Company / division: Sprint
With all the renewed talk of a Sprint-T-Mobile merger in recent months, one big assumption has been that the Trump administration would view it much more favorably than the Obama administration did, and that it wouldn’t therefore be shot down this time as it was last time. However, Bloomberg reports today that the staff lawyers at the Department of Justice are mostly the same as under the previous administration, even if the leadership and presidency has changed in the interim, and that the lawyers themselves are likely to reach much the same conclusion today as then. In other words, if the deal is to be approved by the DoJ, it will likely happen over the objections and recommendations of the staff rather than with their support. That’s certainly not a deal-killer – SoftBank Chairman Masa Son has cozied up to the Trump administration on issues like job creation, and would presumably curry some favor on that basis. But this does make it more challenging for the deal to go through than many might have assumed. Last time around, the deal was called off before it even formally went through regulatory approval on the basis that it wouldn’t succeed, so I would guess that Son and others would be feeling out the regulatory authorities quietly behind the scenes again this time around to ensure smoother passage.
BayStreet Research financial analysts say that Sprint has sold just 5,000 Essential smartphones since its launch earlier this month, as reported here by FierceWireless. My guess is that the figure is based on channel checks, in which analysts call around random stores and ask how many units they’ve sold, and then add those up to create an estimate. Given the number is so low, I’m guessing the analysts found an average of just one sale per store. None of this should surprise anyone – I’ve been skeptical about Essential right from the start, and though I’d guess it’s sold quite a few more devices through its own online store than Sprint has, the numbers are likely still very small. Given the massive financial backing Essential has received, it’s got plenty of runway to go to figure all this out, possibly including a broader carrier distribution once its exclusivity arrangement with Sprint is over. But it’s increasingly clear that even a well-reviewed phone from a name with a history in the industry can’t break through the oligopoly that is the US smartphone market.
I said in commenting on last week’s Reuters story about Sprint and T-Mobile merging that the one element that didn’t ring true was SoftBank ending up with 40-50% of the combined entity, and Bloomberg is now reporting that majority owner SoftBank is willing to accept something close to its current market price for Sprint, leaving it with closer to 30%, which feels much more in line with what I would have expected. It’s not a great exit for SoftBank, which bought 72% of Sprint for $7.65 a share in July 2013, while shares are trading at $7.83 at the time I’m writing this, having dropped 8% during the day so far, presumably on the back of this news about valuations. However, the stock had traded as low as $2.66 early last year, so SoftBank is at least poised to get about what it paid for Sprint in return for a decent minority share in what could be a much more promising company once the integration goes ahead. Sprint’s valuation, of course, has been bid up significantly over the past year partly off the back of its own improving business but in large part also because a deal with T-Mobile has seemed more likely since last fall’s US presidential election. Its price rose from around six dollars to over nine in the period immediately following that election, so the drop today is likely a reflection of the fact that expectations for a premium are dissipating.
Reuters reports that Sprint and T-Mobile are nearing agreement on key terms of a merger deal, and suggests that due diligence and other steps would need to come before announcement of a merger agreement in October. This is a follow-up to an earlier report this week that the two companies were in serious discussions, and fleshes out one or two details, though at least one seems off. The report suggests SoftBank’s stake might be as high as 40-50% after the merger, which seems much too high given the relative value of Sprint and T-Mobile and SoftBank’s stake in the former. Sprint’s Nextel merger had disastrous results in large part because the Nextel portion was valued much too highly in a touted “merger of equals” and the company spent the next several years slashing costs fiercely in a bid to justify the price with synergies, something which led to its terrible network performance and decline in the years afterwards. So neither Sprint nor T-Mobile should want to make that mistake again. With SoftBank driving the deal, I would expect it to make concessions and end up with a much smaller stake at the end of the day. But big synergies could indeed follow as the companies merge, and their combined scale would drive much more competitive network and advertising spend, retail presence, and other big benefits in their competition with the two big carriers.
CNBC reports that T-Mobile and Sprint are in active discussions about a stock-for-stock merger, with Deutsche Telekom likely to end up the majority owner and SoftBank a significant minority shareholder. This has always seemed the likeliest merger to come out of the recent resumption of deal talks after the end the 600MHz spectrum auction and its associated quiet period came to an end, but it’s felt like the sticking point was T-Mobile’s unwillingness to be bought out by Sprint/SoftBank. A stock-for-stock deal with Deutsche Telekom and T-Mobile ultimately calling most of the shots is likely a lot more palatable, especially for TMO CEO John Legere, who’s arguably been enormously successful running the company over the last few years and would understandably be reluctant to cede control to the Sprint side. It sounds like the two sides are still some way from a deal, and of course even if it’s finalized it will take months to go through regulatory approvals, a period that would likely see Sprint lower its investment and manage for cash flow and profitability, something that’s likely to lessen competition in the US market even before a deal closes. Following such a deal, the combined entity would at least theoretically be in a much more competitive position given its combined scale, though many of the synergies would take some time to flow through.
Charter Says it Doesn’t Want to Buy Sprint (Jul 31, 2017)
There were lots of reports over the weekend that Sprint and Charter were approaching a tie-up, just after the end of the exclusive negotiating period between the two and Comcast which began just over a month ago. However, Charter has now come out and said that it’s not interested in buying Sprint, which isn’t necessarily the deal being discussed, but is as close as Charter can get to saying it’s not interested in any deal, given that it has a fiduciary responsibility to keep the door to potential acquisition offers open. It’s been fascinating to watch this latest round of SoftBank-driven Sprint merger mania, because whereas last time Sprint was to merge with another player (T-Mobile), it was the US government that shot it down. This time around, the biggest barrier is a lack of willing partners. T-Mobile is certainly far less in need of the merger now than it arguably was several years ago, while the cable companies may well want to merge with a wireless industry, just not the weakest of the big four US providers. Sprint has the poorest network, the poorest financial performance, the lowest overall subscriber growth, and the least subscribers of any of the big four operators, making it the least attractive merger partner of the four, with T-Mobile much more enticing at this point. It’s still possible that SoftBank will try to buy Charter, and if the price is high enough that Charter’s management will feel they have to accept the offer, but it’s clear at this point that this will happen against their stated wishes, which will make any merger process that much more challenging than it would already have been.
Jay-Z, one of the principal owners of the Tidal music streaming service, released his latest album, 4:44, on the service last night through a partnership with Sprint, which of course recently invested in the service and gave its subscribers six months’ free access. The intent was clearly to get more people to sign up for the service, while rewarding Sprint customers, but the effect was to aggravate many others who assumed they could merely sign up for the service after the album dropped and then found that it wasn’t available, at least right away. In addition, the exclusive seems pretty porous, and potentially short-lived: iHeartRadio has been streaming the album and will continue to do so for the first day, while Apple Music is reportedly getting the album a week in too. That’s a reflection mostly of the realities of the industry: though Jay-Z and Tidal’s other owners might like the idea of boosting subscriptions through exclusives like this, the reality is that the service has a tiny fraction of global streaming users, and over the long term Jay-Z and other artists are best served by the broadest possible distribution, especially given that he can’t pay himself for the exclusive in the way Apple has paid for them in the past. Exclusives generally seem to be waning as a source of differentiation for music services, but for Tidal its connection to artists (several of whom have been owners) has always been a major selling point. But if even its artist owners aren’t willing to stay the course on exclusives for more than a few days, it doesn’t have much hope of ever reaching significant scale, making the Sprint investment more of a temporary lifeline than true salvation.