PA Panamsat Holding Cor

WILTON, Conn., June 13 /PRNewswire-FirstCall/ -- PanAmSat Holding Corporation (NYSE:PA) (the "Company") announced today that it is amending its previously announced offer to purchase (the "Offer") any and all of its outstanding 10 3/8% Senior Discount Notes due 2014 (the "Notes") and related solicitation for consents ("Consents") to certain proposed amendments to the Notes and the indenture pursuant to which the Notes were issued (the "Consent Solicitation"). The Offer and Consent Solicitation were commenced on May 30, 2006 and are being made on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated May 30, 2006 and the related Consent and Letter of Transmittal, as amended by this release (together, the "Offer Documents"). The Company has extended the deadline for its Consent Solicitation. As amended, the Consent Solicitation will expire at 10:00 a.m. New York City time, on June 14, 2006, unless extended (such date and time, as the same may be extended, the "Consent Date"). Holders who validly tender their Notes and deliver their Consents on or prior to the Consent Date, and do not validly withdraw them prior to the execution of the supplemental indenture for the Notes, will be eligible to receive the Total Consideration (as defined below). Further, the Company has extended the expiration time for the Offer to 12:00 midnight on June 30, 2006, unless extended (such date and time, as the same may be extended, the "Expiration Date"). Subject to the terms of the Offer Documents, the Company has also increased the Total Consideration. The "Total Consideration" for each $1,000 principal amount at maturity of the Notes tendered on or prior to the Consent Date, and not validly withdrawn prior to the execution of the supplemental indenture for the Notes, pursuant to the Offer shall be $739.19 (which represents 103.5% of the accreted value of the Notes on June 30, 2006). The Total Consideration includes the "Consent Payment," which shall be $17.86 for each $1,000 principal amount at maturity of the Notes. The "Tender Offer Consideration" for each $1,000 principal amount at maturity of the Notes validly tendered after the Consent Date but on or prior to the Expiration Date (and not validly withdrawn) pursuant to the Offer shall be $721.33 (which represents 101% of the accreted value of the Notes on June 30, 2006). Except for the amendments described above, all of the terms and conditions of the Offer and Consent Solicitation remain unchanged. As of the close of business at 5:00 p.m. New York City time, on June 12, 2006, approximately $177.5 million in aggregate principal amount at maturity of the Notes had been tendered, representing approximately 42.7% of the outstanding principal amount at maturity of the Notes. The terms of the Offer and Consent Solicitation, including the conditions to the Company's obligation to accept the Notes tendered and Consents delivered and to pay the purchase price and the Consent Payments, including the Total Consideration or Tender Offer Consideration, as applicable, are set forth in the Offer Documents. The Company's obligations in this respect are subject to a number of conditions, including the consummation of the acquisition of the Company by Intelsat (Bermuda), Ltd., a subsidiary of Intelsat, Ltd., and the availability of sufficient funds to be raised from the offer and sale of newly issued notes. Deutsche Bank Securities Inc. is the dealer manager for the Offer and the solicitation agent for the Consent Solicitation. Questions or requests for assistance and documentation may be directed to Deutsche Bank Securities Inc, 60 Wall Street, New York, New York 10005, Attn: Alexandra Barth at (212) 250- 5655. This press release does not constitute an offer or solicitation to purchase or a solicitation of consents with respect to the Notes. That offer or solicitation is made only by means of the Offer Documents. This press release contains forward-looking statements within the meaning of the federal securities laws relating to the Company's plans to consummate the Offer and Consent Solicitation with respect to the Notes. These statements are based upon the current expectations and beliefs of the Company's management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward- looking statements. These risks and uncertainties include market conditions and other factors beyond the Company's control and the risk factors and other cautionary statements discussed in the Company's filings with the Securities and Exchange Commission. About PanAmSat Through its owned and operated fleet of 23 satellites, PanAmSat Holding Corporation (NYSE:PA) is a leading global provider of video, broadcasting and network distribution and delivery services. It transmits nearly 2,000 television channels worldwide and, as such, is the leading carrier of standard and high-definition signals. In total, PanAmSat's in-orbit fleet is capable of reaching over 98 percent of the world's population through cable television systems, broadcast affiliates, direct-to-home operators, internet service providers and telecommunications companies. In addition, PanAmSat supports the largest concentration of satellite-based business networks in the U.S., as well as specialized communications services in remote areas throughout the world. For more information, visit the Company's Web site at http://www.panamsat.com/. DATASOURCE: PanAmSat Holding Corporation CONTACT: Kathryn Lancioni of PanAmSat Holding Corporation, +1-203-210-8649, or Web site: http://www.panamsat.com/

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