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As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/10/07 Terrestar Corp 8-K:7,9 9/10/07 2:1.6M Securex Filings/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 15K 2: EX-99.1 Miscellaneous Exhibit HTML 62K
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Exhibit 99.1
September 2007
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Safe Harbor
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:
This presentation includes “forward looking statements.” All statements other than statements of historical facts included in this presentation regarding the prospects of our industry and our prospects, plans, financial position and business strategy, may constitute forward looking statements. These statements are based on the beliefs and assumptions of our management and on the information currently available to our management at the time of such statements. Forward looking statements generally can be identified by the words “believes,” “expects,” “anticipates,” “intends,” “plans,” “estimates” or similar expressions that indicate future events and trends. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these expectations may not prove to be correct. Important factors that could cause actual results to differ materially from our expectations are disclosed in our filings with the United States Securities and Exchange Commission (“SEC”). All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements included our SEC filings. Factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected include, but are not limited to, our ability to obtain financing, obtain and maintain regulatory approvals, generate sufficient cash flows, develop our universal chipset architecture, achieve market acceptance for our services, develop our network and generate technological innovations.
The forward-looking statements in this presentation are made only as of the date of this presentation. We undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
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TerreStar Overview
Ø | TerreStar Corporation |
- | TerreStar Networks (“TSN”) ownership is approximately 86% | |
- | TerreStar Global ownership is approximately 86% | |
- | Beneficially owns 44.4 million shares of SkyTerra |
Ø |
TerreStar Networks plans to
develop, build and operate an all IP-based integrated satellite and ancillary
terrestrial component (“ATC”) mobile communications network
|
| |
Ø |
TSN plans to address growing
government, enterprise and consumer demand for wireless mobile voice and data
services |
|
Ø | TerreStar Global, an 86% owned subsidiary of TerreStar Corporation, plans to develop and operate an all IP-based integrated satellite and Complementary Ground Component (“CGC”) mobile communications network in Europe |
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Corporate Structure
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TerreStar Networks Strategy
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TerreStar Networks Strategy: Path to Success
Ø |
Secure The License |
| |
Ø | De-Risk the Business |
Ø |
Prudent Capital Plan
|
Ø |
Pre-Subscribe the Service
|
Ø |
Broaden Exit/Partner Opportunities
|
Ø |
Leverage TerreStar Brand Internationally
|
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TerreStar Networks Key Highlights
20 MHz of Spectrum |
|
Advanced Network & Technology |
|
Strong |
|
Large Market Opportunity |
|
Scalable Business Model |
|
1 Based on IDC Research, March 2006
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Federal Government
Ø | Agreement in Place with the Federal Government |
- | 2-year agreement | ||
- | Third-party participation by mutual agreement only | ||
- | Information exchanged is classified, proprietary and FOIA exempt | ||
- | Authorized security clearances for 15 personnel |
Ø | CRADA intended to provide government requirements upon which procurement will be based |
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State & Local: Vermont
Ø | Vermont’s e-State Initiative - Universal Access to Wireless Communications |
Ø | TSN and the State of Vermont have established a Demonstration Project pursuant to HB 248. |
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Commercial & Enterprise Opportunities
Ø | Full Business Partnerships for new entrant |
Ø | Existing and Incumbent Wireline & Wireless Opportunities |
- | Strategic Business Agreement with Simply Wireless |
- | Joint Development and Marketing Agreement with telSPACE |
Ø | Opportunities with Existing Wireless Operators |
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Industry Leading Partners and Suppliers
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Significant Development Progress
TerreStar Networks Strategy
Ø Securing License Ø De-Risking Business Ø Pre-Subscribing Service Ø Broadening Exit/Partner Opportunities Assets & Capabilities
|
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Advanced Technology, Diverse Devices;
Unified by the Universal Chipset
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TerreStar Global
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TerreStar Global - History
Ø |
July 2005: TerreStar Networks (Bermuda) Ltd. (now “TerreStar Global Ltd.”) created as wholly owned subsidiary of TerreStar Networks Inc. |
Ø | February 2006: TerreStar Global Ltd. spun-off to shareholders of TerreStar Networks Inc |
- | Pursue global expansion strategy independent of TerreStar Network’s North American business plan | ||
- | Build European company to leverage North American Intellectual Property and experience | ||
- | Access international capital markets |
- | 1st European subsidiary to support development efforts with Telekom Austria — “Austrian Model” |
- | 1st Asian subsidiary formed to support development efforts in Asia |
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EU Selection and Authorization Process for MSS
Ø | August 22, 2007: The European Commission issued a proposal for a decision of the European Parliament and of the Council |
Ø | First selection phase based on a milestone review process |
Ø | Second selection phase (in event of spectrum shortage) |
Ø | Objective to complete the selection and authorization process at the end of 2008 – beginning of 2009 |
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Finance
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Balance Sheet Summary
($ millions) | |
|
June 30,2007 |
Cash and Cash Equivalents |
$268 |
Escrow for TerreStar 1 construction |
3 |
Total Cash |
$271 |
|
|
Senior Secured PIK notes due 2014 |
500 |
Accrued Interest |
29 |
Total Debt |
$529 |
|
|
Preferred Equity |
409 |
Common Equity |
352 |
Total Stockholders' Equity |
$761 |
Total Capitalization |
$1,290 |
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Operating and Capital Expenses: Jul – Dec 2007
$ millions |
Total |
||
Capital Expenditures including: |
$150-235 |
||
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- |
Satellites – TerreStar 1 and 2 |
|
|
- |
ATC Network |
|
|
- |
Handset/Chipset Development |
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Operating Expenses |
20-35 |
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Total Funding Requirements |
$170-$270 |
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Additional Near-Term Capital Resources |
Ø Parent liquidity from SKYT shares Ø Vendor financing capacity Ø Potential equity/debt offerings |
Remaining |
Ø
Approximately
$120M of commitments in 2008 for satellites, satellite Ø Final launch payment and insurance due in 2008 of $75-90M Ø $40-60M per market for buildout of ATC network
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Attractive Spectrum Position
Mobile Wireless Spectrum Frequencies (MHz)
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Substantial Underlying Spectrum Value
AWS Auction 66 Transactions ($/MHz POP)
Other Recent PCS Transactions ($/MHz POP)
Ø
Implied spectrum value of over $4 billion² based on
AWS-Auction 66 REAG market values Ø 700 MHz Auction: Expected to commence in January 2008 |
Source: Wall Street Research
1 Based on FCC determined value of $4.8 billion. Assumes 290 million US POPs
2 Based on $0.65/MHz POP of average D, E, and F Auction 66 REAG values, 330 million POPs, and 20 MHz of spectrum
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Key Highlights
20 MHz of Spectrum |
|
Advanced Network & Technology |
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Strong |
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Large Market Opportunity |
|
Scalable Business Model |
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1 Based on IDC Research, March 2006
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