SBA Tower Deal Twists Wireless M&A in 2012

NEW YORK( TheStreet) -- Cell tower operators have quietly reignited a grab for assets with the announcement Tuesday that SBA Communications ( SBAC) would 2,300 cell tower sites in the U.S. and Central America from Mobilitie for $1.09 billion.

Wireless airwaves were rattled when a proposed $39 billion merger between AT&T ( T) and T-Mobile USA was scuttled by antitrust regulators last year, but Tuesday's announcement coupled with a Dec. 16 deal by Crown Castle ( CCI) to buy antenna systems from NextG Networks for $1 billion signal that tower operators are on the move as wireless carriers look at M&A as a way to gear for increasing smartphone data loads.

Tuesday, SBA Communications said it will buy tower assets, in addition to indoor and outdoor distributed antenna system assets in cities like Chicago, New York and Las Vegas from Mobilitie for over $1 billion.

Now industry titans like Crown Castle and American Tower may set their gaze on over $2 billion of tower assets that T-Mobile may look to sell as a way to fund its wireless network, while considering a range of deal options, according to industry analysts.

After AT&T's merger with T-Mobile to pick up wireless spectrum was scuttled in December, the knock-on effects are taking shape in a tower land grab between Crown Castle International ( CCI), American Tower ( AMT) and SBA Communications ( SBAC). Watch for ripple effects in the M&A fight to now have a big significance on the next move for T-Mobile USA's parent Deutsche Telekom, as it looks to raise capital for its U.S. operations, which are the fourth largest overall to Verizon ( VZ), AT&T and Sprint ( S).

T-Mobile picked up $3 billion in spectrum assets from AT&T as breakup fee in its proposed merger. Those assets, along with funds that can be raised from a sale of its over 7,000 tower sites could net billions more for T-Mobile USA as it weighs a host of deal options. "I think that we are definitely going to see a more aggressive T-Mobile in 2012. They have to prepare to be a standalone company," says Jonathan Schildkraut of Evercore Partners.

A tower asset sale would help the company re-invest in its network and service, even if the company were eventually to decide on a joint venture with DISH Network ( DISH) or sign networking agreements with Sprint ( S) or Clearwire ( CLWR). "I wouldn't put any arrangement off the table," adds Schildkraut of T-Mobile's strategic alternatives

Before its proposed $39 billion merger with AT&T in March, T-Mobile was reported to be interested in selling its cell towers for as much as $2 billion. Without AT&T as an acquirer, T-Mobile may revert back to its previous plans, even if SBA Communications drops out as an interested party.

"T-Mobile is likely to sell its US towers," says Clayton Moran an analyst with brokerage The Benchmark Company. Such a move would continue an M&A trend that was revived in 2011. "The likely buyers are the same companies that have been buying most of the tower assets over the past few years, including American Tower, Crown Castle, Global Tower Partners and TowerCo," says Moran.

But the bigger impact may be on the carrier universe, where an tower sale could transform T-Mobile into a more viable competitor or attractive M&A play.

"With the AT&T break-up fee plus proceeds from a tower sale, T-Mobile could make meaningful progress towards deploying a nationwide 4G network," says Moran, who notes that such a move would make it both more competitive and attractive for its industry peers.

SBA Communications shares rose nearly 2% to $47.17 in afternoon trading on news of its acquisition. Its shares have gained nearly 10% year-to-date, outpaced by the gains Crown Castle, which has posted an over 14% 2012 gain.

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For more on telecom and tower investments, see our portfolio of 5 Telecom picks for 2012.

Cell towers have become the domain of specialist operators like American Tower and Crown Castle, who rent the mobile phone connection services to national carriers. Their industry presence comes from previous tower divestitures of carriers like Sprint and a wave of tower acquisitions in the mid-2000s to build up capacity ahead of a smartphone-based surge in wireless data usage.

In 2005, American Tower spent $3.7 billion to buy the cell towers of Spectrasite, adding to its lead as the nation's largest tower operator. Not to be outdone, in 2006, Crown Castle spent $4 billion to buy Global Signal in a competitive push to challenge American Tower's industry lead.

As AT&T fought to build spectrum to handle increasing smartphone data loads with its T-Mobile merger proposal, national tower operators watched for a knock-on impact to their bottom line. With tower revenue contingent on the ability for national carriers to service ever-increasing wireless traffic, the deal breakup may show that telecommunications giants may not be able to wrench out regional tower usage synergies through consolidation.

Instead of buying competitors like T-Mobile and wrenching out regional tower cost gains by consolidating networks onto one tower platform, carriers like AT&T may need to expand networks, increasing the overall usage of tower services.

AT&T deal failure will also add to an already shifting spectrum landscape, as tower operators look at bolstering their services as a "toll road" for mobile service. In December, Verizon spent nearly $4 billion in two separate deals to buy wireless spectrum from cable companies like Comcast ( CMCSA), Time Warner Cable ( TWC) and Cox Communications.

Now, AT&T is reported to be interested in bolstering its spectrum by looking at deals for DISH Network ( DISH) Leap Wireless ( LEAP) or MetroPCS ( PCS), according to February Wall Street Journal reports. Speculation that DISH Network will cut deals was fanned when its Chief Executive Joe Clayton said that the company could look to continue a spectrum acquisition spree or accept a takeover offer. "We could be acquired or we could be the acquirer," said Clayton in a Jan.11 Bloomberg Television interview.

After the AT&T and T-Mobile merger block, Stifel Nicolaus analyst Christopher Kind said that AT&T could acquire DISH for its wireless assets, or a T-Mobile and DISH partnership could emerge. "Dish has expressed interest in combining with T-Mobile, and AT&T could look at acquiring Dish, with spectrum a key consideration," King wrote in a Dec. 20 research note. In a Jan. 19 note, JPMorgan analyst Philip Cusick proposed that a DISH and T-Mobile joint venture would be a more financially viable way for DISH to slowly take ownership of the U.S. mobile arm of Deutsche Telekom.

In a Feb. 14 note, Moody's analysts said that outside of AT&T and Verizon, U.S. wireless companies struggle to generate earnings to cover their cost of capital. "Consolidation could help ease the pressure on smaller rivals," writes Moody's pointing to a tie up between Sprint and MetroPCS or Leap Wireless as the most feasible way for the nation's third largest carrier to grow.

With wireless spectrum assets still up for grabs and complicated by antitrust considerations, expect a continued land grab for the tower and DAS infrastructure to service national carriers' wireless networks. For American Tower, Crown Castle, it might lead to a continued revival in deals to bolster U.S. assets after a wave of acquisitions in the mid-2000s.

Meanwhile, for T-Mobile, one of the crown jewels of the U.S. wireless market, a tower sale could have big implications on whether it prepares to ratchet up the competition against Sprint, AT&T and Verizon, or if it looks for a much rumored partner or buyer.

For more on the wireless industry, see why AT&T is still hungry for more spectrum and why Verizon is the next antitrust target in regulators minds. For more on M&A, see 5 deal ready stocks loved by hedge funds.

-- Written by Antoine Gara in New York