Time Warner Cable 2011 Annual Report Download - page 27

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its right to purchase the specified assets, A/N has the right to sell the specified assets to an unrelated third party within
180 days on substantially the same terms as were available to TWE.
Wireless
On December 2, 2011, SpectrumCo entered into an agreement pursuant to which it will sell its AWS licenses that cover
20MHz over 80% of the continental U.S. and Hawaii to Verizon Wireless for $3.6 billion in cash. TWC, which owns 31.2%
of SpectrumCo, will be entitled to receive approximately $1.1 billion in cash. This transaction, which is subject to certain
regulatory approvals and customary closing conditions, is expected to close during 2012. On February 9, 2012, Comcast and
Verizon Wireless received a Request for Additional Information and Documentary Materials from the U.S. Department of
Justice in connection with their required notification filed under the Hart-Scott-Rodino Act.
Clearwire Communications
As of December 31, 2011, TWC held a 3.4% equity interest in Clearwire Communications LLC (“Clearwire
Communications”), the operating subsidiary of Clearwire Corporation (“Clearwire”), a publicly traded company that was
formed by the combination of the respective wireless broadband businesses of Sprint and Clearwire Communications.
Clearwire’s Class A Common Stock is listed for trading on the NASDAQ Global Select Market. In connection with TWC’s
initial investment in Clearwire Communications in 2008, affiliates of TWC and certain of the other Clearwire investors
entered into an operating agreement, an equity holders’ agreement, a registration rights agreement (the “Registration Rights
Agreement”) and a strategic investor agreement governing certain rights and obligations of the parties with respect to the
governance of Clearwire. Under the Registration Rights Agreement, TWC is entitled to two demand registration rights (other
than demands to file a registration statement on Form S-3) as long as the securities to be registered have an aggregate price to
the public of not less than $50 million. On December 21, 2009, Clearwire filed a shelf registration statement providing for
the registration and sale of all Clearwire securities held by TWC as of such date.
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