-----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, EOzfJD/GOg4CVJGbcMepmdavf6DeGwOrTMVXvMFZkonqgZ1hx+82vxHvyVxbQ50a nnsz8iXpS+NIYhsGw5h6cA== 0001001082-09-000021.txt : 20090813 0001001082-09-000021.hdr.sgml : 20090813 20090813170422 ACCESSION NUMBER: 0001001082-09-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090812 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090813 DATE AS OF CHANGE: 20090813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DISH Network 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: 091011215 BUSINESS ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037231000 MAIL ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: ECHOSTAR COMMUNICATIONS CORP DATE OF NAME CHANGE: 19950919 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DISH DBS CORP CENTRAL INDEX KEY: 0001042642 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 841328967 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-31929 FILM NUMBER: 091011216 BUSINESS ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037231277 MAIL ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: ECHOSTAR DBS CORP DATE OF NAME CHANGE: 19970717 8-K 1 dishnetwork8_k.htm DISH DBS SENIOR NOTES dishnetwork8_k.htm
 

 


 
 
 
 
 
UNITED STATES
 
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):  August 12, 2009
 
DISH NETWORK CORPORATION
(Exact name of registrant as specified in its charter)
         
NEVADA
(State or other jurisdiction of incorporation)
 
0-26176
(Commission File Number)
 
88-0336997
(IRS Employer
Identification No.)

     
9601 SOUTH MERIDIAN BLVD.
ENGLEWOOD, COLORADO
(Address of principal executive offices)
 
80112
(Zip Code)
 
(303) 723-1000
(Registrant’s telephone number, including area code)
 
DISH DBS CORPORATION
(Exact name of registrant as specified in its charter)
         
COLORADO
(State or other jurisdiction of incorporation)
 
333-31929
(Commission File Number)
 
84-1328967
(IRS Employer
Identification No.)

     
9601 SOUTH MERIDIAN BLVD.
ENGLEWOOD, COLORADO
(Address of principal executive offices)
 
80112
(Zip Code)
 
(303) 723-1000
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 

 
1

 

 
 
     On August 12, 2009, DISH Network Corporation (NASDAQ: “DISH”) announced that its subsidiary, DISH DBS Corporation, priced an offering of $1 billion aggregate principal amount of debt securities at an issue price of 97.467%. The debt securities will be issued as 7.875% Senior Notes due 2019.  The net proceeds of the offering are intended to be used for general corporate purposes.

    The offering is expected to close on August 17, 2009, subject to customary conditions.
 
    DISH DBS Corporation placed the notes in a private placement under Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
 
   Certain statements incorporated herein by reference may be forward-looking statements, which may involve a number of risks and uncertainties that could cause actual events or results to differ materially from those described.  Neither DISH Network Corporation nor DISH DBS Corporation undertake any obligation to update forward-looking statements.
 
     See Press Release, dated August 12, 2009, “DISH Network Places Offering of $1 Billion in Senior Notes” attached hereto as Exhibit 99.1.
 
 
     (d) Exhibits.
 
Exhibit 99.1 Press Release “DISH Network Places Offering of $1 Billion in Senior Notes” dated August 12, 2009

 
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     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
         
 
DISH NETWORK CORPORATION
DISH DBS CORPORATION
 
 
Date:  August 13, 2009 
By:  
/s/ R. Stanton Dodge                         
 
   
R. Stanton Dodge
 
   
Executive Vice President, General Counsel and Secretary 
 
 

 

 
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Exhibit 99.1
 
Press Release “DISH Network Places Offering of $1 Billion in Senior Notes” dated August 12, 2009

 
4

 
EX-99.1 CHARTER 2 exhibit99_1.htm PRESS RELEASE exhibit99_1.htm

 
Exhibit 99.1
DISH Network Places Offering of $1 Billion in Senior Notes

ENGLEWOOD, Colo.—(BUSINESS WIRE)—August 12, 2009—DISH Network Corporation (NASDAQ: DISH) today announced that its subsidiary, DISH DBS Corporation, has priced an offering of $1 billion aggregate principal amount of debt securities at an issue price of 97.467%. The debt securities will be issued as 7.875% Senior Notes due 2019.  The net proceeds of the offering are intended to be used for general corporate purposes.

The offering is expected to close on August 17, 2009, subject to customary conditions.

DISH DBS Corporation placed the notes in a private placement under Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.   This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the notes, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer solicitation or sale would be unlawful.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Except for historical information contained herein, the matters set forth in this press release are forward-looking statements. The forward-looking statements set forth above involve a number of risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed in DISH Network Corporation’s Disclosure Regarding Forward-Looking Statements included in its recent filings with the Securities and Exchange Commission, including its annual report on Form 10-K and its most recent quarterly report on Form 10-Q. The forward-looking statements speak only as of the date made, and DISH Network Corporation expressly disclaims any obligation to update these forward-looking statements.

About DISH Network
DISH Network Corporation (Nasdaq: DISH), the nation’s HD leader, provides approximately 13.610 million satellite TV customers as of June 30, 2009 with the highest quality programming and technology at the best value, including the lowest all-digital price nationwide. Customers have access to hundreds of video and audio channels, the most HD channels, the most international channels, state-of-the-art interactive TV applications, and award-winning HD and DVR technology including 1080p Video on Demand and the ViP((R)) 722 HD DVR, a CNET and PC Magazine “Editors’ Choice.” DISH Network is included in the Nasdaq-100 Index (NDX) and is a Fortune 250 company. Visit www.dishnetwork.com.

Contact:
Jason Kiser (Investor Relations), 303-723-2210, jason.kiser@dishnetwork.com
 

 

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