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Clearwire Corp (CLWR) Issues FY13 Retention Plan for Sprint (S) Merger

January 30, 2013 7:49 AM EST Send to a Friend
Clearwire Corp (Nasdaq: CLWR) outlined its 2013 Retention Plan Statement in an SEC 8-K filing Wednesday morning.

The statement read, in part: "During this important time in Clearwire’s history, we recognize the value in retaining our most important resource, our employees. The following is a general summary of retention and severance benefits that you may receive if the pending Sprint (NYSE: S) transaction closes and/or if your employment is terminated under certain circumstances. The following is intended to be a general summary only and the payments and benefits described below are subject to the terms and conditions of all applicable plans and agreements."

Under "Unvested Restricted Stock Units Awarded* On or Before December 17, 2012 RSUs As of June 15, 2013":

In the event the pending Sprint transaction closes, each unvested RSU (Restricted Stock Unit) that was awarded to you on or before December 17, 2012, and that you continue to hold at closing, would be settled for $2.97 in cash and would be reflected in a Restricted Cash Account (“RCA”) and paid out as follows:

* 50% of the RCA balance would be paid as promptly as practicable following closing $ (generally, within 10 days of closing).

* The remaining 50% of the RCA balance would be paid upon the earlier of the original vesting $
schedule of the RSUs or the one year anniversary of closing.

In the event your employment is involuntarily terminated without “cause” prior to the one year anniversary of close you will receive any remaining unpaid amounts from the RCA upon termination.

*Stock options have no current value and will be cancelled for no consideration if the pending Sprint transaction closes.



Cash Retention:

In the event the pending Sprint transaction closes, you would be eligible to participate in a cash retention program. Your cash retention payments would be paid in accordance with the following schedule:
* 2/3 would be paid at or promptly after closing $
* 1/3 would be paid at or promptly after 4.5 months $
following closing
In the event your employment is involuntarily terminated without “cause” after the close and prior to the scheduled payment date you will receive any remaining unpaid cash retention at termination.


For the full filing, click here.

Shares of Clearwire are flat in early trade.




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