The Deal: France's Eutelsat Tumbles on $1.1 Billion SatMex Deal

NEW YORK ( TheStreet) - In its second major effort to expand coverage in Latin America this week, Eutelsat Communications ( EUTLY)said Wednesday that it would pay $1.14 billion for Satélites Mexicanos SA de CV, better known as SatMex.

The news follows Eutelsat's announcement on Tuesday that it had ordered a new satellite to provide coverage in Brazil and other markets.Eutelsat CEO Michel de Rosen said during a Wednesday earnings call that the push into Latin America was part of a focus on markets with higher growth curves, as the satellite industry's expansion slows.

Eutelsat will pay $831 million in cash and take on $311 million in net debt for the target. Shares of Eutelsat promptly tumbled 6.3% on the news to $7.13.

SatMex generated $89.1 million in adjusted Ebitda in 2012, against more than $110 million in sales.

Eutelsat said the purchase comes to 9.7 times Ebitda for the past twelve months, when considering capacity already sold on the SatMex 8 satellite. The buyer said the valuation doesn't reflect the benefit of $450 million in SatMex losses that could be applied to future tax bills, which it said are worth $100 million.

SatMex has had to reorganize its debts twice in the past decade, although Eutelsat said its prospects have improved. The buyer identified Latin America as one of the bright spots in the satellite industry, along with Russia, Africa and Asia.

Eutelsat deputy CEO Michel Azibert said demand for digital infrastructure is growing in Latin America ahead of the 2014 World Cup and the 2016 Olympics, both to be held in Brazil.

SatMex is the fourth-largest satellite operator in the region, with an 11% market share. While Eutelsat's to-be-launched satellite would expand its coverage in Brazil, SatMex is stronger in markets such as Chile, Colombia, Mexico and Peru.

During the Q-and-A section of the call, Wilton Fry of Bank of America Merrill Lynch noted that in 2007, former Eutelsat CEO Giuliano Berretta had put in a low bid for SatMex. The offer, which came to 9.8 times Ebitda, was intentionally low and did not succeed.

Eutelsat is paying nearly the same multiple, Fry observed, while suggesting that the company had more upside in 2007. Excluding the SatMex 8 sales, the analyst suggested the current valuation multiple is closer to 13 times Ebitda. "How can you answer critics who say you are trying to buy your way out of trouble?" Fry asked.

"SatMex was a very different company then," de Rosen responded. "It was in disarray," while "it has now become a vibrant company" with better potential for growth.

Eutelsat challenged the suggestion that the company's prospects had diminished. De Rosen also noted Mexico's loosened restrictions on foreign investment. "We would never have paid what we are paying if we were not confident that we would gain control of the company," he said.

The purchase will push Eutelsat's leverage from 2.7 times net debt to 3.3 times. Recently announced long-term capital leases and other commitments will push the ratio higher. Company management said Wednesday that Eutelsat has spoken to ratings agencies and will maintain its investment grade rating after the deal closes. Eutelsat expects to close the deal before the end of 2013.

Goldman, Sachs & Co. and Credit Suisse AG advised SatMex, which received counsel from Ropes & Gray LLP and Greenberg Traurig LLP.Eutelsat Communications retained Perella Weinberg Partners, as well as law firms Debevoise & Plimpton LLP, Mijares, Angoitia, Cortes y Fuentes SC and Hamelink & Van den Tooren NV.

Written by Chris Nolter in New York

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