MetroPCS, T-Mobile USA sign definitive merger agreement

Nieuws Mobiel Verenigde Staten 3 OCT 2012
MetroPCS, T-Mobile USA sign definitive merger agreement

Deutsche Telekom and MetroPCS Communications have signed a definitive agreement to merge T-Mobile USA and MetroPCS. The combined company will retain the T-Mobile name, with the transaction approved by Deutsche Telekom's supervisory board and MetroPCS' board of directors.

The deal is structured as a recapitalisation, in which MetroPCS will declare a 1 for 2 reverse stock split, make a cash payment of USD 1.5 billion to its shareholders (around USD 4.09 per share prior to the reverse stock split) and acquire all of T-Mobile's capital stock by issuing to Deutsche Telekom 74 percent of MetroPCS' common stock on a pro forma basis. Deutsche Telekom has also agreed to roll its existing intercompany debt into new USD 15 billion senior unsecured notes of the combined company, provide the combined company with a USD 500 million unsecured revolving credit facility and provide a USD 5.5 billion backstop commitment for certain MetroPCS third-party financing transactions.

Based on analyst consensus estimates for 2012, the combined company is expected to have around 42.5 million subscribers, USD 24.8 billion of revenue, USD 6.3 billion of adjusted EBITDA, USD 4.2 billion of capital expenditures and USD 2.1 billion of free cash flow in 2012.

John Legere, currently President and Chief Executive Officer of T-Mobile, will serve as President and CEO of the new company and J Braxton Carter, currently Chief Financial Officer and Vice Chairman of MetroPCS, will be the CFO.

The company will operate T-Mobile and MetroPCS as separate customer units, led by Jim Alling, currently Chief Operating Officer of T-Mobile, and Thomas Keys, currently President and Chief Operating Officer of MetroPCS, respectively.

Once the deal is closed, the company's headquarters will be in Bellevue, Washington. The transaction is subject to MetroPCS shareholder approval, regulatory approvals and other customary closing conditions. It is expected to close in the first half of 2013.

Categories:

Mobiel

Companies:

MetroPCS,  T-Mobile USA,  Deutsche Telekom

Countries:

Verenigde Staten

Tags:

Voice services, Data services, Messaging, Company, Services, Corporate, M&A buyouts & divestments

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