Globalstar enters merger agreement with Amazon; stockholders to receive $90/share cash or Amazon stock

Globalstar, Inc.

Consideration: $90.00 per share cash (subject to adjustment capped at $110M) or Amazon common stock with variable exchange ratio based on Amazon's VWAP.
57.6% holder Thermo delivered written consent; no stockholder vote required; deal expected to close by April 2027 with possible extensions to 2028.
Conditions include regulatory approvals under HSR, satellite/telecom laws, and achievement of certain HIBLEO-4 satellite milestones.
Termination fees: $419.8M payable by Globalstar to Amazon under certain circumstances, $592.1M payable by Amazon to Globalstar if antitrust clearances not obtained.
Company equity awards will be cashed out or converted based on Per Share Value; warrants amended for cashless exercise pre-closing.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Globalstar, Inc. entered into Agreement and Plan of Merger with Amazon.com, Inc. valued at Merger with Amazon.com, Inc. (effective 2026-04-13).

Action: entry
Agreement: merger
Counterparty: Amazon.com, Inc.
Value: Merger with Amazon.com, Inc.
Effective: 2026-04-13

Exact text from the filing

On April 13 , 2026, Globalstar, Inc. (“ Globalstar ” or the “ Company ”) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Amazon.com, Inc., a Delaware corporation (“ Amazon ” or “ Parent ”), Grapefruit Acquisition Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“ Acquisition Sub I ”), and Grapefruit Acquisition Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Parent (“ Acquisition Sub II ” and, together with Parent and Acquisition Sub I, the “ Buyer Parties ”),

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Globalstar, Inc. filing history →

Source: SEC EDGAR

accession 0001140361-26-014528

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