Summary:

Dish maintains that it’s offer for Clearwire is fair and legal, and Sprint’s attempt to block it in the courts is just an attempt to divert attention away from its own failed bid.

Dish Network on Tuesday called the lawsuit Sprint filed against Dish Monday a “transparent attempt” to distract shareholders from its own failed bid for Clearwire. Dish said it has offered a fair price for the WiMAX operator and accused Sprint of trying to use its majority ownership position to block shareholders from accepting the offer.

Here’s the full text of Dish’s statement:

“Sprint’s lawsuit is a transparent attempt to divert attention from its failure to deal fairly with Clearwire’s shareholders, as well as to exploit its majority position to block Clearwire’s shareholders from receiving a fair price for their shares. DISH is confident that its superior offer, which has been unanimously recommended by the Clearwire Board, including the majority appointed by Sprint, will be upheld and Clearwire shareholders will be free to realize the 29 percent premium represented by the DISH offer.”

Sprint’s lawsuit maintains that Dish’s bid — which represents a big premium over Sprint’s most recent offer — is illegal because it carries stipulations that violate Delaware corporate law and Clearwire’s shareholder agreements.

The irony of this situation is that Clearwire a year ago was a failing company with outdated WiMAX technology and neglected by its owners. Today it is the acquisition target of two of the biggest companies in the communications industry. Sprint already owns the biggest stake in Clearwire, but wants to consolidate its ownership before its pending acquisition by SoftBank. Dish wants to become a wireless carrier and needs Clearwire to break into the mobile industry.

Dish is also challenging SoftBank’s attempts to take over Sprint. So far the Sprint board has sided with SoftBank but it also gave Dish until today to submit a counter offer.

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