8-KMaterial AgreementsRegulation FD

Globalstar, Inc. 8-K Report, Material Agreement (Oct 5, 2011)

Filed October 5, 2011For Securities:GSAT

Summary

Globalstar, Inc. (GSAT) has filed an 8-K detailing a significant amendment to its Facility Agreement, primarily affecting the timeline and financing for its second-generation satellite program. Key changes include an eight-month delay in the final acceptance of 18 satellites to August 1, 2012, and revised conditions for ordering six additional satellites from Thales Alenia Space France (Thales). These new conditions involve Thermo providing significant funding to an escrow account for initial payments, with Globalstar intending to issue equity or subordinated debt to Thermo in return. The company also secured more flexibility in using its contingent equity account for capital expenditures, provided it raises equivalent funding through new equity or debt. These amendments aim to provide Globalstar with extended financial runway and operational flexibility in its satellite deployment. However, the filing also reveals a dispute with Thales regarding an order for six satellites. Thales has rejected the order, claiming Globalstar lacks the right to place it, a position Globalstar disputes and is pursuing through arbitration. Globalstar is seeking substantial damages from Thales if its assertion proves correct. Additionally, Globalstar is undertaking a cost-reduction initiative, including a workforce reduction of approximately 60 employees, which is expected to result in one-time severance costs and ongoing monthly operating expense savings.

Key Highlights

  • 1Amendment to Facility Agreement extends the final in-orbit acceptance date for 18 second-generation satellites by eight months to August 1, 2012.
  • 2New conditions permit ordering six additional satellites from Thales, contingent on Thermo funding at least $25 million into an escrow account for initial payments.
  • 3Thermo's funding for the six new satellites is intended to be in exchange for additional equity or subordinated indebtedness from Globalstar.
  • 4Flexibility granted for using the contingent equity account ($60 million) for capital expenditures, requiring equivalent new equity/debt raise if utilized.
  • 5Term of the contingent equity agreement extended to December 31, 2014.
  • 6Thales has rejected Globalstar's order for six satellites, leading to a dispute and arbitration proceedings initiated by Globalstar.
  • 7Globalstar plans to reduce headcount by approximately 60 employees, incurring $0.6 million in severance costs and saving $0.5 million monthly in operating expenses.

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