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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of Clearwire Corporation
Bellevue, Washington
We have audited the accompanying consolidated balance sheets of Clearwire Corporation and subsidiaries (the “Company”
) as of December 31, 2012
and 2011, and the related consolidated statements of operations, cash flows, stockholders' equity, and comprehensive loss for each of the three years
in the period ended December 31, 2012. These financial statements are the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of Clearwire Corporation and
subsidiaries as of December 31, 2012 and 2011, and the results of their operations and their cash flows for each of the three years in the period ended
December 31, 2012, in conformity with accounting principles generally accepted in the United States of America.
As discussed in Note 1 to the consolidated financial statements, on December 17, 2012, the Company entered into a merger agreement with Sprint
Nextel Corporation (“Sprint”
), pursuant to which Sprint agreed to acquire all of the outstanding shares of the Company's common stock not currently
owned by Sprint. In connection with the merger agreement, on December 17, 2012, the Company entered into a financing arrangement with Sprint. See
Note 1 to the consolidated financial statements for a summary of the terms and conditions of the merger agreement and financing arrangement with
Sprint, the uncertainties associated with the funding available under the financing arrangement, and the related potential impact of such uncertainties
on the Company's need for liquidity in the next twelve months.
/s/ Deloitte & Touche LLP
Seattle, Washington
February 13, 2013
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