Somebody get us a lawyer. We need some clarity on all these ricocheting
On second thought, forget it. It's all a bunch of loopy legal bluster anyway.
In a letter released Monday,
CEO Dan Hesse told Clearwire's board that a competing buyout proposal from
CEO Charlie Ergen violates Delaware law and conflicts with the agreement underpinning Sprint's investment in the wireless broadband provider. According to Hesse, Dish would require Clearwire to grant it three board seats if it reaches a threshold of 25%. Delaware law, however, only allows two paths for a company to mandate board seats, amending its certificate of incorporation or a shareholder vote.
"Many Clearwire stockholders appear to be under the mistaken belief that Dish's proposal is a viable alternative to the Sprint merger agreement," Hesse wrote, "and this is simply not the case."
So does Hesse's case hold water? Or are there gaps in his Delaware claims?
Honestly, we don't know. And we doubt the teams of lawyers from both sides who will be grappling over the finer points of Delaware corporate law for months to come will come to a decent conclusion either.
The only thing the letter does prove is that Ergen has officially gotten under Hesse's skin and into his brain.
Charlie screwed up Sprint's Clearwire purchase with his $4.40 bid for the company, $1 more than Hesse's offer. He also disrupted
attempt to acquire a 70% stake in Sprint.
Talk about a party crasher. Ergen's shenanigans are turning Hesse into a mess! The poor guy is writing pointless legal letters to nobody!
And you know that Ergen is enjoying every minute of it.
On Tuesday, Ergen responded with his own letter alleging Sprint made "misleading" and "simply untrue" arguments about his dealings.
"We remain confident that the DISH proposal is both actionable and clearly superior to the proposed Sprint merger," Ergen wrote. "More importantly, it also provides a meaningful alternative to the significant group of your minority stockholders that remain opposed to the Sprint merger while providing a clear path for Clearwire to become a self-sustaining company."
Yeah, Charlie must be having the time of his life making Dan's life miserable.
To be frank, we're kind of enjoying it ourselves.