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ORBCOMM INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement
(Edgar Glimpses Via Acquire Media NewsEdge) Item 1.01. Entry into a Material Definitive Agreement.
On December 21, 2012, ORBCOMM Inc. ("ORBCOMM") and Space Exploration
Technologies Corp. ("SpaceX") entered into a Launch Services Agreement (the
"Falcon 9 Agreement") pursuant to which SpaceX will provide launch services (the
"Launch Services") for the carriage into low-Earth-orbit of up to 18 ORBCOMM
second-generation commercial communications satellites currently being
constructed by Sierra Nevada Corporation (the "Satellites"). Under the Falcon 9
Agreement, SpaceX will also provide to ORBCOMM satellite-to-launch vehicle
integration and launch support services, as well as certain related optional
services.
The total price under the Falcon 9 Agreement (excluding any optional services)
is $42.6 million, subject to certain adjustments, which reflects pricing agreed
under the 2009 agreement for launch services described in Item 1.02 below. The
amounts due under the Falcon 9 Agreement are payable by ORBCOMM in installments
from the date of execution of the Falcon 9 Agreement through the performance of
each Launch Service.
The Falcon 9 Agreement anticipates that the Launch Services for 18 Satellites
will be performed between the second quarter of 2013 and the second quarter of
2014, subject to certain rights of ORBCOMM and SpaceX to reschedule the Launch
Services as needed. Either ORBCOMM or SpaceX may postpone and reschedule either
Launch Service based on satellite and launch vehicle readiness, among other
factors, subject to the payment of certain fees by the party requesting or
causing the delay following 6 months of delay with respect to either of the two
Launch Services.
Both ORBCOMM and SpaceX have customary termination rights under the Falcon 9
Agreement, including for material breaches and aggregate delays beyond 365 days
by the other party. ORBCOMM also has the right to terminate either of the Launch
Services subject to the payment of a termination fee in an amount that would be
based on the date ORBCOMM exercises its termination right.
Item 1.02. Termination of a Material Definitive Agreement.
On December 21, 2012, ORBCOMM and SpaceX entered into a Termination Agreement
(the "Termination Agreement") pursuant to which the Falcon 1e Launch Services
Agreement dated as of August 28, 2009 (the "Falcon 1e Agreement") was terminated
upon the execution and delivery of the Falcon 9 Agreement described above. The
Termination Agreement provides that each party releases the other party from and
against any claims or liabilities relating to the Falcon 1e Agreement.
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