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Eutelsat Communications
Registration Form • Nov 25, 2025
1313_rns_2025-11-25_f056e90e-0b27-4177-b0ca-ef771d6e2788.pdf
Registration Form
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EUTELSAT COMMUNICATIONS
A French public limited company with a share capital of 682,178,378 euros Registered office: 32, boulevard Gallieni, 92130 Issy-les-Moulineaux, France 481 043 040 Nanterre Registry of Trade and Businesses
AMENDMENT TO THE 2024/25 UNIVERSAL REGISTRATION DOCUMENT
The amendment to the 2024/25 universal registration document was filed on 24 November 2025 with the Autorité des marchés financiers (AMF – French financial market regulator) (the "AMF") as the competent authority under Regulation (EU) 2017/1129, as amended, without prior approval in accordance with Article 9 of said Regulation.
The universal registration document may be used for the purposes of a public offer of securities or the admission of securities to trading on a regulated market if it is supplemented by a securities note and, where applicable, a summary and all amendments to the universal registration document. These documents are approved by the AMF in accordance with Regulation (EU) No. 2017/1129, as amended.
This amendment (the "Amendment") supplements and must be read in conjunction with Eutelsat Communications' 2024/25 universal registration document, filed with the AMF on 30 October 2025 under number D.25-0693 (the "2024/25 Universal Registration Document").
A cross-reference table is provided in this Amendment to facilitate locating information that has been updated or amended herein.
In the Amendment, the terms "Company" or "Eutelsat Communications" refer to Eutelsat Communications. The term "Group" refers to Eutelsat Communications and its consolidated subsidiaries, taken together within its consolidation scope.
The 2024/25 Universal Registration Document and this related Amendment are available on the Company's website (https://www.eutelsat.com/) and on the AMF website (https://www.amffrance.org/).
TABLE OF CONTENTS
| 1. | RECENT EVENTS 3 | ||
|---|---|---|---|
| 1.1 | Completion of reserved capital increases 3 | ||
| 1.2 | General Meeting of 20 November 2025 7 | ||
| 1.3 | Press releases 9 | ||
| 1.3.1 | 5 November 2025: Eutelsat appoints new Chief Financial Officer 9 | ||
| 1.3.2 | 18 November 2025: Eutelsat launches a €828 million Reserved Capital Increase, representing the first step in its comprehensive financing strategy 10 |
||
| 2. | RESPONSIBLE PERSON 12 | ||
| 2.1 | Responsible person for the Amendment 12 | ||
| 2.2 | Certification 12 | ||
| 3. | TABLE OF CONCORDANCE 13 |
1. RECENT EVENTS
The information below supplements the 2024/25 Universal Registration Document.
1.1 COMPLETION OF RESERVED CAPITAL INCREASES
On 21 November 2025, following the company's receipt of the customary regulatory approvals, the Company completed the first leg of its approximately €1.5 billion capital increase announced on 19 June 2025 and 10 July 2025, consisting of the completion of the reserved capital increases for a total amount of €828 million (including issue premium) through the issuance of new ordinary shares at an issue price per share of €4.00, with waiver of preferential subscription rights for the benefit of the French State via the Agence des Participations de l'État (the "APE") (the "French State") and other reference shareholders of the Company: Bharti Space Limited, the Secretary of State for Science, Innovation and Technology (the "UK Government"), CMA CGM Participations and the Fonds Stratégique de Participations ("FSP") (together, the "Reference Shareholders") (the "Reserved Capital Increases").
As from that date, the Board of Directors is composed of 12 directors, with Jean-Baptiste Massignon and Jérémie Gué having taken office upon completion of the Reserved Capital Increases.
In addition, the Company has signed a strategic asset protection agreement to be entered into with the French State, the purpose of which is to protect the sovereign interests of the French State in the space and telecommunications sectors.
Consequently, the following chapters and sections of the 2024/25 Universal Registration Document are amended and supplemented as set out below, with modifications shown in italics.
Chapter 7 "Other information" of the 2024/25 Universal Registration Document and in particular section 7.9 entitled "Significant changes in financial position and expected completion of the capital increases" is amended as follows:
Following the completion of such Reserved Capital Increases for the benefit of each Reference Shareholder, a total of €207 million new shares has been issued with a nominal value of 1 euro, each issued at a price of 4.00 euros for a total gross amount (including issue premium) of €828 million in the following proportions:
| Reference Shareholder | Number of shares | Subscription amount (€) |
|---|---|---|
| The French State | 137,685,395 | 550,741,580 |
| Bharti Space Ltd | 7,467,500 | 29,870,000 |
| UK Government | 22,537,105 | 90,148,420 |
| CMA CGM Participations | 24,955,000 | 99,820,000 |
| Fonds Stratégique de Participations (FSP) | 14,355,000 | 57,420,000 |
| TOTAL | 207,000,000 | 828,000,000 |
Following the completion of such Reserved Capital Increases, the French State now holds 29.65% of the capital and voting rights of the Company, while Bharti Space Limited, the UK Government, CMA CGM Participations and FSP hold respectively 17.88%, 10.89%, 7.46% and 4.99% of the share capital and voting rights of the Company. The following table shows Eutelsat Communications' ownership structure reported to the Company as it appears following the completion of such Reserved Capital Increases, as of the date of this document:
| Shareholder | Number of shares and voting rights held |
% |
|---|---|---|
| The French State | 202,271,821 | 29.65% |
| Bharti Space Ltd (1) | 121,939,831 | 17.88% |
| Secretary of State for Science, Innovation and Technology | 74,272,105 | 10.89% |
| CMA CGM Participations | 50,923,602 | 7.46% |
| SoftBank Group Capital Europe Ltd | 49,619,936 | 7.27% |
| Hanwha Systems Co. Ltd | — | — |
| Fonds Stratégique de Participations (FSP) | 34,053,210 | 4.99% |
| Free float and other (2) | 149,097,873 | 21.86% |
| TOTAL | 682,178,378 | 100% |
(1) On 10 October 2023, Bharti Global Limited transferred all of its shares to Bharti Space Limited.
In parallel with the Capital Increases and as part of this strategy to strengthen its financial structure, the Group has initiated the refinancing of its bank and bond debt. While the majority of existing debt of the Group is issued at the level of Eutelsat SA subsidiary, the Company intends going forward to issue debt at the level of Eutelsat Communications SA, subject to market conditions. Eutelsat Communications SA has already signed with its banking partners on 13 November 2025 the refinancing of its syndicated bank debt facilities through €500 million revolving credit facility and a €400 million term loan with maturities of three years and two one-year extensions. These agreements are subject to the completion of a bond issue at Eutelsat Communications SA and other customary conditions for this type of agreement. In accordance with the Company's recent communications, in order to cover the financing needs of its medium-term plan, the Group is also in advanced discussions with European public export credit financing agencies (ECA financing) and has appointed a coordinating bank to work on the implementation of this ECA financing.
Section 7.1.1.5 "Key Events" is amended as follows:
Following the completion of the reserved capital increases to the benefit of the French State and other reference shareholders, authorized by Eutelsat Communications S.A.'s shareholders at the Shareholders' Meeting of 30 September 2025 (see Section 7.9 "Significant changes in financial position and expected completion of the capital increases") will be completed, the main shareholders of Eutelsat Communications S.A. are as follows:
- █ The French State (via APE): 29.65% of the Company's share capital;
- █ Bharti Space Limited: 17.88% of the Company's share capital;
- █ The Secretary of State for Science, Innovation and Technology of the United Kingdom: 10.89% of the Company's share capital;
- █ CMA CGM Participations: 7.46% of the Company's share capital;
- █ SoftBank Group Capital Europe Ltd: 7.27% of the Company's share capital;
- █ The Fonds Stratégique de Participations: 4.99% of the Company's share capital.
Section 7.1.2.1 "Share Capital" is amended and supplemented as follows:
On the date of filing of the universal registration document, the share capital amounted to 475,178,378 euros, and was divided into 475,178,378 ordinary shares, each with a par value of 1 euro.
On the date of filing of this Amendment (i.e., following the completion of the reserved capital increases for the French State and other reference shareholders), the share capital amounts to 682,178,378 euros, divided into 682,178,378 ordinary shares, each with a par value of 1 euro.
(2) This category includes a certain number of Eutelsat Communications minority shareholders, including Türksat Satellite Communications and the national telecommunication companies of Bosnia-Herzegovina and Albania, 435,236 treasury shares as of 31 August 2025 via the liquidity contract and others.
Section 7.1.2.7 "Changes in the share capital up to the filing date of this document" is supplemented as follows:
Following the completion of the reserved capital increases for the French State and other reference shareholders (see section 7.9 "Significant changes in financial position and expected completion of the capital increases"), the Company's share capital was increased by 207,000,000 euros through the issuance of 207,000,000 new shares with a nominal value of 1 euro, each issued at a price of 4.00 euro for a total gross amount (including issue premium) of 828 million euros. Since then and going forward, the Company's share capital amounts to 682,178,378 euros.
Section 7.3.4.2 "Strategic Asset Protection Agreement" is amended as follows:
The Company has signed a strategic asset protection agreement to be entered into with the French State, the purpose of which is to protect the sovereign interests of the French State in the space and telecommunications sectors. This grants specific rights to the French State over certain strategic assets, notably covering arrangements for the protection of sensitive information and intellectual property rights, requirements to maintain sensitive activities in France and, where applicable, in the European Union, as well as the terms governing the provision to the French State of certain satellite communication services (see section 4.4.5 "Risk factors relating to the shareholding structure of the Group and the existence of specific agreements and golden shares conferring special rights to key shareholders" for further details on this agreement).
Chapter 2 "Corporate Governance" of the 2024/25 Universal Registration Document, and in particular Section 2.1 "Composition of the Board of Directors" is amended as follow:
Since 21 November 2025, completion date of the reserved capital increases, the Board of Directors is now composed of 12 members. It has a new Chairman since 4 August 2025, Eric Labaye.
Section 2.1.1 "Gender and Diversity Policy" is amended as follows:
Since 21 November 2025, completion date of the reserved capital increases, the Board of Directors is composed of 50% independent Directors, 41.66% women, and four nationalities are represented, with a broad range of experience and expertise (see the member bios in Section 2.1.2 and the experience matrix in Section 2.3.3 for more details). The average Board Member age is 60.4 years.
Section 2.1.2 "Changes in the composition of the Board of Directors" is amended as follows:
The composition of the Board of Directors as it stands since the date of completion of the reserved capital increases is detailed below:
| First appointment/ |
Term | |||||
|---|---|---|---|---|---|---|
| Directors | Age (1) | Gender | Nationality | Independent | Co-optation | expires (2) |
| Éric Labaye (Chairman) | 64 | H | French | Yes | 4 August 2025 | 2025 |
| Sunil Bharti Mittal (Vice-Chairman) | 68 | H | Indian | No | AGM 2023 | 2027 |
| CMA CGM (represented by Ramon Fernandez) | 58 | H | French | Yes | AGM 2022 | 2026 |
| Fonds Stratégique de Participations (FSP) | ||||||
| (represented by Agnès Audier) | 60 | F | French | Yes | AGM 2016 | 2027 |
| Bharti Space Limited (represented by Akhil | ||||||
| Gupta) | 69 | H | Indian | No | AGM 2023 | 2025 |
| Secretary of State for Science, Innovation and | ||||||
| Technology (represented by Elena Ciallie) | 58 | F | Italian/British | No | AGM 2023 | 2027 |
| Irish/ | ||||||
| Padraig McCarthy | 65 | H | Luxembourgish | Yes | AGM 2023 | 2026 |
| Florence Parly | 62 | F | French | Yes | AGM 2023 | 2025 |
| Agence des Participations de l'État (APE) | ||||||
| (represented by Guillemette Kreis) | 45 | F | French/British | No | 1 August 2025 | 2029 |
| Lucia Sinapi-Thomas | 61 | F | French | Yes | 4 August 2025 | 2027 |
| EGM 30 | ||||||
| September | ||||||
| Jean-Baptiste Massignon | 61 | H | French | No | 2025 | 2029 |
| EGM 30 | ||||||
| September | ||||||
| Jérémie Gué | 56 | H | French | No | 2025 | 2028 |
(1) Age as at 30 October 2025.
The paragraph "Changes proposed at the upcoming General Meeting" is amended as follows:
During said shareholders meeting, Jean-Baptiste Massignon and Jérémie Gué have been appointed as Directors of the Company and took office upon completion of the reserved capital increases authorized by such shareholders meeting. In addition, the renewal of the mandates of Éric Labaye, Bharti Space Limited (represented by Akhil Gupta) and of Florence Parly was approved to the AGM on 20 November 2025.
As a result of the above, since 21 November 2025, the completion date of the reserved capital increases, the Board is now composed of 12 members, with 5 female members and 50% independent members.
Chapter 4 "Group risk factors, internal control procedures and risk management" of the 2024/25 Universal Registration Document, and in particular Section 4.4.5 "Risks factors relating to the shareholding structure of the Group and the existence of specific agreements and golden shares conferring special rights to key shareholders" is amended as follows:
Since the completion of the reserved capital increases for the benefit of the French State and other reference shareholders authorised at the Shareholders' Meeting of 30 September 2025), the French State (via the APE) holds about 29.65% of the Company's share capital and voting rights, while Bharti Space Limited, the UK Government, CMA CGM Participations and FSP hold respectively 17.88%, 10.89%, 7.46% and 4.99% of the share capital and voting rights of the Company.
Furthermore, the Company has signed a strategic asset protection agreement to be entered into with the French State, pursuant to which the French State will retain specific rights over certain strategic assets or subsidiaries of the Group. These rights notably include an information right or a prior approval right over certain transfers of strategic assets, certain changes in the shareholding structure, or the granting of rights to third parties over such assets. The French State may also impose nationality requirements within governing bodies and the requirement to maintain certain sensitive activities in France (and, where applicable, in the European Union), arrangements for the protection of sensitive information and
(2) At the close of the AGM called to approve the financial statements for the financial year ending on 30 June.
intellectual property rights, as well as the terms governing the provision to the French State of certain satellite communication services. The French State will also benefit from preferential rights at the level of Eutelsat S.A. and certain subsidiaries (namely Fransat S.A. and Konnect Africa France S.A.S.) through the granting of a golden share at the level of Eutelsat S.A., including the right to appoint directors and board observers, and veto rights over decisions affecting sensitive activities, as defined by the security committee's internal regulations.
1.2 GENERAL MEETING OF 20 NOVEMBER 2025
The General Meeting of Shareholders was held on 20 November 2025 and approved all of the resolutions submitted to it. All of the documents and information required by Article R. 22-10-23 of the French Commercial Code are available on the Company's website: (https://www.eutelsat.com/).
Chapter 7 "Other Information" of the 2024/25 Universal Registration Document, and in particular Section 7.1.2.3 "Share buy-back programme" is amended as follows:
The Company's Annual General Meeting of Shareholders held on 20 November 2025 authorised the Board of Directors to have the Company purchase its own shares in accordance with the provisions of Articles L. 225-209 et seq. of the French Commercial Code, up to a limit of 10% of the share capital and for a maximum purchase price of 12 euros per share. As of the filing date of this Amendment, the Board of Directors decided to implement the share buyback programme that had thus been authorised has not yet been implemented.
Section 7.1.2.5 "Share capital authorised but not issued" is now worded as follows:
The table below summaries the delegations of power and authorisations granted by the Shareholders' General Meeting on 30 September 2025 remaining in force at the date of this document:
| Resolution No. | Authorisations granted at the General Meeting |
Duration/Expiry date of the delegation |
Maximum nominal amount/Cap applicable for each resolution |
Overall cap common to several resolutions |
Sub-cap common to several resolutions |
|---|---|---|---|---|---|
| 18 | Increase in the number of shares to be issued in the event of a capital increase with maintenance of PSR* |
Maximum 26 months from the GM of 30 September 2025 30 November 2027 |
15% of the amount of the initial issue and at the same price as that retained for the initial issue |
N/A | N/A |
| 16 | Issuance of ordinary shares of the Company with retention of PSR* to shareholders |
Maximum 26 months from the GM of 30 September 2025 30 November 2027 |
Ordinary shares: 672 million euros (nominal amount and gross amount) (independent cap) Securities: N/A |
N/A: Cap is set autonomously and distinctly from the other resolutions |
N/A |
| 19 | Issuance of ordinary shares of the Company, without PSR*, reserved for members of a company's savings plan of the Company or of its Group |
Maximum 26 months from the GM of 30 September 2025 30 November 2027 |
Ordinary shares: 4 million euros Securities: N/A |
Overall cap provided in the 17th resolution of the GM of 30 September 2025. Ordinary shares: 95 million euros Securities: 1 billion euros |
Sub-cap Ordinary shares: 47 million euros |
| Resolution No. | Authorisations granted at the General Meeting |
Duration/Expiry date of the delegation |
Maximum nominal amount/Cap applicable for each resolution |
Overall cap common to several resolutions |
Sub-cap common to several resolutions |
|---|---|---|---|---|---|
| 20 | Delegation of powers to the Board of Directors to carry out a share capital reduction resulting from losses |
Maximum 6 months from the GM of 30 September 2025 30 March 2026 |
675,356,594.22 euros |
N/A | N/A |
The table below summaries the delegations of power and authorisations granted by the Shareholders' General Meeting on 20 November 2025 remaining in force at the date of this document:
| Resolution no. |
Authorisations granted at the Meeting |
Duration/Expiry date of the delegation |
Maximum nominal amount/Cap applicable for each resolution |
Overall cap common to several resolutions (Ordinary shares) |
Sub-cap common to several resolutions (Securities) |
|---|---|---|---|---|---|
| 24 | Purchase by the Company of its own shares |
Maximum 18 months as from the AGM of 20 November 2025 20 May 2027 |
10% of the share capital and maximum payment of 250 million euros |
N/A | N/A |
| 25 | Reduction of share capital through cancellation of shares acquired by the Company under its share buyback programme |
Maximum 18 months as from the AGM of 20 November 2025 20 May 2027 |
10% of the share capital by periods of 24 months |
N/A | N/A |
| 29 | Increase in the number of shares to be issued in the event of a capital increase with maintenance or cancellation of PSR* |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
15% of the amount of the initial issue and at the same price as that retained for the initial issue |
N/A | N/A |
| 26 | Increase in share capital by incorporation of reserves, profits, bonuses or others |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 136 million euros (independent cap) Securities: N/A |
N/A: Cap is set autonomously and distinctly from the other resolutions |
N/A |
| 27 | Issuance of ordinary shares or securities of the Company with the cancellation of the PSR* in the context of a public offering |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 68 million euros Securities: 1 billion euros |
Cap on share capital increases Ordinary shares: 68 million euros |
Cap on issuance of securities: 1 billion euros |
| 28 | Issuance of ordinary shares or securities of the Company with the cancellation of the PSR* in the context of a public offering addressed exclusively to qualified investors |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 68 million euros Securities: 1 billion euros |
| Resolution no. |
Authorisations granted at the Meeting |
Duration/Expiry date of the delegation |
Maximum nominal amount/Cap applicable for each resolution |
Overall cap common to several resolutions (Ordinary shares) |
Sub-cap common to several resolutions (Securities) |
|---|---|---|---|---|---|
| 30 | Issuance of ordinary shares or securities of the Company with the cancellation of the PSR* in the event of a public exchange offer initiated by the Company |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 68 million euros Securities: 1 billion euros |
||
| 31 | Issuance of ordinary shares or securities of the Company with the cancellation of the PSR*, in remuneration of contributions in-kind within the limit of 10% of the share capital of the Company, except in the case of a public exchange offer initiated by the Company |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 10% of the share capital Securities: 1 billion euros |
||
| 32 | Issuance of ordinary shares of the Company, without PSR*, reserved for members of a company's savings plan of the Company or of its Group |
Maximum 26 months from the GM of 20 November 2025 20 January 2028 |
Ordinary shares: 6 million euros Securities: N/A |
N/A |
*PSR: Preferential subscription right
1.3 PRESS RELEASES
The information below is taken from press releases published after the publication of the 2024/25 Universal Registration Document.
1.3.1 5 November 2025: Eutelsat appoints new Chief Financial Officer
"Paris, 5 November 5, 2025 - Eutelsat (ISIN: FR0010221234 - Euronext Paris / London Stock Exchange: ETL) announces the appointment of Sébastien Rouge as its new Chief Financial Officer and member of the Group's Executive Committee under the leadership of Chief Executive Officer Jean-François Fallacher. This appointment will be effective 1st February 2026.
Sébastien brings over three decades of international financial leadership experience across a range of industrial and technology-driven sectors where performance is built through a mix of execution focus and long-term vision. His appointment reflects Eutelsat's commitment to financial resilience, operational excellence and strategic growth.
Sébastien joins Eutelsat from Imerys, where as CFO, he has played a pivotal role in strengthening the Group's financial performance and digital transformation.
Prior to that he occupied key roles in other leading industrial groups, notably as CFO of Soitec, a global leader in semiconductor materials, following a successful career at the Alstom Group, where he held several senior finance roles including Senior Vice President Finance at Alstom Power, before moving to the GE Group, where served variously as CEO of the GE-Alstom Nuclear Systems joint-venture, and CFO of Steam Power Systems within GE Power.
A graduate of EDHEC Business School, Sebastien is a French national.
Sébastien Rouge succeeds Christophe Caudrelier, who will be stepping down as Chief Financial Officer after three years of dedicated service. Christophe will work closely with Sébastien to ensure a smooth and effective transition, reflecting his continued commitment to the Group during this important phase.
Jean-François Fallacher, Chief Executive Officer of Eutelsat, commented: "Sébastien's deep financial expertise and leadership across complex industrial organizations make him a valuable addition to Eutelsat's management team. His stewardship will be key in supporting the Group's strategic and operational roadmap, while ensuring strong financial performance across the business and delivering sustainable value for all stakeholders."
"We thank Christophe Caudrelier for his commitment and professionalism over the past three years. He played a key role in supporting Eutelsat through its telecom pivot and the merger with OneWeb, helping to strengthen the Group's financial foundations during a period of significant transformation. We wish him continued success in future endeavours."
1.3.2 18 November 2025: Eutelsat launches a €828 million Reserved Capital Increase, representing the first step in its comprehensive financing strategy
"Paris, 18 November 2025 – Eutelsat's (ISIN: FR0010221234 - Euronext Paris / London Stock Exchange: ETL) (the "Company") Board of Directors today approved the launch of a €828 million equity raise by way of reserved capital increase at a price per share of €4.00, to be subscribed by the French State1 , Bharti Space Limited, His Majesty's Government2 , CMA CGM Participations, and Le Fonds Stratégique de Participations ("FSP") (the "Reserved Capital Increase"), in accordance with the Extraordinary Resolutions voted at the General Shareholders' Meeting held on 30 September 2025.
The French State will subscribe for €551 million, Bharti Space Limited for €30 million, the UK Government for €90 million, CMA CGM Participations for €100 million, and FSP for €57 million.
Following this Reserved Capital Increase, the French State would hold a stake of 29.65% of the capital and voting rights of the Company, while Bharti Space Limited, UK Government, CMA CGM Participations and FSP would respectively hold 17.88%, 10.89%, 7.46% and 4.99% of the share capital and voting rights of the Company.
The settlement of the Reserved Capital Increase is expected in the next few days.
Following the completion of the Reserved Capital Increase, Jean-Baptiste Massignon and Jérémie Gué, appointed by the General Shareholders' Meeting of 30 September 2025, will take up their positions within the Board of Directors as directors appointed by the French State. The Board of Directors will subsequently be composed of 12 members.
Rights Issue
As announced on 19 June 2025 and 10 July 2025, a further €672 million equity raise will be undertaken by way of a rights issue (the "Rights Issue"), for which the investors in the Reserved Capital Increase have committed to take up their full rights.
In aggregate, Eutelsat has therefore received irrevocable commitment subscriptions representing in excess of 70% of the contemplated Rights Issue.
As previously communicated, subject to market conditions and approval by the AMF of the related Prospectus, Eutelsat intends to execute the contemplated Rights Issue by 2025 year-end.
10
1 The French Government to invest via Agence des Participations de l'Etat ("APE") vehicle (the "French State").
via The Secretary of State for Science, Innovation and Technology ("UK Government")
Part of a comprehensive financing strategy
These two capital increases, forming part of a comprehensive financing strategy alongside a dedicated debt refinancing plan, are aimed at enhancing the Company's financial flexibility and supporting investment in its existing Low Earth Orbit (LEO) capabilities and the future IRIS² constellation, while accelerating deleveraging towards its medium-term target of 3x Net debt to EBITDA.
Following the Capital Increases and the disposal of the passive ground segment, expected in H2 FY 2025-26, Eutelsat anticipates a Net Debt / Adjusted EBITDA ratio of c.2.5x3 at year-end FY 2025-26. As result, the Company should be well placed to tap Debt Capital Markets and raise Export Credit Financing in order to fully cover the financing needs of its medium-term plan.
Financial outlook4
Eutelsat confirms its objectives for FY 2025-265 , targeting revenues in line with, and an adjusted EBITDA margin slightly below, those of FY 2024-25. LEO revenues are expected to grow by 50% yearon-year.
Gross capital expenditure in FY 2025-26 is expected in a range of €1.0 to 1.1 billion.
Eutelsat's longer-term objectives are also confirmed: Revenues of the four operating verticals between €1.5 and 1.7 billion6 by the end of FY 2028-29, with LEO revenues significantly outperforming the market. Operating leverage driving a mid-to-high single-digit percentage point improvement in the EBITDA margin7 , resulting in a margin of at least 60% by FY 2028-29. In the longer term (post FY 2028-29), the B2B connectivity market is expected to pursue its growth at a double-digit rate, mostly driven by LEO market expansion."
After impact from passive ground segment partial disposal of €0.5bn
4 Financial objectives assume: (i) no additional impact on revenues due to sanctions imposed on channels broadcast on the group's fleet (ii) the nominal launch and entry into operation of satellites in course of construction in accordance with the timetable envisaged by the Group; (iii) no incidents affecting any of the satellites in-orbit.
Before impact from passive ground segment partial disposal
6 Data at EUR/USD rate of 1.12x and after impact from passive ground segment partial disposal
Including an estimated annualized adjusted EBITDA impact of €(75-80)m due to passive ground segment disposal
2. RESPONSIBLE PERSON
2.1 RESPONSIBLE PERSON FOR THE AMENDMENT
Mr. Jean-François Fallacher, Chief Executive Officer of Eutelsat Communications.
2.2 CERTIFICATION
"I hereby certify that the information contained in this Amendment is, to the best of my knowledge, consistent with the facts and does not contain any omissions likely to affect its import."
Paris, 24 November 2025 Mr. Jean-François Fallacher Chief Executive Officer of Eutelsat Communications
3. TABLE OF CONCORDANCE
To ease the reading of the 2024/25 Universal Registration Document supplemented by this Amendment, the following concordance table identifies the main information required by Annexes 1 and 2 of European Regulation 2019/980 of 14 March 2019, as amended.
| Annexes 1 and 2 of Commission Delegated Regulation (E.U.) No. 2019/980 of 14 March 2019 |
2024/2025 Universal Registration Document |
Amendment | ||
|---|---|---|---|---|
| Reference | Page | Reference | Page | |
| 1. Persons responsible, information from third parties, expert reports and approval by the competent authority | ||||
| 1.1. Identity of the persons responsible | Section 7.13.1 | 367 | Section 2.1 | 12 |
| 1.2. Declaration of the persons responsible | Section 7.13.2 | 367 | Section 2.2 | 12 |
| 1.3. Name, address, qualifications and potential interests of persons acting as experts |
N/A | |||
| 1.4. Certificate relating to information from a third party |
N/A | |||
| 1.5 Declaration without prior approval from the competent authority |
Inside back cover | 400 | ||
| 2. Statutory Auditors | ||||
| 2.1. Identity of the Statutory Auditors | Section 7.11.1 | 366 | ||
| 2.2. Possible changes | N/A | |||
| 3. Risk factors | Chapter 4 | 206 | Section 1.1 | 6, 7 |
| 4. Information about the issuer | ||||
| 4.1. Company name and trade name of the issuer |
Section 7.1.1.1 | 338 | ||
| 4.2. Place, registration number and LEI of the issuer |
Section 7.1.1.2 | 338 | ||
| 4.3. Date of incorporation and term of the issuer |
Section 7.1.1.3 | 338 | ||
| 4.4. Registered office and legal form of the issuer, legislation governing the activities, country of origin, address and telephone number of the registered office, website with a warning |
Section 7.1.1.4 | 338 | ||
| 5. Overview of the activities | ||||
| 5.1. Main activities | Section 1.2.1 | 12 | ||
| 5.1.1. Nature of the operations | Section 1.2.1 | 12 | ||
| 5.1.2. Important new products and services | Section 1.2.3.2 | 20 | ||
| 5.2. Main markets | Section 1.2.2 | 14 | ||
| 5.3. Important events | Section 1.1, 7.1.1.5 | 8 | Section 1.1 Section 1.3.2 |
4 10, 11 |
|---|---|---|---|---|
| 5.4. Strategy and objectives | Section 1.1, 1.2.3 | 8, 20 | Section 1.3.2 | 10, 11 |
| 5.5. Dependence of the issuer on patents, licences, contracts and manufacturing processes |
Sections 4.2, 7.6, 7.7.1 |
209, 360, 361 | ||
| 5.6. Statement on the competitive position | Section 1.2.2.1 | 14 | ||
| 5.7. Investments | ||||
| 5.7.1. Significant investments made | Section 1.3 | 24 | ||
| 5.7.2. Main ongoing or future investments of the issuer for which its management bodies have already made firm commitments and financing methods |
Section 1.3 | 24 | ||
| 5.7.3. Joint ventures and commitments in which the issuer holds a significant proportion of the capital |
N/A | |||
| 5.7.4. Environmental issues | Section 3.2 | 127 | ||
| 6. Organisational structure | ||||
| 6.1. Brief description of the Group | Section 7.4.1 | 356 | ||
| 6.2. List of significant subsidiaries | Section 7.4.2 | 356 | ||
| 7. Review of the financial position and profit or loss | ||||
| 7.1. Financial position | ||||
| 7.1.1. Evolution of the results and financial position including key performance indicators of a financial and, where applicable, non-financial nature |
Section 6.1 | 254 | ||
| 7.1.2. Future development forecasts and research and development activities |
Section 7.6 | 360 | ||
| 7.2. Operating results | ||||
| 7.2.1. Significant factors, unusual, infrequent events or new developments |
Section 6.1.2 | 255 | ||
| 7.2.2. Reasons for significant changes in net sales or revenues |
Section 6.1.2 | 255 | ||
| 8. Cash and capital resources | ||||
| 8.1. Information on capital | Sections 6.1.3.1, 6.2 |
260, 268 | ||
| 8.2. Cash flow | Section 6.1.3.3 | 261 | ||
| 8.3. Financing needs and financing structure | Sections 6.1.3.3, 6.1.3.4 |
261, 267 |
| 8.5. Expected sources of funding | Section 6.1.3.3 Section 6.1.3.4 |
261 267 |
||
|---|---|---|---|---|
| 9. Regulatory environment | ||||
| 9.1. Description of the regulatory environment and any administrative, economic, budgetary, monetary or political measures or factors |
Chapter 5 | 232 | ||
| 10. Information on trends | ||||
| 10.1. Description of the main trends and any significant changes in the Group's financial performance since the end of the last financial year |
Section 1.1 | 8 | ||
| 10.2. Events likely to have a material impact on the outlook |
Section 1.1 | 8 | ||
| 11. Profit forecasts or estimates | ||||
| 11.1. Published profit forecasts or estimates | Section 1.1 | 8 | ||
| 11.2. Statement setting out the main assumptions for the forecasts |
Section 1.1 | 8 | ||
| 11.3. Statement of comparability with historical financial information and compliance with accounting policies |
N/A | |||
| 12. Administrative, management and supervisory bodies and general management | ||||
| 12.1. Information concerning members | Section 2.1, 2.2 | 32, 52 | Section 1.1, Section 1.3.1 |
5, 6 9, 10 |
| Name, business address and position | Section 2.1, 2.2 | 32, 52 | ||
| Nature of any existing family relationship | Section 7.10 | 365 | ||
| Expertise and experience | Section 2.1, 2.2 | 32, 52 | ||
| Statement of non-conviction | Section 7.10.1 | 365 | ||
| 12.2. Conflicts of interest | Section 2.3.4, 7.10.2 |
57, 365 | ||
| 13. Compensation and benefits | ||||
| 13.1. Compensation paid and benefits in kind | Section 2.4 | 66 | ||
| 13.2. Provisions for pensions and retirement benefits |
Notes to the consolidated financial statements No. 7.8.1 and 7.8.2 |
316, 317 | ||
| 14. Operation of the administrative and management bodies | ||||
| 14.1. Expiry date of terms of office | Sections 2.1, 2.2 | 32, 52 | ||
| 14.2. Service contracts between members of the administrative, management |
Section 2.3.4 | 57 |
| or supervisory bodies and the issuer | |||
|---|---|---|---|
| 14.3. Information on the audit committees and the compensation committee |
Section 2.3.8 | 61 | |
| 14.4. Declaration of compliance with the corporate governance regime in force |
Section 2.3.1 | 54 | |
| 14.5. Potential significant impacts on corporate governance |
Sections 2.1, 2.3.4 | 32, 57 | |
| 15. Employees | |||
| 15.1. Number of employees | Section 3.3.1.4 | 159 | |
| 15.2. Shareholdings and stock options | Section 2.4 | 66 | |
| 15.3. Agreement providing for employee holdings in the capital |
N/A | ||
| 16. Main shareholders | |||
| 16.1. Shareholders holding more than 5% of the share capital on the date of the registration document |
Section 7.3.1 | 352 | |
| 16.2. Existence of various voting rights | Section 7.3.1 | 352 | |
| 16.3. Direct or indirect control | Section 7.3.1 | 352 | |
| 16.4. Agreements whose implementation could result in a change of control |
Section 7.3.5 | 355 | |
| 17. Transactions with related parties | Notes to the consolidated financial statements No. 8 |
||
| 18. Financial information concerning the assets and liabilities, financial position and results of the issuer | |||
| 18.1. Past financial information | |||
| 18.1.1. Audited past financial information for the last three financial years and the audit report |
Inside back cover | 400 | |
| 18.1.2. Change in the accounting reference date |
N/A | ||
| 18.1.3. Accounting standards | Section 6.1.1 | 254 | |
| 18.1.4. Change in accounting standards | N/A | ||
| 18.1.5. Financial information under French accounting standards |
Section 6.3 | 323 | |
| 18.1.6. Consolidated financial statements | Section 6.2 | 268 | |
| 18.1.7. Date of the latest financial information |
N/A | ||
| 18.2. Interim and other financial information | N/A | ||
| 18.2.1. Quarterly or half-yearly financial | Section 6.4 | 334, 335 | ||
|---|---|---|---|---|
| information | ||||
| 18.3. Audit of past yearly financial information |
||||
| 18.3.1. Independent audit of past annual financial information |
Appendix 1, Appendix 2 |
370, 375 | ||
| 18.3.2. Other audited information | Appendix 3, Appendix 4 |
379, 385 | ||
| 18.3.3. Sources and reasons why information was not audited |
N/A | |||
| 18.4. Dividend distribution policy | ||||
| 18.4.1. Description of the dividend distribution policy and any applicable restrictions |
Section 6.1.4 | 267 | ||
| 18.4.2. Dividend amount per share | Section 6.1.4 | 267 | ||
| 18.5. Administrative, judicial and arbitration proceedings |
Section 7.5 | 360 | ||
| 18.6. Significant change in financial position | Section 7.9 | 363, 364 | Section 1.1 | 3, 4 |
| 19. Additional information | ||||
| 19.1. Share capital | ||||
| 19.1.1. Amount of subscribed capital, number of shares issued and fully paid up and nominal value per share, number of shares authorised |
Section 7.1.2.1 | 340 | Sections 1.1, 1.3.2 | 4, 10 |
| 19.1.2. Information relating to non-equity shares |
Section 7.1.2.2 | 340 | ||
| 19.1.3. Number, book value and nominal value of shares held by the issuer |
Section 7.1.2.3 | 340 | Section 1.2 | 7 |
| 19.1.4. Information relating to convertible, exchangeable or securities with share warrants attached |
N/A | |||
| 19.1.5. Information on the conditions governing any acquisition right and/or obligation attached to the subscribed but not paid-up capital, or on any company seeking to increase the capital |
Section 7.1.2.5 | 341 | Section 1.2 | 7, 8, 9 |
| 19.1.6. Information on the share capital of any member of the Group who is the subject of options or of a conditional or unconditional agreement to be issued options and the details of such options |
Section 7.1.2.6 | 345 | ||
| 19.1.7. History of the share capital | Sections 7.1.2.7, 7.3.1 |
345 | Section 1.1 | 5 |
| 19.2. Memorandum and Articles of Association |
| 19.2.1. Register and Company purpose | Section 7.1.3.1 | 346 | |||
|---|---|---|---|---|---|
| 19.2.2. Rights, preferences and restrictions attached to each class of shares |
Section 7.1.2.9 | 345 | |||
| 19.2.3. Provision delaying, deferring or preventing a change of control |
N/A | ||||
| 20. Significant contracts | Section 7.7 Section 7.3.4 |
361 354 |
Section 1.1 | 5 | |
| 21. Available documents | Section 7.12 | 367 |