# DirecTV Stock Halted Pending News



## trdrjeff (Dec 3, 2007)

After hours


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## matt (Jan 12, 2010)

What does halted mean?


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## trdrjeff (Dec 3, 2007)

Trading is suspended until the news is disseminated....


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## johnner1999 (Aug 30, 2003)

trdrjeff said:


> Trading is suspended until the news is disseminated....


what news?


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## matt (Jan 12, 2010)

Here we go :new_popco


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## trdrjeff (Dec 3, 2007)

We don't know yet. DISH is up 3% after hours currently


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## matt (Jan 12, 2010)

http://www.businessinsider.com/directv-trading-halted-pending-news-2010-4

"Is AT&T finally making an offer?" How awful would that be.


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## falconf16 (May 27, 2007)

Could be an interested party wanting to buy Direct Tv!!!


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## RAD (Aug 5, 2002)

matt1124 said:


> http://www.businessinsider.com/directv-trading-halted-pending-news-2010-4
> 
> "Is AT&T finally making an offer?" How awful would that be.


Since T's done a big slowdown on U-Verse build out it might be a cheaper way to build their TV customer base, and allow them to get bigger discounts from program providers due to increased customer base.


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## dukenole (Apr 9, 2009)

Fast Money on CNBC is speculating either a merger with Dish or that Verizon is buying Directv.


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## trdrjeff (Dec 3, 2007)

Verizon is another rumor thrown around on CNBC


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## trdrjeff (Dec 3, 2007)

Coming across now, something about High Voting stock and John Malone


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## trdrjeff (Dec 3, 2007)

Malone resigns from board


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## Shardin (Nov 26, 2006)

Where are you following this?


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## matt (Jan 12, 2010)

Who is Malone? Man I know nothing about stocks and boards...


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## trdrjeff (Dec 3, 2007)

EL SEGUNDO, Calif. -- April 06, 2010

DIRECTV (NASDAQ: DTV) today announced that it has agreed with Dr. John C. Malone to recapitalize the DIRECTV stock ownership held by Dr. Malone, his wife and two trusts for the benefit of his children. Under the terms of the agreement, the Malones will exchange 21,809,863 shares of Class B common stock of the Company, which is all of the outstanding Class B shares, for 26,547,627 shares of Class A common stock, resulting in the reduction of the Malones’ voting interest in DIRECTV from approximately 24.3% to approximately 3%. As part of the transaction, Dr. Malone will also resign from the Board of Directors of DIRECTV.

The transaction, when completed, is expected to satisfy a condition imposed by the Federal Communications Commission (“FCC”) that dates back to the acquisition by Liberty Media Corporation of its interest in DIRECTV in February 2008 from News Corp. At that time, concerns over the potential overlap of DIRECTV’s satellite business in Puerto Rico, DIRECTV Puerto Rico, and a cable business operated by Liberty Global, Inc., Liberty Cablevision Puerto Rico, resulted in an FCC order which required in connection with the approval of Liberty Media’s acquisition that the attributable interests connecting DIRECTV Puerto Rico and Liberty Cablevision Puerto Rico be severed within one year. In connection with the transaction between Liberty Media and News Corp., DIRECTV received a capital contribution of $160 million.

The attributable interests identified by the FCC included Dr. Malone’s position as Chairman of the Board of each of DIRECTV and Liberty Global, as well as the significant stock ownership by Liberty Media at that time in DIRECTV and Dr. Malone’s stock ownership interest in each of Liberty Media and Liberty Global. To address the FCC condition, in February 2009, DIRECTV placed its ownership interests in DIRECTV Puerto Rico into a trust managed by an independent trustee who has been granted the authority, subject to certain conditions, to divest DIRECTV’s ownership in DIRECTV Puerto Rico.

The FCC staff recently has advised DIRECTV senior management that the trust arrangement could not remain in place indefinitely and was not alone sufficient to comply with the requirements of its order, primarily because of structural considerations associated with DIRECTV’s Puerto Rico operations, combined with Dr. Malone’s continued de facto control of DIRECTV (as determined by the FCC), through his 24.3% voting interest, continued position as Chairman of the Board and relationships with certain other DIRECTV board members. Being so advised, DIRECTV approached Dr. Malone and initiated discussions of the transaction being announced today. It is also expected that Greg Maffei, who is President and Chief Executive Officer of Liberty Media Corporation, and Paul Gould, who is a member of the Board of Directors of Liberty Global, will also resign from the board of directors of DIRECTV at the closing of the transaction. DIRECTV believes that the consummation of the transaction announced today will sever all attributable interests in satisfaction of the requirements of the FCC order.

DIRECTV expects that their actions will satisfy the FCC condition and enable DIRECTV to resume control and retain ownership of its subsidiary in Puerto Rico. The transaction will also permit DIRECTV to simplify its capital structure by eliminating the two-class structure which was put in place in connection with the transactions with Liberty Media and the Malones which were completed in November 2009.

In the transaction, all of the Malones’ Class B stock, which conferred 15 votes per share and represents all outstanding shares of Class B stock, will be canceled resulting in a single class of common stock, Class A, outstanding with one vote per share. Closing of the transaction is subject to FCC approval and other standard terms and conditions and the parties anticipate that the transaction will be completed within the next several months.

In commenting on the proposed transaction, Mike White, President and CEO of DIRECTV, said, “While we will miss John Malone’s experience, knowledge of our industry and keen business insight, we believe that this is in the best interests of DIRECTV and its shareholders. We truly appreciate the service and leadership that John has provided as Chairman and I believe we are a stronger company because of John’s involvement.”

Dr. Malone stated, “I’m a big fan of DIRECTV and am pleased to have contributed to its strong performance over the past two years. I am pleased that DIRECTV will be able to satisfy the FCC condition without greater cost to the Company and its shareholders. I believe that I’m leaving DIRECTV in great shape to take on the competitive challenges that it is facing and will face in the future. It has an outstanding senior management team and strong group of directors, and I look forward to continuing to benefit, as a stockholder, from its continued growth and industry-leading performance.”

DIRECTV was advised by Centerview Partners LLC and Dr. Malone was advised by Kern Consulting, LLC.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

NOTE: This release may include or incorporate by reference certain statements that we believe are, or may be considered to be, “forward-looking statements” within the meaning of various provisions of the Securities Act of 1933 and of the Securities Exchange Act of 1934. These forward-looking statements generally can be identified by use of statements that include phrases such as “believe,” “expect,” “estimate,” “anticipate,” “intend,” “plan,” “project” or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. All of these forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or from those expressed or implied by the relevant forward-looking statement. Such risks and uncertainties include, but are not limited to: economic conditions; product demand and market acceptance; ability to simplify aspects of our business model, improve customer service, create new and desirable programming content and interactive features, and achieve anticipated economies of scale; government action; local political or economic developments in or affecting countries where we have operations, including political, economic and social uncertainties in many Latin American countries in which DTVLA operates; foreign currency exchange rates; currency exchange controls; ability to obtain export licenses; competition; the outcome of legal proceedings; ability to achieve cost reductions; ability of third parties to timely perform material contracts; ability to renew programming contracts under favorable terms; technological risk; limitations on access to distribution channels; the success and timeliness of satellite launches; in-orbit performance of satellites, including technical anomalies; loss of uninsured satellites; theft of satellite programming signals; and our ability to access capital to maintain our financial flexibility. We urge you to consider these factors carefully in evaluating the forward-looking statements.

About DIRECTV

DIRECTV (NASDAQTV) is the world's leading provider of digital television entertainment services. Through its subsidiaries and affiliated companies in the United States, Brazil, Mexico and other countries in Latin America, DIRECTV provides digital television service to more than 18.5 million customers in the United States and over 6.5 million customers in Latin America. DIRECTV sports and entertainment properties include three regional sports networks (Northwest, Rocky Mountain and Pittsburgh) as well as a 65 percent interest in Game Show Network. For more information on DIRECTV, call 1-800-DIRECTV or visit directv.com.

Contact:

DIRECTV
Darris Gringeri, 212-205-0882
Robert Mercer, 310-964-4683
Investor Relations, 310-964-0808


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## matt (Jan 12, 2010)

So this is good?


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## Alan Gordon (Jun 7, 2004)

matt1124 said:


> So this is good?


Considering how many people feel about John Malone, some would think so...

~Alan


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## matt (Jan 12, 2010)

Molone was the one who wanted more HD OnDemand instead of nationals, right?


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## dukenole (Apr 9, 2009)

Shardin said:


> Where are you following this?


This info is available on their website.


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## Alan Gordon (Jun 7, 2004)

matt1124 said:


> Molone was the one who wanted more HD OnDemand instead of nationals, right?


I don't think the blame for that decision can be placed on one person.

Malone used to own a cableco. Many people still remember how he ran that... which is why he isn't exactly loved (not that Rupert was either)...

~Alan


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## Alan Gordon (Jun 7, 2004)

Shardin said:


> Where are you following this?





dukenole said:


> This info is available on their website.


There's also articles on Yahoo News as well...

~Alan


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## trdrjeff (Dec 3, 2007)

Yep, no major impact on your day to day viewing habits... I was afraid it was a technical issue when it came across the wires.


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## volkl (Jun 17, 2007)

A decrease in voting concentration might be a factor in Directv being a more attractive target. like a reverse poison pill.


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## Shardin (Nov 26, 2006)

volkl said:


> A decrease in voting concentration might be a factor in Directv being a more attractive target. like a reverse poison pill.


Yep, If AT&T is interested, you might see a move now.


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## squawk (Mar 5, 2006)

Agree. That's the significance of conversion of Malone shares from B to A class. He know longer holds priority voting shares, which any suitor would find objectionable to making a bid, particularly a tender offer made to shareholders.

My guess is this development is the first step in the sale of DirecTV to either AT&T or Verizon. My view is that DirecTV is much more valuable to AT&T then to Verizon, & therefore is more likely to make a higher bid. Reason is Verizon's FiOS footprint is a much greater portion of VZ's overall footprint compared to AT&T U-Verse footprint, which is virtually immaterial.


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## cartrivision (Jul 25, 2007)

The news only caused a slight movement on the stock price. In after hours trading, DTV was down about $0.25. It had a $0.05 gain today during regular trading.

Net change for the day.... -$0.20 -0.5%


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## MikeW (May 16, 2002)

Bring back Chase!


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## Nick (Apr 23, 2002)

I'm surprised they didn't wait until a Friday to suspend trading and make the announcement. Doing so would have given Directv subs a full two-day weekend to run around screaming _"The sky is falling, the sky is falling!"_


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## ptuck874 (Aug 12, 2007)

trdrjeff said:


> EL SEGUNDO, Calif. -- April 06, 2010
> 
> DIRECTV (NASDAQ: DTV) today announced that it has agreed with Dr. John C. Malone to recapitalize the DIRECTV stock ownership held by Dr. Malone, his wife and two trusts for the benefit of his children. Under the terms of the agreement, the Malones will exchange 21,809,863 shares of Class B common stock of the Company, which is all of the outstanding Class B shares, for 26,547,627 shares of Class A common stock, resulting in the reduction of the Malones' voting interest in DIRECTV from approximately 24.3% to approximately 3%. As part of the transaction, Dr. Malone will also resign from the Board of Directors of DIRECTV.
> 
> ...


****ing A man! sorry for cursing, but that is a great GREAT thing


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## coolyman (Oct 4, 2007)

matt1124 said:


> So this is good?


Not when you realize the FCC has no Constitutional authority to require any of this.


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## Hoosier205 (Sep 3, 2007)

coolyman said:


> Not when you realize the FCC has no Constitutional authority to require any of this.


Oh brother...


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## bidger (Nov 19, 2005)

volkl said:


> A decrease in voting concentration might be a factor in Directv being a more attractive target. like a reverse poison pill.


Honestly, I have no idea how that stuff works, but it sounds good to me. I had no problems with Rupert and liked the fact there was a network affiliation, but I don't see anything that tremendous that's happened under Malone's watch and it's been long speculated that he was priming the company for sale. I'm not thrilled about that, but it's better than with Malone. If it is Verizon, maybe they'll offer triple play and lure me back from Roadrunner. And I get a feeling new HD is imminent.


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## mreposter (Jul 29, 2006)

Verizon has been raked over the coals this last week for admitting that the FIOS project has been a complete financial bust. I would really be surprised if they invested further in this area by making an offer for Directv.


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## Nick (Apr 23, 2002)

ptuck874 said:


> ****ing A man! sorry for cursing, but that is a great GREAT thing


Really. Was it necessary to quote the _entire_ 3.5 page press release just to say that? :nono2:


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## Avder (Feb 6, 2010)

God, I dont want any more mergers. No more supercorporations!

The short term result of this seems to be positive but the long term implications could be just terrible.


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## bidger (Nov 19, 2005)

mreposter said:


> Verizon has been raked over the coals this last week for admitting that the FIOS project has been a complete financial bust. I would really be surprised if they invested further in this area by making an offer for Directv.


Actually I would think that would be the perfect scenario for them to do it. Does it solve anything for them to go into a corner and lick their wounds over it? Cable is taking away their landline customers with their VOIP offering, much faster download speeds, *AND* TV. Since further roll outs of FIOS are off the table, this kind of acquisition makes sense to me.


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## raott (Nov 23, 2005)

mreposter said:


> Verizon has been raked over the coals this last week for admitting that the FIOS project has been a complete financial bust. I would really be surprised if they invested further in this area by making an offer for Directv.


Actually, the halt of fios deployments make perfect sense with this development. It has been known from day one when Malone invested with D* that he puts a little lipstick on what he buys and then sells his investment.

I think the tougher pill for some on this site is that D* may get swallowed up by a company that some here have been overly critical of, be that AT&T or Verizon.


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## V'ger (Oct 4, 2007)

raott said:


> Actually, the halt of fios deployments make perfect sense with this development. It has been known from day one when Malone invested with D* that he puts a little lipstick on what he buys and then sells his investment.
> 
> I think the tougher pill for some on this site is that D* may get swallowed up by a company that some here have been overly critical of, be that AT&T or Verizon.


If AT&T buys DirecTV, they would obtain all of Replay TV's DVR patents and possibly make themselves immune from the Tivo lawsuit by nature of the recent Tivo/DirecTV agreement. Could you see HR2Xs on U-verse?

I can just see Luke Wilson pushing the DirecTV map. "we've got 100 percent of the continential US covered with HD, Verizon doesn't."


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## raott (Nov 23, 2005)

V'ger;2415605 said:


> If AT&T buys DirecTV, they would obtain all of Replay TV's DVR patents and possibly make themselves immune from the Tivo lawsuit by nature of the recent Tivo/DirecTV agreement. Could you see HR2Xs on U-verse?
> 
> I can just see Luke Wilson pushing the DirecTV map. "we've got 100 percent of the continential US covered with HD, Verizon doesn't."


I hadn't even thought of that. I wonder to what extent D* is more valuable to a potential suitor due to their agreemment with Tivo, especially considering the Tivo win against Dish.


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## bidger (Nov 19, 2005)

V'ger;2415605 said:


> If AT&T buys DirecTV, they would obtain all of Replay TV's DVR patents and possibly make themselves immune from the Tivo lawsuit by nature of the recent Tivo/DirecTV agreement. Could you see HR2Xs on U-verse?


You do realize Verizon is also in that lawsuit, right?


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## Avder (Feb 6, 2010)

V'ger;2415605 said:


> I can just see Luke Wilson pushing the DirecTV map. "we've got 100 percent of the continential US covered with HD, Verizon doesn't."


Oh god, that's going to give me nightmares. I develop Tourettes syndrome every time I see that ********* pushing AT&T on TV.


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## Nicholsen (Aug 18, 2007)

raott said:


> I hadn't even thought of that. I wonder to what extent D* is more valuable to a potential suitor due to their agreemment with Tivo, especially considering the Tivo win against Dish.


I haven't reviewed the any of the documents, but I think it would be unlikely that the D*/Tivo contract/technology license would extend to an entity that purchased D* in the future. (I may be wrong, but I am rarely in doubt. LOL)

Personally, I would welcome a Verizon purchase. In my experience, they seem like an outfit with good technology and great customer service. Unfortunately, it would not seem to be a good fit with the huge investment already made in FIOS, and therefore unlikely to happen.

It might be a good fit with AT&T, whose national footprint in TV is now currently pretty small.


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## LCDSpazz (Dec 31, 2008)

If AT&T buys Directv, say goodbye to unmetered internet on all AT&T broadband services.


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## Avder (Feb 6, 2010)

Nicholsen said:


> I haven't reviewed the any of the documents, but I think it would be unlikely that the D*/Tivo contract/technology license would extend to an entity that purchased D* in the future. (I may be wrong, but I am rarely in doubt. LOL)
> 
> Personally, I would welcome a Verizon purchase. In my experience, they seem like an outfit with good technology and great customer service. Unfortunately, it would not seem to be a good fit with the huge investment already made in FIOS, and therefore unlikely to happen.
> 
> It might be a good fit with AT&T, whose national footprint in TV is now currently pretty small.


Well, if Verison was moving forward with FIOS, can you imagine if DirecTV and Verision merged, and introduced an HR-30 with muti-satellite, FIOS, OTA ASTC/NTSC, MRV, a speedy interface, built in mini-cell hotspot thingy, high powered wireless-N router, and VOIP all in one? Sure, it would be as big as a first generation Desktop, but... *drools*

This is where the anti-corporation libertarian in me comes into conflict with the technophile in me.


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## V'ger (Oct 4, 2007)

Nicholsen said:


> I haven't reviewed the any of the documents, but I think it would be unlikely that the D*/Tivo contract/technology license would extend to an entity that purchased D* in the future. (I may be wrong, but I am rarely in doubt. LOL)
> 
> Personally, I would welcome a Verizon purchase. In my experience, they seem like an outfit with good technology and great customer service. Unfortunately, it would not seem to be a good fit with the huge investment already made in FIOS, and therefore unlikely to happen.
> 
> It might be a good fit with AT&T, whose national footprint in TV is now currently pretty small.


The replay TV patents would help, for sure as I am sure that Tivo could easily be accused in court of their DVR violating a replay patent and a request for injuntion of all Tivos. It might make an out of court cross-license agreement possible, which was why Tivo worked out a new deal with DirecTV, they didn't want to wind up in court both in violation of each other's patents. It was a lot easier to go after Dish and then the cable companies, who don't have DVR patents to counter with.

Of course, Microsoft joined in the suit on AT&t's side since their boxes use a MS operating system under the hood. And MS has tons of patents for Tivo to sweat over.

If you could somehow make a HR2x work on the U-Verse cable, I don't see how the damages would not be limited.

In any case, the purchase of DirecTV would make Tivo think twice about any lawsuit with the new owner.


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## matt (Jan 12, 2010)

If AT&T buys D*, will my satellite reception be as terrible at my AT&T cell phone?

*+1 FOR NO MORE MERGERS*


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## hdtvfan0001 (Jul 28, 2004)

This looks to me like nothing more than a financial reorg to satisfy FCC regulations. Malone gets to pick up his money and play another day in another place.


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## ffemtreed (Jan 30, 2008)

I am happy for this! DTV has gone downhill since he took over.


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## 1948GG (Aug 4, 2007)

mreposter said:


> Verizon has been raked over the coals this last week for admitting that the FIOS project has been a complete financial bust. I would really be surprised if they invested further in this area by making an offer for Directv.


And AT&T just announced a further 'add-on' to their 3G wireless build-out/build-up. Another Billion + if I read correctly, on top of some multi-billions already in the pipeline.

So, either of those two would require some 'aligning of the planets' so to speak to come up with the Multi-Billions it would take to do the deal. Not to mention the regulatory hurdles.

But if Verizon continues with selling off big chunks of their land-line network (again, more regulatory hurdles and hope that whoever they sold to don't crash and burn like the first few deals they did), they (and the Wall Street bankers who would bankroll the deal) might see eye to eye.


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## TheRatPatrol (Oct 1, 2003)

Alan Gordon said:


> Malone used to own a cableco. Many people still remember how he ran that... which is why he isn't exactly loved (not that Rupert was either)...
> 
> ~Alan


But didn't Rupert bring us all those HD channels with D10, before Malone took over?


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## Skyboss (Jan 22, 2004)

His kids are doing back flips right now. This is nearly a $1 Billion transaction.


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## hidefman (Dec 16, 2006)

Avder said:


> Well, if Verison was moving forward with FIOS, can you imagine if DirecTV and Verision merged, and introduced an HR-30 with muti-satellite, FIOS, OTA ASTC/NTSC, MRV, a speedy interface, built in mini-cell hotspot thingy, high powered wireless-N router, and VOIP all in one? Sure, it would be as big as a first generation Desktop, but... *drools*
> 
> This is where the anti-corporation libertarian in me comes into conflict with the technophile in me.


An honest post! Conflicted, but honest. I would bet Malone feels he has put the lipstick on and is ready to cash-in. AT&T? Verizon? Offers anyone? Anyone? Bueller?


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## cartrivision (Jul 25, 2007)

Avder said:


> Well, if Verison was moving forward with FIOS, can you imagine if DirecTV and Verision merged, and introduced an HR-30 with muti-satellite, FIOS, OTA ASTC/NTSC, MRV, a speedy interface, built in mini-cell hotspot thingy, high powered wireless-N router, and VOIP all in one? Sure, it would be as big as a first generation Desktop, but... *drools*
> 
> This is where the anti-corporation libertarian in me comes into conflict with the technophile in me.


Not to nitpick, but a libertarian wouldn't be anti-corporation, but would believe that corporations (and everyone else) should be completely unregulated and left alone to do whatever they believed was best for them, whether it was in the best interest of the public at large or not.


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## Avder (Feb 6, 2010)

cartrivision said:


> Not to nitpick, but a libertarian wouldn't be anti-corporation, but would believe that corporations (and everyone else) should be completely unregulated and left alone to do whatever they believed was best for them, whether it was in the best interest of the public at large or not.


*shrug* I use the term loosely. I believe in individual liberty and that corporations should have none.


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## HRJustin (Mar 5, 2009)

Please enough with the merger thing. I just went through the whole alltel merging and Verizon and I am doing everything I can to keep my alltel rate plan and features. I don't want to see DirecTV bought by anyone. I like DirecTV just the way they are there's no need for anyone to buy them. I don't care for Verizon or AT&T as far as wireless service goes. So I really hope that nothing more comes of this. DirecTV as far as I know right now isn't in a place to need a buyout. I would totally be crushed if DirecTV was acquired by AT&T or Verizon.


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## Jeremy W (Jun 19, 2006)

Avder said:


> *shrug* I use the term loosely. I believe in individual liberty and that corporations should have none.


Although a corporation is it's own entity, it's really just a collection of people. So individuals should have liberty until they decide to get together in a group to try and make a profit?


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## reweiss (Jan 27, 2007)

I'm just glad Malone is finally gone. I understand everyone is in business to make money, but anything he touches always seems to change its rule/policies to make its customer dislike a product they once liked before Malone touched it. 

Let's just hope the "Dolan's" don't suddenly decide to get involved in a future purchase. They make Malone look like Santa Claus.


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## ptuck874 (Aug 12, 2007)

Nick said:


> Really. Was it necessary to quote the _entire_ 3.5 page press release just to say that? :nono2:


for this news yes, it was :lol::lol::lol:


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## SteveHas (Feb 7, 2007)

bidger said:


> Actually I would think that would be the perfect scenario for them to do it. Does it solve anything for them to go into a corner and lick their wounds over it? Cable is taking away their landline customers with their VOIP offering, much faster download speeds, *AND* TV. Since further roll outs of FIOS are off the table, this kind of acquisition makes sense to me.


+1 couldn't have said it better myself


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## Scott in FL (Mar 18, 2008)

reweiss said:


> I'm just glad Malone is finally gone. I understand everyone is in business to make money, but anything he touches always seems to change its rule/policies to make its customer dislike a product they once liked before Malone touched it.


Agreed. I've worked for the man twice and both companies are a mess. The employees suffer and the customers hate them.


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## wilbur_the_goose (Aug 16, 2006)

Makes me realize how good it was when Hughes owned D*. No-nonsense product with only 2 shopping channels and a couple of faux religion channels. Today's D* has been "cable-ized", and I hope the new BOD rescues it.

Good riddance, Dr Malone!


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## Steve Robertson (Jun 7, 2005)

wilbur_the_goose said:


> Makes me realize how good it was when Hughes owned D*. No-nonsense product with only 2 shopping channels and a couple of faux religion channels. Today's D* has been "cable-ized", and I hope the new BOD rescues it.
> 
> Good riddance, Dr Malone!


I agree it seemed so much better 15 years ago


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## Thaedron (Jun 29, 2007)

ptuck874 said:


> ****ing A man! sorry for cursing, but that is a great GREAT thing


I really don't understand why some people quote a multi-paragraph post simply to post a one-line reply.


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## ptuck874 (Aug 12, 2007)

Thaedron said:


> I really don't understand why some people quote a multi-paragraph post simply to post a one-line reply.


again for this news, well worth it....

:beatdeadhorse:


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## tkrandall (Oct 3, 2003)

Jeremy W said:


> Although a corporation is it's own entity, it's really just a collection of people. So individuals should have liberty until they decide to get together in a group to try and make a profit?


+1 to that comment


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## Dave DFW (Jun 11, 2008)

When Verizon announced Fios in my area I was looking forward to see what might happen as Verizon was already a D* reseller for DSL customers (and still is). I was hoping that the Fios tv package would be the D* program package. It wasn't to be and they continued with a poor programming lineup and (for me at least) comparing overall cost D* was and still is better value.

If a merger were to take place maybe Verizon could stop competing against itself and sort out the Fios fiasco. Let different divisions stick to their area of expertise. Fios is a good product and I'm planning on upgrading my internet service to Fios, but D* is a much better provider when it comes to my tv content (IMHO). It could be a slick setup if managed correctly - but the elegant tech solution will get messed up by the suits...

It's just interesting that this is a possibility, maybe, perhaps.


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## jpl (Jul 9, 2006)

mreposter said:


> Verizon has been raked over the coals this last week for admitting that the FIOS project has been a complete financial bust. I would really be surprised if they invested further in this area by making an offer for Directv.


Ugh... they admitted no such thing. All they're doing is slowing down their roll-out to focus on increasing penetration in existing markets. Granted, much of that is probably driven by the CEO's imminent departure (Ivan was a big proponent of fiber to the home, but the rest of the board isn't as gung-ho as he is). Still, the fact that they're slowing down the roll-out is NOT the same thing as saying that FiOS was a total bust. It's not. It's something that Verizon HAD to do to remain competitive in the future.


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## jpl (Jul 9, 2006)

While all this speculating is fun and while this move does make DirecTV more primed for sale, the fact that trading was halted indicates nothing beyond what was written in the article. They're trying to avoid a massive sell of the stock pending this transaction (Malone's requirement to offload those shares). That's all. I have long contended, and I still firmly believe, that DirecTV is too expensive to be acquired by either Verizon or AT&T. If you're looking to expand your footprint instantly, Dish is still by far the more appealing target. You can get nearly the same footprint addition for a fraction of the price.

Besides, after spending $23Billion for the first roll-out of FiOS, I have to think there would be a mini-insurrection in the Verizon boardroom if they tried to spend even MORE than that to buy up DirecTV. Last I saw, market capitalization of DirecTV put it at close to $30Billion - add in the fact that you never buy a company for face market value, and you're looking at probably a $40Billion price tag to buy up a company in an industry that many analysts believe is on the wan.


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## GoPokes43 (Sep 13, 2007)

hdtvfan0001 said:


> This looks to me like nothing more than a financial reorg to satisfy FCC regulations. Malone gets to pick up his money and play another day in another place.


Exactly.

Regarding the acquisition theories, it would have been a lot easier for AT&T or others to acquire the 24% voting interest directly from Malone than go through a convoluted process of first having Malone convert his shares and him resigning. With a 24% interest, they would essentially be able to do anything they wanted (eg, if only 47% of stockholders participate in voting at a stockholders meeting, the 24% would be in total control).


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## GoPokes43 (Sep 13, 2007)

Nicholsen said:


> I haven't reviewed the any of the documents, but I think it would be unlikely that the D*/Tivo contract/technology license would extend to an entity that purchased D* in the future. (I may be wrong, but I am rarely in doubt. LOL)


It's actually the opposite. When someone acquires an organization, the organization stays intact and the acquiror succeeds to all rights of the organization. This is true for a merger or stock acquisition. Now, there may be some transfer restrictions that say the asset (the license) can not be transferred, which would make it unable to convey it in an asset sale, but a sale of substantially all assets is not typical in large acquisitions. In rare cases, the licensor may have a veto right with respect to mergers such that it block a merger, but that is almost unheard of for a public company.

Of course in a simple stock acquisition without a merger, the parent company would not necessarily have the rights that the acquired company has with respect to the license. That's not a big problem to get around though, such that you could merge the companies together, sublicense it to the parent, or contract with the subsidiary to provide the parent with whatever service is necessary. If the license has lots of limitations, then the last option may be the best option.


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## Skyboss (Jan 22, 2004)

How about AT&T just buying D* then using that Uverse pipe for internet service and On Demand/PPV, adding more HD channels in lieu of all this PPV nonsense and calling it a day.


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## bidger (Nov 19, 2005)

jpl said:


> If you're looking to expand your footprint instantly, Dish is still by far the more appealing target.


Yeah, TiVo's proven how appealing a target they are. Why would they acquire a company that's already been beaten up in court when they have their own lawsuit pending? The fact that AT&T backed out of a DISH partnership for one with DirecTV speaks volumes about how they feel about DISH. I don't believe Verizon is or has ever been a DISH partner either.


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## bjdotson (Feb 20, 2007)

Jeremy W said:


> Although a corporation is it's own entity, it's really just a collection of people. So individuals should have liberty until they decide to get together in a group to try and make a profit?


As a Libertarian, this is a very good point. In a real free market, big corporations can be challenged by smaller organizations. This doesn't happen now because big corps get protection from the government (they are "too big to fail") Take the government out of the equation and give us a real free market and competition will take care of the rest.


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## LameLefty (Sep 29, 2006)

bjdotson said:


> As a Libertarian, this is a very good point. In a real free market, big corporations can be challenged by smaller organizations. This doesn't happen now because big corps get protection from the government (they are "too big to fail") Take the government out of the equation and give us a real free market and competition will take care of the rest.


Well, you'd think so, but the history of the American economy up until around 1929 proves that's not really true. The fact of the matter is that corporations get benefits that individuals don't get and, collectively, behave very differently than individuals do. This should come as no surprise to anyone who's ever looked at human behavior and seen how riots start, spread, and wind down.

People (well, not sociopaths) have consciences and a sense of remorse that tends to guide their actions. Corporations do not.


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## Stuart Sweet (Jun 19, 2006)

*HALT.*

This is not a thread about politics, government protection of big business, or "extraordinary popular delusions and the madness of crowds."

Please steer the conversation back to topic.


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## gregjones (Sep 20, 2007)

It seems there has been a reluctance to make changes or major decisions during Malone's tenure. I am not sure if he was trying to not engage in major projects (not already in process) while positioning the company for sale. It may have been that he was reluctant to spend money. But from the outside looking in, there seemed to have been a reluctance to move forward.

Hopefully with this matter resolved, the company will be able to move forward. For a while now, it seems DirecTV just dropped anchor. Luckily they were in a leadership position when this happened. But stand still long enough and any lead will diminish.


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## matt (Jan 12, 2010)

Stuart Sweet said:


> *HALT.*


I see what you did there 

I bet this turns out to be a good thing, maybe we will get more new equipment and faster boxes, and more HD nationals with the new boss.


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## Nick (Apr 23, 2002)

LameLefty said:


> ...People (well, not sociopaths) have consciences and a sense of remorse that tends to guide their actions. Corporations do not.


Following your logic, corporations are run by sociopaths. Hmmm..._that_ would explain a lot! :hair:


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## Lancelink (Feb 6, 2007)

gregjones said:


> ... For a while now, it seems DirecTV just dropped anchor...


In some major ways yes, and in some ways they have been almost revolutionary. For example, the development of MultiRoom Viewing, Direct 2 PC, apps and content for mobile users, and MediaShare all combined have given them real separation from all the rest of the media providers. Their delivery systems really set the bar for content delivery.

At the same time, even with the eventual deployment of D12 they will lag behind E* and way behind TWC (my local cable provider) in terms of true _national_ HD content. The real scary part is with no current new satellites even on the drawing board they are, at best, 3 years from having more hardware to add more HD. They will have to be very careful how they allocate the 80 new channels because that's going to be it for a long time.

In the end their primary business is delivering television. It is great to have super delivery methods, but they must remain competitive in what they deliver. I think they are going to have to get creative about how they do that. I think there are ways without adding hardware, but that get's into a whole different thread.


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## celticpride (Sep 6, 2006)

I can remember when mr.malone joined directv lots of folks were happy,speculation was that we would get all the STARZ and ENCORE channels added and in HD. but that never happened,Now we can only hope someone who cares about what their customers want takes control!


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## RAD (Aug 5, 2002)

gregjones said:


> It seems there has been a reluctance to make changes or major decisions during Malone's tenure.


What major changes were you expecting?

For programming they couldn't do any large HD channel rollout due to no bandwidth available until D12 goes operational. If you're going to say they didn't add anything with D11, they did, probably just not what you wanted. D11 mirrored all the existing MPEG2 HD channels as MPEG4, added a bunch of shared PPV/RSN/Sports channels to expand their HD coverage of sports (which is their main calling card) and some new national HD, along with a bunch of new HD LIL cities. They showed that they are willing to fight content providers who want too much money when they pulled Vs. until they got something they could live with.

On the technology side they joined the RVU alliance, demo'ed the MHC30 and RVU clients. Designed the DECA networking solution to go along with the rollout of MRV, plus two new STB's that supported DECA internally. They added mobile viewing of NFL ST games on PC's and some smartphones and remote DVR scheduling from the web and smartphones. The STB's also got new features like TurboTune, TVApps and Double play along with The Weather Channel "Local's on the 8's" support.

Yep, some of what I listed wouldn't qualify as 'major' but I don't think DirecTV was sitting on their hands while Malone had his fingers in things.


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## gregjones (Sep 20, 2007)

Lancelink said:


> . . .For example, the development of MultiRoom Viewing, Direct 2 PC, apps and content for mobile users, and MediaShare all combined have given them real separation from all the rest of the media providers. Their delivery systems really set the bar for content delivery.


All of these are lengthy projects that began prior to his appearance, I believe.


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## gregjones (Sep 20, 2007)

RAD said:


> What major changes were you expecting?
> 
> For programming they couldn't do any large HD channel rollout due to no bandwidth available until D12 goes operational. If you're going to say they didn't add anything with D11, they did, probably just not what you wanted. D11 mirrored all the existing MPEG2 HD channels as MPEG4, added a bunch of shared PPV/RSN/Sports channels to expand their HD coverage of sports (which is their main calling card) and some new national HD, along with a bunch of new HD LIL cities. They showed that they are willing to fight content providers who want too much money when they pulled Vs. until they got something they could live with.
> 
> ...


I did not say they were sitting on their hands. I believe most if not all of these projects were begun prior to his arrival. My concern is not that new things were not finished during his tenure, but that they were not begun.

I just do not see that much left in the pipeline that was full when he arrived.


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## RAD (Aug 5, 2002)

gregjones said:


> I did not say they were sitting on their hands. I believe most if not all of these projects were begun prior to his arrival. My concern is not that new things were not finished during his tenure, but that they were not begun.
> 
> I just do not see that much left in the pipeline that was full when he arrived.


Except for the cancellation of the PC/tuner device what wasn't finished during his tenure? What did we know was actually in the 'pipe line' when Liberty took control on 2/29/08? We didn't know about MRV, DECA, DoublePlay, Locals on the 8's then so how do we know they weren't started under Liberty?

And while many of the items I listed were started before Liberty took over many of them could have been cancelled but weren't. Plus we don't know what else the folks in El Sugundo have started working on durning Liberty control that we don't know about.


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## mx6bfast (Nov 8, 2006)

bidger said:


> And I get a feeling new HD is imminent.


This is going to happen regardless what happens with Malone.


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## Jeremy W (Jun 19, 2006)

RAD said:


> What did we know was actually in the 'pipe line' when Liberty took control on 2/29/08? We didn't know about MRV, DECA, DoublePlay, Locals on the 8's then so how do we know they weren't started under Liberty?


We didn't know anything, but I'd be shocked if any of these projects (aside from possibly DoublePlay) were actually born under Liberty's rule. I think it's more likely that these were on the roadmap since the HR2x was conceived.


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## thelucky1 (Feb 23, 2009)

This really should not come as a surprise: The latest news says that Dr. John Malone may not have given up his DIRECTV super-voting status and Director's chair just because of a conflict in Puerto Rico (and Chile too). There might have been other factors; for example, money. According to the WSJ's "Heard on the Street" Malone traded his 21.8 million supervoting shares for 26.5 million in ordinary shares – a plus-column difference of $167 million today and quite possibly a great deal more if (when?) DIRECTV gets sold to a telco. The man does know his money.• Media Business Corp


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