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Clearwire receives unsolicited offer from DISH


JohnHovah

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I get the whole fiduciary duty that Clearwire has to pursue for its shareholders but what I don't understand is if that is the case, Clearwire should not be tapping into Crest Financial or Sprint financing for the time being while they are doing their due diligence. Obviously Sprint, Dish and Crest Financial have money and if Dish was really serious about making a deal with Clearwire, why haven't they offered some upfront money as a down payment to try to secure the deal like Sprint has offered.

 

To me, once Clearwire decides to taps into either Sprint or Crest Financial for funding it should be a clear indication of who they want to go with. I have never seen a potential merger deal like this where the target company is allowed free reign to continue performing activities with other companies which are not related with the original merger agreement. I think at this point, Clearwire already knows the details of the Dish deal and Sprint deal. It already has been 3 months and they are still wavering on this decision.

 

I wouldn't say that it is unheard of in any sense of the word. It just seems as if old Charlie (and Crest) are just trying to be a nuisance and eek out as much extra cash as they can for themselves. It seems a ridiculous 11th hour play for them to be offering a paltry $240M at this point. For the record that's only 3 months worth of Sprint financing in its present form.

 

It just seems to me that these tactics regardless of the fiduciary responsibility aspect (which at present seem absurd) considering Sprint has been one of the few parties who has kept Clearwire on life support for most of its existence even while others pulled away. I didn't see Crest and the other detractors trying to bring in more investment capital, seek additional credit lines or obtain additional ownership rights and equity of any meaningful value in the Clear venture over the life of its existence.

 

Which brings me back to the obvious fact that like any gold digger, or disgruntled divorcee, they are exaggerating the worth of the cards they hold in an effort to eek out every last dime they can, regardless of whether the value was there to begin with. You can't say that the spectrum holdings are worthless because of the high frequency/limited range on one hand and then talk out of your ass and explain how valuable and massive they are on the other. Like any sane investor they want minimal risk and exposure while receiving a maximum payout and return on investment; I can't fault them for the most obvious and common investment business mentalities they have, but can honestly say that the over-inflated histrionics at the end of the CLEAR journey (which they knew has been a long time in the making) really do not amount to any rational sense. Clearly they see the deep pockets of Sprint's future (a la Softbank) and want their alimony (if we are sticking with the marriage/relationship analogy) to reflect a large chunk of those unrealized future earnings.

 

 

 

Poppycock, balderdash, rubbish, nonsense

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"Clearwire (CLWR) receives yet another alternative financing proposal from a money manager. Hedge fund Aurelius Capital is offering Clearwire $80M in convertible debt financing as a replacement for the funds it's receiving from Sprint (S). Last week,Crest Financial offered Clearwire $240M in convertible debt financing. Though taking Sprint's money and still officially supporting its $2.97/share buyout offer, Clearwire still hasn't made a final decision on Dish Network's $3.30/share bid."

 

http://seekingalpha.com/currents/post/935401

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"Clearwire (CLWR) receives yet another alternative financing proposal from a money manager. Hedge fund Aurelius Capital is offering Clearwire 80M in convertible debt financing as a replacement for the funds it's receiving from Sprint (S). Last week' date='Crest Financial offered Clearwire 240M in convertible debt financing. Though taking Sprint's money and still officially supporting its 2.97/share buyout offer, Clearwire still hasn't made a final decision on Dish Network's 3.30/share bid."

 

http://seekingalpha.com/currents/post/935401

 

What a carnival

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End of May can't come soon enough. If the FCC approves the Softbank/Sprint/Clearwire merger what happens next? I assume it still needs to get minority Clearwire shareholder approval and I would assume by then Clearwire has to make up their darn minds. This circus is getting ridiculous.

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Looks like Dish is stock piling 10 billion in cash to try to make some disruption in the wireless industry which involves either a Clearwire purchase offer OR maybe present a potential counteroffer for MetroPCS to disrupt the Tmobile/MetroPCS deal. Either way I hope in the end Dish gets neither of those deals and that way they can sit on their spectrum and pound sand. I would much rather have Tmobile have MetroPCS than Dish. I would love to see Ergen squirm if he can't land either one of those deals and he raised all that money for nothing.

 

http://www.fiercewireless.com/story/dish-amasses-10b-cash-pile-questions-swirl-over-its-plans/2013-04-10

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Looks like Dish is stock piling 10 billion in cash to try to make some disruption in the wireless industry which involves either a Clearwire purchase offer OR maybe present a potential counteroffer for MetroPCS to disrupt the Tmobile/MetroPCS deal. Either way I hope in the end Dish gets neither of those deals and that way they can sit on their spectrum and pound sand. I would much rather have Tmobile have MetroPCS than Dish. I would love to see Ergen squirm if he can't land either one of those deals and he raised all that money for nothing.

 

http://www.fiercewir...lans/2013-04-10

 

A Metro acquisition would give him a very small amount of infrastructure if he is serious about having a national wireless competitor.

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Given the liquidity needed for a network buildout, he could spend half of the 10 billion just trying to properly meet the timeframe on his spectrum. Lets just cross our fingers that he's got his tinfoil hard on for Metro or something else besides Clear. Unfortunately, when Charlie wants something, he kicks and screams and raises hell to the bitter end.

 

What disappoints me is that anything he acquires will be infested with the Dish employee/customer culture, which is push/shove/die mentality.

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Crest Financial waging proxy fight to block Sprint deal. Its getting "real" up in here for Crest Financial of their disdain of the Sprint deal and urging Clearwire shareholders to block the deal. I wonder how much effect this will have approving this deal going forward.

 

http://www.fiercewireless.com/story/clearwire-shareholder-crest-wages-proxy-fight-block-sprint-deal/2013-04-11

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I'm sure that Crest has been reinvigorated by the fact that MetroPCS' largest minority shareholder was able to get Deutsche Telekom to improve their merger terms.

 

Sent from my SPH-L900 using Tapatalk 2

 

 

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I'm sure that Crest has been reinvigorated by the fact that MetroPCS' largest minority shareholder was able to get Deutsche Telekom to improve their merger terms.

 

Sent from my SPH-L900 using Tapatalk 2

 

It could be. The thing is even if Sprint were to improve their offer, at what price would it be satisfactory? Dish has stated an offer of about $3.30/share. Is Crest expecting at least $3.50/share? Hell I hope Clearwire investors are not expecting $8.00 for 49% of the company given the amount of debt they have and how much they rely on Sprint for survival.

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It could be. The thing is even if Sprint were to improve their offer, at what price would it be satisfactory? Dish has stated an offer of about $3.30/share. Is Crest expecting at least $3.50/share? Hell I hope Clearwire investors are not expecting $8.00 for 49% of the company given the amount of debt they have and how much they rely on Sprint for survival.

 

Those greedy little bastards wouldn't accept much less than a reverse merger to include full control of the new company with a 1,000% markup. Or am I overreaching here? :rolleyes:

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http://www.streetins...id/8250500.html

 

(Updated - April 12, 2013 2:54 PM EDT)

 

DISH Network (Nasdaq: DISH) is popping higher following reports Friday afternoon that CEO Charlie Ergen may have informally approached Deutsche Telekom about a possible merger with T-Mobile USA. The proposal was made sometime prior to April 10th, the day Deutsche Telekom made a sweetened deal for MetroPCS (NYSE: PCS)...

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From Bloomberg:

 

Dish Network Corp. (DISH) Chairman Charlie Ergen informally approached Deutsche Telekom AG (DTE) about a possible merger with the German company’s T-Mobile USA Inc. unit, a deal that would let him bundle wireless service with his satellite-TV offerings, according to people close to the situation.

Dish made the proposal sometime before April 10, when Deutsche Telekom announced a sweetened bid for MetroPCS Communications Inc. (PCS), according to the people. Deutsche Telekom might consider Dish’s proposal when the transaction with MetroPCS closes, though only after verifying that a separate deal with Sprint Nextel Corp. (S) isn’t feasible, said the people, who asked not to be named because the discussions are private.

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On April 8, Clearwire (CLWR) received an offer from a "strategic buyer" to buy spectrum leases "generally located in large markets that cover approximately 5 billion MHz-POP" for a price of $1B-$1.5B, less the present value of the leases. Clearwire, which made the disclosure in a new 14A, says it will evaluate the offer. The disclosure comes on a day when Bloomberg reports Dish Network, whose $3.30/share offer for Clearwire remains outstanding, approached Deutsche Telekom about possibly merging with T-Mobile USA.

 

http://seekingalpha.com/currents/post/941281

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Funny, I was just reading that article when I got back into the office. Looks like old Charlie is intent on sticking his hand in as many baskets as possible. Perhaps someone should let him know that he only has two of them.

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On April 8, Clearwire (CLWR) received an offer from a "strategic buyer" to buy spectrum leases "generally located in large markets that cover approximately 5 billion MHz-POP"...

 

Well, here is a little quick math: 5 billion MHz·POPs works out to 16.7 MHz per capita. So, if this leased spectrum (i.e. EBS 2600 MHz) were fully nationwide, that would equate to three 5.5 MHz TDD leases per market.

 

AJ

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Looks like old Charlie is intent on sticking his hand in as many baskets as possible. Perhaps someone should let him know that he only has two of them.

 

I vote that Charlie should stick his hand in a glory hole.

 

AJ

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I vote that Charlie should stick his hand in a glory hole.

 

AJ

 

I wonder if it will be Masayoshi, Dan or maybe Oto-San on the other side of the glory hole. haha

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On April 8, Clearwire (CLWR) received an offer from a "strategic buyer" to buy spectrum leases "generally located in large markets that cover approximately 5 billion MHz-POP" for a price of $1B-$1.5B, less the present value of the leases. Clearwire, which made the disclosure in a new 14A, says it will evaluate the offer. The disclosure comes on a day when Bloomberg reports Dish Network, whose $3.30/share offer for Clearwire remains outstanding, approached Deutsche Telekom about possibly merging with T-Mobile USA.

 

http://seekingalpha....nts/post/941281

 

 

 


  • Friday, April 12, 7:01 PM ETMore on Clearwire: The 4G carrier also discloses in its 14A it's "actively considering" not making a June 1 interest payment on $4.5B worth of debt. Clearwire, which says it has enough money to run its business until Q4, has been taking $80M/month in convertible debt financing from Sprint to help pay its bills.

Just need to add a little more ridiculousness to the mix. We will keep taking Sprin't money, but plan to intentionally default on our debt thereby clearly needing some substantial outside investment and additional share offerings to dilute Sprint's majority. ummmm. I just can't tell who would ever try to make that happen. /S

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I wonder what kind of approval Clear must obtain from the shareholders, if any, in order to do another debt offering? Seems like the rate would be ridiculously high considering their questionable future and pending acquisitions, etc. At this point, I expect someone to file suit over breach of contract or worse if this circus gets any louder.

 

Regarding Captain Howdy: Ergen is going to demand the same crummy, stingy and undervalue deal terms from T-mobile that we can assume he offered Sprint before they hitched Softbank. I hope they string him along and they tell him to pound sand. He's clearly had some wet circus dream about purchasing some Clear Spectrum and using it as bait to marry T-mobile. Its strange to me that he would think any company, given his reputation, would want to cede any substantial control of itself to him.

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I think that Clearwire should take that offer to sell the leases. It is probably Dish who realized that they would not get BRS since Sprint has rights of first refusal.

Edited by bigsnake49
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  • Friday, April 12, 7:01 PM ETMore on Clearwire: The 4G carrier also discloses in its 14A it's "actively considering" not making a June 1 interest payment on $4.5B worth of debt. Clearwire, which says it has enough money to run its business until Q4, has been taking $80M/month in convertible debt financing from Sprint to help pay its bills.

Just need to add a little more ridiculousness to the mix. We will keep taking Sprin't money, but plan to intentionally default on our debt thereby clearly needing some substantial outside investment and additional share offerings to dilute Sprint's majority. ummmm. I just can't tell who would ever try to make that happen. /S

 

What if the plan is to dilute the minority shareholders? If they deal does not pass in april, then Sprint will need to buy some shares to reach the 66% it needed to reverse the 75% merger vote rule after November.

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What if the plan is to dilute the minority shareholders? If they deal does not pass in april, then Sprint will need to buy some shares to reach the 66% it needed to reverse the 75% merger vote rule after November.

 

This is quite the possibility, and more than likely at least one of his contingency plans.

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