v3.26.1
Capital Commitments
12 Months Ended
Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Capital Commitments

7. CAPITAL COMMITMENTS

GEM Global Yield LLC SCS

On May 4, 2020, the Company entered into an agreement with GEM Global Yield LLC SCS (“GEM”), to provide the Company with up to CAD $100.0 million over a 36-month term following the closing of the transaction (the “Facility”). The CAD $100.0 million is in the form of a capital commitment that allows the Company to draw down funds during the 36-month term by issuing shares to GEM (or such persons as it may direct) and subject to share lending arrangement(s) being in place. On July 8, 2020, the TSX Venture Exchange provided approval for the Facility.

The Company entered into a promissory note to pay GEM Yield Bahamas Limited a fee equal to two percent (2%) of the aggregate amount of the facility (i.e. CAD $2.0 million or approximately USD $1.4 million). The fee is payable, whether or not any draw down notices have been delivered. The note bears interest at 5% above the base rate of Barclays Bank PLC as per the promissory note. The note was recorded as a deferred finance cost on the Consolidated Balance Sheets.

In addition, on July 10, 2020, pursuant to the terms of the Facility, the Company issued 2,106,290 warrants to GEM exercisable at a price of CAD $0.50 per share until May 4, 2023. On October 1, 2021, GEM filed initial pleadings in the Supreme Court of the State of New York, County of New York, claiming the Company breached the share subscription agreement between the parties by failing to pay a $0.5 million fee due on May 4, 2021. GEM requested repayment in full of the CAD $2.0 million promissory note issued by the Company to GEM plus accrued interest and costs and expenses related to collection. On January 18, 2023, the Court granted summary judgment in favor of GEM. On March 29, 2023, Global Crossing Airlines and GEM entered a final settlement which included a payment plan for the CAD $2.0 million free of interest and costs and expenses related to collection over nine months plus the extension of the agreement for 12 months. Upon final payment GEM agreed to file a satisfaction of judgment in County of New York, effectively settling this issue. GlobalX made payments due under the settlement agreement and the Company had no outstanding balance as of December 31, 2024. In addition, the Company expensed the full outstanding amount capitalized as deferred financing costs of $2.8 million as of December 31, 2023.

On March 4, 2024, Global Crossing Airlines and GEM decided to extend the Facility by 12 months. On March 4, 2025, Global Crossing Airlines and GEM decided not to extend the length of the Facility by an additional term and the Facility expired.