SOURCE: King & Spalding

May 07, 2008 10:38 ET

King & Spalding Advises Sprint Nextel on Merger of Its WiMAX Business With Clearwire and $3.2 Billion Investment by Intel, Google, Comcast, Time Warner Cable and Bright House Networks

New Company to Speed Deployment of First Nationwide Next-Generation Mobile WiMAX Network

ATLANTA, GA and NEW YORK, NY--(Marketwire - May 7, 2008) - King & Spalding, a leading international law firm, announced today that it is representing Sprint Nextel Corporation in its agreement with Clearwire Corporation to combine their next-generation wireless broadband businesses to form a new wireless communications company. The new company, which will be named Clearwire, said it will focus on expediting the deployment of the first nationwide mobile WiMAX network to provide a true mobile broadband experience for consumers, small businesses, medium and large enterprises, public safety organizations and educational institutions.

The agreement calls for Sprint Nextel to contribute all of its 2.5 GHz spectrum and its WiMAX-related assets to a subsidiary of the new Clearwire. Intel Corporation through Intel Capital, Google Inc., Comcast Corporation, Time Warner Cable, Inc. and Bright House Networks will invest an additional $3.2 billion. The implied post-investment equity valuation of the new Clearwire is approximately $14.4 billion based on the target price of $20 per share. The new Clearwire will apply for listing of its common stock on the NASDAQ under the ticker "CLWR."

Subject to possible post-closing adjustments, Sprint Nextel will own approximately 51 percent, Clearwire's former shareholders will own approximately 27 percent and the investors will own approximately 22 percent of the New Clearwire.

Mobile WiMAX is a standards-based wireless broadband technology designed to operate multiple times faster than today's third-generation wireless networks. With embedded chipsets in laptops, phones, PDAs, mobile internet devices and consumer electronic equipment, mobile WiMAX technology is expected to allow users to wirelessly access a range of multimedia applications, such as live videoconferencing, recorded video, games and large data files from anywhere within the network coverage area.

For additional information about WiMAX and Sprint Nextel's agreement with Clearwire, click here.

King & Spalding has represented Sprint Nextel for more than 15 years. During that time, the firm has advised Sprint Nextel on transactions with a total aggregate deal value exceeding $100 billion.

The King & Spalding legal team representing Sprint Nextel is led by partner Michael J. Egan, of the firm's Atlanta office. Other members of the team are the following:

Corporate/ M&A
Stephen M. Wiseman, partner (New York)
E. William Bates, II, partner (New York)
Susan J. Kolodkin, counsel (Atlanta)
Paul G. Prince, counsel (New York)
Amy L. Garvey, associate (Atlanta)
Eric J. Kurtz, associate (Atlanta)
Monika Roth, associate (New York)
Carl E. Smith, associate (New York)
Vanessa Witt, associate (New York)

Tax
Robert G. Woodward, partner (Atlanta)
John K. Sweet, partner (New York)

Employee Benefits
Donald S. Kohla, partner (Atlanta)
Mark P. Kelly, counsel (Atlanta)
Jan G. Marsh, consultant (Atlanta)

Litigation
Daniel J. King, partner (Atlanta)
Richard T. Marooney, Jr., partner (New York)
Paul A. Straus, partner (New York)
Emily J. Culpepper, counsel (Atlanta)
Amy Yervanian, associate (Atlanta)
Shelby Guilbert, associate (Atlanta)
Michael Cates, associate, (Atlanta)
Jessica Rank Divine, associate (New York)

Financial Transactions
Angela L Batterson, partner (New York)
Albert H. Conrad, partner (Atlanta)
Gayle A. Berne, associate (New York)

About King & Spalding

King & Spalding is an international law firm with more than 800 lawyers in Atlanta, Austin, Charlotte, Dubai, Frankfurt, Houston, London, New York, Riyadh (affiliated office), San Francisco, Silicon Valley and Washington, D.C. The firm represents half of the Fortune 100 and in a Corporate Counsel survey in September 2007 was among the top firms representing Fortune 250 companies. For additional information, visit www.kslaw.com.

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