UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
November 8, 2006 (November 3, 2006)
SkyTerra Communications, Inc.
(Exact name of registrant as specified in its charter)
Delaware 000-13865 23-2368845
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
19 West 44th Street, Suite 507, New York, New York 10036
(Address of principal executive offices, including zip code)
(212) 730-7540
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Section 1 - Registrant's Business and Operations
Item 1.01. Entry Into a Material Definitive Agreement.
On November 3, 2006, our subsidiary, Mobile Satellite Ventures LP
("MSV"), entered into an agreement with Hughes Network Systems, LLC ("Hughes")
for the development and supply of four Satellite Base Transceiver Sub-systems
("S-BTS") for a fixed price $42,995,714, which, as the core element of the base
station, will enable MSV's hybrid satellite and terrestrial communications
network. The S-BTS will be designed to operate in accordance with the satellite
air interface to be selected by MSV following evaluation of potential interfaces
with MSV's planned network capabilities. The design and development phase will
take place over the next year with delivery of the completed S-BTS to designated
MSV gateways in North America within less than three years. A copy of the
agreement is filed as Exhibit 10.1 hereto and is incorporated herein by
reference.
Hughes is a former subsidiary of ours, and is indirectly controlled by
Apollo Investment Fund IV, L.P. and its affiliates (together, "Apollo"), which
also own approximately 25% of us. Three individuals associated with Apollo
currently serve on the five member board of directors of SkyTerra. Andrew
Africk, a member of the board of managers of Hughes, is a director of Hughes
Communications, parent of Hughes, and is a director of MSV and SkyTerra. Aaron
Stone, a member of Hughes' board of managers and a director of Hughes
Communications, is a director of MSV and SkyTerra. Jeffrey Leddy, a member of
Hughes' board of managers and a director of Hughes Communications, is chief
executive officer of SkyTerra and a director of MSV.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Number Description
------ -----------
10.1 - Contract for Design, Development and Supply of Satellite Base
Transceiver Sub-System ("S-BTS") between Mobile Satellite
Ventures LP and Hughes Network Systems, LLC, dated November 3,
2006.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.
Date: November 8, 2006 By: /s/ Robert C. Lewis
-------------------------
Name: Robert C. Lewis
Title: Senior Vice President,
Secretary and General Counsel
EXHIBIT INDEX
Number Description
------ -----------
10.1 - Contract for Design, Development and Supply of Satellite Base
Transceiver Sub-System ("S-BTS") between Mobile Satellite
Ventures LP and Hughes Network Systems, LLC, dated November 3,
2006.