Clearwire shareholder Crest Financial has hired proxy-solicitation firm D.F. King & Co. to help it fight the proposed takeover of Clearwire by majority owner Sprint.
Noting that it is the largest Clearwire (Bellevue, WA, USA) shareholder currently unaligned with Sprint (Overland Park, KS, USA), Crest (Dallas, TX, USA) has also demanded that Clearwire make available the company’s list of shareholders.
The investment company, which owns about 3.9% of Clearwire’s shares, describes the deal as “coercive”, arguing that it undervalues Clearwire and is not in the best interests of the broadband operator’s minority shareholders.
It has already filed a lawsuit against Sprint and Clearwire directors, claiming they breached their fiduciary duties by “scheming to extract value from Clearwire at the expense of the minority shareholders”.
Crest is also petitioning the Federal Communications Commission to halt the merger between Sprint and Clearwire, and the acquisition of 70% of Sprint by Softbank (Tokyo, Japan), on the grounds that neither deal is in the public’s best interest.
Sprint, which owns 50.8% of Clearwire, needs a majority of other Clearwire shareholders to back its $2.2 billion takeover for the deal to proceed.
As noted by Crest, this means the merger will fail if only 21.1% of shareholders vote against it, given that Crest’s opposition is already assured.
“Crest Financial believes that Clearwire’s shareholders will reject Sprint’s unfair offer for Clearwire,” said Dave Schumacher, Crest’s general counsel, in a statement. “Crest is determined to do whatever it can to stop Sprint’s efforts to extract for itself the value of Clearwire’s trove of wireless spectrum and to harm minority shareholders and the public interest.”
Other minority shareholders have reportedly expressed their unhappiness with the terms of the Sprint offer, although in December last year Sprint claimed that Comcast (Philadelphia, PA, USA), Intel (Santa Clara, CA, USA) and Bright House Networks (Syracuse, NY, USA) – which together own 13% of Clearwire shares – had promised to support it.