ORBCOMM, Inc. (NasdaqGS:ORBC) entered into a definitive agreement to acquire SkyWave Mobile Communications from Inmarsat Group Ltd. and others for $130 million on November 1, 2014. Under the terms of the agreement, SkyWave will be acquired for $130 million, $122.5 million of which is to be in cash provided by ORBCOMM and $7.5 million in the form of a promissory note to Inmarsat for a portion of its interest in SkyWave, to be offset by a payment due from Inmarsat under a separate commercial agreement. In connection with the arrangement, ORBCOMM will also enter into an escrow agreement with an escrow agent, pursuant to which $10.6 million will be held in escrow to cover certain SkyWave indemnity obligations. ORBCOMM expects to fund the payment of the cash portion of the purchase price and expenses incurred in connection with the acquisition through a combination of existing cash on its balance sheet, additional borrowings under its credit agreement with Macquarie CAF LLC and net proceeds from a public offering of shares of its common stock. The deal will be terminated if not complete on or before March 31, 2015.

As of December 31, 2013, SkyWave Mobile Communications reported total revenues of $57.96 million, net income of $4.97 million, total assets of $74.17 million and net assets of $58.15 million. The transaction is subject to the approval by the shareholders of SkyWave Mobile, execution of Dissident's Rights, execution of escrow agreement and resignation of SkyWave Mobile Communication's directors. The acquisition, which has been unanimously approved by the Boards of Directors of ORBCOMM and SkyWave Mobile, is subject to receipt of required regulatory approvals. The acquisition is expected to close on or about January 1, 2015. Robert Hansen of McCarthy Tétrault LLP acted as a legal advisor to ORBCOMM INC. Randy Taylor of LaBarge Weinstein LLP acted as the legal advisor of SkyWave Mobile Communications. Raymond James acted as a financial advisor to ORBCOMM INC. Milbank, Tweed, and Hadley & McCloy acted as a legal advisor to ORBCOMM INC. William Blair & Company acted as the financial advisor for Skywave Mobile Communications. Chuck Burgess from The Abernathy MacGregor Group and Barry Bucklin from Hardman Group acted as PR advisors for ORBCOMM.

ORBCOMM, Inc. (NasdaqGS:ORBC) completed the acquisition of SkyWave Mobile Communications from Inmarsat Group Ltd. and others on January 1, 2015.