Deutsche Telekom Calls A “Take Back” On Statement Regarding Sweetening MetroPCS Offer

metropcsandroidHere we go again as a brand new day yields yet another turn of events in the ongoing saga that is becoming the T-Mobile/MetroPCS merger. With a statement denying reports  that Deutsche Telekom was considering “sweetening” the deal to make sure the deals completes, comes a whole new statement.  It appears that Deutsche Telekom has finally settled on a statement and that statement is:

“No comment.”

Well, there’s really a little more to it, as the full statement sounds a little more like:

“In response to a variety of published rumors and reports, Deutsche Telekom clarifies that it has no comment as to possible changes to the terms of its agreement with MetroPCS Communications. Deutsche Telekom continues to believe that its existing agreement with MetroPCS provides compelling value and is in the best interests of MetroPCS stockholders, especially in light of the accelerating turnaround at T-Mobile USA.”

This comes a little less than 24 hours after DT spokesperson Philip Kornstaedt told US publication FierceWireless that the company wasn’t “considering changing the terms of the proposed merger.”

It appears that the German telecom giant is working with its advisors to decide whether it should propose a better offer. The question remains whether DT will or can make an offer that will get P. Schoenfeld Asset Management and Paulson & Company to drop their opposition to the merger is something we’ll find out in the coming days.

NYT

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  • Sammie Bell

    Wow!!!! T-Mobile is going to let these GREEDY ass shareholders dictate the terms of this merger!! UNBELIEVABLE!!!!

    • http://twitter.com/SParKlngCyaNide SparklingCyanide

      your Picture is WILD! Holy cow lol

      • Magmaspawn

        I thought the pic for this thread was wild. I know they are supposed androids but dont they resemble something else? I’d say it’s symbolic. They are pointing out that metro share holders are a bunch of weeners. Take the over priced 39 bil offer and customer base. Say metro has about 27% of customer base and do the math.. They get 26 of share and an extra kicker. I think both companies want to squeeze tmobile of everything and then let tmobile run solo. The offer in my opinion is s fair offer.

    • OcalaFlGuy

      If you had watched PSAM’s presentation yesterday you would see as clearly as Everyone else can that the Greedy Asses Don’t Belong to the dissenting stockholders but to Metro/DT execs. Learn to not be a tool.

      • Ashley

        I’m not saying it’s right but that is the norm nowadays with big corporations even when they are going down.

    • Paul

      They never said they’re letting the shareholders dictate anything.
      “Deutsche Telekom continues to believe that its existing agreement with MetroPCS provides compelling value and is in the best interests of MetroPCS…”

    • Fraydog

      Er, NO. Did you read the presentation? Only with reduced debt (from $20 billion to $14 billion), a more even ownership structure (40% control to current PCS directors), and lower interest rate (5% instead of 7%) can TMobile US build out LTE over its ENTIRE footprint and maximize customer gains and network experience.

  • jonathan3579

    Sweeten the pot already. This charade has gone on long enough.

  • galaxymaniac

    Did anyone see the webcast from P. Schoenfeld Asset Management? I’m no investment banker or anything, but it was clear to me why they oppose the deal. I think after seeing that presentation, it’s hard for T-mobile to refute the hard facts and numbers of the deal. Perhaps spectrum crunches and other issues might make MetroPCS crumble in the future, but the numbers from today don’t really lend themselves to the deal in its current state. The link is in the article at http://www.bloomberg.com/article/2013-04-02/aNU7vX8Kzal8.html

  • Richard Yarrell

    I wouldn’t budge period. The deal on the table is the deal period. Metropcs ain’t going anywhere viable without this merger. These advisory board goons can go take walk on a short cliff. Merger will be completed in spite of their so called advice. We will all see April 12th bank on that.

    • jonathan3579

      Your opinion is your opinion. Don’t state it as fact.

      • fentonr

        Typically, when a statement starts with something like, “I wouldn’t” it suggests that what follows is opinion.

      • Richard Yarrell

        Everyone here has an opinion that’s all it will ever be including yours.

        • jonathan3579

          Yes but you’re acting naive saying this deal is already done.

        • squiddy20

          Says the dope who states just about everything as if it’s 100% fact, even opinions, and is constantly wrong on all of the “facts” he states. Like how you “knew” the S4 would have a flexible display, 128 GB of storage, wireless charging, and “a pad” on the device to read blood pressure and blood glucose levels. Riiiiiiight…

    • http://twitter.com/Joegar43 Jeremiah

      I believe that DT is going to up there offer at the last minute. And the metro share holder’s will have no choice but to accept the new offer. Now that T-Mobile is finally selling the Gold standard of devices” IPhone .

      • Richard Yarrell

        If they up the offer then that would be what they feel they need to do. It is what it is.

        • squiddy20

          Says the idiot who, in his own comment above, just stated that the “deal on the table is the deal period”. Flip-flop much?

    • Fraydog

      So you’re in support of DT having less than 50% share and still being able to set the CEO position, DT loan sharking the new entity at 7%, and dumping $20 billion of debt on it? OK then. lol

      • Adrayven

        Considering a bulk of that debt is T-Mobile US to begin with and the fact that they’re getting huge loan from DT as well as other funds why shouldn’t they get 74%, they are bringing over 4 times the subscribers to the table (32 million). In addition they are bringing massive network compared to MetroPCS to the table which includes a very modern infrastructure.

        I’m not sure why this is so hard to understand.

        • galaxymaniac

          listen you simpleton, suppose you have a 1 bedroom house and you’re making regular mortgage payments and have no problem meeting repairs and upkeep. Suppose your next door neighbor comes over and says – hey, I have a 5 bedroom home, I’m barely meeting the mortgage but I have a HUGE home, but why don’t we knock off the walls between our homes and make it a 6 bedroom home and then together make the mortgage payments on it? And oh, when we combine to this new 6 bedroom home, you are also responsible for the whole of the new mortgage payments. And the loan is from my dad’s bank, and you’re gonna have to co-sign onto it, and the rate is 7% although your current rate is around 5%. In the new home, I get to choose the paint, the furniture and everything. If we go into foreclosure, I get the first pick at proceeds from an liquidation sale. And if I decide to sell my share of the home and have only 30% rights to it, I still decide everything about the home. Please sign on the dotted line before any of your friends and family read about the deal, they don’t have to know, even though your dad paid the down payment for your 1 bedroom home.

  • thepanttherlady

    This should have been their statement from the beginning.

  • galaxymaniac

    looks like my earlier message went down the rabbit hole… I was wondering if anyone saw the Live webcast from P. Schoenfeld Asset Management that went into details why they oppose the merger. They make some valuable points, backed by facts and numbers. it’s hard for T-mobile to not see the math and not respond. The link to the presentation was in my earlier link. Very shady things happened like the directors of Metro selling their shares after the merger was announced, DT “giving” metroPCS a loan at 7% interest etc. To me, it looks like DT was preying on MetroPCS after buying off some MetroPCS directors …

    • thepanttherlady

      Any comment left which includes a link must be approved by David before it’s posted. This helps keep the spam to a dull roar. He may not have had a chance to review it yet. :)

    • Maurrin Carter

      I watched it and they did bring up some very good points why they should stand alone. It will be interesting to see what happens.

  • tmomanager

    everyone is calling the analysts greedy, has anyone actually spent time to read the fine print of the deal? DT is the greedy entity here. Even if DT reduces its ownership position below 50% but until 30%, it will have consent rights (i.e., veto) over nearly all important
    decisions made by the Combined Company, including

    1 Any change in the Chief Executive Officer
    2 Any change in the size of the Board
    3 Any acquisition or sale over $1.0 billion
    4 Any share repurchase
    5 Any special dividend

    So they can sell nearly half of the NewCo stake and still retain control. How is being controlling and greedy here?

    • Mike

      The points you bring up are good, however, in almost all mergers one of the companies always looks like they come out ahead and one looks like they are being taken advantage of. These factors and conditions of the merger are always negotiated as part of the deal and settled upon well before anyone signs the agreements to join forces. This is not a hostile takeover, presumable its good for both companies and ultimately the consumers. If you look at this pragmatically, TMO is not being greedy – its the Metro directors who NOW want more $ than was agreed upon when the agreements to merge were signed. Each party had ample opportunity to have their say as to what went into the agreement to merge. The time for due diligence is past. There are always choices – do the deal or pay the agreed upon settlement fee to back out of the deal. Pretty simple.

      • tmomanager

        you make points with no factual backing. “These factors and conditions of the merger are always negotiated as part of the deal and settled upon well before anyone signs the agreements to join forces” – the directors who “negotiated” the deal had conflict of interest, and several of them sold their stake soon after the terms were made public before the share price went down.

        Its NOT the directors who want more money now, its the shareholders who were not properly represented by the so called “directors” ..

        Every party did NOT have ample opportunity during negotiations, the negotiations were done keeping everyone in the dark, especially shareholders.

        Due diligence – if you read carefully into the numbers, MetroPCS is undervalued, and DT will get 7% returns on their “loan”. There was NO proper due diligence.

        Quit being a shill for T-mobile. READ the terms of the deal, and if you really have sense, you will see that NO person who rightfully represents the MetroPCS shareholder would EVER agree to those terms.

        In summary, what happened is the metroPCS board figured out its easier to cash out now rather than take the headache of running the company into the future. In any case, there was no guarantee any of them would be around when the new board will be constituted in 2014, so they took the chance they got to firesale the company and take off with whatever loot they could.

        • Mike

          So are you suggesting that something illegal took place? If that’s the case it’s not the FCC but rather the FTC that should be involved.

  • http://twitter.com/fightcrazy Vinny

    Metro PC is going to go out of business if they don’t take this deal with T-Mobile. Has anyone ever tried to call Metro for new service, I tried for the hell of it, couldn’t get thru, and I tried for 2 days off and on. They supposed had LTE service in my sister’s area so I attempted to try to touch base with them for my sister. Never seen anything like it in my life, many of the #’s were changed, out of order or just kept ringing. Big Freaken Joke. They damn well better take T-Mobile’s offer while it is still on the table. Playing hard to get sometimes gets you unget.

    • Fraydog

      MetroPCS has a price earnings ratio around 10… for that happen, Metro has to, you know, make money? lol

  • Dion Mac

    As much as I want the deal to go thru and T-Mobile to succeed, it does seem as tho DT is the one being greedy. They are calling it a reverse merger(selling their stock to NewCo gradually), however, they would technically still be in majority control of the company if they don’t sell more than 70% of the company(They are only trying to sell 26%(HUGE DIFFERENCE)). But if they say they want to exit the US… THEN EXIT! You can have .398% stake in NewCo.

    Sincerely,

    Mr. Mac

  • RonJeezy

    Looking at the coverage maps doesn’t look like they will help to mobile out too much in coverage. I don’t know it all but wouldn’t that money used for the merger be better used to expand. I mean most of all their network is overlap with tmobile and so small. This almost looks like a waste and they want more like the little girl in the att commercial.

    • TechHog

      This is for the spectrum, which will help them expand.

  • TMoFan

    This corporate double talk is funny. As I said there’s probably backroom deals going on and will be amended at the last minute. DT can’t risk another fallout and really want tmo to become a public company.

  • UMA_Fan

    If they change the deal does it have to go through the regulatory approvals again?

    • MaseW

      No.

      The regulatory bodies are interested in the matters of spectrum distribution, and possible anti-competitive nature of these transactions. The financial terms do not enter into the picture unless it is being used as evidence of the anti-competitive nature of a transaction.

      That’s why it came up in the failed AT&T merger.

      It was mentioned only as evidence that AT&T was paying an amount of money that would eliminate a competitor, that was equal to the amount of money they could spend to achieve the same stated goals, with resources they already owned.

  • Deaf and dumb

    DT this is another option for you to consider as you debate whether to up the MetroPCS deal or not. It is no secret that DT wants to get out of America and this is the current way you hope to do it. I am not sure that Vodafone does not also want to get out of America.
    So why not take the Hostess Brand treatment and close up the T-Mobile brand. Then divide up the T-Mobile Business into several regional parts and sell each part to the highest bidder, like Hostess Brand did with “Twinkies”.
    I do believe you would make just as much money, be out of America, and have no debt. Think it over.
    For what its worth.

    • Herb

      Hostess sold edible products with proven recipes and employed 19,000 people. You’re suggesting T-Mobile some how portion off their business and lay off 40,000 people? I don’t understand how a split like that could work.

    • MaseW

      First, why would Vodafone want to “get out of America”? They are part owner of the #1 carrier in the country, both in subscribers and revenue, as well as the largest single wireless spectrum holder in the U.S.

      Why on earth would they want to get off that gravy train?

      Secondly, DT doesn’t want to “get out of America”, they just want the T-Mobile USA finances off of the parent company’s books. They want an ownership in T-Mobile USA, so they can profit when the company does well, but has minimal affect on their bottom line when it doesn’t. As a wholly owned subsidiary, any loses T-Mobile USA experiences, translate directly to DT’s financial statement. If the merger happens, when T-Mobile is profitable, the stock price increases (paper gains), and there may be a dividend paid out to DT which would be profit for DT. If T-Mobile starts to struggle, all DT experiences is the loss in stock value of their ownership percentage, and they get to write it off as an investment loss. But here’s the kicker…if by chance, T-Mobile were to go completely under, DT would be first in line as a creditor, to get their loan paid off as assets are sold off. In addition, as the offer currently exists, they would still control the company. That’s a WIN all the way around for DT, which is one of the reasons the advisory firms, and shareholders, are sqawking about it.

      DT doesn’t want to “get out of America” they want to get out of the risk, the parent company is exposed to, by directly competing in America.

      This is an extremely sweet deal for DT, the flip side being, that they may not be giving MetroPCS “fair market value” in the purchase. It’ll be a helluva thing if DT can pull it off under the current terms…I doubt it’ll happen though. They’re going to have to increase the pot going to MetroPCS, for it to pass the shareholder vote.

      • guest911

        I agree with you. DT follows its true German characteristics. They (American shareholders) should’ve expected Germans would be loathe to relinquish power.

    • Deaf and dumb

      By the way, I forgot to say there is a difference between “Business and Assets”.

  • Atnegam

    Meanwhile, there were more layoffs this week at HQ, and are set to continue every week until they touch all departments.

  • Deaf anf Dumb

    Sprint should not sell to Softbank, Clearwire should not sell to Sprint, MetroPCS should not merge with T-Mobile. All this will do is continue to keep the Wireless market fragmented.
    We are only going to have three (3) major U.S. players in the Wireless Phone business when all is said and done. I think AT&T and Verizan are two of the three Players now.
    So let get to work on the remaining minor players and create the third and final Wireless Phone Provider. If foreign interest wants to be part of the U.S. Wireless Market then let them go to the stock markets and buy shares in the three players.

    • superg05

      i kind of agree we don’t need all the profits going overseas to another country

    • SouthernBlackNerd

      I pray to god we do not end up with 3 wireless players. Sprint/Tmobile combing would be a train wreck. Either you switch 50+ million to GSM or 40+ million to CDMA. And the combined company would have more spectrum than the big two while having less beachfront spectrum than the big two, which means they would still have weaker coverage, while not being able to compete in spectrum auctions. That is just the tip of the problem.

      The merging of the smaller carriers fixes fragmentation. Spectrum is limited, but you have a ton of players trying to get said spectrum. This is good for the pockets of our government, but not good for consumers and device freedom. Let the market consolidate on its own.

      We literally only have one band that all carriers have, which is PCS.
      AWS: Tmobile/Verizon
      850Mhz: ATT/Verizon
      800Mhz: Sprint
      2500Mhz: Sprint
      700Mhz: ATT/Verizon
      WCS: ATT

      This is because the little guys come in and grab chunks of spectrum, which means the big 4 cannot use it. Why do you think in other counties, they only have 3/4 players in the market and the rest are MVNOs?

      Softbank is buying 70% of sprint via stock from sprint and the stock market. Also Sprint owns 50% of clearwire, and their spectrum was used to create the company. Clearwire was basically created with the intention of sprint buying the company back at a later date.

  • superg05

    i think this is a very good article talking about the potential benefits of the merger its very
    in dept talks about how much spectrum metro has compared to t-mobile there weakness and strengths in that market very good read recommended for all a very persuasive reason for the merge

    www matthewseeley net/articles/breaking-down-the-t-mobile-metropcs-merger.html

  • Oliver Jackson

    It’s going to be done by any means necessary .If it doesn’t who will the biggest losers:US the consumers and subscribers.

  • superg05

    metro only has 10 mhz in nearly all out its markets fcc report : http://goo(dot)gl/jlFRE

    quote
    “MetroPCS has one big problem. They have just 10mhz of spectrum. Total. ”
    Just 10mhz. That’s 1/7th of the amount T-Mobile has. Not only that,
    Metro’s spectrum is shared between their 1x CDMA and LTE deployments.
    This means their LTE network is extremely spectrum constrained. No
    Verizon/AT&T style 10×10 LTE here, not even 5×5. West Michigan runs
    off just 1-3 mhz of spectrum on both sides. This gives them much slower
    speeds than T-Mobile. Where T-Mobile 3G/”4G” speed tests at around
    2-8mbps down in Grand Rapids, MetroPCS speed tests average around
    100-500k down. Even the fastest speed tests on unused towers never get
    above 1-2mbps.

    i find it funny they think they can dictate terms when barely bringing anything to the table on there side 25% ownership in a company larger than theres is more than fair they should get a little more in share price though but once tmobile can be traded in the us market there should be a extra inflow of cash though that will boost share prices

  • Jay

    Who wants a falling company😝. So glad metro had enough sense and not buy into tmobiles bull crap