Mark H. Md Rachesky - Nov 19, 2021 Form 4 Insider Report for LORAL SPACE & COMMUNICATIONS INC. (LORL)

Signature
/s/ Janet Yeung, Attorney in Fact
Stock symbol
LORL
Transactions as of
Nov 19, 2021
Transactions value $
$0
Form type
4
Date filed
11/22/2021, 04:37 PM
Previous filing
Oct 5, 2021
Next filing
Apr 5, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LORL Common Stock Disposed to Issuer -15K -100% 0 Nov 19, 2021 Direct F1
transaction LORL Common Stock Disposed to Issuer -2.42M -100% 0 Nov 19, 2021 See Footnote F1, F2
transaction LORL Common Stock Disposed to Issuer -2.12M -100% 0 Nov 19, 2021 See Footnote F1, F3
transaction LORL Common Stock Disposed to Issuer -1.21M -100% 0 Nov 19, 2021 See Footnote F1, F4
transaction LORL Common Stock Disposed to Issuer -1.12M -100% 0 Nov 19, 2021 See Footnote F1, F5
transaction LORL Common Stock Disposed to Issuer -960K -100% 0 Nov 19, 2021 See Footnote F1, F6
transaction LORL Common Stock Disposed to Issuer -306K -100% 0 Nov 19, 2021 See Footnote F1, F7
transaction LORL Common Stock Disposed to Issuer -205K -100% 0 Nov 19, 2021 See Footnote F1, F8
transaction LORL Common Stock Disposed to Issuer -154K -100% 0 Nov 19, 2021 See Footnote F1, F9
transaction LORL Common Stock Disposed to Issuer -34.7K -100% 0 Nov 19, 2021 See Footnote F1, F10
transaction LORL Non-Voting Common Stock Disposed to Issuer -1.09M -100% 0 Nov 19, 2021 See Footnote F1, F5
transaction LORL Non-Voting Common Stock Disposed to Issuer -126K -100% 0 Nov 19, 2021 See Footnote F1, F9
transaction LORL Non-Voting Common Stock Disposed to Issuer -540K -100% 0 Nov 19, 2021 See Footnote F1, F6
transaction LORL Non-Voting Common Stock Disposed to Issuer -1.36M -100% 0 Nov 19, 2021 See Footnote F1, F2
transaction LORL Non-Voting Common Stock Disposed to Issuer -6.39M -100% 0 Nov 19, 2021 See Footnote F1, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LORL Restricted Stock Units Disposed to Issuer -46.1K -100% 0 Nov 19, 2021 Common Stock 46.1K Direct F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Mark H. Md Rachesky is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Each share was converted into the right to receive one newly issued Class B unit of Telesat Partnership LP at the effective time of the Merger (as defined in the Transaction Agreement) pursuant to the Transaction Agreement and Plan of Merger (as amended from time to time and including all exhibits and schedules thereto, the "Transaction Agreement"), dated as of November 23, 2020, as amended on June 24, 2021, by and among Loral Space & Communications Inc., Telesat Corporation, Telesat Canada, Telesat Partnership LP, Telesat CanHold Corporation, Lion Combination Sub Corporation, Public Sector Pension Investment Board and Red Isle Private Investments Inc., subject to the terms and conditions therein.
F2 These shares are held for the account of MHR Institutional Partners IIA LP, a Delaware limited partnership ("Institutional Partners IIA"). MHR Institutional Advisors II LLC, a Delaware limited liability company ("Institutional Advisors II"), is the general partner of Institutional Partners IIA. MHRC II LLC, a Delaware limited liability company ("MHRC II"), is the managing member of Institutional Advisors II. Mark H. Rachesky, M.D. ("Dr. Rachesky") is the managing member of MHRC II. MHR Fund Management LLC, a Delaware limited liability company ("Fund Management"), has an investment management agreement with Institutional Partners IIA pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Institutional Partners IIA.
F3 These shares are held for the account of MHR Institutional Partners LP, a Delaware limited partnership ("Institutional Partners"). MHR Institutional Advisors LLC, a Delaware limited liability company ("Institutional Advisors") is the general partner of Institutional Partners. MHRC I LLC, a Delaware limited liability company ("MHRC I"), is the managing member of Institutional Advisors. Dr. Rachesky is the manager of MHRC I. Fund Management has an investment management agreement with Institutional Partners pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Institutional Partners. MHR Holdings LLC, a Delaware limited liability company ("MHR Holdings"), is the managing member of Fund Management.
F4 These shares are held for the account of MHR Institutional Partners III LP, a Delaware limited partnership ("Institutional Partners III"). MHR Institutional Advisors III LLC, a Delaware limited liability company ("Institutional Advisors III"), is the general partner of Institutional Partners III. Dr. Rachesky is the managing member of Institutional Advisors III. Fund Management has an investment management agreement with Institutional Partners III pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Institutional Partners III.
F5 These shares are held for the account of MHR Capital Partners Master Account II Holdings LLC, a Delaware limited liability company ("Master Account II Holdings"). MHR Capital Partners Master Account II LP, a limited partnership organized in the Republic of the Marshall Islands ("Master Account II"), is the sole member of Master Account II Holdings. MHR Advisors LLC, a Delaware limited liability company ("Advisors"), is the general partner of Master Account II. MHRC LLC, a Delaware limited liability company ("MHRC"), is the managing member of Advisors. Rachesky is the managing member of MHRC. Fund Management has an investment management agreement with Master Account II pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Master Account II Holdings.
F6 These shares are held for the account of MHR Institutional Partners II LP, a Delaware limited partnership ("Institutional Partners II"). Institutional Advisors II is the general partner of Institutional Partners II. MHRC II is the managing member of Institutional Advisors II. Dr. Rachesky is the managing member of MHRC II. Fund Management has an investment management agreement with Institutional Partners II pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Institutional Partners II.
F7 These shares are held for the account of MHRM LP, a Delaware limited partnership ("MHRM"). Institutional Advisors is the general partner of MHRM. MHRC I is the managing member of Institutional Advisors. Dr. Rachesky is the manager of MHRC I. Fund Management has an investment management agreement with MHRM pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of MHRM. MHR Holdings is the managing member of Fund Management. Accordingly, Institutional Advisors, MHRC I, Fund Management, MHR Holdings and Dr. Rachesky may be deemed to beneficially own the shares held for the account of MHRM. Each of Institutional Advisors, MHRC I, Fund Management, MHR Holdings and Dr. Rachesky disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
F8 These shares are held for the account of MHRA LP, a Delaware limited partnership ("MHRA"). Institutional Advisors is the general partner of MHRA. MHRC I is the managing member of Institutional Advisors. Dr. Rachesky is the manager of MHRC I. Fund Management has an investment management agreement with MHRA pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of MHRA. MHR Holdings is the managing member of Fund Management. Accordingly, Institutional Advisors, MHRC I, Fund Management, MHR Holdings and Dr. Rachesky may be deemed to beneficially own the shares held for the account of MHRA. Each of Institutional Advisors, MHRC I, Fund Management, MHR Holdings and Dr. Rachesky disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
F9 These shares are held for the account of MHR Capital Partners (100) LP, a Delaware limited partnership ("Capital Partners (100)"). Advisors is the general partner of Capital Partners (100). MHRC is the managing member of Advisors. Dr. Rachesky is the managing member of MHRC. Fund Management has an investment management agreement with Capital Partners (100) pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Capital Partners (100). MHR Holdings is the managing member of Fund Management. Accordingly, Advisors, MHRC, Fund Management, MHR Holdings and Dr. Rachesky may be deemed to beneficially own the shares held for the account of Capital Partners (100). Each of Advisors, MHRC, Fund Management, MHR Holdings and Dr. Rachesky disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
F10 These shares are held for the account of MHR Capital Partners Master Account LP, an Anguilla, British West Indies limited partnership ("Master Account"). Advisors is the general partner of Master Account. MHRC is the managing member of Advisors. Dr. Rachesky is the managing member of MHRC. Fund Management has an investment management agreement with Master Account pursuant to which it has the power to vote or direct the vote and to dispose or to direct the disposition of the shares held for the account of Master Account.
F11 Each restricted stock unit, or RSU, represented a contingent right to receive one share of Common Stock of the Issuer or at the Issuer's election, the cash value thereof.
F12 The RSUs were fully vested prior to the Merger. Each RSU was settled in shares of Issuer Common Stock immediately prior to the Merger that were converted into the right to receive newly issued Class B variable voting shares of Telesat Corporation at the effective time of the Merger pursuant to the Transaction Agreement, subject to the terms and conditions therein.