Corporate finance: William Mahood III and associates Joseph Jarvis and Eric Wu. (All are in Kansas City, Missouri.) Mahood left then–Sprint Corporation legal's M&A group in 2000. He has represented the group since then as outside transactional and Kansas counsel.
—David Marcus
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T-Mobile
MetroPCS
The U.S. Department of Justice foiled Deutsche Telekom AG's planned sale of T-Mobile USA to AT&T Inc. last fall. On October 3, almost a year after that deal collapsed, Deutsche Telekom announced an agreement to merge its U.S. cell phone division with MetroPCS Communications Inc. The combined company, which will retain the T-Mobile name, would have about 42 million subscribers and be the fourth-largest cell phone carrier in the United States after AT&T, Verizon Communications Inc., and Sprint Nextel Corporation.
Deutsche Telekom and MetroPCS are employing a complicated structure to effect the transaction. MetroPCS will declare a 1-for-2 reverse stock split, pay $1.5 billion in cash to its shareholders, and will then acquire all of T-Mobile's common stock in exchange for a 74 percent stake in the new T-Mobile, which MetroPCS CEO John Legere will continue to run. The companies hope to close the deal in the first half of 2013 pending approvals from regulators and MetroPCS shareholders.
For acquiror Deutsche Telekom AG (Bonn)
In-House:
At Deutsche Telekom: general counsel Claudia Junker, senior vice president–public and regulatory affairs Wolfgang Kopf, vice president–M&A and joint ventures Axel Lützner, and head of competition law, public policy, and regulatory affairs Volker Stapper. At T-Mobile USA: general counsel David Miller, deputy general counsel Lauren Venezia, vice president–government affairs Thomas Sugrue, and vice president–federal regulatory affairs Kathleen Ham.
Wachtell, Lipton, Rosen & Katz:
Corporate: Adam Emmerich and associates Valentina Cassata, DongJu Song, and Mark Stagliano. Finance: Eric Rosof and associates Neil Chatani and John Sobolewski. Tax: Jodi Schwartz, T. Eiko Stange, and associate Tijana Dvornic. Executive compensation and benefits: Michael Segal and associate Timothy Moore. Antitrust: Ilene Knable Gotts and associate Lori Sherman. (All are in New York.) Wachtell also represented Deutsche Telekom on the AT&T deal, as did Cleary Gottlieb Steen & Hamilton and Wiley Rein [Deals & Suits, July 2011]. Wachtell represented VoiceStream Wireless Inc. when it was sold to Deutsche Telekom in 2001.
Cleary Gottlieb Steen & Hamilton:
Antitrust: George Cary, Mark Nelson, and associates Patrick Bock and Robert Devine. Tax: Yaron Reich, Leslie Samuels, and associate Corey Goodman.??(The antitrust lawyers are in Washington, D.C.; the tax lawyers are in New York.)
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