Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 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) N/A Bermuda (Translation of Registrant’s Name Into English) (Jurisdiction of Incorporation or Organization) Wellesley House North, 2nd Floor 90 Pitts Bay Road Pembroke HM 08, Bermuda (Address of Principal Executive Offices) Securities registered or to be registered pursuant to Section 12(b) of the Act. Name of Each Exchange Title of Each Class On Which Registered N/A N/A Securities registered or to be registered pursuant to Section 12(g) of the Act: N/A (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: 5 1/4% Senior Notes due 2008; 7 5/8% Senior Notes due 2012; 6 1/2% Senior Notes due 2013 (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. As of December 31, 2004, 167,261,024 ordinary shares, par value $3.00 per share, were issued and outstanding. 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 which financial statement item the registrant has elected to follow. Item 17 ☐ Item 18 ☑ Table of Contents TABLE OF CONTENTS Page INTRODUCTION 2 FINANCIAL AND OTHER INFORMATION 2 FORWARD-LOOKING STATEMENTS 2 PART I 5 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 5 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 5 ITEM 3. KEY INFORMATION 5 ITEM 4. INFORMATION ON THE COMPANY 20 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 52 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 81 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 92 ITEM 8. FINANCIAL INFORMATION 95 ITEM 9. THE OFFER AND LISTING 95 ITEM 10. ADDITIONAL INFORMATION 96 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 107 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 107 PART II 107 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 107 ITEM 15. CONTROLS AND PROCEDURES 107 ITEM 16. [RESERVED] 108 ITEM 16B. CODE OF ETHICS 108 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 108 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 109 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 109 PART III 109 ITEM 17. FINANCIAL STATEMENTS 109 ITEM 18. FINANCIAL STATEMENTS 109 ITEM 19 EXHIBITS 109 SERVICE OF PROCESS AND ENFORCEMENT OF LIABILITIES 113 SIGNATURES 114 1 Table of Contents INTRODUCTION References in this annual report to “Intelsat,” “Company,” “we,” “us” and “our” refer to Intelsat, Ltd. and, unless the context requires otherwise, to its subsidiaries. Intelsat is a limited liability company incorporated under the laws of Bermuda. We refer to our wholly owned subsidiary, Intelsat (Bermuda), Ltd. as Intelsat Bermuda, and we refer to Intelsat Bermuda’s wholly owned subsidiary, Intelsat Subsidiary Holding Company, Ltd. as Intelsat Subsidiary Holding. We also refer to our parent, Intelsat Holdings, Ltd. (formerly Zeus Holdings Limited) as Intelsat Holdings. We are the successor entity to the International Telecommunications Satellite Organization, formerly known as INTELSAT and sometimes referred to as an intergovernmental organization or the IGO, which was created on an interim basis in 1964 to establish and operate a global satellite system and was formally established in February 1973. On July 18, 2001, the IGO privatized by transferring substantially all of its assets and liabilities to Intelsat and its wholly owned subsidiaries. References in this annual report to our business and operations refer to the business and operations of the IGO prior to the privatization and to the business and operations of Intelsat and its subsidiaries subsequent to the privatization. On January 28, 2005, we were amalgamated with Zeus Merger One, Limited and references to our business and operations following this amalgamation refer to the business and operations of the company continuing from this amalgamation. Our principal executive offices are located at Wellesley House North, 2nd Floor, 90 Pitts Bay Road, Pembroke HM 08, Bermuda. Our telephone number is (441) 294-1650. FINANCIAL AND OTHER INFORMATION Unless otherwise indicated, all references to “dollars” and “$” in this annual report are to, and all monetary amounts in this annual report are presented in, U.S. dollars. Unless otherwise indicated, the financial information contained in this annual report has been prepared in accordance with accounting principles generally accepted in the United States, referred to as U.S. GAAP. Certain monetary amounts, percentages and other figures included in this annual report have been subject to rounding adjustments. Accordingly, figures shown as totals in certain tables may not be the arithmetic aggregation of the figures that precede them, and figures expressed as percentages in the text may not total 100% or, as applicable, when aggregated may not be the arithmetic aggregation of the percentages that precede them. In this annual report, we refer to and rely on publicly available information regarding our industry and our competitors. Although we believe the information is reliable, we cannot guarantee the accuracy and completeness of the information and have not independently verified it. 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,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “intend,” “potential” and “continue,” and the negative of these terms, and other similar expressions are intended to identify forward-looking statements. 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 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 services best addressed by a network that combines space and terrestrial infrastructure; our expectation that the fixed satellite services 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 2 Table of Contents 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; the length of time it will take for the failure review board established to investigate the cause of the total loss of our IS-804 satellite to reach its conclusion; our current assessment as to how long the IA-7 satellite should be able to provide service on its transponders; our belief that there is no connection between the IS-804 satellite anomaly and the IA-7 satellite anomaly; our expectation to record a non-cash impairment charge of approximately $73 million during the first quarter of 2005 to write off the value of the IS-804 satellite; our expectation that the operational loss of a portion of IA-7’s transponders will not have a material impact on our revenue, cash operating expenses or backlog; our expectation that the total loss of the IS-804 satellite will not have