New Skies Satellites, Monday announced that its shareholders have approved the sale of the Company to affiliates of The Blackstone Group, a leading private investment firm, with 92.4% of shares in attendance voting for the acquisition.
A simple majority of those attending the Extraordinary General Meeting of shareholders, which was held in The Hague today, was required to approve the deal.
The sale of the company, for $956 million in cash, equivalent to approximately $7.96 per fully diluted share, will involve the transfer of New Skies’ business and operations to Blackstone and the distribution of the cash proceeds to New Skies shareholders.
The sale will be structured as a sale of New Skies’ assets and liabilities. New Skies’ business activities will be continued under ownership by Blackstone and all employment obligations will be honored.
“Since New Skies’ inception, we have sought to manage the Company with one overriding principle guiding our actions and decisions – the creation of shareholder value,” said Dan Goldberg, chief executive officer of New Skies Satellites.
“As such, we are gratified that our shareholders have overwhelmingly approved our recommendation to approve this transaction with Blackstone, a transaction that resulted from a thorough and comprehensive evaluation process.”
New Skies has filed all of the requisite applications for regulatory approval and has already received early termination of the required waiting period under the US. Hart-Scott-Rodino Antitrust Act.
New Skies anticipates that the transaction will be completed by approximately the end of 2004 or early 2005, following the receipt of the remaining approvals and satisfaction of other customary closing conditions.
At that time, an initial distribution of approximately 95% of the sale proceeds will be paid to shareholders and a final distribution of the remaining proceeds will be made shortly thereafter.
Goldman Sachs & Co. and N M Rothschild & Sons Limited served as financial advisors to New Skies, and Cleary, Gottlieb, Steen & Hamilton and De Brauw Blackstone Westbroek N.V. served as its legal advisers.
Morgan Stanley and Deutsche Bank Securities served as financial advisors to Blackstone, while Simpson Thacher & Bartlett LLP and NautaDutilh N.V. served as its legal advisors. Deutsche Bank and ABN AMRO are providing acquisition financing for the transaction.
