4//SEC Filing
Sprint HoldCo, LLC 4
Accession 0001209191-09-058329
CIK 0001442505other
Filed
Dec 21, 7:00 PM ET
Accepted
Dec 22, 3:46 PM ET
Size
14.9 KB
Accession
0001209191-09-058329
Insider Transaction Report
Form 4
Sprint HoldCo, LLC
10% Owner
Transactions
- Purchase
See footnote
2009-12-21+46,282,424→ 524,732,533 total(indirect: See footnote)→ See footnote (46,282,424 underlying) - Purchase
See footnote
2009-12-21+46,282,424→ 524,732,533 total→ See footnote (46,282,424 underlying) - Purchase
See footnote
2009-12-21+46,282,424→ 524,732,533 total→ See footnote (46,282,424 underlying) - Purchase
See footnote
2009-12-21+46,282,424→ 524,732,533 total(indirect: See footnote)→ See footnote (46,282,424 underlying)
Footnotes (7)
- [F1]Class B Common Stock, par value $0.0001 per share of Clearwire Corporation (the "Issuer").
- [F2]Each share of Class B Common Stock of the Issuer, together with one Class B Common Unit of Clearwire Communications, LLC, is exchangeable at any time, subject to certain exceptions, at the option of the holder, into one fully paid and nonassessable share of Class A Common Stock of the Issuer and has no expiration date. There is no exercise price payable in connection with the exchanges.
- [F3]Class A Common Stock, par value $0.0001 of the Issuer.
- [F4]Purchase made pursuant to the Investment Agreement (the "Investment Agreement") dated November 9, 2009 between the Issuer and Sprint Nextel Corporation ("Sprint Nextel"), among other parties, pursuant to which Sprint Nextel will invest a total of approximately $1.176 billion in Clearwire Communications, LLC in exchange for shares of Class B Common Stock of the Issuer, together with Class B Common Units of Clearwire Communications, LLC, over a series of three closings, the second of which occurred on December 21, 2009.
- [F5]Sprint HoldCo, LLC ("Sprint HoldCo"), which is a wholly-owned subsidiary of Sprint Nextel, received the shares of Class B Common Stock and Class B Common Units reported in Table II on December 21, 2009 pursuant to the second closing under the Investment Agreement (i) in exchange for a $331,060,703.43 investment in Clearwire Communications, LLC and based upon a purchase price of $7.33 per share and (ii) in payment of a portion of a transaction fee payable to Sprint Nextel pursuant to the Investment Agreement.
- [F6]Sprint Nextel is included in this filing because of its interest in Sprint HoldCo.
- [F7]Class B Common Units of Clearwire Communications, LLC.
Documents
Issuer
Clearwire Corp /DE
CIK 0001442505
Entity typeother
Related Parties
1- filerCIK 0001450298
Filing Metadata
- Form type
- 4
- Filed
- Dec 21, 7:00 PM ET
- Accepted
- Dec 22, 3:46 PM ET
- Size
- 14.9 KB