EX-99.1 2 exhibit99-1.htm POWERPOINT PRESENTATION exhibit99-1.htm
Exhibit 99.1
 
SkyTerra Communications
2nd Quarter 2008 Earnings
August 5, 2008
 
 

 
2
August 5, 2008
1. $500M backstop financing w/Harbinger
  Funds business thru 3Q10
  Designed to coincide with SkyTerra’s funding needs
  Remains in place whether or not the acquisition of Inmarsat is ultimately completed
  Subject to a Material Adverse Effect or breach under the Agreements
2. SKYT and Harbinger have agreed on a framework for a possible offer for Inmarsat
  Firm Offer will be dependent on receiving Regulatory approvals
  Harbinger to provide equity and debt commitments to support any Firm Offer
3. Agreement also reached w/Boeing on additional $40 million deferrals
  In addition to the original construction payment deferral of $76 million
  Due the earlier of December 20, 2010 or ten days before shipment of MSV-2
Significant Recent Announcements
 
 

 
3
August 5, 2008
1. Harbinger will backstop SkyTerra/MSV funding needs through 3Q10
  MSV to issue up to $500MM Senior Unsecured Notes to Harbinger (in four tranches) on terms
 similar to existing unsecured MSV debt
  January 6, 2009: $150 million
  April 1, 2009:           175 million
  July 1, 2009:     75 million
  January 4, 2010:   100 million
                    $500 million
  SkyTerra will issue warrants at $0.01 per share for up to 25MM shares as part of debt financing
2. SkyTerra retains flexibility to “go-shop” interim financing
3. Harbinger financing commitment provides funding for the Company through a number of significant
 milestones, including:
  Launch of MSV-1
  Construction of MSV-2 and related satellite ground system
  Substantial chipset and device development
  Significant core network and back-office system development
$500 million Backstop Financing
 
 

 
4
August 5, 2008
1. Offer:
  Upon receipt of regulatory approvals and if a decision to move forward, SKYT makes a Firm Offer for
 Inmarsat
2.  Assets to be contributed at closing of Inmarsat deal:
  132MM Inmarsat Shares - valued at $1,415MM (assuming £5.353 per share and exchange rate of
 $2.00/£)
  1.6GHz spectrum rights - valued at $240MM (plus assumption of Crown Castle lease)
  Inmarsat convertible debt - valued at $42MM
3. Financing the purchase price:
  $2.4 bn from Harbinger equity contributions into SKYT @ $10 per share, subject to Adjustment Ratchet
  Up to $100 mm rights offering participation (out of the equity contribution) by Non-Harbinger
 shareholders of SKYT
  $2.4 bn Senior Debt
  $300 mm Mezzanine Debt
  Mix of equity and debt may change, depending upon final Offer Price and market conditions
4. Target Adjustment Ratchet:
  Ratchet Price = $10.00 * (ISAT Firm Offer/535.3P)
Potential SkyTerra/Inmarsat Transaction
 
 

 
5
August 5, 2008
Illustrative Pro Forma Capitalization @ 535.3p
 
 

 
6
August 5, 2008
2Q Update: Sales Initiatives
1. Satellite Priority Service with DHS’ National Communication System
  MSV’s push-to-talk and priority satellite telephony communications provided to NCS
 through distribution alliance with Sprint
2. Satellite Mutual Aid Radio Talkgroups (SMART) launched
  Mid-west SMART
  14-state region in Middle America, managed by Indiana Department of
 Homeland Security’s Response and Operations Division
  Central U.S. Earthquake Consortium Talkgroup#1
  8-state government partnership dedicated to preparation and response to
 earthquakes in the New Madrid seismic zone
3. SMART program interest remains brisk, with more than 1,000 locations now operating on
 two nationwide and four regional talkgroups
  Expect one additional nationwide and five additional regional SMART talkgroups by
 year end, resulting in nine overlapping talkgroups that completely cover the mainland
 U.S., AK, HI, PR and U.S. Virgin Islands
4. SMART program is included in the list of Federal Tactical and Emergency Communications
 Systems and Services in the National Emergency Communications Plan issued by DHS in
 July
5. Announced in June the further extension of MSV’s current communications ground
 segment and mobile data system services through the end of 2012
 
 

 
7
August 5, 2008
2Q Update: Satellite Construction Program
1. Over 60% of MSV-1 components acceptance tested and delivered to Boeing
2. Initial surface set of the 22 meter reflector has been completed; all 16 MSV-1 flight hinges
 have completed acceptance testing
3. Validation and test of the Ground-Based Beam Former circuit boards successfully completed
4. Construction has begun at two of the four gateway sites (Napa and Saskatoon)
5. Launch schedule remains on track, well ahead of FCC and Industry Canada regulatory
 milestones
   Fourth quarter of 2009 or first quarter 2010 launch of MSV-1
   Second half 2010 launch of MSV-2
 
 

 
8
August 5, 2008
2Q Update: Industry Perspectives
1. Upward trend in spectrum valuation now extends across North America
  Average price for Canadian auction of 100 MHz was $1.40 per MHz POP
2. Why have North American carriers invested nearly $40 billion on spectrum since
 September 2006? 
  Data services require increasing amounts of bandwidth
  Spectrum is a fixed resource
  The same demands by broadband Internet usage on fixed-line services are migrating
 to wireless
  3G and 4G data services are becoming increasingly important to the revenue
 performance of U.S. wireless carriers
 
 

 
9
August 5, 2008
2Q Update: Industry Perspectives (contd.)
1. MSV has embarked on primary research project in government, enterprise and consumer
 markets
2. Service quality is a cause for churn by nearly 50% of U.S. mobile households that plan to
 switch carriers
  Satellite communications directly addresses service quality consideration, which is
 coverage
3. Interest in satellite services is significant and growing in the enterprise sector
4. Initial Findings of MSV’s focus groups:
  Users with critical communications needs, sensitive to emergency communications or
 seeking a business edge found the prospect of an integrated satellite-terrestrial
 service appealing
  Users expressed frustration with dropped calls and inconsistent coverage
  One government respondent remarked that integrating satellite communications
 capability into a cellular phone was “the coolest thing since sliced bread”
  The availability of devices at minimal incremental cost with reasonable service pricing
 (two things not historically available with satellites) was cited as a gating factor
 
 

 
10
August 5, 2008
2Q Update: Industry Perspectives (contd.)
1. Extending coverage
  The integration of a seamless satellite communications capability into every handset
 that operates in the D-Block/Public Safety Broadband Spectrum is a critical
 requirement
  The major wireless carriers cover between 89 and 95% of U.S. POPs
  It’s not economical to cover more than that with terrestrial networks
  The incremental cost of serving less-dense areas is in excess of $10 billion
  The benefits of integrated satellite-terrestrial services accrue to:
  Less dense areas
  Every road and highway
  Emergencies where terrestrial communications are unavailable
  Any critical mission where a terrestrial-only network can’t be
 
 

 
11
August 5, 2008
SKYT Consolidated Income Statement
 
 

 
12
August 5, 2008
SKYT Consolidated Balance Sheet
 
 

 
13
August 5, 2008
SKYT Capital Structure (1)
 
 

 
14
August 5, 2008
NextGen Satellite System Costs ($ in mm’s)