December 6, 2016
Exhibit 10.27
December 6, 2016
Mr. Xxx Xxxxxx
Vice President, Finance, Business Operations, & Strategy
000 Xxxxxxx Xxxxxx Xxxx.
Xxxxxxxxx, Xxxxxxxxx 00000
Ref: | Contract Number GINC-C-08-0390 (“Contract”) between Globalstar, Inc. (“Globalstar”) and Xxxxxx Network Systems, LLC (“Xxxxxx”), as amended; |
Letter Agreement between Globalstar and Xxxxxx regarding equity payment option, dated April 20, 2015 (“Equity Payment Letter Agreement”), as amended on July 2, 2015, August 11, 2015, December 3, 2015, March 7, 2016, June 14, 2016 and September 21, 2016
Dear Xxx:
Reference is made to the above-referenced Contract and Equity Payment Letter Agreement.
In consideration of the mutual promises and covenants contained in this letter, Globalstar and Xxxxxx (each a “Party” and collectively, the “Parties”) agree as follows:
1. The Parties agree to delete Section 6 of the Equity Payment Letter Agreement (as amended) in its entirety and replace it with the following new Section 6:
6. Globalstar will provide Xxxxxx downside protection up to and including June 30, 2017 (“Downside Protection Period”), such that (A) the total amount of gross proceeds Xxxxxx receives from the sale of any Payment Milestone Shares plus, if applicable, the market value of any Payment Milestone Shares still held by Xxxxxx as of the close of trading on the last day of the Downside Protection Period shall be no less than (B) $15,516,236. In the event that, at the earlier of i) the date on which Xxxxxx has sold all of the Payment Milestone Shares and ii) the close of trading on the last day of the Downside Protection Period, (A) is less than (B), Globalstar will provide downside protection to Xxxxxx 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 Downside Protection Period, whichever is applicable. Globalstar shall issue any such additional shares of Freely Tradable GSAT Stock within 5 business days of written notice from Xxxxxx to be sent no later than one business day following the end of the Downside Protection Period. Any shares of Freely Tradable GSAT Stock issued by Globalstar under this Section 6 shall be freely tradable, free and clear of any liens, encumbrances, legends or other restrictions.
2. Except as amended herein, all terms and conditions of the Equity Payment Letter Agreement and Contract shall remain in full force and effect. In the event of a discrepancy between the terms and conditions contained in the Equity Payment Letter Agreement, as herein amended, and those contained in the Contract, the terms and conditions contained in the Equity Payment Letter Agreement shall prevail.
We would appreciate Globalstar acknowledging its agreement with the terms of this seventh amendment to the Equity Payment Letter Agreement by having a duly authorized representative sign in the signature block below.
Mr. Xxx Xxxxxx
December 6, 2016
Page 2
Sincerely,
/s/ Xxxx X. Xxxxxxx
Xxxx X. Xxxxxxx
Vice President and Associate General Counsel
AGREED AND ACCEPTED BY:
Signature /s/ Xxxxxxx Xxxxxx
Name Xxxxxxx Xxxxxx
Title VP, Finance, Business Operations and Strategy
Date December 6, 2016
