July 26, 2019
T-Mobile US, Inc. (NASDAQ: TMUS) and Sprint Corporation (NYSE: S) have announced that they have entered into a consent decree with the U.S. Department of Justice (DOJ) supporting the proposed merger to create the New T-Mobile and requiring the divestiture of Sprint’s prepaid businesses and 800 MHz spectrum assets. The companies also announced agreements with DISH Network Corporation (NASDAQ: DISH) in which the combined T-Mobile and Sprint, as the proposed New T-Mobile, will divest Sprint’s prepaid businesses and Sprint’s 800 MHz spectrum assets to DISH for approximately US$5 billion. Additionally, upon the closing of the divestiture transaction, the companies will provide DISH wireless customers access to the New T-Mobile network for seven years and offer standard transition services arrangements to DISH during a transition period of up to three years. DISH will also have an option to take on leases for certain cell sites and retail locations that are decommissioned by the New T-Mobile, subject to any assignment restrictions. The transactions with DISH are contingent on the successful closing of T-Mobile’s merger with Sprint among other closing conditions.
Latham & Watkins LLP represents T-Mobile as lead M&A counsel in connection with the DISH transaction and DOJ consent decree process with a corporate deal team led by New York partner David Allinson and Silicon Valley and New York partner Josh Dubofsky, with associates Leah Sauter and Jordan Browdy, and with assistance from San Diego partner Ann Buckingham. Advice was also provided by Washington, D.C. partner Jeremiah Wolsk, with associate Gil Halpern on intellectual property matters; by Chicago partners Gary Axelrod and Robert Buday, with associate Dustin Paige on real estate matters; by Washington, D.C. partner James Barker on FCC regulatory and communications matters; by Washington, D.C. partner Michael Egge on antitrust matters; by Los Angeles partner Larry Seymour and San Francisco partner Julie Crisp, with associate Mary Alice DiPietro on benefits and compensation matters; by New York partners Jiyeon Lee-Lim and Matthew Dewitz, with associate Eric Kamerman on tax matters; and by Washington, D.C. partner Joel Trotter, with associate Jonathan Drory on securities law matters.
Latham continues to represent T-Mobile and the committee of independent directors of T-Mobile in connection with its pending combination with Sprint with a corporate deal team led by New York and Orange County partner Charles Ruck, Orange County partner Daniel Rees, and New York partners James Gorton and Thomas Malone.