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| LEI | 549300EE20907QZ9GT38 |
| CIK | 1415404 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to EchoStar Corporation
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| August 26, 2025 |
EXHIBIT 99.1 EchoStar Announces Spectrum Sale and Hybrid Mobile Network Operator (MNO) Agreement, Steps Toward Resolving Federal Communications Commission's (FCC) Inquiries EchoStar to sell 3.45 GHz and 600 MHz spectrum licenses to AT&T for approximately $23 billion. Boost Mobile will continue to compete in the U.S. wireless market as a hybrid MNO, offering subscribers connectivity through Boost M |
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| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorp |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2025. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number: |
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| August 1, 2025 |
Exhibit 22 List of Subsidiary Guarantors The following subsidiaries of EchoStar Corporation are the guarantors of the 10. |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorpor |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorpor |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD Specialized Disclosure Report EchoStar Corporation (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) 9601 SOUTH MERIDIAN BLVD. ENGLEWOOD, COLORADO 80112 (Address |
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| June 2, 2025 |
Exhibit 1.01 ECHOSTAR CORPORATION HUGHES SATELLITE SYSTEMS CORPORATION DISH NETWORK CORPORATION DISH DBS CORPORATION Conflict Minerals Report For the reporting period from January 1 to December 31, 2024 Introduction and Background This is the Conflict Minerals Report (the “Report”) of EchoStar Corporation (“EchoStar”), Hughes Satellite Systems Corporation (“Hughes”), DISH Network Corporation (“DIS |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorpora |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorpora |
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| May 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2025 (May 27, 2025) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdicti |
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| May 13, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2025 (May 9, 2025) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdictio |
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| May 13, 2025 |
COMMISSION WASHINGTON, DC 20554 Brendan Carr Chairman FEDERAL COMMUNICATIONS COMMISSION WASHINGTON, DC 20554 May 9, 2025 Mr. |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2025. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2025 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incorporat |
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| May 9, 2025 |
Exhibit 22 List of Subsidiary Guarantors The following subsidiaries of EchoStar Corporation are the guarantors of the 10. |
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| May 9, 2025 |
EchoStar Corporation $150,000,000 Aggregate Principal Amount of 10.75% Senior Secured Notes due 2029 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-276368 PROSPECTUS SUPPLEMENT (To Prospectus dated November 5, 2024) EchoStar Corporation $150,000,000 Aggregate Principal Amount of 10.75% Senior Secured Notes due 2029 EchoStar Corporation (“EchoStar,” “we” or the “Company”) is offering an additional $150,000,000 in aggregate principal amount of its 10.75% Senior Secured No |
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| May 9, 2025 |
Consent of White & Case LLP (UK) (included as part of Exhibit 5.3). Exhibit 5.3 9 May 2025 DBSD Services Limited 5 Aldermanbury Square 13th Floor London EC2V 7HR (together, “you” or “your”) DBSD Services Limited (the “Company”) We have acted as English legal advisers to the Company in connection with the offer and sale of $150,000,000 Aggregate Principal Amount of 10.75% Senior Secured Notes due 2029 (the “Notes”). Terms used but not otherwise defined in this opin |
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| May 9, 2025 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt 10. |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 (May 2, 2025) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction |
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| March 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 21, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number: 001- |
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| February 27, 2025 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Dean A. |
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| February 27, 2025 |
Exhibit 19 EchoStar Corporation AMENDED AND RESTATED Insider Trading PolicY February 21, 2025 EchoStar Corporation and its subsidiaries (hereinafter collectively referred to as the “Company”) have established this Insider Trading Policy (this “Policy”). |
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| February 27, 2025 |
List of Subsidiary Guarantors. Exhibit 22 List of Subsidiary Guarantors The following subsidiaries of EchoStar Corporation are the guarantors of the 10. |
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| February 27, 2025 |
Subsidiaries of EchoStar Corporation. Exhibit 21 ECHOSTAR CORPORATION AND SUBSIDIARIES LIST OF SUBSIDIARIES As of December 31, 2024 Subsidiary State or Country of Incorporation % of Ownership Name Doing Business As DISH Network Corporation Nevada 100% DISH DISH DBS Corporation Colorado 100% (1) DDBS DISH Network L. |
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| January 13, 2025 |
Exhibit A JOINT FILING AGREEMENT The undersigned agree that this Schedule 13G dated January 13, 2025 relating to the Class A Common Stock, $0. |
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| January 13, 2025 |
Exhibit B CONTROL PERSON IDENTIFICATION Darsana Capital Partners LP is the relevant entity for which each of Darsana Capital Partners GP LLC and Anand Desai may be considered a control person. |
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| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2024 (December 24, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other |
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| November 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2024 (November 20, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other |
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| November 14, 2024 |
Form of Second Lien Intercreditor Agreement Exhibit 4.15 [Form of] FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of [ ], 20[ ] among the Obligors party hereto, The Bank of New York Mellon Trust Company, N.A., as Senior Representative for the Senior Secured Parties, [], as the Initial Second Priority Representative, and each additional Representative from time to time party hereto FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT, dat |
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| November 14, 2024 |
Exhibit 4.11 ECHOSTAR CORPORATION, as the Company AND EACH OF THE GUARANTORS PARTY HERETO 10.75% SENIOR SPECTRUM SECURED NEW NOTES DUE 2029 ECHOSTAR NEW NOTES INDENTURE Dated as of November 12, 2024 The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) |
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| November 14, 2024 |
Exhibit 4.12 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of November 12, 2024 (this “Security Agreement”), among each Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such Guarantor being a “Grantor” and, collectively, the “Grantors”), and The Bank of New York Mellon Trust Company, N.A., solely in its capacity as collateral agent |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2024 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incor |
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| November 14, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment SC 13D/A 1 tm2428442d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 55)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corpora |
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| November 14, 2024 |
Exhibit 4.5 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of November 12, 2024 (this “Pledge Agreement”), among each Equity Pledge Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 28 (each such Equity Pledge Guarantor being a “Pledgor” and, collectively, the “Pledgors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., solely in its capacity as co |
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| November 14, 2024 |
Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE DISH NETWORK CORPORATION, ECHOSTAR CORPORATION, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Second Supplemental Indenture November 12, 2024 0% Convertible Notes due 2025 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of November 12, 2024, among DISH Network Corporation, a Nevada corporatio |
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| November 14, 2024 |
Exhibit 4.8 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of November 12, 2024 (this “Pledge Agreement”), among each Equity Pledge Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 28 (each such Equity Pledge Guarantor being a “Pledgor” and, collectively, the “Pledgors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., solely in its capacity as co |
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| November 14, 2024 |
Exhibit 4.9 NOTE PURCHASE AGREEMENT This NOTE PURCHASE AGREEMENT (this “Agreement”) is entered into on November 8, 2024, by and between EchoStar Corporation, a Colorado corporation (the “Issuer”), and the undersigned purchasers (the “Purchasers”). WHEREAS, on September 30, 2024, the Issuer and certain of its direct and indirect subsidiaries entered into a transaction support agreement (together wi |
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| November 14, 2024 |
Exhibit 4.13 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of November 12, 2024 (this “Pledge Agreement”), among each Equity Pledge Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 28 (each such Equity Pledge Guarantor being a “Pledgor” and, collectively, the “Pledgors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., solely in its capacity as c |
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| November 14, 2024 |
Exhibit 4.10 NOTE PURCHASE AGREEMENT This NOTE PURCHASE AGREEMENT (this “Agreement”) is entered into on November 8, 2024, by and between EchoStar Corporation, a Colorado corporation (the “Issuer”), and the undersigned purchasers (the “Purchasers”). WHEREAS, on September 30, 2024, the Issuer and certain of its direct and indirect subsidiaries entered into a transaction support agreement (together w |
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| November 14, 2024 |
Exhibit 4.3 ECHOSTAR CORPORATION, as the Company AND EACH OF THE GUARANTORS PARTY HERETO 6.75% SENIOR SPECTRUM SECURED EXCHANGE NOTES DUE 2030 ECHOSTAR EXCHANGE NOTES INDENTURE Dated as of November 12, 2024 The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)( |
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| November 14, 2024 |
Exhibit 4.7 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of November 12, 2024 (this “Security Agreement”), among each Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such Guarantor being a “Grantor” and, collectively, the “Grantors”), and The Bank of New York Mellon Trust Company, N.A., solely in its capacity as collateral agent |
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| November 14, 2024 |
Exhibit 4.14 FIRST LIEN INTERCREDITOR AGREEMENT dated as of November 12, 2024 among the Obligors party hereto, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Notes Collateral Agent and Trustee for the Notes Secured Parties, THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent and Authorized Representative for the Initial-1 Additional First Lien Secured Parties, THE BANK OF NEW |
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| November 14, 2024 |
Exhibit 4.4 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of November 12, 2024 (this “Security Agreement”), among each Guarantor listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.14 (each such Guarantor being a “Grantor” and, collectively, the “Grantors”), and The Bank of New York Mellon Trust Company, N.A., solely in its capacity as collateral agent |
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| November 14, 2024 |
Consent of White & Case LLP (UK) (included as part of Exhibit 5.3) Exhibit 5.3 12 November 2024 DBSD Services Limited 5 Aldermanbury Square 13th Floor London EC2V 7HR (together, “you” or “your”) DBSD Services Limited (the “Company”) We have acted as English legal advisers to the Company in connection with the offer and sale of $5,355,999,854 Aggregate Principal Amount of 10.75% Senior Secured Notes due 2029 (the “New Senior Spectrum Secured Notes”) and $ 29,999,9 |
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| November 14, 2024 |
As filed with the Securities and Exchange Commission on November 14, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 14, 2024 Registration No. |
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| November 14, 2024 |
Exhibit 4.2 SECOND SUPPLEMENTAL INDENTURE DISH NETWORK CORPORATION, ECHOSTAR CORPORATION, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Second Supplemental Indenture November 12, 2024 3.375% Convertible Notes due 2026 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of November 12, 2024, among DISH Network Corporation, a Nevada corpor |
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| November 14, 2024 |
Calculation of Filing Fee Tables S-3 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, par value $0. |
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| November 14, 2024 |
Exhibit 4.6 EchoStar CORPORATION, as the Company AND EACH OF The Guarantors Party Hereto AND The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent INDENTURE Dated as of November 12, 2024 3.875% CONVERTIBLE SENIOR SECURED NOTES DUE 2030 CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.07 (a)(2) 7.07 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.07 (b) 7 |
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| November 13, 2024 |
SATS / EchoStar Corporation / DODGE & COX - SC 13G Passive Investment SC 13G 1 d797096dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 0 )* EchoStar Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 278768106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Nu |
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| November 12, 2024 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt 10. |
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| November 12, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-276368 PROSPECTUS SUPPLEMENT (To Prospectus dated November 5, 2024) EchoStar Corporation $5,355,999,854 Aggregate Principal Amount of 10.75% Senior Secured Notes due 2029 and $29,999,993 Aggregate Principal Amount of 3.875% Convertible Senior Secured Notes due 2030 EchoStar Corporation (“EchoStar,” “we” or the “Company”), is |
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| November 8, 2024 |
14,265,334 Shares of Class A Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 42(b)(7) Registration Statement No. 333-276368 PROSPECTUS SUPPLEMENT (To Prospectus dated November 5, 2024) 14,265,334 Shares of Class A Common Stock This prospectus supplement relates to the resale from time to time of up to 14,265,334 shares (the “PIPE Shares”) of Class A common stock, par value $0.001 per share (“Class A common stock”), of EchoStar Cor |
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| November 8, 2024 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, par value $0. |
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| November 8, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3) (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 DISH NETWORK CORPORATION (Name of Subject Company (Issuer)) ECHOSTAR CORPORATION (Name of Filing Person (Offeror and Affiliate of Issuer)) 0% Convertible Notes due 2025 and 3.375% Convertible |
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| November 7, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-282596 PROSPECTUS EchoStar Corporation Offers to Exchange Any and All 0% Convertible Notes due 2025 (CUSIP/ISIN No. 25470MAF6/US2547MAF68) and 3.375% Convertible Notes due 2026 (CUSIP/ISIN No. 25470MAB5/US2547MAB54) Issued by DISH Network Corporation for Up to $2,381,000,000 Aggregate Principal Amount of 6.75% Senior Secured |
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| November 5, 2024 |
Exhibit 4.3 EchoStar CORPORATION, as the Company AND EACH OF The Guarantors Party Hereto AND The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent INDENTURE Dated as of November , 2024 3.875% CONVERTIBLE SENIOR SECURED NOTES DUE 2030 CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.07 (a)(2) 7.07 (a)(3) N.A. (a)(4) N.A. (a)(5) 7. |
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| November 5, 2024 |
Consent of Brownstein Hyatt Farber Schreck, LLP (included in Exhibit 5.3 hereto). Exhibit 5.3 Brownstein Hyatt Farber Schreck, LLP 303.223.1100 main 675 Fifteenth Street, Suite 2900 Denver, Colorado 80202 November 5, 2024 EchoStar Corporation 9601 South Meridian Boulevard Englewood, Colorado 80112 To the addressee set forth above: We have acted as local Nevada counsel and local Colorado counsel to EchoStar Corporation, a Nevada corporation (the “Company”), DBSD Corporation, a C |
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| November 5, 2024 |
Form S-3 that we originally filed with the SEC on January 3, 2024, as amended on November 5, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 5, 2024 Registration No. |
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| November 5, 2024 |
Exhibit 4.1 ECHOSTAR CORPORATION, as the Company AND EACH OF THE GUARANTORS PARTY HERETO 6.75% SENIOR SPECTRUM SECURED EXCHANGE NOTES DUE 2030 ECHOSTAR EXCHANGE NOTES INDENTURE Dated as of November , 2024 The Bank of New York Mellon Trust Company, N.A., as Trustee and Collateral Agent CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) |
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| November 5, 2024 |
Consent of White & Case LLP (UK) (included as part of Exhibit 5.3). Exhibit 5.3 5 November 2024 DBSD Services Limited 5 Aldermanbury Square 13th Floor London EC2V 7HR (together, “you” or “your”) DBSD Services Limited (the “Company”) We have acted as English legal advisers to the Company in connection with offers for any and all of the outstanding 0% Convertible Notes due 2025 and 3.375% Convertible Notes due 2026 (the “Outstanding Securities”) of DISH Network Corp |
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| November 5, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| November 5, 2024 |
Consent of White & Case LLP (UK) (included in Exhibit 5.4 hereto). Exhibit 5.4 5 November 2024 DBSD Services Limited 5 Aldermanbury Square 13th Floor London EC2V 7HR (together, “you” or “your”) DBSD Services Limited (the “Company”) We have acted as English legal advisers to the Company in connection with the registration statement on Post-Effective Amendment No. 1 to Form S-3 dated 4 November 2024 (the “Registration Statement”) to which this opinion has been file |
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| November 5, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 DISH NETWORK CORPORATION (Name of Subject Company (Issuer)) ECHOSTAR CORPORATION (Name of Filing Person (Offeror and Affiliate of Issuer)) 0% Convertible Notes due 2025 and 3.375% Convertible |
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| November 5, 2024 |
Calculation of Filing Fee Tables S-3 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Other Guarantees of Subsidiary Guarantors 457(r) 0. |
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| November 5, 2024 |
As filed with the Securities and Exchange Commission on November 5, 2024 As filed with the Securities and Exchange Commission on November 5, 2024 Registration No. |
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| November 1, 2024 |
As filed with the Securities and Exchange Commission on November 1, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 1, 2024 Registration No. |
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| November 1, 2024 |
Exhibit 99.1 ECHOSTAR CORPORATION LETTER OF TRANSMITTAL Offers to Exchange Any and All 0% Convertible Notes due 2025 (CUSIP/ISIN No. 25470MAF6/US2547MAF68) and 3.375% Convertible Notes due 2026 (CUSIP/ISIN No. 25470MAB5/US2547MAB54) Issued by DISH Network Corporation for Up to $2,381,000,000 Aggregate Principal Amount of 6.75% Senior Secured Notes due 2030 and $1,950,000,000 Aggregate Principal A |
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| November 1, 2024 |
Exhibit (a)(15) ECHOSTAR CORPORATION LETTER OF TRANSMITTAL Offers to Exchange Any and All 0% Convertible Notes due 2025 (CUSIP/ISIN No. |
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| November 1, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 DISH NETWORK CORPORATION (Name of Subject Company (Issuer)) ECHOSTAR CORPORATION (Name of Filing Person (Offeror and Affiliate of Issuer)) 0% Convertible Notes due 2025 and 3.375% Convertible |
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| November 1, 2024 |
[White & Case LLP Letterhead] November 1, 2024 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Mergers & Acquisitions, 100 F Street, N.E., Washington, D.C. 20549 Attention: Shane Callaghan Perry Hindin Re: DISH Network Corporation EchoStar Corporation Schedule TO-I Filed October 11, 2024 File No. 005-46313 Ladies and Gentlemen: On behalf of our cli |
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| October 31, 2024 |
SATS / EchoStar Corporation / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* EchoStar Corp (Name of Issuer) Common Stock (Title of Class of Securities) 278768106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul |
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| October 29, 2024 |
Exhibit 99.1 EchoStar Corporation Announces Amendments to Exchange Offers for Certain Outstanding Notes Issued by DISH DBS Corporation for New DBS Notes (as defined herein) That Will Be Mandatorily Exchanged for New Secured Notes Issued by DTV Issuer (as defined herein) Immediately Prior to the Consummation of the Acquisition Transaction (as defined below) and Subject to the Satisfaction of the Te |
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| October 29, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2024 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incor |
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| October 11, 2024 |
Limited Liability Company Agreement of Northstar Wireless, LLC. Exhibit 3.12 Execution LIMITED LIABILITY COMPANY AGREEMENT OF NORTHSTAR WIRELESS, LLC This Limited Liability Company Agreement (this “Agreement”) of NORTHSTAR WIRELESS, LLC is entered into as of September 12, 2014 by NORTHSTAR SPECTRUM, LLC (the “Member”). The Member hereby forms a limited liability company pursuant to and in accordance with the Delaware Limited Liability Company Act (6 Del.C. § 1 |
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| October 11, 2024 |
Certificate of Formation of Northstar Spectrum, LLC. Exhibit 3.21 STATE OF DELAWARE CERTIFICATE OF FORMATION OF NORTHSTAR SPECTRUM, LLC (Pursuant to Section 18-201 of the Delaware Limited Liability Company Act) The undersigned, as an authorized person, in order to form a limited liability company pursuant to the Limited Liability Company Act of the State of Delaware, does hereby certify as follows: 1. The name of the company is Northstar |
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| October 11, 2024 |
Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 11, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ¨ THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) (Ju |
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| October 11, 2024 |
Exhibit 99.1 EchoStar Corporation Announces Exchange Offers and Consent Solicitations for 0% Convertible Senior Notes due 2025 and 3.375% Convertible Senior Notes due 2026 Issued by DISH Network Corporation Launch of Exchange Offers Satisfies Key Milestone in Implementation of EchoStar’s Balance Sheet Optimization Transactions and Increased Support from Existing Stakeholders Now Representing Over |
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| October 11, 2024 |
Calculation of Filing Fee Tables S-4 EchoStar CORP Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt 6. |
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| October 11, 2024 |
Articles of Organization of Gamma Acquisition L.L.C. Exhibit 3.15 Document must be filed electronically. Paper documents will not be accepted. Colorado Secretary of State Date and Time: 06/07/2011 02:35 PM ID Number: 20111330216 Document processing fee $50.00 Fees & forms/cover sheets are subject to change. To access other information or print copies of filed documents, visit www.sos.state.co.us and select Business Center. $50.00 Document number: 20 |
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| October 11, 2024 |
Certificate of Formation of SNR Wireless HoldCo, LLC. Exhibit 3.13 State of Delaware Secretary of State Division of Corporations Delivered 05:03 PM 08/29/2014 FILED 04:43 PM 08/29/2014 SRV 141127438 - 5595374 FILE SNR WIRELESS HOLDCO, LLC CERTIFICATE OF FORMATION This Certificate of Formation of SNR Wireless HoldCo, LLC, dated August 29, 2014, is being duly executed and filed by the undersigned, as an authorized person, to form a limited liability co |
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| October 11, 2024 |
Certificate of Formation of Northstar Wireless, LLC. Exhibit 3.11 State of Delaware Secretary of State Division of Corporations Delivered 12:55 PM 09/04/2014 FILED 12:33 PM 09/04/2014 SRV 141141122 - 5597345 FILE STATE OF DELAWARE CERTIFICATE OF FORMATION OF NORTHSTAR WIRELESS, LLC (Pursuant to Section 18-201 of the Delaware Limited Liability Company Act) The undersigned, as an authorized person, in order to form a limited liability company pursuant |
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| October 11, 2024 |
Operating Agreement of Gamma Acquisition L.L.C. Exhibit 3.16 OPERATING AGREEMENT This Operating Agreement (this "Agreement") is entered into by the undersigned sole member (the "Member") amends and restates any and all prior operating agreements effective as of October 5, 2024. The Member having formed a limited liability company (the "Company") in accordance with the Colorado Limited Liability Company Act, Colo. Rev. Stat. § 7-80-101, et seq., |
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| October 11, 2024 |
Limited Liability Company Agreement of SNR Wireless LicenseCo, LLC. Exhibit 3.20 Execution LIMITED LIABILITY COMPANY AGREEMENT OF SNR WIRELESS LICENSECO, LLC This Limited Liability Company Agreement (this “Agreement”) of SNR WIRELESS LICENSECO, LLC is entered into as of September 12, 2014 by SNR WIRELESS HOLDCO, LLC (the “Member”). The Member hereby forms a limited liability company pursuant to and in accordance with the Delaware Limited Liability Company Act (6 D |
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| October 11, 2024 |
Press Release, dated October 10, 2024. Exhibit (a)(14) EchoStar Corporation Announces Exchange Offers and Consent Solicitations for 0% Convertible Senior Notes due 2025 and 3. |
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| October 11, 2024 |
TABLE OF CONTENTS SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or Section 13(e)(1) of the Securities Exchange Act of 1934 DISH NETWORK CORPORATION (Name of Subject Company (Issuer)) ECHOSTAR CORPORATION (Name of Filing Person (Offeror and Affiliate of Issuer)) 0% Convertible Notes due 2025 and 3.375% Convertible |
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| October 11, 2024 |
As filed with the Securities and Exchange Commission on October 10, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 10, 2024 Registration No. |
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| October 11, 2024 |
Limited Liability Company Agreement of SNR Wireless HoldCo, LLC. Exhibit 3.14 Execution Copy THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of SNR WIRELESS HOLDCO, LLC by and between SNR WIRELESS MANAGEMENT, LLC, JOHN MULETA and AMERICAN AWS-3 WIRELESS III L.L.C. Dated as of June 7, 2018 THE MEMBERSHIP INTERESTS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AME |
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| October 11, 2024 |
List of subsidiary guarantors. Exhibit 22.1 EchoStar Corporation List of Subsidiary Guarantors The following subsidiaries of EchoStar Corporation are the guarantors of the 6.75% Senior Secured Notes due 2030 and the 3.875% Convertible Secured Notes due 2030. The notes will be unconditionally guaranteed on a senior secured basis. Entity Jurisdiction of Incorporation or Organization NorthStar Wireless, LLC Delaware SNR Wireless H |
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| October 11, 2024 |
Operating Agreement of Gamma Acquisition HoldCo, L.L.C. Exhibit 3.18 OPERATING AGREEMENT This Operating Agreement (this “Agreement”) is entered into by the undersigned sole member (the “Member”) amends and restates any and all prior operating agreements effective as of September 30, 2024. The Member having formed a limited liability company (the “Company”) in accordance with the Colorado Limited Liability Company Act, Colo. Rev. Stat.§ 7-80-101 , et se |
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| October 11, 2024 |
Calculation of Filing Fee Tables Table 1: Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fees to be Paid 1 $ 4,331,000,000. |
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| October 11, 2024 |
Certificate of Formation of SNR Wireless LicenseCo, LLC. Exhibit 3.19 State of Delaware Secretary of State Division of Corporations Delivered 05:04 PM 08/29/2014 FILED 04:47 PM 08/29/2014 SRV 141127462 - 5595378 FILE SNR WIRELESS LICENSECO, LLC CERTIFICATE OF FORMATION This Certificate of Formation of SNR Wireless LicenseCo, LLC, dated August 29, 2014, is being duly executed and filed by the undersigned, as an authorized person, to form a limited liabil |
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| October 11, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2024 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of incor |
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| October 11, 2024 |
Articles of Organization of Gamma Acquisition HoldCo, L.L.C. Exhibit 3.17 ARTICLES OF ORGANIZATION OF GAMMA ACQUISITION HOLDCO, L.L.C. I, the undersigned natural person of the age of eighteen years or more, acting as organizer of a limited liability company under the Colorado Limited Liability Company Act, as amended, adopt the following Articles of Organization (the "Articles of Organization") for such limited liability company: ARTICLE I The name of the l |
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| October 11, 2024 |
Limited Liability Company Agreement of Northstar Spectrum, LLC. Exhibit 3.22 Execution Copy THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of NORTHSTAR SPECTRUM, LLC by and between NORTHSTAR MANAGER, LLC and AMERICAN AWS-3 WIRELESS II L.L.C. Dated as of June 7, 2018 THE MEMBERSHIP INTERESTS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OT |
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| September 30, 2024 |
Exhibit 10.3 COMMITMENT AGREEMENT This COMMITMENT AGREEMENT (as amended, amended and restated, modified, or supplemented from time to time in accordance with the terms hereof, this “Agreement”), dated as of September 30, 2024, is entered into by and among EchoStar Corporation (the “Company” or “Issuer”) and each of the other signatories hereto (the “Commitment Parties” and, individually, each a “C |
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| September 30, 2024 |
Exhibit 99.3 EchoStar Announces Suite of Transformative Transactions to Delever Its Balance Sheet and Improve Its Debt Maturity Profile, Transition Its Strategic Focus and Pave the Road for it to Enhance and Further Deploy its Nationwide 5G Open RAN Wireless Network · Agreement to sell DISH DBS to DIRECTV refocuses portfolio on growing wireless and satellite connectivity markets · Raises $5.1 bill |
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| September 30, 2024 |
Exhibit 10.4 SUBSCRIPTION AGREEMENT EchoStar Corporation 9601 South Meridian Boulevard Englewood, Colorado 80112 Ladies and Gentlemen, This Subscription Agreement (this “Subscription Agreement”) is being entered into as of September 30, 2024, by and between EchoStar Corporation, a Nevada corporation (“EchoStar”), and the undersigned subscriber (“Subscriber”). WHEREAS, it is contemplated that on Se |
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| September 30, 2024 |
TRANSFORMING INTO A CONNECTIVITY LEADER September 2024 Exhibit 99.4 TRANSFORMING INTO A CONNECTIVITY LEADER September 2024 2 DISCLAIMER Forward - Looking Statements This document contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, th e accuracy of which are necessarily subject to risks, uncertainties, and assumptions as to future events that may not prove to be accurate. These statements ar |
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| September 30, 2024 |
Exhibit 10.1 EXECUTION VERSION LOAN AND SECURITY AGREEMENT dated as of September 29, 2024 by and among DISH DBS ISSUER LLC, as Borrower, VARIOUS LENDERS, and ALTER DOMUS (US) LLC, as Administrative Agent $1,800,000,000 Term Loan Facility $500,000,000 Closing Date Incremental Facility DISH DBS ISSUER LLC– Loan and Security Agreement TABLE OF CONTENTS Page I. DEFINI |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 (September 29, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or othe |
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| September 30, 2024 |
Exhibit 10.2 this TRANSACTION Support Agreement DOES NOT CONSTITUTE, AND SHALL NOT BE DEEMED, an offer or a solicitation with respect to any securities. any such offer or solicitation will comply with all applicable securities laws. NOTHING CONTAINED IN THIS TRANSACTION SUPPORT AGREEMENT SHALL BE AN ADMISSION OF FACT OR LIABILITY OR, UNTIL THE OCCURRENCE OF THE AGREEMENT EFFECTIVE DATE ON THE TERM |
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| September 30, 2024 |
Exhibit 99.1 DIRECTV to Acquire EchoStar’s Video Distribution Business, Including DISH TV and Sling TV Will Provide U.S. Consumers with More Flexibility and Better Value in the Highly Competitive Video Industry Currently Dominated by Large Tech Companies and Programmers DIRECTV Will Be Better Able to Work with Programmers to Deliver to Consumers Smaller Content Packages at Lower Price Points Combi |
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| September 30, 2024 |
Exhibit 99.2 EchoStar Corporation Announces Exchange Offers and Consent Solicitations to exchange 5.25% Senior Secured Notes due 2026 5.75% Senior Secured Notes due 2028 7.75% Senior Notes due 2026 7.375% Senior Notes due 2028 and 5.125% Senior Notes due 2029 Issued by DISH DBS Corporation for New DBS Notes (as defined herein) issued by DISH DBS Corporation Subject to the Satisfaction of the Terms |
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| September 30, 2024 |
Exhibit 2.1 CONFIDENTIAL EQUITY PURCHASE AGREEMENT between ECHOSTAR CORPORATION and DIRECTV HOLDINGS, LLC Dated as of September 29, 2024 TABLE OF CONTENTS Article I Purchase and Sale of the Transferred Equity Interests; Closing 2 Section 1.01 Purchase and Sale of the Transferred Equity Interests 2 Section 1.02 Closing Date 3 Section 1.03 Transactions to be Effected in connection with and at the Cl |
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| September 23, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2024 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction of inc |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number: |
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| July 12, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 54)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corporation 9601 S. Meridian Blvd. Englewood, Col |
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| June 28, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 53)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corporation 9601 S. Meridian Blvd. Englewood, Col |
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| June 26, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 52)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corporation 9601 S. Meridian Blvd. Englewood, Col |
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| June 6, 2024 |
As filed with the Securities and Exchange Commission on June 6, 2024. As filed with the Securities and Exchange Commission on June 6, 2024. Registration No. 333-[ ] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ECHOSTAR CORPORATION (Exact name of issuer as specified in its charter) Nevada 26-1232727 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| June 6, 2024 |
Amendment No. 1 to the Amended and Restated 2017 EchoStar Corporation Employee Stock Purchase Plan. Exhibit 99.2 AMENDMENT NO. 1 TO ECHOSTAR CORPORATION 2017 AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN This Amendment No. 1 (this “Amendment”), dated as of May 3, 2024 (the “Effective Date”) hereby amends that certain EchoStar Corporation 2017 Amended and Restated Employee Stock Purchase Plan (the “Plan”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto |
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| June 6, 2024 |
Exhibit 107 CALCULATION OF FILING FEE FORM S-8 (Form Type) EchoStar Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| May 31, 2024 |
Exhibit 1.01 ECHOSTAR CORPORATION HUGHES SATELLITE SYSTEMS CORPORATION Conflict Minerals Report For the reporting period from January 1 to December 31, 2023 Introduction and Background This is the Conflict Minerals Report (the “Report”) of EchoStar Corporation (“EchoStar”) and Hughes Satellite Systems Corporation (“Hughes”) for the calendar year ended December 31, 2023. EchoStar is a holding compa |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD Specialized Disclosure Report EchoStar Corporation (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) 9601 SOUTH MERIDIAN BLVD. ENGLEWOOD, COLORADO 80112 (Address |
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| May 15, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment SC 13D/A 1 tm2414525d2sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 51)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corpora |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number |
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| May 3, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2024 (May 3, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jurisdiction |
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| April 3, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 3)(Final Amendment) (Rule 13e-4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ECHOSTAR CORPORATION (Name of Subject Company (Issuer) and Name of Filing Person (Offeror)) Stock Options to Purchase Class A Common Stock, $0.001 par value (Title of Class of Securitie |
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| April 2, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 50)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corporation 9601 S. Meridian Blvd. Englewood, Col |
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| March 27, 2024 |
[Letterhead of Sullivan & Cromwell LLP] [Letterhead of Sullivan & Cromwell LLP] March 27, 2024 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Mergers & Acquisitions, 100 F Street, N.E., Washington, D.C. 20549. Attention: Brian Soares Christina Chalk Re: EchoStar Corporation SC TO-I/A filed March 22, 2024 File No. 005-83490 Ladies and Gentlemen: On behalf of our client, EchoStar Corporati |
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| March 27, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 2) (Rule 13e-4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ECHOSTAR CORPORATION (Name of Subject Company (Issuer) and Name of Filing Person (Offeror)) Stock Options to Purchase Class A Common Stock, $0.001 par value (Title of Class of Securities) 278768106 (CUS |
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| March 22, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Amendment No. 1) (Rule 13e-4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ECHOSTAR CORPORATION (Name of Subject Company (Issuer) and Name of Filing Person (Offeror)) Stock Options to Purchase Class A Common Stock, $0.001 par value (Title of Class of Securities) 278768106 (CUS |
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| March 21, 2024 |
[Letterhead of Sullivan & Cromwell LLP] [Letterhead of Sullivan & Cromwell LLP] March 21, 2024 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Mergers & Acquisitions, 100 F Street, N.E., Washington, D.C. 20549. Attention: Brian Soares Christina Chalk Re: EchoStar Corporation SC TO-I filed March 4, 2024 File No. 005-83490 Ladies and Gentlemen: On behalf of our client, EchoStar Corporation (th |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| March 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| March 4, 2024 |
Exhibit (a)(1)(x) [REDACTED] Indicates that certain information in this Exhibit has been excluded because it is both (i) not material in light of, among other things, available information and (ii) would be competitively harmful if publicly disclosed. |
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| March 4, 2024 |
Offer to Exchange Eligible Options, dated March 4, 2024 TABLE OF CONTENTS Exhibit (a)(1)(i) ECHOSTAR CORPORATION OFFER TO EXCHANGE ELIGIBLE STOCK OPTIONS March 4, 2024 TABLE OF CONTENTS ECHOSTAR CORPORATION OFFER TO EXCHANGE ELIGIBLE STOCK OPTIONS THIS EXCHANGE OFFER AND YOUR WITHDRAWAL RIGHTS WILL EXPIRE AT 10:00 P. |
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| March 4, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 13e-4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ECHOSTAR CORPORATION (Name of Subject Company (Issuer) and Name of Filing Person (Offeror)) Stock Options to Purchase Class A Common Stock, $0.001 par value (Title of Class of Securities) 278768106 (CUSIP Number of Class |
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| March 4, 2024 |
Exhibit (a)(1)(xi) [REDACTED] Indicates that certain information in this Exhibit has been excluded because it is both (i) not material in light of, among other things, available information and (ii) would be competitively harmful if publicly disclosed. |
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| March 4, 2024 |
Form of E-mail Regarding Exchange Offer Reminder (or Exchange Offer, Election Form Acceptance) Exhibit (a)(1)(viii) CONFIRMATION EMAIL Date: April 1, 2024 To: Eligible Employees From: Stock. |
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| March 4, 2024 |
Exhibit (a)(1)(iv) |
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| March 4, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO (Form Type) EchoStar Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Transaction Valuation Fee Rate Amount of Filing Fee Fees to Be Paid $ 7,456,392(1) 0. |
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| March 4, 2024 |
Exhibit (a)(1)(v) To: [Individual Eligible Employee] From: [email protected] Subject: Confirmation of Receipt of your Exchange Offer Election Form First Name Last Name, We received your Exchange Offer Election Form on MM-DD-YY at HH:MM. Please review the attached information to ensure it accurately reflects your election. If it does not accurately reflect your election or you would like to ch |
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| March 4, 2024 |
TABLE OF CONTENTS SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 13e-4) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ECHOSTAR CORPORATION (Name of Subject Company (Issuer) and Name of Filing Person (Offeror)) Stock Options to Purchase Class A Common Stock, $0.001 par value (Title of Class of Securities) 278768106 (CUS |
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| March 4, 2024 |
Exhibit (a)(1)(iii) Date: March 4, 2024 To: Eligible Employees From: [email protected] Re: Exchange Offer Election Form IMPORTANT — PLEASE READ IMMEDIATELY. As indicated in Hamid Akhavan’s e-mail from earlier today announcing the launch of the Exchange Offer, below please find a link to your Election Form on the Option Exchange Portal, which is accompanied by instructions on how to fully comp |
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| March 4, 2024 |
E-mail dated March 4, 2024, Announcing the Commencement of the Exchange Offer Exhibit (a)(1)(ii) Date: March 4, 2024 To: Eligible Employees From: Hamid Akhavan, Chief Executive Officer Re: EchoStar Corporation Offer to Exchange Eligible Options for New Options We are pleased to announce that EchoStar Corporation (“EchoStar,” “we,” “us” or “our”) is commencing an Offer to Exchange Eligible Options for New Options (the “Exchange Offer”) today, March 4, 2024. |
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| March 4, 2024 |
Form of E-mail Rejecting Election Submitted After Expiration Time Exhibit (a)(1)(vii) To: [Individual Eligible Employee] From: [email protected] Subject: Exchange Offer Election Period Expired First Name Last Name, We received your Exchange Offer Election Form on MM-DD-YY at HH:MM. Because your Election Form was received after the 10:00 p.m. (Mountain Daylight Time) on April 1, 2024 deadline, your election was not accepted. If you have questions you may sen |
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| March 4, 2024 |
Form of Reminder E-mail to Eligible Employees Regarding the Exchange Offer Exhibit (a)(1)(vi) Date: [•], 2024 To: Eligible Employees From: [email protected] Re: Exchange Offer Reminder First Name Last Name, IMPORTANT — PLEASE READ IMMEDIATELY. We are sending this e-mail to remind you that the Exchange Offer ends at 10:00 p.m. (Mountain Daylight Time), on April 1, 2024, unless extended by EchoStar in accordance with the Offer to Exchange. As you are eligible to parti |
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| February 29, 2024 |
Amended and Restated Bylaws of EchoStar Corporation. EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF ECHOSTAR CORPORATION (effective December 28, 2023) ARTICLE I Principal Office and Corporate Seal Section 1.1.Principal Office. The principal office and place of business of EchoStar Holding Corporation (the "Corporation") is presently at 100 Inverness Terrace East, Englewood, Colorado 80112. Section 1.2.Other Offices. Other offices and places of business |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission File Number: 001- |
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| February 29, 2024 |
EXHIBIT 97.1 ECHOSTAR CORPORATION POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION A. OVERVIEW In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of EchoStar Corporation (the “Company”) has adopted t |
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| February 29, 2024 |
EXHIBIT 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Dean A. |
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| February 29, 2024 |
Subsidiaries of EchoStar Corporation. Exhibit 21 EHOSTAR CORPORATION AND SUBSIDIARIES LIST OF SUBSIDIARIES As of December 31, 2023 Subsidiary State or Country of Incorporation % of Ownership Name Doing Business As DISH Network Corporation Nevada 100% DISH DISH DBS Corporation Colorado 100% (1) DDBS DISH Network L. |
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| February 29, 2024 |
Amended and Restated Articles of Incorporation of EchoStar Corporation. EXHIBIT 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF ECHOSTAR CORPORATION ARTICLE I Name The name of the corporation shall be ECHOSTAR CORPORATION (the “Corporation”). ARTICLE II Period of Duration The Corporation shall exist in perpetuity, from and after the date of filing of its original Articles of Incorporation with the Secretary of State of the State of Nevada unless dissolved accord |
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| February 13, 2024 |
SATS / EchoStar Corporation / GOLDENTREE ASSET MANAGEMENT LP Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* EchoStar Corp. (Name of Issuer) Class A Common Stock (Title of Class of S |
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| February 12, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE TO (Amendment No. |
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| February 12, 2024 |
Press Release, dated February 12, 2024. Exhibit (a)(13) EchoStar Corporation Announces Expiration of Exchange Offers and Consent Solicitations Relating to Existing Notes Englewood, Colo. |
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| February 12, 2024 |
ECHOSTAR CORPORATION 100 Inverness Terrace East Englewood, Colorado 80112 February 12, 2024 ECHOSTAR CORPORATION 100 Inverness Terrace East Englewood, Colorado 80112 February 12, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| February 9, 2024 |
SATS / EchoStar Corporation / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* EchoStar Corp (Name of Issuer) Common Stock (Title of Class of Securities) 278768106 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 8, 2024 |
SATS / EchoStar Corporation / Beryl Capital Management LLC Passive Investment SC 13G/A 1 sats13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* EchoStar Corporation (Name of Issuer) Class A Common Stock, par value $0.001 per share (Title of Class of Securities) 278768106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the app |
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| February 7, 2024 |
VIA EDGAR February 7, 2024 United States Securities and Exchange Commission Division of Corporation Finance Office of Mergers & Acquisitions 100 F Street, NE Washington, D. |
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| January 16, 2024 |
TABLE OF CONTENTS SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 DISH NETWORK CORPORATION (Name of Subject Company (Issuer)) ECHOSTAR CORPORATION (Name of Filing Person (Offeror and Affiliate of Issuer)) 0% Convertible Senior Notes due 2025 and 3. |
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| January 16, 2024 |
Exhibit 3.10 |
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| January 16, 2024 |
Exhibit 3.8 |
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| January 16, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) EchoStar Corporation DBSD Corporation DBSD Services Limited (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(1) Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Debt 10. |
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| January 16, 2024 |
As filed with the Securities and Exchange Commission on January 12, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 12, 2024 Registration No. |
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| January 16, 2024 |
Exhibit 3.7 CORPORATE BYLAWS DBSD CORPORATION ARTICLE I OFFICES 1.1 Principal Office. The principal offices of the Corporation shall initially be at 9601 S. Meridian Blvd., Englewood, Colorado 80112, but the Corporation may, in the discretion of the board of directors, maintain offices wherever the business of the Corporation may require. 1.2 Registered Office and Agent |
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| January 16, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2024 (January 12, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other ju |
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| January 16, 2024 |
Exhibit 3.6 Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. ABOVE SPACE FOR OFFICE USE ONLY Articles of Incorporation for a Profit Corporation filed pursuant to § 7-102-101 and § 7-102-102 of the Colorado Revised Statutes (C.R.S.) 1. The domestic entit |
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| January 16, 2024 |
Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| January 16, 2024 |
Exhibit 99.2 EchoStar Corporation Announces Exchange Offers and Consent Solicitations by DISH DBS Issuer LLC for Certain Existing Senior Notes Issued by DISH DBS Corporation Englewood, Colo., Jan. 16, 2024 —EchoStar Corporation (Nasdaq: SATS) (“EchoStar”) today announced that its newly formed subsidiary DISH DBS Issuer LLC (“DBS Issuer”) (also known as DBS Subscriber Subsidiary) has commenced offe |
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| January 16, 2024 |
List of subsidiary guarantors. Exhibit 22.1 EchoStar Corporation List of Subsidiary Guarantors The following subsidiaries of EchoStar Corporation are the guarantors of the 10.50% Senior Secured Notes due 2030. The Notes will be unconditionally guaranteed on a senior secured basis. Entity Jurisdiction of Incorporation or Organization DBSD Corporation DBSD Services Limited Colorado United Kingdom |
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| January 16, 2024 |
Exhibit 21.1 ECHOSTAR CORPORATION List of Subsidaries Subsidiary Jurisdiction Hughes Satellite System Corporation Hughes Communications, Inc. Colorado Delaware Hughes Network Systems, LLC Delaware EchoStar XXIV L.L.C. Colorado EchoStar Orbital L.L.C. Colorado EchoStar Mexico Holdings Corporation Colorado EchoStar Corporation L.L.C. Colorado EchoStar Intercompany Receivable Company L.L.C. Colorado |
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| January 16, 2024 |
Exhibit 99.1 EchoStar Corporation Announces Exchange Offers and Consent Solicitations for 0% Convertible Senior Notes due 2025 and 3.375% Convertible Senior Notes due 2026 Issued by DISH Network Corporation Exchange Offers Intended to Reduce Aggregate Indebtedness and Materially Extend Debt Maturity Profile Providing Significant Runway for Continued Strategic Investment and Opportunity to Combine |
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| January 16, 2024 |
Exhibit 3.9 |
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| January 16, 2024 |
Press Release, dated January 12, 2024. Exhibit (a)(12) EchoStar Corporation Announces Exchange Offers and Consent Solicitations for 0% Convertible Senior Notes due 2025 and 3. |
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| January 16, 2024 |
Exhibit 107 Calculation of Filing Fee Tables SC TO-I (Form Type) EchoStar Corporation (Name of Issuer) EchoStar Corporation (Name of Person(s) Filing Statement) Table 1: Transaction Valuation Transaction Valuation Fee rate Amount of Filing Fee Fees to Be Paid $ 2,677,379,000 (1) $ 0. |
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| January 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 (January 8, 2024) ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) 001-33807 (Commission File Number) Nevada 26-1232727 (State or other jur |
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| January 11, 2024 |
Exhibit 99.1 ECHOSTAR CORPORATION UNLOCKS INCREMENTAL STRATEGIC, FINANCIAL AND OPERATING FLEXBILITY FOLLOWING COMPLETION OF MERGER WITH DISH NETWORK CORPORATION January 10, 2024 Englewood, Colo., Jan. 10, 2024 – EchoStar Corporation (Nasdaq: SATS) (“EchoStar” or the “Company”) announced today the completion of a series of strategic transactions to further unlock incremental strategic, financial an |
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| January 10, 2024 |
SATS / EchoStar Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: EchoStar Corp Class A Title of Class of Securities: Common Stock CUSIP Number: 278768106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| January 4, 2024 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment SC 13D/A 1 tm241626d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 49)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Chief Legal Officer and Secretary EchoStar Corporat |
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| January 4, 2024 |
As filed with the Securities and Exchange Commission on January 3, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 3, 2024 Registration No. |
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| January 4, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) ECHOSTAR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| January 2, 2024 |
Exhibit 4.8 WARRANT AMENDMENT Letter Agreement THIS WARRANT AMENDMENT LETTER AGREEMENT (this “Letter Agreement”), dated as of December 31, 2023, is entered into among [Dealer] (the “Dealer”), DISH Network Corporation (the “Counterparty”) and EchoStar Corporation (the “Parent”). WITNESSETH WHEREAS, the Dealer and the Counterparty have executed and delivered a Base Confirmation, dated as of August 2 |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 2, 2024 |
As filed with the Securities and Exchange Commission on January 2, 2024. As filed with the Securities and Exchange Commission on January 2, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EchoStar Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 26-1232727 (I.R.S. Emp |
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| January 2, 2024 |
Exhibit 4.4 EXECUTION VERSION Supplemental Indenture DISH NETWORK CORPORATION, ECHOSTAR CORPORATION AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee First Supplemental Indenture December 29, 2023 2.375% Convertible Notes due 2024 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of December 29, 2023, among DISH Network Corporation, a Nevada |
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| January 2, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) ECHOSTAR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| January 2, 2024 |
As filed with the Securities and Exchange Commission on January 2, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 2, 2024 Registration No. |
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| January 2, 2024 |
Exhibit 107 CALCULATION OF FILING FEE FORM S-8 (Form Type) EchoStar Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| January 2, 2024 |
Exhibit 99.1 EchoStar Corporation Completes Merger with DISH Network Corporation EchoStar Fortifies its Position as a Global Connectivity Leader with Unmatched Wireless, Satellite and Video Distribution Capabilities ENGLEWOOD, Colo., January 2, 2024 – EchoStar Corporation (Nasdaq: SATS) (“EchoStar”) announced today the completion of its acquisition of DISH Network Corporation (“DISH Network”) on D |
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| January 2, 2024 |
As filed with the Securities and Exchange Commission on January 2, 2024. As filed with the Securities and Exchange Commission on January 2, 2024. Registration No. 333-274837 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post Effective Amendment No. 1 On FORM S-8 To FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EchoStar Corporation (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of i |
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| January 2, 2024 |
Exhibit 4.11 NOTE HEDGE AMENDMENT Letter Agreement THIS NOTE HEDGE AMENDMENT LETTER AGREEMENT (this “Letter Agreement”), dated as of December 31, 2023, is entered into among [Dealer] (the “Dealer”), DISH Network Corporation (the “Counterparty”) and EchoStar Corporation (the “Parent”). WITNESSETH WHEREAS, the Dealer and the Counterparty have executed and delivered a Base Confirmation, dated as of A |
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| January 2, 2024 |
Exhibit 3.1 AMENDMENT NO. 1 TO THE BYLAWS OF ECHOSTAR CORPORATION a Nevada Corporation Pursuant to resolutions of the Board of Directors (the “Board”) of EchoStar Corporation, a Nevada corporation (the “Corporation”) adopted on December 28, 2023 and in accordance with the authority provided to the Board pursuant to Article X of the Corporation’s Bylaws (the “Bylaws”): 1. Amendment. Article IV, Sec |
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| January 2, 2024 |
Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (as may be amended from time to time in accordance with the terms hereof, this “Agreement”) is made as of December 31, 2023 (the “Effective Date”), by and among (a) EchoStar Corporation, a Nevada corporation (the “Company”) and (b) Charles W. Ergen, Cantey M. Ergen and the other Persons listed on the signature pages here |
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| January 2, 2024 |
Exhibit 4.6 EXECUTION VERSION Supplemental Indenture DISH NETWORK CORPORATION, ECHOSTAR CORPORATION AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee First Supplemental Indenture December 29, 2023 0% Convertible Notes due 2025 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of December 29, 2023, among DISH Network Corporation, a Nevada corp |
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| January 2, 2024 |
Exhibit 4.9 WARRANT GUARANTEE THIS WARRANT GUARANTEE (this “Guarantee”), dated as of December 31, 2023, is entered into among [Dealer] (the “Dealer”), DISH Network Corporation (the “Counterparty”) and EchoStar Corporation (the “Parent”). WITNESSETH WHEREAS, the Dealer and the Counterparty have executed and delivered a Base Confirmation, dated as of August 2, 2016, and an Additional Confirmation, d |
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| January 2, 2024 |
Exhibit 4.2 EXECUTION VERSION Supplemental Indenture DISH NETWORK CORPORATION, ECHOSTAR CORPORATION AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee First Supplemental Indenture December 29, 2023 3.375% Convertible Notes due 2026 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (“Supplemental Indenture”), dated as of December 29, 2023, among DISH Network Corporation, a Nevada |
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| December 27, 2023 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment SC 13D/A 1 tm2333741d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 48)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Executive Vice President, General Counsel and Secr |
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| December 22, 2023 |
SATS / EchoStar Corporation / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 47)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Executive Vice President, General Counsel and Secretary EchoStar Corporation 100 Inverness T |
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| December 18, 2023 |
EX-99 2 ex99.htm Exhibit 99 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13G. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information con |
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| December 18, 2023 |
SATS / EchoStar Corporation / GOLDENTREE ASSET MANAGEMENT LP Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* EchoStar Corp. (Name of Issuer) Class A Common Stock (Title of Class of Secur |
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| December 12, 2023 |
Exhibit 99.1 December 12, 2023 To: All Executive Officers and Directors of EchoStar Corporation Re: Blackout Period – Stock Trading Restrictions As you are aware, the previously announced merger (the “Merger”) pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 (the “Merger Agreement”), by and among EchoStar Corporation (“EchoStar”), EAV Corp., a Nevada c |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission Fi |
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| December 12, 2023 |
Exhibit 99.1 December 12, 2023 To: All Executive Officers and Directors of EchoStar Corporation Re: Blackout Period – Stock Trading Restrictions As you are aware, the previously announced merger (the “Merger”) pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of October 2, 2023 (the “Merger Agreement”), by and among EchoStar Corporation (“EchoStar”), EAV Corp., a Nevada c |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 7, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration File No.: 333-274837 JOINT INFORMATION STATEMENT/PROSPECTUS AND NOTICE OF ACTION BY WRITTEN CONSENT WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY TO THE STOCKHOLDERS OF ECHOSTAR CORPORATION November 7, 2023 To Our Stockholders: On behalf of the board of directors of EchoStar Corporation, a Nevada cor |
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| November 6, 2023 |
Consent of George R. Brokaw to be named as a director. Exhibit 99.5 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
Consent of Evercore Group L.L.C. Exhibit 99.2 Consent of Evercore Group L.L.C. November 6, 2023 The Special Committee of the Board of Directors of EchoStar Corporation 100 Inverness Terrace East Englewood, CO 80112 Members of the Special Committee: We hereby consent to the inclusion of our opinion letter, dated October 1, 2023, to the Special Committee of the Board of Directors of EchoStar Corporation (“EchoStar”), as Annex D to, |
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| November 6, 2023 |
Specimen EchoStar Class A Common Stock Certificate Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, SEE REVERSE FOR CERTAIN DEFINITIONS Certificate Number Shares .. By AUTHORIZED SIGNATURE FULLY-PAID AND NON-ASSESSABLE SHARES OF THE CLASS A COMMON STOCK OF EchoStar Corporation (hereinafter called the “Company”), transferable on the books of the |
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| November 6, 2023 |
Exhibit 99.1 EchoStar Announces Financial Results for the Three and Nine Months Ended September 30, 2023 Englewood, CO, November 6, 2023—EchoStar Corporation (Nasdaq: SATS) announced its financial results for the three and nine months ended September 30, 2023. Three Months Ended September 30, 2023 Financial Highlights: •Consolidated revenue of $413.1 million. •Net income of $0.5 million, consolida |
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| November 6, 2023 |
As filed with the Securities and Exchange Commission on November 6, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 6, 2023 Registration No. |
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| November 6, 2023 |
Consent of James DeFranco to be named as a director. Exhibit 99.7 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
Consent of Hamid Akhavan to be named as a director. Exhibit 99.3 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
Form of Bylaws of DISH Network upon completion of the Merger Exhibit 3.3 FORM OF SECOND AMENDED AND RESTATED BYLAWS OF DISH NETWORK CORPORATION a Nevada corporation ARTICLE I OFFICES Section 1.1 Principal Office. The principal office and place of business of DISH Network Corporation, a Nevada corporation (the “Corporation”), shall be established from time to time by resolution of the board of directors of the Corporation (the “Board of Directors”) w |
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| November 6, 2023 |
Consent of Cantey M. Ergen to be named as a director. Exhibit 99.8 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
Consent of Tom A. Ortolf to be named as a director. Exhibit 99.9 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-33807 Ec |
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| November 6, 2023 |
Form of Amendment to Bylaws of EchoStar Corporation Exhibit 3.1 FORM OF AMENDMENT NO. 1 TO THE BYLAWS OF ECHOSTAR CORPORATION a Nevada Corporation Pursuant to a unanimous written consent of the Board of Directors (the “Board”) of EchoStar Corporation, a Nevada corporation (the “Corporation”), signed by each director and delivered to the Secretary of the Corporation, effective on [●], 2023 as permitted under Article IV, Section 4.11 of the Corporati |
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| November 6, 2023 |
Consent of J.P. Morgan Securities, Inc. Exhibit 99.1 CONSENT OF J.P. MORGAN SECURITIES LLC We hereby consent to (i) the use of our opinion letter dated October 2, 2023 to the Special Committee of the Board of Directors of DISH Network Corporation (the “Company”) included in Annex C to the Joint Information Statement/Prospectus relating to the proposed merger of the Company and EchoStar Corporation, and (ii) the references to such opinio |
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| November 6, 2023 |
Consent of Stephen J. Bye to be named as a director. Exhibit 99.6 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
Consent of Kathleen Q. Abernathy to be named as a director. Exhibit 99.4 CONSENT OF PROSPECTIVE DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to be named in the Registration Statement on Form S-4 of EchoStar Corporation, and any amendments or supplements thereto, including the joint information statement/prospectus contained therein (the “Registration Statement”), as an individual who is to become |
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| November 6, 2023 |
November 6, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, D. |
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| November 6, 2023 |
Form of Articles of Incorporation of DISH Network upon completion of the Merger Exhibit 3.2 FORM OF SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF DISH NETWORK CORPORATION The Second Amended and Restated Articles of Incorporation of DISH Network Corporation, a Nevada corporation (the “Corporation”), consist of the articles set forth below. All of these articles have been amended and restated. 1. Name. The name of the entity is DISH Network Corporation. 2. |
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| October 3, 2023 |
Exhibit 10.1 AMENDED AND RESTATED SUPPORT AGREEMENT This AMENDED AND RESTATED SUPPORT AGREEMENT, dated as of October 2, 2023 (this “Agreement”), is entered into by and among (a) Charles W. Ergen, Cantey M. Ergen and the other Persons listed on the signature pages hereto under the heading “Stockholders” (together with any subsequent transferees or assignees who become “Stockholders” pursuant to Sec |
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| October 3, 2023 |
Consent of J.P. Morgan Securities, Inc. Exhibit 99.1 CONSENT OF J.P. MORGAN SECURITIES LLC We hereby consent to (i) the use of our opinion letter dated October 2, 2023 to the Special Committee of the Board of Directors of DISH Network Corporation (the “Company”) included in Annex C to the Joint Information Statement/Prospectus relating to the proposed merger of the Company and EchoStar Corporation, and (ii) the references to such opinio |
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| October 3, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among ECHOSTAR CORPORATION, EAV CORP. and DISH NETWORK CORPORATION Dated as of October 2, 2023 Table of Contents Page Article I The MERGER 3 Section 1.1 The Merger 3 Section 1.2 Closing; Effective Time 3 Section 1.3 Articles of Incorporation and Bylaws 4 Section 1.4 Directors and Officers of the Surviving Corporation; EchoStar Di |
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| October 3, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Echostar Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2)(4) Maximum Aggregate Offering Price(2)(3)(4) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Class A Common Stock, $0. |
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| October 3, 2023 |
Exhibit 10.1 AMENDED AND RESTATED SUPPORT AGREEMENT This AMENDED AND RESTATED SUPPORT AGREEMENT, dated as of October 2, 2023 (this “Agreement”), is entered into by and among (a) Charles W. Ergen, Cantey M. Ergen and the other Persons listed on the signature pages hereto under the heading “Stockholders” (together with any subsequent transferees or assignees who become “Stockholders” pursuant to Sec |
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| October 3, 2023 |
Filed by EchoStar Corporation (Commission File No. 001-33807) Pursuant to Rule 425 of the Securities Act of 1933 Subject Company: DISH Network Corporation (Commission File No. 001-39144) To: All Employees From: The Desk of Hamid Akhavan October 3, 2023 Subject: Merger of EchoStar and DISH EchoStar team, I am pleased to share with you that our pending merger with DISH is progressing well. Yesterday |
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| October 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission File |
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| October 3, 2023 |
Letter Agreement, dated as of October 2, 2023, by and between EchoStar and John W. Swieringa+ Exhibit 10.3 EXECUTION VERSION [ECHOSTAR CORPORATION LETTERHEAD] October 2, 2023 Mr. John Swieringa 5701 S. Santa Fe Dr. Littleton, CO 80120 Dear John: This letter agreement (this “Letter Agreement”) confirms our agreement regarding the terms and conditions of your employment with EchoStar Corporation (“EchoStar”) in connection with the closing of the transactions contemplated by the Amended and R |
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| October 3, 2023 |
Consent of Evercore Group L.L.C. Exhibit 99.2 Consent of Evercore Group L.L.C. October 3, 2023 The Special Committee of the Board of Directors of EchoStar Corporation 100 Inverness Terrace East Englewood, CO 80112 Members of the Special Committee: We hereby consent to the inclusion of our opinion letter, dated October 1, 2023, to the Special Committee of the Board of Directors of EchoStar Corporation (“EchoStar”), as Annex D to, |
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| October 3, 2023 |
SATS / EchoStar Corp - Class A / ERGEN CHARLES W - SC 13D/A Activist Investment SC 13D/A 1 tm2326203d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 46)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Executive Vice President, General Counsel and Secr |
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| October 3, 2023 |
As filed with the Securities and Exchange Commission on October 3, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 3, 2023 Registration No. |
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| October 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission File |
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| October 3, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among ECHOSTAR CORPORATION, EAV CORP. and DISH NETWORK CORPORATION Dated as of October 2, 2023 Table of Contents Page Article I The MERGER 3 Section 1.1 The Merger 3 Section 1.2 Closing; Effective Time 3 Section 1.3 Articles of Incorporation and Bylaws 4 Section 1.4 Directors and Officers of the Surviving Corporation; EchoStar Di |
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| October 3, 2023 |
Letter Agreement, dated as of October 2, 2023, by and between EchoStar and Hamid Akhavan+ Exhibit 10.2 EXECUTION VERSION [ECHOSTAR CORPORATION LETTERHEAD] October 2, 2023 Dear Hamid, Reference is made to the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), dated October 2, 2023, by and among DISH Network Corporation (“DISH”), Eagle Sub Corp. and EchoStar Corporation (“EchoStar”), pursuant to which DISH will become a wholly-owned subsidiary of EchoStar. This l |
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| September 25, 2023 |
SATS / EchoStar Corp - Class A / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* EchoStar Corporation (Name of Issuer) Class A Common Stock, par value $0.001 per share (Title of Class of Securities) 278768106 (CUSIP Number) September 15, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| August 9, 2023 |
Transaction Announcement – Webcast Presentation August 8, 2023 Filed by EchoStar Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: EchoStar Corporation Commission File No. |
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| August 9, 2023 |
Transaction Announcement – Webcast Presentation August 8, 2023 Filed by DISH Network Corporation (Commission File No. 001-39144) Pursuant to Rule 425 of the Securities Act of 1933 Subject Company: EchoStar Corporation (Commission File No. 001-33807) Transaction Announcement – Webcast Presentation August 8, 2023 Corporate Speakers • Tim Messner; DISH Network Corporation; General Counsel • Hamid Akhavan; EchoStar Corporation; Chief Executive Officer & President |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2023 ECHOSTAR CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-33807 26-1232727 (State or other jurisdiction of incorporation) (Commission File |
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| August 8, 2023 |
Filed by DISH Network Corporation (Commission File No. 001-39144) Filed by DISH Network Corporation (Commission File No. 001-39144) Pursuant to Rule 425 of the Securities Act of 1933 Subject Company: EchoStar Corporation (Commission File No. 001-33807) CNBC Squawk on the Street Interview Transcript David Faber (CNBC) interview with Charles W. Ergen (DISH) and Hamid Akhavan (EchoStar) August 8, 2023 Faber: Keeping an eye on shares of DISH network as you see there |
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| August 8, 2023 |
Filed by EchoStar Corporation Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: EchoStar Corporation Commission File No. |
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| August 8, 2023 |
Exhibit 99.1 DISH Network Corporation and EchoStar Corporation to Combine Creates a Global Connectivity Leader with Premier Wireless, Satellite and Video Distribution Capabilities Expected to Generate Significant Cost and Revenue Synergies Strong Asset Base and Enhanced Free Cash Flow Generation Position Combined Company for Growth and Value Creation LITTLETON and ENGLEWOOD, Colo., August 8, 2023 |
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| August 8, 2023 |
Filed by DISH Network Corporation (Commission File No. 001-39144) Filed by DISH Network Corporation (Commission File No. 001-39144) Pursuant to Rule 425 of the Securities Act of 1933 Subject Company: EchoStar Corporation (Commission File No. 001-33807) From: Employee Communications Date: Tue, Aug 8, 2023 at 5:35 AM Subject: Note from Charlie: DISH and EchoStar Corporation To: Team, I’m excited to announce that DISH has entered into an agreement to combine with E |
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| August 8, 2023 |
a20230717amendmentno5jup Amendment No. 5 to the Contract between EchoStar XXIV L.L.C. and Maxar Space LLC for the Jupiter 3 Satellite Program This Amendment No. 5 (“Amendment No. 5”) to the Contract between EchoStar XXIV L.L.C. (hereinafter referred as “EchoStar” or “Purchaser”) and Maxar Space LLC (hereinafter referred as “Maxar” or “Contractor”), dated April 19, 2017, and that certain Amendment |
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| August 8, 2023 |
a20230612amendmentno4jup Certain portions of this Exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33807 EchoStar |
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| August 8, 2023 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among DISH NETWORK CORPORATION, EAGLE SUB CORP. and ECHOSTAR CORPORATION Dated as of August 8, 2023 Table of Contents Page Article I The MERGER 3 Section 1.1 The Merger 3 Section 1.2 Closing; Effective Time 3 Section 1.3 Articles of Incorporation and Bylaws 4 Section 1.4 Directors and Officers of the Surviving Corporation; Parent Directors; Post-Clos |
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| August 8, 2023 |
Exhibit 99.1 EchoStar Announces Financial Results for the Three and Six Months Ended June 30, 2023 Englewood, CO, August 8, 2023—EchoStar Corporation (Nasdaq: SATS) announced its financial results for the three and six months ended June 30, 2023. Three Months Ended June 30, 2023 Financial Highlights: •Consolidated revenue of $453.1 million. •Net income of $9.1 million, consolidated net income attr |
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| August 8, 2023 |
SATS / EchoStar Corp - Class A / ERGEN CHARLES W - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 45)* ECHOSTAR CORPORATION (Name of Issuer) CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 278768 106 (CUSIP Number) Dean A. Manson Executive Vice President, General Counsel and Secretary EchoStar Corporation 100 Inverness T |
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| August 8, 2023 |
Exhibit 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of August 8, 2023 (this “Agreement”), is entered into by and among (a) Charles W. Ergen, Cantey M. Ergen and the other Persons listed on the signature pages hereto under the heading “Stockholders” (together with any subsequent transferees or assignees who become “Stockholders” pursuant to Section 4(b) below, collectively, the “Stockho |
