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Entry into a Material Definitive

Lessee

and, collectively, the

Lessees

) of Sprint Corporation (

Sprint

) entered into a series of agreements (the

Equipment Sale Leaseback

) to sell, for an aggregate purchase price of approximately $3.4 billion, certain network equipment (collectively, the

Equipment

) to unrelated bankruptcy-remote special purpose entities (each, an

SPV

and, collectively, the

SPVs

), which Equipment will simultaneously be leased back to the Lessees. The Equipment Sale Leaseback will provide additional liquidity and funding for the ongoing business needs of Sprint and its subsidiaries. The consummation of the transactions under the Equipment Sale Leaseback, including payment of the Cash Purchase Price (de fined below), is expected to occur on or about April12, 2016, subject to the satisfaction of customary closing conditions.

The material documentation for the Equipment Sale Leaseback includes (i)the sale agreements (each a

Sale Agreement

and together, the

Sale Agreements

), each between an SPV and one or more Lessees, (ii)the Master Lease Agreement (the

Master Lease Agreement

), by and between the Lessees and the SPVs, and, (iii)the Guaranty, by Sprint in favor of the SPVs (the

Guaranty

), each of which agreement was dated as of March31, 2016 and effective as of April5, 2016.

Pursuant to the Sale Agreements, the Lessees will sell the Equipment to the SPVs in exchange for (i)a cash purchase price of approximately $2.2 billion (the

Cash Purchase Price

), payable on the closing date of the sale of the Equipment and (ii) an unsecured subordinated promissory note for the difference between the value of the Equipment sold and the Cash Purchase Price (the

Promissory Note

). Payments in respect of the Promissory Note will not be made to the Lessees until all other...


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