0000905148-23-000805.txt : 20230831 0000905148-23-000805.hdr.sgml : 20230831 20230831100350 ACCESSION NUMBER: 0000905148-23-000805 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230802 FILED AS OF DATE: 20230831 DATE AS OF CHANGE: 20230831 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXAR CAPITAL MANAGEMENT L.P. CENTRAL INDEX KEY: 0001650781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56409 FILM NUMBER: 231227313 BUSINESS ADDRESS: STREET 1: 402 W 13TH STREET STREET 2: FLOOR 5 CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 212.356.6130 MAIL ADDRESS: STREET 1: 402 W 13TH STREET STREET 2: FLOOR 5 CITY: NEW YORK STATE: NY ZIP: 10014 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Axar GP, LLC CENTRAL INDEX KEY: 0001673869 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56409 FILM NUMBER: 231227314 BUSINESS ADDRESS: STREET 1: C/O AXAR CAPITAL MANAGEMENT, LP STREET 2: 402 W 13TH STREET, FLOOR 5 CITY: NEW YORK STATE: NY ZIP: 10014 BUSINESS PHONE: 212-356-6130 MAIL ADDRESS: STREET 1: C/O AXAR CAPITAL MANAGEMENT, LP STREET 2: 402 W 13TH STREET, FLOOR 5 CITY: NEW YORK STATE: NY ZIP: 10014 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Axelrod Andrew CENTRAL INDEX KEY: 0001673921 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56409 FILM NUMBER: 231227315 MAIL ADDRESS: STREET 1: C/O AXAR CAPITAL MANAGEMENT, LP STREET 2: 402 W 13TH STREET, FLOOR 5 CITY: NEW YORK STATE: NY ZIP: 10014 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Global Crossing Airlines Group Inc. CENTRAL INDEX KEY: 0001846084 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 981350261 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4200 NW 36TH STREET, BUILDING 5A STREET 2: MIAMI INT'L AIRPORT, 4TH FLOOR CITY: MIAMI STATE: FL ZIP: 33166 BUSINESS PHONE: 7867518503 MAIL ADDRESS: STREET 1: 4200 NW 36TH STREET, BUILDING 5A STREET 2: MIAMI INT'L AIRPORT, 4TH FLOOR CITY: MIAMI STATE: FL ZIP: 33166 3 1 form3.xml X0206 3 2023-08-02 0 0001846084 Global Crossing Airlines Group Inc. JETMF 0001673921 Axelrod Andrew C/O AXAR CAPITAL MANAGEMENT L.P. 402 W 13TH STREET, FLOOR 5 NEW YORK NY 10014 true true 0001673869 Axar GP, LLC C/O AXAR CAPITAL MANAGEMENT L.P. 402 W 13TH STREET, FLOOR 5 NEW YORK NY 10014 true true 0001650781 AXAR CAPITAL MANAGEMENT L.P. C/O AXAR CAPITAL MANAGEMENT L.P. 402 W 13TH STREET, FLOOR 5 NEW YORK NY 10014 true true Warrants to purchase Common Stock 1 2023-08-02 2030-06-30 Common Stock 5000000 I See footnotes Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Andrew Axelrod serves as the sole member of Axar GP, LLC, a Delaware limited liability company (the "GP"), which is the general partner of Axar Capital Management, L.P., a Delaware limited partnership, that serves as the investment manager (the "Investment Manager") to certain funds and/or managed accounts (collectively, the "Axar Vehicles"), with respect to these warrants (and any common stock received upon exericise thereof) held by the Axar Vehicles. Exhibit No. 24.1 Power of Attorney. Because Mr. Axelrod serves on the board of directors of the Issuer as a representative of the Reporting Persons, each of the Investment Manager and the GP may be deemed a director of the Issuer by deputization of Mr. Axelrod. /s/ Martin T. Schrier, as Attorney-in-Fact for Andrew Axelrod 2023-08-31 AXAR CAPITAL MANAGEMENT, L.P., By: Axar GP LLC, its general partner, By: /s/ Andrew Axelrod, its Sole Member 2023-08-31 AXAR GP LLC, By: /s/ Andrew Axelrod, its Sole Member 2023-08-31 EX-24.1 2 poa.htm

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby constitutes and appoints Martin T. Schrier as the undersigned’s true and lawful attorney-in-fact to:

1.
execute for and on behalf of the undersigned, in the undersigned’s capacity as a director of Global Crossing Airlines Group, Inc. (the “Company”), Forms 3, 4 and 5 (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder;

2.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any securities exchange or similar authority, including without limitation the execution and filing of a Form ID or any other documents necessary or appropriate to enable the undersigned to file the Forms 3, 4 and 5 electronically with the SEC; and

3.
take any other action in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by or for, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in- fact’s discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted.

The undersigned acknowledges that such attorney-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Exchange Act.

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to such attorney-in-fact.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of this 30th day of August, 2023.


                    Signed and acknowledged:


                                /s/ Andrew Axelrod     
                      Andrew Axelrod














































[Signature Page to Limited Power of Attorney for Section 16 Reporting Obligations]