- Provides Compelling Economic Terms for MetroPCS' Stockholders: The proposed combination will provide MetroPCS' stockholders with a $1.5 billion aggregate cash payment, or approximately $4.06 per share (prior to the reverse stock split that will occur in connection with the closing of the proposed combination), as well as an approximate 26% ownership stake in the combined company that allows MetroPCS stockholders to participate in the expected significant equity upside of the combined company and the significant $6-7 billion of net present value synergies.
- Creates the Value Leader in U.S. Wireless: The combined company will be well-capitalized and well-positioned to compete effectively with large national carriers as the premier challenger in the U.S. wireless marketplace. The proposed combination will:
- Allow the combined company to extend the MetroPCS brand into unserved and underserved major metro areas;
- Facilitate the offering of a broad product portfolio, including Apple's iPhone 5, iPhone 4S and iPhone 4 with favorable new pricing;
- Generate substantial additional growth in the fast-growing no contract space; and
- Provide significant spectrum with a path to at least 20x20 MHz 4G LTE in approximately 90% of the top 25 U.S. metro areas by 2014+ for a fast, reliable and robust nationwide 4G LTE network.
- Follows a Thorough and Extensive, Multi-Year Process by a Highly Experienced Board and Management Team: The proposed combination with T-Mobile follows a thorough and extensive, multi-year process by the MetroPCS board and management team, who have an in-depth understanding of the wireless industry landscape and the benefit of many years of experience both with MetroPCS and other industry participants, to explore all strategic and financial alternatives – including remaining a standalone company. The MetroPCS board and management team are confident that the proposed combination is the best strategic alternative for the Company and our stockholders. Even ISS agrees – In its March 27, 2013 report, ISS states: 'PCS' exploration of strategic alternatives appears to have been thorough. The company participated in numerous auctions in search of spectrum and engaged with at least 8 potential strategic partners. Management determined combining with T-Mobile is the PCS' best strategic alternative at the current time—it is also the only offer on the table at the current time.'
MetroPCS Comments On ISS Report
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