Sirius XM Canada Holdings Inc said on Friday that SiriusXM Holdings Inc, its biggest shareholder, along with two of its top Canadian shareholders, will take the satellite radio service private.
The deal values Sirius XM Canada at about $472 million (US$367 million), based on Reuters calculations.
Sirius XM Canada’s shareholders will receive $4.50 per share in cash or SiriusXM Holdings stock for each share they own, representing a premium of 6.4 percent to the stock’s closing price on Thursday.
SiriusXM Holdings said it expects to pay about US$275 million for the transaction, which will increase its stake in Sirius XM Canada to 70 percent from 37 percent, and give it ownership of 30 percent of its voting shares.
Sirius XM Canada said the rest of its equity and voting stakes will be held by Slaight Communications Inc and Toronto-based private equity firm Obelysk Media.
Slaight, a Canadian radio broadcasting company, was Sirius XM Canada’s third-biggest shareholder with a 10.2 percent stake as of December 9, according to Thomson Reuters data.
The Canadian Broadcasting Corp, the national public radio and television broadcaster, will cease to be a shareholder in Sirius XM Canada following the transaction, said Jim Meyer, chief executive of SiriusXM Holdings.
The CBC was Sirius XM Canada’s second-biggest shareholder with a 12.5 percent stake as of December 9, according to Thomson Reuters data.
Sirius XM Canada said the CBC, Slaight and Obelysk Media, its three biggest Canadian shareholders, supported the deal.
Much of Sirius XM Canada’s content will continue to be created locally, while the company’s existing Canada-led governance structure will be preserved, said Meyer.
Sirius XM Canada received financial advice from National Bank Financial Markets and Ernst & Young LLP as independent valuator, and legal advice from Stikeman Elliott LLP, Blake, Cassels & Graydon LLP and Fasken Martineau DuMoulin LLP.
SiriusXM’s financial adviser is JP Morgan Securities LLC and its legal adviser is Norton Rose Fulbright Canada LLP.
(Reporting by Anet Josline Pinto in Bengaluru; Editing by Savio D’Souza)
(This story has been edited by Kirk Falconer, editor of PE Hub Canada)
Photo courtesy of Reuters/Jason Reed