No offense guys, but please get your facts straight. I have not researched the equity agreement, etc because I don't intend to be around beyond this game. Depending on the situation later, may buy back in but for now my bet was on either dish or sprint buying me out at an acceptable price (well over 4.) Therefore, the future governance is irrelevant to me, let Charlie et. all worry about it. Right now it looks like a 4.40 floor (I wanted 5-6) but I realize my minoritiy veto power only had so much power and that is ending. Now, I know so many of you have posted that ipso facto Sprint will raise its bid. That is not as certain as you think and a lot will depend on exactly what the governance agreements mandate which you guys cannot even agree on. Will the minoritiy be able to flurish do the agreeents expire and who has the power then, are there anyi protections for the minority?
However, for my two cents, the issues are simple and obvious. Ergen will have circa 25% ownerhip, maybe a little more. One interesting question which I have not researched. Are the stratgic investors obligated to sell to Sprint or with the demise of the Sprint deal can Intel et. all sell to Ergen at the higher price. If they can, this will give Ergen more shares whicih he will also get with dilution thanks to his bonds and potential financing. Getting board members will be easy, Ican gets with a lot less ownership. The governance issues will depend upon the contractual wording but Sprint will owe for the progress LTE payments, the renegotiation of the wireless deal next yr and the LTE usage payments. If Ergen buys all the non sprint shares there will be a dulopy, either friendly which team rep says is the only option, or adverisal ala Icon. If Ergen gets all non sprint shares, you guys are out and the rest is moot. If a minor minority remains,how will can they recognize value. If that is an option, I might consider a rebuy and then I will dd the governance issues.
Sprint could want their offer to fail. Sprint with their partners currently have 64% of the vote, however, if the vote fails, Sprint would have 68% of the vote.
To change Clearwire bylaws, the party would need 66 2/3% vote as well as approval from Sprint, Intel, Strategic Investors as a group, and a board member designee. Sprint has 64% of the vote as well as Intel and Strategy Investors support. They had the board support, but that of course changed with them backing Dish's offer.
IMO, Sprint is going to wait until their offer fails, then they will significantly raise their offer( I assume in the 5 dollar range). Once they have the board approval, they will go ahead and force a vote to change the bylaws and reduce the voting requirements from 75 to 66 2/3. Even if Dish were to raise their offer, Sprint offer would have to be rejected by the shareholders, however, Sprint would already have the necessary votes to pass the deal.
What are you talking about?!?
Read the statement. CLWR told Sprint a week ago they will accept Dish's offer unless Sprint counters. They declined.
Sprint just made a statement stating it has "every intention of enforcing its governance rights". This could end up in court.