XM Radio 2011 Annual Report Download - page 118

SIRIUS XM RADIO INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Average
Exercise
Price
Expiration
Date
Number of
Warrants
Outstanding
December 31,
(warrants in thousands) 2011 2010
NFL ................................ $ 2.50 March 2015 16,718 16,718
DaimlerChrysler AG ................... 1.04 May 2012 — 16,500
Ford ................................ 3.00 October 2012 4,000 4,000
Lehman Warrants ...................... 15.00 March 2011 - April 2011 — 1,575
Space Systems/Loral ................... 7.05 December 2011 — 1,840
Other distributors and programming
providers ........................... 3.00 June 2014 1,788 1,788
Total ................................ 22,506 42,421
In February 2011, Daimler AG exercised 16,500,000 warrants to purchase shares of common stock on a net
settlement basis, resulting in the issuance of 7,122,951 shares of our common stock.
Rights Plan
In April 2009, our board of directors adopted a rights plan. The terms of the rights and the rights plan are set
forth in a Rights Agreement dated as of April 29, 2009 (the “Rights Plan”). The Rights Plan was intended to act as a
deterrent to any person or group acquiring 4.9% or more of our outstanding common stock (assuming for purposes
of this calculation that all of our outstanding convertible preferred stock was converted into common stock) without
the approval of our board of directors. The Rights Plan expired on August 1, 2011.
(15) Benefits Plans
We recognized share-based payment expense of $51,622, $54,585, and $65,607 for the years ended
December 31, 2011, 2010 and 2009, respectively. We did not realize any income tax benefits from share-based
benefits plans during the years ended December 31, 2011, 2010 and 2009 as a result of the full valuation allowance
that is maintained for substantially all net deferred tax assets.
2009 Long-Term Stock Incentive Plan
In May 2009, our stockholders approved the Sirius XM Radio Inc. 2009 Long-Term Stock Incentive Plan (the
“2009 Plan”). Employees, consultants and members of our board of directors are eligible to receive awards under
the 2009 Plan. The 2009 Plan provides for the grant of stock options, restricted stock, restricted stock units and other
stock-based awards that the compensation committee of our board of directors may deem appropriate. Vesting and
other terms of stock-based awards are set forth in the agreements with the individuals receiving the awards. Stock-
based awards granted under the 2009 Plan are generally subject to a vesting requirement. Stock-based awards
generally expire ten years from the date of grant. Each restricted stock unit entitles the holder to receive one share of
common stock upon vesting. As of December 31, 2011, approximately 197,606,000 shares of common stock were
available for future grants under the 2009 Plan.
Other Plans
We maintain four other share-based benefit plans — the XM 2007 Stock Incentive Plan, the Amended and
Restated Sirius Satellite Radio 2003 Long-Term Stock Incentive Plan, the XM 1998 Shares Award Plan and the XM
Talent Option Plan. No further awards may be made under these plans. Outstanding awards under these plans
continue to vest.
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