Wachtell, MoFo and Cleary join 13-firm roster on $26bn Sprint, T-Mobile merger
Legions of lawyers from a number of leading US firms are advising on the deal, which could create a combined company worth $146bn
April 30, 2018 at 03:57 PM
5 minute read
The original version of this story was published on The American Lawyer
A host of firms including Wachtell Lipton Rosen & Katz and Morrison & Foerster are advising on the proposed $26.5 bn all-stock merger between Sprint Corp and T-Mobile US, announced on Sunday.
The proposed deal will see Washington-based T-Mobile, which is owned by Deutsche Telekom, take control of Kansas-based Sprint, a majority stake of which is owned by Japanese conglomerate SoftBank Group. If the merger receives shareholder and regulatory approval, the combined $146bn company will create a US telecommunications rival to industry leaders AT&T Inc and Verizon Communications Inc.
Wachtell partners Adam Emmerich and David Lam are advising T-Mobile and Deutsche Telekom. Other Wachtell lawyers working on the deal include finance partners Eric Rosof, Emil Kleinhaus and John Sobolewski, tax partners Jodi Schwartz and T Eiko Stange, and executive compensation and benefits partner Andrea Wahlquist, the latter a rare lateral hire by the firm in 2014.
Cleary Gottlieb Steen & Hamilton, which previously advised Deutsche Telekom on its ultimately unsuccessful $39bn sale of T-Mobile to AT&T , is working with DLA Piper as regulatory counsel to the Germany-based company. The Cleary antitrust team includes partners Mark Nelson, George Cary, Daniel Culley and Jeremy Calsyn. Nancy Victory and Michael Senkowski, co-chairs of the global telecom practice at DLA Piper after joining the global legal giant in 2016 from Wiley Rein, are leading up a team from that firm that also includes technology transactions and telecom partners Eric DeSilva, Edward "Smitty" Smith and John Beahn, as well as government services transactional co-chairwoman Sarah Kahn.
Latham & Watkins partners Charles Ruck and Daniel Rees are providing counsel to T-Mobile's committee of independent directors. Also on the Latham team are finance partners Keith Halverstam, Benjamin Cohen and Greg Robins; communications industry and communications law global chairmen James Barker and Matthew Brill; antitrust partner Michael Egge; partner Steven Croley on matters related to the Committee on Foreign Investment in the US (CFIUS); executive committee member and partner Michele Johnson on compliance matters; and counsel David Kuiper on intellectual property transactional issues. (Ruck, who works out of New York and Southern California, is one of several Latham partners vying to replace William Voge as firm leader.)
Latham is also handling corporate, compensation and benefits, compliance, finance, regulatory and tax matters for T-Mobile related to its bid for Sprint. That work is being done by a team led by Latham partners James Gorton, Thomas Malone, Josh Dubofsky and Joel Trotter. Latham partners Laurence Seymour and Julie Crisp are counseling on compensation matters, with partners Jiyeon Lee-Lim and Matthew Dewitz providing tax advice. Latham antitrust partners Amanda Reeves and Farrell Malone, compliance partner James Brandt and finance partner Senet Bischoff are also working on the deal for T-Mobile.
Weil, Gotshal & Manges corporate chairman Michael Aiello and M&A partner Eoghan Keenan are advising Evercore Partners, as financial adviser to the independent committee of T-Mobile directors.
Wilmer Cutler Pickering Hale and Dorr partner Jamie Gorelick and senior international counsel Robert Kimmitt are also advising T-Mobile and Deutsche Telekom. Gorelick and partner Kenneth Salazar are working for T-Mobile and its parent company on potential regulatory issues that may arise with state attorney generals' offices. David Miller serves as general counsel for T-Mobile, while Deutsche Telekom's in-house legal chief is Claudia Junker.
Sprint is being advised by a team of lawyers from Morrison & Foerster. MoFo has long served as outside counsel to Tokyo-based SoftBank on transactional matters. Robert Townsend, chairman of MoFo's global M&A group, is leading a team from the firm advising Sprint that includes Tokyo managing partner and SoftBank dealmaker Kenneth Siegel; corporate partner Brandon Parris; corporate finance co-chairman David Slotkin; global finance co-chairman and national security co-head Nicholas Spiliotes; antitrust co-chairman Jeff Jaeckel; partner David Meyer; and tax partner Bernie Pistillo.
Goodwin Procter partners Stuart Cable and Mark Opper are leading a team from that firm representing an independent transaction committee of Sprint's board of directors. The Goodwin Procter deal team includes partners Howard Cubell, Deborah Birnbach, Andrea Agathoklis Murino, Paul Jin, Caroline Bullerjahn and Richard Matheny.
Skadden is serving as regulatory co-counsel to Sprint with a team led by antitrust partners Steven Sunshine and Matthew Hendrickson. Ivan Schlager, Michael Leiter, M&A partner Thomas Kennedy, executive compensation and benefits partner Regina Olshan and tax partner Steven Matays are also working on the deal for Sprint, where the chief legal officer is Jorge Garcia.
Stephen Amdur, a corporate partner at Pillsbury Winthrop Shaw Pittman in New York who joined the firm late last year from Latham, is advising The Raine Group in its role as financial adviser to Sprint. Another team from Sidley Austin, led by partners Martin Wellington and Jennifer Fitchen, is representing Centerview Partners as financial adviser to the independent transactions committee of Sprint's board of directors.
T-Mobile's previous bid to sell itself to AT&T, which collapsed in late 2011 in the face of regulatory opposition, generated roles for at least a half-dozen outside firms.
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