GLOBALSTAR, INC. (a Delaware corporation)Underwriting Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
Globalstar, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Deutsche Bank Securities Inc. (“Deutsche Bank”) (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), with respect to (i) the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule A hereto of $135,000,000 aggregate principal amount of the Company’s 5.75% Convertible Senior Notes due 2028 (the “Notes”), and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of an additional $15,000,000 aggregate principal amount of the Notes to cover overallotments, if any. The aforesaid $135,000,000 aggregate principal amount of the
PLEDGE AND ESCROW AGREEMENT by and among GLOBALSTAR, INC., as Pledgor, and Dated as of April 15, 2008Pledge and Escrow Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
THIS PLEDGE AND ESCROW AGREEMENT (this “Agreement”), dated as of April [15], 2008, is by and among Globalstar, Inc. (the “Company”), as pledgor, U.S. Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”), and U.S. Bank, National Association, in its capacity as escrow agent (the “Escrow Agent”).
SHARE LENDING AGREEMENT Dated as of April 10, 2008 Among GLOBALSTAR, INC. (“Lender”), and MERRILL LYNCH INTERNATIONAL (“Borrower”), through MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as agent for Borrower (“Borrowing Agent”).Share Lending Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
This Agreement sets forth the terms and conditions under which Borrower may borrow from Lender shares of its Common Stock.
GLOBALSTAR, INC. (a Delaware corporation) 21,936,020 Shares of Common Stock (par value $0.0001 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
FIRST SUPPLEMENTAL INDENTURE by and among GLOBALSTAR, INC. AS ISSUER, AND U.S. BANK, NATIONAL ASSOCIATION AS TRUSTEE 5.75% Convertible Senior Notes due 2028Supplemental Indenture • April 16th, 2008 • Globalstar, Inc. • Communications services, nec • New York
FIRST SUPPLEMENTAL INDENTURE dated as of April 15, 2008, between Globalstar, Inc., a Delaware corporation (the “Company”) and U.S. Bank, National Association, as Trustee (the “Trustee”).
