Sprint - Nextel 2014 Annual Report Download - page 188

Table of Contents
Index to Consolidated Financial Statements
CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS —(CONTINUED)
F-105
Stockholders, which are described below. Each share of Class A Common Stock participates ratably in proportion to
the total number of shares of Class A Common Stock issued by Clearwire. Holders of Class A Common Stock have
100% of the economic interest in Clearwire and are considered the controlling interest for the purposes of financial
reporting.
Upon liquidation, dissolution or winding up, the Class A Common Stock will be entitled to any assets
remaining after payment of all debts and liabilities of Clearwire, with the exception of certain minimal liquidation
rights provided to the Class B Common Stockholders, which are described below.
Class B Common Stock
The Class B Common Stock represents non-economic voting interests in Clearwire. Identical to the Class A
Common Stock, the holders of Class B Common Stock are entitled to one vote per share. However, they do not have
any rights to receive distributions other than stock dividends paid proportionally to each outstanding Class A and
Class B Common Stockholder or upon liquidation of Clearwire, an amount equal to the par value per share, which is
$0.0001 per share.
The sole holder, which is Sprint, is entitled to hold an equivalent number of Class B Common Interests, which,
in substance, reflects their economic stake in Clearwire. This is accomplished through an exchange feature that
provides the holder the right, at any time, to exchange one share of Class B Common Stock plus one Class B
Common Interest for one share of Class A Common Stock.
On July 5, 2013, Sprint completed the exchange of 57.5 million shares of Class B Common Interests and a
corresponding number of shares of Class B Common Stock for an equal number of shares of Class A Common Stock
pursuant to the Amended and Restated Operating Agreement dated as of November 28, 2008 governing Clearwire
Communications.
On July 9, 2013, Intel completed the exchange of 65.6 million shares of Class B Common Interests and a
corresponding number of shares of Class B Common Stock for an equal number of shares of Class A Common Stock
pursuant to the Amended and Restated Operating Agreement dated as of November 28, 2008 governing Clearwire
Communications.
At July 9, 2013, prior to consideration of the Sprint Acquisition, Sprint's economic interest in Clearwire and
its subsidiaries is equal to its voting interest and was approximately 50.1%.
The following table lists the voting interests in Clearwire as of July 9, 2013:
Investor Class A Common Stock
Class A Common
Stock Voting %
Outstanding Class B Common Stock(1)
Class B Common
Stock % Voting
Outstanding Total Total % Voting Outstanding
Sprint 88,422,958 10.7% 650,587,860 100.0% 739,010,818 50.1%
Comcast 88,504,132 10.8% — —% 88,504,132 6.0%
Intel 94,076,878 11.4% — —% 94,076,878 6.4%
Other Shareholders 552,193,151 67.1% — — 552,193,151 37.5%
823,197,119 100% 650,587,860 100% 1,473,784,979 100%
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(1) The holders of Class B Common Stock hold an equivalent number of Class B Common Interests.
As a result of the Sprint Acquisition, each share of Clearwire Corporation common stock, par value $0.0001
per share, other than shares owned by Sprint, SoftBank Corp., or their affiliates, were converted into the right to
receive $5.00 per share in cash.