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Thread: Judge approves $26 billion merger of T-Mobile and Sprint

  1. #136
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    Quote Originally Posted by Jack Hagar View Post
    Nowhere does it says Dish wants to BUY DirecTV it said MERGE.

    Also could be Comcast, Charter and Altice might be interested in some sort of tie up. Comcast at the very least has some 600 MHz of it's own to add to Dish's spectrum portfolio.
    Right, as in dish take over and purchase direct TV and merge it into their existing dish network, unless you feel at&t will be alright entering a merger agreement with dish, and allowing Dish network to own a stake in the combined entity. I however feel this is highly unlikely, and, if, and it's a definite if, at&t ever wants to offload direct tv it will be in the form of a sale, not a merger.


    Could be anyone interested in a tie up, could be jesus, until there is an actual agreement with dish network, which not many have been able to, they are funding this alone. With no other option but put a company that is already struggling with debt, in much deeper debt, and now faced with the almost insurmountable task of competing with Verizon, at&t and a combined sprint/tmobile.

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    Quote Originally Posted by hofonewb9 View Post
    Right, as in dish take over and purchase direct TV and merge it into their existing dish network, unless you feel at&t will be alright entering a merger agreement with dish, and allowing Dish network to own a stake in the combined entity.
    It would be really tough to do this. It looks like AT&T bought DirecTV for $48 billion and wouldn't want to take a big loss a few years later. Who has $48 billion to buy it? It's doubtful that Ergen could get that.

    AT&T in theory, could separate DirecTV back into a separate entity and give its shareholders equity in the new company. Then merge that company with Dish. That's about the only way I see it happening.

  3. #138
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    Quote Originally Posted by hofonewb9 View Post
    .... I however feel this is highly unlikely, and, if, and it's a definite if, at&t ever wants to offload direct tv it will be in the form of a sale, not a merger. .....
    I don't see that happening any time soon. AT&T thought they had TV content distribution covered with U-Verse but it turned out that didn't work as well as projected. So, they moved most of their U-Verse TV customers over to DirectTV. It's now a big part of their portfolio of bundled services. The only impetus I see to merge with DISH is the elimination of competition, which probably would not pass regulatory muster (but never say "never). Unless a new technology comes along (e.g. StarLink) to offer serious competition to GEOSAT TV broadcasts, I don't see them merging. (IMHO)
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    Quote Originally Posted by hofonewb9 View Post
    Right, as in dish take over and purchase direct TV and merge it into their existing dish network, unless you feel at&t will be alright entering a merger agreement with dish, and allowing Dish network to own a stake in the combined entity. I however feel this is highly unlikely, and, if, and it's a definite if, at&t ever wants to offload direct tv it will be in the form of a sale, not a merger.


    Could be anyone interested in a tie up, could be jesus, until there is an actual agreement with dish network, which not many have been able to, they are funding this alone. With no other option but put a company that is already struggling with debt, in much deeper debt, and now faced with the almost insurmountable task of competing with Verizon, at&t and a combined sprint/tmobile.
    This article was from September 18, 2019. When I read it at the time I thought AT&T was pushing this out at Dish to get the judge to stop the merger between T-Mobile and Sprint.

    “ Telecom giant AT&T is considering off-loading satellite TV subsidiary DirecTV, according to the Wall Street Journal, citing sources. The company has also mulled spinning off DirecTV into a separate company, as well as merging DirecTV's assets with satellite-TV company Dish Network, said the outlet.”. https://variety.com/2019/tv/news/att...rt-1203341368/

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    Deutsche Telekom CEO says new merger agreement is almost done:

    https://www.cnbc.com/2020/02/19/deut...offensive.html

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    https://www.t-mobile.com/news/t-mobi...tion-agreement

    T-Mobile and Sprint Announce Amendment to Business Combination Agreement

    Companies drive forward toward closing the merger to become the New T-Mobile as early as April 1, 2020

    Bellevue, Washington and Overland Park, Kansas – February 20, 2020 – T-Mobile US, Inc. (NASDAQ: TMUS) and Sprint Corporation (NYSE: S) today announced that they have entered into an amendment to their definitive Business Combination Agreement to create the New T-Mobile. The Boards of Directors of T-Mobile and Sprint have unanimously approved the amendment. The amendment has no impact on T-Mobile’s previously stated outlook on the New T-Mobile’s synergies, long-term profitability and cash generation.

    A separate arrangement entered into by SoftBank Group Corp. in connection with the amendment will result in an effective exchange ratio of approximately 11.00 Sprint shares for each T-Mobile share immediately following the closing of the merger, an increase from the originally agreed 9.75 shares. This is a result of SoftBank agreeing to surrender approximately 48.8 million T-Mobile shares acquired in the merger to New T-Mobile immediately following the closing of the transaction, making SoftBank’s effective ratio 11.31 Sprint shares per T-Mobile share. Sprint shareholders other than SoftBank will continue to receive the original fixed exchange ratio of 0.10256 T-Mobile shares for each Sprint share, or the equivalent of approximately 9.75 Sprint shares for each T-Mobile share.

    Immediately following the closing, and after the surrender of shares by SoftBank, Deutsche Telekom and SoftBank are expected to hold approximately 43% and 24%, respectively, of the fully diluted New T-Mobile shares, with the remaining approximately 33% held by public shareholders.

    T-Mobile has agreed to re-issue to SoftBank the previously surrendered shares upon the achievement of certain stock price milestones by New T-Mobile during a specified measurement period, and subject to certain additional terms, as outlined in the letter agreement that will be filed by each of T-Mobile and Sprint with the SEC.

    In addition, the amendment extends the “outside date” under the Business Combination Agreement to July 1, 2020, and modifies certain other provisions of the Business Combination Agreement as described in the companies’ SEC filings.

    “Today’s announcement is another significant step forward toward finally closing this transaction! Throughout this journey, T-Mobile and Sprint have been singularly focused on one thing: building a supercharged Un-carrier that will offer U.S. consumers a broad and deep nationwide 5G network, more choice and greater competition. We are now on the threshold of achieving our goal. And did I mention how fun it’s going to be sticking it to Dumb, Dumber and Big Cable along the way? This is going to be epic!” said John Legere, CEO of T-Mobile.

    “With today’s agreement in place, we are now turning our attention toward our goal of closing this transaction and creating the New T-Mobile as early as April 1, 2020,” said Mike Sievert, COO and President of T-Mobile, and appointed CEO of the company starting on May 1, 2020. “We are on the verge of being able to do what we’ve set out to do from day one -- reshape a broken wireless industry and create the new standard for consumers when it comes to value, speed, quality and service. The New T-Mobile is literally going to change wireless for good and now we’re almost ready to get to the fun part: bringing our teams together, building this supercharged Un-carrier and becoming the envy of the wireless industry and beyond!”

    “Completing this step is yet another critical milestone in securing Sprint’s future, and it brings us one step closer to closing this historic transaction that has been years in the making,” said Marcelo Claure, Sprint Executive Chairman. “I’m incredibly thankful for the perseverance and resilience of everyone that has gotten us to this point.”

    The T-Mobile and Sprint combination remains subject to certain closing conditions. Additional information can be found at www.NewTMobile.com.

    PJT Partners and Goldman Sachs are acting as financial advisors to T-Mobile. Wachtell, Lipton, Rosen & Katz is providing legal counsel to T-Mobile and Deutsche Telekom. Evercore is acting as financial advisor to the committee of independent directors of T-Mobile and Latham & Watkins is providing legal counsel to the committee of independent directors. Morgan Stanley is serving as a financial advisor to Deutsche Telekom.

    The Raine Group LLC is acting as lead financial advisor to Sprint. J.P. Morgan is also acting as a financial advisor to Sprint. Morrison & Foerster LLP is providing legal counsel to Sprint and SoftBank.
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    Quote Originally Posted by DRNewcomb View Post
    I don't see that happening any time soon. AT&T thought they had TV content distribution covered with U-Verse but it turned out that didn't work as well as projected. So, they moved most of their U-Verse TV customers over to DirectTV. It's now a big part of their portfolio of bundled services. The only impetus I see to merge with DISH is the elimination of competition, which probably would not pass regulatory muster (but never say "never). Unless a new technology comes along (e.g. StarLink) to offer serious competition to GEOSAT TV broadcasts, I don't see them merging. (IMHO)
    I tend to agree with this. The rumors of at&t dumping direct tv have been around for a whole, and at&t has shot each and every one of them down, and has shown no desire to spin off, or sell, direct tv. Things can obviously change, but, I just don't see it happening anytime soon.

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    Quote Originally Posted by hofonewb9 View Post
    I tend to agree with this. The rumors of at&t dumping direct tv have been around for a whole, and at&t has shot each and every one of them down, and has shown no desire to spin off, or sell, direct tv. Things can obviously change, but, I just don't see it happening anytime soon.
    AT&T needs to figure it's various brands out. They are a total mess. They've got half a dozen video services that nobody can figure out. Tech journalists and nerds like us are struggling to keep track of them. They have executed poorly on the idea of increasing their leverage over content providers.

    That being said, DirecTV is still a big business, and DirecTV and DISH will be the last of the traditional linear video services, due to reaching rural areas, mobile applications (RVs, boats, etc), as well as having a lot of hospitality and commercial customers.

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    Of course, this decision by the Judge for T-Sprint will go down in history as one of the worst decisions, especially given the absurdly poor legal rationale for it. Unfortunately, there is no going back now, and we are now permanently stuck with 3 wireless companies. Hopefully everyone likes higher prices and less competition in exchange for a somewhat better combined T-Sprint network versus what T-Mobile and Sprint could each do on their own. Hopefully we at least see some more competition and access for home broadband via n41 and some innovation and additional competition in the MVNO market, since the entry point for postpaid service is going to go way up over the next few years as Sprint is effectively eliminated and T-Mobile raises prices in 3 years.

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    Quote Originally Posted by SoxFan76 View Post
    Of course, this decision by the Judge for T-Sprint will go down in history as one of the worst decisions, especially given the absurdly poor legal rationale for it. Unfortunately, there is no going back now, and we are now permanently stuck with 3 wireless companies. Hopefully everyone likes higher prices and less competition in exchange for a somewhat better combined T-Sprint network versus what T-Mobile and Sprint could each do on their own. Hopefully we at least see some more competition and access for home broadband via n41 and some innovation and additional competition in the MVNO market, since the entry point for postpaid service is going to go way up over the next few years as Sprint is effectively eliminated and T-Mobile raises prices in 3 years.
    The Judge's name is Judge Victor Marrero. I too agree he made the wrong decision based on poor legal rationale. Very insightful & intelligent of you SoxFan76 to see this.
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    Quote Originally Posted by SoxFan76 View Post
    Of course, this decision by the Judge for T-Sprint will go down in history as one of the worst decisions, especially given the absurdly poor legal rationale for it. Unfortunately, there is no going back now, and we are now permanently stuck with 3 wireless companies. Hopefully everyone likes higher prices and less competition in exchange for a somewhat better combined T-Sprint network versus what T-Mobile and Sprint could each do on their own. Hopefully we at least see some more competition and access for home broadband via n41 and some innovation and additional competition in the MVNO market, since the entry point for postpaid service is going to go way up over the next few years as Sprint is effectively eliminated and T-Mobile raises prices in 3 years.
    Explain how you come to the conclusion that the judge used “poor legal rationale”?

    The judge heard the arguments of mrs. James and T-Mobile/Sprint. He shot down every single argument that she made. Judge Victor agreed with T-Mobile and Sprint. He felt their arguments had been proven. Thus he ruled in favor of Sprint/T-Mobile. He did so legally and rationally. Her case was weak. It’s not the judges job to help Mrs James make her case. The judge’s job is to look at all the facts and evidence in the case and make a decision. He made that decision and explained clearly why he made the decision that he did.
    Last edited by trees12; 02-21-2020 at 05:21 PM.

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    Quote Originally Posted by trees12 View Post
    Explain how you come to the conclusion that the judge used “poor legal rationale”?

    The judge heard the arguments of mrs. James and T-Mobile/Sprint. He shot down every single argument that she made. Judge Victor agreed with T-Mobile and Sprint. He felt their arguments had been proven. Thus he ruled in favor of Sprint/T-Mobile. He did so legally and rationally. Her case was weak. It’s not the judges job to help Mrs James make her case. The judge’s job is to look at all the facts and evidence in the case and make a decision. He made that decision and explained clearly why he made the decision that he did.
    I could attempt to go through it step by step, but I will never be able to write anything like what Nilay Patel put together for The Verge:

    https://www.theverge.com/2020/2/12/2...iers-antitrust

    Of course The Verge article isn't written in pure legal language, but uses a lot of sarcasm and snark to highlight how absurdly piss poor the Judge's decision was in this case.

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    Quote Originally Posted by SoxFan76 View Post
    Of course, this decision by the Judge for T-Sprint will go down in history as one of the worst decisions, especially given the absurdly poor legal rationale for it. Unfortunately, there is no going back now, and we are now permanently stuck with 3 wireless companies. Hopefully everyone likes higher prices and less competition in exchange for a somewhat better combined T-Sprint network versus what T-Mobile and Sprint could each do on their own. Hopefully we at least see some more competition and access for home broadband via n41 and some innovation and additional competition in the MVNO market, since the entry point for postpaid service is going to go way up over the next few years as Sprint is effectively eliminated and T-Mobile raises prices in 3 years.
    Sprint would have had to raise prices dramatically or go out of business and sell it self for scraps. So this price argument thing is garbage. Sprint is better off with T-Mobile buying them.

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    Quote Originally Posted by SoxFan76 View Post
    I could attempt to go through it step by step, but I will never be able to write anything like what Nilay Patel put together for The Verge:
    Ten monkeys on ten typewriters could write a significantly better article than that piece of garbage from a self-important idiot who wants only clicks and "LOOK AT MEEEEEEE!".

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    Quote Originally Posted by adam1991 View Post
    Ten monkeys on ten typewriters could write a significantly better article than that piece of garbage from a self-important idiot who wants only clicks and "LOOK AT MEEEEEEE!".
    Yup just another opinion piece from a person trying to fly that garbage article he wrote as journalism.

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