0001104659-12-058688.txt : 20120817 0001104659-12-058688.hdr.sgml : 20120817 20120817160312 ACCESSION NUMBER: 0001104659-12-058688 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20120817 DATE AS OF CHANGE: 20120817 GROUP MEMBERS: CHARLES W. ERGEN GROUP MEMBERS: DISH DBS CORP GROUP MEMBERS: DISH NETWORK L.L.C. GROUP MEMBERS: DISH ORBITAL CORP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RENTRAK CORP CENTRAL INDEX KEY: 0000800458 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822] IRS NUMBER: 930780536 STATE OF INCORPORATION: OR FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-39481 FILM NUMBER: 121042705 BUSINESS ADDRESS: STREET 1: ONE AIRPORT CTR STREET 2: 7700 N E AMBASSADOR PL CITY: PORTLAND STATE: OR ZIP: 97220 BUSINESS PHONE: 5032847581 MAIL ADDRESS: STREET 1: 7700 NE AMBASSADOR PL CITY: PORTLAND STATE: OR ZIP: 97220 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL VIDEO INC DATE OF NAME CHANGE: 19881004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DISH Network CORP CENTRAL INDEX KEY: 0001001082 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 880336997 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037231000 MAIL ADDRESS: STREET 1: 9601 S. MERIDIAN BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: ECHOSTAR COMMUNICATIONS CORP DATE OF NAME CHANGE: 19950919 SC 13G 1 a12-18561_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

RENTRAK CORPORATION

(Name of Issuer)

COMMON STOCK, $0.001 PAR VALUE PER SHARE

(Title of Class of Securities)

760174102

(CUSIP Number)

AUGUST 8, 2012

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

SCHEDULE 13G

 

CUSIP No. 760174102

 

 

1

Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only).
DISH NETWORK L.L.C.

I.R.S. Employer Identification No.  84-1114039

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Colorado

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
700,000 (1)

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
700,000 (1)

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
700,000 (1)

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.91% (2)

 

 

12

Type of Reporting Person
OO

 

(1)                                 In connection with certain commercial arrangements, amended as of August 8, 2012, between Rentrak Corporation (the “Issuer”) and DISH Network L.L.C. (“DNLLC”), an indirect wholly-owned subsidiary of DISH Network Corporation (“DISH”), the Issuer agreed, among other things, to issue a total of 700,000 shares of common stock, $0.001 par value per share, of the Issuer (“Shares”) to DNLLC.

 

(2)                                 The percentage is calculated (i) based on 11,141,781 Shares outstanding as of August 1, 2012, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed by the Issuer with the Securities and Exchange Commission on August 9, 2012, and (ii) after giving effect to the issuance of 700,000 Shares to DNLLC.

 

2


 

SCHEDULE 13G

 

CUSIP No. 760174102

 

 

1

Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only).
DISH DBS CORPORATION

I.R.S. Employer Identification No.  84-1328967

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Colorado

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
700,000 (3)

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
700,000 (3)

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
700,000 (3)

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.91% (4)

 

 

12

Type of Reporting Person
HC-CO

 

(3)                                 Includes 700,000 Shares acquired by DNLLC.

 

(4)                                 The percentage is calculated (i) based on 11,141,781 Shares outstanding as of August 1, 2012, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed by the Issuer with the Securities and Exchange Commission on August 9, 2012, and (ii) after giving effect to the issuance of 700,000 Shares to DNLLC.

 

3


 

SCHEDULE 13G

 

CUSIP No. 760174102

 

 

1

Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only).
DISH ORBITAL CORPORATION

I.R.S. Employer Identification No.  84-1544987

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Colorado

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
700,000 (5)

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
700,000 (5)

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
700,000 (5)

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.91% (6)

 

 

12

Type of Reporting Person
HC-CO

 

(5)                                 Includes 700,000 Shares acquired by DNLLC.

 

(6)                                 The percentage is calculated (i) based on 11,141,781 Shares outstanding as of August 1, 2012, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed by the Issuer with the Securities and Exchange Commission on August 9, 2012, and (ii) after giving effect to the issuance of 700,000 Shares to DNLLC.

 

4


 

SCHEDULE 13G

 

CUSIP No. 760174102

 

 

1

Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only).
DISH NETWORK CORPORATION

I.R.S. Employer Identification No.  88-0336997

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Nevada

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
700,000 (7)

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
700,000 (7)

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
700,000 (7)

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.91% (8)

 

 

12

Type of Reporting Person
HC-CO

 

(7)                                 Includes 700,000 Shares acquired by DNLLC.

 

(8)                                 The percentage is calculated (i) based on 11,141,781 Shares outstanding as of August 1, 2012, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed by the Issuer with the Securities and Exchange Commission on August 9, 2012, and (ii) after giving effect to the issuance of 700,000 Shares to DNLLC.

 

5


 

SCHEDULE 13G

 

CUSIP No. 760174102

 

 

1

Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only).
Charles W. Ergen

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
700,000 (9)

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
700,000 (9)

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
700,000 (9)

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.91% (10)

 

 

12

Type of Reporting Person
IN

 

(9)                                 Includes 700,000 Shares acquired by DNLLC.  A substantial majority of the voting power of the shares of DISH is owned beneficially by Charles W. Ergen or by certain trusts established by Mr. Ergen for the benefit of his family.

 

(10)                          The percentage is calculated (i) based on 11,141,781 Shares outstanding as of August 1, 2012, as reported in the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed by the Issuer with the Securities and Exchange Commission on August 9, 2012, and (ii) after giving effect to the issuance of 700,000 Shares to DNLLC.

 

6


 

SCHEDULE 13G

 

CUSIP No.  760174102

 

 

Item 1(a)

Name of Issuer:
Rentrak Corporation

Item 1(b)

Address of Issuer’s Principal Executive Offices:
7700 NE Ambassador Place

Portland, Oregon 97220

 

Item 2(a)

Name of Person Filing:
DISH Network L.L.C.

DISH DBS Corporation

DISH Orbital Corporation

DISH Network Corporation

Charles W. Ergen (“Mr. Ergen” and, together with DNLLC, DISH DBS Corporation (“DDBS”), DISH Orbital Corporation (“DOC”) and DISH, the “Reporting Persons”)

 

The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists.

Items 2(b), (c)

Address of Principal Business Office or, if none, Residence; Citizenship of Reporting Persons
The principal business address of DNLLC is 9601 South Meridian Boulevard, Englewood, Colorado 80112.  DNLLC is a Colorado limited liability company.

 

The principal business address of DDBS is 9601 South Meridian Boulevard, Englewood, Colorado 80112.  DDBS is a Colorado corporation.

 

The principal business address of DOC is 9601 South Meridian Boulevard, Englewood, Colorado 80112.  DOC is a Colorado corporation.

 

The principal business address of DISH is 9601 South Meridian Boulevard, Englewood, Colorado 80112.  DISH is a Nevada corporation.

 

The principal business address of Mr. Ergen is 9601 S. Meridian Boulevard, Englewood, Colorado 80112.  Mr. Ergen is a citizen of the United States.

Item 2(d)

Title of Class of Securities:
Common Stock, $0.001 Par Value Per Share

Item 2(e)

CUSIP Number:
760174102

 

 

Item 3.

Statement filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c):
Not applicable.

 

7


 

SCHEDULE 13G

 

CUSIP No.  760174102

 

 

Item 4.

Ownership

 

(a)

Amount beneficially owned:   

DNLLC:     700,000

DDBS:       700,000

DOC:         700,000

DISH:        700,000

Mr. Ergen: 700,000

 

(b)

Percent of class:   

DNLLC:     5.91%

DDBS:       5.91%

DOC:         5.91%

DISH:        5.91%

Mr. Ergen: 5.91%

 

(c)

Number of shares as to which such person has:

 

 

 

(i)

Sole power to vote or direct the vote:   

DNLLC:       700,000

DDBS:         700,000

DOC:           700,000

DISH:          700,000

Mr. Ergen:   700,000

 

 

(ii)

Shared power to vote or direct the vote:    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

DNLLC:        700,000

DDBS:          700,000

DOC:            700,000

DISH:           700,000

Mr. Ergen:   700,000

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

0

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following box:  o

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7.

Identification and Classification of Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

See Exhibit 99.2.

 

Item 8.

Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group

 

Not applicable.

 

8


 

SCHEDULE 13G

 

CUSIP No.  760174102

 

 

Item 10.

Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: August 17, 2012

 

 

 

DISH NETWORK L.L.C.

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

DISH DBS CORPORATION

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

DISH ORBITAL CORPORATION

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

DISH NETWORK CORPORATION

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

Charles W. Ergen

 

 

 

 

/s/ Charles W. Ergen

 

Name:  Charles W. Ergen

 

 

9


 

INDEX TO EXHIBITS

 

Exhibit 99.1                              Joint Filing Agreement

Exhibit 99.2                              Item 7 Information

 

10

 

 EX-99.1 2 a12-18561_1ex99d1.htm EX-99.1

EXHIBIT 99.1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to shares of common stock, $0.001 par value per share, of Rentrak Corporation and further agree to the filing of this agreement as an exhibit thereto.  In addition, each party to this agreement expressly authorizes each other party to this agreement to file on its or his behalf any and all amendments to such Statement on Schedule 13G.

 

Dated:  August 17, 2012

 

DISH NETWORK L.L.C.

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

 

DISH DBS CORPORATION

 

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

 

DISH ORBITAL CORPORATION

 

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

 

DISH NETWORK CORPORATION

 

 

 

 

 

By:

/s/ R. Stanton Dodge

 

 

Name:

R. Stanton Dodge

 

 

Title:

Executive Vice President,
General Counsel and Secretary

 

 

 

 

 

Charles W. Ergen

 

 

 

 

 

/s/ Charles W. Ergen

 

Name: Charles W. Ergen

 

 

 EX-99.2 3 a12-18561_1ex99d2.htm EX-99.2

EXHIBIT 99.2

 

ITEM 7 INFORMATION

 

The securities being reported on by DISH DBS Corporation (“DDBS”), DISH Orbital Corporation (“DOC”) and DISH Network Corporation (“DISH”), each as a parent holding company, on this Statement on Schedule 13G were acquired by DISH Network L.L.C., a wholly-owned subsidiary of DDBS, DOC and DISH.