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Intelsat Jackson Holdings S.A. (Exact Name of Registrant As Specified in Its Charter)

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Intelsat Jackson Holdings S.A. (Exact Name of Registrant As Specified in Its Charter) Table of Contents As filed with the Securities and Exchange Commission on December 24, 2012 Registration No. 333-185568 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Intelsat Jackson Holdings S.A. (Exact name of registrant as specified in its charter) Luxembourg 4899 N/A (State or other jurisdiction of (Primary Standard Industrial (IRS Employer incorporation or organization) Classification Code Number) Identification Number) GUARANTORS LISTED IN THE TABLE OF ADDITIONAL REGISTRANTS 4, rue Albert Borschette, L-1246 Luxembourg +352 27-84-1600 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) Phillip L. Spector, Esq. Executive Vice President and General Counsel Intelsat S.A. 4, rue Albert Borschette L-1246 Luxembourg +352 27-84-1600 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: John C. Kennedy, Esq. Raphael M. Russo, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, New York 10019-6064 212-373-3000 Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after this Registration Statement becomes effective. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ☐ If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ (Do not check if a smaller reporting company) Smaller reporting company ☐ If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction: Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ☐ Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) ☐ CALCULATION OF REGISTRATION FEE Proposed Proposed Amount maximum maximum Title of each class of to be offering price aggregate Amount of securities to be registered registered per unit offering price(1) registration fee(2) 7 1/4% Senior Notes due 2020 $1,200,000,000 100% $1,200,000,000 $163,680(3) Guarantees of 7 1/4% Senior Notes due 2020 N/A N/A N/A N/A(4) (1) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(f) under the Securities Act of 1933, as amended (the “Securities Act”). (2) The registration fee has been calculated pursuant to Rule 457(f) under the Securities Act. (3) Previously paid. (4) No additional registration fee is due for guarantees pursuant to Rule 457(n) under the Securities Act. The Registrants hereby amend this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrants shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine. Table of Contents TABLE OF ADDITIONAL REGISTRANTS Primary State or Other Standard I.R.S. Jurisdiction of Industrial Employer Incorporation or Classification Identification Name Organization Code Number Number Intelsat S.A. Luxembourg 4899 98-0346003 Intelsat (Luxembourg) S.A. Luxembourg 4899 N/A Intelsat Operations S.A. Luxembourg 4899 N/A AccessPAS, Inc. Delaware 4899 06-1586835 Intelsat (Gibraltar) Limited Gibraltar 4899 N/A Intelsat Asia Carrier Services, Inc. Delaware 4899 06-1532021 Intelsat Corporation Delaware 4899 95-4607698 Intelsat Global Sales & Marketing Ltd. England and Wales 4899 N/A Intelsat Global Service LLC Delaware 4899 52-2293595 Intelsat Holdings LLC Delaware 4899 98-0446524 Intelsat International Employment, Inc. Delaware 4899 06-1475361 Intelsat International Systems LLC Delaware 4899 95-4130816 Intelsat License Holdings LLC Delaware 4899 27-4403948 Intelsat License LLC Delaware 4899 98-0446542 Intelsat Luxembourg Investment S.à r.l. Luxembourg 4899 N/A Intelsat New Dawn (Gibraltar) Limited Gibraltar 4899 N/A Intelsat Satellite LLC Delaware 4899 98-0446524 Intelsat Service and Equipment Corporation Delaware 4899 06-1614545 Intelsat Subsidiary (Gibraltar) Limited Gibraltar 4899 N/A Intelsat UK Financial Services Ltd. England and Wales 4899 N/A Intelsat USA License LLC Delaware 4899 02-0558637 Intelsat USA Sales LLC Delaware 4899 52-2334388 PanAmSat Capital Corporation Delaware 4899 06-1371155 PanAmSat Europe Corporation Delaware 4899 20-3131299 PanAmSat India Marketing, L.L.C. Delaware 4899 N/A PanAmSat India, Inc. Delaware 4899 06-1532023 PanAmSat International Holdings, LLC Delaware 4899 95-4130814 PanAmSat International Sales, LLC Delaware 4899 06-1532018 PanAmSat International Systems Marketing, L.L.C. Delaware 4899 N/A PanAmSat Services, Inc. Delaware 4899 06-1377869 PAS International LLC Delaware 4899 N/A Southern Satellite Corp. Connecticut 4899 06-1396534 Southern Satellite Licensee Corporation Delaware 4899 06-1532182 The address of each of the additional registrants is c/o Intelsat S.A., 4 rue Albert Borschette, L-1246, Luxembourg, Luxembourg. Table of Contents The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETION, DATED DECEMBER 24, 2012 PROSPECTUS Exchange Offer for 7 1/4% Senior Notes due 2020 This is an offer to exchange any of Intelsat Jackson Holdings S.A.’s 7 1/4% Senior Notes due 2020 that you now hold for newly issued 7 1/4% Senior Notes due 2020. The new notes will be issued under an indenture dated as of September 30, 2010. This offer will expire at 5:00 p.m., New York City time, on , 2013, unless we extend the offer. You must tender your original notes by this deadline in order to receive the new notes. We do not currently intend to extend the expiration date. The exchange of outstanding original notes for new notes in the exchange offer will not constitute a taxable event for U.S. federal income tax purposes. The terms of the new notes to be issued in the exchange offer are substantially identical to the original notes, except that the new notes will be freely tradeable and will not benefit from the registration and related rights pursuant to which we are conducting this exchange offer. All untendered original notes will continue to be subject to the restrictions on transfer set forth in the original notes and in the indenture. There is no existing public market for your original notes, and there is currently no public market for the new notes to be issued to you in the exchange offer. Before participating in this exchange offer, please refer to the section in this prospectus entitled “Risk Factors” commencing on page 20. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. This prospectus has been prepared on the basis that this exchange offer in any Member State of the European Economic Area which has implemented the Prospectus Directive (each a “Relevant Member State”) will be made pursuant to an exemption under the Prospectus Directive from the requirement to publish a prospectus for offers of securities. Accordingly, any person making or intending to make any offer in that Relevant Member State of notes which are the subject of the offer contemplated in this prospectus, may only do so in circumstances in which no obligation arises for the Issuer to produce a prospectus for such offer pursuant to Article 3 of the Prospectus Directive in relation to such offer. The Issuer has not authorized, nor does it authorize, the making of any exchange offer in circumstances in which an obligation arises for the Issuer to publish a prospectus for such offer. In relation to each Relevant Member State with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”), no exchange offer of notes to the public will be made in that Relevant Member State prior to the publication of a prospectus in relation to the notes which has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another
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