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Follows Review and Recommendation of Special Committee of the Board
Offers Fair, Attractive and Certain Value
Special Meeting of Stockholders to Reconvene May 31, 2013
BELLEVUE, Wash., May 22, 2013 (GLOBE NEWSWIRE) --
Clearwire Corporation (Nasdaq:CLWR) ("Clearwire" or the "Company") today announced that its Special Committee of the Board of Directors and its Board of Directors have each approved the revised offer from Sprint (NYSE:S) to acquire the approximately 50 percent stake in the Company it does not currently own for $3.40 per share.
The Special Committee of the Board of Directors determined that the revised offer, when compared with other potential transactions reasonably available to the Company at this time, is the most favorable potential transaction to the Company's unaffiliated stockholders and that the terms of the revised offer are advisable, fair to and in the best interest of such stockholders. The Clearwire Board recommends that stockholders vote their 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.
The Special Meeting of Stockholders will reconvene on Friday, May 31, 2013, at 10:30 a.m. Pacific time at the Highland Community Center, 14224 Bel-Red Road, Bellevue, Wash 98007. The record date for stockholders entitled to vote at the Special Meeting remains April 2, 2013.
Evercore Partners is acting as financial advisor and Kirkland & Ellis LLP is acting as counsel to Clearwire. Centerview Partners is acting as financial advisor and Simpson Thacher & Bartlett LLP and Richards, Layton & Finger, P.A. are acting as counsel to Clearwire's Special Committee. Blackstone Advisory Partners L.P. has advised the Company on restructuring matters.
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.