Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC (“Triton”) made a non-binding proposal to acquire Inmarsat Plc (LSE:ISAT) for $3.3 billion on January 31, 2019. Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC reached agreement to acquire Inmarsat on March 25, 2019. Under the terms of the transaction, Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC ("Consortium") will acquire all the issued shares of the Inmarsat for $7.21 per Inmarsat share for the entire issued share of Inmarsat. Funds managed by Apax Partners and Warburg Pincus will have 24.39% and 21.95% stakes in Inmarsat, respectively. Prior to the deal completion, applications will be made to the UK Listing Authority for the cancellation of the listing of the Inmarsat Shares on the official list and to the London Stock Exchange for the cancellation of the admission to trading of Inmarsat Shares on the Main Market. Triton will re-register Inmarsat as a private company under the relevant provisions of the Companies Act. The cash consideration will be financed by a combination of equity to be invested by the Apax Funds, the Warburg Pincus Funds, CPPIB and OTPP and debt to be provided under an Interim Facilities Agreement provided by Barclays, Bank of America, N.A. and UBS, Stamford Branch as interim lenders. The consortium has engaged Barclays (Administrative Agent), Bank of America Merrill Lynch and UBS to act as global coordinators for the $4.525 billion of debt financing to support the public-to-private takeover of Inmarsat, consisting of $2.7 billion of Term Loan B for the tenor of seven years, $1.125 billion Senior Secured Notes and $700 million Revolving Credit Facility for the tenor of five years. In connection with their equity financing of Triton, the Apax Funds, the Warburg Pincus Funds, CPPIB and OTPP have each entered into equity commitment letters. The members of the Consortium may syndicate part of their funding commitments, subject to the terms of the Co-operation Agreement. As of October 9, 2019, proposed syndication and bond issuance is completed. The proceeds of the bond issuance are currently being held in escrow pending the anticipated completion of the acquisition. The Non-executive Directors of Inmarsat, are expected to resign as Inmarsat Directors upon the scheme becoming effective. Following completion, Inmarsat will continue to operate as a standalone business group and intends to maintain headquarters in the UK. Triton has no intention to redeploy the fixed assets of Inmarsat. Britain's Secretary of State for Digital, Culture, Media and Sport announced a public intervention on national security grounds into the sale of satellite company Inmarsat plc and Secretary will decide whether to allow the transaction or refer it to an in-depth inquiry, after receiving a report from the Competition and Markets Authority (CMA) by September 17, 2019. The deal is subject to consent of the Panel (and subject to the terms of the co-operation agreement), formal regulatory approval, the receipt of the relevant clearances from competition authorities in Austria, China, Germany, Russia, the UK and the US, in addition to certain foreign investment and other approvals including in Australia, Germany, India, Italy, Russia and under the CFIUS regime in the US to approval from the Court meeting and the resolutions to be proposed at the Inmarsat General Meeting that are expected to be held prior to May 31, 2019. As of April 26, 2019, Federal Trade Commission approved this transaction. As on May 10, 2019, the transaction was approved in the Court meeting and shareholders meeting of Inmarsat plc. As of May 13, 2019, the Inmarsat Directors unanimously recommend that Inmarsat Convertible Bondholders accept the Convertible Bond Offer. As of July 18, 2019, the transaction is approved by the UK government. As of September 18, 2019, the transaction has been approved by the Committee on Foreign Investment in the US. Approval was also granted by Team Telecom, made up of members of the US Department of Homeland Security, the Department of Justice, and the Department of Defense. As of October 29, 2019, the British Government approved the transaction. On November 7, 2019, Inmarsat met all regulatory approvals, following the go ahead from the Foreign Investment Review Board in Australia. As of November 20, 2019, the court hearing to sanction the transaction is scheduled on November 28 and 29, 2019. As of November 26, 2019, Inmarsat provided additional evidence to the law firm representing the contesting shareholders in connection with the court hearing. As of November 27, 2019, the court hearing was reschedule from November 28, 2019 and November 29, 2019 to December 3, 2019 and December 4, 2019. The acquisition is expected to become effective during the fourth quarter of 2019. The effective date of the transaction was updated to December 4, 2019, if Court hands down judgment and sanctions the scheme on December 3, 2019 and effective date would be December 5, 2019, if Court hands down judgment and sanctions the Scheme on December 5, 2019. Long stop date of the transaction is December 10, 2019. As of December 2, 2019, It's confirmed that the Cash Value of $7.09 per Inmarsat Share is final and will not be increased and it's also confirmed that it will not agree to extend the Long Stop Date. As of December 3, 2019, the Court has sanctioned the scheme. The Scheme remains conditional upon the delivery of a copy of the Court Order to the Registrar of Companies. Hugo Baring, Charles Harman, Adam Laursen and Jonty Edwards of J.P. Morgan Cazenove, Simon Lyons, Scott Matlock, Jim Murray and Jonathan Hall of PJT Partners and Cathal Deasy, Eric Federman, Antonia Rowan and Ben Deary of Credit Suisse acted as financial advisors for Inmarsat plc in the transaction. Freshfields Bruckhaus Deringer LLP and Rory Mullarkey, Stuart Boyd, David Higgins, Mark Thompson, Jacob Traff, Neel Sachdev, Leon Daoud, Eric Wedel. London partner, Timothy Lowe and Mario Mancuso of Kirkland & Ellis acted as legal advisors for Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC. Christian Lesueur, Jonathan Rowley, Jonathan Retter and Christopher Smith of UBS AG, London Branch acted as lead financial advisors while Emmanuel Hibou and Geoffrey Iles of Merrill Lynch International and Osvaldo Ramos and Gaurav Gooptu of Barclays Bank PLC acted as financial advisors for Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC. David Lewis, Lee Coney, Emma Boobbyer and George Holman of Clifford Chance LLP and Marc Besen and Dimitri Slobodenjuk Clifford Chance Partnerschaftsgesellschaft acted as legal advisors for Inmarsat. Michael Bond and Richard Butterwick of Latham & Watkins LLP acted as legal advisor to Canada Pension Plan Investment Board. Apax Partners LLP, Canada Pension Plan Investment Board, Ontario Teachers' Pension Plan Board and Warburg Pincus LLC completed the acquisition of Inmarsat Plc (LSE:ISAT) on December 4, 2019. An applications have been made for the de-listing of Inmarsat shares from the premium listing segment of the official list of the Financial Conduct Authority and the cancellation of the admission to trading of Inmarsat Shares on the London Stock Exchange's main market for listed securities took place on December 5, 2019. Marcus Dougherty, Charles Stern, Suhrud Mehta, Miko Bradford, Rod Miller, Lesley Janzen, Dara Panahy, Alexis Sáinz, Mark Stamp and Merih Altay of Milbank LLP acted as the legal advisor on the financing to the lenders in the transaction.