Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 798K
2: EX-10.1 Material Contract HTML 43K
3: EX-10.2 Material Contract HTML 35K
4: EX-31.1 Certification -- §302 - SOA'02 HTML 31K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 24K
54: R1 Document and Entity Information HTML 44K
42: R2 Condensed Consolidated Statements of Operations HTML 101K
52: R3 Condensed Consolidated Balance Sheets HTML 142K
56: R4 Condensed Consolidated Balance Sheets HTML 52K
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74: R5 Condensed Consolidated Statements of Cash Flows HTML 164K
44: R6 Condensed Consolidated Statements of Cash Flows HTML 27K
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51: R7 Basis of Presentation HTML 30K
38: R8 Property and Equipment HTML 76K
28: R9 Long-Term Debt and Other Financing Arrangements HTML 141K
75: R10 Derivatives HTML 92K
58: R11 Fair Value Measurements HTML 172K
57: R12 Accrued Expenses and Non-Current Liabilities HTML 52K
63: R13 Commitments HTML 39K
64: R14 Contingencies HTML 34K
61: R15 Related Party Transactions HTML 57K
65: R16 Income Taxes HTML 34K
53: R17 Accumulated Other Comprehensive Income (Loss) HTML 47K
55: R18 Stock Compensation HTML 44K
60: R19 Geographic Information HTML 89K
80: R20 Loss Per Share HTML 27K
70: R21 Supplemental Condensed Consolidating Financial HTML 731K
Information
48: R22 Basis of Presentation Basis of Presentation HTML 26K
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59: R23 Property and Equipment (Tables) HTML 77K
50: R24 Long-Term Debt and Other Financing Arrangements HTML 81K
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21: R25 Derivatives (Tables) HTML 73K
71: R26 Fair Value Measurements (Tables) HTML 149K
77: R27 Accrued Expenses and Non-Current Liabilities HTML 53K
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33: R28 Related Party Transactions (Tables) HTML 41K
32: R29 Accumulated Other Comprehensive Income (Loss) HTML 42K
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36: R30 Stock Compensation (Tables) HTML 38K
37: R31 Geographic Information (Tables) HTML 84K
39: R32 Supplemental Condensed Consolidating Financial HTML 565K
Information (Tables)
18: R33 Schedule of Property and Equipment (Details) HTML 42K
68: R34 Capitalized Interest and Depreciation Expense HTML 31K
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46: R35 Schedule of Long-term Debt (Details) HTML 47K
49: R36 Facility Agreement (Details) HTML 35K
24: R37 Thermo Loan Agreement (Details) HTML 39K
79: R38 8.00% Convertible Senior Notes Issued in 2013 HTML 61K
(Details)
12: R39 8.00% Convertible Senior Notes Issued in 2009 HTML 65K
(Details)
40: R40 Warrants Outstanding (Details) HTML 46K
73: R41 Consent Agreement (Details) HTML 48K
23: R42 Common Stock Purchase Agreement (Details) HTML 37K
31: R43 The Common Stock Purchase and Option Agreement HTML 40K
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35: R44 Terrapin Opportunity, L.P. Common Stock Purchase HTML 45K
Agreement (Details)
43: R45 Schedule of Fair Value of Derivative Instruments HTML 47K
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17: R46 Schedule of Derivative Gain (Loss) (Details) HTML 32K
27: R47 Derivatives (Details) HTML 44K
14: R48 Financial Assets and Liabilities Measured at Fair HTML 69K
Value on Recurring Basis (Details)
72: R49 Schedule of Significant Quantitative Level 3 HTML 44K
Inputs Utilized (Details)
22: R50 Fair Value Measurements (Additional Information) HTML 58K
(Details)
69: R51 Reconciliation of Assets and Liabilities Measured HTML 35K
at Fair Value on Recurring Basis (Details)
25: R52 Accrued Expenses and Non-Current Liabilities HTML 70K
(Details)
41: R53 Commitments (Details) HTML 47K
13: R54 Contingencies (Details) HTML 35K
16: R55 Related Party Transactions (Additional HTML 105K
Information) (Details)
34: R56 Expense Incurred on Behalf of Company (Details) HTML 34K
19: R57 Income Taxes (Details) HTML 31K
76: R58 Accumulated Other Comprehensive Income (Loss) HTML 32K
(Details)
45: R59 Grants to Eligible Participants of Incentive Stock HTML 30K
Options, Restricted Stock Awards and Restricted
Stock Units (Details)
62: R60 Stock Based Compensation (Additional Information) HTML 39K
(Details)
26: R61 Information by Geographic Area Revenues (Details) HTML 38K
29: R62 Information by Geographic Area, Long-Lived Assets HTML 30K
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67: R63 Supplemental Condensed Consolidating Statement of HTML 127K
Operations (Details)
66: R64 Supplemental Condensed Consolidating Balance Sheet HTML 200K
(Details)
47: R65 Supplemental Condensed Consolidating Statement of HTML 102K
Cash Flows (Details)
78: XML IDEA XML File -- Filing Summary XML 122K
15: EXCEL IDEA Workbook of Financial Reports XLSX 331K
30: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 2.89M
6: EX-101.INS XBRL Instance -- gsat-20140630 XML 4.16M
8: EX-101.CAL XBRL Calculations -- gsat-20140630_cal XML 211K
9: EX-101.DEF XBRL Definitions -- gsat-20140630_def XML 805K
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11: EX-101.PRE XBRL Presentations -- gsat-20140630_pre XML 1.04M
7: EX-101.SCH XBRL Schema -- gsat-20140630 XSD 168K
20: ZIP XBRL Zipped Folder -- 0001366868-14-000026-xbrl Zip 291K
Hughes Network Systems, LLC ("Hughes"), as amended;
Letter Agreement between Globalstar and Hughes covering scope of work changes, dated May 30, 2014 ("Letter Agreement")
Dear Tim:
This letter ("Letter") memorializes recent discussions and understandings regarding the pre-payment of certain payment milestones in the form of equity consideration in lieu of cash under the above-referenced Contract.
In
consideration of the mutual promises and covenants contained in this Letter, Globalstar and Hughes (each a "Party" and collectively, the "Parties") agree as follows:
1.Globalstar shall pay to Hughes in lieu of cash all of the payments listed in Section 2 in the form of registered shares of Globalstar voting common stock, all of which shares shall be freely tradable, free and clear of any liens, encumbrances, legends or other restrictions (NYSE MKT: GSAT, the "Freely Tradable GSAT Stock") as a single payment, on or before July 15, 2014, in accordance with the terms and conditions set out in this Letter.
2.The below payments, totaling $9,939,155 (the "Payment Milestone Amount"), that may be paid in Freely Tradable GSAT Stock are as follows:
•Milestone 14 (Test RAN & RAN#1 Shipment from Factory) $2,927,306 (due Aug. 2014)
•Milestone 13b (Material order # 2) $4,000,000 (due Sept. 2014)
•Milestone 15a (Complete RAN Packet FAT) $1,500,000 (due Oct. 2014)
Letter Agreement Milestone Payment
•Payment No. 1 (signature of Letter Agreement) $1,511,849 (due Jul. 15, 2014)
3. Globalstar shall pay the Payment Milestone Amount by transferring to Hughes Freely Tradable
GSAT Stock. Such shares shall be at a price per share (the "Share
Price") equal to a 7% discount to the closing market price on the trading day that is one day prior to the date on which Globalstar transfers Freely Tradable GSAT Stock to Hughes. The number of shares of Freely Tradable GSAT Stock (the "Payment Milestone Shares") to be transferred shall be calculated by dividing the Payment Milestone Amount by the Share Price. The Payment Milestone Shares shall be issued to Hughes no later than 1 business day after the registration statement covering the shares is declared effective.
4.Globaistar, at its expense, shall use reasonable
best efforts and provide cooperation and assistance to Hughes to ensure that all documentation necessary to effect the transfer of any Freely Tradable GSAT Stock to Hughes or its broker is completed promptly and take all other actions and do all other things reasonably necessary to ensure prompt execution of the transfer of Freely Tradable GSAT Stock to Hughes.
5.Hughes hereby acknowledges and agrees that, upon the transfer of the Payment Milestone Shares into the Hughes-designated brokerage account, Globalstar shall be deemed to have paid in full the amounts payable in respect of Contract Payment Milestones #13b, 14 and I Sa and Letter Agreement Payment No. 1.
6.Globalstar will provide Hughes downside protection for a period of 10 trading days after
the issuance of the Freely Tradable GSAT Shares ("10 Day Period"), such that (A) the total amount of gross proceeds Hughes receives from the sale of any Payment Milestone Shares plus, if applicable, the market value of any Payment Milestone Shares still held by Hughes as of the close of trading on the last day of the 10 Day Period shall be no less than (B) $9,939,155. In the event that, at the earlier of i) the date on which Hughes has sold all of the Payment Milestone Shares and ii) the close of trading on the last day of the 10 Day Period, (A) is less than (B), Globaistar will provide downside protection to Hughes by issuing additional shares of Freely Tradable GSAT Stock having a total value equal to the difference between (B) and (A). The additional shares to be issued, if any, will be valued at a trailing volume weighted average price for the 5 trading days prior to the earlier of the date on which the Payment Milestone Shares have been finally sold or the
close of trading on the last day of the 10 Day Period, whichever is applicable. Globalstar shall issue any such additional shares of Freely Tradable GSAT Stock within 5 business days of written notice from Hughes. Any shares of Freely Tradable GSAT Stock issued by Globaistar under this Section 5 shall be freely tradable, free and clear of any liens, encumbrances, legends or other restrictions.
6. The parties agree that pre-payment of the payments referenced in Section 2 of this letter shall not
cause an acceleration of, or require Hughes to accelerate, the performance of the work under the Contract or the Letter Agreement, and all work under the Contract and Letter Agreement will be completed in accordance
with the current schedules set forth in the respective agreements, unless such schedules are otherwise amended in accordance with the Contract or Letter Agreement (as applicable).
7.Hughes shall have the right to terminate this letter by sending written notice of termination if the Registration Statement is not declared effective by July 31, 2014 or the Payment Milestone Shares are not received by Hughes by July 31, 2014. In the event that Hughes terminates this letter, Globalstar shall be required to pay Payment No. 1 under the Letter Agreement in cash within 5 business days of the date of termination of this letter by Hughes and all other payments listed in Section 2 shall be paid in cash no later than the due date
corresponding to the respective payment milestone.
8.Except as amended herein, all terms and conditions of the Contract shall remain in full force and effect. In the event of a discrepancy between the terms and conditions contained in this letter, as amended, and those contained in the Contract, the terms and conditions contained in this letter shall prevail. The terms of this Letter Agreement may be modified only by an agreement in writing signed by the parties. This Letter Agreement may be signed in counterparts and each original counterpart shall be deemed binding on each Party collectively and individually. This Letter Agreement shall be governed by and interpreted according to the laws of the State of New York.
We would appreciate Globalstar acknowledging its agreement with the terms of this Letter Agreement by having a duly authorized representative sign in the signature block below.
