AGREEMENT AND PLAN OF MERGER by and among HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD, HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P., SOL PRIVATE CORP., and SKYTERRA COMMUNICATIONS, INC. Dated as of September 23, 2009Merger Agreement • September 23rd, 2009 • Skyterra Communications Inc • Communications services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of September 23, 2009 (this “Agreement”), 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”). Certain capitalized terms used in this Agreement are defined in Section 7.1.
