DIRECTV Holdings LLC Announces Closing of Public Offering of Senior Notes

DIRECTV Holdings LLC (the "Company"), an indirect subsidiary of DIRECTV (NASDAQ:DTV), today announced it closed its registered offering of $1,500,000,000 of 3.500% Senior Notes due 2016, $1,500,000,000 of 5.000% Senior Notes due 2021, and $1,000,000,000 of 6.375% Senior Notes due 2041 (collectively, the "Notes"). The Company received net proceeds of $3.97 billion from the sale of the Notes. The Company intends to use the net proceeds from the offering for general corporate purposes, which may include a distribution to its parent, DIRECTV, for its share repurchase plan and other corporate purposes.

The Notes are senior unsecured obligations of the Company and rank equally in right of payment with all of the Company's existing and future senior debt and senior in right of payment to all the Company's future subordinated debt, if any. The Notes are 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.

This press release shall not constitute an offer to sell or the solicitation of the offer to buy any securities, nor shall there be any sale of these securities, in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

The offering of these securities is being made only by means of a base prospectus, as supplemented and amended from time to time, which is part of a registration statement that the Company filed with the SEC using a "shelf" registration process (collectively, the "Prospectus").

Before you invest, you should read the registration statement and accompanying Prospectus for more complete information about the Company. Copies of the Prospectus may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies may be obtained from DIRECTV Holdings LLC at 2230 E. Imperial Highway, El Segundo, California 90245, Attn: Investor Relations, 310-964-0808.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

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,” “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 and regulatory action; local political or economic developments in or affecting countries where we have operations, including political, economic and social uncertainties in many Latin American countries in which DTVLA operates; foreign currency exchange rates; currency exchange controls; ability to obtain export licenses; competition; the outcome of legal proceedings; reliance on key executives and the loss thereof; indemnification obligations; ability to achieve cost reductions; increasing subscriber acquisition costs and subscriber churn; ability of third parties to timely perform material contracts; an NFL strike or lockout; ability to renew programming contracts under favorable terms; technological risk; potential intellectual property infringement; limitations on access to distribution channels; natural disasters; the success and timeliness of satellite launches; in-orbit performance of satellites, including technical anomalies; loss of uninsured satellites; theft of satellite programming signals; significant debt; and our ability to access capital to maintain our financial flexibility. These factors are also described in Item 1A of DIRECTV’s Form 10-K, quarterly reports filed on Form 10-Q and other SEC filings. We urge you to consider these factors carefully in evaluating the forward-looking statements.

About DIRECTV:

DIRECTV (NASDAQ:DTV) delivers premium video service to more than 28 million subscribers worldwide. Through its subsidiaries and affiliated companies in the United States, Brazil, Mexico and other countries in Latin America, DIRECTV provides digital television service to more than 19.2 million customers in the United States and more than 9 million customers in Latin America. DIRECTV sports and entertainment properties include three Regional Sports Networks (Northwest, Rocky Mountain and Pittsburgh) as well as a 65 percent interest in Game Show Network.

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