FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Globalstar, Inc. [ GSAT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/19/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Convertible Preferred Stock | (1) | 06/19/2009 | A | 1 | 08/06/2009 | (2) | Common Stock(3) | 126,174,034 | (1) | 1 | I | By Thermo Funding Company LLC | |||
8.00% Convertible Senior Unsecured Notes | $1.8(4) | 06/19/2009 | A | 6,333,333(5) | 08/06/2009 | (6) | Common Stock | 6,333,333(5) | $1.8(4) | 6,333,333 | I | By James Monroe III Trust | |||
Common Stock Warrants (right to buy) | $1.8(7) | 06/19/2009 | P | 3,166,666 | 12/19/2009 | 06/19/2014 | Common Stock | 3,166,666 | $1.8(7) | 3,166,666 | I | By James Monroe III Trust | |||
Common Stock Warrants (right to buy) | $0.01 | 06/19/2009 | A | 4,205,608 | 08/06/2009 | 06/19/2014 | Common Stock(3) | 4,205,608 | $0.01 | 4,205,608 | I | By Thermo Funding Company LLC | |||
Common Stock Warrants (right to buy) | $0.01 | 06/25/2009 | A | 4,379,562 | 08/06/2009 | 06/25/2014 | Common Stock(3) | 4,379,562 | $0.01 | 4,379,562 | I | By Thermo Funding Company LLC |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Thermo Funding Company LLC converted approximately $180.2 million of exisitng secured debt owed to it by the Issuer into one share of Series A Convertible Preferred Stock. |
2. The Series A Convertible Preferred Stock has no expiration date. |
3. Thermo Funding Company and its affiliates may not own more than 70% of the voting power of the Issuer. If approved by the Issuer's board of directors and stockholders in the future, nonvoting common stock may be issued to prevent any conversion from exceeding the 70% limit. |
4. The base conversion price of the 8.00% Notes may decrease if the Issuer engages in certain equity issuances below $1.80 per share. |
5. Does not include shares or payment-in-kind notes issuable in payment of interest or make-while payments. |
6. The 8.00% Notes mature when the Issuer pays and discharges all of its obligations under its Facility Agreement and the lenders thereto have no obligation to make further advances under the Facility Agreement. |
7. The exercise price of the warrants may decrease if the Issuer engages in certain equity issuances below $1.80 per share. Ther exercise price will be reset, if on September 19, 2010, the 15-day volume weighted average trading price is less than $1.80 per share. |
/s/ Bridget C. Hoffman, attorney-in-fact for James Monroe III | 08/10/2009 | |
/s/ Bridget C. Hoffman, attorney-in-fact for Thermo Funding Company LLC | 08/10/2009 | |
/s/ Bridget C. Hoffman, attorney-in-fact for Globalstar Holdings, LLC | 08/10/2009 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |