Bellevue, Wash., May 21, 2013 (GLOBE NEWSWIRE) -- Clearwire Corporation(NASDAQ: CLWR) ("Clearwire" or the "Company") today confirmed thatit has received a revised offer from Sprint (NYSE:S) to acquire theapproximately 50 percent stake in the Company it does not currentlyown for $3.40 per share. Consistent with its fiduciary duties and in consultation withits financial and legal advisors, the Special Committee of theClearwire Board of Directors will review this revised proposal fromSprint. In light of the revised offer, and pursuant to the discretionaryauthority granted to the chairman of the meeting by Clearwire'sbylaws, Clearwire plans to adjourn its Special Meeting ofStockholders, which is scheduled to be held at 10:30 a.m. Pacifictime on Tuesday, May 21, 2013, without conducting any business. TheSpecial Meeting of Stockholders will reconvene on Thursday, May 30,2013, at 9:30 a.m. Pacific time at the Highland Community Center,14224 Bel-Red Road, Bellevue, Wash 98007. The record date forstockholders entitled to vote at the Special Meeting, and at anyfurther adjournment or postponement of the meeting, remains April2, 2013. Evercore Partners is acting as financial advisor and Kirkland& Ellis LLP is acting as counsel to Clearwire. CenterviewPartners is acting as financial advisor and Simpson Thacher &Bartlett LLP and Richards, Layton & Finger, P.A. is acting ascounsel to Clearwire's Special Committee. Cautionary Statement Regarding Forward-LookingStatements This document includes "forward-looking statements" within themeaning of the securities laws. The words "may," "could," "should,""estimate," "project," "forecast," "intend," "expect,""anticipate," "believe," "target," "plan," "providing guidance" andsimilar expressions are intended to identify information that isnot historical in nature. This document contains forward-looking statements relating tothe proposed merger and related transactions (the "transaction")between Sprint and Clearwire. All statements, other than historicalfacts, including statements regarding the expected timing of theclosing of the transaction; the ability of the parties to completethe transaction considering the various closing conditions; theexpected benefits and efficiencies of the transaction; thecompetitive ability and position of Sprint and Clearwire; and anyassumptions underlying any of the foregoing, are forward- lookingstatements. Such statements are based upon current plans, estimatesand expectations that are subject to risks, uncertainties andassumptions. The inclusion of such statements should not beregarded as a representation that such plans, estimates orexpectations will be achieved. You should not place undue relianceon such statements. Important factors that could cause actualresults to differ materially from such plans, estimates orexpectations include, among others, any conditions imposed inconnection with the transaction, approval of the transaction byClearwire stockholders, the satisfaction of various otherconditions to the closing of the transaction contemplated by themerger agreement, and other factors discussed in Clearwire's andSprint's Annual Reports on Form 10- K for their respective fiscalyears ended December 31, 2012, their other respective filings withthe U.S. Securities and Exchange Commission (the "SEC") and theproxy statement and other materials that have been or will be filedwith the SEC by Clearwire in connection with the transaction. Therecan be no assurance that the transaction will be completed, or ifit is completed, that it will close within the anticipated timeperiod or that the expected benefits of the transaction will berealized.
Clearwire does not undertake any obligation to update anyforward-looking statement to reflect events or circumstances afterthe date on which the statement is made or to reflect theoccurrence of unanticipated events. Readers are cautioned not toplace undue reliance on any of these forward-lookingstatements.Additional Information and Where to Find It In connection with the transaction, Clearwire has filed a Rule13e-3 Transaction Statement and a definitive proxy statement withthe SEC. The definitive proxy statement has been mailed to theClearwire's stockholders. INVESTORS AND SECURITY HOLDERS AREADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANTMATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUTCLEARWIRE AND THE TRANSACTION. Investors and security holders mayobtain free copies of these documents and other documents filedwith the SEC at the SEC's web site at www.sec.gov. In addition, thedocuments filed by Clearwire with the SEC may be obtained free ofcharge by contacting Clearwire at Clearwire, Attn: InvestorRelations, (425) 505-6494. Clearwire's filings with the SEC arealso available on its website at www.clearwire.com. Participants in the Solicitation Clearwire and its officers and directors and Sprint and itsofficers and directors may be deemed to be participants in thesolicitation of proxies from Clearwire stockholders with respect tothe transaction. Information about Clearwire officers and directorsand their ownership of Clearwire common shares is set forth in thedefinitive proxy statement for Clearwire's Special Meeting ofStockholders, which was filed with the SEC on April 23, 2013.Information about Sprint officers and directors is set forth inSprint's Annual Report on Form 10-K for the year ended December 31,2012, which was filed with the SEC on February 28, 2013. Investorsand security holders may obtain more detailed information regardingthe direct and indirect interests of the participants in thesolicitation of proxies in connection with the transaction byreading the definitive proxy statement regarding the transaction,which was filed by Clearwire with the SEC.
CONTACT: Media Contacts: Susan Johnston, (425) 505-6178 firstname.lastname@example.org JLM Partners for Clearwire Mike DiGioia or Jeremy Pemble, (206) 381-3600 email@example.com or firstname.lastname@example.org Investor Contacts: Alice Ryder, (425) 505-6494 email@example.com MacKenzie Partners for Clearwire Dan Burch or Laurie Connell, (212) 929-5500 firstname.lastname@example.org or email@example.com