SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 18, 2001
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LORAL SPACE & COMMUNICATIONS LTD.
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(Exact name of registrant as specified in its charter)
Bermuda 1-14180 13-3867424
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
c/o Loral SpaceCom Corporation
600 Third Avenue
New York, New York 10016
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(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (212) 697-1105
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ITEM 5. OTHER EVENTS.
On November 23, 2001, Loral Space & Communications Ltd., a Bermuda corporation
("Loral Space"), announced that its wholly owned subsidiary, Loral Cyberstar,
Inc., a Delaware corporation ("Loral CyberStar"), commenced an exchange offer
and consent solicitation for approximately $927 million aggregate principal
amount of its issued and outstanding 11-1/4% Senior Notes due 2007 (the "Senior
Notes") and 12-1/2% Senior Discount Notes due 2007 (the "Senior Discount
Notes").
The exchange offer and consent solicitation will expire at midnight, New York
City time, on Thursday, December 20, 2001, unless extended or terminated.
Under the terms of the offer, holders of the Senior Notes and Senior Discount
Notes would receive in total up to $675 million principal amount of new Loral
CyberStar 10% Senior Notes due July 15, 2006, which will be guaranteed by Loral
Space, together with five-year warrants to purchase up to approximately 6.7
million shares of Loral Space's common stock (less than two percent of
outstanding Loral Space stock) at 110 percent of the market price of Loral Space
stock calculated over the ten consecutive trading days preceding the second
trading day before the closing of the exchange offer. A copy of the form of
indenture related to the New Notes is included as an exhibit to this filing and
is incorporated herein by reference.
For additional information about the exchange offer please contact the
information agent, Morrow & Co., Inc., at the following numbers: for banks &
brokerage firms call: 800-654-2468, for U.S. noteholders call: 800-607-0088 and
for international noteholders call collect: 212-754-8000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
99.1 Form of Indenture by and among Loral CyberStar, certain of its
subsidiaries, Loral Space and Bankers Trust Company, as
trustee, with form of 10% Senior Notes due 2006, included
therein. (1)
(1) This exhibit No. 99.1 amends and supersedes exhibit No. 4.7 to
Amendment No. 1 to the Registration Statement on Form S-4 of
Loral Space (SEC File No. 333-73600-02) which was amended and
superseded by exhibit No. 99.1 to Loral Space's Current Report
on Form 8-K, filed with the Securities and Exchange Commission
on December 14, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
LORAL SPACE & COMMUNICATIONS LTD.
Date: December 18, 2001 By: /s/ Janet T. Yeung
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Name: Janet T. Yeung
Title: Vice President, and Assistant
Secretary
INDEX TO EXHIBITS
Exhibit Number Description of Exhibit
99.1 Form of Indenture by and among Loral CyberStar, certain of its
subsidiaries, Loral Space and Bankers Trust Company, as
trustee, with form of 10% Senior Notes due 2006, included
therein. (1)
(1) This exhibit No. 99.1 amends and supersedes exhibit No. 4.7 to
Amendment No. 1 to the Registration Statement on Form S-4 of
Loral Space (SEC File No. 333-73600-02) which was amended and
superseded by exhibit No. 99.1 to Loral Space's Current Report
on Form 8-K, filed with the Securities and Exchange Commission
on December 14, 2001.