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) July 15, 2003
LORAL SPACE & COMMUNICATIONS LTD.
(Exact name of registrant as specified in its charter)
Bermuda 1-14180 13-3867424
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
c/o Loral SpaceCom Corporation
600 Third Avenue, New York, New York 10016
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 697-1105
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
On July 15, 2003, Loral Space & Communications Corporation, a
Delaware corporation, Loral SpaceCom Corporation, a Delaware corporation, and
Loral Satellite, Inc., a Delaware corporation (collectively, the "Sellers"),
direct or indirect subsidiaries of Loral Space & Communications Ltd., a Bermuda
company (the "Registrant"), entered into a definitive agreement (the "Asset
Purchase Agreement") to sell to Intelsat, Ltd., a Bermuda company, and Intelsat
(Bermuda), Ltd., a Bermuda company (together, the "Purchasers"), substantially
all of the assets of the Sellers' Skynet fixed satellite services business for
up to $1.1 billion in cash, subject to certain price adjustments related to
Sellers' ability to achieve specified operating parameters prior to the closing.
Consummation of the transaction is conditioned on the conduct of an auction by
the bankruptcy court in Sellers' bankruptcy cases described below, the business
being sold continuing to meet certain operating parameters, receipt of the
approval of the Federal Communications Commission and certain other closing
conditions typical for transactions of this type. There can be no assurance that
the transaction contemplated by the Asset Purchase Agreement will be
consummated. A copy of the Asset Purchase Agreement is included as Exhibit 10.1
to this Report.
In conjunction with and as a precondition to this sale, the
Registrant and certain of its subsidiaries, including the Sellers, filed
voluntary petitions for reorganization under Chapter 11 of Title 11 of the
United States Bankruptcy Code (the "Bankruptcy Code") on July 15, 2003 in the
United States Bankruptcy Court for the Southern District of New York (the "U.S.
Bankruptcy Court"). The Registrant and its subsidiaries, including the Sellers,
will continue to manage their properties and operate their businesses as
"debtors-in-possession" under the jurisdiction of the U.S. Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy Code.
Also on July 15, 2003, the Registrant filed a parallel
insolvency proceeding in the Supreme Court of Bermuda (the "Bermuda Court"). The
Bermuda Court granted certain principals of KPMG LLP the power to oversee the
continuation and reorganization of the Registrant's businesses under the control
of its board of directors and under the supervision of the U.S. Bankruptcy Court
and the Bermuda Court.
CAUTIONARY STATEMENT
This document contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Actual results could
differ materially from those projected or suggested in any forward-looking
statements as a result of a wide variety of factors and conditions, which have
been described in the section of the Registrant's annual report on Form 10-K for
the fiscal year ended December 31, 2002, entitled "Certain Factors That May
Affect Future Results," and the company's other filings with the Securities and
Exchange Commission. The reader is specifically referred to these documents.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 10.1 Asset Purchase Agreement, dated as of
July 15, 2003, among Intelsat, Ltd., a
Bermuda company, Intelsat (Bermuda), Ltd., a
Bermuda company, Loral Space &
Communications Corporation, a Delaware
corporation and a debtor and debtor in
possession, Loral SpaceCom Corporation, a
Delaware corporation and a debtor and debtor
in possession, and Loral Satellite, Inc., a
Delaware corporation and a debtor and debtor
in possession (including Annex A and Annex B
thereto).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Loral Space & Communications Ltd.
By: /s/ Avi Katz
---------------------------------
Name: Avi Katz
Title: Vice President and Secretary
Date: July 23, 2003