Global Eagle has announced that it will receive a $150 million investment from Searchlight Capital Partners and that it intends to use $78 million to repay all existing revolving-credit facility debt.
Global Eagle Entertainment Inc. (NASDAQ: ENT), a leading provider of media, content, connectivity and data analytics to markets across air, sea and land, today announced that it has agreed to a significant investment from funds managed by Searchlight Capital Partners, L.P., a global private investment firm.
Jeff Leddy, Chief Executive Officer of Global Eagle, commented, “We are pleased to announce this agreement with Searchlight and believe that this investment will significantly strengthen our liquidity and create a capital structure to support our growth initiatives, positioning us to deliver significant long-term shareholder value. Searchlight brings a wealth of technology and operational expertise, and we are excited to partner with them as we drive our company to the next level of performance and profitability.”
Eric Zinterhofer, Founding Partner at Searchlight, further commented, “We are excited to partner with Global Eagle as it continues to deliver market-leading solutions to the aviation, maritime and land markets for content and connectivity. We see significant opportunities as the Company continues to drive growth and innovation in its markets.”
Searchlight will invest $150 million of new capital into Global Eagle. Searchlight will receive $150 million aggregate principal amount of the Company’s new second-lien notes due June 30, 2023. The notes include initial payment-in-kind interest at 12% per annum that later converts to payment in cash at 10% per annum. Searchlight will receive a warrant to purchase approximately 18.1 million shares of Global Eagle common stock for $0.01 per share. This warrant is not exercisable until January 1, 2021, and only then if the 45-day VWAP of the Company’s common stock has been at or above $4.00 per share following the closing. Searchlight will also receive a “market warrant” to purchase an additional 13.0 million shares of Global Eagle common stock for $1.57 per share. The market warrant is not exercisable until January 1, 2021, and only then if the 45-day VWAP of the Company’s common stock has been at or above $2.40 per share following the closing. Searchlight may not transfer the notes, the warrants or the shares underlying the warrants to an unaffiliated third party before January 1, 2021. Nasdaq has completed its review of the transaction, and the Company anticipates that the transaction will close before March 31, 2018.
Global Eagle expects that the net proceeds from the transaction will be approximately $142 million, after payment of fees and expenses, which will significantly strengthen the Company’s balance sheet and liquidity. The Company intends to use a portion of the proceeds to repay the full $78 million principal balance on the Company’s revolving credit facility, following which the full $85 million facility will remain available to the Company. The Company anticipates using the remaining proceeds for growth initiatives and other general corporate purposes.
In connection with the investment, the Company intends to appoint Eric Zinterhofer and Eric Sondag to the Company’s Board of Directors. Messrs. Zinterhofer and Sondag are both Partners at Searchlight and experienced investors in the media and technology industries. Mr. Zinterhofer currently serves on the board of Charter Communications, Inc. Barclays acted as Global Eagle’s placement agent for the transaction.
Further Changes at Global Eagle
Effective April 1, 2018 the Board of Directors of Global Eagle has appointed Jeff Leddy to the positions of Executive Chairman of the Company and Chairman of the Board, and has appointed Josh Marks to the position of Chief Executive Officer. Mr. Marks will also join the Company’s Board of Directors upon his appointment as CEO. Mr. Leddy has been our Chief Executive Officer since February 2017 and a member of our Board since Global Eagle’s business combination with Row 44 and Advanced Inflight Alliance in 2013. Mr. Marks joined the Company in 2015 and currently serves as Executive Vice President of the Company’s Connectivity segment.
“We appreciate Jeff’s significant impact since stepping into the CEO role a year ago, and we are excited about Global Eagle’s positive momentum,” commented Ed Shapiro, outgoing Chairman of the Board. “Jeff sharpened the strategic vision and direction, assembled a world-class team and improved execution throughout the organization. He built a strong foundation for organic growth and increased profitability.”
In his new role as Executive Chairman, Mr. Leddy will continue to drive Global Eagle’s strategic vision, focusing on our major customers and stakeholders. “I have been very impressed with Global Eagle’s capabilities and am excited about our opportunity to be the leader in connectivity-enabled entertainment,” added Mr. Leddy. “With our recently announced investment from Searchlight Capital, we are well positioned to execute our strategic plan and drive significant growth.”
Mr. Marks is a proven leader who has broad transportation and technology experience, global perspective and demonstrated success driving operational excellence. As Chief Executive Officer, Mr. Marks will be responsible for the day-to-day execution of the business. “I am looking forward to having Josh in the CEO role as we continue to execute our multi-year strategic plan. I firmly believe that Josh’s passion for our industry and his leadership and entrepreneurial skillsets, as well as his track record of elevating performance, make him an exceptionally strong executive. He is the right person to lead our global team to achieve greater success for our customers, employees, and stakeholders,” remarked Jeff Leddy. He continued, “The Board and I are confident this will be a seamless transition.”
As the head of Global Eagle’s Connectivity segment, Mr. Marks has driven significant strategic, network, integration and go-to-market improvements. Prior to joining Global Eagle, Mr. Marks was Chief Executive Officer and a co-founder of masFlight, an aviation data-analytics company that Global Eagle acquired in 2015. Prior to masFlight, Mr. Marks was an executive in airline and technology companies. He was Chief Financial Officer of an aviation maintenance firm and led the American Aviation Institute, a commercial aviation policy think-tank. He co-founded MAXjet Airways, a premium scheduled airline, where he held leadership roles in certification, finance and operations. Earlier in his career, he held executive roles at internet infrastructure and enterprise software ventures.
“Global Eagle is an industry leader in passenger entertainment, off-the-grid connectivity, connectivity-enabled television and operational analytics. We combine a strong portfolio of media and content services with a global distribution network serving air, sea and land,” said Mr. Marks. He continued, “I am privileged to serve with a team that delivers unparalleled value and reliability for our customers. We have ambitious goals, and our growth and profitability improvements are just beginning. We are fortunate that Jeff will continue to actively provide his strategic guidance, technical expertise and organizational insights to the team as we move forward.”
Ed Shapiro will continue to serve on our Board of Directors in the role of Lead Independent Director, and we thank him for his many years of service as Chairman of the Board.
Searchlight is a global private investment firm with offices in New York, London and Toronto. Searchlight seeks to invest in businesses where their long-term capital and strategic support accelerate value creation for all stakeholders. For more information, please visit www.searchlightcap.com.
About Global Eagle
Global Eagle is a leading provider of media, content, connectivity and data analytics to markets across air, sea and land. Global Eagle offers a fully integrated suite of rich media content and seamless connectivity solutions to airlines, cruise lines, commercial ships, high-end yachts, ferries and land locations worldwide. With approximately 1,500 employees and 50 offices on six continents, the Company delivers exceptional service and rapid support to a diverse customer base. Find out more at: www.GlobalEagle.com.