ISS Recommends in Support of SoftBank/Sprint Transaction

  ISS Recommends in Support of SoftBank/Sprint Transaction

Business Wire

OVERLAND PARK, Kan. & TOKYO -- June 2, 2013

Sprint (NYSE:S) and SoftBank (TSE: 9984) announced today that leading proxy
advisory firm Institutional Stockholder Services (“ISS”) has recommended that
Sprint stockholders vote in favor of the agreed merger between Sprint and
SoftBank.

“Given the strategic merits of the SoftBank transaction, the sales and
negotiation process overseen by the board, the strength of the valuation
relative to precedent transactions, and the market reaction, a vote for the
transaction is warranted,” ISS concluded in its report to clients.

In recommending that Sprint stockholders vote in favor of the proposed merger,
ISS’s report, issued on May 31, 2013, noted that the SoftBank transaction
addresses what the proxy advisory firm called Sprint’s most compelling need by
alleviating its debt burden and providing important capital to complete the
improvements to Sprint’s network which will improve its ability to compete in
the US market.

ISS also said SoftBank’s proven wireless track record in its home market would
bring “demonstrable and potentially critical technological expertise” to
Sprint. “SoftBank’s experience mastering this technology in building its own
network—arguably the fastest network in the world—will be immensely helpful to
Sprint as it is only beginning to focus on its own network improvements. With
the knowledge and experience of SoftBank at its back, Sprint will be a
stronger competitor with a fuller toolkit,” the report noted.

Sprint and SoftBank are parties to the previously disclosed agreement and plan
of merger, dated as of October 15, 2012, as amended. Consummation of the
Sprint-SoftBank merger remains subject to various conditions to closing,
including receipt of approval of the Federal Communications Commission and
adoption of the merger agreement by Sprint's stockholders. Sprint and SoftBank
anticipate the merger will be consummated in July 2013, subject to the
remaining closing conditions and the effect of the actions of the Special
Committee of Sprint's Board of Directors, which is currently in discussions
and negotiations with DISH Network Corporation regarding the unsolicited
proposal received from DISH in April 2013 or other developments with respect
to such proposal.

Sprint’s Board of Directors recommends its stockholders vote in favor of the
transaction with SoftBank.

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 more than 55 million
customers at the end of the first quarter of 2013 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 as
the most improved company in customer satisfaction, across all 47 industries,
during the last five 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.

About SoftBank

SoftBank was established in 1983 by its current Chairman & CEO Masayoshi Son
and has based its business growth on the Internet. It is currently engaged in
various businesses in the information industry, including mobile
communications, broadband services, fixed-line telecommunications, and portal
services.

Cautionary Statement Regarding Forward Looking Statements

This document 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 document contains forward-looking statements relating to the proposed
transactions between Sprint Nextel Corporation (“Sprint”) and SoftBank Corp.
(“SoftBank”) and its group companies, including Starburst II, Inc. (“Starburst
II”), and the proposed acquisition by Sprint of Clearwire Corporation
(“Clearwire”). All statements, other than historical facts, including, but not
limited to: statements regarding the expected timing of the closing of the
transactions; the ability of the parties to complete the transactions
considering the various closing conditions; the expected benefits of the
transactions such as improved operations, enhanced revenues and cash flow,
growth potential, market profile and financial strength; the competitive
ability and position of SoftBank or Sprint; 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, that (1) there may be a
material adverse change of SoftBank; (2) the proposed financing may involve
unexpected costs, liabilities or delays or may not be completed on terms
acceptable to SoftBank, if at all; and (3) other factors as detailed from time
to time in Sprint’s, Starburst II’s and Clearwire’s filings with the
Securities and Exchange Commission (“SEC”), including Sprint’s and Clearwire’s
Annual Reports on Form 10-K for the year ended December 31, 2012 and Quarterly
Reports on Form 10-Q for the quarter ended March 31, 2013, and other factors
that are set forth in the proxy statement/prospectus contained in Starburst
II’s Registration Statement on Form S-4, which was declared effective by the
SEC on May 1, 2013, and in other materials that will be filed by Sprint,
Starburst II and Clearwire in connection with the transactions, which will be
available on the SEC’s web site (www.sec.gov). There can be no assurance that
the transactions will be completed, or if completed, that such transactions
will close within the anticipated time period or that the expected benefits of
such transactions will be realized.

All forward-looking statements contained in this document and the documents
referenced herein are made only as of the date of the document in which they
are contained, and none of Sprint, SoftBank or Starburst II 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 except as required by law. Readers are
cautioned not to place undue reliance on any of these forward-looking
statements.

Contact:

Media:
SoftBank
Megan Bouchier, 415-618-8750
mbouchier@sardverb.com
or
SoftBank
Jim Barron, 212-687-8080
jbarron@sardverb.com
or
Sprint
Doug Duvall, 571-287-8153
douglas.duvall@sprint.com
or
Sprint
Scott Sloat, 240-855-0164
scott.sloat@sprint.com
or
Investor:
Brad Hampton, 800-259-3755
investor.relations@sprint.com
 
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