SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

[Rule 13d-101]

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a)

AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)

(Amendment No. 8)*

Clearwire Corporation

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

18538Q105

(CUSIP Number)

David K. Schumacher

General Counsel

Crest Financial Limited

JP Morgan Chase Tower

600 Travis, Suite 6800

Houston, TX 77002

Tel: (713) 222 6900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

Copies to:

Stephen M. Gill

Kai Haakon E. Liekefett

Vinson & Elkins LLP

First City Tower

1001 Fannin Street, Suite 2500

Houston, TX 77002

Tel: (713) 758 2222

April 22, 2013

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Continued on following pages)

This Amendment No. 8 (this “Amendment”) amends and supplements the Statement on Schedule 13D (the “Schedule 13D”) of Crest Financial Limited (“CFL”), Crest Investment Company (“CIC”), the Jamal and Rania Daniel Revocable Trust (the “Jamal and Rania Daniel Trust”), Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC (“DTN LNG”), DTN Investments, LLC (“DTN Investments”), the Daria Daniel 2003 Trust (the “Daria Daniel Trust”), the Thalia Daniel 2003 Trust (the “Thalia Daniel Trust”), the Naia Daniel 2003 Trust (the “Naia Daniel Trust”), Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust (the “Halim Daniel Trust”), Mr. Michael Wheaton, solely in his capacity as trustee of the Halim Daniel Trust, Mr. Halim Daniel, Uniteg Holding SA (“Uniteg”) and Crest Switzerland, LLC (“Crest Switzerland” and, together with CFL, CIC, the Jamal and Rania Daniel Trust, Mr. Jamal Daniel, Mrs. Daniel, DTN LNG, DTN Investments, the Daria Daniel Trust, the Thalia Daniel Trust, the Naia Daniel Trust, Mr. Howland, Mr. Stoerr, the Halim Daniel Trust, Mr. Wheaton, solely in his capacity as trustee of the Halim Daniel Trust, Mr. Halim Daniel, Uniteg and Crest Switzerland, the “Reporting Persons”) that was filed in respect of Clearwire Corporation (the “Issuer”) on June 1, 2012 and amended by Amendment No. 1 filed on November 7, 2012 (“Amendment No. 1”), Amendment No. 2 filed on December 18, 2012 (“Amendment No. 2”), Amendment No. 3 filed on March 13, 2013 (“Amendment No. 3”), Amendment No. 4 filed on March 20, 2013 (“Amendment No. 4”), Amendment No. 5 filed on April 4, 2013 (“Amendment No. 5”), Amendment No. 6 filed on April 9, 2013 (“Amendment No. 6”) and Amendment No. 7 filed on April 11, 2013 (“Amendment No. 7”).

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs after the first paragraph thereof:

On April 23, 2013, CFL sent a letter to the Board of Directors of the Issuer (the “Board Letter”) and issued a press release related thereto (the “April 23 Press Release”). In the Board Letter and the April 23 Press Release, CFL urged the Board of Directors of the Issuer to act in the best interests of all stockholders of the Issuer and meet its fiduciary duties. A copy of the Board Letter is attached hereto as Exhibit 2 and a copy of the April 23 Press Release is attached hereto as Exhibit 3, each of which are incorporated herein by reference. The descriptions herein of the Board Letter and the April 23 Press Release are qualified in their entirety by reference to the Board Letter and the April 23 Press Release.

On April 22, 2013, CFL issued a press release (the “April 22 Press Release”) related to a letter that it sent to the Federal Communications Commission (the “FCC”) on April 19, 2013 (the “FCC Letter”), asking the FCC to reconsider its pro forma approval of the purchase by Sprint of the shares of the Issuer from Eagle River Investment, LLC in October 2012. A copy of the April 22 Press Release is attached hereto as Exhibit 4 and a copy of the FCC Letter is attached hereto as Exhibit 5, each of which are incorporated herein by reference. The descriptions herein of the FCC Letter and the April 22 Press Release are qualified in their entirety by reference to the FCC Letter and April 22 Press Release.

Item 6 of the Schedule 13D is hereby amended and restated in its entirety as follows:

Other than Asset Purchase Agreement as described in Item 3 hereof (which has been fully performed by the parties thereto in 2004), the Joint Filing Agreement attached hereto as Exhibit 1, the Board Letter attached hereto as Exhibit 2, the April 23 Press Release attached hereto as Exhibit 3, the April 22 Press Release attached hereto as Exhibit 4, the FCC Letter attached hereto as Exhibit 5, the Press Release attached to Amendment No. 7 as Exhibit 2, the Press Release attached to Amendment No. 6 as Exhibit 2, the FCC Letter attached to Amendment No. 6 as Exhibit 3, the Letter to the Board attached to Amendment No. 5 as Exhibit 2, the April 3 Press Release attached to Amendment No. 5 as Exhibit 3, the Demand Letter attached to Amendment No. 4 as Exhibit 2, the March 20 Press Release attached to Amendment No. 4 as Exhibit 3, the March 12 Press Release attached to Amendment No. 3 as Exhibit 2, the FCC Letter attached to Amendment No. 3 as Exhibit 3, the Press Release attached to Amendment No. 2 as Exhibit 2, the Stockholder Letter attached to Amendment No. 1 as Exhibit 2 and the Press Release attached to Amendment No. 1 as Exhibit 3, neither the Reporting Persons nor, to the best of the Reporting Persons’ knowledge, any person named on Schedule A hereto, has any contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

The following documents are filed as exhibits:

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 23, 2013

EXHIBIT INDEX

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A Common Stock of Clearwire Corporation and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 23^rd day of April, 2013.

Exhibit 2

CREST FINANCIAL LIMITED

JPMorgan Chase Tower

600 Travis, Suite 6800

Houston, Texas 77002

Tel: (713) 222-6900

Fax: (713) 222-1614

April 23, 2013

VIA FEDERAL EXPRESS AND FACSIMILE

Board of Directors

Clearwire Corporation

1475 120th Avenue NE

Bellevue, WA 98005

Ladies and Gentlemen:

I am writing on behalf of Crest Financial Limited (“Crest”) about your ongoing refusal to act in the best interests of all stockholders of Clearwire Corporation (“Clearwire” or “the Company”). In particular, Crest is concerned about your failure to act on our April 3rd proposal to provide Clearwire $240 million in financing (the “Crest Notes”) and the similar financing offer from Aurelius Capital Management LP (“Aurelius”) (“Aurelius Notes”). Your persistence in strapping Clearwire solely to Sprint Nextel Corporation (“Sprint”) and total failure to explore alternatives have now prompted DISH Network, frustrated in its attempts to deal with you, to bid for control of Sprint. DISH’s offer to purchase Sprint makes clear what we have been saying for months: Clearwire’s crown jewel is its spectrum, and you, the Clearwire Board, are letting Sprint seize it for a grossly inadequate price and through an unfair, coercive process. By frustrating DISH and failing to engage Crest and Aurelius, you are putting into the hands of Sprint opportunities and value that belong to Clearwire and all of its stockholders.

Sprint has abused its position as Clearwire’s controlling stockholder, interposing itself between Clearwire and would-be purchasers of Clearwire’s spectrum or wholesale services and steering every opportunity to realize value from Clearwire’s vast spectrum to itself and away from Clearwire and its stockholders. Instead of protecting Clearwire’s other stockholders from this abuse, the Board has exercised its powers to support it. By abandoning your independent build-out plans, tying yourself to Sprint, tightening the noose by taking Sprint’s coercive debt, crying wolf about potential insolvency and failing to take the lifeline offered by Crest, Aurelius, and others, you have converted fair value for Clearwire into a super-premium for Sprint. This offends, indeed defies, every tenet of fiduciary duty.

1. Diversion of Value from Clearwire to Sprint. Your and Sprint’s own public filings indicate the significant value of Clearwire’s spectrum. As the Company’s own preliminary proxy statement makes clear, numerous companies proposed transactions that could have enabled Clearwire to monetize that value for the benefit of all of its stockholders. In addition, we now know that early during SoftBank’s discussions with Sprint, SoftBank expressed interest in Clearwire’s spectrum. For reasons yet unknown and by hands yet unseen (but we are sure will be revealed through discovery and litigation), this interest in Clearwire was steered into a proposal for SoftBank to acquire control of Sprint.

According to Sprint’s preliminary proxy statement, during its negotiations with Sprint, SoftBank discussed with Sprint a pro forma financial scenario for the event that Sprint acquired 100% of the outstanding Clearwire shares. This pro forma financial scenario, which is included in Sprint’s preliminary proxy statement, compared the free cash flows of Sprint as a standalone company with the free cash flows of a Sprint combined with Clearwire.

The result of this comparison clearly shows the significant economic advantage to SoftBank of acquiring a Sprint that owns Clearwire’s spectrum as opposed to acquiring a Sprint that must build its own network. By discounting these cash flows to arrive at a present value calculation for each scenario using a long-term growth rate of 2.5%, a discount rate between 8% and 9%, and the $2.97 a share price that Sprint offered for Clearwire, A combined Sprint-Clearwire provides to SoftBank a positive net present value in the range of $6.5 billion to $10.5 billion versus a standalone Sprint that has to build its own network. If the Clearwire acquisition price were adjusted upward to the point where SoftBank should be indifferent to either acquiring Sprint with Clearwire or buying Sprint alone, SoftBank could pay approximately $13.70 per Clearwire share to reach a break-even valuation point. This simple math means that by locking down a deal at $2.97 a share you have allowed Sprint to divert at least $10.00 a share from Clearwire stockholders to Sprint.

Thus, the value of the Company’s spectrum is apparent to all—particularly SoftBank and Sprint. Instead of preserving this value in Clearwire for all stockholders by pursuing the alternatives described below, you gave it away to Sprint through the Merger Agreement. It is now Sprint, and not Clearwire’s other stockholders, that will get the benefit of Clearwire’s valuable spectrum.

2. Failure to Consider Alternatives. The Board’s choice is not between doing nothing and accepting a grossly unfair Sprint deal. The Board must maximize stockholder value and has alternatives to Sprint. Months ago, we endorsed the suggestion from Mount Kellett Capital Management LP that a sale of excess spectrum would enable Clearwire to improve its liquidity, pursue its build-out plans, and explore alternatives to being dominated by Sprint. The market has since responded, and that response is resoundingly in favor of the path that Mount Kellett and Crest provided for Clearwire and against Sprint.

DISH has tabled an offer to purchase 25% of Clearwire’s spectrum for $2.4 billion, and only after months of frustration with the Board has DISH now resorted to pursuing control of Clearwire by making a premium offer for Sprint. Verizon Wireless also made a $1.5 billion offer to purchase spectrum leases. But while the Company indicates in its most recent preliminary proxy that it will consider Verizon’s offer, the Company also makes clear its true feelings by dismissively stating that Verizon’s offered price must be discounted by the “present value of the spectrum leases which could be substantial.” (Emphasis added.) And Verizon has recently announced that if it is unsuccessful in purchasing this spectrum from Clearwire, it will not participate in future lease offerings from Clearwire once Sprint controls the Company.

To the extent that Verizon’s statement is a response to a proffer from you to pursue spectrum leases post-Sprint, we think your duty is to engage with Verizon now rather than wait until later. After repeated past statements that Clearwire would consider spectrum sales (see, e.g., Mike Dano, Clearwire CFO: Vendor Financing, Spectrum Sales Could Help Fund LTE Buildout, FierceWireless.com (Sept. 21, 2011), available at http://www.fiercewireless.com/story/clearwire-cfo-vendor-financing-spectrum-sales-could-help-fund-lte-buildout/2011-09-21), it is hard to explain your new-found preference for leasing spectrum as anything other than a commitment to deliver Clearwire to Sprint at any cost and with all available tactics. But in whatever form the Board prefers to capitalize on excess spectrum, it

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should do so now, for once the Company’s merger with Sprint is consummated, Sprint will receive all of the value that DISH, Verizon and other spectrum buyers are currently offering Clearwire and its stockholders. And with respect to spectrum leases in particular, the revenue streams that these leases would provide now could enhance the Company’s ability to attract additional debt financing, as necessary.

Neither DISH nor Verizon seems to have any problem dealing directly with Clearwire. In fact, DISH CEO Charlie Ergen told Reuters that DISH feels “very comfortable based on our past relationship with Clearwire that we can work with Clearwire as a separate company.” And given SoftBank’s clear interest in Clearwire spectrum, SoftBank also could become a direct Clearwire bidder if Sprint pursues a deal with DISH and Clearwire’s stockholders vote down the Sprint-Clearwire transaction.

With the liquidity created through the sale of excess spectrum, Clearwire can maximize stockholder value by pursuing the multi-customer strategy that your own advisors have said would yield much higher value than your current myopic focus on Sprint. Under the multi-customer strategy, Clearwire would use its spectrum to serve any wireless carrier in the United States, allowing new wireless carriers to tap into Clearwire’s spectrum resources for use in deploying new technologies. Clearwire’s spectrum is well-suited for use in such a strategy because the fragmented spectrum holdings of other U.S. carriers create an opportunity for Clearwire to offer a valuable wholesale service as Clearwire is able to operate on a single bandwidth in excess of 130 MHz on average. Your own financial advisors said this multi-customer plan is the most profitable path for Clearwire. And applying reasonable assumptions to this business plan, our own independent studies show that the Company’s valuation would fall in a range of between $9.54 and $15.50 per share if it were to implement this business plan.

You have argued that the tie-up with Sprint is necessary because Clearwire is starved for cash. However, in actuality it is Sprint, not Clearwire, that must find a transaction partner to save it from its failing finances. In 2011, Sprint was starving for cash, overrun with debt, and in great need of customers. Immediately prior to announcing its merger agreement with SoftBank, Sprint’s Form 10Q stated that Sprint held approximately $6.3 billion in cash and short-term investments, but $20.9 billion of long-term debt. This high debt burden is coupled with the need for significant capital spending and substantial annual debt maturities beginning in 2014. (See Moody’s Research, Moody’s Confirm Sprint’s Rating and Rates New Note (Aug. 9, 2012)) Sprint was losing customers at an alarming rate to the superior networks of AT&T and Verizon, thereby making the company’s bankruptcy a “very legitimate risk.” (Steven Russolillo, Sprint Bankruptcy Filing ‘Very Legitimate Risk’, Berstein Says, Wall Street Journal (Mar. 19, 2012)) In comparison, Clearwire held during the same period approximately $1.2 billion in cash and short-term investments and $4.2 billion in long-term debt, not to mention its significant and valuable spectrum assets. And Clearwire reported that its subscribers in 2011 increased 140% over the previous year. (Press Release, Clearwire Reports Record Fourth Quarter and Full Year 2011 Results, Clearwire (Feb. 15, 2012).) The Sprint Board managed to turn its predicament into an advantage, while you cancelled plans to raise equity capital and turned advantage into indentured servitude to Sprint.

Of course, DISH and SoftBank are bidding for control of Sprint as an entity, while DISH and Verizon are offering only to buy Clearwire’s spectrum. But that too is no excuse for your failure of fealty. In all events, your duty is not just to roll over to a controlling stockholder, it is to maximize stockholder value in spite of the controlling stockholder’s attempt at domination. You are duty-bound to explore alternative methods of creating value.

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The Company’s refusal to engage these alternatives is all the more troubling given the massive amounts of debt that DISH and SoftBank are using to finance their bids. According to one analyst, “Sprint is heavily indebted already, and DISH would issue about $9 billion in debt to finance the acquisition, bringing the total for the combined company to $47 billion.” The highly leveraged DISH offer for Sprint would be unnecessary but for the refusal of you, the Clearwire Board, to discharge your fiduciary duties and engage DISH directly. This leverage is not without consequences for the Clearwire network. As DISH’s Executive Vice President for Corporate Development explained, DISH is “very satisfied with the deleveraging profile of the combined companies” and forecasts “the net leverage will continue to decline over the first five years.” The high leverage therefore raises the question whether, in the years immediately following a successful DISH bid, the proceeds from future spectrum sales will be used to delever rather than to build-out the network.

At the very least, the DISH proposal to purchase Sprint and the attendant uncertainty it creates for Clearwire and its stockholders poses a critical question for you to consider: namely, whether the Clearwire stockholders have enough information to make an informed decision whether to accept Sprint’s $2.97 offer. For example, the DISH proposal suggests that Clearwire’s spectrum is substantially more valuable than what is reflected in the Sprint offer. However, you have made no attempt to provide your stockholders with information on this issue. Moreover, the DISH proposal raises serious questions about the future of Sprint itself, questions on which the Clearwire shareholders must have clarity in order to vote for or against the Sprint transaction. Among these questions is whether DISH or SoftBank will be Sprint’s majority stockholder; how will Sprint’s new majority shareholder use its position as Clearwire’s majority shareholder to develop an independent Clearwire; will Sprint’s new majority shareholder attempt to use the Clearwire spectrum assets as a means to reduce Sprint’s debt or its own debt instead of investing in an independent Clearwire. In light of these and other related questions, we wonder how you can press ahead with the Sprint merger, and the stockholder vote on that transaction, in a manner that is consistent with your fiduciary duties.

The DISH and Verizon offers to purchase spectrum clearly demonstrate that the alternate path that Crest, Aurelius, and Mount Kellett offered to you is real and is available. You are now faced with a clear decision: either take that path to independence and the resulting stockholder value that Crest, Aurelius, Mount Kellett, DISH, and Verizon have offered you or continue down the path of value destruction that Sprint has offered you.

3. Failure to Protect Non-Sprint Stockholders. Insecure about the merits of the deal, you and Sprint needed to protect it with an unfair process. That protection came with the coercive Note Purchase Agreement with Sprint (the “Sprint Notes”) that offers Sprint a highly dilutive and unfavorable exchange price of $1.50. The clear purpose of the Sprint Notes is to force the Clearwire stockholders to make an untenable choice: either accept Sprint’s inadequate and unfair merger offer or suffer significant dilution of their shares to Sprint.

One need look no further than to the Sprint Board of Directors to see how you, the Clearwire Board, have failed your fiduciary duties. Instead of engaging with DISH on its offer to purchase spectrum, you dismissed it as “preliminary” even as you rushed straight into Sprint’s headlock. You resisted even after DISH formalized its offer, and DISH was forced to bid for Sprint. Instead of entertaining serious offers of alternative, noncoercive debt from Crest and Aurelius, you acquiesced to Sprint’s objection to you getting a better financing deal from elsewhere. And instead of welcoming a new offer from Verizon to purchase spectrum, your reflexive reaction is a warning that the offer price must be discounted by the present value of leases “which could be substantial.”

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Your conduct stands in stark contrast to the way the Sprint Board has stated it will handle DISH’s bid for Sprint. Even though Sprint is well down the road in its merger with SoftBank, the Sprint Board announced that it would carefully consider the offer from DISH. It has set up a special committee to evaluate the offer from DISH and hired Bank of America Merrill Lynch as financial advisor to help the committee assess the DISH offer. And it is implementing a process that will allow it to evaluate the offer, to provide information for DISH to conduct due diligence, to accept a firm offer from DISH, to entertain a higher offer from SoftBank, and to take other steps to maximize the value of Sprint. Instead of engaging in a similar process to maximize the value of Clearwire and to explore mechanisms to remain independent, you have acted at all times to deliver all the value of Clearwire not to its stockholders but to Sprint alone. This starkly different conduct by the Sprint and Clearwire boards is resulting in significantly disparate treatment for stockholders of the two companies.

As Attachment A to this letter illustrates, the Sprint board has negotiated terms in the Sprint-Softbank Merger Agreement that allow that board to deliver value to Sprint stockholders; the Clearwire Board, by contrast, has acquiesced to terms in the Sprint-Clearwire Merger Agreement that allow Sprint to drive value to itself and away from other stockholders. The Sprint board protected its prerogative and ability to maximize stockholder value by reserving its right to terminate the agreement to pursue a superior proposal. Under the Sprint-SoftBank Merger Agreement, the Sprint board may terminate the transaction in favor of an offer “more favorable from a financial point of view to the Company’s stockholders than the Merger” with SoftBank. In contrast, the Sprint-Clearwire Merger Agreement does not allow you to terminate the transaction if, in the exercise of your fiduciary duties, you determine that an alternative transaction is available that provides greater value to the Company and its stockholders. Rather, you have gone further and given away your right even to call or cancel a stockholder meeting and agreed that the Merger Agreement still “shall be submitted to the stockholders of the Company” even if you determine that, because of the availability of a superior alternative transaction, you should no longer solicit stockholder approval of the Sprint merger offer. In short, you have allowed Sprint to hamstring your ability to act in the best interests of the Company and its stockholders other than Sprint.

You may protest that the Sprint board can act differently because, unlike Clearwire, Sprint does not have a controlling stockholder. But such protestations would only expose and not excuse your failures. The controlling stockholder, of course, has the right to vote its shares and not to sell its shares. But when it seeks a benefit not shared pro rata with other stockholders, such as to squeeze other stockholders out of the company, it must act in a scrupulously fair manner. And it is your job to protect the other stockholders from any unfairness, coercion or oppression by the majority stockholder. Instead of doing your job and fulfilling your fiduciary duties, you have instead acted to aid Sprint in its quest for absolute control. For example, Section 2.6(a)(ii) of the 2008 Equity Holders Agreement required disinterested directors to approve Sprint’s acquisition of Eagle River Holdings shares to gain majority control and with it the ability to complete a squeeze-out merger and block alternative transactions. Instead of exercising your contractual right to protect Clearwire stockholders, you acquiesced in this first and critical step in Sprint’s march toward total domination of and value extraction from Clearwire.

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4. Failure to Engage Crest and Aurelius Financing Offers. The path to independence that we and other parties have offered you need not be blocked by your fear of inadequate liquidity. Crest and Aurelius offered debt financing on terms similar to the Sprint Notes, but without the coercive conditions and at a more favorable exchange price. To the extent you need time to negotiate with DISH, Verizon, or other suitors, the Crest and Aurelius Notes would give you that time, in the form of non-coercive debt financing. We recognize that Sprint has apparently invoked its “right” under the Merger Agreement to prevent your consideration of alternatives to its own Sprint Notes. But regardless of Sprint’s coercive tactics and refusal to act consistent with its fiduciary duties, the Board still has options and must act consistent with its own fiduciary duties.

We therefore urge you to obtain any consent from Sprint necessary for you to accept the Aurelius Notes alongside the Crest Notes, and we would welcome the pro rata participation of Aurelius in each drawn tranche. We would of course also welcome participation from other stockholders, but we do not believe that is necessary. With the Crest Notes and Aurelius Notes available, the capital that Clearwire would have at its disposal more than suffices to meet Clearwire’s stated build-out plans. In its recent public disclosures, Clearwire stated that it needs $240 million to meet its contractual commitment to build 2,000 LTE sites and leave enough funds to meet interest expenses in 2013. The $320 million on the table from Crest and Aurelius would fully fund these commitments and allow the Board to pursue further LTE site build-out. And the Company also has the $160 million already drawn on the Sprint Notes.

To be clear, our offer is good and remains on the table as you consider whether to draw down on the May 1 tranche of the coercive Sprint Notes. There is no reason for you to prefer Sprint’s Notes to the Crest and Aurelius offers—other than blind subservience to your controller and a concerted dedication to deliver Clearwire’s value to Sprint and its erstwhile masters.

5. Unwarranted Claims of Potential Insolvency and Default. You continue to allow the Company and Sprint to misuse fears of insolvency and missed interest payments to justify further reliance on Sprint’s coercive financing and as a smokescreen to obscure your and Sprint’s ongoing breaches of fiduciary duty. For example, in its preliminary proxy statement filed on February 1st and repeated in each amended preliminary proxy statement that the Company filed, the Company warned: “If the Merger is not completed, we may be forced to explore all available alternatives, including financial restructuring, which could include seeking protection under the provisions of the United States Bankruptcy Code.” And on March 29th the Company added the ominous warning that the Board “is actively considering whether to not make the June 1, 2013, interest payment on our approximately $4.5 billion of outstanding debt.” Inexplicably, the Company repeated these statements in the latest revised preliminary proxy statement filed by the Company last Friday, April 19th. Those statements were doubtful when first made. Given the Crest and Aurelius offers, they are now flatly false.

Furthermore, the Company has ample alternatives to ensure that it will continue to meet its obligations. Beyond the 2,000 LTE site build-out, a significant portion of the Company’s CAPEX in 2013 appears to be discretionary and could occur after spectrum sales are concluded and cash is available on the balance sheet. Indeed, the current 4G MVNO Agreement with Sprint is based on 2,000 LTE sites being in place by June 30, 2013, and 5,000 LTE sites by June 30, 2014. Management could stick to this schedule rather than to accelerate the site build-out and have the 5,000 sites operational by year end 2013. Instead, the Company is now threatening to miss interest payments in its rush to meet Sprint’s accelerated build-out demands.

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We note that Clearwire’s repeated threat of insolvency and missed interest payments is nothing new. The Company used similar tactics in 2011 when it publicized the prospect of default while negotiating a network use agreement with Sprint. But this time, the threats target Clearwire stockholders, not Sprint. And the stockholders are your principals, not merely counterparties in a negotiation. You owe fiduciary duties to all Clearwire stockholders, and you continue to breach those duties. Accordingly, you must stop the chicken-little tactics and explore the available alternatives to keep Clearwire independent, to realize its full value, and to stop the draining of value and leverage to Sprint.

*  *  *

For all of the foregoing reasons, we are taking all appropriate steps to stop Sprint from obtaining the approval of minority stockholders it needs to complete the squeeze out. Crest filed a preliminary proxy statement on April 10, 2013, urging Clearwire’s stockholders to reject the proposed merger with Sprint. As we state in those materials, Crest opposes the Sprint transaction because it would be better for Clearwire to remain a stand-alone company and because Sprint’s $2.97 per share offer significantly undervalues Clearwire and does not compensate fairly the holders of Clearwire Common Stock. Once Crest’s proxy statement has been declared definitive, we will communicate with our fellow stockholders to fully explain our views on the proposed transaction with Sprint and the other paths available to the Company.

At bottom, we are left wondering how a Company with such a vast, valuable spectrum resource can have a Board and management so determined to give it all away to Sprint. We expect more from our Board, and more is required. Accordingly, we ask some straightforward questions:

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If you consider these questions and the surrounding facts in good faith and in a manner consistent with your fiduciary duties, you would exercise your right under the Sprint-Clearwire Merger Agreement to recommend that Clearwire stockholders vote against the transaction. On the other hand, if you do not and Sprint, aided by the lock-up of 13% of shares through an improper voting agreement, prevails in the vote of minority stockholders, we will advance our cause in court.

As you are no doubt aware, we filed a lawsuit in the Delaware Court of Chancery on December 12, 2012, challenging Sprint’s coercion and your submission and, worse, collaboration. In a January 10, 2013 hearing, Chancellor Leo Strine stated, “I think there are colorable claims here.” He denied our request to expedite the trial before the transaction closes, but only because he thought that those colorable claims “can be fully remedied by an award of monetary damages”. We intend to pursue fully all avenues of redress, before and after the closing of the Sprint transaction.

Regardless of missed opportunities, you still have options. We urge you to accept immediately the Crest and Aurelius financing offers and engage immediately with DISH and Verizon concerning their offers to purchase spectrum.

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Attachment A

9

10

Exhibit 3

FOR IMMEDIATE RELEASE:

CONTACT:          Jeffrey Birnbaum, (202) 661-6367, JBirnbaum@BGRPR.com

Crest Financial Urges Clearwire to Shun Sprint’s “Coercive” Terms

HOUSTON, April 23, 2013 – Crest Financial Limited, the largest minority stockholder of Clearwire Corporation (NASDAQ: CLWR), today wrote a letter to Clearwire’s board detailing in stark terms the damage that Crest believes Clearwire is doing to itself and its stockholders by refusing financing and spectrum-purchase offers from companies other than Sprint Nextel Corporation.

“Clearwire’s crown jewel is its spectrum, and you, the Clearwire Board, are letting Sprint seize it for a grossly inadequate price and through an unfair, coercive process,” David K. Schumacher, General Counsel of Crest, wrote to Clearwire’s board today. “By abandoning your independent build-out plans, tying yourself to Sprint, tightening the noose by taking Sprint’s coercive debt, crying wolf about potential insolvency and failing to take the lifeline offered by Crest, Aurelius, and others, you have converted fair value for Clearwire into a super-premium for Sprint. This offends, indeed defies, every tenet of fiduciary duty.”

The letter asserts that “the value of the Company’s spectrum is apparent to all—particularly SoftBank and Sprint.” The letter adds: “Our own independent studies show that the Company’s valuation falls in a range of between $9.54 and $15.50 per share.”

In the meantime, Crest, an investment company in Houston, urged Clearwire’s board to consider the debt financing offers from Crest and Aurelius Capital Management LP, both of which it said are more favorable and less “coercive” to Clearwire and its stockholders than is Sprint’s financing program. It also pressed Clearwire’s board to seriously examine proposals by Verizon and DISH Network to purchase some of Clearwire’s valuable spectrum.

“Instead of engaging with DISH on its offer to purchase spectrum, you dismissed it as ‘preliminary’ even as you rushed straight into Sprint’s headlock. You resisted even after DISH formalized its offer, and DISH was forced to bid for Sprint. Instead of entertaining serious offers of alternative, noncoercive debt from Crest and Aurelius, you acquiesced to Sprint’s objection to you getting a better financing deal from elsewhere,” Schumacher wrote to Clearwire’s board. “You have acted at all times to deliver all the value of Clearwire not to its stockholders but to Sprint alone.”

The letter added: “You have allowed Sprint to hamstring your ability to act in the best interests of the Company and its shareholders other than Sprint.”

Crest ended the letter by stating that if Sprint, aided by the lock-up of 13% of Clearwire’s shares through an improper voting agreement, prevails in the vote of minority stockholders, Crest will advance its cause in court.

Crest has also filed a preliminary proxy statement that, when cleared by the Securities and Exchange Commission, will be used to urge Clearwire stockholders to reject the proposed merger with Sprint.

Crest’s letter to Clearwire’s board can be found at http://www.bancroftpllc.com/crest/.

About Crest Financial Limited

Crest Financial Limited is a limited partnership under the laws of the State of Texas. Its principal business is investing in securities.

Important Legal Information

CREST FINANCIAL LIMITED AND OTHER PERSONS MAY BE DEEMED TO BE PARTICIPANTS (THE “PARTICIPANTS”) IN A SOLICITATION OF PROXIES IN RESPECT OF THE PROPOSED MERGER OF CLEARWIRE WITH SPRINT NEXTEL CORPORATION. THE PARTICIPANTS HAVE FILED A PRELIMINARY PROXY STATEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION (“SEC”). THE PRELIMINARY PROXY STATEMENT IS AVAILABLE AT NO CHARGE ON THE WEBSITE OF THE PARTICIPANTS’ PROXY SOLICITOR AT HTTP://WWW.DFKING.COM/CLWR AND ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. THE PARTICIPANTS INTEND TO FILE WITH THE SEC A DEFINITIVE PROXY STATEMENT AND ACCOMPANYING PROXY CARD IN CONNECTION WITH SUCH PROXY SOLICITATION. WHEN COMPLETED, ANY SUCH DEFINITIVE PROXY STATEMENT AND PROXY CARD WILL BE FURNISHED TO SOME OR ALL OF THE STOCKHOLDERS OF THE ISSUER AND WILL, ALONG WITH OTHER RELEVANT DOCUMENTS, BE AVAILABLE AT NO CHARGE ON THE WEBSITE OF THE PARTICIPANTS’ PROXY SOLICITOR AT HTTP://WWW.DFKING.COM/CLWR AND ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT AND ACCOMPANYING PROXY CARD (WHEN AVAILABLE) AT NO CHARGE UPON REQUEST. INFORMATION RELATING TO THE PARTICIPANTS IN SUCH PROXY SOLICITATION IS CONTAINED IN THE PRELIMINARY PROXY STATEMENT. STOCKHOLDERS OF THE ISSUER ARE ADVISED TO READ THE PRELIMINARY PROXY STATEMENT, WHICH IS AVAILABLE NOW, AND ANY DEFINITIVE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE PARTICIPANTS IN ANY SUCH SOLICITATION.

Forward-looking Statements

Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “should,” “may,” “will,” believes,” “continue,” “strategy,” “position” or the negative of those terms or other variations of them or by comparable terminology.

Exhibit 4

FOR IMMEDIATE RELEASE:

CONTACT:        Jeffrey Birnbaum, (202) 661-6367, JBirnbaum@BGRPR.com

Crest Financial Again Asks FCC to Reject Eagle River Transaction

HOUSTON, April 22, 2013 – Crest Financial Limited, the largest minority stockholder of Clearwire Corporation, has bolstered its arguments to the Federal Communications Commission that the Commission should reconsider its approval of a transaction that gave majority control of Clearwire to Sprint Nextel Corporation.

In a letter to the FCC, Crest said that the Commission erred last year when it approved the purchase by Sprint of the Clearwire shares of Eagle River Investment, LLC through a Commission staff approval process—or pro forma review—instead of full Commission review. The sale was a substantive transaction that required full Commission review because it gave Sprint majority control of Clearwire, which has allowed Sprint to block the attempt of DISH Network to purchase and develop Clearwire’s valuable wireless spectrum, the letter says. DISH Network also previously filed its own request for the Commission to reconsider the pro forma staff approval.

“By approving the Eagle River transaction as a pro forma transaction, the Commission has effectively taken Clearwire and its spectrum off the market,” the Crest letter states. “The Eagle River transaction allowed Sprint to decide the future of Clearwire and its spectrum and to ensure that anyone interested in Clearwire’s spectrum make an offer to Sprint, not Clearwire.”

Crest reiterated its request that the FCC reconsider its approval of the Eagle River transaction. Crest said that the public interest would be served if the transaction were reversed. “Clearwire’s spectrum would be used most beneficially for the public if it supports broadband services of multiple customers, thereby greatly increasing competition and services for consumers,” the letter states.

Crest has hired the proxy-solicitation firm D. F. King & Co., Inc. to help it oppose the proposed Sprint-Clearwire merger and has filed a preliminary proxy statement that, when cleared by the Securities and Exchange Commission, will be used to urge Clearwire stockholders to reject the proposed merger with Sprint. Crest has also filed a lawsuit in Delaware against Sprint, Clearwire and the directors of Clearwire because Crest believes that the defendants breached their fiduciary duties by scheming to extract value from Clearwire at the expense of the minority stockholders. In addition, Crest has petitioned the FCC to stop the proposed Softbank-Sprint and Sprint-Clearwire mergers because they would treat minority stockholders of Clearwire unfairly and the mergers would not be in the public’s best interest.

Crest’s letter to the FCC can be found at http://www.bancroftpllc.com/crest/.

About Crest Financial Limited

Crest Financial Limited is a limited partnership under the laws of the State of Texas. Its principal business is investing in securities.

Important Legal Information

CREST FINANCIAL LIMITED AND OTHER PERSONS MAY BE DEEMED TO BE PARTICIPANTS (THE “PARTICIPANTS”) IN A SOLICITATION OF PROXIES IN RESPECT OF THE PROPOSED MERGER OF CLEARWIRE WITH SPRINT NEXTEL CORPORATION. THE PARTICIPANTS HAVE FILED A PRELIMINARY PROXY STATEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION (“SEC”). THE PRELIMINARY PROXY STATEMENT IS AVAILABLE AT NO CHARGE ON THE WEBSITE OF THE PARTICIPANTS’ PROXY SOLICITOR AT HTTP://WWW.DFKING.COM/CLWR AND ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. THE PARTICIPANTS INTEND TO FILE WITH THE SEC A DEFINITIVE PROXY STATEMENT AND ACCOMPANYING PROXY CARD IN CONNECTION WITH SUCH PROXY SOLICITATION. WHEN COMPLETED, ANY SUCH DEFINITIVE PROXY STATEMENT AND PROXY CARD WILL BE FURNISHED TO SOME OR ALL OF THE STOCKHOLDERS OF THE ISSUER AND WILL, ALONG WITH OTHER RELEVANT DOCUMENTS, BE AVAILABLE AT NO CHARGE ON THE WEBSITE OF THE PARTICIPANTS’ PROXY SOLICITOR AT HTTP://WWW.DFKING.COM/CLWR AND ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT AND ACCOMPANYING PROXY CARD (WHEN AVAILABLE) AT NO CHARGE UPON REQUEST. INFORMATION RELATING TO THE PARTICIPANTS IN SUCH PROXY SOLICITATION IS CONTAINED IN THE PRELIMINARY PROXY STATEMENT. STOCKHOLDERS OF THE ISSUER ARE ADVISED TO READ THE PRELIMINARY PROXY STATEMENT, WHICH IS AVAILABLE NOW, AND ANY DEFINITIVE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE PARTICIPANTS IN ANY SUCH SOLICITATION.

Forward-looking Statements

Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “should,” “may,” “will,” believes,” “continue,” “strategy,” “position” or the negative of those terms or other variations of them or by comparable terminology.

Exhibit 5

April 19, 2013

VIA ELECTRONIC FILING

Marlene H. Dortch, Esq.

Secretary

Federal Communications Commission

445 Twelfth Street, S.W.

Washington, D.C. 20054

Dear Ms. Dortch:

Crest Financial Limited (“Crest”) writes to provide new information to the Commission supporting Crest’s pending petition for reconsideration (“Petition”) in the above-referenced matter.

On January 4, 2013, Crest filed its Petition seeking reconsideration of the Commission’s pro forma approval of the Eagle River transaction, which involved Sprint Nextel Corporation’s (“Sprint”) acquisition of the stock held by Eagle River Investment, LLC (“Eagle River”) in Clearwire Corporation (“Clearwire”). As Crest explained in its Petition, the Eagle River transaction was an integral part of a larger series of transactions for which Sprint, SoftBank Corporation (“SoftBank”), and Clearwire (collectively, the “Applicants”) have sought the Commission’s consent to transfer control of licenses, authorizations, and spectrum leases through Sprint’s acquisition of Clearwire and SoftBank’s acquisition of control of Sprint (the “Proposed Transaction”).

Since the Petition was filed, new developments have occurred that confirm that the Eagle River transaction was not properly approved through pro forma procedures as it was indeed a substantive transaction. DISH Network (“DISH”) originally offered to purchase Clearwire’s spectrum directly from Clearwire. But Sprint used the majority interest in Clearwire that it gained through the Eagle River transaction to block DISH’s attempt to purchase spectrum. And Sprint used the terms of the merger agreement that was entered into between Sprint and Clearwire, which also was made possible by Sprint’s majority interest in Clearwire, to block any attempt by Clearwire to sell its excess spectrum. Given Sprint’s new-found majority interest in Clearwire, DISH on April 15, 2013, offered to buy Sprint in order to gain access to Clearwire’s spectrum. But for the Eagle River transaction, Sprint would not have had the majority necessary to block DISH’s attempt to purchase and develop Clearwire’s spectrum.

1919 M Street, N.W. • Suite 470 • Washington D.C. 20036

Telephone 202.234.0090 • www.bancroftpllc.com • Facsimile 202.234.2806

Although the Eagle River transaction gave Sprint a majority interest in Clearwire, for which it ought to have sought Commission-level approval based on a record informed by public comment, Sprint instead presented the Eagle River transaction for approval at the bureau level on a pro forma basis, assuring the staff of the Wireless Telecommunications Bureau that “the Commission need not place the application on public notice” but rather should “expeditiously grant the application pursuant to [its] pro forma procedures.”¹ According to publicly available records, the Applicants did not inform the Commission at the time that the Eagle River transaction was a substantial step in a larger series of transactions.

Crest’s pending Petition seeks reconsideration of the pro forma approval of the Eagle River transaction.² Reconsideration of the Commission’s use of pro forma procedures to approve the Eagle River transaction remains appropriate because the Eagle River transaction was an integral component of the Proposed Transaction, allowing Sprint to siphon away from Clearwire the value of its assets.

Not surprisingly, the Sprint-SoftBank and Sprint-Clearwire transactions are largely intertwined. After all, it is Clearwire’s spectrum that is the “pot of gold” sought by each of the parties to the Proposed Transaction. The Applicants have explained to the Commission, stockholders, and financial regulators that these transactions bear significant interconnection with one another. In their application to the Commission, the Applicants said that “[t]he Sprint-Clearwire agreement includes provisions that condition Sprint’s obligation to acquire Clearwire on the prior consummation of the SoftBank-Sprint transaction.” And Sprint’s press release announcing the Clearwire transaction informed stockholders that “the closing of the transaction is also contingent on the consummation of Sprint’s previously announced transaction with SoftBank.” And finally, Sprint told the financial markets, through a presentation it filed with the Securities and Exchange Commission (“SEC”), that “[c]ompletion of Sprint’s previously announced transaction with SoftBank” was part of the “roadmap” to completing the Clearwire transaction.

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In response to Crest’s Petition, the Applicants sought to separate the Eagle River transaction from either component of the Proposed Transaction.³ Crest argued in its Petition that such separation was incorrect then, and its falsity is even clearer now in light of several recent disclosures that belie this narrative and show just how integral the Eagle River transaction was to the Proposed Transaction and the breadth of the effect of Sprint’s new-found majority interest. In particular, these disclosures highlight just how incorrect Clearwire was in its assertion that the Eagle River transaction “did not amount to a substantial transfer of control of Clearwire to Sprint.”⁴

In the preliminary proxy materials that it submitted to the SEC on February 4, 2013, Sprint and SoftBank revealed that they were intently focused on using their transaction to hand Clearwire and its spectrum over to SoftBank. For example, from the preliminary proxy materials we learned that on September 12, 2012, Sprint’s board discussed how to acquire “all of the equity interests in Clearwire that Sprint did not already own.” We further learned that SoftBank’s true interest was Clearwire, as on September 13, 2012, SoftBank’s CEO “indicated that SoftBank was interested in acquiring a controlling interest in Sprint and proposed that in connection therewith, Sprint consider acquiring the shares in Clearwire that Sprint did not already own.” And most damning to Applicants’ suggestion that the Eagle River transaction had nothing to do with the Proposed Transaction, we learned in the preliminary proxy materials that, on October 9, 2012, SoftBank suggested that Sprint acquire Clearwire interests from another Clearwire equityholder (i.e., Eagle River) in order to acquire a majority interest in Clearwire. In what should come as no surprise, it was only a few days after SoftBank floated this idea that Sprint and Eagle River agreed to the Eagle River transaction, thereby allowing Sprint to lock-up a majority of Clearwire.

These disclosures make clear that the central focus of the Sprint-SoftBank transaction was access to and use of Clearwire’s spectrum. And these disclosures highlight that the Eagle River transaction was in fact a central tool—suggested by SoftBank—to delivering a majority interest in Clearwire.

If any questions remained about the substantive nature of the Eagle River transaction, and particularly the significance of Sprint’s new-found majority, the recent actions of DISH should put such questions to rest. On January 8, 2013, Clearwire announced that DISH offered to purchase a large swath of Clearwire’s excess spectrum. But in the same announcement, Clearwire included a threat from Sprint, telling Clearwire stockholders that it would use its

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majority to block DISH’s attempt to purchase Clearwire’s spectrum.⁵ After several unsuccessful months of trying to reach an agreement with Clearwire, DISH turned to the next-best alternative for acquiring a majority interest in Clearwire—purchasing Sprint. Only through the Eagle River transaction was Sprint in a position both to block attempts to purchase and develop Clearwire’s spectrum and simultaneously take for itself business opportunities with buyers interested in Clearwire’s spectrum, such as DISH. The importance of this cannot be understated—Sprint was able to use its newly acquired majority interest in Clearwire to divert DISH from contracting with Clearwire, forcing DISH instead to seek a transaction with Sprint. To say that this power is not substantial is beyond reason.

Without the Eagle River transaction, DISH and SoftBank would have had to engage Clearwire directly to pursue its valuable spectrum. But through the Eagle River transaction, Sprint has driven value away from Clearwire to Sprint through its majority holding of the Clearwire shares. Moreover, the Eagle River transaction gave Sprint significant negotiating leverage over Clearwire with respect to their merger agreement that they entered into and which the Commission is reviewing. The terms of this merger agreement provided Sprint with even more control over Clearwire’s assets. Among other things, the merger agreement gives Sprint the ability to block the efficient sale and use of Clearwire’s spectrum. Specifically, the agreement prohibits Clearwire from “sell[ing] any spectrum Licenses, spectrum Leases, or any spectrum assets” without Sprint’s written consent.⁶ By approving the Eagle River transaction as a pro forma transaction, the Commission has effectively taken Clearwire and its spectrum off the market and given control if it to Sprint.

Given Sprint’s stranglehold over Clearwire—acquired through the Eagle River transaction and the merger agreement—both DISH and SoftBank have recognized, and with their actions have shown, that there is now only one way to get Clearwire’s spectrum—by purchasing Sprint. The Eagle River transaction allowed Sprint to decide the future of Clearwire and its spectrum and to ensure that anyone interested in Clearwire’s spectrum make an offer to Sprint, not Clearwire.

The preceding discussion shows just how significant the Eagle River transaction was for Sprint and Clearwire, confirming Crest’s arguments that the transaction was anything but insubstantial and should not have been approved under the Commission’s pro forma procedures. Rather, it was the pivotal basis for SoftBank’s and DISH’s interest in approaching Sprint about a

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possible transaction—it is the only way that either of those companies could receive access to Clearwire’s valuable spectrum.

Crest reiterates its request that the Eagle River transaction be reconsidered and ultimately that it be denied after public comment. Only by doing so will SoftBank, DISH, and any other interested parties be able to publicly compete for Clearwire and its spectrum free of Sprint’s interference. And only by protecting such competition can the Commission ensure that Clearwire’s spectrum is ultimately used by multiple wireless broadband providers to the public’s benefit. As Crest has explained, Clearwire’s spectrum would be used most beneficially for the public if it supports broadband services of multiple customers, thereby greatly increasing competition and services for consumers.⁷

Finally, Crest writes to place the Commission on notice of two other arrangements that Sprint has orchestrated in order to solidify its majority interest in Clearwire, should the Commission ultimately reconsider and deny the Eagle River transaction. As such, upon denial of the Eagle River transaction, it is critical that the Commission also require Sprint and Clearwire to reapply for consent to a change of control before exercising either of these two mechanisms.

First, Sprint and Clearwire entered into a Note Purchase Agreement whereby Clearwire may draw down financing from Sprint in monthly $80 million tranches in return for providing Sprint with notes that are convertible into Clearwire common stock. Thus far, Clearwire has drawn down $160 million of financing, meaning that even if the Eagle River shares had not been transferred through the Commission’s pro forma approval of the transaction, Sprint could convert the notes into Clearwire common stock, giving it an approximately 51.5% voting majority in Clearwire. This conversion of debt to stock, and the control over Clearwire that Sprint obtains with it, occurs even if Clearwire’s shareholders reject the Sprint-Clearwire merger. As doing so after a reversal of the Eagle River transaction would constitute a substantial change of control, the Commission must require Sprint to apply for Commission consent to the conversion of such notes.

Second, in connection with the Sprint-Clearwire transaction, Sprint entered into an agreement with several other companies that hold interests in Clearwire. These parties hold, collectively, a 13% interest in Clearwire. If the Sprint-Clearwire transaction does not close, these holders of common stock are contractually bound to sell their Clearwire shares to Sprint. As with the Note Purchase Agreement, the Commission should review this transaction if it results in Sprint’s share of Clearwire going from less than 50% to more than 50%.

Although both of these agreements would have required Commission review before being acted upon (as both would have pushed Sprint over the 50% mark), by undertaking the

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Eagle River transaction and approval under pro forma procedures, Sprint successfully insulated both of these agreements from Commission review.

*  *  *

For the foregoing reasons, and those stated in the Petition, the Commission or its staff should reconsider the approval of Sprint’s application regarding the Eagle River transaction through pro forma procedures, put that application on public notice, and review that transaction in the IB Docket No. 12-343 along with Sprint’s proposed transactions with Clearwire and SoftBank.

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