More developments on the unsolicited Dish offer to buy Sprint for $25.5 billion, first announced one week ago. Sprint announced that it has formed a Special Committee, from independent directors, to review and evaluate the deal, and weigh up whether it is “reasonably likely” that Softbank will increase its original offer of $20.5 billion, first made last year with the support of Sprint.
Sprint says that the committee will include Larry C. Glasscock, James H. Hance, Jr., V. Janet Hill, William R. Nuti, and Rodney O’Neal. Glasscock will serve as its chairman.
So far, Softbank has not been especially vocal in its desire to meet or exceed Dish Network’s offer for Sprint, and neither has Sprint. In fact, on Friday the pair asked the Federal Communications Commission to continue with its investigation of the deal (now pegged at $20.1 billion, says Reuters), an essential part of the process to get it cleared. Dish had asked for that review to be suspended in light of its counter-offer. Reuters notes that the FCC review is already 140 days into its 180-day expected length.
Dish is keen to press ahead to finally add a long-desired mobile offering to its portfolio. Not only does it already own spectrum in this area, but as Dish laid out in a presentation to analysts, press and investors, its management believes that mobile will increasingly become a medium and platform for consuming video, and so it wants to make sure that it has a piece of that action.
Sprint had 55 million customers in the U.S. on its wireless networks, making it the third-biggest operator in the U.S. Dish is the country’s third-biggest pay-TV provider.
The questions now are whether investors will be more interested in Softbank’s strategic offer or Dish’s, whether Softbank offers more money, and if not, whether investors are more interested the newest offer because it is higher.
The full text of Sprint’s release below.
Sprint Forms Special Committee of Independent Directors to Review Unsolicited Proposal From DISH Network Corp.
OVERLAND PARK, Kan.–(BUSINESS WIRE)–Sprint Nextel (NYSE: S) today announced the Board of Directors has formed a Special Committee of independent directors to review and carefully evaluate the proposal received from DISH with its financial and legal advisors. The Special Committee plans to evaluate the proposal and additional information that the committee has requested from DISH and provide its assessment to the full Board in due course whether the proposal is, or is reasonably likely to lead to, a Superior Offer (as defined in the Agreement and Plan of Merger with SoftBank Corp.). Neither the Board nor Sprint intends to comment further at this time.
The Special Committee consists of Larry C. Glasscock, James H. Hance, Jr., V. Janet Hill, William R. Nuti, and Rodney O’Neal. Mr. Glasscock will serve as Chairman of the Special Committee.
The special committee has retained BofA Merrill Lynch to act as its financial advisor, and Shearman & Sterling LLP as its legal counsel.
Sprint advises shareholders that they need not take any action at this time in response to DISH’s proposal pending review by Sprint’s Special Committee.