SES S.A. announces financial results for the year ended 31
December 2024 with solid operational and financial performance
leading to revenue at the top end of the financial outlook and
Adjusted EBITDA exceeding SES’s objectives.
- Revenue of €2,001 million (-0.9% YOY(1)) at the top end of the
financial outlook
- Networks revenue +2.9% YOY(1) with growth in Government (+6.4%)
& Mobility (+7.1%); Media (-5.3% YOY(1)) in line with
expectations
- €1.4 billion (gross) renewals & new business contributing
to €4.8 billion gross contract backlog
- Adjusted EBITDA(2) of €1,028 million (+0.9% YOY(1)) exceeding
the financial outlook
- Operating Expenses excluding Cost of Sales reduced 8.6% YOY
with the benefit of rigorous cost management
- Adjusted Free Cash Flow of €253 million with Net Leverage at
1.1x(3) (including cash & cash equivalents of €3.2
billion(4))
- 2025 financial outlook(5) expects stable YOY revenue, with
Adjusted EBITDA broadly stable YOY on better-than-expected 2024
outturn
- Final dividend of €0.25 per A-share(6), giving FY 2024 dividend
of €0.50 per A-share (€0.75 per A-share paid during CY 2024)
- Intent to increase annual base dividend once SES meets its net
leverage target of below 3x within 12-18 months after closing of
the Intelsat transaction, and then prioritise shareholder
remuneration when allocating any future exceptional cash flows
- Intelsat acquisition on track to complete in H2 2025 with all
previously communicated combined financial objectives
reaffirmed
- IRIS2 concession contract enables MEO network expansion to keep
pace with growing customer demand in line with financial
policy
- Board continues to review its current composition to ensure the
right balance of skills and experience with the intent to propose
board changes at the upcoming AGM
Adel Al-Saleh, CEO of SES, commented: “Our 2024 financial
performance firmly demonstrates that our evolved strategy is
showing results. Our laser-focus on execution and operational
efficiency delivered revenue at the top end of our outlook and
Adjusted EBITDA exceeding our target, establishing a stable
foundation from which to drive profitable growth, sustained Free
Cash Flow generation, and sustainable, long-term shareholder value.
We also made excellent progress on the transformational and value
accretive acquisition of Intelsat and reaffirm all previously
announced financial targets for the combined company.
Networks delivered a third consecutive year of growth
underlining the strong right to win in target segments of our
differentiated multi-orbit offering, strengthened in 2024 with the
successful entry into commercial service of the O3b mPOWER MEO
constellation. We have executed on a strong commercial pipeline
with €760 million of signings including notable wins with NATO, the
U.S. Government, Thai Airways, Turkish Airlines, Virgin Voyages,
Telebras, Orange, and others. We were also delighted to secure the
contract as the trusted partner for the flagship IRIS2 sovereign
connectivity network which will become Europe’s multi-orbit network
of choice.
Media delivered to expectations with a stable outturn in our
important DACH business and double-digit growth in Sports &
Events, while we secured €650 million of renewals and new
agreements with major broadcast customers such as Sky, RTL, QVC,
Warner Brothers Discovery, ORS/ORF, and ProSiebenSat.1,
underpinning the long-term cash generation fundamentals of this
business.
Looking ahead to 2025, we are on track to deliver a solid
operational performance with acceleration in Networks revenue;
expand O3b mPOWER by bringing satellites 7 & 8 into service and
launching satellites 9, 10, & 11; and complete the acquisition
of Intelsat.”
______________________________
1) At constant FX (comparative figures
restated to neutralise currency variations)
2) Excluding operating expenses/income
recognised in relation to U.S. C-band repurposing and other
significant special items (disclosed separately).
3) Adjusted Net Debt to Adjusted EBITDA
(treats hybrid bonds as 50% debt and 50% equity)
4) Excluding €300 million of restricted
cash with respect to the SES-led consortium’s involvement in
IRIS
5) Financial outlook is stated at constant
FX, assuming nominal satellite health and nominal launch
schedule
6) Subject to shareholders’ approval
Key business and financial highlights (at constant FX unless
explained otherwise)
SES regularly uses Alternative Performance Measures (APM) to
present the performance of the group and believes that these APMs
are relevant to enhance understanding of the financial performance
and financial position.
€ million
2024
2023
∆ as reported
∆ at constant FX
Average €/$ FX rate
1.09
1.08
Revenue
2,001
2,030
-1.4%
-0.9%
Adjusted EBITDA
1,028
1,025
+0.4%
+0.9%
Adjusted Net Profit
126
215
-41.6%
n/m
Adjusted Net Debt / Adjusted
EBITDA
1.1 times
1.5 times
n/m
n/m
“At constant FX” refers to comparative
figures restated at the current period FX, to neutralise currency
variations.
Networks (54% of total) revenue of €1,085 million increased
+2.9% year-on-year driven by growth in Government (+6.4%) and
Mobility (+7.1%). In Fixed Data (-8.7%), the year-on-year
comparison is impacted by periodic revenue recognised in 2023.
Media (46% of total) revenue of €914 million represented a
reduction of 5.3% compared with 2023, mainly driven by lower
revenue in mature markets which were partially offset by
double-digit growth in Sports & Events revenue and an increase
in international business.
SES’s gross contract backlog on 31 December 2024 was €4.8
billion including backlog with contractual break clauses, of which
Networks was €2.6 billion, and Media was €2.2 billion.
Adjusted EBITDA of €1,028 million represented an improved
Adjusted EBITDA margin of 51% (2023: 50%). Adjusted EBITDA excludes
significant special items of €35 million (2023: €2,657 million),
comprising net U.S. C-band income of €83 million (2023: net income
of €2,697 million) and expenses related to other significant
special items of €118 million (2023: €40 million). Recurring
operating expenses reduced by 2.8% year-on-year to €973 million,
and by 8.6% year-on-year excluding cost of sales.
Adjusted Net Profit of €126 million was lower than 2023, mainly
reflecting the higher year-on-year depreciation & amortisation
and income tax expense. This was partly offset by higher Adjusted
EBITDA, lower net financing costs of €3 million (2023: costs of €42
million) and other net non-operating income of €21 million (2023:
nil). Net financing costs included the benefit of earned interest
income on the group’s cash & cash equivalents of €127 million
(2023: €51 million) and net interest expense on external borrowings
of €104 million (2023: €86 million).
Adjusted Net Profit excludes the significant special items
highlighted above, as well as non-cash net impairment expense of
€123 million (2023: €3,676 million) and net tax benefit of €47
million (2023: net tax expense of €101 million) associated with all
significant special items.
Adjusted Free Cash Flow (excluding significant special items) of
€253 million included investing activities of €560 million (2023:
€493 million), cash interest received of €127 million (2023: €45
million), and cash interest paid of €159 million (2023: €158
million).
Adjusted Net Debt to Adjusted EBITDA ratio (treating 50% of
€1.587 billion of hybrid bonds as debt and 50% as equity) on 31
December 2024 was 1.1 times (31 December 2023: 1.5 times). Cash
& cash equivalents of €3.2 billion (excluding €300 million of
restricted cash with respect to the SES-led consortium’s
involvement in IRIS2) included the proceeds from the hybrid
dual-tranche bond offering of €1 billion completed at the beginning
of September 2024. SES repaid €717 million of gross debt during
2024.
The total amount of remaining U.S. C-band clearing cost
reimbursements expected to be received in future is now
approximately $90 million and SES is continuing to engage with
insurers regarding the claim of $472 million relating to O3b mPOWER
satellites 1-4.
The Full Year 2024 interim dividend of €0.25 per A-share (€0.10
per B-share) was paid to shareholders on 18 October 2024. The Board
is proposing a final dividend of €0.25 per A-share (€0.10 per
B-share) to be paid to shareholders in April 2025, giving a Full
Year 2024 dividend of €0.50 per A-share (€0.20 per B-share) in line
with the commitment to a stable to progressive dividend policy. The
final dividend is subject to shareholder approval at the Annual
General Meeting on 3 April 2025. In Calendar Year 2024, SES paid a
total of €0.75 per A-share (€0.30 per B-share) in dividends. The
Board continues to review its current composition to ensure that it
has the right balance of skills and experience required to steer
SES to future growth and value creation in the fast-changing market
environment. It is the Board’s intention to propose board changes
at the upcoming AGM.
A share buyback programme of €150 million was completed in
respect of the A-shares in October 2024 with 24 million A-shares
purchased at an average price of €5.22 per A-share and 12 million
B-shares were purchased at an average price of €2.09 per B-share.
The shares acquired will be cancelled after the expiry of one year,
which will reduce the total number of voting and economic shares in
issue.
For Full Year 2025 (assuming nominal satellite health and launch
schedule), group revenue is expected to be stable compared with
2024 (at constant FX) and Adjusted EBITDA is expected to be broadly
stable year-on-year (at constant FX) on the better-than-expected
2024 outturn. Capital expenditure (net cash absorbed by investing
activities excluding acquisitions and financial investments) is
expected to be in the range of €425-475 million in 2025, followed
by an average annual capital expenditure of approximately €325
million for 2026-2029.
In addition, SES’s expected capital expenditure relating to
IRIS2 of up to €1.8 billion will start ramping mostly from 2027 and
will translate into an average annual spend of around €400 million
over 2027-2030 (subject to a rendezvous point at the end of 2025 to
validate the project cost, technical requirements, and delivery
timetable, whereby any party can exit in the event of excess
expected cost, not meeting technical requirements, and/or delays to
the in-service date).
The proposed acquisition of Intelsat is expected to complete in
H2 2025, subject to receiving the necessary regulatory clearances,
with all previously communicated financial objectives for the
combined company reaffirmed (pre-IRIS2). As previously announced,
SES expects the proposed acquisition to have a positive impact on
free cash flow, increasing the Company’s financial flexibility. In
terms of capital allocation, SES remains committed to investment
grade metrics, profitable investments, and a stable to progressive
dividend. As SES meets its net leverage target (Adjusted Net Debt
to Adjusted EBITDA) of below 3 times within 12-18 months after
closing the Intelsat transaction, the company intends to increase
the annual base dividend and then prioritise shareholder
remuneration when allocating any future exceptional cash flows of
the combined company.
Operational performance
REVENUE BY BUSINESS UNIT
Revenue (€ million) as
reported
Change (YOY) at constant
FX
Q1 2024
Q2 2024
Q3 2024
Q4 2024
FY 2024
Q1 2024
Q2 2024
Q3 2024
Q4 2024
FY 2024
Average €/$ FX rate
1.09
1.08
1.09
1.09
1.09
Media
228
225
233
228
914
-5.2%
-8.2%
-3.1%
-4.5%
-5.3%
Networks
268
255
264
298
1,085
+9.6%
+0.7%
-1.0%
+2.8%
+2.9%
Government
125
130
136
156
547
+6.1%
+10.8%
+5.4%
+4.0%
+6.4%
Fixed Data
59
55
64
59
237
-0.6%
-15.3%
-6.7%
-11.5%
-8.7%
Mobility
84
70
64
83
301
+24.6%
-1.5%
-7.5%
+13.1%
+7.1%
Other
2
-
-
-
2
n/m
n/m
n/m
n/m
n/m
Group Total
498
480
497
526
2,001
+2.5%
-3.7%
-2.0%
-0.5%
-0.9%
“At constant FX” refers to comparative
figures restated at the current period FX, to neutralise currency
variations.
Future satellite launches
Satellite
Region
Application
Launch Date
O3b mPOWER (satellites 9,10, &
11)
Global
Fixed Data, Mobility,
Government
2025
EAGLE-1
Europe
Government
2026
O3b mPOWER (satellites 12 &
13)
Global
Fixed Data, Mobility,
Government
2026
ASTRA 1Q
Europe
Media, Fixed Data, Mobility,
Government
2027
SES-26
Africa, Asia, Europe, Middle
East
Media, Fixed Data, Mobility,
Government
2027
Final launch dates are subject to
confirmation by launch providers.
CONSOLIDATED INCOME STATEMENT
€ million
2024
2023
Average €/$ FX rate
1.09
1.08
Revenue
2,001
2,030
U.S. C-band repurposing
income
88
2,744
Other Income
3
5
Operating expenses
(1,099)
(1,097)
EBITDA
993
3,682
Depreciation expense
(650)
(603)
Amortisation expense
(156)
(89)
Non-cash impairment
(123)
(3,676)
Operating profit
/(loss)
64
(686)
Net financing income/(costs)
(3)
(42)
Other non-operating
income/(expenses)
21
-
Profit/ (loss) before
tax
82
(728)
Income tax expense
(55)
(176)
Non-controlling interests
(12)
(1)
Net Profit attributable to
owners of the parent
15
(905)
Basic and diluted earnings per
A-share (in €)(1)
0.00
(2.14)
Basic and diluted earnings per
B-share (in €)(1)
0.00
(0.86)
1) Earnings per share is calculated as
profit attributable to owners of the parent divided by the weighted
average number of shares outstanding during the year, as adjusted
to reflect the economic rights of each class of share. For the
purposes of the EPS calculation only, the net profit for the year
attributable to ordinary shareholders has been adjusted to include
the assumed coupon, net of tax, on the perpetual bonds.
€ million
2024
2023
Adjusted EBITDA
1,028
1,025
U.S. C-band income
88
2,744
Other income
3
5
U.S. C-band operating
expenses
(5)
(47)
Other significant special
items(1)
(121)
(45)
EBITDA
993
3,682
1) Other significant special items include
restructuring charges of €63 million (2023: €27 million), costs
associated with the development and / or implementation of merger
and acquisition activities of €55 million (2023: €9 million) and
EUR 3 million other charges of non-recurring nature (2023: EUR 9
million).
€ million
2024
2023
Adjusted Net Profit
126
215
U.S. C-band income
88
2,744
U.S. C-band operating
expenses
(5)
(47)
Other income
3
5
Non-cash impairment
(123)
(3,676)
Other significant special
items
(121)
(45)
Tax on C-Band net income
(19)
(484)
Tax on significant special
items
66
383
Net profit attributable to
owners of the parent
15
(905)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
€ million
31 December 2024
31 December 2023
Closing €/$ FX rate
1.04
1.11
Property, plant, and
equipment
2,924
3,042
Assets in the course of
construction
1,348
1,550
Intangible assets
908
920
Other financial assets
36
21
Trade and other
receivables(1)
107
87
Deferred customer contract
costs
1
3
Deferred tax assets
701
671
Total non-current
assets
6,025
6,294
Inventories
49
55
Trade and other
receivables(1)
649
860
Deferred customer contract
costs
2
2
Prepayments
58
47
Income tax receivable
23
19
Cash and cash equivalents
(A)(2)
3,521
2,907
Total current assets
4,302
3,890
Total assets
10,327
10,184
Equity attributable to the owners of the
parent
3,423
3,701
Non-controlling interests
69
57
Total equity
3,492
3,758
Borrowings (B)
4,247
3,443
Provisions
3
3
Deferred income
338
337
Deferred tax liabilities
212
205
Other long-term liabilities
55
83
Lease liabilities
32
23
Fixed assets suppliers
426
313
Total non-current
liabilities
5,313
4,407
Borrowings (C)
273
716
Provisions
128
88
Deferred income
225
224
Trade and other payables(2)
678
390
Lease liabilities
19
16
Fixed assets suppliers
184
455
Income tax liabilities
15
130
Total current
liabilities
1,522
2,019
Total liabilities
6,835
6,426
Total equity and liabilities
10,327
10,184
Reported Net Debt (B + C – A)
999
1,252
1) Trade and other receivables (current
and non-current) include €87 million related to U.S. C-band
repurposing (31 December 2023: €350 million). 2) Including €300
million related to IRIS2 cash received (31 December 2023: nil).
CONSOLIDATED STATEMENT OF CASH FLOWS
€ million
2024
2023
Profit before tax
82
(728)
Taxes paid during the year
(168)
(442)
Adjustment for non-cash items
861
4,531
Changes in working capital(1)
231
118
Net cash generated by
operating activities
1,006
3,479
Payments for purchases of intangible
assets
(23)
(22)
Payments for purchases of
tangible assets(2)
(280)
(383)
Interest received(3)
158
45
Other investing activities
(14)
(10)
Net cash absorbed by investing
activities
(159)
(370)
Proceeds from borrowings
1,034
-
Repayment of borrowings
(717)
(706)
Partial redemption of perpetual bond
(35)
-
Payments for transaction costs in respect
of undrawn facilities
(22)
-
Coupon paid on perpetual bond
(49)
(49)
Dividends paid on ordinary shares(4)
(320)
(220)
Interest paid on borrowings
(110)
(109)
Payments for acquisition of treasury
shares
(128)
(22)
Proceeds from treasury shares sold and
exercise of stock options
-
1
Lease payments
(26)
(22)
Payment in respect of changes in ownership
interest in subsidiaries
(2)
1
Net cash generated/(absorbed) by
financing activities
(375)
(1,126)
Net foreign exchange movements
142
(123)
Net increase in cash and cash
equivalents
614
1,860
Cash and cash equivalents at
beginning of the year
2,907
1,047
Cash and cash equivalents at end of the
year
3,521
2,907
1) Including €300 million IRIS2 cash
received 2) Including net reimbursements of €257 million related to
U.S. C-band repurposing (2023: net reimbursements of €78 million)
3) Comprising €127 million interest received on deposit and €31
million interest received in relation to U.S. C-band clearing 4)
Net of dividends received on treasury shares of €15 million (2023:
€3 million).
€ million
2024
2023
Net cash generated by
operating activities(1)
1,006
3,479
Net cash absorbed by investing
activities(2)
(159)
(370)
Free cash flow before financing
activities
847
3,109
Coupon paid on perpetual bond
(49)
(49)
Interest paid on borrowings
(110)
(109)
Lease payments
(26)
(22)
Free cash flow before equity
distributions and treasury activities
662
2,929
U.S. C-band cash flows (net)
(202)
(2,516)
IRIS2 cash received
(300)
-
Payments in respect of other significant
special items
93
18
Adjusted Free Cash Flow
253
431
1) Including €300 million IRIS2 cash
received and C-band net cash outflow generated by operating
activities of €87 million (including €102 million of taxes paid).
2) Including net reimbursements of €257 million related to U.S.
C-band repurposing (2023: net reimbursements of €78 million) and
€31 million interest received in relation to U.S. C-band clearing
(2023: nil).
SUPPLEMENTARY INFORMATION
QUARTERLY INCOME STATEMENT (AS REPORTED)
€ million
Q1 2023
Q2 2023
Q3 2023
Q4 2023
Q1 2024
Q2 2024
Q3 2024
Q4 2024
Average €/$ FX rate
1.07
1.08
1.08
1.07
1.09
1.08
1.09
1.09
Revenue
490
497
507
536
498
480
497
526
U.S. C-band income
2
1
2,715
26
1
4
1
82
Other income
-
-
-
5
-
-
-
3
Operating expenses
(240)
(251)
(251)
(355)
(230)
(248)
(269)
(352)
EBITDA
252
247
2,971
212
269
236
229
259
Depreciation expense
(148)
(146)
(153)
(156)
(139)
(162)
(172)
(177)
Amortisation expense
(17)
(29)
(21)
(22)
(19)
(49)
(38)
(50)
Non-cash impairment
-
-
(1,553)
(2,123)
-
(25)
1
(99)
Operating profit
87
72
1,244
(2,089)
111
-
20
(67)
Net financing (costs)/income
(29)
(18)
(2)
7
5
(5)
(6)
3
Other non-operating income /
expenses (net)
-
-
-
-
-
-
-
21
(Loss)/Profit before
tax
58
54
1,242
(2,082)
116
(5)
14
(43)
Income tax benefit/(expense)
(3)
(17)
(472)
316
(43)
5
(4)
(13)
Non-controlling interests
-
-
-
(1)
-
-
(6)
(6)
Net (Loss)/Profit attributable
to owners of the parent
55
37
770
(1,767)
73
0
4
(62)
Basic (loss)/earnings per
share
(in €)(1)
Class A shares
0.10
0.07
1.73
(4.04)
0.16
(0.01)
0.00
(0.15)
Class B shares
0.04
0.03
0.69
(1.62)
0.06
0.00
0.00
(0.06)
Adjusted EBITDA
265
265
262
233
275
250
250
253
Adjusted EBITDA margin
54%
53%
52%
44%
55%
52%
50%
48%
U.S. C-band income
2
1
2,715
26
1
4
1
82
Other Income
-
-
-
5
-
-
-
3
U.S. C-band operating
expenses
(6)
(7)
(4)
(30)
(2)
(1)
(1)
(1)
Other significant special
items
(9)
(12)
(2)
(22)
(5)
(17)
(21)
(78)
EBITDA
252
247
2,971
212
269
236
229
259
1) Earnings per share is calculated as
profit attributable to owners of the parent divided by the weighted
average number of shares outstanding during the year, as adjusted
to reflect the economic rights of each class of share. For the
purposes of the EPS calculation only, the net profit for the year
attributable to ordinary shareholders has been adjusted to include
the coupon, net of tax, on the perpetual bonds. Fully diluted
earnings per share are not significantly different from basic
earnings per share.
ALTERNATIVE PERFORMANCE MEASURES
SES regularly uses Alternative Performance Measures (‘APM’) to
present the performance of the Group and believes that these APMs
are relevant to enhance understanding of the financial performance
and financial position. These measures may not be comparable to
similarly titled measures used by other companies and are not
measurements under IFRS or any other body of generally accepted
accounting principles and thus should not be considered substitutes
for the information contained in the Group’s financial
statements.
Alternative Performance Measure
Definition
Reported EBITDA and EBITDA
margin
EBITDA is profit for the period
before depreciation, amortisation, impairment, net financing cost,
and income tax. EBITDA margin is EBITDA divided by the sum of
revenue and other income including U.S. C-band repurposing
income.
Adjusted EBITDA and Adjusted EBITDA
margin
EBITDA adjusted to exclude
significant special items of a non-recurring nature. The primary
exceptional items are the net impact of the repurposing of U.S.
C-band spectrum, restructuring charges, costs associated with the
development and/or implementation of merger and acquisition
activities, specific business taxes, one-off regulatory charges
arising outside ongoing operations. Adjusted EBITDA margin is
Adjusted EBITDA divided by revenue.
Adjusted Free Cash Flow
Net cash generated by operating
activities less net cash absorbed by investing activities, interest
paid on borrowings, coupon paid on perpetual bond and lease
payments, and adjusted to exclude the effect of cash flows
generated by significant special items of a non-recurring nature.
The primary exceptional items are the net impact of the repurposing
of U.S. C-band spectrum, restructuring charges, costs associated
with the development and/or implementation of merger and
acquisition activities, specific business taxes, one-off regulatory
charges arising outside ongoing operations.
Adjusted Net Debt to Adjusted
EBITDA
Adjusted Net Debt to Adjusted
EBITDA represents the ratio of Net Debt plus 50% of the group’s
hybrid bonds (per the rating agency methodology) divided by the
last 12 months’ (rolling) Adjusted EBITDA.
Adjusted Net Profit
Net profit attributable to owners
of the parent adjusted to exclude the after-tax impact of
significant special items.
Presentation of Results:
A presentation of the results for investors and analysts will be
hosted at 9.30 CET on 26 February 2025 and will be broadcast via
webcast and conference call. The details for the conference call
and webcast are as follows:
U.K.
+44 (0) 33 0551 0200
France
+33 (0) 1 70 37 71 66
Germany
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About SES
SES has a bold vision to deliver amazing experiences everywhere
on Earth by distributing the highest quality video content and
providing seamless data connectivity services around the world. As
a provider of global content and connectivity solutions, SES owns
and operates a geosynchronous orbit fleet and medium earth orbit
(GEO-MEO) constellation of satellites, offering a combination of
global coverage and high performance services. By using its
intelligent, cloud-enabled network, SES delivers high-quality
connectivity solutions anywhere on land, at sea or in the air, and
is a trusted partner to telecommunications companies, mobile
network operators, governments, connectivity and cloud service
providers, broadcasters, video platform operators and content
owners around the world. The company is headquartered in Luxembourg
and listed on Paris and Luxembourg stock exchanges (Ticker: SESG).
Further information is available at: www.ses.com.
Forward looking statements
This communication contains forward-looking statements.
Generally, the words “anticipate,” “estimate,” “expect,” “project,”
“intend,” “plan,” “contemplate,” “predict,” “forecast,” “likely,”
“believe,” “target,” “will,” “could,” “would,” “should,”
“potential,” “may” and similar expressions or their negative, may,
but are not necessary to, identify forward-looking statements.
Such forward-looking statements, including those regarding SES’s
financial position, business strategy, plans and objectives of
management for future operations (including development plans and
objectives relating to SES products and services), and the timing
and consummation of the Intelsat transaction described herein,
involve risks and uncertainties. SES’s and Intelsat’s experience
and results may differ materially from the experience and results
anticipated in such statements. The accuracy of such statements is
subject to a number of risks, uncertainties and assumptions
including, but not limited to, the following factors: the risk that
the conditions to the closing of the transaction are not satisfied,
including the risk that required approvals of the transaction from
the shareholders of Intelsat or from regulators are not obtained;
litigation relating to the transaction; uncertainties as to the
timing of the consummation of the transaction and the ability of
each party to consummate the transaction; risks that the proposed
transaction disrupts the current plans or operations of SES or
Intelsat; the ability of SES and Intelsat to retain and hire key
personnel; competitive responses to the proposed transaction;
unexpected costs, charges or expenses resulting from the
transaction; potential adverse reactions or changes to
relationships with customers, suppliers, distributors and other
business partners resulting from the announcement or completion of
the transaction; the combined company’s ability to achieve the
synergies expected from the transaction, as well as delays,
challenges and expenses associated with integrating the combined
company’s existing businesses; the impact of overall industry and
general economic conditions, including inflation, interest rates
and related monetary policy by governments in response to
inflation; geopolitical events, and regulatory, economic and other
risks associated therewith; and continued uncertainty around the
macroeconomy. Other factors that might cause such a difference
include those discussed in the prospectus on Form F-4 to be filed
in connection with the proposed transaction. The forward-looking
statements included in this communication are made only as of the
date hereof and, except as required by federal securities laws and
rules and regulations of the SEC, SES and Intelsat undertake no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Additional Information and Where to Find It
In connection with the proposed Intelsat transaction, SES
intends to file with the SEC a registration statement on Form F-4
that also constitutes a prospectus of SES. SES also plans to file
other relevant documents with the SEC regarding the proposed
transaction. No offer of securities shall be made, except by means
of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended. INVESTORS AND SHAREHOLDERS ARE
URGED TO READ THE REGISTRATION STATEMENT, PROSPECTUS AND OTHER
DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and shareholders will be able to obtain free copies of
these documents (if and when available), and other documents
containing important information about SES and Intelsat, once such
documents are filed with the SEC through the website maintained by
the SEC at http://www.sec.gov. Copies of the documents filed with
the SEC by SES will be available free of charge on SES’s website at
www.ses.com or by contacting SES’s Investor Relations Department by
email at ir@ses.com. Copies of the documents filed with the SEC by
Intelsat will be available free of charge on Intelsat’s website at
www.intelsat.com or by contacting Intelsat’s Investor Relations
Department by email at investor.relations@intelsat.com.
No Offer or Solicitation
This communication is not intended to and shall not constitute
an offer to sell or the solicitation of an offer to buy any
securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such jurisdiction. No offer of securities shall
be made, except by means of a prospectus meeting the requirements
of Section 10 of the Securities Act of 1933, as amended.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250225512525/en/
For further information please contact: Richard Whiteing
Investor Relations Tel: +352 710 725 261
richard.whiteing@ses.com
Suzanne Ong Communications Tel: +352 710 725 500
suzanne.ong@ses.com
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