UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  June 25, 2009

 

GLOBALSTAR, INC.

(Exact name of registrant as specified in its charter)

 

 

Registrant’s telephone number, including area code:  (408) 933-4000

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 1.01  Entry into a Material Definitive Agreement.

 

On June 25, 2009, Globalstar, Inc. (“Globalstar” or the “Company”) and Thermo Funding Company LLC (“Thermo”) entered into a Loan Agreement whereby Thermo agreed to lend $25 million to the Company for the purpose of funding the debt service reserve account required under the Company’s Facility Agreement with BNP Paribas, as Security Agent and COFACE Agent, and others dated June 5, 2009 (the “Facility Agreement”).  Globalstar’s indebtedness to Thermo is subordinated to all obligations of the Company under the Facility Agreement.  The debt service reserve account is pledged to secure Globalstar’s obligations under the Facility Agreement.  The loan will accrue interest at 12% per annum, which will be capitalized and added to the outstanding principal in lieu of cash payments.  Payments to Thermo will be made only when permitted under the Facility Agreement.  The loan becomes due and payable six months after the obligations under the Facility Agreement have been paid in full, upon a change in control of Globalstar or upon any acceleration of the maturity of the loans under the Facility Agreement. As additional consideration for the loan, the Company will issue Thermo a warrant to purchase 4,205,608 shares of common stock at $0.01 per share.

 

Thermo may not exercise the warrant until the issuance of the warrant and the underlying shares of common stock is approved by the holders of a majority of the Company’s common stock in accordance with Nasdaq Listing Rules.  In addition, no common stock may be issued upon exercise of the warrant if such issuance would cause Thermo and its affiliates to own more than 70% of the outstanding voting stock of the Company.

 

The Loan Agreement was entered into upon the recommendation of a special committee consisting solely of the Company’s independent directors and approval by its Board of Directors.

 

Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On July 1, 2009, Globalstar drew approximately $313.0 million under the Facility Agreement.  Item 1.01 of the Current Report on Form 8-K filed by the Company on June 8, 2008 contains a description of the material terms of the Facility Agreement, which is incorporated by reference herein.

 

Item 7.01  Regulation FD Disclosure.

 

On July 1, 2009, Globalstar issued a press release announcing the closing of the Facility Agreement.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1         Press release dated July 1, 2009

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

	GLOBALSTAR, INC.
	/s/ Fuad Ahmad
	Fuad Ahmad
	Senior Vice President and Chief Financial Officer

 

 

Date: July 1, 2009

 

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Exhibit 99.1

 

 

461 SO. MILPITAS BLVD.

MILPITAS CA

95035 USA

 

NEWS

 

For Immediate Release

 

GLOBALSTAR COMPLETES $738 MILLION FINANCING

 

Financing fully funds Globalstar 2.0 second-generation satellite constellation and IP-based ground segment

 

MILPITAS, CA. — (July 1, 2009) — Globalstar, Inc. (NASDAQ:GSAT), a leading provider of mobile satellite voice and data services to businesses, governments, and consumers, today announced that it has completed a financing of approximately $738 million.  The total financing combines a previously announced $586 million credit facility and registered direct offering of convertible debt and warrants for $55 million plus a deposit by Thermo Funding, the majority shareholder of Globalstar, of $60 million into a contingent equity account, and funding of a debt service reserve account.  The $738 million financing fully funds the manufacture, delivery and launch of the Company’s Globalstar 2.0 second-generation network and ground facilities, plus certain long-lead items connected with the accelerated delivery of additional second-generation spare satellites, and provides the Company with working capital needed for current and future operations.

 

“This is a tremendous day for Globalstar, and I cannot express how pleased I am that the funding is now complete,” said Jay Monroe, Chairman and CEO of Globalstar, Inc.  Mr. Monroe added, “We can now move forward and re-focus all of our collective energies on growing the market for our comprehensive lineup of mobile satellite solutions for enterprise and retail consumers.  Globalstar already has the mobile satellite industry’s largest base of voice and data customers.  We also have been recognized for launching the industry’s first and only mainstream retail consumer product, the SPOT Satellite GPS Messenger™.  With this funding we have the resources needed to deploy a new constellation of satellites designed to last beyond 2025 and to build the supporting ground infrastructure that will position us to be first to market with a host of advanced IP-based mobile satellite services years ahead of our primary competition.  The launch of our new constellation, expected to be completed in 2010, will pave the way for the return of the high quality and reliability historically provided to Globalstar’s voice and duplex data subscribers.”

 

“Once again I would like to thank all of those involved who worked tirelessly on this financing during what can only be described as the most challenging capital market environment in recent memory.  I would like to acknowledge the dedication and diligent efforts of those at Coface, BNP Paribas, Société Générale, Natixis, Calyon, CIC, Thales, Arianespace, Hughes, Brown Brothers Harriman and Lazard who share our vision of this Company’s future.”

 

 

With the funding now complete, Globalstar expects to be the first global mobile satellite voice and data company to deliver and deploy its second-generation satellites and the first to offer an IP (Internet Protocol)-based network.  The Globalstar 2.0 next-generation network includes the second-generation satellite constellation, designed and manufactured by Thales Alenia Space, and the company’s new ground segment developed by Hughes and Ericsson Federal.  It is designed to provide Globalstar customers with high quality voice and data services beyond 2025 and increased data speeds of up to 256 kbps in a flexible all IP configuration.  Products and services supported are expected to include push to talk and multicasting, advanced messaging capabilities such as multimedia messaging or MMS, mobile video applications, geo-location services, multi-band and multi-mode handsets and data devices with GPS integration.  The financing will also facilitate the introduction of Globalstar’s next-generation satellite interface chipsets being designed by Hughes Network Systems.

 

Conference Call Note

 

As previously announced, Globalstar will conduct a conference call scheduled for July 8, 2009 at 5:00 p.m. Eastern Time to discuss the current business and the financing in more detail.

 

Details are as follows:
Conference Call:		Dial: 866.314.5050 (US and Canada), 617.213.8051 (International) and participant pass code # 91011013
Audio Replay:		A replay of the earnings call will be available for a limited time and can be heard after 7:00 p.m. ET on July 8, 2009. Dial: 888.286.8010 (US and Canada), 617.801.6888 (International) and pass code # 29069428

 

About Globalstar, Inc.

With over 350,000 subscribers, Globalstar is a leading provider of mobile satellite voice and data services.  Globalstar offers these services to commercial and recreational users in more than 120 countries around the world. The Company’s products include mobile and fixed satellite telephones, simplex and duplex satellite data modems and integrated solutions such as the SPOT Satellite GPS Messenger plus flexible service packages. Many land based and maritime industries benefit from Globalstar with increased productivity from remote areas beyond cellular and landline service. Global customer segments include: oil and gas, government, mining, forestry, commercial fishing, utilities, military, transportation, heavy construction, emergency preparedness, and business continuity as well as individual recreational users. Globalstar data solutions are ideal for various asset and personal tracking, data monitoring and SCADA applications.

 

For more information regarding Globalstar, please visit Globalstar’s web site at www.globalstar.com

 

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For further media information:

Globalstar, Inc.

Dean Hirasawa

(408) 933-4006

[email protected]

 

Skyya Communications

Susan Donahue

(646) 454-9378

[email protected]

 

 

Forward-Looking Statements

This press release contains certain statements such as, “Products and services supported are expected to include push to talk and multicasting, advanced messaging capabilities such as multimedia messaging or MMS, mobile video applications, geo-location services, multi-band and multi-mode handsets and data devices with GPS integration,” that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control, including: demand for our products and services, including commercial acceptance of our new Simplex products and our SPOT Satellite GPS Messenger product; our ability to retain and migrate our two-way communications services subscribers to our second-generation constellation when it is deployed; problems relating to the construction, launch or in-orbit performance of our existing and future satellites; the effects of the degrading ability of our first-generation satellite constellation to support two-way communication; problems relating to the ground-based facilities operated by us or by independent gateway operators; competition and its competitiveness vis-a-vis other providers of satellite and ground-based communications products and services; the pace and effects of industry consolidation; the continued availability of launch insurance on commercially reasonable terms, and the effects of any insurance exclusions; changes in technology; our ability to continue to attract and retain qualified personnel; worldwide economic, geopolitical and business conditions and risks associated with doing business on a global basis; and legal, regulatory, and tax developments, including changes in domestic and international government regulation.

 

Any forward-looking statements made in this press release speak as of the date made and are not guarantees of future performance. Actual results or developments may differ materially from the expectations expressed or implied in the forward-looking statements, and we undertake no obligation to update any such statements. Additional information on factors that could influence our financial results is included in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.