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Globalstar, Inc. – ‘10-Q’ for 3/31/14 – ‘EX-10.1’

On:  Wednesday, 5/7/14, at 6:35pm ET   ·   As of:  5/8/14   ·   For:  3/31/14   ·   Accession #:  1144204-14-28341   ·   File #:  1-33117

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/08/14  Globalstar, Inc.                  10-Q        3/31/14   77:7.9M                                   Toppan Merrill/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    421K 
 2: EX-10.1     Material Contract                                   HTML     31K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     29K 
 4: EX-32.1     Certification -- §906 - SOA'02                      HTML     24K 
51: R1          Document and Entity Information                     HTML     44K 
40: R2          Condensed Consolidated Statements of Operations     HTML     93K 
49: R3          Condensed Consolidated Balance Sheets               HTML    143K 
53: R4          Condensed Consolidated Balance Sheets               HTML     53K 
                (Parenthetical)                                                  
71: R5          Condensed Consolidated Statements of Cash Flows     HTML    138K 
42: R6          Basis of Presentation                               HTML     30K 
48: R7          Property and Equipment                              HTML     43K 
36: R8          Long-Term Debt and Other Financing Arrangements     HTML     92K 
26: R9          Derivatives                                         HTML     57K 
72: R10         Fair Value Measurements                             HTML     90K 
55: R11         Accrued Expenses and Non-Current Liabilities        HTML     35K 
54: R12         Commitments                                         HTML     38K 
60: R13         Contingencies                                       HTML     34K 
61: R14         Related Party Transactions                          HTML     39K 
58: R15         Income Taxes                                        HTML     34K 
62: R16         Accumulated Other Comprehensive Loss                HTML     34K 
50: R17         Stock Compensation                                  HTML     35K 
52: R18         Geographic Information                              HTML     44K 
57: R19         Loss Per Share                                      HTML     28K 
77: R20         Supplemental Consolidating Financial Information    HTML    178K 
66: R21         Property and Equipment (Tables)                     HTML     44K 
45: R22         Long-Term Debt and Other Financing Arrangements     HTML     53K 
                (Tables)                                                         
56: R23         Derivatives (Tables)                                HTML     42K 
47: R24         Fair Value Measurements (Tables)                    HTML     73K 
19: R25         Accrued Expenses and Non-Current Liabilities        HTML     36K 
                (Tables)                                                         
67: R26         Related Party Transactions (Tables)                 HTML     28K 
74: R27         Accumulated Other Comprehensive Loss (Tables)       HTML     30K 
31: R28         Stock Compensation (Tables)                         HTML     30K 
30: R29         Geographic Information (Tables)                     HTML     39K 
34: R30         Supplemental Consolidating Financial Information    HTML    179K 
                (Tables)                                                         
35: R31         Property and Equipment (Schedule of Property and    HTML     43K 
                Equipment) (Details)                                             
37: R32         Property and Equipment (Capitalized Interest and    HTML     32K 
                Depreciation Expense) (Details)                                  
17: R33         Long-Term Debt and Other Financing Arrangements     HTML     48K 
                (Long-term Debt) (Details)                                       
64: R34         Long-Term Debt and Other Financing Arrangements     HTML     38K 
                (Facility Agreement) (Details)                                   
44: R35         Long-Term Debt and Other Financing Arrangements     HTML     33K 
                (Thermo Loan Agreement) (Details)                                
46: R36         Long-Term Debt and Other Financing Arrangements     HTML     60K 
                (8.00% Convertible Senior Notes Issued in 2013)                  
                (Details)                                                        
22: R37         Long-Term Debt and Other Financing Arrangements     HTML     49K 
                (8.00% Convertible Senior Notes Issued in 2009)                  
                (Details)                                                        
76: R38         Long-Term Debt and Other Financing Arrangements     HTML     37K 
                (Warrants Outstanding) (Details)                                 
11: R39         Long-Term Debt and Other Financing Arrangements     HTML     34K 
                (Consent Agreement) (Details)                                    
38: R40         Long-Term Debt and Other Financing Arrangements     HTML     43K 
                (Common Stock Purchase Agreement) (Details)                      
70: R41         Long-Term Debt and Other Financing Arrangements     HTML     41K 
                (The Common Stock Purchase and Option Agreement)                 
                (Details)                                                        
21: R42         Long-Term Debt and Other Financing Arrangements     HTML     42K 
                (Terrapin Opportunity, L.P. Common Stock Purchase                
                Agreement) (Details)                                             
29: R43         Derivatives (Schedule of Fair Value of Derivative   HTML     49K 
                Instruments) (Details)                                           
33: R44         Derivatives (Schedule of Derivative Gain (Loss))    HTML     32K 
                (Details)                                                        
41: R45         Derivatives (Additional Information) (Details)      HTML     41K 
16: R46         Fair Value Measurements (Financial Assets and       HTML     71K 
                Liabilities Measured at Fair Value on Recurring                  
                Basis) (Details)                                                 
25: R47         Fair Value Measurements (Schedule of Significant    HTML     45K 
                Quantitative Level 3 Inputs Utilized) (Details)                  
13: R48         Fair Value Measurements (Additional Information)    HTML     45K 
                (Details)                                                        
69: R49         Fair Value Measurements (Reconciliation of Assets   HTML     36K 
                and Liabilities Measured at Fair Value on                        
                Recurring Basis) (Details)                                       
20: R50         Accrued Expenses and Non-Current Liabilities        HTML     71K 
                (Details)                                                        
65: R51         Commitments (Details)                               HTML     42K 
23: R52         Contingencies (Details)                             HTML     34K 
39: R53         Related Party Transactions (Additional              HTML     68K 
                Information) (Details)                                           
12: R54         Related Party Transactions (Expense Incurred on     HTML     30K 
                Behalf of Company) (Details)                                     
15: R55         Income Taxes (Details)                              HTML     32K 
32: R56         Accumulated Other Comprehensive Loss (Details)      HTML     33K 
18: R57         Stock Compensation (Additional Information)         HTML     40K 
                (Details)                                                        
73: R58         Stock Compensation (Grants to Eligible              HTML     31K 
                Participants of Incentive Stock Options,                         
                Restricted Stock Awards and Restricted Stock                     
                Units) (Details)                                                 
43: R59         Geographic Information (Information by Geographic   HTML     37K 
                Area Revenues) (Details)                                         
59: R60         Geographic Information (Information by Geographic   HTML     32K 
                Area, Long-Lived Assets) (Details)                               
24: R61         Supplemental Consolidating Financial Information    HTML    109K 
                (Supplemental Condensed Consolidating Statement of               
                Operations) (Details)                                            
27: R62         Supplemental Consolidating Financial Information    HTML    192K 
                (Supplemental Condensed Consolidating Balance                    
                Sheet) (Details)                                                 
63: R63         Supplemental Consolidating Financial Information    HTML     84K 
                (Supplemental Condensed Consolidating Statement of               
                Cash Flows) (Details)                                            
75: XML         IDEA XML File -- Filing Summary                      XML    121K 
14: EXCEL       IDEA Workbook of Financial Reports                  XLSX    218K 
28: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS   1.05M 
 5: EX-101.INS  XBRL Instance -- gsat-20140331                       XML   2.01M 
 7: EX-101.CAL  XBRL Calculations -- gsat-20140331_cal               XML    222K 
 8: EX-101.DEF  XBRL Definitions -- gsat-20140331_def                XML   1.02M 
 9: EX-101.LAB  XBRL Labels -- gsat-20140331_lab                     XML   2.13M 
10: EX-101.PRE  XBRL Presentations -- gsat-20140331_pre              XML   1.22M 
 6: EX-101.SCH  XBRL Schema -- gsat-20140331                         XSD    210K 
68: ZIP         XBRL Zipped Folder -- 0001144204-14-028341-xbrl      Zip    208K 


‘EX-10.1’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 

Exhibit 10.1

 

Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. Such portions are marked “[*]” in this document; they have been filed separately with the Commission.

 

GLOBALSTAR, INC.

ANNUAL KEY EMPLOYEE BONUS PLAN

(PLAN YEAR COINCIDING WITH 2014 FISCAL YEAR)

 

Section 1. Purposes of the Plan

 

The purposes of this Key Employee Bonus Plan ("Plan") of Globalstar, Inc. ("Company") are:

 

·to reward designated key employees' successful efforts to exceed the Company's financial performance goals for the designated Plan Year,

 

·to align these employees' financial interests with those of the Company's stockholders, and

 

·to provide these employees with a competitive, success-based bonus package.

 

Section 2. Bonus Pool; Amounts Payable

 

(a) The pool available for bonus distribution shall be determined based on the Company's Adjusted EBITDA performance during the authorized calendar year ("Plan Year"). The aggregate amount to be distributed under the Plan with respect to the 2014 Plan Year shall be $1,000,000 if the Company's Adjusted EBITDA for the Plan Year is [*] (the "Base EBITDA"). For each 1% of Adjusted EBITDA over the Base EBITDA, the bonus pool will be increased by 1% of the percentage increase in Base EBITDA.

 

For example, if Plan Year Adjusted EBITDA is [*], the bonus pool will be $1,000,000, if Plan Year Adjusted EBITDA is [*] the bonus pool will be [*], if Plan Year Adjusted EBITDA is [*] the bonus pool will be [*], and so on.

 

For each 1% of Adjusted EBITDA below Base EBITDA, the bonus pool will be decreased by 2-1/2% of the percentage decrease in Base EBITDA until Adjusted EBITDA declines to less than 80% of Base EBITDA (i.e. less than [*]), after which no bonus will be payable.

 

For example, if Plan Year Adjusted EBITDA is [*], the bonus pool will be [*], and if Plan Year Adjusted EBITDA is [*] the bonus pool will be [*]. Below [*] of Adjusted EBITDA, no bonus will be payable.

 

For Plan purposes, Adjusted EBITDA means EBITDA adjusted on a basis consistent with adjusted EBITDA previously reported by the Company, with further adjustments, if necessary, for extraordinary net costs or benefits, spectrum sale or lease proceeds, asset write-offs and other similar items impacting Adjusted EBITDA during the Plan Year as determined at the sole discretion of the Compensation Committee of the Board of Directors ("Committee").

 

(b) The portion of the pool payable to each participant shall be as recommended by the Chief Executive Officer and approved by the Compensation Committee, acting in its sole discretion.

 

Section 3. Participants; Eligibility; Payment

 

(a) The Compensation Committee (the Chairman of the Board of Directors and CEO being also Chairman of the Committee) shall designate the participants in the Plan within 90 days after the beginning of each Plan Year, and will report the roster of participants to the Board. The Plan, and participation of initially-designated key employees, shall be effective retroactive to January 1 of the Plan Year. The CEO, after reporting to the Committee, may also revise the roster of, or designate additional, participants from time to time with participation to be effective from date determined by the CEO.

 

 C: 
 
 

 

(b) In order to be eligible to receive this bonus, a participant must be employed by the Company or any of its subsidiaries from the beginning of the Plan Year (subject to express partial year designation under Section 3(a)) and until the first business day that is three (3) business days after the Company files its annual report on Form 10-K for the Plan Year (such day the "Payment Date"). Failure of a participant to remain employed through the Payment Date for any reason whatsoever will terminate all entitlements under the Plan; provided, however, that the Committee may, but shall not be required to approve, on a case-by-case basis, payments under the Plan of prorated bonus for employees who, during the Plan Year, are hired as, or who replace, designated participants. The Committee may also, but shall not be required to, make case-by-case exceptions to termination of Plan participation resulting from termination of service, either during the Plan Year or before the Payment Date, because of death, disability, or voluntary retirement of a participant.

 

(c) The Company shall make payments on the Payment Date. All payments will be, made in cash or in common stock of the Company as determined by the Committee. If payments are made in stock, the shares shall be distributed accordance with the stock distribution provisions of Company's Amended and Restated 2006 Equity Incentive Plan and shall be fully vested, registered and marketable at the time distributed.

 

Section 4. Committee

 

(a) This Plan shall be administered by the Committee, which shall have full authority and discretion to interpret the Plan, to establish, amend and rescind rules relating to the Plan that are not inconsistent with this document, and to make all other determinations that may be necessary or advisable for the Plan's administration.

 

(b) Any interpretation of the Plan by the Committee and any
decision by it relating to the Plan shall be final and binding on all persons.

 

Section 5. Liability for Repayment

 

In the event that, within two years after the Payment Date, discovered fraud or misrepresentation (as determined by the Committee) should result in a need for the Company to restate its annual financial statements for the Plan Year in a manner that reduces the adjusted EBITDA figure that was used to determine the amount available for distribution under the Plan, then participants who have received distributions under the Plan in excess of the amounts they would have been entitled to receive, but for the fraud or misrepresentation, shall be liable to repay such excess to the Company, without interest, on demand.

 

Section 6. Plan Not Exclusive

 

This Plan shall not be construed as limiting the ability or discretion of the Committee to award additional compensation, including without limitation other bonuses, separate and apart from this Plan, to individual participants based upon subjective or other criteria.

 

 C: 
 

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