Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 10, 2020 | Jun. 30, 2019 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-39144 | ||
Entity Registrant Name | DISH Network Corporation | ||
Entity Tax Identification Number | 88-0336997 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 9601 South Meridian Boulevard | ||
Entity Address, City or Town | Englewood | ||
Entity Address, State or Province | CO | ||
Entity Address, Postal Zip Code | 80112 | ||
City Area Code | 303 | ||
Local Phone Number | 723-1000 | ||
Title of 12(b) Security | Class A common stock, $0.01 par value | ||
Trading Symbol | DISH | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 8,600,000,000 | ||
Entity Central Index Key | 0001001082 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 284,612,148 | ||
Class B common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 238,435,208 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 2,443,643 | $ 887,346 |
Marketable investment securities | 416,704 | 1,181,471 |
Trade accounts receivable, net of allowance for doubtful accounts of $19,280 and $16,966, respectively | 588,358 | 639,855 |
Inventory | 322,898 | 290,733 |
Other current assets | 243,497 | 289,800 |
Total current assets | 4,015,100 | 3,289,205 |
Noncurrent Assets: | ||
Restricted cash, cash equivalents and marketable investment securities | 61,067 | 67,597 |
Property and equipment, net | 2,706,182 | 1,928,180 |
FCC authorizations | 25,779,503 | 24,736,961 |
Other investment securities | 160,074 | 118,992 |
Operating lease assets | 144,330 | |
Other noncurrent assets, net | 364,679 | 446,077 |
Total noncurrent assets | 29,215,835 | 27,297,807 |
Total assets | 33,230,935 | 30,587,012 |
Current Liabilities: | ||
Trade accounts payable | 280,645 | 233,753 |
Deferred revenue and other | 681,484 | 655,312 |
Accrued programming | 1,308,531 | 1,474,207 |
Accrued interest | 236,087 | 268,479 |
Other accrued expenses | 817,978 | 802,388 |
Current portion of long-term debt and finance lease obligations | 1,171,366 | 1,341,993 |
Total current liabilities | 4,496,091 | 4,776,132 |
Long-Term Obligations, Net of Current Portion: | ||
Long-term debt and finance lease obligations, net of current portion | 12,968,229 | 13,810,784 |
Deferred tax liabilities | 2,870,655 | 2,474,907 |
Operating lease liabilities | 84,795 | |
Long-term deferred revenue and other long-term liabilities | 695,018 | 470,932 |
Total long-term obligations, net of current portion | 16,618,697 | 16,756,623 |
Total liabilities | 21,114,788 | 21,532,755 |
Commitments and Contingencies (Note 15) | ||
Redeemable noncontrolling interests (Note 2) | 552,075 | 460,068 |
Stockholders' Equity (Deficit): | ||
Additional paid-in capital | 4,947,007 | 3,379,093 |
Accumulated other comprehensive income (loss) | (18) | (874) |
Accumulated earnings (deficit) | 6,612,302 | 5,212,790 |
Total DISH Network stockholders' equity (deficit) | 11,564,521 | 8,595,688 |
Noncontrolling interests | (449) | (1,499) |
Total stockholders' equity (deficit) | 11,564,072 | 8,594,189 |
Total liabilities and stockholders' equity (deficit) | 33,230,935 | 30,587,012 |
Class A common stock | ||
Stockholders' Equity (Deficit): | ||
Common stock | 2,846 | 2,295 |
Class B common stock | ||
Stockholders' Equity (Deficit): | ||
Common stock | $ 2,384 | $ 2,384 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Allowance for doubtful accounts on trade accounts receivable | $ 19,280 | $ 16,966 |
Common stock par value (in dollars per share) | $ 86.08 | |
Class A common stock | ||
Current Assets: | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued | 284,603,818 | 229,448,857 |
Common stock, shares outstanding | 284,603,818 | 229,448,857 |
Class B common stock | ||
Current Assets: | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 800,000,000 | 800,000,000 |
Common stock, shares issued | 238,435,208 | 238,435,208 |
Common stock, shares outstanding | 238,435,208 | 238,435,208 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue: | |||
Total revenue | $ 12,807,684 | $ 13,621,302 | $ 14,391,375 |
Costs and Expenses (exclusive of depreciation shown separately below - Note 7): | |||
Subscriber-related expenses | 7,869,593 | 8,544,577 | 8,919,985 |
Satellite and transmission expenses | 447,811 | 576,568 | 658,017 |
Cost of sales - equipment and other | 192,821 | 145,604 | 95,116 |
Subscriber acquisition costs: | |||
Cost of sales - subscriber promotion subsidies | 29,592 | 50,253 | 74,145 |
Other subscriber acquisition costs | 444,993 | 292,824 | 579,272 |
Subscriber acquisition advertising | 519,941 | 426,230 | 550,844 |
Total subscriber acquisition costs | 994,526 | 769,307 | 1,204,261 |
General and administrative expenses | 793,480 | 725,601 | 687,054 |
Litigation expense (Note 15) | 295,695 | ||
Depreciation and amortization (Note 8) | 630,577 | 712,024 | 817,564 |
Impairment of long-lived assets (Note 8) | 145,918 | ||
Total costs and expenses | 10,928,808 | 11,473,681 | 12,823,610 |
Operating income (loss) | 1,878,876 | 2,147,621 | 1,567,765 |
Other Income (Expense): | |||
Interest income | 77,214 | 44,759 | 41,006 |
Interest expense, net of amounts capitalized | (23,687) | (15,006) | (63,172) |
Other, net | 11,524 | 11,801 | 104,488 |
Total other income (expense) | 65,051 | 41,554 | 82,322 |
Income (loss) before income taxes | 1,943,927 | 2,189,175 | 1,650,087 |
Income tax (provision) benefit, net | (451,358) | (533,684) | 515,320 |
Net income (loss) | 1,492,569 | 1,655,491 | 2,165,407 |
Less: Net income (loss) attributable to noncontrolling interests, net of tax | 93,057 | 80,400 | 66,718 |
Net income (loss) attributable to DISH Network | $ 1,399,512 | $ 1,575,091 | $ 2,098,689 |
Weighted-average common shares outstanding - Class A and B common stock: | |||
Basic (in shares) | 479,657 | 467,350 | 466,021 |
Diluted (in shares) | 537,964 | 525,832 | 522,596 |
Earnings per share - Class A and B common stock: | |||
Basic net income (loss) per share attributable to DISH Network (in dollars per share) | $ 2.92 | $ 3.37 | $ 4.50 |
Diluted net income (loss) per share attributable to DISH Network (in dollars per share) | $ 2.60 | $ 3 | $ 4.07 |
Comprehensive Income (Loss): | |||
Net income (loss) | $ 1,492,569 | $ 1,655,491 | $ 2,165,407 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 223 | (1,343) | 1,027 |
Unrealized holding gains (losses) on available-for-sale securities | 1,127 | (529) | 9,671 |
Recognition of previously unrealized (gains) losses on available-for-sale securities included in net income (loss) | (299) | (8) | (11,129) |
Deferred income tax (expense) benefit, net | (195) | 124 | 532 |
Total other comprehensive income (loss), net of tax | 856 | (1,756) | 101 |
Comprehensive income (loss) | 1,493,425 | 1,653,735 | 2,165,508 |
Less: Comprehensive income (loss) attributable to noncontrolling interests, net of tax | 93,057 | 80,400 | 66,718 |
Comprehensive income (loss) attributable to DISH Network | 1,400,368 | 1,573,335 | 2,098,790 |
Subscriber-related revenue | |||
Revenue: | |||
Total revenue | 12,616,442 | 13,456,088 | 14,260,412 |
Equipment sales and other revenue | |||
Revenue: | |||
Total revenue | $ 191,242 | $ 165,214 | $ 130,963 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | 2 3/8% Convertible Notes due 2024Additional Paid-In Capital | 2 3/8% Convertible Notes due 2024 | Class A and B Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Earnings (Deficit) | Noncontrolling Interest | Redeemable Noncontrolling Interest | Total |
Balance at Dec. 31, 2016 | $ 4,652 | $ 3,071,425 | $ 781 | $ 1,536,691 | $ (2,226) | $ 319,634 | $ 4,611,323 | ||
Issuance of Class A common stock: | |||||||||
Exercise of stock awards | 5 | 14,508 | 14,513 | ||||||
Employee benefits | 4 | 23,160 | 23,164 | ||||||
Employee Stock Purchase Plan | 3 | 14,058 | 14,061 | ||||||
Non-cash, stock-based compensation | 29,941 | 29,941 | |||||||
Change in unrealized holding gains (losses) on available-for-sale securities, net | (1,458) | (1,458) | |||||||
Deferred income tax (expense) benefit attributable to unrealized gains (losses) on available-for-sale securities | 532 | 532 | |||||||
Foreign currency translation | 1,027 | 1,027 | |||||||
Net of deferred taxes | $ 159,869 | $ 159,869 | |||||||
Payments made to parent of transferred businesses | (7,378) | 274 | 6 | (7,104) | |||||
Net income (loss) attributable to noncontrolling interests | 2,969 | 63,750 | 2,969 | ||||||
Net income (loss) attributable to DISH Network | 2,098,689 | 2,098,689 | |||||||
Other | (9,095) | (525) | (9,620) | ||||||
Balance at Dec. 31, 2017 | 4,664 | 3,296,488 | 882 | 3,635,380 | 492 | 383,390 | 6,937,906 | ||
Issuance of Class A common stock: | |||||||||
Exercise of stock awards | 3 | 4,243 | 4,246 | ||||||
Employee benefits | 6 | 27,316 | 27,322 | ||||||
Employee Stock Purchase Plan | 6 | 15,729 | 15,735 | ||||||
Non-cash, stock-based compensation | 36,261 | 36,261 | |||||||
Change in unrealized holding gains (losses) on available-for-sale securities, net | (537) | (537) | |||||||
Deferred income tax (expense) benefit attributable to unrealized gains (losses) on available-for-sale securities | 124 | 124 | |||||||
Foreign currency translation | (1,343) | (1,343) | |||||||
ASU 2014-09 cumulative catch-up adjustment | ASU 2014-09 | 2,319 | 2,319 | |||||||
Net income (loss) attributable to noncontrolling interests | 3,722 | 76,678 | 3,722 | ||||||
Net income (loss) attributable to DISH Network | 1,575,091 | 1,575,091 | |||||||
Other | (944) | (5,713) | (6,657) | ||||||
Balance at Dec. 31, 2018 | 4,679 | 3,379,093 | (874) | 5,212,790 | (1,499) | 460,068 | 8,594,189 | ||
Issuance of Class A common stock: | |||||||||
Exercise of stock awards | 7 | 19,361 | 19,368 | ||||||
Employee benefits | 11 | 26,993 | 27,004 | ||||||
Employee Stock Purchase Plan | 6 | 17,061 | 17,067 | ||||||
Non-cash, stock-based compensation | 14,262 | 14,262 | |||||||
Change in unrealized holding gains (losses) on available-for-sale securities, net | 828 | 828 | |||||||
Deferred income tax (expense) benefit attributable to unrealized gains (losses) on available-for-sale securities | (195) | (195) | |||||||
Foreign currency translation | 223 | 223 | |||||||
ASU 2014-09 cumulative catch-up adjustment | ASU 2014-09 | 1,000 | ||||||||
Master Transaction Agreement, net of deferred tax of $166,161 | 229 | 496,916 | 497,145 | ||||||
Stock Rights Offering | 298 | 998,110 | 998,408 | ||||||
Net income (loss) attributable to noncontrolling interests | 1,050 | 92,007 | 1,050 | ||||||
Net income (loss) attributable to DISH Network | 1,399,512 | 1,399,512 | |||||||
Other | (4,789) | (4,789) | |||||||
Balance at Dec. 31, 2019 | $ 5,230 | $ 4,947,007 | $ (18) | $ 6,612,302 | $ (449) | $ 552,075 | $ 11,564,072 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
2 3/8% Convertible Notes due 2024 | |
Deferred tax related to equity component of convertible notes | $ 92,512 |
Interest rate (as a percent) | 2.375% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash Flows From Operating Activities: | |||
Net income (loss) | $ 1,492,569 | $ 1,655,491 | $ 2,165,407 |
Adjustments to reconcile net income (loss) to net cash flows from operating activities: | |||
Depreciation and amortization | 630,577 | 712,024 | 817,564 |
Impairment of long-lived assets | 145,918 | ||
Realized and unrealized losses (gains) on investments | (4,121) | (11,908) | (99,997) |
Non-cash, stock-based compensation | 14,262 | 36,261 | 29,941 |
Deferred tax expense (benefit) | 228,250 | 454,699 | (485,973) |
Change in long-term deferred revenue and other long-term liabilities | 228,557 | (3,303) | 29,750 |
Other, net | 92,471 | (70,900) | (29,632) |
Changes in current assets and current liabilities, net | |||
Trade accounts receivable | 49,183 | 14,724 | 126,848 |
Allowance for doubtful accounts | 2,314 | (1,270) | (2,888) |
Prepaid and accrued income taxes | 50,101 | 93,618 | (46,599) |
Inventory | (79,542) | 14,788 | 37,895 |
Other current assets | 67,398 | (46,772) | (63,154) |
Trade accounts payable | 46,892 | (160,952) | (131,399) |
Deferred revenue and other | 26,172 | (98,179) | (64,909) |
Accrued programming and other accrued expenses | (182,682) | (70,480) | 350,735 |
Net cash flows from operating activities | 2,662,401 | 2,517,841 | 2,779,507 |
Cash Flows From Investing Activities: | |||
Purchases of marketable investment securities | (1,029,858) | (1,403,890) | (566,373) |
Sales and maturities of marketable investment securities | 1,799,966 | 730,210 | 206,272 |
Purchases of property and equipment | (581,081) | (393,938) | (431,795) |
Capitalized interest related to FCC authorizations (Note 2) | (901,367) | (922,759) | (953,498) |
Purchases of FCC authorizations, including deposits (Note 15) | (12,155) | (2,500) | (4,711,154) |
Purchases of strategic investments | (90,381) | ||
Other, net | 6,659 | 17,604 | 25,376 |
Net cash flows from investing activities | (717,836) | (1,975,273) | (6,521,553) |
Cash Flows From Financing Activities: | |||
Proceeds from issuance of convertible notes (Note 10) | 1,000,000 | ||
Redemption and repurchases of senior notes | (1,317,372) | (1,108,489) | (1,074,139) |
Repayment of long-term debt and finance lease obligations | (41,548) | (42,767) | (42,422) |
Payments made to parent of transferred businesses | (7,098) | ||
Net proceeds from Class A common stock options exercised and stock issued under the Employee Stock Purchase Plan | 36,435 | 19,981 | 28,574 |
Stock Rights Offering | 998,408 | ||
Debt issuance costs | (6,158) | ||
Other, net | (4,092) | (3,270) | (1,994) |
Net cash flows from financing activities | (328,169) | (1,134,545) | (103,237) |
Net increase (decrease) in cash, cash equivalents, restricted cash and cash equivalents | 1,616,396 | (591,977) | (3,845,283) |
Cash, cash equivalents, restricted cash and cash equivalents, beginning of period (Note 6) | 887,924 | 1,479,901 | 5,325,184 |
Cash, cash equivalents, restricted cash and cash equivalents, end of period (Note 6) | $ 2,504,320 | $ 887,924 | $ 1,479,901 |
Organization and Business Activ
Organization and Business Activities | 12 Months Ended |
Dec. 31, 2019 | |
Organization and Business Activities | |
Organization and Business Activities | 1. Organization and Business Activitie s Principal Business DISH Network Corporation is a holding company. Its subsidiaries (which together with DISH Network Corporation are referred to as “DISH Network,” the “Company,” “we,” “us” and/or “our,” unless otherwise required by the context) operate Pay-TV We offer pay-TV services under the DISH® brand and the Sling ® brand (collectively “Pay-TV” services). The DISH branded pay-TV service consists of, among other things, Federal Communications Commission (“FCC”) licenses authorizing us to use direct broadcast satellite (“DBS”) and Fixed Satellite Service (“FSS”) spectrum, our owned and leased satellites, receiver systems, broadcast operations, customer service facilities, a leased fiber optic network, in-home service and call center operations, and certain other assets utilized in our operations (“DISH TV”). We also design, develop and distribute receiver systems and provide digital broadcast operations, including satellite uplinking/downlinking, transmission and other services to third-party pay-TV providers. The Sling branded pay-TV services consist of, among other things, multichannel, live-linear streaming OTT Internet-based domestic, international and Latino video programming services (“Sling TV”). As of December 31, 2019, we had million Sling TV subscribers. Recent Developments Master Transaction Agreement On May 19, 2019, we and our wholly-owned subsidiary BSS Merger Sub Inc., (“Merger Sub”), entered into a Master Transaction Agreement (the “Master Transaction Agreement”) with EchoStar and EchoStar BSS Corporation, a wholly-owned subsidiary of EchoStar (“Newco”). Pursuant to the Master Transaction Agreement, among other things: (i) EchoStar carried out an internal reorganization in which certain assets and liabilities of the EchoStar Satellite Services segment, the business segment of EchoStar that provides broadcast satellite operations and satellite services, as well as certain related licenses, real estate properties and employees (together, the “BSS Business”) were transferred to Newco (the “Pre-Closing Restructuring”); (ii) EchoStar distributed all outstanding shares of common stock, par value $0.001 per share, of Newco (such stock, “Newco Common Stock”) on a pro rata basis (the “Distribution”), to the holders of record of Class A common stock, par value $0.001 per share, of EchoStar and Class B common stock, par value $0.001 per share, of EchoStar; and (iii) upon the consummation of the Pre-Closing Restructuring and the Distribution, Merger Sub merged with and into Newco (the “Merger”) such that, upon consummation of the Merger, Merger Sub ceased to exist and Newco continued as our wholly-owned subsidiary. Effective September 10, 2019, pursuant to the terms and subject to the conditions set forth in the Master Transaction Agreement, in consideration for the Merger, we issued 22,937,188 shares of our Class A common stock to the holders of Newco Common Stock at a ratio of 0.23523769 of our Class A common stock for each outstanding share of Newco Common Stock. The transaction was structured as a tax-free spin-off and merger. In addition, as the result of the Merger, we, EchoStar and, as relevant, certain of our or their respective subsidiaries, entered into ancillary agreements involving tax, employment and intellectual property matters, which set forth certain rights and obligations of us and EchoStar and our and their respective subsidiaries related to the Merger with respect to, among other things: (i) the payment of tax liability refunds, and the filing of tax returns related to Newco and the BSS Business; (ii) the allocation of employment-related assets and liabilities between us and EchoStar; (iii) certain employee compensation, equity awards, benefit plans, programs and arrangements relating to employees who are expected to be transferred to us pursuant to the Merger; (iv) a cross-license between us and EchoStar for certain intellectual property either transferred to us as part of the Merger or retained by EchoStar that is also used in the BSS Business; and (v) the provision of certain telemetry, tracking and control services by us and our subsidiaries to EchoStar and its subsidiaries. The description of the Master Transaction Agreement in this section is qualified in its entirety by reference to the complete text of the Master Transaction Agreement, a copy of which is filed as Exhibit 2.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. The Merger was accounted for as an asset purchase, as substantially all of the fair value of the gross assets acquired was concentrated in a group of similar identifiable assets. As the Merger was between entities that were under common control, we recorded the assets and liabilities received under the Merger at EchoStar’s historical cost basis, with the offsetting amount recorded in “Additional paid-in capital” on our Consolidated Balance Sheets. A significant portion of the assets received under the Merger were historically leased to us by EchoStar. As these assets and the related liabilities have been transferred to us pursuant to the Master Transaction Agreement, they will no longer be included in “Operating lease assets,” “Other current liabilities” and “Operating lease liabilities,” but rather in “Property and equipment, net” on our Consolidated Balance Sheets. The impact on our Consolidated Balance Sheets, including the reduction of our operating lease assets and the related liabilities, pursuant to the effectiveness of the Master Transaction Agreement on September 10, 2019 was as follows (in thousands): Assets Other current assets $ 3,430 Property and equipment, net 825,302 FCC authorizations 65,615 Operating lease assets (494,839) Other noncurrent assets, net 13,158 Total assets $ 412,666 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accrued interest $ 1,239 Other accrued expenses (157,216) Current portion of long-term debt and finance lease obligations 50,056 Total current liabilities (105,921) Long-Term Obligations, Net of Current Portion: Long-term debt and finance lease obligations, net of current portion 194,183 Deferred tax liabilities 166,161 Operating lease liabilities (338,902) Total long-term obligations, net of current portion 21,442 Total liabilities (84,479) Stockholders’ Equity (Deficit): Class A common stock, $.01 par value 229 Additional paid-in capital 496,916 Total stockholders’ equity (deficit) 497,145 Total liabilities and stockholders’ equity (deficit) $ 412,666 Sprint Asset Acquisition Asset Purchase Agreement On July 26, 2019, we entered into an Asset Purchase Agreement (the “APA”) with T- Mobile US, Inc. (“TMUS”) and Sprint Corporation (“Sprint” and together with TMUS, the “Sellers” and after the consummation of the Sprint-TMUS merger, sometimes referred to as “NTM”). Pursuant to the APA, after the consummation of the Sprint-TMUS merger and at the closing of the transaction, NTM will sell to us and we will acquire from NTM certain assets and liabilities associated with Sprint’s Boost Mobile, Virgin Mobile and Sprint-branded prepaid mobile services businesses (the “Prepaid Business”) for an aggregate purchase price of $1.4 billion as adjusted for specific categories of net working capital on the Closing Date (the “Prepaid Business Sale”). Under the Proposed Final Judgment (as defined below), TMUS is required to divest the Prepaid Business to us no later than the latest of (i) 15 days after TMUS has enabled us to provision any new or existing customers of the Prepaid Business holding a compatible handset device onto the NTM network, (ii) the first business day of the month following the later of the consummation of the Sprint-TMUS merger or the receipt of approvals for the Prepaid Business Sale, and (iii) five days after the entry of the Final Judgment (as defined below) by the District Court (as defined below). We expect to fund the purchase price with cash on hand or other available sources of liquidity. At the closing of the Prepaid Business Sale, we and NTM will enter into a transition services agreement under which we will receive certain transitional services (the “TSA”), a master network services agreement for the provision of network services by NTM to us (the “MNSA”), an option agreement entitling us to acquire certain decommissioned cell sites and retail stores of NTM (the “Option Agreement”) and an agreement under which we would purchase all of Sprint’s 800 MHz spectrum licenses, totaling approximately 13.5 MHz of nationwide wireless spectrum for an additional approximately $3.59 billion (the “Spectrum Purchase Agreement” and together with the APA, the TSA, the MNSA and the Option Agreement, the “Transaction Agreements”). See Note 15 for further information on the Transaction Agreements. Agreement with the DOJ: The Stipulation and Order and the Proposed Final Judgment In connection with the Prepaid Business Sale and the consummation of the Sprint-TMUS merger, we, TMUS, Sprint, Deutsche Telekom AG and SoftBank Group Corporation agreed with the United States Department of Justice (the “DOJ”) on certain key terms relating to the Transaction Agreements and our wireless service business and spectrum. On July 26, 2019, we, TMUS, Sprint, Deutsche Telekom AG (“DT”) and SoftBank Group Corp. (“SoftBank” and collectively with us, TMUS, Sprint and DT, the “Defendants”) entered into a Stipulation and Order (the “Stipulation and Order”) with the DOJ binding the Defendants to a Proposed Final Judgment (the “Proposed Final Judgment”) which memorialized the agreement between the DOJ and the Defendants. The Stipulation and Order and the Proposed Final Judgment were filed in the United States District Court for the District of Columbia (the “District Court”) on July 26, 2019. Certain of the provisions of the Stipulation and Order and the Proposed Final Judgment are also reflected in the terms of the Transaction Agreements. In addition to the terms reflected in the Transaction Agreements, the Stipulation and Order and the Proposed Final Judgment provide for other rights and obligations of the Sellers and us, including the following: ● For a period of one year after the closing of the Prepaid Business Sale, if we determine that certain assets not included in the divestiture were previously used by the Prepaid Business and are reasonably necessary for the continued competitiveness of the Prepaid Business, subject to certain carve-outs, we may request that such assets be transferred to us, which the DOJ can approve or deny in its sole discretion. ● Within one year of the closing of the Prepaid Business Sale, we will be required to offer nationwide postpaid retail mobile wireless service. ● NTM must take all actions required to enable us to provision any new or existing customer with a compatible handset onto the NTM network within 90 days of the entry of the Final Judgment. ● If we elect not to purchase the 800 MHz licenses pursuant to the Spectrum Purchase Agreement, we must pay $360 million (equal to 10% of the Spectrum Purchase Agreement purchase price) to the United States. However, we will not be required to make such payment if we have deployed a core network and offered 5G service to at least 20% of the U.S. population within three years of the closing of the Prepaid Business Sale. ● If we buy the 800 MHz spectrum pursuant to the Spectrum Purchase Agreement but fail to deploy all of the 800 MHz spectrum licenses for use in the provision of retail mobile wireless services by the expiration of the Final Judgment (as described below), the DOJ may require us to forfeit to the FCC any of the 800 MHz licenses for spectrum that are not being used to provide retail mobile wireless services, unless we are already providing nationwide retail wireless service. ● We and NTM must negotiate in good faith to reach an agreement for NTM to lease some or all of our 600 MHz spectrum licenses for deployment to retail consumers by NTM. We and NTM must report on the status of the negotiations within 90 days after the filing of the Final Judgment. If no agreement has been reached by 180 days following the filing of the Final Judgement, the DOJ may resolve any dispute in its sole discretion, provided that such resolution must be on commercially reasonable terms to both parties. ● We and NTM must agree to support eSIM technology on smartphones. ● The Sellers must introduce the suppliers and distributors of the Prepaid Business to us and the Sellers may not interfere in our negotiations with such suppliers and distributors. ● On the first day of the fiscal quarter following the entry of the Final Judgment and of each 180-day period thereafter, we will be obligated to provide the DOJ with a description of our deployment efforts over the prior quarter including: (i) the number of towers and small cells deployed, (ii) the spectrum bands on which we have deployed equipment, (iii) progress in obtaining devices that operate on our spectrum frequencies, (iv) POPs coverage of our network, (v) the number of our mobile wireless subscriptions, (vi) the amount of traffic transmitted to our subscribers using our network and using NTM’s network, and (vii) whether there are or have been any efforts by NTM to interfere with our efforts to deploy and operate our network. ● We cannot sell, lease or otherwise provide the right to use any of the divested assets to any national facilities-based mobile wireless provider and may not sell any of the divested assets or similar assets back to TMUS during the term of the Final Judgment (as described below), except that we may lease back to NTM up to 4 MHz of the 800 MHz spectrum we will acquire (as discussed above). ● We must comply with the 2023 AWS-4, Lower 700 MHz E Block, AWS H Block, and nationwide 5G broadband network build- out commitments made to the FCC, subject to verification by the FCC (as described below). If we fail to comply with such build-out commitments, we could face civil contempt in addition to the substantial voluntary contributions and license forfeitures described below if we fail to meet the June 14, 2023 commitments (as described below). Upon the signing of the Stipulation and Order and the Proposed Final Judgment by the District Court, the Sellers will be permitted by the DOJ to consummate the Sprint-TMUS merger (subject to any additional closing conditions related thereto). The Proposed Final Judgment is subject to the procedures of the Antitrust Procedures and Penalties Act, pursuant to which, following a 60-day public comment period and other related procedures, the Proposed Final Judgment will be entered with the District Court (the Proposed Final Judgment as so entered with the District Court, the “Final Judgment”). The term of the Final Judgment will be seven years from the date of its entry with the District Court or five years if the DOJ gives notice that the divestitures, build- outs and other requirements have been completed to its satisfaction. A monitoring trustee has been appointed by the District Court that has the power and authority to monitor the Defendants’ compliance with the Final Judgment and settle disputes among the Defendants regarding compliance with the provisions of the Final Judgment and may recommend action to the DOJ in the event a party fails to comply with the Final Judgment. FCC Build-Out Commitments In a letter filed with the FCC on July 26, 2019, we voluntarily committed to deploy a nationwide 5G broadband network and meet revised timelines relating to the build-out of our AWS-4, Lower 700 MHz E Block, AWS H Block and 600 MHz spectrum assets, subject to certain penalties. Pursuant to these commitments, we requested multi-year extensions to deploy our AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum, and we have committed to build out our 600 MHz licenses on an accelerated schedule to better align with our 5G deployment. We have also committed to offer 5G broadband service to certain population coverage targets, along with minimum core network, tower and spectrum use targets, and have waived our right to deploy any technology of our choice under the FCC’s “flexible use” rules with respect to these spectrum bands. Failure to meet the various commitments would require us to pay voluntary contributions totaling up to $2.2 billion to the FCC and would subject certain licenses in the AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum to forfeiture. We have also agreed not to sell our AWS-4 and 600 MHz spectrum for six years without prior DOJ and FCC approval (unless such sale is part of a change of control of DISH Network). Additionally, we have agreed not to lease a certain percentage of network capacity on our AWS-4 and 600 MHz spectrum for six years to the three largest U.S. wireless carriers (i.e., AT&T, Verizon and NTM), without prior FCC approval. On November 5, 2019, the FCC released an Order that, among other things, approved the Sprint-TMUS merger, tolled our existing March 7, 2020 build-out deadline for our AWS-4 and Lower 700 MHz E Block Licenses, and directed the FCC’s Wireless Telecommunications Bureau to adopt our commitments after a 30 day review period (the “FCC Merger Order”). Beginning on November 5, 2019, and while the approval of the Sprint-TMUS merger is pending, the March 7, 2020 build-out deadline for both the AWS-4 and Lower 700 MHz E Block spectrum bands is tolled; however, if the Sprint-TMUS merger is not consummated, the original deadline will be reinstated with extensions equal to the length of time the deadline was tolled. Except for the tolling of the March 2020 deadline, we may not receive the requested buildout extensions unless and until the Prepaid Business Sale closes. Our 5G deployment commitments for each of the four spectrum bands are generally as follows: ● With respect to the 600 MHz licenses, we committed to offer 5G broadband service to at least 70% of the U.S. population and to have deployed a core network no later than June 14, 2023, and to offer 5G broadband service to at least 75% of the population in each Partial Economic Area (which are service areas established by the FCC) no later than June 14, 2025. Note that these commitments are earlier than the current 600 MHz Final Build-Out Requirement date of June 2029. See Note 15 for further information. ● With respect to the AWS-4 licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023. ● With respect to the Lower 700 MHz E Block licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population who are covered by such licenses and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population who are covered by such licenses no later than June 14, 2023. ● With respect to the AWS H Block licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023. On June 11, 2019, a number of state attorneys general filed a lawsuit against TMUS, DT, Sprint, and SoftBank in the U.S. District Court for the Southern District of New York (the “Southern District”), alleging that the Sprint-TMUS merger, if consummated, would violate Section 7 of the Clayton Act and therefore should be enjoined. On February 11, 2020, the Southern District ruled in favor of the Sprint-TMUS merger. If this decision is appealed by any state attorneys general, we cannot predict the timing or outcome of any such appeals process. Wireless Beginning on November 5, 2019, and while the approval of the Sprint-TMUS merger is pending, the March 7, 2020 build-out deadline for both the AWS-4 and Lower 700 MHz E Block spectrum bands is tolled; however, if the Sprint-TMUS merger is not consummated, the original deadlines (as discussed in Note 15) would be reinstated with extensions equal to the length of time the deadline was tolled. During October 2019, we paused work on our narrowband Internet of Things (“IoT”) deployment due to our March 2020 build-out deadlines being tolled. We have issued requests for information and proposals (“RFI/Ps”) to various vendors in the wireless industry as we move forward with our 5G broadband network deployment (“5G Network Deployment”). Since 2008, we have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets and made over $10 billion in non-controlling investments in certain entities, for a total of over $21 billion, as described further below. The capitalized interest DISH Network Spectrum We have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets. These wireless spectrum licenses are subject to certain interim and final build-out requirements, as well as certain renewal requirements . In March 2017, we notified the FCC that we plan to deploy a narrowband IoT network on certain of these wireless licenses, which was to be the first phase of our network deployment (“First Phase”). We expected to complete the First Phase by March 2020, with subsequent phases to be completed thereafter. entered into vendor contracts with multiple parties for, among other things, base stations, chipsets, modules, tower leases, the core network, RF design, and deployment services for the First Phase. 5G Network Deployment We currently expect expenditures for our wireless projects to be between $250 million and $500 million during 2020, excluding capitalized interest. We currently expect expenditures for our 5G Network Deployment to be approximately $10 billion, excluding capitalized interest. We will need to make significant additional investments or partner with others to, among other things, commercialize, build-out, and integrate these licenses and related assets, and any additional acquired licenses and related assets; and comply with regulations applicable to such licenses. Depending on the nature and scope of such commercialization, build-out, integration efforts, and regulatory compliance, any such investments or partnerships could vary significantly. In addition, as we consider our options for the commercialization of our wireless spectrum, we will incur significant additional expenses and will have to make significant investments related to, among other things, research and development, wireless testing and wireless network infrastructure. We may also determine that additional wireless spectrum licenses may be required to commercialize our wireless business and to compete with other wireless service providers. See Note 2 and Note 15 for further information. DISH Network Non-Controlling Investments in the Northstar Entities and the SNR Entities Related to AWS-3 Wireless Spectrum Licenses During 2015, through our wholly-owned subsidiaries American AWS-3 Wireless II L.L.C. (“American II”) and American AWS-3 Wireless III L.L.C. (“American III”), we initially made over $10 billion in certain non-controlling investments in Northstar Spectrum, LLC (“Northstar Spectrum”), the parent company of Northstar Wireless, L.L.C. (“Northstar Wireless,” and collectively with Northstar Spectrum, the “Northstar Entities”), and in SNR Wireless HoldCo, LLC (“SNR HoldCo”), the parent company of SNR Wireless LicenseCo, LLC (“SNR Wireless,” and collectively with SNR HoldCo, the “SNR Entities”), respectively. On October 27, 2015, the FCC granted certain AWS-3 wireless spectrum licenses (the “AWS-3 Licenses”) to Northstar Wireless and to SNR Wireless, respectively, which are recorded in “FCC authorizations” on our Consolidated Balance Sheets. Under the applicable accounting guidance in Accounting Standards Codification 810, Consolidation (“ASC 810”), Northstar Spectrum and SNR HoldCo are considered variable interest entities and, based on the characteristics of the structure of these entities and in accordance with the applicable accounting guidance, we consolidate these entities into our financial statements. See Note 2 for further information. The AWS-3 Licenses are subject to certain interim and final build-out requirements, as well as certain renewal requirements . The Northstar Entities and/or the SNR Entities may need to raise significant additional capital in the future, which may be obtained from third party sources or from us, so that the Northstar Entities and the SNR Entities may commercialize, build-out and integrate these AWS-3 Licenses, comply with regulations applicable to such AWS-3 Licenses, and make any potential Northstar Re-Auction Payment and SNR Re-Auction Payment for the AWS-3 licenses retained by the FCC. Depending upon the nature and scope of such commercialization, build-out, integration efforts, regulatory compliance, and potential Northstar Re-Auction Payment and SNR Re-Auction Payment, any loans, equity contributions or partnerships could vary significantly. There can be no assurance that we will be able to obtain a profitable return on our non-controlling investments in the Northstar Entities and the SNR Entities. See Note 15 for further information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation We consolidate all majority owned subsidiaries, investments in entities in which we have controlling influence and variable interest entities where we have been determined to be the primary beneficiary. Minority interests are recorded as noncontrolling interests or redeemable noncontrolling interests. See below for further information. Non-consolidated investments are accounted for using the equity method when we have the ability to significantly influence the operating decisions of the investee. When we do not have the ability to significantly influence the operating decisions of an investee, these equity securities are classified as either marketable investment securities or other investments and recorded at fair value with changes recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period presentation. On February 28, 2017, we and EchoStar and certain of our respective subsidiaries completed the transactions contemplated by the Share Exchange Agreement (the “Share Exchange Agreement”) that was previously entered into on January 31, 2017 (the “Share Exchange”). Pursuant to the Share Exchange Agreement, among other things, EchoStar transferred to us certain assets and liabilities of the EchoStar technologies and EchoStar broadcasting businesses, consisting primarily of the businesses that design, develop and distribute digital set-top boxes, provide satellite uplink services and develop and support streaming video technology, as well as certain investments in joint ventures, spectrum licenses, real estate properties and EchoStar’s In connection with the Share Exchange, we and EchoStar and certain of their subsidiaries entered into certain agreements covering, among other things, tax matters, employee matters, intellectual property matters and the provision of transitional services. See Note 19 for further information. As the Share Exchange was a transaction between entities that are under common control, accounting rules require that our Consolidated Financial Statements include the results of the Transferred Businesses for all periods presented, including periods prior to the completion of the Share Exchange. We initially recorded the Transferred Businesses at EchoStar’s historical cost basis. The difference between the historical cost basis of the Transferred Businesses and the net carrying value of the Tracking Stock was recorded in “Additional paid-in capital” on our Consolidated Balance Sheets. The results of the Transferred Businesses were prepared from separate records maintained by EchoStar for the periods prior to March 1, 2017, and may not necessarily be indicative of the conditions that would have existed, or the results of operations, if the Transferred Businesses had been operated on a combined basis with our subsidiaries. Our financial statements include the results of the Transferred Businesses as described above for all periods presented, including periods prior to the completion of the Share Exchange. Redeemable Noncontrolling Interests Northstar Wireless. Northstar Wireless is a wholly-owned subsidiary of Northstar Spectrum, which is an entity owned by Northstar Manager, LLC (“Northstar Manager”) and us. Under the applicable accounting guidance in ASC 810, Northstar Spectrum is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate Northstar Spectrum into our financial statements. The Northstar Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to Northstar Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to Northstar Wireless), Northstar Manager has the ability, but not the obligation, to require Northstar Spectrum to purchase Northstar Manager’s ownership interests in Northstar Spectrum (the “Northstar Put Right”) for a purchase price that equals its equity contribution to Northstar Spectrum plus a fixed annual rate of return. In the event that the Northstar Put Right is exercised by Northstar Manager, the consummation of the sale will be subject to FCC approval. Northstar Spectrum does not have a call right with respect to Northstar Manager’s ownership interests in Northstar Spectrum. Although Northstar Manager is the sole manager of Northstar Spectrum, Northstar Manager’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Consolidated Balance Sheets. Northstar Manager’s ownership interest in Northstar Spectrum was initially accounted for at fair value. Subsequently, Northstar Manager’s ownership interest in Northstar Spectrum is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of Northstar Spectrum attributable to Northstar Manager are recorded as “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 15 for further information. SNR Wireless . SNR Wireless is a wholly-owned subsidiary of SNR HoldCo, which is an entity owned by SNR Wireless Management, LLC (“SNR Management”) and us. Under the applicable accounting guidance in ASC 810, SNR HoldCo is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate SNR HoldCo into our financial statements. The SNR Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to SNR Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to SNR Wireless), SNR Management has the ability, but not the obligation, to require SNR HoldCo to purchase SNR Management’s ownership interests in SNR HoldCo (the “SNR Put Right”) for a purchase price that equals its equity contribution to SNR HoldCo plus a fixed annual rate of return. In the event that the SNR Put Right is exercised by SNR Management, the consummation of the sale will be subject to FCC approval. SNR HoldCo does not have a call right with respect to SNR Management’s ownership interests in SNR HoldCo. Although SNR Management is the sole manager of SNR HoldCo, SNR Management’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Consolidated Balance Sheets. SNR Management’s ownership interest in SNR HoldCo was initially accounted for at fair value. Subsequently, SNR Management’s ownership interest in SNR HoldCo is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of SNR HoldCo attributable to SNR Management are recorded as “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 15 for further information. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense for each reporting period. Estimates are used in accounting for, among other things, allowances for doubtful accounts, self-insurance obligations, deferred taxes and related valuation allowances, uncertain tax positions, loss contingencies, fair value of financial instruments, fair value of options granted under our stock-based compensation plans, fair value of assets and liabilities acquired in business combinations, relative standalone selling prices of performance obligations, finance leases, asset impairments, estimates of future cash flows used to evaluate impairments, useful lives of property, equipment and intangible assets, independent third-party retailer incentives, programming expenses and subscriber lives. Economic conditions may increase the inherent uncertainty in the estimates and assumptions indicated above. Actual results may differ from previously estimated amounts, and such differences may be material to our consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected prospectively in the period they occur. Cash and Cash Equivalents We consider all liquid investments purchased with a remaining maturity of 90 days or less at the date of acquisition to be cash equivalents. Cash equivalents as of December 31, 2019 and 2018 may consist of money market funds, government bonds, corporate notes and commercial paper. The cost of these investments approximates their fair value. Marketable Investment Securities Historically, we classified all marketable investment securities as available-for-sale, except for investments which were accounted for as trading securities and adjusted the carrying amount of our available-for-sale securities to fair value and reported the related temporary unrealized gains and losses as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Consolidated Balance Sheets. Our trading securities were carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). Subsequent to the adoption of ASU 2016-01 during the first quarter 2018, all equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). All debt securities are classified as available-for-sale. We adjust the carrying amount of our debt securities to fair value and report the related temporary unrealized gains and losses as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Consolidated Balance Sheets. Declines in the fair value of a marketable debt security which are determined to be “other-than-temporary” are recognized on our Consolidated Statements of Operations and Comprehensive Income (Loss), thus establishing a new cost basis for such investment. We evaluate our debt investment portfolio on a quarterly basis to determine whether declines in the fair value of these securities are other-than-temporary. This quarterly evaluation consists of reviewing, among other things: ● the fair value of our debt investments compared to the carrying amount, ● the historical volatility of the price of each security, and ● any market and company specific factors related to each security. Declines in the fair value of debt investments below cost basis are generally accounted for as follows: Length of Time Treatment of the Decline in Value Less than six months Generally, considered temporary. Six to nine months Evaluated on a case by case basis to determine whether any company or market-specific factors exist indicating that such decline is other-than-temporary. Greater than nine months Generally, considered other-than-temporary. The decline in value is recorded as a charge to earnings. Additionally, in situations where the fair value of a debt security is below its carrying amount, we consider the decline to be other-than-temporary and record a charge to earnings if any of the following factors apply: ● we have the intent to sell the security, ● it is more likely than not that we will be required to sell the security before maturity or recovery, or ● we do not expect to recover the security’s entire amortized cost basis, even if there is no intent to sell the security. In general, we use the first in, first out method to determine the cost basis on sales of marketable investment securities. Trade Accounts Receivable Management estimates the amount of required allowances for the potential non-collectability of accounts receivable based upon past collection experience and consideration of other relevant factors. However, past experience may not be indicative of future collections and therefore additional charges could be incurred in the future to reflect differences between estimated and actual collections. Inventory Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The cost of manufactured inventory includes the cost of materials, labor, freight-in, royalties and manufacturing overhead. Net realizable value is calculated as the estimated selling price less reasonable costs necessary to complete, sell, transport and dispose of the inventory. Property and Equipment Property and equipment, including capitalized expenditures related to our wireless projects, are stated at amortized cost less impairment losses, if any. Our set-top boxes are generally capitalized when they are installed in customers’ homes. The costs of satellites under construction, including interest and certain amounts prepaid under our satellite service agreements, are capitalized during the construction phase, assuming the eventual successful launch and in-orbit operation of the satellite. If a satellite were to fail during launch or while in-orbit, the resultant loss would be charged to expense in the period such loss was incurred. The amount of any such loss would be reduced to the extent of insurance proceeds estimated to be received, if any. Depreciation is recorded on a straight-line basis over useful lives ranging from two to 40 years . Repair and maintenance costs are charged to expense when incurred. Renewals and improvements that add value or extend the asset’s useful life are capitalized. Costs related to the procurement and development of software for internal-use are capitalized and amortized using the straight-line method over the estimated useful life of the software. Impairment of Long-Lived Assets We review our long-lived assets and identifiable finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For assets which are held and used in operations, the asset would be impaired if the carrying amount of the asset (or asset group) exceeded its undiscounted future net cash flows. Once an impairment is determined, the actual impairment recognized is the difference between the carrying amount and the fair value as estimated using one of the following approaches: income, cost and/or market. Assets which are to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The carrying amount of a long-lived asset or asset group is considered impaired when the anticipated undiscounted cash flows from such asset or asset group is less than its carrying amount. In that event, a loss is recorded in “Impairment of long-lived assets” on our Consolidated Statements of Operations and Comprehensive Income (Loss) based on the amount by which the carrying amount exceeds the fair value of the long-lived asset or asset group. Fair value, using the income approach, is determined primarily using a discounted cash flow model that uses the estimated cash flows associated with the asset or asset group under review, discounted at a rate commensurate with the risk involved. Fair value, utilizing the cost approach, is determined based on the replacement cost of the asset reduced for, among other things, depreciation and obsolescence. Fair value, utilizing the market approach, benchmarks the fair value against the carrying amount. See Note 8 for further information. DBS Satellites . We currently evaluate our DBS satellite fleet for impairment as one asset group whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. We do not believe any triggering event has occurred which would indicate impairment as of December 31, 2019. AWS-4 Satellites. We currently evaluate our AWS-4 satellite fleet for impairment whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. We do not believe any triggering event has occurred which would indicate impairment as of December 31, 2019 and 2018. For the year ended December 31, 2017, we wrote down the net book value of the T1 satellite to its estimated fair value as of December 31, 2017 and recorded a million impairment charge in “Impairment of long-lived assets” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 8 for further information. Indefinite-Lived Intangible Assets and Goodwill We do not amortize indefinite-lived intangible assets and goodwill but test these assets for impairment annually, during the fourth quarter or more often if indicators of impairment arise. We have the option to first perform a qualitative assessment to determine whether it is necessary to perform a quantitative impairment test. However, we may elect to bypass the qualitative assessment in any period and proceed directly to performing the quantitative impairment test. Intangible assets that have finite lives are amortized over their estimated useful lives and tested for impairment as described above for long-lived assets. Our intangible assets with indefinite lives primarily consist of FCC licenses. Generally, we have determined that our FCC licenses have indefinite useful lives due to the following: ● FCC licenses are a non-depleting asset; ● existing FCC licenses are integral to our business segments and will contribute to cash flows indefinitely; ● replacement DBS satellite applications are generally authorized by the FCC subject to certain conditions, without substantial cost under a stable regulatory, legislative and legal environment; ● maintenance expenditures to obtain future cash flows are not significant; ● FCC licenses are not technologically dependent; and ● we intend to use these assets indefinitely. DBS Licenses. We combine all of our indefinite-lived DBS licenses that we currently utilize or plan to utilize in the future into a single unit of accounting. For 2019, 2018 and 2017, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of the DBS licenses exceeds its carrying amount. In our assessment, we considered several factors, including, among others, overall financial performance, industry and market considerations, and relevant company specific events. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of the DBS licenses exceeds its carrying amount. As such, no further analysis was required. Wireless Spectrum Licenses. We currently combine our 600 MHz, 700 MHz, AWS-4 and H Block wireless spectrum licenses and the Northstar Licenses and SNR Licenses into a single unit of accounting. In 2019, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of these licenses exceed their carrying amount. In our assessment we considered several factors, including, among other things, the projected financial performance of our Wireless segment, the business enterprise value of our Wireless segment, and market transactions for wireless spectrum licenses including auction results. In assessing these factors we considered both macroeconomic conditions and industry and market conditions. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of these licenses exceed their carrying amount. In 2018, we assessed these licenses quantitatively. Our quantitative assessment consisted of both an income approach and a market approach. The income approach estimated the fair value of these licenses using the “Greenfield” approach. The Greenfield approach values the licenses by calculating the cash flow generating potential of a hypothetical start-up company that goes into business with no assets except the licenses to be valued. A discounted cash flow analysis is used to estimate what a marketplace participant would be willing to pay to purchase the aggregated wireless licenses as of the valuation date . The market approach uses prior transactions including auctions to estimate the fair value of the licenses. In conducting this quantitative assessment, we determined that the fair value of these licenses exceeds their carrying amount under both approaches. In 2017, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of these licenses exceeded their carrying amount. In our assessment, we considered several qualitative factors, including, among others, macroeconomic conditions, industry and market conditions, relevant company specific events, and perception of the market. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of these licenses exceeded their carrying amount. During 2019, 2018, and 2017, our multichannel video distribution and data service (“MVDDS”) wireless spectrum licenses were assessed as a single unit of accounting. For 2019, management assessed these licenses qualitatively. Our qualitative assessment focused on recent auction results and historical market activity. We concluded that it is more likely than not that the fair value of these licenses exceeded their carrying amount. For 2018 and 2017, management assessed these licenses quantitatively. Our quantitative assessment in each year for these licenses consisted of a market approach. The market approach uses prior transactions including auctions to estimate the fair value of the licenses. In conducting these quantitative assessments, we determined that the fair value of these licenses exceeded their carrying amount. During 2019, our 28 GHz and 24 GHz wireless spectrum licenses were assessed as a single unit of accounting. These licenses were purchased during the fourth quarter 2019 through our participation in Auction 101 and Auction 102. For 2019, management’s assessment of the fair value of these licenses was determined based on the auction results. Changes in circumstances or market conditions could result in a write-down of any of the above wireless spectrum licenses in the future. Capitalized Interest We capitalize interest associated with the acquisition or construction of certain assets, including, among other things, our wireless spectrum licenses, build-out costs associated with our network deployment and satellites. Capitalization of interest begins when, among other things, steps are taken to prepare the asset for its intended use and ceases when the asset is ready for its intended use or when these activities are substantially suspended. We are currently preparing for the commercialization of our AWS-4, H Block, 700 MHz, 600 MHz and MVDDS wireless spectrum licenses, and interest expense related to their carrying amount is being capitalized. In addition, the FCC has granted certain AWS-3 Licenses to Northstar Wireless and to SNR Wireless, respectively, in which we have made certain non-controlling investments. Northstar Wireless and SNR Wireless are preparing for the commercialization of their AWS-3 Licenses and interest expense related to their carrying amount is also being capitalized. On June 14, 2017, the FCC issued an order granting our application to acquire the 600 MHz Licenses, and we began preparing for the commercialization of our 600 MHz Licenses and began capitalizing interest related to these licenses on June 14, 2017. As the carrying amount of the licenses discussed above exceeded the carrying value of our long-term debt and finance lease obligations beginning on June 14, 2017, materially all of our interest expense is now being capitalized. Business Combinations When we acquire a business, we allocate the purchase price to the various components of the acquisition based upon the fair value of each component using various valuation techniques, including the market approach, income approach and/or cost approach. The accounting standard for business combinations requires most identifiable assets, liabilities, noncontrolling interests and goodwill acquired to be recorded at fair value. Transaction costs related to the acquisition of the business are expensed as incurred. Costs associated with the issuance of debt associated with a business combination are capitalized and included as a yield adjustment to the underlying debt’s stated rate. Acquired intangible assets other than goodwill are amortized over their estimated useful lives unless the lives are determined to be indefinite. Amortization of these intangible assets are recorded on a straight-line basis over an average finite useful life primarily ranging from approximately five to 20 years or in relation to the estimated discounted cash flows over the life of the intangible asset. Long-Term Deferred Revenue and Other Long-Term Liabilities Certain programmers provide us up-front payments. Such amounts are deferred and recognized as reductions to “Subscriber-related expenses” on a straight-line basis over the relevant remaining contract term (generally up to ten years ). The current and long-term portions of these deferred credits are recorded on our Consolidated Balance Sheets in “Deferred revenue and other” and “Long-term deferred revenue and other long-term liabilities,” respectively. Sales Taxes We account for sales taxes imposed on our goods and services on a net basis on our Consolidated Statements of Operations and Comprehensive Income (Loss). Since we primarily act as an agent for the governmental authorities, the amount charged to the customer is collected and remitted directly to the appropriate jurisdictional entity. Income Taxes We establish a provision for income taxes currently payable or receivable and for income tax amounts deferred to future periods. Deferred tax assets and liabilities are recorded for the estimated future tax effects of differences that exist between the book and tax basis of assets and liabilities. Deferred tax assets are offset by valuation allowances when we believe it is more likely than not that such net deferred tax assets will not be realized. From time to time, we engage in transactions where the tax consequences may be subject to uncertainty. We record a liability when, in management’s judgment, a tax filing position does not meet the more likely than not threshold. For tax positions that meet the more likely than not threshold, we may record a liability depending on management’s assessment of how the tax position will ultimately be settled. We adjust our estimates periodically for ongoing examinations by and settlements with various taxing authorities, as well as changes in tax laws, regulations and precedent. We classify interest and penalties, if any, associated with our uncertain tax positions as a component of “Interest expense, net of amounts capitalized” and “Other, net,” respectively, on our Consolidated Statements of Operations and Comprehensive Income (Loss). Fair Value Measurements We determine fair value based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. Market or observable inputs are the preferred source of values, followed by unobservable inputs or assumptions based on hypothetical transactions in the absence of market inputs. We apply the following hierarchy in determining fair value: ● Level 1, defined as observable inputs being quoted prices in active markets for identical assets; ● Level 2, defined as observable inputs other than quoted prices included in Level 1, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar instruments in markets that are not active; and derivative financial instruments indexed to marketable investment securities; and ● Level 3, defined as unobservable inputs for which little or no market data exists, consistent with reasonably available assumptions made by other participants therefore requiring assumptions based on the best information available. As of December 31, 2019 and 2018, the carrying amount for cash and cash equivalents, trade accounts receivable (net of allowance for doubtful accounts) and current liabilities (excluding the “Current portion of long-term debt and finance lease obligations”) was equal to or approximated fair value due to their short-term nature or proximity to current market rates. See Note 6 for the fair value of our marketable investment securities and derivative financial instruments. Fair values for our publicly traded debt securities are based on quoted market prices, when available. The fair values of private debt are based on, among other things, available trade information, and/or an analysis in which we evaluate market conditions, related securities, various public and private offerings, and other publicly available information. In performing this analysis, we make various assumptions regarding, among other things, credit spreads, and the impact of these factors on the value of the debt securities. See Note 10 for the fair value of our long-term debt. Deferred Debt Issuance Costs and Debt Discounts In accordance with accounting guidance on embedded conversion features, we value and bifurcate the conversion option associated with convertible notes from the host debt instrument. The resulting debt discount is deferred and amortized to interest expense using the effective interest rate method over the terms of the respective notes. Costs of issuing debt are generally deferred and amortized to interest expense using the effective interest rate method over the terms of the respective notes. See Note 10 for further information. Revenue Recognition Our revenue is primarily derived from Pay-TV programming services that we provide to our subscribers. We also generate revenue from equipment rental fees and other hardware related fees, including DVRs and fees from subscribers with multiple receivers; advertising services; fees earned from our in-home service operations; broadband services; warranty services; sales of digital receivers and related equipment to third-party pay-TV providers; satellite uplink and telemetry, tracking and control (“TT&C”) services; and revenue from in-home services. See Note 16 Our residential video subscribers contract for individual services or combinations of services, as discussed above, the majority of which are generally distinct and are accounted for as separate performance obligations. We consider our installations for first time DISH TV subscribers to be a service. However, since we provide a significant integration service combining the installation with programming services, we have concluded that the installation is not distinct from programming and thus the installatio |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Basic and Diluted Net Income (Loss) Per Share | |
Basic and Diluted Net Income (Loss) Per Share | 3. Basic and Diluted Net Income (Loss) Per Share We present both basic earnings per share (“EPS”) and diluted EPS. Basic EPS excludes potential dilution and is computed by dividing “Net income (loss) attributable to DISH Network” by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if stock awards were exercised and if our 3 3/8% Convertible Notes due 2026 issued August 8, 2016 (the “Convertible Notes due 2026”) and our 2 3/8% Convertible Notes due 2024 issued March 17, 2017 (the “Convertible Notes due 2024,” and collectively with the Convertible Notes due 2026, the “Convertible Notes”) were converted. The potential dilution from stock awards is accounted for using the treasury stock method based on the average market value of our Class A common stock. The potential dilution from conversion of the Convertible Notes is accounted for using the if-converted method, which requires that all of the shares of our Class A common stock issuable upon conversion of the Convertible Notes will be included in the calculation of diluted EPS assuming conversion of the Convertible Notes at the beginning of the reporting period (or at time of issuance, if later). The following table presents EPS amounts for all periods and the basic and diluted weighted-average shares outstanding used in the calculation. For the Years Ended December 31, 2019 2018 2017 (In thousands, except per share amounts) Net income (loss) $ 1,492,569 $ 1,655,491 $ 2,165,407 Less: Net income (loss) attributable to noncontrolling interests, net of tax 93,057 80,400 66,718 Net income (loss) attributable to DISH Network - Basic 1,399,512 1,575,091 2,098,689 Interest on dilutive Convertible Notes, net of tax (1) — — 30,028 Net income (loss) attributable to DISH Network - Diluted $ 1,399,512 $ 1,575,091 $ 2,128,717 Weighted-average common shares outstanding - Class A and B common stock: Basic 479,657 467,350 466,021 Dilutive impact of Convertible Notes 58,192 58,192 55,692 Dilutive impact of stock awards outstanding 115 290 883 Diluted 537,964 525,832 522,596 Earnings per share - Class A and B common stock: Basic net income (loss) per share attributable to DISH Network $ 2.92 $ 3.37 $ 4.50 Diluted net income (loss) per share attributable to DISH Network $ 2.60 $ 3.00 $ 4.07 (1) For the years ended December 31, 2019 and 2018, materially all of our interest expense was capitalized. See Note 2 for further information. Certain stock awards to acquire our Class A common stock are not included in the weighted-average common shares outstanding above, as their effect is anti-dilutive. In addition, vesting of performance based options and rights to acquire shares of our Class A common stock granted pursuant to our performance based stock incentive plans (“Restricted Performance Units”) are both contingent upon meeting certain goals, some of which are not yet probable of being achieved. Furthermore, the warrants that we issued to certain option counterparties in connection with the Convertible Notes due 2026 are only exercisable at their expiration if the market price per share of our Class A common stock is greater than the strike price of the warrants, which is approximately per share, subject to adjustments. As a consequence, the following are not included in the diluted EPS calculation. As of December 31, 2019 2018 2017 (In thousands) Anti-dilutive stock awards 5,471 4,377 1,694 Performance based options 7,966 8,970 5,491 Restricted Performance Units/Awards 1,504 1,726 2,436 Common stock warrants 46,029 46,029 46,029 Total 60,970 61,102 55,650 |
Supplemental Data - Statements
Supplemental Data - Statements of Cash Flows | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Data - Statements of Cash Flows | |
Supplemental Data - Statements of Cash Flows | 4. Supplemental Data - Statements of Cash Flows The following table presents our supplemental cash flow and other non-cash data. For the Years Ended December 31, 2019 2018 2017 (In thousands) Cash paid for interest (including capitalized interest) $ 900,125 $ 921,238 $ 996,183 Cash received for interest 40,795 15,037 6,925 Cash paid for income taxes 30,552 31,308 40,362 Capitalized interest (1) 980,299 1,012,177 1,015,901 Master Transaction Agreement, net of deferred tax of $166,161 (2) 497,145 — — Initial equity component of the 2 3/8% Convertible Notes due 2024, net of deferred taxes of $92,512 (3) — — 159,869 Employee benefits paid in Class A common stock 27,004 27,322 23,164 (1) See Note 2 for further information. (2) See Note 1 for further information. (3) See Note 10 for further information. |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2019 | |
Other Comprehensive Income (Loss) | |
Other Comprehensive Income (Loss) | 5. Other Comprehensive Income (Loss) The following table presents the tax effect on each component of “Other comprehensive income (loss).” For the Years Ended December 31, 2019 2018 2017 Before Tax Net Before Tax Net Before Tax Net Tax (Expense) of Tax Tax (Expense) of Tax Tax (Expense) of Tax Amount Benefit Amount Amount Benefit Amount Amount Benefit Amount (In thousands) Foreign currency translation adjustments $ 223 $ — $ 223 $ (1,343) $ — $ (1,343) $ 1,027 $ — $ 1,027 Unrealized holding gains (losses) on available-for-sale securities 1,127 (265) 862 (529) 122 (407) 9,671 (3,525) 6,146 Recognition of previously unrealized (gains) losses on available-for-sale securities included in net income (loss) (299) 70 (229) (8) 2 (6) (11,129) 4,057 (7,072) Other comprehensive income (loss) $ 1,051 $ (195) $ 856 $ (1,880) $ 124 $ (1,756) $ (431) $ 532 $ 101 The “Accumulated other comprehensive income (loss)” is detailed in the following table, net of tax: Foreign Unrealized/ Currency Recognized Translation Gains Accumulated Other Comprehensive Income (Loss) Adjustment (Losses) Total (In thousands) Balance as of December 31, 2017 $ 1,027 $ (145) $ 882 Foreign currency translation adjustments (1,343) — (1,343) Other comprehensive income (loss) before reclassification — (407) (407) Amounts reclassified from accumulated other comprehensive income (loss) — (6) (6) Balance as of December 31, 2018 $ (316) $ (558) $ (874) Foreign currency translation adjustments 223 — 223 Other comprehensive income (loss) before reclassification — 862 862 Amounts reclassified from accumulated other comprehensive income (loss) — (229) (229) Balance as of December 31, 2019 $ (93) $ 75 $ (18) |
Marketable Investment Securitie
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities | 12 Months Ended |
Dec. 31, 2019 | |
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities | |
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities | 6. Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities Our marketable investment securities, restricted cash and cash equivalents, and other investment securities consisted of the following: As of December 31, December 31, 2019 2018 (In thousands) Marketable investment securities: Current marketable investment securities: Strategic - available-for-sale $ 196 $ 193 Strategic - trading/equity (Note 2) — 2,370 Other 416,508 1,178,908 Total current marketable investment securities 416,704 1,181,471 Restricted marketable investment securities (1) 390 67,019 Total marketable investment securities 417,094 1,248,490 Restricted cash and cash equivalents (1) 60,677 578 Other investment securities: Other investment securities 160,074 118,992 Total other investment securities 160,074 118,992 Total marketable investment securities, restricted cash and cash equivalents, and other investment securities $ 637,845 $ 1,368,060 (1) Restricted marketable investment securities and restricted cash and cash equivalents are included in “Restricted cash, cash equivalents and marketable investment securities” on our Consolidated Balance Sheets. Marketable Investment Securities Our marketable investment securities portfolio consists of various debt and equity instruments. All debt securities are classified as available-for-sale. Subsequent to the adoption of ASU 2016-01 during the first quarter 2018, all equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information. Current Marketable Investment Securities - Strategic Our current strategic marketable investment securities portfolio includes and may include strategic and financial debt and/or equity investments in private and public companies that are highly speculative and have experienced and continue to experience volatility. As of , 2019, this portfolio consisted of securities of a small number of issuers, and as a result the value of that portfolio depends, among other things, on the performance of those issuers. The fair value of certain of the debt and equity securities in this portfolio can be adversely impacted by, among other things, the issuers’ respective performance and ability to obtain any necessary additional financing on acceptable terms, or at all. Current Marketable Investment Securities - Other Our current other marketable investment securities portfolio includes investments in various debt instruments including, among others, commercial paper, corporate securities and United States treasury and/or agency securities. Commercial paper consists mainly of unsecured short-term, promissory notes issued primarily by corporations with maturities ranging up to 365 days . Corporate securities consist of debt instruments issued by corporations with various maturities normally less than 18 months . U. S. Treasury and agency securities consist of debt instruments issued by the federal government and other government agencies. Restricted Cash, Cash Equivalents and Marketable Investment Securities As of December 31, 2019 and 2018, our restricted marketable investment securities, together with our restricted cash and cash equivalents, included amounts required as collateral for our letters of credit and trusts. Other Investment Securities We have strategic investments in certain debt and/or equity securities that are included in noncurrent “Other investment securities” on our Consolidated Balance Sheets. Our debt securities are classified as available-for-sale and our equity securities are accounted for using the equity method of accounting or recorded at fair value. Certain of our equity method investments are detailed below. NagraStar L.L.C. As a result of the completion of the Share Exchange on February 28, 2017, we own a interest in NagraStar L.L.C. (“NagraStar”), a joint venture that is our primary provider of encryption and related security systems intended to assure that only authorized customers have access to our programming. Invidi Technologies Corporation . In November 2016, we, DIRECTV, LLC, a wholly-owned indirect subsidiary of AT&T Inc., and Cavendish Square Holding B.V., an affiliate of WPP plc, entered into a series of agreements to acquire Invidi Technologies Corporation (“Invidi”), an entity that provides proprietary software for the addressable advertising market. The transaction closed in January 2017. TerreStar Solutions, Inc. Our ability to realize value from our strategic investments in securities that are not publicly traded depends on the success of the issuers’ businesses and their ability to obtain sufficient capital, on acceptable terms or at all, and to execute their business plans. 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. Unrealized Gains (Losses) on Marketable Investment Securities As of December 31, 2019 and 2018, we had accumulated net unrealized gains of less than $1 million and accumulated net unrealized losses of $1 million, respectively. These amounts, net of related tax effect, were accumulated net unrealized gains of less than million, respectively. All of these amounts are included in “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit).” The components of our available-for-sale investments are summarized in the table below. As of December 31, 2019 2018 Marketable Marketable Investment Unrealized Investment Unrealized Securities Gains Losses Net Securities Gains Losses Net (In thousands) Debt securities (including restricted): U.S. Treasury and agency securities $ 10,016 $ 32 $ — $ 32 $ 66,823 $ 40 $ (19) $ 21 Commercial paper 369,397 2 — 2 367,488 — — — Corporate securities 28,796 4 (1) 3 805,259 91 (899) (808) Other 8,885 58 — 58 6,550 56 (2) 54 Total $ 417,094 $ 96 $ (1) $ 95 $ 1,246,120 $ 187 $ (920) $ (733) As of December 31, 2019, restricted and non-restricted marketable investment securities included debt securities of $417 million with contractual maturities within one year. Actual maturities may differ from contractual maturities as a result of our ability to sell these securities prior to maturity. Fair Value Measurements Our investments measured at fair value on a recurring basis were as follows: As of December 31, 2019 December 31, 2018 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents (including restricted) $ 2,436,545 $ 246,876 $ 2,189,669 $ — $ 859,220 $ 30,858 $ 828,362 $ — Debt securities (including restricted): U.S. Treasury and agency securities $ 10,016 $ 10,016 $ — $ — $ 66,823 $ 66,823 $ — $ — Commercial paper 369,397 — 369,397 — 367,488 — 367,488 — Corporate securities 28,796 — 28,796 — 805,259 — 805,259 — Other 8,885 — 8,689 196 6,550 — 6,357 193 Equity securities — — — — 2,370 2,370 — — Total $ 417,094 $ 10,016 $ 406,882 $ 196 $ 1,248,490 $ 69,193 $ 1,179,104 $ 193 During the years ended December 31, 2019 and 2018, we had no transfers in or out of Level 1 and Level 2 fair value measurements. Gains and Losses on Sales and Changes in Carrying Amounts of Investments “Other, net” within “Other Income (Expense)” included on our Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows: For the Years Ended December 31, Other, net: 2019 2018 2017 (In thousands) Marketable investment securities - realized and unrealized gains (losses) $ 4,604 $ 8,165 $ 90,979 Non-marketable investment securities - gains (losses) on sales/exchanges — — 10,488 Costs related to early redemption of debt (483) (3,261) (1,470) Gain (loss) on sale of subsidiary — 7,004 — Equity in earnings of affiliates (3,714) (2,110) 2,163 Other 11,117 2,003 2,328 Total $ 11,524 $ 11,801 $ 104,488 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory | |
Inventory | 7. Inventory Inventory consisted of the following: As of December 31, 2019 2018 (In thousands) Finished goods $ 255,155 $ 215,186 Work-in-process and service repairs 34,120 56,871 Raw materials 33,623 18,676 Total inventory $ 322,898 $ 290,733 |
Property and Equipment and Inta
Property and Equipment and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Property and Equipment and Intangible Assets | |
Property and Equipment and Intangible Assets | 8. Property and Equipment and Intangible Assets Property and Equipment Property and equipment consisted of the following: Depreciable Life As of December 31, (In Years) 2019 2018 (In thousands) Equipment leased to customers 2 - 5 $ 1,861,668 $ 2,016,965 Satellites (1) (2) 2 - 15 1,855,096 843,913 Satellites acquired under finance lease agreements (1) (3) 10 - 15 888,940 499,819 Furniture, fixtures, equipment and other 2 - 20 2,010,094 1,923,585 Buildings and improvements (1) 5 - 40 349,347 290,650 Land (1) - 17,810 13,186 Construction in progress - 278,083 100,560 Total property and equipment 7,261,038 5,688,678 Accumulated depreciation (1) (4,554,856) (3,760,498) Property and equipment, net $ 2,706,182 $ 1,928,180 (1) See Note 1 for further information on the Master Transaction Agreement pursuant to which certain assets were transferred to us. (2) See Note 6 for further information on the transaction with TSI. (3) The Ciel II satellite was previously classified as a finance lease, however, as a result of an amendment, which was effective during the first quarter 2019, Ciel II is now accounted for as an operating lease. Construction in progress consisted of the following: As of December 31, 2019 2018 (In thousands) Software $ 51,493 $ 34,533 Wireless 207,814 53,466 Other 18,776 12,561 Total construction in progress $ 278,083 $ 100,560 Depreciation and amortization expense consisted of the following: For the Years Ended December 31, 2019 2018 2017 (In thousands) Equipment leased to customers $ 371,292 $ 444,928 $ 554,272 Satellites 115,100 100,343 114,821 Buildings, furniture, fixtures, equipment and other 144,185 166,753 148,471 Total depreciation and amortization $ 630,577 $ 712,024 $ 817,564 Cost of sales and operating expense categories included in our accompanying Consolidated Statements of Operations and Comprehensive Income (Loss) do not include depreciation expense related to satellites or equipment leased to customers. Satellites Pay-TV Satellites . We currently utilize of which we own and depreciate over their estimated useful life. We currently utilize certain capacity on satellite that we lease from EchoStar, which is accounted for as an operating lease. We also lease satellites from third parties: Ciel II, which is now accounted for as an operating lease, and Anik F3, Nimiq 5 and QuetzSat-1, which are accounted for as financing leases and are depreciated over their economic life. As of December 31, 2019, our pay-TV satellite fleet consisted of the following: Degree Lease Launch Orbital Termination Satellites Date Location Date Owned: EchoStar VII (1) February 2002 119 N/A EchoStar X (1) February 2006 110 N/A EchoStar XI (1) July 2008 110 N/A EchoStar XIV (1) March 2010 119 N/A EchoStar XV July 2010 61.5 N/A EchoStar XVI (1) November 2012 61.5 N/A EchoStar XVIII June 2016 61.5 N/A EchoStar XXIII (1) March 2017 67.9 N/A Leased from EchoStar (2): EchoStar IX August 2003 121 Month to month Leased from Other Third Party: Anik F3 April 2007 118.7 April 2022 Ciel II December 2008 129 January 2021 Nimiq 5 (1) September 2009 72.7 September 2024 QuetzSat-1 (1) September 2011 77 November 2021 (1) Pursuant to the Master Transaction Agreement, on September 10, 2019 these satellites and satellite service agreements were transferred to us. See Note 1 for further information. (2) See Note 19 for further information on our Related Party Transactions with EchoStar. Effective September 10, 2019, pursuant to the Master Transaction Agreement, the EchoStar XII satellite was transferred to us. During October 2019, the EchoStar XII satellite was de-orbited. AWS-4 Satellites. On March 2, 2012, the FCC approved the transfer of 40 MHz of wireless spectrum licenses held by DBSD North America, Inc. (“DBSD North America”) and TerreStar Networks, Inc. (“TerreStar”) to us. On March 9, 2012, we completed the acquisitions of of the equity of reorganized DBSD North America and substantially all of the assets of TerreStar, pursuant to which we acquired, among other things, certain satellite assets and 40 MHz of spectrum licenses held by DBSD North America (the “DBSD Transaction”) and TerreStar (the “TerreStar Transaction”), which licenses the FCC modified in March 2013 to add AWS-4 authority (“AWS-4”). See Note 15 for further information. As a result of the DBSD Transaction and the TerreStar Transaction, we acquired three AWS-4 satellites, including satellite under construction (T2). During the fourth quarter 2014, EchoStar purchased our rights to the T2 satellite for million. Degree Estimated Launch Orbital Useful Life Satellites Date Location (Years) Owned: T1 July 2009 111.1 14.25 D1 April 2008 92.85 N/A GAAP requires that a long-lived asset be reviewed for impairment when circumstances indicate that the carrying amount of the asset might not be recoverable. As of December 31, 2019 and 2018, management concluded that no triggering event occurred for either year for the AWS-4 satellites. As of December 31, 2017, we concluded that a triggering event occurred for the T1 satellite. In our assessment, we concluded that the carrying amount of the T1 satellite exceeded its estimated fair value based on undiscounted cash flows utilizing the income approach. To arrive at fair value, management estimated the potential future discounted cash flows from a market participant’s perspective associated with the satellite. As a result of this assessment, we wrote down the net book value of the T1 satellite from million in “Impairment of long-lived assets” on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the year ended December 31, 2017. As of December 31, 2019 and 2018, we do not believe that any triggering events have occurred which would indicate impairment for the D1 satellite. The estimates used in our fair value analysis are considered Level 3 in the fair value hierarchy. Satellite Anomalies Operation of our DISH TV services requires that we have adequate satellite transmission capacity for the programming that we offer. While we generally have had in-orbit satellite capacity sufficient to transmit our existing channels and some backup capacity to recover the transmission of certain critical programming, our backup capacity is limited. In the event of a failure or loss of any of our owned or leased satellites, we may need to acquire or lease additional satellite capacity or relocate one of our other owned or leased satellites and use it as a replacement for the failed or lost satellite. Such a failure could result in a prolonged loss of critical programming or a significant delay in our plans to expand programming as necessary to remain competitive and thus may have a material adverse effect on our business, financial condition and results of operations. In the past, certain of our owned and leased satellites have experienced anomalies, some of which have had a significant adverse impact on their remaining useful life and/or commercial operation. There can be no assurance that future anomalies will not impact the remaining useful life and/or commercial operation of any of the owned and leased satellites in our fleet. See Note 2 “Impairment of Long-Lived Assets” for further information on evaluation of impairment. There can be no assurance that we can recover critical transmission capacity in the event one or more of our owned or leased in-orbit satellites were to fail. We generally do not carry commercial launch or in-orbit insurance on any of the satellites that we own and therefore, we will bear the risk associated with any uninsured launch or in-orbit satellite failures. Intangible Assets As of December 31, 2019 and 2018, our identifiable intangibles subject to amortization consisted of the following: As of December 31, 2019 December 31, 2018 Intangible Accumulated Intangible Accumulated Assets Amortization Assets Amortization (In thousands) Technology-based $ 63,077 $ (57,414) $ 63,077 $ (53,998) Trademarks 37,010 (32,619) 37,010 (28,634) Contract-based 4,500 (4,500) 13,149 (13,149) Customer relationships 23,633 (23,633) 26,533 (26,533) Total $ 128,220 $ (118,166) $ 139,769 $ (122,314) These identifiable intangibles are included in “Other noncurrent assets, net” on our Consolidated Balance Sheets. Amortization of these intangible assets is recorded on a straight-line basis over an average finite useful life primarily ranging from approximately five to 20 years . Amortization was $7 million, $10 million and $8 million for the years ended December 31, 2019, 2018 and 2017, respectively. Estimated future amortization of our identifiable intangible assets as of December 31, 2019 is as follows (in thousands): For the Years Ended December 31, 2020 $ 3,816 2021 1,288 2022 666 2023 654 2024 654 Thereafter 2,976 Total $ 10,054 Goodwill The excess of our investments in consolidated subsidiaries over net tangible and identifiable intangible asset value at the time of the investment is recorded as goodwill and is not subject to amortization but is subject to impairment testing annually or whenever indicators of impairment arise. As of December 31, 2019 and 2018, our goodwill was million, which primarily relates to our wireless segment. In conducting our annual impairment test for 2019, we performed a qualitative assessment, which considered several factors, including, among others, macroeconomic conditions, industry and market conditions, and relevant company specific events and perception of the market. In contemplating all factors in their totality, we determined that the fair value of our wireless segment, which consists of a single reporting unit, was in excess of the carrying amount. FCC Authorizations As of December 31, 2019 and 2018, our FCC Authorizations consisted of the following: As of December 31, 2019 2018 (In thousands) DBS Licenses (1) $ 677,409 $ 611,794 700 MHz Licenses 711,871 711,871 MVDDS Licenses 24,000 24,000 AWS-4 Licenses 1,940,000 1,949,000 H Block Licenses 1,671,506 1,671,506 AWS-3 Licenses 9,890,389 9,890,389 600 MHz Licenses 6,211,154 6,211,154 28 GHz Licenses 2,883 — 24 GHz Licenses 11,772 — Capitalized Interest (2) 4,638,519 3,667,247 Total $ 25,779,503 $ 24,736,961 (1) See Note 1 for further information on the Master Transaction Agreement pursuant to which certain FCC authorizations were transferred to us. (2) See Note 2 for further information. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases | |
Leases | 9. Leases We enter into operating and finance leases for, among other things, satellites, office space, warehouses and distribution centers, vehicles, wireless towers and other equipment. Our leases have remaining lease terms from one to eight years , some of which include renewal options , and some of which include options to terminate the leases within one year . Our Anik F3, Nimiq 5 and QuetzSat-1 satellites are accounted for as financing leases. Substantially all of our remaining leases are accounted for as operating leases. The components of lease expense were as follows: For the Year Ended December 31, 2019 (In thousands) Operating lease cost $ 223,825 Short-term lease cost (1) 12,077 Finance lease cost: Amortization of right-of-use assets 35,004 Interest on lease liabilities 10,800 Total finance lease cost 45,804 Total lease costs $ 281,706 (1) Leases that have terms of 12 months or less. Pursuant to the Master Transaction Agreement, effective September 10, 2019, approximately $495 million of previously reported operating lease assets and the related liabilities for satellites and real estate assets were transferred to us. See Note 1 for further information. These satellite and real estate assets are no longer included in “Operating lease assets,” “Other current liabilities” and “Operating lease liabilities,” but rather in “Property and equipment, net” on our Consolidated Balance Sheets. Lease expense related to these satellites and real estate assets for the year ended December 31, 2019 were Supplemental cash flow information related to leases was as follows: For the Year Ended December 31, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 227,451 Operating cash flows from finance leases $ 10,800 Financing cash flows from finance leases $ 34,358 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 118,381 Finance leases $ 187,339 Right-of-use assets and liabilities recognized at January 1, 2019 upon adoption of ASC 842 $ 733,584 Supplemental balance sheet information related to leases was as follows: As of December 31, 2019 (In thousands) Operating Leases: Operating lease assets $ 144,330 Other current liabilities $ 57,910 Operating lease liabilities 84,795 Total operating lease liabilities $ 142,705 Finance Leases: Property and equipment, gross $ 890,598 Accumulated depreciation (683,271) Property and equipment, net $ 207,327 Other current liabilities $ 61,493 Other long-term liabilities 171,706 Total finance lease liabilities $ 233,199 Weighted Average Remaining Lease Term: Operating leases 3.1 years Finance leases 3.8 years Weighted Average Discount Rate: Operating leases 5.0% Finance leases 10.2% Maturities of lease liabilities as of December 31, 2019 were as follows: Maturities of Lease Liabilities Operating Finance For the Years Ending December 31, Leases Leases Total (In thousands) 2020 $ 62,331 $ 80,834 $ 143,165 2021 47,496 82,610 130,106 2022 23,746 48,307 72,053 2023 9,392 40,942 50,334 2024 5,682 30,707 36,389 Thereafter 2,826 — 2,826 Total lease payments 151,473 283,400 434,873 Less: Imputed interest (8,768) (50,201) (58,969) Total 142,705 233,199 375,904 Less: Current portion (57,910) (61,493) (119,403) Long-term portion of lease obligations $ 84,795 $ 171,706 $ 256,501 |
Long-Term Debt and Finance Leas
Long-Term Debt and Finance Lease Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Long-Term Debt and Finance Lease Obligations | |
Long-Term Debt and Finance Lease Obligations | 10. Long-Term Debt and Finance Lease Obligations Fair Value of our Long-Term Debt The following table summarizes the carrying amount and fair value of our debt facilities as of December 31, 2019 and 2018: As of December 31, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value (In thousands) 7 7/8% Senior Notes due 2019 (1) $ — $ — $ 1,317,372 $ 1,343,298 5 1/8% Senior Notes due 2020 (2) 1,100,000 1,110,208 1,100,000 1,089,957 6 3/4% Senior Notes due 2021 2,000,000 2,109,420 2,000,000 1,974,940 5 7/8% Senior Notes due 2022 2,000,000 2,129,580 2,000,000 1,833,140 5% Senior Notes due 2023 1,500,000 1,543,770 1,500,000 1,247,445 5 7/8% Senior Notes due 2024 2,000,000 2,049,080 2,000,000 1,611,960 2 3/8% Convertible Notes due 2024 1,000,000 918,720 1,000,000 801,200 7 3/4% Senior Notes due 2026 2,000,000 2,128,900 2,000,000 1,653,720 3 3/8% Convertible Notes due 2026 3,000,000 2,907,870 3,000,000 2,436,690 Other notes payable 70,946 70,946 39,715 39,715 Subtotal 14,670,946 $ 14,968,494 15,957,087 $ 14,032,065 Unamortized debt discount on the Convertible Notes (735,811) (833,906) Unamortized deferred financing costs and other debt discounts, net (28,739) (37,388) Finance lease obligations (3) 233,199 66,984 Total long-term debt and finance lease obligations (including current portion) $ 14,139,595 $ 15,152,777 (1) On September 3, 2019, we redeemed the principal balance of our 7 7/8% Senior Notes due 2019. (2) Our 5 1/8% Senior Notes due 2020 mature on May 1, 2020 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Consolidated Balance Sheets as of December 31, 2019. (3) Disclosure regarding fair value of finance leases is not required. We estimated the fair value of our publicly traded long-term debt using market prices in less active markets (Level 2). Our Senior Notes are: ● general unsecured senior obligations of DISH DBS Corporation (“DISH DBS”); ● ranked equally in right of payment with all of DISH DBS’ and the guarantors’ existing and future unsecured senior debt; and ● ranked effectively junior to our and the guarantors’ current and future secured senior indebtedness up to the value of the collateral securing such indebtedness. The indentures related to our Senior Notes contain restrictive covenants that, among other things, impose limitations on the ability of DISH DBS and its restricted subsidiaries to: ● incur additional debt; ● pay dividends or make distributions on DISH DBS’ capital stock or repurchase DISH DBS’ capital stock; ● make certain investments; ● create liens or enter into sale and leaseback transactions; ● enter into transactions with affiliates; ● merge or consolidate with another company; and ● transfer or sell assets. In the event of a change of control, as defined in the related indentures, we would be required to make an offer to repurchase all or any part of a holder’s Senior Notes at a purchase price equal to 101% of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase. 5 1/8% Senior Notes due 2020 On April 5, 2013, we issued $1.1 billion aggregate principal amount of our seven-year 5 1/8% Senior Notes due May 1, 2020. Interest accrues at an annual rate of 5 1/8% and is payable semi-annually in cash, in arrears on May 1 and November 1 of each year. The 5 1/8% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 6 3/4% Senior Notes due 2021 On May 5, 2011, we issued $2.0 billion aggregate principal amount of our ten-year 6 3/4% Senior Notes due June 1, 2021. Interest accrues at an annual rate of 6 3/4% and is payable semi-annually in cash, in arrears on June 1 and December 1 of each year. The 6 3/4% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 5 7/8% Senior Notes due 2022 On May 16, 2012 and July 26, 2012, we issued $1.0 billion and $1.0 billion, respectively, aggregate principal amount of our ten-year 5 7/8% Senior Notes due July 15, 2022. Interest accrues at an annual rate of 5 7/8% and is payable semi-annually in cash, in arrears on January 15 and July 15 of each year. The 5 7/8% Senior Notes due 2022 are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 5% Senior Notes due 2023 On December 27, 2012, we issued $1.5 billion aggregate principal amount of our 5% Senior Notes due March 15, 2023. Interest accrues at an annual rate of The 5% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 5 7/8% Senior Notes due 2024 On November 20, 2014, we issued $2.0 billion aggregate principal amount of our ten-year 5 7/8% Senior Notes due November 15, 2024. Interest accrues at an annual rate of 5 7/8% and is payable semi-annually in cash, in arrears on May 15 and November 15 of each year. The 5 7/8% Senior Notes due 2024 are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 7 3/4% Senior Notes due 2026 On June 13, 2016, we issued $2.0 billion aggregate principal amount of our ten-year 7 3/4% Senior Notes due July 1, 2026. Interest accrues at an annual rate of 7 3/4% and is payable semi-annually in cash, in arrears on January 1 and July 1 of each year. The 7 3/4% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. 2 3/8% Convertible Notes due 2024 On March 17, 2017, we issued $1.0 billion aggregate principal amount of the Convertible Notes due March 15, 2024 in a private placement. Interest accrues at an annual rate of 2 3/8% and is payable semi-annually in cash, in arrears on March 15 and September 15 of each year. The Convertible Notes due 2024 are: ● our general unsecured obligations; ● ranked senior in right of payment to any future indebtedness that is expressly subordinated in right of payment to the Convertible Notes due 2024; ● ranked equally in right of payment with all of our existing and future unsecured senior indebtedness; ● ranked effectively junior to any of our existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness; ● ranked structurally junior to all indebtedness and other liabilities of our subsidiaries; and ● not guaranteed by our subsidiaries. We may not redeem the Convertible Notes due 2024 prior to the maturity date. If a “fundamental change” (as defined in the related indenture) occurs prior to the maturity date of the Convertible Notes due 2024, holders may require us to repurchase for cash all or part of their The indenture related to the Convertible Notes due 2024 does not contain any financial covenants and does not restrict us from paying dividends, issuing or repurchasing our other securities, issuing new debt (including secured debt) or repaying or repurchasing our debt. Subject to the terms of the related indenture, the Convertible Notes due 2024 may be converted at an initial conversion rate of 12.1630 shares of our Class A common stock per $1,000 principal amount of Convertible Notes due 2024 (equivalent to an initial conversion price of approximately $82.22 per share of our Class A common stock) (the “Initial Conversion Rate”), at any time on or after October 15, 2023 through the second scheduled trading day preceding the maturity date. Holders of the Convertible Notes 15, 2023, but only upon the occurrence of specified events described in the related indenture. The conversion rate is subject to anti-dilution adjustments if certain events occur. In accordance with accounting guidance on embedded conversion features, we valued and bifurcated the conversion option associated with the Convertible Notes due 2024 (the “equity component”) from the host debt instrument. The $252 million initial value of the equity component on the Convertible Notes due 2024 was recorded in “Additional paid-in capital” within “Stockholders’ equity (deficit)” on our Consolidated Balance Sheets with the offset being recorded as the debt discount. The resulting debt discount on the Convertible Notes due 2024 is being amortized to interest expense at an effective interest rate of 7% over the seven-year term of the Convertible Notes due 2024. This interest expense was recorded in “Interest expense, net of amounts capitalized” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). 3 3/8% Convertible Notes due 2026 On August 8, 2016, we issued $3.0 billion aggregate principal amount of the Convertible Notes due August 15, 2026 in a private unregistered offering. Interest accrues at an annual rate of 3 3/8% and is payable semi-annually in cash, in arrears on February 15 and August 15 of each year. The Convertible Notes due 2026 are: ● our general unsecured obligations; ● ranked senior in right of payment to any future indebtedness that is expressly subordinated in right of payment to the Convertible Notes due 2026; ● ranked equally in right of payment with all of our existing and future unsecured senior indebtedness; ● ranked effectively junior to any of our existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness; ● ranked structurally junior to all indebtedness and other liabilities of our subsidiaries; and ● not guaranteed by our subsidiaries. We may not redeem the Convertible Notes due 2026 prior to the maturity date. If a “fundamental change” (as defined in the related indenture) occurs prior to the maturity date of the Convertible Notes due 2026, holders may require us to repurchase for cash all or part of their The indenture related to the Convertible Notes due 2026 does not contain any financial covenants and does not restrict us from paying dividends, issuing or repurchasing our other securities, issuing new debt (including secured debt) or repaying or repurchasing our debt. Subject to the terms of the related indenture, the Convertible Notes due 2026 may be converted at an initial conversion rate of 15.3429 shares of our Class A common stock per $1,000 principal amount of Convertible Notes due 2026 (equivalent to an initial conversion price of approximately $65.18 per share of our Class A common stock) (the “Initial Conversion Rate”), at any time on or after March 15, 2026 through the second scheduled trading day preceding the maturity date. Holders of the Convertible Notes due 2026 will also have the right to convert the Convertible Notes due 2026 at the Initial Conversion Rate prior to March 15, 2026, but only upon the occurrence of specified events described in the related indenture. The conversion rate is subject to anti-dilution adjustments if certain events occur. In accordance with accounting guidance on embedded conversion features, we valued and bifurcated the conversion option associated with the Convertible Notes due 2026 (the “equity component”) from the host debt instrument. The $774 million initial value of the equity component on the Convertible Notes due 2026 was recorded in “Additional paid-in capital” within “Stockholders’ equity (deficit)” on our Consolidated Balance Sheets with the offset being recorded as the debt discount. The resulting debt discount on the Convertible Notes due 2026 is being amortized to interest expense at an effective interest rate of 7% over the ten-year term of the Convertible Notes due 2026. This interest expense was recorded in “Interest expense, net of amounts capitalized” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). Convertible Note Hedge and Warrant Transactions In connection with the offering of the Convertible Notes due 2026 , we entered into convertible note hedge transactions with certain option counterparties. The convertible note hedge transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the Convertible Notes per share. The total cost of the convertible note hedge transactions was million. Concurrently with entering into the convertible note hedge transactions, we also entered into warrant transactions with each option counterparty whereby we sold to such option counterparty warrants to purchase, subject to customary anti-dilution adjustments, up to the same number of shares of our Class A common stock, which initially gives the option counterparties the option to purchase approximately per share. We received million in cash proceeds from the sale of these warrants. We will not be required to make any cash payments to each option counterparty or its affiliates upon the exercise of the options that are a part of the convertible note hedge transactions, but will be entitled to receive from them a number of shares of Class A common stock, an amount of cash or a combination thereof. This consideration is generally based on the amount by which the market price per share of Class A common stock, as measured under the terms of the convertible note hedge transactions, is greater than the strike price of the convertible note hedge transactions during the relevant valuation period under the convertible note hedge transactions. Additionally, if the market price per share of Class A common stock, as measured under the terms of the warrant transactions, exceeds the strike price of the warrants during the measurement period at the maturity of the warrants, we will owe each option counterparty a number of shares of Class A common stock in an amount based on the excess of such market price per share of Class A common stock over the strike price of the warrants. However, as specified under the terms of the warrant transactions, we may elect to settle the warrants in cash. Interest on Long-Term Debt Annual Semi-Annual Debt Service Payment Dates Requirements (In thousands) 5 1/8% Senior Notes due 2020 (1) May 1 and November 1 $ 56,375 6 3/4% Senior Notes due 2021 June 1 and December 1 $ 135,000 5 7/8% Senior Notes due 2022 January 15 and July 15 $ 117,500 5% Senior Notes due 2023 March 15 and September 15 $ 75,000 5 7/8 % Senior Notes due 2024 May 15 and November 15 $ 117,500 2 3/8% Convertible Notes due 2024 March 15 and September 15 $ 23,750 7 3/4 % Senior Notes due 2026 January 1 and July 1 $ 155,000 3 3/8 % Convertible Notes due 2026 February 15 and August 15 $ 101,250 (1) Our 5 1/8% Senior Notes due 2020 mature on May 1, 2020 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Consolidated Balance Sheets as of December 31, 2019. Our ability to meet our debt service requirements will depend on, among other factors, the successful execution of our business strategy, which is subject to uncertainties and contingencies beyond our control. Other Long-Term Debt and Finance Lease Obligations Other long-term debt and finance lease obligations consisted of the following: As of December 31, 2019 2018 (In thousands) Satellites and other finance lease obligations $ 233,199 $ 66,984 Notes payable related to satellite vendor financing and other debt payable in installments through 2032 with interest rates ranging from approximately 4.0% to 8.8% 70,946 39,715 Total 304,145 106,699 Less: current portion (71,366) (24,621) Other long-term debt and finance lease obligations, net of current portion $ 232,779 $ 82,078 Finance Lease Obligations Anik F3. Anik F3, an FSS satellite, was launched and commenced commercial operation in April 2007. This satellite is accounted for as a finance lease and depreciated over the term of the satellite service agreement. We have leased 100% of the Ku-band capacity on Anik F3 for a period of 15 years . Nimiq 5 . On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the satellite service agreement for Nimiq 5 was transferred to us. Nimiq 5 was launched in September 2009 and commenced commercial operation at the 72.7 degree west longitude orbital location during October 2009. This satellite is accounted for as a finance lease and depreciated over the term of the satellite service agreement. We lease of the capacity on Nimiq 5. See Note 19 for further discussion. QuetzSat-1. QuetzSat-1 was transferred to us. QuetzSat-1 was launched on September 29, 2011 and in January 2013, QuetzSat-1 was moved to the 77 degree orbital location and commenced commercial operations at that location in February 2013. This satellite is accounted for as a finance lease and depreciated over the term of the satellite service agreement. We lease of the capacity on QuetzSat-1. See Note 19 for further discussion. Ciel II . Ciel II, a Canadian DBS satellite, was launched in December 2008 and commenced commercial operation in February 2009. This satellite was previously accounted for as a finance lease and depreciated over the term of the satellite service agreement, however, as a result of an amendment, which was effective during the first quarter 2019, Ciel II is now accounted for as an operating lease. We lease 100% of the capacity on Ciel II. The initial 10 year term expired in January 2019 and as a result of an amendment, we renewed this lease through January 2021. The summary of future maturities of our outstanding long-term debt as of December 31, 2019 is included in the commitments table in Note 15. |
Income Taxes and Accounting for
Income Taxes and Accounting for Uncertainty in Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes and Accounting for Uncertainty in Income Taxes | |
Income Taxes and Accounting for Uncertainty in Income Taxes | 11. Income Taxes and Accounting for Uncertainty in Income Taxes Income Taxes Our income tax policy is to record the estimated future tax effects of temporary differences between the tax bases of assets and liabilities and amounts reported on our Consolidated Balance Sheets, as well as probable operating loss, tax credit and other carryforwards. Deferred tax assets are offset by valuation allowances when we believe it is more likely than not that net deferred tax assets will not be realized. We periodically evaluate our need for a valuation allowance. Determining necessary valuation allowances requires us to make assessments about historical financial information as well as the timing of future events, including the probability of expected future taxable income and available tax planning opportunities. We file consolidated tax returns in the United States. The income taxes of domestic and foreign subsidiaries not included in the United States tax group are presented in our consolidated financial statements on a separate return basis for each tax paying entity. As of December 31, 2019, we had $28 million net operating loss carryforwards (“NOLs”) for federal income tax purposes and $43 million of NOL carryforwards for state income tax purposes, which are partially offset by a valuation allowance. In addition, there are $114 million of tax benefits related to credit and interest carryforwards which are partially offset by a valuation allowance. Portions of the state NOL and credit carryforwards will expire in 2020. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”) was enacted making significant changes to the Internal Revenue Code. Such changes include, but are not limited to, a reduction in the corporate tax rate and certain limitations on corporate deductions (e.g., a limitation on the interest expense deduction available to companies). The Tax Reform Act, among other things, lowered the federal statutory corporate tax rate effective January 1, 2018 from 35% to 21% . Consequently, we remeasured our deferred tax assets and liabilities as of December 31, 2017 which positively impacted our “Income tax (provision) benefit, net” by approximately $1.2 billion. The components of the (benefit from) provision for income taxes were as follows: For the Years Ended December 31, 2019 2018 2017 (In thousands) Current (benefit) provision: Federal $ 173,326 $ 44,451 $ (71,141) State 43,579 29,918 38,058 Foreign 6,203 4,616 3,736 Total current (benefit) provision 223,108 78,985 (29,347) Deferred (benefit) provision: Federal 204,403 383,096 (547,575) State 21,732 64,000 69,076 Increase (decrease) in valuation allowance 2,115 7,603 (7,474) Total deferred (benefit) provision 228,250 454,699 (485,973) Total (benefit) provision $ 451,358 $ 533,684 $ (515,320) Our $1.944 billion of “Income (loss) before income taxes” on our Consolidated Statements of Operations and Comprehensive Income (Loss) included income of $13 million related to our foreign operations. The following table shows the principal reasons for the difference between the effective income tax rate and the statutory federal tax rate: For the Years Ended December 31, 2019 2018 2017 % of pre-tax income/(loss) Statutory rate 21.0 21.0 35.0 State income taxes, net of federal benefit 3.2 4.6 3.0 Tax Reform Act (1) — — (72.6) Nondeductible/Nontaxable items (2) — — 5.9 Other, net (1.0) (1.2) (2.5) Total (benefit) provision for income taxes 23.2 24.4 (31.2) (1) On December 22, 2017, the Tax Reform Act was enacted, which, among other things, lowered the federal statutory corporate tax rate effective for us in future periods from 35% to 21% . Consequently, we remeasured our deferred tax assets and liabilities as of December 31, 2017 which positively impacted our “Income tax (provision) benefit, net” by approximately $1.2 billion. (2) During the year ended December 31, 2017, we recorded $255 million of “Litigation expense” related to the FTC Action on our Consolidated Statements of Operations and Comprehensive Income (Loss). Any eventual payments made with respect to the FTC Action may not be deductible for tax purposes, which had a negative impact on our effective tax rate for the year ended December 31, 2017. The tax deductibility of any eventual payments made with respect to the FTC Action may change, based upon, among other things, further developments in the FTC Action, including final adjudication of the FTC Action. See Note 15 for further information. Deferred taxes arise because of the differences in the book and tax bases of certain assets and liabilities. Significant components of deferred tax assets and liabilities were as follows: As of December 31, 2019 2018 (In thousands) Deferred tax assets: NOL, interest, credit and other carryforwards $ 368,545 $ 114,227 Accrued and prepaid expenses 8,488 — Stock-based compensation 19,821 21,323 Unrealized (gains) losses on available for sale and other investments 4,137 4,918 Deferred revenue 17,238 18,361 Total deferred tax assets 418,229 158,829 Valuation allowance (28,359) (26,244) Deferred tax asset after valuation allowance 389,870 132,585 Deferred tax liabilities: Depreciation (583,374) (443,128) Accrued and prepaid expenses — (8,662) FCC authorizations and other intangible amortization (2,040,885) (1,635,385) Bases difference in partnerships and cost method investments (1) (573,548) (447,585) Discount on convertible notes and convertible note hedge transaction, net (62,718) (72,732) Total deferred tax liabilities (3,260,525) (2,607,492) Net deferred tax asset (liability) $ (2,870,655) $ (2,474,907) (1) Included in this line item are deferred taxes related to, among other things, our non-controlling investments in Northstar Spectrum and SNR HoldCo, including deferred taxes created by the tax amortization of the Northstar Licenses and SNR Licenses. Accounting for Uncertainty in Income Taxes In addition to filing federal income tax returns, we and one or more of our subsidiaries file income tax returns in all states that impose an income tax and a small number of foreign jurisdictions where we have immaterial operations. We are subject to United States federal, state and local income tax examinations by tax authorities for the years beginning in 2008 due to the carryover of previously incurred NOLs. We are currently under a federal income tax examination for fiscal years 2008 through 2016. A reconciliation of the beginning and ending amount of unrecognized tax benefits included in “Long-term deferred revenue and other long-term liabilities” on our Consolidated Balance Sheets was as follows: For the Years Ended December 31, Unrecognized tax benefit 2019 2018 2017 (In thousands) Balance as of beginning of period $ 385,394 $ 393,916 $ 358,023 Additions based on tax positions related to the current year 244,257 10,350 12,798 Additions based on tax positions related to prior years 61,909 1,670 30,596 Reductions based on tax positions related to prior years (13,028) (6,291) (2,754) Reductions based on tax positions related to settlements with taxing authorities (2,362) (8,328) (1,634) Reductions based on tax positions related to the lapse of the statute of limitations (1,963) (5,923) (3,113) Balance as of end of period $ 674,207 $ 385,394 $ 393,916 We have $370 million in unrecognized tax benefits that, if recognized, could favorably affect our effective tax rate. We do not expect any material portion of this amount to be paid or settled within the next twelve months. During the year ended December 31, 2019, we recorded $274 million of additional uncertain tax benefits related to a tax position for certain provisions of the Tax Reform Act. Federal Tax Regulations expected to be released in 2020 are expected to resolve these uncertainties. The position relates to a timing difference and any resolution with respect to the position would not impact our effective tax rate. Accrued interest and penalties on uncertain tax positions are recorded as a component of “Interest expense, net of amounts capitalized” and “Other, net,” respectively, on our Consolidated Statements of Operations and Comprehensive Income (Loss). During the years ended December 31, 2019, 2018 and 2017, we recorded $22 million, $13 million and $13 million in net interest and penalty expense to earnings, respectively. Accrued interest and penalties were $75 million and $53 million at December 31, 2019 and 2018, respectively. The above table excludes these amounts. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2019 | |
Stockholders' Equity (Deficit) | |
Stockholders' Equity (Deficit) | 12. Stockholders’ Equity (Deficit) Capital Stock and Additional Paid-In Capital Our certificate of incorporation authorizes the following capital stock: (i) 1,600,000,000 shares of Class A common stock, par value $0.01 per share; (ii) 800,000,000 shares of Class B common stock, par value $0.01 per share; (iii) 800,000,000 shares of Class C common stock, par value $0.01 per share; and (iv) 20,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 2019 and 2018, there were no outstanding shares of Class C common stock or preferred stock. The Class A, Class B and Class C common stock are equivalent except for voting rights. Holders of Class A and Class C common stock are entitled to one vote per share and holders of Class B common stock are entitled to 10 votes per share. Each share of Class B and Class C common stock is convertible, at the option of the holder, into one share of Class A common stock. Our Class A common stock is publicly traded on the Nasdaq Global Select Market under the symbol “DISH.” Upon a change in control of DISH Network, each holder of outstanding shares of Class C common stock is entitled to 10 votes for each share of Class C common stock held. Our principal stockholder owns the majority of all outstanding Class B common stock. Together with all other stockholders, he also owns outstanding Class A common stock. Common Stock Repurchase Program Our Board of Directors previously authorized stock repurchases of up to $1.0 billion of our outstanding Class A common stock. On October 28, 2019, our Board of Directors extended this authorization such that we are currently authorized to repurchase up to As of December 31, 2019, we may repurchase up to $1.0 billion under this program. During the years ended December 31, 2019, 2018 and 2017, there were no repurchases of our Class A common stock. Stock Rights Offering During November 2019, we launched a rights offering pursuant to which we distributed transferable subscription rights pro rata to holders of record of our Class A and B common stock, and outstanding convertible notes (based on the applicable conversion ratio for those notes as of the record date) on November 17, 2019. The subscription rights entitled the holder to acquire newly-issued shares of our Class A common stock at a subscription price of $33.52 per share. Upon completion of the rights offering on December 13, 2019, we raised approximately $1 billion and issued 29,834,992 shares of DISH’s Class A common stock. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2019 | |
Employee Benefit Plans | |
Employee Benefit Plans | 13. Employee Benefit Plans Employee Stock Purchase Plan Our employees participate in the DISH Network employee stock purchase plan (the “ESPP”), in which we are authorized to issue up to 3.8 million shares of Class A common stock. At December 31, 2019, we had 0.2 million shares of Class A common stock which remain available for issuance under the ESPP. Substantially all full-time employees who have been employed by us for at least one calendar quarter are eligible to participate in the ESPP. Employee stock purchases are made through payroll deductions. Under the terms of the ESPP, employees may not deduct an amount which would permit such employee to purchase our capital stock under all of our stock purchase plans at a rate which would exceed $25,000 in fair value of capital stock in any one year. The purchase price of the stock is 85% of the closing price of the Class A common stock on the last business day of each calendar quarter in which such shares of Class A common stock are deemed sold to an employee under the ESPP. During the years ended December 31, 2019, 2018 and 2017, employee purchases of Class A common stock through the ESPP totaled approximately 0.6 million, 0.6 million and 0.3 million shares, respectively. 401(k) Employee Savings Plan We sponsor a 401(k) Employee Savings Plan (the “401(k) Plan”) for eligible employees. Voluntary employee contributions to the 401(k) Plan may be matched per employee. Forfeitures of unvested participant balances which are retained by the 401(k) Plan may be used to fund matching and discretionary contributions. Our Board of Directors may also authorize an annual discretionary contribution to the 401(k) plan, subject to the maximum deductible limit provided by the Internal Revenue Code of 1986, as amended. These contributions may be made in cash or in our stock. The following table summarizes the expense associated with our matching contributions and discretionary contributions: For the Years Ended December 31, Expense Recognized Related to the 401(k) Plan 2019 2018 2017 (In thousands) Matching contributions, net of forfeitures $ 11,181 $ 10,300 $ 7,070 Discretionary stock contributions, net of forfeitures $ 28,774 $ 27,048 $ 27,969 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Stock-Based Compensation | |
Stock-Based Compensation | 14. Stock-Based Compensation Stock Incentive Plans We maintain stock incentive plans to attract and retain officers, directors and key employees. Stock awards under these plans include both performance and non-performance based stock incentives. As of December 31, 2019, we had outstanding under these plans stock options to acquire 13.7 million shares of our Class A common stock and 1.5 million restricted stock units and awards. Stock options granted on or prior to December 31, 2019 were granted with exercise prices equal to or greater than the market value of our Class A common stock at the date of grant and with a maximum term of approximately ten years . While historically we have issued stock awards subject to vesting, typically at the rate of 20% per year, some stock awards have been granted with immediate vesting and other stock awards vest only upon the achievement of certain company-specific subscriber, operational and/or financial goals. As of December 31, 2019, we had 80.3 million shares of our Class A common stock available for future grant under our stock incentive plans. Exercise prices for stock options outstanding and exercisable as of December 31, 2019 were as follows: Options Outstanding Options Exercisable Number Weighted- Weighted- Number Weighted- Weighted- $ 10.01 - $ 20.00 616,160 0.50 $ 15.39 16,160 0.50 $ 15.62 $ 20.01 - $ 30.00 844,483 3.47 $ 26.70 125,773 3.26 $ 24.00 $ 30.01 - $ 40.00 7,193,563 7.96 $ 35.64 1,138,849 7.51 $ 35.52 $ 40.01 - $ 50.00 1,567,428 7.58 $ 47.50 418,000 7.09 $ 47.21 $ 50.01 - $ 60.00 2,262,378 6.46 $ 57.52 440,952 5.66 $ 56.93 $ 60.01 - $ 70.00 1,216,600 6.36 $ 64.19 353,100 5.62 $ 65.20 $ 70.01 - $ 80.00 15,000 — $ 72.89 15,000 — $ 72.89 $ — - $ 80.00 13,715,612 6.91 $ 41.71 2,507,834 6.54 $ 44.93 Stock Award Activity Our stock option activity was as follows: For the Years Ended December 31, 2019 2018 2017 Options Weighted- Options Weighted- Options Weighted- Total options outstanding, beginning of period 14,202,039 $ 42.08 8,847,734 $ 43.90 7,923,009 $ 36.21 Granted 1,538,250 $ 33.44 7,494,012 $ 38.41 3,468,626 $ 59.66 Exercised (714,061) $ 27.46 (267,905) $ 16.43 (514,401) $ 28.70 Forfeited and cancelled (1,310,616) $ 43.72 (1,871,802) $ 39.67 (2,029,500) $ 44.64 Total options outstanding, end of period 13,715,612 $ 41.71 14,202,039 $ 42.08 8,847,734 $ 43.90 Performance based options outstanding, end of period (1) 7,965,501 $ 40.10 8,969,886 $ 40.34 5,490,626 $ 42.81 Exercisable at end of period 2,507,834 $ 44.93 1,781,153 $ 41.41 1,772,608 $ 35.13 (1) These stock options are included in the caption “Total options outstanding, end of period.” See discussion of the 2013 LTIP, 2017 LTIP, 2019 LTIP and Other Employee Performance Awards below. We realized tax benefits from stock awards exercised as follows: For the Years Ended December 31, 2019 2018 2017 (In thousands) Tax benefit from stock awards exercised $ 1,239 $ 1,664 $ 9,347 Based on the closing market price of our Class A common stock on December 31, 2019, the aggregate intrinsic value of our stock options was as follows: As of December 31, 2019 Options Options (In thousands) Aggregate intrinsic value $ 22,277 $ 2,180 Our restricted stock unit and award activity was as follows: For the Years Ended December 31, 2019 2018 2017 Restricted Weighted- Restricted Weighted- Restricted Weighted- Total restricted stock units/awards outstanding, beginning of period 1,760,225 $ 52.15 2,484,720 $ 51.16 1,336,000 $ 32.11 Granted — $ — — $ — 1,871,375 $ 63.87 Vested (11,175) $ 63.49 (11,935) $ 63.49 (14,845) $ 62.58 Forfeited and cancelled (244,680) $ 59.82 (712,560) $ 48.51 (707,810) $ 48.59 Total restricted stock units/awards outstanding, end of period 1,504,370 $ 50.81 1,760,225 $ 52.15 2,484,720 $ 51.16 Restricted Performance Units/Awards outstanding, end of period (1) 1,483,800 $ 50.64 1,726,250 $ 51.92 2,435,500 $ 50.91 (1) These stock units/awards are included in the caption “Total restricted stock units/awards outstanding, end of period.” See discussion of the 2013 LTIP and Other Employee Performance Awards below. Long-Term Performance-Based Plans 2013 LTIP. During 2013, we adopted a long-term, performance-based stock incentive plan (the “2013 LTIP”). The 2013 LTIP provides stock options and restricted stock units in combination, which vest based on company-specific subscriber and financial performance conditions. Exercise of the stock awards is contingent on achieving these performance conditions by September 30, 2022. Although no awards vest until the Company attains the performance goals described above, compensation related to the 2013 LTIP will be recorded based on management’s assessment of the probability of meeting the remaining performance conditions . If the remaining performance conditions During the years ended December 31, 2015, 2014, 2013, we determined that 30%, 10% and 20%, respectively, of the 2013 LTIP performance conditions were probable of achievement. During the years ended December 31, 2018, 2017 and 2016, no additional 2013 LTIP performance conditions were deemed probable of achievement. During 2018, management determined the 2013 LTIP performance conditions were neither probable nor improbable of achievement. As a result, we are no longer recording non-cash, stock-based compensation expense for the 2013 LTIP. We recorded non-cash, stock-based compensation expense for the years ended December 31, 2019, 2018 and 2017, as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” As of December 31, 2018, approximately of the 2013 LTIP awards had vested. 2017 LTIP. On December 2, 2016, we adopted a long-term, performance-based stock incentive plan (the “2017 LTIP”). The 2017 LTIP provides stock options, which vest based on company-specific subscriber and financial performance conditions . Awards were initially granted under the 2017 LTIP as of January 1, 2017. Exercise of the stock awards is contingent on achieving these performance conditions by December 31, 2020. Although no awards vest until the Company attains the performance conditions described above, compensation related to the 2017 LTIP will be recorded based on management’s assessment of the probability of meeting the performance conditions. If the performance conditions are probable of being achieved, we will begin recognizing the associated non-cash, stock-based compensation expense on our Consolidated Statements of Operations and Comprehensive Income (Loss) over the estimated period to achieve the performance condition. During both the years ended December 31, 2018 and 2017, we determined that 75% of the 2017 LTIP performance conditions were probable of achievement. During 2019, management determined the 2017 LTIP performance conditions were not probable of achievement and as a result, we reversed million of non-cash, stock-based compensation expense. As a result, we are no longer recording non-cash, stock-based compensation expense for the 2017 LTIP. We recorded non-cash, stock-based compensation expense for the years ended December 31, 2019, 2018 and 2017, as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” 2019 LTIP. performance conditions Although no awards vest until the Company attains the performance conditions described above, compensation related to the 2019 LTIP will be recorded based on management’s assessment of the probability of meeting the performance conditions. If the performance conditions are probable of being achieved, we will begin recognizing the associated non-cash, stock-based compensation expense on our Consolidated Statements of Operations and Comprehensive Income (Loss) over the estimated period to achieve the performance condition. During the year ended December 31, 2019 and 2018, we determined that 90% and 82% , respectively, of the 2019 LTIP performance conditions were probable of achievement. As a result, non-cash, stock-based compensation expense was recorded for the year ended December 31, 2019 and 2018, as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” As of December 31, 2019, approximately of the 2019 LTIP awards had vested. Other Employee Performance Awards. In addition to the above long-term, performance stock incentive plans, we have other stock awards that vest based on certain other company-specific subscriber, operational and/or financial performance conditions. Exercise of these stock awards is contingent on achieving certain performance conditions. Additional compensation related to these awards will be recorded based on management’s assessment of the probability of meeting the remaining performance conditions. If the remaining performance conditions are probable of being achieved, we will begin recognizing the associated non-cash, stock-based compensation expense on our Consolidated Statements of Operations and Comprehensive Income (Loss) over the estimated period to achieve the performance condition. See the table below titled “Estimated Remaining Non-Cash, Stock-Based Compensation Expense.” Although no awards vest until the performance conditions are attained, we determined that certain performance conditions described above were probable of achievement and, as a result, recorded non-cash, stock-based compensation expense for the years ended December 31, 2019, 2018 and 2017, as indicated in the table below titled “Non-Cash, Stock-Based Compensation Expense Recognized.” The non-cash, stock-based compensation expense associated with these awards was as follows: For the Years Ended December 31, Non-Cash, Stock-Based Compensation Expense Recognized (1) 2019 2018 2017 (In thousands) 2019 LTIP $ 15,300 $ 3,534 $ — 2017 LTIP (13,974) 3,334 10,640 2013 LTIP (1,313) (2,471) (321) Other employee performance awards (569) 17,945 7,549 Total non-cash, stock-based compensation expense recognized for performance based awards $ (556) $ 22,342 $ 17,868 (1) “Non-Cash, Stock-Based Compensation Expense Recognized” includes forfeitures. Estimated Remaining Non-Cash, Stock-Based Compensation Expense 2019 LTIP 2017 LTIP 2013 LTIP Other (In thousands) Expense estimated to be recognized during 2020 $ 11,023 $ — $ — $ — Estimated contingent expense subsequent to 2020 13,236 31,643 31,532 61,322 Total estimated remaining expense over the term of the plan $ 24,259 $ 31,643 $ 31,532 $ 61,322 Given the competitive nature of our business, small variations in subscriber churn, gross new subscriber activation rates and certain other factors can significantly impact subscriber growth. Consequently, while it was determined that achievement of certain other company-specific subscriber, operational and/or financial performance conditions were not probable as of December 31, 2019, that assessment could change in the future. Of the 13.7 million stock options and 1.5 million restricted stock units and awards outstanding under our stock incentive plans as of December 31, 2019, the following awards were outstanding pursuant to our performance-based stock incentive plans: As of December 31, 2019 Performance Based Stock Options Number of Weighted- 2019 LTIP 3,651,930 $ 35.13 2017 LTIP 2,243,571 $ 57.26 2013 LTIP 930,000 $ 41.28 Other employee performance awards 1,140,000 $ 21.31 Total 7,965,501 $ 40.10 Restricted Performance Units/Awards 2013 LTIP 465,000 Other employee performance awards 1,018,800 Total 1,483,800 Stock-Based Compensation Total non-cash, stock-based compensation expense for all of our employees is shown in the following table for the years ended December 31, 2019, 2018 and 2017 and was allocated to the same expense categories as the base compensation for such employees: For the Years Ended December 31, 2019 2018 2017 (In thousands) Subscriber-related $ 508 $ 1,150 $ 1,562 Satellite and transmission 375 262 1,761 General and administrative 13,379 34,849 26,618 Total non-cash, stock-based compensation $ 14,262 $ 36,261 $ 29,941 As of December 31, 2019, our total unrecognized compensation cost related to our non-performance based unvested stock awards was $30 million and will be recognized over a weighted-average period of approximately 3.2 years. Share-based compensation expense is recognized based on stock awards ultimately expected to vest. Valuation The fair value of each stock option granted for the years ended December 31, 2019, 2018 and 2017 was estimated at the date of the grant using a Black-Scholes option valuation model with the following assumptions: For the Years Ended December 31, Stock Options 2019 2018 2017 Risk-free interest rate 1.51 % - 2.53 % 2.09 % - 2.98 % 1.34 % - 2.29 % Volatility factor 28.86 % - 32.08 % 23.33 % - 30.22 % 22.25 % - 26.15 % Expected term of options in years 4.3 - 5.5 2.8 - 5.5 3.8 - 5.5 Fair value of options granted $ 7.58 - $ 12.45 $ 7.10 - $ 12.53 $ 11.95 - $ 16.69 While we currently do not intend to declare dividends on our common stock, we may elect to do so from time to time. Accordingly, the dividend yield percentage used in the Black-Scholes option valuation model was set at zero for all periods. The Black-Scholes option valuation model was developed for use in estimating the fair value of traded stock options which have no vesting restrictions and are fully transferable. Consequently, our estimate of fair value may differ from other valuation models. Further, the Black-Scholes option valuation model requires the input of highly subjective assumptions. Changes in these subjective input assumptions can materially affect the fair value estimate. We will continue to evaluate the assumptions used to derive the estimated fair value of our stock options as new events or changes in circumstances become known. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 15. Commitments and Contingencies Commitments As of December 31, 2019, future maturities of our long-term debt, finance lease and contractual obligations are summarized as follows: Payments due by period Total 2020 2021 2022 2023 2024 Thereafter (In thousands) Long-term debt obligations $ 14,670,946 $ 1,109,873 $ 2,008,318 $ 2,008,753 $ 1,508,891 $ 3,007,233 $ 5,027,878 Interest expense on long-term debt 3,309,472 759,167 662,545 594,867 438,519 387,489 466,885 Finance lease obligations (1) 233,199 61,493 67,911 38,993 35,478 29,324 — Interest expense on finance lease obligations (1) 50,201 19,341 14,699 9,314 5,464 1,383 — Satellite-related and other obligations (2) 187,426 59,578 55,928 31,856 22,918 17,146 — Operating lease obligations (1) 151,473 62,331 47,496 23,746 9,392 5,682 2,826 Purchase obligations 1,284,396 1,243,081 29,284 12,031 — — — Total $ 19,887,113 $ 3,314,864 $ 2,886,181 $ 2,719,560 $ 2,020,662 $ 3,448,257 $ 5,497,589 (1) See Note 9 for further information on leases and the adoption of ASC 842. (2) Represents obligations for satellite related executory costs, telemetry, tracking and control (“TT&C”) services and short-term leases. In certain circumstances the dates on which we are obligated to make these payments could be delayed. These amounts will increase to the extent that we procure launch and/or in-orbit insurance on our owned satellites or contract for the construction, launch or lease of additional satellites. The table above does not include $674 million of liabilities associated with unrecognized tax benefits that were accrued, as discussed in Note 11 and are included on our Consolidated Balance Sheets as of December 31, 2019. We do not expect any portion of this amount to be paid or settled within the next twelve months. The table above does not include all potential expenses we expect to incur for our wireless projects including, among other things, our plan to deploy a narrowband IoT network or our 5G Network Deployment. We currently expect expenditures for our wireless projects to be between $250 million and $500 million during 2020, excluding capitalized interest. We currently expect expenditures for our 5G Network Deployment to be approximately $10 billion, excluding capitalized interest. Sprint Asset Acquisition Asset Purchase Agreement On July 26, 2019, we entered into the APA with the Sellers, sometimes referred to as NTM. Pursuant to the APA, after the consummation of the Sprint-TMUS merger and at the closing of the transaction, NTM will sell to us and we will acquire from NTM certain assets and liabilities associated with the Prepaid Business for an aggregate purchase price of $1.4 billion. Under the Proposed Final Judgment (as defined below), TMUS is required to divest the Prepaid Business to us no later than the latest of (i) 15 days after TMUS has enabled us to provision any new or existing customers of the Prepaid Business holding a compatible handset device onto the NTM network, (ii) the first business day of the month following the later of the consummation of the Sprint-TMUS merger or the receipt of approvals for the Prepaid Business Sale, and (iii) five days after the entry of the Final Judgment (as defined below) by the District Court (as defined below). We expect to fund the purchase price with cash on hand or other available sources of liquidity. At the closing of the Prepaid Business Sale, we and NTM will enter into the TSA, the MNSA, the Option Agreement, and the Spectrum Purchase Agreement for an additional approximately $3.59 billion. The assets to be sold to us are generally those exclusively related to the Prepaid Business and generally include Boost Mobile, Virgin Mobile customer accounts and Sprint-branded prepaid, selected inventory, records, contracts, purchase orders, permits, intellectual property (excluding the Sprint brand and subject to certain licensing arrangements) and personnel records. In addition, approximately Prepaid Business employees are currently expected to transfer to us in connection with the Prepaid Business Sale. We will also generally assume the obligations of the Prepaid Business arising subsequent to the closing, with NTM generally retaining pre-closing liabilities (other than certain categories of liabilities that are included or excluded from the sale which may include those arising from actions taken prior to or after closing). We will generally not assume, among other liabilities, certain liabilities associated with rejected inventory. The APA also contains representations, warranties and covenants of the Sellers regarding the Prepaid Business (including a covenant to operate the Prepaid Business in the ordinary course), as well as representations, warranties and covenants of both us and the Sellers relating to the transaction. The closing of the Prepaid Business Sale is subject to certain conditions, including, among others, completion of the Sprint-TMUS merger, receipt of necessary government approvals, including the FCC, the DOJ and the public utility commissions of any required states and certification from TMUS that we are able to provision any new or existing customer holding a compatible handset device on the NTM network pursuant to the MNSA. The Prepaid Business Sale is expected to be consummated during the month immediately following 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 or waiver of those conditions at such time), or, if any regulatory approval requires an earlier closing, the last business day of the period required by such regulatory approval (the “Closing Date”). The APA provides for certain termination rights for us and the Sellers, including (i) the right for us to terminate the APA if the Prepaid Business Sale has not closed within 12 months of signing or 90 days after the closing of the Sprint-TMUS merger, whichever is earlier, (ii) the right of the Sellers to terminate the APA if the Prepaid Business Sale has not closed within 90 days after the closing of the Sprint-TMUS merger, provided that if TMUS has not completed the process of enabling us to provision customers on the NTM network, such termination right will not be available to the Sellers, or (iii) upon any of the mutual conditions to closing becoming incapable of being satisfied. The Sellers may also generally terminate the APA if any governmental authority requests any modifications to the Final Judgment or any of the Transaction Agreements that are not acceptable to the Sellers in their sole discretion. Pursuant to the APA, the Sellers will indemnify us against losses suffered as a result of (i) a breach of their representations and warranties, (ii) a breach or non-performance of any covenant that is to be performed by the Sellers under the APA, (iii) any failure to collect in full any amount of accounts receivable included in the final calculation of the net working capital as of the Closing Date and (iv) the excluded liabilities. We will similarly indemnify the Sellers against losses suffered as a result of (i) a breach of our representations and warranties, (ii) a breach or non-performance of any covenant that is to be performed by us under the APA and (iii) the assumed liabilities. The indemnification provisions are subject to certain de minimis Transition Services Agreement TMUS and DISH Network will enter into a TSA upon the closing of the Prepaid Business Sale, pursuant to which TMUS will provide certain transition services to us for the Prepaid Business for a period of two years from the closing of the Prepaid Business Sale. Additionally, under the Proposed Final Judgment, we may apply to the DOJ for one or more extensions of the term of the TSA, which the DOJ can approve or deny in its sole discretion, and the TSA contemplates the option to renew the TSA for a third or additional years. The transition services will be provided at cost, which shall not exceed a specific amount in the first year, plus certain pass-through costs and out-of-pocket expenses, during the first two years. If any transition services are renewed for a third year, the transition services will be provided at cost plus a certain mark-up, plus certain additional costs. Master Network Services Agreement TMUS and DISH Network will enter into an MNSA upon the closing of the Prepaid Business Sale, pursuant to which we will also receive network services from NTM for a period of seven years. As set forth in the MNSA, NTM will provide to us, among other things, (i) legacy network services for certain Boost Mobile, Virgin Mobile and Sprint prepaid end users on the Sprint network, (ii) NTM network services for certain end users that have been migrated to the NTM network or provisioned on the NTM network by or on behalf of us and (iii) infrastructure mobile network operator services to assist in the access and integration of our network. Pursuant to the terms of the MNSA, we will face certain restrictions on making offerings that may combine the access to services provided under the MNSA with access to the facilities or services provided by certain third parties, subject to certain exceptions and carve-outs. We will have the right to offer differentiated pricing, products and features to our end users under our brands in conjunction with the services provided under the MNSA, subject to certain qualifications and restrictions. We have certain restrictions on our ability to wholesale, sub-distribute or resell the services provided under the MNSA to third parties. During and after the term of the MNSA, NTM has agreed to certain restrictions with respect to the use of certain information in the targeting of customers. In the event of a “change of control” of DISH Network, the MNSA will terminate upon the earlier of two years following the consummation of the change of control or the date on which the MNSA would have otherwise terminated or expired in accordance with its terms. However, we would remain able to provision new users for six months after the change of control and also retain access to roaming services on the NTM network for both new and existing users for the remainder of the original term of the MNSA. Generally, a change of control would occur in the first 36 months of the term of the MNSA if (A) certain “permitted owners” no longer own 50% or more of our voting power or a person or group of persons who are not permitted owners beneficially owns more than 50% of our aggregate economic value or (B) we sell more than 50% of our wireless communications business assets (excluding our wireless terrestrial spectrum licenses and entities that own our wireless terrestrial spectrum licenses). A permitted owner generally includes Charles W. Ergen (including his family and certain related trusts and entities) and certain financial investors. Following the first 36 months of the term of the MNSA (or earlier in certain circumstances), a change of control would generally occur if any restricted persons own (1) more than 50% of our voting power or economic value or (2) a majority of our wireless communications business assets (excluding our wireless terrestrial spectrum licenses and entities that own our wireless terrestrial spectrum licenses). A “restricted person” generally includes certain U.S. wireless providers and U.S. cable companies (with certain exceptions), as well as any other entities that do not enter into a network usage agreement with NTM restricting such person from generally engaging in certain activities that are detrimental to the NTM network. Spectrum Purchase Agreement Pursuant to the Spectrum Purchase Agreement to be entered into upon the closing of the Prepaid Business Sale, we are expected to purchase all of Sprint’s 800 MHz spectrum (approximately 13.5 MHz of nationwide spectrum). The covered spectrum must be divested within the later of three years after the closing of the Prepaid Business Sale and five days after receipt of FCC approval for the transfer, following an application for FCC approval to be filed three years following the closing of the Sprint-TMUS merger. The DOJ may in its sole discretion agree to extend the deadline for the spectrum divestiture for up to 60 days pursuant to the Final Judgment (defined below). NTM may exercise an option to lease back 4 MHz (2 MHz downlink + 2 MHz uplink) of the spectrum for two years following the closing of the 800 MHz spectrum sale at the same per-Pop rate used to calculate the purchase price paid by us to NTM – a rate of approximately $68 million per year. We and NTM will both make customary representations, warranties and covenants pursuant to the Spectrum Purchase Agreement, including representations by NTM regarding the validity of the licenses for the purchased spectrum. Pursuant to the Spectrum Purchase Agreement, we and NTM will each indemnify the other against losses suffered as a result of breaches of the other’s representations and warranties or covenants. The indemnification provisions are subject to certain deductible and cap limitations and time limitations with respect to recovery for losses. If we breach the Spectrum Purchase Agreement prior to the closing or fail to deliver the purchase price following the satisfaction or waiver of all closing conditions, our sole liability to NTM will be to pay NTM a fee of approximately $72 million. If NTM fails to sell the spectrum to us following the satisfaction or waiver of all closing conditions, our sole recourse will be to seek specific performance, and if (and only if) specific performance is unavailable, to seek damages of up to approximately Option Agreement The Option Agreement, which will be entered into upon the closing of the Prepaid Business Sale, provides us an exclusive option to assume certain assets and liabilities under certain circumstances for any of the cell sites and retail stores that NTM decommissions during the term of the Option Agreement. NTM must make a minimum of 20,000 cell sites and 400 retail stores available to us pursuant to the Final Judgment. With respect to each decommissioned site, we may choose to acquire: (a) only the lease for such site, (b) the lease and a predetermined list of equipment at the site or (c) the lease and all of the equipment at the site. Under the Proposed Final Judgment, NTM must provide a detailed schedule which identifies each cell site that is scheduled to be decommissioned within five years of the closing of the Prepaid Business Sale. The Option Agreement will remain in place for five years following the closing of the Prepaid Business Sale. Agreement with the DOJ: The Stipulation and Order and the Proposed Final Judgment In connection with the Prepaid Business Sale and the consummation of the Sprint-TMUS merger, we, TMUS, Sprint, DT and SoftBank agreed with the DOJ on certain key terms relating to the Transaction Agreements and our wireless service business and spectrum. On July 26, 2019, the Defendants entered into the Stipulation and Order with the DOJ binding the Defendants to the Proposed Final Judgment, which memorialized the agreement between the DOJ and the Defendants. The Stipulation and Order and the Proposed Final Judgment were filed in the District Court on July 26, 2019. Certain of the provisions of the Stipulation and Order and the Proposed Final Judgment are also reflected in the terms of the Transaction Agreements. In addition to the terms reflected in the Transaction Agreements, the Stipulation and Order and the Proposed Final Judgment provide for other rights and obligations of the Sellers and us, including the following: ● For a period of one year after the closing of the Prepaid Business Sale, if we determine that certain assets not included in the divestiture were previously used by the Prepaid Business and are reasonably necessary for the continued competitiveness of the Prepaid Business, subject to certain carve-outs, we may request that such assets be transferred to us, which the DOJ can approve or deny in its sole discretion. ● Within one year of the closing of the Prepaid Business Sale, we will be required to offer nationwide postpaid retail mobile wireless service. ● NTM must take all actions required to enable us to provision any new or existing customer with a compatible handset onto the NTM network within 90 days of the entry of the Final Judgment. ● If we elect not to purchase the 800 MHz licenses pursuant to the Spectrum Purchase Agreement, we must pay $360 million (equal to 10% of the Spectrum Purchase Agreement purchase price) to the United States. However, we will not be required to make such payment if we have deployed a core network and offered 5G service to at least 20% of the U.S. population within three years of the closing of the Prepaid Business Sale. ● If we buy the 800 MHz spectrum pursuant to the Spectrum Purchase Agreement but fail to deploy all of the 800 MHz spectrum licenses for use in the provision of retail mobile wireless services by the expiration of the Final Judgment (as described below), the DOJ may require us to forfeit to the FCC any of the 800 MHz licenses for spectrum that are not being used to provide retail mobile wireless services, unless we are already providing nationwide retail wireless service. ● We and NTM must negotiate in good faith to reach an agreement for NTM to lease some or all of our 600 MHz spectrum licenses for deployment to retail consumers by NTM. We and NTM must report on the status of the negotiations within 90 days after the filing of the Final Judgment. If no agreement has been reached by 180 days following the filing of the Final Judgement, the DOJ may resolve any dispute in its sole discretion, provided that such resolution must be on commercially reasonable terms to both parties. ● We and NTM must agree to support eSIM technology on smartphones. ● The Sellers must introduce the suppliers and distributors of the Prepaid Business to us and the Sellers may not interfere in our negotiations with such suppliers and distributors. ● On the first day of the fiscal quarter following the entry of the Final Judgment and of each 180-day period thereafter, we will be obligated to provide the DOJ with a description of our deployment efforts over the prior quarter including: (i) the number of towers and small cells deployed, (ii) the spectrum bands on which we have deployed equipment, (iii) progress in obtaining devices that operate on our spectrum frequencies, (iv) POPs coverage of our network, (v) the number of our mobile wireless subscriptions, (vi) the amount of traffic transmitted to our subscribers using our network and using NTM’s network, and (vii) whether there are or have been any efforts by NTM to interfere with our efforts to deploy and operate our network. ● We cannot sell, lease or otherwise provide the right to use any of the divested assets to any national facilities-based mobile wireless provider and may not sell any of the divested assets or similar assets back to TMUS during the term of the Final Judgment (as described below), except that we may lease back to NTM up to 4 MHz of the 800 MHz spectrum we will acquire (as discussed above). ● We must comply with the 2023 AWS-4, Lower 700 MHz E Block, AWS H Block, and nationwide 5G broadband network build- out commitments made to the FCC, subject to verification by the FCC (as described below). If we fail to comply with such build-out commitments, we could face civil contempt in addition to the substantial voluntary contributions and license forfeitures described below if we fail to meet the June 14, 2023 commitments (as described below). Upon the signing of the Stipulation and Order and the Proposed Final Judgment by the District Court, the Sellers will be permitted by the DOJ to consummate the Sprint-TMUS merger (subject to any additional closing conditions related thereto). The Proposed Final Judgment is subject to the procedures of the Antitrust Procedures and Penalties Act, pursuant to which, following a 60-day public comment period and other related procedures, the Proposed Final Judgment as so entered with the District Court will be the Final Judgment. The term of the Final Judgment will be seven years from the date of its entry with the District Court or five years if the DOJ gives notice that the divestitures, build- outs and other requirements have been completed to its satisfaction. A monitoring trustee has been appointed by the District Court that has the power and authority to monitor the Defendants’ compliance with the Final Judgment and settle disputes among the Defendants regarding compliance with the provisions of the Final Judgment and may recommend action to the DOJ in the event a party fails to comply with the Final Judgment. FCC Build-Out Commitments In a letter filed with the FCC on July 26, 2019, we voluntarily committed to deploy a nationwide 5G broadband network and meet revised timelines relating to the build-out of our AWS-4, Lower 700 MHz E Block, AWS H Block and 600 MHz spectrum assets, subject to certain penalties. Pursuant to these commitments, we requested multi-year extensions to deploy our AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum, and we have committed to build out our 600 MHz licenses on an accelerated schedule to better align with our 5G deployment. We have also committed to offer 5G broadband service to certain population coverage targets, along with minimum core network, tower and spectrum use targets, and have waived our right to deploy any technology of our choice under the FCC’s “flexible use” rules with respect to these spectrum bands. Failure to meet the various commitments would require us to pay voluntary contributions totaling up to $2.2 billion to the FCC and would subject certain licenses in the AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum to forfeiture. We have also agreed not to sell our AWS-4 and 600 MHz spectrum for six years without prior DOJ and FCC approval (unless such sale is part of a change of control of DISH Network). Additionally, we have agreed not to lease a certain percentage of network capacity on our AWS-4 and 600 MHz spectrum for six years to the three largest U.S. wireless carriers (i.e., AT&T, Verizon and NTM), without prior FCC approval. On November 5, 2019, the FCC released the FCC Merger Order. Beginning on November 5, 2019, and while the approval of the Sprint-TMUS merger is pending, the March 7, 2020 build-out deadline for both the AWS-4 and Lower 700 MHz E Block spectrum bands is tolled; however, if the Sprint-TMUS merger is not consummated, the original deadline will be reinstated with extensions equal to the length of time the deadline was tolled. Except for the tolling of the March 2020 deadline, we may not receive the requested buildout extensions unless and until the Prepaid Business Sale closes. Our 5G deployment commitments for each of the four spectrum bands are generally as follows: ● With respect to the 600 MHz licenses, we committed to offer 5G broadband service to at least 70% of the U.S. population and to have deployed a core network no later than June 14, 2023, and to offer 5G broadband service to at least 75% of the population in each Partial Economic Area (which are service areas established by the FCC) no later than June 14, 2025. Note that these commitments are earlier than the current 600 MHz Final Build-Out Requirement date of June 2029. See Note 15 for further information. ● With respect to the AWS-4 licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023. ● With respect to the Lower 700 MHz E Block licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population who are covered by such licenses and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population who are covered by such licenses no later than June 14, 2023. ● With respect to the AWS H Block licenses, we committed to offer 5G broadband service to at least 20% of the U.S. population and to have deployed a core network no later than June 14, 2022, and to offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023. On June 11, 2019, a number of state attorneys general filed a lawsuit against TMUS, DT, Sprint, and SoftBank in the Southern District, alleging that the Sprint-TMUS merger, if consummated, would violate Section 7 of the Clayton Act and therefore should be enjoined. On February 11, 2020, the Southern District ruled in favor of the Sprint-TMUS merger. If this decision is appealed by any state attorneys general, we cannot predict the timing or outcome of any such appeals process. Wireless Beginning on November 5, 2019, and while the approval of the Sprint-TMUS merger is pending, the March 7, 2020 build-out deadline for both the AWS-4 and Lower 700 MHz E Block spectrum bands is tolled; however, if the Sprint-TMUS merger is not consummated, the original deadlines (discussed below) would be reinstated with extensions equal to the length of time the deadline was tolled. During October 2019, we paused work on our narrowband IoT deployment due to our March 2020 build-out deadlines being tolled. We have issued RFI/Ps to various vendors in the wireless industry as we move forward with our 5G Network Deployment. Since 2008, we have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets and made over $10 billion in non-controlling investments in certain entities, for a total of over $21 billion, as described further below. The capitalized interest DISH Network Spectrum We have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets. 700 MHz Licenses . In 2008, we paid million to acquire certain 700 MHz E Block (“700 MHz”) wireless spectrum licenses, which were granted to us by the FCC in February 2009. These licenses are subject to certain build-out requirements. By March 2020, we must provide signal coverage and offer service to at least of the population in each of our E Block license areas (the “700 MHz Build-Out Requirement”). If the 700 MHz Build-Out Requirement is not met with respect to any particular E Block license area, our authorization may terminate for the geographic portion of that license area in which we are not providing service. The 700 MHz Build-Out Requirement is currently tolled, as discussed above. In addition, we have made commitments to the FCC (discussed above) that impact our build-out obligations. These commitments are currently being reviewed by the FCC’s Wireless Telecommunications Bureau. AWS-4 Licenses . On March 2, 2012, the FCC approved the transfer of 40 MHz of wireless spectrum licenses held by DBSD North America, Inc. (“DBSD North America”) and TerreStar Networks, Inc. (“TerreStar”) to us. On March 9, 2012, we completed the acquisition of of the equity of reorganized DBSD North America (the “DBSD Transaction”) and substantially all of the assets of TerreStar (the “TerreStar Transaction”), pursuant to which we acquired, among other things, certain satellite assets and wireless spectrum licenses held by DBSD North America and TerreStar. The total consideration to acquire the DBSD North America and TerreStar assets was approximately On February 15, 2013, the FCC issued an order, which became effective on March 7, 2013, modifying our licenses to expand our terrestrial operating authority with AWS-4 authority (“AWS-4”). These licenses are subject to certain build-out requirements. By March 2020, we are required to provide terrestrial signal coverage and offer terrestrial service to at least of the population in each area covered by an individual license (the “AWS-4 Build-Out Requirement”). If the AWS-4 Build-Out Requirement is not met with respect to any particular individual license, our terrestrial authorization for that license area may terminate. The FCC’s December 20, 2013 order also conditionally waived certain FCC rules for our AWS-4 licenses to allow us to repurpose all 20 MHz of our uplink spectrum (2000-2020 MHz) for terrestrial downlink operations. On June 1, 2016, we notified the FCC that we had elected to use our AWS-4 uplink spectrum for terrestrial downlink operations, and effective June 7, 2016, the FCC modified our AWS-4 licenses, resulting in all 40 MHz of our AWS-4 spectrum being designated for terrestrial downlink operations. The AWS-4 Build-Out Requirement is currently tolled, as discussed above. In addition, we have made commitments to the FCC (discussed above) that impact our build-out obligations. These commitments are currently being reviewed by the FCC’s Wireless Telecommunications Bureau. H Block Licenses . On April 29, 2014, the FCC issued an order granting our application to acquire all wireless spectrum licenses in the H Block auction. We paid approximately billion to acquire these H Block licenses, including clearance costs associated with the lower H Block spectrum. The H Block licenses are subject to certain build-out requirements. By April 2022, we must provide reliable signal coverage and offer service to at least of the population in each area covered by an individual H Block license (the “H Block Build-Out Requirement”). If the H Block Build-Out Requirement is not met, our authorization for each H Block license area in which we do not meet the requirement may terminate. The H Block Build-Out Requirement is currently tolled, as discussed above. In addition, we have made commitments to the FCC (discussed above) that impact our build-out obligations. These commitments are currently being reviewed by the FCC’s Wireless Telecommunications Bureau. 600 MHz Licenses. On April 27, 2017, ParkerB.com filed an application with the FCC to acquire the 600 MHz Licenses. On July 1, 2016, we paid billion. On June 14, 2017, the FCC issued an order granting ParkerB.com’s application to acquire the 600 MHz Licenses. The 600 MHz Licenses are subject to certain interim and final build-out requirements. By June 2023, we must provide reliable signal coverage and offer wireless service to at least 40% of the population in each area covered by an individual 600 MHz License (the “600 MHz Interim Build-Out Requirement”). By June 2029, we must provide reliable signal coverage and offer wireless service to at least 75% of the population in each area covered by an individual 600 MHz License (the “600 MHz Final Build-Out Requirement”). If the 600 MHz Interim Build-Out Requirement is not met, the 600 MHz License term and the 600 MHz Final Build-Out Requirement may be accelerated by two years (from June 2029 to June 2027) for each 600 MHz License area in which we do not meet the requirement. If the 600 MHz Final Build-Out Requirement is not met, our authorization for each 600 MHz License area in which we do not meet the requirement may terminate. In addition, certain broadcasters will have up to 39 months (ending July 13, 2020) to relinquish their 600 MHz spectrum, which may impact the timing for our ability to commence operations using certain 600 MHz Licenses. The FCC has issued the 600 MHz Licenses prior to the clearance of the spectrum, and the build-out deadlines are based on the date that the 600 MHz Licenses were issued to us, not the date that the spectrum is cleared. These wireless spectrum licenses expire in June 2029 unless they are renewed by the FCC. There can be no assurances that the FCC will renew these wireless spectrum licenses. We have committed to potentially accelerate the build-out requirements for our 600 MHz Licenses, as discussed above. MVDDS Licenses . We have multichannel video distribution and data service (“MVDDS”) licenses in geographical license areas, including Los Angeles, New York City, Chicago and several other major metropolitan areas. By August 2014, we were required to meet certain FCC build-out requirements related to our MVDDS licenses, and we are subject to certain FCC service rules applicable to these licenses. In January 2015, the FCC granted our application to extend the |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting | |
Segment Reporting | 16. Segment Reporting Operating segments are components of an enterprise for which separate financial information is available and regularly evaluated by the chief operating decision maker(s) of an enterprise. Operating income is the primary measure used by our chief operating decision maker to evaluate segment operating performance. We currently operate primary business segments: (1) Pay-TV; and (2) Wireless. See Note 1 for further information. All other and eliminations primarily include intersegment eliminations related to intercompany debt and the related interest income and interest expense, which are eliminated in consolidation. The total assets, revenue and operating income by segment were as follows: As of December 31, 2019 2018 (In thousands) Total assets: Pay-TV $ 31,531,612 $ 28,981,608 Wireless 25,686,381 24,433,458 Eliminations (23,987,058) (22,828,054) Total assets $ 33,230,935 $ 30,587,012 All Other & Consolidated Pay-TV Wireless (1) Eliminations Total (In thousands) Year Ended December 31, 2019 Total revenue $ 12,810,248 $ 1,673 $ (4,237) $ 12,807,684 Depreciation and amortization 621,810 8,767 — 630,577 Operating income (loss) 1,961,700 (82,824) — 1,878,876 Interest income 1,588,023 — (1,510,809) 77,214 Interest expense, net of amounts capitalized (988,295) (546,201) 1,510,809 (23,687) Other, net 10,940 584 — 11,524 Income tax (provision) benefit, net (615,664) 164,306 — (451,358) Net income (loss) 1,956,705 (464,136) — 1,492,569 Year Ended December 31, 2018 Total revenue $ 13,621,198 $ 580 $ (476) $ 13,621,302 Depreciation and amortization 698,336 13,688 — 712,024 Operating income (loss) 2,187,675 (40,054) — 2,147,621 Interest income 1,495,371 — (1,450,612) 44,759 Interest expense, net of amounts capitalized (1,013,062) (452,556) 1,450,612 (15,006) Other, net 8,957 2,844 — 11,801 Income tax (provision) benefit, net (650,858) 117,174 — (533,684) Net income (loss) 2,028,083 (372,592) — 1,655,491 Year Ended December 31, 2017 Total revenue $ 14,391,375 $ — $ — $ 14,391,375 Depreciation and amortization 788,237 29,327 — 817,564 Operating income (loss) 1,759,130 (191,365) — 1,567,765 Interest income 1,306,298 — (1,265,292) 41,006 Interest expense, net of amounts capitalized (1,068,231) (260,233) 1,265,292 (63,172) Other, net 104,482 6 — 104,488 Income tax (provision) benefit, net (473,370) 988,690 — 515,320 Net income (loss) 1,628,309 537,098 — 2,165,407 (1) Operating income (loss) for the wireless segment was positively impacted for the year ended December 31, 2018 by a decrease in depreciation expense associated with the T1 satellite, which was impaired during 2017. Geographic Information. Revenue is attributed to geographic regions based upon the location where the goods and services are provided. All subscriber-related revenue was derived from the United States. Substantially all of our long-lived assets reside in the United States. The following table summarizes revenue by geographic region: For the Years Ended December 31, Revenue: 2019 2018 2017 (In thousands) United States $ 12,759,909 $ 13,578,254 $ 14,351,558 Canada and Mexico 47,775 43,048 39,817 Total revenue $ 12,807,684 $ 13,621,302 $ 14,391,375 The revenue from external customers disaggregated by major revenue source was as follows: For the Years Ended December 31, Category: 2019 2018 2017 (In thousands) Pay-TV video and related revenue $ 12,436,637 $ 13,197,994 $ 13,877,196 Broadband revenue 179,805 258,094 383,216 Equipment sales and other revenue 191,242 165,214 130,963 Total $ 12,807,684 $ 13,621,302 $ 14,391,375 All revenues during the years ended December 31, 2019, 2018 and 2017 were primarily derived from our Pay-TV segment. |
Contract Balances
Contract Balances | 12 Months Ended |
Dec. 31, 2019 | |
Contract Balances | |
Contract Balances | 17. Contract Balances Our valuation and qualifying accounts as of December 31, 2019, 2018 and 2017 were as follows: Allowance for doubtful accounts Balance at Charged to Deductions Balance at (In thousands) For the years ended: December 31, 2019 $ 16,966 $ 69,866 $ (67,552) $ 19,280 December 31, 2018 $ 15,511 $ 98,575 $ (97,120) $ 16,966 December 31, 2017 $ 18,399 $ 124,126 $ (127,014) $ 15,511 Deferred revenue related to contracts with our customers is recorded in “Deferred revenue and other” and “Long-term deferred revenue and other long-term liabilities” on our Consolidated Balance Sheets. Changes in deferred revenue related to contracts with our customers were as follows: Contract Liabilities (In thousands) Balance as of December 31, 2018 $ 635,018 Recognition of unearned revenue (7,197,364) Deferral of revenue 7,175,618 Balance as of December 31, 2019 $ 613,272 We apply a practical expedient and do not disclose the value of the remaining performance obligations for contracts that are less than one year in duration, which represent a substantial majority of our revenue. As such, the amount of revenue related to unsatisfied performance obligations is not necessarily indicative of our future revenue. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data (Unaudited) | |
Quarterly Financial Data (Unaudited) | 18. Quarterly Financial Data (Unaudited) Our quarterly results of operations are summarized as follows: For the Three Months Ended March 31 June 30 September 30 December 31 (In thousands, except per share data) Year ended December 31, 2019: Total revenue $ 3,187,144 $ 3,211,312 $ 3,168,363 $ 3,240,865 Operating income (loss) 456,300 430,732 468,892 522,952 Net income (loss) 361,299 340,566 377,157 413,547 Net income (loss) attributable to DISH Network 339,761 317,043 353,304 389,404 Basic net income (loss) per share attributable to DISH Network $ 0.73 $ 0.68 $ 0.74 $ 0.77 Diluted net income (loss) per share attributable to DISH Network $ 0.65 $ 0.60 $ 0.66 $ 0.69 Year ended December 31, 2018: Total revenue $ 3,458,487 $ 3,460,845 $ 3,395,141 $ 3,306,829 Operating income (loss) 529,506 572,660 562,703 482,752 Net income (loss) 385,321 460,286 452,598 357,286 Net income (loss) attributable to DISH Network 367,560 438,717 431,734 337,080 Basic net income (loss) per share attributable to DISH Network $ 0.79 $ 0.94 $ 0.92 $ 0.72 Diluted net income (loss) per share attributable to DISH Network $ 0.70 $ 0.83 $ 0.82 $ 0.64 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions | |
Related Party Transactions | 19. Related Party Transactions Related Party Transactions with EchoStar Following the Spin-off, we and EchoStar have operated as separate publicly-traded companies and neither entity has any ownership interest in the other. However, a substantial majority of the voting power of the shares of both companies is owned beneficially by Charles W. Ergen, our Chairman, and by certain entities established by Mr. Ergen for the benefit of his family. In connection with and following the Spin-off, we and EchoStar have entered into certain agreements pursuant to which we obtain certain products, services and rights from EchoStar, EchoStar obtains certain products, services and rights from us, and we and EchoStar have indemnified each other against certain liabilities arising from our respective businesses. Pursuant to the Share Exchange Agreement, among other things, EchoStar transferred to us certain assets and liabilities of the EchoStar technologies and EchoStar broadcasting businesses. Pursuant to the Master Transaction Agreement, among other things, EchoStar transferred to us certain assets and liabilities of its EchoStar Satellite Services segment. In connection with the Share Exchange and the Master Transaction Agreement, we and EchoStar and certain of their subsidiaries entered into certain agreements covering, among other things, tax matters, employee matters, intellectual property matters and the provision of transitional services. In addition, certain agreements that we had with EchoStar have terminated, and we entered into certain new agreements with EchoStar. We also may enter into additional agreements with EchoStar in the future. The following is a summary of the terms of our principal agreements with EchoStar that may have an impact on our financial condition and results of operations. “Trade accounts receivable” As of December 31, 2019 and 2018, trade accounts receivable from EchoStar was $1 million and $4 million, respectively. These amounts are recorded in “Trade accounts receivable” on our Consolidated Balance Sheets. “Trade accounts payable” As of December 31, 2019 and 2018, trade accounts payable to EchoStar was $10 million and $14 million, respectively. These amounts are recorded in “Trade accounts payable” on our Consolidated Balance Sheets. “Equipment sales and other revenue” During the years ended December 31, 2019, 2018 and 2017, we received $6 million, $8 million and $3 million, respectively, for services provided to EchoStar. These amounts are recorded in “Equipment sales and other revenue” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these revenues are discussed below. Real Estate Lease Agreements. We have entered into lease agreements pursuant to which we lease certain real estate to EchoStar. The rent on a per square foot basis for each of the leases is comparable to per square foot rental rates of similar commercial property in the same geographic areas, and EchoStar is responsible for its portion of the taxes, insurance, utilities and maintenance of the premises. The term of each lease is set forth below: ● El Paso Lease Agreement. During 2012, we began leasing certain space at 1285 Joe Battle Blvd., El Paso, Texas to EchoStar for an initial period ending on August 1, 2015, which also provides EchoStar with renewal options for four consecutive three-year terms. During the second quarter 2015, EchoStar exercised its first renewal option for a period ending on August 1, 2018 and in April 2018 EchoStar exercised its second renewal option for a period ending in August 2021. ● 90 Inverness Lease Agreement . In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leases certain space from us at 90 Inverness Circle East, Englewood, Colorado for a period ending in February 2022. EchoStar has the option to renew this lease for four three-year periods. ● Cheyenne Lease Agreement . In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leases certain space from us at 530 EchoStar Drive, Cheyenne, Wyoming for a period ending in February 2019. In August 2018, EchoStar exercised its option to renew this lease for a one-year period ending in February 2020. EchoStar has the option to renew this lease for twelve one-year periods. In connection with the Master Transaction Agreement, we and EchoStar amended this lease to provide EchoStar with certain space for a period ending in September 2021, with the option for EchoStar to renew for a one-year period upon 180 days’ written notice prior to the end of the term. ● Gilbert Lease Agreement . In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leases certain space from us at 801 N. DISH Dr., Gilbert, Arizona for a period ending in March 2019. In August 2018, EchoStar exercised its option to renew this lease for a one-year period ending in February 2020. EchoStar has the option to renew this lease for twelve one-year periods. This lease was terminated effective September 10, 2019. ● American Fork Occupancy License Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, we acquired the lease for certain space at 796 East Utah Valley Drive, American Fork, Utah, and we sublease certain space at this location to EchoStar for a period ending in August 2017. In June 2017, EchoStar exercised its five-year renewal option for a period ending in August 2022. This lease was terminated effective March 2019. Collocation and Antenna Space Agreements . In connection with the completion of the Share Exchange, effective March 1, 2017, we entered into certain agreements pursuant to which we will provide certain collocation and antenna space to HNS through February 2022 at the following locations: Cheyenne, Wyoming; Gilbert, Arizona; New Braunfels, Texas; Monee, Illinois; Englewood, Colorado; and Spokane, Washington. During August 2017, we entered into certain other agreements pursuant to which we will provide certain collocation and antenna space to HNS through August 2022 at the following locations: Monee, Illinois and Spokane, Washington. HNS has the option to renew each of these agreements for four three-year periods. HNS may terminate certain of these agreements with 180 days ’ prior written notice to us at the following locations: New Braunfels, Texas; Englewood, Colorado; and Spokane, Washington. In September 2019, in connection with the Master Transaction Agreement, we entered into an agreement pursuant to which we provide HNS with certain additional collocation space in Cheyenne, Wyoming for a period ending in September 2020, with the option for HNS to renew for a one-year period, with prior written notice no more than 120 days but no less than 90 days prior to the end of the term. In October 2019, HNS provided a termination notice for its New Braunfels, Texas agreement to be effective May 2020. The fees for the services provided under these agreements depend, among other things, on the number of racks leased and/or antennas present at the location. Also in connection with the Master Transaction Agreement, in September 2019, we entered into an agreement pursuant to which we will provide HNS with antenna space and power in Cheyenne, Wyoming for a period of five years commencing no later than October 2020, with four three-year renewal terms, with prior written notice no more than 120 days but no less than 90 days prior to the end of the then-current term. TT&C Agreement – Master Transaction Agreement . In September 2019, in connection with the Master Transaction Agreement, we entered into an agreement pursuant to which we provide telemetry, tracking and control (“TT&C”) services to EchoStar for a period ending in September 2021, with the option for EchoStar to renew for a one-year period upon written notice at least 90 days prior to the initial expiration (the “MTA TT&C Agreement”). The fees for services provided under the MTA TT&C Agreement are calculated at either: (i) a fixed fee or (ii) cost plus a fixed margin, which will vary depending on the nature of the services provided. Either party is able to terminate the MTA TT&C Agreement for any reason upon 12 months ’ notice. “Subscriber-related expenses” During the years ended December 31, 2019, 2018 and 2017, we incurred $25 million, $42 million and $71 million, respectively, of subscriber-related expenses for services provided to us by EchoStar. These amounts are recorded in “Subscriber-related expenses” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below. Hughes Broadband Distribution Agreement . Effective October 1, 2012, dishNET Satellite Broadband L.L.C. (“dishNET Satellite Broadband”), our indirect wholly-owned subsidiary, and HNS entered into a Distribution Agreement (the “Distribution Agreement”) pursuant to which dishNET Satellite Broadband has the right, but not the obligation, to market, sell and distribute the HNS satellite Internet service (the “Service”). dishNET Satellite Broadband pays HNS a monthly per subscriber wholesale service fee for the Service based upon the subscriber’s service level, and, beginning January 1, 2014, certain volume subscription thresholds. The Distribution Agreement also provides that dishNET Satellite Broadband has the right, but not the obligation, to purchase certain broadband equipment from HNS to support the sale of the Service. On February 20, 2014, dishNET Satellite Broadband and HNS amended the Distribution Agreement which, among other things, extended the initial term of the Distribution Agreement through March 1, 2024. Thereafter, the Distribution Agreement automatically renews for successive one year terms unless either party gives written notice of its intent not to renew to the other party at least 180 days before the expiration of the then-current term. Upon expiration or termination of the Distribution Agreement, the parties will continue to provide the Service to the then-current dishNET subscribers pursuant to the terms and conditions of the Distribution Agreement. During the first quarter 2017, we transitioned our wholesale arrangement with Hughes under the Distribution Agreement to an authorized representative arrangement and entered into the MSA with HNS. See “ Hughes Broadband Master Services Agreement” “Satellite and transmission expenses” During the years ended December 31, 2019, 2018 and 2017, we incurred $172 million, $315 million and $353 million, respectively, for satellite capacity leased from EchoStar and telemetry, tracking and control and other professional services provided to us by EchoStar. EchoStar was the supplier of the vast majority of our transponder capacity. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, certain of these satellites were transferred to us (see below). See Note 1 for further information on the Master Transaction Agreement. These amounts are recorded in “Satellite and transmission expenses” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below. Satellite Capacity Leased from EchoStar. We have entered into certain satellite capacity agreements pursuant to which we lease certain capacity on certain satellites owned or leased by EchoStar. The fees for the services provided under these satellite capacity agreements depend, among other things, upon the orbital location of the applicable satellite, the number of transponders that are leased on the applicable satellite and the length of the lease. See “Pay-TV Satellites” in Note 8 for further information. The term of each lease is set forth below: ● EchoStar VII, X, XI and XIV. On March 1, 2014, we began leasing all available capacity from EchoStar on the EchoStar VII, X, XI and XIV satellites. The term of each satellite capacity agreement generally terminates upon the earlier of: (i) the end-of-life of the satellite; (ii) the date the satellite fails; or (iii) a certain date, which depends upon, among other things, the estimated useful life of the satellite. We generally have the option to renew each satellite capacity agreement on a year-to-year basis through the end of the respective satellite’s life. There can be no assurance that any options to renew such agreements will be exercised. The satellite capacity agreement for EchoStar VII expired on June 30, 2018. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, these satellites were transferred to us. See Note 1 for further information on the Master Transaction Agreement. ● EchoStar IX. We lease certain satellite capacity from EchoStar on EchoStar IX. Subject to availability, we generally have the right to continue to lease satellite capacity from EchoStar on EchoStar IX on a month-to-month basis. ● EchoStar XII. The lease for EchoStar XII expired as of September 30, 2017. ● EchoStar XVI. In December 2009, we entered into a transponder service agreement with EchoStar to lease all of the capacity on EchoStar XVI, a DBS satellite, after its service commencement date. EchoStar XVI was launched in November 2012 to replace EchoStar XV at the 61.5 degree orbital location and is currently in service. Effective December 21, 2012, we and EchoStar amended the transponder service agreement to, among other things, change the initial term to generally expire upon the earlier of: (i) the end-of-life or replacement of the satellite; (ii) the date the satellite fails; (iii) the date the transponder(s) on which service is being provided under the agreement fails; or (iv) four years following the actual service commencement date. In July 2016, we and EchoStar amended the transponder service agreement to, among other things, extend the initial term by one additional year and to reduce the term of the first renewal option by one year . Prior to expiration of the initial term, we had the option to renew for an additional five-year period. In May 2017, we exercised our first renewal option for an additional five-year period ending in January 2023. We also have the option to renew for an additional five-year period prior to expiration of the first renewal period in January 2023. There can be no assurance that the option to renew this agreement will be exercised. During 2018, we and EchoStar further amended the agreement to, among other things, allow us to place and use certain satellites at the 61.5 degree orbital location. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this satellite was transferred to us. See Note 1 for further information on the Master Transaction Agreement. Nimiq 5 Agreement . During 2009, EchoStar entered into a fifteen-year satellite service agreement with Telesat Canada (“Telesat”) to receive service on all 32 DBS transponders on the Nimiq 5 satellite at the 72.7 degree orbital location (the “Telesat Transponder Agreement”). During 2009, EchoStar also entered into a satellite service agreement (the “DISH Nimiq 5 Agreement”) with us, pursuant to which we currently receive service from EchoStar on all 32 of the DBS transponders covered by the Telesat Transponder Agreement. Under the terms of the DISH Nimiq 5 Agreement, we make certain monthly payments to EchoStar that commenced in 2009 when the Nimiq 5 satellite was placed into service and continue through the service term. Unless earlier terminated under the terms and conditions of the DISH Nimiq 5 Agreement, the service term will expire ten years following the date the Nimiq 5 satellite was placed into service. Upon expiration of the initial term, we have the option to renew the DISH Nimiq 5 Agreement on a year-to-year basis through the end-of-life of the Nimiq 5 satellite. Upon in-orbit failure or end-of-life of the Nimiq 5 satellite, and in certain other circumstances, we have certain rights to receive service from EchoStar on a replacement satellite. There can be no assurance that any options to renew the DISH Nimiq 5 Agreement will be exercised or that we will exercise our option to receive service on a replacement satellite. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the Telesat Transponder Agreement was transferred to us. In September 2019, we and EchoStar entered into an agreement whereby we compensate EchoStar for retaining certain obligations to Telesat related to our performance under the Telesat Transponder Agreement. See Note 1 for further information on the Master Transaction Agreement. QuetzSat-1 Lease Agreement. During 2008, EchoStar entered into a ten-year satellite service agreement with SES Latin America S.A. (“SES”), which provides, among other things, for the provision by SES to EchoStar of service on 32 DBS transponders on the QuetzSat-1 satellite. During 2008, EchoStar also entered into a transponder service agreement (“QuetzSat-1 Transponder Agreement”) with us pursuant to which we receive service from EchoStar on 24 DBS transponders. QuetzSat-1 was launched on September 29, 2011 and was placed into service during the fourth quarter 2011 at the 67.1 degree orbital location while we and EchoStar explored alternative uses for the QuetzSat-1 satellite. In the interim, EchoStar provided us with alternate capacity at the 77 degree orbital location. During the first quarter 2013, we and EchoStar entered into an agreement pursuant to which we sublease five DBS transponders back to EchoStar. In January 2013, QuetzSat-1 was moved to the 77 degree orbital location and we commenced commercial operations at that location in February 2013. Unless earlier terminated under the terms and conditions of the QuetzSat-1 Transponder Agreement, the initial service term will expire in November 2021. Upon expiration of the initial term, we have the option to renew the QuetzSat-1 Transponder Agreement on a year-to-year basis through the end-of-life of the QuetzSat-1 satellite. Upon an in-orbit failure or end-of-life of the QuetzSat-1 satellite, and in certain other circumstances, we have certain rights to receive service from EchoStar on a replacement satellite. There can be no assurance that any options to renew the QuetzSat-1 Transponder Agreement will be exercised or that we will exercise our option to receive service on a replacement satellite. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the QuetzSat-1 Transponder Agreement was transferred to us. See Note 1 for further information on the Master Transaction Agreement. 103 Degree Orbital Location/SES-3. In May 2012, EchoStar entered into a spectrum development agreement (the “103 Spectrum Development Agreement”) with Ciel Satellite Holdings Inc. (“Ciel”) to develop certain spectrum rights at the 103 degree orbital location (the “103 Spectrum Rights”). In June 2013, we and EchoStar entered into a spectrum development agreement (the “DISH 103 Spectrum Development Agreement”) pursuant to which we may use and develop the 103 Spectrum Rights. Both the 103 Spectrum Development Agreement and DISH 103 Spectrum Development Agreement were terminated on March 31, 2018. In connection with the 103 Spectrum Development Agreement, in May 2012, EchoStar also entered into a ten-year service agreement with Ciel pursuant to which EchoStar leases certain satellite capacity from Ciel on the SES-3 satellite at the 103 degree orbital location (the “103 Service Agreement”). In June 2013, we and EchoStar entered into an agreement pursuant to which we lease certain satellite capacity from EchoStar on the SES-3 satellite (the “DISH 103 Service Agreement”). Under the terms of the DISH 103 Service Agreement, we make certain monthly payments to EchoStar through the service term. Both the 103 Service Agreement and DISH 103 Service Agreement were terminated on March 31, 2018. TT&C Agreement. Effective January 1, 2012, we entered into a TT&C agreement pursuant to which we receive TT&C services from EchoStar for certain satellites (the “TT&C Agreement”). In February 2018, we amended the TT&C Agreement to, among other things, extend the term for one-year with four automatic one-year renewal periods. The fees for services provided under the TT&C Agreement are calculated at either: (i) a fixed fee; or (ii) cost plus a fixed margin, which will vary depending on the nature of the services provided. We and EchoStar are able to terminate the TT&C Agreement for any reason upon 12 months’ notice. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the assets and employees that provide these services were transferred to us. See Note 1 for further information on the Master Transaction Agreement. DBSD North America Agreement. On March 9, 2012, we completed the DBSD Transaction. During the second quarter 2011, EchoStar acquired Hughes. Prior to our acquisition of DBSD North America and EchoStar’s acquisition of Hughes, DBSD North America and HNS entered into an agreement pursuant to which HNS provides, among other things, hosting, operations and maintenance services for DBSD North America’s satellite gateway and associated ground infrastructure. This agreement generally may be terminated by us at any time for convenience. TerreStar Agreement . On March 9, 2012, we completed the TerreStar Transaction. Prior to our acquisition of substantially all the assets of TerreStar and EchoStar’s acquisition of Hughes, TerreStar and HNS entered into various agreements pursuant to which HNS provides, among other things, hosting, operations and maintenance services for TerreStar’s satellite gateway and associated ground infrastructure. These agreements generally may be terminated by us at any time for convenience. Hughes Equipment and Services Agreement. In February 2019, we and HNS entered into an agreement pursuant to which HNS will provide us with HughesNet Service and HughesNet equipment for the transmission of certain data related to our next-generation 5G-capable network, focused on supporting narrowband IoT. This agreement has an initial term of five years with automatic renewal for successive one-year terms unless terminated by DISH Network with at least 180 days’ written notice to us or by us with at least 365 days’ written notice to DISH Network. “General and administrative expenses” During the years ended December 31, 2019, 2018 and 2017, we incurred $20 million, $21 million and $29 million, respectively, for general and administrative expenses for services provided to us by EchoStar. These amounts are recorded in “General and administrative expenses” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below. Real Estate Lease Agreements. We have entered into lease agreements pursuant to which we lease certain real estate from EchoStar. The rent on a per square foot basis for each of the leases is comparable to per square foot rental rates of similar commercial property in the same geographic area, and EchoStar is responsible for its portion of the taxes, insurance, utilities and maintenance of the premises. The term of each lease is set forth below: ● Meridian Lease Agreement. The lease for all of 9601 S. Meridian Blvd. in Englewood, Colorado was for a period ending on December 31, 2019. In December 2019, we and EchoStar amended this lease to, among other things, extend the term thereof for one additional year until December 31, 2020. ● Santa Fe Lease Agreement. The lease for all of 5701 S. Santa Fe Dr. in Littleton, Colorado was for a period ending on December 31, 2018. In December 2018, we and EchoStar amended this lease to, among other things, extend the term thereof for one additional year until December 31, 2019. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this real estate was transferred to us. See Note 1 for further information on the Master Transaction Agreement. ● Cheyenne Lease Agreement. The lease for certain space at 530 EchoStar Drive in Cheyenne, Wyoming is for a period ending on December 31, 2031. In connection with the completion of the Share Exchange, EchoStar transferred ownership of a portion of this property to us, and, effective March 1, 2017, we and EchoStar amended this lease agreement to (i) terminate the lease of certain space at the portion of the property that was transferred to us and (ii) provide for the continued lease to us of certain space at the portion of the property that EchoStar retained. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this real estate was transferred to us. See Note 1 for further information on the Master Transaction Agreement. ● 100 Inverness Lease Agreement . In connection with the completion of the Share Exchange, effective March 1, 2017, we lease certain space from EchoStar at 100 Inverness Terrace East, Englewood, Colorado for a period ending in December 2020. This agreement may be terminated by either party upon 180 days’ prior notice. Professional Services Agreement. Prior to 2010, in connection with the Spin-off, we entered into various agreements with EchoStar including the Transition Services Agreement, Satellite Procurement Agreement and Services Agreement, which all expired on January 1, 2010 and were replaced by a Professional Services Agreement. During 2009, we and EchoStar agreed that EchoStar shall continue to have the right, but not the obligation, to receive the following services from us, among others, certain of which were previously provided under the Transition Services Agreement: information technology, travel and event coordination, internal audit, legal, accounting and tax, benefits administration, program acquisition services and other support services. Additionally, we and EchoStar agreed that we shall continue to have the right, but not the obligation, to engage EchoStar to manage the process of procuring new satellite capacity for us (previously provided under the Satellite Procurement Agreement) and receive logistics, procurement and quality assurance services from EchoStar (previously provided under the Services Agreement) and other support services. The Professional Services Agreement renewed on January 1, 2020 for an additional one-year period until January 1, 2021 and renews automatically for successive one-year periods thereafter, unless terminated earlier by either party upon at least 60 days’ notice. However, either party may terminate the Professional Services Agreement in part with respect to any particular service it receives for any reason upon at least 30 days’ notice. In connection with the completion of the Share Exchange on February 28, 2017, DISH Network and EchoStar amended the Professional Services Agreement to, among other things, provide certain transition services to each other related to the Share Exchange Agreement. In addition, on May 19, 2019, we entered into a Master Transaction Agreement, pursuant to which, effective September 10, 2019, DISH Network and EchoStar amended the Professional Services Agreement to, among other things, provide certain transition services to each other related to the Master Transaction Agreement and to remove certain services no longer necessary as a result of the Master Transaction Agreement. See Note 1 for further information on the Master Transaction Agreement. Revenue for services provided by us to EchoStar under the Professional Services Agreement is recorded in “Equipment sales and other revenue” on our Consolidated Statements of Operations and Comprehensive Income (Loss). Other Agreements - EchoStar Tax Sharing Agreement. In connection with the Spin-off, we entered into a tax sharing agreement (the “Tax Sharing Agreement”) with EchoStar which governs our respective rights, responsibilities and obligations after the Spin-off with respect to taxes for the periods ending on or before the Spin-off. Generally, all pre-Spin-off taxes, including any taxes that are incurred as a result of restructuring activities undertaken to implement the Spin-off, are borne by us, and we will indemnify EchoStar for such taxes. However, we are not liable for and will not indemnify EchoStar for any taxes that are incurred as a result of the Spin-off or certain related transactions failing to qualify as tax-free distributions pursuant to any provision of Section 355 or Section 361 of the Internal Revenue Code of 1986, as amended (the “Code”) because of: (i) a direct or indirect acquisition of any of EchoStar’s stock, stock options or assets; (ii) any action that EchoStar takes or fails to take; or (iii) any action that EchoStar takes that is inconsistent with the information and representations furnished to the Internal Revenue Service (“IRS”) in connection with the request for the private letter ruling, or to counsel in connection with any opinion being delivered by counsel with respect to the Spin-off or certain related transactions. In such case, EchoStar is solely liable for, and will indemnify us for, any resulting taxes, as well as any losses, claims and expenses. The Tax Sharing Agreement will only terminate after the later of the full period of all applicable statutes of limitations, including extensions, or once all rights and obligations are fully effectuated or performed. In light of the Tax Sharing Agreement, among other things, and in connection with our consolidated federal income tax returns for certain tax years prior to and for the year of the Spin-off, during the third quarter 2013, we and EchoStar agreed upon a supplemental allocation of the tax benefits arising from certain tax items resolved in the course of the IRS’ examination of these consolidated tax returns. As a result, we agreed to pay EchoStar million of the tax benefit we received or will receive. This resulted in a reduction of our recorded unrecognized tax benefits and this amount was reclassified to a long-term payable to EchoStar within “Long-term deferred revenue and other long-term liabilities” on our Consolidated Balance Sheets during the third quarter 2013. Any payment to EchoStar, including accrued interest, will be made at such time as EchoStar would have otherwise been able to realize such tax benefit. In addition, during the third quarter 2013, we and EchoStar agreed upon a tax sharing arrangement for filing certain combined state income tax returns and a method of allocating the respective tax liabilities between us and EchoStar for such combined returns, through the taxable period ending on December 31, 2017 (the “State Tax Arrangement”). During the third quarter 2018, we and EchoStar amended the Tax Sharing Agreement and the 2013 agreements (the “Amendment”). Under the Amendment, among other things, we are entitled to apply the benefit of EchoStar’s 2009 net operating losses to our federal tax return for the year ended December 31, 2008, in exchange for paying EchoStar over time the value of the net annual federal income taxes paid by EchoStar that would have been otherwise offset by their 2009 net operating loss. In addition, the Amendment extends the term of the State Tax Arrangement for filing certain combined state income tax returns to the earlier to occur of (1) termination of the Tax Sharing Agreement, (2) a change in control of either us or EchoStar or, (3) for any particular state, if we and EchoStar no longer file a combined tax return for such state. We and EchoStar file combined income tax returns in certain states. In 2015 and 2014, EchoStar earned and recognized a tax benefit for certain state income tax credits that EchoStar estimates it would be unable to utilize in the future if it had filed separately from us. We expect to utilize these tax credits to reduce our state income tax payable in the future. In accordance with accounting rules that apply to transfers of assets between entities under common control, we recorded a capital contribution of less than million for each of the years ended December 31, 2018 and 2017, respectively, in “Additional paid-in capital” on our Consolidated Balance Sheets representing the amount that we estimate is more likely than not to be realized by us as a result of our utilization of these tax credits earned. Any payments made to EchoStar related to the utilization of these credits will be recorded as |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Significant Accounting Policies | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation We consolidate all majority owned subsidiaries, investments in entities in which we have controlling influence and variable interest entities where we have been determined to be the primary beneficiary. Minority interests are recorded as noncontrolling interests or redeemable noncontrolling interests. See below for further information. Non-consolidated investments are accounted for using the equity method when we have the ability to significantly influence the operating decisions of the investee. When we do not have the ability to significantly influence the operating decisions of an investee, these equity securities are classified as either marketable investment securities or other investments and recorded at fair value with changes recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period presentation. On February 28, 2017, we and EchoStar and certain of our respective subsidiaries completed the transactions contemplated by the Share Exchange Agreement (the “Share Exchange Agreement”) that was previously entered into on January 31, 2017 (the “Share Exchange”). Pursuant to the Share Exchange Agreement, among other things, EchoStar transferred to us certain assets and liabilities of the EchoStar technologies and EchoStar broadcasting businesses, consisting primarily of the businesses that design, develop and distribute digital set-top boxes, provide satellite uplink services and develop and support streaming video technology, as well as certain investments in joint ventures, spectrum licenses, real estate properties and EchoStar’s In connection with the Share Exchange, we and EchoStar and certain of their subsidiaries entered into certain agreements covering, among other things, tax matters, employee matters, intellectual property matters and the provision of transitional services. See Note 19 for further information. As the Share Exchange was a transaction between entities that are under common control, accounting rules require that our Consolidated Financial Statements include the results of the Transferred Businesses for all periods presented, including periods prior to the completion of the Share Exchange. We initially recorded the Transferred Businesses at EchoStar’s historical cost basis. The difference between the historical cost basis of the Transferred Businesses and the net carrying value of the Tracking Stock was recorded in “Additional paid-in capital” on our Consolidated Balance Sheets. The results of the Transferred Businesses were prepared from separate records maintained by EchoStar for the periods prior to March 1, 2017, and may not necessarily be indicative of the conditions that would have existed, or the results of operations, if the Transferred Businesses had been operated on a combined basis with our subsidiaries. Our financial statements include the results of the Transferred Businesses as described above for all periods presented, including periods prior to the completion of the Share Exchange. |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Northstar Wireless. Northstar Wireless is a wholly-owned subsidiary of Northstar Spectrum, which is an entity owned by Northstar Manager, LLC (“Northstar Manager”) and us. Under the applicable accounting guidance in ASC 810, Northstar Spectrum is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate Northstar Spectrum into our financial statements. The Northstar Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to Northstar Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to Northstar Wireless), Northstar Manager has the ability, but not the obligation, to require Northstar Spectrum to purchase Northstar Manager’s ownership interests in Northstar Spectrum (the “Northstar Put Right”) for a purchase price that equals its equity contribution to Northstar Spectrum plus a fixed annual rate of return. In the event that the Northstar Put Right is exercised by Northstar Manager, the consummation of the sale will be subject to FCC approval. Northstar Spectrum does not have a call right with respect to Northstar Manager’s ownership interests in Northstar Spectrum. Although Northstar Manager is the sole manager of Northstar Spectrum, Northstar Manager’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Consolidated Balance Sheets. Northstar Manager’s ownership interest in Northstar Spectrum was initially accounted for at fair value. Subsequently, Northstar Manager’s ownership interest in Northstar Spectrum is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of Northstar Spectrum attributable to Northstar Manager are recorded as “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 15 for further information. SNR Wireless . SNR Wireless is a wholly-owned subsidiary of SNR HoldCo, which is an entity owned by SNR Wireless Management, LLC (“SNR Management”) and us. Under the applicable accounting guidance in ASC 810, SNR HoldCo is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate SNR HoldCo into our financial statements. The SNR Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to SNR Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to SNR Wireless), SNR Management has the ability, but not the obligation, to require SNR HoldCo to purchase SNR Management’s ownership interests in SNR HoldCo (the “SNR Put Right”) for a purchase price that equals its equity contribution to SNR HoldCo plus a fixed annual rate of return. In the event that the SNR Put Right is exercised by SNR Management, the consummation of the sale will be subject to FCC approval. SNR HoldCo does not have a call right with respect to SNR Management’s ownership interests in SNR HoldCo. Although SNR Management is the sole manager of SNR HoldCo, SNR Management’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Consolidated Balance Sheets. SNR Management’s ownership interest in SNR HoldCo was initially accounted for at fair value. Subsequently, SNR Management’s ownership interest in SNR HoldCo is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of SNR HoldCo attributable to SNR Management are recorded as “Redeemable noncontrolling interests” on our Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 15 for further information. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense for each reporting period. Estimates are used in accounting for, among other things, allowances for doubtful accounts, self-insurance obligations, deferred taxes and related valuation allowances, uncertain tax positions, loss contingencies, fair value of financial instruments, fair value of options granted under our stock-based compensation plans, fair value of assets and liabilities acquired in business combinations, relative standalone selling prices of performance obligations, finance leases, asset impairments, estimates of future cash flows used to evaluate impairments, useful lives of property, equipment and intangible assets, independent third-party retailer incentives, programming expenses and subscriber lives. Economic conditions may increase the inherent uncertainty in the estimates and assumptions indicated above. Actual results may differ from previously estimated amounts, and such differences may be material to our consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected prospectively in the period they occur. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all liquid investments purchased with a remaining maturity of 90 days or less at the date of acquisition to be cash equivalents. Cash equivalents as of December 31, 2019 and 2018 may consist of money market funds, government bonds, corporate notes and commercial paper. The cost of these investments approximates their fair value. |
Marketable Investment Securities | Marketable Investment Securities Historically, we classified all marketable investment securities as available-for-sale, except for investments which were accounted for as trading securities and adjusted the carrying amount of our available-for-sale securities to fair value and reported the related temporary unrealized gains and losses as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Consolidated Balance Sheets. Our trading securities were carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). Subsequent to the adoption of ASU 2016-01 during the first quarter 2018, all equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). All debt securities are classified as available-for-sale. We adjust the carrying amount of our debt securities to fair value and report the related temporary unrealized gains and losses as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Consolidated Balance Sheets. Declines in the fair value of a marketable debt security which are determined to be “other-than-temporary” are recognized on our Consolidated Statements of Operations and Comprehensive Income (Loss), thus establishing a new cost basis for such investment. We evaluate our debt investment portfolio on a quarterly basis to determine whether declines in the fair value of these securities are other-than-temporary. This quarterly evaluation consists of reviewing, among other things: ● the fair value of our debt investments compared to the carrying amount, ● the historical volatility of the price of each security, and ● any market and company specific factors related to each security. Declines in the fair value of debt investments below cost basis are generally accounted for as follows: Length of Time Treatment of the Decline in Value Less than six months Generally, considered temporary. Six to nine months Evaluated on a case by case basis to determine whether any company or market-specific factors exist indicating that such decline is other-than-temporary. Greater than nine months Generally, considered other-than-temporary. The decline in value is recorded as a charge to earnings. Additionally, in situations where the fair value of a debt security is below its carrying amount, we consider the decline to be other-than-temporary and record a charge to earnings if any of the following factors apply: ● we have the intent to sell the security, ● it is more likely than not that we will be required to sell the security before maturity or recovery, or ● we do not expect to recover the security’s entire amortized cost basis, even if there is no intent to sell the security. In general, we use the first in, first out method to determine the cost basis on sales of marketable investment securities. |
Trade Accounts Receivable | Trade Accounts Receivable Management estimates the amount of required allowances for the potential non-collectability of accounts receivable based upon past collection experience and consideration of other relevant factors. However, past experience may not be indicative of future collections and therefore additional charges could be incurred in the future to reflect differences between estimated and actual collections. |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The cost of manufactured inventory includes the cost of materials, labor, freight-in, royalties and manufacturing overhead. Net realizable value is calculated as the estimated selling price less reasonable costs necessary to complete, sell, transport and dispose of the inventory. |
Property and Equipment | Property and Equipment Property and equipment, including capitalized expenditures related to our wireless projects, are stated at amortized cost less impairment losses, if any. Our set-top boxes are generally capitalized when they are installed in customers’ homes. The costs of satellites under construction, including interest and certain amounts prepaid under our satellite service agreements, are capitalized during the construction phase, assuming the eventual successful launch and in-orbit operation of the satellite. If a satellite were to fail during launch or while in-orbit, the resultant loss would be charged to expense in the period such loss was incurred. The amount of any such loss would be reduced to the extent of insurance proceeds estimated to be received, if any. Depreciation is recorded on a straight-line basis over useful lives ranging from two to 40 years . Repair and maintenance costs are charged to expense when incurred. Renewals and improvements that add value or extend the asset’s useful life are capitalized. Costs related to the procurement and development of software for internal-use are capitalized and amortized using the straight-line method over the estimated useful life of the software. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We review our long-lived assets and identifiable finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For assets which are held and used in operations, the asset would be impaired if the carrying amount of the asset (or asset group) exceeded its undiscounted future net cash flows. Once an impairment is determined, the actual impairment recognized is the difference between the carrying amount and the fair value as estimated using one of the following approaches: income, cost and/or market. Assets which are to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The carrying amount of a long-lived asset or asset group is considered impaired when the anticipated undiscounted cash flows from such asset or asset group is less than its carrying amount. In that event, a loss is recorded in “Impairment of long-lived assets” on our Consolidated Statements of Operations and Comprehensive Income (Loss) based on the amount by which the carrying amount exceeds the fair value of the long-lived asset or asset group. Fair value, using the income approach, is determined primarily using a discounted cash flow model that uses the estimated cash flows associated with the asset or asset group under review, discounted at a rate commensurate with the risk involved. Fair value, utilizing the cost approach, is determined based on the replacement cost of the asset reduced for, among other things, depreciation and obsolescence. Fair value, utilizing the market approach, benchmarks the fair value against the carrying amount. See Note 8 for further information. DBS Satellites . We currently evaluate our DBS satellite fleet for impairment as one asset group whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. We do not believe any triggering event has occurred which would indicate impairment as of December 31, 2019. AWS-4 Satellites. We currently evaluate our AWS-4 satellite fleet for impairment whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. We do not believe any triggering event has occurred which would indicate impairment as of December 31, 2019 and 2018. For the year ended December 31, 2017, we wrote down the net book value of the T1 satellite to its estimated fair value as of December 31, 2017 and recorded a million impairment charge in “Impairment of long-lived assets” on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 8 for further information. |
Indefinite Lived Intangible Assets and Goodwill | Indefinite-Lived Intangible Assets and Goodwill We do not amortize indefinite-lived intangible assets and goodwill but test these assets for impairment annually, during the fourth quarter or more often if indicators of impairment arise. We have the option to first perform a qualitative assessment to determine whether it is necessary to perform a quantitative impairment test. However, we may elect to bypass the qualitative assessment in any period and proceed directly to performing the quantitative impairment test. Intangible assets that have finite lives are amortized over their estimated useful lives and tested for impairment as described above for long-lived assets. Our intangible assets with indefinite lives primarily consist of FCC licenses. Generally, we have determined that our FCC licenses have indefinite useful lives due to the following: ● FCC licenses are a non-depleting asset; ● existing FCC licenses are integral to our business segments and will contribute to cash flows indefinitely; ● replacement DBS satellite applications are generally authorized by the FCC subject to certain conditions, without substantial cost under a stable regulatory, legislative and legal environment; ● maintenance expenditures to obtain future cash flows are not significant; ● FCC licenses are not technologically dependent; and ● we intend to use these assets indefinitely. DBS Licenses. We combine all of our indefinite-lived DBS licenses that we currently utilize or plan to utilize in the future into a single unit of accounting. For 2019, 2018 and 2017, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of the DBS licenses exceeds its carrying amount. In our assessment, we considered several factors, including, among others, overall financial performance, industry and market considerations, and relevant company specific events. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of the DBS licenses exceeds its carrying amount. As such, no further analysis was required. Wireless Spectrum Licenses. We currently combine our 600 MHz, 700 MHz, AWS-4 and H Block wireless spectrum licenses and the Northstar Licenses and SNR Licenses into a single unit of accounting. In 2019, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of these licenses exceed their carrying amount. In our assessment we considered several factors, including, among other things, the projected financial performance of our Wireless segment, the business enterprise value of our Wireless segment, and market transactions for wireless spectrum licenses including auction results. In assessing these factors we considered both macroeconomic conditions and industry and market conditions. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of these licenses exceed their carrying amount. In 2018, we assessed these licenses quantitatively. Our quantitative assessment consisted of both an income approach and a market approach. The income approach estimated the fair value of these licenses using the “Greenfield” approach. The Greenfield approach values the licenses by calculating the cash flow generating potential of a hypothetical start-up company that goes into business with no assets except the licenses to be valued. A discounted cash flow analysis is used to estimate what a marketplace participant would be willing to pay to purchase the aggregated wireless licenses as of the valuation date . The market approach uses prior transactions including auctions to estimate the fair value of the licenses. In conducting this quantitative assessment, we determined that the fair value of these licenses exceeds their carrying amount under both approaches. In 2017, management performed a qualitative assessment to determine whether it is more likely than not that the fair value of these licenses exceeded their carrying amount. In our assessment, we considered several qualitative factors, including, among others, macroeconomic conditions, industry and market conditions, relevant company specific events, and perception of the market. In contemplating all factors in their totality, we concluded that it is more likely than not that the fair value of these licenses exceeded their carrying amount. During 2019, 2018, and 2017, our multichannel video distribution and data service (“MVDDS”) wireless spectrum licenses were assessed as a single unit of accounting. For 2019, management assessed these licenses qualitatively. Our qualitative assessment focused on recent auction results and historical market activity. We concluded that it is more likely than not that the fair value of these licenses exceeded their carrying amount. For 2018 and 2017, management assessed these licenses quantitatively. Our quantitative assessment in each year for these licenses consisted of a market approach. The market approach uses prior transactions including auctions to estimate the fair value of the licenses. In conducting these quantitative assessments, we determined that the fair value of these licenses exceeded their carrying amount. During 2019, our 28 GHz and 24 GHz wireless spectrum licenses were assessed as a single unit of accounting. These licenses were purchased during the fourth quarter 2019 through our participation in Auction 101 and Auction 102. For 2019, management’s assessment of the fair value of these licenses was determined based on the auction results. Changes in circumstances or market conditions could result in a write-down of any of the above wireless spectrum licenses in the future. |
Capitalized Interest | Capitalized Interest We capitalize interest associated with the acquisition or construction of certain assets, including, among other things, our wireless spectrum licenses, build-out costs associated with our network deployment and satellites. Capitalization of interest begins when, among other things, steps are taken to prepare the asset for its intended use and ceases when the asset is ready for its intended use or when these activities are substantially suspended. We are currently preparing for the commercialization of our AWS-4, H Block, 700 MHz, 600 MHz and MVDDS wireless spectrum licenses, and interest expense related to their carrying amount is being capitalized. In addition, the FCC has granted certain AWS-3 Licenses to Northstar Wireless and to SNR Wireless, respectively, in which we have made certain non-controlling investments. Northstar Wireless and SNR Wireless are preparing for the commercialization of their AWS-3 Licenses and interest expense related to their carrying amount is also being capitalized. On June 14, 2017, the FCC issued an order granting our application to acquire the 600 MHz Licenses, and we began preparing for the commercialization of our 600 MHz Licenses and began capitalizing interest related to these licenses on June 14, 2017. As the carrying amount of the licenses discussed above exceeded the carrying value of our long-term debt and finance lease obligations beginning on June 14, 2017, materially all of our interest expense is now being capitalized. |
Business Combinations | Business Combinations When we acquire a business, we allocate the purchase price to the various components of the acquisition based upon the fair value of each component using various valuation techniques, including the market approach, income approach and/or cost approach. The accounting standard for business combinations requires most identifiable assets, liabilities, noncontrolling interests and goodwill acquired to be recorded at fair value. Transaction costs related to the acquisition of the business are expensed as incurred. Costs associated with the issuance of debt associated with a business combination are capitalized and included as a yield adjustment to the underlying debt’s stated rate. Acquired intangible assets other than goodwill are amortized over their estimated useful lives unless the lives are determined to be indefinite. Amortization of these intangible assets are recorded on a straight-line basis over an average finite useful life primarily ranging from approximately five to 20 years or in relation to the estimated discounted cash flows over the life of the intangible asset. |
Long-Term Deferred Revenue, Distribution and Carriage Payments | Long-Term Deferred Revenue and Other Long-Term Liabilities Certain programmers provide us up-front payments. Such amounts are deferred and recognized as reductions to “Subscriber-related expenses” on a straight-line basis over the relevant remaining contract term (generally up to ten years ). The current and long-term portions of these deferred credits are recorded on our Consolidated Balance Sheets in “Deferred revenue and other” and “Long-term deferred revenue and other long-term liabilities,” respectively. |
Sales Taxes | Sales Taxes We account for sales taxes imposed on our goods and services on a net basis on our Consolidated Statements of Operations and Comprehensive Income (Loss). Since we primarily act as an agent for the governmental authorities, the amount charged to the customer is collected and remitted directly to the appropriate jurisdictional entity. |
Income Taxes | Income Taxes We establish a provision for income taxes currently payable or receivable and for income tax amounts deferred to future periods. Deferred tax assets and liabilities are recorded for the estimated future tax effects of differences that exist between the book and tax basis of assets and liabilities. Deferred tax assets are offset by valuation allowances when we believe it is more likely than not that such net deferred tax assets will not be realized. From time to time, we engage in transactions where the tax consequences may be subject to uncertainty. We record a liability when, in management’s judgment, a tax filing position does not meet the more likely than not threshold. For tax positions that meet the more likely than not threshold, we may record a liability depending on management’s assessment of how the tax position will ultimately be settled. We adjust our estimates periodically for ongoing examinations by and settlements with various taxing authorities, as well as changes in tax laws, regulations and precedent. We classify interest and penalties, if any, associated with our uncertain tax positions as a component of “Interest expense, net of amounts capitalized” and “Other, net,” respectively, on our Consolidated Statements of Operations and Comprehensive Income (Loss). |
Fair Value Measurements | Fair Value Measurements We determine fair value based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. Market or observable inputs are the preferred source of values, followed by unobservable inputs or assumptions based on hypothetical transactions in the absence of market inputs. We apply the following hierarchy in determining fair value: ● Level 1, defined as observable inputs being quoted prices in active markets for identical assets; ● Level 2, defined as observable inputs other than quoted prices included in Level 1, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar instruments in markets that are not active; and derivative financial instruments indexed to marketable investment securities; and ● Level 3, defined as unobservable inputs for which little or no market data exists, consistent with reasonably available assumptions made by other participants therefore requiring assumptions based on the best information available. As of December 31, 2019 and 2018, the carrying amount for cash and cash equivalents, trade accounts receivable (net of allowance for doubtful accounts) and current liabilities (excluding the “Current portion of long-term debt and finance lease obligations”) was equal to or approximated fair value due to their short-term nature or proximity to current market rates. See Note 6 for the fair value of our marketable investment securities and derivative financial instruments. Fair values for our publicly traded debt securities are based on quoted market prices, when available. The fair values of private debt are based on, among other things, available trade information, and/or an analysis in which we evaluate market conditions, related securities, various public and private offerings, and other publicly available information. In performing this analysis, we make various assumptions regarding, among other things, credit spreads, and the impact of these factors on the value of the debt securities. See Note 10 for the fair value of our long-term debt. |
Deferred Debt Issuance Costs And Debt Discounts | Deferred Debt Issuance Costs and Debt Discounts In accordance with accounting guidance on embedded conversion features, we value and bifurcate the conversion option associated with convertible notes from the host debt instrument. The resulting debt discount is deferred and amortized to interest expense using the effective interest rate method over the terms of the respective notes. Costs of issuing debt are generally deferred and amortized to interest expense using the effective interest rate method over the terms of the respective notes. See Note 10 for further information. |
Revenue Recognition | Revenue Recognition Our revenue is primarily derived from Pay-TV programming services that we provide to our subscribers. We also generate revenue from equipment rental fees and other hardware related fees, including DVRs and fees from subscribers with multiple receivers; advertising services; fees earned from our in-home service operations; broadband services; warranty services; sales of digital receivers and related equipment to third-party pay-TV providers; satellite uplink and telemetry, tracking and control (“TT&C”) services; and revenue from in-home services. See Note 16 Our residential video subscribers contract for individual services or combinations of services, as discussed above, the majority of which are generally distinct and are accounted for as separate performance obligations. We consider our installations for first time DISH TV subscribers to be a service. However, since we provide a significant integration service combining the installation with programming services, we have concluded that the installation is not distinct from programming and thus the installation and programming services are accounted for as a single performance obligation. We generally satisfy these performance obligations and recognize revenue as the services are provided, for example as the programming is broadcast to subscribers, as this best represents the transfer of control of the services to the subscriber. In cases where a subscriber is charged certain nonrefundable upfront fees, those fees are generally considered to be material rights to the subscriber related to the subscriber’s option to renew without having to pay an additional fee upon renewal. These fees are deferred and recognized over the estimated period of time during which the fee remains material to the customer, which we estimate to be less than one year. Revenues arising from our in-home services that are separate from the initial installation, such as mounting a TV on a subscriber’s wall, are generally recognized when these services are performed. For our residential video subscribers, we have concluded that the contract term under Accounting Standard Codification Topic 606 (“ASC 606”) is one month and as a result the revenue recognized for these subscribers for a given month is equal to the amount billed in that month, except for certain nonrefundable upfront fees that are accounted for as material rights, as discussed above. Revenues from our advertising services are typically recognized as the advertisements are broadcast. Sales of equipment to subscribers or other third parties are recognized when control is transferred under the contract. Revenue from our commercial video subscribers typically follows the residential model described above, with the exception that the contract term for most of our commercial subscribers exceeds one month and can be multiple years in length. However, commercial subscribers typically do not receive time-limited discounts or free service periods and accordingly, while they may have multiple performance obligations, revenue is equal to the amount billed in a given month. Contract Balances The timing of revenue recognition generally differs from the timing of invoicing to customers. When revenue is recognized prior to invoicing, we record a receivable. When revenue is recognized subsequent to invoicing, we record deferred revenue. Our residential video subscribers are typically billed monthly, and the contract balances for those customers arise from the timing of the monthly billing cycle. We do not adjust the amount of consideration for financing impacts as we apply a practical expedient when we anticipate that the period between transfer of goods and services and eventual payment for those goods and services will be less than one year. See Note 17 for further information, including balance and activity detail about our allowance for doubtful accounts and deferred revenue related to contracts with subscribers. Assets Recognized Related to the Costs to Obtain a Contract with a Subscriber We recognize an asset for the incremental costs of obtaining a contract with a subscriber if we expect the benefit of those costs to be longer than one year. We have determined that certain sales incentive programs, including those with our independent third-party retailers, meet the requirements to be capitalized, and payments made under these programs are capitalized and amortized to expense over the estimated subscriber life. During the years ended December 31, 2019 and 2018, we capitalized $207 million and $183 million, respectively, under these programs. The amortization expense related to these programs was $76 million and $28 million for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, we had a total of $300 million and $169 million capitalized on our Consolidated Balance Sheets. These amounts are capitalized in “Other current assets” and “Other noncurrent assets, net” on our Consolidated Balance Sheets, and then amortized in “Other subscriber acquisition costs” on our Consolidated Statements of Operations and Comprehensive Income (Loss). Impact of Adoption of ASU 2014-09 On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2014-09 Revenue from Contracts with Customers We adopted ASU 2014-09, as modified, and now codified as ASC 606 and Accounting Standard Codification Topic 340-40 (“ASC 340-40”) on January 1, 2018, using the modified retrospective method. Under that method, we applied the new guidance to all open contracts existing as of January 1, 2018, recognizing in beginning retained earnings an adjustment for the cumulative effect of the change, which was million. |
Leases | Leases We enter into operating and finance leases for, among other things, satellites, office space, warehouses and distribution centers, vehicles, wireless towers and other equipment. Our leases have remaining lease terms from one to eight years , some of which include renewal options , and some of which include options to terminate the leases within one year . We determine if an arrangement is a lease and classify that lease as either an operating or finance lease at inception. Operating leases are included in “Operating lease assets,” “Other accrued expenses” and “Operating lease liabilities” on our Consolidated Balance Sheets. Finance leases are included in “Property and equipment, net,” “Current portion of long-term debt and finance lease obligations” and “Long-term debt and finance lease obligations, net of current portion” on our Consolidated Balance Sheets. Leases with an initial term of 12 months or less are not recorded on the balance sheet and we recognize lease expense for these leases on a straight-line basis over the lease term on our Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 9 for further information on our lease expenses. Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent the present value of our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. When our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes the impact of prepaid or deferred lease payments. The length of our lease term may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. We currently lease and historically have leased certain assets from EchoStar, including, among other things, satellites, office space and data centers. See Note 19 for further information on our Related Party Transactions with EchoStar. On May 19, 2019, we entered into a Master Transaction Agreement with EchoStar and effective September 10, 2019, certain satellites and real estate assets leased from EchoStar were transferred to us. See Note 1 for further information on the Master Transaction Agreement. We have lease agreements with lease and non-lease components, which are generally accounted for separately. Our variable lease payments are immaterial and our lease agreements do not contain any material residual value guarantees or material restrictive covenants. DISH TV subscribers have the choice of leasing or purchasing the satellite receiver and other equipment necessary to receive our DISH TV services. Most of our new DISH TV subscribers choose to lease equipment and thus we retain title to such equipment. Equipment leased to new and existing DISH TV subscribers is capitalized and depreciated over their estimated useful lives. For equipment leased to new and existing DISH TV subscribers we made an accounting policy election to combine the equipment with our programming services as a single performance obligation in accordance with the revenue recognition guidance as the programming services are the predominant component. The equipment leased to new and existing DISH TV subscribers would have otherwise been accounting for as an operating lease. Impact of Adoption of ASU 2016-02 In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02 Leases (“ASU 2016-02”) and has modified the standard thereafter. We adopted ASU 2016-02, as modified, on January 1, 2019 using the modified retrospective method. Under the modified retrospective method, we applied the new guidance to all leases that commenced before and were existing as of January 1, 2019. The adoption of ASU 2016-02 had no impact on our Consolidated Statements of Operations and Comprehensive Income (Loss) and cash flows from operating, investing and financing activities on our Consolidated Statements of Cash Flows. The adoption of ASU 2016-02 impacted our December 31, 2019 Consolidated Balance Sheets, including the reclassification of our deferred rent liabilities to an operating lease asset, as follows: Consolidated Balance Sheets DISH Network (as would have been reported under previous standards) Impact of adopting ASU 2016-02 DISH Network (as currently reported) (In thousands) As of December 31, 2019 Operating lease assets $ — $ 144,330 $ 144,330 Total assets $ 33,086,605 $ 144,330 $ 33,230,935 Other accrued expenses $ 760,068 $ 57,910 $ 817,978 Operating lease liabilities $ — $ 84,795 $ 84,795 Long-term deferred revenue and other long-term liabilities $ 693,393 $ 1,625 $ 695,018 Total liabilities $ 20,970,458 $ 144,330 $ 21,114,788 Total stockholders' equity (deficit) $ 11,564,072 $ — $ 11,564,072 Total liabilities and stockholders' equity (deficit) $ 33,086,605 $ 144,330 $ 33,230,935 |
Subscriber-Related Expenses | Subscriber-Related Expenses The cost of television programming distribution rights is generally incurred on a per subscriber basis and various upfront carriage payments are recognized when the related programming is distributed to subscribers. Long-term flat rate programming contracts are generally charged to expense using the straight-line method over the term of the agreement. The cost of television programming rights to distribute live sporting events for a season or tournament is charged to expense using the straight-line method over the course of the season or tournament. “Subscriber-related expenses” on our Consolidated Statements of Operations and Comprehensive Income (Loss) principally include programming expenses, costs for Pay-TV and broadband services incurred in connection with our in-home service and call center operations, billing costs, refurbishment and repair costs related to , subscriber retention, other variable subscriber expenses and monthly wholesale fees paid to broadband providers. These costs are recognized as the services are performed or as incurred. The cost of broadband services is expensed monthly and generally incurred on a per subscriber basis. |
Cost of Sales - Equipment and Other | Cost of Sales – Equipment and Other Costs include the cost of non-subsidized sales of DBS accessories and the cost of sales of digital receivers and related components to third-party pay-TV providers, both of which include freight and royalties, costs associated with in-home services, costs related to services and other agreements with EchoStar, and certain operating costs related to our wireless projects. Costs are generally recognized as products are delivered to customers and the related revenue is recognized. |
Subscriber Acquisition Costs | Subscriber Acquisition Costs Subscriber acquisition costs on our Consolidated Statements of Operations and Comprehensive Income (Loss) consist of costs incurred to acquire new Pay-TV subscribers through independent third-party retailers, third-party marketing agreements and our direct sales distribution channel. Subscriber acquisition costs include the following line items from our Consolidated Statements of Operations and Comprehensive Income (Loss): ● “Cost of sales – subscriber promotion subsidies” includes the cost of our DBS receiver systems sold to independent third-party retailers and other distributors of our equipment and DBS receiver systems sold directly by us to DISH TV subscribers. ● “Other subscriber acquisition costs” includes net costs related to promotional incentives and costs related to installation and other promotional subsidies for our DISH TV services as well as our direct sales efforts and commissions for our Sling TV services. ● “Subscriber acquisition advertising” includes advertising and marketing expenses related to the acquisition of new Pay-TV subscribers. Advertising costs are expensed as incurred. We characterize amounts paid to our independent third-party retailers as consideration for equipment installation services and for equipment buydowns (incentives and rebates) as a reduction of revenue. We expense payments for equipment installation services as “Other subscriber acquisition costs.” Our payments for equipment buydowns represent a partial or complete return of the independent third-party retailer’s purchase price and are, therefore, netted against the proceeds received from the independent third-party retailer. We report the net cost from our various sales promotions through our independent third-party retailer network as a component of “Other subscriber acquisition costs.” |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development costs totaled $21 million, $24 million and $33 million for the years ended December 31, 2019, 2018 and 2017, respectively. |
Derivative Financial Instruments | Derivative Financial Instruments We may purchase and hold derivative financial instruments for, among other reasons, strategic or speculative purposes. We record all derivative financial instruments on our Consolidated Balance Sheets at fair value as either assets or liabilities. Changes in the fair values of derivative financial instruments are recognized in our results of operations and included in “Other, net” within “Other Income (Expense)” on our Consolidated Statements of Operations and Comprehensive Income (Loss). We have not designated any derivative financial instrument for hedge accounting. As of December 31, 2019, 2018 and 2017, we did not hold any derivative financial instruments. See Note 6 for further information. |
New Accounting Pronouncements | New Accounting Pronouncements Financial Instruments – Credit Losses. On June 16, 2016, the FASB issued ASU 2016-13 Financial Instruments – Credit Losses, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which changes the way entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net earnings. This standard will be effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. We currently expect that the adoption of ASU 2016-13 will have an immaterial impact on our Consolidated Financial Statements and related disclosures. Fair Value Measurement. Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement |
Organization and Business Act_2
Organization and Business Activities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization and Business Activities | |
Summary of condensed consolidated balance sheets | The impact on our Consolidated Balance Sheets, including the reduction of our operating lease assets and the related liabilities, pursuant to the effectiveness of the Master Transaction Agreement on September 10, 2019 was as follows (in thousands): Assets Other current assets $ 3,430 Property and equipment, net 825,302 FCC authorizations 65,615 Operating lease assets (494,839) Other noncurrent assets, net 13,158 Total assets $ 412,666 Liabilities and Stockholders' Equity (Deficit) Current Liabilities: Accrued interest $ 1,239 Other accrued expenses (157,216) Current portion of long-term debt and finance lease obligations 50,056 Total current liabilities (105,921) Long-Term Obligations, Net of Current Portion: Long-term debt and finance lease obligations, net of current portion 194,183 Deferred tax liabilities 166,161 Operating lease liabilities (338,902) Total long-term obligations, net of current portion 21,442 Total liabilities (84,479) Stockholders’ Equity (Deficit): Class A common stock, $.01 par value 229 Additional paid-in capital 496,916 Total stockholders’ equity (deficit) 497,145 Total liabilities and stockholders’ equity (deficit) $ 412,666 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Redeemable Noncontrolling Interest | |
Summary of adoption of ASU 2016-02 impacted our consolidated balance sheets | Consolidated Balance Sheets DISH Network (as would have been reported under previous standards) Impact of adopting ASU 2016-02 DISH Network (as currently reported) (In thousands) As of December 31, 2019 Operating lease assets $ — $ 144,330 $ 144,330 Total assets $ 33,086,605 $ 144,330 $ 33,230,935 Other accrued expenses $ 760,068 $ 57,910 $ 817,978 Operating lease liabilities $ — $ 84,795 $ 84,795 Long-term deferred revenue and other long-term liabilities $ 693,393 $ 1,625 $ 695,018 Total liabilities $ 20,970,458 $ 144,330 $ 21,114,788 Total stockholders' equity (deficit) $ 11,564,072 $ — $ 11,564,072 Total liabilities and stockholders' equity (deficit) $ 33,086,605 $ 144,330 $ 33,230,935 |
Basic and Diluted Net Income _2
Basic and Diluted Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Basic and Diluted Net Income (Loss) Per Share | |
Table presents EPS amounts for all periods and the basic and diluted weighted-average shares outstanding used in the calculation | For the Years Ended December 31, 2019 2018 2017 (In thousands, except per share amounts) Net income (loss) $ 1,492,569 $ 1,655,491 $ 2,165,407 Less: Net income (loss) attributable to noncontrolling interests, net of tax 93,057 80,400 66,718 Net income (loss) attributable to DISH Network - Basic 1,399,512 1,575,091 2,098,689 Interest on dilutive Convertible Notes, net of tax (1) — — 30,028 Net income (loss) attributable to DISH Network - Diluted $ 1,399,512 $ 1,575,091 $ 2,128,717 Weighted-average common shares outstanding - Class A and B common stock: Basic 479,657 467,350 466,021 Dilutive impact of Convertible Notes 58,192 58,192 55,692 Dilutive impact of stock awards outstanding 115 290 883 Diluted 537,964 525,832 522,596 Earnings per share - Class A and B common stock: Basic net income (loss) per share attributable to DISH Network $ 2.92 $ 3.37 $ 4.50 Diluted net income (loss) per share attributable to DISH Network $ 2.60 $ 3.00 $ 4.07 (1) For the years ended December 31, 2019 and 2018, materially all of our interest expense was capitalized. See Note 2 for further information. |
Schedule of dilutive securities not included in the diluted EPS calculation | As of December 31, 2019 2018 2017 (In thousands) Anti-dilutive stock awards 5,471 4,377 1,694 Performance based options 7,966 8,970 5,491 Restricted Performance Units/Awards 1,504 1,726 2,436 Common stock warrants 46,029 46,029 46,029 Total 60,970 61,102 55,650 |
Supplemental Data - Statement_2
Supplemental Data - Statements of Cash Flows (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Supplemental Data - Statements of Cash Flows | |
Schedule of supplemental cash flow and other non-cash data | For the Years Ended December 31, 2019 2018 2017 (In thousands) Cash paid for interest (including capitalized interest) $ 900,125 $ 921,238 $ 996,183 Cash received for interest 40,795 15,037 6,925 Cash paid for income taxes 30,552 31,308 40,362 Capitalized interest (1) 980,299 1,012,177 1,015,901 Master Transaction Agreement, net of deferred tax of $166,161 (2) 497,145 — — Initial equity component of the 2 3/8% Convertible Notes due 2024, net of deferred taxes of $92,512 (3) — — 159,869 Employee benefits paid in Class A common stock 27,004 27,322 23,164 (1) See Note 2 for further information. (2) See Note 1 for further information. (3) See Note 10 for further information. |
Other Comprehensive Income (L_2
Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Comprehensive Income (Loss) | |
Schedule of tax effects allocated to component of other comprehensive income (loss) | For the Years Ended December 31, 2019 2018 2017 Before Tax Net Before Tax Net Before Tax Net Tax (Expense) of Tax Tax (Expense) of Tax Tax (Expense) of Tax Amount Benefit Amount Amount Benefit Amount Amount Benefit Amount (In thousands) Foreign currency translation adjustments $ 223 $ — $ 223 $ (1,343) $ — $ (1,343) $ 1,027 $ — $ 1,027 Unrealized holding gains (losses) on available-for-sale securities 1,127 (265) 862 (529) 122 (407) 9,671 (3,525) 6,146 Recognition of previously unrealized (gains) losses on available-for-sale securities included in net income (loss) (299) 70 (229) (8) 2 (6) (11,129) 4,057 (7,072) Other comprehensive income (loss) $ 1,051 $ (195) $ 856 $ (1,880) $ 124 $ (1,756) $ (431) $ 532 $ 101 |
Schedule of accumulated other comprehensive income (loss) | Foreign Unrealized/ Currency Recognized Translation Gains Accumulated Other Comprehensive Income (Loss) Adjustment (Losses) Total (In thousands) Balance as of December 31, 2017 $ 1,027 $ (145) $ 882 Foreign currency translation adjustments (1,343) — (1,343) Other comprehensive income (loss) before reclassification — (407) (407) Amounts reclassified from accumulated other comprehensive income (loss) — (6) (6) Balance as of December 31, 2018 $ (316) $ (558) $ (874) Foreign currency translation adjustments 223 — 223 Other comprehensive income (loss) before reclassification — 862 862 Amounts reclassified from accumulated other comprehensive income (loss) — (229) (229) Balance as of December 31, 2019 $ (93) $ 75 $ (18) |
Marketable Investment Securit_2
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities | |
Schedule of marketable investment securities, restricted cash and cash equivalents, and other investment securities | As of December 31, December 31, 2019 2018 (In thousands) Marketable investment securities: Current marketable investment securities: Strategic - available-for-sale $ 196 $ 193 Strategic - trading/equity (Note 2) — 2,370 Other 416,508 1,178,908 Total current marketable investment securities 416,704 1,181,471 Restricted marketable investment securities (1) 390 67,019 Total marketable investment securities 417,094 1,248,490 Restricted cash and cash equivalents (1) 60,677 578 Other investment securities: Other investment securities 160,074 118,992 Total other investment securities 160,074 118,992 Total marketable investment securities, restricted cash and cash equivalents, and other investment securities $ 637,845 $ 1,368,060 (1) Restricted marketable investment securities and restricted cash and cash equivalents are included in “Restricted cash, cash equivalents and marketable investment securities” on our Consolidated Balance Sheets. |
Schedule of components of available-for-sale investments | As of December 31, 2019 2018 Marketable Marketable Investment Unrealized Investment Unrealized Securities Gains Losses Net Securities Gains Losses Net (In thousands) Debt securities (including restricted): U.S. Treasury and agency securities $ 10,016 $ 32 $ — $ 32 $ 66,823 $ 40 $ (19) $ 21 Commercial paper 369,397 2 — 2 367,488 — — — Corporate securities 28,796 4 (1) 3 805,259 91 (899) (808) Other 8,885 58 — 58 6,550 56 (2) 54 Total $ 417,094 $ 96 $ (1) $ 95 $ 1,246,120 $ 187 $ (920) $ (733) |
Schedule of fair value measurements | As of December 31, 2019 December 31, 2018 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 (In thousands) Cash equivalents (including restricted) $ 2,436,545 $ 246,876 $ 2,189,669 $ — $ 859,220 $ 30,858 $ 828,362 $ — Debt securities (including restricted): U.S. Treasury and agency securities $ 10,016 $ 10,016 $ — $ — $ 66,823 $ 66,823 $ — $ — Commercial paper 369,397 — 369,397 — 367,488 — 367,488 — Corporate securities 28,796 — 28,796 — 805,259 — 805,259 — Other 8,885 — 8,689 196 6,550 — 6,357 193 Equity securities — — — — 2,370 2,370 — — Total $ 417,094 $ 10,016 $ 406,882 $ 196 $ 1,248,490 $ 69,193 $ 1,179,104 $ 193 |
Schedule of gains and losses on sales and changes in carrying amounts of investments | For the Years Ended December 31, Other, net: 2019 2018 2017 (In thousands) Marketable investment securities - realized and unrealized gains (losses) $ 4,604 $ 8,165 $ 90,979 Non-marketable investment securities - gains (losses) on sales/exchanges — — 10,488 Costs related to early redemption of debt (483) (3,261) (1,470) Gain (loss) on sale of subsidiary — 7,004 — Equity in earnings of affiliates (3,714) (2,110) 2,163 Other 11,117 2,003 2,328 Total $ 11,524 $ 11,801 $ 104,488 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory | |
Schedule of inventory | As of December 31, 2019 2018 (In thousands) Finished goods $ 255,155 $ 215,186 Work-in-process and service repairs 34,120 56,871 Raw materials 33,623 18,676 Total inventory $ 322,898 $ 290,733 |
Property and Equipment and In_2
Property and Equipment and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property and Equipment and Intangible Assets | |
Schedule of property and equipment | Depreciable Life As of December 31, (In Years) 2019 2018 (In thousands) Equipment leased to customers 2 - 5 $ 1,861,668 $ 2,016,965 Satellites (1) (2) 2 - 15 1,855,096 843,913 Satellites acquired under finance lease agreements (1) (3) 10 - 15 888,940 499,819 Furniture, fixtures, equipment and other 2 - 20 2,010,094 1,923,585 Buildings and improvements (1) 5 - 40 349,347 290,650 Land (1) - 17,810 13,186 Construction in progress - 278,083 100,560 Total property and equipment 7,261,038 5,688,678 Accumulated depreciation (1) (4,554,856) (3,760,498) Property and equipment, net $ 2,706,182 $ 1,928,180 (1) See Note 1 for further information on the Master Transaction Agreement pursuant to which certain assets were transferred to us. (2) See Note 6 for further information on the transaction with TSI. (3) The Ciel II satellite was previously classified as a finance lease, however, as a result of an amendment, which was effective during the first quarter 2019, Ciel II is now accounted for as an operating lease. |
Schedule of Construction in progress | As of December 31, 2019 2018 (In thousands) Software $ 51,493 $ 34,533 Wireless 207,814 53,466 Other 18,776 12,561 Total construction in progress $ 278,083 $ 100,560 |
Schedule of depreciation and amortization expense | For the Years Ended December 31, 2019 2018 2017 (In thousands) Equipment leased to customers $ 371,292 $ 444,928 $ 554,272 Satellites 115,100 100,343 114,821 Buildings, furniture, fixtures, equipment and other 144,185 166,753 148,471 Total depreciation and amortization $ 630,577 $ 712,024 $ 817,564 |
Schedule of pay-TV satellite fleet | Degree Lease Launch Orbital Termination Satellites Date Location Date Owned: EchoStar VII (1) February 2002 119 N/A EchoStar X (1) February 2006 110 N/A EchoStar XI (1) July 2008 110 N/A EchoStar XIV (1) March 2010 119 N/A EchoStar XV July 2010 61.5 N/A EchoStar XVI (1) November 2012 61.5 N/A EchoStar XVIII June 2016 61.5 N/A EchoStar XXIII (1) March 2017 67.9 N/A Leased from EchoStar (2): EchoStar IX August 2003 121 Month to month Leased from Other Third Party: Anik F3 April 2007 118.7 April 2022 Ciel II December 2008 129 January 2021 Nimiq 5 (1) September 2009 72.7 September 2024 QuetzSat-1 (1) September 2011 77 November 2021 (1) Pursuant to the Master Transaction Agreement, on September 10, 2019 these satellites and satellite service agreements were transferred to us. See Note 1 for further information. (2) See Note 19 for further information on our Related Party Transactions with EchoStar. |
Schedule of AWS-4 Satellites | Degree Estimated Launch Orbital Useful Life Satellites Date Location (Years) Owned: T1 July 2009 111.1 14.25 D1 April 2008 92.85 N/A |
Schedule of identifiable intangibles subject to amortization | As of December 31, 2019 December 31, 2018 Intangible Accumulated Intangible Accumulated Assets Amortization Assets Amortization (In thousands) Technology-based $ 63,077 $ (57,414) $ 63,077 $ (53,998) Trademarks 37,010 (32,619) 37,010 (28,634) Contract-based 4,500 (4,500) 13,149 (13,149) Customer relationships 23,633 (23,633) 26,533 (26,533) Total $ 128,220 $ (118,166) $ 139,769 $ (122,314) |
Schedule of estimated future amortization of identifiable intangible assets | Estimated future amortization of our identifiable intangible assets as of December 31, 2019 is as follows (in thousands): For the Years Ended December 31, 2020 $ 3,816 2021 1,288 2022 666 2023 654 2024 654 Thereafter 2,976 Total $ 10,054 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases | |
Components of Lease Expense | For the Year Ended December 31, 2019 (In thousands) Operating lease cost $ 223,825 Short-term lease cost (1) 12,077 Finance lease cost: Amortization of right-of-use assets 35,004 Interest on lease liabilities 10,800 Total finance lease cost 45,804 Total lease costs $ 281,706 (1) Leases that have terms of 12 months or less. |
Summary of Supplemental cash flow information related to leases | For the Year Ended December 31, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 227,451 Operating cash flows from finance leases $ 10,800 Financing cash flows from finance leases $ 34,358 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 118,381 Finance leases $ 187,339 Right-of-use assets and liabilities recognized at January 1, 2019 upon adoption of ASC 842 $ 733,584 |
Summary of supplemental balance sheet information related to leases | As of December 31, 2019 (In thousands) Operating Leases: Operating lease assets $ 144,330 Other current liabilities $ 57,910 Operating lease liabilities 84,795 Total operating lease liabilities $ 142,705 Finance Leases: Property and equipment, gross $ 890,598 Accumulated depreciation (683,271) Property and equipment, net $ 207,327 Other current liabilities $ 61,493 Other long-term liabilities 171,706 Total finance lease liabilities $ 233,199 Weighted Average Remaining Lease Term: Operating leases 3.1 years Finance leases 3.8 years Weighted Average Discount Rate: Operating leases 5.0% Finance leases 10.2% |
Summary of maturities of operating lease liabilities | Maturities of Lease Liabilities Operating Finance For the Years Ending December 31, Leases Leases Total (In thousands) 2020 $ 62,331 $ 80,834 $ 143,165 2021 47,496 82,610 130,106 2022 23,746 48,307 72,053 2023 9,392 40,942 50,334 2024 5,682 30,707 36,389 Thereafter 2,826 — 2,826 Total lease payments 151,473 283,400 434,873 Less: Imputed interest (8,768) (50,201) (58,969) Total 142,705 233,199 375,904 Less: Current portion (57,910) (61,493) (119,403) Long-term portion of lease obligations $ 84,795 $ 171,706 $ 256,501 |
Summary of maturities of finance lease liabilities | Maturities of lease liabilities as of December 31, 2019 were as follows: Maturities of Lease Liabilities Operating Finance For the Years Ending December 31, Leases Leases Total (In thousands) 2020 $ 62,331 $ 80,834 $ 143,165 2021 47,496 82,610 130,106 2022 23,746 48,307 72,053 2023 9,392 40,942 50,334 2024 5,682 30,707 36,389 Thereafter 2,826 — 2,826 Total lease payments 151,473 283,400 434,873 Less: Imputed interest (8,768) (50,201) (58,969) Total 142,705 233,199 375,904 Less: Current portion (57,910) (61,493) (119,403) Long-term portion of lease obligations $ 84,795 $ 171,706 $ 256,501 |
Long-Term Debt and Finance Le_2
Long-Term Debt and Finance Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Long-Term Debt and Finance Lease Obligations | |
Schedule of carrying and fair values of the entity's debt facilities | As of December 31, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value (In thousands) 7 7/8% Senior Notes due 2019 (1) $ — $ — $ 1,317,372 $ 1,343,298 5 1/8% Senior Notes due 2020 (2) 1,100,000 1,110,208 1,100,000 1,089,957 6 3/4% Senior Notes due 2021 2,000,000 2,109,420 2,000,000 1,974,940 5 7/8% Senior Notes due 2022 2,000,000 2,129,580 2,000,000 1,833,140 5% Senior Notes due 2023 1,500,000 1,543,770 1,500,000 1,247,445 5 7/8% Senior Notes due 2024 2,000,000 2,049,080 2,000,000 1,611,960 2 3/8% Convertible Notes due 2024 1,000,000 918,720 1,000,000 801,200 7 3/4% Senior Notes due 2026 2,000,000 2,128,900 2,000,000 1,653,720 3 3/8% Convertible Notes due 2026 3,000,000 2,907,870 3,000,000 2,436,690 Other notes payable 70,946 70,946 39,715 39,715 Subtotal 14,670,946 $ 14,968,494 15,957,087 $ 14,032,065 Unamortized debt discount on the Convertible Notes (735,811) (833,906) Unamortized deferred financing costs and other debt discounts, net (28,739) (37,388) Finance lease obligations (3) 233,199 66,984 Total long-term debt and finance lease obligations (including current portion) $ 14,139,595 $ 15,152,777 (1) On September 3, 2019, we redeemed the principal balance of our 7 7/8% Senior Notes due 2019. (2) Our 5 1/8% Senior Notes due 2020 mature on May 1, 2020 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Consolidated Balance Sheets as of December 31, 2019. (3) Disclosure regarding fair value of finance leases is not required. |
Schedule of interest on long-term debt | Annual Semi-Annual Debt Service Payment Dates Requirements (In thousands) 5 1/8% Senior Notes due 2020 (1) May 1 and November 1 $ 56,375 6 3/4% Senior Notes due 2021 June 1 and December 1 $ 135,000 5 7/8% Senior Notes due 2022 January 15 and July 15 $ 117,500 5% Senior Notes due 2023 March 15 and September 15 $ 75,000 5 7/8 % Senior Notes due 2024 May 15 and November 15 $ 117,500 2 3/8% Convertible Notes due 2024 March 15 and September 15 $ 23,750 7 3/4 % Senior Notes due 2026 January 1 and July 1 $ 155,000 3 3/8 % Convertible Notes due 2026 February 15 and August 15 $ 101,250 (1) Our 5 1/8% Senior Notes due 2020 mature on May 1, 2020 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Consolidated Balance Sheets as of December 31, 2019. |
Schedule of other long term debt and capital lease obligations | As of December 31, 2019 2018 (In thousands) Satellites and other finance lease obligations $ 233,199 $ 66,984 Notes payable related to satellite vendor financing and other debt payable in installments through 2032 with interest rates ranging from approximately 4.0% to 8.8% 70,946 39,715 Total 304,145 106,699 Less: current portion (71,366) (24,621) Other long-term debt and finance lease obligations, net of current portion $ 232,779 $ 82,078 |
Income Taxes and Accounting f_2
Income Taxes and Accounting for Uncertainty in Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes and Accounting for Uncertainty in Income Taxes | |
Schedule of components of the (provision for) benefit from income taxes | For the Years Ended December 31, 2019 2018 2017 (In thousands) Current (benefit) provision: Federal $ 173,326 $ 44,451 $ (71,141) State 43,579 29,918 38,058 Foreign 6,203 4,616 3,736 Total current (benefit) provision 223,108 78,985 (29,347) Deferred (benefit) provision: Federal 204,403 383,096 (547,575) State 21,732 64,000 69,076 Increase (decrease) in valuation allowance 2,115 7,603 (7,474) Total deferred (benefit) provision 228,250 454,699 (485,973) Total (benefit) provision $ 451,358 $ 533,684 $ (515,320) |
Schedule of reconciliation of amounts computed by applying the statutory Federal tax rate to income before taxes | For the Years Ended December 31, 2019 2018 2017 % of pre-tax income/(loss) Statutory rate 21.0 21.0 35.0 State income taxes, net of federal benefit 3.2 4.6 3.0 Tax Reform Act (1) — — (72.6) Nondeductible/Nontaxable items (2) — — 5.9 Other, net (1.0) (1.2) (2.5) Total (benefit) provision for income taxes 23.2 24.4 (31.2) (1) On December 22, 2017, the Tax Reform Act was enacted, which, among other things, lowered the federal statutory corporate tax rate effective for us in future periods from 35% to 21% . Consequently, we remeasured our deferred tax assets and liabilities as of December 31, 2017 which positively impacted our “Income tax (provision) benefit, net” by approximately $1.2 billion. (2) During the year ended December 31, 2017, we recorded $255 million of “Litigation expense” related to the FTC Action on our Consolidated Statements of Operations and Comprehensive Income (Loss). Any eventual payments made with respect to the FTC Action may not be deductible for tax purposes, which had a negative impact on our effective tax rate for the year ended December 31, 2017. The tax deductibility of any eventual payments made with respect to the FTC Action may change, based upon, among other things, further developments in the FTC Action, including final adjudication of the FTC Action. See Note 15 for further information. |
Schedule of deferred tax assets and liabilities | As of December 31, 2019 2018 (In thousands) Deferred tax assets: NOL, interest, credit and other carryforwards $ 368,545 $ 114,227 Accrued and prepaid expenses 8,488 — Stock-based compensation 19,821 21,323 Unrealized (gains) losses on available for sale and other investments 4,137 4,918 Deferred revenue 17,238 18,361 Total deferred tax assets 418,229 158,829 Valuation allowance (28,359) (26,244) Deferred tax asset after valuation allowance 389,870 132,585 Deferred tax liabilities: Depreciation (583,374) (443,128) Accrued and prepaid expenses — (8,662) FCC authorizations and other intangible amortization (2,040,885) (1,635,385) Bases difference in partnerships and cost method investments (1) (573,548) (447,585) Discount on convertible notes and convertible note hedge transaction, net (62,718) (72,732) Total deferred tax liabilities (3,260,525) (2,607,492) Net deferred tax asset (liability) $ (2,870,655) $ (2,474,907) (1) Included in this line item are deferred taxes related to, among other things, our non-controlling investments in Northstar Spectrum and SNR HoldCo, including deferred taxes created by the tax amortization of the Northstar Licenses and SNR Licenses. |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | For the Years Ended December 31, Unrecognized tax benefit 2019 2018 2017 (In thousands) Balance as of beginning of period $ 385,394 $ 393,916 $ 358,023 Additions based on tax positions related to the current year 244,257 10,350 12,798 Additions based on tax positions related to prior years 61,909 1,670 30,596 Reductions based on tax positions related to prior years (13,028) (6,291) (2,754) Reductions based on tax positions related to settlements with taxing authorities (2,362) (8,328) (1,634) Reductions based on tax positions related to the lapse of the statute of limitations (1,963) (5,923) (3,113) Balance as of end of period $ 674,207 $ 385,394 $ 393,916 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Employee Benefit Plans | |
Schedule of expense recognized related to the 401(k) Plan | For the Years Ended December 31, Expense Recognized Related to the 401(k) Plan 2019 2018 2017 (In thousands) Matching contributions, net of forfeitures $ 11,181 $ 10,300 $ 7,070 Discretionary stock contributions, net of forfeitures $ 28,774 $ 27,048 $ 27,969 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based compensation | |
Schedule of exercise prices for stock options outstanding and exercisable | Options Outstanding Options Exercisable Number Weighted- Weighted- Number Weighted- Weighted- $ 10.01 - $ 20.00 616,160 0.50 $ 15.39 16,160 0.50 $ 15.62 $ 20.01 - $ 30.00 844,483 3.47 $ 26.70 125,773 3.26 $ 24.00 $ 30.01 - $ 40.00 7,193,563 7.96 $ 35.64 1,138,849 7.51 $ 35.52 $ 40.01 - $ 50.00 1,567,428 7.58 $ 47.50 418,000 7.09 $ 47.21 $ 50.01 - $ 60.00 2,262,378 6.46 $ 57.52 440,952 5.66 $ 56.93 $ 60.01 - $ 70.00 1,216,600 6.36 $ 64.19 353,100 5.62 $ 65.20 $ 70.01 - $ 80.00 15,000 — $ 72.89 15,000 — $ 72.89 $ — - $ 80.00 13,715,612 6.91 $ 41.71 2,507,834 6.54 $ 44.93 |
Schedule of stock option activity | For the Years Ended December 31, 2019 2018 2017 Options Weighted- Options Weighted- Options Weighted- Total options outstanding, beginning of period 14,202,039 $ 42.08 8,847,734 $ 43.90 7,923,009 $ 36.21 Granted 1,538,250 $ 33.44 7,494,012 $ 38.41 3,468,626 $ 59.66 Exercised (714,061) $ 27.46 (267,905) $ 16.43 (514,401) $ 28.70 Forfeited and cancelled (1,310,616) $ 43.72 (1,871,802) $ 39.67 (2,029,500) $ 44.64 Total options outstanding, end of period 13,715,612 $ 41.71 14,202,039 $ 42.08 8,847,734 $ 43.90 Performance based options outstanding, end of period (1) 7,965,501 $ 40.10 8,969,886 $ 40.34 5,490,626 $ 42.81 Exercisable at end of period 2,507,834 $ 44.93 1,781,153 $ 41.41 1,772,608 $ 35.13 (1) These stock options are included in the caption “Total options outstanding, end of period.” See discussion of the 2013 LTIP, 2017 LTIP, 2019 LTIP and Other Employee Performance Awards below. |
Schedule of realized tax benefits from stock awards exercised | For the Years Ended December 31, 2019 2018 2017 (In thousands) Tax benefit from stock awards exercised $ 1,239 $ 1,664 $ 9,347 |
Schedule of aggregate intrinsic value of stock options outstanding and exercisable | As of December 31, 2019 Options Options (In thousands) Aggregate intrinsic value $ 22,277 $ 2,180 |
Schedule of restricted stock unit activity | For the Years Ended December 31, 2019 2018 2017 Restricted Weighted- Restricted Weighted- Restricted Weighted- Total restricted stock units/awards outstanding, beginning of period 1,760,225 $ 52.15 2,484,720 $ 51.16 1,336,000 $ 32.11 Granted — $ — — $ — 1,871,375 $ 63.87 Vested (11,175) $ 63.49 (11,935) $ 63.49 (14,845) $ 62.58 Forfeited and cancelled (244,680) $ 59.82 (712,560) $ 48.51 (707,810) $ 48.59 Total restricted stock units/awards outstanding, end of period 1,504,370 $ 50.81 1,760,225 $ 52.15 2,484,720 $ 51.16 Restricted Performance Units/Awards outstanding, end of period (1) 1,483,800 $ 50.64 1,726,250 $ 51.92 2,435,500 $ 50.91 (1) These stock units/awards are included in the caption “Total restricted stock units/awards outstanding, end of period.” See discussion of the 2013 LTIP and Other Employee Performance Awards below. |
Schedule of non-cash, stock-based compensation expense recognized | For the Years Ended December 31, Non-Cash, Stock-Based Compensation Expense Recognized (1) 2019 2018 2017 (In thousands) 2019 LTIP $ 15,300 $ 3,534 $ — 2017 LTIP (13,974) 3,334 10,640 2013 LTIP (1,313) (2,471) (321) Other employee performance awards (569) 17,945 7,549 Total non-cash, stock-based compensation expense recognized for performance based awards $ (556) $ 22,342 $ 17,868 (1) “Non-Cash, Stock-Based Compensation Expense Recognized” includes forfeitures. |
Schedule of awards outstanding pursuant to performance-based stock incentive plans | As of December 31, 2019 Performance Based Stock Options Number of Weighted- 2019 LTIP 3,651,930 $ 35.13 2017 LTIP 2,243,571 $ 57.26 2013 LTIP 930,000 $ 41.28 Other employee performance awards 1,140,000 $ 21.31 Total 7,965,501 $ 40.10 Restricted Performance Units/Awards 2013 LTIP 465,000 Other employee performance awards 1,018,800 Total 1,483,800 |
Schedule of allocated non-cash, stock-based compensation expense for all employees | For the Years Ended December 31, 2019 2018 2017 (In thousands) Subscriber-related $ 508 $ 1,150 $ 1,562 Satellite and transmission 375 262 1,761 General and administrative 13,379 34,849 26,618 Total non-cash, stock-based compensation $ 14,262 $ 36,261 $ 29,941 |
Schedule of assumptions of Black-Scholes option valuation model | For the Years Ended December 31, Stock Options 2019 2018 2017 Risk-free interest rate 1.51 % - 2.53 % 2.09 % - 2.98 % 1.34 % - 2.29 % Volatility factor 28.86 % - 32.08 % 23.33 % - 30.22 % 22.25 % - 26.15 % Expected term of options in years 4.3 - 5.5 2.8 - 5.5 3.8 - 5.5 Fair value of options granted $ 7.58 - $ 12.45 $ 7.10 - $ 12.53 $ 11.95 - $ 16.69 |
LTIP 2019, LTIP 2017, LTIP 2013 and Other | |
Share-based compensation | |
Schedule of unrecognized non-cash, stock-based compensation expense | Estimated Remaining Non-Cash, Stock-Based Compensation Expense 2019 LTIP 2017 LTIP 2013 LTIP Other (In thousands) Expense estimated to be recognized during 2020 $ 11,023 $ — $ — $ — Estimated contingent expense subsequent to 2020 13,236 31,643 31,532 61,322 Total estimated remaining expense over the term of the plan $ 24,259 $ 31,643 $ 31,532 $ 61,322 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies | |
Schedule of future maturities of long-term debt, finance lease and contractual obligations | Payments due by period Total 2020 2021 2022 2023 2024 Thereafter (In thousands) Long-term debt obligations $ 14,670,946 $ 1,109,873 $ 2,008,318 $ 2,008,753 $ 1,508,891 $ 3,007,233 $ 5,027,878 Interest expense on long-term debt 3,309,472 759,167 662,545 594,867 438,519 387,489 466,885 Finance lease obligations (1) 233,199 61,493 67,911 38,993 35,478 29,324 — Interest expense on finance lease obligations (1) 50,201 19,341 14,699 9,314 5,464 1,383 — Satellite-related and other obligations (2) 187,426 59,578 55,928 31,856 22,918 17,146 — Operating lease obligations (1) 151,473 62,331 47,496 23,746 9,392 5,682 2,826 Purchase obligations 1,284,396 1,243,081 29,284 12,031 — — — Total $ 19,887,113 $ 3,314,864 $ 2,886,181 $ 2,719,560 $ 2,020,662 $ 3,448,257 $ 5,497,589 (1) See Note 9 for further information on leases and the adoption of ASC 842. (2) Represents obligations for satellite related executory costs, telemetry, tracking and control (“TT&C”) services and short-term leases. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting | |
Schedule of assets, revenue, and operating income by segment | As of December 31, 2019 2018 (In thousands) Total assets: Pay-TV $ 31,531,612 $ 28,981,608 Wireless 25,686,381 24,433,458 Eliminations (23,987,058) (22,828,054) Total assets $ 33,230,935 $ 30,587,012 All Other & Consolidated Pay-TV Wireless (1) Eliminations Total (In thousands) Year Ended December 31, 2019 Total revenue $ 12,810,248 $ 1,673 $ (4,237) $ 12,807,684 Depreciation and amortization 621,810 8,767 — 630,577 Operating income (loss) 1,961,700 (82,824) — 1,878,876 Interest income 1,588,023 — (1,510,809) 77,214 Interest expense, net of amounts capitalized (988,295) (546,201) 1,510,809 (23,687) Other, net 10,940 584 — 11,524 Income tax (provision) benefit, net (615,664) 164,306 — (451,358) Net income (loss) 1,956,705 (464,136) — 1,492,569 Year Ended December 31, 2018 Total revenue $ 13,621,198 $ 580 $ (476) $ 13,621,302 Depreciation and amortization 698,336 13,688 — 712,024 Operating income (loss) 2,187,675 (40,054) — 2,147,621 Interest income 1,495,371 — (1,450,612) 44,759 Interest expense, net of amounts capitalized (1,013,062) (452,556) 1,450,612 (15,006) Other, net 8,957 2,844 — 11,801 Income tax (provision) benefit, net (650,858) 117,174 — (533,684) Net income (loss) 2,028,083 (372,592) — 1,655,491 Year Ended December 31, 2017 Total revenue $ 14,391,375 $ — $ — $ 14,391,375 Depreciation and amortization 788,237 29,327 — 817,564 Operating income (loss) 1,759,130 (191,365) — 1,567,765 Interest income 1,306,298 — (1,265,292) 41,006 Interest expense, net of amounts capitalized (1,068,231) (260,233) 1,265,292 (63,172) Other, net 104,482 6 — 104,488 Income tax (provision) benefit, net (473,370) 988,690 — 515,320 Net income (loss) 1,628,309 537,098 — 2,165,407 (1) Operating income (loss) for the wireless segment was positively impacted for the year ended December 31, 2018 by a decrease in depreciation expense associated with the T1 satellite, which was impaired during 2017. |
Schedule of revenue by geographical region | For the Years Ended December 31, Revenue: 2019 2018 2017 (In thousands) United States $ 12,759,909 $ 13,578,254 $ 14,351,558 Canada and Mexico 47,775 43,048 39,817 Total revenue $ 12,807,684 $ 13,621,302 $ 14,391,375 |
Revenue from external customers disaggregated by major revenue source | For the Years Ended December 31, Category: 2019 2018 2017 (In thousands) Pay-TV video and related revenue $ 12,436,637 $ 13,197,994 $ 13,877,196 Broadband revenue 179,805 258,094 383,216 Equipment sales and other revenue 191,242 165,214 130,963 Total $ 12,807,684 $ 13,621,302 $ 14,391,375 |
Contract Balances (Tables)
Contract Balances (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Contract Balances | |
Summary of activity in the allowance for doubtful accounts | Allowance for doubtful accounts Balance at Charged to Deductions Balance at (In thousands) For the years ended: December 31, 2019 $ 16,966 $ 69,866 $ (67,552) $ 19,280 December 31, 2018 $ 15,511 $ 98,575 $ (97,120) $ 16,966 December 31, 2017 $ 18,399 $ 124,126 $ (127,014) $ 15,511 |
Schedule of changes in deferred revenue related to contracts with subscribers | Contract Liabilities (In thousands) Balance as of December 31, 2018 $ 635,018 Recognition of unearned revenue (7,197,364) Deferral of revenue 7,175,618 Balance as of December 31, 2019 $ 613,272 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Data (Unaudited) | |
Schedule of quarterly results of operations | For the Three Months Ended March 31 June 30 September 30 December 31 (In thousands, except per share data) Year ended December 31, 2019: Total revenue $ 3,187,144 $ 3,211,312 $ 3,168,363 $ 3,240,865 Operating income (loss) 456,300 430,732 468,892 522,952 Net income (loss) 361,299 340,566 377,157 413,547 Net income (loss) attributable to DISH Network 339,761 317,043 353,304 389,404 Basic net income (loss) per share attributable to DISH Network $ 0.73 $ 0.68 $ 0.74 $ 0.77 Diluted net income (loss) per share attributable to DISH Network $ 0.65 $ 0.60 $ 0.66 $ 0.69 Year ended December 31, 2018: Total revenue $ 3,458,487 $ 3,460,845 $ 3,395,141 $ 3,306,829 Operating income (loss) 529,506 572,660 562,703 482,752 Net income (loss) 385,321 460,286 452,598 357,286 Net income (loss) attributable to DISH Network 367,560 438,717 431,734 337,080 Basic net income (loss) per share attributable to DISH Network $ 0.79 $ 0.94 $ 0.92 $ 0.72 Diluted net income (loss) per share attributable to DISH Network $ 0.70 $ 0.83 $ 0.82 $ 0.64 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
NagraStar | |
Schedule of transactions with related party | For the Years Ended December 31, 2019 2018 2017 (In thousands) Purchases (including fees): Purchases from NagraStar $ 56,284 $ 72,162 $ 71,167 As of December 31, 2019 2018 (In thousands) Amounts Payable and Commitments: Amounts payable to NagraStar $ 9,630 $ 9,871 Commitments to NagraStar $ 4,893 $ 3,888 |
Dish Mexico | |
Schedule of transactions with related party | For the Years Ended December 31, 2019 2018 2017 (In thousands) Sales: Digital receivers and related components $ — $ 1,227 $ 1,891 Satellite capacity 6,736 — — Uplink services 5,620 5,426 3,994 Total $ 12,356 $ 6,653 $ 5,885 As of December 31, 2019 2018 (In thousands) Amounts Receivable: Amounts receivable from Dish Mexico $ 7,057 $ 1,370 |
Organization and Business Act_3
Organization and Business Activities (Details) $ / shares in Units, item in Thousands, $ in Thousands | Sep. 10, 2019shares | Dec. 31, 2019USD ($)itemsegment$ / shares | Dec. 31, 2019USD ($)item$ / shares | May 19, 2019$ / shares | Dec. 31, 2018USD ($)$ / shares |
Spectrum Investments | |||||
Number of primary operating business units | segment | 2 | ||||
Number of Pay-TV subscribers | item | 11,986 | 11,986 | |||
Common stock par value (in dollars per share) | $ / shares | $ 86.08 | $ 86.08 | |||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.23523769 | ||||
Payment to acquire certain wireless licenses and related assets | $ 21,000,000 | ||||
FCC authorizations | $ 25,779,503 | 25,779,503 | $ 24,736,961 | ||
Total debt and equity investments in subsidiaries | 10,000,000 | 10,000,000 | |||
Network Development Future Expenditures | 10,000,000 | ||||
Capitalized interest on FCC authorizations [Member] | |||||
Spectrum Investments | |||||
FCC authorizations | $ 4,638,519 | $ 4,638,519 | $ 3,667,247 | ||
Class A common stock | |||||
Spectrum Investments | |||||
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Number of additional shares | shares | 22,937,188 | ||||
Class B common stock | |||||
Spectrum Investments | |||||
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Maximum | |||||
Spectrum Investments | |||||
Wireless Projects Future Expenditures | $ 500,000 | ||||
Minimum | |||||
Spectrum Investments | |||||
Wireless Projects Future Expenditures | $ 250,000 | ||||
Sling TV Holding L.L.C. | |||||
Spectrum Investments | |||||
Number of Pay-TV subscribers | item | 2,592 | 2,592 | |||
EchoStar | Master Transaction Agreement | Class A common stock | |||||
Spectrum Investments | |||||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | ||||
EchoStar | Master Transaction Agreement | Class B common stock | |||||
Spectrum Investments | |||||
Common stock par value (in dollars per share) | $ / shares | 0.001 | ||||
Newco | Master Transaction Agreement | |||||
Spectrum Investments | |||||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | ||||
Dish TV | |||||
Spectrum Investments | |||||
Number of Pay-TV subscribers | item | 9,394 | 9,394 | |||
Wireless | |||||
Spectrum Investments | |||||
Payment to acquire certain wireless licenses and related assets | $ 11,000,000 | ||||
Northstar Spectrum And SNR Holdco | |||||
Spectrum Investments | |||||
Total debt and equity investments in subsidiaries | $ 10,000,000 | $ 10,000,000 |
Organization and Business Act_4
Organization and Business Activities - Reduction of operating leases (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2019 | Sep. 10, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | |||||
Other current assets | $ 243,497 | $ 289,800 | |||
Property and equipment, net | 2,706,182 | 1,928,180 | |||
FCC authorizations | 25,779,503 | 24,736,961 | |||
Operating lease assets | 144,330 | $ 495,000 | |||
Other noncurrent assets, net | 364,679 | 446,077 | |||
Total assets | 33,230,935 | 30,587,012 | |||
Current Liabilities: | |||||
Accrued interest | 236,087 | 268,479 | |||
Other accrued expenses | 817,978 | 802,388 | |||
Current portion of long-term debt and finance lease obligations | 1,171,366 | 1,341,993 | |||
Total current liabilities | 4,496,091 | 4,776,132 | |||
Long-Term Obligations, Net of Current Portion: | |||||
Deferred tax liabilities | 2,870,655 | 2,474,907 | |||
Operating lease liabilities | 84,795 | ||||
Total long-term obligations, net of current portion | 16,618,697 | 16,756,623 | |||
Total liabilities | 21,114,788 | 21,532,755 | |||
Stockholders' Equity (Deficit): | |||||
Additional paid-in capital | 4,947,007 | 3,379,093 | |||
Total stockholders' equity (deficit) | 11,564,072 | 8,594,189 | $ 6,937,906 | $ 4,611,323 | |
Total liabilities and stockholders' equity (deficit) | $ 33,230,935 | $ 30,587,012 | |||
Common stock par value (in dollars per share) | $ 86.08 | ||||
Scenario, Adjustment | Master Transaction Agreement | |||||
Assets | |||||
Other current assets | $ 3,430 | ||||
Property and equipment, net | 825,302 | ||||
FCC authorizations | 65,615 | ||||
Operating lease assets | (494,839) | ||||
Other noncurrent assets, net | 13,158 | ||||
Total assets | 412,666 | ||||
Current Liabilities: | |||||
Accrued interest | 1,239 | ||||
Other accrued expenses | (157,216) | ||||
Current portion of long-term debt and finance lease obligations | 50,056 | ||||
Total current liabilities | (105,921) | ||||
Long-Term Obligations, Net of Current Portion: | |||||
Long-term debt and finance lease obligations, net of current portion | 194,183 | ||||
Deferred tax liabilities | 166,161 | ||||
Operating lease liabilities | (338,902) | ||||
Total long-term obligations, net of current portion | 21,442 | ||||
Total liabilities | (84,479) | ||||
Stockholders' Equity (Deficit): | |||||
Class A common stock, $.01 par value | 229 | ||||
Additional paid-in capital | 496,916 | ||||
Total stockholders' equity (deficit) | 497,145 | ||||
Total liabilities and stockholders' equity (deficit) | $ 412,666 | ||||
Common stock par value (in dollars per share) | $ 0.01 |
Organization and Business Act_5
Organization and Business Activities - Asset Purchase Agreement (Details) $ in Millions | Jul. 26, 2019USD ($)itememployee |
Asset Purchase Agreement | |
Number of spectrum bands | item | 4 |
600 MHz Licenses | Not later than June 14, 2023 | Minimum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 70.00% |
600 MHz Licenses | Not later than June 14, 2025 | Maximum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 75.00% |
AWS-4 Licenses | Not later than June 14, 2022 | Minimum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 20.00% |
AWS-4 Licenses | Not later than June 14, 2023 | Maximum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 70.00% |
Lower 700 MHz E Block licenses | Not later than June 14, 2022 | Minimum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 20.00% |
Lower 700 MHz E Block licenses | Not later than June 14, 2023 | Maximum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 70.00% |
AWS H Block licenses | Not later than June 14, 2022 | Minimum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 20.00% |
AWS H Block licenses | Not later than June 14, 2023 | Maximum | |
Asset Purchase Agreement | |
Percent Of Coverage On Available Licensed Geographic Areas | 70.00% |
Asset Purchase Agreement | |
Asset Purchase Agreement | |
Purchase price | $ 1,400 |
Period after provisioning new or existing customers of prepaid business | 15 days |
Period after final judgment | 5 days |
Number of employees expected to transfer | employee | 480 |
Right to terminate agreement, period | 12 months |
Right to terminate agreement after closing of merger period | 90 days |
Sellers right to terminate agreement, period | 90 days |
Spectrum Purchase Agreement | |
Asset Purchase Agreement | |
Purchase price | $ 3,590 |
Option Agreement | |
Asset Purchase Agreement | |
Period after closing of prepaid business sale, transfer asset request is admissible | 1 year |
Period within closing of prepaid business sale, required to offer nationwide postpaid retail mobile wireless service | 1 year |
Period within entry of final judgment | 90 days |
Percentage of purchase price | 10.00% |
Percentage of population served | 20.00% |
Period in which at least 20% of population served to avoid payment of damages | 3 years |
Status of negotiation period | 90 days |
Threshold period for involvement of DOJ | 180 days |
Period obliged to provide DOJ with description of deployment efforts | 180 days |
Term of final judgement from the date of its entry with the District Court. | 7 years |
Term of final judgement if DOJ gives notice | 5 years |
Damages To Be Paid In Case Of Breach Of Agreement | $ 360 |
Public Commitment Period | 60 days |
Spectrum Lease Period | 6 years |
Number of spectrum bands | item | 4 |
Option Agreement | AWS-4 Licenses | |
Asset Purchase Agreement | |
Damages To Be Paid In Case Of Breach Of Agreement | $ 2,200 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Feb. 28, 2017 | Feb. 20, 2014 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accounting policy disclosures | ||||||
Capitalized Contract Cost | $ 207,000 | $ 183,000 | ||||
Amortization expense related to the programs | 76,000 | 28,000 | ||||
Total costs capitalized | $ 300,000 | 169,000 | ||||
Impairment of Long-Lived Assets | ||||||
Impairment of long-lived assets | $ 145,918 | |||||
Long-Term Deferred Revenue, Distribution and Carriage Payments | ||||||
Deferred upfront payment, amortization period | 10 years | |||||
Research and Development | ||||||
Research and development cost | $ 21,000 | 24,000 | 33,000 | |||
Leases | ||||||
Option to extend - Operating | true | |||||
Option to extend - Finance | true | |||||
Option to terminate period - Operating | 1 year | |||||
Option to terminate period - Finance | 1 year | |||||
Option to terminate - Operating | true | |||||
Option to terminate - Finance | true | |||||
Minimum | ||||||
Marketable Investment Securities | ||||||
Length of time an investment has been in a continuous loss position in which the decline in value would be evaluated on a case by case basis to determine if the decline in value is other-than-temporary | 6 months | |||||
Length of time an investment has been in a continuous loss position in which the decline in value is considered other-than-temporary | 9 months | |||||
Property and Equipment | ||||||
Estimated useful life | 2 years | |||||
Business Combinations | ||||||
Acquired intangible assets, average finite useful life | 5 years | |||||
Leases | ||||||
Option to extend period - Operating | 1 year | |||||
Option to extend period - Finance | 1 year | |||||
Maximum | ||||||
Marketable Investment Securities | ||||||
Length of time an investment has been in a continuous loss position in which the decline in value is considered as temporary | 6 months | |||||
Length of time an investment has been in a continuous loss position in which the decline in value would be evaluated on a case by case basis to determine if the decline in value is other-than-temporary | 9 months | |||||
Property and Equipment | ||||||
Estimated useful life | 40 years | |||||
Business Combinations | ||||||
Acquired intangible assets, average finite useful life | 20 years | |||||
Leases | ||||||
Option to extend period - Operating | 8 years | |||||
Option to extend period - Finance | 8 years | |||||
Northstar Manager LLC | Minimum | ||||||
Variable Interest Entity | ||||||
Number of years after wireless spectrum license is granted until put right vests | 5 years | |||||
Northstar Manager LLC | Maximum | ||||||
Variable Interest Entity | ||||||
Number of years after wireless spectrum license is granted until put right vests | 6 years | |||||
SNR Wireless Management LLC | Minimum | ||||||
Variable Interest Entity | ||||||
Number of years after wireless spectrum license is granted until put right vests | 5 years | |||||
SNR Wireless Management LLC | Maximum | ||||||
Variable Interest Entity | ||||||
Number of years after wireless spectrum license is granted until put right vests | 6 years | |||||
Satellite and Tracking Stock Transaction | DISH Investors | EchoStar | ||||||
Accounting policy disclosures | ||||||
Nonvoting Interest Prior To Share Exchange | 10.00% | |||||
Preferred tracking stock issued by related party | 6,290,499 | |||||
Satellite and Tracking Stock Transaction | DISH Investors | HSSC | ||||||
Accounting policy disclosures | ||||||
Preferred tracking stock issued by related party | 81.128 | |||||
T1 | ||||||
Property and Equipment | ||||||
Estimated useful life | 14 years 3 months | |||||
Impairment of Long-Lived Assets | ||||||
Impairment of long-lived assets | $ 146,000 | $ 146,000 | ||||
ASU 2014-09 | ||||||
Accounting policy disclosures | ||||||
Retained earnings cumulative effect of change | 2,000 | |||||
Cumulative effect of the change, net | $ 1,000 | 2,319 | ||||
ASU 2014-09 | Accumulated Earnings (Deficit) | ||||||
Accounting policy disclosures | ||||||
Cumulative effect of the change, net | $ 2,319 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Impact of Adoption of ASU2016-02 (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 10, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Operating lease assets | $ 144,330 | $ 495,000 | |||
Total assets | 33,230,935 | $ 30,587,012 | |||
Other accrued expenses | 817,978 | 802,388 | |||
Operating lease liabilities | 84,795 | ||||
Long-term deferred revenue and other long-term liabilities | 695,018 | 470,932 | |||
Total liabilities | 21,114,788 | 21,532,755 | |||
Total stockholders' equity (deficit) | 11,564,072 | 8,594,189 | $ 6,937,906 | $ 4,611,323 | |
Total liabilities and stockholders' equity (deficit) | 33,230,935 | $ 30,587,012 | |||
Accounting Standards Update 2016-02 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Operating lease assets | 144,330 | ||||
Total assets | 33,230,935 | ||||
Other accrued expenses | 817,978 | ||||
Operating lease liabilities | 84,795 | ||||
Long-term deferred revenue and other long-term liabilities | 695,018 | ||||
Total liabilities | 21,114,788 | ||||
Total stockholders' equity (deficit) | 11,564,072 | ||||
Total liabilities and stockholders' equity (deficit) | 33,230,935 | ||||
Accounting Standards Update 2016-02 | As would have been reported under previous standards | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Total assets | 33,086,605 | ||||
Other accrued expenses | 760,068 | ||||
Long-term deferred revenue and other long-term liabilities | 693,393 | ||||
Total liabilities | 20,970,458 | ||||
Total stockholders' equity (deficit) | 11,564,072 | ||||
Total liabilities and stockholders' equity (deficit) | 33,086,605 | ||||
Accounting Standards Update 2016-02 | Impact of adopting ASU 2016-02 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Operating lease assets | 144,330 | ||||
Total assets | 144,330 | ||||
Other accrued expenses | 57,910 | ||||
Operating lease liabilities | 84,795 | ||||
Long-term deferred revenue and other long-term liabilities | 1,625 | ||||
Total liabilities | 144,330 | ||||
Total liabilities and stockholders' equity (deficit) | $ 144,330 |
Basic and Diluted Net Income _3
Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 17, 2017 | Aug. 08, 2016 | |
Net income (loss) | $ 413,547 | $ 377,157 | $ 340,566 | $ 361,299 | $ 357,286 | $ 452,598 | $ 460,286 | $ 385,321 | $ 1,492,569 | $ 1,655,491 | $ 2,165,407 | ||
Less: Net income (loss) attributable to noncontrolling interests, net of tax | 93,057 | 80,400 | 66,718 | ||||||||||
Net income (loss) attributable to DISH Network | $ 389,404 | $ 353,304 | $ 317,043 | $ 339,761 | $ 337,080 | $ 431,734 | $ 438,717 | $ 367,560 | 1,399,512 | 1,575,091 | 2,098,689 | ||
Interest on dilutive Convertible Notes, net of tax | 30,028 | ||||||||||||
Net income (loss) attributable to DISH Network - Diluted | $ 1,399,512 | $ 1,575,091 | $ 2,128,717 | ||||||||||
Weighted-average common shares outstanding - Class A and B common stock: | |||||||||||||
Basic (in shares) | 479,657 | 467,350 | 466,021 | ||||||||||
Dilutive impact of Convertible Notes (in shares) | 58,192 | 58,192 | 55,692 | ||||||||||
Dilutive impact of stock awards outstanding (in shares) | 115 | 290 | 883 | ||||||||||
Diluted (in shares) | 537,964 | 525,832 | 522,596 | ||||||||||
Earnings per share - Class A and B common stock: | |||||||||||||
Basic net income (loss) per share attributable to DISH Network (in dollars per share) | $ 0.77 | $ 0.74 | $ 0.68 | $ 0.73 | $ 0.72 | $ 0.92 | $ 0.94 | $ 0.79 | $ 2.92 | $ 3.37 | $ 4.50 | ||
Diluted net income (loss) per share attributable to DISH Network (in dollars per share) | $ 0.69 | $ 0.66 | $ 0.60 | $ 0.65 | $ 0.64 | $ 0.82 | $ 0.83 | $ 0.70 | $ 2.60 | $ 3 | $ 4.07 | ||
Interest rate (as a percent) | 7.75% | 7.75% | |||||||||||
3 3/8% Convertible Notes due 2026 | |||||||||||||
Earnings per share - Class A and B common stock: | |||||||||||||
Interest rate (as a percent) | 3.375% | ||||||||||||
2 3/8% Convertible Notes due 2024 | |||||||||||||
Earnings per share - Class A and B common stock: | |||||||||||||
Interest rate (as a percent) | 2.375% | 2.375% | 2.375% | 2.375% |
Basic and Diluted Net Income _4
Basic and Diluted Net Income (Loss) Per Share - Performance based stock (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive securities excluded from computation of earnings per share | |||
Anti-dilutive securities excluded from computation of earnings per share | 60,970 | 61,102 | 55,650 |
Strike price of the warrants | $ 86.08 | ||
Anti-dilutive stock awards | |||
Antidilutive securities excluded from computation of earnings per share | |||
Anti-dilutive securities excluded from computation of earnings per share | 5,471 | 4,377 | 1,694 |
Performance based options | |||
Antidilutive securities excluded from computation of earnings per share | |||
Anti-dilutive securities excluded from computation of earnings per share | 7,966 | 8,970 | 5,491 |
Restricted Performance Units/Awards | |||
Antidilutive securities excluded from computation of earnings per share | |||
Anti-dilutive securities excluded from computation of earnings per share | 1,504 | 1,726 | 2,436 |
Common stock warrants | |||
Antidilutive securities excluded from computation of earnings per share | |||
Anti-dilutive securities excluded from computation of earnings per share | 46,029 | 46,029 | 46,029 |
Supplemental Data - Statement_3
Supplemental Data - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 17, 2017 | |
Supplemental Data - Statements of Cash Flows | ||||
Cash paid for interest (including capitalized interest) | $ 900,125 | $ 921,238 | $ 996,183 | |
Cash received for interest | 40,795 | 15,037 | 6,925 | |
Cash paid for income taxes | 30,552 | 31,308 | 40,362 | |
Capitalized interest | 980,299 | 1,012,177 | 1,015,901 | |
Master Transaction Agreement, net of deferred tax of $166,161 | 497,145 | |||
Employee benefits paid in Class A common stock | $ 27,004 | $ 27,322 | 23,164 | |
Interest rate (as a percent) | 7.75% | |||
Deferred other tax expense (benefit) | $ 166,161 | |||
2 3/8% Convertible Notes due 2024 | ||||
Supplemental Data - Statements of Cash Flows | ||||
Initial equity component of the 2 3/8% Convertible Notes due 2024, net of deferred taxes of $92,512 | $ 159,869 | |||
Interest rate (as a percent) | 2.375% | 2.375% | 2.375% | |
Deferred taxes | $ 92,512 |
Other Comprehensive Income (L_3
Other Comprehensive Income (Loss) - Other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other comprehensive income (loss), before tax amount | |||
Other comprehensive income (loss), before tax amount | $ 1,051 | $ (1,880) | $ (431) |
Other comprehensive income (loss), tax (expense) benefit | |||
Other comprehensive income (loss), tax (expense) benefit | (195) | 124 | 532 |
Other comprehensive income (loss): | |||
Total other comprehensive income (loss), net of tax | 856 | (1,756) | 101 |
Foreign Currency Translation Adjustment | |||
Other comprehensive income (loss), before tax amount | |||
Other comprehensive income (loss), before reclassifications, before tax | 223 | (1,343) | 1,027 |
Other comprehensive income (loss): | |||
Other comprehensive income (loss), before reclassifications, net of tax | 223 | (1,343) | 1,027 |
Unrealized/Recognized Gains (Losses) | |||
Other comprehensive income (loss), before tax amount | |||
Other comprehensive income (loss), before reclassifications, before tax | 1,127 | (529) | 9,671 |
Amounts reclassified from accumulated other comprehensive income (loss), before tax | (299) | (8) | (11,129) |
Other comprehensive income (loss), tax (expense) benefit | |||
Other comprehensive income (loss), before reclassifications, tax (expense) benefit | (265) | 122 | (3,525) |
Amounts reclassified from accumulated other comprehensive income (loss), tax (expense) benefit | 70 | 2 | 4,057 |
Other comprehensive income (loss): | |||
Other comprehensive income (loss), before reclassifications, net of tax | 862 | (407) | 6,146 |
Amounts reclassified from accumulated other comprehensive income (loss), net of tax | $ (229) | $ (6) | $ (7,072) |
Other Comprehensive Income (L_4
Other Comprehensive Income (Loss) - Accumulated other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated other comprehensive income (loss), balance at beginning of period, net | $ (874) | $ 882 | |
Foreign currency translation adjustments | 223 | (1,343) | $ 1,027 |
Other comprehensive income (loss) before reclassification | 862 | (407) | |
Amounts reclassified from accumulated other comprehensive income (loss) | (229) | (6) | |
Accumulated other comprehensive income (loss), balance at end of period, net | (18) | (874) | 882 |
Foreign Currency Translation Adjustment | |||
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated other comprehensive income (loss), balance at beginning of period, net | (316) | 1,027 | |
Foreign currency translation adjustments | 223 | (1,343) | |
Accumulated other comprehensive income (loss), balance at end of period, net | (93) | (316) | 1,027 |
Unrealized/Recognized Gains (Losses) | |||
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated other comprehensive income (loss), balance at beginning of period, net | (558) | (145) | |
Other comprehensive income (loss) before reclassification | 862 | (407) | |
Amounts reclassified from accumulated other comprehensive income (loss) | (229) | (6) | |
Accumulated other comprehensive income (loss), balance at end of period, net | $ 75 | $ (558) | $ (145) |
Marketable Investment Securit_3
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Marketable investment securities, restricted cash and other investment securities | ||
Strategic - available-for-sale | $ 196 | $ 193 |
Strategic - trading/equity (Note 2) | 2,370 | |
Marketable investment securities | 416,704 | 1,181,471 |
Total marketable investment securities | 417,094 | 1,248,490 |
Restricted cash and cash equivalents | 60,677 | 578 |
Total other investment securities | 160,074 | 118,992 |
Total marketable investment securities, restricted cash and cash equivalents, and other investment securities | 637,845 | 1,368,060 |
Other investment securities | ||
Marketable investment securities, restricted cash and other investment securities | ||
Marketable investment securities | 416,508 | 1,178,908 |
Other investment securities | 160,074 | 118,992 |
Restricted Marketable Investment Securities [Member] | ||
Marketable investment securities, restricted cash and other investment securities | ||
Total marketable investment securities | $ 390 | $ 67,019 |
Marketable Investment Securit_4
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2019 | Feb. 28, 2017 | |
Commercial paper | Maximum | ||
Other investment securities: | ||
Debt term of Maturity | 365 days | |
Corporate securities | Maximum | ||
Other investment securities: | ||
Debt term of Maturity | 18 months | |
NagraStar | ||
Other investment securities: | ||
Ownership interest (as a percent) | 50.00% |
Marketable Investment Securit_5
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Unrealized Gain (Losses) On Marketable Investment Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Components of our available-for-sale investments | ||
Marketable Investment Securities | $ 417,094 | $ 1,246,120 |
Unrealized Gains (Losses) on Marketable Investment Securities | ||
Unrealized Gains | 96 | 187 |
Unrealized Losses | (1) | (920) |
Unrealized Gains Losses, Net | 95 | (733) |
Accumulated net unrealized losses | ||
Accumulated net unrealized gain (loss), before tax, in accumulated other comprehensive income (loss) | 1,000 | (1,000) |
Accumulated net unrealized gain (loss), net of tax, in accumulated other comprehensive income (loss) | 1,000 | (1,000) |
Contractual maturities of restricted and non-restricted marketable investment securities | ||
Debt securities with contractual maturities within one year | 417,000 | |
US Treasury and agency securities | ||
Components of our available-for-sale investments | ||
Marketable Investment Securities | 10,016 | 66,823 |
Unrealized Gains (Losses) on Marketable Investment Securities | ||
Unrealized Gains | 32 | 40 |
Unrealized Losses | (19) | |
Unrealized Gains Losses, Net | 32 | 21 |
Commercial paper | ||
Components of our available-for-sale investments | ||
Marketable Investment Securities | 369,397 | 367,488 |
Unrealized Gains (Losses) on Marketable Investment Securities | ||
Unrealized Gains | 2 | |
Unrealized Gains Losses, Net | 2 | |
Corporate securities | ||
Components of our available-for-sale investments | ||
Marketable Investment Securities | 28,796 | 805,259 |
Unrealized Gains (Losses) on Marketable Investment Securities | ||
Unrealized Gains | 4 | 91 |
Unrealized Losses | (1) | (899) |
Unrealized Gains Losses, Net | 3 | (808) |
Other | ||
Components of our available-for-sale investments | ||
Marketable Investment Securities | 8,885 | 6,550 |
Unrealized Gains (Losses) on Marketable Investment Securities | ||
Unrealized Gains | 58 | 56 |
Unrealized Losses | (2) | |
Unrealized Gains Losses, Net | $ 58 | $ 54 |
Marketable Investment Securit_6
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Investments Measured at Fair Value On A Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair value of marketable securities | ||
Equity security | $ 2,370 | |
Fair value measurements on recurring basis | ||
Fair value of marketable securities | ||
Cash Equivalents (including restricted) | $ 2,436,545 | 859,220 |
Total | 417,094 | 1,248,490 |
Fair value measurements on recurring basis | US Treasury and agency securities | ||
Fair value of marketable securities | ||
Debt securities | 10,016 | 66,823 |
Fair value measurements on recurring basis | Commercial paper | ||
Fair value of marketable securities | ||
Debt securities | 369,397 | 367,488 |
Fair value measurements on recurring basis | Corporate securities | ||
Fair value of marketable securities | ||
Debt securities | 28,796 | 805,259 |
Fair value measurements on recurring basis | Other | ||
Fair value of marketable securities | ||
Debt securities | 8,885 | 6,550 |
Fair value measurements on recurring basis | Equity securities | ||
Fair value of marketable securities | ||
Equity securities | 2,370 | |
Fair value measurements on recurring basis | Level 1 | ||
Fair value of marketable securities | ||
Cash Equivalents (including restricted) | 246,876 | 30,858 |
Total | 10,016 | 69,193 |
Fair value measurements on recurring basis | Level 1 | US Treasury and agency securities | ||
Fair value of marketable securities | ||
Debt securities | 10,016 | 66,823 |
Fair value measurements on recurring basis | Level 1 | Equity securities | ||
Fair value of marketable securities | ||
Equity securities | 2,370 | |
Fair value measurements on recurring basis | Level 2 | ||
Fair value of marketable securities | ||
Cash Equivalents (including restricted) | 2,189,669 | 828,362 |
Total | 406,882 | 1,179,104 |
Fair value measurements on recurring basis | Level 2 | Commercial paper | ||
Fair value of marketable securities | ||
Debt securities | 369,397 | 367,488 |
Fair value measurements on recurring basis | Level 2 | Corporate securities | ||
Fair value of marketable securities | ||
Debt securities | 28,796 | 805,259 |
Fair value measurements on recurring basis | Level 2 | Other | ||
Fair value of marketable securities | ||
Debt securities | 8,689 | 6,357 |
Fair value measurements on recurring basis | Level 3 | ||
Fair value of marketable securities | ||
Total | 196 | 193 |
Fair value measurements on recurring basis | Level 3 | Other | ||
Fair value of marketable securities | ||
Debt securities | $ 196 | $ 193 |
Marketable Investment Securit_7
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Changes in Level 3 Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair values transfers between Level 1 and Level 2 | ||
Fair value assets transfer from level 1 to level 2 | $ 0 | |
Fair value liabilities transfer from level 1 to level 2 | $ 0 | |
Fair value assets transfer from level 2 to level 1 | $ 0 | |
Fair value liabilities transfer from level 2 to level 1 | $ 0 |
Marketable Investment Securit_8
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Other Income Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other Income (Expense) | |||
Marketable investment securities - realized and unrealized gains (losses) | $ 4,604 | $ 8,165 | $ 90,979 |
Non-marketable investment securities - gains (losses) on sales/exchanges | 10,488 | ||
Costs related to early redemption of debt | (483) | (3,261) | (1,470) |
Gain (loss) on sale of subsidiary | 7,004 | ||
Equity in earnings of affiliates | (3,714) | (2,110) | 2,163 |
Other | 11,117 | 2,003 | 2,328 |
Total | $ 11,524 | $ 11,801 | $ 104,488 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory | ||
Finished goods | $ 255,155 | $ 215,186 |
Work-in-process and service repairs | 34,120 | 56,871 |
Raw materials | 33,623 | 18,676 |
Total inventory | $ 322,898 | $ 290,733 |
Property and Equipment and In_3
Property and Equipment and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property and equipment | ||
Total property and equipment | $ 7,261,038 | $ 5,688,678 |
Accumulated depreciation | (4,554,856) | (3,760,498) |
Property and equipment, net | $ 2,706,182 | 1,928,180 |
Minimum | ||
Property and equipment | ||
Depreciable Life | 2 years | |
Maximum | ||
Property and equipment | ||
Depreciable Life | 40 years | |
Equipment leased to customers | ||
Property and equipment | ||
Total property and equipment | $ 1,861,668 | 2,016,965 |
Equipment leased to customers | Minimum | ||
Property and equipment | ||
Depreciable Life | 2 years | |
Equipment leased to customers | Maximum | ||
Property and equipment | ||
Depreciable Life | 5 years | |
T1 | ||
Property and equipment | ||
Depreciable Life | 14 years 3 months | |
Satellites | ||
Property and equipment | ||
Total property and equipment | $ 1,855,096 | 843,913 |
Satellites | Minimum | ||
Property and equipment | ||
Depreciable Life | 2 years | |
Satellites | Maximum | ||
Property and equipment | ||
Depreciable Life | 15 years | |
Satellites acquired under finance lease agreements | ||
Property and equipment | ||
Total property and equipment | $ 888,940 | 499,819 |
Satellites acquired under finance lease agreements | Minimum | ||
Property and equipment | ||
Depreciable Life | 10 years | |
Satellites acquired under finance lease agreements | Maximum | ||
Property and equipment | ||
Depreciable Life | 15 years | |
Furniture, fixtures, equipment and other | ||
Property and equipment | ||
Total property and equipment | $ 2,010,094 | 1,923,585 |
Furniture, fixtures, equipment and other | Minimum | ||
Property and equipment | ||
Depreciable Life | 2 years | |
Furniture, fixtures, equipment and other | Maximum | ||
Property and equipment | ||
Depreciable Life | 20 years | |
Buildings and improvements | ||
Property and equipment | ||
Total property and equipment | $ 349,347 | 290,650 |
Buildings and improvements | Minimum | ||
Property and equipment | ||
Depreciable Life | 5 years | |
Buildings and improvements | Maximum | ||
Property and equipment | ||
Depreciable Life | 40 years | |
Land | ||
Property and equipment | ||
Total property and equipment | $ 17,810 | 13,186 |
Construction in progress | ||
Property and equipment | ||
Total property and equipment | 278,083 | 100,560 |
Construction in progress | Software | ||
Property and equipment | ||
Total property and equipment | 51,493 | 34,533 |
Construction in progress | Wireless | ||
Property and equipment | ||
Total property and equipment | 207,814 | 53,466 |
Construction in progress | Other | ||
Property and equipment | ||
Total property and equipment | $ 18,776 | $ 12,561 |
Property and Equipment and In_4
Property and Equipment and Intangible Assets - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Depreciation and amortization expense | |||
Depreciation and amortization expense | $ 630,577 | $ 712,024 | $ 817,564 |
Equipment leased to customers | |||
Depreciation and amortization expense | |||
Depreciation and amortization expense | 371,292 | 444,928 | 554,272 |
Satellites | |||
Depreciation and amortization expense | |||
Depreciation and amortization expense | 115,100 | 100,343 | 114,821 |
Buildings, furniture, fixtures, equipment and other | |||
Depreciation and amortization expense | |||
Depreciation and amortization expense | $ 144,185 | $ 166,753 | $ 148,471 |
Property and Equipment and In_5
Property and Equipment and Intangible Assets - Additional Information (Details) $ in Thousands | Mar. 09, 2012 | Dec. 31, 2019USD ($)item | Dec. 31, 2017USD ($) |
Property and equipment | |||
Impairment of long-lived assets | $ | $ 145,918 | ||
Number of other satellites to be relocated in the event of failure or loss of any satellite | 1 | ||
AWS-4 Satellites | |||
Property and equipment | |||
Ownership percentage | 100.00% | ||
AWS-4 Satellites | |||
Property and equipment | |||
Number of satellites in-orbit | 2 | ||
Number of satellites under construction | 1 | ||
T1 | |||
Property and equipment | |||
Estimated useful life | 14 years 3 months | ||
Net book value of long-lived assets before impairment | $ | $ 246,000 | ||
Net book value of long-lived assets | $ | 100,000 | ||
Impairment of long-lived assets | $ | $ 146,000 | $ 146,000 | |
EchoStar XVIII, including capitalized interest | |||
Property and equipment | |||
Number of satellites utilized in geostationary orbit approximately 22,300 miles above the equator | 13 | ||
Owned Satellites | 8 | ||
Number of satellites utilized under operating lease | 1 | ||
Number of satellites utilized under capital lease | 4 | ||
DBSD North America and TerreStar Transactions | AWS-4 Satellites | |||
Property and equipment | |||
Ownership percentage | 100.00% |
Property and Equipment and In_6
Property and Equipment and Intangible Assets - Estimated Future Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets | |||
Intangible Assets | $ 128,220 | $ 139,769 | |
Accumulated Amortization | (118,166) | (122,314) | |
Amortization expense | 7,000 | 10,000 | $ 8,000 |
Goodwill | 126,000 | 126,000 | |
Estimated future amortization of identifiable intangible assets | |||
2020 | 3,816 | ||
2021 | 1,288 | ||
2022 | 666 | ||
2023 | 654 | ||
2024 | 654 | ||
Thereafter | 2,976 | ||
Total | 10,054 | ||
Wireless | |||
Intangible Assets | |||
Goodwill | $ 126,000 | 126,000 | |
Minimum | |||
Intangible Assets | |||
Useful life | 5 years | ||
Maximum | |||
Intangible Assets | |||
Useful life | 20 years | ||
Technology-based | |||
Intangible Assets | |||
Intangible Assets | $ 63,077 | 63,077 | |
Accumulated Amortization | (57,414) | (53,998) | |
Trademarks | |||
Intangible Assets | |||
Intangible Assets | 37,010 | 37,010 | |
Accumulated Amortization | (32,619) | (28,634) | |
Contract-based | |||
Intangible Assets | |||
Intangible Assets | 4,500 | 13,149 | |
Accumulated Amortization | (4,500) | (13,149) | |
Customer relationships | |||
Intangible Assets | |||
Intangible Assets | 23,633 | 26,533 | |
Accumulated Amortization | $ (23,633) | $ (26,533) |
Property and Equipment and In_7
Property and Equipment and Intangible Assets - FCC Authorizations (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Indefinite-lived intangible assets | ||
FCC authorizations | $ 25,779,503 | $ 24,736,961 |
DBS Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 677,409 | 611,794 |
700 MHz Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 711,871 | 711,871 |
MVDDS Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 24,000 | 24,000 |
AWS-4 Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 1,940,000 | 1,949,000 |
H Block Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 1,671,506 | 1,671,506 |
AWS-3 Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 9,890,389 | 9,890,389 |
600 MHz Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 6,211,154 | 6,211,154 |
28 GHz Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 2,883 | |
24 GHz Licenses | ||
Indefinite-lived intangible assets | ||
FCC authorizations | 11,772 | |
Capitalized interest on FCC authorizations [Member] | ||
Indefinite-lived intangible assets | ||
FCC authorizations | $ 4,638,519 | $ 3,667,247 |
Leases (Details)
Leases (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Option to extend - Operating | true |
Option to extend - Finance | true |
Option to terminate period - Operating | 1 year |
Option to terminate period - Finance | 1 year |
Option to terminate - Operating | true |
Option to terminate - Finance | true |
Minimum | |
Option to extend period - Operating | 1 year |
Option to extend period - Finance | 1 year |
Maximum | |
Option to extend period - Operating | 8 years |
Option to extend period - Finance | 8 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Sep. 10, 2019 | |
Leases | ||
Operating lease cost | $ 223,825 | |
Short-term lease cost | 12,077 | |
Amortization of right-of-use assets | 35,004 | |
Interest on lease liabilities | 10,800 | |
Total finance lease cost | 45,804 | |
Total lease costs | 281,706 | |
Operating lease assets | 144,330 | $ 495,000 |
Lease expense | $ 159,000 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases | |
Operating cash flows from operating leases | $ 227,451 |
Operating cash flows from finance leases | 10,800 |
Financing cash flows from finance leases | 34,358 |
Operating leases | 118,381 |
Finance leases | 187,339 |
Right-of-use assets and liabilities recognized upon adoption of ASC 842 | $ 733,584 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 10, 2019 | Dec. 31, 2018 |
Lessee, Lease, Description [Line Items] | |||
Operating lease right-of-use assets | $ 144,330 | $ 495,000 | |
Other current liabilities | $ 57,910 | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Deferred Long-term Liability Charges | ||
Operating lease liabilities | $ 84,795 | ||
Total | $ 142,705 | ||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | us-gaap:OperatingLeaseLiabilityNoncurrent us-gaap:AccountsPayableCurrent | ||
Property and equipment, gross | $ 7,261,038 | $ 5,688,678 | |
Accumulated depreciation | (4,554,856) | (3,760,498) | |
Property and equipment, net | 2,706,182 | 1,928,180 | |
Other current liabilities | 61,493 | ||
Other long-term liabilities | 171,706 | ||
Total | $ 233,199 | $ 66,984 | |
Operating Lease, Weighted Average Remaining Lease Term | 3 years 1 month 6 days | ||
Finance Lease, Weighted Average Remaining Lease Term | 3 years 9 months 18 days | ||
Operating Lease, Weighted Average Discount Rate, Percent | 5.00% | ||
Finance Lease, Weighted Average Discount Rate, Percent | 10.20% | ||
Property and equipment, | |||
Lessee, Lease, Description [Line Items] | |||
Property and equipment, gross | $ 890,598 | ||
Accumulated depreciation | (683,271) | ||
Property and equipment, net | $ 207,327 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Maturities of lease liabilities: Operating lease | ||
2020 | $ 62,331 | |
2021 | 47,496 | |
2022 | 23,746 | |
2023 | 9,392 | |
2024 | 5,682 | |
Thereafter | 2,826 | |
Total lease payments | 151,473 | |
Less: Imputed interest | (8,768) | |
Total | 142,705 | |
Less: Current portion | (57,910) | |
Long-term portion of lease obligations | 84,795 | |
Maturities of lease liabilities: Finance lease | ||
2020 | 80,834 | |
2021 | 82,610 | |
2022 | 48,307 | |
2023 | 40,942 | |
2024 | 30,707 | |
Total lease payments | 283,400 | |
Less: Imputed interest | (50,201) | |
Total | 233,199 | $ 66,984 |
Less: Current portion | (61,493) | |
Long-term portion of lease obligations | 171,706 | |
Future minimum payments for total lease liabilities | ||
2020 | 143,165 | |
2021 | 130,106 | |
2022 | 72,053 | |
2023 | 50,334 | |
2024 | 36,389 | |
Thereafter | 2,826 | |
Total lease payments | 434,873 | |
Less: Imputed interest | (58,969) | |
Total | 375,904 | |
Less: Current portion | (119,403) | |
Long-term portion of lease obligations | $ 256,501 |
Long-Term Debt and Finance Le_3
Long-Term Debt and Finance Lease Obligations - Fair Value of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 17, 2017 | Dec. 27, 2012 |
Debt Instrument | |||||
Carrying Value | $ 14,670,946 | $ 15,957,087 | |||
Fair Value | 14,968,494 | 14,032,065 | |||
Unamortized debt discount on the Convertible Notes | (735,811) | (833,906) | |||
Unamortized deferred financing costs and other debt discounts, net | (28,739) | (37,388) | |||
Finance lease obligations | 233,199 | 66,984 | |||
Total long-term debt and capital lease obligations (including current portion) | $ 14,139,595 | $ 15,152,777 | |||
Interest rate (as a percent) | 7.75% | ||||
7 7/8% Senior Notes due 2019 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.875% | 7.875% | |||
5 7/8% Senior Notes due 2024 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.875% | ||||
2 3/8% Convertible Notes due 2024 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 2.375% | 2.375% | 2.375% | ||
7 3/4% Senior Notes due 2026 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.75% | ||||
3 3/8% Convertible Notes due 2026 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 3.375% | 3.375% | |||
DISH DBS Corporation ("DDBS") | 7 7/8% Senior Notes due 2019 | |||||
Debt Instrument | |||||
Carrying Value | $ 1,317,372 | ||||
Fair Value | 1,343,298 | ||||
Interest rate (as a percent) | 7.875% | ||||
DISH DBS Corporation ("DDBS") | 5 1/8% Senior Notes due 2020 | |||||
Debt Instrument | |||||
Carrying Value | $ 1,100,000 | 1,100,000 | |||
Fair Value | $ 1,110,208 | $ 1,089,957 | |||
Interest rate (as a percent) | 5.125% | 5.125% | |||
DISH DBS Corporation ("DDBS") | 6 3/4% Senior Notes due 2021 | |||||
Debt Instrument | |||||
Carrying Value | $ 2,000,000 | $ 2,000,000 | |||
Fair Value | $ 2,109,420 | $ 1,974,940 | |||
Interest rate (as a percent) | 6.75% | 6.75% | |||
DISH DBS Corporation ("DDBS") | 5 7/8% Senior Notes due 2022 | |||||
Debt Instrument | |||||
Carrying Value | $ 2,000,000 | $ 2,000,000 | |||
Fair Value | $ 2,129,580 | 1,833,140 | |||
Interest rate (as a percent) | 5.875% | ||||
DISH DBS Corporation ("DDBS") | 5% Senior Notes due 2023 | |||||
Debt Instrument | |||||
Carrying Value | $ 1,500,000 | 1,500,000 | |||
Fair Value | $ 1,543,770 | $ 1,247,445 | |||
Interest rate (as a percent) | 5.00% | 5.00% | 5.00% | ||
DISH DBS Corporation ("DDBS") | 5 7/8% Senior Notes due 2024 | |||||
Debt Instrument | |||||
Carrying Value | $ 2,000,000 | $ 2,000,000 | |||
Fair Value | $ 2,049,080 | $ 1,611,960 | |||
Interest rate (as a percent) | 5.875% | 5.875% | |||
DISH DBS Corporation ("DDBS") | 2 3/8% Convertible Notes due 2024 | |||||
Debt Instrument | |||||
Carrying Value | $ 1,000,000 | $ 1,000,000 | |||
Fair Value | $ 918,720 | $ 801,200 | |||
Interest rate (as a percent) | 2.375% | 2.375% | |||
DISH DBS Corporation ("DDBS") | 7 3/4% Senior Notes due 2026 | |||||
Debt Instrument | |||||
Carrying Value | $ 2,000,000 | $ 2,000,000 | |||
Fair Value | $ 2,128,900 | $ 1,653,720 | |||
Interest rate (as a percent) | 7.75% | 7.75% | |||
DISH DBS Corporation ("DDBS") | 3 3/8% Convertible Notes due 2026 | |||||
Debt Instrument | |||||
Carrying Value | $ 3,000,000 | $ 3,000,000 | |||
Fair Value | $ 2,907,870 | 2,436,690 | |||
Interest rate (as a percent) | 3.375% | ||||
DISH DBS Corporation ("DDBS") | Other notes payable | |||||
Debt Instrument | |||||
Carrying Value | $ 70,946 | 39,715 | |||
Fair Value | $ 70,946 | $ 39,715 |
Long-Term Debt and Finance Le_4
Long-Term Debt and Finance Lease Obligations - Narratives (Details) - USD ($) | Jul. 13, 2016 | Nov. 20, 2014 | Apr. 05, 2013 | Jul. 26, 2012 | May 16, 2012 | May 05, 2011 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 17, 2017 | Dec. 31, 2016 | Aug. 08, 2016 | Jun. 13, 2016 | Dec. 27, 2012 |
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 7.75% | |||||||||||||
Common stock par value (in dollars per share) | $ 86.08 | |||||||||||||
Stockholders equity | $ 11,564,072,000 | $ 8,594,189,000 | $ 6,937,906,000 | $ 4,611,323,000 | ||||||||||
Class A common stock | ||||||||||||||
Debt Instrument | ||||||||||||||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||||||||||
DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Percentage of principal amount at which notes may be required to be repurchased in event of change of control | 101.00% | |||||||||||||
7 7/8% Senior Notes due 2019 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 7.875% | 7.875% | ||||||||||||
7 7/8% Senior Notes due 2019 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 7.875% | |||||||||||||
5 1/8% Senior Notes due 2020 | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 1,100,000,000 | |||||||||||||
Loan balance maturity period | 7 years | |||||||||||||
5 1/8% Senior Notes due 2020 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 5.125% | 5.125% | ||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
6 3/4% Senior Notes due 2021 | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 2,000,000,000 | |||||||||||||
Loan balance maturity period | 10 years | |||||||||||||
6 3/4% Senior Notes due 2021 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 6.75% | 6.75% | ||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
5 7/8% Senior Notes due 2022 | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 1,000,000,000 | $ 1,000,000,000 | ||||||||||||
Loan balance maturity period | 10 years | 10 years | ||||||||||||
5 7/8% Senior Notes due 2022 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 5.875% | |||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
2 3/8% Convertible Notes due 2024 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 2.375% | 2.375% | 2.375% | |||||||||||
Aggregate principal amount | $ 1,000,000,000 | |||||||||||||
Loan balance maturity period | 7 years | |||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
Effective Interest rate (as a percent) | 7.00% | |||||||||||||
Convertible, Carrying Amount of Equity Component | $ 252,000,000 | |||||||||||||
2 3/8% Convertible Notes due 2024 | Class A common stock | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 1,000 | |||||||||||||
Convertible notes converted rate, shares | 12.1630 | |||||||||||||
Common stock par value (in dollars per share) | $ 82.22 | |||||||||||||
2 3/8% Convertible Notes due 2024 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 2.375% | 2.375% | ||||||||||||
5% Senior Notes due 2023 | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 1,500,000,000 | |||||||||||||
5% Senior Notes due 2023 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 5.00% | 5.00% | 5.00% | |||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
5 7/8% Senior Notes due 2024 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 5.875% | |||||||||||||
Aggregate principal amount | $ 2,000,000,000 | |||||||||||||
Loan balance maturity period | 10 years | |||||||||||||
5 7/8% Senior Notes due 2024 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 5.875% | 5.875% | ||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
7 3/4% Senior Notes due 2026 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 7.75% | |||||||||||||
Aggregate principal amount | $ 2,000,000,000 | |||||||||||||
Loan balance maturity period | 10 years | |||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
7 3/4% Senior Notes due 2026 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 7.75% | 7.75% | ||||||||||||
3 3/8% Convertible Notes due 2026 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 3.375% | 3.375% | ||||||||||||
Aggregate principal amount | $ 3,000,000,000 | |||||||||||||
Loan balance maturity period | 10 years | |||||||||||||
Redemption price as a percentage of principal amount | 100.00% | |||||||||||||
Effective Interest rate (as a percent) | 7.00% | |||||||||||||
3 3/8% Convertible Notes due 2026 | Class A common stock | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal amount | $ 1,000 | |||||||||||||
Convertible notes converted rate, shares | 15.3429 | |||||||||||||
Common stock par value (in dollars per share) | $ 65.18 | |||||||||||||
3 3/8% Convertible Notes due 2026 | Class A common stock | Convertible note hedges | ||||||||||||||
Debt Instrument | ||||||||||||||
Common stock par value (in dollars per share) | $ 65.18 | |||||||||||||
Convertible notes converted into shares | 46,000,000 | |||||||||||||
Total cost of convertible notes | $ 635,000,000 | |||||||||||||
3 3/8% Convertible Notes due 2026 | Class A common stock | Common stock warrants | ||||||||||||||
Debt Instrument | ||||||||||||||
Common stock par value (in dollars per share) | $ 86.08 | |||||||||||||
Convertible notes converted into warrants | 46,000,000 | |||||||||||||
Cash proceeds from the sale of warrants | $ 376,000,000 | |||||||||||||
3 3/8% Convertible Notes due 2026 | Class A common stock | Common stock warrants | Minimum | ||||||||||||||
Debt Instrument | ||||||||||||||
Common stock par value (in dollars per share) | $ 65.18 | |||||||||||||
Convertible notes converted rate | 32.50% | |||||||||||||
3 3/8% Convertible Notes due 2026 | Class A common stock | Common stock warrants | Maximum | ||||||||||||||
Debt Instrument | ||||||||||||||
Common stock par value (in dollars per share) | $ 86.08 | |||||||||||||
Convertible notes converted rate | 75.00% | |||||||||||||
3 3/8% Convertible Notes due 2026 | DISH DBS Corporation ("DDBS") | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest rate (as a percent) | 3.375% | |||||||||||||
Additional Paid-In Capital | ||||||||||||||
Debt Instrument | ||||||||||||||
Stockholders equity | $ 4,947,007,000 | $ 3,379,093,000 | $ 3,296,488,000 | $ 3,071,425,000 | ||||||||||
Additional Paid-In Capital | 3 3/8% Convertible Notes due 2026 | ||||||||||||||
Debt Instrument | ||||||||||||||
Convertible, Carrying Amount of Equity Component | $ 774,000,000 |
Long-Term Debt and Finance Le_5
Long-Term Debt and Finance Lease Obligations - Interest on Long-Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 17, 2017 | Dec. 27, 2012 | |
Debt Instrument | |||||
Interest rate (as a percent) | 7.75% | ||||
7 7/8% Senior Notes due 2019 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.875% | 7.875% | |||
7 7/8% Senior Notes due 2019 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.875% | ||||
5 1/8% Senior Notes due 2020 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.125% | 5.125% | |||
Annual Debt Service Requirements | $ 56,375 | ||||
6 3/4% Senior Notes due 2021 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 6.75% | 6.75% | |||
Annual Debt Service Requirements | $ 135,000 | ||||
5 7/8% Senior Notes due 2022 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.875% | ||||
Annual Debt Service Requirements | $ 117,500 | ||||
5% Senior Notes due 2023 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.00% | 5.00% | 5.00% | ||
Annual Debt Service Requirements | $ 75,000 | ||||
5 7/8% Senior Notes due 2024 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.875% | ||||
5 7/8% Senior Notes due 2024 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 5.875% | 5.875% | |||
Annual Debt Service Requirements | $ 117,500 | ||||
2 3/8% Convertible Notes due 2024 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 2.375% | 2.375% | 2.375% | ||
2 3/8% Convertible Notes due 2024 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 2.375% | 2.375% | |||
Annual Debt Service Requirements | $ 23,750 | ||||
7 3/4% Senior Notes due 2026 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.75% | ||||
7 3/4% Senior Notes due 2026 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 7.75% | 7.75% | |||
Annual Debt Service Requirements | $ 155,000 | ||||
3 3/8% Convertible Notes due 2026 | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 3.375% | 3.375% | |||
3 3/8% Convertible Notes due 2026 | DISH DBS Corporation ("DDBS") | |||||
Debt Instrument | |||||
Interest rate (as a percent) | 3.375% | ||||
Annual Debt Service Requirements | $ 101,250 |
Long-Term Debt and Finance Le_6
Long-Term Debt and Finance Lease Obligations - Other Long-Term Debt and Finance Lease Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other long-term debt and capital lease obligations | ||
Total | $ 304,145 | $ 106,699 |
Less current portion | (71,366) | (24,621) |
Other long-term debt and capital lease obligations, net of current portion | $ 232,779 | 82,078 |
Interest rate (as a percent) | 7.75% | |
Capital lease obligations [Member] | ||
Other long-term debt and capital lease obligations | ||
Total | $ 233,199 | 66,984 |
Notes payable related to satellite vendor financing and other debt payable in installments through 2025 with interest rates ranging from approximately 1.9% to 12.5% | ||
Other long-term debt and capital lease obligations | ||
Total | $ 70,946 | $ 39,715 |
Notes payable related to satellite vendor financing and other debt payable in installments through 2025 with interest rates ranging from approximately 1.9% to 12.5% | Minimum | ||
Other long-term debt and capital lease obligations | ||
Interest rate (as a percent) | 4.00% | |
Notes payable related to satellite vendor financing and other debt payable in installments through 2025 with interest rates ranging from approximately 1.9% to 12.5% | Maximum | ||
Other long-term debt and capital lease obligations | ||
Interest rate (as a percent) | 8.80% |
Long-Term Debt and Finance Le_7
Long-Term Debt and Finance Lease Obligations - Finance Lease Obligations (Details) | 12 Months Ended |
Dec. 31, 2019 | |
FSS Satellite Anik F3 | |
Capital leased assets disclosures | |
Ku-band capacity leased (as a percent) | 100.00% |
Term of capital lease | 15 years |
Canadian DBS Satellite Ciel II | |
Capital leased assets disclosures | |
Satellite capacity leased (as a percent) | 100.00% |
Initial Term of capital lease | 10 years |
Nimiq 5 | |
Capital leased assets disclosures | |
Nimiq capacity leased (as a percent) | 100.00% |
QuetzSat 1 | |
Capital leased assets disclosures | |
Satellite capacity leased (as a percent) | 100.00% |
Income Taxes and Accounting f_3
Income Taxes and Accounting for Uncertainty in Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
NOL for federal income tax purposes | $ 28,000 | ||
NOL benefit for state income tax purposes | 43,000 | ||
Tax benefit related to credit carryforwards | 114,000 | ||
Income tax benefit as result of Tax Reform Act | $ 1,200,000 | ||
Current (benefit) provision: | |||
Federal | 173,326 | $ 44,451 | (71,141) |
State | 43,579 | 29,918 | 38,058 |
Foreign | 6,203 | 4,616 | 3,736 |
Total current (benefit) provision | 223,108 | 78,985 | (29,347) |
Deferred (benefit) provision: | |||
Federal | 204,403 | 383,096 | (547,575) |
State | 21,732 | 64,000 | 69,076 |
Increase (decrease) in valuation allowance | 2,115 | 7,603 | (7,474) |
Total deferred (benefit) provision | 228,250 | 454,699 | (485,973) |
Total (benefit) provision | 451,358 | 533,684 | (515,320) |
Income (loss) before income taxes | 1,943,927 | $ 2,189,175 | $ 1,650,087 |
Portion of Income (loss) before income taxes related to foreign operations | $ 13,000 | ||
Reconciliation of amounts computed by applying the statutory Federal tax rate to income before taxes | |||
Statutory rate (as a percent) | 21.00% | 21.00% | 35.00% |
State income taxes, net of Federal benefits (as a percent) | 3.20% | 4.60% | 3.00% |
Tax Reform Act | (72.60%) | ||
Nondeductible/Nontaxable items (as a percent) | 5.90% | ||
Other (as a percent) | (1.00%) | (1.20%) | (2.50%) |
Total (benefit) provision for income taxes (as a percent) | 23.20% | 24.40% | (31.20%) |
Litigation expense (Note 15) | $ 295,695 | ||
Deferred tax assets: | |||
NOL, credit and other carryforwards | $ 368,545 | $ 114,227 | |
Accrued expenses | 8,488 | ||
Stock-based compensation | 19,821 | 21,323 | |
Unrealized (gains) losses on available for sale and other investments | 4,137 | 4,918 | |
Deferred revenue | 17,238 | 18,361 | |
Total deferred tax assets | 418,229 | 158,829 | |
Valuation allowance | (28,359) | (26,244) | |
Deferred Tax Assets, Net of Valuation Allowance, Total | 389,870 | 132,585 | |
Deferred tax liabilities: | |||
Depreciation | (583,374) | (443,128) | |
Accrued and prepaid expenses | (8,662) | ||
FCC authorizations and other intangible amortization | (2,040,885) | (1,635,385) | |
Bases difference in partnerships and cost method investments | (573,548) | (447,585) | |
Discount on convertible notes and convertible note hedge transaction, net | (62,718) | (72,732) | |
Total deferred tax liabilities | (3,260,525) | (2,607,492) | |
Net deferred tax asset (liability) | (2,870,655) | (2,474,907) | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |||
Balance as of beginning of period | 385,394 | 393,916 | 358,023 |
Additions based on tax positions related to the current year | 244,257 | 10,350 | 12,798 |
Additions based on tax positions related to prior years | 61,909 | 1,670 | 30,596 |
Reductions based on tax positions related to prior years | (13,028) | (6,291) | (2,754) |
Reductions based on tax positions related to settlements with taxing authorities | (2,362) | (8,328) | (1,634) |
Reductions based on tax positions related to the lapse of the statute of limitations | (1,963) | (5,923) | (3,113) |
Balance as of end of period | 674,207 | $ 385,394 | 393,916 |
Additional uncertain tax benefits | $ 274,000 | ||
FTC Action [Member] | |||
Reconciliation of amounts computed by applying the statutory Federal tax rate to income before taxes | |||
Litigation expense (Note 15) | $ 255,000 |
Income Taxes and Accounting f_4
Income Taxes and Accounting for Uncertainty in Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes and Accounting for Uncertainty in Income Taxes | |||
Unrecognized tax benefits if recognized, could favorably affect our effective tax rate | $ 370 | ||
Interest | 22 | $ 13 | $ 13 |
Accrued interest and penalties | $ 75 | $ 53 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Details) | 12 Months Ended | |
Dec. 31, 2019item$ / sharesshares | Dec. 31, 2018$ / sharesshares | |
Stockholders' Equity (Deficit) | ||
Common stock par value (in dollars per share) | $ / shares | $ 86.08 | |
Preferred Stock, shares authorized | 20,000,000 | |
Preferred Stock, par value (in dollars per share) | $ / shares | $ 0.01 | |
Class A common stock | ||
Stockholders' Equity (Deficit) | ||
Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 |
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock, shares outstanding | 284,603,818 | 229,448,857 |
Votes per share | 1 | |
Class B common stock | ||
Stockholders' Equity (Deficit) | ||
Common stock, shares authorized | 800,000,000 | 800,000,000 |
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock, shares outstanding | 238,435,208 | 238,435,208 |
Votes per share | 10 | |
Number of shares of Class A common stock into which each share of common stock is convertible | 1 | |
Class C common stock | ||
Stockholders' Equity (Deficit) | ||
Common stock, shares authorized | 800,000,000 | |
Common stock par value (in dollars per share) | $ / shares | $ 0.01 | |
Common stock, shares outstanding | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Votes per share | 1 | |
Number of shares of Class A common stock into which each share of common stock is convertible | 1 | |
Votes per share in the event of change of control | item | 10 |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 13, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2019 | Oct. 28, 2019 |
Stockholders' Equity (Deficit) | ||||||
Proceeds from Issuance of Common Stock | $ 998,408 | |||||
Class A common stock | ||||||
Stockholders' Equity (Deficit) | ||||||
Maximum amount authorized for common stock repurchase under common stock repurchase program | 1,000,000 | |||||
Amount authorized for common stock repurchase under common stock repurchase program | $ 1,000,000 | |||||
Shares Issued, Price Per Share | $ 33.52 | |||||
Proceeds from Issuance of Common Stock | $ 1,000,000 | |||||
Shares, Issued | 29,834,992 | |||||
Information regarding repurchase of Class A common stock | ||||||
Dollar value of shares repurchased | $ 1,000,000 | |||||
Total number of shares repurchased | 0 | 0 | 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) shares in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
401(k) Employee Savings Plan | |||
Employer matching contribution as a percentage of voluntary employee contributions under 401(k) plan | 50.00% | ||
Employer maximum annual contribution per employee under 401(k) plan | $ 2,500 | ||
Expense recognized related to 401(k) plan | |||
Matching contributions, net of forfeitures | 11,181,000 | $ 10,300,000 | $ 7,070,000 |
Discretionary stock contributions, net of forfeitures | $ 28,774,000 | $ 27,048,000 | $ 27,969,000 |
Class A common stock | |||
Employee Stock Purchase Plan | |||
Shares of common stock available for future grant under stock incentive plans | 80.3 | ||
Employee Stock Purchase Plan | |||
Employee Stock Purchase Plan | |||
Minimum number of calendar quarters to be employed for full-time employees to be eligible to participate in the ESPP | 3 months | ||
Maximum fair value of capital stock permitted to be purchased by employees in any one year under ESPP | $ 25,000 | ||
Employee Stock Purchase Plan | Class A common stock | |||
Employee Stock Purchase Plan | |||
Number of shares authorized to be issued under Employee Stock Purchase Plan (ESPP) | 3.8 | ||
Purchase price as percentage of closing market price on the last business day of each calendar quarter under ESPP | 85.00% | ||
Number of shares of common stock purchased under ESPP | 0.6 | 0.6 | 0.3 |
Employee Stock Purchase Plan | Class A common stock | Maximum | |||
Employee Stock Purchase Plan | |||
Shares of common stock available for future grant under stock incentive plans | 0.2 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - shares | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based compensation | ||||
Stock Awards Outstanding (in shares) | 7,965,501 | |||
Percentage of stock awards vesting per year | 20.00% | |||
Class A common stock | ||||
Share-based compensation | ||||
Stock Awards Outstanding (in shares) | 13,700,000 | |||
Shares of common stock available for future grant under stock incentive plans | 80,300,000 | |||
Stock options | ||||
Share-based compensation | ||||
Stock Awards Outstanding (in shares) | 13,715,612 | 14,202,039 | 8,847,734 | 7,923,009 |
Maximum Expiration term | 10 years |
Stock-Based Compensation - Exer
Stock-Based Compensation - Exercise Price for Stock Options Outstanding and Exercisable (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Exercise prices for stock options outstanding and exercisable | ||||
Number of stock options outstanding (in shares) | 7,965,501 | |||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 40.10 | |||
Stock options | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 80 | |||
Number of stock options outstanding (in shares) | 13,715,612 | 14,202,039 | 8,847,734 | 7,923,009 |
Options Outstanding, Weighted-Average Remaining Contractual Life | 6 years 10 months 28 days | 6 years 6 months 14 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 41.71 | $ 42.08 | $ 43.90 | $ 36.21 |
Number of stock options exercisable | 2,507,834 | 1,781,153 | 1,772,608 | |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 44.93 | $ 41.41 | $ 35.13 | |
Stock options | Range Of Exercise Prices $10.01 - $20.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 10.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 20 | |||
Number of stock options outstanding (in shares) | 616,160 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 6 months | 6 months | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 15.39 | |||
Number of stock options exercisable | 16,160 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 15.62 | |||
Stock options | Range of Exercise Prices $20.01 - $30.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 20.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 30 | |||
Number of stock options outstanding (in shares) | 844,483 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 3 years 5 months 19 days | 3 years 3 months 3 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 26.70 | |||
Number of stock options exercisable | 125,773 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 24 | |||
Stock options | Range of Exercise Prices $30.01 - $40.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 30.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 40 | |||
Number of stock options outstanding (in shares) | 7,193,563 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 7 years 11 months 15 days | 7 years 6 months 3 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 35.64 | |||
Number of stock options exercisable | 1,138,849 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 35.52 | |||
Stock options | Range of Exercise Prices $40.01 - $50.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 40.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 50 | |||
Number of stock options outstanding (in shares) | 1,567,428 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 7 years 6 months 29 days | 7 years 1 month 2 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 47.50 | |||
Number of stock options exercisable | 418,000 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 47.21 | |||
Stock options | Range of Exercise Prices $50.01 - $60.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 50.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 60 | |||
Number of stock options outstanding (in shares) | 2,262,378 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 6 years 5 months 15 days | 5 years 7 months 28 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 57.52 | |||
Number of stock options exercisable | 440,952 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 56.93 | |||
Stock options | Range of Exercise Prices $60.01 - $70.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 60.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 70 | |||
Number of stock options outstanding (in shares) | 1,216,600 | |||
Options Outstanding, Weighted-Average Remaining Contractual Life | 6 years 4 months 9 days | 5 years 7 months 13 days | ||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 64.19 | |||
Number of stock options exercisable | 353,100 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 65.20 | |||
Stock options | Range of Exercise Prices $70.01 - $80.00 | ||||
Exercise prices for stock options outstanding and exercisable | ||||
Exercise prices, outstanding stock option awards, low end of range (in dollars per share) | 70.01 | |||
Exercise prices, outstanding stock option awards, high end of range (in dollars per share) | $ 80 | |||
Number of stock options outstanding (in shares) | 15,000 | |||
Options Outstanding, Weighted-Average Exercise Price (in dollars per share) | $ 72.89 | |||
Number of stock options exercisable | 15,000 | |||
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 72.89 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock option activity | |||
Total options outstanding, end of period (in shares) | 7,965,501 | ||
Weighted-Average Exercise Price | |||
Total options outstanding at the end of the period (in dollars per share) | $ 40.10 | ||
2019 LTIP | |||
Stock option activity | |||
Total options outstanding, end of period (in shares) | 3,651,930 | ||
Weighted-Average Exercise Price | |||
Total options outstanding at the end of the period (in dollars per share) | $ 35.13 | ||
Stock options | |||
Stock option activity | |||
Total options outstanding, beginning of period (in shares) | 14,202,039 | 8,847,734 | 7,923,009 |
Granted (in shares) | 1,538,250 | 7,494,012 | 3,468,626 |
Exercised (in shares) | (714,061) | (267,905) | (514,401) |
Forfeited and cancelled (in shares) | (1,310,616) | (1,871,802) | (2,029,500) |
Total options outstanding, end of period (in shares) | 13,715,612 | 14,202,039 | 8,847,734 |
Exercisable at the end of the period (in shares) | 2,507,834 | 1,781,153 | 1,772,608 |
Weighted-Average Exercise Price | |||
Total options outstanding, beginning of the period (in dollars per share) | $ 42.08 | $ 43.90 | $ 36.21 |
Granted (in dollars per share) | 33.44 | 38.41 | 59.66 |
Exercised (in dollars per share) | 27.46 | 16.43 | 28.70 |
Forfeited and cancelled (in dollars per share) | 43.72 | 39.67 | 44.64 |
Total options outstanding at the end of the period (in dollars per share) | 41.71 | 42.08 | 43.90 |
Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 44.93 | $ 41.41 | $ 35.13 |
Share-based compensation additional disclosures | |||
Tax benefit from stock awards exercised | $ 1,239 | $ 1,664 | $ 9,347 |
Additional disclosures | |||
Aggregate intrinsic value of stock options outstanding | 22,277 | ||
Aggregate intrinsic value of stock options exercisable | $ 2,180 | ||
Stock options | 2019 LTIP | |||
Stock option activity | |||
Total options outstanding, beginning of period (in shares) | 8,969,886 | 5,490,626 | |
Total options outstanding, end of period (in shares) | 7,965,501 | 8,969,886 | 5,490,626 |
Weighted-Average Exercise Price | |||
Total options outstanding, beginning of the period (in dollars per share) | $ 40.34 | $ 42.81 | |
Total options outstanding at the end of the period (in dollars per share) | $ 40.10 | $ 40.34 | $ 42.81 |
Stock-Based Compensation - Long
Stock-Based Compensation - Long-Term Performance-Based Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based compensation additional disclosures | ||||||
Vested (in shares) | (11,175) | (11,935) | (14,845) | |||
Other Employee Performance Awards | ||||||
Share-based compensation additional disclosures | ||||||
Vested (in shares) | 0 | |||||
2019 LTIP | ||||||
Share-based compensation additional disclosures | ||||||
Percentage of performance goals probable of achievement | 90.00% | 82.00% | ||||
Percentage of award vested | 18.00% | |||||
Vested (in shares) | 0 | |||||
LTIP 2013 | ||||||
Share-based compensation additional disclosures | ||||||
Portion meeting vesting condition (as a percent) | 20.00% | |||||
Percentage of performance goals probable of achievement | 30.00% | 10.00% | 20.00% | |||
Vested (in shares) | 0 | |||||
LTIP 2017 | ||||||
Share-based compensation additional disclosures | ||||||
Percentage of performance goals probable of achievement | 75.00% | 75.00% | ||||
Reversed of non-cash, stock-based compensation expense | $ 13 | |||||
Vested (in shares) | 0 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted stock unit activity | |||
Total restricted stock units outstanding, beginning of period (in shares) | 1,760,225 | 2,484,720 | 1,336,000 |
Granted (in shares) | 1,871,375 | ||
Vested (in shares) | (11,175) | (11,935) | (14,845) |
Forfeited and cancelled (in shares) | (244,680) | (712,560) | (707,810) |
Total restricted stock units outstanding, end of period (in shares) | 1,504,370 | 1,760,225 | 2,484,720 |
Weighted - Average Grant Date Fair Value | |||
Total restricted stock units outstanding, beginning of period (in dollars per share) | $ 52.15 | $ 51.16 | $ 32.11 |
Granted (in dollars per share) | 63.87 | ||
Vested (in dollars per share) | 63.49 | 63.49 | 62.58 |
Forfeited and cancelled (in dollars per share) | 59.82 | 48.51 | 48.59 |
Total restricted stock units outstanding, end of period (in dollars per share) | $ 50.81 | $ 52.15 | $ 51.16 |
2019 LTIP | |||
Restricted stock unit activity | |||
Vested (in shares) | 0 | ||
Restricted Performance Units/Awards | |||
Restricted stock unit activity | |||
Total restricted stock units outstanding, beginning of period (in shares) | 1,726,250 | 2,435,500 | |
Total restricted stock units outstanding, end of period (in shares) | 1,483,800 | 1,726,250 | 2,435,500 |
Weighted - Average Grant Date Fair Value | |||
Total restricted stock units outstanding, beginning of period (in dollars per share) | $ 51.92 | $ 50.91 | |
Total restricted stock units outstanding, end of period (in dollars per share) | $ 50.64 | $ 51.92 | $ 50.91 |
Stock-Based Compensation - Lo_2
Stock-Based Compensation - Long-Term Performance-Based Plans - Additional (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ 14,262 | $ 36,261 | $ 29,941 | |
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 7,965,501 | |||
Weighted-Average Exercise Price (in dollars per share) | $ 40.10 | |||
Restricted Performance Units (in shares) | 1,504,370 | 1,760,225 | 2,484,720 | 1,336,000 |
2019 LTIP | ||||
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ 15,300 | $ 3,534 | ||
Estimated Remaining Non-Cash, Stock-Based Compensation Expense | ||||
Remaining expense estimated to be recognized during 2016 | 11,023 | |||
Estimated contingent expense subsequent to 2016 | 13,236 | |||
Total estimated remaining expense over the term of plan | $ 24,259 | |||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 3,651,930 | |||
Weighted-Average Exercise Price (in dollars per share) | $ 35.13 | |||
LTIP 2013 | ||||
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ (1,313) | (2,471) | $ (321) | |
Estimated Remaining Non-Cash, Stock-Based Compensation Expense | ||||
Estimated contingent expense subsequent to 2016 | 31,532 | |||
Total estimated remaining expense over the term of plan | $ 31,532 | |||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 930,000 | |||
Weighted-Average Exercise Price (in dollars per share) | $ 41.28 | |||
LTIP 2017 | ||||
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ (13,974) | 3,334 | 10,640 | |
Estimated Remaining Non-Cash, Stock-Based Compensation Expense | ||||
Estimated contingent expense subsequent to 2016 | 31,643 | |||
Total estimated remaining expense over the term of plan | $ 31,643 | |||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 2,243,571 | |||
Weighted-Average Exercise Price (in dollars per share) | $ 57.26 | |||
Class A common stock | ||||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 13,700,000 | |||
Other Employee Performance Awards | ||||
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ (569) | 17,945 | 7,549 | |
Estimated Remaining Non-Cash, Stock-Based Compensation Expense | ||||
Estimated contingent expense subsequent to 2016 | 61,322 | |||
Total estimated remaining expense over the term of plan | $ 61,322 | |||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 1,140,000 | |||
Weighted-Average Exercise Price (in dollars per share) | $ 21.31 | |||
Restricted Performance Units (in shares) | 1,018,800 | |||
Other Employee Performance Awards | Continuing operations [Member] | ||||
Recognized non-cash stock-based compensation expense | ||||
Non-cash stock-based compensation expense recognized | $ (556) | $ 22,342 | $ 17,868 | |
Restricted Performance Units/Awards | ||||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 1,500,000 | |||
Restricted Performance Units (in shares) | 1,483,800 | 1,726,250 | 2,435,500 | |
Restricted Performance Units/Awards | LTIP 2013 | ||||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Restricted Performance Units (in shares) | 465,000 | |||
Restricted Performance Units/Awards | Class A common stock | ||||
Outstanding awards pursuant to performance-based stock incentive plans | ||||
Performance Based Stock Options (in shares) | 1,500,000 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock-Based Compensation | |||
Non-cash, stock-based compensation | $ 14,262 | $ 36,261 | $ 29,941 |
Subscriber-related | |||
Stock-Based Compensation | |||
Non-cash, stock-based compensation | 508 | 1,150 | 1,562 |
Satellite and Transmission | |||
Stock-Based Compensation | |||
Non-cash, stock-based compensation | 375 | 262 | 1,761 |
General and administrative | |||
Stock-Based Compensation | |||
Non-cash, stock-based compensation | 13,379 | $ 34,849 | $ 26,618 |
Non-Performance Based Stock Awards | |||
Share-based expenses | |||
Unrecognized compensation expense | $ 30,000 | ||
Share-based compensation additional disclosures | |||
Weighted average period for recognition of compensation cost | 3 years 2 months 12 days |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock-Based Compensation | |||
Non-cash stock-based compensation expense recognized | $ 14,262 | $ 36,261 | $ 29,941 |
Black-Scholes option valuation model, assumptions | |||
Dividend yield (as a percent) | 0.00% | ||
Stock options | |||
Black-Scholes option valuation model, assumptions | |||
Risk free interest rate, low end of range (as a percent) | 1.51% | 2.09% | 1.34% |
Risk free interest rate, high end of range (as a percent) | 2.53% | 2.98% | 2.29% |
Volatility factor, low end of range (as a percent) | 28.86% | 23.33% | 22.25% |
Volatility factor, high end of range (as a percent) | 32.08% | 30.22% | 26.15% |
Stock options | Minimum | |||
Black-Scholes option valuation model, assumptions | |||
Expected term of options | 4 years 3 months 18 days | 2 years 9 months 18 days | 3 years 9 months 18 days |
Weighted-average fair value of options granted (in dollars per share) | $ 7.58 | $ 7.10 | $ 11.95 |
Stock options | Maximum | |||
Black-Scholes option valuation model, assumptions | |||
Expected term of options | 5 years 6 months | 5 years 6 months | 5 years 6 months |
Weighted-average fair value of options granted (in dollars per share) | $ 12.45 | $ 12.53 | $ 16.69 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | Jul. 26, 2019USD ($)itememployee | Jun. 07, 2018USD ($) | Jun. 06, 2018 | Mar. 31, 2018USD ($) | May 11, 2017USD ($) | Jul. 01, 2016USD ($) | Aug. 18, 2015USD ($) | Apr. 29, 2014USD ($)segment | Mar. 09, 2012USD ($) | Mar. 31, 2018USD ($)item | Dec. 31, 2019USD ($)itemstore | Dec. 31, 2008USD ($) | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Apr. 13, 2017USD ($)item | Dec. 31, 2016USD ($) |
Commitment and Contingencies | |||||||||||||||||
Total | $ 19,887,113,000 | $ 19,887,113,000 | |||||||||||||||
2020 | 3,314,864,000 | 3,314,864,000 | |||||||||||||||
2021 | 2,886,181,000 | 2,886,181,000 | |||||||||||||||
2022 | 2,719,560,000 | 2,719,560,000 | |||||||||||||||
2023 | 2,020,662,000 | 2,020,662,000 | |||||||||||||||
2024 | 3,448,257,000 | 3,448,257,000 | |||||||||||||||
Thereafter | 5,497,589,000 | 5,497,589,000 | |||||||||||||||
Unrecognized tax benefits | 674,207,000 | 674,207,000 | $ 385,394,000 | $ 393,916,000 | $ 358,023,000 | ||||||||||||
Payment to acquire certain wireless licenses and related assets | 21,000,000,000 | ||||||||||||||||
FCC authorizations | $ 25,779,503,000 | $ 25,779,503,000 | 24,736,961,000 | ||||||||||||||
Number of spectrum bands | item | 4 | ||||||||||||||||
Interest rate (as a percent) | 7.75% | 7.75% | |||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Noncontrolling Interest in Variable Interest Entity | $ 10,000,000,000 | $ 10,000,000,000 | |||||||||||||||
Capitalized interest on FCC authorizations [Member] | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
FCC authorizations | $ 4,638,519,000 | 4,638,519,000 | $ 3,667,247,000 | ||||||||||||||
Asset Purchase Agreement | |||||||||||||||||
Sprint Asset Acquisition | |||||||||||||||||
Purchase price | $ 1,400,000,000 | ||||||||||||||||
Period after provisioning new or existing customers of prepaid business | 15 days | ||||||||||||||||
Period after final judgment | 5 days | ||||||||||||||||
Number of employees expected to transfer | employee | 480 | ||||||||||||||||
Right to terminate agreement, period | 12 months | ||||||||||||||||
Right to terminate agreement after closing of merger period | 90 days | ||||||||||||||||
Sellers right to terminate agreement, period | 90 days | ||||||||||||||||
Spectrum Purchase Agreement | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Period within which divesture to be completed after receipt of FCC approval | 3 years | ||||||||||||||||
Threshold divesture deadline extension period | 5 days | ||||||||||||||||
Period of spectrum divestiture extend | 60 days | ||||||||||||||||
Spectrum lease back period | 3 years | ||||||||||||||||
Decrease in purchase price due to failure to complete rebanding activities | $ 72,000,000 | ||||||||||||||||
Damages sought value in case of breach of agreement | 72,000,000 | ||||||||||||||||
Sprint Asset Acquisition | |||||||||||||||||
Purchase price | $ 3,590,000,000 | ||||||||||||||||
Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Expected expenditures for wireless projects | $ 500,000,000 | 500,000,000 | |||||||||||||||
Programming Contracts term | 10 years | ||||||||||||||||
Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Expected expenditures for wireless projects | $ 250,000,000 | 250,000,000 | |||||||||||||||
Programming Contracts term | 1 year | ||||||||||||||||
MVDDS Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of geographical license areas | item | 82 | ||||||||||||||||
MVDDS Licenses | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of geographical license areas | item | 214 | ||||||||||||||||
LMDS Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number Of Markets | item | 4 | ||||||||||||||||
Wireless | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Payment to acquire certain wireless licenses and related assets | 11,000,000,000 | ||||||||||||||||
Modified 700 MHz Final Build-out Requirement (as a percent) | 70.00% | ||||||||||||||||
H Block Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Payment to acquire certain wireless licenses and related assets | $ 1,672,000,000 | ||||||||||||||||
Number of wireless spectrum licenses | segment | 176 | ||||||||||||||||
H Block Licenses | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Final Build-out Requirement (as a percent) | 75.00% | ||||||||||||||||
700 MHz Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Payment to acquire certain wireless licenses and related assets | $ 712,000,000 | ||||||||||||||||
700 MHz Licenses | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 70.00% | ||||||||||||||||
700 MHz Licenses | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 20.00% | ||||||||||||||||
600 MHz Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of wireless spectrum licenses | item | 486 | ||||||||||||||||
Build-out requirement accelerated period | 2 years | ||||||||||||||||
Aggregate Bid Price | $ 6,211,000,000 | ||||||||||||||||
Licenses Renewal Period | 39 months | ||||||||||||||||
600 MHz Licenses | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 75.00% | 75.00% | |||||||||||||||
600 MHz Licenses | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 70.00% | 40.00% | |||||||||||||||
28 GHz and 24 GHz Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Aggregate Bid Price | $ 15,000,000 | 15,000,000 | |||||||||||||||
24 GHz Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percentage of signal coverage and service | 40.00% | ||||||||||||||||
AWS-4 Licenses | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 70.00% | ||||||||||||||||
AWS-4 Licenses | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 20.00% | ||||||||||||||||
AWS H Block licenses | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 70.00% | ||||||||||||||||
AWS H Block licenses | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Percent of coverage on available licensed geographic areas | 20.00% | ||||||||||||||||
AWS-4 Satellites | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 100.00% | ||||||||||||||||
DBSD North America and TerreStar Transactions | Wireless | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Purchase price | $ 2,860,000,000 | ||||||||||||||||
AWS-4 Final Build-out Requirement (as a percent) | 70.00% | ||||||||||||||||
DBSD North America and TerreStar Transactions | AWS-4 Satellites | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 100.00% | ||||||||||||||||
NTM Network | Spectrum Purchase Agreement | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Spectrum lease back period | 2 years | ||||||||||||||||
per-Pop rate | $ 68,000,000 | ||||||||||||||||
Northstar Spectrum And SNR Holdco | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Noncontrolling Interest in Variable Interest Entity | $ 10,000,000,000 | 10,000,000,000 | |||||||||||||||
Northstar Spectrum And SNR Holdco | AWS 3 Auction | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Percentage of bidding credit | 25.00% | ||||||||||||||||
Northstar Spectrum And SNR Holdco | AWS-3 Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interim Build-out Requirement (as a percent) | 40.00% | ||||||||||||||||
Final Build-out Requirement (as a percent) | 75.00% | ||||||||||||||||
Accelerated period to meet Final Build-Out Requirement on failure to meet Interim Build-Out Requirement | 2 years | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interim payment percentage | 15.00% | ||||||||||||||||
Re-Auction payment | $ 1,892,000,000 | ||||||||||||||||
Overpayment Of Interim Payment | 334,000,000 | ||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Noncontrolling Interest in Variable Interest Entity | $ 10,000,000,000 | $ 10,000,000,000 | |||||||||||||||
Northstar Wireless or Northstar Spectrum | Preferred Class A | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 100.00% | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | Northstar Manager LLC | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Controlling interest owned by other companies | 15.00% | ||||||||||||||||
Equity contribution | $ 133,000,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | American II | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 85.00% | ||||||||||||||||
Loan made | $ 69,000,000 | ||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Equity contribution | 7,621,000,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS 3 Auction | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interim Payment | $ 334,000,000 | ||||||||||||||||
Interim payment percentage | 15.00% | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | Northstar Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of wireless spectrum licenses | item | 261 | 261 | |||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Gross winning bids | $ 5,619,000,000 | ||||||||||||||||
Bidding credit value | $ 1,961,000,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS-3 Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Non-payment gross winning bids | 2,226,000,000 | $ 2,226,000,000 | |||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Gross winning bids | $ 7,845,000,000 | ||||||||||||||||
Percentage of bidding credit | 25.00% | ||||||||||||||||
Net winning bid | $ 5,884,000,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | SNR Licenses | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Percentage of bidding credit | 25.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Non-payment gross winning bids | $ 1,211,000,000 | $ 1,211,000,000 | |||||||||||||||
Interim payment percentage | 15.00% | ||||||||||||||||
Re-Auction payment | $ 1,029,000,000 | ||||||||||||||||
Overpayment Of Interim Payment | $ 182,000,000 | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 12.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 8.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | SNR Wireless Management LLC | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Controlling interest owned by other companies | 15.00% | ||||||||||||||||
Equity contribution | 93,000,000 | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American II | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Window of days for management to put its interest | 90 days | 30 days | |||||||||||||||
Additional days allowed for management to put its interest | 90 days | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American II | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 12.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American II | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 8.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American III | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of wireless spectrum licenses | item | 244 | 244 | |||||||||||||||
Loan made | $ 344,000,000 | ||||||||||||||||
Debt outstanding amount | $ 5,065,000,000 | 5,065,000,000 | |||||||||||||||
Principal amount of debt | $ 500,000,000 | 500,000,000 | |||||||||||||||
Window of days for management to put its interest | 90 days | 30 days | |||||||||||||||
Additional days allowed for management to put its interest | 90 days | ||||||||||||||||
Additional loan to pay gross winning bids | 344,000,000 | ||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Equity contribution | $ 5,590,000,000 | ||||||||||||||||
Gross winning bids | 4,271,000,000 | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American III | Preferred Class A | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number shares issued in conversion | item | 5,065,415 | ||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 12.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | American III | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interest rate (as a percent) | 12.00% | 12.00% | |||||||||||||||
SNR Wireless or SNR Wireless Holdco | American III | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interest rate (as a percent) | 6.00% | 6.00% | |||||||||||||||
SNR Wireless or SNR Wireless Holdco | AWS-3 Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Non-payment gross winning bids | 1,211,000,000 | $ 1,211,000,000 | |||||||||||||||
SNR Wireless or SNR Wireless Holdco | SNR Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interim Payment | 182,000,000 | ||||||||||||||||
Non-payment gross winning bids | $ 1,211,000,000 | 1,211,000,000 | |||||||||||||||
Interim payment percentage | 15.00% | ||||||||||||||||
Additional Bid Withdrawal Payment | $ 3,000,000 | ||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Gross winning bids | $ 5,482,000,000 | ||||||||||||||||
Percentage of bidding credit | 25.00% | ||||||||||||||||
Net winning bid | $ 4,112,000,000 | ||||||||||||||||
Bid withdrawal payment | $ 8,000,000 | ||||||||||||||||
Bidding credit value | $ 1,370,000,000 | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco Class B Interests [Member] | American III | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 85.00% | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco Class A Interests [Member] | American III | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Ownership percentage | 100.00% | ||||||||||||||||
Prior Arrangement | Northstar Licenses | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Non-payment gross winning bids | $ 2,226,000,000 | 2,226,000,000 | |||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Number of licenses returned | item | 84 | ||||||||||||||||
Prior Arrangement | SNR Wireless or SNR Wireless Holdco | SNR Licenses | |||||||||||||||||
Commitments relating to AWS-3 Auction | |||||||||||||||||
Number of licenses returned | item | 113 | ||||||||||||||||
Northstar Operative Agreement | Northstar Spectrum And SNR Holdco | American II | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Debt outstanding amount | $ 6,870,000,000 | $ 6,870,000,000 | |||||||||||||||
Northstar Operative Agreement | Northstar Wireless or Northstar Spectrum | American II | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Principal amount of debt | $ 500,000,000 | $ 500,000,000 | |||||||||||||||
Loan balance maturity period | 10 years | 7 years | |||||||||||||||
Removal of consent for unsecured financing and equipment financing | $ 25,000,000 | ||||||||||||||||
Northstar Operative Agreement | Northstar Wireless or Northstar Spectrum | American II | Preferred Class A | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number shares issued in conversion | 6,870,493 | ||||||||||||||||
Preferred stock quarterly distribution (as a percent) | 12.00% | ||||||||||||||||
Northstar Operative Agreement | Northstar Wireless or Northstar Spectrum | American II | Maximum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interest rate (as a percent) | 12.00% | 12.00% | |||||||||||||||
Northstar Operative Agreement | Northstar Wireless or Northstar Spectrum | American II | Minimum | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Interest rate (as a percent) | 6.00% | 6.00% | |||||||||||||||
SNR Operative Agreement | SNR Wireless or SNR Wireless Holdco | American III | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Loan balance maturity period | 10 years | 7 years | |||||||||||||||
Removal of consent for unsecured financing and equipment financing | $ 25,000,000 | ||||||||||||||||
Master Network Service Agreement | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Service receipt period | 2 years | ||||||||||||||||
Maximum Permitted Ownership Percent | 50.00% | ||||||||||||||||
service pass through costs and out of pocket expenses charging period | 36 months | ||||||||||||||||
Threshold Ownership Percentage Of Not Permitted Owners | 50.00% | ||||||||||||||||
Percentage Of Wireless Communication Business Assets Are Sold | 50.00% | ||||||||||||||||
Percentage Of Voting Power Or Economic Value Held By Restricted Persons | 50.00% | ||||||||||||||||
Provision For New User After Change Of Control | 6 months | ||||||||||||||||
Option Agreement | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Number of cell sites | item | 20,000 | ||||||||||||||||
Number of retail stores | store | 400 | ||||||||||||||||
Period in which cell sites are scheduled to be decommissioned | 5 years | ||||||||||||||||
Option agreement term | 5 years | ||||||||||||||||
Period after closing of prepaid business sale, transfer asset request is admissible | 1 year | ||||||||||||||||
Period within closing of prepaid business sale, required to offer nationwide postpaid retail mobile wireless service | 1 year | ||||||||||||||||
Period within entry of final judgment | 90 days | ||||||||||||||||
Period entry of final judgement of each 180 day | 180 days | ||||||||||||||||
Damages To Be Paid In Case Of Breach Of Agreement | $ 360,000,000 | ||||||||||||||||
Percentage of purchase price | 10.00% | ||||||||||||||||
Percentage of population served | 20.00% | ||||||||||||||||
Period in which at least 20% of population served to avoid payment of damages | 3 years | ||||||||||||||||
Status of negotiation period | 90 days | ||||||||||||||||
Threshold period for involvement of DOJ | 180 days | ||||||||||||||||
Term of final judgement from the date of its entry with the District Court. | 7 years | ||||||||||||||||
Term of final judgement if DOJ gives notice | 5 years | ||||||||||||||||
Spectrum Lease Period | 6 years | ||||||||||||||||
Option Agreement | AWS-4 Satellites | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Damages To Be Paid In Case Of Breach Of Agreement | $ 2,200,000,000 | ||||||||||||||||
Option Agreement | AWS-4 And 600 MHz | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Spectrum Lease Period | 6 years | ||||||||||||||||
FCC Wireless Bureau | Auction 1000 | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Payment to acquire certain wireless licenses and related assets | $ 1,500,000,000 | ||||||||||||||||
Payment of remaining balance of winning bid | $ 4,711,000,000 | ||||||||||||||||
Long-term debt obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | $ 14,670,946,000 | 14,670,946,000 | |||||||||||||||
2020 | 1,109,873,000 | 1,109,873,000 | |||||||||||||||
2021 | 2,008,318,000 | 2,008,318,000 | |||||||||||||||
2022 | 2,008,753,000 | 2,008,753,000 | |||||||||||||||
2023 | 1,508,891,000 | 1,508,891,000 | |||||||||||||||
2024 | 3,007,233,000 | 3,007,233,000 | |||||||||||||||
Thereafter | 5,027,878,000 | 5,027,878,000 | |||||||||||||||
Interest expense on long-term debt | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 3,309,472,000 | 3,309,472,000 | |||||||||||||||
2020 | 759,167,000 | 759,167,000 | |||||||||||||||
2021 | 662,545,000 | 662,545,000 | |||||||||||||||
2022 | 594,867,000 | 594,867,000 | |||||||||||||||
2023 | 438,519,000 | 438,519,000 | |||||||||||||||
2024 | 387,489,000 | 387,489,000 | |||||||||||||||
Thereafter | 466,885,000 | 466,885,000 | |||||||||||||||
Finance lease obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 233,199,000 | 233,199,000 | |||||||||||||||
2020 | 61,493,000 | 61,493,000 | |||||||||||||||
2021 | 67,911,000 | 67,911,000 | |||||||||||||||
2022 | 38,993,000 | 38,993,000 | |||||||||||||||
2023 | 35,478,000 | 35,478,000 | |||||||||||||||
2024 | 29,324,000 | 29,324,000 | |||||||||||||||
Interest expense on finance lease obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 50,201,000 | 50,201,000 | |||||||||||||||
2020 | 19,341,000 | 19,341,000 | |||||||||||||||
2021 | 14,699,000 | 14,699,000 | |||||||||||||||
2022 | 9,314,000 | 9,314,000 | |||||||||||||||
2023 | 5,464,000 | 5,464,000 | |||||||||||||||
2024 | 1,383,000 | 1,383,000 | |||||||||||||||
Satellite-related and other obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 187,426,000 | 187,426,000 | |||||||||||||||
2020 | 59,578,000 | 59,578,000 | |||||||||||||||
2021 | 55,928,000 | 55,928,000 | |||||||||||||||
2022 | 31,856,000 | 31,856,000 | |||||||||||||||
2023 | 22,918,000 | 22,918,000 | |||||||||||||||
2024 | 17,146,000 | 17,146,000 | |||||||||||||||
Operating lease obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 151,473,000 | 151,473,000 | |||||||||||||||
2020 | 62,331,000 | 62,331,000 | |||||||||||||||
2021 | 47,496,000 | 47,496,000 | |||||||||||||||
2022 | 23,746,000 | 23,746,000 | |||||||||||||||
2023 | 9,392,000 | 9,392,000 | |||||||||||||||
2024 | 5,682,000 | 5,682,000 | |||||||||||||||
Thereafter | 2,826,000 | 2,826,000 | |||||||||||||||
Purchase obligations | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Total | 1,284,396,000 | 1,284,396,000 | |||||||||||||||
2020 | 1,243,081,000 | 1,243,081,000 | |||||||||||||||
2021 | 29,284,000 | 29,284,000 | |||||||||||||||
2022 | $ 12,031,000 | $ 12,031,000 | |||||||||||||||
SNR Credit Agreement | SNR Wireless or SNR Wireless Holdco | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Loan made | $ 500,000,000,000 | ||||||||||||||||
SNR Credit Agreement | SNR Wireless or SNR Wireless Holdco | American III | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Loan made | $ 500,000,000 | ||||||||||||||||
Northstar Credit Agreement | Northstar Wireless or Northstar Spectrum | American II | |||||||||||||||||
Commitment and Contingencies | |||||||||||||||||
Loan made | $ 500,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Part 2 (Details) | Oct. 01, 2018USD ($) | Apr. 05, 2018USD ($) | May 22, 2017USD ($) | Sep. 23, 2016USD ($) | Aug. 18, 2015USD ($) | Dec. 23, 2013USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 12, 2020USD ($) | Sep. 27, 2019USD ($) | Aug. 12, 2019patent | Jun. 05, 2017USD ($) | Feb. 10, 2016patent |
Loss contingencies | |||||||||||||||||
Total rent expense for operating leases | $ 273,000,000 | $ 383,000,000 | $ 407,000,000 | ||||||||||||||
Network Development Future Expenditures | 10,000,000,000 | ||||||||||||||||
Litigation Expense | $ 295,695,000 | ||||||||||||||||
Aggregate bids totaled | 7,560,000,000 | ||||||||||||||||
Loss contingency terms | |||||||||||||||||
Number Of Patents | patent | 2 | 4 | |||||||||||||||
ClearPlay | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Claim amount | 543,000,000 | ||||||||||||||||
Minimum | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Wireless Projects Future Expenditures | 250,000,000 | ||||||||||||||||
Maximum | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Wireless Projects Future Expenditures | $ 500,000,000 | ||||||||||||||||
Northstar Spectrum And SNR Holdco | AWS-3 Licenses | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Interim Build-out Requirement (as a percent) | 40.00% | ||||||||||||||||
Final Build-out Requirement (as a percent) | 75.00% | ||||||||||||||||
Accelerated period to meet Final Build-Out Requirement on failure to meet Interim Build-Out Requirement | 2 years | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS-3 Licenses | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Percentage Of Bidding Credit | 25.00% | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS-3 Licenses | Vermont National Telephone Company | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Percentage Of Bidding Credit | 25.00% | ||||||||||||||||
Recovery amount | $ 10,000,000,000 | ||||||||||||||||
Bidding Credit | 3,300,000,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS-3 Licenses | Minimum | Vermont National Telephone Company | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Claim amount | 5,500 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | AWS-3 Licenses | Maximum | Vermont National Telephone Company | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Claim amount | $ 11,000 | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | SNR Licenses | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Percentage Of Bidding Credit | 25.00% | ||||||||||||||||
Northstar Wireless or Northstar Spectrum | Northstar Licenses | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Bidding Credit | $ 1,961,000,000 | ||||||||||||||||
SNR Wireless or SNR Wireless Holdco | SNR Licenses | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Percentage Of Bidding Credit | 25.00% | ||||||||||||||||
Bidding Credit | $ 1,370,000,000 | ||||||||||||||||
Telemarketing Litigation | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Period of injunctive relief sought from placing any outbound telemarketing calls to market or promote its goods or services | 5 years | ||||||||||||||||
Do Not Call Litigation | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Number Of Telemarketing Calls | item | 51,119 | ||||||||||||||||
Litigation Per Call Damages | $ 400 | ||||||||||||||||
Krakauer Action | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Litigation Expense | $ 41,000,000 | $ 20,000,000 | |||||||||||||||
Third party number of call made in case trebled damages per call | $ 1,200 | ||||||||||||||||
Settlement amount awarded to other party | $ 61,000,000 | ||||||||||||||||
Krakauer Action | Other Accrued Expense | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Litigation accrual | 61,000,000 | ||||||||||||||||
Litigation With Turner Network Sales Inc | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Claim amount | $ 159,000,000 | ||||||||||||||||
Claimed interest | $ 24,000,000 | ||||||||||||||||
License fee payment | $ 20,000,000 | ||||||||||||||||
Remaining claims, incremental exposure | $ 118,000,000 | ||||||||||||||||
Incremental exposure interest | $ 30,000,000 | ||||||||||||||||
DISH Network L.L.C. | Telemarketing Litigation | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Damages awarded to state and federal plaintiff | $ 280,000,000 | ||||||||||||||||
Litigation Expense | $ 255,000,000 | $ 25,000,000 | |||||||||||||||
DISH Network L.L.C. | Telemarketing Litigation | Other Accrued Expense | |||||||||||||||||
Loss contingencies | |||||||||||||||||
Litigation accrual | $ 280,000,000 | $ 280,000,000 | |||||||||||||||
DISH Network L.L.C. | Do Not Call Litigation | |||||||||||||||||
Loss contingency terms | |||||||||||||||||
Claim amount | $ 270,000,000 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment information | |||||||||||
Number of primary operating business units | segment | 2 | ||||||||||
Total assets | $ 33,230,935 | $ 30,587,012 | $ 33,230,935 | $ 30,587,012 | |||||||
Revenues | 3,240,865 | $ 3,168,363 | $ 3,211,312 | $ 3,187,144 | 3,306,829 | $ 3,395,141 | $ 3,460,845 | $ 3,458,487 | 12,807,684 | 13,621,302 | $ 14,391,375 |
Depreciation and amortization | 630,577 | 712,024 | 817,564 | ||||||||
Operating income (loss) | 522,952 | 468,892 | 430,732 | 456,300 | 482,752 | 562,703 | 572,660 | 529,506 | 1,878,876 | 2,147,621 | 1,567,765 |
Interest income | 77,214 | 44,759 | 41,006 | ||||||||
Interest expense, net of amounts capitalized | (23,687) | (15,006) | (63,172) | ||||||||
Other, net | 11,524 | 11,801 | 104,488 | ||||||||
Income tax (provision) benefit, net | (451,358) | (533,684) | 515,320 | ||||||||
Net income (loss) | 413,547 | $ 377,157 | $ 340,566 | $ 361,299 | 357,286 | $ 452,598 | $ 460,286 | $ 385,321 | 1,492,569 | 1,655,491 | 2,165,407 |
United States | |||||||||||
Segment information | |||||||||||
Revenues | 12,759,909 | 13,578,254 | 14,351,558 | ||||||||
Canada And Mexico | |||||||||||
Segment information | |||||||||||
Revenues | 47,775 | 43,048 | 39,817 | ||||||||
Pay-TV | |||||||||||
Segment information | |||||||||||
Revenues | 12,810,248 | 13,621,198 | 14,391,375 | ||||||||
Depreciation and amortization | 621,810 | 698,336 | 788,237 | ||||||||
Operating income (loss) | 1,961,700 | 2,187,675 | 1,759,130 | ||||||||
Interest income | 1,588,023 | 1,495,371 | 1,306,298 | ||||||||
Interest expense, net of amounts capitalized | (988,295) | (1,013,062) | (1,068,231) | ||||||||
Other, net | 10,940 | 8,957 | 104,482 | ||||||||
Income tax (provision) benefit, net | (615,664) | (650,858) | (473,370) | ||||||||
Net income (loss) | 1,956,705 | 2,028,083 | 1,628,309 | ||||||||
Pay-TV | Operating segment | |||||||||||
Segment information | |||||||||||
Total assets | 31,531,612 | 28,981,608 | 31,531,612 | 28,981,608 | |||||||
Wireless | |||||||||||
Segment information | |||||||||||
Revenues | 1,673 | 580 | |||||||||
Depreciation and amortization | 8,767 | 13,688 | 29,327 | ||||||||
Operating income (loss) | (82,824) | (40,054) | (191,365) | ||||||||
Interest expense, net of amounts capitalized | (546,201) | (452,556) | (260,233) | ||||||||
Other, net | 584 | 2,844 | 6 | ||||||||
Income tax (provision) benefit, net | 164,306 | 117,174 | 988,690 | ||||||||
Net income (loss) | (464,136) | (372,592) | 537,098 | ||||||||
Wireless | Operating segment | |||||||||||
Segment information | |||||||||||
Total assets | 25,686,381 | 24,433,458 | 25,686,381 | 24,433,458 | |||||||
All Other and Eliminations | |||||||||||
Segment information | |||||||||||
Revenues | (4,237) | (476) | |||||||||
Interest income | (1,510,809) | (1,450,612) | (1,265,292) | ||||||||
Interest expense, net of amounts capitalized | 1,510,809 | 1,450,612 | 1,265,292 | ||||||||
All Other and Eliminations | Other and Eliminations | |||||||||||
Segment information | |||||||||||
Total assets | $ (23,987,058) | $ (22,828,054) | (23,987,058) | (22,828,054) | |||||||
Pay-TV video and related revenue | |||||||||||
Segment information | |||||||||||
Revenues | 12,436,637 | 13,197,994 | 13,877,196 | ||||||||
Broadband revenue | |||||||||||
Segment information | |||||||||||
Revenues | 179,805 | 258,094 | 383,216 | ||||||||
Equipment sales and other revenue | |||||||||||
Segment information | |||||||||||
Revenues | $ 191,242 | $ 165,214 | $ 130,963 |
Contract Balances - Valuation A
Contract Balances - Valuation And Qualifying Accounts Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Contract Balances | |||
Allowance for Doubtful Accounts Receivable, Beginning Balance | $ 16,966 | $ 15,511 | $ 18,399 |
Charged to Costs and Expenses | 69,866 | 98,575 | 124,126 |
Deductions | 67,552 | 97,120 | 127,014 |
Allowance for Doubtful Accounts Receivable, Ending Balance | $ 19,280 | $ 16,966 | $ 15,511 |
Contract Balances - Deferred Re
Contract Balances - Deferred Revenues (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Contract Balances | |
Balance at Beginning of Period | $ 635,018 |
Recognition of unearned revenue | (7,197,364) |
Deferral of revenue | 7,175,618 |
Balance at End of Period | $ 613,272 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Data (Unaudited) | |||||||||||
Revenues | $ 3,240,865 | $ 3,168,363 | $ 3,211,312 | $ 3,187,144 | $ 3,306,829 | $ 3,395,141 | $ 3,460,845 | $ 3,458,487 | $ 12,807,684 | $ 13,621,302 | $ 14,391,375 |
Operating income (loss) | 522,952 | 468,892 | 430,732 | 456,300 | 482,752 | 562,703 | 572,660 | 529,506 | 1,878,876 | 2,147,621 | 1,567,765 |
Net income (loss) | 413,547 | 377,157 | 340,566 | 361,299 | 357,286 | 452,598 | 460,286 | 385,321 | 1,492,569 | 1,655,491 | 2,165,407 |
Net income (loss) attributable to DISH Network | $ 389,404 | $ 353,304 | $ 317,043 | $ 339,761 | $ 337,080 | $ 431,734 | $ 438,717 | $ 367,560 | $ 1,399,512 | $ 1,575,091 | $ 2,098,689 |
Basic net income (loss) per share attributable to DISH Network (in dollars per share) | $ 0.77 | $ 0.74 | $ 0.68 | $ 0.73 | $ 0.72 | $ 0.92 | $ 0.94 | $ 0.79 | $ 2.92 | $ 3.37 | $ 4.50 |
Diluted net income (loss) per share attributable to DISH Network (in dollars per share) | $ 0.69 | $ 0.66 | $ 0.60 | $ 0.65 | $ 0.64 | $ 0.82 | $ 0.83 | $ 0.70 | $ 2.60 | $ 3 | $ 4.07 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | Aug. 19, 2016 | Jul. 31, 2016 | Dec. 21, 2012 | Oct. 02, 2012 | Feb. 28, 2019 | Mar. 31, 2017 | Jul. 31, 2016 | May 31, 2012 | Jan. 31, 2012item | Dec. 31, 2014USD ($) | Mar. 31, 2013item | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2011USD ($) | Dec. 31, 2009item | Dec. 31, 2008item |
Related Party Transactions | |||||||||||||||||
Trade accounts receivable | $ 588,358 | $ 639,855 | |||||||||||||||
Trade accounts payable | 280,645 | 233,753 | |||||||||||||||
Subscriber-related expenses | 994,526 | 769,307 | $ 1,204,261 | ||||||||||||||
Satellite and transmission expenses | 447,811 | 576,568 | 658,017 | ||||||||||||||
General and Administrative Expense | 793,480 | 725,601 | 687,054 | ||||||||||||||
Capital contribution recorded in additional paid-in-capital for tax credits related to tax-sharing agreement | 1,000 | 1,000 | |||||||||||||||
Noncontrolling interests | (449) | (1,499) | |||||||||||||||
Net book value of asset | $ 10,054 | ||||||||||||||||
Maximum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Additional renewal option | 8 years | ||||||||||||||||
Minimum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Additional renewal option | 1 year | ||||||||||||||||
American Fork Occupancy License Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 5 years | ||||||||||||||||
EchoStar XVI | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
Professional Services Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Automatic Renewal Period | 1 year | ||||||||||||||||
Hughes Broadband Distribution Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
Hughes Broadband Distribution Agreement | Minimum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 180 days | ||||||||||||||||
EchoStar | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Trade accounts receivable | $ 1,000 | 4,000 | |||||||||||||||
Trade accounts payable | 10,000 | 14,000 | |||||||||||||||
Equipment sales and other revenue | 6,000 | 8,000 | 3,000 | ||||||||||||||
Subscriber-related expenses | 25,000 | 42,000 | 71,000 | ||||||||||||||
Satellite and transmission expenses | 172,000 | 315,000 | 353,000 | ||||||||||||||
General and administrative expenses - EchoStar | $ 20,000 | 21,000 | 29,000 | ||||||||||||||
EchoStar | El Paso Lease Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of consecutive three year renewal options | item | 4 | ||||||||||||||||
Term of renewal option | 3 years | ||||||||||||||||
EchoStar | 90 Inverness Lease Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of renewal options | item | 4 | ||||||||||||||||
Term of renewal option | 3 years | ||||||||||||||||
EchoStar | Cheyenne Lease Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of renewal options | item | 12 | ||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
EchoStar | Gilbert Lease Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of renewal options | item | 12 | ||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
EchoStar | Collocation And Antenna Space Agreements | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of renewal options | item | 4 | ||||||||||||||||
Term of renewal option | 3 years | ||||||||||||||||
Notice period for termination of agreement | 180 days | ||||||||||||||||
EchoStar | EchoStar XVI | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 5 years | ||||||||||||||||
Agreement term | 4 years | ||||||||||||||||
Additional term of renewal option | 5 years | ||||||||||||||||
EchoStar | Nimiq 5 Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Agreement term | 15 years | ||||||||||||||||
Number of DBS transponders available to receive services | item | 32 | ||||||||||||||||
EchoStar | DISH Nimiq 5 Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Agreement term | 10 years | ||||||||||||||||
Number of DBS transponders currently used | item | 32 | ||||||||||||||||
EchoStar | QuetzSat-1 Lease Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Agreement term | 10 years | ||||||||||||||||
Number of DBS transponders available to receive services | item | 32 | ||||||||||||||||
EchoStar | QuetzSat-1 Transponder Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of DBS transponders currently used | item | 24 | ||||||||||||||||
Number of transponders subleased | item | 5 | ||||||||||||||||
EchoStar | 103 degree orbital location member | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Agreement term | 10 years | ||||||||||||||||
EchoStar | 2012 TT&C Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of one year renewal options | item | 4 | ||||||||||||||||
Extension of initial term | 1 year | ||||||||||||||||
Minimum required notice period for termination by the reporting entity | 12 months | ||||||||||||||||
EchoStar | Professional Services Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Automatic renewal period | 1 year | ||||||||||||||||
Notice period for termination of agreement | 60 days | ||||||||||||||||
Minimum notice period for termination of a specific service | 30 days | ||||||||||||||||
EchoStar | Patent Cross-License Agreements | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Payments to third party | $ 10,000 | ||||||||||||||||
Payments to third party by related party under extension option | $ 3,000 | ||||||||||||||||
EchoStar | Rovi License Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Agreement term | 10 years | ||||||||||||||||
Amount paid to related party | $ 0 | ||||||||||||||||
EchoStar | Tax Sharing Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Net amount of the allocated tax attributes payable | $ 84,000 | ||||||||||||||||
EchoStar | T2 Development Agreement | T2 satellite | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Selling rights to use equipments to related party | $ 55,000 | ||||||||||||||||
EchoStar | Prior TT&C Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
HNS | Collocation And Antenna Space Agreements | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Number of renewal options | item | 4 | ||||||||||||||||
Term of renewal option | 3 years | ||||||||||||||||
Notice period for termination of agreement | 90 days | ||||||||||||||||
Agreement term from commencement of service date | 5 years | ||||||||||||||||
HNS | Collocation And Antenna Space Agreements | Maximum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 120 days | ||||||||||||||||
HNS | Hughes Broadband Sales Agency Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Automatic renewal period | 1 year | ||||||||||||||||
Notice period for termination of agreement | 90 days | ||||||||||||||||
Agreement term | 5 years | ||||||||||||||||
HNS | Hughes Broadband Master Services Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Broadband equipment purchased from related parties | $ 14,000 | $ 21,000 | $ 22,000 | ||||||||||||||
HNS | Hughes Equipment and Services Agreement | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
Minimum required notice period for termination of agreement by related party | 180 days | ||||||||||||||||
Agreement term | 5 years | ||||||||||||||||
Minimum required notice period for termination by the reporting entity | 365 days | ||||||||||||||||
Master Transaction Agreement | EchoStar | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 12 months | ||||||||||||||||
Master Transaction Agreement | EchoStar | Minimum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 90 days | ||||||||||||||||
Master Transaction Agreement | HNS | Collocation And Antenna Space Agreements | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Term of renewal option | 1 year | ||||||||||||||||
Master Transaction Agreement | HNS | Collocation And Antenna Space Agreements | Maximum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 120 days | ||||||||||||||||
Master Transaction Agreement | HNS | Collocation And Antenna Space Agreements | Minimum | |||||||||||||||||
Related Party Transactions | |||||||||||||||||
Notice period for termination of agreement | 90 days |
Related Party Transactions - Pa
Related Party Transactions - Part 2 (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 | |
Related Party Transactions | ||||
Revenue from related party | $ 12,356 | $ 6,653 | $ 5,885 | |
NagraStar | ||||
Related Party Transactions | ||||
Ownership interest (as a percent) | 50.00% | |||
Purchases from related party | 56,284 | 72,162 | 71,167 | |
Amounts payable to related party | 9,630 | 9,871 | ||
Commitments to related party | $ 4,893 | 3,888 | ||
Dish Mexico | ||||
Related Party Transactions | ||||
Ownership interest (as a percent) | 49.00% | |||
Amounts receivable from related party | $ 7,057 | 1,370 | ||
Dish Mexico | Digital receivers and related components | ||||
Related Party Transactions | ||||
Revenue from related party | 1,227 | 1,891 | ||
Dish Mexico | Satellite Capacity | ||||
Related Party Transactions | ||||
Revenue from related party | 6,736 | |||
Dish Mexico | Uplink Services | ||||
Related Party Transactions | ||||
Revenue from related party | $ 5,620 | $ 5,426 | $ 3,994 |