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Published on 1/30/2006 in the Prospect News Convertibles Daily.

XM Satellite Radio exchanges $52 million 10% convertibles for stock

New York, Jan. 30 - XM Satellite Radio Holdings Inc. said it exchanged $52 million principal amount at maturity of its 10% senior secured discount convertibles notes due 2009 for 17 million shares of class A common stock.

No cash was paid.

Royal Bank of Canada was the owner of the notes and the transaction was agreed on Jan. 25, according to filing with the Securities and Exchange Commission.

The notes are convertible at $3.18 per share and are not callable. They become mandatorily convertible in 2007 subject to various conditions. XM's stock closed at $26.43 Monday.

XM Satellite noted that the debt finished accreting on Dec. 31 and it would have had to make future interest payments in cash. The exchange saved $21 million in payments over the remaining life of the notes.

As previously disclosed, XM conducted a similar exchange for $56 million principal amount at maturity of the 10% notes in late December.

XM is a Washington, D.C.-based satellite radio company.


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