Issuer Free Writing Prospectus filed pursuant to Rule 433
supplementing the Preliminary Prospectus
Supplement dated August 10, 2010
Registration No. 333-168705
August 10, 2010
DIRECTV Holdings LLC
DIRECTV Financing Co., Inc.
3.125% Senior Notes due 2016
Issuers: | DIRECTV Holdings LLC DIRECTV Financing Co., Inc. |
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Principal Amount: | $750,000,000 |
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Maturity: | February 15, 2016 |
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Coupon: | 3.125% |
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Price to Public: | 99.935% |
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Yield to maturity: | 3.138% |
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Spread to Benchmark Treasury: | +170 basis points |
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Benchmark Treasury: | 1.750% due 07/31/2015 |
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Benchmark Treasury Spot and Yield: | 101-15 3/4 ; 1.438% |
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Interest Payment Dates: | Semi-annually on February 15 and August 15, commencing February 15, 2011 |
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Make-whole call: | At any time at a discount rate of Treasury plus 25 basis points |
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Trade Date: | August 10, 2010 |
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Settlement Date: | August 17, 2010 (T+5) |
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Denominations: | $2,000 x $1,000 |
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CUSIP: | 25459HAV7 |
Joint Bookrunners: | Citigroup Global Markets Inc., J.P. Morgan Securities Inc., Credit Suisse Securities (USA) LLC and Goldman, Sachs & Co. |
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Co-Managers: | Banc of America Securities LLC Barclays Capital Inc. Mitsubishi UJF Securities (USA), Inc. Morgan Stanley & Co. Incorporated UBS Securities LLC Credit Agricole Securities (USA) Inc. HSBC Securities (USA) Inc. ING Financial Markets LLC Lloyds TSB Bank plc Mizuho Securities USA Inc. RBS Securities Inc. US Bancorp Investments, Inc. |
DIRECTV Holdings LLC
DIRECTV Financing Co., Inc.
4.600% Senior Notes due 2021
Issuers: |
| DIRECTV Holdings LLC |
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Principal Amount: |
| $1,000,000,000 |
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Maturity: |
| February 15, 2021 |
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Coupon: |
| 4.600% |
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Price to Public: |
| 99.934% |
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Yield to maturity: |
| 4.608% |
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Spread to Benchmark Treasury: |
| +185 basis points |
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Benchmark Treasury: |
| 3.500% due 05/15/2020 |
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Benchmark Treasury Spot and Yield: |
| 106-10 ; 2.758% |
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Interest Payment Dates: |
| Semi-annually on February 15 and August 15, commencing February 15, 2011 |
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Make-whole call: |
| At any time at a discount rate of Treasury plus 30 basis points |
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Redemption: |
| At par plus accrued and unpaid interest to the date of redemption on or after the date that is three months prior to the scheduled final maturity date |
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Trade Date: |
| August 10, 2010 |
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Settlement Date: |
| August 17, 2010 (T+5) |
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Denominations: |
| $2,000 x $1,000 |
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CUSIP: |
| 25459HAW5 |
Joint Bookrunners: |
| Citigroup Global Markets Inc., J.P. Morgan Securities Inc., Credit Suisse Securities (USA) LLC and Goldman, Sachs & Co. |
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Co-Managers: |
| Banc of America Securities LLC |
DIRECTV Holdings LLC
DIRECTV Financing Co., Inc.
6.000% Senior Notes due 2040
Issuers: |
| DIRECTV Holdings LLC DIRECTV Financing Co., Inc. |
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Principal Amount: |
| $1,250,000,000 |
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Maturity: |
| August 15, 2040 |
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Coupon: |
| 6.000% |
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Price to Public: |
| 98.659% |
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Yield to maturity: |
| 6.098% |
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Spread to Benchmark Treasury: |
| +210 basis points |
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Benchmark Treasury: |
| 4.625% due 02/15/2040 |
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Benchmark Treasury Spot and Yield: |
| 110-26 ; 3.998% |
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Interest Payment Dates: |
| Semi-annually on February 15 and August 15, commencing February 15, 2011 |
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Make-whole call: |
| At any time at a discount rate of Treasury plus 35 basis points |
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Par Redemption: |
| At par plus accrued and unpaid interest to the date of redemption on or after the date that is three months prior to the scheduled final maturity date |
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Trade Date: |
| August 10, 2010 |
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Settlement Date: |
| August 17, 2010 (T+5) |
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Denominations: |
| $2,000 x $1,000 |
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CUSIP: |
| 25459H AX3 |
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| Citigroup Global Markets Inc., J.P. Morgan Securities Inc., Credit Suisse Securities (USA) LLC and Goldman, Sachs & Co. |
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Co-Managers: |
| Banc of America Securities LLC Barclays Capital Inc. Mitsubishi UJF Securities (USA), Inc. Morgan Stanley & Co. Incorporated UBS Securities LLC Credit Agricole Securities (USA) Inc. HSBC Securities (USA) Inc. ING Financial Markets LLC Lloyds TSB Bank plc Mizuho Securities USA Inc. RBS Securities Inc. US Bancorp Investments, Inc. |
As Adjusted Financial Information:
After giving effect to this offering of notes and the repayment of our Term Loan A and B, as of June 30, 2010, our total long-term indebtedness would have been $10,471 million, cash and cash equivalents would have been $2,546 million and our ratio of long-term-debt, including current portion, to OPBDA would have been 2.03x.
The issuers have filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuers, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Citigroup Global Markets Inc. toll-free at 1-877-858-5407 or calling J.P. Morgan Securities Inc. collect at 1-212-834-4533.
