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): December 16, 2011
Intelsat S.A.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Luxembourg | | 000-50262 | | 98-0346003 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| |
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)) |
On December 16, 2011, Intelsat Jackson Holdings S.A. (“Intelsat Jackson”), an indirect wholly owned subsidiary of Intelsat S.A., and Wells Fargo Bank, National Association, as trustee (the “Trustee”), executed a Third Supplemental Indenture (the “Third Supplemental Indenture”), amending and supplementing the Indenture dated as of September 30, 2010, as amended (the “Indenture”), with respect to Intelsat Jackson’s 7 1/4% Senior Notes due 2020 (the “Notes”). The Third Supplemental Indenture amends the Indenture to allow Intelsat Jackson, as permitted by the Securities Act of 1933, as amended, to issue Notes without a Restricted Notes Legend (as defined in the Indenture) in exchange for a like principal amount of Notes that bear a Restricted Notes Legend.
In accordance with the terms of the Indenture, as amended and supplemented by the Third Supplemental Indenture, on December 16, 2011, Intelsat Jackson completed a mandatory exchange of all of the existing Notes that bear a Restricted Notes Legend (CUSIP Nos. 45824TAA3 and L5137XAA7) for Notes that do not bear a Restricted Notes Legend (CUSIP No. 45824TAC9).
The foregoing description of the Third Supplemental Indenture is not complete and is qualified in its entirety by reference to the Third Supplemental Indenture, a copy of which is attached as Exhibit 4.1 and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| | |
Exhibit
No. | | Document Description |
| |
| 4.1 | | Third Supplemental Indenture, dated as of December 16, 2011, between Intelsat Jackson Holdings S.A. and Wells Fargo Bank, National Association, as trustee. |
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: December 16, 2011 | | | | By: | | /s/ Michael McDonnell |
| | | | Name: | | Michael McDonnell |
| | | | Title: | | Executive Vice President & Chief Financial Officer |
EXHIBIT INDEX
| | |
Exhibit
No. | | Document Description |
| |
| 4.1 | | Third Supplemental Indenture, dated as of December 16, 2011, between Intelsat Jackson Holdings S.A. and Wells Fargo Bank, National Association, as trustee. |
