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8-K - FORM 8-K - Clearwire Corp /DE | v57551e8vk.htm |
Exhibit 99.1
Clearwire Corporation Announces Completion of Offering by Clearwire
Communications LLC of $650.0 million Exchangeable Notes due 2040
Communications LLC of $650.0 million Exchangeable Notes due 2040
KIRKLAND, Wash. December 8, 2010 Clearwire Corporation (NASDAQ: CLWR) today announced the
completion of the offering by its operating subsidiary, Clearwire Communications LLC (Clearwire
Communications) of $650,000,000 aggregate principal amount of 8.25% exchangeable notes due 2040 at
an issue price of 100.0% plus accrued interest from December 8, 2010 (the Exchangeable Notes).
Clearwire Communications is also in the process of an offering of (i) $175,000,000
aggregate principal amount of 12% first-priority senior secured notes due 2015 and (ii)
$500,000,000 aggregate principal amount of 12% second-priority secured notes due 2017 that is
scheduled to close on December 9, 2010, subject to the satisfaction or waiver of customary closing
conditions.
Clearwire Communications has granted the initial purchasers of the Exchangeable Notes an option for
30 days to purchase up to an additional $100,000,000 of
Exchangeable Notes. In addition, certain
stockholders of Clearwire Corporation that hold equity securities representing approximately 85% of
Clearwire Corporations voting power have pre-emptive rights for 30 days from the date of the
offering memorandum for the Exchangeable Notes that entitle such stockholders to purchase their pro
rata share (based upon voting power) of all Exchangeable Notes issued. Clearwire Corporation has
received waivers from stockholders holding approximately 31% of the voting power. The remaining
pre-emptive rights, if exercised, could result in Clearwire Communications issuing up to an
additional approximately $760,000,000 in Exchangeable Notes (assuming no exercise of the initial
purchasers over-allotment option).
The Exchangeable Notes were issued in a private offering that is exempt from the registration
requirements of the Securities Act of 1933, as amended (the Securities Act), to qualified
institutional buyers in accordance with Rule 144A and to persons outside the U.S. pursuant to
Regulation S under the Securities Act. The Exchangeable Notes have not been registered under the
Securities Act or any state or other securities laws and may not be offered or sold in the United
States absent registration or an applicable exemption from registration requirements.
Clearwire Corporation intends to use the net proceeds from the offerings for working capital and
for general corporate purposes, including capital expenditures.
About Clearwire
Clearwire Corporation (NASDAQ: CLWR), through its operating subsidiaries, is a leading provider of
wireless broadband services. Clearwires 4G mobile broadband network today serves 68 markets,
including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington,
D.C., Atlanta and Boston, and provides coverage in areas of the U.S. where approximately 103
million people live, and the company plans to continue to expand its 4G coverage. Clearwires open
all-IP network, combined with significant spectrum holdings, provides an unprecedented combination
of speed and mobility to deliver next generation
broadband access. The company markets its 4G
service through its own brand called CLEAR® as well as through its wholesale relationships with
Sprint, Comcast and Time Warner Cable. Strategic investors include Intel Capital, Comcast, Sprint,
Google, Time Warner Cable, and Bright House Networks. Clearwire is headquartered in Kirkland, Wash. Additional information is
available at www.clearwire.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release, and other written and oral statements made by Clearwire from time to time,
contain forward-looking statements which are based on managements current expectations and
beliefs, as well as on a number of assumptions concerning future events made with information that
is currently available. Forward-looking statements may include, without limitation, managements
expectations regarding future financial and operating performance and financial condition; proposed
transactions; network development and market launch plans; strategic plans and objectives; industry
conditions; the strength of the balance sheet; and liquidity and financing needs. The words
will, would, may, should, estimate, project, forecast, intend, expect, believe,
target, designed, plan and similar expressions are intended to identify forward-looking
statements. Readers are cautioned not to put undue reliance on such forward- looking statements,
which are not a guarantee of performance and are subject to a number of uncertainties and other
factors, many of which are outside of Clearwires control, which could cause actual results to
differ materially and adversely from such statements. These forward-looking statements are subject
to risks and uncertainties which can cause actual results to differ materially from those currently
anticipated, due to a number of factors which include, but are not limited to, downturns in
economic and market conditions, risks related to the completion of pending offerings, increases in
interest rates and operating costs, general volatility of the capital markets, our ability to
access the capital markets, changes in the competitive environment in our industry and the markets
where we invest, and other risk factors discussed in the sections entitled Risk Factors in
Clearwires Annual Report on Form 10-K filed on February 24, 2010 and its Quarterly Report on Form
10-Q filed November 4, 2010. Clearwire believes the forward-looking statements in this release are
reasonable; however, you should not place undue reliance on forward-looking statements, which are
based on current expectations and speak only as of the date of this release. Clearwire is not
obligated to publicly release any revisions to forward-looking statements to reflect events after
the date of this release.
Source: Clearwire Corporation
Clearwire Contacts
Investor Relations:
Paul Blalock, 425-636-5828
paul.blalock@clearwire.com
Paul Blalock, 425-636-5828
paul.blalock@clearwire.com
Media Relations:
Susan Johnston, 425-216-7913
susan.johnston@clearwire.com
Susan Johnston, 425-216-7913
susan.johnston@clearwire.com
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JLM Partners for Clearwire
Mike DiGioia or Jeremy Pemble, 206-381-3600
mike@jlmpartners.com or jeremy@jlmpartners.com
Mike DiGioia or Jeremy Pemble, 206-381-3600
mike@jlmpartners.com or jeremy@jlmpartners.com
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