UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 6, 2011
Iridium Communications Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-33963 | 26-1344998 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
1750 Tysons Boulevard
Suite 1400
McLean, VA 22102
(Address of principal executive offices)
703-287-7400
(Registrant’s telephone number, including area code)
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 Exchange Act (17 CFR 240.13e-4(c)) |
Explanatory Note
This report on Form 8-K/A amends and restates the disclosure in Item 1.02 of the Registrant’s report on Form 8-K filed on May 9, 2011, to properly identify Motorola Solutions, Inc.
| Item 1.02 | Termination of a Material Definitive Agreement |
On May 6, 2011, through our wholly owned subsidiary, Iridium Satellite LLC, we paid in full the remaining principal amount of approximately $22.2 million and accrued interest of approximately $1.4 million due under the Promissory Note issued by Iridium Satellite to Motorola, Inc., now known as Motorola Solutions, Inc., dated as of September 30, 2010. In connection with the payoff of the Promissory Note, on May 6, 2011, we, our wholly owned subsidiary, Iridium Holdings LLC, Iridium Satellite, Motorola Solutions and Deutsche Bank Trust Company Americas entered into a Payoff and Termination Letter. Pursuant to the Payoff and Termination Letter, each of the Promissory Note, the Security Agreement, dated as of September 30, 2010, between Iridium Satellite and Deutsche Bank Trust Company Americas, and the Guaranty, dated as of September 30, 2010, by Iridium Holdings and us in favor of Motorola, terminated upon the payoff of the Promissory Note.
SIGNATURE
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 hereunto duly authorized.
| IRIDIUM COMMUNICATIONS INC. | ||||||||||
| Date: May 9, 2011 | By: | /s/ THOMAS J. FITZPATRICK | ||||||||
| Name: | Thomas J. Fitzpatrick | |||||||||
| Title: | Chief Financial Officer | |||||||||