Viasat Announces Successful Closing of Upsized Offering of $1,975 Million of Senior Secured Notes

Rhea-AI Summary

Viasat, Inc. (Nasdaq: VSAT) announces the successful closing of an upsized offering of $1,975 million in 9.000% Senior Secured Notes due 2029. The offering, initially set at $1,250 million, was oversubscribed and increased. The notes were issued by Viasat's indirect subsidiaries, Connect Finco SARL and Connect U.S. Finco , at 100.00% of face value. They were sold to qualified institutional buyers in the U.S. through a private placement and internationally under Regulation S.

The notes are secured on a first-lien basis by assets also securing the Issuers' existing senior secured credit facilities. Proceeds from the offering, along with cash on hand, will be used to redeem all outstanding 6.750% Senior Secured Notes due 2026 and cover related expenses. The notes have not been registered under the Securities Act and cannot be offered or sold in the U.S. without registration or an applicable exemption.

Positive

• Successful upsizing of the offering from $1,250 million to $1,975 million, indicating strong investor demand
• Oversubscription of the offering suggests confidence in Viasat's financial position
• Proceeds will be used to redeem existing notes, potentially improving the company's debt structure

Negative

• Higher interest rate of 9.000% on new notes compared to 6.750% on the notes being redeemed, potentially increasing interest expenses
• Increased debt load with the upsized offering of $1,975 million

Insights

Financial Analyst

The successful closing of Viasat's upsized $1.975 billion senior secured notes offering is a significant financial event. The oversubscription and upsizing from the initial $1.25 billion indicate strong investor demand, which is positive for Viasat's market perception. The 9% interest rate, while high, reflects current market conditions and Viasat's risk profile.

The primary use of proceeds to refinance the 6.75% Inmarsat 2026 Notes suggests a proactive approach to debt management, albeit at a higher interest rate. This move extends Viasat's debt maturity profile to 2029 but will increase interest expenses. The first-lien security on assets provides strong protection for noteholders, which likely contributed to the offering's success.

For investors, this transaction demonstrates Viasat's ability to access capital markets effectively, but also highlights the company's increasing leverage. The higher interest rate will impact profitability, making it important for Viasat to deliver on growth and synergies from its Inmarsat acquisition to justify the increased debt service costs.

Legal Expert

The private placement of these notes under Rule 144A and Regulation S is a common approach for companies seeking to raise capital quickly without the extensive process of a public offering. This strategy allows Viasat to tap into the institutional investor market efficiently.

The explicit statement that the notes are not registered under the Securities Act is important from a legal standpoint. It clearly communicates the restricted nature of these securities and the limitations on their resale. This disclosure is essential for compliance with securities laws and protects Viasat from potential legal issues related to unregistered securities offerings.

The inclusion of a "Safe Harbor Statement" reference, although cut off, suggests that the full press release likely contains forward-looking statements. This is a standard legal precaution to protect the company from liability for projections or expectations that may not materialize. Investors should be aware that such statements are subject to risks and uncertainties.

CARLSBAD, Calif., Sept. 25, 2024 /PRNewswire/ -- Viasat, Inc. (Nasdaq: VSAT) announces that its wholly-owned indirect subsidiaries, Connect Finco SARL and Connect U.S. Finco LLC (together, the "Issuers"), have completed their previously announced offering of $1,975 million in aggregate principal amount of its 9.000% Senior Secured Notes due 2029. The aggregate principal amount of the oversubscribed offering was increased from the initial offering size of $1,250 million. The Issuers are wholly-owned indirect subsidiaries of Connect Bidco Limited ("Inmarsat"), a wholly-owned indirect subsidiary of Viasat.

The notes were offered and sold to persons reasonably believed to be qualified institutional buyers in the United States through a private placement pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the "Securities Act"). The notes have an interest rate of 9.000% per annum and were issued at a price equal to 100.00% of their face value. The notes and the related guarantees are secured on a first-lien basis by assets that also secure on a first-lien basis the indebtedness under the Issuers' existing senior secured credit facilities.

The net proceeds from the offering together with cash on hand, are expected to be used to redeem all of the Issuers' outstanding 6.750% Senior Secured Notes due 2026 (the "Inmarsat 2026 Notes") and to pay related fees and expenses.

The notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act. This press release is neither an offer to sell nor the solicitation of an offer to buy the notes or any other securities, and no offer, solicitation or sale will be made in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale is unlawful. Any offers of the notes were made only by means of a private offering memorandum.

Safe Harbor Statement

This press release contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934. Forward-looking statements include, among others, statements regarding the proposed offering, the use of proceeds therefrom and the redemption of the 2026 Inmarsat Notes in connection therewith, and are generally identified with words such as "believe," "could," "expect," "intend," "may," "plan," "will" and similar expressions. Such statements reflect management's current expectations and judgment as of the date of this press release. In addition, please refer to the risk factors contained in Viasat's SEC filings available at www.sec.gov, including Viasat's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. Viasat undertakes no obligation to update or revise any forward-looking statements for any reason.

View original content:https://www.prnewswire.com/news-releases/viasat-announces-successful-closing-of-upsized-offering-of-1-975-million-of-senior-secured-notes-302258951.html

SOURCE Viasat, Inc.

FAQ

What is the size and interest rate of Viasat's new Senior Secured Notes offering?

Viasat's indirect subsidiaries completed an offering of $1,975 million in 9.000% Senior Secured Notes due 2029.

How will Viasat (VSAT) use the proceeds from the Senior Secured Notes offering?

The proceeds, along with cash on hand, will be used to redeem all outstanding 6.750% Senior Secured Notes due 2026 and pay related fees and expenses.

Were Viasat's (VSAT) new Senior Secured Notes registered under the Securities Act?

No, the notes were not registered under the Securities Act and were offered through private placement to qualified institutional buyers in the U.S. and internationally under Regulation S.

What was the initial offering size for Viasat's (VSAT) Senior Secured Notes, and how much was it increased?

The initial offering size was $1,250 million, which was increased to $1,975 million due to oversubscription.