|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Convertible Preferred Stock | (1) | 06/19/2009 | A | 1 | 08/06/2009 | (2) | Common Stock (3) | 126,174,034 | (1) | 1 | I | By Thermo Funding Company LLC | |||
8.00% Convertible Senior Unsecured Notes | $ 1.8 (4) | 06/19/2009 | A | 6,333,333 (5) | 08/06/2009 | (6) | Common Stock | 6,333,333 (5) | $ 1.8 (4) | 6,333,333 | I | By James Monroe III Trust | |||
Common Stock Warrants (right to buy) | $ 1.8 (7) | 06/19/2009 | P | 3,166,666 | 12/19/2009 | 06/19/2014 | Common Stock | 3,166,666 | $ 1.8 (7) | 3,166,666 | I | By James Monroe III Trust | |||
Common Stock Warrants (right to buy) | $ 0.01 | 06/19/2009 | A | 4,205,608 | 08/06/2009 | 06/19/2014 | Common Stock (3) | 4,205,608 | $ 0.01 | 4,205,608 | I | By Thermo Funding Company LLC | |||
Common Stock Warrants (right to buy) | $ 0.01 | 06/25/2009 | A | 4,379,562 | 08/06/2009 | 06/25/2014 | Common Stock (3) | 4,379,562 | $ 0.01 | 4,379,562 | I | By Thermo Funding Company LLC |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Monroe James III 461 SOUTH MILPITAS BLVD. MILPITAS, CA 95035 |
X | X | ||
Thermo Funding CO LLC 1735 NINETEENTH STREET DENVER, CO 80202 |
X | |||
Globalstar Holdings, LLC 1735 NINETEENTH STREET DENVER, CO 80202 |
X |
/s/ Bridget C. Hoffman, attorney-in-fact for James Monroe III | 08/10/2009 | |
**Signature of Reporting Person | Date | |
/s/ Bridget C. Hoffman, attorney-in-fact for Thermo Funding Company LLC | 08/10/2009 | |
**Signature of Reporting Person | Date | |
/s/ Bridget C. Hoffman, attorney-in-fact for Globalstar Holdings, LLC | 08/10/2009 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Thermo Funding Company LLC converted approximately $180.2 million of exisitng secured debt owed to it by the Issuer into one share of Series A Convertible Preferred Stock. |
(2) | The Series A Convertible Preferred Stock has no expiration date. |
(3) | Thermo Funding Company and its affiliates may not own more than 70% of the voting power of the Issuer. If approved by the Issuer's board of directors and stockholders in the future, nonvoting common stock may be issued to prevent any conversion from exceeding the 70% limit. |
(4) | The base conversion price of the 8.00% Notes may decrease if the Issuer engages in certain equity issuances below $1.80 per share. |
(5) | Does not include shares or payment-in-kind notes issuable in payment of interest or make-while payments. |
(6) | The 8.00% Notes mature when the Issuer pays and discharges all of its obligations under its Facility Agreement and the lenders thereto have no obligation to make further advances under the Facility Agreement. |
(7) | The exercise price of the warrants may decrease if the Issuer engages in certain equity issuances below $1.80 per share. Ther exercise price will be reset, if on September 19, 2010, the 15-day volume weighted average trading price is less than $1.80 per share. |