Intelsat Announces Commencement of Change of Control Offers
Pembroke, Bermuda, 05 March 2008
Intelsat, Ltd., the world’s leading provider of fixed satellite services, today announced that its indirect wholly-owned subsidiary, Intelsat Subsidiary Holding Company, Ltd. (“Intelsat Sub Holdco”), is offering to purchase for cash any and all of its outstanding 8¼% Senior Notes due 2013 and 8⅝% Senior Notes due 2015 (the “Intelsat Sub Holdco Notes”) and that its indirect wholly-owned subsidiary, Intelsat Corporation, is offering to purchase for cash any and all of its outstanding 9% Senior Notes due 2014 (the “2014 Notes”) and 9% Senior Notes due 2016 (the “2016 Notes” and, together with the Intelsat Sub Holdco Notes and the 2014 Notes, the “Notes”), in each case at a purchase price of 101% of the principal amount of such Notes.
Intelsat Sub Holdco and Intelsat Corporation are required by the terms of the respective indentures governing the Notes to make these offers as a result of the previously announced acquisition (the “Acquisition”) of Intelsat Holdings, Ltd., the indirect parent of Intelsat, Ltd., by Intelsat Global Subsidiary, Ltd. (formerly known as Serafina Acquisition Limited), a direct wholly-owned subsidiary of Intelsat Global, Ltd. (formerly known as Serafina Holdings Limited), an entity formed by funds advised by BC Partners Holdings Limited, Silver Lake Partners and certain other equity investors. The Acquisition constitutes a change of control under each of the indentures governing the Notes.
The terms of the change of control offers are described in a Notice of Change of Control and Offer to Purchase with respect to the Intelsat Sub Holdco Notes, a Notice of Change of Control and Offer to Purchase with respect to the 2014 Notes, and a Notice of Change of Control and Offer to Purchase with respect to the 2016 Notes, each dated March 5, 2008, and the Letters of Transmittal related thereto, which will be distributed to holders of the respective Notes.
The change of control offers will expire at 5:00 p.m., New York City time, on April 29, 2008, and will have a settlement date of May 2, 2008 (the “Settlement Date”). Holders whose Notes are accepted for payment pursuant to the offers will also receive accrued and unpaid interest to the Settlement Date.
Intelsat Sub Holdco and Intelsat Corporation have retained Wells Fargo Bank, National Association to act as Depositary in connection with the change of control offers for the Intelsat Sub Holdco Notes and the 2016 Notes. Intelsat Corporation has retained The Bank of New York Mellon to act as Depositary in connection with the change of control offers for the 2014 Notes.
This announcement does not constitute an offer to buy, or a solicitation of any offer to sell, the Notes. No recommendation is made by Intelsat, Ltd., Intelsat Sub Holdco or Intelsat Corporation as to whether or not holders of the Notes should tender their Notes pursuant to the change of control offers. The change of control offers are being made only by means of the Notice of Change of Control and Offer to Purchase for each series of the Notes.