UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10/A
(Amendment No. 3)
GENERAL FORM FOR REGISTRATION OF SECURITIES
Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934
ICO GLOBAL COMMUNICATIONS
(HOLDINGS) LIMITED
(Exact name of registrant as specified in its charter)
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Delaware |
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98-0221142 |
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(State or other jurisdiction of |
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(IRS Employer Identification No.) |
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incorporation or organization) |
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Plaza America Tower I |
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11700 Plaza America Drive, Suite 1010 |
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Reston, Virginia |
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20190 |
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(Address of principal executive offices) |
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(Zip Code) |
(703) 964-1400
(Registrant’s telephone number, including area code)
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
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Title of each class |
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Name of each exchange on
which |
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Class A common
stock, |
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The NASDAQ Stock Market LLC |
By statute, this registration statement became effective on July 14, 2006. The sole purpose of this amendment is to amend Item 15(b) and to file exhibits to the registration statement.
Item 15. Financial Statements and Exhibits.
Except as noted below, the following exhibits were previously filed as part of this registration statement:
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3.1 |
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Restated Certificate of Incorporation of ICO |
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3.2 |
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Restated Bylaws of ICO |
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4.1 |
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Form of Certificate representing ICO Class A common stock |
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4.2 |
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Indenture, dated August 15, 2005, among ICO North America, its subsidiaries and The Bank of New York, as trustee |
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4.3 |
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Form of ICO North America 7.5% Convertible Senior Secured Note due 2009 (included in Exhibit 4.2) |
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4.4 |
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First Supplemental Indenture, dated November 30, 2005, among ICO North America, its subsidiaries and The Bank of New York, as trustee |
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10.1* |
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Space Segment Contract, dated November 29, 2005, between ICO Satellite Management LLC and Space Systems/Loral, Inc. (filed herewith) |
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10.2* |
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Launch Services Contract, dated March 10, 2006, between ICO Satellite Services G.P. and Lockheed Martin Commercial Launch Services, Inc. (filed herewith) |
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10.3 |
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Advisory Services Agreement, dated November 11, 2005, between ICO and Eagle River, Inc. |
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10.4 |
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Restricted Stock Grant Agreement, effective November 11, 2005, between ICO and Eagle River Investments, LLC |
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10.5 |
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Registration Rights Agreement, dated April 29, 2000, between New Satco Holdings, Inc. and Eagle River Investments, LLC |
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10.6 |
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Registration Rights Agreement, dated July 26, 2000, between ICO-Teledesic Global Limited and CDR-Satco, LLC |
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10.7 |
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Registration Rights Agreement, dated July 17, 2000, between ICO-Teledesic Global Limited and Cascade Investment, L.L.C. |
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10.8 |
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Warrant Agreement, dated December 12, 2002, between ICO and Eagle River Investments, LLC |
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10.9 |
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Registration Rights Agreement, dated December 12, 2002, between ICO and Eagle River Investments, LLC |
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10.10 |
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Assignment of Warrants, dated December 19, 2003, among ICO, The Boeing Company and Teledesic LLC |
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10.11 |
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Registration Rights Agreement, dated December 12, 2002, between ICO and Teledesic LLC |
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10.12 |
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Registration Rights Agreement, dated July 2002, between ICO and CCI International N.V. |
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10.13 |
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Registration Rights Agreement, dated October 2, 2002, between ICO and Ellipso Private Holdings, Inc. |
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10.14 |
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Indemnification Agreement, dated August 11, 2000, between ICO-Teledesic Global Limited and Eagle River Investments, LLC |
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10.15 |
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Indemnification Agreement, dated July 26, 2000, among ICO-Teledesic Global Limited, CDR-Satco, L.L.C., Clayton, Dubilier & Rice, Inc. and The Clayton, Dubilier & Rice Fund VI Limited Partnership |
66
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10.16 |
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Indemnification Agreement, dated July 17, 2000, between ICO-Teledesic Global Limited and Cascade Investment, LLC |
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10.17 |
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Pledge Agreement, dated as of August 15, 2005, between ICO and The Bank of New York, as collateral agent |
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10.18 |
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Security and Pledge Agreement, dated as of August 15, 2005, among ICO North America, ICO Satellite Management LLC, ICO Satellite Services GP, ICO Global Communications (Canada) Inc. and The Bank of New York, as collateral agent |
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10.19 |
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Collateral Trust Agreement, dated as of August 15, 2005, among ICO, ICO North America, the guarantors and lenders party thereto and The Bank of New York, as collateral agent and indenture trustee |
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10.20+ |
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Amended and Restated ICO 2000 Stock Incentive Plan |
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10.21+ |
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Form of Class A Common Stock Option Agreement under ICO 2000 Stock Incentive Plan |
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10.22+ |
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Form of Class B Common Stock Option Agreement under ICO 2000 Stock Incentive Plan |
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10.23+ |
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Form of Restricted Stock Agreement under ICO 2000 Stock Incentive Plan |
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10.24+ |
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ICO-Teledesic Global Limited 2000 Stock Incentive Plan |
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10.25+ |
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ICO Global Communications (Holdings) Limited Stock Option Letter Agreement with Craig Jorgens dated August 8, 2002 |
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10.26+ |
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ICO Global Communications (Holdings) Limited Stock Option Letter Agreement with Craig Jorgens dated August 8, 2002 |
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10.27+ |
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Board Compensation Policy |
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10.28+ |
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Employment Letter Agreement, effective November 1, 2005, between ICO and J. Timothy Bryan |
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10.29+ |
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Employment Agreement, dated June 1, 2002, between ICO Satellite Services GP and David Bagley |
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10.30+ |
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Employment Agreement, dated September 1, 2002, between ICO Satellite Services GP and Suzanne Hutchings Malloy |
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10.31+ |
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Employment Agreement, dated July 22, 2002, between ICO Satellite Services GP and Dennis Schmitt |
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10.32+ |
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Employment Agreement, dated June 23, 2000, between ICO Satellite Services GP and Robert Day |
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10.33+ |
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Services Agreement, as amended, between ICO and Dennis Schmitt |
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10.34+ |
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Employment Letter Agreement, dated December 16, 2005, between ICO Satellite Services GP and David Zufall |
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10.35+ |
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Consulting Services Agreement, dated March 1, 2006, between ICO and R. Gerard Salemme |
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10.36+ |
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Employment Letter Agreement, effective April 1, 2006, between ICO and Donna P. Alderman |
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10.37+ |
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Employment Letter Agreement, dated April 19, 2006, between ICO and Craig Jorgens |
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10.38+ |
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Employment Letter Agreement, dated April 19, 2006, between ICO and John Flynn |
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21.1 |
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List of Subsidiaries |
+ Management contract or compensatory plan or arrangement.
* Filed herewith. Confidential treatment has been requested for portions of this document, which have been omitted and filed with the Securities and Exchange Commission.
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Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
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ICO GLOBAL COMMUNICATIONS (HOLDINGS) LIMITED |
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(Registrant) |
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Date: August 17, 2006 |
By: |
/s/ J. TIMOTHY BRYAN |
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J. Timothy Bryan |
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Chief Executive Officer and Director |