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Globalstar Announces First Quarter 2026 Financial ResultsGlobalstar, Inc. (Nasdaq: GSAT) ("Globalstar" or the "Company") today announced its financial results for the first quarter ended March 31, 2026. "We delivered strong operational and financial results in the first quarter, continuing the momentum we built entering 2026," said Dr. Paul E. Jacobs, CEO of Globalstar. "Demand is growing across our government, defense, and private wireless businesses, reflecting the market's need for scalable, integrated solutions across both satellite and terrestrial based connectivity. Subsequent to the quarter end, we announced our entry into a merger agreement with Amazon, which we believe marks a significant milestone - one that validates the long-term strategy Globalstar has pursued for more than 30 years and positions us to deliver on the vision of connecting users and devices anywhere and anytime. Finally, Globalstar greatly appreciates the recent decision of the FCC's Space Bureau regarding the exclusive nature of our licensed MSS spectrum." RECENT OPERATIONAL HIGHLIGHTS Pending Mergers with Amazon.com, Inc.: On April 13, 2026, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") with Amazon.com, Inc. ("Amazon"), pursuant to which Amazon intends to acquire the Company, subject to the satisfaction of certain conditions (collectively, the "Mergers"). Globalstar satellites, radio frequency spectrum, and operational expertise will enable Amazon Leo to add direct-to-device services to future generations of its low Earth orbit satellite network. Globalstar stockholders will elect to receive for each share of Globalstar common stock they own either (i) $90.00 in cash or (ii) 0.3210 shares of Amazon common stock with a value capped at $90.00 per share. This consideration is subject to a proration mechanism that caps aggregate cash elections to a maximum of 40% of total outstanding Globalstar shares at the applicable effective time, and is subject to a downward adjustment of a maximum $110 million in the event Globalstar does not achieve certain operational milestones. Globalstar's majority stockholder and certain of its affiliated entities have approved the transaction by written consent. The Mergers are expected to close in 2027, subject to the satisfaction of certain closing conditions under the Merger Agreement, including required regulatory approvals. Next-Generation Satellite Network Development: Complementing the replacement satellites for our second-generation constellation expected to be launched this year, our third-generation, or C-3, constellation comprised of over 50 satellites is designed to expand network capacity, enhance service durability, and position Globalstar to deliver reliable connectivity across its global footprint and support increasing demand for direct-to-device, IoT and enterprise applications. The regulatory foundation for Globalstar's expanding MSS was further strengthened in April, when the FCC's Space Bureau reaffirmed Globalstar's exclusive MSS operating rights in the Big LEO spectrum band, rejecting with prejudice requests by multiple satellite operators to share its licensed spectrum. XCOM RAN Ecosystem Progress: Advanced the commercial momentum of XCOM RAN through the launch of an end-to-end 5G private network solution, including radios with Band n53 support, a core network, a management and orchestration module, and 5G supported routers. Government and Defense Market Expansion: Expanded engagement across government and defense sectors, aligned with a broader market shift toward low size, weight, power, and cost (SWaP-C) technologies and significant IoT deployments. Globalstar's satellite network and connectivity solutions are well suited to support distributed sensing, asset tracking, and autonomous systems operating in infrastructure-limited environments. Market Alignment with Physical AI and Next-Generation Applications: Continued to align its technology portfolio with emerging trends in physical AI, where real-time data processing, automation, and intelligent systems require reliable, low-latency connectivity. Globalstar's integrated satellite and private wireless capabilities position the Company to support these evolving use cases across industrial, enterprise, and government environments. FIRST QUARTER FINANCIAL REVIEW Revenue Total revenue for the first quarter of 2026 was $70.1 million, including $66.7 million of service revenue and $3.4 million of revenue generated from subscriber equipment sales. Service revenue increased $9.6 million, or 17%, primarily due to increased wholesale capacity services revenue, and revenue from subscriber equipment sales increased $0.4 million, or 13%, each compared to the prior year's first quarter. The increase in service revenue associated with wholesale capacity services was primarily due to additional service fees associated with the reimbursement of network-related costs. Additionally, Commercial IoT service revenue increased due to growth in the subscriber base and favorable customer pricing, and government and other services revenue increased due to higher revenue associated with our service agreement with Parsons Corporation as we moved beyond the proof of concept phase in 2025 and into the first year of service. The increase in revenue from subscriber equipment sales benefited from a higher volume of Commercial IoT and SPOT device sales. Partially offsetting the increases discussed above were declines in Duplex and SPOT service revenue due to subscriber churn over the last twelve months. Income (Loss) from Operations Income from operations was $8.2 million during the first quarter of 2026, compared to loss from operations of $8.5 million during the prior year's first quarter. This improvement was due to higher revenue (discussed above) as well as a decrease in total operating expenses. The decrease in operating expenses was due to a noncash disposal of assets recognized during the first quarter of 2025 that did not recur in 2026 as well as lower stock-based compensation and depreciation expense. Partially offsetting these decreases were higher cost of services and marketing, general and administrative ("MG&A") expenses. Higher cost of services resulted primarily from network operating costs to support the build out of our next-generation ground network infrastructure, a significant portion of which are reimbursed to us and recognized as revenue. MG&A expenses were higher than the prior year's first quarter due primarily to personnel costs and increased legal fees due to transaction costs related to the Mergers. Also contributing to the increase in cost of services and MG&A expenses was the recognition of employee retention credits received in the first quarter of 2025 that did not recur in 2026. Net Loss Net loss was $17.4 million for the first quarter of 2026, compared to $17.3 million for the prior year's first quarter. The slight increase was due to higher interest expense resulting from our recognition of non-cash imputed interest related to the 2024 Prepayment Agreement (as defined in our periodic reports) as well as net foreign currency losses due to the remeasurement of intercompany balances, offset partially by a favorable change in income from operations (discussed above). Adjusted EBITDA Adjusted EBITDA was $33.5 million during the first quarter of 2026 compared to $30.4 million during the prior year's first quarter. Higher revenue was partially offset by an increase in operating expenses (excluding adjustments for non-cash or non-recurring items) due to investment in growth opportunities. Specifically, while we continue to enhance and develop our XCOM RAN product and service offerings, we incur costs, primarily for personnel, in advance of significant revenue. Adjusted EBITDA is a non-GAAP financial measure. For more information, refer to "Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA." Liquidity As of March 31, 2026, we held cash and cash equivalents of $358.4 million, compared to $447.5 million as of December 31, 2025. During the first quarter of 2026, net cash flows generated from operations were $35.2 million, capital expenditures were $116.4 million and net cash flows used in financing activities were $8.0 million. Cash and cash equivalents were also positively impacted by a $0.2 million effect of exchange rate changes. Operating cash flows included cash flows generated from the business and a $7.5 million accelerated service fee payment from the Customer pursuant to the Updated Services Agreements. Capital expenditures were primarily associated with our commitments under the Updated Services Agreements related to the deployment of the replacement satellites and Extended MSS Network. Adjusted free cash flow during the first quarter of 2026 was $28.9 million compared to $47.6 million during the same period in 2025. This decrease was primarily due to the timing of cash receipts pursuant to the Updated Services Agreements - $7.5 million in accelerated service fees were paid to us during the first quarter of 2026 compared to $22.5 million during the first quarter of 2025. Adjusted free cash flow is a non-GAAP financial measure. For more information, refer to "Reconciliation of Non-GAAP Adjusted Free Cash Flow." The principal amount of our debt was $403.8 million at March 31, 2026, compared to $410.0 million at December 31, 2025. This decrease was due to the final recoupment of $6.3 million under the 2021 Funding Agreement. In connection with the Merger Agreement, the Company and Customer entered into an amendment to the 2024 Prepayment Agreement, pursuant to which the parties increased the maximum amount of the High Power Infrastructure Prepayment Balance (as defined in the 2024 Prepayment Agreement) by approximately $468 million to an aggregate maximum Infrastructure Prepayment amount of approximately $1.6 billion. Capitalized terms not defined herein have the meaning given to such terms in our periodic reports. SUSPENSION OF FINANCIAL OUTLOOK AND CONFERENCE CALLS In connection with the pending Mergers with Amazon.com, Inc., Globalstar does not intend to hold future earnings conference calls or provide updates to forward-looking guidance. About Globalstar, Inc. Globalstar is a global telecommunications provider connecting what matters most. Through our industry-leading low Earth orbit (LEO) satellite constellation and licensed Band 53/n53 spectrum, we deliver reliable satellite and terrestrial connectivity solutions that empower customers worldwide to connect, transmit, and communicate smarter. Our comprehensive connectivity ecosystem includes software-defined, purpose-built private wireless network platform, coupled with Globalstar Band 53™ in XCOM RAN™ and trusted GPS messengers Saved by SPOT™ for safety and personal communication for business and enterprise applications. Serving business, enterprise, and consumer markets across the globe, Globalstar supports applications that track and protect assets, enable automation, enhance operational efficiency, and safeguard lives. With unmatched reach and a relentless focus on innovation, and mission-critical performance, we're redefining what's possible for global connectivity. Note that all SPOT products described in this press release are the products of SPOT LLC, which is not affiliated in any manner with Spot Image of Toulouse, France or Spot Image Corporation of Chantilly, Virginia. For more information, visit www.globalstar.com. Cautionary Statement About Forward-Looking Statements Certain statements contained in this press release other than purely historical information, including, but not limited to, estimates, projections or statements relating to regarding the Mergers, future revenue, financial performance, financial condition, liquidity, adjusted free cash flow, projections, estimates and guidance, statements relating to our business plans, objectives and expected operating results, our anticipated financial resources, our expectations about the future operational performance of our satellites (including their projected operational lives) and the completion and launch of new satellites, our expectations regarding the outcomes of regulatory and licensing proceedings, the expected growth prospects of our existing customers and the markets that we serve, our expectations relating to the impact of trade policies (including tariffs), our expectations about our ability to integrate the licensed technology into our current line of business, the expected benefits of the updated services agreements, and the assumptions upon which those statements are based, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified by the words "believe," "project," "might," "could," "expect," "anticipate," "estimate," "intend," "strategy," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions, although not all forward-looking statements contain these identifying words. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Risks and uncertainties that could cause or contribute to such differences include, without limitation, our ability to complete the Mergers on the anticipated terms and timing, or at all, including obtaining required regulatory approvals and the satisfaction of other conditions to the completion of the Mergers, potential litigation relating to the Mergers, including the effects of any outcomes related thereto, the risk that disruptions from the Mergers (such as the ability of certain of our customers to terminate or amend contracts upon a change of control, or to withhold consent to such change of control) will harm our business, including current plans and operations, our ability to retain and hire key personnel, the diversion of management's time and attention from ordinary course business operations, potential adverse reactions or changes to business relationships resulting from the announcement or completion of the Mergers, contractual provisions that may impact our ability to pursue certain business opportunities or strategic transactions during the pendency, and/or following the completion of, the Mergers, the occurrence of any event, change, or other circumstance that could give rise to the termination of the Mergers, including in circumstances requiring us to pay a termination fee under the Merger Agreement, our ability to meet our obligations to attain the anticipated benefits under the Updated Services Agreements (as defined herein) and avoid the potential adjustment of the Merger Consideration (as defined herein) if we fail to meet certain milestones based on the Company's agreements with the Customer, and those described under Item 1A. Risk Factors of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and as updated in the Company's other filings with the SEC. The Company undertakes no obligation to update any of the forward-looking statements after the date of this press release to reflect actual results, future events or circumstances or changes in our assumptions, business plans or other changes. This press release contains measures such as EBITDA, Adjusted EBITDA, and Adjusted free cash flow, which are not recognized under U.S. generally accepted accounting principles (GAAP). Reconciliations of these non-GAAP measures to amounts reported in the Company's consolidated financial statements are provided in this press release. For forward-looking Adjusted EBITDA margin, the Company is unable to provide a reconciliation to the most comparable GAAP measure without unreasonable effort because estimating such GAAP measures and providing a meaningful reconciliation is extremely difficult and requires a level of precision that is unavailable for these future periods and the information needed to reconcile these measures is dependent upon future events, many of which are outside of our control as described above. Forward-looking non-GAAP measures are estimated consistent with the relevant definitions and assumptions.
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