Eutelsat Group becomes the first GEO-LEO
integrated satellite group, transforming space communications and
addressing the fast-growing connectivity market.
Regulatory News:
Eutelsat Communications SA (Euronext Paris: ETL) (the
“Company”), one of the world's leading satellite operators,
announced the completion of its all-share combination with OneWeb,
the global low Earth orbit (LEO) satellite communications network,
following the approval today at the Ordinary and Extraordinary
General Meeting of Eutelsat shareholders. This combination forms
Eutelsat Group.
The Company remains headquartered in Paris. OneWeb will be a
subsidiary operating commercially as Eutelsat OneWeb with its
centre of operations remaining in London. The Company remains
listed on the Euronext Paris Stock Exchange and has applied for
standard listing on the London Stock Exchange.
The newly formed Eutelsat Group is strategically positioned to
be a global leader in space communications. Eutelsat’s powerful GEO
fleet will combine network density and high throughput with the low
latency and ubiquity of OneWeb’s LEO constellation to offer
customers global, fully integrated connectivity services. This
combination confirms Eutelsat as a pioneer in the space industry
and a leader in space technology innovation, showcasing its
continuous commitment to pushing the boundaries of the satellite
landscape.
With OneWeb’s network already active and set to be globally
operational by end of 2023, the combined GEO-LEO service will open
up new markets and applications for customers, including Fixed
Connectivity (Backhaul, Corporate networks), Government Services
and Mobile Connectivity (Maritime and Inflight). Broadcast and
video services will remain integral to Eutelsat Group’s business
and continue to deliver unparalleled and innovative services for
customers, including new IP native video services, at the
convergence of broadband and broadcast.
The combined entity is expected to grow at a double-digit
revenue CAGR over the medium to long-term, reaching c. €2bn in
2027. Adjusted EBITDA for the combined entity is expected to grow
at a double digit CAGR over the same period, outpacing revenue
growth.
Dominique D'Hinnin, Chairman of the Board of Directors,
said: “This is an historic moment for the satellite industry.
We are bringing together two businesses that are at the forefront
of delivering integrated, seamless and reliable connectivity to
customers worldwide.
“We will be moving fast to accelerate the growth of the combined
business. With the support of strategic shareholders of both
entities, we are confident of maximising financial performance and
operational excellence, while capitalising on the high-return
investment of next generation satellites.
“I would like to pay tribute to all colleagues who have ensured
we can successfully deliver this combination. We are ready to
provide connectivity and services that will support economic and
social development globally as a trusted partner for multi-orbit
connectivity.”
Sunil Bharti Mittal, Vice-Président (Co-Chair) of the Board
of Directors, commented: “This exciting combination will be
transformative for communities and businesses worldwide, utilising
the unique blend of GEO and LEO technologies. This is a major
milestone for us, our partners, and the customers we serve. The
business combines compelling strategy, technology, and talent to
deliver across several markets and verticals and together we are
well-positioned to deliver value for all our shareholders.
“Closing the digital divide is a critical mission for Eutelsat
Group and the combination of these two businesses, which have each
pursued this goal separately, accelerates our progress. I want to
thank everyone who has made today possible. Because of the work of
our colleagues, we have created a company which will bring
connectivity to more people around the world and help close the
digital divide.”
Eva Berneke, Chief Executive Officer, added: “Eutelsat
Group is the only GEO-LEO operator in satellite communications that
can offer a ubiquitous connectivity service. Global connectivity is
an important and exciting challenge to deliver upon. We can address
a wider range of customer requirements and provide hybrid
connectivity services where they are required worldwide, all with
industry leading resilience. As we continue our track record of
innovation to develop future generations of satellite technology,
we can unlock significant value both for customers and
shareholders. The Eutelsat-OneWeb combination has given us the
scale, financial strength, and business proposition to capitalise
on the significant opportunity.”
ENDS
Notes: Details of the deal
Financials
Revenues of Eutelsat Group are expected to grow at a
double-digit revenue CAGR over the medium to long-term, reaching
€1.32-1.42bn in FY 2024, €1.55-1.75bn in FY 2025, and c. €2.0bn in
FY 2027. Adjusted EBITDA for Eutelsat Group is expected to grow at
a double digit CAGR over the same period, outpacing revenues
growth, rising from a range of €725m to €825m in FY 2024 to €900m
to €1.1bn in FY 2025, and c. €1.4bn in FY 2027.
After synergies, the capex of Eutelsat Group is estimated to be
at €725m to €875m per annum on average, over the period FY 2024 to
FY 2030, with a front-end loaded profile. Beyond 2030, capex is
expected to decrease significantly, as the upgrade, replacement and
maintenance of the fleet will be gradual, due to the deployment of
innovative intelligent software, rather than generational.
The strong cash flow generation of the existing GEO business
will provide both visibility and funding to develop OneWeb’s LEO
fleet at lower risk, which has seen robust demand with the order
book close to $1bn. Combined adjusted EBITDA minus capex is
expected to return in positive territory by FY 2025 or FY 2026,
depending on the capex phasing of OneWeb’s LEO Gen 2 satellites. As
previously announced, the Company has suspended the dividend for
three fiscal years with cash flow focused on the deployment of the
Gen 2 constellation while maintaining a strong balance sheet.
The combination of Eutelsat and OneWeb is forecast to generate
substantial value, tapping into significant revenue, cost, and
capex synergies. Taken together these synergies equate to over
€1.5bn potential value-creation after tax net of implementation
costs.
Leverage, which stands at c. 4x net debt / adjusted EBITDA pro
forma end of June 2023, is expected to be reduced on the back of
strong adjusted EBITDA growth, backed by a disciplined financial
policy, with an objective of leverage of c. 3x in the medium
term.
Ownership structure and Governance
The Company has a balanced ownership structure with a
substantial free float, alongside anchor public shareholders and
supportive private investors. The Board of Directors consists of 15
members including ten independent directors. Seven directors, in
addition to the CEO of Eutelsat, have been proposed by Eutelsat and
its key shareholders and seven directors have been proposed by
OneWeb and its key shareholders.
Dominique D’Hinnin continues in his role as Chairman and Sunil
Bharti Mittal, previously Executive Chairman of OneWeb, will become
Vice-Président (Co-Chair). Eva Berneke continues to be the CEO.
About Eutelsat Group
Eutelsat Group is a global leader in satellite communications,
delivering connectivity and broadcast services worldwide. The Group
was formed through the combination of Eutelsat and OneWeb in 2023,
becoming the first fully integrated GEO-LEO satellite operator with
a fleet of 37 Geostationary satellites and a Low Orbit earth
constellation of more than 600 satellites.
The Group addresses the needs of customers in four key verticals
of Video, where it distributes more than 6,500 television channels,
and the high-growth connectivity markets of Mobile Connectivity,
Fixed Connectivity, and Government Services.
Eutelsat Group’s unique suite of in-orbit and on-ground assets
enables it to deliver integrated solutions to meet the needs of
global customers. The Company is headquartered in Paris and
Eutelsat Group employs more than 1,700 from 50 different
nationalities. The Group is committed to delivering safe,
resilient, and environmentally sustainable connectivity to help
bridge the digital divide. The Company is listed on the Euronext
Paris Stock Exchange (ticker: ETL).
DISCLAIMER
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO, OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT
JURISDICTION.
This announcement is for informational purposes only and is not
intended to and does not constitute, represent or form part of and
should not be construed as an offer or invitation to exchange or
sell, or solicitation of an offer to subscribe for or buy, or an
invitation to exchange, purchase or subscribe for, any securities,
any part of the business or assets described herein, or any other
interests or the solicitation of any vote or approval in any
jurisdiction. This announcement should not be construed as a
recommendation to any reader of this announcement.
This announcement contains projections or other forward-looking
statements (including synergies) with respect to the anticipated
future performance of the group resulting from the combination
between Eutelsat Communications and OneWeb. All statements other
than historical facts included in this announcement, including
without limitations, those regarding position, business strategy,
plans and objectives are forward-looking statements.
Such forward looking statements (including synergies) are
unaudited and for illustrative purposes only and are based on
management’s reasonable assumptions and adjustments, and current
available information. Such projections and forward-looking
statements involve risks, and uncertainties, many of which are not
within Eutelsat Communications’group, including but not limited to
those described in the exemption document and other documents filed
by Eutelsat Communications with the Autorité des marchés
financiers.
Actual future results may differ materially from those projected
or forecast in the forward-looking statements, in particular due to
the uncertainties as to whether the synergies and value creation
from the combination will be realised in the expected time frame,
the risk that the businesses will not be successfully integrated,
the possibility that the combination will require actions that will
adversely affect the anticipated benefits of the proposed
combination.
Nothing contain herein is, or should be relied upon as, a
promise or representation, whether
as to the past or to the future, and no reliance, in whole or in
part, should be placed on the fairness, accuracy, completeness or
correctness of the information contained herein. In particular, no
representation or warranty, express or implied, is made as to the
achievement or reasonableness of, and no reliance should be placed
on, any projections, estimates, forecasts, targets or other
forward-looking statements contained herein. None of Eutelsat
Communications or OneWeb, their shareholders, subsidiaries,
affiliates or associates or their respective directors, officers,
employees, representatives or advisers accepts any responsibility
or liability whatsoever (whether directly, indirectly or
consequential, in contract, tort or otherwise) for or makes any
representation or warranty, express or implied, as to the accuracy
or completeness of the information contained in this announcement,
or otherwise made available, nor as to the reasonableness of any
assumption contained herein or therein, and any liability therefor
is expressly disclaimed. Eutelsat Communications expressly disclaim
any obligation or undertaking to update or revise any projections,
forecasts or estimates or other forward-looking statements
contained in this announcement to reflect any change in events,
conditions, assumptions or circumstances on which any such
statements are based, unless so required by applicable law.
There can be no assurance that that the anticipated benefits of
the combination between Eutelsat Communications and OneWeb will be
realised.
Any securities referred to in this announcement have not been
and will not be registered under the United States Securities Act
of 1933, as amended (the "US Securities Act") or the securities
laws of any state or other jurisdiction of the United States, and
may not be offered or sold, directly or indirectly, into or within
the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the US
Securities Act and in compliance with any applicable securities
laws of any state or other jurisdiction of the United States. There
has been and will be no public offering of securities in the United
States.
Due to rounding, numbers presented throughout this and other
documents may not add up precisely to the totals provided.
In the United Kingdom, this announcement is made only to and
directed only at (a) persons who have professional experience in
matters relating to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the “Order”) or (b) persons falling within Article 49(2)(a)
of the Order or (c) other persons to whom it may otherwise be
lawfully communicated (each such person a “relevant person”). The
distribution of this announcement or any information contained in
it may be restricted by law in certain jurisdictions, and any
person into whose possession any document containing this
announcement or any part of it comes should inform themselves
about, and observe, any such restrictions. Any failure to comply
with applicable requirements may constitute a violation of the laws
and/or regulations of any such jurisdiction.
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version on businesswire.com: https://www.businesswire.com/news/home/20230928831340/en/
Eutelsat Group Media Enquiries
Corporate, Connectivity and Video France, Europe, Latin
America, MENA, APAC Anita Baltagi +33 1 53 98 47 47 abaltagi@eutelsat.com
Daphné Joseph-Gabriel +33 1 53 98 47 47
djosephgabriel@eutelsat.com
Laurène Wale +33 6 65 41 24 83 eutelsat@agenceproches.com
Connectivity North and Latin America, Alaska, MENA, APAC
United Kingdom
Katie Dowd kdowd@oneweb.net
Carolina Neri +44 20 7251 3801
Alastair Elwen EutelsatGroup@fgsglobal.com
Investors
Thomas Cardiel +33 6 99 07 86 47
tcardiel@eutelsat.com
Hugo Laurens-Berge hlaurensberge@eutelsat.com
Christine Lopez +33 1 53 98 47 02 clopez@eutelsat.com
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