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): December 18,
2009
GLOBALSTAR,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-33117
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41-2116508
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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461 South Milpitas Blvd. Milpitas,
California
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95035
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(Address of Principal
Executive Offices)
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(Zip
Code)
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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 Material Definitive Agreement.
On
December 18, 2009, Globalstar, Inc. (“Globalstar” or the “Company”) entered into
an agreement with Axonn L.L.C. (“Axonn”) pursuant to which one of the Company’s
wholly-owned subsidiaries acquired certain assets and assumed certain
liabilities of Axonn in exchange for $1.5 million in cash, subject to a working
capital adjustment, and $5.5 million in shares of the Company’s voting common
stock at closing. Of these amounts, $500,000 in cash and $3,250,000
of stock were placed in an escrow account. The cash escrow will be available for
payment to Globalstar for certain product issues. Up to an additional
$11 million for earnout payments based on sales of existing and new products
will be payable over a five-year earnout period. Earnout payments
will be made principally in stock (not to exceed 10% of the Company’s
pre-transaction outstanding common stock), but may be paid in cash after 13
million shares have been issued at Globalstar’s option. Axonn is Globalstar’s
principal supplier of its SPOT Satellite GPS Messenger.
Item
3.02 Unregistered Shares of Equity Securities.
In
connection with the transaction described in Item 1.01, Globalstar issued
6,298,058 shares of voting common stock to Axonn and certain of its lenders
under Section 4(2) of the Securities Act of 1933 as a transaction not involving
a public offering. The recipients have agreed that they may not sell
any of these shares until the first anniversary of the
closing. Globalstar has agreed to register the stock consideration
for resale by Axonn or its transferees on a Form S-3 Registration
Statement.
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.
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GLOBALSTAR,
INC.
/s/ Fuad
Ahmad
Fuad
Ahmad
Senior
Vice President and
Chief
Financial Officer
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Date: December
23, 2009