What is Amazon paying for Globalstar?

Each Globalstar share can be exchanged for $90.00 in cash or 0.3210 Amazon shares, with the stock value capped at $90.00. Cash elections are limited to 40% of shares, and the total consideration may fall by up to $110 million if Globalstar misses certain operational milestones. The filing does not state an aggregate deal value, so the total cost depends on Globalstar's share count, the election mix, and the Amazon share price at closing.

When is the deal expected to close, and what could block it?

Closing is expected in 2027. Conditions include receipt of required regulatory approvals and Globalstar's achievement of HIBLEO-4 replacement satellite milestones. Because a majority of voting power has already consented in writing, the stockholder approval risk is limited. Risks listed in the filing include customer consent rights on change of control, potential litigation, and unexpected liabilities.

What does this mean for Amazon Leo's strategy?

The acquisition is meant to let Amazon Leo offer direct-to-device services, connecting phones and other cellular devices to its low Earth orbit network where terrestrial coverage is absent. Amazon plans to begin deploying its own next-generation D2D system in 2028 and to work with mobile network operators. The Globalstar assets, including MSS spectrum licenses, are intended to accelerate that rollout.

How does the Apple agreement affect the transaction?

Amazon and Apple have separately agreed that Amazon Leo will provide satellite connectivity for current and future iPhone and Apple Watch features. Amazon says it will continue to support devices now using Globalstar's constellations, which are being manufactured by MDA Space, and will work with Apple on future services over the expanded Amazon Leo network. The filing does not disclose the financial terms of the Apple agreement.

Does the filing disclose financial impact on Amazon's results?

No. The 8-K furnishes a press release and does not include Globalstar's financial statements, purchase price allocation, projected revenue or earnings, or the expected accounting effects of the acquisition. Investors should look to the forthcoming Form S-4 and Globalstar information statement, along with future Amazon periodic reports, for those details.

AMZN 8-K: Regulation FD

01—Abstract

Summary

Summary of the 8-K filed April 14, 2026. Cited figures are marked; the original filing is the authoritative source.

Amazon.com, Inc. (AMZN) has signed a definitive merger agreement to acquire Globalstar, Inc. (GSAT), a mobile satellite services operator with licensed spectrum and a non-geostationary satellite fleet.

The deal would give Amazon Leo a direct-to-device (D2D) capability. Amazon plans to deploy its own next-generation Leo D2D system beginning in 2028, and it would acquire Globalstar's satellite operations, infrastructure, assets, and MSS spectrum licenses with global authorizations. The filing furnishes the joint press release under Item 7.01 (Regulation FD), so it does not itself disclose a full financial model, purchase price accounting, or a total transaction value.

The consideration is elective. Each Globalstar share can be exchanged for either $90.00^a in cash or 0.3210 Amazon shares, with the stock component capped at $90.00 per share. Cash elections are capped at 40% of Globalstar shares, with excess cash elections prorated into stock.

The total consideration can be reduced by up to $110 million^b if Globalstar misses certain operational milestones. Holders of about 58% of Globalstar's voting power have already approved the deal by written consent, so the stockholder vote risk is limited. Closing is expected in 2027 and depends on regulatory approvals and Globalstar's HIBLEO-4 replacement satellite milestones.

A separate agreement with Apple would have Amazon Leo power satellite features on current and future iPhone and Apple Watch models, including Emergency SOS via satellite. Amazon will keep supporting devices that currently rely on Globalstar's constellations, which are being manufactured by MDA Space.

For investors, the key points are the strategic expansion of Amazon Leo into D2D, a major enterprise and consumer distribution partner in Apple, and a deal whose ultimate cost depends on the stock price at closing, the cash/stock election mix, and the milestone adjustment. Forward-looking risks include regulatory review, customer consent rights on change of control, litigation, and the timing of the 2028 D2D rollout.

02—Key points

Key Highlights

Amazon will acquire Globalstar under a definitive merger agreement, adding Globalstar's MSS spectrum licenses, satellite fleet, and infrastructure to Amazon Leo.
Globalstar holders can elect $90.00 cash or 0.3210 Amazon shares per share (stock value capped at $90.00), with cash elections capped at 40% of shares and the rest prorated to stock.
Total consideration may be reduced by up to $110 million if Globalstar does not meet certain operational milestones.
Globalstar stockholders holding about 58% of combined voting power have already approved the transaction by written consent.
Closing is expected in 2027, subject to regulatory approvals and Globalstar's HIBLEO-4 replacement satellite milestones.
Amazon Leo plans its own next-generation D2D satellite system beginning in 2028, which Amazon says will offer substantially higher spectrum efficiency than legacy direct-to-cell systems.
A separate Amazon-Apple agreement has Amazon Leo power satellite services for supported iPhone and Apple Watch models, including Emergency SOS via satellite.

03—Questions

Frequently Asked Questions

What is Amazon paying for Globalstar?
Each Globalstar share can be exchanged for $90.00 in cash or 0.3210 Amazon shares, with the stock value capped at $90.00. Cash elections are limited to 40% of shares, and the total consideration may fall by up to $110 million if Globalstar misses certain operational milestones. The filing does not state an aggregate deal value, so the total cost depends on Globalstar's share count, the election mix, and the Amazon share price at closing.
When is the deal expected to close, and what could block it?
Closing is expected in 2027. Conditions include receipt of required regulatory approvals and Globalstar's achievement of HIBLEO-4 replacement satellite milestones. Because a majority of voting power has already consented in writing, the stockholder approval risk is limited. Risks listed in the filing include customer consent rights on change of control, potential litigation, and unexpected liabilities.
What does this mean for Amazon Leo's strategy?
The acquisition is meant to let Amazon Leo offer direct-to-device services, connecting phones and other cellular devices to its low Earth orbit network where terrestrial coverage is absent. Amazon plans to begin deploying its own next-generation D2D system in 2028 and to work with mobile network operators. The Globalstar assets, including MSS spectrum licenses, are intended to accelerate that rollout.
How does the Apple agreement affect the transaction?
Amazon and Apple have separately agreed that Amazon Leo will provide satellite connectivity for current and future iPhone and Apple Watch features. Amazon says it will continue to support devices now using Globalstar's constellations, which are being manufactured by MDA Space, and will work with Apple on future services over the expanded Amazon Leo network. The filing does not disclose the financial terms of the Apple agreement.
Does the filing disclose financial impact on Amazon's results?
No. The 8-K furnishes a press release and does not include Globalstar's financial statements, purchase price allocation, projected revenue or earnings, or the expected accounting effects of the acquisition. Investors should look to the forthcoming Form S-4 and Globalstar information statement, along with future Amazon periodic reports, for those details.

04—Continue

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