Sprint - Nextel 2008 Annual Report Download - page 135

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CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
As of December 31, 2009, $2.71 billion in aggregate principal amount was outstanding under the Senior
Secured Notes and Rollover Notes. The weighted effective interest rate of the Senior Secured Notes and Rollover
Notes was 13.02% at December 31, 2009.
The holders of the Senior Secured Notes and Rollover Notes have the right to require us to repurchase all of
the notes upon the occurrence of a change of control event or a sale of certain assets at a price of 101% of the
principal amount or 100% of the principal amount, respectively, plus any unpaid accrued interest to the
repurchase date. Prior to December 1, 2012, we may redeem up to 35% of the aggregate principal amount of the
Senior Secured Notes at a redemption price of 112% of the aggregate principal amount, plus any unpaid accrued
interest to the repurchase date. After December 1, 2012, we may redeem all or a part of the Senior Secured Notes
by paying a make-whole premium as stated in the terms, plus any unpaid accrued interest to the repurchase date.
Our payment obligations under the Senior Secured Notes and Rollover Notes are guaranteed by certain
domestic subsidiaries on a senior basis and secured by certain assets of such subsidiaries on a first-priority lien.
The Senior Secured Notes and Rollover Notes contain limitations on our activities, which among other things
include incurring additional indebtedness and guarantee indebtedness; making distributions or payment of
dividends or certain other restricted payments or investments; making certain payments on indebtedness; entering
into agreements that restrict distributions from restricted subsidiaries; selling or otherwise disposing of assets;
merger, consolidation or sales of substantially all of our assets; entering transactions with affiliates; creating
liens; issuing certain preferred stock or similar equity securities and making investments and acquiring assets.
Future payments of interest and principal on our Senior Secured Notes and Rollover Notes, for the
remaining years are as follows (in thousands):
Years Ending December 31,
Principal Interest
2010 ....................................................... $ — $ 333,644
2011 ....................................................... 332,699
2012 ....................................................... 332,699
2013 ....................................................... 332,699
2014 ....................................................... 332,699
2015 ....................................................... 2,772,494 332,699
$2,772,494 $1,997,139
Senior Term Loan Facility — In conjunction with the Transactions, we assumed from Old Clearwire the
Senior Term Loan Facility, which had a balance as of the Closing of $1.19 billion, net of discount. The Senior
Term Loan Facility was set to be due in 2011, but was repaid with the proceeds from the Senior Secured Notes
and Rollover Notes. As of December 31, 2008, $1.41 billion in aggregate principal amount was outstanding
under the Senior Term Loan Facility.
Interest Expense — Interest expense included in our consolidated statements of operations for the years
ended December 31, 2009, 2008 and 2007, consisted of the following (in thousands):
Year Ended December 31,
2009 2008 2007
Interest coupon ........................................... $145,453 $19,347 $—
Accretion of debt discount ................................... 64,183 1,667 —
Capitalized interest ........................................ (140,168) (4,469) —
$ 69,468 $16,545 $—
F-69