The Firm represented XM Satellite Radio Inc. ("XM") in connection with its Rule 144A and Regulation S offering of $527.75 million aggregate principal amount of 11.25% Senior Secured Notes due 2013. The offering, completed on June 30, 2009, was upsized from $350 million as a result of strong investor demand. XM, a wholly-owned subsidiary of our client Sirius XM Radio Inc., used a portion of the proceeds of the offering to repay in full its first-lien credit agreement and to replace the $150 million second-lien credit agreement with Liberty Media Corporation, which was terminated upon the closing of the offering. XM will use the remaining proceeds to refinance or repay other debt of XM and XM Holdings and for general corporate purposes. J.P. Morgan Securities Inc. acted as sole bookrunner.
SIRIUS XM Radio provides satellite radio services in the United States and Canada, delivering to subscribers commercial-free music channels, premier sports, news, talk, entertainment, and traffic and weather. SIRIUS XM Radio has content relationships with an array of personalities and artists, including Howard Stern, Martha Stewart, Oprah Winfrey, Jimmy Buffett, Jamie Foxx, Barbara Walters, Opie & Anthony, Bubba the Love Sponge(R), The Grateful Dead, Willie Nelson, Bob Dylan, Tom Petty, and Bob Edwards. SIRIUS XM Radio is the leader in sports programming as the Official Satellite Radio Partner of the NFL, Major League Baseball(R), NASCAR(R), NBA, NHL(R), and PGA TOUR(R), and broadcasts major college sports.
The Simpson Thacher team for this transaction included: Gary Sellers, Mark Brod, Jon Strom and Philip Russ (Capital Markets), Erik Hepler, Vanessa Bressler and S.J. Gagliardi (Credit), Rian Balfour (Tax) and Greg Grogan and Eric Sarabia (Executive Compensation and Employee Benefits).