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Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities
12 Months Ended
Dec. 31, 2014
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities  
Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities

4.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,

 

 

 

2014

 

2013

 

 

 

(In thousands)

 

Marketable investment securities:

 

 

 

 

 

Current marketable investment securities

 

$

1,401,145 

 

$

4,117,326 

 

Restricted marketable investment securities (1)

 

76,970 

 

63,902 

 

Total marketable investment securities

 

1,478,115 

 

4,181,228 

 

 

 

 

 

 

 

Restricted cash and cash equivalents (1)

 

10,014 

 

18,878 

 

 

 

 

 

 

 

Other investment securities:

 

 

 

 

 

Investment in EchoStar preferred tracking stock - cost method (2)

 

228,795 

 

 

Investment in HSSC preferred tracking stock - cost method (2)

 

87,409 

 

 

Other investment securities - cost method (2)

 

11,046 

 

5,396 

 

Total marketable investment securities and restricted cash and cash equivalents

 

$

1,815,379 

 

$

4,205,502 

 

 

(1)

Restricted marketable investment securities and restricted cash and cash equivalents are included in “Restricted cash and marketable investment securities” on our Consolidated Balance Sheets.

(2)

Other investment securities are included in “Other noncurrent assets, net” on our Consolidated Balance Sheets.

 

Marketable Investment Securities

 

Our marketable investment securities portfolio consists of various debt and equity instruments, all of which are classified as available-for-sale.  See Note 2 for further discussion.

 

Current Marketable Investment Securities

 

Our current marketable investment securities portfolio includes investments in various debt instruments including, among others, commercial paper, corporate securities and U.S. treasury and 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 and Marketable Investment Securities

 

As of December 31, 2014 and 2013, our restricted marketable investment securities, together with our restricted cash, included amounts required as collateral for our letters of credit.

 

Other Investment Securities

 

We have strategic investments in certain debt and equity securities that are included in “Other noncurrent assets, net” on our Consolidated Balance Sheets and accounted for using the cost, equity and/or available-for-sale methods of accounting.

 

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.

 

Investment in Tracking Stock

 

On February 20, 2014, we entered into agreements with EchoStar to implement a transaction pursuant to which, among other things:  (i) on March 1, 2014, we transferred to EchoStar and Hughes Satellite Systems Corporation (“HSSC”), a subsidiary of EchoStar, five satellites (EchoStar I, EchoStar VII, EchoStar X, EchoStar XI and EchoStar XIV (collectively the “Transferred Satellites”), including related in-orbit incentive obligations and cash interest payments of approximately $59 million), and approximately $11 million in cash in exchange for an aggregate of 6,290,499 shares of a series of preferred tracking stock issued by EchoStar and an aggregate of 81.128 shares of a series of preferred tracking stock issued by HSSC (collectively, the “Tracking Stock”); and (ii) beginning on March 1, 2014, we lease back certain satellite capacity on the Transferred Satellites (collectively, the “Satellite and Tracking Stock Transaction”).  The Tracking Stock generally tracks the residential retail satellite broadband business of Hughes Network Systems, LLC (“HNS”), a wholly-owned subsidiary of HSSC, including without limitation the operations, assets and liabilities attributed to the Hughes residential retail satellite broadband business (collectively, the “Hughes Retail Group”).  The shares of the Tracking Stock issued to us represent an aggregate 80% economic interest in the Hughes Retail Group.

 

Since the Satellite and Tracking Stock Transaction is among entities under common control, we recorded the Tracking Stock at EchoStar and HSSC’s historical cost basis for these instruments of $229 million and $87 million, respectively.  The difference between the historical cost basis of the Tracking Stock received and the net carrying value of the Transferred Satellites of $356 million (including debt obligations, net of deferred taxes), plus the $11 million in cash, resulted in a $51 million capital transaction recorded in “Additional paid-in capital” on our Consolidated Balance Sheet.  Although our investment in the Tracking Stock represents an aggregate 80% economic interest in the Hughes Retail Group, we have no operational control or significant influence over the Hughes Retail Group business, and currently there is no public market for the Tracking Stock.  As such, the Tracking Stock is accounted for under the cost method of accounting.

 

On February 20, 2014, DISH Operating L.L.C. (“DOLLC”) and DISH Network L.L.C. (“DNLLC”), each indirect wholly-owned subsidiaries of us, entered into an Investor Rights Agreement with EchoStar and HSSC with respect to the Tracking Stock (the “Investor Rights Agreement”).  The Investor Rights Agreement provides, among other things, certain information and consultation rights for us; certain transfer restrictions on the Tracking Stock and certain rights and obligations to offer and sell under certain circumstances (including a prohibition on transfers of the Tracking Stock for one year, with continuing transfer restrictions (including a right of first offer in favor of EchoStar) thereafter, an obligation to sell the Tracking Stock to EchoStar in connection with a change of control of DISH Network and a right to require EchoStar to repurchase the Tracking Stock in connection with a change of control of EchoStar, in each case subject to certain terms and conditions); certain registration rights; certain obligations to provide conversion and exchange rights of the Tracking Stock under certain circumstances; and certain protective covenants afforded to holders of the Tracking Stock.  The Investor Rights Agreement generally will terminate with respect to our interest should we no longer hold any shares of the HSSC-issued Tracking Stock and any registrable securities under the Investor Rights Agreement.

 

Unrealized Gains (Losses) on Marketable Investment Securities

 

As of December 31, 2014 and 2013, we had accumulated net unrealized gains of $43 million and $15 million, respectively.  These amounts, net of related tax effect, were $28 million and $11 million, respectively.  All of these amounts are included in “Accumulated other comprehensive income (loss)” within “Total stockholder’s equity (deficit).”  The components of our available-for-sale investments are summarized in the table below.

 

 

 

As of December 31,

 

 

 

2014

 

2013

 

 

 

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

 

$

58,254

 

$

7

 

$

(11

)

$

(4

)

$

 

$

 

$

 

$

 

Commercial paper

 

65,696

 

 

 

 

381,515

 

 

 

 

Corporate securities

 

1,247,403

 

5,608

 

(145

)

5,463

 

3,520,092

 

5,436

 

(3,149

)

2,287

 

Other

 

55,788

 

 

 

 

253,098

 

11

 

(206

)

(195

)

Equity securities

 

50,974

 

37,737

 

 

37,737

 

26,523

 

13,286

 

 

13,286

 

Total

 

$

1,478,115

 

$

43,352

 

$

(156

)

$

43,196

 

$

4,181,228

 

$

18,733

 

$

(3,355

)

$

15,378

 

 

As of December 31, 2014, restricted and non-restricted marketable investment securities included debt securities of $1.132 billion with contractual maturities within one year, $272 million with contractual maturities extending longer than one year through and including five years and $23 million with contractual maturities longer than ten years.  Actual maturities may differ from contractual maturities as a result of our ability to sell these securities prior to maturity.

 

Marketable Investment Securities in a Loss Position

 

The following table reflects the length of time that the individual securities, accounted for as available-for-sale, have been in an unrealized loss position, aggregated by investment category.  As of December 31, 2014, the unrealized losses on our investments in debt securities primarily represented investments in corporate securities.  We have the ability to hold and do not intend to sell our investments in these debt securities before they recover or mature, and it is more likely than not that we will hold these investments until that time.  In addition, we are not aware of any specific factors indicating that the underlying issuers of these debt securities would not be able to pay interest as it becomes due or repay the principal at maturity.  Therefore, we believe that these changes in the estimated fair values of these marketable investment securities are related to temporary market fluctuations.

 

 

 

As of December 31,

 

 

 

2014

 

2013

 

 

 

Fair

 

Unrealized

 

Fair

 

Unrealized

 

 

 

Value

 

Loss

 

Value

 

Loss

 

 

 

(In thousands)

 

Debt Securities:

 

 

 

 

 

 

 

 

 

Less than 12 months

 

$

268,492

 

$

(100

)

$

2,002,239

 

$

(2,820

)

12 months or more

 

129,092

 

(56

)

38,043

 

(535

)

Total

 

$

397,584

 

$

(156

)

$

2,040,282

 

$

(3,355

)

 

Fair Value Measurements

 

Our investments measured at fair value on a recurring basis were as follows:

 

 

 

As of December 31,

 

 

 

2014

 

2013

 

 

 

Total

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Level 1

 

Level 2

 

Level 3

 

 

 

(In thousands)

 

Cash equivalents (including restricted)

 

$

6,605,274 

 

$

258,281 

 

$

6,346,993 

 

$

 

$

3,743,328 

 

$

275,277 

 

$

3,468,051 

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities (including restricted):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U. S. Treasury and agency securities

 

$

58,254 

 

$

42,710 

 

$

15,544 

 

 

 

$

 

$

 

$

 

$

 

Commercial paper

 

65,696 

 

 

65,696 

 

 

381,515 

 

 

381,515 

 

 

Corporate securities

 

1,247,403 

 

 

1,247,403 

 

 

3,520,092 

 

 

3,520,092 

 

 

Other

 

55,788 

 

 

55,788 

 

 

253,098 

 

 

253,098 

 

 

Equity securities

 

50,974 

 

50,974 

 

 

 

26,523 

 

26,523 

 

 

 

Total

 

$

1,478,115 

 

$

93,684 

 

$

1,384,431 

 

$

 

$

4,181,228 

 

$

26,523 

 

$

4,154,705 

 

$

 

 

During the years ended December 31, 2014 and 2013, we had no transfers in or out of Level 1 and Level 2 fair value measurements.