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Sprint Issues Statement on Clearwire’s Proxy Filing

  Sprint Issues Statement on Clearwire’s Proxy Filing

Business Wire

OVERLAND PARK, Kan. -- February 1, 2013

Today Clearwire (NASDAQ: CLWR) filed a preliminary proxy statement in
connection with its definitive agreement with Sprint (NYSE: S) for Sprint to
acquire the approximately 50 percent stake in Clearwire that it does not
already own. In response, Sprint issued the following statement:

“Today’s filing speaks for itself. After a rigorous and extensive two-year
process, Clearwire pursued numerous strategic opportunities, including
discussing the sale of spectrum with no fewer than 10 parties and a series of
ongoing conversations with DISH that date back to 2010. Clearwire’s proxy
makes very clear that Sprint’s definitive agreement to acquire Clearwire
provides both the best value for shareholders and stability amid an uncertain
future. We continue to believe that the DISH proposal is illusory and
conditioned on many things, including the receipt of governance rights, a
spectrum sale and a commercial agreement which are not actionable under our
merger agreement and other agreements between Clearwire and Sprint. We are
pleased the Clearwire Board continues to recommend approval of our transaction
and look forward to closing our merger and delivering even greater wireless
service to the American consumer."

About Sprint Nextel

Sprint Nextel offers a comprehensive range of wireless and wireline
communications services bringing the freedom of mobility to consumers,
businesses and government users. Sprint Nextel served nearly 56 million
customers at the end of the third quarter of 2012 and is widely recognized for
developing, engineering and deploying innovative technologies, including the
first wireless 4G service from a national carrier in the United States;
offering industry-leading mobile data services, leading prepaid brands
including Virgin Mobile USA, Boost Mobile, and Assurance Wireless; instant
national and international push-to-talk capabilities; and a global Tier 1
Internet backbone. The American Customer Satisfaction Index rated Sprint No. 1
among all national carriers in customer satisfaction and most improved, across
all 47 industries, during the last four years. Newsweek ranked Sprint No. 3 in
both its 2011 and 2012 Green Rankings, listing it as one of the nation’s
greenest companies, the highest of any telecommunications company. You can
learn more and visit Sprint at www.sprint.com or www.facebook.com/sprint and
www.twitter.com/sprint.

Cautionary Statement Regarding Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of
the securities laws. The words “may,” “could,” “should,” “estimate,”
“project,” “forecast,” intend,” “expect,” “anticipate,” “believe,” “target,”
“plan,” “providing guidance” and similar expressions are intended to identify
information that is not historical in nature.

This press release contains forward-looking statements relating to the
proposed Merger between the Company and Clearwire pursuant to the Merger
Agreement and the related transactions (collectively, the “transaction”). All
statements, other than historical facts, including statements regarding the
expected timing of the closing of the transaction; the ability of the parties
to complete the transaction considering the various closing conditions; the
expected benefits and synergies of the transaction; the competitive ability
and position of the Company and Clearwire; and any assumptions underlying any
of the foregoing, are forward-looking statements. Such statements are based
upon current plans, estimates and expectations that are subject to risks,
uncertainties and assumptions. The inclusion of such statements should not be
regarded as a representation that such plans, estimates or expectations will
be achieved. You should not place undue reliance on such statements. Important
factors that could cause actual results to differ materially from such plans,
estimates or expectations include, among others, (i) any conditions imposed in
connection with the transaction, (ii) approval of the transaction by Clearwire
stockholders, (iii) the satisfaction of various other conditions to the
closing of the transaction contemplated by the Merger Agreement, (iv) legal
proceedings that may be initiated related to the transaction, and (v) other
factors discussed in Clearwire’s and the Company’s Annual Reports on Form 10-K
for their respective fiscal years ended December 31, 2011, their other
respective filings with the U.S. Securities and Exchange Commission (the
“SEC”) and the proxy statement and other materials that will be filed with the
SEC by Clearwire in connection with the transaction. There can be no assurance
that the transaction will be completed, or if it is completed, that it will
close within the anticipated time period or that the expected benefits of the
transaction will be realized. None of the Company, Clearwire or Collie
Acquisition Corp. undertakes any obligation to update any forward-looking
statement to reflect events or circumstances after the date on which the
statement is made or to reflect the occurrence of unanticipated events.
Readers are cautioned not to place undue reliance on any of these
forward-looking statements.

Additional Information and Where to Find It

In connection with the transaction, Clearwire has filed a Rule 13e-3
Transaction Statement and a preliminary proxy statement with the SEC. When
completed, a definitive proxy statement and a form of proxy will be mailed to
the Clearwire’s stockholders. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO
READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CLEARWIRE AND
THE TRANSACTION. Investors and security holders may obtain free copies of
these documents (and, when available, will be able to obtain a copy of the
definitive proxy statement) and other documents filed with the SEC at the
SEC's web site at www.sec.gov. In addition, the documents filed by Clearwire
with the SEC may be obtained free of charge by contacting Clearwire at
Clearwire, Attn: Investor Relations, (425) 505-6494. Clearwire’s filings with
the SEC are also available on its website at www. clearwire.com.

Participants in the Solicitation

Clearwire and its officers and directors and the Company and its officers and
directors may be deemed to be participants in the solicitation of proxies from
Clearwire stockholders with respect to the transaction. Information about
Clearwire officers and directors and their ownership of Clearwire common
shares is set forth in the proxy statement for Clearwire’s 2012 Annual Meeting
of Stockholders, which was filed with the SEC on April 30, 2012. Information
about the Company’s officers and directors is set forth in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2011, which was
filed with the SEC on February 27, 2012. Investors and security holders may
obtain more detailed information regarding the direct and indirect interests
of the participants in the solicitation of proxies in connection with the
transaction by reading the preliminary and definitive proxy statements
regarding the transaction, which will be filed by Clearwire with the SEC.

Contact:

Sprint Nextel
Media Contact:
Doug Duvall, 571-287-8153
Douglas.Duvall@sprint.com
or
Investor Contact:
Brad Hampton, 800-259-3755
investor.relations@sprint.com
 
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