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Crest Financial Urges Clearwire To Shun Sprint's "Coercive" Terms

HOUSTON, April 23, 2013 /PRNewswire-USNewswire/ -- Crest Financial Limited, the largest minority stockholder of Clearwire Corporation (NASDAQ: CLWR), today wrote a letter to Clearwire's board detailing in stark terms the damage that Crest believes Clearwire is doing to itself and its stockholders by refusing financing and spectrum-purchase offers from companies other than Sprint Nextel Corporation.

"Clearwire's crown jewel is its spectrum, and you, the Clearwire Board, are letting Sprint seize it for a grossly inadequate price and through an unfair, coercive process," David K. Schumacher, General Counsel of Crest, wrote to Clearwire's board today. "By abandoning your independent build-out plans, tying yourself to Sprint, tightening the noose by taking Sprint's coercive debt, crying wolf about potential insolvency and failing to take the lifeline offered by Crest, Aurelius, and others, you have converted fair value for Clearwire into a super-premium for Sprint. This offends, indeed defies, every tenet of fiduciary duty."

The letter asserts that "the value of the Company's spectrum is apparent to all—particularly SoftBank and Sprint." The letter adds: "Our own independent studies show that the Company's valuation falls in a range of between $9.54 and $15.50 per share."

In the meantime, Crest, an investment company in Houston, urged Clearwire's board to consider the debt financing offers from Crest and Aurelius Capital Management LP, both of which it said are more favorable and less "coercive" to Clearwire and its stockholders than is Sprint's financing program. It also pressed Clearwire's board to seriously examine proposals by Verizon and DISH Network to purchase some of Clearwire's valuable spectrum.

"Instead of engaging with DISH on its offer to purchase spectrum, you dismissed it as 'preliminary' even as you rushed straight into Sprint's headlock. You resisted even after DISH formalized its offer, and DISH was forced to bid for Sprint. Instead of entertaining serious offers of alternative, noncoercive debt from Crest and Aurelius, you acquiesced to Sprint's objection to you getting a better financing deal from elsewhere," Schumacher wrote to Clearwire's board. "You have acted at all times to deliver all the value of Clearwire not to its stockholders but to Sprint alone."

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