AT&T to buy BellSouth Corp. in $67 billion stock deal
Web Posted: 03/05/2006 05:41 PM CST
Sanford Nowlin
Express-News Business Writer
San Antonio-based telecommunications giant AT&T Inc. said Sunday it would buy BellSouth Corp. in a $67 billion stock deal that would consolidate its ownership of Cingular Wireless and put it one step closer to reassembling Ma Bell.
The takeover of Atlanta-based regional phone company BellSouth would be one in a long line for the new AT&T, formed in November when SBC Communications Inc. completed its $16 billion takeover of long-distance provider AT&T Inc. The deal would give the merged company control of four of the seven “Baby Bell” phone companies created in 1984 with the federal breakup of the AT&T monopoly.
“This merger is a logical next step that creates substantial value for customers and stockholders of both AT&T and BellSouth,” AT&T Chairman and CEO Edward E. Whitacre Jr. said in a written statement. “It will benefit consumers through new services and expended service capabilities. It will strengthen Cingular through unified ownership and a single brand.”
The merger would give AT&T a local phone and data network stretching to both coasts and a market capitalization of more than $99 billion, analysts said, and enable it to more quickly introduce services that combine its wireless and wire line capabilities.
Under the deal approved by both companies' boards, AT&T would give BellSouth shareholders 1.325 shares of its common stock for each common share they hold of BellSouth. Based on AT&T's closing stock price on March 3, that would be $37.09 per share.
The new AT&T also said it would repurchase at least $10 billion of its own common shares over the next 22 months as part of the deal.
Analysts have long said BellSouth would be AT&T's next big merger target, and people inside AT&T said both had been in serious discussions for about the past two weeks.
AT&T owns 60 percent of Cingular, the nation's No. 1 wireless provider, and analysts said it wanted to buy up BellSouth's stake so it could have sole ownership and streamline operations there. Wireless revenues are growing for AT&T while revenues from its landline operations have faltered. The company also expects to achieve $18 billion in synergies by combining its operations with those of BellSouth.
AT&T expects the deal to close the merger within a year, pending approval from the Federal Communications Commission and the U.S. Justice Department.
Once the deal closes, the merged company will market both its wireless and wire line services under the AT&T brand. The company would remain headquartered in San Antonio with Whitacre as chairman and CEO.
If regulators allow AT&T and BellSouth to merge, it would leave just three large phone companies in the United States. The other two would be Verizon Communications, which last year bought beleaguered long-distance giant MCI, and stand-alone “Baby Bell” Qwest Communications International Inc., which serves the U.S. mountain states .
AT&T spokesman Larry Solomon said he expects an “appropriate amount” of regulatory scrutiny for the deal, adding that AT&T and BellSouth's operations overlap in fewer places than SBC's and the old AT&T's did. The companies don't do business in each other's consumer markets and they already are partners in the wireless business, lessening anti-competitive concerns.
While regulators once thought phone companies like AT&T and BellSouth would be each other's strongest competitors, cable companies like Time Warner have instead become the biggest rivals to big phone carriers, analysts said.
But the prospect of adding one more of the former Baby Bells back to the AT&T fold doesn't sit well with consumer groups, who said the transaction destroys hopes that AT&T and BellSouth could ever compete in each others' markets.
“We thought that these guys were going to compete with each other, but it's apparent that they would rather just merge,” said Mark Cooper, policy analyst for Consumer Federation of America. “If the average consumer is lucky, he or she has two choices now: the phone company or the cable company. And the average consumer knows that two choices is not enough.”
Analysts said the transaction is likely to receive federal approval, but not without conditions. The deal comes on the heels of considerable industry consolidation and during an election year.
“The government has to ask at what point has there been too much consolidation,” said Ben Silverman, analyst for investment newsletter FindProfit.com. “I think we may be reaching the breaking point.”
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Does that mean Cingular would now be rebranded as AT&T Wireless?