7.Long-Term Debt

Fair Value of our Long-Term Debt

The following table summarizes the carrying amount and fair value of our debt facilities as of June 30, 2016 and December 31, 2015:


	As of
	June 30, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In thousands)
7 1/8% Senior Notes due 2016 (1)	$	—	$	—	$	1,500,000	$	1,506,750
4 5/8% Senior Notes due 2017		900,000		914,211		900,000		922,770
4 1/4% Senior Notes due 2018		1,200,000		1,235,172		1,200,000		1,207,560
7 7/8% Senior Notes due 2019		1,400,000		1,550,500		1,400,000		1,525,440
5 1/8% Senior Notes due 2020		1,100,000		1,133,000		1,100,000		1,100,000
6 3/4% Senior Notes due 2021		2,000,000		2,086,240		2,000,000		2,021,020
5 7/8% Senior Notes due 2022		2,000,000		1,962,500		2,000,000		1,889,780
5 % Senior Notes due 2023		1,500,000		1,376,775		1,500,000		1,297,500
5 7/8% Senior Notes due 2024		2,000,000		1,909,000		2,000,000		1,765,000
7 3/4% Senior Notes due 2026		2,000,000		2,066,260		—		—
Other notes payable		13,686		13,686		13,686		13,686
Subtotal		14,113,686	$	14,247,344		13,613,686	$	13,249,506
Unamortized deferred financing costs and debt discounts, net		(44,779)				(41,563)
Capital lease obligations (2)		151,891				166,492
Total long-term debt and capital lease obligations (including current portion)	$	14,220,798			$	13,738,615

(1)

On February 1, 2016, we redeemed the principal balance of our 7 1/8% Senior Notes due 2016.

(2)

Disclosure regarding fair value of capital leases is not required.

We estimated the fair value of our publicly traded long-term debt using market prices in less active markets (Level 2).

7 3/4% Senior Notes due 2026

On June 13, 2016, we issued $2.0 billion aggregate principal amount of our ten-year 7 3/4% Senior Notes due July 1, 2026. Interest accrues at an annual rate of 7 3/4% and is payable semi-annually in cash, in arrears on January 1 and July 1 of each year, commencing on January 1, 2017.

The 7 3/4% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. Prior to July 1, 2019, we may also redeem up to 35% of the 7 3/4% Senior Notes at a specified premium with the net cash proceeds from certain equity offerings or capital contributions.

Our 7 3/4% Senior Notes are:

general unsecured senior obligations of DISH DBS;

ranked equally in right of payment with all of DISH DBS’ and the guarantors’ existing and future unsecured senior debt; and

ranked effectively junior to our and the guarantors’ current and future secured senior indebtedness up to the value of the collateral securing such indebtedness.

The indenture related to our 7 3/4% Senior Notes contains restrictive covenants that, among other things, impose limitations on the ability of DISH DBS and its restricted subsidiaries to:

incur additional debt;

pay dividends or make distributions on DISH DBS’ capital stock or repurchase DISH DBS’ capital stock;

make certain investments;

create liens or enter into sale and leaseback transactions;

enter into transactions with affiliates;

merge or consolidate with another company; and

transfer or sell assets.

In the event of a change of control, as defined in the related indenture, we would be required to make an offer to repurchase all or any part of a holder’s 7 3/4% Senior Notes at a purchase price equal to 101% of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase.