updated 10:29 pm EDT, Tue June 11, 2013
Sprint likely to merge with Japanese carrier SoftBank
Merger talks between Dish Network and Sprint seem to have come to an impasse. According to sources familiar with the matter, a number of disagreements have scuttled the multi-billion dollar deal -- including several reverse-breakup fees payable if the takeover failed to achieve regulatory approval. Sprint claims that Dish failed to generate an "actionable" bid for the company. The inability to make a deal puts the matter back into SoftBank's hands, which had offered $21.6 billion to acquire Sprint, America's fourth-largest cellular network carrier, in October.
Dish is now left with a June 18 deadline to make its final, completely financed, offer for the carrier. Dish's inability to show solid financing and make a merger proposal allegedly helped end the deal as it stands. Sprint allegedly was slow to deliver merger-related documents, complicating the offer process.
The offer from Dish would see Sprint shareholders receive $7 per share, consisting of $4.76 in cash and approximately one-twentieth of a Dish share, with the equity portion representing 32 percent ownership in the new company. It is claimed that the cash and stock offer, an 18 percent cash premium and two percent ownership increase, represents a 13 percent premium over SoftBank's offer.
Softbank will be buying $8 billion worth of Sprint shares directly from Sprint, and tendering for another $12 billion worth of shares from existing holders. The company is currently offering $5.25 per share, a small premium over Sprint's current price.
Softbank is said to be hoping to build on Sprint's spectrum position, with the goal of acquiring more spectrum and other operators as time goes on. The deal, as it is currently structured, does not require a stockholder vote.