Business Context and Reporting Period
This Form 8-K is filed by GHL Acquisition Corp. ("GHQ") on August 10, 2009, regarding the Second Quarter 2009 financial results of Iridium Satellite LLC ("Iridium Satellite"). The filing serves as a solicitation material pursuant to Rule 14a-12 in connection with the proposed acquisition of Iridium Holdings LLC, the parent company of Iridium Satellite. GHQ intends to mail a definitive proxy statement to its stockholders for a special meeting to approve the acquisition.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. The document references a press release (Exhibit 99.1) containing the Second Quarter 2009 results but does not reproduce the financial data within the body of this report.
Material Changes
No material changes in financial performance are detailed in this text. The primary event reported is the disclosure of the Second Quarter 2009 results via a press release and the ongoing process of the proposed acquisition of Iridium Holdings LLC.
Guidance, Outlook, and Risks
- Conference Call: Iridium Satellite and GHQ scheduled a conference call for analysts and investors on Tuesday, August 11, 2009, at 8:30 a.m. Eastern Time to discuss the Second Quarter 2009 results.
- Acquisition Status: The information regarding the proposed acquisition is not complete and may be changed. Stockholders are urged to read the preliminary and definitive proxy statements for important information about the transaction.
- Legal Disclaimer: The information in this report is not deemed filed for purposes of Section 18 of the Exchange Act and shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
Investor Verification Checklist
- Verify the specific Second Quarter 2009 financial results (revenue, EBITDA, cash flow) in the press release (Exhibit 99.1) or the conference call transcript, as they are not listed in this summary.
- Review the Preliminary Proxy Statement and the upcoming Definitive Proxy Statement for details on the proposed acquisition of Iridium Holdings LLC.
- Confirm the record date for voting on the proposed acquisition once established by GHQ.
- Check the SEC website (www.sec.gov) for the latest filings regarding GHQ and Iridium Holdings.