Intelsat ("Intelsat" or the "company"), the world's leading provider of fixed satellite services, today announced the signing of a definitive agreement for the purchase of a majority of the shares of its parent company, Intelsat Holdings, by funds advised by BC Partners ("BCEC funds") and certain other investors.
The BCEC funds-led group will acquire approximately 76% of the primary ownership of Intelsat Holdings in a transaction valuing the company's equity at approximately $5.03 billion.
Taking into account approximately $11.4 billion of debt as of 31 March 2007, the enterprise valuation implied by the transaction is approximately $16.4 billion.
The current shareholders of Intelsat, including funds advised by Apax Partners, Apollo Management, Madison Dearborn Partners, Permira and management, are expected to receive on closing approximately $4.6 billion in cash, and will continue to hold approximately 24% of the primary ownership of Intelsat Holdings.
Intelsat CEO Dave McGlade said: "This transaction highlights the significant value that Intelsat has created for its shareholders and the tremendous opportunities the business and employees will enjoy going forward.
"The company has thrived under private equity ownership, including the 2006 completion of the transformative PanAmSat combination that firmly established Intelsat's global leadership position. As a result, we have a keen appreciation for the financial and strategic support that a firm such as BC Partners can provide. We are confident they will continue to endorse Intelsat's objectives for revenue growth and operating improvements."
"Intelsat and the FSS sector are in the midst of a cycle of strong performance," said Raymond Svider, a Managing Partner of BC Partners. "Intelsat is the premier FSS satellite operator, with high-quality assets and a strong global brand. Its valuable cable and direct-to-home neighbourhoods, strength in network applications, blue-chip customer base and solid backlog of long-term contracts, create an attractive investment opportunity.
"We look forward to working with and supporting Intelsat's management team as they pursue their growth strategies."
McGlade is expected to continue to serve as Chief Executive Officer of the company, which will remain focused on serving its global customer base in the media, network services and government sectors.
Closing of the transaction is expected to occur within six to nine months, on the satisfaction of customary conditions, including appropriate regulatory approvals.
As a result of the anticipated financings, the company's debt is expected to increase by approximately $3.85 billion at closing. BC Partners has obtained financing commitments from a group of financial institutions led by affiliates of Credit Suisse, Banc of America Securities and Morgan Stanley for $5.11 billion, the proceeds of which will be used to fund the transaction, repay certain indebtedness and pay certain transaction fees and expenses.
This debt will be assumed by a new entity junior to Intelsat (Bermuda). As part of the transaction, the company expects to retire approximately $860 million of existing debt at Intelsat (Bermuda), and to defease or retire the $400 million Intelsat 5.25% Senior Notes due 2008.
Credit Suisse is acting as financial advisor to Intelsat in connection with the transaction. Intelsat's legal advisors include Wachtell Lipton Rosen & Katz, Wiley Rein, and Paul, Weiss, Rifkind, Wharton & Garrison. Merrill Lynch & Co and Perella Weinberg Partners LP are acting as M&A advisors, Latham & Watkins LLP as legal advisor and PricewaterhouseCoopers LLP as financial advisor to BC Partners.
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