Sprint Shareholders Overwhelmingly Approve Merger Agreement with SoftBank

  Sprint Shareholders Overwhelmingly Approve Merger Agreement with SoftBank

Business Wire

OVERLAND PARK, Kan. -- June 25, 2013

Sprint Nextel Corporation (“Sprint”) (NYSE: S) shareholders voted today to
approve and adopt the previously announced merger agreement providing for a
substantial investment by SoftBank Corp. (“SoftBank”) (TSE: 9984). Sprint
shareholders overwhelmingly approved the deal, with approximately 98 percent
of the votes cast at today’s special shareholders meeting voting in favor of
the merger agreement, representing approximately 80 percent of Sprint’s
outstanding common stock as of April 18, 2013, the record date for the special

“Today is a historic day for our company, and I want to thank our shareholders
for approving this transformative merger agreement,” said Sprint CEO Dan
Hesse. “The transaction with SoftBank should enhance Sprint’s long-term value
and competitive position by creating a company with greater financial

Consummation of the Sprint-SoftBank transaction remains subject to the receipt
of the Federal Communications Commission approval. Sprint and SoftBank
anticipate the merger will be consummated in early July 2013.

As previously announced, Sprint stockholders will have the option to elect to
receive cash in the amount of $7.65 or one of New Sprint common stock for each
share of Sprint common stock owned by them (subject to the previously
disclosed proration provisions in the merger agreement). The total cash
consideration available to Sprint stockholders is $16.64 billion. Pro forma
for the transaction, the current Sprint stockholders’ resulting equity
ownership in a stronger, more competitive New Sprint will be 22 percent while
SoftBank will own approximately 78 percent. Sprint and SoftBank have
previously mailed to Sprint shareholders forms of election and related
instructions and established 5:00 p.m., New York time, on July 5, 2013 as the
election deadline, subject to extension.

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.

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


Media Contact:
Scott Sloat, 240-855-0164
Investor Contact:
Brad Hampton, 800-259-3755
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