EchoStar Corporation Announces Amendments to Exchange Offers for Certain Outstanding Notes Issued by DISH DBS Corporation for New DBS Notes (as defined herein) That Will Be Mandatorily Exchanged for New Secured Notes Issued by DTV Issuer (as defined herein) Immediately Prior to the Consummation of the Acquisition Transaction (as defined below) and Subject to the Satisfaction of the Terms and Conditions Described in the Exchange Offering Memorandum

PR Newswire
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ENGLEWOOD, Colo., Oct. 28, 2024 /PRNewswire/ -- EchoStar Corporation (Nasdaq: SATS) ("EchoStar"), today announced that DISH DBS Corporation ("DBS") has amended certain terms of its previously announced offers to exchange (the "Exchange Offers") any and all of its (a) 5.25% Senior Secured Notes due 2026 (the "Outstanding 2026 DBS Secured Notes"), (b) 5.75% Senior Secured Notes due 2028 (the "Outstanding 2028 DBS Secured Notes"), (c) 7.75% Senior Notes due 2026 (the "Outstanding 2026 DBS Notes"), (d) 7.375% Senior Notes due 2028 (the "Outstanding 2028 DBS Notes") and (e) 5.125% Senior Notes due 2029 (the "Outstanding 2029 DBS Notes" and, together with the Outstanding 2026 DBS Secured Notes, the Outstanding 2028 DBS Secured Notes, the Outstanding 2026 DBS Notes and the Outstanding 2028 DBS Notes, the "Outstanding Notes") for an equal principal amount of new notes issued by DBS (the "New DBS Notes") that will be issued with substantially the same terms as the corresponding series of Outstanding Notes, including maturity, interest rate, interest payment dates and covenants, except for certain changes, including to facilitate the acquisition of the DISH Pay-TV Business by DIRECTV Holdings LLC, pursuant to an Equity Purchase Agreement (the "Purchase Agreement") between DIRECTV Holdings LLC ("Purchaser") and EchoStar (the "Acquisition Transaction"), such as that if the Acquisition Transaction is or will be consummated on or prior to the Outside Date (as defined in the Exchange Offering Memorandum), then immediately prior to the consummation of the Acquisition Transaction, such New DBS Notes will be acquired by Purchaser, an affiliate of the DTV Issuer, in a mandatory exchange, at the applicable exchange rate described in the table below (the "Mandatory Exchange Consideration"), with no further action by the holder of the New DBS Notes, for the applicable series of New DTV Issuer Notes set forth in the table below (the "New DTV Issuer Notes", and together with the New DBS Notes, the "New Notes"), in each case to be issued by DIRECTV Financing, LLC and DIRECTV Financing Co-Obligor, Inc. (together with DIRECTV Financing, LLC, the "DTV Issuer") with the terms set forth in the form of New DTV Issuer Notes Indentures included in the exchange offer memorandum and consent solicitation statement, dated September 30, 2024 (the "Original Exchange Offering Memorandum") (each such mandatory exchange, a "Mandatory Acquisition/Exchange" and collectively, the "Mandatory Acquisition/Exchanges", and the reduction in the principal amount of New DBS Notes resulting from the Mandatory Acquisition/Exchanges is herein referred to as the "Principal Reduction"). The Original Exchange Offering Memorandum has been supplemented by Supplement No. 1, dated October 28, 2024 (the "Supplement" and together with the Original Exchange Offering Memorandum, the "Exchange Offering Memorandum").

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