Bankruptcy Court Ruling Could Reduce Auction Price of ProtoStar 2

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PARIS — Satellite fleet operator SES will have to work harder, but may end up paying less, to take ownership of the in-orbit ProtoStar 2 telecommunications satellite in a planned Dec. 16 auction following a U.S. bankruptcy court’s rejection of a preauction arrangement between SES and bankrupt ProtoStar Ltd.

The auction, to be held at the New York offices of the law firm Milbank, Tweed, Hadley & McCloy, likely will include a serious bid by Asiasat of Hong Kong and may also include a bid by Intelsat of Bermuda and Washington. Both companies were present at the Dec. 10 hearing that scuttled the ProtoStar-SES arrangement, according to court records.

The Delaware Bankruptcy Court rejected an arrangement under which SES agreed, in advance of the auction, to pay $185 million in cash for ProtoStar 2 on condition that it receive $6.3 million in compensation in the event it was outbid. That meant SES was assured of taking ownership of ProtoStar 2 unless another bidder was willing to pay more than $191.3 million for the satellite.

Industry officials said the court’s decision means ProtoStar 2 may ultimately be sold for less than $185 million, depending on how badly Asiasat wants the spacecraft, a Boeing 601HP model launched in May and stationed at 107.7 degrees east in geostationary orbit. It carries 27 Ku-band transponders and 13 S-band transponders. The S-band capacity is leased to Indostar and Indovision of Indonesia.

SES and Asiasat both have orbital slots nearby and could move ProtoStar 2 to these positions without losing the Indonesian S-band business.

Intelsat does not have an active orbital position in the neighborhood, but its representatives nonetheless have been active in the ProtoStar 2 preauction proceedings.

Aside from SES, Asiasat and Intelsat, no other satellite operators or prospective buyers appeared at the court hearing, according to the list of attendees. Officials from all three companies declined Dec. 11 to discuss their strategies for ProtoStar 2.

Intelsat won the ProtoStar 1 satellite at auction in late October, paying $210 million in cash. Intelsat plans to move the satellite, now called Intelsat 25, to 31.5 degrees west, where its C-band payload will provide communications links between Africa and the United States. The Ku-band payload will be used for a beam over West Africa, according to Intelsat.

An official with a company that had been contemplating a bid for ProtoStar 2 said SES’s proposed $185 million deal was at “the high end” of the expected price range. This official said a court endorsement of the deal might be viewed as equivalent to canceling the auction because few if any bidders would enter a process where the minimum bid is so high.

ProtoStar saw it differently. In documents submitted to the court Dec. 9, ProtoStar said accepting SES’s terms would result in an auction “generating higher and better offers.”

ProtoStar had told the court that it had sought so-called stalking-horse bids from several prospective ProtoStar 2 buyers, but found none other than SES’s that met minimum-credibility tests.

ProtoStar said it agreed to pay SES a deal-breakup fee of 3 percent of its prearranged bid, or $5.55 million, plus $750,000 “for actual out-of-pocket expenses incurred in connection with the ProtoStar 2 sale process.”

ProtoStar also had solicited stalking-horse bids in the run-up to the Oct. 29 auction of ProtoStar 1, its other principal asset, which is also healthy and in orbit. None of the prospective bidders, including the eventual auction winner, Intelsat, agreed to play the stalking-horse role. As a result, 11 bids separated by millions of dollars were received.

“Absent the proposed breakup fee, SES will not agree to act as the stalking horse and there is substantial risk that ProtoStar will not be able to realize the same value,” ProtoStar told the court. One industry official said Asiasat had told the bankruptcy judge that it would be making a similar bid for Protostar 2, and that a stalking-horse arrangement was unnecessary to ensure a healthy auction.

An official with one company involved in the ProtoStar 1 auction in October said the SES-ProtoStar agreement almost certainly would have reduced the number of ProtoStar 2 bidders, which in any event were not expected to be numerous given the particular constraints of the ProtoStar 2 satellite.

Moving ProtoStar 2 more than a couple of degrees from its current slot would risk the loss of the satellite’s Indonesian anchor customers. Because S-band is little-used for television broadcasts, ProtoStar 2’s new owner likely would have to abandon the S-band payload as a revenue source if the satellite were moved to another region.

SES already has its NSS-11 satellite stationed at 108.2 degrees and has said it wants to develop that orbital position for Ku-band services in East Asia. Moving ProtoStar 2 there would permit SES to retain the Indonesian S-band service.