Published: April 01, 2011
Intelsat Announces Successful Receipt of Requisite Consents Relating to Certain Intelsat Notes and Extension of Consent Time for All Consent Solicitations
LUXEMBOURG - (BUSINESS WIRE) - Intelsat S.A. today announced that its subsidiaries, Intelsat Jackson
Holdings S.A. ("Intelsat Jackson" ), Intelsat Intermediate Holding
Company S.A. ("Intermediate Holdco" ) and Intelsat Subsidiary Holding
Company S.A. ("Intelsat Sub Holdco" ), have each received the requisite
consents to amend certain terms of the applicable indentures governing
certain of its notes in connection with previously announced Tender
Offers and Consent Solicitations (each as defined below). The amendments
amend each of the indentures, among other things, to eliminate
substantially all of the restrictive covenants, certain events of
default and certain other provisions contained in the applicable
indentures.
In addition, each of Intelsat Jackson, Intermediate Holdco and Intelsat
Sub Holdco has extended the consent time for its previously announced
Tender Offers and Consent Solicitations from 5:00 p.m., New York City
time, on Friday, April 1, 2011 to 5:00 p.m., New York City time, on
Monday, April 4, 2011 (the "Consent Time" ).
As previously announced, on March 21, 2011:
-
Intelsat Jackson commenced tender offers (the "Intelsat Jackson Tender
Offers" ) to purchase for cash any and all of its outstanding $55.0
million aggregate principal amount of 9¼% Senior Notes due 2016 (CUSIP
No. 45820EAU6) (the "9¼% Intelsat Jackson Notes" ) and any and all of
its outstanding $284.6 million aggregate principal amount of 11½%
Senior Notes due 2016 (CUSIP No. 458207AC1) (the "11½% Intelsat
Jackson Notes" , and together with the 9¼% Intelsat Jackson Notes, the
"Intelsat Jackson Notes" );
-
Intermediate Holdco commenced a tender offer (the "Intermediate Holdco
Tender Offer" ) to purchase for cash any and all of its outstanding
$481.0 million aggregate principal amount at maturity of 9½% Senior
Discount Notes due 2015 (CUSIP No. 458206AC3) (the "Intermediate
Holdco Notes" ); and
-
Intelsat Sub Holdco commenced tender offers (the "Intelsat Sub Holdco
Tender Offers" ) to purchase for cash any and all of its outstanding
$625.3 million aggregate principal amount of 8½% Senior Notes due 2013
(CUSIP No. 45822EAH3) (the "8½% Intelsat Sub Holdco Notes" ), any and
all of its outstanding $681.0 million aggregate principal amount of
8â
% Senior Notes due 2015 (CUSIP No. 45822EAJ9) (the "8â
% Intelsat Sub
Holdco Notes" ) and any and all of its outstanding $400.0 million
aggregate principal amount of 8â
% Senior Notes due 2015, Series B
(CUSIP Nos. 45822EAK6 and G4894TAA8) (the "8â
% Intelsat Sub Holdco
Notes, Series B" and together with the 8½% Intelsat Sub Holdco Notes
and the 8â
% Intelsat Sub Holdco Notes, the "Intelsat Sub Holdco
Notes" ).
The foregoing tender offers are collectively referred to herein as the
"Tender Offers" and the Intelsat Jackson Notes, the Intermediate Holdco
Notes and the Intelsat Sub Holdco Notes are collectively referred to
herein as the "Notes."
As of the date hereof, Intelsat Jackson, Intermediate Holdco and
Intelsat Sub Holdco have collectively received tenders of approximately
$1.8 billion aggregate principal amount of the Notes, or approximately
72% of the aggregate principal amount of the outstanding Notes, in
connection with the Tender Offers.
In connection with each Tender Offer, Intelsat Jackson, Intermediate
Holdco and Intelsat Sub Holdco, as applicable, are also soliciting the
consent of the holders of the applicable Notes to certain proposed
amendments to the indenture governing such Notes, among other things, to
eliminate substantially all of the restrictive covenants, certain events
of default and certain other provisions contained in the applicable
indentures (collectively, the "Consent Solicitations" ).
Holders of the Notes who validly tender their Notes at or prior to the
Consent Time will be eligible to receive the tender offer consideration
applicable to such Notes plus the consent fee of $30 per $1,000
principal amount of Notes, in addition to accrued and unpaid interest on
such Notes up to, but not including, the settlement date.
The withdrawal deadline relating to each of the Tender Offers occurred
at 5:00 p.m., New York City time, on Friday, April 1, 2011. Notes
previously tendered and Notes that are tendered after the withdrawal
deadline may not be withdrawn, except as required by law. Each of the
Tender Offers is scheduled to expire at 11:59 p.m., New York City time,
on Friday, April 15, 2011 (the "Expiration Time" ), unless extended or
earlier terminated.
Each of Intelsat Jackson, Intermediate Holdco and Intelsat Sub Holdco
has been advised by Global Bondholder Services Corporation, as the
Depositary for the Tender Offers and Consent Solicitations, that, as of
the date hereof, each of the Consent Solicitations was successful in
that consents were delivered and not revoked in respect of at least a
majority in aggregate principal amount of each series of the Notes. As a
result, each of Intelsat Jackson, Intermediate Holdco and Intelsat Sub
Holdco has entered into a supplemental indenture with Wells Fargo Bank,
National Association, as trustee, to implement the amendments in respect
of each applicable indenture.
Upon the terms and conditions described in each Offer to Purchase and
Consent Solicitation Statement, payment for Notes accepted for purchase
will be made (1) with respect to Notes validly tendered and not validly
withdrawn at or prior to the Consent Time, promptly after such
acceptance for purchase (which is currently expected to be on or around
Tuesday, April 5, 2011) and (2) with respect to Notes validly tendered
after the Consent Time but at or before the Expiration Time, promptly
after the Expiration Time (which is currently expected to be Monday,
April 18, 2011 for each Tender Offer, unless the applicable Tender Offer
is extended).
Additional Information
Each of Intelsat Jackson, Intermediate Holdco and Intelsat Sub Holdco
have retained Barclays Capital Inc. to act as the lead dealer manager
and lead solicitation agent for each of the Tender Offers and the
Consent Solicitations. Global Bondholder Services Corporation is acting
as the Depositary and the Information Agent for each of the Tender
Offers and the Consent Solicitations. Questions regarding the Tender
Offers and the Consent Solicitations should be directed to Barclays
Capital Inc. at (800) 438-3242 (toll-free) or (212) 528-7581 (collect).
Requests for documentation should be directed to Global Bondholder
Services Corporation at (866) 470-4500 (toll-free) or (212) 430-3774
(collect).
This announcement is for informational purposes only. This announcement
is not an offer to purchase or a solicitation of an offer to purchase
with respect to any Notes. Each Tender Offer and Consent Solicitation is
being made solely pursuant to the related Offer to Purchase and Consent
Solicitation Statement and related documents. The Tender Offers and the
Consent Solicitations are not being made to holders of Notes in any
jurisdiction in which the making or acceptance thereof would not be in
compliance with the securities, blue sky or other laws of such
jurisdiction. In any jurisdiction in which the securities laws or blue
sky laws require the Tender Offers and the Consent Solicitations to be
made by a licensed broker or dealer, the Tender Offers and the Consent
Solicitations will be deemed to be made on behalf of Intelsat Jackson,
Intermediate Holdco or Intelsat Sub Holdco, as applicable, by the dealer
manager, or one or more registered brokers or dealers that are licensed
under the laws of such jurisdiction.
About Intelsat
Intelsat is the leading provider of fixed satellite services worldwide.
For over 45 years, Intelsat has been delivering information and
entertainment for many of the world's leading media and network
companies, multinational corporations, Internet Service Providers and
governmental agencies. Intelsat's satellite, teleport and fiber
infrastructure is unmatched in the industry, setting the standard for
transmissions of video, data and voice services. From the globalization
of content and the proliferation of HD, to the expansion of cellular
networks and broadband access, with Intelsat, advanced communications
anywhere in the world are closer, by far.
Intelsat Safe Harbor Statement: Some of the statements in this
news release constitute "forward-looking statements" that do not
directly or exclusively relate to historical facts. The forward-looking
statements made in this release reflect Intelsat's intentions, plans,
expectations, assumptions and beliefs about future events and are
subject to risks, including known and unknown risks. Detailed
information about some of the known risks is included in Intelsat's
annual report on Form 10-K for the year ended 31 December 2010 and
Intelsat's other periodic reports filed with the U.S. Securities and
Exchange Commission. Because actual results could differ materially from
Intelsat's intentions, plans, expectations, assumptions and beliefs
about the future, you are urged to view all forward-looking statements
contained in this news release with caution. Intelsat does not undertake
any obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.

Intelsat
Dianne VanBeber, +1-202-944-7406
dianne.vanbeber@intelsat.com
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