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Table of Contents
Index to Consolidated Financial Statements
CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS —(CONTINUED)
F-101
aided and abetted the alleged breaches of duties. The ACP action seeks a declaration that Sprint and the director
defendants breached their fiduciary duties, and that the other entities aided and abetted that breach; a declaration that
the Special Committee and majority-of-minority conditions were insufficient safeguards and that defendants bear a
burden of proving the “entire fairness” of the transaction; a declaration that the Note Purchase Agreement was the
product of defendants’ breach of fiduciary duties; a finding that the Merger was unfair to the plaintiffs; rescission of
the Merger; and unspecified damages, fees and expenses. The defendants moved to dismiss the ACP Action in
January, 2014.
On October 23, 2013, the plaintiffs in the ACP Action filed a new lawsuit in the Delaware Court of Chancery
against the Company. The complaint asks the court for an appraisal of the “fair value” of plaintiffs’ stock in
Clearwire, and an order that Clearwire pay plaintiffs the “fair value,” plus interest and costs. The Company filed its
answer in November, 2013, and discovery has begun. This case and the ACP Action are in the early stages, their
outcome is unknown, and an estimate of potential losses cannot be made at this time.
In addition to the matters described above, we are often involved in certain other proceedings which seek
monetary damages and other relief. Based upon information currently available to us, none of these other claims are
expected to have a material effect on our business, financial condition or results of operations.
13. Share-Based Payments
As of July 9, 2013, there were 25,226,048 shares available for grant under the Clearwire Corporation 2008
Stock Compensation Plan, which we refer to as the 2008 Plan, which authorizes us to grant incentive stock options,
non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, which we refer to as
RSUs, performance based RSUs and other stock awards to our employees, directors and consultants. Grants to be
awarded under the 2008 Plan will be made available at the discretion of the Compensation Committee of the Board
of Directors from authorized but unissued shares, authorized and issued shares reacquired, or a combination thereof.
Restricted Stock Units
We grant RSUs and performance based RSUs to certain officers and employees under the 2008 Plan. All RSUs
generally have performance and service requirements or service requirements only, with vesting periods ranging
from two to four years. The fair value of our RSUs is based on the grant-date fair market value of the common
stock, which equals the grant date market price. Performance RSUs awarded in 2012 have one to two years
performance periods and were granted once the performance objectives were established in the first quarter of 2012.