Sprint - Nextel 2013 Annual Report Download - page 192

Table of Contents
Index to Consolidated Financial Statements
CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — ( CONTINUED)
_______________________________________
Notes
2015 Senior Secured Notes — During the fourth quarter of 2009, Clearwire Communications completed offerings of $2.52 billion 12% senior secured notes
due 2015, which we refer to as the 2015 Senior Secured Notes. The 2015 Senior Secured Notes provide for bi
- annual payments of interest in June and December.
In connection with the issuance of the 2015 Senior Secured Notes, we also issued $252.5 million of notes to Sprint and Comcast with identical terms as the 2015
Senior Secured Notes in replacement of equal amounts of indebtedness under the senior term loan facility.
During December 2010, Clearwire Communications issued an additional $175.0 million of 2015 Senior Secured Notes with substantially the same terms.
The holders of the 2015 Senior Secured Notes have the right to require us to repurchase all of the notes upon the occurrence of certain change of control
events 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. Change of control excludes a change of control by permitted holders including, but not limited to, Sprint, any of its successors and its
respective affiliates. As of December 1, 2012, we may redeem all or a part of the 2015 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 2015 Senior Secured Notes are guaranteed by certain domestic subsidiaries on a senior basis and secured by certain
assets of such subsidiaries on a first
- priority lien basis. The 2015 Senior Secured 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
F - 71
December 31, 2012
Interest
Rates
Effective
Rate(1)
Maturities
Par
Amount
Net
Discount
Carrying
Value
Notes:
2015 Senior Secured Notes
12.00%
12.92%
2015
$
2,947,494
$
(27,900
)
$
2,919,594
2016 Senior Secured Notes
14.75%
15.36%
2016
300,000
—
300,000
Second - Priority Secured Notes
12.00%
12.42%
2017
500,000
—
500,000
Exchangeable Notes
8.25%
16.93%
2040
629,250
(165,050
)
464,200
Vendor Financing Notes(3)
LIBOR based
(2)
6.37%
2014/2015
32,056
(51
)
32,005
Capital lease obligations(3)
91,638
—
91,638
Total debt, net
$
4,500,438
$
(193,001
)
4,307,437
Less: Current portion of Vendor Financing
Notes and capital lease obligations(4)
(36,080
)
Total long - term debt, net
$
4,271,357
(1)
Represents weighted average effective interest rate based on year- end balances.
(2)
Coupon rate based on 3-month LIBOR plus a spread of 5.50% (secured) and 7.00% (unsecured). Included in the balance are unsecured notes with par amount of $4.6
million at December 31, 2012.
(3)
As of December 31, 2012, par amount of approximately $118.8 million is secured by assets classified as Network and base station equipment.
(4)
Included in Other current liabilities on the consolidated balance sheet.