UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Amendment No. 13
Under the Securities Exchange Act of 1934
Globalstar, Inc.
(Name of Issuer)
Voting Common Stock, par value $0.0001 per share
(Title of Class of Securities)
378973408
(CUSIP Number)
Arthur McMahon III, Esq.
Taft Stettinius & Hollister LLP
425 Walnut Street, Suite 1800
Cincinnati, OH 45202
(513) 381-2838
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
September 12, 2022
(Date of Event which Requires Filing of this
Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f)
or 13d-1(g), check the following box ☐.
The information required on the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
(Continued on the following pages)
CUSIP No. 378973408
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
FL Investment Holdings LLC (fka Globalstar Holdings,
LLC)
41-2116509
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☒
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
-0-
|
|
8 |
SHARED VOTING POWER
640,750 |
|
9 |
SOLE DISPOSITIVE POWER
-0- |
|
10 |
SHARED DISPOSITIVE POWER
640,750 |
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
640,750
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.04% (See Item 5.)
14 TYPE OF REPORTING PERSON*
OO
CUSIP No. 378973408
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Thermo Funding II LLC
46-3451635
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☒
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7 |
SOLE VOTING POWER
-0-
|
|
8 |
SHARED VOTING POWER
1,072,680,701
|
|
9 |
SOLE DISPOSITIVE POWER
-0- |
|
10 |
SHARED DISPOSITIVE POWER
1,072,680,701
|
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,072,680,701
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ☒
See Item 5.
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
59.58% (See Item 5.)
14 TYPE OF REPORTING PERSON*
OO
CUSIP No. 378973408
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Globalstar Satellite, LP
33-1077009
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☒
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
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|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7 |
SOLE VOTING POWER
-0-
|
|
8 |
SHARED VOTING POWER
618,558
|
|
9 |
SOLE DISPOSITIVE POWER
-0-
|
|
10 |
SHARED DISPOSITIVE POWER
618,558
|
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
618,558
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.03% (See Item 5.)
14 TYPE OF REPORTING PERSON*
PN
CUSIP No. 378973408
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Monroe Irr. Educational Trust
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☒
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7 |
SOLE VOTING POWER
-0-
|
|
8 |
SHARED VOTING POWER
3,000,000
|
|
9 |
SOLE DISPOSITIVE POWER
-0-
|
|
10 |
SHARED DISPOSITIVE POWER
3,000,000
|
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,000,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.17% (See Item 5.)
14 TYPE OF REPORTING PERSON*
OO
CUSIP No. 378973408
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
James Monroe III
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☒
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7 |
SOLE VOTING POWER
-0-
|
|
8 |
SHARED VOTING POWER
1,077,514,907
|
|
9 |
SOLE DISPOSITIVE POWER
-0-
|
|
10 |
SHARED DISPOSITIVE POWER
1,077,514,907
|
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,077,514,907
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ☒
See Item 5.
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
59.85% (See Item 5.)
14 TYPE OF REPORTING PERSON*
IN
FL Investment Holdings LLC, Thermo Funding II LLC, Globalstar
Satellite, L.P., Monroe Irr. Educational Trust and James Monroe III
(including a trust controlled by him) are sometimes collectively
referred to as “Thermo” or the “Reporting Persons.” Any disclosures
herein with respect to persons other than the Reporting Persons are
made on information and belief after making inquiry to the
appropriate party. Unless otherwise noted, references to
Globalstar, Inc.’s (the “Company”) Common Stock refer to the
Company’s voting common stock.
This filing amends the Schedule 13D, Amendment No. 12 filed
September 7, 2022, to amend Item 4 as follows:
Item 4. Purpose of Transaction.
The Reporting Persons consider the Common Stock to be an attractive
investment at current price levels, and they intend to acquire
additional shares of Common Stock in such quantities and at such
prices as the Reporting Persons find attractive.
The Reporting Persons consider the Common Stock to be attractive at
current price levels due to, among other things, the opportunities
available to, and the strategies and strengths of, the Company
described in the Company’s reports filed with the Commission,
including its Current Report on Form 8-K filed on September 7,
2022.
James Monroe, the Company’s Executive Chairman and the principal of
Thermo, issued a statement to Company personnel:
“You have all seen that many people and companies who claim to be
competitors have recently made vague, hasty statements about
satellite services they hope to provide someday. As you know, there
is a tremendous difference between tweeting or otherwise extolling
your aspirations and actually bringing a complex satellite
communications service to market. We all know intimately that
getting a service into the market is not possible without years of
hard work overcoming technical and regulatory hurdles and without a
global spectrum position--like Globalstar’s--that is up to the job.
I believe that the market may not fully appreciate the size of the
technical and regulatory barriers that potential competitors face.
I also believe that the noise made by their loose talk may be
distracting the market from our real news and could be affecting
the trading price of Globalstar’s shares. We did not think it was
appropriate to be trading while we were working on this
transformative transaction, but we are excited to be able to buy
Globalstar shares again now that the announcement has been made.
Accordingly, I intend to purchase additional shares of our common
stock, and I understand that certain of our officers and directors
have already done the same.”
The Reporting Persons entered into the Lock-up Agreement described
under Item 6 of Amendment No. 12 to this Schedule 13D (the “Lock-Up
Agreement”) in connection with the Terms Agreement described in the
Company’s Current Report of Form 8-K filed with the SEC on
September 7, 2022, and they are currently subject to the Lock-up
Agreement.
Since the Company’s initial public offering in November 2006,
Thermo has been the Company’s controlling stockholder and source of
a significant portion of funding. In addition, Mr. Monroe served as
the Company’s Chairman from April 2004 to September 2018, has
served as the Company’s Executive Chairman since September 2018,
and, except from July 2009 to July 2011, served as the Company’s
Chief Executive Officer from January 2005 to September
2018.
Except as set forth in this Item 4, Thermo does not have any plans
or proposals that relate to or would result in:
(a) The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the
issuer;
(b) An extraordinary corporation transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the issuer
or of any of its subsidiaries;
(d) Any change in the present board of directors or management of
the issuer, including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the
board;
(e) Any material change in the present capitalization or dividend
policy of the issuer;
(f) Any other material change in the issuer’s business or corporate
structure;
(g) Changes in the issuer’s charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the issuer by any person;
(h) Causing a class of securities of the issuer to be delisted from
a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(i) Causing a class of equity securities of the issuer becoming
eligible for termination of registration pursuant to Section
12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated
above.
In the ordinary course of strategic planning for the Company, the
Board of Directors and the management team have discussed, and in
the future may discuss, some or all of the items listed in (a)
through (j) above. Mr. Monroe participates in those discussions as
Chairman of the Board.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certify that the information set forth in
this statement is true, complete and correct.
DATED: September 12, 2022
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FL INVESTMENT HOLDINGS LLC |
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By: |
/s/ * |
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James Monroe III, Manager |
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THERMO FUNDING II LLC |
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By: |
/s/ * |
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James Monroe III, Authorized Signatory |
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GLOBALSTAR SATELLITE, L.P. |
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By: |
/s/ * |
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James Monroe III, President of General Partner |
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Monroe Irr. Grantor Trust |
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By: |
/s/ * |
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James Monroe III, Authorized Signatory |
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/s/ * |
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James Monroe III |
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* By Arthur F. McMahon III, Attorney-in-Fact |
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/s/ Arthur F. McMahon III |
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