Shareholders of Pandora Media endorsed a $ 3.5 billion takeover bid by Sirius XM. USA, and soon after the completion of the transaction, Roger Lynch will become CEO of Pandora.
Lynch will be released as soon as the deal is officially closed, the company said after a shareholder vote on Tuesday. Sirius XM CEO Jim Meyer will lead Pandora and Sirius XM as a combined company. Lynch was appointed CEO in September 2017 after he headed Sling TV.
In addition to Lynch’s departure, other high-ranking Pandora executives also quit General Counsel Steve Ben, Chief Financial Officer Navin Chopra, and Chief Human Resources Officer Kristen Robinson.
The Sirius XM deal with Pandora shares, first announced in September, is expected to close soon under normal closing conditions, according to Pandora.
Back in November, Lynch, announcing earnings for the third quarter of 2018, said: “I can’t be more excited that Pandora will join forces with SiriusXM. United Pandora-SiriusXM will create the world's largest audio entertainment company, providing Pandora with additional resources to accelerate growth and relying on SiriusXM's leadership in cars, subscriptions, and unique content. ”
Shares of Sirius XM have fallen by 18% since the announcement of the Pandora deal. The main reason for this was “the lack of a potential synergistic quantitative assessment, as well as the limited public disclosure of SIRI information about Pandora’s future. [free cash flow] the trajectory under his leadership, ”wrote FBR analyst B. Riley Zack Silver on Tuesday in a note. Now that Pandora’s shareholders have approved the deal, “we believe that SIRI will have more opportunities to discuss possible synergies and its forward-looking financial perspectives” when it reports fourth quarter earnings on Wednesday (January 30).
In accordance with the terms of the transaction, each share of Pandora ordinary shares will be converted into 1.44 newly issued ordinary shares of Sirius XM. Sirius XM ordinary shares will continue to trade under the existing SIRI ticker on the Nasdaq Global Select Market, while Pandora is expected to be excluded from the list of shares of the New York Stock Exchange.
Separately, on Tuesday, SiriusXM announced that its board of directors approved an additional $ 2 billion to repurchase common shares, increasing the company's total resolution to $ 14 billion since the launch of the share repurchase program in early 2013. He also announced a quarterly dividend of 1.21 cents per share of total stock.
At a special shareholders ’meeting of Pandora, owners of approximately 75% of the unpaid voting shares of Pandora voting securities voted, with about 97% of the votes cast for the transaction.