424B3 1 e424b3.txt PROSPECTUS - FILE NO. 333-31894 1 PROSPECTUS SUPPLEMENT #1 FILED PURSUANT TO RULE 424(b)(3) (TO PROSPECTUS DATED JUNE 30, 2000) REGISTRATION NO. 333-31894 ECHOSTAR COMMUNICATIONS CORPORATION $1,000,000,000 4 7/8% CONVERTIBLE SUBORDINATED NOTES DUE 2007 -------------------------------------------------------------------------------- This prospectus supplement relates to the offer and sale from time to time by certain selling securityholders of our 4 7/8% Convertible Subordinated Notes due 2007 and the shares of our class A common stock into which the convertible notes are convertible. This prospectus supplement should be read in conjunction with the prospectus dated June 30, 2000, which is to be delivered with this prospectus supplement. The definitions for any capitalized terms used in this prospectus supplement are included in the prospectus. RECENT DEVELOPMENTS On July 14, 2000, EchoStar VI was successfully launched on a Lockheed Martin Atlas ILAS rocket from Cape Canaveral, Florida. EchoStar VI will be tested at 148 degrees West Longitude before moving to its final orbital location. Subject to FCC approval, EchoStar VI will operate at 119 degrees West Longitude, rather than the originally planned 110 degree orbital location, and EchoStar I will be moved from the 119 degree orbital location to the 148 degree orbital location. As EchoStar VI is the most powerful DBS satellite manufactured to date, this move would allow us to enhance our primary DBS service at the 119 degree orbital location, as well as increase the number of channels offered to residents of Alaska and Hawaii. SELLING SECURITYHOLDERS The information in the table included under the heading "Selling Securityholders" in the prospectus is superceded in part by the information appearing in the following table:
PRINCIPAL AMOUNT OF CONVERTIBLE SHARES OF CLASS A NOTES BENEFICIALLY COMMON STOCK SHARES OF CLASS A OWNED AND OFFERED OWNED PRIOR TO COMMON STOCK NAME HEREBY THE OFFERING OFFERED HEREBY(1) Argent Classic Convertible Arbitrage Fund (Bermuda) L.P. $ 11,500,000 253,081 Argent Convertible Arbitrage Fund Ltd. $ 3,000,000 66,021 BBT Fund, L.P. $ 7,000,000 88,028 Bear Stearns & Co., Inc. $ 7,500,000 165,053 BPAmoco Corporation Master Trust for Employee Pension Plans $ 4,160,000 91,549 Circlet (IMA) Limited $ 3,500,000 77,025
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PRINCIPAL AMOUNT OF CONVERTIBLE SHARES OF CLASS A NOTES BENEFICIALLY COMMON STOCK SHARES OF CLASS A OWNED AND OFFERED OWNED PRIOR TO COMMON STOCK NAME HEREBY THE OFFERING OFFERED HEREBY(1) Continental Assurance Company Separate Account (E) $ 1,300,000 28,609 Elf Aquitaine $ 300,000 6,602 Fidelity Advisor Series I: Fidelity Advisor Asset Allocation Fund $ 10,000 220 Fidelity Charles Street Trust: Fidelity Asset Manager $ 1,590,000 34,991 Fidelity Charles Street Trust: Fidelity Asset Manager: Agressive $ 100,000 2,201 Fidelity Charles Street Trust: Fidelity Asset Manager: Income $ 200,000 4,401 Fidelity Global Asset Allocation Fund $ 250,000 5,502 FIST Convertible Securities Fund $ 2,000,000 44,014 Forest Convertible Fund $ 65,000 1,430 General Motors Welfare Benefit Trust (L-T Veba) $ 1,000,000 22,007 General Motors Welfare Benefit Trust (ST-Veba) $ 1,000,000 22,007 ING Barrings LLC $ 1,000,000 22,007 Jeffries & Company $ 83,000 1,827 JP Morgan Securities, Inc. $ 35,600,000 783,451 KBC Financial Products $ 9,500,000 209,067 Kentfield Trading, Ltd. $ 9,500,000 209,067 Lehman Brothers, Inc. $ 17,985,000 395,797 Lord Abbett & Co Oxford Fund $ 500,000 11,004 Lord Abbett Bond Debenture Fund $ 2,000,000 44,014 Merrill Lynch Pierce Fenner & Smith Inc. $ 1,174,000 38,292 New York Life Separate Account #7 $ 500,000 11,004 Paloma Securities LLC $ 6,000,000 132,042 Peoples Benefit Life Insurance Company $ 5,000,000 110,035
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PRINCIPAL AMOUNT OF CONVERTIBLE SHARES OF CLASS A NOTES BENEFICIALLY COMMON STOCK SHARES OF CLASS A OWNED AND OFFERED OWNED PRIOR TO COMMON STOCK NAME HEREBY THE OFFERING OFFERED HEREBY(1) Peoples Benefit Life Insurance Company (Teamster Separate Account) $ 5,150,000 113,336 RBC Capital Services Inc. $ 185,000 4,071 Retail Clerks Pension Trust #2 $ 1,500,000 33,011 Sagamore Hill Hub Fund Ltd. $ 5,000,000 110,035 St. Albans Partners Ltd. $ 10,000,000 220,070 St. Thomas Trading, Ltd. $ 40,000 880 Variable Insurance Products Fund: High Income Portfolio $ 50,665,000 1,114,987 Yield Strategies Fund II, LP $ 2,000,000 44,014 Zurich HFR Master Hedge Fund $ 90,000 1,981 Zurich HFR Master Hedge Fund Index Ltd. $ 40,000 880 Other current and future holders of convertible Notes(2) $(104,304,000) (2,295,423)
---------- (1) Assumes a conversion price of $45.44 per share and the payment of cash in lieu of fractional shares. (2) Information concerning other selling securityholders, including current holders of convertible notes for which we have not received current information regarding their holdings of convertible notes and class A common stock, or information reflecting transfers of their convertible notes and class A common stock to other selling securityholders, will be included in supplements to this prospectus, if required. For purposes of this table, we have assumed that such holders do not beneficially own any other shares of class A common stock, other than the shares issuable upon conversion of the convertible notes. LEGAL MATTERS The information in the prospectus appearing under the caption "Legal Matters" is superceded in its entirety by the following information: Friedlob Sanderson Paulson & Tourtillott, LLC, Denver, Colorado, will pass on the validity of the convertible notes and the class A common stock issuable upon their conversion. Mr. Friedlob, a member of the firm, is also a member of our Board of Directors and currently owns options to acquire 38,000 shares of class A common stock. Friedlob Sanderson Paulson & Tourtillott, LLC will rely on an opinion of Hale Lane Peek Dennison Howard and Anderson, Reno, Nevada, as to matters of Nevada law. -3- 4 SEE "RISK FACTORS" BEGINNING ON PAGE 7 OF THE PROSPECTUS FOR CERTAIN RISKS YOU SHOULD CONSIDER BEFORE YOU PURCHASE ANY CONVERTIBLE NOTES OR SHARES OF CLASS A COMMON STOCK. -------------------------------------------------------------------------------- Neither the SEC nor any state securities commission has approved or determined whether the prospectus or this prospectus supplement is truthful or complete. Nor have they made, nor will they make, any determination as to whether anyone should buy these securities. Any representation to the contrary is a criminal offense. -------------------------------------------------------------------------------- The date of this prospectus supplement is July 14, 2000 -4-