UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January, 2017
001-35878
(Commission File Number)
Intelsat S.A.
(Translation of registrant’s name into English)
4 rue Albert Borschette
Luxembourg
Grand-Duchy of Luxembourg
L-1246
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Exchange Offer
On January 20, 2017, Intelsat S.A. issued a press release which announced the final results for the previously announced private exchange offer by its indirect wholly-owned subsidiary, Intelsat (Luxembourg) S.A. (“Intelsat Luxembourg”), of its 6.75% Senior Notes due 2018 for newly issued 12.50% Senior Notes due 2024 of Intelsat Luxembourg.
Furnished as Exhibit 99.1 and incorporated herein by reference is a copy of the press release.
(d) Exhibits.
| Exhibit No. |
Document Description | |
| 99.1 | Press Release, dated January 20, 2017, entitled “Intelsat Announces Final Results of Exchange Offer by Intelsat (Luxembourg) S.A. for Certain of Its Notes” | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: January 20, 2017 | INTELSAT S.A. | |||||
| By: | /s/ Jacques D. Kerrest | |||||
| Name: | Jacques D. Kerrest | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||
| Exhibit No. |
Document Description | |
| 99.1 | Press Release, dated January 20, 2017, entitled “Intelsat Announces Final Results of Exchange Offer by Intelsat (Luxembourg) S.A. for Certain of Its Notes” | |
Exhibit 99.1
| News Release 2017-03 |
|
Contact:
Dianne VanBeber
Vice President, Investor Relations and Corporate Communications
dianne.vanbeber@intelsat.com
+1 703-559-7406
Michele Loguidice
Director, Investor Relations and Corporate Communications
+1 703-559-7372
michele.loguidice@intelsat.com
Intelsat Announces Final Results of Exchange Offer by
Intelsat (Luxembourg) S.A. for Certain of Its Notes
Luxembourg, 20 January 2017
Intelsat S.A. (NYSE: I), operator of the world’s first Globalized Network, powered by its leading satellite backbone, today announced the final results for the previously announced private offer by Intelsat (Luxembourg) S.A. (“Intelsat Luxembourg”) to exchange (the “Exchange Offer”) certain of its outstanding notes.
| • | On December 20, 2016, Intelsat Luxembourg offered to exchange its 6.75% Senior Notes due 2018 (the “2018 Notes”) for the newly issued 12.50% Senior Notes due 2024 of Intelsat Luxembourg (the “2024 Notes”). |
| • | On January 6, 2017, tenders from holders of approximately $403.3 million of outstanding 2018 Notes were accepted for purchase in the Exchange Offer. Of the amount tendered and accepted for purchase, Intelsat Luxembourg’s wholly-owned subsidiary, Intelsat Connect Finance S.A. (“ICF”), accounted for approximately $402.6 million principal amount of the 2018 Notes. |
| • | After January 6, 2017 and before the expiration of the Exchange Offer, tenders from holders of approximately $25,000 of outstanding 2018 Notes were received and are expected to be accepted for purchase in the Exchange Offer. Of the amount tendered and expected to be accepted for purchase, ICF accounted for all $25,000 principal amount of the 2018 Notes. |
Intelsat Luxembourg has cancelled, or will cancel, all of the 2018 Notes it has acquired, or will acquire, in the Exchange Offer.
The 2024 Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any other applicable securities laws and, unless so registered, the 2024 Notes may not 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.
Questions regarding the Exchange Offer may be directed to Intelsat Luxembourg at the following email address: Attn: Investor Relations, Email: investor.relations@intelsat.com.
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 Offer, 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, 2015, quarterly reports on Form 6-K for the quarters ended June 30, 2016 and September 30, 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.
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