EchoStar Corporation Announces Exchange Offers and Consent Solicitations for 0% Convertible Senior Notes due 2025 and 3.375% Convertible Senior Notes due 2026 Issued by DISH Network Corporation

Core Viewpoint - EchoStar Corporation has initiated exchange offers for its subsidiary DISH Network's existing convertible notes, aiming to optimize its balance sheet and secure support from stakeholders representing over 90% of the outstanding notes [1][2]. Group 1: Exchange Offers Details - The exchange offers include the 0% Convertible Notes due 2025 and the 3.375% Convertible Notes due 2026, which will be exchanged for 6.75% Senior Secured Notes due 2030 and 3.875% Convertible Secured Notes due 2030 [1][3]. - The total principal amount outstanding for the DISH Network 2025 Notes is approximately $1.96 billion, while the DISH Network 2026 Notes amount to about $2.91 billion [3]. - The exchange consideration for the 0% Convertible Notes includes $524.30 of EchoStar Exchange Notes and $400.70 of EchoStar Convertible Notes per $1,000 principal amount of Existing DISH Notes tendered [3]. Group 2: Transaction Support Agreement - EchoStar has entered into a Transaction Support Agreement with eligible holders of the Existing DISH Notes, which collectively represent over 90% of the aggregate principal amount outstanding [2]. - The participation from these eligible holders will satisfy the Minimum Tender Condition required for the exchange offers [2][8]. Group 3: Proposed Amendments - Concurrently with the exchange offers, EchoStar is soliciting consents to amend the terms of the Existing DISH Notes, including the elimination of certain events of default and restrictive covenants [5]. - Holders must tender their Existing DISH Notes to consent to the Proposed Amendments, and vice versa [5]. Group 4: Conditions and Expiration - The exchange offers and consent solicitations will expire on November 7, 2024, unless extended by EchoStar [7]. - The consummation of the exchange offers is contingent upon the effectiveness of a registration statement and the valid tendering of at least 90% of the outstanding principal amount of the Existing DISH Notes [8]. Group 5: Security and Guarantees - The EchoStar Notes will be guaranteed by certain subsidiaries and secured by a lien on Spectrum Assets held by these subsidiaries [4]. - The guarantees will be on a first-priority basis, subject to permitted liens and exceptions [4].