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Crest Proposes Debt Financing to Clearwire As Alternative to Sprint Financing



Crest Proposes Debt Financing to Clearwire As Alternative to Sprint Financing

PR Newswire

HOUSTON, April 3, 2013

HOUSTON, April 3, 2013 /PRNewswire/ -- Crest Financial Limited, the largest
minority shareholder of Clearwire Corporation (NASDAQ: CLWR), today proposed
to provide Clearwire $240 million in financing through a convertible debt
facility. The arrangement, described in a letter to Clearwire's board, is
superior to the financing provided by Sprint Nextel Corporation and designed
to free Clearwire to explore alternatives to Sprint's inadequate merger offer,
Crest said. The Crest proposal is similarly structured as the Sprint financing
with Clearwire but is more favorable to Clearwire and its minority
shareholders.

According to Clearwire's public disclosures, the proposed $240 million of
financing would provide Clearwire with enough capital to build-out 2,000 LTE
sites as planned and to pay its interest expenses in 2013.  In addition with
the $160 million that Clearwire has already received under the Sprint
financing and cash on hand, Clearwire would have sufficient funds to build at
least 2,133 sites above its 2,000 LTE site build-out plan.  The proposed Crest
financing would also provide Clearwire's board with more time to consider
alternatives to the proposed merger with Sprint.  Among other alternatives,
the Crest financing would allow Clearwire to continue as an independent
company and execute its multi-customer business plan that the Clearwire
board's own financial advisors, Evercore Group and Centerview Partners,
concluded is the most profitable business strategy Clearwire could pursue.  In
addition, it would give the Clearwire board the opportunity to pursue sales of
excess spectrum, such as to DISH Network Corporation, to provide more
liquidity to Clearwire.  Crest believes that DISH made a real and actionable
proposal to purchase a portion of Clearwire's excess spectrum some time ago
but, for reasons known only to Clearwire, Clearwire has failed to complete
such sale.

Under Crest's proposal, Crest would provide $240 million of debt financing to
Clearwire through a note purchase agreement. The Crest notes would be issued
at 1% interest rate per annum (the same as the Sprint Notes) and with the same
maturity date as the Sprint notes. The Crest notes would be exchangeable at
$2.00 per share, a significant premium of 33.3% above the $1.50 per share
Sprint notes' exchange price. Crest's proposal is not contingent on financing;
Crest and its affiliates have sufficient funds available to fund the $240
million in full.

In addition to the higher exchange price of $2.00 a share, the Crest notes
have several advantages to the Sprint notes.  First, the Crest notes remain
available even if Clearwire's stockholders reject the - merger with Sprint. 
Second, if Clearwire were to draw on the Crest notes after the stockholders
reject the merger with Sprint, the Crest notes would not become exchangeable
until the maturity date in June 2018; by contrast, the Sprint notes are likely
to become exchangeable in October 2013 (or sooner).  Consequently, the Crest
financing offers greater value to Clearwire stockholders by providing
Clearwire with very inexpensive debt for a longer term and possibly avoiding
substantial near-term dilution.

In a statement, David Schumacher, the General Counsel of Crest Financial
Limited, said:  " Today, Crest has proposed to the Clearwire's board an
alternative: the liquidity it needs to continue the build-out of its TDD-LTE
wireless network, to explore sales of excess spectrum to DISH or others to
provide Clearwire with more liquidity, and to pursue a multi-customer strategy
that ensures the highest value for its assets while at the same time avoiding
additional draws on the coercive Sprint financing.   To Crest, the benefits of
our proposal to Clearwire and its stockholders are clear.  The Sprint notes
are intended to leave Clearwire's minority stockholders with the unfair choice
of acquiescing to Sprint's inadequate merger offer or suffering significant
dilution at the hands of Sprint. Our proposal is aimed at breathing new life
into Clearwire by providing the liquidity and time that Clearwire needs to
pursue the profitable multi-customer plan that will bring significantly more
value to Clearwire's stockholders than the Sprint offer."

Crest's proposed debt financing to Clearwire's board can be found at
http://www.bancroftpllc.com/crest/.

About Crest Financial Limited
Crest Financial Limited is a limited partnership under the laws of the State
of Texas.  Its principal business is investing in securities.

Important Legal Information
CREST FINANCIAL LIMITED AND OTHER PERSONS MAY BE DEEMED TO BE PARTICIPANTS
(THE "PARTICIPANTS") IN A SOLICITATION OF PROXIES IN RESPECT OF THE PROPOSED
MERGER OF CLEARWIRE WITH SPRINT NEXTEL CORPORATION.  THE PARTICIPANTS INTEND
TO FILE A PROXY STATEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION.   ALL
INVESTORS AND SECURITYHOLDERS OF CLEARWIRE ARE URGED TO READ THE PROXY
STATEMENT AND ALL OTHER PROXY MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION.  INFORMATION REGARDING THE
PARTICIPANTS AND A DESCRIPTION OF THEIR DIRECT AND INDIRECT INTERESTS, BY
SECURITY HOLDINGS OR OTHERWISE, WILL BE CONTAINED IN SUCH PROXY STATEMENT AND
OTHER PROXY MATERIALS.  UPON REQUEST, THE PARTICIPANTS WILL PROVIDE COPIES OF
THE PROXY STATEMENT AT NO CHARGE WHEN IT BECOMES AVAILABLE.  THE PROXY
STATEMENT AND ALL OTHER PROXY MATERIALS WILL ALSO BE AVAILABLE AT NO CHARGE ON
THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE AT HTTP://WWW.SEC.GOV.

Forward-looking Statements
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
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