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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): September 24, 2003
| ECHOSTAR COMMUNICATIONS CORPORATION (Exact name of registrant as specified in its charter) |
| NEVADA | 0-26176 | 88-0336997 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 5701 S. SANTA FE DRIVE | ||
| LITTLETON, COLORADO | 80120 | |
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| (Address of principal executive offices) | (Zip code) |
| Registrant’s telephone number, including area code: | (303) 723-1000 | |
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| ECHOSTAR DBS CORPORATION (Exact name of registrant as specified in its charter) |
| COLORADO | 333-31929 | 84-1328967 | ||
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 5701 S. SANTA FE DRIVE | ||
| LITTLETON, COLORADO | 80120 | |
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| (Address of principal executive offices) | (Zip code) |
| Registrant’s telephone number, including area code: | (303) 723-1000 | |
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| SIGNATURE | ||||||||
| EX-99.1 Excerpts From the Offering Memorandum | ||||||||
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
(c) Exhibits.
| Exhibit No. | Description of Exhibit | |
| 99.1 | Excerpts from the Confidential Offering Memorandum for Senior Notes of EchoStar DBS Corporation |
ITEM 9. REGULATION FD DISCLOSURE.
EchoStar DBS Corporation (the “Company”), an indirect wholly-owned subsidiary of EchoStar Communications Corporation, recently announced that it had priced: (i) $1,000,000,000 principal amount of its 5 3/4% Senior Notes due October 1, 2008; (ii) $1,000,000,000 principal amount of its 6 3/8% Senior Notes due October 1, 2011; and (iii) $500,000,000 principal amount of its Floating Rate Senior Notes due October 1, 2008 (collectively, the “Notes”). All of the Notes were sold in a private placement to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The sale of the Notes is expected to close on October 2, 2003.
Attached hereto as Exhibit 99.1 and incorporated herein by reference is an excerpt of certain items included in the Offering Memorandum relating to the sale of the Notes. 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. We disclaim any responsibility to update any such information or any other information contained herein or therein.
The information contained or incorporated in this Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
(Signature page follows)
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SIGNATURE
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 | ||||
| By: | /s/ Michael R. McDonnell | |||
Name: Michael R. McDonnell |
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| Title: Senior Vice President and Chief Financial Officer | ||||
| ECHOSTAR DBS CORPORATION | ||||
| By: | /s/ Michael R. McDonnell | |||
Name: Michael R. McDonnell |
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| Title: Senior Vice President and Chief Financial Officer | ||||
| Dated: September 24, 2003 | ||||
(Signature page to Form 8-K)
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Exhibit Index
| Exhibit No. | Description of Exhibit | |
| 99.1 | Excerpts from the Confidential Offering Memorandum for Senior Notes of Echo Echostar DBS Corporation |
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