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| 05:08pm US/Eastern

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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 105.5șE, AsiaSat 4 at
122șE, AsiaSat 5 at 100.5șE 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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