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EchoStar (SATS) spinoff that merged with DISH Network (DISH)

EchoStar spun off its BSS business that provided services to DISH Networks. This spinoff was then immediately merged into DISH Network. These transactions were completed on September 10, 2019. The transactions were structured to be non-taxable to EchoStar shareholders. A press release concerning the transactions can be found at (https://ir.echostar.com/news-releases/news-release-details/echostar-announces-completion-spin-and-merger-its-bss-business.

Holders of both class A and class B SATS shares received one share of the spinoff for each SATS share. This was exchanged for .23524 (.23523769 before rounding) shares of DISH for each spinoff share in the merger.

 

This is entered as two transactions. First enter the spinoff from EchoStar and then the merger of the spinoff into DISH Network. The Remaining basis percentage was calculated using the average of the opening and closing prices of SATS and DISH on 9/10/2019. The value of the spinoff was calculated based on the value of DISH shares to be received.

 

  1. The Spinoff

Below is the information needed to enter the spinoff.

The normal spinoff transaction screen is used for this transaction. If you are not familiar with entering a spinoff, you can find information at this web address:  https://www.iclub.com/support/kb/default.asp?page=normal_spinoff


The spinoff company did not trade on any exchange. The value of the DISH shares to be received will be used as a proxy for the spinoff price per share.

Add the spinoff company to your securities. The name of the spinoff was EchoStar BSS Corporation. It was referred to as “NEWCO” in EchoStar literature. You can use NEWCO as the ticker symbol for the spinoff company shares.

  • Transaction date: 9/10/2019
  • Parent Company:  EchoStar Communication (SATS)
  • Remaining Basis percentage: 83.944%
  • Shares Received: (# of EchoStar shares) x 1.0 
  •    For example if you owned 100 SATS shares you would receive 100 NEWCO shares.
  • Price per share: 8.6332
  • Cash Received: See your broker statement but no cash should be received for this transaction.

 

  1. The Merger

The merger transaction screen is used for this entry. If you are not familiar with entering a normal merger, you can find information about this at this web address:  https://www.iclub.com/support/kb/default.asp?page=normal_spinoff

Add DISH Network to your security list. Its ticker symbol is DISH.

  • Transaction date: 9/10/2019
  • Old Security:  EchoStar BSS Corporation (NEWCO)
  • Old Security Price per share: 8.6332
  • Cash Received: check your broker statement for the amount 
  • New Security: DISH Network  (DISH)
  • Shares Received: (# of EchoStar BSS shares) x .23524
  •   For example, if you received 100 NEWCO shares in the spinoff you would receive 23.524       DISH shares. Be sure to include the fractional portion.
  • Price Per Share:  36.70 (Average of opening and closing prices on 9/10/2019)