雅虎香港財經 T-Mobile to Buy US Cellular Assets for Roughly $2.4 Billion
(Bloomberg) -- T-Mobile US Inc., the second-largest mobile carrier in the US, has agreed to buy US Cellular Corp.’s wireless operations and some of its spectrum assets for about $2.4 billion.
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The deal includes US Cellular’s wireless customers, retail stores and 30% of its spectrum assets, according to statements from the companies. T-Mobile is paying $4.4 billion, including a combination of cash and as much as $2 billion in assumed debt. The transaction is expected to close in mid-2025, pending regulatory approvals.
Shares of T-Mobile gained less than 1% Tuesday morning in New York. US Cellular was up 2.5% and parent company Telephone and Data Systems Inc. was down about 2.4.
The deal will accelerate T-Mobile’s expansion into smaller markets where it’s under-penetrated, analysts at Bloomberg Intelligence wrote in a note. It also gives T-Mobile assets, such as the retail stores and spectrum, and keeps them out of rivals’ reach.
T-Mobile, alongside virtually all of its telecom rivals, has been facing intensifying competition for new business in a saturated wireless market. Meanwhile, it’s going head-to-head with cable providers offering bundled phone products to their video subscribers.
But T-Mobile has grown faster than peers by cashing in on a lead in fast 5G airwaves, adding more rural territories to its coverage area and selling wireless internet access in places where broadband choices are few.
Under terms of the deal, T-Mobile will enter a new master license agreement on at least 2,015 incremental US Cellular towers, and extend its existing tenancy on about 600 towers for a further 15 years, US Cellular said.
US Cellular will retain one of the largest tower businesses in the US, 70% of its spectrum portfolio and significant investment interests, including its wireless partnerships, according to the company. There is a $60 million breakup fee if either party backs out, US Cellular executives said on a call with analysts.
T-Mobile expects to finance the US Cellular deal with existing cash. The company said it plans to offer to swap $2 billion of US Cellular debt for T-Mobile debt.
The Wall Street Journal reported earlier this month that Verizon and T-Mobile were in talks to buy portions of US Cellular, a carrier with more than 4 million wireless subscribers in 21 states and a market value of $3.71 billion.
As a result of the deal, US Cellular customers of US Cellular and T-Mobile will see lower prices, a better network and a better experience, Laurent Therivel, chief executive officer of US Cellular, said on a call with analysts. “From a customer perspective it’s a really good outcome,” he said.
Cleary Gottlieb Steen & Hamilton and DLA Piper are acting as legal counsel to T-Mobile. Citigroup Global Markets Inc. is serving as lead financial adviser, Centerview Partners is serving as financial adviser and Sidley Austin is lead legal adviser to TDS. TD Securities (USA) and Wells Fargo are also serving as financial advisers to TDS for the transaction. PJT Partners is serving as financial adviser and Cravath, Swaine & Moore is serving as legal adviser to the independent directors of US Cellular.
Two weeks ago, Verizon Communications Inc.’s consumer chief, Sowmyanarayan Sampath, said the company wanted to buy back US Cellular’s stake in its Los Angeles business if the companies could agree on a reasonable price. Verizon had long been eager to buy back the share, he said.
Last month, Bellevue, Washington-based T-Mobile reported quarterly earnings that beat analysts’ expectations and added more wireless phone subscribers than Wall Street had projected.
Also in April, T-Mobile won US approval to buy Mint Mobile, the budget wireless provider partly owned by actor Ryan Reynolds. The company had proposed to acquire Mint’s closely held parent company, Ka’ena Corp., with a combination of 39% cash and 61% stock in March 2023 in a deal valued at as much as $1.35 billion.
(Updates with analyst comment in fourth paragraph.)
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