P01863 Echostar Corporation Ar 2018 V1
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Annual Report NASDAQ: SATS Year Ended December 31, 2017 100 Inverness Terrace East Englewood, CO 80112 303.706.4000 | echostar.com CONNECTING THE WORLD March 20, 2018 Dear EchoStar Corporation Shareholder, 2017 was a successful year for EchoStar with many significant accomplishments. To better position us strategically, early in the year we completed an exchange with DISH Network of substantially all of the EchoStar Technologies businesses for the Hughes Retail Group tracking stock. We then refocused on our core satellite businesses by expanding services in the Americas and Europe, launching several new satellites and commencing design of our next-generation Ultra High Density Satellite to drive long-term growth for our Hughes’ segment. Notable highlights include: • Launched our next-generation HughesNet® Gen5 consumer Internet service in North America on our EchoStar XIX high- throughput geo-stationary satellite, which has resulted in increased capacity and subscriber growth and lower churn in our North American consumer business • Launched our HughesNet® high-speed satellite Internet service in Colombia • Launched EchoStar XXIII for Broadcast Satellite Services (BSS) in Brazil • EchoStar Mobile launched commercial services throughout the European Union on our EchoStar XXI S-band mobile satellite • EchoStar 105 entered commercial service, providing 50-state Ku-band transponder capacity and expanded coverage of the Gulf of Mexico and the Caribbean • Commenced the design and construction of EchoStar XXIV, our Ultra High Density Satellite, primarily intended to provide additional capacity for our HughesNet service in North, Central and South America as well as aeronautical and enterprise services, with a planned 2021 launch These accomplishments position us to take advantage of the full economic potential of our high-growth retail consumer business and reinforce our global leadership in satellite network services and technologies. We intend to utilize our expertise and success in the Americas to propel growth internationally across both consumer and enterprise markets. Today, EchoStar stands among the leaders of the world’s satellite operators — we own, lease or manage 24 satellites. In 2018, we expect to launch Telesat T19V – 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. with approximately 60% market share and with over 1.2 million subscribers worldwide. The FCC continued to recognize HughesNet as the best service provider in meeting advertised speeds, including cable/DSL and fiber providers, ranking HughesNet Gen5 as the only true nationwide broadband Internet service, with defined minimum speeds of 25Mbps download/3 Mbps upload. Consolidated Revenue, excluding the impact of EchoStar Technologies, improved by over 4% in 2017 and EBITDA increased 5.8%. Our balance sheet remained strong at year end with over $3.2 billion of cash and marketable securities. Looking to 2018 and beyond, we expect to leverage the successes of 2017 and further pursue strategic opportunities to grow the company over the long term, both organically and through acquisitions. 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. As we look across our industry, winning companies are those that never cease breaking new ground and creating new opportunities. We strongly believe that EchoStar is one of those companies and are confident that the innovative spirit of our experienced and diverse workforce is what will drive our success forward. Thank you for your continued support. Sincerely, Charles W. Ergen Chairman of the Board of Directors [This page intentionally left blank] 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, 2017 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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company (Do not check if a smaller reporting company) If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 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, 2017, the aggregate market value of Class A common stock held by non-affiliates of the registrant was $2.86 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 12, 2018, the registrant’s outstanding common stock consisted of 48,146,076 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 2018 Annual Meeting of Shareholders are incorporated by reference in Part III. [This page intentionally left blank] TABLE OF CONTENTS Disclosure Regarding Forward Looking Statements i PART I Item 1. Business 1 Item 1A. Risk Factors 15 Item 1B. Unresolved Staff Comments 32 Item 2. Properties 33 Item 3. Legal Proceedings 33 Item 4. Mine Safety Disclosures 33 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 34 Item 6. Selected Financial Data 35 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 36 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 63 Item 8. Financial Statements and Supplementary Data 64 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 64 Item 9A. Controls and Procedures 64 Item 9B. Other Information 65 PART III Item 10. Directors, Executive Officers and Corporate Governance 66 Item 11. Executive Compensation 66 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 66 Item 13. Certain Relationships and Related Transactions, and Director Independence 66 Item 14. Principal Accounting Fees and Services 66 PART IV Item 15. Exhibits, Financial Statement Schedules 67 Item 16. Form 10-K Summary 73 Signatures 74 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. All statements, other than statements of historical facts, may be forward-looking statements. Forward-looking statements may also be identified by words such as “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “estimate,” “expect,” “predict,” “continue,” “future,” “will,” “would,” “could,” “can,” “may” and similar terms.