Note: TerreStar Corporation was formerly known as Motient Corporation until August 16, 2007, and is referred to herein as “TerreStar” or “the Company” or by its ticker symbol “TSTR” except in direct quotes.

Preamble

TerreStar describes itself as “an emerging mobile network operator that plans to build, own and operate North America’s first 4G integrated mobile satellite and terrestrial communications network that will provide universal access and tailored applications throughout North America over conventional wireless devices.”

Unfortunately, what TerreStar fails to acknowledge in its self-description is how its tattered past of mismanagement and poor execution, alleged Board self-dealings and conflicts of interest, and governance failures resulted in a stock price that has fallen steadily since February of 2005.

History has repeatedly shown that businesses with poor corporate governance, even those with seemingly inimitable potential for success, can falter as a result of the actions taken by misguided leadership. Employees and shareholders are usually the ones that bear the impact of self-interested actions by conflicted management teams whose interests are not properly aligned with stakeholders.

In this post-Enron and post-WorldCom era of business, the responsibility of stockholders to hold corporate leaders accountable has never been more important. The past and current leadership of TerreStar needs to be held accountable for its history of gross mismanagement, which has resulted in the unnecessary destruction of shareholder value. Understanding the destruction of value at TerreStar is a complex exercise that requires a review of the events that led to the stock’s volatility.

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