fp005067_sc13ga.htm
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)

(AMENDMENT NO. _1_)*

Iridium Communications, Inc.
(Name of Issuer)

Common Stock, $0.001 Par Value Per Share
(Title of Class of Securities)

46269C102
(CUSIP Number)

December 31, 2012
(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
[ x]
Rule 13d-1(b)
 
[   ]
Rule 13d-1(c)
 
[   ]
Rule 13d-1(d)


*           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 the disclosures provided in a prior cover page.

The information required in 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 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).

 
 
 
 
CUSIP NO.                      46269C102
13G
Page 2 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
T2 Partners Management, LP
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
540,759
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
540,759
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
540,759
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
 0.71%
  
12
TYPE OF REPORTING PERSON
 
PN
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 3 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
T2 Partners Group, LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
540,759
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
540,759
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
540,759
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.71%
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 4 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
T2 Partners Management I, LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
413,309
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
413,309
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
413,309
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.54%
  
12
TYPE OF REPORTING PERSON
 
OO
  

 
 
 

CUSIP NO.                      46269C102
13G
Page 5 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
T2 Accredited Fund, LP
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
160,649
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
160,649
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
160,649
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.21%
  
12
TYPE OF REPORTING PERSON
 
PN
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 6 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
T2 Qualified Fund, LP
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
53,706
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
53,706
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
53,706
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.07%
  
12
TYPE OF REPORTING PERSON
 
PN
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 7 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
Tilson Offshore Fund, Ltd
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
85,694
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
85,694
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
85,694
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.11%
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 8 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
Deerhaven Fund, LP (formerly T2 SPAC Fund, LP)
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
198,954
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
198,954
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
198,954
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
 0.26%
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 9 of 13 Pages

1
NAMES OF REPORTING PERSONS
 
Tilson Focus Fund
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a) [   ]
(b) [   ]
3
SEC USE ONLY
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
State of Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
None
  
6
SHARED VOTING POWER
 
41,756
  
7
SOLE DISPOSITIVE POWER
 
None
  
8
SHARED DISPOSITIVE POWER
 
41,756
  
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
41,756
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
 
[   ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
0.05%
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 10 of 13 Pages

Item 1.
(a)
Name of Issuer:
Iridium Communications, Inc.

 
(b)
Address of Issuer’s Principal Executive Offices:
1750 Tysons Boulevard, Suite 1400
McLean, Virginia 22102

Item 2.
(a)
Name of Person Filing:
T2 Partners Management, LP
T2 Partners Group, LLC
T2 Partners Management I, LLC
T2 Accredited Fund, LP
T2 Qualified Fund, LP
Tilson Offshore Fund, LTD
Deerhaven Fund, LP (formerly T2 SPAC Fund, LP)
Tilson Focus Fund

 
(b)
Address of Principal Business Office or, if None, Residence:
For all persons filing:

Carnegie Hall Tower
152 West 57th Street, 46th Floor
New York, New York 10019

 
(c)
Citizenship:
Citizenship noted under Item 4 for each reporting person.

 
(d)
Title of Class of Securities:
Common Stock, Par Value $0.001

 
(e)
CUSIP Number:
46269C102

Item 3.
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
 
(a)
[   ]
Broker or dealer registered under Section 15 of the Exchange Act.
 
 
(b)
[   ]
Bank as defined in Section 3(a)(6) of the Exchange Act.
 
 
(c)
[   ]
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
 
 
(d)
[   ]
Investment company registered under Section 8 of the Investment Company Act.
 
 
(e)
[ x]
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
 
 
(f)
[   ]
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
 
(g)
[   ]
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
 
(h)
[   ]
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
 
 
(i)
[   ]
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
 
 
(j)
[   ]
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 
 
 
 
 
CUSIP NO.                      46269C102
13G
Page 11 of 13 Pages

Item 4.
Ownership.

   
T2 Partners Management, LP
T2 Partners Group,
LLC
T2 Partners Management I, LLC
T2 Accredited Fund, LP
T2
Qualified Fund, LP
Tilson Offshore Fund Ltd
Deerhaven Fund, LP (formerly T2 SPAC)
Tilson
Focus
Fund
(a)
Amount beneficially owned:
540,759
540,759
413,309
160,649
53,706
85,694
198,954
41,756
(b)
Percent of class:
0.71%
0.71%
0.54%
0.21%
0.07%
0.11%
0.26%
0.05%
(c)
Number of shares as to which the person has:
                
 
(i)
Sole power to vote or to direct the vote:
None
None
None
None
None
None
None
None
 
(ii)
Shared power to vote or to direct the vote:
540,759
540,759
413,309
160,649
53,706
85,694
198,954
41,756
 
(iii)
Sole power to dispose or to direct the disposition of:
None
None
None
None
None
None
None
None
 
(iv)
Shared power to dispose or to direct the disposition of:
540,759
540,759
413,309
160,649
53,706
85,694
198,954
41,756

Item 5.
Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  [ x ]

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8.
Identification and Classification of Members of the Group.

Not applicable.

Item 9.
Notice of Dissolution of Group.

Not applicable.

 
 
 

CUSIP NO.                      46269C102
13G
Page 12 of 13 Pages

Item 10.
Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 
T2 Partners Management, LP

 
By:
T2 Partners Group, LLC
General Partner

 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Managing Member
 
 
T2 Partners Group, LLC
 
 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Managing Member
 
 
T2 Partners Management I, LLC
 
 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Managing Member
 
 
T2 Accredited Fund, LP

 
By:
T2 Partners Management, LLC
General Partner

 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Managing Member
 
 
T2 Qualified Fund, LP

 
By:
T2 Partners Management, LLC
General Partner

 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Managing Member
 
 
 
 

CUSIP NO.                      46269C102
13G
Page 13 of 13 Pages
 
 
Tilson Offshore Fund, Ltd
 
 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Director

 
Deerhaven Fund, LP (formerly T2 SPAC Fund, LP)
 
 
By:
/s/ Glenn H. Tongue
   
Name:
Glenn H. Tongue
   
Title:
Director

 
Tilson Focus Fund
 
 
By:
/s/ Whitney R. Tilson
   
Name:
Whitney R. Tilson
   
Title:
Trustee