MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • November 20th, 2009 • Skyterra Communications Inc • Communications services, nec
WHEREAS, the parties to the consolidated actions in the Court of Chancery of the State of Delaware (the “Delaware Court”), captioned In re SkyTerra Communications, Inc. Shareholder Litigation, Consolidated C.A. No. 4987-CC (the “Action” or “Actions”), have reached an agreement in principle providing for the settlement of the Action on the terms and subject to the conditions set forth in this Memorandum of Understanding (“MOU”);
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 20th, 2009 • Skyterra Communications Inc • Communications services, nec • Delaware
FIRST AMENDMENT, dated November 18, 2009 ("First Amendment") to that certain Agreement and Plan of Merger (the "Merger Agreement") dated as of September 23, 2009 by and among Harbinger Capital Partners Master Fund I, Ltd., an exempted company organized under the laws of the Cayman Islands ("Master Fund"), Harbinger Capital Partners Special Situations Fund, L.P., a Delaware limited partnership ("Special Fund", and together with Master Fund, "H"), Sol Private Corp., a Delaware corporation and an indirect wholly owned subsidiary of H ("Acquisition Corp."), and SkyTerra Communications, Inc., a Delaware corporation, (the “Company”). Capitalized terms used but not defined herein shall have the meanings set forth in the Merger Agreement.
