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Asia Satellite Telec : Asia Satellite Management Stock Ownership Trust and AsiaSat MSOT (PTC) Limited Propose Privatisation of Asia Satellite Telecommunications Holdings Limited

04/02/2012 | 06:08pm US/Eastern
Asia Satellite Management Stock Ownership Trust and AsiaSat MSOT (PTC) Limited Propose Privatisation of Asia Satellite Telecommunications Holdings Limited

Proposal offers shareholders HK$22.00 in cash per share subject to the Scheme

34.01 percent premium to last 180-day trading average closing price

HONG KONG, 2 April 2012 - Asia Satellite Management Stock Ownership Trust ("MSOT") and AsiaSat MSOT (PTC) Limited (acting in its capacity as trustee of MSOT) (together the "Offeror") and Asia Satellite Telecommunications Holdings Limited ("AsiaSat" or the "Company" and together with its subsidiaries, the "Group") (HKSE: 1135; 1135.HK) jointly announced today the proposed privatisation of AsiaSat through a scheme of arrangement (the "Scheme").

For AsiaSat shareholders, the cancellation price of HK$22.00 per share subject to the Scheme represents a premium of 34.01 percent over the 180-day average closing price, a premium of 28.90 percent over the audited consolidated net asset value per share as at 31 December 2011 and is higher than the closing price of the shares at any time in the last ten years.
The Offeror and AsiaSat stated in their joint announcement that the Company's shares have suffered from low liquidity which can be observed over the 6 month period ended 21 March 2012, during which the liquidity in the Company's shares on the Stock Exchange of Hong Kong was restricted to an average daily turnover of HK$1,009,511 or 61,744 shares. Such average daily turnover in the number of shares represented only approximately 0.06% of the number of shares subject to the Scheme. In light of this, the proposal provides minority shareholders immediate liquidity and a chance to realise their entire investment at one time at a premium that the Offeror considers to be attractive.
The proposed privatisation would benefit the Company through eliminating the need for approval from public shareholders for, and providing greater flexibility in the structuring of, possible future corporate transactions, and relieving the Company from other regulatory sanctions and compliance obligations to which the Company is presently subject as a publicly listed company. It will also enable the Company to protect proprietary pricing information and other commercially sensitive information that is currently accessible to the Company's competitors and suppliers through analysis of its public filings. The proposed privatisation is subject to a number of conditions which are stated in the joint announcement.
It is the intention of the Offeror to maintain the existing business of AsiaSat upon the successful privatisation of AsiaSat. No major changes to the existing operating and management structure are expected to be introduced as a result of the implementation of the privatisation. For AsiaSat customers, there will be no change.
As soon as practicable, AsiaSat shareholders will be sent a scheme document and be invited to vote on the proposed privatisation. The Offeror and its concert parties will not be permitted to vote in relation to the proposed privatisation. The Offeror further stated in the joint announcement that it intends to finance the privatisation from an amount borrowed under a loan agreement with Asia Satellite Telecommunications Company Limited (a wholly-owned subsidiary of AsiaSat), which in turn will be funded by a combination of funding from HSBC and internal resources of the Group.
An independent board committee of AsiaSat has been formed to evaluate the proposal and will work with its own independent financial advisor to formulate recommendations to independent shareholders. The recommendation of the independent board committee will be disclosed in the scheme document.
-End-

About Asia Satellite Management Stock Ownership Trust and AsiaSat MSOT (PTC) Limited

AsiaSat MSOT (PTC) Limited is a company incorporated in the British Virgin Islands with limited liability. It is a wholly-owned subsidiary of AsiaSat and is the trustee of Asia Satellite Management Stock Ownership Trust, a management stock ownership trust established by the Company for the purpose of holding new shares and preference shares in the Company to be allotted and issued upon the implementation of the Scheme and in connection with the operation of a management incentive award plan to be adopted by AsiaSat as from the effective date of the Scheme for the benefit of selected employees of the Group.

About Asia Satellite Telecommunications Company Limited

Asia Satellite Telecommunications Company Limited, the leading regional satellite operator in Asia, serves over two-thirds of the world's population with its four satellites, AsiaSat 3S at 105.5ºE, AsiaSat 4 at
122ºE, AsiaSat 5 at 100.5ºE and AsiaSat 7. The AsiaSat satellite fleet provides services to both the broadcast and telecommunications industries. Some 500 television and radio channels are now delivered by the company's satellites offering access to over 620 million TV households across the Asia-Pacific region. AsiaSat also provides telecommunications operators and end users services such as voice networks, private VSAT networks and broadband multimedia. AsiaSat's latest satellites, AsiaSat 6 and AsiaSat 8, are planned to be launched in the first half of 2014. It is a wholly-owned subsidiary of Asia Satellite Telecommunications Holdings Limited, a company listed on The Stock Exchange of Hong Kong Limited (Stock Code: 1135). For more information, please visit www.asiasat.com.

For media inquiries please contact:

Sabrina Cubbon, VP Sales and Marketing
Tel: (852) 2500 0899
Mobile: (852) 9097 1210
Email: scubbon@asiasat.com
Winnie Pang, Manager, Corporate Affairs
Tel: (852) 2500 0880
Email: wpang@asiasat.com

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This press release was issued by Asia Satellite Telecommunications Holdings Limited and was initially posted at http://www.asiasat.com/asiasat/EN/upload/doc/pressrelease/news_e20120402.pdf . It was distributed, unedited and unaltered, by noodls on 2012-04-02 23:02:09 PM. The issuer is solely responsible for the accuracy of the information contained therein.

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