-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UbjXoSo8FM4kTgsFPxlKrC6VvvsJLsXhlDGpRKTa7psoHP0C6YzqTLiqnTCot8Vo aRogzxXaC6aRwoinQugSWA== 0000919574-08-000110.txt : 20080109 0000919574-08-000110.hdr.sgml : 20080109 20080109170037 ACCESSION NUMBER: 0000919574-08-000110 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080107 FILED AS OF DATE: 20080109 DATE AS OF CHANGE: 20080109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SKYTERRA COMMUNICATIONS INC CENTRAL INDEX KEY: 0000756502 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 232368845 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10802 PARKRIDGE BOULEVARD CITY: RESTON STATE: VA ZIP: 20191 BUSINESS PHONE: 703-390-1899 MAIL ADDRESS: STREET 1: 10802 PARKRIDGE BOULEVARD CITY: RESTON STATE: VA ZIP: 20191 FORMER COMPANY: FORMER CONFORMED NAME: RARE MEDIUM GROUP INC DATE OF NAME CHANGE: 19990414 FORMER COMPANY: FORMER CONFORMED NAME: ICC TECHNOLOGIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL COGENERATION CORP DATE OF NAME CHANGE: 19891005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUCE MICHAEL D CENTRAL INDEX KEY: 0001233573 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521059 BUSINESS ADDRESS: BUSINESS PHONE: 2125216972 MAIL ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARBERT RAYMOND J CENTRAL INDEX KEY: 0001233571 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521060 BUSINESS ADDRESS: BUSINESS PHONE: 2125216972 MAIL ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FALCONE PHILIP CENTRAL INDEX KEY: 0001233569 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521061 BUSINESS ADDRESS: BUSINESS PHONE: 2125216972 MAIL ADDRESS: STREET 1: 555 MADISON AVE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HMC INVESTORS, L.L.C. CENTRAL INDEX KEY: 0001233566 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521063 BUSINESS ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 BUSINESS PHONE: 2125216972 MAIL ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 FORMER NAME: FORMER CONFORMED NAME: HMC INVESTORS LLC DATE OF NAME CHANGE: 20030516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. CENTRAL INDEX KEY: 0001233563 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521065 BUSINESS ADDRESS: STREET 1: C/O INTERNATIONAL FUND SERVICES LIMITED STREET 2: THIRD FL, BISHOP'S SQUARE REDMOND'S HILL CITY: DUBLIN 2 STATE: L2 ZIP: 00000 BUSINESS PHONE: 2125216972 MAIL ADDRESS: STREET 1: C/O INTERNATIONAL FUND SERVICES LIMITED STREET 2: THIRD FL, BISHOP'S SQUARE REDMOND'S HILL CITY: DUBLIN 2 STATE: L2 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: HARBERT DISTRESSED INVESTMENT MASTER FUND LTD DATE OF NAME CHANGE: 20030516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARBERT MANAGEMENT CORP CENTRAL INDEX KEY: 0001259933 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521062 BUSINESS ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 BUSINESS PHONE: 205-987-5500 MAIL ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C. CENTRAL INDEX KEY: 0001224055 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13865 FILM NUMBER: 08521064 BUSINESS ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 BUSINESS PHONE: 2059875500 MAIL ADDRESS: STREET 1: ONE RIVERCHASE PARKWAY SOUTH CITY: BIRMINGHAM STATE: AL ZIP: 35244 FORMER NAME: FORMER CONFORMED NAME: HMC DISTRESSED INVESTMENT OFFSHORE MANAGER LLC DATE OF NAME CHANGE: 20030321 4 1 p844412_ex.xml HCPMF/SKYTERRA X0202 4 2008-01-07 0 0000756502 SKYTERRA COMMUNICATIONS INC SKYT 0001233563 HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. C/O INTERNATIONAL FUND SERVICES LIMITED THIRD FL, BISHOP'S SQUARE REDMOND'S HILL DUBLIN L2 00000 IRELAND 0 0 1 0 0001224055 HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C. ONE RIVERCHASE PARKWAY SOUTH BIRMINGHAM AL 35244 0 0 1 0 0001233566 HMC INVESTORS, L.L.C. ONE RIVERCHASE PARKWAY SOUTH BIRMINGHAM AL 35244 0 0 1 0 0001259933 HARBERT MANAGEMENT CORP ONE RIVERCHASE PARKWAY SOUTH BIRMINGHAM AL 35244 0 0 1 0 0001233569 FALCONE PHILIP 555 MADISON AVE 16TH FLOOR NEW YORK NY 10022 0 0 1 0 0001233571 HARBERT RAYMOND J ONE RIVERCHASE PARKWAY SOUTH BIRMINGHAM AL 35244 0 0 1 0 0001233573 LUCE MICHAEL D ONE RIVERCHASE PARKWAY SOUTH BIRMINGHAM AL 35244 0 0 1 0 Warrants 10 2008-01-07 4 P 0 6096026 A 2008-01-07 2018-01-06 Common Stock 6096026 6096026 D Warrants 10 2008-01-07 4 P 0 0 0 A 2008-01-07 2018-01-06 Common Stock 6096026 6096026 I By Harbinger Capital Partners Master Fund I, Ltd. Warrants 10 2008-01-07 4 P 0 3048012 A 2008-01-07 2018-01-06 Common Stock 3048012 3048012 I By Harbinger Capital Partners Special Situations Fund, L.P. These securities are owned by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person. These securities may be deemed to be beneficially owned by Harbinger Capital Partners Offshore Manager, L.L.C. ("Harbinger Management"), the investment manager of the Master Fund, HMC Investors, L.L.C., its managing member ("HMC Investors"), Harbert Management Corporation ("HMC"), the managing member of HMC Investors, Philip Falcone, a shareholder of HMC and the portfolio manager of the Master Fund, Raymond J. Harbert, a shareholder of HMC, and Michael D. Luce, a shareholder of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. These securities are owned by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"). These securities may be deemed to be beneficially owned by HMC, Philip Falcone, Raymond J. Harbert and Michael Luce. HMC wholly owns the managing member of the Special Situations Fund's general partner. Philip Falcone is the portfolio manager of the Special Situations Fund and is a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The purchase price for these warrants has yet to be determined as of the date of this filing. When the purchase price has been determined, the Reporting Persons will file a Form 4/A to reflect the price. Harbinger Capital Partners Master Fund I, Ltd., By: Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr. 2008-01-09 Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr. 2008-01-09 HMC Investors, L.L.C., By: /s/ William R. Lucas, Jr. 2008-01-09 Harbert Management Corporation, By: /s/ William R. Lucas, Jr. 2008-01-09 /s/ Philip Falcone 2008-01-09 /s/ Raymond J. Harbert 2008-01-09 /s/ Michael D. Luce 2008-01-09 -----END PRIVACY-ENHANCED MESSAGE-----