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| IRDM > SEC Filings for IRDM > Form 8-K on 6-Dec-2012 | All Recent SEC Filings |
6-Dec-2012
Unregistered Sale of Equity Securities, Change in Directors or Princi
On November 30, 2012, Iridium Communications Inc. (the "Company") completed an issuer exchange offer (the "Exchange Offer") pursuant to which the Company offered to all holders of the Company's outstanding warrants exercisable for shares of the Company's common stock, par value $0.001 per share (the "Shares"), at an exercise price of $7.00 per share (the "Warrants"), to receive one Share in exchange for every six Warrants tendered by the holders thereof (approximately 0.1667 Share for each Warrant tendered).
Pursuant to the Exchange Offer, the Company issued an aggregate of 1,386,941 Shares in exchange for the surrender of 8,321,433 Warrants. The issuance of the Shares in the Exchange Offer was effected pursuant to the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended.
On December 3, 2012, the registrant announced the departure of Gregory C. Ewert,
Executive Vice President, Global Distribution Channels of Iridium Satellite LLC,
effective December 5, 2012. Pursuant to the terms of his employment agreement
dated as of December 31, 2010, if Mr. Ewert executes a release of all claims
against the registrant and its affiliates, Mr. Ewert will be entitled to
severance benefits consisting of (i) an amount equal to 12 months of his current
base salary, paid according to Iridium Satellite's normal payroll schedule,
(ii) an amount equal to the annual bonus for the current year that he would have
earned had he remained employed through the bonus payment date, based on actual
achievement of the designated performance metrics, pro-rated based on the number
of days served in the current year, and (iii) up to 12 months' of premiums to
continue his health insurance coverage under the Consolidated Omnibus Budget
Reconciliation Act of 1985.
The registrant announced that, in connection with the consolidation at the executive level of the sales and marketing functions, including the functions previously performed by Mr. Ewert, Bryan J. Hartin is assuming the position of Executive Vice President, Sales & Marketing, effective December 10, 2012.
On December 3, 2012, the Company issued a press release announcing the completion of the Exchange Offer. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
(d) Exhibits.
99.1 Press release dated December 3, 2012.
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