THIRD SUPPLEMENTAL INDENTURE
Exhibit 4.3
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), entered into as of June 12, 2019, by and among Xxxxxx Satellite Systems Corporation (formerly known as EH Holding Corporation), a Colorado corporation (the “Company”), the guarantors listed on the signature pages to the Unsecured Indenture (the “Guarantors”), EchoStar BSS Corporation, a Delaware corporation (“BSS”), EchoStar FSS L.L.C., a Delaware limited liability company (“FSS”, and together with BSS, the “Supplemental Guarantors” and each, a “Supplemental Guarantor”) and U.S. Bank National Association, as trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined herein are used as defined in the Unsecured Indenture referred to below.
RECITALS
WHEREAS, the Company, the guarantors listed on the signature pages thereto and the Trustee entered into that certain Unsecured Indenture, dated as of July 27, 2016, relating to the 6⅝% Senior Unsecured Notes due 2026 of the Company in original principal amount of $750,000,000 (the “Unsecured Notes”) as supplemented by a Supplemental Indenture, dated as of March 22, 2017 and a Second Supplemental Indenture, dated as of August 10, 2017, each by and among the Company, the guarantors listed on the signature pages thereto and the Trustee (as so supplemented, the “Unsecured Indenture”);
WHEREAS, the Company has formed new Wholly Owned Subsidiaries, each a Supplemental Guarantor;
WHEREAS, on the date hereof, the Acquisition has been consummated and each of the Supplemental Guarantors is a Restricted Subsidiary of the Company; and
WHEREAS, pursuant to Section 4.13 of the Unsecured Indenture, each Supplemental Guarantor is required to become a Guarantor under the Unsecured Indenture; and
AGREEMENT
NOW, THEREFORE, the parties to this Supplemental Indenture hereby agree as follows:
Section 1.Each Supplemental Guarantor shall be a Guarantor under the Unsecured Indenture and be bound by the terms thereof applicable to Guarantors and shall deliver an executed Guarantee pursuant to Section 10.02.
Section 2. This Supplemental Indenture is an amendment supplemental to the Unsecured Indenture, and the Unsecured Indenture and this Supplemental Indenture will henceforth be read together.
Section 3. This Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of New York.
Section 4. This Supplemental Indenture may be signed in various counterparts which together will constitute one and the same instrument.
The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.
[Signature pages follow]
XXXXXX SATELLITE SYSTEMS CORPORATION | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Executive Vice President, General Counsel & Secretary | ||
ECHOSTAR 77 CORPORATION ECHOSTAR SATELLITE SERVICES L.L.C. ECHOSTAR ORBITAL L.L.C. ECHOSTAR GOVERNMENT SERVICES L.L.C. ECHOSTAR SATELLITE OPERATING CORPORATION, XXXXXX COMMUNICATIONS, INC., XXXXXX NETWORK SYSTEMS, LLC, XXXXXX NETWORK SYSTEMS INTERNATIONAL SERVICE COMPANY, HNS-INDIA VSAT, INC., HNS REAL ESTATE, LLC, HNS LICENSE SUB, LLC, ECHOSTAR XI HOLDING L.L.C., ECHOSTAR XIV HOLDING L.L.C., as Guarantors | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Executive Vice President, General Counsel & Secretary | ||
CHEYENNE DATA CENTER L.L.C., as a Guarantor | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Secretary | ||
HNS AMERICAS, L.L.C., as a Guarantor | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Vice President, General Counsel & Secretary | ||
HNS AMERICAS II, L.L.C., as a Guarantor | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Vice President, General Counsel & Secretary |
[Signature Page to Supplemental Indenture - 2016 Unsecured Indenture]
ECHOSTAR BSS CORPORATION, | ||
as a Supplemental Guarantor | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: President, Secretary and Treasurer | ||
ECHOSTAR FSS L.L.C., | ||
as a Supplemental Guarantor | ||
By: | /s/ Xxxx X. Xxxxxx | |
Name: Xxxx X. Xxxxxx | ||
Title: Executive Vice President, General Counsel & Secretary |
[Signature Page to Supplemental Indenture - 2016 Unsecured Indenture]
U.S. BANK NATIONAL ASSOCIATION, as Trustee | ||
By: | /s/ Xxxxxxx Xxxxxxxx | |
Name: Xxxxxxx Xxxxxxxx | ||
Title: Vice President |
[Signature Page to Supplemental Indenture - 2016 Unsecured Indenture]