Condensed Consolidating Financial Information | 12. CONDENSED CONSOLIDATING FINANCIAL INFORMATION In connection with the Company’s issuance of the 2013 8.00% Notes, certain of the Company’s 100% owned domestic subsidiaries (the “Guarantor Subsidiaries”), fully, unconditionally, jointly, and severally guaranteed the payment obligations under the 2013 8.00% Notes. The following financial information sets forth, on a consolidating basis, the balance sheets, statements of operations and statements of cash flows for Globalstar, Inc. (the “Parent Company”), for the Guarantor Subsidiaries and for the Parent Company’s other subsidiaries (the “Non-Guarantor Subsidiaries”). The condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include disclosures included in annual financial statements. The principal eliminating entries eliminate investments in subsidiaries, intercompany balances and intercompany revenues and expenses. Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 17,612 $ 9,356 $ 11,001 $ (16,488 ) $ 21,481 Subscriber equipment sales 67 2,291 1,350 (537 ) 3,171 Total revenue 17,679 11,647 12,351 (17,025 ) 24,652 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 6,128 1,425 3,173 (1,752 ) 8,974 Cost of subscriber equipment sales 34 1,717 427 (82 ) 2,096 Marketing, general and administrative 5,659 1,119 17,908 (15,196 ) 9,490 Depreciation, amortization and accretion 18,951 282 61 — 19,294 Total operating expenses 30,772 4,543 21,569 (17,030 ) 39,854 Income (loss) from operations (13,093 ) 7,104 (9,218 ) 5 (15,202 ) Other income (expense): Gain (loss) on equity issuance 742 — (36 ) — 706 Interest income and expense, net of amounts capitalized (8,755 ) (8 ) (69 ) 4 (8,828 ) Derivative gain 3,223 — — — 3,223 Equity in subsidiary earnings (1,933 ) (3,434 ) — 5,367 — Other (345 ) (100 ) 423 (2 ) (24 ) Total other income (expense) (7,068 ) (3,542 ) 318 5,369 (4,923 ) Income (loss) before income taxes (20,161 ) 3,562 (8,900 ) 5,374 (20,125 ) Income tax expense — 5 31 — 36 Net income (loss) $ (20,161 ) $ 3,557 $ (8,931 ) $ 5,374 $ (20,161 ) Comprehensive income (loss) $ (20,161 ) $ 3,557 $ (9,751 ) $ 5,373 $ (20,982 ) Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 16,938 $ 7,495 $ 9,425 $ (15,109 ) $ 18,749 Subscriber equipment sales 328 1,692 1,677 (610 ) 3,087 Total revenue 17,266 9,187 11,102 (15,719 ) 21,836 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 4,813 1,036 2,895 (1,153 ) 7,591 Cost of subscriber equipment sales 144 1,428 1,215 (609 ) 2,178 Marketing, general and administrative 5,174 532 16,845 (13,941 ) 8,610 Depreciation, amortization and accretion 18,772 220 281 (118 ) 19,155 Total operating expenses 28,903 3,216 21,236 (15,821 ) 37,534 Income (loss) from operations (11,637 ) 5,971 (10,134 ) 102 (15,698 ) Other income (expense): Gain on equity issuance 151 — — — 151 Interest income and expense, net of amounts capitalized (8,981 ) (9 ) (105 ) (10 ) (9,105 ) Derivative loss (1,344 ) — — — (1,344 ) Equity in subsidiary earnings (loss) (4,351 ) 3,047 — 1,304 — Other (785 ) (204 ) 276 (47 ) (760 ) Total other income (expense) (15,310 ) 2,834 171 1,247 (11,058 ) Income (loss) before income taxes (26,947 ) 8,805 (9,963 ) 1,349 (26,756 ) Income tax expense — — 191 — 191 Net income (loss) $ (26,947 ) $ 8,805 $ (10,154 ) $ 1,349 $ (26,947 ) Comprehensive income (loss) $ (26,947 ) $ 8,805 $ (10,808 ) $ 1,352 $ (27,598 ) Globalstar, Inc. Condensed Consolidating Balance Sheet As of March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 19,612 $ 689 $ 3,234 $ — $ 23,535 Accounts receivable 5,463 4,730 2,725 — 12,918 Intercompany receivables 918,869 697,182 38,410 (1,654,461 ) — Inventory 2,230 5,274 1,347 — 8,851 Prepaid expenses and other current assets 2,078 936 1,815 — 4,829 Total current assets 948,252 708,811 47,531 (1,654,461 ) 50,133 Property and equipment, net 1,019,154 3,808 4,389 5 1,027,356 Restricted cash 37,915 — — — 37,915 Intercompany notes receivable 8,500 — 6,436 (14,936 ) — Investment in subsidiaries (281,910 ) 75,608 36,861 169,441 — Intangible and other assets, net 16,103 108 2,327 (12 ) 18,526 Total assets $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,529 2,421 1,258 — 6,208 Accrued contract termination charge 18,727 — — — 18,727 Accrued expenses 14,932 6,203 6,384 — 27,519 Intercompany payables 654,878 761,024 238,520 (1,654,422 ) — Payables to affiliates 236 — — — 236 Deferred revenue 1,328 19,346 6,193 — 26,867 Total current liabilities 789,180 788,994 252,355 (1,654,422 ) 176,107 Long-term debt, less current portion 507,504 — — — 507,504 Employee benefit obligations 4,917 — — — 4,917 Intercompany notes payable 6,436 — 8,500 (14,936 ) — Derivative liabilities 277,946 — — — 277,946 Deferred revenue 5,560 286 14 — 5,860 Other non-current liabilities 1,066 326 4,799 — 6,191 Total non-current liabilities 803,429 612 13,313 (14,936 ) 802,418 Stockholders’ equity (deficit) 155,405 (1,271 ) (168,124 ) 169,395 155,405 Total liabilities and stockholders’ equity $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 Globalstar, Inc. Condensed Consolidating Balance Sheet As of December 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 7,259 $ 1,327 $ 1,644 $ — $ 10,230 Accounts receivable 5,938 6,340 2,941 — 15,219 Intercompany receivables 897,691 678,707 32,040 (1,608,438 ) — Inventory 2,266 4,354 1,473 — 8,093 Prepaid expenses and other current assets 1,570 955 2,063 — 4,588 Total current assets 914,724 691,683 40,161 (1,608,438 ) 38,130 Property and equipment, net 1,031,623 3,708 4,384 4 1,039,719 Restricted cash 37,983 — — — 37,983 Intercompany notes receivable 8,901 — 6,436 (15,337 ) — Investment in subsidiaries (280,557 ) 73,029 36,146 171,382 — Intangible and other assets, net 15,259 128 1,407 (12 ) 16,782 Total assets $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,624 3,490 1,385 — 7,499 Accrued contract termination charge 18,451 — — — 18,451 Accrued expenses 10,573 5,884 6,705 — 23,162 Intercompany payables 636,336 750,084 221,980 (1,608,400 ) — Payables to affiliates 309 — — — 309 Deferred revenue 1,576 19,304 5,599 — 26,479 Total current liabilities 766,419 778,762 235,669 (1,608,400 ) 172,450 Long-term debt, less current portion 500,524 — — — 500,524 Employee benefit obligations 4,883 — — — 4,883 Intercompany notes payable 6,435 — 8,901 (15,336 ) — Derivative liabilities 281,171 — — — 281,171 Deferred revenue 5,567 299 11 — 5,877 Other non-current liabilities 1,115 325 4,450 — 5,890 Total non-current liabilities 799,695 624 13,362 (15,336 ) 798,345 Stockholders’ equity (deficit) 161,819 (10,838 ) (160,497 ) 171,335 161,819 Total liabilities and stockholders’ equity $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by (used in) operating activities $ 4,000 $ (354 ) $ 1,664 $ — $ 5,310 Cash flows used in investing activities: Second-generation network costs (including interest) (2,274 ) — (26 ) — (2,300 ) Property and equipment additions (711 ) (284 ) (9 ) — (1,004 ) Purchase of intangible assets (748 ) — (36 ) — (784 ) Net cash used in investing activities (3,733 ) (284 ) (71 ) — (4,088 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 12,000 — — — 12,000 Proceeds from issuance of common stock and exercise of options and warrants 18 — — — 18 Net cash provided by financing activities 12,018 — — — 12,018 Effect of exchange rate changes on cash — — (3 ) — (3 ) Net increase (decrease) in cash, cash equivalents and restricted cash 12,285 (638 ) 1,590 — 13,237 Cash, cash equivalents and restricted cash, beginning of period 45,242 1,327 1,644 — 48,213 Cash, cash equivalents and restricted cash, end of period $ 57,527 $ 689 $ 3,234 $ — $ 61,450 Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by operating activities $ 1,175 $ 1,218 $ 210 $ — $ 2,603 Cash flows used in investing activities: Second-generation network costs (including interest) (1,560 ) — (38 ) — (1,598 ) Property and equipment additions (1,732 ) (1,136 ) (81 ) — (2,949 ) Purchase of intangible assets (361 ) (361 ) Net cash used in investing activities (3,653 ) (1,136 ) (119 ) — (4,908 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 6,500 — — — 6,500 Proceeds from issuance of common stock and exercise of options and warrants 28 — — — 28 Net cash provided by financing activities 6,528 — — — 6,528 Effect of exchange rate changes on cash — — 160 — 160 Net increase in cash, cash equivalents and restricted cash 4,050 82 251 — 4,383 Cash, cash equivalents and restricted cash, beginning of period 41,448 719 3,227 — 45,394 Cash, cash equivalents and restricted cash, end of period $ 45,498 $ 801 $ 3,478 $ — $ 49,777 |