Clearwire (CLWR) Announces 216.57M Common Rights Offering
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Clearwire Corporation (NASDAQ: CLWR) announced today that it has filed a registration statement on Form S-3 with the Securities and Exchange Commission for its previously announced rights offering. The registration statement is automatically effective as of December 21, 2009. Clearwire will commence the rights offering to holders of its Class A common stock, par value $0.0001 per share (and holders of warrants and employee equity incentives, as required by their terms) as of 5:00 p.m., New York City time, on December 17, 2009, the record date for the rights offering.
Under the terms of the rights offering, Clearwire is distributing at no charge to the holders of its Class A common stock at 5:00 p.m., New York City time, on the record date for the rights offering, one transferable subscription right for each share of Class A common stock then owned, up to an aggregate of 216,566,652 rights (which includes 103,083,055 rights to be issued to certain stockholders who, on their own behalf, have agreed not to exercise or transfer any rights they receive pursuant to the rights offering, subject to limited exceptions). Each right will be exercisable to purchase 0.4336 shares at an exercise price of $7.33 per share. The subscription rights are exercisable for up to an aggregate of 93,903,300 shares of Clearwire's Class A common stock. The subscription rights will be exercisable until 5:00 p.m., New York City time, on June 21, 2010, unless Clearwire extends the expiration date. The rights will be transferable and have been approved for listing on the NASDAQ Global Select Market under the symbol "CLWRR."
If all of the rights are exercised the total purchase price for the shares offered in this rights offering to be approximately $361 million, assuming full participation (not including the exercise of rights held by certain stockholders who, on their own behalf, have agreed not to exercise or transfer any rights they receive pursuant to the rights offering, subject to limited exceptions). Clearwire intends to use the proceeds from the rights offering for general corporate purposes, including the deployment of Clearwire's 4G mobile WiMAX network.
Under the terms of the rights offering, Clearwire is distributing at no charge to the holders of its Class A common stock at 5:00 p.m., New York City time, on the record date for the rights offering, one transferable subscription right for each share of Class A common stock then owned, up to an aggregate of 216,566,652 rights (which includes 103,083,055 rights to be issued to certain stockholders who, on their own behalf, have agreed not to exercise or transfer any rights they receive pursuant to the rights offering, subject to limited exceptions). Each right will be exercisable to purchase 0.4336 shares at an exercise price of $7.33 per share. The subscription rights are exercisable for up to an aggregate of 93,903,300 shares of Clearwire's Class A common stock. The subscription rights will be exercisable until 5:00 p.m., New York City time, on June 21, 2010, unless Clearwire extends the expiration date. The rights will be transferable and have been approved for listing on the NASDAQ Global Select Market under the symbol "CLWRR."
If all of the rights are exercised the total purchase price for the shares offered in this rights offering to be approximately $361 million, assuming full participation (not including the exercise of rights held by certain stockholders who, on their own behalf, have agreed not to exercise or transfer any rights they receive pursuant to the rights offering, subject to limited exceptions). Clearwire intends to use the proceeds from the rights offering for general corporate purposes, including the deployment of Clearwire's 4G mobile WiMAX network.
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