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Convertible, Redeemable Preferred Stock, Stock Options, Common Stock and Warrants (Tables)
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6 Months Ended |
|
Jun. 30, 2013
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| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
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| Schedule of Convertible, Redeemable Preferred Stock |
The following is a summary of activity of Row 44's convertible, redeemable preferred stock for the six months ended June 30, 2013 (in thousands):
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Row 44 Preferred Stock |
Series A-1 |
Series A-2 |
Series B-1 |
Series B-2 |
Series C-1 |
Series C-2 |
Total |
Balance - January 1, 2013 |
$ |
9,245 |
|
$ |
21,454 |
|
$ |
27,488 |
|
$ |
19,981 |
|
$ |
24,535 |
|
$ |
19,837 |
|
$ |
122,540 |
|
Cumulative dividends |
60 |
|
139 |
|
179 |
|
129 |
|
170 |
|
141 |
|
818 |
|
Accretion of preferred stock |
— |
|
— |
|
— |
|
— |
|
57 |
|
67 |
|
124 |
|
Conversion to common stock |
(9,305 |
) |
(21,593 |
) |
(27,667 |
) |
(20,110 |
) |
(24,762 |
) |
(20,045 |
) |
(123,482 |
) |
Balance - June 30, 2013 |
$ |
— |
|
$ |
— |
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$ |
— |
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$ |
— |
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$ |
— |
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$ |
— |
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$ |
— |
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| Schedule of Stock Options, Valuation Assumptions |
Fair values of the stock options were determined using the Black-Scholes model and the following level 3 assumptions:
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Expected life (in years) |
4.87 |
|
Risk-free interest rate |
0.77 |
% |
Expected stock volatility |
50.00 |
% |
Expected dividend yield |
— |
% |
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| Schedule of Share-based Compensation, Stock Options, Activity |
Stock option activity for six months ended June 30, 2013 is as follows:
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Row 44 2011 Equity Incentive Plan |
Shares |
Weighted Average Exercise Price |
Weighted Average Remaining Contractual Term (in years) |
Aggregate Intrinsic Value |
Outstanding at January 1, 2013 |
43,686,492 |
|
$ |
0.11 |
|
7.95 |
$ |
9,187 |
|
Granted |
— |
|
— |
|
— |
— |
|
Exercised-cashless (Global Eagle) |
(40,644,825 |
) |
0.11 |
|
— |
— |
|
Exercised-cash |
(225,000 |
) |
0.10 |
|
— |
— |
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Forfeited |
(2,816,667 |
) |
0.10 |
|
— |
— |
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Outstanding - January 31, 2013 |
— |
|
$ |
— |
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— |
$ |
— |
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Global Eagle Stock Option Plan |
Shares |
Weighted Average Exercise Price |
Weighted Average Remaining Contractual Term (in years) |
Aggregate Intrinsic Value |
Outstanding at January 31, 2013 |
— |
|
$ |
— |
|
— |
$ |
— |
|
Granted |
4,050,000 |
|
9.92 |
|
4.87 |
549,250 |
|
Exercised |
— |
|
— |
|
— |
— |
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Forfeited |
— |
|
— |
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— |
— |
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Outstanding at June 30, 2013 |
4,050,000 |
|
9.92 |
|
4.68 |
549,250 |
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Exercisable at June 30, 2013 |
25,000 |
|
10.00 |
|
4.64 |
9,000 |
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Expected to vest at June 30, 2013 |
4,025,000 |
|
$ |
9.92 |
|
4.68 |
$ |
540,250 |
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| Schedule of Share-based Compensation, Stock Options, by Exercise Price Range |
The following is a summary of the Company's stock options outstanding at June 30, 2013:
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Exercise Price |
Number Outstanding |
Weighted Average Remaining Contractual Term (in years) |
Number Exercisable |
Weighted Average Exercise Price |
$ |
10.00 |
|
2,325,000 |
|
4.59 |
25,000 |
|
$ |
10.00 |
|
$ |
9.87 |
|
700,000 |
|
4.99 |
— |
|
— |
|
$ |
9.79 |
|
1,025,000 |
|
4.68 |
— |
|
— |
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|
4,050,000 |
|
4.68 |
25,000 |
|
$ |
10.00 |
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| Schedule of Share-based Compensation Expense Allocation |
Stock-based compensation expense related to all employee and non-employee stock-based awards was as follows for the three and six months ended June 30, 2013 and 2012 (in thousands):
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Three Months Ended |
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Six Months Ended |
|
June 30, |
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June 30, |
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2013 |
2012 |
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2013 |
2012 |
Stock-based compensation expense: |
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Cost of services |
$ |
— |
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$ |
— |
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$ |
— |
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$ |
— |
|
Sales and marketing expenses |
— |
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— |
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— |
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— |
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Product development |
— |
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16 |
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|
— |
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32 |
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General and administrative |
496 |
|
443 |
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|
1,376 |
|
643 |
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Total stock-based compensation expense |
$ |
496 |
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$ |
459 |
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$ |
1,376 |
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$ |
675 |
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| Schedule of Share-based Compensation, Warrants, by Exercise Price Range |
In conjunction with the Business Combination and on January 31, 2013, the Company converted 21,062,500 Row 44 warrants to warrants to purchase up to 721,600 shares of Global Eagle common stock. The following is a summary of all Row 44 warrants (exercise price per warrant and number of warrants presented using the conversion ratio to Global Eagle common stock used in the Row 44 Merger) outstanding at June 30, 2013:
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Weighted Average Exercise Price per Warrant (as converted) |
Number of Warrants (as converted) |
Weighted Average Remaining Life (in years) |
Common stock warrants |
$ |
9.45 |
|
721,600 |
|
3.62 |
Series C Preferred stock warrants |
$ |
8.74 |
|
734,451 |
|
3.94 |
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Row 44 Warrants
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| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
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| Schedule of Share-based Compensation, Warrants, Activity |
The following is a summary of activity for Row 44 warrants for common stock convertible into GEE common stock for the six months ended June 30, 2013:
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Row 44 Warrants for Common Stock - Upon Exercise Convertible to Global Eagle Common Stock |
Number of Warrants |
Weighted Average Exercise price |
Weighted Average Remaining Contractual Term (in years) |
Outstanding - January 1, 2013 |
84,612,107 |
|
$ |
0.0801 |
|
4.92 |
Granted |
2,414,524 |
|
— |
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Exercised |
(65,964,131 |
) |
0.0001 |
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Forfeited |
— |
|
— |
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Outstanding - January 31, 2013 |
21,062,500 |
|
0.3214 |
|
4.03 |
Granted |
— |
|
— |
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Exercised |
— |
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— |
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Forfeited |
— |
|
— |
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Outstanding - June 30, 2013 |
21,062,500 |
|
0.3214 |
|
3.62 |
Exercisable at June 30, 2013 |
21,062,500 |
|
0.3214 |
|
3.62 |
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Global Eagle Acquisition Warrants
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|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] |
|
| Schedule of Share-based Compensation, Warrants, Activity |
The following is a summary of Global Eagle warrants for the three and six months ended June 30, 2013:
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Global Eagle Warrants |
Number of Warrants |
Weighted Average Exercise price |
Weighted Average Remaining Contractual Term (in years) |
Outstanding at January 31, 2013 |
25,992,500 |
|
$ |
11.50 |
|
5.00 |
Granted |
666,667 |
|
11.50 |
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|
Exercised |
— |
|
— |
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Purchased |
(500,000 |
) |
11.50 |
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Forfeited |
— |
|
— |
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|
Outstanding and exercisable at June 30, 2013 |
26,159,167 |
|
$ |
11.50 |
|
4.59 |
|