1310897--3/10/2006--PanAmSat_Holding

related topics

{debt, indebtedness, cash}

{capital, credit, financial}

{product, market, service}

{acquisition, growth, future}

{operation, international, foreign}

{stock, price, share}

{stock, price, operating}

{loss, insurance, financial}

{regulation, government, change}

Risks Relating to our Common Stock The market price of our common stock may be volatile, which could cause the value of your investment to decline. There can be no assurances that our pending Intelsat Merger will be completed, and failure to complete the Intelsat Merger could negatively impact our business and financial results. Risks Relating to Our Business We have a substantial amount of indebtedness, which may adversely affect our cash flow and our ability to pay dividends on our common stock, comply with our debt covenants, repay our indebtedness and operate our business. We are a holding company with no operations, and unless we receive dividends, distributions, advances, transfers of funds or other payments from our subsidiaries, we will be unable to pay dividends on our common stock and meet our debt service and other obligations. Despite our current leverage, we may still be able to incur significant additional indebtedness. This could further exacerbate the risks that we face. The terms our indebtedness may restrict our current and future operations, particularly our ability to respond to changes in our business or to take certain actions. Our financial condition could be materially and adversely affected if we were to suffer a loss that is not adequately covered by insurance. Our business is capital intensive, and we may not be able to access the capital markets when we would like to raise capital. We are subject to significant and intense competition both within the FSS industry and outside the industry from companies offering other means to transmit signals, such as through fiber optics. We could be adversely affected if our customers default on their obligations to us. We are exposed to political, economic and other risks that arise from operating a multinational business. Our strategy to selectively pursue complementary acquisitions may present unforeseen integration obstacles or costs. Our Sponsors may have significant influence on our company, including control over decisions that require the approval of equity-holders, whether or not such decision is believed by the other equity-holders to be in their own best interests. Our dividend policy may limit our ability to pursue growth opportunities. Our ability to pay dividends to holders of our common stock is subject to significant limitations. Risks Relating to Our Industry Once launched and properly deployed, satellites are subject to significant operational risks due to various types of potential anomalies. New satellites are subject to launch failures, the occurrence of which can materially and adversely affect our operations. New or proposed satellites are subject to construction and launch delays, the occurrence of which can materially and adversely affect our operations. The market for satellite insurance has historically fluctuated significantly. The FSS industry is heavily regulated, both in the United States and elsewhere, and such regulation could impede us from executing our business plan. The FSS industry has recently experienced flat demand for video services and pricing pressures and overcapacity in certain markets, which could affect us materially and adversely.

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1310897--3/10/2006--PanAmSat_Holding_CORP