SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
[RULE 13D-101]
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)
(Amendment No. 28)*
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Loral Space & Communications Inc.
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(Name of Issuer)
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Common Stock, Par Value $.01 Per Share
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(Title of Class of Securities)
(CUSIP Number)
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Janet Yeung
MHR Fund Management LLC
1345 Avenue of the Americas, 42nd Floor
New York, New York 10105
(212) 262-0005
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See
§240.13d-7 for other parties to whom copies are to be sent.
Continued on following pages
(Page 1 of 22 Pages)
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
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The information required on the remainder of this cover page shall not be
deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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CUSIP No. 543881106
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13D
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Page
2
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR CAPITAL PARTNERS MASTER ACCOUNT II HOLDINGS LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
1,115,347
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
1,115,347
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,115,347(1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
5.2%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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(1)
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In addition, Master Account II Holdings may be deemed the beneficial owner of 1,089,120 shares of Non-Voting
Common Stock held for its own account.
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CUSIP No. 543881106
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13D
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Page
3
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR CAPITAL PARTNERS MASTER ACCOUNT II LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Marshall Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
1,115,347
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
1,115,347
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,115,347(1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
5.2%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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(1)
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In addition, Master Account II may be deemed the beneficial owner of 1,089,120 shares of Non-Voting Common
Stock held for the account of Master Account II Holdings.
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CUSIP No. 543881106
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13D
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Page
4
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR ADVISORS LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE
INSTRUCTIONS):
AF
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
1,304,368
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
1,304,368
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,304,368(1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
6.1%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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(1)
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In addition, Advisors may be deemed the beneficial owner of 1,215,042 shares of Non-Voting Common Stock held
for the accounts of Master Account II Holdings and Capital Partners (100).
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CUSIP No. 543881106
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13D
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Page
5
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL PARTNERS LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
2,123,874
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
2,123,874
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,123,874
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
9.9%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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CUSIP No. 543881106
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13D
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Page
6
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL ADVISORS LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
2,634,891
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
2,634,891
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,634,891
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
12.3%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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CUSIP No. 543881106
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13D
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Page
7
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL PARTNERS IIA LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
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7
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SOLE VOTING POWER
2,418,660
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
2,418,660
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10
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SHARED DISPOSITIVE POWER
0
|
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,418,660(1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
11.3%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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(1)
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In addition, Institutional Partners IIA may be deemed the beneficial owner of 1,360,934 shares of Non-Voting
Common Stock held for its own account.
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CUSIP No. 543881106
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13D
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Page
8
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL ADVISORS II LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
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3
|
|
SEC USE ONLY
|
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
|
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5
|
|
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
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SOLE VOTING POWER
3,378,693
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|
8
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SHARED VOTING POWER
0
|
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|
9
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SOLE DISPOSITIVE POWER
3,378,693
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|
10
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SHARED DISPOSITIVE POWER
0
|
|
11
|
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,378,693(1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
15.8%
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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(1)
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In addition, Institutional Advisors II may be deemed the beneficial owner of 1,901,134 shares of Non-Voting
Common Stock held for the accounts of Institutional Partners II and Institutional Partners IIA.
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CUSIP No. 543881106
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13D
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Page
9
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL PARTNERS III LP
|
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
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3
|
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SEC USE ONLY
|
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC
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5
|
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
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6
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
1,211,467
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8
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SHARED VOTING POWER
0
|
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|
9
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SOLE DISPOSITIVE POWER
1,211,467
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|
10
|
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SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,211,467(1)
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
5.7%
|
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14
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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(1)
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In addition, Institutional Partners III may be deemed the beneficial owner of 6,389,497 shares of Non-Voting
Common Stock held for its own account.
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CUSIP No. 543881106
|
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13D
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Page
10
of 22 Pages
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1
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NAMES OF
REPORTING PERSONS
MHR INSTITUTIONAL ADVISORS III LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
AF
|
|
5
|
|
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
1,211,467
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
1,211,467
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,211,467(1)
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
5.7%
|
|
14
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
|
|
(1)
|
In addition, Institutional Advisors III may be deemed the beneficial owner of 6,389,497 shares of Non-Voting
Common Stock held for the account of Institutional Partners III.
|
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CUSIP No. 543881106
|
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13D
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Page
11
of 22 Pages
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1
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NAME OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
MHRC LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS*
AF
|
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
1,304,368
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
1,304,368
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,304,368(1)
|
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
6.1%
|
|
14
|
|
TYPE OF REPORTING PERSON*
OO
|
|
|
|
(1)
|
In addition, MHRC may be deemed the beneficial owner of all of the shares of Non-Voting Common Stock
beneficially owned by Advisors by virtue of its position as the managing member of Advisors.
|
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|
CUSIP No. 543881106
|
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13D
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Page
12
of 22 Pages
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1
|
|
NAME OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
MHRC I LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS*
N/A
|
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
2,634,891
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
2,634,891
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,634,891
|
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
12.3%
|
|
14
|
|
TYPE OF REPORTING PERSON*
OO
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP No. 543881106
|
|
|
|
13D
|
|
|
|
Page
13
of 22 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
MHRC II LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS*
N/A
|
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
3,378,693
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
3,378,693
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,378,693(1)
|
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES* ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
15.8%
|
|
14
|
|
TYPE OF REPORTING PERSON*
OO
|
|
|
|
(1)
|
In addition, MHRC II may be deemed the beneficial owner of all of the shares of Non-Voting Common Stock
beneficially owned by Institutional Advisors II by virtue of its position as the managing member of Institutional Advisors II.
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP No. 543881106
|
|
|
|
13D
|
|
|
|
Page
14
of 22 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
MHR FUND MANAGEMENT LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
AF
|
|
5
|
|
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
8,529,419
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
8,529,419
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,529,419(1)
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
39.8%
|
|
14
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
|
|
(1)
|
In addition, Fund Management may be deemed the beneficial owner of 9,505,673 shares of Non-Voting Common Stock
by virtue of Fund Management’s investment management agreement with Master Account II, Capital Partners (100), Institutional Partners II, Institutional Partners IIA and Institutional Partners III.
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP No. 543881106
|
|
|
|
13D
|
|
|
|
Page
15
of 22 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
MHR HOLDINGS LLC
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
AF
|
|
5
|
|
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
8,529,419
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
8,529,419
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,529,419(1)
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
39.8%
|
|
14
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
|
|
(1)
|
In addition, MHR Holdings may be deemed the beneficial owner of 9,505,673 shares of Non-Voting Common Stock by
virtue of its position as the managing member of Fund Management.
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP No. 543881106
|
|
|
|
13D
|
|
|
|
Page
16
of 28 Pages
|
|
|
|
|
|
|
|
|
|
1
|
|
NAMES OF
REPORTING PERSONS
MARK H. RACHESKY, M.D.
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
|
|
3
|
|
SEC USE ONLY
|
|
4
|
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
AF
|
|
5
|
|
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ☐
|
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of America
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
8,544,419
|
|
|
8
|
|
SHARED VOTING POWER
0
|
|
|
9
|
|
SOLE DISPOSITIVE POWER
8,544,419
|
|
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,544,419(1)
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
39.9%
|
|
14
|
|
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
IN; HC
|
|
(1)
|
In addition, Dr. Rachesky may be deemed the beneficial owner of 9,505,673 shares of Non-Voting Common
Stock by virtue of Dr. Rachesky’s position as the managing member of each of MHRC, MHRC II, Institutional Advisors III and MHR Holdings.
|
TABLE OF CONTENTS
This statement on Schedule 13D (this “Statement”) amends and supplements, as
Amendment No. 28, the Schedule 13D filed on November 30, 2005 (the “Original Schedule 13D”), which was amended on October 19, 2006 by Amendment No. 1 to the Original Schedule 13D (“Amendment No. 1”), on October
30, 2006 by Amendment No. 2 to the Original Schedule 13D (“Amendment No. 2”), on February 28, 2007 by Amendment No. 3 to the Original Schedule 13D (“Amendment No. 3”), on March 23, 2007 by Amendment No. 4 to the
Original Schedule 13D (“Amendment No. 4”), on August 9, 2007 by Amendment No. 5 to the Original Schedule 13D (“Amendment No. 5”), on August 31, 2007 by Amendment No. 6 to the Original Schedule 13D
(“Amendment No. 6”), on November 2, 2007 by Amendment No. 7 to the Original Schedule 13D (“Amendment No. 7”), on July 17, 2008 by Amendment No. 8 to the Original Schedule 13D (“Amendment No. 8”), on
October 22, 2008 by Amendment No. 9 to the Original Schedule 13D (“Amendment No. 9”), on November 12, 2008 by Amendment No. 10 to the Original Schedule 13D (“Amendment No. 10”), on November 24, 2008 by Amendment No.
11 to the Original Schedule 13D (“Amendment No. 11”), on December 4, 2008 by Amendment No. 12 to the Original Schedule 13D (“Amendment No. 12”), on December 5, 2008 by Amendment No. 13 to the Original Schedule 13D
(“Amendment No. 13”), on December 8, 2008 by Amendment No. 14 to the Original Schedule 13D (“Amendment No. 14”), on December 24, 2008 by Amendment No. 15 to the Original Schedule 13D (“Amendment No.
15”), on March 20, 2009 by Amendment No. 16 to the Original Schedule 13D (“Amendment No. 16”), on July 2, 2009 by Amendment No. 17 to the Original Schedule 13D (“Amendment No. 17”), on March 17, 2011 by
Amendment No. 18 to the Original Schedule 13D (“Amendment No. 18”), on November 13, 2012 by Amendment No. 19 to the Original Schedule 13D (“Amendment No. 19”), on January 10, 2013 by Amendment No. 20 to the
Original Schedule 13D (“Amendment No. 20”), on January 30, 2015 by Amendment No. 21 to the Original Schedule 13D (“Amendment No. 21”), on March 9, 2015 by Amendment No. 22 to the Original Schedule 13D
(“Amendment No. 22”), on May 15, 2015 by Amendment No. 23 to the Original Schedule 13D (“Amendment No. 23”), on September 4, 2015 by Amendment No. 24 to the Original Schedule 13D (“Amendment No.
24”), on March 7, 2016 by Amendment No. 25 to the Original Schedule 13D (“Amendment No. 25”), on March 10, 2016 by Amendment No. 26 to the Original Schedule 13D (“Amendment No. 26”) and on March
11, 2016 by Amendment No. 27 to the Original Schedule 13D (“Amendment No. 27” and, together with Amendment No. 1 through Amendment No. 26 and the Original Schedule 13D, the “Schedule 13D”) and relates to
common stock, par value $0.01 per share (the “Common Stock”), of Loral Space & Communications Inc. (the “Issuer”).
Except as otherwise provided, capitalized terms used in this Statement but not defined herein shall have the respective meanings given to such
terms in Amendment No. 27.
Item 4. Purpose of the Transaction.
Item 4 is hereby amended to add the following:
On April 30,
2020, the Issuer issued a press release announcing the declaration of a special dividend and that the Issuer was in advanced discussions with its Canadian co-owner in Telesat, Public Sector Pension Investment Board (“PSP”), regarding the
combination of the Issuer and Telesat into one public company. In connection with this press release, Dr. Rachesky, the Chairman of the Board of the Issuer, said that he “was pleased that the discussions with PSP regarding the strategic
transaction that we have been pursuing have reached an advanced stage…”.
Notwithstanding the advanced state of the discussions regarding the
potential combination transaction, there can be no assurance as to whether or when the Issuer will be able to conclude the ongoing negotiations, whether and on what terms the Reporting Persons will support the terms of any agreements that provide
for a strategic transaction, that the Issuer will enter into any agreement that provides for a strategic transaction involving Telesat or the Issuer’s interest therein, that any strategic transaction will occur, or that any particular economic,
tax, structural or other objectives or benefits with respect to any strategic transaction will be achieved.
The press release is attached to this
Statement as Exhibit 99.1 hereto, and incorporated by reference in response to this Item 4.
Item 7. Materials to be
Filed as Exhibits
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
|
|
|
|
|
|
|
|
|
Date: May 5, 2020
|
|
|
|
MHR CAPITAL PARTNERS MASTER ACCOUNT II
HOLDINGS LLC
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
MHR Advisors LLC,
the General Partner of its
Sole Member
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR CAPITAL PARTNERS MASTER ACCOUNT II LP
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
MHR Advisors LLC,
its General
Partner
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR ADVISORS LLC
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL PARTNERS LP
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
MHR Institutional Advisors LLC,
its General
Partner
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL ADVISORS LLC
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL PARTNERS IIA LP
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
MHR Institutional Advisors II LLC,
its General
Partner
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL ADVISORS II LLC
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL PARTNERS III LP
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
MHR Institutional Advisors III LLC,
its General
Partner
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
|
|
|
|
MHR INSTITUTIONAL ADVISORS III LLC
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
|
|
|
|
Name:
|
|
Janet Yeung
|
|
|
|
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
MHRC LLC
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
Name:
|
|
Janet Yeung
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
MHRC I LLC
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
Name:
|
|
Janet Yeung
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
MHRC II LLC
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
Name:
|
|
Janet Yeung
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
|
|
MHR FUND MANAGEMENT LLC
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
Name:
|
|
Janet Yeung
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
MHR HOLDINGS LLC
|
|
|
|
|
By:
|
|
/s/ Janet Yeung
|
|
Name:
|
|
Janet Yeung
|
|
Title:
|
|
Authorized Signatory
|
|
|
|
MARK H. RACHESKY, M.D.
|
|
|
|
|
By:
|
|
/s/ Janet Yeung, Attorney in Fact
|
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