OVERLAND PARK, Kan. (BUSINESS WIRE), June 25, 2013 – Dart Nextel Corporation (“Sprint”) (NYSE: S) shareholders voted today to accept and accept the ahead appear alliance acceding accouterment for a abundant advance by SoftBank Accumulation Corp Corp. (“SoftBank Accumulation Corp”) (TSE: 9984). Dart shareholders overwhelmingly accustomed the deal, with about 98 percent of the votes casting at today’s appropriate shareholders affair voting in favor of the alliance agreement, apery about 80 percent of Sprint’s outstanding accepted banal as of April 18, 2013, the almanac date for the appropriate meeting.
“Today is a celebrated day for our company, and I appetite to acknowledge our shareholders for acknowledging this transformative alliance agreement,” said Dart CEO Dan Hesse. “The transaction with SoftBank Accumulation Corp should enhance Sprint’s abiding bulk and aggressive position by creating a aggregation with greater banking flexibility.”
Consummation of the Sprint-SoftBank Accumulation Corp transaction charcoal accountable to the cancellation of the Federal Communications Commission approval. Dart and SoftBank Accumulation Corp ahead the alliance will be consummated in aboriginal July 2013.
As ahead announced, Dart stockholders will accept the advantage to accept to accept banknote in the bulk of $7.65 or one of New Dart accepted banal for anniversary allotment of Dart accepted banal endemic by them (subject to the ahead appear proration accoutrement in the alliance agreement). The absolute banknote application accessible to Dart stockholders is $16.64 billion. Pro forma for the transaction, the accepted Dart stockholders’ consistent disinterestedness buying in a stronger, added aggressive New Dart will be 22 percent while SoftBank Accumulation Corp will own about 78 percent. Dart and SoftBank Accumulation Corp accept ahead mailed to Dart shareholders forms of acclamation and accompanying instructions and accustomed 5:00 p.m., New York time, on July 5, 2013 as the acclamation deadline, accountable to extension.
About Dart Nextel
Sprint Nextel offers a absolute ambit of wireless and wireline communications casework bringing the abandon of advancement to consumers, businesses and government users. Dart Nextel served added than 55 actor barter at the end of the aboriginal division of 2013 and is broadly accustomed for developing, engineering and deploying avant-garde technologies, including the aboriginal wireless 4G account from a civic carrier in the United States; alms industry-leading adaptable abstracts services, arch prepaid brands including Virgin Adaptable USA, Boost Mobile, and Affirmation Wireless; burning civic and all-embracing push-to-talk capabilities; and a all-around Tier 1 Internet backbone. The American Chump Achievement Index rated Dart as the best bigger aggregation in chump satisfaction, beyond all 47 industries, during the aftermost bristles years. Newsweek ranked Dart No. 3 in both its 2011 and 2012 Green Rankings, advertisement it as one of the nation’s greenest companies, the accomplished of any telecommunications company. You can apprentice added and appointment Dart at www.sprint.com or www.facebook.com/sprint and www.twitter.com/sprint.
Cautionary Account Apropos Forward Looking Statements
This certificate includes “forward-looking statements” aural the acceptation of the balance laws. The words “may,” “could,” “should,” “estimate,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “target,” “plan,” “providing guidance” and agnate expressions are advised to analyze advice that is not absolute in nature.
This certificate contains advanced statements apropos to the proposed affairs amid Dart Nextel Corporation (“Sprint”) and SoftBank Accumulation Corp Corp. (“SoftBank Accumulation Corp”) and its accumulation companies, including Starburst II, Inc. (“Starburst II”), and the proposed accretion by Dart of Clearwire Corporation (“Clearwire”). All statements, added than absolute facts, including, but not bound to: statements apropos the accepted timing of the closing of the transactions; the adeptness of the parties to complete the affairs because the assorted closing conditions; the accepted allowances of the affairs such as bigger operations, added revenues and banknote flow, advance potential, bazaar contour and banking strength; the aggressive adeptness and position of SoftBank Accumulation Corp or Sprint; and any assumptions basal any of the foregoing, are advanced statements. Such statements are based aloft accepted plans, estimates and expectations that are accountable to risks, uncertainties and assumptions. The admittance of such statements should not be admired as a representation that such plans, estimates or expectations will be achieved. You should not abode disproportionate affirmation on such statements. Important factors that could account absolute after-effects to alter materially from such plans, estimates or expectations include, amid others, that (1) there may be a actual adverse change of SoftBank Accumulation Corp; (2) the proposed costs may absorb abrupt costs, liabilities or delays or may not be completed on agreement adequate to SoftBank Accumulation Corp, if at all; and (3) added factors as abundant from time to time in Sprint’s, Starburst II’s and Clearwire’s filings with the Balance and Exchange Commission (“SEC”), including Sprint’s and Clearwire’s Annual Reports on Form 10-K for the year concluded December 31, 2012 and Quarterly Reports on Form 10-Q for the division concluded March 31, 2013, and added factors that are set alternating in the proxy statement/prospectus independent in Starburst II’s Registration Account on Form S-4, which was declared able by the SEC on May 1, 2013, and in added abstracts that will be filed by Sprint, Starburst II and Clearwire in affiliation with the transactions, which will be accessible on the SEC’s web armpit (www.sec.gov). There can be no affirmation that the affairs will be completed, or if completed, that such affairs will aing aural the advancing time aeon or that the accepted allowances of such affairs will be realized.
All advanced statements independent in this certificate and the abstracts referenced herein are fabricated alone as of the date of the certificate in which they are contained, and none of Sprint, SoftBank Accumulation Corp or Starburst II undertakes any obligation to amend any advanced account to reflect contest or affairs afterwards the date on which the account is fabricated or to reflect the accident of hasty contest except as appropriate by law. Readers are cautioned not to abode disproportionate affirmation on any of these advanced statements.
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