Company Website:
http://www.intelsat.com
LUXEMBOURG -- (Business Wire)
Intelsat S.A. (NYSE:I) (“Intelsat”) today
announced that the previously announced (i) offer or offers to exchange
(collectively, the “Exchange Offers”)
certain of the respective outstanding senior unsecured notes (the “Existing
Notes”) issued by its indirect wholly-owned subsidiaries,
Intelsat Jackson Holdings S.A., Intelsat Connect Finance S.A., and
Intelsat (Luxembourg) S.A. (collectively, the “Issuers”)
and (ii) solicitation or solicitations of consents (collectively, the “Consent
Solicitations”) to amend the indentures governing the Existing
Notes expired pursuant to their terms at 12:00 midnight, New York City
time, on May 31, 2017. As of the expiration date, the minimum tender
conditions for the Exchange Offers and Consent Solicitations had not
been satisfied. The Issuers have not accepted any of the Existing Notes
for exchange, any Existing Notes tendered for exchange will be promptly
returned to holders, and the Exchange Offers and Consent Solicitations
have accordingly been terminated.
The Exchange Offers and Consent Solicitations were conducted pursuant to
the Combination Agreement, dated as of February 28, 2017 (as amended by
that certain First Amendment to and Waiver Relating to the Combination
Agreement, dated May 17, 2017, the “Combination
Agreement”), between Intelsat and WorldVu Satellites Limited (“OneWeb”),
pursuant to which Intelsat and OneWeb would combine through a merger,
and the related Share Purchase Agreement, dated as of February 28, 2017
(as amended by that certain First Amendment to and Agreement Relating to
the Share Purchase Agreement, dated as of May 17, 2017, the “Share
Purchase Agreement”) among Intelsat, SoftBank Group Corp. (“SoftBank”)
and OneWeb, pursuant to which SoftBank would make a cash investment in
exchange for common and preferred shares of the combined company
contemporaneous with the closing under the Combination Agreement. The
successful completion of the Exchange Offers would have satisfied a
condition to completion of the transactions under the Combination
Agreement and the Share Purchase Agreement. Intelsat has notified OneWeb
and SoftBank of the failure to consummate the Exchange Offers.
As a result of the termination of the Exchange Offers, Intelsat
currently expects that OneWeb and SoftBank will exercise their
respective termination rights under the Combination Agreement and
related Share Purchase Agreement on June 2.
Intelsat CEO Stephen Spengler said, “There were many stakeholders’
interests that needed to be satisfied in this complex transaction. We
are disappointed that our bondholders were unwilling to accept the terms
of the exchange offers presented over the course of this process. Even
without a merger of our companies, the pre-existing commercial agreement
among Intelsat, OneWeb and SoftBank will continue. Under this agreement,
we plan to jointly develop integrated solutions utilizing both of our
fleets and to act as a sub-distributor to SoftBank for the attractive
application segments of mobility, energy, government, and connected car.
As we create integrated services for these applications, we expect to
accelerate and enhance our goal of unlocking new and larger
opportunities in the communications landscape. We remain focused on
achieving our operating priorities for 2017, including the continued
commercialization of our Intelsat EpicNG® high throughput
satellite services.”
This press release is for informational purposes only and does not
constitute an offer to purchase securities or a solicitation of an offer
to sell any securities or an offer to sell or the solicitation of an
offer to purchase any new securities, nor does it constitute an offer or
solicitation in any jurisdiction in which such offer or solicitation is
unlawful.
About Intelsat
Intelsat S.A. (NYSE: I) operates the world’s first Globalized Network,
powered by its leading satellite backbone, delivering high-quality,
cost-effective video and broadband services anywhere in the world.
Intelsat’s Globalized Network combines the world’s largest satellite
backbone with terrestrial infrastructure, managed services and an open,
interoperable architecture to enable customers to drive revenue and
reach through a new generation of network services. Thousands of
organizations serving billions of people worldwide rely on Intelsat to
provide ubiquitous broadband connectivity, multi-format video
broadcasting, secure satellite communications and seamless mobility
services. The end result is an entirely new world, one that allows us to
envision the impossible, connect without boundaries and transform the
ways in which we live.
Intelsat Safe Harbor Statement
Statements in this news release constitute “forward-looking statements”
that do not directly or exclusively relate to historical facts. When
used in this release, the words “may,” “will,” “might,” “should,”
“expect,” “plan,” “anticipate,” “project,” “believe,” “estimate,”
“predict,” “intend,” “potential,” “outlook,” and “continue,” and the
negative of these terms, and other similar expressions are intended to
identify forward-looking statements and information.
The forward-looking statements reflect Intelsat’s intentions, plans,
expectations, anticipations, projections, estimations, predictions,
assumptions and beliefs about future events and are subject to risks,
uncertainties and other factors, many of which are outside of Intelsat’s
control. Important factors that could cause actual results to differ
materially from the expectations expressed or implied in the
forward-looking statements include known and unknown risks. Known risks
include, among others, market conditions and the risks described in
Intelsat’s annual report on Form 20-F for the year ended December 31,
2016, and its other filings with the U.S. Securities and Exchange
Commission.
Because actual results could differ materially from Intelsat’s
intentions, plans, expectations, anticipations, projections,
estimations, predictions, assumptions and beliefs about the future, you
are urged to view all forward-looking statements 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.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170601005662/en/
Contacts:
Intelsat
Dianne VanBeber, +1 703-559-7406
Vice President,
Investor Relations and Corporate Communications
dianne.vanbeber@intelsat.com
Source: Intelsat
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