Sprint Announces the Expected Execution of Supplemental Indenture by its Subsidiaries, Clearwire Communications LLC and Clearwire Finance, Inc., with Respect to their 8.25% Exchangeable Notes due 2040
Extends Expiration Time with Respect to Consent Solicitation Relating to their 14.75% Senior Secured Notes due 2016
OVERLAND PARK, Kan. (BUSINESS WIRE), October 17, 2013 - Sprint Corporation (“Sprint”) (NYSE:S) announced today that Clearwire Communications LLC and Clearwire Finance, Inc. (together, the “Issuers”), its wholly-owned subsidiaries, expect to enter into a supplemental indenture to amend the indenture governing the Issuers’ 8.25% Exchangeable Notes due 2040 (the “2040 Notes”). The amendments will (i) permit the periodic reports filed by Sprint, the indirect public parent of the Issuers, with the Securities and Exchange Commission to satisfy the Issuers’ public reporting and related obligations in the event that Sprint and Sprint Communications, Inc, in their sole discretion, irrevocably and unconditionally guarantee the 2040 Notes and (ii) provide that the Issuers will use commercially reasonable efforts to obtain credit ratings for the 2040 Notes from two rating agencies on or before December 31, 2013, or, if not obtained by such date, as soon as reasonably practicable thereafter. Pursuant to their consent solicitation, the Issuers received the consents of holders of a majority of the aggregate principal amount of the 2040 Notes to effect the amendments prior to the expiration time of 5:00 p.m., New York City time, on October 16, 2013. As a result, the Issuers expect to enter into a supplemental indenture giving effect to the amendments and to make cash payments of $2.50 for each $1,000 in aggregate principal amount of 2040 Notes for which consent was provided.
Sprint also announced today that the Issuers have extended the expiration time with respect to their previously announced consent solicitation to effect certain proposed amendments to the indenture governing their 14.75% Senior Secured Notes due 2016 (the “2016 Notes”) to 5:00 p.m., New York City time, on October 18, 2013.
This press release does not set forth all of the terms and conditions of the consent solicitation. Holders of 2016 Notes should carefully read the consent solicitations statement dated October 9, 2013 (as amended and supplemented) and the accompanying materials for a complete description of all terms and conditions before making any decision with respect to the consent solicitation. Additional information concerning the terms and conditions of the consent solicitation, and the procedure for delivering consents, may be obtained from the solicitation agent, BofA Merrill Lynch at (888) 292-0070 (toll free) or (980) 388-3646 (collect). Copies of the consent solicitations statement and related documents may be obtained from the information agent, D.F. King & Co, Inc., by calling (800) 431-9633 or (212) 269-5550 for banks and brokers or by email firstname.lastname@example.org. The Issuers, Sprint Corporation, Sprint Communications, Inc., the trustee with respect to the 2016 Notes, the solicitation agent and the information agent or the tabulation and payment agent do not make any recommendation as to whether or not any holder should consent to the proposed amendments.
This announcement is for information purposes only and is neither an offer to sell or guarantee nor a solicitation of an offer to buy any series of notes or any other securities. This announcement is also not a solicitation of consents with respect to the proposed amendments or any securities. The solicitations of consents are not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitations under applicable state or foreign securities or “blue sky” laws.