Intelsat S.A. (NYSE: I) (“Intelsat”), operator of the world’s first
Globalized Network and leader in integrated satellite communications,
announced today that its subsidiary Intelsat Connect Finance S.A.
(“Intelsat Connect”) intends to offer $1.0 billion aggregate principal
amount of senior notes due 2023 (the “notes”).
Intelsat Connect’s obligations under the notes will be guaranteed by
Intelsat Envision Holdings LLC and Intelsat (Luxembourg) S.A., which are
indirect wholly-owned subsidiaries of Intelsat and direct or indirect
parent companies of Intelsat Connect.
Intelsat Connect expects to use the net proceeds from the sale of the
notes and other available cash to fund the redemption and discharge of
all $732 million principal amount of the Intelsat Connect outstanding
12.50% Senior Notes due 2022 (the “2022 Senior
Notes”) (and/or to fund any private transactions to purchase and
cancel the 2022 Senior Notes), to directly or through its subsidiaries
purchase (including through a tender offer) or redeem indebtedness of
Intelsat Jackson S.A., to pay related fees and expenses, and for general
corporate purposes.
The notes referred to above will be offered and sold to qualified
institutional buyers in accordance with Rule 144A under the Securities
Act of 1933, as amended (the “Securities Act”),
and to persons outside the United States in accordance with Regulation S
under the Securities Act and applicable exemptions from registration,
prospectus or like requirements under the laws and regulations of the
relevant jurisdictions outside the United States. The notes will not be
registered under the Securities Act and, unless so registered, may not
be offered or sold in the United States except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements
of the Securities Act and applicable state securities laws. The notes
referred to above will also not be registered in any jurisdiction
outside of the United States and no action or steps will be taken to
permit the offer of the notes in any such jurisdiction where any
registration or other action or steps would be required to permit an
offer of the notes.
The notes may therefore not be offered or sold in any such jurisdiction
except pursuant to an exemption from, or in a transaction not subject
to, the relevant requirements of laws and regulations of such
jurisdictions.
No prospectus as required by the Directive 2003/71/EC (and the
implementing laws and regulations in the relevant member states) has
been filed with respect to the notes and therefore no offers of notes
may be made in any Member States of the European Economic Area unless
made pursuant to an exemption under the Directive 2003/71/EC (and the
implementing laws and regulations in the relevant Member States).
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the notes or any other securities of
Intelsat, nor shall there be any offer, solicitation or sale of the
notes in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful.
About Intelsat
Intelsat S.A. (NYSE: I) operates the world’s first Globalized Network,
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. For more information, visit www.intelsat.com.
Intelsat Safe Harbor Statement
Statements in this news release, including statements regarding the
notes offering, 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,
outlook, 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, the risks described in Intelsat’s annual report
on Form 20-F for the year ended December 31, 2017, and its other filings
with the U.S. Securities and Exchange Commission and risks and
uncertainties related to our ability to consummate the notes offering.
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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