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Radio Host Art Bell Joins SiriusXM To Present Talk Show About The Paranormal

By | Tuesday July 30, 2013 @ 8:28am PDT

NEW YORK—July 30, 2013 – Sirius XM Radio (NASDAQ: SIRI) announced today it will be the exclusive home to legendary radio personality Art Bell, marking the return of the trailblazing late night host to radio with a new, expanded live, nightly call-in show on which he will explore the paranormal, unexplained and more with expert guests and listeners nationwide.

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Sirius XM’s Mel Karmazin Hints He Might Be Willing To Work For John Malone

The satellite radio company CEO didn’t say that directly in a conference call with analysts this morning. But he sure left that impression after he was asked about the effort by Liberty Media Chairman John MaloneSirius XM‘s biggest shareholder with about 46% of the voting stock — to take control. It’s been widely believed that Karmazin would split if that happened, based in part on comments he made a few years ago about not wanting to work for someone else. Yet he said this morning that his statements about wanting to be No. 1 came in the context of his frustrations trying to run Viacom under Sumner Redstone. Karmazin left the company in 2004. “My experience at Viacom was something I didn’t enjoy,” he said this morning. So what about working for Malone? Karmazin says that “there is no issue involving Mel” that might interfere and “I can assure you that the board and I are interested in accomplishing whatever Liberty wants to do” as long as it serves all shareholders’ interests. Karmazin says that his contract expires at year end and “the board and I will deal with it” before the next quarterly conference call with analysts. As for the status of Liberty’s take-over effort, ”we really have nothing new to report,” the Sirius XM chief says. “Liberty has to decide what they want to do, and maybe they’ve done that already. They have … Read More »

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Liberty Media CEO Says He’s “Not Sure” About Sirius XM Plans: Video

Do you believe that Liberty CEO Greg Maffei doesn’t know whether he’ll keep Sirius XM or spin it off if his takeover attempt works? Me neither. But that’s his story and he sticks to it in his interview this morning with CNBC’s David Faber. Maffei adds that he wants to keep Mel Karmazin as the satellite radio company’s CEO. On other matters, Maffei takes a swipe at the New York Post, praises Barnes & Noble, notes that consumers are “very nervous,” and says Liberty plans to keep the Atlanta Braves.

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Sirius XM Says It’s Talking To Liberty Media About Its Takeover Plans

The discussions, disclosed in a Sirius XM filing today at the SEC, suggest that CEO Mel Karmazin is concerned about Liberty’s renewed effort to control a majority of Sirius’ board seats. There’s no agreement yet, and Sirius XM says in its filing that it does not “expect to disclose developments with respect to these discussions.” But Karmazin’s determined to try to get John Malone’s Liberty, which owns preferred stock convertible into 40% of Sirius XM’s shares, to pay a takeover premium as it pursues its effort to buy additional shares and wage a proxy battle for the satellite radio company. Liberty told the FCC and SEC that it plans to renew its effort to win a majority of Sirius’ board seats. It still has to jump through several hoops. Liberty wouldn’t be able to elect new directors until next year’s shareholders’ meeting, unless the company calls for a special meeting. “Stockholders are not permitted to call a special meeting,” Sirius says. What’s more, Liberty would need “the consent of a majority of our outstanding common stock.” Sirius XM shares are up about 1% in mid-afternoon trading.

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Liberty Media Lays Out Its Plans To Take Control Of Sirius XM

By | Thursday May 31, 2012 @ 4:43am PDT

In an SEC filing this morning, John Malone’s company says that it will convert enough of its preferred shares in the satellite radio provider into common shares to give it 32% of the total votes. Then “as soon as practicable” it will nominate and campaign for a slate of directors that would constitute a majority of the board. Liberty already has five of the 13 seats. In the meantime, Liberty will continue to buy shares in the open market so it could “replace the entire Board of Directors by unilateral action.” The plan comes as Liberty tries to revive its effort to persuade the FCC to give it Sirius XM’s satellite licenses. Malone’s company says it plays such a big role at Sirius XM that it already effectively controls the company. FCC staffers rejected that claim early this month; Liberty laid out its new take-over plans in conjunction with its appeal of that decision. Sirius XM CEO Mel Karmazin has said that if Liberty wants to buy the company, then it should pay existing investors a premium price for their shares. Malone’s plan would not do that. Still, he might find enough investors willing to sell: Sirius XM shares have lost more than 20% of their value over the last 12 months. The stock price is up slightly in pre-market trading. Read More »

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Liberty Media Steps Up Effort To Control Sirius XM

Liberty Media Sirius XMUPDATED, 9:55 AM WRITETHRU: CEO Greg Maffei says the battle for Sirius XM isn’t over yet. Liberty, which is controlled by John Malone, just agreed to a forward purchase contract it plans to exercise early in Q3 enabling it to raise its stake in the satellite radio company to about 45.2% from 40%. Maffei says the contract sets a price of $650M for 302M Sirius XM shares, or $2.15 a share. (Sirius XM closed yesterday at $2.17.) ”We thought it was attractive financially,” Maffei told analysts this morning. But more to the point, it  ”will have a bearing on our application” at the FCC to have regulators turn Sirius XM’s broadcast licenses over to Liberty — in effect, ruling that it controls the satellite radio broadcaster. Last week the FCC staff rejected Liberty’s application to transfer control of Sirius XM’s licenses, saying it hasn’t proven yet that it runs the company. But Maffei says Liberty intends to file a motion asking regulators to reconsider the decision. With its stock holdings, and control over five of the 13 board seats, “we have the ability to have quite a bit of influence,” Maffei says. Read More »

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FCC Rejects Liberty Media’s Application To Take Over Sirius XM’s Licenses

The regulatory agency sided with Sirius XM which said that while John Malone’s Liberty might control the satellite radio company one day, it doesn’t do so yet. The proof: Liberty’s application to claim Sirius XM’s broadcast licenses was unacceptable because it was “unable to obtain the passwords, signatures, and other necessary information from Sirius to properly file an electronic transfer of control application,”  two FCC officials said in a letter today. Liberty had argued that it already pretty much calls the shots at Sirius by virtue of the preferred stock it bought for $530M in 2009 when Sirius was in danger of defaulting on its debt. The shares can be swapped for 40% of the company’s equity. But the officials noted that Liberty hasn’t demonstrated that it intends to actually make that swap or, if it did, that it could take control of the company board. Sirius XM CEO Mel Karmazin told investors this week that “40 (percent) is not the new 50.”

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Sirius XM Shares Defy Gravity As Investors Wonder Whether Liberty Might Take Over

The satellite radio company’s shares are up 11.4% since early Thursday while other NASDAQ stocks collectively are down 4.4%. What’s going on? Well, it seems that many analysts who attended Liberty Media’s annual dog-and-pony show for them on Thursday came away convinced that Sirius XM is preparing to see John Malone lift his company’s 40% stake well past 50%. He has to wait until March to avoid taking a tax hit on such a move — and we all know how much Malone hates to pay taxes. After that there’d be a tax advantage: Sirius has $8B in net operating losses that could be used to shelter future payments. That’s great now, although the losses “sucked” when the company was racking them up, CEO Mel Karmazin told Liberty investors at last week’s gathering. So, is Liberty interested in buying Sirius? A lot of comments that Liberty CEO Greg Maffei made last week sure make it sound that way. “There are few businesses that I have as much confidence in,” he said. ”Boy, it’s got a heck of a tail wind behind it. Find me another business” with as much opportunity. Sirius’ first consumer rate hike, coming in January,  ”is a great opportunity and there’s a potential for more…(Profit) margins will expand….It’s our kind of business.” He added that his company Read More »

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UPDATE: Sirius XM Says Price Hike Won’t Hurt Sub Growth, But 3Q Results Raise Investor Concerns

UPDATE, 6:05 AM: CEO Mel Karmazin says he’s not worried that Sirius XM will lose subs beginning in January when the monthly price will rise to $14.49 from $12.95. “We thought about raising the prices more,” he says. The company monitors consumer comments on social networks, and “we’ve seen them say they understand … there hasn’t been much reaction.” Still, he says that “we’re going to work closely with our ‘save’ desk’ ” to retain subs. He assured investors that he’ll keep costs under control but would consider repurchasing company stock or acquiring another company. “All of the bankers visit us regularly,” Karmazin says. He adds that he’s upbeat about 2012 in part because forecasts show a 1M pickup in auto sales, the main source of new satellite radio subscriptions. “The best is yet to come,” Karmazin says. Investors are less certain: Sirius XM’s share price fell more than 5% in pre-market trading after the company’s conference call. Lazard Capital Markets’ Barton Crockett says he’d give the company a “B” grade for its 3Q performance. The market wants to see sub growth and the latest figure, he says, was “light.”

PREVIOUS, 4:25 AM: The satellite radio company is down about 1% in pre-market trading: It reported 3Q net income of $104.2M, up 54% vs the same quarter last year, on revenues of $762.6M, up 6.3%. While the revenue figure was lighter than the $764.2M the Street expected, earnings of 2 cents a share beat analysts’ estimate of zero. Still, the subscription figures might worry some investors: Sirius XM ended 3Q with 21.3M subs, up 364,004 in the quarter. Read More »

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Is SiriusXM Trying To Stop Making Royalty Payments To Musicians?

That’s the explosive claim that the American Federation of Television and Radio Artists and the American Federation of Musicians are making today based on the satellite radio company’s efforts to cut deals with independent record labels giving them 100% of the royalty payments. Such an arrangement would break with the traditional practice of funneling 45% of royalties to SoundExchange — a clearinghouse authorized by Congress to handle artists’ payments – with 5% going to the unions (typically to pay session musicians), and the remaining half going to record labels. “This move is blatantly anti-artist and anti-musician,” says AFTRA National Executive Director Kim Roberts Hedgpeth. “The statutory license established by Congress and the system administered by SoundExchange ensures transparency, efficiency, accountability — and most important — direct, non-recoupable payment to artists of their fair share of royalties for SiriusXM’s use of their music.” SiriusXM didn’t immediately respond to a request to provide its views in the dispute.

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Sirius XM Looks For Strong 2012 Profit Growth After 11.9% Price Increase

By | Wednesday September 14, 2011 @ 12:02pm PDT

Sirius XM shares are up about 6% mid-day after the company said that a January price hike will help next year’s revenues grow 10% to about $3.3B while its free cash flow will rise 75% to about $700M. CEO Mel Karmazin is salivating over the satellite radio company’s first price increase in a decade, to $14.49 a month from $12.95. Karmazin told the Bank of America Merrill Lynch Media, Communications and Entertainment Conference that although the economy is “very sloppy,” Sirius XM expects to end this year with about 22.2M subscribers — up more than 7%, a higher increase than the company saw in 2010.

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Sirius XM Raises Subscriber Projections As 2Q Earnings Beat Forecasts But Revenue Falls Short

UPDATE, 6 AM: Sorry, analysts didn’t ask about Howard Stern — and Sirius XM doesn’t allow reporters to participate in its quarterly calls with The Street. So Mel Karmazin stuck with the themes that have served him reasonably well over the years: Promises of cost cuts and lots of love for Wall Street. He crowed that Sirius XM will end 2011 offering “more channels with less programming expense” than it did last year. He put subscribers on notice to expect an increase early next year in Sirius XM’s $12.95-a-month base rate. And he says that he plans to funnel some of that cash to shareholders. (He doesn’t rule out an acquisition but says “they are hard to come by.”) The company says that by year end it will introduce Sirius XM 2.0: It’s built on a new technology that will accommodate additional channels, program time shifting, and replays. The company’s online service also will offer pause and rewind. At least one auto maker will commit to offering Sirius XM 2.0 radios in 2012. About 65% of all new cars come equipped with a satellite radio, and Karmazin says he plans to step up efforts to have dealers install them in used cars. The company also plans to offer a suite of channels for Hispanic audiences. All told, Karmazin says, “we are growing in a very competitive market and a weak economy.”

PREVIOUS, 4:15 AM: The satellite radio company reported 2Q net profits of $173.3M, up from $15.3M in the same period last year, on revenues of $744.4M, up 6.4%. Earnings at 3 cents a share beat the 1 cent consensus among analysts who follow Sirius XM. But they thought that revenues would reach about $752.6M. Read More »

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Howard Stern Vs Mel Karmazin: Round Two

Journalist and attorney Allison Hope Weiner is a special correspondent to Deadline and files this exclusive breaking news:

Now it’s getting personal in Round Two of the legal war between Howard Stern and his satellite radio boss Mel Karmazin according to affidavits filed today by Stern and his longtime agent Don Buchwald, reviewed exclusively by me. Only last January, both Stern and Sirius CEO Mel Karmazin were basking in the glow of Stern’s new contract, with Howard praising how well he’d been treated. But it turns out that, even as Stern was inking the new 5-year pact, the two men were already clashing over Karmazin’s refusal to acknowledge that the company owed Stern additional performance-based stock awards because he exceeded the subscriber targets set in his original agreement with Sirius. Three months later, Stern and Buchwald sued the merged Sirius XM. Now new details keep surfacing about what went wrong between Stern and Karmazin.

In the affidavits, Buchwald reveals that in early 2010, he contacted Sirius about why the performance-based compensation that Sirius then owed Stern for 2008 and 2009 wasn’t paid. “Sirius claimed that no compensation was due,” writes Buchwald. He then had Stern’s lawyer write to Sirius’s General Counsel asking for an explanation. The company again refused to pay. “Sirius’s lawyer claimed that the subscribers on the XM platform did not count toward the total number of Sirius subscribers and pointed out that we had already received the ‘merger bonus’,” writes Buchwald. Finally, during the renegotiation of Stern’s original contract, Buchwald tried again. “I attempted to discuss the performance-based stock awards with Karmazin,” writes Buchwald. “Karmazin, however, refused to discuss any resolution of the matter.”

Buchwald alleges that only when it became clear they weren’t going to “make any progress with Karmazin,” he and Stern decided to bring a lawsuit because Sirius was now trying to renege on the agreement. Buchwald points an accusatory finger at Karmazin in the affidavit. “Sirius’s CEO, Mel Karmazin, was not at Sirius when I negotiated the Agreement with the company. The CEO at the time was Joseph Clayton. Scott Greenstein has told me a number of times that Karmazin is unhappy with the size of the Agreement that was negotiated and agreed to by his predecessor, and that Karmazin has said that if he had been CEO at the time, he would have given Stern much less and not given into our demands. He might have tried to do that, but in this case, as I told Scott Greenstein more than once, Sirius would not have gotten Stern.”

Stern for his part, seems to be taking the lawsuit very personally. “Our Agreement is clear — the stock awards are based upon the total number of subscribers that the company has at the end of any given year,” Howard says in his affidavit. “When we were negotiating the agreement, Don raised with Sirius the possibility that Sirius and XM might combine. Sirius never said that, if that happened, it would not count the new subscribers for purposes of the stock awards.” Stern adds that he fulfilled his role of drastically increasing the subscriber numbers and now deserves to share in the company’s success. Read More »

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Howard Stern Vs Mel Karmazin: It’s War!

Journalist and attorney Allison Hope Weiner is a special correspondent to Deadline and files this exclusive breaking news:

Throughout Howard Stern’s career, his radio contract often prevented him from saying anything nasty about his frequent boss Mel Karmazin. But the shock jock also had little to complain about: Karmazin helped make Stern a very, very rich man at Infinity Broadcasting, then CBS, then Viacom. After Karmazin became CEO of Sirius, he inherited Stern’s original satellite radio deal. Then Sirius merged with arch-rival XM, and last December Stern opted to re-up. Once again, Howard publicly praised Mel, now CEO of Sirius XM. But behind the scenes relations between Howard and Mel were becoming seriously strained. And only 3 months after entering into that new 5-year pact, Stern and his longtime agent Don Buchwald sued Sirius XM,  claiming that the company had failed to pay him performance-based stock awards which he’s owed because he exceeded the subscriber targets set in his original agreement with Sirius. But even then, Howard refused to discuss the lawsuit at length or say anything negative about Mel or even Sirius XM.

But that was then, and this is now.

Today, Karmazin confirmed at the Sirius XM shareholders meeting that the company will file a motion for summary judgment in the Stern lawsuit yet also warned that judges rarely dismiss a case at this stage. But the real surprise, several of my sources with knowledge of the dispute tell me, is that Mel is the driving force behind Sirius XM’s position that Howard is owed no additional compensation. Even more of a shocker, they claim Karmazin was never happy with the original Stern/Sirius- $80 million a year in cash and $20 million in stock to program two channels starting in 2006 as well as bounties if Sirius’ subscriptions passed certain milestones — negotiated before Mel arrived. And, here’s the real stunner from my sources: allegations that Mel didn’t take care of Howard financially as well as the world believes: “Mel Karmazin does a much better job of taking care of Mel Karmazin than most other Sirius shareholders,” accuses one of my sources.

At issue is what happened after Sirius and XM merged in 2008 and the combined company nearly went bankrupt in 2009. As the recession killed new car sales (by far the biggest source of new satellite radio customers), Sirius XM couldn’t meet its hefty debt payments. The company’s stock plummeted to below 6 cents. That’s when Karmazin turned to John Malone’s Liberty Media for a rescue: $530 million in exchange for 15% interest as well as 40% equity in Sirius XM. But after the stock went to 50 cents, Karmazin and a few favored executives received options for approximately 150 million shares at that price. Today, Sirius XM stock is over $2.40. ”This option arrangement was not offered to many other shareholders, including Howard Stern,” one of my sources complains. Add to this some massive “golden parachutes” for Karmazin and others, and Stern feels inadequately compensated for his contribution.

“Howard took the job on the promise that he would have a share in Sirius’ future success,” one source with knowledge of the negotiations explains to me. “He worked hard from the day the deal was signed to insure that success. That was the way the Sirius contract was structured. When Sirius needed Howard, they promised him a share in its success.”

Stern’s complaint claims that, in October 2004, Sirius had fewer than 700,000 subscribers and now the combined Sirius XM has 20 million — and he’s responsible for that number. He also claims Sirius was able to merge with its biggest competitor because of him, and he also helped Sirius XM avoid bankruptcy and he didn’t take his rightful payments.

On yesterday’s show, Stern spoke at length about the lawsuit. “Sirius Radio, by the way, was just about going out of business. I sat down with these guys and I said to them: ‘Look — if I leave terrestrial radio and come to Sirius, I’m gonna bust my balls for you. I’m gonna make shit happen… I guarantee you guys acquire XM radio. Forget merge — that’s a horseshit fucking term — acquire XM Radio… But people have a short memory… And now that times are good and they’ve reached ‘it,’ everybody wants to fucking forget what they owe — and who they owe… There wouldn’t be a Sirius if I wasn’t here.”

A source familiar with the negotiations between Stern and Sirius XM tells me that the satellite radio company negotiated a very generous deal with Stern and that he should be satisfied with the contract he signed only a few months ago. And that both Stern and the company agreed they would discuss Stern’s claims to performance-based stock awards after his new deal was closed. But after that happened, the negotiations went nowhere.

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Dish Network’s Charlie Ergen Exits As CEO

This is a surprise. Dish Network CEO Charlie Ergen announced today that he’s calling it quits. He’ll turn the reins of the No. 2 satellite company over to longtime consumer electronics executive Joseph Clayton next month. Ergen still controls Dish stock and will remain its chairman. Clayton had been chairman of Sirius Satellite Radio, and earlier helped to revive RCA as a consumer brand.

Ergen’s recent decision to buy Blockbuster out of bankruptcy seemed to provide just the kind of challenge that would intrigue an executive who became a multi-billionaire by outsmarting and outlasting more powerful rivals including Rupert Murdoch. But while Ergen had become one of the most durable fixtures of the media business in his 31 years at the helm of the company he founded, he also provided plenty of signals that he was ready to pull back from the daily grind. Several years ago he drastically cut back on public appearances. He’s almost invisible aside from presentations he pretty much has to make to reassure Wall Street analysts and his own sales teams.

In 2009, Ergen gave up the CEO title at EchoStar, the unit he separated from Dish to develop electronics devices for consumers and the satellite company. Lately he has questioned whether the cable and satellite business model — selling packages of networks to consumers — can survive as Internet services such as Netflix make it easy for people to watch individual shows on demand. Ergen … Read More »

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Sirius XM CEO Mel Karmazin Vows Big Consumer Price Hike (If FCC Allows It)

Note to Sirius XM CEO Mel Karmazin: When you talk to anyone besides Wall Street analysts, don’t sound so gleeful about your plan to raise your basic $12.95 a month subscription rate later this year. Karmazin  told analysts Tuesday in his quarterly earnings call to “think of a number more than” the inflation rate so Sirius can recoup some of the huge payments it’s been making for the NFL, Howard Stern, and other programmers. Karmazin is salivating for the end of July and the expiration of the 3 year moratorium on price hikes that he promised the FCC he’d make in 2008 when regulators allowed Sirius and XM to merge into a satellite radio monopoly. The freeze is widely expected to end, although there’s been some talk at the FCC about possibly extending it. Government officials have allowed Sirius XM to pass along higher fees to cover music royalty payments and for special services including Internet access. Karmazin is in no position to plead poverty, especially as the economic recovery helps auto sales — Sirius XM’s biggest suppliers of new customers. The company reported net profits in the first quarter of $78 million, up nearly 86% vs. the same period last year, on revenues of $724 million, up 9%. Profits, at 1 cent a share, matched what Wall Street analysts expected. Sirius also reported that it had nearly 20.6 million subscribers at the end of March, up from 20.2 million at the end of 2010. The company says … Read More »

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Howard Stern Sues Sirius XM Over Stock

By | Tuesday March 22, 2011 @ 3:05pm PDT

Well, the honeymoon period for Howard Stern and Sirius XM Satellite Radio sure didn’t last long. Howard Stern’s production company One Twelve and the radio host’s manager filed a lawsuit today in New York state Supreme Court, claiming the company reneged on its promise to reward Stern if Sirius XM exceeded certain subscriber marks. The suit says that when Sirius and XM merged, the combined entity’s sub base hit 20 million but has not paid out its alleged agreed-upon awards, which includes a 10% fee to Stern manager Don Buchwald, according to Bloomberg. The news comes only three months after the shock jock finally signed a new five-year deal to remain at Sirius XM, just before his original five-year, $500 million blockbuster of a contract was set to expire. (After the new deal was signed, Sirius XM shares jumped more than 5% following a flat spell.) At one point at the beginning of his original contract, which he signed in 2005 but didn’t take effect until Jan. 1, 2006, then-Sirius Satellite Radio paid out more than $200 million in stock awards to Stern based on subscriber gains. The new suit seems to beg the question: Did Stern earn the latest extra subscribers or were they simply a product of the XM merger?

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Howard Stern Gives Sirius/XM Radio Another 5 Years

By | Thursday December 9, 2010 @ 5:33am PST
Mike Fleming

Howard Stern put his staff out of its misery today by telling them he has signed a 5-year extension with Sirius XM Satellite Radio. The show, which is a joy to subscribers (like myself) because the lack of FCC supervision and fewer commercials, is at its best when Stern takes aim at his staff. This morning was no exception. When show writer and prank phone caller Sal Governale showed up late for work and missed the 6 AM announcement, Stern brought his staff together and somberly told them he turned down the deal and he’d be done in a week. Only after Governale broke into tears and lamented the future of his three sons did Stern tell him the real news, suggesting that Governale should show up to work on time and put some money aside because this is his last deal. The impact of Stern’s re-up to Sirius XM is seismic. The subscriber base was 600,000 when he followed his longtime boss Mel Karmazin and made the move. Sirius was a distant second to XM then, but shot past its rival. Following a merger, the subscriber base just passed 20 million. It’s unclear how close Stern got to the reported $100 million per year that his first 5-year deal paid him. He already enjoyed 10 weeks vacation per year and said that his new schedule will be “relaxed” even more. Sounds like more “best of” shows in the future … Read More »

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