Gogo acquires Satcom Direct for $375M cash plus 5M restricted shares

Gogo Inc.

Base cash consideration of $375M, plus 5M restricted shares of Gogo common stock issued to SD Seller.
Potential earnout payments may increase total consideration; working capital adjustments apply with a cap.
Acquisition structured as purchase of all equity in Satcom Direct, SDHC, Satcom Government, and ndtHost.
Sellers are entities affiliated with founder James W. Jensen; deal requires restructuring steps and consents.
Closing subject to customary conditions, including regulatory approvals and completion of pre-closing restructuring.

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