Entries in Deals: Spectrum (25)

Sunday
Dec112011

Leap Wireless and Verizon Wireless Announce Spectrum Deals

Is a Spectrum License Land Grab in the Offing?

Last week Verizon Wireless and the cable consortium known as SpectrumCo announced a $3.6b deal for AWS licenses covering 259m POPs; that deal implied a more than 50% increase in the value of the subject licenses since the 2006 FCC auction. This week, Verizon is back at the table, acquiring $360m worth of PCS and AWS licenses from Leap Wireless and Leap affiliate Savary Island. In exchange, Verizon is selling 12 MHz of 700 MHz spectrum covering nearly 11m POPs in Chicago to Leap, for $204m.

Both deals indicate a healthy increase in spectrum values—which doesn’t come as a surprise given the growing popularity of mobile broadband services and the carriers’ race to deploy 4G LTE service. I also see AT&T’s March announcement that it would (attempt to) acquire T-Mobile as well as AT&T’s December 2010 deal for $1.2b in Qualcomm spectrum as catalysts that prompted Verizon to start shopping more seriously.

It’s potentially the beginning of a real land grab for spectrum licenses; those who 'have' will benefit from the major projected increase in mobile broadband use, and those who ‘have not’ could well be left behind. Those who 'have and sell' might earn a nice return today, but that leaves open the question of how to participate in the coming hockey stick growth pattern. The good news is that it seems much of the long dormant AWS spectrum is going to emerge from its cocoon, providing options for ILEC license holders.

In the $204m deal for Chicago, Leap is paying nearly 34% more than Verizon spent at auction in 2008, or $1.58/MHz POP. Verizon paid $152.5m for that license.

Leap said in its Public Interest Statement filed with the FCC that the additional 12 MHz “is needed to supplement the 10 MHz of spectrum on which Cricket currently operates in the Chicago area. The additional spectrum will enable Cricket to deploy LTE technology and thereby expand its service offerings, strengthen its presence, and improve the quality of services available to consumers in Chicago.” It continues, “With carriers worldwide upgrading to faster and more efficient LTE technology, Cricket’s deployment of this technology is critical to its ability to deliver competitive services to customers in the coming years. The associated sale of PCS and AWS spectrum to Verizon Wireless also enables Cricket to substantially finance the purchase of spectrum in Chicago. This transfer will thus enhance competition by enabling Cricket to provide more consumers with access to a wider array of high quality wireless communications services.” 

In the second transaction, Leap will sell nearly 340m MHz POPs comprised of both PCS and AWS spectrum licenses, for $188m, or $0.55/MHz POP, to Verizon. The licenses cover a total of 20.6m POPs and are scattered across the country.

Also in the Public Interest statement filed with the FCC, Verizon Wireless said that it “seeks to acquire spectrum to augment its existing capacity in order to respond to the projected increase in customers’ use of its network, particularly the rapidly growing customer demand for high speed wireless data services. Consumer demand for such services is exploding. Smartphone adoption continues to surge: 59 percent of mobile handsets sold in the United States in the third quarter of 2011 were smartphones, and currently 43 percent of all U.S. mobile phone subscribers own a smartphone. As consumers experience higher speeds through the use of smartphones, they tend to consume more data. Today, smartphones use 24 times more spectrum capacity than traditional phones. According to public estimates, the average smartphone will generate 1.3 GB of traffic per month in 2015 (a 16-fold increase over the 2010 average) and aggregate smartphone traffic in 2015 will be 47 times greater than it is today. Similarly, the rapid adoption of tablets places another substantial drain on spectrum. Tablets use approximately 120 times the capacity of traditional phones. In 2015, it is projected that mobile-connected tablets will generate as much traffic as the entire global mobile network in 2010."

Whoa Nellie! Smartphone traffic nearly 50x greater than it is today by 2015? And tablets will use as much traffic as the entire global network does today? Sounds to me like a serious demand for spectrum is brewing, which means values should continue to increase.

Finally, majority-owned (non-controlled) Leap Wireless affiliates Savary Island License A, LLC and Savary Island License B, LLC are selling an aggregate of 10 MHz of AWS spectrum covering 27.3m POPs to Verizon, for $172m or $0.63/MHz POP.

The receipts will be used to repay debt owed to Leap, which will in turn use the money to help pay for its Chicago 700 MHz buy and continue its LTE deployment. 

There's no doubt in my mind that we will continue to see the larger wireless carriers scoop up spectrum assets as the reality of the changing market sinks in. Verizon has been running its LTE network for a year now--clearly it's seeing a rapid increase in usage and as noted above, the tablet boom is only in its infancy. The question for you readers becomes how best to capitalize upon the opportunity. 

Friday
Dec022011

4G Wireless Front-Runner Verizon Scooping Up $3.6b in AWS Spectrum

Cable Sellers Get a 57% Premium Over Purchase Price, Plus Agent Arrangement

You have to admit, Verizon Wireless is run by some pretty slick operators. The company is far and away the leader in terms of 4G deployment (while pioneer Clearwire flounders, more on that below) after spending billions in the 2008 auction for 700 MHz licenses. And today, even as rival AT&T struggles to keep its ill-advised T-Mobile acquisition alive, Verizon announced that it will acquire 122 Advanced Wireless Services (AWS) spectrum licenses from the cable consortium that laggard Sprint used to date.  It just goes to show you that not all giants have the same vision, despite their lofty vantage point.

First, the deal details. SpectrumCo, LLC, a joint venture between Comcast, Time Warner Cable and Bright House Networks, will sell its 122 AWS licenses covering 259m POPs to Verizon Wireless for $3.6b. That’s a nearly 57% premium over the $2.3b that SpectrumCo paid for the licenses at the FCC’s auction in 2006, a fact which should cheer the many ILECs nationwide that have owned AWS licenses since the auction.

The FCC’s web site is still using 2000 Census data for POPs, but in the press release announcing the deal SpectrumCo said that there are 259m POPs included. Back when the auction was held in 2006, the FCC said that the subject licenses covered about 253.6m POPs, which implies a 2.1% increase since the auction. Based on 259m POPs, the Verizon Wireless deal implies a weighted average value per MHz POP of $0.706—or 53.5% more than the $0.435/MHz POP that the cable consortium paid in 2006.

Notably, the price per MHz POP isn’t too far below the final average price/MHz POP paid in 2008 for 700 MHz spectrum at auction, which came out at about $0.81/MHz POP. That said, the implication is that spectrum assets are still increasing in value, due to the more attractive propagation characteristics of lower spectrum bands. The AWS licenses lie at 1.7 and 2.1 GHz, which implies that more cell sites are necessary for build out—Verizon is presumably looking to bulk up its capacity in urban markets, which makes sense given the rapid uptake of its 4G service.

As a reference, I've taken the auction price and POPs for each of the 122 markets included in the sale and shown what the implied value/MHz POP is based on my estimated 53.5% premium over Auction 66 prices--some readers who own nearby AWS licenses may be interested in the "comparables," although admittedly there may be few buyers out there willing to pay the kind of premium that Verizon has ponied up.

Beyond the spectrum value implications, this deal highlights the shifting landscape in the wireless—nay, communications—world. AT&T is buying spectrum from Qualcomm in order to increase capacity, but that deal seems like a consolation prize now that the FCC has signaled that it is unlikely to support AT&T’s attempt to acquire T-Mobile (which was also a big AWS spectrum buyer in the 2006 auction).

I think Verizon’s tactics have been far more clever than AT&T’s, and the latter is now wasting vast resources on legal efforts to make the T-Mobile deal happen while Verizon races ahead in terms of 4G coverage nationwide.

And then there’s Sprint, which has tried off and on to work with the major cable players for more than a decade, but been unable to gain traction. Come to think of it, Sprint hasn’t played nice with partner Clearwire either, despite its commitment yesterday to provide up to $1.6b in funding for the floundering WiMax system operator. I would have expected more from Dan Hesse…

The transaction also reiterates what cableco Cox Communications indicated over the past few months when it first abandoned its effort to build and run its own wireless operations and then later shut down its reseller arrangement with Sprint. Running a wireless business isn’t necessarily an easy add-on for other communications providers (ILECs included). But it IS necessary in a competitive sense.

Ironically, Comcast, Time Warner and Brighthouse are now effectively getting in bed with the enemy. (Take it from someone who gleefully cancelled Comcast service just one month ago and is now happily streaming Netflix and Hulu video content over a Verizon 4G connection.) But it’s a smart alliance.

As stated in the press release, “The agreement comes at a time when consumer demand for wireless services and bandwidth is increasing rapidly...[this] is an important step toward ensuring that the needs and desires of consumers for additional mobile services will not be thwarted by the current spectrum shortage. While government action to free more spectrum is expected, this transaction ensures that the spectrum which is already available for mobile services is used effectively to serve customers.”

It’s interesting that the cable companies are the ones to say this now, considering that they were the target of accusations (not untrue) last spring that they were ‘warehousing’ spectrum, in particular, AWS spectrum. NAB head Gordon Smith railed against the cablecos at that time as he resisted efforts on the part of the government to make broadcasters relinquish additional spectrum.

And sure enough, five years after acquiring the licenses, the cablecos are not only making a handsome return on their original investment, but they’ve also leveraged the licenses into a deal with the most powerful wireless operator in the country. The SpectrumCo transaction includes agreements which will allow both the cablecos and Verizon to become agents for the other and the companies have also agreed to form “an innovation technology joint venture for the development of technology to better integrate wireline and wireless products and services.” And that, my friends, is the wave of the future.

Wednesday
Aug312011

Surprise, Surprise...DOJ Says "No Way" to AT&T; - T-Mobile Merger

It’s a Dumb Deal Anyway

Just this morning I watched AT&T ceo Randall Stephenson tell CNBC how the combination of AT&T and T-Mobile was going to result in some 5,000 call center jobs being brought back to the United States from their present overseas locations…I laughed and wondered aloud at CNBC’s willingness to allow such blatant political posturing to be presented as “news”…

An hour or so later, I laughed even harder as I read the Breaking News Headline cross my muted television screen: DOJ Files Suit to Block AT&T/ T-Mobile Merger…Guess the folks in D.C. were unimpressed by Stephenson’s gushing. Good for them.

What really blows my mind, however, is that anyone was surprised by the news that the Department of Justice has found that the merger between the largest and the fourth largest wireless providers will be anti-competitive…Yet clearly they were.

Shares in AT&T were off more than 4% immediately, and have traded as low as $28/share, down from nearly $30 pre-announcement. Guess Wall Street wasn’t paying attention all these months as we at JSI Capital Advisors warned that in order to achieve the massive $40b in long-term synergies that the parties predicted, tens of thousands of American jobs would need to be eliminated…or when we pointed out that T-Mobile had started limiting its data plan usage just a short time after the merger announcement, despite the fact that it continued to bleed subscribers…or that AT&T and Verizon Wireless already accounted for the vast majority of subscriber growth over the past several years…or that literally thousands of Americans - an unprecedented number - had filed their opposition to the merger with the FCC.

Fact is, this deal never made sense to me, not even for AT&T. $39b is a huge price to pay for a company that is losing market share, is spectrum constrained and behind in real 4G deployment (despite T-Mobile’s unabashed use of the term in its marketing since last fall).  At the web site set up by the two to promote the benefits of the deal, www.mobilizeeverything.com, the company lists the “Top Ten” reasons to support the deal. In the chart below, I’ve given my gut-reaction to each point (never mind the fact that several of the ten reasons are really the same thing):

In a television commercial currently airing to promote the combination, AT&T says something to the effect  that “55m Americans will get broadband wireless service” as a result of the merger. What it doesn’t adequately explain is why they wouldn’t get it anyway! The map below shows AT&T’s spectrum depth across the U.S. at the time of the merger announcement.  There are precious few markets where the company has less than 30 MHz of spectrum. Take that $39b and build it out! 

Furthermore, in terms of already served markets, the overlap between AT&T and T-Mobile is huge. That means one less competitor in those markets, as well as fewer retail outlets and, oh yeah, fewer  jobs.

Rival wireless provider Sprint, and its investors, cheered the news—shares in Sprint and step-child Clearwire rose between 8%-13% initially. But here too, I don’t really get it. Sprint has been very vocal in its opposition to the merger, but from my point of view, an AT&T/ T-Mobile combination would have served to eliminate Sprint’s biggest competitor in the market for budget-minded and prepaid customers. And with Sprint set to get the iPhone this fall, it should be reasonably well positioned to compete with the duopolists…

And make no mistake, the wireless industry has already become a full-fledged duopoly, in practice if not officially. As I noted above, AT&T and Verizon have been taking market share away from their smaller rivals for a couple of years now…with or without T-Mobile as a standalone operator, Sprint’s challenge to grow is daunting.

AT&T “Shocked and Appalled”

AT&T posted a response to the DOJ’s suit on mobilizeeverything.com a short time after the news:

DALLAS, August 31, 2011 – The following may be attributed to Wayne Watts, AT&T Senior Executive Vice President and General Counsel:

We are surprised and disappointed by today’s action, particularly since we have met repeatedly with the Department of Justice and there was no indication from the DOJ that this action was being contemplated.

We plan to ask for an expedited hearing so the enormous benefits of this merger can be fully reviewed. The DOJ has the burden of proving alleged anti-competitive effects and we intend to vigorously contest this matter in court.

At the end of the day, we believe facts will guide any final decision and the facts are clear. This merger will:

• Help solve our nation’s spectrum exhaust situation and improve wireless service for millions.

• Allow AT&T to expand 4G LTE mobile broadband to another 55 million Americans, or 97% of the population;

• Result in billions of additional investment and tens of thousands of jobs, at a time when our nation needs them most.

We remain confident that this merger is in the best interest of consumers and our country, and the facts will prevail in court.

Based on comments made by Stephenson on CNBC this morning, including his speculation that the deal would close in the first quarter of 2012, I do believe that the company was blindsided by the news…but really, the writing was on the wall.

And that $7b in cash and spectrum that T-Mobile will get as a breakup fee when the deal doesn't happen might just give it the juice it needs to get back in the game. Maybe that was Rene Obermann’s plan all along?

Monday
Aug222011

Sprint, Clearwire and the Cablecos Dance Around a Deal 

Clearwire Shares Double on Word of Renewed Talks

Earlier this month I commented on the untenable situation that has developed between Sprint (NYSE:S) and Clearwire (Nasdaq:CLWR), and also wondered about the wisdom of the announcement Sprint made that it had entered into a nine year, $13.5b network deployment deal with startup LTE wholesaler LightSquared. 

Specifically, I pointed out that if Sprint continues to ignore Clearwire’s financial woes, it stands to lose its nearly 50% ownership position should Clearwire end up restructuring via bankruptcy….I also mentioned the fact that LightSquared’s spectrum is still constrained by interference issues with GPS providers.

Well according to a report published by Bloomberg last Friday, Sprint hasn’t completely lost sight of its investment in, not to mention reliance upon, Clearwire. In fact, the two may be in deal discussions as I write, and their cable step-brothers Time Warner Cable (NYSE:TWC) and Comcast (Nasdaq:CMCSA) may also be seated at the table.

Shares in Clearwire skyrocketed on the rumor last Friday, more than doubling from the sub-$2/share level they had fallen to in the wake of the Sprint/LightSquared announcement.  While Clearwire was trading at present levels (around $3/share) just a month or so ago, after tumbling to a low of $1.32 in early August, $3+ per share suddenly looks a lot better.

But what does it imply in terms of Clearwire’s value?  Back in June I wrote a story on Clearwire’s ongoing struggles to raise capital via a spectrum sale or a broader deal.  At the time, Pardus Capital’s Karim Samii had written a letter to interim ceo John Stanton bemoaning the fact that, at $4.60/share, Clearwire’s massive spectrum holdings were valued at less than $0.20 per MHz POP.  Samii urged Stanton to sell off some of Clearwire’s excess spectrum in order to get the company’s business plan back on track.

After Friday’s run-up, Clearwire appears to trade at an even more discounted $0.15/MHz POP, and at its low two weeks ago, Clearwire’s public market cap indicated a value of just $0.12/MHz POP….But according to the FCC, not to mention AT&T in its T-Mobile lobbying efforts, U.S. wireless carriers are facing a serious spectrum shortage!

I’ve been flummoxed by Sprint’s refusal to step up and support Clearwire for some time now…clearly the company’s bet on WiMax technology has proven to be a misstep in hindsight, but in the meantime Sprint keeps adding 4G customers, to the tune of 1.7m net new 4G customers on the Clearwire network in the second quarter.

Sprint needs every advantage it can get its hands on in the face of the AT&T/Verizon Wireless duopoly.  Why bet billions on LightSquared’s fledgling plan when it already bet billions on Clearwire’s 4G plan years ago?  And why haven’t the cable guys stepped up sooner?  They desperately need a wireless strategy—and that’s what their investments in Clearwire was supposed to be…but the partnerships have floundered in recent years; the vast majority of Clearwire’s wholesale customers have come from Sprint.

Clearwire’s 2.5 GHz spectrum isn’t as desirable as the 700 MHz licenses that Verizon and AT&T will use to deploy their 4G systems on, but it has LOTs of it. Furthermore, the FCC is still considering a proposal to raise the out of band emission limits, which would enable Clearwire to use 20 MHz of spectrum and deliver speeds of 90 Mbps.

It just makes sense for Sprint and the cable players to really get behind Clearwire and make it the basis of their next generation wireless strategies. But after the drubbing the stock has taken this year, due largely to Sprint’s relative lack of support, Clearwire’s existing backers may now be in a position to take over for a much lower price than would have been demanded last winter.  Maybe that was the point?

Thursday
Jun022011

Clearwire Urged to Sell Spectrum

Letter to Ceo Stanton Highlights Clearwire’s Missteps--But Imminent Spectrum Sale Seems Unlikely

Private investment firm Pardus Capital issued a press release last week disclosing the content of a letter sent to Clearwire (Nasdaq:CLWR) interim ceo and chairman of the board John Stanton wherein Pardus president/ ceo Karim Samii outlined in detail Pardus’ concerns that Clearwire is increasingly up against the ropes when it comes to its efforts to raise funding for its business plan, as well as in regards to its negotiating leverage with 54% owner Sprint (NYSE:S).

The letter raises numerous valid points, but the most pertinent one in my mind is the question of who has the upper hand between Sprint and Clearwire today.  Clearly Sprint believes that it does—and it may be right, for now anyway, although I’m not fully convinced. And despite Pardus' many arguments for a "small spectrum sale" now, I don't see it happening in the near-term.

Sprint’s Network Vision plan to reconfigure its network over the next several years will decommission its Nextel/iDEN network and repurpose the spectrum and network assets for CDMA service; presumably there is also a path-to-LTE element in the planning which would reduce Sprint’s reliance upon the Clearwire WiMax network. But the project is expected to last for three to five years and that’s an eternity in the wireless marketplace.  Without Clearwire and pre-Network Vision completion, Sprint doesn’t HAVE a 4G strategy.  Meanwhile, Verizon (NYSE:VZ) introduced a handset for its LTE 4G network in mid-March and reported 250k sales of the device in just two weeks before the quarter ended. 

Customers—the high-value ones anyway—want 4G services.  AT&T (NYSE:T) doesn’t have it, MetroPCS (NYSE:PCS) has it in just a few markets and others, most notably Leap Wireless (Nasdaq:LEAP), are looking to LightSquared to provide it.  At this point, however, I see LightSquared as a red herring.  Not only because the pure wholesale business model has never succeeded before, but because it now says it might lean on AT&T for early LTE capacity, because the interference issues it has with global positioning services (GPS) have not been resolved, because its capacity will be limited as a result of that interference and because, “Service will be available in the second half of this year,” is the most detail I’ve seen on the actual buildout…LightSquared is reportedly now in talks with Sprint too…it’s all getting very incestuous but the fact is, for now anyway, the only up and running 4G networks with measurable coverage are Clearwire’s and Verizon’s.

Which brings me to subscriber growth.  Sprint has turned its sub growth around admirably compared with the serious losses it was experiencing a few years back.  But if you look at the detail of Sprint’s most recent quarter, of the 1.1m in net adds, they were ALL either prepaid subs (not likely to be heavy spenders or data users) or they were added by Sprint’s wholesale partners and affiliates.  On the postpaid, retail side of the business, Sprint lost 114k customers.  Obviously the Verizon iPhone and AT&T’s competitive response had an impact on its ability to retain high-value postpaid customers.

Now take a look at Clearwire’s results in the same quarter.  The company added 1.6m new wholesale subscribers—those are essentially all Sprint customers.  My interpretation of these data points would be that Clearwire’s 1.6m new wholesale customers are 1.6m customers who would have moved from Sprint to Verizon if the 4G product that Sprint offers—over Clearwire’s network—wasn’t available.  Had that happened, Sprint would have been reporting a loss of half a million subscribers, even with the prepaid growth. Yes, this is probably an oversimplification, but the point is, I think Sprint needs that 4G network, for its marketing and for its status as a carrier and to ensure that its entire subscriber base isn’t comprised of $28/month prepaid subscribers in a few years.

Clearwire on the other hand, has a different set of woes.  First, it’s gone out and invested billions in a next-generation wireless data network that runs on a technology that increasingly appears to be the Betamax of 4G wireless data technology. 

Now it’s nearly run out of money, has had to suspend its retail strategy and is scrambling to cover costs, while Daddy (Sprint) has refused to up its allowance.  In fact, it cut the allowance if you buy into Pardus’ argument that the new wholesale agreement came in 30% low:

“The market also took as a negative the ultimate resolution of the Sprint pricing dispute.  We expected the deal would yield around a penny per megahertz for Clearwire. It appears to have come in closer to $0.007/MHz. Another way to look at it: instead of yielding $7.60 per in-market subscribers in more mature markets, Clearwire should be making $10.00 per sub. The market took this as a “sweetheart” deal for Sprint.”

Clearwire’s failure to sell excess spectrum last fall, before T-Mobile was taken out of the picture as a potential buyer, means that it has an even smaller potential buyer pool today, which translates generally to lower values, despite the widely espoused view that the country is heading for a major spectrum crunch.  And herein lies Clearwire’s biggest problem with regards to an immediate spectrum sale.

As Pardus Capital points out in its letter to Stanton, Clearwire’s current equity value implies a value per MHz POP of less than $0.20.  Assuming that some value should be assigned to the subscriber base and network assets (admittedly fairly low), the implied public spectrum value falls even further.

Clearwire’s spectrum is comprised of 2.5 GHz BRS/EBS licenses, which does not have the attractive propagation characteristics of lower band spectrum like 700 MHz.  But it has  a LOT of it; the company’s 10-K reports 46 billion MHz POPs and more than 150 MHz in top markets.  Its deployed network covers 70 markets nationwide, or about 130m POPs.

Of interest regarding BRS/EBS spectrum is a recent FCC release where the Commission asks for comments on proposed changes to the out-of-band emission limits for BRS/EBS service.  Proponents, including Clearwire, have suggested that the change would allow WiMax-based networks to use channel bandwidths of 20 MHz rather than the 10 MHz used today, and Clearwire suggests that it would then be able to deliver data speeds of 90 Mbps, which it cannot do today. Satellite concern Globalstar has opposed the proposal saying that it would result in interference with its service, but other engineering studies refute that claim.  The FCC is taking comments on the matter but it seems clear to me that should the out-of-band emission limits be raised, the relative value of Clearwire’s spectrum holdings would rise--yet another possible reason to wait for a sale. 

At the end of the day, Clearwire remains challenged in many respects, but so too does Sprint.  And the spectrum assets Clearwire holds, assuming it can keep its head above the water, could, in my opinion, be worth a little more than Wall Street is acknowledging.  That’s Pardus Capital’s opinion too, though the investment firm is clearly losing patience.

But John Stanton didn’t become a wireless billionaire simply by virtue of being in the right place at the right time.  As he pointed out on the company’s last earnings call, “Every time a kid downloads a video onto his phone or a company arranges for a video conference call via their iPads, you're in effect seeing the value of spectrum rise. And I think that it would be prudent for us to be in a position to hold that spectrum, all the spectrum, even that which is beyond what we immediately need.”  I tend to agree. As long as Sprint continues to load the Clearwire network with customers, the company should have enough cash flow to survive this year and on into a period where its excess spectrum assets may be more highly coveted.