0001558370-20-013008 | 10-Q | XBRL Viewer

Print Document View Excel Document

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2020	Oct. 22, 2020
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2020
Document Transition Report	false
Entity File Number	001-39144
Entity Registrant Name	DISH Network Corporation
Entity Tax Identification Number	88-0336997
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	9601 South Meridian Boulevard
Entity Address, City or Town	Englewood
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80112
City Area Code	303
Local Phone Number	723-1000
Title of 12(b) Security	Class A common stock, $0.01 par value
Trading Symbol	DISH
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001001082
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		287,530,751
Class B common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		238,435,208

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current Assets:
Cash and cash equivalents	$ 1,811,308	$ 2,443,643
Marketable investment securities	983,859	416,704
Trade accounts receivable, net of allowance for credit losses and allowance for doubtful accounts of $64,614 and $19,280, respectively	1,143,500	588,358
Inventory	516,216	322,898
Other current assets	550,588	243,497
Total current assets	5,005,471	4,015,100
Noncurrent Assets:
Restricted cash, cash equivalents and marketable investment securities	108,388	61,067
Property and equipment, net	2,226,423	2,706,182
FCC authorizations	26,665,485	25,779,503
Other investment securities	148,246	160,074
Operating lease assets	112,922	144,330
Other noncurrent assets, net	1,031,216	228,264
Intangible assets (Note 8)	802,286	136,415
Total noncurrent assets	31,094,966	29,215,835
Total assets	36,100,437	33,230,935
Current Liabilities:
Trade accounts payable	747,533	280,645
Deferred revenue and other	861,843	681,484
Accrued programming	1,330,687	1,308,531
Accrued interest	189,762	236,087
Other accrued expenses	1,307,666	817,978
Current portion of long-term debt and finance lease obligations	2,092,638	1,171,366
Total current liabilities	6,530,129	4,496,091
Long-Term Obligations, Net of Current Portion:
Long-term debt and finance lease obligations, net of current portion	11,989,762	12,968,229
Deferred tax liabilities	3,635,500	2,870,655
Operating lease liabilities	73,057	84,795
Long-term deferred revenue and other long-term liabilities	546,527	695,018
Total long-term obligations, net of current portion	16,244,846	16,618,697
Total liabilities	22,774,975	21,114,788
Commitments and Contingencies (Note 11)
Redeemable noncontrolling interests (Note 2)	633,949	552,075
Stockholders' Equity (Deficit):
Additional paid-in capital	5,045,237	4,947,007
Accumulated other comprehensive income (loss)	(1,583)	(18)
Accumulated earnings (deficit)	7,642,343	6,612,302
Total DISH Network stockholders' equity (deficit)	12,691,256	11,564,521
Noncontrolling interests	257	(449)
Total stockholders' equity (deficit)	12,691,513	11,564,072
Total liabilities and stockholders' equity (deficit)	36,100,437	33,230,935
Class A common stock
Stockholders' Equity (Deficit):
Common stock	2,875	2,846
Class B common stock
Stockholders' Equity (Deficit):
Common stock	$ 2,384	$ 2,384

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current Assets:
Allowance for doubtful accounts on trade accounts receivable	$ 64,614	$ 19,280
Common stock par value (in dollars per share)	$ 86.08
Class A common stock
Current Assets:
Common stock par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	1,600,000,000	1,600,000,000
Common stock, shares issued	287,530,751	284,603,818
Common stock, shares outstanding	287,530,751	284,603,818
Class B common stock
Current Assets:
Common stock par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	800,000,000	800,000,000
Common stock, shares issued	238,435,208	238,435,208
Common stock, shares outstanding	238,435,208	238,435,208

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenue:
Total revenue	$ 4,531,591	$ 3,168,363	$ 10,936,070	$ 9,566,819
Costs and Expenses (exclusive of depreciation):
Cost of services	2,488,969	2,041,578	6,505,116	6,354,770
Cost of sales - equipment and other	515,643	55,753	586,672	147,210
Selling, general and administrative expenses	516,648	447,959	1,376,861	1,251,893
Impairment of long-lived assets (Note 2)			356,418
Depreciation and amortization	199,083	154,181	518,027	457,022
Total costs and expenses	3,720,343	2,699,471	9,343,094	8,210,895
Operating income (loss)	811,248	468,892	1,592,976	1,355,924
Other Income (Expense):
Interest income	1,647	32,301	21,440	65,944
Interest expense, net of amounts capitalized	6,778	(6,027)	(20,322)	(17,598)
Other, net	(13,200)	(1,796)	(11,592)	10,124
Total other income (expense)	(4,775)	24,478	(10,474)	58,470
Income (loss) before income taxes	806,473	493,370	1,582,502	1,414,394
Income tax (provision) benefit, net	(273,514)	(116,213)	(469,864)	(335,372)
Net income (loss)	532,959	377,157	1,112,638	1,079,022
Less: Net income (loss) attributable to noncontrolling interests, net of tax	28,360	23,853	82,597	68,914
Net income (loss) attributable to DISH Network	$ 504,599	$ 353,304	$ 1,030,041	$ 1,010,108
Weighted-average common shares outstanding - Class A and B common stock:
Basic (in shares)	525,532	477,495	524,329	471,736
Diluted (in shares)	583,957	535,746	582,595	530,041
Earnings per share - Class A and B common stock:
Basic net income (loss) per share attributable to DISH Network (in dollars per share)	$ 0.96	$ 0.74	$ 1.96	$ 2.14
Diluted net income (loss) per share attributable to DISH Network (in dollars per share)	$ 0.86	$ 0.66	$ 1.77	$ 1.91
Comprehensive Income (Loss):
Net income (loss)	$ 532,959	$ 377,157	$ 1,112,638	$ 1,079,022
Other comprehensive income (loss):
Foreign currency translation adjustments	1,411	(237)	(1,735)	(52)
Unrealized holding gains (losses) on available-for-sale debt securities	(21)	(211)	(62)	1,180
Recognition of previously unrealized (gains) losses on available-for-sale securities included in net income (loss)	43	(2)	(11)	(298)
Deferred income tax (expense) benefit, net	(352)	49	243	(208)
Total other comprehensive income (loss), net of tax	1,081	(401)	(1,565)	622
Comprehensive income (loss)	534,040	376,756	1,111,073	1,079,644
Less: Comprehensive income (loss) attributable to noncontrolling interests, net of tax	28,360	23,853	82,597	68,914
Comprehensive income (loss) attributable to DISH Network	505,680	352,903	1,028,476	1,010,730
Service revenue
Revenue:
Total revenue	4,222,145	3,117,191	10,537,999	9,427,533
Equipment sales and other revenue
Revenue:
Total revenue	$ 309,446	$ 51,172	$ 398,071	$ 139,286

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Class A and B Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Earnings (Deficit)	Noncontrolling Interest	Redeemable Noncontrolling Interest	Total
Balance at Dec. 31, 2018	$ 4,679	$ 3,379,093	$ (874)	$ 5,212,790	$ (1,499)	$ 460,068	$ 8,594,189
Issuance of Class A common stock:
Exercise of stock awards		227					227
Employee Stock Purchase Plan	2	4,520					4,522
Non-cash, stock-based compensation		11,537					11,537
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			1,006				1,006
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			(236)				(236)
Foreign currency translation			47				47
Net income (loss) attributable to noncontrolling interests					164	21,374	164
Net income (loss) attributable to DISH Network				339,761			339,761
Balance at Mar. 31, 2019	4,681	3,395,377	(57)	5,552,551	(1,335)	481,442	8,951,217
Balance at Dec. 31, 2018	4,679	3,379,093	(874)	5,212,790	(1,499)	460,068	8,594,189
Issuance of Class A common stock:
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)							(208)
Foreign currency translation							(52)
Net income (loss) attributable to DISH Network							1,010,108
Balance at Sep. 30, 2019	4,930	3,942,174	(252)	6,222,898	(722)	528,205	10,169,028
Balance at Mar. 31, 2019	4,681	3,395,377	(57)	5,552,551	(1,335)	481,442	8,951,217
Issuance of Class A common stock:
Exercise of stock awards	6	18,620					18,626
Employee benefits	11	26,993					27,004
Employee Stock Purchase Plan	1	4,040					4,041
Non-cash, stock-based compensation		12,105					12,105
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			89				89
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			(21)				(21)
Foreign currency translation			138				138
Net income (loss) attributable to noncontrolling interests					269	23,254	269
Net income (loss) attributable to DISH Network				317,043			317,043
Balance at Jun. 30, 2019	4,699	3,457,135	149	5,869,594	(1,066)	504,696	9,330,511
Issuance of Class A common stock:
Exercise of stock awards	1	77					78
Employee Stock Purchase Plan	1	4,536					4,537
Non-cash, stock-based compensation		(15,348)					(15,348)
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			(213)				(213)
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			49				49
Foreign currency translation			(237)				(237)
Master Transaction Agreement, net of deferred tax of $166,161	(229)	(496,916)					(497,145)
Other		(1,142)					(1,142)
Net income (loss) attributable to noncontrolling interests					344	23,509	344
Net income (loss) attributable to DISH Network				353,304			353,304
Balance at Sep. 30, 2019	4,930	3,942,174	(252)	6,222,898	(722)	528,205	10,169,028
Balance at Dec. 31, 2019	5,230	4,947,007	(18)	6,612,302	(449)	552,075	11,564,072
Issuance of Class A common stock:
Exercise of stock awards		395					395
Employee Stock Purchase Plan	3	5,127					5,130
Non-cash, stock-based compensation		16,418					16,418
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			(208)				(208)
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			49				49
Foreign currency translation			375				375
Net income (loss) attributable to noncontrolling interests					263		263
Net income (loss) attributable to DISH Network				73,099		25,912	73,099
Balance at Mar. 31, 2020	5,233	4,968,947	198	6,685,401	(186)	577,987	11,659,593
Balance at Dec. 31, 2019	5,230	4,947,007	(18)	6,612,302	(449)	552,075	11,564,072
Issuance of Class A common stock:
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)							243
Foreign currency translation							(1,735)
Net income (loss) attributable to DISH Network							1,030,041
Balance at Sep. 30, 2020	5,259	5,045,237	(1,583)	7,642,343	257	633,949	12,691,513
Balance at Mar. 31, 2020	5,233	4,968,947	198	6,685,401	(186)	577,987	11,659,593
Issuance of Class A common stock:
Exercise of stock awards	3	(663)					(660)
Employee benefits	8	28,293					28,301
Employee Stock Purchase Plan	2	4,209					4,211
Non-cash, stock-based compensation		18,393					18,393
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			113				113
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			546				546
Foreign currency translation			(3,521)				(3,521)
Other					(17)		(17)
Net income (loss) attributable to noncontrolling interests					235		235
Net income (loss) attributable to DISH Network				452,343		27,828	452,343
Balance at Jun. 30, 2020	5,246	5,019,179	(2,664)	7,137,744	32	605,815	12,159,537
Issuance of Class A common stock:
Exercise of stock awards	12	8,353					8,365
Employee Stock Purchase Plan	1	4,570					4,571
Non-cash, stock-based compensation		13,135					13,135
Change in unrealized holding gains (losses) on available-for-sale debt securities, net			22				22
Deferred income tax (expense) benefit attributable to other comprehensive income (loss)			(352)				(352)
Foreign currency translation			1,411				1,411
Net income (loss) attributable to noncontrolling interests					225		225
Net income (loss) attributable to DISH Network				504,599		28,134	504,599
Balance at Sep. 30, 2020	$ 5,259	$ 5,045,237	$ (1,583)	$ 7,642,343	$ 257	$ 633,949	$ 12,691,513

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
Deferred Other Tax Expense (Benefit)	$ 166,161	$ 166,161

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash Flows From Operating Activities:
Net income (loss)	$ 1,112,638	$ 1,079,022
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
Depreciation and amortization	518,027	457,022
Impairment of long-lived assets (Note 2)	356,418
Realized and unrealized losses (gains) on investments and derivatives	12,273	(4,757)
Non-cash, stock-based compensation	47,946	8,294
Deferred tax expense (benefit)	765,088	174,842
Allowance for credit losses and allowance for doubtful accounts, respectively	24,648	6,155
Change in long-term deferred revenue and other long-term liabilities	(240,302)	170,257
Other, net	(3,828)	101,828
Changes in current assets and current liabilities, net	124,783	35,966
Net cash flows from operating activities	2,717,691	2,028,629
Cash Flows From Investing Activities:
Purchases of marketable investment securities	(1,549,857)	(631,236)
Sales and maturities of marketable investment securities	968,976	1,624,451
Purchases of property and equipment	(309,549)	(461,402)
Capitalized interest related to FCC authorizations (Note 2)	(646,265)	(734,631)
Purchases of FCC authorizations, including deposits (Note 11)	(317,190)	(12,155)
Sprint asset acquisition (Note 5)	(1,312,500)
Other, net	(14,108)	72,764
Net cash flows from investing activities	(3,180,493)	(142,209)
Cash Flows From Financing Activities:
Redemption and repurchases of senior notes	(1,100,000)	(1,317,372)
Repayment of long-term debt and finance lease obligations	(77,280)	(21,112)
Proceeds from issuance of 7 3/8% Senior Notes due 2028	1,000,000
Net proceeds from Class A common stock options exercised and stock issued under the Employee Stock Purchase Plan	22,012	32,031
DFC associated with Debt	(1,670)
Other, net	1	(4,072)
Net cash flows from financing activities	(156,937)	(1,310,525)
Net increase (decrease) in cash, cash equivalents, restricted cash and cash equivalents	(619,739)	575,895
Cash, cash equivalents, restricted cash and cash equivalents, beginning of period (Note 6)	2,504,320	887,924
Cash, cash equivalents, restricted cash and cash equivalents, end of period (Note 6)	$ 1,884,581	$ 1,463,819

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical)	Sep. 30, 2020	Dec. 31, 2019
7 3/8% Senior Notes due 2028
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage	7.375%	7.375%

Organization and Business Activities

9 Months Ended

Sep. 30, 2020

Organization and Business Activities

Organization and Business Activities

1.Organization and Business Activities

Principal Business

DISH Network Corporation is a holding company. Its subsidiaries (which together with DISH Network Corporation are referred to as “DISH Network,” the “Company,” “we,” “us” and/or “our,” unless otherwise required by the context) operate two primary business segments, Pay-TV and Wireless. Our wireless business segment operates in two business units, Retail Wireless and 5G Network Deployment.

Pay-TV

We offer pay-TV services under the DISH® brand and the SLING® brand (collectively “Pay-TV” services). The DISH branded pay-TV service consists of, among other things, FCC licenses authorizing us to use direct broadcast satellite (“DBS”) and Fixed Satellite Service (“FSS”) spectrum, our owned and leased satellites, receiver systems, broadcast operations, customer service facilities, a leased fiber optic network, in-home service and call center operations, and certain other assets utilized in our operations (“DISH TV”). We also design, develop and distribute receiver systems and provide digital broadcast operations, including satellite uplinking/downlinking, transmission and other services to third-party pay-TV providers. The SLING branded pay-TV services consist of, among other things, multichannel, live-linear streaming OTT Internet-based domestic, international and Latino video programming services (“SLING TV”). As of September 30, 2020, we had 11.423 million Pay-TV subscribers in the United States, including 8.965 million DISH TV subscribers and 2.458 million SLING TV subscribers.

Wireless – Retail Wireless

As a result of the Boost Mobile Acquisition and the Ting Mobile Acquisition (as defined below), we have entered the retail wireless business. See Note 5 for further information. We offer nationwide prepaid and postpaid retail wireless services to subscribers under our Boost Mobile and Ting Mobile brands, as well as a competitive portfolio of wireless devices. Prepaid wireless subscribers generally include customers who pay in advance for monthly access to wireless talk, text, and data services. Postpaid wireless subscribers generally include subscribers who are qualified to pay after receiving wireless talk, text, and data services. We currently operate our retail wireless business unit as a mobile virtual network operator (“MVNO”) while we build our 5G broadband network. We acquired over 9 million subscribers as a result of the Boost Mobile Acquisition and acquired over 200,000 subscribers as a result of the Ting Mobile Acquisition. Our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) includes the results of the Boost Mobile Acquisition from July 1, 2020 and Ting Mobile Acquisition from August 1, 2020. As of September 30, 2020, we had 9.418 million retail wireless subscribers.

Wireless – 5G Network Deployment

Since 2008, we have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets and made over $10 billion in non-controlling investments in certain entities, for a total of over $21 billion. The $21 billion of investments related to wireless spectrum licenses does not include $5 billion of capitalized interest related to the carrying value of such licenses. See Note 2 for further information on capitalized interest.

DISH Network Spectrum

We have directly invested over $11 billion to acquire certain wireless spectrum licenses and related assets. These wireless spectrum licenses are subject to certain interim and final build-out requirements, as well as certain renewal requirements. In March 2017, we notified the FCC that we planned to deploy a narrowband IoT network on certain of these wireless licenses, which was to be the first phase of our network deployment (“First Phase”). We expected to complete the First Phase by March 2020, with subsequent phases to be completed thereafter. In light of, among other things, certain developments related to the Sprint-TMUS merger, during the first quarter 2020, we determined that the revision of certain of our build-out deadlines was probable and, therefore, we no longer intended to complete our narrowband IoT deployment. The FCC issued an Order effectuating the build-out deadline changes contemplated above on September 11, 2020. During the first quarter 2020, we impaired certain assets that would not be utilized in our 5G broadband network deployment (“5G Network Deployment”), resulting in a $253 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). We have issued requests for information and proposals (“RFI/Ps”) to various vendors in the wireless industry and are in the process of selecting certain vendors as we move forward with our 5G Network Deployment. We currently expect expenditures for our 5G Network Deployment to be approximately $10 billion, excluding capitalized interest. We will need to make significant additional investments or partner with others to, among other things, commercialize, build-out, and integrate these licenses and related assets, and any additional acquired licenses and related assets; and comply with regulations applicable to such licenses. Depending on the nature and scope of such commercialization, build-out, integration efforts, and regulatory compliance, any such investments or partnerships could vary significantly.

In addition, as we consider our options for the commercialization of our wireless spectrum, we will incur significant additional expenses and will have to make significant investments related to, among other things, research and development, wireless testing and wireless network infrastructure. We may also determine that additional wireless spectrum licenses may be required to commercialize our wireless business and to compete with other wireless service providers. See Note 2 and Note 11 for further information.

DISH Network Non-Controlling Investments in the Northstar Entities and the SNR Entities Related to AWS-3 Wireless Spectrum Licenses

During 2015, through our wholly-owned subsidiaries American AWS-3 Wireless II L.L.C. (“American II”) and American AWS-3 Wireless III L.L.C. (“American III”), we initially made over $10 billion in certain non-controlling investments in Northstar Spectrum, LLC (“Northstar Spectrum”), the parent company of Northstar Wireless, L.L.C. (“Northstar Wireless,” and collectively with Northstar Spectrum, the “Northstar Entities”), and in SNR Wireless HoldCo, LLC (“SNR HoldCo”), the parent company of SNR Wireless LicenseCo, LLC (“SNR Wireless,” and collectively with SNR HoldCo, the “SNR Entities”), respectively. On October 27, 2015, the FCC granted certain AWS-3 wireless spectrum licenses (the “AWS-3 Licenses”) to Northstar Wireless and to SNR Wireless, respectively, which are recorded in “FCC authorizations” on our Condensed Consolidated Balance Sheets. Under the applicable accounting guidance in Accounting Standards Codification 810, Consolidation (“ASC 810”), Northstar Spectrum and SNR HoldCo are considered variable interest entities and, based on the characteristics of the structure of these entities and in accordance with the applicable accounting guidance, we consolidate these entities into our financial statements. See Note 2 for further information.

The AWS-3 Licenses are subject to certain interim and final build-out requirements, as well as certain renewal requirements. The Northstar Entities and/or the SNR Entities may need to raise significant additional capital in the future, which may be obtained from third party sources or from us, so that the Northstar Entities and the SNR Entities may commercialize, build-out and integrate these AWS-3 Licenses, comply with regulations applicable to such AWS-3 Licenses, and make any potential Northstar Re-Auction Payment and SNR Re-Auction Payment for the AWS-3 licenses retained by the FCC. Depending upon the nature and scope of such commercialization, build-out, integration efforts, regulatory compliance, and potential Northstar Re-Auction Payment and SNR Re-Auction Payment, any loans, equity contributions or partnerships could vary significantly. There can be no assurance that we will be able to obtain a profitable return on our non-controlling investments in the Northstar Entities and the SNR Entities. See Note 11 for further information.

Recent Developments

We accounted for the Boost Mobile Acquisition and Ting Mobile Acquisition (as defined below) as business combinations. The identifiable assets acquired and liabilities assumed were recorded at their preliminary fair values as of the acquisition date and are consolidated into our financial statements. Our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) includes the results of the Boost Mobile Acquisition from July 1, 2020 and the Ting Mobile Acquisition from August 1, 2020. See Note 5 for further information.

Sprint Asset Acquisition

Asset Purchase Agreement

On July 26, 2019, we entered into an Asset Purchase Agreement (the “APA”) with T-Mobile US, Inc. (“TMUS”) and Sprint Corporation (“Sprint” and together with TMUS, the “Sellers” and given the consummation of the Sprint-TMUS merger, sometimes referred to as “NTM”) to acquire from NTM certain assets and liabilities associated with Sprint’s Boost Mobile and Sprint-branded prepaid mobile services businesses (the “Prepaid Business”) for an aggregate purchase price of $1.4 billion as adjusted for specific categories of net working capital on the Closing Date (the “Boost Mobile Acquisition”). Effective July 1, 2020 (the “Closing Date”), upon the terms and subject to the conditions set forth in the APA and in accordance with the Final Judgment (as defined below), we and NTM completed the Boost Mobile Acquisition.

In connection with the Boost Mobile Acquisition and the consummation of the Sprint-TMUS merger, we, TMUS, Sprint, Deutsche Telekom AG (“DT”) and SoftBank Group Corporation (“SoftBank”) came to an agreement with the United States Department of Justice (the “DOJ”) on key terms and approval of the Transaction Agreements (as defined below) and our wireless service business and spectrum. On July 26, 2019, we, TMUS, Sprint, DT and SoftBank (collectively, the “Defendants”) entered into a Stipulation and Order (the “Stipulation and Order”) with the DOJ binding the Defendants to a Proposed Final Judgment (the “Proposed Final Judgment”) which memorialized the agreement between the DOJ and the Defendants. The Stipulation and Order and the Proposed Final Judgment were filed in the United States District Court for the District of Columbia (the “District Court”) on July 26, 2019 and on April 1, 2020, the Proposed Final Judgment was entered with the District Court (the Proposed Final Judgment as so entered with the District Court, the “Final Judgment”) and the Sellers consummated the Sprint-TMUS merger.

The term of the Final Judgment is seven years from the date of its entry with the District Court or five years if the DOJ gives notice that the divestitures, build-outs and other requirements have been completed to its satisfaction. A Monitoring Trustee has been appointed by the District Court that has the power and authority to monitor the Defendants’ compliance with the Final Judgment and settle disputes among the Defendants regarding compliance with the provisions of the Final Judgment and may recommend action to the DOJ in the event a party fails to comply with the Final Judgment. See Note 5 for further information on the Stipulation and Order and the Final Judgment, and our build-out commitments.

Also in connection with the closing of the Boost Mobile Acquisition, we and NTM entered into a transition services agreement under which we will receive certain transitional services (the “TSA”), a master network services agreement for the provision of network services by NTM to us (the “MNSA”), an option agreement entitling us to acquire certain decommissioned cell sites and retail stores of NTM (the “Option Agreement”) and an agreement under which we would purchase all of Sprint’s 800 MHz spectrum licenses, totaling approximately 13.5 MHz of nationwide wireless spectrum for an additional approximately $3.59 billion (the “Spectrum Purchase Agreement” and together with the APA, the TSA, the MNSA and the Option Agreement, the “Transaction Agreements”). See Note 5 for further information on the Transaction Agreements.

Ting Mobile Acquisition

On August 1, 2020, we entered into an asset purchase agreement with Tucows Inc. (“Tucows”) pursuant to which we purchased the assets of Ting Mobile, including over 200,000 Ting Mobile subscribers (the “Ting Mobile Acquisition”). In addition, we entered into a services agreement pursuant to which Tucows will act as a mobile virtual network enabler for certain of our retail wireless subscribers. The consideration for the Ting Mobile Acquisition is an earn out provision and the fair value of the earn out provision has been assigned to a customer relationship intangible that is recorded in “Intangible assets” on our Condensed Consolidated Balance Sheets. See Note 5 for further information.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2020

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

2.Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required for complete financial statements prepared under GAAP. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Our results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. For further information, refer to the Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019. Certain prior period amounts have been reclassified to conform to the current period presentation.

Specifically, as a result of our entrance into the retail wireless industry, we have reclassified certain items on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The reclassifications include:

(a) “Subscriber-related revenue” has been retitled “Service revenue.”

(b) “Subscriber-related expenses” has been retitled “Cost of services.”

(d) A new caption entitled “Selling, general and administrative expenses” has been created that includes historical “General and administrative expenses,” as well as “Subscriber acquisition costs.”

All prior periods have been reclassified to conform to the current period presentation for these changes.

Principles of Consolidation

We consolidate all majority owned subsidiaries, investments in entities in which we have controlling influence and variable interest entities where we have been determined to be the primary beneficiary. Minority interests are recorded as noncontrolling interests or redeemable noncontrolling interests. See below for further information. Non-consolidated investments are accounted for using the equity method when we have the ability to significantly influence the operating decisions of the investee. When we do not have the ability to significantly influence the operating decisions of an investee, these equity securities are classified as either marketable investment securities or other investments and recorded at fair value with changes recognized in “Other, net” within “Other Income (Expense)” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). All significant intercompany accounts and transactions have been eliminated in consolidation.

Redeemable Noncontrolling Interests

Northstar Wireless. Northstar Wireless is a wholly-owned subsidiary of Northstar Spectrum, which is an entity owned by Northstar Manager, LLC (“Northstar Manager”) and us. Under the applicable accounting guidance in ASC 810, Northstar Spectrum is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate Northstar Spectrum into our financial statements. The Northstar Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to Northstar Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to Northstar Wireless), Northstar Manager has the ability, but not the obligation, to require Northstar Spectrum to purchase Northstar Manager’s ownership interests in Northstar Spectrum (the “Northstar Put Right”) for a purchase price that equals its equity contribution to Northstar Spectrum plus a fixed annual rate of return. The fifth and sixth anniversaries of the grant of the AWS-3 Licenses to Northstar Wireless are in the fourth quarter 2020 and fourth quarter 2021, respectively.

In the event that the Northstar Put Right is exercised by Northstar Manager, the consummation of the sale will be subject to FCC approval. Northstar Spectrum does not have a call right with respect to Northstar Manager’s ownership interests in Northstar Spectrum. Although Northstar Manager is the sole manager of Northstar Spectrum, Northstar Manager’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Condensed Consolidated Balance Sheets. Northstar Manager’s ownership interest in Northstar Spectrum was initially accounted for at fair value. Subsequently, Northstar Manager’s ownership interest in Northstar Spectrum is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Condensed Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of Northstar Spectrum attributable to Northstar Manager are recorded as “Redeemable noncontrolling interests” on our Condensed Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 11 for further information.

SNR Wireless. SNR Wireless is a wholly-owned subsidiary of SNR HoldCo, which is an entity owned by SNR Wireless Management, LLC (“SNR Management”) and us. Under the applicable accounting guidance in ASC 810, SNR HoldCo is considered a variable interest entity and, based on the characteristics of the structure of this entity and in accordance with the applicable accounting guidance, we consolidate SNR HoldCo into our financial statements. The SNR Operative Agreements, as amended, provide for, among other things, that after the fifth and sixth anniversaries of the grant of the AWS-3 Licenses to SNR Wireless (and in certain circumstances, prior to the fifth anniversary of the grant of the AWS-3 Licenses to SNR Wireless), SNR Management has the ability, but not the obligation, to require SNR HoldCo to purchase SNR Management’s ownership interests in SNR HoldCo (the “SNR Put Right”) for a purchase price that equals its equity contribution to SNR HoldCo plus a fixed annual rate of return. The fifth and sixth anniversaries of the grant of the AWS-3 Licenses to SNR Wireless are in the fourth quarter 2020 and fourth quarter 2021, respectively.

In the event that the SNR Put Right is exercised by SNR Management, the consummation of the sale will be subject to FCC approval. SNR HoldCo does not have a call right with respect to SNR Management’s ownership interests in SNR HoldCo. Although SNR Management is the sole manager of SNR HoldCo, SNR Management’s ownership interest is considered temporary equity under the applicable accounting guidance and is thus recorded as part of “Redeemable noncontrolling interests” in the mezzanine section of our Condensed Consolidated Balance Sheets. SNR Management’s ownership interest in SNR HoldCo was initially accounted for at fair value. Subsequently, SNR Management’s ownership interest in SNR HoldCo is increased by the fixed annual rate of return through “Redeemable noncontrolling interests” on our Condensed Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The operating results of SNR HoldCo attributable to SNR Management are recorded as “Redeemable noncontrolling interests” on our Condensed Consolidated Balance Sheets, with the offset recorded in “Net income (loss) attributable to noncontrolling interests, net of tax” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 11 for further information.

As of September 30, 2020 and December 31, 2019, Northstar Manager’s ownership interest in Northstar Spectrum and SNR Management’s ownership interest in SNR HoldCo was $634 million and $552 million, respectively, recorded as “Redeemable noncontrolling interests” on our Condensed Consolidated Balance Sheets.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense for each reporting period. Estimates are used in accounting for, among other things, allowances for credit losses (including those related to our installment billing programs), self-insurance obligations, deferred taxes and related valuation allowances, uncertain tax positions, loss contingencies, fair value of financial instruments, fair value of options granted under our stock-based compensation plans, fair value of assets and liabilities acquired in business combinations, the fair value of our option to purchase TMUS’s 800 MHz spectrum, relative standalone selling prices of performance obligations, finance leases, asset impairments, estimates of future cash flows used to evaluate and recognize impairments, useful lives of property, equipment and intangible assets, independent third-party retailer incentives, programming expenses and subscriber lives. Economic conditions may increase the inherent uncertainty in the estimates and assumptions indicated above. Actual results may differ from previously estimated amounts, and such differences may be material to our condensed consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected prospectively in the period they occur.

Marketable Investment Securities

All equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

All debt securities are classified as available-for-sale and are recorded at fair value. Historically, we reported temporary unrealized gains and losses as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Condensed Consolidated Balance Sheets. Subsequent to the adoption of ASU 2016-13 Financial Instruments – Credit Losses, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) during the first quarter of 2020, we report the temporary unrealized gains and losses related to changes in market conditions of marketable debt securities as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Condensed Consolidated Balance Sheets. The corresponding changes in the fair value of marketable debt securities, which are determined to be company specific credit losses are recorded in “Other, net” within “Other Income (Expense)” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

We evaluate our debt investment portfolio to determine whether declines in the fair value of these securities are related to credit loss. Management estimates credit losses on marketable debt securities utilizing a credit loss impairment model on a quarterly basis. We estimate the expected credit losses, measured over the contractual life of marketable debt securities considering relevant issuer specific factors, including, but not limited to, a decrease in credit ratings or an entities ability to pay.

Trade Accounts Receivable

General Accounts Receivable

Prior to January 1, 2020, management estimated the amount of allowance for doubtful accounts for potential non-collectability of accounts receivable based upon past collection experience and consideration of other relevant factors.

Subsequent to January 1, 2020 due to the adoption of ASU 2016-13, trade accounts receivable are recorded at amortized cost less an allowance for expected credit losses that are not expected to be recovered. We maintain allowances for credit losses resulting from the expected failure or inability of our customers to make required payments. We recognize the allowance for expected credit losses at inception and reassess quarterly based on management’s expectation of the asset’s collectability. Management estimates credit losses on financial assets, including our trade accounts receivable, utilizing a current expected credit loss impairment model. We estimate the expected credit losses, measured over the contractual life of an asset considering relevant historical loss information, credit quality of the customer base, current economic conditions and forecasts of future economic conditions.

In determining the allowance for credit losses, management groups similar types of financial assets with consistent risk characteristics. Pools identified by management include but are not limited to residential customers, commercial customers and advertising services. The risk characteristics of the financial asset portfolios are monitored by management and reviewed periodically. The forecasts for future economic conditions are based on several factors including, but not limited to, changes in the unemployment rate, external economic forecasts and current collection rates. Our estimates of the allowance for credit losses may not be indicative of our actual credit losses requiring additional charges to be incurred to reflect the actual amount collected.

BoostUP! Receivable

We offer certain long term customers of Boost Mobile the option to pay for their devices under an installment plan (“BoostUP!”), which is generally over a period of 18 months. The BoostUP! receivable is presented in our Condensed Consolidated Balance Sheets at its net realizable value, which is net of an allowance for credit losses. The allowance for credit losses is estimated based on among other factors, historical loss information and current economic conditions as well as forecasts of future economic conditions. As of September 30, 2020, “Trade accounts receivable, net” on our Condensed Consolidated Balance Sheets includes $148 million of BoostUP! receivables, net of allowance for credit losses of $21 million.

Customers that participate in the BoostUP! program typically make a down payment and satisfy their obligation by providing equal monthly payments during the duration of their financing arrangement. As Boost customers are on a month to month contract for service with Boost and the BoostUP! arrangement provides that upon an installment plan customer’s termination of the service the installment balance becomes due and payable immediately, we do not impute interest on these instruments as the financial instruments are short term in nature.

Inventory

Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The cost of manufactured inventory includes the cost of materials, labor, freight-in, royalties and manufacturing overhead. Net realizable value is calculated as the estimated selling price less reasonable costs necessary to complete, sell, transport and dispose of the inventory.

Derivative Instrument

We have the option to purchase certain TMUS 800 MHz spectrum licenses from TMUS at a fixed price in the future. See Note 5 for further information. This instrument meets the definition of a derivative and was valued as part of the business combination at fair value in the Condensed Consolidated Balance Sheets. All subsequent changes in the derivative’s fair value are recorded in “Other, net” in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Impairment of Long-Lived Assets

We review our long-lived assets and identifiable finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For assets which are held and used in operations, the asset would be impaired if the carrying amount of the asset (or asset group) exceeded its undiscounted future net cash flows. Once an impairment is determined, the actual impairment recognized is the difference between the carrying amount and the fair value as estimated using one of the following approaches: income, cost and/or market. Assets which are to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. The carrying amount of a long-lived asset or asset group is considered impaired when the anticipated undiscounted cash flows from such asset or asset group is less than its carrying amount. In that event, a loss is recorded in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) based on the amount by which the carrying amount exceeds the fair value of the long-lived asset or asset group. Fair value, using the income approach, is determined primarily using a discounted cash flow model that uses the estimated cash flows associated with the asset or asset group under review, discounted at a rate commensurate with the risk involved. Fair value, utilizing the cost approach, is determined based on the replacement cost of the asset reduced for, among other things, depreciation and obsolescence. Fair value, utilizing the market approach, benchmarks the fair value against the carrying amount. See Note 8 for further information.

DBS Satellites. We currently evaluate our DBS satellite fleet for impairment as one asset group whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. We do not believe any triggering event has occurred which would indicate impairment as of September 30, 2020 or December 31, 2019. We will continue to monitor the DBS satellite fleet for indicators of impairment, including monitoring the impact of the COVID-19 pandemic on all aspects of our business.

AWS-4 Satellites. We historically have evaluated our AWS-4 satellite fleet for impairment whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. In light of, among other things, certain developments related to the Sprint-TMUS merger, during the first quarter 2020, we determined that revisions to the AWS-4 build-out deadlines were probable, which we determined to be a triggering event. Accordingly, we quantitatively assessed the value of the AWS-4 satellites (T1 and D1) and wrote down the fair value of the satellites to their estimated fair value of zero, resulting in a $103 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). We did not believe any triggering event occurred which would indicate impairment as of December 31, 2019. See Note 8 for further information.

Narrowband IoT network. As discussed in Note 11 we were in the process of deploying a narrowband IoT network. We paused work on the narrowband IoT deployment in October 2019. In light of, among other things, certain developments related to the Sprint-TMUS merger, during the first quarter 2020, we determined that the revision of certain of our build-out deadlines were probable. Based on this, we no longer intended to complete our narrowband IoT deployment, which we considered a triggering event. As such, during the first quarter 2020, we reviewed the capitalized costs of equipment, labor and other assets related to the narrowband IoT deployment, including our operating lease assets, and impaired those items that would not be utilized in our ongoing 5G Network Deployment, resulting in a $253 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 8 and Note 9 for further information.

Impairment of long-lived assets recorded during the nine months ended September 30, 2020 consisted of the following:


	For the Nine Months Ended
	September 30, 2020
	(In thousands)
T1 satellite	$	48,120
D1 satellite		55,000
Construction in progress related to narrowband IoT deployment		226,742
Operating lease assets related to narrowband IoT deployment		26,556
Impairment of long-lived assets	$	356,418

Boost Mobile Intangible Assets and Goodwill. Intangible assets include subscriber relationships, the Boost Mobile tradename and certain below market contracts. The intangible assets will be amortized over their respective useful lives which range from one to 10 years. Goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed.

Ting Mobile Intangible Assets. The preliminary fair value of the customer relationships and the trade name at the acquisition date of Ting Mobile were recorded in “Intangible assets” on our Condensed Consolidated Balance Sheets. These assets will be amortized over their respective useful lives which range from two to 10 years.

Capitalized Interest

We capitalize interest associated with the acquisition or construction of certain assets, including, among other things, our wireless spectrum licenses, build-out costs associated with our network deployment and satellites. Capitalization of interest begins when, among other things, steps are taken to prepare the asset for its intended use and ceases when the asset is ready for its intended use or when these activities are substantially suspended.

We are currently preparing for the commercialization of our AWS-4, H Block, 700 MHz, 600 MHz and MVDDS wireless spectrum licenses, and interest expense related to their carrying amount is being capitalized. In addition, the FCC has granted certain AWS-3 Licenses to Northstar Wireless and to SNR Wireless, respectively, in which we have made certain non-controlling investments. Northstar Wireless and SNR Wireless are preparing for the commercialization of their AWS-3 Licenses and interest expense related to their carrying amount is also being capitalized. As the carrying amount of the licenses, discussed above, exceeded the carrying value of our long-term debt and finance lease obligations, materially all of our interest expense is being capitalized.

Business Combinations

When we acquire a business, we allocate the purchase price to the various components of the acquisition based upon the fair value of each component using various valuation techniques, including the market approach, income approach and/or cost approach. The accounting standard for business combinations requires identifiable assets, liabilities, noncontrolling interests and goodwill acquired to be recorded at fair value. Transaction costs related to the acquisition of the business are expensed as incurred. Costs associated with the issuance of debt associated with a business combination are capitalized and included as a yield adjustment to the underlying debt’s stated rate. Acquired intangible assets other than goodwill are amortized over their estimated useful lives unless the lives are determined to be indefinite. Amortization of these intangible assets in general are recorded on a straight-line basis over an average finite useful life primarily ranging from approximately one to 20 years or in relation to the estimated discounted cash flows over the life of the intangible asset. See Note 5 for further information on the Sprint Asset Acquisition and Ting Mobile Acquisition.

Fair Value Measurements

We determine fair value based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. Market or observable inputs are the preferred source of values, followed by unobservable inputs or assumptions based on hypothetical transactions in the absence of market inputs. We apply the following hierarchy in determining fair value:

●

Level 1, defined as observable inputs being quoted prices in active markets for identical assets;

●

Level 2, defined as observable inputs other than quoted prices included in Level 1, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar instruments in markets that are not active; and derivative financial instruments indexed to marketable investment securities; and

●

Level 3, defined as unobservable inputs for which little or no market data exists, consistent with reasonably available assumptions made by other participants therefore requiring assumptions based on the best information available.

As of September 30, 2020 and December 31, 2019, the carrying amount for cash and cash equivalents, trade accounts receivable (net of allowance for credit losses or net of allowance for doubtful accounts) and current liabilities (excluding the “Current portion of long-term debt and finance lease obligations”) was equal to or approximated fair value due to their short-term nature or proximity to current market rates. See Note 6 for the fair value of our marketable investment securities and derivative instruments.

Fair values for our publicly traded debt securities are based on quoted market prices, when available. The fair values of private debt are based on, among other things, available trade information, and/or an analysis in which we evaluate market conditions, related securities, various public and private offerings, and other publicly available information.

In performing this analysis, we make various assumptions regarding, among other things, credit spreads, and the impact of these factors on the value of the debt securities. See Note 10 for the fair value of our long-term debt.

Revenue Recognition

Pay-TV Segment

Our Pay-TV segment revenue is primarily derived from Pay-TV programming services that we provide to our subscribers. We also generate revenue from equipment rental fees and other hardware related fees, including DVRs and fees from subscribers with multiple receivers; advertising services; fees earned from our in-home service operations; broadband services; warranty services; sales of digital receivers and related equipment to third-party pay-TV providers; satellite uplink and telemetry, tracking and control (“TT&C”) services; and revenue from in-home services. See Note 13 for further information, including revenue disaggregated by major source.

Our residential video subscribers contract for individual services or combinations of services, as discussed above, the majority of which are generally distinct and are accounted for as separate performance obligations. We consider our installations for first time DISH TV subscribers to be a service. However, since we provide a significant integration service combining the installation with programming services, we have concluded that the installation is not distinct from programming and thus the installation and programming services are accounted for as a single performance obligation. We generally satisfy these performance obligations and recognize revenue as the services are provided, for example as the programming is broadcast to subscribers, as this best represents the transfer of control of the services to the subscriber.

In cases where a subscriber is charged certain nonrefundable upfront fees, those fees are generally considered to be material rights to the subscriber related to the subscriber’s option to renew without having to pay an additional fee upon renewal. These fees are deferred and recognized over the estimated period of time during which the fee remains material to the customer, which we estimate to be less than one year. Revenues arising from our in-home services that are separate from the initial installation, such as mounting a TV on a subscriber’s wall, are generally recognized when these services are performed.

For our residential video subscribers, we have concluded that the contract term under Accounting Standard Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”), is one month and as a result the revenue recognized for these subscribers for a given month is equal to the amount billed in that month, except for certain nonrefundable upfront fees that are accounted for as material rights, as discussed above.

Revenues from our advertising services are typically recognized as the advertisements are broadcast. Sales of equipment to subscribers or other third parties are recognized when control is transferred under the contract. Revenue from our commercial video subscribers typically follows the residential model described above, with the exception that the contract term for most of our commercial subscribers exceeds one month and can be multiple years in length. However, commercial subscribers typically do not receive time-limited discounts or free service periods and accordingly, while they may have multiple performance obligations, revenue is equal to the amount billed in a given month.

Wireless Segment

Our Wireless segment revenue is primarily derived from providing wireless services and selling wireless devices to prepaid and postpaid subscribers. The majority of our subscribers are prepaid under the Boost brand with a smaller subset of postpaid subscribers serviced under the Ting Mobile brand. Prepaid customers prepay for their monthly service on a month-to-month contract. Postpaid customers are those for which the individual is qualified to pay for their service after it has been provided. For both our prepaid and postpaid customers the contract term was determined to be one month.

We have both an indirect sales channel, which includes third-party owned retail stores and big box stores, as well as a direct sales channel, which services customers online. Through the indirect sales channel, we utilize direct distribution partners to facilitate product delivery to the third party Boost retailers. Although our wireless business offers both products and services, we have determined that no bundled arrangements exist as the wireless device and service sold are sold at different times, and in the case of the indirect sales channel, have different customers. In the indirect channel, the customer for the wireless device is the direct distribution partner whereas for the service the customer is the end consumer. Service revenues may also include other value added services to customers, which may be recorded either gross or net within our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) depending on whether DISH is deemed to be the principal or agent in the relationship with the customer. Service revenues are recognized when the service has been provided and no further obligation exists. Concessions given to customers are recorded as a reduction to revenue.

Equipment revenues are primarily related to the sale of wireless devices. Equipment revenue is recognized when control of the product is transferred to our customer, either the direct distribution partner for the indirect sales channel or the end user in the direct sales channel. Sales of equipment in the indirect sales channel often include credits subsequently paid to the direct distribution partner as a reimbursement for any discount promotions offered to the end consumer. These credits (payments to a customer) are accounted for as variable consideration when estimating the amount of revenue to recognize from the sales of equipment to indirect dealers and are estimated based on historical experience and other factors, such as expected promotional activity. For wireless devices sold with a right of return, we defer a portion of equipment revenue and cost of sales to reflect this variable consideration.

Contract Balances

The timing of revenue recognition generally differs from the timing of invoicing to customers. When revenue is recognized prior to invoicing, we record a receivable. When revenue is recognized subsequent to invoicing, we record deferred revenue. Our residential video subscribers are typically billed monthly, and the contract balances for those customers arise from the timing of the monthly billing cycle. Our current wireless subscribers, the majority of which are prepaid, generate deferred revenue. We do not adjust the amount of consideration for financing impacts as we apply a practical expedient when we anticipate that the period between transfer of goods and services and eventual payment for those goods and services will be less than one year. See Note 13 for further information, including balance and activity detail about our allowance for credit losses and deferred revenue related to contracts with subscribers.

Assets Recognized Related to the Costs to Obtain a Contract with a Subscriber

We recognize an asset for the incremental costs of obtaining a contract with a subscriber if we expect the benefit of those costs to be longer than one year. We have determined that certain sales incentive programs in both our Pay-TV and Wireless segments, including those with our independent third-party retailers, meet the requirements to be capitalized, and payments made under these programs are capitalized and amortized to expense over the estimated subscriber life. During the three months ended September 30, 2020 and 2019, we capitalized $131 million and $67 million, respectively, under these programs. The amortization expense related to these programs was $43 million and $21 million for the three months ended September 30, 2020 and 2019, respectively. During the nine months ended September 30, 2020 and 2019, we capitalized $213 million and $159 million, respectively, under these programs. The amortization expense related to these programs was $99 million and $52 million for the nine months ended September 30, 2020 and 2019, respectively. As of September 30, 2020 and December 31, 2019, we had a total of $414 million and $300 million, respectively, capitalized on our Condensed Consolidated Balance Sheets. These amounts are capitalized in “Other current assets” and “Other noncurrent assets, net” on our Condensed Consolidated Balance Sheets, and then amortized in “Selling, general and administrative expenses” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Leases

Lessee

We enter into operating and finance leases for, among other things, satellites, office space, warehouses and distribution centers, vehicles, wireless towers and other equipment. Our leases have remaining lease terms from one to seven years, some of which include renewal options, and some of which include options to terminate the leases within one year.

We determine if an arrangement is a lease and classify that lease as either an operating or finance lease at inception. Operating leases are included in “Operating lease assets,” “Other accrued expenses” and “Operating lease liabilities” on our Condensed Consolidated Balance Sheets. Finance leases are included in “Property and equipment, net,” “Current portion of long-term debt and finance lease obligations” and “Long-term debt and finance lease obligations, net of current portion” on our Condensed Consolidated Balance Sheets. Leases with an initial term of 12 months or less are not recorded on the balance sheet and we recognize lease expense for these leases on a straight-line basis over the lease term on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 8 for further information on our lease expenses.

Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent the present value of our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. When our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes the impact of prepaid or deferred lease payments. The length of our lease term may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term.

We currently lease and historically have leased certain assets from EchoStar, including, among other things, satellites, office space and data centers. See Note 14 for further information on our Related Party Transactions with EchoStar. On May 19, 2019, we entered into a Master Transaction Agreement with EchoStar and effective September 10, 2019, certain satellites and real estate assets leased from EchoStar were transferred to us. See Note 14 for further information on the Master Transaction Agreement.

We have lease agreements with lease and non-lease components, which are generally accounted for separately. Our variable lease payments are immaterial and our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

DISH TV subscribers have the choice of leasing or purchasing the satellite receiver and other equipment necessary to receive our DISH TV services. Most of our new DISH TV subscribers choose to lease equipment and thus we retain title to such equipment. Equipment leased to new and existing DISH TV subscribers is capitalized and depreciated over their estimated useful lives.

For equipment leased to new and existing DISH TV subscribers, we made an accounting policy election to combine the equipment with our programming services as a single performance obligation in accordance with the revenue recognition guidance as the programming services are the predominant component. The revenue related to equipment leased to new and existing DISH TV subscribers would have otherwise been accounted for as an operating lease.

Impact of Adoption of ASU 2016-02

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02 Leases (“ASU 2016-02”) and has modified the standard thereafter. We adopted ASU 2016-02, as modified, on January 1, 2019 using the modified retrospective method. Under the modified retrospective method, we applied the new guidance to all leases that commenced before and were existing as of January 1, 2019.

The adoption of ASU 2016-02 had no impact on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and cash flows from operating, investing and financing activities on our Condensed Consolidated Statements of Cash Flows.

Cost of Services

“Cost of services” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) principally include Pay-TV programming expenses and other operating costs related to our Pay-TV segment, costs of wireless services (including costs incurred under the MNSA), as well as costs associated with our SLING TV services.

The cost of television programming distribution rights is generally incurred on a per subscriber basis and various upfront carriage payments are recognized when the related programming is distributed to subscribers. Long-term flat rate programming contracts are generally charged to expense using the straight-line method over the term of the agreement. The cost of television programming rights to distribute live sporting events for a season or tournament is charged to expense using the straight-line method over the course of the season or tournament. Costs incurred under the MNSA are recognized as the services are performed or as incurred. The cost of broadband services is expensed monthly and generally incurred on a per subscriber basis.

Cost of Sales – Equipment and Other

“Cost of sales – equipment and other” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) principally includes the cost of wireless devices and other related items as well as costs related to the non-subsidized sales of Pay-TV equipment. Costs are generally recognized as products are delivered to customers and the related revenue is recognized.

Advertising Costs

We recognize advertising expense when incurred as selling, general and administrative expense. Advertising expenses totaled $160 million and $141 million for each of the three months ended September 30, 2020 and 2019, respectively. Advertising expenses totaled $381 million and $375 million for each of the nine months ended September 30, 2020 and 2019, respectively.

Research and Development

Research and development costs are expensed as incurred. Research and development costs totaled $6 million and $4 million for the three months ended September 30, 2020 and 2019, respectively. Research and development costs totaled $17 million and $15 million for the nine months ended September 30, 2020 and 2019, respectively.

Basic and Diluted Net Income (Loss) Per Share

9 Months Ended

Sep. 30, 2020

Basic and Diluted Net Income (Loss) Per Share

Basic and Diluted Net Income (Loss) Per Share

3.Basic and Diluted Net Income (Loss) Per Share

We present both basic earnings per share (“EPS”) and diluted EPS. Basic EPS excludes potential dilution and is computed by dividing “Net income (loss) attributable to DISH Network” by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if stock awards were exercised and if our Convertible Notes were converted. The potential dilution from stock awards is accounted for using the treasury stock method based on the average market value of our Class A common stock. The potential dilution from conversion of the Convertible Notes is accounted for using the if-converted method, which requires that all of the shares of our Class A common stock issuable upon conversion of the Convertible Notes will be included in the calculation of diluted EPS assuming conversion of the Convertible Notes at the beginning of the reporting period (or at time of issuance, if later).

The following table presents EPS amounts for all periods and the basic and diluted weighted-average shares outstanding used in the calculation.


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands, except per share amounts)
Net income (loss)	$	532,959	$	377,157	$	1,112,638	$	1,079,022
Less: Net income (loss) attributable to noncontrolling interests, net of tax		28,360		23,853		82,597		68,914
Net income (loss) attributable to DISH Network - Basic		504,599		353,304		1,030,041		1,010,108
Interest on dilutive Convertible Notes, net of tax (1)		—		—		—		—
Net income (loss) attributable to DISH Network - Diluted	$	504,599	$	353,304	$	1,030,041	$	1,010,108

Weighted-average common shares outstanding - Class A and B common stock:
Basic (2)		525,532		477,495		524,329		471,736
Dilutive impact of Convertible Notes		58,192		58,192		58,192		58,192
Dilutive impact of stock awards outstanding		233		59		74		113
Diluted		583,957		535,746		582,595		530,041

Earnings per share - Class A and B common stock:
Basic net income (loss) per share attributable to DISH Network	$	0.96	$	0.74	$	1.96	$	2.14
Diluted net income (loss) per share attributable to DISH Network	$	0.86	$	0.66	$	1.77	$	1.91

(1)

For both the three and nine months ended September 30, 2020 and 2019, materially all of our interest expense was capitalized. See Note 2 for further information.

(2)

The increase resulted from the Master Transaction Agreement, as discussed in Note 14, and the stock rights offering as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019.

Certain stock awards to acquire our Class A common stock are not included in the weighted-average common shares outstanding above, as their effect is anti-dilutive. In addition, vesting of performance based options and rights to acquire shares of our Class A common stock granted pursuant to our performance based stock incentive plans (“Restricted Performance Units”) are both contingent upon meeting certain goals, some of which are not yet probable of being achieved. Furthermore, the warrants that we issued to certain option counterparties in connection with the Convertible Notes due 2026 are only exercisable at their expiration if the market price per share of our Class A common stock is greater than the strike price of the warrants, which is approximately $86.08 per share, subject to adjustments. As a consequence, the following are not included in the diluted EPS calculation.


	As of September 30,
	2020	2019

	(In thousands)
Anti-dilutive stock awards	8,761	5,181
Performance based options (1)	5,317	8,418
Restricted Performance Units/Awards	1,787	1,516
Common stock warrants	46,029	46,029
Total	61,894	61,144

(1)

The decrease primarily resulted from certain performance based options that vested during the three months ended September 30, 2020.

Supplemental Data - Statements of Cash Flows

9 Months Ended

Sep. 30, 2020

Supplemental Data - Statements of Cash Flows

Supplemental Data - Statements of Cash Flows

4.Supplemental Data - Statements of Cash Flows

The following table presents certain supplemental cash flow and other non-cash data. See Note 9 for supplemental cash flow and non-cash data related to leases.


	For the Nine Months Ended
	September 30,
	2020		2019

	(In thousands)
Cash paid for interest (including capitalized interest)	$	647,572	$	737,311
Cash received for interest		5,512		38,101
Cash paid for income taxes		22,939		26,304
Capitalized interest (1)		685,749		743,864
Master Transaction Agreement, net of deferred tax of $166,161 (2)		—		497,145
Employee benefits paid in Class A common stock		28,301		27,004
Vendor financing		74,895		—

(1)	See Note 2 for further information.

(2)	See Note 14 for further information.

Acquisitions

9 Months Ended

Sep. 30, 2020

Acquisitions

Acquisitions

5.Acquisitions

When we acquire a business we recognize the assets acquired, liabilities assumed and any noncontrolling interests at fair value. We expense all transaction costs related to the acquisition as incurred.

Sprint Asset Acquisition

Asset Purchase Agreement

Effective on July 1, 2020, upon the terms and subject to the conditions set forth in the APA and in accordance with the Final Judgment, we completed the Boost Mobile Acquisition. The completion of the Boost Mobile Acquisition means that, among other things, DISH Network officially entered into the retail wireless market, serving more than 9 million customers under the Boost Mobile brand.

Consideration Transferred

The acquisition date fair value of consideration transferred in the Boost Mobile Acquisition totaled $1.346 billion, summarized in the following table:


	As of July 1, 2020
		(In thousands)
Cash consideration (1)	$	1,400,000
Net working capital (2)		33,524
Other funding (3)		(87,500)
Total consideration transferred	$	1,346,024

(1)

Represents agreed upon purchase price pursuant to the APA paid to TMUS on July 1, 2020.

(2)

Represents estimated net working capital acquired under the APA. We have not settled the net working capital under the APA as certain amounts are currently in dispute and could ultimately change the net working capital settlement.

(3)

Represents receipt of payment from Softbank in connection with the Boost Mobile Acquisition on July 1, 2020.

Fair Value of Assets Acquired and Liabilities Assumed

We accounted for the Boost Mobile Acquisition as a business combination. The identifiable assets acquired and liabilities assumed were recorded at their preliminary fair values as of the acquisition date and are consolidated into our financial statements. The assignment of fair market value requires significant judgments regarding the estimates and assumptions used to value the acquired assets and liabilities assumed. For the preliminary fair values of the assets acquired and liabilities assumed, we utilized the cost, income and market approaches from the perspective of a market participant.

The following table summarizes the preliminary fair values for each major class of assets acquired and liabilities assumed at the acquisition date. We used third party valuation professionals to aid in the determination of the estimated fair value of certain assets acquired and liabilities assumed. We are in the process of finalizing the purchase price allocation associated with this transaction, including income tax related amounts. As such, the preliminary purchase allocation set forth below are subject to revision as additional information is obtained and the valuation process is completed.


	As of July 1, 2020
		(In thousands)
Trade accounts receivable	$	518,476
Inventory		141,718
Other current assets		3,000
Intangibles		591,000
Goodwill		87,530
Other noncurrent assets		713,000
Total assets		2,054,724
Trade accounts payable		451,967
Deferred revenue and other		174,733
Other accrued expenses		82,000
Total liabilities		708,700
Total purchase price	$	1,346,024

Acquired Receivables. The fair value of assets acquired, which represents the gross contractual amount, include accounts receivable of $539 million, with an associated allowance for credit losses of $21 million. Accounts receivable is comprised of receivables due from master agents, BoostUp! receivables and other receivables. See Note 2 for further discussion of BoostUP! receivables.

Inventory. Inventory assets include $142 million of wireless devices.

Intangible Assets and Goodwill. Intangible assets includes $458 million of subscriber relationships, the Boost tradename of $96 million and certain below market contracts for $37 million. The intangible assets will be amortized over their respective useful lives which range from one to ten years. Goodwill has an assigned value of $88 million, which represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed. The preliminary goodwill recognized includes, among other things, the assembled workforce of Boost Mobile and intangible assets that do not qualify for separate recognition. The goodwill resulting from the Boost Mobile Acquisition included in the wireless segment is expected to be deductible for tax purposes. All of the goodwill acquired is allocated to the Retail Wireless reporting unit.

Other Noncurrent Assets. Other noncurrent assets includes our option to purchase certain TMUS’s 800 MHz spectrum licenses with an assigned fair value of $713 million. This instrument meets the definition of a derivative and all subsequent changes in the derivative’s fair value are recorded in “Other, net” in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) until the option is either exercised or expires.

Liabilities. Liabilities include accounts payable, deferred revenue and accrued expenses.

Indemnification Assets and Contingent Liabilities. Pursuant to the APA, TMUS agreed to indemnify us against certain specified matters and losses. As of the closing of the transaction and September 30, 2020, we have not recorded either an indemnification asset or liability as the potential liabilities and associated reimbursement by TMUS cannot be reasonably estimated. We expect that any liability incurred related to these indemnified matters would be indemnified and reimbursed by TMUS. See Note 11 for further information.

Sales of equipment to indirect dealers often include credits subsequently paid to the dealer as a reimbursement for promotions offered to the end consumer. These credits are accounted for as variable consideration when estimating the amount of revenue to recognize from the sales of equipment to indirect dealers. At acquisition, we recorded a contingent obligation related to these credits, based upon historical experience and other factors, such as expected promotional activity. This amounts is recorded in “Other accrued expenses” on our Condensed Consolidated Balance Sheets.

Transaction Costs

We recognized transaction costs of $1 million and $11 million for the three and nine months ended September 30, 2020, respectively. These costs are primarily related to professional service costs which are recorded in “Selling, general and administrative expenses” in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Ting Mobile Acquisition

On August 1, 2020, we completed the Ting Mobile Acquisition. In addition, we entered into a services agreement pursuant to which Tucows will act as a mobile virtual network enabler for certain of our retail wireless subscribers. The consideration for the Ting Mobile Acquisition is an earn out provision and the fair value of the earn out provision has been assigned to a customer relationship intangible that is recorded in “Intangible assets” on our Condensed Consolidated Balance Sheets. See Note 5 for further information.

Pro Forma Information

The following pro forma financial information gives effect to the transactions as if they had been completed as of January 1, 2019. The unaudited pro forma information was based on the historical results of DISH Network and the estimated Boost Mobile Acquisition and the Ting Mobile Acquisition results. The results of the Boost Mobile Acquisition were adjusted to include the estimated expense associated with an MNSA arrangement and certain selling, general and administrative expenses that historically were not recorded within the Prepaid Business’ financial statements. The results of the Ting Mobile Acquisition were adjusted for the consideration given for the earn out provision. The pro forma results do not include any anticipated synergies or other expected benefits of the acquisitions.


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Total revenue	$	4,537,708	$	4,410,580	$	13,484,804	$	13,403,813
Net income (loss) attributable to DISH Network	$	515,183	$	293,514	$	849,744	$	808,825

Assumptions and nonrecurring pro forma adjustments include:

●

Boost network costs were estimated based on the forecasted costs on a per subscriber basis that DISH expects to incur prospectively to utilize the TMUS network.

●

Boost selling, general and administrative expenses were estimated based on the costs to be incurred by DISH per the TSA arrangement with TMUS.

●

Transaction costs of $1 million and $11 million for the three and nine months ended September 30, 2020, respectively, were recorded in “Selling, general and administrative expenses” in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and are not recurring.

The selective unaudited pro forma condensed financial information is provided for informational purposes and does not represent the actual results from operation had the transaction occurred on January 1, 2019.

Agreements in Connection with the APA

In connection with the Boost Mobile Acquisition and the consummation of the Sprint-TMUS merger, we, TMUS, Sprint, DT and SoftBank came to an agreement with the DOJ on key terms and approval of the Transaction Agreements and our wireless service business and spectrum. On July 26, 2019, the Defendants entered into the Stipulation and Order with the DOJ binding the Defendants to the Proposed Final Judgment, which memorialized the agreement between the DOJ and the Defendants. The Stipulation and Order and the Proposed Final Judgment were filed in the District Court on July 26, 2019 and on April 1, 2020, the Final Judgment was entered with the District Court.

Also in connection with the closing of the Boost Mobile Acquisition, we and NTM entered into the TSA, the MNSA, the Option Agreement, and the Spectrum Purchase Agreement for an additional approximately $3.59 billion.

Transition Services Agreement

TMUS and DISH Network entered into a TSA upon the Closing Date of the Boost Mobile Acquisition, pursuant to which TMUS provides certain transition services to us for the Prepaid Business for a period of two years from July 1, 2020. Additionally, under the Final Judgment, we may apply to the DOJ for one or more extensions of the term of the TSA, which the DOJ can approve or deny in its sole discretion, and the TSA contemplates the option to renew the TSA for a third or additional years. The transition services are provided at cost, which shall not exceed a specific amount in the first year, plus certain pass-through costs and out-of-pocket expenses, during the first two years. If any transition services are renewed for a third year, the transition services will be provided at cost plus a certain mark-up, plus certain additional costs.

Master Network Services Agreement

TMUS and DISH Network entered into an MNSA upon the Closing Date of the Boost Mobile Acquisition, pursuant to which we also receive network services from NTM for a period of seven years. As set forth in the MNSA, NTM provides to us, among other things, (i) legacy network services for Boost Mobile and certain other prepaid end users on the Sprint network, (ii) NTM network services for certain end users that have been migrated to the NTM network or provisioned on the NTM network by or on behalf of us and (iii) infrastructure mobile network operator services to assist in the access and integration of our network.

Pursuant to the terms of the MNSA, we face certain restrictions on making offerings that may combine the access to services provided under the MNSA with access to the facilities or services provided by certain third parties, subject to certain exceptions and carve-outs. We have the right to offer differentiated pricing, products and features to our end users under our brands in conjunction with the services provided under the MNSA, subject to certain qualifications and restrictions. We have certain restrictions on our ability to wholesale, sub-distribute or resell the services provided under the MNSA to third parties. During and after the term of the MNSA, NTM has agreed to certain restrictions with respect to the use of certain information in the targeting of customers.

In the event of a “change of control” of DISH Network, the MNSA will terminate upon the earlier of two years following the consummation of the change of control or the date on which the MNSA would have otherwise terminated or expired in accordance with its terms. However, we would remain able to provision new users for six months after the change of control and also retain access to roaming services on the NTM network for both new and existing users for the remainder of the original term of the MNSA. Generally, a change of control would occur in the first 36 months of the term of the MNSA if (A) certain “permitted owners” no longer own 50% or more of our voting power or a person or group of persons who are not permitted owners beneficially owns more than 50% of our aggregate economic value or (B) we sell more than 50% of our wireless communications business assets (excluding our wireless terrestrial spectrum licenses and entities that own our wireless terrestrial spectrum licenses). A permitted owner generally includes Charles W. Ergen (including his family and certain related trusts and entities) and certain financial investors. Following the first 36 months of the term of the MNSA (or earlier in certain circumstances), a change of control would generally occur if any restricted persons own (1) more than 50% of our voting power or economic value or (2) a majority of our wireless communications business assets (excluding our wireless terrestrial spectrum licenses and entities that own our wireless terrestrial spectrum licenses). A “restricted person” generally includes certain U.S. wireless providers and U.S. cable companies (with certain exceptions), as well as any other entities that do not enter into a network usage agreement with NTM restricting such person from generally engaging in certain activities that are detrimental to the NTM network.

Spectrum Purchase Agreement

Pursuant to the Spectrum Purchase Agreement that was entered into upon the Closing Date of the Boost Mobile Acquisition, we are expected to purchase all of Sprint’s 800 MHz spectrum (approximately 13.5 MHz of nationwide spectrum). The covered spectrum must be divested within the later of three years from the Closing Date and five days after receipt of FCC approval for the transfer, following an application for FCC approval to be filed three years following the closing of the Sprint-TMUS merger. The DOJ may in its sole discretion agree to extend the deadline for the spectrum divestiture for up to 60 days pursuant to the Final Judgment. NTM may exercise an option to lease back 4 MHz (2 MHz downlink + 2 MHz uplink) of the spectrum for two years following the closing of the 800 MHz spectrum sale at the same per-Pop rate used to calculate the purchase price paid by us to NTM – a rate of approximately $68 million per year.

We and NTM have made customary representations, warranties and covenants pursuant to the Spectrum Purchase Agreement, including representations by NTM regarding the validity of the licenses for the purchased spectrum. Pursuant to the Spectrum Purchase Agreement, we and NTM each indemnify the other against losses suffered as a result of breaches of the other’s representations and warranties or covenants. The indemnification provisions are subject to certain deductible and cap limitations and time limitations with respect to recovery for losses.

If we breach the Spectrum Purchase Agreement prior to the closing or fail to deliver the purchase price following the satisfaction or waiver of all closing conditions, our sole liability to NTM will be to pay NTM a fee of approximately $72 million. If NTM fails to sell the spectrum to us following the satisfaction or waiver of all closing conditions, our sole recourse will be to seek specific performance, and if (and only if) specific performance is unavailable, to seek damages of up to approximately $72 million.

Option Agreement

The Option Agreement, which was entered into upon the Closing Date of the Boost Mobile Acquisition, provides us an exclusive option to assume certain assets and liabilities under certain circumstances for any of the cell sites and retail stores that NTM decommissions during the term of the Option Agreement. NTM must make a minimum of 20,000 cell sites and 400 retail stores available to us pursuant to the Final Judgment. With respect to each decommissioned site, we may choose to acquire: (a) only the lease for such site, (b) the lease and a predetermined list of equipment at the site or (c) the lease and all of the equipment at the site. Under the Final Judgment, NTM must provide a detailed schedule which identifies each cell site that is scheduled to be decommissioned within five years of the Closing Date. The Option Agreement will remain in place for five years following the Closing Date.

Agreement with the DOJ: The Stipulation and Order and the Final Judgment

Certain of the provisions of the Stipulation and Order and the Final Judgment are also reflected in the terms of the Transaction Agreements. In addition to the terms reflected in the Transaction Agreements, the Stipulation and Order and the Final Judgment provide for other rights and obligations of the Sellers and us, including the following:

●

For a period of one year after the Closing Date, if we determine that certain assets not included in the divestiture were previously used by the Prepaid Business and are reasonably necessary for the continued competitiveness of the Prepaid Business, subject to certain carve-outs, we may request that such assets be transferred to us, which the DOJ can approve or deny in its sole discretion.

●

Within one year of the Closing Date, we are required to offer nationwide postpaid retail mobile wireless service.

●

If we elect not to purchase the 800 MHz licenses pursuant to the Spectrum Purchase Agreement, we must pay $360 million (equal to 10% of the Spectrum Purchase Agreement purchase price) to the United States. However, we will not be required to make such payment if we have deployed a core network and offered 5G service to at least 20% of the U.S. population within three years of the Closing Date.

●

If we buy the 800 MHz spectrum pursuant to the Spectrum Purchase Agreement but fail to deploy all of the 800 MHz spectrum licenses for use in the provision of retail mobile wireless services by the expiration of the Final Judgment, the DOJ may require us to forfeit to the FCC any of the 800 MHz licenses for spectrum that are not being used to provide retail mobile wireless services, unless we are already providing nationwide retail wireless service.

●

We and NTM were required to negotiate in good faith to reach an agreement for NTM to lease some or all of our 600 MHz spectrum licenses for deployment to retail consumers by NTM. On September 11, 2020, we and T-Mobile entered into an agreement to lease a portion of our 600 MHz spectrum licenses for an annual lease payment of approximately $56 million.

●

We and NTM must agree to support eSIM technology on smartphones.

●

The Sellers must introduce the suppliers and distributors of the Prepaid Business to us and the Sellers may not interfere in our negotiations with such suppliers and distributors.

●

On the first day of the fiscal quarter following the entry of the Final Judgment and of each 180-day period thereafter, we are obligated to provide the DOJ with a description of our deployment efforts over the prior quarter including: (i) the number of towers and small cells deployed, (ii) the spectrum bands on which we have deployed equipment, (iii) progress in obtaining devices that operate on our spectrum frequencies, (iv) POPs coverage of our network, (v) the number of our mobile wireless subscriptions, (vi) the amount of traffic transmitted to our subscribers using our network and using NTM’s network, and (vii) whether there are or have been any efforts by NTM to interfere with our efforts to deploy and operate our network.

●

We cannot sell, lease or otherwise provide the right to use any of the divested assets to any national facilities-based mobile wireless provider and may not sell any of the divested assets or similar assets back to TMUS during the term of the Final Judgment, except that we may lease back to NTM up to 4 MHz of the 800 MHz spectrum we will acquire (as discussed above).

●

We must comply with the June 14, 2023 AWS-4, Lower 700 MHz E Block, AWS H Block, and nationwide 5G broadband network build-out commitments made to the FCC, subject to verification by the FCC (as described below). If we fail to comply with such build-out commitments, we may be subject to civil contempt in addition to the substantial voluntary contributions and license forfeitures described below if we fail to meet these commitments (as described below).

FCC Build-Out Commitments

In a letter filed with the FCC on July 26, 2019, we voluntarily committed to deploy a nationwide 5G broadband network and meet revised timelines relating to the build-out of our AWS-4, Lower 700 MHz E Block, AWS H Block and 600 MHz spectrum assets, subject to certain penalties. Pursuant to these commitments, we requested multi-year extensions to deploy our AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum, and we have committed to build-out our 600 MHz licenses on an accelerated schedule to better align with our 5G deployment. We have also committed to offer 5G broadband service to certain population coverage targets, along with minimum core network, tower and spectrum use targets, and have waived our right to deploy any technology of our choice under the FCC’s “flexible use” rules with respect to these spectrum bands. Failure to meet the various commitments would require us to pay voluntary contributions totaling up to $2.2 billion to the FCC and would subject certain licenses in the AWS-4, Lower 700 MHz E Block, and AWS H Block spectrum to forfeiture. We have also agreed not to sell our AWS-4 and 600 MHz spectrum for six years without prior DOJ and FCC approval (unless such sale is part of a change of control of DISH Network). Additionally, we have agreed not to lease a certain percentage of network capacity on our AWS-4 and 600 MHz spectrum for six years to the three largest U.S. wireless carriers (i.e., AT&T, Verizon and NTM), without prior FCC approval. On November 5, 2019, the FCC released an Order that, among other things, approved the Sprint-TMUS merger, tolled our existing March 7, 2020 build-out deadline for our AWS-4 and Lower 700 MHz E Block Licenses, and directed the FCC’s Wireless Telecommunications Bureau to adopt our commitments after a 30 day review period (the “FCC Merger Order”).

On September 11, 2020, the FCC’s Wireless Telecommunications Bureau issued an Order adopting these commitments. Our 5G deployment obligations for each of the four spectrum bands are generally set forth below.

●

With respect to the 600 MHz licenses, we must offer 5G broadband service to at least 70% of the U.S. population and have deployed a core network no later than June 14, 2023, and offer 5G broadband service to at least 75% of the population in each Partial Economic Area (which are service areas established by the FCC) no later than June 14, 2025. Note that these commitments are earlier than the current 600 MHz Final Build-Out Requirement date of June 2029. See below for further information.

●

With respect to the AWS-4 licenses, we must offer 5G broadband service to at least 20% of the U.S. population and have deployed a core network no later than June 14, 2022, and offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023.

●

With respect to the Lower 700 MHz E Block licenses, we must offer 5G broadband service to at least 20% of the U.S. population who are covered by such licenses and have deployed a core network no later than June 14, 2022, and offer 5G broadband service to at least 70% of the U.S. population who are covered by such licenses no later than June 14, 2023.

●

With respect to the AWS H Block licenses, we must offer 5G broadband service to at least 20% of the U.S. population and have deployed a core network no later than June 14, 2022, and offer 5G broadband service to at least 70% of the U.S. population no later than June 14, 2023.

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities

9 Months Ended

Sep. 30, 2020

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities

6.	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
	September 30,		December 31,
	2020		2019

	(In thousands)
Marketable investment securities:
Current marketable investment securities:
Strategic - available-for-sale	$	195	$	196
Other		983,664		416,508
Total current marketable investment securities		983,859		416,704
Restricted marketable investment securities (1)		35,115		390
Total marketable investment securities		1,018,974		417,094

Restricted cash and cash equivalents (1)		73,273		60,677

Other investment securities:
Other investment securities		148,246		160,074
Total other investment securities		148,246		160,074

Total marketable investment securities, restricted cash and cash equivalents, and other investment securities	$	1,240,493	$	637,845

(1)	Restricted marketable investment securities and restricted cash and cash equivalents are included in “Restricted cash, cash equivalents and marketable investment securities” on our Condensed Consolidated Balance Sheets.

Marketable Investment Securities

Our marketable investment securities portfolio may consist of debt and equity instruments. All equity securities are carried at fair value, with changes in fair value recognized in “Other, net” within “Other Income (Expense)” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). All debt securities are classified as available-for-sale and are recorded at fair value. We report the temporary unrealized gains and losses related to changes in market conditions of marketable debt securities as a separate component of “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit),” net of related deferred income tax on our Condensed Consolidated Balance Sheets. The corresponding changes in the fair value of marketable debt securities, which are determined to be company specific credit losses are recorded in “Other, net” within “Other Income (Expense)” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information.

Current Marketable Investment Securities – Strategic

Our current strategic marketable investment securities portfolio includes and may include strategic and financial debt and/or equity investments in private and public companies that are highly speculative and have experienced and continue to experience volatility. As of September 30, 2020, this portfolio consisted of securities of a small number of issuers, and as a result the value of that portfolio depends, among other things, on the performance of those issuers. The fair value of certain of the debt and equity securities in this portfolio can be adversely impacted by, among other things, the issuers’ respective performance and ability to obtain any necessary additional financing on acceptable terms, or at all.

Current Marketable Investment Securities - Other

Our current other marketable investment securities portfolio includes investments in various debt instruments including, among others, commercial paper, corporate securities and United States treasury and/or 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, Cash Equivalents and Marketable Investment Securities

As of September 30, 2020 and December 31, 2019, our restricted marketable investment securities, together with our restricted cash and cash equivalents, included amounts required as collateral for our letters of credit and trusts.

Other Investment Securities

We have strategic investments in certain debt and/or equity securities that are included in noncurrent “Other investment securities” on our Condensed Consolidated Balance Sheets. Our debt securities are classified as available-for-sale and our equity securities are accounted for using the equity method of accounting or recorded at fair value. Certain of our equity method investments are detailed below.

NagraStar L.L.C. As a result of the completion of the share exchange on February 28, 2017, we own a 50% interest in NagraStar L.L.C. (“NagraStar”), a joint venture that is our primary provider of encryption and related security systems intended to assure that only authorized customers have access to our programming.

Invidi Technologies Corporation. In November 2016, we, DIRECTV, LLC, a wholly-owned indirect subsidiary of AT&T Inc., and Cavendish Square Holding B.V., an affiliate of WPP plc, entered into a series of agreements to acquire Invidi Technologies Corporation (“Invidi”), an entity that provides proprietary software for the addressable advertising market. The transaction closed in January 2017.

TerreStar Solutions, Inc. In March 2019, we closed a transaction with TerreStar Solutions, Inc. (“TSI”) to acquire additional equity securities of TSI, an entity that holds certain 2 GHz wireless spectrum licenses in Canada, in exchange for certain Canadian assets, including, among other things, a portion of the satellite capacity on our T1 satellite, which we had acquired from TerreStar Networks, Inc. in 2012.

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.

Unrealized Gains (Losses) on Marketable Investment Securities

As of September 30, 2020 and December 31, 2019, we had accumulated net unrealized gains of less than $1 million. These amounts, net of related tax effect, were accumulated net unrealized gains of less than $1 million. All of these amounts are included in “Accumulated other comprehensive income (loss)” within “Total stockholders’ equity (deficit).” The components of our available-for-sale investments are summarized in the table below.


	As of September 30,								As of December 31,
	2020								2019
	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	$	302,754	$	18	$	—	$	18	$	10,016	$	32	$	—	$	32
Commercial paper		652,953		—		—		—		369,397		2		—		2
Corporate securities		62,748		5		(1)		4		28,796		4		(1)		3
Other		519		—		—		—		8,885		58		—		58
Total	$	1,018,974	$	23	$	(1)	$	22	$	417,094	$	96	$	(1)	$	95

As of September 30, 2020, restricted and non-restricted marketable investment securities included debt securities of $1.019 billion with contractual maturities within one year. Actual maturities may differ from contractual maturities as a result of our ability to sell these securities prior to maturity.

Fair Value Measurements

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


	As of
	September 30, 2020								December 31, 2019
	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3

	(In thousands)
Cash equivalents (including restricted)	$	1,750,477	$	963,274	$	787,203	$	—	$	2,436,545	$	246,876	$	2,189,669	$	—

Debt securities (including restricted):
U.S. Treasury and agency securities	$	302,754	$	302,754	$	—	$	—	$	10,016	$	10,016	$	—	$	—
Commercial paper		652,953		—		652,953		—		369,397		—		369,397		—
Corporate securities		62,748		—		62,748		—		28,796		—		28,796		—
Other		519		—		324		195		8,885		—		8,689		196
Total	$	1,018,974	$	302,754	$	716,025	$	195	$	417,094	$	10,016	$	406,882	$	196

Derivative Instruments

We have the option to purchase certain TMUS’s 800 MHz spectrum licenses from TMUS at a fixed price in the future. See Note 5 for further information. This instrument meets the definition of a derivative and was valued as part of the business combination at fair value in the Condensed Consolidated Balance Sheets. All subsequent changes in the derivative’s fair value are recorded in “Other, net” in our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) until the option is either exercised or expires. We account for our option to purchase certain TMUS’s 800 MHz spectrum licenses under the Spectrum Purchase Agreement as a Level 3 derivative.

Gains and Losses on Sales and Changes in Carrying Amounts of Investments

“Other, net” within “Other Income (Expense)” included on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) is as follows:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Other, net:	2020		2019		2020		2019

	(In thousands)
Marketable investment securities - realized and unrealized gains (losses)	$	87	$	1,346	$	177	$	5,240
Derivative instruments - net realized and/or unrealized gains (losses)		(12,450)		—		(12,450)		—
Costs related to early redemption of debt		—		(44)		—		(483)
Equity in earnings (losses) of affiliates		(824)		(5,467)		(221)		(4,476)
Other		(13)		2,369		902		9,843
Total	$	(13,200)	$	(1,796)	$	(11,592)	$	10,124

Inventory

9 Months Ended

Sep. 30, 2020

Inventory

Inventory

7.Inventory

Inventory consisted of the following:


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Finished goods	$	470,980	$	255,155
Work-in-process and service repairs		29,000		34,120
Raw materials		16,236		33,623
Total inventory	$	516,216	$	322,898

Property and Equipment and Intangible Assets

9 Months Ended

Sep. 30, 2020

Property and Equipment and Intangible Assets

Property and Equipment and Intangible Assets

8.Property and Equipment and Intangible Assets

Property and equipment consisted of the following:



	Depreciable			As of
	Life			September 30,		December 31,
	(In Years)			2020		2019

				(In thousands)
Equipment leased to customers	2	-	5	$	1,772,000	$	1,861,668
Satellites (1)	2	-	15		1,734,025		1,855,096
Satellites acquired under finance lease agreements	10	-	15		888,940		888,940
Furniture, fixtures, equipment and other	2	-	20		2,073,041		2,010,094
Buildings and improvements	5	-	40		354,739		349,347
Land		-			17,810		17,810
Construction in progress (1)		-			109,018		278,083
Total property and equipment					6,949,573		7,261,038
Accumulated depreciation					(4,723,150)		(4,554,856)
Property and equipment, net				$	2,226,423	$	2,706,182

(1)

During the nine months ended September 30, 2020, we wrote down the T1 satellite net book value of $48 million (net of accumulated depreciation of $18 million) and the D1 satellite net book value of $55 million to their estimated fair value of zero. In addition, during the nine months ended September 30, 2020, we impaired $227 million for capitalized costs of equipment, labor and other assets related to the narrowband IoT deployment that would not be utilized in our 5G Network Deployment. As a result, we recorded a $330 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information.

Construction in progress consisted of the following:


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Software	$	43,011	$	51,493
Wireless (1)		40,952		207,814
Other		25,055		18,776
Total construction in progress	$	109,018	$	278,083

(1)

During the nine months ended September 30, 2020, we impaired the capitalized costs of equipment, labor and other assets related to the narrowband IoT deployment that would not be utilized in our 5G Network Deployment, resulting in a $227 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information.

Depreciation and amortization expense consisted of the following:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Equipment leased to customers	$	71,568	$	91,090	$	220,797	$	287,109
Satellites (1)		50,193		25,321		152,530		62,956
Buildings, furniture, fixtures, equipment and other		32,303		36,239		97,679		100,713
Intangible assets		45,019		1,531		47,021		6,244
Total depreciation and amortization	$	199,083	$	154,181	$	518,027	$	457,022

(1)	The increase resulted from the Master Transaction Agreement pursuant to which, on September 10, 2019, certain satellites were transferred to us. See Note 14 for further information.

Cost of sales and operating expense categories included in our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) do not include depreciation expense related to satellites or equipment leased to customers.

Pay-TV Satellites. We currently utilize 13 satellites in geostationary orbit approximately 22,300 miles above the equator, eight of which we own and depreciate over their estimated useful life. We currently utilize certain capacity on one satellite that we lease from EchoStar, which is accounted for as an operating lease. We also lease four satellites from third parties: Ciel II, which is accounted for as an operating lease, and Anik F3, Nimiq 5 and QuetzSat-1, which are accounted for as financing leases and are depreciated over their economic life.

As of September 30, 2020, our pay-TV satellite fleet consisted of the following:


		Degree	Lease
	Launch	Orbital	Termination
Satellites	Date	Location	Date
Owned:
EchoStar VII (1)	February 2002	119	N/A
EchoStar X (1)	February 2006	110	N/A
EchoStar XI (1)	July 2008	110	N/A
EchoStar XIV (1)	March 2010	119	N/A
EchoStar XV	July 2010	61.5	N/A
EchoStar XVI (1)	November 2012	61.5	N/A
EchoStar XVIII	June 2016	61.5	N/A
EchoStar XXIII (1)	March 2017	67.9	N/A

Leased from EchoStar (2):
EchoStar IX	August 2003	121	Month to month

Leased from Other Third Party:
Anik F3	April 2007	118.7	April 2022
Ciel II	December 2008	129	January 2022
Nimiq 5 (1)	September 2009	72.7	September 2024
QuetzSat-1 (1)	September 2011	77	November 2021

(1)	Pursuant to the Master Transaction Agreement, on September 10, 2019, these satellites and satellite service agreements were transferred to us. See Note 14 for further information.

(2)	See Note 14 for further information on our Related Party Transactions with EchoStar.

Effective September 10, 2019, pursuant to the Master Transaction Agreement, the EchoStar XII satellite was transferred to us. During October 2019, the EchoStar XII satellite was de-orbited.

Intangible Assets

As of September 30, 2020 and December 31, 2019, our identifiable intangibles subject to amortization consisted of the following:


	As of
	September 30, 2020				December 31, 2019
	Intangible		Accumulated		Intangible		Accumulated
	Assets		Amortization		Assets		Amortization

	(In thousands)
Technology-based	$	63,078	$	(58,194)	$	63,077	$	(57,414)
Trademarks		133,428		(37,259)		37,010		(32,619)
Contract-based		41,500		(13,750)		4,500		(4,500)
Customer relationships		515,576		(55,984)		23,633		(23,633)
Total	$	753,582	$	(165,187)	$	128,220	$	(118,166)

(1)

The increase in intangible assets resulted from the completion of the Boost Mobile Acquisition and the Ting Mobile Acquisition. See Note 5 for further information.

These identifiable intangibles are included in “Intangible assets” on our Consolidated Balance Sheets. Amortization expense of these intangible assets in general is recorded on a straight-line basis over an average finite useful life primarily ranging from approximately one to 20 years. Amortization expense was $45 million and $2 million, for the three months ended September 30, 2020 and 2019, respectively. Amortization expense was $47 million and $6 million, for the nine months ended September 30, 2020 and 2019, respectively. The increase in amortization expense primarily resulted from the Boost Mobile Acquisition and the Ting Mobile Acquisition.

Estimated future amortization of our identifiable intangible assets as of September 30, 2020 is as follows (in thousands):


For the Years Ended December 31,
	(In thousands)
2020 (for the remaining three months)	$	45,850
2021		157,105
2022		130,198
2023		127,809
2024		69,512
Thereafter		57,921
Total	$	588,395

Goodwill

Goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed and is not subject to amortization but is subject to impairment testing annually or whenever indicators of impairment arise. The non-recurring measurement of fair value of this asset is classified as Level 3 in the fair value hierarchy. As of September 30, 2020 and December 31, 2019, our goodwill was $214 million and $126 million, respectively, which primarily relates to our wireless segment. The increase in goodwill resulted from the completion of the Boost Mobile Acquisition. See Note 5 for further information.

Leases

9 Months Ended

Sep. 30, 2020

Leases

Leases

9.Leases

Lessee

Our Anik F3, Nimiq 5 and QuetzSat-1 satellites are accounted for as financing leases. Substantially all of our remaining leases are accounted for as operating leases.

The components of lease expense were as follows:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Operating lease cost (1)	$	18,281	$	40,831	$	54,130	$	205,815

Short-term lease cost (2)		2,726		2,915		8,284		9,141

Finance lease cost:
Amortization of right-of-use assets		17,829		7,187		53,488		17,100
Interest on lease liabilities		5,070		2,352		16,326		4,632
Total finance lease cost		22,899		9,539		69,814		21,732
Total lease costs	$	43,906	$	53,285	$	132,228	$	236,688

(1)

Pursuant to the Master Transaction Agreement, effective September 10, 2019, approximately $495 million of previously reported operating lease assets and the related liabilities for satellites and real estate assets were transferred to us. See Note 14 for further information. These satellite and real estate assets are no longer included in “Operating lease assets,” “Other current liabilities” and “Operating lease liabilities,” but rather in “Property and equipment, net” on our Condensed Consolidated Balance Sheets. Lease expense related to these satellites and real estate assets for the three and nine months ended September 30, 2019 was $25 million and $159 million, respectively.

(2)

Leases that have terms of 12 months or less.

Supplemental cash flow information related to leases was as follows:


	For the Nine Months Ended
	September 30,
	2020		2019

	(In thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	54,611	$	209,435
Operating cash flows from finance leases	$	16,326	$	4,637
Financing cash flows from finance leases	$	47,301	$	17,681

Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	41,665	$	110,235
Finance leases	$	—	$	187,339

Right-of-use assets and liabilities recognized at January 1, 2019 upon adoption of ASC 842		—	$	733,584

Supplemental balance sheet information related to leases was as follows:


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Operating Leases:
Operating lease assets (1)	$	112,922	$	144,330

Other current liabilities	$	59,228	$	57,910
Operating lease liabilities		73,057		84,795
Total operating lease liabilities	$	132,285	$	142,705

Finance Leases:
Property and equipment, gross	$	889,708	$	890,598
Accumulated depreciation		(736,462)		(683,271)
Property and equipment, net	$	153,246	$	207,327

Other current liabilities	$	66,075	$	61,493
Other long-term liabilities		118,318		171,706
Total finance lease liabilities	$	184,393	$	233,199

Weighted Average Remaining Lease Term:
Operating leases		2.9 years		3.1 years
Finance leases		3.2 years		3.8 years

Weighted Average Discount Rate:
Operating leases		4.3%		5.0%
Finance leases		10.4%		10.2%

(1)

During the nine months ended September 30, 2020, we impaired the operating lease assets related to the narrowband IoT deployment that would not be utilized in our 5G Network Deployment, resulting in a $27 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). See Note 2 for further information.

Maturities of lease liabilities as of September 30, 2020 were as follows:


	Maturities of Lease Liabilities
	Operating		Finance
For the Years Ending December 31,	Leases		Leases		Total

	(In thousands)
2020 (remaining three months)	$	17,461	$	15,961	$	33,422
2021		58,963		82,610		141,573
2022		33,785		48,306		82,091
2023		15,723		40,942		56,665
2024		9,337		30,707		40,044
Thereafter		4,523		—		4,523
Total lease payments		139,792		218,526		358,318
Less: Imputed interest		(7,507)		(34,133)		(41,640)
Total		132,285		184,393		316,678
Less: Current portion		(59,228)		(66,075)		(125,303)
Long-term portion of lease obligations	$	73,057	$	118,318	$	191,375

Long-Term Debt and Finance Lease Obligations

9 Months Ended

Sep. 30, 2020

Long-Term Debt and Finance Lease Obligations

Long-Term Debt and Finance Lease Obligations

10.Long-Term Debt and Finance Lease Obligations

Fair Value of our Long-Term Debt

The following table summarizes the carrying amount and fair value of our debt facilities as of September 30, 2020 and December 31, 2019:


	As of
	September 30, 2020				December 31, 2019
	Carrying Amount		Fair Value		Carrying Amount		Fair Value

	(In thousands)
5 1/8% Senior Notes due 2020 (1)	$	—	$	—	$	1,100,000	$	1,110,208
6 3/4% Senior Notes due 2021 (2)		2,000,000		2,055,660		2,000,000		2,109,420
5 7/8% Senior Notes due 2022		2,000,000		2,090,160		2,000,000		2,129,580
5% Senior Notes due 2023		1,500,000		1,533,990		1,500,000		1,543,770
5 7/8% Senior Notes due 2024		2,000,000		2,064,700		2,000,000		2,049,080
2 3/8% Convertible Notes due 2024		1,000,000		910,700		1,000,000		918,720
7 3/4% Senior Notes due 2026		2,000,000		2,202,920		2,000,000		2,128,900
3 3/8% Convertible Notes due 2026		3,000,000		2,757,390		3,000,000		2,907,870
7 3/8% Senior Notes due 2028		1,000,000		1,032,270		—		—
Other notes payable		80,718		80,718		70,946		70,946
Subtotal		14,580,718	$	14,728,508		14,670,946	$	14,968,494
Unamortized debt discount on the Convertible Notes		(657,591)				(735,811)
Unamortized deferred financing costs and other debt discounts, net		(25,120)				(28,739)
Finance lease obligations (3)		184,393				233,199
Total long-term debt and finance lease obligations (including current portion)	$	14,082,400			$	14,139,595

(1)	On May 1, 2020, we redeemed the principal balance of our 5 1/8% Senior Notes due 2020.

(2)	Our 6 3/4% Senior Notes due 2021 mature on June 1, 2021 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Condensed Consolidated Balance Sheets as of September 30, 2020.

(3)	Disclosure regarding fair value of finance leases is not required.

We estimated the fair value of our publicly traded long-term debt using market prices in less active markets (Level 2).

7 3/8% Senior Notes due 2028

On July 1, 2020, we issued $1.0 billion aggregate principal amount of our 7 3/8% Senior Notes due July 1, 2028. Interest accrues at an annual rate of 7 3/8% and is payable semi-annually in cash, in arrears on January 1 and July 1 of each year, commencing on January 1, 2021.

The 7 3/8% Senior Notes are redeemable, in whole or in part, at any time prior to July 1, 2023 at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid interest. On or after July 1, 2023, we may redeem the Notes, in whole or in part, at any time at the redemption prices specified under the related indenture, together with accrued and unpaid interest. Prior to July 1, 2023, we may also redeem up to 35% of the 7 3/8% Senior Notes at a specified premium with the net cash proceeds from certain equity offerings or capital contributions.

Our 7 3/8% Senior Notes are:

●

general unsecured senior obligations of DISH DBS Corporation (“DISH DBS”);

●

ranked equally in right of payment with all of DISH DBS’ and the guarantors’ existing and future unsecured senior debt; and

●

ranked effectively junior to our and the guarantors’ current and future secured senior indebtedness up to the value of the collateral securing such indebtedness.

The indenture related to our 7 3/8% Senior Notes contains restrictive covenants that, among other things, impose limitations on the ability of DISH DBS and its restricted subsidiaries to:

●

incur additional debt;

●

pay dividends or make distributions on DISH DBS’ capital stock or repurchase DISH DBS’ capital stock;

●

make certain investments;

●

create liens or enter into sale and leaseback transactions;

●

enter into transactions with affiliates;

●

merge or consolidate with another company; and

●

transfer or sell assets.

In the event of a change of control, as defined in the related indenture, we would be required to make an offer to repurchase all or any part of a holder’s 7 3/8% Senior Notes at a purchase price equal to 101% of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of repurchase.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies

Commitments and Contingencies

11.Commitments and Contingencies

Commitments

Our purchase obligations increased during the third quarter 2020 as a result of the Boost Mobile Acquisition and the Ting Mobile Acquisition.

As of September 30, 2020 our future purchase obligations were $1.959 billion for the remaining three months of 2020, $61 million for 2021, $27 million for 2022, $9 million for 2023, for a total of $2.056 billion.

Purchase Obligations

Our 2020 purchase obligations primarily consist of binding purchase orders for certain fixed contractual commitments to purchase programming content, receiver systems and related equipment, broadband equipment, digital broadcast operations, transmission costs, streaming delivery technology and infrastructure, engineering services, and other products and services related to the operation of our Pay-TV services. In addition, our 2020 purchase obligations also include wireless devices related to our retail wireless business as well as transition services. Furthermore, our 2020 purchase obligations include equipment related to our 5G Network Deployment, such as software and hardware necessary to complete our wireless broadband network. Our purchase obligations may fluctuate significantly from period to period due to, among other things, management’s timing of payments and inventory purchases as well as expenditures related to our wireless projects and 5G Network Deployment, and can materially impact our future operating asset and liability balances, and our future working capital requirements.

Wireless – 5G Network Deployment

Recent Wireless Spectrum Acquisitions

37 GHz, 39 GHz and 47 GHz. The auction for the Upper Microwave Flexible Use Service licenses in the 37 GHz, 39 GHz and 47 GHz bands (“Auction 103”) began on December 10, 2019 and ended January 30, 2020. On March 12, 2020, the FCC announced that Window Wireless L.L.C. (“Window”), a wholly-owned subsidiary of DISH Network, was the winning bidder of 50 wireless spectrum licenses in the 37-39 GHz band and 2,601 wireless spectrum licenses in the 47 GHz band, for a total of 2,651 wireless spectrum licenses, with Window’s aggregate winning bids totaling approximately $203 million. On October 22, 2019, we paid $68 million to the FCC as a deposit for Auction 103. On April 9, 2020, we paid the remaining balance of our winning bids of approximately $135 million. On June 4, 2020, the FCC issued an order granting Window’s application to acquire the 37 GHz, 39 GHz and 47 GHz licenses (the “37 GHz, 39 GHz and 47 GHz Licenses”).

3550-3650 MHz. The auction for the Priority Access Licenses for the 3550-3650 MHz band (“Auction 105”) began on July 23, 2020 and ended on August 25, 2020. On September 2, 2020, the FCC announced that Wetterhorn Wireless L.L.C. (“Wetterhorn”), a wholly-owned subsidiary of DISH Network, was the winning bidder of 5,492 Priority Access Licenses in the 3550-3650 MHz band, with Wetterhorn’s aggregate winning bids totaling approximately $913 million. During the second and third quarters 2020, we paid $83 million and $100 million, respectively, to the FCC for our winning bids. These amounts are included in “Other current assets” on our Condensed Consolidated Balance Sheets as of September 30, 2020. On October 1, 2020, we paid the remaining balance of our winning bids of approximately $730 million. The FCC has not yet issued the licenses to Wetterhorn.

Wireless Spectrum Licenses

These wireless spectrum licenses are subject to certain interim and final build-out requirements, as well as certain renewal requirements that are summarized in the table below:


	As of
	September 30, 2020		Build-Out Deadlines
	Carrying				Expiration
	Amount		Interim	Final	Date
	(In thousands)
Owned:
DBS Licenses (1)	$	677,409
700 MHz Licenses		711,871	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
AWS-4 Licenses		1,940,000	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
H Block Licenses		1,671,506	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
600 MHz Licenses		6,211,154	June 14, 2023 (3)	June 14, 2025 (6)	June 2029
MVDDS Licenses (1)		24,000			August 2024
LMDS Licenses (1)		—			September 2028
28 GHz Licenses		2,883		October 2, 2029 (7)	October 2029
24 GHz Licenses		11,772		December 11, 2029 (7)	December 2029
37 GHz, 30 GHz and 47 GHz Licenses		202,533		June 4, 2030 (7)	June 2030
Subtotal		11,453,128
Non-controlling Investments:
AWS-3 Licenses		9,890,389	October 2021 (4)	October 2027 (8)	October 2027 (8)
Capitalized Interest		5,321,968
Total	$	26,665,485

(1)	The build-out deadlines for these licenses have been met.

(2)	For these licenses, we must offer 5G broadband service to at least 20% of the U.S. population and have developed a core network by this date.

(3)	For these licenses, we must offer 5G broadband service to at least 70% of the U.S. population and have developed a core network by this date.

(4)	For these licenses, Northstar Wireless and SNR Wireless must provide reliable signal coverage and offer service to at least 40% of the population of each license area by this date.

(5)	For these licenses, we must offer 5G broadband service to 70% of the U.S. population by this date.

(6)	For these licenses, we must offer 5G broadband service to at least 75% of the population in each Partial Economic Area (which are service areas established by the FCC) by this date.

(7)	There are a variety of build-out options and associated build-out metrics associated with these licenses.

(8)

For these licenses, Northstar Wireless and SNR Wireless must provide reliable signal coverage and offer service to at least 75% of the population of each license area by this date. If the AWS-3 interim build-out requirement is not met, the AWS-3 expiration date and the AWS-3 final build-out requirement may be accelerated by two years (from October 2027 to October 2025) for each AWS-3 License area in which Northstar Wireless and SNR Wireless do not meet the requirement.

Commercialization of Our Wireless Spectrum Licenses and Related Assets. In March 2017, we notified the FCC that we planned to deploy a narrowband IoT network on certain of these wireless licenses, which was to be the First Phase. We expected to complete the First Phase by March 2020, with subsequent phases to be completed thereafter. In light of, among other things, certain developments related to the Sprint-TMUS merger, during the first quarter 2020, we determined that the revision of certain of our build-out deadlines was probable and, therefore, we no longer intended to complete our narrowband IoT deployment. The FCC issued an Order effectuating the build-out deadline changes contemplated above on September 11, 2020. During the first quarter 2020, we impaired certain assets that would not be utilized in our 5G Network Deployment, resulting in a $253 million non-cash impairment charge in “Impairment of long-lived assets” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). We have issued RFI/Ps to various vendors in the wireless industry and are in the process of selecting certain vendors as we move forward with our 5G Network Deployment. We currently expect expenditures for our 5G Network Deployment to be approximately $10 billion, excluding capitalized interest. See Note 2 for further information.

We will need to make significant additional investments or partner with others to, among other things, commercialize, build-out, and integrate these licenses and related assets, and any additional acquired licenses and related assets; and comply with regulations applicable to such licenses. Depending on the nature and scope of such commercialization, build-out, integration efforts, and regulatory compliance, any such investments or partnerships could vary significantly. In addition, as we consider our options for the commercialization of our wireless spectrum, we will incur significant additional expenses and will have to make significant investments related to, among other things, research and development, wireless testing and wireless network infrastructure. We may also determine that additional wireless spectrum licenses may be required to commercialize our wireless business and to compete with other wireless service providers. For example, on September 22, 2020, we filed an application with the FCC to participate as a potential bidder in the upcoming wireless spectrum auction for the Flexible-Use Service Licenses in the 3.7-3.98 GHz Band (“Auction 107”). The auction is scheduled to commence on December 8, 2020. The FCC determined that bidding in this auction will be “anonymous,” which means that prior to and during the course of the auction the FCC will not make public any information about a specific applicant’s upfront deposit or its bids. In addition, FCC rules restrict information that bidders may disclose about their participation in the auction.

We may need to raise significant additional capital in the future to fund the efforts described above, which may not be available on acceptable terms or at all. There can be no assurance that we will be able to develop and implement a business model that will realize a return on these wireless spectrum licenses or that we will be able to profitably deploy the assets represented by these wireless spectrum licenses, which may affect the carrying amount of these assets and our future financial condition or results of operations.

DISH Network Non-Controlling Investments in the Northstar Entities and the SNR Entities Related to AWS-3 Wireless Spectrum Licenses

Non-Controlling Investments

During 2015, through our wholly-owned subsidiaries American II and American III, we initially made over $10 billion in certain non-controlling investments in Northstar Spectrum, the parent company of Northstar Wireless, and in SNR HoldCo, the parent company of SNR Wireless, respectively. Under the applicable accounting guidance in ASC 810, Northstar Spectrum and SNR HoldCo are considered variable interest entities and, based on the characteristics of the structure of these entities and in accordance with the applicable accounting guidance, we consolidate these entities into our financial statements. See Note 2 for further information.

Northstar Investment. Through American II, we own a non-controlling interest in Northstar Spectrum, which is comprised of 85% of the Class B Common Interests and 100% of the Class A Preferred Interests of Northstar Spectrum. Northstar Manager is the sole manager of Northstar Spectrum and owns a controlling interest in Northstar Spectrum, which is comprised of 15% of the Class B Common Interests of Northstar Spectrum. As of March 31, 2018, the total equity contributions from American II and Northstar Manager to Northstar Spectrum were approximately $7.621 billion and $133 million, respectively.

As of March 31, 2018, the total loans from American II to Northstar Wireless under the Northstar Credit Agreement (as defined below) for payments to the FCC related to the Northstar Licenses (as defined below) were approximately $500 million. See below for further information.

SNR Investment. Through American III, we own a non-controlling interest in SNR HoldCo, which is comprised of 85% of the Class B Common Interests and 100% of the Class A Preferred Interests of SNR HoldCo. SNR Management is the sole manager of SNR HoldCo and owns a controlling interest in SNR HoldCo, which is comprised of 15% of the Class B Common Interests of SNR HoldCo. As of March 31, 2018, the total equity contributions from American III and SNR Management to SNR HoldCo were approximately $5.590 billion and $93 million, respectively. As of March 31, 2018, the total loans from American III to SNR Wireless under the SNR Credit Agreement (as defined below) for payments to the FCC related to the SNR Licenses (as defined below) were approximately $500 million. See below for further information.

AWS-3 Auction

Northstar Wireless and SNR Wireless each filed applications with the FCC to participate in Auction 97 (the “AWS-3 Auction”) for the purpose of acquiring certain AWS-3 Licenses. Each of Northstar Wireless and SNR Wireless applied to receive bidding credits of 25% as designated entities under applicable FCC rules.

Northstar Wireless was the winning bidder for AWS-3 Licenses with gross winning bid amounts totaling approximately $7.845 billion, which after taking into account a 25% bidding credit, was approximately $5.884 billion. SNR Wireless was the winning bidder for AWS-3 Licenses with gross winning bid amounts totaling approximately $5.482 billion, which after taking into account a 25% bidding credit, was approximately $4.112 billion. In addition to the net winning bids, SNR Wireless made a bid withdrawal payment of approximately $8 million.

FCC Order and October 2015 Arrangements. On August 18, 2015, the FCC released a Memorandum Opinion and Order, FCC 15-104 (the “Order”) in which the FCC determined, among other things, that DISH Network has a controlling interest in, and is an affiliate of, Northstar Wireless and SNR Wireless, and therefore DISH Network’s revenues should be attributed to them, which in turn makes Northstar Wireless and SNR Wireless ineligible to receive the 25% bidding credits (approximately $1.961 billion for Northstar Wireless and $1.370 billion for SNR Wireless).

Letters Exchanged between Northstar Wireless and the FCC Wireless Bureau. As outlined in letters exchanged between Northstar Wireless and the Wireless Telecommunications Bureau of the FCC (the “FCC Wireless Bureau”), Northstar Wireless paid the gross winning bid amounts for 261 AWS-3 Licenses (the “Northstar Licenses”) totaling approximately $5.619 billion through the application of funds already on deposit with the FCC. Northstar Wireless also notified the FCC that it would not be paying the gross winning bid amounts for 84 AWS-3 Licenses totaling approximately $2.226 billion.

As a result of the nonpayment of those gross winning bid amounts, the FCC retained those licenses and Northstar Wireless owed the FCC an additional interim payment of approximately $334 million (the “Northstar Interim Payment”), which is equal to 15% of $2.226 billion. The Northstar Interim Payment was recorded as an expense during the fourth quarter 2015. Northstar Wireless immediately satisfied the Northstar Interim Payment through the application of funds already on deposit with the FCC and an additional loan from American II of approximately $69 million. As a result, the FCC will not deem Northstar Wireless to be a “current defaulter” under applicable FCC rules.

In addition, the FCC Wireless Bureau acknowledged that Northstar Wireless’ nonpayment of those gross winning bid amounts does not constitute action involving gross misconduct, misrepresentation or bad faith. Therefore, the FCC concluded that such nonpayment will not affect the eligibility of Northstar Wireless, its investors (including DISH Network) or their respective affiliates to participate in future spectrum auctions (including Auction 1000 and any re-auction of the AWS-3 licenses retained by the FCC). At this time, DISH Network (through itself, a subsidiary or another entity in which it may hold a direct or indirect interest) expects to participate in any re-auction of those AWS-3 licenses.

If the winning bids from re-auction or other award of the AWS-3 licenses retained by the FCC are greater than or equal to the winning bids of Northstar Wireless, no additional amounts will be owed to the FCC. However, if those winning bids are less than the winning bids of Northstar Wireless, then Northstar Wireless will be responsible for the difference less any overpayment of the Northstar Interim Payment (which will be recalculated as 15% of the winning bids from re-auction or other award) (the “Northstar Re-Auction Payment”). For example, if the winning bids in a re-auction are $1, the Northstar Re-Auction Payment would be approximately $1.892 billion, which is calculated as the difference between $2.226 billion (the Northstar winning bid amounts) and $1 (the winning bids from re-auction) less the resulting $334 million overpayment of the Northstar Interim Payment. As discussed above, at this time, DISH Network (through itself, a subsidiary or another entity in which it may hold a direct or indirect interest) expects to participate in any re-auction. We cannot predict with any degree of certainty the timing or outcome of any re-auction or the amount of any Northstar Re-Auction Payment.

DISH Network Guaranty in Favor of the FCC for Certain Northstar Wireless Obligations. On October 1, 2015, DISH Network entered into a guaranty in favor of the FCC (the “FCC Northstar Guaranty”) with respect to the Northstar Interim Payment (which was satisfied on October 1, 2015) and any Northstar Re-Auction Payment. The FCC Northstar Guaranty provides, among other things, that during the period between the due date for the payments guaranteed under the FCC Northstar Guaranty and the date such guaranteed payments are paid: (i) Northstar Wireless’ payment obligations to American II under the Northstar Credit Agreement will be subordinated to such guaranteed payments; and (ii) DISH Network or American II will withhold exercising certain rights as a creditor of Northstar Wireless.

Letters Exchanged between SNR Wireless and the FCC Wireless Bureau. As outlined in letters exchanged between SNR Wireless and the FCC Wireless Bureau, SNR Wireless paid the gross winning bid amounts for 244 AWS-3 Licenses (the “SNR Licenses”) totaling approximately $4.271 billion through the application of funds already on deposit with the FCC and a portion of an additional loan from American III in an aggregate amount of approximately $344 million (which included an additional bid withdrawal payment of approximately $3 million). SNR Wireless also notified the FCC that it would not be paying the gross winning bid amounts for 113 AWS-3 Licenses totaling approximately $1.211 billion.

As a result of the nonpayment of those gross winning bid amounts, the FCC retained those licenses and SNR Wireless owed the FCC an additional interim payment of approximately $182 million (the “SNR Interim Payment”), which is equal to 15% of $1.211 billion. The SNR Interim Payment was recorded as an expense during the fourth quarter 2015. SNR Wireless immediately satisfied the SNR Interim Payment through a portion of an additional loan from American III in an aggregate amount of approximately $344 million. As a result, the FCC will not deem SNR Wireless to be a “current defaulter” under applicable FCC rules.

In addition, the FCC Wireless Bureau acknowledged that SNR Wireless’ nonpayment of those gross winning bid amounts does not constitute action involving gross misconduct, misrepresentation or bad faith. Therefore, the FCC concluded that such nonpayment will not affect the eligibility of SNR Wireless, its investors (including DISH Network) or their respective affiliates to participate in future spectrum auctions (including Auction 1000 and any re-auction of the AWS-3 licenses retained by the FCC). At this time, DISH Network (through itself, a subsidiary or another entity in which it may hold a direct or indirect interest) expects to participate in any re-auction of those AWS-3 licenses.

If the winning bids from re-auction or other award of the AWS-3 licenses retained by the FCC are greater than or equal to the winning bids of SNR Wireless, no additional amounts will be owed to the FCC. However, if those winning bids are less than the winning bids of SNR Wireless, then SNR Wireless will be responsible for the difference less any overpayment of the SNR Interim Payment (which will be recalculated as 15% of the winning bids from re-auction or other award) (the “SNR Re-Auction Payment”). For example, if the winning bids in a re-auction are $1, the SNR Re-Auction Payment would be approximately $1.029 billion, which is calculated as the difference between $1.211 billion (the SNR winning bid amounts) and $1 (the winning bids from re-auction) less the resulting $182 million overpayment of the SNR Interim Payment. As discussed above, at this time, DISH Network (through itself, a subsidiary or another entity in which it may hold a direct or indirect interest) expects to participate in any re-auction. We cannot predict with any degree of certainty the timing or outcome of any re-auction or the amount of any SNR Re-Auction Payment.

DISH Network Guaranty in Favor of the FCC for Certain SNR Wireless Obligations. On October 1, 2015, DISH Network entered into a guaranty in favor of the FCC (the “FCC SNR Guaranty”) with respect to the SNR Interim Payment (which was satisfied on October 1, 2015) and any SNR Re-Auction Payment. The FCC SNR Guaranty provides, among other things, that during the period between the due date for the payments guaranteed under the FCC SNR Guaranty and the date such guaranteed payments are paid: (i) SNR Wireless’ payment obligations to American III under the SNR Credit Agreement will be subordinated to such guaranteed payments; and (ii) DISH Network or American III will withhold exercising certain rights as a creditor of SNR Wireless.

FCC Licenses. On October 27, 2015, the FCC granted the Northstar Licenses to Northstar Wireless and the SNR Licenses to SNR Wireless, respectively, which are recorded in “FCC authorizations” on our Condensed Consolidated Balance Sheets. The AWS-3 Licenses are subject to certain interim and final build-out requirements. By October 2021, Northstar Wireless and SNR Wireless must provide reliable signal coverage and offer service to at least 40% of the population in each area covered by an individual AWS-3 License (the “AWS-3 Interim Build-Out Requirement”). By October 2027, Northstar Wireless and SNR Wireless must provide reliable signal coverage and offer service to at least 75% of the population in each area covered by an individual AWS-3 License (the “AWS-3 Final Build-Out Requirement”). If the AWS-3 Interim Build-Out Requirement is not met, the AWS-3 License term and the AWS-3 Final Build-Out Requirement may be accelerated by two years (from October 2027 to October 2025) for each AWS-3 License area in which Northstar Wireless and SNR Wireless do not meet the requirement.

If the AWS-3 Final Build-Out Requirement is not met, the authorization for each AWS-3 License area in which Northstar Wireless and SNR Wireless do not meet the requirement may terminate. These wireless spectrum licenses expire in October 2027 unless they are renewed by the FCC. There can be no assurances that the FCC will renew these wireless spectrum licenses.

Qui Tam. On September 23, 2016, the United States District Court for the District of Columbia unsealed a qui tam complaint that was filed by Vermont National Telephone Company (“Vermont National”) against us; our wholly-owned subsidiaries, American AWS-3 Wireless I L.L.C., American II, American III, and DISH Wireless Holding L.L.C.; Charles W. Ergen (our Chairman) and Cantey M. Ergen (a member of our board of directors); Northstar Wireless; Northstar Spectrum; Northstar Manager; SNR Wireless; SNR HoldCo; SNR Management; and certain other parties. See “Contingencies – Litigation – Vermont National Telephone Company” for further information.

D.C. Circuit Court Opinion. On August 29, 2017, the United States Court of Appeals for the District of Columbia Circuit (the “D.C. Circuit”) in SNR Wireless LicenseCo, LLC, et al. v. Federal Communications Commission, 868 F.3d 1021 (D.C. Cir. 2017) (the “Appellate Decision”) affirmed the Order in part, and remanded the matter to the FCC to give Northstar Wireless and SNR Wireless an opportunity to seek to negotiate a cure of the issues identified by the FCC in the Order (a “Cure”). On January 26, 2018, SNR Wireless and Northstar Wireless filed a petition for a writ of certiorari, asking the United States Supreme Court to hear an appeal from the Appellate Decision, which the United States Supreme Court denied on June 25, 2018.

Order on Remand. On January 24, 2018, the FCC released an Order on Remand, DA 18-70 (the “Order on Remand”) purporting to establish a procedure to afford Northstar Wireless and SNR Wireless the opportunity to implement a Cure pursuant to the Appellate Decision. The Order on Remand provided that Northstar Wireless and SNR Wireless each had until April 24, 2018 to file the necessary documentation to demonstrate that, in light of such changes, each of Northstar Wireless and SNR Wireless qualifies for the very small business bidding credit that it sought in the AWS-3 Auction. Additionally, the Order on Remand provides that if either Northstar Wireless or SNR Wireless needs additional time to negotiate new or amended agreements, it may request to extend the deadline for such negotiations for an additional 45 days (extending the deadline to June 8, 2018). On April 16, 2018, the FCC approved Northstar Wireless’ and SNR Wireless’ requests to extend the deadline for such negotiations for an additional 45 days to June 8, 2018. On June 8, 2018, Northstar Wireless and SNR Wireless each filed amended agreements to demonstrate that, in light of such changes, each of Northstar Wireless and SNR Wireless qualifies for the very small business bidding credit that it sought in the AWS-3 Auction. The Order on Remand also provided, among other things, until July 23, 2018 for certain third-parties to file comments about any changes to the agreements proposed by Northstar Wireless and SNR Wireless and several third-parties filed comments (with one opposition). On October 22, 2018, Northstar Wireless and SNR Wireless filed a response to the third-party comments.

Northstar Wireless and SNR Wireless have filed a Joint Application for Review of the Order on Remand requesting, among other things, an iterative negotiation process with the FCC regarding a Cure, which was denied on July 12, 2018.

Northstar Operative Agreements

Northstar LLC Agreement. Northstar Spectrum is governed by a limited liability company agreement by and between American II and Northstar Manager (the “Northstar Spectrum LLC Agreement”). Pursuant to the Northstar Spectrum LLC Agreement, American II and Northstar Manager made pro-rata equity contributions in Northstar Spectrum.

On March 31, 2018, American II, Northstar Spectrum, and Northstar Manager amended and restated the Northstar Spectrum LLC Agreement, to, among other things: (i) exchange $6.870 billion of the amounts outstanding and owed by Northstar Wireless to American II pursuant to the Northstar Credit Agreement (as defined below) for 6,870,493 Class A Preferred Interests in Northstar Spectrum (the “Northstar Preferred Interests”); (ii) replace the existing investor protection provisions with the investor protections described by the FCC in Baker Creek Communications, LLC, Memorandum Opinion and Order, 13 FCC Rcd 18709, 18715 (1998); (iii) delete the obligation of Northstar Manager to consult with American II regarding budgets and business plans; and (iv) remove the requirement that Northstar Spectrum’s systems be interoperable with ours.

The Northstar Preferred Interests: (a) are non-voting; (b) have a 12 percent mandatory quarterly distribution, which can be paid in cash or additional face amount of Northstar Preferred Interests at the sole discretion of Northstar Manager; and (c) have a liquidation preference equal to the then-current face amount of the Northstar Preferred Interests plus accrued and unpaid mandatory quarterly distributions in the event of certain liquidation events or deemed liquidation events (e.g., a merger or dissolution of Northstar Spectrum, or a sale of substantially all of Northstar Spectrum’s assets). As a result of the exchange noted in (i) above, a principal amount of $500 million of debt remains under the Northstar Credit Agreement, as described below.

On June 7, 2018, American II, Northstar Spectrum, and Northstar Manager amended and restated the Second Amended and Restated Limited Liability Company Agreement, dated March 31, 2018, by and among American II, Northstar Spectrum, and Northstar Manager, to, among other things: (i) reduce the mandatory quarterly distribution for the Northstar Preferred Interests from 12 percent to eight percent from and after June 7, 2018; (ii) increase the window for Northstar Manager to “put” its interest in Northstar Spectrum to Northstar Spectrum after October 27, 2020 from 30 days to 90 days; (iii) provide an additional 90-day window for Northstar Manager to put its interest in Northstar Spectrum to Northstar Spectrum commencing on October 27, 2021; (iv) provide a right for Northstar Manager to require an appraisal of the fair market value of its interest in Northstar Spectrum at any time from October 27, 2022 through October 27, 2024, coupled with American II having the right to accept the offer to sell from Northstar Manager; (v) allow Northstar Manager to sell its interest in Northstar Spectrum without American II’s consent any time after October 27, 2020 (previously October 27, 2025); (vi) allow Northstar Spectrum to conduct an initial public offering without American II’s consent any time after October 27, 2022 (previously October 27, 2029); (vii) remove American II’s rights of first refusal with respect to Northstar Manager’s sale of its interest in Northstar Spectrum or Northstar Spectrum’s sale of any AWS-3 Licenses; and (viii) remove American II’s tag along rights with respect to Northstar Manager’s sale of its interest in Northstar Spectrum.

Northstar Wireless Credit Agreement. On October 1, 2015, American II, Northstar Wireless and Northstar Spectrum amended the First Amended and Restated Credit Agreement dated October 13, 2014, by and among American II, as Lender, Northstar Wireless, as Borrower, and Northstar Spectrum, as Guarantor (as amended, the “Northstar Credit Agreement”), to provide, among other things, that: (i) the Northstar Interim Payment and any Northstar Re-Auction Payment will be made by American II directly to the FCC and will be deemed as loans under the Northstar Credit Agreement; (ii) the FCC is a third-party beneficiary with respect to American II’s obligation to pay the Northstar Interim Payment and any Northstar Re-Auction Payment; (iii) in the event that the winning bids from re-auction or other award of the AWS-3 licenses retained by the FCC are less than the winning bids of Northstar Wireless, the purchaser, assignee or transferee of any AWS-3 Licenses from Northstar Wireless is obligated to pay its pro-rata share of the difference (and Northstar Wireless remains jointly and severally liable for such pro-rata share); and (iv) during the period between the due date for the payments guaranteed under the FCC Northstar Guaranty (as discussed below) and the date such guaranteed payments are paid, Northstar Wireless’ payment obligations to American II under the Northstar Credit Agreement will be subordinated to such guaranteed payments.

On March 31, 2018, American II, Northstar Wireless, and Northstar Spectrum amended and restated the Northstar Credit Agreement, to, among other things: (i) lower the interest rate on the remaining $500 million principal balance under the Northstar Credit Agreement from 12 percent per annum to six percent per annum; (ii) eliminate the higher interest rate that would apply in the case of an event of default; and (iii) modify and/or remove certain obligations of Northstar Wireless to prepay the outstanding loan amounts.

On June 7, 2018, American II, Northstar Wireless, and Northstar Spectrum amended and restated the Northstar Credit Agreement to, among other things: (i) extend the maturity date on the remaining loan balance from seven years to ten years; and (ii) remove the obligation of Northstar Wireless to obtain American II’s consent for unsecured financing and equipment financing in excess of $25 million.

SNR Operative Agreements

SNR LLC Agreement. SNR HoldCo is governed by a limited liability company agreement by and between American III and SNR Management (the “SNR HoldCo LLC Agreement”). Pursuant to the SNR HoldCo LLC Agreement, American III and SNR Management made pro-rata equity contributions in SNR HoldCo.

On March 31, 2018, American III, SNR Holdco, SNR Wireless Management, and John Muleta amended and restated the SNR HoldCo LLC Agreement, to, among other things: (i) exchange $5.065 billion of the amounts outstanding and owed by SNR Wireless to American III pursuant to the SNR Credit Agreement (as defined below) for 5,065,415 Class A Preferred Interests in SNR Holdco (the “SNR Preferred Interests”); (ii) replace the existing investor protection provisions with the investor protections described by the FCC in Baker Creek Communications, LLC, Memorandum Opinion and Order, 13 FCC Rcd 18709, 18715 (1998); (iii) delete the obligation of SNR Management to consult with American III regarding budgets and business plans; and (iv) remove the requirement that SNR Management’s systems be interoperable with ours. The SNR Preferred Interests: (a) are non-voting; (b) have a 12 percent mandatory quarterly distribution, which can be paid in cash or additional face amount of SNR Preferred Interests at the sole discretion of SNR Management; and (c) have a liquidation preference equal to the then-current face amount of the SNR Preferred Interests plus accrued and unpaid mandatory quarterly distributions in the event of certain liquidation events or deemed liquidation events (e.g., a merger or dissolution of SNR Holdco, or a sale of substantially all of SNR Holdco’s assets). As a result of the exchange noted in (i) above, a principal amount of $500 million of debt remains under the SNR Credit Agreement, as described below.

On June 7, 2018, American III, SNR Holdco, SNR Management, and John Muleta amended and restated the Second Amended and Restated Limited Liability Company Agreement, dated March 31, 2018, by and among American III, SNR Holdco, SNR Management and John Muleta, to, among other things: (i) reduce the mandatory quarterly distribution for the SNR Preferred Interests from 12 percent to eight percent from and after June 7, 2018; (ii) increase the window for SNR Management to “put” its interest in SNR Holdco to SNR Holdco after October 27, 2020 from 30 days to 90 days; (iii) provide an additional 90-day window for SNR Management to put its interest in SNR Holdco to SNR Holdco commencing on October 27, 2021; (iv) provide a right for SNR Management to require an appraisal of the fair market value of its interest in SNR Holdco at any time from October 27, 2022 through October 27, 2024, coupled with American III having the right to accept the offer to sell from SNR Management; (v) allow SNR Management to sell its interest in SNR Holdco without American III’s consent any time after October 27, 2020 (previously October 27, 2025); (vi) allow SNR Holdco to conduct an initial public offering without American III’s consent any time after October 27, 2022 (previously October 27, 2029); (vii) remove American III’s rights of first refusal with respect to SNR Management’s sale of its interest in SNR Holdco or SNR Holdco’s sale of any AWS-3 Licenses; and (viii) remove American III’s tag along rights with respect to SNR Management’s sale of its interest in SNR Holdco.

SNR Credit Agreement. On October 1, 2015, American III, SNR Wireless and SNR HoldCo amended the First Amended and Restated Credit Agreement dated October 13, 2014, by and among American III, as Lender, SNR Wireless, as Borrower, and SNR HoldCo, as Guarantor (as amended, the “SNR Credit Agreement”), to provide, among other things, that: (i) the SNR Interim Payment and any SNR Re-Auction Payment will be made by American III directly to the FCC and will be deemed as loans under the SNR Credit Agreement; (ii) the FCC is a third-party beneficiary with respect to American III’s obligation to pay the SNR Interim Payment and any SNR Re-Auction Payment; (iii) in the event that the winning bids from re-auction or other award of the AWS-3 licenses retained by the FCC are less than the winning bids of SNR Wireless, the purchaser, assignee or transferee of any AWS-3 Licenses from SNR Wireless is obligated to pay its pro-rata share of the difference (and SNR Wireless remains jointly and severally liable for such pro-rata share); and (iv) during the period between the due date for the payments guaranteed under the FCC SNR Guaranty (as discussed below) and the date such guaranteed payments are paid, SNR Wireless’ payment obligations to American III under the SNR Credit Agreement will be subordinated to such guaranteed payments.

On March 31, 2018, American III, SNR Wireless, and SNR Holdco amended and restated the SNR Credit Agreement, to, among other things: (i) lower the interest rate on the remaining $500 million principal balance under the SNR Credit Agreement from 12 percent per annum to six percent per annum; (ii) eliminate the higher interest rate that would apply in the case of an event of default; and (iii) modify and/or remove certain obligations of SNR Wireless to prepay the outstanding loan amounts.

On June 7, 2018, American III, SNR Wireless, and SNR Holdco amended and restated the SNR Credit Agreement to, among other things: (i) extend the maturity date on the remaining loan balance from seven years to ten years; and (ii) remove the obligation of SNR Wireless to obtain American III’s consent for unsecured financing and equipment financing in excess of $25 million.

The Northstar Entities and/or the SNR Entities may need to raise significant additional capital in the future, which may be obtained from third party sources or from us, so that the Northstar Entities and the SNR Entities may commercialize, build-out and integrate these AWS-3 Licenses, comply with regulations applicable to such AWS-3 Licenses, and make any potential Northstar Re-Auction Payment and SNR Re-Auction Payment for the AWS-3 licenses retained by the FCC. Depending upon the nature and scope of such commercialization, build-out, integration efforts, regulatory compliance, and potential Northstar Re-Auction Payment and SNR Re-Auction Payment, any loans, equity contributions or partnerships could vary significantly. There can be no assurance that we will be able to obtain a profitable return on our non-controlling investments in the Northstar Entities and the SNR Entities.

Contingencies

Separation Agreement

On January 1, 2008, we completed the distribution of our technology and set-top box business and certain infrastructure assets (the “Spin-off”) into a separate publicly-traded company, EchoStar. In connection with the Spin-off, we entered into a separation agreement with EchoStar that provides, among other things, for the division of certain liabilities, including liabilities resulting from litigation. Under the terms of the separation agreement, EchoStar has assumed certain liabilities that relate to its business, including certain designated liabilities for acts or omissions that occurred prior to the Spin-off. Certain specific provisions govern intellectual property related claims under which, generally, EchoStar will only be liable for its acts or omissions following the Spin-off and we will indemnify EchoStar for any liabilities or damages resulting from intellectual property claims relating to the period prior to the Spin-off, as well as our acts or omissions following the Spin-off. On February 28, 2017, we and EchoStar and certain of our respective subsidiaries completed the transactions contemplated by the Share Exchange Agreement (the “Share Exchange Agreement”) that was previously entered into on January 31, 2017 (the “Share Exchange”), pursuant to which certain assets that were transferred to EchoStar in the Spin-off were transferred back to us. On September 10, 2019, we and EchoStar and certain of our respective subsidiaries completed the transactions contemplated by the Master Transaction Agreement (the “Master Transaction Agreement”) that was previously entered into on May 19, 2019, pursuant to which certain assets that were transferred to EchoStar in the Spin-off were transferred back to us. The Share Exchange Agreement and the Master Transaction Agreement contain additional indemnification provisions between us and EchoStar for certain liabilities and legal proceedings.

Litigation

We are involved in a number of legal proceedings (including those described below) concerning matters arising in connection with the conduct of our business activities. Many of these proceedings are at preliminary stages, and many of these proceedings seek an indeterminate amount of damages. We regularly evaluate the status of the legal proceedings in which we are involved to assess whether a loss is probable or there is a reasonable possibility that a loss or an additional loss may have been incurred and to determine if accruals are appropriate. If accruals are not appropriate, we further evaluate each legal proceeding to assess whether an estimate of the possible loss or range of possible loss can be made.

For certain cases described on the following pages, management is unable to provide a meaningful estimate of the possible loss or range of possible loss because, among other reasons, (i) the proceedings are in various stages; (ii) damages have not been sought; (iii) damages are unsupported and/or exaggerated; (iv) there is uncertainty as to the outcome of pending appeals or motions; (v) there are significant factual issues to be resolved; and/or (vi) there are novel legal issues or unsettled legal theories to be presented or a large number of parties. For these cases, however, management does not believe, based on currently available information, that the outcomes of these proceedings will have a material adverse effect on our financial condition, though the outcomes could be material to our operating results for any particular period, depending, in part, upon the operating results for such period.

Broadband iTV

On December 19, 2019, Broadband iTV, Inc. filed a complaint against our wholly-owned subsidiary DISH Network L.L.C. in the United States District Court for the Western District of Texas. The complaint alleges infringement of United States Patent No. 10,028,026 (the “026 patent”), entitled “System for addressing on-demand TV program content on TV services platform of a digital TV services provider”; United States Patent No. 10,506,269 (the “269 patent”), entitled “System for addressing on-demand TV program content on TV services platform of a digital TV services provider”; United States Patent No. 9,998,791 (“the 791 patent”), entitled “Video-on-demand content delivery method for providing video-on-demand services to TV service subscribers”; and United States Patent No. 9,648,388 (the “388 patent”), entitled “Video-on-demand content delivery system for providing video-on-demand services to TV services subscribers.” Generally, the asserted patents relate to providing video on demand content to subscribers.

On July 10, 2020, July 20, 2020, July 24, 2020 and July 31, 2020, DISH Network L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of, respectively, the 026 patent, the 791 patent, the 269 patent and the 388 patent.

We intend to vigorously defend this case. In the event that a court ultimately determines that we infringe the asserted patents, we may be subject to substantial damages, which may include treble damages, and/or an injunction that could require us to materially modify certain features that we currently offer to consumers. We cannot predict with any degree of certainty the outcome of the suit or determine the extent of any potential liability or damages. Each of the plaintiffs is an entity that seeks to license a patent portfolio without itself practicing any of the claims recited therein.

Cedar Lane

On October 13, 2020, Cedar Lane Technologies filed a complaint against our wholly owned subsidiary, DISH Network L.L.C., in the United States District Court for the Western District of Texas. The complaint alleges infringement of United States Patent No. 6,502,194 (the “194 patent”), entitled “System for playback of network audio material on demand”; United States Patent No. 6,526,411 (the “411 patent”), entitled “System and method for creating dynamic playlists”; United States Patent No. 6,721,489 (the “489 patent”), entitled “Play list manager”; United States Patent No. 7,173,177 (the “177 patent”), entitled “User interface for simultaneous management of owned and unowned inventory”; United States Patent No. 7,642,443 (the “443 patent”), entitled “User interface for simultaneous management of owned and unowned inventory”; and United States Patent No. 8,165,867 (the “867 patent”), entitled “Methods for translating a device command.” Generally, the asserted patents relate to streaming digital audio to a home audio system; aspects of play lists and purchased content; and voice control. Cedar Lane Technologies is a non-practicing entity that has filed more than 75 patent infringement lawsuits.

City of Hallandale Beach Police Officers’ and Firefighters’ Personnel Retirement Trust

On July 2, 2019, a putative class action lawsuit was filed by a purported EchoStar stockholder in the District Court of Clark County, Nevada under the caption City of Hallandale Beach Police Officers’ and Firefighters’ Personnel Retirement Trust v. Ergen, et al., Case No. A-19-797799-B. The lawsuit named as defendants Mr. Ergen, the other members of the EchoStar Board, as well as EchoStar, certain of its officers, DISH Network and certain of DISH Network’s and EchoStar’s affiliates. Plaintiff alleges, among other things, breach of fiduciary duties in approving the transactions contemplated under the Master Transaction Agreement for inadequate consideration and pursuant to an unfair and conflicted process, and that EchoStar, DISH Network and certain other defendants aided and abetted such breaches. In the operative First Amended Complaint, filed on October 11, 2019, the plaintiff dropped as defendants the EchoStar board members other than Mr. Ergen. The trial of this matter is scheduled to start sometime during the five-week “stack” beginning September 7, 2021. See Note 14 for further information on the Master Transaction Agreement. Plaintiff seeks equitable relief, including the issuance of additional DISH Network Class A Common Stock, monetary relief and other costs and disbursements, including attorneys’ fees.

We intend to vigorously defend this case, but cannot predict with any degree of certainty the outcome of this suit or determine the extent of any potential liability or damages.

ClearPlay, Inc.

On March 13, 2014, ClearPlay, Inc. (“ClearPlay”) filed a complaint against us, our wholly-owned subsidiary DISH Network L.L.C., EchoStar, and its then wholly-owned subsidiary EchoStar Technologies L.L.C., in the United States District Court for the District of Utah. The complaint alleges willful infringement of United States Patent Nos. 6,898,799 (the “799 patent”), entitled “Multimedia Content Navigation and Playback”; 7,526,784 (the “784 patent”), entitled “Delivery of Navigation Data for Playback of Audio and Video Content”; 7,543,318 (the “318 patent”), entitled “Delivery of Navigation Data for Playback of Audio and Video Content”; 7,577,970 (the “970 patent”), entitled “Multimedia Content Navigation and Playback”; and 8,117,282 (the “282 patent”), entitled “Media Player Configured to Receive Playback Filters From Alternative Storage Mediums.” ClearPlay alleges that the AutoHop™ feature of our Hopper set-top box infringes the asserted patents. On February 11, 2015, the case was stayed pending various third-party challenges before the United States Patent and Trademark Office regarding the validity of certain of the patents asserted in the action.

In those third-party challenges, the United States Patent and Trademark Office found that all claims of the 282 patent are unpatentable, and that certain claims of the 784 patent and 318 patent are unpatentable. ClearPlay appealed as to the 784 patent and the 318 patent, and on August 23, 2016, the United States Court of Appeals for the Federal Circuit affirmed the findings of the United States Patent and Trademark Office. On October 31, 2016, the stay was lifted. On October 16, October 21 and November 2, 2020, DISH Network L.L.C. filed petitions with the United States Patent and Trademark Office requesting ex parte reexamination of the validity of, respectively, the 784 patent, the 799 patent and the 318 patent; and on November 3, 2020, the United States Patent and Trademark Office granted the request for reexamination of the 784 patent. The trial has been reset for July 26, 2021. The report issued by ClearPlay’s damages expert contends that ClearPlay is entitled to $543 million in damages.

Contemporary Display LLC

On June 4, 2018, Contemporary Display LLC (“Contemporary”) filed a complaint against us and DISH Network L.L.C. in the United States District Court for the Western District of Texas. The complaint alleges infringement of United States Patent No. 6,028,643 (the “643 patent”), entitled “Multiple-Screen Video Adapter with Television Tuner”; United States Patent No. 6,429,903 (the “903 patent”), entitled “Video Adapter for Supporting at Least One Television Monitor”; United States Patent No. 6,492,997 (the “997 patent”), entitled “Method and System for Providing Selectable Programming in a Multi-Screen Mode”; United States Patent No. 7,500,202 (the “202 patent”), “Remote Control for Navigating Through Content in an Organized and Categorized Fashion”; and United States Patent No. 7,809,842 (the “842 patent”), entitled “Transferring Sessions Between Devices.” The 643 patent and the 903 patent are directed to video adapters for use with multiple displays. The 997 patent is directed to a system for presenting multiple video programs on a display device simultaneously. The 202 patent is directed to a remote control for interacting with a set-top box having programmable features and “operational controls” on at least three sides of the remote control. The 842 patent is directed to a system for managing online communication sessions between multiple devices. Contemporary is an entity that seeks to license a patent portfolio without itself practicing any of the claims recited therein.

In a First Amended Complaint filed on August 6, 2018, Contemporary added our wholly-owned subsidiary DISH Network L.L.C. as a defendant. In a Second Amended Complaint filed on October 9, 2018, Contemporary named only our wholly-owned subsidiary DISH Network L.L.C. as a defendant and dropped certain indirect infringement allegations. On June 10, 2019, DISH Network L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of the asserted claims of the 842 patent, the 903 patent, the 643 patent and the 997 patent. On December 13, 2019 and January 7, 2020, the United States Patent and Trademark Office agreed to institute proceedings on each of our petitions. Following Contemporary’s decision not to file Patent Owner Responses to DISH Network L.L.C.’s petitions on the 842 patent and the 903 patent, on April 24, 2020, the United States Patent and Trademark Office entered judgments granting those petitions and canceling the challenged claims of those patents. On July 11, 2019, the Court entered an order staying the case pending resolution of the petitions. On January 31, 2020, pursuant to the parties’ joint motion, the Court dismissed all claims arising from the 202 patent, and extended its stay of the litigation pending non-appealable determinations on all of the petitions before the United States Patent and Trademark Office.

Customedia Technologies, L.L.C.

On February 10, 2016, Customedia Technologies, L.L.C. (“Customedia”) filed a complaint against us and our wholly-owned subsidiary DISH Network L.L.C. in the United States District Court for the Eastern District of Texas. The complaint alleges infringement of four patents: United States Patent No. 8,719,090 (the “090 patent”); United States Patent No. 9,053,494 (the “494 patent”); United States Patent No. 7,840,437 (the “437 patent”); and United States Patent No. 8,955,029 (the “029 patent”). Each patent is entitled “System for Data Management And On-Demand Rental And Purchase Of Digital Data Products.” Customedia alleges infringement in connection with our addressable advertising services, our DISH Anywhere feature, and our Pay-Per-View and video-on-demand offerings. Customedia is an entity that seeks to license a patent portfolio without itself practicing any of the claims recited therein.

In December 2016 and January 2017, DISH Network L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of the asserted claims of each of the asserted patents. On June 12, 2017, the United States Patent and Trademark Office agreed to institute proceedings on our petitions challenging the 090 patent and the 437 patent; on July 18, 2017, it agreed to institute proceedings on our petitions challenging the 029 patent; and on July 28, 2017, it agreed to institute proceedings on our petitions challenging the 494 patent. These instituted proceedings cover all asserted claims of each of the asserted patents. The litigation in the District Court has been stayed since August 8, 2017 pending resolution of the proceedings at the United States Patent and Trademark Office.

Pursuant to an agreement between the parties, on December 20, 2017, DISH Network L.L.C. dismissed its petitions challenging the 029 patent in the United States Patent and Trademark Office, and on January 9, 2018, the parties dismissed their claims, counterclaims and defenses as to that patent in the litigation. On March 5, 2018, the United States Patent and Trademark Office conducted a trial on the remaining petitions. On June 11, 2018, the United States Patent and Trademark Office issued final written decisions on DISH Network L.L.C.’s petitions challenging the 090 patent and it invalidated all of the asserted claims. On July 25, 2018, the United States Patent and Trademark Office issued final written decisions on DISH Network L.L.C.’s petitions challenging the 437 patent and the 494 patent and it invalidated all of the asserted claims. Customedia appealed its losses before the United States Patent and Trademark Office. The Court of Appeals for the Federal Circuit heard oral argument on November 6, 2019 on the appeal involving the 437 patent, and summarily affirmed the patent’s invalidity on November 8, 2019. On January 7, 2020, Customedia petitioned the Court of Appeals for rehearing or rehearing en banc, raising issues about the constitutionality of the appointment of the administrative patent judges that heard the petition before the Patent and Trademark Office, but the Court of Appeals denied rehearing on March 5, 2020. On July 31, 2020, Customedia filed a petition with the United States Supreme Court asking it to hear a further appeal, but its petition was denied on October 13, 2020.

The Court of Appeals heard oral argument on the appeal involving the 090 patent and the 494 patent on December 3, 2019, and affirmed those patents’ invalidity on March 6, 2020. On May 5, 2020, Customedia filed petitions in the Federal Circuit for rehearing and rehearing en banc, seeking to reverse our appellate victories on the 090 and 494 patents, but those petitions were denied on June 9, 2020.

Innovative Foundry Technologies LLC

On December 20, 2019, Innovative Foundry Technologies LLC filed a complaint against us (as well as Semiconductor Manufacturing International Corporation; Broadcom Incorporated; Broadcom Corporation; and Cypress Semiconductor Corporation) in the United States District Court for the Western District of Texas. The complaint alleges infringement of United States Patent No. 6,580,122 (the “122 patent”), entitled “Transistor Device Having an Enhanced Width Dimension and a Method of Making Same”; United States Patent No. 6,806,126 (the “126 patent”), entitled “Method of Manufacturing a Semiconductor Component”; United States Patent No. 6,933,620 (the “620 patent”), entitled “Semiconductor Component and Method of Manufacture”; and United States Patent No. 7,009,226 (the “226 patent”), entitled “In-Situ Nitride/Oxynitride Processing with Reduced Deposition Surface Pattern Sensitivity.” On April 9, 2020, Semiconductor Manufacturing International Corporation filed a petition with the United States Patent and Trademark Office challenging the validity of the asserted claims of the 226 patent, and on April 14, 2020, it filed petitions challenging the validity of the asserted claims of the 126 patent and 620 patent.

Mobile Networking Solutions

On August 12, 2019, Mobile Networking Solutions, LLC (“Mobile Networking Solutions”) filed a complaint against our wholly-owned subsidiary Sling Media L.L.C. for infringement of two patents: United States Patent No. 7,543,177 (the “177 patent”) and United States Patent No. 7,958,388 (the “388 patent”), each entitled “Methods and Systems for a Storage System.” Mobile Networking Solutions alleges infringement in connection with Sling Media L.L.C.’s use of a Hadoop Distributed File System for storage and processing of large data files. Pursuant to a stipulation of the parties, on December 16, 2019, the Court entered an order staying the case for six months so the parties may discuss settling the case. On May 12, 2020, pursuant to the parties’ joint request, the Court ordered dismissal of the case with prejudice. This matter is now concluded.

Multimedia Content Management LLC

On July 25, 2018, Multimedia Content Management LLC (“Multimedia”) filed a complaint against us in the United States District Court for the Western District of Texas. Multimedia alleges that we infringe United States Patent No. 8,799,468 (the “468 patent”), entitled “System for Regulating Access to and Distributing Content in a Network,” and United States Patent No. 9,465,925 (the “925 patent”), entitled “System for Regulating Access to and Distributing Content in a Network,” in connection with impulse pay per view content offerings on certain set-top boxes. Multimedia is an entity that seeks to license a patent portfolio without itself practicing any of the claims recited therein. On March 7, 2019, pursuant to stipulation, the Court substituted our wholly-owned subsidiary DISH Network L.L.C. as the defendant in our place. On April 23, 2019, DISH Network L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of the asserted claims of each of the asserted patents. On November 13, 2019, the United States Patent and Trademark Office denied institution on both of the petitions. On December 13, 2019, DISH Network L.L.C. filed a motion for reconsideration, which the United States Patent and Trademark Office denied on March 10, 2020. On March 26, 2020, pursuant to the parties’ joint request, the Court dismissed the matter with prejudice. This matter is now concluded.

Realtime Data LLC and Realtime Adaptive Streaming LLC

On June 6, 2017, Realtime Data LLC d/b/a IXO (“Realtime”) filed an amended complaint in the United States District Court for the Eastern District of Texas (the “Original Texas Action”) against us; our wholly-owned subsidiaries DISH Network L.L.C., DISH Technologies L.L.C. (then known as EchoStar Technologies L.L.C.), Sling TV L.L.C. and Sling Media L.L.C.; EchoStar, and EchoStar’s wholly-owned subsidiary Hughes Network Systems, L.L.C. (“HNS”); and Arris Group, Inc. Realtime’s initial complaint in the Original Texas Action, filed on February 14, 2017, had named only EchoStar and HNS as defendants.

The amended complaint in the Original Texas Action alleges infringement of United States Patent No. 8,717,204 (the “204 patent”), entitled “Methods for encoding and decoding data”; United States Patent No. 9,054,728 (the “728 patent”), entitled “Data compression systems and methods”; United States Patent No. 7,358,867 (the “867 patent”), entitled “Content independent data compression method and system”; United States Patent No. 8,502,707 (the “707 patent”), entitled “Data compression systems and methods”; United States Patent No. 8,275,897 (the “897 patent”), entitled “System and methods for accelerated data storage and retrieval”; United States Patent No. 8,867,610 (the “610 patent”), entitled “System and methods for video and audio data distribution”; United States Patent No. 8,934,535 (the “535 patent”), entitled “Systems and methods for video and audio data storage and distribution”; and United States Patent No. 8,553,759 (the “759 patent”), entitled “Bandwidth sensitive data compression and decompression.” Realtime alleges that we, Sling TV, Sling Media and Arris streaming video products and services compliant with various versions of the H.264 video compression standard infringe the 897 patent, the 610 patent and the 535 patent, and that the data compression system in Hughes’ products and services infringe the 204 patent, the 728 patent, the 867 patent, the 707 patent and the 759 patent.

On July 19, 2017, the Court severed Realtime’s claims against us, DISH Network L.L.C., Sling TV L.L.C., Sling Media L.L.C. and Arris Group, Inc. (alleging infringement of the 897 patent, the 610 patent and the 535 patent) from the Original Texas Action into a separate action in the United States District Court for the Eastern District of Texas (the “Second Texas Action”). On August 31, 2017, Realtime dismissed the claims against us, Sling TV L.L.C., Sling Media Inc., and Sling Media L.L.C. from the Second Texas Action and refiled these claims (alleging infringement of the 897 patent, the 610 patent and the 535 patent) against Sling TV L.L.C., Sling Media Inc., and Sling Media L.L.C. in a new action in the United States District Court for the District of Colorado (the “Colorado Action”). Also on August 31, 2017, Realtime dismissed DISH Technologies L.L.C. from the Original Texas Action, and on September 12, 2017, added it as a defendant in an amended complaint in the Second Texas Action. On November 6, 2017, Realtime filed a joint motion to dismiss the Second Texas Action without prejudice, which the Court entered on November 8, 2017.

On October 10, 2017, Realtime Adaptive Streaming LLC (“Realtime Adaptive Streaming”) filed suit against our wholly-owned subsidiaries DISH Network L.L.C. and DISH Technologies L.L.C., as well as Arris Group, Inc., in a new action in the United States District Court for the Eastern District of Texas (the “Third Texas Action”), alleging infringement of the 610 patent and the 535 patent. Also on October 10, 2017, an amended complaint was filed in the Colorado Action, substituting Realtime Adaptive Streaming as the plaintiff instead of Realtime, and alleging infringement of only the 610 patent and the 535 patent, but not the 897 patent. On November 6, 2017, Realtime Adaptive Streaming filed a joint motion to dismiss the Third Texas Action without prejudice, which the court entered on November 8, 2017. Also on November 6, 2017, Realtime Adaptive Streaming filed a second amended complaint in the Colorado Action, adding our wholly-owned subsidiaries DISH Network L.L.C. and DISH Technologies L.L.C., as well as Arris Group, Inc., as defendants.

As a result, neither we nor any of our subsidiaries is a defendant in the Original Texas Action; the Court has dismissed without prejudice the Second Texas Action and the Third Texas Action; and our wholly-owned subsidiaries DISH Network L.L.C., DISH Technologies L.L.C., Sling TV L.L.C. and Sling Media L.L.C. as well as Arris Group, Inc., are defendants in the Colorado Action, which now has Realtime Adaptive Streaming as the named plaintiff.

On July 3, 2018, Sling TV L.L.C., Sling Media L.L.C., DISH Network L.L.C., and DISH Technologies L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of each of the asserted patents. On January 31, 2019, the United States Patent and Trademark Office agreed to institute proceedings on our petitions challenging all asserted claims of each of the asserted patents, and it held trial on the petitions on December 5, 2019. On January 17, 2020, the United States Patent and Trademark Office terminated the petitions as time-barred, but issued a final written decision invalidating the 535 patent to third parties that had timely joined in our petition (and, on January 10, 2020, issued a final written decision invalidating the 535 patent in connection with a third party’s independent petition). On March 16, 2020, Sling TV L.L.C., Sling Media L.L.C., DISH Network L.L.C., and DISH Technologies L.L.C. filed a notice of appeal from the terminated petitions to the United States Court of Appeals for the Federal Circuit. On June 29, 2020, the United States Patent and Trademark Office filed a notice of intervention in the appeal. The appeal has been fully briefed since September 9, 2020. The Colorado Action in the district court has been stayed since February 26, 2019, pending resolution of the petitions. On August 7, 2020, the United States Patent and Trademark Office granted a request for ex parte reexamination of the validity of the 610 patent.

Realtime Adaptive Streaming is an entity that seeks to license an acquired patent portfolio without itself practicing any of the claims recited therein.

Sound View Innovations, LLC

On December 30, 2019, Sound View Innovations, LLC filed one complaint against our wholly-owned subsidiaries DISH Network L.L.C. and DISH Technologies L.L.C. and a second complaint against our wholly-owned subsidiary Sling TV L.L.C. in the United States District Court for the District of Colorado. The complaint against DISH Network L.L.C. and DISH Technologies L.L.C. alleges infringement of United States Patent No 6,502,133 (the “133 patent”), entitled Real-Time Event Processing System with Analysis Engine Using Recovery Information” and both complaints allege infringement of United States Patent No. 6,708,213 (the “213 patent), entitled “Method for Streaming Multimedia Information Over Public Networks”; United States Patent No. 6,757,796 (the “796 patent”), entitled “Method and System for Caching Streaming Live Broadcasts transmitted Over a Network”; and United States Patent No. 6,725,456 (the “456 patent”), entitled “Methods and Apparatus for Ensuring Quality of Service in an Operating System.”

On May 21, 2020, June 3, 2020, June 5, 2020 and July 10, 2020, DISH Network L.L.C., DISH Technologies L.L.C. and Sling TV L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of, respectively, the 213 patent, the 133 patent, the 456 patent and the 796 patent.

We intend to vigorously defend these cases. In the event that a court ultimately determines that we infringe the asserted patents, we may be subject to substantial damages, which may include treble damages, and/or an injunction that could require us to materially modify certain features that we currently offer to consumers. We cannot predict with any degree of certainty the outcome of the suit or determine the extent of any potential liability or damages. Each of the plaintiffs is an entity that seeks to license a patent portfolio without itself practicing any of the claims recited therein.

Telemarketing Litigation

On March 25, 2009, our wholly-owned subsidiary DISH Network L.L.C. was sued in a civil action by the United States Attorney General and several states in the United States District Court for the Central District of Illinois (the “FTC Action”), alleging violations of the Telephone Consumer Protection Act (“TCPA”) and the Telemarketing Sales Rule (“TSR”), as well as analogous state statutes and state consumer protection laws. The plaintiffs alleged that we, directly and through certain independent third-party retailers and their affiliates, committed certain telemarketing violations.

On December 23, 2013, the plaintiffs filed a motion for summary judgment, which indicated for the first time that the state plaintiffs were seeking civil penalties and damages of approximately $270 million and that the federal plaintiff was seeking an unspecified amount of civil penalties (which could substantially exceed the civil penalties and damages being sought by the state plaintiffs). The plaintiffs were also seeking injunctive relief that if granted would, among other things, enjoin DISH Network L.L.C., whether acting directly or indirectly through authorized telemarketers or independent third-party retailers, from placing any outbound telemarketing calls to market or promote its goods or services for five years, and enjoin DISH Network L.L.C. from accepting activations or sales from certain existing independent third-party retailers and from certain new independent third-party retailers, except under certain circumstances. We also filed a motion for summary judgment, seeking dismissal of all claims. On December 12, 2014, the Court issued its opinion with respect to the parties’ summary judgment motions. The Court found that DISH Network L.L.C. was entitled to partial summary judgment with respect to one claim in the action. In addition, the Court found that the plaintiffs were entitled to partial summary judgment with respect to ten claims in the action, which included, among other things, findings by the Court establishing DISH Network L.L.C.’s liability for a substantial amount of the alleged outbound telemarketing calls by DISH Network L.L.C. and certain of its independent third-party retailers that were the subject of the plaintiffs’ motion. The Court did not issue any injunctive relief and did not make any determination on civil penalties or damages, ruling instead that the scope of any injunctive relief and the amount of any civil penalties or damages were questions for trial.

The first phase of the bench trial took place January 19, 2016 through February 11, 2016, and the second phase took place October 25, 2016 through November 2, 2016.

On June 5, 2017, the Court issued Findings of Fact and Conclusions of Law and entered Judgment ordering DISH Network L.L.C. to pay an aggregate amount of $280 million to the federal and state plaintiffs. The Court also issued a Permanent Injunction (the “Injunction”) against DISH Network L.L.C. that imposes certain ongoing compliance requirements on DISH Network L.L.C., which include, among other things: (i) the retention of a telemarketing-compliance expert to prepare a plan to ensure that DISH Network L.L.C. and certain independent third-party retailers will continue to comply with telemarketing laws and the Injunction; (ii) certain telemarketing records retention and production requirements; and (iii) certain compliance reporting and monitoring requirements. In addition to the compliance requirements under the Injunction, within ninety (90) days after the effective date of the Injunction, DISH Network L.L.C. is required to demonstrate that it and certain independent third-party retailers are in compliance with the Safe Harbor Provisions of the TSR and TCPA and have made no prerecorded telemarketing calls during the five (5) years prior to the effective date of the Injunction (collectively, the “Demonstration Requirements”). If DISH Network L.L.C. fails to prove that it meets the Demonstration Requirements, it will be barred from conducting any outbound telemarketing for two (2) years. If DISH Network L.L.C. fails to prove that a particular independent third-party retailer meets the Demonstration Requirements, DISH Network L.L.C. will be barred from accepting orders from that independent third-party retailer for two (2) years. On July 3, 2017, DISH Network L.L.C. filed two motions with the Court: (1) to alter or amend the Judgment or in the alternative to amend the Findings of Fact and Conclusions of Law; and (2) to clarify, alter and amend the Injunction. On August 10, 2017, the Court: (a) denied the motion to alter or amend the Judgment or in the alternative to amend the Findings of Fact and Conclusions of Law; and (b) allowed, in part, the motion to clarify, alter and amend the Injunction, and entered an Amended Permanent Injunction (the “Amended Injunction”).

Among other things, the Amended Injunction provided DISH Network L.L.C. a thirty (30) day extension to meet the Demonstration Requirements, expanded the exclusion of certain independent third-party retailers from the Demonstration Requirements, and clarified that, with regard to independent third-party retailers, the Amended Injunction only applied to their telemarketing of DISH TV goods and services. On October 10, 2017, DISH Network L.L.C. filed a notice of appeal to the United States Court of Appeals for the Seventh Circuit, which heard oral argument on September 17, 2018. On March 26, 2020, the United States Court of Appeals for the Seventh Circuit issued an opinion largely affirming DISH Network L.L.C.’s liability, but vacating and remanding the damages award. On June 25, 2020, the United States Court of Appeals for the Seventh Circuit denied DISH Network L.L.C.’s petition for rehearing and/or rehearing en banc. Pursuant to the parties’ stipulation, on July 13, 2020, the Court entered a schedule for additional briefing on the remanded damages issue, which schedule has been extended at the parties’ requests to accommodate settlement discussions.

Our total accrual at September 30, 2020 and December 31, 2019 related to the FTC Action was $280 million, which was recorded in prior periods and is included in “Other accrued expenses” on our Condensed Consolidated Balance Sheets. Any eventual payments made with respect to the FTC Action may not be deductible for tax purposes, which had a negative impact on our effective tax rate for the year ended December 31, 2017. The tax deductibility of any eventual payments made with respect to the FTC Action may change, based upon, among other things, further developments in the FTC Action, including final adjudication of the FTC Action.

We may also from time to time be subject to private civil litigation alleging telemarketing violations. For example, a portion of the alleged telemarketing violations by an independent third-party retailer at issue in the FTC Action are also the subject of a certified class action filed against DISH Network L.L.C. in the United States District Court for the Middle District of North Carolina (the “Krakauer Action”). Following a five-day trial, on January 19, 2017, a jury in that case found that the independent third-party retailer was acting as DISH Network L.L.C.’s agent when it made the 51,119 calls at issue in that case, and that class members are eligible to recover $400 in damages for each call made in violation of the TCPA. On May 22, 2017, the Court ruled that the violations were willful and knowing, and trebled the damages award to $1,200 for each call made in violation of TCPA. On April 5, 2018, the Court entered a $61 million judgment in favor of the class. DISH Network L.L.C. appealed and on May 30, 2019, the United States Court of Appeals for the Fourth Circuit affirmed. On October 15, 2019, DISH Network L.L.C. filed a petition for writ of certiorari, requesting that the United States Supreme Court agree to hear a further appeal but it denied the petition on December 16, 2019. On January 21, 2020, DISH Network L.L.C. filed a second notice of appeal relating to the district court’s orders on the claims administration process to identify, and disburse funds to, individual class members. On June 29, 2020, Krakauer filed a motion to dismiss the appeal for lack of jurisdiction. The district court currently is deciding how to handle the $10.76 million in disbursable judgment funds for which no corresponding class member was identified, but has indicated that it will not refund those monies to DISH Network L.L.C. During the third quarter 2019, the judgment was paid to the court.

We intend to vigorously defend these cases. We cannot predict with any degree of certainty the outcome of these suits.

Telemarketing Shareholder Derivative Litigation

On October 19, 2017, Plumbers Local Union No. 519 Pension Trust Fund (“Plumbers Local 519”), a purported shareholder of the Company, filed a putative shareholder derivative action in the District Court for Clark County, Nevada alleging, among other things, breach of fiduciary duty claims against the following current and former members of the Company’s Board of Directors: Charles W. Ergen; James DeFranco; Cantey M. Ergen; Steven R. Goodbarn; David K. Moskowitz; Tom A. Ortolf; Carl E. Vogel; George R. Brokaw; and Gary S. Howard (collectively, the “Director Defendants”). In its complaint, Plumbers Local 519 contends that, by virtue of their alleged failure to appropriately ensure the Company’s compliance with telemarketing laws, the Director Defendants exposed the Company to liability for telemarketing violations, including those in the Krakauer Action. It also contends that the Director Defendants caused the Company to pay improper compensation and benefits to themselves and others who allegedly breached their fiduciary duties to the Company.

Plumbers Local 519 alleges causes of action for breach of fiduciary duties of loyalty and good faith, gross mismanagement, abuse of control, corporate waste and unjust enrichment. Plumbers Local 519 is seeking an unspecified amount of damages.

On November 13, 2017, City of Sterling Heights Police and Fire Retirement System (“Sterling Heights”), a purported shareholder of the Company, filed a putative shareholder derivative action in the District Court for Clark County, Nevada. Sterling Heights makes substantially the same allegations as Plumbers Union 519, and alleges causes of action against the Director Defendants for breach of fiduciary duty, waste of corporate assets and unjust enrichment. Sterling Heights is seeking an unspecified amount of damages. Pursuant to a stipulation of the parties, on January 4, 2018, the District Court agreed to consolidate the Sterling Heights action with the Plumbers Local 519 action, and on January 12, 2018, the derivative plaintiffs filed an amended consolidated complaint that largely duplicates the original Plumbers Local 519 complaint. Our Board of Directors has established a Special Litigation Committee to review the factual allegations and legal claims in this action. On May 15, 2018, the District Court granted the Special Litigation Committee’s motion to stay the case pending its investigation. The Special Litigation Committee’s report was filed on November 27, 2018, and recommended that the Company not pursue the claims asserted by the derivative plaintiffs. On December 20, 2018, the Special Litigation Committee filed a motion seeking deferral to its determination that the claims should be dismissed. Following a two-day evidentiary hearing on July 6-7, 2020, on July 17, 2020, the District Court entered an order granting the Special Litigation Committee’s motion. On August 25, 2020, the derivative plaintiffs filed a notice of appeal to the Nevada Supreme Court.

We cannot predict with any degree of certainty the outcome of these suits or determine the extent of any potential liability or damages.

TQ Delta, LLC

On July 17, 2015, TQ Delta, LLC (“TQ Delta”) filed a complaint against us and our wholly-owned subsidiaries DISH DBS Corporation and DISH Network L.L.C. in the United States District Court for the District of Delaware. The Complaint alleges infringement of United States Patent No. 6,961,369 (the “369 patent”), which is entitled “System and Method for Scrambling the Phase of the Carriers in a Multicarrier Communications System”; United States Patent No. 8,718,158 (the “158 patent”), which is entitled “System and Method for Scrambling the Phase of the Carriers in a Multicarrier Communications System”; United States Patent No. 9,014,243 (the “243 patent”), which is entitled “System and Method for Scrambling Using a Bit Scrambler and a Phase Scrambler”; United States Patent No.7,835,430 (the “430 patent”), which is entitled “Multicarrier Modulation Messaging for Frequency Domain Received Idle Channel Noise Information”; United States Patent No. 8,238,412 (the “412 patent”), which is entitled “Multicarrier Modulation Messaging for Power Level per Subchannel Information”; United States Patent No. 8,432,956 (the “956 patent”), which is entitled “Multicarrier Modulation Messaging for Power Level per Subchannel Information”; and United States Patent No. 8,611,404 (the “404 patent”), which is entitled “Multicarrier Transmission System with Low Power Sleep Mode and Rapid-On Capability.” On September 9, 2015, TQ Delta filed a first amended complaint that added allegations of infringement of United States Patent No. 9,094,268 (the “268 patent”), which is entitled “Multicarrier Transmission System With Low Power Sleep Mode and Rapid-On Capability.” On May 16, 2016, TQ Delta filed a second amended complaint that added EchoStar Corporation and its then wholly-owned subsidiary EchoStar Technologies L.L.C. as defendants. TQ Delta alleges that our satellite TV service, Internet service, set-top boxes, gateways, routers, modems, adapters and networks that operate in accordance with one or more Multimedia over Coax Alliance Standards infringe the asserted patents. TQ Delta has filed actions in the same court alleging infringement of the same patents against Comcast Corp., Cox Communications, Inc., DirecTV, Time Warner Cable Inc. and Verizon Communications, Inc. TQ Delta is an entity that seeks to license an acquired patent portfolio without itself practicing any of the claims recited therein.

On July 14, 2016, TQ Delta stipulated to dismiss with prejudice all claims related to the 369 patent and the 956 patent. On July 20, 2016, we filed petitions with the United States Patent and Trademark Office challenging the validity of all of the patent claims of the 404 patent and the 268 patent that have been asserted against us. Third parties have filed petitions with the United States Patent and Trademark Office challenging the validity of all of the patent claims that have been asserted against us in the action. On November 4, 2016, the United States Patent and Trademark Office agreed to institute proceedings on the third-party petitions related to the 158 patent, the 243 patent, the 412 patent and the 430 patent.

On December 20, 2016, pursuant to a stipulation of the parties, the Court stayed the case until the resolution of all petitions to the United States Patent and Trademark Office challenging the validity of all of the patent claims at issue. On January 19, 2017, the United States Patent and Trademark Office granted our motions to join the instituted petitions on the 430 and 158 patents.

On February 9, 2017, the United States Patent and Trademark Office agreed to institute proceedings on our petition related to the 404 patent, and on February 13, 2017, the United States Patent and Trademark Office agreed to institute proceedings on our petition related to the 268 patent. On February 27, 2017, the United States Patent and Trademark Office granted our motions to join the instituted petitions on the 243 and 412 patents. On October 26, 2017, the United States Patent and Trademark Office issued final written decisions on the petitions challenging the 158 patent, the 243 patent, the 412 patent and the 430 patent, and it invalidated all of the asserted claims of those patents. On February 7, 2018, the United States Patent and Trademark Office issued final written decisions on the petitions challenging the 404 patent, and it invalidated all of the asserted claims of that patent on the basis of our petition. On February 10, 2018, the United States Patent and Trademark Office issued a final written decision on our petition challenging the 268 patent, and it invalidated all of the asserted claims. On March 12, 2018, the United States Patent and Trademark Office issued a final written decision on a third-party petition challenging the 268 patent, and it invalidated all of the asserted claims. All asserted claims have now been invalidated by the United States Patent and Trademark Office. TQ Delta has filed notices of appeal from the final written decisions adverse to it. On May 9, 2019, the United States Court of Appeals for the Federal Circuit affirmed the invalidity of the 430 patent and the 412 patent. On July 10, 2019, the United States Court of Appeals for the Federal Circuit affirmed the invalidity of the asserted claims of the 404 patent. On July 15, 2019, the United States Court of Appeals for the Federal Circuit affirmed the invalidity of the asserted claims of the 268 patent. On November 22, 2019, the United States Court of Appeals for the Federal Circuit reversed the invalidity finding on the 243 patent and the 158 patent, and then, on March 29, 2020, denied a petition for panel rehearing as to those findings.

Turner Network Sales

On October 6, 2017, Turner Network Sales, Inc. (“Turner”) filed a complaint against our wholly-owned subsidiary DISH Network L.L.C. in the United States District Court for the Southern District of New York. The operative First Amended Complaint alleges that DISH Network L.L.C. improperly calculated and withheld licensing fees owing to Turner in connection with its carriage of CNN and other networks. On December 14, 2017, DISH Network L.L.C. filed its operative first amended counterclaims against Turner. In the counterclaims, DISH Network L.L.C. seeks a declaratory judgment that it properly calculated the licensing fees owed to Turner for carriage of CNN, and also alleges claims for unrelated breaches of the parties’ affiliation agreement. In its October 1, 2018 damage expert’s report, Turner claimed damages of $159 million, plus $24 million in interest. On September 27, 2019, the Court granted, in part, Turner’s motion for summary judgment, holding, in part, that Turner was entitled to recover approximately $20 million in license fee payments that DISH Network L.L.C. had withheld after it discovered previous over-payments. On February 12, 2020, the parties filed a stipulation to dismiss certain of their respective claims. Trial on the remaining claims in this matter has been re-set for March 1, 2021, where DISH Network L.L.C.’s incremental exposure (per Turner’s damages expert’s amended report) is approximately $206 million.

We intend to vigorously defend this case. We cannot predict with any degree of certainty the outcome of the suit or determine the extent of any potential liability or damages.

Uniloc

On January 31, 2019, Uniloc 2017 LLC (“Uniloc”) filed a complaint against our wholly-owned subsidiary Sling TV L.L.C. in the United States District Court for the District of Colorado. The Complaint alleges infringement of United States Patent No. 6,519,005 (the “005 patent”), which is entitled “Method of Concurrent Multiple-Mode Motion Estimation for Digital Video”; United States Patent No. 6,895,118 (the “118 patent”), which is entitled “Method of Coding Digital Image Based on Error Concealment”; United States Patent No. 9,721,273 (the “273 patent”), which is entitled “System and Method for Aggregating and Providing Audio and Visual Presentations Via a Computer Network”); and United States Patent No. 8,407,609 (the “609 patent”), which is entitled “System and Method for Providing and Tracking the Provision of Audio and Visual Presentations Via a Computer Network.” Uniloc is an entity that seeks to license an acquired patent portfolio without itself practicing any of the claims recited therein.

On June 25, 2019, Sling TV L.L.C. filed a petition with the United States Patent and Trademark Office challenging the validity of all of the asserted claims of the 005 patent. On July 19, 2019 and July 22, 2019, respectively, Sling TV L.L.C. filed petitions with the United States Patent and Trademark Office challenging the validity of all asserted claims of the 273 patent and the 609 patent. On August 12, 2019, Sling TV L.L.C. filed a petition with the United States Patent and Trademark Office challenging the validity of all of the asserted claims of the 118 patent. On October 18, 2019, pursuant to a stipulation of the parties, the Court entered a stay of the trial proceedings. On January 9, 2020, the United States Patent and Trademark Office agreed to institute proceedings on the petition challenging the 005 patent. On January 15, 2020, the United States Patent and Trademark Office agreed to institute proceedings on the petition challenging the 273 patent. On February 4, 2020, the United States Patent and Trademark Office agreed to institute proceedings on the petition challenging the 609 patent. On February 25, 2020, the United States Patent and Trademark Office declined to institute proceedings on the petition challenging the 118 patent.

Vermont National Telephone Company

On September 23, 2016, the United States District Court for the District of Columbia unsealed a qui tam complaint that was filed by Vermont National against us; our wholly-owned subsidiaries, American AWS-3 Wireless I L.L.C., American II, American III, and DISH Wireless Holding L.L.C.; Charles W. Ergen (our Chairman) and Cantey M. Ergen (a member of our board of directors); Northstar Wireless; Northstar Spectrum; Northstar Manager; SNR Wireless; SNR HoldCo; SNR Management; and certain other parties. The complaint was unsealed after the United States Department of Justice notified the Court that it had declined to intervene in the action. The complaint is a civil action that was filed under seal on May 13, 2015 by Vermont National, which participated in the AWS-3 Auction through its wholly-owned subsidiary, VTel Wireless. The complaint alleges violations of the federal civil False Claims Act (the “FCA”) based on, among other things, allegations that Northstar Wireless and SNR Wireless falsely claimed bidding credits of 25% in the AWS-3 Auction when they were allegedly under the de facto control of DISH Network and, therefore, were not entitled to the bidding credits as designated entities under applicable FCC rules. Vermont National seeks to recover on behalf of the United States government approximately $10 billion, which reflects the $3.3 billion in bidding credits that Northstar Wireless and SNR Wireless claimed in the AWS-3 Auction, trebled under the FCA. Vermont National also seeks civil penalties of not less than $5,500 and not more than $11,000 for each violation of the FCA. On March 2, 2017, the United States District Court for the District of Columbia entered a stay of the litigation until such time as the United States Court of Appeals for the District of Columbia (the “D.C. Circuit”) issued its opinion in SNR Wireless LicenseCo, LLC, et al. v. F.C.C. The D.C. Circuit issued its opinion on August 29, 2017 and remanded the matter to the FCC for further proceedings. See “Commitments – DISH Network Non-Controlling Investments in the Northstar Entities and the SNR Entities Related to AWS-3 Wireless Spectrum Licenses” above for further information.

Thereafter, the Court maintained the stay until October 26, 2018. On February 11, 2019, the Court granted Vermont National’s unopposed motion for leave to file an amended complaint. On March 28, 2019, the defendants filed a motion to dismiss Vermont National’s amended complaint, which has been fully briefed since June 3, 2019.

We intend to vigorously defend this case. We cannot predict with any degree of certainty the outcome of this proceeding or determine the extent of any potential liability or damages.

Waste Disposal Inquiry

The California Attorney General and the Alameda County (California) District Attorney are investigating whether certain of our waste disposal policies, procedures and practices are in violation of the California Business and Professions Code and the California Health and Safety Code. We expect that these entities will seek injunctive and monetary relief. The investigation appears to be part of a broader effort to investigate waste handling and disposal processes of a number of industries. While we are unable to predict the outcome of this investigation, we do not believe that the outcome will have a material effect on our results of operations, financial condition or cash flows.

Other

In addition to the above actions, we are subject to various other legal proceedings and claims that arise in the ordinary course of business, including, among other things, disputes with programmers regarding fees. In our opinion, the amount of ultimate liability with respect to any of these actions is unlikely to materially affect our financial condition, results of operations or liquidity, though the outcomes could be material to our operating results for any particular period, depending, in part, upon the operating results for such period.

Segment Reporting

9 Months Ended

Sep. 30, 2020

Segment Reporting

Segment Reporting

12.Segment Reporting

Operating segments are components of an enterprise for which separate financial information is available and regularly evaluated by the chief operating decision maker(s) of an enterprise. Operating income is the primary measure used by our chief operating decision maker to evaluate segment operating performance. We currently operate two primary business segments: (1) Pay-TV; and (2) Wireless. See Note 1 for further information.

All other and eliminations primarily include intersegment eliminations related to intercompany debt and the related interest income and interest expense, which are eliminated in consolidation.

The total assets, revenue and operating income by segment were as follows:


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Total assets:
Pay-TV	$	33,706,649	$	31,531,612
Wireless		28,717,584		25,686,381
Eliminations		(26,323,796)		(23,987,058)
Total assets	$	36,100,437	$	33,230,935


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Revenue:
Pay-TV	$	3,190,664	$	3,169,967	$	9,595,131	$	9,569,972
Wireless		1,341,512		64		1,343,893		187
Eliminations		(585)		(1,668)		(2,954)		(3,340)
Total revenue	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

Operating income (loss):
Pay-TV	$	803,817	$	491,696	$	2,040,970	$	1,406,179
Wireless (1)		7,431		(22,804)		(447,994)		(50,255)
Eliminations		—		—		—		—
Total operating income (loss)	$	811,248	$	468,892	$	1,592,976	$	1,355,924

(1)

The nine months ended September 30, 2020 were negatively impacted by “Impairment of long-lived assets” of $356 million, resulting from non-cash impairments of the T1 satellite and D1 satellites, as well as capitalized costs of equipment, labor and other assets and operating lease assets related to the narrowband IoT deployment that would not be utilized in our 5G Network Deployment. See Note 2 for further information.

Geographic Information. Revenue is attributed to geographic regions based upon the location where the goods and services are provided. All service revenue was derived from the United States. Substantially all of our long-lived assets reside in the United States.

The following table summarizes revenue by geographic region:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Revenue:	2020		2019		2020		2019

	(In thousands)
United States	$	4,516,475	$	3,156,853	$	10,899,922	$	9,533,647
Canada and Mexico		15,116		11,510		36,148		33,172
Total revenue	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

The revenue from external customers disaggregated by major revenue source was as follows:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Category:	2020		2019		2020		2019

	(In thousands)
Pay-TV video and related revenue	$	3,139,575	$	3,117,191	$	9,455,429	$	9,427,533
Wireless services and related revenue		1,082,570		—		1,082,570		—
Pay-TV equipment sales and other revenue		51,089		52,776		139,702		142,439
Wireless equipment sales and other revenue		258,942		64		261,323		187
Eliminations equipment sales and other revenue		(585)		(1,668)		(2,954)		(3,340)
Total	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

All revenues during the three and nine months ended September 30, 2020 and 2019 were primarily derived from our Pay-TV segment.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI http://asc.fasb.org/topic&trid=2134510

+ Details

Contract Balances

9 Months Ended

Sep. 30, 2020

Contract Balances

Contract Balances

13.Contract Balances

Our valuation and qualifying accounts as of September 30, 2020 were as follows:


Allowance for credit losses	Balance at Beginning of Period		Current Period Provision for Expected Credit Losses		Write-offs Charged Against Allowance		Balance at End of Period

	(In thousands)
For the nine months ended September 30, 2020	$	19,280	$	60,964	$	(15,630)	$	64,614

Deferred revenue related to contracts with our customers is recorded in “Deferred revenue and other” and “Long-term deferred revenue and other long-term liabilities” on our Condensed Consolidated Balance Sheets. Changes in deferred revenue related to contracts with our customers were as follows:


	Contract
	Liabilities
	(In thousands)
Balance as of December 31, 2019	$	613,272
Recognition of unearned revenue		(6,457,508)
Deferral of revenue		6,627,478
Balance as of September 30, 2020	$	783,242

We apply a practical expedient and do not disclose the value of the remaining performance obligations for contracts that are less than one year in duration, which represent a substantial majority of our revenue. As such, the amount of revenue related to unsatisfied performance obligations is not necessarily indicative of our future revenue.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Related Party Transactions

9 Months Ended

Sep. 30, 2020

Related Party Transactions

Related Party Transactions

14.Related Party Transactions

Master Transaction Agreement

On May 19, 2019, we entered into the Master Transaction Agreement with EchoStar.

Pursuant to the Master Transaction Agreement, among other things: (i) EchoStar carried out an internal reorganization in which certain assets and liabilities of the EchoStar Satellite Services segment, the business segment of EchoStar that provides broadcast satellite operations and satellite services, as well as certain related licenses, real estate properties and employees (together, the “BSS Business”) were transferred to Newco (the “Pre-Closing Restructuring”); (ii) EchoStar distributed all outstanding shares of common stock, par value $0.001 per share, of Newco (such stock, “Newco Common Stock”) on a pro rata basis (the “Distribution”), to the holders of record of Class A common stock, par value $0.001 per share, of EchoStar and Class B common stock, par value $0.001 per share, of EchoStar; and (iii) upon the consummation of the Pre-Closing Restructuring and the Distribution, Merger Sub merged with and into Newco (the “Merger”) such that, upon consummation of the Merger, Merger Sub ceased to exist and Newco continued as our wholly-owned subsidiary.

Effective September 10, 2019, pursuant to the terms and subject to the conditions set forth in the Master Transaction Agreement, in consideration for the Merger, we issued 22,937,188 shares of our Class A common stock to the holders of Newco Common Stock at a ratio of 0.23523769 of our Class A common stock for each outstanding share of Newco Common Stock. The transaction was structured as a tax-free spin-off and merger.

In addition, as the result of the Merger, we, EchoStar and, as relevant, certain of our or their respective subsidiaries, entered into ancillary agreements involving tax, employment and intellectual property matters, which set forth certain rights and obligations of us and EchoStar and our and their respective subsidiaries related to the Merger with respect to, among other things: (i) the payment of tax liability refunds, and the filing of tax returns related to Newco and the BSS Business; (ii) the allocation of employment-related assets and liabilities between us and EchoStar; (iii) certain employee compensation, equity awards, benefit plans, programs and arrangements relating to employees who are expected to be transferred to us pursuant to the Merger; (iv) a cross-license between us and EchoStar for certain intellectual property either transferred to us as part of the Merger or retained by EchoStar that is also used in the BSS Business; and (v) the provision of certain telemetry, tracking and control services by us and our subsidiaries to EchoStar and its subsidiaries.

The description of the Master Transaction Agreement in this section is qualified in its entirety by reference to the complete text of the Master Transaction Agreement, a copy of which is filed as Exhibit 2.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.

The Merger was accounted for as an asset purchase, as substantially all of the fair value of the gross assets acquired was concentrated in a group of similar identifiable assets. As the Merger was between entities that were under common control, we recorded the assets and liabilities received under the Merger at EchoStar’s historical cost basis, with the offsetting amount recorded in “Additional paid-in capital” on our Condensed Consolidated Balance Sheets. A significant portion of the assets received under the Merger were historically leased to us by EchoStar. As these assets and the related liabilities have been transferred to us pursuant to the Master Transaction Agreement, they are no longer be included in “Operating lease assets,” “Other current liabilities” and “Operating lease liabilities,” but rather in “Property and equipment, net” on our Condensed Consolidated Balance Sheets.

Spin-off from EchoStar

Following the Spin-off, we and EchoStar have operated as separate publicly-traded companies and neither entity has any ownership interest in the other. However, a substantial majority of the voting power of the shares of both companies is owned beneficially by Charles W. Ergen, our Chairman, and by certain entities established by Mr. Ergen for the benefit of his family.

Related Party Transactions with EchoStar

In connection with and following the Spin-off, we and EchoStar have entered into certain agreements pursuant to which we obtain certain products, services and rights from EchoStar, EchoStar obtains certain products, services and rights from us, and we and EchoStar have indemnified each other against certain liabilities arising from our respective businesses. Pursuant to the Share Exchange Agreement, among other things, EchoStar transferred to us certain assets and liabilities of the EchoStar technologies and EchoStar broadcasting businesses. Pursuant to the Master Transaction Agreement, among other things, EchoStar transferred to us certain assets and liabilities of its EchoStar Satellite Services segment. In connection with the Share Exchange and the Master Transaction Agreement, we and EchoStar and certain of their subsidiaries entered into certain agreements covering, among other things, tax matters, employee matters, intellectual property matters and the provision of transitional services. In addition, certain agreements that we had with EchoStar have terminated, and we entered into certain new agreements with EchoStar. We also may enter into additional agreements with EchoStar in the future. The following is a summary of the terms of our principal agreements with EchoStar that may have an impact on our financial condition and results of operations.

“Trade accounts receivable”

As of September 30, 2020 and December 31, 2019, trade accounts receivable from EchoStar was $4 million and $1 million, respectively. These amounts are recorded in “Trade accounts receivable” on our Condensed Consolidated Balance Sheets.

“Trade accounts payable”

As of September 30, 2020 and December 31, 2019, trade accounts payable to EchoStar was $10 million. These amounts are recorded in “Trade accounts payable” on our Condensed Consolidated Balance Sheets.

“Equipment sales and other revenue”

During both of the three months ended September 30, 2020 and 2019, we received $2 million for services provided to EchoStar. During the nine months ended September 30, 2020 and 2019, we received $6 million and $5 million, respectively, for services provided to EchoStar. These amounts are recorded in “Equipment sales and other revenue” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these revenues are discussed below.

Real Estate Lease Agreements. We have entered into lease agreements pursuant to which we lease certain real estate to EchoStar. The rent on a per square foot basis for each of the leases is comparable to per square foot rental rates of similar commercial property in the same geographic areas, and EchoStar is responsible for its portion of the taxes, insurance, utilities and maintenance of the premises. The term of each lease is set forth below:

●

El Paso Lease Agreement. During 2012, we began leasing certain space at 1285 Joe Battle Blvd., El Paso, Texas to EchoStar for an initial period ending on August 1, 2015, which also provides EchoStar with renewal options for four consecutive three-year terms. During the second quarter 2015, EchoStar exercised its first renewal option for a period ending on August 1, 2018 and in April 2018 EchoStar exercised its second renewal option for a period ending in August 2021.

●

90 Inverness Lease Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leases certain space from us at 90 Inverness Circle East, Englewood, Colorado for a period ending in February 2022. EchoStar has the option to renew this lease for four three-year periods.

●

Cheyenne Lease Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leases certain space from us at 530 EchoStar Drive, Cheyenne, Wyoming for a period ending in February 2019. In August 2018, EchoStar exercised its option to renew this lease for a one-year period ending in February 2020. EchoStar has the option to renew this lease for 12 one-year periods. In connection with the Master Transaction Agreement, we and EchoStar amended this lease to provide EchoStar with certain space for a period ending in September 2021, with the option for EchoStar to renew for a one-year period upon 180 days’ written notice prior to the end of the term.

●

Gilbert Lease Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, EchoStar leased certain space from us at 801 N. DISH Dr., Gilbert, Arizona for a period ending in March 2019. EchoStar exercised its option to renew this lease for a one-year period ending in February 2020. This lease was terminated effective September 10, 2019.

●

American Fork Occupancy License Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, we acquired the lease for certain space at 796 East Utah Valley Drive, American Fork, Utah, and we sublease certain space at this location to EchoStar for a period ending in August 2017. In June 2017, EchoStar exercised its five-year renewal option for a period ending in August 2022. This lease was terminated effective March 2019.

Collocation and Antenna Space Agreements. In connection with the completion of the Share Exchange, effective March 1, 2017, we entered into certain agreements pursuant to which we will provide certain collocation and antenna space to HNS through February 2022 at the following locations: Cheyenne, Wyoming; Gilbert, Arizona; New Braunfels, Texas; Monee, Illinois; Englewood, Colorado; and Spokane, Washington. During August 2017, we entered into certain other agreements pursuant to which we will provide certain collocation and antenna space to HNS through August 2022 at the following locations: Monee, Illinois and Spokane, Washington. HNS has the option to renew each of these agreements for four three-year periods. HNS may terminate certain of these agreements with 180 days’ prior written notice to us at the following locations: New Braunfels, Texas; Englewood, Colorado; and Spokane, Washington. In September 2019, in connection with the Master Transaction Agreement, we entered into an agreement pursuant to which we provide HNS with certain additional collocation space in Cheyenne, Wyoming for a period ending in September 2020, with the option for HNS to renew for a one-year period, with prior written notice no more than 120 days but no less than 90 days prior to the end of the term. In October 2019, HNS provided a termination notice for its New Braunfels, Texas agreement to be effective May 2020. The fees for the services provided under these agreements depend, among other things, on the number of racks leased and/or antennas present at the location.

Also in connection with the Master Transaction Agreement, in September 2019, we entered into an agreement pursuant to which we will provide HNS with antenna space and power in Cheyenne, Wyoming for a period of five years commencing no later than October 2020, with four three-year renewal terms, with prior written notice no more than 120 days but no less than 90 days prior to the end of the then-current term.

TT&C Agreement – Master Transaction Agreement. In September 2019, in connection with the Master Transaction Agreement, we entered into an agreement pursuant to which we provide TT&C services to EchoStar for a period ending in September 2021, with the option for EchoStar to renew for a one-year period upon written notice at least 90 days prior to the initial expiration (the “MTA TT&C Agreement”). The fees for services provided under the MTA TT&C Agreement are calculated at either: (i) a fixed fee or (ii) cost plus a fixed margin, which will vary depending on the nature of the services provided. Either party is able to terminate the MTA TT&C Agreement for any reason upon 12 months’ notice.

“Cost of services”

During the three months ended September 30, 2020 and 2019, we incurred $5 million and $31 million, respectively, of costs for services provided to us by EchoStar. During the nine months ended September 30, 2020 and 2019, we incurred $15 million and $191 million, respectively, of costs for services provided to us by EchoStar. EchoStar was the supplier of the vast majority of our transponder capacity. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, certain of these satellites were transferred to us (see below). See above for further information on the Master Transaction Agreement. These amounts are recorded in “Cost of services” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below.

Hughes Broadband Distribution Agreement. Effective October 1, 2012, dishNET Satellite Broadband L.L.C. (“dishNET Satellite Broadband”), our indirect wholly-owned subsidiary, and HNS entered into a Distribution Agreement (the “Distribution Agreement”) pursuant to which dishNET Satellite Broadband has the right, but not the obligation, to market, sell and distribute the HNS satellite Internet service (the “Service”). dishNET Satellite Broadband pays HNS a monthly per subscriber wholesale service fee for the Service based upon the subscriber’s service level, and, beginning January 1, 2014, certain volume subscription thresholds. The Distribution Agreement also provides that dishNET Satellite Broadband has the right, but not the obligation, to purchase certain broadband equipment from HNS to support the sale of the Service. On February 20, 2014, dishNET Satellite Broadband and HNS amended the Distribution Agreement which, among other things, extended the initial term of the Distribution Agreement through March 1, 2024.

Thereafter, the Distribution Agreement automatically renews for successive one year terms unless either party gives written notice of its intent not to renew to the other party at least 180 days before the expiration of the then-current term. Upon expiration or termination of the Distribution Agreement, the parties will continue to provide the Service to the then-current dishNET subscribers pursuant to the terms and conditions of the Distribution Agreement.

During the first quarter 2017, we transitioned our wholesale arrangement with Hughes under the Distribution Agreement to an authorized representative arrangement and entered into the MSA with HNS. See “Hughes Broadband Master Services Agreement” below for further information.

Satellite Capacity Leased from EchoStar. We have entered into certain satellite capacity agreements pursuant to which we lease certain capacity on certain satellites owned or leased by EchoStar. The fees for the services provided under these satellite capacity agreements depend, among other things, upon the orbital location of the applicable satellite, the number of transponders that are leased on the applicable satellite and the length of the lease. See “Pay-TV Satellites” in Note 8 for further information. The term of each lease is set forth below:

●

EchoStar VII, X, XI and XIV. On March 1, 2014, we began leasing all available capacity from EchoStar on the EchoStar VII, X, XI and XIV satellites. The term of each satellite capacity agreement generally terminates upon the earlier of: (i) the end-of-life of the satellite; (ii) the date the satellite fails; or (iii) a certain date, which depends upon, among other things, the estimated useful life of the satellite. We generally have the option to renew each satellite capacity agreement on a year-to-year basis through the end of the respective satellite’s life. There can be no assurance that any options to renew such agreements will be exercised. The satellite capacity agreement for EchoStar VII expired on June 30, 2018. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, these satellites were transferred to us. See above for further information on the Master Transaction Agreement.

●

EchoStar IX. We lease certain satellite capacity from EchoStar on EchoStar IX. Subject to availability, we generally have the right to continue to lease satellite capacity from EchoStar on EchoStar IX on a month-to-month basis.

●

EchoStar XVI. In December 2009, we entered into a transponder service agreement with EchoStar to lease all of the capacity on EchoStar XVI, a DBS satellite, after its service commencement date. EchoStar XVI was launched in November 2012 to replace EchoStar XV at the 61.5 degree orbital location and is currently in service. Effective December 21, 2012, we and EchoStar amended the transponder service agreement to, among other things, change the initial term to generally expire upon the earlier of: (i) the end-of-life or replacement of the satellite; (ii) the date the satellite fails; (iii) the date the transponder(s) on which service is being provided under the agreement fails; or (iv) four years following the actual service commencement date. In July 2016, we and EchoStar amended the transponder service agreement to, among other things, extend the initial term by one additional year and to reduce the term of the first renewal option by one year. Prior to expiration of the initial term, we had the option to renew for an additional five-year period. In May 2017, we exercised our first renewal option for an additional five-year period ending in January 2023. We also have the option to renew for an additional five-year period prior to expiration of the first renewal period in January 2023. There can be no assurance that the option to renew this agreement will be exercised. During 2018, we and EchoStar further amended the agreement to, among other things, allow us to place and use certain satellites at the 61.5 degree orbital location. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this satellite was transferred to us. See above for further information on the Master Transaction Agreement.

Nimiq 5 Agreement. During 2009, EchoStar entered into a fifteen-year satellite service agreement with Telesat Canada (“Telesat”) to receive service on all 32 DBS transponders on the Nimiq 5 satellite at the 72.7 degree orbital location (the “Telesat Transponder Agreement”). During 2009, EchoStar also entered into a satellite service agreement (the “DISH Nimiq 5 Agreement”) with us, pursuant to which we received service from EchoStar on all 32 of the DBS transponders covered by the Telesat Transponder Agreement.

Under the terms of the DISH Nimiq 5 Agreement, we made certain monthly payments to EchoStar that commenced in 2009 when the Nimiq 5 satellite was placed into service and continued through the service term, which expired ten years following the date the Nimiq 5 satellite was placed into service. Upon expiration of the initial term, we have the option to renew on a year-to-year basis through the end-of-life of the Nimiq 5 satellite. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the Telesat Transponder Agreement was transferred to us. In September 2019, we and EchoStar entered into an agreement whereby we compensate EchoStar for retaining certain obligations to Telesat related to our performance under the Telesat Transponder Agreement. See above for further information on the Master Transaction Agreement.

QuetzSat-1 Lease Agreement. During 2008, EchoStar entered into a ten-year satellite service agreement with SES Latin America S.A. (“SES”), which provided, among other things, for the provision by SES to EchoStar of service on 32 DBS transponders on the QuetzSat-1 satellite (“SES Transponder Agreement”). During 2008, EchoStar also entered into a transponder service agreement (“QuetzSat-1 Transponder Agreement”) with us pursuant to which we received service from EchoStar on 24 DBS transponders. QuetzSat-1 was launched on September 29, 2011 and was placed into service during the fourth quarter 2011 at the 67.1 degree orbital location. In January 2013, QuetzSat-1 was moved to the 77 degree orbital location and we commenced commercial operations at that location in February 2013. During the first quarter 2013, we and EchoStar entered into an agreement pursuant to which we subleased five DBS transponders back to EchoStar.

Unless earlier terminated under the terms and conditions of the SES Transponder Agreement and QuetzSat-1 Transponder Agreement, the initial service term will expire in November 2021. Upon expiration of the initial term, we have the option to renew the SES Transponder Agreement on a year-to-year basis through the end-of-life of the QuetzSat-1 satellite. There can be no assurance that any options to renew the SES Transponder Agreement will be exercised. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the SES Transponder Agreement was transferred to us. See above for further information on the Master Transaction Agreement.

TT&C Agreement. Effective January 1, 2012, we entered into a TT&C agreement pursuant to which we receive TT&C services from EchoStar for certain satellites (the “TT&C Agreement”). In February 2018, we amended the TT&C Agreement to, among other things, extend the term for one-year with four automatic one-year renewal periods. The fees for services provided under the TT&C Agreement are calculated at either: (i) a fixed fee; or (ii) cost plus a fixed margin, which will vary depending on the nature of the services provided. We and EchoStar are able to terminate the TT&C Agreement for any reason upon 12 months’ notice. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, the assets and employees that provide these services were transferred to us. See above for further information on the Master Transaction Agreement.

“Cost of sales – equipment and other”

During the three months ended September 30, 2020 and 2019, we incurred $1 million and $4 million, respectively, for satellite hosting, operations and maintenance services as well as transmission of certain data. During the nine months ended September 30, 2020 and 2019, we incurred $3 million and $4 million, respectively, for satellite hosting, operations and maintenance services as well as transmission of certain data. These amounts are recorded in “Cost of sales – equipment and other” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below.

DBSD North America Agreement. On March 9, 2012, we completed the DBSD Transaction. During the second quarter 2011, EchoStar acquired Hughes. Prior to our acquisition of DBSD North America and EchoStar’s acquisition of Hughes, DBSD North America and HNS entered into an agreement pursuant to which HNS provides, among other things, hosting, operations and maintenance services for DBSD North America’s satellite gateway and associated ground infrastructure. This agreement generally may be terminated by us at any time for convenience.

TerreStar Agreement. On March 9, 2012, we completed the TerreStar Transaction. Prior to our acquisition of substantially all the assets of TerreStar and EchoStar’s acquisition of Hughes, TerreStar and HNS entered into various agreements pursuant to which HNS provides, among other things, hosting, operations and maintenance services for TerreStar’s satellite gateway and associated ground infrastructure. These agreements generally may be terminated by us at any time for convenience.

Hughes Equipment and Services Agreement. In February 2019, we and HNS entered into an agreement pursuant to which HNS will provide us with HughesNet Service and HughesNet equipment for the transmission of certain data related to our 5G Network Deployment. This agreement has an initial term of five years with automatic renewal for successive one-year terms unless terminated by DISH Network with at least 180 days’ written notice to us or by us with at least 365 days’ written notice to DISH Network.

“Selling, general and administrative expenses”

During the three months ended September 30, 2020 and 2019, we incurred $3 million and $6 million, respectively, for selling, general and administrative expenses for services provided to us by EchoStar. During the nine months ended September 30, 2020 and 2019, we incurred $10 million and $17 million, respectively, for selling, general and administrative expenses for services provided to us by EchoStar. These amounts are recorded in “Selling, general and administrative expenses” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The agreements pertaining to these expenses are discussed below.

Real Estate Lease Agreements. We have entered into lease agreements pursuant to which we lease certain real estate from EchoStar. The rent on a per square foot basis for each of the leases is comparable to per square foot rental rates of similar commercial property in the same geographic area, and EchoStar is responsible for its portion of the taxes, insurance, utilities and maintenance of the premises. The term of each lease is set forth below:

●

Meridian Lease Agreement. The lease for all of 9601 S. Meridian Blvd. in Englewood, Colorado was for a period ending on December 31, 2019. In December 2019, we and EchoStar amended this lease to, among other things, extend the term thereof for one additional year until December 31, 2020.

●

Santa Fe Lease Agreement. The lease for all of 5701 S. Santa Fe Dr. in Littleton, Colorado was for a period ending on December 31, 2018. In December 2018, we and EchoStar amended this lease to, among other things, extend the term thereof for one additional year until December 31, 2019. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this real estate was transferred to us. See above for further information on the Master Transaction Agreement.

●

Cheyenne Lease Agreement. The lease for certain space at 530 EchoStar Drive in Cheyenne, Wyoming is for a period ending on December 31, 2031. In connection with the completion of the Share Exchange, EchoStar transferred ownership of a portion of this property to us, and, effective March 1, 2017, we and EchoStar amended this lease agreement to (i) terminate the lease of certain space at the portion of the property that was transferred to us and (ii) provide for the continued lease to us of certain space at the portion of the property that EchoStar retained. On May 19, 2019, we entered into a Master Transaction Agreement pursuant to which, on September 10, 2019, this real estate was transferred to us. See above for further information on the Master Transaction Agreement.

●

100 Inverness Lease Agreement. In connection with the completion of the Share Exchange, effective March 1, 2017, we lease certain space from EchoStar at 100 Inverness Terrace East, Englewood, Colorado for a period ending in December 2020. This agreement may be terminated by either party upon 180 days’ prior notice.

Professional Services Agreement. Prior to 2010, in connection with the Spin-off, we entered into various agreements with EchoStar including the Transition Services Agreement, Satellite Procurement Agreement and Services Agreement, which all expired on January 1, 2010 and were replaced by a Professional Services Agreement. During 2009, we and EchoStar agreed that EchoStar shall continue to have the right, but not the obligation, to receive the following services from us, among others, certain of which were previously provided under the Transition Services Agreement: information technology, travel and event coordination, internal audit, legal, accounting and tax, benefits administration, program acquisition services and other support services. Additionally, we and EchoStar agreed that we shall continue to have the right, but not the obligation, to engage EchoStar to manage the process of procuring new satellite capacity for us (previously provided under the Satellite Procurement Agreement) and receive logistics, procurement and quality assurance services from EchoStar (previously provided under the Services Agreement) and other support services. The Professional Services Agreement renewed on January 1, 2020 for an additional one-year period until January 1, 2021 and renews automatically for successive one-year periods thereafter, unless terminated earlier by either party upon at least 60 days’ notice. However, either party may terminate the Professional Services Agreement in part with respect to any particular service it receives for any reason upon at least 30 days’ notice. In connection with the completion of the Share Exchange on February 28, 2017, DISH Network and EchoStar amended the Professional Services Agreement to, among other things, provide certain transition services to each other related to the Share Exchange Agreement. In addition, on May 19, 2019, we entered into a Master Transaction Agreement, pursuant to which, effective September 10, 2019, DISH Network and EchoStar amended the Professional Services Agreement to, among other things, provide certain transition services to each other related to the Master Transaction Agreement and to remove certain services no longer necessary as a result of the Master Transaction Agreement. See above for further information on the Master Transaction Agreement. During March 2020, we and EchoStar added a service under the Professional Services Agreement whereby we provide EchoStar with rights to use certain satellite capacity in exchange for certain credits to amounts owed by us to EchoStar under the TerreStar Agreement described above.

Revenue for services provided by us to EchoStar under the Professional Services Agreement is recorded in “Equipment sales and other revenue” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

Other Agreements - EchoStar

Tax Sharing Agreement. In connection with the Spin-off, we entered into a tax sharing agreement (the “Tax Sharing Agreement”) with EchoStar which governs our respective rights, responsibilities and obligations after the Spin-off with respect to taxes for the periods ending on or before the Spin-off. Generally, all pre-Spin-off taxes, including any taxes that are incurred as a result of restructuring activities undertaken to implement the Spin-off, are borne by us, and we will indemnify EchoStar for such taxes. However, we are not liable for and will not indemnify EchoStar for any taxes that are incurred as a result of the Spin-off or certain related transactions failing to qualify as tax-free distributions pursuant to any provision of Section 355 or Section 361 of the Internal Revenue Code of 1986, as amended (the “Code”) because of: (i) a direct or indirect acquisition of any of EchoStar’s stock, stock options or assets; (ii) any action that EchoStar takes or fails to take; or (iii) any action that EchoStar takes that is inconsistent with the information and representations furnished to the Internal Revenue Service (“IRS”) in connection with the request for the private letter ruling, or to counsel in connection with any opinion being delivered by counsel with respect to the Spin-off or certain related transactions. In such case, EchoStar is solely liable for, and will indemnify us for, any resulting taxes, as well as any losses, claims and expenses. The Tax Sharing Agreement will only terminate after the later of the full period of all applicable statutes of limitations, including extensions, or once all rights and obligations are fully effectuated or performed.

In light of the Tax Sharing Agreement, among other things, and in connection with our consolidated federal income tax returns for certain tax years prior to and for the year of the Spin-off, during the third quarter 2013, we and EchoStar agreed upon a supplemental allocation of the tax benefits arising from certain tax items resolved in the course of the IRS’ examination of these consolidated tax returns. As a result, we agreed to pay EchoStar $84 million of the tax benefit we received or will receive. This resulted in a reduction of our recorded unrecognized tax benefits and this amount was reclassified to a long-term payable to EchoStar within “Long-term deferred revenue and other long-term liabilities” on our Condensed Consolidated Balance Sheets during the third quarter 2013. Any payment to EchoStar, including accrued interest, will be made at such time as EchoStar would have otherwise been able to realize such tax benefit.

In addition, during the third quarter 2013, we and EchoStar agreed upon a tax sharing arrangement for filing certain combined state income tax returns and a method of allocating the respective tax liabilities between us and EchoStar for such combined returns, through the taxable period ending on December 31, 2017 (the “State Tax Arrangement”). During the third quarter 2018, we and EchoStar amended the Tax Sharing Agreement and the 2013 agreements (the “Amendment”).

Under the Amendment, among other things, we are entitled to apply the benefit of EchoStar’s 2009 net operating losses to our federal tax return for the year ended December 31, 2008, in exchange for paying EchoStar over time the value of the net annual federal income taxes paid by EchoStar that would have been otherwise offset by their 2009 net operating loss. In addition, the Amendment extends the term of the State Tax Arrangement for filing certain combined state income tax returns to the earlier to occur of (1) termination of the Tax Sharing Agreement, (2) a change in control of either us or EchoStar or, (3) for any particular state, if we and EchoStar no longer file a combined tax return for such state.

We and EchoStar file combined income tax returns in certain states. In 2015 and 2014, EchoStar earned and recognized a tax benefit for certain state income tax credits that EchoStar estimates it would be unable to utilize in the future if it had filed separately from us. We expect to utilize these tax credits to reduce our state income tax payable in the future. Any payments made to EchoStar related to the utilization of these credits will be recorded as a reduction to “Additional paid-in capital” on our Condensed Consolidated Balance Sheets.

Tax Matters Agreement – Share Exchange. In connection with the completion of the Share Exchange, we and EchoStar entered into a Tax Matters Agreement, which governs certain rights, responsibilities and obligations with respect to taxes of the Transferred Businesses pursuant to the Share Exchange. Generally, EchoStar is responsible for all tax returns and tax liabilities for the Transferred Businesses for periods prior to the Share Exchange, and we are responsible for all tax returns and tax liabilities for the Transferred Businesses from and after the Share Exchange. Both we and EchoStar have made certain tax-related representations and are subject to various tax-related covenants after the consummation of the Share Exchange. Both we and EchoStar have agreed to indemnify each other if there is a breach of any such tax representation or violation of any such tax covenant and that breach or violation results in the Share Exchange not qualifying for tax free treatment for the other party. In addition, we have agreed to indemnify EchoStar if the Transferred Businesses are acquired, either directly or indirectly (e.g., via an acquisition of us), by one or more persons and such acquisition results in the Share Exchange not qualifying for tax free treatment. The Tax Matters Agreement supplements the Tax Sharing Agreement described above, which continues in full force and effect.

Tax Matters Agreement – Master Transaction Agreement. In connection with the completion of the Master Transaction Agreement, we and EchoStar entered into a Tax Matters Agreement, which governs certain rights, responsibilities and obligations with respect to taxes of the BSS Business pursuant to the Master Transaction Agreement. Generally, EchoStar is responsible for all tax returns and tax liabilities for the BSS Business for periods prior to the Master Transaction Agreement, and we are responsible for all tax returns and tax liabilities for the BSS Business from and after the Master Transaction Agreement. Both we and EchoStar have made certain tax-related representations in contemplation of the Master Transaction Agreement. Both we and EchoStar have agreed to indemnify each other if there is a breach of any such tax representation and that breach results in the Master Transaction Agreement not qualifying for tax free treatment for the other party. In addition, we have agreed to indemnify EchoStar if the BSS Business are acquired, either directly or indirectly (e.g., via an acquisition of us), by one or more persons and such acquisition results in the Master Transaction Agreement not qualifying for tax free treatment. The Tax Matters Agreement - Master Transaction Agreement supplements the Tax Sharing Agreement described above, which continues in full force and effect.

Patent Cross-License Agreements. In December 2011, we and EchoStar entered into separate patent cross-license agreements with the same third party whereby: (i) EchoStar and such third-party licensed their respective patents to each other subject to certain conditions; and (ii) we and such third-party licensed our respective patents to each other subject to certain conditions (each, a “Cross-License Agreement”). Each Cross License Agreement covers patents acquired by the respective party prior to January 1, 2017 and aggregate payments under both Cross-License Agreements total less than $10 million. Each Cross License Agreement also contains an option to extend each Cross-License Agreement to include patents acquired by the respective party prior to January 1, 2022. In December 2016, we and EchoStar independently exercised our respective options to extend each Cross-License Agreement. The aggregate additional payments to such third-party was less than $3 million. Since the aggregate payments under both Cross-License Agreements were based on the combined annual revenues of us and EchoStar, we and EchoStar agreed to allocate our respective payments to such third party based on our respective percentage of combined total revenue.

Rovi License Agreement. On August 19, 2016, we entered into a ten-year patent license agreement (the “Rovi License Agreement”) with Rovi Corporation (“Rovi”) and, for certain limited purposes, EchoStar. EchoStar is a party to the Rovi License Agreement solely with respect to certain provisions relating to the prior patent license agreement between EchoStar and Rovi. There are no payments between us and EchoStar under the Rovi License Agreement.

Hughes Broadband Master Services Agreement. In March 2017, DISH Network L.L.C. (“DNLLC”) and HNS entered into the MSA pursuant to which DNLLC, among other things: (i) has the right, but not the obligation, to market, promote and solicit orders for the Hughes broadband satellite service and related equipment; and (ii) installs Hughes service equipment with respect to activations generated by DNLLC. Under the MSA, HNS will make certain payments to DNLLC for each Hughes service activation generated, and installation performed, by DNLLC. Payments from HNS for services provided are recorded in “Service revenue” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). For each of the three months ended September 30, 2020 and 2019, these payments were $4 million. For the nine months ended September 30, 2020 and 2019, these payments were $13 million and $15 million, respectively. The MSA has an initial term of five years with automatic renewal for successive one-year terms. After the first anniversary of the MSA, either party has the ability to terminate the MSA, in whole or in part, for any reason upon at least 90 days’ notice to the other party. Upon expiration or termination of the MSA, HNS will continue to provide the Hughes service to subscribers and make certain payments to DNLLC pursuant to the terms and conditions of the MSA. For the three months ended September 30, 2020 and 2019, we purchased broadband equipment from HNS of $4 million and $2 million, respectively, under the MSA. For the nine months ended September 30, 2020 and 2019, we purchased broadband equipment from HNS of $11 million and $10 million, under the MSA, respectively.

Employee Matters Agreement – Share Exchange. In connection with the completion of the Share Exchange, effective March 1, 2017, we and EchoStar entered into an Employee Matters Agreement that addresses the transfer of employees from EchoStar to us, including certain benefit and compensation matters and the allocation of responsibility for employee-related liabilities relating to current and past employees of the Transferred Businesses. We assumed employee-related liabilities relating to the Transferred Businesses as part of the Share Exchange, except that EchoStar will be responsible for certain existing employee-related litigation as well as certain pre-Share Exchange compensation and benefits for employees transferring to us in connection with the Share Exchange.

Employee Matters Agreement – Master Transaction Agreement. In connection with the completion of the Master Transaction Agreement, effective September 10, 2019, we and EchoStar entered into an Employee Matters Agreement that addresses the transfer of employees from EchoStar to us, including certain benefit and compensation matters and the allocation of responsibility for employee-related liabilities relating to current and past employees of the BSS Business. We assumed employee-related liabilities relating to the BSS Business as part of the Master Transaction Agreement, except that EchoStar will be responsible for certain existing employee-related litigation as well as certain pre-Master Transaction Agreement compensation and benefits for employees transferring to us in connection with the Master Transaction Agreement.

Intellectual Property and Technology License Agreement – Share Exchange. In connection with the completion of the Share Exchange, effective March 1, 2017, we and EchoStar entered into an Intellectual Property and Technology License Agreement (“IPTLA”), pursuant to which we and EchoStar license to each other certain intellectual property and technology. The IPTLA will continue in perpetuity, unless mutually terminated by the parties. Pursuant to the IPTLA, EchoStar granted to us a license to its intellectual property and technology for use by us, among other things, in connection with our continued operation of the Transferred Businesses acquired pursuant to the Share Exchange Agreement, including a limited license to use the “ECHOSTAR” trademark during a transition period. EchoStar retains full ownership of the “ECHOSTAR” trademark. In addition, we granted a license back to EchoStar, among other things, for the continued use of all intellectual property and technology transferred to us pursuant to the Share Exchange Agreement that is used in EchoStar’s retained businesses.

Intellectual Property and Technology License Agreement – Master Transaction Agreement. In connection with the completion of the Master Transaction Agreement, effective September 10, 2019, we and EchoStar entered into an IPTLA (the “MTA IPTLA”), pursuant to which we and EchoStar license to each other certain intellectual property and technology. The MTA IPTLA will continue in perpetuity, unless mutually terminated by the parties. Pursuant to the MTA IPTLA, EchoStar granted to us a license to its intellectual property and technology for use by us, among other things, in connection with our continued operation of the BSS Business acquired pursuant to the Master Transaction Agreement, including a limited license to use the “ESS” and “ECHOSTAR SATELLITE SERVICES” trademarks during a transition period. EchoStar retains full ownership of the “ESS” and “ECHOSTAR SATELLITE SERVICES” trademarks. In addition, we granted a license back to EchoStar, among other things, for the continued use of all intellectual property and technology transferred to us pursuant to the Master Transaction Agreement that is used in EchoStar’s retained businesses.

Related Party Transactions with NagraStar L.L.C.

As a result of the completion of the Share Exchange on February 28, 2017, we own a 50% interest in NagraStar, a joint venture that is our primary provider of encryption and related security systems intended to assure that only authorized customers have access to our programming. Certain payments related to NagraStar are recorded in “Cost of services” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). In addition, certain other payments are initially included in “Inventory” and are subsequently capitalized as “Property and equipment, net” on our Condensed Consolidated Balance Sheets or expensed as “Selling, general and administrative expenses” or “Cost of services” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) when the equipment is deployed. We record all payables in “Trade accounts payable” or “Other accrued expenses” on our Condensed Consolidated Balance Sheets. Our investment in NagraStar is accounted for using the equity method.

The table below summarizes our transactions with NagraStar:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Purchases (including fees):
Purchases from NagraStar	$	14,073	$	14,434	$	41,424	$	43,148

	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Amounts Payable and Commitments:
Amounts payable to NagraStar	$	8,745	$	9,630
Commitments to NagraStar	$	4,260	$	4,893

Related Party Transactions with Dish Mexico

Dish Mexico, S. de R.L. de C.V. (“Dish Mexico”) is an entity that provides direct-to-home satellite services in Mexico, which is owned 49% by EchoStar. We provide certain broadcast services and certain satellite services to Dish Mexico, which are recorded in “Equipment sales and other revenue” on our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

The table below summarizes our transactions with Dish Mexico:


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Sales:
Satellite capacity	$	5,462	$	1,275	$	16,387	$	1,275
Uplink services		1,207		1,406		3,876		4,222
Total	$	6,669	$	2,681	$	20,263	$	5,497

	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Amounts Receivable:
Satellite capacity receivable	$	13,686	$	5,866
Uplink amounts receivable from Dish Mexico		2,603		1,191
	$	16,289	$	7,057

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2020

Summary of Significant Accounting Policies

Basis of Presentation

(a) “Subscriber-related revenue” has been retitled “Service revenue.”

(b) “Subscriber-related expenses” has been retitled “Cost of services.”

All prior periods have been reclassified to conform to the current period presentation for these changes.

Principles of Consolidation

Redeemable Noncontrolling Interests

Use of Estimates

Marketable Investment Securities

Trade Accounts Receivable

General Accounts Receivable

BoostUP! Receivable

Inventory

Derivative Instrument

Impairment of Long-Lived Assets

Impairment of long-lived assets recorded during the nine months ended September 30, 2020 consisted of the following:


	For the Nine Months Ended
	September 30, 2020
	(In thousands)
T1 satellite	$	48,120
D1 satellite		55,000
Construction in progress related to narrowband IoT deployment		226,742
Operating lease assets related to narrowband IoT deployment		26,556
Impairment of long-lived assets	$	356,418

Capitalized Interest

Business Combinations

Fair Value Measurements

●

Level 1, defined as observable inputs being quoted prices in active markets for identical assets;

●

Revenue Recognition

Pay-TV Segment

Wireless Segment

Contract Balances

Assets Recognized Related to the Costs to Obtain a Contract with a Subscriber

Leases

Lessee

Impact of Adoption of ASU 2016-02

Advertising Costs

Research and Development

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2020

Summary of Significant Accounting Policies

Impairment of long-lived assets


	For the Nine Months Ended
	September 30, 2020
	(In thousands)
T1 satellite	$	48,120
D1 satellite		55,000
Construction in progress related to narrowband IoT deployment		226,742
Operating lease assets related to narrowband IoT deployment		26,556
Impairment of long-lived assets	$	356,418

Basic and Diluted Net Income (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2020

Basic and Diluted Net Income (Loss) Per Share

Table presents EPS amounts for all periods and the basic and diluted weighted-average shares outstanding used in the calculation


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands, except per share amounts)
Net income (loss)	$	532,959	$	377,157	$	1,112,638	$	1,079,022
Less: Net income (loss) attributable to noncontrolling interests, net of tax		28,360		23,853		82,597		68,914
Net income (loss) attributable to DISH Network - Basic		504,599		353,304		1,030,041		1,010,108
Interest on dilutive Convertible Notes, net of tax (1)		—		—		—		—
Net income (loss) attributable to DISH Network - Diluted	$	504,599	$	353,304	$	1,030,041	$	1,010,108

Weighted-average common shares outstanding - Class A and B common stock:
Basic (2)		525,532		477,495		524,329		471,736
Dilutive impact of Convertible Notes		58,192		58,192		58,192		58,192
Dilutive impact of stock awards outstanding		233		59		74		113
Diluted		583,957		535,746		582,595		530,041

Earnings per share - Class A and B common stock:
Basic net income (loss) per share attributable to DISH Network	$	0.96	$	0.74	$	1.96	$	2.14
Diluted net income (loss) per share attributable to DISH Network	$	0.86	$	0.66	$	1.77	$	1.91

(1)

For both the three and nine months ended September 30, 2020 and 2019, materially all of our interest expense was capitalized. See Note 2 for further information.

(2)

Schedule of dilutive securities not included in the diluted EPS calculation


	As of September 30,
	2020	2019

	(In thousands)
Anti-dilutive stock awards	8,761	5,181
Performance based options (1)	5,317	8,418
Restricted Performance Units/Awards	1,787	1,516
Common stock warrants	46,029	46,029
Total	61,894	61,144

(1)

The decrease primarily resulted from certain performance based options that vested during the three months ended September 30, 2020.

Supplemental Data - Statements of Cash Flows (Tables)

9 Months Ended

Sep. 30, 2020

Supplemental Data - Statements of Cash Flows

Schedule of supplemental cash flow and other non-cash data


	For the Nine Months Ended
	September 30,
	2020		2019

	(In thousands)
Cash paid for interest (including capitalized interest)	$	647,572	$	737,311
Cash received for interest		5,512		38,101
Cash paid for income taxes		22,939		26,304
Capitalized interest (1)		685,749		743,864
Master Transaction Agreement, net of deferred tax of $166,161 (2)		—		497,145
Employee benefits paid in Class A common stock		28,301		27,004
Vendor financing		74,895		—

(1)	See Note 2 for further information.

(2)	See Note 14 for further information.

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2020

Business Acquisition [Line Items]

Business Acquisition, Pro Forma Information [Table Text Block]


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Total revenue	$	4,537,708	$	4,410,580	$	13,484,804	$	13,403,813
Net income (loss) attributable to DISH Network	$	515,183	$	293,514	$	849,744	$	808,825

Sprint Asset Acquisition

Business Acquisition [Line Items]

Schedule of consideration transferred


	As of July 1, 2020
		(In thousands)
Cash consideration (1)	$	1,400,000
Net working capital (2)		33,524
Other funding (3)		(87,500)
Total consideration transferred	$	1,346,024

(1)

Represents agreed upon purchase price pursuant to the APA paid to TMUS on July 1, 2020.

(2)

(3)

Represents receipt of payment from Softbank in connection with the Boost Mobile Acquisition on July 1, 2020.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]


	As of July 1, 2020
		(In thousands)
Trade accounts receivable	$	518,476
Inventory		141,718
Other current assets		3,000
Intangibles		591,000
Goodwill		87,530
Other noncurrent assets		713,000
Total assets		2,054,724
Trade accounts payable		451,967
Deferred revenue and other		174,733
Other accrued expenses		82,000
Total liabilities		708,700
Total purchase price	$	1,346,024

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities (Tables)

9 Months Ended

Sep. 30, 2020

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities

Schedule of marketable investment securities, restricted cash and cash equivalents, and other investment securities


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Marketable investment securities:
Current marketable investment securities:
Strategic - available-for-sale	$	195	$	196
Other		983,664		416,508
Total current marketable investment securities		983,859		416,704
Restricted marketable investment securities (1)		35,115		390
Total marketable investment securities		1,018,974		417,094

Restricted cash and cash equivalents (1)		73,273		60,677

Other investment securities:
Other investment securities		148,246		160,074
Total other investment securities		148,246		160,074

Total marketable investment securities, restricted cash and cash equivalents, and other investment securities	$	1,240,493	$	637,845

(1)	Restricted marketable investment securities and restricted cash and cash equivalents are included in “Restricted cash, cash equivalents and marketable investment securities” on our Condensed Consolidated Balance Sheets.

Schedule of components of available-for-sale investments


	As of September 30,								As of December 31,
	2020								2019
	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	$	302,754	$	18	$	—	$	18	$	10,016	$	32	$	—	$	32
Commercial paper		652,953		—		—		—		369,397		2		—		2
Corporate securities		62,748		5		(1)		4		28,796		4		(1)		3
Other		519		—		—		—		8,885		58		—		58
Total	$	1,018,974	$	23	$	(1)	$	22	$	417,094	$	96	$	(1)	$	95

Schedule of fair value measurements


	As of
	September 30, 2020								December 31, 2019
	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3

	(In thousands)
Cash equivalents (including restricted)	$	1,750,477	$	963,274	$	787,203	$	—	$	2,436,545	$	246,876	$	2,189,669	$	—

Debt securities (including restricted):
U.S. Treasury and agency securities	$	302,754	$	302,754	$	—	$	—	$	10,016	$	10,016	$	—	$	—
Commercial paper		652,953		—		652,953		—		369,397		—		369,397		—
Corporate securities		62,748		—		62,748		—		28,796		—		28,796		—
Other		519		—		324		195		8,885		—		8,689		196
Total	$	1,018,974	$	302,754	$	716,025	$	195	$	417,094	$	10,016	$	406,882	$	196

Schedule of gains and losses on sales and changes in carrying amounts of investments


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Other, net:	2020		2019		2020		2019

	(In thousands)
Marketable investment securities - realized and unrealized gains (losses)	$	87	$	1,346	$	177	$	5,240
Derivative instruments - net realized and/or unrealized gains (losses)		(12,450)		—		(12,450)		—
Costs related to early redemption of debt		—		(44)		—		(483)
Equity in earnings (losses) of affiliates		(824)		(5,467)		(221)		(4,476)
Other		(13)		2,369		902		9,843
Total	$	(13,200)	$	(1,796)	$	(11,592)	$	10,124

Inventory (Tables)

9 Months Ended

Sep. 30, 2020

Inventory

Schedule of inventory


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Finished goods	$	470,980	$	255,155
Work-in-process and service repairs		29,000		34,120
Raw materials		16,236		33,623
Total inventory	$	516,216	$	322,898

Property and Equipment and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2020

Property and Equipment and Intangible Assets

Schedule of property and equipment



	Depreciable			As of
	Life			September 30,		December 31,
	(In Years)			2020		2019

				(In thousands)
Equipment leased to customers	2	-	5	$	1,772,000	$	1,861,668
Satellites (1)	2	-	15		1,734,025		1,855,096
Satellites acquired under finance lease agreements	10	-	15		888,940		888,940
Furniture, fixtures, equipment and other	2	-	20		2,073,041		2,010,094
Buildings and improvements	5	-	40		354,739		349,347
Land		-			17,810		17,810
Construction in progress (1)		-			109,018		278,083
Total property and equipment					6,949,573		7,261,038
Accumulated depreciation					(4,723,150)		(4,554,856)
Property and equipment, net				$	2,226,423	$	2,706,182

(1)

Schedule of Construction in progress


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Software	$	43,011	$	51,493
Wireless (1)		40,952		207,814
Other		25,055		18,776
Total construction in progress	$	109,018	$	278,083

(1)

Schedule of depreciation and amortization expense


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Equipment leased to customers	$	71,568	$	91,090	$	220,797	$	287,109
Satellites (1)		50,193		25,321		152,530		62,956
Buildings, furniture, fixtures, equipment and other		32,303		36,239		97,679		100,713
Intangible assets		45,019		1,531		47,021		6,244
Total depreciation and amortization	$	199,083	$	154,181	$	518,027	$	457,022

(1)	The increase resulted from the Master Transaction Agreement pursuant to which, on September 10, 2019, certain satellites were transferred to us. See Note 14 for further information.

Schedule of pay-TV satellite fleet


		Degree	Lease
	Launch	Orbital	Termination
Satellites	Date	Location	Date
Owned:
EchoStar VII (1)	February 2002	119	N/A
EchoStar X (1)	February 2006	110	N/A
EchoStar XI (1)	July 2008	110	N/A
EchoStar XIV (1)	March 2010	119	N/A
EchoStar XV	July 2010	61.5	N/A
EchoStar XVI (1)	November 2012	61.5	N/A
EchoStar XVIII	June 2016	61.5	N/A
EchoStar XXIII (1)	March 2017	67.9	N/A

Leased from EchoStar (2):
EchoStar IX	August 2003	121	Month to month

Leased from Other Third Party:
Anik F3	April 2007	118.7	April 2022
Ciel II	December 2008	129	January 2022
Nimiq 5 (1)	September 2009	72.7	September 2024
QuetzSat-1 (1)	September 2011	77	November 2021

(1)	Pursuant to the Master Transaction Agreement, on September 10, 2019, these satellites and satellite service agreements were transferred to us. See Note 14 for further information.

(2)	See Note 14 for further information on our Related Party Transactions with EchoStar.

Schedule of identifiable intangibles subject to amortization


	As of
	September 30, 2020				December 31, 2019
	Intangible		Accumulated		Intangible		Accumulated
	Assets		Amortization		Assets		Amortization

	(In thousands)
Technology-based	$	63,078	$	(58,194)	$	63,077	$	(57,414)
Trademarks		133,428		(37,259)		37,010		(32,619)
Contract-based		41,500		(13,750)		4,500		(4,500)
Customer relationships		515,576		(55,984)		23,633		(23,633)
Total	$	753,582	$	(165,187)	$	128,220	$	(118,166)

(1)

The increase in intangible assets resulted from the completion of the Boost Mobile Acquisition and the Ting Mobile Acquisition. See Note 5 for further information.

Schedule of estimated future amortization of identifiable intangible assets

Estimated future amortization of our identifiable intangible assets as of September 30, 2020 is as follows (in thousands):


For the Years Ended December 31,
	(In thousands)
2020 (for the remaining three months)	$	45,850
2021		157,105
2022		130,198
2023		127,809
2024		69,512
Thereafter		57,921
Total	$	588,395

Leases (Tables)

9 Months Ended

Sep. 30, 2020

Leases

Components of Lease Expense


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Operating lease cost (1)	$	18,281	$	40,831	$	54,130	$	205,815

Short-term lease cost (2)		2,726		2,915		8,284		9,141

Finance lease cost:
Amortization of right-of-use assets		17,829		7,187		53,488		17,100
Interest on lease liabilities		5,070		2,352		16,326		4,632
Total finance lease cost		22,899		9,539		69,814		21,732
Total lease costs	$	43,906	$	53,285	$	132,228	$	236,688

(1)

(2)

Leases that have terms of 12 months or less.

Summary of Supplemental cash flow information related to leases


	For the Nine Months Ended
	September 30,
	2020		2019

	(In thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	54,611	$	209,435
Operating cash flows from finance leases	$	16,326	$	4,637
Financing cash flows from finance leases	$	47,301	$	17,681

Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$	41,665	$	110,235
Finance leases	$	—	$	187,339

Right-of-use assets and liabilities recognized at January 1, 2019 upon adoption of ASC 842		—	$	733,584

Summary of supplemental balance sheet information related to leases


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Operating Leases:
Operating lease assets (1)	$	112,922	$	144,330

Other current liabilities	$	59,228	$	57,910
Operating lease liabilities		73,057		84,795
Total operating lease liabilities	$	132,285	$	142,705

Finance Leases:
Property and equipment, gross	$	889,708	$	890,598
Accumulated depreciation		(736,462)		(683,271)
Property and equipment, net	$	153,246	$	207,327

Other current liabilities	$	66,075	$	61,493
Other long-term liabilities		118,318		171,706
Total finance lease liabilities	$	184,393	$	233,199

Weighted Average Remaining Lease Term:
Operating leases		2.9 years		3.1 years
Finance leases		3.2 years		3.8 years

Weighted Average Discount Rate:
Operating leases		4.3%		5.0%
Finance leases		10.4%		10.2%

(1)

Summary of maturities of operating lease liabilities


	Maturities of Lease Liabilities
	Operating		Finance
For the Years Ending December 31,	Leases		Leases		Total

	(In thousands)
2020 (remaining three months)	$	17,461	$	15,961	$	33,422
2021		58,963		82,610		141,573
2022		33,785		48,306		82,091
2023		15,723		40,942		56,665
2024		9,337		30,707		40,044
Thereafter		4,523		—		4,523
Total lease payments		139,792		218,526		358,318
Less: Imputed interest		(7,507)		(34,133)		(41,640)
Total		132,285		184,393		316,678
Less: Current portion		(59,228)		(66,075)		(125,303)
Long-term portion of lease obligations	$	73,057	$	118,318	$	191,375

Summary of maturities of finance lease liabilities

Maturities of lease liabilities as of September 30, 2020 were as follows:


	Maturities of Lease Liabilities
	Operating		Finance
For the Years Ending December 31,	Leases		Leases		Total

	(In thousands)
2020 (remaining three months)	$	17,461	$	15,961	$	33,422
2021		58,963		82,610		141,573
2022		33,785		48,306		82,091
2023		15,723		40,942		56,665
2024		9,337		30,707		40,044
Thereafter		4,523		—		4,523
Total lease payments		139,792		218,526		358,318
Less: Imputed interest		(7,507)		(34,133)		(41,640)
Total		132,285		184,393		316,678
Less: Current portion		(59,228)		(66,075)		(125,303)
Long-term portion of lease obligations	$	73,057	$	118,318	$	191,375

Long-Term Debt and Finance Lease Obligations (Tables)

9 Months Ended

Sep. 30, 2020

Long-Term Debt and Finance Lease Obligations

Schedule of carrying and fair values of the entity's debt facilities


	As of
	September 30, 2020				December 31, 2019
	Carrying Amount		Fair Value		Carrying Amount		Fair Value

	(In thousands)
5 1/8% Senior Notes due 2020 (1)	$	—	$	—	$	1,100,000	$	1,110,208
6 3/4% Senior Notes due 2021 (2)		2,000,000		2,055,660		2,000,000		2,109,420
5 7/8% Senior Notes due 2022		2,000,000		2,090,160		2,000,000		2,129,580
5% Senior Notes due 2023		1,500,000		1,533,990		1,500,000		1,543,770
5 7/8% Senior Notes due 2024		2,000,000		2,064,700		2,000,000		2,049,080
2 3/8% Convertible Notes due 2024		1,000,000		910,700		1,000,000		918,720
7 3/4% Senior Notes due 2026		2,000,000		2,202,920		2,000,000		2,128,900
3 3/8% Convertible Notes due 2026		3,000,000		2,757,390		3,000,000		2,907,870
7 3/8% Senior Notes due 2028		1,000,000		1,032,270		—		—
Other notes payable		80,718		80,718		70,946		70,946
Subtotal		14,580,718	$	14,728,508		14,670,946	$	14,968,494
Unamortized debt discount on the Convertible Notes		(657,591)				(735,811)
Unamortized deferred financing costs and other debt discounts, net		(25,120)				(28,739)
Finance lease obligations (3)		184,393				233,199
Total long-term debt and finance lease obligations (including current portion)	$	14,082,400			$	14,139,595

(1)	On May 1, 2020, we redeemed the principal balance of our 5 1/8% Senior Notes due 2020.

(2)	Our 6 3/4% Senior Notes due 2021 mature on June 1, 2021 and have been reclassified to “Current portion of long-term debt and finance lease obligations” on our Condensed Consolidated Balance Sheets as of September 30, 2020.

(3)	Disclosure regarding fair value of finance leases is not required.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=119993939&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies

Summary of Wireless Spectrum Licenses


	As of
	September 30, 2020		Build-Out Deadlines
	Carrying				Expiration
	Amount		Interim	Final	Date
	(In thousands)
Owned:
DBS Licenses (1)	$	677,409
700 MHz Licenses		711,871	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
AWS-4 Licenses		1,940,000	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
H Block Licenses		1,671,506	June 14, 2022 (2)	June 14, 2023 (5)	June 2023
600 MHz Licenses		6,211,154	June 14, 2023 (3)	June 14, 2025 (6)	June 2029
MVDDS Licenses (1)		24,000			August 2024
LMDS Licenses (1)		—			September 2028
28 GHz Licenses		2,883		October 2, 2029 (7)	October 2029
24 GHz Licenses		11,772		December 11, 2029 (7)	December 2029
37 GHz, 30 GHz and 47 GHz Licenses		202,533		June 4, 2030 (7)	June 2030
Subtotal		11,453,128
Non-controlling Investments:
AWS-3 Licenses		9,890,389	October 2021 (4)	October 2027 (8)	October 2027 (8)
Capitalized Interest		5,321,968
Total	$	26,665,485

(1)	The build-out deadlines for these licenses have been met.

(2)	For these licenses, we must offer 5G broadband service to at least 20% of the U.S. population and have developed a core network by this date.

(3)	For these licenses, we must offer 5G broadband service to at least 70% of the U.S. population and have developed a core network by this date.

(4)	For these licenses, Northstar Wireless and SNR Wireless must provide reliable signal coverage and offer service to at least 40% of the population of each license area by this date.

(5)	For these licenses, we must offer 5G broadband service to 70% of the U.S. population by this date.

(6)	For these licenses, we must offer 5G broadband service to at least 75% of the population in each Partial Economic Area (which are service areas established by the FCC) by this date.

(7)	There are a variety of build-out options and associated build-out metrics associated with these licenses.

(8)

Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2020

Segment Reporting

Schedule of assets, revenue, and operating income by segment


	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Total assets:
Pay-TV	$	33,706,649	$	31,531,612
Wireless		28,717,584		25,686,381
Eliminations		(26,323,796)		(23,987,058)
Total assets	$	36,100,437	$	33,230,935


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Revenue:
Pay-TV	$	3,190,664	$	3,169,967	$	9,595,131	$	9,569,972
Wireless		1,341,512		64		1,343,893		187
Eliminations		(585)		(1,668)		(2,954)		(3,340)
Total revenue	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

Operating income (loss):
Pay-TV	$	803,817	$	491,696	$	2,040,970	$	1,406,179
Wireless (1)		7,431		(22,804)		(447,994)		(50,255)
Eliminations		—		—		—		—
Total operating income (loss)	$	811,248	$	468,892	$	1,592,976	$	1,355,924

(1)

Schedule of revenue by geographical region


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Revenue:	2020		2019		2020		2019

	(In thousands)
United States	$	4,516,475	$	3,156,853	$	10,899,922	$	9,533,647
Canada and Mexico		15,116		11,510		36,148		33,172
Total revenue	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

Revenue from external customers disaggregated by major revenue source


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
Category:	2020		2019		2020		2019

	(In thousands)
Pay-TV video and related revenue	$	3,139,575	$	3,117,191	$	9,455,429	$	9,427,533
Wireless services and related revenue		1,082,570		—		1,082,570		—
Pay-TV equipment sales and other revenue		51,089		52,776		139,702		142,439
Wireless equipment sales and other revenue		258,942		64		261,323		187
Eliminations equipment sales and other revenue		(585)		(1,668)		(2,954)		(3,340)
Total	$	4,531,591	$	3,168,363	$	10,936,070	$	9,566,819

Contract Balances (Tables)

9 Months Ended

Sep. 30, 2020

Contract Balances

Summary of activity in the allowance for doubtful accounts


Allowance for credit losses	Balance at Beginning of Period		Current Period Provision for Expected Credit Losses		Write-offs Charged Against Allowance		Balance at End of Period

	(In thousands)
For the nine months ended September 30, 2020	$	19,280	$	60,964	$	(15,630)	$	64,614

Schedule of changes in deferred revenue related to contracts with subscribers


	Contract
	Liabilities
	(In thousands)
Balance as of December 31, 2019	$	613,272
Recognition of unearned revenue		(6,457,508)
Deferral of revenue		6,627,478
Balance as of September 30, 2020	$	783,242

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2020

NagraStar

Schedule of transactions with related party


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Purchases (including fees):
Purchases from NagraStar	$	14,073	$	14,434	$	41,424	$	43,148

	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Amounts Payable and Commitments:
Amounts payable to NagraStar	$	8,745	$	9,630
Commitments to NagraStar	$	4,260	$	4,893

Dish Mexico

Schedule of transactions with related party


	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019

	(In thousands)
Sales:
Satellite capacity	$	5,462	$	1,275	$	16,387	$	1,275
Uplink services		1,207		1,406		3,876		4,222
Total	$	6,669	$	2,681	$	20,263	$	5,497

	As of
	September 30,		December 31,
	2020		2019

	(In thousands)
Amounts Receivable:
Satellite capacity receivable	$	13,686	$	5,866
Uplink amounts receivable from Dish Mexico		2,603		1,191
	$	16,289	$	7,057

Organization and Business Activities (Details) $ in Thousands	3 Months Ended	9 Months Ended	153 Months Ended
	Mar. 31, 2020 USD ($)	Sep. 30, 2020 USD ($) item segment	Sep. 30, 2020 USD ($) item	Dec. 31, 2019 USD ($)
Spectrum Investments
Number of primary operating business segments \| segment		2
Number of business units \| item		2
Number of Pay-TV subscribers \| item		11,423,000	11,423,000
Number Of wireless subscribers \| item		9,418,000	9,418,000
Payment to acquire certain wireless licenses and related assets			$ 21,000,000
FCC authorizations		$ 26,665,485	26,665,485	$ 25,779,503
Total debt and equity investments in subsidiaries		10,000,000	10,000,000
Non-cash impairment charge	$ 253,000	227,000
Network Development Future Expenditures		10,000,000
Capitalized interest on FCC authorizations [Member]
Spectrum Investments
FCC authorizations	$ 5,000,000	$ 5,000,000	$ 5,000,000
Prepaid Business
Spectrum Investments
Number of retail wireless subscribers acquired \| item		9,000,000
Sling TV Holding L.L.C.
Spectrum Investments
Number of Pay-TV subscribers \| item		2,458,000	2,458,000
Ting Mobile
Spectrum Investments
Number of retail wireless subscribers acquired \| item		200,000
Dish TV
Spectrum Investments
Number of Pay-TV subscribers \| item		8,965,000	8,965,000
Wireless
Spectrum Investments
Payment to acquire certain wireless licenses and related assets			$ 11,000,000
FCC authorizations		$ 11,453,128	11,453,128
Northstar Spectrum And SNR Holdco
Spectrum Investments
Total debt and equity investments in subsidiaries		$ 10,000,000	$ 10,000,000

Organization and Business Activities - Asset Purchase Agreement (Details) - USD ($) $ in Millions	Apr. 01, 2020	Jul. 26, 2019
Asset Purchase Agreement
Asset Purchase Agreement
Purchase price		$ 1,400
Spectrum Purchase Agreement.
Asset Purchase Agreement
Purchase price		$ 3,590
Option Agreement
Asset Purchase Agreement
Term of final judgement from the date of its entry with the District Court.	7 years	7 years
Term of final judgement if DOJ gives notice	5 years

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands		3 Months Ended			9 Months Ended
	Jul. 01, 2020	Sep. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Accounting policy disclosures
Trade accounts receivable, net		$ 1,143,500			$ 1,143,500		$ 588,358
Allowance for credit losses		64,614			64,614		19,280
Capitalized Contract Cost		131,000		$ 67,000	213,000	$ 159,000
Amortization expense related to the programs		43,000		21,000	99,000	52,000
Total costs capitalized		414,000			$ 414,000		300,000
Revenue, Practical Expedient, Financing Component [true false]					true
Derivative Financial Instruments
Derivative instruments - net realized and/or unrealized gains (losses)		(12,450)			$ (12,450)
Impairment of Long-Lived Assets
Impairment of long-lived assets					356,418
Variable Interest Entity
Redeemable noncontrolling interests		633,949			633,949		552,075
Advertising expenses		160,000		141,000	381,000	375,000
Research and Development
Research and development cost		$ 6,000		$ 4,000	$ 17,000	$ 15,000
Leases
Option to extend - Operating					true
Option to extend - Finance					true
Option to terminate period - Operating					1 year
Option to terminate period - Finance					1 year
Option to terminate - Operating					true
Option to terminate - Finance					true
Minimum
Impairment of Long-Lived Assets
Useful life					1 year
Business Combinations
Acquired intangible assets, average finite useful life					1 year
Leases
Option to extend period - Operating		1 year			1 year
Option to extend period - Finance		1 year			1 year
Maximum
Impairment of Long-Lived Assets
Useful life					20 years
Business Combinations
Acquired intangible assets, average finite useful life					20 years
Leases
Option to extend period - Operating		7 years			7 years
Option to extend period - Finance		7 years			7 years
NBIoT capitalized costs
Impairment of Long-Lived Assets
Impairment of long-lived assets			$ 253,000
EchoStar
Accounting policy disclosures
Trade accounts receivable, net		$ 4,000			$ 4,000		$ 1,000
Northstar Manager LLC \| Minimum
Variable Interest Entity
Number of years after wireless spectrum license is granted until put right vests					5 years
Northstar Manager LLC \| Maximum
Variable Interest Entity
Number of years after wireless spectrum license is granted until put right vests					6 years
SNR Wireless Management LLC \| Minimum
Variable Interest Entity
Number of years after wireless spectrum license is granted until put right vests					5 years
SNR Wireless Management LLC \| Maximum
Variable Interest Entity
Number of years after wireless spectrum license is granted until put right vests					6 years
AWS-4 Satellites
Accounting policy disclosures
Fair value after write down		0			$ 0
Impairment of Long-Lived Assets
Impairment of long-lived assets					$ 103,000
Sprint Asset Acquisition \| Minimum
Impairment of Long-Lived Assets
Useful life	1 year				1 year
Sprint Asset Acquisition \| Maximum
Impairment of Long-Lived Assets
Useful life	10 years				10 years
Ting Mobile \| Minimum
Impairment of Long-Lived Assets
Useful life					2 years
Ting Mobile \| Maximum
Impairment of Long-Lived Assets
Useful life					10 years
BoostUP
Accounting policy disclosures
Trade accounts receivable, net		148,000			$ 148,000
Allowance for credit losses		$ 21,000			$ 21,000
Installment plan period for long term customers					18 months

Summary of Significant Accounting Policies - Impairment of Long-lived assets (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2020	Sep. 30, 2020
Impairment of long-lived assets		$ 356,418
T1
Impairment of long-lived assets		48,120
D1
Impairment of long-lived assets		55,000
NBIoT capitalized costs
Impairment of long-lived assets	$ 253,000
NBIoT capitalized costs \| Construction in progress
Impairment of long-lived assets		226,742
NBIoT capitalized costs \| Operating Lease Assets [Member]
Impairment of long-lived assets		$ 26,556

Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Basic and Diluted Net Income (Loss) Per Share
Net income (loss)	$ 532,959			$ 377,157			$ 1,112,638	$ 1,079,022
Less: Net income (loss) attributable to noncontrolling interests, net of tax	28,360			23,853			82,597	68,914
Net income (loss) attributable to DISH Network	504,599	$ 452,343	$ 73,099	353,304	$ 317,043	$ 339,761	1,030,041	1,010,108
Net income (loss) attributable to DISH Network - Diluted	$ 504,599			$ 353,304			$ 1,030,041	$ 1,010,108
Weighted-average common shares outstanding - Class A and B common stock:
Basic (2) (in shares)	525,532			477,495			524,329	471,736
Dilutive impact of Convertible Notes (in shares)	58,192			58,192			58,192	58,192
Dilutive impact of stock awards outstanding (in shares)	233			59			74	113
Diluted (in shares)	583,957			535,746			582,595	530,041
Earnings per share - Class A and B common stock:
Basic net income (loss) per share attributable to DISH Network (in dollars per share)	$ 0.96			$ 0.74			$ 1.96	$ 2.14
Diluted net income (loss) per share attributable to DISH Network (in dollars per share)	$ 0.86			$ 0.66			$ 1.77	$ 1.91

Basic and Diluted Net Income (Loss) Per Share - Performance based stock (Details) - $ / shares shares in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Antidilutive securities excluded from computation of earnings per share
Anti-dilutive securities excluded from computation of earnings per share	61,894	61,144
Strike price of the warrants	$ 86.08
Anti-dilutive stock awards
Antidilutive securities excluded from computation of earnings per share
Anti-dilutive securities excluded from computation of earnings per share	8,761	5,181
Performance based options
Antidilutive securities excluded from computation of earnings per share
Anti-dilutive securities excluded from computation of earnings per share	5,317	8,418
Restricted Performance Units/Awards
Antidilutive securities excluded from computation of earnings per share
Anti-dilutive securities excluded from computation of earnings per share	1,787	1,516
Common stock warrants
Antidilutive securities excluded from computation of earnings per share
Anti-dilutive securities excluded from computation of earnings per share	46,029	46,029

Supplemental Data - Statements of Cash Flows (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2019

Sep. 30, 2020

Sep. 30, 2019

Supplemental Data - Statements of Cash Flows

Cash paid for interest (including capitalized interest)

$ 647,572

$ 737,311

Cash received for interest

5,512

38,101

Cash paid for income taxes

22,939

26,304

Capitalized interest (1)

^[1]

685,749

743,864

Master Transaction Agreement, net of deferred tax of $166,161

497,145

Employee benefits paid in Class A common stock

$ 28,301

27,004

Deferred other tax expense (benefit)

$ 166,161

[1]	See Note 2 for further information.

Acquisitions (Details) $ in Thousands, customer in Millions			3 Months Ended	9 Months Ended
Acquisitions (Details) $ in Thousands, customer in Millions	Jul. 01, 2020 USD ($) customer	Jul. 26, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2020 USD ($) item store	Sep. 10, 2020 USD ($)	Dec. 31, 2019 USD ($)
Business Acquisition [Line Items]
Goodwill			$ 214,000	$ 214,000		$ 126,000
Period in which at least 20% of population served to avoid payment of damages		3 years
Annual Lease payment					$ 56,000
Master Network Service Agreement
Business Acquisition [Line Items]
Maximum permitted ownership percent				50.00%
Master Network Service Agreement Period				7 years
Service Receipt Period				2 years
Service receipt period				2 years
Provision For New User After Change Of Control				6 months
Threshold Ownership Percentage Of Not Permitted Owners				50.00%
service pass through costs and out of pocket expenses charging period				36 months
Percentage Of Wireless Communication Business Assets Are Sold				50.00%
Percentage Of Voting Power Or Economic Value Held By Restricted Persons				50.00%
Option Agreement
Business Acquisition [Line Items]
Spectrum Lease Period		6 years
Number of cell sites \| item				20,000
Number of retail stores \| store				400
Period in which cell sites are scheduled to be decommissioned				5 years
Option agreement term				5 years
Period after closing of prepaid business sale, transfer asset request is admissible		1 year
Period within closing of prepaid business sale, required to offer nationwide postpaid retail mobile wireless service		1 year
Percentage of purchase price		10.00%
Percentage of population served		20.00%
Period obliged to provide DOJ with description of deployment efforts		180 days
Damages To Be Paid In Case Of Breach Of Agreement		$ 360,000
Transition Services Agreement
Business Acquisition [Line Items]
Transaction Agreements Period After Provision New Or Existing Customers Of Prepaid Business	2 years
Transition Services Agreement Provided At Cost Period	2 years
Spectrum Purchase Agreement.
Business Acquisition [Line Items]
Period within which divesture to be completed after receipt of FCC approval				3 years
Threshold divesture deadline extension period				5 days
Spectrum lease back period				2 years
per-Pop rate				$ 68,000
Decrease in purchase price due to failure to complete rebanding activities				72,000
Damages sought value in case of breach of agreement				72,000
Selling, General and Administrative Expenses [Member]
Business Acquisition [Line Items]
Acquisition related transaction costs			1,000	$ 11,000
Minimum
Business Acquisition [Line Items]
Useful life				1 year
Maximum
Business Acquisition [Line Items]
Useful life				20 years
600 MHz Licenses \| Minimum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		70.00%
600 MHz Licenses \| Maximum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		75.00%
AWS-4 Satellites \| Option Agreement
Business Acquisition [Line Items]
Damages To Be Paid In Case Of Breach Of Agreement		$ 2,200,000
AWS-4 Satellites \| Minimum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		20.00%
AWS-4 Satellites \| Maximum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		70.00%
700 MHz Licenses \| Minimum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		20.00%
700 MHz Licenses \| Maximum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		70.00%
AWS H Block licenses \| Minimum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		20.00%
AWS H Block licenses \| Maximum
Business Acquisition [Line Items]
Percent Of Coverage On Available Licensed Geographic Areas		70.00%
Aws4 And 600 Mhz
Business Acquisition [Line Items]
No sale agreement period				6 years
Sprint Asset Acquisition
Business Acquisition [Line Items]
Total consideration	$ 1,346,024
Trade accounts receivable and allowance for credit losses	539,000
Allowance for credit losses	(21,000)
Inventory	141,718
Amount of below market contracts acquired as intangible assets	37,000
Spectrum purchase option fair value	713,000
Intangibles	591,000
Goodwill	$ 87,530
Sprint Asset Acquisition \| Selling, General and Administrative Expenses [Member]
Business Acquisition [Line Items]
Acquisition related transaction costs			$ 1,000	$ 11,000
Sprint Asset Acquisition \| Minimum
Business Acquisition [Line Items]
Number Of Retail Wireless Subscribers Acquired \| customer	9
Useful life	1 year			1 year
Sprint Asset Acquisition \| Maximum
Business Acquisition [Line Items]
Useful life	10 years			10 years
Sprint Asset Acquisition \| Customer relationships
Business Acquisition [Line Items]
Intangibles	$ 458,000
Sprint Asset Acquisition \| Trade Names [Member]
Business Acquisition [Line Items]
Intangibles	$ 96,000

Acquisitions - Fair Value of Consideration (Details) - USD ($) $ in Thousands		9 Months Ended
	Jul. 01, 2020	Sep. 30, 2020
Business Acquisition [Line Items]
Cash consideration		$ 1,312,500
Sprint Asset Acquisition
Business Acquisition [Line Items]
Cash consideration	$ 1,400,000
Net working capital	33,524
Softbank funding	(87,500)
Total consideration transferred	$ 1,346,024

Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Jul. 01, 2020	Dec. 31, 2019
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract]
Goodwill	$ 214,000		$ 126,000
Sprint Asset Acquisition
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract]
Trade accounts receivable		$ 518,476
Allowance for credit losses		(21,000)
Inventory		141,718
Other current assets		3,000
Intangibles		591,000
Goodwill		87,530
Other noncurrent assets		713,000
Total assets		2,054,724
Trade accounts payable		451,967
Deferred revenue and other		174,733
Other accrued expenses		82,000
Total liabilities		708,700
Total purchase price		$ 1,346,024

Acquisitions - Pro Forma Results (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Business Acquisition, Pro Forma Information [Abstract]
Total revenue	$ 4,537,708	$ 4,410,580	$ 13,484,804	$ 13,403,813
Net income (loss) attributable to DISH Network	$ 515,183	$ 293,514	$ 849,744	$ 808,825

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Marketable investment securities, restricted cash and other investment securities
Strategic - available-for-sale	$ 195	$ 196
Other	983,859	416,704
Total marketable investment securities	1,018,974	417,094
Restricted cash and cash equivalents	73,273	60,677
Total other investment securities	148,246	160,074
Total marketable investment securities, restricted cash and cash equivalents, and other investment securities	1,240,493	637,845
Other investment securities
Marketable investment securities, restricted cash and other investment securities
Other	983,664	416,508
Other investment securities - equity method	148,246	160,074
Restricted Marketable Investment Securities [Member]
Marketable investment securities, restricted cash and other investment securities
Total marketable investment securities	$ 35,115	$ 390

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2020	Feb. 28, 2017
Other investment securities:
Capital transaction recorded in additional paid-in capital	$ (497,145)
Commercial paper \| Maximum
Other investment securities:
Debt term of Maturity		365 days
Corporate securities \| Maximum
Other investment securities:
Debt term of Maturity		18 months
NagraStar
Other investment securities:
Ownership interest (as a percent)			50.00%

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Unrealized Gain (Losses) On Marketable Investment Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Components of our available-for-sale investments
Marketable Investment Securities	$ 1,018,974	$ 417,094
Unrealized Gains (Losses) on Marketable Investment Securities
Unrealized Gains	23	96
Unrealized Losses	(1)	(1)
Unrealized Gains Losses, Net	22	95
Accumulated net unrealized losses
Accumulated net unrealized gain (loss), before tax, in accumulated other comprehensive income (loss)	1,000	1,000
Accumulated net unrealized gain (loss), net of tax, in accumulated other comprehensive income (loss)	1,000	1,000
Contractual maturities of restricted and non-restricted marketable investment securities
Debt securities with contractual maturities within one year	195	196
US Treasury and agency securities
Components of our available-for-sale investments
Marketable Investment Securities	302,754	10,016
Unrealized Gains (Losses) on Marketable Investment Securities
Unrealized Gains	18	32
Unrealized Gains Losses, Net	18	32
Commercial paper
Components of our available-for-sale investments
Marketable Investment Securities	652,953	369,397
Unrealized Gains (Losses) on Marketable Investment Securities
Unrealized Gains		2
Unrealized Gains Losses, Net		2
Corporate securities
Components of our available-for-sale investments
Marketable Investment Securities	62,748	28,796
Unrealized Gains (Losses) on Marketable Investment Securities
Unrealized Gains	5	4
Unrealized Losses	(1)	(1)
Unrealized Gains Losses, Net	4	3
Other
Components of our available-for-sale investments
Marketable Investment Securities	$ 519	8,885
Unrealized Gains (Losses) on Marketable Investment Securities
Unrealized Gains		58
Unrealized Gains Losses, Net		$ 58

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Investments Measured at Fair Value On A Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Fair value of marketable securities
Marketable Investment Securities	$ 1,018,974	$ 417,094
US Treasury and agency securities
Fair value of marketable securities
Marketable Investment Securities	302,754	10,016
Commercial paper
Fair value of marketable securities
Marketable Investment Securities	652,953	369,397
Corporate securities
Fair value of marketable securities
Marketable Investment Securities	62,748	28,796
Other
Fair value of marketable securities
Marketable Investment Securities	519	8,885
Fair value measurements on recurring basis
Fair value of marketable securities
Cash Equivalents (including restricted)	1,750,477	2,436,545
Total	1,018,974	417,094
Fair value measurements on recurring basis \| US Treasury and agency securities
Fair value of marketable securities
Marketable Investment Securities	302,754	10,016
Fair value measurements on recurring basis \| Commercial paper
Fair value of marketable securities
Marketable Investment Securities	652,953	369,397
Fair value measurements on recurring basis \| Corporate securities
Fair value of marketable securities
Marketable Investment Securities	62,748	28,796
Fair value measurements on recurring basis \| Other
Fair value of marketable securities
Marketable Investment Securities	519	8,885
Fair value measurements on recurring basis \| Level 1
Fair value of marketable securities
Cash Equivalents (including restricted)	963,274	246,876
Total	302,754	10,016
Fair value measurements on recurring basis \| Level 1 \| US Treasury and agency securities
Fair value of marketable securities
Marketable Investment Securities	302,754	10,016
Fair value measurements on recurring basis \| Level 2
Fair value of marketable securities
Cash Equivalents (including restricted)	787,203	2,189,669
Total	716,025	406,882
Fair value measurements on recurring basis \| Level 2 \| Commercial paper
Fair value of marketable securities
Marketable Investment Securities	652,953	369,397
Fair value measurements on recurring basis \| Level 2 \| Corporate securities
Fair value of marketable securities
Marketable Investment Securities	62,748	28,796
Fair value measurements on recurring basis \| Level 2 \| Other
Fair value of marketable securities
Marketable Investment Securities	324	8,689
Fair value measurements on recurring basis \| Level 3
Fair value of marketable securities
Total	195	196
Fair value measurements on recurring basis \| Level 3 \| Other
Fair value of marketable securities
Marketable Investment Securities	$ 195	$ 196

Marketable Investment Securities, Restricted Cash and Cash Equivalents, and Other Investment Securities - Other Income Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Other Income (Expense)
Marketable investment securities - realized and unrealized gains (losses)	$ 87	$ 1,346	$ 177	$ 5,240
Derivative instruments - net realized and/or unrealized gains (losses)	(12,450)		(12,450)
Costs related to early redemption of debt		(44)		(483)
Equity in earnings of affiliates	(824)	(5,467)	(221)	(4,476)
Other	(13)	2,369	902	9,843
Total	$ (13,200)	$ (1,796)	$ (11,592)	$ 10,124

Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Inventory
Finished goods	$ 470,980	$ 255,155
Work-in-process and service repairs	29,000	34,120
Raw materials	16,236	33,623
Total inventory	$ 516,216	$ 322,898

Property and Equipment and Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2020	Sep. 30, 2020	Dec. 31, 2019
Property and equipment
Total property and equipment		$ 6,949,573	$ 7,261,038
Accumulated depreciation		(4,723,150)	(4,554,856)
Property and equipment, net		2,226,423	2,706,182
Impairment of long-lived assets		356,418
Non-cash impairment charge	$ 253,000	227,000
Wireless
Property and equipment
Impairment of long-lived assets		227,000
Equipment leased to customers
Property and equipment
Total property and equipment		$ 1,772,000	1,861,668
Equipment leased to customers \| Minimum
Property and equipment
Depreciable Life		2 years
Equipment leased to customers \| Maximum
Property and equipment
Depreciable Life		5 years
D1
Property and equipment
Property and equipment, net		$ 55,000
Impairment of long-lived assets		55,000
T1
Property and equipment
Accumulated depreciation		(18,000)
Property and equipment, net		48,000
Impairment of long-lived assets		48,120
D1 and T1
Property and equipment
Estimated fair value		0
Satellites
Property and equipment
Total property and equipment		$ 1,734,025	1,855,096
Satellites \| Minimum
Property and equipment
Depreciable Life		2 years
Satellites \| Maximum
Property and equipment
Depreciable Life		15 years
Satellites acquired under finance lease agreements
Property and equipment
Total property and equipment		$ 888,940	888,940
Satellites acquired under finance lease agreements \| Minimum
Property and equipment
Depreciable Life		10 years
Satellites acquired under finance lease agreements \| Maximum
Property and equipment
Depreciable Life		15 years
Furniture, fixtures, equipment and other
Property and equipment
Total property and equipment		$ 2,073,041	2,010,094
Furniture, fixtures, equipment and other \| Minimum
Property and equipment
Depreciable Life		2 years
Furniture, fixtures, equipment and other \| Maximum
Property and equipment
Depreciable Life		20 years
Buildings and improvements
Property and equipment
Total property and equipment		$ 354,739	349,347
Buildings and improvements \| Minimum
Property and equipment
Depreciable Life		5 years
Buildings and improvements \| Maximum
Property and equipment
Depreciable Life		40 years
Land
Property and equipment
Total property and equipment		$ 17,810	17,810
Construction in progress
Property and equipment
Total property and equipment		109,018	278,083
Construction in progress \| Software
Property and equipment
Total property and equipment		43,011	51,493
Construction in progress \| Wireless
Property and equipment
Total property and equipment		40,952	207,814
Construction in progress \| Other
Property and equipment
Total property and equipment		25,055	$ 18,776
Property Plant And Equipment Net
Property and equipment
Impairment of long-lived assets		$ 330,000

Property and Equipment and Intangible Assets - Depreciation and Amortization (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Depreciation and amortization expense
Depreciation and amortization expense	$ 199,083	$ 154,181	$ 518,027	$ 457,022
Equipment leased to customers
Depreciation and amortization expense
Depreciation and amortization expense	71,568	91,090	220,797	287,109
Satellites
Depreciation and amortization expense
Depreciation and amortization expense	50,193	25,321	152,530	62,956
Buildings, furniture, fixtures, equipment and other
Depreciation and amortization expense
Depreciation and amortization expense	32,303	36,239	97,679	100,713
Intangible Assets [Member]
Depreciation and amortization expense
Depreciation and amortization expense	$ 45,019	$ 1,531	$ 47,021	$ 6,244

Property and Equipment and Intangible Assets - Additional Information (Details) - EchoStar XVIII, including capitalized interest	9 Months Ended
	Sep. 30, 2020 item
Property and equipment
Number of satellites utilized in geostationary orbit approximately 22,300 miles above the equator	13
Owned Satellites	8
Number of satellites utilized under operating lease	1
Number Of Satellites Lease From Third Parties	4

Property and Equipment and Intangible Assets - Estimated Future Amortization (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Intangible Assets
Intangible Assets	$ 753,582		$ 753,582		$ 128,220
Accumulated Amortization	(165,187)		(165,187)		(118,166)
Amortization expense	45,000	$ 2,000	47,000	$ 6,000
Goodwill	214,000		214,000		126,000
Estimated future amortization of identifiable intangible assets
2020 (for the remaining three months)	45,850		45,850
2021	157,105		157,105
2022	130,198		130,198
2023	127,809		127,809
2024	69,512		69,512
Thereafter	57,921		57,921
Total	588,395		$ 588,395
Minimum
Intangible Assets
Useful life			1 year
Maximum
Intangible Assets
Useful life			20 years
Technology-based
Intangible Assets
Intangible Assets	63,078		$ 63,078		63,077
Accumulated Amortization	(58,194)		(58,194)		(57,414)
Trademarks
Intangible Assets
Intangible Assets	133,428		133,428		37,010
Accumulated Amortization	(37,259)		(37,259)		(32,619)
Contract-based
Intangible Assets
Intangible Assets	41,500		41,500		4,500
Accumulated Amortization	(13,750)		(13,750)		(4,500)
Customer relationships
Intangible Assets
Intangible Assets	515,576		515,576		23,633
Accumulated Amortization	$ (55,984)		$ (55,984)		$ (23,633)

Leases (Details) - USD ($) $ in Millions	9 Months Ended
Leases (Details) - USD ($) $ in Millions	Sep. 30, 2020	Sep. 10, 2020
Option to extend - Operating	true
Option to extend - Finance	true
Option to terminate period - Operating	1 year
Option to terminate period - Finance	1 year
Option to terminate - Operating	true
Option to terminate - Finance	true
Annual Lease payment		$ 56
Minimum
Option to extend period - Operating	1 year
Option to extend period - Finance	1 year
Maximum
Option to extend period - Operating	7 years
Option to extend period - Finance	7 years

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Sep. 10, 2019
Leases
Operating lease cost (1)	$ 18,281	$ 40,831	$ 54,130	$ 205,815
Short-term lease cost (2)	2,726	2,915	8,284	9,141
Amortization of right-of-use assets	17,829	7,187	53,488	17,100
Interest on lease liabilities	5,070	2,352	16,326	4,632
Total finance lease cost	22,899	9,539	69,814	21,732
Total lease costs	43,906	53,285	132,228	236,688
Operating lease assets	$ 112,922		$ 112,922		$ 144,330	$ 495,000
Lease expense		$ 25,000		$ 159,000

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Leases
Operating cash flows from operating leases	$ 54,611	$ 209,435
Operating cash flows from finance leases	16,326	4,637
Financing cash flows from finance leases	47,301	17,681
Operating leases	$ 41,665	110,235
Finance leases		187,339
Right-of-use assets and liabilities recognized upon adoption of ASC 842		$ 733,584

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2020	Sep. 30, 2020	Dec. 31, 2019	Sep. 10, 2019
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets		$ 112,922	$ 144,330	$ 495,000
Other current liabilities		$ 59,228	57,910
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]		Deferred Long-term Liability Charges
Operating lease liabilities		$ 73,057	84,795
Total		$ 132,285	142,705
Operating Lease, Liability, Statement of Financial Position [Extensible List]		us-gaap:OperatingLeaseLiabilityNoncurrent us-gaap:AccountsPayableCurrent
Property and equipment, gross		$ 6,949,573	7,261,038
Accumulated depreciation		(4,723,150)	(4,554,856)
Property and equipment, net		2,226,423	2,706,182
Other current liabilities		66,075	61,493
Other long-term liabilities		118,318	171,706
Total		$ 184,393	$ 233,199
Operating Lease, Weighted Average Remaining Lease Term		2 years 10 months 24 days	3 years 1 month 6 days
Finance Lease, Weighted Average Remaining Lease Term		3 years 2 months 12 days	3 years 9 months 18 days
Operating Lease, Weighted Average Discount Rate, Percent		4.30%	5.00%
Finance Lease, Weighted Average Discount Rate, Percent		10.40%	10.20%
Asset Impairment Charges		$ 356,418
Property and equipment [Member]
Lessee, Lease, Description [Line Items]
Property and equipment, gross		889,708	$ 890,598
Accumulated depreciation		(736,462)	(683,271)
Property and equipment, net		153,246	$ 207,327
NBIoT capitalized costs
Lessee, Lease, Description [Line Items]
Asset Impairment Charges	$ 253,000
NBIoT capitalized costs \| Operating Lease Assets [Member]
Lessee, Lease, Description [Line Items]
Asset Impairment Charges		$ 26,556

Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Maturities of lease liabilities: Operating lease
2020 (remaining three months)	$ 17,461
2021	58,963
2022	33,785
2023	15,723
2024	9,337
Thereafter	4,523
Total lease payments	139,792
Less: Imputed interest	(7,507)
Total	132,285	$ 142,705
Less: Current portion	(59,228)	(57,910)
Long-term portion of lease obligations	73,057	84,795
Maturities of lease liabilities: Finance lease
2020 (remaining three months)	15,961
2021	82,610
2022	48,306
2023	40,942
2024	30,707
Total lease payments	218,526
Less: Imputed interest	(34,133)
Total	184,393	233,199
Less: Current portion	(66,075)	(61,493)
Long-term portion of lease obligations	118,318	$ 171,706
Future minimum payments for total lease liabilities
2020 (remaining three months)	33,422
2021	141,573
2022	82,091
2023	56,665
2024	40,044
Thereafter	4,523
Total lease payments	358,318
Less: Imputed interest	(41,640)
Total	316,678
Less: Current portion	(125,303)
Long-term portion of lease obligations	$ 191,375

Long-Term Debt and Finance Lease Obligations - Fair Value of Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Debt Instrument
Carrying Value	$ 14,580,718	$ 14,670,946
Fair Value	14,728,508	14,968,494
Unamortized debt discount on the Convertible Notes	(657,591)	(735,811)
Unamortized deferred financing costs and other debt discounts, net	(25,120)	(28,739)
Finance lease obligations	184,393	233,199
Total long-term debt and finance lease obligations (including current portion)	$ 14,082,400	14,139,595
5 1/8% Senior Notes due 2020
Debt Instrument
Carrying Value		1,100,000
Fair Value		$ 1,110,208
Interest rate (as a percent)	5.125%	5.125%
6 3/4% Senior Notes due 2021
Debt Instrument
Carrying Value	$ 2,000,000	$ 2,000,000
Fair Value	$ 2,055,660	$ 2,109,420
Interest rate (as a percent)	6.75%	6.75%
5 7/8% Senior Notes due 2022
Debt Instrument
Carrying Value	$ 2,000,000	$ 2,000,000
Fair Value	$ 2,090,160	$ 2,129,580
Interest rate (as a percent)	5.875%	5.875%
5% Senior Notes due 2023
Debt Instrument
Carrying Value	$ 1,500,000	$ 1,500,000
Fair Value	$ 1,533,990	$ 1,543,770
Interest rate (as a percent)	5.00%	5.00%
5 7/8% Senior Notes due 2024
Debt Instrument
Carrying Value	$ 2,000,000	$ 2,000,000
Fair Value	$ 2,064,700	$ 2,049,080
Interest rate (as a percent)	5.875%	5.875%
2 3/8% Convertible Notes due 2024
Debt Instrument
Carrying Value	$ 1,000,000	$ 1,000,000
Fair Value	$ 910,700	$ 918,720
Interest rate (as a percent)	2.375%	2.375%
7 3/4% Senior Notes due 2026
Debt Instrument
Carrying Value	$ 2,000,000	$ 2,000,000
Fair Value	$ 2,202,920	$ 2,128,900
Interest rate (as a percent)	7.75%	7.75%
3 3/8% Convertible Notes due 2026
Debt Instrument
Carrying Value	$ 3,000,000	$ 3,000,000
Fair Value	$ 2,757,390	$ 2,907,870
Interest rate (as a percent)	3.375%	3.375%
7 3/8% Senior Notes due 2028
Debt Instrument
Carrying Value	$ 1,000,000
Fair Value	$ 1,032,270
Interest rate (as a percent)	7.375%	7.375%
Other notes payable
Debt Instrument
Carrying Value	$ 80,718	$ 70,946
Fair Value	$ 80,718	$ 70,946

Long-Term Debt and Finance Lease Obligations (Details) - 7 3/8% Senior Notes due 2028 - USD ($) $ in Billions	Jul. 01, 2020	Sep. 30, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Interest rate (as a percent)		7.375%	7.375%
DISH DBS Corporation ("DDBS")
Debt Instrument [Line Items]
Interest rate (as a percent)	7.375%
Principal amount of debt	$ 1.0
Redemption price as a percentage of principal amount	100.00%
Percentage of principal amount at which notes may be required to be repurchased in event of change of control	101.00%
DISH DBS Corporation ("DDBS") \| Maximum
Debt Instrument [Line Items]
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed	35.00%

Commitments and Contingencies (Details) $ in Thousands									1 Months Ended	3 Months Ended				9 Months Ended	153 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Oct. 01, 2020 USD ($)	Sep. 02, 2020 USD ($) item	Apr. 09, 2020 USD ($)	Mar. 12, 2020 USD ($) item	Oct. 22, 2019 USD ($)	Jun. 07, 2018 USD ($)	Jun. 06, 2018	Aug. 18, 2015 USD ($)	Oct. 31, 2027	Sep. 30, 2020 USD ($) item	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Mar. 31, 2018 USD ($) item	Sep. 30, 2020 USD ($) item	Sep. 30, 2020 USD ($) item	Jun. 14, 2025	Jun. 14, 2023	Jun. 14, 2022	Oct. 31, 2021	Dec. 31, 2019 USD ($)
Commitment and Contingencies
Remaining three months of 2020										$ 1,959,000				$ 1,959,000	$ 1,959,000
2021										61,000				61,000	61,000
2022										27,000				27,000	27,000
2023										9,000				9,000	9,000
Total										2,056,000				2,056,000	2,056,000
Payment to acquire certain wireless licenses and related assets															21,000,000
Carrying amount										588,395				588,395	588,395
Percentage of Population 5G Services offered																75.00%	70.00%	20.00%	40.00%
Percentage of Population Northstar Wireless and SNR Wireless offered									75.00%
FCC authorizations										26,665,485				26,665,485	26,665,485					$ 25,779,503
Impairment of long-lived assets														356,418
Commitments relating to AWS-3 Auction
Noncontrolling Interest in Variable Interest Entity										10,000,000				10,000,000	10,000,000
Capitalized interest on FCC authorizations [Member]
Commitment and Contingencies
FCC authorizations										5,000,000		$ 5,000,000		5,000,000	5,000,000
Wireless
Commitment and Contingencies
Payment to acquire certain wireless licenses and related assets															11,000,000
FCC authorizations										11,453,128				11,453,128	11,453,128
H Block Licenses
Commitment and Contingencies
FCC authorizations										1,671,506				1,671,506	1,671,506
DBS Licenses
Commitment and Contingencies
FCC authorizations										677,409				677,409	677,409
700 MHz Licenses
Commitment and Contingencies
FCC authorizations										711,871				711,871	711,871
600 MHz Licenses
Commitment and Contingencies
FCC authorizations										6,211,154				6,211,154	6,211,154
MVDDS Licenses
Commitment and Contingencies
FCC authorizations										24,000				24,000	24,000
28 GHz Licenses
Commitment and Contingencies
FCC authorizations										2,883				2,883	2,883
24 GHz Licenses
Commitment and Contingencies
FCC authorizations										11,772				11,772	11,772
37 Ghz, 30 Ghz and 47 Ghz Licenses
Commitment and Contingencies
Payment to acquire certain wireless licenses and related assets			$ 135,000	$ 203,000
FCC authorizations										202,533				$ 202,533	202,533
Number of wireless spectrum licenses \| item				2,651
37 Ghz And 39 Ghz Licenses
Commitment and Contingencies
Number Of spectrum licenses \| item				50
47 Ghz Licenses
Commitment and Contingencies
Number Of spectrum licenses \| item				2,601
Licenses 3550-3650 MHz [Member]
Commitment and Contingencies
Payment to acquire certain wireless licenses and related assets										100,000	$ 83,000
Purchase price	$ 730,000	$ 913,000
Number of priority access licenses \| item		5,492
AWS-3 Licenses
Commitment and Contingencies
Accelerated build out period														2 years
FCC authorizations										9,890,389				$ 9,890,389	9,890,389
AWS-4 Licenses
Commitment and Contingencies
FCC authorizations										1,940,000				1,940,000	1,940,000
Capitalized Interest
Commitment and Contingencies
FCC authorizations										5,321,968				5,321,968	5,321,968
Northstar Spectrum And SNR Holdco
Commitment and Contingencies
Ownership interest										634,000				634,000	634,000
Commitments relating to AWS-3 Auction
Noncontrolling Interest in Variable Interest Entity										$ 10,000,000				$ 10,000,000	$ 10,000,000
Northstar Spectrum And SNR Holdco \| American III
Commitment and Contingencies
Number of wireless spectrum licenses \| item										244				244	244
Northstar Spectrum And SNR Holdco \| AWS-3 Licenses
Commitment and Contingencies
Interim Build-out Requirement (as a percent)														40.00%
Final Build-out Requirement (as a percent)														75.00%
Accelerated period to meet Final Build-Out Requirement on failure to meet Interim Build-Out Requirement														2 years
Commitments relating to AWS-3 Auction
Percentage of bidding credit														25.00%
Northstar Spectrum And SNR Holdco \| SNR Licenses
Commitments relating to AWS-3 Auction
Percentage of bidding credit								25.00%
Northstar Wireless or Northstar Spectrum
Commitment and Contingencies
Interim payment percentage														15.00%
Re-Auction payment														$ 1,892,000
Overpayment of interim payment														$ 334,000
Northstar Wireless or Northstar Spectrum \| Preferred Class A
Commitment and Contingencies
Ownership percentage														100.00%
Northstar Wireless or Northstar Spectrum \| Class B common stock
Commitment and Contingencies
Ownership percentage														85.00%
Commitments relating to AWS-3 Auction
Controlling interest owned by other companies														15.00%
Northstar Wireless or Northstar Spectrum \| Northstar Manager LLC
Commitments relating to AWS-3 Auction
Equity contribution													$ 133,000
Northstar Wireless or Northstar Spectrum \| American II
Commitment and Contingencies
Loan made														$ 69,000
Window of days for management to put its interest						90 days	30 days
Additional days allowed for management to put its interest						90 days
Commitments relating to AWS-3 Auction
Equity contribution													7,621,000
Northstar Wireless or Northstar Spectrum \| American II \| Maximum
Commitment and Contingencies
Preferred stock quarterly distribution (as a percent)						12.00%
Northstar Wireless or Northstar Spectrum \| American II \| Minimum
Commitment and Contingencies
Preferred stock quarterly distribution (as a percent)						8.00%
Northstar Wireless or Northstar Spectrum \| AWS 3 Auction
Commitment and Contingencies
Interim Payment														$ 334,000
Interim payment percentage														15.00%
Northstar Wireless or Northstar Spectrum \| Northstar Licenses
Commitment and Contingencies
Number of wireless spectrum licenses \| item										261				261	261
Commitments relating to AWS-3 Auction
Gross winning bids														$ 5,619,000
Bidding credit value								$ 1,961,000
Northstar Wireless or Northstar Spectrum \| AWS-3 Licenses
Commitment and Contingencies
Non-payment gross winning bids										$ 2,226,000				2,226,000	$ 2,226,000
Commitments relating to AWS-3 Auction
Gross winning bids														$ 7,845,000
Percentage of bidding credit														25.00%
Net winning bid														$ 5,884,000
Number of licenses returned \| item														84
SNR Wireless or SNR Wireless Holdco
Commitment and Contingencies
Re-Auction payment														$ 1,029,000
Ownership interest																				$ 552,000
Overpayment of interim payment														$ 182,000
SNR Wireless or SNR Wireless Holdco \| Preferred Class A
Commitment and Contingencies
Ownership percentage														100.00%
SNR Wireless or SNR Wireless Holdco \| Class B common stock
Commitment and Contingencies
Ownership percentage														85.00%
Commitments relating to AWS-3 Auction
Controlling interest owned by other companies														15.00%
SNR Wireless or SNR Wireless Holdco \| Maximum
Commitment and Contingencies
Preferred stock quarterly distribution (as a percent)						12.00%
SNR Wireless or SNR Wireless Holdco \| Minimum
Commitment and Contingencies
Preferred stock quarterly distribution (as a percent)						8.00%
SNR Wireless or SNR Wireless Holdco \| SNR Wireless Management LLC
Commitments relating to AWS-3 Auction
Equity contribution													93,000
SNR Wireless or SNR Wireless Holdco \| American III
Commitment and Contingencies
Loan made														$ 344,000
Debt outstanding amount													5,065,000
Principal amount of debt													500,000
Window of days for management to put its interest						90 days	30 days
Additional days allowed for management to put its interest						90 days
Commitments relating to AWS-3 Auction
Equity contribution													$ 5,590,000
Gross winning bids														$ 4,271,000
SNR Wireless or SNR Wireless Holdco \| American III \| Preferred Class A
Commitment and Contingencies
Number shares issued in conversion \| item													5,065,415
Preferred stock quarterly distribution (as a percent)													12.00%
SNR Wireless or SNR Wireless Holdco \| American III \| Maximum
Commitment and Contingencies
Interest rate (as a percent)													12.00%
SNR Wireless or SNR Wireless Holdco \| American III \| Minimum
Commitment and Contingencies
Interest rate (as a percent)										6.00%				6.00%	6.00%
SNR Wireless or SNR Wireless Holdco \| AWS 3 Auction
Commitment and Contingencies
Non-payment gross winning bids										$ 1,211,000				$ 1,211,000	$ 1,211,000
Commitments relating to AWS-3 Auction
Gross winning bids														5,482,000
Net winning bid														4,112,000
Bid withdrawal payment														8,000
SNR Wireless or SNR Wireless Holdco \| AWS-3 Licenses
Commitment and Contingencies
Non-payment gross winning bids										1,211,000				$ 1,211,000	1,211,000
Commitments relating to AWS-3 Auction
Percentage of bidding credit														25.00%
SNR Wireless or SNR Wireless Holdco \| AWS-3 Licenses \| SNR Wireless Management LLC
Commitment and Contingencies
Interim payment percentage														15.00%
SNR Wireless or SNR Wireless Holdco \| SNR Licenses
Commitment and Contingencies
Interim Payment														$ 182,000
Non-payment gross winning bids										1,211,000				1,211,000	1,211,000
Additional Bid Withdrawal Payment														3,000
Commitments relating to AWS-3 Auction
Bidding credit value								$ 1,370,000
Prior Arrangement \| Northstar Licenses
Commitment and Contingencies
Non-payment gross winning bids										$ 2,226,000				$ 2,226,000	$ 2,226,000
Prior Arrangement \| Northstar Spectrum And SNR Holdco \| SNR Licenses
Commitments relating to AWS-3 Auction
Number of licenses returned \| item														113
Northstar Operative Agreement \| Northstar Spectrum And SNR Holdco \| American II
Commitment and Contingencies
Debt outstanding amount													$ 6,870,000
Northstar Operative Agreement \| Northstar Wireless or Northstar Spectrum \| American II
Commitment and Contingencies
Principal amount of debt													$ 500,000
Loan balance maturity period						10 years	7 years
Removal of consent for unsecured financing and equipment financing						$ 25,000
Northstar Operative Agreement \| Northstar Wireless or Northstar Spectrum \| American II \| Preferred Class A
Commitment and Contingencies
Number shares issued in conversion \| item													6,870,493
Preferred stock quarterly distribution (as a percent)													12.00%
Northstar Operative Agreement \| Northstar Wireless or Northstar Spectrum \| American II \| Maximum
Commitment and Contingencies
Interest rate (as a percent)													12.00%
Northstar Operative Agreement \| Northstar Wireless or Northstar Spectrum \| American II \| Minimum
Commitment and Contingencies
Interest rate (as a percent)													6.00%
SNR Operative Agreement \| SNR Wireless or SNR Wireless Holdco \| American III
Commitment and Contingencies
Loan balance maturity period						10 years	7 years
Removal of consent for unsecured financing and equipment financing						$ 25,000
FCC Wireless Bureau
Commitment and Contingencies
Payment to acquire certain wireless licenses and related assets					$ 68,000
NBIoT capitalized costs
Commitment and Contingencies
Impairment of long-lived assets												$ 253,000
SNR Credit Agreement \| SNR Wireless or SNR Wireless Holdco
Commitment and Contingencies
Loan made													$ 500,000
Northstar Credit Agreement \| Northstar Wireless or Northstar Spectrum \| American II
Commitment and Contingencies
Loan made													$ 500,000

Commitments and Contingencies - Part 2 (Details)									1 Months Ended	9 Months Ended
Commitments and Contingencies - Part 2 (Details)	Jun. 29, 2020 USD ($)	Sep. 27, 2019 USD ($)	Apr. 05, 2018 USD ($)	Oct. 06, 2017 USD ($)	May 22, 2017 USD ($)	Sep. 23, 2016 USD ($)	Aug. 18, 2015 USD ($)	Dec. 23, 2013 USD ($)	Dec. 31, 2016 USD ($) item	Sep. 30, 2020 USD ($)	Feb. 12, 2020 USD ($)	Dec. 31, 2019 USD ($)	Aug. 12, 2019 patent	Jun. 05, 2017 USD ($)
Loss contingencies
Impairment of long-lived assets										$ 356,418,000
Network development future expenditures										10,000,000,000
Turner Network Sales, Inc.
Loss contingency terms
Claim amount				$ 159,000,000
Claimed interest				$ 24,000,000
Remaining claims, incremental exposure											$ 206,000,000
Payment For License Fee		$ 20,000,000
ClearPlay
Loss contingency terms
Claim amount										$ 543,000,000
Northstar Spectrum And SNR Holdco \| AWS-3 Licenses
Loss contingencies
Interim Build-out Requirement (as a percent)										40.00%
Final Build-out Requirement (as a percent)										75.00%
Accelerated period to meet Final Build-Out Requirement on failure to meet Interim Build-Out Requirement										2 years
Loss contingency terms
Percentage Of Bidding Credit										25.00%
Northstar Spectrum And SNR Holdco \| SNR Licenses
Loss contingency terms
Percentage Of Bidding Credit							25.00%
Northstar Wireless or Northstar Spectrum \| AWS-3 Licenses
Loss contingency terms
Percentage Of Bidding Credit										25.00%
Northstar Wireless or Northstar Spectrum \| AWS-3 Licenses \| Vermont National Telephone Company
Loss contingency terms
Percentage Of Bidding Credit						25.00%
Recovery amount						$ 10,000,000,000
Bidding Credit						3,300,000,000
Northstar Wireless or Northstar Spectrum \| AWS-3 Licenses \| Minimum \| Vermont National Telephone Company
Loss contingency terms
Claim amount						5,500
Northstar Wireless or Northstar Spectrum \| AWS-3 Licenses \| Maximum \| Vermont National Telephone Company
Loss contingency terms
Claim amount						$ 11,000
Northstar Wireless or Northstar Spectrum \| Northstar Licenses
Loss contingency terms
Bidding Credit							$ 1,961,000,000
SNR Wireless or SNR Wireless Holdco \| AWS-3 Licenses
Loss contingency terms
Percentage Of Bidding Credit										25.00%
SNR Wireless or SNR Wireless Holdco \| SNR Licenses
Loss contingency terms
Bidding Credit							$ 1,370,000,000
Telemarketing Litigation
Loss contingencies
Period of injunctive relief sought from placing any outbound telemarketing calls to market or promote its goods or services										5 years
Period barred from making outbound telemarketing calls										2 years
Number of telemarketing calls \| item									51,119
Litigation per call damages									$ 400
Telemarketing Litigation \| DISH Network L.L.C.
Loss contingencies
Damages awarded to state and federal plaintiff														$ 280,000,000
Loss contingency terms
Claim amount								$ 270,000,000
Telemarketing Litigation \| DISH Network L.L.C. \| Other Accrued Expense
Loss contingencies
Litigation accrual										$ 280,000,000		$ 280,000,000
Krakauer Action
Loss contingencies
Third party number of call made in case trebled damages per call					$ 1,200
Settlement amount awarded to other party			$ 61,000,000
Judicial Ruling \| Krakauer Action
Loss contingency terms
Claim amount	$ 10,760,000
Mobile Networking Solutions [Member]
Loss contingency terms
Number Of Patents \| patent													2

Segment Reporting (Details) $ in Thousands	3 Months Ended			9 Months Ended
Segment Reporting (Details) $ in Thousands	Sep. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) segment	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($)
Segment information
Number of primary operating business segments \| segment				2
Total assets	$ 36,100,437			$ 36,100,437		$ 33,230,935
Revenues	4,531,591		$ 3,168,363	10,936,070	$ 9,566,819
Operating income (loss)	811,248		468,892	1,592,976	1,355,924
Non-cash impairment charge		$ 253,000		227,000
Asset Impairment Charges				356,418
United States
Segment information
Revenues	4,516,475		3,156,853	10,899,922	9,533,647
Canada And Mexico
Segment information
Revenues	15,116		11,510	36,148	33,172
Pay-TV \| Operating segment
Segment information
Total assets	33,706,649			33,706,649		31,531,612
Revenues	3,190,664		3,169,967	9,595,131	9,569,972
Operating income (loss)	803,817		491,696	2,040,970	1,406,179
Wireless \| Operating segment
Segment information
Total assets	28,717,584			28,717,584		25,686,381
Revenues	1,341,512		64	1,343,893	187
Operating income (loss)	7,431		(22,804)	(447,994)	(50,255)
All Other and Eliminations \| Other and Eliminations
Segment information
Total assets	(26,323,796)			(26,323,796)		$ (23,987,058)
Revenues	(585)		(1,668)	(2,954)	(3,340)
Pay-TV video and related revenue
Segment information
Revenues	3,139,575		3,117,191	9,455,429	9,427,533
Wireless services and related revenue
Segment information
Revenues	1,082,570			1,082,570
Equipment sales and other revenue \| Eliminations
Segment information
Revenues	(585)		(1,668)	(2,954)	(3,340)
Equipment sales and other revenue \| Pay-TV
Segment information
Revenues	51,089		52,776	139,702	142,439
Equipment sales and other revenue \| Wireless
Segment information
Revenues	$ 258,942		$ 64	$ 261,323	$ 187

Contract Balances - Valuation And Qualifying Accounts Activity (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($)
Contract Balances
Allowance for Doubtful Accounts Receivable, Beginning Balance	$ 19,280
Charged to Costs and Expenses	60,964
Deductions	(15,630)
Allowance for Doubtful Accounts Receivable, Ending Balance	$ 64,614

Contract Balances - Deferred Revenues (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($)
Contract Balances
Balance at Beginning of Period	$ 613,272
Recognition of unearned revenue	(6,457,508)
Deferral of revenue	6,627,478
Balance at End of Period	$ 783,242

Related Party Transactions (Details)				1 Months Ended							3 Months Ended			9 Months Ended		12 Months Ended
Related Party Transactions (Details)	Sep. 10, 2019 shares	Aug. 19, 2016	Oct. 02, 2012	Sep. 30, 2019 item	Feb. 28, 2019	Mar. 31, 2017	Jul. 31, 2016	Dec. 21, 2012	Jan. 31, 2012 item	Dec. 31, 2011 USD ($)	Sep. 30, 2020 USD ($) item $ / shares	Sep. 30, 2019 USD ($)	Mar. 31, 2013 item	Sep. 30, 2020 USD ($) item $ / shares	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($) $ / shares	Dec. 31, 2011 USD ($)	Dec. 31, 2009 item	Dec. 31, 2008 item	May 19, 2019 $ / shares
Related Party Transactions
Common Stock at a ratio	0.23523769
Common stock par value (in dollars per share) \| $ / shares											$ 86.08			$ 86.08
Trade accounts receivable, net											$ 1,143,500,000			$ 1,143,500,000		$ 588,358,000
Trade accounts payable											747,533,000			747,533,000		$ 280,645,000
Cost of sales - equipment and other											$ 515,643,000	$ 55,753,000		$ 586,672,000	$ 147,210,000
Class A common stock
Related Party Transactions
Common stock par value (in dollars per share) \| $ / shares											$ 0.01			$ 0.01		$ 0.01
Number of additional shares \| shares	22,937,188
Class B common stock
Related Party Transactions
Common stock par value (in dollars per share) \| $ / shares											$ 0.01			$ 0.01		$ 0.01
Collocation And Antenna Space Agreements
Related Party Transactions
Term of renewal option				1 year
Collocation And Antenna Space Agreements \| Maximum
Related Party Transactions
Notice period for termination of agreement				120 days
Collocation And Antenna Space Agreements \| Minimum
Related Party Transactions
Notice period for termination of agreement				90 days
Professional Services Agreement
Related Party Transactions
Automatic Renewal Period														1 year
Rovi License Agreement
Related Party Transactions
Payments to third party														$ 0
Hughes Broadband Distribution Agreement
Related Party Transactions
Term of renewal option			1 year
Hughes Broadband Distribution Agreement \| Minimum
Related Party Transactions
Term of renewal option			180 days
Hughes Broadband Master Services Agreement
Related Party Transactions
Payments to third party by related party under extension option											$ 4,000,000	4,000,000		13,000,000	15,000,000
TT & C Agreement
Related Party Transactions
Term of renewal option				1 year
Minimum required notice period for termination of agreement by related party				12 months
Renewal notice period prior to agreement expiration				90 days
EchoStar
Related Party Transactions
Trade accounts receivable, net											4,000,000			4,000,000		$ 1,000,000
Trade accounts payable											10,000,000			10,000,000		$ 10,000,000
Equipment sales and other revenue											2,000,000	2,000,000		6,000,000	5,000,000
Subscriber-related expenses											5,000,000	31,000,000		15,000,000	191,000,000
General and Administrative Expense											$ 3,000,000	6,000,000		$ 10,000,000	17,000,000
EchoStar \| El Paso Lease Agreement
Related Party Transactions
Number of consecutive three year renewal options \| item														4
Term of renewal option														3 years
EchoStar \| 90 Inverness Lease Agreement
Related Party Transactions
Number of consecutive three year renewal options \| item														4
Term of renewal option														3 years
EchoStar \| Cheyenne Lease Agreement
Related Party Transactions
Number of one year renewal options \| item											12			12
Term of renewal option														1 year
Renewal notice period														180 days
EchoStar \| Gilbert Lease Agreement
Related Party Transactions
Term of renewal option														1 year
EchoStar \| American Fork Occupancy License Agreement
Related Party Transactions
Term of renewal option														5 years
EchoStar \| Collocation And Antenna Space Agreements
Related Party Transactions
Number of renewal options \| item														4
Term of renewal option														3 years
Minimum required notice period for termination of agreement by related party														180 days
EchoStar \| EchoStar XVI
Related Party Transactions
Term of renewal option							5 years
Agreement term								4 years
Extension of initial term							1 year
Reduction of first renewal option							1 year
Additional term of renewal option							5 years
EchoStar \| Nimiq 5 Agreement
Related Party Transactions
Agreement term																		15 years
Number of DBS transponders available to receive services \| item																		32
EchoStar \| DISH Nimiq 5 Agreement
Related Party Transactions
Agreement term																		10 years
Number of DBS transponders currently used \| item																		32
EchoStar \| QuetzSat-1 Lease Agreement
Related Party Transactions
Agreement term																			10 years
Number of DBS transponders available to receive services \| item																			32
EchoStar \| QuetzSat-1 Transponder Agreement
Related Party Transactions
Number of DBS transponders currently used \| item																			24
Number of transponders subleased \| item													5
EchoStar \| 2012 TT&C Agreement
Related Party Transactions
Number of one year renewal options \| item									4
Extension of initial term									1 year
Minimum required notice period for termination by the reporting entity									12 months
EchoStar \| Meridian Lease Agreement
Related Party Transactions
Additional term of renewal option																1 year
EchoStar \| Santa Fe Lease Agreement
Related Party Transactions
Additional term of renewal option																1 year
EchoStar \| 100 Inverness Lease Agreement
Related Party Transactions
Notice period for termination of agreement						180 days
EchoStar \| Professional Services Agreement
Related Party Transactions
Agreement term																		1 year
Minimum notice period for termination of a specific service																		30 days
EchoStar \| Professional Services Agreement \| Minimum
Related Party Transactions
Notice period for termination of agreement																		60 days
EchoStar \| Patent Cross-License Agreements \| Maximum
Related Party Transactions
Payments to third party										$ 10,000,000
Payments to third party by related party under extension option																	$ 3,000,000
EchoStar \| Rovi License Agreement
Related Party Transactions
Agreement term		10 years
EchoStar \| Tax Sharing Agreement
Related Party Transactions
Net amount of the allocated tax attributes payable											$ 84,000,000			$ 84,000,000
HNS
Related Party Transactions
Broadband equipment purchased from related parties											4,000,000	2,000,000		11,000,000	10,000,000
HNS \| Collocation And Antenna Space Agreements
Related Party Transactions
Number of renewal options \| item				4
Term of renewal option				3 years
Antenna space and power term				5 years
HNS \| Collocation And Antenna Space Agreements \| Maximum
Related Party Transactions
Notice period for termination of agreement				120 days
HNS \| Collocation And Antenna Space Agreements \| Minimum
Related Party Transactions
Notice period for termination of agreement				90 days
HNS \| Hughes Broadband Sales Agency Agreement
Related Party Transactions
Notice period for termination of agreement						90 days
Agreement term						5 years
Automatic Renewal Period						1 year
HNS \| Hughes Equipment and Services Agreement
Related Party Transactions
Term of renewal option					1 year
Minimum required notice period for termination of agreement by related party					180 days
Agreement term					5 years
Minimum required notice period for termination by the reporting entity					365 days
NBIoT capitalized costs
Related Party Transactions
Cost of sales - equipment and other											$ 1,000,000	$ 4,000,000		$ 3,000,000	$ 4,000,000
Master Transaction Agreement \| Newco
Related Party Transactions
Common stock par value (in dollars per share) \| $ / shares																				$ 0.001
Master Transaction Agreement \| EchoStar \| Class A common stock
Related Party Transactions
Common stock par value (in dollars per share) \| $ / shares																				0.001
Master Transaction Agreement \| EchoStar \| Class B common stock
Related Party Transactions
Common stock par value (in dollars per share) \| $ / shares																				$ 0.001

Related Party Transactions - Part 2 (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Feb. 28, 2017
NagraStar
Related Party Transactions
Ownership interest (as a percent)						50.00%
Purchases from related party	$ 14,073	$ 14,434	$ 41,424	$ 43,148
Amounts payable to related party	8,745		8,745		$ 9,630
Commitments to related party	$ 4,260		$ 4,260		4,893
Dish Mexico
Related Party Transactions
Ownership interest (as a percent)	49.00%		49.00%
Revenue from related party	$ 6,669	2,681	$ 20,263	5,497
Amounts receivable from related party	16,289		16,289		7,057
Dish Mexico \| Satellite Capacity
Related Party Transactions
Revenue from related party	5,462	1,275	16,387	1,275
Amounts receivable from related party	13,686		13,686		5,866
Dish Mexico \| Uplink Services
Related Party Transactions
Revenue from related party	1,207	$ 1,406	3,876	$ 4,222
Amounts receivable from related party	$ 2,603		$ 2,603		$ 1,191

Label	Element	Value
Spectrum Purchase Agreement [Member]
Period Of Spectrum Divestiture Extend	dish_PeriodOfSpectrumDivestitureExtend	60 days
Spectrum Purchase Agreement [Member] \| Spectrum Purchase Agreement [Member]
Spectrum Purchase Application Deadline	dish_SpectrumPurchaseApplicationDeadline	3 years
Option Agreement [Member]
Period Within Entry Of Final Judgment	dish_PeriodWithinEntryOfFinalJudgment	5 years