SatixFy to go public via merger with PE-backed SPAC

SatixFy has agreed to go public via a merger with Endurance Acquisition Corp, a blank check company formed by an affiliate of Antarctica Capital. Morrison & Foerster is advising Endurance and Antarctic Capital on the merger. Satixfy is an Israeli vertically integrated fabless semiconductor chip company.

PRESS RELEASE

NEW YORK & REHOVOT, Israel–(BUSINESS WIRE)–SatixFy Communications Ltd. (“SatixFy”), a leader in next- generation satellite communication systems based on in-house developed chipsets, and Endurance Acquisition Corp. (“Endurance”) (NASDAQ: EDNC), a publicly traded special purpose acquisition company formed by an affiliate of Antarctica Capital, an international private equity firm with $2 billion of assets under management, announced today a definitive merger agreement that will result in SatixFy becoming a publicly listed company.

“Antarctica Capital formed Endurance to focus on space-based digital infrastructure companies,” said Endurance CEO Richard Davis. “SatixFy represents an exceptional opportunity as a technology enabler for space-based communications both to the ground and in-flight.”

SatixFy is a vertically integrated fabless semiconductor chip company providing products based on its own chipsets across the entire satellite communications value chain. The company designs its own chips, codes its own software and builds its own modem and digital beamforming antenna products that they then sell to leading satellite industry players like Telesat, OneWeb, ST iDirect and Airbus. SatixFy products provide a step function increase in performance that enables these customers to offer new and more powerful satellite-based services based on better optimized performance of the entire network.

For example, SatixFy’s Sx3099 ASIC is the only commercially available modem that can natively support the newest version of the DVB-S2X waveform standard featuring beam hopping, which is a key feature to unlock value for the next generation of Low Earth Orbit (LEO) satellite constellations. SatixFy’s Prime digital beamformer chips enable the creation of smart flat panel antennas for use in ground terminals or in satellite payloads and can form and dynamically steer a larger number of radio frequency spot beams, each of wider bandwidth with higher gain and less losses, than any competing solution.

SatixFy Co-Founder and CEO Yoel Gat has a 35-year history of creating value in the satellite sector, founding and growing prior successful companies such as Gilat Satellite Network and RaySat, Inc.

“We are selling the picks and shovels for the 21st Century’s gold rush in space,” said Mr. Gat. “The proceeds from this transaction will put us in position to quickly grow in what we see as a $20 billion 2029 market opportunity across several segments, including both ground terminals and payloads for Low Earth Orbit (LEO) broadband satellites, as well as commercial and business aircraft. We have high visibility to at least $40 million in 2022 revenue from contracts with existing customers. With the addition of the new available funds from this transaction the company is targeting strong business expansion, which will result in strong revenue growth with profitability expected in 2023 and beyond. Longer term we are well positioned to capitalize on other potentially large incremental opportunities.”

Transaction Overview
The transaction has been unanimously approved by the Board of Directors of Endurance, as well as the Board of Directors of SatixFy, and is subject to the satisfaction of customary closing conditions, including the approval of the stockholders of Endurance.
The combined entity will receive approximately $201 million from Endurance’s trust account, assuming no redemptions by Endurance’s public stockholders, as well as $29 million in gross proceeds from institutional investors participating in the transaction via a committed private placement investment (“PIPE”) including Sensegain Group and Antarctica Capital. Sensegain Group is a global investor focusing on value investments in TMT, Healthcare, and Advanced Manufacturing sectors, with portfolio companies including Palantir, eToro, and Synaptive. In addition, the Company has received a Committed Equity Facility of $75 million from CF Principal Investments LLC an affiliate of Cantor Fitzgerald. Prior to the announcement of the transaction, SatixFy received $55 million from Francisco Partners, in the form of a secured term loan.

Additional information about the proposed transaction, including a copy of the business combination agreement and investor presentation, will be provided in Endurance’s Current Report on Form 8-K and in SatixFy’s registration statement on Form F-4 which will include a document that serves as a proxy statement of Endurance, referred to as a proxy statement/prospectus, each of which will be filed with the Securities and Exchange Commission (“SEC”) and available at www.sec.gov.

Conference Call Information
An investor conference call and presentation discussing the transaction can be accessed by visiting https://enduranceacquisition.com. A transcript of the call will also be filed by Endurance with the SEC.

Advisors
Barclays Capital Inc. (“Barclays”) is serving as the exclusive financial advisor and acting as capital markets advisor to SatixFy. Truist Securities, Inc. is serving as financial advisor to Endurance and Cantor Fitzgerald is acting as capital markets advisor to Endurance. Barclays and Cantor Fitzgerald & Co. are also acting as placement agents on the PIPE. Davis Polk & Wardwell LLP and Gross & Co are representing SatixFy as legal counsel. Morrison & Foerster LLP and Meitar Liquornik Geva Leshem Tal are representing Endurance as legal counsel. DLA Piper LLP (US) is acting as placement agent counsel. King & Spalding LLP is acting as counsel to CF Principal Investments LLC in connection with the Committed Equity Facility.

About SatixFy
SatixFy is developing satellite communication modems with Software Defined Radio (SDR) and Electronically Steered Multi Beam Antennas (ESMA) to support the most advanced communications standards, such as DVB-S2X. SatixFy’s ASICs radically increase system performance and reduce the weight and power requirements of terminals, payloads and save real estate for gateway equipment. The company delivers the industry’s smallest VSATs and multi-beam electronically steered antenna arrays for a variety of mobile applications and services such as Connected Car, IoT, consumer broadband, in-flight connectivity, communications payloads, and more. The company was founded in 2012, and is headquartered in Rehovot, Israel with additional offices in the United States, United Kingdom and Bulgaria. (www.SatixFy.com).