Clearwire (CLWR) Enters $83.5M Common Private Placement, Will Buy $100M of Senior Debt
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On March 15, 2012, Clearwire Corporation (Nasdaq: CLWR) and Clearwire Communications LLC entered into securities purchase agreements with certain institutional investors, pursuant to which Clearwire will sell shares of Class A Common Stock for an aggregate price of $83.5 million and Clearwire Communications will repurchase $100.0 million in aggregate principal amount of its 8.25% exchangeable notes due 2040 for a total price equal to the Purchase Price.
Clearwire intends to use the proceeds of the sale of the Class A Common Stock to contribute to Clearwire Communications to allow it to repurchase $100.0 million in aggregate principal amount of its 8.25% exchangeable notes due 2040, plus accrued but unpaid interest thereon to, but excluding, March 22, 2012, held by the institutional investors. The price per share will be determined based upon the daily volume weighted average price of our Class A Common Stock on the NASDAQ Global Select Market for the five trading days commencing March 15, 2012, subject to a minimum price and a maximum price per share. The total number of shares sold will be equal to the quotient obtained by dividing the Purchase Price by the price per share, and will be between 37,964,015 and 41,760,417 shares.
The shares of Class A Common Stock will be issued pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission.
Clearwire intends to use the proceeds of the sale of the Class A Common Stock to contribute to Clearwire Communications to allow it to repurchase $100.0 million in aggregate principal amount of its 8.25% exchangeable notes due 2040, plus accrued but unpaid interest thereon to, but excluding, March 22, 2012, held by the institutional investors. The price per share will be determined based upon the daily volume weighted average price of our Class A Common Stock on the NASDAQ Global Select Market for the five trading days commencing March 15, 2012, subject to a minimum price and a maximum price per share. The total number of shares sold will be equal to the quotient obtained by dividing the Purchase Price by the price per share, and will be between 37,964,015 and 41,760,417 shares.
The shares of Class A Common Stock will be issued pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission.
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