White & Case advises EchoStar on a series of transformative financing transactions and the sale of its video distribution business, including DISH TV and Sling TV

Global law firm White & Case LLP has advised EchoStar (NASDAQ: SATS), a globally, fully integrated communications and content delivery leader, on its entry into a definitive agreement under which DIRECTV will acquire EchoStar's video distribution business DISH DBS, including DISH TV and Sling TV, through a series of innovative debt exchange and financing transactions that will delever its balance sheet and improve the company's debt maturity profile.

The combination of DIRECTV and DISH DBS will benefit US video consumers by creating a more robust competitive force that will provide more compelling video options while separately improving EchoStar's financial profile as it continues to enhance and further deploy its nationwide 5G Open RAN wireless network.

The debt exchange transaction included offers to exchange any and all of DISH DBS' (a) 5.25% senior secured notes due 2026 for an equal principal amount of its new 5.25% first-lien notes due 2026; (b) 5.75% senior secured notes due 2028 for an equal principal amount of its new 5.75% first-lien notes due 2028; (c) 7.75% senior notes due 2026 for an equal principal amount of its new 7.75% second-lien notes due 2026; (d) 7.375% senior notes due 2028 for an equal principal amount of its new 7.375% second-lien notes due 2028; and (e) 5.125% senior notes due 2029 for an equal principal amount of its new 5.125% second-lien notes due 2029.

The comprehensive financing and balance sheet optimization also included a transaction support agreement with certain holders of EchoStar's subsidiary DISH Network Corporation's 0% convertible notes due 2025 and 3.375% convertible notes due 2026, providing for the exchange of DISH convertible notes for new EchoStar secured notes maturing in 2023. It also included a commitment agreement with certain DISH supporting investors to invest US$5.1 billion of new capital in EchoStar through the purchase of EchoStar secured notes maturing in 2029, and the receipt of approximately US$2.5 billion in new financing from TPG Angelo Gordon and certain co-investors at DISH DBS to address its debt maturity and provide interim liquidity.

The White & Case team was led by M&A partners Michael Deyong, Daniel Dufner (both in New York) and Neeta Sahadev (Silicon Valley), Capital Markets partners Jonathan Michels, David Thatch, Jim Fogarty (all in New York) and A.J. Ericksen (Houston) and Financial Restructuring and Insolvency partner Thomas Lauria (Miami). The team also included M&A partner Yixin Gong (Silicon Valley) with M&A associates Dilara Erik, Janaki Balachandran, Amrita Mohan (both in New York), Princess Rogers and Muhammad Hasan (both in Houston); Capital Markets associates Zoe Kam, Evdoxia Madonis, Elizabeth Mapelli and Chandler Hartman (all in New York); Financial Restructuring and Insolvency partners Michael Shepherd (Miami) and David Turetsky (New York); Tax partner David Dreier and associate Adriana Zhan (both in New York); Technology Transactions associate Jarrah Al-Buainain (New York); and Employment Compensation & Benefits counsel Kenneth Barr (New York).

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