Earnings Call Transcript - ECHO Q4 FY2025

Operator

Greetings and welcome to Echostar Corporation's fourth quarter 2025 earnings conference call. At this time, all participants are on a listen-only mode. A question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. As a reminder, this conference is being recorded. I would now like to turn the conference over to your host, Mr. Dean Manson. Thank you. You may begin.

Dean Manson, General Counsel

Thank you. Welcome to Echostar's third quarter, year-end 2025 earnings call. We will begin with opening remarks from Hamid Akhavan, CEO of Echostar Capital, followed by Charlie Ergen, CEO and Chairman of Echostar. We request that any participant producing a report not identify other participants or their firms in such reports. We also do not allow audio recording, which we ask that you respect. All statements we make during this call, other than statements of historical fact, constitute forward-looking statements made pursuant to the safe harbor provided by the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that could cause our actual results to be materially different from historical results and from any future results expressed or implied by the forward-looking statements. For a list of those factors and risks, please refer to our annual report on Form 10-K for the fiscal year ended December 31, 2025, filed today, March 2nd, and our subsequent filings made from the SEC. This information and supplemental materials related to today's call will be posted on our Investor Relations website. All cautionary statements we make during this call should be understood as being applicable to any forward-looking statements we make wherever they appear. You should carefully consider the risks described in our reports and should not place any undue reliance on any forward-looking statements. We assume no responsibility for updating any forward-looking statements. We refer to OIBDA and free cash flow during this call. The comparable gap measure and a reconciliation for OIBDA is presented in our earnings release and in the case of free cash flow in our Form 10-K as filed today with the SEC. Before we begin, I will also note that Echostar has filed an application that would allow it to participate in the FCC's upcoming AWS-3 Spectrum Auction, designated as Auction 113. Pursuant to the FCC's anti-collusion rules, we are currently in a quiet period. Accordingly, we will not be making any comments or responding to any questions that relate to Auction 113. With that, I'll turn it over to Hamid. Thank you, Dean.

Hamid Akhavan, CEO

Welcome, everyone, and thank you for joining us today to discuss our 2025 end-of-year results. Before I hand over to Charlie, I would like to briefly comment on a few topics relevant to ECHO STAR Capital. As we await final regulatory approvals for our spectrum sale and the resulting influx of capital expected during the first half of this year, we remain committed to being excellent stewards of capital. We are preparing to allocate and utilize these funds based on our view of how we might maximize shareholder returns with actions spanning from immediate to over a long horizon. Our decisions are based on many considerations, including paying down expensive or maturing debt obligations, our current and anticipated tax liabilities and any mitigating avenues, and investments and development opportunities at Echostar Capital versus returning excess capital to the shareholders through the common short-term remuneration options. These considerations are both complex and interrelated, further complicated by dynamic external factors such as the possibility and the timing of a potential SpaceX IPO. With this context as background, it would be difficult and potentially misleading for us to provide significant detail on most of these topics at this time. Ecostar is in means of a large-scale positive transformation arising from its vision, long horizon of strategic bets, and decades of diligent execution. We feel confident about our ability to continue operating on the same success principles and navigate for the best shareholder outcome in the long run. With that, I will now turn the call over to Charlie.

Charlie Ergen, CEO

Thanks, Amit. And as you guys know, I don't have any, I don't normally have any opening statements, and don't today so we will just jump into questions thank you at this time we'll

Operator

be conducting a question and answer session if you'd like to ask a question please press star 1 on your telephone keypad a confirmation tone will indicate your line is in the question queue you may press star 2 if you'd like to remove your question from the queue or participants using speaker equipment it might be necessary to pick up your handset before pressing the star keys One moment, please, while we poll for questions. Our first question comes from Sebastian Petty with J.P. Morgan. Your line is live.

Sebastiano Petty, Analyst — J.P. Morgan

Thank you for taking the question. Hi, Hamid and team. Charlie or Hamid, I want to see if you could update us on how you're thinking about passive versus active investments within Echostar Capital and notwithstanding your prepared remarks. Is that still the right avenue or how you're kind of thinking about it? And within that context, given anticipated IPO of SpaceX, would increasing your or EchoStar's stake within SpaceX be something you would be considering? And then, Charlie, big picture question. EchoStar did have an announcement about a D2D constellation, which obviously you will not be pursuing. But how do you see that ecosystem evolving, having spent decades around the industry, particularly the convergence of wireless and satellite? I think you have a unique perspective. So I'd just love to hear your thoughts. Do you see this as complementary? Do you see this as a threat to the incumbents having experienced trying to be a fourth player yourself? Thank you, Philip.

Hamid Akhavan, CEO

I will try to answer the first few questions. We're all wrapped in one. I apologize if I missed some of it. Please repeat that. Look, Echostar Capital, as I mentioned, we are looking at every possibility for utilization of the liquidity and cash when it arrives. As I mentioned, we're looking at short-term options, traditional return to the shareholders to the best means. Obviously, we're looking at the long horizon for creating value, all of this in the context of taxation and how the net return to the shareholders may be. We're obviously looking at our opportunities every single day and judging that against what other options may be available. So it's a long answer to a short question, but honestly, that in the case, it would be foolish to do anything other than that. We don't actually, until the closing, we don't have actually the space excess equity. So that is not something that we can make any plans on to. We actually get the equity. We have a right to it, but we actually don't have that equity yet. So we'll see how that plays out. IPO may happen. Obviously, it will happen independent of our plans, but we'll make sure that we maximize our options around the timing whenever that shows up and what options you might have. In terms of holding the size of the equity we have from SpaceX, I think we're very happy with that at this point. I don't think we are actively looking necessarily to make any transactions at this point based on that. So that remains on our balance sheet. until we get it and then after that we'll decide how to proceed depending on the conditions at that time. I am looking at both active and passive investments again depending on the return. So we'll keep you posted as soon as we get to the point that we actually have that cash at hand and ready to make some transactions. Charlie, I think the rest is for you.

Charlie Ergen, CEO

So on direct to device, I mean obviously we're disappointed that we weren't able to continue with something we'd built over 17 years. And, you know, I think that, you know, we're also determined, I think that.

Operator

Thank you both. Our next question is from Brent Penter with Raymond James. Please proceed with your question.

Speaker 7

Hey, good morning, everyone. Thanks for taking the questions. First one for me, a follow-up on Sebastiano's question on SpaceX. So based on the deals, I think you all were supposed to get around a 2.8% stake, which at the time was valued at $400 billion. As you mentioned, those deals haven't closed yet, but they've since announced the merger with XAI. So how does that XAI deal affect your ownership in terms of percentage, and how can you think about any kind of mark-to-market associated with that deal?

Charlie Ergen, CEO

Yeah, this is Charlie. I don't think we know. I mean, I think we're not privy to what that IPO – if an IPO happens in 80-20, between – we just don't have any internal information.

Speaker 7

Okay, that makes sense. And then the tower companies have announced that you all stopped paying them, and you all talked about the litigation in your 10K. Last quarter, you had said you believed that you were relieved of these payments, but now you've actually stopped paying them. So I'm just wondering what actually went into the decision to take that next step and stop paying.

Charlie Ergen, CEO

Well, yeah, thanks for the question. To make sure that all of our customers on our network were not disenfranchised by the existential threat that we got when the FCC informed us of an investigation to take our spectrum. So we believe that without question is a force move, which we did, and we've moved our network. Given the force of action, obviously we have a network that generates no, we had a network that generated no income. So we informed all of our, we had had enforcement. And as you know, commenced litigation against our industry. I'm disappointed in that because, and most recently we signed a settlement agreement with a large tower company who didn't commence litigation because my experience has been that that will be protracted litigation because the lawyers talk to the lawyers, and, you know, I wish it was a loving situation, but we'll continue to appropriately respond to any litigation, good consensual solutions, and we'll consider all our alternatives available to the company.

Speaker 7

And can you remind us what assets exactly are held at that DISH wireless entity?

Charlie Ergen, CEO

In general, Paul, you want to take that?

Paul W. Orban, CFO

In general, it's the 5G network build. So it's all the assets that were deployed to build a network and have it operational. and also antennas, radios, so forth and so on.

Speaker 7

So kind of the other segment that you're now reporting.

Paul W. Orban, CFO

The other segment has those assets entered, yes.

Speaker 7

Okay. Thanks, everyone.

Operator

Our next question comes from David Barden with New Street Research. Your line is now live.

David Barden, Analyst — New Street Research

Hey, guys. Thanks so much for the questions. Two, if I could. First would be just, Hamid, you know, So could you talk about how the approach to the vendor payment situation impacted fourth quarter results in the wireless segment from an EBITDA perspective, and how when you do reach a settlement, how does that all run through? I guess we're not going to be able to predict it, but it would be fun to know how it's all And then I guess second, Charlie, just to confirm, you don't have any dilution provision. it sounds like. But when you see Elon kind of plucking a trillion dollars of valuation for SpaceX out of the air when it was $400 billion in June and $250 billion for XAI, as a large shareholder where a large part of your stock value is this holding, how much credence do you put in that? What do you really think it's worth? Or do you really believe that it's worth

Charlie Ergen, CEO

$1.25 trillion put together? Thanks. Let me take the first part. I'm going to generally answer the second part and I'll generally answer the first. I think that, again, having spent decades on direct-to-device, it's our belief that SpaceX is a one-of-a-kind company. SpaceX is going to be an increasingly important aspect personally, but in direct-to-device, when you can connect, it's not just phones. It's IoT, it's cars, it's anything mobility. When you connect any square inch of the planet, that's just a big business. And so I can only say we, and I'm not talking about just Elon, I'm talking about the company and the management that I've worked with in 45 years. They're just responsive, they're creative, they move at a pace that most companies don't I think you don't think any any amount of valuation is probably crazy there and we invest in people and I'm anxious to see if they do in fact do an IPO obviously bill out of them but a lot of things to look at I'm anxious to look at that but we're not in the transaction that we did we thought that initially weren't we weren't getting the value for our spectrum and see that that we could get to the value that we thought that It remains to be seen. As far as what's for the- Yeah, we can-

Paul W. Orban, CFO

So let me address that. Thank you for the question. First of all, it's a little complicated. You have to go back to Q3 where we took the impairment charge that we recorded. In that impairment charge were costs related to any future commitments where we had contracts. So, for instance, the tower expenses would have been accrued for in that impairment charge. So you don't see those in the Q4 numbers. However, what you do see is just normal operating costs and accruals for normal operating costs that you have to run the network that's running through Q4.

Speaker 1

That helps. Thank you.

Operator

As a reminder, if you'd like to ask a question, please press star 1 on your telephone keypad. One moment, please, while we poll for questions. Our next question comes from Brian Kraft with Deutsche Bank. Please proceed with your question.

Brian Kraft, Analyst — Deutsche Bank

Hi. Good morning. Thanks for taking the question. I had a couple, if you don't mind. And first, I wanted to ask what the path is to getting the wireless business to profitability on an EBITDA basis. Secondly, I just want to ask you, how quickly do those connectivity expenses in the other segment go away over the course of 2025, 2026? It looks like about 70 percent might have been gone in 4Q based on the math I did. I don't know if that's right. But trying to figure out, does that go to zero and 1Q or 2Q? And then the last part of my question is, is it still your expectation that total decommissioning costs will be in that $7 to $10 billion range, and is there any further granularity that you could share on the tax liability component of that?

Charlie Ergen, CEO

Paul, you want to take that?

Paul W. Orban, CFO

Yeah, so the first on the Q4 cost that you had for the other segment, what you're going to see is over time as we decommission all of our tower sites that that number will decline. As you pointed out, it's not down to zero yet, but you'll see a big decrease in that in Q1 and Q2. One thing to keep in mind, though, those numbers do include that, if you back into that number, it does include the non-cash accretion on the lease liability. So like we talked about in the Q3 earnings call, we discounted back to today's dollars the amounts that we owed on the lease and took that as an impairment charge. We need to accrete that up over time. And so that's probably about half of the number that you've seen going through the P&L there.

Charlie Ergen, CEO

And then on how do we get dish wireless a couple months, you know, in the day-to-day operations, it's just disappointing where we are after four years. But we're very to a break-even business there. And I can tell you the way I look at it on that, including the hybrid core, because that obviously has cost. It doesn't have as much cost as the network, but it obviously has cost. And then I look at it for every new customer we get, are they a profitable customer? In other words, I know we're making profit on the customers we have today.

Speaker 1

We've already, the company, every company that we have here has to stand on its own.

Charlie Ergen, CEO

You know, we're not, you know, we're, you know, we're for-profit companies and we have to make a profit in all our businesses. And so that will be the focus there. But we're close to being where we need to get to turn the corner, but we're not there yet. And then there was one other question, which I didn't quite understand the other question.

Brian Kraft, Analyst — Deutsche Bank

Is your expectation on the decommissioning cost, the $7 to $10 billion range that you had previously given, is that still what you expect? And is there any further update you could give on the tax liability on the spectrum transactions?

Charlie Ergen, CEO

Yeah, I think we've written off about $16 billion on the debt work decommissioning, which includes all the operational costs. And so it's a significant – I mean, we made a significant investment, and I think we wrote off about $16 billion. We think that in terms of taxes and further decommissioning, that that is somewhere in the – I think we believe that's in the $5 to $7 billion range. And I think that's what we announced last quarter, but it's definitely – there's nothing – there's been no movement in our analysis of that yet. And obviously, it may take some time – given the litigation, it may take some time to get to the final answer. But it's in the $5 to $7 billion range.

Brian Kraft, Analyst — Deutsche Bank

So, sorry, $5 to $7 is your updated view versus the $7 to $10 previously?

Charlie Ergen, CEO

No, I think our really initial reaction was $7 to $10, and I think when we were in Paris, maybe that number came out. But I think last quarter, I think there was a range even in Paris of $5 to $10, and I think we got that down to $5 to $7. That doesn't mean that's our best guess today.

Hamid Akhavan, CEO

And to clarify, that's cash payments that we think we would make.

Brian Kraft, Analyst — Deutsche Bank

Yes, thank you.

Hamid Akhavan, CEO

The dynamic, as I mentioned in my opening remarks, taxes, liabilities, investments, everything else, value of SpaceX, everything else is interrelated. It's a dynamic picture. It's impossible, literally impossible, to nail it down right now, given all the movement, some internal, some external, beyond our control. So anything we give you outside of the estimation that we have, even the estimation we have, is just an estimation. I mean, things are changing very rapidly, and it would be misleading for us to give you a very precise number that can change tomorrow afternoon. So that's the best we could do today. But obviously, as the variables get reduced over time, we can give you a much narrower range.

Brian Kraft, Analyst — Deutsche Bank

Okay, great. Thank you.

Operator

Our next question comes from John Hodlick with UBS. Your line is live.

John Hodlick, Analyst — UBS

Great, thank you. A couple questions for Charlie, if I could. First, Charlie, any high-level thoughts on the Paramount, Warner Brothers deal, what that means for linear TV distribution, and maybe do you think it'll affect the industry's ability to offer skinny bundles going forward, which seem to be driving a lot of the improvement we've seen in cord cutting. And then number two, I don't know how much you can comment on this, given the upcoming auction, but just anything you can say about further spectrum sales, maybe timing, or whether we should expect them and sort of the value of your sort of

Charlie Ergen, CEO

remaining spectrum holdings. Thanks. Yeah. Well, on Paramount Warren Brothers, I'd say we've had good relationships with those companies for a long, long time. Obviously, they're going to have a lot, they're going to have a long regulatory process. So we'll have to see how that goes. But it's, you know, it's further concentration in an industry changing. And, you know, I always worry when you're competing against your own distributors. I mean, when they have a direct line of the consumer, and you're competing against that, and they're a valued vendor, that obviously is something that we have to keep our eye on. But we'll wait for their five for both of those two, so we'll see you at the appropriate time. And then on, what was the second question? Spectrum sales. Oh, spectrum sales. Again, because of the auction, I'm going to be very careful here and get it used as quickly as we can continue to use, as we can continue to have, is find the quickest and fastest and the best way for consumers.

Speaker 7

Great. Thanks, sir.

Charlie Ergen, CEO

I just want to make one thing. We are not going to – we don't plan today to have a conference call in a couple months after the first quarter. We certainly will have filings, but I don't think we'll have a lot to – I do plan to have a conference call after the second quarter. I think that hopefully regulatory to get some structure around what he's doing, And I think we can give you a pretty good snapshot of where we're going. But obviously, we're optimistic about material changes in the marketplace or something. We could have a call in the meantime, which we could have a call at any time. So thanks, everybody, for joining. Thank you, everyone.

Operator

This concludes today's conference. You may disconnect your lines at this time. And we thank you for your participation.