Annual Report Year Ended December 31, 2013 September 18, 2014 Dear EchoStar Corporation Shareholders, In 2013, we made tremendous progress and, yet again, proved why we are a leader in the satellite and telecommunications industry. Our unique combination of knowledge and experience from end-to-end satellite operations, video delivery and broadcast technologies, and data networks allows us to deliver a unique and impressive suite of products and services to support our continued success. EchoStar ended the 2013 fiscal year with a solid performance. Our total revenue was $3.3 billion compared to $3.1 billion in 2012, representing a 6.7% increase. EBITDA was $650 million in 2013, compared to $794 million in 2012, and included $139 million higher investment gains and $46 million in dividends that were not repeated in 2013. We ended the year with $1.6 billion in cash and marketable securities, which gives us the resources necessary to pursue strategic opportunities to position ourselves for global growth. We continue to deliver on our commitments to customers, partners, employees, and shareholders. EchoStar had a stellar 2013 performance partially due to the continued success of the Hopper whole-home DVR product line, including the launch of the award-winning Hopper with Sling. In addition, we achieved record numbers in growth for our HughesNet subscribers, which totaled more than 800,000 by the end of 2013. Hughes broadened its suite of services by launching HughesNet Voice, an integrated VoIP option, that rivals the triple play offered by competitors. In December 2013, we acquired Solaris Mobile, a company based in Ireland and licensed by the European Union, to provide mobile satellite services and complementary ground component services covering the entire European Union. We are well positioned to commercialize this license through our satellite and terrestrial technology capabilities. We believe we manage one of the largest technically diverse broadcast operations, fiber networks, on-line systems, and satellite operations centers in the world. We manage all live broadcast and internet-based systems for over 17 million consumers and have deployed over 3 million place shifting units—an enormous feat. In 2013, we launched an additional 323 channels for our customers, bringing the total number of channels to over 8000. We have the best and the brightest team that will fully embrace all opportunities for success and I am confident that we will thrive in our endeavors throughout the coming year. We remain committed to shareholders. 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, 2013 OR អ 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 អ 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 អ 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 អ 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 អ 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. អ 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 អ Non-accelerated filer អ Smaller reporting company អ (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 អ No ፤ As of June 28, 2013, the aggregate market value of Class A common stock held by non-affiliates of the registrant was $1.63 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 13, 2014, the registrant’s outstanding common stock consisted of 42,855,812 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 2014 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 ...................................................... 20 Item 1B. Unresolved Staff Comments .......................................... 37 Item 2. Properties ........................................................ 38 Item 3. Legal Proceedings .................................................. 38 Item 4. Mine Safety Disclosures ............................................. 44 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ....................................... 45 Item 6. Selected Financial Data .............................................. 45 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations ..................................................... 47 Item 7A. Quantitative and Qualitative Disclosures about Market Risk ................... 77 Item 8. Financial Statements and Supplementary Data ............................. 79 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ...................................................... 79 Item 9A. Controls and Procedures ............................................. 79 Item 9B. Other Information ................................................. 80 PART III Item 10. Directors, Executive Officers and Corporate Governance ..................... 82 Item 11. Executive Compensation ............................................. 82 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters .............................................. 82 Item 13. Certain Relationships and Related Transactions, and Director Independence ....... 82 Item 14. Principal Accounting Fees and Services .................................. 82 PART IV Item 15. Exhibits, Financial Statement Schedules .................................. 83 Signatures ....................................................... 90 Index to Consolidated Financial Statements ............................... F-1 (This page has been left blank intentionally.) DISCLOSURE REGARDING FORWARD LOOKING STATEMENTS We make ‘‘forward-looking statements’’ within the meaning of the Private Securities Litigation Reform Act of 1995 throughout this report. Whenever you read a statement that is not simply a statement of historical fact (such as when we describe what we ‘‘believe,’’ ‘‘intend,’’ ‘‘plan,’’ ‘‘estimate,’’ ‘‘project,’’ ‘‘expect’’ or ‘‘anticipate’’ and other similar statements), you must remember that such statements are based on our current beliefs, expectations, estimates, and assumptions and that our expectations, estimates and assumptions may not be achieved, even though we believe they are reasonable. We do not guarantee that any future transactions or events described herein will happen as described or that they will happen at all. You should read this report completely and with the understanding that