SCHEDULE 13D/A: Red Oak Partners Discloses 21.4% Stake in Global Crossing Airlines Group Inc.

Investment firm Red Oak Partners and its affiliates have disclosed a significant 21.4% beneficial ownership stake in Global Crossing Airlines Group Inc., signaling a strategic investment.

Summary

• Red Oak Partners, LLC, along with its managed funds, The Red Oak Fund, L.P. and The Red Oak Long Fund, L.P., and controlling member David Sandberg, have collectively reported beneficial ownership of 9,642,167 shares of Global Crossing Airlines Group Inc. common stock.
• This aggregate ownership represents 21.4% of the Issuer's outstanding common stock, based on 43,906,185 shares outstanding as of November 1, 2024.
• The Red Oak Fund, L.P. beneficially owns 6,327,887 shares (14.0%), and The Red Oak Long Fund, L.P. beneficially owns 3,314,280 shares (7.3%).
• The shares were acquired for investment purposes using working capital totaling $9,565,880.
• Recent transactions on February 20, 2025, included the purchase of 800,000 common shares at $0.729 per share, 5,537,313 Class A Non-Voting Common Stock at $0.729 per share, 1,200,000 Class B Non-Voting Common Stock at $0.699 per share, and 7,537,313 warrants at $0.010 per warrant, all through a private transaction.
• The reporting persons also hold Class A and Class B Non-Voting Common Stock and warrants, which are convertible into common shares but are subject to a 4.99% non-citizen limitation upon exercise, meaning they cannot exercise if it would result in beneficial ownership exceeding 4.99% of outstanding common stock.

Sentiment

Score: 7

Explanation: The sentiment is positive due to a significant investment by a reputable firm, indicating confidence in the Issuer. While the filing itself is factual, the underlying action of a large stake acquisition is generally seen favorably by the market.

Positives

• A significant investment by an established investment firm like Red Oak Partners can signal confidence in Global Crossing Airlines Group Inc.'s future prospects.
• The acquisition of a substantial stake (21.4%) by a single group of investors may provide stability to the shareholder base and potentially align interests for long-term growth.
• The stated purpose of the transaction is for investment, indicating a belief in the Issuer's value proposition.

Negatives

• The filing does not present any explicit negatives regarding the company's performance or outlook; it primarily details an ownership change.

Risks

• The reporting persons reserve the right to change their investment intentions, including acquiring more shares, disposing of all or a portion of their holdings, or taking other actions, which could introduce volatility.
• The Class A and Class B Non-Voting Common Stock and warrants are subject to a 4.99% non-citizen limitation upon exercise, which could restrict the full conversion of these securities into common stock if it breaches the beneficial ownership threshold.

Future Outlook

The Reporting Persons intend to regularly review their investment in Global Crossing Airlines Group Inc. and may, at any time, acquire additional securities, dispose of existing holdings, or take other actions. They also reserve the right to engage in communications with the Issuer's shareholders, officers, and board members regarding the company.

Industry Context

This filing indicates a significant investment by a private investment vehicle in an airline group. Such investments can reflect a belief in the recovery or growth potential of the aviation sector, particularly for specific niche or regional carriers like Global Crossing Airlines Group Inc. It suggests that institutional investors are actively positioning themselves within the industry.

Comparison to Industry Standards

• This document is a Schedule 13D filing, which reports a significant ownership stake by an investor. It does not contain financial performance data of Global Crossing Airlines Group Inc. that would allow for direct comparison to industry financial standards or specific comparable companies' results (e.g., revenue per passenger mile, load factors, operational efficiency metrics).
• The filing focuses on the investor's position and intent, rather than the operational or financial benchmarks of the airline industry itself. Therefore, a direct comparison to industry standards for company performance is not applicable based on the content provided.

Legal Proceedings

• None of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws in the last five years.

Stakeholder Impact

• Shareholders: The significant stake by Red Oak Partners could lead to increased oversight, potential strategic changes, or a more active shareholder base, which might influence share price and long-term value.
• Management: The Reporting Persons may seek to engage in communications with management and the board, potentially influencing strategic decisions or corporate governance.

Next Steps

• The Reporting Persons will continue to review their investment in Global Crossing Airlines Group Inc. on a regular basis.
• They may acquire additional securities or dispose of existing holdings in the future.
• They may engage in communications with the Issuer's shareholders, officers, and/or board members.

Key Dates

Recommendation

Keywords

Global Crossing Airlines Group Inc., Red Oak Partners, Schedule 13D, Beneficial Ownership, Investment, Common Stock, Shareholder, Airlines, SEC Filing, Private Investment