UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest reported event): January 19, 2007
MOTIENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 0-23044 93-0976127
(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
300 Knightsbridge Pkwy.
Lincolnshire, IL 60069
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: 847-478-4200
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registration under any of
the following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Forward-Looking Statements
This Report on Form 8-K contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. All statements regarding
our expected financial position and operating results, our business strategy,
and our financing plans are forward-looking statements. These statements can
sometimes be identified by our use of forward-looking words such as "may,"
"will," "anticipate," "estimate," "expect," "project," or "intend." These
forward-looking statements reflect our plans, expectations, and beliefs and,
accordingly, are subject to certain risks and uncertainties. We cannot guarantee
that any of such forward-looking statements will be realized.
Statements regarding factors that may cause actual results to differ
materially from those contemplated by such forward-looking statements
("Cautionary Statements") include, among others, those under the caption "Risk
Factors" in our reports filed with the Securities and Exchange Commission. All
of our subsequent written and oral forward-looking statements (or statements
that may be attributed to us) are expressly qualified by the Cautionary
Statements. You should carefully review the risk factors described in our
filings with the Securities and Exchange Commission.
Our forward-looking statements are based on information available to
us today, and we undertake no obligation to update these statements. Our actual
results may differ significantly from the results discussed.
Item 1.01 - Entry into Material Definitive Agreement.
On January 19, 2007, TerreStar Networks Inc., a majority-owned
subsidiary of Motient Corporation, entered into a Contract for the TerreStar
Space-Based Network with Space Systems/Loral, Inc. ("Loral"). Under the
agreement, Loral will (1) provide services to integrate the TS-1 satellite,
currently under construction by Loral under a separate contract, with the ground
segment Satellite Beam Access Subsystem (SBAS) to be provided by Hughes Network
Systems, LLC.; and (2) deliver an integrated Space Based Network consisting of
the TS-1 satellite and the SBAS. The value of the contract is $38,139,834 for
the SBAS and $22,500,000 for the systems integration services.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MOTIENT CORPORATION
By: /s/ Jeffrey Epstein
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Jeffrey Epstein
General Counsel and Secretary
Date: January 24, 2007