Global satellite operator SES Global will acquire 100 percent of Netherlands-based satellite operator New Skies Satellites by way of a merger under Bermudian law (an amalgamation). SES Global will acquire New Skies for USD 22.52 per share in cash. Existing options will be cancelled for a payment equal to the difference between USD 22.52 per share and the exercise price. The total payment for the equity of New Skies will be USD 760 million. At closing, New Skies is expected to have approximately USD 400 million of net indebtedness under its credit facility, Floating Rate Senior Notes and Senior Subordinated Notes. SES will re-finance the existing bank debt of New Skies and may leave the Floating Rate Senior Notes and Senior Subordinated Notes of New Skies outstanding. The cash-only transaction thus values New Skies at an enterprise value at closing of USD 1.160 billion. As part of the agreement, New Skies has agreed to terminate its quarterly dividend program after the declaration and payment of its 2005 fourth quarter dividend.
New Skies, a Bermudian company with its main operating subsidiary headquartered in The Hague, The Netherlands, is the world's fifth largest satellite operator based on transponder capacity, with five spacecraft positioned at strategic orbital locations around the globe and an additional satellite due for launch in 2006. With its complementary satellite fleet, New Skies offers a compelling strategic fit to SES Global, whose Astra and Amercom spacecraft provide satellite services over Europe and North America. The integration of New Skies' satellite assets will notably extend SES' presence in India, the Middle East and Africa as well as in Latin America.
