Crest Financial Limited Makes Demand for Clearwire's Shareholders List and
Hires Proxy Solicitation Firm D.F. King & Co.
HOUSTON, March 20, 2013
HOUSTON, March 20, 2013 /PRNewswire/ --Crest Financial Limited, a Texas-based
investment company, announced today that it has hired proxy-solicitation firm
D. F. King & Co., Inc. to help it oppose the proposed acquisition of Clearwire
Corporation (NASDAQ: CLWR) by Sprint Nextel Corporation. As part of this
effort, Crest has demanded that Clearwire make available the company's list of
shareholders. Crest is the largest Clearwire shareholder unaligned with
Sprint, holding approximately 3.9% of all common stock of Clearwire.
The Sprint-Clearwire merger agreement requires the approval of holders of a
majority of the Clearwire common stock not held by Sprint, which means that
the transaction would not be approved if shareholders with approximately 25%
of all common stock of Clearwire either vote against the merger or do not vote
at all. Accordingly, in addition to the Clearwire shares held by Crest, only
approximately 21.1% of the other shareholders need to vote against the
Sprint-Clearwire merger or not vote at all in order to block the transaction.
Crest has filed a lawsuit in Delaware against Sprint and the directors of
Clearwire because Crest believes that the defendants breached their fiduciary
duties by scheming to extract value from Clearwire at the expense of the
minority shareholders. Crest has also petitioned the Federal Communications
Commission in Washington, D.C., to stop the proposed Softbank-Sprint and
Sprint-Clearwire mergers because they would treat minority shareholders of
Clearwire unfairly and the mergers would not be in the public's best interest.
A copy of Crest's petition can be found here: www.bancroftpllc.com/crest.
"Crest Financial believes that Clearwire's shareholders will reject Sprint's
unfair offer for Clearwire," Dave Schumacher, Crest's general counsel, said.
"Our actions today are aimed at achieving this result. Crest is determined to
do whatever it can to stop Sprint's efforts to extract for itself the value of
Clearwire's trove of wireless spectrum and to harm minority shareholders and
the public interest. We look forward to sharing with Clearwire's minority
shareholders more information on Sprint's coercive merger offer."
D. F. King & Co. is a leading full-service proxy solicitation and corporate
communications firm. It specializes in proxy contests and tender offers.
Important Legal Information
Crest intends to file other documents with the U.S. Securities and Exchange
Commission (the "SEC") regarding the proposed acquisition of Clearwire, as
contemplated by the Agreement and Plan of Merger dated as of December 17, 2012
among Clearwire, Sprint Nextel Corporation, a Kansas corporation ("Sprint"),
and Collie Acquisition Corp., a Delaware corporation and wholly-owned
subsidiary of Sprint.Before making any voting or investment decision,
investors and security holders of Clearwire are urged to read such other
documents regarding the proposed acquisition, carefully in their entirety,
because they contain important information about the proposed
transaction.Investors and security holders of Clearwire may obtain free
copies of other documents filed with, or furnished to, the SEC by Crest at the
SEC's website at www.sec.gov.
Certain statements contained herein are forward-looking statements including,
but not limited to, statements that are predications of or indicate future
events, trends, plans or objectives.Undue reliance should not be placed on
such statements because, by their nature, they are subject to known and
unknown risks and uncertainties.Forward-looking statements are not
guarantees of future activities and are subject to many risks and
uncertainties.Due to such risks and uncertainties, actual events may differ
materially from those reflected or contemplated in such forward-looking
statements.Forward-looking statements can be identified by the use of the
future tense or other forward-looking words such as "believe," "expect,"
"anticipate," "intend," "plan," "should," "may," "will," believes,"
"continue," "strategy," "position" or the negative of those terms or other
variations of them or by comparable terminology.
SOURCE Crest Financial Limited
Contact: Jeffrey Birnbaum, +1-202-661-6367, JBirnbaum@BGRPR.com
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