Un-carrier Will Give UScellular and T-Mobile
Customers More Value and Better Experiences, and Spur Growth and
Competition that Offers More Choice for Wireless Consumers
T-Mobile (NASDAQ: TMUS) and UScellular (NYSE: USM) today
announced that T-Mobile has agreed to acquire substantially all of
UScellular’s wireless operations. This includes UScellular’s
wireless customers and stores, as well as certain specified
spectrum assets.
Upon closing, T-Mobile’s leading 5G network will expand to
provide millions of UScellular customers, particularly those in
underserved rural areas, a superior connectivity experience, moving
from a roaming experience outside of the UScellular coverage area
to full nationwide access on the country’s largest and fastest 5G
network. Additionally, UScellular customers will have the ability
to fully participate in the Un-carrier’s industry-leading
value-packed plans filled with benefits and perks, and
best-in-class customer support with the opportunity to save
UScellular customers hundreds of millions of dollars. T-Mobile
customers will also get access to UScellular’s network in areas
that previously had limited coverage and the benefit of enhanced
performance throughout UScellular’s footprint from the addition of
the acquired UScellular spectrum to T-Mobile’s network. And
wireless consumers across the country will benefit from the
enhanced choice and competition that this proposed transaction will
create.
“With this deal T-Mobile can extend the superior Un-carrier
value and experiences that we’re famous for to millions of
UScellular customers and deliver them lower-priced, value-packed
plans and better connectivity on our best-in-class nationwide 5G
network,” said Mike Sievert, CEO of T-Mobile. “As customers from
both companies will get more coverage and more capacity from our
combined footprint, our competitors will be forced to keep up – and
even more consumers will benefit. The Un-carrier is all about
shaking up wireless for the good of consumers and this deal is
another way for us to continue doing even more of that.”
“T-Mobile’s purchase and integration of UScellular’s wireless
operations will provide best-in-class connectivity to rural
Americans through enhanced nationwide coverage and service
offerings at more compelling price points,” said Laurent Therivel,
CEO of UScellular. “The transaction provides our customers access
to better coverage and speeds, as well as unlimited texting in more
than 215 countries, content offers, device upgrades and other
T-Mobile benefits.”
Best-in-Class Network Experience
The combination of both companies’ spectrum and assets will
provide UScellular customers a superior connected experience on
T-Mobile’s industry-leading nationwide 5G network that offers
best-in-class performance, coverage, and speed. Customers of both
companies, particularly those in underserved rural areas, will
receive access to faster and more reliable 5G service they would
not otherwise have.
Value-Packed Plans
UScellular customers will have the option to stay on their
current plans or move to an unlimited T-Mobile plan of their
choosing with no switching costs, which include beloved Un-carrier
benefits such as streaming and free international data roaming. If
UScellular customers choose to switch to T-Mobile, they could save
hundreds of millions of dollars combined annually. Some will also
have access to plans with increased savings previously not
available to them, including T-Mobile’s 5G Unlimited 55+ plans. All
customers will be able to take advantage of T-Mobile’s
award-winning customer service team, and have better, more
accessible in-person and digital retail support.
More Choice and Increased Competition
This transaction will create a much-needed choice for wireless
in areas with expensive and limited plans from AT&T and
Verizon, and for those that have been limited to one or no options
for home broadband connectivity. By tapping into the additional
capacity and coverage created through the combined spectrum and
wireless assets, T-Mobile will spur competition and expand its
fast-growing home broadband offering and fixed wireless products to
communities without competitive broadband options, further bridging
the digital divide for hundreds of thousands of customers in
UScellular’s footprint.
Proven Un-carrier Playbook
T-Mobile has a proven industry-leading track record of bringing
companies together in the name of enhanced connectivity, choice,
and value for consumers. The integrations of MetroPCS in 2013 and
Sprint in 2020 have been noted as two of the most successful merger
combinations in wireless history that resulted in
competition-enhancing shifts benefiting millions of consumers.
Leveraging its tried-and-true playbook for successful integrations,
T-Mobile will continue to deliver exceptional value and experiences
to more people across the country, while forcing others to follow
suit, for the good of customers.
Transaction Details and Financial Profile
T-Mobile will pay approximately $4.4 billion for the assets
being acquired from UScellular in the transaction in a combination
of cash and up to $2.0 billion of debt to be assumed by T-Mobile
through an exchange offer to be made to certain UScellular
debtholders prior to closing. To the extent any debtholders do not
participate in the exchange, their bonds will continue as
obligations of UScellular and the cash portion of the purchase
price will be correspondingly increased. Following the closing of
the transaction, UScellular will retain ownership of its other
spectrum as well as its towers, with T-Mobile entering into a
long-term arrangement to lease space on at least 2,100 additional
towers being retained. T-Mobile does not expect the transaction to
impact the company’s 2024 guidance or 2024 authorized shareholder
return program. T-Mobile expects this transaction will yield
approximately $1.0 billion in effective total opex and capex annual
run rate cost synergies upon integration, with total cost to
achieve the integration currently estimated at between $2.2 billion
to $2.6 billion. The company plans to reinvest a portion of
synergies toward enhancing consumer choice, quality and competition
in the wireless industry.
The transaction, which is subject to the satisfaction of
customary closing conditions and receipt of certain regulatory
approvals, is expected to close in mid-2025.
Advisors
Cleary Gottlieb Steen & Hamilton LLP and DLA Piper LLP are
acting as legal counsel to T-Mobile.
About T-Mobile
T-Mobile US, Inc. (NASDAQ: TMUS) is America’s supercharged
Un-carrier, delivering an advanced 4G LTE and transformative
nationwide 5G network that will offer reliable connectivity for
all. T-Mobile’s customers benefit from its unmatched combination of
value and quality, unwavering obsession with offering them the best
possible service experience and undisputable drive for disruption
that creates competition and innovation in wireless and beyond.
Based in Bellevue, Wash., T-Mobile provides services through its
subsidiaries and operates its flagship brands, T-Mobile, Metro by
T-Mobile and Mint Mobile. For more information please visit:
https://www.t-mobile.com
Forward-Looking Statements
This communication contains certain forward-looking statements
concerning T-Mobile and the proposed transaction to acquire certain
wireless assets and operations of UScellular. All statements other
than statements of fact, including information concerning future
results, are forward-looking statements. These forward-looking
statements are generally identified by the words “plan,”
“anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,”
“could” or similar expressions. Such forward-looking statements
include, but are not limited to, statements about the benefits of
the proposed transaction, including T-Mobile’s objectives,
expectations and intentions, anticipated future financial and
operating results, and the accounting treatment, the impact on the
company’s guidance, potential synergies and the expected timing of
completion of the proposed transaction. There are several factors
which could cause actual plans and results to differ materially
from those expressed or implied in forward-looking statements. Such
factors include, but are not limited to, the failure to satisfy any
of the conditions to the proposed transaction on a timely basis or
at all; the occurrence of events that may give rise to a right of
one or both of the parties to terminate the definitive agreements;
adverse effects on the market price of T-Mobile’s common stock and
on T-Mobile’s operating results because of a failure to complete
the proposed transaction in the anticipated timeframe or at all;
negative effects of the pendency or consummation of the proposed
transaction on the market price of T-Mobile’s common stock and on
T-Mobile’s operating results; the risk of litigation or regulatory
actions; and other risks and uncertainties detailed in T-Mobile’s
Annual Report on Form 10-K for the fiscal year ended December 31,
2023, including in the sections thereof captioned “Risk Factors”
and “Cautionary Statement Regarding Forward-Looking Statements,” as
well as in its subsequent reports on Form 8-K and Form 10-Q, all of
which are filed with the SEC and available at www.sec.gov and
www.t-mobile.com. Forward-looking statements are based on current
expectations and assumptions, which are subject to risks and
uncertainties that may cause actual results to differ materially
from those expressed in or implied by such forward-looking
statements. Given these risks and uncertainties, persons reading
this communication are cautioned not to place undue reliance on
such forward-looking statements. T-Mobile assumes no obligation to
update or revise the information contained in this communication
(whether as a result of new information, future events or
otherwise), except as required by applicable law. References to our
and the SEC’s website are inactive textual references only.
Information contained on our and the SEC’s website is not
incorporated by reference in this communication and should not be
considered to be a part of this communication.
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