UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2014
001-35878
(Commission
File Number)
Intelsat S.A.
(Translation of registrants name into English)
4 rue Albert Borschette
Luxembourg
Grand-Duchy of Luxembourg
L-1246
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
On June 19, 2014, Intelsat S.A. (the Company) held its 2014 Annual General Meeting of Shareholders (the AGM) and an Extraordinary General Meeting of Shareholders (the EGM) in Luxembourg.
Each of the ten proposals listed below were approved at the AGM by an affirmative vote of a simple majority of the votes validly cast by common shareholders entitled to vote at the meeting:
1. | Approval of the Companys statutory stand-alone financial statements for the year ended on December 31, 2013; |
2. | Approval of the Companys consolidated financial statements for the year ended on December 31, 2013; |
3. | Approval of allocation of the Companys annual results for the year ended on December 31, 2013; |
4. | Approval of the declaration of dividends on the Companys 5.75% Series A Mandatory Convertible Junior Non-Voting Preferred Shares; |
5. | Approval of discharge (quitus) to the directors of the Company for the proper performance of their duties for the year ended December 31, 2013; |
6. | Approval and confirmation of the co-optation and definitive election of (a) John Diercksen as Class III director of the Company for a term ending at the general meeting of the Company approving the statutory financial statements for the accounting year ending on December 31, 2015; and (b) Robert Callahan as Class II director of the Company for a term ending at the general meeting of the Company approving the statutory financial statements for the accounting year ending on December 31, 2014; |
7. | Re-election of the following three Class I directors: (a) Raymond Svider; (b) Egon Durban; and (c) Justin Bateman, each for a term ending at the general meeting of the Company approving the statutory financial statements for the accounting year ending on December 31, 2016; |
8. | Approval of the directors remuneration for the year 2014; |
9. | Approval of re-appointment of KPMG LLP as Independent Registered Public Accounting Firm and of KPMG Luxembourg S.à r.l. as approved statutory auditor (réviseurs dentreprises agréés) of the Company; and |
10. | Renewal for a further five year period (ending on June 19, 2019) of the authorization to the Company to purchase, acquire, receive or hold shares of any class in the Company within certain limits and subject to certain price parameters. |
The following proposal was approved at the EGM by a two-thirds majority of the votes validly cast by common and preferred shareholders entitled to vote at the meeting, representing at least half of the issued share capital:
1. | Approval of the five year extension of the validity period of the authorized share capital and waiver of shareholder pre-emptive rights. |
For more information about the proposals, please see Intelsat S.A.s 2014 Proxy Statement, available on the Companys website at www.intelsat.com/investors.
SIGNATURE
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.
INTELSAT S.A. | ||||||
Date: June 20, 2014 | By: | /s/ Michelle Bryan | ||||
Name: | Michelle Bryan | |||||
Title: | Executive Vice President, General Counsel, Chief Administrative Officer and Secretary |