© 2012 Edwards Wildman Palmer LLP & Edwards Wildman Palmer UK LLP

Walter Reed, Edwards Wildman InsightMobile Consolidation Picks Up Speed

Strategic Consolidation Deals

Mobile carriers are working together to get the best spectrum for their companies, and the deals are making the headlines:

♦ Sprint To Buy Out Clearwire (December 2012)

♦ Will Dish Get Clearwire (January 2013)

♦ AT&T Will Buy Some Verizon Spectrum for $1.9 Billion (January 2013)

Sprint To Buy Out Clearwire

♦ In December, Sprint made a $2.2 billion offer to buy the remaining 50% stake of Clearwire (it already owns the other 50%). The deal is still being reviewed.

♦ Sprint was able to make the offer due to a $20.1 billion transaction agreement with SoftBank of Japan this past October.♦ Sprint has already received $3.1 billion in convertible debt. The

rest of the transaction is to be done after regulatory approval.♦ The DOJ, FBI and Department of Homeland Security are now

investigating the merger for national security and law enforcement issues.

♦ Also of note, Sprint’s purchase of Clearwire is contingent on its ability to complete the Softbank deal

Will Dish Get Clearwire?

♦ About one month after Sprint offered to buy Clearwire, Dish made an unsolicited move for the company.

♦ Dish outbid Sprint, offering to pay $3.30 per share, or $5.15 billion.

♦ To make the deal even sweeter for Clearwire, Dish is offering to buy 24% of Clearwire’s spectrum for $2.2 billion and provide $800 million of additional financial support.

♦ Analysts believe that Clearwire will not accept Dish’s offer due to various factors, including the fact that Sprint already owns a majority stake in Clearwire, and Clearwire can’t sell spectrum without Sprint’s consent.

AT&T Will Buy Some Verizon Spectrum for $1.9 Billion

♦ AT&T has signed an agreement to buy spectrum licenses from its main competitor, Verizon, for $1.9 Billion

♦ This purchase will cover 42 million people across 18 states, expanding AT&T’s 4G LTE network

♦ AT&T’s LTE has been deployed in 135 cities, whereas Verizon has LTE in 476 cities.

Walter Reed’s Insight on Mobile Consolidation

“News of Dish’s unsolicited offer to buy the remainder of Clearwire was a major shock to the mobile industry and my colleagues at Edwards Wildman…Dish’s offer was higher than Sprint’, but it’s hard to believe that the bid will result in a deal.”

6

“In the end, technology is moving quickly, but change seems to be slow-going. This deal is certainly an important one for Sprint and Clearwire, but consumers might have to be patient to see any noticeable changes.” – Walter Reed

More Information on the Mobile Market

♦ For more information on the mobile market from Walter Reed, Partner at Edwards Wildman, please visit:

♦ Insight on AT&T’s Spectrum Purchase from Edwards Wildman

♦ Dish v. Sprint: It’s Up To Clearwire

♦ Walter Reed on the Changing Mobile Market (video)

♦ What to Expect from Major Mobile Carriers in 2013 (video)

7

© 2012 Edwards Wildman Palmer LLP & Edwards Wildman Palmer UK LLP

For more information on Walter Reed, please visit:

www.WalterReedEdwardsWildman.com

© 2012 Edwards Wildman Palmer LLP & Edwards Wildman Palmer UK LLP

For more information on Edwards Wildman, please visit:

EdwardsWildman.com