Dish Network 2006 Annual Report Download - page 114

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ECHOSTAR COMMUNICATIONS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – Continued
F–29
The indenture related to the 6 3/8% Senior Notes contains restrictive covenants that, among other things, impose
limitations on the ability of EDBS and its restricted subsidiaries to:
• incur additional indebtedness or enter into sale and leaseback transactions;
• pay dividends or make distribution on EDBS’ capital stock or repurchase EDBS’ capital stock;
• make certain investments;
• create liens;
• enter into transactions with affiliates;
• merge or consolidate with another company; and
• transfer and 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 6 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.
3% Convertible Subordinated Note due 2011
The 3% Convertible Subordinated Note, which was sold to CenturyTel Service Group, LLC (“CTL”) in a privately
negotiated transaction, matures August 25, 2011 and is convertible into 398,724 shares of our Class A common stock
at the option of CTL at $62.70 per share, subject to adjustment in certain circumstances. Interest accrues at an annual
rate of 3% and is payable semi-annually in cash, in arrears on June 30 and December 31 of each year.
The 3% Convertible Subordinated Note due 2011 is:
• general unsecured obligations;
• ranked junior in right of payment with all of our existing and future senior debt;
• ranked equal in right of payment to our existing convertible subordinated debt; and
• ranked equal in right of payment to all other existing and future indebtedness whenever the instrument
expressly provides that such indebtedness ranks equal with the 3% Convertible Subordinated Note due
2011.
The indenture related to the 3% Convertible Subordinated Note due 2011 contains certain restrictive covenants that
do not impose material limitations on us.
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 the holder’s 3% Convertible Subordinated Note due 2011 at a purchase price equal to
100% of the aggregate principal amount thereof, together with accrued and unpaid interest thereon, to the date of
repurchase. Commencing August 25, 2009, we may redeem, and CTL may require us to purchase, all or a portion of
the note without premium.
6 5/8% Senior Notes due 2014
The 6 5/8% Senior Notes mature October 1, 2014. Interest accrues at an annual rate of 6 5/8% and is payable semi-
annually in cash, in arrears on April 1 and October 1 of each year.
The 6 5/8% Senior Notes are redeemable, in whole or in part, at any time at a redemption price equal to 100% of their
principal amount plus a “make-whole” premium, as defined in the related indenture, together with accrued and unpaid
interest. Prior to October 1, 2007, we may also redeem up to 35% of each of the 6 5/8% Senior Notes at specified
premiums with the net cash proceeds from certain equity offerings or capital contributions.