Exhibit 5.1
January 2, 2024
EchoStar Corporation
100 Inverness Terrace East
Englewood, Colorado 80112
(303) 723-1000
Re: Post-effective Amendment on Form S-8 to the Registration Statement on Form S-4
Ladies and Gentlemen:
I am Chief Legal Officer and Secretary of EchoStar Corporation, a Nevada corporation (“EchoStar”). I have acted as counsel in connection with Post-effective Amendment No. 1 on Form S-8 to the Registration Statement on Form S-4 ( the “Registration Statement”), which EchoStar has filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Act”), relating to the registration (the “Share Registration”) of 10,261,858 shares (the “Shares”) of Class A common stock, par value $0.001 per share, of EchoStar (the “Class A Common Stock”), issuable under the DISH Network Corporation 2019 Stock Incentive Plan (the “2019 Plan”) the DISH Network Corporation 2001 Stock Incentive Plan (the “2001 Plan”) and the Amended and Restated DISH Network Corporation Nonemployee Director Stock Option Plan (the “Nonemployee Director Plan”).
I have reviewed originals, or copies certified or otherwise identified to my satisfaction as copies of originals, of the various proceedings taken by EchoStar to authorize the Share Registration, and I have examined such other agreements, instruments, documents and corporate records of EchoStar as I have deemed necessary or appropriate in order to deliver this opinion.
Upon the basis of such examination, I am of the opinion that, the Shares have been duly authorized, and, when and to the extent issued in accordance with all applicable terms and conditions set forth in the 2019 Plan, the 2001 Plan or the Nonemployee Director Plan, as applicable, including payment in full to EchoStar of all consideration required therefor under the terms of the 2019 Plan, the 2001 Plan or the Nonemployee Director Plan, as applicable, as described in the Registration Statement, the Shares will be validly issued, fully paid and nonassessable.
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement. In giving this consent, I do not thereby admit that I am within the category of persons whose consent is required under Section 7 of the Act. This opinion speaks as of its date, and I undertake no obligation to update this opinion.
| Very truly yours, | |
| /s/ Dean A. Manson | |
| Dean A. Manson | |
| Chief Legal Officer and Secretary |