May 21, 2002 17:26
Liberty Satellite Signs LOI in Connection With Proposed Restructuring of ASTROLINK
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ENGLEWOOD, Colo., May 21 /PRNewswire-FirstCall/ -- Liberty Satellite & Technology, Inc. (OTC Bulletin Board: LSTTA, LSTTB) ("Liberty Satellite") has signed a non-binding letter of intent with Lockheed Martin Corporation, TRW Inc., and Telespazio S.p.A., in connection with a proposed restructuring of ASTROLINK International, LLC. Astrolink was formed in 1999 to establish and operate a global communications system to deliver next-generation broadband service. Liberty Satellite currently owns 31.5% of Astrolink, with the remainder owned by Lockheed, TRW and Telespazio, in each case through one or more subsidiaries.
The non-binding letter of intent contemplates the settlement of all claims among the parties and their affiliates relating to Astrolink and the acquisition of all the assets of Astrolink by Liberty Satellite. If the transactions contemplated by the non-binding letter of intent are consummated, Liberty Media Corporation will make a capital contribution to Liberty Satellite at the closing, in exchange for shares of Liberty Satellite's Series B common stock at fair market value at closing. The parties have agreed not to publicly disclose the specific economic terms of the proposed transaction, pending execution of a definitive agreement on such terms.
Subject to consummation of the transactions contemplated by the non- binding letter of intent, and any necessary regulatory approvals, Liberty Satellite currently plans to pursue a revised operating plan for the new Astrolink system, taking into account current financial and market factors.
The transactions contemplated by the non-binding letter of intent are subject to, among other conditions, the negotiation, execution and delivery of definitive agreements, required third party and governmental consents, and the termination or renegotiation, on terms acceptable to Liberty Satellite, of Astrolink's prior procurement contracts.
The foregoing are "forward-looking statements" which are based on management's beliefs as well as on a number of assumptions concerning future events made by and information currently available to management. Readers are cautioned not to put undue reliance on such forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors, many of which are outside Liberty Satellite's control. For a more detailed description of the factors that could cause such a difference, please see Liberty Satellite's filings with the Securities and Exchange Commission. Liberty Satellite disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering 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. |
