with just Parent A owning Child C, and Child A, Child B and Parent B just go away.
That give anyone a headache yet?
"Sirius's planned takeover of XM must be approved by the U.S. Justice Department and Federal Communications Commission who review mergers for their impact on competition and customer service." by BananaMan
So, my prediction for what the final company will be called is; The Sirius Satellite Network
"For clarification, a wholly owned subsidiary is a company that is owned by another company. For example, Linksys is a wholly-owned subsidiary of Cisco Systems, and Nabisco is a wholly owned subsidiary of Kraft Foods."
Does that help?
Company A is sirius and you like it better
Company B is XM and someone else likes it better.
You want it to appear that Sirius is stronger XM people want it to appear that they are stronger...and I don't give a shit.
Point being....no matter what it is called if it expands the repeater network, increases programming, upgrades sound quality, and makes the company profitable then they could call it Kurt Sucks Penis and I would be happy. I just want the best bang for my dollar and these two companies were equals with exclusive content that I wanted from each.
I had Sirius and XM for a year or so but dropped the Sirius because $26 was too much. I preferred the XM sports package over Sirius plain and simple. Did I enjoy Sirius ... yes......did I enjoy XM yes.....will I enjoy Kurt Sucks Penis....well I won't like the name but I will buy the product and not give a shit about who won the so called battle.
On a side note.....both companies lost the battle....the throwing away too much money to try and out do the other.
Kurt Sucks Penis 4 lyf3!!!!!! by TacoKid
"Sirius's planned takeover of XM must be approved by the U.S. Justice Department and Federal Communications Commission who review mergers for their impact on competition and customer service."
So here was a case where a company (SBC) merged with a former parent (AT&T) which took the name of the former parent, now child (AT&T) which bought a sibling (BLS) and the remaining part of one of their children (Cingular) and changed everything to the one name (The new AT&T)
So as I read this, Sirius is the holding company for a new company tentatively called XM but can become some other name (even Sirius) even though XM is the surviving corporation. So as of now it is something like "XM Satelite Radio from Sirius Corporation"
"Sirius's planned takeover of XM must be approved by the U.S. Justice Department and Federal Communications Commission who review mergers for their impact on competition and customer service."
Yea I remembered reading that article, this the one?
heres the link
http://today.reuters.com/news/articl...clePage2&sz=13 by RG570
For instance:
1) Sirius stays Sirius.
2) Sirius spins off Vernon who merges with XM.
3) Vernon-XM are owned by Sirius, and called XM
4) Sirius & XM continue to operate separately, though both owned by Sirius.
Is this even possible? With the Vernon spin-off thing, it makes it sound like there will still be 2 systems operating.