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Nov. 19, 2012 /PRNewswire/ -- MetroPCS Communications, Inc. (NYSE: PCS; "MetroPCS") today announced that, on
November 19, 2012, MetroPCS received a request for additional information (the "Second Request") from the U.S. Department of Justice (the "DOJ") in connection with MetroPCS' proposed transaction with T-Mobile
USA, Inc. ("T-Mobile") pursuant to the business combination agreement, dated
October 3, 2012, by and among Deutsche Telekom AG, an
Aktiengesellschaft organized in
Germany ("Deutsche Telekom"), T-Mobile Global Zwischenholding GmbH, a
Gesellschaft mit beschrankter Haftung organized in
Germany and a direct wholly-owned subsidiary of Deutsche Telekom ("Global"), T-Mobile Global Holding GmbH, a
Gesellschaft mit beschrankter Haftung organized in
Germany and a direct wholly-owned subsidiary of Global ("Holding"), T-Mobile, a
Delaware corporation and direct wholly-owned subsidiary of Holding, and MetroPCS. The Second Request was issued pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Act").
The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after MetroPCS and T-Mobile have substantially complied with the Second Request, unless that period is extended voluntarily by the parties or terminated sooner by the DOJ.
MetroPCS intends to cooperate fully with the DOJ to obtain approval of the transaction as soon as possible and remains confident that the DOJ will find that the transaction is both pro-competitive and pro-consumer. Completion of the transaction is subject to MetroPCS shareholder approval, regulatory approvals and other customary closing conditions. MetroPCS continues to expect the transaction will close in the first half of 2013.
About MetroPCS Communications, Inc.Dallas-based MetroPCS Communications, Inc. (NYSE: PCS) is a provider of no annual contract, unlimited wireless communications service for a flat rate. MetroPCS is the fifth largest facilities-based wireless carrier in the United States based on number of subscribers served. With Metro
USA(SM), MetroPCS customers can use their service in areas throughout the United States covering a population of over 280 million people. As of September 30, 2012, MetroPCS had approximately 9.0 million subscribers. For more information please visit
Additional Information and Where to Find It
This document relates to a proposed transaction between MetroPCS and Deutsche Telekom. In connection with the proposed transaction, MetroPCS filed with the Securities and Exchange Commission (the "SEC") a preliminary proxy statement on
November 16, 2012. The preliminary proxy statement is not final and will be superseded by a definitive proxy statement to be filed by MetroPCS with the SEC. Investors and security holders are urged to read carefully the preliminary proxy statement and the definitive proxy statement and all other relevant documents filed with the SEC or sent to stockholders as they become available because they will contain important information about the proposed transaction. All documents, when filed, will be available free of charge at the SEC's website (
www.sec.gov). You may also obtain these documents by contacting MetroPCS' Investor Relations department at 214-570-4641, or via e-mail at
firstname.lastname@example.org. The definitive proxy statement will be mailed to MetroPCS' stockholders. This communication does not constitute a solicitation of any vote or approval.
Participants in the Solicitation
MetroPCS and its directors and executive officers will be deemed to be participants in any solicitation of proxies in connection with the proposed transaction. Information about MetroPCS' directors and executive officers is available in MetroPCS' proxy statement, dated
April 16, 2012, for its 2012 Annual Meeting of Stockholders. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the preliminary proxy statement and will be contained in the definitive proxy statement and other relevant materials to be filed with the SEC regarding the proposed transaction when they become available. Investors should read the definitive proxy statement carefully when it becomes available before making any voting or investment decisions.
Cautionary Statement Regarding Forward-Looking Statements
This document includes "forward-looking statements" for the purpose of the "safe harbor" provisions within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Any statements made in this document that are not statements of historical fact, including statements about when the parties expect that the proposed transaction will close, whether the DOJ will approve the transaction, MetroPCS' timeframe for compliance the Second Request, and statements about our beliefs, opinions, projections, and expectations, are forward-looking statements and should be evaluated as such. These forward-looking statements often include words such as "anticipate," "expect," "suggests," "plan," "believe," "intend," "estimates," "targets," "views," "projects," "should," "would," "could," "may," "become," "forecast," and other similar expressions.