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At the beginning of the week of October 22, Sullivan & Cromwell’s Francis Aquila thought his client, EchoStar Communications Corporation, had a good chance of prevailing in its dark-horse bid to buy Hughes Electronics Corporation. By early Saturday morning, he thought that the deal was dead. On Friday, October 26, Aquila had planned to travel to EchoStar headquarters in Littleton, Colo., for a board meeting the following day, when the board of General Motors Corporation was to meet to choose between EchoStar’s bid and one from Rupert Murdoch’s The News Corporation Limited. Aquila had wanted to be on hand to explain the terms of the deal being presented to GM. But when Saturday came, Aquila was stuck at home in Northern New Jersey. The reason: $2.75 billion of financing — or, more accurately, the lack of it. At issue were terms of a bridge loan that EchoStar sought from UBS Warburg AG. UBS was ready to put up the money, but GM reportedly did not like some of its conditions. The problem was not unforeseen. “All throughout the week we knew we had to put the financing pieces together,” says Aquila. Negotiations on the loan continued into Friday night. At one point in the wee hours of Saturday morning, Aquila felt there was a chance to overcome the impasse, so he went home to pack for a trip to Littleton. One of EchoStar’s financial advisers even had a private plane waiting for him at Teterboro Airport in suburban New Jersey. If a compromise could be reached, Aquila had a ride. But for two hours a car waited outside Aquila’s home. At 4 a.m., Aquila still didn’t have an acceptable loan from UBS, so he reluctantly canceled the trip. “I couldn’t leave,” Aquila recalls. “There was too much going on.” At that point, time was not on EchoStar’s side. EchoStar’s board meeting was planned for 8 a.m. Eastern time, while GM’s meeting would be later that day, at the Manhattan offices of Weil, Gotshal & Manges. There was no time to waste and little time to rest. “I may have slept a couple hours that night,” says Aquila. Aquila plugged into the EchoStar meeting from home without a deal to present. But even before the three-hour meeting, EchoStar CEO Charles Ergen had made an unusual decision to use his own stock as collateral for a bridge loan from GM. “There’s a reason why there are billionaires in this world,” says Aquila of Ergen’s move. Meanwhile, Sullivan & Cromwell partner John O’Brien, who phoned into the EchoStar meeting from Weil Gotshal’s office, had been working with EchoStar general counsel David Moskowitz on the letter to GM explaining the proposal. There were few precedents for drafting such an unusual transaction, so writing the letter was difficult, O’Brien recalls, but “there wasn’t any time to second-guess it.” On Saturday afternoon, after the GM board received the letter during its meeting, it became clear that EchoStar would be the winning bidder. But details about Ergen’s proposal remained to be worked out, so Aquila stayed glued to his phone up until Sunday, when the deal was signed. Aquila says his stamina impressed his three daughters, ages 14, 11, and 7, who were attending Halloween parties that weekend. How could Daddy stay on the phone for so long? they wondered. “They were amused but also used to it by now,” says Aquila. Maybe it’s time to get Daddy his own teen line.

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