| SCHEDULE I - Parent Company Information |
ECHOSTAR CORPORATION
SCHEDULE I
Parent company only financials are provided only as of and for the years ended December 31, 2013 and 2012 because there were no restricted net assets of EchoStar that would require the filing of such parent company only financials prior to issuance of the Notes and acquisition of Hughes Communications, Inc. and its subsidiaries in June 2011.
CONDENSED BALANCE SHEETS
(Parent Company Information Only—See Notes to Consolidated Financial Statements)
(In thousands, except per share amounts)
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As of December 31, |
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2013 |
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2012 |
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Assets |
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Current Assets: |
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|
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|
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|
Cash and cash equivalents |
|
$ |
399,838 |
|
$ |
471,820 |
|
|
Marketable investment securities |
|
|
869,673 |
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|
773,529 |
|
|
Other current assets |
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— |
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16,678 |
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| |
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| |
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Total current assets |
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1,269,511 |
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1,262,027 |
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Noncurrent Assets: |
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Investments in consolidated subsidiaries, including intercompany balances |
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1,933,533 |
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1,819,699 |
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Restricted cash and marketable investment securities |
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1,023 |
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|
979 |
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Deferred tax assets |
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77,664 |
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112,619 |
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Other intangible assets, net |
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|
39,150 |
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|
56,113 |
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Other investments |
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37,296 |
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54,324 |
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Other receivable—DISH Network |
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87,972 |
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— |
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| |
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Total noncurrent assets |
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2,176,638 |
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2,043,734 |
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Total assets |
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$ |
3,446,149 |
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$ |
3,305,761 |
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Liabilities and Stockholders' Equity |
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Current Liabilities: |
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Trade accounts payable—DISH Network |
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$ |
— |
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$ |
70 |
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Accrued expenses and other |
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225,325 |
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159,177 |
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Deferred tax liabilities |
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2,444 |
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3,712 |
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| |
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Total current liabilities |
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227,769 |
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162,959 |
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Noncurrent Liabilities: |
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Long-term deferred revenue and other long-term liabilities |
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1,010 |
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1,912 |
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Total noncurrent liabilities |
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1,010 |
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1,912 |
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Total liabilities |
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228,779 |
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164,871 |
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Commitments and Contingencies |
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— |
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— |
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Stockholders' Equity: |
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Preferred Stock, $.001 par value, 20,000,000 shares authorized, none issued and outstanding |
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— |
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— |
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Class A common stock, $.001 par value, 1,600,000,000 shares authorized, 48,370,956 and 45,449,362 shares issued, and 42,838,638 and 39,917,044 shares outstanding, respectively |
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48 |
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45 |
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Class B common stock, $.001 par value, 800,000,000 shares authorized, 47,687,039 shares issued and outstanding |
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48 |
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48 |
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Class C common stock, $.001 par value, 800,000,000 shares authorized, none issued and outstanding |
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— |
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— |
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Class D common stock, $.001 par value, 800,000,000 shares authorized, none issued and outstanding |
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— |
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— |
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Additional paid-in capital |
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3,502,005 |
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3,394,646 |
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Accumulated other comprehensive income (loss) |
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(14,655 |
) |
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18,752 |
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Accumulated deficit |
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(171,914 |
) |
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(174,439 |
) |
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Treasury stock, at cost |
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(98,162 |
) |
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(98,162 |
) |
| |
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Total stockholders' equity |
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3,217,370 |
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3,140,890 |
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| |
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Total liabilities and stockholders' equity |
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$ |
3,446,149 |
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$ |
3,305,761 |
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ECHOSTAR CORPORATION
CONDENSED STATEMENTS OF OPERATIONS
(Parent Company Information Only—See Notes to Consolidated Financial Statements)
(In thousands)
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For the Years Ended
December 31, |
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2013 |
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2012 |
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2011 |
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Costs and Expenses: |
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Selling, general and administrative expenses |
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$ |
1,598 |
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$ |
1,083 |
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$ |
1,762 |
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Depreciation and amortization |
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16,964 |
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|
16,965 |
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15,982 |
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Total costs and expenses |
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18,562 |
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18,048 |
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17,744 |
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Operating loss |
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(18,562 |
) |
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(18,048 |
) |
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(17,744 |
) |
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Other Income (Expense): |
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Interest income and expense, net |
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7,197 |
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|
8,874 |
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|
7,105 |
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Realized gains on marketable investment securities and other investments, net |
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|
36,280 |
|
|
162,257 |
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|
6,518 |
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Equity in earnings (losses) of unconsolidated affiliates, net |
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(12,068 |
) |
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(7,224 |
) |
|
3,325 |
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Gains on investments accounted for at fair value, net |
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— |
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|
— |
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|
15,871 |
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Other, net |
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(598 |
) |
|
46,026 |
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|
— |
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| |
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| |
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Total other income, net |
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30,811 |
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209,933 |
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32,819 |
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Income before income taxes and equity in earnings of consolidated subsidiaries, net |
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12,249 |
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|
191,885 |
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|
15,075 |
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Equity in earnings (losses) of consolidated subsidiaries, net |
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|
(2,251 |
) |
|
16,033 |
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|
(2,010 |
) |
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Income tax benefit (provision), net |
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(7,473 |
) |
|
3,130 |
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(9,426 |
) |
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Net income |
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$ |
2,525 |
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$ |
211,048 |
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$ |
3,639 |
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Comprehensive Income (Loss): |
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Net income |
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$ |
2,525 |
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$ |
211,048 |
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$ |
3,639 |
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Other comprehensive loss, net of tax: |
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Foreign currency translation adjustments |
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(15,508 |
) |
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(2,595 |
) |
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(14,095 |
) |
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Unrealized gains (losses) on AFS securities and other |
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18,413 |
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30,799 |
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(1,276 |
) |
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Recognition of previously unrealized gains on AFS securities in net income |
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(36,312 |
) |
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(175,223 |
) |
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(6,637 |
) |
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Total other comprehensive loss, net of tax |
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(33,407 |
) |
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(147,019 |
) |
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(22,008 |
) |
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Comprehensive income (loss) |
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$ |
(30,882 |
) |
$ |
64,029 |
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$ |
(18,369 |
) |
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ECHOSTAR CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
(Parent Company Information Only—See Notes to Consolidated Financial Statements)
(In thousands)
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For the Years Ended
December 31, |
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2013 |
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2012 |
|
2011 |
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Cash Flows from Operating Activities: |
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Net income |
|
$ |
2,525 |
|
$ |
211,048 |
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$ |
3,639 |
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Adjustments to reconcile net income to net cash flows from operating activities: |
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Depreciation and amortization |
|
|
16,964 |
|
|
16,965 |
|
|
15,982 |
|
|
Equity in losses (earnings) of unconsolidated affiliates, net |
|
|
12,068 |
|
|
7,224 |
|
|
(3,325 |
) |
|
Equity in losses (earnings) of consolidated subsidiaries, net |
|
|
2,251 |
|
|
(16,033 |
) |
|
2,010 |
|
|
Realized gains on marketable investment securities and other investments, net |
|
|
(36,280 |
) |
|
(162,257 |
) |
|
(6,518 |
) |
|
Gains on investments accounted for at fair value, net |
|
|
— |
|
|
— |
|
|
(15,871 |
) |
|
Deferred tax provision (benefit) |
|
|
33,380 |
|
|
(95,982 |
) |
|
(49,353 |
) |
|
Changes in current assets and current liabilities, net |
|
|
88,677 |
|
|
101,434 |
|
|
119,472 |
|
|
Changes in noncurrent assets and noncurrent liabilities, net |
|
|
(88,874 |
) |
|
1,912 |
|
|
— |
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|
Other, net |
|
|
24,494 |
|
|
16,893 |
|
|
10,173 |
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| |
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| |
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Net cash flows from operating activities |
|
|
55,205 |
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|
81,204 |
|
|
76,209 |
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| |
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Cash Flows from Investing Activities: |
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Purchases of marketable investment securities |
|
|
(957,142 |
) |
|
(878,427 |
) |
|
(1,746,577 |
) |
|
Sales and maturities of marketable investment securities |
|
|
857,139 |
|
|
931,317 |
|
|
1,470,904 |
|
|
Contributions to subsidiaries and affiliates, net |
|
|
(98,387 |
) |
|
(118,049 |
) |
|
(135,060 |
) |
|
Distribution received from investments in affiliates |
|
|
— |
|
|
7,500 |
|
|
— |
|
|
Change in restricted cash and marketable investment securities |
|
|
(44 |
) |
|
(233 |
) |
|
105 |
|
|
Purchase of strategic investments securities |
|
|
— |
|
|
— |
|
|
(59,475 |
) |
|
Proceeds from sale of strategic investments |
|
|
— |
|
|
— |
|
|
697,498 |
|
|
Other, net |
|
|
— |
|
|
— |
|
|
(1,596 |
) |
| |
|
|
|
|
|
|
|
| |
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Net cash flows from investing activities |
|
|
(198,434 |
) |
|
(57,892 |
) |
|
225,799 |
|
| |
|
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| |
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Cash Flows from Financing Activities: |
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|
Net proceeds from Class A common stock options exercised and stock issued under the Employee Stock Purchase Plan |
|
|
71,247 |
|
|
15,398 |
|
|
28,718 |
|
|
Other |
|
|
— |
|
|
— |
|
|
1,882 |
|
| |
|
|
|
|
|
|
|
| |
|
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|
|
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|
|
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|
Net cash flows from financing activities |
|
|
71,247 |
|
|
15,398 |
|
|
30,600 |
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
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|
Net increase (decrease) in cash and cash equivalents |
|
|
(71,982 |
) |
|
38,710 |
|
|
332,608 |
|
|
Cash and cash equivalents, beginning of period |
|
|
471,820 |
|
|
433,110 |
|
|
100,502 |
|
| |
|
|
|
|
|
|
|
| |
|
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|
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|
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|
Cash and cash equivalents, end of period |
|
$ |
399,838 |
|
$ |
471,820 |
|
$ |
433,110 |
|
| |
|
|
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| |
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