Item 8.01 Other Events


On June 15, 2017, Baltia Air Lines, Inc. dba USGlobal Airways (the “Company”) entered into a non-binding letter of intent with AerLine Holdings LLC (the “LOI”) for the exclusive right to acquire of all of the issued and outstanding shares of capital stock of Songbird Airways, Inc. (“Songbird”) for an aggregate purchase price of $6,200,000 (the “Acquisition”). to the terms of the LOI, at the time of closing, Songbird shall be debt free, it shall hold a valid and current air carrier certificate issued by the Federal Aviation Administration (the “FAA”), and it shall hold a valid certificate of public convenience and necessity issued by the Department of Transportation (the “DOT”) to conduct interstate and foreign charter air transportation with up to ten large aircraft. As of June 23, 2017, the Company has made a good-faith deposit of $1,000,000 with a third party escrow agent, which funds shall be fully refundable to the Company in the event that the Company and Songbird do not enter into a formal, definitive purchase agreement.

The Company is currently in the process of conducting its due diligence review of Songbird and has already confirmed the current status of Songbird’s FAA and DOT certificates. to the terms of the LOI, the closing of the Acquisition shall be no later than 90 days from the date of execution of the LOI. Each of the parties will bear its own costs and expenses incurred or to be incurred in connection with the negotiation and execution of the Acquisition documents.

There can be no assurances that the Company will enter into a definitive agreement with Songbird, and even if the Company does enter into such agreement, we may not consummate this purchase at all or on the terms discussed in the LOI.









Baltia Air Lines, Inc. (Baltia) is a development-stage company. The Company provides scheduled air transportation from the United States to Russia, the Baltic States and the Ukraine. Baltia is in Phase III of the FAA Air Carrier Certification. The Company has two trademarks: Baltia and Voyager Class. Baltia intends to commence scheduled non-stop service from its Base of Operations at Terminal 4, JFK Int’l Airport in New York to Pulkovo II Int’l Airport of St. Petersburg. The Company intends to provide nonstop passenger, cargo and mail service from JFK to St. Petersburg and from JFK to Riga, with online service to Minsk, Kiev and Tbilisi, as well as back up service to Moscow. It intends to operate as a Part 121 carrier, a heavy jet operator. Baltia intends to start the JFK-St. Petersburg service with one round-trip flight per week, then increase the frequency to over three round trips, and then to approximately five round trips.

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