Item 1.01 Entry into a Material Definite Agreement.
Amendment to Spectrum Purchase Agreement with T-Mobile
As previously disclosed in DISH Network Corporation’s (“DISH Network” or “we”) public filings, we and T-Mobile US, Inc. (“T-Mobile”) have previously entered into a spectrum purchase agreement for the option to purchase all of Sprint’s 800 MHz spectrum licenses for approximately $3.59 billion (the “License Purchase Agreement”). The description of the License Purchase Agreement in those public filings is hereby incorporated by reference.
On October 15, 2023, we and T-Mobile entered into an amendment to the License Purchase Agreement (the “Amendment”) that modifies the License Purchase Agreement.
The Amendment, among other things, extends the date by which DISH Network may purchase the spectrum to April 1, 2024 (the “Extension”). In connection with the Extension, DISH Network agreed to make an upfront payment of $100 million (the “Upfront Payment”) to T-Mobile within three business days from the date the United States District Court for the District of Columbia (the “District Court”) enters an Amended Final Judgment. The Upfront Payment is fully creditable against the purchase price in the event DISH Network exercises its option to purchase the spectrum from T-Mobile. T-Mobile has the right (but not the obligation) to pursue an alternative offer between now and April 1, 2024 provided that DISH Network retains the first right to purchase the spectrum before April 1, 2024.
The Amendment also resolves all outstanding disputes between the parties with respect to the License Purchase Agreement.
The Amendment has been approved by the United States Department of Justice, Antitrust Division (the “DOJ”) in accordance with the Stipulation and Order filed in the District Court on July 26, 2019 and the Final Judgment entered by the District Court on April 1, 2020. The Amendment will become effective upon the District Court enters an Amended Final Judgment.
The description of the Amendment above is not complete and is qualified in its entirety by the actual terms of the Amendment, a copy of which will be filed with the U.S. Securities and Exchange Commission as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.