Intelsat Ltd. has agreed to acquire PanAmSat Holding Corp. $3.2 billion, or $25 per share in cash.
The deal will create a satellite company specializing in the digital delivery of video content, the transmission of corporate data and the provisioning of government communications solutions.
Under the agreement, which each company’s board of directors unanimously approved, Intelsat will acquire all outstanding common shares of PanAmSat, and Intelsat will either refinance or assume approximately $3.2 billion in debt of PanAmSat Holding Corp. and its subsidiaries.
Shareholders owning approximately 58 percent of PanAmSat’s shares have agreed to vote in favor of the combination. The transaction is contingent upon PanAmSat Holding Corp. shareholder approval, and customary closing conditions and clearances from regulatory agencies, including U.S. government antitrust authorities and the FCC. The companies anticipate that the transaction could close in approximately six to 12 months.
David McGlade will continue to serve as CEO and a director of the company. Joseph Wright, currently CEO of PanAmSat, is expected to become chairman of the board.
Credit Suisse First Boston LLC is serving as Intelsat’s financial advisor, and Wachtell, Lipton, Rosen & Katz, Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Milbank, Tweed, Hadley & McCloy LLP are serving as Intelsat’s legal advisors. Morgan Stanley is serving as PanAmSat’s financial advisor, and Simpson Thacher & Bartlett LLP is serving as PanAmSat’s legal advisor.
