LUXEMBOURG--(BUSINESS WIRE)--May 16, 2017--
Intelsat S.A. (NYSE: I) (“Intelsat”),
operator of the world’s first Globalized Network and leader in
integrated satellite communications, today announced that its indirect
wholly-owned subsidiaries, Intelsat Jackson Holdings S.A. (“Intelsat
Jackson”), Intelsat Connect Finance S.A. (“Intelsat
Connect”), and Intelsat (Luxembourg) S.A. (“Intelsat
Luxembourg” and, together with Intelsat Jackson and Intelsat
Connect, the “Issuers”) each has extended
the Expiration Time and Withdrawal Deadline for (i) its respective
previously announced offer or offers to exchange (collectively, the “Exchange
Offers”) certain of its respective outstanding senior unsecured
notes (the “Existing Notes”) for new
mandatorily exchangeable senior unsecured notes (the “Exchange
Notes”), and (ii) its respective previously announced
solicitation or solicitations of consents (collectively, the “Consent
Solicitations”) to amend the indentures governing the Existing
Notes.
The Expiration Time for each of the Exchange Offers and each of the
Consent Solicitations has been extended from 5:00 p.m., New York City
time, on May 15, 2017, to 5:00 p.m., New York City time, on May 18,
2017. The Withdrawal Deadline for each of the Exchange Offers and each
of the Consent Solicitations has been extended from 4:59 p.m., New York
City time, on May 15, 2017, to 4:59 p.m., New York City time, on May 18,
2017. All other terms, provisions and conditions of the Exchange Offers
and Consent Solicitations remain in full force and effect. Such terms,
provisions and conditions are described more fully in the respective
confidential offering memoranda for the Exchange Offers and Consent
Solicitations (the “Offering Memoranda”)
dated as of March 24, 2017, and the related materials, copies of which
were previously distributed to eligible holders of the Existing Notes.
The Exchange Offers and Consent Solicitations are being conducted solely
pursuant to the Offering Memoranda and related materials (collectively,
the “Exchange Offers Materials”).
As of 5:00 p.m., New York City time, on May 15, 2017, Intelsat was
informed by the Information and Exchange Agent (as defined below) that:
-
approximately $12.240 million aggregate principal amount of Intelsat
Jackson’s 7.25% Senior Notes due 2019 had been tendered into Intelsat
Jackson’s Exchange Offers, representing approximately 0.82% of the
outstanding aggregate principal amount of Intelsat Jackson’s 7.25%
Senior Notes due 2019
-
approximately $6.975 million aggregate principal amount of Intelsat
Jackson’s 7.25% Senior Notes due 2020 had been tendered into Intelsat
Jackson’s Exchange Offers, representing approximately 0.32% of the
outstanding aggregate principal amount of Intelsat Jackson’s 7.25%
Senior Notes due 2020
-
approximately $0.705 million aggregate principal amount of Intelsat
Jackson’s 7.50% Senior Notes due 2021 had been tendered into Intelsat
Jackson’s Exchange Offers, representing approximately 0.06% of the
outstanding aggregate principal amount of Intelsat Jackson’s 7.50%
Senior Notes due 2021
-
approximately $7.629 million aggregate principal amount of Intelsat
Jackson’s 5.50% Senior Notes due 2023 had been tendered into Intelsat
Jackson’s Exchange Offers, representing approximately 0.38% of the
outstanding aggregate principal amount of Intelsat Jackson’s 5.50%
Senior Notes due 2023
-
approximately $0.245 million aggregate principal amount of Intelsat
Connect’s 12.50% Senior Notes due 2022 had been tendered into Intelsat
Connect’s Exchange Offer, representing approximately 0.03% of the
outstanding aggregate principal amount of Intelsat Connect’s 12.50%
Senior Notes due 2022
-
approximately $2.987 million aggregate principal amount of Intelsat
Luxembourg’s 7.75% Senior Notes due 2021 had been tendered into
Intelsat Luxembourg’s Exchange Offers, representing approximately
0.29% of the aggregate principal amount of the outstanding Intelsat
Luxembourg’s 7.75% Senior Notes due 2021
-
approximately $0.658 million aggregate principal amount of Intelsat
Luxembourg’s 8.125% Senior Notes due 2023 had been tendered into
Intelsat Luxembourg’s Exchange Offers, representing approximately
0.07% of the aggregate principal amount of the outstanding Intelsat
Luxembourg’s 8.125% Senior Notes due 2023.
No Registration
None of the securities to be issued pursuant to and in connection with
the Exchange Offers, including the Exchange Notes (the “Consideration
Securities”), will be registered under the Securities Act of
1933, as amended (the “Securities Act”), or
any other applicable securities laws and, unless so registered, none of
the Consideration Securities may be offered, sold, pledged or otherwise
transferred in the United States or to or for the account or benefit of
any U.S. person, except pursuant to an exemption from the registration
requirements of the Securities Act. The Issuers will not register the
Consideration Securities under the Securities Act or the securities laws
of any other jurisdiction. None of the Consideration Securities will be
transferable except in accordance with restrictions described more fully
in the Offering Memoranda.
Eligible Holders
The Exchange Offers are being made, and each series of the Consideration
Securities to be issued pursuant to and in connection with the Exchange
Offers are being offered and issued, only (a) in the United States to
holders of Existing Notes, as applicable, who are “qualified
institutional buyers” (as defined in Rule 144A under the Securities Act)
and (b) outside the United States to holders of Existing Notes, as
applicable, who are persons other than U.S. persons in reliance upon
Regulation S under the Securities Act, and, in the case of clause (b)
above, who are also an "institutional account" within the meaning of
FINRA Rule 4512(c). Only holders of Existing Notes who certify to the
applicable Issuer that they are eligible to participate in the
applicable Exchange Offer and Consent Solicitations pursuant to at least
one of the foregoing conditions (“Eligible Holders”)
will be authorized to receive or review the related Offering Memorandum
or participate in such Exchange Offer or Consent Solicitation. If any
holder of the Existing Notes is not an Eligible Holder, such holder will
not be able to receive the Offering Memoranda.
The Offering Memoranda are only available to holders who complete an
eligibility letter confirming their status as Eligible Holders. Holders
of Existing Notes who wish to receive a copy of the eligibility letters
for the Exchange Offers may contact Global Bondholder Services
Corporation (the “Information and Exchange Agent”)
at 65 Broadway – Suite 404, New York, New York 10006, Attn: Corporate
Actions, (212) 430-3774 (for banks and brokers) or (866) 470-4200 (for
all others). Holders may also obtain and complete an electronic copy of
the applicable eligibility letter on the following website links
maintained by Global Bondholder Services:
Requests for the Exchange Offers Materials from Eligible Holders may be
directed to the Information and Exchange Agent at 65 Broadway – Suite
404, New York, New York 10006, Attn: Corporate Actions, (212) 430-3774
(for banks and brokers) or (866) 470-4200 (for all others).
General
The Issuers are making the Exchange Offers only by, and pursuant to, the
terms of the Exchange Offers Materials. None of Intelsat, the Issuers,
WorldVu Satellites Limited, SoftBank Group Corp., the Information and
Exchange Agent, nor their respective affiliates makes any recommendation
as to whether Eligible Holders should tender or refrain from tendering
their Existing Notes, as applicable. Eligible Holders must make their
own decision as to whether or not to tender their Existing Notes, as
applicable, as well as with respect to the principal amount of the
Existing Notes, as applicable, to tender. The Exchange Offers are not
being made to any holders of Existing Notes, as applicable, 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.
This press release 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, including statements regarding the
Exchange Offers and the Consent Solicitations, 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 and risks and uncertainties related to our ability to
consummate the Exchange Offers and the Consent Solicitations.
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/20170516005625/en/
Source: Intelsat
Intelsat
Dianne VanBeber, +1 703-559-7406
Vice President,
Investor Relations and Corporate Communications
dianne.vanbeber@intelsat.com