Global Eagle Acquisition Corp, the special purpose acquisition company founded by media veterans Harry Sloan and Jeff Sagansky, has announced that the special shareholder meeting to vote on its proposed US$430m acquisition of satellite-based in-flight…
Global Eagle Acquisition Corp, the special purpose acquisition company founded by media veterans Harry Sloan and Jeff Sagansky, has announced that the special shareholder meeting to vote on its proposed US$430m acquisition of satellite-based in-flight broadband service provider Row 44 and German in-flight entertainment solutions firm Advanced Inflight Alliance (AIA) will take place on 30 January.
The move comes in the wake of Global Eagle receiving notice from the Nasdaq stock exchange that it had determined to initiate procedures to delist the company because it had not held an annual shareholder meeting in 2012 and that it did not have the minimum 300 public holders required.
In response, Global Eagle stated that it requested a hearing to appeal the determination. The hearing has been scheduled for 7 March 2013, which is after the date that the SPAC has to complete an initial business combination or otherwise cease operations and liquidate its trust account.
As such, Global Eagle anticipates that following the 30 January shareholder meeting, it will be able to demonstrate to Nasdaq that it meets the listing requirements by closing the proposed business combination.
Under the terms of that transaction, Global Eagle will acquire 100% of Row 44 through the issuance of approximately 25 million shares of common stock representing a total consideration of US$250m.
Concurrently, it will acquire the entirety of US private equity firm PAR Capital Management’s 86% stake in AIA in return for around 14.37 million new shares of non-voting Golden Eagle common stock. The exchange represents a purchase price of €5.50 per share, equating to a total consideration of approximately €112.56m (US$143.7m).
The remaining 14% of AIA will continue to be held as free-float trading on the Frankfurt Stock Exchange.
