Inmarsat Bondholder Disclosures
The attached financial and other information regarding Connect Bidco Limited and its subsidiaries (collectively, “Inmarsat”) has been prepared solely for purposes of complying with the reporting covenants under that certain Indenture, dated as of October 7, 2019 (the “Indenture”), by and among Connect Finco SARL, Connect U.S. Finco LLC, the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee (the “Trustee”), governing Inmarsat’s 6.750% Senior Secured Notes due 2026 (the “Notes”). The attached information has been provided to the Trustee and the holders of the Notes pursuant to Section 4.03 of the Indenture, and is concurrently being made publicly available by Viasat, Inc. (“Viasat”) in accordance with the requirements of Regulation FD under the Securities Act of 1933, as amended.
This information is being disclosed solely to comply with Viasat’s obligations under Regulation FD. This information should not be considered to be a substitute for or supplement to Viasat’s results of operations or financial condition, as reported by Viasat in its quarterly letters to shareholders, Viasat’s consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) or any of the disclosures set forth in Viasat’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q or other filings with the Securities and Exchange Commission (the “SEC”). Readers are cautioned to not place undue reliance on the attached information.
In particular, readers should be aware that:
- The attached information was prepared solely for purposes of complying with the reporting obligations set forth in the Indenture and is being disclosed to the public solely for purposes of complying with Viasat’s obligations under Regulation FD. It is not intended to supplement or replace the information filed and furnished by Viasat with the SEC, or any other financial or other information that may be released or disclosed by Viasat from time to time. Investors in Viasat’s securities should read Viasat’s consolidated financial statements and other information filed with the SEC for financial and other information regarding Viasat and its subsidiaries (including Inmarsat).
- The attached financial information has been prepared in accordance with International Financial Reporting Standards (“IFRS”), whereas Viasat’s consolidated financial information is prepared in accordance with GAAP. IFRS differs from GAAP in a number of significant respects, and is not comparable to the financial information presented by Viasat. The attached financial information of Inmarsat has not been reconciled to GAAP, and does not reflect all of the adjustments and reclassifications that would be required to conform the attached financial information of Inmarsat to Viasat’s presentation in its consolidated financial statements.
- The attached financial information has been prepared in respect of Inmarsat on a standalone basis and does not give effect to accounting adjustments required for consolidation of Inmarsat’s results with those of Viasat nor does it give effect to adjustments to record the Inmarsat acquisition using the purchase method (as required per the authoritative guidance for business combinations (Accounting Standards Codification (ASC) 805)) or other opening balance sheet adjustments. Accordingly, the attached financial information should not be relied upon as an indicator of Inmarsat’s contribution to the financial condition or results of operations of the combined company following Viasat’s acquisition of Inmarsat on May 30, 2023.