SCHEDULE 13D: Activist Investor Galloway Capital Partners Discloses 4.33% Stake in Global Crossing Airlines, Urges Strategic Review

Galloway Capital Partners, holding a 4.33% stake in Global Crossing Airlines Group, Inc., believes the company's shares are significantly undervalued and is urging management to explore strategic transactions to enhance shareholder value.

Summary

• Galloway Capital Partners, LLC and its affiliates (Galloway) have been shareholders of Global Crossing Airlines Group, Inc. (Global Crossing or the Company) for almost one year.
• Galloway currently owns 4.33% of Global Crossing Airlines Group, Inc.'s shares outstanding, totaling 2,734,000 shares.
• Based on their analysis, Galloway believes the Company's share price is significantly undervalued and trading at a significant discount.
• Galloway's experienced team seeks to work collaboratively with Global Crossing's management and Board to enhance shareholder value.
• Galloway urges the Company to engage an investment bank or advisor to explore strategic transactions, which may include an acquisition, merger, sale, or a going private transaction.
• The shares were acquired through open market purchases from August 2024 through May 2025, with an approximate aggregate purchase price of $0.694 per share.
• The 4.33% ownership percentage is calculated based on 63,861,995 shares of Common Stock outstanding as of May 2, 2025, as reported in the Issuer's Form 10-Q filed on May 8, 2025.

Sentiment

Score: 7

Explanation: Galloway Capital Partners expresses a strong belief that Global Crossing Airlines Group, Inc. is significantly undervalued and is actively seeking to engage management to unlock shareholder value through strategic transactions, indicating a positive outlook on the potential for improvement and upside.

Positives

• Galloway Capital Partners believes Global Crossing Airlines Group, Inc.'s share price is significantly undervalued, suggesting potential for substantial upside.
• An experienced team from Galloway Capital Partners is actively seeking to collaborate with the Company's management and Board to enhance shareholder value.
• The call for exploring strategic alternatives such as acquisition, merger, sale, or going private could unlock significant value for existing shareholders.

Negatives

• The Company's share price is currently believed by Galloway Capital Partners to be significantly undervalued and trading at a significant discount.

Risks

• The primary risk highlighted is the Company's share price being significantly undervalued and trading at a significant discount, implying a risk of continued undervaluation if no strategic actions are taken.
• There is an inherent risk that the Company's management and Board may not agree with or successfully implement the strategic alternatives proposed by Galloway Capital Partners.

Future Outlook

Galloway Capital Partners intends to continuously review its investment in Global Crossing Airlines Group, Inc., potentially acquiring additional securities or selling existing holdings. They plan to engage with the Board and management to discuss the Issuer's performance, operations, management, governance (including potential Board changes), capital allocation policies, and strategy. They may also propose or consider various strategic actions, including those described in Item 4 of Schedule 13D.

Management Comments

• "Galloway Capital Partners, LLC and its affiliates (Galloway) have been shareholders of Global Crossing Airlines Group, Inc. (Global Crossing or the Company) for almost one year an own 4.33% of the shares outstanding."
• "Based on our analysis, we believe the Companys share price is significantly undervalued."
• "Our experienced team seeks to work with management and the Board to enhance shareholder value."
• "We also urge you to engage the services of an investment bank or advisor to explore transactions to create shareholder value which may include an acquisition, merger, sale, or a going private."
• "The Reporting Persons believe the Company's share price is undervalued and trading at a significant discount and management should take steps to increase shareholder value."

Industry Context

This filing exemplifies shareholder activism, a common strategy where an investor takes a notable stake and publicly advocates for changes to unlock perceived value. Such actions are prevalent in industries where companies may be seen as underperforming or having untapped potential. In the airline sector, this could prompt a re-evaluation of operational efficiencies, fleet strategy, or market positioning, potentially leading to significant corporate restructuring or M&A activity.

Comparison to Industry Standards

• The document does not provide specific comparable companies, projects, or results to assess Global Crossing Airlines Group, Inc. against industry standards.
• Galloway Capital Partners' belief that the Company's share price is 'significantly undervalued' and 'trading at a significant discount' implies a negative assessment relative to its intrinsic value or potentially industry peers, but no specific data or benchmarks are provided to support this comparison.

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if strategic alternatives are successfully pursued; potential for increased stock price volatility due to activist involvement.
• Management/Board: Increased scrutiny and pressure to consider and potentially implement strategic changes.
• Employees: Potential impact from strategic transactions (e.g., merger, acquisition, sale) which could lead to restructuring or changes in operations and employment.

Next Steps

• Galloway Capital Partners intends to engage the Board and management of Global Crossing Airlines Group, Inc. to discuss performance, operations, management, governance, capital allocation, and strategy.
• Galloway Capital Partners urges the Company to engage an investment bank or advisor to explore strategic transactions.
• Exploration of transactions to create shareholder value, including acquisition, merger, sale, or going private.
• Galloway Capital Partners may acquire additional securities of the Issuer or retain or sell all or a portion of their current holdings.
• Galloway Capital Partners may consider, explore, and/or develop plans and/or make proposals regarding the Issuer's future direction.

Key Dates

Recommendation

Keywords

Shareholder activism, Undervaluation, Strategic alternatives, Merger, Acquisition, Going private, Global Crossing Airlines Group Inc., Galloway Capital Partners, Schedule 13D, Common Stock