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2016 Annual Report

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2016 Annual Report Annual Report NASDAQ: SATS Year Ended December 31, 2016 100 Inverness Terrace East Englewood, CO 80112 303.706.4000 | echostar.com CONNECTING THE WORLD March 23, 2017 Dear EchoStar Corporation Shareholder, This has been a year of significant accomplishments for EchoStar. We refocused on our core satellite businesses and completed an important corporate transaction that better positions us to pursue strategic initiatives and drive long-term growth. Notable highlights include: Successfully launched our EchoStar XIX high-throughput geostationary satellite to provide significant capacity for continued growth of our HughesNet® consumer Internet business in North America Launched our HughesNet high-speed satellite Internet service in Brazil in July 2016 Completed construction of three new satellites for launch in 2017 Raised $1.5 billion of debt financing to fund capital expenditures and provide working capital for future growth Completed a transaction with DISH Network to exchange substantially all of our EchoStar Technologies businesses for the Hughes Retail Group (HRG) tracking stock owned by DISH These accomplishments position us to take advantage of the full economic potential of our high-growth retail consumer business, sharpening the focus on core satellite operations and broadband services while simplifying our ownership and capital structure to pursue strategic opportunities. Today, EchoStar stands among the leaders of the world’s satellite operators — we own, lease or manage 26 satellites. In 2016, we expanded our fleet by launching the 220 Gigabit capacity EchoStar XIX satellite over North America, as well as the Ka-band capacity of Eutelsat’s 65 West A satellite over Brazil. In 2017, we are working on major fleet expansion initiatives using the following satellites: EchoStar XXIII (launched on March 16, 2017) – Deployment at 45 degrees west for Broadcast Satellite Services (BSS) in Brazil EchoStar 105/SES-11 (2nd/3rd quarter 2017) – Replacing AMC 15 for Fixed Satellite Services (FSS) in the United States EchoStar XXI (2nd quarter 2017) – Enabling EchoStar Mobile to begin mobile satellite services across the European Union Telesat T19V (2nd quarter of 2018) – A hosted Ka-band payload to provide satellite broadband services in Brazil, Chile, Colombia, Ecuador and Peru Last year, HughesNet continued to build on its success as the #1 consumer satellite Internet service in the U.S., ending with over 1 million subscribers representing approximately 60% market share. This was despite limited availability of free capacity on existing satellite beams for most of the year. Notably, the FCC recognized HughesNet for the second successive year as the best service provider in meeting advertised speeds, including cable/DSL and fiber providers. With the successful launch of EchoStar XIX, we introduced our latest generation HughesNet Gen5 service—with higher speeds and data plans—in March 2017. On February 28, 2017, we transferred to DISH Network substantially all of our EchoStar Technologies business, along with certain other assets, in exchange for all of our outstanding preferred tracking stock owned by DISH Network. The tracking stock tracked the economic performance of our residential retail satellite broadband business. The transaction provided our shareholders ownership of the full benefit of the higher growth retail consumer broadband business while divesting ourselves of the less strategic set top box and related businesses. It gives us a clearer focus on our core business of satellite services and satellite broadband, while reducing the complexity of our ownership structure. While our 2016 revenue was down by approximately $87 million compared to 2015, net income attributable to EchoStar shareholders for 2016 was up by approximately $18 million compared to 2015. Our commitment to identify future potential revenue streams was underscored by continued funding of innovative research and development programs, holding to approximately the same budgets in 2016 as in 2015. Looking to 2017, we expect another busy year, leveraging the successes of 2016 and further pursuing strategic opportunities to grow the company over the long term. EchoStar will continue to seek ways to diversify our revenue portfolio and increase efficiency while maintaining our leadership in both satellite communications services and the technologies that power them. Thank you for your continued support. Sincerely, Charles W. Ergen Chairman of the Board of Directors (This page has been left blank intentionally.) 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, 2016 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 Corporation (Exact name of registrant as specified in its charter) Nevada 26-1232727 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 100 Inverness Terrace East, Englewood, Colorado 80112-5308 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (303) 706-4000 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Class A common stock, $0.001 par value The NASDAQ Stock Market LLC Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No As of June 30, 2016, the aggregate market value of Class A common stock held by non-affiliates of the registrant was $1.80 billion based upon the closing price of the Class A common stock as reported on the Nasdaq Global Select Market as of the close of business on that date. As of February 15, 2017, the registrant’s outstanding common stock consisted of 46,907,032 shares of Class A common stock and 47,687,039 shares of Class B common stock, each $0.001 par value. DOCUMENTS INCORPORATED BY REFERENCE The following documents are incorporated into this Form 10-K by reference: Portions of the registrant’s definitive Proxy Statement to be filed in connection with its 2017 Annual Meeting of Shareholders are incorporated by reference in Part III. (This page has been left blank intentionally.) TABLE OF CONTENTS Disclosure Regarding Forward Looking Statements i PART I Item 1. Business 1 Item 1A. Risk Factors 17 Item 1B. Unresolved Staff Comments 36 Item 2. Properties 37 Item 3. Legal Proceedings 38 Item 4. Mine Safety Disclosures 38 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 39 Item 6. Selected Financial Data 40 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 41 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 72 Item 8. Financial Statements and Supplementary Data 73 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 73 Item 9A. Controls and Procedures 74 Item 9B. Other Information 74 PART III Item 10. Directors, Executive Officers and Corporate Governance 75 Item 11. Executive Compensation 75 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 75 Item 13. Certain Relationships and Related Transactions, and Director Independence 75 Item 14. Principal Accounting Fees and Services 75 PART IV Item 15. Exhibits, Financial Statement Schedules 76 Item 16. Form 10-K Summary 82 Signatures 83 Index to Consolidated Financial Statements F-1 DISCLOSURE REGARDING FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K (“Form 10-K”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including but not limited to statements about our estimates, expectations, plans, objectives, strategies, and financial condition, expected impact of regulatory developments and legal proceedings, opportunities in our industries and businesses and other trends and projections for the next fiscal quarter and beyond.
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