UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 21, 2013
Intelsat S.A.
(Exact name of registrant as specified in its charter)
| Luxembourg | 000-50262 | 98-0346003 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 4 rue Albert Borschette Luxembourg Grand-Duchy of Luxembourg |
L-1246 | |||
| (Address of principal executive offices) | (Zip Code) | |||
+(352) 27 84 1600
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
Issuance of Redemption Notices
On March 21, 2013, Intelsat (Luxembourg) S.A. (“Intelsat Luxembourg”) issued a notice of redemption pursuant to the indenture (the “Indenture”) governing its 11 1/4% Senior Cash Pay Notes due 2017 (the “2017 Senior Notes”) and 11 1/2%/12 1/2% Senior PIK Election Notes due 2017 (the “2017 PIK Notes”) that it intends to redeem, subject to the financing condition described below, all of the outstanding aggregate principal amount of 2017 PIK Notes for which a notice of redemption has not previously been given, which equals approximately $1,588.0 million principal amount of 2017 PIK Notes, at a redemption price equal to 105.75% of the principal amount of the 2017 PIK Notes, plus accrued and unpaid interest thereon to the redemption date (the “PIK Notes Redemption”) on April 20, 2013 (the “Redemption Date”).
The PIK Notes Redemption is conditioned on the completion of one or more debt financings on or prior to the Redemption Date by Intelsat Luxembourg on terms satisfactory to Intelsat Luxembourg providing funds sufficient for Intelsat Luxembourg to pay the aggregate redemption payment for the portion of the outstanding 2017 PIK Notes to be redeemed on the Redemption Date.
On March 21, 2013, Intelsat Luxembourg also issued a notice of redemption pursuant to the Indenture that it intends to redeem, subject to the financing condition described below, $754,800,000 aggregate principal amount of 2017 Senior Notes at a redemption price equal to 105.625% of the principal amount of the 2017 Senior Notes, plus accrued and unpaid interest thereon to the redemption date (the “Cash Pay Notes Redemption”) on the Redemption Date.
The Cash Pay Notes Redemption is conditioned on the completion of one or more debt financings on or prior to the Redemption Date by Intelsat Luxembourg on terms satisfactory to Intelsat Luxembourg providing funds sufficient for Intelsat Luxembourg to pay the aggregate redemption payment for the applicable portion of the outstanding 2017 Senior Notes to be redeemed on the Redemption Date.
Intelsat Luxembourg expects that if its previously announced offering of senior notes is completed on or about April 5, 2013, the financing conditions to each of the PIK Notes Redemption and the Cash Pay Notes Redemption described above will have been satisfied.
SIGNATURE
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 hereunto duly authorized.
| INTELSAT S.A. | ||||||
| Date: March 21, 2013 | By: | /s/ Michael McDonnell | ||||
| Name: | Michael McDonnell | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||