News broke yesterday that AT&T had decided to abandon its plans to acquire T-Mobile, resulting in AT&T being forced to pay a break-up fee to T-Mo parent company Deutsche Telekom totaling $4 billion, which consists of $3 billion cash and $1 billion worth of spectrum. Today more details on the fee have come out thanks to an announcement from Deutsche Telekom that goes into detail on the break-up fee as well as the roaming agreement made between AT&T and DT after the deal's death. Deutsche Telekom says that the $3 billion cash payment will be used to reduce its debt. Meanwhile, the other portion of the fee awarded to DT is made up of AWS spectrum in 128 markets, including 12 of the top 20 markets in the U.S. (Los Angeles, Dallas, Houston, Atlanta, Washington, Boston, San Francisco, Phoenix, San Diego, Denver, Baltimore and Seattle).
The UMTS roaming agreement made between AT&T and T-Mobile has a duration of seven years and will increase T-Mo's population coverage here in the U.S. from 230 million people to 280 people. As a result of this agreement, Deutsche Telekom says that T-Mobile will now have coverage in parts of the U.S. where it previously had neither its own network nor any kind of roaming agreement.
Overall it sounds like a pretty good deal for Deutsche Telekom and T-Mobile, especially considering the large batch of AWS spectrum that the latter will be gaining as a result of the acquisition's failure. There's no mention of when the AWS licenses may change hands, but it'll be interesting to see how the exchange affects both AT&T and T-Mobile going forward. As usual, you can find the full press release from Deutsche Telekom down below.
AT&T and Deutsche Telekom terminate agreement on the sale of T-Mobile USA
Dec 19, 2011
Deutsche Telekom receives record high break-up fee
AT&T will pay Deutsche Telekom USD 3 billion in cash
T-Mobile USA will receive a large package of Advanced Wireless Solutions (AWS) spectrum and long-term national UMTS roaming agreement
Deutsche Telekom’s guidance and planned dividend policy remain unchanged
U.S. telecommunications company AT&T Inc. and Deutsche Telekom have terminated the agreement on the sale of T-Mobile USA to AT&T. As a result, AT&T will pay Deutsche Telekom the break-up fee agreed in the contract signed by both companies dated March 20, 2011. This is one of the highest payments ever agreed between two companies for the termination of a purchase agreement. It includes a cash payment of USD 3 billion to Deutsche Telekom, which is expected to be made by the end of this year. In addition, it contains a large package of mobile communications spectrum and a long-term agreement on UMTS roaming within the U.S. for T-Mobile USA.
Both companies are in agreement that the broad opposition by the U.S. Department of Justice (DoJ) and the U.S. telecommunications regulator (FCC) is making it increasingly unlikely that the transaction will close. Both companies are of the opinion that important arguments in support of the transaction have been ignored, such as the significant improvement in high-speed mobile network coverage for the U.S. market, as well as the positive employment effects. In addition there was no indication that either authority would move away from it’s non-supportive stance in return for concessions from the parties in terms of the scope and structure of the transaction.
As part of the break-up fee, T-Mobile USA will receive a large package of AWS mobile spectrum in 128 Cellular Market Areas (CMAs), including 12 of the top 20 markets (Los Angeles, Dallas, Houston, Atlanta, Washington, Boston, San Francisco, Phoenix, San Diego, Denver, Baltimore and Seattle).
The UMTS roaming agreement for the U.S. in T-Mobile USA’s favor has a term of over seven years and will allow the company to improve its footprint significantly among the U.S. population and offer its customers better broadband coverage for mobile communications services in the future. Population coverage will increase from 230 million potential customers at present to 280 million. As a result of the agreement with AT&T, coverage will be extended to many regions of the U.S. in which T-Mobile USA previously had neither its own high-speed mobile communications network nor the associated roaming agreements.
The termination of the agreement means Deutsche Telekom will go back to reporting T-Mobile USA as continuing operations in future. Deutsche Telekom's guidance for the 2011 financial year remains unchanged as a result of this development, with adjusted EBITDA of around EUR 19.1 billion expected. At EUR 6.5 billion, free cash flow is forecasted to remain at the prior-year level or increase slightly. The guidance includes the T-Mobile USA contribution based on the average exchange rate in 2010 of USD 1.33 per euro. The free cash flow forecast does not include the settlement payment of EUR 0.4 billion relating to PTC in Poland or the cash payment of USD 3 billion from the break-up fee to be paid by AT&T.
Deutsche Telekom’s dividend policy also remains unchanged. The annual dividend payments are subject to the necessary board resolutions and other legal requirements.
Even following the termination of the agreement with AT&T, Deutsche Telekom exepects to remain within the communicated ranges for certain financial performance indicators used to assess the financial performance of the company. These are as follows: The ratio of net debt to adjusted EBITDA of the Group is to be between 2 and 2.5, the equity ratio is to be between 25 percent and 35 percent, gearing (ratio of net debt to shareholders' equity) between 0.8 and 1.2, and liquidity reserves is to cover maturities of at least the next 24 months.
The cash component of the break-up fee directly reduces Deutsche Telekom’s net debt, thereby by strengthening the financial performance indicators affecting the company’s rating.
Deutsche Telekom would like to express its gratitude to AT&T and to Randall Stephenson and his team for the positive cooperation over the past few months. Our working relationship was characterized by fairness and respect at all times.
Via Phone Scoop