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CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
In January 2010, the FASB issued new accounting guidance that requires new disclosures related to fair
value measurements. The new guidance requires separate disclosure for transfers between Level 1 and 2 and the
activities in Level 3 reconciliation on a gross basis. The new accounting guidance is effective for fiscal years and
interim periods beginning after December 15, 2009, except for the new disclosures related to Level 3 activities,
which are effective for fiscal years and interim periods beginning after December 15, 2010. The new accounting
guidance only amended the disclosure requirements related to fair value measurements, therefore we do not
expect the adoption to have any impact on our financial condition or results of operations.
3. Strategic Transactions
Private Placement
On November 9, 2009, we entered into an investment agreement, which we refer to as the Investment
Agreement, with each of Sprint, Comcast Corporation, which we refer to as Comcast, Intel Corporation, which
we refer to as Intel, Time Warner Cable Inc., which we refer to as Time Warner Cable, Bright House Networks,
LLC, which we refer to as Bright House, and Eagle River Holdings LLC, which we refer to as Eagle River, who
we collectively refer to as the Participating Equityholders, providing for additional equity investments by the
Participating Equityholders and new debt investments by certain of these investors. The Investment Agreement
sets forth the terms of the transactions pursuant to which the Participating Equityholders will invest in Clearwire
Communications an aggregate of approximately $1.564 billion in exchange for 213,369,711 shares of Clearwire
Communications non-voting Class B equity interests and Clearwire Communications voting interests, which we
refer to as the Private Placement, and the investment by certain of the Participating Equityholders in senior
secured notes, discussed below, which we refer to as the Rollover Notes, in replacement of equal amounts of
indebtedness under the senior term loan facility that we assumed from Old Clearwire, which we refer to as the
Senior Term Loan Facility.
Additionally, on November 24, 2009, Clearwire Communications completed an offering of $1.85 billion
12% senior secured notes due 2015 (including the Rollover Notes), followed by a second offering of
$920 million 12% senior secured notes due 2015 that closed on December 9, 2009, which we refer to collectively
as the Senior Secured Notes. See Note 10, Long-term Debt.
The Private Placement was to be consummated in three closings. On November 9, 2009, the Participating
Equityholders contributed in aggregate approximately $1.057 billion in cash in exchange for 144,231,268
Clearwire Communications non-voting Class B equity interests, which we refer to as Clearwire Communications
Class B Common Interests, and Clearwire Communications voting interests, which we refer to as Clearwire
Communications Voting Interests, pro rata based on their respective investment amounts. We refer to this closing
as the First Investment Closing. On December 21, 2009, the Participating Equityholders contributed in aggregate
approximately $440.3 million in cash in exchange for 60,066,822 Clearwire Communications Class B Common
Interests and Clearwire Communications Voting Interests. We refer to this closing as the Second Investment
Closing. The remaining approximately $66.5 million to be contributed under the Investment Agreement will
close when certain financial information is provided to Sprint for use in its financial reporting with respect to the
fiscal year ending December 31, 2009. We refer to the consummation of this purchase as the Third Investment
Closing.
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