DIRECTV Holdings LLC Announces Launch of Senior Notes Offering

DIRECTV Holdings LLC (the “Company”), an indirect subsidiary of DIRECTV (NASDAQ:DTV), announced today that it plans to offer, subject to market and other conditions, a benchmark size issuance of senior notes. The notes will be the unsecured senior obligations of the Company and will rank equally in right of payment with all of the Company’s existing and future senior debt. The notes will be guaranteed by each of the Company’s material existing and certain of its future domestic subsidiaries, in each case, that guarantee or incur certain other debt. The Company intends to use the net proceeds from the offering for general corporate purposes, which may include the repayment of some or all of the Company’s Term C Loan issued under its senior secured credit facility, a distribution to its parent, DIRECTV, for its share repurchase plan and other corporate purposes.

The senior notes to be offered will not be registered under the Securities Act of 1933 or any state securities laws. As a result, they may not be offered or sold in the United States or to any U.S. persons except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the senior notes will be offered only to “qualified institutional buyers” under Rule 144A of the Securities Act or, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. A confidential offering circular will be made available to such eligible holders. The offering will be conducted in accordance with the terms and subject to the conditions set forth in the offering circular.

Cautionary Statement Concerning Forward-looking statements

NOTE: This release may include or incorporate by reference certain statements that we believe are, or may be considered to be, “forward-looking statements” within the meaning of various provisions of the Securities Act of 1933 and of the Securities Exchange Act of 1934. These forward-looking statements generally can be identified by use of statements that include phrases such as “believe,” “expect,” “estimate,” “anticipate,” “intend,” “plan,” “foresee,” “project” or other similar words or phrases. Similarly, statements that describe our objectives, plans or goals also are forward-looking statements. All of these forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or from those expressed or implied by the relevant forward-looking statement. Such risks and uncertainties include, but are not limited to: economic conditions; product demand and market acceptance; ability to simplify aspects of our business model, improve customer service, create new and desirable programming content and interactive features, and achieve anticipated economies of scale; government action; competition; the outcome of legal proceedings; ability to achieve cost reductions; ability of third parties to timely perform material contracts; ability to renew programming contracts under favorable terms; technological risk; limitations on access to distribution channels; the success and timeliness of satellite launches; in-orbit performance of satellites, including technical anomalies; loss of uninsured satellites; theft of satellite programming signals; and our ability to access capital to maintain our financial flexibility. We urge you to consider these factors carefully in evaluating the forward-looking statements.

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