SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
[Rule 13d-101]
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 4)*
Clearwire Corporation
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
18538Q105
(CUSIP Number)
Pamela E. Powers
Executive Vice President, Secretary and Treasurer
Crest Financial Limited
JP Morgan Chase Tower
600 Travis, Suite 6800
Houston, TX 77002
Tel: (713) 222 6900
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
Copies to:
Stephen M. Gill
Kai Haakon E. Liekefett
Vinson & Elkins LLP
First City Tower
1001 Fannin Street, Suite 2500
Houston, TX 77002
Tel: (713) 758 2222
March 19, 2013
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
1 |
Names of Reporting Persons
Crest Financial Limited | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC, SC | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
36,183,649 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
36,183,649 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
36,183,649 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
5.18%(1) | |||||
14 | Type of Reporting Person (See Instructions)
PN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Crest Investment Company | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
36,183,649 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
36,183,649 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
36,183,649 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
5.18%(1) | |||||
14 | Type of Reporting Person (See Instructions)
CO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Jamal and Rania Daniel Revocable Trust | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
36,183,649 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
36,183,649 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
36,183,649 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
5.18%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Jamal Daniel | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
36,183,649 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
36,183,649 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
36,183,649 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
5.18%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Rania Daniel | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
36,183,649 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
36,183,649 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
36,183,649 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
5.18%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
DTN LNG, LLC | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
9,623,249 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
9,623,249 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
9,623,249 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.38%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
DTN Investments, LLC | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC, OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
10,173,249 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
10,173,249 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
10,173,249 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.46%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Daria Daniel 2003 Trust | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
3,391,083 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
3,391,083 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,391,083 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.49%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Thalia Daniel 2003 Trust | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
3,391,083 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
3,391,083 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,391,083 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.49%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Naia Daniel 2003 Trust | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Texas | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
3,391,083 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
3,391,083 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,391,083 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.49%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
John M. Howland | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
PF, OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
23,000 | ||||
8 | Shared Voting Power
10,173,249 | |||||
9 | Sole Dispositive Power
23,000 | |||||
10 | Shared Dispositive Power
10,173,249 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
10,196,249 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.46%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Eric E. Stoerr | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
PF | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
22,000 | ||||
8 | Shared Voting Power
0 | |||||
9 | Sole Dispositive Power
22,000 | |||||
10 | Shared Dispositive Power
0 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
22,000 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.00%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Halim Daniel 2012 Trust | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC, OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Cayman Islands | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
11,051,521 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
11,051,521 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
11,051,521 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.58%(1) | |||||
14 | Type of Reporting Person (See Instructions)
OO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Halim Daniel | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
PF | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Lebanon | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
200,000 | ||||
8 | Shared Voting Power
11,051,521 | |||||
9 | Sole Dispositive Power
200,000 | |||||
10 | Shared Dispositive Power
11,051,521 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
11,251,521 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.61%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Michael Wheaton | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
OO | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Cayman Islands | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
11,051,521 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
11,051,521 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
11,051,521 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
1.58%(1) | |||||
14 | Type of Reporting Person (See Instructions)
IN |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Uniteg Holding SA | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Switzerland | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
600,000 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
600,000 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
600,000 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.09%(1) | |||||
14 | Type of Reporting Person (See Instructions)
CO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Mila Hotels International SA | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Switzerland | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
300,000 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
300,000 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
300,000 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.04%(1) | |||||
14 | Type of Reporting Person (See Instructions)
CO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
1 |
Names of Reporting Persons
Crest Switzerland LLC | |||||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC Use Only
| |||||
4 | Source of Funds (See Instructions)
WC | |||||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
| |||||
6 | Citizenship or Place of Organization
Delaware | |||||
Number of Shares Beneficially Owned by Each Reporting Person With
|
7 | Sole Voting Power
0 | ||||
8 | Shared Voting Power
600,000 | |||||
9 | Sole Dispositive Power
0 | |||||
10 | Shared Dispositive Power
600,000 | |||||
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person
600,000 | |||||
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| |||||
13 | Percent of Class Represented by Amount in Row (11)
0.09%(1) | |||||
14 | Type of Reporting Person (See Instructions)
CO |
(1) | Based on the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013, there were 699,157,146 shares of Class A common stock outstanding as of March 7, 2013. |
This Amendment No. 4 (this Amendment) amends and supplements the Statement on Schedule 13D (the Schedule 13D) of Crest Financial Limited (CFL), Crest Investment Company (CIC), the Jamal and Rania Daniel Revocable Trust (the Jamal and Rania Daniel Trust), Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC (DTN LNG), DTN Investments, LLC (DTN Investments), the Daria Daniel 2003 Trust (the Daria Daniel Trust), the Thalia Daniel 2003 Trust (the Thalia Daniel Trust), the Naia Daniel 2003 Trust (the Naia Daniel Trust), Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust (the Halim Daniel Trust), Mr. Michael Wheaton, solely in his capacity as trustee of the Halim Daniel Trust, Mr. Halim Daniel, Uniteg Holding SA (Uniteg), Mila Hotels International SA (Mila) and Crest Switzerland, LLC (Crest Switzerland and, together with CFL, CIC, the Jamal and Rania Daniel Trust, Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, DTN Investments, the Daria Daniel Trust, the Thalia Daniel Trust, the Naia Daniel Trust, Mr. Howland, Mr. Stoerr, the Halim Daniel Trust, Mr. Wheaton, Mr. Halim Daniel, Uniteg, Mila and Crest Switzerland, the Reporting Persons) that was filed in respect of Clearwire Corporation (the Issuer) on June 1, 2012 and amended by Amendment No. 1 filed on November 7, 2012 (Amendment No. 1), Amendment No. 2 filed on December 18, 2012 (Amendment No. 2) and Amendment No. 3 filed on March 13, 2013 (Amendment No. 3).
Item 4. | Purpose of Transaction. |
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs after the third paragraph thereof:
CFL recently engaged the proxy solicitation firm D.F. King & Co., Inc. (DF King) to assist CFL in its opposition against the proposed merger of the Issuer with Sprint Nextel Corporation (the Sprint-Clearwire Merger).
On March 19, 2013, CFL made a demand to obtain a stockholder list and certain related records of the Issuer pursuant to Section 220 of the Delaware General Corporation Law (the Demand Letter). CFL intends to use this information to communicate with other stockholders of the Issuer regarding the corporate affairs of the Issuer, including, without limitation, the solicitation of proxies regarding the proposed Sprint-Clearwire Merger. A copy of the Demand Letter is attached hereto as Exhibit 2 and is incorporated herein by reference. The description herein of the Demand Letter is qualified in its entirety by reference to the Demand Letter.
On March 20, 2013, CFL issued a press release (the Press Release). A copy of the Press Release is attached hereto as Exhibit 3. In the Press Release, CFL announces the engagement of DF King and the demand of the Issuers stockholder list.
CFL INTENDS TO FILE OTHER DOCUMENTS WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE SEC) REGARDING THE PROPOSED SPRINT-CLEARWIRE MERGER. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF THE ISSUER ARE URGED TO READ SUCH OTHER DOCUMENTS REGARDING THE PROPOSED MERGER, CAREFULLY IN THEIR ENTIRETY, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. INVESTORS AND SECURITY HOLDERS OF THE ISSUER MAY OBTAIN FREE COPIES OF OTHER DOCUMENTS FILED WITH, OR FURNISHED TO, THE SEC BY CFL AT THE SECS WEBSITE AT WWW.SEC.GOV.
Item 5. | Interest in Securities of the Issuer. |
Item 5 of the Schedule 13D is hereby amended by restating the first paragraph thereof as follows:
(a) The Reporting Persons may be deemed to be the beneficial owner of, in the aggregate, 57,653,419 Purchased Shares, representing approximately 8.2% of the outstanding Shares based upon the 699,157,146 Shares stated to be outstanding as of March 7, 2013 according to the Issuers Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A filed on March 12, 2013.
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
Item 6 of the Schedule 13D is hereby amended and restated in its entirety as follows:
Other than Asset Purchase Agreement as described in Item 3 hereof (which has been fully performed by the parties thereto in 2004), the Joint Filing Agreement attached hereto as Exhibit 1, the Demand Letter attached hereto as Exhibit 2, the Press Release attached hereto as Exhibit 3, the Press Release attached to Amendment No. 3 as Exhibit 2, the FCC Letter and the Report attached to Amendment No. 3 as Exhibit 3, the Press Release attached to Amendment No. 2 as Exhibit 2, the Stockholder Letter attached to Amendment No. 1 as Exhibit 2 and the Press Release attached to Amendment No. 1 as Exhibit 3, neither the Reporting Persons nor, to the best of the Reporting Persons knowledge, any person named on Schedule A hereto, has any contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to, transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.
Item 7. | Material to be Filed as Exhibits. |
The following documents are filed as exhibits:
Exhibit |
Exhibit Name | |
Exhibit 1 | Joint Filing Agreement dated as of March 19, 2013, among Crest Financial Limited, Crest Investment Company, the Jamal and Rania Daniel Revocable Trust, Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC, DTN Investments, LLC, the Daria Daniel 2003 Trust, the Thalia Daniel 2003 Trust, the Naia Daniel 2003 Trust, Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust, Mr. Michael Wheaton, Mr. Halim Daniel, Uniteg Holding SA, Mila Hotels International SA and Crest Switzerland, LLC | |
Exhibit 2 | Demand Letter to Clearwire Corporation by Crest Financial Limited dated as of March 19, 2013 | |
Exhibit 3 | Press Release by Crest Financial Limited dated as of March 20, 2013 |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: March 19, 2013
CREST FINANCIAL LIMITED | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Executive Vice President, Secretary and Treasurer | |||
CREST INVESTMENT COMPANY | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Executive Vice President, CFO and Treasurer | |||
JAMAL AND RANIA DANIEL REVOCABLE TRUST | ||||
by | /s/ Jamal Daniel | |||
Name: | Jamal Daniel | |||
Title: | Trustee |
JAMAL DANIEL | ||||
by | /s/ Jamal Daniel | |||
Name: | Jamal Daniel | |||
RANIA DANIEL | ||||
by | /s/ Rania Daniel | |||
Name: | Rania Daniel | |||
DTN LNG, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager, President, Secretary and Treasurer | |||
DTN INVESTMENTS, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager, President, Secretary and Treasurer | |||
DARIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee | |||
THALIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee | |||
NAIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee |
JOHN M. HOWLAND | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
ERIC E. STOERR | ||||
by | /s/ Eric E. Stoerr | |||
Name: | Eric E. Stoerr | |||
HALIM DANIEL 2012 TRUST | ||||
by | /s/ Michael Wheaton | |||
Name: | Michael Wheaton | |||
Title: | Trustee | |||
HALIM DANIEL | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel | |||
MICHAEL WHEATON | ||||
by | /s/ Michael Wheaton | |||
Name: | Michael Wheaton | |||
UNITEG HOLDING SA | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel | |||
Title: | President | |||
MILA HOTELS INTERNATIONAL SA | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel | |||
Title: | President | |||
CREST SWITZERLAND, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager |
EXHIBIT INDEX
Exhibit |
Exhibit Name | |
Exhibit 1 | Joint Filing Agreement dated as of March 19, 2013, among Crest Financial Limited, Crest Investment Company, the Jamal and Rania Daniel Revocable Trust, Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC, DTN Investments, LLC, the Daria Daniel 2003 Trust, the Thalia Daniel 2003 Trust, the Naia Daniel 2003 Trust, Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust, Mr. Michael Wheaton, Mr. Halim Daniel, Uniteg Holding SA, Mila Hotels International SA and Crest Switzerland, LLC | |
Exhibit 2 | Demand Letter to Clearwire Corporation by Crest Financial Limited dated as of March 19, 2013 | |
Exhibit 3 | Press Release by Crest Financial Limited dated as of March 20, 2013 |
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A Common Stock of Clearwire Corporation and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 19th day of March, 2013.
CREST FINANCIAL LIMITED | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Executive Vice President, Secretary and Treasurer | |||
CREST INVESTMENT COMPANY | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Executive Vice President, CFO and Treasurer | |||
JAMAL AND RANIA DANIEL REVOCABLE TRUST | ||||
by | /s/ Jamal Daniel | |||
Name: | Jamal Daniel | |||
Title: | Trustee | |||
JAMAL DANIEL | ||||
by | /s/ Jamal Daniel | |||
Name: | Jamal Daniel | |||
RANIA DANIEL | ||||
by | /s/ Rania Daniel | |||
Name: | Rania Daniel | |||
DTN LNG, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager, President, Secretary and Treasurer |
DTN INVESTMENTS, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager, President, Secretary and Treasurer | |||
DARIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee | |||
THALIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee | |||
NAIA DANIEL TRUST | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
Title: | Trustee | |||
JOHN M. HOWLAND | ||||
by | /s/ John M. Howland | |||
Name: | John M. Howland | |||
ERIC E. STOERR | ||||
by | /s/ Eric E. Stoerr | |||
Name: | Eric E. Stoerr | |||
HALIM DANIEL 2012 TRUST | ||||
by | /s/ Michael Wheaton | |||
Name: | Michael Wheaton | |||
Title: | Trustee | |||
HALIM DANIEL | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel |
MICHAEL WHEATON | ||||
by | /s/ Michael Wheaton | |||
Name: | Michael Wheaton | |||
UNITEG HOLDING SA | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel | |||
Title: | President | |||
MILA HOTELS INTERNATIONAL SA | ||||
by | /s/ Halim Daniel | |||
Name: | Halim Daniel | |||
Title: | President | |||
CREST SWITZERLAND, LLC | ||||
by | /s/ Pamela E. Powers | |||
Name: | Pamela E. Powers | |||
Title: | Manager |
Exhibit 2
March 19, 2013
Clearwire Corporation
1475 120th Avenue NE
Attention: Mr. Erik Prusch
President and Chief Executive Officer
Bellevue, WA 98005
Re: | Request for Stocklist Materials |
Dear Mr. Prusch:
Crest Financial Limited, a Texas limited partnership (the Requesting Stockholder), is the beneficial owner of at least 100 shares of Class A common stock, par value $0.0001 per share, of Clearwire Corporation, a Delaware corporation (the Company). Attached hereto as Exhibit A is documentary evidence of the Requesting Stockholders beneficial ownership of at least 100 shares of Class A common stock of the Company as of March 19, 2013, and such documentary evidence is a true and correct copy of what it purports to be. The Requesting Stockholder continues to own the shares reflected on Exhibit A.
Pursuant to Section 220 of the Delaware General Corporation Law (the DGCL), the Requesting Stockholder hereby demands, during the Companys usual hours for business, to inspect, and to make copies and extracts from, the Companys stock ledger and list of stockholders, including the following information:
(a) A complete record or list of the holders of (i) shares of the Companys capital stock (Stock) and (ii) warrants, rights and options entitling the holders thereof to purchase from the Company shares of Stock (Rights), in each case (i) and (ii) certified by the Company or its transfer agent and showing in respect of each such holder (A) the name, last known business, residence or mailing address, and telephone number of each such holder; (B) the number of shares of Stock and Rights held by each such holder; (C) the name of such holder on each certificate; (D) all existing certificate numbers for such holder; (E) the date each certificate was issued to each such holder; (F) the amount of each such holders shares of Stock or Rights represented by each certificate number; and (G) any indications that any such holders certificate is restricted in any way, including any transfer restrictions on such certificate.
(b) A complete record or list of the holders of Stock and Rights who are participants in any employee stock ownership, stock purchase, stock option, retirement, restricted stock, incentive, profit sharing, dividend reinvestment or any similar plan of the Company in which voting of shares under the plan is controlled, directly or indirectly, individually or collectively, by such plans participants, showing in respect of each such holder (i) the name, last known business, residence or mailing address, and telephone number of each such holder; (ii) the number of shares of Stock and Rights attributable to each such participant in any such plan; and (iii) the name, business address and telephone number of the trustee or administrator of any such plan, and a detailed explanation of the voting treatment not only of shares of Stock for which the
trustee or administrator receives instructions from participants, but also shares of Stock for which either they do not receive instructions or shares of Stock which are outstanding in any such plan but are unallocated to any participant.
(c) A complete record or list of the holders of Stock and Rights and respondent banks who have elected to receive electronic copies of proxy materials with respect to meetings of stockholders of the Company pursuant to Rule 14a-16(j)(2) of the Exchange Act.
(d) All transfer journals and daily transfer sheets showing changes in the names, addresses and number of shares of holders of Stock or Rights which are in or come into the possession of the Company or any of its transfer agents or registrars, or which can reasonably be obtained from brokers, dealers, banks, clearing agencies, voting trustees or their respective nominees.
(e) All information in or which comes into possession or control of the Company or any of its transfer agents or registrars, or which can reasonably be obtained from brokers, dealers, banks, clearing agencies, voting trustees or their respective nominee, concerning the names, addresses and number of shares of Stock and Rights held by the participating brokers and banks named in the individual nominee names of Cede & Co. or other similar depositories or nominees, including respondent bank lists.
(f) All information in or that comes into the Companys possession, or that can reasonably be obtained from brokers, dealers, banks, clearing agencies, voting trustees or their respective nominee (including Broadridge Financial Services), relating to the names of the beneficial owners of Stock or Rights pursuant to Rule 14b-1(c) or Rule 14b-2(c) under the Securities Exchange Act of 1934, as amended, including a Non Objecting Beneficial Owners or NOBO list.
(g) All stop lists or stop transfer lists relating to any shares of Stock or Rights.
(h) In respect of all information referred to in paragraphs (a) through (g) above, (i) electronic media containing such information, (ii) the computer processing data necessary for the Requesting Stockholder to make use of such information on electronic media, and (iii) a hard copy printout of such information for verification purposes (all information referred to in paragraphs (a) through (h) above, collectively, the Stocklist Materials).
(i) A complete copy of the Companys bylaws (the Bylaws).
The Requesting Stockholder demands that all Stocklist Materials and the Bylaws be made available to the Requesting Stockholder or its designees, as of the most recent date available, no later than the fifth business day after the date hereof. In addition, the Requesting Stockholder demands that (i) any updates, changes, modifications, corrections, additions or deletions to any of the Stocklist Materials (including, for the avoidance of doubt, daily DTC updates) be immediately furnished to the Requesting Stockholder as such updates, modifications, additions or deletions become available to the Company, its agents or other representatives; and (ii) all
2
Stocklist Materials be confirmed or updated and immediately furnished to the Requesting Stockholder as of the record date (the Record Date) in respect of the special meeting (the Special Meeting) of the stockholders of the Company to consider the Companys proposals in respect of the Agreement and Plan of Merger, dated as of December 17, 2012, as amended from time to time, among Sprint Nextel Corporation, Collie Acquisition Corp., a wholly-owned subsidiary of Sprint, and the Company, as set forth in the proxy statement of the Company filed with the Securities and Exchange Commission on February 1, 2013, as amended on March 2, 2013 and from time to time thereafter. Lastly, the Requesting Stockholder demands that any and all changes whatsoever to the Bylaws made hereafter through the Special Meeting, including, without limitation, any amendment to the existing Bylaws, any adoption of any new Bylaws or deletions of any of the existing Bylaws, be immediately furnished to the Requesting Stockholder.
The purpose of this demand is to enable the Requesting Stockholder to communicate with fellow stockholders of the Company regarding the corporate affairs of the Company, including, without limitation, the solicitation of proxies regarding the Companys proposals to be considered at the Special Meeting.
The Requesting Stockholder has designated to conduct the inspection of the Stocklist Materials requested herein: (i) Vinson & Elkins L.L.P. and its partners, associates, employees and other persons designated by Vinson & Elkins L.L.P.; and (ii) D.F. King & Co., Inc., its directors, officers, employees and other persons designated by D.F. King & Co., Inc. A copy of the power-of-attorney granted to such designees is attached hereto as Exhibit B. The Requesting Stockholder will pay the reasonable costs of obtaining the Stocklist Materials and the Bylaws and agrees to keep the Stocklist Materials confidential pursuant to the confidentiality agreement attached hereto as Exhibit C.
Pursuant to Section 220 of the DGCL, the Company is required to respond to this demand within five business days of the date hereof. Accordingly, please advise the Requesting Stockholders counsel at Vinson & Elkins L.L.P., Stephen M. Gill, Esq., at 713.758.4458 and Kai Haakon E. Liekefett, Esq., at 713.758.3839, as promptly as practicable within the requisite timeframe, when and where the Stocklist Materials will be made available to the Requesting Stockholder or its designees. If the Company contends that this demand is incomplete or is otherwise deficient in any respect, please notify the Requesting Stockholder immediately in writing, with a copy to (i) Stephen M. Gill, Esq., Vinson & Elkins L.L.P., 1001 Fannin Street, Suite 2500, Houston, Texas 77002-6706, telephone number 713.758.4458, facsimile number 713.615.5956, and email sgill@velaw.com; and (ii) Kai Haakon E. Liekefett, Esq., Vinson & Elkins L.L.P., 1001 Fannin Street, Suite 2500, Houston, Texas 77002-6706, telephone number 713.758.3839, facsimile number 713.615.5678, and email kliekefett@velaw.com, setting forth the facts or law that the Company contends support its position and specifying any additional information believed to be required. In the absence of such prompt notice, the Requesting Stockholder will assume that the Company agrees that this demand complies in all respects with the requirements of the DGCL.
Very truly yours, | ||
CREST FINANCIAL LIMITED | ||
/s/ Dave Schumacher | ||
Name: | Dave Schumacher | |
Title: | General Counsel |
3
Exhibit 3
FOR IMMEDIATE RELEASE:
Contact: Jeffrey Birnbaum, (202) 661-6367, JBirnbaum@BGRPR.com
Crest Financial Limited Makes Demand for Clearwires Shareholders List and Hires Proxy Solicitation Firm D.F. King & Co.
HOUSTON, March 20, 2013 Crest Financial Limited, a Texas-based investment company, announced today that it has hired proxy-solicitation firm D. F. King & Co., Inc. to help it oppose the proposed acquisition of Clearwire Corporation (NASDAQ: CLWR) by Sprint Nextel Corporation. As part of this effort, Crest has demanded that Clearwire make available the companys list of shareholders. Crest is the largest Clearwire shareholder unaligned with Sprint, holding approximately 3.9% of all common stock of Clearwire.
The Sprint-Clearwire merger agreement requires the approval of holders of a majority of the Clearwire common stock not held by Sprint, which means that the transaction would not be approved if shareholders with approximately 25% of all common stock of Clearwire either vote against the merger or do not vote at all. Accordingly, in addition to the Clearwire shares held by Crest, only approximately 21.1% of the other shareholders need to vote against the Sprint-Clearwire merger or not vote at all in order to block the transaction.
Crest has filed a lawsuit in Delaware against Sprint and the directors of Clearwire because Crest believes that the defendants breached their fiduciary duties by scheming to extract value from Clearwire at the expense of the minority shareholders. Crest has also petitioned the Federal Communications Commission in Washington, D.C., to stop the proposed Softbank-Sprint and Sprint-Clearwire mergers because they would treat minority shareholders of Clearwire unfairly and the mergers would not be in the publics best interest. A copy of Crests petition can be found here: www.bancroftpllc.com/crest.
Crest Financial believes that Clearwires shareholders will reject Sprints unfair offer for Clearwire, Dave Schumacher, Crests general counsel, said. Our actions today are aimed at achieving this result. Crest is determined to do whatever it can to stop Sprints efforts to extract for itself the value of Clearwires trove of wireless spectrum and to harm minority shareholders and the public interest. We look forward to sharing with Clearwires minority shareholders more information on Sprints coercive merger offer.
D. F. King & Co. is a leading full-service proxy solicitation and corporate communications firm. It specializes in proxy contests and tender offers.
Important Legal Information
Crest intends to file other documents with the U.S. Securities and Exchange Commission (the SEC) regarding the proposed acquisition of Clearwire, as contemplated by the Agreement and Plan of Merger dated as of December 17, 2012 among Clearwire, Sprint Nextel Corporation, a Kansas corporation (Sprint), and Collie Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Sprint. Before making any voting or investment decision, investors and security holders of Clearwire are urged to read such other documents regarding the proposed acquisition, carefully in their entirety, because they contain important information about the proposed transaction. Investors and security holders of Clearwire may obtain free copies of other documents filed with, or furnished to, the SEC by Crest at the SECs website at www.sec.gov.
Forward-looking Statements
Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as believe, expect, anticipate, intend, plan, should, may, will, believes, continue, strategy, position or the negative of those terms or other variations of them or by comparable terminology.