(a)

Name of Issuer:
Global Eagle Entertainment Inc.

(b)

Address of Issuer’s Principal Executive Offices:
4553 Glencoe Avenue, Los Angeles, CA 90292

(a)

Name of Person Filing:
ABRY Partners VII, L.P.

ABRY Partners VII Co-Investment Fund, L.P.

ABRY Investment Partnership, L.P.

EMC Holdco 2 B.V.

EMC Acquisition Holdings LLC

Jay Grossman

Peggy Koenig

(b)

Address of Principal Business Office, or, if none, Residence:
c/o ABRY Partners, 888 Boylston Street, 16th Floor, Boston, MA 02199

(c)

Citizenship:
See Item 4 of each cover page.

(d)

Title of Class of Securities:
Common stock, $0.0001 par value per share.

(e)

CUSIP Number:
37951D102

Item 3.

Amount beneficially owned:   

On July 27, 2017, EMC Acquisition Holdings LLC (“EMC Acquisition Holdings”) became the direct owner of 5,080,049, or 5.6%, of the Shares of the Issuer, based on 90,594,470 Shares outstanding as of

July 27, 2017.  EMC Holdco 2 B.V. (“EMC Holdco 2”) is the direct owner of 83.37% of the common stock of EMC Acquisition Holdings and has voting and dispositive power over the securities held directly by EMC Acquisition Holdings.  EMC Holdco 2 B.V. directly owns 4,557,906, or 5.0%, of the Shares of the Issuer, based on 90,594,470 Shares outstanding as of July 27, 2017.  In the aggregate, EMC Holdco 2 beneficially owns 9,637,955, or 10.6%, of the Shares of the Issuer, based on 90,594,470 Shares outstanding as of July 27, 2017.  EMC Holdco 2 is a company incorporated under the laws of the Netherlands, the managing directors of which are Karina Franciska Johanna Jansen, Djonie Maria Angela Spreeuwers, Tomer Yosef-Or and Robert Joseph Nicewicz, Jr.  Each such person may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.  EMC Holdco 1 Coöperatief U.A., a cooperative entity organized and existing under the laws of the Netherlands (“EMC Holdco 1”) is the sole owner of EMC Holdco 2 and may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2.

EMC Aggregator, LLC, a Delaware limited liability company, is the direct owner of 99.0% of the common stock of EMC Holdco 1 and EMC Aggregator Sub, LLC, a wholly owned subsidiary of EMC Aggregator, LLC, a Delaware limited liability company, is the direct owner of 1.0% of the common stock of EMC Holdco 1.  Each of EMC Aggregator, LLC and EMC Aggregator Sub, LLC may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 1.  Each of Ingrid Mulder, Sidney Stacie, Marc Hollander, Corfas B.V., C.J. Brucato, Brian St. Jean, and Messrs. Yosef-Or and Nicewicz are directors of EMC Holdco 1.  Each such person or entity may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 1, but disclaims beneficial ownership of the Shares.

As the direct owner of 96.72429% of the equity interests of EMC Aggregator, LLC, ABRY Partners VII, L.P., a Delaware limited partnership, also may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2.   As the direct owner of 3.19196% of the equity interests of EMC Aggregator, LLC, ABRY Partners VII Co-Investment Fund, L.P., a Delaware limited partnership, also may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2.  As the direct owner of 0.08375% of the equity interests of EMC Aggregator, ABRY Investment Partnership, L.P. also may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2.  Each of James Scola and Messrs. Yosef-Or and Brucato is a member of the board of directors of each of EMC Aggregator, LLC and EMC Aggregator Sub, LLC and may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.

EMC Holdco 1, EMC Aggregator, LLC, EMC Aggregator Sub, LLC, ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P. and ABRY Investment Partnership, L.P. disclaims beneficial ownership of such Shares beneficially owned by EMC Holdco 2.  

ABRY VII Capital Partners, L.P., a Delaware limited partnership, the general partner of ABRY Partners VII, L.P., may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.

ABRY Partners VII Co-Investment GP, LLC, a Delaware limited liability company, the general partner of ABRY Partners VII Co-Investment Fund, L.P., may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.

ABRY VII Capital Investors, LLC, a Delaware limited liability company, the general partner of ABRY VII Capital Partners, L.P. and member of ABRY Partners VII Co-Investment GP, LLC, may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.

ABRY Investment GP, LLC, a Delaware limited liability company, the general partner of ABRY Investment Partnership, L.P., may be deemed to share voting and dispositive power with respect to any Shares beneficially owned by EMC Holdco 2, but disclaims beneficial ownership of such Shares.

Joint Filing Agreement