SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Providence Equity Partners IV, L.L.C.

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PanAmSat Holding CORP [ PA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/03/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 07/03/2006 J(1) 19,695,048 D $25.0093 0 I See note(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock options $4.21 07/03/2006 J(1) 131,696 (3) 09/15/2014 Common Stock, par value $0.01 per share 131,696 $25.0093 0 I See note(3)
1. Name and Address of Reporting Person*
Providence Equity Partners IV, L.L.C.

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP PAS, L.L.C.

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEOP PAS, L.L.C.

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PROVIDENCE EQUITY OPERATING PARTNERS IV LP

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PROVIDENCE EQUITY PARTNERS IV LP

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Providence Equity GP IV L.P.

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
NELSON JONATHAN M

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
CREAMER GLENN M

(Last) (First) (Middle)
C/O PROVIDENCE EQUITY PARTNERS IV, LLC
901 FLEET CENTER, 50 KENNEDY PLAZA

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Pursuant to the merger (the "Merger") of a wholly-owned subsidiary of Intelsat (Bermuda), Ltd. ("Intelsat") with and into PanAmSat Holding Corporation ("PanAmSat"), each outstanding share of common stock of PanAmSat (the "Common Stock") was converted into the right to receive $25.00, plus approximately $0.00927 as the pro rata quarterly dividend, per share in cash without interest. As a result of the Merger, PanAmSat became a wholly-owned subsidiary of Intelsat, and the Common Stock was delisted from the New York Stock Exchange.
2. The shares of Common Stock reported on this statement were owned of record by PEP PAS, L.L.C. and PEOP PAS, L.L.C., which are Reporting Persons, and Providence Equity Partners IV Inc., which is controlled by the Reporting Persons. Information about these holdings as well as about the Reporting Persons is set forth in the joint filer information attached as Exhibit 99.1.
3. The stock options reported on this statement were owned directly by Providence Equity Partners IV Inc. Information about this holding is set forth in the joint filer information attached as Exhibit 99.1.
/s/ Paul J. Salem, by power of attorney for each Reporting Person (see Exhibit 99.1) 07/05/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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