Miami, Florida–(Newsfile Corp. – June 11, 2021) – Global Crossing Airlines Group Inc. (TSXV: JET) (OTCQB: JETMF) (the “Company” or “GlobalX“) is pleased to provide an update on the FAA Certification process and the Special Meeting of Shareholders scheduled for June 23, 2021, at 9:00 a.m. (Vancouver time) (the “Special Meeting“).
The Company continues to make steady progress on the completion of FAA certification process. The most recent milestone was the commencement of proving run flights on June 8th. These flights are projected to continue for an at least 2 weeks for US Flag carrier as well as supplemental charter certification (subject to FAA oversight and performance).
In addition, there has been progress with new contracts (subject to FAA Certification and DOT approval) and airplane acquisitions. GlobalX anticipates delivery of its third aircraft in September and fourth aircraft in October. Both aircraft are currently under LOI and with final inspections expected to be completed soon.
Special Meeting Update
One of the other certification milestones is confirmation of compliance with U.S. laws and regulations of the United States Department of Transportation (“DOT“) to ensure that the Company is under the actual control of U.S. citizens. The Company previously announced that it will be holding the Special Meeting to approve a reorganization of its share capital (the “Share Capital Reorganization“). A new class of non-voting shares will be created designated as the Class B Non-Voting Common Stock (the “Class B Non-Voting Shares“). All holders of Common Shares who are not U.S. citizens will have their Common Shares exchanged for Class B Non-Voting Shares. Except for the fact that the Class B Non-Voting Shares will be non-voting, in all other respects they will be identical to the Common Shares.
Upon completion of the Share Capital Reorganization the Company will have three classes of shares: (i) shares of Common Stock (“Common Shares“); (ii) Class A Non-Voting Common Stock (the “Class A Non-Voting Shares“); and (iii) the Class B Non-Voting Shares. Subject to the 25% voting limitation for Non-U.S. citizens set forth in the Company’s Bylaws, the Class A Non-Voting Shares and Class B Non-Voting Shares are convertible into Common Shares at the election of the holder. At the Special Meeting, shareholders will be asked to approve the Share Capital Reorganization. The Share Capital Reorganization resolution must be passed, with or without variation, by:
- at least 66 2/3 per cent of the votes cast by the holders of Common Shares, present in person or represented by proxy in respect of the Share Capital Reorganization resolution at the Special Meeting; and
- at least 50% per cent of the votes cast by the holders of Common Shares who are not U.S. citizens, control persons, affiliates, promoters, directors, officers or other insiders of the Company, present in person or represented by proxy in respect of the Share Capital Reorganization Resolution at the Meeting (the “Minority Approval”).
In determining the Minority Approval, the 11,443,787 Common Shares held by directors, officers and insiders of the Company will be excluded from voting, along with the shares held by US citizens which will be determined after final proxies are received. The Company does not have a “control person” as such term is defined in Ontario Securities Commission Rule 56-501.
After the completion of the Share Capital Reorganization, it is the Company’s expectation that the Common Shares and Class B Non-Voting Shares shall trade as separate classes on the TSX Venture Exchange. After the Share Capital Reorganization, non-US citizens will be permitted to purchase Common Shares on the TSX Venture Exchange. The Company estimates that it will have outstanding 21,429,380 Common Shares, 5,537,313 Class A Non-Voting Shares and 19,543,040 Class B Non-Voting Shares.
For further details please refer to a copy of the Notice of Meeting, Information Circular, Proxy and Voting Instruction form (collectively, the “Meeting Materials”) that are available on the Company’s SEDAR profile at www.sedar.com.
In accordance with the stock option plan approved in 2020 by the GlobalX board authorizing 5.4 million shares, the Company has also issued a total of 790,000 restricted share units (“RSUs”) to directors, officers, employees and consultants. This represents 14% of the total authorized number of options/RSU’s which can be issued under the plan. To date 43% have been issued in total. The RSUs vest annually in three installments over a three year period from the date of grant.
About Global Crossing Airlines Group
GlobalX is a US 121 domestic flag and supplemental airline now in FAA certification using the Airbus A320 family aircraft. GlobalX has taken delivery of one A320 and one A321 aircraft as it prepares for revenue operations. Subject to FAA and DOT approvals, GlobalX intends to fly as an ACMI and wet lease charter airline serving the US, Caribbean and Latin American markets. For more information please visit www.globalxair.com.
For more information, please contact:
EVP and CFO
Global Crossing Airlines
786- 751-8503 (O)
The Howard Group Inc.
Toll Free: 1-888-221-0915
Cautionary Note Regarding Forward-Looking Information
This news release contains “forward-looking information” concerning anticipated developments and events that may occur in the future. Forward-looking information contained in this news release includes, but is not limited to, the Company’s intention to fly as an ACMI and wet lease charter airline, the destinations of its intended charter flights, the timeline to commencement of its charter flights, the completion of the FAA certification process and the completion of the Share Capital Reorganization.
In certain cases, forward-looking information can be identified by the use of words such as “plans”, “expects” “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or ” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the receipt of financing to commence airline operations, the accuracy, reliability and success of GlobalX’s business model; the timely receipt of governmental approvals; GlobalX concluding a definitive agreement for the Aircraft; the timely commencement of operations by GlobalX and the success of such operations; the legislative and regulatory environments of the jurisdictions where GlobalX will carry on business or have operations; the impact of competition and the competitive response to GlobalX’s business strategy; shareholder approval of the Share Capital Reorganization, and the availability of aircraft. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks related to, the ability to obtain financing at acceptable terms, the impact of general economic conditions, domestic and international airline industry conditions, the failure of the Company to conclude a definitive agreement to acquire the Aircraft, the impact of the global uncertainty created by COVID-19, future relations with shareholders, volatility of fuel prices, increases in operating costs, terrorism, pandemics, natural disasters, currency fluctuations, interest rates, risks specific to the airline industry, the ability of management to implement GlobalX’s operational strategy, the ability to attract qualified management and staff, labour disputes, regulatory risks, including risks relating to the acquisition of the necessary licenses and permits, and the additional risks identified in the “Risk Factors” section of the Company’s reports and filings with applicable Canadian securities regulators. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update any forward-looking information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.