AT&T Considers Bigger Divestitures on T-Mobile Deal

AT&T (NYS: T) is reportedly considering much larger divestitures of spectrum and customers to try and secure antitrust approval for its proposed $39 billion acquisition of T-Mobile USA, following its Thanksgiving Day decision to withdraw its FCC application for the deal. At the same time, analysts are already speculating about which companies might emerge as winners and losers if the deal does eventually fall apart.

According to a Bloomberg report, which cited unnamed sources, AT&T is considering divesting as much as 40 percent of T-Mobile's assets. An AT&T spokesman did not immediately respond to a request for comment. AT&T withdrew its FCC application so it could focus on the Department of Justice's lawsuit against the acquisition, which argues that if the deal goes through, it will lead to market concentration that will harm competition and the public interest. Reports have previously suggested AT&T might consider up to $8 billion in divestitures, but the new thinking is that AT&T would have to go above and beyond that amount.

The key problem is that such divestitures would have to serve as an adequate replacement for removing T-Mobile as a national competitor from the marketplace. Additionally, smaller player like MetroPCS (NAS: PCS) or Leap Wireless (NAS: LEAP) might not have the resources to acquire such a large portion of T-Mobile's divested assets.

"It's going to be problematic for AT&T to find a successful divestiture solution," Kevin Smithen, an analyst with Macquarie Securities, told Bloomberg. "It's unlikely that the DoJ would allow a big competitor like Verizon (NYS: VZ) to purchase the assets."

Meanwhile, financial analysts are trying to gauge the fallout of a collapse of the deal, which many now see as a foregone conclusion. Ironically, some think the deal's collapse could actually harm competitors such as Sprint Nextel (NYS: S) , MetroPCS and Leap, especially if T-Mobile emerges stronger thanks to the breakup fee AT&T will have to pay to T-Mobile parent Deutsche Telekom. If the deal does eventually fall through, AT&T will pay Deutsche Telekom $6 billion, including $3 billion in cash and $3 billion worth of spectrum and roaming agreements (AT&T has already said it plans to book a $4 billion pre-tax accounting charge for the fourth quarter given the uncertainty of the deal). AT&T and T-Mobile might also enter into a network-sharing deal if the deal falls through, analysts said.

T-Mobile will "emerge as a stronger, more formidable competitor once the uncertainty of the merger has elapsed and its network quality is enhanced via the acquisition of the AT&T spectrum assets," Jim Breen, an analyst at William Blair, told Reuters.

In a research note, BTIG analyst Walter Piecyk wrote that Clearwire (NAS: CLWR) or SpectrumCo, the venture formed by Comcast and Time Warner Cable, could wholesale spectrum to T-Mobile if the deal falls through, and could emerge as winners. Another winner might be spectrum-rich Dish Network, pending the transfer of S-band spectrum licenses to Dish by the FCC. Among the losers, according to Piecyk, would be Verizon, which would have benefited if a competitor was removed form the marketplace; Sprint, which will face stronger postpaid competition from T-Mobile; and MetroPCS, which could have used divested spectrum assets.

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