The reason why DISH's offer is not complete is because it is not. 'We offer to buy up to all of CLWR, that is if Sprint rolls over backwards and we decide we want to afterwards.' What is left out of DISH's deal is a show stopper. If the deal is solid, then why haven't you guys just sold when it went over $3.30.. as that was all you were due to get.
DISH is not in control of this. Sprint is not in complete control but enough to have it end up in their lap, perhaps after some adjustments.
Look at the stock price of S through all of the ups and downs of sentiment in the media and dweeb stock boards. I think most of the financial analysts have it right because when they look at DISH's hefty capital, operational and management requirements prospects for building a new LTE network in their own spectrum, new services, new devices and marketing efforts, they know that taking on the whole of Clearwire is not likely. And they understand Sprint's position which is why they concur with what I've said... the DISH deal is unlikely to move forward as is, but might serve as a way to put a stake in the ground and gain a seat at the table in FCC deliberations. Who knows, DISH might enter into discussions on Homeland Defense and public safety, for instance offering to provide an alternative mode of operation for that segment of communications that will make use of their satellite service. DISH primary pursuit will be their own deployments. However, it would be much more efficient and leveraged to have major partners and additional spectrum to cover the dense use areas. That also would better fit their means while benefitting in device and networks areas they are weakest.
Which means, Dish is only interested in Clearwire's best spectrum asset at $0.21/MHz-POP as proposed. Dish is not interested in providing welfare for Clearwire but targeting Clearwire spectrum on cheap.
A fair benchmark for spectrum value could be set at ~$0.65/MHz-POP (seeking alpha article) and the pps will pop accordingly. The BOD should not settle for lower - it is within their power and they don't need hisse's permission.
You hit the nail on the head. DISH has never said they wanted all of the spectrum or offered to acquire all of Clearwire. The offer was re-hashing of their previous position of acquiring choice spectrum they can use to supplement their recently released 40MHz of MSS spectrum.
DISH cannot afford to acquire all of Clearwire. Even if they could borrow to do that, the debt, ongoing costs, and distraction make no sense.
Instead, DISH has pressed the FCC to delay consideration until Clearwire BOD makes a final decision on their offer. This also adds to pressure for the FCC to reconsider how the 2.6GHz spectrum is situated: they and others have put forward that the FCC should do a new review of the aggregation of this spectrum, arguing that the FCC's earlier determination at the time New Clearwire was formed is obsoleted by intervening events. In that argument, they say that Sprint started out with defacto ownership of the company, allowed that to be diluted to around 48%, a convenient move in regards to not having to hold the debt on Sprint's books, and recently acquiring ~51%, gaining what DISH argues is de jure and defacto ownership. They point to Sprint's arguments as saying that Sprint wants it both ways: to have held this position all along, therefore no new consideration for treatment of the spectrum is required, and not having held the legal ownership even to this date, thus ownership of Clearwire is a proforma event that should not be considered in the assignments. They also catch Sprint's argument at a cross purpose to their previous arguments against AT&T's acquisition of T-Mobile.
The dealings fall upon what these parties want to do and are willing to pay: DISH only needs a metro-zone BB overlay. Sprint, from their perspective, needs to cut costs and make use of the spectrum as they wish.
DISH's actions have always been consistent with what they want.