Sirius XM Holdings Inc., a satellite-radio operator, was sued by two shareholders who contend directors violated their duties to get the best price in a buyout by parent Liberty Media Corp.
Liberty, which owns more than half of New York-based Sirius, on Jan. 3 offered the equivalent of $3.54 a share in stock for the remainder, even as Sirius trades at more than $3.60, according to a Delaware Chancery Court complaint made public today.
“The lack of a premium is even worse considering the company’s recent financial success and tremendous growth prospects,” investors Philip Ricciardi and Scott Ozaki contend, citing increases in earnings and subscribers.
The investors asked a judge to block the buyout until directors adopt a sales process “to secure the best possible consideration” for Sirius shareholders.
Courtnee Ulrich, a spokeswoman for Englewood, Colorado-based Liberty, didn’t immediately return a phone call seeking comment on the lawsuit.
The case is Ricciardi v. Sirius XM, CA9253, Delaware Chancery Court (Wilmington).