The ongoing saga of Clearwire has taken yet another turn as the independent shareholder firm Glass Lewis & Co. has recommended that minority shareholders in the Bellevue broadband wireless company vote against the increased offer from Sprint. The move comes a day after Crest Financial, which holds eight percent of Clearwire’s stock, claimed that Clearwire “stacked the deck” in Sprint’s favor.
That’s also the conclusion that Glass Lewis, a leading governance and proxy voting firm, has drawn. The decision comes a week after Sprint boosted its offer for the remaining shares of Clearwire that it doesn’t already own to $3.40 per share.
“Indeed, the undercurrent of the improved bid seems to reinforce many of our doubts about the original transaction process, and, in doing so, does little to off-set our belief that the board has failed to ensure the Sprint bid represents the greatest possible opportunity from the perspective of minority shareholders,” wrote the firm.
Clearwire today issued a statement saying that Glass Lewis’ “superficial” analysis was “fundamentally flawed and inaccurate.”
“The report also demonstrates a complete lack of understanding of Clearwire’s existing governance structure and erroneously assesses the value of the company’s proposed transaction with Sprint,” the response from Clearwire’s board said.
Clearwire’s board stressed that shareholders should vote for the Sprint deal on May 31, which represents a 14 percent premium over Sprint’s previous offer. They also pointed out that two other leading proxy firms — Institutional Shareholder Services and Egan-Jones — have recommended that investors vote for the deal.
“When the facts of Clearwire’s current situation are honestly and accurately assessed, it becomes clear that Sprint’s increased offer price represents fair, certain and attractive value and the best option for the company and minority stockholders,” the company wrote today in a response to the Glass Lewis report.