When AT&T announced on March 20 that it would acquire T-Mobile from Deutsche Telekom AG for $39 billion, it concluded several weeks of intense negotiations between the two wireless telecommunications giants that ended when AT&T agreed to pony up $25 billion in cash to close the transaction and a higher-than-average breakup fee if the deal didn't receive regulatory approval.
The details of the corporate deal were hammered out by teams of lawyers at the New York firms Sullivan & Cromwell and Wachtell, Lipton, Rosen & Katz, which represented AT&T and Deutsche Telekom respectively. Now, the focus of the two companies will shift to Washington. Antitrust specialists at four firms are already working diligently to pave the way for approval from both the Justice Department, which will consider whether the merger will create a duopoly, and the Federal Communications Commission, which will have to approve the transfer of T-Mobile's spectrum license.
In AT&T's corner are District-based teams at Arnold & Porter and Crowell & Moring; both represented the company in prior mergers and acquisitions with antitrust implications.
The antitrust and telecom partners handling the work at Arnold & Porter are Richard L. Rosen, Wilson D. Mudge, Donna E. Patterson, Patrick J. Grant, Scott Feira, Maureen R. Jeffreys and Stephanie M. Phillipps. The firm previously served as lead counsel in Cingular Wireless's $41 billion acquisition of AT&T Wireless and predecessor company SBC Communications' acquisition of AT&T, Bell South and other entities. At Crowell & Moring, which previously counseled AT&T in both the SBC merger and its acquisition of BellSouth in 2006 for $67 billion, antitrust group co-chairman Wm. Randolph Smith is taking the helm along with partner Jeane A. Thomas and counsels Shawn R. Johnson, Olivier N. Antoine and Michael G. Van Arsdall.
Deutsche Telekom turned to local attorneys at Cleary Gottlieb Steen & Hamilton and Wiley Rein for regulatory help. At Cleary, the team is being led by Mark W. Nelson and George S. Cary. Nelson previously worked on T-Mobile's $2.4 billion acquisition of SunCom Wireless in 2007. Cary is a former deputy director in the Federal Trade Commission's Bureau of Competition, which is responsible for the enforcement of mergers. At Wiley, Richard E. Wiley, head of the firm's 80-strong communications practice and former FCC chairman, is spearheading the effort with partners R. Michael Senkowski, Nancy J. Victory and Eric W. DeSilva.
In addition to employing robust legal teams, the two companies will likely deploy lobbyists to deal with FCC regulators and lawmakers on Capitol Hill. AT&T paid Navigators Global $800,000 and Akin Gump Strauss Hauer & Feld $480,000 for influence work that included contact with the FCC last year, according to congressional filings. Deutsche Telekom and T-Mobile paid PutalaStrategies $175,000 and Utrecht & Phillips $80,000 for government work that included contacting the FCC.
Kirkland & Ellis expands antitrust team
The law firm Kirkland & Ellis is expanding its antitrust practice with four new hires, including a former head of the Federal Trade Commission.
Former FTC chairman Tim Muris is joining the firm from O'Melveny & Myers, where he co-chaired the firm's antitrust practice, with Christine Wilson and Bilal Sayyed, O'Melveny attorneys who both spent time at the commission. Hunton & Williams attorney Ian Conner is also making the move. Conner previously worked in the antitrust division of the Justice Department.