-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TVAhMIC/Vuee3yw3OYorqiud0zio3mWlrb6txs8/ZYbGIeUuE6MNuWcJKnc+eZit b58vsDsIhulTl6R83yvL6g== 0000950137-03-002787.txt : 20030509 0000950137-03-002787.hdr.sgml : 20030509 20030509173019 ACCESSION NUMBER: 0000950137-03-002787 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030509 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ECHOSTAR COMMUNICATIONS CORP CENTRAL INDEX KEY: 0001001082 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 880336997 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26176 FILM NUMBER: 03691156 BUSINESS ADDRESS: STREET 1: 5701 SOUTH SANTA FE DRIVE CITY: LITTLETON STATE: CO ZIP: 80120 BUSINESS PHONE: 3037231000 MAIL ADDRESS: STREET 1: 5701 SOUTH SANTA FE DRIVE CITY: LITTLETON STATE: CO ZIP: 80120 8-K 1 d05741e8vk.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - -------------------------------------------------------------------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2003 ECHOSTAR COMMUNICATIONS CORPORATION (Exact name of registrant as specified in charter) NEVADA 0-26176 88-0336997 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5701 S. SANTA FE DRIVE LITTLETON, COLORADO 80120 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (303) 723-1000 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits
Exhibit Number Description - -------------- ----------- 99.1 Press Release dated May 6, 2003 announcing financial results for the fiscal quarter ended March 31, 2003
ITEM 9. REGULATION FD DISCLOSURE The information furnished under this "Item 9. Regulation FD Disclosure" is provided under "Item 12. Results of Operations and Financial Condition". The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. On May 6, 2003 EchoStar Communications Corporation issued a press release announcing its financial results for the fiscal quarter ended March 31, 2003. A copy of the press release is furnished herewith as Exhibit 99.1. The press release includes the non-GAAP financial measures EBITDA and free cash flow from operations. EchoStar's management uses EBITDA as a measurement of operating efficiency and overall financial performance and believes EBITDA can be a helpful measure for evaluating companies in the multi-channel video programming distribution industry. Conceptually, EBITDA measures the amount of income generated each period that could be used to service debt, pay taxes and fund capital expenditures because EBITDA is independent of the actual leverage and capital expenditures employed by the business. It should be recognized that EBITDA does not represent cash provided or used by operating activities. Management utilizes free cash flow from operations as a measure of operating efficiency to determine the amount of cash remaining for general corporate and strategic purposes after funding operating activities and capital expenditures. Management believes this information is helpful to investors to determine the Company's cash available for these purposes. Free cash flow from operations for any given period may be affected by a variety of factors, including but not limited to, changes in assets and liabilities and the timing of purchases and payments. EBITDA and free cash flow from operations are supplemental non-GAAP measures and should not be considered in isolation or as substitutes for measures of performance prepared in accordance with generally accepted accounting principles. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ECHOSTAR COMMUNICATIONS CORPORATION (Registrant) Dated: May 9, 2003 By: /s/ Michael R. McDonnell ---------------------------- Michael R. McDonnell Senior Vice President and Chief Financial Officer INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99.1 Press Release dated May 6, 2003 announcing financial results for the fiscal quarter ended March 31, 2003.
EX-99.1 3 d05741exv99w1.txt PRESS RELEASE EXHIBIT 99.1 ECHOSTAR REPORTS FIRST QUARTER 2003 FINANCIAL RESULTS ECHOSTAR'S DISH NETWORK ADDS 350,000 NET NEW SUBSCRIBERS LITTLETON, COLO., MAY 6, 2003 - EchoStar Communications Corporation (NASDAQ: DISH) today reported that its DISH Network(TM) satellite television service added approximately 350,000 net new subscribers during the first quarter of 2003. DISH Network had approximately 8.53 million subscribers as of March 31, 2003. For the quarter ended March 31, 2003, EchoStar reported total revenue of $1.36 billion, a 23 percent increase compared to $1.10 billion for the corresponding period in 2002. EBITDA totaled $277 million, an improvement of $100 million compared to $177 million for the corresponding period in 2002. Free cash flow from operations totaled $125 million for the quarter ended March 31, 2003, an improvement of $36 million compared to $89 million for the corresponding period in 2002. EchoStar's net income totaled $58 million for the quarter ended March 31, 2003, compared to a net loss of $35 million during the corresponding period in 2002. Earnings per share were $0.12 for the quarter ended March 31, 2003, compared to a loss per share of $0.20 during the corresponding period in 2002. Loss per share for the quarter ended March 31, 2002, included the effects of certain non-cash accounting charges related to the Vivendi Universal equity investment. It is important to note that EBITDA and Free Cash Flow from operations are supplemental non-GAAP measures. EBITDA is defined as "operating income (loss)" plus "depreciation and amortization." EBITDA does not represent cash provided or used by operating activities. Free cash flow from operations is defined as "net cash flows from operating activities" less "purchases of property and equipment." The following table reconciles EBITDA to the company's consolidated financial statements, as reported in our form 10-Q for the quarter ended March 31, 2003:
QUARTER ENDED MARCH 31, 2002 2003 ---------- ---------- Operating income ........................... $ 95,279 $ 178,748 Depreciation and amortization ......... 81,537 98,166 ---------- ---------- EBITDA .................................... $ 176,816 $ 276,914 ========== ==========
The following table reconciles free cash flow from operations to the company's consolidated financial statements, as reported in our form 10-Q for the quarter ended March 31, 2003:
QUARTER ENDED MARCH 31, 2002 2003 ---------- ---------- Net cash flows from operating activities ... $ 191,836 $ 185,009 Purchases of property and equipment ........ (102,910) (59,645) ---------- ---------- Free cash flow from operations ............. $ 88,926 $ 125,364 ========== ==========
EXHIBIT 99.1 Statement under the Private Securities Litigation Reform Act of 1995: All statements contained herein, as well as statements made in press releases and oral statements that may be made by us or by officers, directors or employees acting on our behalf, that are not statements of historical fact constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Among the factors that could cause our actual results to differ materially are the following: a total or partial loss of one or more satellites due to operational failures, space debris or otherwise; delays in the construction of our ninth satellite; unsuccessful deployment of future satellites; inability to settle outstanding claims with insurers; a decrease in sales of digital equipment and related services to international direct-to-home service providers; a decrease in DISH Network subscriber growth; an increase in subscriber turnover; an increase in subscriber acquisition costs; inability to obtain certain retransmission consents; our inability to retain necessary authorizations from the FCC; an inability to obtain patent licenses from holders of intellectual property or redesign our products to avoid patent infringement; an increase in competition from cable as a result of advanced digital cable or otherwise, direct broadcast satellite, other satellite system operators, and other providers of subscription television services; future acquisitions, business combinations, strategic partnerships and divestitures; the introduction of new technologies and competitors into the subscription television business; a change in the regulations governing the subscription television service industry; the outcome of any litigation in which we may be involved; general business and economic conditions; and other risk factors described from time to time in our reports and statements filed with the Securities and Exchange Commission. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements that include the terms "believes," "belief," "expects," "plans," "anticipates," "intends" or the like to be uncertain and forward-looking. All cautionary statements made herein should be read as being applicable to all forward-looking statements wherever they appear. In this connection, investors should consider the risks described herein and should not place undue reliance on any forward-looking statements. EchoStar Communications Corporation and its DISH Network satellite TV system provide over 500 channels of digital video and CD-quality audio programming as well as advanced satellite TV receiver hardware and installation nationwide. EchoStar is included in the Nasdaq-100 Index (NDX) which contains the largest non-financial companies on the Nasdaq Stock Market. Visit EchoStar's Investor Relations website at www.echostar.com. DISH Network currently serves over 8.53 million customers in the United States. DISH Network is located on the Internet at www.dishnetwork.com. FOR MORE INFORMATION ABOUT ECHOSTAR, VISIT THE INVESTOR RELATIONS SECTION OF OUR WEBSITE AT www.echostar.com. CONTACT: Jason Kiser, Investor Relations, 303-723-2210, jason.kiser@echostar.com Marc Lumpkin, Corporate Communications, 303-723-2020, marc.lumpkin@echostar.com # # # -----END PRIVACY-ENHANCED MESSAGE-----