After tendering an impressive offer for Sprint back in April, Dish Network has decided to withdraw from their bidding war with Softbank. The original offer, deemed to be not “actionable” by the Sprint board, gave Dish until yesterday to counteroffer with a restructured deal. Rather than do so, they are now choosing to focus their efforts on acquiring a stake in Clearwire.
Dish has exerted a lot of effort the past year trying to start a mobile network of their own, not having much success. Details of Sprint’s rejection have not been disclosed, leaving us with no idea why the Softbank offer is more attractive. In reading the large print, Dish’s offer was much more lucrative. It gave more money to shareholders for Sprint, and put more capital into the newly formed corporation post-acquisition. Reports suggest Dish’s offer simply leveraged too much of their own assets to make the deal impressive to the Sprint board.
Dish’s CEO Charlie Ergen tried in earnest to drum up public interest in Dish acquiring Sprint, but it just led to more problems. Sideways chatter about cultural fits and foreign entities taking over domestic companies may have been Dish’s opinion, but probably ones that should have been shelved.
The focus now shifts to Clearwire, where Dish has a new set of headaches. Sprint’s deal with Softbank hinges, in part, on Sprint’s ability to acquire the remaining half of Clearwire it didn’t already own. Clearwire, facing its own challenges regarding solvency, began taking large monthly payments from Sprint. At the time, it was the only way the Clearwire board could reasonably keep the company viable for shareholders. Not doing so meant they’d run out of operating capital sometime in 2014, and a fire sale would ensue.
The Dish offer, peculiar in that it was made while a standing offer for Sprint was in place, offered a much more lucrative chance for Clearwire shareholders to cash out. At a 30% premium over the Sprint deal, the Clearwire board readily approved it. Sprint then sued Dish, claiming the deal violated Clearwire shareholders rights.
Keep in mind, the offer in place does not give Dish complete control of Clearwire, should it go through. The deal is really for roughly half of the company, which clearly concerns Sprint. Dish may be looking to squeeze Sprint out, or simply open new doors to additional spectrum. While not for complete control, owning roughly half of Clearwire does put them in a good position to make moves down the road.