Clearwire Mails Letter Urging Stockholders To Vote 'For' Proposed Transaction With Sprint
BELLEVUE, Wash., May 13, 2013 (GLOBE NEWSWIRE) -- The Board of Directors of Clearwire (Nasdaq:CLWR) ("Clearwire" or the "Company") today mailed a letter to stockholders in connection with its proposed transaction with Sprint recommending that stockholders vote 'FOR' the proposed transaction. The letter highlights the favorable recommendations of leading proxy advisory services and conveys compelling reasons why this transaction is the best strategic alternative for shareholders by correcting misperceptions in the marketplace.
The full text of the letter follows:
May 13, 2013Dear Fellow Stockholder: Like you, I am a holder of Clearwire stock. My family and I have been investors in the Company since 2008. The decision facing all of us, to approve the transaction with Sprint, requires a realistic analysis of Clearwire's strategic alternatives. When the facts are distilled and the circumstances surrounding this proposed merger are fairly assessed, I believe that the merger with Sprint is the best strategic alternative for all stockholders because it delivers fair, attractive and certain value, especially in light of Clearwire's limited alternatives and liquidity constraints. Clearwire stockholders of record as of the close of business on April 2, 2013, are entitled to vote at the Special Meeting of Stockholders scheduled to occur on May 21, 2013. The Clearwire board unanimously recommends that you vote your shares FOR all of the proposals relating to the transaction with Sprint by returning the WHITE proxy card with a "FOR" vote for all proposals. LEADING PROXY ADVISORY FIRM ISS RECOMMENDS CLEARWIRE STOCKHOLDERS VOTE 'FOR' PROPOSED TRANSACTION WITH SPRINT Institutional Shareholder Services ("ISS") is the leading firm that independently advises shareholders. ISS recommends that stockholders vote FOR the proposed Sprint transaction, affirming the board's conclusion that this combination is the best strategic alternative for Clearwire's minority stockholders. In its report dated May 10, 2013, ISS stated: *
"The current [Sprint] offer falls within an appropriate valuation range as determined by evaluating independent analyst price targets, relative share price premia, and precedent transactions for similar spectrum."
"Because the sales process appears to have been both extensive and well-known in the industry; CLWR's business is increasingly unviable on a stand-alone basis; the company requires interim financing from Sprint to fund operations and satisfy interest payments...a vote FOR the transaction is warranted."ISS has endorsed the process of the strategic and financial review conducted by the Special Committee and the board of directors, and agrees with the recommendation that the Sprint transaction is in the best interests of Clearwire's non-Sprint stockholders. Clearwire's standalone prospects are risky and highly uncertain; we urge you to maximize the value of your investment in Clearwire and follow ISS's recommendation by voting for the Sprint transaction.
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