EchoStar (ECHO) 10-K risk factor changes: FY2017 vs FY2016

If any of the following events occur, our business, financial condition, results of operation, prospects or ability to fund a share repurchase program, invest capital in [added: or otherwise run] our [removed: business] [added: business, execute on our strategic plans] or return capital to our shareholders could be materially and adversely affected.

We currently derive a significant portion of our revenue from [removed: our primary customer,] DISH Network.

[removed: If the Share Exchange is not consummated, the] [added: The] loss of, or a significant reduction in, orders from, or a decrease in selling prices [removed: of digital set-top boxes, broadband equipment and services, provision] of satellite [removed: services and digital broadcast] services, [added: broadband equipment] and/or other [removed: products, components or] services [added: or products] to DISH Network would significantly reduce our revenue and materially adversely impact our results of operations.

DISH Network accounted for [removed: 52.3%, 53.5%] [added: 23.7%, 26.1%] and [removed: 57.3%] [added: 29.4%] of our total revenue for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] respectively.

Any material reduction in or termination of [removed: our] sales [removed: to] [added: generated by] DISH Network [removed: or reduction] in [removed: the prices it pays for the products and services it purchases from us] [added: its capacity as our sale agent] could have a material adverse effect on our business, results of operations, and financial position.

[removed: Adverse decisions against DISH Network in these proceedings could decrease the number of products, components and/or services] [added: If] we [removed: provide] [added: cannot do so, we may have] to [removed: DISH Network,] [added: cease operating such satellite(s) at the affected orbital locations,] which could have a material adverse effect on our business, results of [removed: operations,] [added: operations] and financial position.

If we lose DISH Network as a [removed: customer,] [added: customer of the satellite services provided by our ESS segment,] it may be difficult for us to replace, in whole or in part, our historical revenue from DISH Network [removed: as] [added: because there are a relatively small number of potential customers for our specialized services, and] we have had limited success in attracting such potential new customers in the past.

Historically, many potential customers [added: of our ESS segment] have perceived us as a competitor due to our affiliation with DISH Network.

The successful implementation of [removed: those] [added: our] strategic initiatives requires an investment of time, talent and money and is dependent upon a number of factors some of which are not within our control.

Those factors include the ability to execute such initiatives in [removed: the market,] [added: new and existing markets,] the response of existing and potential new customers, and the actions or reactions of competitors.

In addition, new strategic initiatives may face barriers to entering [added: new or] existing markets with established [added: or new] competitors.

| • | Our [removed: EchoStar Satellite Services] [added: ESS] segment [removed: (“ESS”)] competes against larger, well-established satellite service [removed: companies, such as Intelsat, SES, Telesat, and Eutelsat.] [added: companies.] Because the satellite services industry is relatively mature, our growth strategy depends largely on our ability to displace current incumbent providers, which often have the benefit of long-term contracts with customers. These long-term contracts and other factors result in relatively high costs for customers to change service providers, making it more difficult for us to displace customers from their current relationships with our competitors. In addition, the supply of satellite capacity available in the market has increased in recent years, which makes it more difficult for us to sell our services in certain markets and to price our capacity at acceptable levels. Competition may cause downward pressure on prices and further reduce the utilization of our capacity, both of which could have an adverse effect on our financial performance. Our ESS segment also competes with both fiber optic cable and terrestrial delivery systems, which may have a cost advantage, particularly in point-to-point applications where such delivery systems have been installed, and with new delivery systems being developed, which may have lower latency and other advantages. |

| • | In our consumer market, [removed: we face] [added: our Hughes segment faces] competition primarily from DSL, fiber and cable internet service providers. Also, other telecommunications, satellite and wireless broadband companies have launched or are planning the launch of consumer internet access services in competition with our service offerings in North [removed: America] [added: America, Brazil] and [removed: Brazil.] [added: other countries.] Some of these competitors offer consumer services and hardware at lower prices than ours. In addition, terrestrial alternatives do not require our external dish, which may limit customer acceptance of our products. We may be unsuccessful in competing effectively against DSL, fiber and cable internet service providers and other satellite broadband providers, which could harm our business, operating results and financial condition. |

| • | In our enterprise network communications market, [removed: we face] [added: our Hughes segment faces] competition from providers of terrestrial-based networks, such as fiber, DSL, cable modem service, multiprotocol label switching and internet protocol-based virtual private networks, which may have advantages over satellite networks for certain customer applications. Although we also sell terrestrial services to this market, we may not be as cost competitive and it may become more difficult for us to compete. The network communications industry is characterized by competitive pressures to provide enhanced functionality for the same or lower price with each new generation of technology. Terrestrial-based networks are offered by telecommunications carriers and other large companies, many of which have substantially greater financial resources and greater name recognition than us. As the prices of our products decrease, we will need to sell more products and/or reduce the per-unit costs to improve or maintain our results of operations. The costs of a satellite network may exceed those of a terrestrial-based network or other networks, especially in areas that have experienced significant DSL and cable internet build-out. It may become more difficult for us to compete [removed: with terrestrial and other providers as the number of these areas increases and the cost of their network and hardware services declines. Terrestrial networks also have a competitive edge because of lower latency for data transmission.] |

[removed: We may] [added: To the extent we] have available satellite capacity in our ESS segment, [removed: and] our results of operations may be materially adversely affected if we are not able to provide satellite services on this capacity to third parties, including DISH Network.

While we are currently evaluating various opportunities to make profitable use of our available satellite capacity (including, but not limited to, supplying satellite capacity for new [added: domestic and] international ventures), there can be no assurance that we can successfully develop these business opportunities.

Our ability to provide additional capacity for subscriber growth in our North American consumer market could also be adversely affected by regulations [added: and/or legislation] in the U.S. [removed: recently adopted by the FCC] that enable [added: or propose to enable] the use of a portion of the frequency bands, [removed: including without limitation, the Ka-band, where] we [removed: operate our broadband gateway earth stations,] [added: currently use or in the future intend to use] for [added: satellite services,] 5G mobile terrestrial [removed: services, which could limit our flexibility to change the way in which we use the Ka-band in the future.][added: services or other uses.]

[removed: If] [added: Our business and results of operations could be adversely affected if] we are not able to renew our capacity leases at economically viable rates, or if capacity is not available due to problems experienced by these FSS [removed: providers, our business and results of operations could be adversely affected.][added: providers or if frequencies are not available to us.]

| • | [removed: Components.] [added: Components .] A limited number of suppliers manufacture, and in some cases a single supplier manufactures, some of the key components required to build our products. These key components may not be continually available and we may not be able to forecast our component requirements sufficiently in advance, which may have a detrimental effect on supply. If we are required to change suppliers for any reason, we would experience a delay in manufacturing our products if another supplier is not able to meet our requirements on a timely basis. In addition, if we are unable to obtain the necessary volumes of components on favorable terms or prices on a timely basis, we may be unable to produce our products at competitive prices and we may be unable to satisfy demand from our customers. Our reliance on a single or limited group of suppliers, particularly foreign suppliers, and our reliance on subcontractors, involves several risks. These risks include a potential inability to obtain an adequate supply of required components, reduced control over pricing, quality, and timely delivery of these components, and the potential bankruptcy, lack of liquidity or operational failure of our suppliers. We do not generally maintain long-term agreements with any of our suppliers or subcontractors for our products. An inability to obtain adequate deliveries or any other circumstances requiring us to seek [removed: alternative sources of supply could affect our ability to ship our products on a timely basis, which could damage our relationships with current and prospective customers and harm our business, resulting in a loss of market share, and reduced revenue and income.] [added: al] |

| • | Installation and customer support [removed: services .] [added: services.] Some of our products and services, such as our North American and international operations, utilize a network of third-party installers to deploy our hardware. In addition, a portion of our customer support and management is [removed: provide] [added: provided by third-party call centers. A decline in levels of service or attention to the needs of our customers could adversely affect our reputation, renewal rates and ability to win new business.] |

| • | Other services. Some of our products rely on third parties to provide services necessary for the operation of functionalities of the products, such as [removed: third party] [added: third-party] cloud computing [added: services and satellite uplink hosting] services. The failure of these services could disrupt the operation of certain functionalities of our products, which could harm our customer relationship and result in a loss of sales. In addition, if the agreements for the provision of these services are terminated or not renewed, we could face difficulties replacing these service providers, which would adversely affect our ability to obtain and retain customers and result in reduced revenue and income. |

Our foreign operations [added: and investments] expose us to [removed: regulatory] risks and restrictions not present in our domestic operations.

Our sales outside the U.S. [added: are growing and] accounted for approximately [removed: 14.2%, 14.6%] [added: 19.3%, 18.2%] and [removed: 14.1%] [added: 17.3%] of our revenue for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] respectively.

Collectively, we expect our foreign operations to continue to represent a significant [added: and growing] portion of our business.

| • | Complications in complying with restrictions on foreign ownership and investment and limitations on repatriation. We may not be permitted to own our operations in some countries and may have to enter into partnership or joint venture relationships. Many foreign legal regimes restrict our repatriation of earnings to the U.S. from our subsidiaries and joint venture entities. Applicable law in such foreign countries may also limit our ability to distribute or access our assets [added: or offer our products and services] in certain circumstances. In such event, we will not have access to the cash flow and assets of our subsidiaries and joint ventures. |

| • | Difficulties in following a variety of laws and regulations related to foreign operations. Our international operations are subject to the laws and regulations of many different jurisdictions that may differ significantly from U.S. laws and regulations. For example, local [removed: political] [added: privacy] or intellectual property [removed: law] [added: laws] may hold us responsible for the data that is transmitted over our network by our customers. In addition, we are subject to the Foreign Corrupt Practices Act and similar anti-bribery laws in other jurisdictions that generally prohibit companies and their intermediaries from making improper payments or giving or promising to give anything of value to foreign officials and other individuals for the purpose of obtaining or retaining business or gaining a competitive advantage. Our policies mandate compliance with these laws. However, we operate in many parts of the world that have experienced corruption to some degree. Compliance with these laws may lead to increased operations costs or loss of business opportunities. Violations of these laws could result in fines or other penalties or sanctions, which could have a material adverse impact on our business, financial condition, and results of operations. |

| • | Restrictions on space station landing/terrestrial [removed: rights.] [added: rights .] Satellite market access and landing rights and terrestrial wireless rights are dependent on the national regulations established by foreign governments, including, but not limited to obtaining national authorizations or approvals and meeting other regulatory, coordination and registration requirements for satellites. Because regulatory schemes vary by country, we may be subject to laws or regulations in foreign countries of which we are not presently aware. Non-compliance with these requirements may result in the loss of the authorizations and licenses to conduct business in these countries, as well as fines or other financial and non-financial penalties for non-compliance with regulations. If that were to be the case, we could be subject to [removed: sanctions] [added: sanctions, penalties] and/or other actions by a foreign government that could materially and adversely affect our ability to operate in that country. There is no assurance that any current [removed: regulatory approvals held by us are, or will remain, sufficient in the view of foreign regulatory authorities, or that any additional necessary approvals will be granted on a timely basis or at all, in all jurisdictions in which we wish to operate new satellites, or that applicable restrictions in those jurisdictions will not be unduly burdensome. Violations of laws or regulations may result in various sanctions including fines, loss of authorizations and the denial of applications for new authorizations or for the renewal of existing authorizations, and the failure to obtain or comply with the authorizations and regulations governing our international operations could have a material adverse effect on our ability to generate revenue and our overall competitive position.] |

| • | Changes in exchange rates between foreign currencies and the U.S. dollar. We conduct our business and incur cost in the local currency of a number of the countries in which we operate. Accordingly, our applicable results of operations are reported in the relevant local currency and then translated to U.S. dollars at the applicable currency exchange rate for inclusion in our financial statements. In addition, we sell our products and services and acquire supplies and components from countries that historically have been, and may continue to be, susceptible to [removed: recessions] [added: recessions, instability] or currency devaluation. These fluctuations in currency exchange rates, recessions and currency devaluations have affected, and may in the future affect, revenue, profits and cash earned on international sales. |

| • | Competition with large or state-owned enterprises and/or regulations that effectively limit our operations and favor local competitors. Many of the countries in which we conduct business have traditionally had state owned or state granted monopolies on telecommunications services that favor an incumbent service provider. We face competition from these favored and entrenched companies in countries that have not deregulated. The slower pace of deregulation in these countries, [removed: particularly] [added: including] in [removed: Asia and] [added: Asia,] Latin America, [added: Middle East, Africa and Eastern Europe,] has adversely [removed: affected] [added: affected, and is likely to continue to adversely affect,] the [added: development and] growth of our business in these regions. |

We provide access to our telecommunications networks to customers that use a variety of platforms such as satellite, wireless [removed: 3G and] [added: 3G,] 4G, cable, fiber optic and DSL.

We may pursue acquisitions, capital [removed: expenditures] [added: expenditures, the development] and [added: launch of new satellites and] other strategic transactions to complement or expand our business, which may not be successful and we may lose a portion or all of our investment in these acquisitions and transactions.

Any such acquisitions, [added: activities,] transactions or investments that we are able to identify and complete which may become substantial over time, involve a high degree of risk, including, but not limited to, the following:

| • | the diversion of our management’s attention from our existing business to integrate the operations and personnel of the acquired or combined business, technology or joint [removed: venture;] [added: venture and/or to engage in such investments and/or other activities;] |

| • | exposure to significant financial losses if the transactions, [added: activities,] investments and/or the underlying ventures are not [removed: successful;] [added: successful] and/or we are unable to achieve the intended objectives of the transaction or investment; |

| • | the inability to obtain in the anticipated time frame, or at all, any regulatory approvals required to complete proposed acquisitions, [added: activities,] transactions or investments; |

| • | the inability to realize anticipated benefits or synergies from [removed: an acquisition;] [added: acquisitions, investments, alliances and/or the development] and [added: launch of new satellites;] |

| • | the disruption of relationships with employees, vendors or [removed: customers.] [added: customers;] |

New [removed: acquisitions,] investments, [added: commercial alliances, partnerships,] joint [removed: ventures] [added: ventures, acquisitions, development activities, including, without limitation, the design, development, construction] and [added: launch of new satellites, and] other [removed: transactions] [added: strategic initiatives] may require the commitment of significant capital that may otherwise be directed to investments in our existing businesses or be distributed to shareholders.

As of December 31, [removed: 2016,] [added: 2017,] our total indebtedness was approximately [removed: $3.66] [added: $3.63] billion.

We may need to raise additional [removed: debt] [added: capital] in order to fund ongoing operations or to capitalize on business opportunities.

DISH Network is the primary customer of the satellite services provided by our ESS segment.

For the years ended December 31, 2017, 2016 and 2015, DISH Network accounted for 87.9%, 85.7% and 86.3% of our total ESS segment revenue.

We have entered into certain commercial agreements with DISH Network pursuant to which we provide DISH Network with satellite services at fixed prices for varying lengths of time depending on the satellite.

See Note 19 in the notes to consolidated financial statements in Item 15 of this report for further discussion of our related party transactions with DISH Network.

We depend on DISH Network for a significant portion of the revenue for our ESS segment, and we expect that DISH Network will continue to be the primary source of revenue for our ESS segment.

DISH Network may terminate or curtail its purchase of satellite services from us with little or no advance notice.

The results of operations of our ESS segment are linked to changes in DISH Network’s satellite capacity requirements.

DISH Network’s capacity requirements have been driven by the addition of new channels and migration of programming to high-definition TV and video on demand services.

The services that we provide to DISH Network are critical to its nationwide delivery of content to its customers across the U.S. There is no assurance that we will continue to provide satellite services to DISH Network and DISH Network’s satellite capacity requirements may change for a variety of reasons, including its ability to construct and launch its own satellites.

The success of our ESS segment also depends to a significant degree on the continued success of DISH Network in attracting new subscribers and marketing programming packages and other services.

If DISH Network is unable to develop and effectively market compelling reasons for its subscribers to purchase its pay-TV services, DISH Network’s need for our satellite services may decrease.

Any termination, curtailment or reduction in the satellite services we provide to DISH Network or the prices that DISH Network pays us for such services may cause us to have unused capacity on our satellites, require us to aggressively pursue alternative sources of revenue for this business and have a material adverse effect on our business, results of operation and financial position.

Furthermore, DISH Network is transitioning from being a wholesale distributor of the satellite internet service of our Hughes segment to being a sales agent for such services.

DISH Network (i) has the right, but not the obligation, to market, promote and solicit orders and upgrades for the Hughes satellite internet service and related equipment and other telecommunications services and (ii) will install Hughes service equipment with respect to activations generated by DISH Network.

For the years ended December 31, 2017, 2016 and 2015, DISH Network accounted for 5.6%, 7.7% and 7.8% of our total Hughes segment revenue.

We intend to continue to selectively explore opportunities to pursue investments, commercial alliances, partnerships, joint ventures, acquisitions and other strategic initiatives, domestically and internationally, that we believe may allow us to increase our existing market share, expand into new markets and new customers, broaden our portfolio of services, products and intellectual property, and strengthen our relationships with our customers.

We may allocate significant resources for long-term initiatives that may not have a short or medium-term or any positive impact on our revenue, results of operations, or cash flow.

There can be no assurance that we will be able to effectively compete against our competitors due to their significant resources and operating history.

with terrestrial and other providers as the number of these areas increases and the cost of their network and hardware services declines.

Terrestrial networks also have a competitive edge because of lower latency for data transmission.

Alternatively, we may not have sufficient satellite capacity available from our satellites or purchased from third parties to meet demand and we may not be able to quickly or easily adjust our capacity to changes in demand.

As capacity becomes full on our existing satellites, significant delays in the construction or launch of new satellites and/or satellite anomalies or failures could materially and adversely affect our ability to provide services to customers.

These bands include the Ka-band, where we operate our broadband gateway earth stations, and other bands in which we may operate in the future.

Such regulation or legislation could limit our ability to use the Ka-band and/or other bands, limit our flexibility to change the way in which we use the Ka-band and/or adversely impact our ability to use additional bands in the future.

ternative sources of supply could affect our ability to ship our products on a timely basis, which could damage our relationships with current and prospective customers and harm our business, resulting in a loss of market share, and reduced revenue and income.

Over the last 10 years, we sold products in over 100 countries and began offering broadband internet services to consumers in Brazil and Colombia and intend to continue to do so in other Central and South American countries.

regulatory approvals held by us are, or will remain, sufficient in the view of foreign regulatory authorities, or that any additional necessary approvals will be granted on a timely basis or at all, in all jurisdictions in which we wish to operate new satellites, or that applicable restrictions in those jurisdictions will not be unduly burdensome.

Violations of laws or regulations may result in various sanctions including fines, loss of authorizations and the denial of applications for new authorizations or for the renewal of existing authorizations, and the failure to obtain or comply with the authorizations and regulations governing our international operations could have a material adverse effect on our ability to generate revenue and our overall competitive position.

| • | Compliance with applicable export control laws and regulations in the U.S. and other countries. We must comply with all applicable export control and trade sanctions laws and regulations of the U.S. and other countries. U.S. laws and regulations applicable to us include the Arms Export Control Act, ITAR, EAR and trade sanctions laws and regulations administered by OFAC. The export of certain hardware, technical data and services relating to satellites is regulated by BIS under EAR. Other items are controlled for export by the DDTC under ITAR. We cannot provide equipment or services to certain countries subject to U.S. trade sanctions unless we first obtain the necessary authorizations from OFAC. Violations of these laws or regulations could result in significant sanctions including fines, more onerous compliance requirements, debarments from export privileges, or loss of authorizations needed to conduct aspects of our international business. A violation of ITAR or the other regulations enumerated above could materially adversely affect our business, financial condition and results of operations. |

We may pursue investments, commercial alliances, partnerships, joint ventures, acquisitions or other strategic initiatives or development activities, including, without limitation, the design, development, construction and launch of new satellites, to complement or expand our business and satellite fleet.

| • | the risks associated with foreign and international operations and/or investments; and |

| • | the risks associated with developing and constructing new satellites. |

We may not

The Tax Cuts and Jobs Act of 2017 enacted in December 2017 (the “2017 Tax Act”) limits the deductibility of interest expense for U.S. federal income tax purposes.

While the 2017 Tax Act generally is likely to reduce our federal income tax obligations, if these limitations or other newly enacted provisions become applicable to us, they could minimize such reductions or otherwise require us to pay additional federal income taxes, which in turn could result in additional liquidity needs.

The formal two-year process governing the United Kingdom’s (the “U.K.”) departure from the European Union and its member states (“EU”), commonly referred to as the “Brexit,” began on March 29, 2017.

The effects of Brexit and the perceptions as to the impact of the withdrawal of the U.K. from the EU may also adversely affect business activity, political stability and economic and market conditions in the U.K., the Eurozone, the EU and elsewhere and could contribute to instability in global financial and foreign exchange markets, including volatility in the value of the Euro and the British Pound.

We may have additional tax liabilities and changes in tax laws or regulations may have a material adverse effect on our business, cash flow, financial condition or results of operations.

Additionally, new or modified income, sales, use or other tax laws, statutes, rules, regulations or ordinances could be enacted at any time, which, like the 2017 Tax Act, could affect the tax treatment of our domestic and foreign earnings.

Any new taxes could adversely affect our domestic and international business operations and our business and financial performance.

DISH Network is currently our primary customer of digital set-top boxes, digital broadcast operation services and our satellite services.

DISH Network is also a wholesale distributor of the Hughes satellite internet service, and in connection with such wholesale distribution, purchases certain broadband equipment from us to support the sale of the Hughes service.

In addition, DISH Network has no obligations to continue to purchase our products and only certain obligations to continue to purchase certain of our services.

Therefore, our relationship with DISH Network could be terminated or substantially curtailed with little or no advance notice.

DISH Network is involved in several legal proceedings relating to products, components and services purchased from us.

In addition, because a significant portion of our revenue is derived from DISH Network, our success also depends to a significant degree on the continued success of DISH Network in attracting new subscribers and marketing programming packages and other services and features to subscribers that will result in the purchase of new digital set-top boxes, and in particular, new digital set-top boxes at the high-end of our product range that incorporate high-definition, multiple tuners, and other advanced technology.

In addition, the timing of orders for digital set-top boxes from DISH Network could vary significantly depending on equipment promotions offered to its subscribers, changes in technology, and its use of remanufactured digital set-top boxes, which may cause our revenue to vary significantly quarter over quarter and could expose us to the risks of inventory shortages or excess inventory.

These inventory risks are particularly acute during product end-of-life transitions in which a new generation of digital set-top boxes is being deployed and inventory of older generation digital set-top boxes is at a higher risk of obsolescence.

This in turn could cause our operating results to fluctuate significantly.

There are a relatively small number of potential new customers for our digital set-top boxes and digital broadcast operations, and we expect this customer concentration to continue for the foreseeable future.

Furthermore, because of the maturing and competitive nature of the digital set-top box business, the limited number of potential new customers, and the short-term nature of our purchase orders with DISH Network, we have experienced, and could in the future continue to experience, downward pricing pressure on our digital set-top boxes sold to DISH Network, which in turn would adversely affect our gross margins and profitability.

We have identified a number of strategic initiatives that we intend to pursue which are discussed in more detail in Item 1.

— Business of this Annual Report on Form 10-K.

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| • | The digital set-top box market is intensely competitive, and market leadership changes frequently as a result of new products, designs, pricing and regulations. We currently face competition from well-established companies, from new, rapidly growing companies, and from digital video providers who have developed their own digital set-top boxes, and in the future we may face competition from new and existing companies that do not currently compete in the market for set-top boxes. If we do not distinguish our products, particularly our retail products, through distinctive, technologically advanced features and design, as well as build and strengthen our brand recognition, our business could be harmed as we may not be able to effectively compete on price alone against new low cost market entrants. Increased pricing pressure may also make it particularly difficult for us to make profitable sales in international markets where new competitors are present and in which we have not previously made sales of set-top boxes. In addition, it can be difficult to acquire additional market share in the digital set-top box market because gaining additional market share would require displacing well-established companies who have had long-term contracts with major cable operators in the U.S., which results in relatively high costs for cable operators to change set-top box providers making it more difficult for us to displace potential customers from their current relationships with our competitors. Any of these competitive threats, alone or in combination with others, could significantly harm our business, operating results and financial condition if the Share Exchange is not consummated. |

The average selling price and gross margins of our digital set-top boxes have been decreasing and may decrease even further, which could negatively impact our financial position and results of operations.

The average selling price and gross margins of our digital set-top boxes have been decreasing and may decrease even further if the Share Exchange is not consummated due to, among other things, an increase in the sales of lower-priced digital set-top boxes to DISH Network, increased competitive pricing pressure and production costs.

Furthermore, our ability to increase the average selling prices of our digital set-top boxes is limited and our average selling price may decrease even further in response to competitive pricing pressures, new product introductions by us or our competitors, lack of demand for our new product introductions or other factors.

If we are unable to increase or at least maintain the average selling prices of our digital set-top boxes, or if such selling prices further decline, and we are unable to respond in a timely manner by developing and introducing new products and continually reducing our product costs, our revenue and gross margin may be negatively affected, which will harm our financial position and results of operations if the Share Exchange is not consummated.

If significant numbers of television viewers are unwilling to pay for pay-TV services that utilize digital set-top boxes, we may not be able to sustain our current revenue level if the Share Exchange is not consummated.

We are substantially dependent upon the ability of our customers to promote the delivery of pay-TV services, including, among others, premium programming packages and services that utilize technology incorporated into our digital set-top boxes, such as HD technology and IPTV, to generate future revenue.

Our customers face emerging competition from other providers of digital media and potential government action preventing them from using security systems in connection with set-top boxes.

In particular, programming offered over the internet has become more prevalent as the speed and quality of broadband networks have improved.

Our customers may be unsuccessful in promoting value-added services or may promote alternative packages, such as free programming packages, in lieu of promoting packages that utilize our high-end digital set-top box offerings.

If our customers are unable to develop and effectively market compelling reasons for their subscribers to continue to purchase their pay-TV services that utilize our more advanced digital set-top boxes, it will be difficult for us to sustain our historical revenue.

Furthermore, as technologies develop, other means of delivering information and entertainment to television viewers have evolved and contributed to, and will likely continue to evolve and contribute to, increasing consumer demand for online platforms that provide for the distribution and viewing of movies, television and other video programming that competes with our customers’ pay-TV services.

To the extent that these online platforms and other new technologies compete successfully against our customers for viewers, the ability of our existing customer base to attract and retain subscribers may be adversely affected.

As a result, demand for our satellite television digital set-top boxes could decline, and we may not be able to sustain our current revenue levels.

We have available satellite capacity in our ESS segment.

Alternatively, we may not have sufficient satellite capacity to meet demand.

We have satellite capacity commitments, generally for two to five year terms, with third parties to cover different geographical areas or support different applications and features; therefore, we may not be able to quickly or easily adjust our capacity to changes in demand.

At present, until the launch and operation of additional satellites, there is limited availability of capacity on the frequencies we use in North America, including within our own fleet of satellites.

d by offshore call centers.

A decline in levels of service or attention to the needs of our customers could adversely affect our reputation, renewal rates and ability to win new business.

Over the last 10 years, we have sold products in over 100 countries.

| • | Compliance with applicable export control laws and regulations in the U.S. and other countries . We must comply with all applicable export control and trade sanctions laws and regulations of the U.S. and other countries. U.S. laws and regulations applicable to us include the Arms Export Control Act, ITAR, EAR and the trade sanctions laws and regulations administered by OFAC. The export of certain hardware, technical data and services |

relating to satellites is regulated by BIS under EAR.

Other items are controlled for export by the DDTC under ITAR.

We cannot provide equipment or services to certain countries subject to U.S. trade sanctions unless we first obtain the necessary authorizations from OFAC.

The increase in cash inflows was primarily attributable to a decrease in cash outflows of $20.1 million resulting from timing differences in operating assets and liabilities and higher net income of $6.8 million adjusted to exclude: (i) “Depreciation and amortization;” (ii) [removed: “Impairment of long-lived assets;” (iii) “Loss from partial redemption of debt;” (iv)] “Equity in earnings [added: (losses)] of unconsolidated affiliates, net;” [removed: (v)] [added: (iii)] “Losses (gains) and impairment on marketable investment securities, net;” [removed: (vi)] [added: (iv) “Loss from partial redemption of debt;” (v)] “Stock-based compensation;” [removed: (vii)] [added: (vi)] “Deferred tax [removed: provision;” and] [added: provision (benefit);” (vii)] “Other, [removed: net.”][added: net;” and to include (viii) “Dividends received from unconsolidated entities;” and (ix) “Proceeds from sale of trading securities.”]

Net cash inflows from operating activities for the year ended December 31, [removed: 2015] [added: 2017] decreased by [removed: $63.7] [added: $76.5] million compared to the same period in [removed: 2014.][added: 2016.]

The decrease [added: in cash inflows] was primarily attributable to a [removed: decrease of $98.8 million resulting from timing differences in operating assets and liabilities, partially offset by higher] [added: lower] net income of [removed: $35.1] [added: $184.5] million adjusted to exclude: (i) “Depreciation and amortization;” (ii) “Impairment of long-lived assets;” (iii) [removed: “Loss from partial redemption of debt;” (iv)] “Equity in earnings [added: (losses)] of unconsolidated affiliates, net;” [removed: (v)] [added: (iv)] “Losses (gains) and impairment on marketable investment securities, net;” [removed: (vi)] [added: (v)] “Stock-based compensation;” [removed: (vii)] [added: (vi)] “Deferred tax [removed: provision;”] [added: provision (benefit);” (vii) “Other, net;”] and [removed: (viii)“Other, net.”][added: to include (viii) “Dividends received from unconsolidated entities;” and (ix) “Proceeds from sale of trading securities.” The decrease in cash inflows was partially offset by an increase in cash outflows of $108.0 million resulting from timing differences in operating assets and liabilities.]

[removed: For the years ended December 31, 2016, 2015 and 2014,] [added: 2015,] we reported net cash outflows from investing activities of [removed: $632.3] [added: $868.0] million, [removed: $275.3] [added: $632.3] million and [removed: $887.6] [added: $275.3] million, respectively.

Net cash outflows from investing activities for the year ended December 31, [removed: 2015 decreased] [added: 2017 increased] by [removed: $612.3] [added: $235.7] million compared to the same period in [removed: 2014.][added: 2016.]

For the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] we reported net cash inflows from financing activities of [removed: $1.48 billion,] [added: $0.1 million,] net cash [removed: outflows] [added: inflows] from financing activities of [removed: $120.3 million,] [added: $1.48 billion,] net cash outflows from financing activities of [removed: $35.1] [added: $120.3] million, respectively.

The increase in cash inflows was primarily due to the proceeds of $1.5 billion from the issuance of the 2026 Notes in the third quarter of 2016, the partial redemption of the 2019 Senior Secured Notes of $110.0 million and related premium of $3.3 million in the second quarter of 2015, a decrease of $7.7 million in capital lease obligation payments relating to the expiration of the capital lease for the AMC-16 satellite, effective February 2015, partially offset by a decrease of $11.3 million in net proceeds from Class A common stock options exercised and stock issued under our stock incentive plans and employee stock purchase plan, payments of debt issuance costs of $7.1 [removed: million,] [added: million in 2016,] and a decrease of $3.1 million in excess tax benefits recognized on the exercise of stock options.

Net cash [removed: outflows] [added: inflows] from financing activities [removed: increased] [added: decreased] by [removed: $85.2 million] [added: $1.48 billion] for the year ended December 31, [removed: 2015] [added: 2017] compared to the same period in [removed: 2014.][added: 2016.]

The following table summarizes our contractual obligations at December 31, [removed: 2016:][added: 2017:]

| | | Total | | | | [removed: 2017 | | | |] 2018 | | | | 2019 | | | | 2020 | | | | 2021 | | | | [added: 2022 | | | |] Thereafter | | |

| Long-term debt | | $ | 3,390,000 | | | $ | — | | | $ | [removed: —] [added: 990,000] | | | $ | [removed: 990,000] [added: —] | | | $ | [removed: —] [added: 900,000] | | | $ | [removed: 900,000] [added: —] | | | $ | 1,500,000 | |

“Satellite-related obligations” primarily include payments pursuant to agreements for the construction of the EchoStar [removed: XIX, EchoStar XXI, EchoStar XXIII, and EchoStar 105/SES-11 satellites;] [added: XXIV satellite;] payments pursuant to launch services contracts and regulatory authorizations; executory costs for our capital lease satellites; costs under satellite service agreements; and in-orbit incentives relating to certain satellites; as well as commitments for long-term satellite operating leases and satellite service arrangements.

As of December 31, [removed: 2016,] [added: 2017,] we had [removed: $32.9] [added: $31.1] million of letters of credit and insurance bonds.

Of this amount, [removed: $12.0] [added: $10.2] million was secured by restricted cash, [removed: $1.4] [added: $0.8] million was related to insurance bonds, and [removed: $19.5] [added: $20.1] million was issued under credit arrangements available to our foreign subsidiaries.

As of December 31, [removed: 2016,] [added: 2017,] we had foreign currency forward contracts with a notional value of [removed: $3.0] [added: $4.7] million in place to partially mitigate foreign currency exchange risk.

Based on economic analysis of the current insurance market we [removed: have elected to obtain,] [added: obtained launch plus one year in-orbit insurance,] subject to certain [removed: limitations on coverage, launch and in-orbit insurance] [added: limitations,] for [removed: our] [added: the] EchoStar XIX, EchoStar XXI and EchoStar XXIII [removed: satellites and our interest in the EchoStar 105/SES-11 satellite.][added: satellites.]

[removed: All] [added: Our] other satellites, either in orbit or under construction, are not covered by launch or in-orbit insurance.

As of December 31, [removed: 2016,] [added: 2017,] our total indebtedness was [removed: $3.66] [added: $3.63] billion, of which [removed: $302.0] [added: $269.7] million related to capital lease obligations.

For a discussion of the terms of our indebtedness, see Note 11 in the notes to consolidated financial statements in Item 15 of this [removed: report Our liquidity requirements will be significant, primarily due to our debt service requirements.][added: report.]

In addition, our future capital expenditures are likely to increase if we make acquisitions or additional investments in infrastructure or joint ventures [removed: necessary] to support and expand our business, or if we decide to purchase [added: or build] one or more additional satellites.

Pursuant to a stock repurchase program approved by our board of directors, we are authorized to repurchase up to $500.0 million of our outstanding shares of Class A common stock through December 31, [removed: 2017.][added: 2018.]

[removed: For] [added: During] the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] we did not repurchase any common stock under this program.

Our marketable investment securities ordinarily are accounted for as [removed: available-for-sale;] [added: available for sale;] accordingly, we report those securities at fair value on a recurring basis and generally recognize unrealized gains and losses in other comprehensive income (loss).

Estimated losses on long-lived assets to be disposed of by sale may be determined in a similar manner, except that [added: fair value estimates are reduced for estimated selling costs.]

[removed: Step one compares] [added: The goodwill impairment test involves a comparison of] the fair value of a reporting unit with its carrying amount, including goodwill.

We may bypass the [removed: two-step] quantitative impairment test when we determine based on a qualitative assessment that it is more likely than not that the fair value of a reporting unit exceeds its [removed: carrying amount including goodwill.]

As of December 31, [removed: 2016,] [added: 2017,] our goodwill consisted [removed: primarily] of goodwill assigned to reporting units of the Hughes segment.

Based on our qualitative assessment of impairment of the goodwill assigned to the Hughes segment in the second quarter of each of [removed: 2016] [added: 2017] and [removed: 2015,] [added: 2016,] we determined that no further testing of goodwill for impairment was necessary as it was more likely than not that the fair values of the Hughes segment reporting units exceeded their corresponding carrying amounts.

Depending on our assessment of future events and changes in circumstances, we may be required to perform the [removed: two-step] quantitative impairment test in the future.

“Services and other revenue — DISH Network” primarily includes revenue associated with satellite and transponder services, [removed: satellite uplinking/downlinking, signal processing, conditional access management,] telemetry, tracking and control, [removed: development of web-based applications for set-top boxes,] professional services, facilities rental revenue and other services provided to DISH Network.

“Equipment revenue — DISH Network” primarily includes sales of [removed: digital set-top boxes and related components, including Slingbox products and related hardware products, and sales of] satellite broadband equipment and related equipment, [removed: primarily] related to the Hughes service, to DISH Network.

“Equipment revenue — other” primarily includes [removed: sales of digital set-top boxes and related components to Bell TV, Dish Mexico and other domestic and international customers, including sales of Slingbox products and related hardware products, and sales of] broadband equipment and networks [added: sold] to customers in our enterprise and consumer markets.

“Cost of sales — services and other” also includes the costs associated with satellite and transponder services, [removed: satellite uplinking/downlinking, signal processing, conditional access management,] telemetry, tracking and control, [removed: product support and development of applications for set-top boxes,] professional services, facilities rental costs, and other services provided to our customers, including DISH Network.

“Cost of sales — equipment” [removed: also includes] [added: consists primarily of] the cost of broadband equipment and networks sold to customers in our enterprise and consumer markets, and to DISH Network.

Gains [removed: (losses)] and impairment on [removed: marketable investment securities,] [added: investments,] net.

“Gains [removed: (losses)] and impairment on [removed: marketable investment securities,] [added: investments,] net” primarily includes gains, net of any losses, on the sale or exchange of [removed: investments and] [added: investments,] other-than-temporary impairment on certain of our marketable investment [added: securities and unrealized gains on our trading] securities.

“Equity in earnings [added: (losses)] of unconsolidated affiliates, net” includes earnings or losses from our investments accounted for [removed: under] [added: using] the equity method.

“Other, net” primarily includes foreign exchange gains and losses, dividends received from our marketable investment securities, and other non-operating income or expense items that are not appropriately classified elsewhere in our consolidated statements of [removed: operations and comprehensive income (loss).][added: operations.]

[removed: Earnings before interest, taxes, depreciation and amortization (“EBITDA”).] EBITDA is defined as “Net income” excluding “Interest expense, net of amounts capitalized,” “Interest income,” “Income tax [removed: provision,] [added: benefit (provision),] net,” and “Depreciation and amortization.” EBITDA is not a measure determined in accordance with GAAP.

to an increase in expenses relating to certain lease agreements pursuant to which DISH Network leases certain real estate to us.

Cost of sales — equipment. “Cost of sales — equipment” totaled $212.2 million for the year ended December 31, 2017, an increase of $8.2 million, or 4.0%, compared to the same period in 2016 primarily from our Hughes segment.

The increase was primarily attributable to an increase of $26.2 million in equipment costs related to the increase in sales to our domestic consumer and enterprise customers.

The increase was partially offset by a decrease of $18.2 million in equipment costs related to the decrease in sales to dishNET, international enterprise customers and our mobile satellite systems customers.

“Selling, general and administrative expenses” totaled $366.0 million for the year ended December 31, 2017, an increase of $41.0 million, or 12.6%, compared to the same period in 2016.

The increase was primarily related to an increase of $51.1 million in marketing and promotional costs primarily attributable to our domestic and international consumer broadband sales in our Hughes segment and an increase of $2.5 million in litigation expense in 2017, partially offset by a decrease of $12.7 million in general and administrative expenses.

Depreciation and amortization.

“Depreciation and amortization” expenses totaled $522.2 million for the year ended December 31, 2017, an increase of $89.3 million, or 20.6%, compared to the same period in 2016.

The increase was primarily related to (i) an increase of $50.5 million in depreciation expense of the EUTELSAT 65 West A satellite placed into service in 2016 and the EchoStar XIX, EchoStar XXIII, EchoStar XXI and EchoStar 105/SES-11 satellites that were placed into service in 2017, (ii) an increase of $32.0 million in depreciation expense relating to domestic and international customer rental equipment, (iii) an increase of $17.3 million in depreciation expense relating to machinery and equipment, and (iv) an increase of $9.8 million in amortization expense relating to the development of externally marketed software.

The increase was partially offset by a decrease of $13.0 million in amortization expense from certain fully amortized other intangible assets in our Hughes segment and Corporate and Other and a decrease of $3.2 million in depreciation expense relating to the fully depreciated EchoStar VII satellite as of April 2017.

“Impairment of long-lived assets” totaled $10.8 million for the year ended December 31, 2017, an increase of $10.8 million, compared to the same period in 2016.

The increase was primarily attributable to an impairment loss of $6.0 million relating to our regulatory authorizations with indefinite lives from our ESS segment and a loss of $4.8 million due to impairment of certain projects in construction in progress from Corporate & Other.

“Interest income” totaled $44.6 million for the year ended December 31, 2017, an increase of $23.4 million, compared to the same period in 2016.

The increase was primarily attributable to the increase in our marketable investments and an increase in yield percentage in 2017 when compared to 2016.

“Interest expense, net of amounts capitalized” totaled $217.2 million for the year ended December 31, 2017, an increase of $93.8 million or 75.9%, compared to the same period in 2016.

The increase was primarily due to an increase of $51.0 million in interest expense relating to the issuance of 5.250% Senior Secured Notes due August 1, 2026 (the “2026 Senior Secured Notes”) and 6.625% Senior Unsecured Notes due August 1, 2026 (the “2026 Senior Unsecured Notes” and together with the 2026 Senior Secured Notes, the “2026 Notes”) in the third quarter of 2016 and a decrease of $42.4 million in capitalized interest relating to the EchoStar XIX and EchoStar XXIII satellites that were placed into service in the first and second quarters of 2017, respectively, and the EchoStar XXI and EchoStar 105/SES-11 satellites that were placed into service in the fourth quarter of 2017.

Gains and impairment on investments, net. “Gains and impairment on investments, net” totaled $53.5 million in gains for the year ended December 31, 2017, an increase of $43.7 million compared to the same period in 2016.

The increase was primarily due to an increase of $40.9 million in gains on our trading securities in 2017, a gain of $8.9 million from the sale of one of our unconsolidated entities to an entity owned in part by DISH Network in the first quarter of 2017, partially offset by an other than temporary impairment loss of $3.3 million on certain strategic equity securities in our marketable investment securities in 2017 and a decrease of $2.8 million in realized gains on our securities classified as available-for-sale in 2017.

Equity in earnings (losses) of unconsolidated affiliates, net.

“Equity in earnings (losses) of unconsolidated affiliates, net” totaled $17.0 million for the year ended December 31, 2017, an increase of $6.2 million, or 57.1%, compared to the same period in 2016.

The increase was primarily related to an increase in earnings from our investment in Dish Mexico, partially offset by a decrease in earnings from our investment in Deluxe/EchoStar LLC.

“Other, net” totaled $6.6 million in income for the year ended December 31, 2017, an increase of $4.5 million compared to the same period in 2016.

The increase was primarily related to dividends of $6.1 million received from certain strategic equity investments in 2017, $3.2 million in a protective put associated with our trading securities in 2016, and a favorable foreign exchange impact of $1.7 million in 2017 compared to the same period in 2016, partially offset by a $6.8 million for a provision recorded in the first half of 2015 in connection with Federal Communications Commission (“FCC”) regulatory fees, which was reversed in the first quarter of 2016.

Income tax benefit (provision), net.

Income tax benefit was $284.3 million for the year ended December 31, 2017 compared to an income tax expense of $80.3 million for the year ended December 31, 2016.

Our effective income tax rate was (282.3)% and 37.0% for the year ended December 31, 2017 and 2016, respectively.

The effective tax rate for the year ended December 31, 2017 was significantly impacted by the Tax Cuts and Jobs Act of 2017 enacted in December 2017 (the “2017 Tax Act”).

The 2017 Tax Act made broad and complex changes to the U.S. tax code including (i) reduction of the U.S. federal corporate income tax rate to 21% effective for years beginning after December 31, 2017, and (ii) requiring a one-time deemed repatriation tax on certain un-repatriated earnings of foreign subsidiaries that is payable over eight years.

We have provisionally recorded a deferred tax benefit of $303.5 million to reflect re-measurement of our deferred tax assets and liabilities at the new rate.

We have provisionally estimated that we will have a $0.2 million liability resulting from the one-time deemed repatriation tax.

We are continuing to gather additional information related to the repatriation tax in order to determine the final impact.

See Note 12 of the notes to consolidated financial statements included in Item 15 of this report for further information.

Further variations in our current year effective tax rate from the U.S. federal statutory rate for the year ended December 31, 2017 were primarily due to the recognition of a one-time tax benefit for the revaluation of our deferred tax assets and liabilities due to a change in our state effective tax rate as a result of the Share Exchange, the decrease in our valuation allowance associated with unrealized gains that are capital in nature, and change in the amount of unrecognized tax benefit from uncertain tax positions.

The tax benefit recognized from the change in our effective tax rate was partially offset by the increase in our valuation allowance associated with certain state and foreign losses.

The variations in our effective tax rate from the U.S. federal statutory rate for the year ended December 31, 2016 were state income taxes and various permanent differences, partially offset by research and experimentation credits.

Net income attributable to EchoStar.

“Net income attributable to EchoStar” was $392.6 million for the year ended December 31, 2017, an increase of $212.6 million, compared to the same period in 2016.

The increase was primarily due to (i) an increase of $364.5 million in income tax benefits, (ii) an increase of $43.7 million in gains on investments, net of losses and impairments, (iii) an increase of $23.4 million in interest income, (iv) an increase of $6.2 million in equity in earnings of unconsolidated affiliates, net, and (v) an increase of $4.5 million in other income.

The increase was partially offset by (i) a decrease of $99.9 million in operating income, including depreciation and amortization, (ii) an increase of $93.8 million in interest expense, and (iii) a decrease of $35.8 million in income from discontinued operations in 2017.

Earnings before interest, taxes, depreciation and amortization (“EBITDA”).

The decrease in cash outflows primarily related to a decrease of $691.0 million in purchases of marketable investment securities, net of sales and maturities, a cash receipt of $105.8 million refund relating to the cancellation of an existing launch services agreement and capital contributions of $18.6 million to certain investees in 2014, partially offset by an increase in cash outflows primarily related to a $129.2 million increase in capital expenditures in 2015 when compared to the same period in 2014, a $64.7 million investment in WorldVu and SmarDTV in the second quarter of 2015, and the acquisition of a regulatory authorization in the first quarter of 2015 of $3.4 million.

The increase in cash outflows was primarily due to the partial redemption of the 2019 Senior Secured Notes of $110.0 million and related premium of $3.3 million in the second quarter of 2015, and proceeds of $11.4 million, net of offering costs of $3.9 million from the issuance of our preferred tracking stock received in 2014, partially offset by a decrease of $22.7 million in capital lease obligation payments relating to the expiration of the capital lease for the AMC-16

satellite, effective February 2015, and an increase of $11.2 million in excess tax benefits recognized on the exercise of stock options.

| Capital lease obligations | | 302,007 | | | | 37,307 | | | | 36,927 | | | | 40,370 | | | | 44,733 | | | | 46,131 | | | | 96,539 | | |

| Interest on long-term debt and capital lease obligations | | 1,487,583 | | | | 252,999 | | | | 248,428 | | | | 212,318 | | | | 175,799 | | | | 136,673 | | | | 461,366 | | |

| Satellite-related obligations | | 732,004 | | | | 220,421 | | | | 135,987 | | | | 63,499 | | | | 60,479 | | | | 45,308 | | | | 206,310 | | |

| Operating lease obligations | | 87,558 | | | | 34,974 | | | | 14,920 | | | | 11,484 | | | | 8,425 | | | | 7,385 | | | | 10,370 | | |

| Purchase and other obligations | | 105,923 | | | | 105,923 | | | | — | | | | — | | | | — | | | | — | | | | — | | |

| Total | | $ | 6,105,075 | | | $ | 651,624 | | | $ | 436,262 | | | $ | 1,317,671 | | | $ | 289,436 | | | $ | 1,135,497 | | | $ | 2,274,585 | |

Our “Purchase and other obligations” primarily consists of binding purchase orders for digital set-top boxes and related components.

Our purchase obligations can fluctuate significantly from period to period due to, among other things, management’s control of inventory levels, and can materially impact our future operating asset and liability balances, and our future working capital requirements.

We currently depend on DISH Network for a substantial portion of our revenue and our cash flow from operations.

If the Share Exchange is not consummated, to the extent that DISH Network’s gross new subscriber activations decrease or DISH Network experiences a net loss of subscribers, sales of our digital set-top boxes and related components to DISH Network may continue to decline, which in turn could have a material adverse effect on our financial position and results of operations.

If the Share Exchange is consummated, we expect to no longer generate cash flow from our EchoStar Technologies segment.

fair value estimates are reduced for estimated selling costs.

There are two steps to the goodwill impairment test.

If the reporting unit’s carrying amount exceeds its estimated fair value, it is necessary to perform the second step of the impairment test, which compares the implied fair value of reporting unit goodwill with the carrying amount of such goodwill to determine the amount of impairment loss.

For our EchoStar Technologies segment, we are affected by seasonality to the extent it impacts our customers as a result of their sales and promotion activities, which can vary from year to year.

Although the seasonal impacts have not been significant, historically, the first half of the year generally produces fewer new subscribers for the pay-TV industry than the second half of the year.

However, we cannot provide assurance that this trend will continue in the future.

“Cost of sales — equipment” principally includes costs associated with digital set-top boxes and related components sold to DISH Network, Bell TV, Dish Mexico and other domestic and international customers, including costs associated with Slingbox products and related hardware products.

Loss from partial redemption of debt. “Loss from partial redemption of debt” primarily includes the loss from the partial redemption of the 2019 Senior Secured Notes representing the redemption premium that the Company paid to the holders of its 2019 Senior Secured Notes and the write-off of related unamortized debt issuance costs.

As of December 31, [removed: 2016,] [added: 2017,] our cash, cash equivalents and current marketable investment securities had a fair value of [removed: $3.09] [added: $3.25] billion.

Of this amount, a total of [removed: $3.00] [added: $3.11] billion was invested in: (a) cash; (b) commercial paper and corporate notes with an overall average maturity of less than one year and rated in one of the four highest rating categories by at least two nationally recognized statistical rating organizations; (c) debt instruments of the U.S. government and its agencies; and/or (d) instruments with similar risk, duration and credit quality characteristics to the commercial paper and corporate obligations described above.

Based on our current non-strategic investment portfolio of [removed: $3.00] [added: $3.11] billion as of December 31, [removed: 2016,] [added: 2017,] a hypothetical 10% change in average interest rates during [removed: 2016] [added: 2017] would not have [added: had] a material impact on the fair value of our cash, cash equivalents and debt securities portfolio due to the limited duration of our investments.

Our cash, cash equivalents and current marketable debt securities had an average annual rate of return for the year ended December 31, [removed: 2016] [added: 2017] of [removed: 1.0%.][added: 1.3%.]

A hypothetical 10% decrease in average interest rates during [removed: 2016] [added: 2017] would have resulted in a decrease of approximately [removed: $2.0] [added: $3.9] million in annual interest income.

As of December 31, [removed: 2016,] [added: 2017,] we held current strategic investments in the publicly traded common stock of several companies with a fair value of [removed: $94.8] [added: $133.7] million.

A hypothetical 10% adverse change in the market price of our public strategic equity investments would [removed: result] [added: have resulted] in a decrease of approximately [removed: $9.5] [added: $13.4] million in the fair value of these investments.

As of December 31, [removed: 2016,] [added: 2017,] we had [removed: $197.2] [added: $161.4] million of noncurrent equity instruments that we hold for strategic business purposes and account for under the cost or equity methods of accounting.

A hypothetical adverse change equal to 10% of the carrying amount of these equity instruments would [removed: result] [added: have resulted] in a decrease of approximately [removed: $19.7] [added: $16.1] million in the value of these investments.

[removed: Because private markets are] not as liquid as public markets, there is also increased risk that we will not be able to sell these investments, or that when we desire to sell them we will not be able to obtain fair value for them.

As of December 31, [removed: 2016,] [added: 2017,] we had [removed: $6.5] [added: $16.8] million of net foreign currency denominated receivables and payables outstanding, and foreign currency forward contracts with a notional value of [removed: $3.0] [added: $4.7] million in place to partially mitigate foreign currency exchange risk.

The estimated fair values of the foreign exchange contracts were not material as of December 31, [removed: 2016.][added: 2017.]

The impact of a hypothetical 10% adverse change in exchange rates on the carrying amount of the net assets and liabilities of our foreign subsidiaries would [removed: be] [added: have been] an estimated loss to the cumulative translation adjustment of [removed: $36.6] [added: $26.3] million as of December 31, [removed: 2016.][added: 2017.]

Because private markets are

Restricted cash and marketable investment securities and investments in unconsolidated entities

Restricted cash and marketable investment securities

As of December 31, 2016, we had $12.9 million of restricted cash and marketable investment securities invested in: (a) cash; (b) debt instruments of the U.S. government and its agencies; (c) commercial paper and corporate notes with an overall average maturity of less than one year and rated in one of the four highest rating categories by at least two nationally recognized statistical rating organizations; (d) mutual funds; and (e) instruments with similar risk, duration and credit quality characteristics to the commercial paper described above.

Based on our investment portfolio as of December 31, 2016, a hypothetical 10% increase in average interest rates would not have a material impact on the fair value of our restricted cash and marketable investment securities.

We are a global provider of satellite service operations, video delivery solutions, [removed: digital set-top boxes,] broadband satellite technologies and broadband [added: internet] services for home and small office customers.

We [added: also] deliver innovative network technologies, managed services, and various communications solutions for [added: aeronautical,] enterprise and government customers.

We currently operate in the following [removed: three] [added: two] business segments:

| • | Hughes — which provides broadband satellite technologies and broadband [added: internet] services to [added: domestic and international] home and small office customers and [added: broadband] network technologies, managed [added: services, equipment, hardware, satellite] services and communication solutions to domestic and international consumers and [added: aeronautical,] enterprise and government customers. The Hughes segment also [removed: provides managed services, hardware, and satellite services to large enterprises and government customers, and] designs, provides and installs gateway and terminal equipment to customers for other satellite systems. In addition, our Hughes segment provides satellite ground segment systems and terminals to mobile system operators. |

| • | EchoStar Satellite Services (“ESS”) — which uses certain of our owned and leased in-orbit satellites and related licenses to provide satellite service operations and video delivery solutions on a full-time and occasional-use basis primarily to DISH [removed: Network,] [added: Network Corporation and its subsidiaries (“DISH Network”),] Dish Mexico, [added: S. de R.L. de C.V., a joint venture we entered into in 2008 (“Dish Mexico”),] United States (“U.S.”) government service providers, internet service providers, broadcast news organizations, programmers, and private enterprise customers. [removed: We] [added: ESS] also [removed: manage] [added: manages] satellite operations for [removed: several] [added: certain] satellites owned by [removed: third parties.] [added: DISH Network.] |

Our operations also include [removed: real estate] [added: various corporate departments (primarily Executive, Strategic Development, Human Resources, IT, Finance, Real Estate] and [added: Legal) as well as] other activities that have not been assigned to our operating segments, including costs incurred in certain satellite development programs and other business development activities, [removed: expenses of various corporate departments, and] our centralized treasury operations, [removed: including income from our investment portfolio] and [removed: interest expense on] [added: gains (losses) from certain of] our [removed: debt.][added: investments.]

[removed: In addition, a] [added: A] substantial majority of the voting power of the shares of [added: each of] EchoStar [added: Corporation] and DISH Network [added: Corporation (“DISH”)] is owned beneficially by Charles W.

The Tracking Stock [removed: tracks] [added: tracked] the economic performance of the residential retail satellite broadband business of our Hughes segment, including certain operations, assets and liabilities attributed to such business (collectively, the “Hughes Retail Group” or “HRG”), and [removed: represents in the aggregate] [added: represented] an [added: aggregate] 80.0% economic interest in [removed: the] [added: HRG (the] Hughes Retail [removed: Group (the EchoStar] [added: Preferred] Tracking Stock [removed: representing] [added: issued by EchoStar Corporation (the “EchoStar Tracking Stock”) represented] a 51.89% [added: economic interest in HRG] and the [removed: HSS] [added: Hughes Retail Preferred] Tracking Stock [removed: representing] [added: issued by HSS (the “HSS Tracking Stock”, together with the EchoStar Tracking Stock, the “Tracking Stock”) represented] a 28.11% economic interest in [removed: the Hughes Retail Group, respectively).][added: HRG).]

Following [removed: the closing] [added: consummation] of the Share Exchange, [added: we no longer operate] the [added: EchoStar Technologies businesses, the] Tracking Stock [removed: will be] [added: was] retired and [added: is no longer outstanding and] all agreements, arrangements and policy statements with respect [removed: to, and terms of,] [added: to] the Tracking Stock [removed: will terminate] [added: terminated] and [removed: be] [added: are] of no further effect.

[removed: For more information regarding the Tracking Stock, see] [added: See] Note [removed: 4] [added: 3] in the notes to consolidated financial statements in Item 15 of this [removed: report.][added: report for further discussion of our discontinued operations.]

Capitalize on [added: domestic and international] demand for broadband services.

We intend to capitalize on the [removed: global] [added: domestic and international] demand for satellite-delivered broadband [added: internet] services and enterprise solutions by utilizing, among other things, our industry expertise, technology leadership, increased satellite capacity, access to spectrum resources, and high-quality, reliable service to drive growth in consumer subscribers and enterprise customers.

Expand satellite capacity and related infrastructure. [removed: With the launch in December 2016 of the EchoStar XIX satellite and the expected start of service on the satellite late in the first quarter of] [added: During] 2017, we [removed: expect to] significantly [removed: increase] [added: increased] our satellite capacity in North [removed: America, Mexico] [added: America] and certain [removed: Latin] [added: Central and South] American countries and [removed: to add] [added: added] capability for aeronautical, enterprise and international broadband [added: internet] services.

We expect that our expertise in the identification, acquisition and development of satellite spectrum and orbital rights and satellite operations, together with our increased satellite capacity and existing, acquired or developed infrastructure, will provide opportunities to enter new international [removed: markets.][added: markets and enhance our services to our existing customers.]

We [removed: also] believe market opportunities exist that will facilitate the acquisition or leasing of additional satellite capacity which will enable us to provide services to a broader customer base, including providers of pay-TV services, satellite-delivered broadband, corporate communications, and government services.

Continue development of S-band and other hybrid spectrum resources. [removed: We] [added: Commercial service has been available to customers on our EchoStar XXI satellite since the fourth quarter of 2017, and we] believe we remain in a unique position to deploy a European wide mobile satellite service (“MSS”)/complementary ground component (“CGC”) network and maximize the long-term value of our S-band spectrum, in Europe and other regions within the scope of our licenses.

Our Hughes segment [removed: is a global provider of] [added: delivers] broadband [added: internet services and broadband] satellite technologies [added: to domestic] and [removed: broadband services for] [added: international] home and small office customers.

[removed: We deliver] [added: It also delivers broadband] network technologies, managed services, equipment, [added: hardware, satellite services] and communications solutions [removed: for] [added: to] domestic and international consumers and [added: aeronautical,] enterprise and government customers.

In addition, our Hughes segment provides [removed: and installs gateway and terminal equipment and provides] satellite ground segment systems and terminals [removed: for other satellite systems, including] [added: to] mobile system operators.

Our Hughes segment [removed: provides satellite] [added: is a global provider of] broadband [removed: internet access and] satellite technologies [added: and broadband internet services] to [removed: North American] [added: domestic and international] home and [added: small] office [removed: costumers, which we refer to as the consumer market,] [added: customers] and broadband network technologies, managed services, [removed: equipment] [added: equipment, hardware, satellite services] and communications solutions to domestic and international [added: consumers and aeronautical,] enterprise and government customers.

[removed: Our] [added: The] Hughes segment also [added: designs,] provides [removed: managed services, equipment] and [removed: communications solutions] [added: installs gateway and terminal equipment] to [removed: large enterprise] customers for [removed: mobile] [added: other] satellite systems.

Through [removed: the usage of] advanced [removed: spectrally efficient modulation] and [removed: coding methodologies,] proprietary [added: methodologies, technologies,] software [removed: web acceleration] and [removed: compression] techniques, we continue to improve the efficiency of our networks.

Our consumer revenue growth depends on our success in adding new [added: and retaining existing] subscribers [added: in our domestic] and [removed: driving higher average revenue per subscriber] [added: international markets] across our wholesale and retail channels.

The growth of our [removed: enterprise and equipment] [added: enterprise, including aeronautical,] businesses relies heavily on global economic conditions and the competitive landscape for pricing relative to competitors and alternative technologies.

Service costs related to ongoing support [removed: of] [added: for] our direct and indirect customers and partners are typically impacted most significantly by our growth.

Our Hughes segment currently uses [removed: its two owned satellites, the] [added: capacity from our three satellites (the] SPACEWAY 3 [removed: satellite and] [added: satellite,] the EchoStar XVII satellite, and [added: the EchoStar XIX satellite) and] additional satellite capacity acquired from multiple third-party [removed: providers,] [added: providers] to provide [removed: satellite broadband internet access and communications] services to our customers.

[removed: In] [added: Launched in] December 2016, [removed: we launched] our EchoStar XIX [removed: satellite,] [added: satellite is] a next-generation, high throughput geostationary [removed: satellite, which will provide significant capacity for continued subscriber growth.][added: satellite employing a multi-spot beam, bent pipe Ka-band architecture.]

The EchoStar XIX satellite [removed: employs a multi-spot beam, bent pipe Ka-band architecture and will provide additional] [added: provides] capacity for the Hughes broadband services to our customers in North [removed: America and added] [added: America,] capacity in [removed: Mexico and] certain [removed: Latin] [added: Central and South] American countries and [removed: is expected to add] capability for aeronautical, enterprise and international broadband services.

We continue [added: to expand] our efforts to grow our consumer satellite services business outside of the U.S. In April 2014, we entered into a satellite services agreement pursuant to which Eutelsat do Brasil provides us Ka-band capacity into Brazil on the EUTELSAT 65 West A satellite for a 15-year term.

Examples of our [removed: enterprise and] [added: enterprise,] government [added: and aeronautical] customers include lottery agencies, gas station [removed: operators] [added: operators, aircraft connectivity providers] and companies with multi-branch networks that rely on satellite or terrestrial networks for critical communication across wide geographies.

Developments toward the launch of next-generation satellite systems including low-earth orbit [removed: (“LEO”)] [added: (“LEO”), medium-earth orbit (“MEO”)] and geostationary systems could provide additional opportunities to drive the demand for our [removed: network equipment] [added: equipment, hardware, technology] and services.

In October 2012, we entered into a distribution agreement (the “Distribution Agreement”) with dishNET Satellite Broadband L.L.C. (“dishNET”), a wholly-owned subsidiary of DISH Network, pursuant to which dishNET [removed: has the right, but not the obligation, to market, sell] [added: marketed, sold] and [removed: distribute the] [added: distributed our] Hughes satellite internet service (the “Hughes service”) under the dishNET brand.

DISH Network accounted for [removed: 7.7%, 7.8%] [added: 5.6%, 7.7%] and [removed: 8.5%] [added: 7.8%] of our total Hughes segment revenue for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] respectively.

As of December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] our Hughes segment had approximately [removed: 1,036,000, 1,035,000] [added: 1,208,000, 1,036,000] and [removed: 977,000] [added: 1,035,000] broadband subscribers, respectively.

These broadband subscribers include customers that subscribe to our HughesNet broadband services [added: in the U.S. and South America] through retail, wholesale and small/medium enterprise service channels.

As of December 31, [removed: 2016] [added: 2017] and [removed: 2015,] [added: 2016,] our Hughes segment had approximately [removed: $1.52] [added: $1.62] billion and [removed: $1.44] [added: $1.52] billion, respectively, of contracted revenue backlog.

Of the total contracted revenue backlog as of December 31, [removed: 2016,] [added: 2017,] we expect to recognize approximately [removed: $436.5] [added: $424.7] million of revenue in [removed: 2017.][added: 2018.]

As a global provider of [removed: data] network [added: technologies,] products and services, our Hughes segment competes with a large number of telecommunications service [removed: providers.][added: providers, which puts pressure on prices and margins.]

To compete effectively, we emphasize our network quality, [removed: our] customization capability, [removed: our] offering of networks as a turnkey managed service, [removed: our] position as a single point of contact for products and services and [removed: our] competitive prices.

In our consumer [removed: market,] [added: markets,] we compete against traditional telecommunications and wireless carriers, other satellite internet providers, as well as digital subscriber line [removed: (“DSL”)] [added: (“DSL”), fiber] and cable internet service providers offering competitive services in many [removed: communities] [added: markets] we seek to serve.

These activities, costs and income are accounted for in “Corporate and Other.”

Prior to February 28, 2017, DISH Network held the Tracking Stock discussed below.

In February 2014, we entered into agreements with certain subsidiaries of DISH pursuant to which, effective March 1, 2014: (i) EchoStar and our subsidiary Hughes Satellite Systems Corporation (“HSS”) issued the Tracking Stock (as defined below) to subsidiaries of DISH in exchange for five satellites (EchoStar I, EchoStar VII, EchoStar X, EchoStar XI, and EchoStar XIV) (including the assumption of related in-orbit incentive obligations) and approximately $11.4 million in cash; and (ii) DISH and certain of its subsidiaries began receiving certain satellite services on these five satellites from us.

In addition to the remaining 20.0% economic interest in HRG, EchoStar retained all economic interest in the wholesale satellite broadband business and other businesses of EchoStar.

On January 31, 2017, we and certain of our subsidiaries entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with DISH and certain of its subsidiaries.

Pursuant to the Share Exchange Agreement, on February 28, 2017, among other things, we and certain of our subsidiaries received all of the shares of the Tracking Stock in exchange for 100% of the equity interests of certain EchoStar subsidiaries that held substantially all of our EchoStar Technologies businesses and

certain other assets (collectively, the “Share Exchange”).

Our former EchoStar Technologies businesses designed, developed and distributed secure end-to-end video technology solutions including digital set-top boxes and related products and technology, primarily for satellite TV service providers and telecommunication companies and provided digital broadcast operations, including satellite uplinking/downlinking, transmission services, signal processing, conditional access management, and other services.

As a result of the Share Exchange, the consolidated financial statements of the EchoStar Technologies businesses have been presented as discontinued operations and, as such, have been excluded from continuing operations and segment results for all periods presented.

As a result of the Share Exchange, in March 2017, we changed our overhead allocation methodology used in our segment disclosures to reflect how our chief operating decision maker evaluates our segments.

Historically, the costs of all corporate functions were included on an allocated basis in each of the business segments’ EBITDA.

Under the revised allocation methodology, these costs are now reported and analyzed as part of “Corporate and Other” (previously “All Other and Eliminations”).

Our prior period segment EBITDA disclosures have been restated to reflect this change.

We also intend to selectively explore opportunities to pursue investments, commercial alliances, partnerships, joint ventures, acquisitions and other strategic initiatives, domestically and internationally that we believe may allow us to increase our market share, expand into new markets, obtain new customers, broaden our portfolio of services, products and intellectual property and strengthen our relationships with our customers.

We also commenced the design and construction of a new, next-generation, high throughput geostationary satellite, with a planned 2021 launch, that is primarily intended to provide additional capacity for our HughesNet service in North, Central and South America as well as aeronautical and enterprise services.

We currently provide satellite broadband internet service in Brazil and Colombia and expect to launch similar services in other Central and South American countries in 2018.

Continue to selectively explore new domestic and international strategic initiatives.

For example, our current agreement with WorldVu Satellites Limited (“OneWeb”), a global low-earth orbit (“LEO”) satellite service company, enables us to provide certain equipment and services in connection with the ground network system for OneWeb’s LEO satellites.

We continue to focus our efforts on growing our consumer revenue by maximizing utilization of our existing satellites while planning for new satellites to be launched.

We expect the satellite to be launched in the second quarter of 2018 and to augment the capacity being provided by the EUTELSAT 65 West A and EchoStar XIX satellites in Central and South America.

We launched our consumer satellite broadband service in Colombia in the third quarter of 2017 and we expect to launch similar services in various other Central and South American countries in 2018.

In August 2017, we entered into a contract for the design and construction of a new, next-generation, high throughput geostationary satellite, with a planned 2021 launch, that is primarily intended to provide additional capacity for our HughesNet service in North, Central and South America as well as aeronautical and enterprise services.

Capital expenditures associated with the construction and launch of this satellite are included in “Corporate and Other” in our segment reporting.

In addition, our Hughes segment designs, provides and installs gateway and terminal equipment to

customers for other satellite systems and provides satellite ground segment systems and terminals for other satellite systems, including mobile system operators.

In March 2017, we entered into a master service agreement (the “MSA”) with DISH Network L.L.C. (“DNLLC”), a wholly-owned subsidiary of DISH pursuant to which DNLLC, among other things: (i) has the right, but not the obligation, to market, promote and solicit orders and upgrades for the Hughes satellite internet service and related equipment and other telecommunication services and (ii) will install Hughes service equipment with respect to activations generated by DNLLC.

As a result of the MSA, we have not earned and do not expect to earn significant equipment revenue from our Distribution Agreement in the future.

In November 2017, we began the production of OneWeb’s ground network system equipment and expect to begin delivering this equipment in the second half of 2018.

In our enterprise and government markets, we compete against providers of satellite-based and terrestrial-based networks, including fiber, DSL, cable modem service, multiprotocol label switching and interest protocol-based virtual private networks.

In August 2014, we entered into: (i) a contract with Airbus Defence and Space SAS for the construction of the EchoStar 105/SES-11 satellite with C-, Ku- and Ka-band payloads; (ii) an agreement with SES Satellite Leasing Limited for the procurement of the related launch services; and (iii) an agreement with SES Americom Inc. (“SES”) pursuant to which we transferred the title to the payloads to two affiliates of SES.

We retained the right to use the entire Ku-band payload on the satellite for an initial ten-year term, with an option for us to renew the agreement on a year-to-year basis.

The EchoStar 105/SES-11 satellite was launched in October 2017 and placed into service in November 2017 at the 105 degree west longitude orbital location.

Our Ku-band payload on the EchoStar 105/SES-11 satellite replaces and augments the capacity we had on the AMC-15 satellite, resulting in additional sales capacity.

We transferred activities from the AMC-15 satellite to the EchoStar 105/SES-11 satellite in the fourth quarter of 2017.

We depend on DISH Network for a significant portion of the revenue for our ESS segment, and we expect that DISH Network will continue to be the primary source of revenue for our ESS segment.

Therefore, the results of operations of our ESS segment are linked to changes in DISH Network’s satellite capacity requirements.

programming to high-definition TV and video on demand services.

The agreement with DISH Network for satellite services relative to the EchoStar VII satellite expires in June 2018.

DISH Network has not renewed the agreement past such date which may have a significant impact on our operating results in the future.

Since June 2015 we have had an equity investment in OneWeb.

| | |

| --- | --- |

| • | EchoStar Technologies — which designs, develops and distributes secure end-to-end video technology solutions including digital set-top boxes and related products and technology, primarily for satellite TV service providers and telecommunication companies. Our EchoStar Technologies segment also provides digital broadcast operations, including satellite uplinking/downlinking, transmission services, signal processing, conditional access management, and other services, primarily to DISH Network Corporation and its subsidiaries (“DISH Network”) and Dish Mexico, S. de R.L. de C.V. (“Dish Mexico”), a joint venture we entered into in 2008. In addition, we provide our TV Anywhere technology through Slingbox® units directly to consumers via retail outlets and online, as well as to the pay-TV operator market. Beginning in 2015, this segment also includes our over-the-top (“OTT”), Streaming Video on Demand (“SVOD”) platform business, which primarily provides support services to DISH Network’s Sling TVTM service (“Sling TV”). |

Following consummation of the Share Exchange described below under “Pending Share Exchange,” we will no longer operate the EchoStar Technologies business segment.

However, as a result of the Satellite and Tracking Stock Transaction, described in Note 4 in the notes to consolidated financial statements in Item 15 of this report, DISH Network owns preferred tracking stock in EchoStar Corporation and one of our subsidiaries representing an aggregate 80.0% economic interest in the residential retail satellite broadband business of our Hughes segment.

The tracking stock is an equity security and the rights of DISH Network, as the holder of the tracking stock, in our assets are subject to the claims of our creditors.

PENDING SHARE EXCHANGE

On January 31, 2017, EchoStar and certain subsidiaries of EchoStar entered into a Share Exchange Agreement (the “Share Exchange Agreement”) among DISH Network Corporation (“DISH”), DISH Network L.L.C., an indirect wholly owned subsidiary of DISH (“DNLLC”), DISH Operating L.L.C., a direct wholly owned subsidiary of DNLLC (“DOLLC” and, collectively with DISH and DNLLC, the “DISH Parties”), EchoStar, EchoStar Broadcasting Holding Parent L.L.C., a direct wholly owned subsidiary of EchoStar’s subsidiary Hughes Satellite Systems Corporation (“EB LLC”), EchoStar Broadcasting Holding Corporation, a direct wholly owned subsidiary of EB LLC (“EB Corp”), EchoStar Technologies Holding Corporation, a direct wholly owned subsidiary of EchoStar (“ET Corp”), and EchoStar Technologies L.L.C., a direct wholly owned subsidiary of EchoStar.

Pursuant to the Share Exchange Agreement, among other things: (i) EchoStar will receive all of the shares of EchoStar Tracking Stock (as defined below) owned by DNLLC in exchange for 100% of the equity interests of ET Corp, which will hold that portion of the EchoStar Technologies business segment of EchoStar that (a) designs, develops and distributes secure end-to-end video technology solutions including digital set-top boxes and related products and technology, primarily for satellite TV service providers and telecommunication companies, (b) provides TV Anywhere technology through Slingbox® units directly to consumers via retail outlets and online, as well as to the pay-TV operator market, and (c) includes our over-the-top, Streaming Video on Demand platform business, which includes assets acquired from Sling TV Holding L.L.C. (formerly DISH Digital Holding L.L.C.) and primarily provides support services to DISH’s Sling TV™ operations, and (ii) EB LLC will receive all of the shares of HSS Tracking Stock (as defined below) owned by DOLLC in exchange for 100% of the equity interests of EB Corp, which will hold EchoStar’s business of providing online video delivery and satellite video delivery for broadcasters and pay-TV operators, including satellite uplinking/downlinking, transmission services, signal processing, conditional access management and other services ((i) and (ii) collectively, the “Share Exchange”).

Pursuant to the Share Exchange Agreement, EchoStar will also transfer certain assets, investments in joint ventures, spectrum licenses and real estate properties and the DISH Parties will assume certain liabilities relating to the transferring assets and businesses.

In connection with the Share Exchange, EchoStar and DISH Network and certain of their subsidiaries will enter into certain customary agreements covering, among other things, matters relating to taxes, employees, intellectual property and the provision of transitional services.

The Share Exchange has been structured in a manner to be a tax-free exchange for each of EchoStar and DISH.

In March 2014, EchoStar and its subsidiary Hughes Satellite Systems Corporation (“HSS”) each issued shares of preferred stock (the “EchoStar Tracking Stock” and “HSS Tracking Stock,” respectively, and together, the “Tracking Stock”) to DNLLC and DOLLC, respectively.

The Share Exchange is expected to be consummated three business days after the satisfaction or waiver of all of the closing conditions to the transaction (other than conditions that by their nature are to be satisfied at the closing, but subject to the satisfaction of those conditions at such time), but no earlier than February 28, 2017.

The Share Exchange Agreement provides for customary termination rights of EchoStar and DISH, including the right of either party to terminate the Share Exchange Agreement if the Share Exchange has not closed by March 31, 2017.

The closing conditions to the transaction involving third parties or governmental approvals have been satisfied (other than those that by their nature are to be satisfied at the closing).

While we currently expect the Share Exchange to be consummated on or about February 28, 2017, no assurance can be given that the Share Exchange will be consummated on the terms or within the time frame disclosed, or at all.

See “Risks Related to the Pending Share Exchange” in Item 1A Risk Factors of this Annual Report on Form 10-K.

For more information regarding the Share Exchange, see Note 20 in the notes to consolidated financial statements in Item 15 of this report and our Current Report on Form 8-K filed January 31, 2017.

Exploit our video delivery expertise. With our extensive experience in designing, developing, and operating video delivery systems for satellite direct-to-home (“DTH”) and internet streaming, we believe we can leverage the broader adoption of advanced technologies such as placeshifting functionality, hybrid internet offerings and other in-home solutions to create opportunities for us.

Therefore, if the Share Exchange is not consummated, we will continue to explore opportunities, including partnerships, joint ventures and strategic acquisitions, to expand our existing markets or enter new markets.

In addition, if the Share Exchange is not consummated, we intend to seek opportunities to license our technology to other original equipment manufacturers and pay-TV providers.

Our Products and Services

With the launch in December 2016 and expected start of service of the EchoStar XIX satellite late in the first quarter of 2017, we expect to increase our subscribers and grow our consumer, enterprise and government revenue.

The addition of new subscribers and the performance of our consumer service offering, primarily drive the revenue growth in our consumer business.

Long-term trends continue to be influenced primarily by the subscriber growth in our consumer business.

We currently provide HughesNet Gen4 satellite broadband internet services to our consumer market customers in North America on the EchoStar XVII satellite.

EchoStar contributed the EchoStar XIX satellite to its Hughes segment in February 2017.

We expect the satellite to be launched in the second quarter of 2018 and plan to provide service in additional markets across South America once that capacity is available for commercial use.

Our Customers

Our Hughes segment delivers broadband satellite technologies and broadband internet services to North American home and small office customers.

It also delivers network technologies, managed services, hardware, equipment and satellite communications solutions for domestic and international consumers and enterprise and government customers worldwide.

See Note 19 in the notes to consolidated financial statements in Item 15 of this report for further discussion of our related party transactions with DISH Network.

Our Competition

This increasingly competitive

environment has put pressure on prices and margins.

ECHOSTAR TECHNOLOGIES SEGMENT

Our EchoStar Technologies business segment provides secure end-to-end video and broadcast technology products and services to businesses and directly to consumers.

Following consummation of the Share Exchange, we will no longer operate the EchoStar Technologies segment.

Video Delivery Products and Related Technologies.

ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, [removed: 2016][added: 2017]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, [removed: or] a smaller reporting [added: company, or an emerging growth] company.

See the definitions of “large accelerated filer,” “accelerated [removed: filer” and] [added: filer,”] “smaller reporting company” [added: and “emerging growth company”] in Rule 12b-2 of the Exchange Act.

| Large accelerated filer x | | Accelerated filer o | | Non-accelerated filer o | | Smaller reporting company o | [added: | Emerging growth company o |]

| | | | | (Do not check if a smaller reporting company) | | | [added: | |]

As of June 30, [removed: 2016,] [added: 2017,] the aggregate market value of Class A common stock held by non-affiliates of the registrant was [removed: $1.80] [added: $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 [removed: 15, 2017,] [added: 12, 2018,] the registrant’s outstanding common stock consisted of [removed: 46,907,032] [added: 48,146,076] shares of Class A common stock and 47,687,039 shares of Class B common stock, each $0.001 par value.

Portions of the registrant’s definitive Proxy Statement to be filed in connection with its [removed: 2017] [added: 2018] Annual Meeting of Shareholders are incorporated by reference in Part III.

| [Disclosure Regarding Forward Looking [removed: Statements](#s89D268B75FFB8A3DE743296E2F0E1C20)] [added: Statements](#sF82C304A97E153458C215CCB48B1F618)] | | i |

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| [Item [removed: 7.](#sB6C64DB33572B0130327296E34DEAD35)] [added: 7.](#sE4317B1803795292B1752CA927BA2601)] | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#sB6C64DB33572B0130327296E34DEAD35)] [added: Operations](#sE4317B1803795292B1752CA927BA2601)] | [removed: [41](#sA95BD216C0F462491F55296E317FCD14)] [added: [36](#sE4317B1803795292B1752CA927BA2601)] |

| [Item [removed: 7A.](#s4D5C23C112159D80BDBC296E34F43434)] [added: 7A.](#s2659D740AE0E52B0B04C9436F966ED83)] | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#s4D5C23C112159D80BDBC296E34F43434)] [added: Risk](#s2659D740AE0E52B0B04C9436F966ED83)] | [removed: [72](#s4D5C23C112159D80BDBC296E34F43434)] [added: [63](#s2659D740AE0E52B0B04C9436F966ED83)] |

| [Item [removed: 8.](#s98DBA9086EDDDE6E759A296E351C61C6)] [added: 8.](#s4DEF115B288952EAA40F840AF9695B34)] | [Financial Statements and Supplementary [removed: Data](#s98DBA9086EDDDE6E759A296E351C61C6)] [added: Data](#s4DEF115B288952EAA40F840AF9695B34)] | [removed: [73](#s98DBA9086EDDDE6E759A296E351C61C6)] [added: [64](#s4DEF115B288952EAA40F840AF9695B34)] |

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| [Item [removed: 9B.](#s2D5F2A963500D3256558296E35851ACC)] [added: 9B.](#s905801BC6DB953609ACDA324FDC84794)] | [Other [removed: Information](#s2D5F2A963500D3256558296E35851ACC)] [added: Information](#s905801BC6DB953609ACDA324FDC84794)] | [removed: [74](#s2D5F2A963500D3256558296E35851ACC)] [added: [65](#s905801BC6DB953609ACDA324FDC84794)] |

| | [PART [removed: III](#s0D7BD6975D60D4D9A278296E35A5C9CC)] [added: III](#s3530401759925FB7B4C3454DD82CCD97)] | |

| [Item [removed: 10.](#sBC1A612CF1B427AD3FD6296E35C7135E)] [added: 10.](#sA52BB264EEA25C0E8B84D0A899EBFF6A)] | [Directors, Executive Officers and Corporate [removed: Governance](#sBC1A612CF1B427AD3FD6296E35C7135E)] [added: Governance](#sA52BB264EEA25C0E8B84D0A899EBFF6A)] | [removed: [75](#sBC1A612CF1B427AD3FD6296E35C7135E)] [added: [66](#sA52BB264EEA25C0E8B84D0A899EBFF6A)] |

| [Item [removed: 11.](#s9CC077578B423AC16AD2296E35EC59D4)] [added: 11.](#s1218CB6092C9525A93565B56260D6344)] | [Executive [removed: Compensation](#s9CC077578B423AC16AD2296E35EC59D4)] [added: Compensation](#s1218CB6092C9525A93565B56260D6344)] | [removed: [75](#s9CC077578B423AC16AD2296E35EC59D4)] [added: [66](#s1218CB6092C9525A93565B56260D6344)] |

| [Item [removed: 12.](#s6CC242D085E38D2EEBF7296E360CBD55)] [added: 12.](#sF92BD3249835503D8376326F93E6CC99)] | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#s6CC242D085E38D2EEBF7296E360CBD55)] [added: Matters](#sF92BD3249835503D8376326F93E6CC99)] | [removed: [75](#s6CC242D085E38D2EEBF7296E360CBD55)] [added: [66](#sF92BD3249835503D8376326F93E6CC99)] |

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| [Item [removed: 14.](#s0197A21DCBFCA1CF7DFA296E3658856E)] [added: 14.](#s451B924AA51F5231A4B3116BD81E0625)] | [Principal Accounting Fees and [removed: Services](#s0197A21DCBFCA1CF7DFA296E3658856E)] [added: Services](#s451B924AA51F5231A4B3116BD81E0625)] | [removed: [75](#s0197A21DCBFCA1CF7DFA296E3658856E)] [added: [66](#s451B924AA51F5231A4B3116BD81E0625)] |

| [Item [removed: 15.](#s18237142699C198ED790296E36BA9262)] [added: 15.](#s87B4B6CCA2D85BD3B9A2531D394D4C8E)] | [Exhibits, Financial Statement [removed: Schedules](#s18237142699C198ED790296E36BA9262)] [added: Schedules](#s87B4B6CCA2D85BD3B9A2531D394D4C8E)] | [removed: [76](#s18237142699C198ED790296E36BA9262)] [added: [67](#s87B4B6CCA2D85BD3B9A2531D394D4C8E)] |

| [Item [removed: 16.](#s7a55243932b344dc8da437dd6b661c48)] [added: 16.](#s98D19B98949A5984A218F68511700348)] | [Form 10-K [removed: Summary](#s7a55243932b344dc8da437dd6b661c48)] [added: Summary](#s98D19B98949A5984A218F68511700348)] | [removed: [82](#s7a55243932b344dc8da437dd6b661c48)] [added: [73](#s98D19B98949A5984A218F68511700348)] |

| | [Index to Consolidated Financial [removed: Statements](#s74721D9B87BA3484602F296E374855E4)] [added: Statements](#sE5A00A6A987E5FFC8AD9C3217C04F1AD)] | [removed: [F-1](#s74721D9B87BA3484602F296E374855E4)] [added: [F-1](#sE5A00A6A987E5FFC8AD9C3217C04F1AD)] |

| • | our reliance on [removed: our primary customer,] DISH Network Corporation and its subsidiaries [removed: (“DISH Network”),] for a significant portion of our revenue; |

| • | our ability to bring advanced technologies to market to keep pace with our customers and competitors; [added: and] |

| • | risk related to our foreign operations and other uncertainties associated with doing business internationally, including changes in foreign exchange rates between foreign currencies and the United States dollar, economic instability and political [removed: disturbances;] [added: disturbances.] |

We assume no responsibility for updating forward-looking information contained or incorporated by reference herein or in any documents we file with the [removed: SEC.][added: SEC, except as required by law.]

(Check one):

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

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.

| | [PART I](#sAFFE2C10C6DE52929F4D407833D2D755) | |

| | [PART II](#sB4564FCC049D57BBAB5C4C7ED115EB26) | |

| | [PART IV](#s20A92149CB695E35A11DE2D2E4D0DBC6) | |

| | [Signatures](#s02BCFB19BDA05F14AD795C67CD1BE7F6) | [74](#s02BCFB19BDA05F14AD795C67CD1BE7F6) |

| • | our ability to realize the anticipated benefits of our current satellites and any future satellite we may construct or acquire; |

| • | our ability to implement and realize benefits of our domestic and/or international investments, commercial alliances, partnerships, joint ventures, acquisitions and other strategic initiatives; |

| | | | | | | |

| --- | --- | --- | --- | --- | --- | --- |

| | [PART I](#s086405526A2592E62612296E2F492F42) | |

| | [PART II](#s059B7A3DC15A07A147D3296E311374CC) | |

| | [PART IV](#sFB9EDE22D93F23DBDD40296E367ACF2C) | |

| | [Signatures](#s3AB55AE49B61D08EC31E296E3713FDD3) | [83](#s3AB55AE49B61D08EC31E296E3713FDD3) |

| | |

| --- | --- |

| • | our ability to implement our strategic initiatives; |

| • | risks and uncertainties associated with the pending Share Exchange with DISH Network (as described below); |

| • | our failure to adequately anticipate the need for satellite capacity or the inability to obtain satellite capacity for our Hughes segment; |

| • | the impact of variable demand and the adverse pricing and regulatory environment for digital set-top boxes; and |

| • | dependence on our ability to successfully manufacture and sell our digital set-top boxes in increasing volumes on a cost-effective basis and with acceptable quality. |

The following table sets forth certain information concerning our principal properties related to our Hughes segment [removed: (“Hughes”), EchoStar Technologies segment (“ETC”),] [added: (“Hughes”) and] EchoStar Satellite Services segment (“ESS”) and to our other operations and administrative functions (“Other”) as of December 31, [removed: 2016.][added: 2017.]

| Location [removed: (3) (4)] [added: (3)(4)] | | Segment(s) | | Leased/ Owned | | Function |

| Southfield, Michigan (1) | | Hughes | | Leased | | Shared hub [added: and regional network management center] |

| Barueri, Brazil (1) | | [removed: Hughes] [added: Hughes/ESS] | | Leased | | Shared [removed: hub] [added: hub, warehouse, operations center] and [removed: warehouse] [added: spacecraft operations center] |

| Bangalore, India (2) | | Hughes | | Leased | | [removed: Office] [added: Engineering office and office] space |

| Gurgaon, India [removed: (1) (2)] [added: (1)(2)] | | Hughes | | Leased | | Administrative offices, shared hub, operations, warehouse, and development center |

| Milton Keynes, United Kingdom [added: (3)] | | Hughes | | Leased | | Hughes Europe corporate headquarters and operations |

| American Fork, Utah [removed: (5)] | | [removed: Hughes/ETC] [added: Hughes] | | Leased | | Office space, engineering [removed: and operations] [added: offices] |

| Black Hawk, South Dakota (1) | | [removed: Hughes/ESS] [added: ESS] | | Owned | | Spacecraft [removed: autotrack] [added: auto-track] operations center |

| Englewood, Colorado [removed: (5)] | | [removed: Hughes/ETC/] ESS/Other | | Owned | | Corporate headquarters, engineering [removed: offices, gateways] [added: offices] |

| [removed: (3)] [added: (4)] | [removed: In addition to the above properties, we] [added: We] have multiple gateways throughout the Western part of the U.S., Mexico and Canada that support the SPACEWAY 3, EchoStar XVII, and EchoStar XIX [removed: satellites as well as multiple regional broadcast operations centers.] [added: satellites.] |

| Englewood, Colorado (1)(4) | | Hughes | | Leased | | Gateways |

| Cheyenne, Wyoming (1) | | Hughes/ESS | | Leased | | Spacecraft operations center, satellite access center and gateway |

| Gilbert, Arizona (1) | | Hughes/ESS | | Leased | | Spacecraft operations center, satellite access center and gateway |

| Campinas, Brazil | | Other | | Leased | | Uplink facility |

| Cheyenne, Wyoming | | Other | | Owned | | Data Center |

| (3) | We also have multiple gateways throughout the EU that support the EchoStar XXI satellite. |

| Mexico City, Mexico | | Hughes | | Leased | | Sales office, gateways |

| Atlanta, Georgia | | ETC | | Leased | | Engineering offices |

| Foster City, California (5) | | ETC | | Leased | | Engineering offices |

| Superior, Colorado (5) | | ETC | | Leased | | Engineering offices |

| Kharkov, Ukraine (5) | | ETC | | Leased | | Engineering office |

| Bangalore, India (5) | | ETC/Hughes | | Leased | | Engineering office and office space |

| Gilbert, Arizona (1) (5) | | ETC/ESS | | Owned | | Digital broadcast operations center |

| Mustang Ridge, Texas (1) (5) | | ETC/ESS | | Owned | | Micro digital broadcast operations center |

| Cheyenne, Wyoming (1) (5) | | ETC/ESS | | Owned | | Digital broadcast operations center |

| | |

| --- | --- |

| (4) | In addition to the above properties, we lease rack and roof top space in 210 designated market areas throughout the U.S. as well as San Juan, Puerto Rico to collect and broadcast local channels that are used by the ETC segment. |

| (5) | These properties or a portion thereof will be transferred in connection with, and upon consummation of, the pending Share Exchange. Hughes and ESS may enter into agreements with DISH Network for continued use of all or a portion of some of these facilities. See Note 20 in the notes to consolidated financial statements in Item 15 for further discussion of the Share Exchange. |

Our Class A common stock is quoted on the Nasdaq Global Select Market (“Nasdaq”) under the symbol “SATS.” The high and low closing sale prices of our Class A common stock during [removed: 2016] [added: 2017] and [removed: 2015] [added: 2016] on Nasdaq (as reported by Nasdaq) are set forth below.

| [removed: 2015] [added: 2017] | | High | | | | Low | | |

Holders. As of February [removed: 15, 2017,] [added: 12, 2018,] there were approximately [removed: 8,919] [added: 8,440] holders of record of our Class A common stock, not including stockholders who beneficially own Class A common stock held in nominee or street name.

As of February [removed: 15, 2017, 33,193,945 of the] [added: 12, 2018, there were] 47,687,039 [removed: outstanding] shares [added: outstanding] of our Class B common stock [added: of which: (i) 22,309,288 shares] were held by Charles W.

Ergen, our Chairman, [added: (ii) 15,600,000 shares were held in trusts established for the benefit of Mr. Ergen’s family, with Mr. Ergen’s spouse, Cantey Ergen, serving as trustee, (iii)] and the remaining [removed: 14,493,094] [added: 9,777,751 shares] were held in [added: other] trusts established for the benefit of Mr. Ergen’s family.

Payment of any future dividends will depend upon our earnings, capital requirements, [added: contractual restrictions] and other factors the board of directors considers appropriate.

Pursuant to a stock repurchase program approved by our board of directors, we are authorized to repurchase up to $500.0 million of our outstanding shares of Class A common stock through December 31, [removed: 2017.][added: 2018.]

[removed: For] [added: During] the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014,] [added: 2015,] we did not repurchase any common stock under this program.

| First Quarter | | $ | 56.95 | | | $ | 50.92 | |

| Second Quarter | | $ | 62.25 | | | $ | 55.41 | |

| Third Quarter | | $ | 61.49 | | | $ | 56.13 | |

| Fourth Quarter | | $ | 60.65 | | | $ | 52.48 | |

Our ability to declare dividends is affected by covenants in HSS’ indentures.

| First Quarter | | $ | 55.31 | | | $ | 49.36 | |

| Second Quarter | | $ | 52.70 | | | $ | 47.95 | |

| Third Quarter | | $ | 49.29 | | | $ | 41.93 | |

| Fourth Quarter | | $ | 46.39 | | | $ | 36.63 | |

The accompanying consolidated financial statements for [removed: 2016] [added: 2017 included in our consolidated financial statements in Item 15 of this report] have been prepared in accordance with generally accepted accounting principles in the United States [removed: (“GAAP”) included in our consolidated financial statements in Item 15 of this report.][added: (“GAAP”).]

Certain prior period amounts have been [removed: reclassified] [added: adjusted] to conform to the current period presentation.

See [removed: Note 20] [added: Notes 1, 3 and 19] in the notes to consolidated financial statements in Item 15 of this report for further discussion of the Share Exchange transaction.

| Statements of Operations Data: | | [removed: 2016] [added: 2017(1)] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014 (1)] [added: 2015] | | | | [removed: 2013] [added: 2014 (2)] | | | | [removed: 2012] [added: 2013 (2)] | | |

| Balance Sheet Data: | | [removed: 2016] [added: 2017(1)] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014 (1)] [added: 2015] | | | | [removed: 2013] [added: 2014 (2)] | | | | [removed: 2012] [added: 2013 (2)] | | |

| Total stockholders’ equity | | $ | [removed: 4,006,805] [added: 4,177,385] | | | $ | [removed: 3,781,642] [added: 4,006,805] | | | $ | [removed: 3,623,638] [added: 3,781,642] | | | $ | [removed: 3,226,231] [added: 3,623,638] | | | $ | [removed: 3,150,227] [added: 3,226,231] | |

| Cash Flow Data: | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014 (1)] [added: 2015] | | | | [removed: 2013] [added: 2014 (2)] | | | | [removed: 2012] [added: 2013 (2)] | | |

| Operating activities | | $ | [removed: 803,343] [added: 726,892] | | | $ | [removed: 776,451] [added: 803,343] | | | $ | [removed: 840,131] [added: 776,451] | | | $ | [removed: 450,507] [added: 840,131] | | | $ | [removed: 505,149] [added: 450,507] | |

| Investing activities | | $ | [removed: (632,267] [added: (868,002] | ) | | $ | [removed: (275,311] [added: (632,267] | ) | | $ | [removed: (887,590] [added: (275,311] | ) | | $ | [removed: (570,289] [added: (887,590] | ) | | $ | [removed: (346,781] [added: (570,289] | ) |

| Financing activities | | $ | [removed: 1,475,689] [added: 72] | | | $ | [removed: (120,257] [added: 1,475,689] | [removed: )] | | $ | [removed: (35,096] [added: (120,257] | ) | | $ | [removed: 18,326] [added: (35,096] | [added: )] | | $ | [removed: (43,976] [added: 18,326] | [removed: )] |

| [removed: (1)] [added: (2)] | In March 2014, we issued preferred tracking stock to DISH Network in exchange for five satellites and $11.4 million in cash. Please see Note [removed: 4] [added: 19] in the notes to consolidated financial statements in Item 15 of this report. As a result, our results of operations [added: and balance sheet data] for the years ended December 31, [added: 2017,] 2016, 2015 and 2014 are not comparable to our results of operations for the [removed: years] [added: year] ended December 31, [removed: 2013 and 2012.] [added: 2013.] |

| [removed: (2)] [added: (4)] | In 2015, we prospectively adopted Accounting Standard Update No. 2015-17, Balance Sheet Classification of Deferred Taxes. As a result, our total assets as of December 31, [added: 2017,] 2016 and 2015 is not comparable to our total assets as reported in prior years. |

EchoStar is a global provider of satellite service operations, video delivery solutions, [removed: digital set-top boxes,] broadband satellite technologies and broadband [added: internet] services for home and small office customers.

We [added: also] deliver innovative network technologies, managed services, and various communications solutions for [added: aeronautical,] enterprise and government customers.

[removed: We] [added: As a consequence, we] currently operate in [removed: three] [added: two] business segments, which are differentiated primarily by their operational focus: [removed: Hughes, EchoStar Technologies,] [added: Hughes] and [removed: EchoStar Satellite Services (“ESS”).][added: ESS.]

Our [removed: segment operating results do not] [added: operations also] include [removed: real estate] [added: various corporate departments (primarily Executive, Strategic Development, Human Resources, IT, Finance, Real Estate] and [added: Legal) as well as] other [removed: activities,] [added: activities that have not been assigned to our operating segments, including] costs incurred in certain satellite development programs and other business development activities, [removed: expenses of various corporate departments, and] our centralized treasury operations, [removed: including income from our investment portfolio] and [removed: interest expense on] [added: gains (losses) from certain of] our [removed: debt.][added: investments.]

These activities are accounted for in [removed: “All Other] [added: “Corporate] and [removed: Eliminations.”][added: Other.”]

[removed: The] [added: Pursuant to the] Share Exchange [removed: Agreement provides that EchoStar] [added: Agreement, on February 28, 2017, among other things, we] and [removed: its] [added: certain of our] subsidiaries [removed: will receive] [added: received] all of the shares of the [removed: EchoStar] Tracking Stock [removed: and Hughes Retail Preferred Track] in exchange for 100% of the equity interests of certain EchoStar subsidiaries that [removed: will hold] [added: held substantially all of] our EchoStar Technologies [removed: businesses.][added: businesses and certain other assets (collectively, the “Share Exchange”).]

Following consummation of the Share Exchange, [removed: EchoStar will] [added: we] no longer operate the EchoStar Technologies [removed: business segment and] [added: businesses,] the [removed: EchoStar] Tracking Stock [removed: and HSS Tracking Stock will be] [added: was] retired and [added: is no longer outstanding and] all agreements, arrangements and policy statements with respect [removed: to, and terms of, such tracking stock will terminate] [added: to the Tracking Stock terminated] and [removed: be] [added: are] of no further effect.

Consolidated Results of Operations for the Year Ended December 31, [removed: 2016][added: 2017]

| • | Revenue of [removed: $3.06] [added: $1.89] billion |

| • | Operating income of [removed: $364.4] [added: $196.3] million |

| • | Net income attributable to EchoStar common stock of [removed: $181.7] [added: $393.8] million and basic earnings per share of common stock of [removed: $1.94] [added: $4.13] |

| • | EBITDA of [removed: $883.5] [added: $794.6] million (see reconciliation of this non-GAAP measure on page [removed: 52)] [added: 45)] |

Consolidated Financial Condition as of December 31, [removed: 2016][added: 2017]

| • | Total assets of [removed: $9.01] [added: $8.75] billion |

| • | Total liabilities of [removed: $5.00] [added: $4.57] billion |

| • | Total stockholders’ equity of [removed: $4.01] [added: $4.18] billion |

| • | Cash, cash equivalents and current marketable investment securities of [removed: $3.09] [added: $3.25] billion |

Our Hughes segment is a global provider of broadband satellite technologies and broadband [added: internet] services [removed: for] [added: to domestic and international] home and small office [added: customers and broadband network technologies, managed services, equipment, hardware, satellite services and communications solutions to domestic and international consumers and aeronautical, enterprise and government] customers.

[removed: We deliver] [added: Our Hughes segment also delivers broadband] network technologies, managed services, equipment, [added: hardware, satellite services] and communications solutions [removed: for] [added: to] domestic and international [removed: consumers] [added: customers] and [added: aeronautical,] enterprise and government customers.

In addition, our Hughes segment provides [removed: and installs gateway and terminal equipment and provides] satellite ground segment systems and terminals [removed: for other satellite systems, including] [added: to] mobile system operators.

We continue to focus our efforts on growing our [removed: Hughes segment] consumer revenue by maximizing utilization of our existing satellites while planning for new satellites to be launched.

Our consumer revenue growth depends on our success in adding new [added: and retaining existing] subscribers [added: in our domestic] and [removed: driving higher average revenue per subscriber] [added: international markets] across our wholesale and retail channels.

Our Hughes segment currently uses [removed: its two owned satellites, the] [added: capacity from our three satellites (the] SPACEWAY 3 [removed: satellite and] [added: satellite,] the EchoStar XVII satellite, and [added: the EchoStar XIX satellite) and] additional satellite capacity acquired from multiple third-party [removed: providers,] [added: providers] to provide [removed: satellite broadband internet access and communications] services to our customers.

[removed: In] [added: Launched in] December 2016, [removed: we launched] our EchoStar XIX [removed: satellite,] [added: satellite is] a next-generation, high throughput geostationary [removed: satellite, which will provide significant capacity for continued subscriber growth.][added: satellite employing a multi-spot beam, bent pipe Ka-band architecture.]

[removed: The EchoStar XIX satellite employs a multi-spot beam, bent pipe Ka-band architecture] [added: It has provided] and [removed: will] [added: we expect it to continue to] provide [removed: additional] [added: significant] capacity for [added: consumer subscriber growth, capacity for] the Hughes broadband services to our customers in North [removed: America and added] [added: America,] capacity in [removed: Mexico and] certain [removed: Latin] [added: Central and South] American countries and [removed: is expected to add] capability for [removed: aeronautical, enterprise] [added: aeronautical] and [added: domestic and] international [added: enterprise] broadband services.

Capital expenditures associated with the construction and launch of [removed: the EchoStar XIX] [added: this] satellite [removed: are] [added: is] included in [removed: “All Other] [added: “Corporate] and [removed: Eliminations”] [added: Other”] in our segment reporting.

Developments toward the launch of next-generation satellite systems including low-earth orbit [removed: (“LEO”)] [added: (“LEO”), medium-earth orbit (“MEO”)] and geostationary systems could provide additional opportunities to drive the demand for our [removed: network equipment] [added: equipment, hardware, technology] and services.

The growth of our [removed: enterprise and equipment] [added: enterprise, including aeronautical,] businesses relies heavily on global economic conditions and the competitive landscape for pricing relative to competitors and alternative technologies.

| Total revenue (3) | | $ | 1,885,508 | | | $ | 1,810,466 | | | $ | 1,848,857 | | | $ | 1,822,238 | | | $ | 1,556,275 | |

| Total costs and expenses (3) | | 1,689,201 | | | | 1,514,303 | | | | 1,575,092 | | | | 1,611,678 | | | | 1,544,986 | | |

| Operating income (3) | | $ | 196,307 | | | $ | 296,163 | | | $ | 273,765 | | | $ | 210,560 | | | $ | 11,289 | |

| Net income (loss) from continuing operations to EchoStar common stock | | $ | 385,261 | | | $ | 137,353 | | | $ | 102,421 | | | $ | 73,151 | | | $ | (52,987 | ) |

| Basic earnings (loss) per share - continuing operations | | $ | 4.04 | | | $ | 1.46 | | | $ | 1.11 | | | $ | 0.80 | | | $ | (0.59 | ) |

| Diluted earnings (loss) per share - continuing operations | | $ | 3.98 | | | $ | 1.45 | | | $ | 1.10 | | | $ | 0.79 | | | $ | (0.58 | ) |

| Cash, cash equivalents and current marketable securities | | $ | 3,245,617 | | | $ | 3,092,881 | | | $ | 1,527,883 | | | $ | 1,669,590 | | | $ | 1,554,174 | |

| Total assets (4) | | $ | 8,750,014 | | | $ | 9,008,859 | | | $ | 6,572,463 | | | $ | 6,601,292 | | | $ | 5,943,007 | |

| Total debt and capital lease obligations | | $ | 3,634,844 | | | $ | 3,655,447 | | | $ | 2,185,272 | | | $ | 2,326,143 | | | $ | 2,374,088 | |

| (1) | The 2017 Tax Act increased the complexity of our income tax accounting and resulted in significant adjustments to our deferred income tax accounts in 2017. As a result, our results of operations and balance sheet data for the years ended December 31, 2017 are not comparable to our results of operations for the years ended December 31, 2016, 2015, 2014, and 2013. See Note 12 to our consolidated financial statements in Item 15 of this report for further information. |

| (3) | As a result of the Share Exchange, the consolidated financial statements of the EchoStar Technologies businesses have been presented as discontinued operations and, as such, have been excluded from the selected financial data presented above for all periods presented. See Note 3 in the notes to consolidated financial statements in Item 15 of this report for further discussion of our discontinued operations. |

Prior to March 2017, we operated in three primary business segments, Hughes, EchoStar Technologies and EchoStar Satellite Services (“ESS”).

On January 31, 2017, we and certain of our subsidiaries entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with DISH Network Corporation (“DISH”) and certain of its subsidiaries.

As a result of the Share Exchange, the consolidated financial statements of the EchoStar Technologies businesses have been presented as discontinued operations and, as such, have been excluded from continuing operations and segment results for all periods presented.

In addition, as of March 2017, we also changed our overhead allocation methodology used in our segment disclosures to reflect how the CODM evaluates our segments.

Historically, the costs of all corporate functions were included on an allocated basis in each of the business segments’ EBITDA.

Under the revised allocation methodology, these costs are now reported and analyzed as part of “Corporate and Other” (previously “All Other and Eliminations”).

Our prior period segment EBITDA disclosures have been restated to reflect this change.

| • | Net income from continuing operations of $385.0 million |

| | |

| --- | --- |

The Hughes segment also designs, provides and installs gateway and terminal equipment to customers for other satellite systems.

Service costs related to ongoing support for our direct and indirect customers and partners are typically impacted most significantly by our growth.

In August 2017, we entered into a contract for the design and construction of a new, next-generation, high throughput geostationary satellite, with a planned 2021 launch, that is primarily intended to provide additional capacity for our HughesNet service in North, Central and South America as well as aeronautical and enterprise services.

In March 2017, our wholly-owned subsidiary, Hughes Network Systems, L.L.C., and DISH Network L.L.C. (“DNLLC”), a wholly-owned subsidiary of DISH, entered into a master service agreement (the “MSA”) pursuant to which DNLLC, among other things: (i) has the right, but not the obligation, to market, promote and solicit orders and upgrades for the Hughes satellite internet service and related equipment and other telecommunication services and (ii) will install Hughes service equipment with respect to activations generated by DNLLC.

As a result of the MSA, we have not earned and do not expect to earn significant equipment revenue from our Distribution Agreement with dishNET Satellite Broadband L.L.C. (“dishNET”), a wholly-owned subsidiary of DISH, in the future.

In November 2017, we began the production of OneWeb’s ground network system equipment and expect to begin delivering this equipment in the second half of 2018.

We expect the satellite to be launched in the second quarter of 2018 and to augment the capacity being provided by the EUTELSAT 65 West A and EchoStar XIX satellites in Central and South America.

We launched our consumer satellite broadband service in Colombia in the third quarter of 2017 and we expect to launch similar services in various other Central and South American countries in 2018.

Gross subscriber additions, including small/medium enterprise, increased by approximately 7,300 in the fourth quarter of 2017 compared to the third quarter of 2017 primarily due to an increase in new additions in our domestic retail channel as a result of our marketing efforts.

We also manage satellite operations for certain satellites owned by DISH Network.

variety of reasons, including its ability to construct and launch its own satellites.

The agreement with DISH Network for satellite services relative to the EchoStar VII satellite expires in June 2018.

DISH Network has not renewed the agreement past such date which may have a significant impact on our operating results in the future.

The EchoStar 105/SES-11 satellite was launched in October 2017 and placed into service in November 2017 at the 105 degree west longitude orbital location.

In June 2015, we made an equity investment in OneWeb.

The EchoStar XXIII satellite was launched in March 2017 and placed into service at the 45 degree west longitude orbital location in the second quarter of 2017.

We have satisfied our regulatory obligations for the Ku-band frequency.

On October 5, 2017, ANATEL declined our request to extend our milestone deadlines for the S- band and Ka- band frequencies and, as a result, we do not have the right to use such frequency bands in Brazil.

We may be subject to penalties as a result of our failure to meet these milestones.

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total revenue | | $ | 3,056,730 | | | $ | 3,143,714 | | | $ | 3,445,578 | | | $ | 3,282,452 | | | $ | 3,121,704 | |

| Total costs and expenses | | 2,692,332 | | | | 2,787,681 | | | | 3,117,488 | | | | 3,178,865 | | | | 3,021,818 | | |

| Operating income | | $ | 364,398 | | | $ | 356,033 | | | $ | 328,090 | | | $ | 103,587 | | | $ | 99,886 | |

| Net income attributable to EchoStar common stock | | $ | 181,673 | | | $ | 163,700 | | | $ | 165,268 | | | $ | 2,525 | | | $ | 211,048 | |

| Basic weighted-average common shares outstanding | | 93,795 | | | | 92,397 | | | | 91,190 | | | | 89,405 | | | | 87,150 | | |

| Diluted weighted-average common shares outstanding | | 94,410 | | | | 93,466 | | | | 92,616 | | | | 90,952 | | | | 87,959 | | |

| Basic earnings per share | | $ | 1.94 | | | $ | 1.77 | | | $ | 1.81 | | | $ | 0.03 | | | $ | 2.42 | |

| Diluted earnings per share | | $ | 1.92 | | | $ | 1.75 | | | $ | 1.78 | | | $ | 0.03 | | | $ | 2.40 | |

| | | (In thousands) | | | | | | | | | | | | | | | | | | |

| Cash, cash equivalents and current marketable securities | | $ | 3,093,659 | | | $ | 1,536,578 | | | $ | 1,688,156 | | | $ | 1,620,652 | | | $ | 1,547,565 | |

| Total assets (2) (3) | | $ | 9,008,859 | | | $ | 7,209,486 | | | $ | 7,214,936 | | | $ | 6,657,088 | | | $ | 6,549,957 | |

| Total debt and capital lease obligations (3) | | $ | 3,660,186 | | | $ | 2,192,365 | | | $ | 2,328,625 | | | $ | 2,377,513 | | | $ | 2,438,223 | |

| (3) | In March 2016, we retrospectively adopted Accounting Standard Update No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. As a result, our total assets and total debt and capital lease obligations for all dates presented reflect the application of this Update. |

Item 7.

On January 31, 2017, we entered into the Share Exchange Agreement.

See “Pending Share Exchange” in Item 1.

Business and “Risks Related to the Pending Share Exchange” in Item 1A.

Risk Factors of this Annual Report on Form 10-K.

| • | Net income of $180.7 million |

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - Continued

Hughes Segment

We currently provide HughesNet Gen4 satellite broadband internet services to our consumer market customers in North America on the EchoStar XVII satellite.

EchoStar contributed the EchoStar XIX satellite to its Hughes segment in February 2017.

In addition to our broadband consumer service offerings, our Hughes segment also provides network technologies, managed services, hardware, equipment and satellite services to large enterprise and government customers globally.

Examples of such customers include lottery agencies, gas station operators and companies with multi-branch networks that rely on satellite or terrestrial networks for critical communication across wide geographies.

We expect the satellite to be launched in the second quarter of 2018 and plan to provide service in additional markets across South America once that capacity is available for commercial use.

Gross subscriber additions increased by approximately 19,000 in the fourth quarter of 2016 when compared to the third quarter of 2016 primarily due to an increase in additions in our retail channel due to the launch of our broadband service in Brazil in the second quarter of 2016 offset partially by a decrease in additions in our wholesale channel due to our lack of free capacity due to satellite beams servicing certain areas reaching capacity.

2016 with increases in retail and decreases in wholesale subscribers.

Subscriber additions and churn include only subscribers through our retail and wholesale channels.

EchoStar Technologies Segment

The primary customer for our digital set-top boxes is DISH Network Corporation and its subsidiaries (“DISH Network”), and we also sell our digital set-top boxes to Bell TV, a direct-to-home satellite service provider in Canada, and Dish Mexico, S. de R.L. de C.V. (“Dish Mexico”), a joint venture that we entered into in 2008.

We have depended on DISH Network for a substantial portion of our EchoStar Technologies segment revenue and if the Share Exchange is not consummated we expect that DISH Network will continue to be the primary source of revenue for our EchoStar Technologies segment.

In addition, our equipment revenue from DISH Network depends on the timing of orders for set-top boxes and related accessories from DISH Network based on its actual and projected subscriber growth.

Therefore, the results of operations of our EchoStar Technologies segment are, and, if the Share Exchange is not consummated, are likely to continue to be, closely linked to the performance of DISH Network’s pay-TV service.

Our EchoStar Technologies segment offers multiple set-top boxes with different price points depending on their capabilities and functionalities.

The revenue and associated margins we earn on sales are determined largely through the receiver agreement, effective January 2012, between us and DISH Network (the “2012 Receiver Agreement”) which could result in prices reflecting, among other things, the set-top boxes and other equipment that meet DISH Network’s current sales and marketing priorities, the product and service alternatives available from other equipment suppliers, our ability to respond to DISH Network’s requirements, and our ability to differentiate ourselves from other equipment suppliers on bases other than pricing.

In addition, products containing new technologies and features typically have higher initial prices, which reduce over time as a result of manufacturing efficiencies.

, If the Share Exchange is not consummated, volume of unit sales could continue to reduce over time as a result of continued demand decreases or as DISH Network increases the deployment of refurbished units as opposed to new units purchased from us.

Our consolidated financial statements are included in Item 15 of this report beginning on page [removed: 4.][added: F-4.]

There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and Rule 15d-15(f) under the Securities Exchange Act of 1934, as amended) that occurred during our fiscal quarter ended December 31, [removed: 2016] [added: 2017] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, [removed: 2016.][added: 2017.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2016] [added: 2017] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report which appears in Item 15(a) of this Annual Report on Form 10-K.

On February 22, 2018, we issued a press release (the “Press Release”) announcing our financial results for the quarter and year ended December 31, 2017.

A copy of the Press Release is furnished herewith as Exhibit 99.1.

The foregoing information, including the exhibit related thereto, is furnished in response to Item 2.02 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise, and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

None.

The information required by this Item with respect to the identity and business experience of our directors and corporate governance will be set forth in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Shareholders, which will be filed no later than 120 days after December 31, [removed: 2016,] [added: 2017,] under the caption “Election of Directors,” which information is hereby incorporated herein by reference.

The information required by this Item with respect to the identity and business experience of our executive officers is set forth on pages [removed: 15-16] [added: 13-14] of this report under the caption “Executive Officers of the Registrant.”

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Shareholders, which will be filed no later than 120 days after December 31, [removed: 2016,] [added: 2017,] under the caption “Executive Compensation and Other Information,” which information is hereby incorporated herein by reference.

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Shareholders, which will be filed no later than 120 days after December 31, [removed: 2016,] [added: 2017,] under the captions “Election of Directors,” “Equity Security Ownership” and “Equity Compensation Plan Information,” which information is hereby incorporated herein by reference.

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Shareholders, which will be filed no later than 120 days after December 31, [removed: 2016,] [added: 2017,] under the caption “Certain Relationships and Related Party Transactions,” which information is hereby incorporated herein by reference.

The information required by this Item will be set forth in our Proxy Statement for the [removed: 2017] [added: 2018] Annual Meeting of Shareholders, which will be filed no later than 120 days after December 31, [removed: 2016,] [added: 2017,] under the caption “Principal Accountant Fees and Services,” which information is hereby incorporated herein by reference.

| [Index to Consolidated Financial [removed: Statements](#s74721D9B87BA3484602F296E374855E4)] [added: Statements](#sE5A00A6A987E5FFC8AD9C3217C04F1AD)] | [removed: [F-1](#s74721D9B87BA3484602F296E374855E4)] [added: [F-1](#sE5A00A6A987E5FFC8AD9C3217C04F1AD)] |

| [Report of Independent Registered Public Accounting [removed: Firm](#sE75ED9E7D1FFEB132B9E296E3771FFE4)] [added: Firm](#sFE8107DB972F59AF907294ADD1C1EEAE)] | [removed: [F-2](#sE75ED9E7D1FFEB132B9E296E3771FFE4)] [added: [F-2](#sFE8107DB972F59AF907294ADD1C1EEAE)] |

| [Consolidated Balance Sheets as of December 31, [removed: 2016] [added: 2017] and [removed: 2015](#sF72E411FD82D80163B39296DF1E66960)] [added: 2016](#s6EA364910DD95CF889EE721EABD0C1DF)] | [removed: [F-4](#sF72E411FD82D80163B39296DF1E66960)] [added: [F-4](#s6EA364910DD95CF889EE721EABD0C1DF)] |

| [Consolidated Statements of [removed: Operations and] Comprehensive Income (Loss) for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#s467B24399100396F8B1D296DE8842395)] [added: 2015](#s8d751b0595464a2b8f55660743b6278d)] | [removed: [F-5](#s467B24399100396F8B1D296DE8842395)] [added: [F-6](#s8d751b0595464a2b8f55660743b6278d)] |

| [Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#s3E539E3FA941A55EADDF296DEE099794)] [added: 2015](#s3474DA15DAD65D89BE3B2ACAB62C8FE5)] | [removed: [F-6](#s3E539E3FA941A55EADDF296DEE099794)] [added: [F-7](#s3474DA15DAD65D89BE3B2ACAB62C8FE5)] |

| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2016, 2015] [added: 2017, 2016] and [removed: 2014](#s7E2919CA20E063DB1406296DE79709AE)] [added: 2015](#s39241011E642525B98ADF161BDDA7941)] | [removed: [F-7](#s7E2919CA20E063DB1406296DE79709AE)] [added: [F-8](#s39241011E642525B98ADF161BDDA7941)] |

| [Notes to Consolidated Financial [removed: Statements](#sF9A1466A66569135BFCC296E3A5AD934)] [added: Statements](#sBAFB2F0AF90C53538E815EF468999D9A)] | [removed: [F-8](#sF9A1466A66569135BFCC296E3A5AD934)] [added: [F-9](#sBAFB2F0AF90C53538E815EF468999D9A)] |

| [Schedule II — Valuation and Qualifying [removed: Accounts](#s5577C06779DDAD9F1C2C296DEB1293F2)] [added: Accounts](#s3CC05FC559A6554AAEBD55925C6AC3BB)] | [removed: [F-67](#s5577C06779DDAD9F1C2C296DEB1293F2)] [added: [F-63](#s3CC05FC559A6554AAEBD55925C6AC3BB)] |

| [removed: 2.1*] [added: [2.1*](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv2w1.htm)] | | [removed: Form] [added: [Form] of Separation Agreement between EchoStar Corporation and DISH Network Corporation (incorporated by reference to Exhibit 2.1 to Amendment No. 1 of EchoStar Corporation’s Form 10 filed December 12, 2007, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv2w1.htm)] |

| [removed: 2.2*] [added: [2.2*](http://www.sec.gov/Archives/edgar/data/1345840/000119312511036322/dex21.htm)] | | [removed: Agreement] [added: [Agreement] and Plan of Merger between EchoStar Corporation, EchoStar Satellite Services L.L.C., Broadband Acquisition Corporation and Hughes Communications, Inc. dated as of February 13, 2011 (incorporated by reference to Exhibit 2.1 to [removed: the] [added: Hughes Communications Inc.’s] Current Report on Form [removed: 8-K of Hughes Communications, Inc.,] [added: 8-K,] filed February 15, 2011, Commission File No. 1-33040). [added: ](http://www.sec.gov/Archives/edgar/data/1345840/000119312511036322/dex21.htm)] |

| [removed: 3.1*] [added: [3.2*](http://www.sec.gov/Archives/edgar/data/1415404/000103570408000039/d53368exv3w1.htm)] | | [removed: Articles of Incorporation of EchoStar Corporation (incorporated by reference to Exhibit 3.1 to Amendment No. 1 of EchoStar Corporation’s Form 10 filed December 12, 2007, Commission File No. 001-33807), as amended by the Amendment] [added: [Amendment] to the Articles of Incorporation of EchoStar Corporation (incorporated by reference to Exhibit 3.1 to EchoStar Corporation’s Current Report on Form 8-K filed January 25, 2008, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000103570408000039/d53368exv3w1.htm)] |

| [removed: 3.2*] [added: [3.3*](http://www.sec.gov/Archives/edgar/data/1415404/000141540416000008/exhibit31echostarcorpora.htm)] | | [removed: Certificate] [added: [Certificate] of Amendment to Articles of Incorporation of EchoStar Corporation, dated as of May 4, 2016 (incorporated by reference to Exhibit 3.1 to [removed: the] [added: EchoStar Corporation’s] Current Report on Form [removed: 8-K of EchoStar Corporation,] [added: 8-K,] filed May 5, 2016, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000141540416000008/exhibit31echostarcorpora.htm)] |

| [removed: 3.3*] [added: [3.5*](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv3w2.htm)] | | [removed: Bylaws] [added: [Bylaws] of EchoStar Corporation (incorporated by reference to Exhibit 3.2 to Amendment No. 1 of EchoStar Corporation’s Form 10 filed December 12, 2007, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv3w2.htm)] |

| [removed: 4.1*] [added: [4.1*](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv4w1.htm)] | | [removed: Specimen] [added: [Specimen] Class A Common Stock Certificate of EchoStar Corporation (incorporated by reference to Exhibit [removed: 3.2] [added: 4.1] to Amendment No. 1 of EchoStar Corporation’s Form 10 filed December 12, 2007, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000103570407000816/d50150a1exv4w1.htm)] |

| [removed: 4.2*] [added: [4.2*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d1.htm)] | | [removed: Indenture] [added: [Indenture] relating to the EH Holding Corporation (currently known as Hughes Satellite Systems Corporation) 6 1/2% Senior Secured Notes due 2019, dated as of June 1, 2011, by and among EH Holding Corporation, the guarantors listed on the signature page thereto, and Wells Fargo Bank, National Association, as collateral agent and trustee (incorporated by reference to Exhibit 4.1 to EchoStar Corporation’s Current Report on Form 8-K filed June 2, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d1.htm)] |

| [removed: 4.3*] [added: [4.3*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d2.htm)] | | [removed: Indenture] [added: [Indenture] relating to the EH Holding Corporation (currently known as Hughes Satellite Systems Corporation) 7 5/8% Senior Unsecured Notes due 2021, dated as of June 1, 2011, by and among EH Holding Corporation, the guarantors listed on the signature page thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to EchoStar Corporation’s Current Report on Form 8-K filed June 2, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d2.htm)] |

| [removed: 4.4*] [added: [4.4*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d2.htm)] | | [removed: Supplemental] [added: [Supplemental] Indenture relating to the 6 1/2% Senior Secured Notes due 2019 of EH Holding Corporation (currently known as Hughes Satellite Systems Corporation), dated as of June 8, 2011, by and among EH Holding Corporation, the guarantors listed on the signature page thereto, and Wells Fargo Bank, National Association, as collateral agent and trustee (incorporated by reference to Exhibit 4.2 to EchoStar Corporation’s Current Report on Form 8-K filed June 9, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d2.htm)] |

| [removed: 4.5*] [added: [4.5*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d3.htm)] | | [removed: Supplemental] [added: [Supplemental] Indenture relating to the 7 5/8% Senior Unsecured Notes due 2021 of EH Holding Corporation (currently known as Hughes Satellite Systems Corporation), dated as of June 8, 2011, by and among EH Holding Corporation, the guarantors listed on the signature page thereto, and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.3 to EchoStar Corporation’s Current Report on Form 8-K filed June 9, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d3.htm)] |

| [removed: 4.6*] [added: [4.6*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d3.htm)] | | [removed: Registration] [added: [Registration] Rights Agreement, dated as of June 1, 2011, among EH Holding Corporation (currently known as Hughes Satellite Systems Corporation), the guarantors listed on the signature page thereto and Deutsche Bank Securities Inc. (incorporated by reference to Exhibit 4.3 to EchoStar Corporation’s Current Report on Form 8-K filed June 2, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911032702/a11-13614_1ex4d3.htm)] |

| [removed: 4.7*] [added: [4.7*](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d1.htm)] | | [removed: Security] [added: [Security] Agreement, dated as of June 8, 2011, among EH Holding Corporation (currently known as Hughes Satellite Systems Corporation), the guarantors listed on the signature pages thereto, and Wells Fargo Bank, National Association, as collateral agent (incorporated by reference to Exhibit 4.1 to EchoStar Corporation’s Current Report on Form 8-K filed June 9, 2011, Commission File No. [removed: 001-33807).] [added: 001-33807).](http://www.sec.gov/Archives/edgar/data/1415404/000110465911033872/a11-14479_1ex4d1.htm)] |