Sprint - Nextel 2010 Annual Report Download - page 136

the amount of $179.2 million. During 2009, we repaid our senior term loan facility with proceeds from our Senior
Secured Notes and Rollover Notes.
Sprint — Sprint assigned, where possible, certain costs to us based on our actual use of the shared services, which
included office facilities and management services, including treasury services, human resources, supply chain management
and other shared services, up through the Closing. Where direct assignment of costs was not possible or practical, Sprint used
indirect methods, including time studies, to estimate the assignment of its costs to us, which were allocated to us through a
management fee. The allocations of these costs were re-evaluated periodically. Sprint charged us management fees for such
services of $171.1 million in the year ended December 31, 2008. Additionally, we have entered into lease agreements with
Sprint for various switching facilities and transmitter and receiver sites for which we recorded rent expense of $36.4 million in
the year ended December 31, 2008.
Relationships among Certain Stockholders, Directors, and Officers of Clearwire — Sprint, through a wholly-owned
subsidiary Sprint HoldCo LLC, owns the largest interest in Clearwire with an effective voting and economic interest in
Clearwire of approximately 54%, and the Investors collectively owned a 28% interest in Clearwire.
Eagle River is the holder of 35,922,958 shares of our outstanding Class A Common Stock and 2,612,516 shares of our
Class B Common Stock, which represents an approximate 4% ownership interest in Clearwire. Eagle River Inc., which we
refer to as ERI, is the manager of Eagle River. Each entity is controlled by Craig McCaw, a former director of Clearwire.
Mr. McCaw and his affiliates have significant investments in other telecommunications businesses, some of which may
compete with us currently or in the future. It is likely Mr. McCaw and his affiliates will continue to make additional
investments in telecommunications businesses.
As of December 31, 2010, Eagle River held warrants entitling it to purchase 613,333 shares of Class A Common Stock at
an exercise price of $15.00 per share with an expiration date of May 17, 2011, and warrants to purchase 375,000 shares of
Class A Common Stock at an exercise price of $3.00 per share with an expiration date of November 13, 2013.
Certain of our officers and directors provide additional services to Eagle River, ERI and their affiliates for which they are
separately compensated by such entities. Any compensation paid to such individuals by Eagle River, ERI and/or their affiliates
for their services is in addition to the compensation paid by us.
Following the Closing, Clearwire, Sprint, Eagle River and the Investors agreed to enter into an equityholders’ agreement,
which set forth certain rights and obligations of the equityholders with respect to governance of Clearwire, transfer restrictions
on our common stock, rights of first refusal and pre-emptive rights, among other things. In addition, we have also entered into a
number of commercial agreements with Sprint and the Investors which are outlined below.
Additionally, the wife of Mr. Salemme, our former Executive Vice President, Strategy, Policy and External Affairs, who
is now serving as a consultant, is a Group Vice President at Time Warner Cable. She was not directly involved in any of our
transactions with Time Warner Cable.
Davis Wright Tremaine LLP — The law firm of Davis Wright Tremaine LLP serves as our primary outside counsel, and
handles a variety of corporate, transactional, tax and litigation matters. Mr. Wolff, who currently sits on our board of directors
and is our former Chief Executive Officer, is married to a partner at Davis Wright Tremaine LLP. As a partner, Mr. Wolff’s
spouse is entitled to share in a portion of the firm’s total profits, although she has not received any compensation directly from
us. For the years ended December 31, 2010, 2009 and 2008, we paid $3.2 million, $4.1 million and $907,000 to Davis Wright
Tremaine LLP for legal services, respectively. This does not include fees paid by Old Clearwire.
Ericsson, Inc — Ericsson, Inc., which we refer to as Ericsson, provides network deployment services to us, including site
acquisition and construction management services. Dr. Hossein Eslambolchi, who currently sits on
Table of Contents CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS —(CONTINUED)
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