UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

CLEARWIRE CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware		1-34196		56-2408571
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

4400 Carillon Point, Kirkland, WA 98033
(Address of Principal Executive Offices) (Zip Code)

(425) 216-7600
(Registrant’s Telephone Number, Including Area Code)

Not applicable.
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01. Other Events.

     Clearwire Corporation today announced that its operating subsidiary, Clearwire Communications LLC (“Clearwire Communications”), has completed an offering of (i) $175,000,000 aggregate principal amount of 12% first-priority senior secured notes due 2015 at an issue price of 105.182% plus accrued interest from December 1, 2010 (the “First Lien Notes”) and (ii) $500,000,000 aggregate principal amount of 12% second-priority secured notes due 2017 at an issue price of 100% plus accrued interest from December 9, 2010 (the “Second Lien Notes” and collectively with the First Lien Notes, the “Secured Notes”). Clearwire Communications also issued $650,000,000 aggregate principal amount of 8.25% Exchangeable Notes due 2040 (the “Exchangeable Notes”) on December 8, 2010, and may issue additional Exchangeable Notes (a) pursuant to a 30-day over-allotment option granted to the initial purchasers of the Exchangeable Notes to purchase up to an additional $100,000,000 of Exchangeable Notes or (b) upon the exercise of preemptive rights held by certain Clearwire Corporation stockholders to purchase their pro rata share of all Exchangeable Notes issued for a period of 30 days from the date of the offering memorandum for the Exchangeable Notes.

     The Secured 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 Secured 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.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit No.				Description
99.1				Press Release, dated December 9, 2010, regarding the closing of the Secured Notes offering.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.