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Falcone Phased Out of LightSquared
April 30, 2012
[ by Melanie Gretchen ]
Fund manager Phil Falcone, the majority investor with LightSquared, has agreed to step aside – regardless of how many billions he invested in the communication project. The move was characterized as "eventual" by WSJ writers, and necessary. Had Mr. Falcone not stepped down as a director, the wireless-telecommunications company risked defaulting on some $1.6 billion of debt; creditors of the upstart wireless telecom company have since agreed to extend negotiations for a week.
Chance of Deal. Over the weekend, LightSquared's board deliberated on whether to approve the deal, which would keep the company from filing for bankruptcy protection, at least for now. If a deal is finalized, Mr. Falcone and LightSquared's lenders plan to continue negotiations for a longer extension of somewhere between 18 months and 2 years, the people said.
Mr. Falcone, the founder of Harbinger Capital Management LLC, launched LightSquared toward building a next-generation wireless network using signals previously reserved for satellite use. However, earlier this year, federal regulators said they planned to revoke a waiver allowing LightSquared to operate, the Federal Communications Commission said tests showed the company's network could interfere with GPS signals.
Conditions. Under the tentative deal with lenders, Mr. Falcone wouldn't be able to serve as an officer of the company, the people said. In addition, Mr. Falcone would eventually have to step down as a LightSquared director. In time, they want to see LightSquared overseen by an independent board that doesn't include Mr. Falcone, the people said.
Mr. Falcone has said he viewed bankruptcy as the "best way" for him to keep control of the company and keep it from creditors he believes want to "take control and flip" the firm. Nevertheless, he acknowledged concerns regarding his leadership role, saying in an e-mail Sunday, "I've only been on the board for 2 months and it was always supposed to be temporary. I am not an officer nor did I ever plan to be one."
Golden Chair. As part of the short-term deal, a so-called "golden chair" that would install a director, or directors, on LightSquared's board who could block any vote authorizing a bankruptcy filing, another person familiar with the situation said.
Holding Falcone Personally Responsible. In addition, Mr. Falcone would agree to make LightSquared a "bankruptcy-remote" company through provisions that would make it difficult for the wireless communications firm to seek Chapter 11 protection, the people said. Lenders have proposed Mr. Falcone be personally liable if it can be demonstrated that he supported, encouraged or caused a LightSquared bankruptcy at a later date, the people said. That liability – known in restructuring circles as a "bad boy" clause – could result in Mr. Falcone repaying the lenders' $1.6 billion in debt from his own pocket, one of the people said.
To date, Mr. Faclone hasn't agreed to any of those provisions, another person familiar with the situation said. And yet, as the man himself said:
"The board and the company need telecom and industry veterans, not hedge-fund managers."
For further details, go to [WSJ, 4/29/12].

