DGAP-Adhoc: Advanced Inflight Alliance AG: new major shareholder; business combination with Row 44 and Global Eagle

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| Source: Equity Story
Advanced Inflight Alliance AG  / Key word(s): Merger/Merger

08.11.2012 20:04

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
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Non-binding voluntary Translation

Ad hoc Announcement in accordance with Section
15 of the Securities Trade Act 

Advanced Inflight Alliance AG: new major shareholder; business combination
with Row 44 and Global Eagle

  - Global Eagle Acquisition Corp. to become new major shareholder

  - Global Eagle Acquisition Corp. to combine businesses of Advanced
    Inflight Alliance AG and Row 44 Inc.

Munich, November 8th, 2012 - PAR Investment Partners L.P., Boston, USA
('PAR'), the current major shareholder of Advanced Inflight Alliance AG
(ISIN DE0001262186, WKN 126218, Schellingstr. 35, 80799 Munich), has
informed Advanced Inflight Alliance AG that it has entered into a
conditional agreement with Global Eagle Acquisition Corp., Los Angeles,
USA, ('Global Eagle') regarding the sale of all of its 20,464,581 shares in
Advanced Inflight Alliance AG to Global Eagle. By closing of this
transaction, Global Eagle would become the Company's new major shareholder
holding approximately 86 percent of Advanced Inflight Alliance AG's shares.

Global Eagle is a US based publicly traded (Nasdaq) special purpose
acquisition company (SPAC), which focuses on the acquisition of one or more
media or entertainment businesses with high growth potential in the United
States or internationally. Global Eagle will purchase PAR's shares for a
calculated purchase price of EUR 5.50 per share, payable in shares of
non-voting common stock of Global Eagle.  By way of its shareholding in
Global Eagle, PAR will indirectly maintain its economic interest in
Advanced Inflight Alliance AG without being able to exert controlling
influence.
 
The sale of the shares is closely connected with a proposed merger between
Global Eagle and Row44 Inc., Westlake Village, USA ('Row 44'). Advanced
Inflight Alliance AG acquired a minority stake of approximately 12.5
percent in Row 44 in June 2012. As a shareholder of Row 44, Advanced
Inflight Alliance AG will receive shares of Global Eagle common stock in
the course of this transaction. The exact number of such shares will be
determined prior to closing.
 
Both transactions are conditional upon the approval of Global Eagle's
shareholders' meeting, among other customary closing conditions.  The
Global Eagle shareholders' meeting is expected to be held within the next
few months.
  
Advanced Inflight Alliance AG

Board of Directors


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Language:     English
Company:      Advanced Inflight Alliance AG
              Schellingstr. 35
              80799 München
              Germany
Phone:        +49 (0)89 613805-0
Fax:          +49 (0)89 613805-55
E-mail:       info@aialliance.com
Internet:     www.advanced-inflight-alliance.com
ISIN:         DE0001262186
WKN:          126218
Listed:       Regulierter Markt in Frankfurt (General Standard);
              Freiverkehr in Berlin, Düsseldorf, München, Stuttgart
 
End of Announcement                             DGAP News-Service
 
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