0001193125-13-173995.txt : 20130425 0001193125-13-173995.hdr.sgml : 20130425 20130425164956 ACCESSION NUMBER: 0001193125-13-173995 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 11 FILED AS OF DATE: 20130425 DATE AS OF CHANGE: 20130425 GROUP MEMBERS: CREST INVESTMENT CO GROUP MEMBERS: CREST SWITZERLAND LLC GROUP MEMBERS: DARIA DANIEL 2003 TRUST GROUP MEMBERS: DTN INVESTMENTS, LLC GROUP MEMBERS: DTN LNG, LLC GROUP MEMBERS: ERIC E. STOERR GROUP MEMBERS: HALIM DANIEL GROUP MEMBERS: HALIM DANIEL 2012 TRUST GROUP MEMBERS: JAMAL & RANIA DANIEL REVOCABLE TRUST GROUP MEMBERS: JAMAL DANIEL GROUP MEMBERS: JOHN M. HOWLAND GROUP MEMBERS: MICHAEL WHEATON GROUP MEMBERS: NAIA DANIEL 2003 TRUST GROUP MEMBERS: RANIA DANIEL GROUP MEMBERS: THALIA DANIEL 2003 TRUST GROUP MEMBERS: UNITEG HOLDING SA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Clearwire Corp /DE CENTRAL INDEX KEY: 0001442505 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-84306 FILM NUMBER: 13783510 BUSINESS ADDRESS: STREET 1: 1475 120TH AVE NE CITY: BELLEVUE STATE: WA ZIP: 98005 BUSINESS PHONE: 425-216-7600 MAIL ADDRESS: STREET 1: 1475 120TH AVE NE CITY: BELLEVUE STATE: WA ZIP: 98005 FORMER COMPANY: FORMER CONFORMED NAME: New Clearwire CORP DATE OF NAME CHANGE: 20080811 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Crest Financial Ltd CENTRAL INDEX KEY: 0001551190 IRS NUMBER: 760575218 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: JP MORGAN CHASE TOWER, 600 TRAVIS STREET 2: SUITE 6800 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (713) 222 6900 MAIL ADDRESS: STREET 1: JP MORGAN CHASE TOWER, 600 TRAVIS STREET 2: SUITE 6800 CITY: HOUSTON STATE: TX ZIP: 77002 SC 13D/A 1 d519002dsc13da.htm SC 13D/A SC 13D/A

 

 

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. 9)*

 

 

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 24, 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 remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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)


  1   

Names of Reporting Persons

 

Crest Financial Limited

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC, SC

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

36,183,649

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

36,183,649

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

36,183,649

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

5.18%(1)

14  

Type of Reporting Person (See Instructions)

 

PN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Crest Investment Company

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

36,183,649

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

36,183,649

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

36,183,649

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

5.18%(1)

14  

Type of Reporting Person (See Instructions)

 

CO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Jamal and Rania Daniel Revocable Trust

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

36,183,649

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

36,183,649

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

36,183,649

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

5.18%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Jamal Daniel

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

United States of America

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

36,183,649

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

36,183,649

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

36,183,649

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

5.18%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Rania Daniel

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

United States of America

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

36,183,649

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

36,183,649

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

36,183,649

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

5.18%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

DTN LNG, LLC

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Delaware

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

9,623,249

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

9,623,249

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

9,623,249

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.38%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

DTN Investments, LLC

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC, OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Delaware

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

10,173,249

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

10,173,249

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

10,173,249

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.46%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Daria Daniel 2003 Trust

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

3,391,083

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

3,391,083

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,391,083

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.49%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Thalia Daniel 2003 Trust

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

3,391,083

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

3,391,083

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,391,083

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.49%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Naia Daniel 2003 Trust

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Texas

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

3,391,083

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

3,391,083

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,391,083

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.49%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

John M. Howland

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

PF, OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

United States of America

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

23,000

     8   

Shared Voting Power

 

10,173,249

     9   

Sole Dispositive Power

 

23,000

   10   

Shared Dispositive Power

 

10,173,249

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

10,196,249

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.46%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Eric E. Stoerr

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

PF

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

United States of America

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

22,000

     8   

Shared Voting Power

 

0

     9   

Sole Dispositive Power

 

22,000

   10   

Shared Dispositive Power

 

0

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

22,000

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.00%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Halim Daniel 2012 Trust

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC, OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

11,051,521

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

11,051,521

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

11,051,521

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.58%(1)

14  

Type of Reporting Person (See Instructions)

 

OO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Halim Daniel

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

PF

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Lebanon

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

200,000

     8   

Shared Voting Power

 

11,051,521

     9   

Sole Dispositive Power

 

200,000

   10   

Shared Dispositive Power

 

11,051,521

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

11,251,521

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.61%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Michael Wheaton

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

11,051,521

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

11,051,521

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

11,051,521

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

1.58%(1)

14  

Type of Reporting Person (See Instructions)

 

IN

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Uniteg Holding SA

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Switzerland

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

600,000

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

600,000

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

600,000

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.09%(1)

14  

Type of Reporting Person (See Instructions)

 

CO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


  1   

Names of Reporting Persons

 

Crest Switzerland LLC

  2  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3  

SEC Use Only

 

  4  

Source of Funds (See Instructions)

 

WC

  5  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ¨

 

  6  

Citizenship or Place of Organization

 

Delaware

Number of Shares Beneficially Owned by Each Reporting Person With

 

     7    

Sole Voting Power

 

0

     8   

Shared Voting Power

 

600,000

     9   

Sole Dispositive Power

 

0

   10   

Shared Dispositive Power

 

600,000

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

600,000

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨

 

13  

Percent of Class Represented by Amount in Row (11)

 

0.09%(1)

14  

Type of Reporting Person (See Instructions)

 

CO

 

(1) Based on the Issuer’s Definitive Proxy Statement on Schedule 14A filed on April 23, 2013, there were 699,171,925 shares of Class A common stock outstanding as of April 2, 2013.


This Amendment No. 9 (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”), Amendment No. 7 filed on April 11, 2013 (“Amendment No. 7”) and Amendment No. 8 filed on April 23, 2013 (“Amendment No. 8”).

 

Item 4. Purpose of Transaction.

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

On April 24, 2013, CFL and CIC (collectively, the “Participants”) filed with the Securities and Exchange Commission (the “SEC”) a revised preliminary proxy statement and accompanying proxy card relating to Participants’ intention to solicit proxies from the stockholders of the Issuer in connection with a special meeting of such stockholders to be held to vote upon the proposed transaction between the Issuer and Sprint-Nextel Corporation and issued a press release relating thereto (the “Press Release”), a copy of which is attached hereto as Exhibit 2 and is incorporated herein by reference.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

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 Press Release attached hereto as Exhibit 2, the Power of Attorney for the Jamal and Rania Daniel Trust attached hereto as Exhibit 3, the Power of Attorney for Jamal Daniel attached hereto as Exhibit 4, the Power of Attorney for Rania Daniel attached hereto as Exhibit 5, the Power of Attorney for Eric E. Stoerr attached hereto as Exhibit 6, the Power of Attorney for the Halim Daniel Trust attached hereto as Exhibit 7, the Power of Attorney for Halim Daniel attached hereto as Exhibit 8, the Power of Attorney for Michael Wheaton attached hereto as Exhibit 9, the Power of Attorney for Uniteg attached hereto as Exhibit 10, the Board Letter attached to Amendment No. 8 as Exhibit 2, the April 23 Press Release attached to Amendment No. 8 as Exhibit 3, the April 22 Press Release attached to Amendment No. 8 as Exhibit 4, the FCC Letter attached to Amendment No. 8 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.


Item 7. Material to be Filed as Exhibits.

The following documents are filed as exhibits:

 

Exhibit
Number

  

Exhibit Name

Exhibit 1    Joint Filing Agreement dated as of April 25, 2013, among Crest Financial Limited, Crest Investment Company, the Jamal and Rania Daniel Revocable Trust, Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC, DTN Investments, LLC, the Daria Daniel 2003 Trust, the Thalia Daniel 2003 Trust, the Naia Daniel 2003 Trust, Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust, Mr. Michael Wheaton, solely in his capacity as trustee of the Halim Daniel 2012 Trust, Mr. Halim Daniel, Uniteg Holding SA and Crest Switzerland, LLC
Exhibit 2    Press Release by Crest Financial Limited dated as of April 24, 2013
Exhibit 3    Power of Attorney for the Jamal and Rania Daniel Revocable Trust dated as of April 23, 2013
Exhibit 4    Power of Attorney for the Jamal Daniel dated as of April 23, 2013
Exhibit 5    Power of Attorney for Rania Daniel dated as of April 23, 2013
Exhibit 6    Power of Attorney for Eric E. Stoerr dated as of April 24, 2013
Exhibit 7    Power of Attorney for the Halim Daniel 2012 Trust dated as of April 25, 2013
Exhibit 8    Power of Attorney for Halim Daniel dated as of April 23, 2013
Exhibit 9    Power of Attorney for Michael Wheaton dated as of April 24, 2013
Exhibit 10    Power of Attorney for United Holding SA dated as of April 23, 2013


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 25, 2013

 

CREST FINANCIAL LIMITED
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Executive Vice President, Secretary and Treasurer

 

CREST INVESTMENT COMPANY
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Executive Vice President, CFO and Treasurer

 

JAMAL AND RANIA DANIEL REVOCABLE TRUST
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

JAMAL DANIEL
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

RANIA DANIEL
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

DTN LNG, LLC
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Manager, President, Secretary and Treasurer

 

DTN INVESTMENTS, LLC
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Manager, President, Secretary and Treasurer

 

DARIA DANIEL 2003 TRUST
by   /s/ John M. Howland
  Name: John M. Howland
  Title: Trustee

 

THALIA DANIEL 2003 TRUST
by   /s/ John M. Howland
  Name: John M. Howland
  Title: Trustee


NAIA DANIEL 2003 TRUST
by  

/s/ John M. Howland

  Name: John M. Howland
  Title: Trustee
JOHN M. HOWLAND
by  

/s/ John M. Howland

  Name: John M. Howland
ERIC E. STOERR
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact
HALIM DANIEL 2012 TRUST
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact
HALIM DANIEL
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact
MICHAEL WHEATON
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact
UNITEG HOLDING SA
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact
CREST SWITZERLAND LLC
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Manager


EXHIBIT INDEX

 

Exhibit
Number

  

Exhibit Name

Exhibit 1    Joint Filing Agreement dated as of April 25, 2013, among Crest Financial Limited, Crest Investment Company, the Jamal and Rania Daniel Revocable Trust, Mr. Jamal Daniel, Mrs. Rania Daniel, DTN LNG, LLC, DTN Investments, LLC, the Daria Daniel 2003 Trust, the Thalia Daniel 2003 Trust, the Naia Daniel 2003 Trust, Mr. John M. Howland, Mr. Eric E. Stoerr, the Halim Daniel 2012 Trust, Mr. Michael Wheaton, solely in his capacity as trustee of the Halim Daniel 2012 Trust, Mr. Halim Daniel, Uniteg Holding SA and Crest Switzerland, LLC
Exhibit 2    Press Release by Crest Financial Limited dated as of April 24, 2013
Exhibit 3    Power of Attorney for the Jamal and Rania Daniel Revocable Trust dated as of April 23, 2013
Exhibit 4    Power of Attorney for the Jamal Daniel dated as of April 23, 2013
Exhibit 5    Power of Attorney for Rania Daniel dated as of April 23, 2013
Exhibit 6    Power of Attorney for Eric E. Stoerr dated as of April 24, 2013
Exhibit 7    Power of Attorney for the Halim Daniel 2012 Trust dated as of April 25, 2013
Exhibit 8    Power of Attorney for Halim Daniel dated as of April 23, 2013
Exhibit 9    Power of Attorney for Michael Wheaton dated as of April 24, 2013
Exhibit 10    Power of Attorney for United Holding SA dated as of April 23, 2013
EX-99.1 2 d519002dex991.htm EX-99.1 EX-99.1

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 25th day of April, 2013.

 

CREST FINANCIAL LIMITED
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Executive Vice President, Secretary and Treasurer

 

CREST INVESTMENT COMPANY

by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Executive Vice President, CFO and Treasurer

 

JAMAL AND RANIA DANIEL REVOCABLE TRUST
by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

JAMAL DANIEL

by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

RANIA DANIEL

by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

DTN LNG, LLC

by

  /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Manager, President, Secretary and Treasurer

 

DTN INVESTMENTS, LLC

by   /s/ Pamela E. Powers
  Name: Pamela E. Powers
  Title: Manager, President, Secretary and Treasurer

 

DARIA DANIEL 2003 TRUST

by  

/s/ John M. Howland

  Name: John M. Howland
  Title: Trustee


THALIA DANIEL 2003 TRUST

by   /s/ John M. Howland
  Name: John M. Howland
  Title: Trustee

 

NAIA DANIEL 2003 TRUST
by  

/s/ John M. Howland

  Name: John M. Howland
  Title: Trustee

 

JOHN M. HOWLAND
by  

/s/ John M. Howland

  Name: John M. Howland

 

ERIC E. STOERR
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

HALIM DANIEL 2012 TRUST
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

HALIM DANIEL
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

MICHAEL WHEATON
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

UNITEG HOLDING SA
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Attorney-in-fact

 

CREST SWITZERLAND LLC
by  

/s/ Pamela E. Powers

  Name: Pamela E. Powers
  Title: Manager
EX-99.2 3 d519002dex992.htm EX-99.2 EX-99.2

Exhibit 2

FOR IMMEDIATE RELEASE:

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

Crest Financial Files Revised Preliminary Proxy Statement

HOUSTON, April 24, 2013 – Crest Financial Limited, the largest minority stockholder of Clearwire Corporation (NASDAQ: CLWR), today filed with the Securities and Exchange Commission (SEC) a revised preliminary proxy statement regarding the proposed merger between Clearwire Corporation and Sprint Nextel Corporation. Once its proxy statement is declared effective by the SEC, Crest intends to wage a campaign to convince the Clearwire stockholders to vote against the proposed merger.

Crest has made a number of public statements, including through letters, press releases and filings with the Federal Communications Commission and the Delaware Court of Chancery, regarding its opposition to the Sprint-Clearwire merger. This process continued yesterday in a new letter to the Clearwire Board of Directors.

In the letter, Crest continued to express its strongly held belief that Clearwire should be left to realize the full value of its spectrum by implementing its multi-customer strategy as an independent company. Crest asserted that the market itself, as evidenced by the spectrum purchase offers from DISH Network and Verizon, demonstrates that this path is real. By contrast, Crest said that Clearwire’s threats of bankruptcy or debt default are not real. In Crest’s view, with a bidding war heating up for Clearwire’s valuable spectrum through the SoftBank and DISH offers for Sprint and the offers made directly to Clearwire for spectrum, none of the relevant players would hand control of Clearwire’s spectrum to Clearwire’s bondholders through a debt default or bankruptcy filing.

Crest’s letter provided a detailed statement about how Clearwire’s Board of Directors has not acted in the interests of the Clearwire stockholders other than Sprint. These include:

 

   

The Board’s handing to Sprint the value of the Clearwire spectrum without maintaining for itself the flexibility to pursue alternative transactions. This is in stark contrast to the Sprint Board, which has the right under its merger agreement with SoftBank to consider such alternatives and to terminate this merger agreement for a superior offer.

 

   

The Board’s failure to recognize the substantial value of Clearwire’s spectrum. Using a pro forma cash flow analysis in Sprint’s proxy statement, Crest shows that 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.

 

   

The Board’s agreeing to a convertible debt instrument with Sprint the primary purpose of which is to force the Clearwire minority stockholders to make an untenable choice: Either accept Sprint’s inadequate and unfair merger offer or suffer significant dilution of their shares to Sprint.

 

   

The Board’s failure to obtain the necessary consents to accept the convertible debt financing offers, and the liquidity that would go with them, from both Crest and Aurelius Capital Management LP.

Crest also pointed out that it is Sprint, not Clearwire, that had to find a transaction partner to save it from its failing finances. While Sprint was starving for cash, overrun with debt, losing customers, and facing a very legitimate risk of bankruptcy, Clearwire had its valuable spectrum assets and the cash available to meet its build-out objectives. However, it was the Sprint Board, and not the Clearwire Board, that turned this situation into an advantage, Crest states in its letter.

Finally, Crest’s letter asks how the Clearwire Board could press ahead with a vote on the Sprint-Clearwire transaction when the fluid situation in the market leaves Clearwire’s stockholders with a lack of clarity about what they are voting for or against as well as what is the future of Clearwire’s majority stockholder, Sprint. Crest believes that the Clearwire Board is presenting the Clearwire stockholders with a choice: Take the inadequate offer from Sprint or allow Clearwire to continue on the independent path that Crest has described. Crest also asserts that the Clearwire Board should answer a number of questions so that the Clearwire stockholders can make an informed choice, including whether these market moves demonstrate that Clearwire’s spectrum is significantly more valuable than the value the Sprint offer attributes to it; and who will control Sprint, Clearwire’s majority stockholder, and what business plan will Sprint’s new majority stockholder implement to realize the full value of Clearwire’s spectrum.

Crest has hired the proxy-solicitation firm D. F. King & Co., Inc. to help it oppose the proposed Sprint-Clearwire merger. Crest has also filed a lawsuit in Delaware against Sprint, Clearwire, the directors of Clearwire, and others 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 Federal Communications Commission to block the proposed Softbank-Sprint and Sprint-Clearwire transactions because they would treat minority stockholders of Clearwire unfairly and the transactions would not be in the public’s best interest.


Crest’s revised preliminary proxy statement and its letter to the Board of Clearwire 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.

EX-99.3 4 d519002dex993.htm EX-99.3 EX-99.3

Exhibit 3

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

2


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

JAMAL AND RANIA DANIEL REVOCABLE TRUST
By:  

/s/ Jamal Daniel

Name:   Jamal Daniel
Title:   Trustee
Date:   April 23, 2013
EX-99.4 5 d519002dex994.htm EX-99.4 EX-99.4

Exhibit 4

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

2


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

JAMAL DANIEL
By:  

/s/ Jamal Daniel

Name:   Jamal Daniel
Date:   April 23, 2013
EX-99.5 6 d519002dex995.htm EX-99.5 EX-99.5

Exhibit 5

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

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The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

RANIA DANIEL
By:  

/s/ Rania Daniel

Name:   Rania Daniel
Date:   April 23, 2013
EX-99.6 7 d519002dex996.htm EX-99.6 EX-99.6

Exhibit 6

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

ERIC E. STOERR
By:  

/s/ Eric. E. Stoerr

Name:   Eric E. Stoerr
Date:   April 24, 2013
EX-99.7 8 d519002dex997.htm EX-99.7 EX-99.7

Exhibit 7

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action; provided, however, that the recourse under the foregoing indemnity shall be limited to the assets of the undersigned except in the case of gross negligence, actual fraud or willful misconduct.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

HALIM DANIEL 2012 TRUST
By:  

/s/ Michael Wheaton

Name:   Michael Wheaton
Title:   Trustee
Date:   April 25, 2013
EX-99.8 9 d519002dex998.htm EX-99.8 EX-99.8

Exhibit 8

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

HALIM DANIEL
By:  

/s/ Halim Daniel

Name:   Halim Daniel
Date:   April 23, 2013
EX-99.9 10 d519002dex999.htm EX-99.9 EX-99.9

Exhibit 9

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

MICHAEL WHEATON
By:  

/s/ Michael Wheaton

Name:   Michael Wheaton
Date:   April 24, 2013
EX-99.10 11 d519002dex9910.htm EX-99.10 EX-99.10

Exhibit 10

POWER OF ATTORNEY

FOR EXECUTING SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints each of Pamela E. Powers and David K. Schumacher, with full power of substitution, as an undersigned’s true and lawful attorney-in-fact to:

 

  (1) Execute for and on behalf of the undersigned any Schedule 13D or Schedule 13G (including amendments thereto) in accordance with Sections 13(d) or 13(g) of the Securities and Exchange Act of 1934 (the “Exchange Act”), but only to the extent each schedule relates to the undersigned’s beneficial ownership of securities of Clearwire Corporation;

 

  (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any Schedule 13D or Schedule 13G (including amendments thereto) and timely file the schedules with the Securities and Exchange Commission and any stock exchange or quotation system, self-regulatory association or any other authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and

 

  (3) Take any other action in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in the form and shall contain the terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform all and every act requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers granted herein. The undersigned acknowledges that none of the attorneys-in-fact, in serving in such capacity at the request of the undersigned, is assuming any of the undersigned’s responsibilities to comply with Sections 13(d) or 13(g) of the Exchange Act.

 

1


The undersigned agrees that each attorney-in-fact may rely entirely on information furnished orally or in writing by or at the direction of the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless each attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by or at the direction of the undersigned, or upon the lack of timeliness in the delivery of information by or at the direction of the undersigned, to the attorneys-in fact for purposes of executing, acknowledging, delivering or filing a Schedule 13D or Schedule 13G (including amendments thereto) and agrees to reimburse each attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Schedule 13D or Schedule 13G (including amendments thereto) with respect to the undersigned’s holdings of and transactions in securities issued by Clearwire Corporation, unless earlier revoked by the undersigned in a signed writing delivered to the attorney-in-fact. This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

(Signature Page Follows)

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

UNITEG HOLDING SA
By:  

/s/ Luis Bosque

Name:   Luis Bosque
Title:   President
Date:   April 23, 2013