UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
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 event reported): June 12, 2007
MOTIENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 0-23044 93-0976127
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
12010 Sunset Hills Road, 9th Floor
Reston, VA 20190
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: 703-483-7800
Not Applicable
--------------
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant 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))
Item 7.01 Regulation FD Disclosure
On June 14, 2007, TerreStar Networks Inc., a majority-owned subsidiary
of Motient Corporation, posted a release titled "TerreStar Canada Files Industry
Canada Application to Modify Satellite In-Orbit Milestone" on the TerreStar
Networks Inc. internet web site at www.terrestar.com. A copy of the release is
attached hereto as Exhibit 99.1. This item is furnished, not filed, pursuant to
Regulation FD.
Item 8.01 Other Events
On June 12, 2007, Motient Corporation (the "Company") received
notice that The NASDAQ Stock Market LLC had approved the Company's application
for listing of its common stock on The Nasdaq Global Market. The Company's
common stock is scheduled to begin trading on The Nasdaq Global Market at the
opening of the market on June 20, 2007, under the trading symbol "MNCP." Until
that time, the Company's common stock will continue to be traded on the Pink
Sheets. A copy of the Company's press release concerning the foregoing dated
June 14, 2007, is attached hereto as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Release of TerreStar Networks Inc., dated June 14, 2007, titled
"TerreStar Canada Files Industry Canada Application to Modify
Satellite In-Orbit Milestone."
99.2 Press release of Motient Corporation, dated June 14, 2007, titled
"Motient Corporation to Commence Trading on the NASDAQ."
-2-
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
-------------------------------
Jeffrey Epstein
General Counsel and Secretary
Date: June 14, 2007