Technology

EchoStar Corporation Announces Exchange Offers and Consent Solicitations to exchange 5.25% Senior Secured Notes due 2026, 5.75% Senior Secured Notes due 2028, 7.75% Senior Notes due 2026, 7.375% Senior Notes due 2028, and 5.125% Senior Notes due 2029 Issued by DISH DBS Corporation for New DBS Notes (as defined herein) issued by DISH DBS Corporation

Published

2 months ago

September 30, 2024

Subject to the Satisfaction of the Terms and Conditions Described in the Exchange Offering Memorandum, the New DBS Notes 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)

ENGLEWOOD, Colo., Sept. 30, 2024 /PRNewswire/ — EchoStar Corporation (Nasdaq: SATS) (“EchoStar”), today announced that DISH DBS Corporation (“DBS”) has commenced 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”) for an equal principal amount of its new 5.25% First Lien Notes due 2026 (the “New 2026 DBS First Lien Notes”), (b) 5.75% Senior Secured Notes due 2028 (the “Outstanding 2028 DBS Secured Notes”) for an equal principal amount of its new 5.75% First Lien Notes due 2028 (the “New 2028 DBS First Lien Notes”), (c) 7.75% Senior Notes due 2026 (the “Outstanding 2026 DBS Notes”) for an equal principal amount of its new 7.75% Second Lien Notes due 2026 (the “New 2026 DBS Second Lien Notes”), (d) 7.375% Senior Notes due 2028 (the “Outstanding 2028 DBS Notes”) for an equal principal amount of its new 7.375% Second Lien Notes due 2028 (the “New 2028 DBS Second Lien 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 its new 5.125% Second Lien Notes due 2029 (the “New 2029 DBS Second Lien Notes” and, together with the New 2026 DBS First Lien Notes, the New 2028 DBS First Lien Notes, the New 2026 DBS Second Lien Notes and the New 2028 DBS Second Lien Notes, the “New DBS Notes”), in each case, pursuant to the terms described in a confidential exchange offering memorandum and consent solicitation statement, dated September 30, 2024 (the “Exchange Offering Memorandum”). The Exchange Offers are being made only to Eligible Holders (as defined herein) of Outstanding Notes.

The New DBS Notes 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”), as further described in the Exchange Offering Memorandum, in each case, upon the terms and subject to the conditions set forth in the Exchange Offering Memorandum.

The New 2026 DBS First Lien Notes and the New 2028 DBS First Lien Notes (collectively, the “New DBS First Lien Notes”) will be (i) senior secured obligations of DBS and (ii) guaranteed by DBS’ subsidiaries that are guarantors of the Outstanding Notes immediately prior to the Settlement Date, comprising certain of DBS’ principal operating subsidiaries (the “New DBS Guarantors”) on a senior secured basis (collectively, the “New DBS First Lien Notes Guarantees”). The New DBS First Lien Notes and New DBS First Lien Notes Guarantees will be secured by first-priority liens on substantially all existing and future tangible and intangible assets of DBS and the New DBS Guarantors, including a pledge of equity of DISH DBS Issuer LLC (“SubscriberCo”) by DISH Network L.L.C. (the “Equity Pledge”), subject to certain excluded assets (including the Intercompany Loan (as defined herein)) and permitted liens.

The New 2026 DBS Second Lien Notes, the New 2028 DBS Second Lien Notes and the New 2029 DBS Second Lien Notes (collectively, the “New DBS Second Lien Notes”) will be (i) senior secured obligations of DBS, (ii) guaranteed by the New DBS Guarantors on a senior secured basis (collectively, the “New DBS Second Lien Notes Guarantees”). The New DBS Second Lien Notes and New DBS Second Lien Notes Guarantees will be secured by second-priority liens on substantially all existing and future tangible and intangible assets of DBS and the New DBS Guarantors, including the Equity Pledge, subject to certain excluded assets (including the Intercompany Loan (as defined herein)) and permitted liens.

The New DBS Notes will accrue interest from, and including, the last interest payment date for the corresponding series of Outstanding Notes. Therefore, there will be no payment of accrued and unpaid interest on the Settlement Date of the Exchange Offers.

In connection with their participation in the applicable Exchange Offer and subject to the Acquisition Consent Threshold Condition (as defined below), each holder of New DBS Notes agrees in advance without further action on its part that each series of New DBS Notes will permit DBS, without the consent of the holders, to amend the indentures governing the New DBS Notes, following receipt of regulatory approval of the Acquisition Transaction, to provide that (a) if the Acquisition Transaction is or will be consummated on or prior to December 29, 2025 or any further date to which the then current Outside Date is extended pursuant to the Purchase Agreement (the “Outside Date”) and publicly announced promptly thereafter, 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, 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 Offering Memorandum (each 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”), or (b) if the Acquisition Transaction is not or will not be consummated on or prior to the Outside Date, then such New DBS Notes will remain outstanding as a separate series not fungible with the Outstanding Notes not validly tendered or otherwise accepted as part of the Exchange Offers, each on the terms and subject to the conditions as set forth in the Exchange Offering Memorandum. Any Outstanding Notes that are not validly tendered or are validly tendered and subsequently validly withdrawn in the Exchange Offers will not participate in the Exchange Offers or, if applicable, the Mandatory Acquisition/Exchanges. There are risks associated with not participating in the Exchange Offers.

In addition to the applicable New DTV Issuer Notes, holders of the New DBS Notes will receive a cash payment in respect of accrued interest, if any, on their New DBS Notes on the date of the settlement of the Mandatory Acquisition/Exchanges for the period since the last interest payment date in respect of the relevant series of New DBS Notes through but excluding the settlement date of the Mandatory Acquisition/Exchanges; and interest on the New DTV Issuer Notes will begin to accrue from and including the issue date of the New DTV Issuer Notes.

The following table describes certain terms of the exchange offers:

Outstanding Notes

Exchange Consideration – New DBS Notes

Mandatory Exchange Consideration – New DTV Issuer Notes

For each $1,000 Principal Amount of the Relevant Series of Outstanding Notes

CUSIP(1)

ISIN(1)

Outstanding Aggregate Principal Amount

Principal Amount and Applicable Series of New DBS Notes to be Issued

Principal Amount and Applicable Series of New DTV Issuer Notes to be Issued in the Mandatory Acquisition/Exchanges

5.25% Senior Secured Notes due 2026 (“Outstanding 2026 DBS Secured Notes”)

25470XBE4 /
U25486AQ1

US25470XBE40 /
USU25486AQ11

$2,750,000,000

$1,000 principal amount of 5.25% First Lien Notes due 2026

(“New 2026 DBS First Lien Notes”)

$930 principal amount of new 8.875% Senior Secured Notes due 2028 (the “New 2028 DTV Issuer Secured Notes”)

5.75% Senior Secured Notes due 2028 (“Outstanding 2028 DBS Secured Notes”)

25470XBF1 /
U25486AR9

US25470XBF15 /
USU25486AR93

$2,500,000,000

$1,000 principal amount of 5.75% First Lien Notes due 2028

(“New 2028 DBS First Lien Notes”)

$870 principal amount of new 8.875% Senior Secured Notes due 2031 (the “New 2031-Series A DTV Issuer Secured Notes”)

7.75% Senior Notes due 2026

(“Outstanding 2026 DBS Notes”)

25470XAY1 /
U25486AM0 /

25470XAX3

US25470XAX30 /
USU25486AM07 /
US25470XAY13

$2,000,000,000

$1,000 principal amount of 7.75% Second Lien Notes due 2026

(“New 2026 DBS Second Lien Notes”)

$790 principal amount of new 8.875% Senior Secured Notes due 2029 (the “New 2029 DTV Issuer Secured Notes”)

7.375% Senior Notes due 2028

(“Outstanding 2028 DBS Notes”)

25470XBB0 /

U25486AN8 /
25470XAZ8

US25470XAZ87 /
USU25486AN89 /
US25470XBB01

$1,000,000,000

$1,000 principal amount of 7.375% Second Lien Notes due 2028

(“New 2028 DBS Second Lien Notes”)

$680 principal amount of new 8.875% Senior Secured Notes due 2031 (the “New 2031-Series B DTV Issuer Secured Notes”)

5.125% Senior Notes due 2029

(“Outstanding 2029 DBS Notes”)

25470XBD6 /

U25486AP3 /
25470XBC8

US25470XBC83 /
USU25486AP38 /
US25470XBD66

$1,500,000,000

$1,000 principal amount of 5.125% Second Lien Notes due 2029

(“New 2029 DBS Second Lien Notes”)

$600 principal amount of new 8.875% Senior Secured Notes due 2032 (the “New 2032 DTV Issuer Secured Notes”)

(1) No representation is made as to the correctness or accuracy of the CUSIP numbers or ISINs listed herein or printed on the Outstanding Notes. They are provided solely for convenience.

Concurrently with the Exchange Offers, DBS is soliciting, on the terms and subject to the conditions set forth in the Exchange Offering Memorandum, consents from Eligible Holders of Outstanding Notes to certain proposed amendments (the “Proposed Amendments”) to the indentures, dated as of June 13, 2016, July 1, 2020, May 24, 2021 and November 26, 2021 with respect to the Outstanding Notes (as amended, supplemented or otherwise modified to the date of the Exchange Offering Memorandum, collectively, the “Outstanding Notes Indentures”), by and among DBS, the guarantors party thereto from time to time and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank, National Association), as trustee. Each Eligible Holder of the Outstanding Notes who validly consents to the applicable Proposed Amendments by tendering Outstanding Notes and delivering a consent at or before the Expiration Time (as defined herein) will be eligible to receive the exchange consideration described in the table above and, if, on or prior to the Outside Date, the Acquisition Transaction is, or will be, consummated, then concurrently with the date of the settlement of the Mandatory Acquisition/Exchanges, the mandatory exchange consideration described above.

The Proposed Amendments will, among other things (i) eliminate substantially all of the covenants and certain events of defaults and related provisions contained in the Outstanding Notes Indentures and the Outstanding Notes, (ii) allow, in the case of the Outstanding 2026 DBS Secured Notes and Outstanding 2028 DBS Secured Notes, for certain amendments to that certain Loan and Security Agreement, dated as of November 26, 2021, between DISH Network Corporation and DBS (the “Intercompany Loan”) to provide that the consent rights thereunder would accrue only to the benefit of the holders of the New 2026 DBS First Lien Notes and New 2028 DBS First Lien Notes, (iii) release all guarantees on the Outstanding Notes, (iv) release all of the collateral securing the Outstanding 2026 DBS Secured Notes and Outstanding 2028 DBS Secured Notes and (v) permit any required reorganization or restructuring, corporate or other conversion, merger or consolidation of any subsidiaries, transfers of equity interests, and any other action necessary, in each case in connection with the reorganization and restructuring plans included as exhibits to the Purchase Agreement, as the same may be amended, supplemented, amended and restated, or otherwise modified from time to time in accordance with the terms thereof. The Proposed Amendments to each Outstanding Notes Indenture require the consents of holders of at least 66 2/3% in principal amount of such series of Outstanding Notes (excluding any Outstanding Notes held by DBS or any of its affiliates) (the “Requisite Consents”). The Proposed Amendments will be set forth in supplemental indentures to the Outstanding Notes Indentures, which with respect to each series of Outstanding Notes will be executed and delivered promptly after the Expiration Time if DBS has received the Requisite Consents thereto as of the Expiration Time and the related Outstanding Notes are accepted for exchange pursuant to the Exchange Offers.

The Exchange Offers and related consent solicitations described in the Exchange Offering Memorandum (the “Consent Solicitations”) will expire at 5:00 p.m., New York City time on October 29, 2024, or any other time to which DBS extends such Exchange Offer and Consent Solicitation in its sole discretion, subject to the terms of the Purchase Agreement (such time and date, as the same may be extended, the “Expiration Time”), unless earlier terminated. To be eligible to receive the applicable exchange consideration in the applicable Exchange Offer and Consent Solicitation, holders must validly tender and not validly withdraw their Outstanding Notes and validly deliver and not revoke their consents prior to the Expiration Time. Tenders of Outstanding Notes may be withdrawn and consents may be revoked prior to 5:00 p.m., New York City time on the date that the Minimum Series Exchange Condition (as defined below) with respect to the applicable series is satisfied, but not thereafter, subject to limited exceptions, unless such time is extended by DBS at its sole discretion (such time and date, as the same may be extended, the “Withdrawal Deadline”). Any Outstanding Notes withdrawn pursuant to the terms of the applicable Exchange Offer and Consent Solicitation shall not thereafter be considered tendered for any purpose unless and until such Outstanding Notes are again tendered pursuant to the applicable Exchange Offer and Consent Solicitation. Outstanding Notes not exchanged in the Exchange Offers and Consent Solicitations will be returned to the tendering holder at DBS’s expense promptly after the expiration or termination of the Exchange Offers and Consent Solicitations.

The relevant Exchange Offer for each series of Outstanding Notes is conditioned upon the valid tenders for exchange being received from Eligible Holders of such series of Outstanding Notes and accepted in the relevant Exchange Offer of at least 66 2/3% in aggregate principal amount of the Outstanding Notes of such series currently outstanding, excluding any such Outstanding Notes held by DBS or any of its affiliates (the “Minimum Series Exchange Condition”). In addition, the inclusion in the New DBS Notes Indentures of the Mandatory Acquisition/Exchanges feature, is conditioned upon (i) the satisfaction or waiver of the conditions described herein, including the Minimum Series Exchange Condition, with respect to all series of the Outstanding Notes and (ii) the valid tenders for exchange being received and accepted from Eligible Holders of the Outstanding Notes as would result in a Discount Amount of at least $1.568 billion ((i) and (ii) together, the “Acquisition Consent Threshold Condition”). The “Discount Amount” shall mean the aggregate amount of Principal Reduction that would be applicable to the New DBS Notes (aggregated among all such New DBS Notes) that would be issued on the Settlement Date.

A Consent Solicitation with respect to a series of Outstanding Notes will be terminated if the Requisite Consents for such series are not obtained by the Expiration Time and, in such case, the applicable Proposed Amendments for such series of Outstanding Notes will not become effective. If an Exchange Offer or the related Consent Solicitation with respect to a series of Outstanding Notes is terminated or withdrawn, the existing indenture governing such series of Outstanding Notes will remain in effect in its present form with respect to such series of Outstanding Notes.

If the Requisite Consents to the applicable Proposed Amendments are received and not revoked with respect to a series of Outstanding Notes, DBS and the trustee under the indenture governing such series of Outstanding Notes are expected to execute a supplemental indenture to such indenture providing for the Proposed Amendments (with respect to any such series of Outstanding Notes, a “Supplemental Indenture”), promptly after the Expiration Time. The Supplemental Indenture will effect the Proposed Amendments only with respect to such series of Outstanding Notes for which the applicable Requisite Consents were received and not revoked. The adoption of the Proposed Amendments with respect to any series of Outstanding Notes is not conditioned upon the consummation of any other Consent Solicitation or adoption of the Proposed Amendments in respect of any other series of Outstanding Notes or obtaining any Requisite Consent with respect to any other series of Outstanding Notes. The failure to obtain the Requisite Consents with respect to any series of Outstanding Notes will not affect the ability of DBS to enter into the Supplemental Indenture and cause the Proposed Amendments to become effective for any other series of Outstanding Notes. If an Exchange Offer or the related Consent Solicitation with respect to a series of Outstanding Notes is terminated or withdrawn, the indenture governing such series of Outstanding Notes will remain in effect in its present form with respect to such series of Outstanding Notes. However, if the Proposed Amendments for a series of Outstanding Notes become operative, holders of such series of Outstanding Notes who do not tender Outstanding Notes will be bound by the applicable Proposed Amendments, meaning that their Outstanding Notes will be governed by an indenture as amended by the applicable Supplemental Indenture.

Each of the Exchange Offers is a separate offer and/or solicitation, and each may be individually amended, extended, terminated or withdrawn, subject to certain conditions and applicable law, at any time in DBS’s sole discretion, and without amending, extending, terminating or withdrawing any other Exchange Offer. Additionally, notwithstanding any other provision of the Exchange Offers, DBS’s obligations to accept and exchange any of the Outstanding Notes validly tendered pursuant to an Exchange Offer is subject, among other things, to the satisfaction or waiver of certain conditions, as described in the Exchange Offering Memorandum, and DBS expressly reserves its right, subject to applicable law, to terminate any Exchange Offer at any time.

The Exchange Offers and Consent Solicitations are being made, and the applicable series of New Notes are being offered, only to holders of the Outstanding Notes who are either (a) persons who are reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or (b) persons other than “U.S. persons” as defined in Regulation S under the Securities Act and who are otherwise in compliance with the requirements of Regulation S; provided that, in each case, if the holder is in the European Economic Area or the United Kingdom, such holder is a qualified investor and is not a retail investor. With respect to holders in the European Economic Area, a “retail investor” means a person who is one (or more) of: (i) a “retail client” as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); or (ii) a “customer” within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in Regulation (EU) 2017/1129. The holders of Outstanding Notes who have certified to DBS that they are eligible to participate in the Exchange Offers and Consent Solicitations pursuant to at least one of the foregoing conditions are referred to as “Eligible Holders.” Eligible Holders may go to https://deals.is.kroll.com/DISHDBS to confirm their eligibility.

Full details of the terms and conditions of the Exchange Offers and Consent Solicitations are described in the Exchange Offering Memorandum. The Exchange Offers and Consent Solicitations are only being made pursuant to, and the information in this press release is qualified in its entirety by reference to, the Exchange Offering Memorandum, which is being sent by DBS to Eligible Holders of the Outstanding Notes. Eligible Holders of the Outstanding Notes are encouraged to read these documents, as they contain important information regarding the Exchange Offers and the Consent Solicitations.

None of EchoStar, DBS, DTV Issuer, any of their respective subsidiaries or affiliates, or any of their respective officers, boards of directors or directors, the dealer managers, the solicitation agent, the exchange agent and information agent or any trustee is making any recommendation as to whether Eligible Holders should tender any Outstanding Notes in response to the Exchange Offers or deliver any consents pursuant to the Consent Solicitations and no one has been authorized by any of them to make such a recommendation. Eligible Holders must make their own decision as to whether to tender their Outstanding Notes and deliver consents, and, if so, the principal amount of Outstanding Notes as to which action is to be taken.

The Exchange Offers and the Consent Solicitations are not being made to Eligible Holders of Outstanding Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

The New Notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The New Notes have not been and will not be qualified for sale to the public by prospectus under applicable Canadian securities laws and, accordingly, any issuance of New Notes in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws.

PJT Partners LP and Barclays Capital Inc. are acting as dealer managers for the Exchange Offers and Consent Solicitations. Kroll Issuer Services Limited is acting as exchange agent and information agent for the Exchange Offers and Consent Solicitations.

This press release does not constitute an offer to sell or exchange or the solicitation of an offer to buy or exchange any securities and is also not a solicitation of the related consents, nor shall there be any exchange of the New Notes for Outstanding Notes pursuant to the Exchange Offers in any jurisdiction in which such exchanges would be unlawful prior to registration or qualification under the laws of such jurisdiction.

About EchoStar Corporation

EchoStar Corporation (Nasdaq: SATS) is a premier provider of technology, networking services, television entertainment and connectivity, offering consumer, enterprise, operator, and government solutions worldwide under its EchoStar®, Boost Mobile®, Sling TV, DISH TV, Hughes®, HughesNet®, HughesON™ and JUPITER™ brands. In Europe, EchoStar operates under its EchoStar Mobile Limited subsidiary and in Australia, the company operates as EchoStar Global Australia. For more information, visit www.echostar.com and follow EchoStar on X (Twitter) and LinkedIn.

Where You Can Find Additional Information

As noted above, further details regarding the terms and conditions of the Offers can be found in the Exchange Offering Memorandum. ANY ELIGIBLE HOLDER HOLDING OUTSTANDING NOTES IS URGED TO READ THE EXCHANGE OFFERING MEMORANDUM THAT HAS BEEN MADE AVAILABLE TO THEM BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT DBS, THE ACQUISITION TRANSACTION AND THE EXCHANGE OFFER.

For additional information regarding the Exchange Offers and Consent Solicitation, please contact: (i) PJT Partners LP at DISHDBS_Exchange@pjtpartners.com or (212) 364-7117 or (ii) Barclays Capital Inc. at us.lm@barclays.com or (800) 438-3242 (toll-free) or (212) 528-7581 (collect). Requests from Eligible Holders for the Exchange Offering Memorandum and other documents relating to the Exchange Offers and Consent Solicitations may be directed to Kroll Issuer Services Limited, the exchange agent and information agent for the Exchange Offers and Consent Solicitations, by sending an email to DISHDBS@is.kroll.com or by calling (855) 388-4578 (U.S. toll-free) or (646) 937-7769 (International). Eligible Holders will be required to confirm their eligibility prior to receiving the Exchange Offering Memorandum and other documents relating to the exchange offers and consent solicitations. Holders can certify eligibility on the eligibility website at: https://deals.is.kroll.com/dishdbs.

Forward-looking Statements

This document contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, statements about plans, objectives and strategies, growth opportunities in our industries and businesses, our expectations regarding future results, financial condition, liquidity and capital requirements, estimates regarding the impact of regulatory developments and legal proceedings, and other trends and projections. Forward-looking statements are not historical facts and may be identified by words such as “future,” “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “estimate,” “expect,” “predict,” “will,” “would,” “could,” “can,” “may,” and similar terms. These forward-looking statements are based on information available to us as of the date hereof and represent management’s current views and assumptions. Forward-looking statements are not guarantees of future performance, events or results and involve known and unknown risks, uncertainties and other factors, which may be beyond our control. Accordingly, actual performance, events or results could differ materially from those expressed or implied in the forward-looking statements due to a number of factors. Additional information concerning these risk factors is contained in each of EchoStar’s, DISH Network Corporation’s and DBS’s most recently filed Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, and in EchoStar’s and DBS’s subsequent Current Reports on Form 8-K, and other Securities and Exchange Commission (“SEC”) filings, which are accessible on the SEC’s website at www.sec.gov. All cautionary statements made or referred to herein should be read as being applicable to all forward-looking statements wherever they appear. You should consider the risks and uncertainties described or referred to herein and should not place undue reliance on any forward-looking statements. The forward-looking statements speak only as of the date made. We do not undertake, and specifically disclaim, any obligation to publicly release the results of any revisions that may be made to any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Should one or more of the risks or uncertainties described herein or in any documents we file with the SEC occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements.

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SOURCE EchoStar Corporation

Technology

This Week in Consumer News: 15 Stories You Need to See

Published

8 minutes ago

November 22, 2024

A roundup of the most newsworthy consumer and retail announcements from PR Newswire this week, including a glimpse at the 2025 USPS stamp collection, a saucy announcement from McDonalds’s and tomato-based “Pizza Wine” from Pizza Hut.

NEW YORK, Nov. 22, 2024 /PRNewswire/ — With thousands of press releases published each week, it can be difficult to keep up with everything on PR Newswire. To help consumer/retail journalists and consumers stay on top of the week’s most newsworthy and popular releases, here’s a recap of some major stories from the week that shouldn’t be missed.

The list below includes the headline (with a link to the full text) and an excerpt from each story. Click on the press release headlines to access accompanying multimedia assets that are available for download.

U.S. Postal Service Provides Sneak Peek at 2025 Stamps
“This early glimpse into our 2025 stamp program demonstrates our commitment to providing a diverse range of subjects and designs for both philatelists and stamp enthusiasts,” said Lisa Bobb-Semple, Stamp Services director for USPS.McDonald’s Gets Saucy This Holiday Season to Celebrate the Return of the McRib® Sandwich
Introducing: A Whole Lotta McRib Sauce, a half-gallon jug of the iconic McRib sauce – perfect for holiday parties, festive recipes or the ultimate stocking stuffer for McRib lovers.KIT KAT® Brand Debuts First-Ever Seasonal Shape: KIT KAT ® Santas
Available for a limited time only, this new KIT KAT® treat is a festive addition to the brand’s product lineup that is adorned with imprinted boots, a jolly smile and an even crispier wafer-to-chocolate ratio than a traditional KIT KAT® bar.Lovesac Introduces Sactionals Reclining Seat: The World’s Most Innovative Power Recliner
Sactionals owners can now create a couch with as many Reclining Seats as they want – further solidifying the promise that every seat within Sactionals is the best seat in the house.Pizza Hut Launches “Pizza Wine” – A Tomato Wine as Bold as Your Favorite Slice
Pizza Hut unveils their innovative take on the pizza and wine duo to help guests show up as the holiday hero to any party with the Triple Treat Box in one hand and “pizza wine” in the other.CASETiFY Expands Into Travel
CASETiFY is bringing a bold new perspective to the premium travel category with the launch of its most durable, fully customizable, made-to-order luggage collection.Meijer Aims to Provide Four Million Meals to Neighbors in Need this Thanksgiving
From Nov. 24-30, Meijer will donate the equivalent of one meal to Simply Give food pantry partners when a customer’s purchase includes any Meijer brand, Frederik’s by Meijer, True Goodness by Meijer or Purple Cow food item.OpenTable Serves Up 2025 Dining Predictions
“We’re seeing a new age of dining out that is more adventurous than years past, evidenced by diners embracing midweek dining, dining solo or with large groups, or upping the ante with a dining experience,” said Debby Soo, CEO of OpenTable.Zenni Optical and NBA Star Jrue Holiday Team Up to Launch Exclusive Eyewear Collection
Known for his on-court precision and off-court elegance, Jrue brings a fresh and modern approach to eyewear, curating a selection of frames that are practical and fashion-forward.For the 5th Consecutive Year, Hellmann’s Mayonnaise Returns to the Big Game
On February 9, 2025, the MVP condiment brand will show fans how it brings out the best in game day dishes in a :30 spot.Stanley Black & Decker Releases its 2024 “Hosting for the Holidays” Interactive Product Guide to Make Every Room Holiday Ready
The newly released guide allows visitors to virtually walk from room to room, experiencing ways to deck the halls, spread holiday cheer, and spruce up the home in time for the holiday season.Wolverine and Jarritos Unite to Celebrate Heritage and Flavor with Limited-Edition Trade Wedge Boot
Built on the popular silhouette of Wolverine’s Trade Wedge, these limited-edition boots retain all the qualities of this beloved style while infusing the vibrant Jarritos signature lime and mandarin color palette.Nutella® is Partnering with Hallmark Channel to Share the Love this Holiday Season
The beloved hazelnut spread will be featured in the new original Hallmark Channel movie, Deck the Walls, giving families a delicious new recipe to bake together.ALDI Opens First-Ever Charcuterie Chalet Immersive Experience, Bringing Together 90+ Cheeses, Charcuterie & Wines for a Holiday Wonderland
Inside the Charcuterie Chalet, cozy, ski lodge vibes will be met with wall-to-wall charcuterie where guests can feast their eyes – and stomachs – on a curated selection of food and beverage offerings that they can easily recreate at home without busting the holiday budget.Hidden Valley Ranch Unveils Flavor-Packed Holiday Cards
No more stashing holiday cards in your junk drawer or throwing them out in the trash – the NEW “Hidden” Hidden Valley Ranch Holiday Card Collection is meant to be savored once they come off the fridge. Each card in this 8-pack collection comes with a hidden serving of zesty, creamy ranch dressing for recipients to enjoy.

For more news like this, check out all of the latest retail-related releases from PR Newswire.

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Technology

This Week in Finance News: 12 Stories You Need to See

Published

9 minutes ago

November 22, 2024

A roundup of the most newsworthy financial press releases from PR Newswire this week, including updates in cross-border payments and retirement spending, as well as The Economist’s look ahead at 2025.

NEW YORK, Nov. 22, 2024 /PRNewswire/ — With thousands of press releases published each week, it can be difficult to keep up with everything on PR Newswire. To help finance journalists and consumers stay on top of the week’s most newsworthy and popular releases, here’s a recap of some major stories from the week that shouldn’t be missed.

Chainlink joins Banco Inter, Microsoft and 7Comm consortium to support trade finance use case in phase 2 of Drex pilot
The solution leverages blockchain technology and oracles to automate supply chain management and improve trade finance processes. The goal of the pilot is to demonstrate the automated settlement of agricultural commodity transactions across borders, across platforms, and via different currencies.PayPal PYUSD To Bring Speed and Reduced Costs to Cross-Border Payments with Xoom
These forthcoming integrations will help drive financial inclusion by providing more widespread access to digital financial solutions across Asia-Pacific and Africa. In addition, PayPal will be able to conduct cross-border settlement transactions without being restricted by traditional banking hours.The Great American Group Launches as New Independent Business Following Formation of Partnership between Oaktree and B. Riley
The Great American Group will leverage a 30-year track record to provide industry-leading valuation, appraisal, asset disposition and real estate services.Nordic Capital to acquire Anaqua, a leading global Intellectual Property Management solutions provider
Anaqua’s differentiated solution integrates best-practice workflows, data analytics, foreign filings, and patent and trademark renewal payments into a single, mission critical software platform. This platform offers a unique end-to-end value proposition to streamline operations, inform strategy and empower decision-making around customers’ valuable IP portfolios.The Economist launches The World Ahead 2025-forecasting a year of uncertainty and instability with Trump upending global trade, economics and geopolitics
Commenting on this year’s edition of The World Ahead, editor Tom Standage said, “Donald Trump’s decisive victory and imminent return to the White House will, more than anything else, shape the coming year, with implications in many areas of policy, not just for America, but for the world. What will this mean for global security, the clean-energy transition, international trade and governments’ efforts to cut deficits?”Bethpage Federal Credit Union is Becoming FourLeaf
Bethpage Federal Credit Union, the largest credit union in the Northeast Region, and the 15th largest in the nation with over 480,000 members and $13.4 billion in total assets, is rebranding to become FourLeaf Federal Credit Union. The new name, FourLeaf, represents the credit union’s commitment to growth, prosperity and abundance for its members and the communities it has served for the past 83 years.South Korea’s Hanwha Life to acquire majority stake in U.S.-based Velocity Clearing, allowing both companies to target global markets
Hanwha Life has agreed to acquire a 75% stake in the parent of Velocity Clearing, a U.S.-based global financial services firm. The Velocity Clearing management team will retain the remaining minority stake. With this acquisition, Hanwha Life will secure a foothold in the U.S. financial sector, expanding access to excellent opportunities to maximize the return on investment.Spending Retirement Savings is Keeping Americans Up at Night
Nearly half of America’s retirees (46%) say spending their savings creates anxiety and is having an emotional toll on them and nearly a third (32%) are spending money faster than they expected, according to the most recent chapter of the Alliance for Lifetime Income’s 2024 Protected Retirement Income and Planning (PRIP) Study.Kong Secures $175 Million New Financing at $2B Valuation to Power the API World
Kong will use the new funds to accelerate its global GTM expansion, enhance product innovation with AI-infused capabilities across AI Gateway, Konnect, Insomnia and all its leading API runtimes such as Kong Gateway and Kong Mesh, while investing in the growth of its customer experience teams.Digital News Platform MONIIFY to Deliver Business and Finance Content for Millennials and Gen-Z in Emerging Markets
Founded by serial entrepreneur Naguib Sawiris, MONIIFY aims to empower the next generation of entrepreneurs and investors to make smarter money moves by providing insights and analysis on high-potential regions and sectors, including tech, AI, cryptocurrency, and energy.Benzinga Announces Winners for the 2024 Global Fintech Awards
The prestigious event, held at Convene Brookfield Place in New York City, celebrated innovation, excellence, and outstanding achievements across over 25 categories, recognizing companies and individuals who are shaping the future of financial technology.Altrata Report Finds Billionaires’ Wealth Surged by 9%, Reaching a Record of $12.1 Trillion
North America saw the fastest growth in billionaire numbers of any region in 2023. It now accounts for 33.4% of the global billionaire population.

For more news like this, check out all of the latest finance-related releases from PR Newswire.

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Technology

X Financial to Hold Annual General Meeting on December 20, 2024

Published

9 minutes ago

November 22, 2024

SHENZHEN, China, Nov. 22, 2024 /PRNewswire/ — X Financial (NYSE: XYF) (the “Company” or “we”), a leading online personal finance company in China, today announced it will hold its 2024 annual general meeting of shareholders at 7/F – 8/F, Block A, Aerospace Science and Technology Plaza, No. 168 Haide Third Avenue, Nanshan District, Shenzhen 518067, China on December 20, 2024, at 10:00 a.m. local time.

No proposal will be submitted for shareholder approval at the annual general meeting. Instead, the annual general meeting will serve as an open forum for shareholders of record and beneficial owners of the Company’s Class A ordinary shares and Class B ordinary shares to discuss Company affairs with management.

The Board has fixed the close of business on December 9, 2024 as the record date (the “Record Date”) for determining the shareholders entitled to receive notice of the annual general meeting or any adjournment or postponement thereof.

Holders of record of the Company’s Class A ordinary shares and Class B ordinary shares at the close of business on the Record Date are entitled to attend the annual general meeting and any adjournment or postponement thereof in person. Beneficial owners of the Company’s ADSs are welcome to attend the annual general meeting in person.

The Company has filed its annual report on Form 20-F for the fiscal year ended December 31, 2023 with the Securities and Exchange Commission (the “SEC”) on April 29, 2024. The annual report can be accessed on the Company’s investor relations website at https://ir.xiaoyinggroup.com as well as the SEC’s website at https://www.sec.gov. The Company will provide a hard copy of its annual report containing the audited consolidated financial statements, free of charge, to its shareholders and ADS holders upon request. Requests should be directed to the Company by emailing X Financial Investor Relations at ir@xiaoying.com.

About X Financial

X Financial (NYSE: XYF) (the “Company”) is a leading online personal finance company in China. The Company is committed to connecting borrowers on its platform with its institutional funding partners. With its proprietary big data-driven technology, the Company has established strategic partnerships with financial institutions across multiple areas of its business operations, enabling it to facilitate and provide loans to prime borrowers under a risk assessment and control system.

For more information, please visit: https://ir.xiaoyinggroup.com.

Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “potential,” “continue,” “ongoing,” “targets,” “guidance” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Any statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such factors and risks include, but not limited to the following: the Company’s goals and strategies; its future business development, financial condition and results of operations; the expected growth of the credit industry, and marketplace lending in particular, in China; the demand for and market acceptance of its marketplace’s products and services; its ability to attract and retain borrowers and investors on its marketplace; its relationships with its strategic cooperation partners; competition in its industry; and relevant government policies and regulations relating to the corporate structure, business and industry. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this announcement is current as of the date of this announcement, and the Company does not undertake any obligation to update such information, except as required under applicable law.

For more information, please contact:

X Financial
Mr. Frank Fuya Zheng
E-mail: ir@xiaoying.com

Christensen IR

In China
Mr. Rene Vanguestaine
Phone: +86-178-1749 0483
E-mail: rene.vanguestaine@christensencomms.com

In US
Ms. Linda Bergkamp
Phone: +1-480-614-3004
Email: linda.bergkamp@christensencomms.com

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SOURCE X Financial