EchoStar Corporation filed SEC Form 8-K: Termination of a Material Definitive Agreement, Financial Statements and Exhibits
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SECURITIES AND EXCHANGE COMMISSION
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Item 1.02. Termination of a Material Definitive Agreement.
As previously disclosed, on September 29, 2024, EchoStar Corporation, a Nevada corporation (the “Company”), and DIRECTV Holdings, LLC, a Delaware limited liability company (“DIRECTV”), entered into an Equity Purchase Agreement (the “Purchase Agreement”), pursuant to which and subject to the terms and conditions therein, DIRECTV would acquire from the Company all of the issued and outstanding equity interests of DISH DBS Corporation, a Colorado corporation, which operates the Company’s Pay-TV business.
On November 20, 2024, the Company received a written notice from DIRECTV that it is terminating the Purchase Agreement effective at 11:59 pm ET on November 22, 2024 pursuant to Section 7.01(a)(iv) of the Purchase Agreement because the Exchange Offer (as defined in the Purchase Agreement) was not consummated by the Exchange Offer Settlement Date (as defined in the Purchase Agreement). No termination fee or other payment is due from either party to the other as a result of the termination of the Purchase Agreement.
The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by the full text of the Purchase Agreement, a copy of which was previously filed with the Securities and Exchange Commission as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on September 30, 2024, and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| ECHOSTAR CORPORATION
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Date: November 22, 2024 | By: | /s/ Dean A. Manson | |
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| Dean A. Manson Chief Legal Officer and Secretary | |
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