ACQUISITION AGREEMENT BY AND AMONG NEXTWAVE WIRELESS LLC, NW SPECTRUM CO. WCS WIRELESS, INC. COLUMBIA WCS III, INC. TKH CORP., THE STOCKHOLDERS OF COLUMBIA WCS III, INC. AND TKH CORP. AND COLUMBIA CAPITAL, LLC as the Stockholder Representative Dated...Acquisition Agreement • June 29th, 2006 • NextWave Wireless LLC • Communications services, nec • New York
THIS ACQUISITION AGREEMENT, dated as of May 9, 2006 (this “Agreement”), by and among (i) NextWave Wireless LLC, a Delaware limited liability company (“Parent”), (ii) NW Spectrum Co. a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Holdco”), (iii) WCS Wireless, Inc., a Delaware corporation (the “Company”), (iv) Columbia WCS III, Inc., a Delaware corporation that is a stockholder of the Company (“Columbia Blocker”), (v) TKH Corp., a Delaware corporation that is a stockholder of the Company (“TKH Blocker”), (vi) Columbia Capital Equity Partners III (Cayman), L.P., the sole stockholder of Columbia Blocker (the “Columbia Seller”), (vii) each of the stockholders of TKH Blocker Corp., namely, Aspen Partners Series A, Series of Aspen Capital Partners, L.P., Oak Foundation USA, Inc., Enteraspen Limited, and The Reed Institute dba Reed College (the “TKH Sellers”) and (viii) Columbia Capital, LLC, solely in the capacity as the Stockholder Representative (as defined herei
AGREEMENT AND PLAN OF MERGER BY AND AMONG NEXTWAVE WIRELESS LLC, PVC ACQUISITION CORP., PACKETVIDEO CORPORATION AND WILLIAM D. CVENGROS as the Stockholder Representative Dated as of May 25, 2005Merger Agreement • June 29th, 2006 • NextWave Wireless LLC • Communications services, nec • New York
THIS AGREEMENT AND PLAN OF MERGER, dated as of May 25, 2005 (this “Agreement”), by and among NextWave Wireless LLC, a Delaware limited liability company (“Parent”), PVC Acquisition Corp., a corporation existing under the laws of Delaware and a wholly-owned subsidiary of Parent (“Merger Sub”), PacketVideo Corporation, a corporation existing under the laws of Delaware (the “Company”), and William D. Cvengros, as the Stockholder Representative (as defined herein).
NextWave Wireless LLCOption Award Agreement • June 29th, 2006 • NextWave Wireless LLC • Communications services, nec • Delaware
