When Sirius Satellite Radio Inc. and XM Satellite Radio Holdings Inc. announced their plans to merge, no one expected the process to be easy. But what I don't think anyone expected, was for the process to take so long.

Oh sure we knew there was trouble when the preliminary review process dragged on to the point that it earned the dubious distinction of the longest application-to-clock delay in FCC history. But that simply meant that the Commission was dragging its feet in starting its unofficial shot-clock - a timeline that made no difference anyway, since the FCC blew past the deadline regardless.

But the Department of Justice had already begun its process long before. XM and Sirius even certified their compliance with the DOJ's Second Request back in early September, causing industry experts to predict a decision as early as October (the Second Request compliance usually triggers a 30-day clock).

So here we are, 342 days later, and still no decision in sight.

Take a look at the graph above, mergers with far bigger valuations and/or far more monopolistic concerns, were decided upon earlier than the XM-Sirius merger. That graph illustrates the length of time from when a merger was announced, to when a government body actually made a decision.

And remember, Sirius-XM haven't had a decision yet, so that red bar will continue to grow.

It's sad, because in the case of Whirlpool-Maytag, the washer/dryer market was consolidated to a 70% share and it was ultimately approved by the FTC. In the case of Whole Foods-Wild Oats, the FTC charged that prices could go higher, while quality and service could get reduced - but that deal ultimately went through - in almost half the amount of time that Sirius-XM have been in limbo.

Need more examples? The FCC approved the AT&T-Bellsouth merger (valued at a whopping $85 billion - Sirius/XM is estimated to be 10% of that), which controls 22 states, and includes local phone service to 70 million residents - in some states, it made AT&T the only choice for business access services. Google's purchase of DoubleClick combined the two largest online advertising distributors - which was criticized for hurting competition by two companies that are no stranger to antitrust concerns: Microsoft and AT&T - and it was ultimately approved as well.

Even EchoStar-DirecTV, arguably the most similar to the Sirius-XM merger - and was ultimately denied by the FCC - took less time to come to a decision than the satellite radio merger.

Echoing the sentiment of others: it's time for the government to come to a decision. Whether it be to approve or deny the merger, the DOJ and the FCC need to stop stalling, and start acting. Not only investors, but also consumers and especially employees, of both Sirius and XM are suffering at the expense of the government's indecision. And this constant state of speculation needs to end.

Make the decision, and let's move on.

Only three weeks into the new year, and members of the FCC have met various parties involving the merger of Sirius Satellite Radio Inc. and XM Satellite Radio Holdings Inc. on eight separate occurrences.

Could this (finally) be a sign that we'll have a decision on the merger soon? Here's a listing of some of the reported activity coming from the Commission:

• January 3, 2008: The CEO of US Electronics (along with counsel) met with Comissioner Copps and his advisor, Rick Chessen. [Link (PDF)]
• January 4, 2008: Georgetown Partners, TSG Capital Group, and King & Spalding LLP met with Michelle Carey, senior legal advisor to Chairman Martin. [Link (PDF)]
• January 7, 2008: Chester C. Davenport, Managing Director of Georgetown Partners met with Commissioner Jonathan Adelstein [Link (PDF)]
• January 7, 2008: Georgetown Partners on the same day also met with Commissioner Michael Copps. [Link (PDF)]
• January 9, 2008: Georgetown Partners and the Reverend Jesse Jackson met with Chairman Kevin Martin [Link (PDF)]
• January 11, 2008: XM and Sirius, along with CRA International, met with representatives from the FCC to discuss the findings of the CRA study which determined that Satellite Radio and Terrestrial Radio are demand substitutes. [Link (PDF)]
• January 14, 2008: Once again Chester Davenport of Georgetown Partners, Rev. Jesse Jackson and Kimberly Marcus (also of the Rainbow PUSH coalition) met with Chairman Kevin Martin, Daniel Gonzalez and Catherine Bohigian. On the same day in a separate meeting: Davenport, Rev. Jackson and Ms. Marcus met with Commissioner Michael Copps, Commissioner Jonathan Adelstein, Rick Chessen and Rudy Brioché. And in yet another meeting Davenport, Jackson, and Marcus met with Commissioner Robert McDowell. [Link (PDF)]
• January 15, 2008: iBiquity CEO Robert Struble met with Commissioner Robert McDowell as well as Angela Giancarlo and Cristina Chou Pauze of Commissioner McDowell's office. [Link (PDF)]

Last month, RBC Capital analyst David Bank predicted that the FCC's decision would likely stretch to February of this year.

"We believe XMSR/SIRI management served up the necessary sacrificial lamb(s) by offering ala carte pricing and openness to variety of other conduct/behavioral conditions," wrote Bank. "However, our sources indicate FCC is likely 1-2 months away from fully fleshing out conditionality such as ala carte pricing, interoperability of radios, unused channel availability to 3rd parties, indecency standards and local content restrictions."

From the looks of these recent meetings, it appears that the FCC is working through those conditionalities right now.

The US Copyright Royalties Board denied a petition from SoundExchange last week for a rehearing on the royalties agreement between the Board and Sirius and XM Satellite Radio.

"SoundExchange has not made a sufficient showing of clear error or manifest injustice with respect to the gross revenues definition or new evidence with respect to the proposed merger that would warrant a rehearing," reads the CRB's ruling. "To the contrary, SoundExchange's arguments in support of a rehearing or reconsideration are based on the same insufficiency of evidence that caused its similar arguments to be rejected by the Judges in fashioning their Initial Determination."

SoundExchange contends that the Copyright Royalties Board exempted too much of XM and Sirius revenues from the equation. Revenue such as merchandising, which XM and Sirius feel they shoudn't have to pay royalties on (understandably). The decision set a royalty base of Sirius and XM's adjusted gross revenue, starting with 6.0% this year and growing to 8.0% by 2012.

But it's that "adjusted" part that SoundExchange had a problem with. Regardless, the CRB didn't agree, stating that SoundsExchange had "no credible evidence" that these forms of additional revenue had a significant impact on the total calculation.

And so the ruling stands.

[CRB Ruling (PDF) via BetaNews]
Thanks Jerry!