Dish throws in the towel on Clearwire acquisition
Dish Network on Wednesday formally withdrew its tender offer to acquire all outstanding shares of Clearwire for $4.40 per share. The move comes in the wake of Dish’s decision back out of its bid for Sprint.
Dish was far from winning over Clearwire investors to its offer anyway. Sprint earlier this month announced that Clearwire had accepted Sprint’s raised bid of $5 per share to buy out Clearwire, a deal that values Clearwire at approximately $14 billion and represents a 47 percent premium over Sprint’s previous offer of $3.40 per share.
Clearwire’s board has since accordingly adjusted its recommendation and advised shareholders to vote against Dish’s offer. Dish cited the recommendation by Clearwire’s board to vote in favor of Sprint’s offer as one reason, among others, that the company finally decided to bow out of the bidding.
At one point in the bidding, Sprint went so far as to file a complaint with the Delaware Court of Chancery against Dish and Clearwire, asking the courts to put the brakes on Dish’s tender offer to Clearwire.
In a press release, Sprint said “DISH had repeatedly attempted to fool Clearwire’s shareholders into believing its proposal was actionable in an effort to acquire Clearwire’s spectrum and to obstruct Sprint’s transaction with Clearwire.”
Among Sprint’s arguments for blocking the transaction, the Kansas City-based carrier said that the Dish tender offer cannot be completed without approval from 75 percent of Clearwire’s shareholders nor without the approval of Comcast. Since neither approval has been met, Sprint said that completion of the transaction would be illegal.
Having Dish out of the way should clear the way for the final merging of Softbank and Sprint, which was approved by Sprint shareholders this week.
Sprint shareholders approved Japanese carrier Softbank's offer to purchase 78 percent of Sprint. According to a press release, Sprint shareholders overwhelmingly approved the deal, with approximately 98 percent of the votes cast at today’s special shareholders meeting voting in favor of the merger agreement. Softbank has effectively purchased 80 percent of Sprint’s outstanding common stock as of April 18, 2013.
The Softbank deal remains subject to FCC approval. Sprint and SoftBank anticipate the merger will be completed by early July 2013.