Risk Factors Update Summary

• Increased retention costs for DISH TV services due to higher equipment upgrades may impact net income and free cash flow significantly.
• Failure to respond, mitigate, or remedy cyber-attacks could materially affect business operations.
• Risks related to the Integration of companies post-Merger, with anticipated synergies and benefits not guaranteed. This may require substantial capital expenditures. The success of the Merger depends on effective integration for growth opportunities.
• Risks related to ownership increased as principal stockholder ownership decreased: equity securities from 60% to 54% and total voting power from 93% to 91.4%.
• Programming expenses for Pay-TV are rising, affecting financial condition. Costs are expected to continue increasing.
• In February 2023, a cyber-security incident incurred expenses, but no material expenses expected in future periods.
• The complexity, cost, and time-consuming nature of combining two separate companies post-Merger may divert significant management attention and resources. Failure could interrupt activities and harm results.
• Increased competition in the Pay-TV industry may lead to higher subscriber acquisition and retention spending. This could result in increased costs and reduced margins.
• Change in control provisions may prevent favorable shareholder changes due to capital structure and voting rights.
• Integration of Retail Wireless operations may negatively impact net Wireless subscriber additions due to profitability concerns.
• The company invested over $30 billion in Wireless spectrum licenses, requiring additional investments.
• The company may need to raise additional capital for future obligations and acquisitions.
• Dependence on third parties for infrastructure and services may lead to delays or additional expenses. Failure to meet performance expectations could impact operations and services.
• Transition from MVNO to MNO for Retail Wireless may increase subscriber acquisition costs significantly.
• Amended agreements limit voting power of principal stockholders to approximately 90.4% for three years post-Merger.
• Economic weakness and uncertainty may lead to fewer subscriber activations, increased churn rate, and higher acquisition costs. Inflation could increase operating expenses, affecting financial performance.
• Covenants in indentures restrict business actions, impacting ability to recapitalize or incur debt.
• Failure to renew programming agreements could lead to disruptions, impacting net Pay-TV subscriber additions.
• Changes in network operators' handling of data access could negatively impact the Pay-TV business. Restrictions or pricing changes may lead to increased expenses and subscriber count reduction.
• The company's services depend on FCC licenses, subject to renewal, revocation, or modification.
• Dependence on third parties for programming may lead to disruptions and impact net Pay-TV subscriber additions.
• The company's internal controls are evaluated periodically to ensure effectiveness and compliance.
• Failure to obtain retransmission consent agreements at acceptable rates may impact competitive strategy.
• The need to adapt to technological developments, including AI and machine learning, to remain competitive. Failure to do so may result in decreased demand for services and implementation challenges.