SES to list on Luxembourg stock exchange at between luf 5,200 and luf 6,100 per fdr, implying a market value of the company between 194 billion luf and 227 billion luf (US$ 5,2 billion and US$ 6,1 billion)

Société Européenne des Satellites SA (SES), the operator of ASTRA, Europe's leading direct-to-home satellite system, today launched its initial public offering with the publication of a preliminary offering circular. An intensive two-week roadshow throughout Europe will commence tomorrow to mark the opening of the subscription period.

THE OFFER STRUCTURE
  • The offer consists of 6,206,000 Fiduciary Depositary Receipts (FDRs), excluding an over-allotment of 744,000 FDRs. Each FDR will be issued in respect of one underlying A share, at an indicative price range per FDR of between LUF 5,200 and LUF 6,100.
  • The implied market capitalization of the Company is between LUF 194 billion and LUF 227 billion (US$ 5,2 billion and US$ 6,1 billion).
  • The FDRs will be listed on the Luxembourg Stock Exchange and will be quoted on SEAQ International in London.
  • SES will not receive any proceeds from the offering. Existing shareholders are making available approximately 1/6th of their respective holdings, resulting in a free float about 15% of the issued capital.
  • An offering to retail and institutional investors in Luxembourg will be combined with an offering to institutional investors outside Luxembourg (excluding the USA).
  • A separate scheme for employee participation in the offering has also been arranged.

Deutsche Bank, Dresdner Kleinwort Benson and Morgan Stanley Dean Witter have been appointed joint global co-ordinators and joint lead managers of the international offering.

Banque Générale du Luxembourg has been appointed lead manager of the Luxembourg offering.

EXPECTED INITIAL PUBLIC OFFERING TIMETABLE
18th June Preliminary Offering Circular issued
19th June Commencement of Luxembourg Retail Offering
19th June to 3rd July Pan-European roadshow
3rd July Book closes
5th July Offer price fixed
6th July Allocations made, listing and trading
9th July Closing and settlement

Commenting on today's announcement, Mr. René Steichen, Chairman of the Board of Directors, said: "I am delighted to announce the launch of our Initial Public Offering today with the preliminary offering circular. We are also very pleased that institutional investors, private individuals and our employees can participate through the flotation in the future success of SES. I look forward to welcoming our new shareholders."

Mr. Romain Bausch, Director General and Chairman of the Management Committee, also commented on today's announcement: "This IPO takes SES into the next stage of its development. SES is well positioned for the future. We have the largest television and radio audience in Europe, reaching more than 70 million households."

"We are adding additional capacity to our existing fleet of seven satellites to deliver an even wider range of services. We can thus provide a unique mix of direct-to-home TV, radio and interactive multimedia services to meet the needs of the fast developing information society."

For further information please contact:

Yves Feltes
SES Press Relations Manager
L-6815 Château de Betzdorf
(00352) 710 725 1
And/or: www.astra.lu

 

David Charters
Deutsche Bank
Tel: 00 44 171 545 8000

 

Kleinwort Benson
Dresdner
Greg Shenkman
Tel: 00 44 171 623 8000

 

Morgan Stanley
Dean Witter

Jaap Tonckens
Tel: 00 44 171 425 5000

David Arendt
Banque Générale du Luxembourg
Tel: 00 352 4242 1

 

Byron Ousey
Gavin Anderson & Company
Tel: 00 44 171 457 2345
Mobile Tel: 0044 831 580 160
BACKGROUND ON SES

SES is the leading European broadcast satellite operator. As of December 31, 1997, of all European households receiving TV by either satellite or cable, approximately 70 million (93 per cent) received one or more channels via the ASTRA system. ASTRA now reaches some 42 per cent of all European TV households.

SES' satellites are principally used to broadcast television and radio programming to households via individual reception direct-to-home (DTH) dishes, communal reception (SMATV) dishes, and cable operators who redistribute to their subscribers.

SES transmits via the ASTRA satellite system 99 analogue and 219 digital television channels and more than 190 analogue and digital radio channels over 120 transponders to 22 European countries.

SES' customer base includes most of the leading public and private broadcasters in Europe, notably the German public broadcasters ARD and ZDF; Canal+ (France); CLT-UFA (Luxembourg); BSkyB (UK); the Kirch Gruppe (Germany); Turner Broadcasting (USA) and Viacom (USA).

The ASTRA Satellite System currently comprises six geostationary (GEO) satellites at the position of 19.2° East - the largest number of satellites co-located at one single orbital slot. In addition, a seventh GEO satellite is temporarily located at SES' second orbital position at 28.2° East to permit the launch of satellite digital services in the UK and the Republic of Ireland later this year.

As a pioneer of interactive and multimedia services, SES is the majority shareholder in European Satellite Multimedia Services (ESM), which operates the ASTRA-NET platform, enabling service and content providers to transmit data directly, via satellite, to personal computers in businesses and homes across Europe.

FUTURE DEVELOPMENTS

SES has four additional satellites under construction. These are expected to be launched between 1998 and 2000. Two satellites will provide back up capacity for the system at 19.2° East and will enable SES to expand and develop its digital and multimedia services as well as expand its geographic coverage in Eastern Europe. The other two satellites will be permanently positioned at 28.2° East, providing digital services to the UK and Ireland.

The Company's history is characterised by market-driven innovation. SES was the first European satellite operator to offer both analogue and digital broadcasting capacity and services to its clients. SES was also the first satellite operator worldwide to successfully apply the concept of co-locating satellites at the same orbital location (19.2° East) to exploit the entire frequency spectrum at such orbital location. SES expects to be the first European satellite operator to commercially exploit the Ka-band frequency for interactive and multimedia services in Europe. In 1999 SES expects to commence operations of ARCS (ASTRA Return Channel System) via satellite. ARCS will serve the growing market in Western and Central Europe for 2-way asymmetric, high-speed broadband collection and delivery of multimedia.

SES plans to continue its expansion, both into new geographic regions and into new services, and through the purchase of additional satellites, including Next Generation Systems (Ka-band sateIlites).

STRATEGY
  • The Company intends to consolidate and enhance its position as the leading provider of broadband satellite infrastructure for television, radio and multimedia in Western Europe.
  • SES intends to expand its geographic coverage throughout Europe by using existing satellites to seed new markets in Central and Eastern Europe.
  • The Company intends to become the leading provider of next generation satellites for new broadband satellite services in Europe and to participate in a global broadband communication system.
FINANCIAL PERFORMANCE

SES has an excellent track record and history of growth. The following is a summary of the three years ending December 31, 1997:

(LUF mill) 1995 1996 1997 CAGR %
Turnover 10,336 14,160 18,074 32.2 %
EBITDA 7,845 11,749 14,488 35.9 %
Net Income 2,878 7,796 6,404 49.2 %
Operating Cashflow 6,998 11,811 15,372 53.8 %

The Company expects to maintain its current dividend payout ratio of approximately 50% of net income, whilst keeping its debt to equity ratio below 120%. At the mid-point of the indicative IPO price range this would represent a yield of approximately 1,5 per cent.

MANAGEMENT

The company has a young, multi-cultured, highly technical workforce combined with an experienced Management Committee:

Romain Bausch Director General and Chairman of the Management Committee (44)
Jürgen Schulte Director of Finance (55)
Yves Elsen Commercial and Marketing Director (40)
Aldis Grinbergs Technical Director (52)
Dean Olmstead Director of Business Development (42)