-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VpoE/OomKdu+lkOIsAggWVwWUEKogXfpKxMUbPk7Rs3HJOlJXrA8zMgsn9oMwDmp 41bi4Lcm6Q/mpW7BfObmlg== 0000899140-03-000768.txt : 20030923 0000899140-03-000768.hdr.sgml : 20030923 20030923155900 ACCESSION NUMBER: 0000899140-03-000768 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030919 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030923 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LORAL SPACE & COMMUNICATIONS LTD CENTRAL INDEX KEY: 0001006269 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 133867424 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14180 FILM NUMBER: 03906187 BUSINESS ADDRESS: STREET 1: 600 THIRD AVE STREET 2: C/O LORAL SPACECOM CORP CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2126971105 MAIL ADDRESS: STREET 1: 600 THIRD AVE STREET 2: C/O LORAL SPACECOM CORP CITY: NEW YORK STATE: NY ZIP: 10016 8-K 1 l1266403.txt CURRENT REPORT ON FORM 8-K 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): September 19, 2003 ------------------ LORAL SPACE & COMMUNICATIONS LTD. ---------------------------------- (Exact name of registrant as specified in its charter) Islands of Bermuda 1-14180 13-3867424 - -------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) c/o Loral SpaceCom Corporation 600 Third Avenue, New York, New York 10016 ----------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 697-1105 - -------------------------------------------------------------------------------- On July 15, 2003, Loral Space & Communications Ltd. and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States District Court for the Southern District of New York and parallel insolvency proceedings in the Supreme Court of Bermuda in which certain partners of KPMG were appointed as joint provisional liquidators. Item 5. Other Events. ------------- On September 19, 2003, Loral Space & Communications Ltd. (the "Company") announced that its Skynet division's Telstar 4 satellite experienced a short circuit of its primary power bus that caused the satellite to cease operations. Loral Skynet immediately made capacity available to most Telstar 4 customers on its Telstar 5 and Telstar 6 satellites. On September 22, 2003, the Company announced that Telstar 4 was a total loss. The satellite is insured for $141 million. Telstar 8, currently under construction at Space System/Loral, will, in any event, replace Telstar 4, as originally planned, in mid-2004. Telstar 4 is among the six satellites that certain subsidiaries of the Company (collectively, the "Sellers") have agreed to sell to Intelsat, Ltd. and Intelsat (Bermuda), Ltd. (together, the "Purchasers") pursuant to a previously announced Asset Purchase Agreement ("Asset Purchase Agreement"). The Company does not believe that a total loss of Telstar 4 that is covered by insurance would constitute a material adverse change or otherwise relieve the Purchasers of any of their obligations under the Asset Purchase Agreement. The purchase price payable under the Asset Purchase Agreement will be reduced by any net insurance payments received by the Sellers prior to the closing. The Asset Purchase Agreement remains conditioned on the conclusion of an auction by the bankruptcy court in the Sellers' bankruptcy cases, the business being sold continuing to meet certain operating parameters, receipt of the approval of the Federal Communications Commission and certain other closing conditions typical for transactions of this type. There can be no assurance that the transaction will be consummated. Copies of the press releases issued by the Company on September 19, 2003 and September 22, 2003 are included as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------- (c) Exhibits. Exhibit 99.1 Press Release of Loral Space & Communications Ltd. dated September 19, 2003 Exhibit 99.2 Press Release of Loral Space & Communications Ltd. dated September 22, 2003 SIGNATURES 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. Loral Space & Communications Ltd. By: /s/ Janet Yeung ------------------------------ Name: Janet Yeung Title: Vice President and Assistant Secretary Date: September 23, 2003 EXHIBIT INDEX ------------- Exhibit Description Exhibit 99.1 Press Release of Loral Space & Communications Ltd. dated September 19, 2003 Exhibit 99.2 Press Release of Loral Space & Communications Ltd. dated September 22, 2003 EX-99.1 3 l092203.txt PRESS RELEASE LORAL - -------------------------------------------------------------------------------- Space & Communications 600 Third Avenue New York, NY 10016 FOR IMMEDIATE RELEASE NEWS Contact: Jeanette Clonan John McCarthy (212) 697-1105 LORAL SKYNET REPORTS ANOMALY ON TELSTAR 4 NEW YORK - September 19, 2003 - Loral Skynet, a subsidiary of Loral Space & Communications (OTC BB: LRLSQ), today said that its Telstar 4 satellite experienced a short circuit of its primary power bus today at 8:56 am EDT, causing the satellite to cease operations. Loral Skynet immediately made capacity available to most Telstar 4 customers, many of whom have already had their services restored on Loral's Telstar 5 and Telstar 6 satellites. Loral Skynet and Lockheed Martin, the manufacturer of the satellite, are working to determine the cause of the problem and to restore service on the satellite, if possible. The satellite is insured for $141 million. Telstar 8, currently under construction at Space Systems/Loral, will replace Telstar 4, as planned, at 89 degrees West in mid-2004. Telstar 4 coverage includes the continental U.S., Alaska, Hawaii, Puerto Rico, U.S. Virgin Islands, and southern Canada. Telstar 4 was launched in September 1995. Loral Space & Communications is a satellite communications company. It owns and operates a global fleet of telecommunications satellites used by television and cable networks to broadcast video entertainment programming, and by communication service providers, resellers, corporate and government customers for broadband data transmission, Internet services and other value-added communications services. Loral also is a world-class leader in the design and manufacture of satellites and satellite systems for commercial and government applications including direct-to-home television, broadband communications, wireless telephony, weather monitoring and air traffic management. For more information, visit Loral's web site at www.loral.com. # # # This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In addition, Loral Space & Communications Ltd. or its representatives have made or may make forward-looking statements, orally or in writing, which may be included in, but are not limited to, various filings made by the company with the Securities and Exchange Commission, press releases or oral statements made with the approval of an authorized executive officer of the company. Actual results could differ materially from those projected or suggested in any forward-looking statements as a result of a wide variety of factors and conditions. These factors include those related to the filing, on July 15, 2003 by Loral and certain of its subsidiaries, of voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States District Court for the Southern District of New York and parallel insolvency proceedings in the Supreme Court of Bermuda in which certain partners of KPMG were appointed as joint provisional liquidators. Additional factors and conditions are also described in the section of the company's annual report on Form 10-K for the fiscal year ended December 31, 2002, entitled "Certain Factors That May Affect Future Results," and the company's other filings with the Securities and Exchange Commission. The reader is specifically referred to these documents. EX-99.2 4 l092303.txt PRESS RELEASE LORAL - -------------------------------------------------------------------------------- Space & Communications 600 Third Avenue New York, NY 10016 FOR IMMEDIATE RELEASE NEWS Contact: Jeanette Clonan John McCarthy (212) 697-1105 LORAL SKYNET DECLARES TELSTAR 4 A TOTAL LOSS NEW YORK - September 22, 2003 - Loral Skynet, a subsidiary of Loral Space & Communications (OTC BB: LRLSQ), today said that it has been unable to re-establish contact with its Telstar 4 satellite and has declared the satellite a total loss. As previously reported, Telstar 4 experienced a short circuit of its primary power bus on September 19, 2003. At the time of the satellite's failure, Loral Skynet initiated a comprehensive restoration plan that has provided capacity to nearly all Telstar 4 customers on Loral's Telstar 5, Telstar 6 and Telstar 7 satellites. Loral Skynet and Lockheed Martin, the manufacturer of the satellite, continue to work to identify the cause of the problem. The satellite was insured for $141 million. Under Loral's agreement to sell its six North American satellites to Intelsat, the purchase price will be reduced by any insurance proceeds received by Loral. Loral continues to expect to complete the sale in a timely manner. As previously planned, Loral will replace Telstar 4 at 89 degrees West in mid-2004 with the larger and more powerful Telstar 8 satellite, currently under construction at Space Systems/Loral. Telstar 8 carries a Ka-band payload, in addition to C- and Ku-band. Telstar 4 covered the continental U.S., Alaska, Hawaii, Puerto Rico, U.S. Virgin Islands, and southern Canada. Telstar 4 was launched in September 1995. Loral Space & Communications is a satellite communications company. It owns and operates a global fleet of telecommunications satellites used by television and cable networks to broadcast video entertainment programming, and by communication service providers, resellers, corporate and government customers for broadband data transmission, Internet services and other value-added communications services. Loral also is a world-class leader in the design and manufacture of satellites and satellite systems for commercial and government applications including direct-to-home television, broadband communications, wireless telephony, weather monitoring and air traffic management. For more information, visit Loral's web site at www.loral.com. # # # This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In addition, Loral Space & Communications Ltd. or its representatives have made or may make forward-looking statements, orally or in writing, which may be included in, but are not limited to, various filings made by the company with the Securities and Exchange Commission, press releases or oral statements made with the approval of an authorized executive officer of the company. Actual results could differ materially from those projected or suggested in any forward-looking statements as a result of a wide variety of factors and conditions. These factors include those related to the filing, on July 15, 2003 by Loral and certain of its subsidiaries, of voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States District Court for the Southern District of New York and parallel insolvency proceedings in the Supreme Court of Bermuda in which certain partners of KPMG were appointed as joint provisional liquidators. Additional factors and conditions are also described in the section of the company's annual report on Form 10-K for the fiscal year ended December 31, 2002, entitled "Certain Factors That May Affect Future Results," and the company's other filings with the Securities and Exchange Commission. The reader is specifically referred to these documents. -----END PRIVACY-ENHANCED MESSAGE-----