Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-50262 INTELSAT, LTD. (Exact name of registrant as specified in its charter) Bermuda 98-0346003 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) Wellesley House North, 2nd Floor 90 Pitts Bay Road Pembroke, Bermuda HM 08 (Address of principal executive offices) (Zip Code) (441) 294-1650 Registrant’s telephone number, including area code Securities registered or to be registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒ Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non- accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ The aggregate market value of the registrant’s voting stock held by non-affiliates is zero. The registrant is a privately held corporation. As of March 30, 2007, 12,000 common shares, par value $1.00 per share, were outstanding. Documents incorporated by reference: None Table of Contents TABLE OF CONTENTS Page Forward-Looking Statements 1 Part I Item 1. Business 4 Item 1A. Risk Factors 35 Item 1B. Unresolved Staff Comments 47 Item 2. Properties 47 Item 3. Legal Proceedings 48 Item 4. Submission of Matters to a Vote of Security Holders 49 Part II Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters 50 Item 6. Selected Financial Data 50 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 52 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 86 Item 8. Financial Statements and Supplementary Data 87 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 87 Item 9A. Controls and Procedures 87 Item 9B. Other Information 89 Part III Item 10. Directors, Executive Officers and Corporate Governance 90 Item 11. Executive Compensation 93 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 113 Item 13. Certain Relationships and Related Transactions, and Director Independence 116 Item 14. Principal Accountant Fees and Services 119 Part IV Item 15. Exhibits and Financial Statement Schedules 121 Signatures 122 Index to Exhibits Index to Consolidated Financial Statements 123 Table of Contents FORWARD-LOOKING STATEMENTS Some of the statements in this Annual Report constitute forward-looking statements that do not directly or exclusively relate to historical facts. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements as long as they are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from the expectations expressed or implied in the forward-looking statements. When used in this Annual Report, the words “may,” “will,” “ might,” “should,” “expect,” “plan,” “anticipate,” “project,” “believe,” “estimate,” “predict,” “intend,” “potential,” “outlook” and “continue,” and the negative of these terms, and other similar expressions are intended to identify forward-looking statements and information. Examples of these forward-looking statements include, but are not limited to, statements regarding the following: our goal to sustain our leadership position in the fixed satellite services, or FSS, sector and enhance our free cash flow; our plan to expand the broadcast communities on selected satellites in our fleet; our belief that the direct-to-home transmission of television programming via satellite could contribute to future growth in the demand for satellite services as programmers seek to add programming to established networks and as new networks develop; our intent to continue to evaluate and pursue strategic transactions that can broaden our customer base, provide enhanced geographic presence, provide complementary technical and commercial capabilities, further utilize our infrastructure, modify our service application mix, and create operational efficiencies; our belief that our corporate network customers increasingly require managed solutions best addressed by a network that combines space and terrestrial infrastructure; our expectation that the FSS sector will experience relatively flat to moderate growth over the next few years; with respect to video contribution, our intent to expand our hybrid infrastructure to grow our business; our expectation that growth in high-definition television programming will increase the demand for wholesale satellite capacity; the trends that we believe will impact our revenue and operating expenses in the future; our intent to utilize our enhanced North American coverage as a result of the Intelsat Americas Transaction, as defined in this Annual Report; our expectation that the positive impact of the Intelsat Americas Transaction on our revenue will continue; our current assessment as to how long the G-27 satellite should be able to provide service on its transponders; our belief that the chances of an anomaly on the G-26 and IS-8 satellites similar to that on the G-27 satellite are low; our belief that there is no connection between the IS-804 satellite anomaly and the IS- 802 and G-27 satellite anomalies and that the risk of an anomaly occurring to any one of our LM 7000 series satellites similar to the ones that caused the IS-804 and the IS-802 satellite anomalies is low; our current expectation that the G-27 satellite anomaly and the total loss of the IS-804 satellite will not result in the acceleration of capital expenditures to replace the G-27 and IS-804 satellites, respectively; our plans for satellite launches in the near term; our expected capital expenditures in 2007 and during the next several years; our belief that our balanced geographic mix provides some protection from adverse regional economic conditions; the impact on our financial position or results of operations of pending legal proceedings; our intent to utilize our enhanced capabilities as a result of the COMSAT General Transaction, as defined in this Annual Report, to strengthen our position in the government customer sector; our belief that the COMSAT General Transaction will positively impact our revenue from lease services; and the impact of the Acquisition Transactions, the Transfer Transactions and the PanAmSat Acquisition Transactions, each as defined in this Annual Report. The following list represents some, but not necessarily all, of the factors that could cause actual results to differ from historical results or those anticipated or predicted by these forward looking statements: • risks associated with operating our in-orbit satellites; • satellite launch failures, satellite launch and construction delays and in-orbit failures or reduced performance; • our ability to obtain new satellite insurance policies on commercially reasonable terms or at all; • possible future losses on satellites that are not adequately covered by insurance; • domestic and international government regulation; 1 Table of Contents • changes in our revenue backlog or expected revenue backlog for future services; • pricing pressure and overcapacity in the markets in which we compete; • inadequate access to capital markets; • competition; • customer defaults on their obligations owed to us; • our international operations and other uncertainties associated with doing business internationally; • litigation; and • other risks discussed under Item 1A—Risk Factors. The forward-looking statements made in this Annual Report reflect our intentions, plans, expectations, assumptions and beliefs about future events. These forward-looking statements speak only as of their dates and are not guarantees of future performance or results and are subject to risks, uncertainties and other factors, many of which are outside of our control. These factors could cause actual results or developments to differ materially from the expectations expressed