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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/26/16 Dish DBS Corp S-4 133:26M Toppan Merrill/FA Dish Network Service LLC Echosphere LLC Dish Operating L.L.C. DISH Network LLC |
Document/Exhibit Description Pages Size
1: S-4 Registration of Securities Issued in a HTML 3.13M
Business-Combination Transaction
2: EX-5.1 Opinion of Counsel re: Legality HTML 43K
3: EX-5.2 Opinion of Counsel re: Legality HTML 48K
5: EX-21 Subsidiaries List HTML 41K
6: EX-23.1 Consent of Experts or Counsel HTML 36K
7: EX-25.1 Statement re: Eligibility of Trustee -- Form T-1 HTML 89K
or T-2
8: EX-99.1 Miscellaneous Exhibit HTML 95K
9: EX-99.2 Miscellaneous Exhibit HTML 56K
4: EX-12.1 Statement re: Computation of Ratios HTML 76K
16: R1 Document and Entity Information HTML 47K
17: R2 Consolidated Balance Sheets HTML 144K
18: R3 Consolidated Balance Sheets (Parenthetical) HTML 46K
19: R4 Consolidated Statements of Operations and HTML 134K
Comprehensive Income (Loss)
20: R5 Consolidated Statements of Changes in HTML 96K
Stockholder's Equity (Deficit)
21: R6 Consolidated Statements of Changes in HTML 41K
Stockholder's Equity (Deficit) (Parenthetical)
22: R7 Consolidated Statements of Cash Flows HTML 119K
23: R8 Organization and Business Activities HTML 48K
24: R9 Summary of Significant Accounting Policies HTML 131K
25: R10 Supplemental Data - Statements of Cash Flows HTML 131K
26: R11 Marketable Investment Securities, Restricted Cash HTML 581K
and Cash Equivalents, and Other Investment
Securities
27: R12 Inventory HTML 81K
28: R13 Property and Equipment HTML 346K
29: R14 Long-Term Debt HTML 339K
30: R15 Income Taxes and Accounting for Uncertainty in HTML 217K
Income Taxes
31: R16 Employee Benefit Plans HTML 65K
32: R17 Stock-Based Compensation HTML 446K
33: R18 Commitments and Contingencies HTML 313K
34: R19 Financial Information for Subsidiary Guarantors HTML 41K
35: R20 Valuation and Qualifying Accounts HTML 71K
36: R21 Quarterly Financial Data (Unaudited) HTML 94K
37: R22 Related Party Transactions HTML 336K
38: R23 Summary of Significant Accounting Policies HTML 188K
(Policies)
39: R24 Supplemental Data - Statements of Cash Flows HTML 126K
(Tables)
40: R25 Marketable Investment Securities, Restricted Cash HTML 558K
and Cash Equivalents, and Other Investment
Securities (Tables)
41: R26 Inventory (Tables) HTML 79K
42: R27 Property and Equipment (Tables) HTML 270K
43: R28 Long-Term Debt (Tables) HTML 293K
44: R29 Income Taxes and Accounting for Uncertainty in HTML 213K
Income Taxes (Tables)
45: R30 Employee Benefit Plans (Tables) HTML 58K
46: R31 Stock-Based Compensation (Tables) HTML 447K
47: R32 Commitments and Contingencies (Tables) HTML 110K
48: R33 Valuation and Qualifying Accounts (Tables) HTML 69K
49: R34 Quarterly Financial Data (Unaudited) (Tables) HTML 92K
50: R35 Related Party Transactions (Tables) HTML 131K
51: R36 Organization and Business Activities (Details) HTML 38K
52: R37 Summary of Significant Accounting Policies HTML 66K
(Details)
53: R38 Supplemental Data - Statements of Cash Flows HTML 81K
(Details)
54: R39 Marketable Investment Securities, Restricted Cash HTML 67K
and Cash Equivalents, and Other Investment
Securities (Details)
55: R40 Marketable Investment Securities, Restricted Cash HTML 62K
and Cash Equivalents, and Other Investment
Securities - Investment in Tracking Stock
(Details)
56: R41 Marketable Investment Securities, Restricted Cash HTML 88K
and Cash Equivalents, and Other Investment
Securities - Unrealized Gains (Losses) On
Marketable Investment Securities (Details)
57: R42 Marketable Investment Securities, Restricted Cash HTML 57K
and Cash Equivalents, and Other Investment
Securities - Marketable Investment Securities in a
Loss Position (Details)
58: R43 Marketable Investment Securities, Restricted Cash HTML 90K
and Cash Equivalents, and Other Investment
Securities - Fair Value Measurements (Details)
59: R44 Inventory (Details) HTML 48K
60: R45 Property and Equipment (Details) HTML 82K
61: R46 Property and Equipment (Details) HTML 59K
62: R47 Property and Equipment - Pay TV Satellites HTML 71K
(Details)
63: R48 Long-Term Debt (Details) HTML 106K
64: R49 Long-Term Debt (Details) HTML 141K
65: R50 Long-Term Debt (Details) HTML 51K
66: R51 Long-Term Debt (Details) HTML 88K
67: R52 Income Taxes and Accounting for Uncertainty in HTML 177K
Income Taxes (Details)
68: R53 Employee Benefit Plans (Details) HTML 65K
69: R54 Stock-Based Compensation (Details) HTML 86K
70: R55 Stock-Based Compensation (Details 2) HTML 114K
71: R56 Stock-Based Compensation (Details 3) HTML 75K
72: R57 Stock-Based Compensation (Details 4) HTML 40K
73: R58 Stock-Based Compensation (Details 5) HTML 43K
74: R59 Stock-Based Compensation (Details 6) HTML 64K
75: R60 Stock-Based Compensation (Details 7) HTML 113K
76: R61 Stock-Based Compensation (Details 8) HTML 56K
77: R62 Stock-Based Compensation (Details 9) HTML 66K
78: R63 Commitments and Contingencies (Details) HTML 71K
79: R64 Commitments and Contingencies (Details 2) HTML 63K
80: R65 Commitments and Contingencies (Details 3) HTML 57K
81: R66 Commitments and Contingencies (Details 4) HTML 44K
82: R67 Commitments and Contingencies (Details 5) HTML 104K
83: R68 Valuation and Qualifying Accounts (Details) HTML 46K
84: R69 Quarterly Financial Data (Unaudited) (Details) HTML 47K
85: R70 Related Party Transactions (Details) HTML 79K
86: R71 Related Party Transactions - Narrative Part 1 HTML 87K
(Details)
87: R72 Related Party Transactions - Narrative Part 2 HTML 114K
(Details)
88: R73 Related Party Transactions - Narrative Part 3 HTML 138K
(Details)
89: R74 Related Party Transactions - Narrative Part 4 HTML 102K
(Details)
90: R75 Related Party Transactions - Narrative Part 5 HTML 80K
(Details)
91: R76 Condensed Consolidated Balance Sheets HTML 140K
92: R77 Condensed Consolidated Balance Sheets HTML 53K
(Parenthetical)
93: R78 Condensed Consolidated Statements of Operations HTML 134K
and Comprehensive Income (Loss)
94: R79 Condensed Consolidated Statements of Cash Flows HTML 101K
95: R80 Organization and Business Activities HTML 48K
96: R81 Summary of Significant Accounting Policies HTML 131K
97: R82 Supplemental Data - Statements of Cash Flows HTML 131K
98: R83 Marketable Investment Securities, Restricted Cash HTML 581K
and Cash Equivalents, and Other Investment
Securities
99: R84 Inventory HTML 81K
100: R85 Property and Equipment HTML 346K
101: R86 Long-Term Debt HTML 339K
102: R87 Commitments and Contingencies HTML 313K
103: R88 Financial Information for Subsidiary Guarantors HTML 41K
104: R89 Related Party Transactions HTML 336K
105: R90 Summary of Significant Accounting Policies HTML 92K
(Policies)
106: R91 Supplemental Data - Statements of Cash Flows HTML 126K
(Tables)
107: R92 Marketable Investment Securities, Restricted Cash HTML 518K
and Cash Equivalents, and Other Investment
Securities (Tables)
108: R93 Inventory (Tables) HTML 79K
109: R94 Property and Equipment (Tables) HTML 175K
110: R95 Long-Term Debt (Tables) HTML 206K
111: R96 Related Party Transactions (Tables) HTML 131K
112: R97 Organization and Business Activities (Details) HTML 38K
113: R98 Supplemental Data - Statements of Cash Flows HTML 49K
(Details)
114: R99 Marketable Investment Securities, Restricted Cash HTML 64K
and Cash Equivalents, and Other Investment
Securities (Details)
115: R100 Marketable Investment Securities, Restricted Cash HTML 64K
and Cash Equivalents, and Other Investment
Securities - Investment in Tracking Stock
(Details)
116: R101 Marketable Investment Securities, Restricted Cash HTML 86K
and Cash Equivalents, and Other Investment
Securities - Unrealized Gains (Losses) On
Marketable Investment Securities (Details)
117: R102 Marketable Investment Securities, Restricted Cash HTML 81K
and Cash Equivalents, and Other Investment
Securities - Fair Value Measurements (Details)
118: R103 Inventory (Details) HTML 48K
119: R104 Property and Equipment (Details) HTML 61K
120: R105 Property and Equipment - Pay TV Satellites HTML 56K
(Details)
121: R106 Long-Term Debt - Long term debt (Details) HTML 109K
122: R107 Long-Term Debt (Details) HTML 93K
123: R108 Commitments and Contingencies (Details) HTML 94K
124: R109 Commitments and Contingencies - Narrative part 2 HTML 69K
(Details)
125: R110 Related Party Transactions (Details) HTML 65K
126: R111 Related Party Transactions - Narrative Part 1 HTML 84K
(Details)
127: R112 Related Party Transactions - Narrative Part 2 HTML 112K
(Details)
128: R113 Related Party Transactions - Narrative Part 3 HTML 142K
(Details)
129: R114 Related Party Transactions - Narrative Part 4 HTML 98K
(Details)
130: R115 Related Party Transactions - Narrative Part 5 HTML 83K
(Details)
132: XML IDEA XML File -- Filing Summary XML 252K
131: EXCEL IDEA Workbook of Financial Reports XLSX 182K
10: EX-101.INS XBRL Instance -- ddbs-20160826 XML 7.12M
12: EX-101.CAL XBRL Calculations -- ddbs-20160826_cal XML 291K
13: EX-101.DEF XBRL Definitions -- ddbs-20160826_def XML 1.65M
14: EX-101.LAB XBRL Labels -- ddbs-20160826_lab XML 3.25M
15: EX-101.PRE XBRL Presentations -- ddbs-20160826_pre XML 2.51M
11: EX-101.SCH XBRL Schema -- ddbs-20160826 XSD 357K
133: ZIP XBRL Zipped Folder -- 0001104659-16-141645-xbrl Zip 501K
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
o Check if an Application to Determine Eligibility of
a Trustee Pursuant to Section 305(b)(2)
U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
31-0841368
I.R.S. Employer Identification No.
|
800 Nicollet Mall |
|
|
|
(Address of principal executive offices) |
|
(Zip Code) |
Richard Prokosch
Vice President
U.S. Bank National Association
Global Corporate Trust Services
Mailcode: EP-MN-WS3C
60 Livingston Avenue
St. Paul MN 55107-2292
phone (651) 466-6619
(Name, address and telephone number of agent for service)
DISH DBS Corporation
SEE TABLE OF ADDITIONAL REGISTRANTS
(Issuer with respect to the Securities)
|
Colorado |
|
84-1328967 |
|
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
|
|
||
|
(Address of Principal Executive Offices) |
|
(Zip Code) |
7.75% Senior Notes due 2026
(Title of the Indenture Securities)
|
Exact Name of Additional |
|
Jurisdiction of Incorporation/ |
|
IRS Employer Identification No. |
|
DISH Network L.L.C. |
|
Colorado |
|
84-1114039 |
|
DISH Operating L.L.C. |
|
Colorado |
|
20-0715965 |
|
Echosphere L.L.C. |
|
Colorado |
|
84-0833457 |
|
DISH Network Service L.L.C. |
|
Colorado |
|
84-1195952 |
* The primary standard industrial classification number for each of these Registrants is 4841. The address for each of the additional Registrants is c/o DISH DBS Corporation, 9601 South Meridian Boulevard, Englewood, Colorado 80112.
FORM T-1
Item 1. GENERAL INFORMATION. Furnish the following information as to the Trustee.
a) Name and address of each examining or supervising authority to which it is subject.
Comptroller of the Currency
Washington, D.C.
b) Whether it is authorized to exercise corporate trust powers.
Yes
Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
None
Items 3-15 Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.
1. A copy of the Articles of Association of the Trustee.*
2. A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.
3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
4. A copy of the existing bylaws of the Trustee.**
5. A copy of each Indenture referred to in Item 4. Not applicable.
6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
7. Report of Condition of the Trustee as of June 30, 2016 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.
* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.
** Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of St. Paul, State of Minnesota on the 22nd of August, 2016.
|
|
By: |
/s/ Richard Prokosch |
|
|
|
|
|
|
|
Vice President |
Exhibit 2
|
|
Office of the Comptroller of the Currency |
CERTIFICATE OF CORPORATE EXISTENCE
I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:
1. The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking on the date of this certificate.
|
|
IN TESTIMONY WHEREOF, today, June 15, 2016, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the U.S. Department of the Treasury, in the City of Washington, District of Columbia. |
|
|
|
|
| |
|
/s/ Thomas J. Curry | |
|
Comptroller of the Currency | |
|
| |
|
| |
|
| |
|
| |
|
|
Exhibit 3
|
|
Office of the Comptroller of the Currency |
CERTIFICATION OF FIDUCIARY POWERS
I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:
1. The Office of the Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28, 1962, 76 Stat. 668, 12 USC 92a, and that the authority so granted remains in full force and effect on the date of this certificate.
|
|
IN TESTIMONY WHEREOF, today, June 15, 2016, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the U.S. Department of the Treasury, in the City of Washington, District of Columbia. |
|
|
|
|
| |
|
/s/ Thomas J. Curry | |
|
Comptroller of the Currency | |
|
| |
|
| |
|
| |
|
| |
|
|
Exhibit 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.
Dated: August 22, 2016
|
|
By: |
/s/ Richard Prokosch |
|
|
|
|
|
|
|
Vice President |
Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 6/30/2016
($000’s)
|
|
|
6/30/2016 |
| |
|
Assets |
|
|
| |
|
Cash and Balances Due From |
|
$ |
14,010,590 |
|
|
Depository Institutions |
|
|
| |
|
Securities |
|
108,246,267 |
| |
|
Federal Funds |
|
68,244 |
| |
|
Loans & Lease Financing Receivables |
|
268,104,901 |
| |
|
Fixed Assets |
|
5,866,910 |
| |
|
Intangible Assets |
|
12,591,165 |
| |
|
Other Assets |
|
24,574,630 |
| |
|
Total Assets |
|
$ |
433,462,707 |
|
|
|
|
|
| |
|
Liabilities |
|
|
| |
|
Deposits |
|
$ |
327,848,275 |
|
|
Fed Funds |
|
1,179,456 |
| |
|
Treasury Demand Notes |
|
0 |
| |
|
Trading Liabilities |
|
2,172,890 |
| |
|
Other Borrowed Money |
|
40,280,996 |
| |
|
Acceptances |
|
0 |
| |
|
Subordinated Notes and Debentures |
|
3,800,000 |
| |
|
Other Liabilities |
|
13,036,463 |
| |
|
Total Liabilities |
|
$ |
388,318,080 |
|
|
|
|
|
| |
|
Equity |
|
|
| |
|
Common and Preferred Stock |
|
18,200 |
| |
|
Surplus |
|
14,266,915 |
| |
|
Undivided Profits |
|
30,049,363 |
| |
|
Minority Interest in Subsidiaries |
|
810,149 |
| |
|
Total Equity Capital |
|
$ |
45,144,627 |
|
|
|
|
|
| |
|
Total Liabilities and Equity Capital |
|
$ |
433,462,707 |
|
| This ‘S-4’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 8/26/16 | CORRESP | ||
| 8/22/16 | ||||
| 6/30/16 | 10-Q | |||
| 6/15/16 | ||||
| 11/5/14 | 8-K | |||
| 11/15/05 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/30/16 SEC UPLOAD¶ 9/26/17 1:154K Echosphere LLC |
