Pegasus says tender oversubscribed

New York, Feb. 12 - Pegasus Satellite Communications, Inc. said its cash tender offer for up to $100 million principal amount of its debt securities maturing in 2005 through 2007 is oversubscribed.

As of 5 p.m. ET on Feb. 12, holders had tendered $280.3 million principal amount of notes, made up of $62.7 million of 9 5/8% senior notes due 2005, $92.0 million of 12 3/8% senior notes due 2006, $73.3 million of 12½% senior notes due 2007 and $52.2 million of 9¾% senior notes due 2006.

Because the offer is oversubscribed, tenders will be pro rated.

Pegasus also said that it no longer plans to fund the tender with an add-on offering of 11¼% senior notes due 2010. But it said it does intend to close the tender, subject to satisfactory financing being obtained.

Pegasus Communications Corp. (Ca/CCC-) said on Jan. 27 that its Pegasus Satellite Communications, Inc. subsidiary has offered to purchase for cash up to $100 million total principal amount of four specified series of outstanding notes maturing in 2005 through 2007.

The company set an early tender deadline of 5 p.m. ET on Feb. 6, and said the offer would expire at midnight ET on Feb. 23, with both deadlines subject to possible extension.

Pegasus, a Bala Cynwyd, Pa.-based distributor of digital satellite television programming to rural markets and owner of a number of TV stations, said that holders who tender by the early consent deadline will receive a $30 per $1,000 principal amount early tender payment.

Pegasus has established an order of priority for accepting tendered notes from among the four series being tendered for (it is tendering for a maximum total of $100 million out of $428.372 million currently outstanding).

- Top priority is its 9 5/8% senior notes due 2005, of which $80.591 million is currently outstanding. It is offering $960 per $1,000 principal amount or, for those holders tendering notes before the early tender deadline, $990 per $1,000 principal amount.

- Second priority is its 12 3/8% senior notes due 2006, of which $158.205 million is currently outstanding. It is offering $1,000 per $1,000 principal amount of notes or, for those holders tendering notes before the early tender deadline, $1,030 per $1,000 principal amount.

- Third priority is its 12½% senior notes due 2007, of which $118.521 million is currently outstanding. It is offering $1,000 per $1,000 principal amount or, for those holders tendering notes before the early tender deadline, $1,030 per $1,000 principal amount.

- Fourth priority is its 9¾% senior notes due 2006, of which $71.055 million is currently outstanding. It is offering $960 per $1,000 principal amount or, for those holders tendering notes before the early tender deadline, $990 per $1,000 principal amount.

Pegasus will accept tendered notes of each series according to the order of priority specified. All tendered notes of a higher priority will be accepted before any tendered notes of a lower priority. For a particular series of notes that has some, but not all, tendered notes accepted, tenders will be accepted on a pro-rata basis.

In the event that the offer for any of the series of notes is oversubscribed, tenders of notes in that series will be subject to pro ration.

Pegasus will pay accrued interest up to, but not including, the settlement date on all validly tendered notes accepted for purchase.

Banc of America Securities is the dealer-manager for the offer (contact B of A's High Yield Special Products division at 888 292-0070 or collect at 704 388-4813). The information agent is Global Bondholder Services Corp. (866 588-8700 or collect at 212 430-3774).

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